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Eltel

Annual Report (ESEF) Mar 26, 2025

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549300QPTTHTI8KCH9372024-01-012024-12-31549300QPTTHTI8KCH9372023-01-012023-12-31549300QPTTHTI8KCH9372024-12-31549300QPTTHTI8KCH9372023-12-31549300QPTTHTI8KCH9372022-12-31549300QPTTHTI8KCH9372023-12-31ifrs-full:IssuedCapitalMember549300QPTTHTI8KCH9372023-12-31ifrs-full:AdditionalPaidinCapitalMember549300QPTTHTI8KCH9372023-12-31ifrs-full:RetainedEarningsMember549300QPTTHTI8KCH9372023-12-31ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMemberiso4217:EURiso4217:EURxbrli:shares549300QPTTHTI8KCH9372023-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300QPTTHTI8KCH9372023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300QPTTHTI8KCH9372023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300QPTTHTI8KCH9372023-12-31eltel:HybridBondMember549300QPTTHTI8KCH9372023-12-31ifrs-full:NoncontrollingInterestsMember549300QPTTHTI8KCH9372024-01-012024-12-31ifrs-full:IssuedCapitalMember549300QPTTHTI8KCH9372024-01-012024-12-31ifrs-full:AdditionalPaidinCapitalMember549300QPTTHTI8KCH9372024-01-012024-12-31ifrs-full:RetainedEarningsMember549300QPTTHTI8KCH9372024-01-012024-12-31ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMember549300QPTTHTI8KCH9372024-01-012024-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300QPTTHTI8KCH9372024-01-012024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300QPTTHTI8KCH9372024-01-012024-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300QPTTHTI8KCH9372024-01-012024-12-31eltel:HybridBondMember549300QPTTHTI8KCH9372024-01-012024-12-31ifrs-full:NoncontrollingInterestsMember549300QPTTHTI8KCH9372024-12-31ifrs-full:IssuedCapitalMember549300QPTTHTI8KCH9372024-12-31ifrs-full:AdditionalPaidinCapitalMember549300QPTTHTI8KCH9372024-12-31ifrs-full:RetainedEarningsMember549300QPTTHTI8KCH9372024-12-31ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMember549300QPTTHTI8KCH9372024-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300QPTTHTI8KCH9372024-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300QPTTHTI8KCH9372024-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300QPTTHTI8KCH9372024-12-31eltel:HybridBondMember549300QPTTHTI8KCH9372024-12-31ifrs-full:NoncontrollingInterestsMember549300QPTTHTI8KCH9372022-12-31ifrs-full:IssuedCapitalMember549300QPTTHTI8KCH9372022-12-31ifrs-full:AdditionalPaidinCapitalMember549300QPTTHTI8KCH9372022-12-31ifrs-full:RetainedEarningsMember549300QPTTHTI8KCH9372022-12-31ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMember549300QPTTHTI8KCH9372022-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300QPTTHTI8KCH9372022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300QPTTHTI8KCH9372022-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300QPTTHTI8KCH9372022-12-31eltel:HybridBondMember549300QPTTHTI8KCH9372022-12-31ifrs-full:NoncontrollingInterestsMember549300QPTTHTI8KCH9372023-01-012023-12-31ifrs-full:IssuedCapitalMember549300QPTTHTI8KCH9372023-01-012023-12-31ifrs-full:AdditionalPaidinCapitalMember549300QPTTHTI8KCH9372023-01-012023-12-31ifrs-full:RetainedEarningsMember549300QPTTHTI8KCH9372023-01-012023-12-31ifrs-full:ReserveOfRemeasurementsOfDefinedBenefitPlansMember549300QPTTHTI8KCH9372023-01-012023-12-31ifrs-full:ReserveOfGainsAndLossesOnHedgingInstrumentsThatHedgeInvestmentsInEquityInstrumentsMember549300QPTTHTI8KCH9372023-01-012023-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300QPTTHTI8KCH9372023-01-012023-12-31ifrs-full:EquityAttributableToOwnersOfParentMember549300QPTTHTI8KCH9372023-01-012023-12-31eltel:HybridBondMember549300QPTTHTI8KCH9372023-01-012023-12-31ifrs-full:NoncontrollingInterestsMember Always connected, always powered. We make it happen by transforming society for a sustainable future. Annual Report 2024 Contents Overview Eltel in brief .............................................................................3 The year in brief .....................................................................4 CEO comment ........................................................................ 5 Trends transforming the infranet sector ..........................7 Why invest in Eltel? ................................................................8 Our values ...............................................................................9 Our strategy and targets ....................................................10 Operations ...................................................................12 Our offering and markets ..............................................13 — Communication business area ....................................14 — Power business area ......................................................15 Segments — Finland ...............................................................................16 — Sweden ..............................................................................19 — Norway ..............................................................................21 — Denmark ............................................................................23 — Other business .................................................................25 Sustainability Report 26 General information ............................................................27 Strategy, business model and value chain .....................28 Sustainability governance .................................................32 Environmental information ...............................................34 — EU Taxonomy ......................................................................38 Social information ...............................................................44 Governance information ....................................................49 Auditor’s opinion re. the Sustainability Report ..............51 Board of Directors’ report 52 Risk management ...............................................................56 Governance 60 Corporate Governance report ...........................................60 Board of Directors ...............................................................65 Group Management Team ................................................66 Financial reports 67 Consolidated financial statements .................................67 Notes to consolidated financial statements .................72 Parent Company financial statements ...........................98 Notes to the Parent Company financial statements . 101 Signatures .......................................................................... 104 Auditor’s report ................................................................. 105 Other 109 The Eltel share .................................................................. 110 Five-year summary ........................................................... 112 Quarterly figures ............................................................... 113 Definitions and key ratios ............................................... 115 Contact information ........................................................ 116 Financial Calendar 13 May 2025 — Annual General Meeting 2025 30 April 2025 — Q1 interim report 2025 24 July 2025 — Half-year report 2025 30 October 2025 — Q3 interim report 2025 February 2026 — Full-year report 2025 Annual Report 2024 2 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Eltel in brief Eltel is the leading Nordic infrastructure and service provider for critical communication and power networks – infranets. Transforming how we power and connect the world Everyone depends on stable communication and power networks. Eltel designs, builds, maintains and upgrades these critical lifelines of modern society for national network operators and owners. Our business areas Within our business area Communication, Eltel estab- lishes high-performing networks and supports the societal need for greater digitalization. We design, install, upgrade and service mobile and fixed communication networks, including mobile indoor solutions. Within our business area Power, we enable the electrifi- cation of society. We install, maintain and upgrade elec- tricity distribution and transmission infrastructure, and provide turnkey solutions for smart grids, e-Mobility, solar power, wind power and Battery Energy Storage Systems (BESS). We are increasingly combining our unique communica- tion and power expertise on projects. Data centers, for example, may include both communication and power services. Eltel operates in the Nordic countries, Germany and Lithuania within country-based organizations that have full responsibility for their own financial performance. Finland 357.7 1,478 Sweden 211.8 950 Norway 114.9 761 Denmark 92.0 487 Other business 61.9 693 BUSINESS AREAS PRODUCT AREAS OFFERING MARKETS CUSTOMERS NET SALES Communication Market leader in the Nordics. »More on page 14. • Fixed telecom • Mobile telecom • Fixed wireless access • Mobile indoor • Data centers • Design, installation, upgrading and servicing • The Nordics • Lithuania • Telecom operators and network owners • Industrial customers • Public sector 61% Power A key player in the Nordics. A niche actor in Germany. »More on page 15. • Power distribution and transmission • Smart grids • e-Mobility • Renewable energy • Data centers • Design, build, mainte- nance, upgrades and turnkey solutions • The Nordics • Germany • Lithuania • Network owners and operators • Industrial customers • Public sector • Utility companies 39% NET SALES EUR million EMPLOYEES FTE, average What are ”smart grids”? A smart grid is an electricity network that uses advanced digital technologies to monitor and manage the supply of electricity to meet legislation as well as the varying electricity demands of end users. Smart grids can improve the efficiency, reliability and sustainability of electricity production, distribution and consumption. What are ”infranets”? The term combines the words ”infrastructure” and ”networks” and refers to both the communication and power infrastructure networks that Eltel delivers. Segments Other business Annual Report 2024 3 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report The year in brief 2024 highlights Polish High Voltage business divested Eltel divested its High Voltage business in Poland in the second quarter. The divestment is expected to create value for Eltel and its shareholders by minimizing the complexity and risks associated with project work outside the Nordics and allowing a greater focus on core markets. Continued focus on operational and commercial efficiency All Country Units continued to improve their operational excellence – to promote profitability, quality and cus- tomer satisfaction. This involved improvements in project management, more specifically in resource optimization and planning, including a more efficient use of subcontractors. Our commercial excellence initiatives focused on boosting profitability within our current operations, including price increases and renegotiations of commercial terms. Broadened customer base During the year we have expanded our customer base, both in Communications, mainly within public infrastruc- ture and defence, and in Power, where our broad service portfolio attracted a diverse customer base. Position taken in utility scale solar parks During the year Eltel has delivered solar park projects in Finland, Denmark and Sweden. The largest park is Hallstavik (64 MWp) 100 km north of Stockholm, in which Eltel is delivering all electrical works. There is a true momentum for solar parks in the Nordics and Eltel is taking a position as a stable and trustworthy turnkey contractor with local expertise. First battery energy storage project completed The BESS (Battery Energy Storage System) market is growing and during the year Eltel delivered its first projects in Denmark and Finland. Eltel has taken the role as a turnkey solution provider for industrial customers as well as utility developers. Capitalization on e-Mobility opportunities throughout the Nordics Electric vehicle charging station projects were carried out for customers in Norway, Finland, Sweden and Denmark. We see a growing demand for our e-Mobility services on all markets, especially from the heavy transport and logistics industries. Green offering intensified The Eltel Green Choice concept was launched to highlight more sustainable project alternatives to customers. The first Green Choice project began for Helen Electricity Network in Helsinki, Finland. KEY FIGURES 828.7 Net sales, EUR million 10.5 Adjusted EBITA, EUR million 863.3 Signed contracts, EUR million 1.3 Adjusted EBITA margin, % 4,550 Average number of employees, FTE Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report 4 Annual Report 2024 Eltel’s CEO and President Håkan Dahlström reflects on Eltel’s financial performance and strategic progress in 2024. How would you summarize Eltel’s performance in 2024? 2024 was a year of improved profitability. Three out of four segments delivered as expected, and Norway fell behind expectations. Our core Communication and Power businesses performed well, at the same time as net sales from new business areas increased signifi- cantly. We made solid progress on our strategy across the Nordics, positioning ourselves for continued positive development in 2025. How did the Country Units perform during the year? We saw broad profitability improvements in Finland, driven by FTTH (fiber-to-the-home) and our Power services business. In Sweden, our Smart Grids projects delivered better than expected along with our Communi- cation business, and we saw growth in public infrastruc- ture. Faced with significantly lower market activity in Norway, due to lower investments in Communication impacting the volumes negatively, we resized our Norwegian organization to better align with the antici- pated future market need. We managed a shift toward Power projects in Denmark, which resulted in the Power business compensating for the decline in Communica- tion. In the new areas we saw a rapid growth in market demand in BESS, and we delivered our first projects in Denmark and Finland. Solid progress with strong growth potential going forward Annual Report 2024 5 OverviewCEO statement Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Tell us more about the development of these new business areas Building on our Communication and Power capabilities, we are establishing ourselves as a key player in several new markets with growing opportunities: Solar – we are drawing on our vast experience with large roll out projects to capitalize on rapid growth in the development of solar parks, particularly in Finland and in Sweden. BESS – we won several new BESS contracts in Denmark and Finland during the year. e-Mobility – we are becoming an established turnkey provider of large electric charging projects. Data centers – we are seeing increasing demand to establish very large data centers in the Nordics where we can combine our communication and power competence. We will strive to scale up opportunities in these new business areas in 2025 and beyond. Are there opportunities to deliver several of these new business areas on single customer projects? Absolutely! First Data centers are by itself an area where we can combine our strengths in Power and Communi- cation. We are also in discussion with several customers on combining solar, e-Mobility and BESS on projects. One other fantastic example is a contract that we won late 2024, in which we combine a high voltage overhead line, a substation and a large PV Solar park into one solu- tion. Customers appreciate our ability to deliver everything in these kinds of projects, which is often quite unique in the market and will certainly create new business opportunities going forward. How are you working to develop profitability? At Eltel, we’re building our culture of being a profitable customer-orientated company by being proactive on both cost efficiency and commercialization. We are continuing to work with our own internal efficiency in how we design, plan and execute our business. On the commercial side, we have been successful in improving our commercial conditions with customers, including price, invoicing and payment – particularly when renegotiating agreements. What challenges were there during the year? Our main challenges were related to the significantly lower activity levels in Norway and some delayed project investments in other markets. Shifting trends in Communication and Power opportunities tested our agility, but I think that our Country Units managed these challenges well. What key things have you done to further your sustainability ambitions during the year? We continued to reduce the impact of our operations by switching to electric vehicles, using biodiesel instead of fossil diesel and sourcing renewable electricity in our sites and offices. Influencing our subcontractors also remains important, such as by placing sustainability demands on how they work on our sites and encourag- ing them to set their own science-based climate targets. We also stepped up how we work with customers on sustainability during the year by proposing green alter- natives. We had a few projects where customers took us up on our alternative green proposals, and we would like to do more of this going forward. How are Eltel’s new values shaping the company? Our values are strengthening our culture, setting clear expectations for professional behaviour and fostering mutual respect. The values are also our guiding principles for making decisions, both from a business perspective and from a leadership and personnel perspective. Do you have any final thoughts? I am proud of how well our teams overcame the chal- lenges we faced during the year, and that we have made great progress in new and adjacent business across our markets. Thanks to the dedication of our colleagues, we’re well-positioned for 2025 with a larger orderbook than in many years. We are committed to continuously driving profitability and expanding our business further within the Nordics. Even if investments and activities in the Nordic societies for a more sustainable future, based on the digitalization and electrification of society is sig- nificant, I believe that we’re only at the beginning of this transformation. Eltel has a very important and growing role in this development. On my radar for 2025 • Complete the turnaround of our Norway business. • Continue to develop our new business areas. • Promote green project choices among customers in all our markets. • Continue to drive operational excellence throughout our operations. We signed contracts with 178 new customers and 13% of the total contract value was related to new business areas. What drove performance in 2024? We achieved improved profitability performance every quarter compared to the previous year. We have now six quarters of improved profit year-on-year. One major milestone was the sale of our Polish High Voltage business, that despite being a difficult decision, helped to de-risk our operations, boost working capital and strengthen our foundation for future growth. What progress was made in executing the 2023–25 strategy? We delivered on our strategy by: 1. Improving our profit in our core business of Communication and Power. 2. Broadening our customer base by looking at where we can add value in the market – such as by expanding to serve public infrastructure and industry customers. 3. Establishing ourselves in new and adjacent markets, including Solar PV, BESS, e-Mobility, data centers, and indoor/private networks. The fact that all our Country Units both broadened their customer bases and delivered net sales in each of our new business areas demonstrates that we are delivering on our strategy. We signed contracts with 178 new cus- tomers in 2024 and closed the year with an impressive total contract value of EUR 863,3 of which 13% was related to new business areas. Annual Report 2024 6 OverviewCEO statement Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Trends transforming the infranet sector Megatrends such as digitalization, electrification, hybrid working and climate change, as well as EU regulation, are fueling a growing demand for the installation, upgrade, maintenance, and security of communica- tion and power networks, including renewable energy solutions. Meeting societal demands for sustainable energy and digitalization Infranets are increasingly essential lifelines for modern society that meet the everyday needs of businesses and individuals of reliable communication and power networks. Communication networks support hybrid working and the digitalization of society. Power networks enable a more sustainable and low-carbon society by providing the infrastructure and services for electrification, electric vehicles and renewable energy generation. Market trends shape the sector The infranet sector is constantly changing due to global trends affecting society. This creates challenges for businesses but also huge market opportunities as the sector evolves. Renewable energy and digitalization are increasingly important for both customers and end users. Advance- ments in AI are having far-reaching implications throughout society. The key market trends, how they impact the sector and how the infranet sector is responding are summa- rized below. Requirements for a more resilient power and telecom infrastructure AI entering more parts in society Increased demand for renewable energy Transition to smart energy and digital solutions Cyber threats and geopolitical conflicts IMPACT ON THE SECTOR SECTOR RESPONSE • Current networks have a need for increased redundance • Growing need to upgrade public infra structure • Fast technology shifts requires flexible and agile actions • Increased demand of electricity • Demand for Renewable Energy Sources (RES) • Networks are under pressure to deliver smart solutions for managing and optimizing infranets • Increased demands on network reliability and surveillance • Greater security demands throughout the procurement, installation, maintenance and operational phases • Infrastructure upgrades • Network investments • Investments in data centers, private cloud and supporting infra structure • Investments in wind and solar energy and BESS • Network investments in load management • Network and capacity upgrades and the seamless integration of the latest smart solutions • Increased risks are mitigated by providing additional safeguards and security through- out the value chain Annual Report 2024 7 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Why invest in Eltel? Investing in Eltel provides access to key growth markets in the Nordic communi- cation and power sectors. Our customer-centric solutions and services not only foster innovation but also help build a more resilient and sustainable society. The infranet sector is evolving rapidly, fueled by mega- trends such as digitalization, electrification, hybrid work and climate change (read more about these trends on page 7). There are significant growth opportunities in Northern Europe, driven by ongoing trends and substan- tial investments in network capacity, load management, smart grids, energy efficiency and renewable energy. Growth markets for sustainable profitability We operate in markets with good long-term growth opportunities – including traditional communication and power, as well as rapidly expanding markets related to e-Mobility, solar energy and BESS. Unique position to support complex projects Our unique expertise in both communication and power sets us apart in the market. This competitive advantage enables us to deliver complex turnkey solutions that require both communication and power competence, for instance, solutions for data centers. Additionally, we are offering innovative combinations of solar energy, BESS and e-Mobility. Commercial development focus We have a robust pipeline, with a favourable business mix, and are enhancing our organizational capabilities and cross-border business development opportunities to enter new and adjacent markets. Since late 2022, we have secured new commercial terms with customers that protect us against inflation and enable a positive development in terms of gross profit, cashflow and net working capital. In the recent years we have started to transform the company from serving mainly few large telecom operators with a narrow offering towards addressing a rapidly developing market with a diverse customer base and a high demand with a broadened offering portfolio. Sustainably managed operations Sustainability is a core component of our strategy and values. We ensure full compliance with regulatory and customer requirements in environmental, social, and governance-related topics. Additionally, we consistently offer innovative and more sustainable ways to operate throughout the value chain. Our sustainability progress is demonstrated in our Sustainability Report (p. 27) and through various sustainability frameworks. We have vali- dated SBTi climate targets, and our progress is evalu- ated annually by CDP (Carbon Disclosure Project). Our goal is to be the industry’s most responsible company. Annual Report 2024 8 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Our values Eltel’s values align seamlessly with our vision and strategy, shaping the company’s culture, guiding our behaviour, and our decision-making. Our values are grounded in a shared vision for the future. They inspire our teams and empower us to forge our own path in the industry. All our employees were invited to contribute to the formulation of our values. The four values are: Create opportunities We are proactive and drive our colleagues, partners and customers to go further and beyond expecta- tions. We think ahead and find solutions – in both a profitable and sustainable manner. Our customers rely on us to challenge them, even when the status quo is more convenient. Always professional We earn the trust of society through our extensive industry knowledge and our track record of never compro mising on safety and quality. Close collabora- tion with customers and partners allows us to meet their holistic needs. Regardless of role or situation, we always do our best to meet our commitments and deadlines. Care for life We put safety first, which involves following safety guide- lines and have access to the right equipment to ensure that everyone returns home safely every day. We promote good working environments and help our employees find a healthy work-life balance. Care for life also includes our responsibility for the environment and the climate. Combine strengths Combining our skills, strengths and perspectives is essential to succeed in a competitive market. We collaborate closely with our customers and our partners and always strive to work across teams, business areas and countries. We seek to create inclusive ways of working where we can unlock the benefit of diversity. Annual Report 2024 9 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report ELTEL’S STRATEGY Through the implementation of our strategy, we will continue to develop, grow and invest – to ensure long-term value creation for the company, its shareholders and society at large. The strategy is enabling Eltel to: • Improve the efficiency and profitability of its business • Broaden its customer base • Grow in new and adjacent markets • Integrate sustainability as part of its offerings and operations • Develop its concepts and commercial capabilities • Implement new business models and expand our position in the value chain Vision Where to play How to win Values ELTEL’S VISION • Always connected, always powered – we make it happen by transforming society for a sustainable future • Expand our customer base in adjacent segments • Growth in current business offering – Power and Communication • Growth in new business offerings – renewable energy, BESS, e-Mobility, mobile indoor and data centers • New business models • Drive efficiency • Integrate sustainability into our operations • Develop our mindset and proactivity • Create opportunities • Always professional • Care for life • Combine strengths Our strategy and targets In 2024, we continued to deliver on our strategy to build the foundation for sustainable profitable growth through increased sales and profitability. Annual Report 2024 10 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Our strategic targets Group operative EBITA margin Employee satisfaction 1 (0–5) Annual growth Lost Time Injury Frequency 2 (LTIF) Customer satisfaction (0–100) SBTi commitment 3 (Scope according to validated targets) Leverage (net debt/EBITDA) Short term sick leave 5% 3.75 2-4% 0 75 1,2&3 1.5-2.5 <3.0% REFINING OUR STRATEGY As we executed our strategy during the year, we refined our strategic objectives to focus on operational effi- ciency improvements and commercial excellence – with the overall objective to improve our profitability. Each Country Unit developed a plan outlining their business development goals and targets for 2027. As part of our strategy implementation, we adopted an Objectives and Key Results (OKR) framework to estab- lish ambitious goals with measurable outcomes. Green business – key to boost new business Eltel is building on its Communication and Power expertise to create new opportunities within renewable energy, e-Mobility and BESS. During the year, we launched ”Green Choice”, our initiative to offer more sustainable options to custom- ers. Combined with our ability to provide quality-assured emissions data, Green Choice delivers real value by helping customers meet their sustainability goals. 1) Employee Net Promoter Scores (eNPS) on a country level to assess employee job satisfaction based on their willingness to recommend Eltel to others. 2) LTIF is the lost time injuries per million working hours by Eltel employees. 3) Read more in the Sustainability Report on page 35. Annual Report 2024 11 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Operations Our offering and markets ...................................................13 — Communication business area ....................................14 — Power business area ......................................................15 Segments — Finland ...............................................................................16 — Sweden ..............................................................................19 — Norway ..............................................................................21 — Denmark ............................................................................23 — Other business .................................................................25 Annual Report 2024 12 Overview GovernanceSustainability OtherFinancial reportsBoard of Directors’ reportOperations Our offering and markets Eltel provides a comprehensive range of communication and power services in markets with strong growth. These markets are fueled by the increasing societal demand for electrification and digitalization. Fixed telecom Fiber penetration is high in in the Nordics and upcoming projects will be smaller than the previous ones. There are increasing opportunities to renew and upgrade existing fiber networks in the Nordics as well as growing demand from public infrastructure entities. Mobile indoor Mobile indoor and private 5G networks are growing markets for Eltel. This includes both public and private mobile indoor infrastructure solutions. Fixed wireless access The fixed wireless access market continues to grow and Eltel is increasingly delivering services related to private networks. These local networks can ensure good 5G coverage throughout buildings. Mobile telecom Eltel is a frontrunner in the substantial 5G mobile com- munication market in the Nordics. The majority of the rollout is done but there is a need to densify and further enhance the network and dismantle the old 2G and 3G networks. Power distribution and transmission The need to upgrade aging power infrastructure remains strong. A significant driver for upgrading regional net- works is the need to integrate renewable energy sources and electric vehicle charging infrastructure into the electricity grid. Eltel also enables industry customers  of fossil fuels. Smart grids The demand for smart grids continues in markets such as Germany and Sweden, where we have major ongoing rollouts. Renewable energy, e-Mobility and BESS The demand for renewable energy and electric vehicle charging infrastructure is strong in all our geographic markets. Along with BESS (Battery Energy Storage System), these markets are growing and will provide important growth drivers for Eltel. There are also oppor- tunities to combine these offerings, such as by combin- ing solar energy, BESS and electric vehicle charging on the same project. Data centers Eltel can combine its communication and power expertise to meet the needs of data center customers for high voltage and high-speed communication connections. This combined offering is often unique in Nordic markets and allows Eltel to be a full-service provider for data center customers. Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Annual Report 2024 13 Communication business area We optimize communication networks to address society’s growing demand for digitalization, transforming how people live, work and play. Modern, high-capacity communication networks drive the digitalization of society, enabling people to connect in innovative ways. This not only reduces the need for travel through hybrid working but also creates new opportunities for both individuals and businesses. OUR COMMUNICATION PRODUCTS AND OFFERINGS • Fixed telecom – network construction and mainte- nance, FTTH (fiber-to-the-home) rollouts. • Mobile telecom – rollouts, upgrades and corrective maintenance. • Fixed wireless access – connecting homes and businesses to the internet. • Mobile indoor – providing public and private networks. • Data centers – delivering high-speed communication infrastructure. COMMUNICATION OPPORTUNITIES • 5G • Public and private mobile indoor infrastructure solutions • Fiber in Finland and Denmark • Data centers • Public infrastructure CUSTOMERS Our main customers are large telecom operators and communication network and infrastructure owners. Eltel is mainly involved in long-term relationships with a steady inflow of orders generated by framework agree- ments. Eltel also offers new business models, including as-a-service models, and is expanding its offering in the value chain. Annual Report 2024 14 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Power business area Our Power services facilitate the electrification of society, playing a crucial role in developing sustainable energy solutions and helping to achieve national climate objectives. A resilient and robust power infrastructure supports renewable energy generation, electric vehicle charging and smarter electricity usage. These are all building blocks for a carbon-neutral society. OUR POWER PRODUCTS AND OFFERINGS • Power distribution and transmission – full turnkey high-voltage projects, network construction, upgrades and maintenance. • Smart grids – rollout services for next-generation power meters. • Renewable energy – solutions for wind farms and solar parks. • e-Mobility – electric vehicle charging infrastructure. • BESS – battery energy storage systems. • Data centers – delivering high-voltage power infrastructure. POWER OPPORTUNITIES • Network capacity upgrades • e-Mobility charging infrastructure • Wind farms and solar parks • BESS solutions • Smart meter roll outs • Data center high-voltage infrastructure CUSTOMERS Primary customers include national transmission sys- tem operators, owners of power distribution grids and utility companies. We also serve industrial companies and the public sector. Annual Report 2024 15 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Our segments: Finland, Sweden, Norway and Denmark Eltel has a decentralized country-based organization with Country Units that have full responsibility for their own financial performance. Our Country Units ensure our business has the capabilities and flexibility to meet the specific needs of our local markets. Eltel Finland Eltel Finland improved profitability during the year through operational efficiency and by developing new business opportunities in solar, e-Mobility and BESS. KEY DEVELOPMENTS IN 2024 Operational excellence enhancement during the year included improvements in project management and extensive employee training. Eltel Finland implemented new ways of managing its workforce, resources and sub-contractors along with project pricing improve- ments, which will directly improve profitability. Traditional power and communication markets We continued to install power transmission and distribu- tion infrastructure for customers throughout Finland in 2024. This included new and ongoing framework agree- ments for large customers. FTTH rollout peaked in 2024 with around 70% of Finnish homes able to connect to a fiber network. In the next few years we foresee a signifi- cant densification in the fiber market. Business growth areas Eltel Finland completed its first large solar park project in 2024. The 7.4 MWp Lohja solar park will meet the annual electricity needs of around 1,480 Finnish households. We continued to deliver high-speed charging infra- structure for a major customer and fuel station custom- ers. Eltel offers turnkey e-Mobility projects that include design, permitting, installation, maintenance and com- missioning. Eltel completed its first two BESS projects during the year. These projects pave the way for more BESS projects in the future. In 2024, Eltel Finland developed how it packages its power and communication expertise to data center customers. I’m proud of our efforts to enhance profitability during the year by addressing challenges on difficult projects and streamlining our internal processes. We seized new business opportuni- ties and refined our green offering for customers. As a result, we are well-positioned to expand into new markets moving forward. Juha Luusua Managing Director, Eltel Finland Finland NET SALES 2024 357.7 EUR million Communication Power Finland FINANCIAL PERFORMANCE 2024 2023 Net sales (EUR million) 357.7 344.5 Adjusted EBITA (EUR million) 15.7 6.5 Adjusted EBITA margin (%) 4.4 1.9 Number of employees, FTE, average 1,478 1,503 Overview OtherFinancial reportsGovernanceBoard of Directors’ reportSustainabilityOperations 16 Annual Report 2024 Helping customers make green choices In 2024, Eltel launched its Green Choice initiative in Finland that involves offering more sustainable alterna- tives or side proposals on customer projects. We made a successful Green Choice offering to the Helen Electricity Network in Helsinki and began approaching other large customers with Green Choice alternatives during the year. SIGNIFICANT AGREEMENTS DURING THE YEAR • Turnkey contract with Taaleri Energia – to construct, operate and maintain large solar plant, including transformer station, and connection to the main grid. • New five-year agreement with Helen Electricity Network – to construct and maintain Helsinki’s electricity distribution network. • Eltel completed its first BESS projects – totalling approximately 55 MW. • Combined EV charging infrastructure and BESS – on a project for a commercial customer. • Google data center – contract was won during the year to deliver the design and build of the facility’s power transmission line. • Telia and Elenia framework extensions – of existing agreements for an additional three years, with option years on top of that. MARKET OUTLOOK AND OPPORTUNITIES Eltel Finland has a strong pipeline in Solar PV, e-Mobility and BESS for 2025 and these markets have good long- term growth potential in the country. With more data centers being established in Finland, Eltel is working to expand its presence throughout the value chain. This includes providing design services and seamlessly combining its communication and power expertise in data center customer offerings. The FTTH market will decline in 2025 due to a reduc- tion in rollout volumes. However, the aftersales market will continue throughout the country. Annual Report 2024 17 OverviewEltel Finland Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report New five-year agreement with Helen Electricity Network to construct and maintain Helsinki’s electricity distribution network. Eltel completes Finland’s first industrial-scale solar park Eltel has built the 7.4 MWp solar park in Lohja, just outside Helsinki, for the Finnish energy company Helen. The park will annually generate approximately 7.4 MWp per year, which is equivalent to the annual electricity needs of around 1,480 Finnish homes. The project is the first large-scale park in the country and Eltel deliv- ered it ahead of schedule. Good collaboration paves the way toward carbon neutrality “Everyone involved in the project created the conditions for us to deliver ahead of schedule,” says Kimmo Koivu, Project Manager at Eltel. “We couldn’t have done this on our own, and we received a lot of support from Eltel experts, our contractors and the customer.” Good collaboration between the customer Helen, subcontractors, and Eltel employees was appreciated by all the project partners. “Cooperation with the Eltel team was essential for the Lohja Solar Park project and it is invaluable to be able to cooperate with partners in this way,” Pekka Tolonen, Vice President of Power Generation at Helen. “The Lohja solar park is an excellent example of how we can achieve ambitious goals if we work together effectively. This applies both to individual projects like this and to the climate goals that Finland has set.” Projects such as the Lohja solar park contribute to Finland’s objective to be fully carbon neutral by 2030. Many more renewable energy projects are planned in Finland in the coming years as the company works toward achieving its climate objective. “There are many lessons to be learned from this project, but perhaps the most important is that good collaboration leads to good results,” concludes Tolonen. Case #1 Annual Report 2024 18 OverviewEltel Finland Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Eltel Sweden Efficient smart grid delivery, large power distribution contracts and the creation of new business opportuni- ties more than compensated declining sales from the communication business. KEY DEVELOPMENTS IN 2024 Eltel Sweden created a more stable organization in 2024 by reducing employee turnover to retain more of its skilled employees. We also enhanced our operational flexibility by streamlining our workforce and utilizing more subcontractors. New business opportunities In Communication, we have broadened our customer base, mainly within public infrastructure and the defense industry. In Power, we have seen significant opportunities in the power market in the form of e-Mobility, Solar PV and power distribution projects. Eltel Sweden started an incubator in 2024 to further develop these opportunities. During the year, we embarked on our first e-Mobility and solar park projects. This included the largest solar park in Sweden to date at Hallstavik, north of Stockholm, and a DC charging project at fuel stations. Additionally, e-Mobility capabilities were established across Sweden. Ongoing traditional business opportunities Smart grid rollout projects were delivered faster than expected to boost profitability. 5G densification is ongoing and will continue in the coming years. Existing fiber networks are also being upgraded with second-generation fiber. In power distribution, a large distribution customer doubled its investment in 2024. Power distribution and lighting projects were also delivered for municipal-owned power companies. Designers and project managers with power industry experience were hired to increase the Country Unit’s capacity. New packaged customer solutions Eltel Sweden launched packaged customer solutions for e-Mobility, indoor coverage and generic telecom services. The customer packages make it easier for anyone in Eltel Sweden to sell the company’s standard offering. Other packages were under development during the year. SIGNIFICANT AGREEMENTS DURING THE YEAR • Hallstavik Solar park – all excavation, cabling and CCTV solutions on the 64 MW park. • ST1 EV charging stations – the installation of DC charging infrastructure at three fuel stations. • Swedish Armed Forces – contract renewal to build communication towers and a new framework agree- ment to install fixed communication networks. • Telenor – prolonged service agreement reinforcing Eltel Sweden as Telenor’s main partner for nationwide services within Fixed and Mobile communication for the whole of Sweden. • Swedish Transport Administration – two important framework agreements, one concerning the well known E4 by pass Stockholm project and one covering the administration’s nationwide communications network. MARKET OUTLOOK AND OPPORTUNITIES Eltel Sweden aims to compensate for reduced smart grid volumes and communication network investments in 2025 with e-Mobility, solar and power distribution projects. There are also opportunities in BESS projects, including the potential to combine battery storage with solar parks. There is high demand in the power distribution market due to a lack of capacity in Sweden. Indoor coverage solutions for real estate customers and hospitals also offer significant opportunities. Our profitability was driven by increased stability and flexibility throughout our operations. We created new opportunities in e-Mobility, solar energy and power distribution during the year, while our new packaged customer solu- tions marked a significant shift in our market offering. We’re committed to building on this positive momentum to achieve even stronger profitability in 2025. Lars Nilsson Managing Director, Eltel Sweden Sweden NET SALES 2024 211.8 EUR million Communication Power Sweden FINANCIAL PERFORMANCE 2024 2023 Net sales (EUR million) 211.8 198.5 Adjusted EBITA (EUR million) 6.1 2.9 Adjusted EBITA margin (%) 2.9 1.5 Number of employees, FTE, average 950 988 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report 19 Annual Report 2024 Eltel strengthens its long-term partnership with the Swedish Armed Forces Eltel signed a new agreement with the Swedish Armed Forces to deliver essential infrastructure in the form of masts and towers. The two-year EUR 35 million agreement with the Swed- ish Defense Materiel Administration (FMV) will involve the design and construction of masts in Arboga, central Sweden, where Eltel has well-established operations. The contract has an optional extension for an addi- tional five years. “The agreement means that Eltel will become a national supplier of masts and towers to the Swedish Armed Forces,” says Lars Nilsson, CEO Eltel Sweden. “We thereby also increase our commitment to the Swedish Armed Forces and strengthen our position as a leading player in critical infrastructure.” Building on long-term expertise in masts and towers “Winning this contract will help us retain our expertise in the design, strength calculation and delivery of masts and towers, and it will increase our competitiveness in the market in this segment,” says Kalle Tholin, Head of Department at Eltel in Arboga. “We will thus have a sta- ble platform with government customers who think long-term.” Eltel is a long-term partner of FMV. Initially, Eltel was contracted to provide maintenance services for masts and towers, but this has since been expanded to include installation and contracting services for FMV’s air wings and garrisons. Case #2 Annual Report 2024 20 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Eltel Norway Eltel Norway downsized and adjusted its business during the year to face declining investment in the Norwegian telecom market. However, we maintained  opportunities in new markets. KEY DEVELOPMENTS IN 2024 Lower investments from Norwegian telecom operators, particularly in FTTH and 5G rollout projects, resulted in a decline of more than EUR 40 million in 2024. Adapting to market challenges During 2024, Eltel Norway restructured its business, which included the creation of a new business unit focused on growth markets. Despite efforts to retain employees by retraining and reskilling them where possible, layoffs were unavoidable during the year. At the same time, qualified electricians and experienced project managers were hired to meet the needs of new growth markets. Automated IT solutions were introduced to increase the efficiency of back-office processes, such as by ena- bling technicians to invoice customers directly. The Eltel Experience Center was established at Eltel’s premises in Oslo to develop new communication technologies and allow customers to test solutions in a controlled environment. Driving growth markets Eltel continued to be a market leader in offshore radio links in the North Sea and also delivered systems in the Caribbean. The indoor coverage market grew and we delivered our first large 5G indoor solution. Eltel Norway delivered its first turnkey solar roof- mounted system and began another at the end of the year. e-Mobility continued to grow with ongoing charging station projects at shopping malls, private homes and businesses. Eltel also began delivering high voltage charging stations for trucks and busses. SIGNIFICANT AGREEMENTS DURING THE YEAR • Large indoor coverage network – provided for the 103,000 m² Construction City office project with 350 antennas. • Telenor – three year continuation of current agreement. • e-Mobility partnership with Siemens – to deliver charging solutions for buses and trucks. • Solar project – a roof-mounted 45.8 kWp system with standing solar panels was delivered for a commercial customer. • Eltel becomes an Authorized Nokia partner – to provide Nokia’s latest technology, such as advanced private 5G networks. • New partnership agreement with Avinor – delivery of installations and electrical services for 20 airports in Norway, including Oslo airport. MARKET OUTLOOK AND OPPORTUNITIES There is significant potential for Eltel to deploy its radio link solutions on fish farms and offshore wind projects. Eltel is also in discussion with customers around the world to establish offshore systems. In e-Mobility, Eltel sees opportunities to provide cus- tomers with truck charging solutions. Eltel Norway has more solar projects in the pipeline and the BESS market is expected to grow in Norway following legislative changes. In 2024, the Norwegian government announced a target to increase the telecom network capacity from 100 MB to 1 GB. This can create core telecom network upgrade opportunities in the years ahead. We also see good opportunities ahead in the public infrastructure customer segments, as well as in data center services, where Eltel has a unique position with our combined expertise in Communication and Power. 2024 presented challenges, marked by a decline in our telecom sales and overall profitability. However, the changes we implemented this year have strengthened our long-term competitive- ness, positioning us to capitalize on the telecom market as it stabilizes in 2025. I was pleased with our sales from new business areas during the year as we continue to expand in growing adjacent markets. Thor-Egel Bråthen Managing Director, Eltel Norway until 10 February 2025 Norway NET SALES 2024 114.9 EUR million Communication Power Norway FINANCIAL PERFORMANCE 2024 2023 Net sales (EUR million) 114.9 130.1 Adjusted EBITA (EUR million) -5.7 -2.5 Adjusted EBITA margin (%) -4.9 -1.9 Number of employees, FTE, average 761 860 Overview 21 Annual Report 2024 OtherFinancial reportsGovernanceBoard of Directors’ reportSustainabilityOperations Eltel constructs its largest indoor mobile network to date in Norway The mobile indoor network at Construction City in Oslo has set high standards for sustainability and safety. Eltel is delivering indoor mobile coverage through the installation of 350 antennas in the 103,000 m² office project. Located in the heart of Oslo’s innovation dis- trict of Hovinbyen, Construction City will provide work- places for around 4,500 people when complete. “This is a prestige project for the entire construction sector in Norway,” says Lars Olav Seim, Team Manager for Indoor Coverage at Eltel Norway. “As soon as we mention to other players that we are involved, they are impressed.” Sustainability and safety in focus The customer is Construction City Eiendom, owned by OBOS, which is the largest cooperative housing devel- oper in Norway. Eltel has enjoyed very good collabora- tion with the customer and other project partners, par- ticularly on sustainability and safety, which are focus areas for the project. “What made Construction City special was probably the very stringent sustainability, safety and compliance requirements imposed on us,” continues Seim. “It has been more of a partnership than a client-customer relationship, which I think is the key to us getting the contract in the first place.” “Eltel’s competence and flexibility is unique in an industry otherwise characterized by rather rigid hierar- chies,” Stian Ruud, Project Manager at OBOS. “We have really appreciated the dialog, willingness to cooperate and responsiveness of Eltel. This will probably not be the last time we work together.” The first companies will move into Construction City in July 2025. Case #3 Annual Report 2024 22 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Eltel Denmark Eltel’s power business in Denmark continued its strong development driven by a rapidly growing market while its communication business declined slightly as net- work investments reduced and the market was squeezed. KEY DEVELOPMENTS IN 2024 To address the increasing market demand for power- related services, Eltel Denmark has recently initiated an internal efficiency program aimed at optimizing resource utilization. We also plan to reskill selected Communication personnel to work on Power projects. The growing power market A number of new power contracts were won. BESS is a growth market in Denmark and Eltel closed three large contracts, including two turnkey projects, in 2024. Eltel Denmark finalized the deliveries to one solar park during the year and has a promising solar pipeline. In e-Mobility, the Country Unit built on its experience of installing charging infrastructure for buses to complete its first truck charging stations with more projects agreed. Eltel Denmark’s smart meter projects continued and entered successfully into water and heater meters, where there are significant market opportunities. Optimizing the shrinking communication market Several communication initiatives were implemented to optimize operations and adapt to the declining Danish communication market. However, there were still good communication oppor- tunities in mobile indoor solutions through Distributed Antenna System (DAS) in hospitals and commercial cus- tomer projects during the year. There were also opportu- nities in connecting homes to existing fiber networks and 5G maintenance projects, although these involve lower sales than rollout projects. Eltel Denmark is continuing to deliver long-term communication projects for customers such as Banedanmark. Good employee and customer satisfaction Eltel Denmark once again achieved very high employee satisfaction ratings with a participation rate of 94%. Employee programs included an initiative on mental health awareness and a behavioral design program to help reinforce positive employee behaviour and motiva- tion. Eltel Denmark also had great customer satisfaction for the third year in a row. SIGNIFICANT AGREEMENTS DURING THE YEAR • GreenGo Energy – 22 MWp solar park constructed in Ølgod. • Hybrid Greentech – Two turnkey BESS projects completed in Næstved. • IBF Logistics – installation of two electric truck charging stations in Ejby. • Novo Nordisk – high voltage connection for new production plants in Hillerød. MARKET OUTLOOK AND OPPORTUNITIES Eltel Denmark is working to maintain and even increase its share of the declining Danish communication market. It is also optimizing the efficiency of its power opera- tions where there are many market opportunities in Denmark. This includes solar energy, BESS and e-Mobility – either alone or combined on single projects. There are also opportunities for Eltel to broaden its offering throughout the value chain – from design and installation to servicing and preventative maintenance. Following a strong year of growth in 2023, we focused on consolidating our sales in 2024. We successfully secured projects in high voltage power, BESS, solar parks and e-Mobility, further establishing our presence in several adjacent growth markets. I am especially pleased that we maintained our high employee satisfaction ratings, as engaged employees are key to deliv- ering exceptional customer service and driving our financial performance. Claus Metzsch Jensen Managing Director, Eltel Denmark Denmark NET SALES 2024 92.0 EUR million Communication Power Denmark FINANCIAL PERFORMANCE 2024 2023 Net sales (EUR million) 92.0 93.0 Adjusted EBITA (EUR million) 5.0 4.9 Adjusted EBITA margin (%) 5.4 5.2 Number of employees, FTE, average 487 511 Annual Report 2024 23 Overview OtherFinancial reportsGovernanceBoard of Directors’ reportSustainabilityOperations Modular and scalable BESS solutions provide flexibility in Denmark Eltel is leading the way with battery energy storage systems that can help promote renewables and support the electricity grid. As the battery energy storage systems can be charged with power from renewable sources, such as solar and wind, they play an essential role in supporting the shift to clean energy. They additionally help to stabilize the frequency in the grid in the short term when more solar and wind energy are being produced. “BESS can store energy generated by wind tur- bines or solar panels, which means we can store clean energy and use it when electricity is expensive or when demand is high,” says Steffen Hagmann, Project Leader at Eltel. “The systems can also help to partially backup the national grid by meeting some of the electricity demand in the event of the power going down. Eltel’s BESS solutions are modular and scalable, which provides flexibility for future needs. Hagmann likens the solution to Lego blocks. “If a customer needs more capacity, we can simply add more battery containers, just like building with Lego,” explains Hagmann. “It’s a flexible system that can grow as demand increases.” There is great potential to deliver similar projects to a variety of customers – not only in Denmark, but throughout the Nordics. “One of our biggest clients, Copenhagen Airport, is looking to replace its old diesel generators with BESS systems,” says Hagmann. “If airports, which have sig- nificant environmental impacts, can reduce their green- house gas emissions through solutions like this, it will open up more opportunities for more sustainable oper- ations.” Case #3 Annual Report 2024 24 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Other business Eltel’s Other business includes a Smart Grids business in Germany and a diverse business in Lithuania. Up until 5 June 2024 Eltel’s Polish High Voltage business was also part of Other business, but on June 6th this business was divested to Mutares SE & Co. KGaA, a listed private equity investor head- quartered in Munich, Germany. Germany In Germany, Eltel installs water, gas, heating and electric- ity meters and conducts gas adjustment services that are required in the ongoing switch from low-calorific gas (L-Gas) to high-calorific gas (H-Gas). The business also provides manual meter reading services. Eltel employs around 350 people in Germany. There are significant market opportunities for Eltel in Germany although there is a shortage of skilled people. In 2024, Eltel implemented measures to increase effi- ciency and reduce costs to prepare us for profitable growth in the years ahead. Lithuania Eltel’s business in Lithuania is focused on communica- tion and the installation of fiber and 5G for telecommuni- cations operators, e-Mobility and the solar energy market. During the year, the business faced challenges related to the reduced opportunities to support Eltel Norway with a cross-border workforce although it continued to provide fiber technicians to Eltel Finland. Our cross-border offering Collaboration between Country Units is encouraged to share expertise and good practice throughout the Nordics. There are also opportunities to serve custom- ers operating in multiple Nordic countries through our cross-border offering. Additionally, Eltel has a highly skilled cross-border workforce that provides flexibility to other parts of the business. Our technicians based in Lithuania are used as a flexible resource in our Nordic markets. Annual Report 2024 25 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Sustainability Report 2024 Eltel’s commitment to sustainability is reflected in our focus on reducing climate and environ- mental impacts, prioritizing health and safety, creating good work environments, and promoting responsible procurement and business ethics. The double materiality assesment conducted in 2024 highlighted Climate Change and Health and Safety of our employees and subcontractors as the most material topics from both an impact and financial perspective. Annual Report 2024 26 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ reportOverview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report General information BASIS FOR PREPARATION AND ACCOUNTING PRINCIPLES Eltel’s Sustainability Report is included in the Annual Report and is prepared in line with the requirements of the statutory Sustainability Report as stated in the Swedish Annual Accounts Act. We have changed the structure of the Sustainability Report compared to the previous reporting period. In 2024, we have considered the European Sustaina- bility Reporting Standards (ESRS) disclosure require- ments in preparing the Sustainability Report, with the goal of ensuring that the 2025 report will meet the requirements of the EU’s Corporate Sustainability Reporting Directive (CSRD). The sustainability topics covered in the report are selected based on Eltel’s Double Materiality Assessment (DMA) conducted in 2024, inspired by ESRS. As a signatory of the UN Global Compact, we detail our progress in upholding the ten Global Compact princi- ples on human rights, labor standards, environment, and anti-corruption. The report has been prepared on a consolidated basis, with the scope of consolidation matching that of the financial statements in the Annual Report. Restatement principles Greenhouse Gas (GHG) Emission baselines are restated according to Eltel’s GHG Base Year Recalculation Man- ual. Previous GHG emissions will be recalculated if Eltel’s organization is subjected to organizational changes. The divestment of the High Voltage Poland resulted, in 2024, in the recalculation of GHG Scope 1 base year emissions. Basis for calculation The basis for calculation and presentation of sustaina- bility metrics is described in the notes to the respective metrics, where applicable. Sustainable Development Goals (SDGs) The United Nations Sustainable Development Goals (SDGs) provide a roadmap for overcoming global economic, social, and environmental challenges. Eltel supports all SDGs but focuses on seven key goals where we drive the greatest impact under three themes: The commitment to sustainability shapes Eltel’s strategic decisions and creates value as a partner, employer, and investment opportunity. Our long- term dedication to global sustainability initiatives enhances transparency and deepens our under- standing of our business’s sustainability impacts. Science Based Targets initiative (SBTi): Eltel has set three climate targets approved by the SBTi (see page 35). CDP: Eltel has reported annually to the CDP climate change program since 2016 and to the water pro- gram since 2023. In 2024, Eltel scored B- in Climate and C in Water Security. UN Global Compact: Eltel has been a signatory since 2014, embedding its ten principles on human rights, labor, the environment, and anti-corruption into our strategy and processes. EcoVadis: Eltel has been rated annually since 2023, earning a bronze award for its work in the environ- ment, labor and human rights, ethics, and respon- sible procurement. Our global commitment Responsible Employer: We provide fair work, promote health and safety, and ensure diversity and gender equality across our workforce and supply chain. Sustainable Communities: We build and maintain critical infranets that meet the needs of businesses and individuals. Climate and the Environment: We support the transition to a carbon- neutral society by delivering resilient infranet solutions, reducing our operational climate impact, and adopting circular economy principles, efficient waste management, and respon- sible material sourcing. Annual Report 2024 27 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Strategy, business model and value chain Eltel designs, builds, maintains, and upgrades communication and power infrastructure for network owners and operators. OUR VALUE CHAIN Eltel is a service provider for critical communication and power infrastructure. We deliver a comprehensive range of solutions – from maintenance and upgrade services to turnkey project delivery. This includes design, plan- ning, building, installing and securing the operation of networks. Eltel operates in Finland, Sweden, Norway, and Denmark, and is also represented in Germany and Lithuania. Additionally, we have Group support functions based in Poland. Direct operations The core of our value chain is the services carried out by our 4,550 employees. We operate across a network of 135 facilities, each often facilitating multiple activities, including office work, warehousing, and waste sorting. Our services, which involve mobile work in different locations, rely on a leased fleet of around 3,000 vehicles that use both fossil fuels and biofuels. 14% of the vehi- cles are fully electric. For more information on our operations and business model, see page 3. Upstream value chain Our procurement of materials and supplies encom- passes a range of network materials and components. The scope of material procurement responsibilities that we assume varies by project, depending on the specific customer and project requirements. Key actors in Eltel’s upstream value chain include sub- contractors, wholesalers, and manufacturers of materials and supplies. The majority of our Tier 1 suppliers are located in Europe. We work with an extensive network of subcontractors, whose services encompass construc- tion, installation, and other professional services. Downstream value chain Eltel’s customers include telecommunication and power network owners and operators, utility companies, indus- trial customers, and the public sector. We play a crucial role in ensuring that critical power and telecommunica- tion networks function as they should. The sites are often situated close to areas where peo- ple live, work or commute. This necessitates upholding high standards of health and safety to protect the communities we serve. Material manufacturers Subcontractors Customers Communities, end users Raw materials, components Material wholesalers, Other suppliers of goods and services Eltel’s country-based organizations Eltel provides a range of services, including the planning, engineering, construction, upgrading, and maintenance of networks. Operational control Power • Power transmission networks • Power distribution networks • Renewables Communication • Mobile telecom services • Fixed telecom services • Public infrastructure • Smart grids • EV-charging infrastructure UPSTREAM DIRECT OPERATIONS DOWNSTREAM Direct business relationship Indirect business relationship Annual Report 2024 28 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Own workforce (Employees) • Employee engagement survey • PDDs (Performance and Development Dialogue) • Cooperation with unions and employee representatives • HSSEQ reporting • Trainings • HSE audits • Health and safety • Leadership and manager relations • Remuneration and benefits • Equal treatment and opportunities • Competence development • Health and safety management • Eltel’s values • Training and leadership development • Certified work safety management system Subcontractors and suppliers • Safety orientations and daily collaboration • Meetings • Supplier surveys • Safety Walks and audits • Suppliers’ events • Long-term partnerships • Safety and work environment • Pricing and terms • Ethics and compliance • Subcontractor training • Support of SMEs in SBTi target setting • Supplier code of conduct and responsible procurement policy • Incorporation of sustainability requirements in contracts and related processes Customers • Customer surveys • Meetings with customers • Customers’ supply chain events • CDP and EcoVadis • Climate change mitigation • Health and safety • Ethics and compliance • Upstream value chain responsibility • Aligned sustainability targets with customers’ climate ambition • Green Choice and collaboration in climate change mitigation • Certified work safety, quality and environmental management system Shareholders • Annual General Meeting • Investor dialogue • Press releases • Board meetings • Mitigation of climate impact • Compliance and sustainability reporting • Integration of sustainability as part of our culture, operations and service offering • Implementation of strategy for sustainable and profitable growth • Transparency through sustainability disclosures Financiers • ESG dialogue with financiers • Double materiality assessment • Environmental sustainability • Good quality sustainability reporting • Sustainability-Linked Financing Communities and end-users • Cooperation with authorities • Customer service • Security of power supply • Continuity of telecommunication services • Safety; pedestrian and traffic management • Environmental management • Emergency preparedness • Health and safety management STAKEHOLDER STAKEHOLDER ENGAGEMENT THEMES IMPORTANT TO STAKEHOLDERS IMPACT ON ELTEL’S OPERATIONS, BUSINESS MODEL AND STRATEGY INTEREST AND VIEWS OF STAKEHOLDERS The purpose of our stakeholder engagement is to foster meaningful collaboration and dialogue on sustainability matters. This ensures that we address key concerns, align on mutual goals, and drive positive environmental and social outcomes. Annual Report 2024 29 OverviewStrategy, business model and value chain Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report DOUBLE MATERIALITY ASSESSMENT PROCESS Eltel has during 2024 conducted a first double material- ity assessment (DMA), as a key element in preparing for the EU directive CSRD (Corporate Sustainability Report- ing Directive), and the implementation of the ESRS (European Sustainability Reporting Standards) for the financial year 2025. Our starting point was the impact assessment (inside-out) of Eltel’s negative or positive impacts on the environment and society. We then conducted a financial assessment (outside-in) of the sustaina- bility-related risks and opportunities. A sustainability matter is considered material if it meets the criteria for impact materiality, financial materiality, or both. CSRD mandates that Eltel assess and report on these material topics. Preparation and scoping To ensure a thorough understanding of how Eltel’s business operations interact with and influence the value chain, we mapped the key characteristics of Eltel’s value chain and identified key actors in the upstream and downstream parts of the value chain. Our stakeholders were categorized into affected stakeholders and users of sustainability reports to understand how their perspectives may inform the assessment. Affected stakeholders include employees and other workers within own workforce, potential employees, suppliers, subcontractors, workers in the value chain, customers, end-users, and affected com- munities. Users of sustainability reports include share- holders, potential investors, authorities, governments, creditors, insurers, and customers. Mapping affected stakeholders Eltel’s stakeholder groups were catego- rized as affected stakeholders and users of sustainability reports. Mapping impacts, risks and opportunities A list of potential sustainability IROs was created based on the ESRS. This list was cross-referenced and supple- mented by consulting various sources. Scoring framework The scoring criteria and assessment scales were defined Validation The preliminary assessment results were presented to management in workshops covering environmental, social, and governance topics. Management provided feedback and validated the assessment result. Mapping business model and value chain Eltel’s activities and key actors in both the upstream and downstream value chains were identified. Defining potential material IROs The list of sustainability matters was reviewed, and the related positive and negative impacts across Eltel’s different value chain stages were identified and described. The potential material sus- tainability-related risks and opportuni- ties were also identified and described. Materiality thresholds Thresholds were defined for both impact and financial materiality. Updating the assessment The assessment was adjusted based on feedback from the validation workshops. Determining stakeholder involvement Key internal stakeholders with expertise in sustainability themes, and relevant external stakeholders were identified for engagement in the assessment process. Assessment of impacts, risks and opportunities Each identified IRO was scored using the applicable evaluation criteria and input from internal and external stake- holders. 1. PREPARATION AND SCOPING 2. MAPPING IMPACTS, RISKS AND OPPORTUNITIES 3. ASSESSING MATERIALITY 4. VALIDATION AND REVIEW Annual Report 2024 30 OverviewStrategy, business model and value chain Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Mapping impacts, risks and opportunities We created a list of potential sustainability IROs (Impact, Risks and Opportunities), covering the topics, sub- topics, and sub-sub-topics for the ESRS. We cross- referenced the list with other sustainability frameworks and Eltel’s previously published Annual and Sustaina- bility Reports and supplemented the list accordingly. The list of potential sustainability matters was reviewed, and related positive and negative impacts across our value chain were identified. Potential material risks and opportunities were also identified, along with their connections to Eltel’s strategy and sustainability impacts. These steps involved consulting internal stake- holders with expertise on sustainability matters, using internal documents, and referencing public resources. Assessing materiality To assess the materiality of each identified IRO, we created a scoring framework with 1-to-5 assessment scales for each factor contributing to impact or financial materiality. Factors contributing to impact materiality included the scale and scope of an impact, the irremedi- ability of a negative impact, and the likelihood of poten- tial impacts. Financial materiality was evaluated based on the magnitude and likelihood of financial effects, with materiality determined by multiplying these scores. We defined materiality thresholds for both impact and financial materiality. Impacts with an average score of 3 or higher across the applicable assessment criteria, and risks and opportunities with a score of 10 or more, were considered material. Validation and review The preliminary assessment results were presented to management in workshops covering environmental, social, and governance topics. Management provided feedback and validated the assessment results, and the assessment was adjusted accordingly. Outcome of the double materiality assessment In our double materiality analysis performed in 2024, we identified the most material topics for Eltel from both an impact and a financial perspective. The most material topics are Climate change, Own workforce and Workers in the value chain. More specifically, Climate change mit- igation and Health and safety for own employees as well as subcontractors are material from both an impact and financial perspective. The graph and table to the right illustrate the sustaina- bility-related topics and sub-topics we identified and assessed as material as a result of our double material- ity assessment process. The outcome is aggregated by ESRS topic, as shown in the table below. More information on how we respond to the effects of our impacts and risks is included in the topical sections under Environment, Social, and Governance. MATERIAL SUSTAINABILITY MATTERS E1 Climate change • Climate change adaptation • Climate change mitigation • Energy E2 Pollution • Pollution of air E4 Biodiversity and ecosystems • Direct impact drivers of biodiversity loss E5 Circular economy • Resource inflows, including resource use • Waste S1 Own workforce • Working conditions • Equal treatment and opportunities for all • Other work-related rights S2 Workers in the value chain • Working conditions • Other work-related rights S4 Affected communities • Communities’ economic, social and cultural rights G1 Business conduct • Corporate culture • Corruption and bribery Material impacts, risks and opportunities and their interaction with strategy and business model Impact Materiality How Eltel affects people and the environment Financial Materiality How external sustainability factors influence Eltel’s ability to create value Material MaterialNot material Not material G1 S3 E1 E4E5 E2 E3 S4 S2 S1 Annual Report 2024 31 OverviewStrategy, business model and value chain Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Sustainability governance MANAGEMENT OF ELTEL The Board The Board of Directors (BoD) is responsible for oversee- ing our sustainability matters. Decisions made at the board level regarding strategy directly impact the Group’s long-term business goals and sustainability commitments. The BoD monitors the implementation of the business strategy, including the integration of environmental, social, and governance-related considerations. Addition- ally, the BoD approves Eltel’s sustainability policies and commitments. Together with the Audit Committee (AC), they monitor compliance by regularly reviewing Eltel’s sustainability risks and performance. Both the BoD and the AC review the annual sustaina- bility reporting and oversee internal and external audit processes. Specific agenda items related to environ- mental issues, such as progress on Eltel’s climate tar- gets, risk assessments, and sustainability-linked financ- ing, are discussed during BoD and/or AC meetings. The BoD and the AC are briefed by the Group Manage- ment Team and the heads of relevant functions, includ- ing sustainability and internal audit. The Board of Directors consists of six members elected at the Annual General Meeting of shareholders, all of whom are independent of the company. Two of the members are women, representing 33% (50). Addition- ally, there are two employee representatives. Senior Management Eltel’s President and Chief Executive Officer (CEO) holds the highest senior management-level position, responsi- ble for overseeing the company’s environmental, social, and governance (sustainability) impacts, risks, and opportunities. The CEO reports directly to the Board of Directors. The CEO chairs the Group Management Team (GMT), which integrates sustainability considerations into high- level decision-making, including the development and implementation of our business strategy and Group- level sustainability target setting. The GMT provides reg- ular updates to the Board on sustainability matters, including progress against established targets, at mini- mum on an annual basis. Management groups within our country units are responsible for addressing sustainability matters across various functions, including HR, HSSEQ (Health, Safety, Security, Environment, and Quality), finance, legal, procurement, and customer relations. The Group Management team consists of nine members, of which four are women. INCENTIVES FOR SUSTAINABILITY-RELATED PERFORMANCE Sustainability-related performance is incorporated into the short-term incentive scheme of the CEO and the members of the Group Management Team. The aim of the short-term incentives is to reinforce the right perfor- mance and behavior, both financially and operationally, and to align individual performance with the company’s business strategy and long-term interests. These guide- lines are approved and updated at the Annual General Meeting of shareholders. The sustainability-related performance indicators are aligned with our sustainability priorities: health and safety, and climate change mitigation. Sustainability forms an integrated part of Eltel’s overall corporate governance. The aim is to ensure our commitment to stakeholders by forming the strategy, setting policies and targets, and closely monitoring performance. Health and Safety: accounting for 5% of the short- term incentives is measured by the Lost Time Injury Frequency Rate (LTIFR). Climate Change Mitigation: accounting for 5% of the short-term incentives is meaasured using three KPI’s derived from Eltel’s SBTi targets. • Decreasing direct emissions • Increasing the share of renewable electricity • Increasing the share of supply chain emissions covered by suppliers with SBTi targets. Annual Report 2024 32 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report RISK MANAGEMENT OF SUSTAINABILITY REPORTING Eltel’s risk management and internal control system for sustainability reporting is designed to comply with statu- tory Group-level reporting requirements and public com- mitments. Our controls cover processes at both Group level and country unit levels, including policies and procedures for identifying, assessing, and reporting sustainability-re- lated impacts, risks, and opportunities. Key risks associated with sustainability reporting include potential inaccuracies in data reporting and compliance with evolving sustainability reporting stand- ards. Eltel is committed to maintaining transparency and accountability throughout each stage of the report- ing process. To mitigate the risks, we employ control activities such as internal and external audits, routine data validation, process monitoring, and the establishment of internal controls to facilitate accurate data gathering, verifica- tion, and reporting. We are also defining roles and responsibilities in sustainability reporting to ensure an accurate, timely and transparent reporting process. Ongoing monitoring of reporting regulations, along with evaluations and developments in collaboration with third-party consultants and auditors, further strengthens our process. The results of our risk assessments and control evalu- ations are integrated into core functions and processes. Findings are communicated across departments, and regular updates are provided to the Group Management Team and the Audit Committee, ensuring that signifi- cant findings or adjustments in risk management and controls are reviewed and approved at appropriate gov- ernance levels. Sustainability governance Country Units President and CEO Sustainability Management Team Group Management Team Group Business Development Country Unit sustainability managing teams Sustainability Team HSE network Board of Directors Head of Sustainability Annual Report 2024 33 OverviewSustainability governance Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Environmental information CLIMATE CHANGE Impacts, risks and opportunities Climate change mitigation We have both direct and indirect negative impacts on the climate, mainly due to greenhouse gas emissions from our direct operations and across our value chain. These emissions primarily stem from the fuel consump- tion of our fleet of around 3,000 vehicles, energy use within our facilities, and materials and services in the supply chain. Other sources of emissions are waste, business travel, and employee commuting. We also recognize a potential transition risk as our customers increasingly prioritize climate change mitiga- tion within their value chains. If we cannot meet their expectations and demonstrate effective climate change mitigation efforts across the entire value chain, it could become a barrier to securing customer contracts and expanding business opportunities. Climate change adaptation Climate change adaptation relates to Eltel’s business through financial materiality. We see business opportu- nities in the shift from fossil fuels and the need for more resilient network infrastructure. We provide upgrade and modification services to power infrastructure that support climate change adap- tation and the transition away from fossil fuels. We can also aid in climate change adaptation and improve the durability of critical systems by designing and building more resilient network infrastructure. Energy Use of energy typically has a negative impact on the environment. Our business relies on subcontracted ser- vices especially civil works which often involve the use of fossil fuels. Additionally, our services require trans- portation to work sites resulting in the use of approxi- mately 6 million liters of vehicle fuel annually. A risk to consider is that, as our fleet electrification progresses, access to electricity and charging will become increas- ingly critical for our services. However, we also see business opportunities in the energy sector. Solutions for renewable energy and elec- trification of society are important growth areas for our business. Policies We have established two main policies to drive sustaina- ble development for climate change. • Sustainability Policy • Environmental Policy Our Sustainability Policy aims to ensure sustainability and responsible business practices in all Eltel’s opera- tions. The Policy sets out the responsibilities of Eltel and its employees regarding observing and upholding Eltel’s commitment to sustainable development. One of the policy’s objectives is to provide infrastructure solutions that facilitate the transition to a robust, resilient, and carbon-neutral society. Another objective is to reduce climate impact in alignment with Eltel’s science-based targets. The policy also states, among other things, our com- mitment to external climate-related initiatives such as CDP, the Science Based Targets initiative, and EcoVadis. The Environmental Policy sets out the basic stand- ards and objectives in the area of environmental man- agement at Eltel. The policy addresses climate change mitigation, resource use and circularity, biodiversity and ecosystems and chemicals and hazardous material. We are committed to combating climate change, and have set science-based climate targets to reduce carbon dioxide emissions in line with the Paris Agreement. Actions • The Green Choice concept was developed – We are constantly building skills to integrate reduced climate impact into our service offerings and to account for the climate impacts of our projects, including those from vehicles, fuel and materials used. • Progress on fleet electrification was achieved – Replacing fossil fuel vehicles with fully electric vehi- cles is a crucial part of our efforts to mitigate climate change within our operations. In 2024, the share of electric vehicles increased from 9.3% to 14.0%. • Biofuel use in transportation increased by 175,000 litres – Overall, we replaced 376,000 litres of fossil diesel with HVO during the year. • Use of renewable electricity increased – All Nordic country units now purchase renewable energy from their main electricity suppliers. • Supplier engagement increased – During the year we have prioritized SBTi-committed suppliers in the pro- curement process. We also support smaller suppliers in setting their own SBTi targets. Eltel is focused on reducing its carbon emissions and strives to enable the transition to a carbon-neutral society. In our aim to manage and minimize the climate and environmental footprint of the projects we deliver, important steps are being taken toward efficient resource use and a circular economy. Annual Report 2024 34 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Metrics and targets Eltel’ science-based climate targets are aligned with the Paris Agreement, aiming to limit global warming to 1.5°C. Our targets, verified by the Science-Based Targets initiative (SBTi), address impacts arising from Scope 1, 2, and 3 emissions. The target for Scope 1 is an absolute emission reduction target. We have implemented a sustainability-linked finance framework, which connects financing with our science- based targets and climate actions. The Sustainability Performance Targets (SPT) established in our Sustainability Linked Finance Framework (SLFF) align with our SBTi targets. Eltel’s Sustainability-Linked Finance Framework has been verified by Sustainalytics in 2023 to align with the Sustainability-Linked Bond Principles 2020 and Sustainability-Linked Loan Princi- ples 2022. Progress towards the SPTs is disclosed in a separate report on Eltel’s web page - Sustainable financing. Eltel’s climate targets approved by the SBTi 2024 Actual 2024 Target Target 2025 Scope 1 Reduce greenhouse gases by 42% by 2030 with a base year of 2021 14,163 12,821 12,076 Scope 2 Increase the use of renewable electricity to 100% by 2030 57% 54% 62% Scope 3 Ensure that more than 67.4% of Eltel’s suppliers by emissions set their own science-based targets by 2026 27.6% 30% 35% 1) Covering Scope 3 categories 1, 2, 4, 5 and 6. 2024 Total emissions by country, tCO 2 e Scope 1 Scope 2, market-based Scope 3 Finland 4,761 987 59,780 Sweden 3,393 209 22,589 Norway 1,770 753 12,536 Denmark 2,033 119 9,587 Others 2,205 395 3,353 GHG-intensity 2024 Total market-based CO 2 emissions per net sales, tCO 2 e / euros 0.00015 Total emissions, tCO 2 e 2024 Scope 1 14,163 Location-based Scope 2 732 Market-based Scope 2 2,463 Total Scope 3 107,844 Purchased goods and services 89,327 Capital goods 36 Fuel and energy-related activities not included in Scope1 or Scope 2 4,060 Upstream transportation and distribution 7,475 Waste generated in operations 516 Business travel 3,259 Employee commuting 3,170 Total GHG emissions, location-based 122,739 Total GHG emissions, market-based 124,470 The scope of greenhouse gas reporting is based on operational control. Reporting covers direct GHG emissions (Scope 1) from Eltel’s own operations, indirect GHG emissions (Scope 2) from the production of purchased energy, and indirect GHG emissions from the upstream value chain (Scope 3), with the exclusion of emissions from the Polish operation High Voltage Poland, which was divested in June. Annual Report 2024 35 OverviewEnvironmental information Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report POLLUTION Impacts, risks and opportunities Air Pollution The combustion of vehicle fuels, in our own fleet and in subcontracted services, contributes to air quality degra- dation by releasing various pollutants, including nitrogen oxides (NOx), particulate matter (PM), sulfur dioxide (SO 2 ), and volatile organic compounds (VOCs). While renewable fuels, such as biofuels, offer a reduced CO 2 environmental impact compared to traditional fossil fuels, they still contribute to air pollution. Policies To control pollution, two policies are implemented in our organization. • Environmental Policy • Sustainability Policy While climate change mitigation is an immediate prior- ity, in the long term, we prioritize mitigation efforts that address both CO 2 and other forms of air pollution. Actions • Update of the Environmental Policy – In late 2024, we updated our Environmental Policy to reflect not only mitigation efforts for CO 2 but also other forms of air pollution. Metrics and targets We do not have any targets set for the reduction of pollu- tion. Our commitment to the gradual electrification of our fleet effectively mitigates this impact. Additionally, in our vans equipped with SCR technology to reduce exhaust emissions, we use diesel exhaust fluid (AdBlue) to lower nitrogen oxide emissions. BIODIVERSITY AND ECOSYSTEMS Impacts, risks and opportunities Direct impact drivers of biodiversity loss Across Eltel’s value chain greenhouse gas (GHG) emis- sions contribute to biodiversity loss. Although we do not engage directly in land acquisition, we may be involved in preparing permits, as well as planning and executing projects that lead to land use changes. Our involvement in land use is attributable to our services in power trans- mission and distribution, as well as large-scale construc- tion projects in the renewable energy sector. Policies Two policies control the risks of biodiversity losses and impact on ecosystems. • Environmental Policy • HSSEQ Policy Eltel is committed to preventing and mitigating adverse direct and indirect impacts on ecosystems. We strive to reduce our climate impact, recognizing climate change as a driver of biodiversity loss. We adhere to legal and regulatory requirements. Power and telecommunication infrastructure may be located in or near biodiversity-sensitive areas. As a service provider to these networks, some of our work- sites may traverse or be in proximity to legally protected areas important for biodiversity. We strive to avoid harmful impacts on nature and adhere to all applicable regulations. New network infrastructure construction within or near legally protected areas typically requires the prepa- ration of an environmental impact assessment (EIA) and risk assessment, or similar environmental surveys, with mitigation of impacts on biodiversity and ecosystems incorporated from the planning phase. When performing activities that may significantly impact the environment in legally protected areas important for biodiversity, site-specific instructions are followed to minimize environmental impacts. Actions • Biodiversity impact assessment – In 2025, we plan to conduct a comprehensive biodiversity impact assessment across our value chain to identify priority locations where significant impacts on local ecosys- tems may occur. Metrics and targets Our most significant biodiversity impact is climate change, which acts as a driver of biodiversity loss. This issue is addressed through our science-based climate targets. RESOURCE USE AND CIRCULAR ECONOMY Impacts, risks and opportunities Resource inflows, including resource use In the upstream value chain, negative impact from resource inflow includes the environmental effects of sourcing and procuring materials and supplies, such as raw material extraction, energy consumption, water use, and emissions from production and transport in the value chains of manufactured goods. Waste Waste has a negative impact during operations and decommissioning. We see a potential negative impact from decommissioning old network infrastructure that involves handling hazardous materials. If not properly managed and disposed of, these materials could pose environmental risks, such as contamination. Policies To manage resource utilization effectively, we are guided by three key policies. • Responsible procurement Policy • Environmental Policy • HSSEQ Policy Material use Our policies emphasize the commitment to drive more sustainable resource use within our value chain. We strive to increase the use of recycled and renewable materials and enhance our understanding of the life cycle impacts of the materials we procure. Annual Report 2024 36 OverviewEnvironmental information Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Waste Eltel is dedicated to responsible waste management practices and our primary focus is on sorting, recycling, and minimizing waste directed to disposal. We are com- mitted to ensuring the safety of people and the environment by requiring proper and secure storage, handling, and disposal of waste, including hazardous materials. We enhance transparency by actively requesting Environmental Product Declarations (EPD) and Product Environmental Profiles (PEP) from manufacturers of key network materials and components. These declarations provide standardized information about the environmental impacts of products, supporting informed decsion- making and aligning with our Green Choice offering. In 2024, we initiated a supplier survey targeting our material suppliers to gain insights into their responsible sourcing practices. The survey inquires whether suppli- ers have established policies addressing sustainable procurement and the use of conflict minerals, and initiatives addressing their supply chains. This effort enhances our visibility into the value chain and supports improved traceability of the key materials used in our projects. Eltel partners with responsible companies for circular- ity, recycling, and waste management. The majority of waste and materials handled originate from decommis- sioned network infrastructure. Although we do not own network infrastructure, we perform upgrading activities for our customers that involve dismantling. The overall responsibility for waste management may vary by cus- tomer, contract, or project, with some cases organized by customers and others by Eltel. By ensuring that mate- rials are carefully sorted and recycled, we contribute to the circularity and sustainable lifecycle of networks. In 2024 our sorting rate was 80%. Waste, t 2024 Total waste generated 7,612.68 Of which non-hazardous waste 5,625.74 Of which hazardous waste 1,986.94 Waste diverted from disposal 7,592.41 Preparation for reuse 6.84 Recycling 5,256.02 Other recovery operations 2,329.56 Waste directed to disposal 20.26 Incineration 2.54 Landfilling 17.72 Other disposal operations 0.00 Common waste fractions include various telecommunication and power cables, construction waste and electronics. These fractions contain mainly metals, plastics and concrete. Electronic waste is categorized as hazardous waste in Sweden but as non-hazardous in Eltel’s other operating countries. Waste here reported includes waste handled through direct contracts between Eltel and circularity, recycling, and waste management partners. The reported amounts are based on data provided by these partners, along with general information from the suppliers on recovery and disposal operations. Waste managed under customers’ or subcontractors’ own waste management operations or contracts is not included. Annual Report 2024 37 OverviewEnvironmental information Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report EU Taxonomy The EU Taxonomy is the EU’s classification system for  - tives: 1. Climate change mitigation 2. Climate change adaptation 3. The sustainable use and protection of water and marine resources 4. The transition to a circular economy 5. Pollution prevention and control 6. The protection and restoration of biodiversity and ecosystems An economic activity is considered Taxonomy-eligible if it is recognized in the EU Taxonomy as having the poten- tial to contribute substantially to at least one of these objectives while ensuring it does not significantly harm any of the others. Eltel has assessed the taxonomy eligibility of its activi- ties based on the descriptions of economic activities outlined in Annexes 1 and 2 of the Climate Delegated Act, including amendments to the annexes. The energy sector is one of the major sectors included in the taxonomy. Correspondingly, Eltel’s operations in the Power business area are largely included in the eco- nomic activities specified in the EU Taxonomy (i.e. eligible activities). By developing the power grid, Eltel together with its customers contributes to climate change mitigation through a transition to a green elec- tricity system. All Eltel’s activities that are categorized as eligible are deemed to have the potential to make a sub- stantial contribution to the first objective, climate change mitigation. The communication sector, which contributes to the dig- italization of society via modern and high-capacity communication networks, is generally not included in the activities specified in the EU Taxonomy at the pres- ent time. In line with this, most of Eltel’s operations in the Communication business area are not included in the taxonomy (i.e. non-eligible activities). Eltel has also evaluated taxonomy eligibility of its business operations according to the descriptions of economic activities substantially contributing to the environmental objectives 3–6 listed in the annexes of the Environmental Delegated Act. Eltel has reviewed the technical screening criteria laid out in the annexes when interpreting the nature of the activity. Eltel has not identi- fied any activities applicable to its business operations. Taxonomy alignment Eltel’s operations are concluded to be taxonomy-aligned when they are assessed to comply with all the require- ments described in the taxonomy. This means that the activity 1) makes a substantial contribution to climate change mitigation, 2) does no significant harm to any of the other five objectives (DNSH) and 3) complies with the minimum safeguards. Eltel has performed a DNSH assessment of the DNSH criteria for each relevant activity included in the taxon- omy. Based on the assessment, Eltel has concluded that it complies with the DNSH criteria. In addition to environmental impact analyses, Eltel has assessed that it complies with the minimum safe- guards. Further information about minimum safeguards regarding human rights, corruption, taxation and fair competition is presented under the heading “Minimum safeguards alignment summary”. Net sales Eltel identified 37.3% (37.7) of its net sales to be taxono- my-eligible regarding the economic activities defined in the taxonomy’s objective: climate change mitigation. Eltel also identified 34.3% (33.2) of its net sales to be taxonomy-aligned (environmentally sustainable). A major part of eligible and aligned net sales relate to activity 4.9 “Transmission and distribution of electricity”. This activity includes Eltel’s power transmission and dis- tribution services from construction and upgrade to maintenance and fault repair, as well as smart grid oper- ations relating to operating the distribution networks. A total of 23.7% (22.9) of net sales is deemed to be taxono- my-eligible. Furthermore, Eltel has concluded that 22.7% (20.6) of its net sales is also taxonomy-aligned. Eltel carries out work for the power grids that belong to the interconnected European system and its subordinate systems that are not dedicated to creating or expanding direct connections to power production plants that are more greenhouse gas intensive than 100 CO 2 e/kWh. 1.1% (2.2) of net sales is not deemed to be aligned, pri- marily due to direct connections to power production plants that do not meet the criteria. In Germany, many of the electricity meters included in power distribution operations do not meet the EU criteria. Thus, these oper- ations have been evaluated as being non-aligned. Part of Eltel’s smart grid operations is included in activity 7.5 “Installation, maintenance and repair of instruments and devices for measuring, regulation and controlling energy performance of buildings”. 7.9% (6.0) of total net sales is included in this activity and it is con- cluded that 6.3% (4.6) of total net sales is taxonomy aligned. Smart grid operations in the Nordics are gener- ally taxonomy-aligned as the installed meters meet the criteria for smart meters. In Germany, most of the meters are non-aligned but there are also meter installations that comply with the taxonomy criteria. 2.8% (2.8) of total net sales relate to activity 6.14 “Infrastructure for rail transport”. These services are deemed to be fully taxonomy-aligned. Most of the opera- tions are in Denmark and include, for example, installa- tion and configuration of equipment related to the digi- talization of railway signalling. Eltel has also identified other taxonomy-eligible operations totalling 2.9% (6.0) of total net sales. 2.6% (5.1) of net sales included in these operations is taxono- my-aligned. Other taxonomy-aligned operations include installation, maintenance and repair of charging stations for electric vehicles not in buildings or parking spaces attached to buildings (3.20), installation of energy efficiency equipment in buildings (7.3), installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) (7.4), and installation, maintenance and repair of renewable energy technologies, e.g. battery energy storage and solar systems (7.6). Other non-aligned activ- ities include operations related to certain district heating facilities that do not meet the technical screening criteria for activity 4.15. Annual Report 2024 38 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Capital expenditure (capex) and operating expenditure (opex) Eltel identified 33.4% (44.6) of capital expenditure and 35.4% (39.6) operating expenditure (capex and opex) to be taxonomy eligible. Furthermore, 29.8% (38.6) of capex and 26.7% (27.9) of opex were identified as being taxonomy-aligned. Capex and opex have been included when they relate to operations generating net sales that are included in the taxonomy. Investments in a new car fleet are reported as taxonomy-aligned capex if the capex met the criteria for being sustainable according to taxonomy activity 6.5 “Transport by motorbikes, passen- ger cars and light commercial vehicles”. This mainly concerns electric vehicles. As the definition of opex is very narrow in the taxon- omy, the amount of total opex in Eltel is negligible. Opex includes the cost of maintenance and repair of machin- ery and buildings and short-term lease expenses. In order to avoid double counting, each business oper- ation that generates taxonomy-eligible net sales was exclusively assigned to a specific taxonomy-eligible economic activity. The same procedure has been adopted for the allocation of capex and opex. However, capex for electric vehicles has been fully included in activity 6.5 and has therefore been excluded from the other taxonomy-eligible activities. Net sales Taxonomy-aligned 34.3% Taxonomy-eligible but not aligned 3.0% Non-eligible 62.7% Capex Taxonomy-aligned 29.8% Taxonomy-eligible but not aligned 3.6% Non-eligible 66.6% Opex Taxonomy-aligned 26.7% Taxonomy-eligible but not aligned 8.7% Non-eligible 64.6% MINIMUM SAFEGUARDS ALIGNMENT SUMMARY Human rights Eltel has multiple methods for assessing, safeguarding and promoting human rights. These include but are not limited to the human rights risks assessments made through the enterprise risk management process, the whistleblowing process, the annual Code of Conduct training, and Code of Conduct requirements towards our suppliers. Reporting on such matters is done on a regular basis to Eltel’s executive management and the Board. No executive or management employee of Eltel AB or of any of its subsidiaries have been convicted or being found of being in violation of any laws or regulations relating to human rights. Corruption Eltel has anti-corruption practices in place, such as the whistleblowing channel and regular trainings in anti-cor- ruption practices, which are governed by Eltel’s Anti-Bribery and Anti-Corruption Policy as well as the Whistleblowing Policy. Eltel’s Code of Conduct also outlines Eltel’s stance on Anti-Bribery and Anti-Corruption. Code of Conduct train- ings (including anti-corruption practices) are provided to employees annually. No executive or management employee of Eltel AB or of any of its subsidiaries have been convicted or being found of being in violation of any laws or regulations relating anti-corruption. Taxation Eltel treats tax compliance and governance as important elements of oversight, tax risks are assessed on an ongo- ing basis and tax compliance matters are reported to senior management as well as to the Audit Committee. No executive or management employee of Eltel AB or of any of its subsidiaries have been convicted or being found of being in violation of any tax laws or regulations. Fair competition Eltel is dedicated to promoting the importance of compli- ance with competition laws and regulations. Eltel’s Compe- tition Instruction is used to increase awareness and edu- cate the workforce on the topic of fair competition. Addi- tional directed training is provided to senior management. No executive or management employee of Eltel AB or of any of its subsidiaries have been convicted or being found of being in violation of any laws or regulations relating fair competition. Annual Report 2024 39 OverviewEU Taxonomy Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report NET SALES Financial year 2024 2024 Substantial contribution criteria DNSH criteria (Does not significantly harm) Economic activities Code Net sales Pro portion of net sales, 2024 Climate change miti gation Climate change adaptation Water Pollution Circular economy Biodiversity Climate change miti gation Climate change adapt ation Water Pollution Circular economy Bio diversity Minimum safe guards Proportion of taxo- nomy aligned (A.1) or -eligible (A.2) net sales, 2023 Category enabling activity Category transitional activity EUR million % Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T A. Taxonomy-eligible activities A.1. Environmentally sustainable activities (taxonomy-aligned) Manufacture, installation, and servicing of high, medium and low voltage electrical equipment for electrical transmission and distribution that result in or enable a substantial contribution to climate change mitigation 1) CCM 3.20 6.8 0.8% Y N/EL N/EL N/EL N/EL N/EL – Y Y Y Y Y Y – E – Electricity generation from wind power CCM 4.3 – – Y N/EL N/EL N/EL N/EL N/EL – Y Y – Y Y Y 4.6% – – Transmission and distribution of electricity CCM 4.9 187.8 22.7% Y N/EL N/EL N/EL N/EL N/EL – Y – Y Y Y Y 20.6% E – Infrastructure for rail transport CCM 6.14 23.0 2.8% Y N/EL N/EL N/EL N/EL N/EL – Y Y Y Y Y Y 2.8% E – Installation, maintenance and repair of energy efficiency equipment CCM 7.3 0.0 0.0% Y N/EL N/EL N/EL N/EL N/EL – Y – Y – – Y – E – Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) CCM 7.4 0.8 0.1% Y N/EL N/EL N/EL N/EL N/EL – Y – – – – Y 0.3% E – Installation, maintenance and repair of instruments and devices measuring, regulation and controlling energy performance of buildings CCM 7.5 51.8 6.3% Y N/EL N/EL N/EL N/EL N/EL – Y – – – – Y 4.6% E – Installation, maintenance and repair of renewable energy technologies CCM 7.6 14.3 1.7% Y N/EL N/EL N/EL N/EL N/EL – Y – – – – Y 0.2% E – Net sales for environmentally sustainable activities (Taxonomy-aligned) (A.1) 284.5 34.3% 34.3% – – – – – – Y Y Y Y Y Y 33.2% Of which enabling 284.5 100.0% 100.0% – – – – – – Y Y Y Y Y Y 86.1% E Of which transitional – – – – – – – – – – – T A.2. Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities) EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL Manufacture, installation, and servicing of high, medium and low voltage electrical equipment for electrical transmission and distribution that result in or enable a substantial contribution to climate change mitigation 1) CCM 3.20 – – EL N/EL N/EL N/EL N/EL N/EL 0.6% Transmission and distribution of electricity CCM 4.9 9.0 1.1% EL N/EL N/EL N/EL N/EL N/EL 2.2% District heating / cooling distribution CCM 4.15 2.5 0.3% EL N/EL N/EL N/EL N/EL N/EL 0.3% Installation, maintenance and repair of instruments and devices measuring, regulation and controlling energy performance of buildings CCM 7.5 13.4 1.6% EL N/EL N/EL N/EL N/EL N/EL 1.4% Net sales for taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities) (A.2) 25.0 3.0% 3.0% – – – – – 4.5% A. Net sales of taxonomy eligible activities (A.1 + A.2) 309.5 37.3% 37.3% – – – – – 37.7% B. Taxonomy-non-eligible activities Net sales for taxonomy-non-eligible activities 519.2 62.7% Total 828.7 100.0% 1) Amendment to Climate Delegated Act in 2023. Reported as taxonomy-eligible in 2023, taxonomy-alignment has been assessed for 2024. Total net sales equals to net sales according to the 2024 financial statements. CCM – Climate change mitigation Y – Yes, taxonomy-eligible and taxonomy-aligned activity with relevant environmental objective N – No, taxonomy-eligible but not taxonomy-aligned activity with the relevant environmental objective N/EL – Not eligible, taxonomy-non-eligible activity for the relevant environmental objective EL – Eligible, taxonomy-eligible activity for the relevant environmental objective Annual Report 2024 40 OverviewEU Taxonomy Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report CAPITAL EXPENDITURE (CAPEX) Financial year 2024 2024 Substantial contribution criteria DNSH criteria (Does not significantly harm) Economic activities Code Capex Pro portion of capex, 2024 Climate change miti gation Climate change adapt ation Water Pollution Circular economy Biodiversity Climate change miti gation Climate change adapt ation Water Pollution Circular economy Bio diversity Minimum safe guards Proportion of taxo- nomy aligned (A.1) or -eligible (A.2) capex, 2023 Category enabling activity Category transitional activity EUR million % Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T A. Taxonomy-eligible activities A.1. Environmentally sustainable activities (taxonomy-aligned) Manufacture, installation, and servicing of high, medium and low voltage electrical equipment for electrical transmission and distribution that result in or enable a substantial contribution to climate change mitigation CCM 3.20 0.3 0.8% Y N/EL N/EL N/EL N/EL N/EL – Y Y Y Y Y Y – E – Electricity generation from wind power CCM 4.3 – – Y N/EL N/EL N/EL N/EL N/EL – Y Y – Y Y Y 2.4% – – Transmission and distribution of electricity CCM 4.9 5.8 15.2% Y N/EL N/EL N/EL N/EL N/EL – Y – Y Y Y Y 12.3% E – Transport by motorbikes, passenger cars and light commercial vehicles CCM 6.5 3.7 9.8% Y N/EL N/EL N/EL N/EL N/EL – Y – Y Y – Y 15.3% – T Infrastructure for rail transport CCM 6.14 0.2 0.6% Y N/EL N/EL N/EL N/EL N/EL – Y Y Y Y Y Y 3.0% E – Installation, maintenance and repair of renewable energy technologies CCM 7.3 0.0 0.0% Y N/EL N/EL N/EL N/EL N/EL – Y – Y – – Y 0.0% E – Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) CCM 7.4 0.0 0.1% Y N/EL N/EL N/EL N/EL N/EL – Y – – – – Y 0.4% E – Installation, maintenance and repair of instruments and devices measuring, regulation and controlling energy performance of buildings CCM 7.5 0.8 2.1% Y N/EL N/EL N/EL N/EL N/EL – Y – – – – Y 5.0% E – Installation, maintenance and repair of renewable energy technologies CCM 7.6 0.5 1.2% Y N/EL N/EL N/EL N/EL N/EL – Y – – – – Y 0.1% E – Capex for environmentally sustainable activities (Taxonomy-aligned) (A.1) 11.4 29.8% 29.8% – – – – – – Y Y Y Y Y Y 38.6% Of which enabling 7.7 67.2% 67.2% – – – – – – Y Y Y Y Y Y 54.0 % E Of which transitional 3.7 32.8% 32.8% – Y Y Y Y Y Y 39.7% T A.2. Taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities) EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL Transmission and distribution of electricity CCM 4.9 0.5 1.2% EL N/EL N/EL N/EL N/EL N/EL 4.1% District heating / cooling distribution CCM 4.15 0.1 0.2% EL N/EL N/EL N/EL N/EL N/EL 0.3% Installation, maintenance and repair of instruments and devices measuring, regulation and controlling energy performance of buildings CCM 7.5 0.8 2.1% EL N/EL N/EL N/EL N/EL N/EL 1.6% Capex for taxonomy-eligible but not environmentally sustainable activities (not taxonomy-aligned activities) (A.2) 1.4 3.6% 3.6% – – – – – 6.0% A. Capex of taxonomy-eligible activities (A.1 + A.2) 12.8 33.4% 33.4% – – – – – 44.6% B. Taxonomy-non-eligible activities Capex of taxonomy non-eligible-activities 25.5 66.6% Total 38.3 100.0% Capex includes additions into property, plant and equipment, right-of-use assets and other intangible assets (Notes 27–29 in the consolidated financial statements). CCM – Climate change mitigation Y – Yes, taxonomy-eligible and taxonomy-aligned activity with relevant environmental objective N – No, taxonomy-eligible but not taxonomy-aligned activity with the relevant environmental objective N/EL – Not eligible, taxonomy-non-eligible activity for the relevant environmental objective EL – Eligible, taxonomy-eligible activity for the relevant environmental objective Annual Report 2024 41 OverviewEU Taxonomy Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report OPERATING EXPENDITURE (OPEX) Financial year 2024 2024 Substantial contribution criteria DNSH criteria (Does not significantly harm) Economic activities Code Opex Pro portion of opex, 2024 Climate change mitigation Climate change adapt ation Water Pollution Circular economy Biodiversity Climate change miti gation Climate change adapt ation Water Pollution Circular economy Biodiversity Minimum safe guards Proportion of taxo- nomy aligned (A.1) or -eligible (A.2) opex, 2023 Category enabling activity Category transitional activity EUR million % Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y; N; N/EL Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T A. Taxonomy-eligible activities A.1. Environmentally sustainable activities (taxonomy-aligned) Manufacture, installation, and servicing of high, medium and low voltage electrical equipment for electrical transmission and distribution that result in or enable a substantial contribution to climate change mitigation CCM 3.20 0.1 0.6% Y N/EL N/EL N/EL N/EL N/EL – Y Y Y Y Y Y – E – Electricity generation from wind power CCM 4.3 – – Y N/EL N/EL N/EL N/EL N/EL – Y Y – Y Y Y 3.9% – – Transmission and distribution of electricity CCM 4.9 1.8 17.6% Y N/EL N/EL N/EL N/EL N/EL – Y – Y Y Y Y 17.3% E – Infrastucture for rail transport CCM 6.14 0.2 2.2% Y N/EL N/EL N/EL N/EL N/EL – Y Y Y Y Y Y 2.4% E – Installation, maintenance and repair of energy efficiency equipment CCM 7.3 0.0 0.0% Y N/EL N/EL N/EL N/EL N/EL – Y – Y – – Y – E – Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) CCM 7.4 0.0 0.1% Y N/EL N/EL N/EL N/EL N/EL – Y – – – – Y 0.3% E – Installation, maintenance and repair of instruments and devices measuring, regulation and controlling energy performance of buildings CCM 7.5 0.5 4.9% Y N/EL N/EL N/EL N/EL N/EL – Y – – – – Y 3.9% E – Installation, maintenance and repair of renewable energy technologies CCM 7.6 0.1 1.3% Y N/EL N/EL N/EL N/EL N/EL – Y – – – – Y 0.1% E – Opex for environmentally sustainable activities (Taxonomy-aligned) (A.1) 2.7 26.7% 26.7 – – – – – – Y Y Y Y Y Y 27.9% Of which enabling 2.7 100.0% 100.0% – – – – – – Y Y Y Y Y Y 86.1% E Of which transitional – – – – – – – – – – – T A.2. Taxonomy eligible but not environmentally sustainable activities (not taxonomy-aligned activities) EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL Transmission and distribution of electricity CCM 4.9 0.3 3.2% EL N/EL N/EL N/EL N/EL N/EL 6.7% District heating / cooling distribution CCM 4.15 0.1 0.9% EL N/EL N/EL N/EL N/EL N/EL 1.0% Installation, maintenance and repair of instruments and devices measuring, regulation and controlling energy performance of buildings CCM 7.5 0.5 4.7% EL N/EL N/EL N/EL N/EL N/EL 4.1% Opex for taxonomy eligible but not environmentally sustainable activities (not taxonomy-aligned activities) (A.2) 0.9 8.7% 8.7% – – – – – 11.7% A. Opex of taxonomy-eligible activities (A.1 + A.2) 3.5 35.4% 35.4% – – – – – 39.6% B. Taxonomy non-eligible-activities Opex for taxonomy-non-eligible activities 6.4 64.6% Total 10.0 100.0% Opex includes short-term leases, maintenance and repair costs of tangible assets. Note that opex as defined in EU Taxonomy is significantly narrower than Eltel’s total operating expenditure. CCM – Climate change mitigation Y – Yes, taxonomy-eligible and taxonomy-aligned activity with relevant environmental objective N – No, taxonomy-eligible but not taxonomy-aligned activity with the relevant environmental objective N/EL – Not eligible, taxonomy-non-eligible activity for the relevant environmental objective EL – Eligible, taxonomy-eligible activity for the relevant environmental objective Annual Report 2024 42 OverviewEU Taxonomy Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Row Nuclear energy related activities 1. The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy from nuclear processes with minimal waste from the fuel cycle. NO 2. The undertaking carries out, funds or has exposures to construc- tion and safe operation of new nuclear installations to produce electricity or process heat, including for the purposes of district heating or indus-trial processes such as hydrogen production, as well as their safety upgrades, using best available technologies. NO 3. The undertaking carries out, funds or has exposures to safe opera- tion of existing nuclear installations that produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades. NO Fossil gas related activities 4. The undertaking carries out, funds or has exposures to construc- tion or operation of electricity generation facilities that produce electricity using fossil gaseous fuels. NO 5. The undertaking carries out, funds or has exposures to construc- tion, refurbishment, and operation of combined heat/cool and power generation facilities using fossil gaseous fuels. NO 6. The undertaking carries out, funds or has exposures to construc- tion, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels. NO Nuclear and fossil gas related activities Eltel does not carry out, fund, or have exposures to an activity in rows 1 to 6 in template 1 of Annex XII Disclosures Delegated Act. Consequently, Eltel omits disclosing the corresponding rows in templates 2 to 5 of that Annex. Annual Report 2024 43 OverviewEU Taxonomy Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Social information ELTEL’S EMPLOYEES Impacts, risks and opportunities Working conditions Working on sites and transportation to and from the dif- ferent work locations involves significant health and safety risks due to the nature of the tasks performed. These include, for example, electrical safety hazards and risks associated with working at heights, managing aging infrastructure, and road safety. The health and safety of our employees is critical to our services. Poor performance in this area would pose financial risks through loss of customer trust. Addition- ally, health and safety-related absences can lead to costs from lost time, reduced productivity, and the need for temporary staffing or overtime. As a service company reliant on employee dedication and expertise, we recognize the importance of employee engagement. A safe working environment is a key driver of employee satisfaction, workforce attraction, and retention. Other working conditions-related impacts include sea- sonal variations in the construction sector, particularly in Finland, Sweden, and Norway, which can negatively affect job security through temporary layoffs. Eltel posi- tively contributes by engaging with employees and their representatives on matters related to working condi- tions, fostering a collaborative environment. By offering Eltel’s goal is to be the most attractive employer in the industry by focusing on employee engagement and development opportunities. At the same time, we strive to be the best partner in the projects we deliver, prioritizing the well-being of all those affected by our operations. strong working conditions, we not only create a positive impact but also an opportunity to secure skilled cross-border workforce resources and quickly respond to customer demands. Equal treatment and opportunities for all Upskilling employees is an opportunity to drive efficiency, enhance employee retention, and support expansion into new and adjacent business areas. Other work-related rights There are potential negative impacts related to employee data privacy. These include the risk of unau- thorized access, disclosure, or misuse of personal infor- mation which can lead to identity theft, financial losses, or breaches of confidentiality for employees. Policies We address material impacts, risks, and opportunities related to our workforce through several key policies: • Code of Conduct • Human and Labor Rights Policy • Human Resource and Diversity Policy • Whistleblowing Policy • HSSEQ Policy The policies are aligned with internationally recognized frameworks such as the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, the Interna- tional Bill of Human Rights, and the OECD Guidelines for Multinational Enterprises. Eltel is a signatory to the United Nations Global Compact and our 10 principles on human rights, labor, environment and anti-corruption. Eltel respects interna- tionally proclaimed human rights and is committed to not being directly or indirectly involved in human rights abuses. These policies outline our commitment to respecting and promoting fundamental human and labor rights, including safety, equal opportunities, non-discrimina- tion, and privacy. Furthermore, Eltel has a Data Protection Policy that applies to customers, suppliers and other external stakeholders. Health and safety Eltel prioritizes its employees health and safety, aiming to lead the industry in occupational health and safety with a vision of zero accidents. This commitment is embedded in the company’s policies, primarily Code of Conduct, HSSEQ Policy and Human Resource and Diversity Policy, which emphasize building a strong safety culture and minimizing risks across operations. Equal opportunities and non-discrimination The Human Resource and Diversity Policy states a work- ing environment built on mutual respect, where employ- ees are offered equal opportunities regardless of nation- ality, gender, sexual orientation, social origin, or other personal attributes. We are committed to promoting diversity and inclusion at all levels of the organization, actively addressing any form of discrimination, harass- ment, or violence with zero tolerance. Privacy and data protection In line with our Data Protection Policy, Eltel ensures that all personal data collected, processed and stored is han- dled confidentially and in accordance with international and local regulations. We respect individuals’ rights to have their data deleted when no longer necessary or upon their request. Whistleblowing and grievance mechanisms Eltel’s is committed to providing employees and other stakeholders with a whistleblowing channel to report suspected ethical misconduct in accordance with the EU Whistleblowing Directive. Our Whistleblowing Policy ensures that all reports are handled confidentially, with a strict no-retaliation policy to protect individuals who raise concerns in good faith. Annual Report 2024 44 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Processes for engagement Employee engagement survey Eltel conducts an annual group-wide employee engage- ment survey. The purpose is to communicate and under- stand how the employees feel about various aspects of their work, including managerial duties, workload, and opportunities for professional development. The results inform decision-making and help us identify workplace improvements. The responses are anonymous, but the results can be aggregated at the appropriate organiza- tional level. In 2024, 85% of permanent employees responded to the survey. The Human Resource functions of Eltel’s country organizations hold operational responsibility for promot- ing the engagement survey and integrating employee perceptions into management processes and deci- sion-making within each operating country. The most senior roles responsible for engagement are the HR directors in Finland, Sweden, Norway, Denmark and Lith- uania, or HR managers of the other operating countries, who are also part of the management teams of these country units. Working conditions Eltel’s direct engagement with employees forms the foundation of monitoring and managing Health, Safety, Environment, Security and Quality (HSSEQ). This engagement informs country-specific HSE risk profiling and annual target setting. To manage health and safety impacts, all employees have access to a tool to report near misses, safety observations, and incidents. These activities are carried out by HSE managers in each country, under the over- sight of the Group HSE Director. The effectiveness of this engagement is assessed through regular monitor- ing and review of reported data, performance, and progress in action plan implementation. Occupational healthcare is organized in compliance with regulations and local practices in each operating country. All employees are covered. Healthcare is planned and organized in cooperation with the occupa- tional healthcare services. Eltel’s management also cooperates with employee representatives, with two representatives on the Group Board of Directors. In country organizations, coopera- tion with employees and their representatives is carried out in accordance with applicable local legislation. In the Nordic countries and Lithuania, various forms and prac- tices of cooperation are organized around key areas such as occupational health and safety and collective bargaining. The purpose of this cooperation is to ensure that employees’ perspectives are considered in deci- sion-making processes. Equal treatment and opportunities Eltel ensures that the perspectives of our workforce inform decisions and activities related to training and skills development through the mandatory Performance and Development Dialogue (PDD). As stated in our Human Resource and Diversity Policy, all employees are to engage in an annual PDD with their supervisors. The PDD serves as a structured opportunity to align individual or team performance with the company’s strategy, identify learning and development needs, and discuss potential career growth. The PDD dialogues are a key part of enabling employees to express their per- spectives on personal development and workplace improvement. The PDD is a part of the Performance management process. Privacy Eltel has a large workforce in the local companies in Sweden, Finland, Norway, Denmark, Germany, Lithuania, and Poland. To be able to fulfill our legal and contractual obligations as an employer and to maintain a safe and efficient administration, we need to process certain personal data related to employees. All personal data relating to employees is processed in accordance with Eltel’s Data Protection Policy and appli- cable data protection legislation. The Data Protection Policy is communicated to all employees, who must consent to how personal data is processed by Eltel, what data is processed, and the purpose of such processing. Eltel has established processes for handling GDPR incidents, including a dedicated internal reporting chan- nel that is accessible to all employees. We offer regular training on data privacy and cybersecurity, ensuring that our employees are informed about how to protect per- sonal data and the proper steps for reporting any con- cerns. The GDPR training is mandatory for all employ- ees, except technicians, and is conducted every other year. Channels to raise concern Eltel has a whistleblowing procedure providing employ- ees with a secure platform to report potential concerns. The procedure is described in the section “Business conduct”. Actions • A Group-wide Lifesaving Rules Campaign was launched to enhance awareness and understanding of critical safety guidelines. The campaign clarified common health and safety practices into clear, action- able rules, focusing on key areas such as working at heights, operating heavy machinery, and driving. Read more about Eltel Lifesaving Rules on page 48. • Safety Week was held in all operating countries. The Safety Week is held each year to enhance the safety culture across the Group. This year, the Lifesaving Rules were the main focus with the aim to expand the knowledge about how to avoid safety risks and how to act in case of incidents or accidents. • Eltel’s values were launched in February 2024 – In the Employee Engagement Survey (September 2024) a new section, Company values, was added. The efforts to communicate the values were quite well received by employees, as the average score in the survey for employee identification with the Company values was 3.9. • Gender pay gap assessments were expanded to Denmark and Finland. Reporting of gender pay gap is compulsory in Sweden and Norway. Outcome of the actions We maintained the Employee Engagement score of 3.9 from last year. The eNPS remained the same at -5. The participation rate decreased from 85% to 83%. This year we added a new area to the survey, ‘Com- pany values’. It appears that our efforts to communicate the values have been well-received by employees, as the average score for employee identification with these val- ues was 3.9 out of 5. Once again, ‘Relationships with Colleagues’ was the highest-rated area, improving to 4.2, from last year. ‘Health and Safety,’ ‘Meaningfulness and Participation,’ and ‘Relationship with Manager’ continue to be impor- tant drivers of employee engagement. Even the lowest-scoring areas had relatively good  same as last year. Scores in ‘Feedback and communica- tion’ and ‘Strategy, vision, and culture’ stayed consistent, while ‘Workplace and tools’ improved slightly. We continued to drive our Goal Zero vision across the Group. While we made progress in several areas, we did not quite achieve the excellent Lost Time Injury Fre- quency Rate (LTIFR) performance of the previous year. The LTIFR increased slightly from 2.7 in 2023 to 3.8 in 2024, though this result still met our established safety targets. The Total Recordable Injury Frequency Rate (TRIFR) also increased during the year from 10.5 to 13.2. Annual Report 2024 45 OverviewSocial information Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Targets 2024 Actual 2024 Target Target 2025 LTIFR¹ ) 3.8 4.5 4. 0 TRIFR² ) 13.2 12.0 12.0 Short-term sick leave, %³ ) 3.5 4.0 <3.0 Fatalities 0 0 0 Employee satisfaction and motivation 3.9 3.75 3.75 1) LTIFR – Lost time injury frequency rate, calculated of lost time incidents per million working hours (7.58 million working hours in 2024). 2) TRIFR – Total recordable incident frequency, calculated as the total number of recordable incidents per million working hours. 3) Short-term sick leave – The percentage of working hours lost due to short-term sick leave relative to available working hours . Employee headcount by gender 2024 2023 Number of employees 4,248 4,965 Male 3,659 4,265 Female 589 700 Employee headcount by country 2024 2023 Finland 1,455 1,575 Sweden 994 959 Norway 717 823 Denmark 457 510 Poland 106 534 Lithuania 167 216 Germany 352 348 Metrics and targets Eltel sets targets to manage impacts, risks and opportu- nities and follow regularly the outcome. Below is a list of metrics and targets for the material topic Own Workforce. Employees covered by collective bargaining agreements, % 2024 Finland 100 Sweden 100 Norway 100 Denmark 59 Poland 0 Lithuania 0 Germany 0 Gender distribution at Group Management Team 2024 2023 Male executives, headcount 5 6 Female executives, headcount 4 3 Men, % 57 67 Women, % 44 33 Employee headcount by age 2024 2023 Under 30 years old 745 1,013 30–50 years old 2,137 2,457 Over 50 years old 1,366 1,495 All Eltel’s employees are covered by our certified health and safety management system, which is based on the ISO 45001 occupational health and safety standard. Eltel’s integrated health, safety, environmental, and quality management system is certified against ISO 45001, ISO 9001 and ISO 14001 standards in all operating countries. Health and safety metrics, employees 2024 2023 Fatal incidents, employees 0 0 Fatal incidents, subcontractors’ employees 0 1 Lost time accidents 29 24 Restricted work cases 24 23 Medical treatment cases 38 35 Total recordable incidents 100 92 Total recordable incident frequency rate (TRIFR) 13.2 10.5 Own workforce covered by ISO 45001 certified management system, % 100 100 Privacy and security metrics, % 2024 2023 Security training completion rate 90 87 All employee counts are calculated using headcounts and year-end values. Divestment of the High Voltage Poland in June 2024 concerned about 410 employees. The Group Shared Services remain in Poland. Annual Report 2024 46 OverviewSocial information Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report WORKERS IN THE VALUE CHAIN Impacts, risks and opportunities Eltel has in our materiality analysis identified Working conditions as the most material sub-topic for Workers in the value chain. Working conditions The subcontractors performing work for Eltel may be subject to similar risks at work as Eltel’s own employees, which can have a negative impact on the health and safety of the workers in the value chain. An important prerequisite for work is the subcontrac- tor’s health and safety performance in the upstream value chain. If standards are not met this could lead to contract termination with our customers. Eltel’s fixed fall protection system Turvatikas Safety Ladder enhances the health and safety of workers in the downstream value chain. Policies To manage risks and negative impacts in the upstream value chain, Eltel has three main policies. • Code of Conduct • The Eltel Supplier Code of Conduct • HSSEQ Policy Subcontractor health and safety At Eltel, the safety of our employees and subcontractor workers is a top priority. Our commitment is to ensure that everyone involved in our projects returns home safely each day. Processes for mitigating negative impacts Subcontractor health and safety is a key focus within our Health, Safety, and Environment (HSE) organization. In each of our operating countries, we develop and imple- ment annual health and safety action plans based on country-specific risks and requirements. The Group HSE Director manages the implementation of actions, and delivery of targets, to ensure performance across the organization. We require our subcontractors to comply, at a mini- mum, with all legal and site-specific safety standards. Subcontractor companies are responsible for providing their workers with occupational healthcare and main- taining statutory occupational accident insurance. Eltel’s HSE organization has identified services most at risk or critical to health and safety, and we have spe- cific requirements for suppliers of these services. These requirements include that workers must hold relevant certifications or qualifications, and suppliers must have safety monitoring in place. Proven compliance with best practices, such as through instructions and site audits, is required, or can be demonstrated with valid certifica- tions in quality, health and safety, and environmental management. On projects where Eltel serves as the main contractor, we hold overall responsibility for the health and safety of everyone on-site. This includes the site safety orienta- tion for subcontractor workers and visitors. Our project sites are also monitored through manage- ment safety walks, safety inspections, customers’ health and safety processes and third-party site inspec- tions to address any safety concerns. Subcontractor workers are required to report near misses and injuries to Eltel project management. Subcontractor workers and suppliers can report any breaches of the Code of Conduct or safety concerns through Eltel’s whistleblowing channel. Actions • Value chain LTIF tracking and monitoring was implemented – To better monitor and reflect the scope of our HSE management, we started tracking and monitoring value chain LTIFR in 2024, expanding our focus beyond employees to include subcontrac- tors and temporary staff. • Development of e-learning — To further reduce the risks of incidents affecting health and safety, Eltel is developing an e-learning to be included in the onboarding of new subcontractors. It will be imple- mented in Finland in 2025 and subsequently used in other markets. • Introduction of a survey for subcontractors — A survey was introduced in 2024 to gather informa- tion about our subcontractors’ approach to health and safety, focusing on whether key practices are in place and demonstrating a professional commitment to health and safety beyond compliance on our sites. In addition to health and safety, the survey covers other aspects of ESG. Fatalities 2024 Actual 2024 Target Target 2025 Fatalities, subcontractor workers 0 0 0 Annual Report 2024 47 OverviewSocial information Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report AFFECTED COMMUNITIES Impacts, risks and opportunities Communities’ economic, social, and cultural rights A positive outcome from the operations is that Eltel plays a vital role in restoring power for communities in the event of storms or other disruptions. Additionally, our work in designing, building, maintaining, and upgrad- ing critical infrastructure for affected communities pre- sents business opportunities. During our construction activities, there is a potential risk of health and safety incidents affecting individuals in the surrounding area. Policies In the Sustainability policy and the HSSEQ policy Eltel states the guidelines for managing the effects on communities affected by the projects delivered. • Sustainability Policy • HSSEQ Policy Security Eltel’s operations contribute to society by ensuring that communication and power networks function reliably. Secure energy supply and telecommunication networks are essential for the everyday needs of businesses, indi- viduals, and public services, all of which increasingly depend on these systems. We play a crucial role in restoring operations during and after storms, floods, or crises. Additionally, our maintenance and upgrades to power and telecom networks enhance energy and infor- mation security. Health and safety Our commitment to health and safety extends to every- one in the vicinity of our worksites. This includes thor- ough risk assessments, ongoing risk monitoring, and quality control measures to protect the health and safety of people near our operations. Our integrated Health, Safety, Environment, and Quality (HSEQ) management system is certified against ISO 14001, 45001, and 9001 standards, ensuring high standards in all our operating countries. Eltel life saving rules Working at heights We perform only tasks we are authorized for, protect ourselves with appropriate fall protection, and secure tools and equipment to prevent them from falling. Roadside work safety We ensure that precautionary measures are in place when working near roads and traffic. Electrical work We perform only tasks we are trained and qualified for and take all necessary meas- ures to protect against electrical hazards. Working with heavy machinery We work safely by using appropriate, inspected machinery, restricting the worksite to authorized personnel, and maintaining clear communication. Line of fire We protect ourselves and others from hazards such as moving equipment and vehi- cles, falling or collapsing objects, electric shocks, and arc flashes. Driving We ensure vehicles are safe, drive responsibly, and remain alert to protect ourselves and others on the road. Safety controls We follow safety rules and ensure that a safe job analysis is conducted before starting work. Annual Report 2024 48 OverviewSocial information Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Governance information BUSINESS CONDUCT Impacts, risks and opportunities Corporate culture and Corruption and bribery are identi- fied as material sub-topics from the double materiality assessment. Eltel aims to uphold high standards in business ethics in general, with a focus on these areas. Corporate culture Breaches of Eltel’s Code of Conduct, or Supplier Code of Conduct could lead to significant negative impacts on people or the environment. Engaging in or being associ- ated with unfair competition practices may distort fair market conditions. By adhering to responsible tax prac- tices, we contribute positively to society. Promoting the Code of Conduct presents an opportunity to strengthen our corporate culture, enhance resilience, and uphold brand integrity. Promoting the Code of Conduct pre- sents an opportunity to strengthen our corporate culture and uphold brand integrity. Corruption and bribery Corruption and bribery undermine fair business prac- tices and expose the company to legal risks, financial penalties, and reputational damage. Effective manage- ment of these risks is essential to maintaining stake- holder trust and ensuring compliance with regulations. Policies Eltel’s Code of Conduct and its associated policies out- line our expectations for employees and partners to uphold high business standards. • Code of Conduct • Supplier Code of Conduct • Whistleblowing Policy • Responsible Procurement Policy • Anti-Bribery and Anti-Corruption Policy • Tax Policy • Risk Management Policy • Competition Instruction • Sanctions Policy Anti-corruption Eltel is dedicated to conducting business in an ethical and honest manner and is committed to implementing and enforcing systems that ensure bribery is prevented. We have a zero-tolerance policy for bribery and corrupt activities. We are devoted to acting professionally, fairly, and with integrity in all business contracts and relation- ships, wherever we operate. Whistleblowing procedure Eltel has established a whistleblowing system in accord- ance with the EU Whistleblowing Directive, providing employees with a secure platform to report potential vio- lations or concerns. The system addresses conduct that may breach local or international law, the Code of Conduct, Eltel’s values, policies, instructions, or human rights related to our operations. The whistleblowing system is communicated to all employees, for example during mandatory annual Code of Conduct training, called Fair Play training. A third-party service provider manages the whistle- blowing procedure to ensure confidentiality and ano- nymity for those reporting. The system is implemented across all countries where Eltel has operations, except Lithuania and Germany. In each country, the local Legal Manager is responsible for handling whistleblowing reports, ensuring communication is conducted in the local language. Reports are investigated on a confiden- tial basis, and the outcomes are communicated back to the whistleblower. We regularly review the effectiveness of the grievance mechanisms to ensure that remedies provided are appropriate and that employee and other stakeholder concerns are properly addressed. Responsible tax practices In line with the Code of Conduct statement and Tax Policy, Eltel complies with local tax laws as well as inter- national tax regulations such as OECD Transfer Pricing Guidelines for Multinational Enterprises and Tax Admin- istrations (OECD Guidelines) in all countries where Eltel operates. We aim to report taxes correctly and pay the correct taxes at the right time. Tax compliance and gov- ernance are important elements of internal control, tax risks are assessed on an ongoing basis and tax compli- ance matters are reported to senior management as well as to the Audit Committee. No executive or man- agement employee of Eltel or by any of our subsidiaries has been convicted or found to be in violation of any tax laws or regulations. Fair competition Eltel is dedicated to emphasizing the importance of compliance with competition laws and regulations. Eltel’s Competition Instruction is used to increase awareness and educate the workforce on the topic of fair competition. Directed training is additionally pro- vided to senior management. No executive or manage- ment employee of Eltel or by any of our subsidiaries has been convicted or found to be in violation of any laws or regulations relating to fair competition. Eltel is determined to uphold high standards in business ethics and comply with all laws and regulations. Annual Report 2024 49 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Reports submitted to Eltel’s whistleblowing channels 2024 2023 Business ethics (fraud, corruption, anti-competitive practices) 6 10 Discrimination, including harassment 9 2 Other HR matters 10 8 Environmental non-compliance 0 0 Of the 25 reports submitted in 2024, 18 were closed and 7 are still under investigation. The conclusions of the investigations were reported to the Audit Committee. None of the whistleblowing investigations resulted in criminal proceedings. In 2024, Eltel’s Legal functions confirmed 1 instance of noncompliance with the anti-bribery and anti-corruption (ABAC) policy within the organization. Appropriate legal actions were taken in response to the confirmed incident. Other actions included the dismissal of 1 employee, process reviews, and the strengthening of internal controls to prevent similar occurrences in the future. Managing supplier relationships Eltel requires all our suppliers to uphold high ethical standards regarding legal compliance, environmental responsibility, fair competition, labor and human rights, and anti-corruption. These principles are detailed in our Supplier Code of Conduct. In 2024, we adopted a Responsible Procurement Policy and accompanying instructions that outline our approach to integrating sustainability criteria into procurement decisions. To follow-up on performance, we have introduced Supplier Surveys tailored to material suppliers, subcon- tractors, and indirect suppliers. The Supplier Surveys gather information on the suppliers’ management of social, environmental, and governance (ESG) matters relevant to their role in our value chain. The responses to the surveys are used to assess the suppliers’ align- ment with our policies. In 2024, surveys were sent to 555 key suppliers, covering approximately 51% of the year’s supplier spend. The key suppliers were identified based on their impact on Eltel’s Scope 3 emissions and their share of total spend. We are increasingly guided by environmental objec- tives in our approach to partnerships and supplier selec- tion. Our Scope 3 climate target drives the prioritization of suppliers committed to the SBTi and those with set science-based climate targets. Supply chain compliance 2024 Number of Supplier ESG Survey responses 246 Prevention of corruption and bribery Eltel employs a risk-based approach to managing bribery and corruption, addressing risks through due diligence processes and employee training. We continuously provide employee training on our pol- icies, reinforcing the importance of integrity in everyday decisions. Our interactive Fair Play training promotes the Code of Conduct, covering areas such as safety, secu- rity, fair competition and anti-corruption. Annual Fair Play training is mandatory for all employees, and new employees receive the training as part of their onboard- ing process. In 2024, no significant fines, sanctions or incidents were recorded relating to any non-compliance with Eltel´s Code of Conduct or any laws and regulations. No fines or convictions related to anti-corruption or anti-bribery laws occurred in 2024. Code of conduct training 2024 2023 Fair Play training completion, % of employees 87 79 Annual Report 2024 50 OverviewGovernance information Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Auditor’s opinion regarding the statutory sustainability report To the general meeting of the shareholders in Eltel AB (publ), corporate identity number 556728-6652 Engagement and responsibility It is the board of directors who is responsible for the sustainability report for the year 2024 on pages 26–50 and that it is prepared in accordance with the Annual Accounts Act in accordance with the older wording that applied before 1 July 2024. The scope of the examination Our examination has been conducted in accordance with FAR:s auditing standard RevR 12 The auditor’s opinion regarding the statutory sustainability report. This means that our examination of the statutory sustainabil- ity report is different and substantially less in scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. We believe that the examination has provided us with sufficient basis for our opinion. Opinion A statutory sustainability report has been prepared. Stockholm 25 March 2025 KPMG AB Fredrik Westin Authorized Public Accountant Annual Report 2024 51 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Board of Directors’ report Annual Report 2024 52 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Board of Directors report 2024 The Board of Directors and the CEO of Eltel AB, corporate registration number 556728-6652, with its registered office in Stockholm, hereby submit the Annual Report and consolidated financial statements for the 2024 financial year. Eltel AB and its subsidiaries operate under the Eltel brand. The consolidated group is called Eltel Group. Company overview Eltel is the leading service provider for critical infrastruc- ture in the Nordics. We deliver a comprehensive range of communication and power services – everything from the design and build phase to corrective maintenance. This includes design, planning, building, installing, maintaining and securing the operation of networks for a more sustainable and connected world today and for future generations. Our customers are primarily national owners and operators of communication and power networks. We offer a 24/7 and extensive geographical presence in our home markets. Most of our work is conducted through long-term framework agreements that run between two to five years. This allows us to create and maintain long-term relationships with our customers and, through close cooperation, help them achieve their objectives. As a consequence of the global trends affecting soci- ety, the infranet sector is constantly changing. The key ongoing trends driving this change include increasing customer and security demands, network reliability and surveillance, regulatory requirements, the need to upgrade ageing power infrastructure and the growing use of renewable energy in society. Eltel operates in the Nordic market and is also represented in Germany and Lithuania. Communication services Eltel optimizes communication networks to address society’s growing demand for digitalization, transform- ing how people live, work and play. The business is primarily driven by technology upgrades, maintenance needs and increased demand for improved capacity and faster networks. Eltel’s main customers are large telecom operators and communication network infrastructure owners. Operations generally involve long-term relationships with a steady inflow of orders generated by framework agreements. Read more about Eltel’s Communication offering on page 14. Power services Eltel’s Power services enable the electrification of soci- ety, which is playing a crucial role in developing sustain- able energy solutions and helping to achieve national climate objectives. The demand for increased network capacity and capabilities is a major driver in the power market that will continue in the foreseeable future. Primary customers include national transmission system operators, owners of power distribution grids and utility companies. Eltel also serves industrial companies and the public sector. Read more about Eltel’s Power offering on page 15. Major contracts 2024 During 2024, Eltel signed contracts with a combined value of about EUR 863.3 million (714.0). Selection of important contracts: • Eltel Sweden signed two contracts with the Swedish Transport Administration, with a total value of EUR 165 million. Both contracts have a maximum duration of seven years. • Eltel Norway signed a three-year continuation of a current agreement with Telenor with an estimated value between EUR 90–180 million. • Eltel Finland was selected by Taaleri Energia to con- struct and maintain the second largest solar park in Finland, with a contract value of EUR 73.5 million. • Eltel Finland and Telia in Finland signed a three-year continuation of a current frame agreement worth about EUR 70 million. • Eltel Finland and Elisa prolonged their partnership with a frame agreement by two years, with an estimated value approximately EUR 62 million. • Eltel Finland and Helen Electricity Network Ltd signed a five-year agreement to construct and maintain Helsinki’s electricity distribution network, with an estimated value of EUR 50 million. Significant events 2024 Polish High Voltage business divested Eltel divested its loss-making High Voltage business in Poland to minimize complexity and risks, focusing on core markets. Continued focus on operational and commercial efficiency All Country Units improved operational excellence with initiatives to boost profitability, including price increases and renegotiations. Broadened customer base We expanded our customer base in Communication, focusing on public infrastructure and defence, and in Power, attracting diverse new customers. Position taken in new and adjacent markets Eltel established itself as a reliable turnkey provider in renewable energy across the Nordics, by delivering solar park projects, implementing EV charging stations, and completing the first BESS, Battery Energy Storage System projects. Green offering intensified The Eltel Green Choice concept was launched to highlight sustainable project alternatives. The first project began for Helen Electricity Network in Helsinki. Annual Report 2024 53 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Board of Directors report 2024 January–December 2024 In segments, net sales increased by EUR 10.4 million. Organic net sales in segments, adjusted for currency effects, increased by 1.5%. Mainly as a consequence of the divestment of High Voltage Poland, net sales decreased by 2.5% to EUR 828.7 million (850.1). Organic growth, adjusted for currency effects and divestments was 1.8%. Currency effects had a positive impact of EUR 0.1 million. Eltel’s main operations in the four Nordic countries are presented as segments. In Q4 2024, the segments represented 94% of the net sales. Other business includes High Voltage Poland until its divestment in Q2 2024, Smart Grids Germany, Lithuania as well as closing activities for Power Transmission International. Adjusted EBITDA Adjusted EBITDA was EUR 45.2 million (31.8). Adjusted EBITA improved to EUR 10.5 million (1.7) and the adjusted EBITA margin was 1.3% (0.2). Adjusted EBITA in segments was EUR 21.1 million (11.8) and the margin was 2.7% (1.5). In Other business, adjusted EBITA was EUR 0.7 million (-1.0) Finland Net sales increased by EUR 13.3 million, or 3.8%, to EUR 357.7 million (344.5). Growth in Communication, especially in the fiber-to-the-home business continued to be strong in 2024. Customers’ investments into fiber have remained at high levels and volumes of other Communication business offerings have been stable throughout the year. In line with our expectations, our Power services related to power infrastructure experienced a slight decline in volumes, mainly as a result from the market regulation. Power transmission volumes declined, mainly due to postponed customer decisions and investments in green energy transition projects. To fit our offering and organization to future market demand, we initiated and completed change negotiations, resulting in a reduction of 74 positions. Adjusted EBITA improved by EUR 9.1 million to EUR 15.7 million (6.5). The adjusted EBITA margin was 4.4% (1.9). The profitability improvement is partly due to the increased volumes in Communication, but is also attrib- uted to efficiency improvements and rightsizing the operations for the future market demands. During 2024, Eltel Finland signed new contracts with a combined value of about EUR 383.0 million (232.2) adding to the total orderbook. Read more about Eltel Finland on page 16–17. Sweden Net sales increased by EUR 13.3 million, or 6.7%, to EUR 211.8 million (198.5). Growth in local currency was 6.2%. Currency effects had a positive impact of EUR 1.0 million. Net sales growth was mainly a result of good volumes in Power. In Communication, the strong fourth quarter resulted in full year net sales growth. Adjusted EBITA amounted to EUR 6.1 million (2.9). The adjusted EBITA margin was 2.9% (1.5). The improved profitability mainly resulted from better margins in Power, both in services related to power infrastructure and to the Smart Grids business. Also in Communication, the adjusted EBITA improved slightly. During 2024, Eltel Sweden signed new contracts with a combined value of about EUR 234.5 million (198.2) adding to the total orderbook. Read more about Eltel Sweden on page 19. Norway Net sales decreased by EUR 15.2 million, or 11.7%, to EUR 114.9 million (130.1). Currency effect was EUR -1.7 million. Growth in local currency was -10.3%. Decreased customer investments in Communication burdened net sales heavily throughout the year. However, the strong focus on broadening the customer base started to yield results during the year. Adjusted EBITA was EUR -5.7 million (-2.5). The adjusted EBITA margin was -4.9% (-1.9). The profitability was negatively impacted by declining volumes in Communication. Rightsizing the operations for the future market demands, including a restructuring process with reduc- tion of over 200 employees and fleet, continued. In line with Eltel’s strategy, the focus has been, and will continue to be, on margins and profitability rather than volumes. During 2024, Eltel Norway signed new contracts with a combined value of about EUR 184.6 million (161.2) adding to the total orderbook. Read more about Eltel Norway on page 21. Denmark Net sales decreased by EUR 1.0 million, or 1.1%, to EUR 92.0 million (93.0). Net sales continued to decline in Communication, while the Power business showed a strong growth, albeit not compensating for the decline in Communication. Adjusted EBITA was EUR 5.0 million (4.9). The adjusted EBITA margin was 5.4% (5.2). Thanks to improved profitability in Communication as well as in the Smart Grids business in Power, margins were kept at a healthy level. During 2024, Eltel Denmark signed new contracts with a combined value of about EUR 36.2 million (48.1) adding to the total orderbook. Read more about Eltel Denmark on page 23. Leverage 0 1 2 3 4 Q4 2024 Q3 2024 Q2 2024 Q1 2024 Q4 2023 Leverage ratio: Net debt / Adjusted EBITDA Net sales 100 130 160 190 220 250 Q4Q3Q2Q1 710 740 770 800 830 860 MEUR MEUR 2023 2024 2023 2024 2023 2024 2023 2024 Net sales, quarterly, MEUR Net sales, rolling 12 months, MEUR Adjusted EBITA –6 –3 0 3 6 9 Q4Q3Q2Q1 –1.0 –0.5 0.0 0.5 1.0 1.5 MEUR % 2023 2024 2023 2024 2023 2024 2023 2024 Adjusted EBITA, quarterly, MEUR Adjusted EBITA margin, rolling 12 months, % Annual Report 2024 54 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Board of Directors report 2024 Other business Net sales decreased by EUR 31.8 million to EUR 61.9 million (93.7). Of the decline EUR 20.9 million came from High Voltage Poland, which was divested in Q2 2024. In 2023, the net sales in High Voltage Poland amounted to EUR 36.3 million. Adjusted EBITA improved by EUR 1.7 million to EUR 0.7 million (-1.0). In High Voltage Poland adjusted EBITA was EUR -1.0 million (-4.9), which contributed to the improved profitability until its divestment in Q2 2024. Read more about Other business on page 25. Cash flow Cash flow from operating activities was EUR 27.5 million (34.0). Main items included EBITDA EUR 16.7 million (24.8), adjustment for gain/loss on sale of assets and business EUR 22.8 million (-0.1), cash flow from change in net working capital EUR -2.5 million (29.4, including EUR 28.3 million positive impact from tax deferral in Sweden), financial items EUR -12.4 million (-12.0) and income taxes EUR -0.9 million (-3.2). Cash flow from financial items and income taxes is impacted by timing differences between income statement and payments. Cash flow has historically displayed a strong seasonal pattern, with weaker cash flow recorded during the period until the end of the third quarter due to higher production activity. Eltel’s net working capital level is also impacted by phasing of projects. These projects, and delays in them, might result in continued tie up of working capital and can create volatility in the net working capital also going forward. Net cash flow from investing activities was EUR -6.6 million (-4.3) including EUR -4.6 million cash flow impact from divestment of the Polish High Voltage business in Q2 2024 and net capital expenditure on machinery and equipment EUR -2.0 million (-4.3). Cash flow from financing activities was EUR -24.0 million (-52.3). Utilization of short-term financing increased by EUR 8.9 million (decrease of 42.5). Amorti- zation of term loan amounted to EUR 4.0 million (11.0), payment of hybrid bond interests amounted to EUR 3.4 million (0.8) and payments of lease liabilities were EUR 25.2 million (22.1). In addition, in January–December 2023 net proceeds from issue of the hybrid bond and related transaction costs amounted to EUR 24.2 million. In January–December 2023 Eltel also issued and purchased shares in accordance with a long-term incentive program, which had a cash flow impact of EUR 2.4 million and EUR -2.4 million, respectively. Financial position, cash and cash equivalents Equity at the end of the period was EUR 189.3 million (223.6) and total assets were EUR 585.4 million (624.3). The equity ratio was 35.5% (39.6). INTEREST-BEARING LIABILITIES AND NET DEBT EUR million 31 Dec 2024 31 Dec 2023 Interest-bearing debt 76.3 71.1 Leasing liabilities 58.7 53.9 Allocation of effective interest to periods 0.2 0.3 Less cash and cash equivalents -21.3 -24.7 Net debt 114.0 100.6 EUR million 31 Dec 2024 31 Dec 2023 Non-current interest-bearing debt 15.8 20.7 Current interest-bearing debt 60.5 50.4 Total interest-bearing debt 76.3 71.1 Non-current leasing liabilities 36.0 33.9 Current leasing liabilities 22.7 19.9 Total leasing liabilities 58.7 53.9 CREDIT FACILITIES EUR million 31 Dec 2024 Maturity Term loan, current 4.0 Mar 2025– Dec 2025 Term loan, non-current 16.0 Jan 2026 Revolving credit facility 90.0 Jan 2026 Account overdrafts 15.0 Jan 2026 Total committed credit facilities 125.0 Commercial paper program 150.0 N/A Available liquidity reserves, including the committed revolving credit facility, account overdrafts and cash and cash equivalents, amounted to EUR 80.3 million (90.7). Additional to the committed facilities, the Group also has access to short-term debt capital markets via a com- mercial paper program of EUR 150 million. On 31 December 2024, EUR 10.0 million (8.0) of the commer- cial paper program and EUR 46.0 million (39.0) of the revolving credit facility were utilized. Commercial guarantees On 31 December 2024, the commercial guarantees issued by the banks and other financial institutions on behalf of the Group amounted to EUR 52.3 million (89.3). Sustainability Eltel has, in accordance with the Annual Accounts Act chapter 6 section 11, prepared the statutory Sustainabil- ity Report as a separate report which was approved for issue by the Board of Directors and the President and CEO. The scope of the Statutory Sustainability Report is defined on pages 26–50. Employees Eltel’s goal is to be the most attractive employer in the industry by focusing on employee engagement and development opportunities. At the same time, we strive to be the best partner in the projects we deliver, prioritiz- ing the well-being of all those affected by our operations. Ensuring that all employees return home safely every day is Eltel’s top priority. Working on sites and transpor- tation to and from the different work locations involves significant health and safety risks due to the nature of the tasks performed. These include, for example, electri- cal safety hazards and risks associated with working at heights, managing aging infrastructure, and road safety. In 2024, the Lost Time Injury Frequency rate (LTIFR) increased slightly from 2.8 to 3.5, though this result still met our established safety targets. Eltel conducts an annual group-wide employee engagement survey. The purpose is to communicate and understand how the employees feel about various aspects of their work, including managerial duties, work- load, and opportunities for professional development. In 2024, a new area was added to the survey, Company val- ues. It appears that efforts to communicate the values have been well-received by employees, as the average score for employee identification with these values was 3.9 out of 5. Once again, Relationships with Colleagues was the highest-rated area, improving to 4.2, from last year. Health and Safety, Meaningfulness and Participa- tion, and Relationship with Manager continue to be important drivers of employee engagement. In 2024, the average number of employees decreased by 9.4% to 4,550 (5,024). At the same time as Eltel recruited new skills to meet the needs in the new areas of renewable energy such as solar power and e-Mobility, a certain number of employees in the various charging units were laid off due to lower volumes than previously expected. For more information, please refer to social information, pages 44–48. Annual Report 2024 55 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Risk management The goal of Eltel’s Risk Management is to safeguard strategy execution from unexpected risks through assessing risks and opportunities on a daily basis. Risk awareness is part of our daily mindset. The control environment within Eltel’s corporate govern- ance framework includes a set of clear rules of proce- dure for the Board of Directors and its committees, a clear organizational structure, documented delegation of authority (from the Board of Directors to the Group Management Team) and a series of Group policies and instructions. The governance framework and internal controls are applicable to all Eltel companies. Eltel has a risk management process in place. The Internal Audit Function evaluates if the process is being followed and communicates identified deficiencies to top management. For more information regarding financial risk management, please refer to note 14 in the Consolidated financial statements. Risk Reporting The Group Risk Management Team (RM Team), which is comprised of members of the current Group Function Management as defined in the Risk Management Policy, is responsible to ensure that risks are addressed ade- quately by Country Unit management. This is performed bi-annually when the forum discusses the risks and reviews them with a comparable view to ensure ade- quate risk management is in place. The forum provides feedback to the Audit Committee and the Board of Direc- tors. Country Unit Group CEO/CFO Group RM Team Board/ Audit Committee Identifies operational risks and opportunities. Reports risks, weight of risks and potential action plan via Monthly Business Review template. Addresses risks and opportunities as part of the Business Plan. Reviews risks and opportu- nities during monthly busi- ness reviews. Confirms actions and deadlines. Reviews and approves risks as part of the Business Plan. Reports top operational risks to the Audit Commit- tee at least bi-annually. Meets bi-annually to review top risks to identify issues and decide whether further actions are needed, or  escalated. Prepares a bi-annual risk report to the Audit Committee as a summary of top strategic and opera- tional risks. Reviews deliverables from management and provides advice to the CEO. Provides feedback Reports RISK REPORTING ROLES Annual Report 2024 56 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Risk management MOST SIGNIFICANT RISKS Strategic risk Actions Type Sales and EBITA development long term: Eltel’s limited capability to adjust to fluctuating customer demands is a sales and profitability risk. During the strategy period 2024–2026 the actual timing and value of telecom customers’ CAPEX investments is uncertain. Furthermore, there is a risk of project delays due to higher than acceptable financing costs for customers, in new market segments such as e-Mobility, solar PV and mobile indoor. Inability to realize savings measure targets may further impact Eltel’s ability to improve profitability as planned. Actions are ongoing to develop the offering and secure project timelines. Increased Group Management steering and analysis of the effect of saving measures. Sales and EBITA Financial risk: The most significant financial risks are risks related to the availability of financing (refinancing and obtaining new loans) and liquidity. As it is unlikely that bank financing can be increased in the short term, Eltel will likely have to seek some other form of liquidity buffer to secure continued operations and investment in growth. Financing and liquidity High dependency on one key customer in Norway: Contract renegotiations and changes in volumes coming from the key customer have a significant impact on the net sales, profitability and operations of the Norwegian Country Unit. There are ongoing activities to find growth and broaden the customer base, as well as increased support and focus from Group Management and Group Functions. Customer Operative risk Actions Type Health and safety in the working environment: Risk to employee or subcontractor health and safety in our operations is Eltel’s most salient human rights risk. Main risk is injuries and incidents which may occur to our employee’s and/or subcontractors through their daily activities. Sharing of learnings from incidents and cascading safety bulletins throughout the organization including sharing such details with subcontractors, mainly to technicians and project managers, to improve awareness and incident prevention. Health and safety Capacity and competences: Lack of strong commercial mindset through-out the organization increases the risk of not reaching targets related to Eltel’s overall profitability and market share on new markets. The availability of resources and finding the right competences is a challenge. The increasing salary levels make it even more challenging to attract and retain the right people. Increased training of relevant personnel and overall awareness of commercial mindset. Increasing capacity to manage growth into new markets. Increasing resources through recruitment and the use of subcontractors. Actions also include moving resources between teams where possible to ensure the production capacity. Capacity and competence Inconsistent ways of working: Lack of standardized processes, sub-optimal systems/applications and inconsistent general ways of working decrease Eltel’s ability to reach desired savings, efficiency and EBITA targets as well as perform accurate forecasting. Such also increases the risk of unexpected write-downs, penalties and/or poor result. Harmonization initiatives steered by cross-border forums and use of Group Shared Services (GSS) as a strategic partner. This includes process and tool development as well as sharing of key learnings and best practices. Process IT & Cybersecurity: Increased cybercrime activity can present risks to the Group’s data security and continuity. Human behavior is a key risk for IT security (e.g. downloading of unlicensed or malicious software or improper data transfers). Investing in capabilities to identify serious threats to security and continuity. Security training given high focus to secure that the human firewall is in place. Group and Local NIS2 steering committees and defined action plans. IT & Cybersecurity Sustainability: There is a risk that during the tendering and planning phases the increasing sustainability related requirements in customer contracts are not fully considered or accurately defined, leading to unexpected costs, penalties and/or reputational dam- age for Eltel. Further refer to Sustainability Report, pages 26–50. Ensuring that sustainability requirements are comprehensively considered during the tendering and planning phases and sub- sequent implementation phase. Further refer to Sustainability Report, pages 26–50. Sustainability Annual Report 2024 57 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Risk management Remuneration of senior executives For information regarding remuneration to senior execu- tives in 2024 and 2023, please refer to note 30 Remuner- ation to senior executives, in the Consolidated financial statements. The Board of Directors of Eltel AB does not propose any changes to the guidelines for remuneration to senior executives, as adopted at the Annual General Meeting 2024. Guidelines for remuneration to senior executives of the company Eltel AB’s Annual General Meeting 2024 resolved to adopt guidelines for remuneration to senior executives on the following principal terms and conditions. Scope and applicability of the guidelines These guidelines for remuneration to senior executives cover remuneration to the Board of Directors, the CEO, the Deputy CEO and other senior executives (the Group Management Team). The guidelines are applicable to remuneration agreed, and amendments to remuneration already agreed, after the adoption of the guidelines by the Annual General Meeting 2024.The guidelines apply until the general meeting resolves to adopt new guide- lines for remuneration to senior executives. These guidelines do not apply to any remuneration decided or approved by the general meeting, e.g. remuneration to the Board of Directors and long-term incentive pro- grams, which are decided separately by the general meeting of shareholders. The Board of Directors shall be entitled to temporarily deviate from these guidelines, in whole or in part, if special reasons justify doing so in an individual case and such deviation is necessary in order to meet the Company’s long-term interests and sustainability or to ensure the company’s financial viability. If such a devia- tion occurs, it must be reported in the Remuneration Report before the next Annual General Meeting. As set out below, the Remuneration Committee’s tasks include preparing the Board of Directors’ resolutions in remuner- ation related matters, including potential matters regarding deviation from the guidelines. The guidelines promote the company’s business strategy, long-term interest and sustainability The Board of Directors considers that a prerequisite of the successful implementation of the company’s business strategy and safeguarding of its long-term interests, including its sustainability, is that the company is able to recruit and retain a highly competent manage- ment with capacity of achieving specified goals. To this end, it is necessary that the company can offer competi- tive remuneration to motivate senior executives to do their utmost. Variable cash remuneration covered by these guide- lines shall be based on criteria that aim at promoting the company’s business strategy and long-term interests, including its sustainability, and where the fulfilment of the criteria is determined by the method set out below. For a description of the company’s strategy, please refer to www.eltelgroup.com/investors/investor-information/ strategy-and-targets/ Forms of remuneration The remuneration to senior executives shall be based on market terms. The remuneration may consist of fixed base salary, variable remuneration, pension, and certain other benefits. In addition, the general meeting may – regardless of these guidelines – resolve on share- related or share price related remuneration. Fixed base salary Fixed base salary for senior executives reviewed yearly and in accordance with local practices. The fixed base salary constitutes 60–80% of total remuneration exclud- ing LTI and assuming a 50% outcome of STI. Cash short-term incentives (STI) The aim of the short-term incentive is to reinforce the right performance and behaviors – financially and operationally – and to align the individual performance with the company’s business strategy, long-term inter- ests, and sustainability. The key performance criteria for senior executives are primarily financial, i.e. net sales, EBITA, operative cash- flow, net working capital (NWC) in relevant currencies and safety measured as the lost time injury frequency rate (LTIFR). A minor part of certain senior executives’ key performance criteria can be discretionary under spe- cial circumstances. The minimum financial performance of the company for any STI pay-out is defined by the Board of Directors as a level of result in EBITA. This level is set to guarantee a lowest level of earnings for the company before any STI pay-out is made. The short-term incentives can amount to a maximum of 80% of the fixed base salary for the CEO and 60% for other senior executives. Unless otherwise provided by mandatory law or obli- gations in applicable collective bargaining agreements, short-term incentives shall not entail any deposition of pension. The STI is paid in connection with the ordinary monthly salary that is paid four months after the end of the qualifying period. The company is not able to recover remuneration paid out as STI. In specific situations, for example in relation to potential divestments, M&A or specific projects, Eltel may offer cash bonuses that are conditional on the success of the specific transaction or project. Long-term Incentives (LTI) Senior executives can be offered share-related or share price-related remuneration. LTI are intended to improve the participants’ commitment to the company’s develop- ment and they shall be implemented on market- based terms. Resolutions on incentive programs related to shares and share prices must be passed at the general meeting and are therefore not covered by these guidelines. Other benefits Pension Senior executives are offered pension benefits that are primarily based on defined insurance payments and in accordance with local practices.The pension benefits are generally funded through payments to insurance companies or trustee-administered funds. Company car Senior executives are offered a company car and other benefits (such as allowances to physical activity, personal health, lunch facilities, health insurance etc.) in accordance with local rules, regulations, and practices in each country. Other benefits constitute 4–14% of total remuneration excluding LTI and assuming a 50% outcome of STI. Annual Report 2024 58 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Risk management Notice of termination and severance pay The senior executives’ employment or contractual agreements shall be valid until further notice or for a specified period of time. The notice period is twelve months for the CEO in the event of termination by the company and twelve months in the event of termination by the CEO. In the event of ter- mination by the company, the CEO is entitled to a sever- ance pay equivalent of twelve months’ fixed base salary and payable in one sum. The total amount of the salary and severance payment for the CEO may not exceed an amount corresponding to two years’ fixed base salary. The notice period is twelve months for other senior executives in the event of termination by the company and six months in the event of termination by other sen- ior executives themselves. No other senior executive than the CEO is entitled to severance payment. Salary and terms of employment for employees In preparing the Board of Directors’ proposal for these remuneration guidelines, the salaries, and terms of employment for the company’s employees have been taken into account. Information about employees’ total remuneration, components of their remuneration as well as increases in remuneration and increases over time have been obtained and have constituted a part of the Remunera- tion Committee’s and the Board of Directors’ decision basis in their evaluation of the fairness of the guidelines and the limitations arising from them. The resolution process The Board of Directors shall prepare a proposal for new guidelines when there is a need for significant changes to the guidelines, however at least every four years. The Board of Directors’ proposal is prepared by the Remu- neration Committee. The chairman of the Board of Directors may chair the Remuneration Committee. In order to manage conflicts of interest, other members of the Remuneration Committee who are elected by the Annual General Meeting must be independent in relation to the company and the senior executives. The Remuneration Committee shall, inter alia, monitor and evaluate the application of the guidelines for remu- neration to senior executives decided by the Annual Gen- eral Meeting. When the Remuneration Committee has prepared the proposal, it is submitted to the Board of Directors for decision. The CEO or other senior executives shall not be pres- ent while the Board of Directors addresses matters related to remuneration and passes resolutions about them, insofar as they are affected by the matters. If the Annual General Meeting does not resolve to adopt guidelines when there is a proposal for such, the Board of Directors shall submit a new proposal no later than the next Annual General Meeting. In such cases, remuneration shall be paid in accordance with the current guidelines or, if no guidelines exist, in accord- ance with the company’s practice. External advisors are used in the preparation of remu- neration-related matters when deemed necessary. Subsequent events Ingrid Therese Tjøsvold appointed as new Managing Director for Eltel Norway On 15 January 2025, it was announced that Ingrid Therese Tjøsvold had been appointed as new Managing Director for Eltel Norway. Ingrid Therese Tjøsvold replaces Thor-Egel Bråthen who is leaving Eltel. Ingrid Therese Tjøsvold assumed her role in February 2025. Corporate Governance Report Eltel has issued a Corporate Governance Report for the financial year 2024. The Corporate Governance Report has been prepared in accordance with the Swedish Corporate Governance Code. The Eltel share Eltel’s shares are listed on Nasdaq Stockholm, under the trading symbol “ELTEL”. As per 31 December 2024, the total number of shares amounts to 160,585,581 divided into 156,736,781 ordinary shares with 1 vote per share and 3,848,800 C shares with 1/10 vote per share. The share capital entered in the trade register per 31 Decem- ber 2024 is EUR 161,950,203. More about the Eltel share please refer to pages 110–111. Dividend policy A dividend policy has been adopted whereby 50% of Eltel’s consolidated net profit shall be paid in dividends over time (with flexibility in relation to the pay-out ratio). The Parent Company Eltel AB owns and governs the shares of Eltel Group. The Company holds management functions but has no oper- ative business activities and its risks are mainly attribut- able to the value and activities of its subsidiaries. The Parent Company’s income amounted to EUR 8.3 million (1.9) related to support function services pro- vided to the Group. The operating expenses amounted to EUR 9.1 million (7.4). Financial income amounted to EUR 21.2 million (20.8) related to interest income from Group companies. Financial expenses amounted to EUR 4.2 million (3.6) and Group contribution of EUR 16.0 million (11.6) was given to a subsidiary company. Net result was EUR 0.2 million (0.1). The Board’s proposal for the distribution of profits The Parent Company’s non-restricted equity on 31 December 2024 was EUR 303,317,433.53 of which the net profit for the year was EUR 164,746.60. The Board of Directors proposes to the Annual General Meeting that no dividend be paid for the year 2024 and that the non-restricted equity of EUR 303,317,433.53 be retained and carried forward. Annual Report 2024 59 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Corporate Governance report Eltel AB (publ) (hereafter referred to as “Eltel” or the “Company”) is a Swedish public limited liability company with its shares admitted to trading on Nasdaq Stockholm. Eltel complies with the guidelines and provisions of its Articles of Association, the Swedish Companies Act (Sw. Aktiebolagslagen (2005:551)), the Swedish Annual Accounts Act (Sw. Årsredovisningslagen (1995:1554)), the rules and regulations of Nasdaq Stockholm’s Rule Book for Issuers, as well as other applicable Swedish and international laws and regulations. Eltel applies the Swedish Corporate Governance Code (the “Code”), issued by The Swedish Corporate Governance Board (Sw. Kollegiet för svensk bolagsstyrning), available at www.corporategovernanceboard.se Eltel’s Audit Committee has reviewed this Corporate Governance Report (the “Report”) and confirms that the description of the main features of the internal audit and risk management section, as related to the financial reporting process, is consistent with the financial state- ments, as set out in Eltel’s Annual Report 2024. Eltel’s governance structure Eltel’s internal governance is regulated by the Swedish Companies Act and the Code. Shareholders Ownership structure As per 31 December 2024, Eltel has 3,321 shareholders. The four largest shareholders of Eltel AB are Solero Luxco S.á.r.l. 16.4% (a company controlled by Triton Funds), Wipunen Varainhallinta Oy 14.9%, the Fourth Swedish National Pension Fund (AP4) 9.6%, and Heikintorppa Oy 8.7%. The four largest shareholders referred above together represent 49.5% of the votes in the Company. Shares and votes Eltel’s shares are listed on Nasdaq Stockholm, under the trading symbol “ELTEL”. As per 31 December 2024, the total number of shares amounts to 160,585,581 divided into 156,736,781 ordinary shares with 1 vote per share and 3,848,800 C shares with 1/10 vote per share. The share capital entered in the trade register per 31 Decem- ber 2024 is EUR 161,950,203. The General Meeting of shareholders The General Meeting of shareholders is Eltel’s highest decision-making body. In addition to the Annual General Meeting of shareholders, Extraordinary General Meet- ings of shareholders may be convened at the discretion of the Board of Directors or, if requested by the external auditor or by shareholders holding at least 10% of the shares. At the Annual General Meeting, shareholders exercise their voting rights on matters such as: • Approving the financial statements • Deciding on the distribution of dividends • Discharging the company’s Board of Directors and CEO from liability for the financial year ELTEL’S GOVERNANCE STRUCTURE CEO NorwayFinland Denmark Other business Sweden Legal & Sourcing Business Development Communications & Investor Relations Finance & Administration Board of Directors Annual General Meeting Audit Committee Auditors Remuneration Committee Nomination Committee Annual Report 2024 60 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Corporate Governance report • Electing the Company’s Board of Directors and auditors and deciding on their remuneration • Other matters as stipulated in the Swedish Compa- nies’ Act, the Articles of Association or the Code, as applicable. All General Meetings are convened by notice in the Swedish Official Gazette (Sw. Post- och Inrikes Tidningar) and by publishing the notice of the meeting on Eltel’s website. At the time of the notice, an announce- ment with information that the notice has been issued is published in the newspaper Svenska Dagbladet. Eltel also publishes invitations to its General Meetings as regulatory press releases. All shareholders who have been entered in the share register and have informed the Company of their attend- ance within the time limit stated in the notice of the meeting are entitled to participate at Eltel’s General Meetings and vote according to the number of shares held. Shareholders are also entitled to be represented by a proxy at the meeting. Annual General Meeting 2024 Eltel’s Annual General Meeting was held on 14 May 2024. Shareholders representing 94,902,767 shares, constituting 59.1% of the total number of shares and votes in the Company, participated. Matters addressed at the meeting included the following: • Resolution regarding adoption of the profit and loss statement and the balance sheet and the consoli- dated profit and loss statement and consolidated bal- ance sheet and resolution regarding appropriation of the Company’s profit according to the adopted bal- ance sheet • Resolution regarding discharge from liability for the members of the Board of Directors and the CEO • Re-election of Ann Emilson, Joakim Olsson, Erja Sankari, and Roland Sundén as members of the Board of Directors. New election of Per Sjöstrand and Johan Nordström as members of the Board of Directors and Per Sjöstrand as Chairman of the Board of Directors. • Election of KPMG AB as the auditor (whereby it was announced that Fredrik Westin will continue as auditor-in-charge) • Resolution regarding approval of the Remuneration Report for 2023 • Resolution regarding adoption of guidelines for remuneration to senior executives • Resolution regarding a share-based long-term incen- tive program 2024 (“LTIP 2024”) • Authorization for the Board of Directors to resolve to issue new shares and authorization for the Board of Directors to resolve to repurchase and transfer the Company’s own shares. The minutes of the Meeting and other related docu- ments can be found on Eltel’s website: https://www.eltelgroup.com/about-us/corporate- governance/annual-general-meeting/agm-archive/ Annual General Meeting 2025 and Annual Report 2024 Eltel’s Annual General Meeting 2025 will be held on  The Annual Report 2024 will be made available on the Group website www.eltelgroup.com from week 13, 2025. Nomination Committee According to the Rules of Procedures for the Nomina- tion Committee (the “Rules of Procedure”), the commit- tee shall, as a starting point, comprise four members, each representing one of the four largest shareholders in Eltel as per the last banking day in August the year before the Annual General Meeting. The Rules of Proce- dures stipulate that the Nomination Committee’s main duties are to propose candidates for the Board of Directors, the Chairman of the Board, as well as fees and other remuneration for the members of the Board of Directors, and that the Nomination Committee is to make proposals on the election and remuneration of the statutory auditor. Shareholders in Eltel are invited to sub- mit proposals to the Nomination Committee. Further, under the Rules of Procedures, the Nomination Commit- tee shall pay special attention to the requirements relat- ing to diversity and breadth of qualifications, experience, and background, as well as the requirement to strive for gender balance in the Board of Directors. Pursuant to the Rules of Procedures, the Nomination Committee shall accomplish its duties in accordance with the Code. As stated in the Nomination Committee’s motivated statement in April 2024, when preparing its proposal on the composition of the Board of Directors for the Annual General Meeting 2024, the Nomination Committee applied rule 4.1 of the Code as diversity pol- icy. Pursuant to rule 4.1 of the Code, (i) the Board of Directors shall have a composition appropriate to the company’s operations, phase of development and other relevant circumstances, (ii) the Board members elected by the general meeting shall collectively exhibit diversity and breadth of qualifications, experience and back- ground, and (iii) the company shall strive for gender bal- ance on the Board. The aim of the diversity policy is that the Board of Directors shall have a composition that ensures its capacity to manage the Company’s affairs efficiently, with integrity and in the best interests of the Company and all its shareholders. Out of the Board members elected by Eltel’s Annual General Meeting 2024, four (4) were men and two (2) were women. An annual evaluation of the Board of Directors’ work, expertise, composition, and independence of its mem- bers is initiated by the Chairman of the Board of Direc- tors, partly to assess the preceding year and partly to identify areas of development for the Board of Directors. The evaluation is performed with the support of an eval- uation form and through discussions, as well as through individual interviews of the members of the Board of Directors. Nomination Committee for the AGM 2025 For the 2025 Annual General Meeting, the Nomination Committee consists of the following members (votes as per last banking day in August 2024): • Gustaf Backemar, Chairman, Solero Luxco S.á.r.l. (approx. 16.4% of votes) • Peter Immonen, Wipunen Varainhallinta Oy (approx. 14.9% of votes) • Thomas Ehlin, the Fourth Swedish National Pension Fund (approx. 9.6% of votes) • Ingeborg Åkermarck, Heikintorppa Oy (approx. 8.0% of votes). The members of the Nomination Committee have met on three occasions and held separate sessions to inter- view individual members of the Board. The Nomination Committee’s complete proposals for the 2025 Annual General Meeting will be published in the notice convening the 2025 Annual General Meeting. The Board of Directors The Board of Directors’ responsibility is regulated by the Swedish Companies Act, the Swedish Annual Accounts Act, the Company’s Articles of Association, directions given by the General Meeting and the Charter for Eltel’s Board of Directors adopted by the Board of Directors. In addition, the Board of Directors shall comply with the Code and Nasdaq Stockholm’s Rule Book for Issuers, as well as other applicable Swedish and international laws and regulations. Annual Report 2024 61 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Corporate Governance report Responsibility of the Board of Directors The Board of Directors is responsible for the Company’s organization and administration of the Company’s affairs. The Board of Directors shall continuously assess the Group’s financial situation, as well as ensure that the Company’s organization is structured in such a way that the accounting, management of funds and the financial conditions are securely controlled. The Board of Directors is also responsible for setting objectives and strategies, ensuring efficient systems for follow-up and control of the Company’s operations, iden- tifying how sustainability issues impact risks to and business opportunities for the Company, and that satis- factory controls are in place to ensure the Company’s compliance with laws and other regulations applicable to Eltel’s operations. Furthermore, the Board of Directors shall ensure the implementation of appropriate policies and other steering documents regarding the Company’s conduct and that any public disclosure of information is made in accordance with laws and established prac- tices (including Nasdaq Stockholm’s Rule Book for Issuers). In addition, the tasks of the Board of Directors include appointing, evaluating and, if necessary, dismissing the CEO. With the exception of employee representatives, members of the Board of Directors are appointed at the Annual General Meeting one year at a time for the period until the end of the next Annual General Meeting. According to the Company’s Articles of Association, the number of members of the Board of Directors to be elected at the General Meeting shall be no less than three and no more than ten ordinary members and no more than three deputies. In accordance with the Code, the majority of the members of the Board of Directors shall be independent of the Company and its management. Eltel’s Board of Directors has adopted a Charter for its work. The Charter is reviewed annually. The Charter regulates, for example, the Board of Directors’ roles and responsibilities, the Board’s ways of working and the division of tasks within the Board. The Board of Directors also has adopted an Instruction for the CEO of Eltel, as well as an Instruction for financial reporting. Board of Directors in 2024 As per 31 December 2024, the Board of Directors con- sists of eight ordinary members (six members elected by the General Meeting of shareholders and two employee representatives): • Per Sjöstrand, Chairman • Ann Emilson • Johan Nordström • Joakim Olsson • Erja Sankari • Roland Sundén • Stefan Söderholm, employee representative • Björn Tallberg, employee representative The members of the Board of Directors are presented in greater detail in the section “Board of Directors” on page 65. The Chairman Per Sjöstrand and the Board members Ann Emilson, Johan Nordström, Erja Sankari and Roland Sundén are deemed to be independent of the owners and the Company. Joakim Olsson is deemed to be inde- pendent of the Company but dependent on significant shareholders due to his positions in relation to Solero Luxco S.á.r.l. MEMBERS OF THE BOARD OF DIRECTORS Name Position Year of birth Election year Share- holding Remuneration EUR Independence from main owners Independence of the Company Per Sjöstrand 1) Chairman 1958 2024 – 79,100 Yes Yes Ulf Mattsson 2) Chairman 1964 2017 – 39,600 Yes Yes Ann Emilson Member 1965 2022 – 44,700 Yes Yes Gunilla Fransson 2) Member 1960 2016 – 17,600 Yes Yes Johan Nordström 1) Member 1965 2024 – 24,300 Yes Yes Joakim Olsson Member 1965 2018 – 44,700 No Yes Erja Sankari Member 1973 2022 – 44,700 Yes Yes Roland Sundén Member 1953 2018 150,000 58,400 Yes Yes Stefan Söderholm Employee representative 1960 2021 – – Yes No Björn Tallberg Employee representative 1976 2015 – – Yes No 1) From 14 May 2024. 2) Until 14 May 2024. Information about the Board of Directors’ other assignments can be found on page 65. BOARD MEETING PARTICIPATION 2024 30 Jan 5 Feb (extra) 13 Feb 21 Mar 25 Apr 10 May 3) 14 May 28 May 13 June 24 July 11 Sep 30 Oct 7 Nov (extra) 12 Dec Per Sjöstrand 1) – – – – – – • • • • • • • • Ulf Mattsson 2) • • • • • • – – – – – – – – Ann Emilson • • • • • • • • • • • • • • Gunilla Fransson 2) • • • • • • – – – – – – – – Johan Nordström 1) – – – – – – – • • • • • • • Joakim Olsson • • • • • • • – • • • • – • Erja Sankari • • • • • • • • • • • • • • Roland Sundén • • • • • • • • • • • • • • Stefan Söderholm • • • • • • • • • • • • • • Björn Tallberg • • – • • • • – • • • • • • 1) From 14 May 2024. 2) Until 14 May 2024. 3) Per capsulam. Annual Report 2024 62 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Corporate Governance report Matters for the Board of Directors during 2024 In 2024, the main focus of the Board of Directors was to ensure the execution of the Company’s strategy and improvement of profitability and liquidity. The sale of HV Poland was also a main focus. In 2024, the Board of Directors held 14 meetings. For details of Board member participation in Board meet- ings, please see table Board meeting participation 2024. Evaluation of the Board of Directors’ performance To ensure the quality of the work of the Board of Direc- tors and to identify the possible need for further exper- tise and experience, the work of the Board of Directors and its members is evaluated annually. In 2024, evalua- tions, led by the Chairman of the Board of Directors, were carried out by way of each Board member respond- ing to an online questionnaire. The compiled results were presented to the Board of Directors at the final Board meeting of the year. The Chairman of the Board of Directors also presented the results of the evaluations at a meeting with the Nomination Committee. Board committees An Audit Committee and a Remuneration Committee is annually appointed by the Board of Directors in its con- stituent meeting following the Annual General Meeting. The Board of Directors may also appoint other commit- tees, if deemed necessary. The Board of Directors appoints the members of the committees and their chairmen by taking account of the expertise and experi- ence required for the duties. The members of each com- mittee are appointed for the same term of office as the Board of Directors itself. The main responsibilities of the committees, as further outlined below, are to prepare matters that are within the Board of Directors’ decision power. The Audit Committee The main responsibilities of the Audit Committee are to: • Monitor the Company’s financial reporting • Monitor the effectiveness of the Company’s internal control, internal audit, and risk management • Keep itself informed regarding the audit of the Annual Report and Group accounts • Review and monitor the impartiality and independ- ence of the auditor, paying particular attention to whether the auditor provides the Company with ser- vices other than auditing services • Assist in the preparation of proposals to the resolu- tions to the General Meeting regarding the election of an auditor • Advise and perform tasks that are specifically dele- gated from the Board of Directors, if any. As part of the tasks described above, the Chairman of the Audit Committee shall support senior management with matters related to financial reporting and informa- tion disclosure and have ongoing contact with the audi- tor on these topics. The Audit Committee Chairman shall also support the CEO, the CFO and Group Communications in matters relating to information disclosure, financial reporting, and media contacts, particularly in the event of a crisis. The Audit Committee in 2024 As per 31 December 2024, the Audit Committee con- sists of three members: Roland Sundén (Chairman), Joakim Olsson and Erja Sankari. In 2024, the Audit Committee held six meetings, at which Eltel’s external auditor (except for one extra Audit Committee Meeting) and representatives of the Company’s management were present. AUDIT COMMITTEE PARTICIPATION 2024 13 Feb 23 Apr 24 Jul 5 Sep (extra) 30 Oct 10 Dec Gunilla Fransson 1) • • – – – – Joakim Olsson • • • • • • Erja Sankari • • • • • • Roland Sundén • • • • • • 1) Until 14 May 2024. The Remuneration Committee The main responsibilities of the Remuneration Commit- tee are to: • Prepare the Board of Directors’ resolutions on issues concerning remuneration principles, remunerations, and other terms of employment for the senior man- agement • Monitor and evaluate programs for the variable remu- neration of senior management, both ongoing and terminated during the year • Monitor and evaluate the application of the guidelines for the remuneration of senior management upon which the Annual General Meeting is legally obliged to decide, as well as the current remuneration structures and levels in the Company • Assess and plan the succession of senior management at Eltel. The Remuneration Committee in 2024 As per 31 December 2024, the Remuneration Commit- tee comprises three members: Per Sjöstrand (Chair- man), Ann Emilson and Roland Sundén. The Remuneration Committee held four meetings in 2024. REMUNERATION COMMITTEE PARTICIPATION 2024 6 Feb 21 Mar (extra) 3 Oct 9 Dec Per Sjöstrand 1) – – • • Ulf Mattsson 2) • • – – Ann Emilson • • • • Roland Sundén • • • • 1) From 14 May 2024. 1) Until 14 May 2024. Remuneration principles at Eltel Eltel’s guidelines for remuneration to senior executives, as adopted at the Annual General Meeting 2024, are set out in the Board of Directors’ Report. Eltel’s Remunera- tion Report for 2024 will be submitted for approval at Eltel’s Annual General Meeting 2025. External Audit The Annual General Meeting appoints an external audi- tor for one year at a time. The external auditor is respon- sible for auditing the annual financial statements of the Group and Parent Company. The external auditor also reviews the third quarter interim report, the Corporate Governance Report, the Sustainability Report and the Company’s administration. The external auditor attends all regular Audit Committee meetings and reports observations related to internal control, administration of the Company and the review of the third quarter and the annual financial statements. The external auditor attends at least one Board meeting each year. External auditor in 2024 The Annual General Meeting in 2024 elected KPMG AB as Eltel’s external auditor for a one-year mandate, with Fredrik Westin as auditor-in-charge. In 2024, total fees paid to the external auditors, KPMG AB, amounted to EUR 0.8 million, of which non-auditing services totaled EUR 0.1 million. Annual Report 2024 63 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Corporate Governance report Group Management Team Chief Executive Officer Eltel’s President and Chief Executive Officer (CEO) reports to the Board of Directors. Håkan Dahlström is the President and CEO of the Eltel Group. The CEO’s responsibility is governed by the Swedish Companies Act, the Swedish Annual Accounts Act, the Company’s Articles of Association, directions given by the General Meeting, Eltel’s Instructions to the CEO and other direc- tions and guiding principles established by the Board of Directors. Group Management Team The Group Management Team (“GMT”), chaired by the CEO, meets a minimum of 10 times annually (12 times in 2024). The GMT considers strategic and operational issues related to the Group and its businesses, as well as investments, Group structure and corporate steering systems, and it supervises the Company’s operations. The GMT also delivers the annual business plan, budget and forecast updates to the Board of Directors in accordance with the Company’s established planning cycle. The Group Management Team comprises the following members 1) : • Håkan Dahlström, President and CEO • Tarja Leikas, CFO • Caroline Lindgren, General Counsel and Head of Sourcing • Alexandra Kärnlund, Director, Communications and Investor Relations • Pamela Lundin, Director, Business Development • Juha Luusua, Managing Director, Eltel Finland • Lars Nilsson, Managing Director, Eltel Sweden • Ingrid Therese Tjøsvold, Managing Director, Eltel Norway 1) Henrik Sundell, General Counsel, left the company on 31 January 2024 and was replaced on 1 February 2024 by the current General Counsel, Caroline Lindgren. Elin Otter, Director, Communications and Investor Relations left the Company on 26 April 2024 and was replaced on the same day by the current Director,  was replaced by the current Managing Director, Eltel Norway, Ingrid Therese Tjøsvold. • Claus Metzsch Jensen, Managing Director, Eltel Denmark. Information on the members of the GMT can be found on page 66. Control systems Guidelines and manuals Eltel’s internal control system, which comprises all corporate governance including policies, guidelines, and procedures, is communicated via management, and is organized according to the requirements of each Country Unit. Eltel’s IFRS Accounting Manual contains instructions and guidance on accounting and financial reporting to be applied at all Eltel Group companies. The manual’s objective is to provide guidance on Eltel Group accounting principles to be applied in Group reporting as well as preparation of the consolidated financial statements. Fundamental Eltel policies cover areas such as authorization, Code of Conduct, internal control and risk management, reporting of suspected violations of laws, sanctions and export control, ethics or misconduct (whistleblowing) to Eltel’s Compliance unit, health and safety, crisis and communications and investor rela- tions, sustainability, responsible procurement, restric- tions on insider trading, accounting and controlling, IT (including AI). As part of regular monitoring, Eltel conducts internal audits to verify that the Company complies with the approved governance. Regular reporting, follow-up and escalation procedures have been implemented in which the Audit Committee is ultimately made aware if issues are identified. The CEO is primarily responsible for implementing the Board of Directors’ instructions in the day-to-day work. The CEO regularly reports to the Board based on estab- lished procedures. Furthermore, monthly operational business reviews are conducted with the CEO and CFO. Information and communications All external communications are carried out in accord- ance with the relevant regulations and Eltel’s Crisis and Communications Policy. Eltel has a Group Communications function that focuses on three key communication areas: Investor Relations, internal and external communications and brand and marketing. Follow-up The Board of Directors and GMT monitor Eltel’s compli- ance with adopted policies and guidelines. At each Board meeting the Company’s financial position is addressed. The Remuneration and Audit Committees play key roles in terms of, for example, remuneration, financial statements and internal control. Prior to the release of interim reports and the Annual Report, the Audit Committee and the Board of Directors review the financial statements. Eltel’s management conducts a monthly follow-up of earnings, analyzing any deviations from the budget, forecasts and the previous year. The duties of the external auditor include performing an annual review of the internal controls of the Group and Group subsidiaries. Status and identified deviations are addressed at the Audit Committee meetings or escalated earlier, when appropriate. The Board of Directors meets with the auditors once a year to review the internal controls and, in specific cas- es, to instruct the auditors to perform separate reviews in specific areas. The auditors attend all regular Audit Committee meetings. Priority areas in 2024 Eltel’s significant priority areas for 2024 included the following: • Continued implementation and execution of the strategy (including the launch of the Eltel values create opportunities, always professional, care for life and combine strengths; and implementation of Objectives and Key Results (OKR) to measure the execution of the strategy) • Improving commercial capabilities • Expanding the customer base and broadening the offering e.g. in solar, BESS, etc. • Prioritize core operational improvements • Sale of HV Poland to minimize complexity and risks associated with project business outside Nordics • Sustainability work accelerated due to its impact on our business and the reporting requirements. Internal audit 2024 Internal audit is responsible for internal audit engage- ments, the internal control framework, the group risk management process and the monitoring of Eltel’s com- pliance with governance principles, which are based on Eltel’s Policy and Instruction landscape, applicable laws and generally accepted accounting principles. During the year, the function performed internal audits as per the annual audit plan and updated the internal control catalogue as well as performed internal control testing. The function also assessed and improved com- pliance and risk management processes. The internal audit engagements covered select projects and busi- ness processes both on Group and Country unit level. The outcome of the internal audits and control testing has been followed up and communicated accordingly. The function will continue to focus on the testing and development of internal controls, leading the group risk management process, as well as performing internal audits of customer projects and key business processes as outlined in the 2025 internal audit plan. Risk management Please see Board of Director’s report page 56–57. Annual Report 2024 64 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report ANN EMILSON Member of the Board since 2022 Born: 1965 M.Sc. Industrial Management and Engineering Positions and other board memberships: – Board committees: Member of the Remuneration Committee Previous positions: EVP, Global Sales & Marketing at Tobii AB. Head of Business Unit Public& Key at Telia. Vice President, Retail, Telecom and Utility Business at CGI Stockholm. Various managerial positions at Ericsson AB. Shareholding: – Board of Directors JOHAN NORDSTRÖM Member of the Board since 2024 Born: 1965 MBA Positions and other board memberships: CEO of Green Landscaping Group. Member of the Board of several of Green Landscaping Group’s subsidiaries. Board committees: – Previous positions: Chairman of the Board of Car-O-Liner Group AB. CEO at Alignment Systems. Managing Director at Europe Drivesol Worldwide Inc. Strategic Business Development Director at Teleflex. CEO at Telair. Shareholding: – JOAKIM OLSSON Member of the Board since 2018 Born: 1965 MBA and M.Sc. Mechanical Engineering Positions and other board memberships: Partner at Triton. Chairman of the Avisory Board of Arvos Group and Dywidag. Member of the Board of Trench Group Advi- sory Board. Board committees: Member of the Audit Committee Previous positions: Chairman of the Board of Seves Group S.á r.l. Member of the Board of Logstor A/S. Chair- man of the Board of Ovako Group AB. Member of the Board of FläktGroup GmbH, VCST and Semcon AB. CEO at SAG Group GmbH and Haldex AB. Shareholding: – ERJA SANKARI Member of the Board since 2022 Born: 1973 M.Sc. Economics Positions and other board memberships: EVP and Chief Operating Officer at iLOQ. Member of the Board of Nurminen Logistics, Partnera Oyj, Proventia Oy and Leden Group. Board committees: Member of the Audit Committee Previous positions: Vice President, Global Supply Chain at Nokia. Vice President, Supply Chain Engineering at Nokia. Head of Oulu Factory at Nokia/Nokia Siemens Networks. Various managerial positions at NSN and Nokia. Shareholding: – ROLAND SUNDÉN Member of the Board since 2018 Born: 1953 M.Sc. Mechanical Engineering Positions and other board memberships: MD at PrimeValue Consult AB. Board committees: Chairman of the Audit Committee, Member of the Remuneration Committee Previous positions: President at Hiab and Member of Cargotec Executive Board. President and CEO at LM Wind Power. President, Agricultural Division at Case New Holland. Executive Vice President at Volvo Construction Equipment. Shareholding: 150,000 shares STEFAN SÖDERHOLM Member of the Board – Employee Representative, since 2021 Born: 1960 Member of the Board of SEKO at Eltel Sweden. Positions and other board memberships: – Board committees: – Previous positions: Several different technical and managerial positions in the current Eltel organization. Shareholding: – PER SJÖSTRAND Chairman of the Board since 2024 Born: 1958 M.Sc. Engineering Positions and other board memberships: Chairman of the Board of Instalco, Håndverksgruppen, Green Landscaping, Uniwater and BPG. Member of the Board of NCG. Board committees: Chairman of the Remuneration committee Previous positions: CEO at Instalco AB. Director, Major Projects at the Swedish Transport Administration. Chairman of the Board of Fasadgruppen Group AB. Shareholding: – BJÖRN TALLBERG Member of the Board – Employee Representative, since 2015 Born: 1976 Chairman of the trade union Unionen at Eltel Sweden. Positions and other board memberships: – Board committees: – Previous positions: Team Leader at Eltel Aviation & Security. Network Engineer at Eltel Aviation & Security. Shareholding: – Shares held in Eltel as of 31 December 2024. Annual Report 2024 65 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report TARJA LEIKAS CFO, since 2023 Born: 1967 M.Sc. Economics Positions and other board member ships: – Previous positions: CFO at Ginolis Group. COO at Eniram Group. CFO (Acting) CEO at Dovre Group. CFO at TeliaSonera Finland. CFO, Business Area Broadband Services Finland at TeliaSonera Group. Shareholding: 24,010 shares Group Management Team ALEXANDRA KÄRNLUND Director, Communications, since 2024 Born: 1973 Bachelor of Arts, Media and Communication and English Master studies, Journalism and Environmental Science Positions and other board member ships: Member of the Board of CISV Östersund. Previous positions: Communications Director, County Administrative Board of Jämtland. Head of Corporate Communications, Tietoevry. Senior PR Con- sultant, Informedia. Other managerial positions at Tietoevry, CGI, Ortivus and Cision. Shareholding: – CAROLINE LINDGREN General Counsel and Head of Sourcing, since 2024 Born: 1978 Master of Laws (LL.M.) Positions and other board member ships: – Previous positions: Head of Legal Sweden at Sweco Sverige AB. Group Legal Counsel at Sweco AB. Associate and Attorney at Mannheimer Swartling Advokatbyrå AB. Shareholding: 1,000 PAMELA LUNDIN Director, Business Development, since 2023 Born: 1970 M.Sc. Political Science Positions and other board member ships: Member of Council, Chamber of Commerce and Industry of Southern Swe- den. Previous positions: CEO at Enercon’s Swedish, Norwegian and Finnish operations. COO at Enercon GmbH Germany Filial. Deputy CEO and Member of the Board of Enercon Energy Converter AB. Project Manager/Project Developer at Eurowind AB. Shareholding: 32,500 JUHA LUUSUA Managing Director, Eltel Finland, since 2018 Born: 1965 M.Sc. Electrical Engineering Positions and other board member ships: Member of the Board of Sähköpooli (part of the Finnish National Emergency Supply Agency). Deputy Chairman of the Board of the Football Association of Finland. Previous positions: President BU Power at Eltel. President Power Distribution at Eltel. Managing Director Country Unit Finland, Eltel 2008–. SVP Electricity at Eltel Networks/Group Corporation. Shareholding: 121,360 shares LARS NILSSON Managing Director, Eltel Sweden, since 2023 Born: 1967 B.Sc. Business Administration Positions and other board member ships: Member of the Board of Confederation of Swedish Enterprise. Member of the Board of Nordic Level Group. Previous positions: CEO at CERTEGO Group. CEO at Marum Management AB. CEO at Imtech VS-teknik AB. CEO at Ericsson Local Services AB. CEO at GoExcellent AB. Various management positions at Microsoft. Shareholding: 10,000 shares HÅKAN DAHLSTRÖM President and CEO, since 2022 Born: 1962 M.Se. Computer Technology and M.Sc. Digital Technology Positions and other board member ships: – Previous positions: CEO at Fujitsu Sweden AB. CEO at Tieto Sweden AB and Executive Vice President, Tieto Corporation. President, Mobile Business area at TeliaSonera AB. President, Broadband Business area at TeliaSonera AB. Commander, Swedish Royal Navy. Shareholding: 800,000 shares INGRID TJØSVOLD Managing Director, Eltel Norway, since 2025 Born: 1968 Bachelor of Arts (Hons.) Finance and Marketing Positions and other board member ships: Chairman of the Board of Hes- selberg Maskin AS and Risa Gruppen. Previous positions: Advisor of the Board interim consultant/CEO Production Companies at CTS Nordic AS and Nordic Epod AS. Segment Director/Chairman at Norsk Gjenvinning – NG Vekst. Several senior management positions in contracting, logis- tics and renewable industries. Shareholding: – CLAUS METZSCH JENSEN Managing Director, Eltel Denmark, since 2018 Born: 1968 M.Sc. Business Administration Positions and other board member ships: Member of the Board of NKEL I/S. Previous positions: Vice President at Caverion A/S. Senior Vice President at TDC A/S. Shareholding: 31,000 shares Shares held in Eltel as of 31 December 2024. Annual Report 2024 66 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Consolidated financial statements Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Annual Report 2024 67 Consolidated income statement EUR million Note 2024 2023 Net sales 828.7 850.1 Cost of sales 7 -736.8 -774.5 Gross profit 91.8 75.6 Other income 7, 8 4.3 3.5 Selling and administrative expenses 7 -88.2 -82.4 Other expenses 7, 9 -25.9 -2.0 Operating result (EBIT) -18.0 -5.3 Financial income 1.0 1.2 Financial expenses -13.7 -13.9 Net financial expenses 11 -12.7 -12.7 Result before taxes -30.7 -17.9 Taxes 12 1.6 10.3 Net result -29.1 -7.6 Attributable to: Equity holders of the parent -29.7 -7.9 Non-controlling interest 25 0.6 0.3 Earnings per share (EPS) 13 Basic, EUR -0.21 -0.07 Diluted, EUR -0.21 -0.07 Consolidated statement of comprehensive income EUR million Note 2024 2023 Net result for the year -29.1 -7.6 Other comprehensive income: Items that will not be reclassified to profit and loss Revaluation of defined benefit plans, net of tax 3.8 -1.5 Items that may be subsequently reclassified to profit and loss Net investment hedges, net of tax -0.1 – Currency translation differences -5.5 -1.9 Total -5.6 -1.9 Other comprehensive income/loss for the year, net of tax -1.8 -3.4 Total comprehensive income/loss for the year -30.9 -11.0 Total comprehensive loss attributable to: Equity holders of the parent -31.5 -11.3 Non-controlling interest 25 0.6 0.3 Annual Report 2024 68 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Consolidated balance sheet EUR million Note 31 Dec 2024 31 Dec 2023 ASSETS Non-current assets Goodwill 27 249.3 253.6 Intangible assets 27 30.3 32.9 Property, plant and equipment 28 5.9 10.5 Right-of-use assets 29 53.5 51.9 Deferred tax assets 24 27.2 27.9 Financial assets 31, 32 13.4 9.8 Total non-current assets 379.6 386.7 Current assets Inventories 21 19.3 17.3 Trade and other receivables 4, 17, 20 165.3 195.6 Cash and cash equivalents 21.3 24.7 Total current assets 205.8 237.7 TOTAL ASSETS 585.4 624.3 EUR million Note 31 Dec 2024 31 Dec 2023 EQUITY AND LIABILITIES Equity 15 Share capital 162.0 162.0 Other equity -5.6 29.1 Equity attributable to shareholders of the parent 156.3 191.0 Hybrid bond 25.0 25.0 Non-controlling interest 25 8.0 7.6 Total equity 189.3 223.6 Non-current liabilities Interest-bearing debt 16,17 15.8 20.7 Leasing liabilities 16, 17, 29 36.0 33.9 Retirement benefit obligations 32 6.6 5.6 Deferred tax liabilities 24 10.7 11.3 Provisions 22 5.2 3.4 Other non-current liabilities 1) 31.3 0.6 Total non-current liabilities 105.7 75.5 Current liabilities Interest-bearing debt 16, 17 60.5 50.4 Leasing liabilities 16, 17, 29 22.7 19.9 Provisions 22 3.8 3.7 Advances received 51.4 59.3 Trade and other payables 17, 23 152.0 191.8 Total current liabilities 290.3 325.2 Total liabilities 396.0 400.7 TOTAL EQUITY AND LIABILITIES 585.4 624.3 1) The increase in other non-current liabilities is due to transfer of tax deferral in Sweden from trade and other payables to other non-current liabilities. Annual Report 2024 69 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Consolidated statement of cash flow EUR million Note 2024 2023 Cash flow from operating activities Operating result (EBIT) -18.0 -5.3 Adjustments: Depreciation and amortization 34.7 30.1 Gain/loss on sales of assets and business 22.8 -0.1 Defined benefit pension plans 2.0 -3.1 Other non-cash adjustments 1.8 -1.7 Cash flow from operations before interests, taxes and changes in working capital 43.3 19.9 Interests received 0.6 1.2 Interest and other financial expenses paid -13.1 -13.2 Income taxes received/paid -0.9 -3.2 Cash flow from operations before changes in working capital 30.0 4.6 Changes in working capital: Trade and other receivables 11.4 -18.0 Trade and other payables -8.6 39.8 Inventories -5.3 7.7 Changes in working capital -2.5 29.4 Net cash from operating activities 27.5 34.0 EUR million Note 2024 2023 Cash flow from investing activities Purchases of property, plant and equipment (PPE) -2.4 -4.4 Proceeds from sale of property, plant and equipment ( PPE) 0.4 0.1 Disposal of business, net of cash disposed of 25 -4.6 – Net cash from investing activities -6.6 -4.3 Cash flow from financing activities Proceeds from issuance of hybrid bond – 24.4 Payments of transaction costs and interests for hybrid bond -3.4 -1.1 Proceeds from issuance of share capital – 2.4 Acquisition of own shares – -2.4 Proceeds from short-term financial liabilities 16 49.0 54.5 Payments of short-term financial liabilities 16 -40.1 -97.1 Payments of financial liabilities, term loans 16 -4.0 -11.0 Payments of lease liabilities 16 -25.2 -22.1 Dividends to non-controlling interest -0.2 -0.0 Change in non-liquid financial assets -0.1 0.0 Net cash from financing activities -24.0 -52.3 Net change in cash and cash equivalents -3.1 -22.6 Cash and cash equivalents at beginning of the year 24.7 47.9 Foreign exchange rate effect -0.3 -0.6 Cash and cash equivalents at end of the year 21.3 24.7 Annual Report 2024 70 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Consolidated statement of changes in equity Equity attributable to shareholders of the parent Revaluation of Hedging Non- Other paid-in Accu mulated defined benefit reserve, Currency controlling EUR million Share capital capital losses plans, net of tax net of tax translation Total Hybrid bond interest Total equity 1 Jan 2024 162.0 487.5 -390.8 -32.6 10.9 -45.9 191.0 25.0 7.6 223.6 Total comprehensive income for the year – – -29.7 3.8 -0.1 -5.5 -31.5 – 0.6 -30.9 Interests on hybrid bond – – -3.4 – – – -3.4 – – -3.4 Transactions with owners 1) : Equity-settled share-based payment – – 0.2 – – – 0.2 – – 0.2 Dividends paid to non-controlling interests – – – – – – – – -0.2 -0.2 Total transaction with owners – – 0.2 – – – 0.2 – -0.2 -0.1 31 Dec 2024 162.0 487.5 -423.7 -28.8 10.8 -51.5 156.3 25.0 8.0 189.3 1) For more information about equity-settled share-based payments see note 30 Remuneration to senior executives and for share transactions see note 15 Shares and share capital. Equity attributable to shareholders of the parent Revaluation of Hedging Non- Other paid-in Accu mulated defined benefit reserve, Currency controlling EUR million Share capital capital losses plans, net of tax net of tax translation Total Hybrid bond interest Total equity 1 Jan 2023 159.6 489.9 -381.2 -31.1 10.9 -44.0 204.0 – 7.4 211.3 Total comprehensive income for the year – – -7.9 -1.5 – -1.9 -11.3 – 0.3 -11.0 Proceeds from hybrid bond – – – – – – – 25.0 – 25.0 Transaction costs and interests on hybrid bond – – -1.7 – – – -1.7 – – -1.7 Transactions with owners 1) : Proceeds from shares issued 2.4 – – – – – 2.4 – – 2.4 Purchase of own shares – -2.4 – – – – -2.4 – – -2.4 Equity-settled share-based payment – – 0.0 – – – 0.0 – – 0.0 Dividends paid to non-controlling interests – – – – – – – – -0.0 -0.0 Total transaction with owners 2.4 -2.4 0.0 – – – 0.0 – -0.0 -0.0 31 Dec 2023 162.0 487.5 -390.8 -32.6 10.9 -45.9 191.0 25.0 7.6 223.6 1) For more information about equity-settled share-based payments see note 30 Remuneration to senior executives and for share transactions see note 15 Shares and share capital. Equity attributable to shareholders of the parent company Shareholders’ equity consists of the share capital, other paid-in capital, reserves and accumu- lated profits and losses. Other paid-in capital includes share subscription prices to the extent that they are not included in share capital (premium) and unconditional shareholders’ contri- bution. Actuarial gains and losses arising from employee benefits are recorded under revalua- tion of defined benefit plans. Hedging reserve comprises of net investment hedges. Gains and losses from hedge accounted derivative instruments are temporarily recognized in other comprehensive income under hedging reserve for their effective part and will be reclassified to the income statement as the hedged item affects the income statement. The currency translation reserve includes differences arising on translation of the financial statements of foreign entities. Annual Report 2024 71 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Notes to the consolidated financial statements Basis for preparation 1 Corporate information 73 2 Material accounting policies for the consolidated accounts 73 Financial performance 3 Segment reporting 78 4 Revenue recognition 79 5 Personnel by segment 80 6 Employee benefit expenses 80 7 Function expenses by nature 80 8 Other income 80 9 Other expenses 80 10 Depreciation and amortization 81 11 Financial income and expenses 81 12 Income tax 81 13 Earnings per share 81 Financial risk management and capital structure 14 Financial risk management 82 15 Shares and share capital 85 16 Borrowings 86 17 Financial instruments by category 87 18 Derivative financial instruments 88 19 Commitments and contingent liabilities 88 Working capital and deferred taxes 20 Trade and other receivables 89 21 Inventories 89 22 Provisions 89 23 Trade and other payables 89 24 Deferred tax 90 Business combinations and capital expenditure 25 Acquisitions and disposals 91 26 Non-controlling interests 91 27 Intangible assets 92 28 Property, plant and equipment 93 29 Leasing 93 Remuneration and other 30 Remuneration to senior executives 94 31 Financial assets 96 32 Retirement benefit obligations 96 33 Auditors’ fees 97 34 Related party information 97 35 Group companies 97 Annual Report 2024 72 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation This section comprises the following notes 1 Corporate information 73 2 Material accounting policies for the consolidated accounts 73 1 Corporate information Eltel AB (the Company) through its subsidiaries (together the Group) is the leading infrastruc- ture and service provider for critical communication and power networks. We deliver a com- prehensive range of solutions – from maintenance and upgrade services to project delivery. This includes design, planning, building, installing and securing the operation of renewable energy and high-performing power and communication networks. In 2024, the number of employees was approximately 4,500. Eltel mainly operates in the Nordic market, but is also represented in Germany, Lithuania and Poland (a shared services center). Eltel AB (publ) is a public limited liability company domiciled in Stockholm, Sweden. The address of the head office is Adolfsbergsvägen 13, Bromma, Sweden. Eltel AB’s ordinary shares are quoted on the Nasdaq Stockholm. The operations of Eltel AB through the subsidi- ary companies are performed under the Eltel brand. The consolidated group is called Eltel Group. Eltel AB owns and governs the shares related to Eltel Group. The Company holds manage- ment functions but has no operative business activities and its risks are mainly attributable to the value and activities of its subsidiaries. 2 Material accounting policies for the consolidated accounts These consolidated financial statements of the Group are prepared in accordance with IFRS Accounting Standards as adopted by EU effective at 31 December 2024. In addition, the Group applies RFR 1 Supplementary Accounting Rules for Groups, issued by the Swedish Financial Reporting Board. The financial statements have been authorized for issue by the Board of Directors of Eltel AB on 24 March 2025 and are subject to adoption by the Annual General Meeting on 13 May 2025. The financial statements are prepared on a going concern basis. At the date of signing the financial statements, management is required to assess the parent company’s and the Group’s ability to continue as a going concern, and this assessment should cover the parent company’s and the Group’s prospects for a minimum of 12 months from the end of the report- ing period. Consolidated financial statements have been prepared under the historical cost convention, except for derivative financial instruments, which are measured at fair value. The information in the consolidated financial statements is presented in millions of Euro unless otherwise stated. All figures in the financial statements have been rounded and consequently the sum of individual figures can deviate from the presented sum figure. Adoption of new or amended IFRS standards and interpretations The IFRS standards, amendments and interpretations that took effect in the financial year 2024 include the following: • Classification of Liabilities as Current or Non-current and Non-current Liabilities with Cove- nants (Amendments to IAS 1) which clarify the criteria used to determine whether liabilities are classified as current or non-current. The amendments improve the information an entity provides when its right to defer settlement of a liability for at least twelve months is subject to compliance with covenants. • International Tax Reform - Pillar Two Model Rules (Amendments to IAS 12). Eltel is within the scope of the OECD Pillar Two model rules. Under the legislation, the Group is liable to pay a top-up tax for the difference between its GloBE effective tax rate per jurisdiction and the 15% minimum rate. The Group has applied the temporary mandatory relief from deferred tax accounting for the impacts of the top-up tax and accounts for it as a current tax when it is incurred. The new standards and amendments effective for 2025 financial year or later include the following: • IFRS 18 Presentation and Disclosure in Financial Statements IFRS 18 replaces IAS 1, which sets out presentation and base disclosure requirements for financial statements. The changes, which mostly affect the income statement, include the requirement to classify income and expenses into three new categories – operating, investing and financing – and present subtotals for operating profit or loss and profit or loss before financing and income taxes. IFRS 18 also provides enhanced guidance for aggregation and disaggregation of information in the financial statements, introduces new disclosure requirements for management-defined performance measures (MPMs) and eliminates classification options for interest and dividends in the statement of cash flows. This standard will change the presentation and disclosure of the consolidated financial statements. The standard will be effective for financial years beginning on 1 January 2027. The standard is not yet endorsed by EU. The other published standards, amendments and interpretations that are effective on the financial year beginning 1 January 2025 or later are not expected to have significant impact on the Group. European Single Electronic Format (ESEF) As required under the EU Commission’s Delegated Regulation (EU) 2019/815 (ESEF Regula- tion), Eltel’s annual report for the financial year 2024 is filed in the European Single Electronic Format (ESEF). The primary statements and notes in the IFRS consolidated financial state- ments are tagged in accordance with ESEF taxonomy in electronic format called iXBRL. ESEF taxonomy is developed by ESMA and it is based on the IFRS taxonomy published by the IFRS foundation. Critical accounting estimates and judgments The preparation of the consolidated financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as the reported amounts of income and expenses during the period. The actual results may differ from these estimates and assumptions. Possible changes in estimates and assumptions are recognized in the financial period when the changes occur and in all subsequent financial periods. The areas where significant judgments and estimates are made in preparing the financial statements and where a subsequent change in the estimates and assumptions may cause a material adjustment to the carrying amounts of assets and liabilities are outlined below: a) Impairment testing The Group tests annually and always, if there are indications of impairment, whether goodwill has suffered any impairment by comparing the book value with the recoverable value. The recoverable amounts of cash- generating units have been determined based on value-in-use calculations. The value -in-use calculations require estimation of future cash flows expected to arise from cash-generating units and a suitable discount rate in order to calculate present value. See note 27 intangible assets for more information on impairment testing. b) Revenue recognition over time The Group applies the five-step model of IFRS 15 when recognising revenue from contracts with customers. Revenue for the period is recognized to the extent that the performance obli- gation(s) to the customer have been satisfied. The Group typically uses input method to measure the progress of satisfying the performance obligation(s). The progress is measured based on costs incurred relative to the total estimated costs and revenue is recognized based on this percentage of completion. The estimated outcome of a long-term contract that extends over several accounting peri- ods may vary due to changes in circumstances and, for this reason, lead to revised estima- tions in the next reporting period. Cost estimates require estimate of the final outcome of the project and the actual future outcome may deviate from the estimate. Deviations from origi- nal plan in project execution may result in significant increases in cost to complete due to var- ious reasons including cost for additional work and materials, price increases as well as cost for delays and available resources. Project business contains inherent risks related to the pricing of the project and estimates of the ultimate cost and performance of the contract. Additionally, project business involves risk related to authority, customer or other external conditions outside of Eltel’s control, including the risk of delays and in certain cases the risk of inability of the Group’s customers to obtain financing to fund planned projects and services. The essential skills for performance and profitability of a project are the Group’s ability to accurately foresee the project’s costs, to correctly assess the various resources necessary to carry out the project, to effectively manage the services provided by subcontractors, and to control technical events that could affect and delay progress on the project. Annual Report 2024 73 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Note 2 continued c) Taxes Determination of income taxes and deferred taxes when the ultimate tax determination is uncertain requires management judgement. The Group recognizes deferred tax assets resulting from tax losses and temporary differences when the realization of related tax bene- fit due to future taxable profits is probable. However, deferred tax asset is always recognized if it can be utilized against current taxable temporary differences. The assumptions regarding future taxable profits requires significant judgement and are based on the current business plan and further estimates added by consideration for the uncertainties. The Group uses esti- mates for recognition of liabilities for anticipated tax audit and tax controversy issues based on all available information at the time of recognition. d) Provisions and contingent liabilities The Group uses estimates when assessing the amount of the provisions recognized in the balance sheet. The real outcome may differ from the provision recorded. A contingent liability is a possible obligation that does not fulfil the criteria to be recognized in balance sheet as a provision due to future uncertainties towards the existence of obligation or outflow of resources required to settle the obligation. Information on contingent liabilities is disclosed in note 19 Commitments and contingent liabilities. Contingent liabilities are regu- larly monitored, and in case the outflow of resources becomes probable, they are recognized as provisions. e) Defined benefit plans When preparing actuarial calculations in determining the pension obligation related to defined benefit plans, certain actuarial assumptions need to be made. As the assumptions will vary, the real payment will differ from the estimated obligation, affecting the profit or loss. The assumptions used in actuarial calculations are presented in note 32 Retirement benefit obligations. f) Lease contracts valid until further notice The IFRS 16 standard requires use of estimates for valuating contracts that are valid until fur- ther notice. Eltel has estimated the length of these contracts based on expected usage in cur- rent business operations. This has considerable impact in the amount of right-of-use assets and leasing liabilities for premises. The right-of-use assets and leasing liabilities are pre- sented as separate lines in the balance sheet. Principles of consolidation The consolidated financial statements include the parent company Eltel AB and all compa- nies in which, at the end of the financial year, Eltel exercises control, i.e. subsidiary companies. Control is achieved when the Group is exposed to or has rights to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. This usually means that Eltel holds over 50% of the voting rights or otherwise has the power to govern the financial and operating policies of the entity. Subsidiaries are consoli- dated from the date on which control is transferred to the Group and disposed subsidiaries are consolidated up to their date of disposal. Acquired subsidiaries are accounted for using the purchase method. The cost of an acqui- sition is measured as the fair value of the assets given, equity instruments issued and liabili- ties incurred or assumed at the date of exchange. The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets acquired is recognized as goodwill. Intercompany transactions, receivables, liabilities and unrealized margins, as well as distribu- tion of profits within the Group, are eliminated in full on consolidation. Non-controlling interest is presented separately from the net profit and disclosed as a separate item in the equity. Joint operations are joint arrangements whereby the partners, which have joint control of the arrangement, have rights to the assets and obligations for the liabilities relating to the arrangement. Joint control, which is the contractually agreed sharing of the control of an arrangement, exists only when decisions about the relevant activities require unanimous con- sent of the partners sharing control. The Group recognizes its interest in joint operations using the proportionate method of consolidation, whereby the Group’s share of each of the assets, liabilities, income and expenses of the joint operations are combined with the similar items, line by line, in its consol- idated financial statements. A list of subsidiaries and joint operations is presented in note 35 Group companies. Foreign currency translation Functional and presentation currency Items included in the financial statements of each of the Group companies are measured using the currency of the primary economic environment in which the company operates (the functional currency). The consolidated financial statements are presented in Euros, which is also the functional and presentation currency of the parent company. Foreign currency transactions Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the date of transaction. Monetary items denominated in foreign currencies are translated into the functional currency using the exchange rates prevailing at the balance sheet date. Non-monetary items measured at fair value are translated into functional cur- rency at the exchange rates prevailing at the valuation date. All other non-monetary items are valued using the exchange rates prevailing at the date of transaction. Foreign exchange gains and losses resulting from the translation of business transactions and monetary items are recognized in the income statement. Exchange rate gains and losses on actual business operations are recognized in respective items above operating profit. Exchange rate gains and losses on financing are entered as exchange rate differences in financial income and expenses. See further information on hedge accounting for foreign currency differences arising from the translation of financial assets and liabilities designated as hedges in note 14. Foreign subsidiaries Income statements and cash flow statements of foreign subsidiaries are translated into Euros at the average exchange rates for each month and the balance sheets are translated using the exchange rates prevailing at the balance sheet date. Exchange differences arising from the translation are recognized in other comprehensive income. When a subsidiary is partially disposed or sold, exchange differences that were recorded in equity are recognized in the income statement as part of the gain or loss on the sale. Revenue recognition (IFRS 15) The Group applies the five-step model of IFRS 15 when recognizing revenue from contracts with customers. IFRS 15 requires identifying deliverables in contracts with customers that qualify as separate performance obligations. The deliverables may include good(s) or ser- vice(s) or a combination of goods and services. Revenue is recognized for each performance obligation separately on a relative stand-alone selling price basis and takes place when a cus- tomer obtains control of the related good(s) or service(s) and has the ability to direct the use of and obtain the benefits from the good(s) or service(s), either over time or at a point in time. Major part of Group’s revenue comes from the following revenue types: project delivery services, upgrade services and maintenance services. The Group’s contracts are either stand- alone agreements or contracts within frame agreements. Only agreements that are commit- ting both of the contracting parties are defined as a contract under IFRS 15. A contract includes promises to transfer good(s) or service(s) to a customer. If those goods or services are distinct, the promises are performance obligations that are each accounted for separately in revenue recognition. The Group has analyzed the different reve- nue types and concluded that in the project delivery and upgrade services revenue is typically recognized over time as customer controls the asset Eltel creates or enhances. In mainte- nance services customer typically receives benefits as Eltel performs and revenue is and con- tinues to be recognized based on the services performed. When revenue from contracts with customers is recognized over time, revenue for the period is recognized to the extent of satisfying the performance obligation(s) to the customer. The Group typically uses the input method based on the costs incurred to measure the pro- gress of satis fying the performance obligation(s) over time. The progress is measured based on costs incurred relative to the total estimated costs and revenue is recognized based on this percentage of completion. An expected loss on a customer contract is recognized as an expense immediately. IFRS 15 does not include any guidance on how to account for loss con- tracts. Accordingly, such contracts are accounted for using the guidance in IAS 37 ‘Provi- sions, Contingent Liabilities and Contingent Assets’. Whenever the Group’s customer contracts contain a variable consider ation the amount shall be withhold so that the Group does not recognize any amount relating to variable con- sideration until it is highly probable that a significant revenue reversal will not incur. The assessment of the likelihood of revenue reversal is based on historical evidence from earlier similar type of contracts. Also the materiality is estimated. A typical variable price element in Eltel’s contracts is delay penalties. In some contracts the timing of customer payments may differ significantly from the tim- ing of the transfer of goods or services to the customer (for example the consideration is pre- paid or is paid after the services are provided). When the difference is more than a year the Group assesses at the beginning of the contract whether the contact contains a significant financing component. If the contract contains a significant financing component the prom- ised amount of consideration is adjusted and Eltel recognizes revenue at an amount that reflects the cash selling price of the promised goods or services. Contract assets and contract liabilities IFRS 15 distinguishes between contract assets and contract receivables. Contract receivable is a right to consideration that is unconditional and only passage of time is required before the payment is due, i.e. trade receivable. Contract asset is a right to consideration in exchange for goods or services the Group has transferred to customer, i.e. revenue recognized but not yet invoiced. The contract receivables and contract assets are included in the balance sheet in the trade and other receivables. A contract liability is an obligation to transfer goods or services to a customer for which the Group has received consideration from the customer. Advances received in the balance sheet represent the Group’s contract liabilities. Annual Report 2024 74 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Note 2 continued Segment reporting (IFRS 8) Eltel’s main operations are presented by four country segments: Finland, Sweden, Norway and Denmark. All communication and power business in these four Nordic countries are pre- sented under the country segments. Other business includes High Voltage Poland until its divestment in Q2 2024, Smart Grids Germany, Lithuania as well as closing activities for Power Transmission International. Other business represents less than 15% of the operations and each of the operations have a size of less than 10% of sales, adjusted EBITA and total seg- ment assets. To simplify the operational structure and leverage the Danish management, the segment structure will be updated from 1 January 2025. The operations in Denmark and Germany will be presented in one segment named Denmark & Germany. Smart Grids Germany has been presented outside segments under Other business until 31 December 2024. The remaining part of the Other business and Group functions will be combined and named as Group sup- port functions. Starting from 1 January 2025 the segments will be Finland, Sweden, Denmark & Germany and Norway. All communication and power business in these countries will con- tinue to be presented under country segments. The Group support functions will include Group functions and Lithuania as well as closing activities for Power Transmission Interna- tional and High Voltage Poland until its divestment in Q2 2024. Comparative figures will be presented according to the new segment structure starting from the January–March 2025 Interim Report. Operating segments are business activities that may earn revenues or incur expenses, whose operating results are regularly reviewed by the chief operating decision maker, the CEO, and for which financial information is available. Operating segments constitute the oper- ational structure for governance, monitoring and reporting. Revenues, costs, operative assets and liabilities are allocated to segments on consistent basis. Income statement items below adjusted EBITA are not allocated to the segments. Goodwill and other intangible assets (IAS 38) Goodwill Goodwill represents the excess of the cost of an acquisition over the fair value of the net assets of the acquired company on the date of acquisition. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. Goodwill is not amortized, but tested annually for any impairment and always, if there are indications of impairment. For the purpose of testing goodwill for any impairment, goodwill is allocated to cash-generating units. Goodwill is stated at cost less impairments. Other intangible assets Intangible assets are recognized only if the cost of the asset can be measured reliably and it is probable that the future economic benefits attributable to the asset will flow to the Group. Intangible assets in the Group include acquired computer software, brand, order backlog and customer relationships. The valuation of intangible assets acquired in a business combina- tion is based on fair value. Other intangible assets (except for brands) subsequent to initial recognition, are recognized at cost less amortizations and impairments, if any. On initial rec- ognition they are recognized at fair value at the acquisition date which is regarded as their cost. Acquired computer software licences are capitalized on the basis of the costs incurred to acquire and bring to use the specific software. These costs are amortized using the straight- line method over their expected useful lives (3–7 years). Costs associated with developing or maintaining computer software programs are recog- nized as an expense as incurred. Costs that are directly associated with the development of identifiable and unique software products controlled by the Group, and that will probably gen- erate economic benefits exceeding costs beyond one year, are recognized as intangible assets. Costs include the software development employee costs and an appropriate portion of relevant overheads and external consultancy fees. Computer software development costs recognized as assets are amortized over their expected useful lives (7 years). Brand, order backlog and customer relationships have been acquired in business combina- tions. The brand relates to the Eltel brand as a result of the acquisition of Eltel Group Corpora- tion. Fair value of the brand is determined based on the relief-from-royalty method. Brand is not amortized, but tested annually for impairment. The fair value of order backlog is deter- mined based on the future cash flows expected to arise from the existing contracts with cus- tomers. Order backlog is amortized using the straight-line method over the period until deliv- ery (2–4 years). The fair value of customer relationships is determined based on the future cash flows expected to arise from contracts with the existing customers. Customer relationship is amor- tized using the straight-line method over their expected useful lives (5–10 years). The amortization period for an intangible asset is reviewed at least at each financial year- end. If the expected useful life of the asset is different from previous estimates, the amortiza- tion period is changed accordingly. Impairment Assets that have an indefinite useful life, for example goodwill, are not subject to amortization but are tested annually for impairment. In addition, other assets are assessed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Should any indication of an impaired asset exist, the asset’s recoverable amount will be estimated. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows and which are mainly independent (cash-generating units or groups of cash-generating units). The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. The value-in-use is deter- mined by reference to discounted future net cash flow expected to be generated by the asset. Whenever the asset’s carrying amount exceeds its recoverable amount, it is impaired, and the resulting impairment loss is recognized in the income statement. Impairment will only be reversed if there has been a change in the estimate used to deter- mine the asset’s recoverable amount since the last impairment loss was recognized. Impair- ment is not reversed over the balance sheet value that existed before the recognition of impairment losses in the previous financial periods. Impairment losses recognized for good- will are not reversed in any circumstances. In addition to goodwill and brand, the Group does not have any assets that have an in definite useful life. See note 27 Intangible assets for information on impairment testing of goodwill. Property, plant and equipment (IAS 16) Property, plant and equipment are stated at historical cost less accumulated depreciation according to plan and any impairment. Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost to their residual values over their estimated useful lives, as follows: Buildings and structures 15–40 years Machinery and equipment 3–10 years Heavy machinery 10–15 years The expected useful life of an asset is reviewed at each balance sheet date and, where they differ significantly from previous estimates, depreciation periods are changed accordingly. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred. Right-of-use assets and leasing liabilities (IFRS 16) The Group recognizes right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities rec- ognized, initial direct costs incurred, and lease payments made at or before the commence- ment date less any lease incentives received. The IFRS 16 standard requires use of estimates for valuating contracts that are valid until further notice. The Group has estimated the length of these contracts based on expected usage in current business operations. The cost of a right-of-use asset also includes an estimate of costs to be incurred by the Group in restoring the asset to the condition required by the terms and conditions of the lease. The recognized right-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. Right-of-use assets are subject to impairment assessments according to IAS 36. At the commencement of the lease, the Group recognizes lease liabilities measured at the present value of lease payments to be made over the lease term using the incremental bor- rowing rate at the lease commencement date. The lease payments include fixed payments, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease liabilities are subsequently measured at amor- tized cost using the effective interest method. In addition, the carrying amount of lease liabili- ties is remeasured if there is a modification, e.g. a change in the lease term or a change in future lease payments resulting from a change in an index or rate used to determine those payments. Generally, the amount of remeasurement of the lease liability is recognized as an adjustment to the right-of-use asset. Annual Report 2024 75 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Note 2 continued Short-term leases and leases of low-value assets The Group applies the recognition exemption to its short-term leases that have a lease term of 12 months or less from the commencement date and to leases that are considered of low value. Lease payments on short-term leases and leases of low-value assets are recognized as expense on a straight-line basis over the lease term. Incremental borrowing rate In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. To arrive at the incremental borrowing rate the Group applies the respective country’s (economic environment) risk free rate for the term corresponding to the lease term, adjusted for credit risk of each Group company. Financial instruments (IAS 32, IFRS 7, IFRS 9) Recognition and derecognition All purchases and sales of financial assets are accounted for at trade date. Financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instru- ment. Financial assets and liabilities are initially recognized at fair value and transaction costs have been included for all financial assets not carried at fair value through profit or loss. How- ever, trade receivables without significant financing components are recognized at transac- tion price. Financial assets are derecognized when the rights to receive cash flows from the financial assets have expired or the Group has transferred substantially all risks and rewards of ownership. Financial liabilities are derecognized when the obligation specified in the con- tract is discharged or cancelled or expires . Classification and measurement The Group classifies its financial assets into the following categories according to IFRS 9: Financial assets at amortized cost, fair value through other comprehensive income or fair value through profit and loss. The classification is made on the basis of the Group’s business model for managing the financial assets and the characteristics of the contractual cash flow of the financial assets. The Group classifies all the financial liabilities at amortized costs except the derivative financial instruments which are classified at fair value through profit or loss. The classification is made on the basis of the purpose of the acquisition of financial instruments at the time of initial recognition. See note 17 Financial instruments by category. Financial assets and liabilities at fair value through profit or loss are financial assets held for trading, derivative financial assets not designated as hedges and financial assets relating to pension capitalization plans, as the Group has not designated any other financial assets as at fair value through profit or loss upon initial recognition. A financial asset is classified in this category if acquired principally for the purpose of selling in the short term, except for the financial assets relating to pension capitalization plans. Gains or losses arising from changes in the fair value of financial assets at fair value through profit or loss are recognized in the income statement in the period in which they arise either as other income and expenses or financial income or expenses depending on whether they relate to business or financial items. Derivatives not designated as hedges are classified as a current asset or liability and presented in the balance sheet as other receivables or other liabilities . Financial assets at amortized costs are non-derivative financial assets with fixed or determi- nable payments not quoted in an active market nor held for trading. They are measured at amortized cost. They include trade and other receivables which are measured at amortized cost less impairment and are presented in the balance sheet as current assets, except for maturities greater than 12 months after the balance sheet date. The impairment losses according to the expected credit losses method (ECL) in IFRS 9, related to trade receivables and contract assets are recognized in other expenses. Financial assets at amortized costs also include cash and cash equivalents, consisting of cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities of three months or less. Financial liabilities at amortized cost include all other financial liabilities than derivative instruments. Financial liabilities are classified as both current and non-current liabilities and they can be interest-bearing as well as non-interest-bearing. Bank overdrafts are shown within debt in current liabilities. Transaction costs including the arrangement and amendment fees related to the financial liabilities are allocated to the expected lifetime of the financial instrument. Impairment of financial assets The Group applies the expected credit losses (ECL) model according to IFRS 9 for impairment of trade receivables, contract assets and other financial assets. Credit risk is the risk of a loss if a customer or counterparty in a financial instrument does not fulfil its contractual obligations. The Group’s credit risk relates primarily to account receiv- ables and to cash and cash equivalents. The Group evaluates the credit risk of existing receiv- ables at each reporting date. Account receivables and contract assets The Group’s accounts receivable and contract assets are divided into two groups for meas- urement of credit risk. One group consists of larger customers that account for a significant part of the Group’s net sales. These customers are solid infrastructure network owners, typi- cally well-known publicly listed companies or companies owned by governments or munici- palities in Europe. The other group consists of other customers. The Group’s loss allowance for expected credit losses on account receivables and contract assets are measured accord- ing to the simplified method. This means that the loss allowance is measured for the remain- ing time to maturity, which is generally less than one year. The loss allowance for expected credit losses is based on individual assessments regard- ing the largest customers, where a rating-based model is used in combination with other known information and forward-looking factors. The Group uses external ratings if possible and for unrated companies an estimated corresponding rating is applied. For the other group consisting of several smaller customers, the Group applies an collective impairment model based on age analysis of the receivables and historically realized losses in combination with forward-looking factors that affect the customers’ ability to pay the outstanding receivables. Cash and cash equivalents Credit risk also originates from investments in cash and cash equivalents. Eltel’s investments in bank accounts are kept in Eltel’s financing banks. For any other deposits, the aim is that the counterparty has a credit rating of at least AA (S&P) or equivalent. The expected credit risk for cash and cash equivalents is measured by a rating-based model in combination with other known information and forward-looking factors. Due to the short maturity and high creditwor- thiness of counterparties, the loss allowance is generally not assessed to be significant. Other receivables and assets, not measured at fair value in income statement For any other receivables and assets, the need for impairment is assessed by the rating model described above, if applicable, or otherwise based on management’s assessment of the present value of the difference between contractual and expected cash flows. Measure- ment of the loss reserve corresponds to 12 months’ expected credit losses, or a shorter time period due to time to maturity. In the event of a significant increase in credit risk, the loss reserve is based on the entire remaining time to maturity of the receivable or asset. Financial instruments, hedging (IFRS 9) The Group’s derivative instruments include currency forward contracts and currency swaps. The Group has not applied cash flow hedge accounting in 2024 or 2023. However, all deriva- tive contracts are entered into for economic hedging purposes. Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently measured at fair value on each balance sheet date. Derivatives are classified as financial assets or liabilities measured at fair value through profit or loss. Net investment hedges The Group has applied net investment hedge accounting for certain foreign currency denomi- nated loans which hedge the translation risk relating to net investments in subsidiaries. The foreign exchange differences for these loans have been recognized in other comprehensive income under translation reserve. If the amount of the net investment decreases through divestment or otherwise, the related accumulated gains or losses recognized in translation reserve are transferred to profit or loss (see note 14.1 for more information) . Share capital Share capital presents the registered share capital of the parent company Eltel AB. Share sub- scription proceeds in excess of share capital (premium) is presented in other paid-in capital. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction from the proceeds. Hybrid bond In April 2023, Eltel AB issued subordinated sustainability-linked hybrid capital securities in the aggregate principal amount of EUR 25 million (the “hybrid bond”). The instrument has no maturity date and, if no dividends are distributed, the payment of interest can be deferred in perpetuity. The hybrid bond is sustainability-linked, and a premium up to 1.20% of the princi- pal amount is paid if the sustainability targets measured at 31 December 2025 are not met. The hybrid bond bears interest at a fixed rate of 13.50% per annum until the reset date in July 2026. After the reset date, the hybrid bond will bear interest at a floating rate corresponding to 3-month EURIBOR plus a spread of 10.29% and a margin of 5.00% per annum. The interest payment obligation arises if the annual shareholders’ meeting decides to distribute dividends. The hybrid bond is classified as an equity instrument and recognized at fair value. Interest is recorded into retained earnings when the commitment to payment arises. Annual Report 2024 76 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Note 2 continued Earnings per share (IAS 33) The basic earnings per share (EPS) is calculated by dividing the net result attributable to the parent company’s shareholders with the weighted average number of ordinary shares during the financial period. Ordinary shares purchased and held by the Group, if any, are subtracted from number of outstanding shares. Diluted earnings per share reflect the possible impact of the share-based incentive plans. Provisions and contingent liabilities (IAS 37) Provisions are recognized in the balance sheet when: the Group has a present legal or con- structive obligation as a result of a past event; it is probable that an outflow of economic ben- efits will be required to settle the obligation; and a reliable estimate can be made of the amount of the obligation. Where some of the expenditure required to settle a provision is expected to be reimbursed by another party, the reimbursement shall be recognized as a sep- arate asset, but only when it is certain that the reimbursement will be received. A warranty provision is recognized, when the product including a warranty clause is sold. The amount of the warranty provision is based on the past experience of the realization of the warranty costs and the future expectations. A provision for restructuring is recognized when management has developed and approved a detailed formal plan for restructuring to which it is committed. Employee termination benefits are recognized when the representatives of employees or individual employees have been informed of the intended measures in detail and the related compensa- tion packages can be reliably measured. The costs included in a provision for restructuring are those costs that are either incremental or incurred as a direct result of the plan or are the result of a continuing contractual obligation with no continuing economic benefit to the Group or a penalty incurred to cancel the contractual obligation. Restructuring expenses are recog- nized in respective expenses depending on the nature of the restructuring expenses. Provi- sions are not recognized for future operating losses. A provision is recognized for an onerous contract, when the costs required to meet the obli- gations under the contract exceed the benefits to be received. A contingent liability is a possible obligation that does not fulfil the criteria to be recognized in balance sheet as a provision due to future uncertainties towards the existence of obligation or outflow of resources required to settle the obligation. Contingent liabilities are regularly monitored, and in case the outflow of resources becomes probable, they are recognized as provisions. Income taxes (IAS 12) The Group’s income tax expense includes taxes of the group companies based on current period’s taxable income and the changes in the deferred taxes. Income tax is recognized in the income statement, except for the items recognized directly in other comprehensive income, when the tax effect is accordingly recognized in other comprehensive income. Income tax expense is based on the local tax rate in each country. Tax adjustments from pre- vious periods are included in tax expense. Deferred tax assets or liabilities are calculated using the liability method on all temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liabil- ity is settled. Deferred tax assets are recognized only to the extent that it appears probable that future taxa- ble profit will be available, against which the tax losses or temporary differences can be uti- lized. Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary differ- ence is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Eltel is within the scope of the OECD Pillar Two model rules. The Pillar Two legislation has been effective since 1 January 2024. Under the legislation, the Group is liable to pay a top-up tax for the difference between its GloBE effective tax rate per jurisdiction and the 15% mini- mum rate. The Group applies the temporary mandatory relief from deferred tax accounting for the impacts of the top-up tax and accounts for it as a current tax when it is incurred. Employee benefits (IAS 19) Short-term benefits to employees are calculated without discounting and are recognized as a cost when the related services are received. The Group companies have different pension schemes in accordance with the local condi- tions and practices in the countries where they operate including statutory pension plans and supplementary pension benefits. The schemes are generally funded through payments to insurance companies or trustee-administered funds. The plans are classified as either defined contribution plans or defined benefit plans. In the defined contribution plan, pension contributions are paid directly to insurance com- panies and once the contributions have been paid, the Group has no further payment obliga- tions if the company receiving the payments cannot fulfil its obligations. These contributions are charged to the income statement in the year to which they relate. For supplementary pen- sion capitalization plans the Group recognizes a long-term pension provision and corre- sponding financial asset, which is classified and measured according to IFRS 9. For defined benefit plans, the liability in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date minus the fair value of plan assets. The pension obligation is defined using the projected unit credit method sepa- rately for each plan. The discount rate applied to calculate the present value of post-employ- ment benefit obligations is determined by the market yields of long-term corporate bonds or government bonds with corresponding maturity to the obligation. The net interest cost is esti- mated by applying the discount rate to the net defined benefit obligation and recognized as financial expenses. Past service costs are recognized immediately in the income statement. Remeasurements of the defined benefit plan are recognized directly in other comprehensive income. Termination benefits A provision is recognized in connection with termination of employment if the company is committed to a formal and detailed plan to terminate employment before the normal retire- ment date. When a termination benefit is offered to encourage voluntary redundancy, a cost is recognized if it is probable that the offer will be accepted and the number of employees who will accept the offer can be reliably estimated. Share-based payments (IFRS 2) Eltel has three incentive programs that are recognized as share-based payments settled with equity instruments in accordance with IFRS 2. The fair value of the share incentives granted to the key employees is recognized as an employee expense on a straight-line basis over the vesting period when employee services are performed with corresponding entry to equity. The fair value of the share incentives is the market value at the grant date. The total amount to be expensed over the vesting period is determined based on the grant date fair value of shares and Group’s estimate of the number of the shares that are expected to be vested by the end of the vesting period. The impact of a non-market vesting condition and estimate for the fulfilment of continued employment criteria at the end of the vesting period is included in the assumptions about the number of share incentives. The estimate is updated at each reporting date and changes in estimate are recorded through the statement of income. Social costs related to the share-based incentive scheme are expensed during the periods when services are performed based on the fair value at the reporting date. Annual Report 2024 77 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Financial performance This section comprises the following notes 3 Segment reporting 78 4 Revenue recognition 79 5 Personnel by segment 80 6 Employee benefit expenses 80 7 Function expenses by nature 80 8 Other income 80 9 Other expenses 80 10 Depreciation, amortization and impairment 81 11 Financial income and expenses 81 12 Income tax 81 13 Earnings per share 81 3 Segment reporting Eltel reports its operations in four country segments: Finland, Sweden, Norway and Denmark. All communication and power business in these countries is presented under country seg- ments. Other business includes High Voltage Poland until its divestment in Q2 2024, Smart Grids Germany, Lithuania as well as closing activities for Power Transmission International. To simplify the operational structure and leverage the Danish management, the segment structure will be updated from 1 January 2025. The operations in Denmark and Germany will be presented in one segment named Denmark & Germany. Smart Grids Germany has been presented outside segments under Other business until 31 December 2024. The remaining part of the Other business and Group Functions will be combined and named as Group Sup- port Functions. Starting from 1 January 2025 the segments will be Finland, Sweden, Norway and Denmark & Germany. All communication and power business in these countries will con- tinue to be presented under country segments. The Group Support Functions will include Group Functions and Lithuania as well as closing activities for Power Transmission Interna- tional and High Voltage Poland until its divestment in Q2 2024. Comparative figures will be presented according to the new segment structure starting from the January–March 2025 Interim Report. Net sales by segment EUR million 2024 2023 Finland 357.7 344.5 Sweden 211.8 198.5 Norway 114.9 130.1 Denmark 92.0 93.0 Sum segments 776.5 766.1 Other business 61.9 93.7 Eliminations -9.7 -9.7 Total 828.7 850.1 In 2024 and 2023 the Group has had two customers that represent over 10% of total sales of the Group. The customers’ share of the sales amounts to 26% (29). Revenues from these cus- tomers were reported mainly in segments Norway and Sweden and to a smaller extent also in other country segments. Customer means a legal entity, and where applicable, a collection of legal entities in the same group. Segment results EUR million 2024 2023 Adjusted EBITA by segment Finland 15.7 6.5 Sweden 6.1 2.9 Norway -5.7 -2.5 Denmark 5.0 4.9 Sum segments 21.1 11.8 Other business 0.7 -1.0 Group functions -11.3 -9.1 Adjusted EBITA, Group 10.5 1.7 Restructuring and resizing -5.3 -7.0 Divestments -23.1 – Total items affecting comparability in EBITA -28.5 -7.0 Operating result (EBIT) -18.0 -5.3 Financial expenses, net -12.7 -12.7 Result before taxes -30.7 -17.9 Net working capital and operative capital employed EUR million 31 Dec 2024 31 Dec 2023 Inventories 19.3 17.3 Trade and other receivables 165.3 195.6 Provisions -8.4 -7.1 Advances received -51.4 -59.3 Trade and other payables -152.0 -191.8 Other -34.1 -4.8 Net working capital -61.3 -49.8 Intangible assets excluding acquisition-related allocations 4,1 6.4 Property, plant and equipment 5,9 10.5 Right-of-use assets 53,5 51.9 Restructuring provisions -0.5 -0.3 Operative fixed assets 62.9 68.6 Total operative capital employed 1.7 18.7 Operative capital employed (average over reporting period) 10.2 31.9 Net working capital by segment EUR million 31 Dec 2024 31 Dec 2023 Finland -37.3 -31.1 Sweden 13.8 7.5 Norway -8.4 -8.0 Denmark -2.1 -1.5 Other business -2.0 15.2 Group functions -25.2 -31.9 Total -61.3 -49.8 Operative fixed assets by segment EUR million 31 Dec 2024 31 Dec 2023 Finland 20.7 21.2 Sweden 13.7 12.5 Norway 17.5 15.8 Denmark 8.3 9.2 Other business 5.2 8.7 Group functions -2.6 1.1 Total 62.9 68.6 Operative capital employed by segment EUR million 31 Dec 2024 31 Dec 2023 Finland -16.6 -9.9 Sweden 27.5 20.0 Norway 9.1 7.8 Denmark 6.2 7.7 Other business 3.2 23.9 Group functions -27.8 -30.8 Total 1.7 18.7 Annual Report 2024 78 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other 4 Revenue recognition Net sales by business EUR million 2024 2023 Communication 505.9 514.8 Power 322.8 329.1 Other operations 0.0 6.2 Total 828.7 850.1 Net sales by segment and business EUR million 2024 2023 Finland Communication 174.4 154.3 Power 183.4 190.2 Sweden Communication 159.9 158.0 Power 52.0 40.5 Norway Communication 114.6 129.8 Power 0.3 0.3 Denmark Communication 54.4 66.4 Power 37.6 26.6 Other business Communication 10.7 14.5 Power 51.2 73.0 Other operations 0.0 6.2 Eliminations -9.7 -9.7 Total 828.7 850.1 Internal net sales consist mainly of net sales from communication in Lithuania, reported in other business. There are no material internal net sales in any of the country segments. Net sales by service type Eltel’s revenue consists of project delivery, upgrade and maintenance services. Project delivery services (Engineering, procurement, construction) Project delivery services comprise engineering and delivering customer specific network infrastructure projects. The contracts include projects with estimated scope of works and variation orders as well as turnkey projects and Eltel’s activities typically include tasks relating to design, construction, installation and project management. The size of a contract is typi- cally large (EUR 1–40 million) and project execution time frame from months to years. For project delivery services revenue is typically recognized over time as customers control the asset that Eltel creates or enhances. Upgrade services (Upgrade and conversion projects) Upgrade and conversion services are services to recover and upgrade the condition or tech- nology of an existing infrastructure network where Eltel typically dismantle, build and/or install on customer specifications. The projects are typically based on multi-year frame agree- ments where the services are ordered based on individual purchase orders but also on separately tendered projects. Size of a project varies typically from EUR 10,000 to over EUR 1 million projects and pricing is typically based on units. For upgrade services revenue is typi- cally recognized over time as customers control the asset that Eltel creates or enhances. Maintenance services Eltel’s maintenance services comprise of scheduled and corrective care services and connect services where the customer contracts are usually multi-year frame agreements. The works are performed based on continuous flow of small orders that are typically unit priced, but also certain fixed fee-based contracts exist. The services are not highly customized to a particular customer. The nature of Eltel’s maintenance services is such that the customer typically can benefit from the services either on its own or together with other readily available resources. In maintenance services customers receive benefits as Eltel performs and revenue is recog- nized over time based on the services performed. Net sales by business and service type EUR million 2024 2023 Communication Project delivery 31.9 28.5 Upgrade services 326.1 346.6 Maintenance 147.8 139.7 Total Communication 505.9 514.8 Power Project delivery 153.7 159.9 Upgrade services 75.6 94.4 Maintenance 93.5 74.8 Total Power 322.8 329.1 Other operations Project delivery – 6.4 Maintenance 0.0 -0.2 Total other operations 0.0 6.2 Total 828.7 850.1 In 2024 project delivery services form 22% (23), upgrade services 48% (52) and maintenance services 29% (25) of Eltel’s total net sales. Committed order backlog by business and service type Committed order backlog in Eltel is defined as the total value of committed purchase orders received but not yet recognized as net sales. It does not include frame agreements unless a binding purchase order has been received. Committed order backlog is therefore the best measure of unsatisfied performance obligations according to IFRS 15 Revenue from con- tracts with customers. The below table presents the committed order backlog by business and service type. The currency impact in total order backlog at year-end 2024 was EUR -4.1 million. EUR million 31 Dec 2024 31 Dec 2023 Communication Project delivery 32.3 48.1 Upgrade services 137.2 180.0 Maintenance 25.9 30.6 Total Communication 195.3 258.6 Power Project delivery 123.0 189.9 Upgrade services 36.1 57.7 Maintenance 30.7 26.0 Total Power 189.8 273.6 Other operations Project delivery – – Total other operations – – Total 385.1 532.3 More than two thirds of the committed order backlog in project delivery services and nearly all of the committed order backlog in upgrade services and maintenance service is to be recog- nized as revenue during 2025. Contract balances EUR million 31 Dec 2024 31 Dec 2023 Trade receivables 89.6 106.2 Contract assets 58.9 66.7 Total assets related to contracts with customers 148.5 172.9 Advances received from contracts with customers 46.7 54.6 Total liabilities related to contracts with customers 46.7 54.6 Trade receivables and contract assets are included in the trade and other receivables in the balance sheet. Contract assets mainly consist of recognized net sales not yet invoiced. Advances received represent the contract liabilities. Annual Report 2024 79 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other 5 Personnel by segment Number of personnel by segment, FTE 1) Of whom Of whom Average 2024 men % 2023 men % Finland 1,478 91 1,503 91 Sweden 950 85 988 85 Norway 761 88 860 87 Denmark 487 88 511 88 Other business 693 85 995 84 Group and shared functions 180 35 166 36 Total personnel FTE, average 4,550 86 5,024 86 Total personnel FTE, year-end 4,160 87 4,931 86 1) Full time equivalent 6 Employee benefit expenses Employee benefit expenses EUR million 2024 2023 Wages and salaries 251.2 254.3 Post-employment benefits: Defined benefit plans -1.3 -1.1 Defined contribution plans 27.5 25.7 Other statutory social costs 31.4 34.0 Total 308.7 312.8 Employee benefit expenses by function EUR million 2024 2023 Cost of sales 248.3 259.5 Selling and administrative expenses 60.8 53.6 Sum in operative expenses 309.1 313.1 Financial income and costs -0.4 -0.3 Total 308.7 312.8 7 Function expenses by nature EUR million 2024 2023 Other income -4.3 -3.5 Total other income -4.3 -3.5 Expenses Materials and supplies 120.1 139.9 Employee benefit expenses 309.1 313.1 Subcontractors and other external services 259.2 269.7 Other costs 127.8 106.1 Depreciation, amortization and impairment 34.7 30.1 Total expenses 850.9 858.9 Total net expenses 846.7 855.4 Main items in other costs include direct costs and production overheads as well as IT costs, transportation, premises and other personnel-related costs. In 2024 other costs also include EUR 23.1 million impact from divestment of High Voltage Poland. The total amount recognized in the income statement is divided by function as follows: EUR million 2024 2023 Cost of sales 736.8 774.5 Other income -4.3 -3.5 Selling and administrative expenses 88.2 82.4 Other expenses 25.9 2.0 Total 846.7 855.4 8 Other income EUR million 2024 2023 Gains on sales of assets 0.3 0.1 Supplier invoice financing cost compensation 3.2 2.7 Other income 0.7 0.6 Total 4.3 3.5 9 Other expenses EUR million 2024 2023 Loss on divestments 23.1 – Supplier invoice financing expenses 2.6 0.9 Loss on foreign exchange contracts 0.2 0.4 Other expenses 0.0 0.6 Total 25.9 2.0 In 2023, additional to the EUR 0.9 million of supplier invoice financing expenses presented in above table, EUR 1.9 million were reported in selling and administrative expenses in the income statement. Annual Report 2024 80 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other 10 Depreciation, amortization and impairment EUR million 2024 2023 Depreciation of right-of-use assets 25.5 22.3 Impairment losses on right-of-use assets 3.1 0.9 Other depreciation and amortization 6.2 6.9 Total 34.7 30.1 The total amount recognized in the income statement is divided by function as follows: EUR million 2024 2023 Cost of sales 20.2 17.8 Selling and administrative expenses 14.5 12.3 Total 34.7 30.1 11 Financial income and expenses EUR million 2024 2023 Interest income arising from financial assets at amortized cost 0.5 1.1 Other financial income 0.4 0.1 Total financial income 1.0 1.2 Interest expenses from liabilities at amortized cost 1) -12.7 -12.6 Fee expenses -1.1 -1.1 Fair value change of foreign exchange derivatives -0.6 0.2 Other foreign exchange differences 0.8 -0.4 Total financial expenses -13.7 -13.9 Net financial expenses -12.7 -12.7 1) Includes EUR 2.8 million (2.6) of interest expenses for leasing liabilities . 12 Income tax Income tax expense in the consolidated income statement EUR million 2024 2023 Current tax 1.8 -0.3 Deferred tax -3.5 -10.0 Total tax cost (+)/ income (-) -1.6 -10.3 Tax rate, % 5.3% 57.6% The difference between income taxes at the statutory tax rate in Sweden 20.6% and income taxes recognized in the consolidated income statement is reconciled as follows: EUR million 2024 2023 Profit before tax -30.7 -17.9 Total tax cost (+)/income (-) Tax calculated at Swedish tax rate -6.3 -3.7 Effect of different tax rates outside Sweden 0.4 0.4 Income not subject to tax -0.1 -0.1 Expenses not deductible for tax purposes 0.5 0.4 Effect of divestments 4.5 – Impact of deferred tax asset valuation -0.6 -4.9 Taxes and adjustments in respect of prior years -0.1 -2.3 Other items 0.2 -0.0 Income taxes in the consolidated income statement -1.6 -10.3 Eltel is within the scope of the OECD Pillar Two model rules. Pillar Two legislation has been effective from 1 January 2024. The Group has applied the temporary mandatory relief from deferred tax accounting for the impacts of the top-up tax and accounts for it as a current tax when it is incurred. Deferred taxes are presented in note 24. 13 Earnings per share 2024 2023 Net result attributable to equity holders of the parent -29.7 -7.9 Interest on hybrid bond -3.4 -2.5 Net result attributable to ordinary shares -33.1 -10.4 Weighted average number of ordinary shares, basic 156,736,781 156,736,781 Weighted average number of ordinary shares, diluted 156,736,781 156,736,781 Earnings per share, basic -0.21 -0.07 Earnings per share, diluted -0.21 -0.07 The basic earnings per share figure is calculated by dividing the net income attributable to the shareholders of the parent company by the weighted average number of ordinary shares out- standing during the year. Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares by the effect of potential diluting shares due to share- based incentive plans in the Group. Annual Report 2024 81 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Financial risk management and capital structure This section comprises the following notes 14 Financial risk management 82 15 Shares and share capital 85 16 Borrowings 86 17 Financial instruments by category 87 18 Derivativefinancialinstruments 88 19 Commitments and contingent liabilities 88 14 Financial risk management The Group has exposure to the following financial risks: • Market risks, including currency, interest rate and commodity price risks • Liquidity risk • Credit risk The Group’s financing and financial risk management is carried out by a central treasury department (Group Treasury) under the Treasury Policy approved by the Board of Directors. Group Treasury Policy has been established to identify and analyze the financial risks faced by the Group, to set appropriate risk limits and controls and to monitor risk and adherence to limits. The Treasury Policy and the related financial risk management policies and procedures are reviewed regularly to reflect changes in market conditions and Group’s activities. The main objective of the financial risk management is to minimise the unfavourable effects of the financial risks on the Group’s income and cash flow. 14.1 Market risk Market risk is the risk that changes in market prices – such as foreign exchange rates, inter- est rates and commodity prices – will affect the Group’s income, cash flows or the value of its holdings of financial instruments. Main market risks of the Group include currency risks, inter- est rate risks and commodity risks. 14.1.1 Currency risk Currency risk in the Group consists of transaction risk and translation risk. The purpose of currency risk management is to minimise the impact of foreign exchange fluctuations to the cash flows, income statement and balance sheet of the Group. Currency transaction risk The Group is exposed to currency transaction risks to the extent that there is a mismatch between the currencies in which sales, purchases, borrowings and cash are denominated ver- sus the respective functional currencies of the Group companies. Majority of the Group’s business is local and over 95% of the cash inflows are generated in each country’s local currency. The transaction risk is therefore limited. The foreign currencies used are typically US dollar, EUR or other European currencies. The main principle is to miti- gate the risk first by operative means in the businesses, e.g. by matching, as far as possible, the project costs to the contract currency. The open foreign exchange exposure is hedged by using foreign currency forward con- tracts and swaps in accordance with the Group foreign currency risk management policy whereby any net exposure exceeding EUR 2 million shall be hedged with the minimum of 60% hedging ratio and the open net exposure may not exceed EUR 4 million. The Group applies hedge accounting for net currency exposures exceeding EUR 4 million in counter value. More information on the Group’s foreign exchange derivatives is included in note 18 Derivative financial instruments. The summary quantitative data about the Group’s transaction risk exposure as reported to the Group’s management is as follows: 2024 Sales and Borrowings Net transaction EUR million purchases and cash Hedges risk exposure EUR 1.1 0.8 -0.7 1.2 SEK -2.5 -23.2 25.9 0.2 NOK -0.1 -3.7 3.9 0.0 DKK 0.1 -9.6 9.4 0.0 PLN 0.0 -0.3 0.3 0.0 USD -0.1 -0.2 0.3 0.0 MZN – 0.2 – 0.2 2023 Sales and Borrowings Net transaction EUR million purchases and cash Hedges risk exposure EUR 2.5 0.0 -2.9 0.4 SEK -2.2 -10.7 12.4 0.5 NOK -0.1 -7.3 7.3 0.1 DKK -0.0 -11.4 11.4 0.1 PLN -0.0 0.0 0.1 0.1 USD -1.7 0.8 1.0 0.0 MZN – 1.0 – 1.0 Sales and purchases include both forecasted contractual sales and purchases as well as trade receivables and payables . Currency transaction risk impact A reasonably possible strengthening (weakening) of 10% in the most significant currencies against all other currencies at the balance sheet date would have affected profit or loss by the amounts shown in the following table. The analysis illustrates currency transaction risk including hedges and assumes that all other variables, in particular interest rates, remain constant. 2024 profit or loss 2023 profit or loss EUR thousands Strengthening Weakening Strengthening Weakening EUR 116 -116 -37 37 SEK 22 -18 -60 49 NOK 4 -3 -10 8 DKK -4 3 -9 7 PLN -2 1 16 -13 USD -4 3 1 -1 MZN 19 -15 110 -90 The Group has not applied hedge accounting to currency derivatives in 2024 or 2023 and all fair value changes are reported through profit and loss. Currency translation risk The Group’s translation risk arises from translating foreign currency denominated subsidiar- ies’ income statements and balance sheets into the Group’s presentation currency upon Group consolidation. The risk is realized as volatility of both the Group’s Euro-denominated profit or loss and equity (translation reserves). A significant portion of the Group’s net sales is generated by subsidiaries that operate in countries where a currency other than the Euro is used, particularly Sweden, Norway, Den- mark and Poland. For the year ended 31 December 2024, 26% (24) of the Group’s net sales were generated in SEK, 14% (15) in NOK, 11% (11) in DKK and 2% (4) in PLN. The changes in NOK against EUR impacted the Group’s net sales by EUR -1.7 million (-17.4) and changes in SEK against EUR by EUR 1.0 million (-15.9). The costs of the operations of the Group are typically incurred in the same currency as net sales. Therefore the translation risk in the Group’s profit or loss is limited. In 2024 the changes in NOK against EUR impacted the Group’s EBIT by EUR 0.2 million (0.7). A change in the aver- age EUR/SEK, EUR/NOK, EUR/DKK, EUR/PLN rates by 10% would have had an impact of EUR +0.4 million (+0.2) on the Group’s operating result (EBIT) and EUR +0.4 million (+0.1) in the Group’s post tax profit in 2024. Net investment translation risk The majority of the Group’s net investment translation risk arises from the net investments in the Swedish, Norwegian and Polish subsidiaries. This net investment was hedged by SEK and PLN denominated loans until January 2022, when the loans in SEK and PLN were repaid. The foreign exchange differences for these loans have been recognized in other comprehensive income under translation reserve. If the amount of the net investment decreases through divestment or otherwise, the related accumulated gains or losses recognized in translation reserve are transferred to profit or loss. Annual Report 2024 82 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Note 14 continued The valuations of the net investment hedges in hedging reserve are presented in the below table: 2024 Loans denominated Discontinued EUR million in foreign currency net investment hedges Total 1 Jan 6.6 7.0 13.6 Recognized in hedging reserve during the period – – – Transferred from hedging reserve to profit and loss during the period – -0.1 -0.1 31 Dec 6.6 6.9 13.5 2023 Loans denominated Discontinued EUR million in foreign currency net investment hedges Total 1 Jan 6.6 7.0 13.6 Recognized in hedging reserve during the period – – – Transferred from hedging reserve to profit and loss during the period – – – 31 Dec 6.6 7.0 13.6 14.1.2 Interest rate risk Interest rate risk is the uncertainty in the financial result or the value of the Group caused by fluctuations in interest rates. Interest rate risk can be divided into two components: • interest flow risk is the risk that the Group’s net interest expenses change due to interest rate changes. • interest price risk is the risk that the fair values of financial instruments change due to inter- est rate changes. The Group’s policy is not to hedge the loans maturing within less than 2 years. At the end of 2024 all the bank borrowings were due in less than 2 years and the Group does not have any interest rate hedges in place. The Group’s borrowing is based on floating interest rates (one to six months) including a floor market rate of zero. The interest rate profile of the Group is as follows: EUR million 2024 2023 Total leasing liabilities 58.7 53.9 Variable-rate instruments Financial assets -21.3 -24.7 Financial liabilities 76.0 71.1 Total variable-rate net liabilities 54.7 46.4 A majority of the leasing liabilities have a fixed interest rate for the lease period. More informa- tion on the Group’s interest rate derivatives is included in note 18 Derivative financial instru- ments. Interest rate sensitivity A reasonably possible change in the relevant market interest rates at the reporting date would affect the annual interest expenses by the amounts shown below. The analysis assumes that all other variables, in particular foreign exchange rates, remain constant. The analysis takes into account the effect in the interest costs of all floating rate borrowings. 2024 Income statement EUR million 50 bp increase 25 bp decrease Variable rate instruments 0.3 -0.2 Total 0.3 -0.2 2023 Income statement EUR million 50 bp increase 25 bp decrease Variable rate instruments 0.2 -0.1 Total 0.2 -0.1 Bp refers to basis points. 14.1.3 Commodity price risk Commodity price risk is the uncertainty in the financial result or the value of the Group caused by fluctuations in commodity prices. Inflation impacts Eltel across its cost base, including fuel and material prices. According to the Group’s policy the commodity derivates may be used to hedge the com- modity purchases for the long-term customer contracts, if the price of the commodity pur- chases for the contract cannot be fixed, and a relevant commodity derivative is available in the market. In 2024 or 2023 Eltel had no commodity derivatives. 14.2 Liquidity risk Liquidity risk is the risk that the Group will encounter financial difficulty in meeting its financial obligations. The Group’s objective of liquidity risk management is to ensure that it will main- tain a sufficient liquidity reserve to meet its liabilities when they are due under both normal and stressed conditions. Securing adequate amount of funding is centralised to the Group Treasury. The Group maintains sufficient liquidity by efficient cash management through group level cash pools and related overdraft limits. At year-end 2024, the Group had committed syndicate revolving credit facility of EUR 90 million (90) and the overdraft facilities of EUR 15 million (15). The Group had also access to short-term debt capital markets via Finnish Domestic Commercial Paper program of EUR 150 million. At year-end, the cash and cash equivalents consisted solely of cash in hand and deposits. The Group’s available liquidity reserve at the balance sheet date was as follows: EUR million 31 Dec 2024 31 Dec 2023 Committed credit facility 44.0 51.0 Current account overdrafts 15.0 15.0 Cash and cash equivalents 21.3 24.7 Total 80.3 90.7 At the end of December 2024, the Group held counter value of EUR 0.2 million (1.2) in local currency bank accounts in Mozambique and Georgia. Due to the local currency and other reg- ulatory requirements the funds in Mozambique are not readily transferrable off-shore. The funds will be repatriated once the approval from the central bank of Mozambique is received. The funds are included in the cash and cash equivalents since the use of the funds is not restricted. The funds are subject to currency risk in group consolidation and to the extent the project costs arise in other than the local currency. The risk analysis is included in section 14.1 Market risk. The Group also monitors closely the expected cash inflows and outflows. The liquidity pro- jections are prepared at a daily level for the following 5 weeks and at a monthly level for the full calendar year. The most significant uncertainties in the projections are related to the cash inflows from the project business. Annual Report 2024 83 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Note 14 continued The maturities of the Group’s undiscounted financial liabilities at the balance sheet date are presented in the following table in line with their contractual terms. Carrying amounts Contractual cash flows 31 Dec 2024 Less than Over Less than 1–3 3–5 Over EUR million 1 year 1 year 1 year years years 5 years Financial assets Trade receivables 89.6 – 89.6 – – – Derivative instruments 0.0 – 0.0 – – – Other receivables 2.7 2.2 2.7 0.2 – 2.0 Cash and cash equivalents 21.3 – 21.3 – – – Total financial assets 113.6 2.2 113.6 0.2 – 2.0 Financial liabilities Bank borrowings and commercial papers 60.0 16.0 63.0 16.1 – – Leasing liabilities 22.7 36.0 25.2 30.2 6.3 0.8 Trade and other payables 61.5 – 61.5 – – – Derivative financial instruments 0.0 – 0.0 – – – Total financial liabilities 144.2 52.0 149.7 46.3 6.3 0.8 Carrying amounts Contractual cash flows 31 Dec 2023 Less than Over Less than 1–3 3–5 Over EUR million 1 year 1 year 1 year years years 5 years Financial assets Trade receivables 106.2 – 106.2 – – – Derivative instruments 0.0 – 0.0 – – – Other receivables 3.5 1.2 3.5 0.4 – 0.8 Cash and cash equivalents 24.7 – 24.7 – – – Total financial assets 134.5 1.2 134.5 0.4 – 0.8 Financial liabilities Bank borrowings and commercial papers 50.0 21.0 55.0 21.1 – – Leasing liabilities 19.9 33.9 18.4 23.1 7.4 2.5 Trade and other payables 73.5 – 73.5 – – – Derivative financial instruments 0.1 – 0.1 – – – Total financial liabilities 143.5 54.9 147.0 44.2 7.4 2.5 14.3 Credit risk Credit risk is the risk of loss to the Group if a customer or a counterparty to a financial instru- ment fails to meet its contractual obligations. The Group’s credit risk arises primarily from the Group’s receivables from customers. The Group has identified a concentration risk relating to certain key customers who account for a significant amount of the Group’s net sales. The key customers are solid infrastructure net- work owners, typically well-known publicly listed companies or companies owned by govern- ments or municipalities in Europe. Therefore, the Group assess that the concentration risk and credit risk related to these key customers is limited. The Group’s trade receivables and contract assets are divided into two groups for meas- urement of credit risk. One group consists of large customers that account for a significant part of the Group’s net sales. The loss allowance for expected credit losses for the largest customers is made individually with a rating-based model applied. For the other group of sev- eral smaller customers, the Group applies a collective impairment model based on age analy- sis of the receivables and historically realized losses. Forward-looking factors and manage- ment judgement is applied in both models. At the end of December 2024, the Group held counter value of EUR 0.2 million (1.2) in local bank accounts in Mozambique and Georgia. The sovereign risk related to these countries is included in expected credit loss (ECL) calculation. Below table summarises the expected credit loss reservation for total trade receivables and contract assets. Credit risk exposure and loss reservation 2024 Trade Expected Recognized EUR million receivables Contract credit loss amounts Credit risk rating (gross) assets Total reservation (net) Large customers AAA 5.7 0.7 6.4 – 6.4 AA 9.2 8.0 17.2 – 17.2 A 3.5 5.8 9.2 – 9.2 BBB 18.8 5.1 23.9 – 23.9 BB 1.1 – 1.1 – 1.1 Total large customers 38.3 19.6 57.9 – 57.9 Other customers 52.2 39.4 91.5 0.9 90.6 Total 90.5 58.9 149.4 0.9 148.5 2023 Trade Expected Recognized EUR million receivables Contract credit loss amounts Credit risk rating (gross) assets Total reservation (net) Large customers AAA 5.5 1.2 6.7 – 6.7 AA 15.1 7.1 22.2 0.0 22.2 A 6.5 6.3 12.8 – 12.8 BBB 17.9 7.2 25.2 0.0 25.2 BB 0.3 – 0.3 – 0.3 Total large customers 45.3 21.8 67.1 0.0 67.1 Other customers 62.4 45.0 107.4 1.5 105.9 Total 107.8 66.7 174.5 1.6 172.9 Maturity analysis of receivables: EUR million 31 Dec 2024 31 Dec 2023 Not past due 77.8 91.9 1–14 days overdue 9.0 9.9 15–90 days overdue 2.0 3.7 91–180 days overdue 0.3 0.5 More than 180 days overdue 1.3 1.7 Total trade receivables 90.5 107.8 Contract assets 58.9 66.7 Expected credit loss reservation -0.9 -1.6 Total 148.5 172.9 There were no past due receivables in any other class of financial assets. The carrying amount of the Group’s receivables represents the maximum amount of credit risk at the balance sheet date. The amount of receivables represent managements best esti- mate of amounts that will be recovered from the customers. The reserve for expected credit losses is EUR 0.9 million (1.6) representing a decrease of EUR 0.7 million from the comparative period. Realized credit losses in the Group were EUR 0.1 million (1.1) during the year. The Group investment activities are not exposed to significant credit risk. Any long-term investments have to be approved by the Board of Directors. Derivative financial instruments are entered into with banks with high credit rating. Group treasury is responsible for credit risk management relating to financial risk counterparties. New derivative counterparties always have to be approved by the Board of Directors. Credit risk also originates from investments in cash and cash equivalents. EUR 21.1 million (23.5) of the cash balance on 31 December 2024 was deposited in the banks having the credit rating of at least A (S&P) or equivalent. EUR 0.2 million (1.2) of the cash was deposited in the banks in Mozambique and Georgia having the credit rating of BB. The expected credit risk for cash and cash equivalents is measured by a rating-based model in combination with other known information and forward-looking factors. The expected credit losses for other receiva- bles and assets have been assessed to be immaterial and no reservation has been recog- nized in the financial statements. Annual Report 2024 84 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Note 14 continued 14.4 Capital management The Group’s objective when managing capital is to safeguard its ability to continue as going concern in order to provide returns for shareholders. The Group defines total capital as equity plus net debt in the balance sheet. The net debt at year-end has been as follows: EUR million 31 Dec 2024 31 Dec 2023 Total bank borrowings 76.5 71.5 Leasing liabilities in balance sheet 58.7 53.9 Cash and cash equivalents -21.3 -24.7 Net debt 114.0 100.6 In 2024 Eltel’s bank loan agreements included financial covenants related to leverage ratio (Net debt/Adjusted EBITDA), minimum liquidity and net gearing (Net debt/ Total equity). If the net debt or adjusted EBITDA outcome differs significantly from planned, there is a risk that the covenants under the existing financing agreement are not met. Challenges with respect to meeting the financial covenants might lead to a risk that suppliers and other stake- holders could request accelerated payment terms or additional guarantees. Credit facilities EUR million 31 Dec 2024 Maturity Term loan, current 4.0 Mar 2025 – Dec 2025 Term loan, non-current 16.0 Jan 2026 Revolving credit facility 90.0 Jan 2026 Account overdrafts 15.0 Jan 2026 Total committed credit facilities 125.0 Commercial paper program 150.0 N/A After the reporting period, the maturity of the term loan, revolving credit facility and account overdrafts have been prolonged until January 2027. Additional to above facilities, the Group also had access to short-term debt capital markets via a commercial paper program of EUR 150 million. At the reporting date EUR 10.0 million (8.0) of the commercial paper program and EUR 46.0 million (39.0) of the revolving credit facility were utilized. 15 Shares and share capital There were no changes in shares and share capital in 2024. On 20 November 2023, Eltel issued and repurchased 2,354,500 class C shares in accord- ance with the renewed authorization regarding the incentive program LTIP 2022 that the AGM on 11 May 2023 resolved upon and in accordance with the incentive program LTIP 2023 which was adopted by the AGM on 11 May 2023. Eltel held the repurchased shares at 31 December 2023 and at 31 December 2024 and will hold the shares until it is time to deliver shares to the qualifying participants of LTIP 2022 and LTIP 2023, respectively. Prior to the delivery of the shares to qualifying participants, the class C shares will be converted to ordi- nary shares. The purpose of the repurchase of class C shares is to ensure delivery of shares to participants and to secure social contributions arising as a result of LTIP 2022 and LTIP 2023, respectively. The share issue resulted in an increase of share capital by EUR 2,374,508. On 31 December 2024, the total number of shares amounted to 160,585,581 divided into 156,736,781 ordinary shares with 1 vote per share and 3,848,800 C shares with 1/10 vote per share. On 31 December 2024 the share capital amounted to EUR 162.0 million. Changes in the share capital Ordinary Total number Change in share Total share Quota (par) Date 1) Transactions shares C shares of shares capital (EUR) capital (EUR) value (EUR) 1Jan 2023 156,736,781 1,494,300 158,231,081 1.01 20 Nov 2023 Issue of new C shares – 2,354,500 160,585,581 2,374,508 161,950,203 1.01 31 Dec 2023 156,736,781 3,848,800 160,585,581 161,950,203 1.01 31 Dec 2024 156,736,781 3,848,800 160,585,581 161,950,203 1.01 1) Date of registration with the Swedish Companies Registration office. Annual Report 2024 85 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other 16 Borrowings The financial liability amounts include capital amount and accrued interests. EUR million 31 Dec 2024 31 Dec 2023 Carrying amounts of non-current liabilities Bank borrowings 15.8 20.7 Leasing liabilities 36.0 33.9 Total non-current financial liabilities 51.8 54.7 Carrying amounts of current liabilities Bank borrowings 60.5 50.4 Leasing liabilities 22.7 19.9 Total current debt 83.2 70.3 Total current financial liabilities 83.2 70.3 Total financial liabilities at amortized cost 135.0 125.0 The carrying amounts of the Group’s financial liabilities are denominated in following  currencies: EUR million 31 Dec 2024 31 Dec 2023 EUR 98.6 91.9 SEK 13.1 11.1 PLN 0.3 1.5 NOK 15.9 13.0 DKK 7.3 7.5 Total 135.0 125.0 See note 14 for information about interest rate risk, currency risk, liquidity risk and capital  management. The weighted average interest rates for borrowings at year-end were 6.3% (7.2). Non-cash changes of borrowings 2024 Long-term Short-term Leasing EUR million borrowings borrowings liabilities Total 1 Jan 20.7 50.4 53.9 125.0 Cash flows (net) -4.0 9.0 -25.2 -20.2 Non-cash changes: New lease agreements – – 35.9 35.9 Termination of lease agreements – – -3.8 -3.8 Divestments – – -1.1 -1.1 Change in maturity -1.0 1.0 – – – – Foreign exchange movements -0.9 -0.9 Accruals and other non-cash changes 0.1 0.1 – 0.2 31 Dec 15.8 60.5 58.7 135.0 2023 Long-term Short-term Leasing EUR million borrowings borrowings liabilities Total 1 Jan 34.7 90.4 47.8 172.9 Cash flows (net) -7.5 -46.0 -22.1 -75.6 Non-cash changes: New lease agreements – – 34.3 34.3 Termination of lease agreements – – -5.2 -5.2 Change in maturity -6.5 6.5 – – Foreign exchange movements – – -0.9 -0.9 Accruals and other non-cash changes 0.0 -0.5 – -0.5 31 Dec 20.7 50.4 53.9 125.0 Annual Report 2024 86 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other 17 Financial instruments by category Book values of financial instruments by category When measuring the financial assets and liabilities, the Group uses market observable data as far as possible. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly (i.e. as prices) or indirectly (i.e. derived from prices). • Level 3: inputs for the asset or liability that are not based on observable market data. Trade and other payables and receivables are non-interest-bearing and short-term and thus the fair value corresponds to their book value. Fair value of debt is based on discounted cash flows. The discount rate is based on market rates and the nominal risk premium on Group’s bank borrowing. The difference between fair value and book value is not significant as the Group’s bank borrowing is based on short-term market rates. The fair values of currency forward contracts and the currency swaps are based on the present value of the cash flow at the maturity date. The fair values of interest rate swaps are calculated as the present value of the estimated future cash flow based on observable yield curves . 31 Dec 2024 Fair value through Financial assets Financial liabilities Carrying Fair Fair value EUR million Note profit or loss at amortized cost at amortized cost amounts value hierarchy level Non-current financial assets 2.0 0.2 – 2.2 2.2 Other receivables and financial assets 30 2.0 0.2 – 2.2 2.2 2 Current financial assets 0.0 113.5 – 113.6 113.6 Trade receivables 20 – 89.6 – 89.6 89.6 Derivative instruments 18,20 0.0 – – 0.0 0.0 2 Other receivables 20 – 2.7 – 2.7 2.7 Cash and cash equivalents – 21.3 – 21.3 21.3 Total financial assets 2.0 113.8 – 115.8 115.8 Non-current financial liabilities – – 51.9 51.9 52.0 Interest-bearing debt 16 – – 51.8 51.8 52.0 2 Trade and other payables – – 0.0 0.0 0.0 Current financial liabilities 0.0 – 147.8 147.8 147.9 Interest-bearing debt 16 – – 83.2 83.2 83.3 2 Trade and other payables 23 – – 64.6 64.6 64.6 Derivative instruments 18,23 0.0 – – 0.0 0.0 2 Total financial liabilities 0.0 – 199.7 199.7 199.9 Carrying amount, net 2.0 113.8 -199.7 31 Dec 2023 Fair value through Financial assets Financial liabilities Carrying Fair Fair value EUR million Note profit or loss at amortized cost at amortized cost amounts value hierarchy level Non-current financial assets 0.8 0.4 – 1.2 1.2 Other receivables and financial assets 30 0.8 0.4 – 1.2 1.2 2 Current financial assets 0.0 134.5 – 134.5 134.5 Trade receivables 20 – 106.2 – 106.2 106.2 Derivative instruments 18,20 0.0 – – 0.0 0.0 2 Other receivables 20 – 3.5 – 3.5 3.5 Cash and cash equivalents – 24.7 – 24.7 24.7 Total financial assets 0.8 134.9 – 135.7 135.7 Non-current financial liabilities – – 55.0 55.0 55.3 Interest-bearing debt 16 – – 54.7 54.7 54.9 2 Trade and other payables – – 0.4 0.4 0.4 Current financial liabilities 0.1 – 149.5 149.6 149.6 Interest-bearing debt 16 – – 70.3 70.3 70.3 2 Trade and other payables 23 – – 79.1 79.1 79.1 Derivative instruments 18,23 0.1 – – 0.1 0.1 2 Total financial liabilities 0.1 – 204.5 204.6 204.9 Carrying amount, net 0.7 134.9 -204.5 On 31 December 2024 or on 31 December 2023 the Group had no financial instruments measured at fair value through other comprehensive income. Annual Report 2024 87 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other 18 Derivative financial instruments Fair Fair Nominal values values EUR million values Positive Negative 31 Dec 2024 Foreign exchange derivatives 35.5 0.0 -0.0 Total 35.5 0.0 -0.0 31 Dec 2023 Foreign exchange derivatives 52.8 0.0 -0.1 Total 52.8 0.0 -0.1 All derivative contracts have been made according to the Group Treasury Policy. The Group determines the existence of an economic relationship between the hedging instrument and hedged item based on the currency, amount and timing of their respective cash flows. The Group has not applied hedge accounting to any derivative financial instruments in 2024 or 2023. More information on the financial risks which are hedged by the derivative financial instruments are presented in note 14. The Group enters into derivatives transactions, other than embedded derivatives, under international Swaps and Derivatives Association (ISDA) master netting agreements. The ISDA agreements do not meet the criteria for offsetting in the balance sheet. The following table sets out the carrying amount of the financial instruments that are subject to above agree- ments: 31 Dec 2024 31 Dec 2023 Related Related instruments instruments Carrying that are Net Carrying that are Net EUR thousands amounts not offset amounts amounts not offset amounts Financial assets Foreign exchange derivatives 50 -4 46 10 -10 0 Financial liabilities Foreign exchange derivatives -7 4 -3 -107 10 -97 19 Commitments and contingent liabilities Commitments and collateral pledged EUR million 31 Dec 2024 31 Dec 2023 Pledged assets Shares in subsidiaries 42.2 57.1 Floating charges 218.3 219.7 Intra-group loan receivables 491.4 482.3 Total pledged assets 751.9 759.0 Guarantees Counter guarantees for external guarantees 52.3 89.3 Total guarantees 52.3 89.3 At year-end, the pledged assets related mainly to securing the Group’s liabilities under the Group’s financing agreement. Securities provided included the shares in The Infranet Com- pany AB, floating charges and the pledge of certain intra-group loan receivables. Counter guarantees for external guarantees consist of performance and other contract guarantees issued by the banks and insurance companies on behalf of group companies under the facilities for which the group companies have given a counter guarantee or other security. Annual Report 2024 88 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Working capital and deferred taxes This section comprises the following notes 20 Trade and other receivables 89 21 Inventories 89 22 Provisions 89 23 Trade and other payables 89 24 Deferred tax 90 20 Trade and other receivables EUR million 31 Dec 2024 31 Dec 2023 Trade receivables, gross 90.5 107.8 Contract assets 58.9 66.7 Expected credit loss reservation -0.9 -1.6 Trade receivables and contract assets, net 148.5 172.9 Derivative instruments 0.0 0.0 Income tax receivables 0.8 0.9 Indirect tax receivables 0.7 0.8 Other prepayments and accruals 12.5 17.4 Other receivables 2.7 3.5 Total current trade and other receivables 165.3 195.6 Fair values of trade and other receivables approximate their carrying amount due to short maturities. The Group applies the expected credit losses (ECL) model according to IFRS 9 for impairment of trade receivables, contract assets and other financial assets. Refer to note 14.3 Credit risk for more information. During 2024 the Group has sold on non-recourse basis EUR 138.7 million (263.3) of trade receivables to various financial institutions as part of vendor financing solutions and derecog- nized the amounts from the balance sheet at the time of receipt of payment. EUR 2.6 million (2.9) of the costs are included in EBIT and EUR 1.4 million (1.6) in the financial expenses . 21 Inventories EUR million 31 Dec 2024 31 Dec 2023 Raw materials and consumables 6.3 9.4 Work in progress 13.0 7.9 Total 19.3 17.3 22 Provisions EUR million 31 Dec 2024 31 Dec 2023 Non-current 5.2 3.4 Current 3.8 3.7 Total 8.9 7.1 2024 Warranty Project risk Restructuring Other EUR million provision provision provisions provisions Total 1 Jan 2.3 3.1 0.3 1.4 7.1 Additional provisions 2.2 1.4 0.8 1.6 6.0 Used provisions during year -0.4 -2.0 -0.6 -0.4 -3.4 Unused amounts reversed -0.3 -0.3 – -0.1 -0.6 Divestments -0.0 -0.5 – – -0.5 Transfer from other accruals 0.2 0.2 – – 0.4 Transfer between categories 0.2 -0.2 – -0.0 0.0 Exchange rate differences -0.0 0.0 -0.0 -0.0 -0.0 31 Dec 4.2 1.8 0.5 2.4 8.9 Non-current provisions consist mainly of warranty provisions and resto ration provisions for right-of-use assets. Majority of the non-current provision for warranties will materialize in two to four years’ time from the balance sheet date. Warranty provisions which are classified as current will materialize over the next financial year. Based on past experience, the outcome of these warranties will not give rise to any further significant losses. Project risk provisions relate to onerous contracts and other project related provisions. Project risk provisions are based on management estimates of the outcome of the project and based on facts and circumstances and other information available at the reporting date, also taking into account any significant events after the reporting period. The actual future outcome may deviate from the estimate. At year-end 2024 other provisions comprise mainly restoration provisions for right-of-use assets and a resizing provision. 23 Trade and other payables Current EUR million 31 Dec 2024 31 Dec 2023 Trade payables 61.5 73.4 Tax deferral in Sweden – 29.8 Other liabilities 3.1 5.8 Derivative financial liabilities 0.0 0.1 Indirect tax liabilities 15.6 14.1 Income tax liabilities 1.5 0.6 Accrued expenses and prepaid income 70.3 68.0 Total current trade and other payables 152.0 191.8 Tax deferral in Sweden has been moved from trade and other payables to other non-current liabilities in the balance sheet. Accrued expenses consist of the following items: EUR million 31 Dec 2024 31 Dec 2023 Accrued wages and salaries 35.9 32.7 Accrued indirect employee costs 14.3 14.7 Other accruals 20.1 20.6 Total 70.3 68.0 Annual Report 2024 89 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other 24 Deferred tax Deferred tax assets and liabilities EUR million 31 Dec 2024 31 Dec 2023 Deferred tax assets 27.2 27.9 Deferred tax liabilities -10.7 -11.3 Net deferred tax assets 16.4 16.6 The movement on the deferred income tax amount during the year: EUR million 2024 2023 1 Jan 16.6 6.0 Recognized in the income statement 3.5 10.0 Recognized in other comprehensive income: Translation differences -0.3 0.2 Defined benefit plans -1.0 0.4 Divestments -2.4 – 31 Dec 16.4 16.6 Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income taxes relate to the same fiscal authority. The movement in deferred income tax assets and liabilities: Deferred tax assets Retirement benefit Tax losses carried Other temporary EUR million obligations forward Leasing liabilities differences Total 1 Jan 2023 0.2 10.5 – 5.6 16.3 Opening balance adjustment – – 10.0 -0.3 9.7 Recognized in the income statement -0.2 10.0 1.3 1.3 12.4 Translation differences 0.0 0.1 0.0 0.2 0.4 Offsetting – – -10.9 – -10.9 31 Dec 2023 0.0 20.7 0.4 6.8 27.9 Opening balance adjustment of offsetting – – 10.9 – 10.9 Recognized in the income statement – 2.6 1.6 -0.6 3.6 Divestments -0.0 – -0.2 -3.1 -3.3 Translation differences – -0.4 -0.2 0.0 -0.6 Offsetting – – -11.3 – -11.3 31 Dec 2024 – 22.9 1.2 3.1 27.2 Deferred tax assets are recognized for tax loss carry forwards and temporary differences to the extent that the realisation of the related tax benefit against future taxable profits is probable. The future taxable profit estimate is based on current business plans approved by management. Gross amount of EUR 22.9 million (20.7) deferred tax assets are recognized for losses carried forward, of which EUR 14.9 million (11.4) relates to operations in Sweden. The change in the gross amount during 2024 relates mainly to re-recognition of deferred tax assets in Sweden. On 31 December 2024 the Group had in its main operational countries a total of EUR 140.5 million (165.2) tax losses for which no deferred tax asset was recognized. These tax losses do not have expiry date. Deferred tax liabilities Retirement benefit Fair value Right-of-use Other temporary EUR million asset adjustment assets differences Total 1 Jan 2023 1.3 4.9 – 4.1 10.3 Opening balance adjustment – – 9.7 – 9.7 Recognized in the income statement 0.9 – 1.2 0.3 2.4 Recognized in other comprehensive income -0.4 – – – -0.4 Translation differences 0.0 -0.1 0.0 0.2 0.2 Offsetting – – -10.9 – -10.9 31 Dec 2023 1.8 4.8 0.0 4.6 11.3 Opening balance adjustment of offsetting – – 10.9 – 10.9 Recognized in the income statement -0.4 – 0.9 -0.3 0.1 Recognized in other comprehensive income 1.0 – – – 1.0 Divestments – – -0.2 -0.7 -0.9 Translation differences -0.1 -0.0 -0.2 -0.0 -0.3 Offsetting – – -11.3 – -11.3 31 Dec 2024 2.3 4.8 0.0 3.5 10.7 Annual Report 2024 90 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Business combinations and capital expenditure This section comprises the following notes 25 Acquisitions and disposals 91 26 Non-controlling interests 91 27 Intangible assets 92 28 Property, plant and equipment 93 29 Leasing 93 25 Acquisitions and disposals Disposal of Polish High Voltage business In April 2024, Eltel signed an agreement to divest its Polish High Voltage business via sale of 100% of the shares in Eltel Networks Energetyka S.A. and Eltel Networks Engineering S.A. to Mutares SE & Co. KGaA, a listed private equity investor headquartered in Munich, Germany. The transaction was completed on 6 June 2024 following receipt of customary regulatory approval. The transaction was made in cash and it had negative cash flow impacts of EUR 4.0 million in the second quarter of 2024 and EUR 0.6 million in the third quarter of 2024. Total negative cash flow impact for January-December 2024 was EUR 4.6 million. In the first quarter of 2024 the Polish High Voltage business was recognized as asset held for sale, resulting in a negative impact on Group EBIT of EUR 23.2 million. The negative impact on Group EBIT in January-December 2024 was EUR 23.1 million, recognized in other expenses in the income statement. Until the divestment in 2024, the net sales in High Voltage Poland amounted to EUR 13.6 million and the adjusted EBITA amounted to EUR -1.0 million. In 2023, the net sales in High Voltage Poland amounted to EUR 36.3 million, adjusted EBITA amounted to EUR -4.9 million and the business consisted of about 410 employees. After completion of the divestment, Eltel no longer has any High Voltage business in Poland. 26 Non-controlling interests Subsidiaries with EUR million non-controlling interest Summarized statement of balance sheet 31 Dec 2024 31 Dec 2023 Current assets 30.9 28.8 Non-current assets 5.4 4.4 Total assets 36.3 33.2 Current liabilities 12.8 12.0 Non-current liabilities 3.4 2.1 Total liabilities 16.2 14.1 Equity: Shareholders’ equity 20.1 19.1 Non-controlling interest 8.0 7.6 Summarized income statement 2024 2023 Net sales 40.4 39.2 Net result 1.6 0.8 Total comprehensive income 1.6 0.8 Total comprehensive income allocated to non-controlling interests 0.6 0.3 Dividends paid to non-controlling interest -0.2 -0.0 Summarized cash flows 2024 2023 Cash flow from operating activities 5.9 0.7 Cash flow from investing activities 0.0 -0.1 Cash flow from financing activities -5.9 -0.6 % of ownership 60% 60% Eltel Networks Pohjoinen Oy, in Finland, is a subsidiary with a non-controlling interest of 40%. Annual Report 2024 91 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other 27 Intangible assets Other 2024 Customer Order Advances intangible EUR million Goodwill relationship backlog Brand paid assets Total Cost 1 Jan 476.7 130.7 13.6 47.2 0.2 33.9 702.2 Additions – – – – 0.1 0.3 0.3 Divestments – – – – 0.0 -1.8 -1.8 Reclassification from property, plant and equipment – – – – 0.0 0.1 0.1 Translation differences -4.3 -1.7 -0.2 -0.3 0.0 -0.3 -6.9 Cost 31 Dec 472.3 128.9 13.4 46.9 0.2 32.2 693.9 Accumulated amortization and impairment 1 Jan 223.0 130.7 13.6 20.8 0.0 27.6 415.6 Accumulated amortization of divestments – – – – – -1.8 -1.8 Amortization during the year – – – – – 2.6 2.6 Translation differences – -1.7 -0.2 – 0.0 -0.2 -2.1 Accumulated amortization and impairment 31 Dec 223.0 128.9 13.4 20.8 0.0 28.3 414.3 Carrying value 1 Jan 253.6 0.0 0.0 26.5 0.2 6.3 286.6 Carrying value 31 Dec 249.3 0.0 0.0 26.2 0.2 3.9 279.6 Other 2023 Customer Order Advances intangible EUR million Goodwill relationship backlog Brand paid assets Total Cost 1 Jan 479.0 129.6 13.4 47.2 0.1 33.6 702.9 Additions – – – – 0.4 0.2 0.6 Reclassification – – – – -0.3 0.3 0.0 Translation differences -2.4 1.0 0.1 0.1 – -0.1 -1.3 Cost 31 Dec 476.7 130.7 13.6 47.2 0.2 33.9 702.2 Accumulated amortization and impairment 1 Jan 223.0 129.6 13.4 20.8 – 24.8 411.6 Amortization during the year – – – – – 2.8 2.8 Translation differences – 1.0 0.1 – – 0.1 1.2 Accumulated amortization and impairment 31 Dec 223.0 130.7 13.6 20.8 0.0 27.6 415.6 Carrying value 1 Jan 256.0 0.0 0.0 26.4 0.1 8.8 291.3 Carrying value 31 Dec 253.6 0.0 0.0 26.5 0.2 6.3 286.6 Value of customer relationship and Eltel brand origin from the acquisition of Eltel’s business. The Eltel brand is not amortised, because it has been assessed that it has an indefinite useful life. No foreseeable limit to the period over which it is expected to generate net cash inflows for the Group can be seen. Eltel brand is tested for impairment annually together with goodwill . Allocation of goodwill and brand Eltel organizes its business through Country Units (CU), and a project based unit: Smart Grids Germany. In addition, Eltel has Power Transmis- sion International business that is being ramped down. Monitoring and testing of goodwill and brand mirror the way that management follows operations. The values and pre-tax discount rates used in valuation are presented in following tables. Goodwill and brand relating to Power Transmission International business have been fully impaired in earlier periods and no value remains for this unit. 2024 2023 EUR million Brand Goodwill WACC Brand Goodwill WACC Country Unit Finland 8.2 79.7 10.8% 8.2 79.7 12.1% Country Unit Sweden 5.6 54.7 10.0% 5.8 56.4 11.4% Country Unit Norway 7.8 70.8 10.4% 7.9 73.5 12.0% Country Unit Denmark 3.5 34.4 10.1% 3.5 34.4 11.6% Smart Grids Germany 0.9 8.7 11.6% 0.9 8.7 12.6% Other units 0.1 0.9 11.9% 0.1 0.9 12.6% Total 26.2 249.3 26.5 253.6 The recoverable amount of above cash generating units (CGUs) is determined based on value-in-use calculations. These calculations use pre-tax cash flow projections based on business plans approved by management covering a five-year period. Cash flows beyond the five-year period are extrapolated using a growth rate of 1.5% (1.5) in average which does not exceed the long-term average growth rate for the businesses in which the Group operates. The key assumptions used for value-in-use calculations are: 1. The sales volumes of the business plan – determined based on past performance and existing and planned contracts with clients. 2. Profitability of the business plan – determined based on previous years actual profitability and the planned actions to increase the profitability; EBITA. 3. Discount rate (pre-tax) – determined based on the weighted average cost of capital (WACC) which describes the total cost of debt and equity considering the risks specific to the business. The discount rates used in calculations reflect the current state of macroeconomic uncertainty and risks specific to the business. The annual impairment test conducted for year-end 2024 or 2023 resulted in no impairment. However, the value of goodwill in country unit Norway is sensitive to impairment. Since the beginning of 2024, customer investments in Norway have been lower than earlier expected and visibility to the development of market demand for Eltel’s core offerings has been limited. Restructuring activities were initiated during Q3 2024 and the execution continues. Eltel follows any triggering events and impairment test is conducted in case of any indicators of impairment. At year-end, the recoverable amount for CGU Norway exceeds the carrying amount by 8% (16) and use of pre-tax WACC of 11.0% (13.6), reduction of perpetual growth to below 0.7% (0) or reduction in EBITA by 1.3 percentage points (1.8) would change the recoverable amount to be equal to its carrying amount. Management deems that no reasonable possible changes in future estimates would cause the recoverable amount to fall below the carrying amount in any other CGU . Annual Report 2024 92 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other 28 Property, plant and equipment 2024 Machinery and EUR million Land Buildings equipment Total Cost 1 Jan 0.1 1.0 73.8 74.8 Additions – 0.0 2.0 2.1 Disposals – 0.0 -0.1 -0.1 Divestments -0.1 -0.8 -19.5 -20.4 Reclassification to intangible assets – – -0.1 -0.1 Translation differences 0.0 0.0 -0.6 -0.6 Cost 31 Dec 0.0 0.2 55.5 55.7 Accumulated depreciation 1 Jan 0.1 0.4 63.9 64.3 Accumulated depreciation of disposals – – 0.0 0.0 Accumulated depreciation of divestments -0.1 -0.3 -17.1 -17.5 Depreciation during the year – 0.0 3.5 3.5 Impairment – – 0.0 0.0 Translation differences 0.0 0.0 -0.5 -0.5 Accumulated depreciation 31 Dec 0.0 0.1 49.7 49.8 Carrying value 1 Jan 0.0 0.6 9.9 10.5 Carrying value 31 Dec 0.0 0.1 5.8 5.9 2023 Machinery and EUR million Land Buildings equipment Total Cost 1 Jan 0.1 0.9 69.3 70.2 Additions – 0.0 3.9 3.9 Disposals – – -0.2 -0.2 Translation differences 0.0 0.1 0.8 0.9 Cost 31 Dec 0.1 1.0 73.8 74.8 Accumulated depreciation 1 Jan 0.0 0.3 59.2 59.5 Accumulated depreciation of disposals – – -0.2 -0.2 Depreciation during the year – 0.0 4.0 4.1 Impairment – – 0.0 0.0 Translation differences 0.0 0.0 0.8 0.9 Accumulated depreciation 31 Dec 0.1 0.4 63.9 64.3 Carrying value 1 Jan 0.0 0.6 10.1 10.7 Carrying value 31 Dec 0.0 0.6 9.9 10.5 Right-of-use assets are not included in property, plant and equipment. See following note 29 for more information about leases. 29 Leasing Under IFRS 16 Eltel recognizes a right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. Right-of-use assets are depreciated on a straight line basis and an interest expense is recognized under financing expenses for the lease liabilities. IFRS 16 requires use of estimates for valuating contracts that are valid until further notice (continuous contracts). Lengths of these contracts have been estimated based on expected usage in current business operations. IFRS 16 leasing expenses in income statement EUR million 2024 2023 Depreciation and impairment losses Depreciation of right-of-use assets 25.5 22.3 Impairment losses on right-of-use assets 3.1 0.9 Other operating expenses Short-term lease expense 2.8 3.2 Expense for leases of low-value assets 2.6 2.4 Financial expenses Interest expense on lease liabilities 2.8 2.6 Total 36.8 31.4 Right-of-use assets Machinery and EUR million Buildings equipment Total 1 Jan 2023 25.0 21.5 46.5 Additions 8.2 26.1 34.3 Depreciation -8.3 -14.1 -22.3 Impairment losses -0.6 -0.3 -0.9 Other -3.8 -1.9 -5.7 31 Dec 2023 20.5 31.4 51.9 Additions 10.8 25.0 35.9 Depreciation -8.9 -16.6 -25.5 Impairment losses -0.2 -2.9 -3.1 Divestments -0.9 -0.2 -1.0 Other -2.2 -2.5 -4.7 31 Dec 2024 19.2 34.3 53.5 Leasing liabilities EUR million Non-current Current Total 1 Jan 2023 31.0 16.8 47.8 Changes during the year 3.0 3.1 6.1 31 Dec 2023 33.9 19.9 53.9 Changes during the year 2.8 3.1 5.9 Divestments -0.8 -0.3 -1.1 31 Dec 2024 36.0 22.7 58.7 Maturity analysis of leasing liabilities is presented in note 14.2 Liquidity risk. In addition, the Group is committed to EUR 0.4 million (0.5) future lease payments for short-term lease commitments. Annual Report 2024 93 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance | Financial risk management and capital structure | Working capital and deferred taxes | Business combinations and capital expenditure | Remuneration and other Remuneration and other This section comprises the following notes 30 Remuneration to senior executives 94 31 Financial assets 96 32 Retirementbenefitobligations 96 33 Auditors’ fees 97 34 Related party information 97 35 Group companies 97 30 Remuneration to senior executives Number of key executives 31 Dec 2024 31 Dec 2023 Board of Directors Men 4 3 Women 2 3 Other key executives Men 5 6 Women 4 3 Total 15 15 Guidelines for remuneration to senior executives Eltel AB’s Annual General Meeting 2024 approved the new guidelines for remuneration to sen- ior executives. Information regarding the guidelines is presented in the Board of Directors’ report, on pages 58-59. Board of Director’s fees EUR thousands 2024 2023 Per Sjöstrand 2) 79 – Ann Emilson 45 45 Gunilla Fransson 1) 18 53 Ulf Mattsson 1) 40 119 Johan Nordström 2) 24 – Joakim Olsson 45 45 Erja Sankari 45 45 Roland Sundén 58 53 Total 353 359 1) Until April 2024. 2) From May 2024 onwards. Other key executives compensation 2024 2023 Håkan Other senior Håkan Other senior EUR thousands Dahlström executives 1) Dahlström executives 1) Fixed salary 551 1,796 533 1,779 Annual variable salary 160 423 266 149 Long-time variable salary 45 59 4 16 Pension 157 379 163 382 Other benefits 1 54 17 87 Total 913 2,710 983 2,414 1) 8 individuals in 2024 and 2023. Variable salary, other remuneration and pensions refer to amounts that were recorded as expense according to IFRS. The long-term variable salary refers to provisions made for the LTIP programs. Salaries, remuneration and benefits Salaries and other remuneration to the Board of Directors and senior executives excluding pensions and other benefits amounted to EUR 3.4 million (3.1) of which the fixed salaries amounted to EUR 2.7 million (2.7) including fees to the Board of Directors of EUR 0.4 million (0.4). Out of this, variable salaries including provisions for LTIP 2021, LTIP 2022, LTIP 2023 and LTIP 2024 amounted to EUR 0.7 million (0.4). The defined contribution pension plans for sen- ior executives amounted to EUR 0.5 million (0.5) and the amount of other indirect employee costs for senior executives amounted to EUR 0.7 million (0.5). The short-term variable salary component is based on predetermined and measurable financial and individual targets. The criteria are recommended by the Remuneration Commit- tee and ultimately determined by the Board of Directors. The short-term variable salary can amount to a maximum of 80% of the fixed base salary for the CEO and 60% for other mem- bers of GMT. The pension terms of the CEO and other senior executives in the Group Management Team (GMT) are market-based in relation to terms that generally apply to comparable execu- tives and reflect the applicable laws and established practices in different countries. The CEO has a notice period of twelve months in case of termination from the company and twelve months in the event of his resignation. The notice period for other senior execu- tives is twelve months in case of termination from the company and six months in the event of their own resignation. In the event of termination by the company, the CEO is also entitled to a severance pay equivalent to 12 months base salary. Long-term incentive programs LTIP 2021 Eltel AB’s Annual General Meeting 2021 adopted a long-term incentive program (“LTIP 2021”) for senior executives and other key individuals in order to encourage a personal long-term ownership in the company, and in order to increase and strengthen the potential for recruiting, retaining and motivating such senior executives and key individuals. Participation in LTIP 2021 assumed that the participant acquired and locked Eltel Shares into LTIP 2021 (“Savings Shares”). For each acquired Savings Share, the participant was enti- tled to, after a certain qualification period, provided continued employment and dependent on the fulfilment of certain performance requirements linked to the company’s Compound Annual Growth Rate of Revenue (“CAGR of Revenue”), Average Earnings Margin Before Inter- est, Taxes and Amortization (“Average EBITA Margin”) and Total Shareholder Return (“TSR”), receive allotment of Eltel Shares (“Performance Shares”) and call options issued by the com- pany (“Performance Options”). LTIP 2021 was terminated during the second quarter of 2024 and the performance require- ment linked to TSR was not met. In accordance with the terms of LTIP 2021, no allotment of Performance Shares or Performance Options was made. LTIP 2022 Eltel AB’s Annual General Meeting 2022 adopted a long-term incentive program (“LTIP 2022”) for senior executives and other key individuals in order to encourage a personal long-term ownership in the company, and in order to increase and strengthen the potential for recruiting, retaining and motivating such senior executives and key individuals. The participants are based in Sweden and other countries where the Eltel Group is active. Participation in the LTIP 2022 assumes that the participant acquires and locks Eltel Shares into LTIP 2022 (“Savings Shares”). Savings Shares shall be newly acquired Eltel Shares. Participants will, after a qualifying period and assuming an investment of their own in Eltel Shares, be given the opportunity to, without consideration, receive allotments of Eltel Shares (defined below) and exercise options issued by the company. The number of allotted Eltel Shares and options will depend on the number of Eltel Shares that they have purchased them- selves and on the fulfilment of certain performance requirements. Eltel Shares are ordinary shares in the company (“Eltel Shares”). The term of LTIP 2022 is approximately three years. For each acquired Savings Share, the participant shall be entitled to, after a certain vesting period (defined below), provided continued employment and dependent on the fulfilment of certain performance requirements during the financial years 2022-2025, receive allotment of Eltel Shares (“Performance Shares”) and exercise options issued by the company (“Perfor- mance Options”). The performance requirements are linked to the company’s Compound Annual Growth Rate of Revenue (“CAGR of Revenue”), Average Earnings Margin Before Interest, Taxes and Amortization (“Average EBITA Margin”) and Total Shareholder Return (“TSR”). The participant shall not pay any consideration for the allotted Performance Shares and Performance Options. Performance Shares are Eltel Shares and Performance Options are call options issued by the company. The exercise price when the participant exercises the Performance Option shall corre- spond to 120% of the volume-weighted average price according to Nasdaq Stockholm’s offi- cial price list for the Eltel Share during the first ten trading days that directly follows the Annual General Meeting 2022 (the “Purchase Price”). Customary recalculation of the Purchase Price as well as of the number of Eltel Shares that each Performance Option corresponds to may occur if the share capital or the number of shares in the company changes due to bonus issue, split or reverse split, redemption of shares, certain new issues and other similar corpo- rate events, and if certain other measures are taken. The exercise of the Performance Options may be carried out using so called net strike. To be eligible to participate in LTIP 2022, the participant must invest in Savings Shares for an amount corresponding to approximately five (5) % of the participant’s fixed base salary for the financial year 2022, however, not exceeding the number of Savings Shares that the partici- pant can tie up within the scope of LTIP 2022 according to the below. The Savings Shares covered by the LTIP 2022 were acquired in a structured way in ordinary trading in the stock market during a certain period of time. On balance sheet date, the LTIP 2022 comprises a maximum of 332,000 Performance Shares and 332,000 Performance Options, corresponding to approximately 0.4% of the total outstanding shares and votes in the Company. Annual Report 2024 94 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance |Financialriskmanagementandcapitalstructure |Workingcapitalanddeferredtaxes | Business combinations and capital expenditure | Remuneration and other Note 30 continued Allotment of Performance Shares and Performance Options within LTIP 2022 will be made during a limited period of time following the latter of the date of (i) the presentation of the first quarterly report for the first quarter of 2025, and (ii) the first record date for dividends decided by the Annual General Meeting 2025. The period up to this date is referred to as the qualifica- tion period (vesting period). LTIP 2022 program is directed towards three categories of participants: Savings Shares Performance Performance maximum Shares per Options per Category per person Savings Share Savings Share A CEO 22,000 8.0× 8.0× B Group Management Team 1) 7,000 8.0× 8.0× C Other key individuals 2) 5,550 8.0× 8.0× 1) Maximum 7 persons. 2) Maximum 4 persons. LTIP 2023 Eltel AB’s Annual General Meeting 2023 adopted a long-term incentive program (“LTIP 2023”) for senior executives and other key individuals in order to encourage a personal long-term ownership in the company, and in order to increase and strengthen the potential for recruiting, retaining and motivating such senior executives and key individuals. The participants are based in Sweden and other countries where the Eltel Group is active. Participation in the LTIP 2023 assumes that the participant acquires and locks Eltel Shares into LTIP 2023 (“Savings Shares”). Savings Shares shall be newly acquired Eltel Shares. Participants will, after a qualifying period and assuming an investment of their own in Eltel Shares, be given the opportunity to, without consideration, receive allotments of Eltel Shares (defined below) and exercise options issued by the company. The number of allotted Eltel Shares and options will depend on the number of Eltel Shares that they have purchased them- selves and on the fulfilment of certain performance requirements. Eltel Shares are ordinary shares in the company (“Eltel Shares”). The term of LTIP 2023 is more than three years. For each acquired Savings Share, the participant shall be entitled to, after a certain vesting period (defined below), provided continued employment and dependent on the fulfilment of certain performance requirements during the financial years 2023-2025, receive allotment of Eltel Shares (“Performance Shares”) and exercise options issued by the company (“Perfor- mance Options”). The performance requirements are linked to the company’s Compound Annual Growth Rate of Revenue (“CAGR of Revenue”), Average Earnings Margin Before Interest, Taxes and Amortization (“Average EBITA Margin”) and Total Shareholder Return (“TSR”). The participant shall not pay any consideration for the allotted Performance Shares and Performance Options. Performance Shares are Eltel Shares and Performance Options are call options issued by the company. The exercise price when the participant exercises the Performance Option shall corre- spond to 120% of the volume-weighted average price according to Nasdaq Stockholm’s offi- cial price list for the Eltel Share during the first ten trading days that directly follows the Annual General Meeting 2023 (the “Purchase Price”). Customary recalculation of the Purchase Price as well as of the number of Eltel Shares that each Performance Option corresponds to may occur if the share capital or the number of shares in the company changes due to bonus issue, split or reverse split, redemption of shares, certain new issues and other similar corpo- rate events, and if certain other measures are taken. The exercise of the Performance Options may be carried out using so called net strike. To be eligible to participate in LTIP 2023, the participant must invest in Savings Shares for an amount corresponding to approximately five (5) % of the participant’s fixed base salary for the financial year 2023, however, not exceeding the number of Savings Shares that the partici- pant can tie up within the scope of LTIP 2023 according to the below. The Savings Shares covered by the LTIP 2023 were acquired in a structured way in ordinary trading in the stock market during a certain period of time. On balance sheet date, the LTIP 2023 comprises a maximum of 432,000 Performance Shares and 432,000 Performance Options, corresponding to approximately 0.5% of the total outstanding shares and votes in the Company. Allotment of Performance Shares and Performance Options within LTIP 2023 will be made during a limited period of time following the latter of the date of (i) the presentation of the first quarterly report for the first quarter of 2026, and (ii) the first record date for dividends decided by the Annual General Meeting 2026. The period up to this date is referred to as the qualifica- tion period (vesting period). LTIP 2023 program is directed towards three categories of participants: Savings Shares Performance Performance maximum Shares per Options per Category per person Savings Share Savings Share A CEO 22,000 8.0× 8.0× B Group Management Team 1) 7,000 8.0× 8.0× C Other key individuals 2) 5,500 8.0× 8.0× 1) Maximum 8 persons. 2) Maximum 4 persons. LTIP 2024 Eltel AB’s Annual General Meeting 2024 adopted a long-term incentive program (“LTIP 2024”) for senior executives and other key individuals in order to encourage a personal long-term ownership in the company, and in order to increase and strengthen the potential for recruiting, retaining and motivating such senior executives and key individuals. The participants are based in Sweden and other countries where the Eltel Group is active. Participation in the LTIP 2024 assumes that the participant acquires and locks Eltel Shares into LTIP 2024 (“Savings Shares”). Savings Shares shall be newly acquired Eltel Shares or Eltel Shares held by the par- ticipant, but which do not constitute Savings Shares in any other long-term incentive program introduced by the company. Participants will, after a qualifying period and assuming an investment of their own in Eltel Shares, be given the opportunity to, without consideration, receive allotments of Eltel Shares (defined below) and, if applicable, exercise options issued by the company. The number of allotted Eltel Shares and, if applicable, options will depend on the number of Eltel Shares that they have purchased themselves and on the fulfilment of certain performance requirements. Eltel Shares are ordinary shares in the company (“Eltel Shares”). The term of LTIP 2024 is three years. For each acquired Savings Share, the participant shall be entitled to, after a certain vesting period (defined below), provided continued employment and dependent on the fulfilment of certain performance requirements during the financial years 2024-2026, receive allotment of Eltel Shares (“Performance Shares”) and, if applicable, exercise options issued by the com- pany (“Performance Options”). The performance requirements are linked to the company’s Compound Annual Growth Rate of Revenue (“CAGR of Revenue”), Average Adjusted Operative Earnings Margin Before Interest, Taxes and Amortization (“Average Adjusted Operative EBITA Margin”) and Total Shareholder Return (“TSR”). The participant shall not pay any consideration for the allotted Performance Shares and, if applicable, Performance Options. Performance Shares are Eltel Shares and Performance Options are call options issued by the company. The exercise price when the participant exercises the Performance Option shall correspond to 120% of the volume-weighted average price according to Nasdaq Stockholm’s official price list for the Eltel Share during the first ten trading days that directly follows 14 May 2024 (the “Purchase Price”). Customary recalculation of the Purchase Price as well as of the number of Eltel Shares that each Performance Option corresponds to may occur if the share capital or the number of shares in the company changes due to bonus issue, split or reverse split, redemption of shares, certain new issues and other similar corporate events, and if certain other measures are taken. The exercise of the Performance Options may be carried out using so called net strike. To be eligible to participate in LTIP 2024, the participant must invest in Savings Shares for an amount corresponding to approximately five (5) % of the participant’s fixed base salary for the financial year 2024, however, not exceeding the number of Savings Shares that the partici- pant can tie up within the scope of LTIP 2024 according to the below. Over-allocation may occur. However, such allocation may at most result in that the maximum number of Savings Shares per participant within a certain category is exceeded by fifty (50) %. In addition to the Savings Shares held by participants, and which did not constitute Savings Shares in any other long-term incentive program introduced by the company, the Savings Shares were acquired in a structured way in ordinary trading in the stock market during a cer- tain period of time. On balance sheet date, the LTIP 2024 comprises a maximum of 1,744,952 Performance Shares and 1,311,248 Performance Options, corresponding to approximately 1.9% of the total outstanding shares and votes in the Company. Allotment of Performance Shares and Perfor- mance Options within LTIP 2024 will be made during a limited period of time following the lat- ter of the date of (i) the presentation of the first quarterly report for the first quarter of 2027, and (ii) the first record date for dividends decided by the Annual General Meeting 2027. The period up to this date is referred to as the qualification period (vesting period). LTIP 2024 program is directed towards four categories of participants: Savings Shares Performance Performance maximum Shares per Options per Category per person Savings Share Savings Share A CEO 42,000 8.0× 8.0× B Group Management Team 1) 17,000 8.0× 8.0× C Other key individuals 2) 11,500 8.0× 8.0× D Other participants 3) 11,000 8.0× – 1) Maximum 8 persons. 2) Maximum 4 persons. 3) Maximum 9 persons. Costs for the LTIP programs In accordance with IFRS 2, the estimated total expenses for the LTIP 2021, LTIP 2022, LTIP 2023, and LTIP 2024 programs amounted to EUR 870 thousand (168), of which EUR 627 thou- sand (117) for the President and CEO and other senior executives. The total costs for the year amounted to EUR 161 thousand (44), of which EUR 114 thousand (24) was to the President and CEO and other senior executives. The employee matching shares and performance shares are expensed as an employee expense over the vesting period and are recognized directly against equity. Expenses for the shares do not affect the company’s cash flow. Related social costs are expensed during the vesting period based on the change in value of the Eltel AB’s share. Annual Report 2024 95 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance |Financialriskmanagementandcapitalstructure |Workingcapitalanddeferredtaxes | Business combinations and capital expenditure | Remuneration and other 31 Financial assets EUR million 31 Dec 2024 31 Dec 2023 Defined benefit pension asset 11.3 8.6 Pension capitalization plan asset 2.0 0.8 Other non-current receivables 0.2 0.4 Total non-current financial assets 13.4 9.8 Refer to following note 32 Retirement benefit obligations for more information about defined benefit pension asset and pension capitalization plan asset . 32 Retirement benefit obligations The majority of employees in the Group are included in defined contribution pension plans of which the largest defined contribution liability is in Denmark. Some countries also have defined benefit plans, largest one being in Sweden, where the plan has been closed for any new earnings since 2007. Benefits earned since then are covered by premiums paid to Alecta. Since 2023 the net pension liability has been a net asset for both Sweden and Finland. The net asset is presented as part of non-current financial asset in the balance sheet. There are also smaller voluntary pension plans in Finland that are accounted for as defined benefit plans. The Group has also pension capitalization plans in Sweden and Finland. The pension liability of these plans is presented in the defined contribution pension liability and the pension asset is presented in the financial assets in the balance sheet. Pension liabilities in the balance sheet EUR million 31 Dec 2024 31 Dec 2023 Defined benefit pension liability – – Defined benefit pension asset -11.3 -8.6 Net defined benefit pension liability (+)/-asset (-) -11.3 -8.6 Defined contribution pension liability 6.6 5.6 Pension capitalization plan asset -2.0 -0.8 Net pension liability (+)/-asset (-) -6.6 -3.8 Defined pension liabilities in the balance sheet EUR million 31 Dec 2024 31 Dec 2023 Present value of funded obligations 58.7 62.9 Fair value of plan assets -70.0 -71.5 Net liability (+)/ -asset (-) -11.3 -8.6 The movement in the fair value of plan assets EUR million 2024 2023 Fair value of assets 1 Jan 71.5 67.2 Interest on plan assets 2.3 2.5 Remeasurement of plan assets 4.2 2.0 Contributions by employer 0.2 0.5 Benefits paid -6.4 -0.7 Translation differences -1.9 0.1 Fair value of assets 31 Dec 70.0 71.5 The movement in the defined benefit obligations EUR million 2024 2023 Total obligations 1 Jan 62.9 61.8 Current service cost -1.0 -0.8 Interest cost 2.0 2.2 Remeasurement of pension obligation 0.8 3.9 Benefits paid -4.4 -4.2 Gains and losses on curtailments and settlements – -0.0 Translation differences -1.6 0.1 Total obligations 31 Dec 58.7 62.9 The amounts recognized in the income statement and other comprehensive income EUR million 2024 2023 Current service cost -1.0 -0.8 Net interest cost -0.4 -0.3 Amount recognized in the income statement -1.3 -1.1 Remeasurements recognized in other comprehensive income: Financial assumptions 0.5 1.6 Experience adjustments -3.9 0.3 Total pension charges recognized during the year -4.7 0.8 Maturity profile of future gross benefit payments EUR million 2024 2023 Less than 1 year 4.3 4.8 1–5 years 16.7 18.5 5–10 years 19.4 21.0 10–20 years 29.7 32.6 20–30 years 16.4 18.0 Over 30 years 7.5 8.1 Total 94.0 103.0 The maturity profile amounts are undiscounted amounts. Special salary tax is excluded. The maturity profile of future gross benefit payments does not represent the expected contribu- tion payments, as it excludes the impact of plan assets. The expected contributions to the plan for 2025 are EUR 3.6 million. The principal actuarial assumptions 2024 2023 Discount rate, % Sweden 3.40 3.20 Finland 3.20 4.10 Future salary increase expectation, % Sweden closed plan closed plan Finland 3.00 3.50 Inflation rate, % Sweden 1.80 1.60 Finland 2.00 2.50 The pension plan in Sweden forms 90% of the Groups total net obligations. The plan is sensi- tive to changes in discount rate and inflation. An increase of 0.5% in discount rate would reduce the obligation in Sweden by EUR 3.1 million. Similar rise in inflation rate would have the opposite effect and increase the obligation by EUR 3.4 million. If the discount rate was decreased by 0.5% the obligation would increase by EUR 3.4 million whilst similar decrease in the inflation rate would reduce the obligation by EUR 3.1 million. Retirement pension and family pension obligations for salaried employees in Sweden are secured through pension insurance with Alecta. According to a statement issued by the Swedish Financial reporting Board (UFR 10), this constitutes a multi-employer plan. For the fiscal years 2024 and 2023, the company did not have access to such information that would enable the company to record this plan as a defined benefit plan. Consequently, the ITP pen- sion plan secured through insurance with Alecta is recorded as a defined contribution plan. The contribution to the plan is determined based on the age, salary and previously earned pension benefits of the plan participants. The company has an insignificant part in the plan. The collective consolidation ratio reflects the market value of Alecta’s assets as a percent- age of insurance obligations, calculated in accordance with Alecta’s actuarial assumptions, which do not correspond with IAS 19. The collective solvency is normally allowed to vary between 125% and 175%. If the level of collective solvency is less than 125% or exceeds 175%, measures are to be taken in order to create conditions for restoring the level of collec- tive solvency to the normal interval. Alecta’s surplus can be distributed to the policyholders and/or the insured if the collective consolidation ratio exceeds 175%. However, Alecta aims to avoid surplus by using reduced contributions. On 31 December 2024, Alecta’s surplus corre- sponded to a collective consolidation ratio of 162% (158). The distribution of plan assets in Sweden is as follows: % 2024 2023 Debt instruments 63 62 Equity instruments 37 37 Cash and cash equivalents 1 1 Total 100 100 Annual Report 2024 96 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance |Financialriskmanagementandcapitalstructure |Workingcapitalanddeferredtaxes | Business combinations and capital expenditure | Remuneration and other 33 Auditors’ fees EUR million 2024 2023 Main auditor Audit 0.7 0.6 Other services 0.1 0.1 Total 0.8 0.7 Other auditing firms Audit 0.1 0.1 Other services 0.0 0.1 Total 0.1 0.2 Total 0.9 0.9 The main auditor of the Group in 2024 and 2023 has been KPMG. 34 Related party information Eltel’s related parties include the parent company Eltel AB and its subsidiaries and jointly con- trolled entities. Related parties include also the members of the Board of Directors, the CEO and other management team members. In addition, significant unusual transactions with shareholders are included in related party transactions. In 2024 the related party transactions have been conducted in the ordinary course of busi- ness of the Group. No significant unusual transactions have taken place between Eltel and related parties during the year. Transactions with key individuals in executive positions Salaries, remuneration and other benefits are accounted for in note 6 Employee benefit expenses and note 30 Remuneration to senior executives. The Group has not issued any loans to the persons classified as related party on 31  December 2024 or 31 December 2023. Transactions with related party companies List of group companies and jointly controlled entities is presented in note 35 Group compa- nies. Transactions between Group companies are eliminated in the consolidated financial statements. 35 Group companies 31 Dec 2024 Domicile Group holding, % The InfraNet Company AB Sweden 100 Eltel Networks Infranet AB Sweden 100 Eltel Networks TE AB Sweden 100 Jämtlands Linjebyggare & Republikens El AB Sweden 100 Eltel Networks Infranet Privat AB Sweden 100 Eltel Group Corporation Finland 100 Eltel Networks Oy Finland 100 Eltel Networks Pohjoinen Oy Finland 60 Eltel Networks AS Norway 100 Eltel Networks A/S Denmark 100 Eltel Networks Poland S.A. Poland 100 Eltel Holding Poland Sp. z.o.o Poland 100 UAB Eltel Networks Lithuania 100 Eltel Networks GmbH Germany 100 Transmast Philippines, Inc. Philippines 40 1) Eltel Tanzania Limited Tanzania 100 Jointly controlled entities Fiber og Anlaeg I/S Denmark 35 NKEL I/S Denmark 50 2 1) Group voting 100%. 2) Eltel’s estimated share of the operations is 30–35%. During the financial year 2024 Eltel Networks Energetyka S.A. and Eltel Networks Engineering S.A. were divested. Eltel Networks UK Limited was dissolved. Annual Report 2024 97 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Basis for preparation | Financial performance |Financialriskmanagementandcapitalstructure |Workingcapitalanddeferredtaxes | Business combinations and capital expenditure | Remuneration and other Parent Company financial statements Annual Report 2024 98 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Income statement EUR thousands Note 2024 2023 Net sales 4 8,257 1,865 Personnel costs 5 -3,548 -3,023 Other operating expenses -5,557 -4,394 Total operating expenses -9,105 -7,417 Operating result -848 -5,552 Interest and other financial income 21,178 20,845 Interest and other financial expense -4,165 -3,565 Financial items, net 7 17,013 17,280 Result after financial items 16,165 11,728 Appropriations Group contribution given 13 -16,000 -11,600 Result before tax 165 128 Tax for the year 8 – – Net result for the year 165 128 Statement of comprehensive income EUR thousands Note 2024 2023 Net result for the year 165 128 Other comprehensive income – – Total comprehensive income for the year 165 128 Balance sheet EUR thousands Note 31 Dec 2024 31 Dec 2023 ASSETS Non-current assets Financial assets Shares in group companies 9 68,308 68,308 Long-term loans receivable from group companies 10 490,763 481,674 Other financial asset 919 – Intangible assets 12 1 Total non-current assets 560,003 549,983 Current assets Receivables from group companies 10 7,902 774 Other receivables 140 308 Cash pool receivables 10 4,441 4,380 Cash and cash equivalents 101 99 Total current assets 12,584 5,563 TOTAL ASSETS 572,587 555,546 EQUITY AND LIABILITIES Restricted equity Share capital 161,950 161,950 Statutory reserve 695 695 Total restricted equity 162,645 162,645 Non-restricted equity Retained earnings 278,153 281,226 Hybrid bond 25,000 25,000 Net result for the year 165 128 Total non-restricted equity 303,318 306,354 Total equity 11 465,963 468,999 LIABILITIES Non-current liabilities Retirement benefit obligations 12 919 – Provisions 12 223 – Total non-current liabilities 1,142 – Current liabilities Debt 12 9,947 7,945 Liabilities to group companies 13 93,951 77,936 Trade and other payables 14 1,585 666 Total current liabilities 105,483 86,547 Total liabilities 106,625 86,547 TOTAL EQUITY AND LIABILITIES 572,587 555,546 Annual Report 2024 99 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Changes in equity EUR thousands Share capital Statutory reserve Non-restricted equity Total equity 1 Jan 2024 161,950 695 306,354 468,999 Net profit for the year – – 165 165 Total comprehensive income/loss for the year – – 165 165 Transaction costs and interests on hybrid bond – – -3,375 -3,375 Transactions with owners 1) Equity-settled share-based payment – – 174 174 Total transactions with owners – – 174 174 31 Dec 2024 161,950 695 303,318 465,963 1 Jan 2023 159,576 695 285,257 445,528 Net profit for the year – – 128 128 Total comprehensive income/loss for the year – – 128 128 Hybrid bond – – 25,000 25,000 Transaction costs and interests on hybrid bond – – -1,667 -1,667 Transactions with owners 1) Proceeds from shares issued 2,375 – – 2,375 Purchase of own shares – – -2,374 -2,374 Equity-settled share-based payment – – 10 10 Total transactions with owners 2,375 – -2,364 11 31 Dec 2023 161,950 695 306,354 468,999 1) For more information about equity-settled share-based payments see note 30 Remuneration to senior executives in the consolidated financial statements and for share transactions see note 11 Equity and share capital. Cash flow statement EUR thousands Note 2024 2023 Cash flow from operating activities Profit/loss before taxes 165 128 Adjustments for: Depreciation 2 21 Equity-settled share-based payment 174 10 Group contribution given 13 16,000 11,600 Financial items, net -16,758 -17,280 Changes in working capital: Trade and other receivables -7,021 301 Trade and other payables 840 284 Cash flow from operating activities before financial items and taxes -6,597 -4,936 Financial income received 11,808 14,722 Financial expenses paid -4,077 -3,503 Cash flow from operating activities 1,134 6,283 Cash flow from investing activities Purchases of property, plant and equipment (PPE) -13 – Cash flow from investing activities -13 – Cash flow from financing activities Proceeds from issuance of hybrid bond – 24,400 Payments of transaction costs and interests for hybrid bond -3,375 -1,067 Proceeds from issuance of share capital – 2,379 Purchase of own shares – -2,378 Proceeds from short-term borrowings 4,000 10,500 Payments of short-term borrowings -2,000 -36,000 Proceeds from short-term borrowings from group companies 11,855 10,384 Payments of group contributions -11,600 -14,500 Cash flow from financing activities -1,120 -6,282 Decrease/increase in cash and cash equivalents 1 1 Cash and cash equivalents at beginning of year 99 98 Cash and cash equivalents at end of year 101 99 Annual Report 2024 100 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Notes to the Parent Company financial statements This section comprises the following notes 1 General information 101 2 Accounting principles 101 3 Financial risk management 101 4 Net sales 101 5 Employeebenefitexpenses 101 6 Auditors’ fees 102 7 Resultfromfinancialitems 102 8 Taxes 102 9 Shares in group companies 102 10 Receivables from related parties 102 11 Equity and share capital 103 12 Liabilities 103 13 Liabilities to group companies 103 14 Trade and other payables 103 15 Contingent liabilities and pledged assets 103 1 General information Eltel AB’s role is to own and govern the shares related to Eltel Group. The Company holds management functions but has no operative business activities and its risks are mainly attrib- utable to the value and activities of its subsidiaries. All transactions with group companies are performed on an arm’s length basis. Additional general information about the Parent Com- panycanbefoundinnote1Corporateinformationintheconsolidatedfinancial statements. 2 Accounting principles Basis for the preparation of the reports The annual report for the Parent Company, Eltel AB, has been prepared in accordance with the Swedish Annual Accounts Act and RFR 2 Accounting for Legal Entities. RFR 2 states that the Parent Company in its annual report shall apply IFRS Accounting Standards as adopted by the EU, to the extent possible within the framework of the Swedish Annual Accounts Act and the law of safeguarding of pension commitments, and also by taking into account the rela- tionship between reporting and taxation. Accordingly, the Parent Company applies those principles presented in note 2 Material accounting policies for the consolidated accounts in the consolidated financial statements with the exception of what is mentioned below. The principles have been applied consistently for all years presented, unless otherwise stated. The income statement for the Parent company is presented on the nature of expense method. The Parent company has reported group contributions and related taxes in the income statement in accordance with RFR 2. The Parent company does not apply IFRS 16 in accordance with the exception in RFR 2. All figures in the Parent Company financial statements are presented in thousands of Euro unless otherwise stated. Shares and participations in subsidiaries Shares and participations in subsidiaries are reported at acquisition cost less deduction for possible write-downs. Dividends received are reported as revenues to the extent they origi- nate from earnings earned after the acquisition. Dividend amounts exceeding these returns are considered as repayments of the investment and reduce the carrying value of the participations. When there is an indication that shares and participations in subsidiaries have decreased in value, an estimate is made of the recoverable amount. If this value is lower than the reported value, a write-down is made. Write-downs/impairment losses are reported as a sep- arate line in the income statement. Financial instruments The Company applies fair value in accordance with the Swedish Annual Accounts Act 4: 14a-d and hence the description of the accounting principles in Financial instruments of the consolidated financial statements also applies to the Parent Company with the exception of financial guarantees. The Parent Company applies the rule permitted by the Swedish Finan- cial Reporting Board to the reporting of financial guarantee agreements issued for the benefit of subsidiaries, associated companies and joint ventures. The Parent Company recognizes financial guarantees as a provision in the balance sheet when the company has an obligation for which payment is probably necessary to settle the commitment. The Company’s financial instruments are comprised of long-term receivables from Group companies, other financial assets, current receivables from Group companies and also cash and cash equivalents. These make up the category financial assets at amortized cost, except for other financial assets which are classified as financial assets at fair value through profit or loss. Financial instruments are also comprised of long-term borrowing, short-term liabilities to group companies, accounts payable and other liabilities. These comprise the category financial liabilities at amortized cost. Group contributions The Company has chosen to apply the alternative rule in accordance with RFR 2, which means that all group contributions are recognized in appropriations. 3 Financial risk management The Group applies common risk management for all units. Hence, the description in note 14 Financial risk management in the consolidated financial statements applies to the Parent Company as well in all material aspects. 4 Net sales EUR thousands 2024 2023 Remunerations from group companies for group-wide administration 8,257 1,865 Total 8,257 1,865 5 Employee benefit expenses EUR thousands 2024 2023 Salaries and other remunerations 1,950 1,933 Social security contributions: Pension costs 641 410 Other social security contributions 957 679 Total 3,548 3,023 2024 2023 Average number of employees 8 7 Of whom men 40% 47% Salaries and other remunerations to senior executives were EUR 1.7 million (1.5), pension costs EUR 0.3 million (0.3) and other social security contri butions EUR 0.5 million (0.4). Group senior executives participate in the long-term share-based incentive programs LTIP 2021, LTIP 2022, LTIP 2023 and LTIP 2024. Total expense for the programs for the year was EUR 161 thousand (44), of which EUR 114 thousand (24) for the President and CEO and other senior executives. More information of Group senior executives and the Board of Directors is pre- sented in note 30 Remuneration to senior excecutives and note 34 Related party information intheconsolidatedfinancial statements. In Eltel AB the number of individuals in the Board of Directors was six in 2024 and 2023 and the number of other senior executives employed by the company was four in 2024 and four in 2023. Annual Report 2024 101 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report 6 Auditors’ fees EUR thousands 2024 2023 Main auditor Audit assignments 227 149 Tax assignments 9 6 Other assignments 14 14 The company in total 250 169 Main auditor in 2024 and 2023 has been KPMG. 7 Result from financial items EUR thousands 2024 2023 Interest and other financial income Interest income 1 2 Interest income, loans from group companies 20,721 20,627 Other financial income 257 – Other financial income, group companies 198 216 Total 21,178 20,845 Interest and other financial expenses Interest expenses -454 -1,142 Interest expenses, group companies -3,693 -2,364 Expected credit loss write-down on internal loans receivable -25 -16 Other financial expenses 7 -43 Total -4,165 -3,565 Total financial items 17,013 17,280 8 Taxes EUR thousands 2024 2023 Income taxes Result before tax 165 128 Tax calculated at Swedish tax rate 34 26 Expenses not deductible for tax purposes 156 22 Tax effect of results for which no deferred income tax was recognized -191 -48 Income taxes in the income statement – – Eltel AB has not recognized deferred tax assets for losses carried forward. The Group’s esti- mate for utilizing losses carried forward in Sweden covers Eltel AB and all Swedish subsidiar- ies as group contribution and interest offsetting is utilized in taxation between the entities. The amount of deferred tax assets for losses carried forward in Sweden is reported in note 24 in the consolidated financial statements and reported in companies where Eltel estimates to utilize the losses. 9 Shares in group companies EUR thousands 2024 2023 Acquisition value Opening balance 1 Jan 268,308 268,308 Closing balance 31 Dec 268,308 268,308 Accumulated impairment losses Opening balance 1 Jan -200,000 -200,000 Closing balance 31 Dec -200,000 -200,000 Carrying amount on the balance sheet 68,308 68,308 Shares are held in the following subsidiaries: The InfraNet Company AB, 556728-6645, Stockholm 2024 2023 Share of equity, % 100 100 Share of voting power, % 100 100 Number of shares 11,000 11,000 Book value 68,308 68,308 10 Receivables from related parties Non-current receivables EUR thousands 31 Dec 2024 31 Dec 2023 Loans from group companies 490,763 481,674 Other financial assets 919 – Total 491,682 481,674 Current receivables EUR thousands 31 Dec 2024 31 Dec 2023 Cash pool receivable 4,441 4,380 Accounts receivable 7,902 774 Total 12,343 5,155 Interest resulting from loans to group companies is capitalized annually. Capitalized interest bears no interest. Eltel AB applies rating-based expected credit loss (ECL) model according to IFRS 9 for impairment of non-current receivables from group companies. In 2024, a write-down amount- ing to 25 thousand euro (16) has been recognized in the credit loss reserve of long-term loans receivable. For more information about the ECL model, please refer to note 14 in the consoli- dated financial statements. Annual Report 2024 102 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ reportNotes to the Parent Company financial statements 11 Equity and share capital There were no changes in shares and share capital in 2024. On 20 November 2023, Eltel issued and repurchased 2,354,500 class C shares in accord- ance with the renewed authorization regarding the incentive program LTIP 2022 that the AGM on 11 May 2023 resolved upon and in accordance with the incentive program LTIP 2023 which was adopted by the AGM on 11 May 2023. Eltel held the repurchased shares at 31 December 2023 and at 31 December 2024 and will hold the shares until it is time to deliver shares to the qualifying participants of LTIP 2022 and LTIP 2023, respectively. Prior to the delivery of the shares to qualifying participants, the class C shares will be converted to ordi- nary shares. The purpose of the repurchase of class C shares was to ensure delivery of shares to participants and to secure social contributions arising as a result of LTIP 2022 and LTIP 2023, respectively. The share issue resulted in an increase of share capital by EUR 2,374,508. On 31 December 2024, the total number of shares amounted to 160,585,581 divided into 156,736,781 ordinary shares with 1 vote per share and 3,848,800 C shares with 1/10 vote per share. On 31 December 2024 the share capital amounted to EUR 161,950 thousand. A specifi- cation of changes in equity is found under the section “Changes in equity”, which is presented directly after the balance sheet. Shareholders with more than 10% of the votes at 31 December 2024 are Solero Luxco S.á.r.l. (a company controlled by Triton Funds) with 16.4% and Wipunen Varainhallinta Oy with 14.9% of ordinary shares. More information about Eltel’s shareholders is found in “The Eltel Share” on pages 110–111. The Board’s proposal for the distribution of profits The Parent Company’s non-restricted equity on 31 December 2024 was EUR 303,317,433.53 of which the net profit for the year was EUR 164,746.60. The Board of Directors proposes to the Annual General Meeting that no dividend be paid for the year 2024 and that the non- restricted equity of EUR 303,317,433.53 be retained and carried  forward. 12 Liabilities EUR thousands 31 Dec 2024 31 Dec 2023 Non-current liabilities Retirement benefit obligation 919 – Provision 223 – Total non-current liabilities 1,142 – Current liabilities Bank borrowings 9,947 7,945 Total current liabilities 9,947 7,945 13 Liabilities to group companies EUR thousands 31 Dec 2024 31 Dec 2023 Cash pool payable 77,156 65,241 Accounts payable 794 1,095 Group contribution liabilities 16,000 11,600 Total 93,951 77,936 14 Trade and other payables EUR thousands 31 Dec 2024 31 Dec 2023 Trade payables 112 87 Accrued employee related expenses 418 108 Other short-term liabilities 290 214 Other accrued expenses 765 256 Total 1,585 666 15 Contingent liabilities and pledged assets Contingent liabilities EUR thousands 31 Dec 2024 31 Dec 2023 Commercial guarantees on behalf of subsidiaries 80,637 111,293 Total guarantees 80,637 111,293 Pledged assets EUR thousands 31 Dec 2024 31 Dec 2023 Pledged subsidiary shares 68,308 68,308 Pledged other assets 491,366 482,252 Total pledged assets 559,674 550,560 At year-end, Eltel Group had secured its debt obligations towards the banks under the financ- ing agreement by share and intragroup loan pledges and floating charges over certain assets of the Group, all on customary terms and conditions. Eltel AB has pledged the assets shown in the above table as a security for the financing agreement. Annual Report 2024 103 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ reportNotes to the Parent Company financial statements The Company’s financial statement will be submitted for approval to the Annual General Meeting on 13 May 2025 The Board of Directors certifies that the annual financial report has been prepared in accordance with generally accepted accounting principles and that the consolidated accounts have been prepared in accordance with the international set of accounting standards referred to in Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002 on the application of international accounting standards; and give a true and fair view of the position and profit or loss of the Company and the Group; and that the management report for the Company and for the Group gives a fair overview of the development and performance of the business, position and profit or loss of the Company and the Group; and describes the principal risks and uncertainties that the Company and the companies in the Groupface. Stockholm 24 March 2025 Per Sjöstrand Ann Emilson Johan Nordström Chairman of the Board of Directors Board member Board member Joakim Olsson Erja Sankari Roland Sundén Board member Board member Board member Stefan Söderholm Håkan Dahlström Björn Tallberg Board member President and CEO Board member Our audit report was submitted on 25 March 2025 KPMG AB Fredrik Westin Authorized Public Accountant Annual Report 2024 104 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Auditor’s report To the general meeting of the shareholders of Eltel AB (publ), corp. id 556728-6652 Report on the annual accounts and consolidated accounts Opinions We have audited the annual accounts and consolidated accounts of Eltel AB (publ) for the year 2024, except for the corporate governance statement on pages 60–66. The annual accounts and consolidated accounts of the company are included on pages 52–104 in this document. In our opinion, the annual accounts have been prepared in accordance with the Annual Accounts Act, and present fairly, in all material respects, the financial position of the parent company as of 31 December 2024 and its finan- cial performance and cash flow for the year then ended in accordance with the Annual Accounts Act. The consoli- dated accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the group as of 31 December 2024 and their financial performance and cash flow for the year then ended in accordance with IFRS Accounting Standards, as adopted by the EU, and the Annual Accounts Act. Our opinions do not cover the cor- porate governance statement on pages 60–66. The stat- utory administration report is consistent with the other parts of the annual accounts and consolidated accounts. We therefore recommend that the general meeting of shareholders adopts the income statement and balance sheet for the parent company and the group. Our opinions in this report on the the annual accounts and consolidated accounts are consistent with the con- tent of the additional report that has been submitted to the parent company’s audit committee in accordance with the Audit Regulation (537/2014) Article 11. Basis for Opinions We conducted our audit in accordance with Interna- tional Standards on Auditing (ISA) and generally accepted auditing standards in Sweden. Our responsibil- ities under those standards are further described in the Auditor’s Responsibilities section. We are independent of the parent company and the group in accordance with professional ethics for accountants in Sweden and have otherwise fulfilled our ethical responsibilities in accord- ance with these requirements.This includes that, based on the best of our knowledge and belief, no prohibited services referred to in the Audit Regulation (537/2014) Article 5.1 have been provided to the audited company or, where applicable, its parent company or its controlled companies within the EU. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinions. Key Audit Matters Key audit matters of the audit are those matters that, in our professional judgment, were of most significance in our audit of the annual accounts and consolidated accounts of the current period. These matters were addressed in the context of our audit of, and in forming our opinion thereon, the annual accounts and consoli- dated accounts as a whole, but we do not provide a sep- arate opinion on these matters. Revenue and profit calculation of projects See disclosure 4 and accounting principles on page 73 in the annual account and consolidated accounts for detailed information and description of the matter. Description of key audit matter In its consolidated accounts, Eltel applies the standard IFRS 15 Revenue from Contracts with Customers for its revenue recognition. This means that performance obligations relevant to the projects Eltel carries out on behalf of its customers are normally fulfilled over time. It also means that revenues are being recognized over time successively), where progress is measured in rela- tion to the complete fulfillment of Eltel’s performance obligations. The projects’ results (“profit calculation”) are therefore also reported successively, in relation to the degree/ percentage of completion of each project. The percent- age of completion depends on the actual project costs associated with the total projected costs. The latter may change during the life cycle of the projects, which in turn may have a significant impact on the projects’ reported revenues and results. Unforeseeable costs may also need to be included in the assessments in order to take project risks or disputed claims into account. These items are regularly assessed by the Group and adjusted if necessary. Expected losses are fully recognized as expenses as soon as they are known. Revenues from project alterations and additional work are recognized on the basis of what is judged to be received. Based on the above, there is, in total, a large element of assessments on the part of Eltel in this area, which in turn affects the reporting of revenues and results. Response in the audit We have obtained information about and evaluated management’s process for reviewing projects, including the procedures they use for identifying and reporting loss-making and/or high-risk projects. Project managers and project controllers within Eltel have also been involved in this work. In addition, we have tested whether Eltel’s more important project-related controls have been effective throughout the year, such as approvals of contracts and time reporting, ongoing follow-up and reporting of pro- ject costs, and profitability. We have also evaluated con- trols related to costs for subcontractors and other pur- chases. Furthermore, we have performed sample test- ing; for example, we have examined whether costs allo- cated to the projects correspond to data/documenta- tion, and whether both the cost and revenue recognition is true and fair. We have also assessed whether risks and opportuni- ties in projects are reflected in a balanced way in the project forecasts. Annual Report 2024 105 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Valuation of goodwill (group) and shares in group companies (parent company) See disclosure 27 (group) and disclosure 9 (parent com- pany) and accounting principles on page 75 (group) and on page 101 (parent company) in the annual account and consolidated accounts for detailed information and description of the matter. Description of key audit matter The carrying value of goodwill for the Group as at 31 December 2024 amounted to 249,3 MEUR, which is approximately 43% of total assets. Goodwill, which is required to be tested annually for impairment, is a com- plex area which is heavily dependent on judgment. Under IFRS, the impairment test should be performed in line with a specific method where management needs to make judgments of future conditions and plans, both internal and external. An example of these judgments is forecasts of future cash flows which, among other things, call for assumptions to be made about future developments and market conditions. Another important assumption is the discount rate that should be used to reflect market- based assess- ments of the time value of money and the particular risks that the business faces. The carrying value of shares in Group companies in the parent company as at 31 December 2024 amounted to 68,3 MEUR. If the carrying amount of the shares exceeds the consolidated value of the respective group company, the same type of testing is carried out, with the same technique and input values, as for goodwill in the Group. Response in the audit We have reviewed whether the goodwill impairment tests carried out by Eltel were performed in accordance with the prescribed accounting method. We have further considered the reasonableness of the assumptions in the cashflow forecasts, as well as the discount rate used, through an evaluation of the Group’s internal writ- ten documentation and forecasts. We have also inter- viewed management and evaluated previous years’ assessments in relation to actual outcomes. Another important part of our work has been to review the Group’s sensitivity analysis of its own assessments to evaluate how reasonable changes in the assumptions may impact the valuations. Furthermore, we have considered the completeness of the disclosures in the annual report and evaluated whether they are in line with the assumptions made in the Group’s impairment tests, and that they correspond in material aspects to the information that should be provided in accordance with IFRS. Other Information than the annual accounts and consolidated accounts This document also contains other information than the annual accounts and consolidated accounts and is found on pages 1–50 and 109–116. The other informa- tion comprises also of the remuneration report which we obtained prior to the date of this auditor’s report. The Board of Directors and the Managing Director are responsible for this other information. Our opinion on the annual accounts and consolidated accounts does not cover this other information and we do not express any form of assurance conclusion regarding this other information. In connection with our audit of the annual accounts and consolidated accounts, our responsibility is to read the information identified above and consider whether the information is materially inconsistent with the annual accounts and consolidated accounts. In this procedure we also take into account our knowledge otherwise obtained in the audit and assess whether the information otherwise appears to be materially misstated. If we, based on the work performed concerning this information, conclude that there is a material misstate- ment 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 The Board of Directors and the Managing Director are responsible for the preparation of the annual accounts and consolidated accounts and that they give a fair pres- entation in accordance with the Annual Accounts Act and, concerning the consolidated accounts, in accord- ance with IFRS Accounting Standards as adopted by the EU. The Board of Directors and the Managing Director are also responsible for such internal control as they deter- mine is necessary to enable the preparation of annual accounts and consolidated accounts that are free from material misstatement, whether due to fraud or error. In preparing the annual accounts and consolidated accounts The Board of Directors and the Managing Director are responsible for the assessment of the company’s and the group’s ability to continue as a going concern. They disclose, as applicable, matters related to going concern and using the going concern basis of accounting. The going concern basis of accounting is however not applied if the Board of Directors and the Managing Director intend to liquidate the company, to cease operations, or has no realistic alternative but to do so. The Audit Committee shall, without prejudice to the Board of Director’s responsibilities and tasks in general, among other things oversee the company’s financial reporting process. Auditor’s responsibility Our objectives are to obtain reasonable assurance about whether the annual accounts and consolidated accounts as a whole are free from material misstate- ment, whether due to fraud or error, and to issue an audi- tor’s report that includes our opinions. Reasonable assurance is a high level of assurance, but is not a guar- antee that an audit conducted in accordance with ISAs and generally accepted auditing standards in Sweden 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 aggre- gate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these annual accounts and consolidated accounts. As part of an audit in accordance with ISAs, we exer- cise professional judgment and maintain professional scepticism throughout the audit. We also: • Identify and assess the risks of material misstate- ment of the annual accounts and consolidated accounts, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appro- priate to provide a basis for our opinions. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omis- sions, misrepresentations, or the override of internal control. • Obtain an understanding of the company’s internal control relevant to our audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. Annual Report 2024 106 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ reportAuditor’s report • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting esti- mates and related disclosures made by the Board of Directors and the Managing Director. • Conclude on the appropriateness of the Board of Directors’ and the Managing Director’s, use of the going concern basis of accounting in preparing the annual accounts and consolidated accounts. We also draw a conclusion, based on the audit evidence obtained, as to whether any material uncertainty exists related to events or conditions that may cast significant doubt on the company’s and the group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the annual accounts and consolidated accounts or, if such disclosures are inadequate, to modify our opinion about the annual accounts and consolidated accounts. Our conclusions are based on the audit evidence obtained up to the date of our audi- tor’s report. However, future events or conditions may cause a company and a group to cease to continue as a going concern. • Evaluate the overall presentation, structure and con- tent of the annual accounts and consolidated accounts, including the disclosures, and whether the annual accounts and consolidated accounts repre- sent the underlying transactions and events in a man- ner that achieves fair presentation. • Plan and perform the group audit to obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the consol- idated accounts. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our opinions. We must inform the Board of Directors of, among other matters, the planned scope and timing of the audit. We must also inform of significant audit findings during our audit, including any significant deficiencies in internal control that we identified. We must also provide the Board of Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communi- cate with them all relationships and other matters that may reasonably be thought to bear on our independ- ence, and where applicable, measures that have been taken to eliminate the threats or related safeguards. From the matters communicated with the Board of Directors, we determine those matters that were of most significance in the audit of the annual accounts and consolidated accounts, including the most impor- tant assessed risks for material misstatement, and are therefore the key audit matters. We describe these matters in the auditor’s report unless law or regulation precludes disclosure about the matter. Report on other legal and regulatory requirements Auditor’s audit of the administration and the proposed appropriations of profit or loss Opinions In addition to our audit of the annual accounts and con- solidated accounts, we have also audited the adminis- tration of the Board of Directors and the Managing Direc- tor of Eltel AB (publ) for the year 2024 and the proposed appropriations of the company’s profit or loss. We recommend to the general meeting of sharehold- ers that the profit be appropriated in accordance with the proposal in the statutory administration report and that the members of the Board of Directors and the Managing Director be discharged from liability for the financial year. Basis for Opinions We conducted the audit in accordance with generally accepted auditing standards in Sweden. Our responsibil- ities under those standards are further described in the Auditor’s Responsibilities section. We are independent of the parent company and the group in accordance with professional ethics for accountants in Sweden and have otherwise fulfilled our ethical responsibilities in accord- ance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinions. Responsibilities of the Board of Directors and the Managing Director The Board of Directors is responsible for the proposal for appropriations of the company’s profit or loss. At the proposal of a dividend, this includes an assessment of whether the dividend is justifiable considering the requirements which the company’s and the group’s type of operations, size and risks place on the size of the parent company’s and the group’s equity, consolidation requirements, liquidity and position in general. The Board of Directors is responsible for the compa- ny’s organization and the administration of the compa- ny’s affairs. This includes among other things continu- ous assessment of the company’s and the group’s finan- cial situation and ensuring that the company’s organiza- tion is designed so that the accounting, management of assets and the company’s financial affairs otherwise are controlled in a reassuring manner. The Managing Director shall manage the ongoing administration according to the Board of Directors’ guidelines and instructions and among other matters take measures that are necessary to fulfill the compa- ny’s accounting in accordance with law and handle the management of assets in a reassuring manner. Auditor’s responsibility Our objective concerning the audit of the administration, and thereby our opinion about discharge from liability, is to obtain audit evidence to assess with a reasonable degree of assurance whether any member of the Board of Directors or the Managing Director in any material respect: • has undertaken any action or been guilty of any omis- sion which can give rise to liability to the company, or • in any other way has acted in contravention of the Companies Act, the Annual Accounts Act or the Articles of Association. Our objective concerning the audit of the proposed appropriations of the company’s profit or loss, and thereby our opinion about this, is to assess with reason- able degree of assurance whether the proposal is in accordance with the Companies Act. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accord- ance with generally accepted auditing standards in Swe- den will always detect actions or omissions that can give rise to liability to the company, or that the proposed appropriations of the company’s profit or loss are not in accordance with the Companies Act. As part of an audit in accordance with generally accepted auditing standards in Sweden, we exercise professional judgment and maintain professional scepticism throughout the audit. The examination of the administration and the proposed appropriations of the company’s profit or loss is based primarily on the audit of the accounts. Additional audit procedures performed are based on our professional judgment with starting point in risk and materiality. This means that we focus the examination on such actions, areas and relation- ships that are material for the operations and where devi- ations and violations would have particular importance Annual Report 2024 107 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ reportAuditor’s report for the company’s situation. We examine and test deci- sions undertaken, support for decisions, actions taken and other circumstances that are relevant to our opinion concerning discharge from liability. As a basis for our opinion on the Board of Directors’ proposed appropria- tions of the company’s profit or loss we examined whether the proposal is in accordance with the Companies Act. The auditor’s examination of the Esef report Opinion In addition to our audit of the annual accounts and consolidated accounts, we have also examined that the Board of Directors and the Managing Director have pre- pared the annual accounts and consolidated accounts in a format that enables uniform electronic reporting (the Esef report) pursuant to Chapter 16, Section 4(a) of the Swedish Securities Market Act (2007:528) for Eltel AB (publ) for year 2024. Our examination and our opinion relate only to the statutory requirements. In our opinion, the Esef report has been prepared in a format that, in all material respects, enables uniform electronic reporting. Basis for opinion We have performed the examination in accordance with FAR’s recommendation RevR 18 Examination of the Esef report. Our responsibility under this recommenda- tion is described in more detail in the Auditors’ responsi- bility section. We are independent of Eltel AB (publ) in accordance with professional ethics for accountants in Sweden and have otherwise fulfilled our ethical respon- sibilities in accordance with these requirements. We believe that the evidence we have obtained is suf- ficient and appropriate to provide a basis for our opinion. Responsibilities of the Board of Directors and the Managing Director The Board of Directors and the Managing Director are responsible for the preparation of the Esef report in accordance with the Chapter 16, Section 4(a) of the Swedish Securities Market Act (2007:528), and for such internal control that the Board of Directors and the Managing Director determine is necessary to prepare the Esef report without material misstatements, whether due to fraud or error. Auditor’s responsibility Our responsibility is to obtain reasonable assurance whether the Esef report is in all material respects pre- pared in a format that meets the requirements of Chap- ter 16, Section 4(a) of the Swedish Securities Market Act (2007:528), based on the procedures performed. RevR 18 requires us to plan and execute procedures to achieve reasonable assurance that the Esef report is prepared in a format that meets these requirements. Reasonable assurance is a high level of assurance, but it is not a guarantee that an engagement carried out according to RevR 18 and generally accepted auditing standards in Sweden will always detect a material mis- statement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Esef report. The audit firm applies International Standard on Quality Management 1, which requires the firm to design, implement and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements. The examination involves obtaining evidence, through various procedures, that the Esef report has been pre- pared in a format that enables uniform electronic report- ing of the annual accounts and consolidated accounts. The procedures selected depend on the auditor’s judg- ment, including the assessment of the risks of material misstatement in the report, whether due to fraud or error. In carrying out this risk assessment, and in order to design procedures that are appropriate in the circum- stances, the auditor considers those elements of inter- nal control that are relevant to the preparation of the Esef report by the Board of Directors and the Managing Director, but not for the purpose of expressing an opin- ion on the effectiveness of those internal controls. The examination also includes an evaluation of the appropri- ateness and reasonableness of the assumptions made by the Board of Directors and the Managing Director. The procedures mainly include a validation that the Esef report has been prepared in a valid XHTML format and a reconciliation of the Esef report with the audited annual accounts and consolidated accounts. Furthermore, the procedures also include an assess- ment of whether the consolidated statement of financial performance, financial position, changes in equity, cash flow and disclosures in the Esef report have been marked with iXBRL in accordance with what follows from the Esef regulation. The auditor’s examination of the corporate governance statement The Board of Directors is responsible for that the corpo- rate governance statement on pages 60–66 has been prepared in accordance with the Annual Accounts Act. Our examination of the corporate governance state- ment is conducted in accordance with FAR´s standard RevR 16 The auditor´s examination of the corporate governance statement. This means that our examina- tion of the corporate governance statement is different and substantially less in scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. We believe that the examination has provided us with sufficient basis for our opinions. A corporate governance statement has been pre- pared. Disclosures in accordance with chapter 6 section 6 the second paragraph points 2-6 of the Annual Accounts Act and chapter 7 section 31 the second para- graph the same law are consistent with the other parts of the annual accounts and consolidated accounts and are in accordance with the Annual Accounts Act. KPMG AB, Box 382, 101 27, Stockholm, was appointed auditor of Eltel AB (publ) by the general meeting of the shareholders on the 14 May 2024. KPMG AB or auditors operating at KPMG AB have been the company’s auditor since 2018. Stockholm 25 March 2025 KPMG AB Fredrik Westin Authorized Public Accountant Annual Report 2024 108 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ reportAuditor’s report Other Annual Report 2024 109 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report The Eltel share Share capital At the end of the financial period 2024, the total number of shares amounts to 160,585,581 divided into 156,736,781 ordinary shares with one vote per share and 3,848,800 C shares with 1/10 vote per share. The share capital entered in the trade register per 31 December 2024 is EUR 161,950,203. Shareholders As per 31 December 2024, Eltel has 3,321 shareholders. The four largest shareholders of Eltel AB are Solero Luxco S.á.r.l. 16.4% (a company controlled by Triton Funds), Wipunen Varainhallinta Oy 14.9%, the Fourth Swedish National Pension Fund (AP4) 9.6%, and Heikintorppa Oy 8.7%. The four largest shareholders referred above together represent 49.5% of the votes in the company. Price development and trading volumes Eltel share price declined slightly in 2024. The closing price on 30 December 2024 was SEK 6.44, a decline of 3.7% over the year. The highest closing price was SEK 7.86 on 19 June 2024 and the lowest was SEK 6.28 on 17 December 2024. At year-end, Eltel’s market capitali- zation was SEK 1.034 million. The trading volume on Nasdaq Stockholm was 7,736,512 shares, equivalent to a turnover of SEK 53,955,674 Eltel shares were mainly traded on Nasdaq Stockholm, 90.3% and Cboe, 7.6% and in small volumes in other marketplaces, 1.9%. The dividend policy A dividend policy has been adopted whereby 50% of Eltel’s consolidated net profit shall be paid in dividends over time (with flexibility in relation to the pay-out ratio). Analysts Eltel is followed by ABG Sundal Collier and Inderes. Eltel’s share is listed on the OMX Stockholm Small Cap, under the trading symbol “ELTEL”. Eltel share in 2024 (SEK) 0 75,000 150,000 225,000 300,000 0 3 6 9 12 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec SEK Volume (000s) Eltel VolumeOMX Stockholm PI Source: Modular Finance AB. Annual Report 2024 110 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Eltel’s top 10 shareholders on 31 December 2024 Shareholders Number of shares % of shares % of votes Solero Luxco S.á.r.l.¹ ) 25,683,845 16.0 16.4 Wipunen Varainhallinta Oy 23,450,000 14.6 14.9 Fourth Swedish National Pension Fund 15,027,060 9.4 9.6 Heikintorppa Oy 13,600,000 8.5 8.7 Mariatorp Oy 10,000,000 6.2 6.4 Mandatum Life Insurance Company 8,255,692 5.1 5.3 Fidelity International (FIL) 7,060,381 4.4 4.5 Etola Group 7,050,000 4.4 4.5 Mandatum Fund Management 6,005,000 3.7 3.8 SEB Fonder 2,299,705 1.4 1.5 Total 116,135,478 72.3 73.9 Other shareholders 40,601,303 25.3 25.8 Total ordinary shares in Eltel AB 156,736,781 Total C shares in Eltel AB² ) 3,848,800 2.4 0.2 Total shares in Eltel AB 160,585,581 100.0 100.0 1) Company controlled by Triton Funds. 2) The C shares are held by Eltel. Ownership structure on 31 December 2024 Holding size Number of known owners Number of shares % of capital % of votes Share of known owners 1–1,000 2,426 594,077 0.4 0.4 73.1 1,001–5,000 578 1,404,798 0.9 0.9 17.4 5,001–10,000 120 890,621 0.6 0.6 3.6 10,001–50,000 128 2,889,184 1.8 1.8 3.9 50,001–100,000 16 1,281,583 0.8 0.8 0.5 100,001–500,000 29 7,479,059 4.7 4.8 0.9 500,001–1,000,000 6 4,183,836 2.6 2.7 0.2 1,000,001–5,000,000 9 17,129,640 10.7 8.7 0.3 5,000,001–10,000,000 5 38,371,073 23.9 24.4 0.2 10,000,001– 4 77,760,905 48.4 49.5 0.1 Unknown holding size 0 8,600,805 5.4 5.5 0.0 Total 3,321 160,585,581 100.0 100.0 100.0 Geographic distribution of shareholders 31 Dec 2024 Finland 52.1% Sweden 20.7% Luxembourg 16.0% United Kingdom 4.4% United States 1.2% Other 0.1% Unknown country 5.4% Source: Monitor by Modular Finance AB. Source: Modular Finance AB. Ownership by sector on 31 Dec 2024 Investment & PE 39.1% Pension & Insurance 18.9% Private individuals 11.9% Fund company 9.9% Treasury shares 2.4% State, municipal & county 0.1% Other 12.4% Unknown owner type 5.4% Source: Modular Finance AB. Annual Report 2024 111 OverviewThe Eltel share Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Five-year summary Condensed consolidated income statement EUR million 2024 2023 2022 2021 2020 Net sales 828.7 850.1 823.6 812.6 938.0 Cost of sales -736.8 -774.5 -748.9 -724.5 -838.6 Gross profit 91.8 75.6 74.7 88.1 99.4 Other income 4.3 3.5 0.9 5.5 22.5 Expenses -114.1 -84.4 -77.6 -79.1 -96.9 Share of profit/loss of joint ventures – – – – -0.2 Operating result (EBIT) -18.0 -5.3 -2.0 14.5 24.8 Financial expenses, net -12.7 -12.7 -9.5 -5.8 -9.8 Result before taxes -30.7 -17.9 -11.4 8.7 14.9 Taxes 1.6 10.3 -3.5 -3.7 -9.7 Net result -29.1 -7.6 -14.9 4.9 5.3 Key figures EUR million 2024 2023 2022 2021 2020 Net sales 828.7 850.1 823.6 812.6 938.0 Net sales growth, % -2.5 3.2 1.4 -13.4 -13.8 Adjusted EBITDA 45.2 31.8 27.8 46.6 48.9 Adjusted EBITA 10.5 1.7 -1.9 14.8 11.4 Adjusted EBITA margin, % 1.3 0.2 -0.2 1.8 1.2 Adjusted EBITA, segments 21.1 11.8 9.9 24.2 22.9 Adjusted EBITA margin, %, segments 2.7 1.5 1.4 3.3 2.8 Items affecting comparability 1) -28.5 -7.0 – -0.1 14.1 EBITDA 16.7 24.8 27.8 46.5 63.0 Operating result (EBIT) -18.0 -5.3 -2.0 14.5 24.8 EBIT margin, % -2.2 -0.6 -0.2 1.8 2.6 Result before taxes -30.7 -17.9 -11.4 8.7 14.9 Net result for the year -29.1 -7.6 -14.9 4.9 5.3 Earnings per share EUR, basic and diluted -0.21 -0.07 -0.10 0.03 0.03 Return on equity (ROE), % 2),3) -16.0 -3.7 -6.8 2.2 2.4 Return on operative capital employed (ROCE), % 2) 102.4 5.3 -3.5 23.6 13.0 Leverage ratio 2) 2.5 3.2 4.5 2.6 2.0 Net working capital -61.3 -49.8 -21.0 -16.0 -25.1 Number of personnel, average 4,550 5,024 5,053 5,176 6,196 1) Includes restructuring costs, gains and losses from divestment of businesses and from valuation of divested assets as held for sale. 2) Calculated on a rolling 12-month basis. 3) Assets and liabilities held for sale are not included (in 2020 German High Voltage business). Cash flow from operating activities EUR million 2024 2023 2022 2021 2020 Operating result (EBIT) -18.0 -5.3 -2.0 14.5 24.8 Depreciation and amortization 34.7 30.1 29.8 32.1 38.2 EBITDA 16.7 24.8 27.8 46.5 63.0 Changes in working capital -2.5 29.4 4.6 -10.1 16.6 Total financial expenses and taxes -13.3 -15.3 -12.5 -6.7 -13.9 Gain/loss on sales of assets and business 22.8 -0.1 -0.1 -2.6 -14.7 Other 3.7 -4.9 -3.4 -4.8 -1.6 Cash flow from operating activities 27.5 34.0 16.4 22.3 49.4 Annual Report 2024 112 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Quarterly figures Quarterly key financial figures for the Group 2024 2023 EUR million Full-year Oct–Dec Jul–Sep Apr–Jun Jan–Mar Full-year Oct–Dec Jul–Sep Apr–Jun Jan–Mar Net sales 828.7 226.1 210.3 216.0 176.3 850.1 240.2 213.4 208.1 188.4 Net sales growth, % -2.5 -5.9 -1.4 3.8 -6.4 3.2 7.2 3.1 -0.2 2.4 Adjusted EBITDA 45.2 14.2 19.0 8.4 3.6 31.8 10.2 13.6 5.6 2.4 Adjusted EBITA 10.5 5.7 8.2 0.5 -4.0 1.7 2.8 5.9 -1.5 -5.5 Adjusted EBITA margin, % 1.3 2.5 3.9 0.2 -2.3 0.2 1.2 2.8 -0.7 -2.9 Adjusted EBITA, segments 21.1 8.6 9.8 3.6 -0.8 11.8 5.0 6.8 2.1 -2.1 Adjusted EBITA margin, %, segments 2.7 0.0 4.9 1.8 -0.5 1.5 2.3 3.5 1.1 -1.2 Items affecting comparability 1) -28.5 -1.6 -3.8 0.0 -23.2 -7.0 0.1 -0.9 – -6.1 EBITDA 16.7 12.6 15.2 8.5 -19.6 24.8 10.3 12.6 5.6 -3.7 Operating result (EBIT) -18.0 4.2 4.5 0.5 -27.2 -5.3 2.9 5.0 -1.5 -11.6 EBIT margin, % -2.2 1.9 2.1 0.2 -15.4 -0.6 1.2 2.3 -0.7 -6.2 Result before taxes -30.7 0.9 0.8 -2.3 -30.2 -17.9 -0.8 1.9 -4.5 -14.5 Net result for the period -29.1 3.9 0.3 -2.7 -30.5 -7.6 10.3 1.8 -4.6 -15.1 Earnings per share EUR, basic -0.21 0.02 -0.01 -0.02 -0.20 -0.07 0.06 0.00 -0.03 -0.10 Earnings per share EUR, diluted -0.21 0.02 -0.01 -0.02 -0.20 -0.07 0.06 0.00 -0.03 -0.10 Return on equity (ROE), % 2) -16.0 -16.0 -12.9 -12.2 -12.8 -3.7 -3.7 -12.3 -13.5 -12.2 Return on operative capital employed (ROCE), % 2) 102.4 102.4 18.7 14.3 9.7 5.3 5.3 -7.1 -11.7 -7.9 Leverage ratio 2) 2.5 2.5 3.5 3.6 3.5 3.2 3.2 5.4 6.2 6.3 Net working capital -61.3 -61.3 -33.5 -54.3 -59.0 -49.8 -49.8 -15.5 -2.4 -5.4 Number of personnel FTE, average 4,550 4,226 4,372 4,717 4,885 5,024 4,948 5,004 5,041 5,103 1) Items affecting comparability include costs related to divestments, restructuring and resizing expenses. 2) Calculated on a rolling 12-month basis. Annual Report 2024 113 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Quarterly key financial figures for the Group 2024 2023 EUR million Full-year Oct–Dec Jul–Sep Apr–Jun Jan–Mar Full-year Oct–Dec Jul–Sep Apr–Jun Jan–Mar NET SALES Finland 357.7 101.4 101.3 92.6 62.4 344.5 98.3 96.6 85.2 64.3 Sweden 211.8 59.5 51.6 50.9 49.8 198.5 56.6 42.2 50.8 48.8 Norway 114.9 29.8 27.8 31.6 25.7 130.1 33.8 31.6 32.4 32.2 Denmark 92.0 26.0 19.6 25.3 21.1 93.0 28.2 21.6 21.4 21.8 Sum segments 776.5 216.6 200.4 200.4 159.1 766.1 216.9 192.1 189.9 167.2 Other business 61.9 12.9 12.2 18.1 18.7 93.7 26.9 23.8 20.3 22.7 Eliminations between segments -9.7 -3.4 -2.3 -2.5 -1.5 -9.7 -3.5 -2.5 -2.1 -1.5 Net sales, total 828.7 226.1 210.3 216.0 176.3 850.1 240.2 213.4 208.1 188.4 ADJUSTED EBITA Finland 15.7 6.3 7.3 2.4 -0.3 6.5 3.2 4.8 0.8 -2.3 % of net sales 4.4% 6.2% 7.2% 2.6% -0.5% 1.9% 3.3% 5.0% 1.0% -3.6% Sweden 6.1 2.5 2.2 1.0 0.5 2.9 1.3 0.2 0.9 0.5 % of net sales 2.9% 4.2% 4.2% 2.0% 1.0% 1.5% 2.3% 0.4% 1.9% 1.0% Norway -5.7 -2.3 -0.7 -1.0 -1.7 -2.5 -0.8 0.7 -0.8 -1.6 % of net sales -4.9% -7.7% -2.5% -3.1% -6.5% -1.9% -2.3% 2.3% -2.5% -4.9% Denmark 5.0 2.1 1.0 1.2 0.7 4.9 1.3 1.1 1.1 1.3 % of net sales 5.4% 8.1% 5.2% 4.6% 3.4% 5.2% 4.6% 5.2% 5.3% 6.1% Sum segments 21.1 8.6 9.8 3.6 -0.8 11.8 5.0 6.8 2.1 -2.1 % of net sales 2.7% 4.0% 4.9% 1.8% -0.5% 1.5% 2.3% 3.5% 1.1% -1.2% Other business 0.7 1.1 0.5 -0.4 -0.5 -1.0 0.5 0.3 -0.9 -1.0 % of net sales 1.1% 8.5% 4.1% -2.4% -2.6% -1.1% 2.0% 1.4% -4.5% -4.2% Group functions -11.3 -3.9 -2.0 -2.6 -2.8 -9.1 -2.8 -1.2 -2.7 -2.4 Adjusted EBITA 10.5 5.7 8.2 0.5 -4.0 1.7 2.8 5.9 -1.5 -5.5 % of net sales 1.3% 2.5% 3.9% 0.2% -2.3% 0.2% 1.2% 2.8% -0.7% -2.9% Annual Report 2024 114 OverviewQuarterly figures Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Definitions and key ratios Eltel applies ESMA’s (European Securities and Markets Authority) guidelines for alternative performance measures (APM). In addition to the financial measures defined in IFRS, certain key figures, which qualify as alternative perfor- mance measures (APMs) are presented to reflect the underlying business performance, facilitate analysis of the Group’s development as followed by Group Management and enhance comparability from period to period. The definition of these key figures is presented below and relevant information enabling reconciliations to IFRS measures can be found in connection with relevant parts of the report. These APMs should not be considered as a substitute for measures in accordance with IFRS. IFRS Key ratios Alternative performance measures (APMs) KEY FIGURE KEY FIGURE REFERENCEDEFINITION AND REASON FOR USE KEY FIGURE REFERENCEDEFINITION AND REASON FOR USE Earnings per share (EPS) Net result attributable to equity holders of the parent – interest on hybrid bond Weighted average number of ordinary shares Adjusted EBITA and -margin Adjusted EBITA and -margin, % are used to measure business and segment profitability. Income statement items below adjusted EBITA are not allocated to segments. Note 3: segment results Adjusted EBITA: Operating result before acquisition-related amortizations and items affecting comparability Adjusted EBITA margin, %: Adjusted EBITA x 100 Net sales Adjusted EBITA and -margin, % for segments represent the sum of segments: Finland, Sweden, Norway and Denmark. Items affecting comparability These include capital gains and/or losses and transaction costs related to divestments and acquisitions, restructuring and resizing expenses and other items that according to Eltel’s management’s assessment are not related to normal business operations. Note 3: segment results EBITDA and adjusted EBITDA EBITDA is operating result (EBIT) before depreciations and amortizations. Adjusted EBITDA excludes items affecting comparability. Adjusted EBITDA is used in calculating the leverage ratio Five-year summary: Cash flow from operating activities EBIT margin Operating result (EBIT) and -margin, % are used to measure profitability before interest and taxes. Income statement EBIT margin, %: EBIT x 100 Net sales Return on equity (ROE), % Return on equity (ROE), % represents the rate of return that shareholders receive on their investments. Income statement and balance sheet Return on equity (ROE), % 1) : Net result x 100 Total equity (average over the reporting period) Operative capital employed and Return on operative capital employed (ROCE), % Operative capital employed is the amount of net operating assets the business uses in its operations. Note 3: Net working capital and operative capital employed Return on operative capital employed (ROCE), % represents how effectively total net operating assets are used in order to generate return in the operating business. Operative capital employed: Net working capital + Intangible assets excluding goodwill and acquisition-related allocations + Property, plant and equipment and Right-of-use assets Return on operative capital employed (ROCE), % 1) : Adjusted EBITA x 100 Operative capital employed (average over the reporting period) Net debt and leverage ratio Net debt represents Eltel’s indebtedness. It is used to monitor capital structure and financial capacity. It is also used in calculating the leverage ratio. The leverage ratio is defined as covenant in Eltel’s financing agree- ment. Net debt: Note 14.4 EBITDA: five-year summary, cash flow from operating activities Net debt: Interest-bearing debt - cash and cash equivalents Leverage ratio 1) : Net debt Adjusted EBITDA Net working capital Net working capital is used to follow the amount of capital needed for the business to operate. Used also as a factor to calculate operative capital employed. Note 3: Net working capital and operative capital employed Net working capital : Net of inventories, trade and other receiva- bles, provisions, advances received and trade and other payables, excluding items in these balance sheet items that are not considered to form part of operative work- ing capital: derivative valuations and income tax liabilities. Committed order backlog Committed order backlog is the total value of committed orders received but not yet recognized as sales. It does not include frame agreements unless a binding purchase order has been received. It is the best measure of unsatisfied performance obligations according to IFRS 15 Revenue from contracts with customer. Note 4: Committed order backlog by business and service type 1) Calculated on a rolling 12 months basis. Annual Report 2024 115 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report Financial calendar 2024–2025 Annual General Meeting 2025 13 May 2025 Interim report January–March 2025 30 April 2025 Half-year report 2025 24 July 2025 Interim report January–September 2025 30 October 2025 Full-year report 2025 February 2026 Contact information Tarja Leikas CFO Phone: +358 40 730 77 62 E-mail: [email protected] Alexandra Kärnlund Director, Communications Phone: +46 70 91 00 903 E-mail: [email protected] Eltel AB Visiting address: Adolfsbergsvägen 13, Bromma POB 126 23 SE-112 92 Stockholm Sweden Telephone: +46 8 585 376 00 E-mail: [email protected] www.eltelgroup.com Production: Sthlm Kommunikation & IR and Eltel. Annual Report 2024 116 Overview Operations GovernanceSustainability OtherFinancial reportsBoard of Directors’ report

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