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Soecietatea Energetica Electrica S.A.

Related Party Transaction Sep 4, 2025

2280_rns_2025-09-04_59731493-2cd9-4112-8e08-79cb316acabb.pdf

Related Party Transaction

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Societatea Energetică Electrica S.A. Str. Grigore Alexandrescu, nr. 9, sector 1, București, 010621 Telefon: 021/208.59.99; Fax: 021/208.59.98 CIF: RO 13267221 J2000007425408 Capital social: 3.395.530.040 lei www.electrica.ro

To: Romanian Financial Supervisory Authority (FSA)

Bucharest Stock Exchange (BSE)

London Stock Exchange (LSE)

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

Report date: 04 September 2025

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

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

Phone: Tel: 004-021-2085035

Fiscal Code: RO 13267221

Trade Register registration number: J2000007425408

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

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

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

Electrica informs its shareholders and investors about the conclusion/execution, in the period 4 September 2024 – 3 September 2025 of some transactions between ELSA and EFSA, whose cumulated value exceeds the threshold of 5% of Electrica's net assets, according to Electrica's individual financial statements at 31 December 2024, respectively exceeds the value of RON 200,489,933.

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

CFO Stefan Frangulea

No Transaction/ Agreement
Type and Date
Scope of the transactions Total
amount
(RON th)
Date of entry
into force
Expiry date Guarantees
(RON th.)
Penalties Payment due dates and payment
methods
Seller/Service provider: ELSA
Buyer/Beneficiary: EFSA
1 35/25.03.2024; "Sale of green certificates" 3,946.16 The validity period begins on the Annex 7, Article 1. The invoice shall be
2 26/23.05.2025; "Sale of electricity" 962.61 25.03.2024
23.05.2025
31.07.2024
date of signing by both parties and
will end on October 31, 2024.
The validity period begins on the
date of signing by both parties and
will end on October 31, 2025.
723074.24
lei/500783.5
lei/6472.22
lei
Annex 7, Article 1.b) The level of late payment
penalties corresponds, as a percentage, to the interest
owed for failure to pay on time the obligations to the
state budget, for each day of delay.
paid by the buyer no later than the fifth
3 "Balancing Responsible Party –
Positive Imbalance"
162.51 "The invoice shall be paid by the Buyer
within three (3) banking days from the date
of its receipt."
4 111/05.11.2020
AA1/12.11.2021
AA2/10.11.2022
AA3/17.10.2023
AA4/02.10.2024
"Office space rent" 18.03 10.11.2020 09.11.2025 Nu e cazul II.2.1. In the event that the TENANT fails to pay the
invoices within the deadline agreed under Article
11.1.2, the TENANT shall be obliged to pay penalties
amounting to 0.03% per day of delay, calculated on the
unpaid invoice amount. Penalties shall accrue from the
date on which the TENANT was contractually required
to fulfill the payment obligations, until the actual
fulfillment of those obligations.
II.1.2. The rent shall be paid based on the
invoice issued by the LANDLORD on the
last working day of the month for which
the invoice is issued, and the TENANT
shall make the payment within fifteen (15)
days from the date of receipt of the
invoice.
5 61/22.09.2022
AA1/13.07.2023
AA2/16.11.2023
AA3/29.12.2023
AA4/17.12.2024
Reinvoicing of guarantee services
for bank guarantee letters issued
to secure EFSA obligations.
766.54 22.09.2022 This contract is concluded for the
period between the date of its
signing and December 31, 2023. b)
The maturity of bank guarantee
letters issued during the contractual
period may not exceed the validity
period of the EFSA contract,
namely December 31, 2023
Article 5, paragraph g) In the event of delays in the
payment of the invoice issued under this Article, ELSA
reserves the right to claim and invoice late payment
interest in the amount of 0.01% per day of delay,
calculated on the outstanding invoice amount, for the
period between the day following the due date and the
date of full settlement of the debt.
Article 5, paragraph c) The invoice thus
issued shall be due for payment within
fifteen (15) days from the date it is
communicated by email or fax,
corresponding to the price of the services
rendered. If the due date falls on a non
working day, payment may be made on the
first working day following the due date.
6 32/18.04.2022
AA1/01.02.2024
Reinvoicing of parental guarantee
services for securing EFSA
obligations
20.54 18.04.2025 Article 2 a) This contract is
concluded for the period between
the date of its signing and
December 31, 2026. b) The
maturity of corporate guarantees in
the form of a Parental Corporate
Guarantee (PCG) issued during the
contractual period may not exceed
the validity period of the contract,
namely December 31, 2026.
Article 5, paragraph i) In the event of delays in the
payment of the invoice issued under this Article, ELSA
reserves the right to claim and invoice late payment
interest in the amount of 0.01% per day of delay,
calculated on the outstanding invoice amount, for the
period between the day following the due date and the
date of full settlement of the debt.
Article 5, paragraph e) The invoice thus
issued shall be due for payment within
fifteen (15) days from the date it is
communicated by email, corresponding to
the price of the services rendered. If the
due date falls on a non-working day,
payment may be made on the first working
day following the due date.
7 Agreement / 07.08.2024 Reinvoicing of Directors and
Officers (D&O) liability insurance
services
731.15 07.08.2024 Article 11 This agreement enters
into force on the date of its signing
by the parties and remains valid
until the expiration date of the
insurance policy.
Article 4) Payment of penalties amounting to 0.02% per
day of delay.
Article 4) The invoices thus issued shall be
due for payment within fifteen (15) days
from the date of their issuance.
8 Agreement nr.
117/12.11.2024
ELSA/5707/11.11.2024-
EFSA
Reinvoicing of services for
identifying EFSA business
strategy elements aligned with the
corporate strategy
297.50 12.11.2024 Article 11 This agreement enters
into force on the date of the last
signature by the parties and shall
remain valid for 6 months, with the
possibility of extension through an
addendum.
Article 4) Payment of penalties amounting to 0.03% per
day of delay.
Article 4) The invoices thus issued shall be
due for payment within fifteen (15) days
from the date of issuance.

Annex: Details regarding the transactions concluded by DEER with EFSA in the period 04 September 2024 - 03 September 2025 of the kind listed in Art. 108 of Law No. 24/2017

No Transaction/ Agreement
Type and Date
Scope of the transactions Total
amount
(RON th)
Date of entry
into force
Expiry date Guarantees
(RON th.)
Penalties Payment due dates and payment
methods
9 3236618 / 14.04.2025 Reinvoicing of professional legal
services provided in connection
with the Apollo Project (Dentons).
83.33 14.04.2025 "You have the right to terminate
this Agreement at any time by
written notice. We, in turn, have the
same right, with the obligation to
provide you with reasonable prior
notice.
In the event that payment is not received within fifteen
(15) days, we reserve the right to apply a penalty of
0.03% per day of delay.
Each Borrower agrees to pay our fees and
the amounts stated in the invoices by bank
transfer, within fifteen (15) days from the
date of receipt of the invoice.
10 3284503/16.01.2025 Reinvoicing of legal consultancy
services (RTPR)
96.30 16.01.2025 The project will be completed, and
our involvement will end within
four (4) months from the date on
which RTPR receives from the
Lenders the instruction to
commence legal assistance in
relation to the Project (the
Deadline).
Nu e cazul RTPR shall have the right to suspend the performance
of the Project and shall bear no liability towards the
Client for such suspension if any amount due is not paid
within thirty (30) days from the invoice date.
Furthermore, we shall charge interest on overdue
amounts at the reference interest rate calculated in
accordance with the applicable legislation.
6.3. For the sake of clarity, Borrower #1
shall make payment within ten (10)
calendar days (subject to RTPR having
issued the invoice) from the date on which
the Client informs RTPR that the Project
will not be completed ("Early Project
Termination Date").
11 41/09.04.2024
AA1/06.09.2024
AA2/04.04.2025
Loan granting – interest 17,892.17 09.04.2024 08.04.2025 In the event of failure to repay the loan (in full or in
part) by the due date, ELSA reserves the right to charge
late payment penalties amounting to 0.01% for each
day of delay.
The Borrower undertakes to pay a monthly
interest within 5 days from the receipt of
the notification. Any repayment or
payment made under the Loan Agreement
shall be in the Loan Utilization Currency.
12 90/18.12.2023
AA/25.10.2024
Loan granting – interest 7,467.29 18.12.2023
25.10.2024
02.11.2024 / 02.11.2025 In the event of failure to repay the loan (in full or in
part) by the due date, ELSA reserves the right to charge
late payment penalties amounting to 0.01% for each
day of delay, for the period between the day following
the loan's due date and the date of repayment.
The Borrower shall have the right, based
on a written request submitted to ELSA at
least five (5) Business Days in advance, to
make early repayment of any amount. The
Borrower shall also have the right, based
on a written notice submitted to ELSA at
least five (5) Business Days in advance, to
waive the use of the unused portion of the
Loan, either in whole or in part.
13 83/02.09.2024
AA1/23.12.2024
Purchase and sale of electricity
generated in power plants from
renewable energy sources
13.19 05.09.2024 31.12.2024/31.12.2025 Failure to fulfill payment obligations shall result in the
payment of penalty interest under the same conditions
as those established in the supply contract.
In addition to the invoices issued for each
contractual month in which a quantity of
electricity is carried forward, the Buyer
shall issue a separate invoice with a
negative value for the carried-forward
quantity.
14 141/20.12.2019 Liquidity concentration services –
ING cash pooling
17,826.43 20.12.2019 Feb-26 The bank interest is paid on the 1st of each
month and is automatically debited from
the account. An annual fee also applies,
which is re-invoiced proportionally to the
subsidiaries.
15 12/22.01.2024 Cash Pooling Services 2 – BRD 16,384.30 22.01.2024 Unspecified Bank interest is paid on the 30th or 31st of
each month and is automatically debited
from the account. An annual fee also
applies, which is proportionally re-invoiced
to the subsidiaries.
No Transaction/ Agreement
Type and Date
Scope of the transactions Total
amount
(RON th)
Date of entry
into force
Expiry date Guarantees
(RON th.)
Penalties Payment due dates and payment
methods
16 Ctr.50 / 29.07.2025 The purpose of granting this loan
is to make payments to the
company Distributie Energie
Electrica Romania SA (DEER)
245,000.00 29.07.2025 28.07.2026 0 In case of non-payment of the loan (total or partial) at
maturity, ELSA reserves the right to charge late
payment penalties in the amount of 0.01% for each day
of delay, for the period between the day following the
maturity of the borrowed amount and the date of its
effective payment.
Full reimbursement on the maturity date,
respectively 28.07.2026.
17 Contract 56/03.09.2025 The purpose of granting this loan
is to make payments to the
company Distributie Energie
Electrica Romania SA (DEER)
245,000.00 03.09.2025 31.08.2026 0 Full reimbursement on the maturity date,
31.08.2026
Seller/Service provider: EFSA
Buyer/Beneficiary: ELSA
16 "Addendum No. 11 to the
Service Provision Contract
ELSA Reference: No.
883/17.08.2020
Representation service as a
Balancing Responsible Party
493.96 26.08.2020 Unspecified Art. 5 q) To fully pay the net payment obligations
stipulated in the daily settlement notes, by means of
payment orders issued for the crediting of the bank
account opened by the Participant in the Day-Ahead
Market (DAM) and/or the Intraday Market (IM) at a
commercial bank in Romania, and to document the
collection of receivables and the payment of
obligations, in equal and reciprocal value, through the
use of the compensation/settlement mechanisms
provided in the "Procedure regarding collections and
payments related to transactions on the Day-Ahead
Market" and the "Procedure regarding collections and
payments related to transactions on the Intraday
Market.
6.17.4. Participants in the Day-Ahead
Market (DAM) shall issue invoices dated
on the last day of the delivery month and
shall send them to OPCOM S.A. via email
or fax within the first three banking
business days of the month following the
delivery month.

Total executed during reporting period 04 September 2024 - 03 September 2025: RON 557,162.01 th Due and not due mutual debts of EFSA to ELSA at 03 September 2025: RON 1,110.30 th Due and not due mutual debts of ELSA to EFSA at 03 September 2025: RON 37.08 th

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