Cofina SGPS

Annual Report • Jan 31, 2025

European single electronic reporting format (ESEF) and PDF version

This document is an unofficial and unaudited PDF version of the Annual Report 2023 of Cofina, SGPS, S.A.. This version has been prepared for ease of use and does not contain ESEF information as specified in the Regulatory Technical Standards on ESEF (Delegated Regulation (EU) 2019/815). The official ESEF reporting package is available on the CMVM website and was approved on 31 January 2025. This document is a true copy of the aforementioned financial information. In case of discrepancies between this version and the official ESEF package, the latter prevails.

COFINA, SGPS, S.A. Rua Manuel Pinto Azevedo, 818 4100 – 320 Porto PORTUGAL Tel: + 351 22 834 65 00

www.cofina.pt

TABLE OF CONTENTS

(CHAPTERS INCLUDED IN THE DOCUMENT)

MANAGEMENT REPORT

CORPORATE GOVERNANCE REPORT, which includes the REMUNERATION REPORT INDIVIDUAL FINANCIAL STATEMENTS AND ACCOMPANYING NOTES STATUTORY AND AUDITOR'S REPORT REPORT AND OPINION OF THE STATUTORY AUDIT BOARD

MANAGEMENT REPORT

31 December 2024

INTRODUCTION 6
MACROECONOMIC FRAMEWORK 6
STOCK EXCHANGE EVOLUTION 7
COMPANY'S ACTIVITY 9
FINANCIAL REVIEW 10
RISK MANAGEMENT 13
OUTLOOK 14
ANALYSIS OF INDIVIDUAL ACCOUNTS 15
PROPOSAL OF THE BOARD OF DIRECTORS FOR THE APPROPRIATION OF INDIVIDUAL NET PROFIT/ (LOSS)	15
LEGAL MATTERS 16
CLOSING REMARKS 19
ANNEXES TO THE MANAGEMENT REPORT 20

To the Shareholders

The Board of Directors of Cofina, SGPS, S.A. (hereinafter "Cofina" or "Company"), in accordance with the legal and statutory requirements, hereby submits the Annual Report 2024.

MACROECONOMIC FRAMEWORK

The year 2024 has been marked by persistent economic challenges, with global inflation remaining at high levels, although it has slowed down compared to the peaks of 2022. Inflation remains a central theme in the main economies, due to the continued impact of the restrictive monetary policies implemented by the main central banks throughout 2023. Global economic growth was moderate, with high energy costs and geopolitical instability hampering a more robust recovery.

The beginning of 2024 maintained a more restrained growth trend, reflecting the effects of monetary tightening policies and rising interest rates, especially in advanced economies. The global labor market continued to show resilience, with a relatively low unemployment rate in several regions, although we are already seeing signs of a slowdown in job creation in several economies.

In geopolitical terms, the war in Ukraine remained a factor of uncertainty, with significant impacts on markets and global economies. In addition, tensions in the Middle East, which continue into 2024, generate additional concerns, not only in terms of security, but also with regard to the rise in raw material prices, particularly energy.

Despite this challenging scenario, global economic growth was close to 3% in 2024, slightly below the 3.1% recorded in 2023. Emerging economies, such as China and several Asian nations, continue to outperform developed economies, reflecting the post-pandemic recovery and greater adaptation to new global dynamics.

Global inflation, which stood at around 6.7% in 2023, reduced to around 5.7% in 2024, with pressures on the prices of goods and services continuing, albeit less intensely. It is expected that, from 2025 onwards, inflation will decelerate to levels closer to central bank targets, as energy costs stabilize and interest rates in the more advanced economies may begin to fall.

The economic recovery will continue to be uneven between the different regions, with the advanced economies recording moderate growth, while the emerging economies will perform more strongly. Forecasts point to an acceleration in growth in 2025, with a more robust recovery as the effects of restrictive monetary policies begin to ease.

STOCK EXCHANGE EVOLUTION

At the end of 2024, Cofina's share price closed at 19.5 Euro/share, and the corresponding market capitalisation was 4 million Euro. In total, approximately 20 million shares were traded.

The main events that marked the evolution of Cofina's share price during 2024 can be described as follows:

• On 25 February, Cofina informed the market that it had been notified of the award handed down in the arbitration proceedings initiated on 15 April 2020 by Promotora de Informaciones, S.A. ("Prisa") before the Commercial Arbitration Centre of the Portuguese Chamber of Commerce and Industry. This ruling totally rejected Prisa's request to order Cofina to compensate Prisa for the damages that Prisa claimed to have suffered in the amount of 87,377,049.30 Euro, and ordered the delivery to Prisa of the amount of 10,000,000 Euro that had been deposited with the Escrow Agent, as a down payment, plus interest, in the context of the Share Purchase Agreement ("SPA") entered into on 20 September 2019 between Cofina and Prisa for the acquisition of 100% of the share capital and voting rights of Vertix, SGPS, S.A., which, at the date of the SPA, held shares representing 94.69% of the voting rights of Grupo Media Capital, S.A..
• In the press release regarding the Group's performance in 2023, disclosed as of 21 March 2024, Cofina presented a negative consolidated net profit of 2.1 million Euro. As a result of the sale of Cofina Media, a capital gain of 8 million Euro was calculated for the consolidated financial statements of Cofina SGPS, S.A., with reference to 31 December 2023, taking into account the price, the costs associated with the transaction, and the net assets of the subsidiary Cofina Media. On that day, Cofina's shares closed at 0.426 Euro per share.
• In the press release disclosed as of 1 July 2024, Cofina informed the market of the following operations:
  • the company's share capital was reduced to 4,102,633.60 Euro, following the amortization of shares, with the consequent reduction in the number of shares representing the company's share capital. Until the 2nd of July (inclusive), 102,565,836 shares were in trading, and were reduced to 10,256,584 shares, with each shareholder receiving 0.40 Euro per share, for each share amortized;
  • the payment of free reserves corresponding to 1.10 Euro per share (after the capital reduction).

• On 25 July 2024, Cofina communicated to the market its results for the first half of 2024, having registered a net profit of 768.9 thousand Euro. On that day, Cofina's shares closed at 0.726 Euro per share.
• On 14 August 2024, and following the issuance of a non-opposition decision by the Competition Authority, Cofina informed that the transaction for the sale of the 50% stake in Vasp - Distribuidora de Publicações, S.A. ("VASP") was concluded, for a consideration of 4.5 million Euro, fully paid on that date.
• In the press release disclosed as of 23 December 2024, Cofina informed the market of the following operations:
  • the company's share capital was reduced to 82,052.80 Euro, following the amortization of shares, with the consequent reduction in the number of shares representing the company's share capital. Until the 24th of December (inclusive), 10,256,584 shares were in trading, and were reduced to 205,132 shares, with each shareholder receiving 0.40 Euro per share, for each share amortized;
  • the payment of free reserves corresponding to 10.20 Euro per share (after the capital reduction).

COMPANY'S ACTIVITY

Cofina developed its activity in the media and contents business area. The key group company in this sector was Cofina Media, S.A..

As already mentioned, on 8 November 2023, all the shares representing the share capital and voting rights of Cofina Media S.A. were sold. As a result of this transaction, the group relationship that had existed between Cofina SGPS and Cofina Media ceased.

Prior to the completion of the sale of Cofina Media, S.A., Cofina Media sold its 50% stake in Vasp - Distribuidora de Publicações, S.A. ("VASP") to Cofina. As announced on 14 August 2024, as a result of the decision of nonopposition by the Competition Authority, adopted on 24 July 2024, the transaction of the sale of VASP was concluded.

Thus, on 31 December 2024, the organization chart of Cofina's holdings was as follows:

FINANCIAL REVIEW

The financial information of 2024 was prepared in accordance with the International Financial Reporting Standards as adopted in European Union (IFRS-EU), in the basis of liquidation, given that the Board of Directors, on 18 November 2024, informed the market that, by resolution taken at a meeting of that governing board, it would propose to the shareholders of the Company, at the 2025 Annual General Meeting, the dissolution with immediate sharing of the Company.

Income Statement

	31.12.2024	31.12.2023
Services rendered	—	611,420
Other income	6,916	13,462
External supplies and services	(396,473)	(740,776)
Payroll expenses	(333,487)	(359,477)
Amortisation and depreciation	—	—
Provisions and impairment losses	25,205	(13,200,000)
Other expenses	(40,828)	(43,395)
Results related to investments	864,891	(2,954,637)
Financial expenses	(176,638)	(266,666)
Financial income	1,210,432	258,277
Profit/(Loss) before income tax	1,160,018	(16,681,792)
Income tax	573,041	396,293
Net profit/(loss)	1,733,059	(16,285,499)

• Non-current assets held for sale

Prior to the sale of Cofina Media, S.A., this subsidiary sold to Cofina its 50% stake in Vasp - Distribuidora de Publicações, S.A. ("VASP"). As provided for in the shareholders agreement, the call option and put option would be exercised for the amount of 4.5 million Euro, which corresponds to the realisation value of the stake. On 14 August 2024, and following the issuance of a non-opposition decision by the Competition Authority and having the process already run its course, the transaction for the sale of the 50% stake in VASP was concluded, for a consideration of 4.5 million Euro, fully paid on that date.

• Prisa Arbitration Request

As disclosed, on 24 February 2024, Cofina informed the market about the notification of the award issued in the context of the arbitration proceedings initiated on 15 April 2020 by Promotora de Informaciones, S.A. ("Prisa") before the Commercial Arbitration Centre of the Portuguese Chamber of Commerce and Industry. The award rendered by the Arbitral Tribunal rejected in full Prisa's request for Cofina to be ordered to compensate Prisa for the damages that Prisa claimed to have suffered in the amount of 87,377,049.30 Euro and ordered the release to Prisa of the amount of 10,000,000 Euro that had been deposited with the Escrow Agent (Banco BPI, S.A.), as down payment, plus interest, in the context of the Share Purchase Agreement entered into on 20 September 2019 between Cofina and Prisa for the acquisition of 100% of the share capital and voting rights of Vertix, SGPS, S.A., which, on the date the SPA was signed, held shares representing 94.69% of the voting rights of Grupo Media Capital, S.A..

Given the outcome of the case, and in the course of the 2024 financial year, Cofina released to Prisa the amount of 10,000,000 Euro that had been deposited with the Escrow Agent (Banco BPI, S.A.), as a down payment, plus interest.

• Operation of amortization of shares with Share Capital reduction and distribution of free reserves (July 2024)

As deliberated at the Annual General Shareholders' Meeting held on last May 29th 2024, the following operations were carried out:

• i. the company's share capital was reduced from 41,026,334.40 Euro to 4,102,633.60 Euro, following the amortization of shares, with the consequent reduction in the number of shares representing the company's share capital, from 102,565,836 shares to 10,256,584 shares, with each shareholder receiving 0.40 Euro per share for each share amortized. In total, the amount of 36,923,700.80 Euro was delivered to the shareholders;
• ii. as well as it was decided the payment of free reserves, which meant that for each share the right to receive a gross dividend corresponding to 1.10 Euro per share was granted (after the capital reduction).
• • Operation of amortization of shares with Share Capital reduction and distribution of free reserves (December 2024)

As deliberated at the Annual General Shareholders' Meeting held on last November 22nd 2024, the following operations were carried out:

• i. the company's share capital was reduced from 4,102,633.60 Euro to 82,052.80 Euro, following the amortization of shares, with the consequent reduction in the number of shares representing the company's share capital, from 10,256,584 shares to 205,132 shares, with each shareholder receiving 0.40 Euro per share for each share amortized. In total, the amount of 4,020,580.80 Euro was delivered to the shareholders;
• ii. as well as it was decided the payment of free reserves, which meant that for each share the right to receive a gross dividend corresponding to 10.20 Euro per share was granted (after the capital reduction).

ACTIVITY DEVELOPED BY THE NON-EXECUTIVE MEMBERS OF THE BOARD OF DIRECTORS

During the 2024 financial year, the Company's non-executive directors acted effectively in the duties of accompanying and monitoring the activity of the executive members.

In 2024, as in previous years, the non-executive members of the Board of Directors participated actively and regularly in the meetings of the Board of Directors, discussing the matters under analysis and expressing their position on the strategic guidelines of the Company. In the 2024 financial year, and during the course of the meetings of the Board of Directors, the executive directors provided all the information that was required by the non-executive members of the Board of Directors.

RISK MANAGEMENT

Risk management has a vital role in the management structure of the Company. It is our belief that risk management is an opportunity for value creation.

A more detailed description of the risks related to the Company's activities can be found in the attached sections of the Corporate Governance Report and of the Individual Financial Statements and accompanying notes.

OUTLOOK

The Board of Directors of Cofina, SGPS, S.A. informed that, by resolution taken at a meeting of that governing board, the dissolution with immediate sharing of the Company will be proposed to the Shareholders at the 2025 Annual General Meeting.

The terms of the proposal will be studied and analyzed so that the interests of all shareholders are protected to the maximum extent possible.

We also refer to the considerations disclosed in note 17. Subsequent Events in the Notes to the individual financial statements.

ANALYSIS OF INDIVIDUAL ACCOUNTS

The Board of Directors of Cofina, SGPS, S.A. adopted, in the preparation of its individual financial statements, the IAS/IFRS as adopted by the European Union, adjusted for the preparation in the basis of liquidation.

On 31 December 2024, in individual terms, the positive profit before income tax was 1.2 million Euro, which compares with the negative profit before income tax of 16.7 million Euro, obtained in 2023.

As for financial expenses, they amounted to 0.2 million Euro in 2024, which compares with 0.3 million Euro obtained in 2023.

The net profit of the year in 2024, amounting to 1.7 million Euro, which compares to the net loss of the year obtained in 2023, amounting to 16.3 million Euro.

PROPOSAL OF THE BOARD OF DIRECTORS FOR THE APPROPRIATION OF INDIVIDUAL NET PROFIT/(LOSS)

Cofina, SGPS, S.A. has registered in its individual financial statements, as of 31 December 2024, prepared in accordance with the recognition and measurement principles of the International Financial Reporting Standards as adopted by the European Union, adjusted for the preparation in the basis of liquidation, a net profit of 1,733,059 Euro, for which, under the legal and statutory terms, the Board of Directors proposes to the General Meeting that is fully transferred to Retained earnings.

LEGAL MATTERS

Treasury Shares

Under the terms and for the purposes of Article 66, paragraph 5, d) of the Portuguese Companies Act, hereby declared that, as at 31 December 2024, Cofina held 382 treasury shares, which were acquired during the year. Cofina has not sold any treasury shares during the year.

Shares held by the governing bodies of Cofina

Under the terms and for the purposes of the provisions of Article 447 of the Portuguese Companies Act, it is hereby declared that, as at 31 December 2024, the Company's directors held the following shares:

Ana Rebelo de Carvalho Menéres de Mendonça (a)	40,977
João Manuel Matos Borges de Oliveira (b)	30,800
Paulo Jorge dos Santos Fernandes (c)	28,470
Domingos José Vieira de Matos (d)	24,790
Pedro Miguel Matos Borges de Oliveira (e)	20,554

(a) The 40,977 shares correspond to the total shares of COFINA – SGPS, S.A. held by PROMENDO INVESTIMENTOS, S.A., of which the director, Ana Rebelo de Carvalho Menéres de Mendonça, is a director and a controlling shareholder.

(b) The 30,800 shares correspond to the total shares of COFINA – SGPS, S.A. held by CADERNO AZUL, S.A., of which the director, João Manuel Matos Borges de Oliveira, is a director and a controlling shareholder.

(c) The 28,470 shares correspond to the total shares of COFINA – SGPS, S.A. held by ACTIUM CAPITAL, S.A., of which the director, Paulo Jorge dos Santos Fernandes, is a director and a controlling shareholder.

(d) The 24,790 shares correspond to the total shares of COFINA – SGPS, S.A. held by VIEIRA DE MATOS - VDM CAPITAL, S.A., of which the director, Domingos José Vieira de Matos, is a director and a controlling shareholder.

(e) The 20,554 shares correspond to the total shares of COFINA – SGPS, S.A. held by VALOR AUTÊNTICO, S.A., of which the director, Pedro Miguel Borges de Oliveira, is a director and a controlling shareholder.

As at 31 December 2024, the Statutory Auditor, the members of the Statutory Audit Board and the Board of the General Meeting did not hold shares representing the share capital of Cofina.

Company's share capital participations

On 31 December 2024 and according to the notifications received by the Company, under the terms and for the purposes of Articles 16, 20 and 29-R of the Portuguese Securities Code (Código de Valores Mobiliários), it is reported that the companies and/or individuals who have a qualified social participation exceeding 5%, 10%, 15%, 20%, 25%, 33%, 50%, 66% and 90% of the voting rights, are as follows:

Pedro Miguel Matos Borges de Oliveira	No of shares held on 31-Dec-2024	% share capital with voting rights
Through Valor Autêntico, S.A. (of which he is dominant shareholder and director)	20,554	10.02%
Total attributable	20,554	10.02%
Domingos José Vieira de Matos	No of shares held on 31-Dec-2024	% share capital with voting rights
Through Vieira de Matos - VDM Capital, S.A. (of which he is dominant shareholder and director)	24,790	12.09%
Total attributable	24,790	12.09%
Paulo Jorge dos Santos Fernandes	No of shares held on 31-Dec-2024	% share capital with voting rights
Through Actium Capital, S.A. (of which he is dominant shareholder and director)	28,470	13.88%
Total attributable	28,470	13.88%
João Manuel Matos Borges de Oliveira	No of shares held on 31-Dec-2024	% share capital with voting rights
Through Caderno Azul, S.A. (of which he is shareholder and director)	30,800	15.01%
Total attributable	30,800	15.01%
Ana Rebelo Carvalho Menéres de Mendonça	No of shares held on 31-Dec-2024	% share capital with voting rights
Through Promendo Investimentos, S.A. (of which she is dominant shareholder and director)	40,977	19.98%
Total attributable	40,977	19.98%

Cofina was not notified of any participation exceeding 20% of the voting rights.

Non-financial information

As of 31 December 2024, and according to the Decree-Law No. 89/2017 of 28 July, Article 66-B Non-financial statement, Cofina is exempt from presenting this information, given that it does not have an average number of employees exceeding 500 at the balance sheet date.

CLOSING REMARKS

We could not conclude without thanking the several stakeholders of Cofina for the trust placed in our organization.

We would also like to thank the Statutory Audit Board for the continued monitoring of our operations.

ANNEXES TO THE MANAGEMENT REPORT

31 December 2024

STATEMENT PURSUANT TO ITEM C) OF NUMBER 1 OF ARTICLE 29 G OF THE PORTUGUESE SECURITIES CODE

The signatories individually declare that, to the best of their knowledge, the Management Report, the Individual Financial Statements and other accounting documents required by law or regulation were prepared in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS-EU), on a liquidation basis, giving a true and fair view of the assets and liabilities, the financial position and the individual results of Cofina, SGPS, S.A., and that the Management Report faithfully describes the evolution of the businesses, performance and financial position of Cofina, SGPS, S.A., and contains a description of the main risks and uncertainties that they face.

DECLARATION OF RESPONSIBILITY

The members of the Board of Directors of Cofina, SGPS, S.A. declare that they assume responsibility for this information and ensure that the information contained herein is true and that there are no omissions of which they are aware.

In accordance with Article 210 of the Code of Contributory Schemes of the Social Security System (approved by Law No. 110/2009, of 16 September), it is hereby declared that that there are no overdue debts to the Tax Authorities, namely to Social Security.

Article 447 of the Portuguese Companies Act, and Article 19 of Regulation (EU) no. 596/2014 of European Parliament and of the Council of 16 April

Disclosure of shares and other securities held by members of the Board of Directors and Managers, as well as by persons closely related thereto, pursuant to Article 29 R of the Portuguese Securities Code, and transactions involving these carried out during the financial year under analysis:

Members of the Board of Directors	Shares held on 31-Dec-2023	Acquisitions	Disposals	Amortization of shares with share capital reduction	Shares held on 31-Dec-2024
Paulo Jorge dos Santos Fernandes (imputation through ACTIUM CAPITAL, S.A.)	14,235,474	—	—	(14,207,004)	28,470
João Manuel Matos Borges de Oliveira (imputation through CADERNO AZUL, S.A.)	15,400,000	—	—	(15,369,200)	30,800
Domingos José Vieira de Matos (imputation through VIEIRA DE MATOS - VDM CAPITAL, S.A.)	12,395,257	—	—	(12,370,467)	24,790
Pedro Miguel Matos Borges de Oliveira (imputation through VALOR AUTÊNTICO, S.A.)	10,277,248	—	—	(10,256,694)	20,554
Ana Rebelo Mendonça (imputation through PROMENDO INVESTIMENTOS, S.A.)	20,488,760	—	—	(20,447,783)	40,977

CORPORATE GOVERNANCE REPORT

31 December 2024

CORPORATE GOVERNANCE

COFINA, SGPS, SA. (hereinafter referred to as "COFINA" or "the Company") hereby presents to its Shareholders, customers, suppliers and other stakeholders and the society in general the Corporate Governance Report ("Report").

The Report template is set forth in Regulation No. 4/2013 of the Portuguese Securities Market Commission ("CMVM"), and the information contained therein complies with all applicable legal requirements, including, but not limited to, Article 29-H of the Portuguese Securities Code (CVM).

COFINA is subject to compliance with the Corporate Governance Code of the Portuguese Institute of Corporate Governance ("IPCG") of 2018 revised in 2023 ("IPCG Corporate Governance Code").

COFINA's commitment to its Shareholders and the market in general is unequivocal: to constantly improve on the work it does and to deliver outstanding results.

PART I – INFORMATION ON SHAREHOLDER STRUCTURE, ORGANISATION AND CORPORATE GOVERNANCE

A. SHAREHOLDER STRUCTURE

I. Share Capital Structure

1. Share Capital Structure

The share capital of COFINA is € 82,052.80, fully subscribed and paid up, and is represented by 205,132 shares, without par value. The Company's share capital is represented by registered and book- entry shares.

Of the total voting rights issued, 70.98% are, to the best of the Company's knowledge, as at December 31, 2024, allocated to the holders of qualifying holdings listed under II.7.

All shares representing the share capital are admitted for trading on the Euronext Lisbon regulated market, managed by Euronext Lisbon – Sociedade Gestora de Mercados Regulamentados, S.A.

2. Restrictions on the transfer and ownership of shares

There are no restrictions on the transfer or ownership of Company's shares, nor are there any shareholders with special rights. Accordingly, COFINA's shares are freely transferable according to the applicable legal rules.

3. Treasury shares

The Company holds 382 treasury shares in its portfolio, as of 31 December 2024.

4. Significant agreements in which the company is a party and which come into force, are amended or terminated in the event of a change in control of the company following a public take-over bid, as well as their effects

There are no significant agreements entered into by COFINA that include any change of control clauses (including following a public take-over bid), i.e., that come into force, are amended, determine payments, assume charges or terminate in such circumstances or in the event of a change in the composition of the management body, and there are no specific conditions that limit the exercise of voting rights by the Company's shareholders which may interfere with the success of public take-over bids.

5. Rules regarding the renewal or revocation of defensive measures, in particular those that limit the number of votes that may be held or exercised by a single shareholder individually or in concert with other shareholders.

COFINA did not adopt any defensive measures.

6. Shareholder agreements known to the company that may lead to restrictions on the transfer of securities or voting rights.

The existence of any shareholder agreements with regard to the Company is unknown.

II. Shareholdings and Bonds

7. Qualified shareholdings

As of 31 December 2024, relying on the notices received by the Company, under the terms and for the purposes of the provisions of Articles 16, 20 and 29-R of the Portuguese Securities Code, it is hereby declared that the companies and/or individuals that have a qualifying holding that exceeds 5%, 10%, 15%, 20%, 25%, 33%, 50%, 66% and 90% of the voting rights are as follows:

Pedro Miguel Matos Borges de Oliveira		No of shares held on 31-Dec-2024	% share capital with voting rights
Through Valor Autêntico, S.A. (of which he is dominant shareholder and director)		20,554	10.02 %
	Total attributable	20,554	10.02 %
Domingos José Vieira de Matos		No of shares held on 31-Dec-2024	% share capital with voting rights
Through Vieira de Matos - VDM Capital, S.A. (of which he is dominant shareholder and director)		24,790	12.09 %
	Total attributable	24,790	12.09 %
Paulo Jorge dos Santos Fernandes		No of shares held on 31-Dec-2024	% share capital with voting rights
Through Actium Capital, S.A. (of which he is dominant shareholder and director)		28,470	13.88 %
	Total attributable	28,470	13.88 %
João Manuel Matos Borges de Oliveira		No of shares held on 31-Dec-2024	% share capital with voting rights
Through Caderno Azul, S.A. (of which he is dominant shareholder and director)		30,800	15.01 %
	Total attributable	30,800	15.01 %
Ana Rebelo Carvalho Menéres de Mendonça		No of shares held on 31-Dec-2024	% share capital with voting rights
Through Promendo Investimentos, S.A. (of which she is dominant shareholder and director)		40,977	19.98 %
	Total attributable	40,977	19.98 %

This information is also disclosed in the Annual Management Report.

Updated information regarding qualified shareholdings is available at http://www.cofina.pt/investors/shareholderstructure.aspx?sc\_lang=en.

8. Number of shares and bonds held by members of the statutory management and supervisory bodies, pursuant to paragraph 5 of article 447 of the Portuguese Companies Act (CSC)

The shares and bonds held by members of the management and supervisory bodies in the Company, directly or through related persons, are disclosed in an annex to the Annual Management Report as required by article 447 of the CSC and Article 19 of Regulation (EU) 596/2014 of the European Parliament and of the Council of 16 April 2014.

9. Powers of the Board of Directors on share capital increases

The Board of Directors is vested with the competences and powers conferred on it by the CSC and the Company's Articles of Association.

By resolution of the General Meeting held on 29 January 2020, the Board of Directors was given the power to increase the share capital, one or more times, defining its terms and characteristics, provided that the following conditions are respected:

a) The maximum global amount of the capital increase (s) cannot exceed eighty-five million Euros and five cents;

b) The increase (s) operates by issuing new shares, which may be of one or more categories permitted by law or by the Articles of Association, with or without an issue premium;

c) The Board of Directors will establish the conditions of the issue (s), as well as the terms of the exercise of the shareholders' preference in the respective subscription, except in the event of a limitation or deliberate suppression by the General Meeting;

d) The preferential allocation not subscribed by the shareholders can be offered for the subscription of third parties, under the terms permitted by law and in the resolution issued by the Board of Directors;

e) This authorization includes resolutions by the Board of Directors of one or more capital increases, for new cash inflows, with the limit referred to above;

f) The decision to increase the exercise of this authorization will necessarily be preceded by a prior favorable opinion from the Statutory Audit Board, under the terms prescribed by law.

10. Relevant business relationship between owners of qualified shareholdings and the Company

There are no relevant business relationships between the Company and owners of qualified shareholdings notified to the Company.

Information on business between the Company and related parties can be found in Note 16 of the notes to the Individual Accounts of the Company relating to transactions with related parties.

B. GOVERNING BODIES AND COMMITTEES

I. SHAREHOLDERS' GENERAL MEETING

a) Composition of the Board of the Shareholders' General Meeting

11. Identification and positions of the members of the Shareholders' General Meeting and their term of office

The Board of the Shareholders' General Meeting of COFINA is made up, in compliance with the provisions of Article 11 of the Company's Articles of Association and Article 374 of the CSC, of a Chairman and a Secretary elected at the General Meeting, by the Company's shareholders, for each term of office corresponding to three years, coinciding with the term of the Board of Directors and the Statutory Audit Board.

At 31 December 2024, the Board of the General Meeting was composed of the following members for the first term of office:

Chairman: Rui Manuel Pinto Soares Pereira Dias Secretary: Mafalda Luísa de Carvalho Patrão de Sá

The current mandate corresponds to the three-year period that began in 2023 and ends in 2025.

b) Exercise of voting rights

12. Possible restrictions on voting rights

At COFINA, there are no statutory restrictions on the exercise of voting rights.

The Company's share capital is fully represented by a single category of shares, each share corresponding to one vote, and there are therefore no statutory restrictions on the number of votes that may be held or exercised by any shareholder.

The Company has not issued any non-voting preferred shares, nor any type of shares with special right to plural voting.

Shareholder participation in the General Meeting depends on the proof of their status of shareholder by reference to the "Registration Date" under the applicable legal terms and defined in the Notice of Meeting, and the Company does not establish any requirements additional to the requirements established by law.

It should also be noted that, in line with the provisions of Article 23-C(2) of the Portuguese Securities Code, the exercise of participation and voting rights in the General Meeting is not hindered by the transfer of shares after the registration date, nor does it depend on their being blocked between that date and the date of the General Meeting.

Individual shareholders and legal entities may be represented by whomsoever they appoint for this purpose by means of a written representation document addressed to the Chairman of the Board of the General Meeting, by letter delivered to the registered office by the end of the third business day prior to the date of the General Meeting.

Also, under the applicable legal terms, a shareholder may designate different representatives in respect of the shares held in different securities accounts, without prejudice to the principle of voting unity and to voting differently, as established by law for shareholders on a professional basis.

The Company's shareholders may vote by correspondence in relation to all matters subject to the appreciation of the General Meeting, by written statement, with the identification of the shareholder, when an individual, by sending a certified copy of his/her citizen's card, which is requested in compliance with Article 5(2) of Law No. 7/2007, of 5 February, as amended by Law No. 61/2021, of 19 August, and, when a company, by his/her duly recognised signature, under the applicable legal terms.

In accordance with the Company's Articles of Association:

• Without prejudice to the proof of quality of shareholder in compliance with the terms and deadlines provided by law, only postal votes sent by registered mail to the Company's registered office, addressed to the Chairman of the Board of the General Meeting and received by the latter by the end of the third business day prior to the date of the General Meeting, will be admitted;
• The voting statement must be signed by the holder of the shares or by the person legally representing him/her, and the shareholder, if a natural person, must accompany the voting statement with a certified copy of his/her identification document and, if a legal entity, its signature must be recognized as such and its powers for the act;
• Voting statements must (i) indicate the item or items on the agenda to which they refer, (ii) indicate the specific proposal to which they refer, indicating the proponents, as well as (iii) contain a precise and unconditional indication of the voting direction for each proposal;
• Postal votes count for the verification of the constitutive quorum of the General Meeting, being the result of the vote by correspondence in relation to each item of the agenda disclosed in the item to which it refers;
• The postal vote is considered revoked in the case of the presence in the General Meeting of the shareholder who issued it or of the representative designated by him/her;
• If the vote declarations omit the vote in relation to proposals presented prior to the date on which the same votes were issued, the shareholder will be considered to have abstained in relation to those proposals;
• Postal votes count as negative votes in relation to deliberative proposals presented subsequent to the date on which those votes were issued.

The Chairman of the Board of the General Meeting is responsible for verifying the conformity of postal voting declarations, and votes corresponding to declarations that are not accepted shall be deemed not to have been cast.

Without prejudice to the permanent monitoring of the suitability of its model and the immediate response to any request addressed to it in a different sense, COFINA has been promoting the physical participation of its shareholders, directly or through representatives, at its General Meetings, as it considers that these are excellent opportunities for contact between its Shareholders and the management team, taking advantage of the presence of

the members of the other governing bodies, particularly the Statutory Audit Board and the Statutory Auditor, as well as the members of the Remuneration Committee. This interaction has proved fruitful within the Company.

In this sense, the Company has not implemented the necessary mechanisms for the exercise of voting rights by electronic means, nor for the participation of shareholders in the meeting by telematic means. These types of voting and participation have never been requested from the Company by any Shareholder, so it is considered that the absence of such forms of voting and participation does not constitute any constraint or restriction on the exercise of the right to vote and to participate in the General Meeting.

It should also be noted that the Company discloses, within the applicable legal deadlines, and in all places required by law, the convening of General Meetings, which contains information on how to enable shareholders to participate and exercise their right to vote, as well as on the procedures to be adopted for voting by correspondence or for appointing a representative.

The Company also discloses, in accordance with applicable law, the proposals for resolutions, the preparatory information required by law, the minutes of representation letters and ballot papers for the exercise of postal voting, all in order to ensure, promote and encourage the participation of shareholders, either by themselves or by representatives appointed by them, at General Meetings.

In this context, the Company firmly believes that the current model promotes and encourages, in the terms fully described in this Report, the participation of Shareholders at General Meetings

13. Maximum percentage of voting rights that may be exercised by a single shareholder or by shareholders that are related to the latter as set forth in Article 20(1) of the Portuguese Securities Code

There is no limit to the number of votes that may be held or exercised by a single shareholder or group of shareholders.

14. Shareholder decisions which, by statutory imposition, can only be taken with a qualified majority

In accordance with the Company's Articles of Association, corporate resolutions are passed by a majority of votes cast, irrespective of the percentage of share capital represented at the meeting, except when a different majority is required by law.

At second call, the General Meeting may make decisions irrespective of the number of shareholders present and of the share capital they represent.

The deliberative quorum for the General Meeting is in accordance with the provisions of the CSC.

II. MANAGEMENT AND SUPERVISION

a) Composition

15. Identification of the governance model adopted

COFINA uses what is called a monist governance model, which includes a Board of Directors and a Statutory Audit Board, as provided for in Article 278(1)(a) of the CSC, and a Statutory Auditor, in compliance with Article 413(2)(b) of the CSC, by reference to Article 278(3).

The Board of Directors is therefore the body responsible for managing the Company's business in pursuit of its corporate purpose, determining its strategic orientation, without prejudice to the monitoring and evaluation of this by the Statutory Audit Board, within the scope of its powers.

The Company continuously monitors the adequacy of the model adopted, which has proved to be perfectly suited to the size and structure of the Company, and an essential basis for the good performance of the Company, ensuring an adequate flow of information between the various company bodies.

In terms of diversity policy in the corporate bodies, it should be noted that this is not a new issue for COFINA. In fact, and taking into account the activities engaged in by the Company, it has, from an early stage, promoted the assumption of senior positions by women, as exemplified by the 2009 election of Ana Rebelo de Carvalho Menéres de Mendonça; in 2020, Laurentina da Silva Martins and Alda Maria Farinha dos Santos Delgado (who resigned from office on August 27, 2021) were elected on a board currently composed of six members, where one third of the Company's management body continues to be made up of women.

At a time when there were no legal requirements, COFINA was already following a path of increasing evolution, having gender representation considered significant in its organisation.

In addition, COFINA published, during the year 2024, the Plan for Gender Equality, which has as a fundamental objective, under the terms and for the purposes set out in article 7 (1) of Law no. 62/2017, of August 1, contribute even more to achieving effective equality of treatment and opportunities between women and men, promoting the elimination of discrimination based on sex and promoting reconciliation between personal, family and professional life.

The members of the Board of Directors who are in office have revealed and have already proven themselves to have the individual characteristics (namely competence, independence, integrity, availability and experience, as mentioned above) for the full and complete exercise of the functions assigned to them in a manner aligned with the interests of the Company and its Shareholders, primarily due to their seniority and experience.

On the other hand, but no less relevant, COFINA considers that the gender balance within its management body, which preceded the entry into force of the Law, demonstrates that the policy of diversity is nothing new to the Company which, faithful to the principles of true meritocracy, has been attributing senior management positions to women for many years.

16. Statutory rules on procedural and material requirements applicable to the appointment and replacement of members of the Board of Directors

The election of members to sit on the Company's Board of Directors is the responsibility of the Shareholders, by resolution taken at the General Meeting. Members are elected for three-year terms and they may be re- elected one or more times.

The Board of Directors consists of an even or odd number of members, at least three and at most twelve, shareholders or not, elected at the General Meeting, which may designate the respective Chairman.

The market positioning that COFINA has been achieving and the results presented to the market prove that the Company's management team has performed its duties with rigour and competence.

Also with regard to the election of members to the Board of Directors, it is important to refer to the statutory rule set out in Article 15 of the Articles of Association, according to which, at the Electoral General Meeting, one director may be elected among persons proposed in lists subscribed by groups of shareholders, provided that none of these groups holds shares representing more than twenty per cent or less than ten per cent of the share capital. If there are proposals to that effect, the election will be held separately before the election of the other directors. Each of the lists referred to above shall propose at least two eligible persons for each of the positions to be filled. No shareholder may subscribe to more than one of the aforementioned lists. If, in a single election, lists are presented by more than one group, the vote is for all of these lists. The General Meeting may not elect any other directors until one director has been elected, in accordance with the above, unless such lists are not presented. In the absence of an elected director, under the terms above, the alternate will be called. In the absence of one, a new election will be held, to which the rules described above will be applied, with the necessary adaptations. However, these rules will only apply

if, under any circumstances, the Company is considered to be a public company, a State concessionary or an entity equivalent to it.

17. Composition of the Board of Directors

The Board of Directors, currently made up of six members, is the body responsible for managing the Company's business in pursuit of its corporate purpose, determining its strategic orientation, always acting in the manner it considers best to defend the interests of the Company, in the constant creation of value for its shareholders and other stakeholders.

At 31 December 2024, this body was composed of the following members:

• Paulo Jorge dos Santos Fernandes Chairman
• João Manuel Matos Borges de Oliveira Member of the Board
• Domingos José Vieira de Matos Member of the Board (non-executive)
• Pedro Miguel Matos Borges de Oliveira Member of the Board (non-executive)
• Ana Rebelo de Carvalho Menéres de Mendonça Member of the Board (non-executive)
• Laurentina da Silva Martins Member of the Board (non-executive)

All current members of the Board of Directors were elected at the General Meeting held on 28 April 2023 for the 2023/2025 three-year period.

NAME	FIRST APPOINTMENT	END OF MANDATE
Paulo Jorge dos Santos Fernandes	1990	December 31, 2025
João Manuel Matos Borges de Oliveira	1990	December 31, 2025
Domingos José Vieira de Matos	1990	December 31, 2025
Pedro Miguel Matos Borges de Oliveira	May 2009	December 31, 2025
Ana Rebelo de Carvalho Menéres de Mendonça	May 2009	December 31, 2025
Laurentina da Silva Martins	April 2020	December 31, 2025

18. Distinction between executive and non-executive members of the Board of Directors and, in relation to non-executive members, identification of the members who may be considered independent

On 31 December 2024, the Board of Directors, composed of six members, included two executive members: Paulo Jorge dos Santos Fernandes and João Manuel Matos Borges de Oliveira and four non-executive members: Domingos José Vieira de Matos, Pedro Miguel Matos Borges de Oliveira, Ana Rebelo de Carvalho Menéres de Mendonça, and Laurentina da Silva Martins.

The number of executive directors over the year 2024 corresponded to 33% of the members of the Board of Directors, and this number, when compared to the total number of members of the body, is appropriate and balanced in view of the nature and size of the Company.

This conclusion results, in particular, from the consideration of the experience, background, profile and knowledge of the executive directors, including the specific skills of each of the executive directors, considering that this number of members, in light of the risks and requirements inherent to their activity, is sufficient to ensure an effective, efficient and prudent management of the Company.

The activity of the executive directors is developed in articulation with the work of the other members of COFINA's Board of Directors (i.e., the non-executive directors), which, also considering their personal profile, career and professional experience, are sufficient in number, appropriate and balanced to the nature and size of the Company.

In fact, COFINA considers that the number of non-executive directors allows to ensure an effective monitoring, as well as a real supervision and inspection, of the activity developed by the executives, especially considering that the

Company has developed mechanisms to allow the non-executive directors to make independent and informed decisions, namely through:

• Availability of executive directors to provide non-executive directors with all additional information deemed relevant or necessary, as well as for carrying out further studies and analyses in relation to all matters that are the subject of deliberation or that are in any way under consideration in the Company;
• Prior and timely notification to all members of the Board of Directors of meetings of that body, including the agenda, even if provisional, of the meeting, accompanied by other relevant information and documentation;
• Availability of the minutes books, records, documents and other information on operations carried out in the Company, for verification, as well as the availability and promotion of a direct channel for obtaining information.

The Company, in this matter, as in others, carries out an ongoing assessment of the adequacy of the current model, concluding that it has proved to be adequate and efficient.

It should be added that the company's management report includes, the "Activities carried out by non- executive members of the Board of Directors", a description of the activity carried out by non-executive directors during the 2024 financial year.

The Board of Directors includes an independent member: Laurentina Martins.

Thus, COFINA considers that the independence criteria provided for in point 18.1 of the Attachment to the CMVM Regulation number 4/2013 are fully verified in relation to this director, which classifies this board member as an independent director, whether the independence criteria set out in recommendation IV.2.4. of the IPCG Corporate Governance Code.

19. Professional qualifications and curricular references of the members of the Board of Directors

The curricular information on the members of the Board of Directors is presented in Annex I of the Governance Report.

20. Significant family, business and commercial relationships between members of the Board of Directors and shareholders having qualified holding with more than 2% of the voting rights

At 31 December 2024, the Chairman of the Board of Directors, Paulo Jorge dos Santos Fernandes, is a director and dominant shareholder of ACTIUM CAPITAL, S.A., a company with a 13.88% stake in COFINA's capital.

Director João Manuel Matos Borges de Oliveira is a director and dominant shareholder of CADERNO AZUL, S.A., a company that holds a 15.01% stake in the capital of COFINA.

Director Pedro Miguel Matos Borges de Oliveira is a director and dominant shareholder of VALOR AUTÊNTICO, S.A., which holds a 10.02% stake in COFINA and is the brother of director João Manuel Matos Borges de Oliveira.

Director Domingos José Vieira de Matos is a director and dominant shareholder of Vieira de Matos - VDM Capital, S.A., a company that holds a 12.09% stake in the capital of COFINA.

Director Ana Rebelo de Carvalho Menéres de Mendonça is a director and dominant shareholder of Promendo Investimentos, S.A., which holds a 19.98% stake in COFINA.

COFINA has a policy of preventing situations of conflict of interest, which is enshrined in the Regulation on Transactions with Related Parties and Conflicts of Interest, approved, for the new term, by the Board of Directors on May 31, 2023 having obtained the respective prior favorable opinion of the Company's Statutory Audit Board. There is also a Code of Ethics and Conduct.

According to the Code of Ethics and Conduct, one of COFINA's values is integrity. Integrity implies total correctness in the relationship with others and with the company, presupposing loyalty and transparency in behavior.

A conflict of interest exists when (i) the Administrator/Employee's or Partner's private interest interferes, or appears to interfere, in any way, with the interests of the company as a whole and/or (ii) an Administrator/Employee or Partner, or close family members or friends, receive an improper personal benefit as a result of the position that such Employee or Partner holds within the company.

When faced with a potential conflict of interest situation, Administrators/Employees or Partners must:

a. inform their direct supervisors, in writing, of the conflict of interest in which they are or may be involved, before undertaking any transaction or concluding the business in question;

b. abstain from (i) intervening or influencing, directly or indirectly, the taking of decisions that may affect the entities with which there may be a conflict of interest, and (ii) participating in meetings where such decisions are discussed or confidential information affecting such conflict is evaluated.

The Administrator/Employee or the Partner must refrain from acting, at all times, on the basis of their own motivations, not giving priority to their own interests or those of third parties, whenever this may jeopardize COFINA's interests.

21. Organisation charts or functional charts relating to the division of powers among the various governing bodies, committees and/or departments of the Company, including information on the delegation of powers, particularly with regard to the delegation of Company's daily management

In accordance with the current corporate governance structure, the Board of Directors is the body responsible for managing the Company's business in pursuit of its corporate purpose, determining its strategic orientation, always acting in the way it considers best to defend the interests of the Company, in the permanent creation of value for its shareholders and other stakeholders. The Board of Directors currently consists of six members, elected by the General Meeting, one chairman and five board members, four of whom are non-executive members and one independent.

The Board of Directors, in the pursuit of its duties, establishes permanent iteration with the Statutory Audit Board and the Statutory Auditor, cooperating with the supervisory body in a transparent and rigorous manner, in compliance with their operating regulations and the best corporate governance practices.

There is no limit to the maximum number of positions that may be held by the directors in the management bodies of other companies.

In compliance with the Company policy, which is perfectly aligned with Recommendation II.1.1. of the IPCG Corporate Governance Code, COFINA has ensured strict and timely disclosure of information to the market, through the CMVM's Information Disclosure System (CMVM's SDI), guaranteeing access to that information, to its shareholders, other stakeholders and the market in general, at the same time and with the same level of detail.

In line with the above, COFINA presents the Company's Committees and/or departments and their competences and duties below:

Remuneration Committee

The Board of Directors considers that, given its organisational structure and the size and complexity of the Company (as explained in detail in section 28 below), the only specialised committee required is the Remuneration Committee.

The Remuneration Committee is the body responsible for assessing the performance and approving the remuneration of the members of the Board of Directors and other governing bodies. It is up to this committee, in compliance with the provisions of Article 26-A of the CVM, and Recommendation VI.2.2 of the IPCG Corporate Governance Code, to prepare the Declaration on the Remuneration and Compensation Policy for Governing Bodies as well as, through the preparation of a proposal for approval, to submit it for scrutiny by the deliberative body par excellence for this matter, which is the General Meeting.

As the Remuneration and Compensation Policy for Governing Bodies deserves the approval of the Shareholders at the General Meeting, it is up to this committee to fight for its application, monitoring its permanent adequacy to the reality of the Company.

In terms of corporate management, COFINA highlights the following areas:

Legal Area

COFINA's legal department provides legal support in all of the company's areas of activity, monitoring and guaranteeing, on the one hand, the legality of the activities carried out and, on the other hand, assuring relations with Euronext Lisbon, with CMVM and with the shareholders whenever legal issues are at stake. This area is also responsible for monitoring the corporate governance policy in order to comply with best practices in this area. It is also responsible for the preparation and/or analysis of contracts that maximise security and reduce legal risks and potential costs, the management of aspects related to the intellectual and industrial property used by the company, such as trademarks and patents, logos and domains, also exercising the duties of corporate secretariat and constantly monitoring legal compliance, providing support to the Board of Directors in the implementation of its strategies.

Compliance Area

The Compliance area assumes the responsibilities provided for in the legislation and regulations in force, in order to ensure that the management and board of directors are aware of the applicable legal and regulatory rules, including codes, standards and policies, internal and external, relevant to the various areas of activity of the Company, in order to mitigate financial, economic, legal and reputational risks.

Investor Relations Area

COFINA's investor relations area establishes the relationship between the company and the financial community, constantly disclosing relevant and up-to-date information on its activities. It is also responsible for assisting the Board of Directors in providing updated information on the capital markets, as well as supporting the management of COFINA's institutional relations, establishing permanent contact with institutional investors, shareholders and analysts and representing the company in associations, forums or events (national or international).

This way, and taking into account the development of the activities of the members of the Board of Directors, the functional organisation chart can be presented as follows:

b) Procedure

22. Existence of procedural rules for the Board of Directors and place where they can be consulted

The procedural rules for the Board of Directors are available for consultation on the Company's website (www.cofina.pt) ("About Cofina" tab, "Corporate Governance" section).

23. Number of meetings held and attendance level of each member of the Board of Directors

Article 17 of the Company's Articles of Association provides that the Board of Directors shall meet whenever convened by its Chairman, on his/her own initiative or at the request of any two directors and at least once a quarter.

The quorum required to hold any meeting of the Board of Directors is deemed to be constituted provided that the majority of its members are present or duly represented.

In 2024, the Board of Directors met eight times, with an attendance rate of 93.75%.

The meetings of the Board of Directors are scheduled and prepared in advance, and documentation is made available in relation to the matters on its agenda in good time, in order to ensure that all the members have the necessary conditions to carry out their duties and adopt resolutions in a fully informed manner.

Likewise, the convening notices and, subsequently, the minutes of the meetings are made available to the Chairman of the Statutory Audit Board.

24. Indication of the governing bodies competent to assess the performance of the executive directors

In line with point 21 above, the Remuneration Committee is the body responsible for assessing the performance and approving the remuneration of the members of the Board of Directors and other governing bodies.

It is up to this committee, in compliance with the provisions of Article 26-A of the CVM, and Recommendation VI.2.2 of the IPCG Corporate Governance Code, to prepare the Declaration on the Remuneration and Compensation Policy for Governing Bodies as well as, through the preparation of a proposal for approval, to submit it to scrutiny by the deliberative body par excellence for this matter, which is the General Meeting.

At least one member of the Remuneration Committee must attend the Annual General Meetings when the Declaration on Governing Body Remuneration and Compensation Policy is on the Agenda, in order to ensure that any doubts regarding said Declaration that may arise therein are clarified.

If the Remuneration and Compensation Policy for Governing Bodies, as set out in that Declaration, deserves the approval of the Shareholders at the General Meeting, it is up to this committee to fight for its application, monitoring its permanent adequacy to the reality of the Company.

25. Predetermined criteria for assessing the performance of the executive directors

The performance assessment for executive directors is based on predetermined criteria, based on performance indicators objectively established for each mandate, which are aligned with the medium/long- term strategy of the Company's performance and business growth.

The remuneration of the executive members of the Board of Directors includes a variable medium-term component and is designed to more sharply align the interests of executive directors with those of shareholders, in order to raise awareness of the importance of their performance for global success of the Company and will be calculated covering the period corresponding to a term of office, based on objective and predetermined criteria, namely: (i) total return for the shareholder (share remuneration plus dividend distributed); (ii) sum of the net results of the 5 years (2020 to 2025); and (iii) evolution of the Company's business.

The total value of the medium-term component cannot exceed 50% of the fixed remuneration earned during the 5 year period.

26. Availability of each member of the Board of Directors, indicating the positions held simultaneously in other companies, inside and outside the Group, and other relevant activities carried out by the members of those bodies during the year

The commitment of COFINA's directors to the nature and requirements of the duties they have undertaken is total. In this sense, the Company's senior management is management that is present.

Their professional activities, the indication of other companies where they perform management duties and the indication of other relevant activities performed by them are detailed in Annex I of the Governance Report.

27. Identification of the Committees established within the Board of Directors and the place where the procedural rules can be consulted

The Board of Directors considers that, given its organisational structure and the size and complexity of the Company (as explained in detail in section 28 below), the only specialised committee required is the Remuneration Committee.

COFINA thus has a formally constituted Remuneration Committee, elected by the General Meeting for the three-year term which began in 2023 and ended at 2025, as follows:

• João da Silva Natária Chairman
• André Seabra Ferreira Pinto Member of the Board
• Pedro Nuno Fernandes de Sá Pessanha da Costa Member of the Board

The Remuneration Committee has a valid operating regulation for the current term of office, approved at the meeting of that same committee, which is available for consultation on the Company's website (www.cofina.pt) ("About Cofina" tab, "Corporate Governance" section).

28. Composition, if applicable, of the executive committee and/or identification of the chief executive(s)

As already mentioned throughout this Report, COFINA continuously monitors the adequacy of the current model. In this sense, this permanent monitoring has resulted in the conclusion that, due to its organisational structure, given the small size of the Board of Directors, which is composed of six members, it is unnecessary to formally appoint an Executive Committee within the Board of Directors.

However, as mentioned in point 18 of this Report, of the six members of the Board of Directors, two perform executive functions – more practical or operational – according to the following:

• (i) prior and timely notification to all members of the Board of Directors of meetings of that body, including the agenda, even if provisional, of the meeting, accompanied by other relevant information and documentation;
• (ii) availability of executive directors to provide non-executive directors with all additional information deemed relevant or necessary, as well as for carrying out further studies and analyses in relation to all matters that are the subject of deliberation or that are in any way under consideration in the Company, as well as
• (iii) availability of the minutes books, records, documents and other information on operations carried out in the Company, for verification, as well as the availability and promotion of a direct channel for obtaining information.

As decisions of the Board of Directors are made by all its members, executive and non-executive, in the normal course of their duties, as a collegiate body, in an enlightened and informed manner, the Company considers that the necessary conditions are guaranteed for decisions on strategic matters to be fully focused on the creation of value for shareholders.

Nevertheless, and as mentioned above, the Board of Directors has regularly reflected on the adequacy of its organisational structure, and these reflections have always resulted in the conclusion that this structure is in compliance with the best corporate governance practices, which has been reflected in the positive performance of the Company.

29. Indication of the powers of each of the committees created and a summary of the activities carried out in the exercise of those powers

In line with points 21 and 24 above, the Remuneration Committee is the body responsible for assessing the performance and approving the remuneration of the members of the Board of Directors and other governing bodies.

It is up to this committee, in compliance with the provisions of Article 26-A of the CVM, and Recommendation VI.2.2. of the IPCG Corporate Governance Code, to prepare the Declaration on the Remuneration and Compensation Policy for Governing Bodies as well as, through the preparation of a proposal for approval, to submit it for scrutiny by the deliberative body par excellence for this matter, which is the General Meeting.

If the Remuneration and Compensation Policy for Governing Bodies deserves the approval of the Shareholders at the General Meeting, it is up to this committee to fight for its application, monitoring its permanent adequacy to the reality of the Company.

During the year 2024, the Remuneration Committee met one time, with an attendance rate corresponding to 100%. The minute of the aforementioned meeting is recorded in the Remuneration Committee minutes book, as required by law.

Company Secretary

The Company Secretary exercises the powers attributed to him/her by law, namely the provisions of article 446-B of the Portuguese Companies Code and which are, among others, the following: a) Act as secretary for the meetings of the corporate bodies; b) Draw up the minutes and sign them jointly with the members of the respective corporate bodies and the chairman of the board of the general meeting, when this is the case; c) Keep and maintain in order the books and sheets of minutes, the attendance lists, the share registration book, as well as the related expedient; d) Issue the legal notices of meetings for all company bodies; e) Recognise the signatures of the members of the company bodies on the company's documents; f) Certify that all copies or transcriptions extracted from the company's books or filed documents are true, complete and up-to-date g) Satisfy, within the scope of his/her powers, any requests made by shareholders exercising their right to information and provide the information requested of the members of the corporate bodies performing supervisory functions regarding resolutions of the board of directors or the executive committee h) Certify the content, total or partial, of the articles of association in force, as well as the

identity of the members of the various company bodies and the powers they hold; i) Certify the updated copies of the articles of association, of the resolutions of the shareholders and of the administration and of the entries in force in the company's books, as well as ensure that they are delivered or sent to the holders of shares who have requested them and who have paid the respective cost. He/she is also responsible for supporting the flow of information between the Board of Directors and the Supervisory Body and ensuring the timely registration of corporate resolutions with the Commercial Registry Office.

The Company's secretarial duties were performed on a regular basis during 2024.

III. SUPERVISION

a) Composition

30. Identification of the supervisory body corresponding to the adopted model

The Statutory Audit Board and the Statutory Auditor are the supervisory bodies of the Company, according to the governance model adopted.

31. Composition of the Statutory Audit Board, indicating the minimum and maximum statutory number of members, duration of term of office, number of effective members, date of first appointment, and date of end of term of office of each member.

The Statutory Audit Board is appointed by the General Meeting of Shareholders for terms of three years, and may be re-elected one or more times. It is composed for three members and one to two substitutes, to be decided by the General Meeting, assuming, in full, the duties assigned to it by law, including the proposal for the appointment of the Statutory Auditor or Statutory Audit Firm, in compliance with the provisions of Article 413(1)(b) of the CSC, as well as Article 420(2)(b) of the CSC.

As at 31 December 2024, this body was composed of the following members:

• Carlos Manuel Portela Enes Epifânio Chairman
• Jorge Manuel de Sousa Marrão Member of the Board
• Ana Paula dos Santos Silva e Pinho Member of the Board
• André Seabra Ferreira Pinto Substitute Member of the Board

The Statutory Audit Board President Carlos Manuel Portela Enes Epifânio was elected, for the first time, in April 2023, for the term that began in 2023 and will end in 2025. The member Jorge manuel de Sousa Marrão was equally elected, for the first time, in April 2023, for the three-year period that began in 2023 and will end in 2025. The Member Ana Paula dos Santos Silva e Pinho was elected in April 2020, having served his first term (year 2020) and was re-elected in April 2021 for a second term of two years, that began in 2021 and ended in 2022, having been reelected again for a third term (2023-2025) which began in 2023 and will end in 2025. The alternate member of the Statutory Audit Board, André Seabra Ferreira Pinto was elected, for the first time, in April 2014, for the term that started in 2014 and ended in 2016. In April 2017 he was elected alternate and in April 2020, in April 2021 and, also, in April 2023 he was elected alternate, for the new term that started in 2023 and will end in 2025.

The Company believes that the number of members of the Statutory Audit Board is fully aligned with the nature, size, risks and activity of the Company and allows ensuring that its (the Statutory Audit Board members') duties are performed in accordance with the powers and competences assigned.

This analysis also took into account the structure of COFINA and the articulation that exists between the members of this body and the other corporate bodies, especially the Statutory Auditor (identified in item 39 below) and the External Auditor (identified in item 42 below).

32. Identification of the members of the Statutory Audit Board who are considered independent under the terms of article 414(5) of the CSC

As a collegiate body, the assessment of the independence of the Statutory Audit Board is carried out on all its members, assessing the independence of each one of them in accordance with the definition given in Article 414(5) and incompatibility in accordance with the definition in Article 414-A(1), both of the CSC.

With the exception of Ana Paula dos Santos Silva e Pinho, who upon being re-elected for the thirth term (2023-2025) ceased to be independent in accordance with the provisions of 414(5)(b) of the CSC, all others members of the Company's Statutory Audit Board comply with the rules of incompatibility and independence identified above and are not in any of the situations of incompatibility laid down by law. This compliance is declared by the members in a statement that they individually sign and submit to the Company.

33. Professional qualifications and curricular references of each member of the Statutory Audit Board and other relevant curricular elements

All the members of COFINA's Statutory Audit Board have the training, skills and experience necessary to carry out their functions in full, in line with the provisions of Article 414(4) of the CSC and Article 3(2) of Law 148/2015 of 9 September. The Chairman of this body is adequately supported by the other members of the Statutory Audit Board.

Annex I of the Governance Report presents the professional qualifications and other activities carried out by the members of the Statutory Audit Board.

b) Procedure

34. Existence of procedural rules for the Statutory Audit Board and place where they can be consulted

The procedural rules for the Statutory Audit Board are available for consultation on the Company's website, (www.cofina.pt) "About Cofina" tab, "Corporate Governance" section.

35. Number of meetings held and meeting attendance by each member of the Statutory Audit Board

During 2024, the Company's Statutory Audit Board met five times, with an attendance rate of 100% relating to all its members. The corresponding minutes are recorded in the book of minutes of the Statutory Audit Board.

36. Availability of each member of the Statutory Audit Board, indicating the positions held simultaneously in other companies, inside and outside the Group, and other relevant activities carried out

The members of the Statutory Audit Board have made a commitment to the Company, which they have scrupulously complied with and which is reflected in a level of availability that is fully in line with the interests of the Company.

Information on other positions held, qualifications and professional experience of the members of the Statutory Audit Board is detailed in Annex I of the Governance Report.

c) Powers and duties

37. Description of the procedures and criteria applicable to the intervention of the Supervisory Body for the purpose of contracting additional services from the external auditor

It is the responsibility of the Statutory Audit Board to previously approve the provision of services other than audit services to be contracted from the External Auditor.

As a preliminary note, it should be mentioned that the Board of Directors, when considering the possibility of contracting additional services from the External Auditor or the Statutory Auditor, ensures, before communicating its decision to the Statutory Audit Board, that no services shall be contracted from those Auditors or Entities that are part

of their network which, according to European Commission Recommendation No. C (2002) 1873, of 16 May, could jeopardise its independence.

Upon conclusion by the Board of Directors that the conditions are in place to submit the matter to the Statutory Audit Board, the latter will analyse, in advance and in depth, the scope of such additional services to be provided by the External Auditor and by the Statutory Auditor, taking a favourable decision if the analysis carried out indicates that: (i) the contracting of additional services does not jeopardise the independence of the External Auditor; (ii) a healthy balance is maintained between the normal audit services and the additional services whose performance is being analysed and (iii) the additional services whose provision is proposed do not constitute services whose provision was prohibited under Article 37(2) of Law No. 140/2015, of 9 September. In this analysis, the Statutory Audit Board also analyses if (iv) if the additional services will be provided in compliance with the quality levels in force in the Company, always bearing in mind that the objective of these services, should this occur, should not undermine the independence that is required when carrying out auditing duties.

In this regard, it should be noted that Deloitte & Associados, SROC, S.A., before accepting the award of the services, also carries out a rigorous internal assessment to ensure that the services it proposes to provide do not affect, under any circumstances, the independence criteria that it proposed to comply with when accepting the election to perform these duties.

The Company therefore considers that a triple degree of control is ensured, in the verification that the independence criteria are not compromised, when deciding to contract additional services from the External Auditor.

It should be added that the Statutory Audit Board also receives, on an annual basis, a declaration of independence from the External Auditor and the Statutory Auditor, which describes the services provided by the External Auditor and by other entities in the same network, the fees paid, any threats to their independence and measures for safeguarding against these.

All potential threats to the independence of the External Auditor, if any, as well as the safeguard measures, are evaluated and discussed, openly and transparently, by the Statutory Audit Board and the External Auditor.

38. Other duties of the supervisory bodies

The supervision of the Company is incumbent upon the Statutory Audit Board, which exercises these responsibilities in COFINA, as provided for in Article 420 of the CSC and its Regulations, (referred to in item 34 of this report and accessible on the the Company's website, (www.cofina.pt) "About Cofina" tab, "Corporate Governance" section, highlighting the following statutory and legally attributed competencies:

• a) Supervises the Company's management;
• b) Monitor compliance with the law and the articles of association;
• c) Report annually on its supervisory action and give an opinion on the report, accounts and proposals submitted by the management;
• d) Convene the General Meeting, when the chairman of the General Assembly does not convene, and shall do so;
• e) Monitor the effectiveness of the risk management system, internal control system and internal audit system, if any;
• f) Receive reports of irregularities submitted by shareholders or others;
• g) Contract the provision of services of experts assisting one or more of its members in the performance of their duties, and the hiring and remuneration of experts shall take into account the importance of the matters committed to them and the economic situation of the company;
• h) Fulfil the other tasks laid down in the law or articles of association;
• i) Monitor the process of preparing and disseminating financial information;
• j) Propose to the General Assembly the appointment of the Statutory Auditor;
• k) Inspect the audit of the company's accounts;

l) Monitor the independence of the Statutory Auditor, in particular with regard to the provision of additional services.

The Statutory Audit Board also represents the Company before the External Auditor and the Statutory Auditor, and is responsible for proposing the provider of these services and their remuneration, also ensuring that adequate conditions for the provision of these services are ensured.

The Statutory Audit Board is the first recipient of the reports issued by the External Auditor and the Statutory Auditor, as well as the Company's interlocutor in the relationship with these bodies. It is also responsible for giving its opinion on relevant projects and work plans and on the adequacy of the resources allocated to the implementation of such projects.

The Statutory Audit Board is, therefore, responsible for drawing up an annual report on its supervisory action and issuing an opinion on the annual financial statements and proposals presented by the management and for supervising the effectiveness of the risk management and internal control system.

The Statutory Audit Board, in conjunction with the Board of Directors, regularly analyses and supervises the preparation and disclosure of the financial information, providing all the necessary support and expressly undertaking the commitment that there will be no undue or untimely access to the relevant information by third parties.

In addition, the supervisory body is called upon to intervene in order to issue an opinion whenever there are transactions between directors of COFINA in which the intervening party is a director, in accordance with Article 397 of the CSC. This intervention by the Statutory Audit Board will be requested regardless of the degree of materiality of the operation in question.

The External Auditor, in turn, and as part of the Company's supervisory body, within the scope of the annual audit process, analyses (i) the operation of internal control mechanisms and reports any deficiencies identified; (ii) verifies whether the main elements of the internal control and risk management systems implemented in the Company in relation to the financial information disclosure process are presented and disclosed in the annual report on Corporate Governance and (iii) issues legal certification of the accounts and an Audit Report, in which it attests that the report disclosed on the corporate governance structure and practices includes the information referred to in article 66-B of the CSC in its current wording or, if not included, ensures that such information is contained in a separate report also made available to shareholders, complies with the provisions of article 29-H of the Portuguese Securities Code, complies with the structure of CMVM Regulation No. 4/2013 and the information contained therein also includes a statement on compliance with the IPCG Corporate Governance Code.

During 2024, the Statutory Auditor monitored the development of the Company's activities and carried out the inspections and checks deemed necessary for the review and legal certification of the accounts, in conjunction with the Statutory Audit Board, which was always able to count on the full, speedy and expeditious cooperation of the Board of Directors in providing access to the information requested.

In line with the above, the Statutory Auditor has issued an opinion on the activities carried out by him in the 2024 financial year, which was included in the annual audit report that will be voted on by the Shareholders at the Annual General Meeting.

The supervisory body monitors and ensures compliance by COFINA with the legislation applicable at all times, in order to assess the Company's compliance levels in this area, which has been classified as high and aligned with the interests of the Company and its Shareholders.

IV. STATUTORY AUDITOR

39. Identification of the statutory audit firm and the statutory auditor that represents it

The Company's statutory auditor is Deloitte & Associados, SROC, S.A., registered at the CMVM under number 20161389, represented by Tiago Nuno Proença Esgalhado, registered at the CMVM under number 20160762.

40. Indication of the number of consecutive years in which the statutory auditor has performed duties for the company and/or group

Deloitte & Associados, SROC S.A. conducted the statutory audit of the Company since 2021, following a proposal by the Statutory Audit Board, and was elected for its first annual term at the General Meeting of Shareholders on April 30, 2021, for its second annual term at the General Meeting of Shareholders on April 29, 2022 and for its third term, corresponding to the three-year term 2023-2025, at the General Meeting of Shareholders on April 28, 2023.

41. Description of other services provided by the Statutory Auditor to the company

The Statutory Auditor is also the External Auditor of the Company, as detailed in the points below.

V. EXTERNAL AUDITOR

42. Identification of the external auditor appointed for the purposes of Article 8 and of the partner that represents it in the performance of these duties, as well as its CMVM registration number

The Company's External Auditor, appointed for the purposes of Article 8 of the Portuguese Securities Code, is Deloitte & Associados, SROC S.A., registered with the CMVM under number 20161389, represented by Tiago Nuno Proença Esgalhado, registered at the CMVM under number 20160762.

43. Indication of the number of consecutive years in which the external auditor, and the statutory auditor partner representing the external auditor in the performance of its duties, have performed duties with the company and/or the group.

The External Auditor was elected, as well as the partner who represents him, for a first annual term in 2021, served his second (one-year) term in 2022 and was re-elected for his third term, corresponding to the three-year term 2023-2025 .

44. Policy and frequency of rotation of the external auditor and the statutory auditor partner representing it

Regarding the rotation of the External Auditor, the Company had not established, by the date of entry into force of the new Statutory Auditors Regulations, approved by Law No. 140/2015, of 7 September, a policy for the rotation of the External Auditor based on a predetermined number of mandates, taking into account, in particular, the fact that such a rotation policy does not constitute a common or usual practice and that the Company, by constantly monitoring the adequacy and fairness of the current model, has never identified situations of loss of independence or any other situations that might recommend the adoption of a formal policy that would require such rotation.

The entry into force of the new Statutory Auditors Regulations, on 1 January 2016, established a new system applicable to the rotation of statutory auditors for companies whose shares are admitted to trading on a regulated market, as is the case of the Company. Therefore, during 2016, the Statutory Audit Board began a selection process for the election of a new statutory auditor who, meeting all legal requirements in terms of technical skills and independence, could be proposed at the Annual General Meeting, which took place at the 2017 Annual Meeting of Shareholders, where Ernst & Young Audit & Associados - SROC, S.A. was elected for a first three-year term. Ernst & Young Audit & Associados - SROC, S.A. was subsequently re-elected for a second annual mandate (2020), and the Annual General Meeting of 2021 resolved to elect Deloitte & Associados, SROC, S.A., for a first term corresponding

to the year 2021, for a second term corresponding to the year 2022 and for a third term corresponding to the threeyear term 2023-2025.

In this sense, the Company does not have a formal, internal policy that provides for the rotation of the External Auditor, considering it unnecessary, as it complies with the legal requirements in this matter, to the fullest extent.

45. Indication of the body responsible for assessing the external auditor and the frequency at which this assessment is carried out

Throughout the year, the Statutory Audit Board, in the performance of its duties, monitors the performance of the External Auditor and carries out an annual assessment of its independence. In addition, the Statutory Audit Board promotes, whenever necessary or appropriate in light of developments in the Company's activity or legal or market requirements, reflection on the suitability of the External Auditor at the level required for the performance of its duties.

46. Identification of work, other than audit work, carried out by the external auditor, as well as an indication of the internal procedures for the purpose of approving the contracting of such services and an indication of the reasons for contracting them

During the 2024 financial year, no services other than auditing were provided by the External Auditor.

47. Indication of the amount of annual remuneration paid to the auditor and other natural or legal persons belonging to the same network and a breakdown of the percentage related to the following services:

	31.12.2024		31.12.2023
Company
Annual audit services value (€)	22,000	100.0 %	51,650	54.7 %
Value of reliability assurance services (€)	—	— %	—	— %
Group entities
Annual audit services value (€)	—	— %	6,000	6.4 %
Value of reliability assurance services (€)	—	— %	36,750	38.9 %
Total
Audit and statutory audit (€)	22,000	100.0 %	57,650	61.1 %
Other assurance services (€)	—	— %	36,750	38.9 %
	22,000		94,400

C. INTERNAL ORGANISATION

I. Articles of Association

48. Rules applicable to the amendment of the company's Articles of Association

Amendments to the Articles of Association follow the relevant legal terms, in particular those of the CSC, which require a two-thirds majority of the votes cast for the approval of that decision.

II. Reporting irregularities

49. Means and policy for communicating irregularities occurring in the company

Any reports of irregularities from any employee, partner, supplier or any other stakeholder must be sent to the Statutory Audit Board, in compliance with the provisions of paragraph j) of number 1 of article 420 of the CSC.

COFINA has a specific mechanism for reporting irregularities that, in line with the designs of Recommendation number II.2.4. of the IPCG Corporate Governance Code, constitute violations of an ethical or legal nature with a significant impact on the fields of accounting, combating corruption and banking or financial crime (whistleblowing), which safeguards the confidentiality of the information reported and the identity of the reporting party whenever requested.

If the Board of Directors receives any requests for clarification or expressions of concern related to whistleblowing, it shall immediately refer the matter to the Statutory Audit Board.

Reports of any irregularity or indication of irregularity to the Statutory Audit Board shall be made by letter in a sealed envelope with reference to its confidentiality and sent to the following address: Rua Manuel Pinto de Azevedo, No. 818, 4100-320 Porto. Anonymous complaints will only exceptionally be accepted and processed.

It should be noted that during the 2024 financial year, no reports of irregularities were reported to the Company's Statutory Audit Board.

It is noteworthy in this context the fact that Cofina has also a channel for online complaints available on its website, for the purposes of the provisions of Decree-Law No. 109-E/2021 of 9 December, to which all and any complaints related to the scope of that law, anonymous or not, may be directed. The Company ensures and guarantees the necessary mechanisms for forwarding and processing these complaints, safeguarding strict confidentiality and protection of the complainant, in accordance with the applicable legal terms.

No complaints were received in 2024 for the purposes of the aforementioned law.

III. Internal control and risk management

50. Individuals, boards or committees responsible for the internal audit and/or implementation of internal control systems

Risk management, as a cornerstone of the principles of good corporate governance, is an area considered fundamental in COFINA.

Risk management is carried out with a view to creating value, with clear identification of the circumstances that constitute a threat likely to affect the business goals.

Environmental management, based on sustainability criteria, and Social Responsibility play an increasingly decisive role within the organisation, and risk management is also monitored in these areas, with increasing accuracy.

Although there is no formally established department, COFINA ensures that is sufficiently aware of the need to identify and quantify the risk associated with all decisions, with well-defined criteria. Therefore, the Company acts based on clear criteria of (i) levels of risk assumption and who should make the decision to take them or not and (ii) the identification of ways to mitigate them.

Risk management is thus ensured by COFINA, based on the following methodology, which includes several stages:

• Initially, internal and external risks which may materially affect the pursuit of the Company's strategic objectives are identified and prioritised;
• The operations managers of the Company identifies the risk factors and events that may affect the operations and activities of COFINA, as well as any processes and control mechanisms;
• Additionally, the impact and probability of occurrence of each risk factor are weighted and, depending on the level of exposure, the need for a response to the risk is assessed; and
• Risk mitigation actions are monitored and the level of exposure to critical factors is constantly monitored.

It is up to the Board of Directors, at all times, to decide the level of exposure of the Company in its different activities and, without prejudice to the delegation of duties and responsibilities, to define overall risk limits and ensure that the risk management policies and procedures are complied with.

In monitoring the risk management process, the Board of Directors, as the body responsible for COFINA's strategy, has the following table of goals and responsibilities:

• To know the most significant risks affecting the Company;
• To ensure the existence within the Company of appropriate levels of knowledge of the risks affecting operations and how to manage them;
• To ensure the dissemination of the risk management strategy at all hierarchical levels;
• To ensure that the Company has the capacity to minimise the probability of occurrence and the impact of business risks;
• To ensure that the risk management process is adequate and that rigorous monitoring of the risks with the greatest probability of occurring and impact on the Company's operations is carried out; and
• To ensure permanent communication with the Statutory Audit Board, making it aware of the level of risk exposure taken on and requesting, whenever necessary, the opinions of this body that it deems necessary for conscious and informed decision-making, ensuring that the risks identified and the policies defined are analysed from the multidisciplinary perspectives that guide the Company's operations.

The Statutory Audit Board continuously monitors and supervises the performance of the company in this area.

COFINA, as has been said several times throughout this Report, continuously monitors the appropriateness of its model in the area of risk management and has concluded, to date, that this model has proved to be totally appropriate in view of its organisational structure.

51. Explanation of the hierarchical and/or functional dependency relationships with other company bodies or committees

The Statutory Audit Board is responsible for assessing the operation of risk management mechanisms, and it is to this body that the control procedures considered appropriate for the respective mitigation are reported. It is therefore the responsibility of this body to supervise the actions taken by the Company in these matters and to periodically check that the risks effectively incurred by the Company are consistent with those laid down by the Board of Directors.

The External Auditor, in the exercise of its duties, verifies the appropriateness of the mechanisms and procedures in question, ensuring the reporting of its conclusions to the Statutory Audit Board.

The Board of Directors is responsible for monitoring such mechanisms and procedures.

52. Existence of other functional areas with risk control competencies

In COFINA, risk management is ensured as described in point 51 above. COFINA, as has also been said several times throughout this Report, continuously monitors the appropriateness of its model in this area of risk management and has concluded, to date, that this model has proved to be totally appropriate in view of the Company's organisational structure.

53. Identification and description of the main types of risks (economic, financial and legal) to which the company is exposed in the performance of its activities

The Board of Directors considers that the Company is exposed to normal risks arising from its activities. The following financial risk factors stand out, which are detailed and analyzed in the Annex to the Individual Financial Statements:

• 1. Market Risk
  2. 1.1. Interest Rate Risk
• 1. Liquidity Risk

In addition to the financial risks identified above, it is important to bear in mind that the Company is also exposed to legal, tax and regulatory risks.

COFINA, as well as its business, has permanent legal, tax and regulatory advice, which works in conjunction with the business areas, ensuring, preventively, the protection of the Company's interests in scrupulous compliance with the legal provisions applicable to the business areas of the Society.

This consultancy is also supported at national and international level by external service providers that COFINA hires from firms of recognized reputation and in accordance with high criteria of competence, rigor and professionalism.

However, COFINA may be affected by legal changes occurring both in Portugal and in the European Union or in other countries where it carries out its activities. COFINA does not, of course, control such changes which, if they occur, could have an adverse impact on the Company's business and could, consequently, impair or impede the achievement of strategic objectives.

The Company's attitude is one of permanent collaboration with the authorities in the respect and observance of legal provisions.

54. Description of the process of risk identification, evaluation, monitoring, control and management

As described in Point 52, the Board of Directors is the body responsible for defining the Company's general strategic policies, including the risk management policy, which ensures not only permanent monitoring, but also the situations detected, in order to ensure permanent and effective risk control.

The operation of the process for identifying and assessing, monitoring, controlling and managing risks in COFINA is as follows:

The risks that the Company faces in the normal course of its business are identified. For all risks identified as material, the impact on the Company's financial performance and value is measured. Subsequently, a comparative study is made of the value at risk with the costs of the hedging instruments, if available, and, consequently, the evolution of the risks identified and the hedging instruments is monitored. This process is, more or less, according to the following methodology:

• Initially, internal and external risks which may materially affect the pursuit of the Company's strategic objectives are identified and prioritised;
• The operations managers of the Company identifies the risk factors and events that may affect the operations and activities of COFINA, as well as any processes and control mechanisms;
• Additionally, the impact and probability of occurrence of each risk factor are weighted and, depending on the level of exposure, the need to respond to the risk is assessed; and
• Risk mitigation actions are monitored and the level of exposure to critical factors is constantly monitored.

The Company has been implementing additional risk management strategies aimed at ensuring, essentially, that the control systems and procedures and the policies in place allow it to meet the expectations of management bodies, shareholders and other stakeholders.

Among these strategies, the following stand out:

• The control systems and procedures and the policies in place are in accordance with all applicable laws and regulations and are effectively applied;
• Financial and operational information is complete, reliable, safe and reported periodically and in a timely manner;
• COFINA's resources are used efficiently and rationally; and
• Shareholder value is maximised and operational management takes the necessary measures to correct aspects reported.

Once this process has been completed, the Board of Directors, in its capacity as executive body, is responsible for deciding on this matter, acting in accordance with the terms it believes best serve the interests of the Company and its Shareholders at all times.

55. Main elements of the internal control and risk management systems implemented in the company with regard to the financial information disclosure process

Regarding risk control in the financial information disclosure process, only a very restricted number of COFINA employees are involved in this process.

All those involved in the Company's financial analysis process are deemed to have access to privileged information and, in particular, they are formally notified of their obligations, as well as the penalties arising from the misuse of this information;

The internal rules applicable to the disclosure of financial information aim to ensure its timely disclosure and prevent asymmetric access to information by the market.

The internal control system for the areas of accounting and the preparation and disclosure of financial information is based on the following key elements:

• The use of accounting principles, which are detailed in the notes to the financial statements, is one of the bases of the control system;
• The plans, procedures and records of the Company provide reasonable assurance that only duly authorised transactions are recorded and that these transactions are recorded in accordance with the generally accepted accounting principles;
• The financial information is examined by the operational unit managers on a systematic and regular basis, thus providing for constant monitoring and budget control;
• During the process of preparing and reviewing the financial information, a schedule is first drawn up and shared with the different areas involved and all the documents are carefully reviewed;
• Regarding the individual financial statements, the accounting records and the preparation of the financial statements are ensured by the administrative and accounting services. The financial statements are prepared by the chartered accountants and reviewed by company's financial management board. Following approval, the documents are sent to the External Auditor, who issues the Statutory Audit Report;
• The individual financial reports are prepared every six months by the financial team. This process constitutes an additional element of control of the reliability of financial information, particularly by ensuring the uniform

application of accounting principles and operation cut-off procedures, as well as the verification of balances and transactions;

• The annual individual financial statements are prepared under the supervision of the financial management board. The documents comprising the annual report are sent to the Board of Directors for review and approval. Following approval, the documents are sent to the External Auditor, who issues the Statutory Audit Report and the External Audit Report;
• The process of preparation of the individual financial information and the Management Report is managed by the Board of Directors and supervised by the Statutory Audit Board. Every six months, these bodies analyse the Company's individual financial statements.

With regard to the risk factors that may materially affect the accounting and financial reporting, we highlight the use of accounting estimates that are based on the best information available at the date of preparation of the financial statements, as well as knowledge and experience of past and/or present events.

The Board of Directors, together with the Statutory Audit Board, regularly analyses and supervises the preparation and disclosure of financial information, in order to prevent undue or untimely access by third parties to relevant information.

IV. Investor Support

56. Service responsible for investor support, composition, duties, information made available by this service and contact information

In compliance with the applicable legal provisions, as well as the CMVM regulations on this matter, COFINA ensures, always at first hand, the disclosure to its shareholders and to the market in general of all the information related to the business of the company that falls under the scope of privileged information.

In this way, COFINA has been able to ensure, on a permanent and timely basis, the disclosure of information to its shareholders and to the market in general, at the precise moment when it takes on the nature of privileged information.

The Company has an Investor Relations Office which includes the Company's Market Liaison Officer and the Investor Relations.

Investors may obtain information through the following channels:

Rua Manuel Pinto de Azevedo, 818 4100-320 Porto Tel: + 351 22 834 65 00 Fax: + 351 22 834 65 09 Email: sede@cofina.pt

Through its official website (www.cofina.pt), COFINA provides financial information on its individual activities. This website is also used by the company for issuing press releases with an indication of any facts relevant to company life, which are always subject to prior disclosure in the CMVM Information Disclosure System. This page also contains the Group's financial statements for the last few years. Most of the information is available on the Company's website in Portuguese and English.

57. Market Liaison Officer

The position of Market Liaison Officer is held by Miguel Valente.

58. Information on the proportion and the deadline for replying to information requests received during the year or pending from previous years.

Whenever necessary, the Market Liaison Officer ensures the provision of all relevant information regarding significant events, facts considered to be relevant, every six months disclosure of results and responses to any requests for clarification by investors or the general public on public financial information. All information requests from investors are analysed and answered within a maximum period of five business days.

V. Website

59. Address(es):

COFINA has a website with information on the Company. The address is www.cofina.pt.

60. Place where information on the company's name, public company status, registered office and other information referred to in Article 171 of the Portuguese Companies Act is available

www.cofina.pt/about-cofina/company-profile.aspx?sc\_lang=en

61. Place where the Articles of Association and the procedural rules of the company bodies and/or committees are available

http://www.cofina.pt/investors/articles.aspx?sc\_lang=en

http://www.cofina.pt/about-cofina/corporate-governance/governance.aspx?sc\_lang=en

62. Place where information on the identity of members of the governing bodies, the market relations representative and the Investor Support Office, or its equivalent, their duties and means of access are available

http://www.cofina.pt/about-cofina/corporate-governance/governance.aspx?sc\_lang=en

http://www.cofina.pt/investors/ir-contacts.aspx?sc\_lang=en

http://www.cofina.pt/investors/support.aspx?sc\_lang=en

63. Place where the financial statements are made available, which must be accessible for at least five years, as well as the half-yearly calendar of company events, disclosed at the beginning of each half year, including general meetings, disclosure of annual, half-yearly and, if applicable, quarterly accounts

http://www.cofina.pt/investors/reports.aspx?sc\_lang=en

http://www.cofina.pt/investors/financial-calendar.aspx?sc\_lang=en

64. Place where the notice for the General Meeting of Shareholders and all related preparatory and subsequent information are disclosed

http://www.cofina.pt/investors/annual-meetings.aspx?sc\_lang=en

65 .Place where the records of all the decisions made at Company General Meetings, the share capital represented and the voting results for the 3 previous years are available

http://www.cofina.pt/investors/annual-meetings.aspx?sc\_lang=en

D. REMUNERATION REPORT

The Board of Directors presents below a clear and understandable report that provides a comprehensive overview of the remuneration, including all benefits in whatever form, awarded or due during the last financial year to each member of the management and supervisory bodies, in accordance with the remuneration policy referred to in Article 26-A of the Portuguese Securities Code, including newly appointed and former members.

The information contained in this report complies with all applicable legal requirements, namely, but not limited to, Article 26-G of the Portuguese Securities Code.

The processing by the Company of the personal data included in this remuneration report aims to increase its level of transparency regarding the remuneration of the respective members of the management and supervisory bodies, in order to strengthen the level of accountability of the latter and the ability of shareholders to supervise the remuneration of the members of the Company's management and supervisory bodies.

This remuneration report is submitted for consideration at the annual general meeting following the financial year to which it relates and explains how the assessment made at the previous general meeting was taken into account.

After the general meeting, the remuneration report is published on www.cofina.pt and remains available for at least 10 years.

I. Decision-making powers

66. Indication of the powers for determining the remuneration of the governing bodies

The Remuneration Committee is the body responsible for approving the remuneration of the members of the Board of Directors and other governing bodies, in representation of the shareholders and in accordance with the remuneration policy approved by the Shareholders at the General Meeting.

II. Remuneration committee

67. Composition of the Remuneration Committee, including the identification of individuals or companies contracted to provide support and a declaration on the independence of each member and consultant

COFINA currently has a Remuneration Committee, elected at the General Meeting of Shareholders to serve a threeyear term, starting in 2023 and ends in 2025, and whose composition is as follows:

• João da Silva Natária Chairman
• André Seabra Ferreira Pinto Member of the Board
• Pedro Nuno Fernandes de Sá Pessanha da Costa Member of the Board

All members of the Remuneration Committee are independent from the members of the Board of Directors and of any other interest group.

With regard to the identification of natural or legal persons contracted to provide support to this Committee, it should be noted that its duties include the freedom to contract, at the Company's expense and in compliance with reasonable criteria in this regard, external service providers who may carry out independent evaluations, studies and prepare reports that may assist that committee in the full and complete exercise of its duties, as further explained in Point 68 below.

This committee should draw on benchmarking studies on remuneration policies, ensuring that the Declaration on the Remuneration and Compensation Policy for Governing Bodies is in line with the best practices in use in companies of equal importance and size.

In 2024, this committee did not consider it necessary to contract any persons or entities to support their decision making.

68. Knowledge and experience of the members of the remuneration committee with regard to the remuneration policy

The professional experience and qualifications of the members of the Remuneration Committee can be consulted in their background records available in Annex I of the Governance Report.

COFINA considers that the professional experience and career of the members of the Remuneration Committee are fully adequate for the performance of the duties assigned to them, allowing these members to perform them with the rigour and efficiency required. Without prejudice to the qualifications of the other members, it makes sense to single out João da Silva Natária, for his high level of experience and specific knowledge in evaluation and remuneration policy matters.

Furthermore, and in addition to what has already been mentioned in Point 67 above, whenever necessary, the committee uses specialised internal or external resources to support its deliberations.

In such cases, the Remuneration Committee freely decides, for COFINA, on the contracting of the consultancy services deemed necessary or appropriate, taking care to ensure that the services are provided independently and that the providers are not contracted to provide any other services to COFINA without the express authorisation of the Remuneration Committee.

III. Remuneration structure

69 .Description of the remuneration policy for the management and supervisory bodies referred to in Article 26-A of the Portuguese Securities Code

As established in Article 26-B of the Portuguese Securities Code, a statement on the remuneration policy of the governing bodies is submitted to the Shareholders' General Meeting for approval.

According to Law no. 50/2020 of August 25 and the Recommendations of the Corporate Governance Code of the Portuguese Corporate Governance Institute 2018 (and revised in 2023), the annual approval of the Remuneration Policy for the Management and Supervisory bodies is no longer mandatory and is only required during the term of office if the Issuer so wishes or if it wishes to propose for the shareholders' consideration any changes to the policy in force.

The remuneration and compensation policy of COFINA governing bodies, approved at the Shareholders' General Meeting of 28 April, 2023, in force during the three-year term 2023-2025, complies with the following principles:

PRINCIPLES OF THE REMUNERATION POLICY OF THE CORPORATE BODIES OF COFINA

The Remuneration Policy of the Governing Bodies of COFINA is based on the assumption that competence, dedication, availability and performance are the determining elements of a good performance, and that only with a good performance is it possible to ensure the necessary alignment with the employees interests of the company and its shareholders.

In view of the interest, culture and long-term strategy of the Company, the Remuneration Policy of the Governing Bodies of COFINA aims to, as stated in Article 26-C(1) of the CVM, "contribute to the company's business strategy, its long-term interests and sustainability",

In particular, the Remuneration Policy aims to:

• Attract and retain the best professionals for the functions to be performed, providing the necessary conditions of stability in the exercise of the functions;

• Reward performance, by means of an adequate remuneration to the mechanisms for defending the interests of Shareholders, discouraging excessive risk taking, by providing mechanisms for deferring variable remuneration;

• Reward the focus on continuous improvement, productivity and the creation of long-term value for shareholders;

• Reward the environmental sustainability and energy efficiency of relevant activities of the Company.

The Policy is based on criteria aimed at the sustainability of the Company, is aligned with comparable benchmarking and, complying with legal requirements, is based on the following vectors:

Responsibility inherent to the functions performed

The functions performed and the responsibilities assumed by each member are, necessarily, taken into account in the definition of remuneration. Not all members are in the same position, which imposes a carefully case-by-case definition. In assessing the level of responsibility, the time of dedication, the requirement imposed by the areas under their supervision and the functions performed in the subsidiaries must be taken into account.

Company's economic situation

The definition of remuneration must be compatible with the size and economic capacity of the Company, while ensuring adequate and fair remuneration.

Market standards

The observance of market rules, through a comparative exercise ("benchmark"), is essential to pay adequately and competitively, taking into account the practice of the reference market (nationally and internationally), the activity developed and the results obtained.

Alignment of management interests with the strategic objectives of the Company

The definition of compensation should be based on performance evaluation criteria and objectives of financial and non-financial nature, aligned with the Company's business strategy and that ensure the effective long-term sustainability of the Company.

ESG Commitment

The objectives associated with setting remuneration should be linked to the Company's performance on environmental, social and corporate governance (ESG) indicators, reflecting the Company's commitment to sustainable development, particularly in the area of environmental sustainability, as well as ongoing compliance with the Company's values and ethical principles, which are a cornerstone of the way it structures itself and relates to all stakeholders.

Conditions of employment and remuneration of employees

The defined remuneration must take into consideration the employment and remuneration conditions of the Company's employees, which is achieved through a benchmarking exercise with the reference market (at national and international level), with reference to equivalent functions, in order to ensure internal equity and a high competitive level.

COFINA's Remuneration Committee believes that these principles are in line with the legislative and recommendatory framework in force, and also reflect the Company's vision on this matter.

BOARD OF DIRECTORS:

COFINA Remuneration Committee, in line with the Company's organizational model and the principles described above, has taken the following measures into consideration:

• i. strengthening the need to maintain a process of objective setting and performance evaluation;
• ii. ensuring consistency between quantitative and qualitative objectives;
• iii. ensuring that the quantitative objectives of the Executive Directors are aligned with the quantitative objectives of the Company's senior management.

Non-Executive Directors

• iv. the remuneration of non-executive directors comprises only a fixed component, corresponding to a fixed monthly remuneration, the amount of which is determined by the remuneration Committee and reviewed, if necessary, on a periodic basis taking into account best practices and the responsibilities of each non-executive director; In line with market practices, the remuneration of non-executive directors may be differentiated (i) by the special functions of representing the Company that may be assigned to each one; (ii) by the experience and know-how in executive functions previously exercised in the Company, as well as (iii) by the business knowledge and know-how in the sector of activity in which the Company operates;
• v. the non-executive directors, in function of the experience acquired over the years in executive functions and the profound knowledge and know-how of the Company's business that they are recognized for, may also receive a differentiated remuneration as a result of the value they contribute to the company under the terms referred to in the previous paragraph.

Executive Directors

• vi. the remuneration of executive directors includes two components:
• a) fixed component, corresponding to an amount paid monthly;
• b) variable component, which includes a short-term variable premium and a medium-term variable premium.

Short-Term Variable Premium

The short term variable premium is paid annually and cannot be higher than the annual fixed remuneration.

Medium Term Variable Premium

The variable component is designed to align more closely the interests of the executive directors with those of the shareholders and will be calculated covering the full period of a mandate, corresponding to the period between 2020 and 2025, based on:

• Total shareholder return (share appreciation plus dividend distributed);
• Sum of the net results of the 5 years (2020 to 2025);
• Evolution of the Group's business.

The total value of the medium-term component cannot exceed 50% of the fixed remuneration earned over the 5-year period.

Variable Remuneration Allocation Criteria

i. the variable component (short and medium term) is determined in accordance with the individual performance of each executive director, taking into account the respective annual individual assessment, in accordance with previously defined quantitative (of a financial and non-financial nature) and qualitative objectives;

ii. quantitative and qualitative objectives are long-term in nature and therefore have a timeframe that may extend over one or more years;

iii. individual quantitative objectives must reflect the Company's financial performance, namely its growth and the return generated for shareholders. The financial indicators must take into account the Company's strategic objectives, in particular the evolution of the Company's turnover and results and the financial and capital strength of the Company;

iv. individual qualitative objectives must reflect the achievement of environmental, social, corporate governance and team management capacity indicators;

v. the individual performance assessment process for each executive director is annual and must be supported by concrete evidence, made available to the COFINA's Remuneration Committee;

vi. In addition to the variable component that may be attributed to the executive directors, no non-monetary benefits are attributed to the members of the management body, other than the means made available to them for the performance of their duties and a personal health and accident insurance policy in accordance with market practices.

Process for determining the variable remuneration:

(i) An internal evaluation process is observed, always based on the criteria of the Remuneration Policy;

(ii) In this internal evaluation process, non-executive directors may be invited to participate who may contribute, due to their experience and know-how in certain areas, to the evaluation process in question;

(iii) The Remunerations Committee analyses the internal evaluation process carried out, in light of the current Corporate Body Remuneration Policy and finally confirms, in view of the available information, the adequacy and general coherence of the process, setting the variable remuneration.

Special Rules Applicable to the Remuneration of Directors

• The overall fixed remuneration of the Board of Directors, including remuneration paid by subsidiaries to members of the Board of Directors, shall not exceed 750,000 Euros per annum;
• The variable component of the remuneration, once determined, awarded and paid, cannot be refunded by the executive director who has received it, even in the event of early termination, for whatever reason, of his functions, without prejudice to the Company's general right to compensation in the event of damage caused by the actions of the executive directors, which includes the right to withhold amounts awarded, but not yet paid, as a variable component of remuneration;
• In view of the different business areas covered by the Company, it is considered appropriate that the payment of the fixed and/or variable component of the remuneration of executive directors may be divided between the Company and subsidiary companies, or paid only by subsidiaries whose management bodies comprise them, in accordance with the terms to be defined by COFINA's Remuneration Committee;

• If contracts are signed with members of the management or supervisory bodies for contractual regulation, such contracts shall not exceed the term of office without prejudice to the principle of contract renewal concurrently with the renewal of the term of office, and without specifically applicable notice periods.

Thus, and based on the measures listed above, and the COFINA's Remuneration Committee's understanding, the remuneration of executive directors (and, well, non-executive directors) is adequate and, as established in article 26.- C, no. 1, of the CVM, "contributes to the company's corporate strategy, to its long-term interests and to its sustainability.".

It is important to mention that by unilateral decision of each of the members of the Board of Directors, communicated to the Company in November 2024, in view of the significant reduction in the Company's activity, the directors stopped receiving, by resignation, any remuneration, fixed or variable. Accordingly, the remuneration policy has been suspended since that date and no additional remuneration will be paid to directors, fixed or variable, without the Remuneration Committee deliberating in this regard, which is not expected to happen.

SUPERVISORY BOARD

The remuneration of the members of the Supervisory Board shall be based on fixed annual amounts considered appropriate for the function.

GENERAL SHAREHOLDERS' MEETING

The remuneration of the members of the Board of the Shareholders' General Meeting shall be exclusively fixed and shall respect market practices.

STATUTORY AUDITOR

The Statutory Auditor shall receive a fixed remuneration that is appropriate for the function benchmarked against the market, under the supervision of the Supervisory Board.

The remuneration will be established in the respective service agreement to be entered into for this purpose, under the supervision of the Supervisory Board.

SUPPLEMENTARY PENSION OR EARLY RETIREMENT SCHEMES:

There are no supplementary pension or early retirement schemes in place at the present date.

CONFLICTS OF INTEREST:

The Remuneration Committee shall be responsible for identifying and resolving any situations of conflict of interest that may be related to the Remuneration Policy and any of the persons or entities covered by it. A conflict of interest is considered to exist whenever: (i) the applicable law and regulations so determine, as well as when the private interest of any member of a corporate body interferes, in any way, with this Remuneration Policy and/or when (ii) the performance of the duties of any member of a corporate body may contradict or negatively impact the criteria for setting the remuneration of such member or of the other members of this corporate body.

Any situation of conflict of interest that is identified by the Remuneration Committee and that it cannot resolve within a reasonable time considering the circumstances, shall be submitted to the appreciation and decision of the General Meeting of the Company.

SCOPE OF APPLICATION:

This policy applies not only to remuneration paid directly by COFINA, but also to all remuneration that is paid by companies directly or indirectly controlled by COFINA, pursuant to Article 21 of the Securities Code, to members of COFINA's Governing Bodies.

POLICY APPROVAL, AMENDMENT AND REVISION:

Approval: The Company's Remuneration Policy is prepared by the Remuneration Committee and submitted to the General Meeting for approval.

Amendment: Any amendment to the Remuneration Policy must always be proposed by the Remuneration Committee to the General Meeting of the Company for approval. Any corporate body may request to the Remuneration Committee an amendment to the Remuneration Policy, and should submit a written request, duly substantiated. The Remuneration Committee will assess the relevance and adequacy of such request, and shall submit a written response, also duly substantiated, on the conclusions of its analysis and on the procedures to be adopted.

Review: The Remuneration Committee reviews the Remuneration Policy on a three-yearly basis at the end of each term of office, making any changes it deems appropriate in the light of best governance practices, the objectives underlying the remuneration of the members of the Company's governing bodies, the recommendations of the entities with powers in this area, with a view to adapting the policy to best market practices and the sustainable development objectives of the Company.

Procedure: Amendments and revisions to the Remuneration Policy should always be contained in a proposal prepared by the Remuneration Committee and submitted to the General Meeting, in which the reasons for such proposal should be explained and the proposed changes clearly identified. The amended or revised Remuneration Policy will come into force on the first working day following its approval by the General Meeting, and the consolidated version of the Remuneration Policy should be published as required by law.

POLICY DURATION

The Remuneration Policy is in force for periods of three years, coinciding with the Company's mandates, and comes into force on the first working day following its approval by the General Meeting.

70. Information on how remuneration is structured in such a way as to align the interests of the members of the Board of Directors with the long-term interests of the company, as well as on how it is based on performance evaluation and how it discourages excessive risk-taking

The remuneration policy for executive directors aims to ensure adequate a rigorous compensation for the performance and contribution of each director to the success of the organisation, aligning the interests of the executive directors with those of the Shareholders and the Company. In addition, the remuneration policy provides for a medium-term variable component, indexed to the Company's performance, aimed at aligning the interests of executive directors more closely with those of shareholders and with the long-term interests of the Company.

The proposals for the remuneration of the executive directors are drawn up taking into account: (i) the duties performed in COFINA; (ii) responsibility and added value for individual performance; (iii) the knowledge and experience accumulated in the performance of their duties; (iv) the economic situation of the Company; (v) the remuneration earned in companies in the same sector and other companies listed on Euronext Lisbon. In relation to the last point, the Remuneration Committee takes into account, within the limits of the information available, all national companies of equivalent size, particularly those listed on Euronext Lisbon, and also companies in other international markets with characteristics equivalent to those of COFINA.

Given the current reduced activity of the Company and the intention to propose the dissolution of the Company at the General Shareholders' Meeting to be held in 2025, the directors unilaterally waived, with effect from November 2024, the fixed and variable remuneration, earned through the administrative position. In this sense, the Remuneration Policy has been suspended with respect to the Board of Directors and no additional remuneration will be paid to directors.

In compliance with Article 26-G(2)(c) of the Portuguese Securities Code, the annual variation in the remuneration of the directors, the Company's performance and the average remuneration of full-time equivalent employees of the

Company, excluding members of the board of directors and supervisory body, during the last five fiscal years, is presented as follows:

Annual Variation	2020 vs. 2019	2021 vs. 2020	2022 vs. 2021	2023 vs. 2022(2)	2024 vs. 2023(6)
	Remuneration of Executive Directors
Paulo Jorge dos Santos Fernandes	—%	—%	—%	—%	0.38%(5)
João Manuel Matos Borges de Oliveira	—%	—%	—%	—%	0.38%(5)
Remuneration of Non-Executive Directors
Domingos José Vieira de Matos	—%	—%	—%	—%	1.07%(5)
Pedro Miguel Matos Borges de Oliveira	—%	—%	—%	—%	1.07%(5)
Ana Rebelo de Carvalho Menéres de Mendonça	—%	—%	—%	—%	1.07%(5)
Laurentina da Silva Martins	N/A	44.83%(4)	—%	—%	1.07%(5)
Alda Maria Farinha dos Santos Delgado	N/A	(27.99%)(4)	(100.00%)(4)	N/A	N/A
Luís Manuel Castilho Godinho Santana	N/A	(26.09%)(4)	(100.00%)(4)	N/A	N/A
Company Performance
EBITDA	(40.13)%	38.01%	(35.41)%	1446.10%	(94.62)%
Revenues (1)	(18.84)%	6.17%	0.25%	(46.01)%	(48.63)%
Net Profit	(77.78)%	165.87%	147.40%	(119.90)%	(110.64)%
Average Remuneration of Employees in Full-Time Equivalent Terms(3)
Group Employees	(1.21)%	5.49%	3.39%	(22.68)%	N/A

(1) Revenues = Sales + Services Rendered + Other income

(2) Restated.

(3) Values presented up to the date of the sale transaction of the subsidiary Cofina Media, S.A

(4) The variations presented result from the fact that there is no remuneration for a complete calendar year in one of the reference years

(5) The variations presented arise from the fact that there is a remuneration adjustment as provided for by law, following the decision not to remunerate the members of the Board of Directors in one of the reference years.

(6) For comparative purposes, we use data from the individual accounts for 2023, since there are no consolidated accounts for the financial year 2024.

71. Reference to the existence of a variable component of the remuneration and information on the possible impact of the performance assessment on this component

At the General Meeting of 28 April 2023, the remuneration policy was approved as detailed in Point 69 above, which provides for a short and medium-term variable component.

There are no mechanisms to prevent executive directors from entering into contracts that call into question the raison d'être of variable remuneration. However, the Remuneration Committee takes these factors into account in the criteria for determining the variable remuneration.

The Company has not entered into any contracts with members of the Board of the Board of Directors that have the effect of mitigating the risk inherent to the variability of remuneration, nor is it aware of any identical contracts entered into with third parties.

72. Deferred payment of the variable component of remuneration, mentioning the deferral period

The information on the deferment of the payment of the variable component of remuneration, mentioning the deferment period, is detailed in item 69 of this Report.

73. Criteria for attribution of the variable remuneration in shares

There is no provision for the award of variable remuneration in which shares or other share-based incentive systems are awarded, thus complying with the provisions of article 26-G(2)(e) of the Portuguese Securities Code.

74. Criteria for attribution of the variable remuneration in options

There is no provision for the award of variable remuneration in which there is an award of options or another incentive system in options, thus complying with the provisions of article 26-G(2)(e) of the Portuguese Securities Code.

75. Main parameters and grounds for any annual bonus scheme and other non-cash benefits

COFINA does not have any system of annual bonuses or other non-cash benefits additional to the variable remuneration, as described above.

76. Main characteristics of the supplementary pension or early retirement schemes for the directors and date of their individual approval at the general meeting

COFINA has no supplementary pension or early retirement schemes in place for the members of management and supervisory bodies.

IV. Remuneration disclosure

77. Indication, on an aggregated and individual basis, of the annual amount of the remuneration received by the members of the company's management bodies, including fixed and variable remuneration and with reference to the different components giving rise to the variable remuneration

In compliance with the provisions of article 26-G(2)(a) of the Portuguese Securities Code, it is hereby explained that the remuneration earned by the members of COFINA's Board of Directors during 2024, in the performance of their duties, included only fixed remuneration and were paid directly by COFINA. The remuneration amounted to 273,800.18 Euros, distributed as follows: Paulo Fernandes - 80,300.03 Euros; João Borges de Oliveira - 80,300.03 Euros; Domingos Matos - 28,300.03 Euros; Pedro Borges de Oliveira - 28,300.03 Euros; Ana Mendonça - 28,300.03 Euros; Laurentina Martins - 28,300.03 Euros.

As mentioned above, given the current reduced activity of the Company and the intention of the Board of Directors to propose the dissolution of the Company at the General Shareholders' Meeting to be held in 2025, each of the directors unilaterally waived the remuneration received, fixed or variable, as of November 18, 2024. In this sense, the Company processed the final accounts to the administrators, in accordance with current legislation. Therefore, since that date, the Remuneration Policy has been suspended, with regard to the Board of Directors.

78. Any amounts paid by controlled or group companies or those under shared control

The remuneration received by the members of the Board of Directors was fully paid by COFINA, and there are no directors paid by another companies as of December 31, 2024.

79. Remuneration paid in the form of profit-sharing and/or payment of bonuses and the reasons for granting such bonuses and/or profit-sharing

During the financial year, no remuneration was paid as profit sharing or in the form of bonuses.

80. Payments made or owed to former executive directors as a result of Loss of Office during the financial year

During the financial year, no amounts were paid or are owed in respect of compensation to directors whose duties have ceased.

81. Indication, on an aggregated and individual basis, of the annual amount of the remuneration received by the members of the Company's supervisory bodies

In compliance with the provisions of article 26-G(2)(a) of the Portuguese Securities Code, it is hereby clarified that the remuneration of the members of the Statutory Audit Board is composed of a fixed annual amount based on COFINA's situation and current market practices in companies of equal size and importance. In the year ended December 31, 2024 the remuneration of the members of the Statutory Audit Board amounted to 28,620 Euros distributed as follows: Carlos Epifânio: 12,000 Euros; Jorge Marrão: 8,310 Euros; Ana Paula Pinho: 8,310 Euros.

The remuneration received by the Statutory Auditor is detailed in point 47 above.

In compliance with Article 26-G(2)(c) of the Portuguese Securities Code, the annual variation in the remuneration of the Statutory Audit Board, the Company's performance and the average remuneration of full-time equivalent employees of the Company, excluding members of the board of directors and supervisory body, during the last five fiscal years, is presented as follows:

Annual Variation	2020 vs. 2019	2021 vs. 2020	2022 vs. 2021	2023 vs. 2022(2)	2024 vs. 2023(5)
Remuneration of Statutory Audit Board Members
Carlos Manuel Portela Enes Epifânio	N/A	N/A	N/A	N/A(4)	50%(4)
Jorge Manuel de Sousa Marrão	N/A	N/A	N/A	N/A(4)	50%(4)
Pedro Nuno Fernandes de Sá Pessanha da Costa	(20.00)%	(30.75)%	—%	(66.67%)	(100%)(4)
António Luís Isidro de Pinho	—%	44.40%	—%	(66.67%)(4)	(100%)(4)
Ana Paula dos Santos Silva e Pinho	N/A	50%(4)	—%	—%	—%
Guilherme Paulo Aires da Mota Correia Monteiro	(66.67%)(4)	(100%)(4)	N/A	N/A	N/A
Company Performance
EBITDA	(40.13)%	38.01%	(35.41)%	1446.10%	(94.62)%
Revenues (1)	(18.84)%	6.17%	0.25%	(46.01)%	(48.63)%
Net Profit	(77.78)%	165.87%	147.40%	(119.90)%	(110.64)%
Average Remuneration of Employees in Full-Time Equivalent Terms(3)
Group Employees	(1.21)%	5.49%	3.39%	(22.68)%	N/A

(1) Revenues = Sales + Services Rendered + Other income

(2) Restated

(3) Values presented up to the date of the sale transaction of the subsidiary Cofina Media, S.A

(4) The variations presented result from the fact that there is no remuneration for a complete calendar year in one of the reference years

(5) For comparative purposes, we use data from individual accounts for 2023, as there are no consolidated accounts for the 2024 financial year

82. Indication of the remuneration of the chairman of the general meeting of shareholders in the year under review

The remuneration of the President of the General Meeting of Shareholders during the year 2024 amounted to 10,000 Euros and the remuneration of the Secretary of the General Meeting of Shareholders during the year 2024 amounted to 2,000 Euros, relating to the Annual General Meeting held on May 29, 2024 and the Extraordinary General Meeting held on November 22, 2024.

V. Agreements with remuneration implications

83. Contractual restrictions on compensation payable for removal of a director without just cause and its relationship with the variable component of the remuneration

The remuneration policy maintains the principle of not including the granting of compensation to directors, or members of other governing bodies, associated with the early termination of their duties or at the end of their mandates, without prejudice to compliance by the Company with the legal provisions in force in this area.

84. Reference to the existence and description, with an indication of the amounts involved, of agreements between the company and the members of the board of directors and managers, under article 29-R(1) of the Portuguese Securities Code, which provide for compensation in the event of resignation, dismissal without just cause or termination of the employment relationship, following a change in the control of the company

There are no agreements between the Company and the members of the board of directors of managers of COFINA, under article 29-R(1) of the Portuguese Securities Code, which provide for compensation in case of resignation,

dismissal without just cause or termination of the employment relationship, following a change in the control of the Company, nor are there any agreements with the directors to ensure any compensation in case of non-renewal of the mandate.

VI. Plans for attribution of shares or stock options

85. Identification of the plan and those it applies to

COFINA does not have a plan to attribute shares or stock options to members of the governing bodies, thus complying with the provisions of Article 26-G(2)(e) of the Portuguese Securities Code.

86. Description of the plan

COFINA does not have any plan to attribute shares or stock options.

87. Stock option rights attributed to company employees

No stock option rights are attributed to company employees, thus complying with the provisions of Article 26-G(2)(e) of the Portuguese Securities Code.

88. Control mechanisms included in any employee share scheme where the voting rights are not exercised directly by the employees

Not applicable as stated above.

E. TRANSACTIONS WITH RELATED PARTIES

I. Control mechanisms and procedures

89. Mechanisms implemented by the company for the purpose of controlling transactions with related parties

The Company approved, by resolution of the Board of Directors on May 31, 2023, following a favorable prior opinion from the Statutory Audit Board on May 22, 2023, the Regulation on Related Parties and Conflicts of Interest for the new three-year term 2023-2025, which is available on the Company's website, (www.cofina.pt) "About Cofina" tab, "Corporate Governance" section.

Transactions with related parties, when they exist, and when they are materially relevant, comply with all legal requirements, including obtaining a prior favourable opinion from the Company's supervisory body.

The Company's supervisory body has access to the terms of the potential operation to be carried out, with a rigorous level of detail, and may also request any clarification and additional information it considers appropriate or necessary.

Its opinion is, naturally, binding.

On the other hand, the Company bases its performance, in all areas and especially in this one, on criteria of rigour and transparency.

It should also be noted that the Company provides the Statutory Audit Board with all the information that it requests, at least quarterly, including, in particular, the reporting of transactions with related parties, and that there has never been a question of any transaction that could jeopardise the rigour and transparency of the Company's operations, without the procedure for requesting a prior opinion from the Statutory Audit Board having been followed.

90. Indication of the transactions subject to control in the year under review

In the 2024 financial year, no other significant deals or commercial transactions were carried out between the Company and the holders of qualifying holdings or reported to the Company.

Additionally, it is important to note that no deals or transactions were made with members of the Statutory Audit Board.

91. Description of the procedures and criteria applicable to the intervention of the supervisory body for the purpose of conducting a prior assessment of the transactions to be concluded between the company and holders of qualified holding or entities with whom they are in a relationship

Transactions with directors of COFINA that party is a director of, regardless of the amount, are always subject to prior authorisation from the Board of Directors, on the assumption that a favourable opinion has been issued by the supervisory body, under the terms laid down by Article 397 of the CSC.

Transactions with related parties, when they exist, and when they are materially relevant, comply with all legal requirements, including obtaining a prior favourable opinion from the Company's supervisory body.

In 2024, it was not necessary for the Supervisory Board to issue any opinion given that there were no transactions that could be subject to assessment by that body.

II. Elements related to businesses

92. Indication of the place where the information on the accounting documents of related party business relationships is available

Information on business with related parties can be found in Note 16 of the Notes to the Individual Financial Statements of the Company.

PART II – ASSESSMENT OF CORPORATE GOVERNANCE

1. Identification of the corporate governance code adopted

This corporate governance report presents a description of the corporate governance structure in force at COFINA, as well as the policies and practices whose adoption under this model is necessary and appropriate to ensure governance in line with the best practices in this area.

The assessment performed complies with the legal requirements of Article 29-H of the Portuguese Securities Code and also discloses, in light of the comply or explain principle, the degree of compliance with the IPCG Recommendations included in the IPCG Corporate Governance Code, as this is the Corporate Governance Code adopted by the Company.

The information duties required by Law No. 50/2020, of 25 August, as well as by article 447 of the CSC, by CMVM Regulation No. 1/2023, of 26 April 2023, and by the Regulation (EU) no. 596/2014, of the European Parliament and of the Council, of 16 April, are fully complied with.

All the legal provisions mentioned in this Report and the Recommendations contained in the IPCG Corporate Governance Code may be consulted at www.cmvm.pt and https://cgov.pt/images/ficheiros/2023/cgs-revisaode-2023-ebook.pdf, respectively.

This Report should be read as an integral part of the Annual Management Report and Individual Financial Statements for the fiscal year 2024.

2. Analysis of compliance with the Corporate Governance Code adopted

COFINA has been encouraging and promoting all actions aimed at the adoption of best Corporate Governance practices, basing its policy on high ethical standards and social and environmental responsibility and with decisions increasingly based on sustainability criteria.

The integrated and effective management of the company is the aim of COFINA's Board of Directors which, by stimulating transparency in the relationship with investors and the market, has been guided by the constant search for the creation of value and the promotion of the legitimate interests of shareholders and other stakeholders.

For the purposes of compliance with the provisions of Article 29-H(1)(m) of the Portuguese Securities Code, the following are the Recommendations contained in the IPCG Corporate Governance Code which the Company proposes to comply with.

RECOMMENDATIONS	COMPLIANCE	REMARKS
	GENERAL PRINCIPLES
A. Corporate governance promotes and fosters the pursuit of the respective long-term interests, performance and sustained development, and is structured in order to allow the interests of shareholders and other investors, staff, clients, creditors, suppliers and other stakeholders to be weighed, contributing to the strengthening of confidence in the quality, transparency and ethical standards of administration and supervision, as well as to the sustainable development of the community the companies form part of and to the development of the capital market B. The Code is voluntary and compliance is based on the comply or explain principle, applicable to all Recommendations
Chapter I · COMPANY'S RELATIONSHIP WITH SHAREHOLDERS, INTERESTED PARTIES AND	THE COMMUNITY AT LARGE
Principles:
I.A. In their organisation, operation and in the definition of their strategy, companies shall contribute to the pursuit of the Sustainable Development Goals defined within the framework of the United Nations Organisation, in terms that are appropriate to the nature of their activity and their size.
I.B. The company periodically identifies, measures and seeks to prevent negative effects related to the environmental and social impact of the operation of its activity, in terms that are appropriate to the nature and size of the company.
I.C. In its decision-making processes, the management body considers the interests of shareholders and other investors, employees, suppliers and other stakeholders in the activity of the company.
Recommendations:
I.1.(1) The company specifies in what terms its strategy seeks to ensure the fulfilment of its long term objectives	Adopted	Part 1, item 21, 50 and 54
I.1.(2) and what are the main contributions resulting herefrom for the community at large.	Adopted	Part 1, item 21, 50 and 54
I.2.(1) The company identifies the main policies and measures adopted with regard to the fulfilment of its environmental objectives	Adopted	Clarification on adopted recommendation below
I.2.(2) and for the fulfilment of its social objectives.	Adopted	Clarification on adopted recommendation below
Chapter II · COMPOSITION AND FUNCTIONING OF THE CORPORATE BODIES
II.1. Information
Principle:
II.1.A. Companies and, in particular, their Directors treat shareholders and other investors in an equitable manner, namely by ensuring mechanisms and procedures for the adequate treatment and disclosure of information.
Recommendation:
II.1.1. The company establishes mechanisms to adequately and rigorously ensure the timely circulation or disclosure of the information required to its bodies, the company secretary, shareholders, investors, financial analysts, other stakeholders and the market at large.	Adopted	Part 1, item 21, 29, 38, 56 to 65
II.2. Diversity in the Composition and Functioning of the Corporate Bodies
Principles:
II.2.A. Companies have adequate and transparent decision-making structures, ensuring maximum efficiency in the functioning of their bodies and committees*.
II.2.B. Companies ensure diversity in the composition of their management and supervisory bodies and the adoption of individual merit criteria in the respective appointment processes, which shall be the exclusive responsibility of shareholders.
II.2.C. Companies ensure that the performance of their bodies and committees is duly recorded, namely in minutes of meetings, that allow for knowing not only the sense of the decisions taken but also their grounds and the opinions expressed by their members.
Recommendations:

II.2.1. Companies establish, previously and abstractly, criteria and requirements regarding the profile of the members of the corporate bodies that are adequate to the function to be performed, considering, notably, individual attributes (such as competence, independence, integrity, availability and experience), and diversity requirements (with particular attention to equality between men and women), that may contribute to the improvement of the performance of the body and of the balance in its composition.	Adopted	Part 1, item 15, 16, 17, 19, 26, 31, 33 and 36
II.2.2.(1) The management body is governed by regulations – notably regarding the exercise of its powers, chairmanship, the frequency of meetings, operation and the duties framework of its members - fully disclosed on the website of the company	Adopted	Part 1, item 22 and 61
II.2.2.(2) Idem for the supervisory body.	Adopted	Part 1, item 34 and 61
II.2.2.(3) Idem for internal committees.	Adopted	Part 1, item 27, 29 and 61
II.2.2.(4) Minutes of the meetings of the management body shall be drawn up.	Adopted	Part 1, item 22 and 61
II.2.2.(5) Idem for the supervisory body.	Adopted	Part 1, item 34 and 61
II.2.2.(6) Idem for internal committees.	Adopted	Part 1, item 27, 29 and 61
II.2.3.(1) The composition of the management and supervisory bodies and of their internal committees are disclosed on the website of the company.	Adopted	Part 1, item 17, 27 and 31
II.2.3.(2) The number of meetings for each year of the management and supervisory bodies and of their internal committees are disclosed on the website of the company.	Adopted	Part 1, item 23, 29 and 35
II.2.4.(1) The companies adopt a whistle-blowing policy that specifies the main rules and procedures to be followed for each communication.	Adopted	Part 1, item 38 and 49
II.2.4.(2) and an internal reporting channel that also includes access for non-employees, as set forth in the applicable law.	Adopted	Part 1, item 49
II.2.5.(1) The companies have specialised committees for matters of corporate governance.	Not Adopted	Part 1, item 27 and 28
II.2.5.(2) Idem on remuneration	Adopted	Part 1, item 21, 29 and 67
II.2.5.(3) Idem on the appointment of members of the corporate bodies	Not Adopted	Part 1, item 27 and 28
II.2.5.(4) Idem on performance assessment	Adopted	Part 1, item 21, 24 and 29
II.3. Relations between Corporate Bodies
Principle:
II.3.A. The corporate bodies create the conditions for them to act in a harmonious and articulated manner, within the scope of their responsibilities, and with information that is adequate for carrying out their functions.
Recommendations:

II.3.1. The Articles of Association or equivalent means adopted by the company set out the mechanisms to ensure that, within the limits of the applicable laws, the members of the management and supervisory bodies have permanent access to all necessary information to assess the performance, situation and development prospects of the company, including, specifically, the minutes of the meetings, the documentation supporting the decisions taken, the convening notices and the archive of the meetings of the executive management body, without prejudice to access to any other documents or persons who may be requested to provide clarification. II.3.2. Each body and committee of the company ensures, in a timely and adequate manner, the interorganic flow of information required for the	Adopted	Part 1, item 18, 28, 38, 59 to 65
exercise of the legal and statutory powers of each of the other bodies and committees.	Adopted	Part 1, item 18, 23, 28 and 38
II.4. Conflicts of Interest
Principle:
II.4.A. The existence of current or potential conflicts of interest between the members of bodies or committees and the company shall be prevented, ensuring that the conflicted member does not interfere in the decision-making process.
Recommendations:
II.4.1. By internal regulation or an equivalent hereof, the members of the management and supervisory bodies and of the internal committees shall be obliged to inform the respective body or committee whenever there are any facts that may constitute or give rise to a conflict between their interests and the interest of the company.	Adopted	Part 1, item 20
II.4.2. The company adopts procedures to ensure that the conflicted member does not interfere in the decision-making process, without prejudice to the duty to provide information and clarification requested by the body, committee or respective members.	Adopted	Part 1, item 20
II.5. Transactions with Related Parties
Principle:
II.5.A. Transactions with related parties shall be justified by the interest of the company and shall be carried out under market conditions, being subject to principles of transparency and adequate supervision.
Recommendation:
II.5.1. The management body discloses, in the corporate governance report or by other publicly available means, the internal procedure for verification of transactions with related parties.	Adopted	Part 1, item 89
Chapter III — SHAREHOLDERS AND GENERAL MEETING
Principles:
III.A. The adequate involvement of shareholders in corporate governance constitutes a positive factor for the efficient functioning of the company and the achievement of its corporate objective.
III.B. The company promotes the personal participation of shareholders at general meetings as a space for reflection on the company and for shareholders to communicate with the bodies and committees of the company.
III.C. The company implements adequate means for shareholders to attend and vote at the general meeting without being present in person, including the possibility of sending in advance questions, requests for clarification or information on the matters to be decided on and the respective proposals.
Recommendations:
III.1.(1) The company does not set an excessively large number of shares to be entitled to one vote,	Adopted	Part 1, item 12

III.1.(2) and informs in the corporate governance report of its choice whenever each share does not
carry one vote.	Adopted	Part 1, item 12
III.2. The company that has issued special plural voting rights shares identifies, in its corporate governance report, the matters that, pursuant to the company´s Articles of Association, are excluded from the scope of plural voting.	Not applicable	Part 1, item 12
III.3. The company does not adopt mechanisms that
hinder the passing of resolutions by its shareholders, specifically fixing a quorum for resolutions greater than that required by law.	Adopted	Part 1, item 14
III.4. The company implements adequate means for shareholders to participate in the general meeting without being present in person, in proportion to its size.	Partially adopted	Clarification on recommendation partially adopted below
III.5. The company also implements adequate means for the exercise of voting rights without being present in person, including by correspondence and electronically	Partially adopted	Clarification on recommendation partially adopted below
III.6. The Articles of Association of the company that provide for the restriction of the number of votes that may be held or exercised by one single shareholder, either individually or jointly with other shareholders, shall also foresee that, at least every five years, the general meeting shall resolve on the amendment or maintenance of such statutory provision - without quorum requirements greater than that provided for by law - and that in said resolution, all votes issued are to be counted, without applying said restriction.	Not applicable	Clarification on recommendation not applicable below
III.7. The company does not adopt any measures that require payments or the assumption of costs by the company in the event of change of control or change in the composition of the management body and which are likely to damage the economic interest in the transfer of shares and the free assessment by shareholders of the performance of
the Directors.	Adopted	Part 1, item 4 and 84
	Chapter IV — MANAGEMENT
IV.1. Management Body and Executive Directors
Principles: IV.1.A. The day-to-day management of the company shall be the responsibility of executive directors with the qualifications, skills, and experience appropriate for the position, pursuing the corporate goals and aiming to contribute to its sustainable development
IV.1.B. The determination of the number of executive directors shall take into account the size of the company, the complexity and geographical dispersion of its activity and the costs, bearing in mind the desirable flexibility in the running of the executive management
Recommendations:
IV.1.1.(1) The management body ensures that the company acts in accordance with its object and does not delegate powers, notably with regard to: i) definition of the corporate strategy and main policies of the company	Adopted	Part 1, item 21 and 28
IV.1.1.(2) ii) organisation and coordination of the corporate structure	Adopted	Part 1, item 21 and 28
IV.1.1.(3) iii) matters that shall be considered strategic due to the amounts, risk and particular characteristics involved	Adopted	Part 1, item 21 and 28

IV.1.2. The management body approves, by means of regulations or through an equivalent mechanism, the performance regime for executive directors applicable to the exercise of executive functions by them in entities outside the group	Not applicable	Clarification on recommendation not applicable below
IV.2. Management Body and Non-Executive Directors
Principles:
IV.2.A. For the full achievement of the corporate objective, the non-executive directors shall exercise, in an effective and judicious manner, a function of general supervision and of challenging the executive management, whereby such performance shall be complemented by commissions in areas that are central to the governance of the company
IV.2.B. The number and qualifications of the non-executive directors shall be adequate to provide the company with a balanced and appropriate diversity of professional skills, knowledge and experience
Recommendations:
IV.2.1. Notwithstanding the legal duties of the chairman of the board of directors, if the latter is not independent, the independent directors - or, if there are not enough independent directors, the non executive directors - shall appoint a coordinator among themselves to, in particular (i) act, whenever necessary, as interlocutor with the chairman of the board of directors and with the other directors, (ii) ensure that they have all the conditions and means required to carry out their duties, and (iii) coordinate their performance assessment by the administration body as provided for in Recommendation VI.1.1.; alternatively, the company may establish another equivalent mechanism to ensure such coordination	Not applicable	Clarification on recommendation not applicable below
IV.2.2. The number of non-executive members of the management body shall be adequate to the size of the company and the complexity of the risks inherent to its activity, but sufficient to ensure the efficient performance of the tasks entrusted to them, whereby the formulation of this adequacy judgement shall be included in the corporate governance report	Adopted	Part 1, item 18
IV.2.3. The number of non-executive directors is greater than the number of executive directors	Adopted	Part 1, item 17 and 18

IV.2.4. The number of non-executive directors that meet the independence requirements is plural and is not less than one third of the total number of non executive directors. For the purposes of the present Recommendation, a person is deemed independent when not associated to any specific interest group in the company, nor in any circumstances liable to affect his/her impartiality of analysis or decision, in particular in virtue of: i. Having carried out, continuously or intermittently, functions in any corporate body of the company for more than twelve years, with this period being counted regardless of whether or not it coincides with the end of the mandate; ii. Having been an employee of the company or of a company that is controlled by or in a group relationship with the company in the last three years; iii. Having, in the last three years, provided services or established a significant business relationship with the company or with a company that is controlled by or in a group relationship with the company, either directly or as a partner, director,	Not adopted	Clarification on recommendation not adopted below
manager or officer of a legal person; iv. Being the beneficiary of remuneration paid by the company or by a company that is controlled by or in a group relationship with the company, in addition to remuneration stemming from the performance of the functions of director;
v. Living in a non-marital partnership or being a spouse, relative or kin in a direct line and up to and including the 3rd degree, in a collateral line, of directors of the company, of directors of a legal person owning a qualifying stake in the company or of natural persons owning, directly or indirectly, a qualifying stake;
vi. Being a holder of a qualifying stake or representative of a shareholder that is holder of a qualifying stake.
IV.2.5. The provisions of paragraph (i) of the previous Recommendation do not prevent the qualification of a new Director as independent if, between the end of his/her functions in any corporate body and his/her new appointment, at least three years have elapsed (cooling-off period)	Not applicable	Clarification on recommendation not applicable below
	Chapter V — SUPERVISION
Principles:
V.A. The supervisory body carries out permanent supervision activities of the administration of the company, including, also from a preventive perspective, the monitoring of the activity of the company and, in particular, the decisions of fundamental importance for the company and for the full achievement of its corporate object
V.B. The composition of the supervisory body provides the company with a balanced and adequate diversity of professional skills, knowledge and experience
Recommendations:
V.1.(1) With due regard for the competences conferred to it by law, the supervisory body takes cognisance of the strategic guidelines, prior to its final approval by the administration body.	Adopted	Part 1, item 38

V.1.(2) With due regard for the competences conferred to it by law, the supervisory body evaluates and renders an opinion on the risk policy, prior to its final approval by the administration body	Adopted	Part 1, item 38
V.2.(1) The number of members of the supervisory body shall be adequate in relation to the size of the company and the complexity of the risks inherent to its activity, but sufficient to ensure the efficiency of the tasks entrusted to them, and this adequacy judgement shall be included in the corporate
governance report.	Adopted	Part 1, item 31
V.2.(2) Idem for the number of members of the financial matters committee	Not Adopted	Part 1, item 27 and 67
Chapter VI · PERFORMANCE ASSESSMENT, REMUNERATION	AND APPOINTMENTS
VI.1. Annual Performance Assessment
Principle:
VI.1.A. The company promotes the assessment of performance of the executive body and its individual members as well as the overall performance of the management body and its specialised committees.
Recommendations:
VI.1.1.(1) The management body - or committee with relevant powers, composed of a majority of non-executive members - evaluates its performance on an annual basis, taking into account the compliance with the strategic plan of the company and of the budget, the risk management, its internal functioning and the contribution of each member to that end, and the relationship between the bodies and committees of the company.	Adopted	Clarification on recommendation adopted below
VI.1.1.(2) Idem for the performance of the executive committee / executive directors	Adopted	Clarification on recommendation adopted below
VI.1.1.(3) Idem for the performance of the company committees	Adopted	Clarification on recommendation adopted below
VI.2. Remunerations
Principles:
VI.2.A. The remuneration policy for members of the management and supervisory bodies shall allow the company to attract qualified professionals at a cost that is economically justified by their situation, provide for the alignment with the interests of the shareholders – taking into consideration the wealth effectively created by the company, the economic situation and the market situation – and shall constitute a factor for developing a culture of professionalism, sustainability, merit promotion and transparency in the company
VI.2.B. Taking into consideration that the position of directors is, by nature, a remunerated position, directors shall receive a remuneration i) that adequately rewards the responsibility undertaken, the availability and competence placed at the service of the company; ii) that ensures a performance aligned with the long-term interests of shareholders and promotes the sustainable performance of the company; and iii) that rewards performance.
Recommendations:
VI.2.1. The company constitutes a remuneration committee, whose composition shall ensure its independence from the board of directors, whereby it may be the remuneration committee appointed pursuant to Article 399 of the Portuguese Companies Code.	Adopted	Part 1, item 66, 67 and 68
VI.2.2. The remuneration of the members of the management and supervisory bodies and of the company committees is established by the remuneration committee or by the general meeting, upon proposal of such committee.	Adopted	Part 1, item 66, 67 and 68

VI.2.3. The company discloses in the corporate governance report, or in the remuneration report, the termination of office of any member of a body or committee of the company, indicating the amount all costs related to the termination of office borne by the company, for any reason, during the financial year in question.	Adopted	Part 1, item 80
VI.2.4. In order to provide information or clarification to shareholders, the president or another member of the remuneration committee shall be present at the annual general meeting and at any other general meeting at which the agenda includes a matter related to the remuneration of the members of bodies and committees of the company, or if such presence has been requested by the shareholders.	Adopted	Part 1, item 24
VI.2.5. Within the budget constraints of the company, the remuneration committee may freely decide to hire, on behalf of the company, consultancy services that are necessary or convenient for the performance of its duties.	Adopted	Part 1, item 67
VI.2.6. The remuneration committee ensures that such services are provided independently	Adopted	Part 1, item 67 and 68
VI.2.7. The providers of said services are not hired by the company itself or by any company controlled by or in group relationship with the company, for the provision of any other services related to the competencies of the remuneration committee, without the express authorisation of the committee	Adopted	Part 1, item 67 and 68
VI.2.8. In view of the alignment of interests between the company and the executive directors, a part of their remuneration has a variable nature that reflects the sustained performance of the company and does not encourage excessive risk-taking	Adopted	Part 1, item 67 to 76
VI.2.9. A significant part of the variable component is partially deferred over time, for a period of no less than three years, and is linked to the confirmation of the sustainability of performance, in terms defined in the remuneration policy of the company	Not Adopted	Clarification on recommendation not adopted below
VI.2.10. When the variable remuneration includes options or other instruments directly or indirectly subject to share value, the start of the exercise period is deferred for a period of no less than three years	Not Applicable	Clarification on recommendation not applicable below
VI.2.11. The remuneration of non-executive directors does not include any component whose value depends on the performance of the company or of its value	Adopted	Clarification on recommendation adopted below
VI.3. Appointments
Principle: VI.3.A. Regardless of the method of appointment, the knowledge, experience, professional background, and availability of the members of the corporate bodies and of the senior management** shall be adequate for the job to be performed.
Recommendations:
VI.3.1. The company promotes, in the terms it deems adequate, but in a manner susceptible of demonstration, that the proposals for the appointment of members of the corporate bodies are accompanied by grounds regarding the suitability of each of the candidates for the function to be performed	Adopted	Part 1, item 16, 19, 22, 29, 31 and 33

VI.3.2. The committee for the appointment of members of corporate bodies includes a majority of independent directors	Not Applicable	Part 1, item 27 and 28
VI.3.3. Unless it is not justified by the size of the company, the task of monitoring and supporting the appointments of senior managers shall be assigned
to an appointment committee	Not Applicable	Part 1, item 27 and 28
VI.3.4. The committee for the appointment of senior management provides its terms of reference and promotes, to the extent of its powers, the adoption of transparent selection processes that include effective mechanisms for identifying potential candidates, and that for selection those are proposed who present the greatest merit, are best suited for the requirements of the position and promote, within the organisation, an adequate diversity including regarding gender equality	Not Applicable	Part 1, item 27 and 28
	Chapter VII — INTERNAL CONTROL
Principle:
VII.A. Based on the medium and long-term strategy, the company shall establish a system of internal control, comprising the functions of risk management and control, compliance and internal audit, which allows for the anticipation and minimisation of the risks inherent to the activity developed.
Recommendations:
VII.1.(1) The management body discusses and approves the strategic plan	Adopted	Part 1, item 21
VII.1.(2) The management body discusses and approves the risk policy of the company, which includes setting limits in matters of risk-taking	Adopted	Part 1, item 21, 50 to 54
VII.2. The company has a specialised committee or a committee composed of specialists in risk matters, which reports regularly to the management body	Not Adopted	Part 1, item 50, 51 and 52
VII.3. The supervisory body is organised internally, implementing periodic control mechanisms and procedures, in order to ensure that the risks effectively incurred by the company are consistent with the objectives set by the admnistration body	Adopted	Part 1, item 51
VII.4. The internal control system, comprising the risk management, compliance and internal audit functions, is structured in terms that are adequate to the size of the company and the complexity of the risks inherent to its activity, whereby the supervisory body shall assess it and, within the ambit of its duty to monitor the effectiveness of this system, propose any adjustments that may be deemed necessary	Adopted	Part 1, item 38, 50 to 54
VII.5. The company establishes procedures for the supervision, periodic assessment and adjustment of the internal control system, including an annual assessment of the degree of internal compliance and performance of such system, as well as the prospects for changing the previously defined risk framework	Adopted	Part 1, item 38, 50 to 54
VII.6.(1) Based on its risk policy, the company sets up a risk management function, identifying (i) the main risks to which it is subject in the operation of its business	Adopted	Part 1, item 53
VII.6.(2) (ii) the probability of their occurrence and respective impact	Adopted	Part 1, item 50, 53 and 54
VII.6.(3) (iii) the instruments and measures to be adopted in order to mitigate such risks an	Adopted	Part 1, item 50 and 54
VII.6.(4) (iv) the monitoring procedures, aimed at following them up	Adopted	Part 1, item 50 and 54

VII.7. The company establishes processes to collect and process data related to the environmental and social sustainability in order to alert the management body to risks that the company may be incurring and propose strategies for their mitigation	Adopted	Part 1, item 50
VII.8. The company reports on how climate change is considered within the organisation and how it takes into account the analysis of climate risk in the decision-making processes	Not Adopted	Part 1, item 53 and 54
VII.9. The company informs in the corporate governance report on the manner in which artificial intelligence mechanisms have been used as a decision-making tool by the corporate bodies	Not Applicable	Clarification on recommendation not applicable below
VII.10. The supervisory body pronounces on the work plans and resources allocated to the services of the internal control system, including the risk management, compliance and internal audit functions, and may propose adjustments as deemed necessary	Adopted	Part 1, item 37, 38 and 50
VII.11. The supervisory body is the addressee of reports made by the internal control services, including the risk management, compliance and internal audit functions, at least when matters related to accountability, identification or resolution of conflicts of interest and detection of potential
irregularities are concerned	Adopted	Part 1, item 37, 38, 49 and 50
	Chapter VIII — INFORMATION AND STATUTORY AUDIT OF ACCOUNTS
VIII.1 Information
Principles:
VIII.1.A. The supervisory body, diligently and with independence, ensures that the management body observes its responsibilities in choosing policies and adopting appropriate accounting criteria and establishing adequate systems for financial and sustainability reporting, and for internal control, including risk management, compliance and internal audit
VIII.1.B. The supervisory body promotes a proper articulation between the work of the internal audit and that of the statutory audit of accounts
Recommendation:
VIII.1.1. The regulations of the supervisory body requires that the supervisory body monitors the suitability of the process of preparation and disclosure of information by the management body, including the appropriateness of accounting policies, estimates, judgements, relevant disclosures and their consistent application from financial year to financial year, in a duly documented and reported manner	Adopted	Part 1, item 34 and 38
VIII.2 Statutory Audit and Supervision
Principle:
VIII.2.A. It is the responsibility of the supervisory body to establish and monitor formal, clear, and transparent procedures as to the relationship between the company and the statutory auditor and the supervision of compliance, by the statutory auditor, with the rules of independence imposed by law and by professional standards.
Recommendations:
VIII.2.1. By means of regulation, the supervisory body defines, in accordance with the applicable legal regime, the supervisory procedures to ensure

VIII.2.2.(1) The supervisory body is the main interlocutor of the statutory auditor within the company and the first addressee of the respective reports	Adopted	Part 1, item 37 and 38
VIII.2.2.(2) and is competent, namely, for proposing the respective remuneration and ensuring that adequate conditions for the provision of the services are in place within the compan	Adopted	Part 1, item 37 and 38
VIII.2.3. The supervisory body annually evaluates the work carried out by the statutory auditor, its independence and suitability for the exercise of its functions and shall propose to the competent body its dismissal or termination of the contract for the provision of its services whenever there is just cause to do so	Adopted	Part 1, item 37, 38 and 45

• Recommendation I.2. The company identifies the main policies and measures adopted with regard to the fulfillment of its environmental objectives and for the fulfillment of its social objectives.

On 31 May 2023, the Board of Directors of COFINA decided (i) to approve, during the mandate 2023/2025, (a) the Human Rights Policy, which aims to ensure respect for human and labor rights by the Cofina, formalising the commitments made in the meantime with a view to safeguarding human dignity, non-discrimination, equal rights, security and well-being, education, personal and professional development and freedom of conscience, religious, organization, association, opinion and expression, and (b) the Policy of Participation in the Communities, which aims to promote solutions that respond to the challenges that arise in the social, environmental and corporate governance seeking to align decision-making and the pursuit of the Cofina's activity with the internationally defined principles of sustainability, having also decided, at the same meeting, (ii) the renewal of the Code of Ethics and Conduct, which has as its primary objective to guide the personal and professional conduct of all its employees, regardless of the position or function they perform, based on common ethical principles.

The process of implementing such policies, which began in 2023, was consolidated in 2024.

• Recommendation III.4. The company implements adequate means for shareholders to participate in the general meeting without being present in person, in proportion to its size.

As mentioned in Point 12 of Part 1 of this Report, the Company has implemented the necessary means to ensure the right to vote by correspondence.

With regard to electronic voting, the Company has not implemented the necessary mechanisms for its implementation (i) because this method has never been requested by any shareholder and (ii) because it considers that such circumstance does not constitute any constraint or restriction on the exercise of voting rights by shareholders, which the Company promotes and encourages.

COFINA has been promoting the physical participation of its shareholders, directly or through representatives, at its General Meetings, as it considers that these are excellent opportunities for contact between its Shareholders and the management team, taking advantage of the presence of the members of the other governing bodies, particularly the Statutory Audit Board and the Statutory Auditor, as well as the members of the Remuneration Committee. This iteration has proved fruitful within the Company.

• Recommendation III.5. The company also implements adequate means for the exercise of voting rights without being present in person, including by correspondence and electronically.

As mentioned in Point 12 of Part 1 of this Report, the Company has implemented the necessary means to ensure the right to vote by correspondence.

With regard to the possibility of holding the General Meeting by telematic means, the Company has not set in motion the mechanisms necessary for its implementation because (i) this facility has never been requested by any shareholder, (ii) the costs of implementing telematic means are high and (iii) such circumstance does not constitute any constraint or restriction on the exercise of voting rights by shareholders, an exercise which the Company promotes and encourages.

Referring to and reinforcing what has just been said in the previous point, COFINA has been promoting the physical participation of its shareholders, directly or through representatives, at its general meetings, as it considers that these are excellent opportunities for contact between its Shareholders and the management team, taking advantage of the presence of the members of the other governing bodies, particularly the Statutory Audit Board and the Statutory Auditor, as well as the members of the Remuneration Committee. This iteration has proved fruitful within the Company.

In this way, it is understood that all the necessary and appropriate means to ensure participation in the General Meeting are already in place.

• Recommendation III.6. The bylaws, which specify the limitation of the number of votes that can be held or exercised by a sole shareholder, individually or in coordination with other shareholders, should equally provide that, at least every 5 years, the amendment or maintenance of this rule will be subject to a shareholder resolution — without increased quorum in comparison to the legally established — and in that resolution, all votes cast will be counted without observation of the imposed limits.

The Articles of Association do not provide for any limit to the number of votes that may be held or exercised by a single shareholder, individually or in concert with other shareholders.

• Recommendation IV.1.2. The management body approves, by means of regulations or through an equivalent mechanism, the performance regime for executive directors applicable to the exercise of executive functions by them in entities outside the group.

COFINA, considering its organisational structure and the small size of the six-member Board of Directors, considers that a formal appointment of an Executive Board within the Board of Directors is unnecessary.

However, as mentioned in point 28 of this Report, out of the 6 members of the Board of Directors, 2 perform executive functions - more practical or operational -, therefore it is considered that the necessary conditions are guaranteed for decisions on strategic matters to be, as they are, taken by the Board of Directors as a collegial body composed of all its members, executive and non-executive, the normal performance of its functions, in an informed and informed manner, fully focused on creating value for shareholders.

• Recommendation IV.2.1. Notwithstanding the legal duties of the chairman of the board of directors, if the latter is not independent, the independent directors - or, if there are not enough independent directors, the non-executive directors - shall appoint a coordinator among themselves to, in particular (i) act, whenever necessary, as interlocutor with the chairman of the board of directors and with the other directors, (ii) ensure that they have all the conditions and means required to carry out their duties, and (iii) coordinate their performance assessment by the administration body as provided for in Recommendation VI.1.1.; alternatively, the company may establish another equivalent mechanism to ensure such coordination.

Given the size and structure of the Company, especially taking into account the concentration of its equity structure and the total number of directors that make up the Board, which is only six, and also taking into account the performance of the current Chairman of the Board, which has proven to be perfectly adequate and aligned with the interests of the Company and its shareholders, COFINA considers that the appointment of a Lead Independent Director solely for the purpose of complying with a merely formal criterion would not add relevant value.

• Recommendation IV.2.4. The number of non-executive directors that meet the independence requirements is plural and is not less than one third of the total number of non-executive directors. For the purposes of the present Recommendation, a person is deemed independent when not associated to any specific interest group in the company, nor in any circumstances liable to affect his/her impartiality of analysis or decision, in particular in virtue of:

• i. Having carried out, continuously or intermittently, functions in any corporate body of the company for more than twelve years, with this period being counted regardless of whether or not it coincides with the end of the mandate;

ii. Having been an employee of the company or of a company that is controlled by or in a group relationship with the company in the last three years;

iii. Having, in the last three years, provided services or established a significant business relationship with the company or with a company that is controlled by or in a group relationship with the company, either directly or as a partner, director, manager or officer of a legal person;

iv. Being the beneficiary of remuneration paid by the company or by a company that is controlled by or in a group relationship with the company, in addition to remuneration stemming from the performance of the functions of director;

v. Living in a non-marital partnership or being a spouse, relative or kin in a direct line and up to and including the 3rd degree, in a collateral line, of directors of the company, of directors of a legal person owning a qualifying stake in the company or of natural persons owning, directly or indirectly, a qualifying stake;

vi. Being a holder of a qualifying stake or representative of a shareholder that is holder of a qualifying stake.

The Board of Directors does not include one third of members who complies with the independence criteria, notwithstanding this circumstance, the Company has developed mechanisms to allow the non-executive directors to make independent and informed decisions, such as:

• Prior and timely notification to all members of the Board of Directors of meetings of that body, including the agenda, even if provisional, of the meeting, accompanied by other relevant information and documentation;

• Availability of executive directors to provide non-executive directors with all additional information deemed relevant or necessary, as well as for carrying out further studies and analyses in relation to all matters that are the subject of deliberation or that are in any way under consideration in the Company;

• Availability of the minutes books, records, documents and other information on operations carried out in the Company, for verification, as well as the availability and promotion of a direct channel for obtaining information.

The Company weighed and reflected on this circumstance considering, on the one hand, the corporate model adopted and, on the other hand, the composition and operation of its governing bodies as a whole, (namely the Board of Directors as a collegiate body, the Statutory Audit Board and the Statutory Auditor, with their inherent independence) having concluded that the possible appointment, for merely formal reasons, of independent directors would not bring significant benefits to the performance of the Company, or to (possible) better functioning of the adopted model, considering that both this one and the other one have proven to be positive, relevant, adequate and efficient.

It should be added that the management report includes the "Activities carried out by non-executive members of the Board of Directors", a description of the activity carried out by non-executive directors during the 2024 financial year.

• Recommendation IV.2.5. The provisions of paragraph (i) of the previous Recommendation do not prevent the qualification of a new Director as independent if, between the end of his/her functions in any corporate body and his/her new appointment, at least three years have elapsed (cooling-off period).

The Company does not have any director in the circumstances described.

• Recommendation VI.1.1. The management body - or committee with relevant powers, composed of a majority of non-executive members - evaluates its performance on an annual basis, taking into account the compliance with the strategic plan of the company and of the budget, the risk management, its internal functioning and the contribution of each member to that end, and the relationship between the bodies and committees of the company.

The assessment of the performance of the Board of Directors is submitted to the General Meeting of Shareholders in accordance with the law, with reference to compliance with the Company's strategic plan and budget, its risk management, internal operation and its relations with the other bodies in the Company. The Board of Directors does not choose a time to formally carry out this self-assessment in a documented manner, but it is carried out regularly, by a body that meets at least once per quarter, and that carries out such close and regular monitoring of the company's activity that it reflects the fairness and adequacy of the performance of the body.

In addition, and as provided for in the CSC (Article 376), the General Meeting of Shareholders conducts an annual general appraisal of the management of the Company.

• Recommendation VI.2.9. A significant part of the variable component is partially deferred over time, for a period of no less than three years, and is linked to the confirmation of the sustainability of performance, in terms defined in the remuneration policy of the company.

The Company's Remuneration Committee did not define a variable remuneration whose payment was deferred.

• Recommendation V.2.10. When variable remuneration includes the allocation of options or other instruments directly or indirectly dependent on the value of shares, the start of the exercise period is deferred in time for a period of no less than three years

The variable component of the Company's remuneration does not include the allocation of options or other instruments directly or indirectly dependent on the value of the shares.

• Recommendation V.2.11. The remuneration of non-executive directors does not include any component whose value depends on the performance of the company or of its value.

The remuneration policy approved by the General Meeting following a proposal from the Remuneration Committee establishes that the individual remuneration of any non-executive director is exclusively fixed in nature.

• Recommendation VII.9. The company informs in the corporate governance report on the manner in which artificial intelligence mechanisms have been used as a decision-making tool by the corporate bodies.

The Society has not implemented artificial intelligence mechanisms for decision-making, considering that (i) the creation of these mechanisms has never been requested by any social body, (ii) the costs of implementing these

mechanisms are high and (iii) the non-use of artificial intelligence for decision-making does not lead to any restriction on the exercise of mandates by members of the governing bodies.

3. Further information

In line with what has been said, COFINA would like to note that of the sixty recommendations contained in the IPCG Corporate Governance Code, the number adopted is very significant, which materializes in a diligent and cautious management, absolutely focused on creating value for the Company and, consequently, for the shareholders.

ANNEX I

1. Board of Directors

Qualifications, experience and positions held in other companies by members of the Board of Directors:

Paulo Jorge dos Santos Fernandes

Paulo Fernandes is an entrepreneur and investor; he has actively participated in an intense activity of mergers and acquisitions, as well as in the creation of business projects in various areas and sectors.

Its involvement covers industry such as manufacturing, media, renewable energy, forestry, real estate and healthcare.

Throughout his career, started in 1982, he has played management and leadership roles, assuming a central role in several renowned Portuguese public companies, including Altri, Cofina, Ramada and Greenvolt.

He holds an MBA from the Nova School of Business and Economics.

As of 31 December 2024, the other companies where he carries out management functions are as follows:

• Actium Capital, S.A.
• Altri, S.G.P.S., S.A. (a)
• Articulado Actividades Imobiliárias, S.A.
• Elege Valor, Lda.
• Expressão Livre, SGPS, S.A.
• Expressão Livre II, SGPS, S.A.
  • MediaLivre, S.A.
  • Ramada Investimentos e Indústria, S.A.
  • Santos Fernandes & Vieira Matos, Lda.

As of 31 December 2024, the other companies where he carries out supervision functions are as follows:

– Fisio Share - Gestão De Clínicas, S.A.

João Manuel Matos Borges de Oliveira

Graduated from the Porto University with a degree in Chemical Engineering, holds an MBA from INSEAD.

He is one of the founders of RAMADA INVESTIMENTOS E INDÚSTRIA, the current holding company of the Ramada group, a group that was acquired in the 1990s, of which he has been a shareholder and executive director (Chairman and CEO) since then. Ramada Investimentos' activity includes, within the industrial area, which is its core area of activity, steel, machining and manufacturing of structures for molds and wire drawing. It also develops a strong activity in the Real Estate area, focused on the management of real estate assets, especially forestry, and on the management of financial investment

He is also one of the founders of COFINA, a group of which he is a shareholder and director, having been directly involved in the construction and management of the group since its creation, which is a reference in the media sector in Portugal.

He is also one of the founders of ALTRI, which resulted from a process of spin-off of Cofina, being also a shareholder and director (Vice-President), having assumed executive functions in the construction of the group since its foundation and until 2020, a group that has registered a remarkable growth through the realization of large and complex M&A transactions. Its industrial units are today a world benchmark for technology and innovation and operate in the cellulosic fiber production sector and in the forest-based renewable energy sector, namely industrial cogeneration through black liquor and biomass.

In addition to the Companies which currently holds functions of director, his professional experience includes:

1982/1983	Assistant Head of Production at CORTAL
1984/1985	Head of Production at CORTAL
1987/1989	Marketing Director of CORTAL
1989/1994	General Manager of CORTAL
1989/1995	Vice-Chairman of the Board of Directors of CORTAL
1989/1994	Director of Seldex
1996/2000	Non-Executive Director of Atlantis, S.A.
1997/2000	Non-Executive Director of Vista Alegre, S.A.
1998/1999	Director of Efacec Capital, SGPS, S.A.
2008/2015	Non-Executive Director of Zon Multimédia, SGPS, S.A.
2008/2011	Chairman of the Statutory Audit Board of Porto Business School
2011/2013	Member of the ISCTE-IUL CFO Advisory Forum
2019 – present date	Member of the Remuneration Committee of the Serralves Foundation
2023 - present date	Member of the General Council of the Porto Business School

As of 31 December 2024, the other companies where he carries out management functions are as follows:

• Altri, S.G.P.S., S.A

• Caderno Azul, S.A.

• Cofihold, S.A.

• Elege Valor, Lda.

• Préstimo – Prestígio Imobiliário, S.A.

• Ramada Investimentos e Indústria, S.A.

Domingos José Vieira de Matos

Holds a degree in Economics from the Faculty of Economy of the University of Porto. Initiated his carrier in management in 1978.

He is one of the founders of RAMADA INVESTIMENTOS E INDÚSTRIA, the current holding company of the Ramada group, a group that was acquired in the 90s, of which he has been a shareholder and director since then. The activity of Ramada Investimentos e Indústria includes, within the industrial area, which is its core area of activity, steel, machining and fabrication of structures for molds and wire drawing. It also develops a strong activity in the Real Estate area, focused on the management of real estate assets, especially forestry, and on the management of financial investment

He is also one of the founders of COFINA, a group of which he is a shareholder and director, having been directly involved in the construction and management of the group since its foundation, which is a reference in the media sector in Portugal.

He is also one of the founders of ALTRI, which resulted from a process of spin-off of Cofina, being also a shareholder and director, and having participated in the construction of the group since its foundation, a group that has registered a remarkable growth through the completion of large and complex operations. of M&A. Its industrial units are today a world benchmark for technology and innovation and operate in the cellulosic fiber production sector and in the forestbased renewable energy sector, namely industrial cogeneration through black liquor and biomass.

In addition to the companies where he currently holds management positions, his professional experience includes:

1978/1994	Director of Cortal, S.A.
1983	Founding Partner of Promede – Produtos Médicos,S.A.
1998/2000	Director of Electro Cerâmica, S.A.

As of 31 December 2024, the other companies where he carries out management functions are as follows:

• Altri, S.G.P.S., S.A.
  • Elege Valor, Lda.
• Expressão Livre, SGPS, S.A.
• Expressão Livre II, SGPS, S.A.
• MediaLivre, S.A.
• Ramada Investimentos e Indústria, S.A.
• Santos Fernandes & Vieira Matos, Lda.
• Sociedade Imobiliária Porto Seguro Investimentos Imobiliários, S.A.
• Vieira de Matos VDM Capital, S.A.

Pedro Miguel Matos Borges de Oliveira

Holds a degree in Financial Management by the Institute of Administration and Management of Porto. In 2000 completed the Executive MBA in the Enterprise Institute Porto in partnership with ESADE Business School, Barcelona, currently Catholic Porto Business School. In 2009 completed the Business Valuation Course in EGE-Business Management School.

He is a shareholder and director of RAMADA INVESTIMENTOS E INDÚSTRIA, the current holding company of the Ramada group, a group that was acquired in the 90s. The activity of Ramada Investimentos e Indústria includes, within the industrial area, which is its core area of activity, steel, machining and fabrication of structures for molds and wire drawing. It also develops a strong activity in the Real Estate area, focused on the management of real estate assets, especially forestry, and on the management of financial investment

He is also a shareholder and director of COFINA, a group that is a reference in the media sector in Portugal.

He is also a shareholder and director of ALTRI, which resulted from a spin-off process from Cofina, a group that has recorded remarkable growth through the completion of large and complex M&A operations. Its industrial units are today a world benchmark for technology and innovation and operate in the cellulosic fiber production sector and in the forest-based renewable energy sector, namely industrial cogeneration through black liquor and biomass.

In addition to the companies where he currently holds management positions, his professional experience includes:

1986/2000	Management Advisor at FERÁGUEDA, Lda.
1992	Director of Bemel, Lda.
1997/1999	Assistant Director of GALAN, Lda.
1999/2000	Assistant Manager of the Saws and Tools Department at F. Ramada, Aços e Indústrias, S.A.
2000	Director of the Saws and Tools Department at F. Ramada, Aços e Indústrias, S.A.
2006	Director of Universal Air, Aços Especiais e Ferragens, S.A.
2009	Director of F. Ramada - Investimentos, SGPS, S.A.
2014	Director of Altri, SGPS, S.A.

As of 31 December 2024, the other companies where he carries out management functions are as follows:

• Altri, S.G.P.S., S.A.
  • Blau Stahl, Unipessoal, Lda.
  • Planfuro Global, S.A.
  • Ramada Aços, S.A.
  • Ramada Investimentos e Indústria, S.A.
  • Ramada Solar, Unipessoal, Lda.
  • Universal Afir, S.A.
  • Valor Autêntico, S.A.
  • Título Singular, S.A.
  • 1 Thing, Investments, S.A.

Ana Rebelo de Carvalho Menéres de Mendonça

Holds a degree in Economics by the Universidade Católica Portuguesa of Lisbon.

She is a shareholder and manager of RAMADA INVESTIMENTOS E INDÚSTRIA, the current holding of the Ramada group, a group that was acquired in the 90s. The activity of Ramada Investimentos e Indústria includes, within the industrial area, which is its core area of activity, steel, machining and fabrication of structures for molds and wire drawing. It also develops a strong activity in the Real Estate area, focused on the management of real estate assets, especially forestry, and on the management of financial investments.

She is also a shareholder and director of COFINA, a group that is a reference in the media sector in Portugal.

She is as well a shareholder and director of ALTRI, which resulted from a spin-off process from Cofina, a group that has registered remarkable growth through the completion of large and complex M&A operations. Its industrial units are today a world benchmark for technology and innovation and operate in the cellulosic fiber production sector and in the forest-based renewable energy sector, namely industrial cogeneration through black liquor and biomass.

More recently, and as one of the founders, she promoted the Initial Public Offering (IPO) of ALTRI's subsidiary, at the time a subsidiary, GreenVolt, having been a shareholder and administrator of the Company until May 31, 2024.

In addition to the companies where he currently holds management positions, his professional experience includes:

• 1995 Journalist in the economics area at the Semanário Económico newspaper
• 1996 Citibank Commercial Department
• 1996 Director of Promendo, S.A.
• 2009 Director of PROMENDO, SGPS, S.A.

As of 31 December 2024, the other companies where she carries out management functions are as follows:

• Altri, S.G.P.S., S.A.
  • Promendo Investimentos, S.A.
  • Ramada Investimentos e Indústria, S.A.

Laurentina da Silva Martins

With formation in Finance and Administration from Instituto Superior do Porto and is connected with Altri Group since its incorporation. She was designated Director in April 2020.

Her professional experience includes:

1990/2011 Finance Director of Companhia de Celulose do Caima, S.A. 2001/2012 Director of Cofina Media, S.G.P.S., S.A. 2001/2011 Director of Caima Energia – Empresa de Gestão e Exploração de Energia, S.A. 2004/2012 Director of Grafedisport – Impressão e Artes Gráficas, S.A. 2005/2011 Director of Silvicaima – Sociedade Silvícola do Caima, S.A. (currently Altri Florestal, S.A.) 2006/2020 Director of EDP – Produção Bioeléctrica, S.A. / Bioelétrica da Foz, S.A.	1965/1990	Finance Director Assessor of Companhia de Celulose do Caima, S.A.

As of 31 December 2024, the other companies where she carries out management functions are as follows:

– Altri, S.G.P.S., S.A.

– Ramada Investimentos e Indústria, S.A.

2. Statutory Audit Board

Qualifications, experience and positions held in other companies by members of the Statutory Audit Board:

Carlos Manuel Portela Enes Epifânio

Qualifications:

1976-1981	Degree in Economics from FEP, Eng. António de Almeida award for the best ranked student in 1980-1981
1981-1982	Partial attendance of the Master in Economics of the New University of Lisbon
1993	Curso Geral de Gestão Universidade do Porto ISEE (atual Porto Business School)
1996	The INSEAD Inter-Alpha Banking Program
2022	Advanced Program for Non-Executive Directors IPCG – Portuguese Institute of Corporate Governance

Professional Activity:

1981-1982	Intern Assistant at the Faculty of Economics of Universidade Nova de Lisboa
1982-1983	Intern Assistant at the Faculty of Economics Porto
1985-1988	National Development Bank Technician
1986-1990	Guest assistant at the Faculty of Economics of Porto
1988-1990	Deputy Director of the Northern Operations Department of Banco Espírito Santo
1990-1993	Director of the North Branch of Deutsche Bank
1993-2014	Deputy Director, Director and Coordinating Director of Banco Espírito Santo
1994-2004	Professor at the Higher Institute of Banking Management
2004-2007	Chairman of the Supervisory Board of PME Capital – Portuguese Venture Capital Society
2005-2015	Executive Director of Norgarante – Sociedade Portuguesa de Garantia Mútua, SA
2014-2018	Coordinating Director of Novo Banco, S.A.
2016-2019	Non-Executive Director of Banco Best – Banco Eletrônico Serviços Total SA

Other companies where he carries out functions:

Ramada Investimentos e Indústria, S.A. (President of the Statutory Audit Board) Banco Português de Fomento, S.A. (Non-Executive Director)

Jorge Manuel de Sousa Marrão

Qualifications:

Graduated in Organization and Business Management from the Higher Institute of Economics (currently ISEG).

Professional Activity:

• He has a degree in Business Organization and Management from Instituto Superior de Economia (currently ISEG).
• Professional Activity:
• President of the Executive Board of the Civic Association Mission Growth, since February 2019 In process of extinction;
• Non-Executive Director of APIS Companhia, S.A., from December 2006 to April 2023;
• President of the Civic Association Executive Board Farol Project, from March 2013 to May 2022;
• Partner in charge of Marketing, Communications, Business Development & Knowledge Management at Deloitte Consultores, S.A. (May 2012 - May 2022);
• Partner in charge of Acquisitions Mergers in the Real Estate & Tourism sector of Deloitte Corporate Finance, S.A (May 2012 - May 2022);
• Director of APIS Alimentar, S.A. (February 2008 to March 2023).

Other companies where he carries out functions:

Altri, S.G.P.S., S.A. (President of the Statutory Audit Board) Ramada Investimentos e Indústria, S.A. (Member of the Statutory Audit Board) Fidelidade Seguros, S.A. (Member of the Statutory Audit Board) OMIP - Operador do Mercado Elétrico (Portugal), S.A. (Non-Executive Director) Strategic Council of the Red Cross (Member) Patrons of the Arpad Szenes Foundation - Vieira da Silva (Member of the Board)

Ana Paula dos Santos Silva e Pinho

Qualifications:	Degree in Economics – Faculdade de Economia do Porto
	Statutory Auditor (ROC nr. 1 374)
	Post Graduate in Finance and Tax – Porto Business School
	Post Graduate in Tax Law – Faculdade de Direito da Universidade do Porto
	"Driving Corporate Performance" Executive Training Program – Harvard Business School
	Strategic Leadership Executive Training Program – Nova SBE
Professional Activity:	Auditor at Deloitte & Associados, SROC, S.A. (initially as staff member and later as Manager)
	Manager at the Corporate Centre of the Altri Group with responsibility for financial reporting, consolidation of accounts and tax
	Head of accounting at MC Sonae
	Finance Director at Farfetch
At the moment	Director of Consolidation and Technical Expertise Finance at SBM Offshore

Other companies where he carries out functions:

Altri, S.G.P.S., S.A. (Member of the Statutory Audit Board) Ramada Investimentos e Indústria, S.A. (Member of the Statutory Audit Board) Critical Manufacturing, S.A. (Member of the Statutory Audit Board)

André Seabra Ferreira Pinto

Qualifications:

Degree in Economics at University Portucalense Chartered Accountant (ROC no. 1,243) Executive MBA - Management School of Porto - University of Porto Business School

Professional Activity:

Between September 1999 and May 2008, worked in the Audit Department of Deloitte & Associados, SROC, S.A. (initially as a member of staff and since September 2004 as Manager). Between June 2008 and December 2010, Senior Manager of Corporate Finance department - Transaction Services at Deloitte Consultores.

Between January 2011 and March 2013, financial director of the WireCoWorldGroup companies in Portugal (a) Between April 2013 and February 2022, director (CFO) of the Mecwide Group Since March 2022, became CEO of Mecwide Group (a) Director of MWIDE, SGPS, S.A., as well as of the other companies comprising the Mecwide Group (a)

Other companies where he carries out functions:

Altri, S.G.P.S., S.A. (Member of the Remuneration Committee) Ramada Investimentos e Indústria, S.A. (Member of the Remuneration Committee) Altri, S.G.P.S., S.A. (Substitute Member of the Statutory Audit Board Ramada Investimentos e Indústria, S.A. (Substitute Member of the Statutory Audit Board)

3. Remuneration Committee

Qualifications, experience and positions held in other companies by members of the Remuneration Committee:

João da Silva Natária

Qualifications: Degree in Law from the University of Lisbon

Professional Activity:

1979	Managing Director of the Luanda/Viana branch of F. Ramada, by joint nomination of the Board and the Ministry of Industry in Angola
1983	Director of the Polyester and Buttons Department at F. Ramada, Aços e Indústrias, S.A.
1984/2000	Human Resources Director at F. Ramada, Aços e Indústrias, S.A.
1993/1995	Board Member of Universal – Aços, Máquinas e Ferramentas, S.A.
2000/2018	Lawyer with an independent practice, specialised in labour law and family law
	Retired

Other companies where he carries out functions:

Celbi, S.A. (President oh the Statutory Audit Board) Altri, SGPS, S.A. (President of the Remuneration Commission) Ramada Investimentos e Indústria, S.A. (President of the Remuneration Commission)

Pedro Nuno Fernandes de Sá Pessanha Da Costa

Qualifications:

Degree in Law from the University of Coimbra Faculty of Law in 1981 Complementary training in management and financial and economic analysis of companies at the Portuguese Catholic University – Porto School of Law in 1982 and 1983.

Professional Activity:

Member of the Portuguese Bar Association since 1983

Chairman of the Statutory Audit Board of a public company, from 1996 to 2010

Chairman of the Statutory Audit Board of Banco Português de Investimento S.A. since 2016 and BPI Private Equity - Sociedade de Capital de Risco, S.A. from 2018 to August 2019, the date on which both companies were extinguished by merger into Banco BPI, S.A.

Chairman of the Statutory Audit Board of the companies Altri, SGPS, S.A., Ramada Investimentos e Industria, S.A. and Cofina, SGPS, S.A., all three with securities admitted to trading on a regulated market (listed) in consecutive terms from 2014 to 2022.

Chairman of the Board of the General Meeting of several listed and non-listed companies

Continuous practice of law since 1983, with special emphasis on commercial and corporate law, mergers and acquisitions, foreign investment and international contracts

Co-author of the chapter on Portugal in "Handbuch der Europäischen Aktien- Gesellschaft" – Societas Europaea – by Jannot / Frodermann, published by C.F. Müller Verlag

Other companies where he carries out functions:

Altri, S.G.P.S., S.A. (Member of the Statutory Audit Board) Altri, S.G.P.S., S.A. (Member of the Remuneration Committee) Ramada Investimentos e Indústria, S.A. (Member of the Remuneration Committee) SOGRAPE S.G.P.S., S.A. (Chairman of the General Shareholders Meeting) SOGRAPE Vinhos, S.A. (Chairman of the General Shareholders Meeting) SOGRAPE Distribuição S.A. (Chairman of the General Shareholders Meeting) SOGRAPE S.G.P.S., S.A. (Member of the Remuneration Committee) Adriano Ramos Pinto, S.A. (Chairman of the General Shareholders Meeting)

Partner at Abreu Advogados – Sociedade de Advogados, SP, RL. Honorary Consul of Belgium in Porto President of the Board of Directors of the Porto Consular Corps Association Knight of the Order of the Crown by appointment of His Majesty the King of the Belgians

André Seabra Ferreira Pinto

Qualifications:

Degree in Economics at University Portucalense Chartered Accountant (ROC no. 1,243) Executive MBA - Management School of Porto - University of Porto Business School

Professional Activity:

Between September 1999 and May 2008, worked in the Audit Department of Deloitte & Associados, SROC, S.A. (initially as a member of staff and since September 2004 as Manager). Between June 2008 and December 2010, Senior Manager of Corporate Finance department - Transaction Services at Deloitte Consultores.

Between January 2011 and March 2013, financial director of the WireCoWorldGroup companies in Portugal (a) Between April 2013 and February 2022, director (CFO) of the Mecwide Group Since March 2022, became CEO of Mecwide Group (a) Director of MWIDE, SGPS, S.A., as well as of the other companies comprising the Mecwide Group (a)

Other companies where he carries out functions:

Altri, S.G.P.S., S.A. (Member of the Remuneration Committee) Ramada Investimentos e Indústria, S.A. (Member of the Remuneration Committee) Altri, S.G.P.S., S.A. (Substitute Member of the Statutory Audit Board) Ramada Investimentos e Indústria, S.A. (Substitute Member of the Statutory Audit Board)

INDIVIDUAL FINANCIAL STATEMENTS AND ACCOMPANYING NOTES

31 December 2024

Individual financial statements and accompanying notes (Amounts expressed in Euro)

Cofina SGPS, S.A

STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2024 AND 2023

(Translation of financial statements originally issued in Portuguese - Note 18)

(Amounts expressed in Euro)

ASSETS	Notes	31.12.2024	31.12.2023
NON-CURRENTS ASSETS
Investments in subsidiaries and joint ventures	4	—	1,969
Other financial investments	4	—	510
Total of non-current assets		—	2,479
CURRENT ASSETS
Trade receivables		—	—
Income tax	5 and 7	224,172	63,394
Other receivables		—	—
Other current assets		—	70,536
Other financial investments	4	—	10,000,000
Cash and cash equivalents	8	4,450,467	54,550,498
Total current assets		4,674,639	64,684,428
Non-current assets held for sale	4	1,969	3,634,599
TOTAL ASSETS		4,676,608	68,321,506
EQUITY AND LIABILITIES
EQUITY
Share capital	9	82,053	25,641,459
Treasury shares	9	(265)	—
Share premiums	9	489,959	15,874,835
Legal reserve	9	16,411	5,409,144
Other reserves	9	6,930	24,270,299
Net profit/(loss) for the year		1,733,059	(16,285,499)
TOTAL EQUITY		2,328,147	54,910,238
LIABILITIES
NON-CURRENT LIABILITIES
Other loans	10	—	—
Total non-current liabilities		—	—
CURRENT LIABILITIES
Provisions	4	—	13,200,000
Other loans	10	—	—
Trade payables		6,031	85,296
Income tax	5 and 7	—	—
Other payables	11	2,109,166	47,758
Other current liabilities	12	233,264	78,214
Total current liabilities		2,348,461	13,411,268
TOTAL LIABILITIES		2,348,461	13,411,268
TOTAL EQUITY AND LIABILITIES		4,676,608	68,321,506

The accompanying notes are an integral part of the individual financial statements.

Individual financial statements and accompanying notes (Amounts expressed in Euro)

Cofina SGPS, S.A

INCOME STATEMENTS BY NATURE FOR THE PERIODS ENDED 31 DECEMBER 2024 AND 2023

(Translation of financial statements originally issued in Portuguese - Note 18)

(Amounts expressed in Euro)

	Notes	31.12.2024	31.12.2023
Services rendered	16	—	611,420
Other income		6,916	13,462
External supplies and services	13	(396,473)	(740,776)
Payroll expenses	14	(333,487)	(359,477)
Provision and impairment losses	4	25,205	(13,200,000)
Other expenses		(40,828)	(43,395)
Results related to investments	4	864,891	(2,954,637)
Financial expenses	15	(176,638)	(266,666)
Financial income	15	1,210,432	258,277
Profit/(Loss) before income tax		1,160,018	(16,681,792)
Income tax	5	573,041	396,293
Net profit/(Loss) for the period		1,733,059	(16,285,499)

The accompanying notes are an integral part of the individual financial statements.

Individual financial statements and accompanying notes (Amounts expressed in Euro)

Cofina SGPS, S.A

STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED 31 DECEMBER 2024 AND 2023

(Translation of financial statements originally issued in Portuguese - Note 18)

(Amounts expressed in Euro)

	31.12.2024	31.12.2023
Net profit/(loss) for the period	1,733,059	(16,285,499)
Total comprehensive income for the period	1,733,059	(16,285,499)

The accompanying notes are an integral part of the individual financial statements.

Individual financial statements and accompanying notes (Amounts expressed in Euro)

Cofina SGPS, S.A

STATEMENTS OF CHANGES IN EQUITY FOR THE PERIODS ENDED 31 DECEMBER 2024 AND 2023 (Translation of financial statements originally issued in Portuguese - Note 18) (Amounts expressed in Euro)

							Net profit/
	Notes	Share capital	Treasury shares	Share premium	Legal reserve	Other reserves	(Loss) for the period	Total equity
Balance as at 1 January 2023		25,641,459	—	15,874,835	5,409,144	13,295,174	14,052,100	74,272,712
Appropriation of the result from 2022:
Transfer to other reserves	9	—	—	—	—	14,052,100	(14,052,100)	—
Dividends distribution		—	—	—	—	(3,076,975)	—	(3,076,975)
Comprehensive income for the period		—	—	—	—	—	(16,285,499)	(16,285,499)
Balance as at 31 December 2023		25,641,459	—	15,874,835	5,409,144	24,270,299	(16,285,499)	54,910,238
Balance as at 1 January 2024		25,641,459	—	15,874,835	5,409,144	24,270,299	(16,285,499)	54,910,238
Appropriation of the result from 2023:
Transfer to other reserves	9	—	—	—	—	(16,285,499)	16,285,499	—
Dividends distribution	9	—	—	—	—	(13,370,562)	—	(13,370,562)
Share capital increase through incorporation of share premiums	9	15,384,876	—	(15,384,876)	—	—	—	—
Amortization of shares with share capital reduction	9	(40,944,282)	—	—	(5,392,733)	5,392,733	—	(40,944,282)
Others		—	(265)	—	—	(41)	—	(306)
Comprehensive income for the period		—	—	—	—	—	1,733,059	1,733,059
Balance as at 31 December 2024		82,053	(265)	489,959	16,411	6,930	1,733,059	2,328,147

The accompanying notes are an integral part of the individual financial statements.

Individual financial statements and accompanying notes (Amounts expressed in Euro)

Cofina SGPS, S.A

STATEMENTS OF CASH FLOWS FOR THE PERIODS ENDED 31 DECEMBER 2024 AND 2023

(Translation of financial statements originally issued in Portuguese - Note 18) (Amounts expressed in Euro)

	Notes	2024		2023
Operating activities:
Receipts from customers		—		1,904,692
Payments to suppliers		(343,030)		(2,497,911)
Payments to personnel		(363,311)		(359,288)
Other receipts/payments relating to operating activities		(3,221,846)		(638,594)
Income tax (paid)/received		680,189	(3,247,998)	309,279	(1,281,822)
Cash flows generated by operating activities (1)			(3,247,998)		(1,281,822)
Investment activities:
Receipts arising from:
Financial investments	4.1 and 4.3	4,500,000		48,594,044
Interest and similar gains		942,506		193,709
Dividends	16	—	5,442,506	15,004,736	63,792,489
Payments relating to:
Financial investments	4.1	—	—	(7,076)	(7,076)
Cash flows generated by investment activities (2)			5,442,506		63,785,413
Financing activities:
Receipts arising from:
Loans obtained	10	—	—	17,334,172	17,334,172
Payments relating to:
Interest and similar expenses		(67,880)		(174,246)
Loans obtained	10	—		(32,500,000)
Amortization of shares with share capital reduction	9	(40,944,282)		—
Acquisition of treasury shares at fair value	9	(265)		—
Dividends	9	(11,282,112)	(52,294,539)	(3,076,975)	(35,751,221)
Cash flows generated by financing operations (3)			(52,294,539)		(18,417,049)
Cash and cash equivalents at the beginning of the period	8		54,550,498		10,463,956
Cash and cash equivalents variation: (1)+(2)+(3)			(50,100,031)		44,086,542
Cash and cash equivalents at the end of the period	8		4,450,467		54,550,498

The accompanying notes are an integral part of the individual financial statements.

1. INTRODUCTORY NOTE

Cofina, SGPS, S.A. ("Cofina" or "the Company") is a public company, whose headquarters are located at Rua Manuel Pinto de Azevedo, 818, in Porto. In recent years it has developed its activity in the management of investments in the media sector, operating in this sector until November 2023 mainly through Cofina Media, S.A. (Note 4), and its shares are listed on the Euronext Lisbon stock exchange.

The accompanying financial statements are expressed in Euro (rounded up to the nearest whole number), which is the currency used by the Company in its operations and is, therefore, considered its functional currency.

On 18 November 2024, the Board of Directors of Cofina, SGPS, S.A. informed the market that, by resolution taken at a meeting of that governing board, the dissolution with immediate sharing of the Company would be proposed to the Shareholders at the 2025 Annual General Meeting. Accordingly, these financial statements were prepared on the basis of liquidation, to comply with Article 149 of the Portuguese Companies Code, as it is the Board of Directors' expectation that the liquidation of the Company is going to be approved in the 2025 Annual General Meeting.

The financial statements were approved by the Board of Directors and authorised for issuance on 31 January 2025. Its final approval is still subject to agreement from the Shareholders' General Meeting. The Company and the Board of Directors expect the same to be approved with no significant changes.

2. MATERIAL ACCOUNTING POLICIES

The material accounting policies adopted when preparing the attached financial statements are described below. Considering that the financial statements as of 31 December 2024 were prepared in the basis of liquidation, these are not directly comparable to the financial statements as of 31 December 2023, which were prepared on a going concern basis.

In addition, there were no significant changes to the main estimates used by the Company in preparing the financial statements.

2.1 BASIS OF PRESENTATION

The attached financial statements were prepared in the assumption of ending of operations, in accordance with the International Financial Reporting Standards, as adopted by the European Union ("IFRS-EU") in force for the period ended beginning on 1 January 2024. These correspond to the International Financial Reporting Standards issued by the International Accounting Standards Board ("IASB") and interpretations issued by the IFRS Interpretations Committee ("IFRS - IC") or by the former Standing Interpretations Committee ("SIC"), which have been adopted by the European Union on the reporting date, adjusted for the preparation in the basis of liquidation.

Regarding the end of operations, the Company has analyzed its liabilities as at 31 December 2024, recording all remaining liabilities. On the other hand, it carried out an impairment analysis of its assets, and no impairment was recognized. All assets were recorded at the lower of their estimated realizable value and their book value.

The attached financial statements were prepared from the accounting books and records of the Company and joint ventures, in the assumption of the end of operations. The attached financial statements have been prepared on a historical cost basis.

The preparation of financial statements under IFRS-EU requires the use of estimates, assumptions and critical judgments in the process of determining the accounting policies to be adopted by the Company, with significant impact on the book value of assets and liabilities, as well as on income and expenses for the period. Although these estimates are based on the best experience of the Board of Directors and on its best expectations regarding current and future events and actions, current and future results may differ from these estimates. Areas involving a higher degree of judgement or complexity, or areas with significant assumptions and estimates are disclosed in Note 2.3.

In addition, for financial reporting purposes, fair-value measurement is categorised in three levels (Level 1, 2 and 3), taking into account, among others, whether the data used are observable in an active market, as well as their meaning in terms of valuing assets / liabilities or disclosing them.

Fair value is the amount for which an asset can be exchanged or a liability can be settled, between knowledgeable and willing parties, in a transaction not involving a relationship between them, regardless whether this price can be directly observable or estimated, using other valuation techniques. When estimating the fair value of an asset or liability, the Company considers the features that market participants would also take into account when valuing the asset or liability on the measurement date.

Assets measured at fair value following initial recognition are grouped into 3 levels according to the possibility of observing their fair value in the market:

Level 1: fair value is determined based on active market prices for identical assets/liabilities;

Level 2: fair value is determined based on evaluation techniques. The assessment models' main inputs are observable in the market; and

Level 3: fair value is determined based on assessment models, whose main inputs are not observable in the market.

(i) Adoption of new standards and interpretations, amendments or reviews

Up to the date for approving these financial statements, the European Union endorsed the following accounting standards, interpretations, amendments, and revisions, mandatory applied to the financial year beginning on 1 January 2024:

Standard / Interpretation	Applicable in the European Union in the financial years initiated in or after
Amendments to IAS 1 - Classification of liabilities as current and non-current and Non-current liabilities with covenants	1-Jan-24	These amendments clarify the existing guidelines in IAS 1 regarding the classification of financial liabilities between current and non-current, clarifying that the classification should be measured according to an entity's right to defer payment at the end of each reporting period. In particular, the amendments (i) clarify the concept of 'settlement' by stating that if an entity's right to defer settlement of a liability is subject to compliance with future covenants, the entity has the right to defer settlement of the liability even if it does not comply with those covenants at the end of the reporting period; and (ii) clarify that the classification of liabilities is not affected by the entity's expectation (based on the existence or non-existence of the right, disregarding any probability of exercising or not exercising that right), or by events occurring after the reporting date, such as non compliance with a covenant. If the right to defer settlement for at least twelve months is subject to certain conditions being met after the balance sheet date, these criteria do not affect the right to defer settlement for the purpose of classifying a liability as current or non-current. This amendment applies retrospectively.
Amendments to IAS 7 and IFRS 7 - Disclosures: Supplier financing arrangements	1-Jan-24	These amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures aim to clarify the characteristics of a supplier financing arrangement, and introduce additional disclosure requirements when such arrangements exist. The disclosure requirements are intended to help users of financial statements understand the effects of supplier financing arrangements on the entity's liabilities, cash flows and exposure to liquidity risk.
Amendments to IFRS 16 - Leases - Lease liabilities in sale and leaseback transactions	1-Jan-24	This amendment to IFRS 16 Leases introduces guidance on the subsequent measurement of lease liabilities related to sale and leaseback transactions that qualify as a "sale" in accordance with the principles of IFRS 15, with greater impact when some or all of the lease payments are variable lease payments that do not depend on an index or a rate. In the subsequent measurement of the lease liability, the seller lessee must determine the "lease payments" and "revised lease payments" in such a way that they do not recognize gains/(losses) in relation to the right of use they retain. This amendment applies retrospectively.

There were no significant effects on the Company's financial statements for the year ended 31 December 2024, from the adoption of the above standards, interpretations, amendments and revisions.

Since the financial statements have been prepared on a liquidation basis, it is not necessary to disclose the standards, interpretations, amendments and revisions that will come into force in future years, since they will not be applied by the Company.

2.2 MATERIAL ACCOUNTING POLICIES

As indicated in the Introductory Note, the financial statements have been prepared on a liquidation basis, whereby assets were measured at their estimated realizable value and liabilities include all estimated liabilities until the conclusion of the Company's liquidation process, including all estimated expenses after 31 December 2024 and up to the estimated date of liquidation of the Company.

The financial statements as at 31 December 2023 were presented for comparative purposes, prepared under the going concern assumption.

The material accounting policies used by the Company in the preparation of its financial statements are as follows:

a) Investments in subsidiaries and joint ventures

Until 31 December 2023, investments in equity holdings in subsidiaries and joint ventures are recorded using the equity method.

Subsidiaries are all entities over which Cofina has control, that is, it has the power to control its financial and operating policies, in such a way that it is able to influence, as a result of their involvement, the return on the activities of the held entity and the ability to affect that return (definition of control used by the Company).

Financial investments in joint ventures are investments in entities that are the object of a joint agreement by all or by part of their holders, and the parties that have joint control of the agreement have rights over the entity's net assets. Joint control is obtained by contractual provision and exists only when the associated decisions have to be taken unanimously by the parties that share control.

In situations where the investment or financial interest and the contract concluded between the parties allows the entity to have direct joint control over the rights to hold the asset or obligations inherent of the liabilities related to that agreement, it is considered that such joint agreement does not correspond to a joint venture, but to a jointly controlled operation.

In accordance with the equity method, these financial investments are initially recorded at acquisition cost. Financial investments are subsequently adjusted by the amount corresponding to the Company's participation in the comprehensive income (including net income for the year) of the subsidiaries and joint ventures, against other comprehensive income of the Company or of the gains or losses for the year, as applicable. In addition, the dividends of these companies are recorded as a decrease in the value of the investment, and the proportionate share in changes in equity is recorded as a change in the Company's equity.

When the Company's share in subsidiaries and joint ventures' accumulated losses exceeds the amount at which the investment is recorded, the investment is reported as nil value, except when the Company has shouldered commitments towards the subsidiaries and joint venture. In such cases, a provision is recorded in order to fulfil those obligations.

The accounting policies of subsidiaries and joint ventures are changed, whenever necessary, in order to make sure they are consistently applied.

The differences between the acquisition price and the fair value of the identifiable assets and liabilities of the subsidiaries and joint ventures on the acquisition date, if positive, are recognized as Goodwill and maintained at the value of the financial investment. If these differences are negative, they are recorded as income for the year under the item "Results related to investments", after reconfirmation of the fair value attributed.

Cofina conducts impairment tests to financial investments whenever events or changes in the surrounding conditions indicate that the amount for which they are recorded in the individual financial statements might not be recoverable, and impairment losses are recorded as an expense when shown to exist. When impairment losses recognised in previous financial years no longer exist, are reversed.

The impairment analysis is based on the evaluation of the cash-generating units, using the 'discounted cash-flow' method, based on the financial projections of cash-flow at five years of each, the year of perpetuity starting from the fifth year, deducted from the fair value of the liabilities.

The Board of Directors believes that the methodology described above leads to reliable results on the existence of any impairment of the investments under analysis, as they take into consideration the best information available at the time of preparation of the financial statements.

There are no investments in subsidiaries as at 31 December 2024.

b) Financial instrumentss

Financial assets and liabilities

Financial assets and liabilities are recognised in the Company's statement of financial position when it becomes part of the contractual provisions of the instrument.

Financial assets and liabilities are initially measured at their fair value. Transaction costs directly attributable to the acquisition or issuance of financial assets and liabilities (other than financial assets or liabilities measured at fair value through income statement) are added to, or deducted from, the fair value of the financial asset or liability, as appropriate, on initial recognition.

Transaction costs directly attributable to the acquisition of financial assets or liabilities recognised at fair value through profit or loss are recognised immediately in the income statement.

Financial assets

All purchases and sales of financial assets are recognised on the date of signature of the respective purchase and sale contracts, regardless of the date of their financial settlement. As at 31 December 2024, the financial assets were recognised at their estimated realizable value.

Until 31 December 2023, all recognised financial assets are subsequently measured at amortised cost or at their fair value, depending on the business model adopted by the Company and the characteristics of its contractual cash flows. The description of the following accounting policy therefore refers to the accounting policies adopted in the financial statements as of 31 December 2023 presented for comparative purposes.

Initially, assets are classified and subsequently measured at amortised cost, at fair value through other comprehensive income, and at fair value through profit or loss.

The initial classification of financial assets depends on the contractual characteristics of the cash flows and the business model adopted by the Company to manage them. Except for Trade receivables that do not have a significant financial component and for which the Company adopts the practical expedient, the Company initially measures a financial asset at fair value plus transaction costs if an asset is not classified at fair value through profit or loss.

Trade receivables that do not have a significant financial component and for which the Company adopts the practical expedient are measured at the transaction price calculated in accordance with IFRS 15.

In order for a financial asset to be classified and measured at amortised cost or at fair value through other comprehensive income, it must provide cash flows that are solely payments of principal and interest (SPPI) on the principal outstanding. This assessment, known as the "cash flows that are solely payments of principal and interest" test, is performed for each financial instrument.

The business model established for managing financial assets concerns the way financial assets are managed by the Company with a view to obtaining cash flows. The business model can be designed to obtain contractual cash flows, to dispose of financial assets or both.

Classification of financial assets

(i) Financial assets measured at amortised cost (debt instruments and receivables)

Fixed income debt instruments and receivables that meet the following conditions are subsequently measured at amortised cost:

• the financial asset is held taking into account a business model whose objective is to preserve it in order to receive its contractual cash flows; and
• the contractual terms of the financial asset generate, on specific dates, cash flows that are solely payments of principal and interest on the amount of principal outstanding.

The effective interest rate method is a method of calculating the amortised cost of a financial instrument and of allocating the corresponding interest during its life.

For financial assets that are not acquired or originated with impairment (i.e. assets impaired on initial recognition), the effective interest rate is the one that accurately discounts estimated future cash flows (including fees and commissions paid or received that are an integral part of the effective interest rate, transaction costs and other premiums or discounts) over the expected life of the instrument in its gross carrying amount at the date of its initial recognition.

The amortised cost of a financial asset is the amount by which it is measured on initial recognition net of principal repayments plus the accumulated amortisation, using the effective interest rate method, of any difference between that initial amount and the amount of its repayment, adjusted for any impairment losses.

Interest-related revenue is recognised in the income statement under the line item 'Financial income', using the effective interest rate method, for financial assets subsequently recorded at amortised cost or at fair value through the income statement. Interest revenue is calculated by applying the effective interest rate to the financial asset's gross carrying amount.

Financial assets at amortised cost are subsequently measured using the effective interest method and are subject to impairment. Gains and losses are recorded in the income statement when the asset is derecognised, modified or becomes impaired.

(ii) Financial assets at fair value through other comprehensive income (debt instruments)

Debt instruments and receivables that meet the following conditions are subsequently measured at fair value through other comprehensive income:

• the financial asset is held taking into account a business model whose objective provides for both receiving its contractual cash flows and its disposal; and
• the contractual terms of the financial asset generate, on specific dates, cash flows that are solely payments of principal and interest on the amount of principal outstanding.

In the case of debt instruments measured at fair value through other comprehensive income, the interest income, exchange rate differences and impairment losses and reversals are recorded in the income statement and calculated in the same way as financial assets measured at amortised cost. The remaining changes in fair value are recorded in other comprehensive income.

Upon derecognition, changes in fair value accumulated under other comprehensive income are transferred (recycled) to profit or loss.

There were no financial instruments in these conditions as at 31 December 2024 and 2023.

(iii) Financial assets at fair value through other comprehensive income (equity instruments)

In the initial recognition, the Company can make an irrevocable choice (on a financial instrument by financial instrument basis) to state certain investments under equity instruments (shares) at fair value through other comprehensive income when these fulfil the definition of capital provided for under IAS 32 Financial Instruments: Presentation and not held for trading. Classification is determined on an instrument-by- instrument basis.

The fair-value designation through other comprehensive income is not permitted if the investment is held for trading purposes or when resulting from a contingent consideration recognised as part of a business combination.

A equity instrument is held for trading if:

• it is acquired primarily for the purpose of short-term disposal;
• on the initial recognition, it is part of a portfolio of identified financial instruments that the Company jointly manages and which shows an actual recent pattern of obtaining short-term gains; or
• it is a derivative financial instrument (except if attributed to a hedging transaction).

Investments in equity instruments recognised at fair value through other comprehensive income are initially measured at their fair value plus transaction expenses. Subsequently, they are measured at their fair value with gains and losses arising from their change, as recognised under other comprehensive income. At the time of its disposal, the accumulated gain or loss generated with these financial instruments is not reclassified to the income statement, but, rather, merely transferred to the line item "Retained Earnings."

Dividends associated with investments in equity instruments recognised at fair value through other comprehensive income are recognised in the income statement when they are attributed/resolved on unless they clearly represent a recovery of part of the investment cost. Dividends are recorded in the income statement under "Financial income".

In the application of IFRS 9, the Company designated investments in equity instruments that were not held for trading as valued at fair value through profit or loss.

(iv) Financial assets at fair value through profit or loss

Financial assets that do not meet the criteria for being measured at amortised cost or at fair value through other comprehensive income are measured at fair value through the income statement. These financial assets include financial assets held for trading, financial assets designated at the time of initial recognition as measured at fair value through profit or loss, or financial assets that are mandatorily measured at fair value.

Financial assets recorded at fair value through profit or loss are measured at fair value obtained at the end of each reporting period. The corresponding gains or losses are recognised in the income statement, except if they are part of a hedging relationship.

Financial assets impairment

The Company recognises an adjustment for expected credit losses for all debt instruments not measured at fair value through profit or loss. Expected credit losses are based on the difference between the contractual cash flows due and all cash flows that the Company expects to receive, discounted at a rate close to that of the original effective interest rate. The expected cash flows include cash flows from the disposal of collateral held or any other credit guarantees that are an integral part of the contractual terms and conditions.

Expected credit losses are recognised in two stages: (i) for situations where there has not been a significant increase in credit risk since initial recognition, expected credit losses are those that could result from default events that may occur within the subsequent 12 months; (ii) for situations where there has been a significant increase in credit risk since initial recognition, an impairment loss is calculated for all expected credit losses throughout the asset's life, regardless of when default occurred.

For trade receivables and assets associated with contracts with customers, the Company applies a simplified approach when calculating expected credit losses.

The Company therefore does not monitor changes to credit risk, but instead recognises the impairment loss based on the expected credit loss throughout the asset's life, at each reporting date. The Company has established an impairment matrix based on the credits previously lost, adjusted for specific forward-looking factors specific to debtors and the economic environment.

The Company considers a financial asset to be in default when it is more than 180 days past due. In certain cases, the Company may also consider that a financial asset is in default when internal and external information indicates the

Company is unlikely to receive the full amount it is owed without having to call its guarantees. A financial asset is derecognised when there is no reasonable expectation of recovering contractual cash flows.

Derecognition of financial assets

A financial asset (or, where applicable, a part of the financial asset or of a group of financial assets) is derecognised (i.e., removed from the Statement of Financial Position) when:

• The contractual rights to receive cash flows resulting from the financial asset expire; or
• The Company transferred its contractual rights to receive cash flows resulting from the financial asset or undertook an obligation to pay the cash flows received in full within a short period under an agreement in which the Company i) has no obligation to pay any amounts to final recipients unless it receives equivalent amounts resulting from the original asset; ii) is prohibited by the terms of the transfer agreement to sell or pledge the original asset other than as a guarantee to the final recipients due to the obligation to pay them cash flows; and iii) the Company has an obligation to remit any cash flow it receives on behalf of the final recipients without significant delays; and
• The Company substantially transferred all of the asset's risks and benefits, or the Company did not substantially transfer or retain all the assets and benefits of the asset, but has transferred control over the asset.

When the Company transfers its rights to receive cash flows from an asset or is party to an agreement that may allow derecognition, it assesses whether, and to what extent, the risks and benefits associated with the ownership of the asset have been retained.

When substantially every risk and benefit arising from ownership of an asset is neither transferred nor retained, or control over the asset has not been transferred, the Company continues to recognise the transferred asset to the extent of its continuing involvement. In this case, the Company also recognises the corresponding liability. The transferred asset and the corresponding liability are measured on a basis that reflects the rights and obligations retained by the Company.

If the Company's continuing involvement takes the form of a guarantee on the transferred asset, the measure of continuing involvement is the lowest between the asset's original book value and the maximum amount of consideration received that the Company might pay.

Consequently, customer balances represented by discounted bills but not due and receivables transferred in factoring at the date of each statement of financial position, except for "factoring without recourse" transactions (and for which the risks and benefits inherent to these receivables are unequivocally transferred), are recognised in the Company's financial statements up to the time they are received.

(v) Financial liabilities and equity instruments

Classification as financial liability or as an equity instrument

Financial liabilities and equity instruments are classified as a liability or as equity according to the transaction's contractual substance.

Equity

The Company considered equity instruments to be those where the transaction's contractual support shows that the Company holds a residual interest in a set of assets after deducting a set of liabilities.

The equity instruments issued by the Company are recognised at the amount received, net of costs directly attributable to their issue.

The repurchase of equity instruments issued by the Company (own shares) is accounted for at its acquisition cost as a deduction from equity. Gains or losses inherent to disposal of own shares are recorded under the line item 'Other reserves.'

Financial liabilities

As of 31 December 2024, liabilities were recorded at their estimated settlement value. As of 31 December 2023, after initial recognition, every financial liability is subsequently measured at amortised cost or at fair value through income statement. The description of the following accounting policy therefore refers to the accounting policies adopted in the financial statements as of 31 December 2023 presented for comparative purposes.

Financial liabilities are recorded at fair value through profit or loss when:

• the financial liability results from a contingent consideration arising from a business combination;
• the liability is held for trading; or
• the liability is designated to be recorded at fair value through the income statement.

A financial liability is classified as held for trading if:

• it is acquired primarily for the purpose of short-term disposal; or
• in the initial recognition, it is part of a portfolio of identified financial instruments that the Company jointly manages and which shows an actual recent pattern of obtaining short-term gains; or
• it is a derivative financial instrument (except if attributed to a hedging transaction).

Financial liabilities recorded at fair value through income statement are measured at their fair value with the corresponding gains or losses arising from their change, as recognised in the income statement, except if assigned to hedging transactions.

Financial liabilities subsequently measured at amortised cost

Financial liabilities not designated for recording at fair value through income statement are subsequently measured at amortised cost using the effective interest rate method.

The effective interest rate method is a method of calculating the amortised cost of a financial liability and of allocating the corresponding interest during its life.

The effective interest rate is the one that accurately discounts estimated future cash flows (including fees and commissions paid or received that are an integral part of the effective interest rate, transaction costs and other premiums or discounts) over the expected life of the instrument in its gross carrying amount at the date of its initial recognition.

Types of financial liabilities

Loans in the form of commercial paper issues are classified as non-current liabilities when they are guaranteed to be placed for more than one year, and the Company's Board of Directors intends to use this source of funding also for more than one.

Following their initial recognition, loans are subsequently measured at amortised cost using the effective interest method. Gains and losses are recorded in the income statement when liabilities are derecognised and through amortisation resulting from the effective interest method. The amortised cost is calculated taking into account any acquisition discount or premium and the fees and other costs that are an integral part of the effective interest rate. The effect of effective interest is recorded under financial costs in the income statement.

Derecognition of financial liabilities

The Company derecognises financial liabilities when, and only when, the Company's obligations are settled, cancelled or have expired.

The difference between the derecognised financial liability's carrying amount and the consideration paid or payable is recognised in the income statement.

When the Company and a given creditor exchange a debt instrument for another containing substantially different terms, said exchange is accounted for as an extinction of the original financial liability and the recognition of a new financial liability.

Individual financial statements and accompanying notes (translation of notes originally issued in Portuguese – Note 18) (Amounts expressed in Euro)

Likewise, the Company accounts for substantial modifications to the terms of an existing liability, or to a part thereof, as an extinction of the original financial liability and the recognition of a new financial liability.

If the modification is not substantial, the difference between: (i) the liability's carrying amount prior to modification; and (ii) the present value of future cash flows after modification is recognised in the income statement as a modification gain or loss.

Offsetting financial instruments

Financial assets and financial liabilities are offset and the corresponding net amount is shown under the balance sheet if there is a present right of mandatory fulfilment to offset the recognised amounts and with the intention of either settling on a net basis or realising the asset and simultaneously settling the liability.

c) Provisions

Provisions are recognised when, and only when, the Company (i) has a present obligation (legal or implicit) obligation resulting from a past event, (ii) it is likely that, to resolve this obligation an outflow of resources occurs, and (iii) the obligation's amount might be reasonably estimated. Provisions are reviewed on the date of each statement of financial position and adjusted to reflect the best estimate on that date.

Provisions for restructuring costs are recognised whenever a formal and detailed restructuring plan exists and has been communicated to the parties involved.

As of 31 December 2024, provisions are recorded at their estimated settlement value. As of 31 December 2023, provisions are recorded at the present value of the cash flows required to settle such an obligation.

d) Cash and cash equivalents

The amounts included under "Cash and cash equivalents" correspond to cash on hand, bank deposits, term deposits and other cash investments, maturing in less than three months and which can be immediately available without significant risk of change in value.

In the statement of cash flows, "Cash and cash equivalents" also comprises bank overdrafts included under the current liability item "Bank loans".

e) Statement of cash flows

The statement of cash flows is prepared according to IAS 7, using the direct method.

The statement of cash flows is categorised under operating activities (which include Receipts from customers, Payments to suppliers, Payments to personnel and other items related to operating activities), financing activities (which include cash receipts and payments related to loans, leasing contracts and dividend payments) and investment activities (which include the acquisition and disposal of investments in subsidiaries and cash receipts and payments resulting from the purchase and sale of property, plant and equipment).

f) Contingent assets and liabilities

Contingent liabilities are defined by the Company as (i) possible obligations arising from past events, whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not under full control of the Company, or (ii) present obligations arising from past events but that are not recognised because it is unlikely that a cash flow affecting economic benefits will be required to settle the obligation or the amount of the obligation cannot be measured with sufficient reliability.

Contingent liabilities are not recognised in the Company's financial statements and are actually disclosed unless the possibility of a cash outflow affecting future economic benefits is remote, in which case they are not disclosed at all.

Contingent assets are possible assets that arise from past events and whose existence will only be confirmed by the occurrence or non-occurrence of one or more uncertain future events not fully under the control of the Company.

Contingent assets are not recognised in the Company's financial statements, being disclosed only when future economic benefits are likely to occur.

g) Income tax

Income tax for the period ended is calculated based on the taxable results of the Company in accordance with the tax regulations in force.

As at 31 December 2023, as a result of the sale of the subsidiary Cofina Media, S.A., Cofina SGPS began to be taxed individually, as the group relationship ceased after that date.

On a liquidation basis, deferred taxes are not calculated.

Under the going concern assumption, applied in the preparation of the financial statements at 31 December 2023, presented for comparative purposes, deferred taxes are calculated using the statement of financial position liability method and reflect the temporary differences between the amount of assets and liabilities for accounting reporting purposes and the respective amounts for tax purposes. Deferred tax assets and liabilities are calculated and annually assessed using the tax rates in force or announced as coming into force at the expected date of reversal of temporary differences.

The measurement of deferred tax assets and liabilities:

• It is conducted in accordance with the expected rates to be applied in the period the asset is realised or the liability is settled, based on the tax rates approved on the date of the statement of financial position; and
• It reflects the tax consequences arising from the way the Company expects, on the date of the statement of financial position, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets are recognised only when there are reasonable expectations of sufficient future tax profits for their use, or in situations where there are taxable temporary differences that offset the temporary differences deductible in the period of their reversal. At the end of each period a review is made of these deferred taxes, which are reduced whenever their future use is no longer likely.

Deferred taxes are not recognised in respect to temporary differences associated with investments in subsidiaries and associates, since the following conditions are simultaneously considered to be met:

• The Company is able to control the timing of the temporary reversal; and
• It is likely that the temporary differences will not be reversed in the foreseeable future.

Deferred taxes are recorded as expenses or income for the period ended, except if they result from amounts recorded directly in equity, in which case the deferred tax is also recorded under the same line item.

h) Revenue

Cofina recognises revenue in accordance with IFRS 15, which sets forth that an entity recognises revenue in order to reflect the transfer of goods and services contracted by customers, in the retribution amount to which the entity expects to be entitled to receive as consideration for delivery of said goods or services, based on the 5-step model below:

• contract identification with a client;
• performance obligation identification;
• pricing of the transaction;
• allocation of the transaction price to performance obligation; and
• recognition of revenue when or as the entity meets a performance obligation.

Revenue is recognised net of bonuses, discounts and taxes (e.g.: trade discounts), and refers to the consideration received or receivable for services provided in line with the type of business identified.

Revenue is recognised in the amount of the performance obligation fulfilled. The transaction price is a fixed component.

The Company considers the facts and circumstances when analysing the terms of each contract with clients, applying the requirements that determine the recognition and measurement of revenue in a harmonised way, when dealing with contracts with similar characteristics and circumstances.

i) Accrual accounting basis

On a liquidation basis, all the costs to be incurred until liquidation, as well as the expected realization value of the assets are accrued.

Under the going concern assumption, applied in the preparation of the financial statements at 31 December 2023, presented for comparative purposes, the remaining income and expenses were recorded on an accrual basis, whereby they are recognised as they are generated regardless of when they are received or paid. The differences between the amounts received and paid and the corresponding income and expenses generated were recorded under the line items 'Other current assets', 'Other current liabilities', 'Other non-current assets', and 'Other non-current liabilities.'

j) Subsequent events

The events occurring after the statement of financial position providing additional evidence or information regarding conditions that existed on the date of the statement of financial position (adjusting events) are reflected in the Company's financial statement. Events after the date of the statement of financial position that are indicative of the conditions that arose after the date of the statement of financial position (non-adjusting events), when material, are disclosed in the Notes to the financial statements.

2.3 JUDGEMENTS AND ESTIMATES

In preparing the financial statements, in accordance with the accounting standards in force (Note 2.1), the Company's Board of Directors adopted certain assumptions and estimates affecting assets and liabilities, as well as income and expenses incurred in relation to the reported periods. All of the estimates and assumptions by the Board of Directors were made based on the best information available, on the date of approval of financial statements, events and ongoing transactions, as well as the experience of past and/or current events.

The main value judgments and estimates made in the preparation of the accompanying financial statements relate to the estimated realization and liquidation values of assets and liabilities, and expenses to be incurred until the conclusion of the liquidation of the Company.

2.4 CHANGES IN ACCOUNTING POLICIES AND ERROR CORRECTION

Regarding new standards, interpretations, amendments and revisions to IFRS, see Note 2.1.

The financial statements as of 31 December 2024 were prepared on a liquidation basis and are therefore not comparable with the financial statements as of 31 December 2023.

3. FINANCIAL RISK MANAGEMENT

The Company is exposed to (a) market risk and (b) liquidity risk. The main purpose of risk management is to reduce these risks to a level considered acceptable.

The general principles of risk management are approved by the Board of Directors, and their implementation and monitoring are overseen by the administrators.

(i) Market risk

The current macroeconomic environment, marked by continued high interest rates, geopolitical risks and uncertainties regarding its future evolution, as a result of the combination of several effects, namely the current armed conflicts, poses significant challenges to the businesses and their operations.

The Board of Directors is monitoring the impacts of the current macroeconomic environment in Cofina's chain of operations, ensuring that mitigating measures are applied to minimize, where possible, the negative effects and the uncertainty that threatens the global economic stability.

Interest rate risk is also of particular importance in market risk management.

a. Interest rate

Interest rate risk is essentially related to the Company's debt indexed to variable interest rates, which could expose the cost of debt to a volatility risk.

When deemed relevant, the Company uses derivatives or similar transactions to hedge significant interest rate risks. Three principles are used in selecting and determining interest rate hedging instruments:

• For each derivative or hedging instrument used to protect against the risk associated with a particular credit facility, the dates of interest paid on loans to be hedged and the settlement dates of the instruments under hedging match;

• Perfect correspondence between the basic rates: the indexing used for the derivative or hedging instrument should be the same as that which applies to the credit facility/transaction being hedged; and

• Since the start of the transaction, the maximum cost of debt, resulting from the hedging transaction performed, is known and limited, even in scenarios of extreme changes in market interest rates, such that the resulting interest rates are within the cost of the funds considered in the Company's business plan.

When debt is indexed to variable rates, interest rate swaps are used, when such is deemed necessary, as a way to protect against future cash flow changes associated with interest payments. The economic effect of the agreed interest rate swaps consists of taking the corresponding loans associated with variable rates and converting them to fixed rates. Under interest rate swap contracts, the Company agrees with third parties (Banks) on the exchange, in pre-set time periods, of the difference between the amount of interest calculated at the agreed fixed rate and at the variable rate of the reset time, with reference to the corresponding notional amounts agreed upon.

The hedging instrument counterparties are limited to credit institutions of high credit quality. It is the Company's policy to favour putting these instruments under contract with banking entities that are part of its financing operations. For the purpose of determining the counterparty in one-off transactions, Cofina asks a representative number of banks to submit proposals and indicative prices so as to ensure adequate competitiveness for these transactions.

In determining the fair value of hedging transactions, Cofina uses certain methods, such as option assessment models and future cash flow updating models, while using certain assumptions based on the conditions of prevailing market interest rates at the date of the statement of financial position. Comparative quotes from financial institutions, for specific or similar instruments, are used as an assessment benchmark.

The Board of Directors approves the terms and conditions of financing deemed material for the Company. As such, it examines the debt structure, the inherent risks and the different options available in the market, namely regarding the type of interest rate (fixed/variable).

During the 2024 and 2023 period, no derivatives were contracted to hedge interest rate or foreign exchange rate risks.

In addition, as at 31 December 2024 and 2023, Cofina has not contracted any bank loans.

(ii) Liquidity Risk

The main objective of the liquidity risk management policy is to ensure that the Company has the capacity to liquidate or meet its responsibilities and to pursue the strategies outlined in compliance with all its commitments to third parties within the stipulated time frame.

The Company defines as an active policy (i) to maintain a sufficient level of free and immediately available resources to meet the necessary payments on maturity, (ii) to limit the probability of default on the repayment of all its investments and loans by negotiating the extent of the contractual clauses, and (iii) to minimise the opportunity cost of holding excess liquidity in the short term.

It also seeks to make the due dates of assets and liabilities compatible, through a streamlined management of their maturities.

4. INVESTMENTS IN SUBSIDIARIES AND JOINT VENTURES, OTHER FINANCIAL INVESTMENTS AND NON-CURRENT ASSETS HELD FOR SALE

4.1 Investments in subsidiaries and joint ventures

During the years ended 31 December 2024 and 2023, the movement in the value of investments in subsidiaries and joint ventures was as follows:

	31.12.2024	31.12.2023
	Mercados Globais	Cofina Media	Mercados Globais	Total
Investments in subsidiaries and joint ventures
Opening balance as at 1 January	1,969	68,432,782	—	68,432,782
Acquisitions in the year	—	—	7,076	7,076
Equity method
Effect on gains and losses related to subsidiaries	—	4,125,663	(5,107)	4,120,556
Dividends distributed (Note 16)	—	(15,004,736)	—	(15,004,736)
Disposals of subsidiaries	—	(57,553,709)	—	(57,553,709)
Transfer to non-current assets held for sale	(1,969)	—	—	—
Closing balance	—	—	1,969	1,969

On 8 November 2023, the Cofina Group informed the market of the completion of the transaction for the sale of all the shares representing the share capital and voting rights of Cofina Media, S.A., under the terms of the revised final proposal (Best and Final Offer), timely disclosed to the market in a press release dated 15 September 2023, signed by (i) members of the management team of Cofina Media, (ii) executives of such subsidiary and (iii) a group of investors, namely: Luís Santana, Ana Dias, Octávio Ribeiro, Isabel Rodrigues, Carlos Rodrigues, Luís Ferreira, Carlos Cruz, Cristiano Ronaldo, Domingos Vieira de Matos, Paulo Fernandes and João Borges de Oliveira, through the vehicle company Expressão Livre, SGPS, S.A., which assigned its contractual position in the share purchase agreement entered into in the context of the transaction to Expressão Livre II, SGPS, S.A., which acquired ownership of the Cofina Media shares. As a result of this transaction, Cofina SGPS recognized in the individual financial statements a loss of 7,075,193 Euro, including transaction costs.

4.2 Other financial investments

At 31 December 2023, "Other financial investments" (shown under current assets and non-current assets, respectively) included the guarantee of an amount of 10 million Euro in the context of the Share Purchase and Sale Agreement ("SPA") entered into on 20 September 2019 with Promotora de Informaciones, S.A. for the acquisition of 100% of the share capital and voting rights of Vertix, SGPS, S.A. ("Vertix"), which, as of the date of execution of the SPA, held shares representing 94.69% of the voting rights of Grupo Media Capital, S.A. ("Media Capital"), which SPA was subject to (i) the verification of a number of Conditions Precedent and (ii) the payment by Cofina to Prisa of a Down Payment in the amount of 10,000,000.00 Euro (ten million Euro). This escrow account was deposited in a financial institution.

As disclosed, on 24 February 2024, Cofina informed the market about the notification of the award issued in the context of the arbitration proceedings initiated on 15 April 2020 by Promotora de Informaciones, S.A. ("Prisa") before the Commercial Arbitration Centre of the Portuguese Chamber of Commerce and Industry. The award rendered by the Arbitral Tribunal rejected in full Prisa's request for Cofina to be ordered to compensate Prisa for the damages that Prisa claimed to have suffered in the amount of 87,377,049.30 Euro and ordered the release to Prisa of the amount of 10,000,000 Euro that had been deposited with the Escrow Agent (Banco BPI, S.A.), as down payment, plus interest, in the context of the Share Purchase Agreement entered into on 20 September 2019 between Cofina and Prisa for the acquisition of 100% of the share capital and voting rights of Vertix, SGPS, S.A., which, on the date the SPA was signed, held shares representing 94.69% of the voting rights of Grupo Media Capital, S.A..

As a result of this award, a provision was recognised on 31 December 2023 in the caption "Provisions" in the statement of financial position, corresponding to the estimated amount to be delivered to Prisa. During the 2024 financial year, Cofina delivered the corresponding amount of 10,000,000 Euro, which was deposited with the Escrow Agent (Banco BPI, S.A.) as down payment, plus interest.

4.3 Non-current assets held for sale

Prior to the completion of the sale transaction of Cofina Media, S.A., this subsidiary sold to Cofina SGPS, S.A. its 50% stake in Vasp - Distribuidora de Publicações, S.A. ("VASP") for the amount corresponding to the realisation value of the stake, as

provided for in the shareholders agreement, to exercise the call option and put option. The account payable on the Cofina SGPS side was regularised through a non-cash transaction when the sale of Cofina Media was completed. As of 31 December 2023, the financial participation in VASP was presented as Non-current assets held for sale.

Following the exercise of the call option by the company Palavras de Prestígio, Lda., of the 333,000 registered shares, with the nominal value of 3.50 Euro, of which Cofina was a shareholder in the share capital of VASP, and the issuance of a decision of non-opposition by the Competition Authority, adopted on 24 July 2024, the transaction was concluded on 14 August 2024, i.e. the effective sale of 333,000 registered shares with a nominal value of 3.50 Euro, of which Cofina was a shareholder in the share capital of VASP, for the consideration of 4,500,000 Euro, which was paid in full on the same date. As a result of the referred operation, Cofina SGPS recorded a capital gain of 865,401 Euro in the caption "Results related to investments".

As at 31 December 2024, the financial stake in Mercados Globais is presented in this financial information as Non-current assets held for sale.

5. CURRENT AND DEFERRED TAXES

The Company pays Corporate Tax (CIT) at a rate of 21%, plus a surtax of 1.5% on taxable profit.

On 31 December 2023, as a result of the completion of the sale transaction of the subsidiary Cofina Media, S.A., Cofina SGPS began to be taxed individually, since, after that date, the group relationship ceased.

Additionally, in accordance with the legislation in force in Portugal during the period ended 31 December 2024 and 2023, the state surtax corresponded to the application of an additional 3% rate on taxable income between 1.5 and 7.5 million Euro, 5% on taxable income between 7.5 and 35 million Euro and 9% on taxable income above 35 million Euro.

According to current legislation, tax returns are subject to review and correction by the tax authorities during a period of four years (five years for Social Security), except when there have been tax losses, tax benefits granted, or when inspections, complaints or challenges are in progress, in which cases, depending on the circumstances, the deadlines are extended or suspended. Thus, the Company's tax returns since 2021 may still be subject to review.

The Company's Board of Directors considers that any corrections resulting from reviews/inspections by the tax authorities to those tax returns will not have a material effect on the financial statements as of 31 December 2024 and 2023.

Deferred taxes

As at 31 December 2024 and 2023, there are no situations where deferred tax liabilities are generated.

As at 31 December 2024 and 2023, there are no deferred tax assets related with tax losses carried forward.

Current taxes

Income tax recognised in the income statement for the period ended 31 December 2024 and 2023 is detailed as follows:

Current tax:	31.12.2024	31.12.2023
Tax estimate for the year	(43,754)	(1,174)
Under/(over) Income tax estimates	(66)	—
Other effects	616,861	397,467
	573,041	396,293

Individual financial statements and accompanying notes (translation of notes originally issued in Portuguese – Note 18) (Amounts expressed in Euro)

Reconciliation of profit before income tax with income tax is detailed as follows:

	31.12.2024	31.12.2023
Profit/(Loss) before income tax	1,160,018	(16,681,792)
Theoretical tax rate	21.00 %	21.00 %
	(243,604)	3,503,176
Results related to investments	181,734	(252,947)
Provisions and adjustments not deductible or in excess of legal limits	—	(2,772,000)
Recognition of tax losses that have not originated deferred tax assets	—	(686,758)
Under/(over) Income tax estimates	(66)	—
Autonomous taxes	(811)	(1,174)
Carryover of net financing costs from previous tax periods	—	208,579
Use of tax losses	66,235	—
Other effects	569,553	397,417
Income tax	573,041	396,293

On 31 December 2024 and 2023, the amount included in the caption "Other effects" results, essentially, from the favorable outcome to the Company of tax lawsuits.

6. CLASSES OF FINANCIAL INSTRUMENTS

In accordance with the accounting policies described under Note 2.2.b), financial instruments were detailed as follows

Financial assets

31 December 2024	Financial assets	Total
Current assets
Trade receivables	—	—
Other receivables	—	—
Other current assets	—	—
Cash and cash equivalents	4,450,467	4,450,467
	4,450,467	4,450,467
31 December 2023	Financial assets	Total
Current assets
Trade receivables	—	—
Other receivables	—	—
Other current assets	70,536	70,536
Cash and cash equivalents	54,550,498	54,550,498
	54,621,034	54,621,034

Individual financial statements and accompanying notes (translation of notes originally issued in Portuguese – Note 18) (Amounts expressed in Euro)

Financial liabilities 31 December 2024 Financial liabilities Total Non-current liabilities Other loans — — — — Currents liabilities Other loans — — Trade payables 6,031 6,031 Other payables 2,096,740 2,096,740 Other current liabilities 233,264 233,264 2,336,035 2,336,035 2,336,035 2,336,035 31 December 2023 Financial liabilities Total Non-current liabilities Other loans — — — — Currents liabilities Other loans — — Trade payables 85,296 85,296 Other payables — — Other current liabilities 78,214 78,214 163,510 163,510 163,510 163,510

7. STATE AND OTHER PUBLIC ENTITIES

As at 31 December 2024 and 2023, these assets and liabilities were detailed as follows:

	31.12.2024	31.12.2023
Debit balances:
Income tax	224,172	63,394
Total income tax	224,172	63,394
Value Added Tax	—	—
Total other taxes	—	—
Credit balances:
Income tax	—	—
Total income tax	—	—
Value Added Tax	8,978	40,594
Personal income tax	2,036	3,428
Social security contributions	1,412	3,736
Other taxes	—	—
Total other taxes (Note 11)	12,426	47,758

Individual financial statements and accompanying notes (translation of notes originally issued in Portuguese – Note 18) (Amounts expressed in Euro)

8. CASH AND CASH EQUIVALENTS

"Cash and cash equivalents" as at 31 December 2024 and 2023 are detailed as follows:

	31.12.2024	31.12.2023
Cash	9	46
Bank deposits immediately available	4,450,458	54,550,452
Cash and bank balances on the statement of financial position	4,450,467	54,550,498
Bank overdrafts (Note 10)	—	—
Cash and bank balances in the statement of cash flows	4,450,467	54,550,498

9. SHARE CAPITAL AND RESERVES

Share capital

As at 31 December 2024 and 2023, the Company's share capital was fully subscribed and paid up and consisted of 205,132 and 102,565,836 nominative shares, respectively, with no par value.

The share capital increase that occurred as of 31 December 2024 results from the incorporation of the amount of 15,384,876 Euro in Share premiums, as decided at the Annual General Meeting of Shareholders of May 29th .

The share capital reduction that occurred as of 31 December 2024, results from the following operations:

• i. As decided at the Annual General Meeting of Shareholders of May 29th, on July 2024, the company's share capital was reduced from 41,026,334.40 Euro to 4,102,633.60 Euro, following the amortization of shares, with the consequent reduction in the number of shares representing the company's share capital, from 102,565,836 shares to 10,256,584 shares, with each shareholder receiving 0.40 Euro per share for each share amortized. In total, the amount of 36,923,700.80 Euro was delivered to the shareholders;
• ii. As decided at the Extraordinary General Meeting of Shareholders of November 22nd, on December 2024, the company's share capital was reduced from 4,102,633.60 Euro to 82,052.80 Euro, following the amortization of shares, with the consequent reduction in the number of shares representing the company's share capital, from 10,256,584 shares to 205,132 shares, with each shareholder receiving 0.40 Euro per share for each share amortized. In total, the amount of 4,020,580.80 Euro was delivered to the shareholders.

Treasury shares

As of 31 December 2024, the Company holds 382 treasury shares, in the amount of 265 Euro.

Share premiums

Share premiums correspond to amounts received from issuance or increases in capital. In accordance with the Portuguese commercial legislation, the amounts included in this caption follow the same regime as the "Legal reserve", i.e., the amounts are not distributable, unless in situations of insolvency, but can be used to absorb losses after the other reserves have been used, and for inclusion in the issued capital.

Legal reserve

Portuguese commercial legislation establishes that at least 5% of the annual net profit must be allocated to the 'legal reserve' until it represents at least 20% of the share capital. This reserve is not distributable, except in the event of liquidation of the Company, but may be used to absorb losses, after all other reserves have been exhausted, and for incorporation into capital.

Other reserves

As at 31 December 2024 and 2023, "Other reserves" corresponds to retained earnings from the Company's previous periods.

Appropriation of Net Profit

With regard to the year 2024, the Board of Directors proposed in its annual report that the net profit for the year of Cofina, SGPS, S.A. in the amount of 1,733,059 Euro, be fully transferred to Retained Earnings.

With regard to the year 2023, the Board of Directors proposed in its annual report, which was approved at the General Meeting held on 29 May 2024, that the net loss for the year of Cofina, SGPS, S.A. in the amount of 16,285,499 Euro, was fully transferred to Retained Earnings.

The reduction in Other reserves, which occurred as of 31 December 2024, results from the following operations:

• i. As decided at the Annual General Meeting of Shareholders of May 29th, on July 2024, the payment of free reserves, in the amount of 11,282,111.50 Euro, corresponding to 1.10 Euro per share was granted (after the share capital reduction);
• ii. As decided at the Extraordinary General Meeting of Shareholders of November 22nd, on December 2024, the payment of free reserves, in the amount of 2,088,450.00 Euro, corresponding to 10.20 Euro per share was granted (after the share capital reduction) (Notes 11 and 16).

10. OTHER LOANS

As at 31 December 2024 and 2023, the detail of 'Other loans' was detailed as follows:

	31.12.2024				31.12.2023
	Book value		Nominal value		Book value		Nominal value
	Current	Non-current	Current	Non-current	Current	Non-current	Current	Non-current
Bank overdrafts	—	—	—	—	—	—	—	—
Commercial paper	—	—	—	—	—	—	—	—
	—	—	—	—	—	—	—	—

Commercial paper

As of 31 December 2024 and 2023, Cofina SGPS does not have any bank loans contracted.

Reconciliation of the change in gross debt with cash flows as at 31 December 2024 and 2023 is detailed as follows:

	31.12.2024	31.12.2023
Balance as at 1 January	—	14,991,582
Payments of loans obtained	—	(32,500,000)
Receipts of loans obtained	—	17,334,172
Bank overdrafts	—	—
Changes of loan issuance expenses	—	174,246
Change in debt	—	(14,991,582)
Balance as at 31 December	—	—

11. OTHER PAYABLES

In the period ended 31 December 2024 and 2023 the line item 'Other payables' was detailed as follows:

	31.12.2024	31.12.2023
Payables to the State and other public entities (Note 7)	12,426	47,758
Dividends to be payed (Notes 9 and 16)	2,088,450	—
Salaries to be paid to governing bodies	8,290	—
	2,109,166	47,758

Individual financial statements and accompanying notes (translation of notes originally issued in Portuguese – Note 18) (Amounts expressed in Euro)

12. OTHER CURRENT LIABILITIES

As at 31 December 2024 and 2023, the line item 'Other current liabilities' is detailed as follows:

	31.12.2024	31.12.2023
Expense accruals:
Wages and salaries payable	—	34,924
Other accrued expenses	233,264	43,290
	233,264	78,214

13. EXTERNAL SUPPLIES AND SERVICES

As at 31 December 2024 and 2023, the line item 'External supplies and services' is detailed as follows:

	31.12.2024	31.12.2023
Service fees	331,329	682,684
Other expenses	65,144	58,092
	396,473	740,776

14. PAYROLL EXPENSES

As at 31 December 2024 and 2023, the line item 'Payroll Expenses' is detailed as follows:

	31.12.2024	31.12.2023
Payroll expenses	295,378	316,620
Social security contributions	37,834	41,437
Other payroll expenses	275	1,420
	333,487	359,477

15. FINANCIAL RESULTS

The financial expenses and income for the period ended 31 December 2024 and 2023 are detailed as follows:

	31.12.2024	31.12.2023
Interest expenses
Bank interest	—	(168,067)
Financing fees	(170,487)	(56,230)
Stamp duty	—	(779)
Other financial costs	(6,151)	(41,590)
	(176,638)	(266,666)
Financial income
Interest income	1,071,705	258,277
Other financial income	138,727	—
	1,210,432	258,277

Individual financial statements and accompanying notes (translation of notes originally issued in Portuguese – Note 18) (Amounts expressed in Euro)

16. RELATED PARTIES

The main transactions with related parties carried out during the period ended as at 31 December 2024 and 2023 are detailed as follows:

Transactions:

	31.12.2024		31.12.2023
	Services rendered	Dividends distributed (Note 4)	Services rendered	Dividends distributed (Note 4)
Cofina Media, S.A.	—	—	611,420	15,004,736
Grafedisport - Impressão e Artes Gráficas, S.A.	—	—	—	—
	—	—	611,420	15,004,736

As of 31 December 2024, there is a balance of 2,088,450 Euro to be paid to the shareholders of the Company, related to dividends to distribute approved at the Extraordinary General Meeting of Shareholders of 22 November 2024, recorded under the caption "Other payables" (Notes 9 and 11).

As of 31 December 2023, Cofina had no balances with related parties.

As mentioned in Note 4.1, during the year ended 31 December 2023, Cofina SGPS completed the transaction for the sale of all the shares representing the share capital and voting rights of Cofina Media, S.A., under the terms of the revised final proposal (Best and Final Offer). The transaction was signed by members of the Board of Directors of Cofina SGPS, namely Domingos Vieira de Matos, Paulo Fernandes and João Borges de Oliveira. It should be noted that the Board of Directors requested prior approval from the Supervisory Board, which issued a favorable opinion on 21 September 2023.

During the years ended 31 December 2024 and 2023, there were no transactions with the Company's Directors other than the above, nor were any loans granted to them.

Compensation to Key Management

Remuneration paid to key managers who, based on the Group's governance model, were members of the parent company's Board of Directors, earned directly through the parent company, during the period ended 31 December 2024 and 2023, amounted to 273,800 Euro and 272,000 Euro, respectively, and only include a fixed pay component.

As at 31 December 2024 and 2023, there were no: (i) incentive plans or schemes with regard to granting shares to members of the Board of Directors; (ii) supplementary pension or early retirement schemes for directors; (iii) compensations paid or owed to former directors regarding the suspension of duties during the period; or (iv) non-monetary benefits considered remuneration.

Cofina, SGPS, S.A. does not have any plan for the attribution of shares or stock options to the members of the governing bodies, nor to its employees.

17. SUBSEQUENT EVENTS

The Board of Directors of Cofina, SGPS, S.A. informed that, by resolution taken at a meeting of that governing board, the dissolution with immediate sharing of the Company will be proposed to the Shareholders at the 2025 Annual General Meeting.

The terms of the proposal will be studied and analyzed so that the interests of all shareholders are protected to the maximum extent possible.

From 31 December 2024 to the date of issue of this report, there were no other relevant facts that could materially affect the financial position and future results of the Company.

18. TRANSLATION NOTE

These financial statements are a translation of financial statements originally issued in Portuguese in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS-EU), some of which may not conform or be required by generally accepted accounting principles in other countries. In the event of discrepancies, the Portuguese language version prevails.

Individual financial statements and accompanying notes (translation of notes originally issued in Portuguese – Note 18) (Amounts expressed in Euro)

The Chartered Accountant The Board of Directors

Paulo Jorge dos Santos Fernandes

João Manuel Matos Borges de Oliveira

Domingos José Vieira de Matos

Pedro Miguel Matos Borges de Oliveira

Ana Rebelo de Carvalho Menéres de Mendonça

Laurentina da Silva Martins

STATUTORY AND AUDITOR'S REPORT

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REPORT AND OPINION OF THE STATUTORY AUDIT BOARD

Report and Opinion of the Statutory Audit Board

(Translation of a Report and Opinion originally issued in Portuguese. In case of discrepancy the Portuguese version prevails)

To the Shareholders of

COFINA, SGPS, S.A.

In compliance with the applicable legislation and in fulfilment of the mandate entrusted to us, we hereby submit for your consideration the Report and Opinion of the Statutory Audit Board, on its analysis of the Management Report and the others documents in the individual annual report of COFINA, SGPS, S.A. ("Company") for the year ended 31 December 2024, the preparation of which is the responsibility of the Board of Directors.

1. Report over the developed activity

During the year 2024, the Statutory Audit Board accompanied regularly the operations of the Company. It analysed with the necessary detail the activity of the Board of Directors, including the evolution of the business, the quality of the process of preparation and disclosure of financial information, the accounting policies and the measurement criteria, and monitored the regularity of accounting records, the compliance with statutory and legal requirements and the effectiveness and integrity of the risk management and internal control systems.

During the year of 2024, the Statutory Audit Board, has held five meetings. The meetings of the Statutory Audit Board were held in person and by telematic means, with previously defined agendas and information circulated in advance. Whenever deemed necessary, other members of the Company's Board of Directors were present, in order to obtain all the information necessary for enlightened debates and informed decisions.

The Statutory Audit Board developed its activity in permanent interaction with the other governing bodies of the Company, in compliance with the applicable legal rules and recommendations. The Statutory Audit Board has not received any reports from the Statutory External Auditor regarding irregularities or difficulties in carrying out its duties. In particular, within the scope of its powers, the Statutory Audit Board has obtained the necessary information from the Board of Directors to carry out its supervisory duties and has carried out the necessary iterations in order to be able to fully exercise the powers assigned to it by law.

Relationship with the Statutory External Auditor

In the exercise of its competences, the Statutory Audit Board held regular meetings with the Statutory External Auditor's representatives in order to monitor the audit work carried out and its conclusions, and also to assess its independence.

Annual Financial Information

As part of its duties, the Statutory Audit Board examined the Management Report, the Corporate Governance Report (which includes the Remuneration Report) and the other documents of the individual accounts, namely the Individual Financial Statements of the Financial Position, Income Statements, Statements of Comprehensive Income, Changes in Equity and Cash Flows for the period ended 31 December 2024 and the corresponding notes, prepared by the Board of Directors, considering that the information disclosed meets the applicable legal standards, is appropriate for understanding the financial position and results of the Company, and also proceeded to the assessment of the respective Statutory and Auditor's Report, issued by the Statutory External Auditor, document which was issued with an unmodified opinion and which deserved their agreement.

On 18 November 2024, the Board of Directors of Cofina, SGPS, S.A., informed the market that, by resolution taken at a meeting of that governing board, the dissolution with immediate sharing of the Company will be proposed to the Shareholders at the 2025 Annual General Meeting. Accordingly, all the documents of the individual accounts referred to above have been prepared on a liquidation basis, since the Board of Directors expects that the liquidation of the Company will be approved at the Annual General Meeting of Shareholders in 2025.

The Statutory Audit Board also appreciated the Corporate Governance Report, under the terms and for the purposes of article 420 (5) of the Portuguese Companies Code, having analysed that it contains the elements referred to in article 29º-H of the Portuguese Securities Code.

In the meeting held on 31 January 2025, the Company's Board of Directors approved the annual report for the year and the other documents that comprise it.

The Statutory Audit Board had access to all the information it deemed necessary or merely useful for carrying out its supervisory duties.

The Statutory Audit Board also analysed the Additional Report to the Statutory Audit Board and other documentation issued by the representative of Deloitte & Associados – SROC, S.A., Statutory External Auditor of the Company.

2. Declaration of Responsibility

In accordance with the provisions of subparagraph c) of number 29-G of the Portuguese Securities Code, the Statutory Audit Board declares that, to their knowledge and conviction, the documents of the individual accounts above mentioned, were prepared in accordance with applicable accounting standards, giving a true and fair view of the assets and liabilities, financial position and the results of COFINA, SGPS, S.A., prepared in the basis of liquidation, and that the Management Report adequately describes the business, performance and financial position of the Company, containing an adequate description of the major risks and uncertainties it faces.

3. Opinion

Considering the above, the Statutory Audit Board is of the opinion that the conditions are fulfilled for the Shareholders' General Meeting to approve:

• a) The Management Report;
• b) The Corporate Governance Report;
• c) The Individual Financial Statements and the corresponding notes, for the period ended 31 December 2024;
• d) The proposal of net profit/(loss) appropriation presented by the Board of Directors.

The Statutory Audit Board would like to express appreciation to the Board of Directors of the Company for all their collaboration.

Oporto, 31 January 2025 The Statutory Audit Board

Carlos Manuel Portela Enes Epifânio Statutory Audit Board President

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Jorge Manuel de Sousa Marrão Statutory Audit Board Member

Ana Paula dos Santos Silva e Pinho Statutory Audit Board Member

COFINA, SGPS, S.A. Rua Manuel Pinto Azevedo, 818 4100 – 320 Porto PORTUGAL Tel: + 351 22 834 65 00

www.cofina.pt