Enea S.A. — AGM Information 2025

Jul 10, 2025

Information provided to Shareholders outside the General Meeting

Question:

1. Ultimately, what amount was spent in connection with the performance of the agreement with Egon Zehnder sp. z o.o. for the provision of services regarding competence and development potential assessment of key managers in the Enea Group, with the Contractor's maximum fee of no more than PLN 992,000.00 net?

Answer:

The Company confirms that the Contractor's fee did not exceed PLN 992,000.00 net. The agreement was entered into with the consent of the Company's Supervisory Board.

Question:

2. The Company's expenditures on conventional generation in 2025, as presented at the General Meeting, will be PLN 1.7 billion. Please provide detailed information about what exactly this amount will be spent on and to what extent it relates to expenditures on existing coal sources.

Answer:

Please be advised that the answer to this question may be found in the Management Board Report on the activity of Enea S.A. and the Enea Group in 2024, on page 58, in the table entitled CAPEX – Execution of key projects [PLN million].

Question:

3. Does the agreement for the purchase of shares in Elektrownia Ostrołęka sp. z o.o. of April 2024 finally close the project and the final settlements between Enea and Energa for the whole process, thereby shutting down the way for any claims between these companies? Are there any other outstanding issues? Does the agreement contain a clause on a waiver or setting off of claims? Alternatively, does any other agreement entered into with Energa for the purposes of settling the project contain such a clause? In other words, is the pursuit of mutual claims between Enea and Energa still possible?

Answer:

Having analyzed the issue, the Company refuses to provide any additional information in this regard. In consideration of the provisions of Article 428(2) of the Commercial Company Code and the fact that the shareholder asking the question has been identified as a legal representative of a person with whom the Company is in dispute over the Ostrołęka C project, a risk has been identified that the question is aimed at obtaining information for litigation purposes in contravention of the Company's interests. Accordingly, Article 428(2) of the Commercial Company Code requires the Enea S.A. Management Board to refuse to provide any further related information.

Question:

4. The Management Board Report contains information in sec. 2.6 concerting the Development Strategy that as part of the pursuit of the Enea Group Development Strategy until 2035, work has begun in the area of organizational transformation of the trading area. The Issuer is reviewing the available options for reorganizing the structure. Then, it reads that the Enea Group is currently conducting reorganization activities to adapt to the dynamically evolving market environment. One such priority action is the organizational change of the trading area. What expenses have been incurred to date for the project to spin off sales to a subsidiary, such as those spent on opinions, legal and tax services and other expenses? What expenses are expected to be incurred at the next stages?

Answer:

In the Management Board Report on the activity of Enea S.A. and the Enea Group in 2024, the Company indicated that, as part of the pursuit of the Enea Group Development Strategy until 2035, work had begun on the organizational transformation of the trading area. The reporting period covered the entire year 2024 with additional information about the Company and the Enea Group for the period from 1 January to 9 April 2025. In its Current Report No. 13/2025 of 15 April 2025, the Company announced its decision regarding the organizational transformation of the trading area. As at 30 June 2025, expenses related to consulting services in the amount of PLN 45,510.00 were incurred for the execution of the project "Change in the operating model of the electricity sales and wholesale trading area by spinning off sales to a separate entity." Guided by the tenets of Article 428(2) of the Commercial Company Code, in particular the risk of disclosing technical, commercial or organizational secrets of the enterprise, the Company refrains from disclosing information on the anticipated further expenses and, moreover, pursuant to Article 428(1) of the Commercial Company Code, the disclosure of such information would not be justified for the examination of matters included in the agenda of the Ordinary General Meeting, the main purpose of which was to summarize the past year 2024.