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INDEXO — Governance Information 2026
Mar 3, 2026
2240_rns_2026-03-03_c235aff7-a2d0-4422-bca1-901e4e47948b.pdf
Governance Information
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INADISVÁNOCHÍC
Kvalitní a ekologická struktura
INDEXO
Kvalitní a ekologická struktura
INDEXO
Kvalitní a ekologická struktura
INDEXO
Kvalitní a ekologická struktura
INDEXO
Kvalitní a ekologická struktura
INDEXO
Kvalitní a ekologická struktura
INDEXO
Kvalitní a ekologická struktura
INDEXO
INDEXO
IPAS "Indexo"
Corporate governance report 2025
IPAS "Indexo" Corporate governance report 2025
Management report
On compliance with corporate governance principles
Investment management joint-stock company "Indexo" (IPAS "Indexo" hereinafter - INDEXO or Company) Corporate governance report for the year 2025 (hereinafter – the Report) is prepared on the basis of the requirements of the section 56.² of the Financial Instruments Market Act and «Code of Corporate Governance 2025» issued by the Corporate Governance Advisory Board of the Ministry of Justice of the Republic of Latvia in 2025. Principles and criteria incorporated in the Code have been developed taking into consideration suggestions by the European Union and the Organization for Economic Cooperation and Development (OECD) on corporate governance of limited companies. Within the meaning of this report INDEXO Group means Company and its subsidiaries AS INDEXO Banka and Indexo Atklātais Pensiju Fonds AS.
Evaluating compliance with the principles of the Code in the year 2025, the Company's Management Board concludes that the Company fully complies with 13 and partially complies with 5 of the principles incorporated in the «Code of Corporate Governance».
The Report is published simultaneously with INDEXO audited consolidated Financial Statements for the year 2024, as a part of the annual report, and is available on the INDEXO webpage, AS "Nasdaq Riga" webpage and The Central Storage of Regulated Information. The Report is prepared in English and Latvian languages.
The Report has been approved in a Management Board meeting on 25 February 2026.
The Report has been signed on behalf of the Company's Management Board by:
Henrik Karmo, Chairman of the Management Board
Artūrs Roze, member of the Management Board
Marija Cernoštana, member of the Management Board
THIS DOCUMENT IS ELECTRONICALLY SIGNED WITH SAFE ELECTRONICAL SIGNATURE AND CONTAINS TIME STAMP
INDEXO
IPAS "Indexo" Corporate governance report 2025
INDEXO governance structure
The Company's organizational structure is determined by the principles set forth in the INDEXO Group Governance Policy, applicable regulatory requirements as well as by the Regulation on IPAS INDEXO organizational structure and is reviewed regularly, assessing its compliance with the Company's operations and external conditions. The Company's Management Board is responsible for the establishment, implementation and adherence to the organizational structure.

Members of the INDEXO Supervisory Board and their position:
- Valdis Vancovičs, Chairman of the Supervisory Board
- Svens Dinsdorfs, Deputy Chairman of the Supervisory Board
- Renāts Lokomets, member of the Supervisory Board
- Mārtiņš Jaunarājs, Member of the Supervisory Board (from 28.03.2025.)
- Ramona Miglāne, member of the Supervisory Board
Members of the INDEXO Management Board and their position:
- Henrik Karmo, Chairman of the Management Board
- Artūrs Roze, member of the Management Board
- Marija Cernoštana, member of the Management Board
Further sections of this Report provide a detailed explanation on compliance with the Code of Corporate Governance principles and criteria, using such legend:
- Fully compliant with the criterion
- Partially compliant with the criterion
- Not compliant with the criterion
- Criterion not applicable
INDEXO
IPAS "Indexo" Corporate governance report 2025
Company strategy
Principle #1
The company has an up-to-date strategy that sets out the company's objectives and progress towards long-term value creation.
| Compliance | Criteria | Facts |
|---|---|---|
| ☐ | The company has an up-to-date strategy, the draft of which is developed by the management board. | INDEXO Management Board developed and INDEXO Supervisory Board on November 3, 2025, approved INDEXO Strategy for years 2025-2028. |
| ☐ | The Supervisory Board is involved in the strategy development process and approves the strategy at the supervisory board meeting. | The Company’s medium-term strategy’s project was developed by INDEXO Management Board, it was improved in collaboration with the Supervisory Board, who also approved the final version of the strategy. |
| ☐ | The Supervisory Board monitors the implementation of the strategy. | The Supervisory Board monitors the implementation of the strategy through Management Board reports on strategy implementation and the financial and non-financial performance of the Company |
| ☐ | The company management board implements the strategy and reports to the Supervisory Board on its implementation on a regular basis. | INDEXO Management Board implements the strategy and on the yearly basis reports to the Supervisory Board on the strategy implementation results, as well as on the quarterly basis reports on the Company’s financial and non-financial performance. |
INDEXO
IPAS "Indexo" Corporate governance report 2025
Internal culture and ethical behavior
Principle #2
The company develops an internal culture and ethics code which serves as a standard of conduct for the company's management and employees.
| Compliance | Criteria | Facts |
|---|---|---|
| ☐ | The Supervisory Board defines the company’s core values. | In collaboration with the Management Board, the Company’s Supervisory Board has defined INDEXO core values: |
| • We are proactive and action-oriented in order to improve our surroundings; | ||
| • We are direct and sincere in order to build trust and long-term relationships; | ||
| • We are passionate and loyal in order to cultivate the local community; | ||
| • We are tolerant and fair in order to give equal opportunity. | ||
| ☐ | The management board prepares and the Supervisory Board approves the principals of internal culture and ethics. | The Company’s Management Board has developed and Supervisory Board has approved a group-level Code of ethics. INDEXO Group Code of ethics is published on the Company’s webpage. |
| ☐ | The management board ensures compliance with the company’s internal culture and ethics code on a daily basis and reacts if there is a breach of the code. | To ensure circulation of information on ethics violations in daily operations, INDEXO employees have the opportunity to submit an anonymous report, which is reviewed in accordance with the procedure set forth in the INDEXO Group Whistleblowing Policy. |
INDEXO
IPAS "Indexo" Corporate governance report 2025
Internal control system, risk management and internal audit
Principle #3
The company has an internal control system, the effectiveness of which is monitored by the Supervisory Board.
| Compliance | Criteria | Facts |
|---|---|---|
| ☐ | The company has a documented internal control system, the establishment of which is the responsibility of the management board. | The Company has developed an internal regulatory framework (policies, procedures), which serves as a basis for ensuring achievement of the Company’s strategic goals and for monitoring its operations, as well as for ensuring the safest, most organized and efficient Company’s operations possible. |
| ☐ | The internal auditor assesses the effectiveness of the internal control system using a risk-based approach and reports the results of the assessment to the Supervisory Board. | The internal audit provides support for increasing the effectiveness of internal control system by performing audits in accordance with a previously agreed plan, once in a year performs assessment of effectiveness of internal controls and reports evaluation to the Supervisory Board. |
| ☐ | The Supervisory Board, at least once a year, evaluates the provided evaluation of the effectiveness of the internal control system. | Internal Audit provides a summary once a year to the Company’s Audit Committee and Supervisory Board on evaluation of internal controls. The Supervisory Board assesses evaluation provided by the Internal Audit. |
Principle #4
The company identifies, assesses and monitors the risks associated with its operations.
| Compliance | Criteria | Facts |
|---|---|---|
| ☐ | The management board develops and the Supervisory Board approves the company’s risk management policy. | Risk management is integrated within all the Company’s governance processes and is performed based on policies and procedures of the INDEXO Group and the Company. |
| ☐ | The Management Board develops and the Supervisory Board approves the appetite for material risks — the risks the company is willing to assume in order to achieve its operational objectives. | The Company’s Management Board has developed, and the Supervisory Board has approved, the INDEXO Group Risk Appetite Framework strategy, which defines the acceptable levels of material risks. |
| ☐ | Based on the identified risk assessment, the management board implements risk management measures. | In the Company, risks are identified on regular basis, performing operational activities, as well as in the annual risk self-assessment process, and, based on the risk appetite, risk management measures are determined, implementation of which is ensured by the Company’s Management Board. |
INDEXO
IPAS "Indexo" Corporate governance report 2025
At least once a year, the Supervisory Board reviews the management board's reports on risk management measures and the implementation of the risk management policy.
The Company's Management Board on quarterly basis prepares a report for the Supervisory Board on changes in risk assessments, as well as on the risk management measures implemented.
Principle #5
An internal audit has been established in the company, it evaluates the company's operations independently and objectively.
| Compliance | Criteria | Facts |
|---|---|---|
| ■ | The company has an internal auditor who is functionally independent of the management board and reports to the Supervisory Board. | The Company has a dedicated internal audit function that is independent of the Company's Management Board with the internal auditor reporting directly to the Audit committee and to the Supervisory Board. |
| ■ | The Supervisory Board appoints and dismisses the internal auditor. | The Company's internal auditor is appointed and dismissed by the Company's Supervisory Board. |
| ■ | The internal auditor develops a risk-based internal audit strategy and plan, which are approved by the Supervisory Board. | The internal auditor develops a risk-based internal audit strategy and plan, which are reviewed by the Audit Committee and approved by the Company's Supervisory Board. |
| ■ | The internal auditor informs the Management Board and the Supervisory Board about the internal audit activities, the implementation of the strategy and plan, the audit results, and the recommended actions to remedy any deficiencies identified. | Upon completion of each audit engagement, the internal auditor reports to the Company's Management Board on the internal audit activities, the implementation of the strategy and plan, the audit results, and the recommended remedial actions. The Company's Audit Committee and Supervisory Board receive quarterly summary reports on the audit results, the recommendations made, and the improvements implemented. |
External auditor
Principle #6
The company has an independent external auditor.
| Compliance | Criteria | Facts |
|---|---|---|
| ■ | The Supervisory Board and the Audit Committee (if established) determine the selection criteria for the external auditor. | The Company's Supervisory Board and the Audit committee select an external auditor, taking into account auditor's competence, reputation and capacity. At the beginning of cooperation, offers (price of the service and other parameters) from at least two |
INDEXO
IPAS "Indexo" Corporate governance report 2025
| companies are evaluated. The external auditor is approved for one year. | ||
|---|---|---|
| ■ | The company has an independent external auditor with appropriate qualifications. | Pursuant to the decision of the Company’s shareholders’ meeting of 28 March 2025, ERNST & YOUNG BALTIC (reg. No. 40003593454, address: 1A Muitas Street, Riga) was elected as the auditor for 2025, while, pursuant to the decision of the extraordinary shareholders’ meeting of 7 November 2025, BDO ASSURANCE SIA (reg. No. 42403042353, address: 1 Mihaila Tāla Street, Riga) was appointed as the auditor. |
| ■ | The term of office of one external auditor does not exceed 5 years. | The term of office of one external auditor is complied with and does not exceed 5 years. |
Election of supervisory board members
Principle #7
The company ensures transparent procedures for the election and removal of supervisory board members.
| Compliance | Criteria | Facts |
|---|---|---|
| ■ | The company has approved the procedure for selection and removal of Supervisory Board members. | The procedures for nomination, suitability assessment, confirmation in office and removal of the Company’s Supervisory Board members are determined by Republic of Latvia Commercial Law, as well as by Bank of Latvia and EU regulations that are applicable to the Company as a financial institution, which is licensed and supervised by the Bank of Latvia. The Supervisory Board acts as a nomination committee for the nomination of new Supervisory Board members. |
| ■ | The company provides timely and sufficient information to the company’s shareholders on the Supervisory Board members who are nominated for election or re-election. | Shareholders receive timely and sufficient information on all the candidates who are nominated for a position in the Supervisory Board. |
| ■ | The size of the Supervisory Board corresponds to the specifics of the company’s operations. | he Company’s Articles of Association provide that the Supervisory Board consists of five members, which corresponds to the Company’s actual Supervisory Board composition. |
| ■ | A Supervisory Board member is elected for a term not exceeding 5 years. | A member of the Company’s Supervisory Board is elected for a term of 5 years. |
Principle #8
Supervisory board members combined have relevant experience and competence.
INDEXO
IPAS "Indexo" Corporate governance report 2025
| Compliance Criteria | Facts |
|---|---|
| The Supervisory Board as a whole has a set of skills, experience and knowledge, including on the sector concerned, to be able to perform their duties fully. | The supervisory board members as a whole have the necessary competencies and experience, as well as knowledge of the financial sector and a flawless reputation. Information on the education and experience of INDEXO Supervisory Board members is available on INDEXO webpage. |
| The principles of diversity are observed when forming the Supervisory Board. | During Supervisory Board selection process the Company has adhered to the principle of diversity by electing individuals with various, mutually complementary competencies, perspectives, education, work experience. |
| Both sexes are represented in the Supervisory Board. | Both sexes are represented in the Supervisory Board. |
| The management board develops an induction training program and provides new Supervisory Board members with induction training | Supervisory Board members are always introduced to the Company’s history, current situation, and strategic objectives. A documented induction program will be developed during 2026. |
Principle #9
The company’s supervisory board has independent supervisory board members.
| Compliance | Criteria | Facts |
|---|---|---|
| The company evaluates and the shareholders determine the proportion of independent Supervisory Board members. | The shareholders have not set a specific proportion of independent Supervisory Board members. However, the Company’s Management Board, having assessed the Supervisory Board members’ compliance with the independence criteria laid down in applicable laws and corporate governance guidelines, has concluded that all Supervisory Board members meet the independence criteria and have submitted the relevant declarations of independence. | |
| At least half of the Supervisory Board members are independent. | Based on the criteria of the Latvian Corporate Governance Code and the information available, the Company’s Management Board has concluded that all Supervisory Board members are independent and have confirmed their compliance with the independence criteria. |
INDEXO
IPAS "Indexo" Corporate governance report 2025
| Independent candidates for Supervisory Board membership make a declaration that they meet the independence criteria. | Upon election to the Company's Supervisory Board, each member confirmed compliance with the independence requirements. |
|---|---|
| Prior to the election of the Supervisory Board, the company evaluates the independence of supervisory board members in accordance with the available information. | Considering that up until now there has not been a limit on independent Supervisory Board members, such practice was not needed. This practice will be established after determining the limit on independent Supervisory Board members. |
Principles of determining the remuneration for the supervisory board and the management board
Principle #10
The company has introduced a remuneration policy.
| Compliance | Criteria | Facts |
|---|---|---|
| ■ | The company has introduced a remuneration policy, which has been developed by the management board, reviewed by the Supervisory Board and approved by the shareholders' meeting. | The Supervisory Board, Management Board and employees' remuneration principles are determined by INDEXO Group Remuneration Policy. Its current version was approved at the Company's shareholder meeting on March 28, 2025. The remuneration policy can be accessed on Company's webpage. |
| ■ | Once a year, the Supervisory Board sets the financial and sustainability targets to be achieved by the Management Board, including each Management Board member, determines their impact on the variable component of remuneration, and monitors their achievement. | Each year, the financial and non-financial targets to be achieved by the Company are set out in the strategy and budget approved by the Supervisory Board. Individual targets for separate Management Board members are not set at present. |
| ■ | No variable part of remuneration is determined for Supervisory Board members, and no compensation is paid in case of removal or resignation from office. | No variable part of remuneration is determined for Supervisory Board members and no compensation is paid in case of removal or resignation from office. |
| ■ | Once a year, the management board prepares a report on the remuneration granted to each current and former management board and Supervisory Board member. | Once a year, the Company prepares and publishes a report on Supervisory Board and Management Board remuneration in accordance with the provisions of Article 59.4 of Financial Instrument Market Law |
INDEXO
IPAS "Indexo" Corporate governance report 2025
Organization of the supervisory board's work and decision-making
Principle #11
The company's supervisory board work organization is clear and understandable.
| Compliance | Criteria | Facts |
|---|---|---|
| ■ | The Supervisory Board organizes its work in accordance with regulations of the Supervisory Board and the work calendar. | The Supervisory Board organizes its work in accordance with INDEXO Group Supervisory Board Regulation, in the beginning of a new calendar year, the Supervisory Boards's work calendar with planned dates for the Supervisory Board's meetings is created. An additional Supervisory Board meeting can be held if necessary. |
| ■ | The Supervisory Board holds at least one separate Supervisory Board meeting per year to discuss the company's strategy and its implementation. | Due to receiving a credit institution license by Company's subsidiary INDEXO Bank in 2024, the Supervisory Board held several meetings where the agenda included discussions related to the INDEXO Group's and Company's overall strategy and development. |
| ■ | The company's budget provides for proportionate funding necessary to ensure the operation of the Supervisory Board. | INDEXO budget provides the financing necessary to ensure the remuneration and operation of the Supervisory Board. |
| ■ | Once a year the supervisory board conducts a self-assessment of the work of the Supervisory Board and reviews its results at the Supervisory Board meeting. | Starting from year 2023, the Supervisory Board is performing annual self-assessment. |
| ■ | The Supervisory Board has evaluated the need to set up committees (if a committee has been set up, see principle # 12.1). | See principle # 12.1 for information on the Audit committee, which has been established by the Company's Supervisory Board. There are no other Board Committees. |
INDEXO
IPAS "Indexo" Corporate governance report 2025
Principle #12
The supervisory board takes informed and well-balanced decisions.
| Compliance | Criteria | Facts |
|---|---|---|
| ☐ | The Supervisory Board has access to information prepared by the management board necessary for decision-making in a timely manner and in sufficient amount. | The Company’s Management Board ensures that materials on the content included in the Supervisory Board’s meeting are distributed to members of INDEXO Supervisory Board in a timely manner. |
| ☐ | The Supervisory Board determines the procedure for the circulation of information, including the right of the Supervisory Board to request from the management board information, which the supervisory board needs to make decisions. | The rights of the Supervisory Board members to request the necessary information are determined by INDEXO Group Supervisory Board Regulation, INDEXO Group Governance Policy and Regulation on IPAS INDEXO organizational structure. |
| ☐ | A Supervisory Board member analyses information and prepares proposals for decisions to be adopted by the Supervisory Board. | Proposals and opinions of the members of the Company’s Supervisory Board are reviewed in a discussion in the Supervisory Board meeting. |
| ☐ | When making decisions, the Supervisory Board assesses the risks, short-term and long-term impact on the company’s value, sustainability and responsible development. | In the Company’s Supervisory Board meetings, decisions are made taking into consideration risks and impacts (including on the Company’s reputation and sustainability). |
Principle #12.1.
A committee prepares proposals for supervisory board decision making.
| Compliance | Criteria | Facts |
|---|---|---|
| ☐ | The Supervisory Board determines the tasks of the committee and the procedure for organizing its activities. | The tasks and work organization procedure of the Company’s Audit committee are determined by shareholder meeting. |
| ☐ | The Supervisory Board establishes a committee of at least 3 Supervisory Board members with appropriate experience and expertise in the field of work of the committee (remuneration, nomination, audit or other field). | The regulation on the Company’s Audit committee determines that the committee consists of three members, of which no more than two can also be members of the Supervisory Board. In the near future, it is not planned to change the current procedure. |
| ☐ | The committee analyses the information and makes proposals for decisions by the Supervisory Board, as well as informs the Supervisory Board of the work of the committee. | The Company’s Audit committee was established on 24 March 2022. The committee analyzes the information and prepares proposals for decisions by the Supervisory Board, as well as formally informs the Supervisory Board of the work of the committee on yearly basis. |
INDEXO
IPAS "Indexo" Corporate governance report 2025
Prevention of the conflict of interests
Principle #13
Management board and supervisory board members are clearly aware of the manifestations of conflicts of interest and are informed of the action to be taken in the event of a conflict of interest.
| Compliance | Criteria | Facts |
|---|---|---|
| ■ | The Supervisory Board defines the indications of a conflict of interest and determines the procedures for the prevention and management of conflicts of interest. | Conflicts of interest in the Company are managed by applying the policy on Prevention of the conflicts of interest, which has been approved by the Supervisory Board. |
| ■ | Supervisory Board or management board members do not participate in decision-making on matters in which the company’s interests conflict with the interests of the Supervisory Board, management board members or persons related to them. | The Company’s Prevention of the conflicts of interest policy specifies that members of the Supervisory Board or the Management Board do not participate in decision-making on matters in which the Company’s interests conflict with the interests of the Supervisory Board, Management Board members or persons related to them. |
| ■ | Persons subject to the obligation to prevent a conflict of interest regularly participate in training on dealing with conflicts of interest | The Company provides training to new employees, members of the Management Board and the Supervisory Board, as well as yearly training to all the employees, Management Board and Supervisory Board members. |
INDEXO
IPAS "Indexo" Corporate governance report 2025
Shareholder's meeting
Principle #14
The company provides shareholders with timely information on conduction of shareholders' meetings providing all the information necessary for decision-making.
| Compliance | Criteria | Facts |
|---|---|---|
| ■ | The company informs shareholders in a timely manner about the agenda, course and voting procedures of the shareholders' meeting, as well as about any related changes. | Following the statutory time limit of 21 calendar day, the Company's shareholders are informed about the agenda, course and voting procedures of the shareholders' meeting before the meeting, as well as about any related changes. |
| ■ | The Company ensures that shareholders have the opportunity to review draft resolutions and the documents attached thereto in a timely manner, including through the use of digital tools. | At least 21 days prior to the shareholders' meeting, the Company publishes the draft resolutions and documents to be considered at the shareholders' meeting on the Nasdaq Riga website, the AS website, the Bank of Latvia's official centralised regulated information storage system, and the INDEXO website. Information on additional items included on the agenda of the shareholders' meeting is sent no later than fourteen days prior to the meeting. |
| ■ | The company provides shareholders with an opportunity to submit questions on the matters included in the agenda and draft decisions before the shareholders' meeting. | Before the shareholder meeting, the Company's shareholders have an opportunity to submit questions. |
| ■ | The draft decisions and the documents attached to them provide detailed, clear and complete information on the matter under consideration. | The shareholders receive complete information package that enables them to make quality decisions. |
Principle #15
The company promotes effective involvement of shareholders in decision-making and the largest possible participation of shareholders in shareholder meetings.
| Compliance | Criteria | Facts |
|---|---|---|
| ■ | The company ensures that shareholders have the opportunity to review draft resolutions and the documents attached thereto in a timely manner, including through the use of digital tools. | The shareholders had the opportunity to join the shareholder meeting remotely and in person. The Company does not ensure remote voting during meeting, the shareholders joining the meeting remotely should submit votes before the meeting. |
INDEXO
IPAS "Indexo" Corporate governance report 2025
The company determines the appropriate duration of the shareholders' meeting and provides the shareholders with the opportunity to express their opinions during the meeting and obtain the necessary information.
The duration of the shareholders' meeting is planned taking into consideration the contents and the number of the questions in agenda. In addition, shareholders are encouraged to express their opinions and ask questions.
The company invites management board and Supervisory Board members, candidates for Supervisory Board members, auditors and internal auditors, as well as other persons to participate in the shareholders' meeting in accordance with the matters to be considered at the meeting.
Based on the shareholder meeting's agenda, the auditor, members of the Management Board and of the Supervisory Board participated in the shareholder meetings that took place in the year 2025.
The shareholders' meeting makes decisions in accordance with the previously announced draft decisions.
In all of the shareholder meetings that were convened during 2025 the decisions were made in accordance with the previously announced draft decisions.
Principle #16
The company develops and discusses the dividend policy with shareholders.
| Compliance | Criteria | Facts |
|---|---|---|
| The company has developed and published an up-to-date dividend policy. | The dividend policy of INDEXO has been developed and approved. It was approved in a shareholder meeting on 24 April 2022. The dividend policy is published on the Company's webpage. | |
| The dividend policy has been discussed with the shareholders during the shareholders' meeting. | Before its approval the Dividend policy of INDEXO was discussed with the shareholders during the shareholders' meeting. |
INDEXO
IPAS "Indexo" Corporate governance report 2025
Transparency of company operations
Principle #17
The company informs shareholders and other stakeholders on a regular basis and in a timely manner of business operations, financial results, management and other relevant issues of the company.
| Compliance | Criteria | Facts |
|---|---|---|
| ☐ | The company discloses complete, accurate, objective, up-to-date and true information in a timely manner. | INDEXO discloses extensive and complete information on the Company’s management and operations in accordance with the requirements for a participant of a regulated market. |
| ☐ | The company provides information to all shareholders simultaneously and to the same extent, using communication channels agreed in advance, taking into account both technological capabilities and shareholders’ needs. | In accordance with the requirements for a participant of a regulated market, INDEXO discloses information to all shareholders at the same time and to the same extent on the AS “Nasdaq Riga” webpage, the Bank of Latvia Central Storage of Regulated Information and INDEXO webpage. |
| ☐ | The company discloses information about the company’s management, strategy or lines of business on the website and publishes financial statements as well as other information in accordance with Annex No. 1. | See Annex No. 1 “Information to be published on the Company’s website”. |
| ☐ | The company provides information both in Latvian and in at least one other official language of a Member State of the European Union | Financial reporting related information is published in Latvian and English languages, the majority of Company’s documentation published is available in Latvian and English. To ensure investor feedback, contact details have been published on the Company webpage’s “For Investors” section, where investors and other interested parties can inquire if they have questions. |
Group governance
Principle No. 18
Corporate groups have established a transparent governance system that ensures the implementation of corporate governance principles in subsidiaries.
| Compliance | Criteria | Facts |
|---|---|---|
| ☐ | Members of the Management Board and the | Within the INDEXO Group, members of the Management Board and the |
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IPAS "Indexo" Corporate governance report 2025
| Supervisory Board of a subsidiary within the corporate group act primarily in the interests of the subsidiary. | Supervisory Board perform their duties in accordance with the interests of each company, observing the duty of loyalty to the respective company. | |
|---|---|---|
| ■ | The corporate group has implemented a transparent framework for the implementation of group-level strategy, financial targets, and policies | Within the INDEXO Group, a clear governance structure and allocation of competences between the group and subsidiary levels has been established. Group-level strategic objectives, financial planning, and policies are implemented with due regard to the autonomy of each group company and the applicable regulatory framework, while ensuring a transparent decision-making process. With regard to AS ‘DelfinGroup’ and its subsidiaries, the process of integration into the INDEXO Group’s corporate governance framework is ongoing. |
| ■ | The company provides comprehensive and transparent information about its activities within the corporate group | In accordance with the requirements of Regulation (EU) No 596/2014 of the European Parliament and of the Council, the Company ensures the timely and regular disclosure of inside information by publishing announcements in the Nasdaq Riga information disclosure system and on the AS INDEXO website in respect of itself and its subsidiaries. In addition, the Company publishes financial statements in accordance with the procedures laid down in applicable laws and regulations and regularly ensures the availability of information to investors by organising webinars. |
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Annex No. 1: Information to be published on the company’s website
| Company | ||||
|---|---|---|---|---|
| Category/ criteria | Complied with | Not applicable | Not complied with | Explanation |
| Information about the company | X | |||
| Information about the company’s strategic objectives | X | |||
| Articles of association of the company | X | |||
| Information on the corporate governance structure of the company | X | |||
| Company Code of Internal Culture and Ethics | X | |||
| Key company policies | X | Remuneration policy, Market abuse policy, Personal data processing policy, Cookies policy, Dividend policy, INDEXO Group Code of Ethics, Articles of Association | ||
| Shareholders and beneficial owners | ||||
| Information on the company’s shareholders holding at least 5% of the company’s share capital | X | The information is provided in the financial reports | ||
| Information on the beneficial owners of the company | X | The Company’s shares are admitted to trading on a regulated market, and control over the legal entity arises solely from shareholder status. | ||
| Number of company’s issued, paid-up and voting shares, bonds or other financial instruments | X | The information is available in the Articles of Association | ||
| Supervisory Board and Management Board |
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| Regulations of the Management Board and the Supervisory Board or another similar document | X | Articles of Association | ||
|---|---|---|---|---|
| Information on each Supervisory Board and Management Board member | X | |||
| Information on independent Supervisory Board members | X | |||
| Category/ criteria | Complied with | Not applicable | Not complied with | Explanation |
| Remuneration policy of the Management Board and Supervisory Board, and remuneration report | X | |||
| Information on the selection (nomination) process of the Management Board and the Supervisory Board | X | |||
| Information on Supervisory Board committees and the Audit committee | X | |||
| Financial and non-financial reports and information | ||||
| Financial statements and reports of the company for at least the last 3 financial years | X | |||
| Non-financial reports of the company | X | |||
| Corporate governance reports | X | |||
| The company’s financial calendar or other calendar of significant and planned communication events | X | |||
| Information for shareholders and investors | ||||
| Information on the planned shareholder’s meetings | X | |||
| Information on held shareholder’s meetings | X | |||
| Company’s dividend policy and information on dividends paid | X | |||
| Information on transactions of related parties | X | Published in the Annual report for the year 2025 | ||
| Announcements published by the company and relevant information for investors | X | |||
| Contacts of the Investor Relations Officer | X |