ING-GRAD d.d. — Audit Report / Information 2025

Apr 29, 2026

Independent Auditor's Report

To the shareholders of ING-GRAD d.d.

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of ING-GRAD d.d. ("the Company"), which comprise:

• the statement of financial position as at 31 December 2025;

and, for the year from 1 January 2025 to 31 December 2025:

• the statement of profit or loss and other comprehensive income;
• the statement of changes in equity;
• the statement of cash flows;

and

• notes, comprising material accounting policies and other explanatory information ("the financial statements").

In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Company as at 31 December 2025, and of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union ("EU IFRS").

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing ("ISAs") and Regulation (EU) No. 537/2014 of the European Parliament and of the Council. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report.

We are independent of the Company in accordance with the ethical requirements that are relevant to audits of the financial statements of public interest entities in the Republic of Croatia, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Revenue from long-term construction contracts recognised over time

Sales revenue in 2025: EUR 164,710 thousand (2024: EUR 122,111 thousand). As at 31 December 2025: trade receivables: EUR 32,326 thousand, contract assets: EUR 9,425 thousand and contract liabilities EUR 9,390 thousand (31 December 2024: trade receivables: EUR 39,597 thousand, contract assets: EUR 8,296 thousand and contract liabilities EUR 9,390 thousand).

See Note 2.4 Revenue recognition within Material accounting policies, Note 3.1. Construction revenues within Key accounting estimates and judgments and Note 4 Sales revenue within the financial statements.

The key audit matter	How the matter was addressed in our audit
The Company generates most of itsrevenue from complex constructioncontracts, including cultural heritagerestoration projects, for which revenue isrecognised over time.The amount of revenue recognised, andthe resulting contract margin, dependson management's judgment inmeasuring progress using a cost-to-costinput method. This requires estimatingtotal costs to complete each project,assessing whether the methodappropriately reflects performancetransferred to the customer, anddetermining whether certain costsshould be excluded from the measure ofprogress because they do not reflectsuch performance.	For a sample of significant contracts and/or projects, ourprocedures included:•Data and project records: reconciling project costrecords used in measuring progress to the generalledger and, on a sample basis, tracing selectedamounts to supplier invoices, subcontractordocumentation and other source records, with afocus on significant projects and projects withsignificant changes in expected margin or limitedheadroom;•Measure of progress and exclusions: evaluatingwhether the cost-to-cost input method wasappropriate in the context of the contractual termsand performance obligations; recomputing themeasure of progress and revenue recognised forselected projects; and assessing whether costs thatdo not reflect performance transferred to the
In addition, contract changes such aschange orders and variations, andvariable amounts affect the transactionprice and the measure of progress.Judgment is required in determiningwhether changes are accounted for asseparate contracts or as changes toexisting contracts, and in assessingwhether revenue is recognised only tothe extent that a significant reversal isnot expected.Given the size and sensitivity ofrecognised revenue, contract margin,contract assets and contract liabilities tochanges in these estimates andjudgments, we considered this area tobe a key audit matter.	customer were excluded where required;•Estimate at completion: challenging management'sestimates of remaining costs to complete byperforming a retrospective comparison of prior-yearestimates to actual outcomes and comparing them tosubsequent project developments;•Contract changes and variable amounts: forselected change orders, variations, assessingwhether they were accounted for appropriately,recomputing the impact on transaction price andrevenue where relevant, and evaluating whetheramounts recognised were limited to those for whicha significant reversal was not expected;•Disclosures: considering whether the relateddisclosures appropriately described the Company'srevenue recognition policy, the key judgmentsapplied in measuring progress and the relatedcontract balances.

Emphasis of Matter – Comparative Information

We draw attention to Note 28 to the financial statements which indicates that the comparative information presented as at and for the year ended 31 December 2024 has been restated. Our opinion is not modified in respect of this matter.

Other Matter - Comparative Information

The financial statements of the Company as at and for the years ended 31 December 2024 and 31 December 2023 (from which the statement of financial position as at 1 January 2024 has been derived), excluding the adjustments described in Note 28 to the financial statements were audited by another auditor who expressed unmodified opinions on those financial statements on 28 April 2025 and on 20 June 2024.

As part of our audit of the financial statements as at and for the year ended 31 December 2025, we also audited the retrospective adjustments described in Note 28 that were applied to restate the comparative information presented as at and for the year ended 31 December 2024 and the statement of financial position as at 1 January 2024.

We were not engaged to audit, review, or apply any procedures to the financial statements for the years ended 31 December 2024 or 31 December 2023 (not presented herein) or to the statement of financial position as at 1 January 2024, other than with respect to the adjustments described in Note 28 to the financial statements. Accordingly, we do not express an opinion or any other form of assurance on those respective financial statements taken as a whole. However, in our opinion, the adjustments described in Note 28 are appropriate and have been properly applied.

Other Information

Management is responsible for the other information. The other information comprises the Management Report and the Corporate Governance Report included in the Annual Report of the Company, but does not include the financial statements and our auditor's report thereon.

Our opinion on the financial statements does not cover the other information.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

With regard to the Management Report and the Corporate Governance Report, we also performed procedures prescribed by applicable legal requirements and we report that:

• the information given in the Management Report and the Corporate Governance Report for the financial year for which the financial statements are prepared, is consistent, in all material respects, with the financial statements;
• the Management Report and the Corporate Governance Report have been prepared, in all material respects, in accordance with applicable legal requirements.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation of the financial statements that give a true and fair view in accordance with EU IFRS, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with International Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with International Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or

regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

Information Required by Regulation (EU) No. 537/2014 of the European Parliament and the Council

Appointment of Auditor and Period of Engagement

We have been appointed to audit the annual financial statements of the Company by resolution of those charged with governance dated 1 July 2025. Our period of total uninterrupted engagement is 1 year, covering the period ended 31 December 2025.

Consistency with Additional Report to Audit Committee

We confirm that our audit opinion is consistent with the additional report to the Audit Committee.

Non-audit Services

We declare that no prohibited non-audit services referred to in Article 5 (1) of Regulation (EU) No. 537/2014 of the European Parliament of the Council and Article 44 of the Audit Act were provided and that we remained independent in conducting the audit.

Report on Compliance with the ESEF Regulation

In accordance with the requirements of Article 462 paragraph 5 of Capital Market Act, we are required to express an opinion on whether the financial statements of the Company as at and for the year ended 31 December 2025, as included in the attached electronic file inggrad-2025-12-31-1-en, have been prepared, in all material respects, in accordance with the requirements of the Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 supplementing Directive 2004/109/EC of the European Parliament and of the Council with regard to regulatory technical standards on the specification of a single electronic reporting format ("the RTS on ESEF").

Responsibilities of Management and Those Charged with Governance

Management is responsible for the preparation of the financial statements in a digital format that complies with the RTS on ESEF. This responsibility includes:

• the preparation of the financial statements in the applicable XHTML format and their publication;
• the selection and application of appropriate iXBRL tags, using judgment where necessary;
• creating and properly anchoring extension elements where no suitable element exists;
• performing block-tagging where required;
• ensuring consistency between digitised information and the financial statements presented in human-readable format; and
• the design, implementation and maintenance of internal control relevant to the application of the RTS on ESEF.

Those charged with governance are responsible for overseeing the Company's ESEF reporting, as a part of the financial reporting process.

Auditor's Responsibilities

Our responsibility is to express an opinion on whether the financial statements have been prepared, in all material respects, in accordance with the RTS on ESEF, based on the evidence we have obtained. We conducted our reasonable assurance engagement in accordance with International Standard on Assurance Engagements 3000 (Revised), Assurance Engagements Other than Audits or Reviews of Historical Financial Information (ISAE 3000) issued by the International Auditing and Assurance Standards Board.

A reasonable assurance engagement in accordance with ISAE 3000 involves performing procedures to obtain evidence about whether the financial statements have been prepared, in all material respects, in accordance with the RTS on ESEF. The nature, timing and extent of procedures selected depend on the auditor's judgment, including the assessment of the risks of material departures from the requirements of set out in the RTS on ESEF, whether due to fraud or error. Reasonable assurance is a high degree of assurance. However, it does not guarantee that the scope of procedures will identify all significant (material) non-compliance with the RTS on ESEF.

Our procedure included, among others:

• obtaining an understanding of the Company's ESEF preparation process;
• evaluating the design and implementation of relevant controls over the iXBRL tagging process;
• assessing the XHTML structure and the completeness of tagging;
• evaluating the appropriate application of core taxonomy elements, the creation and anchoring of extension elements, and the application of block-tagging where required; and, where relevant,
• assessing consistency between machine-readable and human-readable versions and the signed audited financial statements.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Opinion

In our opinion, based on the procedures performed and evidence obtained, the financial statements of the Company as at and for the year ended 31 December 2025 presented in ESEF format and contained in the aforementioned attached electronic file, have been prepared, in all material respects, in accordance with the requirements of the RTS on ESEF.

KPMG Croatia d.o.o. za reviziju

Croatian Certified Auditors Eurotower, 17th floor Ivana Lučića 2a 10000 Zagreb Croatia

Joško Džida Member of the Management Board, Croatian Certified Auditor

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29 April 2026