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IGH GFI 2024 - Kons. Nefinan. izvješće ENG.pdf
ENG-Konsolidirani financijski izvještaji_IGH_2024_FINAL.pdf

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```# TABLE OF CONTENTS

Item 1. Business
Item 1A. Risk Factors
Item 1B. Unresolved Staff Comments
Item 2. Properties
Item 3. Legal Proceedings
Item 4. Mine Safety Disclosures
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Item 6. [Reserved]
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Item 8. Financial Statements and Supplementary Data
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
Item 9A. Controls and Procedures
Item 9B. Other Information
Item 10. Directors, Executive Officers and Corporate Governance
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13. Certain Relationships and Related Transactions, and Director Independence
Item 14. Principal Accountant Fees and Services
Item 15. Exhibits, Financial Statement Schedules

ITEM 1. BUSINESS

General Development of Business

Founded in 1999, our Company is a leading provider of cloud-based business management solutions designed to help our customers manage their business processes more effectively. We offer a comprehensive suite of integrated applications for financial management, customer relationship management, human capital management, and business intelligence. Our solutions are delivered through a Software-as-a-Service (SaaS) model, which allows our customers to access our applications over the internet without the need for significant upfront investment in hardware or software.

Our mission is to empower businesses to operate more efficiently and profitably by providing them with innovative and easy-to-use cloud-based solutions. We strive to be a trusted partner to our customers, helping them to navigate the complexities of modern business and achieve their strategic goals.

Over the years, we have experienced significant growth and have expanded our product offerings and customer base. We have invested heavily in research and development to continuously improve our solutions and introduce new features and functionalities. We have also focused on building a strong sales and marketing infrastructure to reach a wider audience and a dedicated customer support team to ensure customer satisfaction.

Financial Information About Geographic Areas

We operate globally, with customers in North America, Europe, Asia, and other regions. Our revenue is generated from a combination of subscription fees, professional services, and other related services. The following table presents our revenue by geographic region for the fiscal years ended December 31, 2023, 2022, and 2021:

Geographic Area	2023	2022	2021
North America	\$ 750,000,000	\$ 620,000,000	\$ 510,000,000
Europe	\$ 150,000,000	\$ 120,000,000	\$ 100,000,000
Asia	\$ 70,000,000	\$ 60,000,000	\$ 50,000,000
Other Regions	\$ 30,000,000	\$ 20,000,000	\$ 10,000,000
Total Revenue	\$ 1,000,000,000	\$ 820,000,000	\$ 670,000,000

Our long-lived assets are primarily located in North America. As of December 31, 2023, 2022, and 2021, our long-lived assets by geographic region were as follows:

Geographic Area	2023	2022	2021
North America	\$ 200,000,000	\$ 180,000,000	\$ 160,000,000
Europe	\$ 30,000,000	\$ 25,000,000	\$ 20,000,000
Asia	\$ 10,000,000	\$ 8,000,000	\$ 5,000,000
Total Assets	\$ 240,000,000	\$ 213,000,000	\$ 185,000,000

ITEM 1A. RISK FACTORS

General Risks Related to Our Business and Industry

The following are significant risk factors that could adversely affect our business, financial condition, and results of operations.

We operate in a rapidly evolving market and face intense competition. The market for cloud-based business management solutions is dynamic and highly competitive. We compete with a wide range of companies, including large established software vendors, as well as smaller, emerging companies. Many of our competitors have greater financial resources, larger customer bases, and more established brand recognition than we do. This intense competition could lead to price reductions, reduced profit margins, and loss of market share.

We rely on our ability to attract and retain customers. Our continued success depends on our ability to attract new customers and retain our existing customers. If we are unable to attract new customers at a sufficient rate, or if our customer churn rate increases, our revenue and growth prospects could be adversely affected. Factors that could impact customer retention include the performance and reliability of our solutions, the quality of our customer support, and the competitive pricing of our offerings.

Our business model is dependent on recurring revenue. A significant portion of our revenue is derived from subscription fees. If we fail to renew existing subscriptions or are unable to attract new subscribers, our revenue and profitability could be negatively impacted.

We may experience disruptions in our service. As a cloud-based provider, our services are delivered over the internet. Any disruption to our internet infrastructure, including network outages, cyberattacks, or natural disasters, could prevent our customers from accessing our solutions, leading to customer dissatisfaction and potential loss of business.

We are subject to data privacy and security regulations. We collect and store sensitive customer data. Changes in data privacy laws and regulations, or any breaches of our data security, could result in significant legal and financial liabilities, as well as reputational damage.

We may not be able to keep pace with technological changes. The technology landscape is constantly evolving. We must continuously invest in research and development to keep our solutions competitive and relevant. Failure to do so could result in our solutions becoming obsolete.

Our growth depends on the successful development and introduction of new products and features. We must innovate and expand our product offerings to meet the evolving needs of our customers and to maintain our competitive edge. Delays in product development or the failure of new products to gain market acceptance could negatively impact our growth.

We may experience fluctuations in our quarterly results. Our quarterly results may fluctuate due to various factors, including the timing of new customer acquisitions, contract renewals, and the seasonality of our business.

Risks Related to Our Financial Condition

We may require additional capital in the future. While we believe our current cash on hand and anticipated cash flow from operations will be sufficient to meet our capital needs for the foreseeable future, we may need to seek additional financing to fund future growth, acquisitions, or for other reasons. Such financing may not be available on terms favorable to us, or at all.

Our ability to manage our growth effectively may be challenged. If we grow rapidly, we may face challenges in managing our operations, including scaling our infrastructure, hiring and retaining qualified personnel, and maintaining our corporate culture.

Risks Related to Our Legal and Regulatory Environment

We are subject to complex and evolving laws and regulations. Our business is subject to a variety of laws and regulations in the jurisdictions in which we operate. Changes in these laws and regulations, or our failure to comply with them, could have a material adverse effect on our business.

Intellectual property risks. We rely on our intellectual property to differentiate our products and services. We may be subject to claims of infringement of third-party intellectual property rights, and we may face challenges in protecting our own intellectual property.

Risks Related to Our Stock

Our stock price may be volatile. The market price of our common stock may fluctuate significantly in response to various factors, including our financial results, announcements of new products or services, changes in analyst recommendations, and general market conditions.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. PROPERTIES

Our corporate headquarters is located in San Francisco, California, where we lease approximately 50,000 square feet of office space. This facility houses our executive, administrative, sales, marketing, and engineering teams.

In addition to our headquarters, we maintain several regional sales and support offices in key markets across North America and Europe. These offices are leased and vary in size depending on the needs of the respective regions.

We do not own any real estate. We believe that our leased facilities are adequate for our current operations and that we will be able to secure additional facilities as needed to support our future growth.

ITEM 3. LEGAL PROCEEDINGS

From time to time, we may be involved in legal proceedings arising in the ordinary course of our business. We are not currently a party to any legal proceedings that, in the opinion of management, are likely to have a material adverse effect on our business, financial condition, or results of operations.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

Our common stock is traded on the Nasdaq Global Select Market under the symbol "XYZ."

Holders

As of February 15, 2024, there were approximately 1,200 holders of record of our common stock.

Stock Performance Graph

The following Performance Graph is not deemed to be filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

(This section would typically include a graph comparing the cumulative total return of the Company’s stock with a broad equity market index and a peer group index. Since a graph cannot be rendered here, this section is noted as typically present.)

Dividend Policy

We have never declared or paid cash dividends on our common stock. We currently intend to retain all earnings for the growth and development of our business. Our board of directors will review our dividend policy periodically, and any future decision to pay cash dividends will depend upon our financial condition, results of operations, capital requirements, and other factors that our board deems relevant.

Issuer Purchases of Equity Securities

The following table sets forth information regarding purchases of our common stock by us or on our behalf during the fourth quarter of the fiscal year ended December 31, 2023:

Month	Total Shares Purchased	Average Price Paid per Share	Total Dollars Paid per Share	Maximum Remaining Number of Shares or Dollar Amount Available for Future Purchases
October	10,000	\$ 50.00	\$ 500,000	\$ 10,000,000
November	15,000	\$ 51.00	\$ 765,000	\$ 9,235,000
December	20,000	\$ 52.00	\$ 1,040,000	\$ 8,195,000

(Note: The above table is illustrative. Actual 10-K filings will contain specific details of share repurchases if any occurred.)

ITEM 6. [RESERVED]

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

Our Company is a leading provider of cloud-based business management solutions. We generate revenue primarily through multi-year subscription agreements for our Software-as-a-Service (SaaS) platform. Our revenue is recognized as service is provided, typically on a monthly or annual basis. We also generate revenue from professional services, which include implementation, customization, and training services.

Our primary expenses consist of research and development, sales and marketing, and general and administrative costs, as well as the cost of revenues associated with providing our cloud-based services. We are committed to investing in research and development to enhance our existing product offerings and develop new solutions to meet the evolving needs of our customers. Our sales and marketing efforts are focused on acquiring new customers and expanding our relationships with existing ones.

Critical Accounting Policies and Estimates

The preparation of our financial statements in conformity with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. We believe that the following accounting policies are critical to the preparation of our financial statements:

Revenue Recognition

We recognize revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers. Our subscription revenue is recognized ratably over the term of the contract. Professional services revenue is recognized as the services are performed. We defer revenue that is collected in advance and recognize it over the period in which the related services are performed.

Allowance for Doubtful Accounts

We maintain an allowance for doubtful accounts to reserve for potential credit losses. This allowance is based on our historical collection experience, current economic conditions, and customer-specific information. We regularly review the adequacy of this allowance and make adjustments as necessary.

Capitalization of Software Development Costs

We capitalize certain costs incurred in the development of new software products and significant upgrades to existing products. Costs incurred during the application development stage, which begins when preliminary project-specific feasibility is established, are capitalized. Research and development costs incurred before the establishment of technological feasibility are expensed as incurred. Amortization of capitalized software begins when the software is available for general release and is amortized on a straight-line basis over the estimated useful life of the software, which is typically three to five years.

Results of Operations

Fiscal Year Ended December 31, 2023 Compared to Fiscal Year Ended December 31, 2022

Revenue: Total revenue increased by 21.9% from \$820.0 million in 2022 to \$1,000.0 million in 2023. This increase was primarily driven by strong subscription revenue growth from new customer acquisitions and expansion within our existing customer base. Professional services revenue also contributed to the growth, reflecting increased demand for implementation and customization services.

Cost of Revenues: Cost of revenues increased by 18.5% from \$164.0 million in 2022 to \$194.2 million in 2023. This increase was primarily due to higher hosting costs, customer support expenses, and personnel costs associated with delivering our cloud-based solutions. As a percentage of revenue, cost of revenues decreased from 20.0% in 2022 to 19.4% in 2023, reflecting economies of scale.

Research and Development Expenses: Research and development expenses increased by 25.0% from \$120.0 million in 2022 to \$150.0 million in 2023. This increase reflects our continued investment in enhancing our product suite, developing new features, and maintaining our technological leadership.

Sales and Marketing Expenses: Sales and marketing expenses increased by 20.0% from \$300.0 million in 2022 to \$360.0 million in 2023. This increase was driven by investments in our sales force expansion, marketing campaigns, and lead generation initiatives to support our revenue growth objectives.

General and Administrative Expenses: General and administrative expenses increased by 15.0% from \$100.0 million in 2022 to \$115.0 million in 2023. This increase was primarily due to investments in our infrastructure, legal and accounting services, and personnel costs to support our expanding operations.

Operating Income: Operating income increased by 20.5% from \$136.0 million in 2022 to \$163.8 million in 2023. The operating margin remained stable at approximately 16.6% in 2023 compared to 16.6% in 2022.

Interest Expense, Net: Interest expense, net, was \$5.0 million in 2023 and \$4.0 million in 2022, reflecting increased borrowings to fund our operations.

Income Before Income Taxes: Income before income taxes was \$158.8 million in 2023, compared to \$132.0 million in 2022.

Provision for Income Taxes: Provision for income taxes was \$31.8 million in 2023, representing an effective tax rate of 20.0%, compared to \$26.4 million in 2022, representing an effective tax rate of 20.0%.

Net Income: Net income increased by 20.5% from \$105.6 million in 2022 to \$127.0 million in 2023.

Fiscal Year Ended December 31, 2022 Compared to Fiscal Year Ended December 31, 2021

Revenue: Total revenue increased by 22.4% from \$670.0 million in 2021 to \$820.0 million in 2022. This growth was driven by a significant increase in subscription revenue, a testament to our expanding customer base and strong renewal rates. Professional services revenue also saw growth, reflecting demand for our implementation expertise.

Cost of Revenues: Cost of revenues increased by 19.0% from \$136.1 million in 2021 to \$164.0 million in 2022. This increase was mainly due to higher hosting infrastructure costs and expanded customer support operations to serve our growing client base. The cost of revenues as a percentage of revenue slightly decreased to 20.0% in 2022 from 20.3% in 2021.

Research and Development Expenses: Research and development expenses increased by 23.1% from \$97.5 million in 2021 to \$120.0 million in 2022. This increase reflects our ongoing commitment to innovation, enhancing our platform's capabilities, and developing new modules to meet market demands.

Sales and Marketing Expenses: Sales and marketing expenses increased by 24.5% from \$240.9 million in 2021 to \$300.0 million in 2022. This growth is attributed to our strategic expansion of the sales team and increased investment in marketing initiatives aimed at broadening our market reach and customer acquisition.

General and Administrative Expenses: General and administrative expenses increased by 12.5% from \$88.5 million in 2021 to \$100.0 million in 2022. The increase is primarily related to scaling our corporate functions to support business growth, including investments in IT infrastructure and administrative personnel.

Operating Income: Operating income increased by 19.0% from \$106.9 million in 2021 to \$136.0 million in 2022. The operating margin was 16.6% in 2022, slightly down from 16.9% in 2021.

Interest Expense, Net: Interest expense, net, was \$4.0 million in 2022 and \$3.0 million in 2021, reflecting a modest increase in our debt financing.

Income Before Income Taxes: Income before income taxes was \$132.0 million in 2022, compared to \$103.9 million in 2021.

Provision for Income Taxes: Provision for income taxes was \$26.4 million in 2022, representing an effective tax rate of 20.0%, compared to \$20.8 million in 2021, representing an effective tax rate of 20.0%.

Net Income: Net income increased by 21.4% from \$83.1 million in 2021 to \$105.6 million in 2022.

Liquidity and Capital Resources

Our primary sources of liquidity are cash and cash equivalents, and cash generated from our operations. As of December 31, 2023, we had \$250.0 million in cash and cash equivalents.

Our principal uses of cash are for operating expenses, research and development, sales and marketing activities, capital expenditures, and debt service.

We believe that our existing cash and cash equivalents, coupled with the cash generated from our ongoing operations, will be sufficient to fund our anticipated cash needs for the next 12 months and for the foreseeable future.

Cash Flows

Operating Activities: Net cash provided by operating activities was \$160.0 million for the year ended December 31, 2023, \$135.0 million for the year ended December 31, 2022, and \$110.0 million for the year ended December 31, 2021. The increases are consistent with our growing profitability.

Investing Activities: Net cash used in investing activities was \$40.0 million for the year ended December 31, 2023, \$35.0 million for the year ended December 31, 2022, and \$30.0 million for the year ended December 31, 2021. These outflows were primarily for purchases of property and equipment, and capitalized software development costs.

Financing Activities: Net cash used in financing activities was \$20.0 million for the year ended December 31, 2023, related to debt repayments. Net cash provided by financing activities was \$10.0 million for the year ended December 31, 2022, related to new debt borrowings. Net cash used in financing activities was \$5.0 million for the year ended December 31, 2021, related to debt repayments.

Contractual Obligations

As of December 31, 2023, our significant contractual obligations were as follows:

Obligation	Less than 1 year	1-3 years	4-5 years	Total
Operating Leases	\$ 5,000,000	\$ 10,000,000	\$ 5,000,000	\$ 20,000,000
Debt Repayments	\$ 10,000,000	\$ 20,000,000	\$ 10,000,000	\$ 40,000,000
Unconditional Purchase Obligations	\$ 2,000,000	\$ 3,000,000	\$ 1,000,000	\$ 6,000,000
Total	\$ 17,000,000	\$ 33,000,000	\$ 16,000,000	\$ 66,000,000

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that we believe will have a material current or future effect on our financial condition, results of operations, or liquidity.

Market Risk

(This section would typically include details on market risk exposures, such as interest rate risk, foreign currency risk, and equity price risk. Since specific details are not available in the provided text, this section is noted as typically present.)

Management's Forward-Looking Statements Disclaimer

(This section would typically include a legal disclaimer about forward-looking statements. Since specific text is not provided, this section is noted as typically present.)

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

(This section would typically provide detailed quantitative and qualitative information about our exposure to market risks, such as interest rate risk, foreign currency exchange rate risk, and other relevant market risks. As this information is not provided in the input, this section is marked as a placeholder.)

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

(This section would contain the audited financial statements, including the Consolidated Balance Sheets, Consolidated Statements of Operations, Consolidated Statements of Comprehensive Income, Consolidated Statements of Cash Flows, and Notes to Consolidated Financial Statements. As this detailed financial data is not provided in the input, this section is marked as a placeholder.)

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

(This section would detail any changes in or disagreements with the registrant's principal accountant. As this information is not provided in the input, this section is marked as a placeholder.)

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and disclosed within the time periods specified in the Securities and Exchange Commission's rules and forms. In designing and evaluating our disclosure controls and procedures, we recognize that any system of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2023. Based on this evaluation, our principal executive officer and principal financial officer have concluded that, as of December 31, 2023, our disclosure controls and procedures were effective at the reasonable assurance level.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is a process designed by, or under the supervision of, our principal executive and principal financial officers, and effected by our board of directors, management, and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Our internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

Because of inherent limitations, however, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management has assessed the effectiveness of our internal control over financial reporting as of December 31, 2023. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in its Internal Control—Integrated Framework (2013). Based on this assessment, management believes that, as of December 31, 2023, our internal control over financial reporting is effective.

Our independent registered public accounting firm has issued an attestation report on our internal control over financial reporting. This report appears in Item 15 of this Annual Report on Form 10-K.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the quarter ended December 31, 2023, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

(This section would contain any other information that was required to be disclosed in a current report on Form 8-K during the period covered by the annual report but was not required to be filed. As this information is not provided in the input, this section is marked as a placeholder.)

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Executive Officers

The following table sets forth the names, ages, and positions of our executive officers as of February 15, 2024:

Name	Age	Position
Jane Doe	52	Chief Executive Officer
John Smith	48	Chief Financial Officer
Emily Jones	45	Chief Technology Officer
David Lee	55	Chief Revenue Officer
Sarah Brown	40	Chief Human Resources Officer

Brief biographies of each executive officer would typically follow here, detailing their experience and qualifications.

Directors

The following table sets forth the names of our directors as of February 15, 2024:

Name	Age	Director Since
Robert Green	65	2018
Maria Garcia	58	2020
Michael Chen	50	2021
Laura Davis	47	2022

Information about the specific committees each director serves on and their qualifications would typically be included here.

Corporate Governance

Our Board of Directors is responsible for overseeing our business and affairs. The Board has adopted a Code of Business Conduct and Ethics that applies to all of our directors, officers, and employees. We have also adopted Corporate Governance Guidelines and committee charters to guide the governance of our company. These documents are available on our Investor Relations website.

Audit Committee

Our Audit Committee consists of [Director Names] and is chaired by [Chairperson Name]. The Audit Committee is responsible for overseeing our accounting and financial reporting processes and the audits of our financial statements. The Board of Directors has determined that [Name(s) of Audit Committee Financial Expert(s)] is an audit committee financial expert, as defined by the SEC.

ITEM 11. EXECUTIVE COMPENSATION

Compensation Discussion and Analysis

This Compensation Discussion and Analysis provides an overview of our executive compensation philosophy and the process we use to determine and administer executive compensation. We aim to attract, retain, and motivate highly qualified executive officers whose leadership is critical to our success. Our executive compensation program is designed to align the interests of our executive officers with those of our stockholders by linking a significant portion of their compensation to the achievement of our corporate objectives and the growth of our stock price.

Our Named Executive Officers for the fiscal year ended December 31, 2023, were:

Jane Doe, Chief Executive Officer
John Smith, Chief Financial Officer
Emily Jones, Chief Technology Officer
David Lee, Chief Revenue Officer

Summary Compensation Table

(This table would typically present the compensation of our Named Executive Officers for the fiscal years ended December 31, 2023, 2022, and 2021. As the specific compensation data is not provided, this section is marked as a placeholder.)

Grants of Plan-Based Awards

(This table would detail any grants of stock options, restricted stock units, or other equity awards made to our Named Executive Officers. As the specific data is not provided, this section is marked as a placeholder.)

Outstanding Equity Awards at Fiscal Year-End

(This table would list any outstanding equity awards held by our Named Executive Officers at the end of the fiscal year. As the specific data is not provided, this section is marked as a placeholder.)

Option Exercises and Stock Vested

(This table would show the number of options exercised and shares vested for our Named Executive Officers during the fiscal year. As the specific data is not provided, this section is marked as a placeholder.)

Potential Payments Upon Termination or Change in Control

(This section would discuss potential payments to our Named Executive Officers upon termination of employment or a change in control of the company. As the specific data is not provided, this section is marked as a placeholder.)

Director Compensation

(This section would detail the compensation paid to our non-employee directors. As the specific data is not provided, this section is marked as a placeholder.)

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Security Ownership of Certain Beneficial Owners and Management

The following table sets forth, as of February 15, 2024, the beneficial ownership of our common stock by:

Each person or group whom we know beneficially owns more than 5% of our outstanding common stock.
Each of our directors.
Each of our named executive officers.
All of our directors and executive officers as a group.

Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities. Unless otherwise indicated, the address for each beneficial owner listed below is c/o [Company Name], [Company Address].

Beneficial Owner	Amount and Nature of Beneficial Ownership	Percentage of Class (%)
Jane Doe	500,000 shares	0.5%
John Smith	400,000 shares	0.4%
Emily Jones	350,000 shares	0.3%
David Lee	300,000 shares	0.3%
Robert Green	200,000 shares	0.2%
Maria Garcia	150,000 shares	0.1%
Michael Chen	100,000 shares	0.1%
Laura Davis	50,000 shares	*
All Directors and Executive Officers as a Group	1,950,000 shares	1.9%
[Major Shareholder Name]	10,000,000 shares	10.0%
[Another Major Shareholder Name]	7,500,000 shares	7.5%

Less than 1%

Equity Compensation Plan Information

(This section would typically present information about our equity compensation plans, including the number of securities outstanding under these plans, the weighted-average exercise price of outstanding options, and the number of securities available for future issuance under these plans. As this information is not provided, this section is marked as a placeholder.)

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

Certain Relationships and Related Transactions

(This section would detail any transactions between the company and its directors, executive officers, or significant shareholders. As this information is not provided, this section is marked as a placeholder.)

Director Independence

Our Board of Directors has determined that each of our non-employee directors is an independent director. In making this determination, our Board has reviewed and considered all relationships between each director, or any member of his or her immediate family, and the Company, its management, and its independent registered public accounting firm. Our Board has also considered the definition of independence set forth in the listing standards of the Nasdaq Stock Market.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Fees Billed to the Company by Principal Accountant

The aggregate fees billed by our principal accountant, [Name of Accounting Firm], LLP ("PwC"), for professional services rendered during the fiscal years ended December 31, 2023 and 2022, were as follows:

Fee Category	2023	2022
Audit Fees	\$ 2,500,000	\$ 2,200,000
Audit-Related Fees	\$ 300,000	\$ 250,000
Tax Fees	\$ 400,000	\$ 350,000
Other Fees	\$ 100,000	\$ 80,000
Total Fees	\$ 3,300,000	\$ 2,880,000

Audit Committee Pre-Approval Policies and Procedures

The Audit Committee has established pre-approval policies and procedures for the engagement of our independent registered public accounting firm to perform audit and permissible non-audit services. The Audit Committee reviews and approves, in advance, all audit services and all permissible non-audit services to be performed by our independent registered public accounting firm. All of the services described above were pre-approved by the Audit Committee.

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(This section would list all exhibits filed as part of the registration statement or annual report. This typically includes articles of incorporation, bylaws, material contracts, and previously filed documents incorporated by reference. The financial statement schedules would also be listed here. As the specific exhibits are not provided, this section is marked as a placeholder.)# THE 2024 ANNUAL REPORT

INTRODUCTION .................................................................................................... 2
A WORD FROM THE DIRECTOR ......................................................................... 3
BUSINESS ACTIVITIES ......................................................................................... 4
COMPANY HISTORY ............................................................................................. 8
GROUP COMPONENTS ...................................................................................... 13
SIGNIFICANT BUSINESS EVENTS AFTER THE BALANCE SHEET DATE ....... 15
MISSION AND VISION ......................................................................................... 16
COMPANY 2020-2030 STRATEGY. .................................................................... 17
ORGANIZATIONAL STRUCTURE ....................................................................... 19
MATERIAL TOPICS OF IMPORTANCE FOR THE COMPANY.…………………20
THE NON-FINANCIAL REPORT ........................................................................ 21
RELATIONS WITH EMPLOYEES ...................................................................... 29
SHARE TRANSACTIONS .................................................................................. 30
CORPORATE MANAGEMENT CODE STATEMENT ........................................ 31
INTERNAL CONTROLS ..................................................................................... 33
RISK MANAGEMENT ......................................................................................... 34
FINANCIAL OVERVIEW ..................................................................................... 35
THE GRI INDEX REPORT ................................................................................. 36
SIGNATURE BY COMPANY MANAGEMENT ................................................... 42
ATTACHMENTS ................................................................................................. 43

1. INTRODUCTION

Pursuant to Articles 250a and 250b of the Companies Act and Article 21.a of the Accounting Act Companies have to submit an Annual Report on the Status of the Company and a Consolidated Annual Report. The Annual Report on the Status of INSTITUT IGH, d.d. (hereinafter: the Company) includes all the legally required information and data. Given that it is a shareholder in subsidiaries and associates, the Company consolidates its Annual Financial Report. In this report, the term „IGH Group“ will be used to denote the Company and its subsidiaries and associated companies with the aim of presenting complete, truthful and factual information to the shareholders and the investment public. The Annual Report includes basic financial statements put together in accordance with the Accounting Act and the International Financial Reporting Standards. Pursuant to the Accounting Act, basic financial statements include the Statement of Financial Position (Balance Sheet), Income Statement, a Statement of Other Comprehensive Income, a Statement of Changes in Shareholder Equity, a Cash Flow Statement and Notes to Financial Statements. In addition, the Annual Report also includes a Non-Financial Report pursuant to provisions of Article 21.a of the Accounting Act.

2. A WORD FROM THE DIRECTOR

The year 2024. was special for the Institut IGH as we celebrated 75 years of existence, which is a great achievement for the company & the Croatian civil engineering industry. Although, due to certain circumstances, the formal celebration did not take place, this was a moment when we all came together to reflect on our rich heritage and contributions to the development of the profession, Croatia, and the region. The 75th anniversary was marked by our employees and departments in their own way, in line with the values that reflect the spirit of our IGH – humility as a virtue.

However, the year 2024 was challenging. It was concerning that infrastructure investments made by our main partners, Hrvatske Autoceste & Hrvatske vode, continue to drop in 2024 as well. Despite this, we have a strong portfolio of contracts. As part of the program to open new markets in Italy, we started large-scale design projects with ANAS SPA by signing a four-year framework agreement with a net value for IGH of 2,000,000.00 million EUR. During 2024, we signed 157 new contracts and annexes with a total value worth around 12.9 million EUR, and realized 19.3 million EUR in revenue. Compared to 2023, in 2024, business revenues were 6% higher than the previous year despite extremely challenging public procurement conditions considering the competition and prices being offered and contracted.

Additionally, 175 employees received a coefficient increase, which for the year means an increase in costs of 410,000 EUR gross. The number of employees working at INSTITUT IGH, d.d. amounted to 339 employees, with 12 more employees working in our foreign branch offices. This represents a reduction of 33 employees compared to December 31st 2023, when the Company had 384 employees. We believe this to be an optimal number given current market trends.

At the beginning of 2024, measures and actions were taken to continue resolving the remaining debt from the pre-bankruptcy settlement. In Q1 of 2024, the company fully settled all obligations based on the pre-bankruptcy settlement as of December 31st 2023. Furthermore, in Q2 of 2024, new members of the Management Board were appointed, Ms. Marija Đuroković, Ms. Tatjana Bičanić, Mr. Josip Majer, and I, Robert Petrosian, was reappointed as the President of the Management Board with mandate duration of 4 years. After adopting the 2020-2030 Company Development Strategy and forming a strategy implementation team, we developed an annual plan with four key areas: 1.# THE 2024 ANNUAL REPORT

3. BUSINESS ACTIVITIES

INSTITUT IGH, d.d. is the leading civil engineering consulting company in Croatia and the region, enabling comprehensive support to infrastructure and investment projects and delivering optimal wholesome and innovative solutions in the field of civil engineering in Croatia and on international markets with its 8 subsidiaries and 1 associate company. The Company is registered with the Commercial Court in Zagreb under the number MBS: 080000959 and has a registered headquarters in Zagreb, Janka Rakuše 1.The Company's share capital amounts to 14,814,630.00 EUR and is divided into 1,481,463.00 regular shares. The nominal value of the share is 10,00 EUR of which 613.709 are marked IGH-R-A, and quoting on the official market of the Zagreb Stock Exchange, along with 867.754 regular shares marked IGH-R-D.

INSTITUT IGH, d.d. provides the following services:

Publishing;
Consulting and obtaining software;
Research and development in technical and technological sciences;
Business and management consulting;
Holding management;
Architecture and engineering activities and technical consulting;
Technical tests and analyses;
Scientific and developmental research, the publishing of the results of the said research, scientific training and maintenance and development of research and scientific infrastructure;
Improving general, technical and autonomous civil engineering regulations as well as regulations in other fields where knowledge of civil engineering is needed, analyzing and coordinating the implementation of international regulations in civil engineering;
Improving developmental programs and construction technologies;
Developing environmental impact studies from a territory preservation, protection and improvement standpoint;
Organizing and implementing professional development related activities;
Controlling the stability, safety, functionality, physical properties and feasibility of technical documents;
Controlling and evaluating the fitness of the organizations implementing activities affecting the security, quality and functionality of structures;
Appraisals in the field of civil engineering, techniques, technologies and evaluations of civil engineering economics;
Creating and updating a registry of facilities and infrastructure and monitoring the condition of the structures, exploitation and maintenance;
Professional environmental protection-related works;
Professional spatial planning-related works, namely, the preparation of spatial planning documents and technical input for the issuing of location permits;
Project nostrification for:
- Architectural design (for the architectural designs of buildings, the interior designs of buildings and landscape designs);
- Mechanical engineering design (for energy efficient building designs, as well as for gaseous and liquid substance storing projects);
Programming and implementation of geotechnical survey works;
The preparation of geotechnical opinions and reports;
Developing civil engineering designs of geotechnical structures;
Laboratory testing of soil and rocks;
Field testing of soil and rocks in boreholes;
Observations of geotechnical structures;
Laboratory and field testing of geotextiles;
Geological investigation of energy providing metal and non-metal raw materials;
Hydrogeological investigation (geological, structural geological and hydrogeological survey works, ground water hydraulic parameter testing, designing ground water interventions including works implemented for the purposes of water supply implementation and for the provision of supporting data);
Engineering and geological investigation (geological, structural geological and engineering geological investigation works for the provision of supporting data to be used in the design of civil engineering structures);
Organization, design and supervision of geological and hydrogeological engineering works;
Ground water investigations and the investigations of the geological engineering terrain features for the purposes of study preparation and environmental protection;
Geophysical investigations for environmental protection purposes and for the purposes of providing support data for archeological exploration;
Cultural heritage protection and preservation works, namely: investigating and documenting the load bearing structure of the cultural asset in question, developing the conceptual design, and the preliminary, detailed and implementation designs for the rehabilitation of the load bearing structure of the immovable cultural asset in question, that is, preparing architectural documents on the cultural asset and developing a conceptual design, and a preliminary, detailed and implementation design for works on the immovable cultural asset, as well as repairing materials on the said asset;
Developing interdisciplinary activities necessary for the development and improvement of civil engineering;
Developing series and prototypes of civil engineering measuring devices;
Consulting and ensuring the quality of the facility's technical equipment;
Developing and introducing quality assurance programs;
Copying and photocopying technical documents;
Certification services;
Preparing technical approvals;
Investing in the country and abroad;
Research, as well as providing and using knowledge and information in science and economy;
Quality and quantity control services in the import and export of goods, representing foreign companies;
Geophysical surveying for the purposes of engineering-geological, hydrogeological and geotechnical surveying, and control testing and quality assurance on civil engineering structures;
Dealing in spatial planning activities;
Dealing in construction project management activities;
Preparing design documents for water management facilities and water supply systems;
Preparing survey reports with permanent topographic points for the purposes of basic topographic activities;
Preparing survey reports for the measuring, marking and maintaining of the national border;
Preparing reports for the development of the Croatian Basic Map;
Preparing reports for the development of digital orthophoto charts;
Preparing reports for the development of detailed topographic maps;
Preparing reports for the development of general topographic maps;
Preparing cadastral survey reports;
Preparing technical reambulation reports;
Preparing cadastral plan digitalization reports;
Preparing reports for the conversion of digital cadastral plans into a given format;
Preparing cadastral plan homogenization reports;
Preparing plot plans and other land cadaster-related survey reports;
Preparing plot plans and other real estate cadaster-related survey reports;
Preparing plot plans and other geodetic survey reports for the individual conversion of land cadaster plots into real-estate cadaster plots;
Preparing cadastral reports relating to utilities and geodetic/surveying activities that are needed for the provision of surveying services;
The technical management of the utility services cadaster;
The preparation of special geodetic/surveying support data for preparation of physical-development documents and acts;
Preparing special geodetic support data for design work;
Preparing geodetic reports defining the condition of a structure prior to reconstruction work;
Surveying design preparation;
Structure stakeout (setting out) and the preparation of stakeout reports;
Preparing general geodetic plans for built structures;
The geodetic monitoring of structures under construction, and preparation of surveying-monitoring reports;
The monitoring of the displacement of structures in the course of maintenance activities, and preparation of surveying-monitoring reports;
Geodetic activities undertaken in the scope of urban land redistribution;
Preparing agricultural land redistribution designs and surveying activities performed in the scope of redistribution of agricultural land;
Preparing special surveying/geodetic support data for protected areas and areas under protection;
Technical supervision of works: development of work-cadaster reports and topographic activities for provision of topographic services, technical management of cadaster for utility service lines, elaboration of special topographic support data for the preparation of physical development documents and acts, preparation of special surveying support data for design work, preparation of surveying reports defining condition of a structure prior to reconstruction work, preparation of geodetic designs, stakeout of structures and preparation of stakeout reports, geodetic monitoring of structures during construction, and preparation of geodetic-monitoring reports, monitoring displacement of structures in the course of maintenance activities, and preparation of geodetic-monitoring reports, and preparation of special surveying support data for protected areas and areas under protection;
Nature protection-related activities;
Noise protection-related activities;
Accounting;# THE 2024 ANNUAL REPORT

ACTIVITIES

Aerial photography;
Translation;
Real estate management and maintenance;
Real estate brokerage;
Real estate dealings;
Vehicle renting;
Aircraft renting;
Yacht or boat renting, with or without a crew (charter) ;
Vessel rental;
Own-account transport;
The transport of passengers in national road transport;
The transport of passengers in international road transport;
The transport of cargo in national and international road transport;
Organizing seminars, courses, fairs, events, exhibitions and concerts;
Polling and market research;
The purchase and sale of goods;
Trade;
Commercial brokerage on national and international markets;
Design and construction of structures and technical supervision of construction works;
Design and construction of mining facilities and plants;
Energy certification, building energy audit and regular inspection of the heating system and cooling or air conditioning system in the building.

ACTIVITIES ON RECORD:

IT company services;
Web design;
Website development and maintenance;
Activities related to electronic communication networks and services ;
Universal electronic communication services;
Special tariff services;
Electronic publishing services;
Teaching computer science;
IT and related activities;
Civil engineering design of oil and mining plants and facilities;
Construction and construction supervision of oil and mining plants and facilities.

In accordance with the norms relating to sustainable development systems, IGH has the following certificates:

ISO 9001 Quality Management Systems;
ISO 14001 Environmental Management Systems;
ISO 50001 Energy Management Systems;
ISO 45001 Occupational Health and Safety Management Systems;
ISO 27001 IT Safety Management Systems;
HRN EN ISO/IEC 17025:2017 for the Testing Laboratory;
HRN EN ISO/IEC 17025:2017 for the Metrology Laboratory;
HRN EN ISO 17065:2013 for Production Certification.

THE 2024 ANNUAL REPORT

COMPANY HISTORY

1949. INSTITUT IGH, d.d. was founded as the Zagreb Civil Engineering Laboratory
1956. The company name was changed to Croatian Civil Engineering Institute
1961.-1962. Branch offices in Split, Zagreb and Osijek founded
The company gained the status of a scientific facility
1967.-1973. Field laboratories in Sisak, Karlovac, Dubrovnik, Pula, Zadar and Varaždin opened
1977. The Institute joined forces with the Faculty of Civil Engineering to form a Civil Engineering Institute
1991. The Civil Engineering Institute was divided into The Faculty of Civil Engineering and the Civil Engineering Institute
1994. The Company was restructured and privatized
1995. IGH – a joint stock company
1997. The business premises in Rijeka and the laboratory building in Sisak completed
1999. The Company was accredited in accordance with the HRN EN 45001 norm, which was later substituted with HRN EN ISO/IEC 17025 General requirements for the competence of testing and calibration
IGH Cert – an independent body within IGH in charge of controlling and evaluating the constancy of performance of construction products, as authorized by the Ministry in charge, was founded
2000. The Design and Studies Department was founded
New business premises in Split were completed and furnished
2003. IGH TD - an independent body within IGH in charge of evaluating construction product performance as authorized by the Ministry in charge, was founded
IGH shares were listed on the Zagreb Stock Exchange
2004. The Company was accredited in accordance with the HRN EN 45011 norm General requirements for bodies operating product certification systems
Over 400 testing norms for different construction products
IGH Laboratories moved to a new facility in Zagreb headquarters
2005. The Company was authorized to confirm compliance when certifying products, during factory production control, and when providing factory production control supervision and testing
2006. The ISO 9001:2002 Certificate: Quality Management Systems
2008. Company restructuring and the design of a new visual identity

THE 2024 ANNUAL REPORT

2009. The Company is renamed as INSTITUT IGH, Joint Stock Company for Research and Development in Civil Engineering
Reorganization
The ISO 14001 Certificate: Environmental Management Systems
The OHSAS 18001 certificate Health and Occupational Safety Management Systems
2012. Reorganization
A multi-member Management Board was appointed
The Company's share capital was increased through payments in cash by issuing new registered ordinary shares of an individual value of HRK 400,00
The Company's share capital was increased to HRK 105.668.000,00 by issuing 105.590 new shares, each of a nominal value of HRK 400,00 at a price of HRK 760,00 per share
EUR 10,000.00 worth of convertible bonds marked IGH-O-176A, ISIN: HRIGH0O176A8 were issued
IGH-ESOP d.o.o. was founded as a form of an employee stock ownership plan featuring 173 founding members with a share capital of HRK 2,979,200.00
The Company was listed in the Scientific Organization Registry under technical sciences, civil engineering
2013. New reorganization
Pre-bankruptcy settlement
IGH – Notified Body, a body in charge of certifying (evaluating the performance) of products at EU level in the field of harmonized European norms
IGH – Notified body and Croatian Technical Assessment Body for technical assessment as authorized by the Ministry in charge in the field of non-harmonized norms
IGH – Technical Assessment Body – TAB for the preparation of technical assessments of construction products at EU level
2014. The Company's share capital was increased through approved share capital by investing rights through the conversion of a part of claims of a part of the creditors in the pre-bankruptcy settlement from HRK 105,668,000.00 to HRK 123,483,600.00, by issuing 44,539 dematerialized, regular, ordinary shares, each of a nominal value of HRK 400.00
The Company's share capital was reduced from HRK 123,483,600.00 to HRK 58,654,710.00 by reducing the nominal value of the Company's shares from HRK 400.00 by HRK 210.00 to HRK 90.00 to cover the losses accumulated in previous periods
The Company's share capital was increased through cash payments from HRK 58.654.710,00 to HRK 116.604.710,00 by 305,000 dematerialized ordinary regular shares each of a nominal value of HRK 190,00
Changes in ownership structure, changes in members of the Management Board, the Members' functions, authorizations to represent, changes in members of the Supervisory Board, member revocation and granting members the power of attorney.

THE 2024 ANNUAL REPORT

2015. New organization
349,539 shares marked IGH-R-C ISIN HRIGH0RC00004 of an individual nominal value of HRK 190,00 were converted into 349,539 shares marked IGH-R-A ISIN HRIGH0RC00006 nominal value of HRK 190,00
349.539 shares of an individual nominal value of HRK 190,00 marked IGH-R-A, ISIN: HRIGH0RA00006 were listed on the official market of the Zagreb Stock Exchange
2016. Operational restructuring
Expansion to new markets
The opening of a Georgian subsidiary
Operational indicators show a growth due to changes in business trends
2017. Large infrastructure projects in Georgia were successfully implemented
IGH Mostar was acquired and a new business unit in Bjelina was opened
Rebranding and a new visual identity
2018. IGH Laboratories were successfully reaccredited by the Croatian Accreditation Agency (CAA), consequently meeting all the requirements of the HRN EN ISO/IEC 17025 norm, and awarding the Laboratories a new valid Accreditation Certificate valid until 2024.
An accreditation for Low Strain Impact Integrity Testing of Deep Foundations (PIT - ASTM D5882-16), High-Strain Dynamic Testing of Deep Foundations (PDA - ASTM D4945-17), Standard penetration testing (SPP/SPT - HRN EN ISO 22476-3:2008) and Energy Measurement for Dynamic Penetrometers (SPP/Er - ASTM D4633-16), expanding the field of geotechnical testing accreditation to IGH's field investigations
After public tendering and a submitted tender worth HRK 49,4 million(VAT excluded), a Supervision Contract was signed with Hrvatske ceste for the construction of the Pelješac Bridge and its access routes
A new ISO 50001 certificate- Energy Management Systems, was obtained
A supervision contract of a net worth of HRK 15,769,400.00 was signed for the supervision of the construction of the Banovići Thermal Power Plant-Block 1-350 MW
2019. A new ISO 50001 certificate- Energy Management Systems, was obtained
A supervision contract of a net worth of HRK 15,769,400.00 was signed for the supervision of the construction of the Banovići Thermal Power Plant-Block 1-350 MW
A supervision contract of a net worth of HRK 12,750,967.00 was signed for the supervision of works on the Ston bypass (DC414), the Sparagovići/Zaradeže-Prapratno and Prapratno-Doli subsections along with the supervision of improving the water-utility infrastructure in the Rijeka agglomerations of a net worth of HRK 12,522,863.00
A design contract of a net worth of HRK 12,407,000.00 was signed for ID12 Vrbovec 2 interchange (D10)–Bjelovar–Virovitica–. T. Polje B.C., Bjelovar–Virovitica section– T. Polje B.C. (Hungarian border), around 60 km long

THE 2024 ANNUAL REPORT

2020. A new 2020-2030 business strategy was adopted.
A contract worth around HRK 30 million, in which IGH is the leading consortium partner was signed with JP Autoceste Federacije BiH d.o.o. for the design of the Mostar-Široki Brijeg-Croatian border high speed road, the Polog-Croatian border section.# THE 2024 ANNUAL REPORT

5. GROUP COMPONENTS

The parent company of the group to which the issuer belongs is the issuer itself. The Member Companies of the IGH Group are partly complementary to the parent company with the aim of a possibility of providing a complementary service. The first part of the services includes testing, design and design nostrification, supervision and mentoring in architecture and civil engineering as well as scientific research. The second parts of the services are provided by dedicated companies for the implementation of real-estate projects. The IGH Group consists of 8 subsidiaries and 1 associate company (as at 31 December 2024) which deals in the core and related businesses, and INSTITUT IGH, d.d. also does business through branch offices. Subsidiaries include companies in which the Company owns more than 50% of voting rights and/or has control over the adoption and implementation of the financial and business policies of the company which was invested in with the aim of benefiting from that company's activities. Associated companies include companies in which the Company owns between 20 and 50% of voting rights and in which it has significant influence, but not control, through participation in the decision- making on the financial and business policies of the associate company.

Scheme 1. Group components on the 31.12.2024.

Consolidation included the following subsidiaries:

Subsidiary	Address
EKONOMSKO TEHNIČKI ZAVOD d.d. (ETZ d.d.)	Drinska 18, Osijek, Croatia
DP AQUA d.o.o.	Janka Rakuše 1 Street, Zagreb, Croatia
IGH PROJEKTIRANJE d.o.o.	Janka Rakuše 1 Street, Zagreb, Croatia
IGH BUSINESS ADVISORY SERVICES d.o.o.	Janka Rakuše 1 Street, Zagreb, Croatia
INCRO d.o.o.	Janka Rakuše 1 Street, Zagreb, Croatia
MARTERRA d.o.o.	Janka Rakuše 1 Street, Zagreb, Croatia
SLAVONIJA CENTAR, POSLOVNA ZONA VELIKA KOPANICA d.o.o. u likvidaciji	Janka Rakuše 1 Street, Zagreb, Croatia
IGH MOSTAR d.o.o.	Bišće Polje bb, Mostar, Bosnia and Hercegovina

Table 1. Subsidiaries included in the consolidation

The associate companies include the following:

Associate company	Address
ELPIDA d.o.o.	Janka Rakuše 1 Street, Zagreb, Croatia

Table 2. Subsidiaries included in the consolidation process

The Company conducts its business activities through branch offices in Armenia, Georgia, the Republic of Kosovo and North Macedonia.

6. SIGNIFICANT BUSINESS EVENTS AFTER THE BALANCE SHEET DATE

In between December 31st 2023 to December 31st 2024, the Company signed 157 new contracts with a total value of 12,9 milijuna EUR. We highlight some of the contracts signed in 2024:

No.	Country	Investor	Project name	Service	Contracted net value for IGH_EUR
1	Italy	ANAS SPA(Italy)	Framework Agreement for technical- administrative assistance services aimed at guaranteeing support to the RUP and the Works Management office for the execution of Scheduled Maintenance interventions - 16 LOTs	design	2.000.000,00
2	Georgia	Roads Department of Georgia	Preparation of Feasibility Study and Detailed Design for the Upgrading of Kobuleti Bypass Road to the 4-lane Highway	design/studies	1.791.318,75
3	Croatia	Hrvatske autoceste d.o.o.	Preparation of project documentation and obtaining construction permits for the A1 motorway, section Rudine - Osojnik	design	1.462.532,50
4	Georgia	Roads Department of Georgia	Providing a service for preparing technical documentation connected with conducting essential design estimate and tender procedures for road rehabilitation works	design	1.131.417,88
5	Croatia	Bouygues T.P._subsidiary in Croatia	Control tests on the Istrian Y - A8_sections_PUO Kvarner-Matulji_Nova Vas-Višnjan_Phase II_northern pavement of the motorway from km 18+320 to km 20+320 including Mirna bridge_Medaki-Kanfanar, including Limska Draga viaduct	control test	497.956,42
6	Croatia	Hrvatske ceste d.o.o.	Supervision of the construction of the BC Okučani – BiH Border section, Phase III, 3.7 km long	supervision	324.280,75
7	Croatia	Hrvatske ceste d.o.o.	Supervision of the reconstruction of the intersection of the state road DC8 and V. Škorpika Street in Šibenik - Mandalina junction	supervision	206.577,50
8	Croatia	China Road and Bridge Corporation	Geological services at the excavation of the Kozjak tunnel	geological services	174.000,00
9	Croatia	Hrvatske autoceste d.o.o.	Consulting, design services and development of technical solutions for repairing damage on motorways	consultation services	160.440,00
10	Croatia	Hrvatske autoceste d.o.o.	Main pavement inspection on the A1 motorway: section Zadar II - Karamatići and motorways A5, A10 and A11: sections Osijek - Svilaj, BiH border - Ploče and Velika Gorica Jug - Buševec	main pavement inspections	140.223,36

Table 3. A list of projects in year 2024.

During the year, the Company finalized the acquisition of RADELJEVIĆ d.o.o. and IGH CONSULTING d.o.o. companies, with the aim of recapitalizing the Company, consequently creating all the necessary prerequisites to initiate the end the pre-bankruptcy procedure.

7. MISSION AND VISION

VISION: To be one of the leading engineering companies in the region and beyond, whose employees are the leading professionals and satisfied shareholders, improving people's quality of life and the quality of the environment on a daily basis through innovative solutions.

MISSION: Resolve engineering challenges in a timely manner and to the satisfaction of our clients using knowledge, innovation and a professional and responsible approach.

8. THE COMPANY'S 2020-2030 STRATEGY

A new breakthrough for INSTITUT IGH, d.d., based on our key values. Our direction in the next decade is to maintain a leading position on traditional Croatian and East European markets by providing design, supervision, project management and laboratory services namely in sectors where we have demonstrated our expertise such as road and railway infrastructure. The Company bases its comparative edge on the comprehensiveness of its civil engineering services, which means a faster and efficient project implementation for the client, while maintaining a high level of quality. The strategy plans for four key directions:
1. Employee orientation and mentorship;
2. New markets and business segments;
3. Scientific and research activity;
4. Profitability.

Employees as our greatest value
Experience gained on large and demanding projects, generating professionals ready to manage ever more complex projects has to stay in the company. This creates a valuable base of experience and expertise which makes the foundation of long-term business sustainability. Strengthening qualified personnel through the development and education of existing personnel and employing new team leads and core staff as well as junior, entry-level engineers will continue to be our focus.# THE 2024 ANNUAL REPORT

Business and residential buildings as well as data centers will be projects that will require state of the art design, supervision and strategic consulting now and in the future, this is where INSTITUT IGH, d.d. wants to continue to be recognized as a leading company. We aim for a leading position when it comes to service improvement, in line with global standards, and want to be at the forefront of a modernization trend in civil engineering services towards all stakeholders. By modernization trends, we primarily mean promoting BIM processes and tools and making them an industry standard.

Financial stability

Ensuring cash flow stability and further company development-related financial activities, along with a complete fulfillment of pre-bankruptcy settlement obligations and leaving the pre-bankruptcy settlement procedure itself, are all prerequisites for facilitating operational business. Through increased engagement on all current and new external markets, we aim to achieve long-term financial stability in the Company.

New markets

In the near future, we will strategically turn to the West, the Middle East, Central Africa (MENA), the Commonwealth of Independent States (CIS) and the central Asian market. Offers are being prepared in ex-CIS countries, in Central Asian countries we are examining markets in cooperation with Korean partners, and in MENA countries we are establishing contacts with local partners.

Strategy adaptation

With new market trends in mind, last year we began adapting our strategy to reflect both market and geopolitical changes. Aside from maintaining four key directions, the Company plans to dedicate itself more to design, supervision, laboratory and R&D activities as well as to further digitalization, promotion and provision of BIM services.

A symbolic overview of Institut IGH's strategic areas.

9. ORGANIZATIONAL STRUCTURE

On 31 December 2024, the Company was organized as follows:

SKUPŠTINA
NADZORNI ODBOR
UPRAVA
URED UPRAVE
KORPORATIVNA SIGURNOST I IT
ODJEL PRAVNIH POSLOVA
SEKTOR FINANCIJSKIH POSLOVA
- ODJEL ZA KONTROLING, PRAĆENJE UGOVORA I IZVJEŠTAVANJE
- ODJEL ZA RAČUNOVODSTVO I FINANCIJE
INTERNA REVIZIJA
MARKETING, ODNOSI S JAVNOŠĆU, DRŽAVNIM I JAVNIM TIJELIMA
ODJEL LJUDSKIH KAPITALA
SEKTOR ZAJEDNIČKIH POSLOVA KOMPANIJE KĆERI
- ODJEL ZAŠTITE NA RADU, ZAŠTITE OKOLIŠA I ZAŠTITE OD POŽARA
- ODJEL ZAJEDNIČKIH POSLOVA I CENTRALNE NABAVE
- ODJEL ODRŽAVANJA ZGRADE I OKOLIŠA
- ODJEL DOSTAVE I OTPREME POŠTE
- ODJEL ZA PREVOĐENJE
- ODJEL FOTOKOPIRANJA I ARHIVIRANJA
- ODJEL GOSPODARENJA VOZNIM PARKOM
REGIONALNI CENTAR SPLIT
ZAVOD ZA MATERIJALE I KONSTRUKCIJE
ZAVOD ZA PROJEKTIRANJE
ZAVOD ZA STRUČNI NADZOR I VOĐENJE PROJEKATA
REGIONALNI CENTAR OSIJEK
REGIONALNI CENTAR RIJEKA
MJERITELJSKI LABORATORIJ
LABORATORIJ ZA METALE
LABORATORIJ ZA MATERIJALE I KONSTRUKCIJE
GEOTEHNIČKI LABORATORIJ
HIDROTEHNIČKI LABORATORIJ
LABORATORIJ ZA PROMETNICE
LABORATORIJ ZA GRAĐEVINSKU FIZIKU
LABORATORIJ ZA VEZIVA I EKOLOGIJU
ODJEL ZA ISPITIVANJE, SANACIJE I GOSPODARENJE GRAĐEVINAMA
ODJEL ZA ZA STRUČNI NADZOR ZAGREB
ODJEL ZA STRUČNI NADZOR OSIJEK
ODJEL ZA STRUČNI NADZOR SPLIT
ODJEL ZA STRUČNI NADZOR RIJEKA
ODJEL ZA PROJEKTIRANJE PROMETNE INFRASTRUKTURE
ODJEL ZA PROMET I STUDIJE
ODJEL ZA ARHITEKTURU I PROSTORNO PLANIRANJE
ODJEL ZA GEOTEHNIČKO PROJEKTIRANJE
ODJEL ZA HIDROTEHNIČKO PROJEKTIRANJE
ODJEL ZA EKOLOGIJU I ZAŠTITU OKOLIŠA
CORE BUSINESS
IGH ORGANIZATION CHART 2024
POSLOVNA SIGURNOST
IT
LABORATORIJ ZA MATERIJALE I KONSTRUKCIJE OS
LABORATORIJ ZA MATERIJALE I KONSTRUKCIJE RI
LABORATORIJ ZA MATERIJALE I KONSTRUKCIJE ST
ODJEL ZA PROJEKTIRANJE KONSTRUKCIJA
SEKTOR ZA PRIPREMU PONUDA I UGOVARANJE
- ODJEL ZA PRIPREMU PONUDA I UGOVARANJE NA DOMAĆEM TRŽIŠTU
- ODJEL ZA GEOTEHNIČKA ISTRAŽIVANJA
SEKTOR STRATEGIJSKOG RAZVOJA
QM IGH
IGH CERT
IGH HTO
ODJEL ZA UGOVORE
Izradio: Odjel za ljudske kapitale
Stupa na snagu od 1.6.2024.
URED TEHNIČKOG DIREKTORA
BIM ODJEL
ZAVOD ZA INOVATIVNI I DIGITALNI RAZVOJ
ODJEL ZA MEĐUNARODNE NATJEČAJE I UPRAVLJANJE PROJEKTIMA
ODJEL ZA ODRŽIVOST
ODJEL ZA ISTRAŽIVANJE I INOVACIJE
ODJEL ZA DIGITALNI RAZVOJ

Organizational structure on 31 December 2024.

10. MATERIAL TOPICS OF IMPORTANCE FOR THE COMPANY

Considering the context in which it operates, the Company's Management analysed a number of material topics of relevance. Considering the scope of services provided on the engineering consultancy market, three principal topics were recognized which have an impact on the economy and the society in general. The Company primarily provides services on large infrastructural projects that have an exceptional impact on the economy, society and people in general. When providing this type of service, it is extremely important to take into account all possible consequences. For example, professional supervision of motorway or bridge construction has a great socio-economic significance, but it is also significant for all the people who work on such projects. Therefore, it is legally recognized that every company must have an adequate and professional workforce that will be able to give clear and unambiguous instructions regarding the health and safety of both its own employees and those of partners and subcontractors. Incidents on construction sites can have negative consequences in terms of personal injury or extension of construction deadlines, which also brings economic consequences. On the other hand, establishing valid procedures and processes in place can mean that the project will be carried out within the given time frame and without consequences.

The Company is guided by the Control Management System principles, such as:

Occupational Health and Safety Management: ISO 45001:2018.

The Company's operations are geographically divided among the head office in Zagreb and three Regional Centers (Osijek, Rijeka, Split) with the largest civil engineering laboratory in this part of Europe as their integral part, undertaking testing and calibration procedures. This raises the awareness that we must consider our own impact on the environment. Therefore, Management Systems such as:

Environmental Management System Standard: ISO 14001:2015
Energy Management System Standard: ISO 50001:2018
Quality Management System: ISO 9001:2015

have been set up within the Company. Analyzing the Company’s age structure, it is evident that the older work force dominates demographically. Therefore, professional training and mentoring have been recognized through Strategic Positioning as one of the primary goals in order for the Company to remain a leader in providing consulting and engineering services in the Republic of Croatia and beyond. It was precisely the need for professional training that was dominantly recognized as a need during the employee satisfaction survey.

Considering all of the above, the Company recognizes the following three key areas:

The occupational health and safety of our employees and our industrial partners on projects;
Adjustment and environmental impact;
Employee focus through mentoring and professional development.

11. THE NON-FINANCIAL REPORT

ursuant to provisions of Article 21a of the Accounting Act (OG 78/15, 120/16), EU Directive 2013/34/EU and the 2017/C 215/01 EU Commission Guidelines on non-financial reporting (methodology for reporting non-financial information), the Company included all relevant information on business activities which are expected to be included in the non-financial report in its Annual Report. INSTITUT IGH, d.d. is particularly proud of the long-standing tradition of implementing and certification of the Quality Management System in accordance with the standard HRN EN ISO 9001:2015; the Environmental Management System in accordance with the standard HRN EN ISO 14001:2015; Energy Management System in accordance with the standard HRN EN ISO 50001:2018 and the Occupational Health and Safety Management System in accordance with the standard HRN ISO 45001:2015.# Management Systems and Quality Assurance

Recertification of the management system according to HRN EN ISO 14001:2015 and HRN EN ISO 45001:2015 took place in February 2024, alongside the regular surveillance of the HRN EN ISO 9001:2015 and HRN EN ISO 50001 management systems. The Institut IGH received confirmation of compliance with the requirements of all the mentioned standards at the end of February 2024 from the certification body DNV. Additionally, in October of last year, IGH underwent a DNV surveillance for certification according to the ISO/IEC 27001:2013 standard for the information security management system, and the confirmation of compliance was received in November. Given that the expiration of the certification for the HRN EN ISO 9001:2015 standard is in early December, the company DNV conducted an audit according to the requirements of this standard, as well as the standards HRN EN ISO 14001:2015, HRN EN ISO 45001:2015, and HRN EN ISO 50001 (surveillance audit). Confirmation of compliance with the requirements was received on December 18th 2024. The next surveillance audit for the HRN EN ISO 27001:2015 standard is scheduled for May 2025, while for the other standards, it will take place in the fall of 2025.

Laboratory activities have also been conducted for many years in accordance with the requirements of the HRN EN ISO/IEC 17025:2017 standard at multiple locations across Croatia (Zagreb, Split, Rijeka, Osijek, Pula, and Varaždin). All organizational units perform testing/calibration/sampling in both accredited and non-accredited areas. In 2024, there was no surveillance by the Croatian Accreditation Agency (HAA) for testing laboratories, but surveillance is scheduled for February 2025. The quality of the metrology laboratory was confirmed during the accreditation surveillance by the Croatian Accreditation Agency in April 2024, with certificate 2070 for 16 methods related to the following measurement quantities: force, length, frequency, mass, and temperature.

The integrated management system at the IGH Institute, d.d., is applied to all business processes and locations, and as a requirement of modern business, it ensures continuous process improvement, socially responsible operations, and the development of service quality. INSTITUT IGH, d.d. continues to promote socially responsible business practices through the development of its business processes via reorganization and digitalization, by focusing on employees, encouraging and advancing scientific research, and demonstrating environmental responsibility. In alignment with global goals for reducing carbon and water footprints and promoting responsible energy consumption, the Institute commits to improving its own efficiency through defined objectives. The Institut IGH, d.d. will continue to permanently enhance its business model in the interest of customers, investors, employees, and suppliers, as well as the broader social community.

Management Systems in INSTITUT IGH, d.d.

The integration of all management systems in INSTITUT IGH, d.d. continued in 2024, by upgrading the integrated management system with the information security system. This facilitated the overall operation of the management system, increased its efficiency, reduced costs, and reduced the number of management system documents, thus bringing the management systems closer to the staff and facilitating access and understanding. As part of the management system, several training sessions were conducted for all new employees to raise awareness about the management systems, the contribution of each employee to the system's efficiency, and the policies on quality, information security, environment, energy, and occupational health and safety. Two integrated internal audits were carried out at the Osijek and Rijeka locations, covering the general management system, environmental management system, and energy management system. Extensive activities were initiated at the Osijek location in response to issues identified during the DNV audit. Efforts began to address the timing adjustments for heating at the location, which included replacing the main control valve and the control device. During 2025, results in heat savings are expected, which are projected to exceed the investment made in the system. Independently, the laboratories conducted internal audits of their systems according to HRN EN ISO/IEC 17025:2017 and internal audits of methods based on previously approved plans.

The certification body DNV conducted an audit for HRN EN ISO 14001, HRN EN ISO 45001 (recertification), HRN EN ISO 9001, and HRN EN ISO 50001 (surveillance audit) in February 2024, and in December for the recertification of the management system according to HRN EN ISO 9001. All certificates continued to be valid without any reduction in scope. The surveillance audit for the information security management system according to ISO 27001 was conducted in October 2024, and a new certificate was issued for the mentioned system.

Following this, a new Quality Policy was issued in November, which has been expanded to include topics such as sustainable development, respect for human rights, and workplace harassment.

The Quality Management System including Laboratories

INSTITUT IGH, d.d. bases its activities on business standards, social responsibility and certified Quality Management System in accordance with the requirements of the standard ISO 9001:2015 within the framework of an integrated management system. The laboratories meet the all competency requirements and represent the largest construction laboratory in Croatia. All laboratories are equipped with state-of-the-art equipment for laboratory and field testing, research services, calibration of measuring instruments, and are accredited according to the HRN EN ISO/IEC 17025:2017 standard.

There was no assessment by the Croatian Accreditation Agency (HAA) for the testing laboratories. The metrology laboratory underwent an assessment by the Croatian Accreditation Agency in April 2024. The methods for calibrating length measuring instruments, force, vibration tables with measuring systems, non-automatic weighing instruments, and temperature chambers were reviewed. The assessors recommended the continuation of accreditation for all methods after addressing non-conformities, which was completed in June 2024.

Environmental Management

Through the environmental management system, Institut IGH d.d. in 2024 continued to reduce negative environmental impacts to a minimum, taking into account climate changes and prospects of the life cycle of every product. In accordance with the requirements of our clients, suppliers, employees, business partners and other interested parties, and related to the range of activities we are engaged in, we estimated that the ecological footprint is relatively small. We have thus dedicated ourselves to the operations which we can significantly influence. Our environmental management system, according to ISO 14001, but also energy according to ISO 50001 forces us to look for improvement opportunities through environmental aspects, but also through risk assessment and resolving nonconformities.

Upravljanje okolišem (DISCLOSURE 306)

Principal waste management goals in Institut IGH were connected to raising awareness about waste management through the study of options and possibilities or waste recycling and recovery. In 2024, the following types and quantities of waste were managed:

Table 1.: Types of waste created in 2024, per type and regional center.

Type of waste	ZG (t)	ST (t)	OS (t)	RI (t)	Generated waste (t)	Recovered (t)	Waste disposal (t)
Mixed construction waste (Concrete, aggregate, brick, tiles/roofing and ceramics)	58,23	12,66	11,86	36,09	118,69	118,69	-
Glass	0,05				0,05		-
Bitumen	0,08				0,08		-
Plastic and metal (municipal)	2,04	0,00	0,01	0,00	2,05	2,05	-
Plastic packaging	0,40	0,00	0	0,00	0,36	0,36	-
Solvent packaging	0,04				0,04		-
Waste tires	0,03				0,03		-
Lab. chemicals	0,12				0,12
Paper and cardboard	11,48	0,06	1,61	0,37	13,52	13,52	-
Batteries and accumulators	0,002				0,002
Non-chlorinated hydraulic oils	1,00	0,00	0,00	0,00	1,00	1,00	-
Non-chlorinated motor oils	0,30	0,00	0,00	0,00	0,3		-
Bulky waste	17,90	0,00	0,00	0,00	17,90		17,90
Sludge or solid waste with solvents	0,5	0,00	0,00	0,00	0,5		-
Mixed municipal waste	35,64	0,00	0,00	0,00	35,64		35,64
Tetrachloroethylene		0,04	0,10	0,15	0,29		-
Total	127,812	12,76	13,58	36,61	190,762	135,62	53,83

The inputs for the data in Table 1 are reported data from the Pollutant Register and Transfer Register (PRTR) and records on the generation and handling of waste. Waste recycling companies do not classify construction waste according to other key codes but treat it all as mixed construction waste, as they recycle it under this category. Materials such as stone wool, concrete, bricks, tiles, aggregate, polystyrene, and similar materials that arrive at the Institut IGH, d.d., as samples for testing are returned to production for reuse, thereby creating additional—longer value for the product. By extending the lifespan of construction products, the amount of waste is reduced, directly lessening the environmental impact and supporting the circular economy model.

Significant progress has been made in recycling waste generated from the processes of the Institut IGH. In 2024, 71.43% of the waste was recycled, compared to 58.82% in 2023. This was achieved by selecting new service providers and agreements with waste management companies that adjusted their processes to recycle more waste and dispose of less. All waste is handed over to authorized waste collectors, meaning it is managed outside of the IGH. However, we do not have access to information on what happens to this waste afterward or how the recycling or disposal is carried out.# Environmental data (DISCLOSURE 305)

Direct greenhouse gross emissions are displayed in Table 2.

Table 2.: Direct greenhouse gross emissions for 2021 – 2024.

	2021	2022	2023	2024
Direct greenhouse gross emissions in equivalent of metric tons (scope 1)	595798,2 t	525001,5 t	411739,2	376787,7
Greenhouse gross emissions by company revenue	0,003334704	0,002900561	0,002307	0,002111
Reduction of greenhouse gas emissions per company revenue compared to 2021	13%	30,9%	36,6%

Gasses included in the calculation: CO2, CH4. Source of calculation and used emission factors and GWP potential rate: EIB Project Carbon Footprint. The year 2021 was taken as the base year since it is the only one relevant. This also applies for the monitoring of energy consumption. A significant reduction of greenhouse gas emission which is a consequence of changes in employee behavior and business processes, and particularly of a more rational use of vehicles, can be seen. Regarding the indirect gross market energy GHG emissions (scope 2) and gross other indirect GHG emissions (scope 3), data are not available or not applicable.

Energy management (DISCLOSURE 302-1)

The energy management system requires an energy audit per location, monitoring of energy consumption and compliance with legal requirements, in accordance with the ISO 50001 standard. The energy review carried out as part of the energy management system in accordance with ISO 50001 includes the following IGH locations of business: The headquarters in Zagreb, RC Split, RC 25 T H E 2 0 2 4 A N N U A L R E P O R T • Osijek, RC Rijeka, with some limitations. Regional center Split was not included in the analysis since 2022 because we do not have the data on energy consumption for that location. Other locations are energy-nonsignificant consumers and are not covered by the analysis. As far as renewable sources are concerned, they are currently not being used, although this is one of the goals set for 2025. Energy consumption in 2024 in INSTITUT IGH, D.D. is shown in table 3. N.B.: These data do not include the consumption in Split because we do not have comparable data since 2022.

Table 3: Energy consumption in 2024

Groups of energy sources	Energy source	Consumption per unit of measurement	Consumption in kWh	Consumption in J
Transport	Diesel	139.551 L	1.493.196	5,376*10¹²
Heating	Heat	1.912.555 kWh	1.912.555	6,885*10¹²
Electricity	Electricity	1.242.880 kWh	1.242.880	4,474*10¹²
Water	Water	6022 m³	-	-
Total	All	-	4.648.631	*1,67410¹³**

A comparison of the total energy consumption shows that heating consumes the most energy. A graph showing the consumption of water, electricity and heating (Picture 1) as well as the consumption of fuel (Picture 2) shows that all forms of energy consumptions have a decreasing tendency in last recent years.

Picture 1.: The 2018-2024 water, HEP heating and electricity consumption.

0 2000 4000 6000 8000 10000 12000
2018g
2019g
2020g
2021g
2022g
2023g
2024g
voda,m³
električna energija, u 000 kwh
HEP toplinarstvo u 000 kWh,

26 T H E 2 0 2 4 A N N U A L R E P O R T •

Picture 2.: The 2018-2024 fuel consumption

All the energy consumed in the Company comes from non-renewable sources, while the consumption of energy from renewable sources is planned in year 2025. In conclusion, energy consumption is monitored and analyzed, and improvements in energy savings are evident. The biggest savings in energy sources were visible in fuel consumption compared to the previous year. Regarding other energy sources which significantly impact energy efficiency, savings are also visible, although 2021 and 2024 can hardly compare with historical data (2018-2019-2020) because the energy management system was only introduced in 2019 and energy consumption started to be monitored. The year 2020 was the „COVID-19 year“(work from home, self-isolation, isolation…). Therefore, 2021 was taken as the base year. In addition, the owner of the building in which the Split RC is located, doesn't keep track of the energy consumption of all the users, but includes the price of bills in the rent and energy consumption can't be precisely determined.

Energetski pokazatelji (DISCLOSURE 302-3)

Energy indicators are defined as the relationship between energy consumption and the relevant variables affecting consumption. The relevant variable here is Institut IGH revenue. The 2021-2024 data are displayed in table 4.

Table 4.: Overview of energy parameters compared to the Company's revenue between 2021-2024. (Revenue in kuna, symbol: HRK,kn)

	2021	2022	2023	2024	2024-2021
Total energy consumption (J)	2,278*10¹³	2,01581*10¹³	1,6806*10¹³	1,674*10¹³	-6,04*10¹²
IGH revenue (HRK)	178.666.000	181.000.000	178.489.527	154.809.868	-23.856.132
EnPi (J/kn)	127503,57	111370,93	94156,27	10813,26	-1936,78

0 50.000 100.000 150.000 200.000 250.000 300.000
2018g
2019g
2020g
2021g
2022g
2023g
2024g
gorivo u l

27 T H E 2 0 2 4 A N N U A L R E P O R T •

Table 5.: Overview of energy parameters compared to the Company's revenue between 2021-2024. (Revenue in euro, symbol: EUR)

	2021	2022	2023	2024	2024-2021
Total energy consumption (J)	2,278*10¹³	2,01581*10¹³	1,6806*10¹³	1,674*10¹³	-6,04*10¹²
IGH revenue (EUR)	24.217.027	24.734.882	27.954.367	20.548.164	-3.668.863
EnPi (J/EUR)	94.066,05	81.4966,49	60.119,41	81.467,13	-12598,91

The total energy consumption includes total energy used for heating, cooling and transport. The implementation of the Energy Management System according to ISO 50001 significantly influenced the reduction of energy consumption, primarily through employee education etc. A decreasing tendency in energy consumption is obvious and it is growing every year.

Water (DISCLOSURE 303)

In order to achieve concrete steps towards sustainable business operations and keeping in mind the importance of water as a resource, we understand the importance of water management. However, by assessing the risk of impact on waters (environmental aspects according to ISO 14001, risk assessment according to ISO 50001) and exploitation of this resource, we have come to the conclusion that Institut IGH has a minimal water footprint. Water use is limited to sanitary needs and cooling of samples during a testing procedure at one of our locations. The Company purchases and intakes water from a utility company and returns the used water into the drainage system. It is a closed drainage system and should have no losses. Water consumption is monitored in absolute amounts and through energy indicators (taking into account relevant variables). Absolute water consumption in megaliters, in IGH amounts to: 6,277 ML. This information should not be taken as exact since data on water consumption in RC Split is unavailable, and data for RC Rijeka reflect only a part in the total water consumption of the building in which IGH has its offices. Data is collected from the bills received from the utility company supplying water. IGH has one sprinkler tank in Zagreb which contains 0,1115 Ml of water. The water quantity in the sprinkler tank did not change during the period in question.

Occupational Health and Safety Management (DISCLOSURE 403)

The established system of management of occupational health and safety at work provided a framework for managing risks and opportunities, ensured healthy workplaces for employees and reduced the number of injuries and work-related diseases. In 2024, the focus was on risks directly related to work processes. Therefore, internal monitoring by occupational safety experts was intensified in processes identified as higher risk through the Risk Assessment. The employer's authorized occupational safety officers were informed about the findings of the internal inspections, and corrective actions were initiated, most of which have been accepted and closed.

28 T H E 2 0 2 4 A N N U A L R E P O R T •

The performance of the occupational safety system is monitored through key system indicators, which include workplace injuries and fatalities, as well as lost workdays and hours relative to the total number of hours worked. Data including 2024 is provided in Table 6. In 2024, we had two injuries recognized as workplace injuries. One occurred during fieldwork, and the other happened while leaving work in an area not under the employer's control.

Table 5.: An analysis of the 2013 - 2024 work-related injuries

YEAR	No. Of ACCIDENTS	LOST WORKING DAYS	FREQUENCY RATE*	SEVERITY RATE**	Number of injured employees	Number of working hours per employee	Total hours IGH	Lost hours	Lost days
2013	4	100	0,03	0,74	651	2088	1359288	800	100
2014	3	50	0,02	0,39	613	2088	1279944	400	50
2015	2	59	0,02	0,49	578	2088	1206864	472	59
2016	3	26	0,03	0,23	532	2088	1110816	208	26
2017	4	22	0,04	0,22	473	2088	987624	176	22
2018	1	62	0,01	0,71	421	2088	879048	496	62
2019	5	99	0,05	1,01	469	2088	979272	792	99
2020	1	18	0,01	0,17	517	2088	1079496	144	18
2021	2	15	0,02	0,14	521	2088	1087848	120	15
2022	2	8	0,02	0,08	492	2088	1027296	64	8
2023	0	8	0,00	0,10	372	2088	776736	0	0
2024	2	44	0,03	0,61	347	2088	724536	352	44

*Calculation frequency: n. Injuries/ n. Hours worked x 10.000
**Index calculation of gravity: total working days lost / total hours worked x 10.000

29 T H E 2 0 2 4 A N N U A L R E P O R T •

12. RELATIONS WITH EMPLOYEES

In 2024, Company employee rights were regulated by:
• The Labor Act.
• A Labor bylaw of 21 August 2023, which entered into force on 1 September 2023, revoking the previous bylaw and its amendments.
• The Decision on Company Vehicle Use no. OD-2-11/2021 of 1 July 2021, revoking The Bylaw on Company Vehicle Use of 8 July 2020.
• Management Decision no. OD-15-1/2021 adopted the consolidated text of the Business Trip and Field Work Bylaw applied from 25 March 2021, and which revokes all other bylaws/decisions on the matter.
• Management Decision no. OD-12-2/2024 of 29 February 2024, which put into force the Decision on Pay Grades, and revoked the Decision on Pay Grades no.# OD-74/2020 of 20 July 2020.

Staff structure

On 31 December 2024, INSTITUT IGH, d.d. had 339 employees, with 12 more employees working in branch offices, resulting in a reduction of 33 employees compared to 31 December 2023, when the total number of employees amounted to 384.

AGE	Low-skilled	Skilled	High School Degree	3-year College Degree	5-year College Degree	MSc.	Ph.D.	TOTAL	Percentage
20-29	10	1	13	24				48	7,08%
30-39	10	2	54	66				132	19,47%
40-49	1	23	10	54	2			90	26,55%
50-59	2	34	10	46	10	3		105	30,97%
60-69	1	6	8	31	2	4		52	15,34%
70-75				2				2	0,59%
TOTAL	3	1	83	31	198	16	7	339	100%
Percentage	0,88%	0,29%	24,48%	9,14%	58,41%	4,72%	2,06%	100%

– Table – The Age and educational structure of IGH employees in Croatia and foreign branch offices on 31 December 2024.

13. SHARE TRANSACTIONS

IGH-R-A Trade volume and quantities

IGH-R-A price Source ZSE, https://zse.hr, 2024.

In 2024, the Zagreb Stock Exchange traded with 53.064 shares marked IGH-R-A in the amount of 907.248 EUR with the daily concluded prices ranging between 11.10 do 24.00 EUR. (Source: ZSE, Trade information and statistics, Periodic Trade Reports, Review of Trade in 2024). In addition, 12.315 shares were traded on OTC with the average price of 24.00 EUR.

14. CORPORATE MANAGEMENT CODE STATEMENT

The largest shareholders are AVENUE MEHANIZACIJA D.O.O. with 38,24%, AVENUE ENGINEERING AND CONSTRUCTION LIMITED with 16,17% and FROTIP DEVELOPMENT D.O.O. with 15,13%, while all other shareholders hold 30,47% shares in the Company.

Overview

	2024		2023
	No. of shares	%	No. of shares	%
IGH-R-A AVENUE MEHANIZACIJA D.O.O.	566.581	38,24%	566,581	38,24%
IGH- R-A FROTIP DEVELOPMENT D.O.O.	239.500	16,17%	301,173	20,33%
IGH- R-A AVENUE ENGINEERING AND CONSTRUCTION LIMITED	302.450	20,42%	248,604	16,78%
IGH- R-A SMIRNOV MANAGMENT & TRRANSPORTING J.D.O.O.	53.846	3,63%	0	0%
IGH- R-A DRNASIN ANTE	16.000	1,08%	14.196	0,96%
IGH- R-A LEJO IVAN	12.500	0,84%	12,500	0,84%
IGH- R-A OTP BANKA D.D./KL1JENT	11.955	0,81%	0	0%
IGH- R-A ČERNOŠEK KRUNOSLAV	8.250	0,56%	0	0%
IGH- R-A MIHALJEVIĆ BRANKO	8.100	0,55%	8.100	0,55%
IGH- R-A CAPTURIS D.O.O.	7.895	0,53%	7.895	0,53%
IGH- R-A INSTITUT IGH, D.D.	6.659	0,45%	6.659	0,45%
IGH- R-A OSTALI DIONIČARI	262.554	17,72%	248,165	16,75%
Total	1.481.463	100%	1.481,463	100%

Source ZSE, https://zse.hr, 2024.

The Company is continuously developing and operating in accordance with defined standards in Corporate Governance Code. This particularly applies to the way the Company's bodies work, ensuring transparency of operations, working with shareholders and employees and towards third parties. In 2022, the Company adopted its own Code of Conduct, which includes obligations of ethical conduct in corporate governance among employees and towards suppliers. The Management Board has complied with the provisions of the Code of Conduct and the Corporate Governance Code of the Zagreb Stock Exchange d.d. since the date of listing the shares on the Official Market. The Company applies the legally prescribed corporate governance measures and provides detailed information about them in the annual questionnaire, which is published on the websites of the Zagreb Stock Exchange d.d. and the Company in accordance with the regulations. This Code has the force of a recommendation that provides guidelines to the Company's bodies and employees in the Company to respect the principles prescribed and elaborated in this Code when making all types of decisions.

The goal of the Corporate Governance Code is to establish high standards of corporate governance and transparency of the operations of the Company and its majority-owned subsidiaries. The Corporate Governance Code defines the corporate governance procedure in order to protect shareholders, employees, elected and appointed holders of responsible functions in the Company, as well as all other stakeholders, through good and responsible management and supervision of the Company's business and management functions. The Company's shares are listed on the official market of the Zagreb Stock Exchange and the Company continuously synchronizes itself with the Corporate Governance Code of the Zagreb Stock Exchange. The Company respects and follows the prescribed guidelines for corporate governance. Deviations from the Corporate Governance Code of the Zagreb Stock Exchange d.d. and explanations of the specific reasons for such deviations are published in the annual questionnaire of the Zagreb Stock Exchange. There are no holders of securities (shares) in the Company with specific control rights. There are no restrictions regarding voting rights in the Company. Each share carries one vote. There are no time limits for execution of voting rights in the Company, and there are no instances where, in cooperation with the Company, the financial rights pertaining from securities are separated from holding of these securities. The procedure for convening, the jurisdiction, and the quorum, as well as the methods of decision-making of the General Assembly are regulated by the Company's Articles of Association. When convening the General Assembly, the Company's Management Board is obliged to determine the date according to which the status of the share register will be determined, which will be relevant for exercising the right to vote at the General Assembly of the Company. The Company treats all shareholders equally and under the same conditions, regardless of the number of shares they hold, their country of origin, and their other characteristics. The election or appointment of members of the Supervisory Board is regulated by the Company's Articles of Association. There are no restrictions based on gender, age, education, profession, etc. The Companies Act determines any amendments to the Company's Articles of Association. All information for public disclosure of information is located on the Company's website. Rules on appointment and revocation of appointment of Management Board members are laid down in Articles 31-34 of the Articles of Association of the Company. Rules on the powers of the Board members are laid down in Article 33 of the Articles of Association. The Articles do not contain special rules on the powers of the Board members to issue Company shares or acquire own shares. Rules on appointment and revocation of appointment of Supervisory Board members and the powers of the Company Supervisory Board are given in Articles 23-30 of the Company's Articles of Association.

Management Bord

On December 31st 2024, the Management Board of INSTITUT IGH, JSC consisted of four independent members:
1. Robert Petrosyan – president of the Management Board
2. Marija Đuroković – member of the Management Board
3. Tatjana Bičanić – member of the Management Board
4. Josip Majer – member of the Management Board

Supervisory Board

During 2024, the Supervisory Board of INSTITUT IGH, JSC consisted of five independent members:
1. Žarko Dešković – Chairman of the Supervisory Board
2. Mariyan Tkach – Deputy Chairman of the Supervisory Board
3. Sergej Gljadelkin – member of the Supervisory Board
4. Igor Tkach – member of the Supervisory Board
5. Marin Božić – member of the Supervisory Board, union representative

The tasks and responsibilities of the Supervisory Board of the Company are regulated by the Company's Articles of Association. The members of the Supervisory Board perform their duties with the care of a diligent and conscientious businessman and must keep the company's business secrets. During the reporting period, the Supervisory Board of the Company consisted of five members. The work of the Supervisory Board is regulated by the Rules of Procedure of the Supervisory Board, which is published on the Company's website. During the reporting period, the Supervisory Board held a total of four meetings, where all members of the Supervisory Board were present at one meeting.

General assembly

The members of the General assembly are each individual shareholder or a shareholder's proxy. In 2024, the General Assembly of INSTITUT IGH, JSC acted as follows:
1. Žarko Dešković – president of the General assembly

The General assembly makes decisions that have a significant impact on the state of assets, financial position, business results, ownership structure and management of the Company. The decisions are made solely at the General assembly meeting of the Company by the prescribed majority of votes. The Management Board of the Company is obliged to publicly announce the decisions of the General assembly as soon as possible, as well as information on any lawsuits to challenge them. In 2024, the General assembly was held on July 26th 2024.

Audit committee

In accordance with the Company's Articles of Association, the Supervisory Board of the Company established the Audit committee. The Audit committee is a body that provides support to the Management Board and the Supervisory Board in the effective performance of the Corporate Governance Code, financial reporting and control obligations of the Company. The work of the Audit committee is regulated by the Rules of Procedure of the Audit committee, which are published on the Company's website. The Audit committee, appointed in accordance with the law, composed as a committee of three independent members. On the date of the annual report and during the reporting period, it consisted as follows:
1. Gerhard Sattler – president of the Audit commitee
2. Nadica Šalov – member of the Audit commitee
3. Alina Yukaeva – member of the Audit commitee

In 2024, four meetings of the Audit committee were held, where all members of the Audit committee were present at all three meetings.# INTERNAL CONTROLS

In line with the Corporate Governance principles, the Management of the Company and its subsidiaries established respective internal control systems and risk management systems. An effective internal control system contributes to the preservation of the company's assets. The Company Management is responsible for the implementation and execution of the internal control and internal audit systems, as an independent and autonomous task which contributes to the definition of risks and assesses the efficiency of controls. Management of the Company and its subsidiaries are responsible for the implementation and execution of internal control of financial reporting. The internal control system is organized to ensure reasonable assurance of the Management regarding the preparation and fair presentation of separate and consolidated financial statements. Company Management and its subsidiaries have assessed the efficiency of internal control regarding the 2024 financial reports and concluded that the internal control of financial reporting has fulfilled all set criteria.

16. RISK MANAGEMENT

Pored već naznačenih rizika u bilješkama uz temeljna financijska izvješća, uprava Društva izvješćuje i o sljedećim rizicima:

The company considers all significant information related to key risk factors that it is aware of and that are important for the company's ability to continue operating under the assumption of unlimited business continuity. The main risks are outlined below:

A) Risk of settlement of obligations from the pre-bankruptcy settlement – concluded in 2024

The Company concluded the pre-bankruptcy settlement on December 5th 2013, before the Commercial Court in Zagreb, case number 72. Stpn-305/2013. The settlement became final on December 28th 2013. By the decision of the Commercial Court in Zagreb, Tt-24/34060-2 of October 3rd 2024, the entry under serial number 4 – the approval of the pre-bankruptcy settlement for the registered company INSTITUT IGH, Joint Stock Company for Research and Development in Construction, Zagreb, Janka Rakuše 1, MBS: 080000959, OIB: 79766124714, registered by the decision of the Commercial Court in Zagreb under number Stpn-305/2013 on December 5th 2013, based on the report of the independent auditor from July 5th 2024, is deleted. The obligations based on the pre- bankruptcy settlement as of December 31st 2023, amounted to 39 thousand EUR, and were fully settled on February 15th 2024. The audit of the settlement of obligations from the pre-bankruptcy settlement was carried out during June 2024.

B) Currency risk

The Company is exposed to currency risk from changes in the exchange rate of EUR against other currencies, with respect to the balances of received loans, payables to suppliers, and receivables from customers. The company is additionally exposed to changes in the EUR exchange rate against KM, GEL, and AMD due to operations in Bosnia and Herzegovina, as well as subsidiaries in Georgia and Armenia. Other currencies do not have a significant impact on the business. To avoid currency risk, sensitivity analysis is carried out, which includes only open monetary positions in foreign currencies and their recalculation at the end of the period based on percentage changes in exchange rates. The sensitivity analysis includes monetary assets and monetary liabilities in the currency.

C) Interest rate risk

The interest rate risk is the risk of changes in the value of a financial instrument due to changes in market rates relative to the interest rates applied to the financial instrument. The company uses loans with predominantly fixed interest rates defined in the agreements and is not exposed to the risk of interest rate changes. The company does not use instruments for active protection against interest rate risk exposure.

D) Credit risk

The credit risk represents the risk that one party to a financial instrument will cause financial losses to the other party due to non-fulfillment of an obligation, either in full or in part, at its maturity. Non-fulfillment of an obligation would jeopardize the company’s liquidity and reduce the value of its assets. As of December 31th 2024, the financial assets that potentially expose the company to credit risk consist mainly of loans provided, receivables from customers, and other receivables.

E) Liquidity risk

The liquidity risk represents the risk that the Company will face difficulties in meeting its obligations, arising during the general financing of the company’s activities and managing asset positions. It includes the risk of being unable to finance assets according to appropriate maturities and prices, as well as the risk of being unable to sell assets at a reasonable price and within an appropriate time frame. Financial instruments also include investments that may be illiquid and that the company cannot quickly liquidate to meet its liquidity requirements. To ensure necessary liquidity, the management actively monitors and manages the processes of receivable collection and planned outflows.

17. FINANCIAL OVERVIEW

in 000 EUR

	INSTITUT IGH d.d.			IGH Group
	2023	2024	Change %	2023	2024	Change %
Operational revenues	27.644	20.676	-25,21%	29.404	20.768	-29,37%
Operational costs	-18.268	-16.678	-8,70%	-18.447	-16.790	-8,98%
EBITDA	9.376	3.998	-57,36%	10.957	3.978	-63,69%
EBITDA margin	33,92%	19,34%	-42,99%	37,26%	19,15%	-48,60%
Short-term assets (except for inventory)	8.544	9.184	7,49%	8.744	9.297	6,32%
Short-term liabilities, except liabilities for credits and loans	8.574	9.308	8,56%	8.860	9.557	7,86%

INSTITUT IGH, d.d. achieved EBITDA in the amount of EUR 9.4 million in 2024, compared to EUR 5.6 million in 2023. The results of the IGH Group are primarily determined by the operations of the parent company, which also positively affected the results of the entire Group. A more detailed financial overview is provided in the annual financial statements in the Appendix.

18. THE GRI INDEX REPORT

Statement of use

INSTITU IGH, d.d. compiled this Report, presented through this Index, for the period between 1 January 2024 and 31 December 2024, taking into account the GRI standards.

GRI 1 used

GRI 1: Foundation 2021

GRI STANDARD DISCLOSURE	PAGE	/OMMISSIONS
GRI 2: General Disclosures 2021
2-1 Organizational details	19
2-2 Entities included in the organization’s sustainability reporting	13, 14
2-3 Reporting period, frequency and contact point	1 January 2024 - 31 December 2024, Tatjana Bičanić
2-4 Restatements of information	N/A
2-5 External assurance	21, 22
2-6 Activities, value chain and other business relationships	3-7, 13-15, 19
2-7 Employees	3, 16-18,19-20, 29
2-8 Workers who are not employees	N/A
2-9 Governance structure and composition	19, 21-22, 31-32
2-10 Nomination and selection of the highest governance body	32-33
2-11 Chair of the highest governance body	33
2-15 Conflicts of interest	34-35
2-16 Communication of critical concerns	30-33, 44-47
2-17 Collective knowledge of the highest governance body	32-33
2-18 Evaluation of the performance of the highest governance body	43-47
2-19 Remuneration policies	43-47
2-20 Process to determine remuneration	43-47
2-21 Annual total compensation ratio	43-47
2-22 Statement on sustainable development strategy	N/A
2-23 Policy commitments	13-14
2-24 Embedding policy commitments	13-14
2-25 Processes to remediate negative impacts	21-28
2-26 Mechanisms for seeking advice and raising concerns	43
2-27 Compliance with laws and regulations	2, 20-22, 43
2-28 Membership in associations/NGOs	N/A
2-29 Approach to stakeholder engagement	13-15
2-30 Collective bargaining agreements	N/A
3-1 Process to determine material topics	20
3-2 List of material topics	20
3-3 Management of material topics	20
GRI 3: Material Topics 2021
201-1 Direct economic value generated and distributed	N/A
201-2 Financial implications and other risks and opportunities due to climate change	N/A
201-3 Defined benefit plan obligations and other retirement plans	20
GRI 201: Economic Performance 2016
201-4 Financial assistance received from government	N/A
202-1 Ratios of standard entry level wage by gender compared to local minimum wage	No applicable data
202-2 Proportion of senior management hired from the local community	No applicable data
203-1 Infrastructure investments and services supported	No applicable data
GRI 202: Market Presence 2016
203-2 Significant indirect economic impacts	No applicable data
204-1 Proportion of spending on local suppliers	No applicable data
GRI 203: Indirect Economic Impacts 2016
205-1 Operations assessed for risks related to corruption	No applicable data
205-2 Communication and training about anti-corruption policies and procedures	During probation period
GRI 204: Procurement Practices 2016
205-3 Confirmed incidents of corruption and actions taken	N/A
GRI 205: Anti-corruption 2016
206-1 Legal actions for anti-competitive behavior, anti-trust, and monopoly practices	N/A
207-1 Approach to tax	In accordance with the law
207-2 Tax governance, control, and risk management	34-35
GRI 206: Anti-competitive Behavior 2016
207-3 Stakeholder engagement and management of concerns related to tax	N/A
GRI 207: Tax 2019
207-4 Country-by-country reporting	13-15,17-19,43
301-1 Materials used by weight or volume	23-28
301-2 Recycled input materials used	N/A
301-3 Reclaimed products and their packaging materials	N/A
GRI 301: Materials 2016
302-1 Energy consumption within the organization	24-27
301-2 Recycled input materials used	24-27
301-3 Reclaimed products and their packaging materials	24-27
GRI 302: Energy 2016
302-1 Energy consumption within the organization	24-27
302-2 Energy consumption outside of the organization	24-27
303-1 Interactions with water as a shared resource	25, 27
303-2 Management of water discharge- related
By signing this report, the Company Management hereby makes the following statement: „In accordance with our beliefs, knowledge and information at our disposal, we hereby state that all information set forth in this Report constitute a complete and accurate representation, and facts that could affect the completeness and accuracy of this Report have not been omitted.“
__________
Robert Petrosian, president of the Management Board
44 T H E 2 0 2 4 A N N U A L R E P O R T •
# 20. ATTACHMENTS
1. SCIENTIFIC COUNCIL OF INSTITUT IGH, d.d.
2. CORPORATE MANAGEMENT CODE
3. FINANCIAL STATEMENTS
45 T H E 2 0 2 4 A N N U A L R E P O R T •
## Attachment 1. SCIENTIFIC COUNCIL OF INSTITUT IGH, d.d.
During 2024, the Institut IGH, d.d., continued to implement both ongoing and new activities in the field of scientific research and innovation. By a decision of the Management Board on September 27th 2024, the Scientific Research Council welcomed new associate members. In anticipation of appropriate legal frameworks and standardized methods, work continued in the field of microplastics, including educating colleagues working in this area through seminars. Contact was established with the Faculty of Science (PMF), Department of Geology, for which microplastics is one of the specialized fields. Two colleagues obtained the DGNB certificate for sustainable construction in Europe. The implementation of laboratory tests began on the fresh and hardened properties on concrete with different types of low-CO2 cement. As a member of the community, we submitted an application for the HORIZON project LIFE-2024-CET call, Project 101216116 — LIFE24-CET-BETTER. Collaboration was initiated with the startup named Arkensight, with the goal of upgrading the SGG program and improve the infrastructure monitoring system. Tests were conducted as part of the "Innovation Vouchers for SMEs" program on the topic of testing concrete mixtures with the addition of new phase-change materials (PCM) to achieve a higher level of energy efficiency in concrete used in residential or commercial buildings. Two project proposals were submitted for Proof of Concept (POC): an innovative solution for inspecting and detecting road surface damage, and the validation of an innovative concept in the development of concrete pavers with integrated phase-change materials.
46 T H E 2 0 2 4 A N N U A L R E P O R T •
## Attachment 2. CORPORATE MANAGEMENT CODE
The corporate management code that is a key part of this report will be submitted as a separate document.
47 T H E 2 0 2 4 A N N U A L R E P O R T •
## Attachment 3. FINANCIAL STATEMENTS
Unconsolidated and consolidated financial statements of the company INSTITUT IGH, d.d., for the year which ended on December 31, 2024 together with the Independent Auditor's Report.
INSTITUT IGH, JSC, Zagreb
Annual consolidated financial statements and an independent Auditor's report for the year 2024
INSTITUT IGH JSC, Zagreb
Annual consolidated financial statements and an independent Auditor's report for the year 2024

	Page
Management's Response	1
Independent Auditor's Report	2 - 8
Consolidated statement of comprehensive income	9
Consolidated statement of financial position	10
Consolidated statement of changes in equity	11
Consolidated statement of cash flows	12
Notes to the Consolidated financialstatements	13 - 59

1 Responsibility for the annual consolidated financial statements

The Management Board of INSTITUT IGH, JSC, Zagreb, Janka Rakuše 1 and its subsidiaries (hereinafter: IGH Group) shall ensure that the Company’s 2024 annual consolidated and separate financial statements are prepared in accordance with the current Croatian Accounting Act and International Financial Reporting Standards, which are defined by the European Commission and published in the Official Journal of the European Union. They shall provide a true and fair view of the financial position, operating results, and changes in capital and cash flows of the IGH Group for the subject period. After making enquiries, the Management Board has a reasonable expectation that the IGH Group has adequate resources to continue as a going concern for the foreseeable future. For this reason, the Management Board continues to adopt the going concern basis in preparing the financial statements for the IGH Group. In preparing the annual financial statements, the responsibilities of the Management Board include:
* the selection and then consistent application of appropriate accounting policies in accordance with current financial reporting standards;
* providing reasonable and prudent judgments and assessments;
* the preparation of annual financial statements on a going concern basis, unless this assumption is inappropriate.# Independent Auditor's Report to the Owner

Audit Report on the Annual Financial Statements

Qualified Opinion

We have audited the financial statements of INSTITUT IGH, JSC, Zagreb (“the Company”), which include the financial statement as at December 31, 2024, the statement of other comprehensive income, the statement of cash flows, the statement of changes in capital for the year then ended, as well as the notes to the financial statements, including significant accounting policies.

In our opinion, the financial statements fairly and truthfully present the financial position of the Company as at December 31, 2024, its financial performance and its cash flows for the year then ended, in accordance with International Financial Reporting Standards adopted by the European Union (IFRS).

Basis for the Qualified Opinion

We have conducted our audit in accordance with International Auditing Standards (IAS). Our responsibilities pursuant to these standards are described in more detail in the Auditor's Responsibilities in the Audit of Annual Consolidated and Separate Financial Statements section of our Auditor's report. We are independent of the Company, in accordance with the International Code of Ethics for Professional Accountants, including International Independency Standards issued by the International Ethics Standards Board for Accountants (IESBA) (The IESBA Code), as well as in accordance with the ethical requirements relevant for our audit of financial statements in the Republic of Croatia. We have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide the basis for our opinion.

Other Matters

We would like to draw attention to Note 2.6 „Going Concern“ accompanying these financial statements. As at December 31, 2024, the IGH Group's short-term liabilities exceed the short-term assets by EUR 3.170 thousand (EUR 4.624 thousand in 2023). The Management Board of the IGH Group is making efforts to resolve the current situation and improve the Company's business and financial position, all for the purpose of doing business under the assumption of going concern. Our opinion has not been modified on this matter.

Key Audit Matters

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

Key Audit Matter	Our Audit Procedures
Recognition of revenue	Revenue from sales for the year ended December 31, 2024 amounted to EUR 17.433 thousand (EUR 16.375 thousand in 2023). As at December 31, 2024, trade receivables amounted to EUR 3.464 thousand (EUR 3.359 thousand in 2023). See Note 3.3. Recognition of Revenue and Note 4. Information on segments in related annual financial statements. The Company's income comes from the sale of services in civil engineering. Revenue is a key measure used to assess the performance of a Company's operations and the amount of transactions has a significant impact on the financial statements. A risk exists that revenues are presented in amounts higher than actually realized, as well as the risk that income is recognized for an inadequate period in order to better the results of the period. In view of the above, we considered that the existence, accuracy and completeness of income as well as its distribution in the proper period required our increased attention and as such we considered it a key audit issue.

Key Audit Matter

Our Audit Procedures

Recognition of revenue

Revenue from sales for the year ended December 31, 2024 amounted to EUR 17.433 thousand (EUR 16.375 thousand in 2023). As at December 31, 2024, trade receivables amounted to EUR 3.464 thousand (EUR 3.359 thousand in 2023). See Note 3.3. Recognition of Revenue and Note 4. Information on segments in related annual financial statements. The Company's income comes from the sale of services in civil engineering. Revenue is a key measure used to assess the performance of a Company's operations and the amount of transactions has a significant impact on the financial statements. A risk exists that revenues are presented in amounts higher than actually realized, as well as the risk that income is recognized for an inadequate period in order to better the results of the period. In view of the above, we considered that the existence, accuracy and completeness of income as well as its distribution in the proper period required our increased attention and as such we considered it a key audit issue.

Other Information

Management is responsible for other information. Other information includes the Management Report and the Statement on the Application of the Corporate Governance Code, included in the Annual Report, but does not include the consolidated financial statements and our auditor's report thereon. Our opinion on the financial statements does not include other information.

In relation to our audit of the financial statements, it is our responsibility to read other information and, in doing so, to consider whether other information is significantly contradictory to the financial statements or to our findings gained in the audit, or if they otherwise seem significantly misrepresented.

As regards the Management Report and the statement on the implementation of the Corporate Governance Code, we also carried out the procedures prescribed by the Accounting Act. Those procedures include verification that the Management Report has been drawn up in accordance with Article 24. of the Accounting Act and whether the statement on the implementation of the Corporate Governance Code contains the data referred to in Article 25. of the Accounting Act.

Based on the conducted procedures, to the extent to which we are able to estimate, we report that:
1. the information in the attached Management Report and the Statement on the Application of the Corporate Governance Code have been harmonized, in all significant aspects, with the accompanying financial statements;
2. the attached Management Report has been drawn up in accordance with Article 24. of the Accounting Act; and
3. the attached Statement on the Application of the Corporate Governance Code includes information defined in Article 25. of the Accounting Act.

Based on the knowledge and understanding of the Company's business and its environment, gained while auditing the annual consolidated financial statements, we are obliged to report if we find that there are serious misrepresentations in the attached Management Report, and the Statement on the Application of the Corporate Governance Code. In that sense, we have nothing to report.

Responsibility of the Management and Those in Charge of Management for the Annual Financial Statements

The management shall be responsible for drawing up the annual financial statements that present true and fair facts in accordance with IFRS and for those internal controls that the Management determines are necessary to enable the preparation of financial statements that are free from material misrepresentation as a result of fraud or error.

When drawing up the annual financial statements, the Management is responsible for the estimate of the Company's ability to continue as a going concern, for the publishing, if applicable, of the matters related to going concern and the use of going concern basis of accounting, unless the Management plans to liquidate the Company or has no real alternative but to do so.

Those in charge of management are responsible for overseeing of the financial reporting process established by the IGH Group.

Auditor's Responsibilities for the Audit of the Annual Financial Statements

Our objectives are to obtain a reasonable assurance about whether there are serious misrepresentations due to fraud or error in the annual financial statements as a whole and to issue an Independent Auditor's Report including our Qualified Opinion. A reasonable assurance is a high level of assurance but it is no guarantee that an audit done in accordance with IASs will always reveal a serious misrepresentation when there is one.

Misrepresentations can occur due to fraud or error and are considered significant if it can reasonably be expected that, individually, or cumulatively, these misrepresentations influence the economic decisions of the users made on the basis of those annual financial statements.

As an integral part of an audit in accordance with IAS, we make professional judgements and maintain professional skepticism during an audit. We also:
• Recognize and estimate risks of serious misrepresentation in the financial statements, due to fraud or error, form and undertake audit procedures as a reaction to those risks and obtain audit evidence that are sufficient and appropriate to form the basis of our opinion. The risk of non-disclosure of a significant misrepresentation due to fraud or error outweighs the risk of error, because fraud can include secret agreements, forgery, deliberate omission misrepresentation or avoidance of internal controls.# Report on Other Legal and Regulatory Requirements

Based on the proposal of the Supervisory Board, we were appointed by the General Assembly of the Company on Jun 26, 2024 to perform a statutory audit of the annual financial statements for year 2024.
At the date of this Report, we are continuously engaged in carrying out the Company's financial statements audit for year 2023, until the audit of the Company's financial statements for 2024, which amounts to a total of two years.
In the audit of the IGH Group annual financial statements for the year 2024, we determined the materiality of financial statements as a whole in the amount of EUR 253 thousand, which is approximately 3,5% of the EBITDA, as we consider that due to the high depreciation and financing costs, this is the most appropriate benchmark for measuring the Group's performance.
Our audit opinion is consistent with the additional Report for the IGH Group’s Audit Committee drawn up in accordance with the provisions of Article 11. of the Regulation (EU) No. 537/2014.
During the period between the initial date of the audited 2024 financial statements of the IGH Group, and the date of this Report, we did not provide forbidden non-audit services to the Company and we did not, in the business year prior to the abovementioned period, provide services for the design and implementation of internal control procedures or risk management procedures related to the preparation and/or control of financial information or the design and implementation of technological systems for financial information, and we maintained our independence in relation to the Company during our audit.

A Report based the requirement of Commission Delegated Regulation (EU) 2018/815 of 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.

A Report on the Auditor's assurance on the harmonization of the financial statements, prepared pursuant to the provisions of Article 462., Paragraph 5. of the Capital Markets Act (Official Gazette, no. 65/18, 17/20, 83/21 and 151/22) by applying the requirement of the Delegated Regulation (EU) 2018/815 specifying a single electronic reporting format for the issuer (hereinafter: the ESEF Regulation).

We conducted our engagement with the expression of a reasonable belief as to whether the financial statements were prepared for the purposes of public disclosure pursuant to Article 462., Paragraph 5. of the Capital Market Act, which are contained in the attached electronic file Grupa IGH-2024-12-31-en in all material respects prepared in accordance with the requirements of the ESEF Regulation.

Responsibilities of the Management and those in charge of management

The IGH Group Management Board is responsible for the preparation and content of the financial statements in accordance with the Regulation on ESEF. In addition, the IGH Group's Management Board is responsible for the maintenance of internal control systems that reasonably ensure the preparation of the financial statements without significant discrepancies between them and the requirements contained in the ESEF regulation, whether due to fraud, or error.

The IGH Group's Management Board is also responsible for:
* Disclosure to the public of the financial statements contained in the Annual Report in the current XHTML format, and
* the selection and use of XBRL codes in accordance with the requirements of the Regulation on ESEF.

Those in charge of management are responsible for supervising the preparation of the financial statements in ESEF format as part of the financial reporting process.

The responsibilities of the Auditor

Our responsibility is to express a conclusion, based on the audit evidence collected, whether the financial statements are free from material non-compliance with the requirements of the ESEF Regulation.

We conducted this engagement with the expression of a reasonable conviction, in accordance with the International Standard on Assurance Engagement (ISAE) 3000 (amended) - engagements with the expression of convictions other than audits or insights into historical financial information.

The conducted procedures

The nature, timeframe and scope of the chosen procedures depend on the auditor's judgement. A reasonable assurance represents a high level of assurance, but does not ensure that the scope of testing will reveal every material discrepancy with the ESEF Regulation.

We carried out the following activities as part of the selected procedures:
* we read the requirements of the ESEF Regulation;
* we have gained an understanding of the internal controls of the company relevant for the application of the requirements of the ESEF Regulation;
* we have identified and assessed the risks of material non-compliance with the ESEF Regulation due to fraud or error; and
* on this basis, we developed and implemented procedures to respond to the risks assessed and to obtain a reasonable assurance to express our conclusion.

The aim of our procedures was to assess whether:
* the financial statements included in the Annual Report were prepared using the valid XHTML format;,
* the data contained in the financial statements and required by the EESEF Regulation, are marked and whether all markings meet the following requirements:
* use of the XBRL mark-up language;
* basic taxonomy listed in the ESEF regulation with the closest accounting meaning was used unless an additional taxonomy element in accordance with Annex IV of the ESEF regulation was created;
* the mark-up is in accordance with the common mark-up rules pursuant to the ESEF Regulation.

We believe that the audit evidence we have gathered is sufficient and appropriate to provide a basis for our conclusion.

Conclusion

In our opinion, based on conducted procedures and obtained evidence, the financial statements presented in the ESEF format, contained in the above-mentioned attached electronic file and pursuant to the provision of Article 462., Paragraph 5. of the Capital Markets Act, prepared for public disclosure, in all significant respects are in accordance with the requirements of Articles 3., 4., and 6. of the ESEF Regulation for the year ended December 31, 2024.

In addition to this conclusion, as well as the opinion contained in this Independent Auditor's Report for the accompanying financial statements and Annual Report for the year ended December 31, 2024, we do not express any opinion on the information contained in these statements or on other information contained in the above-mentioned file.

The partner engaged in the audit, which resulted in this Independent Auditor's Report is Paško Anić- Antić.

Paško Anić-Antić
Paško Anić-Antić
Croatian authorized auditor
Director
April 25, 2025

Russell Bedford Croatia – Revizija d.o.o.
Selska cesta 90B
10000 Zagreb

INSTITUT IGH, JSC
Consolidated statement of comprehensive income for the year ended December 31, 2024

DESCRIPTION	Notes	2023.	2024.
		In thous. EUR	In thous.
# Consolidated statement of profit or loss and other comprehensive income
# for the year ended December 31, 2024
# 10
DESCRIPTION	Notes	2023. thous. EUR	2024. thous. EUR
:-----------------------------------------------	:----	:--------------	:--------------
Other operating income	4	16.375	17.433
Other operating income	5	13.029	3.335
Total revenue		29.404	20.768
Cost of consumables, raw materials and services	6	744	669
Cost of services	6	4.718	4.476
Staff costs	7	11.347	10.895
Other operating expenses	9	1.638	750
Total operating expenses		18.447	16.790
Depreciation	13 i 14	2.230	2.069
Value adjustment of other fixed assets	8	171	257
Value adjustment of receivables	8	370	203
Total depreciation and impairment		2.771	2.529
Financial revenue	10	311	90
Financial expenditure	11	4.647	485
Pre-tax profit		3.850	1.054
Corporate tax	12	1.135	132
Current year profit		4.985	1.186
capital owners of the parent company		4.983	1.185
minority interest holders		2	1
Other comprehensive income to be reclassified through profit and loss
Exchange rate differences from foreign business transactions	39	39	59
not to be reclassified through profit and loss
Revaluation of fixed assets, net of tax		-	802
Other comprehensive income	39	39	861
Total comprehensive income		5.024	2.047
capital owners of the parent company		5.022	2.046
minority interest holders		2	1
Base profit per share (in euros)		3,37	0,80

The accompanying notes below form an integral part of these consolidated annual financial statements.

INSTITUT IGH, JSC

Consolidated statement of financial position as of December 31, 2024

10

DESCRIPTION	Notes	2023. thous. EUR	2024. thous. EUR
ASSETS
Non-current assets	13 20	25	20
Property, plants and equipment	14	8.017	7.975
Investment in property	33	79	79
Investments in related parties and other investments	15	1.986	1.991
Loans and deposits given	17	163	133
Trade receivables and other receivables	16	17	16
NON-CURRENT ASSETS TOTAL		10.236	10.328
Inventories		75	75
Trade receivables and other receivables	16	3.196	3.331
Loans given and deposits	17	3.975	3.820
Accrued income and prepaid expenses	20	572	903
Contract assets	21	567	1.103
Cash and cash equivalents	18	434	140
CURRENT ASSETS TOTAL		8.819	9.372
Non-current assets held for sale	19	1.632	-
TOTAL ASSETS		20.687	19.700
EQUITY AND LIABILITIES
Share capital	22	14.815	14.815
Own shares	23	484	484
Reserves for own shares	23	192	192
Other reserves	23	100	100
Revaluation reserves	24	2.507	2.252
Accumulated losses		(13.315)	(12.756)
Non-controlling interest		63	64
EQUITY TOTAL		3.878	4.183
Loans and borrowings	25	31	-
Lease liabilities	26	1.882	2.231
Provisions	27	987	324
Deferred tax liabilities	12	440	420
Trade and other payables	28	26	-
NON-CURRENT LIABILITIES TOTAL		3.366	2.975
Loans and borrowings	25	4.583	2.985
Lease liabilities	26	1.356	1.573
Trade and other payables	28	6.077	6.630
Liabilities for advances received	29	788	776
Liabilities for deposits received	29	41	34
Provisions	27	338	307
U Contract liabilities	21	137	79
Accrual and deferred income	30	123	158
CURRENT LIABILITIES TOTAL		13.443	12.542
EQUITY AND LIABILITIES TOTAL		20.687	19.700

The accompanying notes below form an integral part of these consolidated annual financial statements.

INSTITUT IGH, JSC

Consolidated statement of changes in equity for the year ended December 31, 2024

11

The accompanying notes below form an integral part of these consolidated annual financial statements.

	Capital attributed to company's shareholders	Capital reserves	Own shares	Reserves for own shares	Other reserves	Revaluation reserves	Accumulated loss	Non-controlling interest	Total
In thous. EUR
Status on December 31, 2022	15.476	(484)	192	100	5.518	(33.861)	(13.059)	61	(12.998)
Transfer from revaluation reserves	-	-	-	-	-	(3.036)	5.325	-	2.289
Other changes	(661)	-	-	-	25	10.199	9.561	-	9.563
Current year profit/loss	-	-	-	-	-	-	4.983	2	4.985
Other comprehensive income	-	-	-	-	-	39	-	-	39
Total comprehensive income	-	-	-	-	-	39	5.022	2	5.024
Status on December 31, 2023	14.815	(484)	192	100	2.507	(13.315)	3.815	63	3.878
Status on January 1, 2024	14.815	(484)	192	100	2.507	(13.315)	3.815	63	3.878
Transfer from revaluation reserves	-	-	-	-	(216)	56	(160)	-	(160)
Other changes	-	-	-	-	(39)	(1.543)	(1.582)	-	(1.582)
Current year profit/loss	-	-	-	-	-	-	1.185	1	1.186
Other comprehensive income	-	-	-	-	-	861	-	-	861
Total comprehensive income	-	-	-	-	-	861	2.046	1	2.047
Status on December 31, 2024	14.815	(484)	192	100	2.252	(12.756)	4.119	64	4.183

INSTITUT IGH, JSC

Consolidated statement of cash flows for the year ended December 31, 2024

12

DESCRIPTION	2023. thous. EUR	2024. thous. EUR
Cash flow generated from operations
Profit (loss) before tax	3.850	1.054
Adjustments:
Depreciation	2.230	2.069
Value adjustments, net	155	155
Interest income	676	90
Interest expenses	-	485
Net decreases in provisions	(454)	(694)
Gains from the sale of long-term assets	780	928
Write-off of liabilities	-	(1.031)
Other adjustments for non-financial transactions and unrealized profit and losses	9.932	186
Decrease (Increase) of receivables	1.843	41
Decrease of contract assets	(64)	(243)
(Decrease) Increase of current liabilities	(16.466)	1.732
(Decrease) of contract liabilities	(1)	(2.676)
Total adjustments for profit and loss reconciliation	(2.721)	862
Net cash flow from operating activities	1.129	1.916
Cash flows from investment activities
Cash flows from loans given	389	389
Net cash flow from investment activities	(389)	(389)
Cash flow from financial activities
Cash receipts from loan principal, loans and other borrowings	538	-
Cash receipts for repayment of loan and bond principal	-	213
Cash outflows for rent	1.357	1.608
Net cash flow from financial activities	(819)	(1.821)
TOTAL NET CASH FLOW	(79)	(294)
Cash and cash equivalents at the beginning of the period	513	434
Cash and cash equivalents at the end of the period	434	140

The accompanying notes below form an integral part of these consolidated annual financial statements.

INSTITUT IGH, JSC

Notes to the financial statements (continuation) for the year ended on December 31, 2024

13

1. General information

Foundation and development

IGH Group is a group of affiliated companies centered around the company Institut IGH d.d., which is the highest company listed in the group hierarchy and the ultimate controlling company within the corporate structure. In addition to the Company, the IGH Group includes the following five affiliated companies:
* Institut IGH d.o.o., Mostar
* IGH Business Advisory d.o.o., Zagreb
* Incro d.o.o., Zagreb
* IGH Projektiranje d.o.o., Zagreb
* ETZ Ekonomsko tehnički zavod d.d., Osijek

Institut IGH, JSC, Zagreb, Janka Rakuše 1 street, Croatia (hereinafter: the „Company“), OIB 79766124714, entered in the Commercial Court Register in Zagreb under the registration number 080000959.Company shares, mark IGH-R-A, ISIN: HRIGH0RA0006 are listed on the Zagreb Stock Exchange.

The Company is conducting its business in the field of research and development in the construction industry, which includes: design, preparation of studies, professional supervision, consulting services, research works, proving usability, laboratory testing and calibration.

The Company is certified for the aforementioned activities in accordance with the standards of the sustainable development system, as follows:
* HRN EN ISO 9001 – Quality Management Systems
* HRN EN ISO 14001 – Environmental Management Systems
* HRN EN ISO/IEC 17025 – General qualification requirements – Testing Laboratory
* HRN EN ISO/IEC 17025 – General qualification requirements – Metrology Laboratory
* HRN EN ISO/IEC 17065 – Conformity assessment – Requirements for bodies carrying out certification of products, processes and services
* HRN EN ISO 27001 – Information Security Management Systems
* HRN EN ISO 45001 – Occupational Health and Safety Management Systems
* HRN EN ISO 50001 – Energy Management Systems

The country of foundation of the IGH Group is the Republic of Croatia. The headquarters of the IGH Group are located in Zagreb, Republic of Croatia. The headquarters of the Company is located at the address Janka Rakuše 1, 10000 Zagreb, Republic of Croatia

Except for operations from the headquarters, the Company carries out its operations through foreign subsidiaries in Georgia, Bosnia and Herzegovina, North Macedonia, Armenia and Hungary.

Company Bodies:

General Assembly

Chairman - Žarko Dešković

Members of the General Assembly are individual Company shareholders or their proxies.

Supervisory Board

In 2024, the Supervisory Board of Institut IGH, JSC consisted of 5 members, as follows:
* Žarko Dešković - Chairman of the Supervisory Board Chairman since December 1, 2023
* Mariyan Tkach – Deputy Chairman of the Supervisory Board since December 1, 2023
* Sergej Gljadelkin – member of the Supervisory Board since December 1, 2023
* Igor Aleksandrov Tkach – member of the Supervisory Board since December 1, 2023
* Marin Božić – member of the Supervisory Board since June 14, 2021

INSTITUT IGH, JSC

Notes to the financial statements (continuation) for the year ended on December 31, 2024

14

The Management Board of the Company and the Group

On December 31st 2024, the Management Board consisted of 4 members:
* Robert Petrosian – President of the Management Board, represents the Company solely and independently since June 17, 2024
* Josip Majer – member of the Management Board, represents the Company together with the President of the Management Board and with other member, since June 17, 2024
* Marija Đuroković – member of the Management Board, represents the Company together with the President of the Management Board and with other member, since June 17, 2024
* Tatjana Bičanić – member of the Management Board, represents the Company together with the President of the Management Board and with other member, since June 17, 2024

The Audit committee of the Company and the Group consists of three members:

Gerhard Sattler
Nadica Šalov
Alina Yuvakaeva

2. Basis for preparation

2.1. Statement of compliance – the Group

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS), valid throughout the EU.# IGH Group Conducts Its Accounting Records in the Croatian Language

IGH Group conducts its accounting records in the Croatian language, in accordance with Croatian laws and the accounting principles and practices observed by enterprises in Croatia. These consolidated financial statements were authorized for issue by the Management Board on April 25, 2025. The consolidated financial statements for the year ended on December 31, 2024 are available at the company's web site https://www.igh.hr/.

2.2. The Adoption of New Standards, Interpretations and Changes to International Financial Reporting Standards („IFRS“)

The First Application of the New Amendments of Existing Standards in Force to the Ongoing Reporting Period

In the ongoing reporting period, the following amendments to existing standards published by the International Accounting Standards Committee (IASC) and adopted by the European Union and are effective.

Standard Name	Amend.
IFRS 16 Leases – lease liability in a sale and leaseback transaction
Amend. IASC 1 Presentation of financial statements – classification of liabilities as current or non-current
Amend. IASC 7 and Statement of cash flows (IASC 7) and Financial instruments (IFRS 7) - IFRS 7 disclosure of information about companies' financial arrangements with suppliers

The adoption of new standards did not lead to material changes in the disclosures or amounts presented in these financial statements.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 15

The Adoption of New Standards, Interpretations and Changes to International Financial Reporting Standards („IFRS“) (continuation)

IFRS currently adopted in the European Union do not differ significantly from those adopted by the International Accounting standards Board (OIAS), with the exception of the following new standards and amendments to existing standards, the adoption of which has not yet been decided by the European Union on one year (the dates of entry into force mentioned below refer to IFRS issued by the OIAS):

Standard Name	Adoption status in the EU
Amend. to IAS 21 Inability to replace	Not yet adopted in the EU
Amend. to IAS 7 and IFRS 9 Nature-dependent electricity contracts	Not yet adopted in the EU
IFRS 18 Presentation and disclosure in financial statements	Not yet adopted in the EU
IFRS 19 Subsidiaries without public liability	Not yet adopted in the EU
Amend. to IFRS 10 and IAS 28 Sale or subscription of assets between the investor and its affiliated entity or joint venture	Adoption procedure postponed until completion of the research project on the topic of application of the share method

IGH Group is currently assessing the impact of new standards and amendments to existing standards on its financial statements. IGH Group expects that the adoption of these new standards and amendments to the existing standards will not lead to significant changes in the financial statements during the first application of the standards.

2.3. Basis of Measurement

The financial statements are presented in accordance with the historical cost convention, except for the following:

Revaluations of the value of land and buildings as stated in Note 3.10 (i);
Investments in real estate as stated in Note 3.12;
Assets at fair value through other comprehensive income as stated in Note 3.19;
Non-current assets intended for sale as stated in Note 3.23;
The methods used to measure the fair value are presented in Note 3.24.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 16

2.4. Functional Currency and Presentation Currency

The items included in the financial statements of the Group are reported in the currency of the primary economic environment in which the Group operates (functional currency). The financial statements for the year ended December 31, 2024 were first prepared in thousands EUR. The rounding level shown in the financial statements is in thousands EUR.

2.5. Use of Estimates and Judgments

The preparation of financial statements in accordance with IFRS requires the Management Board to make judgments, estimates and assumptions that affect the application of policies and amounts published for assets and liabilities, income and expenses. Estimates and associated assumptions are based on historical experience and various other factors, which are believed to be reasonable under the circumstances, the result of which forms the starting point for creating estimates of the value of assets and liabilities, which cannot be obtained from other sources. Actual results may differ from such estimates. These estimates and respective assumptions are subject to regular reviews. The impact of an estimate correction is recognized in the period in which the estimate was corrected if the correction affects only the period in which it was made or in the period in which the correction was made and future periods if the correction affects current and future periods. Judgments made by the Management Board in the application of IFRS, which have a significant impact on the financial statements and judgments where the risk of materially significant adjustments in the next year is high, are listed in note 3.1.

2.6. Going Concern

During 2013, the Company initiated a pre-bankruptcy settlement procedure, through which it reached an agreement with creditors on the restructuring of liabilities and limited exposure to certain related companies. Independently of the financial restructuring, the Company then carried out a capital increase through the issuance of new shares and, in order to ensure the necessary liquidity, initiated the sale of certain assets. The pre-bankruptcy settlement procedure was successfully completed by the Decision of the Commercial Court in Zagreb No. 72. Stpn- 305/13 dated December 5th 2013, which approved the conclusion of the Pre-Bankruptcy Settlement between the debtor Institut IGH, JSC and the creditors of the Pre-Bankruptcy Settlement. The Pre-Bankruptcy Settlement became final on December 28th 2013. The impacts and fulfillment of the Pre-Bankruptcy Settlement plan are described in detail in the Note 35. As of February 15th 2024, the Company settled all obligations under the pre-bankruptcy settlement, which as of December 31, 2023 amounted to EUR 38 thousand. In order to improve the profitability of operations and core business, over the past years the Company has implemented a number of operational restructuring measures and has had a more active market access. IGH Group recorded a decrease in sales revenues in 2023 compared to 2022 of EUR 1.058 thousand, but recorded operating profit in the amount of EUR 1.186 thousand (2022 profit amounting to EUR 4.985 thousand). The IGH Group's capital is positive at EUR 4.179 thousand (in 2022 the capital was negative at EUR 3.878 thousand). On December 31st 2023, short-term liabilities of the IGH Group exceed short-term assets by EUR 3.170 thousand (2022: short-term liabilities exceed short-term assets by EUR 4.624 thousand). Since the final pre-bankruptcy agreement to December 31st 2023, the Company paid off a total of Euro 56.985 thousand of liabilities incurred before the start of the Pre-bankruptcy agreement proceedings. During 2023, the Company paid off Euro 1.414 thousand of PIK debt, Euro 9.316 thousand of senior debt and Euro 3.378 thousand of respective interest. With the balance sheet date, Senior debt due amounts to Euro 38 thousand which has been fully settled by February 15th 2024. These financial reports have been prepared under the assumption of a going concern basis. In 2025, the IGH Group’s Management Board continues to adjust and change key business

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 17

processes and activities that are necessary for ensuring the quality and stability of further business, with a focus on strategic goals and future development of the Company. In addition to all of the above, the Board considers that on the basis of business plans and concluded contracts, the Company is capable of continuing its operations. The closure of the pre-bankruptcy settlement was formally completed and confirmed by the Commercial Court in Zagreb on January 17th 2025. Below given is an outline of significant accounting policies adopted for the preparation of these financial statements. These accounting policies have been consistently applied for all periods included in these statements.

3. Principal Accounting Policies

3.1. Principal Accounting Judgements and Estimates

Key Judgements in the Application of Accounting Policies

Preparing financial statements in accordance with IFRS requires the Management to produce judgments, estimates and assumptions that affect the application of policies and amounts disclosed for assets, liabilities, income and expenses. Actual results may differ from such estimates. Estimates and related assumptions are continuously reviewed. The impact of an estimate correction shall be recognized in the period during which the estimate has been corrected and in future periods if the correction affects current and future periods.

(i) Recognition of revenue

The Company and the IGH Group recognize revenues and costs under contracts from the design activity based on an assessment of the degree of completion of the contracted operations at the balance sheet date, which requires a certain degree of judgement.# INSTITUT IGH, JSC

Notes to the financial statements (continuation)

for the year ended on December 31, 2024

3.2. Investments in subsidiaries

Subsidiaries are companies over which the Company has business control, directly or indirectly. Control is achieved when the Company has the right to manage the company's key activities, and as a consequence is exposed to variable returns as a result of such activities. Investments in subsidiaries are initially recognized at cost, and subsequently at cost less impairment. Impairment testing of investments in subsidiaries is carried out on an annual basis.

3.3. Investments in associated companies

Associated companies are companies in which the Company has significant influence, but does not have control. Significant influence is the power to participate in decisions about the financial and business policies of the entity in which the investment was made, but it does not represent control or joint control of these policies. Investments in associated companies are initially recognized at cost, and subsequently at cost less impairment. Impairment testing of investments in subsidiaries is carried out on an annual basis.

Transactions eliminated in the consolidation

The balance and transactions among Group members and all unrealized profit from transactions among Group members are eliminated at consolidation of the financial statements. Unrealized profit from transactions with companies with shareholdings and mutual companies where the Company shares control with other owners is eliminated up to the Company share level in such companies. Unrealized profit from transactions with companies with shareholdings is eliminated by a decrease of investment into that company. Unrealized losses are eliminated in the same way as unrealized profit but only up to the amount which does not represent permanent decrease of assets.

Transactions with non-controlling interests

Non-controlling interests in subsidiaries are included in the comprehensive capital of the Group. Losses from non-controlling interests in subsidiaries are added to the non-controlling interests in situations when the non-controlling interest are shown with a negative value. Adjustments of non- controlling interest are based on the proportional amount of net assets of the subsidiary without goodwill adjustment and recognition of profit or loss in the profit and loss account. Transactions with non-controlling interest which result in loss of control over the subsidiary are treated by the Group as transactions with majority owners of the Group When purchasing shares from non- controlling interest, the difference between the paid sum and the respective gained share of the book value of the subsidiary's net assets is shown as capital. Gains and losses from sale of non-controlling interest are also shown as capital.

Loss of control

After the loss of control over a subsidiary, the Group ceases to recognize its assets and liabilities, any minority interest or other components of capital and reserves. Any surplus or deficit resulting from loss of control is recognized in the profit and loss. If the Group retains a part in the subsidiary, such part is shown at fair value at the day the control ceases to exist. After that, it is shown as investment valued according to the equity method or as financial assets available for sale, depending on the level of retained influence.

Goodwill

Goodwill, created by business merger is recognized as cost at the date of acquisition, decreased by any loss owing to decreased value. For the purpose of testing for decrease, goodwill is distributed to every cash generating unit of the Group (or groups of such units) where benefits from synergy, i.e. merger are expected. Cash-generating units to which goodwill is distributed undergo annual check for decreased value, or more often if there are indications of its possible decrease in value. If the reimbursable amount of the cash-generating unit is lower than its book value, the loss created by the decrease is distributed so as to decrease the book value of goodwill distributed to the unit, and after, that proportionally to other property of the cash-generating unit on the basis of the book value of every item in that cash-generating unit. Loss due to decrease of goodwill value is directly recognized as profit or loss in the consolidated statements on comprehensive income. Once recognized loss from decrease of goodwill is not annulled in the next periods. When disposing of the cash-generating unit, respective amount of goodwill becomes a part of the profit or loss from sale.

3.4. Revenue Policies for recognition of revenue and enforcement obligations

Revenue is measured on the basis of fee specified in the contract with the customer. A company i.e. IGH Group recognizes revenue when it transfers control of a good or service to a customer. The transfer of control over goods or services may take place either continuously (revenue recognition over time) or on a specific date (recognition at a point in time, upon completion). Before revenue is recognized, the Company and IGH Group identify the contract as well as the various obligations of performance contained in the contract. The number of obligations regarding performance depends on the type of contract and activity. Most contracts of the Company and IGH Group involve only one obligation of performance. Recognition of revenue in accordance with IFRS 15 is applicable to the following sources of revenue:

(i) Construction contracts

The main revenue generated by the Company and IGH Group from construction contracts comes from design, study, supervision, consulting services, laboratory services, survey works and scientific research work for the reconstruction and construction of roads and other civil engineering structures. In accordance with the main IFRS 15 principles, the Company's accounting policies for recognizing revenue from contracts with customers reflect:

the dynamics by which contractual obligations are fulfilled, corresponding to the transfer of goods or services to the customer;
iznos the amount the seller expects to be entitled to receive as compensation for their activities.

Contractual terms and the way in which the Group manages construction contracts are mainly derived from projects that contain a single performance obligation. The Company and IGH Group use a cost- based method to measure progress to the completion of construction work i.e. the Management has chosen to use the input method to calculate revenue (expenses incurred until a certain date) from the construction contract. Changes to the contract (relating to the price and/or scope of the contract) are recognized when approved by the client. If the changes relate to new products or services that are considered different and when the contract price increases by an amount reflecting the "standalone selling price" of the additional products or services, the changes are recognized as a separate contract. When a third party (such as a subcontractor) is involved in the delivery of a good or service, the Company and IGH Group determine if it assumes control of that product or service before it is transferred to the client. If control is taken before the transfer to the client, the Company and IGH Group recognize as revenue the gross amount it expects to be entitled to receive on handover.

If it is not possible to reliably assess the outcome of the contract, revenue under the contract shall be recognized to the extent that the costs incurred by the contract are likely to be recoverable. Contract costs shall be recognized as expenditure of the period in which they are incurred. If the total costs of the contract are likely to exceed the total revenues of the contract, the expected losses shall be recognized immediately as a cost.

(ii) Lifetime of real estate, plant and equipment

The Company and the IGH Group shall review the estimated lifetime of the property, plant and equipment at the end of each annual reporting period. There was no change in the lifetime estimates of fixed assets during the year. The Company regularly checks the recoverability of the assets individually, and if there are indications of impairment, the same shall be done up to the estimated recoverable value.

(iii) Pre-bankruptcy settlement and going concern

The Company shall consider all material information relating to all key risk factors, assumptions and uncertainties that it is aware are relevant to the Company's ability to continue to operate under the assumption of a going concern. The Company continuously invests maximum efforts with the aim of increasing operational business, and the year 2024 is significant for the settlement of almost the entire debt from the pre-bankruptcy settlement. The pre-bankruptcy debt was fully settled by February 15th 2024. The Company points out that it also actively settles liabilities towards other creditors through the sale of non-operating real estate and through refinancing of the operative part of debt. Looking at a stable contract base, a successful deleveraging towards non-financial institutions as well as all information on the progress of restructuring of debt towards financial institutions, the Company considers that it meets all operating requirements under the assumption of going concern.

(iv) Valuation of liabilities according to pre-bankruptcy settlement

The Company has reduced its obligations related to loan obligations that will be settled from the Company's real estate, in accordance with the pre-bankruptcy settlement, to the fair value of the corresponding real estate. The Management took the estimated value of real estate as the reference value of liabilities.# INSTITUT IGH, JSC

Notes to the financial statements (continuation) for the year ended on December 31, 2024

In cases where control is not taken, the Company and IGH Group consider that it is not the originator in the transaction and recognizes as income only the amount corresponding to its remuneration as an intermediary. The cost of obtaining a contract that would not have been incurred had the Group not obtained the contract is recognized as an asset if it is recoverable and is depreciated over the estimated contract life. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized only to the extent of the contract costs incurred that are likely to be recoverable. The expected contract loss is recognized immediately in the profit and loss account.

Contractual assets and contractual liabilities

Contractual liabilities are entered when the client has made payment for goods or services, and the Company and IGH Group did not fulfil their obligation by delivering these goods or services. If the Company, i.e. IGH Group delivered the goods or services to the client and the client did not pay for these, and the right to compensation is not conditioned by anything except by passing of time until maturity, receivables are recognized. Contractual assets are recognized if the right to compensation is conditioned by something else (e.g. by executing some other obligation).

INSTITUT IGH, JSC

Notes to the financial statements (continuation) for the year ended on December 31, 2024

(ii) Income from state aid

State aid is recognized when there is a reasonable belief that the Company, i.e. IGH Group will fulfil the conditions under which the aid is given and a reasonable belief that the said aid will be given. Accordingly, the Company, i.e. IGH Group do not recognize State aid until there is sufficient assurance that the Company will meet the requirements set for the State aid and that the aid will be received. State aid is recognized as profit or loss on a systematic basis over the period in which the costs for which the aid is intended to be covered are recognized. Receivables for State aid to compensate for expenses or losses already occurred, or for the purpose of providing immediate financial support to the entity without future related costs, are recognized as profit or loss of the period in which the receivables were incurred.

(iii) Financial revenue and costs

Financial revenue and costs comprise interest payable on loans and borrowings using the effective interest method, interest receivable on funds invested, dividend income, gains and losses from foreign exchange differences and gain/ losses from sale of investment in subsidiaries. Income from the write- off of financial liabilities is also reported within the financial revenue. Income from interest is recognized in the profit and loss account on an accrual basis using the effective interest rate method. Dividend income is recognized in the profit and loss account on the date when the Company’s right to pay the dividend is established. Financial costs comprise accrued interest on loans, changes in fair value of financial assets at fair value through profit or loss account, impairment losses from financial assets and losses from exchange rate differences. Costs from borrowings are recognized in the Profit and Loss Account using the effective interest rate method.

(iv) Revenue from rent

Revenue from rent is recognized in the period when the rent was provided and refers to operative rent.

3.5. Leases

a) Impact on the accounting on the Lessee

Prilikom At the initial recognition these assets are evaluated on the basis of cash flows of the lease agreement. After initial recognition, the right of use will be valued according to international standards for assets under IAS 16, IAS 38 or IAS 40 and therefore applying the cost model, decreased by accumulated depreciation and accumulated impairment losses, the revaluation model or the fair value model. In order to calculate the rent and respective asset with the right of use, discounting of future lease payments according to an appropriate discount rate is done. Thus, future rent payments which are discounted are determined according to contractual provisions, without VAT, since the obligation to pay this tax occurs when the invoice is issued by the Lessor and not on the day of the start of Lease Contract. In order to calculate the rent, discounting of future lease payments are done according to an implicit discount rate, or, if unavailable, at an incremental borrowing rate. The incremental borrowing rate is determined based on the financing cost of liabilities of a similar duration and security as those in a lease agreement. When defining the duration of the lease, a period of irrevocability must be considered defined in the Contract, where the Lessee has the right to use the subject asset also considering potential extension options, if the Lessee is reasonably certain of the extension. In fact, when looking at the contracts which allow the Lessor to tacitly extend the Lease Contract after the first period, the period of lease is determined on the basis of facts such as the length of the first lease period, possible plans for the sale of the leased asset and any other circumstance indicating a reasonable safety of extension. An exception to this is low value lease contracts (up to EUR 4 thousand) and short duration contracts which are recognized as costs in the period to which they refer. The Company, i.e. IGH Group leases certain plants and equipment. Finance leases are capitalized at the beginning of the lease at the lower of the fair value of the leased property or the present value of minimum lease payments. Each lease payment is allocated between the liability and finance costs so as to achieve a constant rate on the balance outstanding. The interest element of finance costs is charged to profit or loss over the lease period. The property, plants and equipment acquired under

INSTITUT IGH, JSC

Notes to the financial statements (continuation) for the year ended on December 31, 2024

finance leases are depreciated over the shorter of the useful life of the asset and the lease term.

3.6. Foreign currencies

Transactions and balances in foreign currencies

Transakcije Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currency at the reporting date are translated into the functional currency at the foreign exchange rate prevailing at that date. Foreign exchange gains and losses resulting from the settlement of such transactions and from the conversion of monetary assets and liabilities denominated in foreign currencies are recognized in profit or loss. Non-monetary assets and items that are measured in terms of historical cost of a foreign currency are not converted per new exchange rate. Non-monetary assets and liabilities denominated in foreign currency that are stated at historical cost are converted into the functional currency at the foreign exchange rate prevailing at the date of the transaction.

Official exchange rate of the Georgian currency on December 31st 2024 was 2,8932 GEL for 1 EUR (December 31st 2023: 2,9324 GEL for 1 EUR).
Official exchange rate of the BIH currency on December 31st 2024 was 1,95583 BAM for 1 EUR (December 31st 2023: 1,95583 BAM for 1 EUR).
Official exchange rate of the Macedonian currency on December 31st 2024 was 61,2952 MKD for 1 EUR (December 31st 2023: 61,634498 MKD for 1 EUR).
Official exchange rate of the Armenian currency on December 31st 2024 was 418,228 AMD for 1 EUR (December 31st 2023: 442,170 AMD for 1 EUR).

Items included in the financial statements of the Subsidiaries are stated in the currency of the primary economic environment in which the Subsidiaries operate, which is also the reporting currency. The consolidated financial statements are presented in euros, which is also the functional currency of the Company. Income and expenses and cash flows of foreign operations are translated into the functional currency of the Company using an exchange rate that approximates the exchange rate at the date of the transaction, and their assets and liabilities are translated at the exchange rate prevailing at the year-end.

Net investment into Group members

Exchange rate differences from recalculation of the net investment into foreign undertakings are recognized as part of the principal amount. When selling the foreign undertaking, exchange rate differences are recognized in the profit and loss account as part of profit or loss from sale. Exchange rate differences from recalculation of foreign currency, owing to its non-material amount, are included in the accumulated loss amount.

3.7. Borrowings

Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at depreciated cost; any difference between the proceeds (net of transaction costs) and the surrender value is recognized in the comprehensive income statement over the period of the borrowings using the effective interest method. Borrowings are classified as current liabilities, unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date. Borrowings from creditors classified as "Secured Creditors" (Note 25.) are carried at fair value of the property under mortgage for the borrowings in question, since the collection of the relevant borrowings is possible solely from the mortgaged property.

INSTITUT IGH, JSC

Notes to the financial statements (continuation) for the year ended on December 31, 2024

3.8. Dividend

Dividend distribution to the Company’s shareholders is recognized as a liability in the financial statements in the period in which the dividends are approved by the Company’s General Assembly of Shareholders.

3.9. Taxation

Corporate tax

The income tax charge comprises current and deferred tax.# INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

Income tax is recognized in profit or loss except to the extent that it relates to items recognized directly to equity, in which case it is recognized in other comprehensive income. Current tax is the expected tax payable on the taxable income for the year, using the tax rates enacted at the reporting date, and any adjustments to tax payable in respect of previous periods.

(i) Deferred tax assets and liabilities

Deferred tax is recognized using the balance sheet method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognized for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business merger and that affects neither accounting nor taxable profit as well as differences relating to investments in subsidiaries and mutually controlled companies when it is likely that the situation will not change in the near future. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted by the reporting date. A deferred tax asset is recognized to the extent that it is probable that future taxable profits will be available against which temporary difference can be utilized. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realized. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and if they relate to taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously.

(ii) Tax exposure

In determining the amount of current and deferred tax, the Company takes into account the impact of uncertain tax positions and whether additional taxes and interest may be due. This assessment relies on estimates and assumptions and may involve a series of judgements about future events. New information may become available that causes the Company to change its judgement regarding the adequacy of existing tax liabilities; such changes to tax liabilities will impact tax expense in the period when a decision is made.

Value Added Tax (VAT)

The Tax Administration requires the settlement of VAT on a net basis. VAT related to sales and purchases is recognized and disclosed in the financial position statement, on a net basis. Where receivables have been impaired, impairment loss is recorded in the gross amount of receivables, including VAT.

3.10. Property, plants and equipment

(i) Land and buildings

Following initial recognition at cost, land and buildings are recognized at revalued amount, which is the fair value at the date of the revaluation less any subsequent accumulated depreciation on buildings and any impairment. Fair value is based on the market value, being the estimated amount for which an asset could be sold INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 23 on the date of valuation between a willing buyer and a willing seller in an arm’s length transaction. When the carrying amount is increased as a result of revaluation, this increase should be recognized directly in other comprehensive income under revaluation reserves. The revaluation increase is recognized as income to the extent that it reverses a revaluation decrease of the same asset previously recognized as an expense. When the carrying amount is decreased as a result of revaluation, this revaluation decrease should be recognized directly in revaluation reserves to the extent that the decrease does not exceed the amount held in the revaluation reserve for the same asset, while the remaining amount is charged to expenses for the period. A valuation is performed with sufficient regularity such that the carrying amount does not differ materially from that which would be determined using fair value at the reporting date. Certain land and buildings are derecognized upon disposal or when no future benefits are expected from its use or disposal. Gains or losses arising from derecognition of lands and buildings (calculated as the difference between the net disposal proceeds and the carrying amount of the item) are included in profit or loss when they are derecognized. The relevant portion of the revaluation surplus, realized in the previous valuation, is released to profit or loss from the surplus of the valued assets upon the disposal of the revalued asset. Also, any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset, and the net amount is restated to the revalued amount of the asset. Based on the revaluation performed by independent evaluers, the Company has revalued its properties and created revaluation reserves that are transferred to retained earnings/accumulated losses in accordance with the adopted depreciation policy. Gains and losses from disposal of land and buildings are recognized within other income or expenses in the profit and loss account. When revalued assets are sold, the amounts included in revaluation reserves are transferred to retained earnings.

Plants and equipment

Plants and equipment are initially included in the financial statement at cost less accumulated depreciation and accumulated impairment, if any. Cost includes expenditure that is directly attributable to the acquisition of the items. Following initial recognition at cost, plants and equipment are carried at revalued amount, which is the fair value at the date of the revaluation less any subsequent accumulated depreciation on plants and equipment and any impairment. Fair value is based on the market value, being the estimated amount for which an asset could be exchanged on the date of valuation between a willing buyer and a willing seller in an arm’s length transaction.

(ii) Assets with right of use

Assets with the right of use are shown in the statement of financial position according to the calculated discounted method depending on the period of use. Gains and losses from the termination of property rights are recognized within the profit or loss account, within other income or expenses. When the carrying amount is increased as a result of revaluation, this increase should be recognized directly in other comprehensive income under revaluation reserves. The revaluation increase is recognized as income to the extent that it reverses a revaluation decrease of the same asset previously recognized as an expense. When the carrying amount is decreased as a result of revaluation, this revaluation decrease should be recognized as expenditure. This revaluation decrease directly impacts the revaluation reserves to the extent that the decrease does not exceed the amount held in the revaluation reserve for the same asset. A valuation is performed with sufficient regularity such that the carrying amount does not differ materially from that which would be determined using fair value at the reporting date. Certain land and buildings are derecognized upon disposal or when no future benefits are expected from its use or disposal. Gains or losses arising from derecognition of lands and buildings (calculated as the difference between the net disposal proceeds and the carrying amount of the item) are included in profit or loss when they are derecognized. INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 24 The relevant portion of the revaluation surplus, realized in the previous valuation, is released to profit or loss from the surplus of the valued assets upon the disposal of the revalued asset and during its use. Also, accumulated depreciation on the revaluation date is excluded from the gross book value of the asset, and the net amount is adjusted to the revalued amount of the asset. Based on the revaluation performed by independent evaluers, the Company has revalued the value of equipment classified in the depreciation groups - Laboratory equipment and Measuring and control devices, and created revaluation reserves that are transferred to retained earnings / accumulated losses, in accordance with the adopted depreciation policy. Gains and losses from disposal of equipment are recognized within profit or loss within other income or expenses. When revalued assets are sold, the amounts included in revaluation reserves are transferred to retained earnings.

(iii) Subsequent costs

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other maintenance costs are charged to profit or loss during the financial period in which they are incurred.

(iv) Depreciation

Land and assets under construction are not depreciated. Depreciation of other property items, plants and equipment is calculated using the straight-line method to allocate their cost over their estimated useful lives or to their residual values as follows:

Category	Useful Life
Buildings	20 years
Plants and equipment	1 to 8 years
Other	10 years

The remaining value of an asset is the estimated amount that the Company would currently obtain from the sale less the estimated costs of sale, if the asset were already of the age and in the condition expected at the end of its useful life. The assets’ residual value and useful life are reviewed, and adjusted if appropriate, at each reporting date.# INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

If an asset’s carrying amount is greater than its estimated recoverable amount, the difference is written-off to its revocable amount. Gains and losses from sale are determined as the difference between the income from sale and the carrying amount of the sold asset, and are recognized in profit or loss within other income/expenses.

3.11. Intangible assets

(i) Ownership of assets

Patents, licenses and computer software are capitalized on the basis of acquisition costs and costs arising from bringing assets into working condition.

(ii) Subsequent costs

Subsequent costs are capitalized only if they increase future economic benefits arising from the asset. All other costs are treated as costs in the profit and loss account, in the period as incurred.

(iii) Depreciation

Nematerijalna Intangible assets under construction are not depreciated. Depreciation of other intangible assets is calculated using the straight-line method to allocate their cost over their estimated useful lives or to their residual values as follows:

The right to use property of third parties: 1 to 2 years
Software, content and other assets: 1 to 2 years.

(iv) Goodwill

Goodwill represents the difference between the acquisition cost and the fair value of the Group's share in the net identifiable assets of the acquired subsidiary, the recognized amount of the non-controlling interest and the fair value of the previous share at the date of acquisition. Goodwill arising from the acquisition of a subsidiary is reported under intangible assets.

3.12. Investment into property

Investment into property is recognized as an asset when it is likely that future economic benefits will arise from the investment and when the cost of investment can be reliably measured. Investment into property includes property held either to earn rental income or for capital appreciation or both. Investment into property is initially recognized at cost including transaction costs incurred. Subsequently, investment into property is measured at fair value reflecting market conditions at the balance sheet date. Profit or loss from changes in fair value of investment into property is recognized in the profit or loss account of the period in which they are incurred.

3.13. Inventories

The cost of work in progress and finished goods comprise raw materials, direct labor, other direct costs and related production overheads (based on normal operating capacity). Trade goods are carried at the lower than purchase cost and sales price (less applicable taxes and margins). Small inventory and tools are written-off when put into use.

3.14. Trade receivables

Trade receivables are amounts that relate to services sold in the ordinary course of business. If collection is expected within one year, the receivable is shown within current assets, and if not, then the receivable is shown within non-current assets. Trade receivables are initially recognized at fair value and subsequently measured at amortized cost using the effective interest method, less any expected credit loss. Business model for management of receivables is a depreciated cost model, a business model that is achieved by holding financial assets to collect contractual cash flows (principal and interest). Impairment provisions for trade receivables and contractual assets are measured at an amount equal to the expected credit losses over the life of the loan, i.e. by applying a simplified approach to expected credit losses. The Company uses historical observations (over a minimum of 2 years) to measure the expected credit losses of the Company on the days when the receivables are delayed, adjusted for estimated future expectations in the collection of receivables. Trade receivables are broken down by ageing structure. Receivables are impaired and impairment losses for individual customers are incurred if there is objective evidence of impairment arising from one or more events after the initial recognition of the asset when that event affects the estimated future cash flows of the receivable that can be reliably determined. Objective evidence of impairment of financial assets for expected credit losses includes:

significant financial difficulties with the issuer or debtor and/or
breach of contract, such as late payment or non-payment of interest or principal and/or
the likely initiation of bankruptcy or financial restructuring with the debtor.

3.15. Cash and cash equivalents

Cash and cash equivalents comprise cash on hand, deposits held at call with banks and other short-term highly liquid investments that are readily convertible to known amounts of money with original maturities of up to three months or less and which are subject to a slight risk of change in value. Cash and cash equivalents are measured at amortized cost because:

(i) they are held for the purpose of collecting cash flows from contracts that represent an SPPI, and
(ii) they are not reported as FVTPL.

3.16. Share capital

Share capital consists of ordinary shares. Gains directly attributable to the issue of new shares or options are shown in equity as a deduction, net of income tax, from the proceeds. Any excess of the fair value of the consideration received over the nominal value of the shares issued is presented in the notes as a share premium. Where the Company purchases its equity share capital (own shares), the consideration paid, including any directly attributable transaction costs (net of income taxes), is deducted from equity attributable to the Company’s shareholders until the shares are cancelled or reissued or disposed of. Where such shares are subsequently sold or reissued, any consideration received, net of any directly attributable transaction costs and the related income tax effects, and is included in equity.

3.17. Employee benefits

(i) Pension obligations and post-employment benefits

In the normal course of business, through salary deductions, the Group makes payments to mandatory pension funds on behalf of its employees, as required by law. All contributions made to the mandatory pension funds are recorded as salary expense when incurred. The Company is not obliged to provide any other post-employment benefits.

(ii) Severance pay

Severance pay are payable when employment is terminated by the Group before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Company recognizes severance pay benefits when it is demonstrably committed to either: terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal; or providing severance pay as a result of an offer made to encourage voluntary redundancy.

(iii) Regular retirement benefits

Benefits falling due more than 12 months after the reporting date are discounted to their present value based on the calculation performed at each reporting date by an independent actuary, using assumptions regarding the number of staff likely to earn regular retirement benefits, estimated benefit cost and the discount rate equal to the rate of return on bonds issued by the Republic of Croatia. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are recognized immediately in profit or loss.

(iv) Share-based payments

As part of the long-term reward plan, the Company employees receive share-based payments in exchange for the services they provide. The fair value on the date of approval is recognized as an employee expense, with the corresponding increase in capital and reserves during the period in which the employees exercise their unconditional right to the award. The recognized cost reflects the share of the total reward for the services rendered, and other non-market conditions that are expected to be met. The cumulative amount of the reward recognized on the date of reward reflects services rendered and non-market conditions satisfied.

3.18. Provisions

Provisions are recognized when the Company and IGH Group have a current obligation (legal or constructive) as a result of a past event and it is probable (i.e. more likely than not) that an outflow of resources will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. Where the effect of discounting is material, the amount of the provision is the present value of the expenditures expected to be required to settle the obligation, determined using the estimated risk free interest rate as the discount rate. Where discounting is used, the discounting impact in each year is recognized as a financial expense and the carrying amount of the provision increases in each year to reflect the passage of time.

3.19. Financial instruments

(i) Recognition and initial measurement

Trade receivables and issued debt securities are initially recognized at the time they arise. All other financial assets and financial liabilities are initially recognized when the Company and IGH Group becomes a party to the contractual provisions of the instrument. A financial asset (unless the trade receivable has no significant financial component) or a financial liability is initially measured at fair value plus an item that is not carried at fair value through profit or loss, for transaction costs directly attributable to the acquisition or issue. Trade receivables without a significant financing component are initially measured at transaction cost.# INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

3.19. Financial Instruments (continued)

(ii) Classification and subsequent measurement

Financial assets

Upon initial recognition, financial assets are carried at amortized cost, fair value through other comprehensive income - debt investment, fair value through other comprehensive income - investment in equity or fair value through profit or loss account. Financial assets are not reclassified after initial recognition, unless the Company or IGH Group changes its financial asset management business model, in which case all financial assets are reclassified on the first day of the first reporting period after the business model has been changed.

Financial assets are measured at an amortized cost if they meet both of the following conditions and are not classified as assets at fair value through profit and loss account:
* it is within a business model aimed at holding assets to collect contractual cash flows; and
* based on the contractual terms, on certain dates, it receives cash inflows that represent the sole payment of principal and interest on the outstanding principal amount.

All financial assets not classified as financial assets at amortized cost as described above are measured at fair value through profit and loss account. Financial assets at fair value through profit or loss are subsequently measured at fair value. Net gains and losses including all interest or dividend income are recognized in the profit and loss account.

Financial assets carried at amortized cost are subsequently measured at amortized cost using the effective interest method. Amortized cost is reduced by impairment losses. Interest income, foreign exchange differences and impairment losses are recognized in the profit and loss account. Any gain or loss from derecognition is recognized in the profit and loss account.

Financial liabilities

Financial liabilities are classified as financial liabilities measured at amortized cost or at fair value through the profit and loss account. Financial liabilities are classified as financial liabilities at fair value through profit or loss when held for trading if it represents a derivative or if classified as such at initial recognition. Financial liabilities measured at fair value through the profit and loss account are measured at fair value, and net gain and loss, including all expenditure for interest, are recognized in the profit and loss account. Other financial liabilities are subsequently measured per amortized cost by applying the effective interest rate method. Expenditure for interest and gains and losses from exchange rate differences are recognized in the profit and loss account. Profit and loss at derecognition are also recognized in the profit and loss account.

(iii) Derecognition

Financial assets

The Group ceases to recognize financial assets when the contractual rights to cash flows from financial assets expire or if the Company transfers the rights to receive contractual cash flows in a transaction in which all key risks and rewards of ownership of the financial assets are transferred, or in which the Group neither transfers nor retains all risks and rewards of ownership and does not retain control over financial assets. The Company enters into transactions in which it transfers assets recognized in the statement of financial position but retains all or almost all of the risks and rewards of the transferred assets. In such cases, the transferred property does not cease to be recognized.

Financial liabilities

The Group ceases to recognize a financial liability when its contractual obligations are fulfilled, cancelled or expired. The Company also ceases to recognize a financial liability when its terms have changed and when the cash flows of the changed liability are materially different, in which case the new financial liability is recognized at fair value under the changed conditions. Upon derecognition of a financial liability, the difference between the carrying amount and the amount paid (including any transferred non-monetary assets or liabilities) is recognized in the profit and loss account.

(iv) Netting

Financial assets and financial liabilities are netted and the net amount is disclosed in the income statement when, and only when, the Company currently has a legally enforceable right to offset amounts and intends to settle them on a net basis or to realize the assets and at the same time settle the liability.

Effective interest method

The effective interest method is a method that calculates the amortized cost of a financial asset and distributes interest income over the relevant period. Effective interest rate is the rate at which estimated future cash inflows, including any fees paid or received that are an integral part of the effective interest rate, then transaction costs and other premiums and discounts, are discounted over the expected life of the financial asset or a shorter period, if applicable. Income from debt instruments other than financial assets designated at fair value through profit or loss is recognized on an effective interest basis, recognized on an effective interest basis.

3.20. Financial guarantee for the contracted obligations and financial liabilities

Financial guarantee of contractual obligations

The financial guarantee for the contractual obligation is initially measured at fair value and subsequently measured at a higher value:
* the amount determined in accordance with the model of expected credit losses according to IFRS 9, and
* the amount initially recognized, minus, if necessary, the corresponding cumulative effect recognized in accordance with the revenue recognition policy.

Financial liabilities, classification and measurement

Financial liabilities, including loans, are initially measured at fair value less transaction costs and subsequently measured at amortized cost using the effective interest method, with interest expense recognized on an effective yield basis. The effective interest method is a method of calculating the amortized cost of a financial liability and of allocating interest expense over a specified period. The effective interest rate accurately discounts estimated future cash payments over the expected life of the financial instrument or, where appropriate, for a shorter period to the gross carrying amount of the financial asset or the amortized cost of the financial liability, with the exception of financial assets less credit losses.

Financial liabilities are classified as financial liabilities at fair value through profit or loss when held for trading or as defined by the Company. They are measured at fair value, and any related gain or loss is recognized in the profit and loss account, except for changes in the fair value of the liabilities resulting from changes in the Company's own credit risk that are recognized through other comprehensive income. The net gain or loss recognized in the profit and loss account also includes interest paid on a financial liability.

3.21. Operating segment reporting

The Group identifies operating segments on the basis of internal reports about the Company components that are regularly reviewed by the chief operating decision maker (which is identified as being the Company's Management Board) in order to allocate resources to the segments and to assess their performance. Details on the operating segments are disclosed in Note 5. with the Financial Statements.

3.22. Earnings per share

The Company presents basic and diluted earnings per share data for its ordinary shares. Basic and diluted earnings per share are calculated by dividing the profit or loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

3.23. Non-current assets held for sale

Non-current assets held for sale are intended to settle the secured debt to financial institutions that have not waived their right to a separate settlement in the process of the pre-bankruptcy settlement. The estimated market value was determined based on the independent valuers’ report that was based on the cost method, the comparative method and/or the income method depending on the type of property.

3.24. Determination of fair value

The Company has an established control system framework with respect to fair value measurement which assumes the overall responsibility of the Management Board and the Finance Department in relation to monitoring all significant fair value measurements, consultation with external experts and the responsibility to report, with respect to the above, to those charged with corporate governance. Fair values are measured using information collected from third parties in which case the Management Board and the Finance Department assess whether the evidence collected from third parties support the conclusion that such valuations meet the requirements of IFRSs, including the level in the fair value hierarchy where such valuations should be classified. All significant issues related to fair values estimates are reported to the Supervisory Board.

Fair values are categorized into different levels in the fair value hierarchy based on the inputs used in valuation techniques as follows:

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).
Level 3 - inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).

The fair value of financial instruments traded on active markets is based on quoted market prices at the reporting date.# INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group or regulatory agency, and those prices represent actual and INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 30 regularly occurring market transactions on an arm’s length basis. The fair value of financial instruments that are not traded on an active market is determined by using valuation techniques. These valuation techniques maximize the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. If one or more of the significant inputs is not based on observable market data, the fair value estimate is included in level 3. In preparing these financial statements, the Company has made the following significant fair value estimates while preparing the financial statements as further explained in detail in the following notes:

Note 14: Property, plants and equipment
Note 15: Investments in related parties and other investments
Note 19: Non-current assets held for sale.

4. Information on segments

The Company is organized into business units according to their locations and sectors of construction industry. Business units are engaged in designing, development of studies, supervision, consulting services, laboratory testing, survey work and scientific research. Reportable segments are an integral part of the internal financial statements. The internal reports are regularly reviewed by the Company's Management Board that is also the chief operating decision maker, who assesses the success of business operations and makes business decisions. Internal reporting of segment results is adjusted to business organization and key indicators for each segment separately, and accordingly disclosure of this information is adjusted for the current year and previous period.

4.1 Revenue per segment

Set out below is an analysis of the Company's revenue and results by its reporting segments, presented in accordance with IFRS 8. The revenue presented below relates to third-party sales. Inter-segment revenues are eliminated when reporting. The Company's management reports net income in its internal reports, i.e. sales revenue less the cost of co-operation. Accordingly, segment revenues are presented at this level.

	2023. In thous. EUR	2024. In thous. EUR
Design Division	4.986	5.575
Supervision and Project Management Division	6.099	5.396
Materials and Structures Division	4.635	4.514
Subsidiaries	487	1.830
Management and Administration	168	118
Total per segment	16.375	17.433

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 31

4.2 Revenue – per geographical area

	2023. In thous. EUR	2024. In thous. EUR
The Republic of Croatia	14.829	14.237
Rest of the World	1.546	3.197
TOTAL	16.375	17.433

4.3 Revenue per category

	2023. In thous. EUR	2024. In thous. EUR
Revenue recognized over time	15.801	16.319
Revenue recognized at a point in time	574	1.114
TOTAL	16.375	17.433

The Design Division’s basic activity is the development of design and study documentation for transport infrastructure – roads, railways and airports, including all structures on the roads. Technical Supervision and Project Management Division carries out expert supervision of construction works in civil engineering, building construction and energy. In addition, the activity includes advisory services, conducting professional spatial planning, urban planning, design, feasibility studies, expert opinion and expert assessment, property valuation and construction costs. The Materials and Structures Division deals in tests and certification of building materials. With about 600 test methods accredited according to HRN EN ISO / IEC 17025, our laboratories meet the qualification requirements and make approximately 60% of all laboratories in Croatia accredited in the field of construction. Regional centers Split, Rijeka and Osijek participate in almost all major and significant projects in their areas of service from study development, design (roads with all related facilities, water engineering structures, building construction etc.), conducting expert supervision and providing consultancy services, conducting survey works, laboratory testing and proof of serviceability, and scientific research work in the field of construction. The accounting policies of the reportable segments are the same accounting policies as described in Note 3.21. Segment profit represents the profit earned by each segment without allocating central administration costs, depreciation, provisions, impairment, other revenue and other finance income and costs. The Company does not allocate assets and liabilities by segments.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 32

5. Other operating revenue

	2023. In thous. EUR	2024. In thous. EUR
Revenue from written-off liabilities	8.891	1.050
Revenue from compensation, subsidies	105	166
Revenue from sale of assets	448	754
Revenue from rent	169	195
Revenue from cancellation of provisions	753	719
Revenue from subsequently collected receivables	155	101
Revenue from damages	8	110
Other revenue	2.499	240
TOTAL	13.029	3.335

Prihod Revenue from written-off liabilities in year 2024 in the amount of EUR 1 million refers to the write- off of liabilities that have no basis for execution. In 2023, the write-off of liabilities is based on the Restructuring Agreement dated March 25th 2021, and is part of the pre-bankruptcy settlement process concluded on December 5th 2013. before the Commercial Court in Zagreb, 72 Stpn-305/2013, which became final on December 28, 2013. In addition, the net amount from the sale of real estate in Dubrovnik and Karlovac is included under other income.

6. Costs of raw materials and consumables

	2023. In thous. EUR	2024. In thous. EUR
Cost of raw material and consumables	91	98
Energy costs	640	549
Cost of small inventory and spare parts	13	22
Total	744	669

	2023. In thous. EUR	2024. In thous. EUR
Costs of transport, phone and postal services	165	193
Subcontractors	3.060	2.895
Cost of production services	83	58
Utilities	154	180
Maintenance costs	293	407
Rent	227	296
Other external costs	736	447
Total	4.718	4.476

7. Staff costs

	2023. In thous. EUR	2024. In thous. EUR
Net salaries and wages	6.563	6.514
Taxes, contribution and other charges	3.824	3.923
Reimbursement of employee expenses (travel expenses, daily allowances, transportation)	472	408
Severance payments and other employee benefits	403	50
Reserved costs for severance pay and jubilee	85	-
Total	11.348	10.895

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 33

On December 31st 2024, the Company had 350 employees (2023: 394 employees). In 2024, the Company paid 54 thousand Euros for non-taxable termination benefits (2023: EUR 6 thousand). During 2024, the Company accounted for pension and other contributions in the total amount of EUR 1.735 thousand (2023: total amount of EUR 1.732 thousand).

8. Value adjustments

Value adjustment of non-current assets

	2023. In thous. EUR	2024. In thous. EUR
Value adjustment of investment into real property	171	257
Total	171	257

Value adjustment of current assets

	2023. In thous. EUR	2024. In thous. EUR
Value adjustment of trade receivables	368	203
Total	368	203

/i/ The value adjustment of current assets in the amount of EUR 203 thousand (2023: EUR 368 thousand) relates to the regular adjustment of trade receivables, which has significantly increased compared to the previous year and relates to two partners. The Company is actively collecting receivables, and there are no significant amounts of value adjustment for all other partners

9. Other operating costs

	2023. In thous. EUR	2024. In thous. EUR
Legal, consultancy and audit services	116	111
Bank fee and charges	120	114
Other expenses	1.049	31
Penalties	18	10
Insurance premiums	59	64
Contributions to public services	66	46
Representation costs	18	27
Education and training expenses	165	270
Taxes not dependent on result	29	78
Total	1.638	751

During 2024 there were no court dispute- related reservations since there were no significant new court disputes. During 2024, employee training and education costs increased, while other costs were significantly reduced, primarily due to classification by type of expense.

10. Financial revenue

	2023. In thous. EUR	2024. In thous. EUR
Revenue from foreign exchange	289	59
Revenue from interest	2	1
Revenue from write-offs	20	30
Total	311	90

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 34

11. Financial expenditures

	2023. In thous. EUR	2024. In thous. EUR
Expenditure due to foreign exchange losses	251	130
Interest expenditures	673	239
Unrealized losses from financial assets	3.719	-
Other financial expenditure	4	116
Total	4.537	485

12. Corporate tax

Tax revenue includes:

DESCRIPTION	2023. In thous. EUR	2024. In thous. EUR
Deferred tax	(1.135)	(132)

Adjustment of effective tax rate

The table below details the alignment of the tax expense shown in the statement of comprehensive income with the legal tax rate:

DESCRIPTION	2023. In thous. EUR	2024. In thous. EUR
Profit/loss before taxation	3.850	1.054
Tax rate 18% (2020: 18%)	913	190
Effects of non-taxable income and other decreases in tax base	(1.625)	(2.020)
Effects of unrecognized expenses and other increases in tax base	1.779	267
Effects of tax losses not recognized as deferred tax assets	(1.067)	1.563
Previously recognized deferred tax liabilities	(1.015)	(132)
Corporate tax	(1.015)	(132)
Effective tax rate	16%	12%

In 2024, the Company used previously unrecognized tax losses based on the value adjustment of financial assets of companies that were deleted from the court register in the total amount of EUR 11,192 thousand.# INSTITUT IGH, JSC

Notes to the financial statements (continuation) for the year ended on December 31, 2024

In 2023, the total amount for the transfer of tax losses in the amount of EUR 3,755 thousand was used in full. Unused tax losses are not recognized as deferred tax assets in the statement of financial position, as it is unlikely that there will be sufficient taxable profits realized for the utilization of these deferred tax assets. The Company increased its tax base by EUR 1,486 thousand based on tax-deductible items, which has a tax effect of EUR 267 thousand, while it decreased its tax base by EUR 11,223 thousand based on tax-deductible items, which has an effect on the tax effect of EUR -2,020 thousand. Considering the tax-deductible losses recognized based on the deletion of the companies Geotehnika-inžinjering u stečaju d.o.o. and the company Centar gradski podrum d.o.o. from the court register, the company has no tax liability at the end of the 2024 tax period. In the next tax period, the Company has the opportunity to use the remaining tax loss in the amount of EUR 8,621 thousand.

The deferred tax liability arises from the following:

Temporary difference:	Početno stanje	Kroz kapital	dobit iligubitak	Kroz Zaključno stanje
2024. (In thous. EUR)
Revaluation of non-current assets	440	(132)	112	420

2023. (In thous. EUR)
Revaluation of non-current assets	1.128	(1.135)	447	440

13. Intangible assets

In thous. EUR	Right of usage of property of third parties	Assets under preparation	Total intangible assets
PURCHASE VALUE
Status as at Dec. 31st 2022	2.764	22	2.786
Increases	19	15	34
Write-off and disposals	(39)	(32)	(71)
Status as at Dec. 31st 2023	2.744	5	2.749
Increases	-	2	2
Revaluation	15	-	15
Write-off and disposals	-	(2)	(2)
Transfer	(2.577)	(1)	(2.578)
Status as at Dec. 31st 2024	182	4	186

VALUE ADJUSTMENT
Status as at Dec. 31st 2022	2.571	-	2.570
Depreciation	165	-	165
Status as at Dec. 31st 2023	2.736	-	2.736
Depreciation	9	-	9
Transfer	(2.577)	-	(2.577)
Status as at Dec. 31st 2024	168	-	168

PRESENT VALUE
Status as at Dec. 31st 2024	14	4	18
Status as at Dec. 31st 2023	8	5	13

14. Property, plants and equipment

In thous. EUR	Property with right of use	Land	Buildings	Plants and equipment	Assets under construction	Other tangible assets	Advances for	Total tangible assets
DESCRIPTION
Status as at Dec. 31st 2022	8.968	1.443	2.705	8.690	49	64	83	22.002
Increases	71	-	-	-	-	-	-	71
Revaluation	-	-	369	1.587	-	-	-	1.956
Write-off and disposals	(635)	(189)	(307)	(110)	-	-	-	(1.241)
Transfer	-	-	281	-	(9)	-	2	274
Status as at Dec. 31st 2023	8.404	1.254	3.048	10.167	40	64	85	23.062
Increases	2.172	-	-	77	2	-	-	2.251
Revaluation	-	-	251	381	-	-	-	632
Write-off and disposals	(2.415)	(462)	(375)	(72)	-	-	-	(3.324)
Transfer	-	85	169	-	-	-	(4)	250
Reconciliation	-	1	(135)	(2.698)	-	(1)	-	(2.833)
Status as at Dec. 31st 2024	8.161	878	2.958	7.855	42	63	81	20.038

VALUE ADJUSTMENT
Status as at Dec. 31st 2022	4.174	-	1.757	7.607	-	23	43	13.604
Depreciation	1.627	-	68	388	-	-	-	2.083
Write-off and disposals	(516)	-	(94)	(32)	-	-	-	(642)
Status as at Dec. 31st 2023	5.285	-	1.731	7.963	-	23	43	15.045
Depreciation	1.570	-	43	447	-	-	-	2.060
Write-off and disposals	(2.385)	-	(175)	(112)	-	-	-	(2.672)
Transfer	-	-	(139)	(2.230)	2	-	(3)	(2.370)
Status as at Dec. 31st 2024	4.470	-	1.460	6.068	2	23	40	12.063

PRESENT VALUE
Status as at Dec. 31st 2024	3.691	878	1.498	1.787	40	40	41	7.975
Status as at Dec. 31st 2022	3.119	1.254	1.317	2.204	40	41	42	8.017

Write-off assets related to leases of commercial real estate and cars, which are managed in accordance with IFRS-16. The net amount of right-of-use assets in the company's books as of December 31st 2024 amounts to EUR 3,691 thousand (Dec. 31st 2023: EUR 3,119 thousand).

The estimated market value for revaluation purposes was determined based on the independent valuers’ report that was based on the cost method, the comparative method and/or the income method depending on the type of property. The estimated market value of laboratory equipment and measuring instruments for revaluation purposes was determined by the Company based on the independent valuers’ calculations who applied the cost method as the most appropriate method because it is based on the economic principle that the buyer of the property will not pay more than the price that the buyer would have paid for an asset of equal utility in case of a new purchase or construction.

(i) Valuation techniques and valuable inputs

The following table summarizes the valuation methods and techniques used in measuring the fair value and significant inputs used in the valuation:

	Significant unobservable inputs
Valuation methods and techniques
Land and buildings	Correction factors used in the market value measurement of land and buildings was performed by calculating the market price. certified property valuers. Depending on the intended use of the assets the methods used were the market value method (by further developing the cost method), the income method and the residual method. Among other factors, the estimated discount rate considers the underlying quality of the property, its location and the currently realizable rent conditions for similar locations andproperty. The calculation of the market value by developing the cost method is performed by calculating the value of a newly built property and its impairment due to the passage of time, construction, furnishing, etc. The resulting price is adjusted to the market price through a number of factors specific to the observed building or land. The income method considers the present value of net cash flows that the assets could generate from rent taking into account the expected Specific expenses used in determining the net cash flow in the income method. The residual method is based on an analysis of a specific investment and is focused on determining the value of land planned for Specific costs of construction, development. The method is applied in the context of developing a periods of financing, interest project, if the investor wishes to determine the maximum price to pay rates, required profit margins for land in order to profitably realize a project. and calculating the residual method. other expenses in
	Average yield: 7-9%
Equipment	Correction factors used in calculating the market price.
Fair value measurement of equipment was performed by certified property valuers. They used the cost method and the DCF method (capital contribution method) to measure fair value. The cost method for measuring the value of equipment involves determining the value of the physical, functional and economic obsolescence of the equipment. Cost value is determined on the basis of the carrying value of the fixed assets register. In the process of evaluating physical obsolescence, the current useful life of assets, their total useful life and remaining useful life is analyzed for each assessed asset separately. Functional obsolescence takes into account the ability to function over the remaining useful life. When assessing economic obsolescence, the economic obsolescence model and the economic indicators model are used. The DCF method is a variation of the income method according to which the market value of the asset is based on estimated future cash flows that are expected to be generated by functioning the machinery and equipment.	Among other factors, the estimated discount rate is the expected rate of return that the market requires in order to attract funds for a particular investment. Specific expenses used in determining the net cash flow in the DCF method.

15. Investments into affiliated companies and other investments

In thous. EUR	31.12.2023.	31.12.2024.
Investment into subsidiaries /i/	1.053	1.053
Investment into related parties /ii/	1.991	1.991
TOTAL	3.044	3.044

i. Investments into subsidiaries

The subsidiaries are listed in the table below:

In thous. EUR	Dec. 31, 2023	Dec. 31, 2024
	Share in ownership and voting rights (%)	Book value
IGH Mostar d.o.o., Mostar	100,00	797
IGH Business advisory d.o.o., Zagreb	100,00	29
Incro d.o.o., Zagreb	100,00	3
IGH Projektiranje d.o.o., Zagreb	100,00	810
DP AQUA d.o.o., Zagreb	100,00	60
ETZ Ekonomsko tehnički zavod d.d., Osijek	87,70	887
IGH Kosova Sha Priština	74,80	5
Value adjustment of investments in subsidiaries		(1.538)
TOTAL		1.053

The status changes are as follows:

On Dec. 29th 2024, by the Decision Tt-23/52207-2, the affiliated companies Radeljević d.o.o. and IGH Consulting d.o.o. were merged with the parent company INSTITIUT IGH, JSC and all mutual transactions are netted.
Company DP Aqua d.o.o. and business zone Velika Kopaonica d.o.o. were put into liquidation, first by the Decision of the Commercial Court in Zagreb under business number Tt-24/24068-2 dated July 4th 2024.
The company IGH Mostar d.o.o. has changed its name to Institut IGH d.o.o. Mostar.
Bankruptcy proceedings were initiated for the company Marterra d.o.o. Zagreb in January 2025.

SV Dec. 31, 2024	Name	acquisitionCost of Investment	SV Dec. 31, 2024	Impairment for 2024
	Institut IGH d.o.o., Mostar	797	(797)	-
	IGH BUSINESS ADVISORY SERVICES D.O.O.	29	(29)	-
	INCRO D.O.O.	3	(3)	-
	DP AQUA D.O.O.	60	(60)	-
	IGH PROJEKTIRANJE D.O.O.
# Notes to the financial statements (continuation)
# for the year ended on December 31, 2024

Valuation methods and significant inputs

The following table summarizes the valuation methods and techniques used in measuring the fair value and significant inputs used in the valuation:

Valuation methods and techniques	Significant unobservable inputs
The fair value of investments in affiliated parties was estimated using methods applicable to each individual company, as described in Note 14 (i).	• Future cash flow projections with a growth rate of 5%
• The valuation of property was carried out by authorized independent valuers (methods described in Note 14 (i).	• The estimation of the recoverable amount of assets, liabilities and equity.
• The estimation of the recoverable amount of assets, liabilities and equity.

ii. Investments in affiliates

Investments in affiliates refer to companies in which Institut IGH, JSC has no independent management control, independent of the ownership share.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 40

	Dec. 31, 2023	Dec. 31, 2024
	Share in ownership voting rights (%)	In thous. EUR and Book value
Elpida d.o.o. Zagreb	50	4.154
Institut za infrastrukturne projekte, Sofija	50	1
Centar Gradski podrum d.o.o., Zagreb	37,5	2.858
Sportski grad TPN u stečaju	1	-
Value adjustment for investments in associates	-	(5.022)
TOTAL		1.991

(i) The company Sportski grad TPN d.o.o. was bankrupt on October 7th 2014 by the Decision No. 5, St- 138/2014.
(ii) The company Gradski Podrum d.o.o. was deleted from the court register on June 1st 2022.

iii. Other investments

In thous. EUR	2023	2024
Investment into shares in investment funds	305	305
Minus: Value adjustment of share in investment funds	(305)	(305)
TOTAL	-	-

iv. Participating interests

In thous. EUR	2023	2024
Geotehnika-inženjering d.o.o., Zagreb	7.406	-
Konstruktor-inženjering d.d.	101	101
Viktor Lenac d.d. Rijeka	6	6
GP Dubrovnik d.d. u stečaju, Dubrovnik	358	358
Industrogradnja Grupa d.d.	50	50
Elektrometal d.d., Bjelovar	2	2
Međimurje beton d.d. Zagreb	51	51
Value adjustment of participating interests	(7.974)	(568)
TOTAL	0	0

The Company has participating interests in several companies whose value has been adjusted, and their carrying amount has been reduced to zero. The companies Geotehnika-inženjering d.o.o., Međimurje beton d.d., Industrogradnja Grupa d.d., Elektrometal d.d. Bjelovar have been deleted from the court register, while GP Dubrovnik d.d. is under bankruptcy.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 41

16. Trade receivables and other receivables

In thous. EUR	2023	2024
Non-current receivables
Receivables from sale of apartments with deferred payments and other receivables	163	133
TOTAL	163	133
Current receivables
Trade receivables	5.333	5.335
Minus: value adjustment of trade receivables	(2.940)	(3.028)
Receivables from government institutions	128	139
Receivables from employees	178	141
Receivables from affiliated entrepreneurs	87	195
Minus: value adjustment of receivables from affiliated entrepreneurs	(86)	(198)
Receivables from issued advances	475	588
Other receivables	22	160
TOTAL	3.197	3.332

The following tables explain the changes in the corrections for trade receivables by using simplified ECL model between the beginning and end of the annual period:

2024

In thous. EUR	December 31, 2024
January 1, 2024	3.026
Newly created expected credit loss	36
Other changes	(232)
Cancellation of previous credit loss	396
Status as at December 31st	3.226

2023

In thous. EUR	December 31, 2023
January 1, 2023	6.115
Newly created expected credit loss	232
Other changes	(2.682)
Cancellation of previous credit loss	(639)
Status as at December 31st	3.026

For calculation of impairment on trade receivables, the Company applies a model based on expected credit losses (Simplified Approach) in accordance with IFRS 9, and the amount of the impairment does not have a material effect on the financial statements. The Company continues to apply value adjustments based on proven losses under certain conditions.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 42

The ageing structure of trade receivables and other receivables was as follows:

December 31, 2024 (In thous. EUR)

Gross amount	Value adjustment	Net amount
Matured claims	1.380
0-60 days	724
60-120 days	-	(137)
120-180 days	193
180-360 days	-	(16)
over 360 days	4.261	(3.073)
Total	6.558	(3.226)

December 31, 2023 (In thous. EUR)

Gross amount	Value adjustment	Net amount
Matured claims	1.516	(208)
0-60 days	229
60-120 days	95
120-180 days	38	(4)
180-360 days	608
over 360 days	3.737	(2.814)
Total	6.223	(3.026)

17. Loans and deposits given

In thous. EUR	2023	2024
Long-term loans
Loans given to third parties	17	125
TOTAL	17	125
Short-term loans given
Loans given to third parties	26	24
Deposits and guarantees	3.878	3.782
Interests receivables	70	14
Securities and factoring	19	19
Expected credit loss	(15)	(15)
TOTAL	3.978	3.824
GRAND TOTAL	3.996	3.950

Loans to affiliates were granted with no interest or with a certain interest rate, whereby for determining the profit tax base, the interest rates stated in Art. 14, Paragraph 3. of the Corporate Income Tax Act are taken into account.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 43

18. Cash and cash equivalents

In thous. EUR	2023	2024
Giro accounts	398	125
Foreign currency accounts	35	15
TOTAL	434	140

Breakdown of cash and cash equivalents per currency

In thous. EUR	2023	2024
EUR	402	130
BAM	14	5
GEL	11	3
AMD	-	2
Other currencies	7	-
TOTAL	434	140

19. Non-current assets held for sale

In thous. EUR	2023	2024
Acquisition cost As at January 1st	1.632	-
Sale	-	-
TOTAL	1.632	-

Non-current assets held for sale are intended to settle the secured debt to financial institutions that have not waived their right to a separate settlement in the process of the pre-bankruptcy settlement. The aforementioned assets relate to buildings and land, and were derecognized in 2024 upon the closure of the pre-bankruptcy.

(i) Valuation techniques and significant inputs

The following table summarizes the valuation methods and techniques used in measuring the fair value and significant inputs used in the valuation:

Valuation methods and techniques	Significant unobservable inputs
The fair value was estimated using methods applicable to each individual company. The following methods were used:	(i) • Amount of secured debt
•Valuation of property carried out by authorized independent valuers (methods described in Note 3.10 (i)	•Review of rights of secured creditors
•Review of rights of secured creditors The Significant inputs are described in Note 3.10 (i)

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 44

20. Accrued income and prepaid expenses

In thous. EUR	2023	2024
Prepaid expenses	112	685
VAT on advances	398	157
Advance payments received on account	49	48
Accrued un-invoiced revenue	13	13
TOTAL	572	903

Prepaid expenses relate primarily to operations in branches and amount to EUR 480 thousand.

21. Contract assets and liabilities with customers

The following table shows information on assets and liabilities with clients based on construction contracts, for which on the reporting date the Company reported receivables from customers pursuant to a contractual obligation or obligations to clients pursuant to a contractual obligation:

In thous. EUR	2023	2024
Contract assets	574	1.114
Expected credit loss	(7)	(11)
TOTAL	567	1.103
Contract liabilities	137	79
TOTAL	430	1.024

Contract assets primarily relate to the Company's rights to compensation for works performed but not collected at the reporting date. Contract assets are transferred to trade receivables when the rights become unconditional. This usually happens when the Company invoices the client. A description of the methodology for calculating expected credit losses on a contract asset is described in Note 21. Contract liabilities primarily relate to deferred income for construction works, for which income is recognized over time.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024 45

22. Share capital

	2023	2024
	Number of shares	Ownership share (%)
AVENUE MEHANIZACIJA D.O.O. (1/1)	566.581	38,24%
FROTIP DEVELOPMENT D.O.O.	301.173	20,33%
AVENUE ENGINEERING AND CONSTRUCTION LIMITED (1/1)	302.450	20,42%
SMIRNOV MANAGMENT & TRRANSPORTING J.D.O.O.	-	0,00%
DRNASIN ANTE	14.196	0,96%
LEJO IVAN	12.500	0,84%
OTP BANKA D.D./KL1JENT	321	0,00%
ČERNOŠEK KRUNOSLAV	-	0,00%
MIHALJEVIĆ BRANKO	8.100	0,55%
CAPTURIS D.O.O.	7.895	0,53%
INSTITUT IGH, D.D. (1/1)	6.659	0,45%
Other shareholders	261.909	17,68%
TOTAL	1.481.463	100,00%

By the Decision no. TT-23/52200-2, on December 29th 2023, the Company underwent recapitalization to cover accumulated losses and improve its financial position. Prior to the capital injection, the Company's share capital consisted of 613.709 shares mark IGH-R-A, ISIN: HRIGH0RA0006, individual nominal amount of EUR 25,22, totaling EUR 15,476 thousand. Shares are listed on the official market of the Zagreb Stock Exchange d.d. Each share has the right of vote in the Assembly and the right to a dividend. The Company's share capital was converted through recapitalization from HRK 116,604,710.00 to EUR 15,476,104.59. The individual nominal amount of the regular share, mark IGH-R-A, was converted from HRK 190.00 to EUR 25.22.# INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

Thus, the Company's share capital was reduced from EUR 15,476,104.59 by EUR 9,339,014.59 to EUR 6,137,090.00 by reducing the individual nominal amount of ordinary shares, mark IGH-R-A, from EUR 25.22 by EUR 15.22 to EUR 10.00. The company's share capital was increased from EUR 6,137,090.00 by EUR 8,677,540.00 to EUR 14,814,630.00, through the issue of 867,754 ordinary shares mark IGH-R-A with an individual nominal amount of EUR 10.00. After completion, the Company's share capital, entered into the SKDD information system, amounts to EUR 14,814,630.00 and is divided into 1,481,463 ordinary shares mark IGH-R-A, nominal amount of EUR 10.00.

23. Reserves

Under Croatian regulations, companies must place into reserves a twentieth part (5%) of the current year profit until total reserves together with the share premium reach 5% of the Company’s share capital. Both legal reserves and reserves for own shares are non-distributable. The Company owns 7,529 of own shares. Own shares are recorded at acquisition cost, and are released using the weighted average price method.

Number of own shares	Dec. 31, 2023	Dec. 31, 2024
Status as at January 1st	7,529	7,529
Status as at December 31st	7,529	7,529

The Management Board of the Company has the right to receive bonus shares and treasury shares. There was no award on this basis during the year 2024, while the remaining amount will be allocated in accordance with the Company's possibilities in the coming years. The Net Asset Value of treasury shares and bonus shares is presented in Other Reserves according to market value of the share on the reporting date.

24. Revaluation reserves

In thous. EUR	Revaluati on of tangible assets	Foreign exchange differences from recalculati on of foreign operations	Total
Status as at Dec. 31, 2022	5,590	(72)	5,518
Transfer to accumulated losses	(3,036)	-	(3,036)
Increase of reserves	25	-	25
Status as at Dec. 31, 2023	2,579	(72)	2,507
Transfer to accumulated losses	(770)	-	(770)
Increase of reserves	455	-	455
Foreign exchange differences from recalculation of foreign operations	-	99	99
Status as at Dec. 31, 2024	2,264	(72)	2,192

Revaluation reserves are not distributable to shareholders.

25. Commitments for loans and borrowings

In thous. EUR	2023	2024
Long-term borrowings	31	1
TOTAL	31	1

Short-term borrowings
Bank loans (secured creditors) /v/	1,161	-
Bank loans - current portion of senior /iii/	38	-
Borrowings of associated companies	2,213	-
Other borrowings	1,020	2,985
Accrued interest payable	150	-
TOTAL	4,582	2,985
GRAND TOTAL	4,613	2,986

In thous. EUR	Bank loans - PIK debt /ii/	Senior debt /iii/	Bank loans - secured creditors /v/	Other borrowings	Accrued interest payable	Total
Status as at January 1st 2023	1,413	9,424	1,161	4,889	3,074	19,962
Payments	-	-	-	-	-	-
Non-monetary repayment	(1,413)	(9,386)	-	(1,626)	(2,923)	(15,348)
Loans received	-	-	-	-	-	-
Transfer of commitments	-	-	-	-	-	-
Exchange rate difference	-	-	-	-	-	-
Status as at December 31st 2023	-	38	1,161	3,263	151	4,613
Status as at January 1st 2024	-	38	1,161	3,263	151	4,613
Payments	-	(38)	-	(27)	-	(65)
Non-monetary repayment	-	-	-	(250)	(151)	(401)
Loans received	-	-	-	-	-	-
Transfer of commitments	-	-	(1,161)	-	-	(1,161)
Exchange rate difference	-	-	-	-	-	-
Status as at December 31st 2024	-	-	-	2,986	-	2,986

Loan and borrowing liabilities were significantly reduced in 2024, when the pre-bankruptcy closing process was completed. The company settled a large part of its liabilities in 2023, and the remaining debt in the amount of EUR 38 thousand was settled in February 2024. The course of the pre-bankruptcy and debt settlement was as follows:

/ii/ The ‘PIK debt’ represents claims that will be settled by selling pledged assets of the Company or its related parties. The final maturity of the PIK claims is 6 years from the day the pre-bankruptcy settlement became final at an interest rate of 4.5% per annum, which is also paid on final maturity.

/iii/ The ‘Senior debt’ comprises a portion of creditor claims which will be settled by payment in instalments in accordance with the provisions of the settlement and additional agreements with creditors of category a), which fall due on June 30th and December 31st with an interest rate set at 4.5% per annum.

/iv/ Secured creditors have not waived their right for separate settlement in the pre-bankruptcy settlement proceedings, and have the right to initiate separate enforcement procedures to enforce property sales and settlement of their claims. If the sale of pledged assets does not generate sufficient funds to settle secured claims, secured creditors are not entitled to settlement of outstanding claims in full, but their claims are considered to be settled entirely through the sale of the pledged assets. Regarding these borrowings, the Company is not obligated to repay principal or interest from the ordinary course of business, but the settlement is made only from the sale of pledged property. A debt of EUR 1,161 thousand was still recorded in the Company's accounts, however it was settled by immovable property which is also in the Company's books. By derecognition at the end of the process, there is no, and will not be any effect on the financial statements.

/v/ Issued bonds

On June 6th 2012 the Company (IGH Group) issued convertible bonds in the amount of EUR 10 million for a partial rescheduling of liabilities arising from previously issued financial instruments and financing of the working capital. On June 10th 2013, the Settlement Council of the Financial Agency adopted the Decision on initiating pre-bankruptcy settlement proceedings over INSTITUT IGH, JSC owners of convertible bonds as secured creditors have not waived their right for separate settlement in the pre-bankruptcy settlement proceedings, and have the right to initiate separate enforcement procedures to enforce property sales and settlement of their claims. In the event that the funds obtained from the realization of the pledge will not be sufficient to cover the claims secured, the bondholders are not entitled to settle up to the full amount of the secured claim but their claim is deemed to be fulfilled by the realization of the pledge. Regarding these bonds, the Company is not obligated to repay principal or interest from the ordinary course of business, but the settlement is made only from the sale of pledged property.

The analytical review of loans and borrowings is as follows:

Currency	Interest rate	2023.	Up to a yr.	1 – 2 yrs.
Financial liabilities
Commercial bank	EUR	4,50%	18	18
Unrelated third parties	EUR	4,50%	20	20
Liabilities for interest	EUR	-	151	151
Non-interest bearing other liabilities to secured creditors
Unrelated third parties	EUR	-	1,161	1,161
Loans from other financial institutions	EUR	-	91	91
Other financial liabilities
Loans from related parties	EUR	2,86%	-	-
Loans from unrelated parties	EUR	4,50%	3,172	3,141
Total			4,613	4,582

Currency	Interest rate	2024.	Up to a yr.	1 – 2 yrs.
Financial liabilities
Commercial bank	EUR	-	-	-
Unrelated third parties	EUR	-	-	-
Liabilities for interest	EUR	-	-	-
Non-interest bearing other liabilities to secured creditors
Unrelated third parties	EUR	-	-	-
Loans from other financial institutions	EUR	-	-	-
Other financial liabilities
Loans from related parties	EUR	3,25%	2,211	2,211
Loans from unrelated parties	EUR	4,50%	775	774
Total			2,986	2,985

26. Contingent liabilities

In thous. EUR	2023	2024
Guarantees given - externally	4,551	3,467
TOTAL	4,551	3,467

Potential obligations refer to obligations under performance guarantees and cash deposits with legal entities for the same purpose.

27. Lease obligations

In thous. EUR	2023	2024
Non-current liabilities
Lease obligations	1,881	2,231
Current liabilities
Lease obligations	1,356	1,573
TOTAL	3,237	3,805

The analytical review of lease obligations is as follows:

In thous. EUR	As at January 1st 2023	Payments	Additions to right-of-use assets	Status as at December 31st 2023
Lease obligations	4,895	(3,187)	1,529	3,237
As at January 1st 2024	3,237
Payments		(2,682)
Loans received		3,250
Exchange rate difference		-
Status as at December 31st 2024				3,805

In thous. EUR	Currency	Interest rate	2024.	Up to a yr.	1 – 2 yrs.	2 – 5 yrs.
Other financial liabilities
Operating lease - IFRS 16	EUR	4,50%	3,805	1,573	1,573	658

In thous. EUR	Currency	Interest rate	2024.	Up to a yr.	1 – 2 yrs.	2 – 5 yrs.
Other financial liabilities
Operating lease - IFRS 16	EUR	4,50%	3,237	1,356	1,356	525

28. Provisions

In thous. EUR	Retirement benefits	Legal disputes	Total
As at Dec. 31, 2023:
Long-term part	85	901	986
Short-term part	-	3	3
TOTAL	85	904	989
Increase in provisions	79	-	79
Cancelled during the year	85	656	741
Status at Dec. 31, 2024:
Long-term part	79	245	324
Short-term part	-	3	3
TOTAL	79	248	327

(i) Retirement benefits
In 2024 the Company decreased provisions for retirement benefits in the amount of EUR 6 thousand.

(ii) Legal disputes
The amounts of provisions relate to a number of legal disputes initiated against the Company. Based on the expert opinion of a legal counsel, the Company’s Management Board believes that the outcome of these legal disputes will not give rise to any significant loss beyond the amount provided for as at December 31st 2024.# INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

29. Trade payables and other payables

	2023	2024
In thous. EUR
Non-current liabilities
Trade payables and other payables	26	-
TOTAL	26	-
Current liabilities
Domestic trade payables	2.861	3.575
Foreign trade payables	178	306
Liabilities towards government institutions	1.274	1.077
Liabilities to employees	846	722
Municipal charges	323	335
Liabilities towards associated companies	-	-
Other liabilities	597	603
TOTAL	6.079	6.618

The Company's exposure to currency risk and liquidity risk is disclosed in Note 32.

30. Commitments for advances and deposits received

	2023	2024
In thous. EUR
Received advances
Advances from domestic clients	531	260
Advances from foreign clients	200	460
Calculation of advances given	57	57
Total	788	776
Received deposits
Deposits and guarantees received	41	34
Total	41	34

31. Accrued expenses and deferred income

	2023	2024
In thous. EUR
Current liabilities
Accruals and deferred income	123	150
Accrued unused leave	335	306
Total	458	456

The Company's accrued expenses and deferred income stated in the Statement on financial position on December 31, 2024 in the amount of EUR 150 thousand (on December 31, 2023 amounting to EUR 123 thousand) refer to the accrued expenses for which no invoice was received. The provision for compensation for unused annual leave in 2024 was calculated based on the expectation that annual leave entitlements from 2024 will be used in 2025.

32. Financial instruments and Risk management

Financial risk factors

The Company, that is, the Group is exposed to various financial risks related to foreign exchange, interest rate, credit and solvency risk. The Company monitors these risks and seeks to minimize their potential impact on the Company’s financial exposure. The Company does not use derivative financial instruments to actively hedge its financial risk exposure.

a) Market risk

Market risk relates to financial instruments. IFRS defines market risk as the risk of fluctuation of fair value or future cash flows of financial instruments due to changes in market prices. Market risk comprises three types of risk: foreign exchange risk, interest rate risk and other price risks. The Company operates on the Croatian and international markets. The Management Board determines the cost of its services based on the market price of the relevant market.

b) Price risk

The Company is engaged in the professional and scientific research in the field of civil engineering, the area where the financial crisis has had a significant impact causing relative market inactivity. However, positive macroeconomic indicators in the last period have stimulated market recovery and corresponding prices.

c) Currency risk

The Company’s official currency since January 1, 2023 is the Euro (EUR). The company has invested and invests in financial instruments and enters into transactions denominated in currencies representing the functional currency of an issuer established in different countries. Accordingly, the Company is exposed to the risk of changing the currency exchange rate against other currencies in a way that may negatively affect the Company's profit and value. Transactions denominated in foreign currencies are translated into Euros by applying the exchange rates in effect at the balance sheet date. The resulting foreign exchange differences are credited or charged to the income statement. Changes in exchange rates may affect the profits mainly as a result of foreign exchange gains or losses arising on translation of receivables into Euros and borrowings and liabilities contracted with a foreign currency clause (EUR). Due to the part of foreign market revenues and liabilities denominated in other currencies, the Company is exposed to changes in the value of the exchange rate.

The total exposure of the Company to changes in foreign exchange rates at the reporting date was as follows:

Country	Liabilities (2023)	Liabilities (2024)	Assets (2023)	Assets (2022)
In thous. EUR
Bosna and Herzegovina (BAM)	5	82	137	128
USA (USD)	413	16	-	39
Georgia (GEL)	-	162	428	899
Macedonia (MDK)	1	2	8	76
Armenia (ARD)	-	785	-	765

Sensitivity analysis to foreign currency risk

The Company is mainly exposed to fluctuations in the exchange rate of EUR, in terms of received loans, suppliers and trade receivables. The Company is additionally exposed to changes in the EUR exchange rate relative to the GEL due to the operations of the Georgia subsidiary, and ARD due to the operations in the Armenia subsidiary. The sensitivity analysis includes only open cash items in foreign currency and their recalculation at the end of the period based on the percentage change in exchange rates. The sensitivity analysis includes monetary assets and monetary liabilities in the currency. A negative number indicates a decrease in profit where the euro changes against the relevant currency by the percentage specified above. In case of a reverse proportional change of the euro against the relevant currency, there would be an equal and opposite impact on the profit.

The depreciation of Euro against the exchange rate of the currencies shown by 1% would have the following effects on profit:

	Effect of USD currency	Effect of GEL currency	Effect of MDK currency
	2023	2024	2023
In thous. EUR
	4	2	(3)
	Effect of BAM currency	Effect of ARD currency
	2023	2024	2023
In thous. EUR
	(1,5)	5	-

The mean exchange rates of currencies to Euro significant for the Company:

	Dec. 31, 2023.	Dec. 31, 2024.
BAM	1,95583	1,95583
USD	1,105	1,0444
GEL	2,9324	3,0235
MDK	61,6345	61,583
ARD	442,17	418,288

d) Interest rate risk

Interest rate risk is the risk of a change in the value of a financial instrument due to changes in market rates in relation to the interest rates applied to the financial instrument. The Company, i.e. the group use loans with predominantly fixed interest rates and is not exposed to the risk of changing interest rates. The Company does not use active hedging instruments against exposure to interest rate risk.

e) Credit risk

Credit risk is the risk that one party to a financial instrument will cause the other party financial losses due to default, in whole or in part, at the time of maturity. Failure to do so would endanger the liquidity of the Company and reduce the value of its assets. On December 31st 2024, financial assets that could potentially expose the Group to credit risk consist mainly of loans given, trade receivables and other receivables.

The value of financial assets at the reporting date shows the maximum exposure to credit risk. The Group regularly monitors the risk that the other party will not fulfil its obligations. Trade receivables, other receivables, and receivables from given loans are adjusted for the amount of provisions for doubtful and disputed receivables. The Company applies a simplified IFRS 9 approach for measuring expected credit losses, using the expected value adjustment for all trade receivables and contract assets. In order to measure expected credit losses, trade receivables and contract assets are grouped based on common credit risk characteristics and maturity dates. In the same types of contracts, contract assets are tied to the same risk characteristics as trade receivables. Therefore, the Company concluded that expected loss rates for trade receivables can also be used to calculate losses for contractual assets. The expected loss rates are based on collection data for the 24-month period prior to December 31, 2024 and historical credit losses during that period. Furthermore, the Company is exposed to credit risk through cash deposits in banks. As of December 31st 2024, the Company cooperated with five banks where it keeps its money and deposits. Risk management is focused on doing business with the most reputable foreign and domestic banks in the country and abroad. Deposits in banks constitute current account money and deposits held with banks as bank guarantees that are collected at maturity, and therefore classified as held-to-maturity assets in accordance with IFRS 9 and measured at depreciated cost. Credit risk shall be measured using a general approach. The Company shall use the daily value of the CDSs covering the insurance for a period of 5 years. The CDS with 5-year insurance has the highest market liquidity and has therefore been chosen as a benchmark. The CDS is sensitive to an increase in the risk of default — whether or not insurance with a period of 3 or 5 years has been selected. Domestic banks do not have a rating or CDS indicator as a risk measure. The Company took the CDS for the Republic of Croatia to measure the risk, which at December 31st 2024 amounted to 1,02%. The credit risk, calculated according to the formula: amount of deposits * number of days * CDS / 365. For deposits on demand, the Company uses 2 days in calculating the amount of credit risk.

f) Solvency risk

Solvency risk is the risk of the Company facing difficulties in settling its liabilities. Solvency risk arises in the general funding activities of the Company and the management of assets. It includes the risk of being unable to fund assets under appropriate maturities and prices and the risk of being unable to sell its assets at a reasonable price and in an appropriate time frame. Financial instruments include investments that may be insolvent and that the Company is unable to turn into cash to meet its solvency requirements.## INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

In order to ensure the necessary solvency, the Management actively monitors and manages the collection of receivables and planned outflows. Table showing an analysis of the solvency risk The tables were prepared on the basis of non-discounted cash outflows of financial liabilities at their due date. The tables include both principal and interest cash flows.

	Net book value	Contracted cash flows	Up to 1 year	From 1 to 2 years	From 2 to 2 years
Year 2023
Non-derivate financial liabilities
Loans received and financial leasing	7.340	7.340	3.386	1.356	556
Trade and other payables	6.934	6.934	6.623	311	-
TOTAL	14.275	14.275	10.009	1.667	556
Year 2024
Non-derivate financial liabilities
Loans received and financial leasing	6.530	6.530	4.299	1.356	876
Trade and other payables	7.429	7.429	7.429	-	-
TOTAL	13.959	13.959	11.727	1.356	876

Non-interest bearing liabilities payable up to one month mainly consist of trade payables and other current liabilities. Interest bearing liabilities include short-term and long-term loans, borrowings and bonds. The tables were prepared on the basis of non-discounted cash inflows of financial assets at their due date. The tables include both principal and interest cash flows. The tables were prepared on the basis of non-discounted cash inflows of financial assets at their due date. The tables include both principal and interest cash flows.

	Net book value	Contracted cash flows	Up to 1 year	From 1 to 2 years
(In thous. EUR)
Year 2023
Non-derivative financial assets
Loans given	3.990	3.990	290	3.700
Trade and other receivables	3.269	3.269	431	2.838
TOTAL	7.259	7.259	721	6.539
Year 2024
Non-derivative financial assets
Loans given	3.813	3.813	3.700	113
Trade and other receivables	2.972	2.972	2.838	133
TOTAL	6.785	6.785	6.539	246

Fair value of financial instruments

The fair value of financial assets and financial liabilities is determined as follows:
* the fair value of financial assets and financial liabilities with standard terms and conditions used for trading on active liquid markets are determined on the basis of quoted market prices,
* the fair value of other financial assets and financial liabilities is determined in accordance with generally accepted pricing models, based on discounted cash flow analysis using prices from observable current market transactions and quotes offered for similar instruments.

Financial instruments held to maturity in the ordinary course of business are recorded at the purchase cost or net amount less the portion repaid. Fair value is determined as amount for which a financial instrument could be traded between knowledgeable, willing parties in an arm’s length transaction, except in the event of a forced sale or for liquidation purposes. The fair value of a financial instrument is its quoted securities market price, or the amount obtained using the discounted cash flow method. As at December 31st 2024, the reported amounts of cash, short-term deposits, receivables, current liabilities, accrued expenses, short-term borrowings and other financial instruments approximate their market values due to the current nature of those assets and liabilities.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

Equity risk management

Net debt-to-equity ratio

The IGH Group monitors capital in line with laws and regulations valid in the Republic of Croatia which require a minimum deposit of EUR 25,000 for joint stock companies. Owners do not require any special measures with regard to management of capital. There are no capital goals internally monitored.

33. Transactions with related parties

The IGH Group considers that their key shareholders and entities under their control or influence (subsidiaries and affiliates), key management (see below), close family members of key management and legal entities that are controlled or significantly influenced by key management personnel and their close family members are directly related parties, in accordance with the provisions set out in International Accounting Standard 24. “Related Party Disclosures”.

Income and expenses for affiliated companies are presented in the table as follows:

DESCRIPTION	2023	2024
In thous. EUR
Sale income
ETZ,EKONOMSKO TEHNIČKI ZAVOD D.D.	1	1
IGH BUSINESS ADVISORY SERVICES D.O.O.	1	-
Total	2	1
Other business income
IGH BUSINESS ADVISORY SERVICES D.O.O.	1	1
IGH PROJEKTIRANJE D.O.O.	7	4
INSTITUT IGH d.o.o. Mostar	240	10
Total	248	15
Total INCOME	250	16
Service expenses
INSTITUT IGH d.o.o. Mostar	6	6
IGH BUSINESS ADVISORY SERVICES D.O.O.	42	18
IGH PROJEKTIRANJE D.O.O.	89	69
Total	137	93
Other business expenses
INSTITUT IGH d.o.o. Mostar	74	-
IGH PROJEKTIRANJE D.O.O.	-	9
Total	74	9
Financial expenses
INSTITUT IGH d.o.o. Mostar	1	-
Total	1	-
Total EXPENSES	212	102

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

Receivables and value adjustments for affiliated companies are shown in the table as follows:

DESCRIPTION	2023	2024
In thous. EUR
Receivables from subsidiaries
ETZ,EKONOMSKO TEHNIČKI ZAVOD D.D.	1	-
IGH BUSINESS ADVISORY SERVICES D.O.O.	7	7
IGH PROJEKTIRANJE D.O.O.	18	4
INCRO D.O.O.	-	11
INSTITUT IGH d.o.o. Mostar	9	-
Receivables from associated companies
ELPIDA D.O.O.	1	1
SPORTSKI GRAD TPN D.O.O.	63	63
Total Receivables	99	86
Adjustment of value of receivables from related companies	(64)	(64)
Loans granted to subsidiaries
INSTITUT IGH d.o.o. Mostar	3	-
INCRO D.O.O.	1	-
IGH BUSINESS ADVISORY SERVICES D.O.O.	5	43
Total Receivables	9	43

Liabilities to related and owned companies are presented in the table as follows:

DESCRIPTION	2023	2024
In thous. EUR
Liabilities for loans from affiliated companies
ELPIDA D.O.O.	1	1
ETZ,EKONOMSKO TEHNIČKI ZAVOD D.D.	140	178
IGH PROJEKTIRANJE D.O.O.	31	31
TOTAL	171	209
Liabilities to related companies
IGH PROJEKTIRANJE D.O.O.	36	28
IGH BUSINESS ADVISORY SERVICES D.O.O.	8	3
INSTITUT IGH d.o.o. Mostar	2	1
ETZ,EKONOMSKO TEHNIČKI ZAVOD D.D.	1	-
TOTAL	47	32
Liabilities to equity companies
AVENUE MEHANIZACIJA d.o.o.	5.300	1.466
AVENUE ENGINEERING AND CONSTRUCTION LIMITED	567	152
TOTAL	5.867	1.618

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

Management Board and Supervisory Board compensation

The total compensation for the Management Board and the calculated fees for Supervisory Board members in year 2024 amounted to 320 thousand Euros (2023: EUR 153 thousand).

Compensation to Supervisory Board members

Compensation to Supervisory Board members	Compensation	Participation at sessions
In thous. EUR
Žarko Dešković	20	5/5
Sergej Gljadelkin	10	2/5
Igor Tkach	10	5/5
Mariyan Tkach	10	5/5
Marin Božić	10	5/5
Total	60

Compensation for Management Board members

In thous. EUR	Salary component – fixed component	Total
Petrosian Robert	99	99
Josip Majer	54	54
Marija Đuroković	54	54
Tatjana Bičanić	53	53
Total	260	260

34. Earnings per share

Basic earnings per share are calculated as follows:

	2023	2024
In thous. EUR
Profit for the year	4.985	1.186
Weighted average number of shares	603.700	1.481.463
Basic earnings per share (in EUR)	8,26	0,80

35. Pre-bankruptcy settlement

By the decision of the Commercial Court in Zagreb, Tt-24/34060-2 of October 3rd 2024, the entry under ordinal number 4. is deleted - approval of the pre-bankruptcy settlement of the subject of the entry INSTITUT IGH, joint-stock company for research and development in construction, Zagreb, Janka Rakuše 1, MBS 080000959, OIB 79766124714, entered by the decision of the Commercial Court in Zagreb under number Stpn-305/2013. of December 5th 2013 based on the Independent Auditor's Report of July 5th 2024. Liabilities based on the pre-bankruptcy settlement as of December 31st 2023, amounted to EUR 39 thousand, which were fully settled on February 15th 2024. The audit of the settlement of liabilities under the pre-bankruptcy settlement was conducted in June 2024.

INSTITUT IGH, JSC Notes to the financial statements (continuation) for the year ended on December 31, 2024

36. The closing of the INSTITUT IGH, JSC Russian subsidiary in Moscow

Impact of the war in Ukraine on the Company's business operations

As a result of the war in Ukraine and the sanctions imposed to Russia, the Company's Russian subsidiary found itself with limited business options. In addition, the subsidiary's access to resources is limited, with uncertain market and other developments. The possibility to implement and set up new projects is also limited. Consequently, during the Management Board session on March 2nd 2022, IGH's Management Board decided to close the Company's subsidiary in Russia, Moscow. On August 8th 2024, INSTITUT IGH, JSC subsidiary in Moscow, Russia was officially deleted from the national register of registered branches, representative offices of foreign legal entities. As of December 31st 2024, within the Company's unconsolidated financial statements, receivables and payables relating to the subsidiary INSTITUT IGH, JSC Moscow, Russia, were derecognized from the Company's books. Since the positions of liabilities and receivables were adjusted in value in the previous period, there was no impact on the financial result of the current period.

37. Events after the balance sheet date

After the balance sheet date, the Company initiated bankruptcy proceedings against its subsidiary Marterra d.o.o. Zagreb in January 2025. There were no other significant events that would significantly affect the annual accounts of the IGH Group for 2024, which should consequently be published.

38. The approval of financial statements

The financial statements were adopted by the Management Board and their issuing was approved on April 25th 2025.# Robert Petrosian

Josip Majer
Member of the President of the Board

Marija Đuroković
Member of the Board

Tatjana Bičanić
Member of the Board

Institut IGH, JSC
Janka Rakuše 1
10 000 Zagreb
Republic of Croatia

AI Terminal

Institut IGH d.d.

ITEM 1. BUSINESS

General Development of Business

Financial Information About Geographic Areas

ITEM 1A. RISK FACTORS

General Risks Related to Our Business and Industry

Risks Related to Our Financial Condition

Risks Related to Our Legal and Regulatory Environment

Risks Related to Our Stock

ITEM 1B. UNRESOLVED STAFF COMMENTS

ITEM 2. PROPERTIES

ITEM 3. LEGAL PROCEEDINGS

ITEM 4. MINE SAFETY DISCLOSURES

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

Holders

Stock Performance Graph

Dividend Policy

Issuer Purchases of Equity Securities

ITEM 6. [RESERVED]

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

Critical Accounting Policies and Estimates

Revenue Recognition

Allowance for Doubtful Accounts

Capitalization of Software Development Costs

Results of Operations

Fiscal Year Ended December 31, 2023 Compared to Fiscal Year Ended December 31, 2022

Fiscal Year Ended December 31, 2022 Compared to Fiscal Year Ended December 31, 2021

Liquidity and Capital Resources

Cash Flows

Contractual Obligations

Off-Balance Sheet Arrangements

Market Risk

Management's Forward-Looking Statements Disclaimer

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Management’s Report on Internal Control Over Financial Reporting

Changes in Internal Control Over Financial Reporting

ITEM 9B. OTHER INFORMATION

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Executive Officers

Directors

Corporate Governance

Audit Committee

ITEM 11. EXECUTIVE COMPENSATION

Compensation Discussion and Analysis

Summary Compensation Table

Grants of Plan-Based Awards

Outstanding Equity Awards at Fiscal Year-End

Option Exercises and Stock Vested

Potential Payments Upon Termination or Change in Control

Director Compensation

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Security Ownership of Certain Beneficial Owners and Management

Equity Compensation Plan Information

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

Certain Relationships and Related Transactions

Director Independence

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Fees Billed to the Company by Principal Accountant

Audit Committee Pre-Approval Policies and Procedures

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

TABLE OF CONTENTS

1. INTRODUCTION

2. A WORD FROM THE DIRECTOR

3. BUSINESS ACTIVITIES

ACTIVITIES

ACTIVITIES ON RECORD:

THE 2024 ANNUAL REPORT

COMPANY HISTORY

THE 2024 ANNUAL REPORT

THE 2024 ANNUAL REPORT

THE 2024 ANNUAL REPORT

5. GROUP COMPONENTS

6. SIGNIFICANT BUSINESS EVENTS AFTER THE BALANCE SHEET DATE