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Institut IGH d.d.

Annual Report Apr 30, 2025

2091_10-k_2025-04-30_c152fd36-dfd4-4183-b411-536b012fb27e.pdf

Annual Report

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ANNUAL CONSOLIDATED FINANCIAL STATEMENTS TOGETHER WITH THE INDEPENDENT AUDITOR`S REPORT

April 2025

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

he 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. T

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. Employee orientation and mentorship;
  • 2. New markets and business segments;
  • 3. Scientific and research activity;
  • 4. Profitability.

The Company monitored the implementation of the plan on a monthly basis and, at the end of the year; the results were presented to the Company's Supervisory Board. In addition, taking into account recent activities on global and domestic markets, it was clear that the base strategy needed some adjustments to include new areas of activity. You can read more on that in a separate chapter, entitled "Strategy".

The non-financial part of the 2024 report was prepared taking into account the GRI.

On behalf of Institut IGH, d.d. Robert Petrosian, MEng C.E.. President of the Management Board

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 physicaldevelopment 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 surveyingmonitoring 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 geodeticmonitoring 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;
  • 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.

o 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.
  • o 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.

4. COMPANY HISTORY

1949. INSTITUT IGH, d.d.
Laboratory
was founded as the Zagreb Civil Engineering
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
1999. 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
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.
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
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.

A contract worth around HRK 15,7 million was signed with JP Autoceste
Federacije BiH d.o.o for supervision services during the construction of a
motorway on the Vc corridor, the Tarčin-Konjic section, the Tarčin-Ivan
subsection, entry into the Ivan tunnel

The Ministry of Construction and Spatial Planning approved the "2020-
2022 Professional Development Program" which enabled the company to
hold internal and external professional development courses for which
academic hours will be assigned, making IGH the only private institution
in Croatia to provide professional development services to everyone who
has passed the State Exam and who, in accordance with the Rulebook
on the Professional Development of Persons Dealing in Spatial
Development and Civil Engineering Activities, has to attend at least
twenty school hours of professional development courses.

The Company has, in accordance with the
requirements of the
certification,
transitioned
from
OHSAS
18001
to
ISO45001:2018,
stressing the importance of occupational health and safety as a part of
company culture.
2021.
The start of the implementation of the new 2020-2030 Business Strategy

The visual identity designed in 2008 was reimplemented

A supervision contract worth HRK 7,2 million was signed with Hrvatske
ceste d.o.o. on the supervision of the Okučani – B&H border high speed
road

A supervision contract worth HRK 5,9 million was signed with the Port
Authority of Vukovar for the preparation of study and design documents

Contracts worth around HRK 8 million were signed with HEP proizvodnja
d.o.o. for the final inspections of civil engineering structures in Croatia

A reconstruction contract worth over HRK 10,5 million was signed with
Hrvatske autoceste d.o.o. for the reconstruction of the Zagreb bypass.

The preparation of conservation studies and a roofing rehabilitation of
the Poljud Stadium in Split

Supervision of the construction of the Dubrovnik University Dorm was
completed
2022
One of the largest infrastructure projects in Croatia-the Pelješac bridge,
was completed. INSTITUT IGH's professionals provided supervision,
quality control and laboratory services
2023
One of the most expensive infrastructure projects in Croatia – State Road
DC403 was completed

Share capital was increased to EUR 14,814,630.00 and the nominal
value of shares was reduced to EUR 10.00

RADELJEVIĆ d.o.o. and IGH CONSULTING d.o.o. were acquired by
INSTITUT IGH, d.d.

Branch offices in Hungary and Armenia were opened

The company was recapitalized, creating the prerequisites to initiate the
end of the pre-bankruptcy settlement procedure
  • 2024 Closing and exiting the pre-bankruptcy settlement
    • Celebration of 75 years of company existence
    • Appointment of new Management Board members
    • Reappointment of the President of the Management Board
    • Opening new markets

5. GROUP COMPONENTS

he 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. T

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 decisionmaking 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.

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 Hrvatska 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

We highlight some of the contracts signed in 2024:

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. In addition, through the implementation of a Mentorship System, we want to create a mentorship program through which junior engineers and designers will cooperate with seniors through all the design phases, enabling a faster transfer of knowledge, and, ultimately, a higher quality of our work and added value for our partners. Using a continuous professional development program, we want to enable our employees to develop their technical know-how, but also management and IT skills, such as BIM proficiency, as part of the Company's comprehensive digital transformation.

Client orientation

It is the opinion of INSTITUT IGH, d.d. that, instead of a contractor, it should be a partner to its client, and we achieve this through a proactive approach and focus on a timely fulfillment of their requests.

Science and research

INSTITUT IGH, d.d. used to be recognized precisely for its contribution to the field through research and development. In the near future, we want to go back to our roots and become a center of excellence when it comes to science and research again. The following are key areas of our activity in this field: The use of plastic waste in construction materials, the development of new construction material and structure test methods, including non-destructive testing methods, building water analyses facilities, hydrogen fuel cell research and development.

New sector orientation and service modernization

We see energy, traditional, and especially energy from renewable sources such as wind, water and biomass as a huge opportunity to expand the experience gathered so far to this sector and additionally diversify our services portfolio and the sectors in which we work.

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.

Figure 2. A symbolic overview of Institut IGH's strategic areas.

9. ORGANIZATIONAL STRUCTURE

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

Figure 3. 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 and Energy Management System Standard: ISO 50001:2018 and as an umbrella system the 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:

  • 1. The occupational health and safety of our employees and our industrial partners on projects;
  • 2. Adjustment and environmental impact;
  • 3. 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. P

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.

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.

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.

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.

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:

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

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

Table 1. Data on the amount of waste in 2024

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

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 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.

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 m
- -
Total All - 4.648.631 1,674*1013

Table 3: Energy consumption in 2024

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.

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.

EnPi 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

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

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

EnPi 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.

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.

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

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

*Calculation frequency: n. Injuries/ n. Hours worked x 10.000

**Index calculation of gravity: total working days lost / total hours worked x 10.000

12. RELATIONS WITH EMPLOYEES

n 2024, Company employee rights were regulated by: I

  • 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 7,08%
30-39 10 2 54 66 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 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 321 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 decisionmaking 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
    1. Marija Đuroković member of the Management Board
    1. Tatjana Bičanić member of the Management Board
    1. 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
    1. Mariyan Tkach Deputy Chairman of the Supervisory Board
    1. Sergej Gljadelkin member of the Supervisory Board
    1. Igor Tkach member of the Supervisory Board
    1. 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
    1. Nadica Šalov member of the Audit commitee
    1. 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.

15. 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 prebankruptcy 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

INSTITUT IGH d.d. IGH Group
in 000 EUR 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 impacts
27
303-3 Water withdrawal 27
GRI 303: Water and wastewater
2018
303-4 Water discharge 27
303-5 Water consumption 27
304-1 Operational sites owned, leased,
managed in, or adjacent to, protected areas
and areas of high biodiversity value outside
protected areas
27
304-2 Significant impacts of activities,
products and services on biodiversity
N/A
304-3 Habitats protected or restored N/A
GRI 304: Biodiversity 2016 304-4 IUCN Red List species and national
conservation list species with habitats in
areas affected by operations
N/A
305-1 Direct (Scope 1) GHG emissions N/A
305-2 Energy indirect (Scope 2) GHG
emissions
N/A
305-3 Other indirect (Scope 3) GHG
emissions
N/A
GRI 305: Emissions 2016 305-4 GHG emissions intensity 24
305-5 Reduction of GHG emissions 24
305-6 Emissions of ozone-depleting
substances (ODS)
24
305-7 Nitrogen oxides (NOx), sulphur oxides
(SOx), and other significant air emissions
N/A
306-1 Waste generation and significant
waste-related impacts
23-24
306-2 Management of significant waste
related impacts
23-24
306-3 Waste generated 23-24
GRI 306: Waste 2020 306-4 Waste diverted from disposal 23-24
306-5 Waste directed to disposal 23-24
308-1 New suppliers that were screened
using environmental criteria
N/A
308-2 Negative environmental impacts in the
supply chain and actions taken
N/A
401-1 New employee hires and employee
turnover
3, 29
GRI 308: Supplier
Environmental Assessment
2016
401-2 Benefits provided to full-time
employees that are not provided to
temporary or part-time employees
N/A
401-3 Parental leave Not included in this
report
GRI 401: Employment 2016 402-1 Minimum notice periods regarding
operational changes
In agreement with
employer
403-1 Occupational health and safety
management system
21, 27-28
403-2 Hazard identification, risk assessment,
and incident investigation
27-28, 35
GRI 402: Labor/Management
Relations 2016
403-3 Occupational health services 27-28
GRI 403: Occupational Health
and Safety 2018
403-4 Employee participation, consultation,
and communication on occupational health
and safety
27-28
403-5 Employee training on occupational
health and safety
All employees have
to undergo training
and get tested
403-6 Promotion of employee health There are
occasionally
employee
programs. All
employees
working in the
field have to go
through
mandatory health
checkups and
skill tests.
403-7 Prevention and mitigation of
occupational health and safety impacts
directly linked by business relationships
There are
occasionally
employee
programs. All
employees working
in the field have to
go through
mandatory health
checkups and skill
tests.
403-8
Workers
covered
by
an
occupational
health
and
safety
management system
No applicable
data
403-9 Work-related injuries 27-28
403-10 Work-related ill health 27-28
404-1 Average hours of training per year per
employee
No applicable
data
404-2 Programs for upgrading employee
skills and transition assistance programs
No applicable
data
404-3 Percentage of employees receiving
regular performance and career
development reviews
No applicable
data
GRI 404: Training and Education
2016
405-1 Diversity of governance bodies and
employees
29, 32-33
405-2 Ratio of basic salary and remuneration
of women to men
Equal
406-1 Incidents of discrimination and
corrective actions taken
N/A
GRI 405: Diversity and Equal
Opportunity 2016
407-1 Operations and suppliers in which the
right to freedom of association and collective
bargaining may be at risk
N/A
408-1 Operations and suppliers at
significant risk for incidents of child labor
N/A
GRI 406: Non-discrimination
2016
409-1 Operations and suppliers at
significant risk for incidents of forced or
compulsory labor
N/A
GRI 407: Freedom of Association
and Collective Bargaining 2016
410-1 Security personnel trained in human
rights policies or procedures
N/A
GRI 408: Child Labor
2016
411-1 Incidents of violations involving rights
of indigenous peoples
N/A
GRI 409: Forced or
Compulsory Labor
2016
N/A
GRI 410: Security Practices 2016 413-2 Operations with significant actual and N/A
GRI 410: Security Practices 2016 413-2 Operations with significant actual and N/A
potential negative impacts on local
communities
GRI 411: Rights of Indigenous
Peoples 2016
414-1 New suppliers that were screened
using social criteria
N/A
GRI 413: Local Communities
2016
414-2 Negative social impacts in the supply
chain and actions taken
N/A
415-1 Political contributions N/A
GRI 414: Supplier Social
Assessment 2016
416-1 Assessment of the health and safety
impacts of product and service categories
N/A
416-2 Incidents of non-compliance
concerning the health and safety impacts of
products and services
N/A
GRI 415: Public Policy 2016 417-1 Requirements for product and service
information and labelling
N/A
GRI 416: Customer Health and
Safety 2016
417-2
Incidents
of
non-compliance
concerning
product
and
service
information and labelling
N/A
417-3 Incidents of non-compliance
concerning marketing communications
N/A
GRI 417: Marketing and Labelling
2016
418-1 Substantiated complaints concerning
breaches of customer privacy and losses of
customer data
N/A

19.SIGNATURE BY COMPANY MANAGEMENT

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

________________________________________

Josip Majer, member of the Management Board

________________________________________

Marija Đuroković, member of the Management Board

________________________________________

Tatjana Bičanić, member of the Management Board

________________________________________

20. ATTACHMENTS

  • 1. SCIENTIFIC COUNCIL OF INSTITUT IGH, d.d.
  • 2. CORPORATE MANAGEMENT CODE
  • 3. FINANCIAL STATEMENTS

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.

Attachment 2. CORPORATE MANAGEMENT CODE

The corporate management code that is a key part of this report will be submitted as a separate document.

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 - 7
Consolidated statement of comprehensive
income
8
Consolidated statement of financial position 9
Consolidated statement of changes in equity 10
Consolidated statement of cash flows 11
12-59

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, 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.

The Management is responsible for keeping proper accounting records, which will at any time and with reasonable accuracy reflect the financial position, operating results, changes in capital and cash flows of the IGH Group and must also ensure that the financial statements comply with the Croatian Accounting Act in force. The Management Board is also responsible for safeguarding the assets of the IGH Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Signature of the Management Board:

President of the Board Member of the Board

Robert Petrosian Josip Majer Marija Đuroković Member of the Board

Tatjana Bičanić Member of the Board

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

In Zagreb, April 25, 2025

INDEPENDENT AUDITOR'S REPORT TO THE OWNER INSTITUT IGH, JSC

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
The auditors' attention was focused on:

Consideration
of
compliance
of
the
Company's accounting policy with the
requirements
of
applicable
financial
reporting standards;

Acquiring
an
understanding
of
the
processes and internal controls related
to
revenue
recognition,
taking
into
account the business environment and
applicable accounting standards;

Understanding and evaluation of the
process of recognizing the Company's
income,
including
implementation
of
relevant key controls and testing of
these on the basis of a sample;

Identification of concluded construction
contracts;

Based
on
a
random
independent,
impartial and representative sample of
construction contracts, we confirmed
the amount of recognized revenues and
costs during the year per project, based
on selected payment certificates;

Assessment
of
the
adequacy
of
relevant disclosures in the financial
statements as well as their compliance
with IFRS adopted by the EU.

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;
    1. the attached Management Report has been drawn up in accordance with Article 24. of the Accounting Act; and
    1. 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 nondisclosure 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.
  • Gain an understanding of internal controls relevant for audit to form audit procedures that are appropriate for the given circumstances, but not for the purpose of expressing an opinion about the efficiency of the Company's internal controls.
  • Assess the appropriateness of accounting policies used and the reasonability of accounting estimates and related disclosures made by the Management.
  • Make conclusions on the appropriateness of the going concern basis of accounting used by the Management, and, based on the audit evidence obtained, we conclude whether there is significant uncertainty regarding the events or circumstances that can create serious doubt in the ability of IGH Group to continue as a going concern. If we conclude there is serious uncertainty, we are required to draw attention in our Independent Auditor's Report to the related notices in the annual financial statements, or, if such notices are not appropriate, to modify our opinion. Our conclusions are based on the audit evidence obtained until the date of our Independent Auditor's Report. However, future events or conditions can cause the Company to stop operating as a going concern.
  • We evaluate the overall presentation, structure and content of the annual financial statements, including notices, as well as whether the annual financial statements reflect the transactions and events they are based on in a way that reflects a fair presentation.

We communicate with those in charge of Management regarding, among other, the planned scope and time schedule of the audit, and the important audit findings, including significant flaws in internal controls discovered during our audit.

We also make a statement to those in charge of Management that we have complied with the relevant ethical requirements regarding independence and will communicate with them on all relationships and other issues that can reasonably be considered to affect our independence, as well as, where applicable, on actions taken to address the threats to independence, and related safeguards.

Among the matters communicated to those in charge of Management, we determine those matters of utmost importance in the audit of annual financial statements in of the current period making these matters key audit matters. We describe those matters in our Independent Auditor's Report, unless an Act or a Regulation prevents the public disclosure of a matter or, when we decide, under extremely rare circumstances, that a matter should not be disclosed in our Auditor's Report, because it can reasonably be expected that the negative consequences of disclosure would outweigh the benefits of public interest in such a disclosure.

Report on other legal and regulatory requirements

    1. 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.
    1. 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.
    1. 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.
    1. 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.
    1. 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-hr 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. EUR
Sales Revenue 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
not to be reclassified through profit and loss
Exchange rate differences from foreign business transactions 39 59
not to be reclassified through profit and loss
Revaluation of fixed assets, net of tax - 802
Other comprehensive profit 39 861
Total comprehensive profit for the year 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

INSTITUT IGH, JSC Consolidated statement of financial position as of December 31, 2024

DESCRIPTION Notes 2023 2024
Assets In thous. EUR In thous. EUR
Non-current assets 13 20 25
Property, plants and equipment 14 8.017 7.975
Investment in property 33 79
Investments in related parties and other investments 15 1.986 1.991
Loans and deposits given 17 17 125
Trade receivables and other receivables 16 163 133
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
Revaluation reserves
23
24
100
2.507
100
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 -
LONG-TERM 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
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

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

In thous. EUR Capital
reserves
Own
shares
Reserves
for own
share
Other
reserves
Revaluati
on
reserves
Accumulate
d loss
Capital
attributed to
the
company's
shareholders
Non
controlling
interest
Total
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 2.291 - 2.289
Other changes (661) - - - 25 10.199 9.561 - 9.563
Current year profit/loss - - - - - 4.983 4.983 2 4.985
Other comprehensive income - - - - - 39 39 - 39
Total comprehensive income - - - - - 5.022 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 1.185 1 1.186
Other comprehensive income - - - - - 861 861 - 861
Total comprehensive income - - - - - 2.046 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

DESCRIPTION Notes 2023 2024
In thous.
EUR
In thous.
EUR
Cash flow generated from operations
Profit (loss) before taxation 3.850 1.054
Adjustments:
Depreciation 2.230 2.069
Value adjustments, net 155 155
Income from interest 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

1. General information

Foundation and development

The 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 Safety 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

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 Company

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, 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 published in
September 2022.
Amend. IASC 1 Presentation of financial statements – classification of liabilities as current or
non-current published in January 2020.
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 published in May 2023.

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

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
(Effective date set by the IASB: January 1,
2025)
Not yet adopted in the EU
Amend. to IAS
7 and IFRS 9
Nature-dependent electricity contracts
(Effective date set by the IASB: January 1,
2026)
Not yet adopted in the EU
IFRS 18 Presentation
and
disclosure
in
financial
statements
(Effective date set by the IASB: January 1,
2027)
Not yet adopted in the EU
IFRS 19 Subsidiaries without public liability
(Effective date set by the IASB: January 1,
2027)
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
and
subsequent
modifications
(IASB
postponed the date of entry into force for an
indefinite
period,
with
earlier
application
permitted)
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.

2.4. Functional currency and presentation currency

The items included in the financial statements of the Company are reported in the currency of the primary economic environment in which the Company 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.

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 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. 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.

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 noncontrolling 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 noncontrolling 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;
  • 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 costbased 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. 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).

(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 writeoff 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

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 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

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 yearend.

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.

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. 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 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.

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.

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.

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.

(ii) 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:

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.

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

Patents, licenses and software

(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

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.

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 shortterm 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 Company 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 Company 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

Non-derivative 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.

(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.

(ii) Derecognition

Financial assets

The Company 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 Company 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 Company 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.

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 Company 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. 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 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. Intersegment 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 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

4.2 Revenue – per geographical area

2023 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 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.

_________________________________________________________________________________

5. Other operating revenue

2023 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

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

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

2023 2024
In thous. EUR
Value adjustment of non-current assets
Value adjustment of investment into real property 171 257
Total 171 257
Value adjustment of current assets
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 2024
In thous. EUR
116 111
120 114
1.049 31
18 10
59 64
66 46
18 27
165 270
29 78
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.

11. Financial revenue

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

12. Financial expenditures

2023 2024
In thous. EUR
Expenditure due to foreign exchange losses
Interest expenditures 251 130
Unrealized losses from financial assets 673 240
Other financial expenditure 3.719 -
Total 4 116

13. Corporate tax

Tax revenue includes:

2023 2024
DESCRIPTION In thous. EUR 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:

2023 2024
In thous. EUR 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.

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:

2024. (In thous. EUR) Opening
balance
Through
capital
Through
profit
and loss
Closing
balance
Temporary difference:
Revaluation of non-current assets 440 (132) 112 420
2023. (In thous. EUR)
Temporary difference:
Revaluation of non-current assets 1.128 (1.135) 447 440

14. Intangible assets

DESCRIPTION Right of usage of
property of third
parties
Assets under
preparation
Total intangible
assets
In thous. EUR
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

15. Property, plants and equipment

DESCRIPTION In thous. EUR Property
with right
of use
Land Buildings Plants and
equipment
Assets
under
construction
Other Advances
for
tangible
assets
Total
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
Valuation methods and techniques inputs
Land and buildings Correction factors used in
Fair 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 Average yield: 7-9%
developing the cost method), the income method and the residual
method. Among other factors, the
estimated discount rate
The calculation of the market value by developing the cost method considers the underlying quality
is performed by calculating the value of a newly built property and of the property, its location and
its impairment due to the passage of time, construction, furnishing, the currently realizable rent
etc. The resulting price is adjusted to the market price through a conditions for similar locations
number of factors specific to the observed building or land. and the comparative type of
property.
The income method considers the present value of net cash flows
that the assets could generate from rent taking into account the Specific expenses used in
expected net rent based on comparable transactions. 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 Specific costs of construction,
for development. The method is applied in the context of periods
of
financing,
interest
developing a project, if the investor wishes to determine the rates, required profit margins
maximum price to pay for land in order to profitably realize a and
other
expenses
in
project. calculating the residual method.
Significant unobservable
Valuation methods and techniques inputs
Equipment
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.
Correction
factors
used
in
calculating the market price.
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 analysed
for each assessed asset separately. Functional obsolescence
takes into account the ability to function over the remaining useful
life.
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.
When
assessing
economic
obsolescence,
the
economic
obsolescence model and the economic indicators model are used.
Specific
expenses
used
in
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
machinery and equipment.
determining the net cash flow in
the DCF method.

16. Investments into affiliated companies and other investments 2023 2024

DESCRIPTION In thous. EUR In thous. EUR
Investment into subsidiaries 1.053 1.053
Investment into related parties 1.991 1.991
Total 3.044 3.044

i. Investments into subsidiaries

  • 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.
Dec. 31, 2023 Dec 31, 2024
In thous. EUR Share in
ownership
and voting
rights (%)
Book value Share in
ownership
and voting
rights (%)
Book value
Institut IGH d.o.o., Mostar 100 797 100 797
IGH Business advisory d.o.o., Zagreb 100 29 100 29
Incro d.o.o., Zagreb 100 3 100 3
IGH Projektiranje d.o.o., Zagreb 100 810 100 810
DP AQUA d.o.o., Zagreb 100 60 100 60
ETZ Ekonomsko tehnički zavod d.d., Osijek 87,7 887 87,7 887
IGH Kosova Sha Priština 74,8 5 74,8 5
Value adjustment of investments in subsidiaries (1.538) (1.538)
Total 1.053 1.053

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, The following methods
were used:

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.

Significant unobservable
inputs are described in
Note 14 (i).

Future cash flow
projections with a growth
rate of 5%

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.

Dec. 31, 2023 Dec. 31, 2024
Description In thous. EUR Share in
ownership
and voting
rights (%)
Book value Share in
ownership
and voting
rights (%)
Book value
Elpida d.o.o. Zagreb 50 4.154 50 4.154
Institut za infrastrukturne projekte, Sofija 50 1 50 1
Centar Gradski podrum d.o.o., Zagreb 37,5 2.858 37,5 -
Sportski grad TPN u stečaju 1 - 1 -
Value adjustment for investments in associates - (5.022) - (2.164)
Total 1.991 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

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

iv. Participating interests

2023 2024
Description In thous. EUR In thous. EUR
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 - -

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.

17. Trade receivables and other receivables

2023 2024
In thous. EUR
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:

December 31, 2024 2024
In thous. EUR
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
December 31, 2023 2023
In thous. EUR
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.

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

December 31, 2024

Matured claims Gross amount Value
adjustment
Net amount
Matured claims 1.380 1.380
0-60 days 724 724
60-120 days - (137) (137)
120-180 days 193 193
180-360 days - (16) (16)
over 360 days 4.261 (3.073) 1.188
6.558 (3.226) 3.332

December 31, 2023

Matured claims Gross amount Value
adjustment
Net amount
Matured claims 1.516 (208) 1.308
0-60 days 229 - 229
60-120 days 95 - 95
120-180 days 38 (4) 34
180-360 days 608 - 608
over 360 days 3.737 (2.814) 923
6.223 (3.026) 3.197

18. Loans and deposits given

2023 2024
In thous.
EUR
In thous.
EUR
Long-term loans
Loans given to third parties 17 125
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)
3.978 3.824
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.

19. Cash and cash equivalents

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

Breakdown of cash and cash equivalents per currency

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

20. Non-current assets held for sale

2023 2024
DESCRIPTION In thous. EUR In thous. EUR
Acquisition cost
As at January 1st 1.632 -
Sale
As at December 31st 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:
Significant inputs are described in Note 3.10
(i)

Valuation of property carried out by
authorized independent valuers (methods
described in Note 3.10 (i)
Amount of secured debt

Review of rights of secured creditors

21. Accrued income and prepaid expenses

2023 2024
In thous. EUR
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.

22. 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:

2023 2024
In thous. EUR
Contract assets 574 1.114
Expected credit loss (7) (11)
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.

23. Share capital

2023 2024
Number of
shares
Ownership
share
Number of
shares
Ownership
share
AVENUE MEHANIZACIJA D.O.O. (1/1) 566.581 38,24% 566.581 38,24%
FROTIP DEVELOPMENT D.O.O. 301.173 20,33% 301.173 20,33%
AVENUE ENGINEERING AND CONSTRUCTION LIMITED
(1/1)
302.450 20,42% 248.604 16,78%
SMIRNOV MANAGMENT & TRRANSPORTING J.D.O.O. - 0,00% 53.846 3,63%
DRNASIN ANTE 14.196 0,96% 16.000 1,08%
LEJO IVAN 12.500 0,84% 12.500 0,84%
OTP BANKA D.D./KL1JENT 321 - 0,00% 11.955 0,81%
ČERNOŠEK KRUNOSLAV - 0,00% 8.250 0,56%
MIHALJEVIĆ BRANKO 8.100 0,55% 8.100 0,55%
CAPTURIS D.O.O. 7.895 0,53% 7.895 0,53%
INSTITUT IGH, JSC. (1/1) 6.659 0,45% 6.659 0,45%
Ostali dioničari 261.909 17,68% 239.900 16,19%
Total 1.481.463 100,00% 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. 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 1,481,46,3 ordinary shares mark IGH-R-A , nominal amount of EUR 10,00.

24. 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
Number of own shares
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.

23. Revaluation reserves

In thous. EUR Revaluatio
n reserves
for non
current
tangible
assets
Foreign
exchange
differences
from
recalculatio
n 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

2023 2024
In thous. EUR
Long-term borrowings
Other borrowings 31 1
Total 31 1
Short-term borrowings
Bank loans - PIK debt /ii/ - -
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
Loans and borrowings total 4.613 2.986
In thous. EUR Bank loans
-
PIK debt
/ii/
Bank loans -
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 prebankruptcy 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/ I 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.

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 -

The analytical review of loans and borrowings is as follows:

Other financial liabilities
Loans from related parties EUR 2,86% - - -
Loans from unrelated parties EUR 4,50% 3.172 3.141 31
Total 4.613 4.582 31
Currency Interest
rate
2023. 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 1
Total 2.986 2.985 1
26.
Contingent liabilities
2023 2024
DESCRIPTION In thous. EUR In thous. EUR
Guarantees given - externally 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
2023 2024
In thous. EUR In thous. EUR
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 Lease obligations
Net book value
As at January 1st 2023 4.896
Payments (3.187)
Additions to right-of-use assets 1.528
Status as at December 31st 2023 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 HRK 4,50% 3.805 1.573 1.573 658
Currency Interest rate 2024. Up to a yr. 1 – 2 yrs. 2 – 5 yrs.
Other financial liabilities

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
85 904 989
Increase in provisions 79 - 79
Cancelled during the year 85 656 741
Status at Dec. 31, 2024: 79 248 327
Long-term part 79 245 324
Short-term part - 3 3
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.

28.
Trade payables and other payables
------------------------------------------ --
2023 2024
DESCRIPTION In thous. EUR
Non-current liabilities
Trade payables and other payables 26 -
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.

29. Commitments for advances and deposits received

2023 2024
DESCRIPTION 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

29. 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.

30. 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 minimise 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:

In thous. EUR Liabilities Assets
2023. 2024. 2023. 2024.
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:

In thous. EUR
Effect of USD currency Effect of GEL currency Effect of MDK currency
2023. 2024. 2023. 2024. 2023. 2024.
4 2 (3) 74 - 7
Effect of BAM currency Effect of ARD currency
2023. 2024. 2023. 2024.
(1,5) 5 - (2)

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

Dec. 31, Dec. 31,
2023. 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 31 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 respectable 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.

d) 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.

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.

In thous. EUR Neto
knjigovodstvena
vrijednost
Ugovoreni
novčani
tokovi
Do 1
godine
Od 1
do 2
godine
Od 2
do 5
godina
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.

In thous. EUR Net book value Contracted
cash flows
Up to 1
year
From 1
to 2
years
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.

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

2023 2024
In thous. EUR 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 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 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

Total 1 -
INSTITUT IGH d.o.o. Mostar 1 -

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

2023 2024
DESCRIPTION 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 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 9 43

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

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
Total 5.867 1.618
AVENUE ENGINEERING AND CONSTRUCTION LIMITED 567 152
AVENUE MEHANIZACIJA d.o.o. 5.300 1.466
Liabilities to equity companies

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

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

Compensation for Management Board members

In thous. EUR Salary – fixed
component
Salary –
variable
component
Total
Petrosian Robert 99 0 99
Josip Majer 54 0 54
Marija Đuroković 54 0 54
Tatjana Bičanić 53 0 53
Total 260 0 260

34. Earnings per share

Basic earnings per share are calculated as follows:

2023 2024
DESCRIPTION In thous. EUR 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.

31. 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.

32. 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

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

President of the Board Member of the Board Member of the Board

Robert Petrosian Josip Majer Marija Đuroković

Tatjana Bičanić Member of the Board

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

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