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Kempower — Annual Report 2025
Mar 18, 2026
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Kempower Board of is MORE Directors’ report
Sustainability Corporate governance Financial statement statement statements
Remuneration report
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1 Kempower Annual Report 2025
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01 03 Kempower Financial is MORE statements
Overview 5 Growth strategy 17
Financial statements 143
02 04 Board of Remuneration Directors’ report report Board of Directors’ report 34 Remuneration report 204
Board of Directors’ report 34 Sustainability statement 49 Corporate governance statement 130
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Contents
2025 Overview................................ 5
Return to growth ...................................... 6 CEO’s review ............................................... 8 Financial targets ....................................... 10 Segments and offering .......................... 13
Growth strategy ............................ 17
Megatrends and Kempower’s 18 target market .......................................... Strategy in brief ......................................... 22 Value creation ........................................... 29 Investing in Kempower ........................... 31
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Performance highlights
2025 +39% Overview
In 2025, Kempower regained its growth momentum. We reinforced our position among the top three DC fast-charging manufacturers in Europe and expanded our presence in North America. Guided by our growth strategy, we focused on key markets and segments while
delivering on our technology roadmap. Through significant advancements in both charging hardware and software, driven by innovation and a commitment to creating customer value, we took important steps forward in accelerating the transition to electric mobility.
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The growth of order intake reached record high from previous year
Read more
96%
The growth of the daily electricity charged through Kempower chargers compared to the previous year
Read more
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Return to growth
In 2025, Kempower continued to strengthen - its position as a global provider of DC fast charging solutions for electric vehicles.
The year was marked by steady progress in operations, growing international presence, and close collaboration with customers across different regions and use cases. The company continued focusing on building reliable, accessible, and user-friendly charging solutions that support the everyday needs of drivers, fleets, and charging operators.
Kempower’s activities in North America advanced significantly during the year. The Durham, North Carolina, production facility continued to ramp up, supported by a developing local supplier network and growing engagement with public charging operators and fleet customers across the continent. These customers value Kempower’s ability to - support multi site deployments and provide flexible, modular charging layouts tailored to different locations and operational needs.
Kempower’s technology portfolio continued to evolve in 2025
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In Europe, Kempower continued serving a broad mix of customers, including charging network operators, energy companies, transport providers, and municipalities. Kempower provides solutions designed for both public charging operators and commercial vehicle fleets. The company’s three production facilities and R&D center in Lahti, Finland, remained central to its European operations. By the end of the year 2025, the company employed 825 people contributing to development, manufacturing, customer support, and global delivery.
Kempower’s technology portfolio continued to evolve in 2025. Its modular DC fast-charging architecture remained a key differentiator, allowing customers to scale their charging infrastructure as their needs grow. The Kempower Satellite system offered - a flexible and space efficient solution for public charging hubs, retail sites, workplaces, and depot environments. Meanwhile, the Megawatt Charging - System supported the emerging needs of heavy duty transport operators preparing for the electrification of trucks and other large commercial vehicles.
Kempower’s ChargEye software remained an essential part of the charging experience, helping operators manage their charging networks with ease. Through real-time monitoring, remote maintenance, and cloud-based updates, ChargEye enabled smooth day-to-day operation and ensured that Kempower chargers stayed reliable and ready for use.
The company’s global footprint continued to expand. Kempower’s solutions were used on all continents and in more than 50 countries, reflecting the company’s ability to support diverse charging needs – whether for everyday EV drivers, commercial fleets, - buses, trucks, or large multi site charging networks. With production and R&D in both Finland and the United States, Kempower remained committed to working closely with customers through local supply chains and regional support.
Sustainability remained a core part of Kempower’s identity. The company continued to work toward its - long term goal of reaching carbon neutrality by 2035, aligning its operations and product development with the broader transition toward cleaner transportation.
While transport sector has been an early adapter of MCS technology, other sectors, especially logistics in ports, are following the trend
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CEO’s review
Record order intake builds momentum into 2026
The year 2025 was pivotal for Kempower: we returned to growth, strengthened our market position and advanced our technological leadership. Our full year order intake reached an alltime high of EUR 304 million, demonstrating strong customer confidence in Kempower. Demand was broad-based, supported by continued growth in EV adoption, fleet electrification and public charging infrastructure investments. This robust growth also
demonstrates our competitive strength in the key markets and segments we serve. We’re actively monitoring the market, and overall, we’re cautiously optimistic in our outlook given the varying market conditions in different regions.
For the full year, revenue grew by 12% versus the previous year, demonstrating that despite quarterly fluctuations, our growth trajectory remains intact.
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total cost of ownership remains a key driver of BEV adoption. While regional market dynamics may fluctuate, the long-term electrification trend is clear and sustained.
Winning with customers remains at the center of Kempower’s growth strategy. We acquired 71 new customers in 2025. During the year, we strengthened our install base in Europe with deployments such as the first Kempower Mega Satellite installations in France, Sweden, Norway, Denmark and the UK. In North America, we won major new customers, including one of the biggest global technology companies and Blink Charging, a US-wide CPO. These wins illustrate Kempower’s ability to win with key customers in our target segments across different geographies.
Kempower’s technology roadmap continued to advance, across public charging, truck and fleet segments. We are demonstrating leadership in Megawatt Charging Systems (MCS) with growing installations in the Nordic countries, like Circle K in Sweden for long-haul electric trucks. Additionally, Kempower’s MORE Plugs offering progressed from launch into pilot deployments. The solution enables dynamic power distribution across up to 12 charging points both in public charging and fleet and has been successfully deployed, providing operators with increased flexibility and optimized energy utilization.
Underlying demand drivers for DC fast charging infrastructure remain robust, despite varying market conditions across regions. In Europe, battery-electric vehicle (BEV) registrations grew strongly, increasing 30% for the full year. New legislation such as the new EU Grids Package is set to significantly fast-track EV infrastructure growth – meaning shorter lead times
from permit to power. In North America, the market evolved more unevenly: new BEV registrations declined 2% for the full year, reflecting shifts in federal incentives for EVs. However, National Electric Vehicle Infrastructure (NEVI) rules were streamlined to enable states to push projects forward, and the U.S. public fast charging installations grew 39% versus last year. Across markets,
Operational excellence is core to Kempower’s execution. During the second half, we launched a comprehensive product cost-reduction program aimed at driving our cost competitiveness and defending our gross margins. This is a broad-based
effort to drive cost efficiencies across supply chain, product design, and assembly operations, and we expect to see material results already in 2026.
In Q4, we were proud to achieve the EcoVadis Gold sustainability rating, placing Kempower among the top five percent of 130,000+ companies assessed globally. We also successfully renewed our ISO 27001 certification, confirming our continued focus on cybersecurity and data protection. These milestones reinforce our commitment to responsible growth and strengthen our position as a trusted partner for our customers in the rapidly expanding EV charging market.
Ultimately, Kempower’s accomplishments and progress are driven by the dedication and commitment of our teams and people. As I have interacted and worked with our teams across the world over the last seven months, I have been energized by the resilience, creativity, and the genuine passion for our mission that Kempowerians bring every day. I want to personally thank everyone at Kempower for their efforts and contributions throughout the year.
We enter 2026 with rising momentum, clear strategic priorities, and a sharpened focus on disciplined execution. Our record order intake demonstrates the trust customers are placing in Kempower. Together, we are well positioned for the next phase of growth, and contributing meaningfully to the transition towards a cleaner future.
Bhasker Kaushal
President and CEO
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Revenue growth 12%
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Employees 825
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Gross profit margin 47.6%
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Countries +60
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Revenue, MEUR Revenue by region
7%
283.6
251.3 12% 32%
223.7
103.6 49%
27.4
Nordics
Europe outside Nordics
North America
2021 2022 2023 2024 2025
APAC & MEA
Order intake, MEUR Order intake by region
6%
23%
21%
303.5
275.3
218.3
208.9
50%
37.4
Nordics Europe outside Nordics**
North America APAC & MEA
2021 2022 2023 2024 2025
Nordics include Finland, Sweden, Norway, Denmark, and Iceland.
Previously named Rest of Europe
Asia Pacific & Middle East and Africa. Previously named Rest
of the world.
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Nordics include Finland, Sweden, Norway, Denmark, and Iceland. Previously named Rest of Europe **Asia Pacific & Middle East and Africa. Previously named Rest of the world.
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Segments and offering
All our business segments contribute to cleaner, more efficient transport and energy use across a broad range of industries and sectors.
Public charging
Our main focus is on public charging, a segment that covers all charging away from home or base of operations. While private cars lead growth, vans and trucks will also increasingly use public charging as transport electrification expands.
Commercial fleets
We see sound growth potential in commercial truck fleets as they transition to electric. While Europe is developing strongly, North America is projected to see even higher demand. Our solutions are engineered to meet the requirements of electric trucks, vans, and buses.
Off-highway vehicles
We deliver robust charging solutions for construction, mining, seaports, airports, and agricultural machinery, enabling industries to cut emissions and boost energy efficiency – even in challenging environments.
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Scalable solutions
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Distributed systems
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Kempower Satellite Chargers + Power Units
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Kempower Station Chargers
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Kempower Megawatt Charging Systems (MCS)
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Kempower Liquid-Cooled Satellites
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Rugged Control Units for harsh environments
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Modular and scalable charging technology
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Flexible layouts for industrial yards
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ChargEye for monitoring, optimization, and fleet load management
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Case
DP World installs 12 Kempower megawatt charging systems (MCS), advancing port electrification at London Gateway
The MCS chargers are part of an 11.2 MW charging site for altogether 20 Kalmar electric straddle carriers.
DP World has successfully installed a total of 12 MCS chargers for 12 new Kalmar electric straddle carriers at its London Gateway port, marking a significant advancement in the electrification of its port operations. This installation is the latest step in the collaboration where DP World, Kalmar, and Kempower deployed Europe’s first 500A continuous CCS2 charging system for eight electric Kalmar straddle carriers at London Gateway in 2024.
A central element of the port’s second phase of electrification, this initiative increases the total charging power capacity on site to 11.2 MW. The first phase, which introduced electrification to the port, laid the groundwork for this transformative upgrade. It serves as an important reference in the journey toward greater environmental responsibility and operational efficiency within port operations.
Transitioning to megawatt charging significantly reduces charging downtime, accelerating emission reductions and sustainable material handling and logistics at ports.
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Case
ETSB leads the charge in school bus electrification
Currently, 39% of the Eastern Townships School Board’s bus fleet is electrified, targeting 65% by 2030.
In partnership with the Eastern Townships School Board (ETSB) and Bornes Quebec, Kempower launched a state-of-the-art EV charging system for school buses in Quebec, Canada.
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14 fast chargers support 30 electric buses in a scalable system that allows dynamic power sharing.
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An innovative fleet identification feature enables the site to double as a public charging station during school breaks.
The project demonstrates Kempower’s versatility across diverse e-mobility sectors and highlights its commitment to providing reliable, user-friendly charging solutions in North America.
- Kempower’s cloud-based ChargEye management software enables precise control and reporting for carbon credits.
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Case
Kempower supports ASKO’s transition to carbon neutral transport
To help ASKO, Norway’s largest grocery retailer and logistics company, achieve its ambition of fossil-free transport, Kempower delivered dependable and scalable charging solutions for its expanding fleet of electric trucks.
Kempower provided ASKO with a distributed charging system, allowing the retailer’s trucks to charge at speeds up to 1.2 MW. This system enables dynamic charging between two MCS and four high-power Kempower Mega Satellites CCS2. With this setup, drivers can fully charge truck batteries during their statutory 45-minute rest periods. The facility in Vestby is the first of its kind in Norway.
The modular design of Kempower’s charging system gives ASKO the flexibility to power several vehicles efficiently, even in challenging Nordic climates.
An intuitive interface and real-time monitoring tools make it easy to manage energy use and maintain transparency.
Through Kempower’s solution, ASKO has increased operational uptime and reduced charging waiting times. This advancement supports ASKO’s sustainability objectives and enables reliable daily operations, while also preparing the company for future investments in electric vehicles.
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Performance highlights
Growth 71 acquired in 2025 strategy
Number of new customers acquired in 2025
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Winning with customers is the heart of our growth strategy. We aim to expand our market share by attracting new clients and securing strategic accounts. Above all, we prioritize building lasting relationships and supporting our customers as their needs evolve.
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99%
The uptime of Kempower's chargers Read more
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Megatrends and Kempower’s target market
In 2025, the DC fast-,,,charging market grew strongly. Public charge point operators (CPOs) focused on improving profitability, while fleets focused on cost efficiency.
Kempower strengthened its position in fleet charging with its Megawatt Charging System (MCS) as market needs evolved.
Megatrends
Energy efficiency
Energy demand is rising as a result of growing electrification, further propelled by the electrification of fleets. The key challenge is to ensure grid capacity without exceeding infrastructure limits. This requires energy efficient charging solutions to enable the best Total Cost of Ownership (TCO).
Fleet electrification
As businesses reduce emissions and fuel costs, fleet electrification is reshaping routes, energy planning, and uptime. Cost parity to combustion vehicles is improving, leading operators to shift to smarter, cleaner mobility.
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Our approach
Kempower distributed fast charging systems, equipped with ChargEye charging management software, optimize charging and energy consumption with the available grid. Our approach enhances electrification by delivering the best chargers to enable energy efficient transformation.
We set industry benchmarks such as enabling the first public MCS charging session in Sweden and powering new applications like Posti’s heavy-duty e-truck deliveries in Finland.
Digitalization
Digitalization is transforming EV charging by boosting reliability, enabling smart load management, improving service through real-time data, and helping operators scale faster while reducing costs.
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We use digital tools like our ChargEye software for smart charging control, remote monitoring and data-driven optimization, helping charging networks run reliably, efficiently, and at scale.
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Kempower’s market focus
Market outlook: Europe and North America
01 Fast charging market
The market for fast charging in our core regions is experiencing rapid growth, particularly in North America and Europe. In North America, public funding is accelerating BEV adoption, but favorable economics and total cost of ownership remain the primary drivers of the broader EV transition. We are continuing to expand in Europe, sustaining a strong foothold in the Nordics and increasing our market share in Southern Europe while enhancing our offerings in Central Europe.
02 Competitive landscape
The competitive landscape is evolving as Chinese manufacturers increase their presence, new players enter the market, and established companies strengthen their offerings. Kempower’s success is built on offering complete charging solutions. In response to the market, we are deepening our focus on integrated solutions that combine hardware, software, connectivity, and advanced services. This approach helps us differentiate and maintain a strong competitive position in both North America and Europe.
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We’re enhancing our offering in Central Europe to capture a larger market share.
In North America, public funding supports adoption, but the lower total co ~~st of~~ ownership compared with combustion vehicles remains the main driver.
Kempower is growing across Europe, maintaining leadership in the Nordics, and gaining ground in Southern Europe.
New public fast charging installations
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New BEV registrations New public fast
(Passenger cars, million units) charging installations
+14%
+17% 122,338
107,211
3.86 27,090
3.29 19,428
1.28
1.30
87,783 95,248
2.59
1.99
2024 2025 2024 2025
Europe North America Europe North America
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Europe North America
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Case
NYC’s fastest EV charging hub supports a sustainable rideshare transformation
As New York City targets a zero-emission rideshare fleet by 2030, Revel’s Pier 36 charging hub on the East River delivers fast and accessible EV access.
At the launch of the state-of-the-art DC fast charging hub at Pier 36, Lower Manhattan, NYC, Kempower and Revel marked a significant milestone in sustainable urban mobility. The ribbon-cutting ceremony, held on September 25, 2024, celebrated Revel’s first deployment of Kempower chargers, offering the highest charging speeds and reliability.
“Hundreds of thousands of rideshare and taxi trips go in and out of Manhattan every day. With our new Pier 36 Charging Station, Revel is bringing the fastest charging on the market directly to those drivers so they can access EVs easier — saving them money and saving us
all from breathing in more needless car pollution,” said Frank Reig, Revel’s Co-Founder & CEO .
Revel’s Pier 36 Charging Station incorporates climate-resilient design, with electrical equipment built above the flood plain. Conveniently located off FDR Drive, it features 10 Kempower Satellite chargers: Five CCS1 at 320kW max and five NACS at 280kW max.
The hub operates 24/7 and serves over 100,000 rideshare drivers electrifying under the Green Rides Initiative.
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Case
Kempower powers leading U.S. commercial truck charging hub
Located near key freight corridors, the new hub in San Bernardino, California, will play a strategic role in enabling efficient logistics for regional operators.
Kempower is supplying advanced DC fast chargers and its first Megawatt Charging System (MCS) dispensers in North America to EV Realty’s new 76-stall truck fleet charging hub. The site in San Bernardino, California, is set to be the largest grid-connected charging site in the US. It will power over 200 Class 8 trucks per day.
A major milestone in accelerating electrification for commercial truck fleets, the project addresses critical barriers in fleet electrification, particularly the need for reliable, low-cost grid power. Situated near the San Bernardino Intermodal Facility and key freight corridors, EV Realty’s new hub will serve as a key charging gateway for regional and short-haul logistics operators.
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Strategy in brief Driving electric mobility forward
We envision a future where society thrives on fully electric transportation, creating a cleaner and more sustainable world. Our goal is to build an electric vehicle charging infrastructure that is both extensive and reliable, making electric vehicles the standard mode of transport for everyone.
Our pioneering technology makes Kempower an industry leader, and we are well positioned to capture both markets with our production facilities located in Lahti, Finland, and in North Carolina, USA.
Kempower is ready to meet the demands of a fast-growing market
The electrification of transport is accelerating. We project that by 2030, the European and North American DC fast-charging market will expand to approximately EUR 14 billion to support the growing number of battery electric vehicles. In Europe and North America, the number of DC fast-charging points is expected to grow to 2.7 million units from 0.4 million in 2025.
Our priorities
Kempower is accelerating growth through relentless execution and bold investments in innovation. Our strategy is anchored in six priorities that define how we lead:
Differentiated technology
Operational Winning excellence with customers
Winning team Financial & culture discipline
Sustainability impact
By focusing on execution and investing in capabilities and innovation, we ensure our solutions meet diverse customer needs worldwide and position Kempower as a leader in the rapidly evolving EV charging market.
These pillars guide every decision we make and enable Kempower to capture market share, deliver sustainable growth, and shape the future of electric mobility.
We are shaping the next phase of our strategy to accelerate long-term value creation and plan to share our updated strategy at our Capital Markets Day in Q2 2026.
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Differentiated technology through innovations
Kempower MORE maximizes efficiency and ROI
Enabling the integration of up to 12 charging plugs with a 600 or 1,200 kW Power Unit, Kempower MORE is an optimal solution for large charge point operators (CPOs) and fleet depots. This scalable technology translates into more cost savings, more energy delivered, more revenue, and faster ROI on public charging sites.
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Advantages:
- 1.2 MW power
Industry’s highest power and plugs
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Up to 12 charging satellites
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Ideal for large CPOs and fleets
ChargEye offers universal compatibility for intelligent operations
Trusted across public charging, fleet depots, and retail environments globally, ChargEye is a charging management software that’s designed to integrate seamlessly into your existing operations. It offers universal compatibility with EV chargers and helps drive businesses forward by reducing costs and boosting efficiency.
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Advantages:
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Monitoring and predictive maintenance
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Advanced energy management
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Depot scheduling and charging optimization
Kempower ranked as No.1 in DC fast charging systems
Our modular and scalable charging system and world-class EV charging management software are designed by EV drivers for EV drivers, enabling the best user experience for our customers around the world.
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Advantages:
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Highest uptime
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Superior reliability
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Excellent charge success rate
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Best user satisfaction
Source: Monta is an independent charging platform provider
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Operational excellence
Quality improvement
We continued investing in production and product testing capabilities, purchasing additional equipment to optimize quality throughout the design and manufacturing stages. In April, we launched the More Plugs, More Power concept, enabling users to connect 1.2 MW of power, and up to 12 charging points.
Service partner excellence
Kempower collaborates with more than 100 trusted partners in over 45 countries who extend our reach into new regions. They manage customer relationships and ensure our solutions are installed, supported, and optimized to meet local needs and customers’ high standards.
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In 2025, we enhanced our efficiency, reliability, and scalability.
Delivery performance
We achieved a 98% on-time delivery performance rate, and shortened our spare parts delivery time from seven to less than three days. Our new logistics hub in Survilliers, France, enables critical components to ship across mainland Europe within two working days.
Productivity and cost discipline
We boosted productivity and reduced material costs in 2025 by streamlining our regional sourcing and distribution processes, underscoring the advantages of operational efficiency. Innovations in AI and digitalization are also helping us further improve our business.
Continuous improvement
As a relatively new manufacturing company, we continue to benefit from implementing lean methodologies to streamline processes. Leveraging artificial intelligence also enables us to reduce manual tasks while improving decision making.
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Winning with customers
At Kempower, “Winning with customers” is at the heart of our growth strategy. Our success is built on helping our clients succeed in their own markets, delivering differentiated solutions that create value, and strengthening their competitive edge.
Full lifecycle solutions with differentiated technology
Our approach centers on expanding our lifecycle offering by seamlessly integrating modular and scalable charging hardware with world-class software. This combination ensures the best possible user experience.
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Our approach
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Modular Power Unit enables 99% uptime.
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Distributed Satellite System requires 50% less real estate.
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Scalable Charging Hub with a flexible layout results in 30% higher utilization.
Case
DP World advanced the electrification of London Gateway port by installing 12 Kempower megawatt charging systems, boosting charging capacity to 11.2 MW for 20 Kalmar electric straddle carriers. Lowering downtime and emissions, the initiative also boosts environmental responsibility and efficiency at the port.
Learn more about the case on p. 14 of this report.
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Strategic, long-term customer relationships
We strive to earn the trust of our clients who rely on Kempower’s solutions, along with our extensive network of sales and service partners. By deeply understanding both the market and our customers, we deliver user-friendly DC fast-charging experiences that set us apart.
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Our approach
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Earning the trust of leading global operators who are driving electrification across segments and regions.
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Entered the U.S market with a strong start and attractive share gain opportunity to deliver above-market growth rates.
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Demonstrated ability to scale with long standing -
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customers, delivering hundreds of high power charging points that support reliable, day-to-day fleet operations across multiple regions.
Case
Kempower expands in the U.S. by partnering with PowerUp America, strengthening its role in delivering reliable and uniquely designed charging solutions while supporting domestic job creation and local economic growth.
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Tailored solutions help customers win
We work closely with our customers, using their data and feedback to drive meaningful innovation. By listening to our clients and understanding their needs, we ensure that every solution we develop directly addresses real-world challenges and delivers tangible value. Our teams and our expanding network of partners always put the customer at the center of everything we do.
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Our approach
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8% of revenue dedicated to R&D.
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Building innovation ecosystems through multi-year research projects and university partnerships.
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71 new customers in 2025, reflecting strong co-creation and rapid adoption of our solutions.
Case
Kempower has been selected as one of Kalmar’s strategic partners for developing a comprehensive new range of DC fast charging solutions for material handling and logistics, focusing on the port segment. This role enables us to leverage shared customer insights to deliver tailored, high performance and user-friendly systems for the global port sector.
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Case
Kempower and Revel launch DC fast charging stations on two U.S. coasts
The installations at Revel charging hubs in New York’s JFK Airport and San Francisco’s Mission District in March marked a big step for EV infrastructure in the U.S.
At JFK, 24 new Kempower DC fast chargers nearly doubled the airport’s EV charging capacity, easing wait times and boosting convenience for travelers and drivers. JFK now has a total of 46 EV fast charging points. In San Francisco, 12 dynamic DC chargers support rapid, user-friendly charging in a busy urban setting. Revel’s new charging station can utilize Kempower’s dynamic charging technology to charge at speeds as high as 320 kW.
The partnership with Revel highlights Kempower’s commitment to reliable, accessible charging and its role in driving the transition to sustainable urban mobility. Revel is the leading provider of public EV fast charging in New York City and runs the only all-electric rideshare platform in the U.S.
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Case
Kempower and Revel launch DC fast charging stations on two U.S. coasts
Rolf Stutz AG, a Swiss public transport operator with a rich heritage, partnered with Kempower and BIBUS AG to future-proof its electric bus depot with advanced DC charging infrastructure.
Facing the challenge of limited space at the depot in Zurich, the project team installed Kempower’s modular DC charging system, distributing 1.1 MW of charging power across twelve compact DC charging points. This solution ensures seamless daily operations thanks to space-saving overhead installations and easy-to-use cable management.
Integration of Kempower’s ChargEye software empowers onsite staff with real-time system monitoring and rapid diagnostics, allowing proactive issue resolution-maximizing uptime and operational efficiency. The flexible, high-capacity system is designed to grow alongside Rolf Stutz AG’s evolving fleet, providing a scalable and reliable foundation for sustainable public transport.
About 34% of Switzerland’s CO emissions come 2 from transport, according to the Swiss Federal Office for the Environment (2023)
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Value creation
Inputs
Operations & resources
-
Four manufacturing units in two countries
-
66.7% renewable electricity and 40.5% renewable heating used in Kempower’s operations globally
-
~3,700t of materials used in the form of metals, plastics, circuit boards and electronic components
Our people & partners
-
Nearly 825 highly qualified professionals from 45 nationalities
-
Over 200 suppliers across more than 20 countries
We deliver MORE
We go beyond expectations and redefine EV charging. We build trust through reliability, create measurable business impact, and power the shift toward a sustainable future.
Outputs
Solutions & performance
-
2,128.8 MWh /day charging power to customers
-
Charging solutions delivered to all continents and over 60 countries
-
Total GHG emissions in 2025: 1,041.4 tCO2eq Scope 2 and 50,541.3 tCO2eq Scope 3
Reliability & wellbeing
-
Maintained strong customer partnerships, resulting in an NPS score of 47
-
• Workplace safety: LTIF 1.5
-
Work satisfaction score (eNPS) of 17.8
Value created
Environment
-
Enabling the electrification of transportation and reducing its GHG emissions
-
99% recyclability rate of Kempower’s EV fast chargers
-
Ambitious climate targets to reduce absolute Scope 2 emissions by 42% and Scope 3 economic-intensity emissions by 51.6% by 2030
Customers, users & employees
-
Reliable, efficient and easy-to-use lifecycle services for customers
-
Accessible, safe and user-friendly fast charging devices for users
-
Safe and engaging workplace with equal opportunities and appreciation for all team members
Innovation & integrity
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Approximately 8 % of revenue dedicated to research and development
-
Code of Conduct and Anti-Corruption policies and gift-reporting procedures in place for all employees
Partnerships & impact
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First university partnership in North America with the Future Renewable Electric Energy Delivery and Management (FREEDM) Systems Center
-
Kempower activities are 100% EU Taxonomy-eligible and -aligned
-
Zero reported cases, convictions, or fines on corruption and bribery
Sustainable growth
-
Creation of innovation ecosystems through multi-year research projects and university partnerships
-
Revenue growth of 12%, while electricity charged through Kempower´s chargers increased to 776,400 MWh in 2025
-
Ranked 8th on the Financial Times’ FT1000 list for 2025, among Europe’s one thousand fastest growing companies
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EcoVadis Gold medal for sustainability work
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Case
4,000 connectors and counting: Kempower forges ahead on the UK’s road to net zero
About one in every ten DC public charging connectors in the UK has been deployed by Kempower.
Since 2022, Kempower has supplied over 4,000 connectors to more than 1,200 charging stations at over 800 locations nationwide, delivering an impressive 260,000 kW of installed power.
-
Kempower supplies nearly 3,000 of the UK's 30,000 DC public charging connectors.
-
Kempower chargers have powered 3 million charging sessions, delivering 120 MWh to EV drivers and fleets.
-
Key projects include Sainsbury’s in-house charging network and electric bus charging for public transport operators.
Most recently, Kempower worked with the new UK charge point operator EVCP solutions to install Kempower’s 4,000th charger at Kew Retail Park in Southport, marking the beginning of the Charge & Go! public charging network rollout in regional and rural areas.
By working closely with charging operators, Kempower has helped develop accessible charging hubs that meet the rising demand for electric mobility, advancing the UK’s transition to zero emissions transport.
- Recent projects include fast charging for DP World London Gateway’s straddle carrier electrification together with Kalmar.
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Investing in Kempower
Backing the growth of global EV infrastructure
Differentiated technology leadership
With 8 % of revenue devoted to R&D, Kempower is
continuously striving to lead the industry.
Kempower is a leading DC fast-charging solutions provider and a pioneer in DC charging technology. We offer flexible, scalable and reliable solutions with an uptime of over 99 %. Our ChargEye software empowers operators with real-time automation for optimizing energy use and streamlining fleet management, ensuring maximum efficiency and seamless operations. In 2025, we launched a new 1,200 KW Power Unit for up to 12 Satellites, and we completed the world’s first public MCS truck charging sessions with Kempower Megawatt Charging System in Sweden.
Global customer growth
In 2025, two-thirds of our sales came from beyond
Kempower’s Nordic home market, marking a new
record. Customers are at the heart of Kempower’s focus on growth. By combining our technology with a comprehensive range of services – including field support, remote monitoring, and ChargEye management software – we provide an attractive all-in-one solution that continues to draw in new global customers. North America was our fastestgrowing market, and 2025 was the second full year of operations for our North Carolina factory, which led to a significant increase in orders from the US.
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Manufacturing and delivery excellence
Our order-to-delivery adherence is 98%, and we rigorously test our products to meet our own and our clients’ high standards. At Kempower we strive to excel. We have two production sites, in Lahti, Finland, and in North Carolina, U.S., with regional supply chains and dual sourcing principles. Our highly automated factories have the capacity to triple production to meet growing demand. In 2025, we opened a spare parts hub in France, enabling deliveries for critical components in mainland Europe within two working days. We take safety seriously, and in 2025 we reduced our lost time injury frequency from 3.8 to 1.5—more than a 50% improvement from the previous year.
Winning team and culture
Kempower has experienced growth of 12%
compared to the previous year. We maintain a dynamic, growth-oriented culture led by experienced leaders dedicated to placing top talent in essential roles. In 2025, Bhasker Kaushal became Kempower's CEO and has quickly shown strength in developing high-performing teams. Our mission is to advance electric mobility by charging our planet for the better, working closely with customers. We drive our culture forward with integrity and courage, making a positive impact together.
Financial discipline
Focusing on disciplined financial growth will enable us to achieve our targets of EUR 750 million in revenue and an operating EBIT margin of 10-15%
by 2028. Kempower is continuing to invest in growth and in future. This means investments in research and development and investments to better serve our customers in key growth markets in North America and in Europe. Already having the capacity to triple production, Kempower can set its focus on profitable growth. Our operating cash flow was positive in 2025. The EUR 10 million cost saving measures started in H2 2024 were also fully executed.
Sustainability impact
Kempower contributes to the decarbonization of mobility by enabling electric transportation, as
every charged kilowatt-hour represents a transition away from emissions caused by internal combustion engine vehicles. Our business contributes substantially to the EU's climate targets, with activities that are 100% aligned with the EU Taxonomy. Additionally, 2025 was the fourth consecutive year we attained Nasdaq Green Equity Designation. We aim to be the sustainability leader in the DC charging sector by fulfilling ambitious climate goals in line with the Science Based Targets initiative’s (SBTi) methodology and by ensuring that our products are highly recyclable, even up to 99% in lifetime recyclability rate.
Revenue, MEUR
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283.6
251.3
223.7
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103.6
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27.4
3.3
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2020 2021 2022 2023 2024 2025
Revenue by region
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7%
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12%
32%
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49%
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Nordics Europe outside Nordics North America APAC & MEA**
Nordics include Finland, Sweden, Norway, Denmark, and Iceland. Previously named Rest of Europe. **Asia Pacific & Middle East and Africa. Previously named Rest of the world.
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02 Board of Directors’ report
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Board of Directors’ report
02
Contents
Report of the Board of 35
Directors 2025 ................................
Sustainability statement ........... 49
General disclosures ................................. 50 ESRS 2 General disclosures............... 51 Environmental information ................... 66 EU Taxonomy......................................... 67 ESRS E1 Climate change..................... 75 ESRS E5 Resource use 86
and circular economy .......................
Social information .................................... 96 ESRS S1 Own workforce....................... 97 ESRS S2 Workers in 108
the value chain ....................................
ESRS S4 Consumers 113
and end-users......................................
- Governance information ....................... 118
ESRS G1 Business conduct ................. 119
- ESRS Content Index................................... 122
Corporate governance 130 statement ........................................
Social information .................................... 96
ESRS S1 Own workforce....................... 97
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Report of the Board of Directors 2025
Highlights
Year 2025 highlights (comparison figures in parenthesis year 2024):
-
Order intake increased by 39% to EUR 303.5 million (EUR 218.3 million)
-
Revenue increased by 12% to EUR 251.3 million (EUR 223.7 million), excluding foreign exchange impact the increase was 14%
-
Gross profit margin was 47.6% (48.7%)
-
Operative EBIT increased to EUR -12.4 million (EUR -26.4 million), -4.9% of revenue (-11.8%)
-
Cash flow from operating activities was EUR 3.4 million (EUR -23.4 million)
-
Amount of energy charged through Kempower chargers increased by 96% to 776,410 MWh (396,710)
Key figures
| MEUR | 2025 | 2024 | 2023 | |
|---|---|---|---|---|
| Order backlog | 141.3 | 95.0 |
110.6 | |
| Order intake | 303.5 | 218.3 |
275.3 | |
| Revenue Revenuegrowth, % |
251.3 12% |
223.7 -21% |
283.6 174% |
|
| Grossprofit | 119.6 | 109.0 |
147.7 | |
| Grossprofit margin, % | 47.6% | 48.7% |
52.1% | |
| Operating profit/loss(EBIT) | -14.3 | -28.8 |
40.6 | |
| EBIT margin, % | -5.7% | -12.9% |
14.3% | |
| Operative EBIT | -12.4 | -26.4 |
40.7 | |
| Operative EBIT margin, % | -4.9% | -11.8% |
14.3% | |
| Profit/loss for theperiod | -12.4 | -23.2 |
33.7 | |
| Equityratio, % | 41.6% | 49.3% |
58.3% | |
| Cash flow from operatingactivities | 3.4 | -23.4 |
39.7 | |
| Investments | 8.2 | 18.8 |
9.6 | |
| Net debt | -19.2 | -23.8 |
-74.6 | |
| Net cash | 43.0 | 53.1 |
99.8 | |
| Items affectingcomparability | 1.9 | 2.4 |
0.1 | |
| Earningsper share, basic, EUR | -0.22 | -0.42 |
0.61 | |
| Earningsper share, diluted, EUR | -0.22 | -0.42 |
0.61 | |
| Headcount end ofperiod | 825 | 786 |
737 |
Outlook for 2026
Kempower expects:
-
2026 revenue is expected to grow between 10%–30% compared to year 2025, assuming no major impact from foreign currency exchange rates (revenue 2025: EUR 251.3 million).
-
2026 operative EBIT is expected to improve significantly compared to year 2025 (operative EBIT 2025: EUR -12.4 million).
We’re actively monitoring the market, and overall, we’re cautiously optimistic given the varying market conditions in different regions.
In Europe, some long-standing customers are gradually increasing their investments, with the exception of the Nordics, where activity remains moderate following the high investment levels of recent years. In North America, our outlook is positive given our strengthening market share and competitiveness.
Kempower continues to invest selectively in areas aligned with our strategic priorities – technology, sales, and services. These initiatives enable Kempower’s stronger market position in the long-term but weigh on profitability in the short-term.
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Financial targets
-
Growth: revenue of EUR 750 million in the medium term (years 2026–2028)
-
Profitability: operative EBIT margin of 10 percent to 15 percent reached in the medium term (years 2026–2028) and operative EBIT margin of at least 15 percent in the long term
-
Dividends: No dividends in the short term
The company will update its strategy and related financial targets at the Capital Markets Day, which will be held in Q2 2026.
Financial reporting and geographical regions
Kempower’s product portfolio covers DC charging solutions and services. The entire product and service portfolio is reported under a single segment.
Kempower reports order intake and revenue according to the geographical regions below. The naming of the regions has been changed in 2025, but the countries included in each region have remained the same as in previous reporting periods.
-
Nordics
-
Europe outside Nordics (Previously named Rest of Europe)
Order intake
Kempower’s order intake in 2025 was EUR 303.5 million (EUR 218.3 million). The order intake decreased in the Nordics by 17 percent primarily reflecting reduced investment activity among existing customers as expected. Order intake in Europe outside Nordics increased by 58 percent driven by strong growth in several key markets, including the Netherlands, Italy, France, Poland, Spain, Slovakia, and the DACH region. In North America, order intake grew by 137 percent while APAC & MEA reported growth of 45 percent.
Order intake by geographical regions
| MEUR | 2025 | 2024 | Change | Change % |
|---|---|---|---|---|
| Nordics* | 68.1 | 82.0 |
-13.9 |
-17% |
| Europe outside Nordics** | 152.2 | 96.1 |
56.1 |
58% |
| North America | 64.0 | 27.0 |
37.0 |
137% |
| APAC & MEA*** | 19.2 | 13.2 |
6.0 |
45% |
| Total | 303.5 | 218.3 |
85.2 |
39% |
-
*Nordics include Finland, Sweden, Norway, Denmark, and Iceland.
-
**Previously named Rest of Europe.
-
***Asia Pacific & Middle East and Africa. Previously named Rest of the world.
Order intake 2025
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6%
23%
21%
50%
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Order intake 2024
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6 %
12 %
38 %
44 %
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Nordics
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Europe outside Nordics North America APAC & MEA
Nordics Europe outside Nordics North America APAC & MEA
-
North America
-
APAC & MEA (Asia Pacific & Middle East and Africa. Previously named Rest of the World)
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Revenue
Kempower reports revenue according to geographical regions below:
-
Nordics
-
Europe outside Nordics
-
North America
-
APAC & MEA
Revenue by geographical regions
| MEUR | 2025 | 2024 | Change | Change % |
|---|---|---|---|---|
| Nordics* | 78.9 | 97.9 |
-19.0 | -19 % |
| Europe outside Nordics** | 123.9 | 94.8 |
29.1 | 31 % |
| North America | 31.0 | 20.8 |
10.2 | 49 % |
| APAC & MEA*** | 17.6 | 10.3 |
7.3 | 71 % |
| Total | 251.3 | 223.7 |
27.6 | 12 % |
-
*Nordics include Finland, Sweden, Norway, Denmark, and Iceland.
-
**Previously named Rest of Europe.
-
***Asia Pacific & Middle East and Africa. Previously named Rest of the world.
Kempower’s revenue mainly consists of deliveries of electric vehicle chargers and charging stations the company manufactures and charger maintenance services. Kempower also provides its customers with the ChargEye SaaS service, a cloud-based charging equipment management system. Kempower’s customers are mainly public charging operators, commercial vehicle fleet operators, vehicle and equipment manufacturers and distributor and installer partners.
Revenue 2025
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12%
32%
49%
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Nordics
Europe outside Nordics
North America
APAC & MEA
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Revenue 2024
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5%
9%
Nordics
44%
Europe outside Nordics
North America
APAC & MEA
42%
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Kempower’s revenue in 2025 was EUR 251.3 million (EUR 223.7 million). Revenue increased by 12 percent compared to previous year. Revenue excluding foreign exchange impact increased by 14 percent compared to previous year. Revenue growth was primarily driven by successful new customer acquisition.
Kempower’s charging solutions have been delivered to some 60 countries globally. In 2025, Nordics accounted for 32 (44) percent and Europe outside Nordics 49 (42) percent of Kempower’s revenue. North America accounted for 12 (9) and APAC & MEA 7 (5) percent of Kempower’s revenue.
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Profitability
Kempower’s gross profit margin in 2025 decreased to 47.6% (48.7%) primarily due to sales price erosion, including some geographic and product mix effects, as well as temporary operational inefficiencies.
Kempower’s operating profit/loss (EBIT) in 2025 increased by EUR 14.5 million to EUR -14.3 million (EUR -28.8 million). Kempower’s operative EBIT for 2025 increased by EUR 14.0 million to EUR -12.4 million (EUR -26.4 million). The result improvement was driven by revenue growth and lower fixed cost base. During 2025 warranty and preventative repair costs outside of warranty obligations increased by EUR 0.5 million to EUR 18.0 million (EUR 17.5 million).
Items affecting comparability in 2025 amounted to EUR 1.9 million (EUR 2.4 million), of which EUR 1.2 million related to the change of CEO, EUR 0.5 million to other strategic initiatives and EUR 0.2 million to restructuring.
Kempower’s other operating income in 2025 amounted to EUR 3.4 million (EUR 3.1 million) and mainly comprised governmental grants.
Kempower’s net financial items in 2025 amounted to EUR -0.7 million (EUR 0.6 million).
Kempower’s income tax in 2025 amounted to EUR 2.6 million (EUR 5.0 million).
Items affecting comparability
| Items affecting comparability | ||
|---|---|---|
| MEUR | 2025 | 2024 |
| Expenses related to listing on the official list of Nasdaq Helsinki presented in other operating expenses |
0.7 | |
| Expenses related to establishing operations in the United States presented in other operating expenses |
0.3 | |
| Expenses related to other strategic initiatives presented in other operating expenses |
0.5 | 0.2 |
| Expenses related to restructuring presented mainly in employee benefits |
0.2 | 1.2 |
| Expenses related to CEO change presented in employee benefits and other operating expenses |
1.2 | |
| Total | 1.9 | 2.4 |
Research and development
Kempower’s research and development expenses including employee benefits amounted to EUR 18.9 million (EUR 21.1 million), equivalent of 8% (9%) of revenue in 2025.
2025 marked the end of a year of strong execution and technological progress. Kempower’s MORE Plugs feature progressed from launch into pilot deployment. The solution enables dynamic power distribution across up to 12 charging point while providing optimized energy utilization, and the ability to expand capacity without major grid upgrades.
In parallel, Megawatt Charging Systems (MCS) moved from validation into scaled real-world use, with more than 350 successful MCS charging sessions completed across several locations. This demonstrated not only technical readiness but also reliability in demanding operational environments, creating a solid foundation for MCS expansion in 2026.
Cash flow, financing and balance sheet
Kempower’s cash flow from operating activities amounted to EUR 3.4 million (EUR -23.4 million) in 2025. The increased cash flow from operating activities was mainly driven by increased profitability.
Kempower’s cash flow from investing activities in 2025 amounted to EUR -8.1 million (EUR 5.8 million) and mainly consisted of investments in intangible assets and property, plant and equipment. In the comparison year cash flow from investing activities also included sales of investments with positive cash flow effect.
Kempower’s cash and cash equivalents at the end of the reporting period amounted to EUR 3.9 million (EUR 16.2 million). Other financial assets included money market and other fixed income investments amounting to EUR 51.0 million (EUR 49.2 million) at the end of the reporting period.
Kempower has credit facilities totaling EUR 80.0 million, of which EUR 8.6 million were in use at the end of the reporting period. Of the total credit facilities, EUR 25.0 million are short term credit facilities, and EUR 55.0 million are long-term credit facilities (RCF).
Kempower has two committed green revolving credit facilities. The revolving credit facility has a maturity of two years and it includes two one-year extension options. The second facility, amounting to EUR 30 million, was signed with Danske Bank in the summer of 2024 and has a maturity of three years.
Kempower has been able to maintain a strong overall liquidity. At the end of the reporting period overall liquidity amounted to EUR 126.3 million (EUR 114.4 million) and included cash and cash equivalents, other financial assets and unused credit facilities.
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Kempower’s equity ratio at the end of the reporting period was 41.6% (49.3%). Net debt at the end of the reporting period amounted to EUR -19.2 million (EUR -23.8 million). The change in net debt compared to the end of the previous financial year was due to the decrease in cash and cash equivalents of EUR 12.3 million, the increase of other financial assets of EUR 1.8 million and the decrease of lease liabilities and loans totaling EUR 5.8 million.
Investments
Kempower’s gross investments in 2025 totaled EUR 8.2 million (EUR 18.8 million). Investments were mainly related to R&D.
Personnel
Kempower’s headcount at the end of the period was 825 (786), of whom 588 (545) were employed by the parent company and 237 (241) by the subsidiaries. Kempower’s average number of personnel converted into full-time employees amounted to 775 (764) at the end of the reporting period.
The number of permanent employees decreased by four compared to the headcount at the end of 2024. The increase in total headcount is due to temporary on-demand employees providing flexibility to production capacity.
| Headcount end of period* | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Operations, Production employees | 187 | 170 |
| Operations, Office employees | 114 | 113 |
| Markets and Innovations | 107 | 98 |
| Sales | 94 | 102 |
| Solutions and services | 111 | 116 |
| Product Development | 131 | 109 |
| Administration | 81 | 78 |
| Total | 825 | 786 |
*Classification of headcount has been changed.
| Headcount end of period by type of employment | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Permanent employees | 772 | 776 |
| Temporaryemployees | 53 | 10 |
| Total | 825 | 786 |
| Board of Directors’ and the Global Leadership teams shareholding |
Amount of Shares % of shares and votes* |
|---|---|
| 2025 2024 2025 2024 |
|
| Board of Directors | 34,949,683 34,949,683 62.9 % 62.9% |
| President and CEO | 26,145 0.0% |
| Global Leadership Team (excl. CEO) |
48,171 36,630 0.1 % 0.0% |
| Total | 34,997,854 35,012,458 63.0 % 63.0% |
*One share entitles its holder to one vote.
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Shares
Kempower’s share is listed on the Official List of Nasdaq Helsinki. Kempower’s registered share capital is EUR 80,000 and the total number of shares outstanding at the end of the reporting period was 55,404,420 (55,273,696). The average number of shares outstanding during 2025 was 55,353,835 (55,275,035).
At the end of 2025, the company held 138,500 pcs of the company’s own shares (269,224 pcs 31 December 2024).
| Share indicators | 2025 | 2024 |
|---|---|---|
| Highest price (EUR) | 19.42 | 32.48 |
| Lowest price (EUR) | 9.50 | 8.61 |
| Volume weighted average price (EUR) | 13.53 | 17.71 |
| Closing (EUR) | 15.27 | 9.68 |
| Turnover (EUR) | 295,270,223 | 418,465,594 |
| Turnover volume | 21,817,623 | 23,631,012 |
| Market capitalization at the end of the period MEUR | 846 | 535 |
| Number of registered shares | 55,542,920 | 55,542,920 |
| Number of own shares | 138,500 | 269,224 |
| Number of outstanding shares | 55,404,420 | 55,273,696 |
The change in company’s own shares in 2025 is due to the subscriptions made with stock options and payment of shares in accordance with the company’s Performance Share Plans.
The Company has one series of shares. Each share entitles its holder to one vote at the Annual General Meeting. The shares have no nominal value. Kempower’s shares are included in the book-entry system maintained by Euroclear Finland Oy. The trading code of the shares is KEMPOWER and the ISIN code is FI4000513593.
Shareholding by number of
shares held (December 31 2025)
| Number of | %of | % of shares | ||
|---|---|---|---|---|
| Number of shares | shareholders | shareholders | Shares total | and votes |
| 1–100 | 40,559 | 68.2 % | 1,442,580 | 2.6 % |
| 101–500 | 14,711 | 24.7 % | 3,471,835 | 6.3 % |
| 501–1,000 | 2,503 | 4.2 % | 1,863,584 | 3.4 % |
| 1,001–5,000 | 1,498 | 2.5 % | 3,033,582 | 5.5 % |
| 5,001–10,000 | 98 | 0.2 % | 667,749 | 1.2 % |
| 10,001–50,000 | 79 | 0.1 % | 1,576,866 | 2.8% |
| 50,001–100,000 | 5 | 0.0 % | 396,593 | 0.7 % |
| 100,001–500,000 | 12 | 0.0 % | 2,837,318 | 5.1 % |
| 500,001– | 5 | 0.0 % | 40,252,813 | 72.5 % |
| Total | 59,470 | 100 % | 55,542,920 | 100 % |
| Shareholding by sector | 2025 | 2024 |
|---|---|---|
| Corporations | 66.8 % | 68.1 % |
| Financial and insurance corporations | 7.0 % | 2.5 % |
| General Government | 6.6 % | 6.6 % |
| Households | 18.9 % | 18.3 % |
| Non-profit institutions | 0.1 % | 0.2 % |
| Non-Finnish shareholders incl. nominee registered | 0.7 % | 4.4 % |
Major shareholders
On 31 December 2025 the company had 59,470 shareholders.
Foreign ownership on 31 December 2025 was 4.9%. Excluding Kemppi Group Oy’s ownership the foreign ownership was 12.9%.
15 largest shareholders on 31 December 2025:
| Number of | % of | |
|---|---|---|
| Shareholder | shares | shares |
| Kemppi Group Oy | 34,400,000 | 61.93 % |
| Varma Mutual Pension Insurance Company | 2,303,685 | 4.15 % |
| Nordea Funds | 843,546 | 1.52 % |
| Elo Mutual Pension Insurance Company | 833,000 | 1.50 % |
| Ilmarinen Mutual Pension Insurance Company | 508,000 | 0.91 % |
| Nordea Life Assurance Finland Ltd | 406,198 | 0.73 % |
| Kempinvest Oy | 348,432 | 0.63 % |
| Oy Julius Tallberg Ab | 329,132 | 0.59 % |
| BlackRock | 316,791 | 0.57 % |
| Wipunen varainhallinta Oy | 300,000 | 0.54 % |
| Handelsbanken Fonder | 230,305 | 0.41 % |
| KLP Kapitalforvaltning AS | 221,928 | 0.40 % |
| Ilona Herlin | 150,000 | 0.27 % |
| State Street Investment Management | 149,475 | 0.27 % |
| Kempower Corporation | 138,500 | 0.25 % |
Source: Modular Finance AB - Monitor
Further information on the shares, major shareholders and management shareholdings is available on the company’s website https://investors.kempower.com/ .
Source: Euroclear
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Resolution of the Annual general meeting and the Board of Directors of Kempower Corporation
The Annual General Meeting was held in Lahti on 7 May 2025. The minutes of the General Meeting are available on the company’s website. The General Meeting adopted the annual accounts for the financial year 2024, considered the remuneration report for governing bodies 2024 and discharged the members of the Board of Directors and the Managing Director from liability for the financial year 2024.
The General Meeting resolved that the annual remunerations payable to the members of the Board of Directors are as follows:
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Chair of the Board of Directors EUR 100,000,
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Vice Chair of the Board of Directors EUR 80,000 and
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Members of the Board of Directors EUR 60,000.
Election and remuneration of the auditor
Ernst & Young Oy was re-elected as the auditor of the company. Ernst & Young Oy has informed that Authorized Public Accountant Toni Halonen would act as the auditor in charge. It was resolved to pay remuneration for the auditor in accordance with an invoice approved by the company.
Resolution on the use of the profit shown on the balance sheet and the distribution of dividend
The General Meeting resolved in accordance with the proposal of the Board of Directors that no dividend is paid for the financial year of 1 January 2024 to 31 December 2024 and that the loss of the financial year EUR 34,058,408.87 is transferred to the retained earnings / loss account.
Election and remunerations of the members, the Chair, and the Vice Chair of the Board of Directors
The number of members of the Board of Directors was resolved to be eight (8). Antti Kemppi, Teresa Kemppi-Vasama, Vesa Laisi, Olli Laurén, Tuula Rytilä, Eriikka Söderström and Barbara Thiérart-Perrin were re-elected as members of the Board of Directors. Michael Hajesch was elected as a new member of the Board of Directors. In accordance with Section 6 of the company’s Articles of Association, Vesa Laisi was elected as the Chair of the Board of Directors and Antti Kemppi was elected as the Vice Chair of the Board of Directors. The term of the members of the Board of Directors will end at the conclusion of the Annual General Meeting of 2026.
In addition, a separate meeting fee is paid to the members of the Board of Directors for attending a meeting as follows:
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the meeting fee is EUR 700 per meeting if the meeting is held in the home country of the member of the Board of Directors or if the meeting is a virtual meeting,
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the meeting fee is double per meeting if the meeting is held on the same continent as where the home country of the member of the Board of Directors is located but not in his or her home country, and
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the meeting fee is triple per meeting if the meeting is held on a different continent from where the home country of the member of the Board of Directors is located.
In addition, it was resolved, based on the proposal of the Nomination and Remuneration Committee, that an annual fee of EUR 10,000 is paid to the Chair of the Audit Committee in addition to the annual remuneration of the member of the Board of Directors and that an annual fee of EUR 5,000 is paid to the Chairs of other Committees.
Election and remuneration of the sustainability reporting assurance provider
Ernst & Young Oy was elected as the sustainability reporting assurance provider of the company. Ernst & Young Oy has informed the company that Authorized Sustainability Auditor Toni Halonen would act as the key sustainability partner. It was resolved to pay remuneration for the auditor in accordance with an invoice approved by the company.
Authorizing the Board of Directors to decide on the repurchase of the company’s own shares
The General Meeting resolved to authorize the Board of Directors to decide on the repurchase of the company’s own shares in one or several installments using funds belonging to the unrestricted equity of the company in such a way that the maximum number of shares to be repurchased is 2,777,146 shares. The proposed number of shares corresponds to five (5) percent of all the shares in the company.
Own shares can be repurchased at a price formed in public trading on the date of the repurchase or otherwise at a price formed on the market.
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The authorization also entitles the Board of Directors to resolve on a repurchase of shares otherwise than in proportion to the shares owned by the shareholders (directed purchase). In that case, there must exist a weighty financial reason for the company for the repurchase of its own shares.
The shares may be repurchased in order to develop the capital structure of the company, to finance possible acquisitions, investments, or other arrangements included in the company's business, as well as to implement the company’s share-based incentive scheme or otherwise to be further transferred, held by the company, or invalidated. The Board of Directors is authorized to decide on all other terms and conditions related to the acquisition of own shares.
The repurchase of the company’s own shares reduces the unrestricted equity of the company. The authorization remains in force until the conclusion of the following Annual General Meeting, however, until 30 June 2026 at the latest. The authorization revokes the authorization for repurchasing the company’s own shares granted to the Board of Directors by the Annual General Meeting on 27 March 2024.
Authorizing the Board of Directors to decide on the issuance of shares
The General Meeting resolved to authorize the Board of Directors to decide on the issuance of shares in one or several instalments. The number of shares to be issued based on the authorization may not exceed 5,554,292 shares. The proposed number of shares corresponds to approximately 10 percent of all the shares in the company. The authorization includes the right to resolve to issue either new shares or to transfer treasury shares, either against payment or without payment.
Directors resolves on all other conditions and matters pertaining to the issuance of shares and transfer of treasury shares.
The authorization may be used inter alia for developing the capital structure of the company, financing possible acquisitions, investments, or other arrangements included in the company's business, as well as for expanding the ownership base and implementing the company’s share-based incentive schemes.
The authorization remains in force until the conclusion of the following Annual General Meeting, however, until 30 June 2026 at the latest. The authorization revokes the authorization for issuance of shares granted to the Board of Directors by the Annual General Meeting on 27 March 2024.
Resolutions of the Board of Directors
Convening after the General Meeting, the Board of Directors appointed from among its members the following members to the committees:
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Audit Committee: Chair Eriikka Söderström, Antti Kemppi, Vesa Laisi and Olli Laurén, and
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Remuneration and Nomination Committee: Chair Tuula Rytilä, Teresa Kemppi-Vasama, Vesa Laisi and Olli Laurén
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Technology Committee: Chair Vesa Laisi, Michael Hajesch, Antti Kemppi and Tuula Rytilä.
Kempower Corporation’s Leadership team and Board of Directors
The members of Kempower’s Global Leadership Team are:
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Chief Executive Officer Bhasker Kaushal (Chief Executive Officer since June 2nd 2025)
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Chief Financial Officer Jukka Kainulainen
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President, North America Monil Malhotra
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Chief Operating Officer Sanna Otava
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Chief People Officer Hanne Peltola
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Chief Markets Officer Jussi Vanhanen
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Chief Sales Officer Mathias Wiklund
The members of Kempower’s Board of Directors are:
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Chair of the Board Vesa Laisi
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Vice Chair of the Board Antti Kemppi
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Member of the Board Michael Hajesch (since May 7th 2025)
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Member of the Board Teresa Kemppi-Vasama
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Member of the Board Olli Laurén
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Member of the Board Tuula Rytilä
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Member of the Board Eriikka Söderström
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Member of the Board Barbara Thierart-Perrin
The new shares may be issued or the treasury shares transferred in deviation from the shareholder’s pre-emptive rights (directed issue) if there exists a weighty financial reason for the company for this. The Board of
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Personnel offering, stock options and long-term incentive programs
Stock option program (ended)
In November 2021, Kempower launched a stock option program, the target group of which is key employees working in Kempower’s subsidiaries outside of Finland as well as selected employees who have been employed after the Personnel Offering. The program aims to foster employee commitment, broaden the Company’s ownership base and give the opportunity to Kempower’s personnel to benefit from the potential increase in the Company’s value. The number of options per employee is set so that the subscription price of the options does not exceed the respective employee’s two months’ combined gross salary. The subscription period for stock options was between 1 January 2025 and 15 December 2025 and the subscription price was EUR 1.85 per option. In total 107,946 options were originally given. 95,252 options were exercised during the subscription period.
Long-term incentive plans
Performance Share Plans (PSP)
The Performance Share Plans consist of a three year performance period, covering the selected financial years.
The aim of the Performance Share Plan is to align the objectives of the shareholders and key employees for increasing the value of the company in the long-term; to commit the key employees to work for the company, and to offer them a competitive incentive scheme that is based on earning
and accumulating shares. The program is for company’s management and selected target group.
The rewards are paid partly in Kempower’s shares and partly in cash. The cash proportion of the reward is intended for covering taxes and statutory social security contributions arising from the rewards to the participants.
Performance Share Plan 2022-2024 (ended)
Kempower launched in March 2022 a share-based incentive program for Kempower’s leadership team and key employees. The Performance Share Plan 2022–2024 consisted of a three (3) year performance period, covering the financial years of 2022–2024. In the plan, the target group was given an opportunity to earn Kempower’s shares based on performance.
During the performance period, the rewards were based on the Total Shareholder Return of the Kempower share in 2022–2024 and Group Revenue in 2024. On 8 May 2025 Kempower transferred a total of 45,286 of its own shares as reward for the performance period.
Approximately 20 persons, including the Extended Leadership Team members, belong to the target group of the performance period. The Extended Leadership Team member is obliged to hold at least 50 per cent of the shares received as a net reward from the performance share plan, until the total value of the member’s shareholding in Kempower equals to 50 per cent of their annual base salary of the preceding year. Such number of Kempower’s shares must be held as long as the membership in the Extended Leadership Team continues.
Performance Share Plan 2023-2025
Kempower launched in February 2023 a share-based incentive programme for Kempower’s group’s key employees. The Performance Share Plan 2023–2025 consisted of a three (3) year performance period, covering the financial years of 2023–2025.
In the plan, the target group was given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period. In general, no reward is paid if the participant’s employment or director contract terminates before the reward payment.
During the performance period, the rewards were based on the Total Shareholder Return of the Kempower share in 2023–2025 and Group Revenue in 2023–2025. The value of the maximum rewards to be paid on the targeted level will correspond to a total of approximately 206,200 Kempower’s shares including also the cash proportion.
It is the intention of the Board of Directors that no new shares will be issued in connection with the PSP 2023–2025 Program and therefore, the PSP 2023–2025 program would have no dilutive effect on the number of the Kempower Corporation’s registered shares.
Approximately 40 persons, including the CEO and other Kempower Leadership Team members, belonged to the target group of the performance period.
The Leadership Team member is obliged to hold at least 50 percent of the shares received as a net reward from the performance share plan, until the total value of the member’s shareholding in Kempower equals to 50 percent of their annual base salary of the preceding year. Such number of Kempower’s shares must be held as long as the membership in the Leadership Team continues.
Performance Share Plan 2024-2026
In December 2023 the Board of Directors of Kempower resolved to establish a Performance Share Plan for the group’s key employees. The Performance Share Plan 2024–2026 consists of a three (3) year performance period, covering the financial years of 2024–2026.
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In the plan, the target group is given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period.
During the performance period, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share in 2024–2026, Group Revenue in 2024–2026 and CO2 emission reduction per Revenue in 2024–2026. The value of the maximum rewards to be paid will correspond to a total of approximately 219,400 Kempower’s shares including also the cash proportion.
It is the intention of the Board of Directors that no new shares will be issued in connection with the PSP 2024–2026 and therefore, the PSP 2024–2026 would have no dilutive effect on the number of the Kempower’s registered shares.
Approximately 50 persons, including the CEO and other Kempower Leadership Team members, belong to the target group of the performance period.
Performance Share Plan 2025-2027
In February 2025 the Board of Directors of Kempower has resolved to establish a Performance Share Plan for the group’s key employees. The Performance Share Plan 2025–2027 consists of a three (3) year performance period, covering the financial years of 2025–2027.
In the plan, the target group is given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period.
During the performance period, the rewards are based on the Absolute TSR of the Kempower share in 2025–2027, Group Revenue in 2025–2027 and CO2 emission reduction / Revenue. The value of the maximum rewards to be paid will correspond to a total of approximately 675,000 Kempower’s shares including also the cash proportion.
It is the intention of the Board of Directors that no new shares will be issued in connection with the Performance Share Plan 2025–2027 and therefore, the plan would have no dilutive effect on the number of the Kempower’s registered shares.
Approximately 50 persons, including the CEO and other Kempower Leadership Team members, belong to the target group of the performance period.
Performance Share Plan 2026-2028
In December 2025, the Board of Directors of Kempower resolved to establish a Performance Share Plan for the group’s selected target group. The Performance Share Plan 2026–2028 consists of a three (3) year performance period, covering the financial years of 2026–2028.
In the plan, the target group is given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period.
During the performance period, the rewards are based on the Absolute TSR of the Kempower share in 2026–2028, Group Revenue in 2028 and CO2 emission reduction / Revenue in 2028. The value of the maximum rewards to be paid will correspond to a total of approximately 644,670 Kempower’s shares including also the cash proportion. The estimated maximum expense for the performance period 2026–2028, based on Kempower’s current share value, is EUR 9,109,000 in total.
It is the intention of the Board of Directors that no new shares will be issued in connection with the Performance Share Plan 2026–2028 and therefore, the plan would have no dilutive effect on the number of the Kempower’s registered shares.
Approximately 50 persons, including the CEO and other Kempower Leadership Team members, belong to the target group of the performance period.
Employee share savings plan
In February 2023 the Board of Directors of Kempower decided to establish an Employee Share Savings Plan (ESSP) for the employees of Kempower and its subsidiaries.
The aim of the ESSP is to encourage employees to acquire and own Kempower shares, and it is intended to align the interests of the shareholders and the employees as well as to increase employees’ motivation and long-term commitment to the Company.
The ESSP consists of annually commencing plan periods, each one comprising of a 12-month savings period and a holding period following the savings period. The ESSP is offered to all Kempower employees in countries where there are no legal or administrative constraints for participation. The employees will have an opportunity to save a proportion of their salaries and an extra bonus and invest those savings in Kempower shares. The savings will be used for acquiring Kempower shares quarterly after the publication dates of the respective interim reports. As a reward for the commitment, Kempower grants the participating employees a gross award of one matching share for every two (2) savings shares acquired with their savings. Continuity of employment and holding of acquired savings shares for the duration of the holding period are the prerequisites for receiving the award.
The potential award will be settled in shares, or partly in shares and partly in cash, after the end of the holding period. The cash proportion is intended to cover taxes and tax-related costs arising from the award in those countries where the employer has the obligation to withhold taxes. Matching shares will be freely transferable after their registration on the participant’s book-entry account. Any dividends to be paid on the acquired savings shares, the matching shares given within the ESSP, and any other shares received within the ESSP will be reinvested in additional shares on the next potential acquisition date. These shares will have an equal right to matching shares.
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Participation in the ESSP is voluntary and the employees will be invited to participate in one plan period at a time. The first savings period commenced on 1 April 2023 and ended on 31 March 2024. The holding period of the first plan period began at the first acquisition of savings shares and ends on 31 March 2026. The estimated maximum expense for the first plan period is approximately EUR 1,3 million. The final expense depends on the employees’ participation and savings rate in the plan, and the fulfillment of the prerequisites for receiving matching shares, as well as the number of shares acquired from the market with savings.
Restricted Share Unit Plan 2024-2027
In December 2023 the Board of Directors of Kempower resolved to establish a Restricted Share Unit Plan for selected key employees of the group. The purpose of the plan is to align the interests of the Company’s shareholders and key employees to increase the Company’s value in the long-term, to commit key employees at the Company and to offer them a competitive incentive plan based on receiving the Company’s shares.
In February 2025 the Board of Directors of Kempower resolved to launch a new plan for period 2025—2028 of the Employee Share Savings Plan (ESSP) established in 2023. The new savings period commenced on 1 April 2025 and ends on 31 March 2026.
The plan is intended to be used as a tool in situations seen necessary by the Board of Directors, for example ensuring retention of key talents to the Company, attracting a new talent or other specific situations determined by the Board of Directors.
In December 2025 the Board of Directors of Kempower resolved to launch a new plan for period 2026—2029 of the Employee Share Savings Plan (ESSP) established in 2023. The new savings period commences on 1 April 2026 and ends on 31 March 2027.
The Board of Directors may allocate rewards from the Restricted Share Unit Plan 2024–2027 during financial years 2024–2027. The value of the rewards allocated by the end of 2025 on the basis of the plan corresponds to approximately 98,708 shares of Kempower, including also the proportion to be paid in cash.
The rewards will be paid by the end of May 2027, 2028, 2029, 2030 or 2031, but always so that there is at least three (3) years between the determination and the payment of the reward. The reward is based on a valid employment or director contract and on the continuity of the employment or service.
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Short-term risks and uncertainty factors
Kempower’s systematic approach towards risks facing its business is an integral element of the management of the Company. It includes risk identification, assessment, mitigation, follow-up, and reporting. Risks and the development of risks are followed-up frequently by the Global Leadership team. In addition, Kempower has implemented a risk management process which is aligned with the governance annual cycle. To support the growth and success of the Company, it is necessary to increase risk awareness within the organization to ensure that risk management is integrated into strategic planning, annual business planning and budgeting, daily decision making and practices.
Kempower’s business is global, and the Company is therefore exposed to macroeconomic risks and other macro-level trends, such as cyclical fluctuations or a slowdown in global economic growth. The global operating model also exposes Kempower to risks related to supply chain, which may thus affect the Company’s operations for example in the form of risks related to the temporary disruptions in supply chain, availability or cost levels of raw materials and components or sustainability related risks within the supply chain.
Kempower is constantly developing its product portfolio to respond to its customers’ needs. Remarkable quality issues due to design errors and delays in product development and product launches could have significant negative impact to Kempower’s business operations. To mitigate the risk Kempower is continuously developing its quality processes such as quality testing in R&D and production phases.
Kempower’s future growth is dependent on the Company’s ability to keep up the pace with the rapidly changing technologies in the Electric Vehicle market. To manage the risk Kempower is investing in R&D activities to gain
and maintain the competitive advantages and to respond to customer demand and competition.
Achieving Kempower’s strong growth targets depends on the Company’s ability to respond to market changes. The Company’s business may also be greatly affected if new or changed laws and regulations are introduced in the market, of which the Company would not have been aware and thus prepared for the changes. To manage the risks, Kempower is constantly increasing its ability to identify and adapt to the global and market specific regulatory requirements.
Kempower has a growth strategy and implementing it involves risks, such as scaling of operations and service capabilities. Failure of Kempower to effectively increase its production capacity, supply chain and service capabilities could have a negative impact on the Company’s ability to meet its short-term growth targets. Kempower has significantly expanded its production capacity, and the capacity expansion will continue also from now on. The market expansion to North American market includes multiple risks for example policy and tariff related risks. Kempower executes a detailed business plan for the market penetration activities and failure, or slowdown of the activities could also have a material impact on the Company’s ability to meet its growth targets.
Kempower’s business success and implementation of its strategy depend on the Company’s ability to recruit and engage qualified, motivated and skilled individuals. If Kempower is unable to attract and retain qualified key employees, it could have material adverse effect on Kempower’s business. The shortage of skilled people in the labor market may also have a detrimental effect on the availability and retention of labor in Kempower. To manage the risk the Company has invested in competitive incentive models, career planning and reinforcing the Kempower corporate culture.
Kempower’s production uses IT systems and tools whose connectivity and continued accessibility are a prerequisite for efficient production and deliveries. Disturbances in the network, cybercrimes and leakage of
information could harm or disrupt Kempower’s business and have a material adverse effect on its revenue and results of operations. Increase in global coverage increases Kempower’s risk for cybercrimes. Kempower has prepared business continuity and recovery plans to mitigate the risks in production.
Kempower’s ability to protect its intellectual property rights and operate without infringement of competitors intellectual properties is a significant factor in securing the Company’s ability to achieve its business objectives. To ensure these abilities Kempower is investing to its intellectual property rights related capabilities.
In 2025, Kempower updated its long-term climate risk and opportunity assessment in line with ESRS, using IPCC scenarios SSP1-1.9 (1.5°C) and SSP4-8.5 (up to 4°C). The assessment indicates that Kempower faces a low level of physical climate risk, including extreme weather events and local damages. In contrast, transition risks, including regulatory changes, market shifts, and technology developments, are considered higher and are expected to have a greater financial impact on the company’s operations.
The board’s proposal for the distribution of profit
The parent company’s distributable funds (unrestricted equity) on December 31, 2025 are EUR 60,209,834.84 of which the share of the period net loss is EUR -26,235,755.19. The Board of Directors proposes to the Annual General Meeting that no dividend be paid for the fiscal year.
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Significant events during the year
January
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Sprocket Power and Kempower announced strategic collaboration in the U.S. to meet the growing need of EV charging infrastructure.
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Kempower partnered with Mobilize to bring EV ultra-fast charging network to France.
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Monil Malhotra was appointed as President, North America and member of Kempower Global Leadership Team.
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Ziegler Energy Solutions partnered with Kempower to offer cutting-edge EV charging solutions and service.
February
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Kempower announced it will electrify school bus fleet for Eastern Townships School Board in Quebec, Canada.
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Kempower announced it has established new sharebased incentive plan for the group’s key employees and resolved on a new plan period of the employee share savings plan and the continuation of the restricted share unit plan.
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Change in Kempower’s holding of treasury shares.
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Kempower launched enhanced Station Charger
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extends the company’s next-generation charger platform with Power Module V2.
March
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Kempower was named Europe’s eighth fastest growing company (2020–2023 CAGR) by the Financial Times.
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Faast Point launched a new public EV charging brand in the Virta charging network with Kempower Station Chargers.
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Change in Kempower Corporation’s holding of treasury shares.
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Kempower announced that its DC charging solutions have been installed at two new Revel charging stations in New York at John F. Kennedy International Airport (JFK) and in San Francisco’s Mission District.
April
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Notice to Annual General Meeting 2025 was published 11th of April 2025.
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Kempower introduced enhanced charging solution with more power, more plugs, and more data – a 1,200 kW Kempower Power Unit with up to 12 charging points.
May
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Insider information: Kempower announced a leadership change. Bhasker Kaushal appointed as the new CEO.
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Kempower announced that it has delivered a fast charging system to Circle K's brand new charging station in the Gårda district of Gothenburg.
June
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Kempower equipped PostBus's new electric bus depot within Zurich airport with cutting-edge charging infrastructure.
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Kempower announced it will supply charging hardware to Skycharger EV fast charging hub at San Francisco International Airport.
July
- Kempower becomes partner for Allego with first official fast charging projects launching across Europe.
August
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Kempower and Paterson Simons partner to support the e-mobility transition in Africa, first installations in Ghana.
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Kempower electrifies Norwegian flights by delivering charging infra for a fully-electric plane at Stavanger airport.
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Eleport opens four fast-charging stations with Kempower’s fast-charging technology at key locations in Croatia.
September
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Kempower and Time Park partner to deliver fast EV chargers to hotel and retail charging sites across Norway.
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Kempower celebrates Denmark’s first megawatt charging station as government launches e-truck fund.
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Kempower charges with MCS standard at the state-of-the-art Alfredsson Transport truck depot in Sweden.
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Kempower and FREEDM Systems Center announce partnership to accelerate clean energy solutions.
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Kempower to Supply DC Fast Chargers and Megawatt Charging System for EV Realty’s San Bernardino Truck Fleet Hub in California.
October
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Kempower opens new research unit on LUT campus in Lappeenranta, Finland, to strengthen research and development of electric mobility.
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Kempower delivers distributed megawatt charging solution to Norway’s largest grocery retailer ASKO’s depot in Vestby.
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Kempower and Catec deliver the first charging hub for BYD fleet customers in Dubai.
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Kempower expands US footprint with new PowerUp sites across the Southeast.
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November
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Kempower recognized as a leader in sustainable business as it receives Nasdaq Green Equity Designation for fourth year.
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Kempower strengthens its cybersecurity leadership in EV charging with ISO 27001 renewal and ethical hacking initiative.
Events after the balance sheet date
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Katri Piirtola was appointed Chief Services and Aftermarket Officer and member of Kempower Global Leadership Team.
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Kempower announced changes to its Global Leadership Team and evolution of its organization structure.
December
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Accelerating net zero in the UK: Kempower marks major milestone as it installs its 4,000th EV charging connector.
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Kempower and Kalmar partner to electrify material handling and logistics focusing on port segment globally.
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Kempower achieves Gold in EcoVadis sustainability assessment.
Financial calendar 2026
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April 29: Interim Report for January 1–March 31, 2026 (Q1)
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July 23: Half-Year Financial Report, January 1–June 30, 2026 (H1)
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November 4: Interim Report for January 1– September 30, 2026 (Q3)
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Kempower enters agreement with Ampol, a leading supplier of transport energy in Australia and New Zealand, to expand high-power EV charging across the region.
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Sustainability statement
Kempower’s Sustainability statement is prepared in accordance with the EU’s Corporate Sustainability Reporting Directive (CSRD).
| General disclosures .......................................................................... | 50 |
|---|---|
| ESRS 2 General disclosures .................................................................................. | 51 |
| Environmental information ........................................................... | 66 |
| EU Taxonomy ............................................................................................................ | 67 |
| ESRS E1 Climate change ........................................................................................ | 75 |
| ESRS E5 Resource use and circular economy .............................................. | 86 |
| Social information ............................................................................. | 96 |
| ESRS S1 Own workforce .......................................................................................... | 97 |
| ESRS S2 Workers in the value chain ................................................................... | 108 |
| ESRS S4 Consumers and end-users ................................................................. | 113 |
| Governance information ................................................................ | 118 |
| ESRS G1 Business conduct .................................................................................... | 119 |
| Assurance report on the Sustainability statement **............. ** | 200 |
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General disclosures
Performance highlights
In 2025, we advanced compliance and human rights due diligence throughout our supply network.
ESRS 2 General disclosures.................................................................................. 51
Kempower renewed its Anti-Corruption Policy
Read more
Kempower contributes to the United Nations Sustainable Development Goals
Kempower’s climate targets are aligned with the Paris Agreement and SBTi criteria
(SBTi approval has not been applied)
Read more
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ESRS 2 General disclosures
BP-1 General basis for preparation of the Sustainability statement
Kempower’s Sustainability statement is based on the requirements of the Corporate Sustainability Reporting Directive (CSRD) and its content follows the structure and disclosure requirements of the European Sustainability Reporting Standards (ESRS). The statement has been prepared in accordance with Chapter 7 of the Finnish Accounting Act.
EcoVadis Gold medal
(Top 5% of companies reviewed)
The statement has been prepared on a consolidated basis, consistent with Kempower’s financial statements unless specified otherwise in the disclosed information. The report includes all subsidiaries under Kempower's control, in accordance with Article 48i of Directive 2013/34/EU.
The Sustainability statement encompass the entire Kempower value chain as assessed in the double materiality assessment (DMA), addressing both upstream and downstream impacts to provide a complete overview of Kempower’s sustainability practices.
Kempower has disclosed all relevant information and data in this statement, without omitting any details related to intellectual property, proprietary knowledge, or innovations.
BP-2 Disclosures in relation to specific circumstances
Time horizons in the Sustainability statement are defined as follows: short term (fiscal year), medium term (1–5 years), and long term (more than 5 years).
The Sustainability statement has been externally assured, and no other assurance has been obtained for individual metrics unless otherwise stated.
Double materiality assessment (DMA) revised and updated in 2025
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The following sections from the Financial statement have been incorporated by reference in the Sustainability statement: Notes 2.4, 2.5, 3.1, 3.2, 3.3 and 4.3. Also, the standard-specific SMB-3 requirements have been disclosed as part of the relevant topical standards instead of the ESRS 2 standard.
Sources of estimation and outcome uncertainty
During 2025, Kempower conducted a comprehensive review of its greenhouse gas emissions inventory resulting in notable improvements to the accuracy of the calculations. However, there are still uncertainties in the data collection and calculation methods, mainly concerning Scope 3 emissions from the upstream and downstream value chain.
In calculating Scope 3 emissions, estimations and extrapolations, spendbased emission factors, averages, or other indirect sources of information have been used and result in a moderate measurement uncertainty. More detailed calculation methodologies are disclosed alongside the relevant data points.
Kempower continues to improve its calculation methodologies, especially concerning Scope 3 emissions, to enhance the accuracy of its sustainability metrics.
Changes in sustainability information
During 2025, Kempower completed a full review of its greenhouse gas emissions inventory, resulting in the restatement of the 2024 emissions data, particularly for Scope 3 emissions. The review included a more thorough assessment of all emissions categories with more accurate methodology. The total restated emissions (Scope 1, 2 and 3 market-based) in 2024 amounted to 54, 652.5 tCO2eq, compared to the 183,075.6 tCO2eq reported in 2024.
GOV-1 The role of the administrative, management and supervisory bodies
Kempower’s Board has the following eight non-executive members: Chair of the Board, Vesa Laisi, Vice Chair of the Board, Antti Kemppi, and members Teresa Kemppi-Vasama, Olli Laurén, Eriikka Söderström, Tuula Rytilä, Barbara Thierart-Perrin and Michael Hajesch.
Kempower’s highest decision-making power is exercised by the shareholders at the Annual General Meeting. The Board of Directors and the Chief Executive Officer (CEO) are responsible for managing the company. The Board’s work is supported by its three committees, the Audit Committee, the Remuneration and Nomination Committee and the Technology Committee. The CEO is responsible for managing Kempower’s operations in accordance with the instructions and regulations issued by the Company’s Board of Directors and for keeping the Board informed of the development of Kempower’s business and financial situation. The Global Leadership Team assists the CEO in managing the Group.
The Global Leadership Team (GLT) was comprised of the following seven members on December 31, 2025: Chief Executive Officer (CEO), Bhasker Kaushal; Chief Financial Officer (CFO), Jukka Kainulainen; Chief Markets Officer, Jussi Vanhanen; President, North America, Monil Malhotra; Chief Operating Officer (COO), Sanna Otava; Chief Sales Officer, Mathias Wiklund and Chief People Officer, Hanne Peltola.
Kempower’s Board members bring diverse expertise in power electronics, software, global operations, North American markets, finance, and human resources development. The Global Leadership Team has experience in power electronics, high-growth and large global companies, as well as finance and human resources across various industries.
Kempower’s Audit Committee Chair has good knowledge of the Corporate Sustainability Reporting Directive (CSRD) and sustainability from serving on various European company Boards, and experience as a CFO in Finland's largest listed companies.
In 2025, the composition of the Board consisted of 50% women and 50% men. Additionally, the Board included five Finnish citizens, one French, one German, and one Finnish-American member. Four of the Global Leadership Team members were Finnish citizens, one Indian, one American and one Swedish citizen.
The percentage of independent Board members during 2025 was 100%. The members of the Board of Directors have also been considered independent of significant shareholders, except for Antti Kemppi and Teresa Kemppi-Vasama due to their holdings as significant shareholders.
Gender distribution at top management level (Global Leadership Team)
(Global Leadership Team) |
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|---|---|---|
| Gender | 2025 | 2024 |
| Males in top management | 5 | 4 |
| Males in top management, % | 71 % | 67 % |
| Females in top management | 2 | 2 |
| Females in top management, % | 29 % | 33 % |
| Other/ not reported in top management | ||
| Other/ not reported in top management, % |
Kempower employees elect both employee representatives and
Occupational, Health and Safety representatives separately for office and production employees. Elected employee representatives support individual employees with employment-related issues and communicate the views of the entire workforce to the employer. Elected representatives are members of Kempower Oyj's Personnel Committee and act as representatives of their employee group. OHS representatives advocate for employees on workplace health and safety issues, liaising with management, the OHS Manager, and authorities. They participate in inspections, report hazards, promote safe practices, and serve on Kempower Oyj’s Personnel and OHS Committee. The term of the representatives is two years.
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Responsibilities of the Board of Directors and Board Committees
The Board of Directors and the CEO, supported by the Audit, Technology, and the Remuneration & Nomination Committees, are responsible for overseeing the company's management, including sustainability aspects and the approval of relevant plans and policies, as well as the annual internal audit plan.
Kempower's ESG Strategy, along with its targets, is approved by the Board. The Board also confirms risk management principles and makes significant business decisions, including investments in sustainability. Kempower’s administrative and supervisory bodies are responsible for ensuring alignment with corporate governance policies, sustainability strategies, and ethical business conduct. The Board oversees the development of policies that guide sustainable practices and due diligence. The Company emphasizes good governance practices, maintaining transparency and accountability in its operations.
Responsibilities of the CEO and the Global Leadership Team
The CEO, along with the Global Leadership Team (GLT), is responsible for leading the strategy, its key initiatives, strategic objectives and key results as well as sustainability actions and targets within the strategy. The CEO and the GLT also oversee corporate governance and the Integrated Management System (IMS) topics. The implementation of the IMS aims to improve and sustain the overall performance of Kempower’s business, products, and services.
The GLT also oversees financials and makes final decisions on company matters. Function leads are responsible for Functional efficiency, Cost control, Organization structure and resourcing, and Daily management.
The Chief Operating Officer (COO) has operative responsibility for the implementation of the separate sustainability strategy and the Chief Financial Officer (CFO) has the ultimate responsibility of the sustainability
reporting. All leadership members carry out sustainability actions within their respective organizations.
The COO has a strong background in manufacturing and supply chain development, holding a master’s degree in Energy Technology, which aids in understanding environmental aspects of technology development. This expertise is particularly relevant to environmental impacts, risks, and opportunities.
Responsibilities of other operative bodies
Kempower’s Sustainability Team, led by the COO, coordinates sustainability initiatives across Kempower’s operations and monitors progress against sustainability targets. The Sustainability Managers provide expertise and supports the Audit Committee, the Global Leadership Team, and the Board of Directors with their team.
Kempower additionally has a cross-functional Sustainability Group that brings together representatives from various functions to collaboratively develop and implement the company’s sustainability strategy and its initiatives. This group ensures sustainability initiatives are integrated across all business functions, with members selected to represent their areas of expertise and, in some cases, based on their interest in sustainability.
Every Kempowerian has the responsibility to uphold ethical principles in their work. All employees must complete the Code of Conduct training, which includes the company's ethical operating procedures and policies, and it allows Kempower to ensure that all its employees follow the company’s norms, rules and policies. In addition, sustainability training at Kempower is an integral part of embedding sustainability into an organization's culture, operations, and strategy. By informing employees about environmental, social, and governance (ESG) issues, Kempower aims to promote sustainable practices, reduce its environmental impact, ensure compliance with regulations, and encourage corporate responsibility.
GOV-2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies
The Board of Directors at Kempower receives an annual or as-requested updates on the status and progress of the Sustainability Strategy from the COO. Additionally, the Audit Committee receives frequently updates on sustainability reporting from the CFO. In 2025, Kempower’s Board focused on updated DMA and updated GHG emission inventory calculations with target setting. In 2025, the upper management received training related to anti-corruption and bribery, in conjunction with Kempower’s renewed AntiCorruption Policy.
Sustainability is a key part of Kempower’s operations, and the GLT is updated on the progress on Kempower’s sustainability work as needed. Sustainability topics are discussed in the GLT meetings when needed. In 2025, Kempower’s GLT discussed and approved Kempower’s updated sustainability strategy, double materiality assessment, climate targets and the updated GHG emission inventory calculations.
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Kempower’s incentive schemes include
CO 2 reduction performance criteria aligned with its climate targets
GOV-3 Integration of sustainability-related performance in incentive schemes
In accordance with its Remuneration Policy, Kempower strives to reward its management in a way that engages them in executing the Group’s strategy and creating value for the shareholders. Remuneration and its development are assessed on the basis of Kempower’s success, general economic development and the industry’s remuneration practices. In addition to a fixed salary, a key remuneration principle is performancebased remuneration.
The remuneration of the CEO and the members of the GLT consists of a monthly salary, benefits, a yearly bonus and a long-term share-based incentive program. In addition, all Kempower employees are included in a yearly bonus program (short-term incentive) that includes companylevel as well as team-level or personal targets. In addition, both the leadership and all employees can participate in Kempower’s longterm share savings program. For the employees of Kempower Oyj, the Kempower Employee Fund has been established.
Kempower has a Performance Share Plan covering financial years 2025–2027 for the Groups’ key employees. During the performance period, the rewards are based on the Absolute Total Shareholder Return of the Kempower share, Group Revenue and CO₂ emission reduction in relation to the Group Revenue. The maximum reward is tied to an annual 10% CO₂ reduction relative to revenue. The CO₂ emission reduction target covers Kempower’s own operations.
In Kempower’s Long-Term Incentive Plans, the performance metrics used are Revenue, Total Shareholder Return and CO2 emission reduction per revenue. Growing revenue together with a growing order intake indicates that there are more EV charging infrastructure units installed to help the growth of more sustainable transportation and the moving away from fossil fuels. Also, Kempower Oyj is lowering its CO2 emissions by using an electric truck for transport between factories and the logistics terminal. CO2 emission reduction per revenue was introduced for the first time in
the Performance Share Plan 2024–2026. The weight of Revenue target is 60% and CO2 emission reduction is 10% out of the total 100%.
Kempower’s Remuneration and Nomination Committee prepares the Remuneration Policy and any material changes to it, and the Board of Directors approves it for presentation at the Annual General Meeting. Kempower’s Remuneration and Nomination Committee prepares proposals for the remuneration of all members of the Board of Directors, and the Annual General Meeting makes the final decision on the remuneration of the Board of Directors annually. The Board of Directors decides on the remuneration of the CEO and other members of the Leadership Team and the grounds for it.
Related to short-term incentives, Revenue and Order Backlog forms a major part of the target setting. In the Short-Term Incentive Plans (annual bonus), the main variable of remuneration targets used are Revenue, Order Backlog and EBIT. The weight of revenue and order backlog targets for the CEO and the Global Leadership Team members out of the total 100% is 70%.
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GOV-4 Statement on due diligence
Paragraphs in the Sustainability Statement
Core elements of due diligence
a) Embedding due diligence in IROs interaction with the strategy and governance, strategy and business business model: SBM-3, model Policies and commitments: E1-1, E5-1, S1-1, S2-1, S4-1, G1-1 b) Engaging with affected stakeholders Interest and views of the stakeholders: in all key steps of the due diligence SBM-2, DMA process: IRO-1, Engaging with own workforce, value chain workers and consumers and endusers S1-2, S2-2, S4-2 c) Identifying and assessing adverse DMA process: IRO-1 impacts
d) Taking actions to address those Actions and whistleblowing process : adverse impacts E1-3, E5-2, S1-4, S2-4, S4-4 and G1-1 e) Tracking the effectiveness of these Targets: E1-4, E5-3, S1-5, S2-5, S4-5 efforts and communicating
GOV-5 Risk management and internal controls over sustainability reporting
Kempower has established risk management practices in sustainability reporting that covers all data collection, ensuring the audit trail and completeness of the data. The risks are prioritized based on their likelihood and impact with each risk assessed individually. Risk criticality is calculated by multiplying the likelihood by the consequence of the risk.
For sustainability reporting, the main risks identified relate to data collection, data accuracy, and the audit trail. To mitigate these risks, Kempower has made improvements for the 2025 report to enhance data collection and the audit trail. Kempower’s data has been reviewed using the Four Eyes Principle, meaning that at least two people have checked the data to improve decision-making processes and reduce errors or fraud. This procedure aims to increase the accuracy and integrity of decisions. Numeric data is collected in a cloud-based platform designed to streamline reporting, compliance, and data management processes for businesses.
The Sustainability Team, oversees compliance with environmental laws and industry standards and incorporates the results of risk assessments and internal controls into the relevant internal functions related to sustainability reporting. Internal assurance is conducted by the Group ESG Controller to evaluate and confirm the accuracy of numerical data.
Kempower proactively and systematically aims to identify, analyze, evaluate and manage the most significant risks. Kempower’s risk assessments, covering both enterprise risk management (ERM) and ESGrelated risks, address strategic and operational risks across all levels of the organization. A more detailed description of climate change risk assessment can be found in the IRO-1 section.
Business and ESG risks are reviewed annually. As part of the enterprise risk management process, environmental aspects in process level are evaluated in alignment with the ISO 14001:2015 standard. Risks related to environment, health, and safety are collected via a shared platform, and occupational safety risks are assessed following the ISO 45001:2018 standard.
Risk reporting is provided to management quarterly as part of the Functional Review. Risk assessments are conducted regularly throughout the year at both the Business and Function levels, and against business plan objectives and action plans at the Group level.
SBM-1 Strategy, business model and value chain
Kempower is an electric vehicle (EV) fast-charging solutions provider designing and manufacturing direct current (DC) fast-charging solutions for all types of electric vehicles. Our vision is to create the world’s most desired EV fast-charging solutions for everyone, everywhere. We are a forerunner in innovative charging solutions that support our customers’ sustainable growth and optimize their total energy consumption.
Kempower’s range of EV charging solutions consists of:
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Distributed charging systems that include power units and satellite dispensers designed for scalable, flexible setups, suited for various electric vehicles.
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Movable standalone chargers and station chargers offering versatile, all-in-one fast-charging options for both indoor and outdoor use.
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Megawatt charging systems for heavy-duty electric vehicles, such as trucks and buses.
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Cloud-based management such as Kempower’s ChargEye™ software that enables monitoring and managing charging operations, ideal for fleet departments and public stations.
In addition, Kempower provides services and training, maintenance and consultation.
Kempower’s total revenue for the period was EUR 251.3 million with no revenue generated from activities related to fossil fuels sectors, chemicals production, controversial weapons or cultivation or production of tobacco. Kempower's primary markets are Europe and North America. The main customer groups include charge point operators (CPOs), retail chains, fleet operators, original equipment manufacturers (OEMs), and distributor and installer networks. Kempower’s target markets and customer groups show a growing demand for sustainable solutions, providing Kempower with opportunities to expand its offerings while meeting global sustainability targets. For more information about Kempower’s strategy, see the Growth Strategy section.
At the end of 2025, Kempower had 825 employees, with 588 employees in Finland, 100 in the US, 121 in other European countries, and 16 in other countries.
Kempower started updating its ESG strategy during 2025 and the work continues during 2026. In terms of climate and the environment, Kempower is committed to climate actions aligned with the Paris Agreement and SBTi
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criteria by managing the product lifecycle and actively developing sustainability in its value chain. Kempower has not applied for SBTi approval for its climate targets. Our social responsibility is demonstrated through our product safety, inclusive user experience, and employee commitment to customer success. Our governance commitments encompass ethical business practices, cyber security, regulatory compliance, and transparent reporting to stakeholders.
Kempower’s upstream value chain involves the production of components for assembly lines and transportation. Kempower’s own operations include research, development and innovation, product design and assembly, software-related activities, and administration. Kempower’s production facilities are located in Finland and the United States, each with their own supply chains. The downstream value chain includes deliveries, customers, end-users, product maintenance, and product recycling.
Kempower’s business model and value chain
Kempower’s business model centers on delivering high-performance, sustainable EV charging solutions. Business model’s inputs include components and energy for the assembly of the products, packaging materials, as well as skillful workers. To gather, develop and secure these, Kempower prioritizes resource-efficient and ethically sourced inputs, collaborating closely with suppliers to secure high-quality, sustainable components.
Kempower's role in the value chain includes working closely with upstream suppliers, downstream distributors, and end-users. The company aims to maintain strong, sustainable relationships with all business partners and ensure that the value chain supports its business objectives and environmental goals.
Kempower’s product development focuses on innovative, scalable technologies to meet evolving market demands. In 2025, Kempower established climate targets that are aligned with the Paris Agreement and the Science Based Targets initiative (SBTi) criteria. Furthermore, Kempower is committed to achieving 99% recyclability for its products. Kempower has its own recruitment program and participates in various recruitment events to secure and retain skilled and talented workers.
Kempower’s business model’s outputs include user-friendly EV chargers and digital solutions that reduce charging times and supports the green transition. For customers and end-users, Kempower offers reliable and efficient charging; for investors, the company delivers value growth; and for the society, Kempower accelerates the global shift to sustainable mobility.
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Value chain for delivering high-performance and sustainable DC charging solutions for electric vehicles (EVs)
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SBM-2 Interests and views of stakeholders
| Key stakeholders | How engagement is organized | Purpose of engagement | Outcome | How the outcome is taken into account |
|---|---|---|---|---|
| Employees: office employees, production employees, Leadership Team |
• Performance management cycle • Recruitment and onboarding • Occupational health and safety cooperation • Whistleblowing channel • Reporting • Internal communications: info sessions, Pulse |
To create a safe and open work environment where employees feel connected to the company’s mission, vision and values and motivate employees to do their best at work and be empowered to take ownership of their roles. |
High levels of engagement lead to increased productivity, improved job satisfaction, and greater loyalty to the organization. |
Kempower keeps employees informed about goals and KPIs through regular meetings, including one-on-ones with managers and townhalls. The company offers training for employee development and maintains feedback channels for continuous input and improvement. |
| Survey, Slack and Teams channels, intranet, trainings |
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| Customers: distributors, retail chains |
• Business cooperation • Kempower Academy • Customer survey • Meetings, events • Reporting |
To build strong, long-lasting relationships with customers, ensuring that they are not just passive buyers but active participants in Kempower’s journey. Customer engagement is crucial for delivering value, improving loyalty, and increasing revenue. |
Engaged customers are more likely to become advocates, which can drive word-of-mouth referrals and enhance the company’s reputation. |
Kempower prioritizes customer satisfaction by providing attentive service, training, and by actively using customer feedback to enhance its products. |
| Investors, owners, Board of Directors | • Annual General Meeting • Investor communications • Reporting and presentations • Meetings, site visits, events, roadshows • Materiality assessment |
To build and maintain trust. Transparent and consistent communication about the company's strategy, performance, risks, and opportunities helps reassure investors about the company’s prospects and long- term viability. |
This trust is critical for fostering confidence in the company’s management and financial health, which can help reduce volatility in stock prices and increase investor retention. |
Kempower maintains transparency with investors through regular meetings and comprehensive financial reports. Kempower upholds accurate financial and sustainability reporting by implementing robust internal controls and independent audits. Kempower also maintains a business continuity plan and risk management system, and partners with universities to enhance product quality and user experience. |
| Suppliers and original equipment manufacturers (OEM) |
• Business cooperation • Supplier survey • Sustainability collaboration and training • Supplier Code of Conduct • Reporting |
To engage with suppliers to ensure they understand and meet Kempower’s quality standards, promoting reliable delivery and consistent product performance. This collaboration helps maintain high standards and strengthens supplier relationships. |
Engagement of suppliers and OEM meet high- performance and durability standards, which is crucial for a high-quality, safe, sustainable and reliable EV charging network. |
Kempower requires its suppliers to comply with the Supplier Code of Conduct, as well as REACH and RoHS standards. The company prioritizes long-term partnerships to ensure reliability and maintains ongoing communication with suppliers. |
| Operators and partners: charge point operators, fleet operators, sales and service partners |
• Business cooperation • Kempower Academy • Reporting • Materiality assessment • Partner survey • Customer Satisfaction Survey |
To foster strong, mutually beneficial relationships that help Kempower to achieve its strategic goals, operational efficiency, innovation, scalability, drive growth and alignment with Kempower’s sustainability and business goals. |
To ensure that charging stations are properly maintained and serviced on time. Regular updates with customers about potential operational challenges can help Kempower address any bottlenecks or issues promptly, improving overall customer satisfaction. |
Kempower focuses on long-term partnerships. Feedback from Kempower's customers is utilized, e.g., in product development. Trainings are organized for customers, and they are guided in the installation and maintenance of the products. Customer feedback is collected regularly. Guidelines are updated regularly. |
| Universities, research institutes | • Research center and cooperation • Traineeships and summer jobs • Training program • Visits and presentations • Reporting • Materiality assessment |
Engaging with universities and research institutes allows Kempower to be aligned with the latest advancements in engineering, energy management, and sustainable technologies. |
Collaboration with universities and research institutions can provide valuable insights, promote cutting-edge research, and support the development of next-generation technologies. |
Kempower collaborates closely with universities offering trainee positions and thesis opportunities for students. Additionally, Kempower and LUT University have founded the Electric Mobility Research Center (EMRC) to advance research, development, and support in the field of electrification. |
| General authorities, politicians | • Reporting • Materiality assessment |
Engagement with authorities and politicians helps Kempower with regulatory frameworks that directly impact the electric vehicle industry and sustainable energy solutions. By participating in policy discussions and working with political stakeholders, Kempower can advocate for regulations that promote EV infrastructure growth and clean transportation initiatives. |
Public awareness raising of EV charging and its impact on the environment on a global level. |
Kempower participates in the discussion related to the electrification of transport and promotes the development of electronic transport with the help of its own products. Kempower complies with laws and regulations. |
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Climate change is a central priority for both Kempower and its customers, guiding Kempower’s strategic direction and product development. In response, Kempower emphasizes durability, repairability, and resource efficiency in its solutions, aligning with stakeholder expectations and reinforcing its commitment to sustainable innovation.
Kempower prioritizes attracting, retaining, and supporting skilled personnel. It actively promotes employee well-being and strives to be an exemplary employer, acknowledging that workforce engagement is essential to strategic success.
Kempower integrates social responsibility across its value chain, addressing workers’ rights, end-user safety, and supplier accountability. Through ISO certifications and stakeholder engagement, Kempower ensures its operations meet high standards of quality, safety, and ethical conduct. The updated ESG strategy ensures compliance and due diligence throughout the value chain.
Kempower is currently in the process of shaping its company strategy, including a more detailed ESG strategy to drive long-term value creation together with our customers. The updated strategy will be published in 2026.
SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model
Based on Kempower’s updated double materiality assessment (DMA), the most material topics across are climate change (E1), resource use & circular economy (E5), business conduct (G1), own workforce (S1), workers in the value chain (S2), and consumers and end-users (S4) . A summary of the material impacts, risks and opportunities (IROs) and how they are connected to Kempower’s activities can be found in the table below. The impacts, risks and opportunities are applicable across all time horizons unless otherwise stated in the table. Topic-specific considerations related
to the material impacts, risks and opportunities can be found in each standard disclosure under E1, E5, S1, S2, S4, and G1.
Kempower’s vision is to deliver the world’s most desired EV fast-charging solutions, with its strategy centered on leading the electrification of transport. In its business, Kempower focuses on reducing its greenhouse gas emissions and advancing sustainability throughout the value chain and managing the product lifecycle.
Kempower’s growth depends on securing the right talent and capabilities. As Kempower expands across customer segments and geographies, building an attractive employer brand and acquiring new competencies are essential.
Kempower provides hardware, software, and services for road transport electrification. Its social responsibility is reflected in product safety, user experience, and employee commitment. Governance priorities include ethical conduct, cybersecurity, regulatory compliance, and transparent stakeholder reporting.
Stakeholder relationships shape Kempower’s environmental and social impacts. Long-term supplier partnerships affect the carbon footprint, while customer interactions influence product use and disposal. Kempower’s material IROs stem from relationships with suppliers, customers, employees, and other stakeholders. By effectively managing these, Kempower aims to align its strategy and business model to generate long-term value, mitigate negative effects, and capitalize on emerging market opportunities.
Reviewing the material impacts, risks and opportunities is an integral part of Kempower’s annual strategy process. Climate related risks and uncertainties are not estimated to have had impacts on the financial statements for the year 2025 or for the following financial year. The positive opportunities due to electrification of transportation have a greater financial impact on financial statements than the potential negative impacts of risks. Kempower has also conducted a climate scenario
analysis to assess the resilience of its strategy. More information can be found in the IRO-1 section.
Changes to material topics
During 2025, Kempower updated its double materiality assessment to further prioritize and clarify the list of material topics. As a result, the following changes were made to the material topics:
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Own workforce: as a highly skilled and talented workforce is one of the key success factors for Kempower, training and skills development was prioritized as the only material topic under equal treatment and opportunities for all.
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Workers in the value chain: due to the nature of Kempower’s supply chain, only secure employment was deemed as material under the sub-topic of working conditions. Additionally, child and forced labor were added as new material topics.
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Consumers and end-users: information-related impacts for consumers and/or end-users was deemed non-material whereas the personal health and safety of customers and end-users was added to the list of material topics. The updated material topics more accurately describe the potential impacts related to Kempower’s solutions.
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Summary of Kempower’s material impacts, risks and opportunities
| Material topic | Sub-topic Summarized description of identified impacts, risks and opportunities |
|---|---|
| ENVIRONMENT | |
| E1 Climate change | Climate change adaptation • Positive impactsthrough Kempower’s business that is based on the global transition to a low carbon economy |
| Climate change mitigation • Positive impactsthrough the reduction of GHG emissions in road transport; through Kempower’s Scope 2 emissions from purchased electricity and heat and; through Kempower’s Scope 3 emissions from purchased goods, logistics and product use phase (CO2-eq) • Negative impactsfrom Scope 2 emissions, CO2-eq emissions from purchased electricity and heat and; from Scope 3 emissions: emissions from purchased goods, logistics and product use phase (CO2-eq) especially in the short-to mid term • Risksin additional costs from cutting GHG emissions • Opportunitiesin the electrification of marine transportation especially in the long term |
|
| Energy • Positive impactsthrough the use of green energy in own operations and in the supply chain • Negative impactsfrom energy consumption in the supply chain especially in the short-to mid term • Opportunitiesin the electrification of road transportation |
|
| E5 Resource use and circular economy |
Resource inflows, including resource use • Positive impactsthrough the use of sustainability criteria in the design of the components: e.g. no hazardous chemicals of conflict minerals used, re-use and use of recycled materials in our products especially in the mid to long term • Negative impactsfrom raw material use in products |
| Resource outflows related to products and services • Negative impactsconnected to the use of virgin materials in our products. Kempower mitigates this impact by recycling and reusing components in its products |
|
| Waste • Positive impactsthrough the recycling of waste streams/increasing recycling rate especially in the short- to mid term and; the recyclability of Kempower's products • Negative impactsfrom the amount of waste in Kempower's own production • Opportunitiesin the recyclability of Kempower's products |
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|---|---|
| Material topic | Sub-topic Summarized description of identified impacts, risks and opportunities |
| SOCIAL | |
| S1 Own workforce | Working conditions • Positive impactsthrough the alignment with national legislation and collective agreements, actual salaries are above what collective agreements requires; through a good work-life balance increases motivation and work well-being; through occurrences in occupational safety driving continuous improvement and stronger safety protocols • Negative impactsfrom potential excessive workload and the resulting surplus working time, further leading to employee dissatisfaction and/or fatigue; from insufficient work-life balance may adversely affect employees' motivation, potentially impacting productivity especially in the short term • Risksin occupational safety incidents |
| Equal treatment and opportunities for all • Positive impactsthrough skills development and training as positive ways to bring value to employees |
|
| S2 Value chain workers |
Working conditions • Positive impactsthrough Kempower supply contracts creating job opportunities |
| Equal treatment and opportunities for all • Negative impactsfrom variation in data collection and calculations • Risksin violation of labor regulations in the value chain |
|
| Other work-related rights • Risksof human rights abuse in the value chain |
|
| S4 Consumers and end-user |
Personal safety of consumers and/or end-users • Negative impactsfrom damage due to malfunction of products • Risksrelated to public EV charging stations near schools or family areas |
| Social inclusion of consumers and/or end-users • Positive impactsthrough the improvement of customer experience for end-users • Negative impactsfrom greenwashing • Opportunitiesin the clear and correct usage of Kempower’s products and; in emphasizing green values |
|
| GOVERNANCE | |
| G1 Business conduct | Corporate culture • Positive impactsthrough the commitment of employees to the company and to high business ethics • Opportunitiesin a fair, open behavior towards Kempower’s stakeholders in accordance with its operating culture |
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IRO-1 Description of the process to identify and assess material impacts, risks and opportunities
Kempower’s material impacts, risks, and opportunities have been identified through a double materiality assessment (DMA) conducted in accordance with the European Sustainability Reporting Standards (ESRS) and EFRAG guidance. The assessment was first carried out in 2023, reviewed in 2024, and updated in 2025.
During the first double materiality assessment process in 2023, Kempower analyzed the interests and views of its key stakeholders in the form of targeted interviews and a survey to Kempower’s personnel, management, and external stakeholders. The results of this extensive engagement were presented and discussed with Kempower’s GLT at the time and they were also considered in the 2025 update.
The most emphasized themes from the interviews and the survey were related to the climate change (E1) impact on the development of electric transport, the importance of the circular economy ( E5) in product development, the well-being of Kempower’s own employees (S1) and workers in the value chain (S2), as well as the safety of end-users (S4). These interests and views of key stakeholders directly relate to Kempower’s strategy and business model.
The 2025 DMA update followed structured phases:
1. Understanding the organizational context
This phase included a current state analysis, value chain mapping, and stakeholder engagement to establish the foundation for identifying material topics.
2. Identifying impacts, risks, and opportunities (IROs)
Potential IROs were identified across Kempower’s operations and value chain using insights from phase one and documented in the DMA Excel tool. A total of 143 sustainability impacts were evaluated for both impact
and financial materiality across short-, medium-, and long-term timeframes.
3. Assessing IROs
Each IRO was evaluated using the ESRS principles. Impact materiality was assessed based on likelihood, scale, scope, and irremediability (for negative impacts), and financial materiality was assessed based on likelihood and magnitude. Both were scored on a scale of 0–5, and normalized values (0–15) were calculated. Topics with either impact or financial materiality scores ≥12 were classified as material for Kempower. To ensure consistency with Kempower’s Enterprise Risk Management approach, the methodologies used in the double materiality assessment have been harmonized, particularly on the evaluation of financial impacts.
Some of the identified risks and opportunities are clearly linked to relevant negative and positive impacts, respectively. For example, the positive impact that Kempower creates in terms of enabling the electrification of transportation is a clear business opportunity for Kempower.
4. Prioritizing and validating IROs
Material topics were prioritized using a materiality matrix to support a strategic focus. Final validation was conducted by Kempower’s highest governance bodies to ensure alignment with strategic objectives. As a result, six topics, thirteen sub-topics, and thirteen sub-sub-topics were deemed material. More information about the changes to the topics can be found under SBM-3..
Kempower’s ESG risk management framework was updated during 2025 to meet evolving regulatory requirements from the Corporate Sustainability Reporting Directive (CSRD) and address emerging sustainability risks across operations and supply chains. These updates included improved identification, assessment, and mitigation processes, now fully integrated into the Enterprise Risk Management system. This alignment ensures ESG risks are embedded in strategic decision-making, reducing exposure and supporting resilience.
As per the ISO 14001 Environmental Management System, Kempower also conducts site-specific identification and assessment of environmental aspects in its own operations. Based on these assessments, no significant aspects related to pollution, water or biodiversity have been identified. These views were echoed by the stakeholder engagement conducted during the DMA process, and no other consultations with stakeholders have been organized.
Regarding biodiversity, Kempower has not engaged in an in-depth assessment of the biodiversity-related dependencies, transition, physical or systemic risks, or scenario analysis. Kempower also acknowledges that especially the impacts on biodiversity and nature may occur in its value chain. We will continue to enhance our understanding of these impacts in the future.
Climate change
Kempower has systematically identified and assessed climate change impacts and climate risks, both physical and transition, by integrating enterprise risk management (ERM), scenario and transition risk analysis, and process-specific environmental assessments, ensuring compliance with EU Taxonomy and sustainability standards. In 2025, Kempower updated its long-term climate risk and opportunity assessment. This included a scenario analysis and a resilience assessment, in accordance with the European Sustainability Reporting Standards (ESRS).
The scope of the scenario and resilience analyses encompasses all geographies with Kempower’s charging solutions, with focus on North America and Europe. Regional risks in the production sites of Durham, US, and Lahti, Finland were analyzed. The whole value chain and own operations, as well as all material physical and transition risks were considered in the analyses, and no factors were specifically excluded.
The assessment is based on two climate scenarios that incorporate key forces and drivers such as temperature projections, regulatory changes, market trends, technological innovation, and stakeholder expectations:
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IPCC SSP1-1.9 (global temperature increase of 1.5°C, with tighter government policies and technological disruptions) and IPCC SSP4-8.5 (global temperature increase up to 4°C, with extreme weather, supply-chain disruptions and higher operating costs). These internationally recognized pathways align with EU regulatory requirements and ensure coverage of plausible risks and uncertainties relevant to Kempower’s global and regional operations. These drivers are relevant to Kempower, as they directly influence its compliance obligations, market opportunities, operational resilience, and reputation as a sustainability leader in the electric vehicle charging sector.
Kempower applies ESRS-aligned time horizons for the risk and resilience assessment (short term 0–1 years, medium term 1–5 years and long term over 5 years). This ensures that all relevant risks and opportunities are systematically assessed and integrated into strategic planning and mitigation actions.
The climate risk assessment is based on critical assumptions that the transition to a lower-carbon and resilient economy will accelerate investment in clean technologies, shift energy consumption toward renewables, and drive rapid deployment of innovative solutions. These assumptions are reflected in the scenario analysis and are essential for understanding how macroeconomic trends, energy mix, and technology adoption will impact Kempower’s business, financial performance, and long-term resilience.
The scenarios and time horizons are directly integrated into Kempower’s financial planning and reporting processes. Critical climate-related assumptions in the financial statements, such as asset valuations, impairment testing and provisions for regulatory or physical risks, are informed by the scenario outcomes. This ensures that the financial impacts of climate risks and opportunities are consistently evaluated and disclosed in line with the ESRS and the company’s wider risk management framework.
Kempower systematically incorporated all mitigation actions and resources (as disclosed under E1-3) into the resilience assessment. Each action was mapped to relevant climate risks and transition events, and its effectiveness, timing, and resource requirements were evaluated across short-, medium-, and long-term scenarios. This approach ensures that Kempower’s resilience planning is robust, actionable, and aligned with our disclosed mitigation strategies and resource commitments.
The key areas of uncertainty in the resilience analysis are scenario variability, data limitations, and unpredictable transition pathways. Despite these uncertainties, Kempower systematically considers the assets and business activities at risk within its strategy, investment decisions, and mitigation actions, to ensure that resources are allocated to enhance resilience and protect the company’s long-term value in a changing climate.
Results of the climate scenario assessment
The results of the climate risk and opportunity assessment are outlined in the table on the following page. These indicate that Kempower faces a low level of physical climate risk, including extreme weather events and local damages. In contrast, transition risks, including regulatory changes, market shifts, and technology developments, are considered higher and are expected to have a greater financial impact on the company’s operations.
The number after each item is the risk rating. The maximum risk rating is 25, calculated from impact (1-5) and the likelihood (1-5). Used scales are combined with Kempower´s ERM scales as defined below:
Impact (1–5):
-
minor 0–1M€
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medium 1–5M€
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significant 5–10M€
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severe 10–15M€
Likelihood (1–5):
-
very low (10%)
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low (30%)
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medium (50%)
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high (70%)
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very high (90%)
In the assessment, all risks were also evaluated for the expected duration of the underlying hazards and transition trends, reflecting whether they are short term, episodic events or longer-lasting developments that could influence Kempower’s risk profile over multiple years.
Results of the climate resilience analysis
Based on the assessment, Kempower’s strategy is climate-resilient across short-, medium-, and long-term scenarios, considering the small to medium financial impacts and planned adaptation measures. Kempower’s climate initiatives are closely linked to the growing market adoption of electric mobility solutions. As adoption accelerates, it strengthens both the environmental impact and business performance of Kempower. While slower-than-expected uptake could pose challenges, Kempower remains agile in adapting to market dynamics. Kempower also strives to balance investor expectations with our long-term sustainability goals, recognizing that climate leadership is key to lasting value creation.
Kempower continuously improves and proactively manages both physical and transition climate risks across all levels of the organization.
The company applies a combined risk management approach aligned with the EU Taxonomy’s “do no significant harm” criteria, identifying physical and transition risks through three layers: enterprise risk management (led by Senior Management), scenario and transition risk assessments (led by Sustainability, Finance and Legal departments), and environmental aspect evaluations (led by Process Owners and Senior Management).
- critical 25M€
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Kempower has assessed its assets and business activities for compatibility with the transition to a climate-neutral economy. For all significant risks, mitigation plans have been developed to ensure proactive management and resilience. Where assets or business activities require significant adaptation to align with the transition to a climate-neutral economy, targeted mitigation actions and related investment plans have been prepared.
Kempower continues to adapt its strategy related to climate considerations in the following ways:
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Implementing Kempower’s correction action plan for high and very high environmental risks
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Continuously following its processes in the event of radical changes in overall risk profile
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Reviewing all risk-related processes annually.
Climate related transition risks
| Type | Climate transition risks Impact Likelihood Controls and adaptation |
|---|---|
| Policy & legal | Regulatory changes in Europe and North America Severe High Strengthening market insight, technological monitoring, capital reallocation, product differentiation, customer targeting, cost efficiency, and global scalability |
| Cost associated with cutting GHG emissions Severe Very high Practices to evaluate main suppliers’ ESG rating |
|
| Waste management in production Severe Very high All suppliers and customers undergo proper background checks |
|
| Technology | Need for resilient and user-friendly products Severe Very high Collaboration with universities in product development enhances technological adaptability and resilience, mitigating risks associated with climate-driven disruptions |
| Raw materials use in products Significant Very high Maintaining a monthly dashboard for critical parts, including mitigation plans |
|
| Competition from alternative technologies (e.g., hydrogen) Critical Medium Collaboration with universities in product development enhances technological adaptability and resilience, mitigating risks associated with climate-driven disruptions |
|
| Market | Shifting consumer preferences in low-carbon products Severe Very high Enhancing innovation, customer understanding, technological monitoring, and sales; strengthening strategic analysis, expanding portfolio, and fostering global collaboration to win large clients |
| Economic and market shifts in North America Significant Very high Executing a detailed business plan with clear roles, oversight, and regional leadership; developing IPR strategies, enhancing sales channels, and ensuring efficient strategy execution |
|
| Reputation | Negative exposure from insufficient climate mitigation Severe High Developing a formalized climate transition plan to guide strategic actions, ensuring compliance with evolving regulations, and reducing long-term transition risks |
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Physical climate risks
| Type | Physical climate risks Impact Likelihood Controls and adaptation |
|---|---|
| Acute | Hurricane impacts to products, deliveries and customer operations. Medium Medium Physical risks are assessed annually under ISO 14001, and if a risk is rated high or very high, a corrective action plan with process-specific measures is implemented. Operational resilience and environmental compliance are ensured by aligning with local infrastructure policies, such as stormwater management, and preparing for sudden power outages. Kempower maintains effective cooling systems at its sites and secures business continuity through distributed production in Finland and the United States, enabling operations to continue if one site is disrupted. Floods impact to logistics and supply Minor Medium Health and safety risks related to climate change and temperatures Minor Medium |
| Chronic |
IRO-2 Disclosure Requirements in ESRS covered by the undertaking’s Sustainability statement
The material information presented in this report concerning impacts, risks, and opportunities has been classified as material based on alignment with material topics, sub-topics or sub-sub-topics identified in Kempower’s DMA. A comprehensive description of this process is available under IRO-1.
Non-material sustainability topics
Pollution, water and marine resources, and biodiversity and ecosystems were identified as not material for Kempower in the double material assessment update. As Kempower does not use water in its operations or product assembly, water-related impacts, risks and opportunities were considered not material. Pollution was deemed not material since Kempower’s products comply with Restriction of Hazardous Substances (RoHS) and Registration, Evaluation, Authorization and Restriction of Chemicals (REACH) regulations, and no metals sourced from conflict areas are used in the products. Kempower's impacts on biodiversity were also considered not material as the company's operations, including its factories, are located in pre-developed areas.
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Environmental information
Performance highlights
Our solutions help deliver cleaner local air quality, reduced noise pollution, and a safer and more productive society.
EU Taxonomy............................................................................................................ 67 ESRS E1 Climate change ........................................................................................ 75 ESRS E5 Resource use and circular economy .............................................. 86
Kempower updated its climate risk and opportunity assessment and carried out scenario and resilience analyses
Kempower has set new climate targets in line with the SBTi criteria, and is developing a climate transition plan
Read more
Read more
No hazardous chemicals are used in Kempower’s products
Read more
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EU Taxonomy
The EU Taxonomy is the European Union’s classification system for sustainable finance. It establishes clear criteria for the EU’s climate and environmental objectives, enabling companies and investors to assess the environmental sustainability of economic activities for investment purposes. It’s a key part of the EU’s strategy to promote green investments and help achieve climate neutrality by 2050.
Companies that fall under the scope of the Corporate Sustainability Reporting Directive (CSRD) are required to report the extent to which their activities are taxonomy-eligible and taxonomy-aligned. Kempower’s reporting on EU Taxonomy disclosures are prepared in accordance with the EU Taxonomy Regulation and implementing delegated acts for the financial year ending 31 December 2025.
Kempower’s Taxonomy-eligible activities are:
6.15 Infrastructure enabling low-carbon road transport and public transport
The EU Taxonomy Regulation sets out technical screening criteria for business activities in relation to the following six environmental objectives:
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Climate change mitigation,
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Climate change adaptation,
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Sustainable use and protection of water and marine resources, 4. Transition to a circular economy,
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Pollution prevention and control,
Kempower’s activities qualify as being
- Protection and restoration of biodiversity and ecosystems.
An economic activity is considered taxonomy-eligible if it is described in the Delegated Acts of the EU Taxonomy Regulation. Eligibility indicates that the activity falls within the scope of the taxonomy, but it does not in itself confirm the environmental sustainability of the activity.
100%
eligible to, and aligned with EU Taxonomy Regulation criteria
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An activity is considered taxonomy-aligned, and thus environmentally sustainable, when it meets the following technical screening criteria:
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It makes a substantial contribution to at least one of the EU Taxonomy’s six environmental objectives
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It does not cause significant harm to any of the other five environmental objectives (DNSH principle)
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It complies with minimum safeguards, such as adherence to human rights principles and standards of good business conduct.
Only when all these criteria are met can the activity be classified as environmentally sustainable and taxonomy-aligned.
Kempower designs, manufactures and sells direct current (DC) fastcharging devices, solutions and services for EVs (electric vehicles), such as personal and commercial vehicles, mobile off-highway machinery and electric marine vessels and boats. Kempower offers a selection of solutions for fast-charging needs, ranging from public parking lots to bus depots and terminal stops, heavy-duty commercial vehicles and other electric vehicles, ports, and charging electric vessels and boats. Kempower’s goal is to charge the planet for the better by powering the electric movement, together with its customers.
Key economic activities assessment
As part of its EU Taxonomy reporting, Kempower has conducted a comprehensive assessment of its operations in relation to the six environmental objectives defined in the EU Taxonomy Regulation. The purpose of this assessment was to determine the extent to which Kempower’s activities contribute to environmental sustainability and meet the criteria for Taxonomy eligibility and alignment.
The evaluation was based on the Statistical Classification of Economic Activities in the European Community (NACE), which served as the reference framework for identifying and classifying relevant activities.
Kempower also reviewed applicable performance thresholds and technical requirements set out in the EU Taxonomy Regulation.
Kempower’s operations are classified under Taxonomy activity 6.15: Infrastructure enabling low-carbon road transport and public transport, which is recognized as an enabling economic activity contributing to the environmental objective of climate change mitigation.
To determine both eligibility and alignment, Kempower carried out a detailed review of the Technical Screening Criteria (TSC), including:
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Substantial contribution: Assessing how Kempower’s activities support climate change mitigation
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Do no significant harm (DNSH): Ensuring that operations do not negatively impact the other five environmental objectives
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Minimum safeguards: Verifying compliance with social and governance standards, including human rights principles and responsible business conduct.
Kempower’s Taxonomy eligible-activities are:
6.15 Infrastructure enabling low-carbon road transport and public transport relates to construction, modernization, maintenance and operation of infrastructure that is required for zero tailpipe CO2 operation of zeroemissions road transport, as well as infrastructure dedicated to transshipment, and infrastructure required for operating urban transport.
EU Taxonomy performance indicators
Kempower’s consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS) approved in the EU. Financial information presented in Group consolidated financial statements 2025, was used to calculate the key performance indicators (KPIs).
KPIs are presented for Taxonomy-eligible activities and Taxonomy-aligned activities. These indicators are the proportion of the company’s revenue (turnover), capital expenditure (CapEx), and operating expenditure (OpEx) as defined in the Taxonomy.
Based on the eligibility and alignment assessments, the baseline values for revenue, CapEx and OpEx were analyzed and, if applicable, mapped to the respective EU Taxonomy activities. To avoid double counting, external revenue has been included in the Taxonomy operations only once. In order to link capital expenditures and operating expenditures to the respective activities, allocations are applied based on eligible and/or aligned turnover.
The Revenue KPI represents the proportion of revenue from Taxonomyeligible and/or aligned economic activities to the total revenue in the Consolidated Statements of Income for the reporting year. Kempower’s revenue consists of deliveries of electric vehicle chargers and charging stations it manufactures, as well as charger maintenance services. Kempower also provides its customers with the ChargEye™ SaaS service, a cloud-based charging equipment management system. All the Kempower Taxonomy-eligible and/or aligned revenue is derived through external sales. For revenue, Kempower has determined the total revenue of EUR 251.3 million. The Revenue related to EU Taxonomy have been included in the line item Revenue in the consolidated income statement. (For more information, please see the note 2.1 Revenue in the Consolidated financial statements).
The Capital expenditure (CapEx) KPI represents the proportion of the capital expenditure from Taxonomy-aligned economic activities to the total CapEx related to additions (including additions from business combinations) to tangible and intangible assets, before depreciations, amortizations and any remeasurements. Kempower’s intangible assets comprise capitalized product development costs, intangible rights consisting of patents and trademarks and other intangible assets such as software licenses. Kempower’s property, plant and equipment consists of machinery and equipment, together with improvement costs pertaining to leased
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premises. Kempower’s right-of-use assets include premises and vehicles leased by the Group. All of these are related to assets or processes associated with Taxonomy-aligned economic activities. For CapEx, Kempower has determined the total capital expenditures of EUR 10.6 million. The Capital expenditures related to EU Taxonomy have been included in the line item Intangible assets, Property, plant and equipment and Right-of use assets in the Consolidated statement of financial position. (For more information, please see the notes 3.1 Intangible assets, 3.2 Property, plant and equipment and 3.3 Leases in the Consolidated financial statements).
The Operational expenditure (OpEx) KPI represents the ratio of OpEx from Taxonomy-aligned economic activities to total OpEx. The total OpEx covers direct non-capitalized costs that are related to research and development, building renovation measures, short-term leases, maintenance and repair, and any other direct costs related to the day-to-day servicing of assets of property, plant and equipment by the Company or third party that are necessary to ensure the continued and effective functioning of such assets. At Kempower, the eligible and/or aligned expenditures are related to the processes and research phase of an intangible asset associated with the economic activity: 6.15 Infrastructure enabling low-carbon road transport and public transport, as well as maintaining and servicing assets that are necessary to ensure continued and effective use of assets. All of these are related to assets or processes associated with Taxonomyaligned economic activities. For OpEx, Kempower has determined the total operational expenditures of EUR 7.8 million in accordance with the methodology outlined in the Taxonomy Regulation. The Operational expenditures related to EU Taxonomy have been included in the line item Other operating expenses in the Consolidated income statement. (For more information, please see the note 2.5 Other operating expenses in the Consolidated financial statements).
All of Kempower’s reported KPIs falls under one economic activity: 6.15. Infrastructure enabling low-carbon road transport and public transport. As a result, the numerator and the denominator in KPIs are identical, leading to a 100% alignment.
Do no significant harm
Kempower has conducted a 'do no significant harm' (DNSH) assessment for its taxonomy-eligible activities.. This assessment ensures alignment with the DNSH criteria under the EU Taxonomy Regulation. As part of the process, Kempower carried out a climate risk assessment and implemented appropriate adaptation measures to mitigate potential climate-related risks. The company continues to monitor these risks to ensure operational resilience and business continuity.
Kempower does not operate manufacturing sites in areas classified as having “Extremely High” water stress. Water use across its operations is minimal and primarily limited to sanitary purposes as the operation and manufacturing itself does not use any water. The company’s activities are structured to avoid significant negative impacts on water bodies or marine ecosystems, and where applicable, water consumption and discharge are monitored and managed in accordance with local regulations.
To prevent pollution and ensure compliance with EU regulations on chemical substances, Kempower follows strict internal and external environmental guidelines. The company avoids the use of restricted substances and continuously evaluates its materials and components for environmental safety. Procurement and product development processes emphasize the use of sustainable, safe, and compliant materials.
Kempower promotes circular economy principles by optimizing material use, minimizing waste, and designing products for durability, repairability, and recyclability. Circularity considerations are integrated throughout the product life cycle—from design and manufacturing to end-of-life treatment. Internal guidelines support waste reduction and resource efficiency.
The company also ensures that its operations do not cause significant harm to natural habitats, species, or ecosystems. Environmental impact assessments, including biodiversity considerations, are conducted as part of the ISO 14001 Environmental Management System. Kempower’s sites are
not located in or near biodiversity-sensitive areas, and all applicable sites hold the necessary environmental permits in accordance with national legislation.
These measures confirm that Kempower meets the DNSH requirements as defined by the EU Taxonomy Regulation and demonstrate the company’s ongoing commitment to environmental sustainability and continuous improvement.
Minimum social safeguards
Kempower has assessed its alignment with the EU Taxonomy’s minimum safeguards and confirmed that it has implemented adequate safeguards across all relevant areas. This assessment covers key topics such as human rights, anti-bribery and corruption, taxation, and fair competition, in line with the criteria defined by the EU Platform on Sustainable Finance.
As part of its commitment to responsible business conduct, Kempower adheres to internationally recognized standards, including the UN Guiding Principles on Business and Human Rights and the OECD Guidelines for Multinational Enterprises. The company has established a comprehensive governance framework supported by policies and procedures that promote ethical conduct and respect for human and labor rights throughout its operations and value chain.
Kempower’s key policies; Code of Conduct, Supplier Code of Conduct, Labor and Human Rights Policy, and Anti-Corruption Policy, set clear expectations for employees, suppliers, customers, and other business partners. These are reinforced by due diligence processes that include human rights assessments, supplier screenings, third-party evaluations, and internal audits.
To prevent bribery and corruption, Kempower has a structured compliance program that includes risk assessments, mandatory training, and proactive monitoring. The company also ensures that its practices related to taxation
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and fair competition comply with applicable laws and regulations, supporting transparency and integrity in all business activities.
Through continuous monitoring and regular assessments, Kempower ensures that its operations remain aligned with global standards and regulatory expectations. This approach reflects the company’s ongoing commitment to ethical business practices, accountability, and sustainable development across its operations and partnerships.
Results of an assessment
Based on the assessment, Kempower’s activities qualify as being 100% eligible to, and aligned with EU Taxonomy Regulation criteria. The results of this assessment are shown in the tables on the following pages.
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Kempower is committed to ethical practices and sustainability across its operations and partnerships
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Proportion of turnover from products or services associated with Taxonomy-aligned economic activities – disclosure covering year 2025
| Financial year 2025 | 2025 | 2025 | 2025 | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic Activities | Code | Turnover | Proportion of Turnover, year 2025 |
Climate change mitigation |
Climate change adaptation |
Water | Pollution | Circular economy | Biodiversity | Climate change mitigation |
Climate change adaptation |
Water | Pollution | Circular economy | Biodiversity | Minimum safeguards | Proportion of Taxonomy- aligned (A.1.) or -eligible (A.2.) Turnover, year 2024 |
Category enabling activity |
Category transition- al activity |
| MEUR | % | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | % | E | T | ||
| A. TAXONOMY-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||||||||||||||||||
| Infrastructure enabling low-carbon road transport and public transport | CCM 6.15 | 251.3 | 100% | Y | N/EL | N/EL | N/EL | N/EL | N/EL | Y | Y | Y | Y | Y | Y | Y | 100% | E | |
| Turnover of environmentally sustainable activities (Taxonomy-aligned) (A.1) | 251.3 | 100% | 100% | 0% | 0% | 0% | 0% | 0% | Y | Y | Y | Y | Y | Y | Y | 100% | |||
| Of which Enabling | 251.3 | 100% | 100% | 0% | 0% | 0% | 0% | 0% | Y | Y | Y | Y | Y | Y | Y | 100% | E | ||
| Of which Transitional | |||||||||||||||||||
| A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | |||||||||||||||||||
| Turnover of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) |
|||||||||||||||||||
| A. Turnover of Taxonomy-eligible activities (A.1 + A.2) | 251.3 | 100% | 100% | 0% | 0% | 0% | 0% | 0% | 100% | ||||||||||
| B. TAXONOMY-NON-ELIGIBLE ACTIVITIES Turnover of Taxonomy-non-eligible activities Total 251.3 100% |
|||||||||||||||||||
| Turnover of Taxonomy-non-eligible activities | |||||||||||||||||||
| Total | 251.3 | 100% |
The Code constitutes the abbreviation of the relevant objective to which the economic activity is eligible to make a substantial contribution, as well as the section number of the activity in the relevant Annex covering the objective, i.e.:
-
Climate Change Mitigation: CCM
-
Climate Change Adaptation: CCA
-
• Water and Marine Resources: WTR • Circular Economy: CE • Pollution Prevention and Control: PPC
Abbreviations:
-
Y – Yes, Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective
-
N – No, Taxonomy-eligible but not Taxonomy-aligned activity with the relevant environmental objective N/EL – Not eligible, Taxonomy-non-eligible activity for the relevant environmental objective
-
Biodiversity and ecosystems: BIO.
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Proportion of CapEx from products or services associated with Taxonomy-aligned economic activities – disclosure covering year 2025
| Financial year 2025 | 2025 | 2025 | 2025 | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic Activities | Code | CapEx | Proportion of CapEx, year 2025 |
Climate change mitigation |
Climate change adaptation |
Water | Pollution | Circular economy | Biodiversity | Climate change mitigation |
Climate change adaptation |
Water | Pollution | Circular Economy | Biodiversity | Minimum safeguards | Proportion of Taxonomy- aligned (A.1.) or -eligible (A.2.) CapEx, year 2024 |
Category enabling activity |
Category transition- al activity |
| MEUR | % | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | % | E | T | ||
| A. TAXONOMY-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||||||||||||||||||
| Infrastructure enabling low-carbon road transport and public transport | CCM 6.15 | 10.6 | 100% | Y | N/EL | N/EL | N/EL | N/EL | N/EL | Y | Y | Y | Y | Y | Y | Y | 100% | E | |
| CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) | 10.6 | 100% | 100% | 0% | 0% | 0% | 0% | 0% | Y | Y | Y | Y | Y | Y | Y | 100% | |||
| Of which Enabling | 10.6 | 100% | 100% | 0% | 0% | 0% | 0% | 0% | Y | Y | Y | Y | Y | Y | Y | 100% | E | ||
| Of which Transitional | |||||||||||||||||||
| A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | |||||||||||||||||||
| CapEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) |
|||||||||||||||||||
| A. CapEx of Taxonomy-eligible activities (A.1 + A.2) | 10.6 | 100% | 100% | 0% | 0% | 0% | 0% | 0% | 100% | ||||||||||
| B. TAXONOMY-NON-ELIGIBLE ACTIVITIES CapEx of Taxonomy-non-eligible activities Total 10.6 100% |
|||||||||||||||||||
| CapEx of Taxonomy-non-eligible activities | |||||||||||||||||||
| Total | 10.6 | 100% |
The Code constitutes the abbreviation of the relevant objective to which the economic activity is eligible to make a substantial contribution, as well as the section number of the activity in the relevant Annex covering the objective, i.e.:
-
Climate Change Mitigation: CCM Abbreviations:
-
Climate Change Adaptation: CCA
-
• Water and Marine Resources: WTR • Circular Economy: CE
-
Y – Yes, Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective N – No, Taxonomy-eligible but not Taxonomy-aligned activity with the relevant environmental objective N/EL – Not eligible, Taxonomy-non-eligible activity for the relevant environmental objective
-
Pollution Prevention and Control: PPC
-
Biodiversity and ecosystems: BIO.
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Proportion of OpEx from products or services associated with Taxonomy-aligned economic activities – disclosure covering year 2025
| Financial year 2025 | 2025 | 2025 | 2025 | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | Substantial Contribution Criteria | DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
DNSH criteria ('Do no significant harm')(h) |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Economic Activities | Code | OpEx | Proportion of OpEx, year 2025 |
Climate change mitigation |
Climate change adaptation |
Water | Pollution | Circular economy | Biodiversity | Climate change mitigation |
Climate change adaptation |
Water | Pollution | Circular economy | Biodiversity | Minimum safeguards | Proportion of Taxonomy- aligned (A.1.) or -eligible (A.2.) OpEx, year 2024 |
Category enabling activity |
Category transition- al activity |
| MEUR | % | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y; N; N/EL | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | % | E | T | ||
| A. TAXONOMY-ELIGIBLE ACTIVITIES | |||||||||||||||||||
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||||||||||||||||||
| Infrastructure enabling low-carbon road transport and public transport | CCM 6.15 | 7.8 | 100% | Y | N/EL | N/EL | N/EL | N/EL | N/EL | Y | Y | Y | Y | Y | Y | Y | 100% | E | |
| OpEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) | 7.8 | 100% | 100% | 0% | 0% | 0% | 0% | 0% | Y | Y | Y | Y | Y | Y | Y | 100% | |||
| Of which Enabling | 7.8 | 100% | 100% | 0% | 0% | 0% | 0% | 0% | Y | Y | Y | Y | Y | Y | Y | 100% | E | ||
| Of which Transitional | |||||||||||||||||||
| A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | |||||||||||||||||||
| OpEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) |
|||||||||||||||||||
| A. OpEx of Taxonomy-eligible activities (A.1 + A.2) | 7.8 | 100% | 100% | 0% | 0% | 0% | 0% | 0% | 100% | ||||||||||
| B. TAXONOMY-NON-ELIGIBLE ACTIVITIES OpEx of Taxonomy-non-eligible activities Total 7.8 100% |
|||||||||||||||||||
| OpEx of Taxonomy-non-eligible activities | |||||||||||||||||||
| Total | 7.8 | 100% |
The Code constitutes the abbreviation of the relevant objective to which the economic activity is eligible to make a substantial contribution, as well as the section number of the activity in the relevant Annex covering the objective, i.e.:
-
Climate Change Mitigation: CCM
-
Climate Change Adaptation: CCA
-
• Water and Marine Resources: WTR • Circular Economy: CE • Pollution Prevention and Control: PPC
Abbreviations:
-
Y – Yes, Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective
-
N – No, Taxonomy-eligible but not Taxonomy-aligned activity with the relevant environmental objective N/EL – Not eligible, Taxonomy-non-eligible activity for the relevant environmental objective
-
Biodiversity and ecosystems: BIO.
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Nuclear energy and fossil gas-related activities
Row Nuclear energy-related activities
The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of 1 innovative electricity generation facilities that produce NO energy from nuclear processes with minimal waste from the fuel cycle. The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations 2 to produce electricity or process heat, including for the NO purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies. The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce 3 electricity or process heat, including for the purposes of NO district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades. Fossil gas-related activities The undertaking carries out, funds or has exposures to 4 construction or operation of electricity generation facilities NO that produce electricity using fossil gaseous fuels. The undertaking carries out, funds or has exposures to 5 construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil NO gaseous fuels. The undertaking carries out, funds or has exposures to 6 construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil NO gaseous fuels.
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ESRS E1 Climate change
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27.4% share of renewable sources in total energy consumption in 2025
Kempower has updated its climate targets to:
- 42%
from absolute Scope 2 emissions and
-51.6%
from Scope 3 emissions relative to turnover by 2030
Reduction in total GHG emissions compared to 2024 –5.6%
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Impacts, risks and opportunities related to climate change
| Material topic | Sub-topic | Type (negative or positive impact, risk or opportunity) Description Value chain location Management approach |
|---|---|---|
| E1 Climate change |
E1-1 Climate change mitigation |
Opportunity Kempower’s business is based on the global transition to a low-carbon economy. Upstream and own operations Kempower’s approach to climate change mitigation is aligned with the global transition to a low-carbon economy, with its strategy focusing on reducing emissions across the value chain, prioritizing emission avoidance and reduction before considering compensation. |
| Positive impact Kempower’s products have a positive impact on climate change mitigation by reducing GHG emissions in road transport. Own operations and downstream Kempower approaches climate change mitigation by enabling the transition to low-carbon mobility through our EV charging solutions, which reduce greenhouse gas emissions in road transport, while actively managing and reducing emissions from the company’s own operations and value chain. |
||
| Negative impact Scope 2 emissions, CO2-eq emissions from purchased electricity and heat. Own operations Kempower actively reduces Scope 2 GHG emissions by sourcing renewable electricity and heating, and improving energy efficiency in its operations, in line with its climate targets. Positive impact Reduction of Scope 2 emissions, CO2-eq emissions from purchased electricity and heat. Own operations |
||
| Risk Cutting GHG emissions involves incurring additional costs. Upstream and downstream Kempower acknowledges that cutting greenhouse gas emissions may involve additional costs, but considers these investments essential for long- term climate resilience, regulatory compliance, and value creation in the transition to a low-carbon economy. |
||
| Negative impact Scope 3 emissions: emissions from purchased goods, logistics and product use phase (CO2-eq) fail. Upstream and downstream Kempower addresses Scope 3 GHG emissions by engaging suppliers on low- carbon materials, optimizing logistics for reduced transport emissions, and designing products that enable emission reductions during their use phase, in line with the GHG Protocol and as part of our ongoing climate transition plan to identify effective emission reduction levers. Positive impact Reduction of Scope 3 emissions: emissions from purchased goods, logistics and product use phase (CO2-eq). Upstream and downstream |
||
| Opportunity Electrification of marine transportation Downstream Kempower supports the electrification of marine transportation by providing reliable and scalable charging solutions, thereby reducing GHG emissions from maritime operations and contributing to the decarbonization of the transport sector. |
||
| E1-1 Energy | Positive impact Energy consumption in own operations Own operations Kempower manages energy consumption in its own operations by improving energy efficiency, monitoring usage, and prioritizing the use of renewable electricity to reduce Scope 2 GHG emissions in line with its climate targets. |
|
| Negative impact Energy consumption in the supply chain Upstream Kempower promotes the use of green energy throughout its supply chain by engaging with suppliers to increase the share of renewable electricity in their operations, fostering long-term partnerships that support shared climate goals and reduce Scope 3 GHG emissions. Positive impact Use of green energy in the supply chain Upstream |
||
| Opportunity Electrification of road transportation Own operations and downstream Kempower’s climate change mitigation approach focuses on accelerating the electrification of road transportation by delivering fast and reliable EV charging solutions, thereby enabling significant reductions in GHG emissions across the mobility sector. |
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E1-1 Transition plan for
E1-2 Policies related to climate change mitigation and adaptation
climate change mitigation
In 2025, Kempower conducted a comprehensive review of its greenhouse gas emissions inventory while simultaneously updating its climate targets (for further details, refer to section E1-4). These efforts established an important foundation for the development of a more formalized climate transition plan, which Kempower intends to finalize in 2026.
Kempower implements its Environmental Policy to manage its climaterelated material impacts, risks and opportunities. In implementing the Environmental Policy, Kempower adheres to the ISO 14001 standard. Other guiding principles and commitments include:
-
Corporate Sustainability Reporting Directive (CSRD)
-
European Sustainability Reporting Standards (ESRS)
Kempower’s climate ambitions are guided by the Paris Agreement and greenhouse gas emission reduction targets aligned with the criteria of the Science Based Targets initiative (SBTi). Climate-related planning is integrated into Kempower’s business strategy and overseen by the Board of Directors and the global leadership team. The company is not excluded from EU Paris-aligned benchmarks and continues to monitor regulatory developments, including updates to ESRS. Details on guiding policies, and targets and actions regarding climate change mitigation and adaptation are disclosed in sections E1-2, E1-3 and E1-4.
-
Greenhouse Gas (GHG) Protocol
-
UN Sustainable Development Goals (SDGs)
-
UN Global Compact
-
ISSB framework
-
Finnish Energy Efficiency Act for large enterprises (1429/2024).
Policy development considers input from internal stakeholders, including management and employees, and external partners such as OEMs and regulators. Kempower shares the policy through the Kempower Academy training platform and provides supplier training via its Salesforce Platform to ensure awareness and effective implementation.
| Policy | Key contents |
|---|---|
| Environmental Policy | Outlines Kempower’s environmental commitments, including climate change mitigation and adaptation, energy efficiency and renewable energy deployment, and greenhouse gas emissions reduction targets by 2030, through a reductions in Scope 2 emissions and a transition toward carbon- neutral logistics, while collaborating with key suppliers on emission reduction planning. |
E1-3 Actions and resources in relation to climate change policies
To manage material climate-related impacts, risks and opportunities, and to fulfill the strategic commitments of its environmental policy, Kempower - implements the following key emission reduction actions: reducing the carbon footprint of its products, transitioning to renewable energy, and improving energy efficiency. These actions apply to all Kempower operations and geographical areas, unless otherwise stated.
In updating its climate-related actions, Kempower works with a diverse set of external stakeholders, including charge point operators, retail chain owners, fleet operators, original equipment manufacturers (OEMs), distributors, investors, suppliers, and educational and research institutions. Regular communication with these groups ensures that Kempower’s products and strategies align with market needs and sustainability standards.
| Scope of application | Accountability | Availability |
|---|---|---|
| Own operations and value chain. All Kempower employees, suppliers, and |
Kempower Leadership Team |
Kempower’s intranet for internal stakeholders |
| partners. |
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Kempower completed a major review of its greenhouse gas emissions inventory and updated its climate targets
Climate action plan
Kempower’s GHG inventory was restated in 2025 using the latest data to improve accuracy and transparency. Kempower has set greenhouse gas emission reduction targets in 2025 aligned with the criteria of the Science Based Targets initiative (SBTi). While a formal commitment to SBTi has not been made, the company intends to progress internally on target development and implementation. Kempower evaluates the market needs and regulatory requirements in its future decision to formally commit to the SBTi or seek validation to its climate targets from the initiative.
Kempower also initiated the development of a formal climate transition plan during the year. The Environmental Policy was also revised to reflect the updated emissions data. Emission reduction targets were set for Scopes 2, and 3 (Kempower does not have Scope 1 emissions). ESG risk management was integrated into Kempower’s enterprise risk management framework, and a due diligence process was established for operational-level oversight.
During 2025, Kempower maintained continuous engagement with its suppliers’ sustainability managers. Targeted capacity-building efforts were implemented to support supplier alignment with Kempower’s environmental standards. Suppliers are expected to align their operations with Kempower’s Climate targets, as outlined in the Supplier Code of Conduct. Moreover, to support internal capacity building, sustainability training was delivered to the purchasing and people & culture P&C teams.
To support emissions-related impact, risk, and opportunity management, Kempower continues to improve its data collection practices by shifting to monthly data collection and expanding coverage to previously unmonitored areas.
Fossil-free energy and energy efficiency
Relating to its decarbonization lever of transitioning to renewable energy and enhancing energy efficiency, Kempower transitioned all its Finnish locations to renewable heating in 2025. An energy audit was conducted,
and the findings were used to provide recommendations to the landlord for improving energy performance.
Low-carbon products
Product development is a key factor in Kempower’s decarbonization lever of reducing the product carbon footprint. It plays a central role in Kempower’s broader decarbonization efforts by driving the development of products that meet evolving climate and circularity requirements, as well as the increasing sustainability needs of Kempower’s customers. In 2025, Kempower developed its life cycle assessment (LCA) calculations and introduced material selection guidelines aligned with sustainability and legal requirements. A mass calculator tool was introduced to assess the weight of products and support design decisions.
To enhance climate impact for customers and reduce transportation emissions, Kempower’s chargers provided 2 128.8 MWh/day of charging power in 2025, compared to 1,084 MWh/day in 2024. Collaboration between product development and product management was further strengthened through regular monthly meetings and dedicated working groups. More information on sustainable product development is available under section E5 Resource use and circular economy.
Resources to implement actions
Non-capitalized significant monetary amounts related to actions listed above are recognized under note 2.5. Other operating expenses in the financial statements. Corresponding capitalized amounts are in turn recognized under notes 3.1 Intangible assets, 3.2 Property, plant and equipment and 3.3 Leases. Kempower holds a Green Revolving Credit Facility (see note 4.3 Financial assets and liabilities in the financial statements). Kempower does not currently have in place a formal CapEx plan as defined by Commission Delegated Regulation (EU) 2021/2178. Significant CapEx and OpEx required to implement the actions listed above correspond with the amounts recognized in key performance indicators relating to the EU Taxonomy-eligible activity 6.15. Infrastructure enabling low-carbon road transport and public transport.
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The ability to implement decarbonization actions depends on the availability and allocation of financial resources. While current resources are sufficient to support ongoing initiatives, Kempower will conduct a more detailed assessment of resource requirements as part of its formal climate change mitigation transition plan. This assessment will clarify the company’s capacity to execute planned actions. Detailed information on Kempower’s ability to implement these actions will be provided in 2026 upon completion of the transition plan.
E1-4 Targets related to climate change mitigation and adaptation
To address its material climate-related impacts, risks, and opportunities, and to fulfill the strategic commitments outlined in its Environmental Policy, Kempower has established targets for climate change mitigation. Kempower’s key decarbonization levers are reducing the product carbon footprint, transitioning to renewable energy and enhancing energy efficiency.
Kempower’s GHG emission reduction targets
As part of Kempower’s development towards a formal climate change mitigation transition plan, the company defined greenhouse gas (GHG) emission reduction targets in 2025, following the criteria and guidance provided by the SBTi, aiming to contribute to limiting global warming to 1.5°C in accordance with the Paris Agreement. Based on these developments, Kempower has shifted from multiple climate targets, as disclosed in 2024, to two near-term GHG emission reduction targets to strengthen clarity, measurability and consistency with international standards and best
practices. While the targets follow the SBTi criteria, they have currently not yet been formally submitted to the SBTi for approval.
The baseline year for Kempower’s reduction targets is 2024. Baseline representativeness has been ensured by reviewing the operational activities and emission sources included in the GHG inventory, supported by the life cycle assessment (LCA) and the company’s GHG calculation tool. This review ensured that all relevant activities were consistently covered and that no external factors materially distorted the emission profile for the baseline year. To ensure consistency between the targets and the GHG inventory, Kempower applies the same organizational and operational boundaries defined under the GHG Protocol.
Kempower’s reduction targets are gross targets, meaning that GHG removals, carbon credits or avoided emissions are not used as means to reach the targets. Additional details regarding the target-setting process conducted in 2025 can be found under section E1-3.
Kempower’s Global Leadership Team and Board of Directors, together with representatives from key business functions, have been involved in the target-setting process. Their involvement has focused on identifying and defining the decarbonization levers required to achieve the company’s emission reduction targets.
To achieve its GHG reduction targets, Kempower is actively developing and implementing technologies that optimize energy use and minimize emissions. Continuous developments include improving device efficiency,
scaling solutions for broader adoption, and deploying dynamic power distribution technologies. Kempower’s cloud-based charging management system, ChargEye, plays a central role in enabling these advancements by optimizing charging performance and energy allocation. The company continues to explore new technologies to improve energy efficiency and support the transition to a low-carbon economy.
Kempower is currently developing the methodologies required to quantify the contributions of its decarbonization levers to its GHG emission reduction targets. Detailed quantitative disclosures are planned for 2026, aligned with the finalization of the climate transition plan.
Climate scenarios considered in target setting
In its assessment of climate-related risks, Kempower evaluated two climate scenarios to inform its decarbonization strategy and target development. The scenarios considered were:
-
IPCC SSP1-1.9: A very-low emissions pathway where global temperature rise is limited to 1.5°C
-
IPCC SSP5-8.5: A high-emissions pathway where global temperatures could increase by up to 4°C.
These scenarios have guided the identification of key decarbonization levers and the formulation of related targets.
| Key performance indicator | Target level and year | Status in 2025 | Baseline level and year | Scope of the target | Relationship with policy objectives |
|---|---|---|---|---|---|
| Reduction of Scope 2 emissions (market-based) Reduction of Scope 3 emissions per M€ revenue |
42,0% absolute reduction by 2030 51.6% reduction per M€ revenue by 2030 (30,898.0 tCO2eq by 2030) |
-24.6% -15.5% |
1,380.8 tCO2eq in 2024 238.1 tCO2eq per M€ revenue in 2024 (53,271.8 tCO2eq) |
Own operations Upstream and downstream value chain |
To comply with the Environmental Policy and its requirements related to sustainability and environmental management |
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E1-5 Energy consumption and mix
| Energy consumption and mix | 2025 | 2024 |
|---|---|---|
| (1) Fuel consumption from coal and coal products (MWh) | ||
| (2) Fuel consumption from crude oil and petroleum products (MWh) |
||
| (3) Fuel consumption from naturalgas (MWh) | ||
| (4) Fuel consumption from other fossil sources (MWh) | ||
| (5) Consumption of purchased or acquired electricity, heat, steam, and cooling from fossil sources (MWh) |
2,922.3 | 4,733.3 |
| (6) Total fossil energy consumption (MWh) (calculated as the sum of lines 1 to 5) |
2,922.3 | 4,733.3 |
| Share of fossil sources in total energy consumption (%) | 31.4 % | 46.5 % |
| (7) Consumption from nuclear sources (MWh) | 3,834.1 | 3,473.7 |
| Share of consumption from nuclear sources in total energy consumption (%) |
41.2 % | 34.1 % |
| (8) Fuel consumption for renewable sources, including biomass (also comprising industrial and municipal waste of biologic origin, biogas, renewable hydrogen, etc.) (MWh) |
||
| (9) Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources (MWh) |
2,548.0 | 1,966.3 |
| (10) The consumption of self-generated non-fuel renewable energy (MWh) |
||
| (11) Total renewable energy consumption (MWh) (calculated as the sum of lines 8 to10) |
2,548.0 | 1,966.3 |
| Share of renewable sources in total | ||
| energy consumption (%) | 27.4 % | 19.3 % |
| Total energy consumption (MWh) (calculated as the sum of lines 6, 7 and 11) |
9,304.4 | 10,173.3 |
| Energy intensity per revenue* | 2025 | 2024 |
|---|---|---|
| Total energy consumption from activities in high climate impact sectors per revenue (MWh/MEUR) |
32.4 | 40.0 |
| Revenue used to calculate energy intensity | 2025 | 2024 |
| Total revenue(in financial statements,MEUR) | 251.3 | 223.7 |
*All Kempower’s activities fall within the high climate impact sector excluded electricity consumption of leased cars and energy consumption of subsidiaries.
Accounting principles
E1-5 Energy Consumption and mix An empty cell indicates no energy consumption in that category during the financial year.
Total Energy Consumption Total energy consumption (measured in MWh) includes all purchased heat and electricity within Kempower Group. Total energy consumption also covers the electricity used to charge leased EV company cars.
Data Collection and Measurement Energy consumption data for production sites (Finland and US) is primarily obtained from energy invoices or directly from property owners. Information on the origin of electricity is verified through documentation provided by the electricity supplier. All reported figures are based on actual metered data where available, ensuring accuracy and traceability.
Finnish Sites, Offices, and Storage Spaces
As of the end of 2025, all energy consumed at Kempower’s Finnish locations was 100% carbon-free. This achievement was realized through the acquisition of Renewable Energy Certificates (RECs) and certification with Guarantees of Origin (GOs), ensuring the traceability of CO2 free electricity.
Other Subsidiaries (Excluding the USA)
For subsidiaries outside Finland, where site-specific data is unavailable, electricity and heating consumption are estimated using the Helsinki office’s consumption data as a proxy. This estimation method is transparently disclosed as an approximation in the sustainability statement, and the inherent uncertainty – due to possible differences in building size, usage patterns, and local climate – is acknowledged.
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E1-6 Gross Scope 1, 2, 3 and Total GHG emissions
Retrospective
| Total GHG Emissions disclosed by Scope 1, 2 & 3 | Base year | Comparative | 2025 | Change % 2025/2024 | 2030 | 2050 | Annual % target / Base year |
|---|---|---|---|---|---|---|---|
| Scope 1 GHG Emissions | |||||||
| Gross Scope 1 GHG emissions (tCO2eq) | |||||||
| Percentage of Scope 1 GHG emissions from regulated emission trading schemes (%) | |||||||
| Scope 2 GHG emissions | |||||||
| Gross location-based Scope 2 GHG emissions (tCO2eq) | 2024 | 1,654.9 | 1,387.3 | -16.2 % | |||
| Gross market-based Scope 2 GHG emissions (tCO2eq) | 2024 | 1,380.8 | 1,041.4 | -24.6 % | 801.0 | ||
| Significant scope 3 GHG emissions | |||||||
| Total Gross indirect (Scope 3) GHG emissions (tCO2eq) | 2024 | 53,271.8 | 50,541.3 | -5.1 % | 30,898.0 | ||
| 1 Purchased goods and services | 2024 | 35,822.1 | 29,533.0 | -17.6 % | |||
| 2 Capital goods | 2024 | 4,871.6 | 2,234.8 | -54.1 % | |||
| 3 Fuel and energy-related activities (not included in Scope 1 or Scope 2) | 2024 | 286.6 | 235.4 | -17.9 % | |||
| 4 Upstream transportation and distribution | 2024 | 3,060.1 | 4,567.6 | 49.3 % | |||
| 5 Waste generated in operations | 2024 | 25.7 | 16.0 | -37.7 % | |||
| 6 Business traveling | 2024 | 685.6 | 520.1 | -24.1 % | |||
| 7 Employee commuting | 2024 | 441.0 | 435.1 | -1.3 % | |||
| 8 Upstream leased assets | |||||||
| 9 Downstream transportation | |||||||
| 10 Processing of sold products | |||||||
| 11 Use of sold products | 2024 | 7,343.5 | 12,249.1 | 66.8 % | |||
| 12 End-of-life treatment of sold products | 2024 | 735.5 | 750.2 | 2.0 % | |||
| 13 Downstream leased assets | |||||||
| 14 Franchises | |||||||
| 15 Investments | |||||||
| Total GHG emissions | |||||||
| Total GHG emissions (location-based) (tCO2eq) | 2024 | 54,926.7 | 51,928.6 | -5.5 % | |||
| Total GHG emissions (market-based) (tCO2eq) | 2024 | 54,652.5 | 51,582.7 | -5.6 % |
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| GHG emissions per revenue | 2025 | 2024 |
|---|---|---|
| Total GHG emissions (location-based) per revenue (tCO₂eq/MEUR) |
206.6 | 245.5 |
| Total GHG emissions (market-based) per revenue (tCO₂eq/MEUR) |
205.3 | 244.3 |
| Revenue used to calculate GHG intensity | 2025 | 2024 |
| Total revenue(in financial statements,MEUR) | 251.3 | 223.7 |
Accounting principles
All calculations are performed in accordance with the GHG Protocol Corporate Standard (2004) and the GHG Protocol Corporate Value Chain (Scope 3) Standard (2011). The reporting period is 01.01.2025–31.12.2025 and the base year for accounting is 2024. The consolidation approach is operational control, meaning all activities that Kempower controls are included in the Scope 1 and 2 and the related Scope 3 emissions calculations. Biogenic CO₂ emissions are excluded from reported totals due to insufficient data availability. The company is working to address these data gaps for future reporting.
The base year for accounting is 2024. In 2025, Kempower made methodological refinements to its calculations, in line with GHG Protocol guidance, to improve the accuracy and completeness of the 2024 baseline used for year-on-year comparisons. As a result, the total 2024 GHG emissions inventory (Scope 2 market-based and Scope 3) was recalculated and amounted to 54,652.6 tCO2eq, compared to the 183,075.6 tCO2eq reported in 2024.
The change reflects improved data quality, more detailed inputs, improved alignment with actual operations, and updated emission factors.
Primary data : Where available, GHG emissions are calculated using primary data provided by service providers (e.g., energy companies, logistics, waste management, travel agencies).
Secondary data: If primary data is unavailable, emission factors from reputable open sources (e.g., DEFRA, ecoinvent, national databases) are used.
Estimation : Where measured activity data is not available, estimates are made using the most appropriate methods (e.g., extrapolation from surveys, proxy datasets, spend-based factors and growth factors based on company’s growth forecast).
Transparency : All significant uncertainties and limitations are disclosed. Data quality table: The proportion of emissions based on estimated, proxy, spend-based, or value chain data is reported for each category.
Uncertainties : Monetary-based emission factors and proxy datasets have higher uncertainty. Supplier data quality is not always verifiable.
An empty cell indicates no relevant GHG emissions in that category during the financial year. All emission factors and methodologies are referenced in the report’s source list, including international and national databases, scientific literature, and supplier data.
Scope 1
For 2025, Kempower reports zero Scope 1 emissions.
Scope 2
Geographical coverage
The Scope 2 GHG emissions calculations include all purchased electricity and heat consumption across the Group’s operations, including:
-
Finland based on actual consumption data,
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United States based on actual consumption data,
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Subsidiaries in other regions, where electricity consumption is estimated when direct data is unavailable
Electric Vehicle (EV) electricity consumption
Electricity consumption from the charging of electric vehicles is included in Scope 2 GHG emissions calculations based on the following principles:
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In Finland, calculations are based on recorded driven kilometers
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In other locations, calculations are based on contract derived kilometer estimates.
In all cases, reference energy intensity values (kWh/km) are applied to determine the total electricity use, which is then converted into both market-based and location-based emissions using the applicable emission factors.
Market-based method
Under the market-based method, emissions are calculated using contractspecific emission factors linked to electricity purchase agreements, energy attribute certificates, or other qualifying contractual instruments. Where contractspecific factors are not available or do not meet the GHG Protocol quality criteria, the residual mix emission factor of the relevant country or region is applied. In 2025, 58.2% of energy purchases were covered by contractual instruments bundled with Renewable Energy Certificates.
Location-based method
Under the location-based method, emissions are calculated using country average grid emission factors that represent the typical emissions intensity of the electricity grid in the location where consumption occurs. Where country level factors are unavailable, European average factors are used as a proxy to ensure consistency and completeness.
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Restatement of comparative figures
Data for the year 2024 presented in this Sustainability statement has been restated. The restatement is due to improvements in data collection processes, enhanced availability and reliability of consumption data, and increased accuracy in the use of emission factors. As a result, previously reported Scope 2 values have been updated to provide a more complete and accurate representation of Kempower’s indirect emissions from purchased electricity and heat. As part of the data quality improvements, previously reported Scope 2 figures have been restated:
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Location-based emissions amounted to 1,654.9 tCO₂eq, compared to the 2,578.7 tCO₂eq reported in 2024
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Market-based emissions amounted to 1,380.8 tCO₂eq. compared to the 767.5 tCO₂eq reported in 2024.
Scope 3
In 2025, 4.8% of Scope 3 greenhouse gas emissions were calculated using primary data. Kempower reports Scope 3 emissions across all the following categories:
Category 1: Purchased goods and services
Emissions are calculated using mass-, unit-, or spend-based data, depending on the availability and quality information from suppliers. When the product carbon footprint (PCF) data is available, those emission factors are applied directly. Otherwise, emissions are estimated using monetary allocation (EUR) based on the company’s commodity coding to ensure appropriate categorization of upstream materials and services. The data covers the full calendar year.
The 2024 GHG emissions inventory was reviewed and updated in 2025 to improve accuracy and consistency. Previously, a certain share of the data relied on LCA-based values with modelled assumptions. Under the revised 2025 methodology, emissions are based exclusively on verified material content data and corresponding emission factors. Generalized LCA-based estimates are no longer used.
As a result of this review, the Category 1 emissions were restated to 29,533.0 tCO₂eq for the year 2024, compared to the previously reported 126,615.5 tCO₂eq. The updated calculation provides a more accurate, transparent, and defensible representation of upstream purchased goods and services, reflecting improved - data quality, clearer boundaries, and better use of supplier specific information.
Category 2: Capital goods
Capital goods are identified using the company’s commodity coding system, ensuring that only assets that meet the Scope 3 Category 2 definition are included in the emissions inventory. Emissions are calculated using - monetary based emission factors that link capital expenditure to embodied emissions. While this method carries higher uncertainty, all factors are inflationadjusted to ensure consistency across reporting years.
For the 2025 reporting year, December values are estimated using a JanuaryNovember year-to-date average, adjusted with a growth factor to reflect expected expenditure patterns. This estimation method ensures a representative full-year value when final-month procurement data is not yet available during the close of the reporting period.
As part of the 2025 review, the calculation method was updated to align with the revised Scope 3 framework and improve the accuracy and transparency of embodied emissions reporting. This category was not disclosed in the 2024 Sustainability statement and in the restated 2024 inventory, these emissions total 4,871.6 tCO₂eq.
Category 3: Fuel- and energy-related activities
Emissions are derived from the market-based Scope 2 electricity and district heat data. Where upstream (well-to-tank and transmission-related) emission factors for purchased energy are not directly available from suppliers, the emissions are - - calculated separately using the best available country or supplier specific data sources. Electricity transmission and distribution (T&D) losses are calculated by - applying country specific loss percentages to the electricity emission factors already in use. For district heat, a 5% distribution loss assumption is applied consistently across all markets and multiplied by the corresponding district heat emission factor. This approach ensures transparency, methodological consistency with the revised Scope 3 framework, and completeness of reporting for all fuel- and energy-related upstream emissions.
This category was not disclosed in the 2024 Sustainability statement and in the restated 2024 inventory, these emissions total 286.6 tCO2eq.
Category 4: Transportation and distribution
This category includes all upstream transportation and distribution activities associated with procurement. Emissions are calculated primarily using Well-to-Wheel (WtW) data provided by logistics partners, which reflects actual - transport activity and fuel use characteristics. Where partner specific WtW data is - unavailable, spend based emission factors are applied to maintain completeness of the inventory.
For the 2025 reporting year, December emissions are estimated by applying a growth factor to November 2025 figures, providing a representative annual estimate when final-month logistics data is not yet available during the close of the reporting period.
Overall, this accounting approach ensures consistency with the revised Scope 3 methodology by prioritizing high-quality, activity-based data where available and applying transparent estimation techniques where necessary. The approach strengthens comparability, completeness, and transparency across reporting periods.
In the revised 2024 GHG emissions inventory, the full scope of transportation activities for purchased goods and services was incorporated to ensure accurate boundaries and methodological consistency. Also, Category 4 transportation data was previously misclassified as part of Category 9 and has now been removed.
As a result of this review, the Category 4 emissions were restated to 3,060.1 tCO2eq for the year 2024, compared to the previously reported 53.7 tCO2eq for Category 4 and 2,554.2 tCO2eq for Category 9.
Category 5: Waste
Emissions are calculated by primarily using activity data provided by waste management partners, including waste quantities and treatment methods. - When partner specific information is not available, emissions are estimated using - nationally applicable, treatment appropriate emission factors to maintain methodological consistency, completeness, and comparability across reporting years. For subsidiaries without direct waste data, waste amounts are estimated using proxy figures from a comparable Finnish office hotel, scaled to each subsidiary’s operations.
For the 2025 reporting year, December values are estimated using a JanuaryNovember year-to-date average, adjusted with a growth factor to reflect the operational changes during the year. This allows for a representative annual estimate when final-month data is not yet available during the close of the reporting period.
- Overall, the methodology prioritizes activity based data, supplements it with transparent, conservative estimation techniques, and applies refinements consistently across periods to address remaining data gaps.
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The decrease in waste-related GHG emissions from 25.5 tCO₂eq (2024) to 16.0 tCO₂eq (2025) reflects enhanced data accuracy from more complete and - high quality activity data from waste management partners rather than a material change in operational waste generation.
Category 6: Business travel
- The emissions are calculated by primarily using activity based data provided by the company’s travel agency and by applying DEFRA emission factors to ensure consistent and recognized calculation practices. For travel originating in the United States, an emissions calculator using appropriate regional factors is applied to account for regional differences in emission characteristics and data availability.
For the 2025 reporting year, December emissions are estimated based on flights - booked by year end, as complete final month data from the travel agency is not yet available during the close of the reporting period. Overall, the methodology - prioritizes reliable, activity based data, supplemented with clear and transparent estimation procedures. No changes in methodology or calculation approaches have been made compared with previous reporting periods.
Category 7: Employee commuting
- The emissions are calculated using activity based data collected through a company-wide commuting survey which gathers information about employees’ typical modes of transport, commuting distances, and commuting frequency.
The 2025 survey had a 40% response rate, providing a representative sample of commuting patterns across the organization. Emissions for the rest of the employees are estimated by extrapolating the results from the respondent sample, preserving proportional representation of commuting behaviors. Employees located in very small offices (1–2 persons) are included within the Finnish extrapolation group to ensure consistent treatment across operating units - and to avoid disproportionate weighting of small office responses.
For the 2025 reporting year, the number of annual workdays and vacation days was determined using typical values for Finland in 2025, ensuring consistent and nationally appropriate assumptions for calculating annual commuting activity.
The commuting dataset was updated based on the new 2025 questionnaire results. As a result of this review, the emissions were restated to 441.0 tCO₂eq for the year 2024, compared to the previously reported 1.9 tCO₂eq and now reflect improved and more complete data inputs.
Category 11: Use of sold products
The emissions are calculated in alignment with the GHG Protocol guidance. The calculation boundary is defined to include only the portion of energy use that is intrinsically attributable to the product itself, independent of user behavior or external operating conditions.
In previous calculations, all electricity consumed during the vehicle charging process was attributed to the product. This approach overstated these emissions as the electricity consumption of charging is largely determined by user behavior, vehicle usage patterns, and charging needs, rather than the product’s own technical characteristics. To ensure methodological accuracy and accurate boundary setting, the updated calculation includes only standby energy consumption, representing the device’s inherent electricity use regardless of how end-users charge their vehicles.
This boundary correction results in a more accurate representation of the - product’s actual use phase emissions and ensures consistency with GHG Protocol guidance. As a result of this review, the emissions were restated to 12,249.1 tCO₂eq for the year 2024, compared to the previously reported 39,461 tCO₂eq.
Category 12: End-of-life
The end-of-life emissions for sold products and packaging are calculated using the actual mass of each product and packaging component, combined with country-specific end-of-life emission factors sourced from authoritative national databases. All calculations are based on absolute delivered product data, and no estimations or modeled values are applied to the material quantities.
The 2024 GHG emissions inventory was reviewed and updated in 2025 to improve accuracy and consistency. Previously, a certain share of the data relied on LCA-based values with modeled assumptions. Under the revised 2025 methodology, emissions are based exclusively on verified material content data and the applicable country-specific end-of-life emission factors.
As a result of this review, the emissions were restated to 750.2 tCO₂eq for the year 2024, compared to the previously reported 1,245.8 tCO₂eq, reflecting improved boundary definition, removal of modeled LCA assumptions, and alignment with - more accurate and product specific material data.
Scope 3 categories assessed as non-material, including upstream and downstream leased assets, downstream transportation, processing of sold products, franchises, and investments, are excluded from the inventory.
Excluded Scope 3 categories:
8 Upstream leased assets
9 Downstream transportation
10 Processing of sold products
13 Downstream leased assets 14 Franchises 15 Investments
The emissions from the operation of leased facilities has been accounted for in Kempower’s Scope 2 emissions, as per the operational control approach.
No separate or reliable data is available for downstream transportation activities, and therefore, no emissions are reported for this category. This adheres to the principle of reporting only emissions supported by credible, verifiable activity data.
Not a significant category for Kempower, as Kempower’s products are not further processed.
Not a significant category, as Kempower does not temporarily lease out assets.
Not a significant category for Kempower, as Kempower has no franchises. Not a significant category for Kempower, as Kempower has no investment activity.
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E1-7 GHG removals and GHG mitigation projects financed through carbon credits
Kempower offsets GHG emissions from business travel flights through one nature-based solution: Verra’s Rimba Raya Biodiversity Reserve Project, a biogenic sink focused on protecting the Rimba Raya area from deforestation, covering 343 tonnes of CO2 emissions. Business flight emissions are also offset through a non-nature-based solution Gold Standard’s 400 MW Solar Power Project at Bhadla, Rajasthan, a technological sink covering 343 tonnes of CO2.. The project produces more than 730,000 MWh of renewable electricity annually, reducing dependence on fossil fuels.
Kempower offsets its emissions only through reliable and internationally recognized parties. By selecting projects by such parties, Kempower ensures that risks related to non-permanence, such as the determination and monitoring of potential leakage and reversal events, are appropriately managed by the project developers. Regarding Rimba Raya, Kempower chose the project as it supports renewable energy production and the affected people in the area. Furthermore, criteria included the fact that the project has a job-creation impact and, within its framework, various types of training have also been offered to local residents. The infrastructure of the area will also develop with the project.
| Cancelled carbon credits | 2025 | 2024* |
|---|---|---|
| Total(tCO2eq) | 686.0 | 878.0 |
| Share from removalprojects(%) | 50.0 % | 50.0 % |
| Share from reductionprojects(%) | 50.0 % | 50.0 % |
| Gold standard(%) | 50.0 % | 50.0 % |
| Verra Verified Carbon Standard(%) | 50.0 % | 50.0 % |
Accounting principles
Methodology of GHG removals via carbon credits
The Verra Verified Carbon Standard Program issues distinct carbon credits known as Verified Carbon Units (VCUs) to projects. Each VCU corresponds to a reduction or removal of one tonne of carbon dioxide equivalent (CO2eq) achieved by the project. These units are governed by a set of quality assurance principles that are validated through a verification process, followed by review and approval from Verra. End-users buy and retire VCUs to compensate for their emissions. All records related to the issuance and retirement of VCUs are made publicly available on the Verra Registry.
VCUs are issued to registry account holders on the Verra Registry, typically comprising project developers, carbon credit brokers, and other entities in the carbon market. These holders must pass rigorous “Know-Your-Customer” checks, and individuals cannot open registry accounts or hold VCUs on behalf of others.
The Gold Standard for the Global Goals certification process employs conservative methodologies for accurate impact quantification and emphasizes stakeholder inclusivity for long-term project success. The assurance process, overseen by Gold Standard, utilizes approved third-party validation and verification bodies (VVBs) to audit projects, ensuring credible and highquality claims.
Table: Cancelled carbon credits
Offsets for business travel flights in 2025 pertain to flights taken in 2024.
Offsets for 2024 flights, amounting to a total of 686 tCO2eq. is reported in the 2025 Sustainability Statement. GHG emission data has been obtained through a travel agency and is based on DEFRA. Only the US emissions have been calculated using an emissions calculator..
*Offsets for business travel flights in 2025 pertain to flights taken in 2024.
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ESRS E5 Resource use and circular economy
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The recyclability rate of Kempower’s products is over 99%
0 t
landfill waste in Finland in 2025
Kempower has reduced wood waste by
42% by improving sorting
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Impacts, risks and opportunities related to resource use and circular economy
| Material topic | Sub-topic | Type (negative or positive impact, risk or opportunity) Description Value chain location Management approach |
|---|---|---|
| E5 Circular economy |
Resource inflows, including resource use |
Negative impact Raw material use in products Upstream and own operations Product development in line with Kempower’s Circular Economy in Product Development and Sourcing Policy; integrated sustainability criteria as part of the RDI process and Material Selection Instruction for engineers; Chemical Policy and chemical management program. Positive impact Sustainability criteria for the design of the components: e.g. no hazardous chemicals of conflict minerals used, re-use and use of recycled materials Upstream, own operations Positive impact The utilization of recycled materials in Kempower’s components impacts Kempower’s reputation and helps Kempower to fulfill stakeholder expectations. Upstream, own operations Negative impact Use of virgin materials in our products Downstream and own operations |
| Resource outflows related to products and service |
||
| Waste | Positive impact Recycling of waste streams/Increasing recycling rate Downstream and own operations ISO 14001 management system with the Environmental Policy, Environmental Management Manual and Recycling and Waste Management Handbook. Negative impact Amount of waste in Kempower’s own operations Own operations |
|
| Positive impact Recyclability of Kempower’s products Downstream Participation in extended Producer Responsibility schemes to promote end-of-life recycling |
Kempower’s operations involve product assembly from various components sourced from suppliers, as well as testing and packaging of the final products. Kempower’s primary focus regarding the topics of resource use and the circular economy is thus the materials used to manufacture its products and their lifecycle impacts. Another area that Kempower focuses on is waste management in its own operations.
E5-1 Policies related to resource use and circular economy
Kempower implements an Integrated Management System (IMS) of ISO 9001, ISO 27001, ISO 14001, and ISO 45001 across all its operations to manage material impacts, risks and opportunities related to resource use and circular economy. The implementation of the IMS aims to enhance and maintain the overall performance of Kempower’s business, products, and services. It also seeks to ensure compliance with statutory and regulatory
requirements related to the circular economy and resource use concerning Kempower’s products and services. Relevant IMS documents are available in current documentation systems referenced on the IMS intranet pages.
As part of the IMS, Kempower operates according to the following policies, guidelines and manuals covering Kempower’s own operations and its upstream and downstream value chain:
-
Environmental Policy
-
Environmental Management System Manual (EMS)
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Circular Economy in Product Development and Sourcing Policy
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Chemical Policy
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Declaration of Conformity
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Recycling and Waste Management Handbook
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Waste from Electrical and Electronic Equipment WEEE Directive Policy
-
These policies are described in detail in the following table. These policies are monitored regularly and reviewed annually based on audits and stakeholder feedback.
Environmental Management System Manual
The Environmental Management System (EMS) Manual provides a comprehensive framework for systematically managing Kempower’s environmental responsibility. The EMS manual outlines the policies, procedures, and practices that make up the EMS and serves as a reference for environmental management efforts at Kempower.
Kempower’s EMS has been developed to comply with the requirements of the ISO 14001 certification system and to make sustainable business possible. Kempower complies with local legislation in all its business areas,
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and an expert in the field updates the legislative review at least twice a year. The EMS is applied to 100% of Kempower’s activities and covers all production sites: Lahti 1, Lahti 2 and Lahti 3 in Finland, and Durham NC, in the US. The Sustainability Manager at Kempower is accountable for implementing the EMS manual.
Declaration of Conformity
In addition to its policies on resource use and circular economy, Kempower issues Declarations of Conformity for all its products, affirming that they meet the requirements of key European directives. These include the Low Voltage Directive (2014/35/EU), Electromagnetic Compatibility Directive (2014/30/EU), Radio Equipment Directive (2014/53/EU), and the Restriction of
Hazardous Substances in Electrical and Electronic Equipment Directive (2011/65/EU). Moreover, the Declarations of Conformity indicate compliance with relevant IEC standards for electric vehicle conductive charging systems.
| Policy | Key contents | Scope of application | Accountability | Availability |
|---|---|---|---|---|
| Environmental Policy | Outlines Kempower’s environmental commitments, including circular economy practices, waste reduction, sustainability training and stakeholder engagement... Emphasizes eco-design and material efficiency to minimize environmental impacts and reduce waste. Key objectives include achieving zero landfill waste in Finland by 2025, reducing production landfill waste globally, and maintaining a 99% recyclability rate for new products. |
Own operations and value chain. All Kempower employees, suppliers, and partners. |
Global Leadership Team | Kempower’s intranet for internal stakeholders |
| Chemical Policy | Part of Kempower’s Business Quality Policy, ensures safe and sustainable chemical management across all operations. Aims to minimize environmental impact and ensure regulatory compliance with REACH and RoHS. Covers procurement, storage, use, and disposal of chemicals, employee training, and continuous improvement aligned with environmental and regulatory standards. |
All Kempower locations. | Global Leadership Team | Kempower’s intranet for internal stakeholders |
| Chemical Management Program |
Aims to ensure safe, sustainable, and compliant handling of chemicals across all operations. Outlines structured processes for procurement, risk assessment, inventory, handling, and disposal of chemicals. Includes digital systems (iChemistry, TOYME), audits, KPIs, supplier engagement, and emergency preparedness. Promotes sustainable procurement and compliance with REACH, CLP and Biocides regulations. |
All Kempower locations. Covers the procurement, storage, use, and disposal of chemicals used in production, R&D, and facility maintenance. |
Global Leadership Team | Kempower’s intranet for internal stakeholders |
| Circular Economy in Product Development and Sourcing guidelines |
Outlines Kempower's approach to incorporating circular economy practices into its product development and sourcing activities. Aims to enhance the positive impact of Kempower’s products through increased product durability, waste management and the use of recycled materials, with the goal of achieving over 99% recyclable devices. |
Kempower's own operations worldwide. |
Sustainability and Development Excellence teams: monitoring new requirements, regulations, and implementing the policy. |
Available for Kempower relevant stakeholders |
| Recycling and Waste Management Handbook |
Provides guidance on the handling, sorting and disposal of waste generated in Kempower’s operations to enhance reusing, recycling and utilizations of different waste streams and materials included. Follows EU Waste Directive (Directive 2008/98/EC on waste and repealing certain directives) hierarchy to prioritize reuse, recycling, and recovery. |
All Kempower operations globally. | The Sustainability Manager and Facility Managers are responsible for waste management at Kempower. |
Kempower’s intranet for internal stakeholders |
| WEEE Directive guidelines | Ensures compliance with EU Waste from Electrical and Electronic Equipment WEEE Directive (2012/19/EU). The directive aims to prevent waste generation and manage electrical and electronic equipment waste responsibly. The policy aims to mitigate the waste-related risks by preventing the generation of waste streams in Kempower's production processes and guiding Kempower's efforts to join producer organizations.. |
Kempower operations globally, Kempower’s downstream value chain. |
The Sustainability Manager | Available for Kempower relevant stakeholders |
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E5-2 Actions and resources related to resource use and circular economy
Kempower has implemented numerous initiatives, work groups and concrete actions to reach its policy objectives and targets concerning resource use and circular economy. The following actions apply to all of Kempower’s operations and geographical areas, and are continuous in their time horizon, unless stated otherwise.
Sustainable design
Kempower has developed sustainability guidelines for its product development processes. The sustainability guidelines cover the aspects of durability, recycled materials and virgin resources, chemical requirements, and the overall minimization of environmental impact. The first version of these guidelines was implemented during the first half of 2025, and their status is monitored in product development meetings.
To understand the environmental impacts of products, Kempower prepares and updates life cycle assessments (LCA) and carbon footprint calculations, ensuring compliance with ISO 14067, EN 50693, and GHG Protocol standards. The design of new products considers material carbon footprints and durability, and customers can also make use of Kempower’s LCA data in their own calculations. Kempower regularly develops its LCA calculations and takes into consideration new product versions and product launches. Kempower has also improved its LCA calculations, for example, by identifying product-specific variants and by refining data collection and calculation methods accordingly. The improved calculation enables more accurate and reliable LCAs and thus, supports enhanced environmental reporting and decision-making.
To better understand customer needs and to provide customers with the latest product updates, Kempower collaborates with its customers, research institutions and universities to foster innovation. For more information about collaboration, please see the section S4 Consumers and end-users.
Material selection
Kempower utilizes its Material Selection Instruction to guide engineers in choosing preferred materials for product development and maintenance projects, from a pre-approved CAD material library, ensuring compliance with sustainability requirements. The revised version of Kempower Material Selection Instruction was published during 2025 including updates on preferred materials. Any relevant regulatory updates are proactively monitored to ensure compliance with evolving legislation.
Kempower’s suppliers are required to adhere to Kempower’s General Terms and Conditions as well as Kempower’s Supplier Code of Conduct. The supplied components must comply with Restriction of Hazardous Substances (RoHS) and Registration, Evaluation, Authorization and Restriction of Chemicals (REACH) regulations. Kempower also collects sourcing information from suppliers to verify that no minerals originating from conflict areas are used in its products. Suppliers are expected to provide relevant documentation, including RoHS, REACH, and Conflict Minerals certificates as well as Critical Raw Material statements. Kempower products are accompanied by appropriate declarations of conformity which verify that the products meet the applicable standards for health, safety, and environment.
Kempower utilizes a Product Data Management system for a detailed analysis of electronic and electro-mechanical components’ bill of materials and the potential risks involved.
The Development Excellence Team develops Kempower's data systems in order to monitor and explore the use of component materials. In addition, components are reused whenever possible through a dedicated dismantling point, where parts are collected and quality-tested for reuse.
In terms of packaging, Kempower’s aim was to reduce plastics by 50% by 2025. During the reporting year, Kempower revised its packaging material survey to plan actions for reducing plastic use and progress against its targets. These actions have included updating packaging material labels and increasing the recyclability of satellite packages. In the US, where transport distances are long and packaging plays a key role in preventing product damage, Kempower is continuously exploring solutions to reduce the amount of packaging material used..
The Sustainability and Development Excellence teams develop and monitor the carbon footprint calculator and the Material Selection Instruction.
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Chemical waste management training was organized for employees in Finland
Chemical management
Kempower’s chemical waste management approach is outlined in Kempower’s Chemical Policy and Chemical Management Program. All used chemicals are managed through the iChemistry system, which maintains Safety Data Sheets (SDS), risk assessments, and control measures for each chemical product. All chemicals are stored in designated, clearly labeled areas with appropriate segregation. Obsolete substances are identified and disposed of in compliance with environmental regulations. Annual inspections and audits are conducted to ensure safe handling, and feedback from audits, incidents, and employees is used to continuously improve chemical management practices.
Kempower production employees receive safety onboarding and regular training covering chemical hazards, safe handling procedures, and emergency response protocols. During the reporting year, employees in Finland received training particularly on chemical waste management, including the handling and storage of hazardous substances and maintenance of hazardous waste storage records. Employees also participated in a safety walk with the company’s waste management partner to review on-site practices. Additional training was provided on hazardous materials awareness and in compliance with 42§ of the Finnish Transport of Dangerous Goods Act (VAK), covering container management, handling procedures, and emergency actions. Attendance was documented. In addition, Kempower enhanced waste sorting practices, introducing a dedicated collection process for discarded lithium batteries.
Waste management in own operations
In line with Kempower’s Environmental Policy’s waste management target and the waste management hierarchy, Kempower continued to maintain a level of zero landfill waste in Finland in 2025. Moreover, Kempower has improved source separation in the US with nine waste fractions repurposed. Kempower continues to develop more detailed waste reporting with its existing waste management partners in Finland and the US and ensure good quality monitoring monthly and quarterly.
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Kempower also works closely with waste management partners to find new material uses and participates in the Extended Producer Responsibility organization, tracking product distribution to enhance waste sorting. While Finland and the US follow similar operational practices, regulatory differences affect resource use and circular economy targets in the US.
Continuous training programs regarding waste management and circularity are in place for production, service, spare parts, laboratory,, logistics, and office teams. The training is adapted to legislative changes, and delivered face-to-face, supported by the Recycling and Waste Management Handbook for practical waste management guidance. Each production site in Finland has a designated person responsible for circular economy practices.
Repairability and recyclability
In its Environmental Policy, Kempower commits to growing its business with refurbishment, upgrade, and remote services to promote circularity. Kempower leverages digital solutions such as the ChargEye™ cloud system, which enables remote monitoring and diagnostics, reducing the need for on-site maintenance. All the charging systems delivered by Kempower are connected to Kempower’s ChargEye™ cloud system.
Kempower continuously aims to improve the recyclability rate of its products. In different countries Kempower also participates in Extended Producer Responsibility schemes to ensure proper end-of-life recycling.
Other initiatives supporting repairability in 2025 included the refurbishment of power modules and the establishment of processes for reusing components from disassembled products in own production.
E5-3 Targets related to resource use and circular economy
| Key performance indicator |
Target level | Status in 2025 | Baseline year | Scope of the target | Waste hierarchy layer | Relationship with policy objectives |
|---|---|---|---|---|---|---|
| Recyclability rate of Kempower’s products |
99.6% for Kempower Movable Charger 99.7% for the |
99.6% for Kempower Movable Charger 99.7% for the |
2024 | Own operations and downstream value chain |
Prevention, preparing for reuse, recycling |
|
| Kempower Satellite 99.7% for the |
Kempower Satellite 99.7% for the |
|||||
| Kempower Power Unit Continuous targets |
Kempower Power Unit | To comply with the Environmental |
||||
| Reduction of landfill waste |
Zero landfill waste in Finland |
Zero landfill waste in Finland |
2024 | Own operations | Preparing for reuse, recycling, other recovery |
Policy and its requirements related to sustainability and environmental |
| Reduction of plastics in packaging |
50% by 2025 | 35.3% | 2024 | Own operations and packaging suppliers |
Prevention, recycling | management |
| Number of employee trainings on environmental |
65 trainings | 79 trainings | N/A | Own operations | N/A | |
| management |
Accounting principles
Kempower’s recyclability rate is derived from a 2024 life cycle assessment (LCA) of its main product configurations.
Waste management training data covers Kempower’s Finnish operations and aggregates monthly or quarterly sessions across three Lahti sites by function. These trainings address sustainability topics and internal waste handling practices – such as improving waste stream identification and sorting to enhance reuse, recycling, and utilization – as well as external topics raised by waste management partners, including upcoming legislative changes and preparation measures.
Accounting principles for landfill waste and packaging materials are detailed under E5-4 and E5-5.
Current resource use and circular economy targets apply to key operations in Finland and the US, with slight variations due to US-specific legislation; other subsidiaries are excluded due to their limited impact. Future sustainability targets will increasingly emphasize reducing GHG emissions, improving packaging sustainability, and strengthening procurement practices. While stakeholders have not been involved in setting current targets, Kempower plans to collaborate with suppliers and other partners in future goalsetting to advance waste management, recycling, landfill reduction, and decreased plastic use in packaging.
For more information on the repairability and recyclability of Kempowers products, see section E5-5.
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E5-4 Resource inflows
In Kempower’s own production, which includes assembly, testing and packaging of the Power Units, Power modules and the Satellites, no water is used. There are negligible emissions into the atmosphere or the soil. Assembly takes place in a staged assembly line where the components from suppliers are assembled into the finished product, after which the product is tested for any faults and then packed. All stages are carried out without water consumption, very minimal energy usage, and negligible chemical use. All of these mentioned stages are undertaken by human labor and carried out using cordless tools and computers.
Kempower's products (Movable chargers , Satellites and Power cabins with Power modules) consist of metals, plastics, circuit boards and electronic components. The components’ materials and manufacturing remain one of the most contributing factors to a product’s carbon footprint. The material compositions of products are similar; roughly an equal relative level of metals, with the remainder of plastics and other materials. Packaging material data and metrics are disclosed under E5-5.
All incoming components are used as such, so the amount of incoming and outgoing material remains the same. Product delivery numbers are recorded in Kempower’s ERP system, with each product having a Bill of Material in the Product Data Management system. This information allows for the calculation of resource inflows and outflows.
| Materials/Components | Power unit(%) | Satellite(%) |
|---|---|---|
| Metals(steel,Al,Cu) | 90.6 % | 81.1 % |
| Plastics | 4.1 % | 18.5 % |
| Printed circuit boards | 3.1 % | 0.3 % |
| Other(electronic components) | 2.2 % | 0.2 % |
Resource inflows
Weight (tonnes)
| Material category | 2025 | 2024 |
|---|---|---|
| Products(including packaging) | 3,779.0 | 3,136.8 |
| Technical materials(manufacturedgoods andparts) | ||
| Biological materials(materials notpurchased) | ||
| Total | 3,779.0 | 3,136.8 |
Accounting principles
Resource inflows
The products category includes all resource inflows used in the assembly of Kempower’s products such as components, individual parts (e.g., screws and plugs), and packaging. Kempower does not categorize its resource inflows into technical materials and does not source biological materials.
The total weight of products is based on actual measured data from Kempower’s own systems (e.g., bill of materials, and technical sheets). Data regarding components is collected from suppliers. An empty cell indicates no resource inflows in that category during the financial year.
The total material category amount for 2025 is determined by aggregating the material mass of each component per product and multiplying by the number of units delivered during the reporting period.
Secondary materials used
| Secondary material type | Weight(tonnes) Percentage (%) |
|---|---|
| 2025 2024 2025 2024 |
|
| Reused components | 181.8 25.0 18.4 % 3.6 % |
| Total | 181.8 25.0 18.4 % 3.6 % |
Accounting principles
Reused components
Data of refurbished Power Modules is collected from the Spare parts team. The weight of reused components is calculated by multiplying the total amount of refurbished Power Modules with its weight. The share of refurbished Power Modules delivered during the reporting year is calculated by dividing the total weight of refurbished Power Modules with the total weight of delivered Power Modules during the reporting year.
E5-5 Resource outflows
Kempower’s key products are its Power Unit and Satellite, which together form the system for the electric vehicle high-power charging.
The Power Unit contains:
-
a Power Cabinet: a steel structure construction including the internal cabling and the connection for the cables between the Power Unit and the Satellites.
-
Power Modules: including all the electrical components required for the high-power charging.
The Satellite is a dispenser and its main functions include:
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an electrical connection between the charging system and the electric vehicle.
-
a data and safety connection between the charging system and electric vehicle.
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All Kempower product packaging materials are 100% recyclable.
Kempower’s charging cables meet the requirements of the IEC62196 – Plugs, sockets, outlets, vehicle connectors and vehicle inlets standard for 10,000 charging cycles. At Kempower, the expected durability of our products (Satellites, Power Modules and Cabinets) is designed for a 10-year service life under "heavy duty" conditions. Products are also designed to be retrofittable, and the new components are backwards compatible. This provides the possibility to upgrade just the new components. Both Power Units and Satellites are equipped with a front door, which provides easy access to all the components which may need to be maintained or replaced.
Kempower operates three production sites in Lahti, Finland, where waste is sorted by type to maximize recycling and reuse . Significant waste streams in Finland include packaging materials, with cardboard comprising 24.2.% by weight, metals comprising 49.7% by weight and wood comprising approximately 5.6%. Waste categories such as mixed waste, energy waste, biowaste, cardboard, metals, magazines and papers, wood waste, different plastics, electronic waste, and hazardous waste are carefully separated at each site to promote recycling. On a Group level the most significant waste streams measured in weight are wood waste (11.6%), cardboard (24.1%) and metals (43.7%). With the increased efficiency of wooden pallet collection and a new operator, the amount of wood waste has decreased in 2025.
The Power Unit has a modular structure including a control module, a dynamic module, and from one to four Power Modules – offering a scalable solution for Kempower’s customers. Those Modules primarily contain different kinds of circuit boards and other electrical components. The Satellite has electrical components, which are required to have electrical and communication connections between the charging system and electric vehicles. All the components are easily accessible and maintained or replaced.
Kempower’s products contain an extremely high end-of-life recyclability rate, which currently stands at 99.6% for the Kempower Movable Charger, 99.7% for the Kempower Satellite and 99.7% for the Kempower Power Unit in Finland, which enables efficient recycling and waste management of products.
In Finland, the following waste fractions and materials are identified, sorted and collected separately at the place of origin: mixed waste, energy waste, biowaste (from the employees' kitchen facilities, no biowaste is generated in production), cardboard (cardboard boxes, brown cardboard, craft paper and corrugated cardboard and brown paper bags), paper, plastic, metal (separately aluminum and other metal waste), glass, batteries, wood, WEEE: cables, circuit boards and all electrical and electronic waste related to Kempower’s own products, hazardous waste fractions: solid oily waste, solid chemical waste, non-halogenated solvent waste, liquid chemical waste, aerosols and batteries. A hazardous waste storage record was implemented in 2025, strengthening Kempower’s chemicals and risk management. In the US, Kempower source separates the following waste streams: biowaste, paper, cardboard, aluminum, copper, steel, electrical and electronic waste, batteries, universal waste and other non-hazardous waste. In its US operations, Kempower is not currently able to separately source every waste stream as there are no vendors or partners available, and the waste management system is different to that implemented in Europe. The waste generated in Kempower's other subsidiaries has been estimated based on the data gathered from one office hotel. Kempower has assessed the emissions from waste management, which are disclosed under section E1-6.
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Total amount of waste
| Total amount of waste | |
|---|---|
| Total weight of waste | tonnes |
| 2025 2024 |
|
| Total amount of wastegenerated | 313.0 233.8 |
| Total amount of waste diverted from disposal | 305.8 219.3 |
| Hazardous waste | 0.1 0.1 |
| Non-hazardous waste | 305.8 219.2 |
| Total amount of waste directed to disposal | 7.2 14.5 |
| Hazardous waste | 0.0 0.1 |
| Non-hazardous waste | 7.1 14.4 |
Accounting principles
Waste
All metrics are reported at Group level across Finland, the United States, and other subsidiaries, following local legislative requirements. Hazardous waste is reported only from Finland, as US definitions differ and subsidiaries generate only nonhazardous office waste. The measured values have been obtained from waste management partners in Finland and the US. Where measured data is unavailable, estimation methods are used. Finland and US estimates for November–December use monthly averages adjusted with a Q4 revenue growth factor. December waste for other subsidiaries is estimated by averaging January– November data. Hazardous waste is estimated using 2024 realized values for specific hazardous fractions, also adjusted by a Q4 revenue growth factor.
Zero means measured value.
Table: Total amount of waste
The amount of waste generated/non-hazardous waste
Data regarding operations in Finland and the US is based on actual measured amount of waste. Where measured data is unavailable, estimation methods are used. The waste generated in Kempower’s other subsidiaries is calculated by using the data gathered from one office hotel, where Kempower is a tenant, covering Jan to Nov. December is estimated by averaging January–November data.
Hazardous waste
Hazardous waste data is reported at the Kempower Oyj level covering operations in Finland. Hazardous waste is estimated using 2024 realized values for specific hazardous fractions, also adjusted with Q4 revenue growth factor. Hazardous waste reported includes aerosols, solid chemical waste and heavy metal battery waste.
Waste recovery
| Waste recovery | |
|---|---|
| Recovery operation type | Hazardous waste (tonnes) Non-hazardous waste (tonnes) |
| 2025 2024 2025 2024 |
|
| Preparation for reuse | 0.0 0.0 0.0 0.0 |
| Recycling | 0.0 0.0 247.9 137.8 |
| Other recoveryoperations | 0.0 0.0 57.9 81.4 |
| Total waste diverted from disposal | 0.1 0.1 305.8 219.2 |
Accounting principles
Table: Waste recovery
The numerical values are presented with an accuracy of one decimal. Zero means measured value.
Recycling
Recycling includes waste diverted from disposal to recycling with a breakdown between hazardous waste and non-hazardous waste. Hazardous recycling waste includes heavy metal battery waste. Non-hazardous recycling waste includes biowaste, plastic packaging, paper and magazines, cardboard, metals, aluminum, copper, steel and electronic waste in Finland and biowaste, cardboard, paper, metals, aluminum, copper, steel and electronic waste in the US and a part of office waste produced in other Kempower subsidiaries.
Other recovery operations
Other recovery operations include waste diverted from disposal to other recovery operations, such as production of waste-derived fuel, with a breakdown between hazardous waste and non-hazardous waste. Hazardous waste related to other recovery operations includes solid chemical waste. Non-hazardous waste related to other recovery operations includes wood waste, energy waste, mixed waste in Finland and wood waste in the US. Waste directed to disposal includes aerosols in Finland, landfill waste in the US, and a part of waste generated in Kempower’s offices abroad excluding Finland and US.
Disposal types
| Disposal types | |
|---|---|
| Disposal type | Hazardous waste (tonnes) Non-hazardous waste (tonnes) |
| 2025 2024 2025 2024 |
|
| Incineration | 0.0 0.0 0.0 0.0 |
| Landfill | 0.0 0.0 7.1 14.4 |
| Other disposal operations | 0.0 0.1 0.0 0.0 |
| Total waste directed to disposal | 0.0 0.1 7.1 14.4 |
Accounting principles
Table: Disposal types
Zero means measured value.
Landfill
Zero landfill waste in Finland. Landfill waste (non-hazardous waste) includes US landfill waste and energy and mixed waste of Kempower’s other subsidiaries.
Other disposal operations
Other disposal operations waste is waste directed to disposal with a breakdown between hazardous waste (tonnes) and non-hazardous waste (tonnes). Hazardous waste is reported separately only for Finland. Hazardous waste related to other disposal operations waste includes aerosols.
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Waste categories
| Waste categories |
|
|---|---|
| Waste categories | tonnes Percentage of total waste |
| 2025 2024 2025 2024 |
|
| Total amount of waste in metric tonnes |
313.0 233.8 100.0 % 100.0 % |
| Total amount of hazardous waste in metric tonnes |
0.1 0.1 0.0 % 0.1 % |
| Total amount of non-recycled waste in metric tonnes |
65.0 96.0 20.8 % 41.0 % |
Accounting principles
Table: Waste categories
The numerical values are presented with an accuracy of one decimal. Zero means measured value.
Total amount of waste in metric tonnes:
Total amount of waste in metric tonnes includes Finland and US measured and estimated values. The waste generated in Kempower’s other subsidiaries is calculated by using data gathered from one office hotel, where Kempower is a tenant, and estimated values. Waste generated in offices is typically office waste, which is not hazardous waste.
Total amount of hazardous waste in metric tonnes:
Total amount of hazardous waste in metric tonnes includes all hazardous waste generated in Finland. Because US waste management differs from Finnish waste management in terms of definitions, hazardous waste is reported separately only for Finland even though the same waste fractions are generated in both countries.
Waste streams
| Amount of weight (tonnes) |
Amount of weight (tonnes) |
||
|---|---|---|---|
| Waste stream | Material type | 2025 | 2024 |
| Energy waste | Dirty paper, cardboard, plastics | 21.4 | 19.7 |
| Cardboard | Cardboard | 75.5 | 58.0 |
| Wood waste | Wood | 36.4 | 62.6 |
| Plastics | Plastic materials used in packaging | 15.0 | 5.1 |
| Metals | Aluminum, copper, other metals | 136.8 | 50.2 |
| Electronical waste | E-waste | 11.3 | 8.2 |
| Biowaste | Biowaste from the kitchen | 5.1 | 5.5 |
| Paper | Printing paper, magazines | 4.2 | 9.9 |
| Hazardous waste | Chemicals | 0.1 | 0.1 |
| Landfill waste | Mixed materials | 7.1 | 14.4 |
Accounting principles
Table: Waste streams
Amount of weight:
Amount of weight includes both the measured values obtained from waste management partners in Finland and the US and the estimated values.
Total amount of non-recycled waste in metric tonnes:
Total amount of non-recycled waste in metric tonnes includes waste diverted from disposal to other recovery operations (FIN: wood waste, energy waste, mixed waste solid chemical waste; US: wood waste) and waste directed to disposal (FIN: aerosols, US: landfill waste, and waste generated in Kempower’s offices abroad excluding Finland and US).
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Social information
Kempower is committed to ensuring a safe, diverse and inclusive workplace, as well as a transparent and fair value chain where we source sustainably and protect human rights.
| ESRS S1 Own workforce .......................................................................................... | 97 |
|---|---|
| ESRS S2 Workers in the value chain ................................................................... | 108 |
| ESRS S4 Consumers and end-users ................................................................. | 113 |
Performance highlights
In 2025 84.7%
A dedicated team comprising
825
professionals across more than 45 nationalities
of Kempower’s employees undertook the e-learning course in Code of Conduct training Read more
Read more
4,539.5
training hours for employees in 2025
Read more
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ESRS S1 Own workforce
Safety LTIF at
1.5 in 2025
Securing high work satisfaction
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17.8
eNPS
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Impacts, risks and opportunities related to Kempower’s own workforce
| Material topic | Sub-topic | Sub-sub-topic | Type (negative or positive impact, risk or opportunity) Description Value chain location Management approach |
|---|---|---|---|
| S1 Own workforce |
Working conditions | Working time | Negative impact Potential excessive workload and the resulting surplus working time may lead to employee dissatisfaction and/or fatigue. Own operations Working time principles are guided by the local labor legislation, local collective agreements and local agreements. |
| Adequate wages | Positive impact Aligned with national legislation and collective agreements, Kempower’s actual salaries are above what the collective agreements requires. Own operations Principles outlined in Rewarding Policy. |
||
| Work-life balance |
Positive impact A good work-life balance increases employee motivation and well-being at work. Own operations Promoting remote work to improve efficiency, flexibility, and employee well-being while supporting work-life balance. Negative impact Insufficient work-life balance may adversely affect employees' motivation, with further potential impacts on productivity. Own operations |
||
| Health and safety |
Positive impact Occurrences in occupational safety drive continuous improvement and stronger safety protocols. Own operations ISO 45001 Health and Safety Management Standard. Risk Occupational safety incidents leading to potential employee injuries and sick leave can result in higher costs. Own operations |
||
| Equal treatment and opportunities for all |
Training and skills development |
Positive impact Skills development and training can bring value to employees and increase motivation at work. Own operations Principles outlined in Learning Policy. |
SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model
Own workforce
At the end of 2025, Kempower employed a total of 825 professionals consisting of permanent and temporary employees, individual contractors, and employees contracted through staffing agencies. The following details mainly apply only to Kempower’s own employees unless otherwise stated.
Kempower's double materiality assessment (DMA) identified both positive and negative impacts and risks that could affect Kempower's own employees. The identified material negative impacts relate to working conditions, such as working time and work-life balance, whereas the
identified positive effects relate to working conditions, including adequate wages, work-life balance and health and safety, as well as training and skills development. A risk was also identified relating to occupational safety incidents, which may lead to potential employee injuries, sick leave and rising costs.
During the first DMA which was conducted in 2023, key internal stakeholders were interviewed, including members of the Management Team and Board of Directors as well as office and production employees. In addition, Kempower conducts quarterly employee pulse surveys to gather employee feedback and assess the impacts that Kempower might have on its workforce. As part of the double material assessment, young employees were identified as a group that could be particularly vulnerable, since nearly one-sixth of Kempower’s workforce is between 18 and 29 years old. Kempower proactively supports younger employees through initiatives
that strengthen work-life skills and overall wellbeing. To address this, it has introduced supervisor training, work-life skills programs, and an early support model with clear absence thresholds to identify and support wellbeing issues. Kempower’s Labor and Human Rights Policy aims also ensures equal opportunities, skills development, and inclusion for all employees, including young employees.
No specific groups within Kempower’s own workforce were identified as being at significant risk of incidents of forced labor, compulsory labor, or child labor.
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S1-1 Policies related to own workforce
Kempower’s People & Culture (P&C) activities are guided by Kempower’s Labor and Human Rights Policy that addresses the identification, assessment, management and remediation of material impacts on Kempower’s own workforce. The purpose of the Labor and Human Rights Policy is to define the labor and human rights standards in Kempower’s operations.
The Labor and Human Rights Policy applies globally to all Kempower’s employees, subcontractors, service providers, and agency workers in Kempower’s upstream and downstream value chain and it is aligned with the Universal Declaration of Human Rights, UN Guiding Principles on Business and Human Rights, ILO Declaration on Fundamental Principles and Rights at Work, and OECD Guidelines for Multinational Enterprises.
Kempower is committed to supporting human rights and promoting the protection of human rights throughout its operations and interactions with its stakeholders as stated in the Labor and Human Rights Policy.
Kempower is committed to the right to freedom of work and the prohibition of all forms of forced, bonded or child labor as addressed in its Labor and Human Rights Policy. Additionally, Kempower’s Modern Slavery and Human Trafficking Statement outlines the measures to prevent modern slavery and human trafficking within Kempower worldwide. The Statement is issued pursuant to the UK Modern Slavery Act 2015. Kempower does not tolerate any form of coercion including the use of violence, threats to harm workers or their families, or other forms of intimidation. All workers are free to move in and out of their workplaces and keep the original copies of their passports or other identification documents. Kempower’s general approach to providing and enabling remedies for human rights impacts is described in S1-3.
Other global labor rights policies addressing Kempower’s employees and material impacts include:
-
Code of Conduct
-
Diversity, Equity, Inclusion and Belonging (DEIB) Policy
-
Recruitment Policy
-
Learning Policy
-
Annual Bonus Plan
-
Health and Safety Policy
-
Harassment Policy
These policies are founded on local legislation, collective agreements, and Kempower’s practices. The policies are discussed with elected representatives, if present in the country in question, or with occupational health and safety representatives before being disclosed. Local P&C teams ensure the implementation of these policies, gather feedback, and suggest possible improvements. Kempower also has an HR handbook that serves as a central guide for both employees and employers. It outlines key policies, procedures, and expectations within an organization. All policies are updated regularly.
Kempower’s occupational safety is governed by Kempower’s Health and Safety Policy and Kempower’s Occupational Health and Safety Action Plan. To manage material risks and opportunities related to Kempower’s own workforce, Kempower has the internationally recognized ISO 45001 Health and Safety Management Standard in place.
Kempower is committed to advancing diversity and eliminating discrimination at the workplace. Through its Diversity, Equity, Inclusion and Belonging (DEIB) Policy, Kempower ensures that every employee is entitled to a working environment that promotes dignity, respect and success for all. Kempower’s Harassment Policy follows the Occupational Safety and Health Act 738/2002 concerning the employees duty and harassment. At Kempower, we do not tolerate any form of discrimination—such as unfair treatment based on race, ethnicity, nationality, gender, sexual orientation, age, religion, disability, or any other characteristic protected by law. This applies not only within our workplace, but also in our interactions with customers, suppliers, and all other business partners. Kempower is committed to providing equal opportunities for everyone.
Kempower’s policies are integrated into the recruitment, onboarding and training processes, ensuring that present and future employees are offered development opportunities and comprehensive training programs.
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| Policy | Key contents | Scope of application | Accountability | Availability |
|---|---|---|---|---|
| Labor and Human Rights Policy | Defines the labor and human rights standards in Kempower’s operations | All Kempower employees | Global Leadership Team |
Publicly available on website, Kempower’s intranet for internal stakeholders |
| Code of Conduct | Responsible and ethical conduct: human rights and labor standards, harassment prevention, and reporting concerns. |
All Kempower employees | Board of Directors | Publicly available on website, Kempower’s intranet for internal stakeholders |
| Diversity, Equity, Inclusion and Belonging (DEIB) Policy |
Outlines the principles for diversity, equity, inclusion, and belonging at Kempower Group to ensure inclusive workplace environment, covering the topics of diversity, equity, discrimination, bullying and harassment, victimization, and providing accommodations. |
All Kempower employees and third parties, including but not limited to suppliers, customers, contractors, casual workers, agency personnel, and all job applicants. |
Global Leadership Team |
Publicly available on website, Kempower’s intranet for internal stakeholders |
| Growth and Career Development: • Recruitment Policy |
Describes Kempower’s approach to recruiting top talent, as well as its key principles and programs for employee learning and development. |
All Kempower employees | Global Leadership Team |
Kempower’s intranet for internal stakeholders |
| • Career navigator | ||||
| • Career framework model | ||||
| • Learning Policy | ||||
| Health and Safety Policy | Includes principles and guidelines to prevent accidents and cases of work- related ill health, and to manage health and safety risks in the workplace. |
All Kempower employees | Global Leadership Team |
Kempower’s intranet for internal stakeholders |
| Annual Bonus Plan | Aims to engage all Kempower employees in achieving annual financial and business goals. |
All Kempower employees | Board of Directors | Kempower’s intranet for internal stakeholders |
| Harassment Policy | Aims to prevent inappropriate behavior and harassment. | All Kempower employees | Global Leadership | Kempower’s intranet for internal |
| Team | stakeholders |
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S1-2 Processes for engaging with own workforce and workers’ representatives about impacts
Kempower regularly engages with its own workforce and listens to their views on working conditions and safety by using the Kempower Pulse Survey as a key tool to mitigate any negative impacts related to working conditions or health and safety. This way Kempower can track changes in employee sentiment, identify areas for improvement, and implement strategies to enhance overall employee satisfaction and engagement. This Group-wide survey is conducted quarterly and is designed to monitor various aspects of employee well-being and engagement, including perspectives on diversity, equity, inclusion, and belonging (DEIB).
In 2025, the Pulse Survey introduced a new theme focused on how people managers support, recognize, and treat their teams fairly, as well as how they handle conflicts. The goal of this new theme is to help improve employee well-being and encourage professional growth and development.
The survey is anonymous, allowing employees to provide honest feedback without fear of reprisal. It also allows employees to send open comments directly to higher management or the Global Leadership Team. This feedback mechanism ensures that the voices of the workforce are heard and considered in decision-making processes, helping to create a more inclusive and supportive work environment.
Additionally, Town Hall meetings are held for all Kempowerians approximately once a month to discuss current topics and engage in open debates on ongoing issues.
Kempower’s CEO has the operational responsibility for ensuring employee engagement.
In Finland, Kempower’s personnel has chosen three elected representatives to serve as the voices of production employees, and two persons to represent office employees. Representatives communicate the views of the
workforce to the employer, assist individual employees with employmentrelated questions, and serve as a member of Kempower’s Personnel and Occupational Health and Safety Committee, representing their employee group in cooperation. Representatives are elected every second year by their peers. The committee meets five times a year.
Kempower employees also select Occupational, Health and Safety representatives for both office and production employees. The representatives advocate for employees on workplace health and safety issues, liaising with management, the OHS Manager, and authorities. They participate in inspections, report hazards, promote safe practices, and serve on Kempower Oyj’s Personnel and OHS Committee. The term of the representatives is two years.
S1-3 Processes to remediate negative impacts and channels for own workforce to raise concerns
Kempower has established processes to address and provide remediation for its material impacts on its workforce, particularly those related to working conditions, health, and safety. The Group has an insurance in place to cover possible accidents, ensuring comprehensive support and remediation for affected employees. Third-party mechanisms, and Occupational Health and Safety Services, are accessible to the entire workforce.
Kempower has established a Whistleblowing process and channel to address employee complaints, appeals, and concerns about negative impacts. This system is designed to overcome both formal and informal barriers that might prevent employees from speaking up. Employees are encouraged to report any actual or potential violations of laws, regulations, company policies, or the Code of Conduct – including discrimination, retaliation, bullying, harassment, misuse of company property, or other misconduct. The Whistleblowing channel is easily accessible to all employees on the Kempower intranet homepage. For more information about the Whistleblowing channel, see the section G1 Business Conduct.
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Kempower maintains an open-door policy, encouraging employees to communicate questions, concerns, suggestions, or complaints through appropriate channels
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Kempower’s Whistleblowing channel and the Pulse Survey support anonymous feedback and comments, ensuring that informants are protected from retaliation. This dual-channel approach helps to create a safe environment for employees to voice their concerns. Kempower also maintains an open-door policy, encouraging employees to communicate questions, concerns, suggestions, or complaints through appropriate channels. Employees are encouraged to voice their concerns with the assurance that there are no negative repercussions for doing so.
The effectiveness of the channels used for raising issues is ensured through continuous monitoring and evaluation. Kempower maintains records of reports and complaints for durations mandated by law and in accordance with best practice for business record retention. To raise awareness of the channel, Kempower launched an internal communications campaign for employees in 2025 and has included channel promotion in mandatory Code of Conduct training. This helps build trust in the Whistleblowing function and encourages employees to use the channel when necessary.
S1-4 Actions on material topics related to own workforce
Kempower’s material negative impacts and risks relate to potential excessive workload, insufficient work-life balance, and occupational safety incidents that might lead to employee injuries and sick leave, resulting in higher costs. The positive material themes relate to adequate wages, good work-life balance, which increases employee motivation, continuous improvement in well-being, stronger safety protocols, and skills development and training that can bring value to employees and increase motivation at work.
Kempower has taken various steps to mitigate the identified material risk and potential negative impacts, and to achieve and maintain positive impacts, as detailed in the following text. The objectives and targets for these actions are outlined in the Labor and Human Rights Policy, Rewarding Policy, Health and Safety Policy, and Learning Policy. Kempower monitors and evaluates the effectiveness of these actions as part of the annual
review scheduled for 2026. The following actions apply to Kempower’s own employees unless otherwise stated.
Working time and work-life balance
Kempower´s working time principles are based on local labor legislation, local collective agreements and local agreements. The local agreements are aimed at creating as flexible a system as possible for employees to reconcile their working hours with their life circumstances and, if necessary, be flexible if the company's production/service demand is so required. Kempower monitors the amount of overtime worked as well as the accumulation of flexible working hours. Kempower has clear practices regarding balance and overtime hours to ensure employees recover and perform better. The People and Culture Team at Kempower provides additional training and resources for monitoring working hours.
At Kempower, employee well-being and recovery are central to how work is organized. The Group has implemented flexible working time arrangements that allow employees to adapt their schedules to their personal life situations, while also responding to operational needs. These
arrangements are based on mutual agreements between employees and their people managers, ensuring that flexibility is applied in a way that best suits each situation. From the employer’s perspective, the goal is to balance workload and working hours to improve efficiency and service levels. For employees, the system enables daily flexibility, the use of time balances, and the opportunity to take longer leave periods when needed.
Key actions completed in 2025:
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People managers, together with the People Operations team, regularly monitor each employee’s accumulated working hours to prevent excessive workload that could result in employee dissatisfaction or fatigue.
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Kempower supports a hybrid working model that balances remote work for flexibility and well-being with in-person collaboration to strengthen team connections. Remote work is allowed when job duties permit and is arranged with the people manager. Depending on the role, on-site work
may be required from zero to five days per week. Employees are always welcome at the office, and managers may request more on-site presence if needed. This approach reflects Kempower’s commitment to a modern, people-focused culture and healthy work-life balance.
Adequate wages
Kempower’s target is to maintain a fair salary and job grades system and it offers its employees a competitive salary to make Kempower an attractive workplace for top professionals.
Key actions completed in 2025:
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A Rewarding Policy was published and will be cascaded during 2026.
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Kempower prepared for the implementation of the EU Pay Transparency Directive by reviewing the current compensation structures, ensuring readiness for transparent pay reporting, and aligning internal practices with upcoming legal requirements.
Health and safety
Kempower is committed to ensuring safe and healthy working conditions for its employees as required by law, supporting employee well-being, and promoting work ability. Kempower implements the ISO 45001 Health and Safety Management standard to prevent accidents, assess risks, and monitor safety performance.
Kempower’s occupational healthcare cooperation promotes a healthy, safe work environment and supports employees’ long-term work ability. In Finland, employees receive occupational health services that exceed legal requirements, including preventive care and work ability support. Subsidiaries align their health and safety practices with local laws and other conditions and appoint a local OHS contact person, or the country manager if needed. Kempower also provides regular occupational safety training for staff.
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The Occupational Health and Safety Committee is responsible for discussing and advancing Kempower's occupational safety culture. Kempower has an Occupational Health and Safety (OHS) manager and deploys the Toyme HS system to manage workplace safety risks.
Key actions completed to ensure and improve employees’ health and safety in 2025 include:
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Mandatory trainings for all Kempower employees: Occupational Safety Training and DEIB Training
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Updating chemical management program (iChemistry) to enhance safety
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Enabling employees to submit feedback and safety improvement suggestions via the Toyme app, which will also be used for environmental risk assessments in the future
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Conducting health and safety walks aiming to identifying risks, enhancing work safety and committing employees to make safety observations
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Quarterly theme for safety-related discussion
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Regular health and safety topics in Global People Manager forum
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Kempower Modified Work Policy.
Training and skills
At Kempower, employee development follows the 70-20-10 model: 70% of learning comes from hands-on experience, 20% from social learning such as coaching and feedback, and 10% from formal training and courses. This model reflects Kempower’s belief that the most impactful learning happens through practical experience and collaboration, supported by structured learning opportunities.
Kempower is committed to fostering continuous development by offering a wide range of learning opportunities, creating personalized learning plans, strengthening our employer brand and employee value proposition, and supporting recruitment efforts. Learning opportunities are selected based on:
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Strategy and business priorities
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Individual and role-specific development needs
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Availability of relevant work-related programs.
Selection for learning and development opportunities is strictly nondiscriminatory. It is never based on personal characteristics such as (but not limited to): age, disability, gender affirmation, marital or civil partner status, pregnancy or maternity, race, color, nationality, ethnic or national origin, religion or belief, political affiliation, contract type, sex, or sexual orientation. Whenever possible, training is scheduled to ensure equitable access for all employees, including trainees and part-time staff.
Key actions completed to enhance continuous learning and development opportunities in 2025 include:
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Launch of Kempower Career Navigator: A structured framework was introduced to support internal mobility, career growth, and performance evaluations. It includes role descriptions, job families, and career pathways, and was developed with employee feedback.
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Expansion of Kempower College offerings: The digital learning platform was enhanced with new mandatory and optional trainings.
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More structured onboarding and bootcamp programs: New employees participated in the Kempower Starter Bootcamp and mandatory e- learning modules, with checkpoints at three and six months to ensure engagement and development.
Kempower’s People and Culture Roadmap to 2030
Kempower has established a roadmap extending to 2030, focused on building the structural and cultural enablers necessary for long-term growth. This strategy includes the implementation of culture programs, the launch of leadership development initiatives, and the introduction of foundational HR automation. The roadmap consists of several action points aimed at mitigating negative impacts and enhancing positive impacts identified as material to Kempower.
Key actions to be completed in 2026:
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Culture and employer brand development
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Defining of strategic competences
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Publication of the Talent Journey program
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Implementation of phase one AI tools.
Kempower tracks the effectiveness of policies and actions through targets disclosed in S1-5.
Kempower's People & Culture (P&C) function manages workforce material impacts through four global operations: Talent and Culture Development, Compensation and Rewarding, People Operations Excellence, and Occupational Health and Safety. Local People operations include Europe & New Market, and North America.
S1-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities
Kempower has set targets to manage the identified positive and negative impacts, risks and opportunities related to working conditions, health or safety of its own workforce. The baseline year for the targets is 2024, and the scope includes all Kempower employees working in its operations across 26 countries.
Kempower has, until now, been monitoring key performance indicators (KPIs) quarterly. Certain metrics may not have a specific target if it is not necessary for the action. The target for the LTIF metric is set to zero. The objectives for the targets are outlined in the Labor and Human Rights Policy, Health and Safety Policy, and Learning Policy.
Kempower's ESG strategy was revised at the end of 2025. The dialogue with stakeholders and employee representatives regarding the installation of KPIs and goals was initiated and the implementation activities will continue in 2026.
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Main targets and results
Accounting principles
| Main targets | and results | |
|---|---|---|
| Focus area | Key performance indicator | Target level and year Status in 2025 Baseline level 2024 Scope of the target Relationship with policy objectives |
| Safety | Zero workplace accidents; Indicent frequency at zero |
Reduction in LTIF Annual target 1.5 3.8 Own operations To comply with the Health and Safety Policy on preventing accidents and cases of work-related ill health at the workplace. Increase in proactive safety Annual target 750 391 |
| Engagement | Employee Net Promoter Score ( eNPS) |
Above 50 Annual target 17.8 21 Own operations To comply with the Code of Conduct, Labor and Human Rights Policy as well as the Diversity, Equity, Inclusion and Belonging (DEIB) Policy, among others, to ensure that all Kempower employees are satisfied with their work. |
| Training | Share of employees having conducted the Code of Conduct training |
100% Continuous target 84.7% 87.5% Own operations To comply with the Code of Conduct and ensure that all its principles are familiar to Kempower employees. |
| Share of employees having a valid first aid training |
100% Continuous target 46.4% 57.5% Own operations To comply with the Health and Safety Policy on preventing accidents and cases of work-related ill health at the workplace. |
|
| Collaboration for education |
Number of trainee positions and first jobs for graduates |
N/A 41 52 Own operations N/A |
Safety:
Changes to the calculation methods 2025 compared to 2024:
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LTIF is a Group-level figure
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Proactive safety consists of near misses, hazards, positive safety observations and safety walks. 2024 only near misses and hazards were taken into account. From last quartile of 2024 onwards positive safety observations and safety walks was also be included. Therefore the figures are not fully comparable .
Training:
Code of Conduct figure [%] applies to the Kempower Group First Aid figure (%) applies to Kempower Oyj (Finland) and subsidiaries excluding Kempower Inc. (US)
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S1-6 Characteristics of Kempower’s employees
Number of employees by gender
| Number of employees by gender | |
|---|---|
| Gender | Number of employees (head count) |
| 2025 2024 |
|
| Male | 609 583 |
| Female | 185 181 |
| Other | 1 1 |
| Not reported | 30 21 |
| Total employees | 825 786 |
Number of employees in the countries
| Country | Number of employees (head count) |
|---|---|
| 2025 2024 |
|
| Finland | 588 545 |
| USA | 100 104 |
| Other European countries | 121 120 |
| Other countries | 16 17 |
| Total employees | 825 786 |
| The rate of employee turnover and number of employees who have left Kempower Group during the reporting period |
2025 | 2024 |
|---|---|---|
| Employee turnover, % | 15.0 % | 25.3 % |
| Number of employees who have left the Group | 121 | 213 |
| Head count at year end by contract type and country | Finland USA Other European countries Other countries Total |
|---|---|
| 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 |
|
| Number of employees(head count) | 588 545 100 104 121 120 16 17 825 786 |
| Number ofpermanent employees(head count) | 536 536 100 104 120 120 16 16 772 776 |
| Number of temporaryemployees(head count) | 16 6 1 17 6 |
| Number of non-guaranteed hours employees(head count) | 36 3 1 36 4 |
| Number of full-time employees(head count) | 537 538 100 104 120 119 16 16 773 777 |
| Number ofpart-time employees(head count) | 51 7 1 1 1 52 9 |
| Information on employees by contract type and gender | Female Male Other Not reported Total |
|---|---|
| 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 |
|
| Number ofpermanent employees(head count) | 175 179 574 576 1 1 22 20 772 776 |
| Number of temporaryemployees(head count) | 5 1 10 4 2 1 17 6 |
| Number of non-guaranteed hours employees(head count) | 5 1 25 3 6 36 4 |
| Number of full-time employees(head count) | 176 179 573 576 1 1 23 21 773 777 |
| Number ofpart-time employees(head count) | 9 2 36 7 7 52 9 |
Accounting principles
The employee data reported is compiled using internal HR systems, payroll records, and employee self-reporting example for their gender. An empty cell indicates that there were no employees in that category during the financial year. The number of the employees is reported as a head count at the end of reporting period. The corresponding figures in Kempower’s Financial Statements can be found in Note 2.4.
Head count figures include full-time, part-time, and temporary employees as of the reporting date. Turnover rates are calculated based on the number of departures divided by the average number of employees during the reporting period. Number of employees who have left the Group includes all employees who have left due to reasons such as retirement, ending of the employment, and resignation. Gender data is derived from employees' self-reported information. Kempower stores all employee data in central HR system, with information sourced from HR systems like payroll records, and employee self-reporting. The reported metrics have not been validated by other external body than the assurance provider.
All data points concerning the characteristics of Kempower’s non-employee workers (S1-7) have been omitted in accordance with the Quick Fix Delegated Act.
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S1-10 Adequate wages
Kempower’s wages are above the national minimum wage and above the wages defined in collective bargaining agreements in all countries of operation and for every Kempower’s employee. In Finland, pay increases based on the collective agreement (general increases) are implemented in a manner subject to local agreement with the elected representatives in accordance with the collective bargaining agreement and Kempowerspecific agreement. In subsidiaries, general increases are implemented according to Collective Bargaining Agreement (CBA) wherever it is applicable. In all Kempower countries Kempower follows its annual salary review process which includes also salary increases based on CBAs.
S1-13 Training and skills development metrics
Competence is a strategic asset that encompasses the potential and existing capabilities of current and future employees, both individually and collectively. These capabilities contribute directly to Kempower’s core mission and long-term goals. In a constantly evolving operating environment, ensuring and strengthening the right competencies is essential not only for current success but also for meeting future needs across the Group.
Kempower places a strong emphasis on continuous learning, a principle embedded in its core values. Beyond the ongoing development of sectorspecific professional skills, the organization prioritizes the following themes across all levels:
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Internationalization and global work communities
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Strengthening Diversity, Equity, Inclusion, and Belonging (DEIB)
To support proactive adaptation to changes in the operating environment, Kempower actively promotes and facilitates continuous learning among its personnel. People managers conduct regular goal and development discussions with employees, aligning Kempower’s strategy, business outlook, and job-specific factors with each employee’s current skill set. Recognizing that employees have diverse needs based on their life situations and career stages, Kempower offers inclusive competence development opportunities tailored to all employee groups. A formal learning and development plan is in place, followed regularly and adjusted on need basis to ensure relevance and alignment with strategic objectives.
During 2025, Kempower Group organized a total of 4539.4 hours of training for its own employees.
| Employees that participated in regular performance and career development reviews |
2025 | 2024 |
|---|---|---|
| Employees, % | 91.0 % | 99.4 % |
| Men, % | 91.0 % | 99.5 % |
| Women, % | 92.0 % | 98.9 % |
| Other, % | 100.0 % | 100.0 % |
| Not reported, % | 67.0 % | 100.0 % |
| Average number of training hours | 2025 | 2024 |
|---|---|---|
| Employees | 5.5 | 7.9 |
| Men | 5.0 | 7.5 |
| Women | 7.7 | 9.7 |
| Other | 1.2 | 24.3 |
| Not reported | 2.6 | 5.4 |
S1-14 Health and safety metrics
| Health and safety metrics | 2025 | 2024 | |
|---|---|---|---|
| People in its own workforce who are covered by health and safety management system based on legal requirements and (or) recognized standards or guidelines, % |
100.0 % | 100.0 % | |
| Number of fatalities in own workforce as result of | |||
| work-related injuries and work-related ill health | |||
| Number of fatalities as result of work-related | |||
| injuries and work-related ill health of other workers working on undertaking's sites |
|||
| Number of recordable work-related accidents for | |||
| own workforce | 6.0 | 8.0 | |
| Rate of recordable work-related accidents for | |||
| own workforce | 4.4 | 5.6 | |
| Number of cases of recordable work-related ill | |||
| health of employees | |||
| Number of days lost to work-related injuries and fatalities from work-related accidents, work- |
|||
| related ill health and fatalities from ill health | |||
| related to employees | 174.0 | 42.0 |
Accounting principles
Performance reviews : The reported number includes Kempower employees who had at least one performance review with their direct superior during the reporting period.
Training hours: Number of training hours is calculated from our Learning Management systems, Kempower College. Gender information is reported by employees themselves.
Health and safety metrics : Work-related accidents include all recordable accidents. The rate is calculated based on recordable accidents divided by one million working hours. An empty cell indicates that no cases or incidents were reported for that category during the financial year. The metrics for work-related accidents, injuries and ill health do not include contractors or externals.
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Enhancing English language proficiency
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Expanding collaboration with educational institutions through internships, diploma projects, and thesis work.
Kempower tracks and manages all health and safety data through its centralized Health and Safety system, ensuring consistency and accuracy across the operations. The system allows Kempower to monitor key metrics in real time and standardize reporting. Kempower’s Health and Safety Manager oversees data collection and validation, ensuring it aligns with regulatory requirements and internal policies.
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S1-15 Work-life balance metrics
| Family-related leaves | 2025 | 2024 |
|---|---|---|
| Employees entitled to take family-related leave, % | 100.0 % | 100.0 % |
| Employees that took family-related leave |
2025 | 2024 |
| Men, % | 7.0 % | 7.0 % |
| Women, % | 1.8 % | 1.0 % |
| Other, % | ||
| Not reported | 0.1 % | |
| All, % | 9.0 % | 8.0 % |
Accounting principles
Work-life balance data, including employees entitled to family leave, is based on local legislation that Kempower follows. Gender information is reported by employees themselves. Family-related leave includes maternity and paternity leave and parental leave.
The data is collected from Kempower’s HR system, where it is stored, tracked, and monitored throughout the reporting period. The calculations are based on information gathered at the end of the reporting year and have been calculated as a percentage of the total number of employees, with a breakdown by gender. An empty cell indicates that no employees in that category took family-related leave during the financial year.
All data related to family leave is stored and tracked in the central HR system, monitored throughout the reporting period. These metrics are used to support a flexible work environment and are reported transparently in line with established standards.
S1-17 Incidents, complaints and severe human rights impacts
Incidents, complaints, and human rights impacts are discussed during the introductory training for new employees on their first day. DEIB is included in Kempower's training plans. In 2025, zero human rights incidents were reported across all 12 whistleblowing cases
Additional information:
S1-16 Remuneration metrics
| Additional information: S1-16 Remuneration metrics |
||
|---|---|---|
| Paygap and annual remuneration ratio | 2025 | 2024 |
| Thegenderpay gap, % | 9.4 | 5.4 |
| The annual total remuneration ratio | 7.8 | 8.7 |
Accounting principles
The gender pay gap is measured as a percentage of the average pay level of male employees.
Kempower calculates and reports the gender pay gap based on total remuneration, which includes base salary, bonuses, and other benefits, as applicable. Gender data is self-reported by employees, and the calculations follow Finnish accounting standards, international standards, and the CSRD. Data is collected from payroll systems, with salaries reported in each country’s local currency and then converted to euros for consistency. In cases where salaries are reported as full-year amounts, the data is adjusted based on each employee’s completed working months. For hourly wages, the standard hourly wage divider of 158 is used, which is Kempower Oyj’s consistent calculation method to ensure comparability across data.
Age distribution
| Age distribution | ||
|---|---|---|
| Number of employees | 2025 | 2024 |
| Under 30years old | 17.0 % | 17.0 % |
| 30–50years old | 67.0 % | 66.0 % |
| Over 50years old | 15.0 % | 14.0 % |
| Not reported | % | 2.0 % |
Accounting principles
Age distribution is disclosed as contextual information, as younger employees have been identified as a group potentially at higher risk of vulnerability. Age demographics are compiled from internal HR systems. All data is stored securely in the central HR system, ensuring accuracy, transparency, ethical and secure handling.
The terminology used here is defined as follows:
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Maternity leave: employment-protected leave of absence for employed women directly around the time of childbirth or adoption
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Paternity leave: leave from work for fathers or second parents, on the occasion of the birth or adoption of a child for the purposes of providing care
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Parental leave: leave from work for parents on the grounds of the birth or adoption of a child to take care of that child.
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ESRS S2 Workers in the value chain
A third-party ESG-audit conducted in 2025,
focusing on human rights, health and safety, and fair working conditions
A Group-wide crossfunctional Human Rights Working Group established in 2025
Updated Code of Conduct with a dedicated human rights section in 2025
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Impacts, risks and opportunities related to the workers in the value chain
| Material topic | Sub-topic | Sub-sub-topic Type (negative or positive impact, risk or opportunity) Description Value chain location Management approach |
|---|---|---|
| S2 Workers in the value chain |
Working conditions |
Secure employment Positive impact As a growth company, Kempower's subcontracting activities generate employment, resulting in the creation of both permanent and temporary jobs for Kempower’s suppliers. Upstream Kempower’s growth strategy outlines which geographic markets and customer segments it focuses on. |
| Equal treatment and opportunities for all |
Training and skills development Negative impact Variation in the availability, quality and accuracy of critical product-related data may negatively impact product quality and safety, as well as customer satisfaction. Upstream and own operations Regular quality management communication. |
|
| Measures against violence and harassment in the workplace Risk Employees in Kempower's supply chain may be subject to working conditions that are non-compliant with local regulations, which can materialize as a risk to Kempower. Upstream Systematic supplier screening and auditing to ensure compliance to Kempower's policies and guidelines such as the Supplier Code of Conduct. Third-party audits on Kempower's processes to strengthen and validate the approach. Child labor / forced labor Risk A risk of human rights abuse in Kempower's supply chain exists, especially in the extraction of raw materials and minerals for components that Kempower uses to manufacture its products. Upstream |
||
| Other work- related rights |
SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model
Workers in the value chain
Suppliers and their employees are a critical stakeholder group in Kempower’s value chain. The workers most likely to be materially impacted by social and human rights -related issues are those involved in the extraction of the minerals that are used in components, such as aluminum and copper, the production of components, as well as their transportation.
In Kempower’s double materiality assessment covering all value chain workers on a high-level, both positive and negative material impacts, as well as risks related to value chain workers were identified. As a growth company, Kempower may have a positive impact on job creation in its supply chain. A potential negative impact may occur due to the availability and/or accuracy of product-related data and its impact on product quality and safety..
The main material risks identified are related to suppliers' potential noncompliance with labor regulations and its reputational impact to Kempower. Additionally, potential risks of child and forced labor have been identified for upstream suppliers located in countries with weaker governance frameworks. These risks ultimately arise from the negative impacts to workers and can be either systemic or related to individual incidents. For example, systemic negative impacts can arise from increased mining of minerals needed for the green transition in transportation, while non-compliant working conditions are more likely to be linked to individual incidents.
Kempower recognizes the complex nature of addressing particularly the negative impacts and risks in its supply chain, and continues to develop its own supplier due diligence work. Currently, Kempower performs countryand supplier-specific risk assessments on a case-by-case basis and performs audits as needed based on the results of the risk assessment. Kempower is committed to working together with its suppliers to ensure the rights of value chain workers.
S2-1 Policies related to value chain workers
Kempower’s general approach and principles regarding the human and labor rights of the workers in its value chain are detailed in its Code of Conduct, Labor and Human Rights Policy, and Supplier Code of Conduct. Furthermore, Kempower’s Modern Slavery and Human Trafficking Statement, issued under the UK Modern Slavery Act 2015, outlines its global commitment and measures to prevent exploitation.
The objective of these policies is to ensure the ethical treatment of workers and responsible sourcing practices. They prohibit child and forced labor, promote safe working conditions and equal pay, and align with international standards such as the UN Guiding Principles on Business and Human Rights, ILO Declarations on Fundamental Principles and Rights at Work, and OECD Guidelines for Multinational Enterprises. The policies apply to all suppliers across the value chain and are publicly available on Kempower’s website. Additional information on the policies is available under G1-1 and under S1-1.
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The Chief Executive Officer holds ultimate accountability for policy implementation, supported by the Global Leadership Team across operations. The policies are reviewed regularly through Kempower’s internal process and ultimately approved by the Board of Directors.
Kempower requires suppliers to agree to its Supplier Code of Conduct and tracks compliance through its supplier portal and regular supplier engagement. Kempower additionally conducts on-site audits to monitor compliance and to engage with its value chain workers in person.
To ensure the rights and safety of its value chain workers, Kempower is committed to complying with applicable sanctions and export control regulations, including those adopted by the United Nations, the European Union, the United Kingdom, and the United States, as well as all countries in which Kempower operates. Moreover, Kempower’s ethical values preclude it from participating in any transactions that would serve to undermine the objectives of Export Regulations, for instance by contributing to military aggression, human rights abuses, or terrorism.
In 2025, zero cases of non-respect of the UN Guiding Principles on Business and Human Rights, ILO Declaration on Fundamental Principles and Rights at Work or OECD Guidelines for Multinational Enterprises that involve value chain workers were reported in Kempower’s upstream and downstream value chain.
S2-2 Processes for engaging with value chain workers about impacts
Kempower’s supply chain consists of approximately 200 suppliers in more than 20 countries. Kempower engages with its suppliers in many ways, including active one-on-one dialogue, remote and on-site audits, workshops and industry events. Kempower determines the level of supplier engagement based on its supplier categorization, which considers business criticality and risk assessment, including human rights risks. The engagement most often occurs with the representatives of the employer.
As part of their onboarding, new suppliers must complete a preassessment questionnaire covering a wide range of quality, safety and sustainability topics. On sustainability, the topics include occupational health and safety, human rights, equal opportunities, and working conditions among others. In addition, all suppliers must agree to Kempower’s Supplier Code of Conduct and complete a sustainability survey to provide Kempower with relevant information on their performance, such as governance mechanisms, ISO-certification status and greenhouse gas emissions.
Kempower applies a systematic annual audit plan to ensure compliance with our policies and relevant local and international laws. The plan is based on Kempower’s supplier categorization with priorities determined for each year. The audits can be remote or on-site and they occur regularly; annually or bi-annually according to the audit plan.
Kempower’s audit plan is made by the Supplier Quality Team in cooperation with the Purchasing Team. Kempower’s Chief Operating Officer has the operational responsibility for the overall engagement with the workers in the value chain. Kempower manages its material impacts by implementing its procurement and supplier quality processes, actions, and metrics uniformly across all operations at the Kempower Group level.
S2-3 Processes to remediate negative impacts and channels for raising concerns
Kempower has established a Whistleblowing channel which allows individuals to raise concerns anonymously and confidentially, without fear of retaliation. The channel is publicly accessible on the Kempower website and through the Kempower Supplier Portal. Additional information about the Whistleblowing process and protection of the whistleblowers is available under S1-3 and G1-1. Suppliers can also directly contact Kempower’s Purchasing Team in case of concerns.
The procedures regarding non-compliance with Kempower’s supplier policies and guidelines are evaluated on a case-by-case basis. For example, if issues are identified during audits, suppliers must submit corrective actions, followed by Kempower-led follow-up meetings. If corrective actions are insufficient or the issues remain unresolved, Kempower may ultimately terminate the partnership with the supplier. In the event that Kempower identifies a negative human rights impact within its operations, it will take immediate action to prevent further harm and address any existing issues.
On-site audits may include visits to workers' dormitories and other facilities provided by suppliers based on the Kempower internal risk assessment of the supplier’s country of operation. Audits conducted in manufacturing plants may result in the implementation of enhanced safety protocols.
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Kempower further emphasized ISO 14001 and ISO 45001 compliance in its supplier selection
S2-4 Actions on material topics related to value chain workers
In 2025, Kempower made progress on integrating human rights and sustainability aspects into its supplier due diligence process by improving supply chain governance and practices, as well as supplier engagement. These actions aim to mitigate the identified negative impacts and risks that may arise from non-compliant working conditions or other human rights violations in the supply chain.
During the reporting year, a Group-wide cross-functional Human Rights Working Group was established to steer the development actions related to human rights. The group meets approximately once every two months, and the focus areas during the year have included internal awareness and competence building, as well as audits.
In 2025, Kempower conducted a third-party ESG audit on its supplier in South-East Asia focusing on human and labor rights, health and safety, environmental matters, as well as management systems and business practices. Follow-up procedures addressing the audit findings have been established, and Kempower will continue to monitor their progress until the primary issues have been fully resolved. During the year, the supplier risk assessment process was also reviewed in line with OECD guidelines, and social responsibility questions were included in supplier audits, covering topics such as human rights, forced labor, and fair working conditions.
To raise awareness on human rights topics during the reporting year, Kempower updated its Code of Conduct training aimed at all employees with a dedicated human rights section and launched it via an internal campaign. Kempower also increased the visibility of the Whistleblowing channel to external stakeholders and enabled access to it through the Supplier Portal and via a QR code at Kempower premises.
Other key actions completed in 2025:
-
Health and safety training and new safety guidelines for contractors were introduced to ensure consistent standards.
-
Kempower’s process to request information on conflict minerals from suppliers and monitor their status was systematized.
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ISO 14001 and ISO 45001 compliance was further emphasized in Kempower’s supplier selection.
Kempower manages the quality of critical product-level data as part of its regular quality management interaction with its suppliers, including trainings through its supplier portal and continuous dialogue with Kempower’s procurement organization.
Looking ahead to the reporting year 2026, Kempower aims to further strengthen its practices by expanding capacity-building and training activities for employees and suppliers particularly on the topic of identifying human rights-related impacts and risks. Kempower also continuously develops its supplier engagement, and the integration of sustainability requirements more broadly into procurement processes.
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S2-5 Targets on material topics related to value chain workers
Kempower monitors the effectiveness of its policies and actions by tracking the percentage of suppliers that have approved Kempower’s Supplier Code of Conduct, the response rate to the sustainability survey sent to suppliers in the upstream value chain and the number of audits conducted each year. While Kempower’s suppliers have not been explicitly consulted when setting the targets, Kempower has engaged with them as part of its double materiality assessment to understand their perspectives on Kempower’s sustainability work.
Kempower manages the quality of critical product-level data as part of its regular quality management interaction with its suppliers, and thus, no separate targets for data quality management has been set.
| Key performance indicator | Target level and year |
Status in 2025 | Baseline level (in 2024) |
Scope of the target | Relationship with policy objectives |
|
|---|---|---|---|---|---|---|
| % of suppliers having signed Kempower’s Supplier Code of Conduct (SCoC) |
95% Continuous target |
64% | 95% | Upstream and downstream suppliers |
||
| Number of audits performed annually based on supplier classification Sustainability survey response rate for suppliers |
95% of A and B suppliers audited 100% Continuous target |
59% 41% |
N/A 89% |
Main suppliers in the upstream value chain Upstream suppliers |
To comply with the SCoC and its requirements related to sustainability, ethical business conduct and human rights. |
Accounting principles
The percentage of suppliers that signed up to the Supplier Code of Conduct is calculated by dividing the number of suppliers that signed up by the total number of suppliers during the reporting year.. The number of audits is equal to the number of audits conducted for A and B suppliers.
Sustainability survey response rate: the response rate includes Kempower’s category A and B suppliers. The response rate is calculated by spend for suppliers who have answered the survey, divided by the total spend of category A and B suppliers. Kempower’s supplier categorization is based on spend and other relevant factors such as component criticality or delivery time.
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ESRS S4 Consumers and end-users
Kempower entered into its first university partnership in North America
with the Future Renewable Electric Energy Delivery and Management (FREEDM) Systems Center
47
NPS
Further expansion of the ChargEye dashboard
to provide advanced analytics to customers and partners
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Impacts, risks and opportunities related to consumers and end-users
| Material topic | Sub-topic | Sub-sub-topic | Type (negative or positive impact, risk or opportunity) Description Value chain location Management approach |
|---|---|---|---|
| S4 Consumers and end- users |
Personal safety of consumers and/or end-users |
Health and safety | Negative impact Potential damage due to malfunction of products Downstream Rigorous product development and testing processes, compliance with relevant health and safety directives and standards. Risk Public EV charging stations near schools or family areas Downstream |
| Protection of children | |||
| Social inclusion of consumers and/or end-users |
Non-discrimination | Positive impact Improving the customer experience for end-users Downstream Overall customer-centric focus in Kempower strategy, annual customer satisfaction surveys and NPS assessments, various engagement activities through the key account management framework Opportunity To use our products correctly is clear Downstream |
|
| Access to products and services |
|||
| Responsible marketing practices |
Negative impact Risk of greenwashing Downstream and own operations Audits, including communications, as part of the ISO 14001 management system, ongoing dialogue between the sustainability, communications and marketing teams. Opportunity Emphasizing green values Downstream and own operations |
SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model
Consumers and end-users
Kempower’s end-users include individuals who charge their electric vehicles using Kempower’s charging devices at various locations, such as petrol stations and retail stores. Additionally, commercial fleet operators, particularly those managing buses and trucks, also rely on Kempower’s charging solutions to support their operations. Kempower interacts with its end-users indirectly, as they are serviced through Kempower’s customers or distributor and partner network.
A fundamental aspect of Kempower’s strategy is customer centricity, and in connection to that, understanding the views of end-users. Additional information on Kempower’s strategy and sustainability priorities can be found in ESRS2. Key considerations for end-users are the reliable and safe use of charging devices, good customer experience, as well as accurate and accessible service-related information, such as user instructions and product labels.
Kempower has identified potential negative impacts and risks regarding potential individual safety incidents or damage due to malfunction of products. Kempower has identified a particular risk related to charging stations near schools or family areas. If these negative impacts or risks were to materialize, they could undermine customer trust and adversely affect Kempower’s reputation. In terms of positive impacts, Kempower focuses on improving the customer experience and making devices easy to use, for example through the optimization of the user interface. Sustainability is at the core of Kempower’s business of enabling electric mobility, which is why it prioritizes transparency and accuracy in its communications, actively avoiding any form of greenwashing.
S4-1 Policies related to consumers and end-users
To manage material impacts, risks and opportunities and to meet stakeholder requirements related to the users of Kempower’s devices, Kempower applies policies related to information security and privacy, and manages rigorous product development processes.
At Kempower, product safety and sustainability are integrated in the product design process. All products comply with their relevant health and safety directives globally and in the European Union, such as the Low Voltage and Radio Equipment directives, as well as the RoHS and REACH directives on hazardous substances and chemical safety, respectively. Additionally, Kempower’s products meet the requirements of the IEC 61851 standard family for EV charging systems. Preventive measures are reinforced through integrated quality assurance in development processes, including Design Failure Mode and Effect Analysis and mandatory quality planning sessions for all new projects. Kempower employs an Integrated Management System (IMS), incorporating
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the ISO 9001 Quality, ISO 14001 Environmental, ISO 27001 Information Security and ISO 45001 Occupational Health and Safety management systems, to improve and sustain the overall performance of Kempower’s business, products, and services.
In its product design, Kempower applies internal eco-design guidelines to promote sustainable practices, and the products are free from hazardous chemicals. For more information about the sustainability criteria in Kempower’s research, development, and innovation processes, see the section E5 Resource use and circular economy. Accessibility of the devices is considered, for example, in control design and installation heights to ensure inclusivity for people with disabilities and elderly users.
To manage its data-related material impacts affecting end-users, Kempower applies an Information Security Policy which is aligned with ISO27001, NIS2, PCI-DSS, and GDPR. The policy is implemented by the Chief
Information Officer and the Information Management Cybersecurity Team, with employees trained through internal platforms. Key measures include penetration testing milestones, multifactor authentication for ChargEye and MyKempower, and a public status page for real-time system uptime and incident communication. Third-party audits ensure the compliance and robustness of Kempower’s approach.
Kempower additionally has a Privacy Policy and Data Processing Policy that
governs the collection and processing of customer data under GDPR and legal obligations, explaining the purposes, rights, and retention. The main objectives are to ensure product and service delivery and to maintain business continuity through marketing efforts.
Kempower has made a commitment in its Labor and Human Rights Policy to respect and support human rights and ensure that its products or services do not contribute to human rights abuses, involving consumers
and end-users. Kempower is committed to respecting human rights in line with UN Guiding Principles on Business and Human Rights, ILO Declaration on Fundamental Principles and Rights at Work, and OECD Guidelines for Multinational Enterprises with zero violations reported in 2025.
S4-2 Processes for engaging with consumers and end-users about impacts
A customer-centric approach is a core consideration in Kempower’s strategy. Customer and end-user needs are represented in various processes throughout Kempower from product design and development to customer relationship management. Kempower engages with its customers and the end-users of products through a structured and multichannel approach.
| Policy | Key contents |
|---|---|
| Information Security Policy | Defines the responsibilities, principles, and objectives for protecting information assets. |
| Privacy Policy | Outlines the principles for collecting and processing customer contact data to manage customer relationships and to meet contractual obligations. |
| Data Processing Policy | Defines the purposes of personal data collection, its processing, the rights of data subjects, data security as well as training and monitoring. |
| Scope of application Accountability |
Availability |
|---|---|
| All Kempower operations Kempower Leadership Team |
Kempower intranet for employees |
| All Kempower operations Kempower Leadership Team |
Publicly available on website |
| All Kempower employees, contractors and third parties working on behalf of Kempower with access to personal data Kempower Leadership Team |
Kempower intranet for employees |
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In its product development, Kempower applies an open innovation approach where the needs and views of end-users are considered. Kempower also collaborates with EV associations to gain broader insights and refine customer experience strategies, participates in industry associations to influence industry norms and regulation, and publishes usability studies as whitepapers to share insights on device performance.
Kempower manages its customer relations through the Key Account Management framework which ensures close relationships with major customers and focuses on long-term collaboration and customer satisfaction. Engagement channels include direct dialogue, surveys, idea boxes, participation in industry fairs, and various co-operation projects. Kempower customer satisfaction surveys are also conducted one to two times per year to measure customer sentiment.
Kempower encourages its primary customers to provide feedback from the end-users on its products' usability. Feedback is actively monitored through social media and partner networks, where Kempower experts respond to comments and questions, and end-users can also provide input via the company website. Insights from distributors and partners are also gathered through annual customer satisfaction surveys, helping Kempower align its products and services with evolving customer and end-user needs. This survey provides ongoing feedback indirectly from end-users, as the responses are influenced by the needs and preferences of EV drivers.
The overall responsibility for implementing Kempower’s strategy with focus on customer-centricity lies with the Chief Executive Officer, as well as Leadership Team members. The responsibility for running the customer satisfaction survey and other direct communications on social media, for example, is the Chief Marketing Officer and the Marketing Team.
Kempower considers vulnerable groups when designing products, for example, by prioritizing ease of use and ensuring that individuals with disabilities can also utilize the products effectively. Different customer groups
are also considered in the design of the chargers, taking into account factors such as the height of the charger and its interface or the usability of heavy charging cables.,
S4-3 Processes to remediate negative impacts and channels for raising concerns
In an effort to ensure the safety and reliability of its devices, Kempower actively collaborates with its partners to enable good quality installation and maintenance services. Kempower maintains a certified installation and maintenance partner system and provides training through the Kempower Academy, as well as specifications for appropriate equipment and other capabilities needed to service Kempower devices. All installations are performed by certified professionals trained through Kempower Academy. Kempower’s Solutions and Services team also provides training to other relevant maintenance personnel - not just certified partners.
In the case of a potential safety incident or product recall, Kempower actively collaborates with local authorities to support investigations and to ensure that safety issues are addressed.
Should the need arise, end-users can raise concerns about data protection by contacting Kempower. Data Subject Requests are monitored internally, and response times are tracked to ensure compliance with legal requirements. The Privacy Policy, available on Kempower’s website, provides instructions and contact details.
Kempower offers a Support portal for technical issues, warranty claims, spare parts, and pre- and post-sales assistance, helping to prevent health and safety risks. Clear guidance is provided on whether to contact Solution Support or Life-cycle Services.
If Kempower identifies a negative human rights impact related to end-user data, an immediate investigation is launched by a designated team to prevent further harm and resolve the issue. Kempower engages directly
with affected parties and may provide compensation or other forms of remedy, such as restitution or guarantees of non-repetition.
If a consumer or end-user suspects a data protection issue, they can contact Kempower directly via email. The number of incoming Data Subject Requests is monitored internally, and response times are tracked to ensure compliance with legal requirements.
Additionally, the Whistleblowing channel is publicly available for anyone to report unethical behavior anonymously and confidentially. Additional information on the Whistleblowing channel can be found in G1-1,.
S4-4 Actions on material topics related to consumers and end-users
Product Safety, Quality and Eco-design
During 2025, a cross-functional task force updated the troubleshooting documentation for ChargEye error codes to clarify the instructions and solutions in case of errors. The aim is to facilitate quick and independent resolution of potential errors for maintenance partners.
At the end of 2024, Kempower published a whitepaper showing that the Kempower EV charger has an uptime of more than 99% based on data from more than 13 million successful charging sessions collected over six years. The study also found that users were able to successfully charge their vehicles in 87% of visits, as measured by the session success rate (SSR). The study leveraged Kempower’s cloud-based ChargEye software to monitor EV charging success rates. By using this agile, data-driven approach, Kempower can quickly identify potential issues and enhance the customer experience. Kempower launched the results of the whitepaper more broadly during 2025.
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Customer engagement and satisfaction
During the reporting year, Kempower continued to expand the use of its ChargEye dashboards for customers and maintenance partners to provide advanced analytics, both as free tools and premium services.
Kempower conducts an annual customer satisfaction survey to measure and monitor customer experience and overall performance. The company maintained strong customer satisfaction, achieving an NPS score of 47. Kempower’s goal is to consistently maintain high customer satisfaction through annual measurement.
Strategic innovation
Kempower allocates resources to innovation, as significant of its workforce is dedicated to research and development, and the related expenses represent 8% of the company’s 2025 revenues. The research and innovation team under the Vice President, Research and Innovation, is responsible for developing and managing Kempower’s innovation approach and the related partnerships.
The five-year “Hete” project, launched in 2024, continues to advance the electrification of heavy traffic with the goal of creating a global ecosystem by 2030 to research and develop new technologies and business models. In 2025, the research focused on EV charging technologies, customer applications, digital platforms, and next-generation DC fast charging.
During the reporting year, Kempower also opened a new research unit in the Electric Mobility Research Center (EMRC), established in partnership with the Lappeenranta-Lahti University of Technology (LUT) University. The new research unit and the entire EMRC represent a strategic alignment to accelerate innovation in electric mobility. This center plays a pivotal role in driving research and development, leveraging LUT’s academic expertise and Kempower’s industry experience to anticipate future EV driver needs and deliver advanced, user-friendly charging solutions.
In 2025, Kempower also announced its first university partnership in North America with the Future Renewable Electric Energy Delivery and Management (FREEDM) Systems Center led by the North Carolina State University. Through the partnership, Kempower and FREEDM aim to increase knowledge on electric system reliability, energy management, and charging energy systems particularly for heavy-duty and off-highway vehicles. In addition to the newly established partnerships, Kempower continues its ongoing collaboration with several other universities.
Data security and privacy
Kempower maintained strong data protection practices in 2025, with zero severe privacy incidents, data breaches, leaks, or unauthorized access issues recorded. In 2025, Kempower continued to strengthen its Information Security Management System (ISMS), maintaining ISO 27001 certification and advancing NIS2 compliance. Key actions completed during the reporting year include expanded penetration testing, continuous monitoring, and risk-based improvements. Multifactor authentication for ChargEye and MyKempower was fully implemented, and real-time status pages now provide transparency during incidents. GDPR compliance remains a cornerstone in Kempower’s approach, supported by mandatory cybersecurity awareness training for all employees.
S4-5 Targets on material topics related to consumers and end-users
Kempower has not currently set measurable outcome-oriented targets concerning the topic of consumers and end-users, but it tracks the effectiveness of policies and actions in relation to material sustainabilityrelated impacts, risks and opportunities.
Depending on the action, the tracking of effectiveness can be based, for example, on achieving a certain level in test results, measuring participation activity in meetings and working groups, measuring the course availability, completion rate and training hours, or assessing the development of customer satisfaction.
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Kempower’s Information Security Management System is ISO 27001 certified
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Governance information
All employees complete mandatory Code of Conduct training, including training on anticorruption and anti-bribery policies, data protection and Whistleblowing processes.
ESRS G1 Business conduct .................................................................................... 119
Performance highlights
Kempower’s anti-bribery and anti-corruption policies are aligned with international standards
Kempower employs sanction screening as part of its customer relationship management
Read more
Read more
In 2025, the composition of the Board of Directors consisted of
50% women and
50% men
Read more
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ESRS G1 Business conduct
100%
ISO certified operations
In 2025, Kempower updated its Code of Conduct and launched a renewed
e-learning training with a completion rate of 84.7%
Anti-Corruption Policy
launched in 2025
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Impacts, risks and opportunities related to business conduct
| Material topic Sub-topic |
Impact, risk or opportunity |
|---|---|
| G1 Business conduct G1-1 Corporate culture |
Positive impact |
| Opportunity |
Impact (positive/negative), risk or opportunity
Kempowerians’ commitment to upholding ethical business practices according to the company culture and the Code of Conduct ensures transparent operations even in perceived challenging matters. By fostering a fair and ethical corporate culture, Kempower strengthens the trust and confidence of its stakeholders. Responsible practices that, that are at the core of operations support Kempower's ambition of pioneering in sustainability.
Value chain location Management approach Own operations Implementation of the company culture and values through the Code of Conduct and daily operations, such as employee engagement programs, onboarding, training, regular employee Own operations surveys and feedback.
G1-1 Business conduct policies and corporate culture
Kempower culture
Kempower’s culture is the foundation of everything we do. It is built on the principles of responsibility, sustainability, and honesty, and guided by our core values: Together, Impact, Integrity, and Courage. These values shape how we collaborate, how we view and influence the world around us, and how we bring Kempower’s culture to life in our daily work.
Our culture is manifested in our policies that embed our core values into daily operations, in employee engagement programs and onboarding. Regular surveys and stakeholder feedback help evaluate and refine the culture, ensuring continuous improvement and alignment with both employee and corporate goals.
Especially as a young company, developing the Kempower culture is an ongoing process. In 2025, Kempower’s culture development work focused on supporting strategic goals and fostering a high-performing, inclusive workplace. A key milestone was the launch of our Culture 2.0 – project, a company-wide initiative aimed at understanding and developing our organizational culture. We gathered insights from across the organization. through employee discussion groups, management interviews, workshops, and internal social media channel discussions.
As a result of this process, Kempower’s key strengths were identified in having an open and inclusive culture, approachable leadership, strong work-life balance, trust, and empowerment. Opportunities for improvement were found in enhancing cross-regional communication, streamlining processes, accelerating decision-making, and ensuring equal promotion opportunities. Kempower’s Global Leadership Team emphasized the importance of customer focus and balancing innovation with scalable growth structures. The next phase of Culture development will focus on aligning our targets with Kempower’s strategic direction and putting our values more effectively into action across the organization.
Policies
Kempower’s Code of Conduct is a cornerstone of our ethical business practices and company culture. The Code of Conduct defines the standards of responsible behavior for Kempower and its employees, forming a foundation for ethical decision-making in all business activities, It describes how to report unethical behavior, violations, or concerns and what protections non-retaliation are in place. In 2025, Kempower updated its Code of Conduct with added sections on financial misconduct and fraud, human rights and trade sanctions compliance.
Kempower has zero tolerance for corruption or bribery and is committed to ensuring that no bribes or corrupt payments are made, offered, promised or obtained anywhere where Kempower operates. During the reporting year, Kempower launched a separate Anti-Corruption Policy in line with
international standards, including the United Nations Convention against Corruption. During the year 2025, additional measures were put in place to ensure the effective implementation of gift-reporting procedures applicable to all Kempower’s employees While these measures apply to all employees, Kempower has identified that the functions most at risk related to corruption and bribery are sales, business development, procurement, supply chain, services, partnerships and logistics.
To further strengthen its commitment to good governance and trade compliance, Kempower has integrated sanction screening to its customer relationship management system., and screens its customers and partners against global watch lists to prevent dealings with sanctioned or high-risk entities.
In 2025, there were no reported incidents, convictions, or fines related to corruption or bribery.
Employee awareness and training
Every employee must ensure that they understand how the Code of Conduct applies to their jobs and act accordingly. All employees are required to complete a mandatory Code of Conduct e-learning training covering ethical issues, human rights and regulatory topics. The Code of Conduct training is mandatory for all new hires as part of the onboarding program and must be renewed periodically by all employees. Attendance and completion are monitored on an annual basis.
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During the reporting year, the Code of Conduct training was renewed and promoted to all employees to reflect the updates that were made to the Code. In 2025, 84.7% of Kempower’s employees had completed the Code of Conduct e-learning training.
To support the Anti-Corruption Policy, Kempower also launched a dedicated e-learning training. The training was included as part of the mandatory trainings for all Kempower office employees, and the completion rate was 90% in 2025. Furthermore, Kempower implemented a process requiring employees to report, on an ongoing basis, any gifts or hospitality – offered, promised, given, or received – that do not clearly fall within the accepted guidelines.
Whistleblower protection
Kempower has in place a Whistleblowing Policy, compliant with the EU Directive (EU) 2019/1937, and a Whistleblowing channel that enables employees and external stakeholders to report unethical behavior
anonymously and confidentially, without fear of retaliation or retribution. Kempower employees are additionally encouraged to report any concerns to their managers.
Kempower is committed to the prompt and impartial investigation of any business conduct violations. All reports to the whistleblowing channel are preliminarily reviewed by the General Counsel and internal auditor. and If the case is substantiated, a Whistleblower meeting is convened to plan further actions, which may include investigations supported by external advisors. All substantiated Whistleblower cases are reported to the Audit Committee.
Additional disclosures on supplier relationship management
Procurement at Kempower is guided by the Procurement Handbook, rooted in Kempower's Code of Conduct, related-party guidelines, and AntiCorruption Policy. Sustainable and ethical practices are central to supplier performance and sourcing. Kempower aims to build trust-based
relationships with suppliers through open communication, transparency, and cooperation.
All suppliers must adhere to Kempower’s Supplier Code of Conduct, and complete a sustainability survey to provide Kempower with relevant information on their sustainability performance. Furthermore, new suppliers undergo a separate pre-assessment. In 2025, Kempower strengthened its supplier due diligence processes, especially for suppliers in high-risk regions, evaluating sustainability, labor rights, safety, legal compliance, and anti-bribery aspects.
Kempower engages with its suppliers through day-to-day dialogue, selfassessments, sustainability surveys, internal reviews and audits. Kempower wants to ensure good collaboration with suppliers to enable good performance and systematic risk assessment. Further information about the supplier due diligence process is provided under section S2 Workers in the value chain.
| Policy | Key contents | Scope of application | Accountability | Availability |
|---|---|---|---|---|
| Code of Conduct | Responsible and ethical conduct: anti-corruption; fair competition and sanction laws compliance; protection of company’s assets and data, human rights and labor standards, harassment prevention, and reporting concerns. |
All Kempower employees | Board of Directors | Publicly available on website |
| Anti-Corruption Policy | Zero tolerance for corruption and bribery in terms of: interactions with government officials, donations and contributions, limits relating to gifts and business hospitality, and compliance with anti-corruption laws and regulations |
All Kempower employees | Board of Directors | Kempower intranet for employees, available to business partners as part of regular engagement |
| Whistleblowing Policy | Examples of valid concerns, information on reporting mechanisms, commitment to confidentiality, non-retaliation and investigation. |
All Kempower employees | Board of Directors | Kempower intranet for employees |
| Supplier Code of Conduct | Compliance with laws and regulations; ethical business conduct such as conflicts of interest, anti-corruption and fair competition; labor practices such as freedom of association and safety and well-being; environmental responsibility; privacy and protection of personal data, |
All suppliers and their subcontractors | Board of Directors | Kempower Supplier Portal |
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ESRS Content Index
General disclosures
ESRS 2
| Disclosure | Requirement | Page number |
|---|---|---|
| BP-1 | General basis for preparation of sustainability statements | 51 |
| BP-2 | Disclosures in relation to specific circumstances | 51 |
| GOV-1 | The role of the administrative, management and supervisory bodies | 52 |
| GOV-2 | Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies |
53 |
| GOV-3 | Integration of sustainability-related performance in incentive schemes | 54 |
| GOV-4 | Statement on due diligence | 55 |
| GOV-5 | Risk management and internal controls over sustainability reporting | 55 |
| SBM-1 | Strategy, business model and value chain | 55 |
| SBM-2 | Interests and views of stakeholders | 58 |
| SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model |
59 |
| IRO-1 | Description of the processes to identify and assess material impacts, risks and opportunities | 62 |
| IRO-2 | Disclosure requirements in ESRS covered by the undertaking’s Sustainability statement | 65 |
Environmental information
| Environmental information | |
|---|---|
| Disclosure Requirement | Page number |
| EU Taxonomy | 67 |
ESRS E1 Climate change
| ESRS E1 Climate change | ESRS E1 Climate change | |
|---|---|---|
| Disclosure Requirement | Page number | |
| ESRS 2, GOV-3 | Integration of sustainability-related performance in incentive schemes | 54 |
| E1-1 | Transition plan for climate change mitigation | 77 |
| ESRS 2, SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model |
59 |
| ESRS 2, IRO-1 | Description of the processes to identify and assess material climate-related impacts, risks and opportunities |
62 |
| E1-2 | Policies related to climate change mitigation and adaptation | ## |
| E1-3 | Actions and resources in relation to climate change policies | 78 |
| E1-4 | Targets related to climate change mitigation and adaptation | 79 |
| E1-5 | Energy consumption and mix | 80 |
| E1-6 | Gross Scope 1, 2, 3 and Total GHG emissions | 81 |
| E1-7 | GHG removals and GHG mitigation projects financed through carbon credits | 85 |
ESRS E5 Resource use and circular economy
| ESRS E5 Resource use and circular economy | ESRS E5 Resource use and circular economy | |
|---|---|---|
| Disclosure Requirement | Page number | |
| ESRS 2, IRO-1 | Description of the processes to identify and assess material resource use and circular economy-related impacts, risks and opportunities |
62 |
| E5-1 | Policies related to resource use and circular economy | 87 |
| E5-2 | Actions and resources related to resource use and circular economy | 89 |
| E5-3 | Targets related to resource use and circular economy | 91 |
| E5-4 | Resource inflows | 92 |
| E5-5 | Resource outflows | 92 |
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Social information
ESRS S1 Own workforce
| Social information ESRS S1 Own workforce |
Social information ESRS S1 Own workforce |
|
|---|---|---|
| Disclosure Requirement | Page number | |
| ESRS 2, SBM-2 | Interests and views of stakeholders | 58 |
| ESRS 2, SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model |
98 |
| S1-1 | Policies related to own workforce | 98 |
| S1-2 | Processes for engaging with own workers and workers’ representatives about impacts | 101 |
| S1-3 | Processes to remediate negative impacts and channels for own workers to raise concerns | 101 |
| S1-4 | Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions |
102 |
| S1-5 | Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities |
103 |
| S1-6 | Characteristics of the undertaking’s employees | 105 |
| S1-10 | Adequate wages | 106 |
| S1-13 | Training and skills development metrics | 106 |
| S1-14 | Health and safety metrics | 106 |
| S1-15 | Work-life balance metrics | 107 |
| S1-16 | Compensation metrics (pay gap and total compensation) | 107 |
| S1-17 | Incidents, complaints and severe human rights impacts | 107 |
ESRS S2 Workers in the value chain
| ESRS S2 Workers in the value chain | ESRS S2 Workers in the value chain | |
|---|---|---|
| Disclosure Requirement | Page number | |
| ESRS 2, SBM-2 | Interests and views of stakeholders | 58 |
| ESRS 2, SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model |
109 |
| S2-1 | Policies related to value chain workers | 109 |
| S2-2 | Processes for engaging with value chain workers about impacts | 110 |
| S2-3 | Processes to remediate negative impacts and channels for value chain workers to raise | |
| concerns | 110 | |
| S2-4 | Taking action on material impacts on value chain workers, and approaches to managing material risks and pursuing material opportunities related to value chain workers, and effectiveness of those actions |
111 |
| S2-5 | Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities |
112 |
ESRS 4 Consumers and end-users
| Disclosure Requirement | Disclosure Requirement | Page number |
|---|---|---|
| ESRS 2, SBM-2 | Interests and views of stakeholders | 58 |
| ESRS 2, SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model |
114 |
| S4-1 | Policies related to consumers and end-users | 114 |
| S4-2 | Processes for engaging with consumers and end-users about impacts | 116 |
| S4-3 | Processes to remediate negative impacts and channels for consumers and end-users to raise concerns |
116 |
| S4-4 | Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions |
117 |
| S4-5 | Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities |
117 |
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Governance information
ESRS G1 Business conduct
| Governance information ESRS G1 Business conduct |
Governance information ESRS G1 Business conduct |
|
|---|---|---|
| Disclosure Requirement | Page number | |
| ESRS 2, GOV-1 | The role of the administrative, supervisory and management bodies | 52 |
| ESRS 2, IRO-1 | Description of the processes to identify and assess material impacts, risks and opportunities | 62 |
| G1-1 | Business conduct policies and corporate culture | 120 |
| G1-2 | Management of relationships with suppliers | 121 |
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List of datapoints in cross-cutting and topical standards that derive from other EU legislation
| Disclosure Requirement |
Related datapoint |
Sustainability disclosure | SFDR (Sustainable Finance Disclosures Regulation) reference |
Pillar 3 reference | Benchmark Regulation reference |
EU Climate Law reference |
Page number |
|---|---|---|---|---|---|---|---|
| ESRS 2 GOV-1 | Paragraph 21 (d) | Board's gender diversity | Indicator number 13 of Table #1 of Annex I | Commission Delegated Regulation (EU) 2020/1816, Annex II |
52 | ||
| ESRS 2 GOV-1 | Paragraph 21 (e) | Percentage of Board members who are independent |
Delegated Regulation (EU) 2020/1816, Annex II |
52 | |||
| ESRS 2 GOV-4 | Paragraph 30 | Statement on due diligence |
Indicator number 10 Table #3 of Annex I | 55 | |||
| ESRS 2 SBM-1 | Paragraph 40 (d) i | Involvement in activities related to fossil fuel activities |
Indicators number 4 Table #1 of Annex I | Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Table 1: Qualitative information on Environmental risk and |
Delegated Regulation (EU) 2020/1816, Annex II |
Not material | |
| Table 2: Qualitative information on Social risk | |||||||
| ESRS 2 SBM-1 | Paragraph 40 (d) ii | Involvement in activities related to chemical production |
Indicator number 9 Table #2 of Annex I | Delegated Regulation (EU) 2020/1816, Annex II |
Not material | ||
| ESRS 2 SBM-1 | Paragraph 40 (d) iii | Involvement in activities related to controversial weapons |
Indicator number 14 Table #1 of Annex I | Delegated Regulation (EU) 2020/1818, Article 12(1) Delegated Regulation (EU) 2020/1816, |
Not material | ||
| Annex II | |||||||
| ESRS 2 SBM-1 | Paragraph 40 (d) iv | Involvement in activities related to cultivation and production of tobacco |
Delegated Regulation (EU) 2020/1818, Article 12(1) Delegated Regulation (EU) 2020/1816, |
Not material | |||
| Annex II | |||||||
| ESRS E1-1 | Paragraph 14 | Transition plan to reach climate neutrality by 2050 |
Regulation (EU) 2021/1119, Article 2(1) |
77 | |||
| ESRS E1-1 | Paragraph 16 (g) | Undertakings excluded from Paris- aligned Benchmarks |
Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 1: Banking book – Climate Change transition risk: Credit quality of exposures by sector, emissions and residual maturity |
Delegated Regulation (EU) 2020/1818, Article12.1 (d) to (g), and Article 12.2 |
77 | ||
| ESRS E1-4 | Paragraph 34 | GHG emission reduction targets | Indicator number 4 Table #2 of Annex I | Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 3: Banking book – Climate change transition risk: alignment metrics |
Delegated Regulation (EU) 2020/1818, Article 6 |
79 | |
| ESRS E1-5 | Paragraph 38 | Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors) |
Indicator number 5 Table #1 and Indicator n. 5 Table #2 of Annex I |
80 |
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| Disclosure Requirement |
Related datapoint |
Sustainability disclosure | SFDR (Sustainable Finance Disclosures Regulation) reference |
Pillar 3 reference | Benchmark Regulation reference |
EU Climate Law reference |
Page number |
|---|---|---|---|---|---|---|---|
| ESRS E1-5 | Paragraph 37 | Energy consumption and mix | Indicator number 5 Table #1 of Annex I | 80 | |||
| ESRS E1-5 | Paragraphs 40–43 | Energy intensity associated with activities in high climate impact |
Indicator number 6 Table #1 of Annex I | 80 | |||
| sectors | |||||||
| ESRS E1-6 | Paragraph 44 | Gross Scope 1, 2, 3 and Total GHG emissions |
Indicators number 1 and 2 Table #1 of Annex I |
Article 449a; Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 1: Banking book – Climate change transition risk: Credit quality of exposures by sector, emissions and residual maturity |
Delegated Regulation (EU) 2020/1818, Article 5(1), 6 and 8(1) |
81 | |
| ESRS E1-6 | Paragraphs 53–55 | Gross GHG emissions intensity | Indicators number 3 Table #1 of Annex I | Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Template 3: Banking book – Climate change transition risk: alignment metrics |
Delegated Regulation (EU) 2020/1818, Article 8(1) |
81 | |
| ESRS E1-7 | Paragraph 56 | GHG removals and carbon credits | Regulation (EU) 2021/1119, Article 2(1) |
85 | |||
| ESRS E1-9 | Paragraph 66 | Exposure of the benchmark portfolio to climate-related physical risks |
Delegated Regulation (EU) 2020/1818, Annex II Delegated Regulation (EU) 2020/1816, Annex II |
Omitted under the Quick Fix Delegated |
|||
| Act | |||||||
| ESRS E1-9 | Paragraph 66 (a) | Disaggregation of monetary amounts by acute and chronic physical risk |
Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraphs 46 and 47; Template 5: Banking book - Climate change physical risk: Exposures subject to physical risk |
Omitted under the Quick Fix Delegated Act |
|||
| ESRS E1-9 | Paragraph 66 (c) | Location of significant assets at material physical risk |
Omitted under the Quick Fix |
||||
| Delegated | |||||||
| Act | |||||||
| ESRS E1-9 | Paragraph 67 (c) | Breakdown of the carrying value of its real estate assets by energy- efficiency classes |
Article 449a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraph 34; Template 2: Banking book – Climate change transition risk: Loans collateralised by immovable property – Energy efficiency of the collateral |
Omitted under the Quick Fix Delegated Act |
|||
| ESRS E1-9 | Paragraph 69 | Degree of exposure of the portfolio to climate-related opportunities |
Delegated Regulation (EU) 2020/1818, Annex II |
Omitted under the Quick Fix |
|||
| Delegated | |||||||
| Act | |||||||
| ESRS E2-4 | Paragraph 28 | Amount of each pollutant listed in Annex II of the E-PRTR Regulation (European Pollutant Release and Transfer Register) emitted to air, water and soil |
Indicator number 8 Table #1 of Annex I Indicator number 2 Table #2 of Annex I Indicator number 1 Table #2 of Annex I Indicator number 3 Table #2 of Annex I |
Not material |
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| Disclosure Requirement |
Related datapoint |
Sustainability disclosure | SFDR (Sustainable Finance Disclosures Regulation) reference |
Pillar 3 reference | Benchmark Regulation reference |
EU Climate Law reference |
Page number |
|---|---|---|---|---|---|---|---|
| ESRS E3-1 | Paragraph 9 | Water and marine resources | Indicator number 7 Table #2 of Annex I | Not material | |||
| ESRS E3-1 | Paragraph 13 | Dedicated policy | Indicator number 8 Table 2 of Annex I | Not material | |||
| ESRS E3-1 | Paragraph 14 | Sustainable oceans and seas | Indicator number 12 Table #2 of Annex I | Not material | |||
| ESRS E3-4 | Paragraph 28 (c) | Total water recycled and reused | Indicator number 6.2 Table #2 of Annex I | Not material | |||
| ESRS E3-4 | Paragraph 29 | Total water consumption in m3 per net revenue on own operations |
Indicator number 6.1 Table #2 of Annex I | Not material | |||
| ESRS 2 – IRO-1 – E4 | Paragraph 16 (a) i | Indicator number 7 Table #1 of Annex I | Not material | ||||
| ESRS 2 – IRO-1 – E4 | Paragraph 16 (b) | Indicator number 10 Table #2 of Annex I | Not material | ||||
| ESRS 2 – IRO-1 – E4 | Paragraph 16 (c) | Indicator number 14 Table #2 of Annex I | Not material | ||||
| ESRS E4-2 | Paragraph 24 (b) | Sustainable land / agriculture practices or policies |
Indicator number 11 Table #2 of Annex I | Not material | |||
| ESRS E4-2 | Paragraph 24 (c) | Sustainable oceans / seas practices or policies |
Indicator number 12 Table #2 of Annex I | Not material | |||
| ESRS E4-2 | Paragraph 24 (d) | Policies to address deforestation | Indicator number 15 Table #2 of Annex I | Not material | |||
| ESRS E5-5 | Paragraph 37 (d) | Non-recycled waste | Indicator number 13 Table #2 of Annex I | 92 | |||
| ESRS E5-5 | Paragraph 39 | Hazardous waste and radioactive | Indicator number 9 Table #1 of Annex I | 92 | |||
| waste | |||||||
| ESRS 2 – SBM-3 – S1 | Paragraph 14 (f) | Risk of incidents of forced labour | Indicator number 13 Table #3 of Annex I | 98 | |||
| ESRS 2 – SBM-3 – S1 | Paragraph 14 (g) | Risk of incidents of child labour | Indicator number 12 Table #3 of Annex I | 98 | |||
| ESRS S1-1 | Paragraph 20 | Human rights policy commitments | Indicator number 9 Table #3 and Indicator number 11 Table #1 of Annex I |
98 | |||
| ESRS S1-1 | Paragraph 21 | Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions 1 to 8 |
Delegated Regulation (EU) 2020/1816, Annex II |
98 | |||
| ESRS S1-1 | Paragraph 22 | Processes and measures for preventing trafficking in human beings |
Indicator number 11 Table #3 of Annex I | 98 | |||
| ESRS S1-1 | Paragraph 23 | Workplace accident prevention policy | Indicator number 1 Table #3 of Annex I | 98 | |||
| or management system | |||||||
| ESRS S1-3 | Paragraph 32 (c) | Grievance/complaints handling mechanisms |
Indicator number 5 Table #3 of Annex I | 106 | |||
| ESRS S1-14 | Paragraph 88 (b) and (c) |
Number of fatalities and number and rate of work-related accidents |
Indicator number 2 Table #3 of Annex I | Delegated Regulation (EU) 2020/1816, Annex II |
106 |
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| Disclosure Requirement |
Related datapoint |
Sustainability disclosure | SFDR (Sustainable Finance Disclosures Regulation) reference |
Pillar 3 reference | Benchmark Regulation reference |
EU Climate Law reference |
Page number |
|---|---|---|---|---|---|---|---|
| ESRS S1-14 | Paragraph 88 (e) | Number of days lost to injuries, accidents, fatalities or illness |
Indicator number 3 Table #3 of Annex I | 106 | |||
| ESRS S1-16 | Paragraph 97 (a) | Unadjusted gender pay gap | Indicator number 12 Table #1 of Annex I | Delegated Regulation (EU) 2020/1816, | 107 | ||
| Annex II | |||||||
| ESRS S1-16 | Paragraph 97 (b) | Excessive CEO pay ratio | Indicator number 8 Table #3 of Annex I | 107 | |||
| ESRS S1-17 | Paragraph 103 (a) | Incidents of discrimination | Indicator number 7 Table #3 of Annex I | 107 | |||
| ESRS S1-17 | Paragraph 104 (a) | Non-respect of UNGPs on Business and Human Rights and OECD |
Indicator number 10 Table #1 and Indicator n. 14 Table #3 of Annex I |
Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818 Art 12 (1) |
107 | ||
| ESRS 2 – SBM-3 – S2 Paragraph 11 (b) | Significant risk of child labour or forced labour in the value chain |
Indicators number 12 and n. 13 Table #3 of Annex I |
109 | ||||
| ESRS S2-1 | Paragraph 17 | Human rights policy commitments | Indicator number 9 Table #3 and Indicator n. 11 Table #1 of Annex I |
109 | |||
| ESRS S2-1 | Paragraph 18 | Policies related to value chain workers | Indicator number 11 and n. 4 Table #3 of | 109 | |||
| Annex I | |||||||
| ESRS S2-1 | Paragraph 19 | Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines |
Indicator number 10 Table #1 of Annex I | Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) |
109 | ||
| ESRS S2-1 | Paragraph 19 | Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions 1 to 8 |
Delegated Regulation (EU) 2020/1816, Annex II |
109 | |||
| ESRS S2-4 | Paragraph 36 | Human rights issues and incidents connected to its upstream and downstream value chain |
Indicator number 14 Table #3 of Annex I | 111 | |||
| ESRS S3-1 | Paragraph 16 | Human rights policy commitments | Indicator number 9 Table #3 of Annex 1 and Indicator number 11 Table #1 of |
Not material | |||
| Annex I | |||||||
| ESRS S3-1 | Paragraph 17 | Non-respect of UNGPs on Business and Human Rights, ILO principles or and OECD guidelines |
Indicator number 10 Table #1 Annex I | Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Art 12 (1) |
Not material | ||
| ESRS S3-4 | Paragraph 36 | Human rights issues and incidents | Indicator number 14 Table #3 of Annex I | Not material | |||
| ESRS S4-1 | Paragraph 16 | Policies related to consumers and end-users |
Indicator number 9 Table #3 and Indicator number 11 Table #1 of Annex I |
114 | |||
| ESRS S4-1 | Paragraph 17 | Non-respect of UNGPs on Business and Human Rights and OECD guidelines |
Indicator number 10 Table #1 of Annex I | Delegated Regulation (EU) 2020/1816, Annex II DelegatedRegulation (EU)2020/1818, Art 12 (1) |
114 |
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| Disclosure Requirement |
Related datapoint |
Sustainability disclosure | SFDR (Sustainable Finance Disclosures Regulation) reference |
Pillar 3 reference | Benchmark Regulation reference |
EU Climate Law reference |
Page number |
|---|---|---|---|---|---|---|---|
| ESRS S4-4 | Paragraph 35 | Human rights issues and incidents | Indicator number 14 Table #3 of Annex I | 117 | |||
| ESRS G1-1 | Paragraph 10 (b) | United Nations Convention against corruption |
Indicator number 15 Table #3 of Annex I | 120 | |||
| ESRS G1-1 | Paragraph 10 (d) | Protection of whistleblowers | Indicator number 6 Table #3 of Annex I | 120 | |||
| ESRS G1-4 | Paragraph 24 (a) | Fines for violation of anti-corruption and anti-bribery laws |
Indicator number 17 Table #3 of Annex I | Delegated Regulation (EU) 2020/1816, Annex II |
Not material | ||
| ESRS G1-4 | Paragraph 24 (b) | Standards of anti-corruption and anti- bribery |
Indicator number 16 Table #3 of Annex I | Not material |
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Corporate governance statement
Kempower’s corporate governance practices are founded on transparency and the creation of long-term shareholder value, implemented in accordance with the best governance principles in our market.
| Introduction .............................................................................................................. | 131 |
|---|---|
| Kempower’s administrative and governing bodies ................................... | 131 |
| General Meeting of the Shareholders ............................................................. | 131 |
| Board of Directors ................................................................................................... | 131 |
| Committees ............................................................................................................. | 135 |
| CEO and the Global Leadership Team ........................................................... | 136 |
| Risk management, audit, internal control and internal audit ................. | 138 |
| Related party administration ............................................................................. | 138 |
| Insider administration ........................................................................................... | 139 |
| Auditor ........................................................................................................................ | 139 |
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Introduction
Kempower Corporation (the “Company” or “Kempower”) is a Finnish public limited liability company. Kempower’s corporate governance is based on, and complies with, the laws of Finland and the Company’s Articles of Association. Kempower complies with the rules, regulations and guidelines of Nasdaq Helsinki Ltd and Finnish Supervisory Authority as well as Finnish Corporate Governance Code 2025 (the “Corporate Governance Code”). This Corporate Governance Statement has been prepared on the basis of the Corporate Governance Code 2025 and applicable legislation and regulations.
Kempower complies with all recommendations of the Corporate Governance Code 2025. The Corporate Governance Code is available on the Securities Market Association’s website at www.cgfinland.fi.
This report describes the key principles of Kempower's Corporate Governance. The Corporate Governance Statement is issued separately from the Board of Directors' report for the financial period 1 January to 31 December 2025. The Corporate Governance Statement and the report of the Board of Directors are available on Kempower's website at
www.kempower.com .
This report has been reviewed by the Board’s Audit Committee and approved by the Board. Kempower's auditor, the auditing firm Ernst & Young Oy, has verified that the report has been issued and that the main features of the internal control and risk
management system related to the Company's financial reporting process as described herein are consistent with the description included in the Company's financial statements.
Kempower’s administrative and governing bodies
Kempower's supervisory and governing bodies are the Annual General Meeting, the Board of Directors and the CEO. Kempower's highest decision-making power is exercised by the shareholders in the Annual General Meeting. The Board of Directors and the CEO are responsible for managing the Company. The Board's work is supported by its three committees, the Audit Committee, the Nomination and Remuneration Committee and the Technology Committee. The Global Leadership Team assists the CEO in the operative management of the Company and in its operations. Further information on the administration is available on Kempower's website at www.kempower.com .
General Meeting of the Shareholders
The Annual General Meeting is Kempower's highest decision-making body, in which the shareholders can participate and exercise the right to speak, ask questions and vote. The Annual General Meeting is held annually by the end of June on a date determined
by the Board. It decides on matters stipulated in the Finnish Limited Liability Companies Act and the Articles of Association. If the Board of Directors deems it
necessary or if it is requested in writing by a Company auditor or shareholders holding a minimum of 10 percent of the Company's shares, an Extraordinary General Meeting is convened for the purpose of discussing a specific issue.
The decision-making power of Kempower’s Annual General Meeting includes inter alia:
-
approving the financial statements and deciding on the distribution of profits;
-
the number, election and remuneration of Board members and the Chair of the Board;
-
election of the auditor;
-
discharging the members of the Board of Directors and the CEO from liability;
-
share issues or authorizing the Board of Directors to decide on share issues; and
-
the increase or decrease of share capital.
The notice to the Annual General Meeting shall be delivered to shareholders by publishing the notice on the Company's website or in one or more widely circulated daily newspapers designated by the Board no earlier than three months and no later than three weeks before the reconciliation date, however always at least nine days before the record date.
The notice to the meeting and the Board's proposals to the Annual General Meeting are also published in a stock exchange release.
The agenda of the Annual General Meeting, proposed resolutions and meeting documents are available at the Company's website at least three weeks before the Annual General Meeting.
If a shareholder wishes to participate in the Annual General Meeting, they must register in advance in the manner specified in the notice convening the meeting no later than on the date specified in the notice, which may not be earlier than ten days before the date.
Annual General Meeting 2025
The Annual General Meeting was held on May 7th, 2025.
Board of Directors
The Board of Directors is responsible for the administration and the proper organization of Kempower’s operations. The Board of Directors has the general authority to decide on all matters related to the Company's administration and other matters which, according to relevant legislation or the Articles of Association, do not belong to the Annual General Meeting or the CEO.
According to the Articles of Association, the Company's Board of Directors may consist of a minimum of four and a maximum of eight members. The Annual General Meeting elects all Board members. The Nomination and Remuneration Committee prepares the appointments of the members of the Board of Directors for the Annual General Meeting.
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Board of Directors’ report
The term of office of a member of the Board of Directors begins at the end of the Annual General Meeting at which they are elected and ends at the end of the Annual General Meeting following their election. The Annual General Meeting elects the Chair and the Vice Chair of the Board, whose term of office is the same as that of a member of the Board.
-
authorizing the persons designated by it, if necessary, to write the name of the Company, either alone or together, or per procuram, as the case may be;
-
appointing and dismissing the CEO and deciding on the terms of their service contract and the amount of their annual remuneration;
-
approving and confirming the Company's strategic objectives and risk management principles;
-
monitoring funding options and the implementation of funding decisions;
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ensuring the functioning and control of the management system;
-
separately approving drawdowns of loans within the agreed financing terms;
-
ensuring that the Company has the values to be complied with in the Company's operations;
-
adopting key policies, such as remuneration and financial policies;
Key responsibilities of the Board of Directors
-
promoting the interests of the Company and all of its shareholders;
-
making major business decisions, such as
-
acquisitions, significant contracts, investments and financing arrangements;
The Board of Directors is responsible for the Company's administration and the proper organization of operations, and for ensuring that the Company's accounting and financial management are properly supervised.
-
taking care of the development of shareholder value;
-
adopting an annual plan / rules of procedure;
-
deciding on the Company structure;
-
preparing proposals for the Annual General Meeting and convening the Annual General Meetings;
-
approving the organizational structure and deciding on its application;
-
preparing and approving management reports, financial statements and interim reports;
-
approving the annual internal audit program and reviewing the internal audit reports;
The Board of Directors supervises matters that are farreaching and fundamentally important for the operations of the Company. The Board of Directors must manage the Company in a professional manner and in accordance with sound and prudent business principles. The Board's task is to promote the interests of the Company and all of its shareholders.
-
making a proposal to the Annual General Meeting on dividend distribution, amount of dividend and the time of payment;
-
cooperating with the external auditor as necessary and monitoring the implementation of the audit
-
program
-
confirming the Company's objectives and strategy and approving the business plan presented by the CEO;
-
considering the reports submitted by the auditor to the Board;
-
dealing with other matters raised by the Chair of the Board, a member of the Board and the CEO; and
-
adopting annual budgets and action plans;
-
monitoring and guiding the implementation of the Company's business strategy;
-
deciding on other matters pertaining to the Board in accordance with the law.
Kempower’s Board of Directors has approved a written charter which covers the Board's duties, meeting procedures and decision-making procedures.
- approving the business plan and its associated performance plan;
Once a year, the Board evaluates its own operations and working methods with an internal self-evaluation.
- monitoring the Company's earnings development and the achievement objectives set;
According to the Board of Directors’ Charter, the Board duties include, inter alia:
The Board shall meet as often as necessary to carry out its duties. A quorum is reached when more than half of the Board’s members are present. The decision of the Board of Directors shall be the opinion supported by more than half of those present, or, in case of an
-
directing and supervising the CEO;
-
confirming the composition of the management team upon proposal by the CEO;
-
ensuring that the Company's accounting and financial management are properly supervised;
-
monitoring, directing and controlling the operational management of the business;
equal number of votes, the Chair has the casting vote. The CEO and CFO regularly attend the Board's meetings. The Company’s General Counsel acts as the Secretary of the Board of Directors.
Board of Directors year 2025
Prior to the Annual General Meeting held on May 7, 2025, the Board had the following seven members: Chair of the Board Vesa Laisi, Vice Chair of the Board Antti Kemppi, Teresa Kemppi-Vasama, Olli Laurén, Eriikka Söderström, Tuula Rytilä and Barbara Thierart-Perrin.
At the 2025 Annual General Meeting Antti Kemppi, Teresa Kemppi-Vasama, Vesa Laisi, Olli Laurén, Tuula Rytilä, Eriikka Söderström and Barbara Thiérart-Perrin were re-elected as members of the Board of Directors. Michael Hajesch was elected as a new board member. Based on the proposal of the Nomination and Remuneration Committee, the composition of the Board of Directors was decided as a whole. In addition, Vesa Laisi was re-elected as the Chair of the Board of Directors and Antti Kemppi was re-elected as the Vice Chair of the Board of Directors.
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Board of Directors as per 31 December 2025
In addition to the Chair of the Board the Company's Board of Directors comprised of the following members as of December 31, 2025:
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Chair of the Board Vesa Laisi
Master of Science in Technology and Master of Science (Economics and Business Administration) b. 1957
Finnish citizen, male Member of the Board since 2021. Independent of the Company and the Company's major shareholder.
Main position: Board professional Ownership: 31,097 shares.
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Board Member and Vice Chair of the Board
Antti Kemppi
Master of Science (Economics and Business Administration) b. 1978
Finnish citizen, male Member of the Board since 2018, Chair of the Board 2018-2024.
Independent of the Company, not independent of the Company's major shareholder.
Main position: Board professional Ownership: 17,501 shares.
Indirect ownership on December 31, 2025: Minority owner of Kempinvest Oy. Kempinvest Oy owns 348,432 shares. Voting majority in Facultas Oy. Facultas Oy owns 17,501 shares. Voting majority in Potestas Oy Potestas Oy owns 17,501 shares.
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Board Member
Teresa Kemppi-Vasama
Master of Social Sciences and MBA
b. 1970
Finnish citizen, female Member of the Board since 2018
Independent of the Company, not independent of the Company's major shareholder Main position: Board professional Ownership: 17,501 shares
Indirect ownership: Majority owner of Bellator Oy and Montia Oy. Bellator Oy owns 24,390 shares and Montia Oy 24,390 shares. Minority owner of Lomapilke Oy, Lomapilke Oy owns 18,989 shares.
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Board Member
Eriikka Söderström
Master of Science (Economics and Business Administration)
b. 1968
Finnish citizen, female Member of the Board since 2021 Independent of the Company and the Company's major shareholder
Main position: Board professional Ownership: 29,181 shares
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Board Member
Olli Laurén
MBA - INSEAD b. 1959
Finnish and American citizen, male Member of the Board since 2023. Independent of the Company and the Company's major shareholder
Main position: Senior Advisor, Egon Zehnder Ownership: 2,050 shares
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Board Member
Tuula Rytilä
Master of Science (Economics) b. 1967 Finnish citizen, female Member of the Board since 2023. Independent of the Company and the Company's major shareholder. Main position: Board professional Ownership: 1,150 shares.
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Board Member
Barbara Thierart-Perrin
Master of Engineering b. 1977 French citizen, female Member of the Board since 2024.
Independent of the Company and the Company's major shareholder.
Main position: Innovation & Development Director, Veolia Ownership: 0 shares
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Board Member
Michael Hajesch
Master of Mechanical Engineering, Ph.D. b. 1971
German citizen, male Member of the Board since 2025.
Independent of the Company and the Company's major shareholder.
Main position: Bain & Company, External Advisor Ownership: 0 shares.
More detailed information on the members of the Board of Directors is available at the company's website: https://investors.kempower.com/governance/board-of-directors
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In 2025, the Board held a total of 13 meetings, 2 of which were e-mail meetings and 11 in-person or hybrid.
The Board assessed its own activities and work practices in December 2025.
The attendance rate at Board meetings was 100 percent.
| Board Member | Presence | Attendance rate |
|---|---|---|
| Michael Hajesch | 7/7 | 100 % |
| Antti Kemppi | 11/11 | 100 % |
| Teresa Kemppi-Vasama | 11/11 | 100 % |
| Vesa Laisi | 11/11 | 100 % |
| Eriikka Söderström | 11/11 | 100 % |
| Olli Laurén | 11/11 | 100 % |
| Tuula Rytilä | 11/11 | 100 % |
| Barbara Thierart-Perrin | 11/11 | 100 % |
Independence of the members of the Board
According to the Corporate Governance Code, the majority of the members of the Board of Directors must be independent of the Company. At least two members of the Board of Directors who are independent of the Company, must also be independent of the Company's significant shareholders.
The Board annually assesses the independence of its members in relation to the Company and its significant shareholders.
Based on the independence assessment in accordance with the Corporate Governance Code, the following members forming the majority of all Board members were considered to be independent of the Company: Vesa Laisi, Antti Kemppi, Michael Hajesch, Teresa Kemppi-Vasama, Olli Laurén, Tuula Rytilä, Eriikka Söderström and Barbara Thierart-Perrin.
Based on the independence assessment, the members of the Board of Directors have also been considered independent of significant shareholders, except for Antti Kemppi and Teresa Kemppi-Vasama due to their holdings in the significant shareholder.
Diversity of the Board of Directors
The proposal for the composition of the board is prepared by the Company's nomination and remuneration committee, which is established and whose members are selected by the board.
The composition of the Board of Directors takes into account the requirements set by the Company's operations, development phase and diversity principles. The person elected to the Board of Directors must have the qualifications required for the position and be able to devote sufficient time to the position. The number of members of the Board of Directors and the composition of the Board of Directors must enable the Board to perform its duties effectively.
Kempower’s nomination and remuneration committee has taken into account the diversity principles in the selection of Board members to ensure broad representation of expertise from different industries, educational backgrounds, international experience,
and age distribution, and that both genders are equally represented on the board. After the 2025 Annual General Meeting, Kempower’s Board achieved an equal 50/50 gender split.
Committees
The Board confirms the key tasks and operating principles of the committees in the rules of procedure. The Board elects the members and the Chair of the committees in such a way that the diversity of the committee's composition as well as the knowledge and experience of the members enables versatile handling of issues.
Committees must have at least three members with the expertise required for the duties. The committees assist the Board in preparing matters pertaining to the Board. The committees do not have independent decision-making power and report on their work to the Board.
Audit Committee
The scope of the Company's business also requires the preparation of matters concerning financial reporting and control in the Audit Committee. The members of the Audit Committee shall have sufficient expertise and experience, taking into account the Committee's remit and the statutory audit responsibilities.
The Audit Committee assists the Board in preparing matters concerning financial reporting and control. The duties of the Audit Committee include the following:
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monitoring and evaluating the financial reporting system;
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monitoring and evaluating the effectiveness of internal control and audit and risk management systems;
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monitoring and evaluating the extent to which agreements and other legal transactions entered into between the Company and its related parties meet the requirements for normal operations and market conditions;
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monitoring and evaluating the independence of auditors, and in particular the provision of non-audit services;
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monitoring the Company's audit;
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preparing the election of the Company's auditor;
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approving the annual internal audit plan; and
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reviewing internal audit reports and monitoring the handling of key audit findings.
The Audit Committee may also oversee the financial reporting and risk management process, assess compliance with laws and regulations, monitor and evaluate the definition of related party policies, monitor financial and tax risks, monitor IT security-related processes and risks and identify and monitor specific issues identified by the Board and appropriate to the activities of the Audit Committee.
Audit committee in 2025
In 2025 until the Annual General Meeting on May 7 2025, the Audit Committee consisted of Chair Eriikka Söderström, Antti Kemppi, Vesa Laisi and Olli Laurén. In the Constitutive Board Meeting, all Audit Committee members were re-elected. All members are
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independent of the Company. All members are independent of the significant shareholders.
In 2025, the Audit Committee convened 5 times. The attendance percentage was 100%.
Nomination and Remuneration Committee
The tasks of the Nomination and Remuneration Committee are to prepare the appointments and remuneration of the members of the Board of Directors and to prepare the appointments and remuneration of both the CEO and the members of the Leadership Team. The committee promotes and develops the transparency and systematic nature of the selection processes and the remuneration system, and to comply with the principles of good corporate governance. The committee prepares the remuneration policy and the remuneration report and presents it at the Annual General Meeting and promotes the development of know-how and ability, as well as succession planning.
The duties of the Committee include the following:
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preparation for the Annual General Meeting related to the composition of the Board of Directors, the number of members and persons;
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preparing proposals for the remuneration of the members of the Board of Directors for the Annual General Meeting;
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preparation of government diversity principles;
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succession planning for the Board of Directors;
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preparation of matters related to the hiring, remuneration and other financial benefits of the CEO and the members of the Leadership Team;
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evaluating the remuneration of the Company's CEO and other management;
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matters related to the management succession plan and its development; and
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answering questions related to the remuneration report at the Annual General Meeting.
Nomination and Remuneration Committee in 2025
In 2025 until the Annual General Meeting held on May 7 2025, the Nomination and Remuneration Committee consisted of Chair Tuula Rytilä, Vesa Laisi, Olli Laurén and Teresa Kemppi-Vasama. In the Constitutive Board Meeting, all Nomination and Remuneration Committee members were re-elected. All members are independent of significant shareholders except for Teresa Kemppi-Vasama.
In 2025 the Nomination and Remuneration Committee convened 5 times. The attendance percentage was 100%.
Technology Committee
The Committee follows technology trends influencing Kempower and the industry and keeps the Board up to date on these matter, and oversees the execution of the Company’s innovation and technology strategies.
The tasks and responsibilities of the Technology Committee are defined in its charter and include e.g. the oversight of Company’s material investments in technology.
Technology Committee in 2025
The members of the Technology Committee were Chair Vesa Laisi, Antti Kemppi, Tuula Rytilä and Michael Hajesch.
All members are independent of significant shareholders except for Antti Kemppi.
In 2025 the Technology Committee convened 4 times. The attendance percentage was 100%.
CEO and the Global Leadership Team
The CEO is responsible for the day-to-day management of the Company in accordance with the instructions and regulations issued by the Company's Board of Directors. CEO informs the Board of the development of Kempower's business and financial situation. The Board monitors CEO’s activities.
A written CEO agreement is approved by the Board. The Board of Directors appoints and dismisses the CEO, decides on the financial benefits and other terms of the contractual relationship within the framework of the remuneration policy.
The CEO attends the Board meetings, but is not a member of the Board of Directors. The CEO also participates in the work of the Board’s Committees. The parent Company’s CEO, furthermore, acts as the Group’s Chief Executive Officer and President.
Tomi Ristimäki served as the Company’s CEO from February 2019 until his tenure ended in June 2025. Bhasker Kaushal has served as the Company’s CEO since June 2025. The CEO proposes the appointments of the Leadership Team members, and the Board of Directors approves the appointments, as well as approves the remuneration for the members of the Leadership Team.
The Company’s Global Leadership Team (GLT) is chaired by the CEO. The GLT meets at least once a month to assist the CEO in developing and implementing the strategy, managing operational business, as well as preparing matters handled by the Board.
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Kempower's Global Leadership Team operated in the following composition at the end of 2025:
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Bhasker Kaushal
CEO
Member of the GLT since 2025
b. 1980, MBA, MSc. Manufacturing Systems Engineering Indian citizen, male Holding on December 31, 2025: 0 shares
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Sanna Otava
Chief Operating Officer Member of the GLT since 2019 b. 1975, Master of Science in Energy Engineering Finnish citizen, female Holding on December 31, 2025: 12,696 shares
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Jukka Kainulainen
Chief Financial Officer
Member of the GLT since 2021
b. 1982, Master of Science (Economics and Business
Administration)
Finnish citizen, male
Holding on December 31, 2025: 22,890 shares
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Jussi Vanhanen
Chief Markets Officer
Member of the GLT since 2021
b. 1972, Master of Science in Electrical Engineering Finnish citizen, male Holding on December 31, 2025: 7,630 shares
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Mathias Wiklund
Chief Sales Officer Member of the GLT since 2024 b. 1971, Master of Science in Mechanical Engineering, eMBA Swedish citizen, male Holding on December 31, 2025: 0 shares
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Hanne Peltola
Chief People Officer Member of the GLT since 2023
b. 1971, Executive Master of Business Administration (eMBA), Master of Social Sciences Finnish citizen, female Holding on December 31, 2025: 949 shares
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Monil Malhotra
President, North America Member of the GLT since 2024 b. 1971, MBA, Master of Science in Chemical Engineering U.S. citizen, male Holding on December 31, 2025: 0 shares
Changes in Global Leadership Team during 2025
Tomi Ristimäki served as the CEO from 2019 until June 1, 2025. Bhasker Kaushal serves as the CEO as of June 2, 2025.
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Risk management, audit, internal control and internal audit
Overview of risk management
Through effective risk management, Kempower supports the achievement of its strategic and business objectives and helps ensure the continuity and resilience of its operations in a changing business environment. The ability to identify, assess, and manage risks appropriately is fundamental to the Company’s long-term success and the creation of sustainable shareholder value. Risk management is integrated into the Company’s strategic decisionmaking and operational planning processes.
Kempower has a risk management policy approved by the Board of Directors which states that the company´s willingness to take risks must be proportionate to the risk-bearing capacity and the risk-taking must be in balance with the intended benefits.
The Company proactively and systematically identifies, analyzes, evaluates and manages the risks and assesses their significance. A risk is an event or circumstance that may constitute either a threat or an opportunity and that may hinder, prevent, or facilitate the achievement of Kempower’s strategy or business objectives, or result in opportunities not being fully realized. Risks are categorized into strategic, operational, compliance, and financial risks. Nonfinancial impacts are also considered as part of the risk assessment process.
Kempower implements appropriate and effective measures to mitigate identified risks. Risk reporting is integrated into the Company’s overall reporting framework.
Audit
According to Kempower’s Articles of Association, the Company shall have one ordinary auditor, which must be an auditing firm approved by the Finnish Patent and Registration Office.
The Board’s Audit Committee prepares the auditor selection process. The auditor is elected by the Annual General Meeting for a one-year term of service. The auditor reports to the Board of Directors at least annually and participates in the Audit Committee’s meetings.
Kempower has a written pre-approval policy for nonaudit services, under which the Audit Committee is responsible for overseeing such services.
Internal audit and Internal control
The objective of internal control and internal auditing is to ensure that the Company’s operations are efficient and effective, that financial and other information is reliable, and that applicable laws, regulations, and internal policies are complied with. Internal control comprises all measures and procedures designed to ensure the achievement of the Company’s objectives. It covers the internal operating environment, objective setting, risk management, control activities, information and communication, and monitoring.
Kempower’s Internal Audit evaluates the adequacy and effectiveness of the Company’s internal control system and risk management in order to improve operating practices, processes and controls, as well as governance, supervision, and administrative systems, thereby supporting the achievement of the Company’s objectives.
Internal Audit performs independent assessment and assurance activities to support management and the Board of Directors in fulfilling their oversight responsibilities. The Company has an independent external internal auditor who is responsible for internal audit activities, supported by external service providers where necessary. The Internal Auditor reports regularly to the Board’s Audit Committee.
The Audit Committee approves the annual internal audit plan.
The purpose of internal control is to safeguard the value of the Company’s assets, ensure the appropriateness and efficiency of operations— including the reliability of financial and operational reporting—and promote compliance with applicable laws, regulations, and internal policies.
Kempower’s values, group-level operating guidelines, and policies support management and, ultimately, the Board of Directors in ensuring that the Company’s objectives are achieved, that its business is conducted ethically and in compliance with applicable laws, regulations, and internal guidelines, and that financial reporting is accurate and appropriate.
Every employee has the right and obligation to report, where necessary and also anonymously, any unethical conduct or actions that are contrary to laws or internal guidelines through the Company’s whistleblower channel.
Related party administration
Kempower’s Board of Directors has defined the principles for monitoring and evaluating related party activities and maintains a register of the Company’s related parties. Related parties are defined in accordance with IAS 24. Transactions between the Company and its related parties are permissible when they are consistent with the purpose of the Company’s operations and its interests, have a sound business rationale, and comply with applicable laws and regulations.
The Company’s related party transactions are always conducted on a market-based and arm’s length basis. The Company’s finance function monitors compliance with the related party principles. The Board of Directors decides on significant transactions involving the Company’s management and related parties and approves any unusual transactions between the Company and its related parties.
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The Company ensures that it has appropriate policies and procedures in place for the identification, decision-making, approval, reporting, and oversight of related party transactions, taking into account potential conflicts of interest. The Audit Committee monitors and evaluates the Company’s related party activities.
In 2025, the Company did not enter into any related party transactions that were material to the Company or that deviated from its ordinary course of business. All related party transactions were conducted in the ordinary course of business and on arm’s length terms. Kempower’s related party transactions during the year included certain lease agreements, management and support services, and material purchases from Kemppi Group companies.
Insider administration
Kempower has an insider policy approved by the Board of Directors, which is based on the EU Market Abuse Regulation (EU) No 596/2014 (MAR), the insider guidelines of Nasdaq Helsinki Ltd, and other applicable laws, regulations, and official guidance.
The Company’s General Counsel is responsible for overseeing Kempower’s insider administration. This includes ensuring that persons who have access to inside information are aware of and comply with applicable insider regulations and that trading restrictions are properly observed.
The Company maintains project-specific insider lists in accordance with the requirements of the Market Abuse Regulation and other applicable insider regulations.
Auditor
The Company’s auditor is Ernst & Young Oy. Authorized Public Accountant Toni Halonen served as the principal auditor as at 31 December 2025. The auditor’s term of office ends at the conclusion of the Annual General Meeting following the election.
The following fees have been paid to the auditor in the financial year 2025:
| Auditor’s fees | Kempower Group (EUR) |
Kempower Corporation (EUR) |
|---|---|---|
| Audit fee -296,164 -266,668 |
||
| Sustainability Statement assurance fee -158,800 -158,800 |
||
| Tax advisory -59,723 -59,723 |
||
| Other fees -39,454 -39,454 |
||
| Total -554,141 -524,645 |
Members of Kempower Corporation’s Board of Directors and their closely associated persons are required to notify the Company and the Finnish Financial Supervisory Authority of transactions conducted in Kempower Corporation’s financial instruments in accordance with applicable regulations. The Company maintains a register of all persons discharging managerial responsibilities (PDMRs) and their closely associated persons.
Currently, the members of the Board of Directors and the Global Leadership Team are considered persons discharging managerial responsibilities..
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Key figures, calculation of key figures and reconciliations
Kempower presents certain key figures, which mainly relate to business performance and profitability. All of these performance measures are not defined in IFRS standards, and they are classified as alternative performance measures. Kempower follows ESMA’s (European Securities and Market Authority) recommendations for its reporting on alternative performance measures.
Kempower uses alternative performance measures to reflect business performance and profitability. In Kempower’s view, the alternative performance measures provide the investors, securities analysts and other parties with significant additional information related to Kempower’s results of operations, financial position and cash flows and are widely used by analysts, investors, and other parties. The alternative performance measures should not be considered in isolation or as a substitute for the measures under IFRS. All companies do not calculate alternative performance measures in a uniform way, and, therefore, the alternative performance measures presented may not be comparable with similarly named measures presented by other companies.
Order backlog, order intake and revenue growth are used as key figures to reflect the development of the Group’s business volume. Order backlog reflects the amount of legally binding orders received from the external customers, which are not yet delivered to customers nor recognized in the revenue. Order intake reflects the legally binding orders received from the external customers during the period. Revenue growth (%) describes the relative change of revenue compared to the revenue of the comparative period.
Operative EBIT is used to reflect the comparable profitability and to improve the comparability of operational performance between periods. Material items outside the ordinary course of business such as gains and losses on disposal, impairment charges and items relating to structural arrangements and capital reorganizations are identified as items affecting comparability.
Key figures
| MEUR | 2025 | 2024 | 2023 | |
|---|---|---|---|---|
| Order backlog | 141.3 | 95.0 |
110.6 | |
| Order intake | 303.5 | 218.3 |
275.3 | |
| Revenue | 251.3 | 223.7 |
283.6 | |
| Revenue growth, % | 12% | -21% |
174% | |
| Gross profit | 119.6 | 109.0 |
147.7 | |
| Gross profit margin, % | 47.6% | 48.7% |
52.1% | |
| Operating profit/loss (EBIT) | -14.3 | -28.8 |
40.6 | |
| EBIT margin, % | -5.7% | -12.9% |
14.3% | |
| Operative EBIT | -12.4 | -26.4 |
40.7 | |
| Operative EBIT margin, % | -4.9% | -11.8% |
14.3% | |
| Profit/loss for the period | -12.4 | -23.2 |
33.7 | |
| Equity ratio, % | 41.6% | 49.3% |
58.3% | |
| Cash flow from operating activities | 3.4 | -23.4 |
39.7 | |
| Investments | 8.2 | 18.8 |
9.6 | |
| Net debt | -19.2 | -23.8 |
-74.6 | |
| Net cash | 43.0 | 53.1 |
99.8 | |
| Items affecting comparability | 1.9 | 2.4 |
0.1 | |
| Earnings per share, basic, EUR | -0.22 | -0.42 |
0.61 | |
| Earnings per share, diluted, EUR | -0.22 | -0.42 |
0.61 | |
| Headcount end of period | 825 | 786 |
737 |
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RECONCILIATION OF THE KEY FIGURES
| RECONCILIATION OF THE KEY FIGURES | |||
|---|---|---|---|
| MEUR | 2025 | 2024 | 2023 |
| Revenuegrowth, % | |||
| Revenue | 251.3 | 223.7 | 283.6 |
| Revenue of the comparativeperiod | 223.7 | 283.6 | 103.6 |
| Change of revenue | 27.6 | -59.9 | 180.0 |
| Revenue growth, % | 12 % | -21 % | 174 % |
| Grossprofit | |||
| Revenue | 251.3 | 223.7 | 283.6 |
| Materials and services | -123.6 | -107.1 | -129.4 |
| Variable employee benefits | -8.1 | -7.7 | -6.5 |
| Gross profit | 119.6 | 109.0 | 147.7 |
| Items affecting comparability | |||
| Expenses related to listingon the official list of NasdaqHelsinkipresented in other operatingexpenses | 0.7 | ||
| Expenses related to establishingoperations in the United Statespresented in other operatingexpenses | 0.3 | 0.1 | |
| Expenses related to other strategic initiativespresented in other operatingexpenses | 0.5 | 0.2 | |
| Expenses related to restructuring presented mainlyin employee benefits | 0.2 | 1.2 | |
| Expenses related to CEO changepresented in employee benefits and other operatingexpenses | 1.2 | ||
| Items affecting comparability | 1.9 | 2.4 | 0.1 |
| Operative EBIT | |||
| Operating profit/loss(EBIT) | -14.3 | -28.8 | 40.6 |
| Items affectingcomparability | 1.9 | 2.4 | 0.1 |
| Operative EBIT | -12.4 | -26.4 | 40.7 |
| Investments | |||
| Investments in intangible assets | 4.3 | 3.3 | 0.2 |
| Investments in tangible assets excludingRight-of-use assets | 4.0 | 15.5 | 9.4 |
| Investments | 8.2 | 18.8 | 9.6 |
| Earnings per share, basic, EUR | |||
| Profit/loss for theperiod attributable to the equityholders of the company | -12.4 | -23.2 | 33.7 |
| Average number of shares,1,000pcs | 55,354 | 55,275 | 55,405 |
| Earnings per share, basic, EUR | -0.22 | -0.42 | 0.61 |
| Earnings per share, diluted, EUR | |||
| Profit/loss for theperiod attributable to the equityholders of the company | -12.4 | -23.2 | 33.7 |
| Average number of shares adjusted for the dilutive effect,1,000pcs | 55,464 | 55,424 | 55,504 |
| Earnings per share, diluted, EUR | -0.22 | -0.42 | 0.61 |
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Calculation of key figures
| Key figure | Definition |
|---|---|
| Order backlog | Received legally binding orders from external customers not yet delivered to customer |
| Order intake | Received legally binding orders from external customers during the period |
| Revenue growth, % | Change of revenue compared to the revenue of the comparative period presented as a percentage |
| Gross profit | Revenue - Materials and services - Variable employee benefits |
| Gross profit margin, % | Gross profit as a percentage of revenue |
| EBIT margin, % | Operating profit/loss (EBIT) as a percentage of revenue |
| Operative EBIT | Operating profit/loss (EBIT) - Items affecting comparability |
| Operative EBIT margin, % | Operative EBIT as a percentage of revenue |
| Equity ratio, % | Total equity / (Total assets - Advance payments) |
| Investments | Investments in intangible assets and property, plant and equipment excluding Right-of-Use assets |
| Net debt | Non-current loans from financial institutions + Non-current lease liabilities + Current loans from financial |
| institutions + Current lease liabilities - Cash and cash equivalents - Current other financial assets | |
| Net cash | Cash and cash equivalents + Current other financial assets - Non-current loans from financial institutions - Current loans from financial institutions |
| Items affecting comparability | Material items outside the ordinary course of business such as gains/losses on disposal, impairment charges and items relating to structural arrangements and capital reorganizations |
| Earnings per share, basic | Profit/loss for the period attributable to the equity holders of the Company divided by the weighted average number of shares outstanding during the period |
| Earnings per share, diluted | Profit/loss for the period attributable to the equity holders of the Company divided by the weighted average number of shares outstanding adjusted for the dilutive effect |
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03 Financial statements
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Contents
| Consolidated financial statements (IFRS) ............................... | 145 | 3.2 Property, plant and equipment .............................................................. | 160 |
|---|---|---|---|
| Consolidated income statement ..................................................................... | 145 | 3.3 Leases ............................................................................................................. | 161 |
| Consolidated statement of financial position .............................................. | 146 | 3.4 Inventories ..................................................................................................... |
162 |
| Consolidated statement of cash flow ............................................................. | 147 | 3.5 Trade and other current receivables ................................................... | 162 |
| Consolidated statement of changes in equity ............................................ | 148 | 3.6 Trade payables and other current liabilities ..................................... | 162 |
| Notes to the consolidated financial statements ................... | 149 | 3.7 Provisions ....................................................................................................... | 163 |
| 1 Accounting policies for the consolidated financial statements .......... | 149 | 4 Capital structure and financial risks ............................................................ | 164 |
| 1.1 Corporate information ................................................................................ | 149 | 4.1 Shareholders’ equity ................................................................................... | 164 |
| 1.2 Basis of preparation ................................................................................... | 149 | 4.2 Financial risk management .................................................................... | 165 |
| 1.3 Accounting policies requiring management judgement and | 150 | 4.3 Financial assets and liabilities ................................................................ | 170 |
| key uncertainties relating to the estimates ............................................. | 5 Other notes ........................................................................................................... | 174 | |
| 1.4 New and amended standards and interpretations ........................ | 151 | 5.1 Share-based payments ............................................................................ | 174 |
| 2 Financial performance ...................................................................................... | 152 | 5.2 Related party transactions ...................................................................... | 179 |
| 2.1 Revenue .......................................................................................................... | 152 | 5.3 Commitments ............................................................................................. | 181 |
| 2.2 Other operating income ........................................................................... | 153 | 5.4 Group structure ........................................................................................... | 181 |
| 2.3 Materials and services .............................................................................. | 153 | 5.5 Events after reporting date ..................................................................... | 181 |
| 2.4 Employee benefits ...................................................................................... | 153 | Parent company’s financial statements (FAS) ...................... | 182 |
| 2.5 Other operating expenses ....................................................................... | 154 | Income statement of the parent company .................................................. | 182 |
| 2.6 Depreciation, amortization and impairment .................................... | 154 | Balance sheet of the parent company ........................................................... | 183 |
| 2.7 Finance income and expense ................................................................ | 154 | Cash flow statement of the parent company ............................................. | 185 |
| 2.8 Income taxes ................................................................................................ | 155 | Notes to the parent company financial statements ........... | 186 |
| 2.9 Earnings per share, EPS ............................................................................. | 158 | 1 Accounting principles ................................................................................... | 186 |
| 3 Capital employed ............................................................................................... | 159 | 2 Revenue by market area ............................................................................. | 186 |
| 3.1 Intangible assets .......................................................................................... | 159 | 3 Other operating income.............................................................................. | 186 |
| 4 Personnel .......................................................................................................... | 187 |
|---|---|
| 5 Auditor’s fees ................................................................................................... | 190 |
| 6 Depreciation and amortization ................................................................ | 190 |
| 7 Other operating expenses .......................................................................... | 190 |
| 8 Financial income and expenses ............................................................... | 190 |
| 9 Appropriations ................................................................................................ | 191 |
| 10 Income taxes ................................................................................................. | 191 |
| 11 Assets ................................................................................................................. | 191 |
| 12 Receivables ..................................................................................................... | 192 |
| 13 Equity ................................................................................................................. | 193 |
| 14 Appropriations ............................................................................................... | 193 |
| 15 Provisions ......................................................................................................... | 193 |
| 16 Current liabilities ........................................................................................... | 193 |
| 17 Commitments ................................................................................................ | 194 |
| 18 Events after the reporting date ............................................................... | 194 |
| Signatures of the financial statements .................................... | 195 |
| Auditor’s note ...................................................................................... | 195 |
| Auditor’s report ................................................................................. | 196 |
| Report on the Audit of the Financial Statements ................................... | 196 |
| Other Reporting Requirements .................................................................... | 198 |
| Assurance report on the Sustainability statement **............. ** | 200 |
| Independent auditor’s report on the ESEF consolidated | 202 |
| financial statements of Kempower Corporation ................. |
In addition to this document, Kempower has published Financial Statements in accordance to European Single Electronic Format (ESEF) requirements as a xHTML document which is the official version of the report.
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Consolidated financial statements (IFRS)
Consolidated income statement
| Consolidated income statement | |||
|---|---|---|---|
| EUR 1,000 | Notes | 2025 | 2024 |
| Revenue | **2.1 ** | 251,295.3 |
223,697.2 |
| Other operating income | 2.2 | 3,400.4 |
3,083.9 |
| Materials and services | 2.3 | -123,588.3 |
-107,078.6 |
| Employee benefits | 2.4 | -75,475.3 |
-71,797.0 |
| Depreciation, amortization and impairment losses | 2.6 | -13,760.0 |
-10,782.2 |
| Other operating expenses | 2.5 | -56,142.8 |
-65,923.0 |
| Total expenses | -268,966.4 | -255,580.7 |
|
| Operating profit/loss | -14,270.7 | -28,799.6 |
|
| Finance income | 2.7 | 4,246.7 |
4,720.5 |
| Finance expenses | 2.7 | -4,974.4 |
-4,163.6 |
| Total finance income and expenses | -727.7 | 556.8 |
|
| Profit/loss before taxes | -14,998.4 | -28,242.8 |
|
| Income tax | 2.8 | -2,099.6 |
-1,231.5 |
| Changes in deferred taxes | 2.8 | 4,704.7 |
6,256.3 |
| Income taxes | 2,605.0 | 5,024.8 |
|
| Profit/loss for the year | -12,393.4 | -23,218.0 |
|
| Profit/loss for the period attributable to the owners of the parent company | -12,393.4 | -23,218.0 |
|
| Earnings per share for profit/loss attributable to the owners of the parent company | |||
| Basic earnings per share, EUR | 2.9 | -0.22 |
-0.42 |
| Diluted earnings per share, EUR | 2.9 | -0.22 |
-0.42 |
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Consolidated statement of comprehensive income | ||
| Profit/loss for the year | -12,393.4 | -23,218.0 |
| Other comprehensive income for the period | ||
| Items that may be subsequently reclassified to profit or loss: | ||
| Translation difference | 150.2 | -149.5 |
| Total other comprehensive income for the period | 150.2 | -149.5 |
| Comprehensive profit/loss for the period | -12,243.2 | -23,367.5 |
| Comprehensive profit/loss for the period attributable to the owners of the parent company |
-12,243.2 | -23,367.5 |
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Consolidated statement of financial position
| EUR 1,000 Notes 31 Dec 2025 31 Dec 2024 ASSETS Non-current assets Intangible assets 3.1 7,710.9 4,248.6 Property, plant and equipment 3.2 23,607.0 26,005.7 Right-of-use assets 3.3 22,327.1 27,971.3 Non-current receivables 4.3 28.9 57.7 Deferred tax receivables 2.8 13,734.1 9,121.6 Total non-current assets 67,408.1 67,404.9 Current assets Inventories 3.4 58,454.8 57,496.0 Trade receivables 3.5 52,489.7 30,443.7 Other receivables 3.5 3,864.9 1,653.4 Prepaid expenses and accrued income 3.5 9,686.6 8,416.6 Other financial assets 4.3 51,027.1 49,223.2 Cash and cash equivalents 4.3 3,886.9 16,186.1 Total current assets 179,410.0 163,419.1 TOTAL ASSETS 246,818.0 230,824.0 |
EUR 1,000 Notes 31 Dec 2025 31 Dec 2024 |
|---|---|
| EQUITY AND LIABILITIES | |
| Equity | |
| Share capital 80.0 80.0 |
|
| Reserve for invested unrestricted equity 95,832.4 95,656.2 |
|
| Other reserves 5.0 5.0 |
|
| Treasury shares -3,693.0 -5,267.4 |
|
| Translation differences 6.3 -143.9 |
|
| Retained earnings 22,072.7 44,735.9 |
|
| Profit/loss for the period -12,393.4 -23,218.0 |
|
| Total equity 101,910.0 111,847.8 |
|
| Non-current liabilities | |
| Lease liabilities 4.3 17,043.5 22,403.9 |
|
| Loans from financial institutions 4.3 180.0 2,658.5 |
|
| Provisions 3.7 5,284.0 6,017.4 |
|
| Deferred tax liabilities 2.8 17.6 39.5 |
|
| Other liabilities 64.1 68.7 |
|
| Total non-current liabilities 22,589.1 31,188.0 |
|
| Current liabilities | |
| Lease liabilities 4.3 6,764.0 6,822.3 |
|
| Loans from financial institutions 4.3 11,776.4 9,679.4 |
|
| Provisions 3.7 9,070.4 8,337.4 |
|
| Advance payments 1,897.5 3,908.1 |
|
| Trade payables 3.6 44,081.9 29,665.0 |
|
| Other liabilities 3.6 4,363.9 3,486.1 |
|
| Accruals and deferred income 3.6 44,364.7 25,889.9 |
|
| Total current liabilities 122,318.9 87,788.3 |
|
| Total liabilities 144,908.0 118,976.3 |
|
| TOTAL EQUITY AND LIABILITIES 246,818.0 230,824.0 |
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Consolidated statement of cash flow
| EUR 1,000 | Notes | 2025 | 2024 |
|---|---|---|---|
| Cash flow from operating activities | |||
| Profit/loss for the period | -12,393.4 | -23,218.0 |
|
| Adjustments | |||
| Depreciation, amortization and impairment | 2.6 | 13,760.0 |
10,782.2 |
| Change in provisions | 3.7 | 91.3 |
156.1 |
| Finance income and expenses | 2.7 | 727.7 |
-556.8 |
| Income taxes | 2.8 | -2,605.0 |
-5,024.8 |
| Share-based payments | 5.1 | 2,390.2 |
2,295.5 |
| Unrealized operative foreign exchange gains and losses | 769.9 | -923.9 |
|
| Gains and losses of disposals of fixed assets | 29.5 | 8.7 |
|
| Changes in working capital | |||
| Change in trade and other receivables | -23,414.3 | 2,182.7 |
|
| Change in inventories | -1,755.9 | -5,570.2 |
|
| Change in trade payables and short-term liabilities | 29,050.3 | -465.2 |
|
| Interest and other financial expenses paid | -2,157.5 | -1,802.4 |
|
| Interest and other financial income received | 799.6 | 854.3 |
|
| Taxes paid | -1,889.2 | -2,119.9 |
|
| Cash flow from operating activities | 3,403.1 | -23,401.8 |
| EUR 1,000 | Notes | 2025 | 2024 |
|---|---|---|---|
| Cash flow from investing activities | |||
| Increase (-)/decrease (+) of other financial assets | 1.1 | 24,462.3 |
|
| Investments in tangible and intangible assets | -8,249.7 | -18,758.8 |
|
| Proceeds from sale of tangible and intangible assets | 127.9 | 126.0 |
|
| Cash flow from investing activities | -8,120.7 | 5,829.5 |
|
| Cash flow from financing activities | |||
| Purchase of treasury shares | -7.5 | ||
| Options exercised | 4.1 | 176.2 |
|
| Payment of lease liabilities | 4.3 | -7,038.2 |
-6,128.8 |
| Proceeds from non-current loans | 4.3 | 2,658.5 | |
| Proceeds from current loans | 4.3 | 6,089.2 |
9,679.4 |
| Repayment of current loans | 4.3 | -6,470.7 |
|
| Cash flow from financing activities | -7,243.4 | 6,201.6 |
|
| Net change in cash and cash equivalents | -11,961.1 | -11,370.7 |
|
| Cash and cash equivalents at the beginning of the period | 4.3 | 16,186.1 |
27,354.9 |
| Effects of exchange rate fluctuations on cash held | -338.1 | 201.9 |
|
| Cash and cash equivalents end of the period | 4.3 | 3,886.9 |
16,186.1 |
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Consolidated statement of changes in equity
| Reserved for invested | Translation | ||||||
|---|---|---|---|---|---|---|---|
| EUR 1,000 | Share capital | unrestricted equity | Other reserves | difference | Treasury shares | Retained earnings | Total equity |
| Shareholders' equity 1 Jan 2025 | 80.0 | 95,656.2 |
5.0 |
-143.9 | -5,267.4 | 21,517.8 | 111,847.8 |
| Profit/loss for the period | -12,393.4 | -12,393.4 |
|||||
| Currency translation differences | 150.2 | 150.2 | |||||
| Total comprehensive income for the period, net of tax | 150.2 | -12,393.4 | -12,243.2 |
||||
| Share-based payments | 176.2 | 1,574.4 | 554.8 | 2,305.4 |
|||
| Transactions with owners, total | 176.2 | 1,574.4 | 554.8 | 2,305.4 |
|||
| Shareholders' equity 31 Dec 2025 | 80.0 | 95,832.4 |
5.0 |
6.3 | -3,693.0 | 9,679.3 | 101,910.0 |
| Shareholders' equity 1 Jan 2024 | 80.0 | 95,656.2 |
5.0 |
5.6 | -5,259.9 | 42,440.4 | 132,927.3 |
| Profit/loss for the period | -23,218.0 | -23,218.0 |
|||||
| Currency translation differences | -149.5 | -149.5 | |||||
| Total comprehensive income for the period, net of tax | -149.5 | -23,218.0 | -23,367.5 |
||||
| Acquisition of treasury shares | -7.5 | -7.5 | |||||
| Share-based payments | 2,295.5 | 2,295.5 |
|||||
| Transactions with owners, total | -7.5 | 2,295.5 | 2,288.0 |
||||
| Shareholders' equity 31 Dec 2024 | 80.0 | 95,656.2 |
5.0 |
-143.9 | -5,267.4 | 21,517.8 | 111,847.8 |
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Notes to the consolidated financial statements
1 Accounting policies for the consolidated financial statements
1.1 CORPORATE INFORMATION
Kempower Corporation (“the Parent Company”) is a Finnish public liability limited company and the parent company of the Kempower Group (“Kempower”, “the Kempower Group” or “the Group”). Kempower Corporation is domiciled in Lahti and its registered address is Ala-Okeroistentie 29, 15700 Lahti. The Company’s shares are listed on the Official list of Nasdaq Helsinki.
Kempower Corporation is part of Kemppi Group, whose parent company is Kemppi Group Oy. Kemppi Group Oy is domiciled in Lahti and its registered address is Kempinkatu 1, 15800 Lahti.
Kempower designs, manufactures and sells direct current (DC) fast charging devices, solutions and services for EVs, such as personal and commercial vehicles, mobile off-highway machinery and electric marine vessels and boats. Kempower offers a selection of solutions for all the fastcharging needs ranging from public parking lots to bus depots and terminal stops, heavy-duty commercial vehicles and other electric vehicles, ports, and charging electric vessels and boats. Kempower’s main geographical markets are the Nordics, Europe outside the Nordics and North America.
1.2 BASIS OF PREPARATION
These consolidated financial statements have been prepared in accordance with the IFRS Accounting Standards approved in the EU.
Kempower’s Board of Directors confirmed these Consolidated Financial Statements on 10 March 2026.
The consolidated financial statements present all monetary information in euros, as the euro is the Kempower Group’s operating currency and reporting currency. The figures shown in the consolidated financial statements are rounded, which means that the sum of given individual figures may deviate from the sums shown in the tables. The items included at the time of the Group companies’ reporting are measured in the currency of the company’s main financial operating environment (operating currency). The consolidated financial statements are presented in thousands of euros, unless otherwise stated. The Kempower Group’s consolidated financial statements have been prepared based on original cost except for certain financial assets and liabilities, which are measured at fair value.
Translation of items denominated in foreign currency
Business transactions denominated in foreign currency are translated into amounts representing the operating currency at the exchange rates of the transaction completion date. Exchange rate gains and losses arising from payments associated with such business transactions and from translation of foreign currency denominated monetary assets and liabilities into the exchange rate of the closing date are recognized through profit or loss.
The income statements and balance sheets of foreign units that apply a different operating currency than the reporting currency are converted so that the amounts shown represent the reporting currency as follows:
-
The assets and liabilities of each balance sheet presented are converted into the exchange rate of the reporting date in question
-
The income and expenses in each income statement are converted into the average exchange rates of the period, and
-
All the exchange differences thereby arisen are recognized in other comprehensive income.
The exchange differences arising from translating the eliminations related to and the equity accumulated after acquisition of the Group’s foreign subsidiaries are recognized in other comprehensive income.
Consolidation principles
The Group’s financial statements comprise the parent company Kempower Corporation and its subsidiaries Kempower AB, Kempower AS, Kempower Australia Pty Limited, Kempower B.V., Kempower Canada Inc., Kempower Charging Ltd, Kempower Charging Spain S.L.U., Kempower Denmark ApS, Kempower GmbH, Kempower Inc., Kempower International Oy, Kempower Italy S.R.L., Kempower Malaysia SDN. BHD., Kempower SAS ja Kempower Sp z.o.o. Subsidiaries are entities where the Group has a controlling interest. The Group has a controlling interest when it, through its participation in the entity, becomes exposed or is entitled to the entity’s variable returns and is able to affect the amount of return it receives by exercising authority over the entity.
Intra-group shareholding has been eliminated using the acquisition cost method. The acquisition cost is considered to include the transferred funds at fair value, the liabilities that arose or were assumed and the equity instruments issued. Acquired subsidiaries are consolidated from when the Group has gained a controlling interest, and divested subsidiaries are consolidated until the Group ceases to have a controlling interest. All intragroup business transactions, receivables, liabilities, and unrealized gains as
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well as internal profit distribution are eliminated in the preparation of the consolidated financial statements. Distribution of the financial period’s profit to parent company shareholders and non-controlling shareholders is presented in conjunction with the income statement, and the share of equity belonging to non-controlling shareholders is presented as a separate item in equity. The subsidiaries’ reporting principles have been amended to correspond to the Group’s reporting principles. Kempower has no goodwill on the balance sheet on 31 December 2025.
1.3 ACCOUNTING POLICIES REQUIRING MANAGEMENT JUDGEMENT AND KEY UNCERTAINTIES RELATING TO THE ESTIMATES
Preparation of the consolidated financial statements requires the management’s judgement as well as estimates and assumptions concerning the future that have an effect on the reported assets and liabilities and other information, such as contingent assets and liabilities and recognition of expenses in the income statement. Although these estimates and assumptions are based on the management’s best knowledge of current events and actions, the actual results may ultimately differ from the estimates.
Deferred tax assets
Recognizing deferred tax assets in the balance sheet requires particular prudence. A deferred tax asset is recognized when it is likely that the Company will have enough taxable profit in the future to allow for utilization of deferred tax assets exceeding deferred tax liabilities. The Group’s management exercises consideration in deciding whether to recognize deferred tax assets based on tax losses carried forward. Projection of future taxable cash flows is based on the Kempower Group’s strategy, forecasts and assessment of uncertainties. Group management monitors the Group’s financial position and evaluates future development at the end of each reporting period. Deferred tax assets are recognized up to the extent of probable future taxable profit, against which the tax losses carried forward can be utilized.
The Group has recognized deferred tax assets arising from tax losses carried forward. The recognition is based on management’s assessment that it is probable that sufficient taxable profits will be available in the future to utilize these losses. This assessment considers approved strategic plans and detailed financial forecasts covering a period of 5 years after the financial year 2025.
Capitalization of development expenses
Development expenses that meet the capitalization criteria are recognized in the balance sheet. Capitalization of development expenses is based on the management’s consideration, according to which the technological and financial feasibility of the project has been ascertained.
Inventory valuation
The Group regularly reviews inventories for obsolescence and turnover, and for possible reduction of net realizable value below cost and records a write-down as necessary. Such reviews require assessments and changes in the assessments may cause changes in inventory measurement in future periods.
Provisions
The Group recognizes provisions for warranty work to be performed, and the projected amount of these provisions is based on the actual volume of similar work done in the past. The provisions are regularly reviewed and revised as necessary to represent the best estimate available at the time of observation. The actual cost may deviate from the estimate.
Expected credit loss allowance
The expected credit losses are based on assumptions of likely payment defaults and on expected credit loss rates. Judgment is exercised when making these assumptions and choosing the input information used in estimating expected credit losses. The judgment is based on historical information, prevailing market conditions and forward-looking assumptions made at the end of each financial period.
Share-based payments
The Group recognizes the expense arising from share-based payments in the consolidated income statement. With regard to stock options, the Group’s management makes estimates on certain factors required for the option pricing model, such as volatility, the number of stock options that will probably be issued for subscription and the probable stock option exercise date. In regard to stock compensation, the management estimates the number of shares that will probably be granted.
Estimates and accounting policies requiring management judgement
| Deferred tax assets | 2.8 Taxes | |
|---|---|---|
| Capitalization of development expenses | 3.1 Intangible assets | |
| Inventory valuation | 3.4 Inventories | |
| Provisions | 3.7 Provisions | |
| Expected credit loss allowance | 4.2 Financial risk management | |
| Share-based payments | 5.1 Share-based payments |
Climate related matters
Kempower’s business is based on the transition to low carbon economy. Kempower’s products enable the reducing of GHG emissions in road transport. In preparing these consolidated financial statements, management has considered climate-related matters in estimates and assumptions. This assessment includes a wide range of possible impacts on the group due to both physical and transition risks.
Climate related risks
In 2025, Kempower updated its long-term climate risk and opportunity assessment in line with ESRS, using IPCC scenarios SSP1-1.9 (1.5°C) and SSP4-8.5 (up to 4°C). The analysis covered all geographies, production sites in Durham (US) and Lahti (Finland), and the full value chain. Results indicate low physical climate risk but higher transition risks from regulatory changes, market shifts, and technology developments. Mitigation plans are in place, and Kempower’s strategy is considered climate-resilient across short-, medium-, and long-term scenarios.
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Climate related risks and uncertainties are not estimated to have had impacts on the financial statements for the year 2025 or for the following financial year. The positive opportunities due to electrification of transportation have a greater financial impact on financial statements than the potential negative impacts of risks.
Direct financial impacts
Direct impacts of climate related matters to Kempower’s financial statements relate to the CO2 emission reduction target included in the share-based incentive plans 2024-2026, 2025-2027 and 2026-2028 described in note 5.1 Share-based payments. Kempower also has unused green revolving credit facilities (RCF), which include a Green Condition, stipulating that at least 90% of the Group's revenue must be aligned with the EU Taxonomy. This is a prerequisite for the facilities to be considered 'green'. For the year 2025, Kempower’s revenue was 100 % aligned with the EU Taxonomy.
1.4 NEW AND AMENDED STANDARDS AND INTERPRETATIONS
IFRS 18 Presentation and Disclosure in Financial Statements introduces new requirements for presentation within the statement of profit or loss, including specified totals and subtotals. It also requires disclosure of management-defined performance measures as a separate note and includes new requirements for aggregation and disaggregation of financial information based on the identified roles of the primary financial statements and the notes. IFRS 18 is effective for annual periods beginning on or after 1 January 2027 and retrospective application is required.
According to Kempower’s initial analysis the standard change will have non-material effects on the financial statement information Kempower presents and discloses. Kempower will adopt the standard retrospectively on its effective date.
Transition plan and targets
In 2025, Kempower conducted a comprehensive review of its greenhouse gas emissions inventory while simultaneously updating its climate targets. These efforts established an important foundation for the development of a more formalized climate transition plan, which Kempower intends to finalize in 2026. Kempower’s climate ambitions are guided by the Paris Agreement and greenhouse gas emission reduction targets aligned with the criteria of the Science Based Targets initiative (SBTi). Climate-related planning is integrated into Kempower’s business strategy under Board and leadership oversight. The emissions connected with Kempower’s activities are not substantial. Emission reduction will create non-material costs to Kempower, which are planned to be covered by the cash flows created in Kempower’s normal business operations. The actions in the transition plan will not effect the recognition or measurement of Kempower’s assets and liabilities, because the transition plan does not effect the useful lives of Kempower’s production facilities or equipment.
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2 Financial performance
2.1 REVENUE
Accounting principles
Kempower’s revenue mainly consists of deliveries of electric vehicle chargers and charging stations it manufactures, charger maintenance services and project sales involving turnkey deliveries of installed charging equipment to customers. Kempower also provides its customers with the ChargEye SaaS service, a cloudbased charging equipment management system. Kempower’s customers are mainly public charging operators, commercial vehicle fleet operators, vehicle and equipment manufacturers and distributor and installer partners.
The payment terms and payment periods applied in the agreements are typically 14–90 days. The payment periods are less than a year, which means that no significant financial component is recognized for the agreements.
Determining the transaction price and allocating it to performance obligations
The transaction prices are based on customer-specific agreements. Sales proceeds are recognized at the amount to which the Group considers itself to be entitled in exchange to the products and services it offers. If different performance obligations are identified in the agreements, Kempower allocates the agreement’s fixed transaction price to different performance obligations based on the prices applied when these are sold separately.
The amount presented as revenue is deducted by discounts. Volume-based discounts are applied in product sales, based on actual sales over 12 months. Sales are recognized based on the price stated in the agreement less estimated volume-based discounts. For volume-based discounts expected to be given to customers before the end of the reporting period, a liability based on the agreement is recognized.
Evaluation and recognition of discounts are based on previous experience, and revenue is only recognized up to an amount which is highly probable to be realized.
The revenue from maintenance services is recognized for the reporting period during which the service is produced. The revenue from ChargEye SaaS services is recognized over time as the services are provided. The revenue from extended warranty sales is recognized for the reporting periods for which the warranty applies. The revenue from charging equipment is recognized at point in time and the revenue from services over time. When the agreement is a fixed-price agreement relating to project sales, what is recognized is the share of the entire service that has been realized by the end of the reporting period (fulfillment rate). This share is determined based on the share of actual costs out of the expected total costs.
Contract assets and liabilities in contracts with customers
When the invoiced amount of a project sales agreement is smaller than the revenue recognized based on the fulfillment rate at the time of review, the difference is recognized as a contract asset in the balance sheet line item “Prepaid expenses and accrued income”. When the invoiced amount of a project sales agreement is greater than the revenue recognized based on the fulfillment rate at the time of review, the difference is recognized as a contract liability in short term liabilities in the balance sheet line item “Advance payments”. Other assets and liabilities related to accrued revenue are recognized as accrued receivables or accrued liabilities.
More information on trade receivables is presented in notes 3.5 and 4.2.
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. Kempower’s Board of Directors has been designated as the chief operational decision maker in the Group as defined in IFRS 8 Segment reporting standard. The Board of Directors leads the Kempower Group as a single integrated business entity, and thereby Kempower has one operating segment and reporting segment.
Revenue by recognition type
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Point in time | 239,590.6 | 215,213.9 |
| Over time | 11,704.7 | 8,483.3 |
| Total | 251,295.3 | 223,697.2 |
Contract assets and liabilities
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Assets | 3,972.9 | 3,148.5 |
| Liabilities | 21,373.8 | 10,673.9 |
Contract assets include sales accruals of EUR 3,972.9 (3,148.5) thousand, for which the performance obligations have been fulfilled.
Contract liabilities include customer advance payments of EUR 1,897.5 (3,908.1) thousand, extended warranty sales of EUR 15,733.1 (5,939.9) thousand and other sales accruals EUR 3,743.3 (825.9) thousand. The Group expects to recognize the revenue of these performance obligations during 2026 except for the extended warranty sales, for which the revenue is recognized during 2026–2036.
EUR 632.7 thousand of the contract liabilities on 31 December 2024 have been recognized as revenue during the financial year 2025.
Revenue recognition
Kempower records sales revenue from the charging equipment it sells when control of the products is transferred to the buyer. The timing of transfer of control depends on the delivery term used in the customer agreement (Incoterms).
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Revenue by geographical area
Kempower reports revenue according to the geographical regions below. The naming of the regions has been changed in 2025, but the countries included in each region have remained the same as in previous financial years.
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Finland | 21,340.0 | 38,287.3 |
| Other Nordic countries | 57,527.1 | 59,598.8 |
| Europe outside Nordics** | 123,895.9 | 94,755.7 |
| North America | 30,961.6 | 20,767.0 |
| APAC & MEA*** | 17,570.7 | 10,288.3 |
| Total | 251,295.3 | 223,697.2 |
*Other Nordic countries include Sweden, Norway, Denmark and Iceland
**Previously named Rest of Europe
***Asia Pacific & Middle East and Africa. Previously named Rest of the World.
Revenue by geographical area is classified based on the customer’s location.
In the financial years 2025 and 2024 none of Kempower's individual customers contributed more than 10 percent of the Group's total revenue.
2.2 OTHER OPERATING INCOME
Accounting principles
Government grants are recognized in profit or loss at fair value, when it is reasonably certain that they will be obtained, and the Company meets the criteria for the grant. Government grants are accrued and recognized in the statement of comprehensive income for the reporting period during which the criteria for the grant are met corresponding to the actual costs.
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Government grants | 2,734.1 | 1,688.2 |
| Insurance compensations | 12.6 | 64.4 |
| Gain from change in fair value of operative derivatives, unrealized |
301.0 | |
| Gain from change in fair value of operative derivatives, realized |
262.3 | 204.7 |
| Other operating income | 391.5 | 825.5 |
| Total | 3,400.4 | 3,083.9 |
Government grants mainly consist of Business Finland's support for the research phase of research and development activities.
2.3 MATERIALS AND SERVICES
2.4 EMPLOYEE BENEFITS
Accounting principles
Employee benefits consist of payments based either on the performance of work or termination of employment. The Kempower Group pays fixed contributions to a separate unit, and the Group has no legal or factual obligation to make supplementary contributions, should the recipient of the contributions fail to pay out the pension benefits in question. Contributions paid to such definedcontribution plans are recognized through profit or loss for the financial period during which they are charged. Kempower’s pension plans are all definedcontribution plans, including the employer’s pension insurance (TyEL insurance) applied in Finland that is based on fixed contributions.
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Wages and salaries | -60,189.7 | -57,445.3 |
| Pension expenses - defined contribution plans | -7,967.0 | -7,702.7 |
| Share-based employee benefits | -2,390.2 | -2,295.5 |
| Other social security expenses | -4,928.4 | -4,353.5 |
| Total | -75,475.3 | -71,797.0 |
| 2025 | 2024 | |
| Number of personnel at the end of the period | 825 | 786 |
| Average number of personnel | 813 | 840 |
Accounting principles
Materials and services include the direct business expenses related to purchases of raw materials needed in production, external services, and the change in inventory.
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Purchases during the financial year | -121,478.6 | -110,428.9 |
| External services | -3,865.6 | -2,219.9 |
| Change in inventories | 1,755.9 | 5,570.2 |
| Total | -123,588.3 | -107,078.6 |
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2.5 OTHER OPERATING EXPENSES
| 2.5 OTHER OPERATING EXPENSES | ||
|---|---|---|
| EUR 1,000 | 2025 | 2024 |
| Sales and marketing expenses | -6,597.7 | -8,008.6 |
| Credit loss allowances | 2,022.1 | -2,296.5 |
| Administration expenses | -10,587.2 | -10,606.3 |
| IT expenses | -8,662.4 | -11,363.8 |
| Premises and vehicle expenses | -4,822.7 | -4,640.3 |
| Machinery and tool expenses | -1,426.7 | -2,080.8 |
| Research and development expenses | -5,339.1 | -6,498.2 |
| Warranty expenses | -18,029.3 | -17,511.8 |
| Other personnel expenses | -2,699.8 | -2,916.7 |
| Total | -56,142.8 | -65,923.0 |
Auditor’s fee
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Ernst & Young Oy | ||
| Audit fee | -296.2 | -411.4 |
| Sustainability Statement assurance fee | -158.8 | -138.8 |
| Tax advisory | -59.7 | -24.6 |
| Other fees | -39.5 | -51.0 |
| Total | -554.1 | -625.8 |
2.6 DEPRECIATION, AMORTIZATION AND IMPAIRMENT
Accounting principles
Depreciation on fixed assets is defined according to the useful economic life of the assets. Straight line depreciation is used on all fixed assets. The depreciations commence when the asset item is available for use. The useful economic lives and residual values of asset items are presented in note 3.1 Intangible assets, 3.2 Property, plant and equipment and 3.3 Leases.
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Intangible assets | ||
| Amortizations | -804.7 | -831.0 |
| Property, plant and equipment | ||
| Depreciations | -5,598.0 | -3,328.7 |
| Right-of-use assets | ||
| Depreciations | -7,357.3 | -6,622.6 |
| Total | -13,760.0 | -10,782.2 |
2.7 FINANCE INCOME AND EXPENSE
| 2.7 FINANCE INCOME AND EXPENSE | ||
|---|---|---|
| EUR 1,000 | 2025 | 2024 |
| Finance income | ||
| Change in fair value of other financial assets | 1,805.1 | 1,131.4 |
| Unrealized foreign exchange gain | 546.6 | 1,153.8 |
| Realized foreign exchange gain | 1,503.3 | 425.7 |
| Interest income | 388.5 | 397.2 |
| Other finance income | 3.3 | 1,612.3 |
| Total | 4,246.7 | 4,720.5 |
| Finance expenses | ||
| Unrealized foreign exchange loss | -1,725.7 | -792.6 |
| Realized foreign exchange loss | -722.4 | -1,306.2 |
| Interest expenses | -2,226.2 | -1,976.8 |
| Other finance expenses | -300.2 | -88.1 |
| Total | -4,974.4 | -4,163.6 |
| Total finance income and expenses | -727.7 | 556.8 |
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2.8 INCOME TAXES
Accounting principles
The Group recognizes as tax expenses the taxes calculated on the Group companies’ financial results for the period, tax adjustments for previous years and changes in deferred tax liabilities and deferred tax assets. The tax incidence that is related to items recognized directly in equity is correspondingly recognized in equity.
Deferred taxes are recognized based on the temporary differences between carrying amount and taxable value, applying either the tax rate as valid on the closing date or an established tax rate to be effective later. Deferred tax assets are recognized up to the extent of probable future taxable profit, against which the temporary difference can be utilized. The most substantial temporary differences arise from losses carried forward, warranty provisions and the expected credit loss allowance and accelerated depreciation. Whether the conditions for recognizing deferred tax assets are met is reassessed at the end of each financial period.
Tax-deductible losses are recognized as tax assets to the extent that the Company can probably utilize them in the future.
Deferred tax assets and liabilities are offset for presentation purposes when there is a legally enforceable right to offset income tax receivables against income tax payables, and when the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority.
Critical accounting judgements:
A deferred tax asset is recognized when it is probable that future taxable profit will be available, against which the deferred tax asset exceeding the deferred tax liability can be utilized. The Group’s management exercises judgement in deciding whether to recognize deferred tax assets on unutilized confirmed losses. The assessment of future taxable cash flows is based on the Kempower Group’s strategy, forecasts, and evaluation of related uncertainties. The Group’s management monitors the Group’s financial status and evaluates its future development at each reporting date. Deferred tax assets are recognized to the extent that it is probable that future taxable profit will be available, against which the deferred tax assets can be utilized.
Taxes in the income statement
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Income tax | ||
| Income tax on taxable profit for the year | -1,990.4 | -1,303.3 |
| Change in deferred taxes | 4,704.7 | 6,256.3 |
| Tax for previous accounting periods | -109.2 | 71.7 |
| Total | 2,605.0 | 5,024.8 |
Reconciliation of profit/loss before taxes with total income taxes in the income statement
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Profit/loss before tax | -14,998.4 | -28,242.8 |
| Income tax calculated at Finnish tax rate 20% | 2,999.7 | 5,648.6 |
| Non-deductible expenses and tax-exempt income | -56.6 | -506.9 |
| Effect of different tax rates | -209.3 | -191.8 |
| Tax for previous accounting periods | -109.2 | 71.7 |
| Other differences | -19.5 | 3.2 |
| Taxes in the statement of comprehensive income | 2,605.0 | 5,024.8 |
Confirmed tax losses
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Expire later than in five years | 41,797.8 | 33,836.8 |
| Total | 41,797.8 | 33,836.8 |
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Deferred tax receivables and liabilities 2025
| Deferred tax receivables and liabilities 2025 | |||||
|---|---|---|---|---|---|
| EUR 1,000 | 1 Jan 2025 | Recognized in the statement of income |
Exchange differences | Other changes | 31 Dec 2025 |
| Deferred tax receivables | |||||
| Tax losses | 6,767.4 | 1,592.2 |
8,359.6 | ||
| Provisions | 2,940.4 | -197.5 |
2,742.9 | ||
| Leases | 6,054.5 | -964.3 |
-130.3 |
4,960.0 | |
| Trade receivables | 580.5 | -510.4 |
-4.4 |
65.8 | |
| Internal margins | 270.4 | -200.1 |
-23.3 |
47.0 | |
| Research and development expenses | 2,760.9 | 2,760.9 | |||
| Other timing differences | 434.0 | 182.6 |
-27.9 |
588.7 | |
| Netting deferred tax receivables and liabilities | -7,925.6 | 2,134.9 | -5,790.7 |
||
| Total | 9,121.6 | 2,663.4 |
-185.8 |
2,134.9 |
13,734.1 |
| Deferred tax liabilities | |||||
| Accelerated depreciation | 696.7 | -594.2 |
102.5 | ||
| Capitalized development expenses | 622.1 | -622.1 |
|||
| Leases | 5,792.5 | -1,035.6 |
-112.3 |
4,644.5 | |
| Inventories | 302.0 | 29.0 |
330.9 | ||
| Other timing differences | 551.9 | 181.7 |
-3.2 |
730.3 | |
| Netting deferred tax receivables and liabilities | -7,925.6 | 2,134.9 | -5,790.7 |
||
| Total | 39.5 | -2,041.3 |
-115.6 |
2,134.9 |
17.6 |
| Net amount | 9,082.1 | 4,704.7 |
-70.2 |
13,716.6 |
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Deferred tax receivables and liabilities 2024
| EUR 1,000 | 1 Jan 2024 | Recognized in the statement of income |
Exchange differences | Other changes | 31 Dec 2024 |
|---|---|---|---|---|---|
| Deferred tax receivables | |||||
| Tax losses | 6,767.4 | 6,767.4 | |||
| Provisions | 2,835.4 | 105.0 | 2,940.4 | ||
| Leases | 5,124.5 | 858.1 | 71.9 | 6,054.5 | |
| Trade receivables | 565.7 | 14.8 | 580.5 | ||
| Internal margins | 226.5 | 28.6 | 15.3 | 270.4 | |
| Other timing differences | 82.9 | 348.0 | 3.1 | 434.0 | |
| Netting deferred tax receivables and liabilities | -6,006.6 | -1,919.0 | -7,925.6 | ||
| Total | 2,828.3 | 8,121.9 | 90.4 | -1,919.0 | 9,121.6 |
| Deferred tax liabilities | |||||
| Accelerated depreciation | 696.7 | 696.7 | |||
| Capitalized development expenses | 58.4 | 563.7 | 622.1 | ||
| Leases | 4,975.0 | 754.0 | 63.4 | 5,792.5 | |
| Inventories | 276.5 | 25.5 | 302.0 | ||
| Other timing differences | 27.4 | 522.3 | 2.2 | 551.9 | |
| Netting deferred tax receivables and liabilities | -6,006.6 | -1,919.0 | -7,925.6 | ||
| Total | 27.4 | 1,865.5 | 65.6 | -1,919.0 | 39.5 |
| Net amount | 2,800.9 | 6,256.3 | 24.8 | 9,082.1 |
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2.9 EARNINGS PER SHARE, EPS
Accounting principles
Basic earnings per share are calculated by dividing the profit/loss for the financial year attributable to equity holders of the parent company by the weighted average number of externally owned shares during the financial year. The weighted average number of shares is adjusted with the amount of treasury shares. The diluting effect of the share-based incentive plans is taken into account in the diluted earnings per share.
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Profit/loss for the year | -12,393.4 | -23,218.0 |
| Average number of shares (1,000 pcs) | ||
| Undiluted | 55,354 | 55,275 |
| Dilutive effect of share plans | 110 | 149 |
| Diluted | 55,464 | 55,424 |
| Earnings per share (EUR) | ||
| Undiluted | -0.22 | -0.42 |
| Diluted | -0.22 | -0.42 |
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3 Capital employed
3.1 INTANGIBLE ASSETS
Accounting principles
The Kempower Group’s intangible assets comprise capitalized product development costs, intangible rights consisting of patents and trademarks and other intangible assets such as software licenses. An intangible asset is measured at cost, when it is probable that the intangible asset will produce financial benefit in the future and its acquisition cost can be reliably determined. Intangible assets have a limited useful economic life. Straight-line amortizations are recognized as cost in the income statement during the estimated useful economic life.
The intangible assets have the following estimated useful economic lives and amortization periods:
-
Patents and trademarks 10 years
-
Product development costs 5 years
-
Other intangible assets 5 years
The determination of useful economic lives of intangible assets is reassessed at the end of each reporting period, and if the expected useful economic lives differ from those previously determined, the difference is recognized as a change in accounting estimates. Intangible assets are reviewed for amortization whenever there are indications that their value may have reduced. An impairment loss is recognized for an amount by which the asset’s book value exceeds the recoverable amount. The recoverable amount is the asset’s fair value less sales cost or value in use, whichever is higher. The value in use represents the discounted net cash flows that the asset is expected to produce.
Product development costs are capitalized in the balance sheet in intangible assets, when product development costs will probably generate future financial benefit, product completion is technologically feasible, product is usable or saleable, the costs to be capitalized can be reliably determined and the Group has adequate technological and financial resources to successfully complete the development work.
The profit or loss created from de-recognition of an intangible asset is determined as the difference between the disposal price and the carrying value of the asset and is recognized in the profit and loss statement either as other operating income or other operating expense.
Critical accounting judgements:
Development expenses that meet the capitalization criteria will be recognized in the balance sheet. The management uses judgement in determining whether the Group has adequate technological and financial resources to successfully complete the development work and whether the development project will generate future cash flows in excess of the book value of the capitalized development project. For such capitalized development expenses for which amortization has not yet started, Kempower Group’s management assesses at the end of each reporting period whether the book values of capitalized development expenses exceed the discounted net cash flows that the assets are expected to produce. The expected future cash flows are based on uncertain financial estimates.
| EUR 1,000 Intangible rights Capitalized development costs Other intangible assets Prepayments and work in progress Total 31 Dec 2025 Carrying amount at 1 Jan 2025 429.7 1,206.2 533.6 2,079.1 4,248.6 Additions 4,278.3 4,278.3 Reclassifications 50.0 1,031.4 -1,081.4 Amortizations and impairment -108.1 -465.5 -228.5 -802.2 Carrying amount at 31 Dec 2025 371.6 1,767.7 305.0 5,266.6 7,710.9 31 Dec 2025 Cost 776.5 3,321.8 1,814.5 5,276.0 11,188.8 Accumulated amortizations and impairment -404.9 -1,549.7 -1,509.5 -3,464.1 Translation differences -4.4 -9.4 -13.8 Carrying amount at 31 Dec 2025 371.6 1,767.7 305.0 5,266.6 7,710.9 |
EUR 1,000 Intangible rights Capitalized development costs Other intangible assets Prepayments and work in progress Total |
|---|---|
| 31 Dec 2024 | |
| Carrying amount at 1 Jan 2024 512.3 292.0 1,002.9 1,807.2 |
|
| Additions 20.0 3,250.4 3,270.4 |
|
| Reclassifications 1,171.3 -1,171.3 |
|
| Amortizations and impairment -102.6 -257.0 -469.3 -828.9 |
|
| Carrying amount at 31 Dec 2024 429.7 1,206.2 533.6 2,079.1 4,248.6 |
|
| 31 Dec 2024 | |
| Cost 726.5 2,290.5 1,814.5 2,079.1 6,910.5 |
|
| Accumulated amortizations and impairment -296.8 -1,084.2 -1,280.9 -2,662.0 |
|
| Carrying amount at 31 Dec 2024 429.7 1,206.2 533.6 2,079.1 4,248.6 |
|
| The carrying amount of intangible assets located in Finland at 31 Dec 2025 amounted to EUR 7,369.9 (4,248.6) thousand. |
Prepayments and work in progress at 31 Dec 2025 include EUR 4,923.5 (1,904.3) thousand capitalized development costs.
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3.2 PROPERTY, PLANT AND EQUIPMENT
Accounting principles
The Kempower Group’s property, plant and equipment consists of machinery and equipment together with improvement costs pertaining to leased premises. Property, plant and equipment are measured at cost less depreciation and any impairment losses. The acquisition cost includes any direct costs arising from the acquisition that are necessary considering the asset item’s location and production for it to operate as planned by the management. Ordinary maintenance and repair costs are recognized as expenses on an accrual basis.
Property, plant and equipment have the following estimated useful economic lives and depreciation periods:
-
Machinery and equipment 3–8 years
-
Improvement costs pertaining to leased premises 5 years or the remaining term of the lease, whichever is shorter
The depreciation will begin when the asset item is ready for use, i.e., when its location and condition are such that it operates as intended by the Group’s management.
Property, plant and equipment are reviewed for amortization whenever there are indications that their value may have reduced. An impairment loss is recognized for an amount by which the asset’s book value exceeds the recoverable amount. The recoverable amount is the asset’s fair value less sales cost or value in use, whichever is higher. The value in use represents the discounted net cash flows that the asset is expected to produce.
| EUR 1,000 | Machinery and equipment |
Other tangible assets |
Prepayments and work in progress |
Prepayments and work in progress |
Total |
|---|---|---|---|---|---|
| 31 Dec 2025 | |||||
| Carrying amount at 1 Jan 2025 | 15,102.6 | 9,404.7 |
1,498.5 | 26,005.7 |
|
| Additions | 147.1 | 626.8 |
3,197.5 | 3,971.4 |
|
| Disposals | -152.9 | -4.4 | -157.3 |
||
| Reclassifications | 2,355.0 | 1,214.4 |
-3,569.4 | ||
| Depreciations and impairment | -3,160.0 | -2,451.0 |
-5,611.1 | ||
| Translation differences | -57.1 | -544.5 |
-0.1 | -601.7 |
|
| Carrying amount at 31 Dec 2025 | 14,387.5 | 8,097.4 |
1,122.1 | 23,607.0 |
|
| 31 Dec 2025 | |||||
| Cost | 21,271.3 | 12,742.3 |
1,122.2 | 35,135.9 |
|
| Accumulated depreciations and impairment | -6,826.7 | -4,100.4 |
-10,927.2 | ||
| Translation differences | -57.1 | -544.5 |
-0.1 | -601.7 |
|
| Carrying amount at 31 Dec 2025 | 14,387.5 | 8,097.4 |
1,122.1 | 23,607.0 |
|
| 31 Dec 2024 | |||||
| Carrying amount at 1 Jan 2024 | 7,991.9 | 3,769.1 |
1,925.5 | 13,686.6 |
|
| Additions | 354.8 | 2,570.3 |
12,563.4 | 15,488.5 |
|
| Disposals | -8.7 | -35.6 |
-90.4 | -134.7 |
|
| Reclassifications | 8,656.5 | 4,243.4 |
-12,900.0 | ||
| Depreciations and impairment | -1,917.5 | -1,413.3 |
-3,330.8 | ||
| Translation differences | 25.4 | 270.8 |
296.2 | ||
| Carrying amount at 31 Dec 2024 | 15,102.6 | 9,404.7 |
1,498.5 | 26,005.7 |
|
| 31 Dec 2024 | |||||
| Cost | 18,739.7 | 10,750.6 |
1,498.5 | 30,988.8 |
|
| Accumulated depreciations and impairment | -3,662.6 | -1,616.7 |
-5,279.3 | ||
| Translation differences | 25.4 | 270.8 |
296.2 | ||
| Carrying amount at 31 Dec 2024 | 15,102.6 | 9,404.7 |
1,498.5 | 26,005.7 |
The carrying amount of property, plant and equipment located in Finland at 31 Dec 2025 amounted to EUR 19,148.8 (20,206.3) thousand.
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3.3 LEASES
Accounting principles
Kempower’s right-of-use assets include premises and vehicles leased by the Group. The lease agreements are mainly fixed term agreements for 1–10 years.
The leases are recognized in the balance sheet as right-of-use asset items and corresponding lease liabilities beginning from the day when the leased asset item is at the Group’s disposal. Lease payments are recognized as amortization of the lease liability and the related interest expense. Right-of-use asset items are depreciated over the useful economic life of the asset item or according to the lease term.
The right-of-use asset items capitalized based on leases and the corresponding lease liability are measured upon the commencement of the lease at the current value of those minimum lease payments that remain outstanding on that day. Considered in the calculation are the minimum lease payments at their discounted value as well as the lease payments for optional additional lease terms, if it is fairly certain that an option for such an additional lease term will be exercised.
The Group applies the incremental borrowing rate as the discount rate for lease payments. The lease payments for the premises are tied to the inflation index. The index-based variable lease payments are part of the liability that is related to the lease, and their value is calculated based on the index at the beginning of the lease term. Index changes are considered for the accounting period during which the index changes. The cash flows related to leases are reported as amortization of lease liabilities in the cash flow statement under cash flow from financing activities, and the interests paid on lease liabilities are reported under cash flow from operating activities. The Group holds short-term leases, the lease term of which is 12 months or less, as well as leases where the asset item in question is low in value. These leases are recognized during the lease term as an expense in the income statement.
Sale and leaseback
In sale and leaseback transactions, the Group assesses whether the transfer of the asset satisfies the requirements of IFRS 15 for a sale. If the transfer is accounted for as a sale, the right-of-use asset recognized in the balance sheet will be measured by the portion of the carrying amount of the original asset that corresponds to the value of the right to use that remains with the seller. The portion of the sales proceeds of the asset corresponding to the rights transferred to the buyer is presented as sales gain or loss. If the consideration for the sale of the asset or payments for the lease do not equal the fair value, the difference is
recognized as an adjustment to the asset’s sales proceeds. Any below-market terms are accounted for as a prepayment of lease payments, and any abovemarket terms are accounted for as financial liability. If the requirements for a sale are not satisfied, the Group will present the transfer proceeds as financial liability and continue to recognize the transferred asset in its balance sheet, if the transferred items were recognized in the balance sheet before the transaction.
In the financial year 2024 the Group disposed laptops, phones, other IT equipment and production raw materials to another party and leased the same items back. These transactions did not qualify as a sale under IFRS 15 due to the presence of a repurchase option. The proceeds received are recognized as financial liability and the Group continues to recognize the transferred assets in its balance sheet. The lease payments are allocated between interest expense and principal repayment of this liability.
Amounts recognized in the statement of financial position
| Machinery and |
||||
|---|---|---|---|---|
| EUR 1,000 | Buildings | equipment | Total | |
| Carrying amount at 1 Jan 2025 | 23,540.7 | 4,430.6 |
27,971.3 | |
| Additions | 801.8 | 1,564.3 |
2,366.0 | |
| Disposals | -136.2 | -136.2 | ||
| Depreciations and impairment | -4,910.4 | -2,436.4 |
-7,346.7 | |
| Translation differences | -497.2 | -30.1 |
-527.3 | |
| Carrying amount at 31 Dec 2025 | 18,934.9 | 3,392.2 |
22,327.1 | |
| Machinery and |
||||
| EUR 1,000 | Buildings | equipment | Total | |
| Carrying amount at 1 Jan 2024 | 21,384.7 | 3,110.1 |
24,494.8 | |
| Additions | 6,499.4 | 3,686.0 |
10,185.4 | |
| Disposals | -237.0 | -153.2 |
-390.2 | |
| Depreciations and impairment | -4,400.3 | -2,222.2 |
-6,622.6 | |
| Translation differences | 293.9 | 10.0 |
303.9 | |
| Carrying amount at 31 Dec 2024 | 23,540.7 | 4,430.6 |
27,971.3 |
The carrying amount of leases recognized as right-of-use assets located in Finland at 31 Dec 2025 amounted to EUR 17,018.1 (20,260.9) thousand.
Lease liabilities arising from lease agreements and the maturity of related financial expenses are specified in note 4.2
Amounts recognized in the statement of comprehensive income
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Depreciation of right-of-use assets | ||
| Buildings | -4,920.9 | -4,400.3 |
| Machinery and equipment | -2,436.4 | -2,222.2 |
| Total | -7,357.3 | -6,622.6 |
| Interest expense (included in finance cost) | -1,254.8 | -1,330.7 |
| Expense relating to leases of short-term and low value (included in other operating expenses) |
-440.7 | -529.5 |
| Total cash flow from leases | -8,733.7 | -7,989.0 |
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3.4 INVENTORIES
Accounting principles
Inventories consist of finished charging devices, charging components needed in the manufacture of products, charger spare parts as well as unfinished products.
Inventories are measured at weighted average cost.
If the value of inventories falls below the above, inventories are measured at net realizable value. The acquisition cost of inventories consists of all purchase costs, production and logistics costs, handling costs and other costs directly attributable to inventories. The acquisition cost of purchased inventories is deducted by quantity discounts and cash discounts. The net realization value is the estimated sales price obtained in ordinary business less direct sales costs.
Critical accounting judgements:
The Group regularly reviews inventories for obsolescence and turnover, and for possible reduction of net realizable value below cost and records a write-down as necessary. Such reviews require assessments and changes in the assessments may cause changes in inventory measurement in future periods.
| EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Raw materials and consumables | 38,395.3 | 37,258.6 |
| Work in progress | 1,413.6 | 1,422.4 |
| Finished products | 18,645.8 | 18,815.0 |
| Total | 58,454.8 | 57,496.0 |
Inventory write-downs recognised as an expense amounted to EUR 1,190.4 (2,302.0) thousand.
3.5 TRADE AND OTHER CURRENT RECEIVABLES
Trade receivables
| EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Trade receivables | 55,794.3 | 35,640.9 |
| Loss allowance provision | -3,304.6 | -5,197.1 |
| Total | 52,489.7 | 30,443.7 |
Prepaid expenses and accrued income
| EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Accrued goverment grants | 2,041.6 | 1,776.6 |
| Contract assets (sales accruals) | 3,972.9 | 3,148.5 |
| IT costs paid in advance | 904.4 | 922.5 |
| Other costs paid in advance | 1,950.1 | 2,237.1 |
| Income tax receivables | 456.4 | 247.6 |
| Derivatives | 361.2 | 84.2 |
| Total | 9,686.6 | 8,416.6 |
Other receivables
| EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| VAT receivables | 3,661.5 | 1,065.3 |
| Other receivables | 203.4 | 588.1 |
| Total | 3,864.9 | 1,653.4 |
3.6 TRADE PAYABLES AND OTHER CURRENT LIABILITIES
Trade payables
| EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Trade payables | 44,081.9 | 29,665.0 |
| Total | 44,081.9 | 29,665.0 |
Accruals and deferred income
| EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Employee benefit accruals | 16,449.3 | 11,685.0 |
| Income tax liability | 1,318.4 | 921.0 |
| Contract liabilities (sales accruals) | 19,476.4 | 6,765.7 |
| IT cost accruals | 584.2 | 625.1 |
| Administration cost accruals | 790.4 | 311.0 |
| Other operating expense accruals | 5,366.3 | 5,246.6 |
| Derivatives | 365.3 | 330.3 |
| Other accruals | 14.3 | 5.2 |
| Total | 44,364.7 | 25,889.9 |
Other current liabilities
| EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| VAT payables | 2,726.7 | 2,095.5 |
| Withholding tax and social security charge payables | 1,498.9 | 1,390.1 |
| Other payables | 138.3 | 0.5 |
| Total | 4,363.9 | 3,486.1 |
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3.7 PROVISIONS
Accounting principles
Provisions are recognized, when the Group has a legal or constructive obligation resulting from a past event, a payment obligation is likely to arise, and the amount of obligation can be reliably estimated. Provision amounts are reviewed on each balance sheet date and adjusted to reflect the current best estimate. The Group’s provisions are mainly warranty provisions based on the volume of actual warranty work in the past. The Group generally applies a 24-month warranty period from the date of commissioning or at maximum 30 months from the date of shipment.
The projected amount of warranty provision is based on past experience from actual warranty work and the costs arising from it. Should the actual costs of warranty work exceed the said provision, such excess will be recognized as an expense. If the actual costs of warranty work fall below the provision, the difference will be recognized as profit.
| EUR 1,000 | Warranty provisions |
Other provisions |
Total |
|---|---|---|---|
| Provisions at 1 Jan 2024 | 13,351.7 | 825.1 | 14,176.8 |
| Additions | 17,545.1 | 217.0 | 17,762.1 |
| Provisions used | -16,759.0 | -825.1 | -17,584.0 |
| Provisions at 31 Dec 2024 | 14,137.8 | 217.0 | 14,354.9 |
| Carrying amounts of provisions | |||
| Non-current | 6,017.4 | 6,017.4 | |
| Current | 8,120.4 | 217.0 | 8,337.4 |
| 14,137.8 | 217.0 | 14,354.9 |
Provisions have not been discounted to present value due to immateriality of discounting effect.
Critical accounting judgements:
The Group recognizes provision for warranty work based on past experience from actual warranty work. The amount of provision is reviewed regularly and adjusted where necessary to reflect the best estimate at the time of review. The actual costs may differ from the estimates.
| EUR 1,000 | Warranty provisions |
Other provisions |
Total |
|---|---|---|---|
| Provisions at 1 Jan 2025 | 14,137.8 | 217.0 | 14,354.9 |
| Additions | 17,937.5 | 1,847.2 | 19,784.8 |
| Provisions used | -19,520.3 | -264.9 | -19,785.2 |
| Provisions at 31 Dec 2025 | 12,555.1 | 1,799.3 | 14,354.4 |
| Carrying amounts of provisions | |||
| Non-current | 5,284.0 | 5,284.0 | |
| Current | 7,271.1 | 1,799.3 | 9,070.4 |
| 12,555.1 | 1,799.3 | 14,354.4 |
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4 Capital structure and financial risks
4.1 SHAREHOLDERS’ EQUITY
Accounting principles
The Group’s equity consists of share capital, invested unrestricted equity fund, other reserves, treasury shares, translation differences, and retained earnings.
Kempower’s share is listed on the Official list of Nasdaq Helsinki. Kempower’s registered share capital is EUR 80,000 and the total number of shares is 55,542,920.
The Company has one series of shares. Each share entitles its holder to one vote at the Annual General Meeting. The shares have no nominal value. Kempower’s shares are included in the book-entry system maintained by Euroclear Finland Oy. The trading code of the shares is KEMPOWR and the ISIN code is FI4000513593.
Treasury shares
Consideration paid for the purchase of treasury shares is recognized directly in equity. The cost of treasury shares is presented as a separate reserve reducing the unrestricted equity of the Company.
Invested unrestricted equity fund
The subscription price of new shares is recorded in the reserve for invested unrestricted equity unless it is decided in the share issue resolution to be recorded partly or fully into share capital. Contributions to the reserve for invested unrestricted equity can also be made without a share issue. Transaction costs directly related to the issue of new shares and the funds raised are recognized as net in the reserve for invested unrestricted equity.
| EUR 1,000 1 Jan 2024 |
Outstanding shares (pcs) 55,277,746 |
Own shares (pcs) 265,174 |
Total registered shares (pcs) 55,542,920 |
|
|---|---|---|---|---|
| Acquisition of own shares | -4,050 | 4,050 |
||
| 31 Dec 2024 | 55,273,696 | 269,224 | 55,542,920 |
|
| Acquisition of own shares Own shares transferred for options exercised Payment of share-based incentive plan 2022–2024 |
85,438 45,286 |
-85,438 -45,286 |
||
| 31 Dec 2025 | 55,404,420 | 138,500 | 55,542,920 |
The Board’s proposal for the distribution of profit
The parent company’s distributable funds (unrestricted equity) on 31 December 2025 are EUR 60,209,834.84 of which the share of the period net loss is EUR -26,235,755.19. The Board of Directors proposes to the Annual General Meeting that no dividend be paid for the fiscal year.
Translation difference
Translation difference contains the translation differences arising from the conversion of the acquired equity and the financial statements consolidated of foreign subsidiaries. The change in translation difference is presented in other comprehensive income.
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4.2 FINANCIAL RISK MANAGEMENT
Accounting principles
Kempower is exposed to several types of financial risks: foreign currency, interest, financing, liquidity, credit, and counterparty risks. The most significant risks relate to foreign currency, credit, and liquidity risks. The Group observes a uniform treasury policy that has been approved by the Company’s Board of Directors. The Group’s Chief Financial Officer is responsible for the management of financial risks. The objective of risk management is to mitigate all possible financial risks where financially reasonable.
Capital management and liquidity risk
Kempower’s capital management aims to maintain the ongoing availability of sufficient financial resources for the Group’s operating activities. To maintain or to change its capital structure the Group can issue new shares, get financing through borrowings, or make changes to the execution of the planned growth investments.
The Group’s management monitors capital based on net debt. In the calculation of net debt, the Group includes interest bearing liabilities deducted with cash and cash equivalents and current financial assets. Interest bearing liabilities include loans from financial institutions and lease liabilities.
Foreign currency risk
Kempower conducts its business in several countries in addition to which the Company makes purchases from several countries. This exposes the Group to different foreign currency risks. Foreign currency risks arise from net investments in subsidiaries outside the euro zone (translation risk), and foreign currency denominated assets, liabilities and expected business transactions (transaction risk). The Group is mainly exposed to foreign currency risks related to USD, GBP, NOK, SEK, CAD, AUD and PLN currencies. The financing of each Group company is organized in the Group company’s operating currency. The parent company bears the foreign currency risk related to the financing of the Group companies. The risk is primarily hedged with derivative instruments.
Interest risk
The changes in interest rates affect Kempower’s financial items through deposits, other financial assets, utilized bank overdrafts and other financial liabilities. The investment portfolio is subject to interest rate risk, which is managed with the duration of the portfolio.
Credit and counterparty risk
To manage its credit risk Kempower has drafted a credit policy stating the requirements regarding the customers’ credit rating and defining the principles of sales on credit. The Group has insured a part of its trade receivables and sold some of its trade receivables.
Trade receivables are recognized initially at fair value and subsequently at their anticipated realizable value with an estimate made for loss allowance on expected credit losses. To measure expected credit losses the Group applies the IFRS 9 simplified approach which uses a lifetime expected loss allowance for all trade receivables and contract assets.
No credit losses are expected from the part of trade receivables covered by credit insurance, and this part is therefore excluded from the calculation of the expected credit loss allowance. At the end of the financial year 2025 credit insurance covered approximately 60 percent (26 percent) of trade receivables, and it resulted in a decrease of the expected credit loss allowance of EUR 469 thousand (EUR 122 thousand).
The different credit risk embedded in different customer groups is considered when setting the expected loss rates used for determining expected credit loss allowance by dividing the customers into higher credit risk and lower credit risk customers. A higher expected loss rate is used for determining the credit loss allowance for the trade receivables related to higher credit risk customers than for those related to lower credit risk customers.
In addition, an impairment loss is recognized when there is evidence of insolvency, bankruptcy, or liquidation of a creditor.
The impairment of trade receivables is recognized as an expense in other operating expenses. Reversals of earlier impairment losses are recognized as a reduction of other operating expenses.
Kempower uses factoring arrangements as one of the working capital management tools. Sold trade receivables are derecognized once significant related risks and rewards of ownership have been transferred to the buyer.
Critical accounting judgements:
The expected credit losses are based on assumptions of likely payment defaults and on expected credit loss rates. Judgment is exercised when making these assumptions and choosing the input information used in estimating expected credit losses. The judgment is based on historical information, prevailing market conditions and forward-looking assumptions made at the end of each financial period.
Capital management
| EUR 1000 | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Net debt | -19,150.2 | -23,845.2 |
| Total equity | 101,910.0 | 111,847.8 |
| Netgearing ratio | -18.8 % | -21.3 % |
Net debt includes lease liabilities and loans from financial institutions deducted by cash and cash equivalents and current financial assets. The Group’s net debt is negative.
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Credit risk
Credit risk and counterparty risk
Aging of receivables and expected credit loss allowance 31 Dec 2025
| Credit risk Credit risk and counterparty risk Aging of receivables and expected credit loss allowance 31 Dec 2025 |
|||||||||
|---|---|---|---|---|---|---|---|---|---|
| EUR 1,000 | Not past due | 1–30 days past due |
31–60 days past due |
61–90 days past due |
91–120 days past due |
121–180 days past due |
181–360 days past due |
Over 360 days past due |
Total |
| Expected credit loss allowance for trade receivables | |||||||||
| Gross carrying amount - trade receivables for higher credit risk customer groups | 30,340.1 | 3,737.5 | 1,817.2 | 1,298.9 | 36.9 | 935.1 | 629.5 | 1,503.8 | 40,299.1 |
| Gross carrying amount - trade receivables for lower risk customer groups | 11,958.2 | 2,263.8 | 224.4 | 145.3 | 31.4 | 551.1 | 315.9 | 5.0 | 15,495.3 |
| Trade receivablesgross carrying amount total | 42,298.3 | 6,001.3 | 2,041.7 | 1,444.3 | 68.3 | 1,486.3 | 945.4 | 1,508.8 | 55,794.3 |
| Expected credit loss allowance - trade receivables for higher credit risk customer groups | 86.6 | 56.3 | 73.3 | 108.5 | 2.8 | 394.8 | 533.5 | 1,494.8 | 2,750.5 |
| Expected credit loss allowance - trade receivables for lower credit risk customer groups | 3.6 | 7.0 | 3.0 | 10.3 | 2.0 | 283.4 | 239.8 | 5.0 | 554.2 |
| Expected credit loss allowance for trade receivables | 90.1 | 63.2 | 76.3 | 118.8 | 4.8 | 678.2 | 773.4 | 1,499.8 | 3,304.6 |
| Expected credit loss allowance for contract assets | |||||||||
| Gross carrying amount - contract assets for higher credit risk customer groups | 3,469.5 | 3,469.5 | |||||||
| Gross carrying amount - contract assets for lower risk customer groups | 617.2 | 617.2 | |||||||
| Contract assetsgross carrying amount total | 4,086.8 | 4,086.8 | |||||||
| Expected credit loss allowance - contract assets for higher credit risk customer groups | 113.6 | 113.6 | |||||||
| Expected credit loss allowance - contract assets for lower credit risk customer groups | 0.3 | 0.3 | |||||||
| Expected credit loss allowance for contract assets total | 113.9 | 113.9 | |||||||
| Expected credit loss allowance total | 204.0 | 63.2 | 76.3 | 118.8 | 4.8 | 678.2 | 773.4 | 1,499.8 | 3,418.5 |
| Trade receivables net amount | 42,208.2 | 5,938.0 | 1,965.4 | 1,325.5 | 63.5 | 808.1 | 172.0 | 9.0 | 52,489.7 |
| Contract assets net amount | 3,972.9 | 3,972.9 |
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Aging of receivables and expected credit loss allowance 31 Dec 2024
| Aging of receivables and expected credit loss allowance 31 Dec 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| EUR 1,000 | Not past due | 1–30 days past due |
31–60 days past due |
61–90 days past due |
91–120 days past due |
121–180 days past due |
181–360 days past due |
Over 360 days past due |
Total |
| Expected credit loss allowance for trade receivables | |||||||||
| Gross carrying amount - trade receivables for higher credit risk customer groups | 14,359.6 | 2,773.5 | 769.6 | 386.9 | 246.2 | 876.1 | 3,170.3 | 191.4 | 22,773.5 |
| Gross carrying amount - trade receivables for lower risk customer groups | 7,103.5 | 2,968.0 | 1,262.6 | 119.8 | 8.1 | 703.5 | 0.8 | 701.1 | 12,867.4 |
| Trade receivablesgross carrying amount total | 21,463.0 | 5,741.5 | 2,032.1 | 506.7 | 254.3 | 1,579.6 | 3,171.1 | 892.5 | 35,640.9 |
| Expected credit loss allowance - trade receivables for higher credit risk customer groups | 63.2 | 67.1 | 32.9 | 32.0 | 79.2 | 517.1 | 3,170.3 | 191.4 | 4,153.3 |
| Expected credit loss allowance - trade receivables for lower credit risk customer groups | 2.0 | 8.3 | 2.6 | 9.6 | 1.2 | 318.3 | 0.8 | 701.1 | 1,043.8 |
| Expected credit loss allowance for trade receivables | 65.2 | 75.4 | 35.6 | 41.6 | 80.4 | 835.4 | 3,171.1 | 892.5 | 5,197.1 |
| Expected credit loss allowance for contract assets | |||||||||
| Gross carrying amount - contract assets for higher credit risk customer groups | 3,245.9 | 3,245.9 | |||||||
| Gross carrying amount - contract assets for lower risk customer groups | 174.6 | 174.6 | |||||||
| Contract assets gross carrying amount total | 3,420.4 | 3,420.4 | |||||||
| Expected credit loss allowance - contract assets for higher credit risk customer groups | 97.4 | 97.4 | |||||||
| Expected credit loss allowance - contract assets for lower credit risk customer groups | 174.6 | 174.6 | |||||||
| Expected credit loss allowance for contract assets total | 272.0 | 272.0 | |||||||
| Expected credit loss allowance for trade receivables and contract assets total | 337.1 | 75.4 | 35.6 | 41.6 | 80.4 | 835.4 | 3,171.1 | 892.5 | 5,469.1 |
| Trade receivables net amount | 21,397.9 | 5,666.1 | 1,996.6 | 465.0 | 173.9 | 744.3 | 30,443.7 | ||
| Contract assets net amount | 3,148.5 | 3,148.5 |
Movements of the expected credit loss allowance:
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Expected loss allowance at 1 Jan | 5,469.1 | 3,262.8 |
| Increase/decrease in expected credit loss allowance recognized in profit or loss during the year | -2,022.1 | 2,296.5 |
| Credit losses realized | -75.8 | |
| Translation differences | -28.5 | -14.3 |
| Credit loss allowance at 31 Dec | 3,418.5 | 5,469.1 |
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Liquidity risk
The Group’s contractual maturity repayments on financial liabilities at the end of 2024
The Group’s contractual maturity repayments on financial liabilities at the end of 2025
| 2029– | |||||
|---|---|---|---|---|---|
| EUR 1,000 | 2026 | 2027 | 2028 | thereafter | Total |
| Trade payables | 44,081.9 | 44,081.9 | |||
| Accruals for trade payables | 6,740.9 | 6,740.9 | |||
| Other non-interest-bearing liabilities | 138.3 | 138.3 | |||
| Derivatives - Capital inflow | -56,199.6 | -56,199.6 | |||
| Derivatives - Capital outflow | 56,202.3 | 56,202.3 | |||
| Loans from financial institutions including interest costs | 12,219.0 | 147.0 |
39.7 |
12,405.7 | |
| Lease liabilities including interest costs | 8,605.6 | 7,084.2 |
4,766.4 |
7,457.7 |
27,913.9 |
| Total | 71,788.5 | 7,231.2 |
4,806.1 |
7,457.7 |
91,283.5 |
| 2028– | |||||
|---|---|---|---|---|---|
| EUR 1,000 | 2025 | 2026 | 2027 | thereafter | Total |
| Trade payables | 29,665.0 | 29,665.0 | |||
| Accruals for trade payables | 6,182.7 | 6,182.7 | |||
| Other non-interest-bearing liabilities | 0.5 | 0.5 | |||
| Derivatives - Capital inflow | -36,827.8 | -36,827.8 | |||
| Derivatives - Capital outflow | 37,073.8 | 37,073.8 | |||
| Loans from financial institutions including interest costs | 10,067.9 | 2,607.0 | 147.0 | 39.7 |
12,861.6 |
| Lease liabilities including interest costs | 9,289.3 | 8,057.3 | 6,549.2 | 11,673.0 |
35,568.7 |
| Total | 55,451.4 | 10,664.3 | 6,696.2 | 11,712.7 |
84,524.5 |
Foreign exchange risk
Kempower has purchase commitments amounting to EUR 22,743.8 thousand that are classified as conventional purchase agreements not within the scope of IFRS 9 and therefore not presented in the table above. The purchase commitments mature during 2026.
Kempower finances the contractual maturity repayments primarily with cash flow from operating activities. The Group can also utilize its cash and cash equivalents amounting to EUR 3,886.9 thousand at the end of the financial year 2025, its money market investments (other financial assets classified as fair value through profit and loss) amounting to EUR 51,027.1 thousand at the end of the financial year 2025 as well as the unused bank account and revolving credit facilities amounting to EUR 71,389.4 thousand at the end of the financial year 2025.
Translation risks
The Group’s translation exposure to net investments in subsidiaries outside the euro zone at the end of 2025
| EUR | 1,000 | USD | NOK | GBP | SEK | AUD | PLN | DKK |
|---|---|---|---|---|---|---|---|---|
| Net | investment | -773.2 | 3,271.8 |
2,207.1 |
2,306.7 |
573.1 |
808.4 |
73.7 |
The Group’s translation exposure to net investments in subsidiaries outside the euro zone at the end of 2024
| EUR | 1,000 | USD | NOK | GBP | SEK | AUD | PLN | DKK |
|---|---|---|---|---|---|---|---|---|
| Net | investment | -818.1 | 2,551.8 | 1,839.9 | 1,442.5 | 377.6 | 593.7 |
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The following table shows how a 10% weakening or strengthening of the functional currencies of the Group companies against the euro would affect the Group’s equity.
Sensitivity analysis, impact on equity as at 31 Dec 2025
| EUR 1,000 | USD | NOK | GBP | SEK | AUD | PLN | DKK |
|---|---|---|---|---|---|---|---|
| Weakening 10% | 70.3 | -297.4 | -200.6 | -209.7 | -52.1 |
-73.5 | -6.7 |
| Strengthening 10% | -85.9 | 363.5 | 245.2 | 256.3 | 63.7 |
89.8 | 8.2 |
Sensitivity analysis, impact on equity as at 31 Dec 2024
| EUR 1,000 | USD | NOK | GBP | SEK | AUD | PLN | DKK |
|---|---|---|---|---|---|---|---|
| Weakening 10% | 74.4 | -232.0 | -167.3 | -131.1 | -34.3 | -54.0 | |
| Strengthening 10% | -90.9 | 283.5 | 204.4 | 160.3 | 42.0 | 66.0 |
Transaction risks
International sales and purchasing activities and foreign currency denominated financing to subsidiaries expose the Group to transaction risks. The currency specific transaction risk exposure comprises foreign currency denominated receivables and liabilities in the balance sheet and foreign subsidiaries' receivables and liabilities with respect to the parent company.
The Group’s transaction risk as at 31 Dec 2025
| EUR 1,000 | USD | NOK | GBP | SEK | CAD | AUD | PLN |
|---|---|---|---|---|---|---|---|
| Transaction risk | 10,120.6 | -133.7 | -379.3 | -1,258.1 | 1,592.7 |
8,444.4 |
-912.7 |
| Hedging derivatives | -11,416.8 | -561.1 | -591.1 | 10.0 | -1,655.5 |
-8,185.1 |
471.0 |
| Open exposure | -1,296.2 | -694.8 | -970.4 | -1,248.1 | -62.8 |
259.3 |
-441.8 |
The Group’s transaction risk as at 31 Dec 2024
| EUR 1,000 | USD | NOK | GBP | SEK | CAD | AUD | PLN |
|---|---|---|---|---|---|---|---|
| Transaction risk | 12,630.1 | 18.3 | -885.2 | -1,750.3 | 707.3 | -91.7 | -631.9 |
| Hedging derivatives | -14,727.1 | 200.0 | 620.6 | 1,077.8 | -1,248.5 | 275.2 | 379.8 |
| Open exposure | -2,097.0 | 218.3 | -264.6 | -672.6 | -541.2 | 183.5 | -252.1 |
The following table shows how a 10% weakening or strengthening of the foreign currencies against the euro would affect the Group’s pre-tax profit/loss through the foreign currency transaction position.
Sensitivity analysis, impact on pre-tax profit/loss as at 31 Dec 2025
| EUR 1,000 | USD | NOK | GBP | SEK | CAD | AUD | PLN |
|---|---|---|---|---|---|---|---|
| Weakening 10% | 117.8 | 63.2 | 88.2 | 113.5 | 5.7 |
-23.6 |
40.2 |
| Strengthening 10% | -144.0 | -77.2 | -107.8 | -138.7 | -7.0 |
28.8 |
-49.1 |
Sensitivity analysis, impact on pre-tax profit/loss as at 31 Dec 2024
| EUR 1,000 | USD | NOK | GBP | SEK | CAD | AUD | PLN |
|---|---|---|---|---|---|---|---|
| Weakening 10% | 190.6 | -19.8 | 24.1 | 61.1 | 49.2 | -16.7 | 22.9 |
| Strengthening 10% | -233.0 | 24.3 | -29.4 | -74.7 | -60.1 | 20.4 | -28.0 |
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4.3 FINANCIAL ASSETS AND LIABILITIES
Accounting principles
The Company has classified the hierarchies of financial assets according to the availability of data on market terms and other price data. The Group uses generally accepted valuation models to determine the fair values of these instruments, and the input data for these models is based in significant part on observable market data.
The level in the fair value hierarchy at which a certain item measured at fair value is classified overall is determined on the basis of the significant input data on the lowest level with regard to the entire item measured at fair value. The significance of input data is evaluated in its entirety in relation to the item valued at fair value.
The instruments at level 1 of the hierarchy are traded in active markets and their fair values are directly based on quoted market prices. The Group mainly uses valuations provided by its asset management partners as a source of price data. The fair values of level 2 instruments, in significant part, are based on other input data than the quoted prices included in level 1, although the data can be obtained either directly (as a price) or indirectly (as a derivative of the price). To determine the fair value of these instruments, the Group utilizes generally accepted valuation models, which use input data that is, in significant part, based on observable market data. The fair value of instruments at level 3 is not based on observable market data (inputs not observable).
Financial assets
The Group’s financial assets are classified either as measured at amortized cost, measured at fair value through profit or loss or measured at fair value through other comprehensive income. The financial assets are classified in the context of their initial acquisition. At initial recognition, the Group measures a financial asset at its fair value. Financial assets are subsequently measured at amortized cost, measured at fair value through other comprehensive income or measured at fair value through profit or loss. The purchases and sales of financial assets are recognized in the balance sheet on the transaction date when the Group commits to buy or sell a financial instrument. Financial assets are derecognized when the Group has lost its contractual right to cash flows or when it has materially transferred the risks and returns outside the Group.
Financial assets and liabilities measured at fair value through profit or loss comprise forward exchange contracts hedging against currency risks associated with foreign currency denominated procurement agreements and short-term other financial assets. Derivative instruments and other financial assets are measured at fair value, and all valuation changes are recognized in the income
statement for the period during which they occur. Changes in the value of forward contracts are calculated by measuring the contracts against the forward exchange rates on the balance sheet date and comparing them with the counter values calculated through the forward exchange rates on the date of entry into the forward contracts. A derivative with a positive fair value is recognized in “prepaid expenses and accrued income” whereas a derivative with a negative fair value is recognized in “accruals and deferred income”. Hedge accounting has not been applied to derivative contracts.
Financial assets measured at amortized cost comprise ordinary trade receivables, other receivables and cash and cash equivalents. Trade receivables are measured at amortized cost less any impairment losses. In measuring trade receivables, Kempower has applied the simplified approach involving expected credit losses as laid down in IFRS 9, according to which a deduction is recognized on all trade receivables based on lifetime expected credit losses. Impairment of trade receivables is recognized as an expense in other operating expenses. Impairment of trade receivables is presented in note 4.2.
Other financial assets include money market and other fixed income investments measured at fair value through profit or loss. Cash and cash equivalents consist of bank account funds, some of which are foreign currency denominated. Changes in the valuation of foreign-currency-denominated bank account funds occur when the funds are translated into the exchange rate of the closing date. Exchange rate gains and losses are recognized as profit or loss in financial income and expenses.
Financial liabilities
The Group’s financial liabilities are classified as liabilities measured at amortized cost. At initial recognition, the Group measures a financial liability at fair value less transaction costs. Financial liabilities are subsequently classified as measured at amortized cost using the effective interest method or measured at fair value through profit or loss. The drawdowns of financial liabilities as well as purchases and sales thereof are recognized in the balance sheet on the contract date of the contract that pertains to them. A financial liability is derecognized when the obligation specified in the contract has been fulfilled or revoked, or its validity has discontinued. Financial liabilities are classified as non-current, if they are payable beyond 12 months, and they are classified as current, if they are payable within 12 months.
Covenants that the Group is required to comply with, on or before the end of the reporting period, are considered in classifying loan arrangements with covenants
as current or non-current. Covenants that the Group is required to comply with after the reporting period do not affect the classification at the reporting date. The Group has a covenant in its current loans stating that the gearing ratio of the Group has to remain under 100 percent. The Group has complied with the covenant throughout the financial year 2025 and does not expect to have difficulty in complying with it in the following financial period. Bank account overdraft limits in use at the end of the reporting period are included in current loans.
The Group’s lease liabilities and trade payables are classified as liabilities measured at amortized cost. Trade payables and other payables are classified as current liabilities, unless the Group has an unconditional right to push back their repayment to a point in time that is at least 12 months beyond the end of the financial period, in which case they would be classified as non-current liabilities.
Derivatives are included in financial liabilities measured at fair value through profit or loss. Kempower’s derivative instruments are discussed in more detail in the Financial assets section.
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The Group categorizes its financial assets and liabilities into the following categories:
| 31 Dec 2025 EUR 1,000 |
Fair value through profit or loss |
Amortized cost | Carrying amount | Fair value | Level 1 | Level 2 | Level 3 |
|---|---|---|---|---|---|---|---|
| Non-current financial assets | |||||||
| Non-current deposits | 28.9 | 28.9 |
28.9 |
||||
| Current financial assets | |||||||
| Trade receivables | 52,489.7 | 52,489.7 |
52,489.7 |
||||
| Other receivables | 203.4 | 203.4 |
203.4 |
||||
| Derivatives | 361.2 | 361.2 | 361.2 |
361.2 | |||
| Other financial assets | 51,027.1 | 51,027.1 | 51,027.1 |
51,027.1 |
|||
| Cash and cash equivalents | 3,886.9 | 3,886.9 |
3,886.9 |
||||
| Total financial assets | 51,388.3 | 56,608.9 |
107,997.3 |
107,997.3 |
51,027.1 |
361.2 |
|
| Non-current financial liabilities | |||||||
| Lease liabilities | 17,043.5 | 17,043.5 |
17,043.5 |
||||
| Loans from financial institutions | 180.0 | 180.0 |
180.0 |
||||
| Current financial liabilities | |||||||
| Lease liabilities | 6,764.0 | 6,764.0 |
6,764.0 |
||||
| Loans from financial institutions | 11,776.4 | 11,776.4 |
11,776.4 |
||||
| Trade payables | 44,081.9 | 44,081.9 |
44,081.9 |
||||
| Derivatives | 365.3 | 365.3 | 365.3 |
365.3 | |||
| Other non-interest-bearing liabilities | 138.3 | 138.3 |
138.3 |
||||
| Total financial liabilities | 365.3 | 79,984.1 |
80,349.4 |
80,349.4 |
365.3 |
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| 31 Dec 2024 EUR 1,000 |
Fair value through profit or loss |
Amortized cost | Carrying amount | Fair value | Level 1 | Level 2 | Level 3 |
|---|---|---|---|---|---|---|---|
| Non-current financial assets | |||||||
| Non-current deposits | 48.1 | 48.1 | 48.1 | ||||
| Current financial assets | |||||||
| Trade receivables | 30,443.7 | 30,443.7 | 30,443.7 | ||||
| Other receivables | 588.1 | 588.1 | 588.1 | ||||
| Derivatives | 84.2 | 84.2 | 84.2 | 84.2 | |||
| Other financial assets | 49,223.2 | 49,223.2 | 49,223.2 | 49,223.2 | |||
| Cash and cash equivalents | 16,186.1 | 16,186.1 | 16,186.1 | ||||
| Total financial assets | 49,307.4 | 47,266.1 | 96,573.5 | 96,573.5 | 49,223.2 | 84.2 | |
| Non-current financial liabilities | |||||||
| Lease liabilities | 22,403.9 | 22,403.9 | 22,403.9 | ||||
| Loans from financial institutions | 2,658.5 | 2,658.5 | 2,658.5 | ||||
| Current financial liabilities | |||||||
| Lease liabilities | 6,822.3 | 6,822.3 | 6,822.3 | ||||
| Loans from financial institutions | 9,679.4 | 9,679.4 | 9,679.4 | ||||
| Trade payables | 29,665.0 | 29,665.0 | 29,665.0 | ||||
| Derivatives | 330.3 | 330.3 | 330.3 | 330.3 | |||
| Other non-interest-bearing liabilities | 0.5 | 0.5 | 0.5 | ||||
| Total financial liabilities | 330.3 | 71,229.5 | 71,559.8 | 71,559.8 | 330.3 |
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| 31 Dec 2025 | 31 Dec 2025 | 31 Dec 2025 | 31 Dec 2024 | 31 Dec 2024 | 31 Dec 2024 | |
|---|---|---|---|---|---|---|
| Fair values of derivative contracts, EUR 1,000 | Derivative assets | Derivative liabilities | Fair value, net | Derivative assets | Derivative liabilities | Fair value, net |
| Foreign currency derivatives | 361.2 | 365.3 |
-4.2 | 84.2 |
330.3 |
-246.1 |
| Notional principal amounts of derivative contracts, EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 | ||||
| Foreign currency derivatives | 56,457.6 | 37,090.8 |
||||
| Unused credit facilities, EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 | ||||
| Bank overdraft facility, payable at call | ||||||
| Amount used | 8,610.6 | 6,052.8 |
||||
| Amount unused | 16,389.4 | 18,947.2 |
||||
| Green Revolving Credit Facilities, payable at call | ||||||
| Amount used | ||||||
| Amount unused | 55,000.0 | 30,000.0 |
||||
| Unused credit facilities total | 71,389.4 | 48,947.2 |
Changes in liabilities arising from financing activities
Liabilities from financing activities
| Non-current loans | Current loans from | ||||
|---|---|---|---|---|---|
| from financial | financial | Non-current lease | Current lease | ||
| EUR 1,000 | institutions | institutions | liabilities | liabilities | Total |
| Interest-bearing liabilities as at 1 January 2024 | 20,511.0 | 4,704.8 | 25,215.8 | ||
| Cash flows 2024 | 2,658.5 | 9,679.4 |
-6,128.8 | 6,209.1 | |
| New and changed leases 2024 | 7,652.8 | 2,532.6 | 10,185.4 | ||
| Other non-cash movements 2024 | -5,760.0 | 5,713.8 | -46.2 | ||
| Interest-bearing liabilities as at 31 Dec 2024 | 2,658.5 | 9,679.4 |
22,403.9 |
6,822.3 | 41,564.1 |
| Cash flows 2025 | -381.5 | -7,038.2 | -7,419.7 | ||
| New and changed leases 2025 | 1,661.0 | 705.1 | 2,366.0 | ||
| Other non-cash movements 2025 | -2,478.5 | 2,478.5 |
-7,021.4 |
6,274.8 | -746.6 |
| Interest-bearing liabilities as at 31 Dec 2025 | 180.0 | 11,776.4 |
17,043.5 |
6,764.0 | 35,763.8 |
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5 Other notes
5.1 SHARE-BASED PAYMENTS
Accounting principles
Personnel offering
In October 2021, the Company carried out a directed share issue made in deviation from the shareholders’ pre-emptive subscription rights to engage personnel of Kempower by issuing 5,789 new shares in a Personnel Offering. The subscription price in the Personnel Offering was EUR 100.00 per share (before the share issue without consideration registered on 26 November 2021, in which for each existing share, 53 new shares were given). The members of Kempower’s personnel who participated in the Personnel Offering signed a shareholder agreement in which they, among other things, committed to sell their shares to the Company if their employment with Kempower ended in certain situations and committed to a lock-up period based on which they could not sell, transfer, donate or pledge the shares subscribed by them without a permission granted by the Board of Directors of the Company until 31 December 2024.
Stock option program 2021
In November 2021, Kempower launched a stock option programme, the target group of which was key employees working in Kempower’s subsidiaries outside of Finland as well as selected employees who had been employed after the Personnel Offering. The programme aimed to foster employee commitment, broaden the Company’s ownership base and give the opportunity to Kempower’s personnel to benefit from the potential increase in the Company’s value. The number of options per employee was set so that the subscription price of the options would not exceed the respective employee’s two months’ combined gross salary. The subscription period for the stock options was between 1 January 2025 and 15 December 2025 and the subscription price was EUR 1.85 per option. In total 107,946 options were originally given. 95,252 options were exercised during the subscription period.
Share-based incentive programs
Share-based incentive plan 2022-2024
Kempower launched in March 2022 a share-based incentive programme for Kempower’s leadership team and key employees. The aim was to align the objectives of the shareholders and key employees for increasing the value of the Company in the long-term, to commit the key employees to work for the Company and to offer them a competitive incentive scheme that is based on earning and accumulating shares.
The Performance Share Plan 2022–2024 consisted of a three (3) year performance period, covering the financial years of 2022–2024. The Board of Directors could decide on new performance periods on a yearly basis.
In the plan, the target group was given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan were to be paid after the end of the performance period partly in Kempower’s shares and partly in cash to cover taxes and tax-related costs. During the performance period, the rewards were based on the Total Shareholder Return of the Kempower share in 2022–2024 and Group Revenue in 2024. The value of the maximum rewards to be paid on the targeted level corresponded to a total of approximately 130,000 Kempower’s shares including also the cash proportion. However, if the targeted performance criteria were to be significantly exceeded the ultimate maximum of the rewards to be paid would correspond to a total of approximately 165,000 Kempower’s shares. Approximately 20 persons, including the CEO and other Kempower Extended Leadership Team members, belonged to the target group of the performance period. The Extended Leadership Team member is obliged to hold at least 50 percent of the shares received as a net reward from the performance share plan, until the total value of the member’s shareholding in Kempower equals to 50 percent of their annual base salary of the preceding year. Such number of Kempower’s shares must be held as long as the membership in the Extended Leadership Team continues.
On 8 May 2025 Kempower transferred a total of 45,286 of its own shares as the reward for the performance period.
Share-based incentive plan 2023-2025
Kempower launched in February 2023 a share-based incentive programme for Kempower group’s key employees. The aim was to align the objectives of the shareholders and key employees for increasing the value of the Company in the long-term, to commit the key employees to work for the Company and to offer them a competitive incentive scheme that was based on earning and accumulating shares. The Performance Share Plan 2023–2025 consisted of a three (3) year performance period, covering the financial years of 2023–2025.
In the plan, the target group was given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period partly in Kempower’s shares and partly in cash.
The cash proportion of the reward is intended for covering taxes and statutory social security contributions arising from the rewards to the participants. In general, no reward is paid if the participant’s employment or director contract terminates before the reward payment.
During the performance period, the rewards were based on the Total Shareholder Return of the Kempower share in 2023–2025 and Group Revenue in 2023–2025. The value of the maximum rewards to be paid on the targeted level corresponded to a total of approximately 206,200 Kempower’s shares including also the cash proportion. Approximately 40 persons, including the CEO and other Kempower Leadership Team members, belonged to the target group of the performance period.
The Leadership Team member is obliged to hold at least 50 percent of the shares received as a net reward from the performance share plan, until the total value of the member’s shareholding in Kempower equals to 50 percent of their annual base salary of the preceding year. Such number of Kempower’s shares must be held as long as the membership in the Leadership Team continues.
Kempower expects to transfer approximately 30,000 shares as the reward for the performance period during the first half of 2026.
Employee share savings plans
In February 2023 The Board of Directors of Kempower decided to establish an Employee Share Savings Plan (ESSP) for the employees of Kempower and its subsidiaries. The aim of the ESSP is to encourage employees to acquire and own Kempower shares, and it is intended to align the interests of the shareholders and the employees as well as to increase employees’ motivation and long-term commitment to the Company.
The ESSP consists of annually commencing plan periods, each one comprising of a 12-month savings period and a holding period following the savings period. The ESSP is offered to all Kempower employees in countries where there are no legal or administrative constraints for participation. The employees will have an opportunity to save a proportion of their salaries and an extra bonus and invest those savings in Kempower shares. The savings will be used for acquiring Kempower shares quarterly after the publication dates of the respective interim
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reports. As a reward for the commitment, Kempower grants the participating employees a gross award of one matching share for every two (2) savings shares acquired with their savings. Continuity of employment and holding of acquired savings shares for the duration of the holding period are the prerequisites for receiving the award.
The potential award will be settled in shares, or partly in shares and partly in cash, after the end of the holding period. The cash proportion is intended to cover taxes and tax-related costs arising from the award in those countries where the employer has the obligation to withhold taxes. Matching shares will be freely transferable after their registration on the participant’s book-entry account. Any dividends to be paid on the acquired savings shares, the matching shares given within the ESSP, and any other shares received within the ESSP will be reinvested in additional shares on the next potential acquisition date. These shares will have an equal right to matching shares.
Participation in the ESSP is voluntary and the employees will be invited to participate in one plan period at a time. The first savings period commenced on 1 April 2023 and ended on 31 March 2024. The holding period of the first plan period began at the first acquisition of savings shares and ends on 31 March 2026. The estimated maximum expense for the first plan period is approximately EUR 1,3 million. The final expense depends on the employees’ participation and savings rate in the plan, and the fulfillment of the prerequisites for receiving matching shares, as well as the number of shares acquired from the market with savings.
New plans have been established for period 2024—2027, which commenced on 1 April 2024 and ended on 31 March 2025, period 2025—2028, which commenced on 1 April 2025 and ends on 31 March 2026 and for period 2026—2029, which commenced on 1 April 2026 and ends on 31 March 2027.
In addition, Kempower has established a Synthetic Share Unit Plan which is a synthetic cash-based version of the Employee Share Savings Plan for Kempower employees in certain countries where the regular plan is not feasible.
Share-based incentive plan 2024-2026
In December 2023 the Board of Directors of Kempower resolved to establish a Performance Share Plan for the Group’s key employees. The aim is to align the objectives of the shareholders and key employees for increasing the value of the Company in the long-term, to commit the key employees to work for the Company and to offer them a competitive incentive scheme that is based on earning and accumulating shares. The Performance Share Plan 2024–2026 consists of a three (3) year performance period, covering the financial years of 2024–2026.
In the plan, the target group is given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period. The reward will be paid partly in Kempower’s shares and partly in cash, which is used to cover income taxes and social charges.
During the performance period, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share in 2024–2026, Group Revenue in 2024-2026 and CO2 emission reduction per Revenue in 2024-2026. Growing revenue together with a growing order intake indicates that there are more EV charging infrastructure units installed to help the growth of more sustainable transportation and the resultant moving away from fossil fuels, and the therefore lowering of the CO2 emissions in transportation in general. The value of the maximum rewards to be paid will correspond to a total of approximately 219,400 Kempower’s shares including also the cash proportion. Approximately 50 persons, including the CEO and other Kempower Leadership Team members, belong to the target group of the performance period.
Restricted Share Unit Plan 2024-2027
In December 2023 the Board of Directors of Kempower resolved to establish a Restricted Share Unit Plan for selected key employees of the Group. The purpose of the plan is to align the interests of the Company’s shareholders and key employees to increase the Company’s value in the long-term, to commit key employees at the Company and to offer them a competitive incentive plan based on receiving the Company’s shares. The plan is intended to be used as a tool in situations seen necessary by the Board of Directors, for example ensuring retention of key talents to the Company, attracting a new talent or other specific situations determined by the Board of Directors.
The Board of Directors may allocate rewards from the Restricted Share Unit Plan 2024–2027 during financial years 2024–2027.
The rewards will be paid by the end of May 2027, 2028, 2029, 2030 or 2031, but always so that there is at least three (3) years between the determination of the reward and the payment of the reward. The reward is based on a valid employment or director contract and on the continuity of the employment or service.
Share-based incentive plan 2025-2027
In February 2025 the Board of Directors of Kempower has resolved to establish a Performance Share Plan for the group’s key employees. The aim is to align the objectives of the shareholders and key employees for increasing the value of the company in the long term, to commit the key employees to work for the company and to offer them a competitive incentive scheme that is based on earning and
accumulating shares. The Performance Share Plan 2025–2027 consists of a three (3) year performance period, covering the financial years of 2025–2027.
In the plan, the target group is given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period. The reward will be paid partly in Kempower’s shares and partly in cash, which is used to cover income taxes and social charges.
During the performance period, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share in 2025–2027, Group Revenue in 2025–2027 and CO2 emission reduction per Revenue in 2025–2027. The value of the maximum rewards to be paid will correspond to a total of approximately 675,000 Kempower’s shares including also the cash proportion.
Approximately 50 persons, including the CEO and other Kempower Leadership Team members, belong to the target group of the performance period.
Share-based incentive plan 2026-2028
In December 2025 the Board of Directors of Kempower has resolved to establish a Performance Share Plan for the group’s selected target group. The aim is to align the objectives of the shareholders and the individuals within the selected target group for increasing the value of the company in the long term, to commit these individuals to work for the company and to offer them a competitive incentive scheme that is based on earning and accumulating shares. The Performance Share Plan 2026–2028 consists of a three (3) year performance period, covering the financial years of 2026–2028.
In the plan, the target group is given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period. The reward will be paid partly in Kempower’s shares and partly in cash, which is used to cover income taxes and social charges.
During the performance period, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share in 2026–2028, Group Revenue in 2028 and CO2 emission reduction per Revenue in 2028. The value of the maximum rewards to be paid will correspond to a total of approximately 644,670 Kempower’s shares including also the cash proportion. The estimated maximum expense for the performance period 2026–2028, based on Kempower’s share value in December 2025, is EUR 9,109,000 in total.
Approximately 50 persons, including the CEO and other Kempower Leadership Team members, belong to the target group of the performance period.
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Recognition of share and option arrangements
The benefits granted in share and stock option arrangements are measured at fair value at the time of their granting and are recognized as an expense in the income statement for the period during which the entitlement arises. The terms and conditions based on performance of service are not considered at the fair value of the benefit on the date of its granting; instead, their actual outcomes are assessed, and they are considered by adjusting both the number of those equity instruments to which an entitlement is expected to arise and the amount thereby to be recognized as expense. An expense will be recognized cumulatively only with respect to those instruments granted to which an entitlement arises. The profit and loss effect of share and stock option arrangements is presented in personnel expenses, and the corresponding increase is presented in equity. When an arrangement has a net-settlement feature the arrangement is classified in its entirety as an equity-settled share-based payment.
The expense determined at the time when the shares and stock options were granted is based on the Group’s estimate of the number of those shares and stock options to which an entitlement is expected to arise during the earning period. The Group annually updates the assumption on the ultimate number of shares and stock options. The changes in valuations are treated as profit or loss. The fair value of the stock option arrangements is determined based on the BlackScholes option pricing model. When stock options are exercised, the funds gained from share subscriptions are recognized in the invested unrestricted equity fund. Shares are measured at fair value at the share price of the date of their granting. The Monte Carlo simulation is used to determine the fair value of such share arrangements, which include the Total Shareholder Return as an earning criterion.
Cash-settled share-based payments are recognized as liabilities. The liability is measured at fair value at each reporting date and at settlement. Changes in fair value are recognized in profit or loss during the vesting period until settlement.
In the share purchase arrangement, the personnel were granted an entitlement to subscribe shares at a reduced price. The shares subscribed have been measured at fair value applying the share price of the date of their granting, and the difference between the subscription price and the fair value was recognized as an expense for the earning period of the benefit.
Critical accounting judgements:
The Group recognizes the costs related to share-based payments in the income statement. In connection with share options, the Group’s management makes estimates related to aspects of the option pricing model, such as expected volatility, the estimated number of options, and the expected option exercise date. In connection with share-based incentive plans the Group’s management makes estimates on the number of shares likely to be granted.
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| Share-based | Share-based | Share-based | Restricted Share | Share-based | |||||
|---|---|---|---|---|---|---|---|---|---|
| Plan | Directed share issue to personnel* |
Stock Options 2021* | incentive plan 2022–2024 |
incentive plan 2023–2025 |
incentive plan 2024–2026 |
Unit Plan 2024–2027 |
incentive plan 2025–2027 |
Employee Share Savings Plans** |
Synthetic Share Unit Plans*** |
| Type | Share | Option | Share | Share | Share | Share | Share | Share | Cash |
| Initial amount, pcs | 540,000 | 108,000 | 165,000 | 206,200 | 219,400 | 120,000 | 675,000 | 230,980 | |
| Initial amount, EUR | 1,300,000 | ||||||||
| The subscription ratio for underlying shares, pcs | 1 | ||||||||
| Initial excercise price, EUR* | 1.8519 | 1.85 | |||||||
| Dividend adjustment | No | Yes | No | No | No | No | No | No | No |
| Current exercise price, EUR | 1.85 | ||||||||
| 1 April 2023, 2024 | 1 Dec 2023 and 1 Apr | ||||||||
| Grant dates | 26 Nov 2021 | 19 Nov 2021 | 1 Apr 2022 | 1 Apr 2023 | 30 Apr 2024 | 16 Dec 2024 | 21 Mar 2025 | and 2025 | 2024 |
| Performance period start date | 1 Jan 2022 | 1 Jan 2023 | 1 Jan 2024 | 1 Jan 2025 | |||||
| Performance period end date | 31 Dec 2024 | 31 Dec 2025 | 31 Dec 2026 | 31 Dec 2027 | |||||
| 31 Mar 2026, 2027 | 31 Mar 2026 and | ||||||||
| Vesting date | 31 Dec 2024 | 31 Dec 2024 | 31 May 2025 | 31 May 2026 | 31 May 2027 | 31 May 2028 | 31 May 2028 | and 2028 | 2027 |
| Maturity date | 15 Dec 2025 | ||||||||
| Vesting conditions | Employment | Employment | Total Shareholder Return during performance period, Group Revenue 2024, |
Total Shareholder Return during performance period, Group Revenue 2023-2025, |
Total Shareholder Return during performance period, Group Revenue in 2024– |
Employment | Total Shareholder Return during performance period, Group Revenue in 2025, |
Share Ownership, Employment |
Synthetic Share Unit Ownership, Employment |
| Employment | Employment | 2026, CO2emission reduction, |
2026 and 2027, CO2 emission reduction, |
||||||
| Employment | Employment | ||||||||
| Number of persons at 31 Dec 2025 | 76 | 25 | 20 | 34 | 44 | 9 | 49 | 233-454 | 4-5 |
- The initial amount for Directed share issue to personnel and Stock Options 2021 has been adjusted by the share split carried out in November 2021.
** The initial amount is the estimated maximum amount or expense of the first plan period. The final amount or expense depends on the employees’ participation and savings rate in the plans, and the fulfilment of the prerequisites for receiving matching shares, as well as the number of shares acquired from the market with the savings.
*** The Synthetic Share Unit Plans are synthetic cash based version of the Empoyee Share Savings Plans for Kempower employees in certain countries where the regular plans are not feasible. The final amount or expense depends on the employees’ participation and savings rate in the plan, and the fulfilment of the prerequisites for receiving matching share units, as well as the development of the share price.
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| Changes during the period by plan type | Stock Options 2021 Share-based incentive plans Restricted Share Unit Plans Employee Share Savings Plans Synthetic Share Unit Plans Total |
|---|---|
| Outstanding at 1 Jan 2024 | 101,466 308,100 11,872 421,438 |
| Granted | 196,000 7,000 34,224 1,176 238,399 |
| Forfeited | 1,944 18,800 832 21,576 |
| Exercised | |
| Outstanding at 31 Dec 2024 | 99,522 485,300 7,000 45,264 1,176 638,261 |
| Outstanding at 1 Jan 2025 | 99,522 485,300 7,000 45,264 1,176 638,261 |
| Granted | 648,250 99,709 23,171 200 771,330 |
| Forfeited | 120,301 8,000 1,590 1 129,892 |
| Exercised | 95,252 74,560 863 170,675 |
| Weighted average share price during the subscription period, EUR | 13.5 |
| Expired | 4,270 41,940 46,210 |
| Outstanding at 31 Dec 2025 | 896,749 98,709 66,845 511 1,062,814 |
| Fair value determination for instrumentsgranted during the period | Share-based incentive plan 2024–2026 |
Share-based incentive plan 2025–2027 |
Restricted Share Unit Plan 2024–2027 |
Employee Share Savings Plan 2024–2027 |
Employee Share Savings Plan 2025–2028 |
Synthetic Share Unit Plan 2024–2027 |
|---|---|---|---|---|---|---|
| Share price at grant date, EUR | 12.13 | 12.34 | 11.52 | 11.59 | 17.51 | 12.23 |
| Share price at 31 Dec 2025, EUR | 15.27 | 15.27 | 15.27 | 15.27 | 15.27 | 15.27 |
| Expected dividends, EUR | ||||||
| Additional Monte Carlo simulation parameters | ||||||
| Exercise price, EUR | ||||||
| Expected volatility* | 62.37% | 60.23% | ||||
| Maturity, years | 1.9 | 2.8 | 3.1 | 2 | 2.6 | 2.1 |
| Risk-free rate | 2.40% | 2.19% | ||||
| Monte Carlo | Monte Carlo | |||||
| simulation with | simulation with | |||||
| Geometric | Geometric | |||||
| Valuation model | Brownian Motion | Brownian Motion | ||||
| Fair value for the market based portion, EUR | 2.39 | 8.19 |
- Expected volatility was determined by using annualized daily return volatilities of Company shares.
The impact of share-based plans on Group’s profit/loss for 2025 was EUR -2,390.2 thousand (EUR -2,295.5 thousand). Estimated future cash payment to be paid to the tax authorities from share-based payments was EUR 4,118.0 thousand at the end of the financial year 2025.
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5.2 RELATED PARTY TRANSACTIONS
Accounting principles
The parties are considered to be related parties if the other party is able to exercise control or significant influence or joint control over the other party in decision making concerning its finances or business.
Kempower’s related parties include its subsidiaries and parent company Kemppi Group Oy and its subsidiaries other than Kempower Group companies. Related parties also include the members of Kempower’s Board of Directors, CEO and the members of the Global Leadership Team as well as their close family members and companies under their significant influence or control. Kempower’s related parties also include the members of Kemppi Group Oy’s Board of Directors and their close family members and companies under their significant influence or control.
Business transactions between Kempower and Kemppi Group are presented as related party transactions. Such related party transactions include purchases of materials from Kemptron Oy and Kemppi Oy, purchases of administration services from Kemppi Group companies and premises leased from Kemppi Group companies. Commitments related to future purchases from Kemptron Oy have also been included in related party transactions.
Kempower’s headquarters and production facilities are located in rental properties. The headquarters and the connected production facilities in Lahti have been leased from Kemppi Group Oy until 2031.
Compensation of the members of the Board of Directors
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Vesa Laisi, Chair | 112.7 | 98.1 |
| Antti Kemppi, Vice Chair | 87.7 | 81.3 |
| Teresa Kemppi-Vasama, Member | 67.7 | 63.8 |
| Olli Laurén, Member | 73.3 | 75.4 |
| Tuula Rytilä, Member | 74.8 | 66.3 |
| Eriikka Söderström, Member | 77.7 | 72.0 |
| Barbara Thierart-Perrin, Member (8 Jul 2024 onwards) | 69.1 | 34.9 |
| Michael Hajesch, Member (7 May 2025 onwards) | 44.9 | |
| Tero Era, Member (until 27 Mar 2024) | 11.8 | |
| Kimmo Kemppi, Member (until 27 Mar 2024) | 11.8 | |
| Total | 607.8 | 515.2 |
Compensation paid to the CEO and to the members of the Leadership Team
| the Leadership Team | ||||
|---|---|---|---|---|
| CEO | CEO until | |||
| EUR 1,000 | 2 Jun 2025 onwards |
1 Jun 2025 * |
Leadership team |
Total |
| 2025 | ||||
| Salaries and other short-term | ||||
| employee benefits* | 375.6 | 295.7 |
1,811.5 |
2,482.8 |
| Post-employment benefits | 65.3 | 63.5 |
230.9 |
359.8 |
| Termination benefits | 171.0 | 104.0 |
275.0 |
|
| Share-based payments** | 156.2 | 233.4 |
385.0 |
774.6 |
| Total | 597.1 | 763.7 |
2,531.4 |
3,892.2 |
| 2024 | CEO | Leadership team |
Total | |
| Salaries and other short-term | ||||
| employee benefits | 477.6 | 1,544.1 |
2,021.7 |
|
| Post-employment benefits | 89.3 | 226.9 |
316.2 |
|
| Termination benefits | 589.1 | 589.1 |
||
| Share-based payments** | 123.2 | 325.1 |
448.3 |
|
| Total | 690.1 | 2,685.2 |
3,375.3 |
*Includes paid share-based incentives
**Based on reported IFRS 2 expenses
***Benefits amounting to EUR 350.1 thousand, payable to the CEO until 1 June 2025, will be paid during 2026
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Related party transactions
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Sales and purchases of goods and services to and from Kemppi Group companies |
||
| Products sold | 3,084.0 | 4,150.4 |
| Purchased materials | -29,412.0 | -26,625.2 |
| Purchased administration and support services | -97.5 | -79.1 |
| Office and facility lease | -1,854.8 | -1,863.2 |
| Sales and purchases of goods and services to and from other related parties |
||
| Products sold | 4.8 | |
| Purchased services | -579.1 | -41.9 |
| EUR 1,000 | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Outstanding balances with Kemppi Group companies |
||
| Trade and other receivables | 29.1 | 403.4 |
| Total current receivables | 29.1 | 403.4 |
| Lease liabilities | 8,768.7 | 10,278.1 |
| Total non-current liabilities | 8,768.7 | 10,278.1 |
| Lease liabilities | 1,629.2 | 1,569.5 |
| Trade payables | 11,795.1 | 7,283.8 |
| Prepaid expenses and accrued income and other liabilities |
412.8 | 67.4 |
| Total current liabilities | 13,837.1 | 8,920.8 |
| Commitments to Kemppi Group companies | ||
| Purchase commitments to Kemppi Group companies |
6,507.0 | 3,289.0 |
| Total commitments | 6,507.0 | 3,289.0 |
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5.3 COMMITMENTS
Kempower has entered into certain binding purchase agreements to ensure the availability of components.
| EUR 1,000 | 2025 | 2024 |
|---|---|---|
| Purchase commitments to Kemppi Group companies |
6,507.0 | 3,289.0 |
| Purchase commitments to other companies | 16,236.8 | 23,823.0 |
| Guarantees given on own behalf | 2,718.5 | 2,118.7 |
| Commitments total | 25,462.3 | 29,230.7 |
5.4 GROUP STRUCTURE
| 5.4 GROUP STRUCTURE | ||
|---|---|---|
| Company name | Domicile | Ownership, % |
| Kempower AB | Sollentuna, Sweden | 100% |
| Kempower AS | Nannestad, Norway | 100% |
| Kempower Australia Pty Limited | Sydney, Australia | 100% |
| Kempower B.V. | Amsterdam, Netherlands | 100% |
| Kempower Canada Inc. | Toronto, Ontario, Canada | 100% |
| Kempower ChargingLimited | Bedford,the United Kingdom | 100% |
| Kempower Charging Spain S.L.U. | Barcelona, Spain | 100% |
| Kempower Denmark ApS | Frederiksberg, Denmark | 100% |
| Kempower GmbH | Bergisch Gladbach, Germany | 100% |
| Kempower Inc. | Durham, North Carolina, the | |
| United States | 100% | |
| Kempower International Oy* | Lahti, Finland | 100% |
| Kempower Italy S.R.L | Milan, Italy | 100% |
| Kempower Malaysia SDN. BHD. | Kuala Lumpur, Malaysia | 100% |
| Kempower SAS | Paris, France | 100% |
| Kempower SP Z.o.o. | Warsaw, Poland | 100% |
5.5 EVENTS AFTER REPORTING DATE
No material events have occurred in the Group after the balance sheet date that would affect the financial statements.
*Kempower International Oy includes the following branches: Podružnica Zagreb (Zagreb, Croatia), Kempower - Belgium branch (Brussels, Belgium), Zweigniederlassung Österreich (Vienna, Austria)
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Parent company’s financial statements (FAS)
Income statement of the parent company
| EUR | Note | 2025 | 2024 |
|---|---|---|---|
| Revenue | **2 ** | 201,322,243.39 |
200,147,640.92 |
| Other operating income | 3 | 3,194,937.56 |
3,776,694.19 |
| Change in inventories of finished goods and work in progress | 2,698,613.33 | 793,267.75 |
|
| Raw materials and services | |||
| Purchases during the financial period | -111,887,506.00 | -105,813,886.91 |
|
| Change in inventories | 1,097,786.00 | -5,027,557.89 |
|
| External services | -5,881,331.12 | -3,826,384.40 |
|
| Raw materials and services total | -116,671,051.12 | -114,667,829.20 |
|
| Staff expenses | 4 | ||
| Salaries and wages | -39,410,047.51 | -38,752,246.55 |
|
| Pension expenses | -6,648,677.46 | -6,666,423.29 |
|
| Other social security expenses | -1,266,257.01 | -1,117,774.13 |
|
| Staff expenses total | -47,324,981.98 | -46,536,443.97 |
|
| Depreciation and amortization | 6 | -4,420,762.24 |
-2,661,424.60 |
| Other operating expenses | 7 | -68,095,024.73 |
-75,678,845.88 |
| Operating profit/loss | -29,296,025.79 | -34,826,940.79 |
| EUR | Note | 2025 | 2024 |
|---|---|---|---|
| Financial income and expenses | 8 | ||
| Financial income | 3,582,348.70 | 4,439,747.28 |
|
| Financial expenses | -3,492,962.25 | -3,668,215.26 |
|
| Financial income and expenses total | 89,386.45 | 771,532.02 |
|
| Profit/loss before tax and appropriations | -29,206,639.34 | -34,055,408.77 |
|
| Appropriations | 9 | 2,970,884.15 |
|
| Income tax | 10 | -3,000.10 | |
| PROFIT/LOSS FOR THE FINANCIAL PERIOD | -26,235,755.19 | -34,058,408.87 |
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Balance sheet of the parent company
| EUR | Note | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Intangible assets | 11 | ||
| Intangible rights | 371,593.14 | 429,666.98 |
|
| Other intangible assets | 4,485,242.30 | 4,835,595.35 |
|
| Advance payments and purchases in progress | 343,094.97 | 174,844.81 |
|
| Total intangible assets | 5,199,930.41 | 5,440,107.14 |
|
| Tangible assets | 11 | ||
| Machinery and equipment | 13,729,230.23 | 14,448,933.23 |
|
| Advance payments and purchases in progress | 1,165,505.54 | 1,341,849.33 |
|
| Total tangible assets | 14,894,735.77 | 15,790,782.56 |
|
| Investments | 11 | ||
| Shares in Group companies | 348,261.16 | 325,919.09 |
|
| Other investments | 36,432,956.42 | 36,432,956.42 |
|
| Total investments | 36,781,217.58 | 36,758,875.51 |
|
| Non-current receivables | 12 | ||
| Non-current loan receivables from Group companies | 2,468,085.11 | 8,374,241.98 |
|
| Total non-current receivables | 2,468,085.11 | 8,374,241.98 |
|
| Total non-current assets | 59,343,968.87 | 66,364,007.19 |
| EUR | Note | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|---|
| Current assets | |||
| Inventory | |||
| Raw materials and consumables | 32,088,654.45 | 30,990,868.45 |
|
| Work in progress | 600,831.62 | 386,629.51 |
|
| Finished products | 14,973,266.33 | 12,488,855.11 |
|
| Total inventory | 47,662,752.40 | 43,866,353.07 |
|
| Current receivables | 12 | ||
| Trade receivables | 36,940,793.40 | 23,321,407.91 |
|
| Receivables from Group companies | 16,270,312.30 | 27,912,757.06 |
|
| Other financial assets | 11,030,277.82 | 10,743,960.66 |
|
| Other receivables | 3,543,014.06 | 1,005,338.87 |
|
| Prepaid expenses and accrued income | 8,088,755.78 | 7,928,896.05 |
|
| Total current receivables | 75,873,153.36 | 70,912,360.55 |
|
| Cash and cash equivalents | 61,303.68 | 7,817,654.74 |
|
| Total current assets | 123,597,209.44 | 122,596,368.36 |
|
| TOTAL ASSETS | 182,941,178.31 | 188,960,375.55 |
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| EUR | Note | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|---|
| EQUITY AND LIABILITIES | |||
| Equity | 13 | ||
| Share capital | 80,000.00 | 80,000.00 |
|
| Reserve for invested unrestricted equity | 95,460,226.39 | 95,284,010.19 |
|
| Retained earnings | -9,014,636.36 | 25,043,772.51 |
|
| Profit/loss for the period | -26,235,755.19 | -34,058,408.87 |
|
| Total equity | 60,289,834.84 | 86,349,373.83 |
|
| Accumulated appropriations | |||
| Cumulative accelerated depreciation | 14 | 512,430.29 |
3,483,314.44 |
| Provisions | |||
| Other provisions | 15 | 13,177,947.09 |
14,319,771.02 |
| Liabilities | |||
| Current liabilities | 16 | ||
| Advance payments | 1,123,976.07 | 2,929,112.99 |
|
| Trade payables | 30,380,681.93 | 21,519,534.30 |
|
| Payables to Group companies | 37,005,351.95 | 33,428,765.38 |
|
| Loans from financial institutions | 8,610,630.54 | 6,353,450.07 |
|
| Other liabilities | 889,260.60 | 787,123.07 |
|
| Accruals and deferred income | 30,951,065.00 | 19,789,930.45 |
|
| Total current liabilities | 108,960,966.09 | 84,807,916.26 |
|
| Total liabilities | 108,960,966.09 | 84,807,916.26 |
|
| TOTAL EQUITY AND LIABILITIES | 182,941,178.31 | 188,960,375.55 |
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Cash flow statement of the parent company
| EUR 2025 2024 Cash flow from operating activities Profit/loss before appropriations and taxes -29,206,639.34 -34,055,408.77 Adjustments Depreciation and amortization 4,420,762.24 2,661,424.60 Unrealized foreign exchange gains and losses 769,888.36 -623,404.40 Unrealized gain from the change in fair value of derivatives -300,994.66 Change in provisions -1,141,823.93 142,986.91 Gains and losses of disposals of fixed assets -46.91 15,499.46 Financial income and expenses -89,386.45 -771,532.02 Cash flow before changes in working capital -25,247,246.03 -32,931,428.88 Changes in working capital Change in inventories -3,796,399.33 4,234,290.14 Change in trade and other receivables -4,130,572.11 1,330,020.59 Change in trade payables and short-term debts 12,851,148.13 2,515,783.93 Cash flow from operating activities before financial items and taxes -20,323,069.34 -24,851,334.22 Interest paid -723,520.04 -540,206.08 Interest received 1,260,004.95 1,307,114.34 Other financial income received 458,680.21 411,178.06 Taxes paid 374,388.07 Cash flow from operating activities (A) -19,327,904.22 -23,298,859.83 |
EUR 2025 2024 |
|---|---|
| Cash flow from investing activities | |
| Investments in tangible and intangible assets -3,353,116.44 -12,613,597.87 |
|
| Additions to subsidiary shares -22,342.07 |
|
| Short-term loans granted to subsidiaries -2,520,536.04 |
|
| Repayments of short-term loans granted to subsidiaries 5,431,565.79 902,666.20 |
|
| Increase (-)/decrease (+) of other investments and financial assets -196,180.43 24,461,980.04 |
|
| Proceeds from sale of tangible and intangible assets 68,624.63 97,752.86 |
|
| Cash flow from investing activities (B) 1,928,551.48 10,328,265.19 |
|
| Cash flow from financing activities | |
| Purchase of treasury shares -7,500.20 |
|
| Options exercised 176,216.20 |
|
| Proceeds from current loans from financial institutions 6,080,793.07 6,353,450.07 |
|
| Repayments of current loans from financial institutions -3,823,612.60 |
|
| Proceeds from current loans from subsidiaries 7,209,605.01 3,666,017.15 |
|
| Cash flow from financing activities (C) 9,643,001.68 10,011,967.02 |
|
| Changes in cash flows (A+B+C) -7,756,351.06 -2,958,627.62 |
|
| Cash and cash equivalents at the beginning of the period 7,817,654.74 10,776,282.36 |
|
| Cash and cash equivalents at the end of the period 61,303.68 7,817,654.74 |
|
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Notes to the parent company financial statements
1 ACCOUNTING PRINCIPLES
inventories includes purchase expenditure on materials, direct labor and other direct costs.
projects’ sales and expenses are recorded as sales and expenses based on the maturity of the projects.
Parent company information
Kempower Oyj is a parent company of Kempower Group and part of Kemppi Group, whose parent company is Kemppi Group Oy. Kempower Oyj and Kemppi Group Oy are domiciled in Lahti, Finland. Kempower Oyj’s registered address is Ala-Okeroistentie 29, 15700 Lahti. Kemppi Group Oy’s registered address is Kempinkatu 1, 15800 Lahti. Copies of the consolidated financial statements for Kempower Group and Kemppi Group can be obtained from the head office of each parent company.
Accounting policy applied in the financial statements
The consolidated financial statements have been prepared in accordance with the Finnish Accounting Standards (FAS).
Principles for valuation
Valuation of fixed assets
Intangible and tangible assets are stated on the balance sheet at acquisition cost, net of accumulated planned depreciation. Planned depreciation is calculated on a straight line basis over the useful economic life of the asset.
| The useful economic lives of assets are as follows: Intangible assets Long-term expenditure |
5-10 years 5 years |
|---|---|
| Machinery and equipment | 3–8 years |
Valuation of inventories
Inventories are presented at the acquisition cost or at the lower probable net realization value. Acquisition cost value is determined according to the weighted average procedure. The acquisition cost of manufactured
Valuation of other financial assets
Other financial assets include money market and other fixed income investments, which are presented at fair value. Capitalization agreements are classified as investments and valued at acquisition cost.
Foreign currency items and valuation of currency derivatives
Foreign currency receivables and liabilities are translated into euros at the average exchange rate on the closing date. The exchange rate differences arising from this and actual exchange rate differences during the financial period for trade receivables and trade payables are recorded as adjustment items for sales and purchases. Exchange rate differences for other commitments, receivables and liabilities are included in financial income and expenses. Derivative instruments are measured at fair value, and all valuation changes are recognized in the income statement for the period during which they occur. Changes in the value of forward contracts are calculated by measuring the contracts against the forward exchange rates on the balance sheet date and comparing them with the counter values calculated through the forward exchange rates on the date of entry into the forward contracts. A derivative with a positive fair value is recognized in "prepaid expenses and accrued income" whereas a derivative with a negative fair value is recognized in "accruals and deferred income".
Revenue recognition
Revenue is represented from the sales of the products and services at fair value adjusted by indirect taxes, discounts and exchange rate differences from foreign currency items. Revenue is recorded when the ownership of the product has been transferred to the buyer. Revenue is recognized during the same financial period when the service is provided. Fixed priced
2 REVENUE BY MARKET AREA
The naming of the regions has been changed in 2025, but the countries included in each region have remained the same as in previous financial years.
| EUR | 2025 | 2024 | |
|---|---|---|---|
| Finland | 21,249,529.88 | 43,245,036.88 |
|
| Other Nordic countries | 49,633,285.93 | 52,671,427.72 |
|
| Europe outside Nordics** | 106,081,174.09 | 80,277,771.56 |
|
| North America | 8,722,969.50 | 14,679,758.93 |
|
| APAC & MEA*** | 15,635,283.99 | 9,273,645.83 |
|
| Total | 201,322,243.39 | 200,147,640.92 |
Classification for the comparison year has been changed
- Other Nordic countries include Sweden, Norway, Denmark and Iceland *Previously named Rest of Europe
***Asia Pacific & Middle East and Africa. Previously named Rest of the World.
3 OTHER OPERATING INCOME
| EUR Government grants |
2025 2,734,107.99 |
2024 1,688,249.01 |
|
|---|---|---|---|
| Gains on disposal of IT-equipment | 967,298.01 | ||
| Gain from derivatives Insurance compensations Other operating income Total |
262,283.89 12,558.45 185,987.23 3,194,937.56 |
505,728.37 64,413.47 551,005.33 3,776,694.19 |
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4 PERSONNEL
| 4 PERSONNEL | ||
|---|---|---|
| Average number of personnel during financial period |
2025 | 2024 |
| Production employees | 157 | 166 |
| Office employees | 412 | 446 |
| Total | 569 | 612 |
Management and Board compensation
Wages, salaries and other benefits and pension benefits paid to the CEO and to the Leadership team members of the parent company and the Board of Directors are presented in the following table. For the compensation paid to the CEO and all the Leadership team members of Kempower Group see note 5.2 Related party transactions of the Consolidated Financial Statements.
| EUR | 2025 | 2024 |
|---|---|---|
| Managing director (2 Jun 2025 onwards) | ||
| Wages and salaries | 375,620.33 | |
| Pension expenses | 65,282.81 | |
| Total | 440,903.14 | |
| Managing director (until 1 Jun 2025)* | ||
| Wages and salaries** | 466,723.59 | 477,608.00 |
| Pension expenses | 63,549.25 | 89,312.70 |
| Total | 530,272.84 | 566,920.70 |
| Leadership team | ||
| Wages and salaries** | 1,210,947.12 | 1,175,519.30 |
| Pension expenses | 150,417.92 | 219,822.11 |
| Total | 1,361,365.04 | 1,395,341.41 |
| *Benefits amounting to EUR 350.1 thousand, payable to the CEO until 1 June 2025, will be paid during 2026 |
**Includes paid share-based incentives
| Board of directors | ||
|---|---|---|
| Vesa Laisi, Chair | 112,699.88 | 98,124.91 |
| Antti Kemppi, Vice Chair | 87,700.04 | 81,250.03 |
| Teresa Kemppi-Vasama, Member | 67,700.00 | 63,750.01 |
| Olli Laurén, Member | 73,300.00 | 75,350.01 |
| Tuula Rytilä, Member | 74,800.04 | 66,300.36 |
| Eriikka Söderström, Member | 77,699.96 | 71,999.63 |
| Barbara Thierart-Perrin, Member (8 Jul 2024 onwards) |
69,100.00 | 34,900.00 |
| Michael Hajesch, Member (7 May 2025 onwards) |
44,850.00 | |
| Tero Era, Member (until 27 Mar 2024) | 11,750.01 | |
| Kimmo Kemppi, Member (until 27 Mar 2024) | 11,750.01 | |
| Total | 607,849.92 | 515,174.97 |
Other management benefits
Personnel offering
In October 2021, the Company carried out a directed share issue, which deviated from shareholders’ pre-emptive right, to engage Kempower’s employees by issuing 5,789 new shares in the personnel issue. The subscription price in the personnel issue was EUR 100 per share before the free share issue registered on November 26, 2021, in which 53 new shares were issued for each existing share. The number of shares subscribed by the Extended Leadership Team after the free share issue was 69,714 shares. Kempower’s employees, including the CEO and Leadership Team, who participated in the personnel issue have signed a shareholder agreement under which, among other things, they have committed to sell their shares to the Company if their employment ends in certain circumstances. They have also committed to transfer restrictions that prevented them from selling, transferring, donating or pledging their subscribed shares without the permission of company’s Board of Directors until 31 December 2024.
Stock option program
In November 2021, Kempower launched a stock option programme, the target group of which was key employees working in Kempower’s subsidiaries outside of Finland as well as selected employees who have been employed after the Personnel Offering. The programme aimed to foster employee commitment, broaden the Company’s ownership base and give the opportunity to Kempower’s personnel to benefit from the potential increase in the Company’s value. The number of options per employee was set so that the subscription price of the options did not exceed the respective employee’s two months’ combined gross salary. The subscription period for stock options was between 1 January 2025 and 15 December 2025 and the subscription price was EUR 1.85 per option. In total 107,946 options were originally given. 95,252 options were exercised during the subscription period.
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Share-based incentive plan 2022-2024
Kempower launched in March 2022 a share-based incentive programme for Kempower’s leadership team and key employees. The aim was to align the objectives of the shareholders and key employees for increasing the value of the Company in the long-term, to commit the key employees to work for the Company and to offer them a competitive incentive scheme that is based on earning and accumulating shares.
The Performance Share Plan 2022–2024 consisted of a three (3) year performance period, covering the financial years of 2022–2024. The Board of Directors could decide on new performance periods on a yearly basis.
In the plan, the target group was given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan were to be paid after the end of the performance period partly in Kempower’s shares and partly in cash to cover taxes and tax-related costs. During the performance period, the rewards were based on the Total Shareholder Return of the Kempower share in 2022–2024 and Group Revenue in 2024. The value of the maximum rewards to be paid on the targeted level corresponded to a total of approximately 130,000 Kempower’s shares including also the cash proportion. However, if the targeted performance criteria were to be significantly exceeded the ultimate maximum of the rewards to be paid would correspond to a total of approximately 165,000 Kempower’s shares. Approximately 20 persons, including the CEO and other Kempower Extended Leadership Team members, belonged to the target group of the performance period. The Extended Leadership Team member is obliged to hold at least 50 percent of the shares received as a net reward from the performance share plan, until the total value of the member’s shareholding in Kempower equals to 50 percent of their annual base salary of the preceding year. Such number of Kempower’s shares must be held as long as the membership in the Extended Leadership Team continues.
On 8 May 2025 Kempower transferred a total of 45,286 of its own shares as the reward for the performance period.
Share-based incentive plan 2023–2025
Kempower launched in February 2023 a share-based incentive programme for Kempower group’s key employees. The aim was to align the objectives of the shareholders and key employees for increasing the value of the Company in the long-term, to commit the key employees to work for the Company and to offer them a competitive incentive scheme that was based on earning and accumulating shares. The Performance Share Plan 2023–2025 consisted of a three (3) year performance period, covering the financial years of 2023–2025.
In the plan, the target group was given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period partly in Kempower’s shares and partly in cash. The cash proportion of the reward is intended for covering taxes and statutory social security contributions arising from the rewards to the participants. In general, no reward is paid if the participant’s employment or director contract terminates before the reward payment.
During the performance period, the rewards were based on the Total Shareholder Return of the Kempower share in 2023–2025 and Group Revenue in 2023–2025. The value of the maximum rewards to be paid on the targeted level corresponded to a total of approximately 206,200 Kempower’s shares including also the cash proportion. Approximately 40 persons, including the CEO and other Kempower Leadership Team members, belonged to the target group of the performance period.
The Leadership Team member is obliged to hold at least 50 percent of the shares received as a net reward from the performance share plan, until the total value of the member’s shareholding in Kempower equals to 50 percent of their annual base salary of the preceding year. Such number of Kempower’s shares must be held as long as the membership in the Leadership Team continues.
Kempower expects to transfer approximately 30,000 shares as the reward for the performance period during the first half of 2026.
Employee share savings plan
In February 2023 The Board of Directors of Kempower decided to establish an Employee Share Savings Plan (ESSP) for the employees of Kempower and its subsidiaries.
The aim of the ESSP is to encourage employees to acquire and own Kempower shares, and it is intended to align the interests of the shareholders and the employees as well as to increase employees’ motivation and long-term commitment to the Company.
The ESSP consists of annually commencing plan periods, each one comprising of a 12-month savings period and a holding period following the savings period. The ESSP is offered to all Kempower employees in countries where there are no legal or administrative constraints for participation. The employees will have an opportunity to save a proportion of their salaries and an extra bonus and invest those savings in Kempower shares. The savings will be used for acquiring Kempower shares quarterly after the publication dates of the respective interim reports. As a reward for the commitment, Kempower grants the participating employees a gross award of one matching share for every two (2) savings shares acquired with their savings. Continuity of employment and holding of acquired savings shares for the duration of the holding period are the prerequisites for receiving the award.
The potential award will be settled in shares, or partly in shares and partly in cash, after the end of the holding period. The cash proportion is intended to cover taxes and tax-related costs arising from the award in those countries where the employer has the obligation to withhold taxes. Matching shares will be freely transferable after their registration on the participant’s book-entry account. Any dividends to be paid on the acquired savings shares, the matching shares given within the ESSP, and any other shares received within the ESSP will be reinvested in additional shares on the next potential acquisition date. These shares will have an equal right to matching shares.
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Participation in the ESSP is voluntary and the employees will be invited to participate in one plan period at a time. The first savings period commenced on 1 April 2023 and ended on 31 March 2024. The holding period of the first plan period begins at the first acquisition of savings shares and ends on 31 March 2026. The estimated maximum expense for the first plan period is approximately EUR 1,3 million. The final expense depends on the employees’ participation and savings rate in the plan, and the fulfilment of the prerequisites for receiving matching shares, as well as the number of shares acquired from the market with savings.
New plans have been established for period 2024–2027, which commenced on 1 April 2024 and ended on 31 March 2025, period 2025–2028, which commenced on 1 April 2025 and ends on 31 March 2026 and for period 2026—2029, which commences on 1 April 2026 and ends on 31 March 2027.
Performance Share Plan 2024–2026
In December 2023 the Board of Directors of Kempower resolved to establish a Performance Share Plan for the Group’s key employees. The aim is to align the objectives of the shareholders and key employees for increasing the value of the Company in the long-term, to commit the key employees to work for the Company and to offer them a competitive incentive scheme that is based on earning and accumulating shares.
The Performance Share Plan 2024–2026 consists of a three (3) year performance period, covering the financial years of 2024–2026.
In the plan, the target group is given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period. The reward will be paid partly in Kempower’s shares and partly in cash, which is used to cover income taxes and social charges.
During the performance period, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share in 2024–2026, Group Revenue in 2024–2026 and CO2 emission reduction per Revenue in 2024–2026. The value of the maximum rewards to be paid will correspond to a total of approximately 219,400 Kempower’s shares including also the cash proportion.
Approximately 50 persons, including the CEO and other Kempower Leadership Team members, belong to the target group of the performance period.
Restricted Share Unit Plan 2024 – 2027
In December 2023 the Board of Directors of Kempower resolved to establish a Restricted Share Unit Plan for selected key employees of the Group. The purpose of the plan is to align the interests of the Company’s shareholders and key employees to increase the Company’s value in the long-term, to commit key employees at the Company and to offer them a competitive incentive plan based on receiving the Company’s shares.
The plan is intended to be used as a tool in situations seen necessary by the Board of Directors, for example ensuring retention of key talents to the Company, attracting a new talent or other specific situations determined by the Board of Directors.
The Board of Directors may allocate rewards from the Restricted Share Unit Plan 2024—2027 during financial years 2024—2027.
The rewards will be paid by the end of May 2027, 2028, 2029, 2030 or 2031, but always so that there is at least three (3) years between the determination reward and the payment of the reward. The reward is based on a valid employment or director contract and on the continuity of the employment or service.
Share-based incentive plan 2025-2027
In February 2025 the Board of Directors of Kempower has resolved to establish a Performance Share Plan for the group’s key employees. The aim is to align the objectives of the shareholders and key employees for increasing the value of the company in the long term, to commit the key employees to work for the company and to offer them a competitive incentive scheme that is based on earning and accumulating shares. The Performance Share Plan 2025–2027 consists of a three (3) year performance period, covering the financial years of 2025–2027.
In the plan, the target group is given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period.
During the performance period, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share in 2025–2027, Group Revenue in 2025–2027 and CO2 emission reduction per Revenue in 2025– 2027. The value of the maximum rewards to be paid will correspond to a total of approximately 675,000 Kempower’s shares including also the cash proportion.
Approximately 50 persons, including the CEO and other Kempower Leadership Team members, belong to the target group of the performance period.
Share-based incentive plan 2026-2028
In December 2025 the Board of Directors of Kempower has resolved to establish a Performance Share Plan for the group’s selected target group. The aim is to align the objectives of the shareholders and the individuals
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within the selected target group for increasing the value of the company in the long term, to commit these individuals to work for the company and to offer them a competitive incentive scheme that is based on earning and accumulating shares. The Performance Share Plan 2026–2028 consists of a three (3) year performance period, covering the financial years of 2026– 2028.
In the plan, the target group is given an opportunity to earn Kempower’s shares based on performance. The potential rewards based on the plan will be paid after the end of the performance period.
During the performance period, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share in 2026–2028, Group Revenue in 2028 and CO2 emission reduction per Revenue in 2028. The value of the maximum rewards to be paid will correspond to a total of approximately 644,670 Kempower’s shares including also the cash proportion. The estimated maximum expense for the performance period 2026–2028, based on Kempower’s share value in December 2025, is EUR 9,109,000 in total.
Approximately 50 persons, including the CEO and other Kempower Leadership Team members, belong to the target group of the performance period.
Apart from the above the CEO does not have any other personal compensation plan based on shares or stock options or any other special rights entitling to shares.
5 AUDITOR’S FEES
| EUR | 2025 | 2024 |
|---|---|---|
| Audit fees | -266,667.96 | -328,728.73 |
| Sustainability Statement assurance fee | -158,800.00 | -135,800.00 |
| Tax consultation | -59,723.00 | -24,626.00 |
| Other fees | -39,454.00 | -15,623.84 |
| Total | -524,644.96 | -504,778.57 |
6 DEPRECIATION AND AMORTIZATION
| EUR | 2025 | 2024 |
|---|---|---|
| Intangible rights | -108,112.88 | -102,620.59 |
| Other long-term expenditures | -1,341,718.30 | -761,375.90 |
| Machinery and equipment | -2,970,931.06 | -1,797,428.11 |
| Total | -4,420,762.24 | -2,661,424.60 |
7 OTHER OPERATING EXPENSES
| EUR Sales and marketing expenses |
2025 -4,883,645.11 |
2024 -6,858,038.01 |
|
|---|---|---|---|
| Administration expenses | -8,166,149.16 | -8,912,662.34 |
|
| IT expenses | -8,795,906.97 | -10,634,424.10 |
|
| Premises and vehicle expenses | -10,236,254.82 | -7,266,341.30 |
|
| Machinery and tool expenses | -1,064,942.87 | -1,275,575.81 |
|
| Research and development expenses | -6,673,321.53 | -7,866,590.33 |
|
| Warranty expenses | -16,898,621.96 | -16,457,865.60 | |
| Other personnel expenses | -2,361,244.71 | -2,045,462.74 |
|
| Intercompany service fees | -9,014,937.60 | -14,361,885.65 |
|
| Total | -68,095,024.73 | -75,678,845.88 |
8 FINANCIAL INCOME AND EXPENSES
| EUR | 2025 | 2024 |
|---|---|---|
| Other interest and financial income | ||
| From Group companies | ||
| Interest income | 981,982.38 | 1,098,537.35 |
| Foreign exchange gain (realized) | 31,089.36 | 29,897.79 |
| Foreign exchange gain (unrealized) | 56,896.44 | 1,141,817.66 |
| From Others | ||
| Interest income | 274,172.63 | 213,939.12 |
| Foreign exchange gain (realized) | 1,451,109.21 | 373,118.51 |
| Foreign exchange gain (unrealized) | 499,674.11 | 1,197.16 |
| Change in fair value of money market investments |
287,424.57 | |
| Other financial income | 1,581,239.69 | |
| Total | 3,582,348.70 | 4,439,747.28 |
| EUR | 2025 | 2024 |
| Interest expenses and other financial expenses | ||
| To Group companies | ||
| Interest expenses | -180,072.53 | -93,394.99 |
| Foreign exchange loss (realized) | -501,227.52 | -49,531.93 |
| Foreign exchange loss (unrealized) | -1,761,120.95 | -56,540.63 |
| To Others | ||
| Change in fair value of money market investments |
-914,888.67 | |
| Interest expenses | -581,663.77 | -454,869.45 |
| Foreign exchange loss (realized) | -194,864.74 | -1,144,950.20 |
| Foreign exchange loss (unrealized) | -8,391.60 | -699,225.23 |
| Other financial expenses | -265,621.14 | -254,814.16 |
| Total | -3,492,962.25 | -3,668,215.26 |
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9 APPROPRIATIONS
| 9 APPROPRIATIONS | ||
|---|---|---|
| EUR | 2025 | 2024 |
| Change in cumulative accelerated depreciation | 2,970,884.15 | |
| Total | 2,970,884.15 |
10 INCOME TAXES
| 10 INCOME TAXES | ||
|---|---|---|
| EUR | 2025 | 2024 |
| Income tax on main business operations | -3,000.10 | |
| Total | -3,000.10 |
11 ASSETS
Intangible assets
| EUR | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Intangible rights | ||
| Acquisition cost, Jan 1 | 726,461.30 | 706,476.30 |
| Increases | 19,985.00 | |
| Reclassifications | 50,039.04 | |
| Acquisition cost, Dec 31 | 776,500.34 | 726,461.30 |
| Accumulated amortization, Jan 1 | -296,794.32 | -194,173.73 |
| Amortization for the financial year | -108,112.88 | -102,620.59 |
| Accumulated amortization, Dec 31 | -404,907.20 | -296,794.32 |
| Carrying amount, Dec 31 | 371,593.14 | 429,666.98 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Other long-term expenses | ||
| Acquisition cost, Jan 1 | 6,463,812.68 | 2,220,387.37 |
| Reclassifications | 991,365.25 | 4,243,425.31 |
| Acquisition cost, Dec 31 | 7,455,177.93 | 6,463,812.68 |
| Accumulated amortization, Jan 1 | -1,628,217.33 | -866,841.43 |
| Amortization for the financial year | -1,341,718.30 | -761,375.90 |
| Accumulated amortization, Dec 31 | -2,969,935.63 | -1,628,217.33 |
| Carrying amount, Dec 31 | 4,485,242.30 | 4,835,595.35 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Advance payments and purchases in progress | ||
| Acquisition cost, Jan 1 | 174,844.81 | |
| Increases | 218,289.20 | 174,844.81 |
| Reclassifications | -50,039.04 | |
| Acquisition cost, Dec 31 | 343,094.97 | 174,844.81 |
| Carrying amount, Dec 31 | 343,094.97 | 174,844.81 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Total intangible assets | ||
| Acquisition cost, Jan 1 | 7,365,118.79 | 2,926,863.67 |
| Increases | 218,289.20 | 194,829.81 |
| Reclassifications | 991,365.25 | 4,243,425.31 |
| Acquisition cost, Dec 31 | 8,574,773.24 | 7,365,118.79 |
| Accumulated amortization, Jan 1 | -1,925,011.65 | -1,061,015.16 |
| Amortization for the financial year | -1,449,831.18 | -863,996.49 |
| Accumulated amortization, Dec 31 | -3,374,842.83 | -1,925,011.65 |
| Carrying amount, Dec 31 | 5,199,930.41 | 5,440,107.14 |
Tangible assets
| EUR | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Machinery and equipment | ||
| Acquisition cost, Jan 1 | 17,952,012.03 | 9,312,060.83 |
| Increases | 19,236.26 | 12,040.60 |
| Reclassifications | 2,296,158.47 | 8,656,542.60 |
| Disposals | -70,000.00 | -28,632.00 |
| Acquisition cost, Dec 31 | 20,197,406.76 | 17,952,012.03 |
| Accumulated depreciation, Jan 1 | -3,503,078.80 | -1,711,444.22 |
| Accumulated depreciation on disposals | 5,833.33 | 5,793.53 |
| Depreciation for the financial year | -2,970,931.06 | -1,797,428.11 |
| Accumulated depreciation, Dec 31 | -6,468,176.53 | -3,503,078.80 |
| Carrying amount, Dec 31 | 13,729,230.23 | 14,448,933.23 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Advance payments and purchases in progress | ||
| Acquisition cost, Jan 1 | 1,341,849.33 | 1,925,503.63 |
| Increases | 3,115,590.98 | 12,406,727.46 |
| Reclassifications | -3,287,523.72 | -12,899,967.91 |
| Disposals | -4,411.05 | -90,413.85 |
| Acquisition cost, Dec 31 | 1,165,505.54 | 1,341,849.33 |
| Carrying amount, Dec 31 | 1,165,505.54 | 1,341,849.33 |
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| EUR | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Total tangible assets | ||
| Acquisition cost, Jan 1 | 19,293,861.36 | 11,237,564.46 |
| Increases | 3,134,827.24 | 12,418,768.06 |
| Reclassifications | -991,365.25 | -4,243,425.31 |
| Disposals | -74,411.05 | -119,045.85 |
| Acquisition cost, Dec 31 | 21,362,912.30 | 19,293,861.36 |
| Accumulated depreciation, Jan 1 | -3,503,078.80 | -1,711,444.22 |
| Accumulated depreciation on disposals | 5,833.33 | 5,793.53 |
| Depreciation for the financial year | -2,970,931.06 | -1,797,428.11 |
| Accumulated depreciation, Dec 31 | -6,468,176.53 | -3,503,078.80 |
| Carrying amount, Dec 31 | 14,894,735.77 | 15,790,782.56 |
Investments
| EUR | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Shares in Group companies | ||
| Acquisition cost, Jan 1 | 325,919.09 | 325,919.09 |
| Increases | 22,342.07 | |
| Acquisition cost, Dec 31 | 348,261.16 | 325,919.09 |
| Carrying amount, Dec 31 | 348,261.16 | 325,919.09 |
Kempower Board of is MORE Directors’ report
Sustainability Corporate governance statement statement
| EUR | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Other investments | ||
| Acquisition cost, Jan 1 | 36,432,956.42 | 36,432,956.42 |
| Acquisition cost, Dec 31 | 36,432,956.42 | 36,432,956.42 |
| Carrying amount, Dec 31 | 36,432,956.42 | 36,432,956.42 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Investments total | ||
| Acquisition cost, Jan 1 | 36,758,875.51 | 36,758,875.51 |
| Increases | 22,342.07 | |
| Acquisition cost, Dec 31 | 36,781,217.58 | 36,758,875.51 |
| Carrying amount, Dec 31 | 36,781,217.58 | 36,758,875.51 |
| 12 RECEIVABLES | ||
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Non-current receivables from Group companies | ||
| Non-current loan receivables | 2,468,085.11 | 8,374,241.98 |
| Non-current receivables total | 2,468,085.11 | 8,374,241.98 |
Current receivables
| EUR | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Receivables from others | ||
| Trade receivables | 36,940,793.40 | 23,321,407.91 |
| VAT receivables | 3,467,240.98 | 747,031.91 |
| Other receivables | 75,773.08 | 258,306.96 |
| Other financial assets | 11,030,277.82 | 10,743,960.66 |
| Prepaid expenses and accrued income | 8,088,755.78 | 7,928,896.05 |
| Total | 59,602,841.06 | 42,999,603.49 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Receivables from Group companies | ||
| Trade receivables | 6,294,574.30 | 15,328,213.45 |
| Loan receivables | 9,617,021.28 | 11,176,323.79 |
| Prepaid expenses and accrued income | 161,116.81 | 1,407,549.63 |
| Internal bank receivables | 197,599.91 | 670.19 |
| Total | 16,270,312.30 | 27,912,757.06 |
| Total current receivables | 75,873,153.36 | 70,912,360.55 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Specification of prepaid expenses and accrued income |
||
| Accrued government grants | 2,041,648.88 | 1,776,647.12 |
| IT costs paid in advance | 903,783.54 | 916,529.62 |
| Other costs paid in advance | 1,373,728.81 | 1,905,643.39 |
| Contract assets (sales accruals) | 3,408,412.31 | 3,245,855.02 |
| Derivatives | 361,182.24 | 84,220.90 |
| Prepaid expenses and accrued income total | 8,088,755.78 | 7,928,896.05 |
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13 EQUITY
| 13 EQUITY | ||
|---|---|---|
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Changes in equity | ||
| Share capital, Jan 1 | 80,000.00 | 80,000.00 |
| Share capital, 31 Dec | 80,000.00 | 80,000.00 |
| Invested unrestricted equity fund, Jan 1 | 95,284,010.19 | 95,291,510.39 |
| Acquisition of own shares | -7,500.20 | |
| Options exercised | 176,216.20 | |
| Invested unrestricted equity fund, 31 Dec | 95,460,226.39 | 95,284,010.19 |
| Retained earnings, 1 Jan | -9,014,636.36 | 25,043,772.51 |
| Profit/loss for the financial year | -26,235,755.19 | -34,058,408.87 |
| Retained earnings, 31 Dec | -35,250,391.55 | -9,014,636.36 |
| Total equity | 60,289,834.84 | 86,349,373.83 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Calculation of parent company's distributable equity |
||
| Retained earnings from previous periods, 31 Dec | -9,014,636.36 | 25,043,772.51 |
| Profit/loss for the financial year | -26,235,755.19 | -34,058,408.87 |
| Invested unrestricted equity fund, 31 Dec | 95,460,226.39 | 95,284,010.19 |
| Parent company's distributable equity, total | 60,209,834.84 | 86,269,373.83 |
The distributable assets total EUR 60,209,834.84. The Board of Directors proposes to the Annual General Meeting that no dividend shall be distributed and the profit for the financial year will be transferred to the retained earnings account.
14 APPROPRIATIONS
| 14 APPROPRIATIONS | ||
|---|---|---|
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Cumulative accelerated depreciation, 1 Jan | 3,483,314.44 | 3,483,314.44 |
| Change in accelerated depreciation | -2,970,884.15 | |
| Cumulative accelerated depreciation, 31 Dec | 512,430.29 | 3,483,314.44 |
15 PROVISIONS
| 15 PROVISIONS | ||
|---|---|---|
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Non-current provision for warranty expenses | 4,844,691.00 | 5,754,000.19 |
| Current provision for warranty expenses | 6,533,926.00 | 7,832,929.44 |
| Short-term other provisions | 1,799,330.09 | 732,841.39 |
| Total | 13,177,947.09 | 14,319,771.02 |
16 CURRENT LIABILITIES
| 16 CURRENT LIABILITIES | ||
|---|---|---|
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Payables to Others | ||
| Trade payables | 30,380,681.93 | 21,519,534.30 |
| Advance payments | 1,123,976.07 | 2,929,112.99 |
| Loans from financial institutions | 8,610,630.54 | 6,353,450.07 |
| Other liabilities | 889,260.60 | 787,123.07 |
| Accruals and deferred income | 30,951,065.00 | 19,789,930.45 |
| Total | 71,955,614.14 | 51,379,150.88 |
| Payables to Group companies | ||
| Trade payables | 12,358,720.80 | 9,498,151.02 |
| Internal bank liabilities | 10,875,622.16 | 3,666,017.15 |
| Other liabilities | 3,439.96 | 424,394.48 |
| Accruals and deferred income | 13,767,569.03 | 19,840,202.73 |
| Total | 37,005,351.95 | 33,428,765.38 |
| Total current liabilities | 108,960,966.09 | 84,807,916.26 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Specification of accruals and deferred income | ||
| Employee benefit accruals | 11,207,782.79 | 8,696,821.61 |
| IT cost accruals | 578,654.28 | 619,418.75 |
| Administration cost accruals | 723,716.34 | 310,981.76 |
| Other operating expense accruals | 3,477,196.03 | 4,005,559.75 |
| Contract liabilities (sales accruals) | 14,598,375.17 | 5,826,872.89 |
| Derivatives | 365,340.39 | 330,275.69 |
| Total |
30,951,065.00 | 19,789,930.45 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Specification of accruals and deferred income to Group companies |
||
| Transfer pricing adjustments | 10,147,133.03 | 18,871,253.65 |
| Other costs allocated to the period | 764,171.55 | 356,172.87 |
| Other accruals | 2,856,264.45 | 612,776.21 |
| Total | 13,767,569.03 | 19,840,202.73 |
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17 COMMITMENTS
| 17 COMMITMENTS | ||
|---|---|---|
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Amount payable under leases | ||
| Due for payment in next financial year | 8,693,725.82 | 8,043,818.48 |
| Due for payment at a later date | 14,874,416.38 | 22,088,868.12 |
| Total | 23,568,142.20 | 30,132,686.60 |
| EUR | 31 Dec 2025 | 31 Dec 2024 |
| Other commitments | ||
| Purchase commitments to Kemppi Group companies |
6,506,975.00 | 3,289,000.00 |
| Purchase commitments to other companies | 16,236,826.64 | 23,823,000.96 |
| Guarantees given on own behalf | 2,718,482.15 | 1,513,487.71 |
| Guarantees given on behalf of subsidiaries | 4,093,367.40 | 4,484,286.89 |
| Total | 29,555,651.19 | 33,109,775.56 |
18 EVENTS AFTER THE REPORTING DATE
No material events have occurred in the Company after the balance sheet date that would affect the financial statements.
Lease liabilities of 31 December 2025 consists mainly from the lease agreement of Kempower's production site in Lahti. Kempower Oyj signed the lease contract with Kemppi Group Oy in 2021. The lease agreement is valid until the end of 2031. The lease liability for this lease is EUR 11,108,523.
Unused credit facilities
| EUR | 31 Dec 2025 | 31 Dec 2024 |
|---|---|---|
| Bank overdraft facility, payable at call | ||
| Amount used | 8,610,630.50 | 6,052,849.82 |
| Amount unused | 16,389,369.50 | 18,947,150.18 |
| Green revolving credit facility, payable at call | ||
| Amount used | ||
| Amount unused | 55,000,000.00 | 30,000,000.00 |
| Unused credit facilities total | 71,389,369.50 | 48,947,150.18 |
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Signatures of the financial statements
Financial statements prepared in accordance with IFRS Accounting Standards provide a true and fair view of the assets, liabilities, financial position, and profit or loss of both the Company and the entities included in its consolidated financial statements. The report of the Board of Directors includes a description that gives a true and fair view of the development and results of the business activities of the Company and the entities included in its consolidated financial statements, as well as a description of the most significant risks and uncertainties and other aspects of the Company. The sustainability report included in the report of the Board of Directors is prepared in accordance with the reporting standards referred to in Chapter 7 and Article 8 of the Taxonomy Regulation.
Helsinki, 10 March 2026
Vesa Laisi
Chair of the Board
Antti Kemppi
Vice Chair of the Board,
Olli Laurén
Teresa Kemppi-Vasama
Member of the Board Member of the Board
Tuula Rytilä
Member of the Board
Member of the Board
Eriikka Söderström
Member of the Board
Barbara Thierart-Perrin
Michael Hajesch
Bhasker Kaushal
Member of the Board Member of the Board Managing Director
Auditor’s note
A report on the audit carried out has been submitted today. Helsinki, 10 March 2026
Ernst & Young Oy
Toni Halonen
KHT
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(Translation of the Finnish original) Auditor’s report
To the Annual General Meeting of Kempower Corporation
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Kempower Oyj (business identity code 2856868-5) for the year ended 31 December, 2025. The financial statements comprise the consolidated balance sheet, income statement, statement of comprehensive income, statement of changes in equity, statement of cash flows and notes, including material accounting policy information, as well as the parent company’s balance sheet, income statement, statement of cash flows and notes.
In our opinion
-
the consolidated financial statements give a true and fair view of the group’s financial position, financial performance and cash flows in accordance with IFRS Accounting Standards as adopted by the EU.
-
the financial statements give a true and fair view of the parent company’s financial performance and financial position in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements.
Our opinion is consistent with the additional report submitted to the Audit Committee.
Basis for Opinion
We conducted our audit in accordance with good auditing practice in Finland. Our responsibilities under good auditing practice are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report.
We are independent of the parent company and of the group companies in accordance with the ethical requirements that are applicable in Finland and are relevant to our audit, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
In our best knowledge and understanding, the non-audit services that we have provided to the parent company and group companies are in compliance with laws and regulations applicable in Finland regarding these services, and we have not provided any prohibited non-audit services referred to in Article 5(1) of regulation (EU) 537/2014. The non-audit services that we have provided have been disclosed in note 2.5 to the consolidated financial statements and in note 5 to the parent company’s financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial statements.
We have also addressed the risk of management override of internal controls. This includes consideration of whether there was evidence of management bias that represented a risk of material misstatement due to fraud.
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How our audit addressed the Key Audit Matter Key Audit Matter
To address the risk of material misstatement related to revenue recognition, our audit procedures included, among others:
Revenue Recognition
We refer to the Group’s accounting policies and the note 2.1
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The revenue of the Kempower • We assessed the Group for the financial year was appropriateness of the 251.3 million euros, primarily Kempower Group's accounting consisting of deliveries of electric principles regarding revenue vehicle chargers and charging recognition in relation to stations, as well as maintenance the applicable recognition and installation services for standards. chargers. • We formed an understanding Revenues from the sale of of the processes and controls related to the timing of revenue
-
charging products are recognition in the Group, as
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recognized in accordance with well as reviewed the contract
-
the delivery terms used at the terms.
Revenues from the sale of charging products are recognized in accordance with the delivery terms used at the moment when control of the products transfers to the buyer. For services sold to customers, sales revenues are recorded at the time the service is performed.
- We tested sales through data analytics and by testing individual sales transactions, including testing the cut-off of sales on the financial
statement date and during quarterly reporting to ensure the timely revenue recognition.
Revenue is a key performance measure used in the Kempower Group, which may create an incentive for the premature recognition of sales revenues.
Revenue recognition was determined to be a key audit matter and a significant risk of material misstatement referred to in EU Regulation No 537/2014, point (c) of Article 10(2) due to the risk related proper timing of revenue recognition.
- We obtained external confirmations of accounts
receivable and analyzed credit
notes recorded in the subsequent period after the financial statement date.
- We evaluated the disclosures related to the Group revenue recognition.
Valuation of inventories
We refer to the Group’s accounting policies and the note 3.4
Our audit procedures included, among others:
As of the balance sheet date, • We assessed the accounting December 31, 2025, the amount of principles related to inventory was 58.5 million euros, the recognition of inventory in representing 24% of total assets. the Group in relation to The inventory write-downs the applicable accounting recognized as expenses standards. amounted to 1.2 million euros. • We evaluated the processes Inventory is valued at acquisition and methods related to the cost or at the net realizable value. valuation of inventory. The value of inventory includes • We performed substantive write-downs due to testing procedures to verify obsolescence. Determining the the determination of the cost obsolescence provision is based of inventory items. on management's assessment of • We reviewed management's the inventory turnover rate and analyses and calculations the level of obsolete stock as of related to slow-moving or the balance sheet date. Inventory obsolete inventory, as well as valuation was determined to be the assumptions used in a key audit matter due to the determining the obsolescence total amount of inventory is provision. significant to the financial • We assessed statements, and due to that the the appropriateness of valuation of inventory requires the disclosures related to management's estimates of the Group's inventory valuation future sales and the level of the principles and balance obsolescence provision. sheet values.
• We assessed the appropriateness of the disclosures related to the Group's inventory valuation principles and balance sheet values.
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Responsibilities of the Board of Directors and
the Managing Director for the Financial Statements
The Board of Directors and the Managing Director are responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the EU, and of financial statements that give a true and fair view in accordance with the laws and regulations governing the preparation of financial statements in Finland and comply with statutory requirements. The Board of Directors and the Managing Director are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors and the Managing Director are responsible for assessing the parent company’s and the group’s ability to continue as going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting. The financial statements are prepared using the going concern basis of accounting unless there is an intention to liquidate the parent company or the group or cease operations, or there is no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance on whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with good auditing practice will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.
As part of an audit in accordance with good auditing practice, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the parent company’s or the group’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of the Board of Directors’ and the Managing Director’s use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the parent company’s or the group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the parent company or the group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events so that the financial statements give a true and fair view.
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Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Other Reporting Requirements
Information on our audit engagement
We were first appointed as auditors by the Annual General Meeting on 11.9.2017, and our appointment represents a total period of uninterrupted engagement of 9 years. Kempower Oyj has become public interest entity on 12.6.2024.
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Other information
The Board of Directors and the Managing Director are responsible for the other information. The other information comprises the report of the Board of Directors and the information included in the Annual Report, but does not include the financial statements and our auditor’s report thereon. We have obtained the report of the Board of Directors prior to the date of this auditor’s report, and the Annual Report is expected to be made available to us after that date.
Our opinion on the financial statements does not cover the other information.
If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Helsinki 10 March 2026
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Toni Halonen
Authorized Public Accountant
In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. With respect to report of the Board of Directors, our responsibility also includes considering whether the report of the Board of Directors has been prepared in compliance with the applicable provisions, excluding the sustainability report information on which there are provisions in Chapter 7 of the Accounting Act and in the sustainability reporting standards.
In our opinion, the information in the report of the Board of Directors is consistent with the information in the financial statements and the report of the Board of Directors has been prepared in compliance with the applicable provisions. Our opinion does not cover the sustainability report information on which there are provisions in Chapter 7 of the Accounting Act and in the sustainability reporting standards.
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statement (Translation of the Finnish original) Assurance report on the Sustainability
To the Annual General Meeting of Kempower Oyj
We have performed a limited assurance engagement on the group sustainability statement of Kempower Oyj (business identity code 2856868-5) that is referred to in Chapter 7 of the Accounting Act and that is included in the report of the Board of Directors for the reporting period 1.1.– 31.12.2025.
Opinion
Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that causes us to believe that the group sustainability statement does not comply, in all material respects, with
- 1) the requirements laid down in Chapter 7 of the Accounting Act and the sustainability reporting standards (ESRS), and
2) the requirements laid down in Article 8 of the Regulation (EU) 2020/852 of the European Parliament and of the Council on the establishment of a framework to facilitate sustainable investment, and amending Regulation (EU) 2019/2088 (EU Taxonomy).
Point 1 above also contains the process in which Kempower Oyj has identified the information for reporting in accordance with the sustainability reporting standards (double materiality assessment).
Our opinion does not cover the tagging of the group sustainability statement with digital XBRL sustainability tags in accordance with Chapter 7, Section 22, Subsection 1(2), of the Accounting Act, because sustainability reporting companies have not had the possibility to comply with that requirement in the absence of requirements for the tagging of
sustainability information in the ESEF regulation or other European Union legislation.
Basis for Opinion
We performed the assurance of the group sustainability statement as a limited assurance engagement in compliance with good assurance practice in Finland and with the International Standard on Assurance Engagements (ISAE) 3000 (Revised) Assurance Engagements Other than Audits or Reviews of Historical Financial Information .
Our responsibilities under this standard are further described in the Responsibilities of the Authorized Group Sustainability Auditor section of our report.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Other Matter
We draw attention to the fact that the group sustainability statement of Kempower Oyj, prepared in accordance with Chapter 7 of the Accounting Act, has been prepared and assured for the first time for the financial year January 1–December 31, 2024. Our opinion covers the comparative information that has been presented in the group sustainability statement for January 1–December 31, 2024, but not any other comparative information. Our opinion is not modified in respect of this matter.
Authorized Group Sustainability Auditor's Independence and Quality Management
We are independent of the parent company and of the group companies in accordance with the ethical requirements that are applicable in Finland and are relevant to our engagement, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
The Authorized Group Sustainability Auditor applies International Standard on Quality Management ISQM 1, which requires the Authorized Sustainability Audit Firm to design, implement and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
Responsibilities of the Board of Directors and the Managing Director
The Board of Directors and the Managing Director of Kempower Oyj are responsible for:
-
the group sustainability statement and for its preparation and presentation in accordance with the provisions of Chapter 7 of the Accounting Act, including the process that has been defined in the sustainability reporting standards and in which the information for reporting in accordance with the sustainability reporting standards has been identified,
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the compliance of the group sustainability statement with the requirements laid down in Article 8 of the Regulation (EU) 2020/852 of the European Parliament and of the Council on the establishment of a framework to facilitate sustainable investment, and amending Regulation (EU) 2019/2088, and for
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such internal control as the Board of Directors and the Managing Director determine is necessary to enable the preparation of a group sustainability statement that is free from material misstatement, whether due to fraud or error.
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Inherent Limitations in the Preparation of a Sustainability Statement
The preparation of the group sustainability statement requires a materiality assessment from the company in order to identify relevant disclosures. This significantly involves management judgment and choices. Group Sustainability reporting is also characterized by the fact that reporting of this type of information involves estimates and assumptions, as well as measurement and assessment uncertainty.
The determination of greenhouse gases is subject to inherent uncertainty due to the incomplete scientific data used to determine the emission factors and the numerical values needed to combine emissions of different gases.
When reporting future-related information in accordance with the ESRS standards, the company’s management must present assumptions regarding possible future events and disclose the company's potential future actions related to these events, as well as prepare future-related information based on these assumptions. The actual outcome is likely to differ, as predicted events often do not occur as expected.
Responsibilities of the Authorized Group Sustainability Auditor
Our responsibility is to perform an assurance engagement to obtain limited assurance about whether the group sustainability statement is free from material misstatement, whether due to fraud or error, and to issue a limited assurance report that includes our opinion. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the decisions of users taken on the basis of the group sustainability statement.
Compliance with the International Standard on Assurance Engagements (ISAE) 3000 (Revised) requires that we exercise professional judgment and maintain professional skepticism throughout the engagement. We also:
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Identify and assess the risks of material misstatement of the group sustainability statement, whether due to fraud or error, and obtain an understanding of internal control relevant to the engagement in order to design assurance procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the parent company’s or the group’s internal control.
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Design and perform assurance procedures responsive to those risks to obtain evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Description of the Procedures That Have Been Performed
The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in extent than for, a reasonable assurance engagement. The nature, timing and extent of assurance procedures selected depend on professional judgment, including the assessment of risks of material misstatement, whether due to fraud or error. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have been obtained had a reasonable assurance engagement been performed.
Our procedures included for ex. the following:
-
We have interviewed the management of the group as well as key personnel responsible for collecting and reporting of the information included in the group sustainability statement.
-
Through interviews, we gained an understanding of the group’s control environment related to the group sustainability reporting process.
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We evaluated the implementation of the company's double materiality assessment process in relation to the requirements of the ESRS standards, as well as whether the information provided from the double
materiality assessment is in material respects in accordance with the ESRS standards.
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We assessed whether the group sustainability statement in material respects meets the requirements of the ESRS standards regarding material sustainability topics:
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We have tested the accuracy of the information presented in the group sustainability statement by comparing the information on a sample basis to the documentation and records prepared by the company and assessed whether they support the information included in the group sustainability statement.
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We have on a sample basis performed analytical assurance procedures and related inquiries, recalculations and inspected documentation, as well as tested data aggregation to assess the accuracy of the group sustainability statement.
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We conducted a site visit at a selected location.
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Regarding EU Taxonomy data, we gained an understanding of the process by which a company has defined taxonomy-eligible and taxonomy-aligned economic activities, and we assessed the compliance of the information provided.
Helsinki 10 March 2026
Ernst & Young Oy Authorized Sustainability Audit Firm
Toni Halonen
Authorized Sustainability Auditor
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Independent auditor’s report on the ESEF consolidated financial (Translation of the Finnish original) statements of Kempower Corporation
To the Board of Directors of Kempower Corporation
We have performed a reasonable assurance engagement on the financial statements 743700EIG9TDB5QNZS09-2025-12-31-fi.zip of Kempower Corporation (y-identifier: 2856868-5) that have been prepared in accordance with the Commission’s regulatory technical standard for the financial year ended 31.12.2025.
Responsibilities of the Board of Directors
and the Managing Director
The Board of Directors and the Managing Director are responsible for the preparation of the company’s report of Board of Directors and financial statements (the ESEF financial statements) in such a way that they comply with the requirements of the Commission’s regulatory technical standard. This responsibility includes:
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preparing the ESEF financial statements in XHTML format in accordance with Article 3 of the Commission’s regulatory technical standard
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tagging the primary financial statements, notes and company’s identification data in the consolidated financial statements that are included in the ESEF financial statements with iXBRL tags in accordance with Article 4 of the Commission’s regulatory technical standard and
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ensuring the consistency between the ESEF financial statements and the audited financial statements.
The Board of Directors and the Managing Director are also responsible for such internal control as they determine is necessary to enable the preparation of ESEF financial statements in accordance the requirements of the Commission’s regulatory technical standard.
Auditor’s Independence and Quality Management
We are independent of the company in accordance with the ethical requirements that are applicable in Finland and are relevant to the engagement we have performed, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
The firm applies International Standard on Quality Management (ISQM) 1, which requires the firm to design, implement and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
Auditor’s Responsibilities
Our responsibility is to, in accordance with Chapter 7, Section 8 of the Securities Markets Act, provide assurance on the financial statements that have been prepared in accordance with the Commission’s technical regulatory standard. We express an opinion on whether the consolidated financial statements that are included in the ESEF financial statements have been tagged, in all material respects, in accordance with the requirements of Article 4 of the Commission's regulatory technical standard.
Our responsibility is to indicate in our opinion to what extent the assurance has been provided. We conducted a reasonable assurance engagement in accordance with International Standard on Assurance Engagements (ISAE) 3000.
The engagement includes procedures to obtain evidence on:
-
whether the primary financial statements in the consolidated financial statements that are included in the ESEF financial statements have been tagged, in all material respects, with iXBRL tags in accordance with the requirements of Article 4 of the Commission's regulatory technical standard and
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whether the notes and company's identification data in the consolidated financial statements that are included in the ESEF financial statements have been tagged, in all material respects, with iXBRL tags in accordance with the requirements of Article 4 of the Commission's regulatory technical standard and
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whether there is consistency between the ESEF financial statements and the audited financial statements.
The nature, timing and extent of the selected procedures depend on the auditor’s judgement. This includes an assessment of the risk of material deviations due to fraud or error from the requirements of the Commission’s technical regulatory standard.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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Opinion
Our opinion pursuant to Chapter 7, Section 8 of the Securities Markets Act is that the primary financial statements, notes and company's identification data in the consolidated financial statements that are included in the ESEF financial statements of Kempower Corporation 743700EIG9TDB5QNZS09-2025-12-31-fi.zip for the financial year ended 31.12.2025 have been tagged, in all material respects, in accordance with the requirements of the Commission's regulatory technical standard.
Our opinion on the audit of the consolidated financial statements of Kempower Corporation for the financial year ended 31.12.2025 has been expressed in our auditor's report dated 10.3.2026. With this report we do not express an opinion on the audit of the consolidated financial statements nor express another assurance conclusion.
Helsinki 17 March 2026
Ernst & Young Oy Authorized Public Accountant Firm
Toni Halonen
Authorized Public Accountant
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Letter from the Chair of the Nomination and Remuneration Committee
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Dear Shareholders,
I am pleased to present Kempower’s Remuneration Report for the financial year 2025. The report has been reviewed by the Nomination and Remuneration Committee and approved by the Board of Directors. The newly updated Remuneration Policy will be presented at the Annual General Meeting in May 2026, where Shareholders will also make an advisory decision on the adoption of the Remuneration Report.
The company’s Remuneration Policy is guided by fairness, competitiveness and the implementation of the company’s growth strategy. Compensation must also take into account the company’s internationalization and the resulting requirements, which are likewise reflected in the remuneration. We aim to give all Kempowerians an inspiring workplace and equal opportunities to develop their competencies and do meaningful work in promoting the green transition. Our remuneration practices aim at aligning the interests of employees with shareholders, and the employee share savings plan established in December 2023 encourages all Kempowerians to acquire and own shares at the
company. The committee’s work is also guided by our objectives related to diversity, equity, inclusion, and belonging (DEIB) and company culture.
2025 was an active year for the Nomination and Remuneration Committee. Kempower appointed a new CEO in May 2025. The new CEO, Bhasker Kaushal, joined Kempower with more than 20 years’ experience with global companies, driving strategy development, services, and technology leadership, as well as delivering revenue growth. The company has also strengthened its Global Leadership Team. These changes are designed to strengthen Kempower’s innovation and technological leadership in the electric vehicle charging industry, accelerate customer responsiveness and position the company for long-term success.
In February 2025, Kempower announced the establishment of a new share-based long-term incentive plan (LTI) for a selected target group of approximately 50 employees and resolved on a new plan period 2025-2028 for the employee share savings plan covering all employees as well as continuation of the restricted share unit plan. In the Performance Share
Plan 2025–2027, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share, Group Revenue and CO2 emission reduction / Revenue.
2025 was a year of turnaround back to faster growth and better profitability. I want to thank all our employees for making this turnaround possible. I am proud of what we have achieved together and excited about the opportunities ahead. We remain committed to accelerating innovation, strengthening customer experience, and ensuring responsible growth across all our markets. I’m confident that with our dedicated team, we will continue at the forefront of making e-mobility possible also in 2026.
Tuula Rytilä
Chair of the Nomination and Remuneration Committee
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Introduction
This remuneration report for 2025 is prepared in accordance with the Finnish Corporate Governance Code 2020 (the “Corporate Governance Code”). In this report, Kempower presents the salaries, fees and other financial benefits paid to the members of the Company's Board of Directors and the CEO during the financial year 2025 and based on the financial year 2025. In addition, the report describes the decisionmaking on remuneration and the key principles governing it at Kempower.
Description of the
decision-making process
The Annual General Meeting makes the final decision on the remuneration of the Board of Directors annually. Kempower's Nomination and Remuneration Committee prepares the remuneration policy and any material changes to it, and the Board of Directors approves it for presentation to the Annual General Meeting.
The remuneration policy was presented for the first time at the 2022 Annual General Meeting. Kempower's remuneration policy is presented at the company's Annual General Meeting at least every four years and whenever significant changes are proposed.
Kempower's Nomination and Remuneration Committee prepares proposals for the remuneration of all members of the Board of Directors, and the Annual General Meeting makes the final decision on the remuneration of the Board of Directors annually.
The Board of Directors decides on the remuneration of the CEO and other members of the Leadership Team and the grounds for it. The remuneration of the CEO and the members of the Leadership Team consist of a monthly salary, benefits, an annual bonus and longterm share-based incentive program. In addition, all Kempower employees are included in an annual bonus program (short-term incentive) that includes company-level targets as well as individual targets. In addition, both the management and all employees can participate in Kempower's long-term share savings program.
Remuneration principles 2025
In accordance with its remuneration policy, Kempower targets to reward its executives in a way that encourages and commits them to execution of the Company's strategy and the creation of shareholder value. Rewarding and remuneration development are assessed on the basis of the Company's success, general economic development and the industry's remuneration practices. In addition to a fixed salary, the key remuneration principle is performance-based variable compensation. Kempower's total remuneration consists of the following:
-
Annual base salary
-
Short-term incentive (STI)
-
Long-term incentive scheme (LTI)
-
Other financial benefits
During the financial year 2025, the remuneration policy was followed in the remuneration of the Board of Directors and the CEO. It was not resolved to defer,
deny, or recover all or part of the remuneration of the members of the Board of Directors or the CEO.
In the beginning of the review period the number of Board members was seven (7). In the 2025 Annual General Meeting the number of Board Members was increased to be eight (8). The Board has three committees: the Audit Committee, Nomination and Remuneration Committee and Technology Committee. The number of members of the committees in 2025 were four (4) in Audit Committee, four (4) in Nomination and Remuneration Committee and four (4) in Technology Committee.
Remuneration and business development 2021–2025
The table below describes how the remuneration paid to the members of Kempower's Board of Directors and CEO has developed proportionally during its previous financial years compared to the development of the average remuneration of the Kempower Group's employees and the financial development of the Kempower Group during the same period.
In recent years, the Board has expanded from seven in 2021 to eight members in 2025, and its composition has become increasingly diverse and international, enhancing its strategic capacity. This evolution is reflected in the higher overall Board remuneration.
The Company's financial development is expressed by presenting the development of the Kempower Group's revenue and order intake between the financial years 2021–2025.
| 2025 | 2024 | 2023 | 2022 | 2021 | |
|---|---|---|---|---|---|
| Board fees EUR | 607,850 | 515,175 | 327,674 | 245,375 | 217,792 |
| CEO fees EUR* | 842,344 | 477,608 | 493,456 | 361,085 | 192,792 |
| Remuneration of employees(average)EUR** | 77,664 | 75,190 | 70,845 | 68,196 | 74,431 |
| Revenue TEUR | 251,295 | 223,697 |
283,614 | 103,644 | 27,400 |
| Order intake TEUR | 303,534 | 218,339 |
275,305 | 208,891 | 37,388 |
*Fees include the CEO transition during the period from 2 June to 2 December.
**wages, salaries and bonuses paid according to the financial statements divided by the number of full-time employees.
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- The meeting fee is EUR 700 per meeting if the meeting is held in the home country of the member of the Board of Directors or if the meeting is a virtual meeting,
Board remuneration during the financial year 2025
- The meeting fee is double (EUR 1,400) per meeting if the meeting is held on the same continent as where the home country of the member of the Board of Directors is located but not in his or her home country, and
Kempower Corporation’s Annual General Meeting decided on May 7, 2025, that the Chair of the Board will be paid EUR 100,000 per year, the Deputy Chair EUR 80,000 per year and the other members of the Board EUR 60,000 per year. Entitlement to the Board's annual fee accrues over time and is paid in equal monthly installments (annual fee / 12). In addition, a separate meeting fee is paid to the members of the Board of Directors for attending a meeting as follows:
- The meeting fee is triple (EUR 2,100) per meeting if the meeting is held on a different continent from where the home country of the member of the Board of Directors is located.
Travel expenses are reimbursed in accordance with Kempower’s travel policy.
Remuneration paid to members of the Board of Directors during the financial year 1.1.–31.12.2025:
| Board Member | Annual fees (EUR) | Meeting fees | Total annual fees (EUR) |
|---|---|---|---|
| Vesa Laisi, Chair of the Board | 105,000 | 7,700 | 112,700 |
| Michael Hajesch 39,250 5,600 44,850 |
|||
| Teresa Kemppi-Vasama, Board Member | 60,000 | 7,700 | 67,700 |
| Antti Kemppi, Vice Chair of the Board | 80,000 | 7,700 | 87,700 |
| Olli Lauren, Board Member | 60,000 | 13,300 | 73,300 |
| Eriikka Söderström, Board Member | 70,000 | 7,700 | 77,700 |
| Tuula Rytilä, Board Member | 65,000 | 9,800 | 74,800 |
| Barbara Thierart-Perrin, Board Member | 60,000 | 9,100 | 69,100 |
| Total 539,250 68,600 607,850 |
In addition, the Chair of the Audit Committee is paid EUR 10,000 per year in addition to the Board fee and the Chair of the Nomination and Remuneration Committee and the Chair of the Technology Committee are paid EUR 5,000 per year.
No options, shares or other share-based remunerations have been granted to the members of the Board of Directors for their work as Board members.
No other financial benefits have been paid to the members of the Board of Directors in addition to the annual fee and meeting fees decided by the Annual General Meeting. There are no pension contributions related to the remuneration of the company's Board of Directors.
Remuneration of the CEO during the financial year 2025
During the financial year January 1, 2025 – December 31, 2025, Tomi Ristimäki was holding the position of a CEO of Kempower Group between January 1 to June 1, 2025, and Bhasker Kaushal, who joined Kempower as a new CEO for the Group, from June 2, 2025, onwards.
Fees paid during the financial year 2025
The remuneration of the CEO Tomi Ristimäki consisted of a base salary, fringe benefits, an annual bonus related to the achievement of business objectives and two types of long-term incentives: Personnel issue 2021
based share subscription and Performance share plan 2022-24. CEO Bhasker Kaushal’s remuneration consisted of base salary and fringe benefits. He was included in both short-term and long-term plans as of the start of the employment and therefore there are no paid short- and long-term incentives for Bhasker Kaushal in 2025.
The CEO is part of Kempower's general annual bonus program. In the financial year 2025, the CEO Tomi Ristimäki was paid a performance bonus based on the achievement of the targets under the 2024 bonus program, where the CEO’s STI percentage was 50 percent in a target level and 100 percent in a maximum level.
The targets of the annual bonus from 2024 were based on Kempower Group's Revenue and Order Backlog, total weight 70% of targets, North American business Revenue and Order backlog with weight 15% and Product Gross Margin, with weight 15% of targets. Due to a challenging year 2024 for the company, both the Group and the North America Revenue and Order Backlog targets ended up below minimum threshold resulting in 0% outcome. As the only successful target Product Gross Margin was achieved with maximum 200% result leading to a bonus payout of 15% out of maximum. A total of EUR 48,843, was paid to the CEO Ristimäki in April 2025, and corresponding to 1.7 month’s basic salary.
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was 14,000 Kempower’s shares including also the cash proportion. The final achievement of the plan after the performance period was 64% of the maximum allocation, and was paid out as 4,722 Kempower shares and 47,010 euros as a monetary reward that was used to cover income taxes.
In October 2021, the company had carried out a directed share issue made in deviation from the shareholders’ pre-emptive subscription rights to engage personnel of Kempower. The amount of shares subscribed by the CEO Ristimäki was 15 768. The lock-up period for subscribed shares ended on January 1, 2025.
In 2022 the Board of Directors of Kempower decided to establish a new share-based incentive plan consisting of three-year performance periods covering the financial years 2022–2024. During the performance period 2022–2024, the rewards were based on the Total Shareholder Return of the Kempower share in 2022–2024, and Group Revenue in 2024. The maximum allocation of shares as a reward to the CEO Ristimäki
The CEO Bhasker Kaushal has been allocated 47,709 shares from the Restricted Share Unit pool. The reward payment will take place in the Summer 2028.
The company continued salary payments to CEO Tomi Ristimäki until December 2, 2025 according to his contract,, and he received a Severance payment of
Remuneration and benefits paid to the CEO during the financial year 1.1.2025–31.12.2025
1.1.2025–31.12.2025 |
1.1.2025–31.12.2025 |
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|---|---|---|---|---|---|
| Variable components of remuneration, EUR /year CEO renumeration EUR /year |
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| Name | Fixed basic salary EUR /year |
Fringe benefits Share-based incentives, EUR /year |
Performance bonus based on the year 2024 |
Total | |
| Tomi Ristimäki | 300,977 | 16,625 |
100,279 | 48,843 |
466,724 |
| Bhasker Kaushal 338,333 37,287 — — 375,620 |
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| CEO STI Targets Performance period Payable Performance metrics Weight Result |
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| 2024 2025 Revenue + Order backlogon 31.12.2024 70 % 0 |
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| North America Revenue + Order backlogon 31.12.2024 15 % 0 |
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| Gross Margin,products 15 % 200 % |
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| 2025 2026 Revenue + Order backlogon 31.12.2025 70 % 145 % |
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| North America Revenue + Order backlogon 31.12.2025 15 % 200 % |
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| EBIT 15 % 0 % |
171,000 euros in January 2026, which equals to his 6 months salaries.
Reimbursements were made to both CEOs in accordance with the company's travel policy and other policies
The CEO Kaushal’s annual fixed base salary for 2026 will remain the same as in 2025, 580 000 euros and STI bonus target percentage will remain as 65%.
Fees payable in the financial year 2026 based on the financial year 2025
Both the CEO Tomi Ristimäki and the CEO Bhasker Kaushal were part of Kempower's short-term incentive (STI) plan, under which the performance bonuses will be paid in April 2026. Based on the 2025 bonus plan the STI percentage for CEO Tomi Ristimäki was 60% in a target level and 120% in a maximum level. For the CEO Bhasker Kaushal the STI target was 65% in the target level and 130% in the maximum level. A total amount of approximately EUR 179 091 will be paid to Tomi Ristimäki as a bonus, which corresponds to a fixed base salary of 6.5 months, and for Bhasker Kaushal a total amount of approximately EUR 289,310 which corresponds to fixed base salary of 5.4 months.
The targets of the annual bonus to be paid to Tomi Ristimäki and Bhasker Kaushal on the basis of the financial year 2025 were based on the Kempower Group's Revenue and Order backlog, total weight 70% of targets, Group’s EBIT, total weight of 15% and North American Revenue and Order backlog with 15% weight.
The performance bonus to be paid to the CEO Tomi Ristimäki for the financial year 2025 is based on the Board's decision to pay the STI on the target level. The performance bonus to be paid to the CEO Bhasker Kaushal is based on the Board’s assessment and decision on the achievement of targets.
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Long-term incentive plans
Performance Share Plans (PSP)
The Performance Share Plans consist of a three year performance period, covering the selected financial years.
The aim of the Performance Share Plan is to align the objectives of the shareholders and key employees for increasing the value of the company in the long-term; to commit the key employees to work for the company, and to offer them a competitive incentive scheme that is based on earning and accumulating shares. The program is for company’s management and selected target group.
Performance Share Plan 2022-2024
In 2022, the Board of Directors of Kempower decided to continue share-based incentive plan with new threeyear period 2022–2024.
During the first three year performance period the rewards were based on absolute Total Shareholder Return with 50% weight and Revenue at the end of 2024 with the weight of 50%. An extraordinary super maximum earnings opportunity of 125% was included in this first PSP period. From this plan the TSR target achieved 3% above the minimum threshold and Revenue exceeded the super maximum level of 125% leading to a final result of 64% of the maximum. The rewards were paid in May 2025.
Performance Share Plan 2023-2025
In 2023, the Board of Directors of Kempower decided to continue share-based incentive plan with new threeyear period 2023–2025.
During the performance period, the rewards were based on the Total Shareholder Return of the Kempower share in 2023–2025 and Cumulative Group Revenue in 2023–2025. The value of the maximum rewards originally allocated to the CEO Ristimäki corresponded to a total of approximately 12,400 Kempower’s shares including also the cash proportion.
Performance Share Plan 2024–2026
In December 2023, the Board of Directors of Kempower decided to continue the share-based incentive plan with new three-year period 2024–2026.
During the performance period, the rewards are based on the Absolute Total Shareholder Return of the Kempower share in 2024–2026; Group Revenue in 2024–2026, and CO2 emission reduction / Revenue in 2024–2026. The value of the maximum rewards originally allocated to the CEO Ristimäki corresponded to a total of approximately 14,000 Kempower’s shares including also the cash proportion.
Performance Share Plan 2025–2027
In February 2025, the Board of Directors of Kempower decided to continue share-based incentive plan with new three-year period 2025–2027.
During the performance period, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share in 2025–2027; Group Revenue in 2025–2027 and CO2 emission reduction / Revenue. The value of the maximum rewards originally allocated to the CEO Tomi Ristimäki corresponded to a total of approximately 41,500 Kempower’s shares including also the cash proportion and to the CEO Bhasker Kaushal 65,750 Kempower’s shares.
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2022 2023 2024 2025 2026 2027 2028
Share Issue Restriction period
PSP 2022–2024
PSP 2023–2025
PSP 2024–2026
PSP 2025–2027
PSP 2026–2028
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| Plan | Payout year | Performance metrics | Weight | Result |
|---|---|---|---|---|
| PSP 2022-2024 | 2025 | Absolute Total Shareholder Return | 50 % | 3 % |
| Revenue at the end of 2024 | 50 % | 125%* | ||
| PSP 2023-2025 | 2026 | Absolute Total Shareholder Return | 40 % | 0 % |
| Cumulative Revenue 2023–25 | 60 % | 34 % | ||
| PSP 2024-2026 | 2027 | Absolute Total Shareholder Return | 30 % | |
| Cumulative Revenue 2024-26 | 60 % | |||
| ESG: -CO2emission/EUR Revenue | 10 % | |||
| PSP 2025-2027 | 2028 | Absolute Total Shareholder Return | 30 % | |
| Revenues 2025, 2026 and 2027 | 60 % | |||
| ESG: -CO2emission/EUR Revenue | 10 % | |||
| PSP 2026-2028 | 2029 | Absolute Total Shareholder Return | 45 % | |
| Revenue 2028 | 45 % | |||
| ESG: -CO2emission/EUR Revenue | 10 % |
- target 50%, max 100%, extraordinary supermaximum in 2022–24 plan 125%, not implemented in other plans
Maximum allocation of shares per Share based plan period
(current status after pro-rating Ristimäki's maximum allocation)
| Participant | PSP 2023-25 | PSP 2024-26 | PSP 2025-27 | RSUP 2024-27 |
|---|---|---|---|---|
| Tomi Ristimäki | 12,072 | 8,967 | 12,734 | |
| Bhasker Kaushal | 65,750 | 47,709 |
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Performance Share Plan 2026–2028
In December 2025, the Board of Directors of Kempower decided to continue share-based incentive plan with new three-year period 2026-2028.
During the performance period, the rewards are based on the Absolute Total Shareholder Return (TSR) of the Kempower share in 2026–2028; Group Revenue in 2028 and CO2 emission reduction / Revenue.
the participating employees a gross award of one matching share for every two (2) savings shares acquired with their savings.
In 2025, the Board of Directors decided on a possibility for the participants to invest their short-term incentive (STI) to the third plan period in addition to the savings made from their salaries.
flexibility in the pool for key hires and retention purposes.
The rewards will be paid by the end of May 2027, 2028, 2029, 2030 or 2031, but always so, that there is at least three (3) years between the determination and the payment of the reward. The reward is based on a valid employment or director contract and on the continuity of the employment or service.
12 072 shares for PSP 2023-25, 8967 shares for 2024-26 plan and 12 734 shares for the 2025-27 PSP plan.
Restricted Share Unit Plan 2024-2027
Employee Share Savings Plan (ESSP)
In 2023, the Board of Directors of Kempower decided to establish an Employee Share Savings Plan (ESSP) for all Kempower and its subsidiaries employees. The objective of the Employee Share Savings Plan is to offer the employees of Kempower Group an opportunity to invest a part of their regular salary in Kempower shares. By encouraging the employees to purchase and own the company’s shares the company is pursuing to strengthen the connection of interests between the employees and the shareholders, and to increase the employees’ motivation and commitment to the company.
The Employee Share Savings Plan consists of annually commencing plan periods, each one comprising of a 12-month savings period and a holding period following the savings period. The ESSP is offered to all Kempower employees and management in countries where there are no legal or administrative constraints for participation. The employees will have an opportunity to save a proportion of their salaries consistently and invest those savings in Kempower shares. After three-year saving period the Company rewards for the commitment by granting
In December 2023, the Board of Directors resolved to establish a Restricted Share Unit Plan for selected key employees of the group. The purpose of the plan is to align the interests of the company’s shareholders and key employees to increase the company’s value in the long-term, to commit key employees at the company, and to offer them a competitive incentive plan based on receiving the company’s shares.
The plan is intended to be used as a tool in situations seen necessary by the Board of Directors, for example ensuring retention of key talents to the company, attracting a new talent or other specific situations determined by the Board of Directors.
The Board of Directors may allocate rewards from the Restricted Share Unit Plan 2024—2027 during financial years 2024—2027. The value of the rewards to be allocated during 2024 on the basis of the plan corresponded to a maximum total of 20,000 shares of Kempower, including also the proportion to be paid in cash. In February 2025, the Board of Directors decided to increase the maximum allocation by 100,000 shares and in December 2025 by 150,000 to ensure there is
Termination, severance pay and pension
The CEO has been elected until further notice. The period of mutual notice of the Kempower’s CEO contract is six months and the CEO has an obligation to work during the notice period, unless otherwise agreed in writing.
If the CEO is terminated at the initiative of Kempower, the CEO is entitled to a lump sum equal to six months' monthly salary under certain conditions.
The CEO's retirement age is determined by the Pensions Act. No special supplementary pension benefits have been agreed with the CEO.
Based on the Board’s decision, the CEO Tomi Ristimäki will be considered a good leaver for the purposes of long-term incentives. The possible rewards from the incentive plans shall be pro-rated up to the Termination Date and treated in accordance with the terms and conditions provided for in the applicable LTI schemes. After the pro-rating of the values of the maximum rewards originally allocated to Tomi Ristimäki, the corrected maximum allocations remain
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