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S.D. STANDARD ETC PLC

ANNUAL REPORT AND FINANCIAL STATEMENTS 2024

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CI

STANDARD ETC

BOARD OF DIRECTORS AND OTHER OFFICERS 3
STATEMENT OF THE MEMBERS OF THE BOARD OF DIRECTORS AND OTHER RESPONSIBLE PERSONS OF THE COMPANY FOR THE FINANCIAL STATEMENTS 4
REPORT ON CORPORATE GOVERNANCE 5
MANAGEMENT REPORT 8
STATEMENT OF COMPREHENSIVE INCOME 11
STATEMENT OF FINANCIAL POSITION 12
STATEMENT OF CHANGES IN EQUITY 13
STATEMENT OF CASH FLOWS 14
NOTES TO THE FINANCIAL STATEMENTS 15
INDEPENDENT AUDITOR’S REPORT 42

CI

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

BOARD OF DIRECTORS AND OTHER OFFICERS

MARTIN NES

CHAIRMAN / NON-EXECUTIVE DIRECTOR

Mr. Martin Nes (born 1969) has been involved with the Company since its incorporation in 2010 and has previously held the role of Acting CEO. He is well versed in the Company, as well as in the shipping and offshore industry. He has been the CEO of Ferncliff TIH AS since 2010.

Mr. Nes holds a law degree from the University of Oslo and a Master of Laws degree from University of Southampton, England. Prior to joining Ferncliff, he spent several years with the Norwegian law firm Wikborg Rein, working in both the Oslo and London offices; and has also worked with the shipping law firm Evensen & Co. He has extensive corporate experience and is/has been chairman of several listed companies; including Saga Pure ASA, NEL ASA, Arribatec ASA, Standard Supply AS, Ayfie AS and Dolphin Drilling AS. He was re-elected as a Chairman of S.D. Standard ETC Plc on 7 August 2024.

He is a Norwegian citizen and resides in Norway.

KONSTANTINOS PANTELIDIS

NON-EXECUTIVE / INDEPENDENT DIRECTOR

Mr. Konstantinos Pantelidis (born 1970) has over 30 years’ experience in the service industry and an extensive knowledge in accounting and audit, banking, financial management and budgeting. His experience includes participation in board meetings under his capacity as a non-executive director and finance director of various companies and organizations, including PLC’s.

Since November 2008, Konstantinos is the founder and Director of Rombus Services Ltd. Konstantinos is a fellow member of the Chartered Association of Certified Accountants (ACCA) and a member of the Institute of Certified Public Accountants of Cyprus (ICPAC).

Mr. Pantelidis has been involved with the company from 2016, where he served as a member and chairman of the Nomination Committee. He was appointed to the Board of Standard Drilling in June 2018 and he also serves as a Chairman of the Audit committee.

GEORGE CRYSTALLIS

NON-EXECUTIVE / INDEPENDENT DIRECTOR

Mr. George Crystallis (born 1956) is Managing Director of M.G. Crystallis & Co Limited, a Cyprus trading company. Mr. Crystallis has extensive board experience and serves on the boards of several Cypriot companies. He was appointed to the Board of S.D. Standard ETC in December 2010. Mr. Crystallis holds a degree in Economics from the University of Freiburg.

EVANGELIA PANAGIDE

GENERAL MANAGER

Mrs. Evangelia Panagide (born 1974) has, from 1 September 2013, been appointed as General Manager of the Company. She is based in the Company’s headquarters in Cyprus and has run this office since 2013.

Very well versed in the Company and skilled in day-to-day administrative matters, Mrs. Panagide keeps abreast and ensures adherence to Cyprus regulations and laws and the Code of Practice for Corporate Governance.

CHRISTOS NEOKLEOUS

CHIEF FINANCIAL OFFICER

Mr. Christos Neokleous (born 1970) has been appointed as Chief Financial Officer on 1 July 2017 but has been involved with the Company since its incorporation. He has more than 30 years of experience as auditor and advisor with a demonstrated history of working as a Partner in one of the Big 4 audit firms in Cyprus. He is skilled in numerous audit and accounting fields, and has extensive knowledge of International Financial Reporting Standards, Taxation Policies, Cyprus Companies Law, Corporate Governance matters and day to day administration processes.

Mr. Neokleous is a Fellow member of the Chartered Association of Certified Accountants (FCCA), a member of the Institute of Certified Public Accountants of Cyprus (ICPAC), a member of The Association of Accounting Technicians (MAAT) and a licensed Insolvency Practitioner in Cyprus.

ALFO SECRETARIAL LIMITED

COMPANY SECRETARY

Arch. Makariou III, 276

LARA Court

Office 3,

3105 Limassol, Cyprus

Cn
STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

STATEMENT OF THE MEMBERS OF THE BOARD OF DIRECTORS AND OTHER RESPONSIBLE PERSONS OF THE COMPANY FOR THE FINANCIAL STATEMENTS

In accordance with Article 9 sections (3c) and (7) of the Transparency Requirements (Securities for Trading on Regulated Markets) Law of 2007, 2009, 2012 and 2016 of Cyprus (“Law”) we, the members of the Board of Directors and other responsible persons for the financial statements of S.D. Standard ETC Plc (“the Company”), for the year ended 31 December 2024 we confirm that, to the best of our knowledge:

the financial statements of the Company for the year ended 31 December 2024 which are presented on pages 11 to 41.
were prepared in accordance with IFRS Accounting Standards, as adopted by the European Union in accordance with provisions of Article 9, section 4 of the Law, and
give a true and fair view of the assets and liabilities, the financial position and the profit or losses of S.D. Standard ETC Plc, and the business that are included in the financial statements as a total, and
the Management Report provides a fair review of the developments and the performance of the business as well as the financial position of S.D. Standard ETC Plc, together with a description of the principal risks and uncertainties that they are facing.

Limassol, 9 April 2025

Martin Nes
Chairman

Konstantinos Pantelidis
Independent Director

George Crystallis
Independent Director

Christos Neokleous
Evangelia Panagide
Chief Financial Officer
General Manager

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STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

REPORT ON CORPORATE GOVERNANCE

As a limited liability company incorporated in the Republic of Cyprus, S.D. Standard ETC Plc (“SDSD” or the “Company”) is subject to Cypriot laws and regulations. Additionally, because of being listed on Oslo Bors, the Company must comply with certain aspects of Norwegian Securities Law and has decided to adhere to the Norwegian Code of Practice for Corporate Governance dated 14 October 2021 (the “Code of Practice”) on a “comply or explain” basis.

SDSD’s Board of Directors and management annually reviews the principles for corporate governance in the Code of Practice and how they are implemented in the Company. Pursuant to the Code of Practice, SDSD hereby gives an account of the Company’s corporate governance principles and practice. The description below accounts for SDSD’s compliance with the 15 sections in the Code of Practice.

IMPLEMENTATION AND REPORTING ON CORPORATE GOVERNANCE

As SDSD is a Cyprus registered company, the Company intends to comply with the Code of Practice as long as it is in accordance with mandatory provisions in the Cyprus Companies Law, Cap 113 and Cypriot practice and principles for public limited companies. To ensure adherence to the Code of Practice the Company has adopted specific guidelines such as:

Rules of procedure for the Board of Directors
Instructions for the Chief Executive Officer/General Manager
Guidelines for the duties of the nomination committee
Guidelines for the auditor’s and associated persons’ non-auditing work
Code of conduct of business ethics and corporate social responsibility (Code of Ethics)
Investor relations policy
Audit committee charter
Remuneration policy for the Board of Directors and Management team

The Company’s adoption of the Code of Practice and the above guidelines ensures an appropriate division of roles and responsibility and well-functioning cooperation among the Company’s shareholders, the Board of Directors and its senior management, and that the Company’s activities are subject to satisfactory control. An appropriate division of roles, effective cooperation, and satisfactory control contribute to the best possible value creation over time, to the benefit of owners and other stakeholders.

The Company’s Code of Ethics addresses impartiality, conflicts of interests, relations with customers and suppliers, relations with media, insider trading and relevant financial interests of a personal nature. The code of ethics applies to all employees in SDSD.

BUSINESS

The Company is an investment entity with a special focus on energy, transport and commodities. The Company invests directly or indirectly into companies, securities, commodities and/or assets, although the Company will pursue any attractive investment opportunities that may arise within the framework of industries it operates. The objective of the Company is to generate significant medium to long-term capital growth in a sustainable manner.

The objectives of the Company are within the framework of the Memorandum of Association, which is available on the Company’s website, http://www.standard-etc.com. The Company’s Memorandum of Association contains the description of the Company’s objectives and strategies under Cypriot law but does not clearly define the Company’s business as this is not in accordance with Cypriot practice.

The annual report describes the Company’s targets and principal strategies and the market is kept updated through the quarterly reports. The Board of Directors leads the Company’s strategic planning, sets the objectives and makes the necessary decisions which provide guidance to the management of the Company for implementing the strategy and create value for shareholders in a sustainable manner. The Company’s objectives, strategy and risk profiles are evaluated by the Board at least annually.

Having a sound financial position with no debt, the Board of Directors believe that the Company is well positioned to take advantage of opportunities that may appear within the markets it operates.

EQUITY AND DIVIDEND

The Board of Directors continuously reviews the capital structure in light of the Company’s targets, strategies and intended risk profile. The Company aims to manage its resources in a manner which will ensure shareholders a competitive return in the form of dividends and increases in share price relative to comparable investment alternatives.

The Company does not have a dividend policy. Dividend payments will depend on the Company’s results, its financial situation and the need for working capital and investments.

Authorizations to the Board of Directors

At the AGM of the year 2024, the Board of Directors was granted the following authorizations:

Following a waiver of the pre-emption rights of the shareholders, the Board was granted an authorization to issue new shares to the existing shareholders and/or new investors and/or convertible bondholders and/or convertible lenders up to the limit of the authorized share capital as it stands on the day of such new issue, for an indicative price range in United States Dollars equivalent to NOK 0,20 – NOK 5,00 per share and provided that no issue shall be for a price below the nominal value of the shares. The authorization is valid until the AGM of the year 2025.
To acquire own shares in accordance with the relevant provisions and terms prescribed by the Cyprus Companies Law and within a time period of twelve months from the date of approval of the resolution.

Cyprus practice and the Cypriot legal system with issued and authorized capital is different from the Norwegian Company law mandates that are specific to the Board of Directors and the recommendations in the Code of Practice. The above authorization given to the Board of Directors for the issue of new shares is not in line with the recommendations in the Code of Practice as it covers more than one purpose. However, the Board believes that it gives sufficient flexibility to raise capital quickly in the future with respect to private placements by allowing a proactive approach.

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STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

EQUAL TREATMENT OF SHAREHOLDERS AND TRANSACTIONS WITH CLOSE ASSOCIATES

As of 31 December 2024, the Company had 1,539 shareholders. The Company has only one share class, with identical voting rights. All shareholders are treated equally and the Articles of Association do not contain any restrictions on voting rights.

Where there is a need to waive the pre-emption rights of existing shareholders this will be justified at the time of approval or were based on an existing mandate justified in the Stock Exchange announcement in relation to the relevant share increase. The Company always aims to equally treat all shareholders. The Board of Directors has not made any resolutions to increase the share capital based on the authorization granted at the AGM of 2024.

All information relevant to the share price is published through the notification system of the Oslo Bors Stock Exchange and the Company’s website. Any transactions in own (treasury) shares will be executed on the Oslo Bors Stock Exchange or by other means at prevailing stock exchange prices. The Company has not purchased own shares during the year 2024.

All transactions between the Company and its close associates are disclosed in the financial statements. If there are material transactions between the Company and a shareholder, Board member, member of senior management, or a party closely related to any of the aforementioned, the Board of Directors will generally ensure that the transactions are on market terms.

The Company has adopted guidelines to ensure that members of the Board of Directors and executive personnel notify the Board if they may have any direct or indirect interest in any transaction entered by the Company. Information about the composition of the Company’s shareholders is presented in note 18 to the financial statements.

SHARES AND NEGOTIABILITY

The shares are listed on the Oslo Bors and are freely transferable. The Articles of Association include no form of restriction on negotiability.

GENERAL MEETINGS

The Annual General Meeting (“AGM”) is the forum for the Company’s shareholders to participate in major decisions and shall be held no later than fifteen months from the date of the previous AGM. The Company’s Articles of Association require 21 days’ notice for Annual and Extraordinary General Meetings specifying the matters to be considered.

The Company’s AGM is open to all the Company’s shareholders and the Board of Directors is taking steps as recommended by the Code of Practice ensuring that as many shareholders as possible may exercise their rights by participating in general meetings of the Company.

Shareholders may exercise their vote through a representative or proxy. All shares have equal voting rights. There are no restrictions on ownership or any known shareholder agreements. The AGM minutes are published through the notification system of the Oslo Bors Stock Exchange and on the Company’s website, https://www.standard-etc.com.

All the members of the Board of Directors as well as the Chairman of the Nomination Committee shall attend the AGM. Pursuant to the articles of association of the Company, the Chairman of the Board will chair the general meeting or in case he is absent or unwilling to do so, the directors present shall elect one of their number to act as the chairman of the meeting. This is a deviation from the Code but the Company has concluded that the chair of the Board is in the best position to chair the general meeting.

COMMITTEES

Nomination Committee

The Company in line with its Articles of Association, has established a Nomination Committee which operates in accordance with the “Guidelines for the Nomination Committee”, which are available on the company’s website, https://www.standard-etc.com. The term of appointment is for two years. The current Nomination Committee is comprised by Mr. George Papanicolaou (Chairman) and Mr. Demetris Kyriakou (member) and its tenure ends at the AGM of the year 2026.

The Nomination Committee submits recommendations to AGMs for the election of members of the Board of Directors. The recommendation will include relevant information on each candidate’s background and independence. Furthermore, the

Nomination Committee proposes remuneration to the members of the Board of Directors.

Audit Committee

The Audit Committee is appointed by the Board of Directors of the Company and is currently comprised by Mr. Konstantinos Pantelidis (Chairman) and Mr. George Crystallis (member). The responsibilities of the Audit Committee are to monitor the Company’s financial reporting process and the effectiveness of its systems for internal control and risk management as well as to review ethics and compliance issues. The Audit Committee shall also keep in regular contact with the Company’s auditor regarding the auditing of the annual accounts, evaluate, and oversee the auditor’s independence.

The composition of the audit committee is in line with the provisions of the Auditors’ Law of Cyprus and the Code of Practice of Cyprus and Norway.

THE BOARD OF DIRECTORS COMPOSITION

The Company does not have a corporate assembly. According to the Articles of Association, the Company shall have a Board of Directors consisting of a minimum of two and a maximum of ten members. At present, the Board of Directors consists of three members.

The Board members are elected at the AGM. The election is based on a recommendation prepared and presented by the Nomination Committee to be adopted at the AGM. The recommendation is distributed to the shareholders along with the convening letter to the AGM. Decisions on the composition of the Board of Directors require a simple majority and Directors are elected for two-year terms and can be re-elected.

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STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

7

The Company aims to ensure a balanced composition of the Board of Directors in terms of competence, experience and background relevant to the Company’s operations. It is also preferable that the Board of Directors reflect both the Company’s ownership structure and the need for independent representatives. The current composition of the Board of Directors satisfies the requirements for independence as set forth in the Code of Practice.

THE WORK OF THE BOARD OF DIRECTORS

The Board annually adopts a plan for its work, emphasizing goals, strategies and implementation. The Board regularly receives financial reports for the Company and its subsidiaries and associate Companies with the management’s comments on the financial status and other relevant issues. The Board discusses strategy and budgets in extended board meetings. Special attention is taken when considering transactions with related parties and any conflicts of interests of participants are made aware.

The Board of Directors holds more than six board meetings per year and conducts an annual self-evaluation of its work. As set forth under Section “Implementation and Reporting on Corporate Governance” above, the Board of Directors has adopted guidelines in line with the recommendations in the Code of Practice. The Board of Directors has also adopted committees as recommended, cf. also Section “Committees” above.

RISK MANAGEMENT AND INTERNAL CONTROL

Risk management and internal control is performed through various processes within the Company, both on a Board level and in daily management of the Company. The Board of Directors receives regular reports from management outlining the financial and operational performance of the Company and its subsidiaries and associate. The Board of Directors evaluates the internal control systems on an ongoing basis and assesses the most important risk factors that the Company will be confronted with. In view of the Company’s strategy, the Board pays particular attention to ensuring that the internal control systems apply to all aspects of the Company’s activities. The Board also considers the need for any further measures in relation to the risk factors identified.

In line with the Code of Practice, the Board of Directors has adopted guidelines that encompass the Company’s corporate and ethical values and corporate social responsibility, cf. Section “Implementation and Reporting on Corporate Governance” (Code of Ethics).

REMUNERATION OF THE BOARD OF DIRECTORS

The Company has adopted guidelines for remuneration of the members of the Board of Directors. The remuneration paid to the members of the Board had been decided at the AGM that took place on 5 June 2024, having considered proposals by the Nomination Committee in line with the Code of Practice. Information about the fees paid to the Board of Directors and Committees is presented in note 20 to the financial statements.

REMUNERATION OF EXECUTIVE PERSONNEL

The Company has adopted guidelines for remuneration of the management team in line with the Code of Practice. Information on remuneration for the year 2024 for members of the senior management is presented in note 20 to the financial statements.

INFORMATION AND COMMUNICATIONS

The Company complies with the Oslo Børs Code of Practice for Reporting Investor Relations Information and as well as additional reporting requirements under Cypriot laws and regulations.

TAKEOVERS

The Board of Directors has as part of its Corporate Governance Principles adopted guidelines on how it will act in the event of a take-over bid, in line with the Code of Practice. The Company will not seek to hinder or obstruct take-over bids for the Company’s activities or shares unless there are particular reasons for this. In the event of a take-over bid for the Company’s shares, the Board of Directors should not exercise mandates or pass any resolutions with the intention of obstructing the take-over bid, unless this is approved by the general meeting following announcement of the bid. If an offer is made for the Company’s shares, SDSD’s Board of Directors should issue a statement making a recommendation, as to whether shareholders should or should not accept the offer.

Board of Directors' Statement

The Board of Director’s statement on the offer should make it clear whether the views expressed are unanimous, and if this is not the case, it should explain the basis on which specific members of the Board of Directors have excluded themselves from the Board of Directors’ statement. The Board of Directors should arrange a valuation from an independent expert. The valuation should include an explanation and it should be made public, no later than at the time of the public disclosure of the statement. Any transaction that is in effect a disposal of the Company’s activities should be decided by a general meeting.

AUDITOR

The Company’s appointed external auditor is PricewaterhouseCoopers Limited, Cyprus (“PwC”). The auditor participates in Audit Committee meetings during which the audit plan and results of the audit are discussed. Also, the auditor participates in the meeting of the Board of Directors in which the financial statements are reviewed and approved. The auditor also participates in the AGM. Information about the fee paid to the auditor is stated in the Annual Report.

The Company has adopted guidelines for the auditor’s and associated persons’ non-auditing work, in line with the Code of Practice and the EU regulation.

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STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

MANAGEMENT REPORT

The Board of Directors presents its report together with the audited financial statements of S.D Standard ETC Plc. (“SDSD” or the “Company”) for the year ended 31 December 2024.

HISTORY AND PRINCIPAL ACTIVITIES

The Company was incorporated as a private limited liability company under the laws of Cyprus with the name of S.D. Standard Drilling Limited on 2 December 2010. The Company was converted into a public limited liability company on 23 December 2010 and the Company’s name was changed to S.D. Standard ETC Plc in January 2022. On 25 March 2011 the Company’s shares were listed on Oslo Axess and on 31 May 2017 were listed on Oslo Bors, under the ticker SDSD.

BUSINESS STRATEGY

The Company’s strategy is mainly to invest in energy, transport and commodities segments, directly or indirectly into companies, securities, commodities and/or assets, although the Company will pursue any attractive investment opportunities that may arise within the framework of industries it operates. The objective of the Company is to generate significant medium to long term capital growth in a sustainable manner.

SDSD has incorporated a wholly owned subsidiary named Standard Invest AS in 2021 which provides portfolio management services to the Company.

The Company has a sound financial position with no debt and the Board of Directors believe that the company is well positioned to take advantage of opportunities that may appear within the markets it operates. This includes, but is not limited to, asset play, or investment directly in other companies. The main drivers are maximizing the return and minimizing the risk.

REVIEW OF DEVELOPMENTS, POSITION AND PERFORMANCE OF THE COMPANY'S BUSINESS

During the year 2024, the Company entered into various transactions, the most significant of which are summarized below:

In June 2024, the Company entered into an addendum to the shareholder bridge loan facility agreement signed with the associate Dolphin Drilling AS in 2023, extending the existing bridge loan facility final repayment date to 30 November 2025.
In April 2024, the associate Dolphin Drilling AS proceeded with an equity issue through a private placement raising gross proceeds of the NOK equivalent of USD 40 million. The Company, as one of the largest shareholders, was allocated shares for NOK 50 million equivalent to USD 4.5 million, however its holding was reduced to 17%.
In February 2024, the Company provided its subsidiary Standard Supply AS, under the revolving credit facility ("RCF") that was concluded in June 2022, the amount of USD 11.8 million which was settled in March 2024 including interest.
During 2024, the Company provided Ferncliff Opportunities AS, additional amounts of USD 11.2 million under the unsecured loan agreement concluded in November 2023. In July 2024 the loan has been repaid by Ferncliff Opportunities AS in full plus accrued interest.
During the year 2024, the Company received from its subsidiary Standard Supply AS dividends in cash amounting to USD 45.7 million (2022: USD 13.2 million).
Moreover, during 2024 the Company invested USD 99.4 million for the acquisition of securities listed on the US and Oslo Stock Exchange, debt investments as well as unlisted securities, some of which were disposed for USD 77.7 million realizing a profit of USD 4 million and a fair value loss of USD 1.3 million from revaluation of financial assets at fair value held for trading. As of 31 December 2024, investments held for trading had a fair value of USD 46.2 million.

More information on investments and transactions with related parties is provided in notes 5 and 22 respectively.

Non-Financial KPIs

Health, Safety and Environmental regulations

The Company aims to comply, in all material respects, with the health, safety and environmental regulations affecting its operations in the countries and jurisdictions in which the Company is operating. The Company is not, nor has been involved in any legal, governmental or arbitration proceedings. This is in line with the overall culture and vision of the Company.

Corporate Social Responsibility

The Company has formalized guidelines regarding corporate social responsibility and is constantly focused and conducts its business through a sound code of ethics.

FINANCIAL RESULTS

The Company’s results for the year are set out on page 11. The Company’s loss after tax for the year ended 31 December 2024, which is attributable to the equity holders, was USD 16 million compared to a profit of USD 2.6 million for the year ended 31 December 2023. The total assets of the Company for 2024 were USD 117.6 million and the net assets were USD 116.9 million, compared to USD 144.9 million and USD 142.4 million respectively in 2023.

The Company’s results for the year 2024 are not considered satisfactory, since they were mainly impacted by an unrealized loss of USD 67.2 million on financial assets reflecting their respective share price development. The loss comprises of USD 22.8 million from the investment in Dolphin Drilling AS and USD 44.4 million from Standard Supply AS, however after deducting USD 45.7 million dividends received Standard Supply AS investment earned a net gain of USD 1.5 million.

PRINCIPAL RISKS AND UNCERTAINTIES

The Company’s activities are exposed to the overall economic environment as well as regulatory, market and other financial risks associated with the market in which the specific investments are held.

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STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

Russo-Ukrainian and Israel-Hamas Wars

The Company does not have any operations or investments directly impacted by the present wars in Ukraine and Gaza, however the continuance and a potential escalation or de-escalation of these wars may cause material impact on equity and assets prices worldwide, which in turn may affect the Company’s earnings and statement of financial position.

The Company has in place systems and procedures to maintain its status in the market and to stay alert to changes in the marketplace in order to help mitigate market risk. Internal procedures have been and are continuously being developed to help monitor developments and mitigate financial and operational risks.

All principal risks and uncertainties are disclosed in more detail in Note 3 to these financial statements.

USE OF FINANCIAL INSTRUMENTS BY THE COMPANY

The Company is exposed to a variety of financial risks: market risk (including currency risk and price risk), interest rate risk, credit risk and liquidity risk. The detailed analysis of the Company’s exposure to financial risks as at the statement of financial position date are disclosed in Note 3.1 of the financial statements.

FUTURE DEVELOPMENTS OF THE COMPANY

Going forward, the Company will continue monitoring the current global economy uncertainty. Having a sound financial position with no debt, the Board believes that the Company is well positioned to seek and take advantage of any attractive investment opportunities that may appear within the framework of industries it operates.

DIVIDENDS

On 6 November 2024, the Board of Directors of the Company resolved the payment of an interim dividend of NOK 0.20 per share amounting to USD 9.5 million, out of the profits of the year 2022. The Board of Directors does not recommend the payment of a final dividend for the year 2024.

SHARE CAPITAL AND PREMIUM

During the year 2024, no changes took place in the share capital and share premium accounts of the Company.

As of 31 December 2024, the Company has issued 524,482,901 ordinary shares and the number of authorised but not issued shares was 340,517,099.

TREASURY SHARES

As of 31 December 2024, the Company didn’t hold any own shares.

BOARD OF DIRECTORS

The members of the Board of Directors as at 31 December 2024 and at the date of this report are shown on page 3.

There were no significant changes in the assignment of responsibilities as well as other changes in the composition of the Board of Directors during 2024, other than the following:

At the Annual General Meeting of the Company that took place on 5 June 2024, Mr. Konstantinos Pantelidis was re-elected in office.
Mr. Martin Nes was re-appointed in the position of the Chairman of the Board on 7 August 2024.

In accordance with the Company’s Articles of Association, Mr. Martin Nes will retire by rotation and he is eligible for re-election at the Annual General Meeting of the Company.

The remuneration of the Members of the Board of Directors is shown in note 19 to these financial statements.

DIRECTORS’ INTEREST IN THE SHARE CAPITAL OF THE COMPANY

None of the directors holding office at the end of the financial year had any interest in the shares of the Company, except the following indirect shareholdings:

Martin Nes through Hanekamb Invest AS (1.69%).

EVENTS AFTER THE REPORTING PERIOD

All material events after the reporting period are described in detail in note 23 to these financial statements.

BRANCHES

The Company did not operate through any branches during the year.

CORPORATE GOVERNANCE

The Directors of S.D. Standard ETC Plc recognize the importance of the corporate governance policies, practices and procedures. Being listed on the Oslo Bors Stock Exchange in Norway, the Company must comply with certain aspects of Norwegian Securities Law and is also obligated to adhere to the Norwegian Code of Practice for Corporate Governance dated 14 October 2021 (the “Code of Practice”) on a “comply or explain” basis (see separate section on corporate governance on pages 5 to 7).

INDEPENDENT AUDITORS

The Independent Auditors, PricewaterhouseCoopers Limited, have expressed their willingness to continue in office. A resolution giving authority to the Board of Directors to fix their remuneration will be proposed at the Annual General Meeting.

ALTERNATIVE PERFORMANCE MEASURES

This section describes the financial Alternative Performance Measures (APMs) that are used in the Annual Report and Financial Statements for the year 2024.

The following APMs are not defined nor specified in the applicable financial reporting framework of IFRS Accounting Standards, however their definition and calculation are provided below:

- Operating Profit / (Loss) is defined as Income from operating activities after subtracting administration and operating expenses.

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Alfo SECRETARIAL LMaLTEd

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

10

• Profit/ (Loss) before tax is defined as Operating loss less finance costs.

• Profit / (Loss) after tax is defined as Operating loss less finance costs and income tax.

All the above APMs can be found on the Statement of Comprehensive Income for the year ended 31 December 2024, on page 11 of the Annual Report.

On Behalf of the Board of Directors of S.D. Standard ETC Plc.

Alfo Secretarial Limited

Secretary

Limassol, 9 April 2025

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

Note	31.12.2024	31.12.2023
Income
Changes in fair value on financial assets at fair value through profit or loss	(67 203)	(13 694)
Changes in fair value on financial assets at fair value through profit or loss– held for trading	2 734	1 652
Dividend income on financial assets at fair value through profit or loss	46 460	13 335
Interest income	4 892	2 766
Other losses	(365)
Net foreign currency (losses)/gains	(698)	625
Total net (loss) / income	(14 180)	4 684
Expenses
Administration and operating expenses	(1 420)	(1 920)
Total operating expenses	(1 420)	(1 920)
Operating (loss) / profit	(15 600)	2 764
Finance costs
Sundry finance expenses	(49)	(43)
(Loss) / profit for the year before tax	(15 649)	2 721
Income tax expense	(336)	(130)
(Loss)/ profit for the year after tax	(15 985)	2 591
(Loss) / profit attributable to the owners of the Company	(15 985)	2 591
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Other comprehensive income for the year	-	-
Total comprehensive (loss) / income for the year	(15 985)	2 591
Earnings per share
Basic (loss) / earnings per share in USD	(0,03)	0,00

Diluted (loss) / earnings per share in USD

15	(0,03)	0,01

The notes on pages 15 to 41 are an integral part of these financial statements.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

STATEMENT OF FINANCIAL POSITION

AT 31 DECEMBER 2024

(Amounts in USD 000)

Note	31.12.2024	31.12.2023
ASSETS
Financial assets at fair value through profit or loss	5.1	18 306	80 973
Total non-current assets		18 306	80 973
Financial assets at amortised cost	8.1	3 101	320
Other non-financial assets	8.2	297	290
Financial assets at fair value through profit or loss held for trading	5.2	46 212	21 713
Loans receivable from related parties – at fair value through profit or loss	22.2	8 950	16 081
Cash and cash equivalents	9	40 732	25 523
Total current assets		99 292	63 927
Total Assets		117 598	144 900
EQUITY AND LIABILITIES
Share capital	10	15 734	15 734
Other paid-in equity		708	715
Retained earnings		100 446	125 933
Total equity		116 888	142 382
Trade and other payables	11	710	2 471
Current tax liability	14	-	47
Total current liabilities		710	2 518
Total Equity and Liabilities		117 598	144 900

On 9 April 2025, the Board of Directors of S.D. Standard ETC Plc authorized these financial statements for issue.

Martin Nes

Konstantinos Pantelidis

Chairman

Director

The notes on pages 15 to 41 are an integral part of these financial statements.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

Share Capital


Other paid-in equity	Retained earnings	Total
Balance at 01.01.2023	15 734	526	123 342	139 602
Comprehensive income	Profit for the year	-	-	2 591	2 591
Total comprehensive income	-	-	2 591	2 591
Transactions with owners in their capacity as owners:	Option and share program (note 17)	-	189	-	189
Total transactions with owners in their capacity as owners	-	189	-	189
Balance at 31.12.2023 (audited)	15 734	715	125 933	142 382
Balance at 01.01.2023	15 734	715	125 933	142 382
Comprehensive income	Loss for the year	-	-	(15 985)	(15 985)
Total comprehensive loss for the year	-	-	(15 985)	(15 985)
Transactions with owners in their capacity as owners:	Option and share program (note 17)	-	(7)	-	(7)
Interim dividend paid (note 18)	-	-	(9 502)	(9 502)
Total transactions with owners in their capacity as owners	-	(7)	(9 502)	(9 509)
Balance at 31.12.2024 (audited)

Companies which do not distribute 70% of their profits after tax, as defined by the Special Contribution for the Defence of the Republic Law, by the end of the two years after the end of the year of assessment to which the profits refer, will be deemed to have distributed this amount as dividend. Special contribution for defence at the rate of 17% will be payable on such deemed dividend to the extent that the shareholders for deemed dividend distribution purposes at the end of the period of two years from the end of the year of assessment to which the profits refer, are Cyprus tax residents and domiciled. From 1 March 2020, the deemed dividend distribution is subject to a 2.65% contribution to the National Health System, with the exception of April 2020 until June 2020 when the 1.70% rate was applicable. The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the relevant year by the end of the period of two years from the end of the year of assessment to which the profits refer. This special contribution for defence is paid by the Company for the account of the shareholders.

The notes on pages 15 to 41 are an integral part of these financial statements.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Separate Financial Statements 2024

STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

(Amounts in USD 000)

	31.12.2024	31.12.2023	As restated (*)
CASH FLOWS FROM OPERATING ACTIVITIES
(Loss) / profit for the year before income tax	(15 649)	2 721
Unrealised exchange loss / (gain)	698	(625)
Dividend Income	(46 460)	(13 335)	6
Interest income	(4 892)	(2 766)
Fair value loss in financial assets fair value through profit or loss	67 203	13 694	5.1
Gains in financial assets fair value through profit or loss– held for trading	(2 734)	(1 652)	5.2
Other losses	365	-
Option and share program	(7)	189	17
CHANGES IN WORKING CAPITAL
Payments to acquire financial assets at fair value through profit or loss	(4 536)	(6 905)	5.1
Payments to acquire financial assets at fair value through profit or loss held for trading	(55 624)	(67 067)	5.2
Receipts from disposal of financial assets at fair value through profit or loss held for trading	34 997	52 752	5.2
Increase in receivables and prepayments	(4 468)	(533)
(Decrease) / increase in trade and other payables	(1 761)	2 237
Dividends received – net of withholding tax	46 460	13 324	6
Interest received from financial assets at fair value through profit or loss	2 393	483
Loans granted to related companies	(22 916)	(19 120)	22.2
Proceeds from repayment of loans granted to related companies	30 836	3 700	22.2
Net cash generated from/(used in) operating activities	23 905	(22 903)
CASH FLOWS FROM INVESTING ACTIVITIES

Interest received from financial assets at amortised cost

1	504
1	523

Net cash generated from investing activities

1	504
1	523

CASH FLOWS FROM FINANCING ACTIVITIES

Interim dividend paid

18	(9 502)	-

Net cash used in financing activities

(9 502)	-

Net increase / (decrease) in cash and cash equivalents

15 907	(21380)

Cash and cash equivalents at beginning of year

25 523	46 251

Effect of exchange rate changes on the balance of cash held in foreign currencies

(698)	625

Cash and cash equivalents at end of year

9	40 732	25 523

(*)Refer to note 2.18 of the financial statements

The notes on pages 15 to 41 are an integral part of these financial statements.

CD
FTANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 1 – INCORPORATION AND PRINCIPAL ACTIVITIES

COUNTRY OF INCORPORATION

S.D. Standard ETC Plc (formerly S.D. Standard Drilling Plc) (the “Company”) is a limited liability company incorporated and domiciled in Cyprus on 2 December 2010 in accordance with the provisions of the Cyprus Companies Law, Cap. 113. The Company was renamed from S.D. Standard Drilling Plc to S.D. Standard ETC Plc in January 2022 following a decision by its shareholders. The Company was converted into a public company on 23 December 2010. On 25 March 2011 the Company’s shares were listed on Oslo Axess and on 31 May 2017 were listed on Oslo Bors. The head office is located in Limassol, Cyprus and its registered office is at Chrysanthou Mylona 1, Panayides Building, 2nd floor, Office 3, 3030 Limassol, Cyprus.

PRINCIPAL ACTIVITIES

The principal activity of the Company is to operate as an investment entity with a special focus on energy, transport and commodities segments, with direct or indirect exposure into companies, securities and/or assets. The Company’s strategy is to invest in energy, transport and commodities markets, although the Company will pursue any attractive investment opportunities that may arise within the framework of industries it operates. The objective of the Company is to generate significant medium to long-term capital growth in a sustainable manner.

NOTE 2 – SUMMARY OF MATERIAL ACCOUNTING POLICIES

The material accounting policies applied in the preparation of the financial statements are set out below. These policies have been consistently applied to all years presented in these financial statements unless otherwise stated. Management seeks not to reduce the understandability of these financial statements by obscuring material information with immaterial information. Hence, only material accounting policy information is disclosed, where relevant, in the related disclosure notes.

2.1 BASIS OF PREPARATION

The financial statements of S.D. Standard ETC Plc. have been prepared in accordance with IFRS Accounting Standards, as adopted by the EU and the requirements of the Cyprus Companies Law, Cap. 113 and are expressed in United States Dollars. IFRS Accounting Standards comprise of IFRS Accounting Standards, IAS Standards and Interpretations developed by the IFRS Interpretations Committee (IFRIC Interpretations) or its predecessor body, the Standing Interpretations Committee (SIC Interpretations).

The financial statements have been prepared under the historical cost convention as modified by the initial recognition and subsequently the revaluation of financial assets at fair value through profit or loss. All figures in these financial statements are in USD’000 unless otherwise stated.

The preparation of financial statements in conformity with IFRS Accounting Standards requires the use of certain critical accounting estimates and requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4.

The Company meets the definition of an investment entity as per IFRS 10 and is required to account for the investment in the subsidiary Standard Supply AS and associate Dolphin Drilling AS at fair value through profit or loss under IFRS 9. With regards to the subsidiary Standard Invest AS established in 2021 which its main purpose is to provide services relating to the investment activity of the Company, the management of the Company decided not to consolidate this subsidiary since the effect of its results for the year 2023 are considered immaterial.

These financial statements are the only financial statements presented by the Company.

2.1.1 Going concern

These financial statements have been prepared under the assumption that the Company is a going concern. The directors of the Company have reassessed the going concern assumption and confirm that the Company has adequate resources to continue in operational existence for the foreseeable future.

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FTANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 2 – SUMMARY OF MATERIAL ACCOUNTING POLICIES (CONTINUED)

2.1.2 Adoption of new and revised standards and interpretations

As of the date of the authorization of the financial statements, all IFRS Accounting Standards issued by the International Accounting Standards Board (IASB) that are effective as of 1 January 2024 and are relevant to the Company’s operations, have been adopted by the EU through the endorsement procedure established by the European Commission.

In the current year, the Company has adopted all the new and revised IFRS Accounting Standards that are relevant to its operations and effective for annual periods beginning on 1 January 2024. The adoption of these Standards did not have a material effect on the financial statements.

At the date of approval of these financial statements a number of new standards and amendments to standards and interpretations are effective for annual periods beginning after 1 January 2024 and have not been applied in preparing these financial statements. None of these is expected to have a significant effect on the financial statements of the Company, except the following set out below:

IFRS 18 Presentation and Disclosure in Financial Statements (issued on 9 April 2024 and effective for annual periods beginning on or after 1 January 2027)*

IFRS 18 will replace IAS 1 Presentation of financial statements, introducing new requirements that will help to achieve comparability of the financial performance of similar entities and provide more relevant information and transparency to users. Even though IFRS 18 will not impact the recognition or measurement of items in the financial statements, its impacts on presentation and disclosure are expected to be pervasive, in particular those related to the statement of financial performance and providing management-defined performance measures within the financial statements. Management is currently assessing the detailed implications of applying the new standard on the Company’s financial statements.

Denotes standards, interpretations and amendments which have not yet been endorsed by the European Union.

2.2 INVESTMENT ENTITY

The Company, being a listed entity, has multiple unrelated investors and holds multiple investments. The Board has determined that the Company meets the definition of an investment entity per IFRS Accounting Standards as the following conditions exist:

The Company has announced and subsequently obtained funds for the purpose of providing investors with professional investment management services;
The business purpose of the Company is to invest in a diversified and liquid investments portfolio within the energy, transport and commodities market, directly or indirectly into companies, securities, commodities and/or assets, although it will pursue any attractive investment opportunities that may arise within the framework of industries it operates, for the purposes of capital appreciation and investment income; and
The Investments are measured and evaluated by management on a fair value basis.

2.3 INVESTMENT IN SUBSIDIARIES AND CONSOLIDATION

The Company does not have any other subsidiaries other than those determined to be controlled subsidiary investments. Controlled subsidiary investments are measured at fair value through profit or loss and are not consolidated in accordance with IFRS 10. The Company’s controlled subsidiary investment, Standard Supply AS, has been incorporated for the purpose of holding the underlying investments on behalf of the Company. With regards to the subsidiary Standard Invest AS which its main purpose is to provide services relating to the investment activity of the Company, the management of the Company decided not to consolidate this subsidiary since the effect of its results for the year 2024 are considered immaterial.

2.4 INVESTMENT IN ASSOCIATES

An associate is an entity, including an unincorporated entity such as a partnership, over which the Company has significant influence and that is neither a subsidiary nor an interest in a joint venture.

Investments in an associate are carried in the statement of financial position at fair value as required by IAS 28, ‘Investment in Associates’, which allows investments that are held by investment entities to be recognized and measured as at fair value through profit or loss and accounted for in accordance with IFRS 9 and IFRS 13, with changes in fair value recognized in profit or loss in the statement of comprehensive income in the period of the change.

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S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 2 – SUMMARY OF MATERIAL ACCOUNTING POLICIES (CONTINUED)

2.5 INTEREST INCOME

Interest revenue on financial assets at amortised cost is calculated using the effective interest method. Interest income is calculated by applying the effective interest rate to the gross carrying amount of a financial asset except for financial assets that subsequently become credit impaired. Interest income from financial assets at fair value through profit or loss is calculated based on the nominal rate. Interest income from financial assets at fair value through profit or loss for cash flow purposes are presented within operating activities.

2.6 FOREIGN CURRENCY TRANSLATION

a) Functional and presentation currency

The Company’s financial statements are measured in US dollars (USD) which is the currency that is used primarily in the economic area where the unit operates (functional currency). The Company’s financial statements are presented in USD.

b) Transactions and balances

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred in other comprehensive income as qualifying cash flow hedges and qualifying net investment hedges. All other foreign exchange gains and losses are presented on the face in the income statement.

2.7 DIVIDEND INCOME

Dividends are received from financial assets measured at fair value through profit or loss (FVTPL). Dividends are recognised in profit or loss when the right to receive payment is established. This applies even if they are paid out of pre-acquisition profits, unless the dividend clearly represents a recovery of part of the cost of an investment. Dividend income for cash flow purposes are presented within operating activities.

2.8 CASH AND CASH EQUIVALENTS

In the statement of cash flows and the statement of financial position, cash and cash equivalents include deposits held at call of three months or less with banks which are subject to an insignificant risk of changes in value. Cash and cash equivalents are carried at amortised cost (“AC”) because: (i) they are held for the collection of contractual cash flows and those cash flows represent SPPI, and (ii) they are not designated at FVTPL.

2.9 SHARE BASED PAYMENTS

The Company has an equity-settled share-based remuneration program towards an employee of one of its subsidiary companies. The cost of this program is determined by the fair value at the grant date, as calculated by the Black-Scholes model. The cost is recognised as administration expenses, together with a corresponding increase in other equity, over the vesting period. As this is equity settled, no subsequent fair value measurements are made post grant date.

2.10 SOCIAL SECURITY SHARE BASED PAYMENTS

The potential social security related to the share-based program will be payable at expiration, based on the end value – if any – of the options. Reserves for social security are made, based on the current value of the option, as if it was at its expiration, hence, a full undiscounted reserve. The calculation is based on the difference between the strike price of the option, and the current stock price. If the option at the time of measurement is “out of the money” – no reserves is made.

FTANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 2 – SUMMARY OF MATERIAL ACCOUNTING POLICIES (CONTINUED)

2.11 TRADE PAYABLES

Trade payables are obligations to pay for services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities. Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

2.12 CURRENT AND DEFERRED INCOME TAX

The tax expense for the period comprises current and deferred tax. Tax is recognised in the income statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

The current income tax charge is calculated based on the tax laws enacted or substantively enacted at the statement of financial position date in the countries where the Company operates and generates taxable income. Management periodically evaluates positions taken in tax returns, with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate, based on the amounts expected to be paid to the tax authorities.

Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the statement of financial position date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities; and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities, where there is an intention to settle the balances on a net basis.

2.13 DIVIDENDS

Dividend distribution to the Company’s shareholders is recognized in the Company’s financial statements in the year in which they are declared by the Board of Directors in case of interim dividends and approved by the Company’s shareholders in case of final dividends.

2.14 SHARE CAPITAL

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.

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S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 2 – SUMMARY OF MATERIAL ACCOUNTING POLICIES (CONTINUED)

2.15 INVESTMENTS AND OTHER FINANCIAL ASSETS

The below are the accounting policies relating to the measurement, recognition and classification of financial instruments in accordance with IFRS 9:

(i) Classification

The Company classifies its financial assets in the following measurement categories:

those to be measured subsequently at fair value (either through Other Comprehensive Income (OCI), or through profit or loss), and
those to be measured at amortised cost.

The classification depends on the entity’s business model for managing the financial assets and the contractual terms of the cash flows. The Company reclassifies debt investments when and only when its business model for managing those assets changes.

For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For investments in equity instruments that are not held for trading, this will depend on whether the Company has made an irrevocable election at the time of initial recognition to account for the equity investment at fair value through other comprehensive income (FVOCI). For financial instruments held for trading, gains and losses are recorded in profit or loss. Cash flows from financial instruments held for trading are recognized under operating activities in the statement of cash flows.

Financial assets at amortised cost are held with the objective to collect their contractual cash flows and their cash flows represent solely payments of principals and interest.

(ii) Recognition and derecognition

Regular way purchases and sales of financial assets are recognized on trade-date, the date on which the company commits to purchase or sell the asset. All other purchases and sales are recognised when the entity becomes a party to the contractual provisions of the instrument. Financial assets are derecognized when the rights to receive cash flows from the financial assets have expired or have been transferred and the Company has transferred substantially all the risks and rewards of ownership.

(iii) Measurement

At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.

Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payments of principal and interest.

Debt instruments

Subsequent measurement of debt instruments depends on the Company’s business model for managing the asset and the cash flow characteristics of the asset. The debt instruments can be classified into the following categories:

Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. Interest income from these financial assets is included in finance income using the effective interest rate method. Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other gains/(losses), together with foreign exchange gains and losses. Impairment losses are presented as a separate line item in the statement of comprehensive income. Financial assets measured at amortised cost comprise mainly cash and cash equivalents and receivables from brokers.

FTANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 2 – SUMMARY OF MATERIAL ACCOUNTING POLICIES (CONTINUED)

2.15 INVESTMENTS AND OTHER FINANCIAL ASSETS (CONTINUED)

Debt instruments (Continued)

FVPL: Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVPL. Again or loss on a debt investment that is subsequently measured at FVPL, is recognized in profit or loss and presented net within other gains/(losses) in the period in which it arises. Changes in FAFVTPL/loans within cash flow are presented under operating activities.

Equity instruments

The Company measures all equity investments at fair value that are held for trading and equity investments that the Company has not elected to recognise fair value gains and losses through OCI. Dividends from such investments continue to be recognized in profit or loss as other income when the Company’s right to receive payments is established. Changes in the fair value of financial assets at FVPL are recognized in the statement of profit or loss as applicable.

(iv) Financial assets – write-off

Financial assets are written-off, in whole or in part, when the Company exhausted all practical recovery efforts and has concluded that there is no reasonable expectation of recovery. The write-off represents a derecognition event. The Company may write-off financial assets that are still subject to enforcement activity when the Company seeks to recover amounts that are contractually due, however, there is no reasonable expectation of recovery.

(v) Impairment

The Company assesses on a forward-looking basis the expected credit losses associated with its debt instruments carried at amortised cost and cash and cash equivalents. The impairment methodology applied, depends on whether there has been a significant increase in credit risk.

For financial assets that are subject to impairment under IFRS 9, the Company applies the general approach – three-stage model for impairment. The Company applies a three-stage model for impairment, based on changes in credit quality since initial recognition. A financial instrument that is not credit-impaired on initial recognition is classified in Stage 1. Financial assets in Stage 1 have their ECL measured at an amount equal to the portion of lifetime ECL that results from default events possible within the next 12 months or until contractual maturity, if shorter (“12 Months ECL”). If the Company identifies a significant increase in credit risk (“SICR”) since initial recognition, the asset is transferred to Stage 2 and its ECL is measured based on ECL on a lifetime basis, that is, up until contractual maturity but considering expected prepayments, if any (“Lifetime ECL”). Refer to Note 3.1, Credit risk section, for a description of how the Company determines when an SICR has occurred. If the Company determines that a financial asset is credit-impaired, the asset is transferred to Stage 3 and its ECL is measured as a Lifetime ECL. The Company’s definition of credit impaired assets and definition of default is explained in Note 3.1, Credit risk section.

Additionally, the Company has decided to use the low credit risk assessment exemption for investment grade financial assets. Refer to Note 3.1, Credit risk section for a description of how the Company determines low credit risk financial assets.

2.16 SEGMENTAL INFORMATION

The Company does not operate and consequently does not report through any segments as all the investments are fair valued, are currently within the same market and industry and are disclosed in more detail in the statement of financial position and related notes.

2.17 OFFSETTING FINANCIAL INSTRUMENTS

Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.

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FTANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 2 – SUMMARY OF MATERIAL ACCOUNTING POLICIES (CONTINUED)

2.18 COMPARATIVES

Comparative figures have been adjusted to conform with changes in the presentation for the current year. Details of the reclassifications are presented below.

During the year ended 31 December 2024, management reassessed the appropriateness of the presentation of cash flow statements and determined that dividends received – net of withholding tax, interest income from financial assets at fair value through profit or loss, loans granted, and repayments of loans should be classified under operating activities instead of investing activities based on the strategy of the Company. In accordance with IAS 8, this was accounted for as a prior year restatement and the changes have been applied retrospectively. The restatement did not have any impact on the rest of the primary financial statements or the notes to the financial statements. For the summary of changes refer to the table below:

31 December 2023


(Amounts in USD 000)	As originally presented	Prior year reclassification	As reclassified
CASH FLOWS FROM OPERATING ACTIVITIES	Dividends received – net of withholding tax	-	13,324	13,324
Interest received from financial assets at fair value through profit or loss	-	483	483
Loans granted to related companies	-	(19,120)	(19,120)
Proceeds from repayment of loans granted to related companies	-	3,700	3,700
Net cash used in operating activities	-	(1,613)	(1,613)
CASH FLOWS FROM INVESTING ACTIVITIES	Dividends received – net of withholding tax	13,324	(13,324)	-
Interest received	2,006	(483)	1,523
Loans granted to related companies	(19,120)	19,120	-
Proceeds from repayment of loans granted to related companies	3,700	(3,700)	-
Net cash generated from investing activities	(90)	1,613	1,523

NOTE 3 – FINANCIAL RISK MANAGEMENT

3.1 FINANCIAL RISK FACTORS

The Company’s activities expose it to market risk (including currency risk, interest rate risk and price risk), credit risk, and liquidity risk. The Company’s overall risk management strategy seeks to minimize any adverse effect from the unpredictability of financial markets on the Company’s financial performance.

(a) Market risk

(i) Currency risk

The Company’s functional currency is US dollars. The Company operates internationally and is exposed to foreign exchange risk arising from various currency exposures primarily with respect to Euro and the NOK. The Company’s management monitors the exchange rate fluctuations on a continuous basis and acts accordingly.

The carrying amounts of the Company's foreign currency denominated monetary assets and monetary liabilities at the reporting date are as follows:

Liabilities

Assets

(Amounts in USD 000)

Date	31.12.2024	31.12.2023
Norwegian Kroner	Total	Norwegian Kroner	Total
1	193	193	264	264
2	1 498	1 498	12 719	12 719

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S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 3 – FINANCIAL RISK MANAGEMENT (CONTINUED)

3.1 FINANCIAL RISK FACTORS (CONTINUED)

(a) Market risk (continued)

(i) Currency risk (continued)

Sensitivity analysis:

A 10% strengthening of the USD against NOK at 31 December 2024 would have decreased equity and increased/(decreased) (loss)/profit by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. For a 10% weakening of the USD against the relevant currency, there would be an equal and opposite impact on the profit and other equity.

Equity	Profit or loss	(Amounts in USD 000)	31.12.2024	31.12.2023	31.12.2024	31.12.2023
Norwegian Kroner	130	1 246	130	1 246
Total	130	1 246	130	1 246

(ii) Price risk

The Company is exposed to equity price risk because investments held have been classified on the statement of financial position as at fair value through profit or loss and equity securities held for trading recognised at fair value through profit or loss. The fair value through profit or loss investments are susceptible to market risk arising from the operations, performance and the fair value of the assets held through its controlled subsidiary and its associate.

The Company’s investments are highly concentrated in equity securities of entities which are active in energy, transport and the Offshore Drilling markets. These investments consist 16% of total assets as at 31 December 2024 (2023: 56%). The Company’s investments held for trading represents 39% of total assets as of 31 December 2024 (2023: 15%). The Company’s management monitors the Company’s price risk exposure on a continuous basis and acts accordingly.

The carrying amounts of the Company's financial assets at fair value through profit or loss held for trading at the reporting date are as follows:

Assets	(Amounts in USD 000)	31.12.2024
NASDAQ Stock Exchange	15 142	2 214
Euronext	16 682	-
Unlisted debt and equity securities	14 388	14 921
Investment in a Fund	-	4 578
Total	46 212	21 713

Sensitivity analysis:

A 10% strengthening of the fair value of the investments at 31 December 2024 would have increased equity and profit by the amounts shown below. For a 10% weakening of the fair value of the investments, there would be an equal and opposite impact on the profit and equity.

1
3

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 3 – FINANCIAL RISK MANAGEMENT (CONTINUED)

3.1 FINANCIAL RISK FACTORS (CONTINUED)

(ii) Price risk - Sensitivity analysis (continued)

Equity	Profit or loss	(Amounts in USD 000)	31.12.2024	31.12.2023	31.12.2024	31.12.2023
			3 184	1 142	3 184	1 142
Total			3 184	1 142	3 184	1 142

(iii) Cash flow and fair value interest rate risk.

The Company's interest rate risk arises from interest-bearing assets and liabilities. Interest-bearing instruments at variable rates expose the Company to cash flow interest rate risk. Interest-bearing instruments at fixed rates expose the Company to fair value interest rate risk. The Company’s interest rate risk is mainly derived from cash balances held by the Company as at year end, from the loans receivable and from the debt instruments that are measured at fair value through profit or loss.

Sensitivity analysis: At 31 December 2024 and 2023, if interest rates on US dollar-denominated loans receivable and debt instruments had been 0.1% higher/lower with all variables held constant, post-tax profit for the year changes would have been immaterial. Management does not consider the Company’s interest rate risk exposure to be significant.

(b) PSV and Offshore Drilling markets risk

The Company has made significant investments in the PSV (Platform Supply Vessel) and Offshore Drilling markets in the past. As of the year-end, however, the PSV fleet owned by the subsidiary Standard Supply AS was sold. While the Company believes that these investments were made under favorable terms, there remains a risk that downturns in the Offshore Drilling markets may substantially affect the Company’s financial position. The risk factors specific to these markets are outlined below:

Offshore Drilling market

The Offshore Drilling market in which the Company invested in 2022 has historically been cyclical, characterized by volatility in profitability and asset values. This volatility stems from fluctuations in the supply of and demand for oil and gas products, as well as broader macroeconomic and geopolitical factors. Despite these inherent risks, market analysts forecast growth in this sector in the coming years, driven by expected increases in global energy demand and technological advancements. However, there are several critical risk factors within this market that could materially impact the Company’s investments. These include:

(i) Dependency on oil and gas prices

A key risk to the Company’s returns from its investments in the PSV and Offshore Drilling markets is the sensitivity of these returns to the volatility of oil and gas prices. The profitability of offshore oil and gas exploration, development, and production directly correlates with fluctuations in commodity prices. A prolonged decline in oil and gas prices could lead to reduced demand for offshore drilling and, consequently, lower revenues for the Company’s investments.

Oil and gas prices are inherently volatile and are influenced by various external factors beyond the Company’s control. Some of the key drivers of oil price volatility include, but are not limited to:

Global Supply and Demand Dynamics: Variations in the global supply of oil and gas, including increased production from competing regions or countries, can lead to an oversupply, exerting downward pressure on prices.
OPEC Production Decisions: The Organization of Petroleum Exporting Countries (OPEC) has a significant influence on global oil production levels, and changes in OPEC’s production targets or compliance can impact prices.
Exploration and Production Costs: The cost associated with the exploration, development, and production of oil and gas can directly affect the profitability of offshore drilling projects, especially in a low-price environment.
Alternative Energy Development: The rapid development and adoption of alternative energy sources could erode demand for oil and gas, influencing long-term price trends.
Geopolitical Events and Conflicts: Political instability, military conflicts, and trade disputes in key oil-producing regions, such as the Middle East, can lead to sudden price fluctuations due to perceived supply risks or changes in production levels.
Environmental Regulations: Governments around the world are increasingly implementing stricter environmental regulations, which can impact the cost of oil and gas exploration and production, potentially affecting profitability.

1
3

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 3 – FINANCIAL RISK MANAGEMENT (CONTINUED)

3.1 FINANCIAL RISK FACTORS (CONTINUED)

(b) PSV and Offshore Drilling markets risk (continued)

• Economic Conditions: Global economic downturns, such as recessions, can reduce demand for oil and gas, leading to lower prices and diminished market confidence. Given the sensitivity of the oil and gas industry to these factors, the Company remains cautious about its exposure to oil price volatility. Further declines in offshore exploration or production activities could materially and adversely impact the Company’s financial performance.

(ii) Fluctuating value of the fleet

The value of the vessels in which the Company has an indirect ownership interest, particularly in its PSV and Offshore Drilling investments, is subject to fluctuations driven by multiple factors. Key drivers of the changing value of the fleet include:

Market Conditions in Offshore and Shipping Industries: The value of vessels can be significantly affected by changes in general economic conditions, particularly those impacting the offshore oil and gas and shipping industries. This includes competition from other owners of platform supply vessels and offshore rigs, which could affect the demand for vessels and, consequently, their market value.
Vessel Specifications: The types, sizes, and ages of the vessels play a critical role in determining their market value. Older vessels or those with outdated specifications may lose value more quickly than newer, more advanced vessels.
Supply and Demand for Vessels: The market for offshore supply vessels is driven by the balance between supply and demand. An oversupply of vessels in the market, particularly in periods of lower oil prices or reduced exploration and drilling activities, could depress vessel values.
Cost of New Builds: The cost of new vessel construction also influences the value of existing vessels. If the cost of building new vessels decreases due to technological advancements or lower material costs, this could negatively affect the market value of older vessels.
Contract Day Rates: The day rates at which vessels are contracted for use in offshore oil and gas projects significantly affect their profitability and, therefore, their market value. Declining day rates due to lower demand for offshore services could lead to lower valuations for the fleet.
Technological Advancements: As new technologies emerge in the offshore oil and gas sector, vessels equipped with older or outdated technology may experience a depreciation in value. Conversely, vessels that incorporate the latest advancements in efficiency, safety, and environmental sustainability may retain or increase in value.

Russo-Ukrainian and Israel-Hamas Wars

The war in Ukraine and Gaza have no direct impact on the Company, however the continuance and a potential escalation of both events may cause material impact on equity and assets prices worldwide, which in turn may affect the Company’s earnings and statement of financial position. The management has established and implemented sufficient systems and procedures to monitor the markets it has invested into and stay alert to changes in the marketplace in order to help mitigate those risks in a timely manner. The Company has a sound financial position with no debt and the management will continue to monitor developments closely to assess its impact in our business and respond accordingly.

(c) Credit risk

Credit risk arises when a failure by counterparties to discharge their obligations could reduce the amount of future cash inflows from financial assets on hand at the reporting date. The Company’s credit risk arises from deposits with banks and financial institutions, and from the loans receivable from related parties. For banks and financial institutions, only independent rated parties with a minimum rating of ‘C’ are accepted.

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3

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 3 – FINANCIAL RISK MANAGEMENT (CONTINUED)

3.1 FINANCIAL RISK FACTORS (CONTINUED)

(c) Credit risk (continued)

The maximum exposure to credit risk for each class of financial assets is the carrying amount of that class of financial instruments presented on the statement of financial position. The Company’s major classes of financial assets are bank deposits, financial assets at amortised cost and loans to related parties.

Cash and cash equivalents:

The Company’s cash and cash equivalents which have investment grade credit ratings with at least one major rating agency, are considered to have low credit risk, and the loss allowance to be recognised during the period was therefore limited to 12 months expected losses. The identified impairment loss for cash and cash equivalents was immaterial to be accounted for. For the split of cash and cash equivalents by credit rating refer to the table below:

The external credit ratings of the main financial institutions with which the Company holds its funds are as follows:

Credit ratings	(Amounts in USD 000)	31.12.2024	31.12.2023	Long term rating	Short term rating
DNB Bank ASA (Standard & Poor’s)	40 672	25 498	AA– (2023: AAA)	A-1+ (2023: A-1+)
Bank of Cyprus Public Company Limited (Moody’s)	60	25	Baa1 (2023: Baa3)	P-2 (2023: Not Prime)

Financial assets at amortised cost:

The Company considers the probability of default upon initial recognition of the asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk, the Company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking information. Especially the following indicators are incorporated:

actual or expected significant adverse changes in business, financial or economic conditions that are expected to cause a significant change to the borrower’s/counterparty’s ability to meet its obligations;
actual or expected significant changes in the operating results of the borrower/counterparty; and
significant changes in the expected performance and behaviour of the borrower/counterparty, including changes in the payment status of counterparty and changes in the operating results of the borrower.

Regardless of the analysis above, a significant increase in credit risk is presumed, if a debtor is more than 30 days past due in making a contractual payment.

A default on a financial asset is when the counterparty fails to make contractual payments within 90 days of when they fall due. Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Company. The Company categorizes a receivable for write-off when a debtor fails to make contractual payments greater than 180 days past due. Where receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized in profit or loss.

The gross carrying amounts below represent the Company’s maximum exposure to credit risk on these assets as at 31 December 2024 and 31 December 2023:

(Amounts in USD 000)	Company internal credit rating	31.12.2024	31.12.2023
Performing	3 101	320

No expected credit loss was recognised as at 31 December 2024 and 2023 in relation to financial assets at amortised cost as the expected credit loss identified was insignificant.

1
3

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 3 – FINANCIAL RISK MANAGEMENT (CONTINUED)

3.1 FINANCIAL RISK FACTORS (CONTINUED)

(c) Credit risk (continued)

Assets measured at fair value through profit or loss

The entity is also exposed to credit risk in relation to debt investments that are measured at fair value through profit or loss and loans receivable measured at fair value through profit or loss. The maximum exposure at the end of the reporting period is the carrying amount of these assets (USD 23.3 million; 2023: USD 26.4 million). For details over the fair value measurement refer to Note 3.3.2.

(d) Liquidity risk

Liquidity risk is the risk that the Company will not have sufficient financial resources to meet its liabilities and obligations as they fall due.

Prudent liquidity risk management includes maintaining sufficient cash and cash equivalents, as well as securing availability of funding through adequate amount of credit facilities to meet future obligations.

The following are the contractual maturities of financial liabilities:

Carrying Amounts (Amounts in USD 000)	Contractual Cash flows	3 months or less	3-12 months	1-2 years	2-5 years	More than 5 years
2024	Trade and other payables	710	710	-	-	-
	Loan commitments (Note 21)	-	-	-	-	-
Total		710	710	-	-	-

Carrying Amounts (Amounts in USD 000)	Contractual Cash flows	3 months or less	3-12 months	1-2 years	2-5 years	More than 5 years
2023	Trade and other payables	2,471	2,471	-	-	-
	Loan commitments (Note 21)

3.2 CAPITAL RISK MANAGEMENT

The Company’s objectives when managing capital, are to safeguard the Company’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders; and to maintain an optimal capital structure to reduce the cost of capital. The capital as defined by management at 31 December 2024 and 2023 consists of equity as shown on the face of the statement of financial position.

3.3 FAIR VALUE MEASUREMENTS

3.3.1

The table below analyses financial instruments carried at fair value by valuation method. The different levels have been defined as follows:

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

1
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S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 3 – FINANCIAL RISK MANAGEMENT (CONTINUED)

3.3 FAIR VALUE MEASUREMENTS (CONTINUED)

The following tables present the Company's fair value hierarchy of the financial assets that are measured at fair value:

Level 1


Level 2	Level 3	Total
At 31 December 2024
Assets
	Financial Assets through profit or Loss
- Financial assets at fair value through profit or loss (note 5.1)	18 190		18 190
- Financial assets at fair value through profit or loss-held for trading – equity securities (note 5.2)	31 840		31 840
- Financial assets at fair value through profit or loss- debt securities/loans receivable (note 5.2 and 22.2)		14 372	8 950
Total financial assets measured at fair value	50 030	14 372	8 950	73 352
At 31 December 2023
Assets
	Financial Assets through profit or Loss
- Financial assets at fair value through profit or loss (note 451)	80 858		80 858
- Financial assets at fair value through profit or loss-held for trading – equity securities (note 5.2)	2 214	4 625	6 839
- Financial assets at fair value through profit or loss – debt securities/loans receivable (notes 5.2 and 22.2)*		10 296	16 081	26 377
- Financial assets at fair value through profit or loss-held for trading – investment in Fund (note 5.2)		4 578		4 578
Total financial assets measured at fair value	83 072	19 499	16 081	128 652

*Comparative figures have been restated to show the notes receivable categorised as Level 3 as such classification is more representative of their fair value hierarchy. The restatement did not have any impact on the rest of the notes to the financial statements.

3.3.2 Valuation processes

a) Investment in Standard Supply AS, Dolphin Drilling AS and traded equity securities (Level 1)

The fair values of securities that are quoted in active markets are determined by the traded share prices. For the investments in Standard Supply AS and Dolphin Drilling AS, the fair value was determined based on the traded share price on Euronext Growth Oslo as of 31 December 2024.

b) Investment in Fund, debt securities and unlisted equity securities (Level 2)

(i) The fair values of interests in investment funds are determined by using the net asset value (“NAV”) of the fund as calculated by the independent fund administrators and this is considered to be the market value as the fund shares are redeemable by the fund at NAV in any need.

(ii) The fair values for debt securities have been determined by using the traded security price as of 31 December 2024.

(iii) The fair values of unlisted equity securities that are traded over the counter, are determined by the initial cost price adjusted by an indexation factor of the fluctuations of the share price of listed comparable companies from the date of acquisition up to the statement of financial position date.

c) Debt securities – Notes receivable (Level 3)

The fair values for loans receivable from related parties (Note 22.2) have been determined based on their carrying amount due to their short-term nature. The key assumptions used on concluding on this for 31 December 2024 was (i) an internal assessment of credit risk which was estimated at B-, (ii) a probability of default 5.33% and (iii) loss given default 29.1%. The loans receivable from related parties as at 31 December 2024 related to loans advanced to Dolphin Drilling AS with a carrying amount of USD 8.95 million. In March 2025 the Company exited its equity investment in Dolphin Drilling AS and at the same time disposed the loan for the amount of USD 2.25 million. This transaction was assessed not to affect the fair value of loan as at 31 December 2024 (Note 4).

1
3

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 3 – FINANCIAL RISK MANAGEMENT (CONTINUED)

3.3 FAIR VALUE MEASUREMENTS (CONTINUED)

Reconciliation of Level 3 fair value measurements

The following table presents the changes in Level 3 investments for the year ended 31 December 2024:

(Amount in USD 000)	Notes receivable	Total
Opening balance	16 081	16 081
Additions	22 916	22 916
Repayments	(31 871)	(31 871)
Gains recognised in other income	1 824	1 824
Closing balance 31 December 2024	8 950	8 950

The following table presents the changes in Level 3 investments for the year ended 31 December 2023:

(Amount in USD 000)	Notes receivable	Total
Opening balance	-	-
Additions	19 120	19 120
Repayments	(3 799)	(3 799)
Gains recognised in other income	760	760
Closing balance 31 December 2023	16 081	16 081

Unrealised (losses) or gains recognized in profit and loss attributable to assets held at the end of the reporting period (included in gains/losses) disclosed above:

31 December 2024	-
31 December 2023	-

Valuation inputs and relationships to fair value

The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements as at 31 December 2024:

Financial assets	Fair value as at 31/12/2024	Fair value hierarchy	Valuation technique(s) and key input(s)	Significant unobservable inputs	Relationship of unobservable inputs to fair value
Loans receivable from related parties (Note 22.2)	8 950	Level 3	The valuation technique uses a model prepared by Management to derive the Company's credit rating using the Altman's Z-score (unobservable date) and probability of default and recovery rates extracted from Standard & Pool Global.	As per Management, a B- credit rating was assigned internally to the

counterparty and a LGD 29,1% and no fair value loss identified.

(i) internal assessment of credit risk which was estimated at B-, (ii) a probability of default 5,33% and (iii) loss given default 29,1%.

A change in the credit rating to CCC (and as a result change of PD to 25,98%) or change of LGD to 50% would result in a fair value loss of USD 628 thousands and USD 221 thousands respectively.

If the repayment of the loan is rolled forward to 2 years or 3 years the fair value loss would be USD 635 thousands and USD 1,02 million.

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S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 3 – FINANCIAL RISK MANAGEMENT (CONTINUED)

3.4 OFFSETTING FINANCIAL ASSETS AND LIABILITIES

Financial assets and liabilities are offset and the net amount reported in the statement of financial position where the Company currently has a legally enforceable right to offset the recognised amounts, and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The Company has also entered into arrangements that do not meet the criteria for offsetting but still allow for the related amounts to be set off in certain circumstances, such as bankruptcy or the termination of a contract.

The following table presents the recognised financial instruments that are offset, or subject to enforceable master netting arrangements and other similar agreements but not offset, as at 31 December 2024. The column ‘net amount after offsetting in the statement of financial position’ shows the impact on the Company’s statement of financial position if all set-off rights were exercised. There were no such arrangements as at 31 December 2023.

Gross amounts before offsetting in statement of financial position (a)	Gross amounts set off in the statement of financial position (b)	Net amount after offsetting in the statement of financial position (c)
At 31 December 2024
ASSETS
Amounts from brokers	(20 640)	2 509
Total assets subject to offsetting, master netting and similar arrangement	20 640	2 509
LIABILITIES
Liabilities at fair value through profit or loss	(20 640)	-
Total liabilities subject to offsetting, master netting and similar arrangement	(20 640)	-

The amount set off in the statement of financial position reported in column (b) is the lower of (i) the gross amount before offsetting reported in column (a) and (ii) the amount of the related instrument that is eligible for offsetting.

The Company has master netting arrangements with brokers which are enforceable in case of default. In addition, applicable legislation allows an entity to unilaterally set off trade receivables and payables that are due for payment, denominated in the same currency and outstanding with the same counterparty. These fall in the scope of the disclosure as they were set off in the statement of financial position.

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S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 4 – CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The following are the critical judgements and estimations that management has made in the process of applying the entity’s accounting policies and that have the most significant effect on the amounts recognized in financial statements.

Income taxes and deferred tax assets

Significant judgement is required in determining the provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain. The Company recognizes liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made.

Deferred tax assets are recognized for all unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilized. Significant management judgment is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits together with future tax planning strategies.

Investment entity status

In determining the Company’s status as an investment entity in accordance with IFRS 10, the Board of Directors considered the following:

The Company has announced and subsequently obtained funds for the purpose of providing investors with professional investment management services;
The business purpose of the Company is to invest within the energy, transport and commodities market, although will pursue any attractive investment opportunities that may arise within the framework of industries it operates, for the purposes of capital appreciation and investment income; and
The Investments are measured and evaluated by management on a fair value basis.

The Company exercised its judgement and concluded that the Company met all three defining criteria. In addition, the Board of Directors has assessed the business purpose of the Company and concluded that the Company qualifies as an investment entity. The Company’s intermediary subsidiary Wanax AS does not provide any investment related services or activities and as a result it is also measured at fair value through profit and loss and is not consolidated.

With regards to the subsidiary Standard Invest AS, its main purpose is to provide services relating to the investment activity of the Company, the management of the Company decided not to consolidate this subsidiary since the effect of its results for the year 2024 are considered immaterial.

Fair values of investment in and loan receivable from Dolphin Drilling AS (“Dolphin”)

As at 31 December 2024, the Company had an equity investment in Dolphin with a carrying amount of USD 16.2 million and a loan receivable from Dolphin in the amount of USD 8.95 million. Both these investments are measured at fair value as disclosed in Note 3.3.2.

In March 2025 the Company disposed both its equity investment in Dolphin and the loan receivable for a consideration of USD 5.1 million (NOK 54.8 million) for the shares and USD 2.25 million for the loan respectively. These events resulted in a loss of USD 16.6 million which will be recognized in the financial statements of the year 2025.

The Management of the Company has assessed that the inputs/prices used to measure the fair values of the equity investment in Dolphin (Level 1) and the loan receivable from Dolphin (Level 3) as at 31 December 2024, are those which were available at the measurement date to all market participants when pricing these assets and no revision in the fair value estimates was deemed appropriate as a result of the transactions disclosed in Note 23.2. Moreover, as the Company had no intention to exit the investment in Dolphin as at 31 December 2024 within a period of twelve months, the investment of USD 16.2 million is included within “non-current” assets. The intention and decision to exit the investment in Dolphin was taken in 2025.

Sensitivity analysis is disclosed in Note 3.3.2.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 5 – FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

5.1 Investments at fair value through profit or loss

(Amounts in USD 000)	31.12.2024	31.12.2023
Balance at 1 January	80 973	87 762
Additions	4 536	6 905
Changes in fair value	(67 203)	(13 694)
Balance at the end of the year (note 3.3.1)	18 306	80 973

Investments are measured at fair value through profit or loss are analysed as follows:

Name of Investment	Principal activity	Place of establishment and principal place of business	Proportion of ownership/interest held	31.12.2024
Standard Supply AS	Investment Holding	Norway	53%	53%
Dolphin Drilling AS	Drilling Operations	Norway	17%	19%
Standard Invest AS	Provision of services	Norway	100%	100%

During 2024, the following transactions took place:

In April 2024, the associate Dolphin Drilling AS proceeded with an equity issue through a private placement raising gross proceeds of the NOK equivalent of USD 40 million. The Company, as one of the largest shareholders, was allocated shares for NOK 50 million equivalent to USD 4.5 million, however its holding was reduced to 17%.

During 2023, the following transactions took place:

In June 2023 and as part of a reorganization, Dolphin Drilling AS (hereinafter “Dolphin”) completed a private placement of 84 million new shares. The Company acquired additional shares for USD 6.9 million. Overall, the Company has invested during 2022 and 2023 the amount of USD 26.9 million to Dolphin. As of 31 December 2023, the Company held 19% of the issued share capital of Dolphin having a fair value of USD 34.5 million.

The investment in Dolphin Drilling AS was disposed in 2025 (Note 4 and 23).

The above investments are measured at fair value.

(Amounts in USD 000)	31.12.2024	31.12.2023
Net changes in fair value on financial assets at fair value through profit or loss
Realised (losses) / gains	-	-
Unrealised change	(67 203)	(13 694)
Total net losses	(67 203)	(13 694)

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 5 – FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS (CONTINUED)

5.2 Investments held for trading

(Amounts in USD 000)	31.12.2024	31.12.2023
Balance at 1 January	21 713	5 746
Additions	99 423	67 067
Disposal	(77 658)	(52 752)
Changes in fair value	2 734	1 652
Balance at the end of year	46 212	21 713

During the year 2024, the Company invested USD 95,7 million (2023: USD 67,1 million) for the acquisition of securities listed on the US and Oslo Stock Exchange as well as unlisted securities, some of which were disposed realizing a profit of USD 4 million (2023: USD 0,8 million) and a fair value loss of USD 1,3 million (2023: USD 0,5 million gain). As of 31 December 2024, investments held for trading had a fair value of USD 31,8 million (2023: USD 11,4 million).

Moreover, the Company invested USD 3,7 million (2023: USD 15,3 million) for the acquisition of debt investments. No debt investments have been disposed during the year (2023: USD 0,4 million gain on disposal). As of 31 December 2024, debt investments held for trading had a fair value of USD 14,4 million (2023: USD 10,3 million).

All investments traded in active markets are valued based on quoted prices and are classified as level 1, whereas those unlisted investments are classified as level 2 (refer to note 3.3 for details).

NOTE 6 – DIVIDEND INCOME FROM FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

During the year 2024, the Company received from its subsidiary Standard Supply AS dividends amounting to USD 45,7 million (2023: USD 13,2 million).

In addition, the Company received dividends of USD 751 thousand (2023: USD 135 thousand) from its financial assets held for trading. No withholding tax was paid on these dividends received (2023: USD 11 thousand).

NOTE 7 – INTEREST INCOME

(Amounts in USD 000)	31.12.2024	31.12.2023
Interest income:
Financial assets at amortised cost:
Bank balances	1 641	1 522
Total interest income calculated using effective interest rate method for financial assets at amortised cost	1 641	1 522
Financial assets measured at fair value through profit or loss
Security notes	1 427	484
Loans to related parties (Note 22.2)	1 603	619
Total interest income for financial assets at fair value through profit or loss	3 030	1 103
Other interest income	221	141
Total interest income	4 892	2 766

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 8 – FINANCIAL AND OTHER NON-FINANCIAL ASSETS

8.1 Financial assets at amortised cost

(Amounts in USD 000)	31.12.2024	31.12.2023
Accrued interest receivable	591	320
Amounts due from brokers	2 510	-
Total financial assets at amortised cost	3 101	320

The fair value of financial assets at amortised cost due within one year approximate to their carrying amounts as presented above.

The carrying amounts of the Company's financial assets at amortised cost are denominated in the following currencies:

(Amounts in USD 000)	31.12.2024	31.12.2023
US Dollar – functional and presentation currency	2 247	320
Norwegian Kroner	854	3 101

8.2 Other Non-financial assets

(Amounts in USD 000)	31.12.2024	31.12.2023
Tax refund on dividends received	249	249
VAT refundable	21	10
Prepayments	27	31
Total non-financial assets	297	290

NOTE 9 – CASH AND CASH EQUIVALENTS

(Amounts in USD 000)	31.12.2024	31.12.2023
Cash at bank	40 732	25 523
Cash and cash equivalents at the end of the year	40 732	25 523

Cash and bank balances are denominated in the following currencies:

(Amounts in USD 000)	31.12.2024	31.12.2023
US Dollar – functional and presentation currency	39 176	12 782
Norwegian Kroner	1 498	12 719
Euro	58	22
Total	40 732	25 523

Cash and bank balances for the purposes of statement of cash flows is USD 40.7 million (2023: USD 25.5 million).

The principal non-cash transaction during 2024 were as follows:

An amount of USD 43.799 million investments at fair value through profit or loss were purchased from receivables from brokers amounts and receipts of USD 42.661 million from disposal of investments at fair value through profit or loss were transferred to receivables from brokers.

There were no non-cash transaction during the year 2023.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 10 – SHARE CAPITAL

Authorised

Number of shares (thousands)	Ordinary shares	Total
2024	Balance at the beginning of the year	865 000	25 950	25 950
	Balance at the end of the year	865 000	25 950	25 950
2023	Balance at the beginning of the year	865 000	25 950	25 950
	Balance at the end of the year	865 000	25 950	25 950

Issued and fully paid

Number of shares (thousands)	Ordinary shares	Total
2024	Balance at the beginning of the year	524 483	15 734	15 734
	Balance at the end of the year	524 483	15 734	15 734
2023	Balance at the beginning of the year	524 483	15 734	15 734
	Balance at the end of the year	524 483	15 734	15 734

All shares issued have the same rights and are of nominal value of USD 0.03 each. As of 31 December 2024, the Company didn’t hold own shares.

NOTE 11 – TRADE AND OTHER PAYABLES

	31.12.2024	31.12.2023
Creditors and accrued expenses	89	69
Amount due for investments acquired	-	1 995
Amounts due to related parties (note 22.1)	186	274
Provision social security option program (note 13)	91	133
Total trade and other payables at the end of the year at amortised cost	366	2 471
Other provisions	344

NOTE 12 – ADMINISTRATIVE AND OPERATING EXPENSES

(Amounts in USD 000)	31.12.2024	31.12.2023
Legal, consulting and professional fees (note 22.1)	186	366
Management fees from related company (note 22.1)	208	120
Service fees from subsidiary company (note 22.1)	506	499
Other expenses	228	297
Transactions costs for trading in shares	85	105
Accrual option program (note 17)	(7)	189
Provision social security option program (note 17)	(42)	73
Salary and other short-term employee benefits (note 20)	256	271
Total administrative and operating expenses	1 420	1 920

During 2024, the total audit fees of USD 44 thousand (2023: USD 49 thousand) were charged by the Company’s statutory audit firm. No fees for other assurance and non-assurance services were charged by PwC Cyprus or by other PwC Network firm.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 12 – ADMINISTRATIVE AND OPERATING EXPENSES (CONTINUED)

12.1 Employees full time

	31.12.2024	31.12.2023
Employees (note *)	3	3

Note: Including the employee of the subsidiary Standard Invest AS (note 17).

NOTE 13 – FINANCE COSTS

(Amounts in USD 000)	31.12.2024	31.12.2023
Finance costs:	Bank charges	(49)	(43)
Total finance cost	(49)	(43)

NOTE 14 – INCOME TAX EXPENSE

(Amounts in USD 000)	31.12.2024	31.12.2023
Current tax:	Current year corporation tax	268	94
Under provision of prior year corporation tax	68	25
Withholding tax on dividend income	-	11
Total current tax	336	130
Deferred tax:	Origination of temporary differences	-	-
Total deferred tax	-	-
Income tax expense	336	130

The total charge for the year can be reconciled to the accounting profit as follows:

(Amounts in USD 000)	31.12.2024	31.12.2023
(Loss) / profit before tax	(15 649)	2 721
Tax calculated at the applicable tax rates	(1 956)	340
Tax effect of expenses/ losses not deductible for tax purposes	8 584	1 769
Tax effect of allowances and income not subject to tax	(6 360)	(2 015)
Under provision of prior year corporation tax	68	25
Withholding tax on dividend income	-	11
Tax charge	336	130

The corporation tax rate is 12.5%. Brought forward losses of only five years may be utilized.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 14 – INCOME TAX EXPENSE (CONTINUED)

Under certain conditions interest income may be subject to defence contribution at the rate of 30%, decreased to 17% from 1 January 2024. In such cases this interest will be exempt from corporation tax. In certain cases, dividends received from abroad may be subject to defence contribution at the rate of 17% for 2024 (2023: 17%).

Gains on disposal of qualifying titles (including shares, bonds, debentures, rights thereon etc) are exempted from Cyprus income tax. The withholding tax on dividends represents income tax withheld from dividends received from financial assets at fair value through profit or loss – held for trading.

Statement of financial position

Current tax asset:

(Amounts in USD 000)	31.12.2024	31.12.2023
Corporate income tax refundable	-	-
Total current tax asset at the end of the year	-	-

Current tax liability:

(Amounts in USD 000)	31.12.2024	31.12.2023
Corporate income tax	-	47
Total current tax liability at the end of the year	-	47

NOTE 15 – EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year excluding the effect of shares purchased by the Company and held as treasury shares.

Basic earnings per share

(Amounts in USD 000)	31.12.2024	31.12.2023
(Loss) / profit attributable to equity holders of the Company	(15 985)	2 591
Weighted average number of ordinary shares in issue (thousands)	524 483	524 483
Weighted average number of ordinary shares diluted (thousands)	529 809	529 863
Basic (loss) / earnings per share (USD)	(0,03)	0,00
Diluted (loss) / earnings per share (USD)	(0,03)	0,01

NOTE 16 – DEFERRED INCOME TAX

Deferred income tax assets are recognized for tax loss carry forwards to the extent that realization of the related tax benefit through future taxable profits is probable. As of 31 December 2024, the Company has no unutilized losses (2023: USD NIL) which can be carried forward.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 17 – OPTION AND SHARE PROGRAM

An equity settled option and share program was initiated by the Company in January 2022 towards a certain key employee of the subsidiary Standard Invest AS, granting the employee the option to purchase 10,000,000 shares of the Company on the date falling 18 months after 1 August 2021 and 10,000,000 shares on the date falling 30 months after 1 August 2021 at the strike prices of NOK 1.25 and NOK 1.40 respectively. Total estimated fair value of the option at the grant date was calculated in Q1 2022 to USD 1.1 million. The Company has recognized the amount of USD 708 thousand as an expense with a corresponding increase in equity and a provision for social security cost of the option program of USD 91 thousand from the grant date up to 31 December 2024.

The vesting periods of the current program end in the period between 20 January 2023 and 30 January 2024. At initial recognition, the fair value of the options, as estimated by the Black-Scholes model, are straight-lined through the vesting period as administration expenses with corresponding entry against other paid in equity. Since the options are equity settled, no subsequent measurement is required under IFRS Accounting Standards. As of 31 December 2024, no options have been exercised.

Expenses recognised for employee service during the year:

(Amounts in USD 000)	31.12.2024	31.12.2023
Expenses arising from equity-settled share-based payment transactions	(7)	189
Social security reserves for equity-settled share-based payment transactions*	(42)	73
Total expenses arising from share-based payment transactions	(49)	262

*Social security expenses are accrued for if the options are in the money and the accrual for social security expenses will be updated quarterly, based on the development in the share price. An increase in share price will increase the value of the options, hence increase the social security expenses, whereas a decrease in share price will reduce the reserves, creating an income.

Input parameters for Black-Scholes option pricing model as applied for options granted in 2022:

Grant date:	14.01.2022
Number of options granted (thousands)	10,000 / 10,000
Fair value at measurement date (NOK)	0.38 / 0.37
Share price (spot) at grant date (NOK)	1.36
Strike price (initial – ex dividends) (NOK)	1.25 / 1.40
First exercise (months)*	18 / 30
Expiry (months)	37 / 49
Expected annualized volatility	32.50%
Risk-free interest rate	1.50%
Expected dividends	Not applicable

*The right to exercise the stock options is subject to that the employment agreement have not been terminated at the time of exercise.

Movements during the year:

	2024	Number (in thousands)	2024	Weighted average exercise price (NOK)	2023	Number (in thousands)	2023	Weighted average exercise price (NOK)
Outstanding on 1 January	20,000	1.36	20,000	1.36
Granted during the year	-	-	-	-

Forfeited during the year

-	-	-	-

Exercised during the year

-	-	-	-

Expired during the year

-	-	-	-

Outstanding on 31 December

20 000	1,81	20 000	1,85

Exercisable on 31 December

-	-	-	-
---
# STANDARD ETC
---
# S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 18 – INTERIM DIVIDEND PAID

On 6 November 2024, the Board of Directors of the Company resolved the payment of an interim dividend of NOK 0.20 (USD 0.0181) per share amounting to a total of USD 9.5 million, out of the profits of the year 2022.

NOTE 19 – SHAREHOLDERS’ INFORMATION

The Company’s 20 largest shareholders are as follows:

Owner	31.12.2024	Ownership interest in %	31.12.2023	Ownership interest in %
Ferncliff Listed DAI AS	155 918 109	29,73	155 918 109	29,73
Apollo Asset Limited	41 259 898	7,87	-	-
Apollo Asset Limited	36 785 714	7,01	36 785 714	7,01
Titan Venture AS	30 350 000	5,79	30 350 000	5,79
State Street Bank and Trust Comp	29 689 357	5,66	41 356 024	7,89
Goldman Sachs & Co. LLC	14 000 000	2,67	14 000 000	2,67
State Street Bank and Trust Comp	11 666 667	2,22	-	-
TVENGE	10 000 000	1,91	10 000 000	1,91
EGD Shipping Invest AS	9 901 749	1,89	9 901 749	1,89
ØSTLANDSKE PENSJONISTBOLIGER AS	9 462 498	1,80	-	-
Hanekamb Invest AS	8 844 864	1,69	8 844 864	1,69
EL Investment AS	8 313 161	1,59	8 313 161	-

1.59

Injektor AS	6 850 000	1,31	6 850 000	1,31
Active Pro AS	6 350 000	1,21	6 350 000	1,21
TVECO AS	6 000 000	1,14	6 000 000	1,14
PROFOND AS	5 369 338	1,02	5 141 643	0,98
Froiland Invest AS	5 000 000	0,95	5 000 000	0,95
Heggelund Jan	4 600 000	0,88	4 600 000	0,88
UBS Switzerland AG	5 000 505	0,95	4 182 150	0,80
SINGLE T AS	4 100 000	0,78	4 100 000	0,78
Gronland Steinar	-	-	11 781 316	2,25
Norsk Hedge-Fond AS	-	-	8 894 668	1,70
Nordnet Livsforsikring AS	-	-	4 504 672	0,86

Total 20 largest

409 461 860	78,07	382 874 070	73,00

Others

115 021 041	21,93	141 608 831	27,00

Total

524 482 901	100,00	524 482 901	100,00

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 20 – REMUNERATION TO THE BOARD OF DIRECTORS AND KEY MANAGEMENT PERSONNEL

Social Insurance &


31.12.2024	31.12.2023
Fees	Gross Salary	other contributions	Fees	Gross Salary	other contributions
Executive management:	Christos Neokleous – Chief Financial Officer	20	65	10	95	18	65	9	92
Evangelia Panagide – General Manager	-	57	7	64	-	55	7	62
Subsidiary employee:	Option and share program expenses (note 17)	-	-	-	(49)	-	-	262
Total remuneration executive management	20	122	17	110	18	120	16	416

Directors’

31.12.2024


31.12.2023	(Amounts in USD 000)	Fees	Salary	Total	Total
Board of Directors:	Martin Nes (Chairman)	75	-	75

Remuneration of Board of Directors

Name	Fees	Salary	Total
Konstantinos Pantelidis (Independent Director)	15	-	15
George Crystallis (Independent Director)	15	-	15
Total remuneration of Board of Directors	105	-	105

Nomination Committee

Name	Fees	Salary	Total
George Papanicolaou (Chairman)	2	-	2
Demetris Kyriakou (Member)	2	-	2
Total remuneration	4	-	4

Audit Committee

Name	Fees	Salary	Total
Kostas Pantelidis (Chairman)	5	-	5
George Crystallis (Member)	3	-	3
Total remuneration	8	-	8

NOTE 21 – COMMITMENTS

Loans to related parties (Note 22.2)

Loans amount contracted for at the year-end date but not provided to related parties is US$ NIL million (2023: US$20 million).

NOTE 22 – RELATED-PARTY TRANSACTIONS

The following transactions were carried out with related parties and are included in the operating expenses of the year:

22.1 Provision of services

Nature of transactions	31.12.2024	31.12.2023
Ferncliff TIH AS *	120	120
Ferncliff TIH AS *	88	197
Standard Invest AS (subsidiary)	506	499
Total	714	816

* Ferncliff TIH AS holds 100% of the issued share capital of Ferncliff Listed Dai AS, the major shareholder of the Company.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 22 – RELATED-PARTY TRANSACTIONS (CONTINUED)

22.1 Provision of services (continued)

The Company has entered into a consultancy agreement with Ferncliff TIHAS whereby Ferncliff TIHAS provides certain management services to the Company. Fees paid under this agreement for the year ended 31 December 2024 amounted to USD 120 thousand (2023: USD 120 thousand). In addition, during the year the Company received from Ferncliff TIHAS consulting services amounting to USD 88 thousand (2023: USD 197 thousand). As of 31 December 2024, the Company owed to Ferncliff TIHAS the amount of USD 126 thousand (2023: USD 207 thousand).
In 2021 the Company entered into a services agreement with its wholly owned subsidiary Standard Invest AS, whereby Standard Invest AS provides portfolio management services to the Company. Fees paid under this agreement for the year ended 31 December 2024 amounted to USD 506 thousand (2023: USD 499 thousand). As of 31 December 2024, the Company owed to its subsidiary the amount of USD 60 thousand (2023: USD 67 thousand).

22.2 Related party loans – at fair value through profit or loss

(Amounts in USD 000)	31.12.2024	31.12.2023
Loans to Dolphin Drilling AS (associate)
Opening balance	8 090	-
Loans advanced	-	7 500
Interest charged during the year	639	449
Exit fees	221	141
Total	8 950	8 090

In March 2023, the Company entered into a shareholder bridge loan facility agreement with the associate Dolphin Drilling AS for the granting of an unsecured bridge loan facility of an amount up to USD 7.5 million which was disbursed in 2023, at an interest rate of 8.5%, a 3% exit fee on total drawings made and with final repayment date on 31 May 2024. In June 2024, an addendum was signed with the associate, extending the existing bridge loan facility final repayment date to 30 November 2025. During 2025, the Company transferred its rights of the loan to a third party for a consideration of USD 2.25 million as disclosed in Note 24. Information on the fair value of this loan as at 31 December 2024 is disclosed in Note 3.3.2 and Note 4.

(Amounts in USD 000)	31.12.2024	31.12.2023
Loans to Ferncliff Opportunities AS**
Opening balance	7 991
Loans advanced	11 116	7 920
Interest charged during the year	917	71
Loans repaid	(20 024)	-
Total	-	7 991

** Ferncliff Opportunities AS and Ferncliff Listed Dai AS, the major shareholder of the Company, are both part of the Ferncliff TIH AS group.

In November 2023, the Company entered into an agreement with Ferncliff Opportunities AS, to provide an unsecured loan for USD 7.9 million at an interest rate of 12%. During 2024, the company provided additional amounts of USD 11.2 million. In July 2024, Ferncliff Opportunities AS repaid in full the loan plus the accrued interest.

(Amounts in USD 000)	31.12.2024	31.12.2023
Loans to Standard Supply AS (subsidiary)
Loans advanced	11 800	3 700
Interest charged during the year	47	99
Loans repaid	(11 847)	(3 799)
Total	-	-

In June 2022, the Company concluded a revolving credit facility ("RCF") with its subsidiary Standard Supply AS (“subsidiary”) for the amount of USD 20 million at a margin of 5%, an upfront fee of 0.75% and maturity on 31 December 2023. During 2023, the Company provided under the RCF the amount of USD 3.7 million in three tranches all of which were settled by 31 December 2023. In February 2024, the Company provided under the RCF the amount of USD 11.8 million which was settled in March 2024 including interest. The RCF had maturity end of 2024 and is no longer available from 2025 to the subsidiary.

Note 3.1 sets out information about the Company’s exposure to credit risk.

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

NOTE 22 – RELATED-PARTY TRANSACTIONS (CONTINUED)

22.3 Dividend income

During the year 2024, the Company received from its subsidiary Standard Supply AS dividends amounting to USD 45.7 million (2023: USD 13.2 million).

The Company had no transactions with shareholders or other related parties other than those disclosed above.

NOTE 23 – SUBSEQUENT EVENTS

The following events took place between the Statement of financial position date and the date of approval of these financial statements:

In January 2025, the Board of Directors of the Company was informed of an exercise of a total of 10,000,000 share options by a certain key employee of the subsidiary Standard Invest AS. These options are part of a share option package granted to the employee of the subsidiary at his appointment to the position as Head of Investments (note 17). The share options are exercised at a price of NOK 1.05 per share, which equals the original exercise price of NOK 1.25 adjusted for a dividend distribution of NOK 0.20 per share in November 2024. The Company's Board of Directors has resolved to cash settle the exercised share options, and the Company paid an amount to the employee equal to the difference between the exercise price of NOK 1.05 per share and the closing share price of the Company on the 17th of January 2025 of NOK 1.71, a total of USD 777 thousand.
In March 2025, the Company sold the 49,784,706 shares held in Dolphin Drilling AS through an accelerated bookbuilding offering (the "Placing") at a price of NOK 1.1 per share for a total transaction size of approximately NOK 54.8 million (USD 5.1 million) and as a result recognized a realized loss of USD 9.7 million. In connection with the Placing, the Company also agreed to transfer all of its rights and obligations under the shareholder bridge loan facility (the "Shareholder Loan") provided to Dolphin Drilling AS in March 2023 by the Company and certain other lenders. The rights and obligations under the Shareholder Loan have been transferred to certain investors in the Placing, for consideration corresponding to 30% of the Company’s principal amount of USD 7.5 million under the Shareholder Loan, i.e. USD 2.25 million. As a result, the Company recognized a total loss of USD 6.9 million since the interest charge was not recoverable as well.
In March 2025, Saga Pure ASA (“Saga Pure”) acquired 75,125,280 shares in the Company representing 14.32% holding. Following the acquisition, Saga Pure and Ferncliff Listed DAI hold a consolidated ownership of approximately 44.05% of the total outstanding shares in the Company. On 7 April 2025, Saga Pure presented a mandatory offer for all remaining shares in the Company for NOK 1.90 per share in cash. There have been no other material subsequent events that have an impact on these financial statements.

pwc

PricewaterhouseCoopers Ltd, City House, 6 Karaiskakis Street, CY-3032 Limassol, Cyprus

P O Box 53034, CY-3300 Limassol, Cyprus

T: +357 25 - 555 000, F:+357 - 25 555 001, www.pwc.com.cy

PricewaterhouseCoopers Ltd is a private company registered in Cyprus (Reg. No.143594). Its registered office is at PwC Central, 43 Demostheni Severi Avenue, CY-1080 Nicosia. A list of the company’s directors, including for individuals the present and former (if any) name and surname and nationality, if not Cypriot and for legal entities the corporate name, is kept by the Secretary of the company at its registered office. PwC refers to the Cyprus member firm, PricewaterhouseCoopers Ltd and may sometimes refer to the PwC network. Each member firm is a separate legal entity. Please see www.pwc.com/structure for further details.

Independent Auditor’s Report

To the Members of S.D. STANDARD ETC PLC

Report on the Audit of the Financial Statements

Our opinion

In our opinion, the accompanying financial statements of S.D. STANDARD ETC PLC (the “Company”) give a true and fair view of the financial position of the Company as at 31 December 2024, and of its financial performance and its cash flows for the year then ended in accordance with IFRS Accounting Standards as adopted by the European Union and the requirements of the Cyprus Companies Law, Cap. 113.

What we have audited

We have audited the financial statements which are presented in pages 11 to 41 and comprise:

the statement of financial position as at 31 December 2024;
the statement of comprehensive income for the year then ended;
the statement of changes in equity for the year then ended;
the statement of cash flows for the year then ended; and
the notes to the financial statements, which include material accounting policy information.

The financial reporting framework that has been applied in the preparation of the financial statements is IFRS Accounting Standards as adopted by the European Union and the requirements of the Cyprus Companies Law, Cap. 113.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report.

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

Independence

We remained independent of the Company throughout the period of our appointment in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code) together with the ethical requirements that are relevant to our audit of the financial statements in Cyprus, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code.

Our audit approach

Key audit matters incorporating the most significant risks of material misstatements, including assessed risk of material misstatements due to fraud.

Key audit matters are those matters that, in our professional judgement, 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.

pwc

Key Audit Matter

How our audit addressed the Key Audit Matter

Valuation and classification of investment in and loan receivable from Dolphin Drilling AS (“Dolphin”)

As at 31 December 2024 the Company had an equity investment in Dolphin with a carrying amount of USD 16.225 thousands (classified as financial asset at fair value through profit or loss) and a loan receivable from Dolphin in the amount of USD 8.950 thousands. Both these investments are measured at fair value in accordance with the relevant accounting policies in Note 2 to the financial statements and fall under levels 1 and 3 of the IFRS 13 valuation hierarchy respectively.

As stated in Note 23.2, in March 2025 the Company sold all its equity investment in Dolphin (49.784.706 shares) through an accelerated bookbuilding offering (the "Placing") at a price of NOK 1,1 per share for a total transaction size of approximately NOK 54,8 million (USD 5,1 million) and as a result recognized a realized loss of USD 9,7 million in 2025.

In connection with the Placing, the Company has also agreed to transfer all of its rights and obligations of the loan receivable to certain investors in the Placing, for a consideration corresponding to 30% of the principal amount of USD 7,5 million under the loan agreement, i.e. USD 2,25 million. As a result, the Company recognized in 2025 a loss of USD 6,9 million which corresponds to the loss in the principal amount and the interest accrued as of that date.

This was an area of particular focus in our audit due to the significance of the value of the aforementioned assets and the potential impact of this post year end transaction on their valuation and classification. Specifically, we considered the appropriateness of the below assessments made by the Board of Directors that:

the disposal made in 2025 does not trigger a revision of the fair value estimates of the equity investment and loan receivable in Dolphin as at 31 December 2024, and
the Company had no intention to exit the investment in Dolphin as at 31 December 2024 within a period of twelve months, and consequently the investment with a carrying amount of USD 16.225 thousands is classified within “non-current” assets.

The above matters are disclosed in Note 3.3– Fair value measurements, Note 4 - Critical accounting estimates and judgements, Note 22.2– related party loans and Note 23– Subsequent events.

We have understood the process and methodology adopted by the Company in estimating the fair value of the equity investment in Dolphin and the loan receivable from Dolphin.

In relation to the equity investment in Dolphin which is classified as a financial asset at fair value through profit or loss, we have assessed and tested the valuation estimate which was based on Level 1 inputs, including management's conclusion that the shares have been trading in an active market.

In relation to the fair value of the loan receivable from Dolphin which was based on a model prepared by the Management using Level 3 inputs, we have assessed and tested with the assistance of our PwC internal auditor's experts the valuation inputs, assumptions, methodologies and calculations adopted. This included considering the appropriateness of the methodology used and challenging the assumptions used (e.g., Credit Scoring, Loss Given Default and Probability of Default). We tested the completeness and accuracy of data inputs to the model, tested the mathematically accuracy and carried out related

Sensitivity Analysis

We have reviewed minutes of meetings, corporate press releases/announcements and challenged management when assessing whether there was an intention to dispose the investment in Dolphin and the loan receivable as of 31 December 2024.

We have assessed the adequacy of the disclosures made in Notes 3.3, 4, 22.2 and 23 of the financial statements.

The results of the above procedures were considered satisfactory for the purposes of our audit.

pwc

44 Reporting on other information

The Board of Directors is responsible for the other information. The other information comprises the information included in the Management Report, the Report on Corporate Governance, and the Statement of the Members of the Board of Directors and Other Responsible Persons of the Company for the Financial Statements but does not include the financial statements and our auditor’s report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

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

Responsibilities of the Board of Directors and those charged with governance for the Financial Statements

The Board of Directors is responsible for the preparation of the financial statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the European Union and the requirements of the Cyprus Companies Law, Cap. 113, and for such internal control as the Board of Directors determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Board of Directors is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

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

As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

- Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

pwc

Report on Other Legal and Regulatory Requirements

Pursuant to the requirements of Article 10(2) of the EU Regulation 537/2014 we provide the following information in our Independent Auditor’s Report, which is required in addition to the requirements of International Standards on Auditing.

Appointment of the Auditor and Period of Engagement

We were first appointed as auditors of the Company in 2011 by the Board of Directors for the audit of the financial statements for the year ended 31 December 2010. Our appointment has been renewed annually, since then, by shareholder resolution. In 2011 the Company’s securities were listed in Oslo Axess and in 2017 the securities were listed in Oslo Bors. Accordingly, the first financial year that the Company qualified as a European Union Public Interest Entity was the year ended 31 December 2011. Since then, the total period of uninterrupted engagement appointment was 14 years.

Consistency of the Additional Report to the Audit Committee

We confirm that our audit opinion on the financial statements expressed in this report is consistent with the additional report to the Audit Committee of the Company, which we issued on 9 April 2025 in accordance with Article 11 of the EU Regulation 537/2014.

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

● Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

● Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.

● Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

● Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves a true and fair view.

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 to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters.

pwc

Provision of Non-audit Services

We declare that no prohibited non-audit services referred to in Article 5 of the EU Regulation 537/2014 and Section 72 of the Auditors Law of 2017 were provided. In addition, there are no non-audit services which were provided by us to the Company and which have not been disclosed in the financial statements or the management report.

European Single Electronic Format

We have examined the digital files of the European Single Electronic Format (ESEF) of S.D. STANDARD ETC PLC for the year ended 31 December 2024 comprising an XHTML file which includes the annual financial statements for the year then ended (the “digital files”).

The Board of Directors of S.D. STANDARD ETC PLC is responsible for preparing and submitting the financial statements for the year ended 31 December 2024 in accordance with the requirements set out in the EU Delegated Regulation 2019/815 of 17 December 2018 of the European Commission (the ‘’ESEF Regulation’’).

Our responsibility is to examine the digital files prepared by the Board of Directors of S.D. STANDARD ETC PLC. According to the Audit Guidelines issued by the Institute of Certified Public Accountants of Cyprus (the “Audit Guidelines”), we are required to plan and perform our audit procedures in order to examine whether the content of the financial statements included in the digital files correspond to the financial statements we have audited, and whether the digital files have been prepared in all material respects, in accordance with the requirements of the ESEF Regulation.

In our opinion, the digital files examined correspond to the financial statements, and the financial statements included in the digital files, are presented, in all material respects, in accordance with the requirements of the ESEF Regulation.

Other Legal Requirements

Pursuant to the additional requirements of the Auditors Law of 2017, we report the following:

In our opinion, based on the work undertaken in the course of our audit, the management report has been prepared in accordance with the requirements of the Cyprus Companies Law, Cap. 113, and the information given is consistent with the financial statements.
In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we are required to report if we have identified material misstatements in the management report. We have nothing to report in this respect.
In our opinion, based on the work undertaken in the course of our audit, the information included in the corporate governance statement in accordance with the requirements of subparagraphs (iv) and (v) of paragraph 2(a) of Article 151 of the Cyprus Companies Law, Cap. 113, and which is included as a specific section of the management report, has been prepared in accordance with the requirements of the Cyprus Companies Law, Cap. 113, and is consistent with the financial statements.
In our opinion, based on the work undertaken in the course of our audit, the corporate governance statement includes all information referred to in subparagraphs (i), (ii), (iii), (vi) and (vii) of paragraph 2(a) of Article 151 of the Cyprus Companies Law, Cap. 113.
In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we are required to report if we have identified material misstatements in the corporate governance statement in relation to the information disclosed for items (iv) and (v) of subparagraph 2(a) of Article 151 of the Cyprus Companies Law, Cap. 113. We have nothing to report in this respect.

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Other Matter

This report, including the opinion, has been prepared for and only for the Company’s members as a body in accordance with Article 10(1) of the EU Regulation 537/2014 and Section 69 of the Auditors Law of 2017 and for no other purpose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whose knowledge this report may come to.

The engagement partner on the audit resulting in this independent auditor’s report is Yiangos Kaponides.

Yiangos Kaponides

Certified Public Accountant and Registered Auditor

for and on behalf of

PricewaterhouseCoopers Limited

Certified Public Accountants and Registered Auditors

City House, 6 Karaiskakis Street,

CY-3032 Limassol, Cyprus

9 April 2025

AI assistant

S.D. Standard ETC — Annual Report 2024

9921_10-k_2025-04-10_e80bb2d3-c607-472d-9edc-a6e4502da930.xhtml

Untitled

S.D. STANDARD ETC PLC

ANNUAL REPORT AND FINANCIAL STATEMENTS 2024

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CI

STANDARD ETC

CONTENTS

CI

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

BOARD OF DIRECTORS AND OTHER OFFICERS

MARTIN NES

KONSTANTINOS PANTELIDIS

GEORGE CRYSTALLIS

EVANGELIA PANAGIDE

CHRISTOS NEOKLEOUS

ALFO SECRETARIAL LIMITED

3105 Limassol, Cyprus

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

STATEMENT OF THE MEMBERS OF THE BOARD OF DIRECTORS AND OTHER RESPONSIBLE PERSONS OF THE COMPANY FOR THE FINANCIAL STATEMENTS

CT

STANDARD ETC

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

REPORT ON CORPORATE GOVERNANCE

IMPLEMENTATION AND REPORTING ON CORPORATE GOVERNANCE

BUSINESS

EQUITY AND DIVIDEND

Authorizations to the Board of Directors

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

EQUAL TREATMENT OF SHAREHOLDERS AND TRANSACTIONS WITH CLOSE ASSOCIATES

SHARES AND NEGOTIABILITY

GENERAL MEETINGS

COMMITTEES

Nomination Committee

The Nomination Committee submits recommendations to AGMs for the election of members of the Board of Directors. The recommendation will include relevant information on each candidate’s background and independence. Furthermore, the

Nomination Committee proposes remuneration to the members of the Board of Directors.

Audit Committee

THE BOARD OF DIRECTORS COMPOSITION

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

7

THE WORK OF THE BOARD OF DIRECTORS

RISK MANAGEMENT AND INTERNAL CONTROL

REMUNERATION OF THE BOARD OF DIRECTORS

REMUNERATION OF EXECUTIVE PERSONNEL

INFORMATION AND COMMUNICATIONS

TAKEOVERS

Board of Directors' Statement

AUDITOR

The Company has adopted guidelines for the auditor’s and associated persons’ non-auditing work, in line with the Code of Practice and the EU regulation.

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

MANAGEMENT REPORT

HISTORY AND PRINCIPAL ACTIVITIES

BUSINESS STRATEGY

REVIEW OF DEVELOPMENTS, POSITION AND PERFORMANCE OF THE COMPANY'S BUSINESS

Non-Financial KPIs

Health, Safety and Environmental regulations

Corporate Social Responsibility

FINANCIAL RESULTS

PRINCIPAL RISKS AND UNCERTAINTIES

The Company’s activities are exposed to the overall economic environment as well as regulatory, market and other financial risks associated with the market in which the specific investments are held.

S.D. Standard ETC Plc. – Annual Report and Financial Statements 2024

Russo-Ukrainian and Israel-Hamas Wars

USE OF FINANCIAL INSTRUMENTS BY THE COMPANY

FUTURE DEVELOPMENTS OF THE COMPANY

DIVIDENDS

SHARE CAPITAL AND PREMIUM

TREASURY SHARES

BOARD OF DIRECTORS

DIRECTORS’ INTEREST IN THE SHARE CAPITAL OF THE COMPANY

EVENTS AFTER THE REPORTING PERIOD

BRANCHES

CORPORATE GOVERNANCE

INDEPENDENT AUDITORS

ALTERNATIVE PERFORMANCE MEASURES

- Operating Profit / (Loss) is defined as Income from operating activities after subtracting administration and operating expenses.

CT STANDARD ETC

Alfo SECRETARIAL LMaLTEd

S.D. Standard ETC Annual Report 2024