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2 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 Dear Shareholders and Valued Partners, Reflecting on 2024, I am filled with pride and gratitude as I address you through Sarantis Group’s Annual Integrated Report. This past year has been a testament to our resilience, adaptability and commitment to long-term sustainable growth. Despite a volatile global landscape, we have remained steadfast in our mission—investing in our core categories, driving operational efficiency, fostering innovation and upskilling our people to enhance our organizational capabilities. We are pleased to report another year of solid financial performance, delivering tangible value to our shareholders. Our strong results reconfirm our commitment to long-term growth and value creation. Beyond financial success, we have continued to advance our sustainability agenda, making significant progress in reducing our environmental footprint, promoting social responsibility and upholding the highest standards of corporate governance and business ethics. Strengthening Corporate Governance As our Group continues to grow, we place great emphasis on reinforcing our corporate governance framework. In 2024, we further enhanced our Board’s structure, bringing together diverse expertise and extensive experience to drive our strategic vision forward. This evolution was further marked by leadership transitions, completing our transition to a new management structure that aligns with our long-term objectives. In alignment with our commitment to Environmental, Social and Governance (ESG) principles, we established an ESG Committee within 2024, composed of three independent non-executive board members. This Committee, in collaboration with our dedicated internal ESG team, plays a pivotal role in shaping our sustainability strategy and embedding ESG considerations into our business model and operations. A Heartfelt Thank You None of our achievements would have been possible without the trust and collaboration of all our people and partners. Your unwavering commitment has been the cornerstone of our continued success. As we step into 2025, we remain optimistic about the future, focused on sustainable growth, innovation and fostering strong relationships with all those who contribute to our journey. On behalf of the Board of Directors, I extend my sincere appreciation for your ongoing support. We remain committed to driving Sarantis Group forward, creating long-term value and making a positive impact on the communities we serve. Personally, I would like to express my gratitude for your trust and partnership, and I look forward to another year of shared success. Kyriakos Sarantis Sarantis Group Executive Chairman Message from Chairman
3 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 Dear Shareholders and Valued Partners, It is with great pride that I present Sarantis Group’s Integrated Annual Report for 2024, reflecting on a year marked by growth, challenges and significant achievements. 2024 was a testament to our momentum, the resilience of our teams and the continued trust and cooperation of our shareholders and partners. In an ever-changing world, our ability to adapt, innovate and remain true to our values has been critical to our success. We have made progress in implementing our strategy, launched new initiatives and improved our operational efficiency, thereby strengthening our market position and ensuring sustainable growth in the long term. Strong Performance and Strategic Expansion 2024 was marked by significant achievements, including historically high net sales of € 600.1 mil. and historically high EBITDA of € 81.0 mil. and EBIT of € 61.0 mil. A key milestone of the year was the acquisition of Stella Pack which was completed in January 2024. Stella Pack holds a leading position in the production and provision of household products, with 25 years of successful presence in Poland and Romania. This strategic move reinforced Sarantis Group’s leading position in the Polish market and further enriched our consumer household product portfolio. At the same me, in the beauty and personal care categories we marked significant growth, while at the same me we expanded our internaonal presence, broadening the internaonal footprint of our beauty and skin care products and strengthening their connecon with consumers. These strategic moves are a springboard to further growth. Investing in Sustainable Growth and Continuous Innovation Our commitment to sustainability remains at the heart of our strategy. In 2024, we mapped the decarbonisation opportunities across the Group, with a clear implementation plan. During the first Investor Day organised by the Group in March 2024, we announced a strong growth plan, with a doubling of the Group's EΒITDA over five years, supported by investments in infrastructure in our production, in strengthening recycling and raw material regeneration projects in our production facilities and in simplifying the Group's processes through digital transformation. Throughout 2024 we continued to evolve our product portfolio in a more sustainable direction. In a dynamic and challenging business environment, as we move into 2025, Sarantis Group remains optimistic about its future prospects, looking forward to another year of growth, focused on maintaining its growth momentum and competitiveness, while protecting its profitability margins. Our strategy for 2025 focuses on continuously improving the consumer experience by strengthening our product portfolio with innovative, sustainable solutions. A Sincere Thank You Our achievements would not be possible without the dedication of our people and the support of our partners. The trust and open communication we maintain consist the cornerstone of our growth. As we move forward into 2025, we remain focused on sustainable growth, innovation and value creation. Together, we will continue to drive meaningful progress and long-term success. Thank you for your continued trust and partnership with Sarantis Group, Giannis Bouras Sarantis Group Chief Executive Officer Μessage from CEO
4 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 The Annual Financial Report was prepared in accordance with article 4 of Law 3556/2007 and it was approved by the Board of Directors of GR. SARANTIS S.A. on March 12, 2025. It is uploaded on the internet, on the website www.sarantisgroup.com. CONTENTS 1. STATEMENTS BY MEMBERS OF THE BOARD OF DIRECTORS ........................................................................................................7 2. BOARD OF DIRECTORS’ ANNUAL MANAGEMENT REPORT ..........................................................................................................9 2.1 INTRODUCTION.............................................................................................................................................................................. 9 2.2 PERFORMANCE AND FINANCIAL POSITION ................................................................................................................................... 9 2.3 SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR 2024.............................................................................................................. 14 2.4 MAJOR RISKS AND UNCERTAINTIES ............................................................................................................................................. 18 2.4.1 Risk management - framework ....................................................................................................................................... 19 2.4.2 Explanations of the risks as well as the main risk factor ................................................................................................. 20 2.5 FUTURE OUTLOOK AND PROSPECTS ............................................................................................................................................ 31 2.6 RELATED PARTY TRANSACTIONS.................................................................................................................................................. 32 2.7 DETAILED INFORMATION ACCORDING TO A. 4, PAR.7, L.3556/2007. ......................................................................................... 34 2.7.1 Structure of the Company’s share capital ....................................................................................................................... 34 2.7.2 Limits on transfers of Company’s shares ........................................................................................................................ 35 2.7.3 Significant change to the voting rights according to Law 3556/2007 ............................................................................. 35 2.7.4 Shares conferring special control rights .......................................................................................................................... 36 2.7.5 Limitations on voting rights............................................................................................................................................. 36 2.7.6 Agreements among Company shareholders ................................................................................................................... 36 2.7.7 Rules governing the appointment and replacement of members of Board of Directors and the amendment of the Articles of Association ..................................................................................................................................................... 36 2.7.8 Responsibility of the Board of Directors for the issuance of new shares or the purchase of treasury shares ................ 36 2.7.9 Important agreements initiated, amended or terminated in case a charge arises in the company’s control following a public offer ...................................................................................................................................................................... 36 2.7.10 Agreements with members of the Board of Directors or employees of the Company ................................................... 36 2.8 INFORMATION FOR ACQUIRED TREASURY SHARES ACCORDING TO ARTICLE 50 PARAGRAPH 2 of L. 4548/2018 ...................... 36 2.9 RESEARCH AND DEVELOPMENT ACTIVITY ................................................................................................................................... 36 2.10 COMPANY’S BRANCHES ............................................................................................................................................................... 37 2.11 SUBSEQUENT EVENTS .................................................................................................................................................................. 37 2.12 CORPORATE GOVERNANCE STATEMENT ..................................................................................................................................... 38 2.12.1 Corporate Governance Code........................................................................................................................................... 38 2.12.2 The General Assembly of the Shareholders .................................................................................................................... 38 2.12.3 Board of Directors and Committees................................................................................................................................ 40 2.12.4 Internal Control System and Risk Management .............................................................................................................. 53 2.13 SUSTAINABILITY REPORT.............................................................................................................................................................. 56 2.14 ALTERNATIVE PERFORMANCE MEASURES («APM») .................................................................................................................. 175 3. INDEPENDENT AUDITORS’ REPORT .........................................................................................................................................178 4. ANNUAL FINANCIAL STATEMENTS ..........................................................................................................................................189 4.1 STATEMENT OF FINANCIAL POSITION........................................................................................................................................ 189 4.2 STATEMENT OF TOTAL COMPREHENSIVE INCOME ................................................................................................................... 190 4.3 STATEMENT OF CHANGES IN GROUP’S EQUITY ......................................................................................................................... 191 4.4 STATEMENT OF CHANGES IN COMPANY’S EQUITY.................................................................................................................... 192 4.5 STATEMENT OF CASH FLOWS .................................................................................................................................................... 193 4.6 NOTES ON THE ANNUAL FINANCIAL STATEMENTS .................................................................................................................... 194 4.6.1 The Company ................................................................................................................................................................ 194 4.6.2 The Group’s Structure ................................................................................................................................................... 194 4.7 BASIS FOR THE PREPARATION OF THE FINANCIAL STATEMENTS .............................................................................................. 195 4.7.1 Compliance with IFRS .................................................................................................................................................... 195 4.7.2 Basis of preparation of financial statements ................................................................................................................ 195 4.7.3 Approval of financial statements .................................................................................................................................. 195 4.7.4 Covered period ............................................................................................................................................................. 195
5 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 4.7.5 Presentation of financial statements ............................................................................................................................ 195 4.7.6 Significant judgments and estimations by Management .............................................................................................. 195 4.7.7 New Accounting Policies ............................................................................................................................................... 197 4.8 MATERIAL ACCOUNTING POLICY INFORMATION ...................................................................................................................... 200 4.8.1 Consolidation ................................................................................................................................................................ 200 4.8.2 Foreign currency translation ......................................................................................................................................... 202 4.8.3 Financial information by segment................................................................................................................................. 203 4.8.4 Goodwill ........................................................................................................................................................................ 203 4.8.5 Intangible assets ........................................................................................................................................................... 203 4.8.6 Tangible assets .............................................................................................................................................................. 204 4.8.7 Investments in property ................................................................................................................................................ 205 4.8.8 Impairment of non-financial assets............................................................................................................................... 205 4.8.9 Inventories .................................................................................................................................................................... 206 4.8.10 Financial Instruments .................................................................................................................................................... 206 4.8.11 Offsetting of financial instruments ............................................................................................................................... 208 4.8.12 Trade receivables .......................................................................................................................................................... 208 4.8.13 Cash & cash equivalents................................................................................................................................................ 208 4.8.14 Share Capital ................................................................................................................................................................. 208 4.8.15 Treasury Shares ............................................................................................................................................................. 208 4.8.16 Loans ............................................................................................................................................................................. 208 4.8.17 Leases ............................................................................................................................................................................ 209 4.8.18 Employee benefits ........................................................................................................................................................ 210 4.8.19 Recognition of income .................................................................................................................................................. 211 4.8.20 Government grants ....................................................................................................................................................... 212 4.8.21 Contingent Liabilities and Provisions ............................................................................................................................ 212 4.8.22 Dividend Distribution .................................................................................................................................................... 212 4.8.23 Earnings per share......................................................................................................................................................... 212 4.8.24 Current and deferred taxation ...................................................................................................................................... 212 4.9 FINANCIAL RISK MANAGEMENT ................................................................................................................................................ 213 4.9.1 Capital Management ..................................................................................................................................................... 213 4.9.2 Financial Instruments .................................................................................................................................................... 214 4.9.3 Definition of fair values ................................................................................................................................................. 214 4.9.4 Foreign exchange risk.................................................................................................................................................... 215 4.9.5 Interest Rate Risk .......................................................................................................................................................... 216 4.9.6 Credit Risk ..................................................................................................................................................................... 216 4.9.7 Liquidity Risk ................................................................................................................................................................. 218 4.9.8 Raw Material Price Risk ................................................................................................................................................. 219 4.10 EXPLANATORY NOTES ON THE FINANCIAL STATEMENTS .......................................................................................................... 219 4.10.1 Segment Reporting ....................................................................................................................................................... 219 4.10.2 Investments in subsidiaries, associates......................................................................................................................... 222 4.10.3 Goodwill ........................................................................................................................................................................ 224 4.10.4 Inventories .................................................................................................................................................................... 225 4.10.5 Trade and other receivables ......................................................................................................................................... 226 4.10.6 Cash & cash equivalents................................................................................................................................................ 229 4.10.7 Financial Assets at Fair Value through Results .............................................................................................................. 229 4.10.8 Trade and other liabilities ............................................................................................................................................. 230 4.10.9 Provisions and other long - term liabilities ................................................................................................................... 231 4.10.10 Loans and lease liabilities .............................................................................................................................................. 232 4.10.11 Income Tax .................................................................................................................................................................... 235 4.10.12 Deferred Taxes .............................................................................................................................................................. 237 4.10.13 Employee Benefits ........................................................................................................................................................ 238 4.10.14 Revenues and (expenses) by category .......................................................................................................................... 239 4.10.15 Financial Income / (Expenses) ....................................................................................................................................... 242 4.10.16 Share Capital ................................................................................................................................................................. 243
6 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 4.10.17 Earnings per Share ........................................................................................................................................................ 243 4.10.18 Dividends ...................................................................................................................................................................... 243 4.10.19 Treasury Shares ............................................................................................................................................................. 243 4.10.20 Reserves ........................................................................................................................................................................ 244 4.10.21 Table of changes in fixed assets .................................................................................................................................... 245 4.10.22 Number of Employees................................................................................................................................................... 257 4.10.23 Provisions for employee benefits.................................................................................................................................. 257 4.10.24 Litigation Cases ............................................................................................................................................................. 259 4.10.25 Contingent Liabilities..................................................................................................................................................... 259 4.10.26 Contractual Liabilities .................................................................................................................................................... 259 4.10.27 Events after the reporting date of the financial statements ......................................................................................... 259 4.10.28 Foreign Exchange Differences ....................................................................................................................................... 260 4.10.29 Related party transactions ............................................................................................................................................ 261 4.10.30 Business Units and Geographical Analysis tables .......................................................................................................... 264
7 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 1. STATEMENTS BY MEMBERS OF THE BOARD OF DIRECTORS It is hereby declared that to our knowledge: a) the annual parent and consolidated financial statements of the company “GR. SARANTIS S.A.” for the financial year 2024 (from 1 January 2024 to 31 December 2024), which were prepared according to the applicable International Financial Reporting Standards, accurately present the assets and liabilities, equity and results of the Company Gr. Sarantis S.A., as well as the companies included in the consolidation, considered as a whole, according to article 4 of Law 3556/2007. b) the annual management report of the Board of Directors reflects in a true manner the development, performance and financial position of GR. SARANTIS S.A., as well as the companies included in the Group consolidation, considered as a whole, including the description of the principal risks and uncertainties faced, according to article 4 of Law 3556/2007. Marousi, March 12 th 2025 The designees CHAIRMAN OF THE BOARD VICE CHAIRMAN & BOARD MEMBER GROUP CHIEF EXECUTIVE OFFICER & BOARD MEMBER GROUP CHIEF FINANCIAL OFFICER & BOARD MEMBER KYRIAKOS SARANTIS GRIGORIS SARANTIS IOANNIS BOURAS CHRISTOS VARSOS ID NO. AI 597050/2010 ID NO. X 080619/2003 ID NO. AB 055247/2006 ID NO. AO 547315/2020
Board of Directors’ Annual Management Report for the year 01.01.2024 - 31.12.2024
9 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2. BOARD OF DIRECTORS’ ANNUAL MANAGEMENT REPORT 2.1 INTRODUCTION The present Annual Report by the Board of Directors (hereinafter the “Report”) refers to the financial period 01.01.2024 - 31.12.2024. This Report was prepared and is aligned with the relevant stipulations of Law 3556/2007 (Government Gazette 91A/30.04.2007) and the relevant executive decisions issued by the Hellenic Capital Market Commission, and especially Decision no 8/754/14.04.2016 issued by the Board of Directors of Hellenic Capital Market Commission, as well as the provisions of articles 150 to 154 of Law 4548/2018. The Report, along with the financial statements of “GR. SARANTIS S.A.” (hereafter the “Company”), includes to their entirety all the other elements and statements required by the law in the annual financial report for the period from 1 January 2024 to 31 December 2024. The present report briefly presents the Company’s financial information for financial year 2024, significant events that occurred during the year and their effects on the financial statements. The report also includes a description of the basic risks and uncertainties the Group’s companies may face in the following year and finally within the report, significant transactions between the issuer and its related parties are also presented. The report also includes non- financial information i) sustainability report, ii) the Corporate Governance statement, iii) the depiction of the most significant related party transactions of the Company and the Group, as well as iv) additional information as required by the respective legislation. The financial statements (company and consolidated), the audit report by the certified auditor and the management report of the Board of Directors of GR. SARANTIS S.A. are being presented on the address: https://sarantisgroup.com/investor-relations/financial-briefing/results-release/. The financial statements and the certified auditors’ audit reports of Sarantis Group’s companies which are being consolidated and which are not publicly traded are being presented on the following address: https://sarantisgroup.com/investor- relations/financialbriefing/subsidiaries-financial-statements/. The Consolidated and Company Financial Statements were compiled according to the International Financial Reporting Standards (I.F.R.S.), as these have been adopted by the European Union (E.U.). This Report also refers to Alternative Performance Measurement Indicators in paragraph 2.14. 2.2 PERFORMANCE AND FINANCIAL POSITION Sarantis Group remains committed to the implementation of its strategic growth plan based on three pillars: 1) strong and consistent growth of its business base with the complementary exploration of growth opportunities through acquisitions to follow, 2) simplification of internal processes and operations and efficiency, in order to create value and release energy in the organization, 3) further enhancing the organizational capacity of the Group by upgrading the skills of its people and developing their leadership skills. In this context and in conjunction with the three strategic pillars, the Group continues to focus on rationalizing its product portfolio, further strengthening its HERO products, including the product portfolio of Stella Pack companies, i.e. high value products in each strategic category where the Group operates, which can lead to the further profitability and sustainable development of the Group. These strategic directions as a whole aim to create value for all the Group's stakeholders and, during 2024, they strengthened its sales throughout its geographical area of activity and in its strategic categories: Beauty, Skin & Sun Care, Personal Care, Home Care Solutions, as well as Strategic Partnerships, which also include selective distribution cosmetics. Specifically, the Group's consolidated sales, including Stella Pack companies, in 2024 amounted to € 600.1 mil. from € 482.2 mil. in 2023, showing a significant increase of 24.4%. Sales in Greece (including Portugal and selected international markets) amounted to € 170.6 mil. in 2024 compared to € 156.0 mil. in 2023, increased by 9.3%. Sales in the countries of the Group’s international network, which represent 71.6% of the total consolidated sales, increased by 31.7% to € 429.5 mil. in 2024 from € 326.2 mil. in 2023. Excluding the foreign exchange currency impact, on a currency neutral basis, affiliates’ sales presented a growth of 30.3%.
10 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 In 2024, Poland was the Group’s leading country in total sales and recorded sales of € 184.1 mil. compared to € 110.4 mil. in 2023, representing an increase of 66.8%, reflecting both the contribution of Stella Pack S.A. and the growth in sales of Poland’s product portfolio. During 2024, the Group achieved improved levels of profitability confirming the effectiveness of its business model and strategy, with initiatives aimed at sales growth, including targeted actions on the Advertising and Promoting front, while at the same time safeguarding the Group’s competitive positioning and commitment to high quality products. In particular (for the Group): Earnings Before Interest Taxes, Depreciation and Amortization (EBITDA)¹ increased by 32.5% to € 81.6 mil. in 2024 from € 61.6 mil. in 2023. EBITDA margin stood at 13.6% in 2024 from 12.8% in 2023. Earnings Before Interest and Taxes (EBIT) amounted to € 61.0 mil. in 2024 from € 47.1 mil. in 2023, increasing by 29.6% and EBIT margin stood at 10.2% from 9.8% in 2023. Earnings Before Tax (EBT) reached € 56.7 mil. in 2024 from € 48.6 mil. in 2023, up 16.6%, and EBIT margin stood at 9.5% in 2024 from 10.1% in 2023. Net Profit amounted to € 46.0 mil. in 2024 from € 39.3 mil. in 2023, posting an increase of 17.1% and Net Profit margin reached 7.7% from 8.2% in 2023. Individually, Stella Pack, the acquisition of which was completed on January 12, 2024, recorded the following sales and profitability levels in 2024: Net sales amounted to € 74.5 mil. in 2024. Earnings Before Interest Taxes, Depreciation and Amortization (EBITDA)¹ amounted to € 10.9 mil. and EBIΤDA margin stood at 14.7%. Earnings Before Interest and Taxes (EBΙΤ) amounted to € 7.0 mil. in 2024 and EBΙΤ margin stood at 9.5%. ¹ Alternative Performance Measures (Detailed information on APMs are presented in paragraph 2.14 of the Group’s Financial Report)
11 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Group presents a healthy financial position, supported by the improving profitability of the business and the balanced capital expenditure. At the end of 2024, the Group had a net debt position of € 8.5 mil. from a net cash position of € (43.6) mil. at the end of 2023. It is noted that the completion of acquisition of Stella Pack companies in January 2024 was funded from the cash reserves of the Group. During 2024, the Group also proceeded with the full repayment of Stella Pack’s external debt of € 8.5mil. Overall, the Group managed to improve its operating working capital as percentage of net sales compared to last year's levels, which demonstrates its ability to effectively manage its working capital cycle and reflects the commitment to maintain a healthy cash flow position. Aiming for its actions and business strategy to continuously enhance the value it delivers to shareholders, the Group also proceeded with a dividend payment for the 2023 fiscal year of a gross amount of € 15 mil. (€ 0.224381 per share) increased by 50.0% compared to € 10 mil. (gross amount of € 0.143108 per share) distributed for the 2022 fiscal year. Additionally, the Board of Directors will propose to the AGM of 2025 a dividend payment of € 20 mil. (€ 0.299174 gross amount per share), increased by 33.3% in comparison with the gross amount of € 15 mil. Distributed for the fiscal year 2023. Progress Update on the Group's Strategic Pillars As part of its strategy to further grow sales and profits organically, emphasis is given in optimizing and enhancing the Group’s product portfolio, leveraging the strong brand equity within its strategic product categories across its geographical region. Targeted investments and innovation plans are allocated behind strategic product development initiatives to drive further growth across our territory and generate value. At the same time, the acquisition of the Polish consumer household products company under the trade name STELLA PACK by its fully owned subsidiary, Sarantis Polska S.A., was completed on January 12 th 2024. The completion of the acquisition reinforces Sarantis Group’s leading position in the Polish market with further enrichment of an already strong product portfolio, while it is expected to boost further growth in the category of consumer household products strengthening the Group's geographical footprint in the region where it operates. Stella Pack is an important addition to Sarantis Group, as it holds a leading position in the production and provision of household products, with 25 years of successful presence in three countries, Poland, Romania and Ukraine. At the same time, it is an exemplary company in terms of circular economy, as it operates only with recycled plastic to produce plastic bags, having a waste separation line to manufacture internally own recycled plastic that fully meets its production needs. The Group proceeded with the consolidation plan during the year, making significant progress and exploiting the synergies arising from the acquisition. Regarding the Group's second strategic pillar, to simplify internal processes and operations and further enhance the Group's efficiency and effectiveness, investments have been activated in areas related to automation, infrastructure, systems, and the streamlining of supply chain processes. Specifically, the acceleration of digital transformation through the use of new, modern tools and platforms is at the core of the Group's focus, aiming to optimize operational processes, create a stronger business environment, and enhance its competitive advantages. Digital transformation will provide increased and improved information capabilities regarding the consumer and the markets in which the Group operates. This will enable the Group to respond more quickly to consumer needs, offering even better solutions for everyday life and enhancing the consumer experience with a focus on quality and safety through improved products that deliver added value to the consumer. Within the years 2021 - 2024 a significant project took place related to focusing on the Group’s HERO product portfolio, namely the high-value core brands within our strategic categories that can lead to further profitability and sustainable growth for the Group. The Group continued to successful implement the portfolio rationalization process throughout the year as an integral part of its philosophy, including the product portfolio of Stella Pack companies, that resulted in the destruction of low value adding non-core stock, and generated benefits from the focus we placed behind our HERO product portfolio through increased sales and targeted A&P expenses. It is expected that this strategic focus will continue having a significant positive impact on the growth prospects of the Group. With the further strengthening of its organizational capability as the third pillar of its strategy, the Group aims to provide a safe, pleasant and modern work environment, investing in the well-being and development of its employees both professionally and personally. In this context, the Group continues to prioritize the growth of its people,
12 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 enhancing their skills through the design and implementation of training and development programs. Within an environment of equal opportunities, inclusion, and employee development, the Group's initiatives focus on establishing a culture of continuous learning, emphasizing skill enhancement and leadership development. Sustainable Development In line with its aim to maintain the optimum balance between our economic performance and our responsible environmental and social practices, the Group transforms its business excellence into social contribution. The Group’s sustainable development strategy is based on four pillars: Sustainable Production and Consumption, Empowered Employees, Contribution to Thriving Communities and Responsible Governance. The progress achieved by the Group in each of these pillars during 2024 is outlined below: Constantly seeking new practices and initiatives, and guided by the principle of sustainable production and consumption, Sarantis Group has made a broad range of investments in Environmental Management Systems, thereby emphasizing its commitment to delivering high-quality products while simultaneously adopting socially responsible and environmentally friendly production methods. Following a series of automation improvements at the Oinofyta production plant, including robotic palletizing systems, automated fragrance filling lines, and container manufacturing, the Group made another major investment in 2024 by installing a new high-tech flexible packaging production unit (Doypacks), capable of producing more than 10 mil. units annually. Additionally, as already mentioned above, the acquisition of Stella Pack S.A., which has a waste separation line to manufacture internally own recycled plastic, further contributes to the use of recycled plastic in the Group’s total garbage bags portfolio. The empowerment of the Group’s employees is an integral part of its philosophy. This is reflected in programs, systems and actions aimed at their continuous development. Specifically, focusing on the ongoing education and skill development of its people, the Group launched three new training programs in 2024. The purpose of these programs is to provide participants with the necessary skills and knowledge needed to meet the challenges of leadership in a constantly changing business environment. Contributing to society has been an intrinsic part of the Group's philosophy since its inception. Throughout its journey, it has strived to contribute to the prosperity of communities and create value in the societies where it operates. The Group, recognizing that responsible business practices are essential for a sustainable future, ensures that its investments lay the groundwork for a sustainable and inclusive future for the next generations. Recognizing that financial performance is inextricably linked with a sustainable business journey and a structured internal management, the Group creates value for all its stakeholders, while ensuring that its Corporate Governance and Business Ethics are upheld throughout its operations. The Group is committed in achieving its strategic goals in relation to Sustainable Development in Environmental, Social and Governance (ESG) issues. Thus, during its meeting on March 28th, 2024, the Board of Directors decided to establish an ESG Committee, consisting of the following independent non-executive members of the Board. The purpose of the ESG Committee is to provide strategic direction for ESG initiatives, oversee the company's economic, environmental, and social impacts, and collaborate with stakeholders to improve processes. It reports to the Board of Directors, ensuring the proper implementation of ESG-related policies and their integration into the company's business operating model. It is noted that the Group has developed a Sustainability Report, fully aligned with the new European Sustainability Reporng Standards (ESRS). With this approach, the Group aims to achieve maximum transparency and comprehensiveness in communicang its sustainability performance, meeng the expectaons of stakeholders and regulatory requirements.
13 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Business overview by product category Sales Regarding the sales breakdown by product category, sales of Beauty, Skin & Sun Care products increased by 24.1% in 2024 to € 59.8 mil., from € 48.2 mil. in 2023, as a result of increased sales of sun care products combined with favorable weather conditions that prevailed for a long period of time. The contribution of Beauty, Skin & Sun Care products to the Group's sales amounted to 10.0%. Sales of Personal Care products increased by 13.4% in 2024 to € 116.5 mil. from € 102.8 mil. in 2023. This upward trend reflects the diversification of the product portfolio and the Group's ability to achieve better market positioning. The contribution of Personal Care products to the Group's sales amounted to 19.4%. Sales of Home Care Solutions products reached € 212.0 mil. in 2024 from € 164.1 mil. in 2023, posting an increase of 29.2%, reflecting the contribution of Stella Pack companies to the category growth. The contribution of Home Care Solutions products in the total sales of the Group amounted to 35.3%. The Private Label product category represents sales of Polipak and Stella Pack companies, which produce private label garbage bags. Sales in this category reached € 59.8 mil. in 2024 from € 30.7 mil. in 2023 increased by 94.7%. The contribution of Private Label products in the total sales of the Group amounted to 10.0%. The Strategic Partnerships category reached € 150.6 mil. in 2024 compared to € 132.6 mil. in 2023, representing an increase in sales of 13.6%, supported by both the sales of Mass Distribution products, which increased by 15.3%, and the sales of Selective Distribution products, which increased by 10.5%. Their contribution to the Group's total sales amounted to 25.1%. Operating Profit In terms of operating profit by product category, EBIT of Beauty, Skin & Sun Care products amounted to € 8.9 mil. in 2024 up from € 5.4 mil. in 2023, reflecting an increase of 65.5%. The EBIT margin of Beauty, Skin & Sun Care products was 14.9% in 2024 from 11.2% in 2023. EBIT of Personal Care products reached € 17.9 mil. in 2024 from € 13.2 mil. in 2023, an increase of 36.0%, positively affected by cost improvements impacting the gross profit margin and the balanced management of advertising and promotion expenses. Consequently, the EBIT margin of Personal Care products rose to 15.4% in 2024 from 12.8% in 2023. EBIT of Home Care Solutions products, amounted to € 24.4 mil. in 2024 from € 22.4 mil. in 2023, increased by 9.2%. The EBIT margin for this category was 11.5% in 2024, compared to 13.6% in 2023 and its contribution to total EBIT was 40.1%. EBIT of Strategic Partnerships category increased by 33.1% in 2024, reaching € 9.9 mil. compared to € 7.4 mil. in 2023, while the EBIT margin of the category rose to 6.6% in 2024 from 5.6% in 2023. Business overview by geographical region Sales In terms of geographical analysis, sales in Greece (including Portugal and selected international markets) amounted to € 170.6 mil. in 2024, up from € 156.0 mil. in 2023, reflecting an increase of 9.3%. In particular, sales in the domestic market of Greece reached € 151.3 mil. in 2024, compared to €138.8 mil. in 2023, marking an increase of 9.0%. The main growth driver of that increase has been the increased sales of suncare products, which reflect the Group’s strategically better positioning in the market, along with the favorable weather conditions that prevailed for an extended period. Additionally, in 2024, there was an increase in market shares for Personal Care and Home Care Solutions categories, which underlines consumers’ preferences for the Group’s products. At the same time, increased export activity further supported sales in Greece. Specifically, € 19.3 mil. out of the total sales of € 170.6 mil. in the business unit in 2024, were attributed to sales to selected international markets and Portugal, which, compared to € 17.2 mil. in 2023, recorded an increase of 11.9%.
14 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Net sales in the international network, which represent 71.6% of the Group's total net sales, increased by 31.7% to € 429.5 mil. in 2024 from € 326,2 mil. in 2023. Excluding the currency effect, on a currency neutral basis, sales of the international network increased by 30.3%. All Group's countries benefited from the broad portfolio of Beauty, Skin & Sun Care and Personal Care categories and capitalized on growth opportunities, resulting in significant sales growth, particularly in the face care, suncare, deodorant and body cleansing categories. In addition, the category Home Care Solutions - garbage bags and food packaging solutions - marked a significant increase in sales, confirming the Group’s leading position in the category. During 2024, Poland was the Group’s leading country in total sales and recorded sales of € 184.1 mil. compared to € 110.4 mil. in 2023, representing an increase of 66.8%, which reflects both the contribution of Stella Pack S.A., and the growth of the rest of Poland’s product portfolio. Specifically, € 56.1 mil. of the total sales in Poland correspond to sales of private label products which marked an increase of 82.7% compared to € 30.7 mil. in 2023, while € 128.0 mil. correspond to sales of branded products, increased by 60.7% compared with € 79.7 mil. in 2023. All Group's countries benefited from the broad portfolio of Beauty, Skin & Sun Care and Personal Care products and capitalized on growth opportunities, resulting in significant sales growth, particularly in the face care, suncare, deodorant and body cleansing categories. In addition, sales of the category Home Care Solutions - waste bags and food packaging products – marked a significant increase, confirming the Group’s leading position in the category. Operating Profit In terms of operating profit by geographical region during 2024, the EBIT of Greece (including Portugal and selected international markets) marked an increase of 31.0% to € 21.7 mil. from € 16.6 mil. in 2023. The EBIT margin of Greece stood at 12.7% in 2024 from 10.6% in 2023. The EBIT of sales in selected international markets and Portugal increased by 41.5% to € 5.0 mil. in 2024, compared to € 3.6 mil. in 2023, with the corresponding EBIT margin standing at 26.1% in 2024 from 20.7% in 2023. The EBIT of domestic market of Greece amounted to € 16.7 mil. in 2024 from € 13.0 mil. in 2023, increased by 28.2%, with the corresponding EBIT margin reaching 11.0% in 2024 from 9.4% in 2023. The countries of the international network presented an increase in EBIT of 28.8% to € 39.3 mil. in 2024, from € 30.5 mil. in 2023, attributed to Beauty / Skin Care / Sun Care and Personal Care categories, as well as the Home Care Solutions category. The countries' EBIT margin stood at 9.1% in 2024 from 9.3% in 2023. The EBIT of Poland amounted to € 10.6 mil. in 2024 from € 6.2 mil. in 2023, reflecting a 69.7% increase, with EBIT margin rising to 5.7% from 5.6% in the same period last year, highlighting the contribution of Stella Pack S.A. during its first year of operation as part of the Group. The EBIT of private label products amounted to € 0.2 mil. in 2024, compared to € (0.3) mil. in 2023, with the EBIT margin standing at 0.4% in 2024, compared to (0.8)% in 2023. The EBIT of branded products reached € 10.4 mil. in 2024 from € 6.5 mil. in 2023, with the EBIT margin remaining stable at 8.1% in 2024, in line with 2023 levels. It is noted that: The breakdown by product category and by geographical region is presented in section 4.10.30 “Business Units and Geographical Analysis Tables”. References to sales in Greece are made at Group level, that is, having eliminated intra-group transactions. References to the EBIT of Greece, as well as to the EBIT of the other countries, relate to the operating profitability as being monitored by the management to serve the evaluation of the performance and to make a more efficient decision-making per sector of activity, having proportionally applied the distribution of the Group’s expenses per country. 2.3 SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR 2024 Completion of the acquisition of Stella Pack
15 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Group completed the acquisition of Stella Pack on January 12, 2024. More specifically, Sarantis Polska S.A., Sarantis Group’s fully-owned subsidiary, signed an agreement on January 12, 2024, for the acquisition of the 100% of the share capital of the companies Stella Pack Europe SP.Z.O.O. in Poland, Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania, as well as 79% of Stella Pack Ukraine LLC in Ukraine. The acquisition of Stella Pack is a strategic move that allows Sarantis Group to reinforce its leading position in the Polish market with further enrichment of an already strong product portfolio, while it is expected to boost further growth in the category of consumer household products strengthening the Group's geographical footprint in the region where it operates. Stella Pack S.A. is an important addition to Sarantis Group, as it holds a leading position in the production and provision of household products, with 25 years of successful presence in three countries, Poland, Romania and Ukraine. At the same time, it is an exemplary company in terms of circular economy, as it operates only with recycled plastic to produce plastic bags, having a waste separation line to manufacture internally own recycled plastic that fully meets its production needs. The shares of Stella Pack companies are not listed on an active stock market. The fair values (in Euro) of the Stella Pack Group's identifiable assets and liabilities, acquisition price and goodwill at the acquisition date were: Goodwill and fair value adjustments resulting from the acquisition of businesses are treated as assets and liabilities of each business and are converted into the subject currency according to the exchange rates of the balance sheet date. The above adjustments were performed to determine the identifiable assets and liabilities, and also to reflect their fair value as defined by the International Financial Reporting Standards (IFRS) at the acquisition date. The Group has measured the value of the acquired companies at fair value. The final determination of net assets did not result in any adjustments compared to 30/6/2024. Goodwill was recognized at its cost, which is the excess of the cost of acquisition, indicating the amount above the Group's proportional participation in the fair value of the net assets acquired. The goodwill is primarily attributed to the manufacturing expertise related to the recycling methods used in the production of plastic bags, as well as to the commercial synergies from the integrated product portfolio.
16 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 It is noted that the Group's Management revaluated the value of the Trademarks in relation to the initial recognition at the acquisition date, as presented in the annual financial statements of December 31, 2023 at the subsequent event section. Finally, it is noted that in the context of the acquisition, loans towards third parties amounting to € 25.3 mil. of the company Stella Pack Europe SP.Z.O.O. were repaid by Sarantis Polska S.A., generating respectively an intra-company receivable/liability. Sarantis Group presented its growth story at its first Investor Day Sarantis Group successfully held its first Investor Day on Thursday, March 14, 2024. Aiming to strengthen further the relation with the investment community, Sarantis Group Executive Team presented to investors and journalists, a comprehensive analysis of its strategic plan, business activities and future growth plans. Messrs. Giannis Bouras, CEO, Christos Varsos, Group Chief Financial Officer, Evangelos Siarlis, Group Chief Human Resources Officer, Nikos Bazigos, Group Chief Supply Chain Officer and Lakis Vasileiadis, Group Chief Marketing Officer presented the 2023 results and provided guidance on the financial performance and the roadmap until 2028. The first Sarantis Group Investor Day drew a significant audience of Greek and international members of the investment community, both in person and online. The presentation of the Strategic Plan was followed by a discussion on growth prospects, challenges, and opportunities for achieving sustainable growth. The full Strategic Plan presentation can be found on the website: Investor Day Presentation (sarantisgroup.com) at the link https://www.sarantisgroup.com/news/sarantis-group-investor-day-2024-presentation/ New Composition of the Board of Directors as of 28/03/2024, Formation into body and Establishment of ESG Committee On March 26, 2024, Mrs. Irene Nikiforaki, Independent Non-Executive Member, submitted her resignation to the Board of Directors. During its meeting on March 28th, 2024, and pursuant to article 82 par. 1 and 2 of law 4548/2018 and article 10 of the Articles of Incorporation of the Company, the Board of Directors elected Mrs. Alexandra Gren in replacement of Mrs. Irene Nikiforaki. Consequently, the Company's Board of Directors was formed into body, as follows: Grigoris Sarantis - Chairman, Executive Member Konstantinos Rozakeas - Vice Chairman, Non-Executive Member Kyriakos Sarantis - CEO, Executive Member Ioannis Bouras - Deputy CEO, Executive Member Christos Varsos - Group CFO, Executive Member Evangelos Siarlis - Group CHRO, Executive Member Michalis Imellos - Independent Non-Executive Member Marianna Politopoulou - Independent Non-Executive Member Angeliki Samara - Independent Non-Executive Member Alexandra Gren - Independent Non-Executive Member The appointment of Mrs. Alexandra Gren was communicated at the next General Meeting of the Shareholders of the Company which took place on April 23, 2024. The new member of the Board will exercise her duties until the end of the term of the current Board of Directors. Mrs. Alexandra Gren is a senior executive with 25 years of experience in the financial services technology and banking sector. Prior to her role as head of GFS Poland, Mrs. Gren served as Fiserv Poland’s managing director and board member for 17 years, leading digital transformations within the banking industry across the EMEA region. Earlier she held business consultant roles with ING Direct Italy launching the first direct bank in Italy, SCA part of Fidelity Information Systems in the US and Royal Bank of Canada. Mrs. Gren serves as a non-executive director with mBank S.A. and served as a non-executive director with Erste Bank Hungary. She holds a MSc degree from London School of Economics and BA from University of British Columbia. She has completed a number of organizational leadership, ESG and negotiations programs at Harvard Business School, Center for Leadership and Stanford Graduate School of Business. She is the winner of the Goldman Sachs & Fortune Global Women Leaders Award in the US in 2018. In 2019, Mrs.
17 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Gren was named Global Ambassador and mentor by Bank of America for the BoA’s Global Ambassadors Program advancing women’s economic empowerment. In 2016 and 2018, she was recognized by London-based Banking Technology Awards and FemTech Leaders in Top 10 women in technology. Invited to the Fortune Most Powerful Women-US Department of State Global Mentoring Partnership in 2015 pairing international women leaders with Fortune 500 women CEOs in the US. Awarded the “Business Personality of 2021” by the Federation of Polish Entrepreneurs. A committed supporter of mentoring and leadership empowerment programs with Vital Voices, US- based women leadership NGO and UK-founded 30% Club through her role as the co-Chair of 30% Club Poland. The Group is committed in achieving its strategic goals in relation to Sustainable Development in Environmental, Social and Governance (ESG) issues. Thus, during its meeting on March 28th, 2024, the Board of Directors decided to establish an ESG Committee, consisting of the following independent non-executive members of the Board: Alexandra Gren - Chairwoman Michalis Imellos - Member Marianna Politopoulou - Member The Committee’s term of office will coincide with the term of office of the Board of Directors. Resolutions of the Annual General Meeting of Shareholders of 23/04/2024 On April 23, 2024, the Annual General Meeting of shareholders was held at the company's headquarters with the following items on the agenda: 1. Submission and Approval of the Annual Financial Statements, including the consolidated annual financial statements, with the reports of the Board of Directors and the Certified Auditor, of the fiscal year 01/01/2023 – 31/12/2023. Approval of the distribution of the results of the fiscal year 01/01/2023 – 31/12/2023, payment of dividend and fees from the profits of the fiscal year. 2. Submission of the Annual Activity Report of the Audit Committee for the year 01/01/2023 – 31/12/2023. 3. Approval of the overall management regarding the fiscal year 01/01/2023 – 31/12/2023. 4. Discharge of the Certified Auditors from any responsibility for the audit of the fiscal year 01/01/2023 – 31/12/2023. 5. Election of a regular and alternate Certified Auditor for the regular audit of the financial statements for the year 01/01/2024 – 31/12/2024, and determination of their remuneration. 6. Submission for discussion and voting of the Remuneration Report of article 112 of Law 4548/2018 for the year 01/01/2023 – 31/12/2023. 7. Submission of the Report of Independent Non-Executive Members of the Board of Directors in accordance with article 9(5) of Law 4706/2020. 8. Approval of the terms for the acquisition of own shares of the Company in accordance with article 49 of Law 4548/2018, as in force (Own Shares Purchase Plan), and granting of relevant authorizations. 9. Amendment of Article 13 of the Company’s Articles of Association. 10. Amendment of the Remuneration Policy of the Company. 11. Announcement of the election of a new member of the Board of Directors in replacement of a resigned member according to art. 82 par. 1 of Law 4548/2018 and appointment thereof as Independent Member of the Board of Directors. You can read the resolutions of the Annual General Meeting of Shareholders of April 23rd, 2024 here: Announcement of the Resolutions of the Annual General Meeting of Shareholders of April 23 rd 2024 (sarantisgroup.com) at the link https://www.sarantisgroup.com/news-ir/resolutions-of-the-annual-general-shareholders-meeting-of-23-04-2024/ Announcement of dividend payment of Fiscal Year 2023 The Annual General Meeting of Shareholders at April 23, 2024 approved the distribution of a dividend amounting to 0.2243810572 Euros per share in accordance with the provisions of the Greek legislation. According to the legislation in force, the dividend corresponding to the company’s 1,995,808 treasury shares on that date, is applied to the dividend paid out to the other shareholders and hence the gross amount of dividend is increased to € 0.231286048 per share. The aforementioned dividend amount is subject to a 5% withholding tax and therefore shareholders will receive a net amount of € 0.2197217456 per share.
18 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The ex-dividend date was set as of May 2, 2024, while the entitled shareholders are those registered in the Dematerialized Securities System on May 8, 2024 (Record date). The dividend was paid on May 13, 2024. Appointment of Chairman, Vice Chairman and assignment of CEO duties for “GR. SARANTIS S.A.” - Formation of the Board of Directors into Body as of 13/05/2024 The Board of Directors, during its meeting on May 13, 2024, decided the following: to appoint Mr. Kyriakos Sarantis, Executive Member, as Chairman of the Board of Directors to attribute the status of Non-Executive Member and to appoint Mr. Grigoris Sarantis as Vice Chairman of the Board of Directors to assign the duties of CEO to the Executive Member of the Board of Directors, Mr. Giannis Bouras, pursuant to the above, the Board of Directors be formed into Body, with effect from May 13th, 2024, as follows: Kyriakos Sarantis - Chairman, Executive Member Grigoris Sarantis - Vice Chairman, Non-Executive Member Giannis Bouras - CEO, Executive Member Christos Varsos - Group CFO, Executive Member Evangelos Siarlis - Group CHRO, Executive Member Konstantinos Rozakeas - Non-Executive Member Michalis Imellos - Independent Non-Executive Member Marianna Politopoulou - Independent Non-Executive Member Angeliki Samara - Independent Non-Executive Member Alexandra Gren - Independent Non-Executive Member Sarantis Group is Accelerating Digital Transformation with SAP S/4HANA Sarantis Group embarked on the journey of digital transformation by choosing SAP S/4HANA. As a fast-growing player in the countries where it operates, the Group aims to automate business processes, enhance efficiency, and improve the user experience for employees and customers through this transition. More specifically, this investment will help Sarantis Group to: Improve the way it interacts with customers and suppliers, through the implementation of automation and advanced workflow solutions Move the organization to a single operating platform, creating efficiency in its IT landscape and technology support model Transform performance reporting, leading to better insight to maximize trade opportunities and improve its sustainability goals Further digitize its controls and compliance environment, creating a more robust and resilient business Move to standardized ways of operating, allowing for greater agility and flexibility in the way it responds to emerging market trends Sarantis Group Sustainability Report 2023 The Group, fully committed to its strategy, is intensifying efforts towards Sustainable Development and reaffirms once again its dedication towards innovation and high-quality products that are safe and environmentally friendly. In this context, the Sustainability Report 2023, published on July 17, 2024, was designed based on the GRI Standards, as well as on the ATHEX ESG Reporting Guide, to highlight the four main pillars of the Group's Sustainable Development, which are: Sustainable Production and Consumption, Empowered Employees, Contribution to Thriving Communities and Responsible Governance. You can navigate through the report here: Sustainability Report 2023 (sarantisgroup.com) at the link https://www.sarantisgroup.com/media/tu1pkmzw/sarantis_csr_2023.pdf. 2.4 MAJOR RISKS AND UNCERTAINTIES
19 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2.4.1 Risk management - framework Sarantis Group has a Risk Management Framework which is based on best practices and aims at applying a systematic approach to prioritization and the development of coordinated actions against risks within the Group's operations. It is applied to the main business activities of the Group, so that the Heads of the Business Entities, in the context of their action, can carry out timely identification, evaluation, management and monitoring of the main risks they encounter from time to time. Reference to the risk management framework is made in the annual report for the year 2023. For more information, you can refer to the following link: Annual Financial Report 2023. 2.4.1.1 Grouping of risks In order to facilitate the risk identification process and for reporting purposes, risks are grouped into four main categories as follows: 2.4.1.2 Identified Risks, prioritization The organization monitors the risks that have materialized and their evolution. The risk management strategy minimizes the impact of the various realized risks. The risk management strategy aims to either minimize the potential impact of the risk, or limit the likelihood of its occurrence, or both, while where applicable identifying opportunities through them. The Organization’s risks are prioritized based on the level of criticality. The criticality level is the combination of estimates about the respective impact and probability for each case. The Group's Consolidated Risk Table, ranked by level of criticality, is as follows: Consolidated Risks Table (Year-end 2024 assessment for 2025) GROUPS Considered areas/ factors Critical Level Trend Operational Risks R8 Systems security, infrastructure improvement, information management improvement projects, cybersecurity, etc. 7.2 Business Risks R3 Market developments and competition. Product development trends. 4.9 Operational Risks R9 Supply chain developments. Cost factors Materials, Energy, Labor, transportation etc 4.2
20 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Business Risks R4 Declining consumer disposable income, trends in consumption, effects of inflation etc 3.1 Business Risks R1 Geopolitical developments in Ukraine 2.8 Financial Risks R13 Credit risk 2.8 Financial Risks R14 Other financial factors (economic impact of inflation, tax regulatory fluctuations, claims etc) 2.3 Business Risks R5 Reputation risks (product matters, consumer support matters, corporate ethics, local societies support etc.) 2.0 Operational Risks R10 Human-caused risks (finacial fraud/organizational failure etc.) 1.9 Business Risks R6 Legal and Compliance matters related to Business Risks (Law compliance issues, like environmental, labour, product suitability compliance with the specialized legislation for each product group etc.) 1.8 Legal & Compliance Risks R15 Compliance matters to laws and regulations (Governance laws, Data privacy laws, antitrust law, environmental laws etc) 1.6 Business Risks R7 Climate Change Risks 1.5 Financial Risks R11 Market risk (Including FX risks, Interest rate risks, capital management, commodities) 1.0 Business Risks R2 Geopolitical developments in Red Sea 0.7 Financial Risks R12 Liquidity risk 0.3 Below is the consolidated risk map, as assessed during the evaluation process for each business entity, is presented below. 2.4.2 Explanations of the risks as well as the main risk factor It is noted that financial risks are presented in the ranking order as assessed. More information on financial risks can be found in paragraph 4.9 of this report.
21 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 R8. Security issues and transformation projects (system security, infrastructure improvements, information management enhancement projects, cybersecurity) (trend: ) Cyber-attacks and data leakage, intentional or unintentional, loss of control of the organization’s IT system are threats that could cause service disruption and/or loss of confidential data. Disruption of service means disruption to the supply chain with a major impact on customers, while data leaks could result in significant regulatory penalties. Both cases could have an impact on the organization’s reputation. Specifically: Information Systems Security & Cybersecurity Description: Information Systems Security involves the protection of digital assets, networks, and data from unauthorized access, breaches, and cyber threats. Cybersecurity risks are expected to continuously increase. Mitigation actions: Implementation of multi-layer security architectures (firewalls, DS/IPS, endpoint security). Enforcement of strong access controls (zero trust, MFA, privileged access management). Conducting regular security awareness training for employees. Continuous security monitoring and integration of threat intelligence. Incident response planning and regular penetration testing. Tolerance level: Risk tolerance is defined based on the legislative and regulatory framework, business activities, and data sensitivity. Data breach incidents (e.g., ransomware) have zero tolerance. In the event of a cybersecurity emergency, the organization must be operationally ready in the shortest possible time. Scenario: Potential attack on security systems and communication structures from external threats, or intentional/unintentional leakage of confidential data or personal data by employees or partners. Emerging threats: Cyber threats are on the rise and have been technologically evolving. We expect an increase in cyber-attacks and advancements in infiltration techniques such as: Cyberattacks driven by artificial intelligence (automated phishing and deep fake fraud). Attacks on the supply chain targeting third-party vendors. Security vulnerabilities in the cloud (misconfigurations, identity breaches). Ransomware-as-a-Service (RaaS) and targeted extortion campaigns. Quantum computing threats to encryption. The definition of the group's cybersecurity strategy is an ongoing and dynamic process that is constantly evolving. Infrastructure Improvement Projects Description: Infrastructure improvement includes the upgrading of IT assets, networks and cloud environments to enhance efficiency, scalability and security. This includes cloud migration, network optimization and the modernization of legacy systems. Mitigation actions: Adoption of hybrid or multi-cloud strategies. Implementation of network segmentation and micro-segmentation. Regular patching and updating of software and hardware. Strengthening backup and disaster recovery solutions. Development of a software-defined networking (SDN) infrastructure for improved control. Tolerance level: The only tolerance is for brief service disruptions during upgrades, aiming for minimal downtime. There is zero tolerance for legacy systems with high vulnerabilities.
22 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Scenario: Migration from outdated on-premise servers to cloud solutions for better scalability and security. However, incorrect cloud configurations can introduce new vulnerabilities. Emerging threats: Incorrect cloud configurations leading to data exposure. DDoS attacks on critical infrastructure. Internal threats exploiting privileged access. IoT device vulnerabilities increasing the attack surface. Security concerns regarding 5G due to expanded connectivity. Information Management Improvement Projects Description: Improving information management focuses on governance, compliance, data storage, and the efficiency of data retrieval. The projects include data classification, compliance adherence (GDPR, NIS2, AI Act, etc.) and enhancing data analytics capabilities. Mitigation actions: Implementation of data encryption and anonymization. Enforcing strict access controls and classification policies. Ensuring compliance with evolving regulations. Development of secure document management systems (DMS). Tolerance level: The organization ensures zero tolerance for unauthorized access, non-compliance and data destruction. However, minor delays in data retrieval have been accounted for. Scenario: Potential threats and data leaks due to inadequate information management systems. Emerging threats: Data poisoning attacks targeting AI/ML models. Increase in regulatory fines for non-compliance. Shadow IT risks from unauthorized cloud storage usage. Unstructured data security challenges. R3. Market developments and competition. Product development trends. (trend: ) Description: The markets in which the Group operates, primarily in the categories of personal care, household products and selective distribution channels, are undergoing rapid transformation due to economic challenges, increased competition and changing consumer preferences. Private labels, local brands and digital disruptors are reshaping the landscape, requiring organizations like SARANTIS to innovate, digitize and differentiate. Successful adaptation through innovation, sustainability and digital transformation is expected to maintain the competitive advantage. Mitigation actions: The management team is reviewing or has already taken the following actions: Portfolio diversification Expansion of the product lines for price-sensitive consumers, while maintaining top brands for higher-income consumers. Increase in local sourcing and/or production to maintain competitiveness against domestic brands. Sustainability Investment & Clean Labeling Reshaping products to comply with EU regulations for ecological labeling and chemical safety. Investment in recyclable and refillable packaging for personal care and household products.
23 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 E-commerce & Strengthening Digital Strategy, such as enhancing presence in online marketplaces and leveraging influencer partnerships and marketing (e.g., TikTok) for beauty and household products. Personalization & Premiumization in Selective Distribution products, such as offering customized beauty solutions (e.g., skin care recommendations using AI). Target Tolerance: The Executive Committee continuously monitors cost structures, market share, and compliance limits, while maintaining flexibility in pricing, supply chain diversification, and adaptation to sustainability. Scenario: Scenarios take into account risks related to the market and competition, product development and innovation and examine conditions such as economic slowdown and inflation, regulatory impacts and compliance costs, geopolitical effects on the supply chain, the growth of local competitors and private label products and the shift in consumer preferences towards products focused on healthier lifestyles and sustainable development. In this way, appropriate risk mitigation strategies are developed and adopted. Emerging threats: Emerging threats depend on the market structures in which the Group operates and developments in the competitive landscape. R9. Developments in the supply chain (trend: ) Description: The supply chain is exposed to a number of factors that can negatively impact its operation. Specifically: Factors related to geopolitical and economic risks: Russia-Ukraine War: Continues to impact trade routes, the availability of goods, and energy costs. EU Trade Regulations: Regulatory changes, customs duties, and evolving compliance requirements may increase operational complexity and costs. Inflationary Pressures: Rising inflation, particularly in Poland, Romania, and Bulgaria, is affecting wages, raw material and material costs, and operational expenses. Factors related to risks in the supply of raw materials, materials & goods: Supply Chain Disruptions: Dependence on international suppliers for raw materials, packaging materials, and components may lead to congestion. Dependence on single suppliers: Excessive reliance on single suppliers may expose the organization to risks due to shortages. Risks related to energy costs Energy price fluctuations: The instability of the European energy market affects production and operational costs, particularly in countries like Greece and Slovakia. Carbon emission regulations: Stricter EU sustainability laws require investments in greener energy sources, increasing costs. Risks related to personnel issues Labor shortages: Shortages of skilled labor in manufacturing and logistics, especially in the Western Balkans and Poland. Wage inflation: The increase in minimum wages in countries such as Romania and the Czech Republic is driving up operational costs. Risks related to transportation and logistics Fuel price volatility: The increase in fuel costs affects distribution expenses across all regions. Port and border congestion: Delays due to customs processing, particularly in cross-border transportation between EU and non-EU markets. Mitigation actions: To mitigate the above risks, the executive committee has implemented the following actions: Supplier diversification aimed at reducing dependency on a single region or supplier. Logistics optimization by implementing smart route planning and alternative transportation methods.
24 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Investments in energy efficiency by installing renewable energy systems at factories in Greece and Poland. Development of employee retention programs to address labor shortages. Target tolerance : The goal is to maintain or increase the profit margin. Within the framework of target tolerance, the ability to absorb part of the cost due to mitigation actions is assessed, as well as the transfer of part of the cost to the product prices. Scenario: Different scenarios are evaluated and the impact that material, energy, labor and transportation cost factors may have on the outcome is assessed, with the goal of understanding the range of potential results and preparing risk mitigation strategies. Emerging threats: Emerging threats depend on the market structures in which the Group operates and developments in the field of competition. R4. Reduction in Disposable Income, Consumption Trends (trend:─) Description: A significant increase in inflationary pressures in the countries where the company operates is reducing consumer purchasing power, resulting in a decrease in spending on high-quality products. This is leading to a shift towards cheaper alternatives (private label brands, discount stores), a need for smaller package sizes to maintain affordability and increased price sensitivity, making brand loyalty weaker. Mitigation actions: To address these challenges, the organization adopts practices such as pricing strategies combined with packaging differentiation, offering promotional bundles, optimizing costs by adjusting the supply chain and product development, improving the perception of brand value (through health and sustainability benefits), strengthening partnerships with retailers, expanding into discount chains and e-commerce platforms and considering the development of direct-to-consumer (DTC) channels. Target Tolerance: Different levels of tolerance are usually set depending on the case. For example, low tolerance for cases of market share loss or brand impairment, medium tolerance for short-term profitability fluctuations as long as there is faith in the corporate brands and high tolerance for cases of product adaptation to the market to maintain sales volume. Scenario: In a scenario where inflation remains high, household budgets will be further strained. In the short term, consumers will either downgrade their behavior by shifting to more affordable brands or reduce the frequency of their purchases. The result will be a compression of profit margins. Over time, if the organization fails to adapt, it will lose market share to private label products and discount stores. Emerging Threats: Further inflationary pressures causing prolonged contraction in consumer spending. Growth of private label products and discount stores. Ongoing geopolitical instability fueling costs. Regulatory compliance pressures such as restrictions on discounts and sustainability costs. R1. Geopolitical Developments in Ukraine (trend: ) Description: The subsidiary operates normally, however, the war in the country affects its operations as power outages are hindering production, while at the same time, it is facing increases in transportation costs. Mitigation activities: Broader international political issues that affect the level of risk are beyond the control of the organization. However, issues that may impact the subsidiary's production activities, such as power outages, are being addressed by installing a generator, which ensures the capability for self-generation of energy to maintain the smooth operation of the unit. Target Tolerance: Ergopack operates in household goods, specifically in food packaging, trash bags and cleaning tools and starting in 2024, in personal care and skin care products. In the event that the subsidiary's operations need to be suspended, the Group can meet market demands through its factories in Greece and Poland. Scenario: Disruption of the subsidiary's supply chain due to geopolitical conditions that impact either the subsidiary's production capacity or the movement of goods, raw materials and supplies. Emerging Threats: Kaniv, where the factory is located, is outside the war zones since the beginning of the war. However, the geopolitical developments in the region could affect the subsidiary's operations. Any disruption in the
25 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 subsidiary's supply chain due to the war would not impact the Group's business continuity. Additionally, recent diplomatic efforts between the USA and Russia could potentially ease military operations or even end the war. R13. Credit Risks (trend: ) Description: Inflationary pressures resulting from geopolitical and international economic developments, as well as high volatility in financial markets can limit access to financing sources and increase financing costs. Also, the pressure on consumers' disposable income reduces consumption and affects consumption trends. The reduction of liquidity in the economy comes as a consequence of the aforementioned factors. The tightening of liquidity, in turn, may create difficulty when it comes to the company collecting payments from customers. Mitigation actions: The Group's receivables derive from wholesale sales. The financial position of customers is constantly monitored by the credit control systems of the Group's business entities, which monitor and assess the size of the credit provision as well as the respective credit limits. When deemed necessary, the company may request an additional collateral. Target tolerance: In relation to customers who extend the agreed repayment date, the credit control unit of the company initiates a process with the aim of assessing the cause of the delay. If the delay is unjustified, then a proposal is made indicating the need to change the credit policy. In the event of a justified delay, the necessary approvals are obtained and the cooperation with the customer continues as it had been the case previously. Scenario: : Inability to collect receivables due to liquidity problems on behalf of customers. Emerging threats: Emerging threats depend on the market structures in which the Group operates and the developments in the economic and financial environment. More detailed information is provided in paragraph 4.9.6 of this report. R14. Other financial factors (trend: ) Description: The increasing tax burdens and wage inflation in the markets where the company operates pose a financial risk. Specifically, in the Czech Republic, the proposed increases in transaction taxes could raise operational costs, while the abolition of tax breaks in Romania could reduce corporate profits. Wage increases due to inflation across the region (especially in Poland, Hungary and Slovakia) raise labor costs, impacting profit margins. Mitigation actions: To address these challenges, the organization adopts financial planning measures and examines opportunities to improve tax efficiency, optimizing labor costs and adjusting pricing strategy. The focus is on products with higher profit margins while also exploring e-commerce opportunities. Target tolerance: Different levels of tolerance are set depending on the situation. For example, low tolerance for significant tax increases that directly reduce profitability, higher tolerance for wage adjustments due to inflation, pricing adjustments, restructuring, etc. Scenario: An increase in tax burdens in the operating countries results in higher operational costs, leading to potential price hikes and/or margin compression. These cases could lead to a reduction in investments due to the increased tax burdens. Emerging threats: Possible further tax increases in the region of operations to address fiscal deficits. Increased labor costs due to prolonged inflationary and wage pressures. Additional regulatory pressures on transfer pricing strategies and tax optimization. R5. Reputation Risks (product issues, consumer support issues, corporate ethics, support for local communities, etc.) (trend: ─) Description: Product failure in terms of functionality may disappoint consumers and long-term dissatisfaction may drive them away. Product failures related to compliance may create a negative image for the brand and possibly the company. Issues related to poor corporate practices may also affect the company’s reputation.
26 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Mitigation actions: Reports on product issues are mainly collected through the consumer hotline, addressed by the respective commercial departments and reviewed by the Quality Control team, which also communicates reports to commercial managers and the Regulatory Compliance Officer. Each case is evaluated and processed separately. Product Compliance issues are monitored and managed by the Research and Development department and the corresponding quality assurance service. Updates and revisions regarding the suitability of ingredients, as well as scheduled decisions by authorities in the company's operational countries, are covered by external specialized providers. Corporate practice issues are governed by the Group’s Code of Conduct. Training on the principles of the Code is provided by the Group’s Human Resources department and its implementation is monitored by the Internal Audit Unit. Additionally, the organization has adopted a Reporting and Whistleblowing Policy and an anonymous whistleblower platform is available if desired. Complaints are supervised by the Regulatory Compliance Unit and evaluated with the Legal Department. Target tolerance: Regarding reputation risks and compliance with legal frameworks, management has established a zero-tolerance policy. Scenario: Legal compliance violations could negatively impact the organization's reputation and incur research costs, fines, or personal sanctions. Emerging threats: Potential unforeseen and unplanned changes by the relevant authorities regarding ingredients in products could lead to market withdrawals, which could affect the product's image and the company’s reputation, as well as incur unexpected compliance costs. R10. Human Factor Risks (trend: ─) Description: Risks related to the human factor include cases of internal fraud, embezzlement (financial or material), corruption and bribery, operational inefficiency related to understaffing, skill mismatches, or inadequate alignment with corporate goals. Mitigation actions: For each case, risk mitigation measures have been implemented, including: Control mechanisms have been developed and are regularly updated for most of the organization's functions. A separation of duties is applied, particularly in financial transactions. Digital transformation is being introduced and automation systems are updated to reduce dependence on manual labor and minimize errors. A reporting and whistleblowing policy is in place and management and compliance audits are conducted. The Internal Audit Unit carries out audits based on identified risks. The Code of Ethics and the principles of ETHOS (Excellence, Trust, Humbleness, Ownership, Sustainability) are communicated to employees by the HR Department and workshops are held to strengthen the corporate culture. Regular assessments are conducted through the HR Department platform. Workshops are held to align employees at all levels with corporate goals. Performance-based incentives are provided. Proactive workforce planning is conducted to forecast talent needs and prevent shortages. Training and development programs are applied to enhance employees' skills and capabilities. Talent acquisition strategies are adopted, such as collaborations with universities and targeted recruitment campaigns. Target tolerance: The organization has zero tolerance for issues related to fraud, corruption and bribery and low tolerance for cases concerning legal compliance matters. However, there is tolerance for general staffing shortages, as non-critical shortages can be addressed through temporary solutions. Scenario: Each risk factor is assessed within its own context. The approach to evaluating each case is conservative and the mitigation methods are sufficient to address the conservative scenario. Emerging Threats: Stricter regulatory environments requiring more compliance resources. Shortages of specialized workforce, increased costs of new hires and challenges in employee retention challenges. R6. Legal and Compliance Issues Related to Business Risks (trend: ─)
27 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Description: Sudden legal changes can disrupt business operations and increase compliance risks. Non-compliant labeling can lead to regulatory fines, product recalls and loss of consumer trust. Mitigation actions: The organization has implemented the following mitigation measures: Maintains collaboration with local legal advisors to ensure proactive compliance, as well as with specialized firms on regulatory compliance and product development issues. Compliance specialists are employed in the product research and development departments for areas of interest. Ensures cooperation with health authorities to ensure compliance with evolving requirements. Conducts inspections by specialized laboratories to verify product compliance. Clearly classifies products (e.g., dietary supplements) to avoid regulatory conflicts. Target tolerance: Regulatory compliance issues have low tolerance, as violations could lead to immediate market withdrawal and reputational damage. Scenario: Stricter regulatory frameworks in operational countries and delays in compliance with new regulations. Emerging threats: Sudden regulatory changes that could lead to product withdrawals from the market. Stricter regulations on environmental claims and sustainability claims in labeling. Evolution of rules regarding health benefit claims for products. R15. Compliance issues regarding the legislative frameworks that the Organization must adhere to (trend: ─) Description: Issues of non-compliance with laws and regulations, including but not limited to environmental matters, labor issues, data protection laws, corporate governance legislation, regulations from the Capital Markets Commission, antitrust legislation, NIS2, the AI Act and the EUDR, could have a negative impact on the Group's reputation and could lead to penalties and fines. Mitigation actions: The Compliance Unit is independent of the units it oversees and is responsible for ensuring the organization's compliance with applicable laws and regulations, institutional and supervisory rules and principles, adherence to the statutes and internal operating policies and regulations, codes of ethics and best market practices. The goal is to minimize the risk of non-compliance, financial loss, or reputational harm that the Company might be subject to, as a result of failing to comply with a regulatory framework. Target tolerance: Regarding risks associated with reputation and compliance with the legislative framework, the Management has set a zero-tolerance policy. Scenario: Legal compliance violations could adversely affect the organization's reputation and lead to research costs, fines and/or personal sanctions. Emerging threats/opportunities: It is important for the organization to ensure continuous updates on the regulatory framework and adopt a proactive approach to addressing emerging threats or exploiting opportunities. R7. Climate Change Risks (trend: ) Description: Risks from natural disasters such as fire, earthquake, flood, extensive snowfall, can have a negative effect on the functioning of the organization. Mitigation actions: Any natural disaster can be a multi-faceted challenge. The aim in this is to minimize the impact and to recover quickly, which can be achieved mainly through an effective crisis management plan, strategic planning and a continuous effort to build resilience. Some examples of mitigation applied in the organization are: The implementation of a remote work system which can act as an effective alternative against the difficulty in accessing the offices for employees, in the event of, for example, extreme weather conditions. The development of a business continuity plan regarding the operational readiness of the IT system.
28 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The development of a plan for the management of emergencies in the event of earthquakes and fires by the Facility management department. The plan envisages the organization of management teams, the periodic training of staff and the drawing up of a specific action plan. The insurance of facilities and goods against natural disasters. The installation of fire-fighting systems, etc. Target tolerance: The goal is the uninterrupted operation of the organization. In the event of an extraordinary adverse natural phenomenon, the organization must be in operational readiness in the shortest possible time. Scenario: Each case of a natural disaster, or crisis in general, is different, however issues that are taken into account when evaluating scenarios of such cases may be: Supply chain disruptions affecting availability. Distribution issues, which may be due to infrastructure damage. Damage to production facilities. Stock shortages due to supply chain disruptions can lead to market shortages and customer dissatisfaction. Financial impacts, such as increased costs due to disasters, loss of revenue, etc. Impact on employees such as evacuation requirements, or impact on workforce availability which may make it difficult to resume normal operations. Brand image. The company’s inability to meet demand during the recovery phase can lead to consumer dissatisfaction. Effective communication about the situation, about recovery efforts, or about any temporary product shortages is important and aims to maintain trust. Insurance requirements and business continuity planning. Issues of securing insurance claims and having a robust business continuity plan in place, including measures to mitigate the effects of future disasters. Long-Term Resilience: The organization’s ability to learn from experience and invest in strengthening its resilience to future disasters. This may include diversifying suppliers, securing alternative production facilities, and improving disaster response and recovery capabilities. R11. Market Risks (Fluctuations in Exchange Rates, Interest Rate Increases, Capital Management, Fluctuations in Raw Material Prices) (trend: ─) Risks from fluctuations in exchange rates Description: The Group operates in an environment with a relatively high currency risk due to the region in which it has a presence. The Group's exposure to foreign exchange risk in these countries is mainly found in the translation of the local financial statements into the Euro, which is the currency of the consolidated financial statements. Therefore, any appreciation or depreciation of the local currencies results in a strengthening or weakening of the consolidated financial results in Euro. Mitigation activities: The Group's Management constantly monitors the exchange rate volatility in order to intervene if required. Target tolerance: Management has chosen not to use hedging products on a consistent basis with respect to foreign exchange rate fluctuations. The local effect on the financial figures in the event of a weakening of regional currencies is being dealt with by transferring the depreciation of the foreign exchange rates to the final product prices. Scenario: The Finance Department examines various scenarios of foreign exchange rate changes both in the cases of potential devaluation and respectively in the cases of potential appreciation, depicting the potential impact on the statement of total income and the equity of the Group for each currency change (PLN, RON, YUD, UAH, HUF) separately for the corresponding audit period. Emerging threats: The performance of the economies of countries in which the Group operates, combined with the geopolitical developments, volatility in financial markets and realignments in global supply chains, can affect currency affairs. More detailed information is provided in paragraph 4.9.4 of this report. Risks from the increase in financing costs, due to increase of interest rates
29 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Description: Rising interest rates as a result of monetary tightening by Central Banks to combat the impact of inflation increases the financing cost. Mitigation activities: Management's objective is to cover the financing needs by achieving the optimal balance between the cost of borrowing and the potential effect on the profit and cash flows from a change of interest rates. To achieve the above objective, the Management draws up the financial strategy taking into account the desired level of leverage and the appropriate structure of short-term and long-term borrowing. The Group's policy is to continuously monitor the interest rate trends. On a daily basis, working capital is primarily covered by operating cash flows and existing bank lines of credit. Investing activities are usually financed from a combination of sources including long-term borrowing. Target tolerance: The short-term borrowing rate is determined as the interbank offered rate on the date of borrowing plus a predetermined spread. All the Group's loan liabilities on 31/12/2024 are linked to floating interest rates. The Group's policy is the production of free cash flows and the absence of net debt. Scenario: The Management examines scenarios of changes in interest rates in relation to the total borrowing as of various reporting periods and their possible impact on net results and Equity. Emerging threats: A potential lack of Central Banks’ capacity to limit inflationary pressures may lead to a further increase in interest rates and, by extension, may increase financing costs. However, the general expectation is that interest rates will begin to decrease during 2025. More detailed information is provided in paragraph 4.9.5 of the Annual Financial Report of this report. Capital Management Description: Capital management risk refers to the possibility that the company may experience financial losses or disruptions due to ineffective or inadequate management of its capital structure of equity and debt capital. This risk affects the company's ability to meet its financial obligations, invest in growth opportunities and withstand economic downturns. Relevant risk factors in addition to financial ones are of a strategic nature, such as mergers and acquisitions, business transformations, the composition of the capital structure, such as the ratio of equity to debt, or the composition of long-term versus short-term debt, market factors, such as economic conditions or market volatility, etc. Mitigation actions: Management's objective is to ensure that the organization can operate smoothly in order to provide satisfactory returns to shareholders and to maintain an optimal allocation of capital while reducing its costs. Finance Management monitors the organization’s capital based on the leverage ratio, which is calculated by dividing net borrowings by the total employed funds. Target tolerance: In the context of management objectives as mentioned above, risk tolerance involves the notion of an optimal allocation between capital availability, capital efficiency and cost of capital. Scenario: The Executive Committee examines scenarios regarding risks related to market dynamics, regulatory changes and technological developments. These scenarios take into account factors related to the digital transformation of the FMCG market, including emerging technologies such as AI and its applications, the expansion of the regulatory framework to reduce environmental impacts, market volatility including geopolitical issues that may affect import costs and possibly profit margins, as well as factors related to changes in consumer behavior and the increasing use of e-commerce. Emerging threats: Emerging threats could arise due to factors related to changes in the business environment, the regulatory framework, or even technological developments, which would directly or indirectly affect the management strategy and/or the cost of capital. More detailed information is provided in paragraph 4.9.1 of the Annual Financial Report of this report. Risk of fluctuation in raw material prices Description: The risk relates to the company's exposure to fluctuations in the prices of key raw materials that are critical to its production and operations. Fluctuations in their prices may affect costs, profitability and overall financial performance. Key raw materials in the personal care category are fragrances, oils and chemicals, and for the
30 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 household solutions product categories (food packaging products and plastic trash bags), are aluminum, plastic (PVC/LDPE Cling film,) and polyethylene (HDPE, LDPE, LLDPE). Mitigation actions: Maintaining active alternative suppliers, evaluating alternative materials, pre-ordering, and creating safety stock where and when necessary, conducting consolidated tenders at the Group level, and developing and maintaining a strong margin improvement pipeline are some of the procurement strategies we follow to manage market volatility. Regarding the impact of fluctuations, the Group locks in prices for short periods and additionally creates a safety stock when deemed necessary. The Management Team assesses the Company's ability to use transfer mechanisms on a case-by-case basis. Target tolerance: The aim is to maintain or increase the profit margin. In the context of target tolerance, the possibility of absorbing part of the costs due to mitigation actions is considered, as well as the transfer of part of the costs to the price of the products. Scenario: The impact of different key raw material price scenarios on the outcome is assessed with the aim of understanding the range of possible outcomes and preparing risk mitigation strategies. Emerging threats: The emerging threats depend on the structures of the markets in which the Group operates and the developments in the field of competition. More detailed information is provided in paragraph 4.9.8 of this report. R2. Geopolitical developments in the Middle East (interdiction of ships) (trend: ) Description: Houthi rebels' attacks on ships in the Red Sea are disrupting international trade and global energy supplies. The level of criticality (the combination of probability of occurrence and potential impact) from the organization’s exposure to developments was assessed in the context of business risks with an impact on supply chain and transportation costs as medium to low. Mitigation activities: The management team monitors the evolution of transportation costs through constant communication with providers, while it has developed alternative supply channels in case they are required for the smooth operation of the organization. It also explores the possibilities for passing on costs to disposal prices, as well as plans to promote the least affected categories of goods and products. Target tolerance: The organization has incorporated the effects of instability factors, while no significant impact on the organization's operations is anticipated. Scenario: Further increases in transportation costs and disruptions in the supply chain. Emerging threats: Wider regional involvement: Developments in Yemen and their maritime implications could also involve other regional actors, leading to a more complex and volatile situation. R12. Liquidity risk (target: ) Description: Liquidity risk refers to the possibility that the company may face difficulties in meeting its short-term financial obligations due to insufficient cash or easily liquid assets. Mitigation actions: : The Management Team and the Finance Department implement prudent liquidity management through an appropriate combination of cash and cash equivalents and approved bank credits. The working capital cycle is also evaluated and optimized, while sensitivity analysis is carried out to assess the impact of alternative scenarios on liquidity. The Finance Department constantly monitors the amount of short-term and long-term borrowings, its ratio to total liabilities, as well as the composition of total liabilities, and manages the risks that may arise from a lack of sufficient liquidity by ensuring that there are always secured bank credits available for use. The existing unused authorized bank credits available to the Group are sufficient to deal with any potential cash shortage. Target tolerance: The tolerance for maintaining sufficient liquidity is included in achieving the appropriate combination of liquid reserves and authorized bank credits.
31 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Scenario: The management team considers possible scenarios where risk/opportunity factors such as supply chain disruptions, economic downturns, regulatory requirements and technological developments may impact the organization’s liquidity. Emerging threats: Emerging threats related to liquidity risks can be influenced by many factors, including changes in market dynamics, the regulatory environment and global economic conditions. More detailed information is provided in paragraph 4.9.7 of this report. 2.5 FUTURE OUTLOOK AND PROSPECTS 2024 was undoubtedly a year of uncertainty with geopolitical instability intensifying and the international economic environment remaining highly volatile. The Russia-Ukraine war and the more recent conflicts in the Middle East have impacted the energy market over the past two years, leading to increased prices and significant volatility, with inflationary implications. Within 2024, prices have largely normalised, but have not returned to previous levels. During 2024, a year undoubtedly characterized by high uncertainty and adverse geopolitical developments in the international environment, one of the most important challenges that Sarantis Group faced was inflation, which, although declining, remained at high levels. By strategically balancing product appreciation, sales volume and maintaining our competitive advantage, we remained committed to prudent cost management, while continuing to focus on streamlining our portfolio and our HERO product portfolio, i.e. high value products in strategic categories, which can drive further profitability and sustainable growth for the Group. During 2024, the Group remained committed to its strategic growth plan and continued to steadily deliver on its strategic objectives. Its strong financial performance confirms the resilience of its strategy and business model and reflects its evolution and consolidation in the markets where it operates. An important milestone of the year was the completion of the acquisition of Stella Pack, which strengthened the Group's leading position in the Polish market, contributing to the enrichment of an already strong product portfolio and giving impetus to further growth in the household consumer products category, strengthening the Group's geographical footprint. At the same time, the Group's Digital Transformation consists a priority. This transition aims to accelerate the digital transformation process to optimize internal operational processes, creating a more robust business environment and enhancing its competitive advantages. Along with the Group's commitment to its consumers, the digital transition will further improve, among others, the User Experience for the Group’s customers. In a dynamic and challenging business environment, as we move into 2025, Sarantis Group remains optimistic about its future prospects, looking forward to another year of growth, focused on maintaining its growth momentum and competitiveness, while protecting its profitability margins. Our strong financial position, our commitment to innovation and our business excellence translates into our vision of providing high quality products that consumers trust in their daily lives. Having gained a deep knowledge of the markets in which it operates and the needs of its consumers, the Group focuses on the regions where it has already developed its activities, its distribution channels and its product portfolio, always committed to the quality of its products and consumers’ safety. Our strong financial position, our commitment to innovation and our business excellence translates into our vision of providing high quality products that consumers trust in their daily lives.
32 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2.6 RELATED PARTY TRANSACTIONS The most significant transactions between the Company and its related parties, as such are defined by International Accounting Standard 24, are presented below. Subsidiaries Trade receivables 31.12.2024 31.12.2023 Sarantis Bulgaria LTD 105,793 41,532 Sarantis Romania S.A. 953,577 477,429 Sarantis Polska S.A. 3,171,642 1,301,238 Stella Pack S.A. 6,018 0 Sarantis Czech Republic sro 1,187,272 328,583 Polipak SP.Z.O.O. 2,566 0 Sarantis Slovakia S.R.O 142 0 Ergopack LLC 462,233 229,563 Sarantis Hungary Kft. 152,212 77,306 Sarantis Portugal Lda 552,827 918,352 Elode France SARL 7,322 2,420 Lenidi Romania LTD 0 42 Zakis SINGLE-MEMBER LTD 0 30,581 Sarkk SA 5,332 25,092 Total 6,606,935 3,432,136 Grand total assets 6,606,935 3,432,136 Company Trade liabilities 31.12.2024 31.12.2023 Sarantis Belgrade D.O.O 1,207,281 2,202,835 Sarantis Banja Luka D.O.O 4 1,750 Sarantis Skopje D.O.O 169,598 608,145 Sarantis Bulgaria LTD 32 0 Sarantis Romania S.A. 28 144 Sarantis Polska S.A. 404,024 244,941 Stella Pack S.A. 70,028 0 Sarantis Czech Republic sro 129 0 Polipak SP.Z.O.O. 91,330 186,784 Sarantis Hungary Kft. 6,362 5,453 Sarantis France SARL 30,310 35,233 Lenidi SA 0 4,565 Dirty Laundry SA 0 129 Sarkk SA 727 11,154 Total 1,979,851 3,301,133 Liabilities from loans 31.12.2024 31.12.2023 Sarantis Belgrade D.O.O 9,000,000 0 Zetafin LTD 514,767 530,610 Total 9,514,767 530,610
33 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Lease liabilities 31.12.2024 31.12.2023 Lenidi SA 4,170,154 6,490,835 Total 4,170,154 6,490,835 Grand total liabilities 15,664,772 10,322,577 Income Income from sale of merchandise 01.01 - 31.12.2024 01.01 - 31.12.2023 Sarantis Belgrade D.O.O 3,484,146 3,005,177 Sarantis Banja Luka D.O.O 65,881 151,111 Sarantis Skopje D.O.O 869,229 984,935 Sarantis Bulgaria LTD 2,501,986 2,478,138 Sarantis Romania S.A. 7,485,368 7,944,277 Sarantis Polska S.A. 13,120,324 10,799,940 Sarantis Czech Republic sro 10,626,526 8,375,853 Ergopack LLC 1,282,201 1,066,557 Sarantis Hungary Kft. 1,034,485 877,141 Sarantis Portugal Lda 1,299,341 1,697,647 Lenidi SA 0 282,436 Lenidi Bulgaria LTD 146,785 85,992 Dirty Laundry SA 1,603 0 Sarkk SA 35,273 82,312 Total 41,953,148 37,831,516 Other income 01.01 - 31.12.2024 01.01 - 31.12.2023 Sarantis Belgrade D.O.O 247,091 228,172 Sarantis Banja Luka D.O.O 11,941 8,155 Sarantis Skopje D.O.O 28,134 23,588 Sarantis Bulgaria LTD 86,442 74,426 Sarantis Romania S.A. 321,381 305,806 Sarantis Polska S.A. 1,275,103 1,247,696 Stella Pack S.A. 6,018 0 Sarantis Czech Republic sro 366,021 325,166 Polipak SP.Z.O.O. 90,018 113,175 Sarantis Slovakia S.R.O 5,518 4,403 Ergopack LLC 375,130 117,584 Sarantis Hungary Kft. 134,054 97,088 Sarantis Portugal Lda 104,146 129,231 Zakis SINGLE-MEMBER LTD 180 840 Total 3,051,176 2,675,328 Grand total income 45,004,324 40,506,844
34 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2.7 DETAILED INFORMATION ACCORDING TO A. 4, PAR.7, L.3556/2007. 2.7.1 Structure of the Company’s share capital The Company’s share capital amounts to € 52,143,439.14, divided into 66,850,563, common registered shares with voting right, and with a nominal value of 0.78 euro per share. All the shares are registered and listed for trading in the Securities Market of the Athens Stock Exchange. Expenses and Purchases Purchases of merchandise - services - assets 01.01 - 31.12.2024 01.01 - 31.12.2023 Sarantis Belgrade D.O.O 12,310 332 Sarantis Bulgaria LTD 6,838 6,910 Sarantis Romania S.A. 5,171 40,671 Sarantis Polska S.A. 2,107,070 2,154,878 Stella Pack S.A. 228,324 0 Sarantis Czech Republic sro 128 0 Polipak SP.Z.O.O. 1,816,735 2,341,483 Sarantis Hungary Kft. 6,464 5,422 Lenidi SA 48,125 112,905 Dirty Laundry SA 0 1,701 Sarkk SA 10,605 12,565 Total 4,241,769 4,676,867 Expenses – interest 01.01 - 31.12.2024 01.01 - 31.12.2023 Sarantis Belgrade D.O.O 233,859 0 Zetafin LTD 15,730 15,687 Lenidi SA 191,549 187,703 Total 441,138 203,389 Other expenses 01.01 - 31.12.2024 01.01 - 31.12.2023 Elode France SARL 0 37,811 Total 0 37,811 Grand total expenses 4,682,907 4,918,067 Table of disclosures of related parties Group Company a) Income 574,462 45,004,324 b) Expenses 343,307 4,682,907 c) Receivables 140,556 6,606,935 d) Liabilities 4,170,881 15,664,772 e) Transactions and remuneration of senior executives and management 2,714,087 2,677,188 f) Receivables from senior executives and management 0 0 g) Liabilities towards senior executives and management 2,034 2,034 h) Receivables from affiliates 0 0 i) Liabilities to affiliates 0 0
35 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The rights of the Company’s shareholders with respect to their shares are proportional to the share capital stake to which the paid-in share value corresponds. Each share incorporates all the rights and obligations that are stipulated by the Law and Company’s Articles of Association, and more specifically: The right to dividend from the annual earnings or liquidation profits of the Company. A percentage of 35% of the net earnings following deduction only of the statutory reserve is distributed from the earnings of each year to shareholders as an initial dividend, while the distribution of an additional dividend is resolved upon by the General Meeting. Dividends are entitled to each shareholder who is registered in the Shareholders’ Register at the dividend record date. The dividend for each share is paid to its holder within two (2) months from the date on which the Ordinary General Meeting approved the Annual Financial Statements. The payment date and the payment method are released through the Press. The right to receive payment of the dividend is subject to a time limitation and the respective unclaimed amount goes to the State upon the lapse of 5 years from the end of the year during which the General Meeting approved the distribution of the said dividend. The right to reclaim the amount of one’s contribution during the liquidation or, similarly, the writing off of the capital representing the share, provided that this is resolved upon by the General Meeting. The pre-emptive right at every share capital increase of the Company via cash payment or the issuance of the issuance of new shares. Each shareholder is entitled to request a copy of the financial statements along with the relevant reports of the Board of Directors and the Auditors of the Company . The right to participate in the Company’s General Meeting which consists of the following specific rights: legitimacy, presence, participation in discussions, submission of proposals on the items of the agenda, entry of one’s opinion on the minutes of the Meeting and finally the right to vote. The General Meeting of Company’s shareholders retains all its rights and obligations during liquidation. The liability of shareholders is limited to the nominal value of the shares such hold. 2.7.2 Limits on transfers of Company’s shares The transfer of Company shares takes place based on procedures stipulated by Law, while there are no restrictions set by the Articles of Association for transfer of shares, as such are dematerialized shares listed on the Athens Stock Exchange. Pursuant to article 9 par. 1 of Law 4706/2020, as in force, the independent non-executive members of the Board of Directors of the Company may not, among other things, own at the time of their appointment and during their term of office directly or indirectly percentage of voting rights greater than 0.5% of the paid-up share capital. In accordance with Article 19 of Regulation (EC) No 596/2014 of the European Parliament and of the Council, the executives and the closely related people with these persons are required to disclose transactions to the Hellenic Capital Market Commission and to the Company, that are directly or indirectly incurred on their behalf and relate to the Company's shares or debt securities or derivatives or other financial instruments that are linked to them after the completion of a sum amounting to € 5,000 (gross basis) each year. 2.7.3 Significant change to the voting rights according to Law 3556/2007 In 2024, the following announcement was made with regards to significant direct or indirect holdings according to the definition of 3556/2007: Following the relevant notification received by the Company on 03/12/2024 from its shareholder, SKYLUX S.A., regarding the transfer on November 29, 2024, of 2,490,402 common registered shares and voting rights issued by the Company from Mr. Kyriakos P. Sarantis to SKYLUX S.A., the total direct participation percentage of SKYLUX S.A. in the total shares and voting rights of the Company has changed by more than 5%, and now amounts to a total of 7.1356%. It is noted that: o The company SKYLUX S.A. is 100% owned by Mr. Kyriakos P. Sarantis. o Messrs. Grigoris P. Sarantis, Kyriakos P. Sarantis and Aikaterini P. Sarantis have entered into an oral agreement dated 24/12/1997, under which they are obliged, through coordinated exercise of the votes they hold, to adopt a common policy regarding the management of the Company. Consequently, the voting rights held by the company SKYLUX S.A. are subject to the above agreement.
36 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 o Since the last notification by Messrs. Grigoris P. Sarantis, Kyriakos P. Sarantis and Aikaterini P. Saranti, their total voting rights in the Company have not exceeded the thresholds set by Law 3556/2007 and therefore no new notification is required. 2.7.4 Shares conferring special control rights None of the Company shares carry any special rights of control. 2.7.5 Limitations on voting rights The Articles of Association make no provision for any limitations on voting rights emanating from its shares. 2.7.6 Agreements among Company shareholders The Company is not aware of any agreements among shareholders entailing limitations on the transfer of shares or limitations on voting rights emanating from its shares, apart from those mentioned in paragraph 2.7.3. 2.7.7 Rules governing the appointment and replacement of members of Board of Directors and the amendment of the Articles of Association The rules set out in the Articles of Association of the Company on the appointment and replacement of members of the Board of Directors and the amendment of the provisions of the Articles of Association do not differ from those envisaged in Codified Law 4548/2018. 2.7.8 Responsibility of the Board of Directors for the issuance of new shares or the purchase of treasury shares According to the provisions of article 24§1b & 1c of Law 4548/2018, the Company’s Board of Directors has the right, following a relevant decision by the General Shareholder’s Meeting to increase the Company’s share capital with the issuance of new shares, through a decision by the Board of Directors that is made with a majority of at least two thirds (2/3) of its total members. In this case, Company’s share capital may be increased by no more than the share capital amount paid up on the date when the Board of Directors was granted such power by the General Meeting. This power of the Board of Directors may be renewed by the General Meeting for a period that may not exceed five year per instance of renewal. 2.7.9 Important agreements initiated, amended or terminated in case a charge arises in the company’s control following a public offer There are no agreements which enter into force, are amended or terminated in the event of change in the control of the Company following a public offer. 2.7.10 Agreements with members of the Board of Directors or employees of the Company The Company has no significant agreements with members of the Board of Directors or its employees providing for the payment of compensation, especially in the case of resignation or dismissal without good reason or termination of their period of office or employment due to a public offer. 2.8 INFORMATION FOR ACQUIRED TREASURY SHARES ACCORDING TO ARTICLE 50 PARAGRAPH 2 of L. 4548/2018 During 2024, the Company proceeded to the purchase of 1,523,298 treasury shares at an average purchase price of 10.40 euro per share, paying 15,836,365.52 euro. In total, taking into account the 1,433,891 treasury shares already held by the company at 31/12/2023, the Company on December 31, 2024 holds in total 2,957,189 treasury shares with nominal value of EUR 0.78 per share and an average price of 9.14 euro per share, for a total value of 27,040,542.43 euro, representing 4.42% of its share capital. 2.9 RESEARCH AND DEVELOPMENT ACTIVITY The development process of innovative, safe and environmentally friendly products is at the heart of Sarantis Group business activity, providing the impetus to meet consumers’ needs progressively over time, further enhancing their trust. The Group has evolved thanks to the emphasis given on know-how, specialization and high quality, aiming at optimizing and creating new high quality products that exceed consumers’ expectations, committing to increasingly reduce its environmental footprint. The Group’s continuous investment in R&D and environmentally friendly responsible production practices ensure the product’s quality and sustainability of the products produced. The Group supports the creation of eco products that increase environmental awareness and enhances responsible consumption, while further stimulates competition to mobilize a systematic change towards a greener future for the categories of Home Care Solutions and Personal Care.
37 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Group's cosmetics Research & Development laboratory is composed of experienced scientists of high expertise, cosmetologists, chemists, biochemists, microbiologists and chemical engineers, who ensure that the latest scientific knowledge and trends are embedded in products. The research team has extensive knowledge of the global cosmetics industry and develops over 200 new cosmetic products annually, using innovative and advanced technologies with a wide range of high-quality materials, ingredients, textures and fragrances. Our research teams aim to gather the best ideas in collaboration with universities, research centers and private laboratories, and regularly attend international conferences & exhibitions. In combination with the constant quality controls in all phases of product development, from the collection of raw materials to their final appearance at the points of sale, our products meet the most demanding quality criteria and all modern consumers’ needs. At the same time, we explore the potential of circular innovation, both in terms of ingredients and packaging, developing brands and materials that reduce the carbon footprint and are more consumer and environmentally friendly. The new modern research & development laboratory within the new Polipak factory contributes significantly to this, with its state-of-the-art laboratory equipment which allows a wide range of controls and tests, ensuring high quality and innovation in the Home Care Solutions products category. Moreover, the addition of Stella Pack S.A. to the Group, a model company in terms of circular economy, makes a significant contribution in this field. Stella Pack is fully vertically integrated, with two post-consumer plastic separation and purification facilities, through which it produces 100% recycled raw material for the exclusive production of 100% recycled bags. The planned investments in these facilities will substantially improve productivity and quality of the end product. In line with its research and development, the Group has implemented an Integrated Management System (SHEQ) that comprises Standards on Quality, Health & Safety and Environmental Management. You can view all the certifications held by the Group here. 2.10 COMPANY’S BRANCHES The Company has the following branches: 1. Mesogeion 67 - Tzavella, 15231 Chalandri* 2. 52 KMo National Road Athens - Lamia, Position Lysia - Tempeli 0, 32011, Oinofyta 3. Tzumba Position Patima 0, 19011 Avlona 4. Iroon Polytechniou 19, 15231 Chalandri ** 5. Land Plot 51 B10 Ground Floor 0, 57001 Thermi 6. Amarousiou - Chalandriou 28, 15125 Marousi *On January 26, 2024, the Company decided to close its branch located at Mesogeion Avenue and Tzavella Street in Chalandri, Attica ** On October 31, 2024, the Company decided to close the branch located at Iroon Polytechneiou Street in Chalandri, Attica. 2.11 SUBSEQUENT EVENTS Loans In January 2025, the Company repaid bank loans totaling € 4 mil., of which € 2 mil. were granted by the National Bank of Greece and € 2 mil. by Eurobank S.A. Additionally, in January 2025, the Company terminated its agreement with Hellenic Bank Public Company Ltd, which was related to the issuance of a bond loan amounting to €12.1mil. for financing investment plans. In February 2025, an extension of the availability period for the first series of the bond loan from Alpha Bank, with an outstanding balance of € 7.5 million, was approved until December 31, 2025. Sale of subsidiary Stella Pack Ukraine LLC On February 18, 2025, Stella Pack S.A., headquartered in Poland, completed the sale of 79% of the shares of its subsidiary, Stella Pack Ukraine LLC, based in Ukraine. The transaction price amounted to € 500 thous. and was fully collected within the same month (see note 4.10.2).
38 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Receipt of the first installment for the sale of ELCA As part of the sale of ELCA Cosmetics Ltd and its subsidiaries, completed in 2022, the Company received the first instalment of € 20.6 mil. in January 2025, in accordance with the agreed repayment schedule. SAP S4/HANA Go-live On March 4, 2025, the transition to the SAP S4/HANA system was completed for the Company and its subsidiaries in Czech Republic, Slovakia and Hungary. 2.12 CORPORATE GOVERNANCE STATEMENT The Corporate Governance Statement is included in the Annual Report of the Board of Directors pursuant to article 152, par.1 of Law 4548/2018. The present Statement concerns the fiscal year 01/01/2024 – 31/12/2024. The Company applies the principles of corporate government, as those are defined in the current legislative framework and particularly pursuant to article 17 of L. 4706/2020 and article 4 of the Decision of the Hellenic Capital Market Commission (Decision no. 2/905/3.3.2021 of the Board of Directors of the Hellenic Capital Market Commission). 2.12.1 Corporate Governance Code The Company applies the Hellenic Corporate Governance Code of the Hellenic Corporate Governance Council (HCGC) (June 2021). The Hellenic Corporate Governance Code is posted on the website of the Hellenic Corporate Governance Council HCGC Hellenic Corporate Governance Code as well as on the corporate website Gr. Sarantis SA Hellenic Corporate Governance Code (2021). The Hellenic Corporate Governance Council (HCGC) was established in 2012 as a non-Profit Company with the joint initiative of the Hellenic Federation of Enterprises (SEV) and the Athens Stock Exchange (ATHEXGROUP). Since then, the Hellenic Banking Association in 2018 and the Hellenic Fund and Asset Management Association in 2019 became Regular Members of the HCGC. The purpose of the HCGC is to continuously increase the credibility of the Greek market among domestic and international investors and to improve the competitiveness of Greek corporations. It functions as a specialized body for disseminating the principles of corporate governance and seeks to develop a culture of good governance in the Greek economy and society. 2.12.2 The General Assembly of the Shareholders Operation Items of the General Assembly The General Assembly of the shareholders is the supreme body of the Company. It is entitled to decide upon any subject, whereas its decision constitutes commitment even for the absent or opposing shareholders. The General Assembly is temporarily chaired by the Chairman of the BoD, who, through a specific procedure, provides for the election of the ordinary Chairman and the Secretary of the General Assembly. The responsibility of the General Assembly is to take decisions regarding all subjects submitted to it, whereas it is the only competent body to decide on issues mentioned in article 117 of L.4548/2018 and specifically the following: - amendments of the articles of association including capital changes; - the election of the BoD members, the auditors and the determination of their fees. Pursuant to article 10 of the articles of association, the election of BoD directors to substitute vacancies due to death, resignation or deposition is also excluded; - the approval of overall management in line with article 108 of L. 4558/2018 and the discharge of auditors; - the approval of Annual Consolidated financial statements; - the allocation of the annual profits; - the approval of remuneration or advance payment of remuneration according to article 109 of Law 4548/2018; - the issuance of convertible loan; - the approval of the remuneration policy and report; - the cases of merger, split, transformation, revival, extension or dissolution of the company; - the appointment of liquidators
39 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Company has adjusted the provisions of its articles of association which are subject to the provisions of L. 4548/2018, such as the aforementioned decisions requiring an increased quorum (2/3) and a majority (2/3 of those present). Amendment of other provisions by simple quorum (1/5) and a majority (50% +1 of those present). Communication with Shareholders and potential Shareholders The Company operates a website which presents subjects and information concerning the shareholders in both the Greek and the English language. The contact details of both the Chairman of the Company and the manager of the investor relations and shareholders department are at the disposal of the shareholders for direct communication. In case institutional shareholders wish to get acquainted with the Group, they may contact the Manager of the Investor Relations and Shareholders Department who will handle the arrangement of a relevant presentation meeting. Regarding the procedure of holding the General Assembly, the company is subject to the provisions of the national legislation and posts on its website all the required information in Greek as well as in English for the shareholders’ convenience. Conditions for the Participation of Shareholders in the General Assembly Law 4548/2018, in article 124 and Law 4569/2018, in article 14, define the conditions for the participation of shareholders in the General Assembly. In particular: o Any natural person or legal entity having a shareholder status on the fifth day (date of registration) before the General Assembly has the right to participate. o For the cases of repeated or postponed General Assemblies, the deadlines of article 130 L. 4548/2018 apply. o Shareholder status is evidenced through information obtained from the Central Deposition, as well as through by any legal means. o There is no requirement for the shareholders to block their shares in order to participate in the General Assemblies. Shareholders’ Rights Law 4548/2018, in article 123, defines the shareholders’ rights regarding the General Assembly and in particular the information that the company is obliged to provide to its shareholders. Specifically, the company is obliged to post on its website, from the publication of the invitation and until its convocation, the information provided for in article 121 of L. 4548/2018 regarding: o the procedure for the exercise of the right to vote through a representative o the information regarding the exercise of minority rights pursuant to paragraphs 2, 3, 6 and 7 of article 141, L. 4548/2018 o the availability of representation appointment and revoking forms o the decision drafts on items of the agenda o the total number of shares and voting rights on the date of the invitation o the alternative way of providing representation appointment and revoking forms, free of charge, in cases of inability to obtain them online For cases of participation through a representative, article 128 of L. 4548/2018 applies. The appointment, revoking and replacement of a representative are submitted to the Company in writing at least 48 hours before the General Assembly. In case of non-compliance, the non-compliant shareholder may participate in the General Assembly unless the General Assembly refuses his participation for a significant reason. The representative votes in accordance with the instructions of the shareholder, if any. Non-compliance of the representative with the instructions does not affect the validity of the decisions of the General Assembly. The representative is obliged to disclose to the Company, before the beginning of the General Assembly, any case of serving interests other than those of the represented shareholder. The rights of the minority shareholders and the way to exercise them are defined in articles 141 to 144 of L. 4548/2018.
40 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2.12.3 Board of Directors and Committees The Company is governed by the Board of Directors, which is elected by the General Assembly, in the context of the Articles of Association of the Company and the national legislation. The changes in the Board of Directors during the year 2024 are as follows: On 26/03/2024 following the resignation of Ms. Eirini Nikiforaki, Independent and Non-Executive member of the Board of Directors, the Board, taking into account the relevant proposal of the Nominations and Remuneration Committee, proceeded during its meeting on 28/03/2024 with the election of Ms. Aleksandra Edyta Gren of Andrzes to replace the resigned Independent and Non-Executive member. The General Meeting of Shareholders on 23/04/2024 voted in favor of Ms. Aleksandra Edyta Gren's election. Her term is valid for the remainder of the Board's duration, i.e., until 20/12/2027. Subsequently, during its meeting of 13/05/2024, the Board resolved as follows: the election of Mr. Kyriakos Sarantis, Executive Member, as Chairman of the Board of Directors. the designation of Mr. Grigoris Sarantis as a Non-Executive Member and his election as Vice Chairman of the Board of Directors. the assignment of the Chief Executive Officer (CEO) duties to Mr. Giannis Bouras, Executive Member. Following these decisions, the Board of Directors was restructured, with effect from 13 May 2024, as follows: Kyriakos P. Sarantis Chairman - Executive Member Grigoris P. Sarantis, Vice Chairman, Non-Executive Member Ioannis K. Bouras, CEO - Executive member Christos A. Varsos, CFO - Executive member Evangelos A. Siarlis, Human Resources Director - Executive Member Konstantinos P. Rozakeas, Non-executive member Michalis N. Imellos, Independent Non-Executive member Marianna G. Politopoulou, Independent Non-Executive member Angeliki D. Samara, Independent Non-Executive member Aleksandra Edyta Gren of Andrzes, Independent Non-Executive Member The term of the above Board of Directors is until 20/12/2027. The Audit Committee remains as it was, consisting mainly of independent and non-executive members of the Board of Directors, is three members in total, has been constituted as follows, and has selected the Chairman after the relevant vote: Michalis N. Imellos, Independent Non-Executive Member, Chairman Konstantinos P. Rozakeas, Non-Executive Member, Member Angeliki D. Samara, Independent Non-Executive Member, Member Similarly, the Remuneration and Nominations Committee remains as previously appointed by the Board of Directors: Maria Ioanna G. Politopoulou, Independent Non-Executive Member of the Board of Directors, Chairwoman Konstantinos P. Rozakeas, Non-Executive Member of the Board of Directors, Member Angeliki D. Samara, Independent Non-Executive Member of the Board of Directors, Member Additionally, on 28 March 2024, the Board of Directors decided to establish an ESG (Environmental, Social, and Governance) Committee consisting of the following Independent Non-Executive members: Aleksandra Gren of Andrzes, Independent Non-Executive Member, Chairwoman Michail Imellos of Nikolaos, Independent Non-Executive Member, Member Maria Ioanna Politopoulou of Georgios, Independent Non-Executive Member, Member The term of the Committee will coincide with the term of the Board of Directors.
41 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Therefore, the current Board of Directors consists of 10 (ten) members and has a four-year term of office (in accordance with the provisions of article 85 of Law 4548/2018). Four (4) of the Board members are executive members, and six (6) non-executive members, four (4) of which are also independent members. The following table presents the members of the Board of Directors, the capacity and relation of each member, their participation in committees, the changes within the reference period, their total term (from the date the company was listed in the Athens Stock Exchange) as well as the beginning and the end of the term for the reference period. Committees SN Name Capacity Relation Term (years) Beginning of term End of term Audit Remuneration & Nominations ESG Composition of the Board of Directors 1 *Kyriakos P. Sarantis Chairman Executive Member 31 20/12/2023 20/12/2027 2 *Grigoris P. Sarantis Vice-Chairman Non-Executive Member 31 20/12/2023 20/12/2027 3 Ioannis K. Bouras CEO Executive Member 3 20/12/2023 20/12/2027 4 Christos A. Varsos CFO Executive Member 2 20/12/2023 20/12/2027 5 Evangelos A. Siarlis Director of Human Resources Executive Member 3 20/12/2023 20/12/2027 6 Konstantinos P. Rozakeas Member Non-Executive Member 26 20/12/2023 20/12/2027 Member Member 7 Michael N. Imellos Member Independent Non-Executive Member 2 20/12/2023 20/12/2027 Chairman Member 8 Maria Ioanna G. Politopoulou Member Independent Non-Executive Member 2 20/12/2023 20/12/2027 Chairwoman Member 9 Aggeliki D. Samara Member Independent Non-Executive Member 2 20/12/2023 20/12/2027 Member Member 10 Aleksandra Gren Member Independent Non-Executive Member 1 28/03/2024 20/12/2027 Chairwoman Irini M. Nikiforaki Member Independent Non-Executive Member 4 20/12/2023 26/3/2024 * Their participation is since the Company’s listing in the Athens Stock Exchange in 1994. The following table presents the professional commitments of the members of the Board of Directors other than their duties in the Group. Name Capacity Professional commitments Kyriakos P. Sarantis Chairman Executive Member SARKK S.A. (Vice Chairman) DIRTY LAUNDRY (Vice Chairman) THINALOS KYKLADON S.A. (Chairman & CEO) Grigoris P. Sarantis Vice Chairman Non-executive Μember SARKK S.A. (Chairman & CEO) ZAKIS Μ.L.T.D. (Administrator) POLYAGROKTIMA GI MAS (Administrator) Ioannis K. Bouras Executive Member CEO - Evangelos A. Siarlis Executive Member CHRO -
42 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Christos A. Varsos Executive Member CFO - Konstantinos P. Rozakeas Non-Executive Member LENIDI S.A. (BoD Chairman) Michael N. Imellos Independent Non- Executive Member Non-Executive Member of BoD of Coca-Cola HBC Finance BV till August 2024 Providing consulting services to private equity firms Maria Ioanna G. Politopoulou Independent Non- Executive Member Vice-chairman of the Board of Directors of Junior Achievement Greece. General Secretary of Board of Directors of “The Wharton Club of Greece” Honorary member of the Board of Directors of the Hellenic-Dutch Commercial & Industrial Association Member of the Leadership Committee of the Hellenic-American Chamber Aggeliki D. Samara Independent Non- Executive Member Assistant Professor of Accounting in the Department of Accounting and Finance of the School of Business Administration of the University of Macedonia. Chairwoman of the Examination Committee of SOEL (Institute of Certified Public Accountants of Greece) for the conduct of the Professional Examinations of Certified Public Accountants. Independent non-Executive Member of OLTH S.A., Alpha Real Estate Services S.A, Alpha Life Insurance and Dotsoft S.A. Alexandra A. Gren Independent Non- Executive Member Head of GFS Poland Non-Executive Member of Board of Directors of mBank S.A Chairwoman of "30% Club Poland” Irini M. Nikiforaki Independent Non- Executive Member Lawyer of Athens at the Supreme Court, appointed in the Athens Court of First Instance. EETT Lawyer. She teaches in the Post-graduate programs of the Law School of the Athens University. Partner of the law office ‘Nikiforaki & Fereti Law’. The curriculum vitae of each member of the Company’s Board of Directors are posted on the corporate website https://www.sarantisgroup.com/the-group/leadership/board-of-directors/. In particular: Kyriakos Sarantis, Chairman of the Board, Executive Member Born in Athens and studied at the Athens University of Economics and Business. He is also a graduate of Athens College. His vision and business thinking brought significant development in the company making it one of the leading consumer companies in Europe. He has repeatedly produced sustained revenue, operational performance and profitability within dynamic and changing markets, building shareholder value, driving vision, and achieving critical strategic goals. He is renowned for his healthy and practical management style centered on the employees’ fulfillment and advancement. Grigoris Sarantis, Vice Chairman, Non - Executive Member Had been the Chief Executive Officer of the joint venture between THE ESTEE LAUDER COMPANIES and GR. SARANTIS S.A. since its establishment until the sale of the Company’s participation in the joint venture in June 2022. He was born in Athens and studied at Athens Law School. He is also a graduate of Athens College. His decisive executive leadership and vision has helped bring accelerated growth for both Sarantis Group and The Estee Lauder JV. He is a results-focused and effectual leader with a proven ability to deliver improvements to product quality, market positioning, customer relationships and financial performance. He adopts a motivational management style able to build and retain highly motivated teams. Ioannis Bouras, CEO, Executive Member Since May 2024, Giannis Bouras is appointed as Group Chief Executive Officer and is in charge of the overall management of the Group and its strategy. A passionate visionary FMCG professional with experiences around different categories (food, personal care, and beauty), different countries and regions. Focus on brands and people in the business and working hard, on a daily basis with everyone in the organization to deliver business objectives and create value for all stakeholders. Experienced with all channels, modern retailers, traditional trade stores and digital. Proven record on leading teams in a volatile environment with effective communication and engagement. Efficient and productive, leading by example with front line leadership style, always positive, energetic, solution and action oriented. His 20 years work experience in the FMCG sector is a privilege for the Group. He worked across many
43 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 countries through companies such as MINERVA S.A. and PZ Cussons. He holds a bachelor’s in chemical engineering, an MBA master’s degree, while he completed the INSEAD International Directors Program during 2019. Christos Varsos, CFO, Executive Member Appointed as Group Chief Financial Officer in June 2023, coming from EY Greece where he was a Partner in Consulting Services, while in the past he has led the CFO Consulting Services for Greece and Southeast Europe. With almost three decades of accumulated professional experience, he was CFO for leading companies in Greece and Europe. Prior to joining EY, he was Regional Finance Director for Central Europe and Italy, CFO for Switzerland and Group Financial Planning and Analysis Director at Coca-Cola HBC. Previously, he was CFO in a shipping company of Greek interests, where he led its Initial Public Offering on the London Stock Exchange. He started his career as an auditor in London and Athens. He holds a degree in Banking and Financial Management from the University of Piraeus, and he is a Fellow Chartered Certified Accountant from the Association of Chartered Certified Accountants (ACCA), in the United Kingdom. Evangelos Siarlis, Group HR Director, Executive Member Evangelos Siarlis joined Sarantis family as Group HR Director in November 2016. After successfully serving the Group for almost 6 years he has been appointed as Group Chief Human Resources Officer and Executive Member of the Board of Directors since April 2022. During his professional journey in the company, he has led the HR development and digitalization, as well as the alignment of People agenda with strategic objectives. Characterized by strong leadership and management skills, Evangelos has extensive knowledge in building successful teams in diverse workplaces fueling organizational growth and high-performance culture. His more than eighteen-year experience in the FMCG sector and his thorough business acumen is a privilege for the Group since he is contributing significantly to our business results. Prior to this role, Evangelos was Head of Human Resources in Minerva S.A., a member of PZ Cussons Group. He holds a Bachelor Degree in Economics from Aristotelian University of Thessaloniki and a Master Science Degree in Strategic Human Resources Management from ALBA. Konstantinos Rozakeas, Non-Executive Member, Member of the Audit Committee and the Nominations and Remuneration Committee He has been a member of the Group since 1995 and played a key role in the formulation and implementation of the Group's development strategy and progress as Financial Director until June 2023. He has 12 years of previous experience as a Chartered Accountant (at SOL) and as a Business Consultant (at ARTHUR ANDERSEN). He is a graduate of the Athens University of Economics and Business and has attended INSEAD Business School's senior management program (AMP) and Corporate Financial Strategy in Global Markets (CFSGM). Michalis Imellos, Independent Non-executive Member, Chairman of the Audit Committee, Member of the ESG Committee Michalis Imellos has many years of executive experience in the financial management of multinational companies, in auditing, as well as a non-executive member and financial advisor of companies in sectors such as consumer goods and technology. Since April 2021, he has been serving as a non-executive director for Coca-Cola HBC Finance BV, the financing arm of Coca-Cola HBC, which is a FTSE-100 UK-listed multinational Beverages Group (CCH: LN) based in Switzerland. In addition, he has been serving as advisor in private equity entities, as well as a coach & mentor for newly appointed finance directors. Between 2008 and 2021 he held several roles at Coca-Cola HBC, including serving as Chief Financial Officer for 9 years, as well as Interim Chief Executive Officer. From 1997 he worked at Xerox for 11 years, in various finance management roles, including M&A Director and Divisional Finance Director at the company's European headquarters in the UK. He began his career in financial auditing with Ernst & Young. He is a UK-qualified Fellow Member of the Institute of Chartered Accountants in England & Wales and a graduate of the Physics Department of the National & Kapodistrian University of Athens. Marianna Politopoulou, Independent Non-Executive Member, Chairwoman of the Nominations and Remuneration Committee, Member of the ESG Committee Marianna Politopoulou holds an MBA in Finance from the Wharton School - University of Pennsylvania and an MSc in Civil Engineering from the National Technical University of Athens. During her 30-year professional career in Greece and abroad, she has held several senior management and CEO positions, among others, NN Hellas where she also managed the acquisition and merger of Metlife in Greece, National Bank of Greece, Eurobank, Inchcape Hellas Group,
44 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Credit Agricole Indosuez Luxembourg and Honeywell Europe Brussels. During her diverse experience she achieved significant profitability and growth while transformed the operating model and corporate culture focusing on people, governance, customer experience, innovation, technology and digitization. She also holds the following positions: Vice-Chair of the Board of Directors of Junior Achievement Greece General Secretary of the Board of Directors of The Wharton Club of Greece Honorary Member of the Board of Directors of the Hellenic-Dutch Chamber of Commerce & Industry Member of the Leadership Committee of the Hellenic-American Chamber of Commerce Angeliki Samara, Independent Non-Executive Member, Member of the Audit Committee and the Nomination and Remuneration Committee Angeliki Samara is an Assistant Professor in Accounting at the Department of Accounting and Finance, School of Business Administration, University of Macedonia. She obtained her BSc in Economics from Aristotle University of Thessaloniki, pursued her MSc degree in Applied Economics and Finance with academic direction in Applied Accounting and Auditing from the National and Kapodistrian University of Athens and a PhD in Accounting from the University of Surrey, UK. She also holds a professional qualification in Audit from the Institute of Certified Public Accountants of Greece (SOEL). She has extensive experience in accounting field and in the oversight of financial reporting and audit. She is a member of the Quality Control Committee (QCC) of SOEL. She held a position for ten years as a member of the Quality Control Board (QCB) of the Accounting Standardization and Auditing Committee (ELTE). She has been an expert in EU twinning program on audit and accounting standards and corporate governance and a member of the team in the General Accounting Office (Ministry of Finance) for the preparation of the new Chart of Accounts for the Greek General Government. She is also the Chairwoman of the Examinations Committee of the Institute of Certified Public Accountants of Greece (SOEL) for the conduction of the professional exams, independent non-executive member of ThPA S.A., Alpha Real Estate Services S.A.,AlphaLife S.A. and Dotsoft S.A. She has participated in working groups at ELTE for the integration of Directive 2022/2464 regarding the submission of sustainability reports by businesses (Corporate Sustainability Reporting Directive/CSRD). He has also attended seminars organized by the Committee of European Auditing Oversight Bodies (CEAOB) regarding the assurance of sustainability report submissions. She participates in national and international conferences of the accounting and audit field. Her research interests include Financial Reporting, International Financial Reporting Standards, Accounting, Auditing, Audit Committees and ESG. Her work has been presented in various academic conferences and has been published in peer reviewed academic journals. Alexandra Gren, Independent Non-Executive Member, Chairwoman of the ESG Committee Mrs. Alexandra Gren, is a senior executive with 25 years of experience in the financial services technology and banking sector. Prior to her role as head of GFS Poland, Mrs. Gren served as Fiserv Poland’s managing director and board member for 17 years, leading digital transformations within the banking industry across the EMEA region. Earlier she held business consultant roles with ING Direct Italy launching the first direct bank in Italy, SCA part of Fidelity Information Systems in the US and Royal Bank of Canada. Mrs. Gren serves as a non-executive director with mBank S.A. and served as a non-executive director with Erste Bank Hungary. She holds a MSc degree from London School of Economics and BA from University of British Columbia. She has completed a number of organizational leadership, ESG and negotiations programs at Harvard Business School, Center for Leadership and Stanford Graduate School of Business. She is the winner of the Goldman Sachs & Fortune Global Women Leaders Award in the US in 2018. In 2019, Mrs. Gren was named Global Ambassador and mentor by Bank of America for the BoA’s Global Ambassadors Program advancing women’s economic empowerment. In 2016 and 2018, she was recognized by London-based Banking Technology Awards and FemTech Leaders in Top 10 women in technology. Invited to the Fortune Most Powerful Women-US Department of State Global Mentoring Partnership in 2015 pairing international women leaders with Fortune 500 women CEOs in the US. Awarded the “Business Personality of 2021” by the Federation of Polish Entrepreneurs. A committed supporter of mentoring and leadership empowerment programs with “Vital Voices”, US- based women leadership NGO and UK-founded 30% Club through her role as the co-Chair of “30% Club Poland”. The BoD members are elected – appointed by the General Assembly through simple quorum (1/5) and majority (½ +1 of those present). In case of resignation, death or loss of the status of the member or members of the Board of Directors in any other way, the remaining members can decide to continue the administration and representation of the company even without the replacement of the vacancies on the condition that the number of the remaining
45 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 members exceeds half the number of the members prior to the occurrence of these events. In any case, the remaining members are not allowed to be less than three (3). The BoD convenes regularly depending on the needs of the Company and the items to be settled and at least once a month. The Secretary of the Board of Directors holds the minutes of the Board of Directors and the Committees. The following table summarizes the number of meetings and participation rates of the Board of Directors and its Committees during the reference period, that is 1/1-31/12/2024. BoD Meetings and participation Audit Committee Meetings and participation Remuneration & Nominations Committee Meetings and participation ESG Committee Meetings and participation Number of Meetings 1/1-31/12/2024 10 10 5 1 *Kyriakos P. Sarantis Chairman Executive Member 10/10 100% *Grigorios P. Sarantis Vice-chairman Non-executive member 10/10 100% Ioannis K. Bouras CEO Executive Member 10/10 100% Christos A. Varsos Chief Financial Officer Executive Member 10/10 100% Evangelos A. Siarlis Group Human Resources Director Executive Member 10/10 100% Konstantinos P. Rozakeas Member Non-Executive Member 10/10 100% 10/10 100% 5/5 100% Michael N. Imellos Member Independent Non-Executive Member 10/10 100% 10/10 100% 1/1 100% Maria Ioanna G. Politopoulou Member Independent Non-Executive Member 10/10 100% 5/5 100% 1/1 100% Aggeliki D. Samara Member Independent Non-Executive Member 10/10 100% 10/10 100% 5/5 100% Alexandra A. Gren Member Independent Non-Executive Member 6/6 100% 1/1 100% Irini M. Nikiforaki Member Independent Non-Executive Member 3/4 75% - - - It is reminded that: Ms. Aleksandra Gren was elected as a Board member on 28/03/2024. Ms. Eirini Nikiforaki served as a Board member until 26/03/2024. The Company’s Regulation of Operation, a summary of which is posted on the corporate website Summary of the Regulation of Operation Gr. Sarantis S.A. describes in detail the operation of the Board of Directors, its powers, authorities and duties, the authorities of the executive members, the non-executive members and the independent members. Reference is made to the authorities of the Chairman and the Vice-chairman. The Management has established a policy and procedure to prevent and address conflicts of interests. The goal of the Policy is to set the framework of identifying, assessing, managing and preventing cases of conflicts of interests, so that the administrative bodies of the Company can make prudent, objective and independent decisions in favor of the Company and the fulfilment of its aims, and that the due diligence of the members of the bodies and the promotion of the corporate interest is ensured. The Procedure reflects the principles and procedures that the Company adopted in order to fulfil its legal obligations to keep and implement effective administrative procedures and audit mechanisms to prevent, identify and manage existing and potential conflicts of interest within its activities.
46 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Management has taken care of adopting the compliance procedure regarding the transactions with related parties in line with article 14 of Law 4706/20 and of the obligations arising regarding the recognition, monitoring and disclosure of the Company's transactions with related parties. The rules regarding the recognition, monitoring and disclosure of transactions with related parties are based on Law 4548/2018 and in particular Articles 99-101, International Accounting Standards / International Financial Reporting Standards and more specifically IAS 24 "Related Party Disclosures" and IAS 27 "Consolidated and separate financial statements" and the instructions of the Hellenic Capital Market Commission (Circular 45 / 21/7/2011 "Transactions of a listed company with related parties"). The monitoring of the transactions between the Company and its related parties is carried out on a continuous basis by the Finance Department. The Finance Department is responsible for the observance of the provisions of the legislation on intra-group transactions, the monitoring of the procedures of agreements or written contracts between the related entities as well as their justification and documentation by calculating the prices of products-services (provided or received). The Company's Board of Directors evaluates and updates, on an annual basis the criteria applied for the identification of the Company's transactions with related parties and the fulfillment of the criteria in order to exclude an impending transaction from the restrictions of Law 4548/2018. The competent body, for taking the relevant decision on the preparation of Intragroup Transaction and the granting of the relevant license, is the Board of Directors of the Company. The competence of the Board of Directors for the issuance of a license is exercised collectively and cannot be assigned to one or more persons, members of the Board of Directors or not. The Board of Directors may issue a license, which is valid for six (6) months. On repetitive contracts with the same person, a single contract can be issued, which defines the characteristics of the contracts and is valid for one (1) year. The Board of Directors announces the issuance of a license for the preparation of the Intragroup Transaction. This announcement is submitted to the publicity provided by Law 4548/2018 before the completion of the transaction. Within ten (10) days from the publication of the announcement of the granting of the above license by the Board of Directors, shareholders representing one twentieth (1/20) of the paid-up share capital, may request the convening of a General Meeting to decide on the issue of licensing. The contract for which a license was granted by the Board of Directors is considered final only after the expiration of the deadline of ten (10) days or the receipt of the license from the General Meeting or the written statement of all shareholders to the Company that it is not provided to request the convening of the General Assembly. If the Intragroup Transaction has already been concluded until the General Meeting has been authorized, then the General Meeting is canceled if it is opposed by shareholders representing one twentieth (1/20) of the capital represented at the General Meeting. In the event that the transaction concerns a shareholder of the Company, the specific shareholder does not participate in the voting of the General Meeting and is not calculated for the formation of the quorum and the majority. Similarly, other shareholders do not participate in the voting with whom the counterparty is associated with a relationship subject to paragraph 2 of article 99 of Law 4548/2018. This paragraph does not apply if the permission of the Board of Directors was given with the consent of the majority of its independent members. In any case, the issuance of the license by the General Meeting is canceled, if it is opposed by shareholders representing one third (1/3) of the capital represented at the meeting. If the permission to conclude the contract was given by the General Meeting, any amendments may be made with the permission of the Board of Directors, unless the General Meeting reserved the right to provide the permission to them as well. The decision of the Board of Directors or the General Meeting (as the case may be) is taken based on the auditor’s report or auditing company or other independent third party to the Company, which assesses whether the transaction
47 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 is fair and reasonable for the Company and its shareholders that are not a related party, including the Company's minority shareholders, and explains the assumptions on which it is based, together with the methods used. The persons of paragraph 2 of article 99 of Law 4548/2018 do not participate in the preparation of the specific report. Except in the case that the Board of Directors has granted the permission for the preparation of the Intragroup Transaction, the Board of Directors announces the issuance of permission for the preparation of the Intragroup Transaction by the General Meeting, as well as the non-expiration of the ten (10) days according to the above. This announcement is submitted to the publicity provided by Law 4548/2018 before the completion of the Intragroup Transaction. Inaccuracy of the announcement is not opposed to third parties, unless the Company proves that the third parties were aware of this inaccuracy. The announcement includes at least some information: - as to the nature of the Company's relationship with the related party - the date and value of the Intragroup Transaction - any other information necessary to assess whether the transaction is fair and reasonable to the Company and its non-affiliated persons, including minority shareholders. The announcement is accompanied by the report of the accountant auditor or auditing company according to the above. The transaction concluded between the person affiliated with the Company and its subsidiary is also submitted in the publicity formalities. The provisions of this procedure are without prejudice to the obligations of disclosure of preferential information, as referred to in Article 17 of Regulation (EU) No 596/2014 of the European Parliament and of the Council. In compliance with the regulations of Law 4706/2020 and the Hellenic Corporate Governance Code, the Management has provided for the generation of an Assessment for the Members of the Board of Directors and its Committees. The assessment is carried out every year. In this context, the Nominations and Remuneration Committee assesses the structure, composition and performance of the bodies, as well as the skills, knowledge and experience of their members and submits proposals to the Company’s Board of Directors. The assessment in both cases is conducted by filling in appropriate questionnaires. Once the Board of Directors is aware of the results of the assessment, the actions to be implemented are formed. In case decisions are made on corrective actions following the assessment, the Nominations and Remuneration Committee makes sure that these are properly implemented and the implementation thereof is monitored by the Chairman of the Board of Directors. The most recent aforementioned evaluation conducted did not reveal any significant findings. (b) Committees (b1) Executive Committee (Regulation of Operation, par.2.2.3.1). In addition to the provisions of the law, the company has established an Executive Committee. It is chaired by the Chief Executive Officer and the directors of the Group’s core operations and on case-by-case basis the pertinent directors of the Business Units participate. The Executive Committee constitutes a collective body of the Company’s management with explicitly executive responsibilities and supervisory role over current operating and administrative issues. It is the competent committee for the business risk management. (b2) Audit Committee (Regulation of Operation, par.2.2.3.2). The Audit Commiee consists of at least three members of the Board of Directors, with the majority being independent non-execuve members. The Chair is elected by the members aſter a vote. The Audit Commiee consists of the following members: Michail N. Imellos, Independent Non-Execuve Member, Chairman Konstannos P. Rozakeas, Non-Execuve Member, Member Angeliki D. Samara, Independent Non-Execuve Member, Member The Audit Commiee assists the Board of Directors in fulfilling its supervisory responsibilies towards shareholders. It is designed to add value and improve the organizaon's operaons. Its role includes, among other things, the following:
48 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 a) It informs the Board of Directors about the result of the mandatory audit and ensures the submission of sustainability reports. The Management has established an ESG Commiee responsible for sustainability maers and reporng. b) It monitors the process of financial reporng and is informed about the preparaon of sustainability reports. c) It monitors the effecveness of the internal control systems, quality assurance and risk management of the organizaon, and the internal audit department, in relaon to financial reporng and sustainability reports. d) It monitors the mandatory audit of the annual and consolidated financial statements and is informed about the preparaon of sustainability reports. e) It reviews and monitors the independence of auditors or audit firms. f) It is responsible for the selecon of the Head of Internal Audit and the cerfied auditors or auding companies g) It is responsible for the process of selecng independent evaluators for the evaluaon of the Internal Control system and Corporate Governance systems, monitoring their work, and informing the Board of Directors and the relevant supervisory authority, where required. The Audit Commiee has a regulaon of operaon, which defines, inter alia, its role, the process to fulfil it, and the way to convene and hold its meengs. The regulaon of operaon of the Audit Commiee is posted on the Company’s website Regulaon of Operaon of the Audit Commiee Gr. Sarans S.A. Regulaon of the Operaon of the Audit Commiee Gr. Sarans S.A. It is noted that it is subject to updates to incorporate the amendments introduced by Law 5164/2024. The Commiee convened a total of 10 mes during the fiscal year with full quorum, and all its members parcipated in all Board of Directors meengs. A detailed descripon of the Commiee’s acvies is presented in its annual report, which is included in the Annual General Meeng and published on the corporate website. The key issues addressed by the Commiee are summarized as follows: Regarding the obligaon to supervise the external audit and the financial reporng process, the Audit Commiee, among others: Examined and evaluated the most favorable offers from audit firms and proposed to the Board of Directors the appointment of KPMG as the external auditor for the Company and its subsidiaries for the financial statements of the fiscal year 2024. The Commiee received the financial reporng meline from Management, as well as the key judgments, assumpons, and esmates made during the preparaon of the financial statements. Examined the independence of the Cerfied Auditors and confirmed that they do not receive any fees from the Company or its subsidiaries for non-audit services. During meengs with the statutory auditor of Gr. Sarans S.A., the Commiee was informed about the annual mandatory audit program, conducted an evaluaon of it, and ensured that the most significant audit areas were included, taking into account the key business and financial risks of the Group. Examined the materiality level selected by the statutory auditor, as well as the sampling methodology used. Received the supplementary report with the results of the mandatory audit and informed the Board of Directors accordingly. Was informed about the consolidaon process of the Group's financial statements. Before their approval by the Board of Directors, the Commiee reviewed the financial statements (both corporate and consolidated) and, taking into account the content of the supplementary report of the statutory auditor, posively assessed their completeness and consistency and informed the Board of Directors. Was informed about the process of preparing the sustainability reports. Received updates from the Execuve Commiee on financial and tax-related strategic and management issues, as well as on pending legal maers with a significant potenal impact on the financial statements. With reference to the supervision of the internal audit, regulatory compliance and risk management unit, the Audit Commiee, among others: Evaluated the selecon process and proposed to the Board of Directors the appointment of the new Head of the Internal Audit Unit, in accordance with the criteria and condions set out in Arcle 15 of Law 4706/2020, as well as the staffing progress of the Unit. Evaluated the adequacy and effecveness of the Internal Control System, taking into account the contents of the internal audit reports. Evaluated the adequacy and effecveness of the Risk Management System. Evaluated the adequacy and effecveness of the Compliance System.
49 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Was informed about the risk assessment methodology and the process for developing the audit plan. Was informed about the structure of the organizaon's Internal Control System and confirmed the applicaon of the "IIA" three-lines model. Was informed about the implementaon of the Group's Code of Ethics and the Whistleblowing and Complaint Management Policy. Approved the annual audit program of the Internal Audit Unit, evaluang the process of its formaon. Confirmed that the 2024 annual audit program was developed based on the main risks (financial reporng, operaonal, compliance, financial) faced by the Group's companies. Monitored the implementaon of the annual audit plan and evaluated the effecveness of the Internal Audit Unit, through quarterly reports from the Head of the Unit. Monitored the progress and effecveness of the audit work, evaluang through the quarterly reports, the findings idenfied, the correcve acons agreed to address the findings, and the progress of their implementaon. Was informed about the training plan for the Internal Audit Unit staff. Evaluated and proposed to the Board of Directors the appointment of BDO Cerfied Auditors S.A. for the Corporate Governance System Evaluaon project, in accordance with the obligaons outlined in paragraph 1 of Arcle 4 of Law 4706/2020. Was informed about compliance audit issues regarding personal data protecon and the company's assurance system. The Audit Commiee was informed about the plan and progress of the transion project to SAP S/4HANA and the acons for developing a strategic Cybersecurity plan for the next two years, with an emphasis on staff training and the implementaon of prevenve acons against online fraud. Regarding the Sustainable Development Policy, the Audit Commiee received the Board-approved Sustainable Development Policy, which remains unchanged from the previous year. It reviewed the structure of the Policy and the organizaon's commitments, confirming that the business pracces adopted by the organizaon are designed to create value both in the short and long term, maximizing posive impacts, such as job creaon and improving consumer health and well-being, while minimizing negave impacts, such as greenhouse gas emissions or plasc usage. The Sustainable Development Policy of the organizaon is based on: Compliance with applicable legislaon Contribuon to the United Naons Sustainable Development Goals The Precauonary Principle, as formulated by the UN according to Principle 15 of the Rio Declaraon on Environment and Development The Principle of Materiality, as defined by the GRI Standards, through which the Group commits to priorize, at least every two years, the most significant economic, social, and environmental impacts it creates The Principles of the United Naons Global Compact It is noted that the Group has developed a Sustainability Report, fully aligned with the new European Sustainability Reporng Standards. With this approach, the Group aims for maximum transparency and completeness in communicang its sustainability performance, responding to the expectaons of stakeholders and regulatory requirements. (b3) Nominations & Remuneration Committee (Regulation of Operation, par.2.2.3.3) The Committee consists of three members, primarily composed of non-executive and independent members of the Board of Directors. The current Committee's term runs from 20/12/2023 to 20/12/2027. The members of the Committee are: Maria Ioanna G. Politopoulou Chairwoman (Independent, Non-Executive Member) Konstantinos P. Rozakeas Member (Independent, Non-Executive Member) Angeliki D. Samara Member (Independent, Non-Executive Member) The Regulation of Operation of the Nominations & Remuneration Committee is posted on the corporate website: Regulation of Operation of the Nominations & Remuneration Committee of Gr. Sarantis S.A. The Committee, within the framework of its competences, supervises the application of the Suitability Policy which is posted on the corporate website: Suitability Policy of BoD Members of Gr. Sarantis S.A. Pursuant to it, the members of the Board of Directors are judged whether they are suitable or not both individually and collectively in the bodies
50 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 they participate. In particular, each member of the Board of Directors is judged based on the adequacy of his/her knowledge and skills, and the appropriate character requirements, is evaluated on the basis of the Policy of Conflict of Interest to ensure the independence of judgement, elements such as impartial attitude and mentality, elements of strength, ability to document and formulate correct questions, ability to constructive criticism and resistance to group-thinking phenomena are also examined, as well as the sufficiency of time. Regarding the collective suitability, the Board of Directors is examined as the body which should have the ability to examine issues related to the business activity and the related risks, issues of strategic planning, understanding and supervision of financial reports, understanding of regulatory and legislative issues, corporate governance issues, identification and management of risks, application of safe, reliable and effective technological solutions, and issues related to the Diversity Policy. The Committee, within the framework of its responsibilities, met five (5) times during the 2024 fiscal year with quorum and examined: The remuneration report of the previous year The suitability of a new member of the Board of Directors to replace a resigned member The long-term five-year incentive plan The updated Operating Regulation The updated Board and Committee Evaluation Policy The updated Suitability Policy The Succession Policy The evaluation process of the Board of Directors, Committees and the Board of Directors of the key subsidiaries With regard to its obligations regarding nominations, suitability, independence and conflict of interest issues, the Committee proceeds: the fulfillment of the independence requirements for the non-executive and independent non-executive members of the Board of Directors, where it was determined that the independent members complied with these requirements. the suitability of the Board of Directors and its Committees as collective bodies, as well as the individual suitability of the members based on their roles (executive and non-executive/independent), in accordance with the updated Suitability Policy. the evaluation of the Executive Chairman and the Chief Executive Officer. the conflict-of-interest declarations, based on the policy for preventing and addressing conflict of interest situations for the members of the Board of Directors. the evaluation of the Board of Directors of the key subsidiaries. Regarding its responsibilities related to compensation matters, the Committee proceeded with: The fulfillment of the independence requirements for non-executive and independent non-executive members of the Board of Directors, where it was found that the independent members comply with these requirements, The suitability of the Board of Directors and its Committees as bodies (collective suitability), as well as the individual suitability of the members depending on their roles (executive and non-executive/independent), based on the updated Suitability Policy, The evaluation of the Executive Chairman and the CEO, The declarations of no conflict of interest, based on the policy for preventing and addressing conflicts of interest of the members of the Board of Directors, The evaluation of the Board of Directors of the key subsidiaries The evaluation of the Board of Directors of the key subsidiaries. Regarding its responsibilities concerning remuneration issues, the Committee proceeded with: Examining and recommending the remuneration report of the previous year to the Board of Directors. Examining and recommending the goals and the initial beneficiaries of the long-term five-year incentive plan.
51 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 In addition to the above, the Committee approved its updated Operating Regulation, the updated Suitability Policy, the updated Evaluation Policy, and the Succession Policy. The Remuneration Policy is posted on the corporate website: Remuneration Policy of Gr. Sarantis S.A. The Compensation Report for the period 1/1-31/12/2024 is made available to the Remuneration and Nomination Committee and is expected to be available on the corporate website by April 2025, where you can access it via the following link: https://www.sarantisgroup.com/investor-relations/shareholders/general-meetings/ (b4) ESG Committee (Environment, Social, Governance) The Committee is composed of three members, the majority of whom are non-executive and independent members of the Board of Directors. The term of the current Committee is from 28/3/2024 to 20/12/2027. The members of the Committee are: Alexandra A. Gren, Independent Non-Executive Member, Chairwoman Maria Ioanna G. Politopoulou, Independent Non-Executive Member, Member Michail N. Imellos, Independent Non-Executive Member, Member The Committee met once during the fiscal year 2024, with quorum present. The agenda items included a briefing for the Committee by the new Head of the ESG Unit regarding the methodology for preparing the sustainability report based on the CSRD, as well as the presentation and approval of the ESG Committee's Operating Regulations. Shares of Board Members and Executive Officers as of 31/12/2024 The following table presents the shares held by the members of the Board of Directors and the Executives as at 31/12/2024: Full Name Capacity Shares Kyriakos P. Sarans Chairman , Executive Member 17,385,661 Grigoris P. Sarans Vice-chairman, Non-Execuve Member 13,656,643 Ioannis K. Bouras CEO, Executive Member - Christos A. Varsos CFO, Executive Member - Evangelos A. Siarlis CHRO, Execuve Member - Konstantinos P. Rozakeas Non-Execuve Member - Michael N. Imellos Independent, Non-Executive Member - Maria Ioanna G. Politopoulou Independent, Non-Executive Member - Aggeliki D. Samara Independent, Non-Executive Member - Alexandra A. Gren Independent, Non-Executive Member - Konstannos F. Stamaou Legal Counsel 400 Krzysztof Kaminski General Manager of Sarans Czech & Slovakia 2,100 It is reminded that: 1. Mr. Kyriakos P. Sarantis was appointed Executive Chairman at the Board of Directors meeting on 13/05/2024. 2. Mr. Grigoris P. Sarantis was appointed Vice Chairman, Non-Executive Member at the Board of Directors meeting on 13/05/2024. 3. Mr. Ioannis Bouras was appointed Chief Executive Officer at the Board of Directors meeting on 13/05/2024. 4. Ms. Alexandra Gren was elected as a member of the Board of Directors on 28.03.2024, replacing Ms. Irini Nikiforaki, who left on 26/03/2024. 5. Messrs. Grigoris Sarantis and Kyriakos Sarantis hold the specific shareholding amounts with direct and indirect participation.
52 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Diversity Policy The organization has a Diversity Policy, the criteria of which are included in the Suitability Policy. The Diversity Policy and the Code of Ethics, which is posted on the corporate website: Code of Ethics of Gr. Sarantis S.A., set specific principles as the foundation of the Organization's business model. Among these principles are the commitments to ensuring at least 25% gender representation of the total members, as well as the non-exclusion based on discrimination due to gender, race, color, ethnic or social origin, religion or beliefs, property, birth, disability, age, or sexual orientation. The current Board of Directors consists of 10 members, with 30% female representation. The following table presents a summary of data regarding the gender, the age and the education of the highest, higher and middle management level of the Group. Levels Positions Gender Education Age 31/12/2024 % Female % Male % Third Level % Higher (BSc) % Highest (MSc) From To AVERAGE Highest Board of Directors 30.00% 70.00% 20.00% 80.00% 42 71 56 Higher DIRECTORS & GM’s 24.39% 75.61% 29.27% 70.73% 36 65 50 Middle SENIOR MANAGERS 36.49% 63.51% 10.81% 37.84% 51.35% 31 62 47 MANAGERS 64.58% 35.42% 9.38% 35.42% 55.21% 31 61 44 Ethical Data Use Policy In the context of implementing Law 4961/22 (Article 10, paragraphs 2, 3), the organization has developed a Data Ethics Policy for the operation of artificial intelligence systems. Artificial Intelligence (AI) has the potential to optimize business processes, enhance customer experience, and support the efficient functioning of GR. SARANTIS S.A. (hereinafter referred to as the "Company"). Recognizing both the opportunities and challenges arising from the use of AI, the Company is committed to responsible, transparent, and secure utilization of AI while ensuring the protection of the rights of its employees, customers, and partners. In compliance with the provisions of Article 10 of Law 4961/2022, the Company has adopted and is implementing the Data Ethics Policy (hereinafter referred to as the "Policy"), which sets out the principles and measures taken by the Company for the transparent, fair, and secure use of personal data in the operation of AI systems. The Company is committed to adhering to the following principles: Respect for Human Rights: The use of AI must align with the fundamental values governing human rights, including the protection of personal data, equality, and freedom of expression. The Company takes measures to identify and mitigate any algorithmic biases, preventing the creation or reinforcement of social inequalities. Privacy and Personal Data Protection: The Company processes personal data in accordance with the General Data Protection Regulation (GDPR – Regulation (EU) 2016/679) and national legislation, taking all necessary technical and organizational measures to protect privacy and the security of information. Transparency and Explainability: The AI systems used by the Company operate transparently, providing clear and understandable information about how they work. Decisions made through algorithmic processing are explainable, so users can understand the factors influencing the outcomes. Human Oversight: Data subjects have the right not to be subject to decisions based solely on automated processing, including profiling, which produces legal effects concerning them or significantly affects them in a similar manner, as outlined in Article 22 of the GDPR. Additionally, the Policy provides for compliance with obligations arising from Law 4961/2022, such as maintaining a Register of AI applications and providing transparent information to data subjects. The Company is committed to regularly evaluating and updating the Policy, taking into account legislative developments and technological innovations.
53 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2.12.4 Internal Control System and Risk Management Internal Control System The Group's Internal Control System is defined by the set of procedures, methods and mechanisms, for the implementation of which the Board of Directors, the management executives and, in general, all Group personnel are responsible for their corresponding responsibilities, designed to provide a desirable level of assurance regarding the achievement of the following objectives: - The effectiveness and efficiency of various operations (business cycles) - The reliability of the reports - The compliance with applicable laws and regulations The internal control system of the Organization includes the total internal control mechanisms and procedures, Policies, Regulations and Codes, including risk management, internal audit and regulatory compliance, which continuously covers all its activities and contributes to its safe and effective operation. The Organization applies the three lines model of the Institute of Internal Auditors (the IIA) as updated in July 2020. The Main Roles in this model are the following: I. Regarding the governing body (Board of Directors and Management Committee) - Accepts accountability to stakeholders for the supervision of the organization. - Collaborates with stakeholders, monitors their interests and transparently communicates issues regarding the achievement of the objectives. - Develops a culture that promotes ethical behavior and accountability. - Establishes governance structures and processes, including auxiliary committees, as required. - Delegates responsibility and provides resources to the management in order to achieve the objectives of the organization. - Defines the risk tolerance and oversees risk management. - Maintains oversight of compliance with legal, regulatory and ethical framework - Establishes and oversees an independent, objective, and competent internal audit function. II.Regarding the Management First – Line Roles (Sales, Production, Warehouse, Logistics-Inventory Management, etc.): - Lead and direct actions (including the management of risks identified during the execution of the tasks) and provide resources in order to achieve the objectives of the organization. - Maintain open communication with the governing body and report planned, actual and expected results related to the objectives of the organization and the estimated risks. - Establish and maintain appropriate structures and processes (regulatory tools) for the management of operations and risks (including internal controls). - Ensure compliance with legal, regulatory and ethical/behavioral framework. Second-Line Roles (Control units, planning and assurance units, such as: Regulatory Compliance and Risk Management Unit, Quality Control Unit, Credit Control Unit, Financial Controlling Department, etc.): - Provide supplementary expertise, support, monitoring and evaluation related to the management of risks, including: the development, implementation and continuous improvement of the risks management, the practices (including controls), at a process system and entity level. the achievement of goals, the management of risks, such as: the best possible effectiveness and efficiency of the organization, compliance with the laws, regulations, the Code of Ethics, the internal controls, information and technology security, the sustainability and quality assurance. analysis and reports regarding the adequacy and efficiency of the risks management (including internal controls). III.Internal Audit - Maintains primary responsibility towards the management body and independence from the responsibilities of the management. - Provides independent and objective assurance and advice to the management and the managers on the adequacy and effectiveness of governance and risk management (including the applied internal control system) to support the achievement of the organizational objectives and to promote and support continuous improvement.
54 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 - Reports impairments to the independence and objectivity to the governing body and applies safeguards, as required. IV.External Assurance Providers - They provide additional assurance to: Satisfy legislative and regulatory expectations that serve to protect the interests of the stakeholders. Satisfy requests by management and the governing body to complement internal sources of assurance. Relations between Key Roles Between the Governing Body and the Executive Committee (first and second line roles) The governing body sets the organization's direction by defining its vision, mission, values, and risk tolerance. It then delegates responsibility to the executive committee for achieving the organization’s objectives along with the necessary resources. The governing body receives reports from the executive committee on planned, actual, and expected results, as well as updates on risks and their management. Between the Executive Committee (first and second line roles) and the Internal Audit Unit The independence of the Internal Audit Unit from the executive committee ensures the unobstructed and unbiased execution of its work, both in the planning phase and during execution, with unlimited access to the people, resources, and information required. The Unit is accountable to the governing body. However, independence does not imply isolation. There must be regular interaction between the Internal Audit Unit and the executive committee to ensure that the internal audit work is relevant and aligned with the organization's strategic and operational needs. Through all its activities, the Internal Audit Unit builds knowledge and understanding of the organization which contributes by providing advisory services to improve the organization's management systems. Effective collaboration and communication between first and second-line roles of management and the Internal Audit Unit are necessary to avoid unnecessary duplication, overlaps, or gaps. Between the Internal Audit Unit and the Governing Body The governing body is responsible for overseeing the Internal Audit Unit. Its independence is safeguarded through the Audit Committee, which: - Appoints the Head of the Internal Audit Unit. - Supervises the Internal Audit Unit and serves as the primary reporting line for the Head of Internal Audit. - Approves the internal audit program and ensures resources for its execution. - Grants the Head of the Internal Audit Unit direct access to the governing body through private sessions without the presence of executive committee members. Among all Roles The governing body, the management team and the Internal Audit Unit have distinct authorities; however, all operations should be aligned with the objectives of the organization. The basis for their successful coherence is the regular and effective coordination, cooperation and communication. Key Components of the Internal Control System Control Environment, which is a set of structures, policies, regulations, procedures etc. that provide the basis of an effective Internal Control System. Audit Mechanisms & Safety Valves, refer to mechanisms, either embedded in the information system, or/and in processes, regulations, etc., regulatory tools that are included in the organization’s compliance framework and are applied daily in operations to carry out various tasks. Indicatively, these include safeguards related to conflict of interest, segregation of duties, access rights related to IT governance and security of information systems, etc. Information and Communication regarding the review of the entire financial and non-financial reporting process, including reports from audit mechanisms, as well as the review of the Company’s internal and external communication procedures & channels. Monitoring of the Internal Control System, regarding the review of the Company’s structures and mechanisms which are responsible for continuously assessing the Internal Control System elements and the
55 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 reporting of findings for correction or improvement. The operation of the Audit Committee, the Internal Audit Unit and the Regulatory Compliance and Risk Assessment Unit is reviewed by independent evaluator; The Audit Committee is responsible for monitoring the work of the independent evaluator, who is required to provide regular updates on the progress of their work, as well as any risks (such as delays, etc.) they encounter, in order to resolve them. The Audit Committee collaborates with the Internal Audit, Risk Management, and Compliance Units, as well as other organizational units within the Company, to ensure the smooth and timely execution of the work. The Company, through the Audit Committee, promptly submits to the Capital Market Commission, and in any case within three (3) months from the date of the assessment report, a summary of the report and, if required, the full report. Internal Audit: As part of the internal control system, the Organization has an Internal Audit Unit which operates pursuant to the regulation. Regulatory Compliance: As part of the Internal Control System, the Organization has a Regulatory Compliance Unit which operates pursuant to the regulation and is responsible for: - The control, supervision and assurance of the Company's compliance with the institutional and supervisory framework to which it is subject. - Addressing the impact of potential non-compliance with the applicable legal and regulatory framework, internal regulations, policies, and procedures related to the Unit’s responsibilities. - Supporting the Board of Directors and its committees in carrying out their work and overseeing the Internal Control and Corporate Governance System. Whistleblowing (Speak-up Policy): In the context of the Internal Audit System, the Company prioritizes its operation within a framework governed by the maximum level of ethics and professional conduct. In this framework, it has established a Report and Complaints Management Policy. The Policy determines the principles and the operation of the procedure adopted by the Company in order to receive, process and investigate anonymous and/or identified reports and complaints regarding unethical conduct, irregularities, omissions or other unlawful activities. Risk Assessment and Management: As part of the Internal Control System, the Organization has a Risk Assessment & Management Unit which operates pursuant to the regulation and is responsible for: - The development of the risk assessment and risk management framework. - The development of the methodology for the identification and assessment of risks (risk assessment), the Company's risk response procedures and the risk monitoring procedures. - The development and maintenance of the risk register. - The recommendation of risk limits by type of risk. - The participation in the Crisis Management mechanisms. The framework, the risk assessment and management methodology and the identified risks can be found in chapter 2.4 of this report. The Company has implemented an Internal Control System (ICS) Assessment Policy, the subject of which is the adequacy of the internal control system, which includes all internal control mechanisms and procedures, including risk management, internal audit and regulatory compliance, covering on an ongoing basis every activity of the Company and the most important subsidiaries and contributes to their safe and efficient operation. The ICS evaluation is part of the overall evaluation of the Company's corporate governance system, in accordance with paragraph 1 of article 4 of Law 4706/2020. The scope of the evaluation includes all the organizational units of the Company and its significant subsidiaries, as determined by the Board of Directors and referred to in the Operating Regulations. The evaluation of the internal control system includes the overview of the Control Environment, Risk Management, Control Mechanisms (Safeguards), Information and Communication System and monitoring methods. The Company, in accordance with decision 1/891/30.09.2020 of the Capital Market Commission and the specifications of Article 14 (paragraphs 3 and 4) of Law 4706/2020 as in force, as well as the Internal Control System Evaluation Policy, conducted an evaluation of the Internal Control System (ICS) by assigning the task to "BDO Certified Auditors S.A." (BDO), with a reference date of 31/12/2022. The next evaluation of the Internal Control System is expected to take place with a reference date of 31/12/2025.
56 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Board of Directors, in the context of its obligations arising from paragraph 1 of Article 4 of Law 4706/2020, evaluated the implementation and effectiveness of the Company’s Corporate Governance System with a reference date of December 31, 2024, and no material weaknesses were identified during the evaluation. As part of the above evaluation, the Company’s Board of Directors entrusted the audit firm BDO Certified Auditors S.A. with the evaluation of the adequacy and effectiveness of the Company’s Corporate Governance System. This evaluation was conducted based on the assurance procedures program included in decision I’73/08β/14/02/2024 of the Supervisory Board of the Body of Certified Auditors Accountants, in accordance with the International Standard on Assurance Engagements 3000 (Revised), "Assurance Engagements Other Than Audits or Reviews of Historical Financial Information." No material weaknesses were identified in the Company's Corporate Governance System from the work performed by the Certified Auditors. 2.13 SUSTAINABILITY REPORT 2.13.1 General Disclosures 2.13.1.1 ESRS 2 General Disclosures General basis for the preparation of the Sustainability Report (BP1_01/ESRS 2/BP1/5a-e) This Group Sustainability Report has been prepared on a consolidated basis, fully aligned with the consolidation boundaries of the financial statements as presented in this 2024 Integrated Annual Report, chapter 4.6.2 (Group structure). Consequently, the scope of the Sustainability Report is the same as that of the Group's consolidated financial statements. The statement covers both upstream and downstream activities in the Group's value chain. It includes information on the sourcing of raw materials, the production process, the distribution of products, and the interaction with final consumers. This holistic approach ensures a comprehensive view of the Group's environmental, social and governance performance across the full range of its activities. In preparing the Sustainability Report, the Group did not make use of the possibility to omit specific information related to intellectual property, the know-how or innovation results, as provided for in ESRS 1, section 7.7. Furthermore, no exemption from disclosure of developments or matters under negotiation was applied, in accordance with Articles 19a(3) and 29a(3) of Directive 2013/34/EU. With this approach, the Group has achieved maximum transparency and completeness in communicating its sustainability performance, responding to stakeholder expectations and regulatory requirements. Definition of time horizons used to disclose sustainability impacts, risks and opportunities (BP2_01/ESRS 2/BP2/9a- b) Based on the alignment of the me horizons adopted by the Group with the requirements of ESRS 1, secon 6.4, there is no deviaon from the specified me horizons of the direcve proposed. Specifically, the Group has applied the following categorizaon for the Double Materiality Assessment, which is consistent with the prescribed thresholds in ESRS 1: 2024 (Current situaon): 2024 is the starng point for the formulaon of the Group's sustainability strategy. During this period, the Group focuses on preparing and analyzing the requirements of ESRS 1, as well as idenfying key sustainability-related challenges and opportunies. 2025 (Short-term horizon): corresponds to the ESRS 1 definion of the short-term horizon (up to one year), with a focus on the formulaon of the sustainability strategy and processes. 2026-2030 (Medium-term horizon): corresponds to the medium-term horizon of ESRS 1 (2-5 years), focusing on the gradual implementaon of strategies and the assessment of first results.
57 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2031-2035 (Long-term horizon): consistent with the long-term horizon of ESRS 1 (6-10+ years), including full integraon of sustainability strategies and leveraging investments in infrastructure and innovaon. The selected horizons reflect the strategic priories and expected impacts in the areas of sustainability and financial performance, ensuring a coherent and realisc approach to the analysis of risks, impacts and opportunies. Use of indirect data sources to esmate Group value chain metrics (BP2_03-06/ESRS 2/BP2/10a-d) As part of the preparaon of the Sustainability Report, the Group uses indirect data sources, such as industry averages and proxies, to esmate certain metrics upstream and downstream of the value chain. These approaches are mainly applied to the calculaon of scope 3 emissions, raw material consumpon and the environmental impact of products aſter their use by consumers. A. Idenficaon of Metrics with Indirect Data Sources The main metrics for which indirect data sources are used include: CO₂ emissions from the upstream supply chain (Upstream-scope 3) - Esmates of emissions related to raw material supply and transport, based on FMCG industry data. Carbon footprint of raw materials - Approaches using generic emission factors for materials such as HDPE and LDPE in product packaging. CO₂ emissions during use of products by consumers (downstream-scope 3) - Esmaon of energy consumpon and disposal of products aſter use, based on sectoral indicators and environmental product profiles. Β. Basis for the preparaon of data The data preparaon is carried out on the basis of: Data from industry studies and scienfic publicaons providing emission factors for different categories of materials and producon processes. Supplier data for selected raw materials, where available, to replace general assumpons with actual data Internal non-financial data collecon systems that allow for systemac data collecon and integraon into impact assessment processes. C. Level of precision of the esmates Esmates based on industry averages or generic emission factors are moderately accurate as they do not fully reflect the specific producon condions and the specific condions in the Group's supply chain. In cases where real supplier data have been used, accuracy is higher, but there is sll room for improvement through direct data collecon. For the downstream impacts of products, the uncertainty is greater due to variability in consumpon paerns and waste management by market. D. Plans to improve data accuracy The Group has made it a priority to improve the accuracy of its reporng through: Increase the collecon of primary data from suppliers: Work with key suppliers to provide actual emissions CO₂ and raw material footprint. Implement advanced ESG tools data analycs , which will allow for greater depth in data collecon and processing. Enhancing accuracy through external partnerships (e.g. SBTi verificaon) to confirm and validate the Group's climate data. Diversify the assessment methods for downstream impacts to incorporate real consumpon and product life cycle data from market analyses. With the above acons, the Group aims to increase the transparency and reliability of its data, enhancing its compliance with the requirements of ESRS 1, chapter 5 (Value Chain) and improving the overall accuracy of its environmental and social impact assessments.
58 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Sources of uncertainty and uncertainty of results (BP2_07-09/ESRS 2/BP2/11a-bi/ii) In the context of ESRS 1, secon 7.2, on sources of uncertainty and uncertainty of outcomes, the Group recognizes that certain quantave measures and monetary valuaons included in the Sustainability Report are subject to a high level of uncertainty due to the esmaon methods used. A. Idenficaon of measurements and monetary valuaons with high uncertainty The main quantave measurements and monetary valuaons characterized by high esmaon uncertainty include the following: Scope 3 CO₂ emissions (upstream and downstream value chain) - Emissions from acvies outside the Group's direct control (such as raw materials, logiscs and consumer use of products) have significant uncertainty due to the lack of primary data. Carbon footprint of raw materials - Use of generic emission factors due to limited availability of specific data from suppliers. Costs of complying with environmental regulaons (such as EU ETS and CBAM) - Future regulatory requirements may significantly change costs. Waste management and circular economy projecons - Assessing the recyclability of packaging depends on each country's recycling infrastructure and consumer behavior. Β. Sources of Uncertainty for each measurable value (i) Sources of measurement uncertainty The main sources of uncertainty are related to: Reliance on third-party data (upstream and downstream value chain): the Group relies on external data sources, such as industry studies, sustainability indicators and supplier assumpons. Measurement techniques and available methodology: Esmates of the environmental impacts of products are made using life cycle assessments (LCA), which may have limitaons in terms of geographical or operaonal accuracy. Dependencies on future developments: The cost of compliance with new regulaons (e.g. CBAM) or the assessment of future climate change impacts are based on dynamic data that are subject to change. (ii) Assumpons, approaches and judgments made in the measurement To address these uncertaines, the Group follows the following approaches: Use of sectoral data as a benchmark: In cases where primary data is lacking, documented indicators and assumpons based on the experience of the sector FMCG ((Fast-Moving Consumer Goods)) are used. Constant updang of assessment methods: adapng data to new scienfic and technological developments. Cross-checking esmates with different sources: Where possible, data are compared with internal and external reports to improve accuracy. Collaboraon with suppliers and third pares: progressively strengthen primary data collecon through supplier collaboraon and life cycle data analysis programs. The Group connues to invest in improving data quality and enhancing transparency to reduce esmaon uncertainty and ensure greater accuracy in future sustainability reporng. Changes in the preparaon or presentaon of sustainability informaon (BP2_10-12/ESRS 2/BP2/13a-c) 2024 is the Group's first reporng year under the European Sustainability Reporng Standards (ESRS) and the CSRD Direcve. In this context, the Group has developed its methodology for the preparaon and presentaon of sustainability informaon, harmonising its data collecon, analysis and disclosure process with the requirements of the new regulatory framework. Although there are no revised comparave figures from previous periods, the Group has laid the foundaons for the gradual enhancement of the completeness and comparability of its disclosures in the future. This approach ensures
59 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 the transparency and consistency of the disclosed data, enhancing the reliability of sustainability reporng and its value to stakeholders. Reporting of errors in previous periods (BP2_13-15/ESRS 2/BP2/14a-c) In accordance with ESRS 1, section 7.5, the Group has mechanisms in place to ensure the accuracy of sustainability data and is committed to transparently disclosing corrections in the event of material errors identified in prior reporting periods. A. Type of errors in previous periods In the 2024 reporting period, no material errors were identified in prior period disclosures. All previously disclosed information remained accurate and aligned with the then current methodologies and reporting frameworks. Β. Corrections for each previous period As no material errors were found, no corrections to the data of previous periods were required. The 2024 report is based on consistent and comparable data with previous disclosures. C. Dealing with cases where it is not feasible to correct There were no cases where the correction of errors was considered impracticable. If such a situation arises in the future, the Group undertakes to provide detailed documentation of the nature of the error and the limitations that make correction impracticable. The Group continues to implement strong internal control and data cross-checking mechanisms, ensuring the accuracy and reliability of the information included in the Sustainability Report. Disclosures arising from other legislation or internationally accepted sustainability reporting standards (BP2_16-17/ESRS 2/BP2/15) In accordance with ESRS 1, section 8.2, the Group ensures that sustainability reporting includes all necessary disclosures, not only under ESRS, but also in accordance with other relevant statutory requirements or internationally accepted sustainability standards. Information based on other regulatory or voluntary standards The Group's sustainability report includes information arising from the following regulatory and voluntary initiatives: Regulatory Framework: The data disclosure complies with CSRD obligations and European Union Regulations, ensuring compliance with ESRS requirements. GHG Protocol: the methodology for calculating CO₂ emissions is based on the Greenhouse Gas Protocol, which is an internationally recognized standard for recording and calculating emissions. GRI (Global Reporting Initiative): Some elements of the report have been formatted according to the requirements of the GRI Standards, enhancing transparency and comparability with other companies. Cases of partial application of other standards In certain cases, the Group's reporting partially applies certain reporting standards. For example, GRI standards are used to enhance transparency in certain disclosures, without full alignment with the GRI Reporting framework. Failure to apply the phase-in provisions under Appendix C of ESRS 1 (BP2_21-27/ESRS 2/BP2/17) The Group exceeds the 750-employee threshold during the financial year and is therefore not subject to the of phase- in provisions Appendix C of ESRS 1.
60 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Administrative, management, and supervisory bodies of the Group: roles and responsibilities in sustainability (GOV1_01-07/ESRS 2/GOV1/21-23) The Group has specific administrative, management and supervisory bodies to ensure sustainability governance, decision-making, oversight and approval of strategic initiatives in the ESG area. The sustainability governance process in the Group is structured as follows: Administrative body Executive Committee The Executive Committee consists of executive members of the management and is the main management body responsible for the development and decision-making regarding the Group's sustainability strategy. Its decisions are based on the Group's strategic priorities and guidelines for the integration of ESG criteria into business activities. Supervisory bodies ESG Committee Decisions of the Executive Committee are submitted for review to the ESG Committee, which has an oversight role in the sustainability strategy. The ESG Committee evaluates, reviews and approves strategic decisions relating to sustainability, ensuring that they are aligned with corporate policies, regulatory requirements and ESG best practices. Board of Directors The approved decisions of the ESG Committee are forwarded to the Group's Board of Directors, which holds ultimate decision-making authority on all sustainability issues. The Board of Directors is responsible for approving the overall ESG strategy and ensuring its integration into the Group's business activities and long-term strategy. Audit Committee The Audit Committee is another supervisory body that plays a role in sustainability governance. It informs and assesses the ESG risk management process and the proper implementation of sustainability policies where necessary, ensuring transparency and compliance with regulatory requirements. Management Executive Head of ESG The Group Head of ESG is the key manager responsible for the coordination and implementation of the Group's ESG strategy. He acts as a link between management and supervisory bodies, providing analysis, recommendations and progress reports on the integration of ESG principles into business activities. Number of execuve and non-execuve members The ESG Commiee was established on 28 March 2024 by a decision of the Board of Directors and consists of three independent non-execuve directors (BoD) with significant experse in the areas of financial governance, business strategy and sustainability. Specifically, the composion of the ESG Commiee is as follows: Alexandra Gren – Chairwoman Michalis Imellos - Member Marianna Politopoulou - Member Corresponding information on the Board of Directors, the Group's Executive Committee and the Audit Committee can be found in section 2.12.3 "Board of Directors and Committees". Representaon of employees and groups of employees There are no representaves of employees or employee groups on the Group's Board of Directors or on any of the aforemenoned commiees. ESG Commiee members' experience relevant to the Group's sectors, products and geographical areas of operaon The members of the ESG Commiee have extensive experience in areas such as corporate governance, sustainable development, financial services, business strategy, technology and ESG risk analysis. In addion, Commiee members
61 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 have held leadership posions in mulnaonal companies and organizaons, gaining significant experse in the European, US and Canadian markets. In more detail: Alexandra Gren: over 25 years of experience in financial services technology and banking, having worked at leading internaonal companies such as Fiserv Poland, ING Direct Italy and Royal Bank of Canada. Michalis Imellos: many years of experience in internaonal consumer groups products and technology, having served as CFO of Coca-Cola HBC Group and member of the Board of Directors of Coca-Cola HBC Finance BV. Marianna Politopoulou: has significant experse in risk management, corporate strategy and sustainability. Percentage by gender and other aspects of diversity The Group's Board of Directors consists of three women and seven men. The Group ESG Committee consists of two women and one man, while the members of the Group Executive Committee are all men and have an executive role. Percentage of independent members of the administrative and supervisory bodies related to sustainability The percentage of independent non-executive members of the Board of Directors reaches 60%. All members of the ESG Committee are 100% independent and non-executive ensuring objectivity and high standards of corporate governance. The Executive Committee consists of executive members of the Group. Identy of the administrave, managerial and supervisory bodies responsible for overseeing impacts, risks and opportunies The Group has a structured corporate governance system in which the Board of Directors guides the strategic direcon and oversees the integraon of sustainability principles into the Group's acvies. The ESG Commiee is responsible for monitoring sustainability-related impacts, risks and opportunies, and supporng the strategy and business model. The Execuve Commiee, for its part, implements strategic decisions and ensures the day-to-day management of business acvies, in collaboraon with the ESG Commiee. This structure ensures the systemac applicaon of ESG principles, effecve risk management and the promoon of sustainability in all aspects of the Group's operaons. How the responsibilies of the bodies are reflected in the regulaons, Board mandates and related policies The way in which the responsibilies of the bodies are reflected in the regulaons, Board mandates and related policies is based on a coherent and transparent structure. The ESG Commiee and the Execuve Commiee operate in accordance with approved operang rules, which define their responsibilies and the way they operate. The ESG Commiee is responsible for: Overseeing and guiding the ESG strategy and related objecves. The review and approval of policies, metrics and disclosures in accordance with the requirements of the Non- Financial Disclosure Direcve (CSRD). Strengthening compliance and ensuring connuous improvement of the Group's ESG pracces. Monitoring and managing the impacts, risks and opportunies arising from the Double Materiality process. The ESG Commiee's Terms of Reference are incorporated into the broader Board terms, ensuring a clear separaon of roles and accountability. The Execuve Commiee is responsible for: The implementaon of strategic decisions taken by the Board of Directors and the ESG Commiee. The day-to-day management of business acvies, with an emphasis on integrang sustainability principles into operaonal processes. Monitoring the progress of ESG targets and reporng to the Board on their achievement. The ESG Commission's support to the implementaon of sustainability-related policies and measures. Through this collaboraon, the Group ensures that sustainability principles are effecvely integrated at all levels of operaon and decision-making, while maintaining high standards of governance and transparency.
62 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Descripon of the role of management in the governance, control and management of impacts, risks and opportunies As mentioned, the management of ESG issues is a central element of the Group’s strategy and is integrated at all levels of management, ensuring the systematic monitoring, control and management of sustainability-related impacts, risks and opportunities. The ESG Committee has primary responsibility for overseeing the impacts, risks and opportunities identified during the Double Materiality process and plays a key role in the Group's decision-making process. The process starts with the Executive Committee, which is responsible for the development and implementation of the strategy, taking decisions on ESG issues. These decisions are then reviewed, revised (if there is a need for revision) and approved by the ESG Committee, ensuring compliance with sustainable development principles and consistency with the Group's overall ESG strategy. The results and recommendations of the ESG Committee are presented to the Board of Directors, which has the ultimate authority to approve and formulate the Group's sustainability strategy. The role of management and control mechanisms The management of ESG issues is not limited to the supervision of the Board of Directors and the ESG Commiee, but extends to all levels of the Group's management, integrang sustainability into business processes. Specifically, the Head of ESG is the liaison between the ESG Commiee and the business units, ensuring the implementaon of ESG strategies and iniaves. The ESG Commiee in turn works closely with the Execuve Commiee and business units, ensuring that the ESG strategy is implemented across the organizaon. To keep the Commiee members fully informed, the Head of ESG provides them with regular reports on the ESG performance, emerging risks and progress towards achieving ESG targets. Then the Chairperson reports to the BoD regarding the ESG Commiee's acvies and key findings. Control procedures and internal integraon To effecvely manage ESG impacts and risks: The ESG Commiee monitors performance ESG through KPIs and reports, which are integrated into the Group's overall risk management framework. The Head of ESG coordinates the ESG strategy , ensuring that all principles are integrated into business operaons and that there is synergy with other governance commiees, such as the Audit and Nominaon & Remuneraon Commiees How the administrave, management and supervisory bodies oversee the seng of objecves related to material impacts, risks and opportunies and how they monitor their progress Targets related to material impacts, risks and opportunies are set and monitored through regular meengs and reporng. The ESG Commiee meets every three months to oversee the progress of the targets, review policies and ensure compliance with sustainable development principles. At the same me, the Execuve Commiee is briefed by the Head of ESG in a regular basis (at least once a month) to set new targets and monitor the progress of those already set. This regular update allows any deviaons or challenges to be quickly idenfied and correcve acon taken, ensuring that sustainability targets remain aligned with the Group's strategy and ESG developments. In addion, this process enhances collaboraon between the bodies, while maintaining high standards of transparency and efficiency in managing impacts, risks and opportunies. The Board of Directors (BoD) is kept informed of the progress of the sustainability objecves at its regular meengs, which are held annually. In cases where issues need to be addressed immediately (ad hoc), extra meengs are held outside the scheduled framework. In addion, all bodies work collaboravely to ensure that sustainability objecves are aligned with the Group's strategy and ESG developments. Through this structure, the Group ensures that impacts, risks and opportunies are managed effecvely, with a focus on transparency, accountability and connuous improvement. Sustainability experse and access to specialized knowledge Sustainability experse and access to specialized knowledge are key pillars for the successful implementaon of the Group's ESG strategy. The members of the Board of Directors, the ESG Commiee and the Execuve Commiee have extensive experience in areas such as corporate governance, financial and non-financial management, business
63 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 strategy and the integraon of sustainability principles into corporate processes. Their deep understanding of ESG challenges and opportunies enhances strategic decision-making that supports long-term growth and value creaon for all stakeholders. To enhance its sustainability experse, the Group relies on a number of pracces: Cooperaon with external experts: Work with specialist consultants and organizaons that provide guidance and technical support on crical issues such as climate risk management and compliance with regulatory requirements (e.g. CSRD, ESRS). Internal training and skills development: The Group implements targeted training programs for the management, the ESG Commiee, and the Execuve Commiee, focusing on the latest regulatory developments (e.g., CSRD, ESRS) and best pracces in sustainability. These iniaves ensure that key personnel remain informed and capable of effecvely managing ESG impacts and risks. Dynamic informaon and trends monitoring: The Group’s management in cooperaon with the ESG Commiee connuously monitors internaonal developments and trends in the ESG environment, ensuring that decisions are based on up-to-date data and informaon. Through these pracces, the Group ensures that it has the necessary experse and experience to respond to the challenges and opportunies arising from the management of ESG issues, while maintaining high standards of transparency and innovaon. Linking skills to the Group's material ESG issues The need for targeted specializaon is directly linked to the results of the Double Materiality Assessment, which highlighted the Group's key environmental, social and governance challenges. In parcular, the members of the Board of Directors, the Commiee ESG and the Execuve Commiee: have experience in risk management, regulatory compliance and business strategy, which are necessary to address issues such as the circular economy, climate change and environmental legislaon (ESRS E1, E5). cover areas such as corporate governance, human resource management and regulatory compliance, which are crical for managing issues such as occupaonal safety, safeguarding labour rights and consumer protecon (ESRS S1, S4). have experse in financial management and legal compliance and apply best pracces in business ethics, an- corrupon and corporate governance (ESRS G1). Through this framework, the Group ensures that the competent bodies have the necessary knowledge and skills to exercise effecve oversight and make informed decisions on the sustainability strategy. Information provided to and sustainability matters addressed by the Group’s administrative, management and supervisory bodies (GOV2_01-03/ESRS 2/GOV2/26) The governance of sustainability issues in the Group is based on a clearly defined information and decision-making framework, ensuring that the relevant administrative, management and supervisory bodies have the necessary information and can integrate the relevant impacts, risks and opportunities into the Group's strategy and operations. Informing administrative, management and supervisory bodies on non-financial material issues (ESG) The Group's senior management is regularly informed of material sustainability-related impacts, risks and opportunities through the ESG Committee. In this context, the results of the Double Materiality Assessment (DMA) were presented to the ESG Committee for review, comment and validation. Process and frequency of management/bodies Updates The Group Head of ESG is responsible for collecting the relevant data and indicators from the business units and the Executive Committee's decisions on ESG issues. Then, the Head of ESG reports to the ESG Committee, which meets
64 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 quarterly and may also be convened on an ad hoc basis to manage critical issues, ensuring that its members have up- to-date information on the Group's performance. The Chairperson of the ESG Committee presents the Committee's recommendations to the BoD, which meets as necessary to make strategic decisions on sustainability issues. The information provided to the bodies includes progress in the implementation of ESG strategies and policies, the assessment of ESG risks and opportunities, the results of the Double Materiality Assessment, the progress towards achieving ESG targets and KPIs and any revisions to ESG policies and actions. In addition, sustainability issues are integrated into the risk management process, allowing governing bodies to make decisions based on evidence-based ESG data. Integrating ESG impacts, risks and opportunities into the strategy and decision-making process The Group ensures that sustainability issues are an integral part of its strategy and overall risk management process. The ESG Committee provides guidance and supports management in the adoption of strategic ESG objectives, which influence critical business decisions. Sustainability is integrated into business strategy and new product development through the integration of circular economy principles, the use of renewable or recycled raw materials and improved environmental performance of packaging. At the same time, it is incorporated into ESG risk management and regulatory compliance processes, ensuring that the Group meets its obligations under European and international standards such as CSRD, ESRS and the EU Taxonomy. In addition, decisions take into account the balance between ESG priorities and business needs, ensuring that environmental and social objectives can be reconciled with sustainable business development. ESG issues that addressed during the reporting period During the reporting period, the ESG Committee and the Board of Directors reviewed a number of material ESG issues, which include the climate transition strategy, circular economy and sustainable product development initiatives, ESG risk assessments of suppliers, as well as labour practices and corporate governance issues. These issues are directly linked to the material impacts, risks and opportunities (IROs) that have been identified and assessed by the Group, shaping the actions and next steps for their effective management. The way in which material impacts, risks and opportunities (IROs) are assessed, as well as a detailed description of the identified issues, is described in detail in section 2.13.1, under IRO1. Climate strategy and CO2 emission reductions Setting targets to reduce emissions CO2 (scope 1 & 2) by 42% till 2030 with a base year of 2023. Launch of the Science Based Targets Initiative (SBTi) target update process. Planning to achieve Net Zero by 2050 across value chain of the Group (CO2 scope 1, 2 & 3). These issues are related to impacts, risks and opportunities: climate risks, regulatory risks, opportunities from the energy transition. Circular economy and sustainable products Switching to packaging made from recycled materials and reusable solutions (e.g. Doypacks, refillable packaging). Promote the production of plastic bags from recycled HDPE (High Density Poly Ethylene) and LDPE (Low Density Poly Ethylene). Development of products with a reduced environmental footprint to comply with customer and market sustainability requirements. The above issues are related to impacts, risks and opportunities: environmental risks, development of green products & markets, circular economy. Responsible sourcing and supply chain management Assess ESG risks to suppliers and adjust procurement policy to align with responsible sourcing principles. Developing systems to improve the traceability of raw materials and monitor their environmental and social impacts. The above topics are related to impacts, risks and opportunities: supply chain diversification, ESG risks in raw material sourcing.
65 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Labour issues and corporate governance Adopting measures for the health and safety of employees (ESRS S1). Management of corporate ethics and anti-corruption policy issues (ESRS G1). Improve internal governance policies ESG and enhance transparency by establishing the ESG Committee. The above issues are related to impacts, risks and opportunities: corporate culture, compliance policy, employee health & safety, social responsibility. The integration of these ESG parameters into the Group's strategy ensures integrated management of sustainable performance, enhancing compliance with international practices and regulatory requirements. Integration of sustainability-related performance in incentive schemes (GOV3_01-06/ESRS 2/GOV3/29) The Group recognizes the importance of linking individual and corporate performance to non-financial objectives. In this context, it has planned to integrate non-financial parameters into the variable pay incentive scheme for senior management within 2025. This initiative aims to align performance incentives with the Group's ESG strategy, enhancing senior managers' accountability in managing relevant sustainability risks and opportunities. Statement on due diligence (GOV4_01/ESRS 2/GOV4/30-32) The Group is committed to responsible business operations through the application of due diligence procedures to manage environmental, social and governance impacts, risks and opportunities. Due diligence is a structural element of the Group's ESG strategy, embedded in its risk management policies and its approach to sustainable development. Due diligence process In accordance with the requirements of ESRS 1, Chapter 4, the Group's due diligence process includes specific steps, which are mapped as follows: (1) Identification and assessment of impacts, risks & opportunities Implement the Double Materiality process, which integrates ESG risks and opportunities into the business strategy (see ESRS IRO-1). Mapping ESG risks across the value chain, covering both the upstream (suppliers) and downstream (customers and consumers) parts of the supply chain. Impact analysis based on high impact issues (e.g. circular economy, CO2 emissions, product safety, labour practices), according to the results of the Double Materiality. (2) Implementation of risk reduction & opportunity management policies and actions Implement ESG policies relating to responsible sourcing, waste management, climate impact and human rights. Linking ESG targets to the Group's strategy, e.g. increasing the use of recycled materials, reducing waste and reducing by 42% CO2 scope 1 & 2 emissions by 2030 with a base year of 2023. ESG Compliance audits conducted by the ESG & Audit Committees (3) Monitoring, reporting & continuous improvement Regular monitoring of ESG performance through sustainability indicators and KPIs. ESG reporting to the BoD and the ESG Committee, ensuring transparency and alignment with international standards (ESRS, GRI). Scheduling ESG policy evaluations and revisions based on due diligence findings, ensuring continuous adaptation to best practices and regulatory requirements. The Group applies a comprehensive due diligence framework, which incorporates ESG risk identification, policy implementation, supplier management and continuous monitoring. This approach ensures the resilience of the business model, transparency and compliance with international ESG guidelines, while promoting sustainable development across the Group's value chain.
66 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Risk management and internal controls over sustainability reporting (GOV5_01-05/ESRS 2/GOV5/36) The Group has developed an integrated risk management and internal control system, integrating sustainability into its overall corporate governance. This system ensures transparent and reliable reporting of ESG information, enhancing compliance with ESRS, GRI and regulatory requirements. Oversight of ESG risk and performance is delegated to the ESG Committee and Audit Committee, and its integration into business processes ensures that decisions are made with sustainability principles in mind. In 2024, the Group conducted the Double Materiality Assessment for the first time, identifying and prioritizing ESG risks and opportunities based on their likelihood and impact. An important finding of the process was the confirmation that ESG risks that had already been identified through the Group's existing enterprise risk management (ERM) system, they were identified with the same level of significance through the Double Materiality Assessment. The next step, planned for 2025, is to fully integrate ESG risks into the overall risk management framework, ensuring that they are continuously monitored and integrated into business decision making. The Group has identified a number of critical ESG risks affecting its strategy and operations, which relate to climate change, supply chain, compliance and corporate governance, as well as social aspects. Climate risks mainly relate to the changing regulatory framework for CO₂ emissions, rising energy costs and the need to adapt to energy transition requirements. At the same time, the supply chain faces challenges related to the availability of raw materials, as well as the environmental and social impacts of the sourcing process. At the compliance and corporate governance level, the Group is closely monitoring increasing regulatory requirements and where necessary adjusting the effectiveness of governance mechanisms. Social risks include issues relating to working conditions, the health and safety of employees, and the management of diversity and equality in the workplace. To manage these risks, the Group adopts a targeted approach that focuses on improving energy efficiency, reducing its environmental footprint, strengthening sustainable sourcing processes and implementing strict compliance policies with ESG governance principles. This approach ensures that the Group's operations are aligned with modern sustainability requirements, while shielding the resilience of its business against the ever-evolving challenges of the ESG framework. Internal governance of sustainability and ESG risks is a key priority for the Group and is ensured through a strong corporate governance framework. Primarily, the ESG Committee is responsible for overseeing and monitoring the implementation of the sustainability strategy, as well as assessing the relevant risks and opportunities. In this context, regular quarterly compliance reviews are carried out, with the Head of ESG reporting primarily to the ESG Committee and, where appropriate, relevant information may also be shared with the Audit Committee, which has oversight of the Group's overall operations. Final decisions are approved by the Board of Directors, which ensures the overall integration of ESG criteria into the Group's strategy and operations. By continuously adapting to regulatory requirements and adopting best practices, the Group strengthens the resilience of its business model and ensures its long-term sustainable growth. Description of major categories of the products and services that Group offers (SBM-1_01/ESRS 2/SBM-1/40a i) Committed to the implementation of its strategic growth plan, the Group remains focused on the Central Eastern Europe region, as well as on selected international markets. Its strength lies in its products, which are of high quality and enjoy brand recognition, in the categories of Beauty / Skin / Sun Care, Personal Care, Home Care Solutions, Strategic Partnerships. With a strong portfolio of brands, the Group offers consumers well-known brands that they love and trust in their daily lives. Beauty / Skin / Sun Care Through this category Sarantis Group offers skin care and beauty products, as well as sun care products. This is a high gross margin product category, which improves the Group's portfolio mix. The Group aims to grow the category at a disproportionate pace by developing superior consumer propositions coupled with appropriate communications marketing. Personal care Through the Personal Care products category, the Group offers cosmetics and care products, such as body washes, hand soaps, body and hand creams, perfumes, deodorants, which consumers love and trust in their daily lives. The Personal Care category is a key source of profit for the Group, which has traditionally been a key player in these categories for many years. Focused on expanding its product distribution to meet its customers across all channels,
67 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 the Group is reinvigorating local "jewel" brands and leveraging this renewal as a competitive advantage to reach younger consumers through innovation and brand building. Home Care Solutions This is a significant growth driver for the Group. In the Home Care Solutions product category, the Group is a leader in the entire region in which it operates. It develops, produces and distributes a wide range of recognized brands in the categories of food packaging, waste bags, cleaning tools, dishwashing, insect control and bathroom cleaners. The majority of the products in the above three categories consist of Group brands produced in the Group's main production facilities in Greece, Poland and Ukraine. In line with the Group's strategic growth plan, acquisitions in these key categories Beauty / Skin / Sun Care, Personal Care and Home Care Solutions are complementary to organic growth and maximize added value. The Group is exploring new acquisition opportunities, in the geographies where it already operates, in its categories and in its distribution channels.
68 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Strategic Partnerships For 60 years, the Group has been a strategic and reliable partner for consumer product companies that want to sell their products in Central Eastern and Southeastern Europe. The considerable knowledge of the markets where it operates, its constantly expanding brand portfolio, along with its extensive distribution network, make the Group the ideal strategic partner. Sarantis Group has established strategic partnerships for the long term, which are complementary to own portfolio to drive synergies and add value. Our major international strategic partners fall into two categories of mass and selective distribution due to the different channels leveraged for each one. In 2024, the Group strengthened its portfolio with new products that have a reduced environmental footprint. In particular, new care products with recyclable packaging and products based on natural and biodegradable materials were added, while there were no significant product removals during the reporting period. Production facilities Over the years, the Group has increased its manufacturing activity, with a total of eight production units following the recent acquisition of Stella Pack. The Group's production facilities in Greece, Poland and Ukraine act as hubs supplying all the Group's subsidiaries, as well as export countries, outside the geographical area covered by subsidiaries, where the Group operates through distributors. Picture SBM-1.1: Production unit in Oinofita, Boeotia, Greece
69 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Group has a factory in Oinofita, Boeotia, which was built in 1999 and has a total area of 46,120 sq.m. It produces mainly cosmetics, such as creams, emulsions, gels, oils, shampoos, shower gels, low-alcohol lotions, sunscreens in the form of creams, emulsions and oils, alcohol-containing products (perfumes, after-shave lotions), roll-on deodorants, depilatory creams, scrubs, face masks, hair creams (masks, conditioners), aqueous lotions, liquid soaps. In addition, it produces sanitary disinfectants such as alcohol-containing solutions and gels, liquid soaps with disinfectant agent and Household Care items such as foil, transparent film, aluminum trays, plastic food bags. Sarantis Polska Production Unit, Poland In Pruszkow, Poland, the Group operates a 1,600 m 2 production facility, which includes a 16,870 m 2 warehouse and produces aluminium foil, transparent film, special baking bags, plastic food bags, aluminium trays, baking paper and ice cube bags. Production facility Ukraine, Ergopack The Group has a production unit in Kaniv, Ukraine with a total area of 16,120 sq.m. of which 12,500 sq.m. is the production unit. Garbage bags are produced here (starting from sorting of PE plastic granules, production of granules, extrusion of film, termination of production of garbage bags), cleaning (sponges, viscose paper towels, absorbent paper towels), aluminium foil, film, baking paper, ice cube bags, special baking paper, mop, metal scrubbers. Picture SBM-1.2: Sarantis Polska production unit Picture SBM-1.3: Production unit in Ukraine Picture SBM-1.4: Polipak Production Unit, Poland
70 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 In Sroda Wielkopolska in Poznan, Poland, the Group owns one of the most modern production plants in Europe with a total area of 25,000 sq.m. including a warehouse with an extensive storage area capable of covering significant storage needs, covering an area of 2,000 sq.m. Types of polyethylene bags that Group produces: waste bags, food bags, industrial bags. With the acquisition of Stella Pack and its addition to the Group from January 2024, the following production units were added: Lubartow, Poland with an area of 2,450 m 2 for the production of waste bags from HDPE and LDPE recycled plastic granules. Chlewiska, Poland, 1,400 m2 for plastic granule recycling-production (regranulation). Niemce, Poland with an area of 5,500 m 2 for the production of waste bags from LDPE recycled plastic granules. Poniatowa, Poland with an area of 7,700 m 2 for the production of LDPE recycled plastic granule waste bags, as well as for the production of recycled plastic granule Warehouse facilities The infrastructure of the distribution centers aims to meet the needs of today's market, in order to be able to serve the most demanding customers, while maintaining high quality and safety standards. To support warehouse operations and ensure efficiency, the Group uses dedicated, industry-leading warehouse management software accompanied by high-tech automated order preparation systems. Through this framework, the Group maintains full control of inventory and can track the route of each product to customers and monitor quantity and quality. The Group uses 3 rd party subcontractors for its distribution network, except in North Macedonia, where it has its own fleet of 5 trucks. The Group's current warehouse facilities are summarized in the following table: Country Sarantis Group's property (m² in thousands) Logistics Management through a third party provider (m² in thousands) Total Greece 27.3 27.3 Poland 35.9 35.9 Romania 14.5 14.5 Bulgaria 2.2 2.2 Hungary 3.7 3.7 Bosnia-Herzegovina 0.8 0.8 North Macedonia 1.8 1.8 Czech 5.4 5.4 Slovakia Serbia 5.5 5.5 Portugal 0.5 0.5 Ukraine 0.9 6.5 7.4 Total 82.6 22.4 105.0 Table SBM-1.1: Group warehouse facilities for the reporting period Major markets and customer groups of the Group (SBM-1_02/ESRS 2/SBM-1/40a ii) The Group operates, through its companies, in thirteen countries in Europe, organized in eight business units - Greece (including Portugal and selected international markets), Poland, Romania, Bulgaria, West Balkans, Czech Republic & Slovakia, Ukraine, Hungary - while maintaining strong sales through exports to selected international markets in Europe, Asia, Middle East, Oceania and USA. The Group's mission is to provide simple and beautiful solutions that lift the mood, that make every day better, that create sustainable value.
71 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Number of employees per geographical area (SBM-1_03/ESRS 2/SBM-1/40a iii) The Group employs 3,111 employees, distributed as follows: Greece: 35% of all total workforce South-East Europe: 40% Rest of Europe (Western and Central Europe): 25% The Group maintains a strong local presence, strengthening the economies of the markets in which it operates. Products and services prohibited in specific markets (SBM-1_05/ESRS 2/SBM-1/40a iv) There are no products or services of the Group that are banned in specific markets during the reporting period and the Group ensures that all its products comply with local laws and regulatory requirements. Revenue by major area of the European Sustainability Reporting Standards (SBM-1_06-08/ESRS 2/SBM-1/40a_b) The Group provides detailed information on its revenues by major segment, as required by the European Sustainability Reporting Standards (ESRS). The relevant breakdown of revenues is reflected in the Group's financial statements, in particular in Chapter 4.10.30 - Tables of breakdown by sector and country of operation. This section of the financial statements includes the breakdown of revenues both at the level of business lines and geographical markets, ensuring transparency and comparability of financial information. Through this presentation, stakeholders can understand the Group's revenue structure. Sustainability-related targets in terms of significant groups of products and services, customer categories, geographical areas and relationships with stakeholders (SBM-1_21/ESRS 2/SBM-1/40e) The Group's sustainability strategy is a clear and organized plan that includes specific steps to improve our environmental and social performance. It covers all aspects of our operations, from our products and cooperation with our customers, to our operations in different geographical markets and our relationships with all stakeholders directly or indirectly affected by our activities. Products and Services Our strategy places particular emphasis on the packaging of our products, aiming to reduce the environmental footprint of finished products. In this context, we are investing in solutions such as Doypacks, which not only have a reduced environmental footprint compared to the PET plastic packaging they are gradually replacing, but also offer a competitive advantage in the market (pictures SBM-1.5 & 1.6). Picture SBM-1.5: PET plastic packaging Picture SBM-1.6: Doypacks The Group also invests in the development of innovative refill solutions, offering consumers the opportunity to refill their favorite product in an easy and direct way. Instead of buying new packaging each time they use it, consumers can replace the inner capsule, helping to reduce the consumption of raw materials. A typical example is the savings of up to 87% in the total packaging quantity of the product in the picture SBM-1.7 , while the inner capsule is 100% recyclable, significantly reducing the environmental footprint of the products.
72 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Picture SBM-1.7: Example of refillable packaging With the recent acquisition of Stella Pack, the Group strengthened its production capacity with four new plants in Poland, focusing on the use of recycled plastic granules (LDPE & HDPE) for the production of waste bags. This strategic move is in line with the Group's commitment to sustainable development and reducing the environmental footprint of its products. The production of plastic bags from recycled LDPE & HDPE requires significantly less energy compared to production from virgin plastic. Reducing the use of virgin plastic consequently reduces the demand for oil and gas, which are the main raw materials for the production of new plastic. In addition, the use of recycled materials contributes to the management of plastic waste, extending the life cycle of plastic products that would otherwise end up in landfills or in the environment. The production of plastic granules through regranulation at the Group's plants allows the development of an internal recycling cycle, reducing raw material losses and improving the sustainability of production. With this new investment, the Group is taking an important step towards environmental responsibility, adopting more sustainable production practices and reinforcing its strategy to reduce its environmental footprint. Figure SBM-1.8: Top image: Group factory in Poniatowa, Poland. Bottom left: Post-Consumer Recycled (PCR) plastic. Bottom right: Turned into plastic garbage bags. Customers The Group is actively responding to the growing demand for products with a lower environmental footprint, incorporating sustainability as a central pillar of its strategy. Promoting products that meet high environmental criteria is not only a response to our customers' demands, but also a conscious choice that is fully aligned with our corporate values.
73 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Geographical Activity The Group gives priority to optimizing its energy efficiency in the key markets where it operates, with emphasis on Greece and Poland. Despite previous successes in reducing, total CO2 emissions (scope 1 & 2) increased by 129% in 2024, reflecting the integration of Stella Pack and the resulting increase in the Group's energy consumption. This growth is perfectly aligned with the Group's overall business growth, as evidenced by the significant increase in sales in 2024 compared to 2023. The Group continues to invest in improving energy efficiency, the gradual transition to renewable energy sources and the implementation of strategies to reduce its carbon footprint, reinforcing its commitment to sustainable development and environmental responsibility. Relations and Partnerships The Group recognises the importance of working closely with suppliers and transporters to reduce indirect scope 3 carbon emissions. In this context, in 2024 the calculation of CO2 scope 3 emissions was started and 2023 was set as the base year for calculations for future comparisons. By working with its suppliers (upstream) and key customers (downstream) and by forming an integrated and responsible value chain, it is working towards setting an interim target for the reduction of CO2 scope 3 emissions by 2027. Evaluation of key products, services, markets and customer categories against group sustainability objectives (SBM-1_22/ESRS 2/SBM-1/40f) Products and services The Group promotes the development and marketing of products with a reduced carbon footprint and a circular approach, tailored to the requirements of both consumers and business customers. It shall promote the development and marketing of products with a reduced carbon footprint and a circular approach, tailored to the requirements of both consumers and business customers. As already mentioned, the Group's main initiatives concern energy optimization in product production, the production of products from recycled raw materials, the promotion of reusable and refillable packaging and the transition to lighter and more environmentally friendly packaging. These initiatives support the Group's strategy to reduce CO2 scope 1 & 2 emissions by 42% till 2030, as well as its long- term goal of Net Zero by 2050. At the same time, the Group is preparing to confirm its climate targets through SBTi, ensuring compliance with international best practices. Markets and customer categories The Group operates in international markets and focuses on fast moving consumer goods (FMCG), with a strong presence in the Beauty / Skin / Sun Care, Personal Care and Home Care Solutions categories. The Group's market development strategy includes strengthening its presence in countries with high demand for sustainable innovations, adapting the product portfolio to environmental and social requirements. Elements of the Group's strategy that relate to or affect sustainability issues (SBM-1_23/ESRS 2/SBM-1/40g) The Group remains committed to the implementation of its strategic growth plan and incorporates sustainability as a key element of its business strategy. The three strategic pillars are a) Strong Growth, b) Simplification & Efficiency, and c) Organizational Capability, which form the framework for creating sustainable value and minimizing the environmental and social impacts of the Group's activities. Main challenges and solutions in the field of sustainability 1. Strong growth through sustainable products and innovation The Group enhances sustainable growth through the continuous upgrading of its product portfolio. The recent acquisition of Stella Pack strengthens the portfolio of sustainable products, including waste bags made from recycled HDPE and LDPE, reducing the use of primary plastics. Promotion of recyclable and refillable packs (refillable packs, Doypacks) to reduce environmental impact and strengthen the circular economy.
74 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2. Simplification and efficiency to reduce the environmental footprint The Group's strategy for simplification and efficiency focuses on reducing its environmental footprint through the rationalization of its production and supply chain. Particular emphasis is placed on improving energy efficiency, as well as on the adoption of renewable energy sources, with the aim of reducing emissions and sustainably managing available resources. At the same time, the Group is incorporating the principles of the circular economy in its materials management, seeking to improve the recyclability of packaging and gradually moving towards a more sustainable model of production and consumption. 3. Organizational capacity and strengthening good governance The Group invests in the training and skills development of its employees. At the same time, it is strengthening transparency and ESG governance through the establishment of an ESG Committee in 2024, which is responsible for overseeing sustainability strategies and actions, ensuring compliance with the Sustainability European Reporting Standards (ESRS) and alignment with best governance practices. In addition, it prioritizes the development of strong relationships with responsible suppliers, ensuring compliance with sustainable and socially responsible practices throughout its supply chain. Description of the business model and value chain (SBM-1_25/ESRS 2/SBM-1/42) Business model The business model that supports and ensures the achievement of the Group's strategic objectives consists of the following: Focus on maintaining dynamic sales growth on an organic basis with additional exploration of growth opportunities through acquisitions to follow, combined with new strategic international brand distribution agreements, as well as the expansion of the Group's geographical footprint in the markets where it already operates. Focus on cost optimization, economies of scale and exploiting synergies. Effective liquidity management. Reinvestment of net cash flows to further enhance the operation and financing of its development projects.
75 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Value chain The Group develops and manages an integrated value chain, ensuring the sustainability and efficiency of its operations. Through strategic partnerships, advanced manufacturing processes and a strong distribution network, the Group responds to market demands by creating value for consumers, investors and other stakeholders. (a) Inputs, approach to purchase and management of raw materials The Group procures raw materials and materials from certified suppliers, with particular emphasis on sustainable sourcing. The main inputs include plastic materials for packaging, with a strategic shift towards recycled raw material (HDPE, LDPE), as well as other raw materials aligned with sustainability principles. Input management is based on strict quality criteria, compliance with ESG principles and strategic partnerships with suppliers that meet the Group's technical and quality standards. Excellence in sales and operations planning, combined with the use of advanced ERP systems, allows for optimal management of inventory and supply needs. The production process takes into account factors such as raw material availability, production line capacity and sustainable management requirements. (b) Outputs and results for customers, investors and other stakeholders The Group offers a broad product porolio in the Beauty - Skin Care - Sun Protecon, Personal Care and Home Care Soluons categories, with a strategic focus on HERO products - high value products that enhance profitability and sustainable growth. The shiſt towards more sustainable packaging, such as refillable products and Doypacks, provides significant environmental benefits by reducing the use of primary plascs and enhancing the potenal for recycling. At the same me, connuous innovaon ensures that products meet consumer expectaons, while invesng in responsible business pracces enhances long-term value for investors and partners. (c) Key features of the value chain - upstream and downstream activities The Group manages an extensive value chain that covers all of its production and commercial activities, from the supply of raw materials to the distribution of products to consumers. Upstream (Supply Chain & Suppliers): materials are sourced from internal production or from third-party suppliers, mainly from the European Union, that comply with ESG standards. Supplier management includes pre-qualification, evaluation and quality improvement processes to enhance responsible sourcing and sustainability. Same Operations (Production & Distribution):The Group's industrial facilities apply best manufacturing practices and operational excellence, improving energy efficiency and reducing the environmental footprint. The incorporation of recycled materials in packaging, as well as investments in renewable energy sources, reinforce the Group's strategy towards a more sustainable production model. Downstream (Distribution & Customers): products are made available through an extensive distribution network including retail, pharmacies and selective cosmetics distribution. A strong presence in the Central and Eastern European markets allows the Group to enhance its sustainable growth, while the continuous upgrading of the consumer experience remains a key pillar of its strategy. Stakeholder assessment and analysis of the Group's business model (SBM-2_01-12/ESRS 2/SBM-1/45) The Group has developed an integrated stakeholder management approach to ensure sustainable growth, corporate governance and transparency. Its strategy is based on the active involvement of stakeholders and the systematic integration of their views in decision-making, thus shaping a resilient and sustainable business model. Analysis of the identification of the Group's stakeholders The identification and assessment of stakeholders was based on an internal assessment conducted by the Group in 2024 and confirms that it follows a structured stakeholder mapping methodology based on the Power-Interest Matrix.
76 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 This allows to classify stakeholders into four categories according to their influence and interest in the Group's activities. Key stakeholder groups include: High influence, high interest: Board of Directors, Group management, shareholders & capital providers. High influence, low interest: regulators and the business community. Low influence, high interest: employees, consumers, local communities. Low influence, low interest: wider audience. Developing relationships and cooperation with stakeholders and incorporating their feedback into the Group's strategy and business model The Group has adopted a structured and strategic process to identify and map all key stakeholders that are or may be affected by its business. The analysis was based on an assessment of the influence and impact of stakeholders on its strategy and business model. As part of this process, the Group prioritised ten key stakeholder groups, which include customers, suppliers, investors, employees, regulators and local communities. For the year 2024, a top-down approach was followed, with the incorporation of views from the senior management bodies, namely the Board of Directors and the Group Executive Committee. The involvement of these internal stakeholders contributed to the development of the Double Materiality Assessment exercise for 2024. In parallel, the Group has planned an expanded external stakeholder engagement process for 2025, with the aim of developing a more holistic and comprehensive Double Materiality Assessment framework. To enhance the material issues analysis and sustainability strategy, the Group has designed a targeted approach to engage the other eight key stakeholder groups during 2025: Stakeholder Group Feedback method in 2025 Stakeholders & Capital Providers Discussion on the economic implicaons and opportunies related to sustainability. Customers Analysis of purchasing behavior and expectaons related to sustainability. Suppliers & Partners Assessing ESG risks in the supply chain and collaborang on sustainability iniaves. Consumers Preference surveys and assessment of sustainable product characteriscs. Employees Integrate the views of human resources on ESG and sustainability culture. Society & Local Communies Understanding social needs, invesng in communies and assessing social impact. State & Regulatory Authories Alignment of compliance with sustainability legislaon and policy requirements. Business Community Work with industry on sustainability best pracces and ESG reporng standards. This approach ensures that the 2025 Double Materiality exercise will incorporate feedback from both internal and external stakeholders, enhancing the accuracy and relevance of the assessment.
77 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Integration of stakeholder feedback into the Group's strategy and business model Stakeholder feedback is an integral part of the Group's sustainability strategy. The information gathered through stakeholder engagement will feed into the Group's decision making and the adjustment of its business model to: strengthening the circular economy and the recyclability of products. improving supplier practices and ESG criteria in the supply chain. the development of sustainable products that meet consumer needs. promoting corporate governance and transparency through the ESG strategy. Adjustments to the strategy and business model For 2024, the Group has applied a top-down approach, incorporating the views of the top management level (Board of Directors and Group Executive Committee) when performing the Double Materiality Assessment. However, no formal involvement of external stakeholders has yet taken place, which means that so far no specific adjustments to the strategy and business model based on their views have emerged. The Group has plans to move towards structured engagement with external stakeholders in 2025 to incorporate their views into the Materiality Assessment process. This stage is expected to provide valuable insights that could lead to adjustments in its strategy, either at the product and operations level or in its overall ESG strategy. Any adjustments to the strategy and business model are expected to be implemented within 2025, as the Group will evaluate the results of the stakeholder dialogue and determine the appropriate actions based on the importance of the issues that will be highlighted. Informing the management and supervisory bodies on the views of stakeholders The Group has established a clear and structured process for informing its management and supervisory bodies about the views of stakeholders and their impact on its strategy and decisions. The Group Head of ESG plays a central role in this process, as she/he is responsible for collecting, analyzing and promoting issues related to stakeholder views to the Executive Committee, which is the Group's executive decision- making body. Decisions and strategic directions resulting from the Executive Team are subject to further review and final confirmation by the ESG Committee, which is composed of independent non-executive members and which assesses the compliance of decisions with ESG principles and the Group's sustainability strategy. The Committee then ESG reports to the Board of Directors on the key issues raised by stakeholders and on the decisions taken, thus ensuring transparency and the integration of sustainability issues at the highest level of corporate governance. This approach ensures that the Group's strategy and policies take into account stakeholder expectations and concerns, contributing to the continuous improvement of its ESG practices and its sustainable development. Description of material impacts, risks and opportunities from the materiality analysis (SBM-3_01&02/ESRS 2/SBM- 3/48a) The Double Materiality Assessment is a key pillar of sustainable corporate governance, as defined by the European Sustainability Reporting Standards (ESRS). It is an approach that seeks for impacts of business in two dimensions, as it is presented below. One dimension of the Double Materiality approach is the Impact Materiality: it analyses the positive and negative impacts created by the Group's activities on both society and the environment. The first attempt to develop Impact Materiality focuses on the Group's contribution to environmental issues such as climate change, issues concerning direct and indirect employees such as health and safety, and governance issues such as corporate culture. The second dimension of the Double Materiality approach is the Financial Materiality: it considers the risks and opportunities that have been identified and affect the Group's financial performance due to environmental, social or governance aspects. It focuses on the potential impact of sustainability issues on profitability, costs and value.
78 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Picture SBM.3-1: The Double Materiality - Illustration of the interaction between financial impact and the Group’s impact on the environment and society. During the development of the Group's Impact Materiality, twenty (20) material issues were examined under ESRS sub-topics and their significance across the Group's value chain was assessed. The topics relate to both the Group's own operations and the upstream and downstream parts of the value chain. Of the twenty sub-topics reviewed, thirteen (13) were identified as high impact, six (6) as medium impact and two (2) as low impact (positive or negative). In line with CSRD requirements, this report focuses on the identified high impact topics, which have been prioritised for further analysis and documentation through the ESRS data points. These issues represent the most critical areas of influence and risk for the Group and form the basis for the formulation of the sustainability strategy and compliance with reporting standards. At the same time, medium and low impact issues, although not included in the detailed analysis in this report, remain important for overall sustainability management. These issues will continue to be systematically monitored through evaluation and management mechanisms and will be reassessed annually as part of the materiality process. This will ensure that any change in their importance is identified in a timely manner, allowing the Group's strategy to be dynamically adapted to developments. The two diagrams below highlight the process of developing Double Materiality by the Group. The figure SBM.3-2 describes the approach followed by the Group in 2024, which was based on analyses and approvals by the relevant committees and was the first implementation of Double Materiality. In line with the process originally planned, it was envisaged to incorporate feedback from external stakeholders, which however was not implemented in 2024. The Figure SBM.3-3 illustrates how the process will evolve within 2025, now incorporating external stakeholder engagement and tailored processes to enhance the completeness and validity of the analysis. "Financial Materiality" An "outside-in" approach The impact of the environment and society on the Group's business activities Double Materiality "Impact Materiality" An "inside-out" approach The impact of the Group's activities on the environment and society
79 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Chart SBM.3-2: The approach to developing Double Materiality in 2024 Chart SBM.3-3: The planned improvements in 2025 The materiality assessment of impacts identified high impact issues (either positive or negative) related to the Group's activities and are discussed below: Positive impacts ESRS G1 - Corporate Culture - The Group recognizes the importance of corporate culture and promotes ethical behaviour practices in its business operations. ESRS S1 – Own workforce - Working conditions: Secure employment and work-life balance policies. - Training and skills Development: The Group invests in the continuous training and skills development of its employees. ESRS E5 - Circular Economy - Resource flows and resource Use: The Group implements initiatives to use resources efficiently and minimize outputs through its products and services. ESRS S4 - Consumers and end users - Security and Privacy: The Group is committed to protecting the privacy and security of consumers, enhancing access to quality information and protecting vulnerable groups.
80 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Negative impacts ESRS E1 - Climate change mitigation Greenhouse gas emissions 1 , but mainly through the value chain (CO2 scope 3), represent a significant negative impact that requires reduction strategies. ESRS E2 - Pollution (Microplastics) The negative impact related to pollution and more specifically microplastics extends throughout the Group's value chain, which uses raw materials and packaging materials for the production of specific products containing microplastics. The use of finished products by consumers contributes to further dispersion of microplastics, mainly through the disposal of packaging or residues from product use. ESRS E5 - Waste and the Circular Economy The negative impact related to waste management extends throughout the Group's value chain, as the Group procures raw materials and packaging materials from external suppliers, which contributes to the generation of waste during the production process. At the same time, the use of finished products by consumers generates further waste, mainly through the disposal of packaging and residues from product use. ESRS S1 - Health and Safety of employees Ensuring the health and safety of employees is a major challenge, with an emphasis on reducing risks in the workplace. Impact, risks and opportunities on the Group's business model, value chain and decision-making strategy (SBM-3_03/ESRS 2/SBM-3/48b) The Group, through the Double Materiality process, has identified the significant impacts (positive and negative), risks and opportunities that affect its business model, value chain and decision-making strategy. Business Model Actual and potential Impacts The business model has been designed to integrate the impacts, risks, and opportunities associated with its activities while maintaining profitability and minimizing its environmental and social footprint. Through strategic initiatives and investments, the Group responds to challenges, leverages opportunities, and adapts its operations to enhance resilience and growth. The impacts arising from waste generation, both upstream and downstream, drive the Group to implement initiatives aimed at reducing the use of non-recyclable materials in packaging and ensuring sustainable recycling practices. The business model is evolving towards the adoption of recyclable materials, thereby reducing the environmental footprint of its products and strengthening its reputation. With regard to CO2 emissions, increasing regulatory requirements and stakeholder pressure necessitate action. In response, the Group has worked towards establishing its climate targets within 2024, integrating them into its Sustainability Report (refer to ESRS E1 – Climate Change section for more details). These targets include: i) reducing CO2 emissions scope 1 & 2 by 2030, and ii) achieving carbon neutrality across the entire value chain by 2050. The development of these targets results from a comprehensive process of analysis and strategic planning, and their achievement is expected to directly impact the Group’s business model. As a result, strategic business decisions should be fully aligned with the overarching target of reducing CO2 emissions. 1 The Total Carbon Footprint is the sum of the emissions of all three CO2 scope (1, 2 and 3), providing a complete picture of the Group's impact on the environment. Where: CO2 scope 1: Direct emissions from the Group's acvies, such as the combuson of fuel in its facilies and vehicles directly linked to the producon process. CO2 scope 2: Indirect emissions related to the Group's energy consumpon, such as electricity, heat or steam purchased from third pares. CO2 scope 3: All other indirect emissions related to the Group's value chain, such as emissions from suppliers, product transport and consumer use of products.
81 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Risks Regulatory risk: The tightening of regulatory frameworks, such as CSRD and requirements for more comprehensive ESG reporting, requires investment in data collection and process adaptation. The business model focuses on integrating ESG criteria into its strategy and developing digital tools for transparency. Reputational risk: Failure to meet consumer expectations for more environmentally friendly products can affect demand. The Group is investing in diversifying its product portfolio with a focus on products with a low environmental footprint, reducing the associated risk. Opportunities Product innovation: developing products with environmentally friendly features can provide a competitive advantage. The business model incorporates the use of natural raw materials and promotes the creation of new sustainable products that meet market needs. Energy Efficiency: Investing in energy efficient facilities reduces energy costs and CO₂ scope 2 emissions. In this way, the Group enhances its operational efficiency and reduces the risks associated with energy cost increases. Value chain Upstream in the value chain, sourcing more environmentally friendly raw materials (such as purchasing secondary cast aluminium versus primary cast aluminium where feasible) and working with responsible suppliers are key actions to address risks and highlight opportunities where they arise. Downstream in the value chain, the use of products by consumers creates waste and generates greenhouse gas emissions. The Group manages impacts, risks and opportunities through initiatives related to the development of products with a reduced environmental footprint. Mapping of risks and opportunities (IROs) in the business model To enhance transparency and clarity, material impacts have been mapped against the Group's business model, separating the risks and opportunities they affect: Upstream (Supply Chain) - Factors related to raw materials, supply of goods and supplier relationships. Own Operations - Impacts related to production, energy consumption, waste management and regulatory compliance. Downstream (Consumers & End-Users) - Issues related to product safety, environmental performance and consumer preferences. The table below presents the mapping of risks and opportunities that have been identified and are of high financial significance, ensuring the consistent integration of ESG parameters into the Group's strategy.
82 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Key points & conclusions tti Upstream (Supply Chain) → The main risks relate to the supply of raw materials, the circular economy and geopolitical uncertainties. tti Group operations → The biggest risks are related to CO₂ emissions, energy efficiency, human resources management (accidents, skills) and compliance with regulations. tti Downstream (Consumers & end-users) → The main challenges relate to product safety, environmental impacts (microplastics) and product labelling. Strategy and Decision Making Opportunities related to the development of products that cause less impact on the environment and people, as well as improving energy efficiency, reinforce the Group's strategy. The continuous integration of ESG criteria in decision- making ensures alignment with stakeholder requirements and regulatory obligations. ESRS Topic Sub-topic Risk/opportunity Business Model (Upstream/Own Operations/Downstream) Financial Impact ESRS E1 Climate Change Mitigation Technological risks Upstream/Own Operations/Downstream High ESRS E1 Climate Change Mitigation Regulatory risks Upstream/Own Operations/Downstream High ESRS E1 Climate Change Mitigation Reputation and competitiveness Own Operations/Downstream High ESRS E1 Climate Change Mitigation Green products and markets Own Operations/Downstream High ESRS E1 Climate Change Adaptation Disruption in the supply of raw materials Upstream/Group Operations High ESRS E1 Climate Change Adaptation Increased demand for specific products due to climate change Downstream High ESRS E1 Climate Change Adaptation Loss of market share due to changing consumer preferences Own Operations/Downstream High ESRS E1 Climate Change Adaptation Diversification in consumer preferences Downstream High ESRS E1 Climate Change Adaptation Supply chain diversification Upstream High ESRS S4 Consumers & End Users Consumer and/or end- user safety Risk to the health and safety of consumers Own Operations/Downstream High ESRS S1 Own Workforce Working conditions Accidents and injuries at work Own Operations High ESRS E5 Circular Economy Resource flows, including resource use Disruption in the supply of raw materials Upstream/Own Operations High
83 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 How the material negative and positive impacts of the Group affect (or, in the case of potential impacts, are likely to affect) people or the environment (SBM-3_03/ESRS 2/SBM-3/48c i) The Group's material negative and positive impacts affect both people and the environment in the following ways: Negative impacts Waste management (ESRS E5): Waste production affects the environment, contributing to pollution and overloading of landfills. This includes waste from manufacturing processes, packaging materials and waste generated by end-users when disposing of products. CO₂ emissions (ESRS E1): Greenhouse gas emissions, mainly CO2 scope 3, contribute to climate change, affecting ecosystems, air quality and public health on a global scale. Health and Safety (ESRS S1): Health and safety risks in the workplace can affect the well-being and productivity of workers, underlining the need for continuous improvement of working conditions. Positive impacts Sustainable product development (ESRS E5): investing in environmentally friendly products and packaging helps reduce resource consumption and environmental pollution. Training and skills development (ESRS S1): investing in employee training and development improves employees' professional development and enhances the Group's long-term competitiveness. Consumer safety and privacy (ESRS S4): ensuring product safety and consumer privacy enhances trust and improves the quality of life of end-users. How the impacts are derived from or linked to the Group's strategy and business model (SBM-3_03/ESRS 2/SBM- 3/48c (ii)) Material impacts are closely linked to the Group's strategy and business model. The link to the business model concerns both the negative impacts, such as waste generation and carbon emissions, which result from the Group's dependence on the supply of raw materials, production processes and the use of its products by consumers, and the positive impacts where the Group's strategy promotes innovation, such as the use of more environmentally friendly packaging and finished products, as well as enhancing the professional development of employees. The strategy focuses on maintaining profitability while integrating sustainability through investments in the circular economy and responsible sourcing of raw materials. Time horizons of the impacts (SBM-3_03/ESRS 2/SBM-3/48c (iii)) The time horizons for impact assessment are as follows: Current situation (2024) In 2024, the Group is focused on identifying the material impacts, risks and opportunities associated with its operations. This phase includes data collection, value chain mapping and analysis of the main issues affecting the environment, society and the sustainability of the business model. Short-term horizon (2025) In 2025, the Group will set specific targets and develop management frameworks to reduce negative impacts and enhance positive ones. This period includes the formulation of strategies, the adoption of sustainability policies and the finalization of monitoring and evaluation mechanisms. Medium-term horizon (2026-2030) From 2026 to 2030, the Group will undertake and coordinate targeted actions to reduce its environmental and social footprint. During this period, the strategies and actions planned will be implemented, with a focus on reducing carbon emissions, promoting the circular economy and enhancing the positive impact on society and consumers.
84 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Long-term horizon (2031-2035) During the period 2031-2035, the Group will be even more active, focusing on fully integrating sustainable practices into its operations. It will seek to significantly enhance positive impacts, such as promoting more environmentally friendly products and supporting the circular economy, while seeking to almost completely eliminate negative impacts, such as carbon emissions and waste generation to landfills. With this gradual and targeted approach, it ensures its long-term sustainability and competitiveness, while remaining focused on reducing its footprint and creating value for society and the environment. Description of the nature of the Group's activities and their link to the identified impacts (SBM-3_03/ESRS 2/SBM- 3/48c iv) The Group engages with the material impacts it has identified both through its own operations and through its business relationships upstream and downstream in the value chain. Activities of the Group - The production processes and energy consumption are directly responsible for the CO₂ emissions of scope 1 & 2 and waste production. - Employees management practices directly affect their health & safety as well as their professional development. Business Relationships Upstream: the sourcing of raw materials and packaging materials from external suppliers contributes to emissions and waste associated with the extraction, processing and transport of materials. Downstream: the use of products by consumers creates waste through the disposal of packaging and product residues, as well as increasing emissions CO2 (e.g. the need for hot water for the use of cleaning products). Current financial effects of the Group's material risks and opportunities on its financial position, financial performance and cash flows (SBM-3_03/ESRS 2/SBM-3/48d) The Group, through the analysis of material risks and opportunities, identifies the financial impacts that have already affected or are likely to affect its financial position, performance and cash flows. In addition, material risks and opportunities are identified that may result in significant adjustments to the amounts reported in the financial statements within the next reporting period. The Group defines a significant financial impact as any impact with a cost exceeding 10% of EBIT 2023, which amounts to EUR 47.1 mil. That is, an impact is considered significant if it exceeds EUR 4.71 mil. Current financial Impact Position and Performance Energy costs: increased energy costs affect the operating margin, especially in production facilities, and are a potential source of significant economic impact. Waste and packaging materials management: The increased cost of sustainable packaging materials is adding to production costs. However, efforts to optimize these costs may limit the related financial impact below the threshold of 10% EBIT. Cash Flow Investments in CO2 reduction projects and circular economy have a temporary impact on cash flow, but long-term benefits are expected through cost savings and efficiency improvements. Risks and opportunities with significant Financial Impact Risks Regulatory requirements: Increased obligations to comply with laws and regulations to reduce the Group's environmental footprint may result in costs exceeding 10% of EBIT 2023 over the next few years.
85 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Cost of materials: Changes in the prices of raw materials and sustainable packaging materials may lead to additional costs that could be considered significant and more than 10% of EBIT 2023. Opportunities Development of sustainable and environmentally friendly products: diversifying the portfolio with sustainable products and environmentally friendly materials is expected to boost revenues and generate margins above the materiality threshold. Energy Efficiency: Investments in energy saving and renewable energy projects have already been made in some of the Group's activities, reducing costs and providing long-term economic benefits. Their expansion to more countries and activities is a strategic objective of the Group for the coming years. Risks of major adaptations Within the next annual period, the main risks for material adjustments include: - Adjustments to inventories and fixed assets: Changes in the prices of environmental friendly raw materials or new regulatory requirements may lead to asset impairments exceeding the 10% EBIT 2023 threshold. - Adjustments to liabilities: Increased regulatory requirements to comply with the CSRD may burden the Group's liabilities, with a significant financial impact. The Group is committed to actively managing these risks and opportunities by incorporating appropriate measures into its strategy to protect its financial stability, while continuing to strengthen its sustainability and resilience in a dynamic business environment. Expected financial impact of the significant risks and opportunities of the Group on its economic position, financial performance and cash flows over the short, medium and long term (SBM-3_03/ESRS 2/SBM-3/48e) The Group has analysed the expected financial impact of material risks and opportunities on its financial position, performance and cash flows over the short, medium and long term. These impacts take into account the Group's strategy for managing risks and exploiting opportunities, as well as its investment plans and sources of funding. Short-term horizon (2025) Financial position and performance The financial impacts will mainly result from the launch of projects to reduce CO2 emissions scope 2 and 3 , as well as from the first actions to improve waste management. The initial investments are expected to burden operating costs, but the benefits of efficiency improvements will gradually start to become apparent. The cost of compliance with regulatory requirements (e.g., CBAM, CSRD, etc.) may temporarily impact operating results. Cash Flow Investments will focus on energy efficiency and circular economy projects, with a temporary reduction in cash flows, financed mainly by equity and regular operating profitability. Medium-term horizon (2026-2030) Financial Position and Performance The implementation of sustainability strategies is expected to have a significant positive impact. The benefits will include: -Reducing operating costs through energy efficiency projects and improved waste management. -Increase revenues by strengthening the portfolio of more environmentally products, which will respond to consumer preferences for more responsible choices. However, additional investments may be required to comply with evolving regulatory requirements. Cash Flow Investment will continue with a focus on low-carbon technologies, product innovation and renewable energy. These actions are expected to improve cash flow in the medium term through cost savings and increased revenues.
86 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Investment and Financing Projects The Group plans to finance the investment projects through a combination of: - Equity, - Investment programs, such as subsidies for energy efficiency projects, - Borrowing on favorable terms, especially for sustainable investments. Long-term horizon (2031-2035) Financial Position and Performance The full integration of sustainable practices into the Group's operations is expected to lead to: - Significant reduction of emissions CO2 in scope 1 & 2, - Near-zero waste through a circular economy, - Significantly improve its reputation, enhancing its ability to attract new consumers and markets. Cash Flow This period is expected to be characterized by a positive capital flow due to the reduction in operating expenses and the increased return from the completed investments. Investment and Financing Projects Long-term investments will focus on innovation, digitization and green technologies. Funding sources include equity, sustainability investment funds, as well as debt. With this approach, the Group plans to effectively address risks and seize opportunities, ensuring its long-term financial stability, competitiveness and compliance with sustainability standards. Information on the resilience of the Group strategy and business model in terms of its ability to cope with its material impacts and risks and to exploit material opportunities (SBM-3_03/ESRS 2/SBM-3/48f) The Group demonstrates a resilient strategy designed to effectively address its material impacts and risks, while seizing strategic opportunities to ensure sustainable growth. Structure and methodology of resilience analysis To systematically assess resilience, the analysis focused on three main dimensions: Operational resilience - Identifying critical risks and formulating strategies to address them, taking into account both internal and external factors such as regulatory requirements, technological developments and environmental changes. Supply chain resilience - Value chain mapping and supplier diversification to ensure the continuity of the Group's operations in the event of disruptions due to climate change or geopolitical risks. Product and market resilience - Analysis of how consumer preferences, increased demand for sustainable products and regulatory requirements affect the Group's product strategy and market positioning. The resilience analysis was conducted with the participation of key business functions of the Group, including ESG, Product Development, Supply Chain Management and Commercial Strategy. Main conclusions of the analysis Risks and Resilience: The Group has identified risks related to climate change, regulatory pressures, disruptions in raw material supply and changes in consumer preferences. To address these, it has incorporated prevention and adaptation mechanisms, investing in energy efficiency, the circular economy and sustainable sourcing of raw materials. Opportunities: The shift towards sustainable products, the reduction of CO₂ emissions through investments in low- carbon technologies and the strengthening of the circular economy are strategies that increase the Group's resilience to future challenges. Supply chain resilience: An evaluation of suppliers has been carried out based on sustainability criteria, with the aim of diversifying and strengthening the Group's value chain. The resilience analysis is a dynamic process and will be updated periodically to reflect evolving market conditions and regulatory requirements.
87 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Changes in material impacts, risks and opportunities compared to the previous reporting period (SBM-3_03/ESRS 2/SBM-3/48g) The Double Materiality Assessment is the Group's first comprehensive analysis, marking a significant development in the management of its material impacts, risks and opportunities. Compared to previous analyses, where only the identification of material topics had been carried out, the new approach provides a more structured and quantified assessment, incorporating both the Group's impact on the environment and society (Impact Materiality) and the financial impact of these topics on business performance (Financial Materiality). In previous periods, the following issues were identified by the Group as material: - Use of Resources & Waste Management - Climate stability & air quality - Health & safety - Biodiversity - Innovation for better products and services - Human resources - Human rights The application of the Double Materiality assessment allowed for a deeper dive into these issues and the updating of the Group's strategy, taking into account factors such as the regulatory environment, stakeholder expectations, and market developments. In addition, the quantitative scoring of material issues provided greater clarity on the prioritization of business actions and the allocation of resources. This transition from a qualitative recognition to a quantitative and comprehensive assessment allows the Group to manage risks more effectively, enhance the resilience of its business model and seize new opportunities associated with sustainable growth. Specification of the impacts, risks and opportunities covered by the ESRS disclosure requirements, as opposed to those covered by the entity through additional, entity-specific disclosures (SBM-3_03/ESRS 2/SBM-3/48h) The Group, through the Double Materiality assessment process, has systematically mapped its material impacts, risks and opportunities, fully aligning them with the disclosure requirements of the European Sustainability Reporting Standards (ESRS). During the analysis of impacts, risks and opportunities (IROs), no additional entity-specific topics beyond those already covered by the ESRS were highlighted. The topics assessed, such as climate change, the circular economy, employee health and safety, and business ethics, fall within the existing ESRS disclosure framework and it was not deemed necessary to add entity-specific topics tailored exclusively to the Group's activities. This analysis ensures transparency and completeness of disclosures, allowing the Group to incorporate the results of the assessment into its strategy and decision-making process, without the need to add additional topics that do not fall within the standard ESRS categories. Description of the process for identifying and assessing significant impacts, risks and opportunities (IRO1_01/ESRS 2/IRO1/53a) In accordance with the ESRS Disclosure Requirements, the Group conducted the Double Materiality Assessment for the first time, following a systematic and methodical process to identify and assess material sustainability-related impacts, risks and opportunities. Description of the methodologies and assumptions applied in the process of developing the Double Materiality The process was based on internationally recognized standards, such as the ESRS guidelines, and was implemented through the following steps: 1.Definition of the Double Materiality Assessment procedure The Group's Double Materiality approach combined: - Impact Materiality, i.e. the assessment of the impact of the Group's activities on the environment and society; and - Financial Materiality, i.e. the assessment of the risks and opportunities that may affect its financial performance.
88 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The conduct of the Double Materiality Assessment (DMA) is based on the steps described below: 1. Definition of the evaluation framework Definition of the boundaries of 'own operations' based on the principle of operational control. This approach includes all facilities and activities in which the Group has full or the majority of operational control in the decision-making process, ensuring that the assessment focuses on direct sustainability impacts under its control. Develop a comprehensive understanding of the Group's operations, document relevant processes and stakeholder engagement, and develop an initial list of topics based on a literature review and the requirements of ESRS 1 AR 9(a), AR 16 and EFRAG DMA guidance 63(.a) 2. Definition of the evaluation procedure Definition and documentation of the scoring method, thresholds, stakeholder participation procedures and possible synergies with existing procedures. (ESRS 2 IRO1, EFRAG DMA guidance 59, 63(b), (d)). 3. Identifying impacts, risks and opportunities (IROs) Compiling a short list of critical sustainability issues, incorporating information from internal analysis and stakeholder feedback. (ESRS 1 AR 9(b), EFRAG DMA guidance 65, 66). 4. Evaluation of IROs Analysis of inherent risks, with a focus on transition risks related to climate change, environmental impacts and health & safety impacts. The approach was based on scenarios , impact assessments and prioritization criteria. The inherent risks were incorporated into the Double Materiality framework through: Weighted Impact Materiality Scores (WIMS): assessment of the scale, scope and severity of impacts on the environment and society Weighted Financial Materiality Scores (WFMS): analysis of risks with potential financial impact, such as regulatory requirements and market changes. By distinguishing inherent risks from mitigation measures, the Group ensured a transparent approach to prioritizing sustainability issues and aligning them with its climate strategy. (ESRS 1 AR 9(c), 10, 11, 14, 15; EFRAG DMA guidance 68, 76). 5. Finalization of IROs Completing the assessment, scoring and setting importance thresholds for each topic. Confirmation of disclosure requirements. (ESRS 1 AR 9(c), 10, 11, 14, 15, EFRAG DMA guidance 78). 6. Notification and compliance Present the evaluation process and its results, ensuring transparency in the disclosure of impacts, risks and opportunities. (ESRS 2 SBM 3, GOV 4, IRO 2, EFRAG DMA guidance 79).
89 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Picture IRO1.1: Process of developing Double Materiality Identification of ESRS datapoints to be reported In alignment with the Corporate Sustainability Reporting Directive (CSRD) and European Sustainability Reporting Standards (ESRS), Sarantis Group has adopted a two-tiered approach to sustainability information reporting, ensuring a structured and transparent materiality assessment process. The company's double materiality assessment, serves as the foundation for identifying, evaluating, and disclosing material sustainability topics. This approach is divided into two levels: 1. Mandatory disclosure requirements (level 1) Regardless of materiality assessment outcomes, Sarantis Group discloses all requirements mandated by ESRS 2 (General Disclosures) and additional disclosure requirements related to impact, risk, and opportunity (IRO) management for topics deemed material. 2. Materiality-based disclosures (level 2) For material sustainability matters, the Group ensures comprehensive disclosure of policies, actions, and targets aligned with sustainability objectives. If the Group has not yet adopted policies, actions, or targets on a specific topic, it discloses this fact and provides a timeline for implementation. Metrics and performance indicators are disclosed only if they are deemed material under the assessment criteria. If a disclosure requirement is assessed as not material, the company provides a brief rationale explaining this determination. This tiered structure enhances transparency, allowing stakeholders to differentiate between regulatory compliance and strategically prioritized sustainability issues. The two-level reporting framework is directly connected to the double materiality assessment conducted in 2024. The assessment process included: Impact Materiality Analysis: Evaluating the company’s significant impacts on the environment and society. Financial Materiality Analysis: Identifying sustainability-related risks and opportunities with potential financial implications. Through this structured assessment, Sarantis Group ensures that sustainability reporting aligns with the company’s strategic priorities and regulatory obligations, providing a clear roadmap for continuous improvement and compliance.
90 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Proposed weight distribution for the different time horizons 2024 (current condition): 2024 is the year of preparation, with an emphasis on data analysis and strategy development. The importance is relatively low, as the impacts are mainly existing, but this year lays the foundations for future actions. weight: 20% 2025 (short-term) During the initial period, the focus will be relatively limited as the Group launches its efforts and lays the foundations for the implementation of its strategies. The main focus is on getting the actions right and establishing strong processes. weight: 20% 2026-2030 (medium-term) As efforts progress and strategies begin to deliver results, the importance of the period increases. Positive impacts become more apparent, while negative impacts unresolved from previous periods may create significant risks for the Group due to the tighter timeframe. weight: 35% 2031-2035 (long-term) At this stage, the Group will be able to fully exploit its strategies, leading to increased efficiency and overall progress. Investments in infrastructure and strategic initiatives will begin to deliver significant results and their impact will be further enhanced. weight: 25% Financial Materiality The assessment of the Financial Impact was carried out discretely for three consecutive time periods: 2025, 2026- 2030, and 2031-2035, as opposed to the assessment of the Impact Materiality. In 2024, the financial impact of risks and opportunities was assessed as not significant, since no impacts from the identified risks or opportunities were observed during the year. In addition, as in the development of the Impact Materiality, different weighting is considered for each time horizons when identifying risks and opportunities. Proposed weight distribution for the different time horizons 2025 (short term) This period represents a short-term horizon, with the main focus on laying the groundwork for implementing strategies and addressing financial risks and opportunities. The lower weight reflects the fact that while some actions may begin to be implemented, the full financial impact of most risks and opportunities is not expected to occur until 2025. weight: 20% 2026-2030 (medium term) This medium-term horizon is a critical phase in achieving financial impact from the identified risks and opportunities. It represents a period where strategy implementation, market adaptation and regulatory changes are likely to accelerate, leading to more material financial impacts. The increased focus highlights the importance of this phase in the Group's financial planning and decision making. weight: 40% 2031-2035 (long term) The long-term horizon reflects the established realization of risks and opportunities as the Group matures in its response to changing economic, environmental and regulatory conditions. This period holds equal weight with the medium-term horizon, recognizing the significance of the financial impact expected as market strategies and dynamics fully develop. weight: 40%
91 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2. Methodology for assessing and identifying topics Impact Materiality For the quantitative and qualitative evaluation of the topics, a scoring system with specific indicators was applied as explained below: o scale: the severity of the impact o scope: The geographical and population extent of the impact o irremediability: the possibility of recovery from the impacts (only for negative impacts) o likelihood: The probability of the occurrence of the impact By evaluating and scoring the above indicators, the Impact Materiality Score is calculated for each issue and for each time horizon. Then, based on the weight of each time horizon, it is calculated the Weighted Impact Materiality Score (WIMS) for each issue and according to the score, the issue is classified as high, medium and low impact (positive or negative). Financial Materiality For the quantitative and qualitative assessment of risks and opportunities, a scoring system based on the following indicators was applied: o magnitude of financial impact: The financial threshold at which the risk or opportunity becomes significant o likelihood: The probability that the economic impact will occur In the context of the assessment of the Financial Materiality, the Group has chosen to use EBIT (Earnings Before Interest and Taxes) as the key indicator, instead of EBITDA, for the assessment of material financial impact. The choice of EBIT was based on the following reasons: It provides a more accurate reflection of the Group's operating profitability compared to EBITDA, as it takes into account actual costs that affect operations, such as depreciation of equipment and building infrastructure. This is particularly important for companies with significant fixed asset investments. It incorporates depreciation, which makes it a more suitable indicator for analyzing issues with long-term economic impacts, such as climate change and sustainability investments. It is a more conservative indicator for estimating financial impacts, as it provides a more realistic picture of the financial outcome, especially in long-term forecasts. For the year 2023, the Group's EBIT amounted to EUR 47.1 mil. As a threshold for determining a material financial impact, the Group has defined 10% of EBIT 2023, which corresponds to EUR 4.71 mil. This threshold is used as a benchmark for assessing the materiality of the financial impact that may arise from the identified risks and opportunities. The use of EBIT as a key performance indicator ensures an accurate and reliable assessment of the financial impact of material issues on the Group's financial performance, enabling a more informed and strategic management of risks and opportunities. Accordingly, identified risks and opportunities with an impact on the Group's financial results of more than 10% EBIT 2023 are identified as financially material, defining the magnitude of financial impact. By evaluating and scoring the above indicators, the financial materiality is calculated for each risk or opportunity and for each time horizon. Then, based on the weight of each time horizon, the final Weighted Financial Materiality Score (WFMS) is calculated for each identified risk or opportunity and according to this score, they are classified as high, medium and low financial impacts. 3. Identification of main issues and prioritization The results of the analysis ranked the impacts (positive or negative), risks and opportunities as high, medium and low significance for both Impact and Financial Materiality. Highly important issues based on impact materiality: - Corporate culture - Health & safety of employees - CO2 emissions reduction and the circular economy - Consumer safety
92 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 - Microplastics - Issues of high financial impact: - Regulatory and technological risks - Supply chain diversification - Climate change and energy demands - Developing green products and markets To ensure completeness and clarity in the presentation of material impacts, risks and opportunities (IROs), the Group has documented the identified sustainability issues to the different levels of its business operations. The table below illustrates the correlation of the material issues with upstream activities, which relate to the supply chain and raw material supply, own operations, which include internal business activities, and downstream activities, which relate to the distribution, sale and use of products by consumers. Subject ESRS Upstream Own operaons Downstream Climate Change ESRS E1 Selecon the suppliers of raw materials that promote sustainability Energy efficiency of facilies Sustainable use of products by consumers Polluon ESRS E2 Search for alternave raw materials Producon of products without microplascs Environmental issues aſter the use of products by consumers Circular Economy ESRS E5 Recycling of raw materials in producon Waste reducon strategies Recycling products aſter use Own workforce ESRS S1 Supplier’s employees health and safety Implementaon of health and safety programs in the producon units Products that promote consumer health and safety Consumers and end-users ESRS S4 - - Preference for sustainable products by consumers and end- users Corporate Governance ESRS G1 Ethical business pracce and the protecon of human rights Integraon of sustainability and corporate ethics into the Group's culture Strengthening corporate culture through sustainability and social responsibility iniaves The adoption of ESRS has helped to further highlight issues that had not previously been assessed in the same detail, improving the Group's accuracy and strategic approach to managing sustainability-related risks and opportunities. Description of the process for identifying, assessing, prioritizing and monitoring actual and potential impacts on people and the environment, based on the due diligence process (IRO1_02-06/ESRS 2/IRO1/53b i-iv) The Group has adopted a structured and systematic process to identify, assess, prioritize and monitor the potential and actual impacts of its activities on people and the environment. This process is aligned with the principles of due diligence and is based on the Group's Double Materiality methodology. i) Targeting specific activities, business relationships and high-risk geographical areas The Group applies a targeted approach to the analysis and management of risks related to adverse impacts, focusing its assessments on specific activities, business relationships and geographical areas that may present increased exposure to risks. This process is based on a structured methodology, which takes into account the following critical elements:
93 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Sector of activity and production process The Group considers the use of raw materials, production and distribution of products, with an emphasis on activities involving intensive consumption of natural resources or energy. For example, at Stella Pack's production facility in Poland, which is engaged in the manufacture of plastic packaging from recycled plastic, challenges related to waste management and environmental compliance are identified. Business relations and supply chain The Group analyses risks related to suppliers and partners, focusing on areas such as raw material supply and product sustainability. For example, in the context of cosmetics and personal care products, the impact of using plant and animal raw materials and ensuring that suppliers adhere to responsible sourcing practices are assessed. Geographical areas of operation The Group operates in multiple markets with different regulatory and socio-economic characteristics. Particular attention is paid to countries such as Ukraine, where the current geopolitical instability creates additional risks to the operation of production units. In addition, the complexity of regulatory requirements in countries such as Poland and Romania affects compliance procedures, especially in issues related to waste management and the use of chemicals in products. The combination of these parameters allows the Group to develop targeted risk and opportunity management strategies, ensuring that its business activities minimise negative impacts and align with best sustainability practices. ii) Impact assessment through Impact Materiality analysis The Group is considering the resulting impacts: From its own operations (direct impacts), such as the use of natural resources, waste production, energy consumption and working conditions. From its business relationships (indirect impacts), including impacts that may arise in the supply chain, such as the environmental management practices of suppliers, the origin and sustainability of raw materials, and the social conditions along the value chain. The Group aims to better understand and manage these impacts by strengthening its collaboration with responsible and sustainable suppliers. The evaluation as already analysed is done by quantitative and qualitative scoring, based on indicators such as scale, scope, irreversibility and likelihood. iii) Consultation with stakeholders and external advisors The Group developed the methodology of the Double Materiality Assessment with an analysis carried out using a top- down approach, i.e. through an exclusive assessment by the Group's Executive Committee. For the next reporting period, the Group plans to broaden the process, incorporating feedback from significant external stakeholders, and to enhance the involvement of internal teams through a bottom-up approach. In this way, a more holistic and participatory assessment of substantive issues is sought, ensuring that sustainability strategies reflect the real needs and expectations of both internal and external stakeholders. iv) Prioritisation of impacts based on severity and likelihood The prioritization of negative impacts is done in accordance with the guiding principles of ESRS 1 (Section 3.4 Impact Materiality), taking into account: The severity of the impacts, based on the magnitude of the benefit for positive impacts or the harm for negative impacts that they may cause to people and the environment; and The likelihood of impacts occurring, in order to formulate a hierarchical framework for dealing with risks. Through this analysis, high priority issues are identified that need to be disclosed in the Group's Sustainability Report and integrated into the Group's strategy.
94 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Description of the process used to identify, assess, prioritize and monitor risks and opportunities that have or may have a financial impact (IRO1_07-10/ESRS 2/IRO1/53c i-iii) The Group has developed a systematic process to identify, assess, prioritize and monitor risks and opportunities that may have a financial impact on its operations. This approach is based on the methodology developed for the Financial Materiality and is aligned with the requirements of ESRS 1, section 3.5. i) Correlation of impacts and dependencies with financial risks and opportunities The Group thoroughly analyses how its impact on sustainability, as well as its dependencies on natural and social resources, can lead to financial risks or create strategic opportunities. This approach includes: Assessing the Group's impact on the environment and society, considering whether they create risks that affect operations, reputation or compliance with regulatory requirements. The analysis of the Group's dependencies on natural and social resources to identify potential risks from disruptions in the supply chain, access to critical raw materials or changes in social and consumer trends. Identifying opportunities arising from the Group's adaptation to modern sustainability requirements, either through innovative products or through the improvement of operational efficiency. In this context, it recognises that environmental risks, such as increasing climate regulatory requirements, raw material availability and changes in consumer preferences, may affect operating costs and product competitiveness. At the same time, social factors, such as ensuring appropriate working conditions and supply chain management, are directly linked to issues of corporate reputation and regulatory compliance. At the same time, the Group recognises that sustainability is not only a challenge but also an opportunity. Developing innovative products with a low environmental footprint can generate new revenues, enhance the Group's market diversification and improve its long-term resilience to changing consumer and regulatory requirements. ii) Assessment of the likelihood, extent and nature of the financial impact To assess the financial materiality of risks and opportunities, the Group applies quantitative and qualitative criteria in accordance with ESRS 1, section 3.5. Likelihood of occurrence: determines the probability of a risk or opportunity occurring. Magnitude: calculates the potential impact on financial indicators such as EBIT. Nature of impacts: analyses whether a risk is direct (e.g., an increase in production costs due to new regulations) or indirect (e.g., changes in demand due to changes in consumer behaviour). The Group has set the threshold for significant financial impact at 10% of EBIT 2023, i.e. EUR 4.71 mil. This threshold serves as a benchmark for assessing the criticality of any risk or opportunity. iii) Prioritizing sustainability-related risks compared to other business risks The Group recognises the importance of integrating sustainability-related risks into the broader Enterprise Risk Management (ERM) framework. For 2024, the analysis of risks and opportunities with financial impact was performed in the context of the development of the Double Materiality, with the financial materiality process reflecting the same materiality assessment adopted by the Group's Enterprise Risk Management (ERM). The goal for 2025 is to fully integrate the process of identifying sustainability risks and opportunities into the overall Group's Enterprise Risk Management, ensuring that these risks are taken into account in the Group's overall management strategies. Prioritisation of sustainability risks is done using risk assessment tools such as: Scenario analysis models, which predict the potential impact of regulatory, technological or environmental changes on the Group's financial performance. Risk governance, where sustainability issues are integrated into strategic decision-making, ensuring that operational priorities are aligned with sustainability requirements. Regular monitoring and review, so that priorities are dynamically adjusted in the light of developments in the regulatory framework, market trends and stakeholder expectations.
95 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The gradual integration of these processes will enhance proactive risk management, allowing the Group to identify critical issues in a timely manner, exploit strategic opportunities and strengthen its resilience in the ever-changing business environment. Description of the decision-making process and related internal control procedures (IRO1_11/ESRS 2/IRO1/53d) The Group applies a transparent decision-making process. It ensures that every strategic and operational decision is fully documented, consistent and open. At the same time, it has internal controls in place to guarantee good corporate governance and compliance with regulations, business priorities and sustainability objectives. The process is designed to ensure that the Group operates in a consistent, transparent and accountable manner, in line with best practices and strategic priorities. Decision-making process The decision-making process is hierarchical and coordinated, based on a strong corporate governance framework. Senior Management and Board of Directors At the top of the hierarchy is the Board of Directors (BoD), which determines the Group's overall strategic priorities. Before making any major decisions, they consider financial, operational and ESG (Environmental, Social and Governance) risks and opportunities. They approve strategic investments, Group initiatives, sustainability objectives and regulatory compliance issues, shaping the overall strategic framework. Governance and Strategy Committees The Governance and Strategy Committees (Remuneration and Nomination Committee, Audit Committee and ESG Committee) ensure that the decisions of the Group's executive members regarding corporate strategy are reviewed by independent committees to ensure that they are aligned with both the Group's financial and sustainability objectives. They oversee compliance with regulatory requirements and internal policies, providing guidance on managing risks and sustainability opportunities. This is a balanced approach, which ensures the right alignment between strategy and sustainability. Internal Control and Compliance Procedures The Group has a comprehensive internal control system, ensuring that all decisions are taken in full compliance with regulations, corporate governance principles and business priorities. The key elements of this system include: - Enterprise Risk Management (ERM) system Enterprise Risk Management (ERM) identifies, assesses and prioritizes financial and potential sustainability-related risks that could affect the Group. ERM will be fully integrated into the decision-making process, ensuring a holistic and structured approach to managing risks and opportunities. - Reporting and Monitoring System Regular risk and sustainability performance reports contribute to the continuous improvement of the Group's processes and strategy. Internal and external audits are carried out, confirming compliance with sustainability standards and corporate objectives, as accountability is a key pillar of our strategy. Sustainability Governance and ESG Within 2025, the Group is committed to integrating ESG criteria into its decision-making process, integrating environmental and social factors into its business strategies. Also within 2025, it is planned to actively involve external stakeholders in the process of developing Double Materiality, enhancing transparency and collaboration. A description of the extent to which and how the process of identifying, assessing and managing impacts and risks is integrated into the overall risk management process and used to assess the overall risk profile and risk management processes (IRO1_12/ESRS 2/IRO1/53e) The Group has developed an integrated approach to identify, assess and manage risks and impacts. Gradually, within 2025, it plans to integrate this process into its overall Enterprise Risk Management (ERM) system. This is a systematic methodology for assessing and prioritizing both sustainability-related risks and broader business risks. This approach allows it to analyse its overall risk profile and continuously improve its management processes.
96 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Gradual integration of sustainability risk management into the Enterprise Risk Management (ERM) system This process is based on the Double Materiality methodology and includes three main stages, which allow for the effective identification, analysis and management of business risks and opportunities. The three stages are detailed below: Definition of risk assessment criteria In the first stage, a combination of quantitative and qualitative criteria is applied in order to form a comprehensive picture of the risks that may affect the Group's strategy and operation. In particular, the following are taken into account: The likelihood of the risks occurring, the scope of their impact and the scale of their effect on business activities. The financial impact, which is assessed through tools such as the EBIT threshold to determine the significance of each risk and its potential impact on the Group's financial performance. The gradual integration of the results into the Group's broader risk assessment and risk management process from 2025, ensuring that strategic decisions are based on reliable data and analysis. The objective of this stage is to ensure that critical risks and strategic opportunities are analysed in a way that reflects their overall importance to the business, enhancing informed decision making and the long-term resilience of the Group. Holistic assessment of the risk profile The integration of the approach to identify risks and opportunities from the Double Materiality process into Group Enterprise Risk Management System allows us to perform a holistic analysis of risks, including: - Environmental risks → Analysis of climate change regulations, raw material availability and supply chain disruptions. We monitor the impact of environmental policies and the potential impact of changes in legislation. - Social factors → Assessment of working conditions, supply chain practices and compliance with responsible and ethical procurement practices. We focus on ensuring fair and sustainable practices across our operations. - Opportunities for innovation and development → Promote products with a lower environmental footprint and boost innovation. Sustainability is not only a risk to be reduced, but also a source of competitive advantage and business differentiation. Dynamic adaptation & continuous improvement Our risk identification and assessment process allows us to continuously adapt and improve our strategy, using the results to a) improve our risk management processes through regular monitoring and review and b) support strategic decision making, ensuring that our business priorities are aligned with our sustainability objectives. Description of the input parameters used in the process of identifying, evaluating and managing material impacts, risks and opportunities (IRO1_14/ESRS 2/IRO1/53g) The Group applies a comprehensive and documented process to identify, assess and manage material impacts, risks and opportunities. This process is based on a set of input parameters derived from internal and external sources, ensuring strategic decisions are made that are aligned with modern sustainability requirements. 1. Examination parameters in the procedure Environmental and social parameters - Greenhouse gas emissions (GHG) : collecting and analysing data on emissions scope 1, 2 and 3 to assess the impact on climate change. - Use of natural resources: monitoring the consumption of raw materials, water and energy, as well as waste production. - Working conditions: Evaluate data related to health & safety, gender equality and job satisfaction, both within the Group and in the value chain.
97 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Financial parameters - EBIT Threshold: setting 10% of EBIT (EUR 4.71 mil. for 2023) as the threshold for assessing significant financial impacts. - Likelihood & magnitude: an assessment of the likelihood of risks or opportunities and their financial impact. Regulatory and regulatory requirements Analysis of current and emerging regulatory requirements, including European Sustainability Reporting Standards (ESRS) and policies on the circular economy and CO2 emissions. External factors and projections - Consumer trends: Study changes in consumer preferences, such as the growing demand for sustainable products. - Market and supply chain: Assessing potential value chain disruptions and geopolitical risks. 2. Data Sources Data collection and analysis comes from: - Internal sources: Reports from business units, financial statements, data ESG and risk monitoring systems. - External sources: Analyses by specialist consultants, international sustainability indicators and regulatory reports. 3. Integration into the Evaluation and Management Processes The input parameters are used for: - The development of the Double Materiality Assessment, which includes both Impact Materiality and Financial Materiality. - Supporting strategic decision making through quantitative and qualitative data to help prioritize risks and opportunities. - The continuous monitoring and review of the Group's strategy, adapting it to the changing conditions of the external environment. This approach allows the Group to make informed decisions that contribute to sustainable growth and long-term resilience. Description of how the process of identifying, assessing and managing impacts, risks and opportunities has changed compared to the previous reporting period (IRO1_15/ESRS 2/IRO1/53h) In 2024, the Group conducted the exercise of Double Materiality Assessment for first time, adopting a more integrated and strategic approach to identify, assess and prioritize impacts, risks and opportunities. To date, the Group has focused on identifying material topics related to sustainability. The identification of these issues was based on a qualitative analysis and consultation with management, as stated in the Group's Sustainability Report 2023 (page 42, chapter 2.3 Material Topics). With the introduction of the Double Materiality exercise in 2024, the process evolved as the Group: - Incorporate the principles of Impact Materiality to assess its impacts on the environment and society. - Applied the financial materiality methodology, assessing the risks and opportunities with a potential financial impact on its operations. - It used quantitative and qualitative criteria to prioritize issues, in line with the ESRS (European Sustainability Reporting Standards). This upgraded approach has enabled the Group to gain a more comprehensive view of the material issues, to better manage the risks and opportunities associated with sustainability and to align its strategy with modern sustainable development requirements. The evolution of the process from the qualitative identification of material issues in 2023 to the systematic Double Materiality Assessment in 2024 underlines the Group's commitment to continuous improvement and adaptation to international best practices.
98 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Publication of a list of data points resulting from other EU legislation and information on their place in the Sustainability Report (IRO2_01/ESRS 2/IRO2/56) The table below includes data points from other EU legislation and their link to the Group's Sustainability Report. Topic Descripon Link to European legislaon Health & Safety Health and safety of employees Direcve 89/391/EEC on health and safety at work Climate change migaon Acons to reduce CO2 emissions Regulaon (EU) 2020/852 on the Sustainability Taxonomy Circular Economy Strengthening circular economy flows Regulaon (EU) 2018/851 on the circular economy Working condions Working condions, equality and work-life balance Direcve 2006/54/EC on equal opportunies Publication of a list of requirements according to the Sustainability Reporting Standards (European ESRS datapoints) (IRO2_02/ESRS 2/IRO2/56) The table below contains the list of the Sustainability Reporting Standards (requirements that European ESRS datapoints) have been applied to this Sustainability Report and which are based on the results of the Double Materiality Assessment and more specifically on the high significance impacts, risks and opportunities. ESRS datapoints Related issue of Double Materiality SBM-1 Descripon of the business model and sustainability strategy SBM-2 Integrang sustainability into the strategy SBM-3 Strategy and business model resilience GOV-1 ESG Governance structure GOV-2 Role of senior managers in sustainability GOV-3 ESG risk oversight and control processes GOV-4 ESG audit policies and procedures IRO-1 Idenficaon and assessment of ESG impacts, risks & opportunies IRO-2 Linking ESG risks to overall risk management E1-4 Compliance costs related to regulaons E1-6 Greenhouse gas (GHG) emissions, climate targets and acons E1-7 Technological innovaons and the link to climate targets E1-8 Adapng to the impacts of climate change E2-4 Air, water and soil polluon E5-3 Resource use efficiency indicators E5-4 Supply chain circularity indicators S1-1 Policies relang to human resources S1-2 Communicaon of objecves related to human resources S1-3 Due diligence procedures for human resources S1-4 Risks and impacts related to human resources S1-5 Communicaon of human resources indicators
99 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 S1-9 Diversity indicators for direct staff S1-10 Minimum wages S1-13 Training & skills development indicators and employee development programs S1-14 Health & safety of direct and indirect employees S1-15 Work-life balance S1-16 Indicators measuring the gender pay gap for the under-represented sex S4-5 Safety and consumer protecon G1-1 Governance and business conduct policies G1-1 Approach to risk management Explanation of how the material information to be disclosed in this report in relation to significant impacts, risks and opportunities has been determined (IRO2_13/ESRS 2/IRO2/59) The Group has applied the Double Materiality methodology to assess impacts, risks and opportunities using clear and documented thresholds, in accordance with ESRS 1, section 3.2.This process ensures that issues are objectively categorized into high, medium and low materiality, based on the intensity and nature of their impact on both the Group and its stakeholders. Methodology and thresholds of Impact Materiality Impact Materiality focuses on the Group's impact on the environment and society and the final score of each issue considered is derived by using the Weighted Impact Materiality Score (WIMS) to prioritize them. High Impact Issues: WIMS ≥ 2 Issues with significant environmental and/or human impacts, such as corporate culture, working conditions, the circular economy and microplastics. These issues require strategic focus and immediate action. Medium Impact Issues: 2 > WIMS ≥ 1 Moderate impact issues, such as water consumption and equal opportunities at work, which require regular monitoring and management to avoid escalation. Low Impact Issues: WIMS < 1 Issues with limited impacts, such as energy consumption, which do not require immediate action but periodic evaluation. The thresholds were set on the basis of quantitative and qualitative criteria, ensuring a systematic and objective evaluation of each topic. Methodology and thresholds of Financial Materiality Financial Materiality analyses the risks and opportunities that may have a financial impact, using the Weighted Financial Materiality Score (WFMS). High Financial Issues: WFMS ≥ 2 Issues such as technological and regulatory risks, increased operating costs and changes in consumer preferences. These issues have critical implications for financial performance and require immediate strategic focus. Medium Financial Issues: 2 > WFMS ≥ 1 Issues such as natural hazards from extreme weather events or opportunities linked to the circular economy require monitoring and targeted action. Low Financial Issues: WFMS < 1 Issues such as whistleblower protection or data protection have a limited financial impact and are periodically assessed.
100 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The thresholds were set to diversify the importance of the issues, ensuring a focus on issues that materially impact the Group's financial strategy and resilience. Application procedure The process was based on: Quantitative thresholds to clearly assess the intensity of the issues. Qualitative analysis on the strategic relevance of the issues. Assessment tools aligned with ESRS standards. The categorization and prioritisation of issues ensures the efficient allocation of resources and the alignment of the Group's strategy with the requirements of sustainability and financial resilience. 2.13.2 Environment 2.13.2.1 European Sustainable Investment Classification System (EU Taxonomy) To support the transition to a more sustainable economy and in the face of global warming, European countries have committed to reducing greenhouse gas emissions. This is why in December 2019, the European Union (EU) presented the European Green Deal, which includes a set of initiatives on climate, environment, energy, transport, industry, agriculture and sustainable finance, with the aim of achieving climate neutrality by 2050. To enable this transition, the Paris Climate Agreement and the European Green Deal consider sustainable investment as an important starting point. A key instrument in this context is the European Taxonomy (https://ec.europa.eu/info/business-economy- euro/banking-and-finance/sustainable-finance/eu-taxonomy-sustainable-activities_en), a classification system for sustainable economic activities to promote investment in them. According to "Regulation (EU) 2020/852 of the European Parliament and of the Council of June 2020 establishing a framework to facilitate sustainable investment and amending Regulation (EU) 2019/2088", an economic activity is considered environmentally sustainable if it contributes significantly to the achievement of one or more of the following environmental objectives. The environmental objectives set under the Classification Regulation are: 1. Climate change mitigation 2. Adapting to climate change 3. Sustainable use and protection of water and marine resources 4. Transition to a circular economy 5. prevention and control 6. Protecting and restoring biodiversity and ecosystems At the same time, an economic activity is considered to be in line with the Taxonomy when it cumulatively meets all of the following criteria: i. It contributes significantly to the achievement of one or more of the environmental objectives set out in the Taxonomy ii. It does not significantly burden any of the other environmental objectives set out in the Taxonomy, meeting the criteria for “Do Not Significant Harm (DNSH)”. iii. It is carried out in accordance with the minimum safeguards set out in the Taxonomy, which relate to all activities and in particular the protection of human rights and social standards iv. It complies with the technical control criteria for each economic activity regarding the achievement of environmental objectives The European Taxonomy Regulation came into force on January 1, 2022, and requires companies to publish Taxonomy reports starting from 2022. As of the publication date of this 2024 Integrated Annual Report, the technical screening criteria for the first two environmental objectives under the Climate Delegated Act (2021/2139/EU) and the Complementary Climate Delegated Act (2022/1214/EU) have been fully implemented. Additionally, the technical screening criteria for the remaining environmental objectives, based on the Environmental Delegated Act
101 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 (2023/2486/EU) and another Complementary Climate Delegated Act (2023/2485/EU), which introduces additional eligible activities for climate objectives, have been published. Under the new Taxonomy Delegated Acts, from January 1, 2024, to December 31, 2024, non-financial companies are required to disclose only the proportion of their Taxonomy-eligible and non-eligible additional economic activities. Full compliance, including alignment with additional economic activities, is required from January 1, 2025. The Group has conducted an exercise to identify eligible and aligned activities to comply with the requirements of the Taxonomy Regulation. As part of the Taxonomy disclosure process, the Group presents in the following section the key performance indicators related to its economic activities for the fiscal year 2024. The Group has reviewed thoroughly its activities in order to determine the percentage of those that fall within the scope of the Classification. This process forms the basis of its disclosures for Classification purposes in each year's annual financial statements. We have identified the following eligible economic activities: Economic activity Description of activity (NACE code) Climate change mitigation 4.1. Production of electricity from solar PVs Electricity generation using solar photovoltaic technology. D.35.1.1 Climate change mitigation 3.17 Manufacturing of plastics in primary form Manufacture resins, plastics materials and non-vulcanisable thermoplastic elastomers, the mixing and blending of resins on a custom basis, as well as the manufacture of non-customized synthetic resins. C.20.1.6 Transition to a circular economy 1.1 Plastic packaging manufacturing Manufacture of plastic packaging, such as the manufacture of sacks and bags of ethylene polymers, the manufacture of sacks and bags of plastics other than ethylene polymers, also the manufacture of other plastic packaging. C.22.2.2 Non Eligible Activities The rest of the Group's activities have not been considered eligible as they do not currently fall under the Climate and Environment Delegated Acts. These include the production and sales of personal care products. Having judged the eligibility of the above activities based on their descriptions, then the activities that had been selected last year as eligible were judged in terms of their alignment with the respective technical control criteria. Regarding the additional activities, only the eligibility for the reporting period was examined, in order to prepare the Group for the examination of their full alignment in the next reporting period. The results of the assessment of alignment with the Taxonomy are presented in detail in the next section of this report. Declaration of activities related to nuclear energy and fossil gases Row Nuclear energy related activities 1 The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy from nuclear processes with minimal waste from the fuel cycle. NO 2 The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies. NO 3 The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades. NO
102 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Line Fossil gas related activities 4 The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels. NO 5 The undertaking carries out, funds or has exposures to construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil gaseous fuels. NO 6 The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels. NO Assessment of eligibility and compliance with the Taxonomy regulation and technical control criteria Assessment for Eligibility by Taxonomy Production of electricity from photovoltaic cells (D.35.1.1) Taxonomy Description The activity concerns the construction or operation of power plants that generate electricity using solar photovoltaic (PV) technology. Group Description As part of the Group's plan to reduce greenhouse gas emissions, in 2021 the Group proceeded with the first phase of the installation of photovoltaic panels at the Group's production plant in Oinofyta, Greece. The second phase of photovoltaic installation in Oinofita production plant was completed in January 2024. Also, as of 2023, the installation of the photovoltaic system in Group HQ buildings in Marousi, Athens has been completed and, in parallel, the installation of photovoltaics in Polipak's production units in Poland has been implemented. Manufacture of plastics in primary forms (C.20.1.6) Taxonomy Description The activity concerns the manufacture of resins, plastics materials and non-vulcanisable thermoplastic elastomers, as well as the custom blending of resins and the manufacture of synthetic resins not covered by custom blending. Group Description It concerns a part of Sarantis Group's Home Care Solutions products business unit. In particular, Polipak, a subsidiary of the Group that produces waste bags, is active, as part of its overall operation, in the production of recycled plastic granule from its own plastic waste, which is then reused in the production process. In addition, the Ergopack Group subsidiary produces recycled plastic granule that is used in its own production. The Group does not record sales from the sale of plastics in primary form. Manufacture of plastic packaging (C.22.2.2) Taxonomy Description The activity concerns the manufacture of plastic packaging items, such as the manufacture of sacks and bags. Group Description Ergopack, Polipak and Stella Pack, subsidiaries of the Group, are active in the production of plastic waste bags.
103 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Overall Results of the Key Performance Indicators (KPI) Economic activity D.35.1.1 (electricity generation using solar photovoltaic technology) is fully aligned with the European taxonomy, as it cumulatively meets all the required criteria. In contrast, activities C.22.2.2 (Manufacture of plastic packaging) and C.20.1.6 (Manufacture of plastics in primary form) are Taxonomy-eligible but cannot be classified as Taxonomy-aligned at present. Full alignment will be considered in 2025, as these activities also take place in Ukraine, where current conditions do not allow for a comprehensive assessment of compliance with minimum safeguards. KPI KPI - Turnover
104 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 KPI - Capex KPI - Opex * Their turnover concerns intra-group transactions, so it was not calculated as part of the KPIs.
105 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 KPI Tables KPI - Turnover Taxonomy-aligned economic activities (denominator) Taxonomy-aligned economic activities (numerator) Taxonomy-eligible, but not taxonomically aligned, economic activities
106 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Taxonomy non-eligible economic activities KPI - Capex Taxonomy-aligned economic activities (denominator) Taxonomy-aligned economic activities (numerator)
107 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Taxonomy-eligible, but not taxonomically aligned, economic activities Taxonomy non-eligible economic activities
108 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 KPI - Opex Taxonomy-aligned economic activities (denominator) Taxonomy-aligned economic activities (numerator) Taxonomy-eligible, but not taxonomically aligned, economic activities
109 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Taxonomy non-eligible economic activities Taxonomy Alignment Assessment Significant Contribution In order to determine whether an economic activity is aligned with the Taxonomy Regulation, it must first and foremost comply with the first requirement as described in the Taxonomy Regulation, a significant contribution to one or more of the environmental objectives. The generation of electricity using solar photovoltaic technology (D.35.1.1) makes a significant contribution to mitigating climate change. The contribution of this activity lies in the fact that the construction or operation of electricity generation facilities that produce electricity using solar photovoltaic (PV) technology is an economic activity that is an integral part of 'Installation, maintenance and repair of renewable energy technologies', and is subject to the technical control criteria defined by this activity. No significant burden For all economic activities where we can demonstrate a significant contribution to climate change mitigation, we further elaborate on the criteria of "No Significant Burden". This assessment is carried out in areas where we carry out the relevant economic activity within the EU. No significant burden on Climate Change Adaptation Activity (D.35.1.1.1) For the activity contributing to climate change mitigation, a physical climate risk assessment was carried out in accordance with Annex A of the supplementary delegated act on climate in the context of the taxonomy. No significant burden on the sustainable use and protection of water and marine resources Activity (D.35.1.1.1) The additional delegated act on climate in the context of the Taxonomy does not provide for applicable Technical Control Criteria on the sustainable use and protection of water and marine resources for our activity D.35.1.1. Not causing a significant burden in the transition to a circular economy Activity (D.35.1.1.1) The solar photovoltaic panels we use in our factories in Greece and Poland for activity D.35.1.1., as well as the related mechanical equipment, were purchased from well-known manufacturers who pay due attention to high durability and recyclability. We have thoroughly considered the durability and recyclability, as well as the dismantling and recycling options of the components when deciding on the technologies and products used. Not causing a significant burden on pollution prevention and control. Activity (D.35.1.1.1)
110 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 There are no applicable Technical Control Criteria on pollution prevention and control for our activities D.35.1.1. No significant burden on the protection and restoration of biodiversity and ecosystems Activities D.35.1.1.1. Regarding activity D.35.1.1, our facilities are not located in or near biodiversity sensitive areas. Minimum Safeguards The final step in aligning acvies to the Taxonomy Regulaon is full alignment and compliance with minimum safeguards. Minimum safeguards include all procedures in place to ensure that economic acvies are conducted in line with the OECD Guidelines for Mulnaonal Enterprises and the UN Guiding Principles on Business and Human Rights (UNGPs), including the principles and the rights set out in the eight fundamental convenons idenfied in the Internaonal Labor Organizaon's Declaraon on Fundamental Principles and Rights at Work and the Internaonal Declaraon of Human Rights. The scope of the Minimum Safeguards covers the following four issues: Human rights (including labor and consumer rights), Corrupon and bribery, Taxaon and Fair compeon. We follow a two-step assessment approach to assess compliance with minimum safeguards. On the one hand, we examine whether adequate procedures have been implemented to prevent negave effects (procedures dimension). On the other hand, we assess whether results are monitored to check whether our processes are effecve (outcome dimension). At Sarans Group we deeply understand that the behavior of all employees and other actors in our value chain play an essenal role and contribute to the Group's compliance with the minimum safeguards. As a responsible producer of personal care and household products on a global scale, we follow the principles of ethical business conduct for our daily business acvies as presented in Sarans Group Code of Ethics. Sarans Group ensures that its acvies are aligned with the 17 UN Sustainable Development Goals and contribute to naonal energy goals. As part of the Group's Sustainable Development Policy, corporate responsibility is aligned with ESG principles and applied to the four dimensions of minimum safeguards. Annual training is part of our business strategy and is mandatory for our employees. We expect the same ethical business behavior from our supply chains and partners as we do from our own business enes, as they must be compliant with our Code of Corporate Conduct in order to do business with us. Therefore, the minimum safeguards requirements are a major part of our business contracts and Sarans Group's purchasing regulaon policy. The Group's code of ethics supports the promoon and enforcement of pracces related to human rights, ethics, an- corrupon and bribery, environmental protecon, safety, meritocracy and transparency, product and service quality and fair compeon, which are also transferred to our partners/suppliers as they must be compable with the regulaons indicated by the Group's Code of Corporate Ethics and respect its values. Finally, we regularly assess incoming complaints of harmful behavior on various ethics, integrity and compliance issues (including the four issues covered by the minimum safeguards) and assess any necessary adjustments to our processes. This process is ensured by having a policy and procedure for handling complaints and reports. Human rights (including labor and consumer rights) Based on the UN Guiding Principles on Business and Human Rights and the OECD Guidelines for Mulnaonal Enterprises, including the OECD Due Diligence Guidance for Responsible Business Conduct, we have implemented a robust approach to idenfy, prevent and remedy any exisng and potenal negave impacts on human rights. Our posion on human rights exists within our Code of Corporate Conduct. Our strategy to combat human rights violaons is based on impact analysis. The impact analysis concerns our own subsidiaries. Our procedures ensure that correcve acon is taken immediately if a serious human rights violaon occurs and that affected individuals are provided with what is required. The effecveness of our processes is monitored through on-site and on-site inspecons by our own staff on a regular basis. Anyone who feels that their human rights have been violated by acvies of Sarans Group or by anyone in our value chain can contact us through our complaints and reports mechanism. For the fiscal year 2023, Sarans Group has not been convicted of a violaon of labor law or human rights. Corrupon and bribery An-corrupon is a key part of our business strategy and our Code of Conduct. To prevent and deal with corrupt pracces, Sarans Group develops, where necessary and aſter a risk assessment, specific control measures in all its
111 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 acvies to prevent and avoid acts of corrupon and bribery. In this context, within our Code of Ethics there is a note on the prevenon of corrupon and bribery that is communicated to our employees and partners. For the financial year 2023, no complaints/incidents of corrupon and bribery have been reported. Taxaon In line with our ethical business values, tax governance and compliance is a central concern of ours, therefore we are commied to complying with all applicable tax laws and regulaons. The tax governance framework is based on the assessment of selected relevant risks and the implementaon of the relevant safeguards while coordinated by a team of our specialized staff, who work closely with the management of Sarans Group. Our approach to tax compliance is transparent and complies with our Code of Conduct. Within the fiscal year 2024, Sarans group has not been convicted of a serious violaon of tax law. Fair compeon Our operaons are conducted while maintaining full compliance with all applicable compeon laws and regulaons. With our guidelines for fair compeon and ethical business conduct, we seek to achieve and connue fair compeon for the enre Group by creang a corresponding corporate philosophy. Awareness of the an- compeon law risks of our business acvies is of parcular importance to ensure fair compeon. For the financial year 2023, Sarans Group has not been convicted of a violaon of compeon law. Accounng Policy The figures presented in this report have been calculated and are presented in accordance with the Internaonal Financial Reporng Standards (IFRS). Their preparaon requires esmaons during the applicaon of the Group’s accounng principles. Important assumpons are made wherever deemed appropriate. In the present report we present the following KPIs: the proporon of the total turnover from the sale of goods, as well as the total capex and opex of the Group’s economic acvies that correspond to acvies eligible for EU Taxonomy purposes according to the descripon of these acvies and taking into account the respecve NACE acvity codes, as these are presented in the Delegated Act. Since we are currently in the second period of implementaon of the Taxonomy framework (1/1 – 31/12/2024), the Group’s economic acvies were reviewed and ulmately included/excluded solely on eligibility basis and their alignment against the technical screening criteria provided in the related Delegated Acts. Taking into consideraon the above, the following is noted: KPI - Proportion of the total turnover: It was calculated based solely on the total net turnover from the sale of goods and services. The numerator includes only the activities that are considered aligned with the Taxonomy regulation and under the condition that the related revenue is not intended for own use or intergroup transactions. The denominator is the Group’s total net turnover. KPI – Proporon of the total capex: It is calculated based on the capitalized costs for addions to tangible and intangible assets during the financial period under review before depreciaon and any remeasurements, including those resulng from adjustments and impairments, for the relevant reporng period and excluding changes in fair value. The numerator includes only the acvies considered eligible under the Taxonomy legislaon. The denominator covers the capitalized costs for addions to tangible and intangible assets during the financial period under review before depreciaon and any remeasurements, including those resulng from revaluaons and impairments, for the relevant reference period and excluding changes in fair value. KPI – Proporon of the total opex: It is calculated on the basis of direct non-capitalized costs related to the daily maintenance of tangible assets by the company or a third party to whom the necessary acvies are assigned in order to ensure the connuous and efficient operaon of these assets are assigned. Training, other human resource adjustment needs and direct non-capitalized costs represenng research and development are included on the above. The numerator includes only the acvies considered eligible under the Taxonomy legislaon. The denominator covers all direct non-capitalized costs related to the daily maintenance of tangible assets by the company or a third party to whom the necessary acvies are assigned in order to ensure the connuous and efficient operaon of these assets and acvies, such as the needs of the training and other human resource adjustment needs, and research and development costs.
112 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Avoiding double counng: Sarans Group avoided double counng during the Taxonomy compliance process, thanks to the diligent and correct separaon of its acvies based on the producon criteria and the diligent preparaon of the financial data. 2.13.2.2 ESRS E1 Climate Change Integration of climate parameters in the incentive systems of the Group's executives and senior managers (E1.GOV- 3_01-03/E1/E1.GOV-3/13) The Group recognises the importance of climate change and the challenges arising from it, seeking to progressively integrate climate considerations into its governance strategy and incentive schemes. Although there is currently no specific remuneration system directly linked to the reduction of greenhouse gas (GHG) emissions, the Group is in the process of evaluating a framework to ensure that executive performance is linked to sustainability indicators. As part of this strategy, the Group is exploring the incorporation of sustainable business performance into its management evaluation criteria. This includes potentially linking the Group's climate targets to the variable part of remuneration to reinforce management's commitment to reducing its carbon footprint. In addition, the application of ESG (Environment, Society, Governance) criteria to the remuneration policy is being considered, ensuring that strategic decisions taken by management are aligned with the Group's long-term climate commitments. The Group seeks to develop a long-term incentive framework, strengthening its resilience to climate challenges. Adapting to regulatory requirements for CO₂ emissions, improving energy efficiency, as well as access to green financing, are key parameters considered within the sustainability strategy. Through these initiatives, the Group aims not only to reduce its environmental footprint, but also to enhance its competitiveness, responding to the changing demands of consumers and investors for more sustainable business practices. Description of the processes to identify and assess material climate-related impacts, risks and opportunities (E1.IRO-1_01/E1/E1.IRO-1/20) The process of identifying and assessing the material impacts, risks and opportunities associated with climate change has been analysed within the Sustainability Report (more in chapter 2.13.1, IRO1_01). In the context of Double Materiality, the Group has undertaken a structured analysis, taking into account both the impacts of climate change on the environment and society (Impact Materiality) and the corresponding business risks and opportunities (Financial Materiality).
113 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Impacts of Double Materiality related to climate change Through the evaluation process, the following results emerged:
114 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Based on the Double Materiality results, the Group has made disclosures on the high impact issues related to climate change. In this context, it is focusing on carbon management, which has been identified as one of the most material issues related to its operations and products. At the same time, the Group recognises the importance of proactively managing the risks and opportunities associated with climate change. Although some issues, such as energy consumption, were assessed as medium impact, the Group has mechanisms in place for monitoring, energy optimization and compliance with international and local regulatory requirements. The Group adapts promptly to changes in the regulatory framework, ensuring that its business activities fully comply with the relevant environmental standards. In addition, it recognises the economic impacts of climate change and incorporates both the risks and opportunities arising from climate change into its strategy. In relation to the opportunities created by climate change, the Group is investing in the development of low-carbon products, leveraging green financing and seeking to enhance its reputation through the implementation of proactive emission reduction strategies.
115 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 On the risk side, it is preparing for the financial burdens of new regulations (e.g. carbon pricing, CBAM) and potential supply chain disruptions due to the impacts of climate change. The Group follows a compliance and sustainability strategy, incorporating control and management procedures to ensure that all its operations meet the highest climate and environmental standards. In this context, it is committed to continuously improving its energy efficiency, reducing its carbon footprint and developing resilient business practices that will help address the challenges of climate change. Group Climate Change Mitigation Transition Plan (E1-1_01-16/E1/E1-1/14-17) Strategic approach and compatibility with the objective of 1. 5°C The Group has developed a comprehensive transition plan for climate change mitigation. The plan is fully aligned with the Paris Agreement and Europe's climate neutrality target for 2050, reflecting the Group's strategic commitment to sustainable development. As part of this strategy, the Group has set Science-Based Targets (SBTi), which are designed to be confirmed by the Science-Based Targets initiative (SBTi) within 2025. The Group's climate targets are summarised below: 42% reduction in absolute emissions in CO2 scope 1 & 2 by 2030, with a base year of 2023. Net-zero carbon footprint across the Group's value chain by 2050 (incl. emissions of CO2 scope 1,2 & 3). The CO2 emissions scope 2, included in the reduction target, are calculated according to the CO2 emissions market- based method, which takes into account the specific power purchase contracts and any Guarantees of Origin (GOs) used by the Group to cover its electricity consumption. This approach is in line with international best practices and ensures greater accuracy in the capture of the company's carbon footprint. Also, the Group does not fall under the exclusion criteria of the EU Paris-aligned Benchmarks (PAB), as defined by Regulation (EU) 2019/2089. In particular, it does not operate in sectors such as coal and oil extraction, tobacco production or arms manufacturing, nor has it been identified as being in breach of the principles United Nations Global Compact (UNGC) or the OECD Guidelines for Multinational Enterprises. As such, the Group is not excluded from the EU Paris-aligned Benchmarks (PABs) and may participate in indicators aligned with the climate neutrality objective. The confirmation process by SBTi will follow, ensuring that the Group's commitments are fully in line with international standards for emission reduction. Choosing the base year for reducing greenhouse gas emissions The Group has set 2023 as the base year for the initial GHG emissions reduction target for 2030, ensuring that it is a representative and reliable benchmark for monitoring progress in emissions reduction. The choice of 2023 as a base year is based on: Availability of complete and accurate data: emissions for 2023 have been calculated as accurately as possible, using approved methodologies and validated data. Regularity of business activity: The previous years (2020-2022) were significantly affected by the impact of pandemic COVID-19, with fluctuations in demand, supply chains and operational conditions that did not reflect normal business reality. 2023 is the first fully representative year after the pandemic, allowing for reliable monitoring and comparison of emissions. Alignment with the Group's commitments: The choice of a specific year allows for meaningful comparison of future emission reductions and monitoring of the effectiveness of the carbon reduction actions implemented. Strategic levers and key actions for climate transition In order to achieve the emission reduction targets, the Group has developed a carbon reduction plan, which includes specific measures and actions:
116 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Energy efficiency & renewable energy sources: A gradual transition towards the supply of energy from renewable sources and improving energy efficiency in production plants in Greece and Poland. Innovation in product & packaging design: Implementing circular and sustainable solutions, such as replacing plastic packaging with recycled or recyclable materials and developing products with a lower carbon footprint. Optimising the supply chain: Working with suppliers to reduce the carbon footprint of raw materials and transport by integrating sustainability criteria into procurement processes. Integration of green technologies: Investing in cutting-edge technologies to reduce emissions across the Group's operations. Climate target setting process and stakeholder participation The Group approaches the process of setting its climate targets with scientific accuracy and documentation, ensuring compliance with internationally recognized standards and best practices. In this context, the Group's climate targets have been developed to ensure that they are scientifically based and aligned with the Science-Based Targets initiative (SBTi) methodology. As climate targets require rigorous scientific analysis and technical documentation, stakeholder participation in this process would not in itself ensure the required validity and compliance with international criteria for emission reductions. Instead, the Group has chosen to pursue an approach based on scientific data and models, with the aim of having its targets approved and validated by the SBTi. At the same time, it is committed to communicating its climate plans transparently and working with stakeholders during the implementation phase to ensure that its objectives are effectively implemented. In particular, within 2025, stakeholders will be actively involved in updating the results of the Double Materiality, with the aim of continuously aligning the Group's climate actions with changing market conditions and expectations. Management of locked-in CO₂ emissions Locked-in CO₂ emissions refer to carbon dioxide emissions that are effectively "locked-in" due to a company's existing technological and production constraints. These emissions cannot be reduced immediately without significant capital investment, technological upgrades or changes in production processes. The Group recognises that some CO₂ emissions, especially in scope 1, are directly related to its production activities and existing infrastructure, making their reduction particularly challenging. For CO2 scope 1 emissions, which mainly relate to the use of fossil fuels in production facilities and equipment operation, the Group is considering opportunities to improve the energy efficiency of its infrastructure through the gradual replacement of older equipment with more efficient technologies. For CO2 emissions scope 2, the Group is implementing a transition plan towards the consumption of electricity from renewable sources, utilizing the existing photovoltaic installations in some plants (Oinofyta plant, Greece and Polipak plant, Poland) and exploring the expansion of self-generation. At the same time, the Group is considering the potential of purchasing Guarantees of Origin (GOs) within 2025, with the aim of gradually reducing the carbon footprint of the electricity consumed for the production of its products. Investment and funding for the transition plan The Group has developed a clear investment plan to support the transition plan, including CapEx investments for energy efficiency projects and renewable energy infrastructure. Within 2024, an expansion of renewable energy use in Poland took place, with Polipak deploying 1.3 MW of photovoltaics. At the same time, it is incorporating the EU taxonomy into its strategy to ensure that its economic activities are aligned with EU sustainability criteria. Potential risks and risk management The Group recognises that some of its activities may be associated with emissions that cannot be directly reduced, either due to the characteristics of its products or due to existing production infrastructure (locked-in emissions). However, the Group is implementing proactive measures to gradually reduce these emissions, ensuring that it remains on track to meet its climate targets and mitigating potential risks from future regulatory changes or market developments. Integrating the transition plan into strategy and governance The Group's transition plan is inextricably linked to its overall business strategy and financial planning. The plan is approved and monitored by its management and supervisory bodies, ensuring that climate objectives are integrated into the strategic decision-making process.
117 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Progress and implementation of the transition plan The Group is committed to reporting progress on the implementation of the transition plan through transparent monitoring procedures and plans to publish annual updates on progress towards its climate targets and the implementation of carbon actions. Where a transition plan has not yet been fully implemented, the Group will provide a clear timetable for its development, ensuring that it is gradually integrated into its business activities and wider corporate planning. Adopting a policy on climate change The Group does not currently have a separate policy on climate change mitigation and adaptation, but covers the issue of environmental responsibility within the Group's Code of Conduct. The Group's climate change strategy is already embedded in its overall business strategy through targeted actions such as managing carbon emissions, improving energy efficiency and promoting the circular economy. Aligned with the Group's established climate targets and the ongoing SBTi confirmation process, the Group is also considering the adoption of a formal policy on climate change mitigation and adaptation, ensuring alignment with international standards and best practices. Climate risk analysis and resilience strategy and business model (E1.SBM-3_01-06/E1/ E1.SBM-3/18-19) The Group recognises that climate change creates significant risks and opportunities that may affect its operations, strategy and competitiveness. Based on the results of the Double Materiality, the Group has identified both physical risks and transition risks associated with the impacts of climate change and regulatory requirements. However, the Group has not yet carried out a comprehensive resilience analysis based on the principles of the Task Force on Climate-related Financial Disclosures (TCFD), nor has it applied a climate scenario analysis exercise to fully assess its resilience to climate change (climate adaptation). Climate risk analysis Transition risks (transition risks) Transition risks are related to changes in regulations, policies and consumer preferences due to the transition to a low-carbon economy. The key risks the Group has identified include: Increased costs due to new regulatory requirements (e.g. EU ETS, CBAM, carbon pricing). Potential financial penalties for non-compliance with emission reduction targets. Increased energy costs due to carbon taxes and the transition to renewable energy sources. Risk of losing clients and investors due to non-alignment with ESG criteria. Technological risk, as competitors may move faster to adopt more sustainable solutions. Physical risks (physical risks) Physical risks are related to the direct impacts of climate change on the Group's activities and its supply chain. The key risks that have been identified include: Supply chain disruptions due to extreme weather events that may affect the supply of raw materials and the distribution of products. Increased energy costs due to higher demand for cooling or heating, depending on the geographical areas of operation. Changes in product demand due to variations in consumer habits, such as increased demand for sunscreen products due to severe weather conditions. CO2 emission reduction targets and management of climate impacts, risks and opportunities (E1-2_01,E1-3_01-08 & E1-4_01/E1/ E1-2,E1-3 & E1-4/25-33) The Group has developed an integrated strategy that incorporates climate change mitigation & adaptation, energy efficiency and the transition to renewable energy sources. These policies are aligned with the Paris Agreement and have been formulated in collaboration with leading sustainability consultants. The Group's climate strategy is focused on four key pillars, which include policies, actions and commitments that shape the path towards emissions reduction and environmental responsibility.
118 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Climate change mitigation The Group has set clear and scientifically based climate targets, which include: 42% reduction in scope 1 & 2 CO₂ emissions by 2030, with a base year of 2023. Net-zero carbon footprint across the Group's value chain by 2050 (incl. emissions of CO2 scope 1,2 & 3). At the same time, the Group is committed to setting a target for the reduction of CO2 emissions scope 3 by 2027, focusing on CO2 emissions from raw materials and its transportation. Climate change adaptation Although the Group has not conducted a resilience analysis through TCFD climate scenarios, it has incorporated actions that enhance its adaptation to the impacts of climate change: Re-organization of the distribution network to reduce the carbon footprint of the supply chain by improving the efficiency and loading rate of vehicles. Supplier diversification strategy to reduce the risk of disruption due to extreme weather events. A green innovation strategy, investing in sustainable products and environmentally friendly packaging materials. Energy efficiency Energy efficiency is a priority for the company, which invests in: ISO 50001 certifications for the optimization of energy management of production facilities. Improving the energy efficiency of equipment, such as replacing fixed air compressors with variable speed drives (VSDs), which reduce energy consumption. Intelligent lighting systems and efficient production processes at Polipak and Ergopack facilities. Improving logistics and storage performance by optimizing pallet storage, increasing transport capacity and reducing emissions. Renewable energy deployment The Group is investing in the gradual transition to renewable energy sources, incorporating: 1 MW photovoltaics at the Oinofita plant, covering 46.5% of energy consumption. An additional 0.9 MW of photovoltaics, aiming to increase coverage to 85% of energy needs. Photovoltaic installation 47,5 kW at the headquarters. Expanding the use of renewables in Poland and Ukraine, with Polipak to deploy 1.3 MW of photovoltaics by 2024. Other initiatives The Group implements broader environmental strategies, such as: ISO 14001:2015 for Environmental Management at facilities in Greece and Poland. Waste management and the circular economy, through: o Reducing the use of primary materials and increasing the use of recycled materials in products and packaging. o Gradual elimination of microplastics due to legislative requirements in personal care products by 2027. Resources available for climate change adaptation Material resources The Group is making significant investments in its transition towards a more sustainable business model, with particular emphasis on increasing the use of renewable energy sources and improving the energy efficiency of its production processes. In particular, it has committed funds for the installation of photovoltaic systems, contributing to the gradual reduction of its dependence on non-renewable energy sources. At the same time, it is implementing optimizations in its production facilities, aiming to increase energy efficiency and reduce operating costs.
119 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 In addition, the Group invests in the development of innovative low-emission products, strengthening its portfolio with solutions that meet modern environmental requirements and the growing consumer preferences for sustainable products. These investments are aligned with the key expenditure (ratios capital expenditure CAPEX) aligned with the European Taxonomy in accordance with EU 2021/2178 regulations, ensuring that the company complies with European standards for sustainable financing. Through these initiatives, the Group is shaping a resilient transition strategy, minimising the climate impact of its operations and seizing the opportunities arising from the global shift towards sustainability. Intangible resources With regard to key intangible resources, these refer to non-physical assets that provide a competitive advantage and are necessary for a company's business model and value creation. These resources are often difficult to replicate, giving companies long-term strategic benefits. The main categories of key intangible assets include: - Intellectual Property (IP) - Patents, trademarks, copyrights and trade secrets protect a company's innovations, brand name and creative content. These assets prevent competitors from easily copying products or services, ensuring lasting profitability. - Brand equity - A strong brand creates loyalty, trust and customer recognition, leading to top pricing power, customer retention and easier market entry for new products. - Customer relationships - Data on customer preferences, loyalty programs and loyalty strategies help businesses to tailor their offerings, improving customer satisfaction and customer lifetime value. - Organizational culture and human capital - A company's workforce, leadership and knowledge base contribute to innovation, efficiency and strategic execution. Culture promotes innovation and collaboration, making it difficult for competitors to replicate. - Technological & Digital Assets - Proprietary software, algorithms, databases and digital platforms enable efficiency, automation and improved customer experiences, making them a critical part of modern business models. - Business Processes & Expertise - Unique processes, methodologies and operational efficiencies that drive productivity, cost advantages or superior customer service contribute to ongoing value creation. Dependence on key intangible resources The Group relies substanally on its intangible resources to create value, diversify its products and maintain its compeveness in the consumer goods (FMCG) market. According to arcle 150 of Law 4548/2018, large companies are required to provide informaon on the key intangible resources that affect their business model. In the case of the Group, intangible resources do not merely act as complementary assets, but are fundamental factors in ensuring the financial performance and long-term sustainability of the company. The Group's dependence on intangible resources is reflected as follows: - Intellectual Property (IP) - Dependence on registered innovaons & trademarks: A diversified porolio of trademarks (STR8, Bioten, Carroten, Orzene, etc.), as well as registered patents, protect product formulaons and ensure a sustainable compeve advantage. Without this protecon, the Group would be exposed to compeon, with the risk of losing market share due to counterfeit or copied products. - Strong Brand Equity - Dependence on consumer awareness and trust: The Group operates in markets where consumer confidence and percepon of quality play a key role in purchasing decisions. The Group’s brands have established themselves as benchmarks in many FMCG categories, enabling pricing power and connuous new product development. A loss of reputaon or a reducon in brand awareness would have a direct impact on the Company's sales and viability. - Customer relaonships & consumer behaviour data - Dependence on market and loyalty insights: The Group relies on the analysis of consumer behaviour data, which enables it to tailor its products and markeng strategies to customer needs. The loss of access to this data would reduce the ability to adapt quickly to changing market trends, negavely impacng sales and new product development.
120 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 - Organizational culture and human capital - Dependence on expertise & innovative thinking: Human resource experse is an essenal compeve advantage. The Group depends on its ability to aract and retain skilled professionals, as the loss of talent could slow new product development and reduce the momentum of innovaon. In addion, the Research & Development (R&D) department develops innovave formulas and improved products that shape consumer trends. - Technological & Digital Assets - Dependence on automaon and digital innovaon: The Group has adopted proprietary digital plaorms and technology tools that support both internal processes and customer interacon. These digital infrastructures enable faster distribuon, beer inventory management and personalized customer service. Reliance on these tools makes it crical to connually upgrade and protect them from cyber threats and technological obsolescence. - Business processes and know-how - Dependence on opmized operaonal processes: Efficient and scalable producon processes allow the Group to remain compeve in terms of cost, quality and speed of distribuon. Experse in raw material sourcing, producon processes and supply chain management is a crical element of the company's strategy. Any disrupon in these areas could adversely affect operang efficiency and increase producon costs. Creating value through intangible resources The Group creates value through the effecve use of its intangible resources, which are a key element of its business model. Value creaon is achieved through the following mechanisms: Improving efficiency: The adopon of advanced manufacturing and automaon technologies at the Group's facilies enhances the efficiency of the supply chain, reducing costs and improving producon capacity. Strengthening relaons with consumers: Through the analysis of consumer behaviour data and the use of digital plaorms, the Group adapts its markeng and promoonal strategies, creang personalized experiences and increasing customer engagement. Acvang diversificaon: The Group's strong brand name and recognized brands, such as STR8, Bioten, Carroten, reinforce the percepon of quality and differenate its products in the market. Promong innovaon: Connued investment in Research & Development Connuous investment in R&D leads to new formulas and innovave products, enhancing the company's compeveness. Establish market barriers: Registering patents, trademarks and trade secrets protects the Group's know-how and maintains its compeve advantage. As intangible resources are unique and embedded in the Group's strategy and operaons, they form a lasng compeve advantage that contributes to the Group's sustainable growth. Group's energy consumption and greenhouse gas emissions (E1-5_01-21 & E1-6_01-35/E1/ E1-5 & E1-6/37-55) The Group is committed to reducing its energy consumption and greenhouse gas (GHG) emissions by implementing strategies to improve energy efficiency, increase the use of renewable energy sources and reduce CO2 emissions in all its activities. As part of this commitment, it discloses in detail its energy consumption, energy source allocation and CO2eq emissions, aligning its actions with the requirements of ESRS E1-5 and E1-6. Methodology for calculating greenhouse gas emissions The Group applies the full operational control approach for accounting for greenhouse gas (GHG) emissions. Under this approach, reported emissions include only the parent company and all its subsidiaries, over which the Group exercises full operational control. The methodology for calculating emissions is based on the GHG Protocol Corporate Accounting and Reporting Standard and ISO 14064, ensuring compliance with international best practices. Emission factors are derived from recognized sources such as the Intergovernmental Panel on Climate Change (IPCC) and the International Energy Agency (IEA), ensuring the accuracy and comparability of the data. The calculations do not include associates or other entities over which the Group has only partial control, so all CO2 emissions reported in scope 1 and 2 are derived exclusively from the activities of the Group and its subsidiaries.
121 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The calculation of CO2 emissions scope 3 was carried out first time for the reporting year 2023 within 2024, with the aim of further improving the data and gradually aligning it with the requirements of the GHG Protocol. In particular, for CO2 emissions scope 3 from 2023 onwards, the Group follows an integrated and structured approach based on the use of reliable databases, valid emission factors and indirect data sources, as reflected in the Carbon Footprint Model Guide. The calculation process starts with the collection and input of data from different sources, such as supply chain, transport, product use and end-of-life. This data is structured into four calculation models covering the categories of CO2 scope 3: (a) upstream value chain, (b) downstream value chain, (c) use of products sold and (d) waste management. The calculations are based on specialized equations using emission factors from internationally recognized databases such as Exiobase, DEFRA, Ecoinvent and Climatiq, and the method complies with the latest GWP values for all GHGs except CO₂. The Group has incorporated an automatic data update mechanism where changes in data inputs are automatically reflected in the calculation results. In addition, best data management practices have been incorporated to ensure consistency and accuracy of calculations. Data analysis is performed by distinguishing emissions by category, country of production, country of consumption and business unit. Finally, recognizing the continuous evolution of data and available methods, the Group has already set a priority to improve the data by 2026, with the aim of improving the accuracy and representativeness of CO2 emissions scope 3 estimates. The Group continues to optimize its emissions calculation methodology, ensuring compliance with the requirements of ESRS and CSRD, while keeping abreast of developments in the regulatory framework to ensure transparency and accuracy of its environmental footprint. Energy consumption in the Group The Group's total energy footprint includes energy from renewable and non-renewable sources, as well as electricity purchases. For 2024, the Group's energy consumption performance is presented below: Group's thermal energy consumption from non-renewable sources MWh 2022 2023 2024 Natural gas 4,677 3,094 3,347 LPG 86 148 1,620 Diesel 6,922 6,916 6,794 Petrol 3,203 3,898 5,922 Total 14,888 14,055 17,683 0 2.000 4.000 6.000 8.000 10.000 12.000 14.000 16.000 18.000 20.000 2022 2023 2024 MWh Thermal energy consumption from non-renewable sources Natural Gas LPG Diesel Petrol Total
122 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Group's energy consumption from renewable sources MWh 2022 2023 2024 Solar 1,486 1,617 1,410 Adsorpon chiller 167 84 66 Biomass (sunflower husk pellets) 665 1,514 1,268 Firewood 288 288 375 Total 2,606 3,503 3,119 Total electricity consumption of the Group MWh 2022 2023 2024 Total electricity consumpon 28,547 26,814 64,751 Total energy consumption of the Group MWh 2022 2023 2024 Energy consumpon from non-renewable sources 14,888 14,055 17,683 Energy consumpon from renewable sources 2,606 3,503 3.,119 Electricity consumpon 28,547 26,814 64,751 Total energy consumpon 46,041 44,372 85,553 Total Group sales (€ mil.) 445.07 482.17 600.10 MWh total energy consumpon / € mil. sales 103.45 92.03 142.56 0 500 1.000 1.500 2.000 2.500 3.000 3.500 4.000 2022 2023 2024 MWh Energy consumption from renewable sources Solar Adsorption chiller Biomass (sunflower husk pellets) Firewood Total
123 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Group's total energy consumption (in MWh) increased significantly by approximately 93% in 2024 compared to 2023. This increase is mainly attributed to the integration of Stella Pack, which contributed significantly to the Group's total energy consumption. In particular, Stella Pack is responsible for 45% of total electricity consumption, which is reflected in the change in the relative energy consumption index. The ratio of MWh of total energy consumption per mil. euros of sales increased from 92.03 in 2023 to 142.56 in 2024, reflecting the impact of the recent business acquisition and the subsequent expansion of the Group's production activities. It is worth noting that Stella Pack is active in the production of plastic waste bags from recycled plastic (regranulation), a process that requires the use of specialized machinery for the handling and processing of recycled plastic. This need for additional energy-intensive processes is one of the main reasons for the increased energy consumption, which underlines the importance of further optimizing energy efficiency in the Group's production plants. Below is the energy consumption by country for 2024: 2024 Electricity consumpon (non-enewable) Electricity consumpon (renewable) kWh Purchased electricity Solar photovoltaic energy - Self- produced & consumed Bosnia 7,500 0 Bulgaria 206,502 0 Czech Republic 211,546 0 Slovakia 2,500 0 Greece 2,440,603 1,388,626 Hungary 14,550 0 North Macedonia 32,546 0 Poland 850,203 21,817 Poland - Polipak 27,134,624 0 0 10.000 20.000 30.000 40.000 50.000 60.000 70.000 80.000 90.000 2022 2023 2024 MWh Total energy consumption Energy consumption from non-renewable sources Energy consumption from renewable sources Electricity consumption Total
124 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2024 Electricity consumpon (non-renewable) Electricity consumpon (renewable) kWh Purchased electricity Solar photovoltaic energy - Self- produced & consumed Romania 414,451 0 Serbia 31,722 0 Poland - Stella Pack 28,903,942 0 Ukraine 3,089,697 0 The Group, as part of its strategy to reduce emissions CO₂ and the transition to the consumption of energy from renewable sources, has already integrated the self-generation of electricity through photovoltaic installations in its production units. Specifically, in 2024, 36% of the total electricity consumed in Greece came from self-produced solar energy. However, it has not yet proceeded to purchase Guarantees of Origin(GOs) to certify the use of renewable electricity through the market. As the procurement of such contracts is a key driver in achieving the Group's climate goals, the company is actively considering implementing this practice in the near future. Greenhouse gas emissions (GHG) The Group records and discloses the emissions resulting from its activities in all emission scopes CO2 (scopes 1, 2 & 3). Emissions scope 3 were calculated for the first time in 2023 and the Group will continue to develop its calculation model to increase the accuracy of the results year on year. The Group's CO2 results are summarised below: Air emissions (tonnes of CO2 eq) 2022 2023 2024 Direct greenhouse gas emissions - CO2 scope 1 3,355.1 3,172.3 4,405.2 Fuel (CO2: 100%) 912.9 677.5 911.6 Transport (CO2: 100%) 2,442.2 2,494.8 3,493.6 Indirect greenhouse gas emissions - CO2 scope 2 21,006.4 19,447.1 47,328.4 Electricity (CO2: 100%) 21.006,4 19,447.1 47,328.4 Total CO2 scope 1 & 2 24,361.5 22,619.4 51,733.6 Indirect greenhouse gas emissions - CO2 scope 3 - 533,171.9 649,584.1 C1: Purchased goods and services - 178,554.6 210,883.8 C2: Capital goods - 5,079.3 121.3 C3: Fuel and energy related activities (not Included in scope 1 or 2) - - - C4: Upstream transportation and distribution - 6,949.0 9,305.9 C5: Waste generated in operations - 330.2 672.1 C6: Business travel - - - C7: Employee commuting - - - C8: Upstream leased assets - 1,512.9 1,692.1 C9: Downstream transportation and distribution - 8,008.0 9,342.7 C10: Processing of sold products - - -
125 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 *For more information on the Group's total net profit in 2022 and 2023 please refer to the Annual Report 2023 (https://www.sarantisgroup.com/media/4j1oiicl/annual-financial-report-2023.pdf), p. 7. More information on the Group's total net profit in 2024 can be found in section 2.2 of this Integrated Report. Below is a breakdown of both CO2 emissions scope 1 & 2, by country and/or by activity. In particular, as regards CO2 emissions scope 2 and since the Group has not purchased any Guarantees of Origin within 2024, they are calculated and presented using the market-based method. CO2eq. scope 1 (tonnes) From fuel consumption From vehicles Bosnia 0.0 70.2 Bulgaria 0.0 221.8 Czech Republic 0.0 132.7 Slovakia 0.0 51.0 Greece 346.5 805.3 Hungary 0.0 88.5 North Macedonia 0.0 102.8 Poland 134.1 639.6 Poland - Polipak 123.4 48.5 Romania 59.8 458.9 Serbia 9.7 203.1 Poland - Stella Pack 0.0 423.2 Ukraine 237.9 248.1 CO2eq. scope2 (tonnes) Market-based** Location-based** Bosnia 5.4 5.3 Bulgaria 86.5 68.6 Czech Republic 139.3 122.3 Slovakia 0.9 0.3 Greece 1,217.2 616.1 C11: Use of sold products - 327,496.8 411,229.6 C12: End-of-Life treatment of sold products - 5,241.1 6,336.6 C13: Downstream leased assets - - - C14: Franchises - - - C15: Investments - - - Total CO2 scope 1,2 & 3 - 555,791.3 701,317.7 Total Group (€ mil.) net profit * 26.3 39.3 46.0 CO2 emissions scope 1 (tonnes) / € mil. net profit 127.6 80.7 95.8 CO2 emissions scope 2 (tonnes) / € mil. net profit 798.7 494.8 1,028.9 CO2 emissions scope 3 (tonnes) / € mil. net profit - 13,566.7 14,121.4
126 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Hungary 4.7 2.8 North Macedonia 18.4 18.4 Poland 670.2 568.5 Poland - Polipak 21,388.6 18,142.8 Romania 88.1 88.0 Serbia 30.3 22.5 Poland - Stella Pack 22,783.2 19,325.8 Ukraine 895.7 895.7 *Market-based: calculates emissions based on contracted electricity supply. *Market-based: calculates emissions based on contracted electricity supply. **Location-based: calculates emissions based on the energy mix of the country in which the Group operates. From the above tables it is clear that in 2024 there was a significant increase in the Group's total greenhouse gas (GHG) emissions, with the CO2 emissions of scope 1 & 2 amounting to 51,733.6 tonnes of CO₂eq, increase by 129% compared to 2023 (22,619.4 tonnes of CO₂eq). The main cause of this increase was the integration of Stella Pack, which contributed significantly to both electricity consumption and transport emissions. In detail: Direct CO2 emissions (scope 1) increased from 3,172.3 to 4,405.2 tonnes of CO₂eq (+39%). The increase is mainly due to the integration of the Stella Pack transport fleet, with transport emissions increasing by around 400 tonnes CO₂eq. Indirect CO2 emissions (scope 2) showed an impressive increase from 19,447.1 to 47,328.4 tonnes of CO₂eq (+143%). Stella Pack is responsible for around 45% of the Group's total electricity consumption, due to its energy-intensive plastic recycling and waste bag production processes. Overall, CO2 scope 1 & 2 emissions increased by 129% in 2024, reflecting Stella Pack's energy consumption. Correspondingly emissions, CO2 scope 3 increased from 533,171.9 to CO2 649,584.1 tonnes of CO₂eq (+22%). The largest increase came from: The purchase of goods & services (an increase of approximately 32,000 tonnes CO₂eq), due to the increased raw materials used in the production units, following the increase in the Group's total sales. The use of manufactured products (an increase of approximately 83,000 tonnes of CO₂eq), as a result of the Group's increased production and total sales. Despite the increase in total emissions, the Group's efficiency indicators were mixed: CO2 emissions scope 1 per mil. € of net profit increased from 80.7 to 95.8 tonnes CO₂/eq. €. CO2 emissions scope 2 per mil. € of net profit increased significantly from 494.8 to 1,028.9 tonnes CO₂/eq. €, reflecting Stella Pack's higher energy consumption due to its main activity of producing plastic bags from recycled plastic. CO2 scope 3 emissions per mil. € of net profit also increased from 13,566.7 to 14,121.4 tonnes CO₂/eq. €. In conclusion, the integration of Stella Pack significantly impacted the Group's carbon footprint, mainly due to electricity consumption and increased transport activity. To achieve the Group's climate targets, the de-carbonization strategy will focus on reducing CO2 emissions scope 2 through the transition to green energy, as well as optimizing the supply chain to reduce CO2 scope 3 emissions. Calculating CO₂ emissions from fuels - scope 1 The Group has calculated the greenhouse gas (GHG) emissions from the consumption of fuels related to its activities, following recognized methodologies and emission factors, in order to accurately and transparently record the impact of its energy footprint. The approach is based on authoritative international sources, including the IPCC 2006 Guidelines for National Greenhouse Gas Inventories, Volume 2: Energy, the European Environment Agency (EEA) - Energy Conversion Factors & Greenhouse Gas Data Viewer, and the UK Government GHG Conversion Factors. In addition, the analysis includes data from IEA Bioenergy - Biomass Energy Content and Conversion Factors, the European Biomass Association (AEBIOM) - Statistical Report on Biomass Energy and EUBIA (European Biomass Industry Association) - Sunflower Husk Energy Potential, as well as from the National Inventory Reports (NIR 2024).
127 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Through this evidence-based approach, the Group ensures that its emissions calculations are reliable, aligned with international standards and contribute to its sustainable development strategy. Emissions offset management and use of carbon credits in the Group (E1-7_01-25/Ε1/E1-7/56-61) The Group, as part of its climate change mitigation strategy, focuses primarily on reducing direct and indirect greenhouse emissions gas (GHG) throughout its value chain. The company has not currently developed removal or storage programs CO₂ in its internal operations, nor has it made any direct investments to remove CO2 from the atmosphere. However, the Group recognises the role of certified carbon credits as a potential tool for managing its residual emissions as part of its long-term strategy for climate neutrality by 2050. Purchase and use of carbon credits The Group has not purchased or cancelled any carbon credits during the current reporting period. However, it is considering including such mechanisms to manage residual emissions in the future, particularly as part of its long- term strategy to achieve a carbon neutral footprint across the Group's value chain by 2050. In particular, it recognises that the use of certified and high quality carbon credits could be part of its strategy, as long as these complements do not replace emission reduction initiatives towards the achievement of climate targets. Although no formal plans have been set out to purchase or cancel such credits, the company remains committed to using carbon credits that comply with internationally recognized standards. The carbon neutrality target will be achieved primarily through a 90-95% reduction in CO2 emissions, while the remaining share of residual emissions may be balanced by credible offsetting solutions such as carbon capture and storage or the use of carbon credits. Internal carbon price (E1-8_01-09/Ε1/E1-8/63) The Group does not currently operate internal carbon pricing schemes. However, recognizing the importance of integrating environmental considerations into the decision-making process, the Group is considering the possibility of introducing such a mechanism in the coming years. The implementation of an internal carbon pricing scheme could help to formulate more effective strategies to reduce emissions, achieve the Group's climate targets and enhance its resilience to future regulatory requirements and carbon markets. Expected financial impacts of physical and transitional risks and opportunities related to climate change (E1-9_01- 44/E1/E1-9/66-69) The Group, recognizing the importance of climate risks and opportunities, identified through the Double Materiality process, to its long-term sustainability, has integrated the management of natural and transition risks into its strategy. The assessment of expected economic impacts takes into account both the challenges posed by climate change and the opportunities for growth through the adoption of sustainable practices. Expected financial impacts from physical risks Physical climate risks include extreme weather events (e.g. heat waves, floods) as well as long-term climate changes (such as warming and changing precipitation patterns). The financial impact of these risks on the Group performance mainly relates to: Possible disruption of the supply chain due to extreme weather events that may affect the availability of raw materials and the operation of production facilities. Increased operating costs due to higher air conditioning and cooling requirements in production facilities and warehouses. Affecting product demand: climate change may increase demand for certain products (such as sunscreens), but at the same time affect other categories due to changes in consumer behaviour. The Group is implementing adaptation measures to reduce these risks, focusing its efforts on diversifying its suppliers and distribution networks to reduce its dependence on regions facing high climate risk. At the same time, it is
128 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 prioritizing the enhancement of the energy efficiency of its facilities in order to reduce its exposure to increased energy costs related to the impacts of climate change. In addition, in 2025 it will join a financial impact assessment of physical risks, which aims to quantify their impact in terms of assets and revenues, thus strengthening the Group's resilience strategy. Expected financial impacts from transition risks Transition risks include changes in the regulatory framework, increasing requirements to comply with European environmental legislation (such as the EU ETS and CBAM) and changing consumer preferences for sustainable products. The main financial impacts include: Increased regulatory compliance costs due to the adoption of stricter CO₂ emission directives and possible participation in carbon pricing mechanisms. Possible financial burdens due to carbon taxes or emission restrictions that could affect the profitability of certain production activities. Changes in consumer preferences, which may increase demand for more sustainable products, forcing investment in product redesign and renewable materials. To manage transition risks, the Group has already adopted strategies to reduce emissions CO₂, focusing on investments in renewable energy sources, such as the installation of photovoltaic parks at its production facilities. At the same time, it is improving the energy efficiency of its facilities through technological upgrades and certification ISO 50001, ensuring optimal management of energy consumption. In addition, it is developing innovative, environmentally responsible products in response to growing market demands for sustainable choices. At the same time, the Group is in the process of quantifying its transition risks, with the aim of formulating long-term strategies that will enhance its resilience to climate and regulatory challenges. Financial opportunities related to climate change Climate change also creates new business opportunities, which include: Development of low CO₂ emission products, such as the Clinéa cosmetics range, incorporating recycled materials and sustainable raw materials. Diversification of the product portfolio to meet new consumer needs related to climate change (e.g. increased demand for sunscreens due to increased exposure to UV radiation). Improved corporate reputation and access to ESG investments, which can accelerate the attraction of new customers and partners. The Group recognises that the natural and transient risks of climate change could affect its long-term financial performance. At the same time, it is seizing new climate opportunities through the development of innovative products, green energy investments and CO₂ emission reduction strategies. It also continues to quantify the economic impacts to formulate effective adaptation policies and enhance its long-term resilience as it believes that adapting to these trends will enhance its competitiveness by generating new revenue streams and reducing the risk of losing market share due to non-compliance with climate requirements. Transition event identification process, exposure & sensitivity assessment of activities (ESRS E1 - AR.12) The Group recognises the importance of analysing transition events in the short, medium and long term and assessing the exposure and sensitivity of its activities to these events. Approach to the identification of transition events Although the Group does not currently have a standardized and structured framework for assessing transition events in accordance with the requirements of ESRS E1 AR12, the Group incorporates relevant analyses and assessments in its strategic and operational plans. The identification process includes: Short-term (1-2 years): analysis of current and upcoming regulatory changes, such as the implementation of EU ETS and CBAM, and adaptation to supplier and customer requirements for sustainability. Medium term (4-10 years): assessing the evolution of emission reduction technologies (e.g. use of renewable energy), market pressures for low carbon products and changes in consumer preferences.
129 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Long-term (up to 2050): assessing the impact of long-term climate policies, such as the complete decarbonization of the EU's energy mix and the strengthening of carbon mechanisms at global level. Exposure & sensitivity assessment of assets & activities The Group has identified the key areas in which its operations are most vulnerable to transition events, including: Increase in energy and raw material costs due to regulatory requirements to reduce emissions. Adapting to customer and supplier demands for sustainable products and a reduced carbon footprint. Managing risks from investments in production facilities and adapting operating units to new low-emission standards. Future actions & adaptation of the process The Group plans to strengthen its transition event assessment process, integrating it into its risk and opportunity analysis, as part of its broader sustainability strategy. In addition, at the next stage of maturity of the transition plan, a more systematic exposure and sensitivity assessment methodology will be developed to fully meet the requirements of ESRS E1 AR12. 2.13.2.3 ESRS E2 Pollution Process for identifying and assessing the significant impacts, risks and opportunities associated with pollution (E2.IRO-1_01-03/Ε2/ E2.IRO-1/11) The process of identifying and assessing the material impacts, risks and opportunities associated with pollution has been analysed within the Sustainability Report (more in chapter 2.13.1, IRO1_01). In the context of Double Materiality, the Group has undertaken a structured analysis, taking into account both the environmental and social impacts of pollution (Impact Materiality) and the corresponding business risks and opportunities (Financial Materiality). Impacts of Double Materiality related to pollution Through the evaluation process, the following results emerged:
130 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Based on the results of Double Materiality, the Group discloses high-impact issues, focusing exclusively on microplastics, as they are the most significant pollution issue related to its operations and products. However, despite the fact that the use of substances of high and very high concern has been assessed as a medium impact issue, the Group recognises the importance of the issue and is closely monitoring developments in the changing regulatory framework. In particular, it maintains continuous compliance with international and local regulatory requirements and, in addition to responding immediately to any regulatory changes, it acts proactively by monitoring and participating in the process of possible review, restriction or prohibition of specific substances. In this way, it ensures that its products are adapted to new consumer safety requirements in a timely manner. The Group has adopted a proactive compliance strategy, incorporating control and management procedures to ensure that all products meet the highest quality and environmental standards. In this context, it is committed to maintaining high levels of safety and responsibility, providing the market with products that are fully compliant with the regulations in force and meet the current needs of consumers and stakeholders. Management approach and strategy The Group has already developed management mechanisms and mitigation measures for pollution impacts, which include: Internal quality controls to prevent defective or harmful products from being placed on the market. Initiatives to remove microplastics from products, incorporating alternative materials and best practices in their design. Group policies for the management of pollution impacts (E2-1_01-03/E2/E2-1/15) The Group does not have a separate policy exclusively for microplastic pollution. However, the issue is part of the broader context of the Group's environmental policy, which is included in the Code of Conduct. The Group's environmental policy sets out its commitment to reducing environmental impacts, including pollutants related to its activities. In this context, the management of microplastics is a strategic priority and has been integrated into business practices through targeted actions and initiatives, such as the phasing out of the use of microplastics in the Group's products by 2029, in line with legislative requirements.
131 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Group recognises the importance of a systematic approach to the management of microplastics pollution and will consider enhancing relevant policies in the future, as part of its continuous improvement of its environmental commitments. Reducing the negative impacts associated with air, water and soil pollution The Group applies preventive measures and control procedures to minimise the environmental impact of its activities. In particular: Adopts strict environmental management standards and complies with international and local regulatory requirements. It implements control systems throughout the value chain, ensuring that its products do not contribute to uncontrolled environmental impacts. It aims to remove microplastics from its products and explores alternatives for sustainable materials in response to legislative developments and consumer needs. Pollution prevention and emergency management The Group has developed risk management mechanisms and procedures for dealing with environmental incidents, with the aim of minimising their impact. The Group's production units are certified to international environmental and quality management standards, such as ISO 14001, ISO 9001 and ISO 45001, ensuring that continuous controls and preventive measures are in place to effectively manage environmental risks. To strengthen proactive management, the Group has established product recall and withdrawal procedures and conducts annual simulation tests to evaluate the effectiveness of its response measures. At the same time, it has adopted integrated Environmental Management and Health & Safety Systems (SHEQ), which integrate quality, compliance with environmental requirements and protection of employees and consumers. Through these initiatives, the Group ensures that its business operations remain responsible and sustainable, minimising environmental risks and enhancing safety throughout its production activities. Management of microplastics in the Group's value chain (E2-2_02/E2/E2-2/AR-13) As part of its commitment to sustainable development and responsible management of its environmental impact, the Group recognises the importance of controlling microplastics in its products, not only in its direct operations but throughout its value chain. The identification of the issue of microplastics as being of high importance confirms and reinforces the actions that the Group has already adopted or plans to develop. These initiatives extend beyond direct operations to both upstream and downstream value chains, ensuring a holistic and responsible approach to managing environmental impacts. Actions in the Group's direct operations The removal of microplastics from certain Group products is a legislative requirement, with deadlines of 2027 for rinse-off products and 2029 for leave-on products. Development has been proactively working over the past two years to develop alternatives, ensuring the Group's timely compliance with regulatory standards. In rinsed products, the Group has already found a reliable solution, replacing the opacifier used in certain formulations. The first successful example is the product "Noxzema Fresh Blossom", which has already been adapted to the new requirements. The new formulas have been completed, the cost analysis has been carried out, and the project is currently being integrated by the Marketing Department. For leave-on products, such as sunscreens, where the waterproofing agent is a key element of the formulation, various alternatives have been tested. However, as the deadline for the ban on microplastics in leave-on products is later, the Group is continuing its research and development to find the best solution in time. Actions upstream The Group cooperates closely with suppliers of raw materials and packaging materials, ensuring compliance with the strictest environmental standards. Key actions include: Strict specifications of raw materials: Promote the use of sustainable and innovative materials with a low or zero microplastic footprint.
132 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Evaluation of suppliers: Continuous monitoring and tracking of suppliers' compliance with Group standards regarding the reduction or replacement of microplastics. Research and development (R&D): working with research centers and institutions to improve product formulation, ensuring compliance with the legislative requirement to phase out microplastics in line with regulatory deadlines. Actions in the downstream value chain The Group takes measures to manage microplastics after the use of its products, focusing on responsible packaging and labelling. It provides clear instructions to consumers on proper disposal and recycling, helping to reduce microplastics leakage into the environment. At the same time, it reinforces its commitment to tackling microplastic pollution through strategic partnerships with specialist agencies and organizations. As part of this approach, it participates in initiatives and networks, such as Comsetics Europe, PACDI, Rucodem and Plastics Recycler Europe Association (PRE), to share expertise, promote solutions for the effective management of microplastics and contribute to the development of sustainable alternative practices. Through these synergies, the Group is strengthening its market position as a responsible producer and actively contributing to the management of the environmental challenge of microplastics. Microplastics use data and reduction targets A total of approximately 48 tonnes of microplastics were used in the production of the Group's products containing microplastics during the reporting period. The Group has set a target to gradually reduce their use by 2027 and completely eliminate them from all its products (those containing microplastics) by 2029, ensuring compliance with legislative requirements and the adoption of sustainable alternatives. Methodology for measuring and monitoring the use of microplastics To monitor and report the use of microplastics in its products, the Group has adopted a structured calculation methodology based on specific production and product composition data. The procedure includes: Identification of products containing microplastics, based on their composition. Determination of the quantities of microplastics contained in each product, in accordance with the approved formulations and raw material specifications. Calculation of the total consumption of microplastics, taking into account the production volumes of the products concerned during the reference period. Data sources include internal production and product management systems, such as technical specifications, product formulations and production records. Data is collected and checked in cooperation with the Group Research & Development unit, ensuring the accuracy of reporting and compliance with regulatory requirements. Potential financial impact of risks and opportunities related to microplastics (E2-6_01-10/E2/E2-6/39-41) The Group recognises that microplastics pollution is an issue of increasing importance, both from a regulatory and environmental perspective, which suggests potential future impacts on its financial performance. Due to the ever-changing regulatory framework and the tightening of European and international laws that have set a specific phase-out plan for the use of microplastics, the Group is evaluating the potential financial impact of risks related to the replacement of microplastics in the product mix. Although no direct financial impact is currently recorded, the Group has already completed where technically feasible the replacement process and continues the process of considering alternatives and replacing microplastics in selected product categories in order to reduce exposure to future compliance costs and potential penalties. Impacts and time horizons for implementation The main financial impacts that may arise relate to: Increased compliance costs: new requirements from regulatory authorities (e.g. European Chemicals Agency - ECHA) that may lead to the need for product redesign and changes in raw materials. Research & Development (R&D) expenditures: The development of new non-microplastic products and the replacement of existing ones is likely to increase R&D expenditure in the coming years. Investment in new production technologies: The gradual adaptation of production processes to eliminate microplastics may lead to additional capital investment.
133 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Possible reduction of revenues from certain product categories: if legislation prohibits the use of microplastics in certain products, the Group may need to reshape its portfolio or increase the cost of its products, which may affect its market shares. Improving competitiveness: New products developed without microplastics may create new market opportunities and lead to increased sales in regions where the use of microplastics is legal. The Group is considering medium (2026-2030) and long-term (2031-2035) scenarios to assess how changes in the regulation of microplastics use could affect its business. Economic assessment of environmental impacts In the context of transparency, the Group is recording and monitoring the costs related to environmental impact management: Operating and capital expenditure The Group has not recorded any significant capital expenditures related to environmental incident management or pollution remediation within 2024. However, as the issue has been identified as significant, an assessment of its financial impact should be made going forward. At present, it is not possible to quantify the current impact due to lack of financial assessment, which will be taken into account in future reports. As regards the operating costs related to the research and development (R&D) of alternatives, they are expected to increase gradually in the coming years. However, current expenditure in this area is not available for reporting. In conclusion, the Group is closely monitoring developments in microplastic pollution and related regulations to ensure compliance and maintain its competitiveness. Although the financial impact is currently limited, the Group is progressively adapting products, evaluating alternatives, and analysing scenarios to address future risks and seize new opportunities as they arise. 2.13.2.4 ESRS E5 Resource use and the circular economy Process for identifying and assessing the material impacts, risks and opportunities related to the circular economy (E5.IRO-1_01-02/Ε5/ E5.IRO-1/11) The process of identifying and assessing the material impacts, risks and opportunities associated with the circular economy has been analysed within the Sustainability Report (more in chapter 2.13.1, IRO-1). In the context of Double Materiality, the Group has undertaken a structured analysis, taking into account both the impacts of the circular economy on the environment and society (Impact Materiality) and the corresponding business risks and opportunities (Financial Materiality).
134 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Results of the double materiality related to the circular economy Through the evaluation process, the following results emerged: Based on the Double Materiality results, the Group discloses high issues impact regarding the circular economy. In this context, we will focus on the circular economy, and in particular on resource management and consumption, as well as waste generation and disposal, which have been identified as the most material issues related to its operations and products. At the same time, it recognises the importance of proactive management of issues related to the circularity of its products and the use of natural resources. Although some issues, such as resource outflows related to products and services, were assessed as medium impact, the Group implements mechanisms to monitor and comply with international and local regulatory requirements. The Group adapts promptly to changes in the regulatory framework, ensuring that its products fully comply with the relevant requirements. The Group follows a compliance strategy, incorporating control and management procedures to ensure that all products meet the highest quality and environmental standards. In this context, it is committed to maintaining high levels of responsibility, incorporating sustainable practices in the management of raw materials and waste, enhancing product cyclicality and reducing its environmental footprint.
135 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Management approach and circular economy strategy The Group has adopted a strategy that is aligned with the principles of the circular economy, seeking to optimize the use of raw materials, reduce waste and increase the sustainability of its products. It is implementing a series of targeted initiatives and actions that contribute to the transition towards a more circular business model, with the following key pillars: Efficient management of raw materials and waste Implementation of recycling and reuse procedures for plastics and other materials in the Group's production plants. In particular, through Polipak and Stella Pack activities in Poland, the Group reuses recycled plastic from consumer and industrial waste to produce new products (plastic waste bags). Implementing in-house waste treatment instead of outsourcing waste management, thus ensuring full monitoring and optimization of the process. Sustainable production and innovation practices Investing in new production technologies to reduce the use of primary plastic and replace it with recycled and more sustainable materials. Implement strict quality controls to ensure optimal use of raw materials and reduce waste. Developing new product formulations that contain more natural ingredients while reducing the use of environmentally harmful substances. Off-specification reprocessing practices for semi-finished and finished products to reduce waste. Implement product design, focusing on reducing the carbon footprint and improving the recyclability of packaging. Waste management and sustainable packaging Continuous improvement of recycling processes within the production units, following the highest international standards ISO 14001 and ISO 9001. Enhancing the use of recycled materials in product packaging. A commitment to phase out unsustainable ingredients in packaging and replace them with recyclable and biodegradable materials. Integrating circular economy principles into material procurement and supply chain management. Promoting responsible consumption Raising consumer awareness through clear labelling and guidance on proper recycling of products. Promoting initiatives that encourage responsible consumption and recycling, contributing to a more sustainable lifestyle. With these actions, the Group reinforces its commitment to sustainable development and promotes practices that reduce its environmental footprint, contributing to the adoption of a more circular and efficient economic model. Policies for sustainable resource management and the transition to secondary raw materials (E5-1_01/E5/E5-1/15) As part of its commitment to sustainable development and a circular economy, the Group has adopted specific policies aimed at moving from the use of virgin raw materials to more sustainable options, as well as the sustainable sourcing and use of renewable resources. Issues related to the circular economy are incorporated in the Group's Code of Conduct, specifically in Chapter 6 (https://greece.sarantisgroup.com/media/bq5ns3n3/f_sarantis_code-of- conduct.pdf). Shift from the use of primary resources and increase the use of secondary (recycled) materials The Group implements targeted actions to reduce the use of primary (virgin) resources, incorporating recycled and secondary materials in its production processes. Although no formal target has yet been set for resource use and the circular economy, the Group continues its efforts to manage resources sustainably and promote a more circular production model. Specifically, the Group focuses on issues such as: Increase the use of recycled plastic in product packaging, in order to reduce dependence on virgin plastic.
136 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Waste management with a circular approach: at Polipak and Stella Pack in Poland, the Group implements a system of recycling and reuse of plastic waste, reducing the production of new raw materials. Investments in recycling: in 2024, the Group made an investment of approximately EUR 3 mil. for the purchase of a recycled plastic purification facility at Polipak's plant, enhancing its ability to reuse raw materials and improve the quality of recycled materials. At the same time, the Group is renewing its investment plan, with planned investments of EUR 16 mil. over the next few years, which will be directed to recycling and raw materials regeneration projects at its production units, enhancing the sustainability of its supply chain and its transition towards a more circular production model. Packaging redesign to optimize the use of recycled materials and improve the recyclability of products. Reduction of waste from production through internal recycling and optimization processes for raw materials, semi-finished and finished products, such as the utilization of secondary materials in the production lines of Polipak and Stella Pack. The Group's actions and plans do not have a defined specific time horizon, but are ongoing efforts that are aligned with its commitment to sustainable resource management and the promotion of the circular economy. Circular economy and resource management The Group adopts an integrated strategy for the sustainable management of resources, aiming to reduce its environmental footprint and strengthen the circular economy. Through the responsible sourcing and use of renewable resources, it incorporates environmentally friendly materials and renewable raw materials in its product formulations. This approach is particularly focused in the Personal and Home Care Solutions categories, moving away from petrochemical ingredients, the adoption of nature-derived raw materials, eco-balanced UV filters and natural extracts, contributing to a more sustainable production process. The Group cooperates with responsible suppliers to source certified raw materials, ensuring compliance with international environmental standards such as RSPO, REACH and FSC. The Group's production units focus on optimizing energy efficiency, reducing energy and water consumption and incorporating renewable energy sources. These practices enhance the sustainability of production and help reduce the environmental footprint. One of the Group's major initiatives is the transition from PET (polyethylene terephthalate) and HDPE (high-density polyethylene) bottles to Doypacks (figure E5.1), which has led to a reduction in plastic use of up to 80%. This change significantly reduces the environmental carbon footprint of packaging. At the same time, it replaces the rigid plastic packaging of shampoos and shower gels by switching from polyethylene (PE) to PET, a material that offers improved recycling potential and enhances product sustainability throughout the product life cycle. Figure E5.1: Transition from PET and HDPE bottles to Doypack packaging. The Group also replaces PVC in the packaging of Home Care Solutions products and uses 100% biodegradable and FSC-certified viscose in liquid wipes. Through strict sourcing criteria, it ensures that raw materials are sourced from
137 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 renewable and sustainable sources, incorporating natural and biodegradable ingredients in products such as Luksja, Orzene and Noxzema. In addition, it implements an integrated waste management strategy, promoting recycling and reuse of materials. Through Polipak and Stella Pack's regranulation lines, the Group produces plastic waste bags made of PCR (Post- Consumer Recycled) plastic. The use of 100% recycled plastic in products such as Green Life and Flex waste bags helps to save raw materials and reduce the environmental footprint. The amount of recycled plastic used within 2024 by Polipak and Stella Pack reached a combined total of 43,808 tonnes. It also redesigned the packaging of "STR8 Eau de Toilette" and "STR8 natural spray", replacing the previous hinged version with a simplified, hinge less version, which allows for full recyclability. Although the total material volume (640 tonnes of sales of hinge-free packaging) remains unchanged, the improved separability of the materials significantly increases the recyclability. This change is part of the Group's strategy for more sustainable packaging, reducing barriers to circular waste management. The benefits of the above initiatives are quantified in the charts below which summarize the Group's performance in terms of raw material reduction over the last three years. The reduction in paper comes from a change in the Group's packaging, which results in a reduction in the amount of paper used for product transportation through the value chain. This is an initiative that started at the Group's production facilities in Greece, is planned to be extended immediately to the production facilities in Poland and is also directly linked to the reduction of pallets, as shown in the corresponding chart. The reduction of 108 tonnes of metal comes from the successful redesign of the "STR8 Eau de Toilette" and "STR8 natural spray" packaging. Through these initiatives, the Group reaffirms its commitment to environmental responsibility and sustainability, creating products that meet the needs of consumers and the requirements of sustainable development. Picture E5.2: Savings of raw materials from the Group's resource reduction initiatives 0 20 40 60 80 100 120 140 160 180 200 220 2022 2023 2024 Total 3 years (t) Savings of raw materials Reduction of paper consumption Reduction of glass consumption Reduction of metal consumption Reduction of primary plastic consumption
138 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Chart E5.3: Reduction in the number of pallets used to transport the Group's products as a result of packaging redesign initiatives Due to the heterogeneity of our systems, it is not possible to provide detailed weight data for the purchase of raw materials in 2024. From 2025, with the completion of the upgrade of the Group's ERP system, the ability to record and report such data will be enhanced. Waste disposal results Waste generated (tonnes) 2022 2023 2024 Hazardous waste 15.2 19.1 25.4 Non-hazardous waste 1,869.7 1,790.4 8,071.0 Total waste 1,884.9 1,809.6 8,096.4 Waste diverted from disposal (tonnes) 2022 2023 2024 Hazardous waste Within the Group (on-site) 0.0 0.0 1.3 Outside the Group (off-site) 3.5 4.7 7.1 Non-hazardous waste Within the Group (on-site) 19.7 52.7 5,773.2 Outside the Group (off-site) 1,479.3 1,408.7 1,736.4 Waste sent for disposal (tonnes) 2022 2023 2024 Hazardous waste Within the Group (on-site) 0,0 0.0 0.0 Outside the Group (off-site) 11.7 14.4 17.31 Non-hazardous waste 8.932 3.188 2.186 0 1.000 2.000 3.000 4.000 5.000 6.000 7.000 8.000 9.000 10.000 2022 2023 2024 (#) Reduction in the number of pallets
139 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Within the Group (on-site) 0.0 0.0 0.0 Outside the Group (off-site) 370.7 329.0 561.0 According to the above data, there is an increase in the Group's total waste generated in 2024 compared to 2023. In particular, total waste increased from 1,809.6 to 8,096.4 tonnes, which corresponds to an increase of 347%. The significant increase in the total volume of waste generated within 2024 comes from the integration of Stella Pack into the Group's operations (January 2024). Due to the nature of its production processes, the management of waste such as plastics and rubber, as well as plastic waste aggregates (sinters) is increasing, which mainly contributed to the increase in the Group's total waste generated. Despite the significant overall increase of 347% in waste generated, the increase in waste diverted from landfill was even higher, reaching 413%, while the corresponding increase in waste sent for disposal was limited to 68%. This means that a large proportion of the waste generated is treated, recycled or recovered, reinforcing the Group's strategy to reduce its environmental footprint. The integration of Stella Pack into the Group's activities also reflects the increase in the ratio of tonnes of waste generated per mil. euros of Group sales (t/mil. € sales), which increased from 3.8 in 2023 to 13.5 in 2024. Waste data collection and calculation methodology Waste data is collected and calculated in a simple and flexible process. In particular: Data collection: each production unit and country where the Group operates completes a standard record of the waste generated (hazardous and non-hazardous), as well as the waste diverted or sent for disposal. These records include actual data from the production systems and reports from waste management service providers. Data consolidation: files are centrally collected and consolidated. No complex calculations or estimates are made, as the data are based solely on information provided by the production units. Assumptions/Evaluations: No significant assumptions or estimates are applied as the data are real and come directly from the production units. Economic impacts of risks and opportunities related to resource use and the circular economy (E5-6_01/E5/E5-6/43) As part of its strategy for sustainable resource management and the transition to a circular economy, the Group recognises that the associated risks and opportunities may have a material economic impact on its performance and financial position in the short, medium and long term. Expected financial impacts of risks related to resource use and the circular economy The main risks associated with resource use and circular economy practices include: Risk of disruption in the supply of raw materials The growing demand for sustainable and recycled materials, combined with constraints in the supply of raw materials, may lead to increased supply costs and risks of supply chain disruption. In particular, raw materials such as vegetable and animal oils, fats and biodegradable polymers are directly affected by fluctuations in their prices and availability. In addition, the supply of raw materials related to the food industry, such as palm oil-derived ingredients (e.g. Sodium Lauryl Ether Sulfate - SLES), may be affected by the profitability of palm oil crops and price volatility linked to competition from the biodiesel industry. Fluctuations in the price of recycled plastics also affect the production costs of Home Care Solutions products, adding pressure to the Group's overall supply chain. As a result, the supply management strategy must be continuously strengthened to ensure stability and sustainable growth. Risk of regulatory compliance and increased operating costs Compliance with stricter environmental legislation, such as the EU Deforestation Regulation 2023/1115, requires significant adjustments in the management of supplies and materials, increasing the Group's related costs. In addition, new regulations, such as the Packaging and Packaging Waste Regulation (PPWR) and the Extended Producer Responsibility Scheme for Single-Use Plastics (SUP - EPR Scheme), require the use of more sustainable
140 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 packaging and recycled materials. This may lead to increased operating costs and transition costs, as it requires adaptation of production processes and investment in new technologies and infrastructure. Therefore, the Group's strategy should focus on timely preparation and adaptation to the new legislative requirements in order to ensure compliance, reduce operating costs and enhance sustainable growth Low product circularity and waste management The use of non-recyclable or non-biodegradable materials can increase compliance and waste disposal costs. Waste management, particularly in packaging materials, may affect financial performance due to changes in handling and recycling costs. Expected financial opportunities related to resource use and the circular economy The Group's initiatives for the transition to a sustainable production model create new opportunities with positive economic impacts: Increased market shares for more sustainable products The development of more environmental friendly solutions and the use of recycled materials in products Home Care Solutions is expected to strengthen the Group's position in the high environmental performance product categories. The growing consumer preference for sustainable solutions creates new commercial advantages for the products of Green Life, Flex Sanitas and Bioten Hydro X-Cell . Cost reduction through sustainable waste management Polipak's in-house unit regranulation allows the use of 100% recycled plastic bags, reducing raw material costs. Initiatives to use less plastic in packaging (Noxzema Bonus Pack, INDULONA) help reduce operating costs. Competitive advantage from enhancing sustainability Investments in the circular economy and packaging waste recycling improve the company's corporate profile and compliance with ESG criteria, increasing its ability to attract investment. The use of FSC-certified packaging and biodegradable raw materials enhances product differentiation and the ability to enter new markets. Overall, the transition to the circular economy is a strategic priority for the Group as it offers significant economic opportunities, but also risks that require careful management. The Group expects increased compliance and resource management costs, but initiatives on sustainable products, waste reduction and use of recycled materials will create economic benefits and enhance competitiveness. Operational investments in circular production models ensure the Group's long-term sustainability while strengthening its financial position. 2.13.3 Social 2.13.3.1 ESRS S1 Human Resources Analysis of material impacts, risks and opportunities related to the Group's own workforce (S1.SBM-3_01- 12/S1/S1.SBM-3/14-16) The process of identifying and assessing material impacts, risks and opportunities related to human resources has been analysed within the Sustainability Report (more in chapter 2.13.1, IRO-1). The Group recognises the importance of human resources as a key factor for success and sustainable development. Through the Double Materiality process, it has identified material impacts, risks and opportunities related to its employees and has integrated the management of these issues into its overall strategy and business model.
141 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Results of the double materiality related to human resources Through the evaluation process, the following results emerged: Linking impacts to strategy and business model The impact on human resources is directly linked to the Group's strategy and the successful implementation of its business model. The main impacts include: Secure employment: The Group gives priority to securing stable jobs by supporting a working environment that promotes employee engagement and satisfaction. The strategy is continuously adapted, taking into account the needs and expectations of human resources, enhancing the sense of trust and job satisfaction of employees.
142 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Employee Health and Safety: occupational health and safety are central priorities for the Group, which invests in prevention and safety assurance programs at its facilities, strengthening protection measures and continuously training its personnel. Work-life balance: The Group promotes work-life balance, recognizing that this balance leads to higher levels of engagement and productivity. Employee training & skills development: the Group invests in the training and skills development of its human resources, fostering a culture of continuous learning. This approach provides employees with the knowledge and skills necessary to develop professionally and meet the challenges of an ever-changing work environment. Analysis of material risks and opportunities The Group has identified specific risks and opportunities arising from human resources management: Significant risks: Health and safety at work is a key risk, as any accidents or adverse working conditions can have financial consequences such as increased medical costs, compensation claims and possible interruptions in production. Possible human rights violations, such as discrimination, may adversely affect the Group's reputation and may result in legal or financial sanctions. Failure to retain key talent could disrupt the Group's operations, increase recruitment costs and negatively impact productivity. Important opportunities: The Group invests in the training and skills development of its employees, enhancing productivity and the ability to adapt to technological changes. Through training and development programs, the Group aims to improve operational efficiency, leading to long-term growth and enhanced competitiveness. Providing job security and an emphasis on work-life balance boosts staff engagement and overall satisfaction, reducing the talent drain. Material impacts on human resources from the Group's climate transition plan The Group recognises that efforts to reduce environmental impacts and achieve climate neutrality targets may affect human resources. In this context, the Group places particular emphasis on integrating environmental initiatives in a way that minimizes negative impacts and maximizes positive effects on employees. The implementation of measures to reduce carbon dioxide emissions may bring about changes in the way certain units operate, leading to a restructuring of processes that may affect existing jobs or create new skill requirements. However, through this transition, significant opportunities are emerging for the development of employees through retraining and skills upgrading programs. The Group focuses on training and skills development, ensuring that its workforce is prepared to meet the new demands of a more sustainable business model. In this way, it promotes the adaptability and continuous development of its employees, strengthening their commitment to the sustainability strategy and overall corporate performance. Management and implementation of policies The Group implements policies that promote fair treatment by ensuring the rights of employees. At the same time, it implements control procedures and compliance with international standards, ensuring that there is no forced or child labour in its activities and value chain. In this way, it integrates the management of impacts, risks and opportunities related to human resources into its overall strategy, enhancing the sustainability, safety and well-being of its employees. Policies for managing own workforce impacts, risks and opportunities (S1-1_01-13/S1/S1-1/19-24) The Group has adopted policies related to the management of material impacts, risks and opportunities related to its human resources. These policies are included in the Code of Conduct, which covers issues related to human resources, corporate social responsibility, health and safety, and environmental responsibility.
143 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Group's policy places particular emphasis on ensuring equal opportunities, providing a safe working environment, protecting human rights and maintaining high standards of professional conduct. These policies apply to all human resources, including employees and executives of the Group, and are based on the principles of meritocracy, diversity and equal treatment. Responsibility for the implementation of these policies rests with the Executive Committee and the Group's business functions, such as the Human Resources (HR) Department and other relevant organizational structures, which ensure compliance and effective implementation on a day-to-day basis. Supervisory committees, such as the Audit Committee and the ESG Committee, are responsible for monitoring the implementation of these policies and keeping the Board of Directors informed of relevant developments, potential risks and opportunities for improvement. The Group's overall approach to human resources issues, as well as the supervision of the implementation of policies, is described in detail in ESRS_G1, in the subchapter "The role of the Group's administrative, management and supervisory bodies". Human rights policies The Group is committed to respecting human rights and labour freedoms in accordance with the UN Universal Declaration of Human Rights, the OECD guidelines and the ISO 26000 international standards for Corporate Social Responsibility. The Code of Conduct explicitly states that no form of discrimination, harassment or forced labour is acceptable. The Group implements procedures to prevent and address such phenomena, ensuring a working environment of respect and equal opportunities for all. Health and safety policies The health and safety of employees is a top priority for the Group. The Group applies international standards (ISO 45001) for the management of health and safety at work, taking preventive measures against accidents and ensuring a safe working environment. The Code of Ethics and Conduct provides for continuous monitoring, employee training and the implementation of procedures to improve safety on the premises. Commitment to anti-discrimination and promotion of equal opportunities The Group's policy ensures equal treatment of all employees, regardless of characteristics such as race, gender, religion, age or nationality. The Group expressly condemns all forms of discrimination or harassment and is committed to creating a non-discriminatory working environment. In addition, it places particular emphasis on fostering diversity and inclusion through policies that promote equal access to opportunities for development and career advancement. Alignment with internationally recognized standards The Group's human resources policies are aligned with internationally recognized standards such as the UN Guiding Principles on Business and Human Rights and the International Labour Organization's Declaration on Fundamental Principles and Rights at Work. Based on these policies, the Group seeks to continuously improve the work environment, maintain high standards of professional conduct and enhance employee engagement and satisfaction. Procedures for involving human resources in impact identification (S1-2_01-08/S1/S1-2/27-29) The Group recognises the importance of Human Resources feedback in the process of identifying the impacts arising from its business activities related to human resources. In the context of this year's Double Materiality process, the impact identification was carried out without the direct involvement of employees, as the process was carried out for the first time and was based on the contribution of the Group's top management body. However, the Group has planned to strengthen this process in 2025, with the aim of carrying out a more representative bottom-up feedback process, ensuring that employees' views are taken into account in a more comprehensive manner. Although this year's impact identification did not directly involve the active participation of employees, the Group understands the importance of integrating the feedback of employees in decision-making as there is a strong emphasis on maintaining a positive and fair working environment, with the aim of continuously improving working conditions and enhancing employee engagement and satisfaction. In this context, within 2025, the Group will implement a feedback process involving direct employee participation to ensure that their views contribute meaningfully to the identification of impacts and the formulation of relevant strategies. Responsibility for ensuring the effective participation of HR and the integration of the results of this process lies with the relevant Human Resources managers. This approach includes the establishment of feedback mechanisms, such
144 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 as regular meetings and discussions with employees, and the use of feedback tools such as annual assessments and satisfaction surveys. The Group also recognises the importance of protecting the rights of employees belonging to vulnerable groups, such as women, migrants or people with disabilities. As part of the impact identification process, special attention will be paid to the needs and challenges faced by employees from these groups, thus enhancing fair and equal treatment of all members of the workforce. Accordingly, the Group is committed to maintaining high standards of corporate responsibility, with the aim of ensuring a working environment that promotes transparency, fair treatment and continuous improvement of working conditions, incorporating the voice of employees in strategic decisions concerning human resources. Procedures for the remediation of negative impacts (S1-3_01-10/S1/S1-3/32-43) The Group recognises the importance of having effective mechanisms in place to address negative impacts on human resources and to ensure that employees can express their concerns and needs in a safe and reliable manner. To this end, it has adopted a system of continuous improvement of its processes for providing or contributing to remediation of adverse impacts related to human resources. In cases where the Group has caused or contributed to a material adverse impact, specific remediation procedures are applied, which include: The existence of anonymous and secure communication channels (e.g. whistleblower channel) through which employees can report issues related to labour rights violations, discrimination or working conditions. Conducting internal investigations and assessments by the relevant human resources and compliance teams, with the aim of promptly identifying and correcting any problems. Taking corrective measures, which may include policies to enhance worker safety, training programs or adapting work practices. Regular monitoring of the effectiveness of corrective actions through performance indicators and evaluations by the ESG Committee and the HR Directorate. Ensuring the remediation of adverse impacts is a central element of the Group's human resources policy, with the aim of establishing a fair, safe and transparent working environment. Communication channels for expressing complaints/concerns Group employees have the opportunity to express their concerns or needs through specific communication channels developed by the Group. These channels include direct communication with the Human Resources Department, and there is also the possibility of submitting anonymous complaints through a specific procedure to ensure the protection of those who choose to express their concerns. The Group also participates in third-party mechanisms, such as independent committees or internal mechanisms to manage complaints and concerns. Protection against retaliation and confidentiality The Group maintains a zero tolerance policy towards retaliation towards employees who choose to express their concerns through the channels provided. This protection covers both the employees themselves and their representatives and is ensured through strict confidentiality and information security procedures. Monitoring and evaluation of the effectiveness of the channels The effectiveness of these channels is systematically monitored and evaluated by the Human Resources department to ensure that issues that arise are dealt with in an appropriate manner. Procedures include recording issues, monitoring the progress of their management and providing feedback to the employees concerned on the outcome of the issues reported. Strengthening procedures and informing employees The Group takes into account employee feedback on the reliability and effectiveness of these channels through regular satisfaction and feedback surveys. It is committed to further strengthening these processes in 2025 through a more comprehensive feedback approach (Employee Engagement Survey) that will enable employees to express their views and concerns with even greater transparency and confidence. Finally, the Group plans to invest in additional training programs to enhance employee awareness and awareness of the communication channels
145 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 available, as well as to ensure that employees are aware of their rights and the procedures available to them for expressing concerns or issues. Actions to address substantial impacts on human resources The Group implements a series of actions and initiatives aimed at preventing, mitigating and remedying the material negative impacts on human resources, as well as achieving positive impacts for its employees. Indicatively, the Group takes actions to enhance the safety and well-being of employees, such as investing in health and safety programs, promoting work-life balance and creating opportunities for skills development and career advancement. At the same time, it has adopted procedures to remedy negative impacts, such as managing grievances and providing solutions to employee well-being issues. Managing material risks and opportunities related to human resources The Group recognises the importance of managing the material risks and opportunities associated with human resources. The main risks include the need to ensure the health and safety of employees, as well as the prevention of discrimination or human rights violations. Similarly, opportunities relate to enhancing employee satisfaction and engagement through training, skills development and motivation programs. The Group systematically monitors the effectiveness of these actions and adapts its strategy accordingly, with the aim of creating a safe, fair and supportive working environment. Action plans and resources for managing significant impacts The Group has developed specific action plans and resources to manage the material impacts, risks and opportunities related to human resources. Indicatively, health and safety training programs, procedures to address grievances and provide support to employees, and actions to promote diversity and equal opportunities are in place. The Group invests in infrastructure, technology and human resources to support these initiatives and closely monitors the effectiveness of these actions through defined performance indicators. Evaluation and monitoring of the effectiveness of actions The Group applies procedures to evaluate the effectiveness of human resources related actions. This evaluation is carried out through the monitoring of performance indicators, planned employee satisfaction surveys and analysis of the results of actions. This information is/will be used to continuously improve the Group's initiatives to ensure a positive impact on human resources and enhance employee engagement and satisfaction. Ensuring that the Group's practices do not cause or contribute to a material adverse impact on human resources (S1-4_18/S1/S1-4/AR41) The Group is committed to creating a fair, safe and sustainable working environment, ensuring that its internal practices do not cause or contribute to material adverse effects on its human resources. In this context, it applies rigorous quality management procedures and systems, covering human resources management, procurement, sales and data use, with the aim of preventing and managing potential risks. Human resources management The Group applies non-discrimination, equality and transparency policies in its recruitment, assessment and career development processes, ensuring fair opportunities for all employees. In addition, it has complaint and concern management mechanisms, such as the whistleblower channel, through which employees can report any form of injustice or violation of their employment rights. Procurement practices The Group ensures that its suppliers meet specific quality, compliance and sustainability criteria by applying strict selection standards based on internationally recognised certifications (such as ISO 9001, ISO 14001, ISO 45001) and compliance audits. Although to date the company has not developed a specific framework of responsible sourcing policies, it recognizes the importance of a more comprehensive control mechanism and is committed to strengthening its standards and processes with its suppliers in the coming years. Sales & data use practices The Group ensures that its sales practices comply with the principles of responsible business operation, preventing unfair commercial practices that could create job insecurity. At the same time, it follows strict policies to protect the personal data of its employees, fully complying with the Protection Regulation (GDPR) and best practices in the field of digital security.
146 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 By continuously improving its internal processes and compliance standards, the Group ensures that its operations do not cause or contribute to material adverse impacts on its human resources. On the contrary, by strengthening labour rights, transparency and responsible business operations, it seeks to create a working environment that promotes the growth and well-being of its employees. Objectives for managing substantial negative impacts, promoting positive impacts and managing risks and opportunities (S1-5_01-03/S1/S1-5/47) The Group has set specific, time-bound and results-oriented targets for managing material negative impacts, promoting positive impacts and managing material risks and opportunities related to its human resources. These objectives include: Reducing negative impacts: The Group seeks to continuously improve health and safety conditions in the work environment by implementing innovative programs prevention and training. The central objective is to achieve zero fatal accidents and zero high impact accidents for employees, enhancing the protection and well-being of human resources. At the same time, specific targets relating to the reduction of the Group's recorded accidents will be communicated within 2025, following a detailed assessment of Health & Safety data. This process will allow the definition of targeted interventions and actions, ensuring optimal management of occupational risks and strengthening prevention. Promoting positive impact: The Group emphasizes continuous training and development of employees' skills, with the aim of improving productivity, operational efficiency and professional development. As part of this, it implements targeted training and development programs tailored to the needs of each role and function, ensuring that employees have access to resources that enhance their skills. Although no specific target has been set for minimum hours of training per employee, the Group promotes the continuous upgrading of the knowledge and skills of its human resources. Training will continue to be a strategic priority, with a focus on improving leadership, technical and digital skills, ensuring the continuous development and adaptability of employees to evolving business requirements. Managing risks and opportunities: The Group is committed to enhancing the work-life balance of its employees, adopting flexible working policies where possible and implementing initiatives that enhance their well-being. In order to evaluate the effectiveness of these actions, the Group conducts employee engagement surveys every 2-3 years, ensuring the continuous adaptation of its policies to the needs of its employees. The aim is to maintain a high participation rate in the surveys and to achieve engagement levels that exceed the average of the leading companies in the sector, ensuring the continuous strengthening of organizational commitment in line with best practices. Target setting process The target setting process includes the analysis of the results of the Double Materiality, the input of managers and the collection of data from the Group's existing practices. In 2025, it plans to integrate the views of human resources into the goal-setting process through a process that involves direct employee participation (bottom-up approach). Performance against targets is monitored through defined Key Performance Indicators (KPIs), with regular review by management and analysis of results. These targets are reassessed annually to identify any lessons learned or improvements that can enhance the effectiveness of actions. Procedures for monitoring and evaluating effectiveness The Group applies procedures to monitor progress against the defined objectives, taking into account quantitative and qualitative performance indicators. Effectiveness is evaluated through regular reports and meetings, with the aim of enhancing transparency and providing a clear picture of progress. This information is used to adjust strategic actions where necessary to ensure effective management of the material impacts, risks and opportunities related to human resources. In this way, the Group ensures its commitment to creating a supportive, safe and efficient working environment that enhances the long-term sustainability of its operations.
147 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Characteristics of the Group 's own workforce (S1-6_01-17/S1/S1-6/50) The people of the Group are the driving force behind its success. It aims to attract, develop and retain top talent, ensuring that they have the resources and opportunities to reach their full potential, while contributing to the long- term sustainability of the business. As it continues to grow in different markets, the Group remains committed to creating a thriving, safe and fair working environment, aligned with best corporate governance practices and sustainable development priorities. Its people strategy focuses on three key areas that shape the Group's success: Organization & Culture - Strengthening the work environment with a people-oriented approach, ensuring participation, well-being and an ethical working environment. Talent & Succession - Develop and retain high potential employees, while implementing succession planning to ensure future leadership. Performance & Reward - Recognizing and rewarding contributions, aligning performance management with business growth. Organizational Culture: A people-centred approach to growth and innovation The Group's organizational culture is shaped by its "ETHOS" values - Excellence, Trust, Humbleness, Ownership and Sustainability - which guide the way we attract, develop and support our people. These principles foster a resilient, high-performing work environment where ethical governance, sustainable business practices and corporate responsibility shape decisions. By fostering transparency, accountability and innovation, we create an environment that empowers employees, improves employee engagement and generates long-term value for all stakeholders. Use of National Legal Definitions for the categorization of employees The Group uses the national legal definitions applicable in each country where it operates when recording and analysing its human resources data. In particular, the categories of permanent and temporary workers are determined on the basis of the labour law of the country concerned. Furthermore, the distinction between full-time and workers part-time is made according to national labour frameworks, taking into account the legal limits on working hours and the applicable regulations. For internal comparability and data consolidation purposes, the Group records this information on a basis headcount and, where required, provides an analysis based on different employment contracts by country. This ensures consistency in the classification of employees and harmonization with local regulatory requirements. Organizational Design: a structure built for stability and growth The Group gives priority to stable and sustainable employment, focusing on open-ended contracts to ensure the long- term security of the workforce. Temporary employees are only employed when necessary to meet exceptional operational needs. As of December 31, 2024, 7% of employees were on temporary contracts and 2% were on part- time contracts. The increase in headcount is mainly due to the acquisition of Stella Pack, reflecting the Group's continued expansion and workforce integration efforts. To effectively manage seasonal workforce needs, the Group works with external contractors in roles such as production operators, warehouse operators, marketing staff and beauty consultants. These roles are predominantly manual or administrative tasks, ensuring that the flexibility of the business is balanced with fair and transparent employment practices. The total number of employees of the Group, as well as a breakdown by gender and country, is presented both in this sustainability disclosure and in the Group's financial statements. In particular, this information is included in section 4.10.22 "Number of employees" of this report, ensuring consistency and transparency of data between the financial and non-financial disclosures. This approach enhances the comparability of data and ensures that stakeholders have access to a comprehensive and consistent view of the Group's HR structure, in line with the requirements of ESRS S1-50(g). Below is an analysis of the Group's key human resources indicators for the last three years (2022-2024) and the number of employees based on headcount. The data is presented broken down by gender and country (where possible), covering both permanent and temporary employees: Number of direct employees – Group level 2022 2023 2024 2,290 2,324 3,111
148 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Percentage of men/women Total number of employees per employment contract Gender 2022 2023 2024 Temporary Fixed-term Temporary Fixed-term Temporary Fixed-term Men 992 53 986 54 1,353 106 Women 1,195 50 1,197 87 1,538 114 Total number of employees by type of employment Gender 2022 2023 2024 Full-me Part-me Full-me Part-me Full-me Part-me Men 1,026 19 1,028 12 1,445 14 Women 1,170 75 1,224 60 1,597 55 Total number of employees by employment contract and by geographical area 2022 2023 2024 Men (M) Women (W) M W M W Area Full- me (F) Paral- me (P) F P F P F P F P F P Greece 287 1 546 13 309 4 534 51 309 3 565 15 Outside Greece 705 52 649 37 677 50 663 36 1,044 103 973 99 Total Group 992 53 1,195 50 986 54 1,197 87 1,353 106 1,538 114 More specifically for 2024, the breakdown of the number of employees by country and by contract category is given below 2024 Men Women Full-me Part-me Full-me Part-me Greece 312 0 547 33 Poland 662 3 481 4 Ukraine 269 10 265 10 Romania 73 0 130 2 Bosnia 14 0 11 0 Bulgaria 20 0 62 0 Czech Republic 14 0 32 5 Hungary 9 1 11 0 North Macedonia 24 0 16 1 Serbia 41 0 36 0 Slovakia 6 0 6 0 Portugal 1 0 0 0 Employee voluntary turnover 2023 2024 Country Number of voluntary employee resignaons Voluntary employee turnover Number of voluntary employee resignaons Voluntary employee turnover Bosnia 1 4.2% 3 12.7% Bulgaria 6 6.5% 7 8.6% Czech Republic 1 2.5% 5 8.0% Greece 79 9.2% 88 9.8% Gender 2022 2023 2024 Men 46% 45% 47% Women 54% 55% 53%
149 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Hungary 3 12.0% 1 5.0% North Macedonia 3 5.0% 3 5.1% Poland 44 10.5% 101 8.6% Romania 16 7.2% 30 15.4% Serbia 7 5.2% 6 7.6% Slovakia 1 5.0% 0 0.0% Ukraine n/a n/a 120 21.9% Ensuring fair and impartial recruitment To ensure fairness in recruitment, the Group provides specialized training and continuous development programs for the supervisors directly involved in the selection of candidates. These programs ensure that all candidates are assessed against criteria directly linked to the role, without bias, and in a fully transparent process. The recruitment process is aligned with non-discrimination legislation, ensuring equal employment opportunities for all candidates. Candidates will be assessed solely on the basis of their qualifications, skills and suitability for the post, without discrimination on the grounds of religion, nationality, gender, age, sexual orientation, marital status or disability. Talent management & succession: creating a workforce that is fit for the future Developing talent and preparing future leaders are keys to long-term success. A strong leadership network, combined with targeted career development, allows the workforce to remain flexible, innovative and competitive in an ever- evolving marketplace. Our strategy focuses on two key areas: Talent management strategy and succession planning - Recognizing and cultivating high potential employees through structured career development. Learning & development - providing employees with knowledge, skills and leadership competencies to enhance organizational excellence. Our commitment to structured development, career paths and leadership preparation ensures that our people are able to contribute effectively to the Group's long-term vision. Talent management strategy: cultivating excellence and growth An effective approach to talent identification, retention and career development is vital to creating a high-performing and future-oriented workforce. Through a comprehensive talent management strategy, we enhance internal mobility, career development and workforce planning, ensuring that employees have clear opportunities for growth within the organization. Targeted talent development This framework has been designed to: Identify and develop high potential employees through structured appraisal methods such as performance reviews and leadership reviews. Offer career development opportunities linked to individual strengths and ambitions, ensuring a transparent and merit-based development system. Adopt competency models that support evolving business priorities and market requirements. Enhance internal mobility through a structured internal recruitment programme, allowing employees to explore career development opportunities within the Group. Improve the recruitment, workforce planning and career development process through integration in SAP 2025. Recruitment trends and labour force development in 2024 Talent acquisition remains a key pillar for maintaining a dynamic and diverse workforce. In 2024, 700 new hires were made across the Group's operations, reinforcing its commitment to attract top talent and maintain a diverse and skilled workforce. 60% of these hires came from local communities, supporting the Group’s focus on sustainable employment and community development. The overall increased recruitment figures are mainly attributed to the inclusion of Ukraine in the 2024 reports, as well as the acquisition of Stella Pack, which expanded the Group's workforce and business footprint. The following tables show the breakdown of new recruitments:
150 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Number of new hires 2022 2023 2024 213 257 700 Number of new hires by gender Gender 2022 2023 2024 Men 98 91 330 Women 115 166 370 Total 213 257 700 Number of new hires by country Country 2023 2024 Bosnia 3 5 Bulgaria 14 19 Czech Republic 1 11 Greece 155 144 Hungary 3 2 North Macedonia 6 5 Poland 46 254 Romania 20 38 Serbia 8 7 Slovakia 1 1 Ukraine 0 214 Number of new hires by age group Age groups 2023 2024 <30 years old 71 170 30-50 years old 154 387 > 50 years old 32 143 Total 257 700 Training and skills development of employees (S1-13_01/S1/S1-13/83-85) In 2025, the integration of HR management into the unified system Group's (ERP SAP success factors) will represent a significant step forward in the area of recruitment, internal mobility and HR planning. This transition will introduce a more structured, transparent and data-driven approach to talent management across the Group. Key benefits of this integration include: Centralized recruitment management and workforce planning - A single system to manage the entire recruitment process, ensuring efficiency, compliance and alignment with business needs. Enhanced candidate and employee experience - A single digital platform providing a structured application process, real-time updates and improved visibility of career opportunities.
151 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Data-driven talent analytics - Advanced analytics to monitor recruitment trends, assess workforce capacity and optimize internal talent .pipelines Simplified Compliance and Digitization of HR - Digitized talent management processes that enhance transparency, regulatory alignment and structured career development. This transformational change powered by SAP will modernize the recruiting experience, improve HR visibility, and align talent management with long-term business goals. An approach that emphasizes digital tools and a data-driven approach to talent attraction and succession planning will enhance employee engagement, talent retention, and leadership development, ensuring a resilient workforce ready to meet future challenges. Learning and development: boosting growth and excellence Empowering employees through targeted and meaningful training programs is a key priority. A formal Learning & Development Policy Development supports a culture of continuous learning and professional development, ensuring that employees remain adaptable and ready for the future. Enhancing the value of learning Learning and development act as a strategic driver to enhance the potential of human resources, strengthen motivation and align with the Group's long-term sustainability objectives. We view learning not just as a means of technical improvement, but as a foundation for personal development, professional resilience and organizational success. The Group's initiatives are designed to address critical areas such as leadership, communication, technical expertise and compliance, promoting equitable development through equitable access to learning opportunities and empowering a diverse and resilient workforce. In 2024 alone, 17,559 hours of training were completed in various sectors, reaffirming our commitment to continuous learning and sustainable development priorities. It is worth noting that investment in learning & development increased by 83% compared to 2023, reflecting our commitment to upgrading employee skills, strengthening the leadership pool and empowering the long-term potential of our people. Methodology and assumptions for training and skills development data The Group monitors and records training and skills development hours through internal logs, which are completed by the HR teams in each country of operation. The total number of training hours is derived from officially recorded training activities, including face-to-face seminars, online training, internal workshops and certified training programs. The average number of training hours per employee is calculated by dividing the total number of training hours by the total headcount of employees at the end of the reporting period. Data are recorded broken down by gender, country and employee category (permanent, temporary, full-time and part-time) where possible. The recording methodology is based on manually entered data, which may create small discrepancies between countries. In addition, only officially declared and confirmed training activities are recorded, while informal or spontaneous training is not included in the calculations. The Group is considering the possibility of adopting more automated and integrated solutions to more accurately track and analyze training activities in the future. Training man-hours 2022 2023 2024 Average training hours per employee 16.00 8.58 6.63 Total number of training hours 32,133 19,953 17,559 2024: Year of development In 2024, the Group's learning strategy adopted a tailored and targeted approach, focusing on programs tailored to the specific needs of each employee. This approach, based on the ETHOS Group values, was shaped by information gathered through the Performance Evaluation System, where employees identified their areas of growth, combined with previous initiatives such as LinkedIn Learning in 2023, ensuring that we promote growth, initiative and continuous development, aligned with our commitment to excellence.
152 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 One of the special initiatives of the year was the launch of three distinct Leadership Academies, reinforcing our commitment to developing future leaders within the Group. Tailored to different job levels, these academies included the 6Star Manager Academy, the iLevel Up Academy and the Executive Leadership academy. Each program provided a structured framework for enhancing leadership skills, empowering participants to drive innovation, foster collaboration and make strategic decisions across the organization. Subjects Parcipants (Men) Hours (Men) Parcipants (Women) Hours (Women) Employee welfare, health & safety at work 170 1,126 183 977 Diversity, inclusion & organisaon culture 63 512 93 580 Leadership & employee development 90 1,274 82 1,302 Excellence in customer & service management 98 931 82 767 Legal requirements & Compliance 76 122 47 250 Finance, risks & internal controls 18 204 22 262 Digitalizaon & business analysis 64 244 94 372 Professional & business skills 153 1,514 346 2,361 Outlook: Transforming learning and development through integration of SAP In 2025, the integration of Learning & Development into SAP marks a transformation in the way training and professional development is managed across the organization. This upgrade will create a centralized, intelligent learning ecosystem, enhancing efficiency, personalization and transparency in employee development. Key benefits of this integration include: Advanced data management and analytics - A single platform to monitor training progress, analyse learning trends and provide data-driven insights to optimize HR development strategies. Personalized learning programs for employees - AI-based proposals for personalized learning paths, ensuring that employees receive targeted training in line with professional ambitions and business needs. Automated compliance and alignment with mechanisms - Automatic tracking of mandatory training and certifications, ensuring full compliance with industry regulations. Scalability and integration with systems HR - A holistic system that aligns performance appraisals, skills frameworks and leadership development into a single digital ecosystem. Commitment to growth The Group firmly believes that developing its people is vital to the success of its business and the achievement of its sustainable development goals. By investing in targeted learning programs, enhancing leadership development and leveraging advanced technology, we are creating a resilient, future-ready workforce capable of meeting the challenges of tomorrow. Looking ahead to 2025, the Group's action plan focuses on building on the strong foundation laid in previous years. The introduced Leadership Academies, such as 6Star Manager Academy, iLevel Up Academy and Executive Leadership Academy, will continue for a second year, further strengthening the leadership pipeline. In addition, the Sales Academy was launched, designed specifically for the Group's sales teams in all countries, equipping them with the skills and strategies needed for success. With the introduction of the new Competency Model, we will ensure that the whole Group is trained in this framework, providing a clear understanding of how people are developed and promoted within the Group, reinforcing our commitment to growth and continuous development.
153 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Health and Safety Management (S1-14_01-07/S1/S1-14/88) The Group is committed to providing a safe and healthy working environment for all its employees, giving priority to the well-being of its human resources. With strong health and safety-related policies and actions, it ensures the protection of its employees, both through preventive measures and through continuous investment in improving health and safety management systems. Coverage of the health and safety management system The Group's health and safety management system covers 100% of employees (based on its headcount) in all production units in Greece, Poland and Ukraine, in accordance with the requirements of international standards and in particular with ISO 45001:2018 (Occupational Health & Safety Management). This system has been certified by independent external bodies, enhancing the reliability and effectiveness of the Group's approach to health and safety. Methodology for calculation and analysis of Health & Safety data and metrics The Group records and analyses Health and Safety (H&S) data through internal reporting systems, based on data collected by the individual Health and Safety teams in each country of operation. Accident data is recorded in accordance with national legislative requirements and internal protocols, including data such as the number of occupational accidents and their severity. The calculation of the relevant indicators is based on total working hours, where such data are available, and a consistent methodology is applied to analyse the results. However, the recording process has some limitations, as the different legal requirements per country and the heterogeneity of existing data collection procedures may affect the comparability and accuracy of the results. The Group recognises the need to further improve the recording processes and harmonize the methodology for monitoring Health and Safety data to ensure the completeness, accuracy and transparency of reporting. In this context, a review and enhancement of the recording system is underway, with the aim of improving accident counting and strengthening the risk prevention capacity in the workplace.
154 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Health and safety indicators
155 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The results of the Health and Safety indicators for 2024 show an increase in the number of recorded occupational accidents, reflecting the integration of Stella Pack into the Group from January 2024. The integration of new operations and workforce is often accompanied by challenges in the Health & Safety, due to differences in processes, culture and level of training. In particular, there was an increase in the Total Recordable Injury Rate (TRIR) from 0.55 in 2023 to 1.25 in 2024 for direct staff, and in the corresponding index for indirect staff from 0.23 to 0.84. At the same time, the number of total occupational accidents increased from 11 to 30 for direct staff and from 1 to 4 for indirect staff. Although no serious injuries were recorded, the increasing trend confirms the need for targeted interventions to reduce the risk of accidents. In order to address the challenges in the Health & Safety, the Group will implement a number of actions, including: Analysis of recorded accidents in order to identify the underlying causes and define targeted preventive measures. Strengthening the training and awareness of employees with emphasis on safety, accident prevention and good working practices. Organizing specific training programs for Stella Pack employees, ensuring compliance with the Group's policies and standards. Evaluation of possible cooperation with an external consultant in Health & Safety, in order to evaluate procedures and propose improvements. Strengthening internal control and inspection procedures to improve safety in the working environment. The Group remains committed to the continuous improvement of its performance in the Health & Safety, with the aim of creating a safe working environment for all employees. Investments and actions to improve health and safety The Group has invested significant resources in creating and maintaining an integrated Health, Safety, Environment and Quality Management System (IMS - Integrated Management System). During 2024, extensive investments were made in Environmental Management Systems and Health & Safety Management Systems at all the Group's production facilities, consolidating the SHEQ (Safety & Health/Environment/Quality) approach. An important part of this approach is the continuous health and safety training of employees, through integrated training programs covering best practices in accident prevention and critical situation management. These trainings aim to continuously improve the Group's safety performance and maintain a risk-free work environment. Additional initiatives and care for the welfare of employees The Group implements additional initiatives to enhance the welfare of its employees, such as: Health programs: Provide access to health programs, such as the multisport card, which contributes to the physical activity of employees. Blood donation programme: Implement voluntary blood donation programs for employees and their families. Recording and monitoring process: monitoring the effectiveness of health and safety measures by recording issues that arise, evaluating performance and taking corrective action where necessary. Overall, the Group maintains its commitment to creating a safe and healthy working environment by adopting policies and practices aimed at preventing accidents and occupational diseases. Through continuous investment, training initiatives and the application of internationally recognized standards, it reaffirms its commitment to protecting the health and safety of the Group's employees. Work-life balance: Employee leave indicators (S1-15_01-04/S1/S1-15/93-94) The Group recognises the importance of work-life balance and the need to support its employees in this area. Through targeted policies, such as the provision of family-related leave and the implementation of a teleworking policy, the Group reinforces its commitment to ensuring an environment that promotes well-being and productivity.
156 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Methodology for evaluating the work-life balance The Group recognises the importance of work-life balance and collects relevant data through internal employee engagement surveys and data maintained by the Human Resources reporting. Currently, the analysis is based on quantitative data, such as the number of employees benefiting from flexible working policies or parental leave, as well as qualitative findings from the annual engagement surveys. However, the methodology for recording and evaluating this data shows room for improvement. In this context, the Group plans to strengthen its methodology by incorporating more structured KPIs and monitoring tools to more fully capture the impact of its flexible working and work balance policies on employee satisfaction and productivity. Use of family leave All Group employees are entitled to use family-related leave as provided for by internal policy and collective agreements. Therefore, the Group satisfies the disclosure requirement of paragraph 93 a of the CSRD by ensuring that all employees have access to family-related leave. Total number of employees entitled to parental leave Gender 2022 2023 2024 Men 646 12 207 Women 841 58 253 Total 1,487 70 460 Total number of employees who returned to work in the reference period after the end of parental leave, by gender Gender 2022 2023 2024 Men 18 12 29 Women 31 27 45 Total 49 39 74 Total number of employees who took parental leave, by gender Gender 2022 2023 2024 Men 18 12 31 Women 48 58 87 Total 66 70 118 Total number of workers who returned to work after the end of parental leave and were still employed 12 months after returning to work, by gender* Gender 2022 2023 2024 Men 13 10 29 Women 27 18 31 Total 40 28 60 * By 31 December 2024, 64 officials were serving military service in Ukraine. Implementation of a Teleworking Policy The Group implements a telecommuting programme, enabling employees to work remotely twice a week. This initiative aims to improve work-life balance, reducing commuting time and allowing employees to better meet their family and personal needs. The teleworking policy contributes significantly to improving employee well-being,
157 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 increasing productivity and enhancing employee engagement. In addition, teleworking offers flexibility, which is critical to meeting the modern demands of working life, reducing stress and enhancing overall job satisfaction. In conclusion, the Group is committed to ensuring that policies and practices related to work-life balance are implemented in a fair and equitable manner, supporting employees to meet both work and family responsibilities. Through the provision of family leave, the monitoring of employee retention after returning from leave and the implementation of a telecommuting policy, the Group confirms its commitment to creating a supportive and flexible working environment. 2.13.3.2 ESRS S4 Consumers and end-users Managing the impact on consumers and end users (S4.SBM-3_01-08/S4/S4.SBM-3/10-12) The Group recognises its responsibility to ensure quality, safety and transparent information to consumers about its products. It has adopted rigorous internal quality control and compliance procedures to continuously improve the consumer experience and reduce any negative impacts. Categories of consumers and end-users subject to significant impacts Particular emphasis is placed on categories of consumers in need of increased protection. The Group ensures that its products do not contain ingredients harmful to human health and applies strict safety protocols. At the same time, it gives priority to clear and accessible information, ensuring that consumers receive accurate and understandable information on the use of products. In addition, special care is taken for vulnerable groups, such as children and personal care product users, ensuring that all relevant products meet international quality standards. In particular, the Group, through the Double Materiality Assessment, has identified specific categories of consumers and end-users that may be most affected by its products and services. The Group places particular emphasis on consumer safety and protection, taking into account factors such as age, sensitivity to certain ingredients and the need for accurate information on the use of products. Protecting the health and safety of consumers: The Group's products, especially in the personal care and sunscreen categories, may affect the health of consumers, especially children or people with sensitivities to certain ingredients. The Group has adopted strict quality controls and has removed certain UV filters, such as Homosalate, from its sunscreens due to potential endocrine effects. Dependence on accurate information and product labelling: some consumers rely heavily on accurate information about the composition, use and characteristics of a product. For this reason, the Group applies strict labelling procedures in all markets where it operates, following both European and local regulatory requirements and ensuring that the properties of its products are communicated clearly and understandably. Protecting children and vulnerable consumers: The Group's products, whether aimed at families and children or other demographics, are designed and tested to be completely safe. Dermatologically tested and hypoallergenic formulations, stringent quality controls and safety standards ensure that products are suitable for these categories of consumers.
158 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Results of Double Materiality related to consumers Through the evaluation process, the following results emerged: Negative impacts on consumers Non-compliance of products with safety standards or the circulation of defective products may adversely affect the health and safety of consumers. Health risks may arise due to inappropriate ingredients, inadequate labelling or failures in the manufacturing process. For this reason, the Group applies strict quality controls, ensuring that all its products meet the relevant specifications and that consumers receive adequate and accurate information on their safe use. At the same time, if it is found that a product placed on the market does not meet the required specifications, a well- structured recall or withdrawal procedure is immediately activated. This process follows ISO standards as well as the relevant internal procedures to ensure consumer protection and compliance with regulations. Through these
159 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 preventive and corrective actions, the Group seeks to maintain the integrity of its products and enhance consumer confidence in its brand. Positive impacts on consumers The Group is committed to developing products that enhance the positive experience and safety of consumers, with a focus on the following initiatives: Improvement of the accessibility and quality of information: All products carry clear instructions for use and labelling to facilitate their safe use, and ensure the protection of consumers, especially vulnerable groups. Innovation in developing safer products: a strategy of continuous research and development is being implemented, such as the recent initiative to eliminate hazardous ingredients from sunscreen products. Promotion of responsible marketing: The Group adheres to strict marketing and communication standards, ensuring that consumers receive accurate and objective information about products. Risks and opportunities for the Group Managing the impact on consumers is a critical element for the Group, as complying with regulations and maintaining high quality standards is both a business risk and a strategic opportunity. At the same time, the Group recognises that some risks and opportunities do not affect all consumers, but specific groups, depending on the particular characteristics of the products and their specific needs. Risks: Non-compliance with product safety regulations could lead to fines, increased legal costs, loss of consumer confidence and damage to corporate reputation. It is particularly important to adhere to strict safety standards for products aimed at more sensitive consumer groups, such as infants, children, people with sensitive skin or allergies. To minimise these risks, the Group applies rigorous quality controls and internal quality assurance systems, such as the Monthly Quality Scorecard (MQS), which enhances transparency and consistency in the safety levels of its products. Opportunities: Enhancing product quality, using sustainable materials and implementing advanced quality assurance methods are advantages that can increase the Group's market share and enhance competitiveness. In addition, the development of products targeted at specific consumer groups (e.g. dermatologically tested products for people with sensitive skin, ecological ranges for consumers with high environmental requirements) creates new business opportunities and enhances the Group's market differentiation. The Group continues to invest in processes and systems that ensure consumer protection and responsible business operations, strengthening its position as a reliable supplier of high quality personal care and household products. Policies concerning consumers and end users of the Group's products (S4-1_01-07/S4/S4-1/15-17) Policies to manage material impacts, risks and opportunities In accordance with the principles of the Double Materiality Assessment, the Group has recognized that the impact of its products on consumers is mainly in the areas of health & safety, product quality, clarity and accuracy of information, as well as responsibility in marketing and labelling. Although the Group does not have a specific policy exclusively for managing these impacts, these issues are covered by the Code of Conduct, which establishes the principles governing responsible business activity and a commitment to high standards of safety and quality. In particular, in the "Consumer Issues" chapter of the Code, the Group sets out its strategic priorities for providing high quality and safe products, complying with the highest hygiene standards and required certifications, and having mechanisms in place for product recalls and recalls where required. The key policy and management axes applied by the Group to mitigate material impacts and exploit strategic opportunities include: Safety and product quality: the Group applies strict internal quality controls and assurance procedures in all its production plants. Its products undergo thorough checks during the design and production phase to ensure that they meet high safety and quality standards. Transparent labelling and consumer information: The Group prioritizes the correct labelling of its products, ensuring that consumers receive clear and understandable information about their ingredients, use and safe application. Support of vulnerable consumers: Particular care is taken for consumers who are more vulnerable to health effects, such as children, the elderly and people with allergies or dermatological sensitivities.
160 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Compliance with regulations: The Group is committed to complying with all applicable legal, regulatory and statutory requirements as they arise from the scope of its business. Management of complaints and product recalls: the Group has an organized system for recording and analyzing consumer complaints as well as a system for recording any recalls and product withdrawal incidents. Every year simulations are carried out to test the effectiveness of the recall procedures. Human rights and consumer policies The Group is committed to protecting the human rights of consumers and complies with international standards such as: The UN Guiding Principles on Business and Human Rights The International Labour Organization (ILO) Declaration on Fundamental Principles and Rights at Work The OECD Guidelines for Multinational Enterprises The Group is committed to protecting the human rights of consumers, ensuring that all its products meet the highest standards of quality and safety. At the same time, it avoids the use of substances that may have a negative impact on health or the environment by applying responsible production practices. The Group encourages open dialogue with consumers, utilizing satisfaction surveys, customer feedback and complaint management mechanisms. At the same time, it actively participates in industry associations that promote responsible production and consumer protection, such as the "Polish Association of Cosmetic and Detergent Industry" and the "Romanian Union of Cosmetics and Detergents Manufacturers", Plastics Recyclers Europe (PRE), European EAFA Aluminum Foil Association (EAFA), and the Greek Aerosol Association (SAE). In this way, it seeks to continuously improve its products and services, responding to the needs and expectations of consumers. In cases where product quality or safety issues arise, the Group has an effective impact management and remediation system in place. Through the Consumer Complaints Management and the withdrawal and recall mechanism, the Group ensures that any issue is dealt with quickly and responsibly, while product analysis and process review is carried out to continuously enhance quality and reliability. Through this structured approach, the Group maintains its commitment to consumers by ensuring safety, quality and transparency at all stages of the production and distribution of its products. Compliance with international standards and oversight of policies The Group aligns its policies with internationally recognized principles relating to consumer protection. Although there have been no reported instances of non-compliance with the UN Guiding Principles on Business and Human Rights, the ILO Declaration or the OECD Guidelines, it continuously monitors compliance in all markets where it operates. The Quality Management Department and the Compliance Team are responsible for monitoring the implementation of these policies, with the aim of continuous improvement and adaptation to market developments and regulatory requirements. The Group has adopted a holistic approach to managing the impacts, risks and opportunities related to consumers and end-users of its products. Its policies focus on product safety and quality, protection of vulnerable consumers, transparent information and compliance with international standards. The Group is committed to the continuous improvement of its practices, maintaining high standards of safety and quality to ensure that its consumers enjoy products that meet their needs with absolute reliability and responsibility. Processes for engagement and participation of the Group's consumers and end-users (S4-2_01_07/S4/S4-2/20-22) The Group recognises that continuous interaction with consumers and end users of its products is a critical element of its responsible business practice. It also ensures that the views and concerns of consumers are taken into account both in the decision-making process and in the management of the existing and potential impacts of its products. Interaction process with consumers and end users The Group applies systematic processes communication with consumers in order to understand the actual and potential impacts of its products and services. These processes include:
161 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Consumer satisfaction surveys: regular market and consumer feedback surveys are conducted in various geographical areas where the Group operates. Complaint evaluation and management: there is a mechanism for recording and analyzing complaints through the local customer service departments and on the corporate website with the help of artificial intelligence in order to identify problems and implement corrective actions. Product recall management: in cases where a defective product is identified in the market, immediate withdrawal or recall procedures are activated to address the issue promptly and effectively. Specific programs for consumer health and safety: Through the Responsible Marketing Policy, the Group ensures that the information provided on its products is accurate, understandable and based on scientific evidence. Processes and mechanisms for collecting feedback The Group interacts with consumers at various stages of its operation, on a regular basis and with different types of participation, which are analysed below: During the product design phase: research and development of new products relies on gathering feedback from consumers to ensure that products meet their needs. When launching new products: the Group organizes information campaigns and product presentations to provide transparent information on their characteristics and proper use. Post-launch: consumer experience is monitored through a satisfaction survey and consumer preference monitoring. Mechanisms and procedures for evaluating the effectiveness of collecting consumer feedback The Group continuously evaluates the effectiveness of its interaction with consumers by implementing a comprehensive system of quality indicator monitoring. Monthly Quality Reports (MQRs) at both plant and country level and the consolidated Monthly Quality Scorecard (MQS) are key tools, as they record all relevant issues such as consumer complaints, product recalls, production failures, internal inspection findings, supplier nonconformities, and proposed quality improvements. At the same time, the Group conducts analyses of consumer complaints, using statistical processing to detect systemic issues, facilitating corrective action. The management of this data allows for the continuous adaptation of products and services to the needs of consumers, enhancing their confidence in the Group. The Quality Management and Compliance Directorates are responsible for implementing engagement policies with consumers and monitoring the impact of products on the market. Through rigorous internal compliance controls, the highest quality standards are ensured and consumers are protected, enhancing the Group's transparency and credibility. Engagement procedures for specific consumer groups The Group takes into account the needs of the most vulnerable groups of consumers, adapting its practices to ensure the safety, health and protection of their personal data. For families and children, it develops specialized products with hypoallergenic and dermatologically tested formulas, ensuring their compatibility with skin or allergy sensitivities. The Group closely monitors developments in the European regulatory framework and ensures that its product formulations are immediately free of substances that will be banned or restricted, such as homosalte, 1,4-Dioxane, D5/D6, octocrylene, among others. Through this approach, it reinforces its commitment to safer and more consumer- friendly products. In addition, it places particular emphasis on the protection of consumers' personal data, implementing secure management procedures that fully comply with European regulations. In this way, it ensures both confidentiality and security of data, enhancing its transparency and credibility vis-à-vis its consumers. Future steps and objectives The Group is committed to expanding and strengthening its engagement processes with consumers. In particular: Developing new channels of communication with consumers, such as 24-hour service via an audio bot. Further integrate consumer views into the product development process, through focus groups and product trials. Strengthening compliance and safety standards through new international quality certifications.
162 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Group has adopted a structured and multi-layered approach to engaging with consumers, ensuring that their views and concerns are taken seriously in the decision-making process. Through systematic interaction, evaluation and feedback mechanisms, the Group enhances transparency, accountability and product safety, while maintaining the highest standards of quality and responsibility towards consumers. Negative impact procedures and consumer complaint mechanisms (S4-3_01-07/S4/S4-3/25-27) The Group recognises its responsibility to manage and address negative impacts that may arise for consumers and end users of its products. In this context, it has developed structured procedures both to prevent and remedy any negative impacts, as well as to create effective communication channels through which consumers can raise concerns and complaints. Procedure for dealing with and remedying negative impacts The Group has adopted quality and product safety management systems, which includes rigorous preventive controls, recall procedures and compliance mechanisms. In cases where issues are identified that adversely affect consumers, the Group follows the following practices: Identify and assess negative impacts: carry out internal controls and risk analyses to identify and assess potential issues. Recall or withdrawal of products In cases where a defective product is detected on the market, it immediately activates the withdrawal or recall procedures. Implementation of corrective actions: The Group is reviewing production processes, improving products and strengthening internal controls to avoid recurring negative impacts. Channels for submitting complaints and managing consumer concerns The Group has established multiple means of communication that allow consumers to report concerns and problems related to the Group's products. The ways and means of communication are detailed below: Customer service department: Consumers can submit complaints via dedicated contact phone lines, email or online contact forms on the official websites of the company's brands, but also with the help of an AI on the corporate website. Customer satisfaction surveys: The Group conducts regular market surveys and data analysis to assess the consumer experience. Anonymous reporting mechanisms: The possibility to submit complaints and reports through anonymous channels is provided. Cooperation with third parties: The Group cooperates with regulators and independent organisations to ensure compliance with relevant regulations and to enhance transparency in its processes. Procedures for monitoring and evaluating the effectiveness of the channels To ensure that the channels for submitting complaints and grievances are effective and reliable, the Group implements monitoring and evaluation mechanisms, which include: Data collection and analysis: all reports and complaints are systematically recorded and analysed. Conducting internal audits: the company's internal audit units monitor compliance with the complaint handling procedures. Consumer perception assessment: Through surveys and feedback analysis, assess whether consumers are aware of the existence of these mechanisms and whether they trust them to resolve their issues. Stakeholder participation: The Group consults with consumer organisations and regulators to improve its processes. Ensuring consumer protection and strengthening consumer confidence The Group is committed to protecting individuals who use reporting channels and ensuring that there is no retaliation for reporting. To this end, it has adopted a clear non-retaliation policy, ensuring that consumers who raise concerns or concerns do not face negative repercussions.
163 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 At the same time, it adheres to strict confidentiality protocols, ensuring that all reports submitted remain confidential and are handled to the highest standards of privacy protection. With this approach, the Group reinforces a climate of transparency and trust, allowing consumers to express their views freely and safely. Future improvements and expansion of procedures The Group is continuously improving and expanding processes its to address negative impacts on consumers. The main initiatives include: Development of a digital consumer complaints platform for the automated recording and analysis of complaints. Strengthening communication through social networks, offering consumers more channels of communication. Further integration of Big Data Analytics to identify patterns in consumer issues and prevent problems. 24 telephone support for recording complaints. The Group has established an effective complaints management and negative impact management system, which enables consumers to raise concerns and receive timely responses. With its commitment to transparency, continuous improvement and compliance with international standards, the Group ensures that its consumers are treated with the utmost respect and that any potential issue is handled responsibly and effectively. Actions and management of impacts, risks and opportunities related to consumers and end-users (S4-4_01- 12/S4/S4-4/31-37) The Group is committed to ensuring quality, safety and responsible communication with its consumers, taking measures to prevent and address negative impacts, as well as to exploit positive opportunities arising from its business activities. 'It has adopted an integrated strategy, which includes preventive and corrective actions, control mechanisms and continuous improvement of products and processes. However, the Group's planned and implemented actions to manage impacts, risks and opportunities related to consumers and end-users do not, at this stage, require significant financial resources to make them financially material. Therefore, they are not classified as significant capital investments or operating expenses. The increased costs that may arise in the future have already been taken into account in the context of the Double Materiality Assessment, ensuring that the economic impact of the relevant actions is assessed in a holistic manner. It is expected that these costs will become more apparent in future reviews of Double Materiality as the regulatory framework and stakeholder expectations evolve and mature. Prevention, mitigation and response to negative impacts The Group has not identified any significant negative impacts on consumers or end users of products. its However, it is implementing mechanisms to prevent, mitigate and address potential impacts, ensuring that it is ready to manage any future challenges immediately Actions to prevent and mitigate negative impacts Strict quality management systems: Depending on the production unit and the relevant requirements, the products are subject to thorough safety and quality controls in accordance with International Quality and Safety Standards ISO 9001, ISO 22716, BRC, FSSC 22000, ensuring compliance with the highest standards. Internal and external audits: The Group conducts regular audits in cooperation with international organisations and third parties to detect potential risks and improve processes. Investment in R&D and innovation: The Group has increased its investment in (research and development R&D) to create safer and more environmentally friendly products, such as removing certain chemicals from its products . Corrective actions and addressing existing impacts Product recall and withdrawal procedures: In case of detection of non-compliant products in the market, the Group follows strict withdrawal or recall procedures, which include informing consumers and cooperating with the competent authorities. Consumer complaint management: the Group maintains a transparent consumer complaint management system through which consumers can report issues related to product safety or quality.
164 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Exploiting positive impacts and developing opportunities The Group focuses not only on preventing and mitigating negative impacts, but also on creating positive impacts for consumers and society. Improving product safety and quality Development of new products with increased safety standards: The Group's products are designed with advanced production methods and rigorous testing according to international standards to ensure their safety and performance. Strengthening transparency and consumer information: The Group promotes clear and accurate information about its products, using simple and understandable labels that include instructions for use and details about the composition of the products. Marketing and protection of vulnerable groups Ethical marketing practices: The Group follows responsible marketing practices, avoiding misleading advertisements and ensuring that consumers receive objective information. Protecting vulnerable groups: particular care is taken to protect children and economically vulnerable consumers by ensuring that our commercial practices are responsible, promoting fair treatment of all consumers. Monitoring and evaluation of the effectiveness of actions The Group implements a comprehensive system of monitoring and evaluation of its actions, ensuring the continuous improvement of its processes and the protection of consumers. In this context, it has established Monthly Quality Reports (MQR), a mechanism that monitors product quality through performance indicators, internal audits and analysis of consumer reports. The data collected from audits and reports are used to continuously review and improve production and control processes, ensuring high standards of quality and safety. At the same time, the Group enhances transparency and understanding of consumer needs through regular market research, which enables it to adapt its strategies in line with consumer expectations. Through this ongoing process of evaluation and adaptation, the Group maintains its commitment to responsible business practice and high consumer satisfaction. Managing risks and seizing business opportunities The Group actively manages the risks arising from potential security breaches and business challenges, while identifying new opportunities to develop and improve its products. Risk management: the main risks include failure to comply with safety regulations, which can lead to legal consequences, loss of consumer confidence and damage to the Group's reputation. The Group manages these risks through intensive quality controls and strict compliance procedures. Exploiting opportunities: Growing consumer demand for safe, quality and sustainable products creates significant business opportunities for the Group, which is investing in new innovations and green technologies to meet market demands. Allocating resources to manage impacts and opportunities The Group invests significant resources in improving the quality, consumer safety and sustainability of its products, taking a holistic approach to innovation and compliance. In this context, it places particular emphasis on Research & Development (R&D), with the aim of improving product formulation and enhancing safety standards. At the same time, it implements strict compliance procedures with International Standards and Regulations, ensuring that its products meet the highest quality and safety requirements. The Group's commitment extends to the training of its staff to ensure full understanding and compliance with its quality and sustainability policies. Through these strategic actions, the Group reinforces its position as a reliable and responsible supplier of products that respect both the consumer and the environment. With its commitment to quality, safety and responsible business practice, the Group strengthens its position as a market leader, responding to the needs of its consumers with responsibility and innovation. Compliance with regulations and management of voluntary (S4-4_01-12/S4/S4-4/31-37) The Group remains committed to complying with the regulations and standards governing its activities, ensuring transparency and continuous improvement of its processes. In this context, the Group has not recorded any incidents
165 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 of non-compliance that have resulted in fines or warnings, while voluntary product recalls have been carried out proactively, without affecting consumer safety. The table below summarizes the relevant data on compliance with the regulations and the management of voluntary recalls for 2024: Time-bound targets and planned actions (S4-4_01-12/S4/S4-4/31-37) The Group recognises the importance of setting clear, time-bound and results-oriented targets to reduce negative impacts on consumers, enhance positive impacts and manage the associated risks and opportunities. These targets are set through a structured process that includes stakeholder engagement, risk and opportunity analysis, and performance monitoring through clear progress indicators. Reducing negative impacts on consumers The Group has set targets to mitigate potential negative impacts related to its products and commercial practices, giving priority to the protection of consumer safety and health. Each year, the Group's objective is to ensure that its products pose no risk to consumers (zero consumer health-related incidents), while implementing rigorous risk prevention and management mechanisms. Although product recalls may occur, the Group acts directly and proactively, even implementing voluntary recalls where necessary, with the aim of maintaining zero incidents that could affect consumer health. In this context, it intends to strengthen its supplier selection process through the use of a risk assessment tool as well as on-site audits to ensure that its products comply with the highest quality and regulatory standards. The objective is to minimise recalls through proactive actions, ensure quality and comply with regulatory requirements, while maintaining the Group's competitiveness in the new markets where it is expanding.
166 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Enhancing the positive impact on consumers The Group is committed to developing initiatives that will enhance consumer benefits by incorporating innovative and sustainable practices in its products. In this context, it is extending the accessibility of its products to vulnerable groups by developing specially designed ranges to meet the needs of sensitive skin types. Managing material consumer-related risks and opportunities The Group is taking steps to prevent business risks related to consumer safety while taking advantage of strategic opportunities for growth. In this regard, it is strengthening its regulatory advisory ecosystem and the Group's internal Regulatory Affairs department, ensuring closer monitoring of regulations and timely compliance with the changing regulatory framework. In addition, it invests in proactive research and development (R&D), shaping a dynamic approach to adapting to new market requirements. At the same time, it is strengthening partnerships that enable faster integration of innovative solutions, while maintaining high levels of quality and safety in its products. Consumer and other stakeholder interaction The Group applies a structured process for setting targets and evaluating performance, with particular emphasis on collecting and utilizing feedback from consumers. To continuously improve product quality and safety, it systematically monitors feedback and complaints via online platforms, social media and the corporate website. Monitoring performance and adjusting targets To assess progress on safety, quality and sustainability issues, the Group has developed a system of performance indicators (KPIs). At the same time, the Group utilizes the Monthly Quality Scorecard (MQS), which records data such as consumer complaints, product recalls and production problems, allowing for timely improvement measures. In addition, an annual review of strategic objectives is carried out to assess the effectiveness of initiatives and make necessary revisions where required. Integrating external developments into risk management The Group takes into account a number of external developments when assessing the risks associated with its dependencies on specific raw materials, technologies or markets. Technological developments are closely monitored as innovation and the development of viable alternatives may affect product specifications or compliance requirements. At the same time, geopolitical changes, such as instability in international supply chains, sanctions or regulatory changes, affect the availability and cost of raw materials, such as recycled polymers and natural raw materials used in product formulations. In addition, regulatory changes such as the EU Deforestation Regulation and new restrictions on the use of plastic packaging (PPWR - Packaging and Packaging Waste Regulation) may increase the requirements for responsible sourcing and sustainable production practices. Recognizing the potential impact of these factors, the Group is incorporating analysis of external developments into its risk management strategy, ensuring it is adaptable to changing market conditions. As part of this approach, the Group maintains close cooperation with regulators, trade associations and suppliers, while constantly monitoring global trends through its risk management and Double Materiality processes. Integration of consumer-related risks into the centralized risk management system Consumer-related risks were identified for the first time this year through the Double Materiality process and, although they have not yet been fully integrated into the Group's central ERM system, it is planned to integrate them next year. In the interim, these risks are managed through existing mechanisms such as rigorous quality controls, product recall procedures and compliance with regulatory standards for consumer safety. The full integration of these risks into ERM will allow for an even more integrated and strategic approach, enhancing the Group's readiness to manage potential issues affecting consumer trust and safety. The Group has adopted a progressive strategy to improve safety, quality and responsibility towards consumers. By setting time-bound and results-oriented targets, it is committed to minimising risks, enhancing positive impacts and exploiting strategic opportunities for sustainable growth. Continuous monitoring of progress, transparency in practices and cooperation with consumers and suppliers are central to achieving its business objectives, enhancing its reputation as a responsible corporate citizen in the global marketplace.
167 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 2.13.4 Governance 2.13.4.1 ESRS G1 Business Conduct The role of the Group's administrative, management and supervisory bodies (G1.GOV-1_01/G1/G1.GOV-1/5a-b) The role of administrative, management and supervisory bodies in relation to business ethics The Code of Conduct and its related procedures apply to all employees (employees and executives) and senior management of both the parent company and the Group's subsidiaries. Each member of the Group (executive, director, manager or employee) is responsible for complying with the provisions of the Code of Conduct, as well as other internal regulations, policies and procedures relating to his/her area of responsibility. The Internal Audit department shall have the right to collect information and conduct audits in order to document compliance with the Code and related regulations. The adoption and implementation of the Code of Conduct is the responsibility of the Board of Directors and the Group's Executive Committee, while its compliance is monitored both by internal control and by the heads of the departments directly involved. In addition, the top executive management (CEO, Executive Committee) is responsible for setting the ethical standard and corporate culture throughout the Group and is informed by the Internal Audit Unit on the proper implementation of the Code and the relevant policies and procedures. The expertise of the administrative, management and supervisory bodies on business ethics issues The Internal Regulaons describe the supervising Directorates and Units, as well as the regulatory tools related to corporate governance, in accordance with Law 4706/2020. Business ethics is a fundamental principle of the Group, ensuring that the Group operates with transparency, integrity and responsibility. The Code of Conduct is the key compliance tool and establishes the framework of principles and values that govern the company's business pracces. The specializaon of the administrave, management and supervisory bodies in the applicaon of the Code ensures the proper funconing of the Group and its integraon in the daily corporate acvies. The Compliance Unit plays a central role in the development and implementaon of the Code within the Group. It is responsible for assessing the need for the Code to exist or be updated, coordinang its development process through internal or external means and ensuring that its content meets the regulatory requirements and the company's business values. The Code, once draſted, is submied for approval to the Board of Directors, which has the final responsibility for its establishment and approval. The Human Resources Department is responsible for the communicaon and training of the Code at all levels of the Group, as well as the training of employees and partners on the ethical principles and values that govern its operaon. Through specific training and informaon programs, it is ensured that the Group's employees, both direct and indirect, fully understand the requirements of the Code and their obligaons in the context of their professional acvies. Each Directorate and Unit of the Group has the responsibility of implementaon of the Code of Conduct, ensuring that ethical principles and standards of corporate conduct are observed in all business acvies. The Internal Audit Unit is responsible for assessing the Group's compliance with the Code of Conduct, by conducng audits and monitoring its implementaon in all its structures. Its role is to idenfy possible deviaons and make recommendaons for improving the relevant procedures. The Audit Commiee has a supervisory role and monitors the operaon of the Internal Audit Unit, ensuring the independence and effecveness of the controls. At the same me, the Audit Commiee prepares reports to the Board of Directors on the implementaon of the Code within the Group, proposing any correcve acons or improvements where necessary. The Board of Directors is the supreme body that ensures the Group's compliance with the principles of the Code of Ethics and Conduct. It is responsible for approving the Code and for integrang the Company's values into the Group's overall strategy and business acvies.
168 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 With the contribuon of all stakeholders, the Group maintains a strong business ethics framework that supports its long-term growth and enhances transparency, credibility and stakeholder trust. Policies in place to manage material impacts, risks and opportunities related to business ethics and corporate culture (G1.MDR-P_01-06/G1/G1-1/7) As part of the Double Materiality process, corporate governance was assessed as a critical factor affecting both the sustainability of the company and its relationships with stakeholders. The assessment highlighted positive impacts related to corporate culture and transparent governance, while potential risks were also identified, such as loss of supplier confidence due to unethical practices or late payments. At the same time, significant opportunities were identified, such as reducing operating costs through ethical commercial practices and enhancing reputation through the implementation of complaint mechanisms. Recognizing the importance of these aspects, the Group is committed to continuously strengthening its corporate governance, transparency and business ethics mechanisms. Effects of Double Materiality related to corporate governance Through the evaluation process, the following results emerged:
169 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 The Group has established a set of policies and procedures to ensure compliance with regulatory requirements, management of material impacts, risks and opportunities and sustainable development. These policies cover critical areas of corporate governance, human resource management, regulatory compliance and sustainability, incorporating best practices and international standards. The Internal Operating Regulations include the recruitment and evaluation process for senior management, ensuring that the leadership team has the necessary qualifications and experience to manage the Group. At the same time, procedures have been established to comply with the provisions of Regulation (EU) 596/2014 and Law No. 4548/2018, covering issues related to related party transactions and the proper management of privileged information, thus ensuring transparency and avoiding conflicts of interest. The Group has adopted strict compliance policies, which include both compliance procedures and measures to prevent and address violations. The Audit Committee oversees the implementation of these policies and ensures compliance with regulatory requirements. In addition, the Reporting and Complaints Management Policy provides a transparent and effective framework for reporting and investigating violations.
170 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Sustainable development management is an integral part of the Group's strategy, with the Sustainable Development Policy defining the Group's ESG objectives and priorities. The implementation of this policy is monitored by the ESG Committee, which ensures that sustainable practices are integrated into business processes and corporate strategy. In addition, the Board Member and Executive Education Policy enhances the continuous development of skills and knowledge on sustainability and corporate governance issues. The Group ensures that its policies are applied throughout the value chain, both in its internal operations and in its relationships with external partners, such as suppliers and partners. These policies are made available to stakeholders through the Group's official communications and compliance documents, enhancing transparency and commitment to sustainable development. The Group's senior management, in cooperation with the ESG Committee, is responsible for implementing and monitoring compliance with these policies, ensuring that ESG and corporate governance issues are an integral part of the company's strategy and decisions. Establishment, development and evaluation of the Corporate Culture (G1-1_01/G1/G1-1/9) The "ETHOS" Code of Conduct is the cornerstone of the Group’s business model, defining the values that inspire and guide it. Combined with our solid financial performance, they form the foundation of our future growth, creating an environment of cooperation and responsibility. Our values define the way we work, interact and collaborate with our colleagues, partners, customers and consumers, adding meaning and value to the cycle of our professional lives. "We are a Team with ETHOS" ETHOS, derived from the Greek word "Ethos", reflects the quality of our principles and beliefs, either as a group or as individuals. It is our guide, the constant value that shapes our corporate culture and remains unchanged through time. "Excellence" - We pursue excellence Constant progress and dedication to quality are our basic principles. We never stop improving, searching for and offering excellent solutions. We foster teamwork and create the right conditions for each team member to meet daily work challenges with productivity and efficiency. We are committed to a culture of growth that empowers our people to reach their full potential. "Trust" - We seek relationships of trust Cooperation is based on trust and transparency. We build mutually beneficial relationships and always maintain honest and open communication. We are committed to keeping our word and delivering results that reflect our values and commitments. "Humbleness" - We act with simplicity and modesty Simplicity is the key to our success. Successes and failures are opportunities for learning and development. We are deeply aware of our corporate heritage, but we remain humble, continuing to strive for the best for ourselves, our people and society. "Ownership" - We act with responsibility and initiative We operate with the mentality of an entrepreneur. Each of us thinks, decides and acts responsibly, recognizing that success is the result of a collective effort. Our relationships are based on mutual respect and empathy, and our leadership is characterized by passion, drive and commitment to achieving our goals. "Sustainability" - We are committed to sustainability Our action is based on social responsibility and ethical entrepreneurship. We work with respect for diversity, human rights and the communities where we operate, creating long-term value for all our stakeholders. These values form the basis of our corporate culture and define the way we operate and evolve. Through them, we continue to build a strong, sustainable and ethical business environment.
171 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Group Business Ethics and Conduct Policies (G1-1_01-11/G1/G1-1/10a-h) The Group is committed to implementing high standards of business conduct, incorporating clear policies and procedures to ensure compliance with the legal and regulatory framework. It implements policies and mechanisms covering ethical business practice, transparency and responsible corporate governance, as reflected in its Operating Regulations, Code of Ethics and Conduct, Internal Audit System and Reporting and Complaints Management procedures. Mechanisms for reporting and investigating infringements The Group has a structured system for identifying, reporting and investigating cases of non-compliance with the Code of Ethics or other internal regulations. Any form of corruption, illegal professional activity or bribery is strictly prohibited. In full compliance with applicable laws, no unfair practices by employees, partners or suppliers that could lead to impermissible business transactions or violations of regulations are permitted. It also has clear compliance procedures covering issues such as accepting gifts and offers and dealing with related parties. Whistleblowing mechanism In order to prevent and manage violations, the Group has established a comprehensive Reporting and Complaints Management Policy. Through this policy, employees and external partners can make anonymous or named reports of unethical behaviour, irregularities or actions that are contrary to the company's values and principles. The Compliance Officer has been designated as the person responsible for receiving the reports. The management of each report depends on its subject matter and may involve collaboration with other responsible departments or external experts, depending on the nature of the case. The procedure is based on strict safeguards and ensures anonymity, confidentiality and protection of complainants. The Policy is fully aligned with Directive (EU) 2019/1937, concerning the protection of complainants. Protection of whistleblowers The Group has put in place a comprehensive framework of protection for public interest witnesses, ensuring that they can file complaints safely and confidentially without facing retaliation. In this context, a Reporting and Complaints Management Policy has been adopted, which sets out the procedure for the submission and investigation of reports, ensuring transparency, integrity and protection of complainants. The Policy includes internal complaint channels through which employees and other stakeholders can file reports either anonymously or anonymously. These channels include: Online submission via a dedicated platform or email. Telephone reference line, available at specified times. Sending complaints by post to a specially designed address of the Group. A special complaint form, which can be submitted internally. The Group provides continuous information and training to employees on the reporting procedure and the available safeguards. In addition, the staff responsible for handling complaints have received specialised training to ensure objectivity, independence and confidentiality when investigating reports. To protect complainants, the Group fully complies with Directive (EU) 2019/1937 and national legislation on the protection of public interest witnesses by applying strict measures to prevent retaliation. These include: Prohibition of retaliation, such as dismissal, demotion, intimidation or other negative treatment. A procedure for confidential examination of complaints, with strict controls on access to relevant information. Supporting complainants by providing advice and ensuring their legal protection. The Reporting and Complaints Management Policy serves as the Group's key mechanism for combating corruption, enhancing transparency and promoting a business culture of ethics and accountability. Management of incidents of business conduct In addition to complying with the Whistleblower Protection Directive, it has mechanisms to investigate promptly and objectively incidents of breaches of business ethics, including corruption and bribery. The Internal Audit Unit is responsible for investigating such matters, ensuring impartiality and transparency in the process.
172 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Animal welfare policy The Group complies with the European Directives on the protection of animal rights and does not conduct animal testing during the development phase of new products. In addition, it does not cooperate with laboratories that perform animal testing and its products do not contain harmful ingredients. However, it has not established a formal, written policy covering animal rights. Education and awareness-raising on business behaviour The Group provides continuous training in ethics and business conduct through the ETHOS training modules, as well as through the Human Resources Department's Onboarding process. These programs ensure that all employees understand the principles of the Code and comply with the standards of ethical business conduct. All Group employees have already received training in business conduct and all new hires receive mandatory training as part of their integration into the work environment. In addition, in the event of revisions, the Human Resources Department schedules specialised training programs to ensure that all Group employees are fully informed of any changes to the Code. High-risk units for corruption and bribery The functions considered most vulnerable to corruption and bribery include Procurement, Cash Management and Business Negotiations. In these areas, the Group has implemented strict control procedures to ensure the transparency and integrity of its business activities. The Group remains committed to promoting ethical business practices, applying high standards of compliance and transparency in all its activities. 2.13.5 Table of Contents Annex Tables in accordance with the ESRS 2 General Disclosures and the EU Classification Regulation: Table 1 - Other legislation The table below includes all data points arising from other EU legislation as set out in Annex B of ESRS 2, indicating where the data points are located in the Sustainability Report and which data points are assessed as not applicable to the Group: Disclosure requirement Data point SFDR reference Pillar 3 reference Benchmark regulaon reference EU Climate Law reference Secon Page . ESRS 2 GOV-1 21(d) x x Sustainability Report 60 ESRS 2 GOV-1 21 (e) x Sustainability Report 60 ESRS 2 GOV-4 30 x Sustainability Report 66 ESRS 2 SBM-1 40 (d)i x x x Sustainability Report 73 ESRS 2 SBM-1 40 (d) ii x x Sustainability Report 73 ESRS 2 SBM-1 40 (d) iii x x Sustainability Report 73 ESRS 2 SBM-1 40 (d) iv x Sustainability Report 73 ESRS E1-1 14 x Sustainability Report 122 ESRS E1-1 16 (g) x x Sustainability Report 122 ESRS E1-5 38 x Sustainability Report 128 ESRS E 1-5 37 x Sustainability Report 128 ESRS E1-S 40-43 x Sustainability Report 128
173 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 ESRS E 1-6 44 x x x Sustainability Report 128 ESRS E1-6 53-55 x x x Sustainability Report 128 ESRS E1-7 56 x Sustainability Report 135 ESRS E1-9 66 x Sustainability Report 135 ESRS E1-9 67 (c) x Sustainability Report 135 ESRS E1-9 69 x Sustainability Report 135 ESRS E3-1 9 Not idenfied as a high impact issue by the Group ESRS ЕЗ-1 13 ESRS E3-1 14 ESRS E3-4 28 ESRS E3-4 29 ESRS 2 IRO 1-E4 16 (a) Not idenfied as a high impact issue by the Group ESRS 2 IRO 1-E4 16(b) ESRS 2 IRO 1-E4 16 (c) ESRS E4-2 24 (b) ESRS E4-2 24 (c) ESRS 2 SBM 3-S1 14 (f) x Sustainability Report 151 ESRS S1-1 20 x Sustainability Report 154 ESRS S1-1 21 x Sustainability Report 154 ESRS S1-1 22 x Sustainability Report 154 ESRS S1-1 23 Sustainability Report 154 ESRS S1-3 32 (e) x Sustainability Report 155 ES RS S1-14 88 (b) 88 (c) x Sustainability Report 166 ESRS S1-14 88 (e) x Sustainability Report 166 ESRS 2- SBM 3 - S2 11 (b) Not idenfied as a high impact issue by the Group ESRS S2-1 17 ESRS S2-1 18 ESRS S2-1 19 ESRS S2-1 19 ESRS S2-4 36 ESRS S3-1 16 Not idenfied as a high impact issue by the Group ESRS S3-1 17 ESRS G1-1 10 (b) Sustainability Report 190 ESRS G1-1 10 (d) x Sustainability Report 190 ESRS G1-4 24 (a) Not idenfied as a high impact issue by the Group ESRS G1-4 24 (b)
174 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 Table 2 - Disclosure requirements of the European Sustainability Reporting Standards (ESRS) that are also covered by the Sustainability Report Disclosure requirement Data point Secon Page. ESRS 2 BP-1 5a-e Sustainability Report 55 ESRS 2 BP-2 9a-b Sustainability Report 56 ESRS 2 BP-2 10a-d Sustainability Report 56 ESRS 2 BP-2 11a-bi/ii Sustainability Report 57 ESRS 2 BP-2 13a-c Sustainability Report 58 ESRS 2 BP-2 14a-c Sustainability Report 58 ESRS 2 BP-2 15 Sustainability Report 59 ESRS 2 BP-2 17 Sustainability Report 60 ESRS 2 GOV-1 21-23 Sustainability Report 60 ESRS 2 GOV-2 26 Sustainability Report 64 ESRS 2 GOV-3 29 Sustainability Report 66 ESRS 2 GOV-4 30-32 Sustainability Report 66 ESRS 2 GOV-5 36 Sustainability Report 67 ESRS 2 SBM-1 40 Sustainability Report 68 ESRS 2 SBM-1 42 Sustainability Report 77 ESRS 2 SBM-2 45 Sustainability Report 79 ESRS 2 SBM-3 48 Sustainability Report 81 ESRS 2 IRO1 53 Sustainability Report 92 ESRS 2 IRO2 56 Sustainability Report 104 ESRS 2 IRO2 59 Sustainability Report 105 ESRS E1 13 Sustainability Report 120 ESRS E1 20 Sustainability Report 120 ESRS E1 14-17 Sustainability Report 122 ESRS E1 18-19 Sustainability Report 125 ESRS E1 25-33 Sustainability Report 125 ESRS E1 37-55 Sustainability Report 128 ESRS E1 56-61 Sustainability Report 135 ESRS E1 63 Sustainability Report 135 ESRS E1 66-69 Sustainability Report 135 ESRS E1 AR.12 Sustainability Report 137 ESRS E2 11 Sustainability Report 138 ESRS E2 15 Sustainability Report 140 ESRS E2 AR-13 Sustainability Report 140 ESRS E2 39-41 Sustainability Report 142 ESRS E3 Not idenfied as a high impact issue by the Group ESRS E4 Not idenfied as a high impact issue by the Group ESRS E5 11 Sustainability Report 143 ESRS E5 15 Sustainability Report 145 ESRS E5 43 Sustainability Report 149 ESRS S1 14-16 Sustainability Report 151 ESRS S1 19-24 Sustainability Report 154 ESRS S1 27-29 Sustainability Report 155 ESRS S1 32-43 Sustainability Report 155 ESRS S1 AR41 Sustainability Report 157 ESRS S1 47 Sustainability Report 158
175 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 ESRS S1 50 Sustainability Report 159 ESRS S1 83-85 Sustainability Report 163 ESRS S1 88 Sustainability Report 166 ESRS S1 93-94 Sustainability Report 169 ESRS S2 Not idenfied as a high impact issue by the Group ESRS S3 Not idenfied as a high impact issue by the Group ESRS S4 10-12 Sustainability Report 170 ESRS S4 15-17 Sustainability Report 173 ESRS S4 20-22 Sustainability Report 175 ESRS S4 25-27 Sustainability Report 176 ESRS S4 31-37 Sustainability Report 178 ESRS G1 5a-b Sustainability Report 182 ESRS G1 7 Sustainability Report 186 ESRS G1 9 Sustainability Report 188 ESRS G1 10 Sustainability Report 189 2.14 ALTERNATIVE PERFORMANCE MEASURES («APM») The Group ulizes Alternave Performance Measures (APM) in the context of its decision making with regard to the financial, operaonal and strategic planning as well as for the evaluaon and public disclosure of its performance. These APM serve and facilitate the best understanding of the financial and operang results of the Group, its financial posion and the statement of cash flows. The Alternave Performance Measures (APM) should be always taken into consideraon along with the financial results which have been prepared in accordance with the IFRS whereas in no case replace them. Definitions and reconciliation of Alternative Performance Measures («APM») A) Profitability raos The Group ulizes the following profitability raos for the purpose of the full analysis of its operang results: EBITDA (Earnings before interest, taxes, depreciaon and amorzaon) EBITDA is calculated from the annual financial statements as follows: “Gross operang earnings” plus “Other operang income” minus the “Administrave Expenses”, the “Distribuon Expenses” and the “Other operang expenses” prior to depreciaon and amorzaon. The depreciaon and amorzaon for the Group are presented in the note 4.10.21 “Table of Changes in Fixed Assets” of the financial statements. EBIT (Earnings before interest and taxes) EBIT equals with the operang earnings of the Group as they are recorded in the annual financial statements. EBT (Earnings before taxes) EBT equals with the earnings deriving before the deducon of taxes from the annual financial statements. Net Income (Net earnings) (Euro million) FY 2024 FY 2023 Gross operating earnings 226.2 182.3 Other operating income 1.2 1.0 Administrative expenses (32.3) (24.1) Distribution expenses (133.4) (112.2) Other operating expenses (0.9) - Depreciation and amortization (20.6) (14.5) Earnings before interest, taxes, depreciation and amortization 81.6 61.6
176 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 It equals with the earnings aſter the deducon of taxes as they are recorded in the financial statements. These earnings are distributed to the shareholders of the parent company. Profitability Margins For all the above profitability figures, the corresponding profit margin is calculated by dividing each figure with the total turnover. Β) Net debt The net debt comprises a figure which depicts the capital structure of the Group. It is calculated by adding the long- term loans and the short-term loans by then deducting the cash and cash equivalents and the “Financial Assets at fair value through results”, since they are considered to be liquid items. The relevant calculations are presented in the following table: Marousi, 12 March 2025 The Board of Directors FY 2024 FY 2023 (Euro million) Margin Margin Revenue 600.1 482.2 Earnings before interest, taxes, depreciation and amortization 81.6 13.6% 61.6 12.8% Earnings before interest and taxes 61.0 10.2% 47.1 9.8% Earnings before taxes 56.7 9.5% 48.6 10.1% Net Earnings 46.0 7.7% 39.3 8.2% (Euro million) FY 2024 FY 2023 Long-term loans 49.6 56.1 Short-term loans 9.9 14.2 Cash and cash equivalents (47.4) (111.0) Other financial assets (3.6) (3.0) Net Debt 8.5 (43.6) CHAIRMAN OF THE BOARD VICE CHAIRMAN & BOARD MEMBER GROUP CHIEF EXECUTIVE OFFICER & BOARD MEMBER GROUP CHIEF FINANCIAL OFFICER & BOARD MEMBER KYRIAKOS SARANTIS GRIGORIS SARANTIS IOANNIS BOURAS CHRISTOS VARSOS ID NO. AI 597050/2010 ID NO. X 080619/2003 ID NO. AB 055247/2006 ID NO. AO 547315/2020
Independent Auditors’ Report
3. INDEPENDENT AUDITORS’ REPORT KPMG Certified Auditors S.A. 44, Syngrou Avenue 117 42 Athens, Greece Telephone +30 210 6062100 Fax +30 210 6062111 Email: info@kpmg.gr Independent Auditors’ Report (Translated from the original in Greek) To the Shareholders of GR. SARANTIS S.A. Report on the Audit of the Separate and Consolidated Financial Statements Opinion We have audited the Separate and Consolidated Financial Statements of GR. SARANTIS S.A. (the “Company”) which comprise the Separate and Consolidated Statement of Financial Position as at 31 December 2024, the Separate and Consolidated Statements of Total Comprehensive Income, Changes in Equity and Cash Flows for the year then ended, and notes, comprising material accounting policies and other explanatory information. In our opinion, the accompanying Separate and Consolidated Financial Statements present fairly, in all material respects, the separate and consolidated financial position of GR. SARANTIS S.A. and its subsidiaries (the “Group”) as at 31 December 2024 and its separate and consolidated financial performance and its separate and consolidated cash flows for the year then ended, in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (ISA), as incorporated in Greek legislation. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Separate and Consolidated Financial Statements section of our report. We are independent of the Company and the Group in accordance with the International Ethics Standards Board for Accountants International Code of Ethics for Professional Accountants, as incorporated in Greek legislation, and with the ethical requirements that are relevant to the audit of the separate and consolidated financial KPMG Certified Auditors S.A., a Greek Societe Anonyme and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.All rights reserved. Certified Auditors GCR 148599601000
statements in Greece and we have fulfilled our other ethical responsibilities in accordance with the requirements of the applicable legislation. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key Audit Matters Key audit matters are those matters, that, in our professional judgment, were of most significance in our audit of the Separate and Consolidated Financial Statements of the current period. These matters and the relevant significant assessed risks of material misstatement were addressed in the context of our audit of the Separate and Consolidated Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. 1. Impairment Assessment of Goodwill, Trademarks and Investments in subsidiaries See Note 4.7.6, 4.8.1.2, 4.8.4, 4.8.5, 4.10.2, 4.10.3, 4.10.21 to the Separate and Consolidated Financial Statements Key Audit Matter How the matter was addressed in our audit As of 31 December 2024, the Group has recognized “Goodwill” amounting to EUR 14.3 million and “Intangible Assets” (trademarks) amounting to EUR 81.8 million in the consolidated financial statements. In the separate financial statements as of 31 December 2024, the Company has recognized “Goodwill” amounting to EUR 1.1 million and “Intangible Assets” (trademarks) amounting to EUR 23.7 million and investments in subsidiaries amounting to EUR 185.1million. Goodwill and investments in subsidiaries are valued at cost less accumulated impairments, while Intangible assets (trademarks) are valued at cost less accumulated amortization and accumulated impairment. In accordance with IFRS, management Regarding this matter, our audit procedures included, among others, the following: 1) We examined management’s assessment and analysis regarding the existence of indications of impairment of the investments in subsidiaries. 2) For the subsidiaries where indications of impairment exist or where goodwill or Intangible assets (trademarks) had been allocated, we performed the following: A. With the support of our valuation experts: (i) we evaluated the appropriateness of the methods applied for the identification of recoverable amount of CGUs; (ii) we evaluated the reasonableness of the key assumptions and
performs impairment tests for goodwill at the end of each reporting period or more often, when indications exist that the carrying value of each Cash Generating Unit (CGU) (subsidiaries companies) that Goodwill has been allocated, exceeds its recoverable amount. Respectively, regarding the investments in subsidiaries, the impairment is examined when relevant indications exist. The Group assesses the recoverable amount of CGUs subsidiaries based on value in use. The calculation of value in use requires estimates by Management relating to variables as compound annual revenue growth rate, earnings before interest and tax, growth rate, the discount rate and the current and future market conditions. The above estimates require significant judgement from the Management and include a level of uncertainty. Consequently, we consider the impairment assessment of Goodwill, Intangible assets (trademarks) and Investments in subsidiaries as a key audit matter. Disclosures regarding the assumptions and the methodology used for the calculation of the impairment are important to provide clarity to the separate and consolidated financial statements. estimates of future cash flows. The key assumptions that were evaluated included the revenue trend of CGUs, the earnings before interest and tax, the growth rate and the discount rate used in the future cash flow projections. (iii) we performed a sensitivity analysis on the key assumptions adopted; (iv) our assessment also included a comparison of the key assumptions used in management's valuation models, with external data and market trends, our knowledge of the Company and the industry (v) we confirmed the mathematical accuracy of discounted cash flow models for the identification of value in use of CGUs. B. We evaluated the reliability of management’s estimates during the preparation of the business plans, by comparing the previous budget and estimates to the actual performance of the CGUs. We assessed the reasons for any deviations, and we evaluated their potential impact on future performance. Finally, we assessed the appropriateness and the adequacy of the related disclosures in the separate and consolidated financial statements, regarding the above issues. 2. Business combinations – Stella Pack acquisition
See note 4.7.6, 4.8.1.1, 4.10.2, 4.10.3, to the Consolidated Financial Statements. Key Audit Matter How the matter was addressed in our audit On 12 January 2024, Sarantis Polska S.A., Sarantis Group’s fully-owned subsidiary, signed an agreement for the acquisition of the 100% of the share capital of the companies Stella Pack Europe SP.Z.O.O. in Poland, Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania, as well as 79% of Stella Pack Ukraine LLC in Ukraine (together “Stella Pack”) for a consideration of Euro 31.2 million. The Group, as part of the Purchase Price Allocation process has recognized Intangible assets and Trademarks of Euro 34.3 million and Goodwill of Euro 6.9 million. The accounting treatment of this transaction is complex due to the complexity of the transaction and the significant judgment required to account as a business combination and to determine the identification and measurement of the fair value of the assets acquired. Due to the size and complexity of the acquisitions above, we considered this to be a key audit matter. Our audit procedures in relation to this matter included, among others, the following: 1) We evaluated the design of the internal controls of the Company and the Group regarding the development of the assumptions used in the purchase price allocation of the acquisition price to the assets acquired and liabilities assumed for these business acquisitions. 2) Involving our own valuation specialists to support us in challenging the valuation performed by the Group and methodology used to determine the identification and measurement of the assets acquired and liabilities assumed. In particular the methodologies adopted and key assumptions used to determine the fair value of trademarks, including the discounting rate. Finally, we evaluated the appropriateness and adequacy of disclosures, in the Consolidated Financial Statements, including disclosures of key assumptions and judgments regarding this matter. Other matter The Separate and Consolidated Financial Statements of GR. SARANTIS S.A. for the prior year ended 31 December 2023 were audited by another audit firm, for which the Certified Auditor Accountant issued an audit report on 11 March 2024 expressing an unmodified opinion.
Other Information The Board of Directors is responsible for the other information. The other information comprises the information included in the Board of Directors’ Report, for which reference is made in the “Report on Other Legal and Regulatory Requirements” and the Declarations of the Members of the Board of Directors but does not include the Separate and Consolidated Financial Statements and our Auditors’ Report thereon. Our opinion on the Separate and Consolidated 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 Separate and Consolidated Financial Statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Separate and Consolidated 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 Separate and Consolidated Financial Statements The Board of Directors is responsible for the preparation and fair presentation of the Separate and Consolidated Financial Statements in accordance with IFRS, as adopted by the European Union, and for such internal control as the Board of Directors determines is necessary to enable the preparation of separate and consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the Separate and Consolidated Financial Statements, the Board of Directors is responsible for assessing the Company’s and the Group’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 and the Group or to cease operations, or has no realistic alternative but to do so. The Audit Committee of the Company is responsible for overseeing the Company’s and the Group’s financial reporting process. Auditor’s Responsibilities for the Audit of the Separate and Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the Separate and Consolidated Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ 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 which have been incorporated in Greek legislation 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 Separate and Consolidated Financial Statements. As part of an audit in accordance with ISAs, which have been incorporated in Greek legislation, we exercise professional judgment and maintain professional scepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the separate and consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s and the Group’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 and the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the Separate and Consolidated 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 auditors’ report. However, future events or conditions may cause the Company and the Group to cease to continue as a going concern. Evaluate the overall presentation, structure and content of the Separate and Consolidated Financial Statements, including the disclosures, and whether the separate and consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation. Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on these Group Financial Statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Separate and Consolidated Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Report on Other Legal and Regulatory Requirements 1 Board of Directors’ Report The Board of Directors is responsible for the preparation of the Board of Directors’ Report and the Sustainability Report and the Corporate Governance Statement that are included in this report. Our opinion on the financial statements does not cover the Board of Directors’ Report and we do not express an audit opinion thereon. Our responsibility is to read the Board of Directors’ Report and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that work pursuant to the requirements of paragraph 1, cases aa and b, of article 154C of Law 4548/2018 and case ab, which does not include the Sustainability Report and for which we have issued on date 12 March 2025 a relevant limited assurance report in accordance with the International Standard on Assurance Engagements 3000 (Revised), we note that: (a) The Board of Directors’ Report includes a Corporate Governance Statement which provides (or does not provide) the information set by Article 152 of L. 4548/2018. (b) In our opinion, the Board of Directors’ Report has been prepared in accordance with the applicable legal requirements of Articles 150 and 153 of L. 4548/2018 excluding the requirement for the submission of the Sustainability Report of paragraph 5A of Article 150 of the same law and its contents correspond with the accompanying Separate and Consolidated Financial Statements for the year ended 31 December 2024. (c) Based on the knowledge acquired during our audit, relating to GR. SARANTIS S.A. and its environment, we have not identified any material misstatements in the Board of Directors’ Report. 2 Additional Report to the audit Committee Our audit opinion on the Separate and Consolidated Financial Statements is consistent with the Additional Report to the Audit Committee of the Company dated 12 March 2025, pursuant
to the requirements of article 11 of the Regulation 537/2014 of the European Union (EU). 3 Provision of non Audit Services We have not provided to the Company and its subsidiaries any prohibited non-audit services referred to in article 5 of Regulation (EU) 537/2014 or any other permissible non-audit services. The permissible non-audit services that we have provided to the Company and its subsidiaries during the year ended 31 December 2024 are disclosed in Note 4.10.14 of the accompanying Separate and Consolidated Financial Statements. 4 Appointment of Auditors We were appointed for the first time as Certified Auditors of the Company based on the decision of the Annual General Shareholders’ Meeting dated 24 April 2024. 5 Operations Regulation The Company has an Operations Regulation in accordance with the content provided by the provisions of the article 14 of Law 4706/2020. 6 Assurance Report on the European Single Electronic Reporting Format Subject Matter We were engaged to perform a reasonable assurance engagement to examine the digital files of the company GR. SARANTIS S.A. (the Company and Group), which were prepared in accordance with the European Single Electronic Format (ESEF) and that include the separate and consolidated financial statements of the Company and the Group for the year ended as at 31 December 2024 in XHTML format, and also the file XBRL (21380078FJXYHFE8KP46- 2024-12-31-en.zip) with the appropriate mark up of the those consolidated financial statements, including other explanatory information (Notes to the Financial Statements) (hereafter the “Subject matter”), in order to verify that it was prepared in accordance with the requirements set out in the Applicable Criteria section. Applicable Criteria The Applicable Criteria for the European Single Electronic Format (ESEF) are defined by the European Commission Delegated Regulation (EU) 2019/815, as in force (hereafter “the ESEF Regulation”) and the 2020/C 379/01 Commission Interpretative Communication issued on 10 November 2020, as required by the L. 3556/2007 and the relevant announcements of the
Hellenic Capital Markets Commission and the Athens Stock Exchange. In summary, these Criteria provide, among others, the following: All the annual financial reports must be prepared in XHTML format. With respects to the consolidated financial statements based on International Financial Reporting Standards (IFRS), the financial information that is included in the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the Statement of Cash Flows, as well as in the Notes to the consolidated financial statements, must be marked up with XBRL tags and “block tag”, in accordance with the ESEF Taxonomy, as in force. The technical requirements for the ESEF, including the relevant taxonomy, are included in the ESEF Regulatory Technical Standards, including of the Notes to the Consolidated Financial Statements. Responsibilities of the Board of Directors and those charged with governance The Board of Directors is responsible for the preparation and filing of the separate and consolidated financial statements of the Company and the Group, for the year ended as at 31 December 2024, in accordance with the Applicable Criteria and for such internal control as the Board of Directors determines is necessary to enable the preparation of digital files that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibilities Our responsibility is to issue this Report regarding the evaluation of the Subject Matter, based on our work performed, which is described below in the “Scope of Work Performed” section. Our work was conducted in accordance with International Standard on Assurance Engagements 3000 (Revised) “Assurance Engagements Other than Audits or Reviews of Historical Financial Information” (hereafter “ISAE 3000”). ISAE 3000 requires that we plan and perform our work to obtain reasonable assurance about the evaluation of the Subject Matter in accordance with the Applicable Criteria. In the context of the procedures performed, we assess the risk of material misstatement of the information related to the Subject Matter. We believe that the evidence we have obtained is sufficient and appropriate and support the conclusion expressed in this assurance report. Professional ethics and quality management We are independent of the Company and the Group, throughout this engagement and have complied with the requirements of the International Code of Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants, the ethics and independence requirements of Law 4449/2017 and Regulation (EU) 537/2014. Our firm applies International Standard on Quality Management (ISQM) 1, “Quality Management for Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related Services Engagements” and consequently maintains a comprehensive quality management system that includes documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
Scope of work performed The assurance work we performed covers only the items included in the 214/4/11-02-2022 Decision of the Hellenic Accounting and Auditing Standards Oversight Board and the Guidelines for the assurance engagement and report of Certified Auditors on the European Single Electronic Reporting Format (ESEF) of issuers with shares listed in a regulated market in Greece”, as these were issued by the Institute of Certified Public Accountants of Greece on 14/02/2022, in order to obtain reasonable assurance that the financial statements of the Company that are prepared by the the Board of Directors of the Company comply in all material respects with the Applicable Criteria. Conclusion Based on the procedures performed and the evidence obtained, we express the conclusion that the separate and consolidated financial statements of the Company and the Group for the year ended as of 31 December 2024 in XHTML format , and the XBRL file (21380078FJXYHFE8KP46-2024-12-31-en.zip) marked up with respects to the consolidated financial statements, including the other explanatory information (Notes to financial statements), have been prepared, in all material respects, in accordance with the requirements as defined in the Applicable Criteria. Athens, 12 March 2025 KPMG Certified Auditors S.A. Reg. No. SOEL 186 Vassilios Kaminaris, Certified Auditor Reg. No. SOEL 20411
Annual Financial Statements
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 189 4. ANNUAL FINANCIAL STATEMENTS The Annual Financial Statements presented on pages 190 to 267 were approved by the Board of Directors on March 12, 2025. 4.1 STATEMENT OF FINANCIAL POSITION Group Company Amounts in € Note 31.12.2024 31.12.2023 31.12.2024 31.12.2023 ASSETS Non-current assets 288,559,456234,883,496277,477,879274,972,876Tangible fixed assets 4.10.21 130,655,088104,353,90748,886,294 46,919,164 Right of use 4.10.21 20,548,86918,018,5137,617,394 10,903,421 Investments in property 4.10.21 8,228,7216,755,6742,083,967 2,145,508 Intangible assets 4.10.21 94,410,99357,263,09832,604,833 28,244,042 Goodwill 4.10.3 14,298,8687,771,9911,100,000 1,100,000 Deferred tax assets 4.10.12 682,044706,4060 0 Investments in Subsidiaries, Associates 4.10.2 00185,110,851 184,945,932 Other long-term receivables 4.10.5 19,734,87440,013,90674,540 714,809 Current assets 311,709,138318,659,781146,257,854 140,290,528 Inventories 4.10.4 111,069,25795,371,98845,214,782 42,691,044 Trade receivables 4.10.5 114,932,919101,298,65345,433,913 44,230,796 Other short-term receivables 4.10.5 33,636,2758,024,53544,782,974 41,023,829 Cash & cash equivalents 4.10.6 47,356,665111,009,4177,216,231 9,389,672 Financial assets at fair value through profit and loss (FVTPL) 4.10.7 3,609,955 2,955,187 3,609,955 2,955,187 Assets held for sale 4.10.2 1,104,06700 0 Total Assets 600,268,594553,543,277423,735,733 415,263,404 Shareholders' EQUITY: Share capital 4.10.16 52,143,43952,143,43952,143,439 52,143,439 Share Premium 4.10.16 40,676,35640,676,35640,676,356 40,676,356 Reserves 4.10.20 23,200,36932,374,18014,411,854 25,781,939 Translation Reserve (6,464,806)(7,524,174)0 0 Retained Earnings 265,071,755235,971,300178,279,314 158,460,144 Total Shareholders' Equity 374,627,113353,641,101285,510,963 277,061,877 Non-controlling interest 280,4550Total Equity 374,907,568353,641,101285,510,963 277,061,877 LIABILITIES Long-term liabilities 96,720,54190,945,49271,423,942 71,507,584 Loans 4.10.10 49,558,78956,107,41258,558,789 56,107,412 Lease liabilities 4.10.10 17,361,65613,568,2925,818,954 8,934,799 Deferred tax liabilities 4.10.12 16,322,0589,082,9045,027,105 5,169,342 Provisions for employee benefits 4.10.23 2,449,2451,551,2262,019,095 1,296,031 Provisions - long-term liabilities 4.10.9 11,028,79410,635,6590 0 Short-term liabilities 128,640,486108,956,68466,800,827 66,693,943 Suppliers 4.10.8 84,880,01170,025,87241,371,749 38,068,257 Other liabilities 4.10.8 21,346,40516,413,44411,240,085 11,409,911 Income taxes - other taxes payable 5,350,4463,137,5022,219,943 722,151 Loans 4.10.10 9,883,44614,237,8579,883,446 14,237,857 Lease liabilities 4.10.10 6,856,5655,142,0092,085,604 2,255,766 Liabilities directly associated with the assets held for sale 4.10.2 323,612 0 0 0 Total Equity & Liabilities 600,268,594553,543,277423,735,733 415,263,404The basic financial statements should be read in conjunction with the attached notes.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 190 4.2 STATEMENT OF TOTAL COMPREHENSIVE INCOME Group Company Amounts in € Note 01.01-31.12.2024 Total 01.01-31.12.2023 Total 01.01-31.12.2024 Total 01.01-31.12.2023 Total Revenue 4.10.1 600,058,051482,169,875209,797,740 190,601,189 Cost of sales 4.10.14 (373,823,066)(299,860,631)(129,240,792) (120,588,033) Gross operating profit 226,234,985182,309,24480,556,947 70,013,156 Other operating income 4.10.14 1,234,5701,028,1973,276,136 3,115,786 Administrative expenses 4.10.14 (32,255,020)(24,078,512)(17,757,148) (14,909,784) Distribution expenses 4.10.14 (133,369,151)(112,207,714)(56,682,222) (52,182,277) Other operating expenses 4.10.14 (873,624)0(390,422) 0 Operating profit 60,971,76047,051,2169,003,292 6,036,881 Financial income/(expenses) 4.10.15 (4,256,097)1,877,14527,883,534 15,270,200 Gain (loss) from revaluation of fixed assets 0(284,801)0 (284,801) Earnings before taxes 56,715,66248,643,56036,886,826 21,022,281 Current income tax 4.10.11 (11,268,382)(8,751,267)(2,106,769) (735,831) Deferred tax 4.10.11 604,393(877,907)957,128 (1,442,993) Earnings after the deduction of tax (A) 46,051,67339,014,38635,737,186 18,843,457 Owners of the parent 46,020,47339,308,16035,737,186 18,843,457 Non controlling interest 31,200(293,774)0 0 Other Comprehensive Income:  0 0 0 0 Items not transferred to the statement of comprehensive income: 4,083,431 4,382,201 2,889,160 4,226,920 Profit from revaluation of fixed assets 5,085,9965,749,5623,605,513 5,549,920 Deferred tax from revaluation of fixed assets (1,069,804)(1,256,918)(793,213) (1,220,982) Profit/Loss from actuarial study 88,918(139,217)98,539 (130,792) Actuarial study deferred tax (21,678)28,774(21,678) 28,774 Items which may be transferred in future to the statement of comprehensive income: 1,048,874 6,668,434 0 0 Foreign exchange differences from subsidiaries abroad 1,048,8746,668,4340 0 Other total income after taxes (Β) 5,132,30511,050,6352,889,160 4,226,920 Total comprehensive income after taxes (A) + (B) 51,183,97850,065,02138,626,346 23,070,376 Owners of the parent 51,163,27250,592,08738,626,346 23,070,376 Non controlling interest 20,706(527,066)0 0 Basic earnings per share 4.10.17 0.71250.58980.5533 0.2827 Diluted earnings per share 4.10.17 0.71250.58980.5533 0.2827The basic financial statements should be read in conjunction with the attached notes.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 191 4.3 STATEMENT OF CHANGES IN GROUP’S EQUITY Attributed to shareholders of the parent Amounts in € Share capital Share Premium Reserves Translation Reserve Retained Earnings Total interest Non-controlling Total Balance as at 1 January 2023 54,504,43840,676,35621,271,949(14,192,608)226,407,936328,668,0702,076,346330,744,416Total comprehensive income for the period Net profit for the period 000039,308,16039,308,160(293,774)39,014,386Other comprehensive income Foreign exchange differences 0006,901,72606,901,726(233,292)6,668,434Reserve due to actuarial study 00(110,443)00(110,443)0(110,443)Revaluation of property 004,492,644004,492,64404,492,644Total other comprehensive income 004,382,2016,901,726011,283,927(233,292)11,050,635Total comprehensive income after taxes 004,382,2016,901,72639,308,16050,592,087(527,066)50,065,021Other transactions registered in Equity Purchase of treasury shares 0 0(11,967,259)00(11,967,259)0(11,967,259)Cancellation of treasury shares (2,360,998)014,876,4220(12,515,424)000Performance Stock Awards 00256,23800256,2380256,238Capital Aggregation Tax 0000(488,065)(488,065)0(488,065)Distributed dividends 0000(10,000,000)(10,000,000)0(10,000,000)Minority interests due to acquisition of interest in a subsidiary 0 00(233,292)(3,186,678)(3,419,970)(1,549,280)(4,969,250)Formation of reserves 0 0 3,554,629 0 (3,554,629) 0 0 0 Total other transactions registered in Equity (2,360,998) 06,720,030(233,292)(29,744,795)(25,619,056)(1,549,280)(27,168,336)Balance as at 31 December 2023 52,143,43940,676,35632,374,180(7,524,174)235,971,300353,641,1010353,641,101Balance as at 1 January 2024 52,143,43940,676,35632,374,180(7,524,174)235,971,300353,641,1010353,641,101Total comprehensive income for the period Net profit for the period 0 0 0 0 46,020,473 46,020,473 31,200 46,051,673 Other comprehensive income Foreign exchange differences 0001,059,36801,059,368(10,494)1,048,874Reserve due to actuarial study 0067,2390067,239067,239Revaluation of property 003,827,7160188,4764,016,19204,016,192Total other comprehensive income 003,894,9551,059,368188,4765,142,799(10,494)5,132,305Total comprehensive income after taxes 003,894,9551,059,36846,208,94851,163,27220,70651,183,978Other transactions registered in Equity Purchase of treasury shares 00(15,836,366)00(15,836,366)0(15,836,366)Increase of share capital 0000003737Performance Stock Awards 00659,10600659,1060659,106Distributed dividends 0000(15,000,000)(15,000,000)0(15,000,000)Minority interests due to acquisition of interest in a subsidiary 000000259,711259,711Formation of reserves 002,108,4930(2,108,493)000Total other transactions registered in Equity 00(13,068,767)0(17,108,493)(30,177,260)259,748(29,917,511)Balance as at 31 December 2024 52,143,43940,676,35623,200,369(6,464,806)265,071,755374,627,113280,455374,907,568The basic financial statements should be read in conjunction with the attached notes.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 192 4.4 STATEMENT OF CHANGES IN COMPANY’S EQUITY The basic financial statements should be read in conjunction with the attached notes. Amounts in € Balance as at 1 January 2023 54,504,438 40,676,356 14,864,966 165,656,763 275,702,523 Total comprehensive income for the period Net profit for the period 0 0 0 18,843,457 18,843,457 Other comprehensive income Reserve due to actuarial study 0 0 (102,018) 0 (102,018) Revaluation of property 0 0 4,328,937 0 4,328,937 Total other comprehensive income 0 0 4,226,920 0 4,226,920 Total comprehensive income after taxes 0 0 4,226,920 18,843,457 23,070,376 Other transactions registered in Equity Purchase of treasury shares 0 0 (11,967,259) 0 (11,967,259) Cancellation of treasury shares (2,360,998) 0 14,876,422 (12,515,424) 0 Performance Stock Awards 0 0 256,238 0 256,238 Distributed dividends 0 0 0 (10,000,000) (10,000,000) Formation of reserves 0 0 3,524,652 (3,524,652) 0 Total other transactions registered in Equity (2,360,998) 0 6,690,053 (26,040,076) (21,711,022) Balance as at 31 December 2023 52,143,439 40,676,356 25,781,939 158,460,144 277,061,877 Balance as at 1 January 2024 52,143,439 40,676,356 25,781,939 158,460,144 277,061,877 Total comprehensive income for the period Net profit for the period 0 0 0 35,737,186 35,737,186 Other comprehensive income Reserve due to actuarial study 0 0 76,860 0 76,860 Revaluation of property 0 0 2,812,300 0 2,812,300 Total other comprehensive income 0 0 2,889,160 0 2,889,160 Total comprehensive income after taxes 0 0 2,889,160 35,737,186 38,626,346 Other transactions registered in Equity Purchase of treasury shares 0 0 (15,836,366) 0 (15,836,366) Performance Stock Awards 0 0 659,106 0 659,106 Distributed dividends 0 0 0 (15,000,000) (15,000,000) Formation of reserves 0 0 918,015 (918,015) 0 Total other transactions registered in Equity 0 0 (14,259,245) (15,918,015) (30,177,260) Balance as at 31 December 2024 52,143,439 40,676,356 14,411,854 178,279,314 285,510,963 Attributed to shareholders of the parent Share capital Share Premium Reserves Retained Earnings Total
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 193 4.5 STATEMENT OF CASH FLOWS Group Company Amounts in € 01.01 - 31.12.2024 01.01 - 31.12.2023 01.01 - 31.12.2024 01.01 - 31.12.2023 Operating Activities Earnings before tax (continuing activities) 56,715,66248,643,56036,886,826 21,022,281 Plus / minus adjustments for: Depreciation/amortization 20,612,74914,543,0258,531,945 7,748,282 Impairment of tangible & intangible fixed assets 873,6240328,880 0 Revaluation of fixed assets (47,079)284,80161,542 284,801 Foreign exchange differences (33,539)(767,409)145,947 222,643 Results (income, expenses, profits and losses) from investing activities (2,411,940)(6,231,720)(32,957,476) (18,594,145) Interest expense and related expenses 6,041,6164,587,8634,787,679 3,140,368 Decrease / (increase) in inventories (4,744,274)11,038,347(2,523,738) 2,035,256 Decrease / (increase) in receivables (8,669,172)(980,231)(4,656,700) 9,690,410 Decrease) / increase in liabilities (other than to banks) 8,583,073(1,063,634)4,300,510 722,357 Less: Interest and related expenses paid (6,452,901)(4,088,893)(5,117,845) (2,613,984) Tax paid (8,616,584)(6,675,630)(769,548) (312,098) Total inflows / (outflows) from operating activities (a) 61,851,23559,290,0789,018,021 23,346,171 Investing Activities (Acquisition)/sale of subsidiaries, associates, joint ventures and other investments (27,962,026)(3,224,432)(241,246) (67,189,946) Purchase of tangible and intangible fixed assets (17,625,557)(7,328,228)(9,003,953) (4,297,122) Proceeds from sale of tangible and intangible assets 698,420121,7596,281 3,485 Interest received 1,269,4553,050,33796,531 308,875 Dividends received 0032,095,092 16,574,458 Proceeds from grants 50,921473,3640 0 Total inflows / (outflows) from investing activities (b) (43,568,786)(6,907,199)22,952,704 (54,600,251) Financing Activities Proceeds from borrowings 24,289,10955,778,12633,289,109 55,778,126 Payment of borrowings (68,975,141)(34,161,915)(35,192,143) (13,237,857) Decrease / (increase) of restricted cash 595,000(595,000)595,000 (595,000) Payment of lease liabilities (6,770,945)(4,960,303)(2,333,655) (2,108,294) (Payments) / Proceeds from (purchase) / sale of treasury shares (15,836,366)(11,967,259)(15,836,366) (11,967,259) Dividends paid towards the shareholders of the parent (14,666,113)(9,762,689)(14,666,113) (9,762,689) Total inflows / (outflows) from financing activities (c) (81,364,456)(5,669,040)(34,144,167) 18,107,026 Net increase / (decrease) in cash and cash equivalents (a+b+c) (63,082,007)46,713,838(2,173,441) (13,147,054) Cash and cash equivalents at beginning of period 111,009,41760,679,9089,389,672 22,536,726 Effect from foreign exchange differences due to translation to euro (144,584)3,615,6720 0 Cash and cash equivalents of the group of assets held for sale (426,161)00 0 Cash and cash equivalents at the end of the period 47,356,665111,009,4177,216,231 9,389,672The basic financial statements should be read in conjunction with the attached notes. It is noted that under "Cash and cash equivalents of the group of assets held for sale" the cash and cash equivalents It is noted that under "Cash and cash equivalents of the group of assets held for sale" the cash and cash equivalents It is noted that under "Cash and cash equivalents of the group of assets held for sale" the cash and cash equivalents of Stella Pack Ukraine LLC amounting to € 426 thous. are presented, which have been classified as "Assets Held for of Stella Pack Ukraine LLC amounting to € 426 thous. are presented, which have been classified as "Assets Held for of Stella Pack Ukraine LLC amounting to € 426 thous. are presented, which have been classified as "Assets Held for Sale" in the Statement of Financial Position (see note 4.10.2). Sale" in the Statement of Financial Position (see note 4.10.2). Sale" in the Statement of Financial Position (see note 4.10.2).
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 194 4.6 NOTES ON THE ANNUAL FINANCIAL STATEMENTS 4.6.1 The Company Gr. Sarantis S.A. (the Company) has the legal form of a société anonyme and is the parent company of the Gr. Sarantis S.A. Group (the Group). It was founded in 1964 and is registered in the General Electronic Commercial Registry ("G.E.MI.") of Greece under the number 255201000. The Company’s domicile is located at 26 Amarousiou - Chalandriou Street, Marousi Greece. The Company’s central offices are also located at the same address. The Company’s website is the following: https://www.sarantisgroup.com The shares of Gr. Sarantis S.A. are listed on the main market of the Athens Stock Exchange. 4.6.2 The Group’s Structure The Group’s companies, which are included in the consolidated financial statements, are the following:
GROUP STRUCTURE
Company Domicile Direct Participation Percentage Indirect Participation Percentage Total
Full Consolidation Method
GR. SARANTIS S.A. GREECE PARENT
SARANTIS BULGARIA LTD BULGARIA 100.00% 0.00% 100.00%
SARANTIS ROMANIA S.A. ROMANIA 100.00% 0.00% 100.00%
SARANTIS BELGRADE D.O.O. SERBIA 100.00% 0.00% 100.00%
SARANTIS BANJA LUKA D.O.O. BOSNIA-HERZEGOVINA 0.00% 100.00% 100.00%
SARANTIS LJUBLJANA D.O.O. SLOVENIA 0.00% 100.00% 100.00%
SARANTIS SKOPJE D.O.O. N.MACEDONIA 0.00% 100.00% 100.00%
SARANTIS POLSKA S.A. POLAND 100.00% 0.00% 100.00%
POLIPAK SP. Z.O.O. POLAND 0.00% 100.00% 100.00%
STELLA PACK S.A. POLAND 0.00% 100.00% 100.00%
STELLA PACK S.R.L. ROMANIA 0.00% 100.00% 100.00%
STELLA PACK UKRAINE LLC UKRAINE 0.00% 79.00% 79.00%
SARANTIS CZECH REPUBLIC SRO CZECH REPUBLIC 100.00% 0.00% 100.00%
SARANTIS HUNGARY KFT. HUNGARY 100.00% 0.00% 100.00%
ZETAFIN LTD CYPRUS 100.00% 0.00% 100.00%
ELODE FRANCE S.A.R.L FRANCE 100.00% 0.00% 100.00%
SARANTIS FRANCE S.A.R.L FRANCE 100.00% 0.00% 100.00%
SARANTIS PORTUGAL LDA PORTUGAL 100.00% 0.00% 100.00%
ASTRID T.M. A.S. CZECH REPUBLIC 100.00% 0.00% 100.00%
SARANTIS SLOVAKIA S.R.O SLOVAKIA 0.00% 100.00% 100.00%
IVYBRIDGE VENTURES LTD CYPRUS 100.00% 0.00% 100.00%
ERGOPACK LLC UKRAINE 0.00% 100.00% 100.00%
On December 2024, the 100% subsidiary Sarantis Polska S.A., based in Poland, absorbed its Polish subsidiary Stella Pack Europe SP.Z.O.O. This event had no impact on the consolidated financial statements. On January 12, 2024, the company Sarantis Polska S.A., a 100% subsidiary of Gr. Sarantis S.A., signed an agreement for the acquisition of 100% of the share capital of the companies Stella Pack Europe SP.Z.O.O. in Poland, Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania, as well as 79% of Stella Pack Ukraine LLC in Ukraine (see note 4.10.2). Finally, on February 18, 2025, the company Stella Pack S.A., based in Poland, completed the sale of 79% of the shares of its subsidiary, Stella Pack Ukraine LLC, based in Ukraine. The transaction price amounted to € 500 thous. and was fully received within the same month (see note 4.10.2).
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 195 Business activity The Group is active in the production and trade of cosmetics, household products and pharmaceutical items. The Group’s main activities have not changed since the previous fiscal year.4.7 BASIS FOR THE PREPARATION OF THE FINANCIAL STATEMENTS 4.7.1 Compliance with IFRS The consolidated and individual financial statements of “Gr. Sarantis S.A.” are in accordance with the International Financial Reporting Standards (IFRS), which have been issued by the International Accounting Standards Board (IASB) as well as their interpretations, which have been issued by the International Financial Reporting Interpretations Committee (IFRIC) of IASB and have been adopted by the European Union. 4.7.2 Basis of preparation of financial statements The consolidated and parent financial statements of “Gr. Sarantis S.A.” have been compiled on the basis of the “going concern” principle and on the basis of the historical cost principle, apart from financial assets at fair value through profit or loss, which based on the requirements of IFRS are measured at fair value, as well as self-utilized and investment properties for which the fair value method has been selected in accordance with the relevant Standards. 4.7.3 Approval of financial statements The annual consolidated and individual financial statements have been approved by the Company's Board of Directors on March 12, 2025 and are subject to the approval of the Annual General Meeting of Shareholders. 4.7.4 Covered period The present consolidated financial statements include the financial statements of "Gr. Sarantis S.A." and its subsidiaries, collectively referred to as the Group, covering the period from January 1, 2024, to December 31, 2024. 4.7.5 Presentation of financial statements The present financial statements are presented in Euros (€), which is the Group’s operating currency, namely the currency of the primary economic environment in which the parent Company operates. 4.7.6 Significant judgments and estimations by Management The Group and the Company make estimates and assumptions related to the future. Therefore these estimates will rarely be identical to actual events. The estimates and assumptions that involve a significant revaluation risk in the book value of assets and liabilities in the subsequent period are reported below. The estimates and assumptions are continually revalued and rely on past evidence and experience, adjusted in line with current market conditions and other factors, including expectations for future events that are considered reasonable under the current circumstances. Actual results may differ from the above estimates under different assumptions or conditions. Significant accounting estimates and assumptions relating to future and other principal sources of uncertainty at the date of preparation of the financial statements, which present a significant risk of causing material adjustments to the book values of assets and liabilities in the next financial year, are as follows: Impairment of goodwill The Group and the Company assess whether there is any impairment of goodwill at least on an annual basis. Therefore, it is necessary to estimate the value in use of each cash-generating unit to which goodwill has been allocated. Estimated value in use requires the Group and the Company to estimate the future cash flows of the cash- generating units and to select the appropriate discount rate, based on which the present value of the future cash flows will be determined. An analysis regarding the impairment test is included in note 4.10.3. Impairment Assessment of Investments in Subsidiaries The Company examines at each reporting period whether there are indications of impairment in the value of investments in subsidiaries. Where there are relevant indications, the Company conducts an impairment test based on its accounting policy. The key estimates made by Management in calculating the recoverable amount relate to the estimation of future cash flows, which depends on a variety of factors, including sales expectations in future periods, cost estimates and the use of an appropriate discount rate.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 196 Estimation of the useful life of assets The Group and the Company estimate the useful life of tangible and intangible assets. These estimates are reviewed at least on an annual basis, taking into account new circumstances and market conditions. Own used assets Regarding land and buildings, the determination of fair value is carried out by approved independent appraisers based on international standards and guidelines (such as RICS Valuation - Professional Standards 2017), taking into account comparable data of recent or even older property transaction prices in the broader area of the properties, if available, or using the Depreciated Replacement Cost (DRC) method, as well as specific characteristics such as location, size, construction quality, and maintenance condition. The frequency of revaluations depends on changes in the estimated fair value of the properties in relation to the accounting value. When the change is material, a revaluation is carried out. As of December 31, 2024, a valuation study was conducted by an approved appraiser (based on valuation date as of 31/12/2024) for the land and buildings of the Company, as well as for the subsidiaries: Sarantis Polska S.A., Polipak SP.Z.O.O and Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania and Ergopack L.L.C. in Ukraine. Detailed information on fair value measurement is included in note 4.8.6. Investment property The fair value determination is carried out by approved independent appraisers based on international standards and guidelines (e.g. RICS Valuation - Professional Standards 2017), taking into account comparative evidence of recent or past real estate prices in the wider real estate area, if available, or by using the depreciated replacement cost (DRC) method, as well as its specific features such as location, size, quality construction and maintenance status. These valuations are reassessed at least annually. As of December 31, 2024 a valuation was carried out by an approved valuer (with a valuation date as of 31.12.2024) for the investment properties of the Company and its subsidiary Polipak SP.Z.O.O and Stella Pack S.A. in Poland. A fair value measurement analysis is included in note 4.8.7. Assets with right of use The Group's most significant estimates regarding right-of-use assets relate to the determination of the existence of leases in specific transactions, the terms of renewal of leases and the determination of the discount rate. Income Tax Provision The income tax provision under IAS 12 "Income Taxes" relates to the amounts of taxes that are expected to be paid to the tax authorities and includes the provision for current income tax and the provision for any additional taxes that may arise as a result of control by the tax authorities. Group companies are subject to different income tax laws and therefore significant management assessment is required to determine the Group's income tax income. Income tax expense may differ from these estimates due to future changes in tax legislation, significant changes in the laws of the countries in which the Group and the Company operate or unforeseen consequences from the final determination of the tax liability of each fiscal year by the tax authorities .These changes may have a significant impact on the Group's and Company's financial position. In the event that the resulting additional taxes are different from the amounts initially recorded, these differences will affect income tax and deferred tax provisions in the use that has been made to determine tax differences. Deferred tax receivables Deferred tax assets and liabilities are recognized in the event of temporary differences between the book value and the tax base of assets and liabilities using the tax rates that have been enacted and are expected to apply in the periods when these differences are expected to be eliminated. Deferred tax receivables are recognized for all deductible temporary differences and tax losses transferred to the extent that it is probable that taxable profit will be available and will be used against the deductible temporary differences and the transferred unused tax losses. The Group and the Company take into account the existence of future taxable income and follow a continuous conservative tax planning strategy in assessing the recovery of deferred tax receivables. Accounting estimates related to the deferred tax receivables require the management to make assumptions about the timing of future events, such as the probability of expected future taxable income and the available tax planning capabilities.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 197 Inventories Inventories are valued at the lower of their acquisition cost and their net realizable value. Net realizable value is the estimated selling price in the ordinary course of business of the Group companies less the estimated cost necessary to make the sale. The Group's management makes estimates to calculate any provision for inventory impairment, which includes, among other factors, the inventory's obsolescence, its movement during the period, the planning for the next period, and the estimation of future selling prices. For the recognition of provisions for the year 2024, see note 4.10.4. Provisions for expected credit losses from customer receivables and contract assets The Group applies the simplified approach of IFRS 9 for the calculation of expected credit losses, according to which the provision for impairment is always measured at the amount of the expected credit losses over the life of the receivables from customers. At each balance sheet date, the historical percentages used and the estimates of the future financial situation are updated. The correlation between the historical data, the future financial situation and the expected credit losses includes significant estimates. The amount of expected credit losses depends to a large extent on the changes in the conditions and forecasts of the future financial situation. In cases where there are respective indications for certain customers, the estimates are being performed on a more specific basis taking these indications into account. In addition, past experience and forecasts for the future may not lead to conclusions indicative of the actual amount of customer default in the future. Further analysis is included in note 4.10.5. Liabilities in relation to post-employment benefits The present value of the pension benefits of defined benefit plans is based on a number of factors identified using actuarial methods and assumptions. Such actuarial assumptions are the discount rate used to calculate the cost of provision and the rate of wage increases. Any changes in these assumptions will affect the balance of pension liabilities. The Company determines the appropriate discount rate at the end of each financial year. This is defined as the interest rate that should be used to determine the present value of future cash flows that are expected to be required to meet pension plan liabilities. For determining the appropriate discount rate, the Company uses the interest rate on low-risk corporate bonds that are converted into the currency in which the liability will be paid and whose maturity date is close to that of the relevant pension liability. Further analysis is included in note 4.10.23. Business combinations When acquiring a company, the fair value and useful life of the acquired tangible and intangible assets are determined, where estimations are required. Future events could lead to changes in the assumptions used by the Group, which could have an impact on the Group's results and equity. Contingent liabilities The Group and the Company are involved in various disputes and legal proceedings. The Group and the Company review the status of each significant case on a periodic basis and evaluate the potential economic risk, based on the views of legal advisers. If the potential loss from any litigation or legal case is considered probable and the amount can be estimated reliably, the Group and the Company calculate a provision for the estimated loss. Both the determination of the probability and the determination of whether the risk can be reliably estimated require the management's judgment to a significant degree. When additional information becomes available, the Group and the Company reconsider the potential liability for outstanding litigation and legal affairs and may review the estimates of the probability of an adverse effect and the related estimate of potential loss. Such revisions to the estimates of the potential liabilities may have a significant impact on the Group's and Company's financial position and results. 4.7.7 New Accounting Policies The material accounting policies that were adopted in the preparation of the financial statements of the Group are presented in the note 4.8. The policies are applied on a consistent manner for all annual periods unless it is stated otherwise. a. New Accounting Standards, amendments of Standards and Interpretations applied to the financial statements As of January 1, 2024, the Group adopted all the changes to IFRS as adopted by the European Union ("EU") related to its operations.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 198 The following new Standards, Interpretations and Amendments to Standards have been issued by the International Accounting Standards Board (IASB), adopted by the European Union, and their application is mandatory from 01/01/2024 onwards. IAS 1 (Amendments) Presentation of Financial Statements: "Classification of Liabilities as Current or Non-Current" In January 2020 IASB issued amendments to IAS 1 that affect the requirements for the presentation of liabilities. Specifically, the amendments clarify one of the criteria for classifying a liability as non-current, namely the requirement for an entity to have the right to defer the settlement of the liability for at least 12 months after the reporting period. The amendments include, among other things, clarification that the entity's right to defer settlement must exist at the reporting date and clarification that the classification of the liability is not affected by the intentions or expectations of management regarding the exercise of the deferral right. Additionally, in October 2022, IASB issued an amendment providing clarifications for the classification of debt with covenants and requires new disclosures for non-current liabilities that are subject to future covenants. IFRS 16 Leases (Amendments): “Lease Liability in a Sale and Leaseback” The amendments are intended to clarify the requirements of accounting by a seller-lessee regarding measuring the lease liability arising in a sale and leaseback transactions. An entity applies the amendment retrospectively in cases of sale and leaseback transactions entered into after the date of the initial application of IFRS 16. IAS 7 (Amendments) “Statement of Cash Flows” and IFRS 7 (Amendments) “Financial Instruments Disclosures” In May 2023, IASB issued the final amendments to IAS 7 and IFRS 7 which address the disclosure requirements to be provided by entities in relation to their supplier finance arrangements. These amendments had no impact on the annual financial statements of the Group and the Company . b. New Accounting Standards, amendments to standards and Interpretations which are mandatorily applied in subsequent periods The following New IFRS, Amendments to IFRS and Interpretations have been issued by the International Accounting Standards Board (IASB) but have not yet become effective for annual periods beginning on January 1, 2024. Those related to the Group's operations are presented below. The Group does not intend to adopt the following New IFRS, Amendments to IFRS and Interpretations before their effective date as indicated below. IAS 21 (Amendments) “The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability” (Amendments are effective for annual periods on or after 01 January 2025) In August 2023, the International Accounting Standards Board (IASB) issued amendments to IAS 21 “The Effects of Changes in Foreign Exchange Rates” which require companies to provide more useful information in their financial statements when a currency is not exchangeable to another currency. The amendments introduce a definition of the “exchangeability” of a currency and provide guidance on how an entity should estimate a spot exchange rate in cases where a currency is not exchangeable. Also, additional disclosures are required in cases where an entity has estimated a spot exchange rate due to a lack of exchangeability. The amendments have not yet been endorsed by the EU. Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) (Amendments are effective for annual periods on or after 01 January 2026) The amendments clarify that a financial liability is derecognized on the “settlement date” and introduce an accounting policy choice to derecognize financial liabilities settled using an electronic payment system before the settlement date. Other clarifications include the classification of financial assets with ESG linked features via additional guidance on the assessment of contingent features. Clarifications have been made to non-recourse loans and contractually linked instruments. The amendments require additional disclosures for investments in equity instruments that are measured at fair value with gains or losses presented in other comprehensive income (FVOCI). The amendments have not yet been endorsed by the EU.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 199 Annual Improvements to IFRS Amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10, and IAS 7 (effective for annual periods beginning on or after January 1, 2026) In the "Annual Improvements to IFRS - Volume 11," published by the International Accounting Standards Board (IASB) on July 18, 2024, amendments were made that include clarifications, simplifications, corrections, and changes to the following standards: IFRS 1 - First-time Adoption of International Financial Reporting Standards - Hedge Accounting upon First- time Adoption IFRS 7 - Financial Instruments - Disclosures - Profit or loss on derecognition - Disclosures of differences between fair value and transaction price - Credit risk disclosures IFRS 9 - Financial Instruments - Derecognition of lease liabilities - Transaction price IFRS 10 - Consolidated Financial Statements - Determining a "de facto agent" IAS 7 - Statement of Cash Flows - Cost Method The amendments to IFRS 9 clarify: The difference between IFRS 9 and IFRS 15 Revenue from Contracts with Customers regarding the initial measurement of trade receivables The issue of how a lessee accounts for the derecognition of a lease liability under IFRS 9 The amendment regarding the derecognition of lease liabilities applies only to lease liabilities that have been derecognized during or after the start of the annual reporting period in which the amendment is first applied. The amendments are effective for accounting periods beginning on or after January 1, 2026, with early adoption permitted. These amendments have not yet been adopted by the European Union. Amendments to IFRS 9 and IFRS 7 "Contracts for Renewable Energy from Renewable Sources" (effective for annual reporting periods beginning on or after January 1, 2026) On December 18, 2024, the International Accounting Standards Board (IASB) published amendments to IFRS 9 and IFRS 7 concerning contracts for electricity generated from renewable sources. The purpose of these amendments is to better reflect the impact of both physical and virtual electricity contracts on financial statements. Specifically, the amendments include: clarifications regarding the application of the "own use" requirement allowing hedge accounting when these contracts are used as hedging instruments the addition of new disclosure requirements to enable investors to understand the impact of these contracts on the company’s financial performance and cash flows The amendments should be applied to annual periods beginning on or after January 1, 2026, with early adoption permitted. These amendments have not yet been adopted by the European Union. IFRS 18 “Presentation and Disclosure in Financial Statements” (effective for annual periods starting on or after 01.01.2027) In April 2024 the International Accounting Standards Board (IASB) issued a new standard, IFRS 18, which replaces IAS 1 “Presentation of Financial Statements”. The primary objective of the Standard is to improve the assessment of a company's performance by increasing comparability in presentation in an entity’s financial statements, particularly in the statement of profit or loss and in its notes to the financial statements. Specifically, the standard will improve
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 200 the quality of financial information due to: a) the requirement for defined subtotals in the income statement, b) the requirement to disclose, in a separate note to the financial statements, performance indicators defined by the management of the business (Management Defined Performance Measures), c) new principles for grouping/separating information. IFRS 18 is effective for annual reporting periods beginning on or after 1 January 2027. Early adoption is permitted. The amendments have not yet been endorsed by the EU. IFRS 19 “Subsidiaries without Public Accountability: Disclosures” (effective for annual periods starting on or after 01/01/2027) In May 2024 the International Accounting Standards Board (IASB) issued a new standard, IFRS 19, which permits a subsidiary, without public accountability and that has a parent that produces consolidated financial statements available for public use that comply with IFRS Accounting Standards to provide reduced disclosures when applying IFRS Accounting Standards in its financial statements. An eligible subsidiary that applies IFRS 19 is required to apply the requirements in other IFRS Accounting Standards for recognition, measurement and presentation requirements but for disclosure requirements, it applies IFRS 19 instead of the disclosure requirements in other IFRS Accounting Standards, except in specified circumstances. The new standard is effective for reporting periods beginning on or after 01 January 2027 with earlier application permitted. The amendments have not yet been endorsed by the EU. The Group and the Company are assessing the impact of the new standards and amendments on the financial statements. The amendments that are mandatorily effective in subsequent periods are not expected to have a significant impact on the financial statements of the Group and the Company.4.8 MATERIAL ACCOUNTING POLICY INFORMATION 4.8.1 Consolidation 4.8.1.1 Business Combinations Business combinations are accounted for by the Group using the acquisition method when the acquired set of activities and assets meets the definition of a business and control is transferred to the Group. In determining whether a specific set of activities and assets constitutes a business, the Group evaluates whether the acquired set of assets and activities includes, at a minimum, an input and a substantive process, and whether the acquired set has the ability to produce outputs. A business combination involving entities under common control is one where all the combining entities are ultimately controlled by the same party or parties, both before and after the business combination and this control is not temporary. For the purpose of fair presentation, in the case of a subsidiary being absorbed by the parent, for which consolidated financial statements were prepared, the parent’s individual financial statements at the time of absorption are the consolidated financial statements of the entities immediately before the absorption (predecessor accounting method). The adopted method is followed for all transactions and disclosed in the notes to the financial statements. The Group has the option to apply a "concentration test" that allows for a simplified assessment of whether an acquired set of activities and assets does not constitute a business. The optional concentration test is met if virtually all of the fair value of the acquired gross assets is concentrated in a single identifiable asset or a group of similar identifiable assets. Acquisition-related expenses are recognized in the income statement. The difference between the acquisition price, plus the amount recognized for non-controlling interests and any pre-existing interests and the fair value at the acquisition date of the acquired subsidiary’s net assets is recognized as goodwill. Any goodwill arising is tested for impairment annually (see note 4.8.4).

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 201 The acquisition cost includes: the fair value of the assets transferred, the liabilities assumed or existing towards the former shareholders, the equity interests issued by the Group, the fair value of any potential claims or liabilities arising from the transaction and the fair value of any pre-existing equity interest in the subsidiary Any gain from a bargain purchase is recognized directly in the income statement. Transaction costs are accounted for as expenses when incurred, unless they relate to the issuance of debt or equity securities. The Group recognizes any non-controlling interest in the subsidiary at the value of the non-controlling interest’s share of the subsidiary’s net equity. 4.8.1.2 Subsidiaries The Group's subsidiaries are legal entities over which the Group exercises control. The Group exercises control over a company when it is exposed to or has rights to variable returns from its involvement with the company and has the ability to affect those returns through its control. Subsidiaries are consolidated using full consolidation from the date on which control is obtained by the Group and cease to be consolidated from the date on which such control is lost. The Company records investments in subsidiaries in its individual financial statements at cost, less any accumulated impairment losses. Impairment losses are recognized in the income statement. The acquisition method of accounting is used for the consolidation of subsidiary acquisitions by the Group. 4.8.1.3 Non-controlling interests Non-controlling interests represent the portion of profits or losses and net identifiable assets that are not owned by the Company. The Group recognizes the value of the non-controlling interest rights as a percentage of the minority shareholders' share of the net assets acquired. Changes in the Group's ownership percentage in a subsidiary that do not result in the loss of control are recorded as equity transactions. The difference between the consideration paid and the acquired share of the subsidiary's net book value of equity is recognized in a separate reserve within equity. 4.8.1.4 Investments in associate companies Associates are entities over which the Group can exert significant influence but which do not fulfill the conditions to be classified as subsidiaries or joint ventures. Significant influence is the authority to participate in decisions that regard decisions for the issuer’s financial and business policies, but not control over those polices. Significant influence is usually implied when the Group holds a percentage between 20% and 50% of the voting rights through ownership of shares or another type of agreement. Investments in associates are initially recognized at cost and are subsequently valued using the equity method for consolidation purposes. Goodwill is included in the book cost of the investment and is examined for impairment as part of the investment. When a Group entity transacts with an associate, any intercompany profits and losses are eliminated to the extent of the Group's interest in the relevant associate. All subsequent changes in the Group’s share of the net assets of an associate are recognized in the carrying amount of the Group’s investment. Changes that arise from the profit or losses of associates are registered in the consolidated profit and loss account.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 202 Changes that have been directly recognized in equity of the associates are recognized in the Group’s consolidated equity. Any changes recognized directly in equity that are not related to a result, such as the distribution of dividends or other transactions with shareholders of the associate, are registered in the book value of the participation. No effect in the net result or equity is recognized in the context of such transactions. When the Group’s share of losses is an associate equals or exceeds the carrying amount of the investment, including any other unsecured receivables, the Group does not recognize further losses, unless it has been burdened with commitments or has proceeded with payments on behalf of the associate. The accounting policies of associates are amended when deemed necessary in order to render such consistent with the policies adopted by the Group. In the parent’s financial statements, investments in associates are valued, according to IAS 28, at acquisition cost minus any accumulated impairment loss. As of 31/12/2024, the Group had no investments in associate companies. 4.8.1.5 Joint agreements Investments in joint arrangements are classified as joint activities or joint ventures and their classification depends on the contractual rights and obligations of each investor. The Group assessed the nature of the joint arrangements’ investments and decided that they form joint ventures. Joint ventures are accounted based on equity method. Based on the equity method, participations in joint ventures are initially recognized at the acquisition cost and adjusted to the Group's share on operating profit (or loss) and on the total other joint venture's profits. When the Group's share of the losses of a joint venture is equal or greater than that of the participation in the joint venture, the Group does not recognize any further losses unless it has incurred obligations or has made payments for the joint venture's account. Unrealized profits from transactions among the Group and the joint-ventures are eliminated according to the participation share of the Group in the joint ventures. Unrealized losses are also eliminated unless there is evidence from the transaction for the impairment of the assets that have been transferred. In the Company's separate financial statements, the participations in joint ventures appear in the acquisition cost minus any impairment losses, if any. As of 31/12/2024, the Group had no investments in joint agreements. 4.8.1.6 Assets held for sale Assets or disposal groups comprising assets and liabilities, are classified as held for sale if it is highly probable that they will be recovered primarily through sale rather than through continuing use. These assets or disposal groups, are generally measured at the lower of their carrying amount and fair value less costs to sell. Any impairment loss for a disposal group is initially allocated to goodwill and then to the remaining assets and liabilities on a pro-rata basis. Impairment losses on initial classification as held for sale and subsequent gains and losses on remeasurement are recognized in profit or loss. Once classified as held for sale, intangible assets and property, plant and equipment are no longer amortized or depreciated and any equity-accounted investee is no longer equity accounted. 4.8.2 Foreign currency translation Transactions in foreign currency are translated to the operating currency using exchange rates in effect during the date of the transactions.

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 203 Profit and losses from foreign exchange difference, which arise from the settlement of such transactions during the period and from the conversion of monetary items denominated in foreign currency with the effective exchange rates during the balance sheet date, are registered in the results. Foreign exchange differences from non-monetary items valued at fair value are considered as part of the fair value and thus are registered accordingly as fair value differences. The financial statement items of the Group’s companies are calculated based on the currency of the economic environment of the country where each company of the Group operates. The individual financial statements of the companies participating in the consolidation, which are initially presented in a currency different than the Group’s presentation currency, have been converted into Euro. The assets and liabilities have been converted into Euro according to the closing exchange rate during the balance sheet date. Revenues and expenses have been converted to the Group’s presentation currency at average exchange rates of each reported period. Any differences that arise from this procedure have been transferred to an equity reserve. 4.8.3 Financial information by segment The company’s Board of Directors is the main decision maker and controls the internal financial reporting in order to assess the Company’s and Group’s performance and make decisions relating to the allocation of resources. The Management has defined activity sectors based on such internal reports according to IFRS 8. Operating segments are defined as the segments in which the Group operates and on which the Group’s internal information system is based. For the breakdown per operating segment, the following have been taken into account: - The nature of products and services - The quantitative thresholds set by IFRS 8 The Group provides information by geographical segment as supplementary information to users of the financial statements. 4.8.4 Goodwill Goodwill acquired in a business combination is initially recognized at cost, which is the excess cost of the combination, over the Group’s proportion in the fair value of net assets acquired (see note 4.8.1.1). After initial recognition, goodwill is calculated at cost minus any accumulated impairment losses. The Group proceeds with an impairment test concerning the goodwill at least on an annual basis. The book value of goodwill is compared to the recoverable amount which is the higher between the value in use and the fair value less any selling costs. Any impairment loss recorded for goodwill is not reversed in subsequent periods. 4.8.5 Intangible assets Intangible assets of the Group are initially recognized at acquisition cost. Intangible assets are recognized in business combinations if they are separated from the acquired entity or generate other contractual / legal rights. Following the initial recognition, intangible assets are calculated at cost minus accumulated amortization and any impairment loss that may have emerged. Research costs are recognized in the income statement as incurred. Development costs are capitalized only when the expenditure can be reliably measured, the product or process is technically and economically feasible, future economic benefits are probable and the Group has the intention and possesses sufficient resources to complete the development process and use or sell the asset. Otherwise, they are recognized in the income statement. After initial recognition, development costs are measured at cost less any accumulated amortization and any accumulated impairment losses.

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 204 The useful economic life and depreciation method are reviewed at least at the end of each financial period. If the estimated useful life or expected burn-up rate of future economic benefits incorporated in another intangible asset have changed, the changes are accounted for as changes in accounting estimations. The amortization of the intangible fixed assets is calculated with the straight line method along their economic life, depending on the utilization time of the intangible assets and varies between 3 and 50 years. Specifically, the main categories of intangible assets are as follows: a)Trademarks which refer to rights in relation to trademarks / products which were recognized during the acquisitions of the Group with useful economic life between 3 and 50 years, b) Software, which useful economic life is between 3 and 22 years and c) Research and development costs, which useful economic life is 10 years. 4.8.6 Tangible assets Tangible assets are recognized at the acquisition cost including all expenses directly attributed to the acquisition of the assets. Subsequent expenses are registered as an increase of the tangible assets’ book value or as a separate fixed asset, only to the extent where such expenses increase the future economic benefits expected to arise from the use of the fixed assets, and the cost of such may be reliably calculated. The cost of repairs and maintenance is registered in the results of the period where such are realized. Self-produced tangible assets constitute an addition to the acquisition cost of tangible assets at values that include the direct payroll cost for staff that participates in the construction, the cost of used materials and other general costs. Tangible fixed assets under construction are included in tangible assets and depreciation starts when they are available for use. The cost includes the construction cost, third-party fees and other direct expenses, as well as capitalized borrowing costs, provided specific conditions are met. Land and buildings are presented in the financial statements at readjusted values minus accumulated depreciations. The fair value of land and buildings is defined periodically by an independent evaluator. These revaluations are performed at regular intervals to ensure that the carrying amount does not differ materially from that determined using the fair value at the end of the reporting period. When the book values of the land and buildings exceed their fair value, the difference (impairment) is initially recorded in a reduction of the formed reserve of fair value (if it exists for the respective fixed asset) which is reflected in the equity accounts. Any impairment loss arising in addition to the accumulated provision for that asset is recognized immediately as an expense in the income statement. As of December 31, 2024, an appraisal was conducted by an approved appraiser (with the valuation date of 31/12/2024) for the land and buildings of the Company, as well as for the subsidiaries: Sarantis Polska S.A., Polipak SP.Z.O.O. and Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania, and Ergopack L.L.C. in Ukraine. The mechanical equipment and other tangible fixed assets are presented at acquisition cost minus accumulated depreciations and possible impairment losses. The depreciations of tangible fixed assets are calculated with the straight line method during their useful life, which is as follows:
Buildings from 10 to 60 years
Mechanical Equipment from 3 to 20 years
Transportation Means from 4 to 10 years
Other Equipment from 3 to 20 years
The residual values and useful economic lives of tangible fixed assets are subject to reassessment at each reporting date of the statement of financial position. When the residuals values, the expected useful life or expected burn-up rate of future economic benefits incorporated in an asset have changed, the changes are accounted for as changes in accounting estimations.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 205 Upon sale of the tangible fixed assets, any difference between the proceeds and the book value are booked as profit or loss to the results. The book value of tangible fixed assets is examined for impairment when there are indications, namely events or changes in circumstances, that the book value may not be recoverable. If there is such an indication and the book value exceeds the estimated recoverable amount, the assets or cash flow creation units are impaired to the recoverable amount. The recoverable amount of the mechanical equipment and other equipment is the largest between their net sales price and their value in use. For the calculation of the value in use, the expected future cash flows are discounted to present value using a pre-tax discount rate that reflects the market’s current expectations for the time value of money and related risks as regards to the asset. When the book values of tangible assets exceed their recoverable value, the difference (impairment) is recognized directly as an expense in the profit and loss account. 4.8.7 Investments in property The investments in property include privately owned land and buildings, which are possessed by the Group and the Company with the objective to receive lease payments or / and to generate capital gains. The investments in property are initially recorded at their acquisition cost, which also includes the transaction costs. Subsequent to their initial recognition, investment properties are measured at fair value, with changes in the carrying amount recognized in the profit or loss statement. The fair value of investment properties is based on an appraisal conducted by accredited independent appraisers. Subsequent expenditures are added to the carrying amount of the property only when it is probable that future economic benefits associated with the property will flow to the Group or the Company, and the related costs can be measured reliably. Repair and maintenance costs are charged to the income statement in the period in which they are incurred. Investment properties cease to be recognized when they are sold or when their use as an investment property is definitively discontinued, and no economic benefit is expected from their sale. If an investment property is converted into owner-occupied property, it is reclassified as property, plant and equipment and its fair value at the date of reclassification is determined as its acquisition cost for accounting purposes. If a property asset is reclassified from property plant and equipment to an investment property due to a change in its use, any difference between the carrying amount and the fair value at the date of transfer is recognized in other comprehensive income and presented in equity as a revaluation of property, plant and equipment in the "Revaluation Reserve" under IAS 16. However, if a gain from fair value measurement reverses prior impairment losses, then the gain is recognized in profit or loss to the extent it reverses a previously recognized impairment loss. Any remaining gain is recognized in other comprehensive income, increasing the revaluation reserve in equity. The loss is recognized in profit or loss. However, to the extent that there is an amount in the revaluation reserve, the loss is recognized in other comprehensive income and reduces the reserve in equity. The Group's investment properties include land and buildings of the Company as well as its subsidiaries: Polipak SP.Z.O.O and Stella Pack S.A. in Poland and Stella Pack S.R.L. in Romania. On December 31, 2024, a valuation study was carried out by an approved appraiser (with a valuation date of 31/12/2024) for the investment properties of the Company, as well as its subsidiaries Polipak SP.Z.O.O and Stella Pack S.A. in Poland. 4.8.8 Impairment of non-financial assets Assets with an indefinite useful economic life are not depreciated and are subject to impairment reviews annually and also when several events or changes in conditions indicate that the book value may not be recoverable. The assets depreciated are subject to impairment review when there are indications that their book value will not be recovered. Impairment losses are recognized for the amount for which the book value of the fixed asset exceeds its recoverable value. The recoverable value is the largest between fair value less the relevant cost required for the sale and value in use (present value of cash flows expected to be generated according to management’s estimation on the future financial and operating conditions).

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 206 For the purpose of impairment loss assessment, assets are grouped into the smallest possible cash-generating units. An impairment loss is recognized directly in the profit or loss, unless the asset is presented at revalued amount, in which case it is recognized in other comprehensive income to the extent that it does not exceed the amount remaining in the revaluation surplus for that asset. Non-financial assets, other than goodwill, that have been subject to impairment are re-evaluated for potential reversal of impairment at each balance sheet date if there are indications that the conditions that led to the recognition of the impairment in previous periods no longer exist. In this case, the recoverable amount of the asset is redefined, and the impairment loss is reversed by adjusting the carrying amount of the asset to its recoverable amount, to the extent that it does not exceed the carrying amount that would have been determined (net of depreciation or impairments) had the impairment loss not been recognized in prior years. A reversal of an impairment loss on an asset is recognized immediately in the profit or loss, unless the asset is recognized at revalued amount, in which case it is recognized in other comprehensive income and increases the revaluation surplus for that asset. A reversal of an impairment loss for a cash-generating unit is allocated to the assets of the unit, excluding goodwill, in proportion to the carrying amounts of those assets. Increases in carrying amounts are treated as reversals of impairment losses for individual assets and will be recognized accordingly as described above. 4.8.9 Inventories The cost of inventories is defined using the weighted average method, and includes all the expenses realized in order to render inventories to their current position and condition and which are directly attributable to the production process, as well as part of general expenses related to the production. During the reporting date of the statement of financial position, inventories are presented at the lowest price between acquisition cost and net realizable value. Net realizable value is the estimated sales price during the normal conduct of the company’s activities, minus the estimated cost necessary to realize the sale. 4.8.10 Financial Instruments Financial assets are classified at initial recognition and subsequently measured at amortized cost, at fair value through other comprehensive income and fair value through profit or loss. The classification of financial assets at initial recognition depends on the contractual characteristics of the cash flows of the financial asset and the business model of the Group and the Company for their management. With the exception of trade receivables that do not contain a significant financial component, the Group and the Company initially measure financial assets at their fair value plus, in the case of a financial asset not valued through profit or loss, transaction costs. Receivables from customers that do not have a significant financial component are valued at the transaction price determined in accordance with IFRS 15. In order for a financial asset to be classified and measured at amortized cost or at fair value through total income, cash flows that are "exclusive capital and interest payments (SPPIs)" of the original capital must be obtained. The Group's and Company's business model for managing financial assets refers to the way in which it manages its financial capabilities to generate cash flows. The business model determines whether cash flows arise from the collection of contractual cash flows, the sale of financial assets, or both. The purchase or sale of financial assets that require the delivery of assets within a timeframe specified by a regulation or a contract on the market is recognized on the trade date meaning on the date on which the Company commits to purchase or sell the asset. For subsequent measurement purposes, financial assets are classified in the following categories: (a) Financial assets measured at fair value through profit or loss,

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 207 (b) Financial assets at amortized cost and (c) Financial assets measured at fair value through total income without recycling of cumulative gains and losses upon derecognition (a) Financial assets that are measured at fair value through profit or loss Financial assets valued at fair value through profit or loss include financial assets held for trading, financial assets designated at initial recognition at fair value through profit or loss, or financial assets that are required to be measured at fair value. Financial assets are classified as held for trading if they are acquired for sale or repurchase in the near future. Derivatives, including embedded derivatives, are also classified as held for trading, unless defined as effective hedging instruments. Financial assets with cash flows that are not only capital and interest payments are classified and measured at fair value through profit or loss, irrespective of the business model. (b) Financial assets at amortized cost The Group and the Company measure financial assets at amortized cost if both of the following conditions are met: (a) the financial asset is retained in a business model in order to hold financial assets for the collection of contractual cash flows; and (b) the contractual clauses of the financial asset generate cash flows on specific dates that consist only of capital and interest payments on the balance of the original capital. Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired. (c) Financial assets classified at fair value through total income Upon initial recognition, the Group and the Company may choose to irrevocably classify its equity investments as equity instruments at fair value through total income when they meet the definition of equity in accordance with IAS 32 Financial Instruments: Presentation and not held for trading purposes. Classification is determined by financial instrument. Profits and losses from these financial assets are never recycled to profits or losses. Dividends are recognized in the income statement when the payment entitlement has been established, unless the Company benefits from such income as a recovery of part of the cost of the financial asset, so that the gains are recognized in the statement of comprehensive income. Equity instruments measured at fair value through total income are not subject to an impairment test. A financial asset is derecognized primarily when: The rights to receive cash flows from the asset have expired, or The Group and the Company have transferred their rights to receive cash flows from the asset or have undertaken to fully pay the cash flows received without significant delay to a third party under a passthrough agreement and either (a) the Group and the Company have transferred substantially all the risks and rewards of the asset or (b) the Group and the Company have not transferred or held substantially all the risks and estimates of the asset but have transferred the control of the asset. When the Group and the Company have transferred the rights to receive cash flows from an asset or have entered into a transfer agreement, they assess whether and to what extent they own the risks and rewards of ownership. If they have neither transferred nor retained substantially all risks and rewards of the asset but have retained control, they continue to recognize the transferred asset to the extent of their continuing involvement. In such cases, they also recognize an associated liability, which is measured based on the rights and obligations retained. Further disclosures about impairment of financial assets are also provided in the following notes: Disclosure on significant assumptions Customers' receivables
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 208 4.8.11 Offsetting of financial instruments Financial assets and liabilities are offset and presented in the statement of financial position in the statement of financial position if there is a legal right to offset the amounts recognized and, in addition, if it is intended to clear the net amount, i.e. fixed assets and liabilities to be offset at the same time. 4.8.12 Trade receivables Receivables from customers are recognized when there is an unconditional right to receive the consideration for the client's contractual obligations to the entity. A contract asset is recognized when the Company and the Group have satisfied their obligations to the customer before the customer pays or before the payment is due, for example when the goods or services are transferred to the customer prior to the Company's right and also the Group’s right to issue an invoice. Receivables from customers on credit are initially recognized at their fair value, which corresponds to the nominal value, net of impairment losses. Regarding non-doubtful trade receivables, the Company and the Group apply the simplified approach of IFRS 9 and calculate the expected credit losses over the life of the receivables. For this purpose, the Group uses a maturity forecast table based on the historical data for credit losses, adjusted for future factors in relation to borrowers and the economic environment. The bad debts are evaluated one by one for the calculation of the relevant provision. The amount of the provision is recognized in the statement of comprehensive income. Write-offs of trade receivables are carried out through the provision that has been already formed. The write-offs concern overdue receivables for which provision has been made in previous years. The probability of collection of these receivables is low or zero, provided that the necessary legal procedures have been previously exhausted. The final elimination of a trade receivable is performed in line with the recognition requirements of the local tax / trade law. 4.8.13 Cash & cash equivalents Cash and cash equivalents include cash at bank and on hand, as well as short-term highly liquid investments, such as term deposits with a maturity of less than three months. For the purposes of preparing the statement of cash flows, the time deposits are treated as cash and cash equivalents. Restricted deposits are cash equivalents that are not immediately available for use. These cash equivalents cannot be used by the Group or the Company until the occurrence of a specific point in time or of an event in the future. Restricted deposits are included in other receivables in the statement of financial position. 4.8.14 Share Capital Share capital includes the Company’s common shares. Direct expenses realized for the issue of shares are presented after the deduction of the relevant income tax, and reduce the product of the issue. 4.8.15 Treasury Shares The treasury shares refer to shares of the Company, which have been issued and subsequently repurchased by the Company without being cancelled. Treasury shares do not reduce the number of shares issued, but they do reduce the number of shares outstanding. Treasury shares are valued at acquisition cost and are deducted from shareholders’ funds. In the event of cancelation of treasury shares, the acquisition cost reduces the share capital and the treasury reserve and any difference is charged to the balance of retained earnings. 4.8.16 Loans Loans are initially registered at fair value, minus any direct expenses realized for the transaction. Subsequently loans are valued at net book cost. Any difference between the received amount (net of relevant expenses) and the repayment value is recognized in the results during the borrowing term according to the effective interest rate

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 209 method. Loans are characterized as short-term liabilities unless the Group has the final right to postpone payment for at least 12 months following the balance sheet date. 4.8.17 Leases 4.8.17.1 Lease accounting by the lessee Leases are recognized as an asset and a corresponding liability on the date when the leased asset is available for use by the Group and the Company. Each lease payment is allocated between the liability and the finance cost. The finance cost is recognized in the profit or loss over the lease term so as to produce a constant periodic interest rate on the remaining liability for each period. The right of use of the asset is depreciated over the lease term on a straight- line basis or over the useful life of the asset, if the latter is shorter. Lease liabilities include the present value of the following lease payments: • fixed lease payments (including substantially fixed payments), reduced by any lease incentives receivable, • variable lease payments that depend on an index or an interest rate, which are initially measured using the index or interest rate at the commencement date of the lease term, • amounts expected to be paid by the Company and the Group based on guaranteed residual values, • the exercise price of the purchase option, if it is reasonably certain that the Company and the Group will exercise this option and • the payment of a penalty for terminating the lease, if the lease term reflects the exercise of the Group’s option to terminate the lease At the lease commencement date, the Group and the Company measure the lease liability at the present value of lease payments expected to be paid over the lease term. The lease payments consist of fixed payments (including substantially fixed payments) reduced by any lease incentives receivable. For discounting lease payments, the Group and the Company use the incremental borrowing rate of the Group, as the implicit interest rate of the lease cannot be easily determined. After the lease commencement date, the lease liability increases based on the interest on the liability and decreases with lease payments. Additionally, the carrying amount of the lease liability is remeasured if there are re-estimates or modifications to the lease agreement. The Group and the Company have lease contracts for land, buildings, machinery, vehicles, and other equipment used in their activities. The right-of-use assets are measured and subject to impairment testing as described in note 4.8.8. Payments made for short-term operating leases (less than 12 months) or leases of low value are recognized in profit or loss on a straight-line basis over the lease term. 4.8.17.2 Lease accounting by the lessor At the commencement date of a lease, the Group and the Company, acting as lessors, classify each lease as either an operating lease or a finance lease based on specific criteria. Finance Leases At the commencement date, the Group and the Company derecognize the carrying amount of the underlying assets subject to finance leases and recognize a receivable amount equal to the net investment in the lease, as well as a gain or loss in the income statement from derecognizing the asset and recognizing the net investment in the lease. The net investment in the lease is calculated as the present value of future lease payments, similar to the lessee's calculation. After the commencement date, the Group and the Company recognize financial income over the lease term using a method that reflects a constant periodic return on the lessor's net investment in the lease. The Group and the Company also recognize income from variable payments that were not included in the net investment. After commencement, the net investment in the lease is not remeasured unless the lease is modified or the lease term changes.

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 210 Operating Leases The Group and the Company continue to recognize the underlying asset and do not recognize a net investment in the lease in the Financial Position or initial profit (if any) in the income statement. The Group and the Company recognize lease payments as revenue over the lease term on a straight-line basis. They also recognize expenses related to obtaining lease revenues, including depreciation. The Group and the Company add the initial direct costs incurred to enter into an operating lease to the carrying amount of the underlying asset and recognize these costs as expenses over the lease term on the same basis as lease revenues. 4.8.18 Employee benefits 4.8.18.1 Short-term benefits Short-term employee benefits (apart from employment termination benefits) in money and in kind, are recognized as an expense on an accrual basis. 4.8.18.2 Provisions for post - employment employee benefits The Group has both defined benefits and defined contribution schemes, according to the conditions and practices in place in the countries where the Group is active. The defined benefits schemes define a specific amount as pension payment / benefit, which an employee will receive at in his / her retirement. Typically, this depends on a variety of factors such as age, length of service and compensation. Defined benefits scheme is defined a pension plan where within its framework the Group makes fixed contributions and there is no legal or monetary liability to pay additional contributions in the event that the Fund's merits are insufficient to compensate for the employees’ benefits for the current period and the previous periods. The liability regarding the defined benefit schemes that is recognized in the financial position statement is the present value of the commitment for the defined benefit at the date of the preparation of the financial statements, less the fair value of the assets of the scheme (if any). The commitment of the defined benefit is calculated annually from an independent actuary using the recommended credit unit's method. The present value of the commitment for the defined benefit is calculated by the discount of future cash outflows using the interest rates of the high-rated treasury bills, which are denominated in the currency at which the benefit will be paid and which have a duration that relates to the duration of the related retirement obligation. The Group recognizes in income statement the current cost of service and net financial income or expense. Revaluations, which are consisted of actuary profits or losses, are recognized immediately in the financial position statement with the relative debit or credit of the retained earnings through the other comprehensive income of the period realized. The reassessments are not reclassified at the results of subsequent periods. For defined benefits schemes the Group pays contributions to the social security funds of the State at obligatory base. The Group does not have any other obligation to pay if it has paid its contributions. The contributions are recognized as personnel expenses when due. Contributions that are pre-paid are recognized as an asset if there is a chance to reimburse the money or to set-off with new obligations. 4.8.18.3 Other long-term employee benefits The Group's obligation regarding other long-term employee benefits is the estimate of the amount of future benefits that employees will earn as compensation for their service in the current and prior periods (see note 4.10.23.2). This amount is discounted to determine its present value. Reassessments are recognized in profit or loss in the period in which they arise.

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 211 4.8.18.4 Share based payments A number of key executives of the Group receive a reward (remuneration) in the form of benefits in terms of shares of the Company, while the executives provide their services in exchange for this reward (remuneration). The cost of these benefits has been predetermined by the Extraordinary General Meeting of Shareholders on December 20, 2023. The reward will take place through the distribution of bonus shares to the beneficiaries, after the performance results of specific objectives have been evaluated and approved by the Board of Directors. The reward (remuneration) is recognized as an expense for the executives of the parent company in the period from the date of granting until the date of maturity of the relevant rights. This is being performed with a simultaneous increase in equity and with an increase in investments in subsidiaries when it concerns the executives of the subsidiary companies respectively. The amount recognized is adjusted to reflect the value of the equity instruments for which the related service conditions and performance outcomes are expected to be met up to the vesting date (see note 4.10.13). 4.8.19 Recognition of income Revenue is recognized at the amount which the Group expects to be entitled to in return for the transfer of goods or services to a customer. Revenue is defined as the amount that an entity expects to be entitled to receive in exchange for the goods or services it has transferred to a client, except for amounts collected on behalf of third parties (value added tax, other sales tax). Variable amounts are included in the consideration and are calculated using either the "expected value" method or the "most likely amount" method. The Group recognizes revenue when (or as it) meets the obligation to execute a contract by transferring the goods or services promised to the customer. The customer acquires control of the good or service if the customer is able to direct the use and derive virtually all the economic benefits from that good or service. Control is passed over a period or at a specific time. Revenue from the sale of goods is recognized when the control of the good is transferred to the customer, usually upon delivery, and there is no unfulfilled obligation that could affect the acceptance of the good by the customer. The five basic steps for the recognition of revenue from contracts with customers, according to IFRS 15 are the following: 1. Recognition of the contract with the customer, 2. Recognition of performance commitments 3. Determination of the transaction price, 4. Allocation of transaction price into the performance commitments 5. Revenue recognition as performance commitments are satisfied The Group is active in the production and distribution of consumer products. The main products of the Company and the Group are perfumes, personal care products, sunscreen products, hair care products as well as food packaging products, plastic garbage bags and household cleaning products. Net proceeds from sales are measured at the fair value of the consideration received or receivable and are declared net of discounts on sales and the consideration paid to customers. These are, in particular, incentives to promote sales which are recorded as deductions from sales. A customer receivable is recognized when there is an unconditional right for the entity to receive the consideration for the contractual obligations performed to the customer. A contract asset is recognized when the Company and the Group have satisfied their obligations to the customer before the customer pays or before the payment is due, for example when the goods or services are transferred to the customer prior to the Company's right and Group to issue an invoice. The contractual obligation is recognized when the Company and the Group receive a consideration from the client (prepayment) or when it retains the right to a price that is unconditional (deferred income) before performing the

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 212 obligations of the contract and the transfer of the goods or services. The contractual obligation is de-recognized when the contractual obligations are executed and the income is recorded in the income statement. Classification of revenue is as follows: i. Sales of Goods Sales of goods are recognized when the Group delivers the property and risks associated with the ownership of the goods to the customers, the goods are accepted by them and the collection of the receivable is reasonably assured. ii. Interest income Interest income is recognized on a time proportion basis using the effective interest rate. iii. Rental Income Receivables from rentals are recognized in the income statement on the basis of the rental amount corresponding to the period under review. iv. Income from Dividends Dividends are recognized as income when the right to receive the dividend is established. 4.8.20 Government grants The Group recognizes the government grants that cumulatively satisfy the following criteria: there is reasonable certainty that the company has complied or will comply to the conditions of the grant and It is probable that the amount of the grant will be received. Government grants that relate to acquisition of fixed assets are presented as a deferred income in liabilities and recognized in the results during the useful life of the fixed assets such refer to. 4.8.21 Contingent Liabilities and Provisions Provisions are booked when the Group has a present, legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and the amount can be reliably measured. The provisions are reviewed at every balance sheet date and are adjusted so as to reflect the present value of the expense deemed necessary to settle the liability. Contingent liabilities are not recorded in the financial statements but are disclosed, except if the probability of an outflow of resources that embody economic benefits is very small. Contingent assets are not recorded in the financial statements but are disclosed if the inflow of economic benefits is probable 4.8.22 Dividend Distribution Dividend distribution to shareholders of the parent from the period’s profit, are recognized as a liability in the individual and consolidated financial statements on the date when the distribution is approved by the General Shareholders’ Meeting 4.8.23 Earnings per share Basic earnings per share are calculated by dividing the net earnings attributable to the shareholders of the parent company by the weighted average number of shares outstanding. The weighted average number of common shares outstanding during the year is the number of common shares outstanding at the beginning of the year, adjusted by the number of common shares purchased or issued during the year multiplied by a time weighting factor. 4.8.24 Current and deferred taxation The period’s charge with income tax consists of current taxes and deferred taxes. Tax is recognized in the “Statement of comprehensive income”, unless it is related to amounts recognized directly in “Equity”. In the latter case tax is also recognized in Equity.

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 213 Income tax on earnings, is calculated based on the tax law in effect during the balance sheet date in countries where the Group’s activities are carried out and is recognized as an expense during the period when earnings are gained. Management periodically reviews cases where the relevant tax law needs clarifications when interpreted. When deemed necessary provisions are made on the amounts expected to be paid to the tax authorities. Deferred income tax is calculated according to the liability method which results from the temporary differences between the book value of assets or liabilities in the financial statements with their respective tax base. Deferred income tax is not recorded if such results from the initial recognition of an asset or liability in a transaction, apart from a business combination, which did not affect the accounting or the tax profit or loss when realized. Deferred tax is defined according to the tax rates and laws in effect during the balance sheet date and those expected to be effective when the deferred tax assets will be realized or the deferred tax liabilities repaid. Deferred tax assets are recognized to the extent that there will be future taxable profit for the use of the temporary difference that creates the deferred tax asset. Deferred tax assets and liabilities are offset only when the law permits the offsetting of tax assets and liabilities and given that the deferred tax assets and liabilities arise from the same tax authority on one entity that is taxed or on different entities when the settlement is intended to take place through offsetting. 4.9 FINANCIAL RISK MANAGEMENT 4.9.1 Capital Management The Group’s objectives as regards to management of capital, is to reassure the ability for the Group’s smooth operation, aiming at providing satisfactory returns to shareholders and to maintain an ideal capital structure by reducing thus the cost of capital. The Group monitors its capital based on the leverage ratio. The leverage ratio is calculated by dividing net debt with total employed capital. Net debt is calculated as “Total debt” (including “short`- term and long-term debt” as presented in the Statement of Financial Position) minus “Cash and cash equivalents”, “Financial assets available for sale” and “financial assets at fair value through the profit and loss”. The calculation of net debt does not include the purchase of treasury shares. Total employed capital is calculated as 'Equity attributable to the shareholders of the parent' as shown in the balance sheet plus net debt. The leverage ratio as of December 31, 2024 and 2023, respectively, was as follows:
Group
Amounts in € 31.12.2024 31.12.2023
Total Debt 59,442,235 70,345,269
Minus
Cash & cash equivalents (47,356,665) (111,009,417)
Financial assets at fair value through profit and loss (3,609,955) (2,955,187)
Net Debt (A) 8,475,615 (43,619,335)
Shareholders' Equity (B) 374,627,113 353,641,101
Total Employed Capital (A+B) 383,102,728 310,021,765
Leverage Ratio 2.2% -14.1%
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 214 4.9.2 Financial Instruments The Group’s financial instruments mainly consist of bank deposits, bank overdrafts, trade debtors and creditors, investments in securities, other liabilities. The financial assets and liabilities during the date of the financial statements can be classified as follows:
Group Company
Amounts in € 31.12.2024 31.12.2023 31.12.2024 31.12.2023
Non-current assets
Other long-term receivables 19,734,874 40,013,906 74,540 714,809
Total 19,734,874 40,013,906 74,540 714,809
Current assets
Trade receivables 114,932,919 101,298,653 45,433,913 44,230,796
Other short-term receivables 33,636,275 8,024,535 44,782,974 41,023,829
Cash & cash equivalents 47,356,665 111,009,417 7,216,231 9,389,672
Financial assets at fair value through profit and loss (FVTPL) 3,609,955 2,955,187 3,609,955 2,955,187
Total 199,535,814 223,287,793 101,043,072 97,599,484
Long-term Liabilities
Loans 49,558,789 56,107,412 58,558,789 56,107,412
Lease liabilities 17,361,656 13,568,292 5,818,954 8,934,799
Provisions and other long-term liabilities 8,255,960 8,506,224 0 0
Total 75,176,404 78,181,928 64,377,743 65,042,211
Short-term Liabilities
Loans 9,883,446 14,237,857 9,883,446 14,237,857
Lease liabilities 6,856,565 5,142,009 2,085,604 2,255,766
Suppliers 84,880,011 70,025,872 41,371,749 38,068,257
Other liabilities 21,346,405 16,413,444 11,240,085 11,409,911
Total 122,966,427 105,819,182 64,580,884 65,971,792
4.9.3 Definition of fair values The following table presents the fixed assets measured at fair value, according to the measurement method. The different categories are as follows: • Published market prices (without amendment or adjustment) for the financial assets traded in active money markets (level 1) • Measurement or valuation techniques based directly on publicized market prices or calculated indirectly from publicized market prices for similar instruments (level 2) • Measurement or valuation techniques that are not based on available information from current transactions in active money markets (level 3) During the fiscal year there were no transfers between levels 1 and 2, nor transfers in and out of level 3 for purposes of fair value measurement.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 215 The financial assets measured at fair value during 31 December 2024, are as follows:
Group
Assets Level 1 Level 2 Level 3 Total
Tangible fixed assets 0 68,284,411 0 68,284,411
Investments in property 0 8,228,721 0 8,228,721
Financial assets at fair value through profit and loss 3,609,955 0 0 3,609,955
Company Assets Level 1 Level 2 Level 3 Total Tangible fixed assets 0 32,978,346 0 32,978,346 Investments in property 0 2,083,967 0 2,083,967 Financial assets at fair value through profit and loss 3,609,955 0 0 3,609,955 Regarding own-use assets (land and buildings) as well as investments in real estate, the determination of fair value is carried out by approved appraisers based on international standards and guidelines, taking into account comparative data of recent or even older real estate transaction prices in the broader area of the properties, if available, or using the depreciated replacement cost (DRC) method, as well as their specific characteristics such as location, size, construction quality, and maintenance condition. The fair value of fixed assets traded on active markets (i.e. derivatives, equity, bonds, mutual funds), is defined based on the published prices in effect during the end of the reporting period. A market is considered “Active” when there are available and revised prices in frequent intervals that are published by a stock exchange, broker, sector, rating agency or regulatory authority. Such financial instruments are included in level 1. The fair value of fixed assets not traded on active markets (i.e. over the counter derivative contracts) is defined using valuation techniques that are based primarily on available information for transactions carried out in active markets, while they use the least possible estimations by the entity. Such financial instruments are included in level 2. If the valuation techniques are not based on available market information, then the financial instruments are included in level 3.
4.9.4 Foreign exchange risk Currency risk is the probability that the fair value of a financial instrument's cash flows will fluctuate due to changes in foreign exchange rates. The Group operates in an environment characterized by relatively high foreign exchange risk given that almost 68% of the Group’s total turnover comes from subsidiary companies in the Eastern and Southern European countries where the volatility of foreign exchange rates has recently been high. The main currencies in which transactions are carried out by the Group, besides Euro, are the following: Polish Zloty, Romanian Leu, Serbian Dinar, Ukrainian Hryvnia, Hungarian Forint and Czech Koruna. The Management of the Group is constantly examining the currencies’ fluctuations, and takes appropriate measures where necessary. On 31 December 2024, if the euro had depreciated by 5% against the following currencies, with all other variables remaining constant, the effect on the statement of comprehensive income and on the equity of the Group for each currency separately, would be as follows:
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 216
Impact P&L Equity
PLN 891,290 11,456,081
RON 826,323 1,041,163
RSD 205,716 2,102,318
UAH 33,246 1,099,923
HUF 50,834 225,149
CZK 239,617 863,110
An appreciation by 5% against the relevant currencies, would have an equivalent but opposite effect on the above currencies with the amounts presented above, given that all other variables remain constant.
4.9.5 Interest Rate Risk Interest rate risk is the possibility that the fair value of a financial instrument's future cash flows will fluctuate due to changes in interest rates of the market. The Group’s objective is to achieve an optimal balance between borrowing cost and the potential effect of interest rate changes on earnings and cash flows. The Group monitors and manages its debt and overall financing strategies using a combination of short and long-term debt. It is Group policy to continuously review interest rate trends along with its financing needs. Daily working capital requirements are typically financed with operational cash flow and through the use of various committed lines of credit. The interest rate on these short-term borrowing arrangements, is generally determined as the inter-bank offering rate at the borrowing date plus a pre-set margin. The mix of fixedrate debt and variable-rate debt is managed within Group policy guidelines. Taking into account the Group's debt liabilities linked to variable interest rates, as of December 31, 2024, a hypothetical increase or decrease of 0.5% in the borrowing rate would negatively or positively impact the Group's results, respectively, by € 0.30 mil.
Group
Lender / Bank Currency Nominal interest rate Year of maturity Pledge type Carrying amount
Unsecured bank loans 9,000,000
EUR Euribor 1m + 1,9% 2025 - 2,000,000
EUR Euribor 1m + 2,2% 2025 - 2,000,000
EUR Euribor 6m +1,35% 2028 - 5,000,000
Bond loans 49,396,319
EUR Euribor 6m + 1,3% 2025 - 2,375,000
EUR Euribor 3m + 1,3% 2026 - 25,778,126
EUR Euribor 6m + 1,2% 2028 - 12,000,000
EUR Euribor 6m + 1,2% 2029 - 7,500,000
EUR Euribor 6m + 1,0% 2031 - 1,743,193
Total 58,396,319
4.9.6 Credit Risk Credit risk consists of the possibility that a counterparty will cause the Group to incur a financial loss due to the breach of respective contractual obligations.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 217 The maximum credit risk which the Group and the Company are exposed to, at the date of preparation of the financial statements, is the book value of their financial assets. The Group’s trade receivables mainly come from wholesale clients. The defaulted payments from customers do not constitute a significant amount which may potentially and negatively affect the smooth liquidity of the Group and the Company in combination with the expanded customer base and its dispersion. As a result, there is no significant concentration of credit risk in relation to such receivables. The financial condition and creditworthiness of customers are continuously monitored by the Group’s companies, which assess the level of credit provided as well as the credit limits of accounts, in accordance with the applied credit policy. This is done to effectively manage receivables before they become overdue, as well as when they become past due or doubtful. To monitor credit risk, customers are grouped based on their category, credit risk characteristics, the aging of their receivables, and any previous collection issues they have exhibited, while also considering future factors related to the customers and the economic environment. The Group has secured credit insurance for specific domestic and international customer channels. The Group and the Company calculate expected credit losses for all trade and other receivables on an ongoing basis, in accordance with IFRS 9, taking into account the aging of balances as well as any historical and future factors affecting debtors. Expected credit loss provisions are recognized in the statement of comprehensive income. Write-offs of trade receivables are carried out through the already established provision. The write-offs relate to overdue receivables for which a provision had been made in previous years. The likelihood of collecting these receivables is low or zero, as all necessary legal procedures have been exhausted beforehand. The final write-off of a trade receivable aligns with the recognition requirements of local tax and commercial legislation. A relevant analysis is presented in note 4.10.5. Term deposits are primarily invested with counterparties of high credit rating and for a short duration Cash and cash equivalents consist of available funds and short-term liquid investments that are easily convertible into cash and are so close to their maturity that they present negligible risk of changes in their valuation at the time of settlement. A relevant analysis is provided in note 4.10.6. Financial instruments classified as measured at fair value through profit or loss relate to investments in shares of companies listed on the Athens Stock Exchange (ASE). These financial assets are not considered to expose the Group and the Company to significant credit risk. Regarding the trade and other receivables, the Company and the Group apply the simplified approach of IFRS 9 and calculate expected credit losses throughout the lifetime of the receivables. For this purpose, the Management utilizes a table of credit loss provisions based on the maturity of balances and also based on the historical data for credit losses, adjusted for future factors in relation to the debtors and the economic environment. Bad debts are evaluated one by one in order to calculate the respective provision. The amount of the provision is recognized in the statement of comprehensive income. There was no change in the methodology applied as compared to the previous year. The financial assets that present a low risk of default and a strong probability to meet contractual cash flow requirements are considered performing ones. Non-performing financial assets are considered those for which there are objective indications of credit losses at the reporting date and there are limited expectations of recovering the respective contractual cash flows. The following tables present the exposure of the Group and the Company to the credit risk of trade and other receivables at the book value before impairment:
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 218
Group
31.12.2024 Performing Non-Performing Total
Trade receivables 115,439,167 5,078,664 120,517,832
Other short-term receivables 33,636,275 290,924 33,927,199
Other long-term receivables 19,734,874 0 19,734,874
Total 168,810,316 5,369,588 174,179,904
Group
31.12.2023 Performing Non-Performing Total
Trade receivables 101,949,170 4,831,330 106,780,500
Other short-term receivables 8,024,535 607,592 8,632,127
Other long-term receivables 40,013,906 0 40,013,906
Total 149,987,612 5,438,922 155,426,534
Company
31.12.2024 Performing Non-Performing Total
Trade receivables 45,676,175 3,687,368 49,363,543
Other short-term receivables 44,782,974 247,977 45,030,951
Other long-term receivables 74,540 0 74,540
Total 90,533,689 3,935,345 94,469,033
Company
31.12.2023 Performing Non-Performing Total
Trade receivables 44,577,161 3,929,329 48,506,490
Other short-term receivables 41,023,829 558,243 41,582,072
Other long-term receivables 714,809 0 714,809
Total 86,315,799 4,487,572 90,803,371
It is noted that Advances to Suppliers for Goods are now included in the item “Other short-term receivables”, while the restricted deposits, which were related to the Company's loan servicing reserve account, are now included under the “Other long-term receivables” item for the comparative figures as of 31/12/2023.
4.9.7 Liquidity Risk Liquidity risk consists of the risk that the Group or the Company may not be able to fulfil financial liabilities when required. Prudent liquidity risk management implies the existence of a balance between cash flows as well as funding through adequate amounts of committed credit facilities. The Group closely monitors the amount of short-term and longterm funding as well as the proportion of such towards total debt and the composition of total debt, manages the risk that could arise from the lack of sufficient liquidity and secures that necessary borrowing facilities are maintained. The Group has sufficient credit line facilities that could be utilized to fund any potential shortfall in cash resources. The Group takes care to manage working capital in a way that minimizes potential liquidity and cash flow risks. The contractual maturities of the Group's and the Company's financial liabilities (undiscounted and including interest payments) as of December 31, 2024, and 2023, are summarized in the table below:
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 219
Group
Maturity of liabilities 2024 Book value Total within 6 months 6 to 12 months 1 to 5 years over 5 years
Loans 59,442,235 65,679,011 8,932,037 3,543,916 52,794,689 408,368
Lease liabilities 24,218,221 27,313,756 3,928,375 3,836,220 14,713,582 4,835,578
Suppliers 84,880,011 84,880,011 84,692,630 20,567 166,815 0
Other liabilities 11,291,170 11,291,170 10,956,385 0 311,549 23,236
Total 179,831,637 189,163,948 108,509,428 7,400,703 67,986,635 5,267,182
Group
Maturity of liabilities 2023 Book value Total within 6 months 6 to 12 months 1 to 5 years over 5 years
Loans 70,345,269 79,571,206 11,437,876 6,284,237 59,618,162 2,230,931
Lease liabilities 18,710,300 20,185,906 2,947,577 2,636,522 11,937,935 2,663,872
Suppliers 70,025,872 70,025,872 70,021,266 4,277 329 0
Other liabilities 9,045,646 9,045,646 8,140,146 63,170 778,667 63,662
Total 168,127,087 178,828,630 92,546,865 8,988,207 72,335,094 4,958,465
Company
Maturity of liabilities 2024 Book value Total within 6 months 6 to 12 months 1 to 5 years over 5 years
Loans 68,442,235 74,679,011 8,932,037 3,543,916 61,794,689 408,368
Lease liabilities 7,904,558 9,112,782 1,218,963 1,190,556 5,032,964 1,670,299
Suppliers 41,371,749 41,371,749 41,371,749 0 0 0
Other liabilities 7,555,596 7,555,596 7,555,596 0 0 0
Total 125,274,139 132,719,139 59,078,345 4,734,473 66,827,654 2,078,667
Company
Maturity of liabilities 2023 Book value Total within 6 months 6 to 12 months 1 to 5 years over 5 years
Loans 70,345,269 79,571,206 11,437,876 6,284,237 59,618,162 2,230,931
Lease liabilities 11,190,565 12,265,026 1,269,991 1,266,198 7,525,667 2,203,170
Suppliers 38,068,257 38,068,257 38,066,395 1,862 0 0
Other liabilities 9,123,284 9,123,284 5,310,712 2,349,738 1,462,834 0
Total 128,727,375 139,027,773 56,084,974 9,902,036 68,606,663 4,434,101
It is noted that grants and transitional liability accounts are not included in Other Liabilities. Other taxes payable are now included under the item “Other liabilities” and the corresponding reclassification has also been made in the comparative figures as of 31/12/2023. The Group and the Company have entered into supplier financing arrangements with financial institutions to facilitate supplier access to credit and enable early settlement for their deliveries to the Group and the Company. These arrangements do not affect the liquidity risk.
4.9.8 Raw Material Price Risk The Group is exposed to risk from price fluctuations in the key raw materials it uses for products either produced in its own production facilities or sourced as finished goods from third-party suppliers. Maintaining alternative active suppliers, evaluating alternative materials, pre-ordering and creating safety stocks where and when necessary, conducting consolidated tenders at the Group level, and developing and maintaining a strong pipeline for margin improvement are some of the procurement strategies we follow with the aim of managing market volatility. However, in the scenario of tight market conditions for all commodities (metals, plastics, oleochemicals, energy), the impact on the Group's cost of goods sold will range between 0.5% and 1.5%.
4.10 EXPLANATORY NOTES ON THE FINANCIAL STATEMENTS 4.10.1 Segment Reporting For administrative purposes, the Group is organized into six main business activities: Beauty / Skin Care / Sun Care, Personal Care, Home Care Solutions, Private Label, Strategic Partnerships and Other Sales. Regarding Strategic Partnerships, it should be noted that these are further analyzed into the categories of Mass Distribution and Selective Distribution. Management monitors the operating results of the business segments separately, in accordance with
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 220 IFRS 8 - Operating Segments, to assess performance and make decisions regarding resource allocation. The Group's results by segment are analyzed as follows: For the period 01/01/2024 - 31/12/2024:
Commercial Activity Sectors Beauty/Skin/Sun Care Personal Care Home Care Solutions Private Label Strategic Partnerships Mass Distribution Selective Distribution Other Sales Total
Income from external customers 59,766,675 116,492,875 211,963,328 59,770,101 150,615,485 99,121,841 51,493,644 1,449,587 600,058,051
Earnings before interest & tax (EBIT) 8,913,685 17,936,598 24,447,926 413,251 9,890,758 6,967,927 2,922,831 (630,459) 60,971,760
Interest income 112,856 219,972 400,247 112,863 284,405 187,170 97,235 2,737 1,133,080
Interest expenses (484,722) (944,786) (1,719,074) (484,750) (1,221,528) (803,902) (417,626) (11,757) (4,866,617)
Earnings before tax 8,489,772 17,110,337 22,944,510 (10,687) 8,822,471 6,264,875 2,557,596 (640,741) 56,715,662
Income tax 1,578,167 3,180,647 4,265,163 0 1,640,012 1,164,580 475,432 0 10,663,989
Earnings / losses after tax 6,911,605 13,929,690 18,679,347 (10,687) 7,182,458 5,100,295 2,082,163 (640,741) 46,051,673
Depreciation / amortization 1,877,615 3,659,710 6,658,986 3,639,201 4,731,698 3,113,986 1,617,711 45,540 20,612,749
Earnings before interest, tax, depreciation & amortization (EBITDA) 10,791,300 21,596,309 31,106,912 4,052,452 14,622,455 10,081,914 4,540,542 (584,919) 81,584,508
For the period 01/01/2023 - 31/12/2023:
Commercial Activity Sectors Beauty/Skin/S un Care Personal Care Home Care Solutions Private Label Strategic Partnerships Mass Distribution Selective Distribution Other Sales Total
Income from external customers 48,170,834 102,766,319 164,063,953 30,701,749 132,551,736 85,964,607 46,587,129 3,915,286 482,169,875
Earnings before interest & tax (EBIT) 5,386,239 13,185,987 22,382,128 (257,981) 7,431,600 6,002,114 1,429,486 (1,076,758) 47,051,216
Interest income 301,711 643,663 1,027,592 192,296 830,220 538,428 291,792 24,523 3,020,005
Interest expenses (373,247) (796,276) (1,271,235) (237,890) (1,027,065) (666,089) (360,976) (30,337) (3,736,051)
Earnings before tax 5,545,322 13,525,368 22,923,942 (156,590) 7,869,346 6,286,008 1,583,338 (1,063,828) 48,643,560
Income tax 1,070,850 2,611,868 4,426,815 0 1,519,640 1,213,884 305,757 0 9,629,174
Earnings / losses after tax 4,474,471 10,913,500 18,497,127 (156,590) 6,349,706 5,072,124 1,277,582 (1,063,828) 39,014,386
Depreciation / amortization 1,355,880 2,892,597 4,617,962 1,835,409 3,730,977 2,419,674 1,311,303 110,205 14,543,029
Earnings before interest, tax, depreciation & amortization (EBITDA) 6,742,120 16,078,584 27,000,090 1,577,428 11,162,577 8,421,788 2,740,790 (966,554) 61,594,245
Notes: - The sales of Stella Pack companies, on a standalone basis without the allocation of Group expenses, for 2024 amounted to € 74,505,666, Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA) amounted to € 10,884,790, and Earnings Before Interest and Taxes (EBIT) amounted to € 7,026,885. - The calculation of financial income & expenses and depreciation has been done proportionally based on the sales of each respective business activity of the Group. The calculation of income taxes has been based proportionally on the pre-tax profits of each respective business activity of the Group. The allocation of consolidated assets and liabilities to the Group's business segments is analyzed as follows:
Group Beauty/Skin/Sun Care Personal Care Home Care Solutions Private Label Strategic Partnerships Mass Distribution Selective Distribution Other Sales
31.12.2024 31.12.2023 31.12.2024 31.12.2023 31.12.2024 31.12.2023 31.12.2024 31.12.2023 31.12.2024 31.12.2023 31.12.2024 31.12.2023 31.12.2024 31.12.2023 31.12.2024 31.12.2023 31.12.2024 31.12.2023
Total Assets 600,268,594 553,543,277 56,735,245 51,762,385 110,584,231 110,428,435 201,212,321 176,296,336 87,384,628 68,414,305 142,976,106 142,434,612 94,094,275 92,374,010 48,881,831 50,060,602 1,376,062 4,207,204
Total Liabilities 225,361,027 199,902,176 22,348,284 19,609,153 43,559,656 41,833,622 79,258,493 66,786,370 23,333,587 16,120,687 56,318,970 53,958,528 37,064,183 34,994,062 19,254,786 18,964,466 542,037 1,593,816
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 221 Information by geographical area The Group's sales are allocated by geographical area as follows:
Geographical Area 01.01 - 31.12.2024 01.01 - 31.12.2023
Greece (includ. Portugal) 170,598,346 156,012,584
Greece (Domestic Market) 151,333,257 138,803,578
Greece (Selected International Markets & Portugal) 19,265,089 17,209,007
Poland 184,125,054 110,378,361
Poland (excl. Private Label) 128,038,140 79,676,613
Poland (Private Label) 56,086,914 30,701,749
Romania 98,877,710 79,119,174
Bulgaria 45,840,976 41,126,852
West Balkans 40,449,310 37,522,169
Czech-Slovakia 25,035,225 25,265,021
Hungary 21,883,035 19,736,376
Ukraine 13,248,394 13,009,338
Total 600,058,051 482,169,875
The Group's non-current assets are allocated by geographical area as follows:
Geographical Area 31.12.2024 31.12.2023
Greece (includ. Portugal) 92,378,168 90,035,647
Greece (Domestic Market) 83,189,600 81,556,089
Greece (Selected International Markets & Portugal) 9,188,568 8,479,559
Poland 134,588,765 64,484,150
Poland (excl. Private Label) 69,369,953 10,835,671
Poland (Private Label) 65,218,812 53,648,479
Romania 19,367,456 39,139,655
Bulgaria 16,096,494 15,801,463
West Balkans 13,330,913 14,486,143
Czech-Slovakia 7,539,475 5,463,825
Hungary 1,865,883 1,880,486
Ukraine 1,832,800 1,649,665
Cyprus 1,558,868 1,941,829
France 633 633
Total 288,559,456 234,883,496
- The geographical area of West Balkans includes sales in Serbia, Bosnia-Herzegovina, North Macedonia and Slovenia.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 222 4.10.2 Investments in subsidiaries, associates The Company's investments in subsidiaries are analyzed as follows:
Company Direct participation Domicile Gr.Sarantis SA 31.12.2024 31.12.2023
SARANTIS POLSKA S.A. 100.00% POLAND 106,071,382 106,026,195
IVYBRIDGE VENTURES LTD 100.00% CYPRUS 25,604,443 25,590,456
SARANTIS ROMANIA S.A. 100.00% ROMANIA 15,946,296 15,914,796
ASTRID T.M. A.S. 100.00% CZECH REPUBLIC 15,242,278 15,242,278
SARANTIS HUNGARY KFT. 100.00% HUNGARY 8,389,219 8,378,619
SARANTIS BELGRADE D.O.O 100.00% SERBIA 7,618,650 7,601,383
SARANTIS BULGARIA LTD 100.00% BULGARIA 4,439,246 4,423,436
SARANTIS CZECH REPUBLIC SRO 100.00% CZECH REPUBLIC 1,776,838 1,746,269
ZETAFIN LTD 100.00% CYPRUS 17,500 17,500
SARANTIS PORTUGAL LDA 100.00% PORTUGAL 5,000 5,000
ELODE FRANCE SARL 100.00% FRANCE 0 0
SARANTIS FRANCE SARL 100.00% FRANCE 0 0
Total id member : ITIES nvalid Member Na 185,110,851 184,945,932
The movement of the Company's investments in subsidiary companies is analyzed as follows: Amounts in €
Company 31.12.2024 31.12.2023
Opening Balance 184,945,932 116,062,279
Acquisitions 164,919 74,080
Share capital increase 0 68,814,573
Impairment 0 (5,000)
Closing balance 185,110,851 184,945,932
The additions to the Company's investments amounting to € 164.9 thous. (31/12/2023: € 74.1 thous.) relate to the recognition of the portion of the reward (compensation) in the form of stock-based benefits in the Company's equity participation instruments through the Company's Share Grant Program for the executives of the Group's subsidiary companies (see note 4.8.18.4). The Company's management estimates that no impairment is required for the value of its subsidiaries as of December 31, 2024. Completion of the acquisition of STELLA PACK The Group completed the acquisition of Stella Pack on January 12, 2024. Specifically, the company Sarantis Polska S.A., a 100% subsidiary of GR. SARANTIS S.A., signed an agreement on January 12, 2024, to acquire 100% of the share capital of the companies Stella Pack Europe SP.Z.O.O. in Poland, Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania, as well as 79% of Stella Pack Ukraine LLC in Ukraine. The acquisition of Stella Pack is a strategic move that enables the Sarantis Group to strengthen its leadership position in the Polish market, contributing to the further enhancement of an already strong product portfolio, while also expected to boost the further development of the consumer household products category, strengthening the Group's geographic footprint in the region where it operates. Stella Pack is a significant addition to the Sarantis Group as it holds a leadership position in the production and distribution of household products, with 25 years of successful presence in three countries: Poland, Romania, and Ukraine. At the same time, it is a model company in terms of the circular economy, as it operates solely with recycled plastic for the production of plastic bags, having a waste separation line to internally produce the recycled plastic that fully meets its production needs. The shares of the companies within Stella Pack are not listed on an active stock exchange.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 223 The fair values (in euros) of the identifiable assets and liabilities of the Stella Pack companies, the purchase price, and the goodwill at the acquisition date were:
Amounts in € Book value Fair Value adjustment Fair Value
Tangible fixed assets & Right of use 24,685,003 1,668,642 26,353,645
Intangible assets & Trademarks 2,154,064 32,138,801 34,292,865
Inventories 11,619,784 (106,284) 11,513,499
Trade & other receivables 11,120,338 (32,487) 11,087,851
Cash & cash equivalents 4,140,939 0 4,140,939
Loans (33,602,092) 0 (33,602,092)
Lease liabilities (7,994,551) 0 (7,994,551)
Deferred tax liabilities (266,797) (6,430,337) (6,697,135)
Provisions (1,461,755) 0 (1,461,755)
Trade & other payables (13,337,452) 210,121 (13,127,332)
Total FV of the Net Assets and Liabilities (2,942,522) 27,448,455 24,505,934
Total FV of the Net Assets and Liabilities of NCI 259,711
Total FV of the Net Assets and Liabilities of the Owners 24,246,223
Goodwill recognized at the acquisition 6,916,583
Total acquisition price 31,162,806
Goodwill and fair value adjustments arising from the acquisition of businesses are treated as assets and liabilities of the acquired entity and are converted using the exchange rates at the balance sheet date. The above adjustments were made to determine the identifiable assets and liabilities in order to reflect their fair value, as defined by the International Financial Reporting Standards (IFRS) as of the acquisition date. The Group has measured the acquired identifiable assets and liabilities at fair value. No adjustments were made in relation to the net assets as of June 30, 2024. Goodwill was recognized at its cost, which is the excess of the cost of the acquisition over the Group’s share in the fair value of the acquired net assets. The goodwill is mainly attributed to the production know-how related to the recycling methods used in the production of plastic bags, as well as the commercial synergies from the consolidated product portfolio. It is noted that the Group's management reassessed the value of the trademarks in relation to the initial recognition at the acquisition date, as presented in the annual financial statements as of December 31, 2023 under the subsequent events section. Finally, it is noted that as part of the acquisition, third-party loans amounting to € 25.3 mil. from Stella Pack Europe SP.Z.O.O. were repaid with funds from Sarantis Polska S.A., creating an intra-group receivable/liability. For the year 2024, Stella Pack contributed Revenue (Turnover) of € 74.5 mil., Earnings Before Interest and Taxes (EBIT) of € 7.0 mil. and Earnings Before Interest, Taxes and Depreciation (EBITDA) of € 10.9 mil. Assets held for Sale The assets held for sale as of December 31, 2024, include the company Stella Pack Ukraine LLC in Ukraine, a 79% subsidiary of Stella Pack S.A. in Poland. In December 2024, the Group's management committed to a plan to sell the company Stella Pack Ukraine LLC. As a result, on December 31, 2024, it was classified as "Assets Held for Sale" and "Liabilities directly associated with assets held for sale". The sale of the company was completed on February 18, 2025. The transaction price amounted to € 500 thous. and was fully received within the same month.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 224 As of December 31, 2024, the fair value of Stella Pack Ukraine LLC, less selling costs, amounted to € 780 thous. A loss of € 551 thous. was recognized in the Group's Statement of Comprehensive Income for the year ended December 31, 2024, under "Other Financial Expenses" (see note 4.10.15) and a loss of € 4 thous. was recognized under "Translation Reserve" (see note 4.3). As of December 31, 2024, Stella Pack Ukraine LLC was measured at fair value less cost to sell and included the following assets and liabilities:
Amounts in € 31.12.2024 Book value Impairment 31.12.2024 Fair value
ASSETS
Non-current assets 212,997 (96,221) 116,776
Tangible fixed assets 176,095 (79,550) 96,544
Right of use 29,523 (13,337) 16,186
Intangible assets 7,380 (3,334) 4,046
Current assets 1,446,113 (458,823) 987,291
Inventories 681,408 (307,825) 373,584
Trade receivables 331,154 (149,995) 181,159
Other short-term receivables 7,390 (1,003) 6,386
Cash & cash equivalents 426,161 - 426,161
Total Assets 1,659,111 (555,044) 1,104,067
Shareholders' EQUITY:
Share capital (143,580) - (143,580)
Translation Reserve 49,971 - 49,971
Retained Earnings (1,241,890) 555,044 (686,846)
Total Equity (1,335,498) 555,044 (780,455)
LIABILITIES
Long-term liabilities (35,429) - (35,429)
Lease liabilities (14,693) - (14,693)
Provisions - long-term liabilities (20,736) - (20,736)
Short-term liabilities (288,183) - (288,183)
Suppliers (213,430) - (213,430)
Other liabilities (38,042) - (38,042)
Income taxes - other taxes payable (21,489) - (21,489)
Lease liabilities (15,222) - (15,222)
Total Equity & Liabilities (1,659,111) 555,044 (1,104,067)
4.10.3 Goodwill The goodwill of the Group and the Company is analyzed as follows:
Amounts in Euros Group Company
Balance as at 1.1.2024 7,771,991 1,100,000
Acquisitions 6,983,171 0
Impairment (544,744) 0
Foreign exchange differences 88,450 0
Balance as at 31.12.2024 14,298,868 1,100,000
Amounts in Euros Group Company
Balance as at 1.1.2023 7,631,304 1,100,000
Foreign exchange differences 140,687 0
Balance as at 31.12.2023 7,771,991 1,100,000
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 225 It is noted that the increase in goodwill during the current period is attributed to the acquisition of the Stella Pack companies (see note 4.10.2). Additionally, the Group proceeded with an impairment of goodwill for its subsidiary Ergopack L.L.C. in Ukraine, amounting to € 545 thous., following an impairment test of existing goodwill. The carrying amount of this cash- generating unit was determined to be higher than its recoverable amount, and an impairment loss was recognized, which was fully allocated to goodwill and included in "Other Operating Expenses" (see note 4.10.14). The Group and the Company conduct an annual impairment review of goodwill, with the related adjustments being recorded in the results for the period. For the year 2024, the assumptions used per Cash-Generating Unit are as
Assumptions 2024 D. Koukouzelis - Greece (PIC) Elmiplant- Romania Polipak-Poland Trade 90- Hungary Astrid Τ.Μ.- Czech Rep. Indulona- Slovakia &Czech Rep. Ergopack- Ukraine Stella- Poland
WACC 9.7% 11.5% 10.8% 13.6% 9.3% 8.2% 19.7% 10.8%
Risk free rate 2.3% 2.3% 2.3% 2.3% 2.3% 2.3% 2.3% 2.3%
Rate of Increase rate 5+ 1.2% 3.0% 4.0% 3.0% 2.0% 4.5% 5.0% 4.0%
ΕΒIΤ (4yr horizon) 8,2% - 10,4% 19,8% - 20,8% 1,6% - 3,9% 7,7% - 10,4% 17,3% - 18,5% 14,0% - 16,0% 3,4% - 8,8% 6,6% - 7,5%
Goodwill balance 1,100,000 2,148,551 2,224,111 1,285,763 236,776 265,683 0 7,037,984
The recoverable amount of the above-mentioned cash-generating units was determined using the value-in-use method. The value in use was calculated using cash flow projections based on the four-year business plans approved by management, which were projected into perpetuity. The impairment test conducted did not result in the need for any reversal of goodwill. The key assumption used by management in calculating the cash flow projections as part of the annual impairment review for goodwill is: The budgeted profit before taxes and interest was calculated based on actual historical data from the past years, adjusted to account for expected changes in operating profitability. Management has assessed that the carrying amount could exceed the estimated recoverable amount as a result of any changes in the discount rate. The discount rate at which the carrying amount and the recoverable amount are equal, assuming all other assumptions remain constant, is presented in the table below:
Assumptions 2024 D. Koukouzelis - Greece (PIC) Elmiplant- Romania Polipak-Poland Trade 90- Hungary Astrid Τ.Μ.- Czech Rep. Indulona- Slovakia &Czech Rep. Ergopack- Ukraine Stella- Poland
WACC 25.6% 155.9% 11.8% 42.9% 45.3% 163.9% 19.7% 14.0%
4.10.4 Inventories The inventories are analyzed as follows:
Group 31.12.2024 31.12.2023
Merchandise 74,450,232 62,855,615
Products 16,573,656 13,521,958
Raw materials 21,107,443 19,227,537
Impairment due to obsolescence (1,062,073) (233,122)
Total 111,069,257 95,371,988
Company 31.12.2024 31.12.2023
Merchandise 18,846,560 18,060,328
Products 13,544,884 11,368,825
Raw materials 13,113,338 13,261,891
Impairment due to obsolescence (290,000) 0
Total 45,214,782 42,691,044
The Group's and the Company's inventories are free of encumbrances.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 226 It is noted that Advances to Suppliers for Goods are now included in the "Other short-term receivables" item, and the corresponding reclassification has also been made in the comparative figures as of 31/12/2023 (see note 4.10.5). The analysis of the impairment provision due to obsolescence is as follows:
Group 31.12.2024 31.12.2023
Opening Balance 233,122 1,419,462
Additions due to acquisition 759,233 0
Provision 3,444,676 2,915,324
Use of provision (3,240,195) (4,104,789)
Provision reserve (135,591) 0
Foreign exchange differences 828 3,125
Closing balance 1,062,073 233,122
Company 31.12.2024 31.12.2023
Opening Balance 0 780,861
Provision 1,378,969 1,375,916
Use of provision (1,088,969) (2,156,777)
Closing balance 290,000 0
During the current fiscal year, the Group and the Company made inventory write-offs totaling € 3.2 mil. and € 1.1 mil., respectively, while in 2023, the inventory write-offs amounted to € 4.1 mil. and € 2.2 mil., respectively.
4.10.5 Trade and other receivables The trade receivables account is analyzed as follows:
Group 31.12.2024 31.12.2023
Trade receivables 103,007,451 89,021,882
Minus provisions (3,184,912) (3,081,847)
Net trade receivables 99,822,539 85,940,035
Checks and notes receivable 17,510,380 17,758,618
Minus provisions (2,400,000) (2,400,000)
Net checks and notes receivable 15,110,380 15,358,618
Total 114,932,919 101,298,653
Company 31.12.2024 31.12.2023
Trade receivables 33,521,054 32,254,120
Minus provisions (1,529,630) (1,875,694)
Net trade receivables 31,991,424 30,378,426
Checks and notes receivable 15,842,489 16,252,370
Minus provisions (2,400,000) (2,400,000)
Net checks and notes receivable 13,442,489 13,852,370
Total 45,433,913 44,230,796
As of December 31, 2024, and 2023, the aging of current and overdue trade receivables from customers was as follows:
Group Company
31.12.2024 31.12.2023 31.12.2024 31.12.2023
Current (Not past due) 102,849,894 88,989,360 38,796,306 35,868,199
0-90 days 6,877,731 6,596,367 1,175,872 2,326,861
91-180 days 3,197,827 1,819,540 2,983,892 1,765,144
over 180 days 7,592,379 9,375,234 6,407,472 8,546,287
120,517,832 106,780,500 49,363,543 48,506,490
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 227 The Group and the Company apply the simplified approach of IFRS 9 for the calculation of expected credit losses for all trade receivables across their total life. Expected loss rates are based on the historical credit losses of the Group and the Company. Subsequently the historical loss rates are adjusted for current and future information regarding macroeconomic factors that affect the Group's and the Company's customers. The tables below present the credit risk analysis of the Group and the Company:
Group
Trade receivables 2024 Current <90 90-180 181+ Total
Total trade receivables 102,849,894 6,877,731 3,197,827 7,592,379 120,517,832
Expected credit loss 19,887 104,745 131,249 5,329,031 5,584,912
Percentage expected credit loss 0.02% 1.52% 4.10% 70.19% 4.63%
Group
Trade receivables 2023 Current <90 90-180 181+ Total
Total trade receivables 88,989,360 6,596,367 1,819,540 9,375,234 106,780,500
Expected credit loss 43,289 86,774 104,992 5,246,792 5,481,847
Percentage expected credit loss 0.05% 1.32% 5.77% 55.96% 5.13%
Company
Trade receivables 2024 Current <90 90-180 181+ Total
Total trade receivables 38,796,306 1,175,872 2,983,892 6,407,472 49,363,543
Expected credit loss 19,887 15,691 50,625 3,843,428 3,929,630
Percentage expected credit loss 0.05% 1.33% 1.70% 59.98% 7.96%
Company
Trade receivables 2023 Current <90 90-180 181+ Total
Total trade receivables 35,868,199 2,326,861 1,765,144 8,546,287 48,506,490
Expected credit loss 24,930 36,017 34,862 4,179,885 4,275,694
Percentage expected credit loss 0.07% 1.55% 1.98% 48.91% 8.81%
As of December 31, 2024, the maximum exposure to credit risk for trade receivables by geographic region was as follows:
Group
31.12.2024 31.12.2023
Geographical Area Total amount of trade receivables Expected credit loss Net amount of trade receivables Total amount of trade receivables Expected credit loss Net amount of trade receivables
Greece (incl. Portugal and Selected International Markets) 43,512,812 3,929,630 39,583,182 45,733,374 4,275,694 41,457,680
Poland 23,618,237 632,404 22,985,834 16,528,677 183,667 16,345,010
Romania 20,685,989 24,013 20,661,976 15,378,464 22,112 15,356,352
West Balkans 11,605,309 39,830 11,565,479 10,000,840 34,831 9,966,009
Ukraine 8,090,657 661,305 7,429,352 7,398,834 638,928 6,759,906
Bulgaria 5,373,178 216,320 5,156,857 5,010,052 191,831 4,818,221
Czech-Slovakia 5,574,598 65,482 5,509,116 4,794,360 89,139 4,705,220
Hungary 2,057,052 15,928 2,041,124 1,935,900 45,644 1,890,256
Total 120,517,832 5,584,912 114,932,919 106,780,500 5,481,847 101,298,653
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 228 The Other Short-term receivables are analyzed as follows:
Group 31.12.2024 31.12.2023
Accounts receivable in legal contest 319,707 474,485
Sundry debtors 26,426,065 3,353,806
Advances to Suppliers for Goods 3,929,395 2,563,489
Deferred expenses and accrued income 3,221,565 2,205,140
Short-term Receivables from employees 30,466 35,207
Minus provisions (290,924) (607,592)
Total 33,636,275 8,024,535
Company 31.12.2024 31.12.2023
Accounts receivable in legal contest 276,761 425,136
Sundry debtors 2,613,636 758,273
Receivables from dividends 37,454,944 37,279,552
Advances to Suppliers for Goods 3,094,931 1,776,282
Deferred expenses and accrued income 1,560,213 1,307,622
Short-term Receivables from employees 30,466 35,207
Minus provisions (247,977) (558,243)
Total 44,782,974 41,023,829
The item "Sundry debtors" of the Group mainly presents the short-term portion of the discounted receivable, as of 31/12/2024, from the sale of the stake in ELCA Cosmetics Ltd and its subsidiaries, valued at € 20.6 mil.. This represents the first of two installments of the outstanding balance, which was collected in January 2025 in accordance with the agreed repayment schedule. It should be noted that Advances to Suppliers for Goods are now included in the item "Other short-term receivables," and the corresponding reclassification has been made in the comparative figures for 31/12/2023. The analysis of the provision for both trade and other receivables is as follows:
Group 31.12.2024 31.12.2023
Opening Balance 6,089,439 5,305,057
Additions for the year 687,942 855,274
Receivables written off (1,187,344) (13,572)
Amounts offset (163,065) (20,500)
Foreign exchange differences (22,525) (36,819)
Additions due to acquisition 472,259 0
Reclassification to assets held for sale (871) 0
Closing balance 5,875,836 6,089,439
Company 31.12.2024 31.12.2023
Opening Balance 4,833,937 4,186,280
Additions for the year 477,023 647,657
Receivables written off (1,029,250) 0
Amounts offset (104,103) 0
Closing balance 4,177,607 4,833,937
The Other Long-term receivables are analyzed as follows:
Group 31.12.2024 31.12.2023
Other long-term receivables 19,734,874 39,418,906
Long-term restricted cash 0 595,000
Other long-term receivables 19,734,874 40,013,906
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 229
Company 31.12.2024 31.12.2023
Other long-term receivables 74,540 119,809
Long-term restricted cash 0 595,000
Other long-term receivables 74,540 714,809
The main part of the item "Other long-term receivables" of the Group concerns the second installment of the discounted receivable, which resulted from the sale of ELCA Cosmetics Ltd and its subsidiaries and is expected to be collected as scheduled in January 2028. It is noted that the restricted deposits amounting to € 595 thous. for the Group and the Company, respectively, which were related to a loan servicing reserve account of the Company, were reclassified to the item "Other Long-Term Receivables" for the comparative figures as of 31/12/2023.
4.10.6 Cash & cash equivalents Cash & cash equivalents represent cash in hand of the Group and company and bank deposits available at first demand, which are analyzed as follows:
Group 31.12.2024 31.12.2023
Cash in hand 134,112 89,982
Bank deposits 47,222,553 110,919,435
Total 47,356,665 111,009,417
Company 31.12.2024 31.12.2023
Cash in hand 126,571 81,747
Bank deposits 7,089,660 9,307,925
Total 7,216,231 9,389,672
It is noted that the restricted deposits are not included in total cash and cash equivalents. Regarding the Group's exposure to credit risk, the table below presents an analysis of the deposits based on the credit rating of the banking institutions where the deposits are held:
Category based on Fitch Ratings Number of banks 31.12.2024 31.12.2023
A+/A/A- 12 12,874,817 14,661,911
BBB+/BBB/BBB- 7 10,551,965 14,541,256
BB+/BB/BB- 11 23,795,709 81,710,233
CCC+/CCC/CCC-/CC/C 1 62 6,035
Total 31 47,222,553 110,919,435
4.10.7 Financial Assets at Fair Value through Results
Group Company
31.12.2024 31.12.2023 31.12.2024 31.12.2023
Opening Balance 2,955,187 2,738,925 2,955,187 2,738,925
Acquisitions 2,340,938 5,414,824 2,340,938 5,414,824
Cost of disposals (1,746,318) (5,680,520) (1,746,318) (5,680,520)
Fair value adjustments 60,148 481,958 60,148 481,958
Closing balance 3,609,955 2,955,187 3,609,955 2,955,187
The above items are placements with a short-term investment horizon that are traded on active markets.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 230 4.10.8 Trade and other liabilities The Group’s and Company’s trade and other liabilities are analyzed as follows:
Group 31.12.2024 31.12.2023
Suppliers 76,576,590 61,461,538
Supplier finance arrangements (reverse factoring) 7,026,394 4,257,603
Checks payable 1,277,027 4,306,732
Total 84,880,011 70,025,872
Company 31.12.2024 31.12.2023
Suppliers 36,552,665 33,761,526
Supplier finance arrangements (reverse factoring) 3,542,057 0
Checks payable 1,277,027 4,306,732
Total 41,371,749 38,068,257
Supplier Finance Arrangements (Reverse Factoring) The Group and the Company have entered into supplier finance arrangements with financial institutions to facilitate suppliers' access to credit and enable the early settlement of goods delivered to the Group and the Company. The supplier financing arrangements are offered on an optional basis, and suppliers can participate at their discretion at any time. The Group and the Company repay the full invoice amount to the banks on the maturity date. The Group and the Company do not provide any collateral or guarantees to the financial institutions under these arrangements. The terms of the agreement do not provide for additional credit limit extensions and standard obligations apply. Furthermore, the Group and the Company are not charged any interest or fees by the bank for amounts owed to suppliers. Since the arrangements do not alter the terms of the original obligations, amounts payable to the banks continue to be presented in the statement of financial position as part of suppliers. The carrying values and payment terms of the supplier finance arrangements in effect at the balance sheet date are presented in the table below:
Group 31.12.2024 31.12.2023
Carrying amount of financial liabilities
Presented within trade and other payables 7,026,394 4,257,603
- of which suppliers have received payment from the bank 6,335,333 3,401,967
Range of payment due dates
Trade payables subject to supplier finance arrangement (days after invoice date) 60 - 180 60 - 120
Comparable trade payables (days after invoice date) 14 - 120 14 - 120
Company 31.12.2024 31.12.2023
Carrying amount of financial liabilities
Presented within trade and other payables 3,542,057 0
- of which suppliers have received payment from the bank 3,306,826 0
Range of payment due dates
Trade payables subject to supplier finance arrangement (days after invoice date) 150 - 180 -
Comparable trade payables (days after invoice date) 90 - 120 -
The carrying amount of the supplier finance arrangements as of January 1, 2025, was € 7 mil. for the Group and € 3.5 mil. for the Company, respectively. From Group's perspective, the agreement does not significantly extend the payment terms beyond the corresponding normal terms agreed with other non-participating suppliers. The movement in liabilities under the supplier financing arrangements mainly arises from the purchase of goods and subsequent cash settlements.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 231 Payments to the bank are included in operating cash flows because they continue to be part of the Group's usual operating cash flows, and their nature remains operational, i.e., they relate to payments associated with the purchase of goods. Payments to suppliers from the bank amounting to € 6.3 mil. for the Group and € 3.3 mil. for the Company are considered non-cash transactions. The other liabilities of the Group and the Company are analyzed as follows:
Group 31.12.2024 31.12.2023
Social security funds 3,245,482 2,238,176
Customer prepayments 2,070,738 1,684,563
Long-term liabilities payable in the following year 24,562 31,831
Government grants 543,316 518,802
Dividends payable 28,906 29,605
Deferred income 1,347,516 616,508
Αccrued expenses 8,499,187 6,459,254
Sundry creditors 1,902,603 1,054,523
Other Taxes Payable 3,684,093 3,780,182
Total 21,346,405 16,413,444
Company 31.12.2024 31.12.2023
Social security funds 1,670,798 1,447,292
Customer prepayments 3,054,349 4,176,351
Short-term liabilities towards Related Companies 514,767 530,610
Dividends payable 28,906 29,605
Deferred income 359,830 282,585
Αccrued expenses 3,324,659 2,004,042
Sundry creditors 116,648 127,627
Other Taxes Payable 2,170,128 2,811,798
Total 11,240,085 11,409,911
It is noted that Other taxes payable are now included under the item "Other liabilities", and the corresponding reclassification has also been made in the comparative figures as of 31/12/2023.
4.10.9 Provisions and other long - term liabilities The provisions and other long-term liabilities are analyzed as follows:
Group 31.12.2024 31.12.2023
Long-term Government Grants 7,921,175 8,279,458
Other provisions 2,772,834 2,129,435
Other long-term liabilities 334,785 226,766
Total 11,028,794 10,635,659
The long-term grants for the Group relate to the subsidy of mechanical equipment at the subsidiary company Polipak. It is noted that part of the other provisions concerns the provision for contractual obligations arising from the sale of the Group's 49% stake in the company ELCA Cosmetics Ltd and its subsidiaries.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 232 The provisions analysis is as follows:
Group 31.12.2024 31.12.2023
Opening Balance 2,129,435 2,539,300
Additions for the year 607,981 543,271
Use of provision (604,640) (968,085)
Amounts offset (446,318) 0
Foreign exchange differences 8,347 14,950
Additions due to acquisition 1,098,603 0
Reclassification to liabilities directly associated with the assets held for sale (20,575) 0
Closing balance 2,772,834 2,129,435
4.10.10 Loans and lease liabilities 4.10.10.1 Loans Loans are analyzed as follows:
Group Company
31.12.2024 31.12.2023 31.12.2024 31.12.2023
Short-term loans 9,883,446 14,237,857 9,883,446 14,237,857
Bank loans 4,110,000 7,920,000 4,110,000 7,920,000
Bond Loans 5,773,446 6,317,857 5,773,446 6,317,857
Long-term loans 49,558,789 56,107,412 58,558,789 56,107,412
Bank loans 4,890,000 11,240,000 4,890,000 11,240,000
Bond Loans 44,668,789 44,867,412 44,668,789 44,867,412
Long-term Liabilities to Subsidiaries 0 0 9,000,000 0
Total 59,442,235 70,345,269 68,442,235 70,345,269
As of December 31, 2024, the Group's loans exclusively concern bank and bond loans of the Company. In 2024, the Company repaid installments amounting to € 4.2 mil. for the bond loan from Eurobank S.A. (original amount € 20 mil.) and € 1.1 mil. for the loan from Hellenic Bank Public Company Ltd (original amount € 15 mil.), along with the early repayment of the remaining amount of € 11.8 mil.. Additionally, in 2024, installments of € 2.9 mil. were repaid for a bank loan, along with a partial early repayment of € 6.2 mil. from a bank loan of the EBRD (original amount € 20 mil.). Finally, bank loans of € 5 mil. from the National Bank of Greece and € 4 mil. from Eurobank S.A. were fully repaid. It is noted that as part of the acquisition, third-party loans amounting to € 25.3 mil. from the company Stella Pack Europe SP.Z.O.O. were repaid with funds from Sarantis Polska S.A., thereby creating an intercompany receivable/payable. At the same time, Stella Pack S.A. repaid all its loans, amounting to approximately € 8.5 mil., within the first quarter of 2024. In 2024, the Company drew down a bond loan of € 6 mil. from Eurobank S.A. (from the remaining approved loan amount of € 20 mil.). Additionally, bank loans of € 6 mil. from Eurobank S.A. and € 2 mil. from the National Bank of Greece (NBG) were granted. In August 2024, a contract was signed with Alpha Bank for a bond loan of € 35 mil. for financing general business plans, of which € 7.5 mil. was drawn down. The Company drew down € 2.8 mil. from already approved funding through a € 9.3 mil. bond loan as part of its investment plan for digital transformation. The aforementioned drawdown was covered by € 1 mil. from the Recovery and Resilience Fund (RRF) and € 1.8 mil. from the National Bank of Greece. Finally, in 2024, the Company signed a contract with the EBRD for the issuance of a bank loan of € 7.9 mil., but as of March 12, 2025, no installment has been drawn from the aforementioned loan. No collateral exists for the loans within the Group and the Company.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 233 The analysis of the Group's bond loans is as follows:
Group
Analysis of Bond Loans
Bank Maturity Amount
ALPHA BANK 22/2/2026 750,000
ALPHA BANK 22/8/2026 750,000
ALPHA BANK 22/2/2027 750,000
ALPHA BANK 22/8/2027 750,000
ALPHA BANK 22/2/2028 750,000
ALPHA BANK 22/8/2028 750,000
ALPHA BANK 22/2/2029 750,000
ALPHA BANK 22/8/2029 2,250,000
ALPHA BANK 7,500,000
EUROBANK 18/3/2025 2,087,500
EUROBANK 18/9/2025 287,500
EUROBANK 20/3/2026 25,778,126
EUROBANK 28,153,126
NATIONAL BANK OF GREECE 31/3/2025 1,500,000
NATIONAL BANK OF GREECE 30/6/2025 199,223
NATIONAL BANK OF GREECE 30/9/2025 1,500,000
NATIONAL BANK OF GREECE 31/12/2025 199,223
NATIONAL BANK OF GREECE 31/3/2026 1,500,000
NATIONAL BANK OF GREECE 30/6/2026 199,223
NATIONAL BANK OF GREECE 30/9/2026 1,500,000
NATIONAL BANK OF GREECE 31/12/2026 199,223
NATIONAL BANK OF GREECE 31/3/2027 1,500,000
NATIONAL BANK OF GREECE 30/6/2027 199,223
NATIONAL BANK OF GREECE 30/9/2027 1,500,000
NATIONAL BANK OF GREECE 31/12/2027 199,223
NATIONAL BANK OF GREECE 31/3/2028 1,500,000
NATIONAL BANK OF GREECE 30/6/2028 199,224
NATIONAL BANK OF GREECE 30/9/2028 1,500,000
NATIONAL BANK OF GREECE 31/12/2028 199,225
NATIONAL BANK OF GREECE 30/6/2029 199,226
NATIONAL BANK OF GREECE 31/12/2029 199,226
NATIONAL BANK OF GREECE 30/6/2030 199,227
NATIONAL BANK OF GREECE 31/12/2030 199,228
NATIONAL BANK OF GREECE 30/6/2031 199,228
NATIONAL BANK OF GREECE 31/12/2031 199,187
NATIONAL BANK OF GREECE 14,789,109
Total 50,442,235
It is noted that the Group must maintain adequate capital adequacy, profitability, and liquidity, as defined by the financial ratios of the respective bank where the loan is held. The Group's management monitors, among other things, ratios such as the following for the above purpose: Leverage Ratio - Net debt to EBITDA Leverage Ratio - Liabilities to equity and Interest Coverage Ratio - Earnings before interest, taxes, depreciation and amortization (EBITDA) to net financial expenses.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 234 As of December 31, 2024, the Group meets the above ratios. Below is the analysis of the change in liabilities arising from financing activities:
Group Non Current Loans & Borrowings Current Loans & Borrowings Total
1.1.2023 20,710,000 27,363,527 48,073,527
Cash Flows 42,492,412 (20,876,200) 21,616,211
Non Cash Flows
-Effects of Foreign exchange 0 655,530 655,530
-Loans and borrowings classified as non current at 31 December 2022 becoming current during 2023 (7,095,000) 7,095,000 0
31.12.2023 56,107,412 14,237,857 70,345,269
Group Non Current Loans & Borrowings Current Loans & Borrowings Total
1.1.2024 56,107,412 14,237,857 70,345,269
Cash Flows 437,091 (19,847,618) (19,410,527)
Loans and borrowings liabilities from the Acquisition 2,759,890 5,688,611 8,448,501
Non Cash Flows
-Effects of Foreign exchange 19,271 39,722 58,993
-Loans and borrowings classified as non current at 31 December 2023 becoming current during 2024 (9,764,875) 9,764,875 0
31.12.2024 49,558,789 9,883,446 59,442,235
Company Non Current Loans & Borrowings Current Loans & Borrowings Total
1.1.2023 20,710,000 7,095,000 27,805,000
Cash Flows 42,492,412 47,857 42,540,269
Non Cash Flows
-Loans and borrowings classified as non current at 31 December 2022 becoming current during 2023 (7,095,000) 7,095,000 0
31.12.2023 56,107,412 14,237,857 70,345,269
Company Non Current Loans & Borrowings Current Loans & Borrowings Total
1.1.2024 56,107,412 14,237,857 70,345,269
Cash Flows 12,216,252 (14,119,286) (1,903,034)
Non Cash Flows
-Loans and borrowings classified as non current at 31 December 2023 becoming current during 2024 (9,764,875) 9,764,875 0
31.12.2024 58,558,789 9,883,446 68,442,235
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 235 4.10.10.2 Liabilities from leases The liabilities from leases are analyzed as follows:
Group Company
31.12.2024 31.12.2023 31.12.2024 31.12.2023
Long-term Lease Liabilities 17,361,656 13,568,292 5,818,954 8,934,799
Short-term Lease Liabilities 6,856,565 5,142,009 2,085,604 2,255,766
Σύνολο 24,218,221 18,710,300 7,904,558 11,190,565
The table below presents the change of liabilities from finance leases for the Group and the Company:
Group 31.12.2024 31.12.2023
Opening Balance 18,710,300 17,044,676
Additions due to acquisition 8,070,686 0
Acquisitions 4,195,075 6,199,817
Effect of lease terms modification (63,417) (126,598)
Payment of lease liabilities (7,651,298) (4,960,210)
Reclassification to liabilities directly associated with the assets held for sale (29,915) 0
Foreign exchange differences 37,148 86,947
Interest Expense on Leasing 949,641 465,670
Closing Balance 24,218,221 18,710,300
Company 31.12.2024 31.12.2023
Opening Balance 11,190,565 10,967,507
Acquisitions 595,662 2,134,216
Effect of lease terms modification (1,602,902) (80,614)
Payment of lease liabilities (2,586,816) (2,110,471)
Interest Expense on Leasing 308,049 279,927
Closing Balance 7,904,558 11,190,565
4.10.11 Income Tax
Group Company
01.01-31.12.2024 01.01-31.12.2023 01.01-31.12.2024 01.01-31.12.2023
Current income tax (11,268,382) (8,751,267) (2,106,769) (735,831)
Deferred tax 604,393 (877,907) 957,128 (1,442,993)
Total (10,663,989) (9,629,174) (1,149,641) (2,178,824)
Profit before tax from continuing operations 56,715,662 48,643,560 36,886,826 21,022,281
Tax using the Company's domestic tax rate 22.0% 12,477,446 22% 10,701,583 22.0% 8,115,102 22% 4,624,902
Effect of tax rates in foreign juristictions -4.5% (2,543,153) -5.3% (2,561,915) 0.0% 0 0.0% 0
Increase/(Reduction) in tax rate 0.0% 0 0.0% 1,908 0.0% 0 0.0% 0
Tax effect of: 0 0 0 0
- Non-deductible expenses 2.3% 1,297,624 3.4% 1,645,047 1.3% 487,919 2.2% 454,872
- Tax-exempt income 0.0% 0 0.0% 0 -19.3% (7,110,230) -17.4% (3,661,649)
- Tax incentives -1.6% (909,240) -1.8% (855,227) -0.9% (326,699) -1.6% (332,590)
- Current year losses for which no deferred tax asset is recognised 0.0% 17,269 0.4% 202,339 0.0% 0 0.0% 0
Recognition of previously unrecognised tax losses 0.0% 27,450 0.0% (19,623) 0.0% 0 0.0% 0
Recognition of previously unrecognised (derecognition of previously recognised) deductible temporary differences 0.3% 150,889 1.1% 515,061 -0.4% (141,562) 5.2% 1,093,290
Changes in estimates related to prior years 0.3% 145,703 0.0% 0 0.3% 125,111 0.0% 0
Total 18.8% 10,663,989 19.8% 9,629,174 3.1% 1,149,641 10.4% 2,178,824
The Company has obtained tax compliance certificates with its auditor’s agreement for each fiscal year from 2011 to 2023, in accordance with Greek tax legislation (2011 - 2013 under the provisions of Article 82 of Law 2238/1994 and 2014 - 2023 under the provisions of Article 65A of Law 4174/2013). Additionally, based on risk analysis criteria, the Greek tax authorities may choose the Company for a tax audit as part of their inspections of companies that have
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 236 received tax compliance certificates with the auditor's agreement. The Company has not received any audit orders from the Greek tax authorities and does not expect additional taxes and surcharges to arise from a potential future audit for these fiscal years. It is noted that as of 31/12/2024, the fiscal years up to 31/12/2018 have expired in accordance with the provisions of paragraph 1, Article 36 of Law 4174/2013. For the fiscal year 2024, the Company is subject to the tax audit by Certified Public Accountants as required by the provisions of Article 65A of Law 4174/2013. This audit is ongoing, and the relevant tax certificate is expected to be issued after the publication of the annual financial statements for the fiscal year ending 31/12/2024. The Management of the Company does not expect any significant tax liabilities beyond those recorded and reflected in the financial statements. 4.10.11.1 Unaudited Tax Years The table below presents the years for which the tax audit of the Group’s companies has not been conducted or completed:
Company Domicile Unaudited tax years
GR. SARANTIS S.A. GREECE 2019 - 2024
SARANTIS BULGARIA LTD BULGARIA 2018 - 2024
SARANTIS ROMANIA S.A. ROMANIA 2019 - 2024
SARANTIS BELGRADE D.O.O. SERBIA 2019 - 2024
SARANTIS BANJA LUKA D.O.O. BOSNIA-HERZEGOVINA 2022 - 2024
SARANTIS LJUBLJANA D.O.O. SLOVENIA 2022 - 2024
SARANTIS SKOPJE D.O.O. N.MACEDONIA 2019 - 2024
SARANTIS POLSKA S.A. POLAND 2018 - 2024
POLIPAK SP. Z.O.O. POLAND 2018 - 2024
STELLA PACK S.A. POLAND 2018 - 2024
STELLA PACK S.R.L. ROMANIA 2019 - 2024
STELLA PACK UKRAINE LLC UKRAINE 2019 - 2024
SARANTIS CZECH REPUBLIC SRO CZECH REPUBLIC 2021 - 2024
SARANTIS HUNGARY KFT. HUNGARY 2020 - 2024
ZETAFIN LTD CYPRUS 2019 - 2024
ELODE FRANCE S.A.R.L FRANCE 2011 - 2024
SARANTIS FRANCE S.A.R.L FRANCE 2011 - 2024
SARANTIS PORTUGAL LDA PORTUGAL 2020 - 2024
ASTRID T.M. A.S. CZECH REPUBLIC 2021 - 2024
SARANTIS SLOVAKIA S.R.O SLOVAKIA 2019 - 2024
IVYBRIDGE VENTURES LTD CYPRUS 2019 - 2024
ERGOPACK LLC UKRAINE 2023 - 2024
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 237 4.10.12 Deferred Taxes Group
Deferred tax assets 31.12.2024 31.12.2023
Differences of intangible assets (284,257) (298,387)
Differences of tangible assets (314,422) (243,583)
Write-off of trade receivables 29,918 35,213
Provisions for employee benefits 31,225 27,517
Provisions 1,299,128 1,252,676
Foreign exchange differences (79,548) (67,030)
Total 682,044 706,406
Deferred liabilities 31.12.2024 31.12.2023
Differences of intangible assets (6,819,422) (7,400,778)
Differences of tangible assets (6,072,742) (2,750,969)
Provisions for doubtful debts 421,429 252,700
Provisions for employee benefits 620,270 297,260
Provisions 1,388,896 517,936
Other movements 742,581 0
Recognition of tax loss 43,382 0
Foreign exchange differences (71,740) 948
Addition due to acquisition (6,574,711) 0
Total (16,322,058) (9,082,904)
Deferred taxes income / (expense) 31.12.2024 31.12.2023
Differences of intangible assets (43,309) (339,319)
Differences of tangible assets (1,810,940) (2,381,587)
Provisions for doubtful debts 77,261 175,847
Provisions for employee benefits 324,959 (15,103)
Provisions 249,030 524,716
Other movements 742,581 0
Recognition of tax loss 43,044 0
Foreign exchange differences (69,715) (70,605)
Total (487,090) (2,106,051)
Total deferred tax recognized on Comprehensive Income (a) 604,393 (877,907)
Total deferred tax recognized on Other Comprehensive Income (b) (1,091,483) (1,228,144)
Company
Deferred tax assets / (liabilities) 31.12.2024 31.12.2023
Differences of intangible assets (3,361,749) (3,693,093)
Differences of tangible assets (3,631,487) (1,858,756)
Provisions for doubtful debts 244,582 162,540
Provisions for employee benefits 444,201 285,127
Provisions 534,768 (65,159)
Other movements 742,581 0
Total (5,027,105) (5,169,342)

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 238
Deferred taxes income / (expense) 31.12.2024 31.12.2023
Differences of intangible assets 331,344 (233,075)
Differences of tangible assets (1,772,731) (2,167,886)
Provisions for doubtful debts 82,042 121,763
Provisions for employee benefits 159,074 (26,017)
Provisions 599,927 (329,987)
Other movements 742,581 0
Total 142,237 (2,635,201)
Total deferred tax recognized on Comprehensive Income (a) 957,128 (1,442,993)
Total deferred tax recognized on Other Comprehensive Income (b) (814,891) (1,192,208)
4.10.13 Employee Benefits Employee salaries and expenses are analyzed as follows:
Group 31.12.2024 31.12.2023
Employee salaries 67,503,703 45,184,432
Employee benefits 3,633,853 2,572,682
Employer contributions 12,626,786 9,186,978
Employment termination indemnities 1,483,866 1,536,159
Remuneration of BoD members 2,714,087 2,631,450
Total activities 87,962,295 61,111,700
Average number of employees 3,111 2,324
Company 31.12.2024 31.12.2023
Employee salaries 25,970,914 22,163,026
Employee benefits 1,875,519 1,453,549
Employer contributions 5,626,988 5,359,620
Employment termination indemnities 1,347,780 1,243,063
Remuneration of BoD members 2,677,188 2,631,450
Total activities 37,498,389 32,850,707
Average number of employees 892 898
The employee benefits include expenses related to the Long-Term Incentive Plan (LTI) - Performance Stock Awards Program. The key terms and conditions of the plan are as follows: The Performance Stock Awards program involves executives of the Company and its subsidiaries. The Performance Stock Awards program consists of three separate independent cycles, with each cycle comprising a three-year performance period. The value of the shares to be awarded is considered a separate benefit as the vesting of the cycles is not interdependent. The total value of the shares to be awarded, for all participants, will not exceed for the 1st three-year cycle (2023 nd to 2025) the amount of 900,000 euros for the 2 three-year cycle (2024 to 2026) the amount of 1,100,000 euros and for the 3rd three-year cycle (2025 to 2027) the amount of 1,300,000 euros. There is no recharging clause for the relevant amounts from the Company to its subsidiaries. The benefit of free shares granted by the Company to a subsidiary of the Group is considered as an increase in the value of the Company's investment in the subsidiary. The total expense during the vesting period is calculated based on the best estimate of the value of the shares expected to vest.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 239 The share-based compensation at the end of each cycle to the participants will be made through the Treasury Stock Reserve. It is noted that, within the framework of the Long-Term Incentive Plan, there is no impact on earnings per share, as well as on diluted earnings per share as of December 31, 2024. st nd rd The final value for the 1 and 2 cycles of the program will be determined at the end of the 3 year of each cycle, st based on the performance program for 2023 - 2025 for the 1 cycle and based on the program for 2024 - 2026 for nd the 2 cycle of the program.
Cycle Date Shares based on the value of issuance (Amounts in Euros) Maturity Period Maturity Conditions
1st 31 December 2024 580,488 2023 - 2025 3-year service condition and non-market performance conditions for years 1-3.
2nd 31 December 2024 334,856 2024 - 2026 3-year service condition and non-market performance conditions for years 1-3.
Total 915,344
The Company has recognized an expense for the year ended December 31, 2024, amounting to € 494 thous. (2023: € 182 thous.) and an increase in Investments in subsidiaries of € 165 thous. (2023: € 74 thous.) with a corresponding increase in equity for the current year. Similarly, for the year ended December 31, 2024, in the consolidated financial statements, the Group has recognized an expense of € 659 thous. (2023: € 256 thous.) with a corresponding increase in its reserves.
4.10.14 Revenues and (expenses) by category The analysis of other revenues is as follows:
Group 01.01 - 31.12.2024 01.01 - 31.12.2023
Income from Rents 331,185 284,599
Other Revenue 856,305 743,599
Gain from Revaluation of Fixed Asset 47,079 0
Total 1,234,570 1,028,197
Company 01.01 - 31.12.2024 01.01 - 31.12.2023
Income from Royalties 1,003,233 734,323
Income from Rents 195,029 194,816
Other Revenue 2,077,875 2,186,647
Total 3,276,136 3,115,786
It is noted that the Gains from Revaluation of Assets are presented in note 4.10.21"Table of changes in Fixed assets".
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 240 The analysis of expenses by category is as follows:
Group 01.01 - 31.12.2024 01.01 - 31.12.2023
Cost of goods sold 373,823,066 299,860,631
Employee expenses 67,100,596 52,267,246
Third-party fees 9,089,147 5,770,516
Third-party benefits 11,950,152 10,312,529
Taxes - duties 3,714,062 3,511,232
Sundry expenses 60,090,032 53,703,352
Fixed asset depreciation 13,680,182 10,721,351
Total activities 539,447,237 436,146,857
Company 01.01 - 31.12.2024 01.01 - 31.12.2023
Cost of goods sold 129,240,792 120,588,033
Employee expenses 33,554,139 29,330,711
Third-party fees 4,342,081 3,064,492
Third-party benefits 4,223,393 3,861,649
Taxes - duties 1,812,085 1,705,585
Sundry expenses 24,161,257 23,081,712
Fixed asset depreciation 6,346,414 6,047,913
Total activities 203,680,162 187,680,094
Note: The above expenses are reduced by the amount of expenses that have been charged to the production of the Group and parent Company. The analysis of the cost of goods sold is as follows:
Group 01.01 - 31.12.2024 01.01 - 31.12.2023
Cost of goods 330,279,418 280,923,580
Employee expenses 20,861,700 8,844,455
Third-party fees 8,019,841 4,705,108
Third-party benefits 14,472,160 8,256,096
Taxes - duties 319,304 101,474
Sundry expenses 1,326,785 734,503
Fixed asset depreciation 6,932,567 3,821,675
Inventory own use (8,388,709) (7,526,258)
Total activities 373,823,066 299,860,631
Company 01.01 - 31.12.2024 01.01 - 31.12.2023
Cost of goods 120,708,486 112,899,517
Employee expenses 3,944,251 3,519,996
Third-party fees 1,962,611 1,853,242
Third-party benefits 908,016 954,407
Taxes - duties 8,143 6,196
Sundry expenses 345,386 358,161
Fixed asset depreciation 2,185,530 1,700,369
Inventory own use (821,631) (703,854)
Total activities 129,240,792 120,588,033
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 241 The administrative expenses analysis is as follows:
Group 01.01 - 31.12.2024 01.01 - 31.12.2023
Employee expenses 17,744,621 13,698,248
Third-party fees 4,184,825 2,892,005
Third-party benefits 4,324,476 3,484,123
Taxes - duties 216,577 195,778
Sundry expenses 2,112,986 1,084,331
Fixed asset depreciation 3,671,536 2,724,028
Total activities 32,255,020 24,078,512
Company 01.01 - 31.12.2024 01.01 - 31.12.2023
Employee expenses 8,809,564 7,864,604
Third-party fees 1,794,208 1,403,946
Third-party benefits 3,226,676 2,790,354
Taxes - duties 147,240 135,494
Sundry expenses 1,211,070 560,008
Fixed asset depreciation 2,568,390 2,155,379
Total activities 17,757,148 14,909,784
Administrative expenses include non-audit services during the year ended December 31, 2024, amounting to € 43 thous. for the Group and € 28 thous. for the Company.
The distribution expenses analysis is as follows:
Group 01.01 - 31.12.2024 01.01 - 31.12.2023
Employee expenses 49,355,975 38,568,998
Third-party fees 4,904,323 2,878,511
Third-party benefits 7,625,676 6,828,405
Taxes - duties 3,497,485 3,315,455
Sundry expenses 57,977,046 52,619,022
Fixed asset depreciation 10,008,646 7,997,323
Total activities 133,369,151 112,207,714
Company 01.01 - 31.12.2024 01.01 - 31.12.2023
Employee expenses 24,744,575 21,466,108
Third-party fees 2,547,873 1,660,546
Third-party benefits 996,718 1,071,294
Taxes - duties 1,664,844 1,570,091
Sundry expenses 22,950,187 22,521,704
Fixed asset depreciation 3,778,025 3,892,534
Total activities 56,682,222 52,182,277
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 242 The analysis of other operating expenses is as follows:
Group 01.01 - 31.12.2024 01.01 - 31.12.2023
Impairment loss on trademarks 328,880 0
Impairment loss on goodwill 544,744 0
Total activities 873,624 0
Company 01.01 - 31.12.2024 01.01 - 31.12.2023
Impairment loss on trademarks 328,880 0
Loss from Revaluation of Fixed Asset 61,542 0
Total activities 390,422 0
It is noted that the losses from the Revaluation of Fixed Assets are presented in note 4.10.21 "Table of changes in fixed assets”.
4.10.15 Financial Income / (Expenses) The financial income / expenses are analyzed as follows:
Group 01.01-31.12.2024 01.01-31.12.2023
Interest expense (3,821,096) (3,268,206)
Interest expense on leasing (1,045,521) (467,845)
Interest income 1,133,080 3,019,264
Interest income on leasing 0 741
Foreign exchange differences 33,539 767,409
Income and gain from sale of participations & securities 514,838 1,436,066
Loss from sale of participations & securities (77,932) (103,486)
Other financial income/(expenses) (993,005) 493,201
Total (4,256,097) 1,877,145
Company 01.01-31.12.2024 01.01-31.12.2023
Interest expense (3,894,463) (2,503,596)
Interest expense on leasing (308,049) (279,927)
Interest income 81,176 79,807
Interest income on leasing 0 741
Foreign exchange differences (145,947) (222,643)
Gain from sale of participations & securities 514,838 1,436,066
Loss from sale of participations & securities (77,932) (103,486)
Dividends from subsidiaries 32,319,227 16,643,858
Other financial income/(expenses) (605,315) 219,380
Total 27,883,534 15,270,200
In the item "Other financial income/(expenses)" of the Group, a loss of € 551 thous. is primarily presented, which arises from the valuation of Stella Pack Ukraine LLC at its fair value, before its transfer to assets held for sale on December 31, 2024.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 243 4.10.16 Share Capital
Share Capital
Number of shares Nominal value of shares Share capital Share premium Total
31.12.2024 66,850,563 0.78 52,143,439 40,676,356 92,819,795
31.12.2023 66,850,563 0.78 52,143,439 40,676,356 92,819,795
31.12.2022 69,877,484 0.78 54,504,438 40,676,356 95,180,793
4.10.17 Earnings per Share Earnings per share were calculated according to the weighted average number of shares after the deduction of the weighted average number of treasury shares held by the Company.
Group Company
01.01 - 31.12.2024 01.01 - 31.12.2023 01.01 - 31.12.2024 01.01 - 31.12.2023
Earnings after tax attributed to the owners of the Company 46,020,473 39,308,160 35,737,186 18,843,457
Weighted average number of shares 64,589,609 66,650,873 64,589,609 66,650,873
Basic earnings per share (€) 0.7125 0.5898 0.5533 0.2827
Diluted earnings per share (€) 0.7125 0.5898 0.5533 0.2827
4.10.18 Dividends For the period ended on 31/12/2024: The Ordinary General Meeting of shareholders, in its session on 23.04.2024, decided to distribute a dividend of € 0.2243810572 per share, or a total amount of € 15 mil.. According to the legislation in effect, the dividend that corresponded to 1,995,808 treasury shares held by the Company on the specified date increased the dividend for the other shareholders and as a result, the total gross dividend amount per share amounted to € 0.231286048. For the period ended on 31/12/2023: The Ordinary General Meeting of shareholders of the company, in its session on 04/05/2023, decided to distribute a dividend of € 0.1431076139 per share, or a total amount of € 10 mil.. According to the legislation in effect, the dividend that corresponded to 2,993,883 treasury shares held by the Company increased the dividend for the other shareholders, and as a result, the total gross dividend amount per share amounted to € 0.14951348. Finally, the Board of Directors will propose to the 2025 Annual General Meeting the payment of a dividend of € 20 mil. for the financial year 2024 (€ 0.299174 gross per share), representing a 33.3% increase compared to the gross amount of € 15 mil. (€ 0.224381 gross per share) distributed for the financial year 2023. 4.10.19 Treasury Shares During the fiscal year 2024, the Company proceeded with the purchase of 1,523,298 treasury shares with an average purchase price of € 10.40 per share and for a total cost of € 15,836,365.52. In total, taking into consideration the 1,433,891 treasury common nominal shares that the Company already held on December 31, 2023, the Company held a total of 2,957,189 shares with a nominal value of € 0.78, at an average price of € 9.14 per share, with a total value of € 27,040,542.43, representing 4.42% of its share capital as of December 31, 2024.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 - 31/12/2024 244 4.10.20 Reserves The reserves are analyzed as follows:
Group 31.12.2024 31.12.2023
Ordinary reserve 18,360,467 16,361,974
Special reserve 1,020,893 153,269
Extraordinary reserve 165,377 165,377
Tax-free reserves on special law provisions 3,601,875 3,601,875
Reserve for treasury shares (27,040,542) (11,204,177)
Reserve from revaluation of fixed assets 27,092,300 23,295,862
Total 23,200,369 32,374,180
Company 31.12.2024 31.12.2023
Ordinary reserve 14,778,364 13,860,349
Special reserve 1,002,586 266,620
Tax-free reserves on special law provisions 3,601,875 3,601,875
Reserve for treasury shares (27,040,542) (11,204,177)
Reserve from revaluation of fixed assets 22,069,572 19,257,272
Total 14,411,854 25,781,939

ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 245 4.10.21 Table of changes in fixed assets 4.10.21.1 Group The own-used tangible fixed assets and the investment property for the Group as of December 31, 2024, and 2023 are as follows:
Land - fields Buildings, building facilities and technical projects Investment property Machinery, technical installations and other equipment Vehicles Furniture and other equipment Fixed assets under construction and prepayments Total
Acquisition cost 1.1.2023 11,948,194 62,049,222 8,384,212 49,002,726 3,154,748 14,314,634 18,548,228 167,401,963
Acquisitions 0 129,648 0 1,205,672 136,659 1,406,897 5,131,936 8,010,813
Reclassifications 0 248,164 0 17,245,888 399,964 809,882 (19,618,491) (914,593)
Revaluation 820,188 14,563,186 (284,801) 0 0 0 0 15,098,573
Write-offs 0 (47,695) 0 (214,781) (204,485) (164,956) (159,100) (791,017)
Cost of disposals 0 (6,922) 0 (160,071) (92,200) (9,186) 0 (268,379)
Foreign exchange differences 177,013 1,035,181 468,148 1,755,049 101,417 95,354 638,073 4,270,235
Value as at 31.12.2023 12,945,395 77,970,785 8,567,559 68,834,483 3,496,103 16,452,625 4,540,646 192,807,595
Land - fields Buildings, building facilities and technical projects Investment property Machinery, technical installations and other equipment Vehicles Furniture and other equipment Fixed assets under construction and prepayments Total
Depreciations 1.1.2023 0 24,614,199 1,679,825 26,492,110 2,060,447 10,581,300 0 65,427,880
Depreciations for the Period 0 1,911,957 0 3,474,302 247,301 1,259,139 0 6,892,699
Revaluation 0 9,620,459 0 0 0 0 0 9,620,459
Depreciations of reclassifications 0 0 0 (174,294) 0 174,294 0 0
Depreciation on write-offs 0 (15,014) 0 (198,603) (194,298) (145,934) 0 (553,848)
Depreciation of disposals 0 (4,153) 0 (149,346) (69,164) (6,740) 0 (229,403)
Foreign exchange differences 0 (94,874) 132,060 426,692 26,613 49,735 0 540,227
Depreciations 31.12.2023 0 36,032,575 1,811,885 29,870,860 2,070,899 11,911,795 0 81,698,014
Net book value as at 31.12.2023 12,945,395 41,938,210 6,755,674 38,963,623 1,425,204 4,540,830 4,540,646 111,109,581
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 246
Land - fields Buildings, building facilities and technical projects Investment property Machinery, technical installations and other equipment Vehicles Furniture and other equipment Fixed assets under construction and prepayments Total
Acquisition cost 1.1.2024 12,945,395 77,970,785 8,567,559 68,834,483 3,496,103 16,452,625 4,540,646 192,807,595
Acquisitions 519,742 172,083 691,363 1,157,012 323,533 1,077,558 8,895,671 12,836,962
Reclassifications (245,840) 1,098,382 385,509 3,494,263 189,903 142,349 (6,041,187) (976,621)
Due to acquisition of subsidiary 1,516,963 8,767,505 1,125,938 26,625,514 2,540,732 773,213 586,331 41,936,196
Revaluation 1,226,871 11,688,744 (128,323) (91,684) 0 (14,881) (577) 12,680,150
Write-offs 0 (103,122) 0 (1,485,173) (166,154) (997,931) (299,477) (3,051,857)
Cost of disposals 0 0 (604,286) (466,566) (546,996) (26,798) 0 (1,644,645)
Reclassification to assets held for sale 0 (109,401) 0 (111,270) (32,477) (18,060) (700) (271,909)
Foreign exchange differences 63,332 216,514 122,342 647,787 38,732 31,714 62,292 1,182,713
Value as at 31.12.2024 16,026,463 99,701,490 10,160,103 98,604,364 5,843,377 17,419,788 7,742,999 255,498,584
Land - fields Buildings, building facilities and technical projects Investment property Machinery, technical installations and other equipment Vehicles Furniture and other equipment Fixed assets under construction and prepayments Total
Depreciations 1.1.2024 0 36,032,575 1,811,885 29,870,860 2,070,899 11,911,795 0 81,698,014
Depreciations for the Period 0 2,795,099 0 6,201,458 617,430 1,407,993 0 11,021,981
Due to acquisition of subsidiary 0 2,245,881 225,912 15,595,220 1,665,684 283,487 0 20,016,185
Revaluation 0 7,755,692 (26,472) (78,484) 0 (13,926) 0 7,636,810
Depreciations of reclassifications 0 (67,025) 67,025 (603) 0 603 0 0
Depreciation on write-offs 0 (70,675) 0 (1,457,532) (155,134) (985,724) 0 (2,669,064)
Depreciation of disposals 0 0 (179,447) (409,696) (495,820) (22,373) 0 (1,107,336)
Reclassification to assets held for sale 0 (31,488) 0 (95,250) (32,477) (16,901) 0 (176,116)
Foreign exchange differences 0 (40,715) 32,479 171,458 13,982 17,099 0 194,302
Depreciations 31.12.2024 0 48,619,342 1,931,382 49,797,433 3,684,565 12,582,053 0 116,614,775
Net book value as at 31.12.2024 16,026,463 51,082,148 8,228,721 48,806,931 2,158,812 4,837,735 7,742,999 138,883,808
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 247 As of December 31, 2024, a valuation study was carried out by an approved appraiser for the land and buildings of the Company, as well as its subsidiaries: Sarantis Polska S.A., Polipak SP.Z.O.O, and Stella Pack S.A. in Poland, Stella Pack S.R.L. in Romania, and Ergopack L.L.C. in Ukraine. The carrying amount that would have been recognized by the Group if the land and buildings had been accounted for using the cost model would have been € 42.7 million as of December 31, 2024 (December 31, 2023: € 35.8 million) and € 14.1 million as of December 31, 2024 (December 31, 2023: € 14.5 million) for the Company. The fair value of investment property is based on an appraisal conducted by an accredited independent valuer (based on a valuation date as of 31/12/2024). The valuation methods and assumptions used are largely determined through valuation techniques that primarily rely on available market transaction data from active markets while minimizing the use of the entity’s own estimates (Level 2 of the fair value hierarchy as defined in IFRS 13). The Group’s investment properties include land and buildings owned by the Company and its subsidiaries: Polipak SP.Z.O.O and Stella Pack S.A. in Poland and Stella Pack S.R.L. in Romania. As of December 31, 2024, a revaluation of the Company’s investment properties was carried out, resulting in a revaluation loss of € 62 thous.. A corresponding revaluation of the investment properties of the subsidiaries Polipak SP.Z.O.O and Stella Pack S.A. in Poland resulted in an additional loss of € 40 thous. Income from leases and direct operating expenses are analyzed as follows:
Group 01.01 - 31.12.2024 01.01 - 31.12.2023
Rental income from investment property 233,114 187,430
Direct operating expenses arising from investment property that generated rental income during the period 107,975 67,792
Direct operating expenses arising from investment property that did not generate rental income during the period 179,970 221,800
Regarding the property of the Group's subsidiary company, POLIPAK sp.z.o.o., it is noted that it is not being leased in its entirety.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 248 The intangible assets for the Group as of December 31, 2024, and 2023 are as follows:
Trademarks Development Expenses Other Intangible Assets Total
Acquisition cost 1.1.2023 62,380,291 231,321 15,029,343 77,640,954
Acquisitions 0 540,902 854,146 1,395,048
Reclassifications 0 0 914,593 914,593
Write-offs (110) 0 (265,074) (265,184)
Cost of disposals 0 0 (38,044) (38,044)
Foreign exchange differences (127,872) 42,039 141,363 55,529
Value as at 31.12.2023 62,252,309 814,261 16,636,326 79,702,897
Trademarks Development Expenses Other Intangible Assets Total
Depreciations 1.1.2023 11,022,771 4,824 9,057,248 20,084,843
Depreciations for the Period 1,624,744 14,124 914,686 2,553,553
Depreciation on write-offs (110) 0 (265,074) (265,184)
Depreciation of disposals 0 0 (38,044) (38,044)
Foreign exchange differences 4,997 607 99,027 104,630
Depreciations 31.12.2023 12,652,401 19,555 9,767,843 22,439,798
Net book value as at 31.12.2023 49,599,908 794,707 6,868,483 57,263,098
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 249
Trademarks Development Expenses Other Intangible Assets Total
Acquisition cost 1.1.2024 62,252,309 814,261 16,636,326 79,702,897
Acquisitions 34,334,242 0 5,528,424 39,862,666
Reclassifications 0 0 976,621 976,621
Due to acquisition of subsidiary 0 0 841,174 841,174
Revaluation 0 0 (5,438) (5,438)
Write-offs (539,817) 0 (197,826) (737,643)
Reclassification to assets held for sale 0 0 (6,599) (6,599)
Foreign exchange differences 106,235 14,208 3,699 124,142
Value as at 31.12.2024 96,152,969 828,470 23,776,381 120,757,820
Trademarks Development Expenses Other Intangible Assets Total
Depreciations 1.1.2024 12,652,401 19,555 9,767,843 22,439,798
Depreciations for the Period 1,874,863 81,726 1,809,829 3,766,417
Due to acquisition of subsidiary 0 0 552,766 552,766
Revaluation 0 0 (2,130) (2,130)
Depreciation on write-offs (210,937) 0 (197,824) (408,761)
Reclassification to assets held for sale 0 0 (2,585) (2,585)
Foreign exchange differences (9,599) 901 10,018 1,320
Depreciations 31.12.2024 14,306,728 102,181 11,937,918 26,346,827
Net book value as at 31.12.2024 81,846,241 726,288 11,838,464 94,410,993
The increase in trademarks in the Group arises from the acquisition of the Stella Pack companies, which took place in 2024 (see note 4.10.2). The total of reclassifications resulting from the above tables of own-used tangible fixed assets and intangible assets is zero.. The fixed assets of the Group and the Company are free of encumbrances.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 250 The right-of-use assets for the Group as of December 31, 2024 and 2023 are as follows:
Land - fields Buildings, building facilities and technical projects Machinery, technical installations and other equipment Vehicles Furniture and other equipment Total
Acquisition cost 1.1.2023 218,124 23,326,594 15,489 7,248,056 90,839 30,899,101
Acquisitions 29,094 2,296,603 5,208 4,732,192 0 7,063,096
Write-offs 0 (1,245,238) 0 (3,996,357) 0 (5,241,595)
Foreign exchange differences (18,655) 209,265 1,451 71,460 (497) 263,025
Value as at 31.12.2023 228,562 24,587,224 22,148 8,055,351 90,342 32,983,627
Land - fields Buildings, building facilities and technical projects Machinery, technical installations and other equipment Vehicles Furniture and other equipment Total
Depreciations 1.1.2023 29,692 9,171,512 1,876 5,117,906 50,908 14,371,894
Depreciations for the Period 9,085 3,406,710 3,982 1,807,986 12,969 5,240,732
Depreciation on write-offs 0 (1,099,001) 0 (3,730,102) 0 (4,829,104)
Foreign exchange differences (2,861) 131,042 326 53,436 (352) 181,592
Depreciations 31.12.2023 35,916 11,610,263 6,184 3,249,225 63,526 14,965,114
Net book value as at 31.12.2023 192,646 12,976,960 15,964 4,806,126 26,816 18,018,513
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 251
Land - fields Buildings, building facilities and technical projects Machinery, technical installations and other equipment Vehicles Furniture and other equipment Total
Acquisition cost 1.1.2024 228,562 24,587,224 22,148 8,055,351 90,342 32,983,627
Acquisitions 0 1,803,224 0 4,498,383 0 6,301,608
Due to acquisition of subsidiary 0 5,222,590 0 0 0 5,222,590
Revaluation 0 (27,296) 0 0 0 (27,296)
Write-offs (92,655) (3,573,825) 0 (2,312,730) 0 (5,979,210)
Reclassification to assets held for sale 0 (33,127) 0 0 0 (33,127)
Foreign exchange differences (7,956) 63,531 389 (9,731) 9 46,242
Value as at 31.12.2024 127,951 28,042,322 22,537 10,231,273 90,351 38,514,434
Land - fields Buildings, building facilities and technical projects Machinery, technical installations and other equipment Vehicles Furniture and other equipment Total
Depreciations 1.1.2024 35,916 11,610,263 6,184 3,249,225 63,526 14,965,114
Depreciations for the Period 5,012 4,087,989 4,472 2,285,831 12,931 6,396,236
Due to acquisition of subsidiary 0 553,427 0 0 0 553,427
Revaluation 0 (14,063) 0 0 0 (14,063)
Depreciation on write-offs 0 (1,743,638) 0 (2,207,201) 0 (3,950,838)
Reclassification to assets held for sale 0 (17,067) 0 0 0 (17,067)
Foreign exchange differences (1,459) 38,734 144 (4,670) 8 32,757
Depreciations 31.12.2024 39,470 14,515,646 10,800 3,323,185 76,465 17,965,565
Net book value as at 31.12.2024 88,482 13,526,676 11,737 6,908,088 13,887 20,548,869
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 252 4.10.21.2 Company The own-used tangible fixed assets and the investment property for the Company as of December 31, 2024, and 2023 are as follows:
Land - fields Buildings, building facilities and technical projects Investment property Machinery, technical installations and other equipment Vehicles Furniture and other equipment Fixed assets under construction and prepayments Total
Acquisition cost 1.1.2023 9,490,451 38,319,640 2,430,698 23,796,080 1,072,889 13,069,996 1,194,810 89,374,564
Acquisitions 0 103,109 0 934,184 25,677 1,309,790 2,935,080 5,307,840
Reclassifications 0 0 0 283,779 0 164,400 (1,362,772) (914,593)
Revaluation 821,828 14,175,835 (284,801) 0 0 0 0 14,712,863
Write-offs 0 (15,325) 0 (176) (6,464) (93,736) (140,983) (256,684)
Cost of disposals 0 0 0 0 0 (5,812) 0 (5,812)
Value as at 31.12.2023 10,312,279 52,583,259 2,145,898 25,013,866 1,092,102 14,444,639 2,626,134 108,218,178
Land - fields Buildings, building facilities and technical projects Investment property Machinery, technical installations and other equipment Vehicles Furniture and other equipment Fixed assets under construction and prepayments Total
Depreciations 1.1.2023 0 21,630,785 390 13,561,162 890,467 9,859,517 0 45,942,321
Depreciations for the Period 0 1,348,184 0 1,391,570 44,889 1,064,920 0 3,849,563
Revaluation 0 9,447,744 0 0 0 0 0 9,447,744
Depreciation on write-offs 0 0 0 (176) (6,053) (74,714) 0 (80,943)
Depreciation of disposals 0 0 0 0 0 (5,179) 0 (5,179)
Depreciations 31.12.2023 0 32,426,712 390 14,952,557 929,303 10,844,544 0 59,153,506
Net book value as at 31.12.2023 10,312,279 20,156,547 2,145,508 10,061,310 162,798 3,600,095 2,626,134 49,064,672
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 253
Land - fields Buildings, building facilities and technical projects Investment property Machinery, technical installations and other equipment Vehicles Furniture and other equipment Fixed assets under construction and prepayments Total
Acquisition cost 1.1.2024 10,312,279 52,583,259 2,145,898 25,013,866 1,092,102 14,444,639 2,626,134 108,218,178
Acquisitions 0 148,859 0 772,597 190,205 1,032,807 1,986,418 4,130,886
Reclassifications 0 142,077 0 1,547,885 0 0 (2,609,473) (919,510)
Revaluation 125,721 11,046,807 (61,542) 0 0 0 0 11,110,987
Write-offs 0 (58,971) 0 (233,810) (16,638) (983,388) (259,506) (1,552,312)
Cost of disposals 0 0 0 (10,895) 0 (26,211) 0 (37,106)
Value as at 31.12.2024 10,438,000 63,862,032 2,084,356 27,089,644 1,265,669 14,467,848 1,743,574 120,951,122
Land - fields Buildings, building facilities and technical projects Investment property Machinery, technical installations and other equipment Vehicles Furniture and other equipment Fixed assets under construction and prepayments Total
Depreciations 1.1.2024 0 32,426,712 390 14,952,557 929,303 10,844,544 0 59,153,506
Depreciations for the Period 0 1,868,368 0 1,561,215 64,418 1,079,936 0 4,573,937
Revaluation 0 7,567,015 0 0 0 0 0 7,567,015
Depreciation on write-offs 0 (58,970) 0 (233,794) (16,637) (971,325) 0 (1,280,726)
Depreciation of disposals 0 0 0 (10,895) 0 (21,976) 0 (32,871)
Depreciations 31.12.2024 0 41,803,126 390 16,269,082 977,084 10,931,180 0 69,980,862
Net book value as at 31.12.2024 10,438,000 22,058,906 2,083,967 10,820,562 288,584 3,536,668 1,743,574 50,970,261
It is noted that as of December 31, 2024, a valuation study was carried out by an approved appraiser for the land and buildings of the Company. The carrying amount that would have been recognized by the Company if the land and buildings had been accounted for using the cost model would have been € 14.1 mil. as of December 31, 2024 (December 31, 2023: € 14.5 mil.). The fair value of investment property is based on an appraisal carried out by an accredited independent valuer (with an appraisal date of December 31, 2024). The valuation methods and assumptions used are primarily determined using valuation techniques that rely largely on available information for transactions occurring in active markets, while using as few estimates of the entity's own data as possible (Level 2 of the fair value hierarchy as defined in IFRS 13).
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 254 The investment property concern land and buildings of the Company. As of December 31, 2024, a revaluation of the Company's investment properties was carried out, resulting in a revaluation loss of € 62 thous. Rental income and direct operating expenses are analyzed as follows:
Company 01.01 - 31.12.2024 01.01 - 31.12.2023
Rental income from investment property 116,424 116,424
Direct operating expenses arising from investment property that generated rental income during the period 0 0
Direct operating expenses arising from investment property that did not generate rental income during the period 0 0
The intangible assets for the Company as of December 31, 2024, and 2023 are as follows:
Trademarks Other Intangible Assets Total
Acquisition cost 1.1.2023 32,341,953 8,826,965 41,168,918
Acquisitions 0 69,100 69,100
Reclassifications 0 914,593 914,593
Value as at 31.12.2023 32,341,953 9,810,658 42,152,611
Trademarks Other Intangible Assets Total
Depreciations 1.1.2023 6,718,819 5,540,875 12,259,694
Depreciations for the Period 1,011,413 637,462 1,648,875
Depreciations 31.12.2023 7,730,232 6,178,337 13,908,569
Net book value as at 31.12.2023 24,611,721 3,632,321 28,244,042
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 255
Trademarks Other Intangible Assets Total
Acquisition cost 1.1.2024 32,341,953 9,810,658 42,152,611
Acquisitions 0 5,432,668 5,432,668
Reclassifications 0 919,510 919,510
Write-offs (328,880) (182,546) (511,426)
Value as at 31.12.2024 32,013,073 15,980,291 47,993,364
Trademarks Other Intangible Assets Total
Depreciations 1.1.2024 7,730,232 6,178,337 13,908,569
Depreciations for the Period 582,841 1,079,664 1,662,506
Depreciation on write-offs 0 (182,544) (182,544)
Depreciations 31.12.2024 8,313,073 7,075,458 15,388,531
Net book value as at 31.12.2024 23,700,000 8,904,833 32,604,833
The total of reclassifications resulting from the above tables of own-used tangible fixed assets and intangible assets is zero. The fixed assets of the Company are free of encumbrances.
The right-of-use assets for the Company as of December 31, 2024, and 2023 are as follows:
Buildings, building facilities and technical projects Vehicles Total
Acquisition cost 1.1.2023 13,780,717 2,975,492 16,756,210
Acquisitions 146,108 2,567,143 2,713,251
Write-offs (154,632) (2,717,898) (2,872,530)
Value as at 31.12.2023 13,772,193 2,824,737 16,596,930
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 256
Buildings, building facilities and technical projects Vehicles Total
Depreciations 1.1.2023 3,735,128 2,297,382 6,032,510
Depreciations for the Period 1,596,767 666,542 2,263,310
Depreciation on write-offs (52,490) (2,549,821) (2,602,311)
Depreciations 31.12.2023 5,279,406 414,103 5,693,509
Net book value as at 31.12.2023 8,492,787 2,410,634 10,903,421
Buildings, building facilities and technical projects Vehicles Total
Acquisition cost 1.1.2024 13,772,193 2,824,737 16,596,930
Acquisitions 104,959 595,662 700,621
Write-offs (2,705,387) (143,191) (2,848,578)
Value as at 31.12.2024 11,171,766 3,277,208 14,448,973
Buildings, building facilities and technical projects Vehicles Total
Depreciations 1.1.2024 5,279,406 414,103 5,693,509
Depreciations for the Period 1,542,618 791,057 2,333,675
Depreciation on write-offs (1,077,039) (118,566) (1,195,605)
Depreciations 31.12.2024 5,744,985 1,086,594 6,831,579
Net book value as at 31.12.2024 5,426,780 2,190,614 7,617,394
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 257 4.10.22 Number of Employees The number of employees for the Group and Company is as follows:
Group Company
01.01 - 31.12.2024 01.01 - 31.12.2023 01.01 - 31.12.2024 01.01 - 31.12.2023
Regular employees 2,659 1,879 751 762
Day-wage employees 452 445 141 136
Total Employees 3,111 2,324 892 898
4.10.23 Provisions for employee benefits
Group Company
31.12.2024 31.12.2023 31.12.2024 31.12.2023
Post-employment employee benefits 1,693,979 1,551,226 1,263,828 1,296,031
Other long-term benefits 755,266 0 755,266 0
Total 2,449,245 1,551,226 2,019,095 1,296,031
4.10.23.1 Provisions for post - employment employee benefits The liability for post-employment benefits is based on an actuarial study which was carried out based on December 31, 2024. For the calculations of the study, the following actuarial assumptions were made for the Company: a. Average annual long-term inflation rate: 2.4% b. Annual Increase of Wages: 3.8% c. Discount rate: According to guidance of IAS 19, the discount rate for the calculation of present values, and the investment of reserves must be defined prudently. In our case, this rate was set at 3.19%, in nominal terms. d. Employee Turnover: The employee turnover rate was determined as follows:
0-1 year 4.0%
2-5 years 3.0%
6-10 years 2.0%
11-more years 0.0%
e. Retirement age and conditions: According to the statutory provisions of the Primary Social Insurance Fund of each employee. f. Indemnities: In application of the legal provisions of Law 4093/2012. g. Assets for the indemnity of Law 2112/20: zero (0).
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 258 The expense for the provision for staff retirement indemnities that was recognized in the results, is as follows:
Group Company
31.12.2024 31.12.2023 31.12.2024 31.12.2023
Current employment service cost (68,261) 220,432 (10,856) 299,397
Financial cost (65,110) (50,347) (55,480) (50,347)
Actuarial losses (profit) 88,918 (139,217) 98,539 (130,792)
Total (44,453) 30,868 32,203 118,258
Further payments 41,046 1,587 0 0
Retirement expenses (3,407) 32,455 32,203 118,258
Balance of Liability at beginning of period 1,551,226 1,574,984 1,296,031 1,414,289
Additions due to acquisition 135,731 0 0 0
Retirement expenses 3,407 (32,455) (32,203) (118,258)
Fx Diferrences 3,615 8,696 0 0
Closing Balances 1,693,979 1,551,226 1,263,828 1,296,031
Below is a quantitative sensitivity analysis of the significant assumptions of the Company as of December 31, 2024, such as a change in the discount rate by 0.5%, a change in salaries by 0.5%, and a change in mortality by 10%:
Obligation
Discount rate Discount rate
-0.50% 0.50%
37,013 3% (35,313) -3%
Estimated salary decrease Estimated salary increase
-0.50% 0.50%
(35,272) -3% 36,609 3%
Mortality Mortality
-10% 10%
10,075 1% (9,989) -1%
4.10.23.2 Other long-term benefits The provision arises from the Company’s five-year plan (2024-2028), as publicly announced to the investment community on March 14, 2024, by the Group’s Management Team. According to the plan, the Group's financial figures are expected to double (EBITDA € 120 mil.), which will result in significant additional value for its shareholders. In this context, the Remuneration and Nominations Committee proposed the related five-year incentive plan, which was approved by the Board of Directors and proposed to the Annual General Meeting of Shareholders on April 23, 2024, where it received final approval for its implementation. The Five-Year Incentive Plan covers the period 2024-2028 and pertains exclusively to the Group’s Management Team (ExCo). For the calculations of the study, the following actuarial assumptions were made: a. Discount rate: According to guidance of IAS 19, the discount rate for the calculation of present values, and the investment of reserves must be defined prudently. In our case, this rate was set at 2.81%, in nominal terms. b. Employee turnover: The employee turnover rate and early retirement rate for this specific benefit were considered zero. The expense for the provision for employee benefits recognized in the results is:
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 259
Group Company
31.12.2024 31.12.2023 31.12.2024 31.12.2023
Standard service cost (718,743) 0 (718,743) 0
Financial cost (36,523) 0 (36,523) 0
Total (755,266) 0 (755,266) 0
Balance of Liability at beginning of period 0 0 0 0
Employee benefits 755,266 0 755,266 0
Closing Balances 755,266 0 755,266 0
Below is a quantitative sensitivity analysis of the change in the discount rate by 0.5% as of December 31, 2024:
Obligation
Discount rate Discount rate
-0.50% 0.50%
14,873 2% (14,515) -2%
4.10.24 Litigation Cases There are no pending or under arbitration litigation cases and decisions by judicial or arbitration bodies which may significantly affect the financial statements of the Group and the Company, apart from the case of Marinopoulos S.A., where the Company has a claim of € 2.4 mil., that is included in the Company’s provisions by an equivalent amount. and has established an equivalent provision. 4.10.25 Contingent Liabilities There are no contingent liabilities either in the Group or the Company. Additionally, there are various legal cases involving the Company and the Group, from which the Management estimates that no significant additional liabilities are expected to arise, except for those included in the financial statements as of December 31, 2024. 4.10.26 Contractual Liabilities Α. Guarantees The Group and the Company do not have any guarantees against loan liabilities as of December 31, 2024. B. Commitments for capital expenditures There are no commitments for capital expenditures either for the Group or for the Company. 4.10.27 Events after the reporting date of the financial statements Loans In January 2025, the Company repaid bank loans totaling € 4 mil., of which € 2 mil. were granted by the National Bank of Greece and € 2 mil. by Eurobank S.A. Additionally, in January 2025, the Company terminated its agreement with Hellenic Bank Public Company Ltd, which was related to the issuance of a bond loan amounting to €12.1mil. for financing investment plans. In February 2025, an extension of the availability period for the first series of the bond loan from Alpha Bank, with an outstanding balance of € 7.5 million, was approved until December 31, 2025.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 260 Sale of subsidiary Stella Pack Ukraine LLC On February 18, 2025, Stella Pack S.A., headquartered in Poland, completed the sale of 79% of the shares of its subsidiary, Stella Pack Ukraine LLC, based in Ukraine. The transaction price amounted to € 500 thous. and was fully collected within the same month (see note 4.10.2). Receipt of the first installment for the sale of ELCA As part of the sale of ELCA Cosmetics Ltd and its subsidiaries, completed in 2022, the Company received the first instalment of € 20.6 mil. in January 2025, in accordance with the agreed repayment schedule. SAP S4/HANA Go-live On March 4, 2025, the transition to the SAP S4/HANA system was completed for the Company and its subsidiaries in Czech Republic, Slovakia and Hungary. 4.10.28 Foreign Exchange Differences The operating currency of the Group is the Euro. For consolidation purposes, the Company converts the statements of income of the subsidiary companies into Euro based on the average exchange rate of the subject year and the balance sheets based on the closing exchange rate as of 31st December. The major foreign exchange rates that were used in the conversion of foreign transactions into the Euro are the following:
Average rate for the period ended Spot rate as at
31.12.2024 31.12.2023 31.12.2024 31.12.2023
US dollar 1.08 1.08 1.04 1.11
UK sterling 0.85 0.87 0.83 0.87
Polish zloty 4.31 4.54 4.27 4.35
Romanian leu 4.97 4.95 4.97 4.97
Bulgarian lev 1.96 1.96 1.96 1.96
Czech koruna 25.12 24.01 25.19 24.73
Serbian dinar 117.09 117.25 117.01 117.17
Macedonian dinar 61.53 61.56 61.50 61.50
Hungarian florint 395.21 381.95 410.09 382.78
Bosnia - Herzegovina convertible marka 1.96 1.96 1.96 1.96
Ukrainian hryvnia 43.46 39.56 43.93 42.21
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 261 4.10.29 Related party transactions The most significant transactions between the Company and its related parties, as such are defined by International Accounting Standard 24, are presented below. Subsidiaries Company
Trade receivables 31.12.2024 31.12.2023
Sarantis Bulgaria LTD 105,793 41,532
Sarantis Romania S.A. 953,577 477,429
Sarantis Polska S.A. 3,171,642 1,301,238
Stella Pack S.A. 6,018 0
Sarantis Czech Republic sro 1,187,272 328,583
Polipak SP.Z.O.O. 2,566 0
Sarantis Slovakia S.R.O 142 0
Ergopack LLC 462,233 229,563
Sarantis Hungary Kft. 152,212 77,306
Sarantis Portugal Lda 552,827 918,352
Elode France SARL 7,322 2,420
Lenidi Romania LTD 0 42
Zakis SINGLE-MEMBER LTD 0 30,581
Sarkk SA 5,332 25,092
Total 6,606,935 3,432,136
Grand total assets 6,606,935 3,432,136
Trade liabilities 31.12.2024 31.12.2023
Sarantis Belgrade D.O.O 1,207,281 2,202,835
Sarantis Banja Luka D.O.O 4 1,750
Sarantis Skopje D.O.O 169,598 608,145
Sarantis Bulgaria LTD 32 0
Sarantis Romania S.A. 28 144
Sarantis Polska S.A. 404,024 244,941
Stella Pack S.A. 70,028 0
Sarantis Czech Republic sro 129 0
Polipak SP.Z.O.O. 91,330 186,784
Sarantis Hungary Kft. 6,362 5,453
Sarantis France SARL 30,310 35,233
Lenidi SA 0 4,565
Dirty Laundry SA 0 129
Sarkk SA 727 11,154
Total 1,979,851 3,301,133
Liabilities from loans 31.12.2024 31.12.2023
Sarantis Belgrade D.O.O 9,000,000 0
Zetafin LTD 514,767 530,610
Total 9,514,767 530,610
Lease liabilities 31.12.2024 31.12.2023
Lenidi SA 4,170,154 6,490,835
Total 4,170,154 6,490,835
Grand total liabilities 15,664,772 10,322,577
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 262 Income
Income from sale of merchandise 01.01 - 31.12.2024 01.01 - 31.12.2023
Sarantis Belgrade D.O.O 3,484,146 3,005,177
Sarantis Banja Luka D.O.O 65,881 151,111
Sarantis Skopje D.O.O 869,229 984,935
Sarantis Bulgaria LTD 2,501,986 2,478,138
Sarantis Romania S.A. 7,485,368 7,944,277
Sarantis Polska S.A. 13,120,324 10,799,940
Sarantis Czech Republic sro 10,626,526 8,375,853
Ergopack LLC 1,282,201 1,066,557
Sarantis Hungary Kft. 1,034,485 877,141
Sarantis Portugal Lda 1,299,341 1,697,647
Lenidi SA 0 282,436
Lenidi Bulgaria LTD 146,785 85,992
Dirty Laundry SA 1,603 0
Sarkk SA 35,273 82,312
Total 41,953,148 37,831,516
Other income 01.01 - 31.12.2024 01.01 - 31.12.2023
Sarantis Belgrade D.O.O 247,091 228,172
Sarantis Banja Luka D.O.O 11,941 8,155
Sarantis Skopje D.O.O 28,134 23,588
Sarantis Bulgaria LTD 86,442 74,426
Sarantis Romania S.A. 321,381 305,806
Sarantis Polska S.A. 1,275,103 1,247,696
Stella Pack S.A. 6,018 0
Sarantis Czech Republic sro 366,021 325,166
Polipak SP.Z.O.O. 90,018 113,175
Sarantis Slovakia S.R.O 5,518 4,403
Ergopack LLC 375,130 117,584
Sarantis Hungary Kft. 134,054 97,088
Sarantis Portugal Lda 104,146 129,231
Zakis SINGLE-MEMBER LTD 180 840
Total 3,051,176 2,675,328
Grand total income 45,004,324 40,506,844
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 263 Expenses and Purchases
Purchases of merchandise - services - assets 01.01 - 31.12.2024 01.01 - 31.12.2023
Sarantis Belgrade D.O.O 12,310 332
Sarantis Bulgaria LTD 6,838 6,910
Sarantis Romania S.A. 5,171 40,671
Sarantis Polska S.A. 2,107,070 2,154,878
Stella Pack S.A. 228,324 0
Sarantis Czech Republic sro 128 0
Polipak SP.Z.O.O. 1,816,735 2,341,483
Sarantis Hungary Kft. 6,464 5,422
Lenidi SA 48,125 112,905
Dirty Laundry SA 0 1,701
Sarkk SA 10,605 12,565
Total 4,241,769 4,676,867
Expenses – interest 01.01 - 31.12.2024 01.01 - 31.12.2023
Sarantis Belgrade D.O.O 233,859 0
Zetafin LTD 15,730 15,687
Lenidi SA 191,549 187,703
Total 441,138 203,389
Other expenses 01.01 - 31.12.2024 01.01 - 31.12.2023
Elode France SARL 0 37,811
Total 0 37,811
Grand total expenses 4,682,907 4,918,067
Table of disclosures of related parties
Group Company
a) Income 574,462 45,004,324
b) Expenses 343,307 4,682,907
c) Receivables 140,556 6,606,935
d) Liabilities 4,170,881 15,664,772
e) Transactions and remuneration of senior executives and management 2,714,087 2,677,188
f) Receivables from senior executives and management 0 0
g) Liabilities towards senior executives and management 2,034 2,034
h) Receivables from affiliates 0 0
i) Liabilities to affiliates 0 0
It is noted that related party transactions are performed at normal market purchase prices.
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 264 4.10.30 Business Units and Geographical Analysis tables 4.10.30.1 Breakdown by Business Unit
Analysis of Consolidated Sales
SBU Turnover (€ mil) 2024 % 2023
Beauty/Skin/Sun Care 59.8 24.1% 48.2
% of Total 10.0% 10.0%
Personal Care 116.5 13.4% 102.8
% of Total 19.4% 21.3%
Home Care Solutions 212.0 29.2% 164.1
% of Total 35.3% 34.0%
Private Label 59.8 94.7% 30.7
% of Total 10.0% 6.4%
Strategic Partneships 150.6 13.6% 132.6
% of Total 25.1% 27.5%
Mass Distribution 99.1 15.3% 86.0
% of SBU 65.8% 64.9%
Selective Distribution 51.5 10.5% 46.6
% of SBU 34.2% 35.1%
Other Sales 1.4 -63.0% 3.9
% of Total 0.2% 0.8%
Total Turnover 600.1 24.4% 482.2
EBIT Analysis
SBU EBIT (€ mil) 2024 % 2023
Beauty/Skin/Sun Care 8.9 65.5% 5.4
Margin 14.9% 11.2%
% EBIT 14.6% 11.4%
Personal Care 17.9 36.0% 13.2
Margin 15.4% 12.8%
% EBIT 29.4% 28.0%
Home Care Solutions 24.4 9.2% 22.4
Margin 11.5% 13.6%
% EBIT 40.1% 47.6%
Private Label 0.4 260.2% -0.3
Margin 0.7% -0.8%
% EBIT 0.7% -0.5%
Strategic Partnerships 9.9 33.1% 7.4
Margin 6.6% 5.6%
% EBIT 16.2% 15.8%
Mass Distribution 7.0 16.1% 6.0
Margin 7.0% 7.0%
% EBIT 11.4% 12.8%
Selective Distribution 2.9 104.5% 1.4
Margin 5.7% 3.1%
% EBIT 4.8% 3.0%
Other Sales -0.6 41.4% -1.1
Margin -43.5% -27.5%
% EBIT -1.0% -2.3%
Total EBIT 61.0 29.6% 47.1
Margin 10.2% 9.8%
ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 265 4.10.30.2 Geographical Breakdown For administrative purposes, the Group monitors its operating results separately by country of activity. The allocation of operating expenses is performed in order to serve the evaluation of performance and facilitate the decision-making process by business segment.
Analysis of Consolidated Sales
Country Turnover (€mil) 2024 % 2023
Greece (incl. Portugal and Selected International Markets) 170.6 9.3% 156.0
Greece (Domestic Market) 151.3 9.0% 138.8
Greece (Selected International Markets & Portugal) 19.3 11.9% 17.2
% of Total Turnover 28.4% 32.4%
Poland 184.1 66.8% 110.4
Poland (excl. Private Label) 128.0 60.7% 79.7
Poland (Private Label) 56.1 82.7% 30.7
Romania 98.9 25.0% 79.1
Czech-Slovakia 45.8 11.5% 41.1
West Balkans 40.4 7.8% 37.5
Ukraine 25.0 -0.9% 25.3
Bulgaria 21.9 10.9% 19.7
Hungary 13.2 1.8% 13.0
International Network 429.5 31.7% 326.2
% of Total Turnover 71.6% 67.6%
Total Turnover 600.1 24.4% 482.2
Analysis of Consolidated EBIT
Country EBIT (€mil) 2024 % 2023
Greece (incl. Portugal and Selected International Markets) 21.7 31.0% 16.6
Greece (Domestic Market) 16.7 28.2% 13.0
Greece (Selected International Markets & Portugal) 5.0 41.5% 3.6
% of Total EBIT 35.6% 35.2%
Poland 10.6 69.7% 6.2
Poland (excl. Private Label) 10.4 59.9% 6.5
Poland (Private Label) 0.2 177.3% -0.3
Romania 15.5 32.1% 11.7
Czech-Slovakia 6.0 22.3% 4.9
West Balkans 3.9 9.2% 3.6
Ukraine -0.4 -132.1% 1.3
Bulgaria 3.0 22.1% 2.5
Hungary 0.7 175.8% 0.3
International Network 39.3 28.8% 30.5
% of Total EBIT 64.4% 64.8%
Total EBIT 61.0 29.6% 47.1
266 ANNUAL FINANCIAL REPORT OF THE FISCAL YEAR FROM 1/1/2024 TO 31/12/2024 Marousi, March 12 th 2025 CHAIRMAN OF THE BOARD VICE CHAIRMAN & BOARD MEMBER CEO & BOARD MEMBER GROUP CHIEF FINANCIAL OFFICER & BOARD MEMBER THE ACCOUNTING MANAGER KYRIAKOS SARANTIS GRIGORIS SARANTIS IOANNIS BOURAS CHRISTOS VARSOS DIMOSTHENIS PANAGIOTIS TSIRIMOKOS ID NO. AI 597050/2010 ID NO. X 080619/2003 ID NO. AB 055247/2006 ID NO. ΑΟ 547315/2020 I2.1D NO. ΑΒ 242159/2006 REGISTR. NO OF E.C. A CLASS 0143778