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THESSALONIKI PORT AUTHORITY SOCIETE ANONYME (ThPA SA) TRADE REG. NO. 42807/06/Β/99/30 GEMI No. 58231004000 Registered Office: Thessaloniki Annual Financial Report for the Fiscal Year from January 1 until December 31, 2024, pursuant to Article 4, Law 3556/2007. Based on the International Financial Reporting Standards as they have been adopted by the European Union
1 Contents Α. Statements by Members of the BoD .................................................................................................4 B. Management Report by the Board of Directors of ThPA SA ................................................................5 C. Corporate Governance Statement, pursuant to Article 20 of Directive 2013/34/EU .......................... 209 D. Independent Auditor`s report for sustainability statement 2024 .................................................... 249 E. Independent Auditor`s report for sustainability statement 2024 ..................................................... 256 F. Annual Financial Statements ........................................................................................................ 264 Financial Position Statement for Group and Company ................................................................ 264 Comprehensive Income Statement for Group and Company ....................................................... 266 Statement of Changes in Equity for Group and Company ........................................................... 267 Cash Flow Statement for Group and Company ........................................................................... 269 G. Notes on the Annual Financial Statements .................................................................................... 270 1. Incorporation and Company activity .......................................................................................... 270 2. Legal Framework ..................................................................................................................... 270 3. Concession agreement for the right of use and exploitation of the terrestrial port zone of the Port of Thessaloniki .................................................................................................................................... 270 4. Framework for the preparation and basis for the presentation of the financial statements ............... 271 4.1. Framework for the preparation .......................................................................................... 271 4.2. Presentation basis ............................................................................................................ 272 4.3. Standards-Amendments and Interpretations in force since 01.01.2024 ................................. 272 4.4. Important judgments, estimates and assumptions .............................................................. 274 5. Summary of significant accounting policies ................................................................................... 277 5.1 Consolidation ..................................................................................................................... 277 5.2 Foreign currency ................................................................................................................ 278 5.3 Property Investments ......................................................................................................... 279 5.4 Tangible fixed assets utilized for own purposes .................................................................... 279 5.5 Intangible assets................................................................................................................ 280 5.6 Impairment of assets ......................................................................................................... 280 5.7 Financial Instruments ......................................................................................................... 281 5.8 Income taxation (Current and Deferred)........................................................................... 284 5.9 Inventories ........................................................................................................................ 285
2 5.10 Cash and equivalents ....................................................................................................... 285 5.11 Share capital .................................................................................................................... 285 5.12 Provisions for risks and expenses and contingent liabilities/receivables: ............................... 286 5.13 State subsidies ................................................................................................................. 286 5.14 Dividends ........................................................................................................................ 286 5.15 Income recognition .......................................................................................................... 286 5.16 Earnings per Share ........................................................................................................... 289 5.17 Post service personnel benefits ......................................................................................... 289 5.18 Leases ............................................................................................................................. 290 5.19 Expenses ......................................................................................................................... 291 5.20 Investments in subsidiaries ............................................................................................... 291 6. Risk Management ................................................................................................................ 291 6.1 Market Risk .................................................................................................................... 292 6.2 Credit risk ...................................................................................................................... 292 6.3 Liquidity risk ................................................................................................................... 294 6.4 Capital risk management .................................................................................................. 296 6.5 Fair value ....................................................................................................................... 296 6.6 Economic conjuncture risk - Macroeconomic business environment in Greece ...................... 297 7. Segmental reporting........................................................................................................ 298 7.1 Financial data per segment .......................................................................................... 299 7.2 Calculation of earnings before tax, financial results and total depreciations (EBITDA) ............. 305 8. Item analysis & other disclosures ................................................................................................. 306 8.1 Investment property.................................................................................................... 306 8.2 Tangible Assets ........................................................................................................... 308 8.3 Intangible Assets ........................................................................................................ 311 8.4 Right of use asset ........................................................................................................ 312 8.5 Long-term and other receivables ......................................................................................... 316 8.6 Inventories ........................................................................................................................ 316 8.7 Trade receivables ............................................................................................................... 317 8.8 Advances and other receivables ................................................................................... 319 8.9 Cash and cash equivalents – Other financial assets .............................................................. 321
3 8.10 Equity ........................................................................................................................ 322 8.11 Provisions for liabilities to employees ............................................................................ 323 8.12 Other provisions.......................................................................................................... 324 8.13 Other long-term liabilities ............................................................................................ 324 8.14 Short-term liabilities .................................................................................................... 325 8.15 Income taxes payable ................................................................................................. 326 8.16 Sales .......................................................................................................................... 327 8.17 Cost of sales ............................................................................................................... 328 8.18 Other revenue and profits............................................................................................ 329 8.19 Administrative Expenses ................................................................................................. 329 8.20 Distribution Expenses .................................................................................................. 330 8.21 Number of personnel and payroll cost .............................................................................. 330 8.22 Other expenses and losses ............................................................................................... 331 8.23 Financial income (expenses) ............................................................................................. 332 8.24 Income tax (current and deferred) ................................................................................... 333 8.25 Dividends ........................................................................................................................ 335 8.26 Transactions with related parties ....................................................................................... 335 8.27 Commitments, Contingent receivables – liabilities and Guarantees ................................. 337 8.28 Leasing ...................................................................................................................... 340 8.29 Earnings per share ...................................................................................................... 343 8.30 Events after the date of the financial statements........................................................... 344
4 Α. Statements by Members of the BoD (pursuant to article 4, par. 2c, Law 3556/2007) The members of the Board of Directors of Public Limited Company with trade name “THESSALONIKI PORT AUTHORITY” and trade title “ThPA. S.A.” (hereinafter referred to as the “Company”), located in Thessaloniki in the premises of the Port: 1. Athanasios Liagkos, son of Eleftherios, Executive Chairman of BoD 2. Ioannis Tsaras, son of George, Chief Executive Officer 3. Panagiotis Michalopoulos, son of Demetrios Member of the Board of Directors, specifically appointed for this by virtue of the decision no 7927/15-04-2025 of the Board of Directors in our aforementioned capacity, declare and warrant by the present that insofar as we know: The separate and consolidated financial statements of Société Anonyme “ThPA S.A.” for the fiscal year 01.01.2024–31.12.2024, prepared in accordance with effective International Financial Reporting Standards, as adopted by E.U., reflect in a true manner the assets and liabilities, the equity and the total comprehensive income of the Company, as well as of the companies included in the consolidation in aggregate. The annual Board of Directors Report presents in true manner development, performance, and position including the description of main risks and uncertainties they face the Company and the Group. Thessaloniki, 15/04/2025 The BoD Executive Chairman The Chief Executive Officer The Member appointed by the BoD Athanasios Liagkos ID Card no. AK 148312 Ioannis Tsaras ID Card no. AN 708419 Panagiotis Michalopoulos ID Card no. ΑΝ 500394
5 B. Management Report by the Board of Directors of “ThPA S.A.” TO THE ANNUAL GENERAL MEETING OF THE SHAREHOLDERS Dear Shareholders, We submit, for your approval, the separate and consolidated financial statements of the Company and the Group ThPA S.A. for the financial year 01.01.2024 – 31.12.2024. The present corporate and consolidated financial statements have been prepared in compliance with the International Financial Reporting Standards (IFRS) as adopted by the European Union, the implementation of which is obligatory for the Company and the Group and for fiscal years that end on or after 31.12.2004, since it is listed on the Athens Stock Exchange. The Report based on the relevant provisions of Law 4548/2018 (article 153), of Law 3556/2007 (Gov. Gaz. 91 Α /30.4.2007, article 4) and the implemented decisions by the Hellenic Capital Market Commission issued on it and especially decision no. 8/754/14.04.2016 of the Board of Directors of the Hellenic Capital Market Commission and Law 3016/2002 on corporate governance. 1. Nature of activities: 1.1. The purpose of the Company and the Group as described in Article 3 (3) of its Statute is to fulfill the obligations, conduct the activities and exercise the opportunities arising from the initial Concession Agreement between the Company and the Greek State of 27 June 2001 regarding the use and exploitation of certain areas and assets at the Port of Thessaloniki as amended and in force. 1.2. Activities of the Group and Company In order to fulfill their purpose, the Group and the Company may, by way of illustration and not limitation: • Make use of all the rights granted under the Concession Agreement and maintain, develop and operate the assets under concession as set out in the Concession Agreement. • Provide services and facilities to vessels, cargoes and passengers including vessel board mooring as well as cargo and passenger handling to and from the port. • Install, organize and operate all port infrastructure. • Engage in any activity related to the Port of Thessaloniki and any commercial activity related to the Port of Thessaloniki or reasonably incidental to it. • Contracts with third parties for the provision by them of port services of any kind. • Award works contracts. • Engage in any additional activity that is advisable or routine for the proper conduct of its business and its operations in accordance with the Concession Agreement; and • To Undertake any activity, transaction or action other than those conducted by commercial companies in general. Its business activities concern the provision of services: • to unitized cargo (containers),
6 • in conventional cargo (bulk, general, RO-RO), • to cruise vessels and cruise passengers, • to vessels (anchoring, berthing and other services), • in car parking services & • the use of premises for commercial and other uses • intermodal transport services and dry cargo terminal services 1.3. The Port’s competitive environment is determined by its geographic location, the type, origin/destination of the transported cargoes, the quality and cost of the services rendered and includes ports with different operating features. The wider geographic territory presently served by the Port of Thessaloniki is: the Northern Regions of Greece the Republic of Northern Macedonia, South Western Bulgaria and Southern Serbia. the Black Sea countries. ThPA S.A. intends to attract new major clients from the Republic of Northern Macedonia, SW Bulgaria and North Serbia by upgrading its infrastructure, procuring of the necessary equipment and, in parallel, improving the performance of its marketing and sales services. 1.4. The key clients of the Group and the Company are industrial companies, vesselping agents, container transportation companies, freight transport companies, while its sales are marketed: • through a system of affiliated vesselping agents representing third parties. • by direct contact and negotiation between ThPA S.A. and the officers of the clients. 1.5 The Group and the Company has the exclusive right for the use and exploitation of the land, buildings and facilities at the Terrestrial Zone in the Port of Thessaloniki, which is owned by the Greek State. The terrestrial port zone of ThPA S.A. covers an area of roughly 1.550.000 m², and extends along roughly 3.500 meters. It possesses of 6.200 meters of wharfs with a net depth up to 12 meters, 6 piers, administration and technical support buildings, warehouses, depots, special equipment and other facilities. The aforementioned exclusive right was vested to ThPA S.A. for 40 years, by virtue of the concession contract dated June 27, 2001 between the Greek State and ThPA S.A. and expiring (after expansion) in the year 2051. As mentioned below, on February 02, 2018, an amendment to the consolidated version of the Concession Agreement dated 27 June 2001 was amended and codified, with an annual grant amount equal to 3.5% of the consolidated income. 1.6 The driving force of the Group and the Company is their personnel, which is divided into clerical (Administrative, Technical, Auxiliary) and port staff. As of 31/12/2024, the Group employed 559 people (2023: 493 people), while the Company employed 558 people (of which 389 regular staff, 169 dockers and seasonal workers) and 14 TEI students, OAED apprentices, compared to 492 in 2023 (388 regular staff, 104 dockers and seasonal workers) and 17 TEI students, OAED
7 apprentices. Their employment relations are regulated by the General Labor Code, the Collective Labor Agreement or the sectoral or joint sectoral agreements. The Group and the Company invest in the continuous training and updating of their staff through training programs and seminars on general topics such as communication, management, finance, health and safety. 2. Goals and strategies 2.1. The Port of Thessaloniki is the first transit Port in Greece with respect to conventional cargo. It is the closest port in the European Union to the Balkan and Black Sea countries, provides security for cargoes in transit and has a natural sea entrance that can accommodate deep-water vessels. One of its advantages is the Container Terminal, operating on a 24-hour basis with fixed rates, the operation of the Conventional Port with two shifts and high level equipment and the “Free Zone” which is one of the 58 in operation throughout the European Union and aimed to principally facilitate and develop trade between EU Member-States and third countries. 2.2. The aim of the strategy of the Group and the Company is to increase their shareholders’ assets, by: • maintaining the important (dominating) position the Port holds with respect to its area and elevating it to become the principal Port in the Balkans; • reinforcing its role in the Eastern Mediterranean as a center for combined transports, and • evolving into a transit hub and important Regional Port-Gateway for the Southeastern European markets, where a significant share will be held by the handling of containers in transit. 2.3. The main goal of the Company's pricing policy is to offer professional and efficient services at competitive prices. 2.4. It is a key objective for the Group and the Company to provide efficient services to its customers, while providing a healthy and secure working environment for its employees. For this reason, they are in a constant effort to modernize and renew their mechanical equipment as well as to further develop their infrastructure. Based on the concession contract signed on February 2, 2018 between ThPA S.A. and the Greek State, ThPA S.A. is obligated to invest in infrastructure projects and handling equipment amounting to €180 million under certain conditions till 2030 following an extension given, compared to 2026 as initially defined. 3. Financial developments and fiscal year performance (financial and non-financial indexes) Analyzing the results of 2024, it should be mentioned that during the closed fiscal year, the Port of Thessaloniki handled 8,490,728 tons of cargo compared to 7,362,408 in 2023 (+15.32%), 565,595 containers (TEU's) compared to 520,048 in 2023 (+8.76%) and 2,155 ships compared to 2,098 in 2023 (+2.72%). 3.1. With this data, compared to 2023, general cargo increased by 15.31%, RO-RO cargo traffic by 15.74% and unitised cargo (U/C) by 8.76% in TEU's. On the other hand, bulk cargo traffic showed a decrease of 0.41%. 3.1.1. Based on the above, the Company's turnover for the financial year 2024 amounted to € 100,523 thousand (Group € 100,652 thousand) compared to € 85,822 thousand (Group € 85,870 thousand) for the corresponding financial year 2023, representing an
8 increase of 17.13% (Group 17.21%). This increase is due to the growth in sales in almost all business segments. Specifically, in Container Port by 19.31%, in Conventional Port by 14.25%, in Rental Unit by 6.78%, and in Passenger Port by 54.47%. On the other hand, sales of the Intermodal service decreased by 42.18% due to the restructuring effort underway in this sector. 3.1.2. In terms of expenses, it is noted that personel salaries & expenses, increased by 10.77%, due to the increase in the number of personel compared to 2023. Third party fees & expenses increased marginally by 0.75%, while third party benefits increased by 15.58% mainly due to the increased additional calculation for the port concession fee (as a natural consequence of the increase in revenue) by 41.12%, waste collection by 31.90% and security costs by 10.06%. Taxes - fees were reduced by 17.72% due to the reverting of the recording of non-deductible VAT to the practice followed in the past, for the sake of correct data transmission to Public Revenue Independent Authority. Miscellaneous expenses increased by 19.03% due to increased provisions for operating expenses related to 2024, to be invoiced at a later date. There were marginal increases of 2.68% in financial expenses and 2.46% in depreciation and amortization. Employee compensation provision expenses decreased by 32.09% due to gains regarding the actuarial study, while customer bad debt provisions decreased by 63.82% due to a lower bad debt provision compared to 2023. Finally, the provisions for materials and spare parts of fixed assets increased by 20.12% due to the increased consumption of mechanical equipment, because of the increase in revenues. Income tax increased by € 2.09 million (33.99 %) due to the increase in sales. 3.1.3 As a result of the increase in sales and cost of sales, gross profit amounted to € 47,082 thousand (Group € 47,067 thousand), compared to € 37,578 thousand in 2023 (Group € 37,562 thousand in 2023). Profit before tax amounted to € 36,244 thousand (Group € 36,253 thousand), compared to € 23. 669 thousand & € 26,392 thousand for the Group in 2023, representing an increase of 53.13% (37.36% increase for the Group), while the profit after tax was € 28,015 thousand (Group € 28,023 thousand), compared to € 17,527 thousand in 2023, (€ 20,251 thousand for the Group ) representing an increase of 59.84% (38.38% increase for the Group). 3.2. Also in preparing the accompanying separate and consolidated financial statements in accordance with International Financial Reporting Standards, the below accounting principles and depreciation rates were followed: The valuation of assets was performed by: • the fair value method for the land plots (investment real estate), as determined by the independent surveyor on 31.12.2024; • an actuarial survey with respect to post-service liabilities towards the employees; • the historical cost method for other assets and liabilities The straight-line depreciation method was followed for the depreciation of the fixed assets.
9 3.3. Alternative performance measures The Group and the Company utilize Alternative Performance Measures (APMs) in the context of decision making regarding its financial, operational, and strategic planning and to evaluate and publish their performance. Such APMs facilitate the better understanding of the Group and the Company’s financial and operating results, its financial position as well as its cash flows statement. APMs should be considered always combined with the financial results which have been prepared in compliance with IFRS and are not intended to replace them under any circumstances. The Group and the Company mainly use liquidity and turnover ratios, financial and operating profits ratios, which were used to evaluate the Company’s performance and are indicative of the sector. Liquidity Ratios • General liquidity ratio The ratio is calculated by dividing Total Current Assets € 137,622 thousand (Group € 137,665 thousand) (2023: € 108,725 thousand and € 108,852 thousand for the Group) by Total Current Liabilities € 25,565 thousand (Group € 25,608 thousand) (2023: € 19,068 thousand and € 19,132 thousand for the Group). This ratio measures the balance of cash and cash equivalents over current liabilities. The General Liquidity ratio is 5.38 (Group: 5.38) as at 31 December 2024 compared to 5.70 (Group: 5.69) as at 31 December 2023. • Quick or Acid test ratio The ratio is calculated by dividing Other Financial Assets and Cash and Cash Equivalents € 121,915 thousand (Group € 123,023 thousand) (2023: € 93. 952 thousand &amp; € 95,241 thousand for the Group) with total current liabilities of € 25,565 thousand (Group € 25,608 thousand) (2023: € 19,068 thousand &amp; € 19,132 thousand for the Group). This ratio discloses how many times the Company's available assets cover its current and maturing liabilities. The Direct (Cash) Liquidity ratio is 4.77 (Group 4.80) as at 31 December 2024, compared to 4.93 (Group 4.98) as at 31 December 2023.Turnover Ratios • Collection of Receivables Turnover Ratio. The index is calculated as the ratio of the average number of customer receivables multiplied by the days in the period to Sales. This index shows in how many days the company expects to collect its receivables, from the moment the sales are realized. Days Sales Outstanding ratio amounts to 19 days (Group 19 days) as at 31.12.2024 compared to 25 days (Group 26 days) as at 31.12.2023.
10 - Whereas above ratio includes customer advances received by the Company, then the ratio is 7 days (Group 7 days) at 31.12.2024 compared to 11 days (immediate payment) (Group 11 days) at 31.12.2023. Operating Profits Indicators • EBITDA The ratio is formed by the ratio of Profit before financial expenses, taxes, depreciation and amortization of € 42,585 thousand (Group € 42,636 thousand), (2023: € 32,588 thousand &amp; € 34,067 thousand for the Group) to Sales of € 100,523 thousand (Group € 100,652 thousand), (2023: € 85,822 thousand & € 85,870 thousand for the Group). EBITDA margin ratio was 42.36% (Group 42.36%) at 31.12.2024 compared to 37.97% (Group 39.67%) at 31.12.2023. • EBT index The ratio is calculated as the ratio of Profit for the period before tax for the Company € 36,244 thousand (Group € 36,253 thousand) (2023: € 23,669 thousand for the Company &amp; € 26,392 thousand for the Group) to Sales € 100,523 thousand (Group € 100,652 thousand), (2023 € 85,822 thousand for the Company &amp; € 85,870 thousand for the Group). The ratio reflects the percentage of profit before tax on total sales. The EBT ratio was 36.06% for the Company (Group 36.02%) as at 31.12.2024 compared to 27.58% for the Company & 30.74% for the Group as at 31.12.2023, while the Net Profit to Sales ratio was 27.87% for the Company (Group 27.84%) compared to 20.42% for the Company (Group 23.58%) as at 31.12.2023. 3.4. ThPA S.A. shares are listed in the Mid Cap category, in the sector “Industrial Goods & Service – Transportation Services”. The Company’s share is included in the following indexes of Athens Stock Exchange: GD: Athex Composite Share Price Index DOM: Athex All Share Index SAGD: Athex Composite Index Total Return Index HELMSI: Hellenic Mid & Small Cap Index FTSED: FTSE/ATHEX High Dividend Yield Index ESG: Sustainability Index FTSEDTR: High Dividend Yield SA. FTSE IN: FTSE/ATHEX Industries The share price from 01.01.2024 to 31.12.2024 decreased by 1.79% from € 22.80 to € 22.40.
11 In the same period, the price of the General Index increased by 13.65% from 1,293.14 at 31/12/2023 to 1,469.67 at 31/12/2024. The book value of the share (BV) was € 19.61 (Group € 19.61) compared to € 18.14 (Group € 18.14) in FY 2023, while the share price to book value (P/BV) was € 1.14 (Group € 1.14) compared to € 1.26 (Group € 1.26) in FY 2023. The ratio of the stock market price to earnings/share at December 31, 2024 (P/E) is 8.06 (Group 8.06), compared to 13.11 (Group 11.35) in fiscal year 2023. Earnings per share after tax for the financial year 1.1.2024 - 31.12.2024 amount to € 2.78 (Group 2.78) compared to € 1.74 (Group 2.01) for the financial year 1.1.2023 - 31.12.2023. 3.5. Intangible resources. Relates to non-physical assets that provide a competitive advantage and are necessary for the Company's business model to create added value. These resources provide long- term strategic benefits. As the Company continues to grow, it remains focused on expanding into emerging sectors and lucrative markets, capitalizing on opportunities in today's dynamic and rapidly changing global environment. The Company's value chain represents an integrated and unified framework for achieving excellence across its diverse operations, which includes port operations, logistics & transport services and sustainability initiatives. This structured model, described below, highlights the Company's unwavering commitment to fostering strategic partnerships, optimising operational efficiency and driving innovation at every stage of its operations. • Supply Chain: - Materials & Equipment - Resources (energy, water, fuel) - Human Capital - Financial Capital - Technical Support Services - Logistics & Transport Services - Partnerships • Corporate activities: - Port operations regarding cargo handling, ship berthing, storage and automation of operations. - Maritime and safety services , port security, health and safety for staff and visitors. - Infrastructure development regarding expansion projects, sustainable design and maintenance of existing infrastructure. - Environmental management regarding waste treatment, monitoring of water quality and water quality. • Other: - Distribution and logistics services - Value-added services
12 - Waste management and environmental services - Customer relations and management The purpose of stakeholder engagement is to collect feedback, understand stakeholders' concerns and incorporate their views into the Company's decision-making processes to align with their expectations and increase overall satisfaction. Stakeholder engagement promotes growth, drives innovation and leads with resourcefulness, while creating meaningful value for the Company's employees, shareholders, partners and the wider community. Effective stakeholder engagement is essential to the Company's success as it provides valuable insights through ongoing communication. The Company stays abreast of changing needs, expectations and potential risks as perceived by its stakeholders by keeping the lines of communication open. Through active collaboration and dialogue, the Company aims to align its efforts with the needs of the region and society, ensuring sustainable progress and shared success. The results of stakeholder engagement are taken into account by incorporating feedback into the Company's policies, strategies and operations. This ensures that the Company continues to respond to stakeholder needs and continuously improves its services and initiatives. 4. Environmental – labour issues and other information. 4.1. The current and non-current assets of the Company is not encumbered with restrictive liens in favor of its creditors. 4.2. The Company established a wholly owned subsidiary in Sofia, Bulgaria in 2020 in accordance with its strategy. As of August 2022, a new intermodal service to Serbia was launched, which in September 2023 was extended to North Macedonia. The Company has no branches, except for a public relations office in Athens. 4.3. Moreover, in order to secure its assets and also its liability against third parties and its personnel for damages, it has insured its fixed equipment (machinery – tools – vehicles and vessels – buildings) , conceded to it by the Greek State, against all risks and against civil liability and employer’s civil liability, as well as the cargoes of its clients against civil liability etc. 4.4. The primary concern of ThPA S.A. is the promotion and protection of environment: 1. The company possesses the following environmental approvals for its operation and projects: • Prot. No. 18098/95 Approval of environmental terms for the project for the extension of the 6 th pier of ThPA S.A. • Prot. No. 101850/06/06 Extension of the validity of the approval of environmental term granted by the Joint Ministerial Decision with prot. no. 18098/95 for the extension of the 6 th pier of ThPA S.A. • Prot. No. 144914/09 Amendment of the Joint Ministerial Decision for the Approval of Environmental term with prot. no. 18098/95 for the project “Extension of the 6 th pier of ThPA S.A., located in the sea space of the Port of Thessaloniki”, the validity of which was extended by the document with prot. no. 101850, issued by the General Director for the Environment of the Ministry for the Environment, Physical Planning and Public Works.
13 • Prot. No. 195175/11 Amendment of the Joint Ministerial Decision with prot. no. 18098/95 on the Approval of Environmental Terms for the project “Extension of the 6 th pier of ThPA S.A., located in the sea space of the Port of Thessaloniki”, the validity of which was extended by means of the document with prot. no. 101850, issued by the General Director for the Environment of the Ministry for the Environment, Physical Planning and Public Works with respect to the gathering of materials from the sea and the installation of four (4) tanks for oil waste by Company NORTH AEGEAN SLOPS – ILIAS ORFANIDIS • Prot. No. 203978/12 Approval of environmental terms for the “Operation of the Port of Thessaloniki”. • Prot. No. 170059/14 Amendment of the Joint Ministerial Decision with prot. no. 18098/95 for the Approval of the Environmental Terms for the project “Extension of the 6 th pier of ThPA S.A., located in the sea space of the Port of Thessaloniki”, as amended and in force, with respect to the tanks for the storage of oil waste by Company NORTH AEGEAN SLOPS – ILIAS ORFANIDIS. • Prot. No. 171836/14 Amendment of Decision with prot. no. 203978/21-12-2012 for the approval of Environmental Terms for the project “Operation of the Port of Thessaloniki” with respect to the storage of sodium hydroxide (NaOH) at pier 4. • Prot. no. 173239/14 Amendment of Decision with prot. no. 203978/21-12-2012 on the Approval of the Environmental Terms for the project “Operation of the Port of Thessaloniki” with respect to the installation of stations for refuelling vehicles with liquid fuel. • Prot. no. 151696/4-9-2015 Amendment of Ministerial Decision with prot. no. oik. 203978/21-12-2012 on the Approval of the Environmental Terms for the project “Operation of the Port of Thessaloniki”, with respect to the construction of a natural gas pipe and the installation of cranes, gantry cranes and a medium voltage substation. • Prot. no. 101351/16 “Amendment of environmental terms for the Port of Thessaloniki for the environmental licensing of water airport”. • Prot. no. 11067/18 Amendment of the environmental terms for project “Operation of the Port of Thessaloniki” with respect to the operation of washing / lubrication facilities and the extension of the implementation time for the Rainwater Drainage Management Plan. • Authorized Economic Operator (AEO) License for Security and Safety (AEOS) from the Independent Authority for Public Revenue. • Prot. no. 77389/4779/15-10-2020 Modification of the environmental conditions of the project for the extension of the 6th pier of the port of Thessaloniki. • Prot. no. 51180/1096_16/03/2021 Modification of prot. no. 203978/21.12.2012 Environmental Conditions Approval Decision of the project "Operation of the Port of Thessaloniki" as amended and in force, regarding the operation of a grain silo. • Prot. no. 5560/379_26/04/2021 - Approval of the Technical Environmental Study for the installation and operation of onshore and offshore construction sites for the construction of the 6th pier extension project of the Port of Thessaloniki. • Prot. no. 97123/6258_30/09/2022 - Approval of the Technical Environmental Study for the management of the dredged material resulting from the construction works of the extension of the 6th pier of the port of Thessaloniki. • Prot. no. 75644/5126_28/09/2022 - Crediting act of implementation of par. 8.a of article 1 of Law 4014/2011, as in force, for the AEPO of the Thessaloniki Port Authority S.A.
14 • Prot. no. 3139/190/190_25/01/2023 - Modification of the environmental conditions of the extension project of the 6th pier of the Port of Thessaloniki, regarding the construction and operation of an approach channel and manoeuvring area for vessels. • Prot. no. 17543/1203_21/03/2023 - Implementation of par. 1a of article 6 of Law 4014/2011, as amended, for small-scale diversification concerning the renovation and utilization of the existing obsolete building of PAEGA within the port of Thessaloniki. • Prot. no. 45779/3122_09/05/2023 - Approval of the Technical Environmental Study for the management of the dredged sediments that will result from the restoration of the operational depths of berths 10 and 11 of the port of Thessaloniki. 2. Has developed, applies and possesses of a ISO 14001 certificate in the following fields: “Berthing of commercial vessels, loading and unloading of bulk cargoes and containers, storage and handling of merchandise and other goods and berthing of passenger and cruise vessels; concession of spaces for commercial and cultural activities”. 3. Possesses of an approved plan for the collection and management of vessels' waste. 4. Possesses of emergency plans to deal with incidences relating to the pollution of the sea from oil and hazardous and harmful substances. On this basis, it is noted that the Company and the Group are active in Greece with the facilities in Thessaloniki but also in Bulgaria with ThPA Sofia through its established subsidiary at the end of 2020, where the consequences of climate change are more and more intense. In addition, as mentioned, the activity of the Company is directly related to the management of the natural resources of the port, therefore it may face difficulties due to climate change. The main challenge of the Company is the assessment of the vulnerability of its activities in the face of climate change, as well as the preservation of port resources and the response to expected climatic events that may affect its operation. In this context, the Company and the Group face challenges related to the protection of employees and its facilities from natural hazards, the adoption of additional measures to adapt and manage the phenomenon of climate change, as well as reputation risks, which are associated with changing perceptions. of the Social Partners, regarding the Company's contribution to an even more extensive waste and pollutant management. For this purpose, the Company and the Group direct and develop the appropriate strategies and initiatives for the Health and Safety Environment of ThPA that support the set corporate objectives for the management of the environmental crisis. 5. Recycles all of the produced waste and in particular: • Lubricant oil waste • Used tyres • Batteries • Wood packaging • Metallic packaging • Lamps and lighting fixtures • Inert waste • Filters • Polluted sawdust • Ink toners • Electrical and electronic equipment waste
15 4.5. Ever since 2007 ThPA S.A. has implemented the Port Facility Safety Plan of ThPA S.A., drawn up in compliance with the I.S.P.S Code (International Vessel and Port Facility Security Code), in order to safeguard vessels docking at Port facilities, cargoes handled by it, their personnel and passengers and so on from any malicious activity. 4.6. ThPA S.A. complies with all provisions and requirements of applicable Laws and regulations relating to employment, Collective Labor Agreements, Company-level Employment Agreements and labor relations, ratified International Labor Treaties, as well as Laws and Regulations in force on health and safety at work. There are company-level collective employment contracts, as well as regulations set by decisions by the Board of Directors of ThPA S.A., such as the General Personnel Regulation, the Internal Organization and Operation Regulation, the Hygiene and Safety Regulation. 4.7. Beyond the liabilities and contingent liabilities included in the corporate and consolidated financial statements and which are not expected to have significant impacts on the operation of the Group and the Company and its financial status, the Group and the Company have no commitments arising from past events which could result in an outflow of resources, nor any commitments due to onerous contracts or reconstruction schemes that would pose any risks to their continuing operation. 4.8. For the year ended 31 December 2024, the Company and the Group are liable to disclose the information referred to Article 8 of European Union registration regulation “Transparency of non- financial statements about companies of Taxonomy Regulation (EU) 2020/852” since the average personnel number during the financial year exceeded five hundred employees. 4.9. Both the Company and the Group are aware of global climate change and environmental issues. Climate risks pose challenges to their operations, including increased energy costs, volatility in energy and fuel prices, energy supply disruptions, non-compliance with relevant environmental laws and regulations and potential damage to their facilities due to extreme weather events, resulting in potential reputational issues and possible business interruptions. However, in an effort to help address such issues, they work systematically to minimise the potential negative impact and proactively address risks across their operations. They shall comply with relevant environmental legislation and regulations, incorporate sustainable practices and procedures. In addition, through its Environmental and Energy Policy and the relevant management systems (ISO14001, ISO50001), the Group is committed to operating and operating with respect for the environment, recognising that protecting the environment, reducing energy consumption and conserving natural resources are integral parts of its responsible and sustainable business operations. Management has assessed the potential financial impacts associated with the identified risks. In preparing the financial statements, the following estimates have been made: • the impact of climate change is not expected to be significant for the Group's going concern period and sustainability in the coming years, • the effect of climate change on factors (such as useful lives and depreciation methods) that determine the carrying amount of non-current assets, • the effect of climate change on the projected cash flows used in the impairment test when calculating the value in use of non-current assets. With respect to the Group's financial and non-financial assets, management has assessed that there is no significant exposure to climate-related risks and has therefore concluded that no adjustment is
16 required to the carrying amounts or judgements/assumptions made under IFRS as a result of climate-related risks as at 31 December 2024. 4.10 Protection of data and infrastructure from evolving threats. The Board of Directors provides directives and guidance on general risk management as well as specific directives for managing specific risks, such as cyber security threats. 5. Dividend Policy The Company’s dividend policy aims to satisfy its shareholders while, in parallel, to build reserves to finance its investments. It is proposed that a sum of € 20.160 thousand from the net profits for fiscal year 2024 be distributed as dividend, namely 2,00 €/share, pending on the approval by the Annual General Meeting of Shareholders. 6. Risk Management 6.1. Financial Risk Factors The Group and the Company are not exposed significantly to financial risks, such as market risk, fluctuations of foreign exchange rates, market prices, credit risk or liquidity risk. Its financial instruments mainly comprise of bank deposits (sight and time), as well as trade, other debtors and creditors, and other financial instruments secondly. 6.2. Market Risk • Exchange rate risk: The Company trades with domestic and foreign customers and the transaction currency is the Euro. The subsidiary in Bulgaria trades in BGN. BGN has a locked exchange rate with the EURO which is the functional currency of the Group and the Company with an exchange rate of 1.95583 and therefore there is no foreign exchange risk. • Price risk: The Group and the Company are not exposed to price risk since it is a Service Provider and are not affected by fluctuations in raw materials prices. The services they render are priced based on their published pricelist, the prices of which are increased or decreased when it is deemed necessary by the Group and the Company. Regarding cost of services provided, since it mainly comprises of payroll costs, it is affected due to increases via inflationary trends. The Group and the Company are also affected by changes in the fair value of investments in real estate. • Interest rate risk: The Group and the Company are not exposed to floating Interest Rate Risk and do not have any loan liabilities. Finally, the Group and the Company own, time and other deposits of short-term duration, which are highly liquid. 6.3. Credit Risk The exposure of the Group and the Company to credit risk is limited to their financial instruments. The credit risk to which the Group and the Company are exposed with respect to their customers is limited given, on the one hand, its large customer base and, on the other hand, that as a standard practice it receives down payments or letters of credit prior to the commencement of works.
17 Additionally, with respect to the financial assets as well as the cash or equivalents, the management of the Group and the Company applies a dispersion policy for the number of banks they do business with, as well as a policy for assessing their creditworthiness. 6.4. Liquidity risk There is no liquidity risk for the Group and the Company as their operating expenses are covered by cash and cash equivalents, which account for 88,59 % of current assets for the Company (Group 89,36 %). 6.5. Capital risk management The Group and the Company`s objectives in relation to capital management are to ensure the potential of smooth operation in the future, in order to provide satisfactory returns to shareholders and other participants and to maintain an ideal distribution of capital and thus to reduce the cost of capital. The Group and the Company may change the dividend to shareholders in order to maintain or adjust its capital structure, return capital to shareholders, issue new shares or sell assets to reduce its debt. The Group and the Company do not utilize loan capital and the leverage ratio is, therefore, zero. 6.6. Fair value The amounts in the Statement of Financial Position for cash, receivables and short-term liabilities approximate their corresponding fair values, due to their short-term maturity. 6.7. Supply chain There are no suppliers, the interruption of collaborating with whom would jeopardize the operation of the Group and the Company. 6.8. Economic conjuncture risk - Macroeconomic business environment in Greece Management is closely monitoring and continuously evaluating the impact of the conflicts in Ukraine and the Gaza Strip and its effects on the macroeconomic and financial environment, such as any energy crisis, appreciation of key consumer products, and bank interest rates, as well as inflationary pressures, in order to ensure that all necessary actions and measures are taken to minimize any impact on operations Management is not in a position to fully and accurately predict possible developments in the Greek economy, however, based on its assessment, it has concluded that no additional impairment provisions for the Company's and the Group's financial and non- financial assets are required as at 31 December 2024. More specifically, the Group is constantly considering: • Trade receivables recoverability of the given strict credit policy it applies and also the credit security in each case. • To ensure the level of sales due to the dispersion of its activities.
18 7. Important events in fiscal year 2024 The major events that took place in 2024 were the following: Impacts from energy crisis. The global energy crisis that started in 2021 was characterized by ongoing energy shortages around the world, but also by skyrocketing energy prices, affecting countries in Europe and Asia. Greece faced a significant increase in prices across all forms of energy. The Group was not strongly affected by the energy crisis as energy costs had a manageable impact on its financial results. The crisis is now largely contained. Therefore, energy costs (including water supply costs) in 2024 compared to 2023 showed an overall increase of 7.26% from € 3,179 thousand to € 3,410 thousand, with electricity costs increasing by € 176 thousand, water supply by € 88 thousand and gas by € 33 thousand. Potential effects of international crisis The Group does not operate in the affected markets, nor does it have a large exposure to commodities affected by the Russian invasion of Ukraine (such as energy or agriculture) and the war in Gaza Strip and therefore its financials have not been significantly affected for this reason. In any case, because this is an ongoing event, management is monitoring developments and is ready to take the necessary measures if required. Additional important events in 2024 • In February 2024, the Company announced the appointment of Mr. Spyros Stamou as Chief Financial Officer. • In April 2024 the Company announced that the ‘Joint Venture METKA - TEKAL S.A.’ was appointed as the provisional contractor of the project ‘6th Pier, Port Infrastructure Expansion’, as approved by the Board of Directors of ThPA. • In July 2024, a contract was signed between the subsidiary ThPA Sofia EAD and the terminal ‘BDZ- TOVARNI PREVOZI’ in order to resume its railway activities in the framework of the subsidiary's reorganization. • In August 2024 Mr. Arie Koppelaar resigned as CEO of the Company and BoD member and was replaced by Mr. Ioannis Tsaras. • In September 2024, the draft law of the Ministry of Maritime Affairs and Insular Policy entitled ‘Ratification of the Agreement of 24 May 2024 amending the Concession Agreement of 2 February 2018 on the use and exploitation of certain areas and assets within the Port of Thessaloniki’, between the Greek State and ThPA S.A. • In October 2024, the Board of Directors of the Company approved the voluntary liquidation of the subsidiary ThPA Sofia EAD, due to accumulated losses since the beginning of its operations. • In December 2024 the company ‘PUBLIC PROPERTY ASSESSMENT FUND S.A.’ (T.A.I.P.E.D.), which directly held 732,594 ordinary registered shares of the Company corresponding to 7.27% of the total share capital and voting rights of the Company, was merged by absorption with the company ‘HELLENIC PETROLEUM COMPANY’. (E.E.SY.P.). Following the merger, 732,594 common nominal shares of the Company, corresponding to 7.27% of the total share capital and voting rights of the Company, held directly by T.A.I.P.E.D., were transferred to E.E.SY.P., whose sole shareholder (100%) is the Greek State. The percentage of 7.27% of the total share capital and the corresponding voting rights of the Company indirectly controlled by the Greek State remains unchanged.
19 8. Development-Prospects. Regarding the outlook for 2025, and the ongoing crisis from the Russian/Ukrainian war, the war in the Gaza Strip and energy, it is estimated that there will be no significant impact on the Group's and the Company's figures as in previous years, and they will continue to move satisfactorily. The positive development of the Company's and the Group's figures is not expected to deviate as a result of these circumstances. The Group and Company Management seeks to continuously modernize and develop the port to become the primary regional leader and the main maritime gateway for the Balkan region and beyond. This entails improving the utilization of existing assets, increasing the efficiency and productivity of the organization, expanding the capacity of the port, as well as developing additional modes of transport, thus offering improved and complementary services to customers, and creating benefits for shareholders. ThPA S.A. seeks to develop the port's catchment area. To realize these prospects, the Management aims to carry out the mandatory investments of the Concession Agreement as soon as possible, ensuring that: • Necessary and required infrastructure investments are implemented, mainly increasing the capacity of the Container Terminal by creating additional berths, increasing the sea depth to accommodate larger vessels and increasing the size of the station square. • Investments are made in handling equipment, to serve larger vessels and to improve the productivity of the business, which leads to a relative shortening of the time the vessels stay in the port. 9. Important transactions with related parties, as per IAS 24 Directors and Managing Fees The remuneration and attendance expenses paid to the members of the Board of Directors and the remuneration paid to the Company Executives are analyzed per fiscal year as follows: Amounts in thousands € 31/12/2024 31/12/2023 Short term Liabilities BoD members remuneration 106 98 Salaries to executive staff 1.944 1.973 Total (a) 2.049 2.071 Post-retirement benefits related to: Post-working allowances 24 40 Total (b) 24 40 Note: Salaries to executive staff (managerial staff) and other executives were subject to employer contributions of € 268 thousand (31.12.2023: € 258 thousand) Apart from the fees-transactions, no other business relationship or transaction took place from 1/1/2024 to 31/12/2024 and no other benefits during the current financial year between the Company and the persons who are members of its Management Bodies, as well as their close relatives. In addition to the
20 above, as at 31/12/2024, directors' fees of € 6 thousand (31/12/2023: € 6 thousand) are due for the month of December (note 8.14). Finally, the accumulated provision for staff compensation includes an amount of € 24 thousand (31.12.2023: € 40 thousand) relating to the Company's managers and other executives. Transactions with affiliated companies The Group and the Company have entered into management service contracts with Terminal Link SA (a member company of the parent company SEGT LTD.) and CMA INTERNATIONAL MOBILITY SERVICE (CIMS) (parent company of Terminal Link) under which Terminal Link provides operational management services, while CIMS provides services through qualified personnel. Fees for 2024 amounted to € 1.19 million to Terminal Link (2023: € 288 thousand) for which a provision has been made. Transactions to CIMS in 2024 totaled € 310 thousand of which € 185 thousand are payable to it and € 125 thousand are receivable from it. For 2024, the Company was invoiced by DIMERA LTD. (affiliated) for rentals totaling € 274 thousand and invoiced DIMERA for rentals totaling € 200 thousand. In 2023, in the context of office lease contract in Athens, for the period from the start of the contract in February 2021, until June 2023, the rents due were calculated in the amount of € 188 thousand in compensation of the expenses incurred by ThPA for the improvement of the leased premises. In addition, the Company was invoiced for rents totaling € 45 thousand for the remaining period of 2023. The above contract concession was accounted for in accordance with IFRS 16 and the Company recognized a right of use of € 481 thousand. Participations to affiliated companies In November 2020, ThPA Sofia EAD, a 100% subsidiary of ThPA. S.A., was established with a share capital of BGN 50 thousand (€ 26 thousand). In August 2021, the Company carried out a share capital increase of BGN 1 million (€ 513 thousand) and in November 2022, the Company carried out a further increase of BGN 2.16 million (€ 1.1 million). The Company consolidated its subsidiary for the first time for the 2021 financial year, and for 2022 there were now comparable figures at both Group and Company level. The amount of transactions for the 2024 financial year amounted to € 64 thousand (2023: € 74 thousand). Of this amount, € 27 thousand relates to the recharging of transport costs for the return of the rented machinery to the parent company. The amount of receivables from the above company as at 31.12.2024 was: € 2,668 thousand (2023: € 2,640 thousand), of which € 1,470 thousand (2023: € 1,470 thousand) relates to loan receivables, for which the fair value was fully impaired. The remaining amount of € 1,198 thousand relates to other trade receivables (2023: € 1,170 thousand). Subsequently in 2023, the Company performed a relevant impairment test of its investment in 2024 based on the value-in-use calculation method, and due to the loss-making operating activities of the subsidiary and pending the finalization of the expansion model in the Bulgarian container market which ultimately resulted in the decision to liquidate the subsidiary, the Management performed a further impairment of € 149 thousand (2023: € 1,639 thousand). Out of this amount, € 67 thousand relates to fair value losses on loans receivable, while the remaining amount relates to other trade receivables.
21 Final controlling entity The Parent company of the Company is South Europe Gateway Thessaloniki, which directly owns 67% of the Company, the ultimate parent company is BELTERRA HOLDINGS LIMITED while the ultimate controller is Mr. Nickos Savvidis. Αll transactions to related parties are carried out on purchase terms. 10. Capital expense commitments Mandatory Enhancements: Within 2025, and during the First Investment Period, THPA. S.A. (or the ‘Company’) continues to make Mandatory Investments within the framework of the €180 million commitments undertaken under the Concession Agreement. Under this Concession Agreement, which was codified in February 2018 and ratified by Law 4522/07.03.2018 (Government Gazette 39), the Company must make Mandatory Investments for port improvements - which form part of the Development Program and the Port Management Study (Master Plan) - corresponding to the First Period, until 3/2025, with a total budget of €180 million. With the 24.05.2024 amendment of the concession agreement between ThPA and the Greek State, the First Investment Period was extended until 22.03.2030 since the Greek State has not completed the New Railway and Road Connections of Pier 6. These concern: I. Expansion of Port Infrastructure of the 6th Pier: € 130 million. Under No. 7840/17.04.2024 Decision of the Board of Directors of ThPA SA, the selection of the Candidate "Joint Venture METKA SA - TEKAL SA" as the Preferred Contractor for the construction of the project "6th Pier, Port Infrastructure Extension" was approved. In addition, by Presidential Decree 12/10.02.2025 (Government Gazette 18A), the Development Program and Management Study (Master Plan) of the Port of Thessaloniki, as well as the Strategic Environmental Impact Study (SEIS) were approved. Finally, the document of ThPA S.A. No. 313/10.03.2025 has been submitted to the Ministry of Maritime Affairs & Island Policy for the approval of the execution of the project and the issue of the relevant construction license by the said Ministry is pending. II. Equipment of the Container Stations & Conventional Port: € 30 million. III. Restoration Projects of the Old Customs Station Building and General Development of the Port: € 20 million. Regarding the completion of the Mandatory Investments, it is stated that the deadline of the First Investment Period (March 2025) was extended in May 2024 until 22.03.2030 based on the amendment of the concession agreement between ThPA and the Greek State. The Compulsory Investments carried out from 3/2018 until 31/12/2024, approach € 22,5 million, for which the certification of the Independent Engineer is expected (in terms of Basic Reference Cost) and mainly concern mechanical equipment, specifically supply: i. two (2) STS Crane Bridges, ii. one (1) Mobile Crane iii. five (5) Straddle Carriers, which are in operation at the Port, and also iv. studies for the general development of the port, including the rehabilitation works of the Old Customs Station building. Therefore, the backlog is a total of € 157,5 million.
22 Non-Mandatory Enhancements: In addition to the above Mandatory Enhancements in infrastructures under categories I and IΙI above, for the initiation of which a relevant legislation must be voted, the Company proceeded with important additional investments reaching over € 55 mil., for the upgrade of infrastructures (Upgrades of buildings, offices, substations, infrastructure at Quay 26), purchase of equipment (7 additional straddle carriers, tractors, lifting machines) and other various works, in the same period, from March 2018 to 31.12.2024. Consequently, the total net investments of the Company from March 2018 until 31.12.2024 exceed € 77 million. 11. Events after the Reporting Period In January 2025 the company ‘Leonidsport B.V.’ submitted a proposal to the shareholders of ThPA S.A. for the acquisition of up to 2,116,800 ordinary registered voting shares, representing 21.00% of the total paid- up share capital and voting rights of the Company. On 21/2/2025 ‘Leonidsport B.V.’ announced the results of the voluntary public offer and in particular, during the acceptance period of the public offer, i.e. from 23/01/2025 to 20/02/2025, when the acceptance period ended, no acceptance statement was submitted, while ‘Leonidsport B.V.’ acquired, through the Athens Stock Exchange, 260,420 shares of the Company, representing approximately 2.58% of the total paid-up share capital and voting rights of the Company at a price per Share equal to the Offer Price, i.e. € 27.00 per share. In February 2025, the Master Plan for the Port of Thessaloniki was approved with the issuance of Presidential Decree No. 12/2025 (Government Gazette A' 18/10-2-2025). The Company is now able to proceed with the full implementation of its development plan through specific projects and investments. In particular, with the approval of the updated Master Plan and the Strategic Environmental Impact Study, ThPA S.A. is in a place to fully implement the mandatory investments related to the upgrading and modernization of the port. Among the important investments that will be further promoted by ThPA S.A., the expansion project of Pier 6 plays a key role. Following the issuance of the Presidential Decree on the Master Plan, the procedures for the implementation of the investment in Pier 6 will be initiated immediately, with the receipt of all necessary permits for the relevant construction works, a development which is expected within the next few months. During the same period, Ms Theodora Riga, General Manager of Strategic Communications, left the Company. Also, the National Investment Fund announced the cancellation of the tender for the acquisition of the majority stake of 67% in Volos Port Authority (OLV SA), in which ThPA SA had been selected as the preferred investor since 2023. On March 31, 2025, the Company announced that Mr. Charalambis Karamanes retired as General Technical Director. Besides above, there have been no other events subsequent to the consolidated financial statements for the year ended 31 December 2024 that materially affect the understanding of these consolidated financial statements and should either be disclosed or differentiate the disclosures in the published consolidated financial statements.
23 12. EXPLANATORY REPORT BY THE BOARD OF DIRECTORS (Pursuant to article 4 pars. 7 and 8 of Law 3556/2007) 12.1. Structure of the Company’s share capital The share capital of ThPA S.A. stands at thirty million two hundred and forty thousand Euros (30.240.000), is divided in ten million and eighty thousand (10.080.000) common nominal shares, of a value of three Euros (3,00) each. In the share capital there are no shares that do not represent capitals of the Company or rights to acquire bonds. The shares of the Company ThPA S.A. are listed in the Main Market of the Athens Stock Exchange with 20,31% of the total shares being offered to the investing public. The shareholding composition of the Company with shareholders over 5% at 31/12/2024 was as follows: Shareholders Number of shares Percentage SEGT Ltd 6.753.600 67,00% E.E.SY.P. SA 732.594 7,27% BELTERRA Investments Ltd. 546.843 5,43% Investing public 2.046.963 20,31% TOTAL 10.080.000 100,00% The Company does not hold any own shares. 12.2. Limitations on share transfer Company shares are all common registered shares. Every Company share incorporates every right and liability prescribed by Law and the Company’s articles of association, which do not include provisions imposing further limitations than those provided by Law. 12.3 Significant direct or indirect holdings set out by articles 9 to 11 of Law 3556/2007 Significant direct or indirect holdings over 5% on 31/12/2024 Besides SEGT Ltd., E.E.SY.P and Belterra, which held on 31.12.2024 67,00%, 7,27% and 5,43% respectively of the share capital of ThPA S.A., there were no other shareholders with significant direct or indirect holdings set out by the provisions of Law 3556/07 (articles 9, 10, 11). 12.4 Shares granting special control rights Besides SEGT Ltd, the reference shareholder, with a percentage of 67,00%, there were no other Company shares granting special control rights to their owners on December 31, 2024.
24 12.5 Voting rights restrictions-Deadlines for the exercise of relevant rights Every share grants the right of one vote. Joint holders of a share, in order to have the right to vote in the General Meeting, have to appoint to the Company, in writing, one common representative for this share, who shall represent them in the General Meeting, while until this appointment, the exercise of their rights shall be suspended. The Company’s shares are freely negotiable. The shareholders exercise their rights regarding the management of the Company, exclusively by participating in the General Meetings of the shareholders of the Company. 12.6 Shareholder agreements, disclosed to the Company, entailing restrictions to the transfer of shares or to the exercise of the rights to vote No agreements between shareholders, entailing restrictions to the transfer of shares or to the exercise of the rights to vote, have been disclosed to the Company, nor are such agreements provided for in its Articles of Association. 12.7 Rules for the appointment and replacement of members of the Board of Directors and for amending the articles of association The Board of Directors represents ThPA S.A both in and out of court. It has issued a decision to assign part of its powers to its Chairman and to the Managing Director and CEO, jointly or each one individually. The Board of Directors decides, without any limitation, on any act concerning the management of the Company, in the context of the corporate scope, with the exception of matters, falling under the exclusive competence of the General Shareholders Meeting. The Board of Directors typically consists of at least nine (9) and up to eleven (11) members. The composition, term, constitution, operation and competences of the Board of Directors are governed by the provisions of Articles 7 to 10 of the Company's Articles of Association. Members are elected by the General Shareholders Meeting, which also defines the terms of its Members. While E.E.SY.P or its legal successor in title, continues to hold at least 504.000 common voting shares of nominal value three Euro (€ 3,00) each (or any equivalent resulting from any change in the nominal value per share) is entitled to appoint a (1) non-executive member of the Company's Board of Directors. 13. Sustainability Statement 2024 pursuant to EU Directive 2023/2772 Basis for preparation 1. BP-1 – General basis for preparation of sustainability statements The present ThPA S.A.’s Report is consolidated and has been adjusted and revised to comply with the requirements of the European Sustainability Reporting Standards (ESRS). This includes aligning the scope, structure, and content of the Sustainability Report with the ESRS standards, ensuring comprehensive and compliant reporting. The current report covers the parent Company, namely ThPA S.A. ThPA S.A. has one subsidiary, ThPA Sofia EAD and its financial contribution is deemed insignificant and has minor operational contribution and marginal influence on the Group’s overall sustainability profile. However, the activities of ThPA Sofia EAD are not excluded
25 from the scope of this report, nor from the identification of material impacts, risks, and opportunities (IROs) as ThPA S.A. remains committed to ensuring the unbiased identification of IROs. [BP-1 5 a] The scope of the ThPA S.A. Sustainability Report is the same as that of the financial statements, which are consolidated and include all group entities. [BP-1 5 b(i)] The Sustainability Statement of ThPA S.A. provides comprehensive coverage of all its business activities. As detailed in the respective sections, ThPA S.A. defines its value chain broadly to include not only its internal operations but also the upstream and downstream elements of its value chain. This means that ThPA S.A. takes into account the environmental, social, and governance (ESG) impacts associated with its suppliers, contractors, and other stakeholders involved in the provision of goods and services, as well as those related to the port services offered by the Company. The boundaries of the value chain will be specified where relevant and explanatory notes will be provided for any exceptions. This approach ensures transparency and a thorough understanding of the ESG aspects influencing the Company’s operations. [BP-1 5 c] [BP-1 5 d] ThPA S.A. confirms that it has not elected to omit any impending developments or matters currently under negotiation from this sustainability statement. All relevant material information has been disclosed in accordance with ESRS requirements to ensure transparency and completeness. [BP-1 5 e] 2. BP-2 – Disclosures in relation to specific circumstances Value chain metrics ThPA S.A. is committed to ensuring the highest standards of accuracy, transparency and accountability in recording and disclosing data and results related to the Company's sustainability. As part of this commitment, we reviewed the metrics used for value chain data to determine whether estimates from indirect sources were necessary. Conclusively, all measurements reported are based on reliable and direct sources. [BP-2 10 a, b, c] [BP-2 10 d] Sources of estimation and outcome uncertainty ThPA S.A. has reviewed and confirmed that all quantitative indicators and monetary amounts disclosed in this statement are founded on reliable data and measurement methods. No amounts are subject to a high level of measurement uncertainty [BP-2 11 a] Changes against last year This year, ThPA S.A. has significantly updated the preparation and presentation of its sustainability information. While last year’s report adhered to the Global Reporting Initiative (GRI) Standards, this year’s report aligns with the Corporate Sustainability Reporting Directive (CSRD). The transition to the CSRD framework enables a more comprehensive and standardized approach to sustainability reporting, complying with European Union regulations and enhancing comparability for stakeholders.
26 ThPA S.A. confirms that no revised comparative data is available for the current reporting period, and there is no difference between the data published in the previous period and the current data. Additionally, ThPA S.A. confirms that no material differences have been identified in previously reported periods, and no corrections or adjustments have been required for prior periods included in the sustainability statement. As no errors or corrections for prior periods have been identified, adjustments are not necessary. [BP-2 13 a, b, c] Other EU legislations included This Sustainability Statement includes data from ThPA S.A., providing a comprehensive overview of its activities. It informs stakeholders about how we are managing important issues, the actions we are taking for Sustainable Development and our contribution to the United Nations Sustainable Development Goals (SDGs). The statement, prepared in accordance with the CSRD Directive, reflects our commitment to transparency, accountability and alignment with evolving sustainability standards. The reported period covers from 1 January 2024 to 31 December 2024 and includes all business activities of ThPA S.A. [BP-2 15] Time horizons ThPA S.A. aligns the Sustainability Statement with the time horizons defined by the European Sustainability Reporting Standards (ESRS), using as a short-term horizon the period up to one year, as a medium-term horizon the period from one to five years and as a long-term horizon the period over five years. This ensures compliance with the requirements of the ESRS and provides a clear framework for assessing and reporting sustainability-related objectives and performance over different time horizons. [BP-2 9 a, b] Incorporation by reference Disclosure Requirement Reference GOV-1 – The role of the administrative, management and supervisory bodies (GOV-1 21 c) Corporate Governance Statement GOV-1 – The role of the administrative, management and supervisory bodies (G1.GOV-1 5 b) Corporate Governance Statement [BP-2 16]
27 Use of phase-In provisions in accordance with Appendix C of ESRS 1 ThPA S.A. confirms that it is eligible for omitting phase-in disclosure requirements as it does not exceed 750 employees on a consolidated basis. However, ThPA S.A. has not omitted any contextual information related to ESRS S1, ESRS S3, and ESRS S4. Additionally, ESRS E4 and ESRS S2 have been assessed as not material and, therefore, have not been elaborated in this report. [BP-2 17] [BP-2 17 a] [BP-2 17 a] [BP-2 17 b] [BP-2 17 c] [BP-2 17 d] [BP-2 17 e]
28 Governance 3. GOV-1 – The role of the administrative, management and supervisory bodies ThPA S.A. has implemented a governance structure designed to ensure ethical business practices, transparency and reinforce accountability across all aspects of its operations. Through well- defined governance bodies, the Company maintains effective oversight, fosters responsible decision-making and aligns its activities with regulatory requirements and corporate values. The Company's governance structure, in relation to sustainability matters, is categorized into supervisory bodies, management bodies, and administrative bodies. To monitor, manage and oversee impacts, risks, and opportunities, during the reporting period, responsibilities and roles have been developed throughout the Company, at the Board, Management, and operational level. This governance structure enables sustainability issues to be embedded in the key business processes and ensures the oversight of ESG related issues (including impacts, risks and opportunities) across three levels: Board Level, Management level and operational level. For more information regarding the administrative, management and supervisory bodies (expertise and related to sustainability expertise), please refer to the Corporate Governance Statement. The role of each administrative, management and supervisory body related to sustainability matters among others, is described below in detail. The General Meeting of Shareholders The General Meeting of Shareholders is the highest governing authority of the Company, ensuring responsible corporate oversight in accordance with applicable legislation. It assembles at least once a year, reviews and approves the financial and non-financial statements of ThPA S.A., appoints the auditors and evaluates the overall performance and management practices of the Company. Adhering to the principles of transparency and sustainability, its decisions are binding on all shareholders, enhancing corporate responsibility and long-term resilience. Board of Directors (BoD) The Company is governed by the Board of Directors (BoD), which as the management body, defines and supervises the implementation of the corporate governance system. The BoD takes decisions relating to the management of the Company, matters regarding the administration of its assets according to the various legal and regulatory provisions and the general pursuit of its purpose. According to ThPA S.A.’s Charter of Company, the Board of Directors comprises of a minimum of nine (9) and a maximum of eleven (11) members (the “Members”). Members are elected by the General Meeting, which also designates the term in office of Members. The Board of Directors elects one Member as Chairman and one Member as Vice-Chairman. The Board of Directors shall elect one Member as the Chief Executive Officer. The offices of the Chief Executive Officer and the Chairman may but are not required to coincide in the same individual. Its size and composition reflect the size, scope and complexity of the activities and the shareholder structure of the Company. The composition of the Board of Directors reflects the
29 knowledge, skills and experience required to exercise its responsibilities, in accordance with the business model and strategy of the Company: It is comprised of persons from different backgrounds and with diverse skills, assuring maximum inputs to the governance of the Company. The CVs of the BoD members are available on the corporate site of ThPA S.A. and the Statement of Corporate Governance, providing detailed information about their relevant experience in the sector. It is noted that the composition of the BoD does not include representatives of employees or other workers. However, a representative of the Company’s employees or/and a representative from the Municipality of Thessaloniki may attend the meetings of the Board of Directors as observers. The participation of these representatives shall be limited only to deliberations associated with labour issues or the city of Thessaloniki correspondingly. The Company has established a Suitability Policy of the members of the Board of Directors, which in its applicable updated form is posted on its website and includes the principles and criteria of the individual suitability of each member and the collective suitability of the Board of Directors as a whole. In line with ThPA S.A.’s Suitability Policy for Board members, specific principles and criteria have been set to assess the individual suitability of each member, and the collective suitability of the BoD as a whole. The members of the BoD are divided into: a) executive, b) non- executive and c) independent non-executive. The BoD has delegated some of its powers to its Executive Chairman of the BoD, the Chief Executive Officer, the Executive Committee and the Chief Officers of the Company. The BoD determines the values and a strategic direction of the Company, approves the strategy, business plan and budget and evaluates the risks and opportunities to ensure alignment with the established strategy. Also, the BoD supervises implementation of the strategy and its execution that align with long-term environmental, social, and economic sustainability. A candidate member of the Board of Directors is assessed for its knowledge, and experience on ESG matters. Additionally, the knowledge, experience and contribution of the members of the Board of Directors on Sustainable Development constitute criterion of the annual evaluation of the collective suitability of the Board of Directors, as well as the self-assessment of the members of the Board of Directors. The Management also ensures that the Sustainability strategy -as described in the context of the Sustainability Policy- is aligned with ThPA S.A.’s vision, mission, and values. ESG elements are occasionally addressed in the Management discussions, in line with best international practices and as needed. [GOV-1 21 b] The composition of the Board of Directors (BoD) at 31/12/2024 was: Member name Position Executive member Non-executive member Independent non-executive Athanasios Liagkos Executive Chairman of the BoD yes
30 Panagiotis Michalopoulos BoD Vice- Chairman yes Ioannis Tsaras Chief Executive Officer yes Konstantinos Fotiadis Non-Executive Member yes Martin Masson Non-Executive Member yes Panagiotis Stampoulidis Non-Executive Member yes Angeliki Samara Independent non- executive Member yes Efstathios Koutmeridis Independent non- executive Member yes Evangelia Damigou Non-Executive Member yes Zonglyu (Jessie) Lu Non-Executive Member yes
31 Board composition 1 ESRS Indicator Unit 2024 The number of executive members [GOV-1 21 a] No. 2 The number of non-executive members [GOV-1 21 a] No. 8 Percentage of independent board members [GOV-1 21 e] % 30% Board's gender diversity ratio [GOV-1 21 d] No. 0.43 Percentage of male board members [GOV-1 21 d] % 70% Percentage of female board members [GOV-1 21 d] % 30% The BoD of ThPA S.A. consists of members with extensive experience and expertise in several fields, such as port management, banking and financial institutions. Some of the members have also served as advisory members on port authority boards and urban planning committees. The Chairman, Mr. Athanasios Liagkos, has had a long career in senior management positions in ports. He has served as member of the Hellenic Republic Asset Development Fund (HRADF) as a coordinator of the National Strategic Plan for Ports and Marinas and he served as a BoD member in all Port Authorities in Greece. He has held top executive positions in banks, financial institutions, and large corporations, as well as member of the Board of Directors in Company groups. The Vice Chairman, Mr. Panagiotis Michalopoulos, has extensive experience in the design, study, supervision, and construction of buildings, as well as in the functional arrangement of spaces and organization of construction sites. He has also been the partner and manager of the publishing-advertising-construction Company Eurodiastasi Ltd. Additionally, he has held senior management positions in various organizations, and was a member of various associations, cultural institutions and commercial chambers. The CEO, Mr. Ioannis Tsaras, has experience in energy, irrigation, and spatial planning projects, as well as in the financial sector, managing European funding instruments designed for the private sector. In the past he had been appointed for 6 years as CEO of ThPA S.A. and after that as General Manager of PFIC Ltd, a large phosphate fertilizer chemical industry. The other members of the Board of Directors have worked in areas such as capital management, corporate governance, commercial negotiations, and international project management. Each member contributes their knowledge and skills, ensuring the implementation of best practices and compliance with regulatory frameworks.
32 For more information regarding the role of the administrative, management and supervisory bodies and their sustainability-related experience relevant to the sectors, products and geographic locations of ThPA S.A., please refer to the Corporate Governance Statement. [GOV-1 21 c, AR 5] Executive Chairman of the BoD The BoD elected one of its members as Executive Chairman. The Executive Chairman oversees and directs the Board of Directors (BoD), ensuring its effective operation in alignment with sustainable governance principles. Responsible for convening meetings, setting the agenda, and maintaining organizational efficiency, the Executive Chairman fosters transparent decision- making and strategic oversight. By ensuring well-structured discussions and responsible management, they support the Board in advancing long-term sustainability and corporate resilience. According to the Internal Regulation of ThPA S.A., ESG Policy is among the pillars which are under the competence of the Executive Chairman of the BoD. Committees of the BoD The Company's Committees play a significant role in supporting effective governance, ensuring transparency, and enhancing decision-making by providing oversight and expertise in key areas of operation. ThPA S.A. has the following Board of Director’s committees: a) Audit Committee, b) Remuneration Committee, and c) Nomination Committee. The Board of Directors has also created an Executive Committee at managerial level and has delegated specific authorities to it. Each Committee operates in accordance with a defined scope and its Charter which sets out in particular its role, the process of its fulfilment, as well as the process for convening and holding its meetings. Audit Committee The Audit Committee is established to support the BoD in its duties in relation to the systemic supervision of governance, risk management, financial reporting, statutory audits and internal audit practices. It ensures the Company's compliance with regulatory requirements and promotes transparency in the Company’s operations. The Committee consists of three non-executive members of the BoD, two of which are independent non-executive members and one non- executive member. An independent non-executive member is appointed Chairperson of the Committee. Beyond its core responsibilities, it also plays a significant role in monitoring sustainability-related matters, which are presented in the Report of the Proceedings of the Audit Committee submitted to the General Meeting. Additionally, it reviews issues raised by the Compliance and Risk Management Officer, particularly regarding updates to the Risk Register. In its meetings, the Committee focuses on ensuring the integrity of financial reporting, the adequacy of internal controls, the compliance with legal and regulatory frameworks, and the identification and management of risks, providing the BoD with well-documented recommendations. Its key areas of focus include: • Proposal and selection of external auditors, supervision of their work, as well as review and monitoring of their independence and objectivity.
33 • Monitoring the effectiveness of internal control, quality assurance and risk management systems. • Monitoring, examination and evaluation of the financial reporting process and the preparation of the Company's Financial Statements and related non-financial items. • Ensuring compliance with the current legal, regulatory, and general institutional framework. • Overseeing audit reports and the activities of the Internal Audit Department. • Submitting an annual report to the General Meeting of Shareholders of ThPA S.A., including an overview of ThPA S.A.’s sustainable development initiatives. Considering the recent Law 5164/12.12.2024, and the approval of the non-financial reporting, based on the sustainability responsibilities, ThPA S.A. is in progress to update the relevant charter of the Audit Committee to incorporate certain provisions of the law. Nominations Committee The Nomination Committee consists of five members of the BoD, three of which are independent non-executive members and two non-executive members. An independent non-executive member is appointed Chairperson of the Committee. Its primary purpose is the identification of the suitable candidates that meet the qualifications required in the Suitability Policy to acquire the status of member of the BoD and its Committees. In this context, the Committee assists the BoD by ensuring that all its members and the members of the BoD’s Committees continue to meet the suitability criteria defined in the Company’s Suitability Policy both on an individual and collective basis. The Committee is also responsible for: • Ensuring that the updated CVs of all BoD members are publicly available on ThPA S.A.’s website. • Reviewing and recommending updates of the Suitability Policy for Board members, as well as policies for their continuous education. • Assessing the time required to be devoted by BoD and Committee members to effectively perform their duties. • Ensuring that the management and supervisory bodies possess relevant sustainability experience to integrate environmental, social and governance principles into corporate strategy and decision-making. Remuneration Committee The Remuneration Committee consists of five members of the BoD, three of which are independent non-executive members and two non-executive members. An independent non- executive member is appointed Chairperson of the Committee. At least one of the members has adequate expertise and professional experience in risk management, to ensure mainly the alignment of the Remuneration Policy with the risk profile of the Company. The Remuneration Committee provides guidance and presents proposals to the Board of Directors regarding the Remuneration Policy, remuneration of the persons who fall within the scope of the remuneration policy and regarding the remuneration of the Company's executives, in particular the head of the Internal Audit Department and reviews the information in the annual remuneration report,
34 providing its opinion to the Board of Directors, before submitting the report to the General Shareholders’ Meeting. The Remuneration Policy is subject to the approval of the General Meeting of Shareholders. The company does not currently integrate sustainability-related performance into its incentive schemes or remuneration policies for its administrative, management, and supervisory bodies. As a result, the Committee is unable to assess any remuneration linked to sustainability performance. The compositions of the BoD Committees at 31/12/2024 are presented in the following table: Audit Committee Nominations Committee Remuneration Committee Panagiotis Michalopoulos (Chairman) Angeliki Samara (Chairwoman) Panagiotis Michalopoulos (Chairman) Efstathios Koutmeridis (Member) Panagiotis Michalopoulos (Member) Angeliki Samara (Member) Panagiotis Stampoulidis (Member) Efstathios Koutmeridis (Member) Efstathios Koutmeridis (Member) Martin Masson (Member) Martin Masson (Member) Konstantinos Fotiadis (Member) Konstantinos Fotiadis (Member) ESG Governance structure The ESG governance structure at ThPA S.A. is designed to ensure effective oversight and integration of sustainability objectives across all levels of the organization. This structure has at its heart the Sustainability Committee, which is a key component in providing direction for ThPA S.A. sustainability matters. The Sustainability Committee is an advisory committee. It informes, analyses, evaluates, and advises the Company's Management regarding the sustainable development strategy and assists in making decisions on matters related to the sustainable development and environmental strategy. It works under the direct supervision of the Executive Chairman of BoD and ensures that the Sustainability Policy principles and practices are effectively implemented. Furthermore, the Sustainability Committee does oversee the annual implementation of the Company’s Sustainability Strategy, and responsibilities to deal with impacts, risks, and opportunities concerning sustainability, have been assigned by the BoD to the Compliance & Risk Management Officer. [GOV-1 22 a, c(ii), c(iii), AR 3] In addition, the Sustainability Team, led by the Director of Sustainability and Environmental Strategy, operates as the Committee's dedicated operational arm. This Team oversees ESG- related issues, assessments, project implementation and daily monitoring of the Sustainability Policy execution. The Team collaborates daily with the Director of Sustainability and Environmental Strategy, who consolidates findings and recommendations. As the main link
35 between the business departments and the Management, the Director of Sustainability and Environmental Strategy keeps the Management informed on key ESG issues, including strategic advice and ESG priorities aligned with the Company's wider objectives . The Team also prepares and submits reports regarding the Sustainability Policy implementation for the Executive Chairman of the BoD on an annual basis. [GOV-1 22 a, c(ii), c(iii), AR 3] ThPA S.A. has established a well-defined sustainability governance framework, which formally outlines specific responsibilities as to who is charged with addressing impacts, risks and opportunities related to sustainability, and is in a process to update internal documents such as terms of reference and board mandates. Each body’s or individual’s responsibilities for impacts, risks and opportunities are reflected in the Company’s existing policies such as the Sustainability Policy. This Policy is approved by the ThPA S.A. Executive Committee and is valid for three years since the date of its approval, unless revised and/or amended earlier due to a substantial change in the conditions under which it was prepared. Every modification of the Policy is adequately documented and approved by the ThPA S.A. Executive Committee. [GOV-1 22 b, c, AR 4] The administrative, management, and supervisory bodies, along with senior executive management, are responsible for overseeing sustainability-related matters. Since no targets related to material impacts, risks, and opportunities have been set, no official process for monitoring progress has been adopted. However, the company remains engaged in assessing relevant sustainability considerations and taking any proactive actions if deemed necessary. [GOV-1 22 d] BoD's role on Sustainability ThPA S.A. ensures that the Board of Directors, as the governing and supervisory body, possesses the necessary skills to address sustainability challenges through established training programs. These programs focus on identifying and prioritizing material ESG impacts, risks, and opportunities, as well as setting measurable sustainability targets. Training also covers regulatory developments and emphasizes transparent sustainability reporting. Furthermore, a specific training on environmental and social issues is planned to be conducted next year for the management bodies of ThPA S.A., but it has not been officially approved yet. The Board of Directors is committed to determine the frequency of evaluating the competencies, diversity, knowledge, and experience of the individual members of the Board of Directors and the Executive Management, including whether they collectively possess, or are able to leverage, relevant sustainability expertise. The evaluation for 2024 -once completed within the first months of 2025- will conclude accordingly, i.e. whether each individual Board member possesses skills that are relevant to ThPA S.A.’s material IROs, as well as to the industry in general, the geographical location of business activities, and the type of target consumers and end-users. The Board of Directors collectively hold sufficient sustainability expertise currently and are highly capable of aligning overall strategy with sustainability goals. The evaluation also demonstrates whether each member of the Executive Management has expertise and extensive knowledge in different areas of sustainability that relate directly to the Company’s material IROs. However, not every member of the Executive Management is evaluated through this process. The members of the Board of Directors who have experience and extensive knowledge on areas of sustainability that relate directly to Company’s material IROs, are:
36 • Panagiotis Michalopoulos (Vice-Chairman of the Bod) in his capacity as an engineer and having served as a senior manager in companies and bodies of the public and private sector, with legal responsibilities including representative issues such as the Environment, the Society and the Corporate Governance (ESG), he has gained a long experience on issues related to the identification of risks associated to sustainable development. • Angeliki Samara (Independent, non-executive member) in her capacity as Assistant Professor has specific research interests which include Financial Reporting, International Financial Reporting Standards, Accounting, Auditing and Audit Committees and ESG. [GOV-1 23, AR 5] [GOV-1 23 a, b] 4. GOV-2 – Sustainability governance The Company's administrative, management and supervisory bodies are in the early stages of integrating the assessment of impacts, risks, and opportunities into strategic decision-making, major transactions, and risk management. At this stage, these factors are considered primarily through discussions with key executives responsible for sustainability, risk management, and compliance, as well as through periodic reporting to governance bodies. While the Double Materiality Assessment (which the Sustainability Committee has been thoroughly informed about in this reporting year) has provided an initial framework for identifying material issues, the Company is in the process of embedding these considerations into decision-making structures. ThPA S.A. is in the process of developing reporting mechanisms that ensure governance bodies are updated on a regular basis, annually at least. As part of this process, the Company aims to enhance the systematic review of due diligence implementation and policy effectiveness at the governance level, ensuring comprehensive oversight. Considering that both the CSRD framework and the Double Materiality Assessment concept are quite recent, the Company is currently developing its own approach to systematically consider impacts, risks and opportunities when overseeing its strategy, its decisions on major transactions, and its risk management process, including potential trade-offs associated with those impacts, risks and opportunities. The Company is expected to formalize such integration in the immediate future and identify specific impacts, risks, and opportunities to be treated at the governance level. Therefore, it plans to inform its administrative, management and supervisory bodies about the results of the materiality analysis on an annual basis. [GOV-2 26 a] [GOV-2 26 b] [GOV-2 26 c] 5. GOV-3 - Integration of sustainability-related performance in incentive The Company does not currently incorporate sustainability-related performance in its incentive schemes or remuneration policies for members of its administrative, management, and supervisory bodies. The Company constantly evaluates its compensation scheme and is considering the addition of sustainability-linked incentives as it progresses along on the pathway of its evolving ESG strategy. [GOV-3 29, AR 7]
37 6. GOV-4 - Statement on due diligence ThPA S.A. integrates due diligence into its governance, strategy, and business practices by identifying environmental, governance and key human rights risks within its supply chain, helping to prioritize where to focus efforts and resources. This process includes engaging with affected stakeholders to ensure their views are considered at every critical stage. After identifying risks, ThPA S.A. evaluates potential gaps in its processes and creates targeted improvement plans to effectively address any remaining risks. The following table highlights where the Company's due diligence process is outlined in the sustainability statement, providing details on how the Company applies its key aspects and steps: Key elements of due diligence Description Sections in the sustainability statement a) Embedding due diligence in governance, strategy and business model ThPA S.A. is planning to embed due diligence into its governance, corporate strategy and business model, with plans in place for formalized policies and board-level oversight. The Company aims to align due diligence processes with business unit KPIs, thus providing a systematic approach to identification and mitigation of risks. Some units already conduct due diligence as part of their operations such as the Procurement Division which assesses suppliers based on the Company's procurement policy, the Human Resources Division which assesses candidate employees based on the recruitment policy, the Legal Affairs Department which performs legal due diligence on customers and suppliers. In addition to this, the Company also follows ISO 37001:2016 standards and strengthens its commitment to transparent practices and anti- bribery, as part of its broader due diligence framework. [GOV-4 30, 32, AR 8, AR 9, AR 10] GOV-2 – Information provided to and sustainability matters addressed by the administrative, management and supervisory bodies GOV-3 - Integration of sustainability-related performance in incentive SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model b) Engaging with affected stakeholders in all key steps of the due diligence ThPA S.A. actively engages with stakeholders, including local communities, employees, customers, suppliers, Authorities, and relevant organizations, to understand their views and concerns. This collaboration is essential for GOV-2 – Information provided to and sustainability matters addressed by the administrative, management and supervisory bodies
38 identifying and addressing potential negative impacts. By fostering open dialogue, consultations and partnerships, the Company gathers valuable insights to shape strategies and actions that meet stakeholders' needs and expectations. [GOV-4 30, 32, AR 8, AR 9, AR 10] SBM-2 – Interests and views of stakeholders IRO-1 – Description of the processes to identify and assess material impacts, risks and opportunities S1-2 – Processes for engaging with own workforce and workers’ representatives about impacts S3-2 – Processes for engaging with affected communities about impacts S3-4 – Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions S4-2 – Processes for engaging with consumers and end-users about impacts E1-2 – Policies related to climate change mitigation and adaptation E5-1 – Policies related to resource use and circular economy S1-1 – Policies related to own workforce S3-1 – Policies related to affected communities S4-1 – Policies related to consumers and end-users G1-1 – Business conduct policies and corporate culture
39 c) Identifying and assessing adverse impacts ThPA S.A. evaluates adverse incidents to understand their causes and effects, adopting a proactive approach to managing due diligence risks. This involves analyzing incidents based on their severity, and likelihood of recurrence. The findings are then compared to predefined standards and regulatory requirements to evaluate performance and compliance. While the Company’s risk management system already incorporates aspects of this process, we are dedicated to improving it further. This includes creating detailed procedures to more systematically identify and assess adverse impacts. [GOV-4 30, 32, AR 8, AR 9, AR 10] IRO-1 – Description of the processes to identify and assess material impacts, risks and opportunities SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model d) Taking actions to address those adverse impacts ThPA S.A. on a continuous basis is enhancing operational controls, upgrading staff training programs and updating risk management protocols to proactively address possible negative impacts. When impacts have already occurred, the Company implements remediation plans. Additionally, ThPA S.A. collaborates with stakeholders to develop mitigation measures that address their needs effectively. [GOV-4 30; 32, AR 8, AR 9, AR 10] E1-3 – Actions and resources in relation to climate change policies S1-4 – Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those action e) Tracking the effectiveness of these efforts and communicating ThPA S.A. is dedicated to improving its due diligence processes by conducting annual reviews, sharing sustainability reports and learning from past experiences. It also works closely with stakeholders to address evolving needs and challenges. [GOV-4 30; 32, AR 8, AR 9, AR 10] E1-5 – Energy consumption and mix E1-4 – Targets related to climate change mitigation and adaptation E1-6 – Gross Scopes 1, 2, 3 and Total GHG emissions S1-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities
40 7. GOV-5 - Risk management and internal controls over sustainability reporting ThPA S.A. has a Sustainability Committee in place which directly reports to the Executive Chairman of the BoD and a Sustainability and Environmental Strategy Department led by the Director of Sustainability and Environmental Strategy, which ensures the implementation and monitoring of the sustainability policy. ThPA S.A. follows various internationally recognized ISO standards to further strengthen internal controls. The internal control system set up on the basis of the COSO’s Internal Control integrated framework aims at the consistent implementation of the business strategy, the efficient use of available resources, the identification and management of sustainability reporting risks, the completeness and reliability of data and information on the financial state of the Company and compliance with regulatory and legislative requirements. ThPA S.A. applies a three-line model of governance where the first line is composed of operational teams responsible for daily managing sustainability related risks, data collection and sustainability reporting, the second line includes the Compliance & Risk Management Officer, the Legal Affairs, Sustainability and Environmental Strategy and Quality, Health & Safety Departments that oversee risk mitigation, while the third line is the Internal Audit Department which provides independent oversight and assurance. As far as reporting is concerned, the Audit Committee oversees the Sustainability Statement to ensure transparency, compliance, integrity, and confidentiality of the reported data. Internal departments collaborate and collect qualitative and quantitative data under the Sustainability and Environmental Strategy Department’s coordination, which ensures completeness, accuracy and alignment with CSRD requirements. Additionally, an independent third-party assurer provides limited assurance to the Sustainability Statement making sure it fully complies with ESRSs. The approval process for the non-financial report mirrors that of the financial statements, including review and endorsement by the Sustainability Committee and then by the Audit Committee prior to receiving final approval from the Board of Directors, ensuring the highest level of oversight and accountability. [GOV-5 36 a, AR 11] ThPA S.A. approaches risk management as one of the cornerstones that contribute to corporate governance, effectiveness, and optimal business performance. The organization has adopted a Risk Management Policy and a Risk Management Manual, both approved by the Board of Directors. This framework supports risk identification, risk analysis (qualitative and quantitative), evaluation of risks, risk treatment, risk monitoring and review, and communication and consultation. It is worth mentioning that the prioritization of risks is embedded in the qualitative analysis as well as in the evaluation of risks. The aforementioned steps are described below in detail: 1. Risk Identification Risk identification is intended to determine the organization's exposure to uncertainty and should therefore be approached in a methodical manner to ensure that all potential risks are identified at this stage. The identification must therefore include all risks regardless of whether or not they are under the control of the management and
41 requires the deepest knowledge of the Company's organization, the market in which it operates, the legal, political and cultural environment. Some of the key risk identification techniques include: • Brainstorming. • Questionnaires. • Business studies that examine each business process and describe the internal processes • and external factors that may influence those processes. • Industry benchmarking. • Scenario analysis • Risk assessment workshops • Incident investigation • H.A.Z.O.P. (hazard and operability studies). 2. Risks Analysis The risk analysis aims to separate the secondary acceptable risks from the main risks and to provide data that will help in their evaluation and treatment. It involves reasoning about the sources of the risk, the consequences and the likelihood that these consequences will occur. The risks are analyzed based on the combination of the evaluation of the consequences and the likelihood, within the existing safeguards. A preliminary analysis can be performed so that low-impact risks can be ruled out from a more detailed analysis. The analysis continues with the identification of the existing safeguards for control. Qualitative and quantitative risk analysis − Qualitative risk analysis is the process of assessing the consequences and likelihood associated with the identified risk elements. This analysis determines the importance and facilitates the prioritization of risk elements according to the potential effects that they may have on the objectives of the project. It provides the way to determine the importance and direction of the reaction to neutralize the negative impact of the risk. The likelihood and magnitude of the effect of the event under analysis allow its evaluation and prioritization. − The quantitative analysis of the risk aims at the quantitative numerical analysis of the likelihood of each risk to occur, as well as the analysis of the consequences of the event on the objectives of the project and the extension of these consequences to the result of the whole project. Simulation techniques (such as the Monte Carlo method) as well as decision-making techniques are used to: • define the chances of success of the various objectives of a project • quantify the risks
42 • determine the level of costs, time and additional resources needed to address these potential risks • identify and classify the risks that require the most attention by quantifying their relative share in the total risks of the project • set realistic goals in relation to the risks regarding the cost, time or quality of the final result of a project. Quantitative analysis generally follows the same procedures as the qualitative analysis previously described. 3. Evaluation of Risks The risk evaluation involves comparing the level of risk found through the analysis with the risk criteria previously established. When evaluating risks, risk analysis and comparison criteria should be considered on the same basis. Qualitative analysis therefore involves comparing the qualitative level of risk with qualitative criteria and quantitative analysis involves comparing the numerical level of risk with criteria that can be expressed in specific numbers such as destructiveness, frequency or monetary value. The result of the risk evaluation is a list of risks prioritized for further action. The objectives of the organization and the degree of opportunity that may arise from taking the risk must also be taken into account. Decisions must consider the broader context of the risks and the risk tolerance of third parties outside the organization that may benefit from it. 4. Risk Treatment Risk management includes the range of options for dealing with them, the evaluation of these options, the preparation of plans for dealing with them and their implementation. Any risk management system must include at least the following: − Effective and efficient operation of the organization. − Effective internal safeguards. − Compliance with laws and regulations. Some of the risk management options include: − Risk aversion by deciding to stop the activity that is likely to create risks. However, risk aversion can also occur in an inappropriate way due to the tendency of many people to avoid risks, which can increase the importance of other risks. Risk aversion results in: o Risk aversion decisions, regardless of the information available and the costs incurred in handling them. o Failure to handle risks.
43 o Assignment of critical choices or decisions to other parties. o Postponement of decisions that the organization cannot avoid. o Taking a choice because it may represent a lower risk, regardless of the benefits. - Reducing the likelihood of the event. - Reducing the consequences. - Transfer of risk. It involves taking the risk or sharing it with a third party. Risk transfer mechanisms include insurance agreements, contracts, and forms of corporate organization such as cooperatives and business ventures. It should be noted, however, that the transfer does not eliminate the risk, as there is still a risk that the organization that undertook it will not be able to manage it effectively. - Risk retention. All risks, after their reduction or transfer, leave residual risks that are maintained by the organization. Appropriate plans must therefore be drafted to manage the consequences of these risks, should they arise, including the definition of the means of financing them. Risks may also continue to exist due to their failure to be recognized or improperly managed or transferred. - Reducing the consequences and likelihood of risks is also referred to as risk control. Risk control includes the relative benefit of the new safeguards in relation to the existing controls. The organization will then need to evaluate the risk management options. Taking the most appropriate option involves balancing the cost of implementing each option with the benefit that results from it. It is clear that options with a large risk reduction that are acquired at relatively low cost must be selected by the organization. However, if the level of risk is high but significant opportunities arise from taking it, then the acceptance of these risks should be based on the evaluation of the cost of dealing with the risk and the cost of repairing the potential consequences in relation to the benefit of these opportunities. In most cases, however, the most appropriate risk management option results from a combination of different options. After selecting the appropriate risk option, the preparation of the response plan follows. The response plan should include the responsibilities, the plan and the expected output of the risk management, budgets, performance measures and the review process. The response plan should also include mechanisms for evaluating the implementation of the option in relation to performance criteria, individual responsibilities and other objectives, as well as monitoring critical implementation elements. 5. Risk Monitoring and Review The risks, the effectiveness of the response plan, the strategies and the management system applied to control the implementation need to be monitored to ensure that changing circumstances do not change the priorities of the risks. Ongoing review is important to ensure that management plans are relevant to the risk management objectives. Factors that can affect the likelihood and consequences of an output can vary, as can factors that affect the suitability or cost of different treatment options. Frequent repetition of the risk management cycle is therefore necessary.
44 6. Communication and Consultation Communication and consultation are an important element at every stage of the risk management process. It is therefore important to develop a communication plan between internal and external stakeholders that addresses issues related to both the risk and its management process. Effective internal and external communication is important to ensure that those responsible for implementing risk management understand the basis for decision-making and the reason for taking specific action. Perceptions on risks may differ because of the different assumptions, concepts and needs, issues and concerns of stakeholders related to the risk or the issues under discussion. Since stakeholders can have a significant influence on decision-making, it is important that their perceptions on risk and benefits are recognized and documented. Risk management is integrated into daily operations to promote a culture of awareness in risk- taking on the one hand and provide scope for improving internal and external communication on the other. The Board of Directors is ultimately responsible for risk management. The Compliance and Risk Management Officer sets the risk-taking framework that corresponds to the company’s business strategy, objectives, and values. Furthermore, the company observes changes in legislation and other regulations it should comply with and imposes compliance through remote and on-site inspections. While ThPA S.A. has not yet developed an official dedicated risk assessment approach including a prioritization methodology specifically for sustainability reporting, it acknowledges the importance of integrating sustainability reporting-related risks into its existing risk management framework and plans to address this in future reporting cycles in order to enhance its internal controls and ensure the integrity of the sustainability reporting process. [GOV-5 36 b, AR 11] ThPA S.A. has not identified any risks linked with the sustainability reporting process. Internal control procedures are in place to ensure completion, accuracy and timely availability of data, which are supported by regular reviews and coordination with the appropriate departments. [GOV-5 36 c, AR 11] In case sustainability reporting-related risks or any findings occur during the reporting period, the Compliance & Risk Management Officer ensures they are effectively and promptly shared to relevant departments, facilitating timely corrective actions. This approach fosters a culture of continuous improvement and proactive ESG management. Ongoing monitoring, ensures that possible issues would be addressed, corrective measures would be implemented and progress is tracked to enhance overall sustainability performance. [GOV-5 36 d, AR 11] The Sustainability Team submits findings to Executive Chairman of the BoD every year. ESG performance is published in the Annual Sustainability Report, aligned with CSRD and ESRS requirements. Sustainability risk internal audits are conducted periodically, ensuring continuous improvement and compliance. The Audit Committee monitors the effectiveness of sustainability risk management and ensures transparency in ESG reporting. Any findings related to sustainability reporting risks are formally communicated to the Executive Chairman of the BOD as part of this annual reporting process. [GOV-5 36 e, AR 11]
45 Strategy 8. SBM-1 – Strategy, business model and value chain Description of significant groups of products and (or) services offered ThPA S.A., listed on the Athens Stock Exchange since 2001, operates the Port of Thessaloniki, handling containers, conventional cargo and offering efficient logistics and intermodal services. The Port is a key hub for trade in the Eastern Mediterranean and serves as a direct rail link to Bulgaria, Serbia, and North Macedonia. Additionally, it caters to passenger traffic through cruise and ferry services, with ferry routes to various Greek islands. The Port of Thessaloniki is a designated International Interest port and is part of the Core Network of the Trans-European Transport Network (TEN-T). In 2021, it achieved homeport status for the cruise industry, boosting tourism in Northern Greece. ThPA S.A. aims to be a leading logistics provider in the Balkans and Southeast Europe, strategically located near major transport networks, with access to over 70 million consumers. The Company focuses on economic growth, sustainability and innovation. ThPA S.A.’s strategy is centered on enhancing the connectivity of the Port of Thessaloniki and expanding ThPA S.A.'s intermodal rail services throughout Southeast and Central Europe, positioning us as a critical player in the region's logistics and transportation network. ThPA S.A. as a port of International Interest is part of the Core Network of the Trans-European Transport Network (TEN-T). Leveraging its strategic location, the Port boosts local economic activity and tourism, while enhancing its position within the wider European transport network. • Container Handling: ThPA S.A. provides a high-quality, integrated container handling system that prioritizes speed and reliability. The Container Terminal (CT) at Pier 6 operates efficiently, meeting the needs of its partners. • Conventional Cargo Handling: The Conventional Cargo Terminal (CCT) covers nearly 1,000,000 m² with quays extending 4,000 meters in length and a depth of up to 12 meters. It handles a wide range of cargo using specialized equipment and ample storage. A portion of the terminal is located within the Free Zone, facilitating efficient transit. • Project Cargo Handling: ThPA S.A. offers specialized handling for project cargo, including oversized equipment like wind turbines, compressors, and construction machinery. This service is available at both the Container and Conventional Cargo Terminals. • Intermodal Rail Services: The Company provides cost-effective, high-quality intermodal rail services, including direct rail connections between Thessaloniki and Sofia (Bulgaria) and Niš (Serbia). ThPA S.A. partners with leading transport providers for door-to-door solutions and real-time shipment tracking. • Logistics and Real Estate: Storage services are available inside and outside the Free Zone, ensuring efficient interconnection. This enhances the regional supply chain and fosters development opportunities. • Event Spaces: ThPA S.A. offers indoor and outdoor spaces at Pier No. 1 for social and cultural events, strengthening the relationship between the Port and the city.
46 • Parking Areas: The Port operates two modern outdoor parking areas with a total capacity of 595 spaces near key city locations. These facilities ease city congestion and provide safe, accessible parking for residents, visitors, and transit travelers. • Container Block-Train Service: In September 2023, ThPA S.A. launched a container block-train service between Thessaloniki and Skopje (North Macedonia), further expanding its intermodal services and strengthening regional connectivity. • Temporary Customs Storage Services at Sofia and Niš: ThPA S.A. offers temporary cargo storage at Dry Ports in Sofia and Niš, providing added value by handling cargo for imports and exports, including goods from non-EU countries, thus reducing transport costs, and extending service options. • Cruise & Ferry Operations: Cruise and ferry services play a crucial role in Northern Greece’s tourism. In 2021, the Port of Thessaloniki achieved homeport status, facilitating passenger embarkation and disembarkation. The region offers unique cultural, historical, and gastronomic experiences. In 2024, the Port saw 81 cruise arrivals, marking a 19% increase from 2023. Ferry services connect Thessaloniki to various Greek islands, with the “Makedonia” Passenger Terminal offering 24/7 services just 500 meters from the city center. According to ThPA S.A.'s financial statements, the revenues generated from both the Container Terminal and Conventional Cargo operations individually contribute more than 10% of the Company's total revenue and thus are regarded significant. [SBM-1 40 a(i), AR 12, AR 13] [SBM-1 40 a(ii), AR 12, AR 13] ThPA S.A. promotes sustainable growth by providing services in line with sustainable development principles, especially in the communities in which it operates, although it has not yet set specific, quantified sustainability-related goals. Instead, its Sustainable Development Policy defines key elements, principles, and overarching objectives that guide its activities and strategic decisions, and aims at creating economic value and social surplus, always in accordance with the principles of sustainable development and environmental protection. This Policy has taken into account and voluntarily adopted international standards and principles, with particular emphasis on the "Agenda 2030" of the United Nations (UN) and the 17 Sustainable Development Goals (SDGs), as well as the ΑΤΗΕΧ ESG Reporting Guide. The Policy outlines the following four pillars, that are presented in the relevant sections of the Sustainability Statement, each with corresponding commitments. These pillars constitute the framework for all actions and initiatives related to ESG implementation throughout the Company: • Creating Sustainable Value • Environment • Society • Governance The Policy’s commitments shape ThPA S.A.’s approach to its products and services, ensuring that container handling, conventional cargo operations, logistics, and intermodal services are conducted in an environmentally and socially responsible manner. While formal sustainability
47 targets are yet to be defined, the Company is committed to deploying environmental monitoring mechanisms, reducing its environmental footprint and carbon emissions across its activities, adopting measures for port related operations and in buildings and enhancing the efficient management of natural resources. Regarding customer categories, ThPA S.A. serves a broad network of shipping companies, logistics providers, and clients, prioritizing service efficiency while promoting sustainability practices. These commitments include the adoption of automation technologies, digitized systems and innovative high-end services to create surplus value for the Company and the port community, the safety of operations and maximized efficiency, productivity and service quality for its customers and partners. Geographically, ThPA S.A. plays a crucial role in regional trade and thus in regional economic growth generally, particularly by supporting landlocked and neighboring Balkan countries that rely on its infrastructure for access to global markets. Given the strategic location of the Port of Thessaloniki in Northern Greece and the Balkans, ThPA S.A. incorporates the principles of economic growth and business expansion in its strategy and decision-making processes. This approach, combined with sustainability principles, maximizes added value for the Company and its stakeholders, as well as for Thessaloniki, Greece and the broader region. This way, the Port of Thessaloniki functions as “gateway” to growth. Additionally, ThPA S.A.’s expansion and infrastructure projects—such as the development of piers and terminals—are designed in compliance with national and European environmental regulations. These investments are made with sustainability in mind, ensuring that future operations align with best practices. This approach ensures that the natural resources are used in a sensible manner as well as added value is delivered to the economy and society. [SBM-1 40 e] Description of products and services that are banned in certain markets THPA S.A., the operator of the Port of Thessaloniki, ensures full compliance with international trade regulations and market requirements. There are no prohibited services in certain markets, allowing the port to operate freely in various regions. The Company remains committed to maintaining transparent, legal and ethical business practices, facilitating unrestricted global trade and adhering to the highest industry standards. [SBM-1 40 a(iv), AR 12, AR 13] Description of business model and value chain As ThPA S.A. continues to grow, it remains focused on expanding into emerging sectors and lucrative markets, seizing opportunities in today’s dynamic and rapidly changing global environment. ThPA S.A.’s value chain represents an integrated and unified framework for achieving excellence across its diverse activities, which includes port operations, logistics & transport services and sustainability initiatives. This structured model, outlined below, highlights the Company’s unwavering commitment to fostering strategic partnerships, optimizing operational efficiency, and driving innovation at every stage of its operations. Upstream (Supply Chain): • Materials & Equipment
48 • Resources (energy, water, fuel) • Human capital • Financial capital • Technical Support Services • Logistics & Transport Services • Partnerships Midstream (Own operations): • Port Operations regarding cargo handling, vessel docking, storage and automation of operations. • Maritime and safety services, port security, health and safety for onsite personnel and visitors. • Infrastructure Development related to expansion projects, sustainable design and maintenance of the current infrastructure. • Environmental Management regarding waste treatment, monitoring air quality, sea quality and carbon footprint, energy management, compliance with regulations and sustainability programs. • IT & Communication Services for logistics and cargo tracking and systems for port and vessel coordination. Downstream: • Distribution and logistics services • Value-Added services • Waste management and environmental services • Customer relationship and management ThPA S.A. operates a competitive business model that emphasizes its operations, key resources, customer segments and communication strategies. This model focuses on value creation, with a comprehensive cost analysis and revenue streams aligned with its competitive advantages. The Company is committed to Sustainable Development by integrating eco-social costs and benefits into its operations, addressing areas such as energy use, waste generation and infrastructure upgrades. ThPA S.A.'s competitive edge lies in its strategic location for multi-gateway intermodal transport in Southeast and Central Europe, supported by skilled personnel, innovative systems and a focus on high-quality services and environmental protection. The Company prioritizes customer relationships, offering reliable, customer-focused solutions and invests in human resource development. Revenue is generated through its operations, with an emphasis on creating value for stakeholders, especially the local community. Key partners include European bodies, public authorities, customers, suppliers and local communities, all of whom are essential to ThPA S.A.'s management and operations. [SBM-1 42, AR 14] [SBM-1 42 a] [SBM-1 42 b] [SBM-1 42 c, AR 15] Due to the Company’s business activity, the disclosure requirements regarding revenues in fossil fuel, fossil gas, chemicals, controversial weapons, and tobacco are not applicable. [SBM-1 42 d]
49 9. SBM 2 - Interests and views of stakeholders Description of stakeholder engagement A key element of ThPA S.A.’s Sustainability strategy is fostering communication and maintaining an open dialogue with stakeholders, who play a vital role in the Company’s operations. ThPA S.A.’s stakeholders are defined as all groups impacted by the Company’s activities and those who can influence its decision-making to achieve its objectives. Key stakeholders are customers and clients, employees, investors & shareholders, suppliers & partners, society & communities, and port community & local communities. Views and interests of key stakeholders are continuously discussed internally in the relevant departments and business units, as well as the BoD is informed accordingly to ensure timely action and ongoing development of ThPA S.A.’ strategy and business model. To reinforce this commitment, the Company conducted a Stakeholder Engagement Assessment aligned with international standards, specifically the AccountAbility AA1000 Stakeholder Engagement Standard. This assessment reflects ThPA S.A.’s dedication to actively involving stakeholders in identifying and addressing a wide range of sustainability challenges. Their participation is highly valued, as it is crucial to enhancing the Company’s performance in these critical areas. [SBM-2 45 a, AR 16] Description of categories of stakeholders for which engagement occurs The Sustainability Team, led by the Director of Sustainability and Environmental Strategy, oversees the application of this Policy within ThPA S.A.'s daily operations. They compile annual reports on the implementation of the Sustainability Policy for the Executive Chairman of the BoD, in accordance with Article 6 of the Policy. The Chairman is responsible for ensuring and evaluating the framework’s effectiveness, with a focus on expertise and stakeholder interests. Stakeholder Groups Employees Shareholders and Investors Customers, Shipping and Terminal Operators Port Community Media Suppliers, Contractors and Strategic Partners Passengers Financial Institutions and Creditors Regulatory bodies, Ministries, and Port Authorities Maritime Sector Associations NGOs and Civil Society Research Institutions and Academia Ports and Terminals [SBM-2 45 a(ii), AR 16], [SBM-2 45 a(i), AR 16], [SBM-2 45 a(v), AR 16] Description of how stakeholder engagement is organized Engaging with stakeholders is a core aspect of ThPA S.A.’s strategy to enhance transparency and trust while effectively addressing emerging challenges and opportunities. This ensures that the
50 Company’s business decisions and actions align with stakeholders' expectations regarding economic, social and environmental matters. The approach to stakeholder engagement varies depending on the stakeholder group and the affected area or/and activity/operation, the engagement is organized by dedicated responsible persons who utilize a mix of informal and formal communication methods and channels to maintain an open dialogue. These employees are responsible for maintaining the open lines of communication with each stakeholder group by using the below multiple channels and methods: Stakeholder Groups Communication channels Frequency of engagement Employees • Reporting & Dialogue Channels • Forums • Working Groups • Fact-Finding Interviews • Intranet • Press Releases • Employee Surveys • Social media Daily Shareholders and Investors • General Meeting • Annual & Financial Report • Corporate Website • Press Releases • Participation in Investment Forums • Presentations • Communication Platform Annually and when necessary Customers, Shipping and Terminal Operators • Complaint Procedures • Corporate Website • Working Groups • Survey • Newsletters Daily and when necessary Port Community • Corporate Website • Press Releases • Port Community Meetings • Social media Regularly Media • Corporate Website (Press Releases, Announcements) • Networking Events • Briefing Meetings Frequently
51 • Social Media • Direct Communication (Email, Telephone) Suppliers, Contractors and Strategic Partners • Meetings • Corporate Website • Social Media • Inspections • Direct Communication • Working Groups Weekly and when necessary Passengers • Corporate Website • Social Media • Complaint form at passenger stations Frequently Financial Institutions and Creditors • Direct Communication • Financial Statements Semiannually and when necessary Regulatory bodies, Ministries, and Port Authorities • Dedicated Meetings • Financial Results • Periodic Reviews Annually and when necessary Maritime Sector Associations • Corporate Website • Business Events • Dedicated Meetings • Social Media • Press Releases Frequently NGOs and Civil Society • Corporate Website • Social Media • Participation In Events • Sustainability Report • Sponsorships • Meetings with Local Bodies Frequently and when necessary Research Institutions and Academia • Meetings • Events • Visits from Universities to the Company • Workshops • Collaboration in Projects • Internships • Sponsorships When necessary Ports and Terminals • Corporate Website When necessary
52 • Collaboration in Projects For all the categories of stakeholders, engagement is also organized through the double materiality assessment process to analyze and understand stakeholder interests and views. [SBM-2 45 a(iii), AR 16] Description of purpose of stakeholder engagement The purpose of stakeholder engagement is to gather feedback, understand stakeholder concerns, and incorporate their views into the Company’s decision-making processes to align with their expectations and enhance overall satisfaction. The stakeholder engagement is fostering growth, driving innovation, and leading with resourcefulness while creating meaningful value for ThPA S.A.’s employees, shareholders, partners and the broader community. Effective stakeholder engagement is essential to the Company's success, as it provides valuable insights through ongoing communication. For instance, engagement with its own employees, is organized through established reporting and dialogue channels, interviews, surveys and the use of intranet. Τhe interests, views and rights of ThPA S.A.’s workforce are regarded fundamental in shaping the Company’s strategy and business model. Τheir perspectives are always taken into consideration, including during the materiality analysis process while the Company is committed to promoting an inclusive working environment and safeguarding the working conditions for all. A similar approach applies to the engagement with customers and end-users: Through complaint procedures, the corporate website and satisfaction surveys, the Company gains valuable insights and its strategy and business model are also informed by a commitment to respecting its customers’ human rights, particularly in the areas of privacy and access to quality information. The Company stays updated on changing needs, expectations and potential risks as perceived by its stakeholders by keeping lines of communication open. Through active collaboration and dialogue, the Company aims to align its efforts with the needs of its region and society, ensuring sustainable progress and shared success. The outcomes of stakeholder engagement are considered by integrating feedback into ThPA S.A.’s policies, strategies and operations. This ensures that the Company remains responsive to stakeholder needs and continuously improves its services and initiatives. [SBM-2 45 a(iv), AR 16] [SBM-2 45 a(v)] Description of how strategy and (or) business model have been amended or are expected to be amended to address interests and views of stakeholders As ThPA S.A. progresses on its sustainability path while adhering to regulatory requirements and addressing stakeholder expectations, its strategy and business model are evolving. The updated approach places greater focus on ESG principles by advancing its energy efficiency and its monitoring mechanisms, creating long-term value for people and upholding strong governance practices. In order to provide additional priorities and increase transparency in the Company's sustainability reporting, additional measures which align with stakeholder interests are also being further explored. These efforts aim to improve engagement, encourage meaningful dialogue and foster mutual trust by actively integrating stakeholder feedback into ThPA S.A.’s strategic decisions. [SBM-2 45 c(i), c(ii), c(iii)] Description of understanding of interests and views of key stakeholders as they relate to undertaking's strategy and business model Through this structured stakeholder engagement process, the interests and views of key stakeholders are incorporated into ThPA S.A.’s sustainability strategy. To reinforce its
53 commitments and actions towards sustainable development, the Company’s business model is aligned with the needs and expectations of its stakeholders, by understanding and incorporating their perspectives. As ThPA S.A. is evolving its due diligence process and implements a materiality assessment process to analyze and understand stakeholders’ interests through the above- mentioned methods, the information collected and the feedback provided contributes to the identification of key themes and issues that are important to stakeholders and any improvement actions, measures and initiatives that are necessary to meet their expectations. By integrating these insights into ThPA S.A.’s business model and strategy, the Company may address any potential material impact, risk and opportunity arise. [SBM-2 45 b, c AR 16] Description of how administrative, management and supervisory bodies are informed about views and interests of affected stakeholders with regard to sustainability-related impacts The administrative, management, and supervisory bodies are regularly informed and updated about the views and interests of affected stakeholders regarding ThPA S.A.’s sustainability-related impacts from the Sustainability Committee and the Sustainability Team. They both have a key role in reviewing and addressing sustainability-related stakeholder feedback to the highest governance bodies. The Director of Sustainability and Environmental Strategy keeps the Board informed on key ESG issues, including strategic advice and ESG priorities aligned with the Company's wider objectives, while the Team prepares and submits reports regarding the Sustainability Policy implementation for the Executive Chairman of the BoD on an annual basis. [SBM-2 45 d] 10. SBM-3 - Material impacts, risks and opportunities and their interaction with strategy and business model Description of material impacts resulting from materiality assessment In the following tables, the IROs that were identified and assessed as material in ThPA S.A.’s DMA are listed, i.e. they were scored with ‘significant’ level of materiality. Each IRO relates to specific ESRS topic and has a detailed description. For impacts, the Table shows whether they contribute positively or negatively, if they are actual and potential, or both, their identified time horizon and where in ThPA S.A.’s own operations (“OO”) and its upstream (“Upstream”) and downstream (“Downstream”) value chain these material impacts are concentrated. More information on each IRO, including how ThPA S.A. manages them, is included in the topical sections under ‘Environment’, ‘Social’, and ‘Governance’. ESRS sub-topic Initiative/action/decisi on/fact Impact Time horiz on Value chain
54 E1. Climate change mitigation ThPA S.A is implementing a series of planned actions to achieve significant emission reductions, including the installation of photovoltaic panels across warehouses to create a net-zero energy consumption balance, transitioning to hybrid equipment, and sourcing more environmentally friendly machinery. Specifically, eight machines responsible for the largest share of diesel consumption will be replaced with hybrid technology, leading to a substantial reduction in liquid fuel use. These initiatives support sustainable developmen t by reducing greenhouse gas emissions and dependence on fossil fuels, contributing to climate change mitigation. The installation of photovoltaic panels will lower the port’s carbon footprint and enhance energy security. Additionally, replacing diesel- powered machines with hybrid technology will significantly decrease liquid fuel consumptio n and air pollution, creating a healthier environmen t for nearby positivel y Actually and potenti ally Long- term OO
55 communitie s and ecosystems. E1. Climate change mitigation ThPA S.A is in the process of compiling a comprehensive climate transition plan that will unify all the existing efforts and actions towards climate change mitigation and decarbonization. While further strategic targets and a dedicated climate change strategy for reducing Scope 1 and 2 emissions are areas for future focus, ThPA S.A. remains committed to meeting its obligations under the National Climate Law, which requires the establishment of specific targets and ensures compliance with existing legislation. Without such a plan, ThPA S.A risks missing key opportunitie s for emissions reductions and may delay essential actions needed to combat climate change. To effectively contribute to global climate goals, it is imperative for ThPA S.A. to develop a detailed strategy that goes beyond emissions monitoring, incorporatin g targeted actions for long-term sustainabilit y. Negativ ely Actually and potenti ally Mid- term OO
56 E1. Energy ThPA S.A. consumes substantial energy, primarily in the form of diesel fuels, to operate heavy-duty equipment for loading, unloading and transporting cargo, as well as to support its broader infrastructure and port operations. ThPA S.A.'s use of fossil fuels contributes to greenhouse gas emissions, impacting climate change. Shifting to renewable energy sources would reduce its carbon footprint and align with global sustainabilit y goal. Negativ ely Actually and potenti ally Mid- term OO E1. Energy ThPA S.A. is implementing several energy efficiency initiatives, including replacing high-pressure sodium lamps with LED lighting in outdoor masts, conducting targeted training for employees on machinery and vehicle use and completing a building energy retrofit study, with recommendations currently under discussion. Additionally, electricity analyzers have been installed on four cranes, and plans are underway to purchase new ground equipment with high energy efficiency. The Company is using the ABB Ability software for measuring electric energy consumption using telemetric equipment in the Container Terminal. These initiatives support sustainable developmen t by reducing energy consumptio n and greenhouse gas emissions, enhancing operational efficiency. Training employees fosters better resource use, while the building retrofit study aims to optimize Positivel y Actually and potenti ally Long- term OO
57 energy efficiency in facilities, demonstrati ng ThPA S.A.'s commitment to sustainabilit y. E3. Marine resources ThPA S.A. has established response plans for marine pollution emergencies related to hazardous chemicals and petroleum products. These are promptly addressed using absorbent materials, with contaminated waste managed by licensed waste partners. ThPA S.A.'s preparednes s for marine pollution emergencie s and effective response to minor spills minimize environmen tal harm and protect marine ecosystems. By swiftly addressing incidents, the Company reduces the risk of water pollution, contributing to the sustainabilit y of local seawater resources. Positivel y Actually and potenti ally Long- term OO E3. Marine resources ThPA S.A. implements an biannual water anti-pollution drill in collaboration with the harbor authority, ensuring the protection of local marine environments. The port conducts seawater quality monitoring every six months to assess the impact of its operations. Small scale sea ThPA S.A.’s proactive water anti- pollution plan and regular seawater monitoring significantly contribute Positivel y Actually and potenti ally Long- term OO
58 pollution incidents that may occur are being tackled successfully according to the requirements of the Emergency Plan ensuring minimal impact on the local ecosystems. to sustainable developmen t by safeguardin g marine ecosystems and maintaining seawater quality in the port area. The preparednes s of tackling small scale pollution incidents that may occur reflect the effectivenes s of these measures and reinforces the port’s commitment to environmen tal stewardship , fostering a healthier marine environmen t for local wildlife and communitie s. E3. Marine resources ThPA S.A conducts biannual seawater quality measurements and annual noise assessments, in accordance with its approved environmental terms. These measurements are performed in collaboration with external laboratories. Additionally, Regular monitoring of seawater quality and noise levels contributes to sustainable developmen Positivel y Actually and potenti ally Short- term OO
59 Environmental Impact Assessments are carried out prior to any port expansion investments to ensure the protection of marine ecosystems. t by safeguardin g local ecosystems and minimizing environmen tal disturbance s. The commitment to conducting Environmen tal Impact Assessment s before expansion projects further ensures that potential impacts on the environmen t are identified and mitigated, promoting responsible developmen t practices. S1. Equal treatment and opportunit ies for all ThPA S.A.’s recruitment policy, promotes inclusivity by considering candidates with disabilities and ensures transparency and meritocracy through structured hiring practices. All job openings are posted on its website, supporting fair selection processes that align with the Company's vision and strategic goals. By fostering an inclusive workplace, the policy helps reduce inequalities and promotes social inclusion, contributing to a more equitable society. Positivel y Actually and potenti ally Long- term OO
60 S1. Equal treatment and opportunit ies for all ThPA S.A. has achieved a relatively high representation of women (20%) in white- collar roles, such as back- office positions, which is notable for the port industry. However, women remain underrepresented in blue- collar roles, including dockworking and machinery operation—a gap the Company is committed to addressing in the coming years. Limited female representati on in ThPA's blue-collar roles presents challenges to fostering a diverse and inclusive workplace, potentially impacting workplace culture and reducing diverse perspectives in operational areas. This gender imbalance also risks talent shortages by not fully utilizing the female workforce for operational roles, potentially affecting productivity. Negativ ely Actually and potenti ally Short- term OO S1. Equal treatment and opportunit ies for all ThPA S.A. has a policy to prevent and address workplace violence and harassment, in line with a European Directive. It includes a whistleblowing mechanism for both violence/harassment and unethical behavior, with designated persons responsible for handling By promoting and fostering a culture of respect and a safe working environmen t, the Company Positivel y Actually and potenti ally Long- term OO
61 complaints. This information is available on the website. enhances its social responsibilit y and builds a positive workplace culture, ultimately leading to improved employee morale and productivity. S1. Other work- related rights ThPA S.A. follows all labor laws and regulations outlined by the EU Directives, ensuring compliance with international standards and human rights guidelines, such as the UN Guiding Principles on Business and Human Rights. So far, there have been no instances of human rights violations, but a process for incident reporting is in place, with reports presented to the Board of Directors. With its compliance to human rights guidelines and the implementat ion of mechanisms for incident reporting, the port reduces potential human rights risks, strengthens stakeholder trust and supports transparenc y and accountabili ty in its operations. Positivel y Actually and potenti ally Long- term OO S1. Other work- related rights The Company complies with GDPR standards to ensure the security of employees' personal data, both in printed and electronic form. Additionally, it adheres to ISO 27001:2022, which strengthens its approach to information security, cybersecurity and privacy protection. This commitment ensures robust data protection measures, safeguardin g sensitive information and mitigating Positivel y Actually and potenti ally Long- term OO
62 risks related to data breaches, while maintaining compliance with both privacy regulations and international security standards. S1. Other work- related rights ThPA S.A. maintains a detailed code of ethics outlining business principles and ethical standards, which includes a strict prohibition against child and forced labor, a commitment also reinforced in all supplier contracts. Prohibiting child and forced labor and reinforcing this in supplier contracts significantly supports societal sustainabilit y by protecting children's rights and promoting ethical labor practices. Positivel y Actually and potenti ally Long- term OO S1. Working conditions At ThPA S.A., all employees receive at least the minimum wage, as well as a range of additional benefits depending on their positions. These benefits include private healthcare, life insurance, meal vouchers and discounts. ThPA S.A. fully complies with legal requirements for all types of leave, including maternity and parental leave, ensuring employee rights are upheld. ThPA S.A.’s commitment to fair wages, comprehens ive benefits, and adherence to legal leave requirement s fosters social equity and well- being among employees. Positivel y Actually and potenti ally Long- term OO
63 This approach aligns with sustainable developmen t goals related to decent work and economic growth. S1. Working conditions ThPA S.A. records and thoroughly investigates all types of accidents, notifying the Labor Inspectorate and Port Authority as required. All incidents are documented and assessed, providing the foundation for generating key safety indicators. With ISO 45001 certification in place, the Company upholds a robust health and safety policy, ensuring that all employees are well-informed and committed to maintaining a safe working environment. Having ISO 45001 certification and comprehens ive health and safety procedures promotes societal sustainabilit y by protecting employees in the value chain and ensuring safer working conditions. This proactive approach supports the well- being of workers, benefiting neighboring communitie s and fostering a culture of safety and compliance. Positivel y Actually and potenti ally Long- term OO
64 S1.Workin g conditions ThPA S.A has a comprehensive mechanism in place to monitor and track working hours, ensuring that overtime is closely monitored and accurately recorded. Regular reviews of working hours also enable the Company to identify potential issues early, optimize workforce management and ensure fair compensation for overtime worked. This system helps prevent excessive overtime, promoting a healthier work-life balance for employees. By reducing burnout and supporting overall well- being, it enhances employee satisfaction, boosts morale and drives higher productivity. Positivel y Actually and potenti ally Long- term OO S1. Working conditions ThPA S.A.’s operations involve heavy machinery, high traffic zones and hazardous cargo handling, exposing workers to significant physical risks. High-risk working conditions, including exposure to heavy machinery and hazardous materials, lead to increased chances of accidents and injuries. Negativ ely Actually and potenti ally Long- term OO S3. Communit ies' civil and political rights ThPA S.A. actually supports freedom of expression and encourages open communications with the local community. The port has established an inclusive Port Community body, ensuring representation from a wide range of stakeholders, to enable local organizations and residents to engage with the By regularly engaging with local stakeholder s, the port enhances community participation in decision- making processes Positivel y Actually and potenti ally Long- term OO/ Downstre am
65 Company on legislative changes, operational updates and investment projects that may impact the community, fostering dialogue and collaborative insights on various port-related matters. and supports sustainable communitie s, as local concerns and expectation s are acknowledg ed and integrated into the Company's operations. The transparenc y also fosters trust between the port and the community, integrating the port as a vital part of Thessaloniki . S3. Communit ies' civil and political rights ThPA S.A. actively supports education-focused initiatives, scholarships and educational environmental awareness programs. Collaborating with NGOs supports underserved communities and sponsors events to promote inclusivity. This engagement involves economic, social and cultural support. By collaboratin g with NGOs and providing educational opportunitie s, the port strengthens social equity, aligns with human rights goals, and supports its community ties. These initiatives enhance the social pillar Positivel y Actually and potenti ally Long- term OO/ Downstre am
66 of sustainabilit y, emphasizing community empowerme nt through economic, social and cultural contribution s. S4. Informati on-related impacts for consumer s and/or end-users ThPA S.A. enforces strict access control over consumer data, limiting access to authorized users only and ensuring data privacy through a dedicated GDPR policy, with privacy statements for each department. There are external interface platforms and the IT department rigorously enforces security protocols. While no data incidents have occurred, comprehensive measures are in place to mitigate risks should any arise. Prioritizing consumer data privacy and aligning with GDPR's principles, enhances consumer trust and demonstrat es a commitment to safeguardin g personal information. Positivel y Actually and potenti ally Long- term OO/ Downstre am S4. Informati on-related impacts for consumer s and/or end-users ThPA S.A. actively promotes customer freedom of expression by maintaining open communication channels. It conducts an annual customer survey, covering all aspects of its services and aligned with ISO standards, to gather valuable feedback. Any incidents that occur are documented, monitored and escalated to the relevant department for resolution. A registry is maintained to record all customer interactions, ensuring continuous improvement in service response. By monitoring and addressing customer concerns, the port enhances transparenc y and accountabili ty, which strengthens trust between the Company and its customers and helps build stronger Positivel y Actually and potenti ally Long- term OO/ Downstre am
67 relationship s with stakeholder s. S4. Informati on-related impacts for consumer s and/or end-users ThPA S.A. handles daily communication with stakeholders and port users via phone and email, with any complaints directed to customer service for resolution. All issues, including those like gate delays, are recorded and addressed. QR codes and forms allow easy access for port users to contact customer service or specific departments, with a user- friendly website ensuring seamless service. ThPA S.A.'s efficient communicat ion and complaint resolution processes improve customer satisfaction and trust, fostering long-term client relationship s. By addressing issues promptly and transparentl y, the port enhances its service quality. Positivel y Actually and potenti ally Long- term OO/ Downstre am S4. Personal safety of consumer s and/or end-users ThPA S.A. has established comprehensive policies and regulations to ensure the safety of all contractors, suppliers & port users within its port facilities, in full compliance with national regulations. These include signed agreements, documented procedures and mandatory certifications. Strict safety protocols and risk assessments are consistently enforced, with internal inspectors overseeing safety measures. The Company maintains relevant ThPA S.A. aligns with responsible labor practices, by prioritizing workplace health and safety for contractors, suppliers & port users. Enhanced safety protocols, particularly Positivel y Actually and potenti ally Long- term OO/ Upstream / Downstre am
68 certifications to ensure ongoing compliance and the highest safety standards across its operations. in high-risk areas like port facilities, promote community well-being and minimize potential harm to individuals and communitie s. G1. Corporate culture ThPA S.A. has implemented several publicly available policies to ensure strong governance and sustainability in line with corporate culture. These include a recently updated sustainability policy, a conflict of interest policy with clear documentation procedures for executives, and policies on energy management, environmental protection, health and safety (ISO 45001 certified) and cybersecurity. The Company also adheres to an established Code of Ethics, which integrates sustainability aspects like responsible economic practices. ThPA S.A.’s comprehens ive governance policies enhance transparenc y, accountabili ty, and ethical conduct across the organization . Positivel y Actually and potenti ally Long- term OO G1. Corruption and bribery ThPA S.A holds ISO 37001:2016 certification, recently renewed, and has updated its anti-bribery and whistleblowing policies. These policies include a clear procedure for handling incidents and a reporting channel that protects whistleblower anonymity. To date, no corruption or bribery incidents have been reported. These measures contribute positively to sustainable developmen t by promoting ethical business practices, enhancing transparenc y and Positivel y Actually and potenti ally Long- term OO/ Upstream / Downstre am
69 fostering trust among stakeholder s. G1. Corruption and bribery ThPA S.A. has established measures to prevent and detect corruption and bribery, including the preparation of training materials for staff. These materials are complemented by a poster that reinforces the principles outlined in the relevant policy manual, ensuring employees are informed and aligned with the Company's anti-corruption stance. By equipping employees with knowledge of anti- corruption practices, ThPA S.A. fosters an ethical workplace culture that minimizes the risk of unethical behavior. Positivel y Actually and potenti ally Long- term OO/ Upstream G1. Managem ent of relationshi ps with suppliers including payment practices ThPA S.A. has implemented a policy regarding late payments from/to suppliers, which is embedded within supplier contracts. The policy includes detailed clauses to ensure clear terms on payment timelines and responsibilities, providing a consistent framework for managing delayed payment scenarios across supplier relationships. By managing delayed payments and clearly defining payment responsibiliti es within supplier contracts, the port contributes to economic sustainabilit y, fosters trust and financial stability within the supply chain. Positivel y Actually and potenti ally Long- term Upstream
70 G1. Managem ent of relationshi ps with suppliers including payment practices ThPA S.A actively fosters local economic development by prioritizing partnerships with businesses and SMEs in the Thessaloniki and Central Macedonia regions, even when these collaborations may come at a higher cost. Each partnership is carefully documented to ensure transparency and accountability in their operations. By focusing on the local market first, the port demonstrat es a commitment to boosting the local economy, contributing to job creation and supporting regional developmen t, benefiting both community stability and business resilience in the region. Positivel y Actually and potenti ally Long- term OO/ Upstream G1. Managem ent of relationshi ps with suppliers including payment practices ThPA S.A. is actively developing an updated database to assess and rate suppliers, aligning the ratings with international market standards. Vendor management is a key focus in their strategy, with ongoing improvements aimed at optimizing the use of these databases for more effective supplier evaluation. By prioritizing suppliers who meet high ESG standards, the port encourages sustainabilit y across its supply chain. This strategy helps reduce environmen tal impact, supports social responsibilit y, and fosters ethical governance practices. Positivel y Potenti ally Mid- term Upstream
71 G1. Political engageme nt ThPA S.A. actively engages in lobbying for its investments through various channels, including office visits and outreach initiatives. These efforts also include organizing and funding strategic conferences on an annual basis to support and promote its projects and goals. ThPA S.A’s proactive lobbying efforts can drive economic growth by attracting investments and supporting strategic initiatives, fostering collaboratio n that can lead to innovative solutions and job creation thus ultimately benefiting local sustainable developmen t. Positivel y Potenti ally Long- term OO/ Upstream / Downstre am G1. Political engageme nt The Executive Chairman of ThPA S.A. – Port of Thessaloniki is also the President of ELIME (Hellenic Ports Association), and the representative of Greece in the European Sea Ports Organization (ESPO). The Executive Chairman also manages relationships with all port and shipping related Associations and Organizations, such as the Hellenic Chamber of Shipping. Additionally, the port serves on the governing committee of the Exporters Association of Northern Greece, on the national cruise committee, MedCruise Association - the The port's involvement in various organization s promotes collaboratio n and strategic initiatives that can enhance the sustainabilit y of the cruise sector. By addressing national cruise strategy and engaging Positivel y Actually and potenti ally Short- term OO/ Upstream / Downstre am
72 Mediterranean Cruise Ports, among other associations. with Mediterrane an ports, this role supports environmen tally responsible tourism and regional developmen t. G1. Protection of whistle- blowers ThPA S.A has a Whistleblowing mechanism that ensures anonymity, with reports made via a special form on the website, phone, in writing or in person. Whistleblowers can choose not to provide personal details, and their identity is protected, even in face-to- face meetings. Retaliation is prohibited. The Compliance department handles investigations following a documented procedure in the complaint management manual. The system is open to employees and partners, promoting a culture of transparency and integrity. The Whistleblow ing mechanism fosters a culture of transparenc y and integrity within the organization . By encouraging reporting without fear of retaliation, it empowers all stakeholder s to act ethically, thereby enhancing trust and accountabili ty. Positivel y Actually and potenti ally Long- term OO/ Downstre am [SBM-3 48 a, AR 17, AR 18], [SBM-3 48 c(i), AR 18], [SBM-3 48 c(ii), AR 18], [SBM-3 48 c(iii), AR 18] Description of material risks and opportunities resulting from materiality assessment Out of the identified financial Risks and Opportunities, 26 were deemed material across the following ESRS sub-topics: E1. Climate change mitigation, E.1 Energy, E3. Marine resources, E5. Resource outflows related to products and services, S1. Equal treatment and opportunities for all, S1. Other work-related rights, S1. Working conditions, S3. Communities' civil and political rights, S.4 Information-related impacts for consumers and/or end-users, S.4 Personal safety of
73 consumers and end-users, G1. Corruption culture, G1. Corruption and bribery, G1. Management of relationships with suppliers including payment practices, G1. Protection of whistleblowers. The Table below presents and describes in detail the material ROs, their identified time horizon and where in ThPA S.A.’s own operations (“OO”) and its upstream (“Upstream”) and downstream (“Downstream”) value chain these material risks and opportunities are concentrated: ESRS sub- topic Initiative/action/de cision/fact Risk/Opportunity Time horizon Value chain E1. Climate change mitigation The port has implemented an Environmental Management System (EMS) for all its port activities, which is certified according to the International Standard ISO 14001:2015. Additionally, it has an Energy Management System (EnMS) in compliance with the requirements of the ISO 50001:2018 standard. Achieving these certifications can enhance operational efficiency and reduce energy and waste management costs. It can also strengthen market competitiveness, potentially attracting environmentally conscious investors and customers and may lead to lower insurance premiums due to improved risk management practices. Conversely, any violations related to environmental protection can result in substantial financial penalties and exclusion from bidding on future projects. Opportunit y Long-term OO E1. Climate change mitigation ThPA S.A. is also in the process of compiling a comprehensive climate transition plan that will unify all the existing efforts and actions towards climate change mitigation and decarbonization. Strategic targets and a dedicated climate change strategy for reducing Scope 1 and 2 emissions are areas for future focus. ThPA S.A. remains committed to meeting its obligations The absence of a dedicated climate transition plan and detailed decarbonization goals can undermine investor confidence and limit access to sustainability-focused investments. This lack of strategic direction may result in missed opportunities for financial incentives tied to emission reductions and hinder Risk Mid-term OO
74 under the National Climate Law, requiring the establishment of specific targets and ensures compliance with existing legislation. ThPA S.A. is certified according to ISO14064-1:2018 Greenhouse gases for Scope 1 and 2 emissions. the Company's long- term financial resilience. E1. Energy ThPA S.A. consumes substantial energy, primarily in the form of diesel fuels, to operate heavy-duty equipment for loading, unloading, and transporting cargo, as well as to support its broader infrastructure and port operations. The high energy consumption, particularly from fossil fuels, impacts enterprise value by leading to increased operational costs and exposing the Company to potential future regulations aimed at carbon emissions reductions. Transitioning to energy-efficient or renewable sources can reduce these costs over time and improve operational efficiency. Risk Long-term OO E1. Energy ThPA S.A has installed an electricity consumption monitoring system at its highest energy-consuming substation, which monitors individual energy consumption with remote control, ensuring continuous monitoring. Consequently, electricity usage is tracked through the system and monthly billings. Additionally, there is an internal metering system for tenants. This continuous monitoring can present significant financial opportunities, as optimizing energy consumption may result in lower utility costs and enhance the port's sustainability profile. Opportunit y Long-term OO
75 E1. Energy ThPA S.A. operates an internal fueling station for liquid fuels, equipping all liquid fuel-dependent equipment—including vehicles and boilers—with monitoring rings. This system allows for detailed tracking of fuel consumption for each vehicle, enabling the identification of inefficiencies and areas for improvement. The ability to monitor and optimize fuel consumption directly impacts ThPA S.A.’s enterprise value by reducing operational costs associated with fuel expenditures. By identifying inefficiencies and implementing improvements, the port can achieve significant cost savings over time. Opportunit y Long-term OO E1. Energy ThPA S.A. is implementing several energy efficiency initiatives, including replacing high-pressure sodium lamps with LED lighting in outdoor masts, conducting targeted training for employees on machinery and vehicle use, and completing a building energy retrofit study, with recommendations currently under discussion. Additionally, electricity analyzers have been installed on four cranes and plans are underway to purchase new ground equipment with high energy efficiency. The Company is also using the ABB Ability software for measuring energy consumption using telemetric equipment in the Container Terminal. By lowering energy costs and implementing advanced energy management technologies, these initiatives enhance ThPA S.A.'s enterprise value. The shift to LED lighting and efficient equipment leads to significant savings, while sustainable practices improve the Company’s reputation, attracting environmentally conscious clients and investors. Opportunit y Long-term OO E3. Marine resources ThPA S.A. has established response plans for marine pollution emergencies related to hazardous chemicals and petroleum products. These are promptly addressed using The proactive management of pollution risks enhances ThPA S.A.'s reputation as a responsible operator. This commitment to Opportunit y Long-term OO
76 absorbent materials, with contaminated waste managed by licensed waste partners. environmental stewardship can foster stakeholder trust, reduce potential regulatory fines and mitigate liability risks, ultimately supporting the port's long-term operational sustainability and enterprise value. E3. Marine resources ThPA S.A. implements a biannual water anti- pollution drill in collaboration with the harbor authority, ensuring the protection of local marine environments. The port conducts seawater quality monitoring every six months to assess the impact of its operations. Small scale sea pollution incidents that may occur are being tackled successfully according to the requirements of the Emergency Plan ensuring minimal impact on the local ecosystems. The implementation of a robust water anti- pollution plan enhances ThPA S.A.’s enterprise value by mitigating risks associated with environmental compliance and potential liabilities. By preventing pollution incidents and demonstrating accountability in water quality management, the port bolsters its reputation as a responsible operator, increasing trust among stakeholders, clients and regulatory bodies. Opportunit y Long-term OO E5. Resource outflows related to products and services ThPA S.A. is certified under ISO 14001 and actively implements a comprehensive waste management system. Waste is categorized into two primary types: 1) Ship waste, which, while not classified as the port's responsibility, is managed and closely monitored by ThPA S.A.; and 2) Waste generated from the port's own operations, for which the Company has established partnerships with various organizations This proactive approach not only reduces the risk of regulatory penalties but also positions ThPA S.A. as a responsible and sustainable operator, which can attract environmentally conscious customers and partners, ultimately bolstering its enterprise value. Opportunit y Long-term OO/ Downstream
77 to ensure effective management. E5. Resource outflows related to products and services ThPA S.A. ensures responsible management of all port-generated waste by collecting materials and delivering them to licensed companies for proper processing, primarily recycling, in line with circular economy principles. Τhe Company has set up waste collection points within the port and utilizes its own vehicles to transport non- hazardous solid waste from land-based facilities to appropriate storage, treatment, or landfill sites. By effectively managing waste and complying with regulatory requirements, ThPA S.A. enhances its reputation as a responsible operator. This commitment attracts environmentally conscious clients and partners, reduces the risk of regulatory penalties, and can lead to cost savings through improved operational efficiencies, ultimately bolstering the Company's enterprise value. Opportunit y Long-term OO S1. Equal treatment and opportunities for all ThPA S.A. provides accessibility for office positions through elevators, ramps, specialized equipment, and computers to support employees with diverse needs. However, improvements are needed, such as additional resources for visually impaired individuals, to create a fully inclusive work environment. Strong inclusivity may lead to higher employee satisfaction and retention rates, which can improve workforce stability and reduce recruitment costs over time. Opportunit y Long-term OO S1. Equal treatment and opportunities for all ThPA S.A. currently lacks a formal performance evaluation process. A new system has been developed and is pending board approval, with This lack of structured assessment can hinder employee development, reduce motivation and impact overall productivity. Additionally, without Risk Short-term OO
78 implementation scheduled to begin in 2025. clear performance metrics, it becomes challenging to align individual contributions with organizational goals, potentially impacting ThPA S.A.’s operational efficiency and long-term strategic growth. S1. Equal treatment and opportunities for all ThPA S.A. has a policy to prevent and address workplace violence and harassment, in line with a European Directive. It includes a whistleblowing mechanism for both violence/harassment and unethical behavior, with designated persons responsible for handling complaints. This information is available on the website. In terms of enterprise value, these policies enhance the Company’s reputation, build trust with employees, and attract talent. A safe, respectful workplace reduces the risk of legal issues and operational disruptions, leading to improved employee retention, morale, and performance. Opportunit y Long-term OO S1. Other work-related rights ThPA S.A. follows all labor laws and regulations outlined by the EU Directives, ensuring compliance with international standards and human rights guidelines, such as the UN Guiding Principles on Business and Human Rights. So far, there have been no instances of human rights violations, but a process for incident reporting is in place, with reports presented to the Board of Directors. This commitment reduces legal risks related to human rights compliance while offering an opportunity to strengthen stakeholder trust and attract partnerships aligned with social responsibility values. Opportunit y Long-term OO S1. Other work-related rights The Company complies with GDPR standards to ensure the security of employees' personal data, both in printed and electronic form. Additionally, it adheres to By adhering to GDPR standards, the Company reduces the likelihood of costly data breaches and associated legal fees, fines, and Opportunit y Long-term OO
79 ISO 27001:2022, which strengthens its approach to information security, cybersecurity, and privacy protection. compensation payments. S1. Other work-related rights ThPA S.A. maintains a detailed code of ethics outlining business principles and ethical standards, which includes a strict prohibition against child and forced labor, a commitment also reinforced in all supplier contracts. Adhering to ethical standards, such as prohibiting child labor, can enhance ThPA S.A.'s reputation and brand value, potentially leading to increased customer loyalty and investor confidence. This ethical stance can also mitigate risks associated with legal penalties, negative publicity, and potential boycotts, thereby safeguarding the financial health and long-term profitability. Opportunit y Long-term OO S1. Working conditions At ThPA S.A., all employees receive at least the minimum wage, as well as a range of additional benefits depending on their positions. These benefits include private healthcare, life insurance, meal vouchers and discounts. ThPA S.A. fully complies with legal requirements for all types of leave, including maternity and parental leave, ensuring employee rights are upheld. A robust benefits policy makes the Company more attractive to potential employees and improves retention among existing staff. High-quality benefits are especially valued by talent and contribute to a positive workplace culture, reducing turnover costs and fostering loyalty. Opportunit y Long-term OO S1. Working conditions ThPA S.A. records and thoroughly investigates all types of accidents, notifying the Labor Inspectorate and Port Authority as required. All incidents are documented Implementing robust health and safety measures can reduce workplace incidents, lowering associated costs such as medical expenses and lost Opportunit y Long-term OO
80 and assessed, providing the foundation for generating key safety indicators. With ISO 45001 certification in place, the Company upholds a robust health and safety policy, ensuring that all employees are well-informed and committed to maintaining a safe working environment. productivity. These practices also enhance the Company's reputation, making it more attractive to investors and clients concerned with social responsibility, potentially leading to increased business opportunities and financial stability. S1. Working conditions ThPA S.A.’s operations involve heavy machinery, high traffic zones, and hazardous cargo handling, exposing workers to significant physical risks This has the potential to result in serious incidents, legal liabilities, and increased worker compensation claims due to potential inadequate safety practices. By continuously prioritizing safety protocols and worker training ThPA S.A. could avoid any potential regulatory penalties, enhance worker morale and improve employee retention. Risk Long-term OO S3. Communities' civil and political rights ThPA S.A. actually supports freedom of expression and encourages open communications with the local community. The port has established an inclusive Port Community body, ensuring representation from a wide range of stakeholders, to enable local organizations and residents to engage with the Company on legislative changes, operational updates, and By establishing an open dialogue with the local community and supporting the freedom of expression, the Company enhances trust and builds a positive reputation, contributing to stronger community relations and potential support for future projects. This could reduce social resistance to potential Opportunit y Long-term OO/ Downstream
81 investment projects that may impact the community, fostering dialogue and collaborative insights on various port- related matters. operational changes or regulatory approvals. S4. Information- related impacts for consumers and/or end- users ThPA S.A. enforces strict access control over consumer data, limiting access to authorized users only and ensuring data privacy through a dedicated GDPR policy, with privacy statements for each department. There are external interface platforms, and the IT department rigorously enforces security protocols. While no data incidents have occurred, comprehensive measures are in place to mitigate risks should any arise. By maintaining a secure and compliant data management system, the port can mitigate potential financial risks associated with data breaches or compliance violations, which can result in fines and legal expenses. Opportunit y Long-term OO/ Downstream S4. Personal safety of consumers and/or end- users ThPA S.A. has established comprehensive policies and regulations to ensure the safety of all contractors, suppliers & port users within its port facilities, in full compliance with national regulations. These include signed agreements, documented procedures, and mandatory certifications. Strict safety protocols and risk assessments are consistently enforced, with internal inspectors overseeing safety measures. The Company maintains relevant certifications to ensure ongoing compliance and the highest safety standards across its operations. Investing in safety compliance and health protocols, can reduce the Company's insurance costs and liability, while fostering a safe environment. This commitment also strengthens the port's brand reputation. Opportunit y Long-term OO/ Upstream/ Downstream Any gap in implementing or enforcing health and safety protocols for consumers and end- users could lead to safety incidents or non-compliance penalties, which would affect operational continuity and cause significant legals costs. Risk Long-term OO/ Upstream/ Downstream
82 G1. Corporate culture ThPA S.A. has implemented several publicly available policies to ensure strong governance and sustainability in line with corporate culture. These include a recently updated sustainability policy, a conflict of interest policy with clear documentation procedures for executives, and policies on energy management, environmental protection, health and safety (ISO 45001 certified), and cybersecurity. The Company also adheres to an established Code of Ethics, which integrates sustainability aspects like responsible economic practices. These policies improve decision-making, reduce risks, and ensure compliance with industry standards, which strengthens stakeholder trust and mitigates potential liabilities. As a result, the Company’s long- term stability is improved, leading to greater financial performance, a competitive edge, and a positive reputation. Opportunit y Long-term OO G1. Corruption and bribery ThPA S.A. holds ISO 37001:2016 certification, recently renewed and has updated its anti-bribery and whistleblowing policies. These policies include a clear procedure for handling incidents and a reporting channel that protects whistleblower anonymity. To date, no corruption or bribery incidents have been reported. The strong anti- corruption framework can enhance investor confidence and stakeholder trust, potentially leading to increased business partnerships and long- term financial stability. Opportunit y Long-term OO/ Downstream G1. Management of relationships with suppliers including payment practices ThPA S.A. has implemented a policy regarding late payments from/to suppliers, which is embedded within supplier contracts. The policy includes detailed clauses to ensure clear terms on payment timelines and responsibilities, providing a consistent framework The formalized payment terms help mitigate the risk of cash flow disruptions caused by delayed payments. With a structured framework in place, the Company minimizes potential supplier disputes, supporting accurate Opportunit y Long-term Upstream
83 for managing delayed payment scenarios across supplier relationships. budget forecasting and improving cost management. G1. Protection of whistle- blowers ThPA S.A. has a Whistleblowing mechanism that ensures anonymity, with reports made via a special form on the website, phone, in writing or in person. Whistleblowers can choose not to provide personal details, and their identity is protected, even in face-to-face meetings. Retaliation is prohibited. The Compliance department handles investigations following a documented procedure in the complaint management manual. The system is open to employees and partners, promoting a culture of transparency and integrity. A solid Whistleblowing mechanism enhances the port's reputation for integrity and ethical practices and thus can attract socially responsible investors and partners, fostering stakeholder trust and collaboration. Opportunit y Long-term OO/ Downstream [SBM-3 48 a, AR 17, AR 18], [SBM-3 48 c(i), AR 18], [SBM-3 48 c(ii), AR 18], [SBM-3 48 c(iii), AR 18] Disclosure of changes to material impacts, risks and opportunities compared to previous reporting period In 2024, ThPA S.A. carried out its first Double Materiality Analysis to align with CSRD requirements. As a result, the material topics from the previous reporting period were not assessed at the sub-topic and sub-sub-topic levels as outlined by CSRD. Therefore, a direct comparison with the current material topics is not feasible. [SBM-3 48 g, AR 18] Disclosure of specification of impacts, risks and opportunities that are covered by ESRS Disclosure Requirements as opposed to those covered by additional entity-specific disclosures All identified material IROs are covered by ESRS disclosure requirements, and no entity-specific disclosure has been identified. [SBM-3 48 h, AR 18]
84 Disclosure of whether and how material impacts originate from or are connected to strategy and business model ThPA S.A.’s material impacts, inevitably affect, positively and/or negatively, people and the environment in many ways across its value chain, through its operations and activities (e.g. energy consumption) and the internal business environment (e.g. social related matters) in short- term, mid-term and long-term. As mentioned above, these impacts are interconnected and may interact with the strategy and business model through the Company’s strategic focus to support sustainable development. For example, the adoption of energy-efficient practices, recycling activities and initiatives, support of wellbeing of employees etc., demonstrate a comprehensive approach to addressing sustainability-related challenges and create positive outcomes. [SBM-3 48 c(iv), AR 18] Information about resilience of strategy and business model regarding capacity to address material impacts and risks and to take advantage of material opportunities ThPA S.A. has updated its strategy to integrate ESG factors into strategic planning, strengthening the Company’s resilience. In addition to this, it has adapted its business model to address significant sustainability issues. Considering significant ESG factors that affect or could affect ThPA S.A.’s strategy, assures that the Company is prepared for a wide range of challenges and opportunities. Resilience is also reinforced by a comprehensive risk management system involving the entire spectrum of business activities. Therefore, ThPA S.A. is well-equipped to allocate expectations on challenges and minimize their impact. Such systems of business continuity have already been placed in front, quite well-documented elements within and enabled by operational resources, which go further to build back the resilience of the business model and strategy. These ensure that essential services remain available to minimize any disruption and allow the Company to maintain an efficient flow of operations, thereby meeting stakeholder expectations. [SBM-3 48 f, AR 18] Disclosure of current and anticipated effects of material impacts, risks and opportunities on business model, value chain, strategy and decision-making, and how undertaking has responded or plans to respond to these effects Through the DMA process, ThPA S.A. is enabled to clear understanding on the identified material impacts, risks and opportunities affecting both its operations and its value chain. This approach enhances resilience and reinforces sustainability as an integral element of ThPA S.A.’s strategic decision-making. This positions the Company to efficiently allocate resources and track the progress of its commitments by identifying key areas where its business model, strategy, value chain and decision-making processes are affected by the sustainability-related factors. Therefore, these actions and initiatives are both impactful and aligned with stakeholders’ expectations. [SBM-3 48 b, AR 18] Disclosure of current financial effects of material risks and opportunities on financial position, financial performance and cash flows and material risks and opportunities for which there is significant risk of material adjustment within next annual reporting period to carrying amounts of assets and liabilities reported in related financial statements As of the current reporting period, ThPA S.A. has found no financial effects from its material risks and opportunities on its financial position, performance, or cash flows. [SBM-3 48 d, AR 18]
85 Disclosure of anticipated financial effects of material risks and opportunities on financial position, financial performance and cash flows over short-, medium- and long-term Due to the phased-in provision outlined in Appendix C of the ESRS, ThPA S.A. is leveraging the allowed transition period to enhance its methodologies for assessing and quantifying the anticipated financial effects of material risks and opportunities on its financial position, financial performance and cash flows across short-, medium- and long-term horizons. As the Company refines its approach and integrates more robust data analysis, it remains committed to progressively aligning its reporting with regulatory requirements, while ensuring the accuracy and reliability of its disclosures. [SBM-3 48 e, AR 18]
86 Impact, risk and opportunity management 11. IRO-1 - Description of the processes to identify and assess material impacts, risks and opportunities ThPA S.A. conducted its inaugural double materiality assessment to identify, review, and prioritize critical sustainability areas. This approach evaluated port’s sustainability impacts from two perspectives: • Impact materiality: assessing how the Company’s activities affect society, governance, and the environment. • Financial materiality: analyzing how sustainability issues influence ThPA S.A.’s value creation and financial performance. The Double Materiality Assessment forms a cornerstone of ThPA S.A.’s efforts to proactively address stakeholder expectations, adapt to evolving regulatory landscapes and manage sustainability-related risks and opportunities. Step 1: Preliminary understanding of sustainability issues The first phase of ThPA S.A.’s Double Materiality Assessment focused on a benchmarking analysis to build an understanding of the Company’s material topics, both specific to its operations and the broader industry. This process involved a comparative analysis, where ThPA S.A. examined its operations alongside those of its industry peers, thus evaluating key sustainability themes relevant to the Company and the sector. In order to identify the positive, negative, actual and potential impacts arising from its activities, ThPA S.A. held meetings with its internal stakeholders and key representatives of sustainability issues, by conducting working groups to gather the required information on its operations and initiatives. The outcome of these working groups was a long list of impacts, risks, and opportunities, which form the guiding principle for determining Impact Materiality and Financial Materiality. Before initiating the IROs identification phase of the DMA process, ThPA S.A. carefully reviewed and considered other reporting frameworks, including GRI and MSCI. However, the Company solely used ESRS for this assessment. Step 2: Mapping of stakeholders and the value chain A key element of the analysis also involved mapping stakeholders and the value chain. Through this process, ThPA S.A. identified the complete list of stakeholders while examining the channels and frequency of communication with them. By situating the Company within the value chain map and analyzing its operational phases, along with the upstream and downstream segments, ThPA S.A. achieved a comprehensive understanding of its role within the broader spectrum of its operations. Step 3: Scoring of the impacts Impact Materiality The Company’s representatives proceeded to evaluate impacts, risks, and opportunities based on the scoring criteria established by the ESRS standards, distinguishing between Impact Materiality and Financial Materiality. Utilizing the outcomes of the Double Materiality Assessment, the
87 Company identified and analyzed the risks and opportunities tied to its impacts. This process resulted in a prioritized list of sustainability themes, focusing on those with the greatest significance in terms of material impacts, risks, and opportunities. Each impact was assessed across two dimensions—Impact Materiality and Financial Materiality—allowing the Company to align its evaluation of effects on sustainable development with their financial relevance. ThPA S.A. employs an impact materiality assessment process to identify, evaluate, prioritize, and monitor its potential and actual impacts on people and the environment. Impacts are scored based on their severity—defined as a combination of scale, scope, and irreversibility (for negative impacts)—and their likelihood (for potential impacts). At this point it is noted that the Company acknowledges that certain "potential" impacts have been assigned the highest likelihood score due to strong evidence indicating their high probability to materialize. However, to fully comply with ESRS, impacts classified as "actually and potentially" were treated as actual, reflecting their ongoing and future influence, while "potentially" impacts were assessed separately as future risks. The prioritization of impacts applies to both positive and negative and considers their relative severity and likelihood. Internal stakeholder engagement informs these assessments, ensuring external stakeholder concerns are also reflected adequately. Material sustainability matters are determined using scoring thresholds, which establish whether a topic qualifies as material. Financial Materiality In the context of financial materiality, ThPA S.A. assesses the likelihood, magnitude, and nature of the financial effects of identified risks and opportunities through a structured financial materiality scoring process. This assessment evaluates how sustainability-related risks, and opportunities affect the port’s financial performance. The scoring process considers the likelihood of financial outcomes and applies three time horizons—short, medium, and long term—to determine when financial benefits or losses may materialize. The magnitude of financial effects is assessed based on four key parameters: regulatory/legal, operational, reputational, and business/strategic effect. After scoring, thresholds are applied to determine which risks and opportunities are considered material. The Company has incorporated its Enterprise Risk Management (ERM) framework into the assessment process. While other types of risks, such as geopolitical risks were considered, they were not deemed significant enough to be included. Through the Double Materiality Assessment, ThPA S.A. identifies risks and opportunities based on its impacts, rather than dependencies on natural or human capital. This approach ensures a direct link between the Company’s impact and financial materiality. During the workshops held as part of the assessment process, the gross risk perspective was indeed considered; however, it was decided to evaluate the financial effects based on the net risk perspective instead. This decision was made to ensure that the assessment reflects the risks as they stand after considering existing mitigation measures and controls. [IRO-1 53 c, c(i), c(ii), c(iii)] ThPA S.A. assessed whether actions to address negative impacts or leverage opportunities in one sustainability matter led to material negative impacts or risks in another and did not identify any such cases. Step 4: Validation of Impacts, Risks and Opportunities The final phase focused on the validation of the shortlisted material topics and the stakeholder engagement with both internal management and external stakeholders. To ensure the robustness
88 and strategic alignment of the identified impacts, risks, and opportunities, a critical validation step was incorporated into the process, involving a thorough review by Management and members of the Sustainability Committee. This step served to verify that the assessments and scoring mechanisms were consistent with the organization’s broader strategic objectives. The decision-making process for addressing identified risks and opportunities involves multiple levels of review and approval. Initially, risks and opportunities were identified and assessed. It followed a structured, multi-step approach that begun with the identification and assessment of these risks and opportunities. To ensure accountability, specific internal control procedures are in place, including regular monitoring and validation mechanisms. Different key Divisions including Risk Management, Financial, Sustainable Development validated the descriptions and scoring of the impacts, risks and opportunities. This step ensured accuracy and clarity. Finally, the results of financial materiality were reviewed by the Sustainability Committee, ensuring all significant financial implications were addressed. The Sustainability Committee also approved the results, thereby verifying top-level accountability. By engaging executive leadership, the organization was able to ensure that the findings were not only accurate but also aligned with the long-term goals, allowing for a more informed decision-making process that supports strategic priorities. The process of identifying, assessing, and managing impacts and risks followed the DMA methodology. The IROs identification and assessment process is aligned with ThPA S.A.’s enterprise risk management (ERM) framework, ensuring that sustainability-related risks and opportunities are considered alongside financial and operational risks. However, the DMA methodology has not yet been fully integrated into ThPA S.A.’s overall risk management framework or used to assess its overall risk profile. The Company is actively working on incorporating climate and environmental factors into its business and risk management processes. The identification of opportunities has been derived through the DMA process, incorporating insights from stakeholder engagements, business operations and activities, and the active participation of internal experts. As it is the first time the DMA is being conducted to identify, assess and manage IROs, no comparison with previous years is applicable. [ESRS 2 53 d, e, g] Step 5: Stakeholder engagement A stakeholder survey was also conducted to assess and prioritize sustainability material topics, ensuring that the identified sustainability topics not only reflected the Company’s priorities but also resonated with external expectations. The assessment also included direct feedback from external stakeholders, which is crucial in ensuring that their concerns and priorities are adequately reflected in the final materiality list. Engaging with stakeholders—such as customers, suppliers, local communities, investors, and NGOs—enabled the port to gather diverse perspectives on the significance of the identified sustainability issues. • Stakeholder Survey: A structured survey was conducted to assess the relevance of the shortlisted sustainability topics. This survey was designed to capture quantitative data on stakeholder perceptions and qualitative insights into their expectations. • Feedback Analysis: The feedback collected from these engagement activities was analyzed to identify common themes, areas of alignment, and any divergent views regarding the material topics. This analysis informed the final prioritization of issues, ensuring that the materiality list was reflective of stakeholder concerns and priorities.
89 The active involvement of stakeholders in the validation process ensured that the assessment was not only thorough but also aligned with external expectations. By incorporating stakeholder feedback, ThPA S.A. enhanced the transparency of the assessment, demonstrating its commitment to stakeholder inclusion and responsible business practices. This engagement process allowed stakeholders to feel heard and valued, reinforcing the notion that sustainability is a collaborative effort between ThPA S.A. and its community. Furthermore, it helped build trust and fostered a sense of shared responsibility in addressing sustainability challenges. [IRO-1 53 f] Description of the processes to identify and assess material climate-related impacts, risks and opportunities [E1 – IRO-1] ThPA S.A.'s impact on climate change is linked to its greenhouse gas (GHG) emissions, primarily from fuel consumption for transport, equipment and electricity usage. The Company has implemented measures according to ISO 50001 and ISO 14064 to monitor and reduce emissions, including switching to renewable energy, using energy-efficient technologies and installing real- time monitoring systems. Though significant progress has been made in reducing GHG emissions, ThPA S.A. recognizes the importance of a coordinated transition/ decarbonization plan to align with national and global climate goals. Further assessments, particularly regarding supply chain emissions, may be considered for future climate impact management. [IRO-1 20 a, AR 9, AR 10] Climate-related physical and transition risks and opportunities have not yet been assessed through scenario analysis. As a result, the company has not identified specific climate-related hazards or transition events based on high-emission or 1.5°C-aligned climate scenarios. Future assessments may be conducted to evaluate exposure and sensitivity to such risks and opportunities. During the next reporting cycle, the company will discuss the specific timeframe for these assessments. [IRO-1 20 b, 20 c, 21, AR 11 , AR 12, AR 13, AR 14, AR 15] Description of the processes to identify and assess material water and marine resources -related impacts, risks and opportunities [E3 IRO-1] Through a systematic procedure that involves environmental monitoring and risk assessments, ThPA S.A. identifies and evaluates material impacts, risks and opportunities related to water and marine resources. To detect any threats to marine ecosystems and water quality, the Company conducts routine assessments of its operations and the surrounding environment. Seawater quality is monitored every six months as part of the environmental monitoring process. To manage risks associated with water and marine resources, ThPA S.A. also utilizes well-established frameworks, such as emergency response plans and environmental impact assessments. Through its ongoing cooperation with the Harbor Master, particularly in the development and implementation of water protection strategies, opportunities for improvement are explored. ThPA S.A. has consulted with key stakeholders, as part of its commitment to promote sustainable practices, concerning water and marine resources. An external stakeholder questionnaire was developed by the Company to gather the views of affected stakeholders on material sustainability topics, such as water and marine resources. The questionnaire examined, among other things, the possible correlation between the Company's operations and services and marine resources
90 and therefore to what extent they affect them. Those consultations were designed to ensure that concerns and insights from stakeholders, including communities directly impacted, were considered in the assessment of impacts, risks and opportunities regarding water and marine resources practices by ThPA S.A. Description of the processes to identify and assess material resource use and circular economy-related impacts, risks and opportunities [E5 IRO-1] ThPA S.A. conducted a Double Materiality Assessment (DMA) to screen its assets and activities with the intention of determining and evaluating actual and potential impacts, risks and opportunities related to resource use and circular economy, across the Company's value chain. Through the DMA process, the Company considered various assumptions, including regulatory compliance and goals for long-term environmental sustainability. The results of the DMA guide the Company's decisions regarding its sustainability-related issues. ThPA S.A. implements a comprehensive waste management approach to systematically assess and manage waste-related impacts across its operations and value chain. Through its Port Waste Management Plan, the Company evaluates waste generation, recycling, reuse and disposal processes. Key factors such as waste type, volume, disposal methods, resource recovery potential and compliance with local, national and EU regulations are considered (e.g. Directive 2008/98/EC - Waste Framework Directive - of the European Parliament and of the Council which is also embedded in national regulations). The implementation of waste registration and monitoring systems identifies areas where significant quantities of waste are generated and provides opportunities for reduction or recycling. ThPA S.A. manages all ship waste that is delivered to its facilities according to a Ship- waste and cargo residues management plan in collaboration with two licensed contractors that were selected based on open tenders according to the provisions of EU Regulation 352/2017. [IRO-1 11 a, AR 1-7] ThPA S.A. has consulted with key stakeholders, as part of its commitment to promote sustainable practices, concerning circular economy. By means of an external stakeholder questionnaire, the Company surveyed affected communities for their views on material sustainability topics, such as circular economy. The questionnaire focused on the Company’s operations and services and the ways they relate to and affect circular economy and more specifically waste reduction and management. Those consultations were designed to ensure that concerns and insights from stakeholders, including communities directly impacted, were considered in the assessment of impacts, risks and opportunities regarding circular economy practices by ThPA S.A. [IRO-1 11 b] Description of the processes to identify and assess material impacts, risks and opportunities [G1 IRO-1] ThPA S.A. identifies material impacts, risks, and opportunities (IROs) related to business conduct by following a structured process that incorporates location, activity, sector and transaction structure. The Company targets regional growth through partnerships with local businesses and SMEs mainly in Thessaloniki and Central Macedonia. The Company also screens its activities for governance-related issues such as corporate culture, prevention of corruption, management of supplier relationships, participation in political initiatives and protection of whistleblowers. As part of the port and logistics sector, ThPA S.A. aligns its practices with industry-specific risks and
91 opportunities, embedding governance principles into transaction frameworks such as supplier contracts to promote ethical practices, ensure compliance with ESG standards and mitigate financial and operational risks. This thorough approach ensures that ThPA S.A. effectively addresses material impacts and risks, while leveraging opportunities to align its business conduct with ethical practices, strategic goals and sustainable development. [IRO-1 6] 12. IRO-2 – Disclosure requirements in ESRS covered by the undertaking’s sustainability statement The tables below outline all ESRS disclosure requirements from ESRS 2 and the eight relevant topical standards that are material to ThPA S.A. and have shaped the preparation of our sustainability statements. Disclosure requirements for topical standards E2, E4 and S2 are excluded, as these fall below our materiality thresholds. The tables serve as a guide to locate information on specific disclosure requirements within the sustainability statement. In cases where we do not yet have any information related to a disclosure requirement, no reference is made. Cross-cutting standards Disclosure requirements Section/ report ESRS 2 General Requirements BP-1 General basis for preparation of the sustainability statement BP-1 - General basis for preparation of the sustainability statement BP-2 Disclosures in relation to specific circumstances BP-2 - Disclosures in relation to specific circumstances Datapoints that derive from other EU legislation BP-2 - Disclosures in relation to specific circumstances GOV-1 The role of the administrative, management and supervisory bodies GOV-1 - The role of the administrative, management and supervisory bodies GOV-2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies GOV-2 Sustainability governance GOV-3 Integration of sustainability-related performance in incentive schemes GOV-3 - Integration of sustainability-related performance in incentive schemes
92 GOV-4 Statement on sustainability due diligence GOV-4 - Statement on sustainability due diligence GOV-5 Risk management and internal controls over sustainability reporting GOV-5 - Risk management and internal controls over sustainability reporting SBM-1 Strategy, business model and value chain (products, markets, customers) SBM-1 - Strategy, business model and value chain Strategy, business model and value chain (headcount by country) SBM-1 - Strategy, business model and value chain Strategy, business model and value chain (breakdown of revenue) SBM-1 - Strategy, business model and value chain SBM-2 Interests and views of stakeholders SBM-2 - Interests and views of stakeholders SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model SBM-3 - Material impacts, risks and opportunities and their interaction with strategy and business model IRO-1 Description of the process to identify and assess material impacts, risks, and opportunities IRO-1 - Description of the process to identify and assess material impacts, risks, and opportunities IRO-2 Disclosure requirements in ESRS covered by the undertaking’s sustainability statement IRO-2 - Disclosure requirements in ESRS covered by the undertaking’s sustainability statement Environmental Standards Disclosure requirements Section/ report ESRS E1 Climate Change ESRS 2, GOV-3 Integration of sustainability-related performance in incentive schemes GOV-3 - Integration of sustainability-related performance in incentive schemes E1-1 Transition plan for climate change mitigation E1-1 - Transition plan for climate change mitigation
93 ESRS 2, SBM-3 Material impacts, risks and opportunities, and their interaction with strategy and business model SBM-3 - Material impacts, risks and opportunities, and their interaction with strategy and business model ESRS 2, IRO-1 Description of the processes to identify and assess material climate related impacts, risks, and opportunities IRO-1 - Description of the process to identify and assess material impacts, risks, and opportunities E1-2 Policies related to climate change mitigation and adaptation E1-2 - Policies related to climate change mitigation and adaptation E1-3 Actions and resources in relation to climate change policies E1-3 - Actions and resources in relation to climate change policies E1-4 Targets related to climate change mitigation and adaptation E1-4 - Targets related to climate change mitigation and adaptation E1-5 Energy consumption and mix E1-5 - Energy consumption and mix E1-6 Gross Scopes 1, 2, 3 and total GHG emissions E1-6 - Gross Scopes 1, 2, 3 and total GHG emissions E1-7 GHG removals and GHG mitigation projects financed through carbon credits E1-7 - GHG removals and GHG mitigation projects financed through carbon credits E1-8 Internal carbon pricing E1-8 - Internal carbon pricing E1-9 Anticipated financial effects from material physical and transition risks and potential climate-related opportunities Phased - in Environmental Standards Disclosure requirements Section/ report ESRS E3 Water and marine resources ESRS 2 IRO- 1 Description of the processes to identify and assess material pollution-related impacts, risks, and opportunities IRO-1 - Description of the process to identify and assess material impacts, risks, and opportunities
94 E3-1 Policies related to water and marine resources E3-1 - Policies related to water and marine resources E3-2 Actions and resources related to marine resources E3-2 - Actions and resources related to marine resources E3-3 Targets related to water and marine resources E3-3 - Targets related to water and marine resources E3-4 Water consumption E3-4 - Water consumption E3-5 Anticipated financial effects from pollution- related impacts, risks, and opportunities Phased - in Environmental Standards Disclosure requirements Section/ report ESRS E5 Resource use and circular economy ESRS 2, IRO-1 Description of the processes to identify and assess material resource use and circular economy-related impacts, risks, and opportunities IRO-1 - Description of the process to identify and assess material impacts, risks, and opportunities E5-1 Policies related to resource use and circular economy E5-1 - Policies related to resource use and circular economy E5-2 Actions and resources related to resource use and circular economy E5-2 - Actions and resources related to resource use and circular economy E5-3 Targets related to resource use and circular economy E5-3 - Targets related to resource use and circular economy E5-4 Resource inflows E5-4 - Resource inflows E5-5 Resource outflows E5-5 - Resource outflows E5-6 Anticipated financial effects from biodiversity and ecosystems-related risks and opportunities Phased - in
95 Social Standards Disclosure requirements Section/ report ESRS S1 Own Workforce ESRS 2, SBM-2 Interests and views of stakeholders SBM-2 – Interests and views of stakeholders ESRS 2, SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model S1-1 Policies related to own workforce S1-1 – Policies related to own workforce S1-2 Processes for engaging with own workers and workers’ representatives about impacts S1-2 – Processes for engaging with own workers and workers’ representatives about impacts S1-3 Processes to remediate negative impacts and channels for own workers to raise concerns S1-3 – Processes to remediate negative impacts and channels for own workers to raise concerns S1-4 Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions S1-4 Actions S1-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities S1-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities S1-6 Characteristics of the undertaking’s employees S1-6 Characteristics of the undertaking’s employees S1-7 Characteristics of non-employee workers in the undertaking’s own workforce S1-7 Characteristics of non-employee workers in the undertaking’s own workforce S1-8 Collective bargaining coverage and social dialogue S1-8 Collective bargaining coverage and social dialogue S1-9 Diversity metrics S1-9 Diversity metrics S1-10 Adequate wages S1-10 Adequate wages
96 S1-11 Social Protection S1-11 Social Protection S1-12 Persons with disabilities S1-12 Persons with disabilities S1-13 Training and skills development metrics S1-13 Training and skills development metrics S1-14 Health and safety metrics S1-14 Health and safety metrics S1-15 Work-life balance metrics S1-15 Work-life balance metrics S1-16 Remuneration metrics (pay gap and total remuneration) S1-16 Remuneration metrics (pay gap and total remuneration) S1-17 Incidents, complaints and severe human rights impacts S1-17 Incidents, complaints and severe human rights impacts Social Standards Disclosure requirements Section/ report ESRS S3 Affected communities ESRS 2, SBM-2 Interests and views of stakeholders SBM-2 Interests and views of stakeholders ESRS 2, SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model S3-1 Policies related to affected communities S3-1 Policies related to affected communities S3-2 Processes for engaging with affected communities about impacts S3-2 Processes for engaging with affected communities about impacts S3-3 Processes to remediate negative impacts and channels for affected communities to raise concerns S3-3 Processes to remediate negative impacts and channels for affected communities to raise concerns S3-4 Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions S3-4 Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected
97 communities, and effectiveness of those actions S3-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities S3-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities Social Standards Disclosure requirements Section/ report ESRS S4 Consumers and end-users ESRS 2, SBM- 2 Interests and views of stakeholders SBM-2 Interests and views of stakeholders ESRS 2, SBM- 3 Material impacts, risks and opportunities and their interaction with strategy and business model SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model S4-1 Policies related to consumers and end- users S4-1 Policies related to consumers and end-users S4-2 Processes for engaging with consumers and end-users about impacts S4-2 Processes for engaging with consumers and end-users about impacts S4-3 Processes to remediate negative impacts and channels for consumers and end-users to raise concerns S4-3 Processes to remediate negative impacts and channels for consumers and end-users to raise concerns S4-4 Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions S4-4 Taking action on material impacts on consumers and end- users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions S4-5 Targets related to managing material negative impacts, advancing positive S4-5 Targets related to managing material negative impacts, advancing
98 impacts, and managing material risks and opportunities positive impacts, and managing material risks and opportunities Government Standards Disclosure requirements Section/ report ESRS G1 Business Conduct ESRS 2, GOV-1 The role of the administrative, supervisory and management bodies GOV-1 The role of the administrative, supervisory and management bodies ESRS 2, IRO-1 Description of the processes to identify and assess material impacts, risks and opportunities IRO-1 Description of the processes to identify and assess material impacts, risks and opportunities G1-1 Business conduct policies and corporate culture G1-1 Business conduct policies and corporate culture G1-2 Management of relationships with suppliers G1-2 Management of relationships with suppliers G1-3 Prevention and detection of corruption and bribery G1-3 Prevention and detection of corruption and bribery G1-4 Incidents of corruption or bribery G1-4 Incidents of corruption or bribery G1-5 Political influence and lobbying activities G1-5 Political influence and lobbying activities G1-6 Payment practices G1-6 Payment practices Datapoints that derive from other EU legislation The table below includes all the datapoints that derive from other EU legislation as listed in ESRS 2 appendix B, indicating where the data points can be found in ThPA S.A.’s report and which data points are assessed as “Not material” (NM), “Not available” (NAv) and “Not Applicable” (NA).
99 Disclosure Requiremen t Data poin t Sustainability Statements | Appendix SFDR referenc e Pillar 3 referenc e Benchmar k regulation reference EU Climate Law referenc e Section in the Statement/ NM/NAv/N A ESRS 2 GOV- 1 21 (d) Board's gender diversity ⃝ ⃝ GOV-1 The role of the administrativ e, supervisory and management bodies ESRS 2 GOV- 1 21 (e) Percentage of board members who are independent ⃝ GOV-1 The role of the administrativ e, supervisory and management bodies ESRS 2 GOV- 4 30 Statement on due diligence ⃝ GOV-4 - Statement on sustainability due diligence ESRS 2 SBM- 1 40 (d) i Involvement in activities related to fossil fuel activities ⃝ ⃝ ⃝ SBM-1 - Strategy, business model and value chain ESRS 2 SBM- 1 40 (d) ii Involvement in activities related to chemical production ⃝ ⃝ SBM-1 - Strategy, business model and value chain ESRS 2 SBM- 1 40 (d) iii Involvement in activities related to controversial weapons ⃝ ⃝ SBM-1 - Strategy, business
100 model and value chain ESRS 2 SBM- 1 40 (d) iv Involvement in activities related to cultivation and production of tobacco ⃝ SBM-1 - Strategy, business model and value chain ESRS E1-1 14 Transition plan to reach climate neutrality by 2050 ⃝ NAv ESRS E1-1 16 (g) Undertakings excluded from Paris-aligned Benchmarks ⃝ ⃝ NAv ESRS E1-4 34 GHG emission reduction targets ⃝ ⃝ ⃝ NAv ESRS E1-5 38 Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors) ⃝ E1-5 Energy consumption and mix ESRS E1-5 37 Energy consumption and mix ⃝ E1-5 Energy consumption and mix ESRS E1-5 40- 43 Energy intensity associated with activities in high climate impact sectors ⃝ E1-5 Energy consumption and mix ESRS E1-6 44 Gross Scope 1, 2, 3 and Total GHG emissions ⃝ ⃝ ⃝ E1-6 Gross Scope 1, 2, 3 and Total GHG emissions ESRS E1-6 53- 55 Gross GHG emissions intensity ⃝ ⃝ ⃝ E1-6 Gross Scope 1, 2, 3 and Total
101 GHG emissions ESRS E1-7 56 GHG removals and carbon credits ⃝ NA ESRS E1-9 66 Exposure of the benchmark portfolio to climate-related physical risks ⃝ Nav (phase- in) ESRS E1-9 66 (a); 66 (c) Disaggregation of monetary amounts by acute and chronic physical risk; Location of significant assets at material physical risk ⃝ NAv (phase- in) ESRS E1-9 67 (c) Breakdown of the carrying value of its real estate assets by energy-efficiency classes ⃝ NAv (phase- in) ESRS E1-9 69 Degree of exposure of the portfolio to climate-related opportunities ⃝ NAv (phase- in) ESRS E2-4 28 Amount of each pollutant listed in Annex II of the E- PRTR Regulation emitted to air, water, and soil ⃝ NM ESRS E3-1 9 Water and marine resources ⃝ E3-1 Policies related to water and marine resources ESRS E3-1 13 Dedicated policy ⃝ E3-1 Policies related to water and
102 marine resources ESRS E3-1 14 Sustainable oceans and seas ⃝ NAv ESRS E3-4 28 (c) Total water recycled and reused. ⃝ NAv ESRS E3-4 29 Total water consumption in m3 per net revenue on own operations ⃝ E3-4 Water Consumption ESRS 2- SBM 3 - E4 16 (a) i ⃝ NM ESRS 2- SBM 3 - E4 16 (b) ⃝ NM ESRS 2- SBM 3 - E4 16 (c ⃝ NM ESRS E4-2 24 (b) Sustainable land / agriculture practices or policies ⃝ NM ESRS E4-2 24 (c) Sustainable oceans / seas practices or policies ⃝ NM ESRS E4-2 24 (d) Policies to address deforestation ⃝ NM ESRS E5-5 37 (d) Non-recycled waste ⃝ E5-5 Resource outflows ESRS E5-5 39 Hazardous waste and radioactive waste ⃝ E5-5 Resource outflows ESRS 2- SBM3 - S1 14 (f) Risk of incidents of forced labor ⃝ SBM-3 – S1 Material impacts, risks and opportunities and their interaction with strategy
103 and business model ESRS 2- SBM3 - S1 14 (g) Risk of incidents of child labor ⃝ SBM-3 – S1 Material impacts, risks and opportunities and their interaction with strategy and business model ESRS S1-1 20 Human rights policy commitments ⃝ S1-1 Policies related to own workforce ESRS S1-1 21 Due diligence policies on issues addressed by the fundamental International Labor Organization Conventions 1 to 8 ⃝ S1-1 Policies related to own workforce ESRS S1-1 22 Processes and measures for preventing trafficking in human beings ⃝ S1-1 Policies related to own workforce ESRS S1-1 23 Workplace accident prevention policy or management system ⃝ S1-1 Policies related to own workforce ESRS S1-3 32 (c) Grievance/complain ts handling mechanisms ⃝ S1-3 Processes to remediate impacts and channels for own workers to raise concerns
104 ESRS S1-14 88 (b) and (c) Number of fatalities and number and rate of work-related accidents ⃝ ⃝ S1-14 Health and safety metrics ESRS S1-14 88 (e) Number of days lost to injuries, accidents, fatalities, or illness ⃝ S1-14 Health and safety metrics ESRS S1-16 97 (a) Unadjusted gender pay gap ⃝ ⃝ S1-16 Remuneratio n metrics (pay gap and total remuneration ) ESRS S1-16 97 (b) Excessive CEO pay ratio ⃝ S1-16 Remuneratio n metrics (pay gap and total remuneration ) ESRS S1-17 103 (a) Incidents of discrimination ⃝ S1-17 Incidents, complaints and severe human rights impacts ESRS S1-17 104 (a) Non-respect of UNGPs on Business and Human Rights and OECD ⃝ ⃝ S1-17 Incidents, complaints and severe human rights impacts ESRS 2- SBM3 – S2 11 (b) Significant risk of child labour or forced labour in the value chain ⃝ NM ESRS S2-1 17 Human rights policy commitments ⃝ NM
105 ESRS S2-1 18 Policies related to value chain workers ⃝ NM ESRS S2-1 19 Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines ⃝ ⃝ NM ESRS S2-1 19 Due diligence policies on issues addressed by the fundamental International Labor Organization Conventions 1 to 8 ⃝ NM ESRS S2-4 36 Human rights issues and incidents connected to its upstream and downstream value chain ⃝ NM ESRS S3-1 16 Human rights policy commitments ⃝ S3-1 Policies related to affected communities ESRS S3-1 17 Non-respect of UNGPs on Business and Human Rights, ILO principles or and OECD guidelines ⃝ ⃝ S3-1 Policies related to affected communities ESRS S3-4 36 Human rights issues and incidents ⃝ S3-4 Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material
106 opportunities related to affected communities, and effectiveness of those actions ESRS S4-1 16 Policies related to consumers and end- users ⃝ S4-1 Policies related to consumers and end- users ESRS S4-1 17 Non-respect of UNGPs on Business and Human Rights and OECD guidelines ⃝ ⃝ S4-1 Policies related to consumers and end- users ESRS S4-4 35 Human rights issues and incidents ⃝ S4-4 Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to consumers and end- users, and effectiveness of those actions ESRS G1-1 §10 (b) United Nations Convention against Corruption ⃝ G1-1 Business conduct policies and
107 corporate culture ESRS G1-1 §10 (d) Protection of whistle- blowers ⃝ G1-1 Business conduct policies and corporate culture ESRS G1-4 §24 (a) Fines for violation of anti-corruption and anti-bribery laws ⃝ ⃝ G1-4 Incidents of corruption or bribery ESRS G1-4 §24 (b) Standards of anti- corruption and anti- bribery ⃝ G1-4 Incidents of corruption or bribery
13. MDR-P – Policies adopted to manage material sustainability matters ThPA S.A. has established a range of policies, which are in place to prevent, mitigate and remediate actual and potential sustainability- related identified impacts, risks and opportunities. The responsible persons for their implementation, continuously monitor effectiveness with actions reported alongside relevant disclosures. The Table below discloses ThPA S.A.’s policies related to specific sustainability matters. Policy Description Scope Accountable for implementation Internationally recognized instruments Availability Environmental Policy The Policy is designed to promote sustainable development through the provision of quality and environmentally friendly services and is one of the main strategic goals of ThPA S.A. In this context, ThPA S.A. has designed and implements an Environmental Management System in accordance with the requirements of the International Standard ELOT EN ISO 14001: 2015 based on its needs and aspirations and in accordance with Legal and Regulatory requirements of applicable National and European legislation. ThPA S.A. has adopted several commitments related to environmental protection. To ensure these commitments, ThPA S.A. continuously improves the Environmental Management System by using the following processes: • Management Reviews • Internal Audits Company Director of Sustainability & Environmental Strategy ISO 14001 Corporate website
109 • Identification and evaluation of the environmental aspects of its activities and their impact • Corrective actions Sustainability Policy ThPA S.A. has decided to develop a Sustainability Policy in order to better communicate its ongoing efforts towards sustainability. The Sustainability Policy also supports ThPA S.A.’s efforts to meet its role as a vital part of economic activity in Greece, the Balkans and Southeast Europe. The Company’s ambition is to create economic value and social surplus, always in accordance with the principles of sustainable development and environmental protection. The Sustainability Strategy of the Company is based on four pillars: • Creating Sustainable Value • Environment • Society • Governance These pillars constitute the framework for all actions and initiatives related to ESG implementation throughout the Company. To support this effort, the Company is committed to adopting responsible practices, introducing due diligence mechanisms, making commitments and setting targets and KPIs. Company, Local communities Director of Sustainability & Environmental Strategy N/A Corporate website
110 Energy Management Policy ThPA S.A., considers the ongoing energy and climate crisis, the requirements of the National and European legislation and thus is making continuous efforts to reduce its energy footprint and the greenhouse gas emissions of its activities through various commitments such as the continuous improvement of its energy performance. Company Director of Sustainability & Environmental Strategy ISO 50001 Corporate website Procurement Regulation The Procurement Policy sets out the terms and conditions, rules and principles governing the procurement function and procedures of ThPA S.A. The main objectives of the Policy are: • To ensure that works, goods and services procured meet the Company’s business needs and requirements in terms of quality, safety and efficiency • To achieve optimal use of ThPA S.A.’s resources and optimize the added value for the Company, in terms of cost, quality and delivery time • To ensure transparency and effectiveness across all procurement procedures • To promote fair competition • To ensure probity and accountability for outcomes – probity means integrity and honesty, and the Company conducts its purchasing activities with the utmost probity • To provide guidance to the Company to allow consistency across all procurement activities Company, suppliers Procurement & Investments Division Director All the principles of European and national procurement law Corporate website
111 • To prevent, adequately control and avert the risks the Company is exposed to Code of Ethics Includes the fundamental principles (integrity, technological Leadership and Innovation, team spirit, merit-based approach, gifts, invitations and other donations, compliance, non- discrimination, harassment, reporting violations), rules and values that shape the framework of corporate activities and determine ThPA S.A.’s daily conduct and practice. The sum of these rules and principles describes the type of behavior that the Company expects from its people, as well as the way in which they conduct their business activities with its customers, its suppliers and all its associates. The Code of Ethics and the related procedures and measures apply to all workers, employees, executives, and Senior Management. ThPA S.A. also encourages its contractors, suppliers, associates, consultants, users and other business partners to respect the principles of this Code. Company, Business relationships, Partners, Community Corporate Governance N/A Corporate website Diversity Policy The Company’s objective is to treat all employees honestly and fairly, and to promote their advancement and growth. The policy of THPA S.A. is to operate under fair and legal procedures of human resources management, Company HR Director N/A Corporate website
112 and not to discriminate on the basis of age, race, gender, color, ethnic origin, religious beliefs, health status, sexual preferences, political or ideological views, or other employee characteristics that are protected by laws and regulations. Employees are required to comply with all laws and regulations and to perform their work in light of the above non- discrimination principle. Recruitment Policy Includes all activities related to the planning, recruitment, selection and hiring of new employees at ThPA S.A. The execution of the steps and activities that make up the overall recruitment process is aimed at attracting and recruiting staff through proper and merit-based criteria to meet the Company's requirements and to ensure the ability of new employees to meet the company's needs and help achieve its strategic objectives. At the same time, they aim to ensure transparency of procedures in order to strengthen the climate of trust in the company. The following steps constitute the recruitment process: • Forecasting Human Resource Needs, • Vacancy Coverage Request, • Candidate Search, • Recruitment Application Management, • Candidate Evaluation and Selection, • Hiring Company HR Director N/A Corporate intranet & Sustainability Report
113 Training and Development Policy This Training and Development Policy aims to outline the process for: • Identification • Analysis • Planning • Implementation, and • Evaluation of employee Training and Development programs. All employees of the Company have the right to participate in training and development programs that the company determines they should attend, in line with its personnel training policy. Company HR Director N/A Corporate intranet & Sustainability Report Policy to prevent and combat violence and harassment This Policy contains the assessment of the risks of violence, harassment, discrimination and breach of equal opportunities at work, measures to prevent, control, limit and address such risks and to monitor such incidents or behaviors, the actions that will be in place to inform and raise awareness of the staff, the rights and obligations of the employees and the Company, as well as of the persons who exercise the managerial right or represent the company, to the extent of their own responsibility, in case of such incidents are reported or actually happen. The Policy also includes the procedure for managing internal complaints about the above incidents, the Company HR Director All the principles of national law regarding direct and indirect discrimination on grounds of gender in harassment and sexual harassment Corporate intranet
114 secure and easily accessible communication channels for receiving complaints. Occupational Health and Safety Policy The defense of Health and Safety at work, as well as the creation and maintenance of a healthy and safe working environment, are the main priorities of ThPA S.A. It is a commitment of the Management to provide safe and healthy working conditions for the prevention of accidents at work and occupational diseases as well as the continuous improvement of the efficiency of the Management System for Health and Safety at work. Company, Suppliers & Contractors, Consumers and end- users Head of Quality, Health & Safety Department ISO 45001 Corporate website Business Continuity Policy The purpose of this Policy is to provide a general framework through which an effective System is established and implemented, which: • ensures that critical activities, support resources and interdependencies between them are identified • takes into account the results of the business continuity risk assessment and business impact analysis, in order to select the appropriate business continuity strategy • remains effective in achieving the objectives and meeting the requirements of business continuity, while fully in line with the requirements of the International Standard ELOT EN ISO 22301: 2019. Company CEO ISO 22301 Corporate website
115 Quality Policy The Policy aims to meet the requirements of the modern business reality and ensure the ongoing improvement of its processes with a view to achieving top customer satisfaction. In this context, ThPA S.A., seeks to: • Comply with the requirements of ISO 9001:2015 • Comply with the applicable relevant legislation, International Codes and best practices • Provide ongoing information and training to all its employees through training programmes • Constantly improve the Quality Insurance System and the company operations Company Head of Quality, Health & Safety Department ISO 9001 Corporate website Policy on the Protection of Confidential Information Members of the Board of Directors are obligated to maintain the confidentiality of any non- public, proprietary, or sensitive company information. Such information may only be used in relation to their role as Directors and must not be disclosed or utilized for any personal or external purpose. Any breach of this obligation may result in disciplinary or legal consequences. Company Corporate Governance N/A Corporate website Conflict of Interest Policy This Policy establishes the concept of conflict of interest, the persons liable to comply with the policy, as well as those special cases where it is possible for a conflict of interest to ensue. The purpose of this Policy is to institute substantial rules which delimit the conflicts of interest Company Compliance and Risk Management Officer N/A Corporate website
116 within the corporate organization, in order for the competent administrative, managerial and supervisory bodies to be able to: (a) identify, evaluate, anticipate, manage, deal with or and avert similar states and, subsequently, to (b) safeguard and promote the corporate interest. Suitability of BoD Members Policy The Suitability Policy for the members of the Board of Directors of the Company defines the basic principles and framework for the selection, renewal of the term of office and replacement of the members of the BoD, as well as the criteria set for that purpose. Company Nomination Committee N/A Corporate website Remuneration Policy The objective of the Remuneration Policy is to maximize the value of the Company by enhancing and adopting procedures of continuous improvement, evolution, high performance & commitment, taking into account all parties involved, being thus in line with and contributing to the Company’s business strategy. It aims to attract and retain highly qualified executives from the international market. Moreover, it helps prevent or minimize conflict of interest situations and promotes sound and effective risk management while discouraging excessive risk taking, as long as pay is not related to achieving excessive profits but to the firm's steady growth path. Company Remuneration Committee N/A Corporate website
117 Risk Management Policy The purpose of the Risk Management Policy is to establish the framework under which the Company can identify, assess and manage the risks associated with its activities, processes and operating systems. More specifically, the Risk Management Policy of the Company aims at: • Aligning its risk management strategy with the strategic goals of the Board of Directors. • Establishing unified risk management procedures. • Minimizing the level of possible and/or actual losses associated with the following risk categories: 1. Business Continuity 2. Information Security & Resilience 3. Reputation & Credibility 4. Health & Safety 5. Legislative/Regulatory compliance 6. Financial State & Charges 7. Environmental Compliance. Company Compliance and Risk Management Officer N/A Corporate intranet Anti-bribery Policy The Anti-Bribery Policy of ThPA S.A. implements a zero-tolerance policy in case of corruption and bribery. Its purpose is to provide a more general framework through which an effective System is established and implemented, which: • ensures compliance with applicable Greek and Community legislation. Company, business relationships Compliance and Risk Management Officer ISO 37001 Corporate intranet
118 • ensures understanding of the definition of bribery and the forms of bribery we encounter. • takes into account the results of the bribery risk assessment to select the appropriate strategy. • encourages confidential reporting of any incident or suspicion of bribery through specific means of communication. • contributes to the vigilance of employees and associates for the recognition of actions related to bribery and the protection of the reputation of ThPA S.A. • remains effective in achieving the goals and meeting the requirements of business continuity, while fully in line with the requirements of the International Standard ELOT EN ISO 37001:2016. ICT Security Policy ThPA S.A. enforces an ICT Security Policy to protect company data and systems, ensuring confidentiality, integrity, availability, and privacy. Aligned with ISO/IEC 27001, it sets controls against threats and maintains a strong security framework. Company, Local communities, Consumers and end- users ICT & DT Director ISO 27001 Corporate intranet
119 14. MDR-A – Actions and resources in relation to material sustainability matters ThPA S.A. 's actions related to material sustainability matters are detailed within the topical standards of its sustainability statement. E1 Climate change 15. Governance GOV-3 Integration of sustainability-related performance in incentive schemes ThPA S.A. does not currently factor climate-related considerations into the remuneration of members of its administrative, management, and supervisory bodies. Their performance is not assessed against the GHG emission reduction targets since those have not yet been set, and no percentage of remuneration recognized in the current period is linked to climate- related considerations. E1.GOV-3 13 16. Strategy E1-1 – Transition plan for climate change mitigation A formal transition plan for climate change mitigation has not been yet adopted by ThPA S.A.. The Company nevertheless considers it essential to be in line with climate-related targets and is reviewing its operational and strategic framework to align climate resilience and mitigation strategies. As a priority in ThPA S.A.’s strategic agenda, the formation of a comprehensive transition plan is in progress. ThPA S.A. intends to align this plan with the Paris Agreement objectives and applicable ESRS standards for sustainable operations and stakeholder alignment. A specific adoption date will be fixed after this preparatory phase ends. [E1-1 17] SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model ThPA S.A. has adapted its strategy and business model to address climate change by integrating sustainability principles into its operations. The Company takes eco-social costs into account, such as greenhouse gas emissions from energy use, waste generation and the upgrading of infrastructure and systems. It also creates value by aligning its activities with sustainable development, innovation, and resource efficiency. Recently, ThPA S.A. has modified its business model to better meet its climate change mitigation goals. For example: • Investing in Renewable Energy: ThPA S.A. aims to reduce carbon emissions, achieve net-zero energy consumption, and support global climate goals. • Advanced Technologies for Emission Reduction: The Company is transitioning to hybrid equipment and purchasing machinery with specifications that allow it to significantly reduce operational emissions. This transition improves ThPA S.A.’s environmental performance and enhances its path towards more sustainable port operations. • Infrastructure Climate Resilience: ThPA S.A. is modernizing its infrastructure to address climate risks—particularly extreme weather conditions—and ensure operational continuity. Their risk management system includes floodwater management networks, salting roads during icy conditions, halting operations during high winds or extreme
120 heat and upgrading infrastructure to withstand these challenges. These proactive measures protect key assets and support the Company’s long-term sustainable operation. By incorporating sustainability considerations into its competitive business model, ThPA S.A. is preparing for climate change while creating shared value for stakeholders and contributing to sustainable development. ThPA S.A. considers its climate-related material risks to be transition risks. Even though the absence of a dedicated transition plan and specific decarbonization targets could raise investors' concerns, ThPA S.A. recognizes the importance of these initiatives and plans to adopt a transition plan in the future. The Company will further discuss the timeline for its adoption in the next reporting cycle, including the potential setting of more specific decarbonization targets High energy consumption is also considered a transition risk, as of the increase of operations costs and exposure to future regulations for carbon emission reduction. Through its proactive and thorough approach for energy efficiency measures and renewable energy initiatives, the Company seeks to enhance both financial resilience and operational efficiency as regulatory and market conditions evolve. The Company has not yet conducted a formal resilience analysis of its strategy and business model in relation to climate change using climate scenario analysis as defined in ESRS 2 IRO- 1. Yet the Company recognizes the importance of managing climate risks and opportunities in its strategic planning and risk management activities. Eventually ThPA S.A. plans to integrate a resilience analysis into its overall climate-related strategy following best practice and regulatory requirements. This analysis includes scenario-based assessments of how different climate pathways might affect the Company’s operations, financial performance, and long- term strategy. ThPA S.A. intends to start this process in the coming years and disclose the results in subsequent reporting cycles. [E1.SBM-3 18] 17. Impact, risk and opportunity management E1-2 - Policies related to climate change mitigation and adaptation ThPA S.A. has implemented policies to manage its material impacts, risks and opportunities related to climate change mitigation and adaptation. The Environmental Policy promotes sustainable development through eco-friendly services and is supported by an ISO 14001:2015 certified Environmental Management System. This system ensures compliance with national and EU regulations, pollution prevention and continuous improvement of environmental performance. Environmental aspects and impacts are identified, monitored and controlled by ThPA S.A., enabling the Company to anticipate and address environmental challenges. Through corrective actions, internal audits and management reviews, ThPA S.A. builds operational resilience and supports climate change mitigation. The policy is regularly reviewed, updated, and published. The Sustainability Policy aligns with ThPA S.A.'s goals for energy efficiency, climate change mitigation, and air quality management. It focuses on reducing direct GHG emissions from fossil fuel consumption and indirect emissions from electricity generation. To limit its climate impact, ThPA S.A. has established environmental monitoring programs, implemented energy- efficient measures in its operations and buildings and continually improves energy
121 consumption practices. The policy integrates the Company’s Environmental and Energy Management Systems in line with ISO 14001: 2015 and ISO 50001: 2018 standards, helping to manage energy consumption and carbon emissions. This proactive approach ensures compliance with regulations, supports global sustainability targets, and prepares the Company for a low-carbon economy transition. The Energy Management Policy addresses the current energy and climate crisis by reducing the port's energy footprint and GHG emissions. By implementing the ISO 50001: 2018 standard, this policy sets energy targets, monitors performance and fosters an energy-efficient culture through staff training. It directly contributes to climate change mitigation by reducing energy consumption and enhancing energy efficiency in operations. Additionally, the Procurement Regulation ensures that suppliers meet environmental, safety, social, labor and international sustainability standards. This approach aligns the port's supply chain with ThPA S.A.'s broader climate and sustainability goals by embedding sustainability in procurement practices. These policies collectively address key issues related to climate change mitigation, energy efficiency and GHG emission reduction, ensuring that ThPA S.A. minimizes its climate impact over the long term. They are regularly reviewed to ensure compliance with legal and regulatory requirements as well as to support the Company’s long-term climate change goals. Currently, ThPA S.A.’s policies do not include renewable energy generation, as the company has not yet engaged in renewable energy production. However, as ThPA S.A. intends to explore renewable energy deployment, the integration of relevant considerations into its policies will be evaluated in order to align with future initiatives. ThPA S.A. gathers feedback regarding its policies from stakeholders and evaluates whether their interests and expectations can be incorporated into policy development. This approach ensures that policies align with stakeholder concerns while remaining consistent with ThPA S.A.’s strategic priorities and operational framework. [E1-2 24, 25, AR 16, AR 17, AR 18] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. E1-3 - Actions and resources in relation to climate change policies Actions regarding GHG emission reductions are being implemented by ThPA S.A.. Central to this effort is the plan to transition to low-emission and hybrid equipment in the near future, resulting in a substantial reduction in liquid fuel use. In addition to this, ThPA S.A. is planning to install photovoltaic (PV) panels on warehouse rooftops in the near future, to achieve a net- zero electric energy consumption balance. In addition, ThPA S.A. has developed and is implementing an Environmental Management System (EMS) for all port activities certified in accordance with ISO 14001: 2015 International Standard. Respecting relevant national and European regulations and principles of ISO 14001: 2015, ThPA S.A. identifies, evaluates, and manages the environmental aspects and impacts of its operations. The Company creates environmental programs and sets performance indicators. Energy consumption is a significant operational aspect of ThPA S.A.’s activities. To address this, ThPA S.A. has established an Energy Management System (EnMS), in accordance with the requirements of ISO 50001: 2018, to monitor, manage and reduce energy consumption.
122 The Company has also installed an electricity consumption monitoring system (supported by ABB Ability, an innovative software solution that empowers real time, data-driven decisions for safer, smarter operations that maximizes resource efficiency and contributes to a low carbon future) at its highest electric energy-consuming substation, which monitors continuously and remotely all individual asset energy consumption. For tenants there is an internal metering system as well, where electricity usage is recorded through the system and monthly bills are generated. Besides, ThPA S.A. provides an internal fueling station for liquid fuels and equips all liquid-dependent vehicles with monitoring rings. With this system, fuel consumption can be tracked per vehicle - highlighting inefficiencies and potentials for improvement. ThPA S.A. has launched multiple energy efficiency initiatives, including the replacement of high-pressure sodium lamps with LED lighting on outdoor masts, which significantly reduces electricity consumption. Additional actions include the completion of a building energy retrofit study with recommendations currently under review and plans to acquire new ground equipment with high energy efficiency. The use of electricity analyzers that have been installed on four cranes provides critical energy consumption data, supporting further efficiency improvements. Employee training on the proper use of machinery and vehicles further supports energy efficiency goals. In line with ThPA S.A.'s climate actions, a wireless reefer monitoring system has been implemented in the Port of Thessaloniki. It captures real-time container temperature, alarms, and power consumption, which enhances operational efficiency and minimizes energy loss. Through the implementation of smart technologies, the Company supports the transition into a sustainable, energy-efficient business model which allows for differentiation in service provision against their peers in accordance with their climate change mitigation policies. ThPA S.A. remains committed to fulfilling its obligations under Greece’s National Climate Law (Law 4936/2022), which requires the establishment of specific targets and compliance with existing legislation. To this end, ThPA S.A. has adopted the principles of ISO 14064: 2018 and the Greenhouse Gas Protocol to measure its CO2 equivalent (CO2e) emissions. ThPA S.A. continuously tracks and reports emissions derived from its operations. ThPA S.A.’s climate change mitigation actions are categorized by decarbonization levers as follows: • Energy Efficiency: Replacement of high-pressure sodium lamps with LED lighting; building energy retrofit study; targeted employee training on equipment usage; continuous analysis of energy consumption using electricity analyzers on cranes and telemetric equipment across all buildings • Electrification: Use of hybrid technology for port machinery and the acquisition of high- efficiency ground equipment. • Fuel Switching: Transition from diesel to hybrid equipment, resulting in a substantial reduction in fuel usage. • Renewable Energy: Installation of photovoltaic panels on warehouse rooftops, supporting a transition to renewable energy sources and the creation of a net-zero energy balance for the associated facilities.
123 Outcome of Actions The outcome of ThPA S.A.’s actions on climate change mitigation is reflected in measurable progress toward GHG emission reductions and energy efficiency. The key outcomes include: • Reduction in Diesel Consumption: Liquid fuel use is expected to be significantly reduced by replacing high-diesel-consumption machines with hybrid or electric equipment. • Energy Savings: The replacement of high-pressure sodium lamps with LED lighting reduces energy consumption, while electricity analyzers and telemetric equipment give real-time overview of consumption patterns. • Net-Zero Energy Consumption Balance: The installation of photovoltaic panels on warehouse rooftops aims to achieve a net-zero electric energy balance, further supporting GHG reduction objectives. ThPA S.A.’s climate-related actions are continually reviewed and improved to ensure alignment with regulatory requirements, such as the Greece’s National Climate Law and the requirements of ISO 14064-1:2018. Through the use of internal audits, management reviews, and corrective actions, ThPA S.A. ensures that actions remain effective and that resources are directed toward impactful climate change mitigation measures. Progress is tracked through quantitative performance indicators for GHG emissions, energy consumption, and fuel use, which are systematically reviewed as part of ThPA S.A.’s ongoing improvement cycle, demonstrating ThPA S.A.’s long-term commitment to climate change mitigation and operational resilience. While ThPA S.A. has not set specific GHG reduction targets, but the implementation of the aforementioned actions is expected to contribute to a reduction in emissions over time. The impact of these actions is monitored through the Company’s tracking mechanisms, providing insight into the effectiveness of its climate-related initiatives. ThPA S.A. is willing to examine the possibility of setting clear GHG reduction targets that derive from relevant actions with 2024 being their baseline year. [E1-3 28, 29 a] ThPA S.A. has ensured that resources are readily available for critical port operations and projects. The Company has established clear mechanisms to reallocate resources from other areas when needed, ensuring that emerging priorities are addressed promptly. This proactive approach ensures that resource availability does not obstruct the implementation of its plans. Furthermore, ThPA S.A. maintains consistent access to affordable financing, enabling the port to secure necessary capital or obtain funding at reasonable costs. This access is vital for supporting its operational activities and investments, allowing ThPA S.A. to execute initiatives effectively while remaining adaptable to financial or operational challenges. [E1-3 AR 21] ThPA S.A.’s initiatives, whether implemented or planned, do not entail substantial Capital Expenditures (CapEx) or Operational Expenditures (OpEx). As a result, they are not linked to specific line items or notes in the financial statements. [E1-3 29 c(i), AR 20] Capital and operating expenditures reflect the initiatives to reduce emissions from its own operations and achieve decarbonization. As part of the compliance with the EU Taxonomy regulation, required under Commission Delegated Regulation (EU) 2021/2178, the Company has started assessing the alignment of its activities with the Technical Screening Criteria (TSC), the Do No Significant Harm (DNSH) principle and the Minimum Social Safeguards (MSS). [E1- 3 16 c, 29 c(ii), AR 22 E1-3 16 c, 29 c(iii), AR 20]
124 18. Metrics and targets E1-4 - Targets related to climate change mitigation and adaptation Although ThPA S.A. has not yet set measurable, outcome-oriented targets for Climate Change Mitigation and Energy, the Company actively tracks the impact of its policies and actions. This is done through mechanisms such as GHG emissions quantification in accordance with ISO 14064: 2018 for Scope 1 & Scope 2 emissions. Monitoring tools such as energy consumption trackers and an internal fuel tracking system provide continuous data, helping identify high- consumption assets for efficiency improvements. While formal targets are yet to be established, ThPA S.A. is committed to reducing Scope 1 and Scope 2 emissions through operational changes and technological upgrades. This includes replacing high-emission diesel machines with hybrid or electric models and installing photovoltaic panels across warehouses for a net-zero electricity balance. To improve energy efficiency, the Company has implemented LED lighting upgrades, uses electricity analyzers on cranes, and adopted ABB Ability software to optimize energy use. Progress is tracked through both qualitative and quantitative indicators, including CO2e emissions from Scopes 1 and 2, energy consumption metrics, and operational improvements. Periodic reviews and audits of the Energy Management System under ISO 50001:2018 ensure that any areas for improvement are addressed, supporting the alignment with regulatory obligations and international best practices. [ESRS2 81] E1-5 – Energy consumption and mix Energy consumption and mix ESRS Indicator Unit 2024 Fuel consumption from coal and coal products [E1-5 38 a] MWh - Fuel consumption from crude oil and petroleum products [E1-5 38 b] MWh 19,176.652 Fuel consumption from natural gas [E1-5 38 c] MWh 860.756 Fuel consumption from other fossil sources [E1-5 38 d] MWh - Consumption of purchased or acquired electricity, heat, steam, and cooling from fossil sources [E1-5 38 e] MWh - Total fossil energy consumption [E1-5 37 a, AR 32, AR 33] MWh 20,037.408 Share of fossil sources in total energy consumption [E1-5 AR 34] % 63.78 Consumption from nuclear sources [E1-5 37 b] MWh -
125 Share of consumption from nuclear sources in total energy consumption [E1-5 AR 34] % - Fuel consumption for renewable sources, including biomass (also comprising industrial and municipal waste of biologic origin, biogas, renewable hydrogen, etc.) [E1-5 37 c(i)] MWh - Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources [E1-5 37 c(ii)] MWh 11,379.216 Consumption of self-generated non-fuel renewable energy [E1-5 37 c(iii)] MWh - Total renewable energy consumption [E1-5 37 c] MWh 11,379.216 Share of renewable sources in total energy consumption [E1-5 AR 34] % 36.22 Total energy consumption [E1-5 37, AR 35] MWh 31,416.624 Note: Energy consumption metrics are based on direct measurements from electricity bills and fuel consumption invoices. Conversion of energy units follows the National Climate Law, with kilowatt-hours (kWh) converted to megawatt-hours (MWh) and fuel consumption in liters converted to MWh. The metrics have not yet been validated by an external body. However, validation is scheduled for early April 2025 as part of the ISO 50001 certification process. It is also worth noting that in 2024, ThPA S.A. purchased electricity bundled with Guarantees of Origin (GOs) for 100% of its consumption, ensuring that the energy used is attributed to renewable sources. [E1-6 AR 45 d] Energy intensity per net revenue ESRS Indicators Unit 2024 Total energy consumption from activities in high climate impact sector [E1-5 40] MWh 31,416.624 Net revenue from activities in high climate impact sectors [E1-5 41] million euros 100.52 Energy intensity [E1-5 41] MWh/million euros 312.54 The high climate impact sectors used to determine energy intensity are based on the Company's activities classified under the following NACE codes: H52.2.1 (Service activities incidental to land transportation), H52.2.2 (Service activities incidental to water transportation), and H52.2.4 (Cargo handling). However, the Company does not disaggregate net revenue by sector and the energy intensity calculation is based on the total net revenue of the Company.E1-5 42
126 The net revenue used in the calculation is derived from the overall net revenue of the Company, as disclosed in the financial statements. Since there is no specific categorization of net revenue from high climate impact sectors in the financial statements, a detailed reconciliation to relevant line items or notes is not available for this reporting year. E1-5 43, AR 38 E1-6 - Gross Scopes 1, 2, 3 and Total GHG emissions Gross Scopes 1, 2, 3 & Total GHG emissions ESRS Indicator Unit 2024 Scope 1 GHG emissions Total Scope 1 emissions [E1-6 48 a, AR 43] tCO2eq 5,948.99 Percentage of Scope 1GHG emissions from regulated emission trading schemes [E1-6 48 b, AR 44] % - Scope 2 GHG emissions Scope 2 location-based emissions [E1-6 49 a, 52 a, AR 45, AR 47] tCO2eq 5,685.08 Scope 2 market-based emissions [E1-6 49 b, 52 b, AR 45, AR 47] tCO2eq 0 Total GHG emissions Total GHG emissions (location-based) [E1-6 44, 52 a, AR 47] tCO2eq 11,634.07 Total GHG emissions (market-based) [E1-6 44, 52 b, AR 47] tCO2eq 5,948.99 GHG emissions intensity GHG emissions intensity, location-based (total GHG emissions per net revenue) [E1-6 53, AR 53] tCO2eq/per million euros 115.74 GHG emissions intensity, market-based (total GHG emissions per net revenue) [E1-6 53, AR 53] tCO2eq/per million euros 59.18 Net revenue [E1-6 AR 55] million euros 100.52 Net revenue used to calculate GHG intensity [E1-6 AR 55] million euros 100.52
127 The Company plans to measure Scope 3 emissions in 2025, but this category is currently excluded from the emissions reporting. 2 As 2024 is the first year of reporting under ESRS and serves as the base year for GHG emissions, there are no significant changes in the definition of what constitutes the reporting undertaking and its upstream and downstream value chain. Any future significant changes in the Company's reporting boundary or value chain will be disclosed along with their impact on the comparability of reported emissions. E1- 6 47, AR 42 c ThPA S.A.’s Scope 2 GHG emissions are associated with the purchase of electricity used to support its business activities. This includes electricity consumed from the grid for powering offices and other electric equipment such as cranes. In calculating Scope 2 emissions, the Company has applied the country-specific and market specific emission factors of the power system using a location-based and a market-based model, ensuring the emissions are accurately aligned with the regional grid's and the provider’s emission profile. [E1-6 AR 45 d] ThPA S.A.’s calculation methodology for GHG emissions follows the methodology outlined in the National Climate Law and aligns with ISO 14064-1: 2018 for Scopes 1 and 2 ensuring consistency with internationally recognized standards. Emission factors are sourced from the official guidelines of the Ministry of Environment and Energy, the National Inventory Report (NIR) and DAPEEP. In particular, Scope 2 market-based emissions were calculated using a market-based approach, employing the emissions intensity index provided by DAPEEP for 2023. This index considers the average emission intensity of the network, derived from the Residual Energy Mix, as detailed in DAPEEP's 2023 energy mix report. For location-based Scope 2 emissions, the remaining energy mix of the country is used, reflecting the national grid’s overall emissions. Scope 3 emissions were not calculated for the reporting year. Scope 1 and 2 GHG emissions have not yet been validated by an external body. However, they will be validated later this year, in compliance with the National Climate Law. [E1-6 AR 39 b] According to Appendix C of the Commission Delegated Regulation (EU) 2023/2772, companies with an average of no more than 750 employees on their balance sheet date during the financial year (on a consolidated basis, if applicable) are permitted to exclude data points on Scope 3 emissions and total GHG emissions in the first year of preparing their sustainability statement. As ThPA S.A. meets this criterion, it may omit data points related to Scope 3 emissions. [E1-6 AR 46 i] The net revenue used in the GHG emissions intensity calculation is derived from the financial statements, as disclosed in the relevant section of the annual report. E1-6 55 E1-7 – GHG removals and GHG mitigation projects financed through carbon credits In ThPA S.A., there are no GHG removals and storage from projects developed in own operations or contributed to in its upstream or downstream value chain. 2 These changes in the scope of the value chain and the exclusion of Scope 3 emissions will affect the comparability of reported GHG emissions year to year, with plans for Scope 3 emissions to be included in the future.
128 E1-8 – Internal carbon pricing In ThPA S.A., there are no internal carbon pricing schemes taking place. 19. Disclosures pursuant to Article 8 of the EU Regulation 2020/852 (“EU Taxonomy Regulation”) Introduction to the Regulation (EU) 2020/852 The Regulation (EU) 2020/852 (hereinafter “the EU Taxonomy Regulation”) represents a fundamental element of the European Union’s sustainable finance agenda. It establishes a uniform classification framework to determine which economic activities can be considered environmentally sustainable, thereby providing clarity and consistency for financial markets, businesses, and policymakers. The EU Taxonomy Regulation aims to redirect capital flows toward sustainable investments, supporting the EU’s commitment to climate neutrality by 2050 and the objectives of the European Green Deal. The regulation establishes six environmental objectives: 1. Climate change mitigation 2. Climate change adaptation 3. Sustainable use and protection of water and marine resources 4. Pollution prevention and control 5. Transition to a circular economy 6. Protection and restoration of biodiversity and ecosystems Under the framework of the EU Taxonomy Regulation, the European Commission is empowered to adopt Delegated Acts to supplement and operationalize the core provisions of the Regulation. These Delegated Acts play a critical role in providing the detailed technical criteria necessary to determine whether specific economic activities qualify as environmentally sustainable. The Delegated Acts set out the Technical Screening Criteria (TSC) for each environ ental objective, specifying: • The thresholds and conditions under which an activity is considered to contribute substantially to an environmental objective; • The conditions for ensuring that the activity does not cause significant harm (DNSH) to other objectives; and • The relevant performance indicators and compliance benchmarks. In accordance with the Commission Delegated Regulation 2021/2178 of 6 July 2021 supplementing the Taxonomy Regulation (hereinafter “Disclosures Delegated Act”) and the criteria established by the Taxonomy Regulation Delegated Acts for each environmental objective, ThPA S.A. (hereinafter “the Company”) has assessed its activities for the 2024 reporting period, in terms of eligibility and alignment, incorporating the current market perception. More specifically, the report presents both eligible and non-elig ble activities, as well as aligned and non-aligned activities for the reporting period ending on 31 December 2024. The disclosures incorporate data collected from ThPA S.A. and ThPA Sofia, entities that will be referred to as “the Company” for the purposes of these disclosures.
129 Application of the Taxonomy Regulation to ThPA S.A. ThPA S.A. is responsible for the administration, management, and development of the Port of Thessaloniki, one of the largest and most strategic ports in Southeast Europe. The Company plays a pivotal role in facilitating trade and logistics across the Balkans and broader Southeast European region, serving as a key gateway between Europe, Asia, and the Eastern Mediterranean. In order to identify the eligible and aligned activities, the Company has carried out a comprehensive review of activities and determi ed which of them can make a significant contribution to the six environmental objectives. The Company’s primary potentially eligible activity under the EU Taxonomy Regulation includes the activity 6.16. Infrastructure enabling low carbon water transport. Description of activity 6.16. Infrastructure enabling low carbon water transport The Company operates port infrastructure that supports the transition to low-carbon water transport by enabling the use of vessels with lower greenhouse gas (GHG) emissions. In line with the EU Taxonomy Regulation, the Company has assessed the eligibility and alignment of its primary business under activity “6.16 Infrastructure enabling low carbon water transport”, as defined in the Climate Delegated Act. Following the technical screening criteria, the Company considers the activity aligned with the EU Taxonomy, as its infrastructure investments facilitate the transition to low-carbon maritime transport by providing onshore power supply (OPS) to reduce emissions from docked vessels. In addition, the infrastructure and facilities are used for transferring freight between different transport modes, including terminals and structures for loading, unloading and transshipment of goods. The activity has been assessed to ensure that it does not cause significant harm to other environmental objectives, including bi diversity protection, sustainable water and marine resource management, circular economy and pollution prevention. Based on the above, Turnover and Capital Expenditure (CapEx) related to this activity are included in the aligned EU Taxonomy KPIs, as they contribute to the decarbonization of port operations and water transport. Information on assessment of compliance with the Regulation (EU) 2020/852 The Company has identified the following eligible activities contributing to Climate Change Mitigation (CCM), Transition to a Circular Economy (CE) and Pollution Prevention and Control (PPC), as derived from its Turnover, Capital Expenditures (CapEx) and Operational Expenditures (OpEx): ➢ 2.1. Collection and transport of hazardous waste The Company contributes to the collection and transport of hazardous waste, emphasizing the safe and efficient handling of such waste prior to treatment, material recovery, or disposal. This includes the operation and upgrading of processes dedicated to hazardous waste management. Operating Expenditure (OpEx) associated with activity 2.1. is applicable, contributing to Pollution Prevention and Control (PPC) objective through effective hazardous waste management practices. Activity 2.1. is assessed by the Company as aligned with the
130 EU Taxonomy Regulation. The Company conducts this activity in full compliance with all relevant environmental legislation and best practices, ensuring the safe, controlled, and traceable collection and transportation of hazardous waste according to the applicable legislation. Moreover, it has been verified that the activity does not cause significant harm to any of the other environmental objectives, in accordance with the Do No Significant Harm (DNSH) criteria. ➢ 2.3. Collection and transport of non-hazardous and hazardous waste The Company extends its expertise to the collection and transport of non-hazardous and hazardous waste, focusing on activities aimed at preparing waste for reuse or recycling. Turnover associated with activity 2.3. is applicable, aligning with Transition to a Circular Economy (CE) objective by promoting efficient waste management practices and enhancing resource recovery. Activity 2.3. is considered aligned with the requirements of the EU Taxonomy Regulation. The activity makes a substantial contribution to the environmental objective of circular economy through the safe, controlled, and compliant collection and transportation of both hazardous and non-hazardous waste, ensuring their appropriate management and disposal. The Company operates in full compliance with the relevant Technical Screening Criteria (TSC), adhering to all applicable regulatory frameworks and environmental standards. Furthermore, the activity does not cause significant harm to any of the other environmental objectives, in line with the o No Significant Harm (DNSH) criteria. ➢ 4.1 Electricity generation using solar photovoltaic technology The Company is engaged in the generation of electricity using solar photovoltaic (PV) technology. Capital Expenditure (CapEx) associated with Activity 4.1. is applicable, contributing to Climate Change Mitigation (CCM) objective by supporting the transition to renewable energy sources. However, the activity has been assessed as not aligned with the provisions of the EU Taxonomy Regulation. While electricity generation from solar PV contributes substantially to climate change mitigation, the Company's asses ment determined that it does not fully meet the required Technical Screening Criteria (TSC) for alignment, as the solar panels have not yet been installed. ➢ 4.9. Transmission and distribution of electricity The Company is involved in the operation of transmission and distribution systems designed to transport electricity across medium-voltage and low-voltage networks. Capital Expenditure (CapEx) associated with activity 4.9. is applicable, contributing to Climate Change Mitigation (CCM) objective by promoting sustainable energy distribution and strengthening the resilience of electricity infrastructure. Activity 4.9. is assessed by the Company as aligned with the provisions of the EU Taxonomy Regulation. The activity contributes substantially to the environmental objective of climate change mitigation, as it enables the efficient and reliable distribution of electricity, including electricity generated from renewable sources. The Company ensures full compliance with the applicable Technical Screening Criteria (TSC), demonstrating that the infrastructure and operations support the transition to a low-carbon
131 energy system and meet the required thresholds. In addition, it has been confirmed that the activity does ot cause significant harm to any of the other environmental objectives, in line with the Do No Significant Harm (DNSH) criteria. ➢ 6.2. Freight Rail Transport The Company engages in the purchase, financing, leasing, rental and operation of freight transport services on mainline rail networks and short line freight railroads. These activities provide efficient, low-carbon alternatives for the movement of goods, reducing road congestion and lowering greenhouse gas emissions. Turnover associated with activity 6.2. is eligible, contributing to Climate Change Mitigation (CCM) by supporting the transition to more sustainable and energy-effi ient transport solutions. ➢ 6.3. Urban and suburban transport, road passenger transport The Company focuses on the purchase, financing, leasing, rental, and operation of urban and suburban transport vehicles for passengers, aiming to provide efficient and sustainable road transport solutions. These activities help reduce traffic congestion and emissions in urban areas, offering a cleaner alternative to private car use. Turnover associated with activity 6.3. is aligned, supporting Climate Change Mitigation (CCM) by enhancing urban mobility sustainability and promoting the use of low-emission transport options. Activity 6.3. is assessed as aligned with the requirements of the EU Taxonomy Regulation. This activity contributes substantially to the environmental objective of climate change mitigation by promoting low-emission mobility solutions and reducing reliance on private vehicle use. The Company ensures compliance with the applicable Technical Screening Criteria (TSC), demonstrating that vehicles and transport services meet established emissions thresholds and support the shift towards sustainable urban mobili y. Furthermore, the activity has been confirmed not to cause significant harm to any other environmental objectives, in accordance with the Do No Significant Harm (DNSH) criteria. ➢ 6.5. Transport by motorbikes, passenger cars and light commercial vehicles This activity refers to the purchase, leasing, rental, and operation of vehicles, including those used for the Company's operations. Capital Expenditure (CapEx) associated with activity 6.5. is eligible, contributing to Climate Change Mitigation (CCM) by reducing emissions from transport and promoting the adoption of more sustainable vehicle technologies. ➢ 6.6. Freight transport services by road This activity contributes to climate change mitigation by providing efficient freight transport services, reducing emissions from road transport, and supporting the transition to more sustainable logistics solutions. Turnover and Operating Expenditure (OpEx) associated with activity 6.6. are eligible, reflecting the Company’s commitment to enhancing the sustainability of freight transport by road, contributing to Climate Change Mitigation (CCM) objective, and reducing the carbon footprint of goods movement.
132 ➢ 6.11. Sea and coastal passenger water transport The Company provides expertise in sea and coastal passenger water transport, involving the purchase, financing, chartering and operation of vessels specifically designed and equipped for passenger transport on sea or coastal waters, whether scheduled or unscheduled. This category encompasses the operation of ferries, water taxis, excursion vessels, cruise ships and sightseeing boats. Turnover associated with activity 6.11. is considered eligible within climate change mitigation objective, as it directly supports the operational efficiency of passenger transport services. ➢ 7.3. Installation, maintenance, and repair of energy efficiency equipment This activity contributes directly to climate change mitigation by reducing greenhouse gas emissions and supporting the transition to a low-carbon economy. Capital Expenditure (CapEx) associated with this activity includes a significant portion of the Company's capital expenditure, which corresponds to new investments and maintenance costs for energy efficiency equipment, reflecting the Company’s commitment to sustainable energy solutions and alignment with Climate Change Mitigation (CCM) objective. Activity 7.3. is assessed as aligned with the provisions of the EU Taxonomy Regulation. This activity contributes substantially to the environmental objective of climate change mitigation by facilitating the deployment and ongoing operational efficiency of technologies that reduce energy consumption and improve energy performance in the Company buildings and infrastructure. The Company ensures full compliance with the relevant Technical Screening Criteria (TSC), confirming that the equipment installed, and the assassociated services are in line with best practices for energy efficiency and contribute to measurable reductions in greenhouse gas emissions. Moreover, the activity does not cause significant harm to any other environmental objectives, in accordance with the Do No Significant Harm (DNSH) criteria. ➢ 7.7. Acquisition and ownership of buildings This activity concerns the acquisition and ownership of buildings, recognizing as eligible the capital and operating expenses associated with all the Company’s buildings. Both Capital Expenditure (CapEx) and Operational Expenditure (OpEx) associated with activity 7.7. are eligible, contributing to Climate Change Mitigation (CCM) objective by reducing emissions and fostering the adoption of new, more efficient buildings. Do No Significant Harm (DNSH) In line with its commitment to sustainability and the goals of the EU Taxonomy Regulation and the Do No Significant Harm principle, the Company recognizes the importance of assessing and managing climate-related risks. To ensure the long-term resilience and adaptability of the Company’s operations, a comprehensive climate risk assessment is conducted, incorporating both physical risks (risks arising from climate change impacts) and transition risks (risks associated with the shift towards a low-carbon econ my). Further information about climate risk assessment is available in the section E1 Climate change, subsection “SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model”.
133 Minimum social safeguards In order for an economic activity to be considered aligned with the EU Taxonomy Regulation, it must be verified that the Company complies with the minimum social safeguards, as defined in Article 18 of the Regulation. These minimum safeguards refer to the policies and procedures implemented by the Company to ensure adherence to the OECD Guidelines for Multinational Enterprises and the United Nations Guiding Principles on Business and Human Rights. They also encompass the principles and rights enshrined in he eight fundamental conventions identified in the International Labor Organization (ILO) Declaration on Fundamental Principles and Rights at Work, as well as the provisions of the International Charter of Human Rights. In contrast to the first two alignment criteria — substantial contribution and do no significant harm — compliance with the minimum safeguards is evaluated at Company level, rather than at the level of individual economic activities. The European Taxonomy recognizes four main pillars for wh ch compliance with minimum social safeguards must be ensured, namely: o Human and labor rights o Fair competition o Anti-corruption and bribery o Taxation The Company has thoroughly reviewed all four of the aforementioned pillars and has implemented the necessary procedures and policies to ensure full compliance. The Company consistently applies these procedures across its operations to uphold the principles outlined in the EU Taxonomy Regulation, thereby ensuring alignment with the minimum social safeguards. ➢ Human and labor rights The Company is fully committed to complying with internationally recognized human and labor rights legislation, including the principles outlined in the United Nations Global Compact. To ensure an inclusive, non-discriminatory, and equitable working environment, the Company has established a comprehensive policy promoting equality, diversity, and inclusion (Diversity Policy). Additionally, a policy addressing violence and harassment in the workplace (Policy to prevent and combat violence and harassment) ha been implemented with a strong emphasis on respect and equality. The Company’s Procurement Regulation defines the expectations placed on suppliers in terms of corporate responsibility, covering key areas such as labor practices, health and safety, environmental protection, and ethical behavior. It is important to note that, during 2024, no incidents of human or labor rights violations were recorded. Furthermore, no complaints related to human rights abuses, forced labor, or child labor were registered. he Company remains committed to the protection of whistleblowers, ensuring that all incidents are thoroughly investigated and that complaints are addressed through appropriate actions.
134 ➢ Fair competition The Company upholds fair competition as a fundamental pillar of its operations. The Company’s adherence to applicable legislation, coupled with the procedures it has established, forms the cornerstone of its business success. The Company is fully committed to complying with the legal framework set by the Greek state and to conducting its business according to ethical practices, ensuring that all activities align with relevant internal policies. All employees are required to engage in fair transactions with customers, suppliers, and competitors, ensuring that their actions are grounded in merit and fully aligned with the principles of fair competition. No legal actions were taken against the Company in the assessment period for any anti- competitive behavior or monopolistic practices. ➢ Anti-corruption and bribery One of the values of the Company is that it always acts legally, morally, with integrity and respect for society and the environment. The Company has prepared a Whistleblowing Manual to prevent and detect violations of national and EU law. The Manual sets out the principles and framework through which the Company receives, evaluates, and investigates reports of irregularities, omissions or offenses brought to the attention of its employees, customers, suppliers, or any other interested party. The Manual fo ms an integral part of operational governance and is approved by the Company's Board of Directors. Having implemented the Anti-Bribery Management System, as well as the whistleblowing procedure, the Company manages to maintain a completed framework regarding anti-bribery and mitigation of potential risks. The Company has not identified any incidents of corruption and bribery and therefore no fines have been imposed. ➢ Taxation The Company is committed to fully complying with all relevant tax laws and regulations. Where appropriate, and following a thorough risk assessment, the Company implements specific control measures across its operations to prevent and avoid tax violations and illegal activities. Consequently, the Company’s approach to tax compliance is grounded in transparency, long- term sustainability. Tax risk management is addressed through a two-fold approach. Firstly, in-house tax procedures are implemented as outline in Chapter 6 of the accounting procedure booklet (currently under approval). Secondly, and more significantly, the Company ensures compliance with tax legislation through an annual mandatory tax audit conducted by an independent chartered Tax Audit Company. Evidence of compliance is provided through the certification awarded by the audit company, which serves as a supporting document for any potential audits conducted by the Public Revenue Independent Authority. In addition, supplementary evidence of tax compliance includes the tax clearance letter, which certifies that the Company does not have any outstanding liabilities to the Greek State. Finally, the Company affirms that it has never been convicted of tax evasion.
135 Accounting policy Turnover Total turnover corresponds to net sales as shown in the consolidated financial statements. Capital Expenditures (CapEx) Total capital expenditure corresponds to additions/investments made during the financial year, as shown in the consolidated financial statements. It includes research and development capital expenditures, tangible assets on the balance sheet, intangible assets, before any revaluation, amortization, or impairment of their value or any change in their fair value, changes due to business combinations, as well as additions/changes in assets classified as rights-of-use in accordance with International Financial Reporting Standard 16 (IFRS16). Operational Expenditures (OpEx) Total operating expenses correspond to non-capital research and development expenses, building renovation expenses, short-term leases, maintenance and repair expenses and other indirect expenses for the day-to-day operation of tangible assets. Double counting The aforementioned definitions of turnover, capital expenditure (CapEx), and operating expenditure (OpEx) constitute the basis for the calculation of the Company’s eligible and aligned Key Performance Indicators (KPIs) in accordance with the EU Taxonomy Regulation. Supported by the Company’s detailed financial statements and the thorough classification of capital and operating expenses, the Company confirms that the compliance assessment was carried out with rigor and accuracy, ensuring that double counting was effectively avoided throughout the process.
136 EU Taxonomy KPIs Turnover Proportion of Turnover from products or services associated with Taxonomy-aligned economic activities – Disclosure covering financial year 2024 Substantial contribution criteria DNSH criteria ('Does Not Significantly Harm') ThPA Economic Activities Cod e Turnov er (million ) Proportion of Turnover, year 2024 Climate change mitigation Climate change adaptation Water Pollution Circular economy Biodiversity Climate change mitigation Climate change adaptation Water Pollution Circular economy Biodiversity Minimum safeguards Proportio n of Taxonom y aligned (A.1.) or eligible (A.2.) Turnover , year 2023 Categor y enablin g activity Category transitional activity A. TAXONOMY ELIGIBLE ACTIVITIES A.1. Environmentally sustainable activities (Taxonomy-aligned) Collection and transport of hazardous waste 2.1 0 0% N/EL N/E L N/E L Y N/EL N/E L Y Y Y Y Y Y Y 0% - - Collection and transport of non-hazardous and hazardous waste 2.3 1,696 1,68% N/EL N/E L N/E L N/E L Y N/E L Y Y Y Y Y Y Y 0% - - Transmission and distribution of electricity 4.9 0 0% Y N/E L N/E L N/E L N/EL N/E L Y Y Y Y Y Y Y 0% E - Urban and suburban transport, road passenger transport 6.3 0,048 0,05% Y N/E L N/E L N/E L N/EL N/E L Y Y Y Y Y Y Y 0% - T Infrastructure enabling low carbon water transport 6.1 6 52,760 52,42 % Y N/E L N/E L N/E L N/EL N/E L Y Y Y Y Y Y Y 0% E -
137 Installation, maintenance and repair of energy efficiency equipment 7.3 0 0% Y N/E L N/E L N/E L N/EL N/E L Y Y Y Y Y Y Y 0% E - Turnover of environmentally sustainable activities (Taxonomy aligned) (A.1) 54,50 4 54,15 % 52,47 % 0% 0% 0% 1,68 % 0% Y Y Y Y Y Y Y 0% Of which Enabling 0 52,42 % 52,42% 0% 0% 0% 0% 0% Y Y Y Y Y Y Y 0% E Of which Transitional 0 0,05% 0,05% Y Y Y Y Y Y Y 0% T A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) Electricity generation using solar photovoltaic technology 4.1 0 0% EL N/E L N/E L N/E L N/EL N/E L 0% Freight rail transport 6.2 0,490 0,49% EL N/E L N/E L N/E L N/EL N/E L 0% Transport by motorbikes, passenger cars and light commercial vehicles 6.5 0 0% EL N/E L N/E L N/E L N/EL N/E L 0% Freight transport services by road 6.6 0,419 0,42% EL N/E L N/E L N/E L N/EL N/E L 0% Sea and coastal passenger water transport 6.1 1 0,685 0,68% EL N/E L N/E L N/E L N/EL N/E L 0% Acquisition and ownership of buildings 7.7 0 0% EL N/E L N/E L N/E L N/EL N/E L 0% Turnover of Taxonomy eligible but not environmentally sustainable activities (not Taxonomy aligned activities) (A.2) 1,594 1,59 % 1,59% 0% 0% 0% 0% 0% 0% A. Turnover of Taxonomy eligible activities (A.1+A.2) 56,09 8 55,74 % 54,06 % 0% 0% 0% 1,68 % 0% 0% B. TAXONOMY NON-ELIGIBLE ACTIVITIES Turnover of Taxonomy non-eligible activities 44,55 4 44,26 % Total (A + B) 100,6 52 100%
138 CapEx Proportion of CapEx from products or services associated with Taxonomy-aligned economic activities – Disclosure covering financial year 2024 Substantial contribution criteria DNSH criteria ('Does Not Significantly Harm') ThPA Economic Activities Cod e CapEx (million ) Proportion of CapEx, year 2024 Climate change mitigation Climate change adaptation Water Pollution Circular economy Biodiversity Climate change mitigation Climate change adaptation Water Pollution Circular economy Biodiversity Minimum safeguards Proportio n of Taxonom y aligned (A.1.) or eligible (A.2.) CapEx, year 2023 Categor y enablin g activity Category transitional activity A. TAXONOMY ELIGIBLE ACTIVITIES A.1. Environmentally sustainable activities (Taxonomy-aligned) Collection and transport of hazardous waste 2.1 0 0% N/EL N/E L N/E L Y N/EL N/E L Y Y Y Y Y Y Y 0% - - Collection and transport of non-hazardous and hazardous waste 2.3 0 0% N/EL N/E L N/E L N/E L Y N/E L Y Y Y Y Y Y Y 0% - - Transmission and distribution of electricity 4.9 0,168 2,68% Y N/E L N/E L N/E L N/EL N/E L Y Y Y Y Y Y Y 0% E - Urban and suburban transport, road passenger transport 6.3 0 0% Y N/E L N/E L N/E L N/EL N/E L Y Y Y Y Y Y Y 0% - T Infrastructure enabling low carbon water transport 6.1 6 0,585 9,33% Y N/E L N/E L N/E L N/EL N/E L Y Y Y Y Y Y Y 0% E - Installation, maintenance and repair of energy efficiency equipment 7.3 0,255 4,07% Y N/E L N/E L N/E L N/EL N/E L Y Y Y Y Y Y Y 0% E -
139 CapEx of environmentally sustainable activities (Taxonomy aligned) (A.1) 1,008 16,08 % 16,08 % 0% 0% 0% 0% 0% Y Y Y Y Y Y Y 0% Of which Enabling 0 16,08 % 16,08% 0% 0% 0% 0% 0% Y Y Y Y Y Y Y 0% E Of which Transitional 0 0% 0% Y Y Y Y Y Y Y 0% T A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) Electricity generation using solar photovoltaic technology 4.1 0,350 5,59% EL N/E L N/E L N/E L N/EL N/E L 0% Freight rail transport 6.2 0 0% EL N/E L N/E L N/E L N/EL N/E L 0% Transport by motorbikes, passenger cars and light commercial vehicles 6.5 0,227 3,62% EL N/E L N/E L N/E L N/EL N/E L 0% Freight transport services by road 6.6 0 0% EL N/E L N/E L N/E L N/EL N/E L 0% Sea and coastal passenger water transport 6.1 1 0 0% EL N/E L N/E L N/E L N/EL N/E L 0% Acquisition and ownership of buildings 7.7 0,503 8,01% EL N/E L N/E L N/E L N/EL N/E L 0% CapEx of Taxonomy eligible but not environmentally sustainable activities (not Taxonomy aligned activities) (A.2) 1,080 17,22 % 17,22 % 0% 0% 0% 0% 0% 0% A. CapEx of Taxonomy eligible activities (A.1+A.2) 2,088 33,30 % 33,30 % 0% 0% 0% 0% 0% 0% B. TAXONOMY NON-ELIGIBLE ACTIVITIES CapEx of Taxonomy non-eligible activities 4,182 66,70 % Total (A + B) 6,270 100%
140 OpEx Proportion of OpEx from products or services associated with Taxonomy-aligned economic activities – Disclosure covering financial year 2024 Substantial contribution criteria DNSH criteria ('Does Not Significantly Harm') ThPA Economic Activities Cod e OpEx (million ) Proportion of OpEx, year 2024 Climate change mitigation Climate change adaptation Water Pollution Circular economy Biodiversity Climate change mitigation Climate change adaptation Water Pollution Circular economy Biodiversity Minimum safeguards Proportio n of Taxonom y aligned (A.1.) or eligible (A.2.) OpEx, year 2023 Categor y enablin g activity Category transitional activity A. TAXONOMY ELIGIBLE ACTIVITIES A.1. Environmentally sustainable activities (Taxonomy-aligned) Collection and transport of hazardous waste 2.1 1,628 59,69 % N/EL N/E L N/E L Y N/E L N/E L Y Y Y Y Y Y Y 0% - - Collection and transport of non-hazardous and hazardous waste 2.3 0 0% N/EL N/E L N/E L N/EL Y N/E L Y Y Y Y Y Y Y 0% - - Transmission and distribution of electricity 4.9 0 0% Y N/E L N/E L N/EL N/E L N/E L Y Y Y Y Y Y Y 0% E - Urban and suburban transport, road passenger transport 6.3 0 0% Y N/E L N/E L N/EL N/E L N/E L Y Y Y Y Y Y Y 0% - T Infrastructure enabling low carbon water transport 6.1 6 0 0% Y N/E L N/E L N/EL N/E L N/E L Y Y Y Y Y Y Y 0% E - Installation, maintenance and repair of energy efficiency equipment 7.3 0 0% Y N/E L N/E L N/EL N/E L N/E L Y Y Y Y Y Y Y 0% E -
141 OpEx of environmentally sustainable activities (Taxonomy aligned) (A.1) 1,628 59,69 % 0% 0% 0% 59,69 % 0% 0% Y Y Y Y Y Y Y 0% Of which Enabling 0 0% 0% 0% 0% 0% 0% 0% Y Y Y Y Y Y Y 0% E Of which Transitional 0 0% 0% Y Y Y Y Y Y Y 0% T A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) Electricity generation using solar photovoltaic technology 4.1 0 0% EL N/E L N/E L N/EL N/E L N/E L 0% Freight rail transport 6.2 0 0% EL N/E L N/E L N/EL N/E L N/E L 0% Transport by motorbikes, passenger cars and light commercial vehicles 6.5 0 0% EL N/E L N/E L N/EL N/E L N/E L 0% Freight transport services by road 6.6 0,049 1,80% EL N/E L N/E L N/EL N/E L N/E L 0% Sea and coastal passenger water transport 6.1 1 0 0% EL N/E L N/E L N/EL N/E L N/E L 0% Acquisition and ownership of buildings 7.7 0,151 5,53% EL N/E L N/E L N/EL N/E L N/E L 0% OpEx of Taxonomy eligible but not environmentally sustainable activities (not Taxonomy aligned activities) (A.2) 0,200 7,33 % 7,33 % 0% 0% 0% 0% 0% 0% A. OpEx of Taxonomy eligible activities (A.1+A.2) 1,828 67,02 % 7,33 % 0% 0% 59,69 % 0% 0% 0% B. TAXONOMY NON-ELIGIBLE ACTIVITIES OpEx of Taxonomy non-eligible activities 0,900 32,98 % Total (A + B) 2,728 100%
142 Nuclear and fossil gas related activities The following table provides Taxonomy reporting for activities related to nuclear energy and fossil gas. These activities are presented separately from those in the previous tables, due to the ongoing debate about their classification as environmentally sustainable. The assessment of eligibility and alignment for nuclear and fossil gas-related activities follows a unique approach compared to other activities. Specifically, only six designated activities that support the transition to climate neutrality are eligible for alignment under the EU Taxonomy. The table below confirms that the Company does not engage in activities related to nuclear and fossil gas. Thus, the following tables on these activities have not been included. Template 1: Nuclear and fossil gas-related activities 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 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
143 E3 Water & Marine resources 20. Impact, risk and opportunity management E3-1 – Policies related to water and marine resources ThPA S.A. has not established a formal policy specifically for water or marine resources, nor a separate policy focusing on sustainable oceans and seas. However, its commitment to responsible environmental management is incorporated into existing policies, such as the Environmental Policy and Sustainability Policy, which, together with an Environmental Management System (EMS) certified to ISO 14001:2015 standards, address key aspects of sustainable water management and the prevention of environmental degradation. The absence of a specific policy on these issues is mainly since the Company's existing frameworks (e.g. Environmental Policy, Sustainability Policy) already incorporate relevant principles and commitments, thus ensuring integrated environmental management without the need for a stand-alone policy. Although the Company has not yet adopted specific policies or practices related to sustainable oceans and seas, it continuously improves its Environmental Management System by using Management Reviews, Internal Audits, Identification and evaluation of the environmental aspects of its activities and their impact and corrective actions. However, efficient management of Water Resources and Ecosystem Protection is a Strategic Pillar of ThPA S.A.’s Sustainability Policy, which was established in 2023. Regarding seawater, ThPA S.A. is committed to protecting the marine ecosystem and biodiversity and monitoring sea water resources ensuring positive environmental impact and contributing to the marine natural resources’ preservation. ThPA S.A. monitors sea water quality in collaboration with external specialized contractors. Regarding water, the Company implements various measures to monitor, control and ultimately reduce water consumption, both in office buildings, warehouses, dockworker restrooms and showers and for vessel supply. The Environmental Management System which adheres to ISO 14001:2015,ensures that the aforementioned resources are treated with care. All the above ensures that water is used in a sensible manner, thus ensuring that the principles of sustainable water use are preserved. The Environmental Policy which is aligned with the requirements of ISO 14001:2015, focuses on preventing marine pollution and improving environmental performance of the Environmental Management System (which also adheres to ISO 14001). It complies with the applicable Environmental Legislation, sets clear environmental goals and programs to reduce the negative and increase the positive effects of its activities, reviews environmental targets, identifies, evaluates and controls all environmental aspects and impacts and raises awareness among staff and the port community. ThPA S.A. does not operate in a water risk/high water stress area and there are no water extractions by the Company in all port facilities. More specifically, according to the latest data from the most
144 recent River Basin Management Plan Of The River Basins Of Central Macedonia River Basin District, the ecological potential, ecological status, and chemical status of the Gulf of Thessaloniki are classified as "good." This indicates that the projects implemented by various stakeholders for the environmental protection, along with ongoing monitoring efforts, are yielding positive results. Furthermore, as neither this specific plan nor the broader regional and national spatial and environmental plans identify significant water stress or water scarcity issues in the area, they are not considered a priority concern for ThPA S.A. Thus, it important to note that no relevant policies are deemed necessary to having been adopted for the Company. . [E3-1, 9,11, 12 a(i), (ii), (iii), b, c, AR 16, AR 17, AR 18] [E3-1 14] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. E3-2 – Actions and resources related to water and marine resources ThPA S.A. recognizes the importance of water as a shared resource vital for all living organisms that must be preserved for future generations. All water used in the Company’s facilities concerns freshwater supplied by the Thessaloniki Water Supply and Sewerage Company (EYATH). Water consumption includes its office buildings, warehouses and dockworker restrooms and showers. Water is also consumed for cleaning and maintenance of the Port’s road network and for vessel supply. Any wastewater and sewage produced is delivered to the Municipal Wastewater treatment facility in Sindos, through the pipeline network of EYATH. The Company has established a number of procedures and control measures to ensure no direct wastewater is discharged into the marine environment, as it understands that the protection of the ecosystem is essential and it is committed to taking the right steps. With the assistance of certified contractors, ThPA S.A. carries out a seawater monitoring program to ensure compliance with the approved environmental terms for the operation of the Port. It’s important for the Company to safeguard a sustainable growth while preserving the marine and terrestrial ecosystems, so ThPA S.A. carries out Environmental Impact Assessments prior to the implementation of any investment related to the expansion of the Port. ThPA S.A. has also identified emergency scenarios in reference to marine pollution from hazardous chemical substances and petroleum products and has prepared response plans for each one of them. The emergency response plans are reviewed annually by the Company and approved by the Harbor Master which is the competent authority. The execution of any emergency response actions is delegated to an external authorized company. In cooperation with the competent authorities, the Company conducts regular marine pollution incident response drills, as well as continuous training of the responsible staff. Last, it is worth noting that there are no significant spills at ThPA S.A.’s port land-based facilities. In addition to this, ThPA S.A. continues its initiatives for the protection of the marine environment. In September 2024, an underwater sea cleaning action was conducted for the
145 first time at the Thessaloniki waterfront, in cooperation with the Mediterranean Company for Environmental Protection (MEPP). As specified in E3-1 section, ThPA S.A. does not operate in areas at water risk, or high-water stress areas, thus it does not implement any related actions or resources related to these. The Company's initiatives, monitoring activities, and all related actions concerning water and marine resources are ongoing and do not have a defined completion timeframe. The majority of these actions are recurring annually, ensuring continuous management and assessment of water and marine- related impacts. [E3-2 17, AR 19, 20, 21] [E3-2 19, AR 19, 20, 21] [ESRS 2 MDR-A (c)] [ESRS 2 – MDR.A] [ESRS 2 62] 21. Metrics and targets E3-3 – Targets related to water and marine resources ThPA S.A. has not yet set measurable targets with a defined timeframe based on results for impacts, risks and opportunities related to water and marine resources. However, the Company intends to set such targets in the near future and is working towards this goal. The timing for setting these targets is expected to be determined within the next months, with the delay being primarily due to the need for further analysis and evaluation of data and sustainability strategies related to water and marine resources. Despite the lack of measurable targets, the Company regularly monitors the effectiveness of its policies and actions through systematic processes, such as monitoring seawater quality and assessing the impact of port operations on the local marine ecosystem when conducting an Environmental Impact Assessment. Indicators for assessing progress include both qualitative and quantitative measures, such as the frequency of reporting on seawater quality. [ESRS 2 81 a, b (i), (ii)] [E3-3 22] [E3-3 23 a][E3-3 23 b][E3-3 23 c][E3-3 25] E3-4 – Water consumption ThPA S.A.’s measurement of the metrics has not been validated by any external body other than the assurance provider and are presented below. [ESRS 2 MDR-M (b)] In addition to this, all metrics were obtained through direct measurement, without the use of sampling, extrapolation, or best estimates. [ESRS E3-4.29, AR 29]
146 Water and marine resources ESRS Indicator Unit 2024 Water Total water consumption [E3-4 28 a] m3 319,829.17* Water consumption from areas with water risk [E3-4 28 b] m3 N/A Water recycled and reused [E3-4 28 c] m3 N/A Water stored [E3-4 28 d] m3 N/A Changes in water storage [E3-4 28 d] m3 N/A Share of the measure obtained from direct measurement, from sampling and extrapolation, or from best estimates [E3-4 29, AR 29] % 100% direct measurement Water intensity ratio [E3-4 29] m3/million euros 3,181.75 Water withdrawal in areas with water risk [E3-4 29, AR 32] m3 N/A Total water withdrawal in areas with water risk [AR 32] m3 N/A Water discharges in areas with water risk [AR 32] m3 N/A Total water discharge [AR 32] m3 NA** * The total water consumption was calculated by subtracting from the total annual water consumption billed by the water provider Company (EYATH), the water sales to vessels and tenants. ** In ThPA S.A. the only occurring water discharge from its facilities is stormwater runoff but its quantity is not systematically monitored. Thus the metric is not available.
147 [E3-4 28 e, AR 29] E5 Resource and circular economy 22. Impact, risk, and opportunity management E5-1 – Policies related to resource use and circular economy. ThPA S.A. has in place an Environmental Policy and a Sustainability Policy that outline its commitment towards managing the material impacts, risks and opportunities related to waste management and promote circular economy principles. The Sustainability Policy commits to efficient waste management through monitoring and control of operational waste, the promotion of recycling and proper treatment and disposal. ThPA S.A. has a Waste Management Plan in compliance with laws and regulations and employs tools such as Digital Waste Registry for waste tracking purposes, recycling optimization, and conformance assurance. This policy has given special emphasis to waste management due to its environmental impact. The Environmental Policy is in alignment with ISO 14001:2015 specifications and aims at waste prevention and continuous improvement of environmental performance. It sets clear environmental goals, informs and raises awareness of the port community, suppliers, contractors and passengers passing through the port, on environmental management issues. Also, ThPA S.A. engages suppliers and contractors in environmentally responsible activities. Through its Procurement Regulation, ThPA S.A. ensures that all contractors comply with all existing obligations in the areas of environmental, safety, social and labor law enacted by EU law, national law, collective agreements or international provisions of environmental, social, labor law and tax law (where applicable). This requirement is indicated in the tender documents and constitutes a special condition for the performance of the contract. The breach thereof by the contractor may constitute grave professional misconduct of the prospective supplier that will allow its exclusion from a subsequent procurement procedure. The policies apply across ThPA S.A.’s operations, targeting all waste generated within the port. They also cover the upstream and downstream activities, from collection, storage, treatment and recycling, in collaboration with licensed contractors. The top management at ThPA S.A. are responsible for their implementation, while the periodic reviews and audits ensure their continuous improvement. Both policies conform to the principles of ISO 14001:2015 and established national and EU environmental laws. The Company engages in dialogue with stakeholders, including staff, subcontractors and customers, regarding environmental sustainability and ensures policies meet their expectations. Both policies are available on ThPA S.A.'s website ensuring transparency and are accessible for all stakeholders. Such a framework allows ThPA S.A. to manage its material issues arising under circular
148 economy and fully align with its sustainability strategy commitment to a low-carbon, resource- efficient future. [E5-1 14] ThPA S.A.’s current policies do not specifically address transitioning away from the use of virgin resources or the increased use of secondary (recycled) resources. Similarly, there are no dedicated policies in place for the sustainable sourcing and use of renewable resources. E5-1 15 aE5-1 15 b For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. E5-2 – Actions and resources related to resource use and circular economy. ThPA S.A. takes a proactive approach to waste management as part of its broader environmental management system, with ongoing efforts to minimize waste directed to disposal and maximize recycling. The Company applies a Port Waste Management Plan that outlines procedures for categorizing and handling waste according to the European Waste Catalogue (EWC). The Port Waste Management plan is updated and approved by the Company’s top management every three years. ThPA S.A. categorizes waste as hazardous or non-hazardous and as Port-generated or Ship- generated. Licensed partners manage all Port-generated waste, with detailed tracking through a Digital Waste Registry that records their waste statements, waste types, quantities and disposal methods to ensure transparency and efficiency. For Ship-generated waste, ships delivering waste to ThPA S.A.’s facilities follow a Ministry-approved Ship Waste Management Plan. The timeframe of the Ship Waste management Plan is defined by the respective approval decisions of the Ministry of Maritime Affairs and Insular Policy. Two licensed contractors, selected via open tenders under EU Regulation 352/2017, handle this waste. ThPA S.A. has maintained a comprehensive plan for managing ship waste and cargo residues since 2002, which aligns with all relevant and applicable national and European regulations. It is worth mentioning that employee training programs ensure key staff members understand and can implement Waste Management procedures, emphasizing proper waste separation and fostering a culture of waste reduction, resource conservation and recycling. Across port facilities waste collection points are installed to further support separation and align with circular economy principles. When collected, hazardous waste is handled with care by licensed partners to ensure compliance and minimize environmental risks while solid non-hazardous waste is directed to appropriate facilities (also by licensed partners) to be stored, treated, disposed in landfills or recycled. Lastly, in 2024, large-scale machinery and crane scrapping (equipment decommissioning) took place with the aim of renewing to more efficient equipment. [E5-2 19] The Company's initiatives, monitoring activities and all related actions concerning circular economy are ongoing and do not have a defined completion timeframe. The majority of these actions are recurring annually, ensuring continuous management and assessment of resource use and waste management based on the principles of circular economy.
149 ThPA S.A.’s actions related to the circular economy are reassessed every three years (in the context of the Port’s Waste Management Plan reassessment) to determine whether additional measures are needed. So far, this evaluation has not identified such a need, and therefore, no new actions have been planned for the near future. The actions implemented by ThPA S.A. do not require significant operational or capital expenditures. As a result, they are not classified as significant in terms of monetary amounts. [ESRS 2 MDR-A 68, 69] 23. Metrics and targets E5-3 – Targets related to resource use and circular economy. Although ThPA S.A. has not established specific measurable outcome-oriented targets, it actively monitors the effectiveness of its policies and actions related to resource use and the circular economy. This monitoring is conducted through well-defined processes (e.g. Port’s Waste Management Plan, Environmental Monitoring Mechanism) embedded in the Company's Environmental Management System (EMS), certified under ISO 14001:2015. The effectiveness of waste management policies and actions is tracked using a Digital Waste Registry. This tool records key data such as waste type, quantity, and disposal methods, enabling ThPA S.A. to evaluate its performance and identify opportunities for improvement. Additionally, the Port Generated Waste Management Plan outlines procedures for waste categorization and handling, ensuring proper management through licensed partners. Additionally, specialized training programs for employees, combined with internal reviews, ensure alignment with the Company’s waste management and circular economy objectives. While no specific targets are set, the Company defines its level of ambition as a commitment to reducing landfill waste, maximizing recycling and improving waste management practices in alignment with regulatory standards and stakeholder expectations. Progress will be measured against data from the base year 2024 and evaluated through quantitative indicators such as the percentage of non-recycled waste or the amount of waste generated. The absence of measurable outcome -oriented targets is mainly due to the ongoing development of ThPA S.A.’s sustainability strategy and the need to further assess its feasibility and methodology for setting such targets. Additionally, the Company prioritizes aligning its sustainability objectives with evolving regulatory requirements, stakeholder expectations and internal processes before formally adopting specific outcome-oriented targets. [ESRS2 81] E5-5 – Resource outflows Total waste catalogue At ThPA S.A., port generated waste is divided in two main categories: hazardous and non-hazardous. Port-generated waste is the result of the port's daily operations. Regarding ship-generated waste,
150 ThPA S.A. does not own or control the waste generated by calling vessels but manages through dedicated contractors. [E5-5 38] Among the waste streams relevant to ThPA S.A.'s operations, port-generated waste is mainly composed of materials produced during normal port activities such as construction debris, packaging waste and general operational waste. [E5-5 38 a] The materials that are present in ThPA S.A.'s waste (hazardous and non-hazardous), include mixed municipal waste, metals, plastics, paper and packaging material, iron, steel, glass, filter materials, textiles, waste oils etc. all of which are carefully managed according to regulations. Licensed contractors are used by the Company in order to ensure proper waste management either through disposal, treatment or recycling. [E5-5 38 b] Disclosure Requirement E5-5 – Resource outflows Unit 2024 Total waste generated tn 5,134.116 Non-recycled waste tn 582.980 Percentage of non-recycled waste % 11.36 Total amount of hazardous waste tn 61.014 Waste diverted from disposal Types of recovery Unit 2024 Hazardous Waste Non-hazardous Waste Preparation for reuse tn 0 0 Recycling tn 61.014 4,490.122 <Other recovery operations> tn 0 0 Total waste diverted from disposal tn 61.014 4,490.122 Waste directed to disposal Unit 2024
151 Types of treatment Hazardous Waste Non-hazardous Waste Incineration tn 0 0 Landfill tn 0 582.980 <Other disposal operations> tn 0 0 Total waste directed to disposal tn 0 582.980 Please note, that due to the nature of its operations, ThPA S.A. does not produce any amount of radioactive waste. Metrics are validated in the context of ISO 14001:2015 certification as well as the Electronic Waste Registry (EWR). [E5-5 39] Methodologies used to calculate waste data The Company’s data on waste management is based on direct measurements. For each waste stream, the designated contractor collects the waste, weighs it and categorizes it on-site. No estimations or additional assumptions are used in this process. [E5-5 40]
152 S1 Own workforce 24. Strategy SBM-2 – Interests and views of stakeholders ThPA S.A. recognizes the importance of engaging with its employees to align the sustainability strategy with their interests and views, as it also acts in accordance with the human rights framework established by international organisations and the United Nations. Through regular, two-way communication channels such as employee Pulse Surveys, feedback forums, continuous communication with Employee Unions and structured reporting and dialogue sessions, ThPA S.A. actively seeks to understand and address the priorities of its employees, as they are essential in realizing its transformative vision. By conducting employee Pulse Surveys, we gain valuable insights into our Company's strengths and identify opportunities for improvement. Additionally, employees maintain direct communication with their supervisors, who promptly relay any critical information or concerns to the HR Department when necessary. The Company has also established whistleblowing channels that allow employees to express their concerns and/or violations anonymously or named. [SBM-2 12] SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model Types of own workforce All people in the Company’s workforce who can be materially impacted are included in the scope of disclosure under ESRS 2. Specifically, ThPA S.A. employs a diverse workforce that includes both employees and non-employees, depending on the nature of their collaboration with the Company. Specifically, the workforce of ThPA S.A. consists of employees both at blue- and white-collar work positions and non-employees, that are provided by third-party companies. Blue collar employees constitute the biggest constituent of its workforce, wherein port machinery operators, dock workers and technical staff have the daily responsibility for operation and maintenance of the port facility. The white-collar employees coordinate the whole operations of the Company and further work in its various departments comprising of sales, management, accounting and marketing. As far as personnel in the value chain are concerned, both directly employed by ThPA S.A. and those employed within the Company's facilities not forming part of the above-mentioned personnel (non- employees), are directly or indirectly affected by the activities of the Company. Non-employees exist within the facilities, such as cleaning crews, suppliers, maintenance technicians, Security staff, etc., all helping to accomplish the running of the services and operations. Although they are not part of the Company's staff, their contribution is important for the completion of projects that serve the operational needs of ThPA S.A. ThPA S.A.’s own workforce is covered under a collective labour agreement, which ensures access to all established policies, benefits and programs. For other categories of non-employees such as
153 contractors, or any other non-standard employment category, who are not covered by this agreement, their benefits, training opportunities (if applicable) and participation in relevant programs are formalized within their specific service agreements with ThPA S.A. While these non-employees do not fall under the collective labor agreement, their working conditions, Health and Safety provisions and any additional entitlements are outlined in their respective contracts, ensuring clarity and compliance with applicable labor regulations. [SBM-3 14 a] [SBM-3 14, AR 6, AR 7] The Company acknowledges that it has not yet developed a formal transition plan or a clear decarbonization strategy, and as a result, it is currently unable to estimate the specific negative environmental impacts or to forecast the achievement of climate-neutral operations. Consequently, none of the ThPA S.A.’s material impacts on employees arise from transition plans concerning the reduction of negative impacts on the environment or achievement of greener and climate- neutral operations. [SBM-3 14 e] IROs to own workforce The results of the DMA identified three material negative impacts which refers to the limited female representation in ThPA S.A.’s blue-collar roles, the absence of a performance evaluation process and the working conditions, that expose mostly blue-collar employees to significant physical risks. The negative impacts are not widespread/systemic or related to individual incidents but are inherently linked to the nature of the Company’s operations as a port authority and its involvement in port infrastructure activities. These impacts primarily stem from industry-specific challenges, such as employee exposure to heavy machinery and operational hazards. Additionally, the underrepresentation of women in blue-collar roles reflects broader industry trends rather than company-specific policies. Furthermore, the absence of a formalized performance evaluation process for all employees is recognized as an area for improvement but does not constitute a figurative issue affecting workforce management. ThPA S.A. identifies Health and Safety as one of the material risks for one's own workforce, including all employees and non-employees. Due to the presence of heavy machinery and the high volume of port traffic, these risks are managed through a well-established Health and Safety Management System (ISO 45001: 2018). Moreover, the Company acknowledges that identifying how specific characteristics, work environments, or activities may elevate the risk of harm—particularly for blue- collar employees—is essential for developing effective Health and Safety measures. [SBM-3 16, AR 9] The Company gathers input directly from employees, through its Pulse surveys and feedback mechanisms to better understand their concerns, experiences and perceptions of risk. Additionally, it considers other data sources, such as health and safety records, to identify trends that may indicate heightened risks for specific workforce groups. However, this remains primarily an internal process for ThPA S.A. to demonstrate a clear understanding of the heightened risks faced by certain employees based on their characteristics, work contexts, or activities. [SBM-3 15, AR 8]
154 Until December 2024, in ThPA S.A.’s operations, a total of six work-related accidents were recorded, with no fatal incidents and zero fatalities resulting from work-related injuries or ill health among its employees. Likewise, no fatalities were reported among other workers operating on the Company’s sites. No cases of recordable work-related ill health occurred and a total of 30 lost workdays were recorded due to work-related injuries and fatalities from accidents or ill health. Risks related to labor are proactively addressed and mitigated through the implementation of Health and Safety, Human Rights, Violence and Harassment Policies and procedures relevant to business conduct. These measures are designed to prevent material negative impacts, whether systemic or (mostly) related to individual incidents and ensure the responsible and ethical management of labor practices across all operational contexts [SBM-3 14 b, c, d, AR 44] Through the DMA, ThPA S.A. identified positive impacts only for its own employees and non- employees and no impact was identified related to the Company’s value chain. Positive impacts mainly highlight the Company's commitment to the creation of an inclusive work environment, promoting social inclusion and reducing inequalities, support employees' well-being and work-life balance, fostering a culture of respect, safeguarding human rights and transparency in its operations, ensure the right to free association for employees and implement policies for inclusivity and equal opportunities for all. ThPA S.A. also contributes to data protection by safeguarding sensitive information and mitigating risks related to data breaches, while maintaining compliance with both privacy regulations and international security standards. The Company’s actions focus on enhancing employee well-being and Health and Safety, working conditions, and work-life balance through various activities. These include initiatives for providing fair wages and benefits, preventing excessive overtime, ensuring safer working conditions, fostering a culture of respect by preventing and addressing workplace violence and harassment, enhancing accessibility and reducing inequalities in the workplace. Career growth is supported by structured hiring processes and fair selection practices. With regards to opportunities, arising from related impacts, initiatives that enhancing inclusiveness, promote work-life balance and creating a respectful workplace initiative, adhering to ethical standards, complying with GDPR standards and implementing robust Health & Safety measures have been identified as main opportunities since they may increase the reputation as a responsible employer, improve the retention of existing employees, attract future employees and increase employees' performance. [SBM-3 14 b, c, d, AR 44] ThPA S.A. operates exclusively within the EU and not in any region outside, a region with robust legal frameworks and strict enforcement mechanisms to protect against forced or compulsory labour and child labour. Given this regulatory context, all operations of the Company, including its own workforce, are governed by stringent EU and national labour laws that prohibit such practices. These laws, coupled with compliance requirements across industries, significantly mitigate the risk of incidents of forced labour, compulsory labour, or child labour within the Company’s operations or
155 associated activities. However, ThPA S.A. continuously monitors its suppliers and business relationships to ensure the protection of its own workforce, ensuring alignment with the principles outlined in international human rights conventions, EU labour regulations and international labour standards. [SBM-3 14 f(i), f(ii)] [SBM-3 14 g(i), g(ii)] [SBM-3 14 e] 25. Impacts, risks, and opportunities management S1-1 – Policies related to own workforce Policies [S1-1 19] ThPA S.A.’s policies do not explicitly state alignment with internationally recognized instruments, such as the UN Guiding Principles on Business and Human Rights. However, they fully adhere to the applicable National and European legislative framework, ensuring compliance with relevant regulations and standards. Moreover, as stated previously, ThPA S.A. operates exclusively within EU where stringent legislative frameworks and employment laws provide protections against trafficking, child labour, forced labour and compulsory labour. Given this comprehensive legal safeguard, the Company has not deemed it necessary to implement a separate business policy specifically addressing these issues. [S1-1 21, AR 12] [S1-1 22] Code of Ethics Since its incorporation, ThPA S.A. has emphasized integrity and transparency in all its business activities. The Code of Ethics outlines the fundamental principles, rules and values guiding the Company’s operations, ensuring responsible and ethical conduct in all interactions with employees, customers, suppliers, and partners. • Integrity: We uphold local and international laws and commit to operating with integrity, transparency, and responsibility towards the community. • Technological Leadership & Innovation: We invest in cutting-edge technologies and foster continuous learning to provide high-quality, innovative solutions. • Team Spirit: Collaboration and teamwork are essential to our success. We value the input of all employees, leveraging their skills and ideas to achieve common goals. • Merit-based Approach: We emphasize fairness, transparency and merit in all decisions related to hiring, promotions and business transactions. • Compliance: We comply with all relevant laws and regulations, ensuring that ethical standards are always upheld. • Non-Discrimination & Harassment: We are committed to providing an inclusive and respectful workplace, free from discrimination and harassment of any kind. • Reporting Violations: Employees can report violations of the Code and such reports will be handled confidentially and without retaliation.
156 This Code ensures ThPA S.A. operates ethically and responsibly, contributing to our long-term sustainability and the well-being of our community. Whistleblowing Procedure ThPA S.A. is committed to maintaining the highest level of ethical and professional conduct, adopting a zero-tolerance policy to illegal actions that may negatively affect its reputation and credibility. This service provides the possibility to report anonymously on irregularities, omissions or offences brought to the attention of employees, customers, suppliers or any other interested party. It is a prerequisite that such information is given in good faith, i.e. that there are valid reasons to believe that the information reported is true. ThPA S.A. is committed to maintain the highest level of ethical and professional conduct, adopting a zero-tolerance policy to illegal actions that may negatively affect its reputation and credibility. Someone may remain anonymous if he/she wishes, but in case one wants to be informed about the action be taken by the Company, one could indicate the full name and contact details. In this case, the identity will not be disclosed to anyone other than authorized members of staff. It may, however, be disclosed during judicial or other legal proceedings, in order to safeguard the defense rights of the person concerned. The Company ensures that the person reporting information in good faith is appropriately protected from retaliation. [S1-1 24a] Health & Safety Policy The defense of Health and Safety at work, as well as the creation and maintenance of a healthy and safe working environment, are the main priorities of ThPA S.A. It is a commitment of the Management to provide safe and healthy working conditions for the prevention of accidents at work and occupational diseases as well as the continuous improvement of the efficiency of the Management System for Health and Safety at work. Key pillars of the Policy of ThPA S.A. in the field of Health and Safety at work are: • Compliance with the requirements of the ISO 45001: 2018 standard and applying an Occupational health and safety management system. • Compliance with applicable legislation, International Codes and Best Practices • Continuous information, training, awareness of all employees in matters of Health and Safety at work. • The systematic recognition of occupational hazards and the taking of measures to minimize the risks to Health and Safety in the workplace as well as the implementation of recognized good practices from the global experience. • Taking measures in order to take advantage of opportunities in the work environment. • The provision of all necessary means (equipment, training) and procedures for the establishment, review and achievement of the objectives for Health and Safety at work.
157 • The transparent, timely and thorough reporting of all occupational safety incidents, in order to identify the causes and implement preventive and corrective measures. • The consultation and participation of employees and their representatives wherever present. The Management assumes general responsibility for the protection of the Health and Safety at work and therefore ensures that this Policy is kept informed, communicated to the staff and made available to the public and stakeholders. The systematic inspection of the organization and the procedures contributes to the achievement of the goal of absolute observance of the rules of safe work in every field of work. [S1-1 23] Diversity Policy The Company’s objective is to treat all employees honestly and fairly, and to promote their advancement and growth. Ensuring the diversity of the Company’s human resources and providing equal opportunities to all ThPA S.A. employees can yield benefits at every level, provided the necessary preconditions have been established that promote diversity and the equal treatment of executives in this environment. The Board of Directors must present gender diversity, as well as diversity in skills, opinions, abilities, knowledge, qualifications and experience that correspond to the Company’s objectives. Diversity is aimed at the accomplishment of corporate goals, given that it strengthens the pool of skills, experience and knowledge available to the Company at its most senior management levels, and its competitiveness. The diversity policy, including gender equality for Board members, as this has been adopted by the Board of Directors, is posted on the Company website. The choice of practices and the corresponding policy is founded on the Company’s needs and on any omissions which may be identified in the existing policies that are implemented. Additionally, the Board of Directors is responsible for educating senior Management Executives so that they may be informed about how to deter cases of discrimination and how to promote diversity and equal treatment among executives. Pursuant to this Policy, diversity in the workplace does not permit the exclusion of any executive from any operation, position and work team. The policy of ThPA S.A. is to operate under fair and legal procedures of human resources management, and not to discriminate on the basis of age, race, gender, color, ethnic origin, religious beliefs, health status, sexual preferences, political or ideological views, or other employee characteristics that are protected by laws and regulations. Employees are required to comply with all laws and regulations and to perform their work in light of the above non- discrimination principle. [S1-1 24a]
158 Policy for the Prevention and Handling of Conflicts of Interest This policy establishes the concept of conflict of interest, the persons liable to comply with the policy, as well as those special cases where it is possible for a conflict of interest to ensue. The purpose of this document is to institute substantial rules which delimit the conflicts of interest within the corporate organization, in order for the competent administrative, managerial and supervisory bodies to be able to: a) identify, evaluate, anticipate, manage, deal with or and avert similar states and, subsequently, b) to safeguard and promote the corporate interest. Training Policy of the BoD Members, the managers and other executives ThPA S.A. implements an introductory training process for the newly elected/newly appointed members of the BoD and the Audit, Nominations and Remuneration Committees, in order to facilitate the understanding of its members regarding the structure of the Company and its subsidiaries, the business model, the risk profile, the governance arrangements and their role in them. In this context, the Company ensures that the newly elected/newly appointed members are provided with all the information and training required to contribute effectively to the works of the BoD and the Committees and to the fulfilment of their mission. Given the evaluation based on the Suitability Policy submitted to the newly elected/newly appointed members, it is expected that they have the necessary knowledge, experience and know-how to fulfil their role. However, they are not necessarily all experts in all matters or aspects of governance. For this reason, training is a key factor for the continuous effectiveness of the BoD and a permanent commitment of the Company’s BoD members. The Company provides the necessary financial and human resources for the implementation of appropriate introductory and training programs on a continuous and personalized basis. In addition, presentations are made on a regular basis to the members of the BoD by the Company executives and external partners, in order to inform them about changes concerning the Company, the legal and regulatory framework, the requirements of the market and the industry. Anti-bribery Policy ThPA S.A. implements a zero-tolerance policy in case of corruption and bribery. The Company’s Management, taking into account the benefits of adopting a holistic and systematic approach to the prevention, deterrence and fight against Bribery, decided to install an anti-Bribery Management system, which takes into account the operating framework of the Company, the expectations and limitations deriving therefrom, and the requirements of the International standards ISO 37001:2016.
159 The purpose of the Policy is to provide a general framework through which an effective System is established and implemented, which: • ensures compliance with applicable Greek and Community legislation • ensures understanding of the definition of bribery and the forms of bribery ThPA S.A encounters • takes into account the results of the bribery risk assessment to select the appropriate strategy • encourages confidential reporting of any incident or suspicion of bribery through specific means of communication • contributes to the vigilance of employees and associates for the recognition of actions related to bribery and the protection of the reputation of ThPA S.A. • remains effective in achieving the goals and meeting the requirements of business continuity, while fully in line with the requirements of the International Standard ISO 37001:2016. ThPA S.A. recognizes that the implementation of an effective anti-Bribery Management System presupposes continues awareness and training of staff and clear definition of roles and responsibilities. The Management, recognizing the risks, is committed to allocate all the necessary resources for the implementation and continuous improvement of the System. Recruitment Policy ThPA S.A.’s Recruitment Policy, which was revised in 2022, well-defines the exact steps of the recruiting process and refines the actions related to human resource management, planning, attracting, selecting and hiring new employees, as well as the communication channels through which all information is shared externally. All vacancies are advertised online on sector-specific websites, on business and employment-focused social media platforms and the Company’s website. Communication with potential candidates occurs through the completion of an online recruitment form on the Company’s website, in-person submission, or referrals from ThPA S.A.’s partners (accompanied by consent for the Personal Data Processing) or any other external partner. Policy Commitments on Human Rights [S1-1 20] The Company's commitments are incorporated into its existing policies, such as the Code of Ethics and Diversity Policy, even though they are not explicitly defined as standalone commitments. Despite the absence of a dedicated Human Rights policy, these principles are embedded across various policies, reflecting the Company's commitment to responsible business practices. ThPA S.A.’s policies do not explicitly state alignment with internationally recognized instruments, such as the UN Guiding Principles on Business and Human Rights. However, they fully adhere to the applicable National and European legislative framework, ensuring compliance with relevant regulations and standards. The following commitments are derived from the Company's existing policies. While they may not be explicitly labeled as "commitments," they are embedded within each policy and form an integral part of ThPA S.A.’s approach to responsible business practices.
160 [S1-1 21, AR 12] Commitment to Equality, Diversion and Inclusion Equality, diversity and inclusion govern ThPA S.A.’s operations and the Company is dedicated to cultivating them across all dimensions (gender, skills, talent, knowledge, opinions, and qualifications). By doing so, ThPA S.A. fosters an open, honest and fair workplace, which is characterized by mutual trust and respect. The Company’s Diversity Policy is fundamental in protecting human rights and keeping its people well-informed about its values and principles. By eliminating discrimination and promoting diversity and inclusion, ThPA S.A. strengthens its reputation and demonstrates its commitment to be an employer of choice. Embracing diversity is not only integral to achieving ThPA S.A.’s vision of being more than a port but also to bring in new, ambitious and skilled employees with different backgrounds, so as to enhance its competitive edge and growth potential. Additionally, ThPA S.A. showcases zero tolerance to any form of discrimination and it strives to provide an open, safe and inclusive working environment, free of discrimination based on personal characteristics such as age, race, gender, color, ethnic background, religion, health status, sexual orientation or any other characteristic protected by the law. [S1-1 24 b, AR 15, AR 16] Commitment to Preventing and Combatting Violence and Harassment ThPA S.A. is committed to maintaining a workplace free of violence, harassment, intimidation and discriminations, and declares its zero tolerance for such behavior, including the behavior of colleagues, superiors, managers, clients, visitors, contractors and associates, and will act vigorously to prevent violence and harassment in the workplace. The employees and all kinds of associates of the company are forbidden to proceed to any threat of violence or violent action, harassment, discrimination and violation of equal opportunities. The Company also provides seminars about diversity, psychological bias and sexual harassment prevention, bringing human rights respect into the organizational culture. [S1-1 20 a] Engagement with people in its own workforce ThPA S.A. maintains open and effective communication with its employees through various channels, including daily interactions, reporting systems, forums, working groups, interviews, intranet, press releases and social media. The Company addresses key employee interests such as occupational health and safety, training and development, equal opportunities, compensation/benefit schemes, diversity and inclusion and human rights protection. By fostering dialogue and conducting surveys, ThPA S.A. ensures employee concerns and expectations are heard assessing whether any feedback can be integrated into its policies and practices. [S1-1 20 b] Measures to provide and/or enable remedy for human rights impacts workforce
161 The Company has established confidential and accessible grievance mechanisms, including whistleblowing channel and an internal reporting process, to enable employees to raise concerns about potential human rights violations without fear of retaliation. The reporting channel is in place to ensure anonymity and accessibility for all employees. Additionally, ThPA S.A. has implemented formal investigation procedures to assess and address reported concerns in a fair, transparent, and timely manner. Corrective actions may include disciplinary measures, operational adjustments, or potential policy revisions to prevent recurrence. Through these mechanisms, the Company ensures that human rights-related issues are properly identified, investigated, and remediated. [S1-1 20 c] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. S1-2 – Processes for engaging with own workers and workers’ representatives about impacts. ThPA S.A. recognizes the importance of engaging with its employees as key stakeholders to align its sustainability strategy with their interests and views. This effective engagement with employees is ensured through reliable two-way communication channels such as employee satisfaction surveys, regular meetings with employee unions, structured feedback and dialogue sessions and biweekly meetings between top management and supervisors to foster alignment and transparency. Employees also maintain direct communication with their supervisors, who promptly relay critical information or concerns to the HR Department when necessary. Additionally, ThPA S.A. has established reporting and communication channels, including whistleblowing mechanisms, that allow employees to express their concerns or report violations anonymously or directly. Fundamental principles of communication include compliance with legal and regulatory provisions, safeguarding safety conditions in facilities and operations, and ensuring the integrity of internal and external communication. Through continuous evaluation, open dialogue and regular meetings, the Company strives to strengthen employee relations and enhance the overall workplace experience. [S1-2 27 a, b, AR 19] ThPA S.A. employs a multi-faceted approach to understand focus on its workforce, prioritizing occupational safety, diversity, and open communication. By combining the following strategies, the Company aims to create a safe and inclusive environment for all employees: Health and Safety: • ThPA S.A. adheres to ISO 45001:2018 standards, emphasizing the systematic recognition of occupational hazards and risk minimization. This involves: o Continuous information, training, and awareness programs. o Transparent reporting of occupational safety incidents. o Consultation and participation of employees and their representatives. • This focus on risk management is a core component of ThPA S.A.’s effort to ensure safe working conditions for all, and to minimize the risk of any group of employees facing increased exposure to harm due to their job responsibilities becoming vulnerable due to their work.
162 Equality, Diversity, and Inclusion: • ThPA S.A. is committed to creating a workplace of mutual trust and respect, where diversity is valued. • The related policies aim to prevent discrimination based on age, race, gender, religion, or other protected characteristics. • The policies emphasize on fair and legal human resources management practices. • ThPA S.A.’s has policies in place to promote diversity in senior management positions. Stakeholder Engagement: • ThPA S.A. conducts stakeholder engagement assessments, which include its employees. • The Company utilizes employee satisfaction surveys to gather insights into the workforce's experience and identify areas for improvement. • This allows ThPA S.A. to gain insights into its strengths and weaknesses from the employees’ perspective. Sustainability Reporting: • ThPA S.A. releases sustainability reports that detail its efforts towards social and environmental responsibility, which includes information about its workforce. This provides transparency about their actions. [S1-2 28] ThPA S.A. actively assesses the perspectives of its workforce regarding decisions and activities. This direct engagement ensures that all needs and requirements of employees are considered in decision- making processes regarding the impacts. Engagement methods, such as daily communication on health and safety, employee satisfaction surveys, and structured stakeholder assessments, provide valuable insights that directly inform policy and practice. This approach ensures that any issues are promptly recognized and managed, thereby upholding commitment to protecting human rights within its workforce. [S1-2 27, AR 21, AR 23, AR 24] The responsibility for ensuring employee engagement lies with the HR Director. This senior role is accountable for overseeing the implementation of engagement strategies and ensuring alignment with the Company's overall objectives. The HR Director makes sure that engagement activities are integrated into the organizational culture and that employees’ perspectives are captured and acted upon in the broader context of work-related impacts management. [S1-2 27 c, AR 18, AR 19] ThPA S.A. monitors the effectiveness of workforce engagement through regular reviews of key protection performance indicators (KPI), related to engagement activities, which are aligned with the Company's objectives. These KPIs have included include metrics mentioned above such as feedback survey completion rates, the quality and relevance of employee contributions, and the extent to which
163 engagement initiatives support overall organizational goals. Furthermore, the Company monitors these programs by tracking issues raised, actions taken, and resolutions achieved, ensuring continuous improvement in workforce engagement. [S1-2 27 e] ThPA S.A. does not have a Global Framework Agreement or any other agreements with workers' representatives specifically regarding respect for human rights within the workforce. [S1-2 27 d, AR 20] S1-3 – Processes to remediate negative impacts and channels for own workers to raise concerns. Mitigating the material negative impacts is essential for ThPA S.A. While the Company has not yet established a formal performance evaluation process, it is committed to implementing one in the coming year to enhance transparency and workforce development. Despite the absence of a structured evaluation framework, ThPA S.A. upholds principles of fairness, business ethics, and non- discrimination as outlined in its policies. Recruitment processes are designed to ensure equal opportunities, and established communication channels—such as regular discussions between employees and managers—serve as an avenue for providing feedback and addressing performance- related matters on an ad hoc basis. These informal mechanisms allow employees to raise concerns and seek guidance, fostering an open and supportive work environment. The introduction of a formalized performance evaluation system will further strengthen these efforts by providing a structured approach to assessing and developing employee capabilities. The limited representation of women in ThPA S.A.s blue-collar roles poses challenges to fostering a diverse and inclusive workplace. Despite the challenges, the Company maintains a strong commitment to gender equality through policies that prohibit discrimination and ensure pay equity. Its recruitment process is designed to be fair and unbiased, with no gender-based preferences. However, this gender disparity is a broader industry trend, particularly within the port authority and port operations sector, where female candidates for blue-collar positions remain fewer. Recognizing this challenge, ThPA S.A. actively seeks to enhance female representation in these roles by encouraging applications from women and promoting awareness of career opportunities in such operational functions. The Company's operations involve high-risk working conditions due to heavy machinery and exposure to hazardous materials, increasing the likelihood of accidents and injuries. To mitigate these risks, ThPA S.A. maintains a rigorous health and safety framework, certified under ISO 45001. All incidents are thoroughly recorded, investigated, and reported to the Labour Inspectorate and Port Authority as required, forming the basis for key safety indicators. Through strict safety protocols and continuous employee awareness initiatives, the company fosters a culture of safety and compliance, safeguarding its workforce and contributing to the well-being of the broader community. To promote open communication at all levels, ThPA S.A. is committed to fostering a culture of open communication where employees feel safe to raise concerns without fear of reprisal. To achieve this,
164 the following channels have been established, and employees are encouraged to use any method they prefer: • Dedicated Email: A confidential email address is available for employees to report concerns related to ethical violations, safety hazards, or other harmful incidents. These reports are handled by an independent individual, separate from the communication channel, to ensure impartiality. • Open Door Policy: Managers at all levels maintain an open-door policy, encouraging employees to discuss concerns directly. • Anonymous Reporting: Employees can submit concerns anonymously through a designated system, ensuring confidentiality. • Regular Employee Meetings: Regular meetings, including safety meetings, provide opportunities for employees to raise concerns and provide feedback. • Investigation and Assessment: A thorough investigation is conducted to determine the root cause and extent of any potential negative incident. • Monitoring and Evaluation: The effectiveness of the remedy is monitored and evaluated through: o Follow-up surveys with affected employees. o Regular audits of implemented measures. o Analysis of relevant data (e.g., incident reports, employee feedback). ThPA S.A. is dedicated to maintaining a caring, respectful and transparent workplace focused on its employees' interests. In this regard, the Company has introduced a comprehensive Whistleblowing Manual, setting out a clear process for dealing with any instances where its operations may inadvertently cause actual disruption for the workforce. In such instances, the Company will address concerns in a systematic way through established Whistleblowing channels in order to come to a quick and effective resolution. This policy, therefore, deals with individuals but also promotes the culture of support, respect and an employee's power to raise the concern with boldness. ThPA S.A. is dedicated to continuous improvement in its approach to addressing employee concerns and providing effective remedy. The Company ensures that these processes are clearly communicated to all employees and regularly reviewed for their effectiveness. [S1-3 32 a, AR 27] [S1-3 32 b, AR 28] [S1-3 32 c]
165 The processes mentioned aim that the grievance and reporting mechanism's, users are protected from retaliation. We maintain a zero-tolerance stand on retaliation, ensuring that any employee who raises any concern or reports an issue will be protected as long as the claims are made in good faith. These policies are communicated to the employees clearly, assuring them that any concerns expressed will be taken up in a confidential manner, with the relevant intervention taken to remedy any instance of retaliation. [S1-3 33] [S1-3 33, AR 31] [S1-3 34] S1-4 Actions ThPA S.A. acknowledges the importance of addressing material impacts, risks and opportunities related to its own workforce as a critical component of its strategy. ThPA S.A. takes proactive actions to prevent or mitigate any material impacts on its workforce, specifically addressing concerns related to the absence of a performance evaluation process, the limited representation of female workers in blue-collar roles and the workers’ exposure to significant physical risks due to the Company’s operations, through continuous assessments, employee feedback channels and regular monitoring of operations. Based on the results and outcome thereof, these conclude on appropriate corrective measures, such as process adjustments and/or additional support to affected employees. Current measures include establishing internal control systems, introducing comprehensive risk management frameworks, conducting regular satisfaction surveys to understand and respond to the needs of employees, and a dedicated communication plan with a focus on maintaining an open dialogue between employees and other stakeholders. The performance of the actions is periodically evaluated, while continuous engagement ensures the communication of the Company's commitment to proactively manage both the positive and negative impacts on its people. ThPA S.A. also tracks participation rates in various initiatives (such as training, wellness, and diversity events) to gauge engagement and impact. The turnover rates, specifically among high performers and underrepresented groups, are reviewed in order to assess workplace inclusivity and satisfaction. Exit interviews provide valuable information in regards to employees leave reasoning that can be used to improve employee retention rates. [S1-4 38 d, AR 38, AR 39] [S1- 4 39, AR 34] ThPA S.A. takes precautionary measures to prevent potential negative impacts on its workforce. The key to its continued success/operations is the periodic review of workplace policies with emphasis in the areas of discrimination, harassment, and health and safety. To mitigate risks, proactive risk assessments are evolved in recognizing possible risks that may materialize in the future and constant internal audits are undergone with the purpose of ensuring compliance. Furthermore, the Company
166 regularly reviews turnover statistics, complaints and absenteeism in order to identify patterns that may indicate other issues. To further alleviate risks, the Company has set up mental Health and wellness support programs and offers flexible work arrangements to address issues concerning the work-life balance. At the end of 2024, ThPA S.A. initiated a collaboration with a specialized firm to provide employees and their family members with 24/7 access to professional counseling support services from qualified mental health advisors. This program offers anonymous and unlimited use of the 24-hour Counseling Support Helpline, ensuring that all counseling sessions and any interaction with mental health professionals remain strictly confidential and protected by privacy regulations, complying with privacy regulations. This initiative is included in the broader Employee Assistance Program provided by ThPA S.A., which includes mental health counseling, designed to help employees and their families navigate personal and professional challenges. [S1-4 37] To address the challenges identified as a result of Double Materiality Assessment and its impact on the workforce at ThPA S.A., the Company has implemented several initiatives aimed at mitigating these impacts and fostering a more inclusive, safe and performance-driven environment. • Gender Diversity: In white-collar roles, -which include professional, managerial, or administrative positions that typically involve office-based work, or decision-making responsibilities rather than manual labor- 20% of the workforce are females in ThPA S.A.. The Company intends to boost female representation in blue-collar jobs, such as dockworking and machines operation, through specific outreach and training programs. • Performance Evaluation: A new performance evaluation system has been developed and will come into effect in 2025 to secure consistent feedback and improve employees' prospects for career development. • Health and Safety: As it involves heavy machinery and hazardous cargo handling, ThPA S.A. has strengthened the provision of safety measures, thus conducting regular training, providing good quality equipment protection and improving safety protocols to develop safe working environments. As a result of the improved safety protocols that are in place, no fatal incidents and zero fatalities resulting from work-related injuries or ill health among its employees were recorded during this reporting period. [S1-4 38 a, AR 42] [S1-4 38 b] ThPA S.A. demonstrates a proactive commitment to social engagement by fostering inclusivity, enhancing workforce well-being and ensuring effective communication with all employees. Although there is no specific performance evaluation policy yet, ThPA S.A. has established a formalized recruitment process to attract employees transparently and addresses equal opportunities, inspiring its employees to follow their own career path and reach their full potential in the Company. ThPA S.A. is focusing on recruiting more women in white-collar roles, as gender discrimination is addressed in the Company’s Diversity Policy. The Company has also developed an employee benefits initiative to mitigate potential work-life balance issues, which includes medical insurance and retirement compensation, nursery school, meal voucher, wedding allowance, excellence awards for employees’
167 children that graduate, provision of milk and loans for emergency financial needs or health reasons. In addition, ThPA S.A. takes into consideration the different needs of each role and provide additional benefits based on job requirements and ranking. [S1-4 40 b] Moreover, ThPA S.A. is in the process of developing training materials focused on sustainable development, which will be made accessible to all employees through its intranet. While no formal training programs at this level have been provided to date, the Company is planning to deliver relevant presentations via email to ensure everyone has access to essential information and training on sustainability topics. Furthermore, the intranet will serve as a centralized platform to activate these communications, hosting training modules, presentations and videos for easy access. ThPA S.A. aims to launch this initiative in 2025, ensuring comprehensive employee awareness in its sustainability efforts. ThPA S.A. is also developing an Employee Handbook, providing its own workforce with a comprehensive guide which outlines Company policies, procedures and expectations. The Handbook ensures employees have access to key information regarding their rights, responsibilities, available benefits and company values. In addition, the Company develops an Employee HUB, where employees can access important resources, including HR policies, learning and development opportunities and internal announcements. The Employee Pulse Surveys are conducted to gather feedback from employees on workplace satisfaction, engagement and well-being. Theinsights gathered from the Employee Pulse Surveys help ThPA S.A. identify areas for improvement and implement changes that enhance employee experience. The Company has also placed digital Signage Communication Channels across Company’s sites to disseminate important updates, safety messages, Company news and engagement initiatives, ensuring real-time communication. [S1-4 38 c, AR 42] ThPA S.A. allocates resources in Training and Development Talent Management as part of its investments in workforce-related initiatives, demonstrating its commitment to workforce growth, skill enhancement, and career progression. This includes the development of learning programs to support employees in upskilling and the necessary tools and processes for evaluating employee performance and providing feedback. However, as stated in SBM-3 14 e, ThPA S.A. has not identified any impacts on its own workforce that arise from the transition to a greener-climate neutral economy, and thus, can not specify any measures taken in this context regarding Training and Development. [S1-4 43] 26. Metrics and targets S1-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities Currently, ThPA S.A. has not set time-bound and outcome-related oriented targets that meet the requirements for effectively managing potential negative impacts, advancing the positive ones, or managing material risks and opportunities related to its own workforce. However, the Company
168 acknowledges the significance of establishing targets to drive meaningful progress in this area and evaluates the data gathered from its employees to establish a more standardized process that will monitor how effectively its policies and actions addresse its material sustainability-related impacts, risks and opportunities for its own workforce. Some targets that have been set, relate exclusively to the top level of management, where they are potentially linked to additional benefits or performance- based remuneration. However, these targets and their alignment with remuneration structures have not been publicly disclosed. As such, no workforce-wide targets have been identified or implemented, as they are not applicable beyond the top management level. . [S1-5 44 a, b, c] [S1-5 46] [S1-5 47 a] [S1-5 47 b] [S1-5 47 c] S1-6 – Characteristics of the undertaking’s employees The employee data used for turnover reporting is sourced directly from ThPA S.A.’s HR Management System. This data is reported in “Head Count” as a reflection of the number of employees that were active on 31.12.2024. The methodology ensures that the total number of employees leaving and joining is tracked consistently, providing an accurate reflection of turnover trends. ThPA S.A. has significant employment in Greece (headcount 558), while the number of employees is also presented in the Financial Statements. The metrics included have not been validated by an external body beyond the assurer. [S1-6 50 d(i)] [S1-6 50 d(ii)] [S1-6 50 e, AR 58] [S1-6 50 h] [ESRS 2 MDR-M] Characteristics of the Company’s employees ESRS Disclosure Requirements Unit 2024 Total employees [S1-6 50 a, AR 57] No. 558 Male employees [S1-6 50 a, AR 57] No. 473 Female employees [S1-6 50 a, AR 57] No. 85 Other gender employees [S1-6 50 a, AR 57] No. 0 Permanent employees (male) [S1-6 50 b] No. 398 Permanent employees (female) [S1-6 50 b] No. 82 Permanent employees (other gender) [S1-6 50 b] No. 0
169 Temporary employees (male) [S1-6 50 b] No. 75 Temporary employees (female) [S1-6 50 b] No. 3 Temporary employees (other gender) [S1-6 50 b] No. 0 Non-guaranteed hours employees (male) [S1-6 50 c] No. 0 Non-guaranteed hours employees (female) [S1-6 50 c] No. 0 Non-guaranteed hours employees (other gender) [S1-6 50 c] No. 0 Regarding the non-guaranteed number of employees, Greek labour legislation mandates that all companies, including ThPA S.A., pre-submit employee working hours through the Ergani Information System. This requirement ensures that scheduled working hours are recorded before the workday commences. Consequently, accurately measuring "non-guaranteed" employment, which implies fluctuating or unscheduled hours, becomes impractical within this regulatory framework. Furthermore, Greek labour law stipulates a standard daily work schedule of eight (8) hours and a standard weekly workload of forty (40) hours. ThPA S.A. is legally obligated to create and submit monthly work schedules for each employee to the Ergani System, and employees are required to adhere to these schedules. Employee Turnover ESRS Indicator Unit 2024 Rate of turnover [S1-6 50 c] % 4.64 Total turnover [S1-6 50 c, AR 59] No. 25 During the reporting period, the total number of employee departures due to voluntary resignation, retirement, dismissal, or death in service was 25. The employee turnover rate for the same period was 4.64%. [S1-6 50 c AR 59] S1-7 – Characteristics of non-employee workers in the undertaking’s own workforce As part of its workforce, ThPA S.A. engages both self-employed workers and workers provided by employment agencies to meet specific operational needs. These workers contribute to the Company’s business activities under defined contractual relationships while not being classified as direct employees of ThPA S.A. The total number of non-employees engaged by the Company during the reporting period has been calculated in full-time equivalent (FTE). ThPA S.A. tracks non-employee
170 workforce numbers through contractual records and payroll systems for service providers. Data is gathered in collaboration with the Procurement and Finance departments, which oversee contractual engagements and supplier agreements. [S1-7 55 a, b(i), b(ii), c, S1-7 56, AR 63, AR 64, AR 65] [S1-7 57, AR 63] [AR 61] The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] Characteristics of the Company’s employees ESRS Indicator Unit 2024 Number of non-employees in own workforce [S1-7 55 a] FTE 247* *According to ThPA S.A. and regarding the methodology of calculating specific number of non- employees in its own workforce: At Stavros facility, the 45 FTEs and the 134 FTEs in Security were calculated by translating the total hours into FTEs. S1-8 – Collective bargaining coverage and social dialogue The Company ensures compliance with collective bargaining agreements, covering the majority of its workforce. Specifically, all employees, except of the Management, are subject to the terms and conditions established in the collective agreement. As the Company has no significant employment in any EEA country other than Greece, no country-specific coverage data is available for the region. Therefore, all reported data pertains exclusively to Greece. For non-employees who are not covered by a collective bargaining agreement, working conditions and terms of employment are determined through internal policies or individual agreements, ensuring compliance with industry standards and fair labour practices. However, non-employees who are directly hired by ThPA S.A. are subject to separate terms or agreements and are covered under the collective bargaining agreement.. The percentage of ThPA S.A.’s total employees covered by collective bargaining agreements is 96.95%. [S1-8 60 (a), AR 66, AR 67] [S1-8 60 b, c] [S1-8 61] [S1-8 62] As ThPA S.A. has no significant employment in any other country in the EEA, all its employees in Greece are represented by workers’ representatives (100%). The Company also does not have any representation agreements as an organization in compliance with the European Works Council (EWC), Societas Europaea (SE) Works Council , or Societas Cooperativa Europaea (SCE) Works Council. [S1-8 63 b] [S1-8 58] [S1-8 63 a, AR 69] The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR- M]
171 Coverage Rate Collective Bargaining Coverage Social Dialogue Employees – EEA (for countries with >50 employees representing > 10% total employees) Employees – Non-EEA (estimate for regions with >50 employees representing >10% total employees) Workplace representation (EEA only-for countries with >50 employees representing >10% total employees) 0-19% 20-39% 40-59% 60-79% 80-100% Greece Greece S1-9 – Diversity metric Regarding the definition of top management, ThPA S.A. used its own definition which includes the following roles and positions: The Chairman of the BoD, the CEO, the Executive team and the Directors. [S1-9 AR 71] The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] Diversity ESRS Disclosure Requirements Unit 2024 Number of men at top management level [S1-9 66 a] No. 13 Percentage of men at top management level [S1-9 66 a] % 76.47 Number of women at top management level [S1-9 66 a] No. 4 Percentage of women at top management level [S1-9 66 a] % 23.53
172 Diversity ESRS Disclosure Requirements Unit 2024 <30 aged employees [S1-9 66 b] No. 45 <30 aged employees [S1-9 66 b] % 8.06 30-50 aged employees [S1-9 66 b] No. 297 30-50 aged employees [S1-9 66 b] % 53.23 >50 aged employees [S1-9 66 b] No. 216 >50 aged employees [S1-9 66 b] % 38.71 S1-10 – Adequate wages ThPA S.A. conducts benchmarking and examines the salary ranges of employees in other industries in Greece. Additionally, it implements a Company-level collective labour agreement for its employees, which sets wages 25%-30% higher than the minimum wage, ensuring that its employees are compensated with an adequate wage in line with industry practices. It should be noted the Management is not subject to the conditions laid down in the above-mentioned agreement. [S1-10 67, 68, 69, AR 72, AR 73, AR 74] The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] [S1-10 71] Adequate wages ESRS Disclosure Requirements Unit 2024 Percentage of employees that earn below the applicable adequate wage benchmark [S1-10 70] % 0% S1-11 – Social protection All ThPA S.A.’s employees who are subject to the collective labour agreement, are covered by social protection through public programs and in accordance with national legislation, in cases of accidents, injuries, etc. Beyond the legally established benefits, ThPA S.A. offers additional programs and
173 benefits aimed at further supporting and enhancing the well-being of its employees. These benefits include: • A Group Health Insurance Plan that provides employees with coverage for primary healthcare and significant coverage for themselves and their dependents • Retirement compensation [S1-11 74 a, b, c, d, e, AR 75] All ThPA S.A. employees covered by the collective labour agreement receive comprehensive social protection as mandated by Greek legislation. This protection safeguards against income loss resulting from sickness, unemployment, occupational injury, acquired disability, parental leave, and retirement. This, combined with public social protection, demonstrates the Company's dedication to employee well-being and financial stability during recovery periods. Furthermore, ThPA S.A.'s medical insurance provides additional coverage for income loss due to occupational injury with disability effects, supplementing public social security. This reinforces the Company's commitment to employee security during challenging times. ThPA S.A. also adopts a highly supportive approach to parental leave, fostering work-life balance and contributing to an environment that promotes employee development and satisfaction. There are no identified categories of employees who are excluded from these protections, ensuring comprehensive coverage for all employees across ThPA S.A.’s operations. The same conditions do not apply to non-employees, as they are not directly employed by the Company. [S1-11 75] [S1- 11 76, AR 75] S1-12– Persons with disabilities ThPA S.A. employs 1 disabled person. ThPA S.A. actively conducts awareness seminars and workshops to generate an environment that is inclusive and supportive. These initiatives are aimed at developing understanding, compassion and respect towards people with disabilities, while dismantling misconceptions and reducing stigma. [S1-12 AR 76] Employment and inclusion of persons with disabilities ESRS Disclosure Requirements Unit 2024 Persons with disabilities amongst its employees subject to legal restrictions on the collection of data [S1-12 79] % 0.18 The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M]
174 S1-13 – Training and skills development metrics ThPA S.A. has not yet implemented a performance/career development review system for its employees and thus, no employee has participated in regular performance review and career development review. However, the preparation for implementing the measure has been completed and it is awaiting approval from the BoD in order to be launched in 2025. In order to calculate the average number of training hours, the headcount figures for total employment and employment by gender were used in the denominator of the metric, in line with ESRS S1-6. [S1-13 83 a] ThPA S.A. recognizes that employee training is reinforcing development, enhances skill-building and ultimately boosting performance. The Company offers a diverse range of reskilling and upskilling programs to effectively address critical issues such as risk management, sustainability and health and safety, giving its people the opportunity to upgrade both their hard and soft skills and maximize their potential. ThPA S.A.’s Training and Development Policy provides with the opportunity to effectively select training programs by aligning the Company’s goals with employees needs and expectations. The Policy dictates the evaluation of training based on four criteria: feedback, learning, behaviors and outcome. Moreover, it outlines the Annual Training Plan, prepared by the HR Department based on training proposals submitted annually by Department Heads/Supervisors. The training plan is communicated internally at the end of each year, with progress reports issued quarterly to track and monitor the effectiveness of our training programs. Additional to its formal training programs, ThPA S.A. has established a dedicated induction training program for new employees, which is designed to ensure the smooth transition into the Company’s culture, values and operation. Through this induction training, new employees receive key information about ThPA S.A.’s operations, organizational structure, policies, procedures and its people. The primary goal is to provide them with a thorough understanding of the Company’s processes and guiding principles, enabling them to manage their new roles efficiently and successfully. Training and skills development ESRS Disclosure Requirements Unit 2024 Male employees that participated in regular performance and career development reviews [S1-13 83 a, AR 77] No. 0 Female employees that participated in regular performance and career development reviews [S1-13 83 a, AR 77] No. 0 Other gender employees that participated in regular performance and career development reviews [S1-13 83 a, AR 77] No. 0
175 Number of reviews in proportion to the agreed number of reviews by the management [S1-13 83 a, AR 77] Rate 0 Average number of training hours per male employee [S1-13 83 b, AR 78] No. 16.62 Average number of training hours per female employee [S1-13 83 b, AR 78] No. 7.84 Total average number of training hours per employee [S1-13 83 b, AR 78] No. 15.28 Average number of training hours per other gender employee [S1-13 83 b, AR 78] No. 0 The metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M]S1-14 – Health and safety metrics ThPA S.A.’s nature of work imposes heavy machinery and hazardous materials, leading to increased chances of accidents and injuries. Ensuring that ThPA S.A.’s approach is aligned with international standards, the Company has adopted an Occupational Health and Safety Management System, certified according to ISO 45001: 2018, which applies to all employees across all business units. Regarding number of fatalities, the metric refers to the fatalities registered across ThPA S.A.’s own employees and other workers working on ThPA S.A.’s sites resulting from work-related injuries or work-related ill health. The number of work-related accidents refer to the consolidated number of accidents occurred for employees within the reporting period recorded in local health and safety management systems of ThPA S.A. It is worth mentioning that the nature of the recorded work- related accidents across ThPA S.A.’ employees does not form significant trends or patterns. The number of work-related ill health refers to the consolidated number of ill health cases occurred for employees within the reporting period recorded in local health and safety management systems of ThPA S.A. and include acute, recurring and chronic health problems caused or aggravated by work conditions or practices. The number of days lost refers to the number of days lost, from and including the first full day and last day of absence and including all calendar days of the period (e.g., incl. weekends and public holidays). The LTIFR of recordable work-related accidents represents the number of work-related accident cases per one million hours worked and is calculated by dividing the number of cases registered in the reporting period by the aggregated working hours in ThPA S.A. and multiplied by one million.
176 Health and safety ESRS Disclosure Requirements Unit 2024 Fatalities as a result of work-related injuries or work-related ill health (for own employees) [S1-14 88 b, AR 82, AR 89, AR 90, AR 91] No. 0 Number of fatalities as result of work-related injuries and work- related ill health of other workers working on undertaking's sites [S1-14 88 b, AR 82, AR 89, AR 90, AR 91] No. 0 Recordable work-related accidents [S1-14 88 c, AR 89, AR 90, AR 91] No. 6 Recordable work-related ill health [S1-14 88 d] No. 0 Days lost to work-related injuries and fatalities from work-related accidents, work-related ill health and fatalities from ill health [S1-14 88 e, AR 95] No. 30 Percentage of recordable work- related accidents [S1-14 88 c, AR 89, AR 90, AR 91] % 5.58 Percentage of people in its own workforce who are covered by health and safety management system based on legal requirements and (or) recognized standards or guidelines [S1-14 88 a, AR 80] % 100 During the annual audits of the ISO 45001 system, a review of the indicators is always conducted; however, they are not validated or verified as in other ISO standards. [ESRS 2 MDR-M] S1-15 – Work-life balance metrics Family-related leaves All ThPA S.A. personnel, regardless of gender, have the legal right to take parental leave, in accordance with the current national legislation. Parental leave covers both the needs of new parents
177 to care for their children and to create a working environment that respects and supports the family. [S1-15 94] Working conditions Work-life balance ESRS Indicator Unit 2024 Percentage of total employees entitled to take family-related leave [S1-15 93 a, AR 96, AR 97] % 96.59 Percentage of total entitled employees that took family-related leave [S1-15 93 b] % 9.28 Percentage of male employees that took family-related leave [S1-15 93 b] % 8.79 Percentage of female employees that took family-related leave [S1-15 93 b] % 11.90 Percentage of other gender employees that took family-related leave [S1-15 93 b] % 0 S1-16 – Remuneration metrics (pay gap and total remuneration) ThPA S.A. calculates the pay gap by checking the earning of specific demographic groups, which include gender among the most prominent, thus revealing any inequities in compensation between employee groups. Total remuneration represents the entire earnings category, with base salary and performance bonus. Reporting frequency depends on the needs of the Company, the data can be reported yearly, quarterly, or monthly. ThPA S.A. maintains a collective bargaining agreement with the Unions and with this way promotes equal pay, ensuring no salary discrimination between men and women in equivalent positions. Remuneration metrics are calculated using gross salary and cash/in-kind benefits. The total remuneration ratio is determined by dividing the highest-earning employee's total annual compensation (including all benefits) by the median annual salary of all other employees at ThPA S.A. Annual salary is defined as taxable income plus employer and employee pension contributions, excluding the highest-earning employee's income from the median calculation. All calculations on compensation metrics are directly done by the HR department, with an Excel sheet that encompasses its calculation formula. This ensures the quality of these measurements and their constant representation in terms of total compensation within the Company. [S1-16 97 c, AR 99, AR 102]
178 Equal treatment and opportunities for all Gender equality and equal pay for work of equal value ESRS Indicator Unit 2024 Gender pay gap [S1-16 97 a, AR 98, AR 99, AR 100] % 17.10 Annual total remuneration ratio [S1-16 97 b, AR 101] Rate 7.92 All the metrics included have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] S1-17 – Incidents, complaints, and severe human rights impacts ThPA S.A. confirms that only one case of work-related discrimination and harassment has occurred. Following an investigation, the relevant committee determined that the incident did not fall within the defined framework of violence and harassment and accordingly informed the employee. As a result, there have been no fines, penalties, or compensation claims for damages related to such violations. Additionally, no grievances, incidents, or complaints have been filed through the company's designated channels for its workforce to raise concerns. ThPA S.A.'s grievance and incident handling processes are designed to prevent and address any potential violations in a timely and effective manner. Since no incidents have occurred, the company has not been required to reconcile fines or compensation amounts for such violations. Additionally, there have been no grievances, incidents, or complaints regarding social and human rights matters within the Company. As a result, there have been no fines, penalties, or compensation for damages related to such incidents. [S1-17 103 c, AR 103, AR 104, AR 105, AR 106] [S1- 17 104 b, AR 103, AR 104, AR 105, AR 106] Measures against violence and harassment in the workplace ESRS Disclosure Requirement Unit 2024 Incidents of discrimination, including harassment No. 1 Complaints filed through channels for people in the Company’s own workforce to raise concerns No. 0
179 Fines, penalties, and compensation for damages as result of incidents of discrimination, including harassment and complaints filed No. 0 Human right violations ESRS Disclosure Requirement Unit 2024 Severe human rights incidents connected to the Company’s workforce No. 0 Number of severe human rights issues and incidents connected to own workforce that are cases of non- respect of UN Guiding Principles and OECD Guidelines for Multinational Enterprises No. 0 Fines, penalties and compensation for damages for the incidents described above No. 0 S3 Affected communities 27. Strategy SBM-2 – Interests and views of stakeholders ThPA S.A. recognizes the importance of collaborating with affected communities in shaping its strategy and business model. Through ongoing consultations, meetings and surveys, it ensures that the needs, expectations and concerns of the communities in which it operates are taken into account. These processes enable the Company to adapt its practices to the latest developments regarding sustainability issues and implement best practices while ensuring the protection of human rights and transparency in its actions.
180 SBM-3 - Material impacts, risks and opportunities and their interaction with strategy and business model IROs to affected communities ThPA S.A. has identified that through a regular engagement with local stakeholders, it enhances community participation in decision-making processes and supports sustainable communities, as local concerns and expectations are acknowledged and integrated into the Company's operations. The transparency of this engagement also fosters trust between the port and the community, integrating the port as a vital part of Thessaloniki. As a result of this, the open dialogue is regarded as one of the material opportunities for one's affected communities. Through the establishment of an open and continuous dialogue with the local community, the Company supports freedom of expression, enhances trust and builds a positive reputation, contributing to stronger community relations and potential support for future initiatives. Therefore, this respectful and open interaction with the affected communities could reduce social resistance to potential operational changes, investment projects or regulatory approvals. The material impact that ThPA S.A. has identified is linked to its strategic decisions to support the port-city integration and promote open stakeholder engagement. This impact primarily occurs through the nature of ThPA S.A.’s operations, that are critical for trade, economic development and community well-being and contribute to regional development, infrastructure investments, and environmental and social sustainability. [SBM-3 8 a, b, AR 5, AR 6] Types of affected communities ThPA S.A. recognizes that its business operations are likely to materially affect multiple stakeholder groups and throughout its value chain in the scope of its disclosures. The Company acknowledges the significance of identifying and understanding the diverse communities that may be affected by its operations. Through its DMA process the Company has identified three key groups that are subject to its material impact, including the port community, the local community and civil society organizations/NGOs. The port community includes businesses, operators, workers who are directly involved in port-related activities, and whose economic well-being depends on port operations. The local community consists of residents in Thessaloniki and its wider surrounding areas who may experience environmental, social as well as economic impacts. Civil society organisations and NGOs represent broader societal interests, advocating for social equity and environmental protection. As a port authority which only operates the port facilities, ThPA S.A. has recognized that its operations and its value chain could not lead to human rights impacts or cause heightened risks of harm to indigenous people. [SBM-3 9 a(i-iv)] As ThPA S.A. actively promotes freedom of expression and open communication by ensuring diverse stakeholder representation in the established Port Users’ Council. Thus, the Company enables
181 representatives of the local community to engage on legislative changes and investment projects, thereby strengthening dialogue for positive community impact. [SBM-3 9 c] [SBM-3 11, AR 8] 28. Impact, risk, and opportunity management S3-1 – Policies related to affected communities ThPA S.A. is dedicated to maintaining the port as an integral part of citizens’ and visitors’ daily lives while strengthening its connection with the local community. The Company’s commitment remains steadfast in fostering trust-based relationships with the society of Thessaloniki by supporting vulnerable social groups and local institutions and associations. Its contribution goes beyond its core activities, extending through various social initiatives guided by collective effort and teamwork, working closely with stakeholders and investing in younger generations. Despite the fact that ThPA S.A. has not established a formal Corporate Social Responsibility (CSR) policy or any other policy specifically referring to the management of its material IROs related to affected communities, the Company implements a comprehensive CSR program, which designs and carries out a wide range of social initiatives that highlight the cultural significance of Thessaloniki and the wider region, raise awareness on environmental and marine ecosystem issues, enhance the growth prospects of the wider region and provide support to social groups in need. [S3-1 12] [S3-1 14] ThPA S.A. continuously reviews its interactions with affected communities, recognizing the necessity for creating a positive societal added value. While formal policies on affected communities and community engagement are under evaluation or have not been established yet, the Company has already implemented numerous initiatives that support social well-being and remains committed to developing specific policies to further strengthen its dedication to the community. The following society-related policies are applicable, covering ThPA S.A.’s operations and extending throughout the Company’s value chain, with a particular focus on communities directly affected by its activities. Additionally, ThPA S.A. aligns its following policies with relevant national and European recognised guidelines and standards relevant to local stakeholders. Code of Ethics ThPA S.A.’s Code of Ethics, while initially focused on guiding employee behavior and internal operations, plays a key role in shaping the Company’s relationship with local communities. High moral standards, integrity, non-distinction and no tolerance for violence in any form are regarded fundamental to ThPA S.A. promoting a culture of respect in relations with the outside world. The emphasis on compliance ensures adherence to ethical and legal standards in business practices, indirectly benefiting society by promoting responsible corporate behavior. Additionally, the provisions on gifts and donations are provisions of what ThPA S.A. views as ethically sound transactions, which
182 can also influence how it engages with external parties. Although community engagement specifically is not detailed in the Code, principles such as transparency and collaboration are designed to ensure responsible relations with the local community, which form the basis of trust and respect between the two parties. Policy to prevent and combat violence and harassment ThPA S.A. is committed to maintaining a safe, inclusive and respectful work environment, taking strict action against any forms of violence and harassment. Though the policy was initially designed to ensure that employees and associated members work free of violence or harassment of any kind, its purpose however extends beyond ThPA S.A.’ premises to various locations where the employees carry out work-related activities. These include public places such as transportation hubs, accommodation provided by the employer and external work-related events. Consequently, the Company’s commitment to prevention and combat of violence and harassment indirectly contributes to the general well-being of the local community. By guaranteeing that employees act respectfully in all work-related environments -all the way from a certain public place up to public interaction with community members in those very same public space- the Company plays a role in promoting a culture of inclusivity and mutual respect. Additionally, any violation of this policy in public spaces while representing ThPA S.A., are subject to the same strict internal procedures and disciplinary actions. Though these measures, the Company not only protects its own interest, but also promotes a respectful and safe environment in the broader community, aligning with its social responsibility commitments. Environmental Policy ThPA S.A.’s commitment to environmental management, as outlined in its Environmental Policy, directly and indirectly benefits society and local communities by minimizing negative environmental impacts. By adhering to ISO 140001:2015 and the current national and European legislative framework, the Company ensures cleaner air and water, minimizing environmental risks for nearby residents and marine life. By implementing appropriate environmental programs to improve environmental performance and operating in such a way to ensure the prevention of pollution, ThPA S.A. reduces the negative effects and improves the environmental performance of ThPA S.A.’s activities. Additionally, the Company’s commitment to inform and raise environmental awareness among its staff, members of the Port Users’ Council, suppliers and passengers passing through the port, on environmental management issues fosters responsible behavior and collective action to protect the environment. Sustainability Policy ThPA S.A.’s Sustainability Policy has set up specific commitments under the Social Engagement Strategic Pillar with the ambition to create social surplus and also promote sustainable growth - through its business operations- in the city of Thessaloniki and the wider region. Regarding the City-
183 Port Integration, ThPA S.A. is committed to strengthening relationships, generating added value and creating jobs in the regions and communities where it operates. The Company is also determined to strongly support local businesses, forge links with local suppliers and increase its overall socio- economic impact. As city-port integration is a critical issue for the Company, ThPA S.A. is taking part in numerous events and initiatives that give back to the community, either in the form of infrastructure upgrade or social actions that provide chances of cultural integration. With a view to enhancing communication and actively engaging with key stakeholders, the Company is dedicated to engaging with all its stakeholders, including local communities and involving them in the process of identification and management of its sustainability topics and concerns through open dialogue and collaboration. Therefore, the Company enhances its performance in this front and improves transparency, builds trust and navigates through emerging challenges and opportunities. ThPA S.A. recognizes the unique value each stakeholder group holds and seeks its contribution to feedback and shared progress, thus advancing ThPA S.A.’s commitment to sustainability. Through these direct and indirect efforts, ThPA S.A. plays an active role in safeguarding that the port remains a responsible and sustainable gateway, benefiting both the local environment and the broader community. [S3-1 15] [S3-1 16] Although ThPA S.A. does not have an established policy on Human Rights yet, it actively seeks to promote human rights principles within its operations. These commitments are reflected in already established policies, such as the Code of Ethics and the Sustainability Policy. Besides, through various initiatives, the Company aims to create social added value, enhance engagement with local stakeholders and contribute towards the well-being of affected communities. ThPA S.A. assesses its policies on an ongoing basis, showing its willingness for the further development of specific human rights commitments. [S3-1 16 a] ThPA S.A. has established a standardized process for engaging with stakeholders, including the affected communities and is committed to fostering the engagement with all its stakeholders, as mentioned in the Sustainability Policy. [S3-1 16 b] While there is no dedicated remedy mechanism specifically addressing human rights impacts on affected communities, the Company is committed to maintaining an open dialogue with the local communities. ThPA S.A.’s corporate social responsibility initiatives and stakeholder engagement mechanisms, help identify and mitigate any potential negative social impacts. The Company’s goal is to stay informed and act on opportunities and risks identified through its engagement and dialogue with affected communities. Additionally, the Company remains dedicated at enhancing its approach by identifying additional ways to integrate human rights considerations into its policies and due diligence processes. [S3-1 16 c] As ThPA S.A. operates as a port authority, it does not have any known conflicts or direct engagements with Indigenous people. However, the Company remains committed to respecting the rights of all communities within its area of operations [S3-1 17] [S3-1 17, AR 10]
184 For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. S3-2 – Processes for engaging with affected communities about impacts ThPA S.A. recognizes the unique value of its stakeholder group’s feedback and enhances communication with local communities, so that their views are incorporated into decisions affecting potential positive or negative effects. Engagement takes place through the established Port Community Council and various means of communication, surveys, public consultation, so the affected communities are able to raise their concerns and provide their feedback. Such interactions are periodic depending on the subject matter and facilitated by the relevant department head, relevant to the topic of the interactions, who ensures that the provided input informs the Company’s sustainability strategy and operations. ThPA S.A.’s Chairman and CEO are those who generally lead the communication with stakeholders and are the Company's representatives in numerous meetings with local communities and the port community. The effectiveness of the engagement is based on the analysis of the indirect feedback and incorporation of key concerns into relevant initiatives and corporate decisions. ThPA S.A. regularly assess the general approach of affected communities’ engagement -not through an official mechanism- and is committed to making the necessary adjustments in terms of its frequency. Those responsible for dealing with issues arising from interaction and engagement with affected communities, although it is not recorded as a requirement that they have received specific training or capacity building, are required to behave in accordance with the Company's established conduct policies and are supported by ThPA S.A.'s staff where necessary in order to respond to the fullest extent possible. [S3-2 21, AR 16] [S3-2 21 a] [S3-2 21 b, AR 15] [S3-2 21 c, AR 14, AR 15] S3-3 – Processes to remediate negative impacts and channels for affected communities to raise concerns While no material negative impacts have been identified, ThPA S.A. proactively engages with affected communities and has transparent processes in place for remedying and addressing concerns should any such impacts arise. The Company’s approach includes increasing contributions to strengthen the positive impacts it has through sponsorships and ThPA S.A. effectiveness of its remedies through ongoing dialogue with stakeholders, participation in events and sustainability reporting. To ensure affected communities can raise concerns, ThPA S.A have established multiple communication channels, including our corporate website, social media, complaint forms, meetings with local bodies and open dialogue with NGOs and civil society. These mechanisms are both internally managed and developed in collaboration with third-party organizations to enhance accessibility and responsiveness. Additionally, the Company supports the availability of these channels through its business relationships by promoting transparency, regular stakeholder engagement and awareness initiatives
185 on ESG issues. ThPA S.A actively tracks and monitors concerns through annual reports, sustainability audits, and dedicated initiatives, ensuring that stakeholders’ feedback is integrated into Company’s decision-making. This continuous monitoring process, combined with stakeholder involvement, helps to evaluate and improve the effectiveness of response strategies, reinforcing the commitment to sustainable and resilient community development. [S3-3 27 a, AR 17, AR 22], [S3-3 27 b, AR 18], [S3-3 27 c], [S3-3 27 d, AR 24] ThPA S.A. is committed to maintaining the highest standards of ethics and professional conduct, adopting a zero-tolerance approach to illegal activities that could negatively impact its reputation and credibility. To uphold transparency and accountability, the Company has implemented a whistleblowing policy that allows employees, customers, suppliers and other stakeholders to anonymously report violations, irregularities, or misconduct. Reports must be made in good faith, with reasonable belief in their accuracy. To protect whistleblowers, ThPA S.A. ensures that individuals who submit reports can remain anonymous if they choose. If a whistleblower provides their contact information for follow-up, their identity is safeguarded and disclosed only to authorized personnel. Additionally, the Company has strict policies in place to protect individuals using this reporting mechanism from any form of retaliation, reinforcing a safe and trustworthy environment for raising concerns. [S3-3 28, AR 23] The Company remains always open to receiving complaints and concerns from citizens, ensuring transparent and confidential handling of all issues raised. However, as mentioned earlier, there have been no noteworthy complaints to date that would necessitate a formal review. To assess whether affected communities are aware of and trust these mechanisms, the Company is considering conducting a survey to evaluate if citizens feel safe expressing their concerns, whether they trust that their confidentiality is protected and if they believe their issues will be effectively addressed. This approach aims to continuously improve engagement and responsiveness to community needs. [S3- 3 29] S3-4 – Taking action on material impacts on affected communities, and approaches to managing material risks and pursuing material opportunities related to affected communities, and effectiveness of those actions ThPA S.A serves as both a vibrant hub and a key attraction for visitors. Easily accessible, Pier No. 1 is a popular gathering place, offering a variety of cultural and recreational activities and indicating in practice the Company's commitment to port-city integration. Beyond its business services and operations, ThPA S.A. is committed to fostering positive social change and strengthening ties with the local community. Through open dialogue and targeted initiatives, the Company actively supports vulnerable social groups, cultural heritage and environmental sustainability. In 2024, ThPA S.A. contributed to numerous local organizations, reinforcing its dedication to corporate social responsibility. Its efforts include initiatives to assist financially challenged families, support individuals with visual impairments and promote environmental awareness—especially regarding marine ecosystem protection. Through these initiatives and actions, ThPA S.A. demonstrates a multifaceted
186 commitment to societal well-being and therefore, to pursue the identified material opportunity. [S3- 4 31] A significant portion of its contributions is dedicated to community well-being, focusing on education and innovation and enhancing the open dialogue with the affected communities, by implementing a variety of actions, listed below: • Support of the non-profit charitable Association “Syzoi”. Specifically, ThPA S.A. supported of the 9th Mountain Race "Sizathlos" organized on annual basis by Syzoi. It is also noted that ThPA S.A. supports Syzoi -the Parents’ Association of People with Vision Disorders & Additional Disabilities- since 2019. • Support of the non-profit association “EduAct”. Specifically, ThPA S.A. supported the FIRST® LEGO® League Panhellenic Final Competition and it is noted that ThPA S.A. supports this STEM-driven initiative of EduAct since 2023 • Educational Visits. ThPA S.A. welcomes students of all educational levels and institutions from both Greece and abroad to visit the port and get to know the history, activities, people, vision, mission and values of the Port of Thessaloniki. More information about this educational initiative is publicly accessible through ThPA S.A.’s website (https://www.thpa.gr/sustainability/society/) • ThPA S.A. undergone an Underwater Sea Cleaning Action, for the first time at the Thessaloniki Waterfront, where 39 divers removed 1.5 tons of debris from the seabed. This initiative, complemented by an educational program for over 250 high school students, raises awareness of marine conservation. More information about this educational initiative is publicly accessible through the Company’s website (https://www.thpa.gr/underwater-sea-cleaning/) Through these actions, ThPA S.A. not only mitigates potential negative impacts but also actively contributes to social, educational, and environmental progress, reinforcing its commitment to sustainable and inclusive growth and leveraging the positive effects of the identified material opportunity. ThPA S.A. assesses the effectiveness of its initiatives by actively monitoring key impact metrics and gathering feedback from affected communities. Specifically, the company tracks student participation numbers, conducts feedback surveys and utilizes post-visit assessments to evaluate the satisfaction and educational value of its programs. Additionally, ThPA S.A engages with community members and partner organizations through surveys and consultations to ensure that its actions align with local needs and expectations, allowing for continuous improvement and meaningful impact. These actions do not have a fixed time horizon, as they are ongoing throughout the year and, in many cases, are recurring on an annual basis. The continuous nature of these initiatives ensures that the Company remains responsive to evolving community needs and effectively manages material risks and opportunities over time.
187 The allocation of financial resources for managing material impacts on affected communities is not standardized or assigned in a predefined manner. Instead, ThPA S.A. allocates funding to support the various CSR initiatives aimed at addressing social impacts, fostering community engagement and promoting sustainable development. Even though relevant responsibilities to the management of material impacts related to affected communities are not formally structured within a specific framework that allows for direct inclusion in the sustainability statement human resources are dedicated to these efforts, including members of the Public Relations team and other departments/Divisions involved in community relations and stakeholder engagement. [S3-4 38] [S3-4 31], [S3-4 32 c, AR 37], [S3-4 32 d, AR 31, AR 32, AR 33], [S3-4 34 b], , [ESRS 2 62] ThPA S.A., by maintaining open channels of communication with all stakeholders and promoting transparency in its operations, reaffirms its commitment to ethical business practices and social responsibility. In this context, no significant human rights issues or incidents affecting local communities have been observed or recorded. This continuous engagement ensures that the Company remains attuned to societal concerns while upholding the highest standards of corporate governance and community relations. [S3-4 36] 29. Metrics and targets S3-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities Currently, ThPA S.A. has not set time-bound and outcome-related oriented targets that meet the requirements for effectively managing potential negative impacts, advancing the identified positive impact, or managing material risks and opportunities related to affected communities. However, the Company acknowledges the significance of establishing targets to drive meaningful progress in this area. ThPA S.A. is open to undertake any structural actions or upgrade existing engagement processes that involves engaging directly with the affected communities, their representatives and credible proxies. In the meantime, the Company gathers quantitively and quantitative data from its implemented corporate social responsibility initiatives, such as the number of students participated in the educational visits and continuously assesses current practices and takes into account the wishes of the communities affected, to establish a process that will monitor how effectively its policies and actions addresses its material sustainability-related impacts, risks and opportunities for affected communities. Within the next reporting periods ThPA S.A. is committed to define a level of ambition, establish measurable qualitative and quantitative indicators to track progress and specify a baseline year from which progress will be measured. [S3-5 42 a] [S3-5 42 b] [S3-5 42 c] [S3-5 41, AR 45, AR 46, AR 47]
188 S4 Consumers and end-users 30. Strategy SBM-2 – Interests and views of stakeholders ThPA S.A.’s strategy and business model are deeply influenced by the interests, views and rights of consumers and end-users, with a particular focus on respect for human rights. The Company maintains relationships with its end-users, which shape its strategy focused on responsible and transparent practices that ensure stability and credibility. It incorporates a commitment to the protection and needs of consumers. The Company focuses on building long-term relationships of trust, enhancing its social impact through responsible resource management, safety and transparency, ensuring that both end-users and consumers enjoy quality services with respect for human rights. SBM-3 – Material impacts, risks and opportunities and their interaction with strategy and business model ThPA S.A.’s business model reflects information-related impacts for customers, such as data privacy and customer satisfaction, as well as it reflects impacts related to the personal safety of consumers and end-users. By prioritizing consumer data privacy and aligning with GDPR's principles, ThPA S.A. enhances consumer trust and demonstrates a commitment to safeguarding personal information. Additionally, the Company promotes customer freedom of expression by monitoring and addressing customer concerns, and thus, it enhances transparency and accountability, which has positive impact. Specifically, it strengthens trust between the Company and its customers and helps build stronger relationships with stakeholders. Moreover, ThPA S.A.’s efficient communication and complaint resolution processes improve customer satisfaction and trust, fostering long-term client relationships. By addressing issues promptly and transparently, the Company enhances its service quality. In addition, ThPA S.A. places the highest priority on issues related to the personal safety of consumers and end-users. Ensuring their well-being is at the core of its operations and decision-making processes. The Company aligns with responsible labour practices by prioritising workplace health and safety for contractors, suppliers, and port users. Enhanced safety protocols, particularly in high-risk areas like port facilities, promote community well-being and minimise potential harm to individuals and communities. [SBM-3 9 a] The Company’s material risks and opportunities in relation to consumers and/or end-users arise from actual or potential impacts rather than dependencies. While no critical dependencies on consumers and/or end-users have been identified, ThPA S.A. remains committed to addressing any material impacts to safeguard long-term trust, improve service experience, and maintain its market position. [SBM-3 9 b] All consumers and end-users who are likely to be materially impacted by ThPA S.A.’s operations, including those affected through its value chain, services, and its business relationships, have been
189 included in the scope of this disclosure, in accordance with ESRS 2. The Company primarily serves contractors, suppliers and port users, who receive a range of services. In assessing potential material impacts, the Group has determined that certain customers may be subject to impacts related to their rights to privacy and personal data protection. However, the Company does not serve consumers or end-users of services that are inherently harmful to people or that increase the risk of chronic disease. Likewise, the Company does not have consumers or end-users who could be negatively affected in terms of their rights to freedom of expression or non-discrimination, nor does it serve consumers or end-users who rely on accurate and accessible service-related information, such as manuals or product labels, to avoid potentially damaging use. Additionally, ThPA S.A. does not have consumers or end-users who are particularly vulnerable to health impacts, privacy risks, or the effects of marketing and sales strategies, such as children or financially vulnerable individuals. [SBM-3 10 a] Based on the Double Materiality Assessment, no negative material impacts were identified in relation to consumers and end-users, therefore, no consumers or end-users with particular characteristics could be negatively affected. [SBM-3 10 b] Conversely, the positive material impacts derive from commitment to delivering high-quality services, protecting data privacy through a dedicated and established GDPR policy and minimizing potential harm to individuals and communities by implementing strict safety protocols. At the same time, internal security protocols and cybersecurity initiatives safeguard stakeholders’ data privacy, fostering consumers’ trust. Established processes such as an annual customer survey and a registry to record all customer interactions, further enhance transparency and accountability and foster long-term client relationships. In addition, the continuous improvements in service response enhance customer satisfaction. Moreover, signed agreements, documented procedures, and mandatory certifications alongside with implemented safety protocols and risk assessments and internal inspectors who oversee safety measures, particularly in high-risk areas such as port facilities, reduce the risk of harm to individuals and the broader community. [SBM-3 10 c] Furthermore, the DMA identified four opportunities and a risk arising from the material impacts which are relevant to all the Company’s consumers and end-users. Regarding the opportunities, by maintaining a secure and compliant data management system, ThPA S.A. can mitigate potential financial risks associated with data breaches or compliance violations, which can result in fines and legal expenses. Additionally, the Company’s commitment to maintain an open line of communication and addressing customer feedback can reduce reputational risk, lead to potential long-term revenue stability and minimize any cost associated with customer dissatisfaction. Moreover, ThPA S.A.’s efficient communication and complaint resolution process, makes the Company a preferred partner for clients who value responsive service and reliability, enhances its operational effectiveness and ultimately driving growth and profitability. It is associated with continuous customer satisfaction, as it drives higher customer loyalty, fosters trust, and supports market share growth. In addition, investing in safety compliance and health protocols, can reduce the Company's insurance costs and
190 liability, while fostering a safe environment. This commitment also strengthens the port's brand reputation. Through the DMA, a risk was identified associated with potential safety incidents or non-compliance penalties, which could arise from any gap in implementing or enforcing health and safety protocols for consumers and end-users and would affect operational continuity and cause significant legals costs. [SBM-3 10 d] Based on the outcome of the materiality assessment conducted in accordance with ESRS 2 IRO-1, the Company has not identified any actual or potential negative impacts on consumers or end-users. Consequently, no specific consumer or end-user groups have been determined to be at greater risk of harm. However, ThPA S.A. remains committed to monitoring its services and maintaining open channels of communication to promptly address any concerns that may arise in the future. [SBM-3 11] ThPA S.A. has not identified any material risks or opportunities that relate to specific sub-groups of consumers and/or end-users, such as particular age groups or individuals with specific characteristics. Instead, the identified risks and opportunities relate more broadly to general categories of stakeholders such as suppliers, port users, and other service recipients. The Company remains attentive to potential emerging issues affecting specific groups and will reassess its approach as part of its ongoing stakeholder engagement and materiality assessment processes. [SBM-3 12] 31. Impact, risk, and opportunity management S4-1 – Policies related to consumers and end-users. At ThPA S.A. to ensure that our business activities are conducted responsibly and with respect, we have developed and implemented a series of policies and regulations. ThPA S.A. has designed and implements a Quality Management System in conformity with the requirements of the International Standard ELOT ISO 9001:2015, to meet the requirements of the modern business reality and ensure the ongoing improvement of its processes with a view to achieving top customer satisfaction. The Quality Management System was designed based on the needs and aspirations of ThPA S.A. and in accordance with the legal and regulatory requirements of the applicable Greek and EU legislation and its scope is as follows: • Mooring of Commercial vessels, passenger vessels and cruise ships • Loading and unloading of containers, bulk cargo and general cargo • Storage and transport of cargo • Concession of sites for commercial and cultural activities
191 The Management commits to meet the requirements of all stakeholders and consolidate the customer confidence through the fulfilment of specific quality standards and the ongoing improvement of the effectiveness of the Quality Management System in conformity with ISO 9001:2015. In this context, ThPA S.A., seeks: • Compliance with the requirements of ISO 9001:2015 • Compliance with the applicable relevant legislation, International Codes and best practices • Provision of ongoing information and training to all its employees through training programmes • Constant improvement the Quality Insurance System and the Company operations through the effective use of the following processes • Management Review • Internal Audits • Corrective Actions • Risk Management To achieve the above goals, the Management: • Commits to apply the principles of the Quality Policy and the Quality Management System that it establishes • Commits to comply with the applicable Greek and EU legislation • Informs its staff and encourages it to be bound by the same principles • Commits to provide the infrastructure and equipment required for fulfilling its operations and implement properly the Quality Management System. The implementation and certification of the quality management system aims at: • enhancing the Company’s reputation by guaranteeing the customer confidence • creating opportunities for entering international markets as the Company’s image and reliability improve • reducing production cost through the optimization of resource and time management • raising awareness of employees about quality management • ensuring ongoing improvement of processes based on the implementation of objective monitoring and measurement mechanisms and, therefore, upgrading the Company processes to generate value added. • creating a competitive advantage The Company Management periodically reviews the principles and goals of this Quality Policy, the current version of which has been notified to all the staff. At ThPA S.A., we also implement an ICT Security Policy to safeguard the company’s information and the systems that manage it. Ensuring the confidentiality, integrity, availability and privacy of data is
192 of vital importance. This policy establishes controls and safeguards against potential threats while enforcing a strong security framework to protect our information systems. This policy complies with ISO/IEC 27001 standard that specifies requirements for the establishment, implementation, monitoring and review maintenance and improvement of an information security management system. [S4-1 15] At ThPA S.A. the protection of customer data is a top priority. Access is restricted to authorized users with credentials, while all data is hosted on on-premises servers safeguarded by advanced firewalls, in full compliance with GDPR regulations. Customer service is ensured through daily communication (via telephone and email), annual satisfaction surveys based on ISO quality standards and automated complaint management aimed at the continuous improvement of services. Additionally, digital tools such as QR codes and contact forms are utilized to provide users with direct access to services and relevant departments. In addition, although there are no specific human rights policy commitments relevant to customers, including processes and mechanisms to monitor compliance with the UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, or the OECD Guidelines for Multinational Enterprises, human rights principles are embedded in other ThPA S.A.’s policies, which comply with all applicable national and EU legislation related to customers and end-users. This underscores the Company’s dedication to creating a framework where security, transparency, and respect are fundamental values. [S4-1 16], [S4-1 16 a] Customer satisfaction is at the core of ThPA S.A.’s quality strategy. Committed to excellence, the Company maintains ongoing communication channels with customers through emails, its website and customer satisfaction surveys. These tools allow the submission of claims, requests and complaints while measuring satisfaction levels with the provided services. An annual Customer Satisfaction Survey is being conducted since 2021, evaluating customers' willingness to recommend services and their overall satisfaction. The survey results show a year-on-year increase in response rates and satisfaction levels, with the Net Promoter Score for 2023 improving by 117% compared to 2022. The results of the 2024 survey have not been evaluated yet. [ESRS 2 MDR-P (f)] Claims and Complaints Management ThPA S.A. employs a structured and efficient process to manage claims, complaints, and requests, ensuring timely and effective resolution of any issues. All customer claims or complaints received by any department are directed to the Customer Service team, which promptly acknowledges receipt and engages the relevant divisions or departments to address the matter. The claims and complaints handling process includes: • Notifying all relevant parties involved. • Monitoring the progress of the claim or complaint. • Informing customers about the resolution outcome.
193 • Updating the registry and CRM system upon case closure. • Implementing corrective actions to enhance service quality. Claims, complaints and requests are documented in a weekly report, and a dedicated meeting is held to review progress by business unit and take corrective measures where necessary. [S4-1 16 b], [S4-1 16 c] The Company has no recorded cases of non-compliance with the United Nations Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental Principles and Rights at Work, or the OECD Guidelines for Multinational Enterprises related to consumers and/or end users. [S4-1 17] During the reporting period, ThPA S.A has maintained open communication channels with all stakeholders regarding any potential changes, interventions, revised approaches to due diligence, or remedial measures related to policy adjustments. However, as of now, no such modifications have been deemed necessary, due to the absence of incidents and the minor significance of recorded complaints. [S4-1 9, AR 9] The responsible Regulatory Compliance & Risk Management Officer is tasked with continuously monitoring the regulatory framework and relevant requirements, ensuring that the Company remains fully aligned with applicable laws and regulations. Additionally, the Officer proposes measures and best practices to enhance compliance and manage potential risks, establishing a strong operational framework that safeguards the company while promoting transparency and reliability. [S4-1 17, AR 11] [ESRS 2 MDR-P (c)] Through the established engagement mechanisms, ThPA S.A actively gathers feedback and input from stakeholders. This feedback is systematically monitored, evaluated, and assessed to determine its relevance and feasibility for integration into ThPA S.A policies and operational framework. However, the Company has not established a dedicated process that explicitly describes how the interests of key stakeholders are considered when setting policies related to consumers and end- users. While stakeholder interests are considered through the general engagement activities mentioned, there is no formalized mechanism to enhance transparency by further outlining how consumer and end-users interests are taken into account within its broader strategy. [ESRS 2 MDR- P (e)] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. S4-2 – Processes for engaging with consumers and end-users about impacts. ThPA S.A. ensures engagement with consumers, end-users and their legitimate representatives through direct communication and credible proxies, as part of its commitment to transparent
194 stakeholder dialogue. Engagement is conducted at various stages, including the identification and resolution of sustainability issues, using diverse methods such as consultations, surveys and assessments, in compliance with the Accountability AA1000 Stakeholder Engagement Standard. These engagements are held periodically, fostering open dialogue to address economic, social, and environmental concerns, aligning with stakeholders' expectations and reinforcing trust and transparency. [S4-2 20 a, b, AR 14, AR 16] The operational responsibility for ensuring stakeholder engagement at ThPA S.A. lies with the Executive Chairman of the Board of Directors and the Chief Executive Officer. The Executive Chairman chairs the periodically meetings with Shipping Agents Association of Thessaloniki and the Hellenic Ports Association, Thessaloniki Port Users' Council, with the active participation of the CEO, ensuring that communication with the port community occurs effectively. These meetings provide a platform for stakeholders to engage in meaningful dialogue, share information and discuss key issues such as port services, sustainability initiatives and strategic developments. The involvement of these senior leaders underscores the Company’s commitment to fostering transparency and collaboration with stakeholders. [S4-2 20 c, AR 15, AR 16] Stakeholder Group Communication Channels Interests & Expectations ThPA S.A. Response Customers, Shipping and Terminal Operators Daily communication Complaint Procedures Customer Satisfaction Innovation Grievance Mechanisms Corporate Website Fair Business Practices ISO 27001 Working Groups Survey Data Privacy & Security Information Security Working Groups Products/Services Safety & Quality Processes Survey Sustainable Products/ Services Total Quality and Business Newsletters Excellence Systems Research & Development
195 Processes Audits [S4-2 20 d] At ThPA S.A., the views of consumers and end-users play a crucial role in shaping decisions and actions aimed at managing both current and potential impacts. Through regular engagement with stakeholders, such as the Thessaloniki Port Users’ Council, ThPA S.A. actively gathers feedback on key issues, including port services and sustainability initiatives. This input guides the Company’s strategic planning, ensuring that business activities align with the needs and expectations of its users, while addressing any emerging challenges to enhance overall performance and mitigate impacts. [S4-2 20, AR 17] S4-3 – Processes to remediate negative impacts and channels for consumers and end-users to raise concerns. ThPA S.A. adopts a proactive approach by establishing processes that enable the immediate and effective management of any issues that may arise for its customers and consumers. Through systematic monitoring of customer satisfaction indicators and the management and analysis of complaints via a specially designed digital platform, the Company ensures that customer needs are considered and addressed. Committed to the continuous improvement of its services, the Company remains dedicated to providing an overall positive experience for its customers, enhancing their trust and satisfaction. [S4-3 25 a, AR 18] [S4-3 25 b, AR 19] The Company has established communication channels to support its customers and address any concerns related to its operations, products, and services. Customers are encouraged to reach out directly through phone or email to report complaints, ask questions, or share feedback. These channels are designed to ensure prompt and effective responses, allowing the Company to resolve issues efficiently and maintain a high level of customer satisfaction. Through this approach, the Company aims to foster open communication and provide timely solutions to any concerns that may arise. [S4-3 25 c] ThPA S.A., as part of its stakeholder communication efforts, holds annual meetings with the Thessaloniki Port Users’ Council, coordinated and overseen by Strategic Communications.. In 2023, the meeting was held via videoconference on November 21, chaired by the Executive Chairman of the Board of Directors and actively attended by the Chief Executive Officer. These meetings serve as a platform for the port community to exchange information, engage in constructive discussions, and address matters of shared interest, particularly initiatives related to the services provided by the port. The 2023 meeting brought together 19 representatives from 18 organizations within the broader port community. Participants were updated on recent developments, including ThPA S.A.’s investment plans, operational activities, and sustainability initiatives. Key topics of discussion included the Port of Thessaloniki’s connectivity, the expansion of intermodal services, the urgent need to upgrade the
196 existing railway infrastructure, ThPA S.A.’s growth strategy, and collaborations with internationally significant ports. Additionally, the growth of the cruise industry drew significant interest. These Port Community meetings underscore the value of transparent communication between ThPA S.A. and its stakeholders. Such collaborations are vital to enhancing the port’s development and competitiveness on a global scale while strengthening supply chains across Southeast, Central, and Eastern Europe. [S4-3 25 d, AR 24] The Customer Service Department handles and responds to all incoming requests, complaints, and claims efficiently, ensuring timely and effective communication with stakeholders. To enhance service quality and streamline processes, a Customer Relationship Management (CRM) tool is actively in use at ThPA S.A. , allowing for better tracking, management, and resolution of customer interactions. This system ensures that every inquiry is addressed promptly, fostering transparency and customer satisfaction. S4-3 26], [S4-3 26, AR 23], [S4-3 27] S4-4 – Taking action on material impacts on consumers and end-users, and approaches to managing material risks and pursuing material opportunities related to consumers and end-users, and effectiveness of those actions. ThPA S.A. is committed to quality management and ensuring customer satisfaction. This commitment is exemplified through the implementation of the ISO 9001:2015 standard. The ISO 9001:2015 certification provides a framework for all processes, ensuring that ThPA S.A. consistently delivers services that meet and exceed customer expectations while effectively addressing the demands of the maritime industry. The Company’s Quality Policy serves as the foundation of its operations, incorporating rigorous procedures for ongoing monitoring and continuous improvement. This approach guarantees that all services uphold the highest industry standards. Quality excellence is embedded across all Management Systems, reflecting ThPA S.A.'s dedication to setting and surpassing benchmarks within the maritime sector. In pursuit of offering reliable, modern, and competitive services, ThPA S.A. has achieved the following certifications: • ISO 37001:2016 – Anti-bribery management system. • ISO 50001:2018 – Energy management system. • ISO 14001:2015 – Environmental management system. • ISO 45001:2018 – Occupational health and safety management system. • ISO 22301:2019 – Security and resilience, ensuring business continuity through robust plans and processes. • ISO 27001:2013 – Information security management system applied to the container and conventional (bulk) cargo terminal information systems.
197 Authorized Economic Operator (AEO) License – Security and Safety (AEOS), recognizing ThPA S.A. as a secure and reliable partner in the global supply chain for meeting stringent safety and security criteria. [S4-4 30] Inspection Procedure As part of our commitment to Health and Safety beyond the immediate confines of the port, ThPA S.A.'s Quality, Health, and Safety Department conducts inspections of ships docking at the port. These inspections aim to mitigate safety risks during loading, unloading, and onboarding operations. The inspections assess the Health and Safety conditions of these operations and the onboarding of vessels serviced by ThPA S.A.’s employees. Detailed reports are prepared by the H&S Department, identifying any safety risks or instances of non-compliance, which are then communicated to vessel masters to ensure appropriate corrective actions are taken. In 2023, the inspection procedure was updated to address the port’s evolving operational requirements and to reinforce our commitment to maintaining high Health and Safety standards. Incident Investigation At ThPA S.A., we document and thoroughly investigate all incidents that could potentially lead to accidents, ensuring that appropriate measures are taken to prevent recurrence. For every incident, regardless of its severity, a defined procedure is followed to record, analyze, and evaluate the circumstances in which it occurred. Corrective actions are then implemented to address the root causes and prevent future occurrences. Following each incident, we also review the need to update our Occupational Risk Assessment (ORA) or develop new safety procedures and guidelines. This approach enables continuous improvement of our Health and Safety Management System, reinforcing our commitment to a safe working environment. Incident Reporting & Investigation As part of the incident investigation procedure for incidents occurring within our premises, the process involves reporting the incident with a detailed description and all relevant documentation. Each incident is assigned a risk level based on its severity and the likelihood of recurrence. The root causes are analyzed, focusing on immediate causes, personal factors and job-related factors. If necessary, further actions are taken, which may include implementing corrective measures, introducing new safety controls, updating procedures, or revising risk assessments. [S4-4 31 a, AR 35] , [S4-4 31 c, AR 36] ThPA S.A in order to track and assess the effectiveness of actions and initiatives in delivering outcomes for consumers and end-users follows a comprehensive approach. Collaboration between cross-functional teams and all relevant departments ensures the development of the most effective solutions. Customer feedback is actively collected through various channels, enabling continuous
198 improvement. A structured Customer Satisfaction Survey is conducted, with a questionnaire designed to measure satisfaction levels across different port segments. Additionally, open communication channels facilitate ongoing engagement, allowing customers to share their feedback and concerns, which are carefully evaluated to enhance services and operations. [S4-4 31 d, AR 30, AR 31, AR 32] Research and development ThPA S.A.'s participation in EU R&D projects enhances its Environmental, Social, and Governance (ESG) performance by addressing key sustainability and social responsibility challenges through the adoption of targeted practices. The HECTOR project, aligned with EU priorities for protecting public spaces, strengthens the resilience of tourism infrastructure by fostering collaboration between public and private stakeholders. It ensures safer environments for communities and economies reliant on tourism by utilizing existing EU tools, methods, and recommendations. Bringing together expertise from law enforcement, municipalities, academia, and tourism operators, HECTOR provides a unified strategy for addressing the specific security needs of the tourism sector, promoting safety for tourists and local communities. The POSEIDON project advances environmental sustainability by exploring the use of synthetic methanol (e-methanol) to decarbonize the shipping industry. This initiative supports cleaner maritime transport and underscores social responsibility by fostering local value chains and involving community input, driving inclusive innovation. The INTERNET OF CONTAINERS project utilizes IoT technologies to enhance container management efficiency in ports, reducing operational disruptions and optimizing time-sensitive processes. This contributes to governance through greater supply chain transparency and to environmental sustainability by minimizing emissions from inefficient logistics practices. Together, these projects promote a more sustainable, socially responsible, and well-governed approach across tourism, shipping, and logistics, creating safer societies, cleaner operations, and better governance within these sectors. [S4-4 32 a, AR 26], [S4-4 32 b], [S4-4 32 c] [S4-4 33 a, AR 37, AR 38, AR 40] [S4-4 33 b] [S4-4 34, AR 29] For the year 2024, there are no major accident incidents requiring large-scale rehabilitation actions.[S4-4 35] [S4-4 37] The actions implemented by ThPA S.A. do not require significant operational or capital expenditures. Therefore, they are not classified as material in terms of monetary amounts. [MDR-A, 69]
199 32. Metrics and targets S4-5 – Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities. ThPA S.A. is committed to enhancing its services, ensuring safety of operations and maximizing efficiency, productivity and service quality for its customers and end-users, and aims to provide to its customers services of the highest quality, while continuously improving its operations. However, no formal targets have been set yet for managing material negative impacts, advancing positive impacts, or addressing material risks and opportunities. Based on its ongoing commitment to delivering the best customer experience and following the outcome of the DMA and internal discussions with various divisions, the Company is open to exploring the possibility of tracking customer experience through specific outcome-oriented and ongoing targets. Established customer feedback mechanisms are in place and will be further strengthened if necessary to proactively enhance services, personalize customer interactions, and drive innovation and technological investments, ensuring sustained customer satisfaction, loyalty, and market growth. Additionally, while no measurable outcome-oriented targets have been set regarding data privacy, the Company continuously monitors the effectiveness of its policies and actions by tracking data privacy incidents and adhering to its Security Protocols. For the 2024 reporting period, ThPA S.A. recorded zero incidents of data breaches, leaks, thefts, or losses of customer data. [S4-5 41 a] [S4-5 41 b] [S4-5 41 c] [S4-5 41, AR 43, AR 44, AR 45] G1 Business conduct 33. Governance GOV-1 – The role of the administrative, supervisory and management bodies ThPA S.A.’s primary goal is to safeguard the interests of its shareholders, and all stakeholders, including customers, employees, suppliers, and the community. Recognizing the importance of corporate governance principles and the benefits derived from their application, the Company adopts regulations, policies, and practices that align with the regulatory framework, integrating them into its corporate culture. ThPA S.A. has adopted the Hellenic Corporate Governance Code-HCGC by the Hellenic Corporate Governance Council-HCGC (June 2021), with certain deviations, as those are analytically described in the Corporate Governance Statement, which is released incorporated, according to the provisions of the law, in the Annual Financial Report. The Hellenic Corporate Governance Code follows the "comply or explain" principle, guiding companies in adopting best practices and formulating corporate governance policies and practices tailored to their specific circumstances.
200 Furthermore, ThPA S.A. has adopted a detailed Internal Regulation, in accordance with article 14 par. 2 of Law 4706/2020, that defines the organizational structure, the roles of the organizational units, the standing committees of the Company, as well as the duties of their heads and their reporting lines. These rules outline the main characteristics of the Internal Control System, i.e. the operation of the internal audit department and compliance and risk management officer, and the policy and procedure for conducting a periodic assessment of the Internal Control System, in particular concerning the adequacy and effectiveness of financial information, on an individual and consolidated basis, risk management and regulatory compliance, in accordance with recognized evaluation and internal audit standards, as well as the implementation of corporate governance provisions. This assessment is carried out by persons who have proven relevant professional experience and do not have dependent relations with ThPA S.A. Moreover the Regulation defines the process of hiring senior managers and evaluating their performance. Also, it describes the process of compliance of persons holding managerial duties, as defined in Article 3 par. 1 num. 25 of Regulation (EU) 596/2014, and persons having close ties with them, including the obligations arising from the provisions of Article 19 of Regulation (EU) 596/2014. The process of notifying any dependent relations of the independent non-executive members of the Board of Directors and the persons who have close ties with them is also outlined, as well as the process of compliance with the obligations related to related party transactions. The Regulation also highlights policies and procedures for the prevention and response to situations of conflict of interest, the policies and procedures for compliance of the Company with the laws and regulations governing its organization and operation, and its activities and the procedure adopted by the Company for the management of privileged information and the proper information of the public, in accordance with the provisions of Regulation (EU) 596/2014. ThPA S.A.'s administrative, management, and supervisory bodies are also key to establishing and maintaining responsible business conduct. The Board of Directors (BoD), sets the Company values, approves its business plan and strategy and supervises its execution. It is responsible for defending corporate interests, managing assets and assessing risks and opportunities in accordance with legal and regulatory requirements. The BoD reviews the Company’s strategy and key risks annually. This way it ensures that the business stays aligned with its objectives and strictly follows applicable regulations. Some of its duties related to business conduct are delegated to other executives and committees (such as the Executive Chairman, the CEO or the Executive Committee), to ensure smooth operations and good governance. Also, the Company has established a Policy for the Prevention and Handling of Conflicts of Interest and a Manual on Procedures for Conflict Management, ensuring that personal interests do not interfere with Company governance. Ethical practices are embedded in every aspect of the Company, spanning decision-making processes and interactions with customers, employees, suppliers, and the community. Several committees that support the BoD and provide targeted oversight, are ensuring the transparency, integrity, functionality and effectiveness of ThPA S.A.’s corporate governance and business conduct: The
201 Nomination Committee shortlists candidates for leadership roles, underlining ESG expertise among others and the Remuneration Committee ensures fair and transparent compensation practices in accordance with Company policy. The Audit Committee strengthens accountability through monitoring internal controls, financial reporting and compliance. Also, the Sustainability Committee focuses on implementing and aligning the Company’s ESG strategy, offering guidance to both the BoD and the Executive Committee, which manages operational decisions. These bodies combined, ensure that business conduct reflects the Company's goals, values, and commitment to long-term sustainability. They oversee the Company's governance, strategy, and compliance with legal and ethical standards. [GOV-1 5 a] The expertise of the administrative, management and supervisory bodies on business conduct matters is ensured through a robust Suitability Policy. This policy outlines principles and criteria for selecting, replacing and renewing members of the Board of Directors, focusing on individual and collective qualifications. It ensures the BoD’s composition aligns with the Company’s strategy, business goals and commitment to promoting corporate interests. The Nomination Committee actively oversees the policy's implementation, recommending updates when needed to maintain its relevance and effectiveness. Detailed resumes of BoD members, showcasing their expertise, are publicly accessible on ThPA S.A.'s website, alongside the Suitability Policy itself. For more information regarding the administrative, management and supervisory bodies, as well as their expertise, please rfer to the Corporate Governance Statement. [GOV-1 5 b] 34. Impact, risk, and opportunity management G1-1 – Business conduct policies and corporate culture ThPA S.A. promotes a strong corporate culture and responsible business practices through clearly defined policies and procedures governing its activities. Among them lies the Code of Ethics which underlines the Company's commitment to integrity, transparency and ethical conduct in all its activities. The achievement of business results should align with basic principles that guide employee, customer, supplier and partner interactions with the Company. Other policies, such as the Conflict of Interest Policy, the Business Continuity Policy, the Anti-bribery policy, the Learning and Development Policy and the Risk Management Policy, equally support these commitments through addressing specific aspects of business conduct. The Company has also adopted the Hellenic Corporate Governance Code (HCGC) in line with national standards for accountability and transparency. Any deviations from this code are stated in the Corporate Governance Statement included in the Annual Financial Report and available on the Company's website. Together these policies and practices demonstrate ThPA S.A.'s commitment to build trust and strong relationships with stakeholders as well as promote ethical behavior. [G1-1 7] ThPA S.A. cultivates its corporate culture through a well-structured approach, containing policies focused on defining ethical behavior, transparency and engagement of its employees. The Company
202 currently pursues a consistent code of conduct by establishing policies and procedures that promote integrity within its operations and across the value chain. The Cultural Reengineering Program is the key change driver that was launched in 2023 and set for completion in 2025. The main aim of this cultural reengineering program is to create a supportive and cohesive work environment via open communication and participation. The program would incorporate activities, ranging from Q&A sessions with leadership to internal networking events and updates on what is happening within the Company. Staff welcome kits and employee handbooks help new hires as well as current employees to align with the values of ThPA S.A. from the start, while engagement and poll surveys provide useful feedback for further improvement of the employee experience. Through these efforts, ThPA S.A. allows itself a chance to establish, develop, promote and evaluate its corporate culture over time, in order to be consistent with the Company's strategic vision for the well-being of its people. [G1-1 9, AR 1] In ThPA S.A. there are clearly defined mechanisms to identify, report and investigate concerns regarding unlawful behavior or breaches of its Code of Ethics. Suspected violations are reported by employees to their superiors, while managers and members of the BoD report such issues directly to the Audit Committee. Anonymous reporting is also available, following the Company’s policies and procedures. The Audit Committee receives, investigates and responds to all reported concerns taking corrective and preventive measures where necessary. The Company also protects those who report concerns in good faith from retaliation of any kind. The Code of Ethics and the related procedures and measures apply to all workers, employees, executives, and Senior Management. The Company also encourages contractors, suppliers, associates, consultants, users and other business partners to respect the principles of this Code. [G1-1 10 a] ThPA S.A. has adopted an Anti-Bribery Policy consistent with the United Nations Convention against Corruption and follows a zero-tolerance approach when it comes to matters concerning corruption and bribery. To further reinforce this approach and highlight its commitment to integrity, transparency and morality, the Company follows a holistic approach and has adopted an Anti-Bribery Management System in alignment with ISO 37001:2016 and the Company’s operating framework. The Code of ethics as well as the policies and procedures regarding corruption and bribery are available to all ThPA S.A.’s employees. [G1-1 10 b] ThPA S.A. has created an internal whistleblowing procedure in compliance with Directive (EU) 2019/1937, as incorporated into Greek law No. 4990/2022. This procedure appears in a Whistleblowing Manual which is approved by the Board of Directors. The Manual provides details on how to receive, evaluate and investigate reports of misconduct or illegal activity and is applicable for various stakeholders (employees, customers, suppliers etc.). The Manual is communicated via email to all ThPA S.A. employees and is available to the public via the Company's web site. Reports may be submitted twenty-four (24) hours a day and seven (7) days a week, via a recorded message to a
203 dedicated telephone number or via the special electronic form on the website of ThPA S.A. in Greek (https://www.thpa.gr/el/contact/whistleblowing-form/) or in English (https://www.thpa.gr/contact/whistleblowing-form/) or by post to: Thessaloniki Port Authority S.A., to the attention of the Compliance and Risk Management Officer. Reports may also be submitted by physical meeting, upon request of the petitioner in the above mentioned ways, which will take place within three (3) weeks from the receipt of the request. Such channels ensure confidentiality, anonymity and secure handling of reports. The Company shields whistleblowers from threats or attempts of retribution and ensures those reporting in good faith will suffer no repercussions. Individuals implicated in reports are also protected if no misconduct is found. Accessible Company communication and periodic updates to the Manual by the Compliance and Risk Management Officer keep employees informed about whistleblowing procedures. Staff members that handle reports are trained to handle cases according to confidentiality, non-retaliation and legal compliance principles, while all ThPA S.A.’s workforce received relevant educational material in 2024. [G1-1 10 c i, ii] Currently ThPA S.A. has not adopted a dedicated policy for Whistleblowing as there is no regulatory requirement to do so. However, the Company has developed a Whistleblowing Manual outlining procedures for reporting, evaluating and investigating relevant issues as well as measures to safeguard confidentiality and protect whistleblowers from any kind of retribution. This Manual explicitly states the Company’s commitment, zero-tolerance stance, and guiding principles for handling reports, fully aligning with the regulatory framework. Additionally, the Company’s Code of Ethics includes further relevant provisions. [G1-1 10 d] Beyond the procedures to follow-up on reports by whistleblowers in accordance with the applicable law, ThPA S.A. also has procedures to investigate business conduct incidents, including incidents of corruption and bribery, promptly, independently and objectively. As stated in the Company's Code of Ethics, employees can report suspected violations to their superiors, while managers and BoD members shall report directly to the Audit Committee. Reports can be submitted anonymously and the Audit Committee is responsible for reviewing all reported cases. After the conduction of investigations, corrective or suppressive actions are taken depending on the case. It is also worth mentioning that according to ThPA S.A.'s Summary of Internal Regulation, Regulatory Compliance and Risk Management Officer reports to the Audit Committee and guarantees the effective implementation of relevant regulations, policies and procedures. [G1-1 10 e] Animal welfare policies are not applicable or relevant to the Company’s operations, as the nature of its activities does not involve or impact animals in any capacity. G1-1 10 f Currently, the Company does not have a dedicated policy for training on business conduct. However, all employees have access to a mandatory induction training that includes relevant aspects of ethical behavior and corporate values. This induction serves as a foundational introduction to the Company's principles and expectations. Looking ahead, ThPA S.A. recognizes the importance of continuous education in this area and has prospects to develop a dedicated policy for training on business conduct. This future initiative aims to ensure broader coverage, with a clear structure regarding target
204 audience, frequency and depth of content, supporting a strong ethical culture within the organization. [G1-1 10 g] ThPA S.A. recognizes the important task of identifying specific functions that are most at risk in relation to corruption and bribery. In order to strengthen its commitment to transparency and ethical business practices, ThPA S.A. will conduct an assessment to identify these areas within the next reporting cycles. This assessment will align with best practices, considering factors such as the nature of the Company's activities, level of external interactions, decision making authority, and exposure to financial transactions. While a formal evaluation of high-risk functions has not yet been conducted, ThPA S.A. maintains a general oversight of potential risks and ensures that its compliance framework remains robust. Even though this process is yet to be completed, ThPA S.A. is fully committed to enhancing its compliance framework. [G1-1 10 h] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. G1-2 – Management of relationships with suppliers Regarding the Company’s policies to prevent late payments as it is stated in ThPA S.A.’s Procurement Regulation, which is publicly available in its website and in its supplier spectrum are included Small and Medium Enterprises (SMEs) as well: “The Company requires all supplier invoices to be submitted electronically (via email) to the billing address specified in the respective Purchase Order or contract for proper processing. In any other case, the recipient of the invoice shall immediately forward it to the Company’s Accounting Department. Invoices sent, or emailed, to any other email address other than the aforementioned address may incur significant delays in payment. In order to ensure prompt and timely payment and reduce the risk of invoice rejections, all invoices shall contain at least the following elements legibly printed on the invoice: • Supplier information (e.g. name, address, Tax / VAT number, etc.) • Invoice number • Invoice date • Purchase Order number (based on which the invoice was issued) • Procurement specifications (description of goods, works & services, quantity, prices, etc.) • Invoice amount It should be noted that all invoices should mirror the respective Purchase Order. A relevant provision should exist in each contract or any other contractual document which is signed by the contractor, while the Procurement & Investments Division is responsible for ensuring compliance with this term. The issuance date of the invoices should not precede the dispatch of the corresponding Purchase Order to the supplier and the starting date of the contract, if any. For invoices, not conforming to the clauses listed above, the Company reserves the right to return the respective invoice back to the
205 supplier with a proper, written justification. In this case, the provided invoice is invalid and has to be replaced by a corrected invoice.” [G1-2 14, AR 2, A R 3] ThPA S.A. places a strong emphasis on maintaining robust relationships with its suppliers, taking into account both risks to its supply chain and impacts on sustainability matters. Supplier selection and evaluation are guided by its Procurement Regulation, which outlines a combination of criteria for assessing suppliers. These criteria include the ability to meet tender requirements, innovation, delivery times, quality, previous performance and experience. Additionally, the policy considers the supplier’s technical, management, human resource, organizational and financial capacity, as well as their reputation. ThPA S.A. also prioritizes environmental management, health and safety and social responsibility in supplier evaluation, reflecting its commitment to sustainability. These criteria may relate to the supplied goods, works, or services, or may address broader sustainability goals. The Company values suppliers associated with corporate social responsibility and green procurement initiatives. To enhance risk management and supplier performance, ThPA S.A. is actively developing an updated Supplier Master database, aligned with international market standards. This database allows for the systematic assessment and rating of suppliers, contributing to more effective supplier evaluation and vendor management. Through these measures, ThPA S.A. ensures its supply chain supports its operational needs while addressing sustainability risks and impacts. [G1-2 15 a, AR 2, AR 3] ThPA S.A. considers social and environmental criteria in its supplier selection process as outlined in its Procurement Policy. Supplier evaluations may include factors like environmental management, health and safety, social responsibility and green procurement initiatives, even if these are not directly related to the supplied goods, works, or services. Additionally, ThPA S.A. is enhancing its supplier database to align with international standards, enabling more effective evaluation and rating of suppliers, with a focus on vendor management and corporate social responsibility. [G1-2 15 b, AR 2, AR 3] For further information regarding Policies please refer to section MDR-P – Policies adopted to manage material sustainability matters. G1-3 – Prevention and detection of corruption and bribery ThPA S.A. has procedures in place to prevent, detect, and address allegations or incidents of corruption and bribery. These procedures are described in its Whistleblowing Manual and Code of Ethics. ThPA S.A. promotes ethical behavior and encourages stakeholders to report suspected incidents. Reports can be submitted 24/7 by recorded messages, an online form, by post, or in person and thus corruption or bribery related incidents can be detected. The Compliance and Risk Management Officer serves as the Receiving and Monitoring Officer, ensuring the necessary confidentiality and accessibility for all submissions. When addressing allegations, ThPA S.A. follows a
206 structured process. Reports are acknowledged within seven days and the Compliance and Risk Management Officer, in collaboration with the Head of Legal Services, assesses within 15 days whether they fall under the Manual’s scope. If they do, a Whistleblowing Committee is formed to review the case thoroughly within three weeks. Where necessary, corrective and suppressive actions are undertaken to resolve the issue effectively. These procedures demonstrate ThPA S.A.’s commitment to transparency, integrity, and ethical business practices. [G1-3 18 a, AR 5, AR 6] The investigators are not entirely separate from the chain of management involved in the matter, as one of the investigators is typically from the department that received the call to provide relevant details, and this role is usually undertaken by the respective Director. [G1-3 18 b] Regarding the process, if any, to report outcomes to the administrative, management and supervisory bodies, it is stated in the Whistleblowing Manual’s Chapter 5: Following up on reports: “The Committee presents its decision to the Executive Chairman of the Board of Directors to decide on further actions to be taken by him or by the competent body in accordance with the BoD Resolution regarding the delegation of responsibilities to the highest executive bodies of the Company.” [ G1-3 18 c] Policies are clearly communicated to those for whom they are relevant and ThPA S.A. ensures that the policies are accessible and that they understand its implications. The Code of Ethics and the Whistleblowing Manual are both publicly available for all interested parties in ThPA S.A.’s Company website. Specifically, the Whistleblowing Manual, is also communicated via email to all employees. The availability of said policies and procedures is clearly communicated to all employees by the Company since day one. [G1-3 20] So far, ThPA S.A. does not offer training programs dedicated to anti-corruption and anti-bribery. Therefore, currently, there is no available percentage of functions-at-risk covered by training programs. Nevertheless, as the Company is fully committed to transparency and integrity, its personnel has already received via email from the Regulatory Compliance & Risk Management Officer relevant training material as well as the Whistleblowing Manual. ThPA S.A. is planning to offer robust anti-corruption and anti-bribery training programs to all its employees (including members of the administrative, management and supervisory bodies) within 2025. [G1-3 21 a] [G1-3 21 b] [G1- 3 21 c] 35. Metrics and targets G1-4 – Incidents of corruption or bribery ThPA S.A. has not identified any incidents of corruption and bribery and therefore there are no no convictions or fines that have been imposed for violation of anti-corruption and anti-bribery laws. As a result, no actions were necessary to address breaches in anti-corruption and anti-bribery procedures and standards. Consequently, further actions or preventive measures were not required. The Company greatly values integrity and transparency and has thus, implemented a zero-tolerance
207 approach regarding corruption and bribery. Additionally, it is equipped with policies and mechanisms to effectively handle such incidents in case they occur. [G1-4 24 a, b] G1-5 – Political influence and lobbying activities ThPA S.A. engages in lobbying efforts to support its investments and strategic initiatives, focusing on fostering economic growth and sustainable development. These activities include office visits, outreach initiatives and the organization and funding of strategic conferences to promote its goals. The Executive Chairman plays a pivotal role as President of the Hellenic Ports Association (ELIME) and Greece's representative in the European Sea Ports Organization (ESPO), actively advocating for policies that benefit the port and the broader maritime sector. [G1-5 29 a] To this day ThPA S.A. has not received any financial or in-kind political contributions neither directly nor indirectly. [G1-5 29 b (i), AR 9, AR 10] [G1-5 29 b(ii)] ThPA S.A.’s memberships in various organizations, such as the ECOPORTS network, MedCruise and the Hellenic-American Chamber of Commerce, further demonstrate its commitment to collaboration and sustainability. These efforts align with the port’s material impacts: promoting local economic development through investment attraction, innovative solutions, and job creation, as well as enhancing the sustainability of the cruise sector by supporting environmentally responsible tourism and regional development through alingment with national and Mediterranean cruise strategies. Through its lobbying and participation in key organizations, ThPA S.A. fosters partnerships that align with its sustainability goals and benefit its stakeholders. [G1-5 29 c, AR 14] ThPA S.A. is registered in the EU Transparency Register with REG Number: 893211945319-14. [G1- 5 29 d] No members of the administrative, management and supervisory bodies held a comparable position in public administration (including regulators) in the 2 years preceding such appointment in the current reporting period. [G1-5 30, AR 11] G1-6 – Payment practices Average time for invoice payment: 40 days [G1-6 33 a] Regarding the standard payment terms in number of days, ThPA S.A.’s Procurement Regulation clearly stated the following: “The standard payment terms for all supplier invoices are 60 days from the date of the invoice. However, for certain exceptional cases the payment terms may vary depending on the nature of the procurement upon approval by the Company’s CFO.” The percentage of the Company’s payments made within the standard payment terms of 60 days is 23%. For reference, 75% of payments are made in less than 60 days, while 2% are made after 60 days. [G1-6 33 b, AR 16, AR 17]
208 The company is in a transition period as it has changed the standard payment term from 30 days to 60 days. This explains the average time for invoice payment, which remains significantly lower than 60 days, as well as the percentage of its payments aligned with the standard payment term. It is worth noting that there are no legal proceedings currently outstanding for late payments, as well as that the metrics included above have not been validated by an external body beyond the assurer. [ESRS 2 MDR-M] ThPA S.A utilizes a robust Enterprise Resource Planning (ERP) system (SAP) to manage its financial operations. The agreed payment terms are established within the system and scheduled for execution on the designated payment date. Upon delivery and preliminary acceptance of goods or services, the invoice is submitted to the relevant department for verification. Following approval, the department records the delivery in the system. The Accounting Department processes the invoice using the three-way match method, ensuring accuracy and compliance. Payments are then scheduled in accordance with the agreed terms and settled through the designated banking channels. [G1-6 33 d] Thessaloniki, 15/04/2025 The BoD Executive Chairman The Chief Executive Officer The Member appointed by the BoD Athanasios Liagkos ID Card no. AK 148312 Ioannis Tsaras ID Card no. ΑΝ 708419 Panagiotis Michalopoulos ID Card no. ΑΝ 500394
209 C. Corporate Governance Statement, pursuant to Article 20 of Directive 2013/34/EU This statement concerns all the principles and practices adopted by the Company in order to be in line with the framework that governs it, its performance, the interests of its shareholders and the interests of all interested parties. The Company is a société anonyme with securities listed on the Athens Stock Exchange and fully compliant with the applicable legislation and in particular with the provisions of Law 4706/2020 (A136) on corporate governance. For this purpose, it established inter alia all Policies and Procedures provided for as content of the Internal Organization of the Company. All the practices adopted and implemented by the Company for the year 2024 are compliant with the entire regulatory and normative framework. Both the Articles of Association of the Company, as amended by the decision of its Ordinary General Meeting of Shareholders dated 23-6-2021 and registered in G.E.MI. under Registration Code 2587779, and, inter alia, the Regulations of the Board of Directors Committees, the Internal Organization and Policies, are posted on the Company's website www.thpa.gr on the path "Investor Information/Corporate Governance Codes- Regulations - Policies": https://www.thpa.gr/index.php/el/olth/investors/corporate-code: https://www/thpa.gr/index.php/en/olth/investor-relations/corporate-code. Taking into account Article 152 of Law 4548/2018, as is valid with the corresponding article of N. 5164/2024, Articles 1-24 of Law 4706/2020, as well as the Hellenic Code of Corporate Governance (issued in June 2021 by the Hellenic Corporate Governance Council, in accordance with Article 17 of Law 4706/2020 and Article 4 of Decision 2/905/03.03.2021 of the Board of Directors of the Hellenic Capital Market Commission), this Statement includes information as follows: 1.1. Declaration of Compliance with the Corporate Governance Code 1.2. Deviations from the Corporate Governance Code - Justifications 1.3. Description of the main characteristics of the Internal Control System – ICS and Risk Management 1.4 Evaluation of Corporate Governance System 1.5. The information required under paragraphs c; d; e, g' and h' of paragraph 7 of article 4 of Law 3556/2007 (Government Gazette 91) regarding public takeover bids 1.6. Board of Directors 1.7. Board of Directors Committees 1.8. Executive Committee 1.9. General Meeting and Shareholders' Rights 1.10. Diversity in the Company's administrative, management, and supervisory bodies and among its senior managers 1.11. Corporate governance of the subsidiary company “ThPA Sofia EAD”
210 1.12. Sustainable Development Policy 1.1. Declaration of Compliance with the Corporate Governance Code From 17.7.2021, date of entry into force of Law 4706/2020 (A136), and henceforth the Company approved the adoption and applies the Hellenic Corporate Governance Code (HCGC) 2021 of the Hellenic Corporate Governance Council (HCGC), with more specific deviations. The Company made a relevant corporate announcement and related information is posted on the Company's website at www.thpa.gr Investor Information/Code of Corporate Governance: https://www.thpa.gr/index.php/el/olth/investors/corporate-code. The Board of Directors of the Company decided with its Decision No. 7832/17.04.2024 the continuation of the adoption & implementation of the Hellenic Corporate Governance Code (HCGC) issued by the Hellenic Corporate Governance Council, with the specific deviations mentioned below. 1.2. Deviations from the Corporate Governance Code - Justifications The following constitute Deviations from the Special Practices of the Hellenic Corporate Governance Code 2021 of the Hellenic Corporate Governance Council, which the Company implemented in 2024 and continues to implement to this day: Non-Independent Meeting of Non-Executive Members. With regard to item 1.13 of the Hellenic Corporate Governance Code, which provides that the non-executive members of the Board of Directors meet at least annually, or exceptionally when deemed appropriate without the presence of executive members in order to discuss the performance of the latter, in which they do not act as a de facto body or committee of the Board of Directors, we mention that, in the practice followed by our Company, the members of the Board of Directors exchange their views during the meetings (ordinary/extraordinary), in order to have an open dialogue and make constructive criticism of the work of the executive members. No separate meetings of non-executive members were deemed necessary. Besides, ThPA SA applies article 7 of Law No 4706/2020 according to which non-executive members: a) monitor and examine the Company's strategy and its implementation, as well as the achievement of its objectives, b) ensure the effective supervision of the executive members, including the monitoring and control of their performance, c) examine and express views on the proposals submitted by the executive members, based on existing information. The most appropriate and fruitful practice was the exchange of views during meetings between executive and non-executive members, which allows for direct criticism, clarification, and more direct communication between the members of the Board of Directors. Under no circumstances shall non-executive members be prevented from deliberating separately and/or presenting their
211 views separately. In this respect, the risk of not meeting exclusively non-executive members was not assessed as material. Non-specific objectives of gender representation criteria among chief executive officers and senior managers and ensuring diversity, as well as timelines for achieving them. Regarding item 2.2.15. of the HCGC, which provides for ensuring that the diversity criteria concern not only the members of the Board of Directors but also the chief executive officers or the senior managers with specific gender representation objectives, as well as timetables for achieving them, we report that the company continuously assesses its needs for chief executives officers or senior managers and seeks to fill these positions with highly qualified and prestigious persons, strictly excluding any discrimination based on gender. This continuous evaluation is not in line with a strict framework or recruitment schedule by the Company – on the contrary, the highest flexibility and possibility of the Company to the Company's needs was chosen as a desirable and appropriate practice for our Company. In view of this, the risk of a lack of numerically defined diversity criteria in chief executive officers or the senior managers with specific gender representation objectives and timeframes for their achievement has not been assessed as material. Executive Chairman Regarding items 2.2.21, 2.2.2.22 and 2.2.23 of the HCGC, according to which the Chairman is selected by the independent non-executive members of the Board of Directors and in case the Chairman is selected by the non-executive members, one of the independent non-executive members is appointed, either as vice-president or as senior independent member, who, depending on the case, has the responsibility to support the Chairman, to act as a liaison between the Chairman and the members of the Board of Directors, to coordinate the independent non-executive members and to lead the evaluation of the Chairman, while in case the Chairman is an executive member, the independent non-executive vice-president or the senior independent member do not substitute the Chairman in his executive duties, we report that the selection of the Chairman of the Board of Directors was made in the Company on the basis of suitability and leadership qualification criteria, capable of supporting the demanding duties of this position, in the light of the independence of the judgment, but also taking into account the needs of the Company's operation. It is proposed that the Chairman of the Company shall be a person of universal acceptance, and to facilitate and optimize the operation of the Board of Directors of the Company. No provision in the contracts of the executive members about the return of bonuses. With regard to item 2.4.14 of the HCGC, according to which the contracts of the executive members of the Board of Directors provide that the Board of Directors may require the return of all or part of the bonus that has been awarded, due to breach of contractual terms or inaccurate financial statements of previous fiscal years or generally due to incorrect financial data used to calculate this bonus, we state that the current executive member contracts do not provide for the return of a bonus. There is no such terms, since the Company already provides in its Remuneration Policy that: "The Board of Directors of the Company, following a proposal of the Remuneration Committee, may decide on the deferral terms of the payment of the variable remuneration or even the recovery of such variable remunerations from the Company, such as in the event of a serious error proving that the
212 Company suffered loss or fraud". A specific procedure therefore already exists, and it is not appropriate to adopt the relevant practice of the HCGC. Non-Provision about the necessary participation of all members of the Board of Directors in meetings with agendas that include items that need a decision by the General Meeting with an increased quorum and majority in accordance with Law 4548/2018 to be approved. . Regarding item 4.3. of the HCGC, according to which at the meetings with agendas that include items that need a decision of the General Meeting with an increased quorum and majority to be approved in accordance with Law 4548/2018, all members of the Board of Directors should participate in person or be represented, we state that no quorum of 100% for such decisions has been expressly provided for in a Company regulatory provision. Before each meeting of the Board of Directors, its members are given sufficient time to prepare and formulate their views, so the additional provision of such a restriction for the Company was deemed to risk delaying unduly the decision in the event of the unforeseen absence of even one member and for this reason is not appropriate for the operation of the Company, especially in view of the participation in the Board of Directors of members with a great diversity of nationalities and the criticality of such decisions. Regarding the above deviations, the Company is vigilant to identify any risks or impacts due to each deviation and reassess annually the need to adopt the specific practice. 1.3 Description of the main characteristics of the Internal Control System — ICS and Risk Management The Company's Board of Directors ensures the adequate and effective operation of the Internal Control System. The “Internal Control System” is defined as "the set of internal control mechanisms and procedures, including risk management, internal control and regulatory compliance, which covers on an ongoing basis every activity of the Company and contributes to its safe and effective operation". The Internal Control System aims at the consistent implementation of the business strategy, the effective use of available resources, the identification and management of material risks associated with business activity and operation, ensuring the completeness and reliability of data and information regarding the Company's financial situation, and compliance with the regulatory and legislative framework, as well as the Company's internal regulations. The Company's Internal Control System is based on the internationally recognized Integrated Internal Control Framework released by COSO (Committee of Sponsoring Organizations of the Treadway Commission) and consists of five key elements: the Control Environment, Risk Assessment, Safeguards, Information & Communication and ICS Monitoring Activities. The Board of Directors ensures that the functions that make up the Internal Audit System are independent of the business areas they review, that they have the appropriate resources and authority to operate effectively, and that reporting lines and the allocation of responsibilities are clear, enforceable and properly documented.
213 The Internal Control System is periodically assessed in accordance with the applicable regulatory framework, in particular with regard to the adequacy and effectiveness of financial reporting, on an individual and consolidated basis, with regard to risk management and regulatory compliance, in accordance with recognized assessment and internal control standards, as well as the implementation of the corporate governance provisions of Law 4706/2020. 1.3.1. Internal Audit Department (IAD) The Board of Directors of Thessaloniki Port Authority S.A. has assigned the Internal Audit Department the mandate to provide the Board of Directors, the Audit Committee and senior management with independent and objective assurance, advice, in-depth understanding and foresight based on risk assessment. The Internal Audit Department is an independent organizational unit within the Company that reports functionally to the Audit Committee and administratively to the Executive Chairman of the Board of Directors. The scope of internal audit services covers the entire scope of the Company, including all activities, assets and personnel of the Company. The main role of the Internal Audit Department is to provide internal audit services, in order to assess and improve the adequacy and effectiveness of risk management processes, the internal control system and corporate governance. The Internal Audit Department has an Operating Regulation and a Procedures Manual, approved by the Board of Directors upon recommendation of the Audit Committee, which govern the activity of the Department and ensure compliance with the international Framework for the Professional Application of Internal Auditing. During 2024, the Operating Regulation and the Procedures Manual of the Department were harmonized with the requirements of the new International Internal Auditing Standards and were approved by the Board of Directors with its decision no. 7894/27.12.2024, upon recommendation of the Audit Committee. Also, with the same decision, the Strategic Planning of the Department was approved, which was prepared in accordance with the requirements of the new Standards. The Internal Audit Department has full and unlimited access to all functions, data, files, information, assets and personnel for the implementation of its audit work. The Head of the Internal Audit Department, Mr. Tsintzas Eleftherios, was appointed by decision of the Company's Board of Directors, following a proposal from the Audit Committee, is a full-time and exclusive employee, personally and operationally independent and objective in the exercise of his duties, enjoys international recognition, and possesses the appropriate certifications, knowledge and sufficient relevant professional experience. The number of internal auditors of the Internal Audit Department is proportional to the size and number of employees of the Company, the geographical locations in which it operates, as well as the number of audited entities.
214 Annually, the Internal Audit Department develops its internal audit plan based on risks, taking into account the opinion of the Audit Committee and senior management. The annual action plan is approved by the Board of Directors. The Internal Audit Department prepares internal audit reports to the audited units with findings, risks, and improvement proposals. These reports are also submitted to the Audit Committee. The Internal Audit Department also submits quarterly reports on its activity to the Audit Committee and the Board of Directors. The Internal Audit Department implements a program to ensure and improve the quality of its work. 1.3.2. Risk Management and Regulatory Compliance The Company has a Compliance and Risk Management Officer, whose activities are coordinated and supervised by the Head of the Internal Control Department. The Compliance and Risk Management Officer operationally reports to the Audit Committee of the Board of Directors and administratively to the Executive Chairman and has the following duties: (a) ensuring the adoption by the Company of a clearly set position and a clearly set risk taking framework in line with its business strategy, objectives and values and the assistance to the Management in taking strategic decisions with the detection, assessment, communication and response to the relevant corporate risks and, also, (b) ensuring the implementation of the applicable regulatory framework, as well as the design, formulation and implementation of appropriate policies, regulations and procedures of the Company in accordance with the above-mentioned applicable regulatory framework. Furthermore, pursuant to Law 4706/2020 on corporate governance, the relevant Policies and Manuals on Risk Management and Regulatory Compliance of the Company were approved by the Board of Directors. 1.3.3. Audit Committee The Audit Committee of the Company, in accordance with Article 12 of the Company's Articles of Association, as in force after its amendment at the General Meeting of Shareholders on 12.07.2021, consists of three members of the Board of Directors. Therefore, a more extensive reference to the Audit Committee will be included below in the Committees of the Board of Directors. 1.3.4 The Company's Risk Management Framework The Compliance and Risk Management Officer has the following key responsibilities in relation to Risk Management: -The design and formulation of the strategy of taking any kind of risks according to the business strategy, the goals, and the values of the Company.
215 - The design, formulation and drafting of policies, regulations and manuals of procedures governing the Company's risk management. - The care for the development of internal risk management system and its integration in the business decision- making process across the Company's activities. - The monitoring of the adequacy and effectiveness of the Company's risk management and, in particular, the compliance with the defined level of risk tolerance and the adequacy of the limits in relation to the amount and form of the risks undertaken. - Informing the Board of Directors about the major risks undertaken by the Company, monitoring and confirming their effective management. - The design of the appropriate internal environment, in order to ensure that every executive and employee understands the nature of the risks associated with his activities in the performance of his duties, recognizes the need to deal effectively and promptly with them and facilitates the implementation of internal audit procedures set by the Company's Management. - The identification of existing and potential risks that relate to the Company's activities and may affect the achievement of its goals and objectives, their evaluation, and the Company's risk register. - The cooperation with the other organizational units of the Internal Control System (ICS) for the purpose of ensuring the safe and efficient operation of the Company and, in particular, successful risk management. 1.4. Evaluation of Corporate Governance System The Board of Directors supervises the implementation of the Company's Corporate Governance System, monitors and periodically assesses its implementation and effectiveness. The Board of Directors, in fulfillment of its obligations under paragraph 1 of article 4 of Law 4706/2020, conducted an evaluation of the implementation and effectiveness of the Company’s Corporate Governance System as of December 31, 2024. Specifically, the Company’s Board of Directors entrusted Grant Thornton S.A. Certified Auditors and Business Consultants with the evaluation of the adequacy and effectiveness of the Company’s Corporate Governance System. This evaluation was carried out in accordance with the assurance procedure program outlined in decision Ι΄73/08β/14.02.2024 of the Supervisory Board of the Body of Certified Public Accountants, in compliance with International Standard on Assurance Engagements 3000 (Revised), "Assurance Engagements Other than Audits or Reviews of Historical Financial Information." The above work did not reveal any significant weaknesses in the Company's Corporate Governance System. 1.5. Information in accordance with the provision of Article 4 par. 7, cases c; d; e, g' and h' of Law 3556/2007 (Α' 91) on public takeover bids. Within the year 2024 there were no public takeover bids under current legislation It is noted that on 10.01.2025 the company under the name "LEONIDSPORT B.V." submitted a voluntary tender offer pursuant to the provisions of Low 3461/2006 as in force, to all holders of common registered,
216 dematerialized, voting shares of ThPA S.A., for the acquisition of a maximum number of 2,116.800 common registered, voting shares of ThPA SA, with a nominal value of € 3,00 each, which were not held directly or indirectly by the Offeror and the Persons Acting in Concert with the Offeror on the Tender Offer Date, representing 21.00% of the paid-up share capital and voting rights of the Company, for a consideration of €27.00 per Share. The acceptance period of the Tender Offer started on 23.01.2025 and ended on 20.02.2025. During the Acceptance Period, no Acceptance Declaration was submitted. 1.6. Board of Directors The Board of Directors is the supreme administrative body of the Company, whose main task is to defend the general corporate interest and ensure the performance of the Company and represents ThPA SA in judicial and extrajudicial matters. By its decision, it has delegated the exercise of part of its responsibilities to the Executive Chairman of the Board of Directors, the Chief Executive Officer, the Executive Committee, the General Managers and the Directors of the Company. The Board of Directors is determined to decide on any action relating to the management of the Company, the management of its assets and the fulfillment of its purpose, within the limits of the law and with the exception of the matters on which the General Meeting of Shareholders decides. The Board of Directors, within the framework of evaluating business decisions, reviewed in 2024 the corporate strategy, the main business risks and the internal control systems. According to the Company's Articles of Association, the Board of Directors consists of a minimum of nine (9), up to a maximum of eleven (11) Members. In any case of termination of the term of office of Members (either due to resignation, or due to death, or for any other reason) provided that the number of remaining Members is at least three (3) and exceeds half of those that existed before the event that led to termination of the term of office of the Members, the Board of Directors is entitled to continue to manage and represent the Company, without being obliged to replace the deposed members using the discretion provided for in the Articles of Association. From 1/1/2024 to 09/05/2024 the Board of Directors consisted of nine (9) members, from 10/05/2024 to 22.08.2024 of eleven (11) members, while from 22.08.2024 until today the Board of Directors consists of ten (10) members. The composition, terms, constitution, operation and responsibilities of the Board of Directors are governed by the applicable provisions, the Company's Articles of Association and the approved Operating Regulation of the Company's Board of Directors. The Members are elected by the General Meeting, which also determines the term of office of the Members. As long as the HRADF or any of its legal universal successors continues to hold at least 504,000 ordinary voting shares of a nominal value of three euros (€3.00) each (or its respective equivalent arising as a result of any change in the nominal value per share) it is entitled to appoint one (1) non-executive member to the Board of Directors of the Company.
217 The Board of Directors shall meet at least once every three (3) months and shall be in quorum to the extent that half of its members are present and/or represented at the meeting. The quorum omits any resulting fraction, while the number of present or represented BOD members may in no case be less than three (3). Decisions by the Board of Directors are taken validly by an absolute majority of the members attending and represented. Each BOD member shall have one (1) vote. Each director may validly represent only one other director on the basis of a clear written mandate to that effect. BOD Members' Suitability Policy The Suitability Policy of the Company's BOD Members was approved by the Ordinary General Meeting of Shareholders on 23.6.2021, in accordance with article 3 of Law 4706/2020 on corporate governance and the Circular of the Hellenic Capital Market Commission no. 60/18.9.2020 ("Guidelines for the Suitability Policy of article 3 of Law 4706/2020"). The Policy includes all the principles and criteria that apply when selecting, replacing and renewing the term of office of the members of the Board of Directors of the Company, in the context of the evaluation of individual and collective suitability, and aims to ensure the quality of staffing, effective operation and fulfillment of the role of the Board of Directors, based on the Company's overall strategy and business goals, with the aim of promoting corporate interest. The Nomination Committee also monitors the implementation of the Policy and recommends to the Board of Directors its amendment and the review of its design and implementation, where and when appropriate. The Suitability Policy of the Company's BOD Members is posted on the Company's website at www. thpa.qr on the path "Investors/Corporate Governance/ Codes and Policies": https://www.thpa.gr/el/codes-policies/: https://www.thpa.gr/files/general/ked/politiki_katallhlothtas_el.pdf Composition of the Board of Directors: At the beginning of the fiscal year 2024, the Board of Directors had the following composition: Athanasios Liagkos : BOD Chairman, executive member Laurent Martens : BOD Vice-Chairman, non-executive member Arie Koppelaar : Managing Director, executive member Konstantinos Fotiadis : non-executive member
218 Zonglyu (Jessie) Lu : non-executive member Panagiotis Stampoulidis : non-executive member Panagiotis Michalopoulos Independent non-executive member Angeliki Samara : Independent non-executive member Eirini Chadiari - Gkiala : Independent non-executive member Changes in the composition of the Board of Directors that took place during the fiscal year 2024, are as follows: On 01/05/2024, Ms. Eirini Chadiari-Gkiala, Independent Non-executive member of the Board of Directors, submitted her resignation (No. 680 Minutes of the Board of Directors of ThPA S.A.). By the decision of the Ordinary General Meeting of Shareholders of ThPA S.A. dated 10/05/2024, a new Board of Directors was elected, which by the decision of the Board of Directors no. 7843/13.05.2024 was formed into a body with a term of office until 10.05.2029 and the election of the Chairman of the Board of Directors, Vice Chairman of the Board of Directors and Managing Director, definition of the status of the members of the Board of Directors as executive or non-executive, as follows: Athanasios Liagkos : Executive Chairman of the BOD Start of term 10.05.2024 End of term 10.05.2029 Panagiotis Michalopoulos : BoD Vice Chairman, Independent non-executive member Start of term 10.05.2024 End of term 10.05.2029 Arie Koppelaar Managing Director, executive member Start of term 10.05.2024 End of term 22.08.2024 Konstantinos Fotiadis : non-executive member Start of term 10.05.2024 End of term 10.05.2029 Martin Masson non-executive member Start of term 10.05.2024 End of term 10.05.2029 Panagiotis Stampoulidis : non-executive member Start of term 10.05.2024 End of term 10.05.2029 Angeliki Samara : Independent non-executive member Start of term 10.05.2024 End of term 10.05.2029
219 Ioannis Tsaras : Independent non-executive member Start of term 10.05.2024 End of term 10.05.2029 Evaggelia Damigou non-executive member Start of term 10.05.2024 End of term 10.05.2029 Efstathios Koutmeridis : Independent non-executive member Start of term 10.05.2024 End of term 10.05.2029 Zonglyu (Jessie) Lu : non-executive member Start of term 10.05.2024 End of term 10.05.2029 Due to the resignation of Mr. Arie Koppelaar from the position of Chief Executive Officer with effect from 22.08.2024, the Board of Directors by its decision no. 7853/22.08.2024 elected, in his place, Mr. Ioannis Tsaras as Chief Executive Officer, executive member of the Board of Directors, was formed into a body with a term of office until 10.05.2029, elected the Chairman of the Board of Directors, Vice Chairman of the Board of Directors and Managing Director, and defined the status of the members of the Board of Directors as executive or non- executive, as follows: Athanasios Liagkos : Executive Chairman of the BOD From 10.05.2024 to 10.05.2029 Panagiotis Michalopoulos : BoD Vice Chairman, Independent non- executive member From 10.05.2024 to 10.05.2029 Ioannis Tsaras Chief Executive Officer, executive member From 10.05.2024 to 10.05.2029 Konstantinos Fotiadis : non-executive member From 10.05.2024 to 10.05.2029 Martin Masson non-executive member From 10.05.2024 to 10.05.2029 Panagiotis Stampoulidis : non-executive member From 10.05.2024 to 10.05.2029 Angeliki Samara : Independent non-executive member From 10.05.2024 to 10.05.2029 Efstathios Koutmeridis : Independent non-executive member From 10.05.2024 to 10.05.2029 Zonglyu (Jessie) Lu : non-executive member From 10.05.2024 to 10.05.2029 Evaggelia Damigou : non-executive member From 10.05.2024 to 10.05.2029 EXECUTIVE CHAIRMAN OF BoD ThPA SA The Executive Chairman of the BOD is the executive member of the Board of Directors, who organizes and coordinates the meetings and the overall operation of the Board of Directors and the General Meetings, and
220 his main responsibilities derive from the provisions in force and are granted by the Board of Directors, and include: • Ensuring the overall effective and efficient operation and organisation of the BOD meetings, • Promoting an open-minded culture and constructive dialogue in the conduct of the BOD's work, • Facilitating and promoting good and constructive relations between the BOD members and the effective contribution of all non-executive members to the work of the Board of Directors, • Ensuring the prompt, full and sound information of the BOD members, • Cooperating closely with the CEO and the Corporate Secretary for the preparation of the Board of Directors and the full information of its members, • Ensuring that the Board of Directors as a whole has a satisfactory understanding of shareholders' views, • Ensuring effective communication with the shareholders with a view to the fair and equal treatment of their interests and the development of a constructive dialogue with them, in order to understand their positions. The Executive Chairman of the Company Mr. Athanasios Liagkos, who also held the position of Managing Director until 01.10.2023, with Greek and Canadian nationality, is President of the Hellenic Ports Association and has served as coordinator of the national strategic plan for ports and marinas as an executive of HRADF, as well as a member of the BoDs of a number of Port Authorities of Greece. He has extensive experience in the areas of corporate strategic analysis and corporate governance, with economic studies and an MBA postgraduate degree. VICE-CHAIRMAN OF THE BOARD OF DIRECTORS (NON-EXECUTIVE MEMBER) Since the Company has an Executive Chairman, the Vice Chairman of the Board of Directors was until 13.5.2024, in compliance with the law, a non-executive member. The Vice-Chairman, whose main responsibilities are those arising from the provisions in force, does not substitute the Chairman in his/her executive duties. Until 10.05.2024 Vice-Chairman of the Company was Mr. Laurent Martens, of French nationality who has held key management positions in the port industry for the last more than 20 years (CMA, CMAT and Terminal Link, CMA CGM, etc.), is the Company's Vice Chairman. As far as his external engagements are concerned, he holds a management position in various companies. From 13.05.2024 by the BoD Decision No. 7843, Mr. Panagiotis Michalopoulos was appointed Vice Chairman of the Company, Independent non-executive member. Mr. Panagiotis Michalopoulos, of Greek nationality, is an architect-engineer, member of the TEE – TCG, graduate of the School of Architecture, Faculty of Engineering of the Aristotle University of Thessaloniki and Doctor of Engineering at the National Technical University of Athens. He has expertise in Strategic Planning and extensive experience as designer and supervising engineer in the design, study, supervision and construction, but also in the services of organizations with senior managerial positions of responsibility. He has served as a member of various associations, cultural institutions and chambers of commerce and has received honorary distinctions. He has authored and edited several books on European tourism and Greek
221 culture, with emphasis on the architectural heritage of the Mediterranean ports. For his writing, he has received international recognition. CHIEF EXECUTIVE OFFICER The Managing Director is the executive member of the Company's Board of Directors having indicatively the following responsibilities: • He is the coordinator of all the company's operations. He is responsible for the results of the Company and the achievement of the objectives and goals of the Port Authority, is head of the Company's Executive Committee and guides and coordinates the executives, the employees of the company and all other stakeholders, • He ensures and controls the implementation of the strategic decisions as defined by the Board of Directors and the management of the Company's affairs, • He supervises all operations and business activities in order to ensure the smooth, orderly and effective operation of the company, in accordance with the strategic objectives, business plans and action plan, as determined by the decisions of the Board of Directors. Until 22.08.2024, Managing Director was Mr. Arrie Koppelaar and since 22.08.2024 Managing Director of the Company is Mr. Ioannis Tsaras. The Chief Executive Officer Mr. Ioannis Tsaras, He obtained his degree from the School of Engineering of Aristotle University of Thessaloniki (1975-1980), his Master’s degree (M.Sc) from the Department of Civil Engineering of the University of California (1981-1982), and a Doctorate degree (Ph.D) from the Department of Civil Engineering of the University of Michigan, USA (1982-1985), with Research and teaching experience in the fields of fluid mechanics. He was Managing Director and CEO of AN.KO S.A. (1990-1993), a development company that executes large energy, irrigation and spatial planning projects, then CEO of K.EP.A. (1994-2004). During the period (2004- 2010) he was appointed Managing Director and CEO of the listed company Th.P.A. S.A. (2004-2010), executive vice president of ELIME and later of EKAL (National Port Development Center), member of the Board of Directors of ESPO (European Seaport Organization) as a representative of Greek Ports. From 2010 – 22/8/2024, he has worked as General Manager of PFIC Ltd. He participated in monitoring and auditing committees of sectoral and regional programs of the European Community Support Framework (Interreg, Retex, Valoren, Leader). In addition to the Executive Chairman of BoD, the CEO and the Independent non-executive Vice-Chairman of BoD, the following persons were part of the Board of Directors during the fiscal year 2024, in the following capacities:
222 Mrs. Angeliki Samara, of Greek nationality, Assistant Professor of Accounting at the Department of Accounting and Finance of the Faculty of Business Administration of the University of Macedonia, with professional qualifications in Audit by the Institute of Certified Public Accountants of Greece (SOEL), and extensive experience in the field of accounting and in the supervision of financial reports and auditing. She is also a member of the Quality Control Board (QCB), of the Hellenic Accounting and Auditing Standards Oversight Board (HAASOB), and of the Quality Control Committee (QCC) of SOEL. As far as her external engagement are concerned, she is an independent non-executive member of Board of Directors and committees of four companies. Mrs. Zonglyu (Jessie) LU, of Chinese nationality, joined Terminal Link in 2019 and now serves as Project Manager and Commercial Director. She holds a master's degree in Logistics Engineering from Shanghai Maritime Studies University and has over 15 years of experience, with extensive expertise in container terminal operation, marketing, trade negotiations, business development, project management, public relations, etc. Mr. Panagiotis Stampoulidis, of Greek nationality, Executive Advisor and Executive Member of the Board of Directors of the Hellenic Republic Asset Development Fund (HRADF), is a Non-Executive Member of the Board of Directors of ThPA S.A. Mr. Stampoulidis is a well-established and qualified executive, with significant experience in management positions in companies and organisations in the private and wider public sector. He has, among others, extensive experience, and expertise in the areas of designing action development plans, reorganizing structures and public procurement execution, and has managed a variety of technical and financial projects, as well as reorganization and improvement of corporate processes. In 2019-2021, he also served as Secretary General of Commerce and Consumer Protection, promoting major reforms in market operations, consumer protection and the implementation of major public procurement. As far as his external engagement are concerned, he is member of Board of Directors of two companies. Mr. Konstantinos Fotiadis, of Greek nationality, is a member of the Thessaloniki Bar Association since 2008, having previously been a partner in a law firm in Thessaloniki, Director of Legal Services in a group of companies with diverse activities and a member of the Board of Directors of four various companies. He has extensive experience in corporate governance of limited liability companies, especially in the transport and tourism industry and specializes in acquisitions and mergers of companies in Greece and abroad, with particular emphasis on stock exchange transactions. As far as his external engagement are concerned, he is member of Board of Directors of four companies. Martin Masson is a seasoned international executive with more than 20 years of professional experience, half of which is an executive in the Ports and Terminals industry. He graduated as a Civil Engineer from Ecole Speciale des Travaux Publics in Paris and is a member of CFA Institute.
223 He has an extensive experience in multi-cultural environments and a proven track record with all types of stakeholders including SOE, investment funds, family businesses, multinational companies. Mrs.Evagggelia Damigou is a member of the Thessaloniki Bar Association since 2011 and holds a LL.M. in Criminal Law and Criminology of Aristotle University of Thessaloniki. Until 2017 she was an associate in a law firm in Thessaloniki specialized in corporate and commercial law. In 2019 she joined the Legal Affairs Department of ThPA S.A., of which she has been Head since December 2022. She has experience in commercial and corporate law, corporate governance and compliance, development of policies and procedures, commercial contracts and agreements. Mr. Efstathios Koutmeridis studied Economics at the University of Macedonia and holds a postgraduate degree in Banking. He is a member of the Economic Chamber of Greece and was an employee and then auditor in various areas at the Tax Office A’ of Serres. He is a certified internal auditor by the National Centre for Public Administration and Local Government (EKDDA) and worked at the Independent Authority for Public Revenue (AADE) as an Internal Audit Inspector in the D’ Department of Thessaloniki. The external engagements of the BOD Members have been notified to the Company prior to their appointment. Changes to those external commitments (including significant non-executive commitments to companies and non-profit institutions) are reported to the BOD as soon as they occur. The detailed CVs of all members of the current Board of Directors remain posted on the Company's website, in order to fully, adequately and properly inform both the Shareholders of the Company and the investors. Public: https://www.thpa.gr/el/board-of-directors/ https://www.thpa.gr/board-of-directors/ As regards the outgoing members of the Board of Directors during the financial year 2023, we briefly set out the following information about their profile: Mr. Arie Koppelaar, of Dutch nationality, has held management positions in port management and logistics for more than 25 years and has international management experience with operational excellence in multipurpose terminals, container handling, intermodal transport and extensive expertise in operational structures, business development, organizational restructuring, and optimization. He holds a Master's degree in Transport and due to his extensive experience in the port industry, he has served in senior management positions in the port industry in the Netherlands, such as the Port of Rotterdam, and as Managing Director of Multipurpose Terminals in the Middle East. He owns 100% and/or controls jointly 4 companies. Mrs. Eirini Chadiari-Gkiala, of Greek nationality, is a senior manager working in the logistics sector and has 25 years of experience in supply chain management, as well as extensive experience and knowledge in project management and strategic business planning, while she holds a master's degree in international transport and
224 trade. As far as her external engagements are concerned, she participates in two companies and is the manager of one of them. Mr. Laurent Martens, of French nationality who has held key management positions in the port industry for the last more than 20 years (CMA, CMAT and Terminal Link, CMA CGM, etc.), is the Company's Vice Chairman. As far as his external engagements are concerned, he holds a management position in various companies. Corporate Secretariat The Board of Directors has a Corporate Secretariat that ensures the effective and efficient operation of the Board of Directors and its Committees, as well as the Company's Executive Committee. It also providesimmediate, clear and complete information to the members of the Board of Directors and its Committees, as well as to the Company's Executive Committee, supports the inclusion of new members in the Board of Directors, the organization of General Meetings, and facilitates the communication between the Board of Directors and senior management. The Corporate Secretariat is staffed by the following persons: By Mrs. Georgia Arletou, who is a graduate of the Faculty of Law of the School of Law and Economic Sciences of the Aristotle University of Thessaloniki, has worked as a lawyer for eight years, became a Company's executive on 01.01.1997, has participated in various Committees of the Company and has received training by attending seminars on corporate law and corporate governance. By Ms Athina Chatzikou, who holds a degree in Hotel Management from Les Roches School, in Switzerland, a degree in Translation and Interpreting from the Institut Supérieur de Traducteurs et Intèrprètes (ULB), Brussels and from the Université de Mons-Hainaut, Mons (Belgium) and a Master's Degree in Foreign Language Teaching in the New Economic Environment with the use of New Technologies from the Aristotle University of Thessaloniki. She has been working as a translator and interpreter since 2021 and she has been a member of the Company's staff since 13.03.2023. Senior Executives of the Company, who are not members of the Board of Directors, at the beginning of the fiscal year 2024 were the following: George Karamanolakis Chief Financial Officer of ThPA SA, of Greek nationality, with many years of international experience, including in the fields of energy and technology. He is a graduate of the Athens University of Economics and Business (former ASOEE), the Department of Applied Informatics and a former member of the College of Chartered Accountants (SOEL). He has worked in auditing and consulting firms (Moore Stephens and Ernst & Young). In 2002, he joined Ericsson South-eastern Europe in senior positions and served as Chief Financial Officer at Landis & Gyr Greece. Theodora Riga
225 Chief Commercial Officer of the Company while also retaining the position of Director of Strategic Communication. She is a member of the Board of Directors of MedCruise (Union of Mediterranean Cruise Ports), a member of the Board of Directors of the Thessaloniki Tourism Organization and the Representative of the Hellenic Chamber of Shipping to the National Cruise Coordination Committee (NCCC). Born in the USA, she holds an MBA in Business Administration and has been a senior executive in port, shipping and financial services companies for the last 20 years, a member of the National Cruise Commission and a member of the Board of Directors of a shipping company listed on the Athens Stock Exchange, as a Commercial Director and as a Management Consultant in matters of Strategic Development, Sales, Marketing and Communication in the largest ferry companies in Greece, providing communication support to the Coastal Shipping Business Association. Charalampis Karamaneas Chief Technical Officer, of Greek nationality, has served as a member of the Hellenic Republic Asset Development Fund S.A. and has served in various managerial positions in Greek and international companies, covering the whole range of design and construction of large infrastructure and real estate projects, has experience in management positions, representing the Greek State in Boards of Directors of Port Authorities. He has a five-year degree in Civil Engineering/Structural Engineering from the University of Patras, as well as an MBA & MSc in Finance and Banking, and is a member of both the Technical Chamber of Greece and the Economic Chamber of Greece. Notes: 1. By Decision No. 7817/31.01.2024 of the Board of Directors of ThPA S.A., Mr. Spyros Stamou was appointed Chief Financial Officer from 05.02.2024, due to the resignation of the previous Chief Financial Officer Mr. Georgios Karamanolakis, on 05.01.2024. 2. By Decision No 7873/10.10.2024 of the Board of Directors of ThPA S.A., approved the resignation of Ms. Theodora Riga from the position of Chief Commercial Officer and delegated the execution of the supervisory duties of the General Commercial Division, on an interim basis, and until the appointment of a new Officer, to Mr. Nikolaos Fokas, current Head of Sales & Business Development Department. 3. By Decision No 7914/31.03.2025 of the Board of Directors of ThPA S.A. approved the contract termination of Mr. Charalampis Karamaneas. Spyros Stamou Mr. Stamou has many years of national and international experience in various industries, with a focus on financial strategy, audit, treasury and real estate management, logistics, mergers and acquisitions, focusing on creating sustainable value, solving problems and taking initiatives, with excellent communication skills, driven by strong ethics and a passion for excellence. Suitability and Independence of BOD Members
226 The Board of Directors fulfils all the criteria and conditions set out in the regulations of Law 4706/2020 on corporate governance, the approved Suitability Policy of the Company's BOD Members and its overall regulatory and normative framework. In particular, in its current composition: • it covers the adequate representation per gender exceeding the minimum provisions of Law 4706/2020 and the Suitability Policy of the Company's Board of Directors, as three (3) women participate out of a total of ten (10) members, i.e. the participation of the female gender amounts to 30.00%. • the legal criteria of independence are met by not less than 1/3 of the total number of BOD members three (3) out of a total of ten (10) members and in particular by: Panagiotis Michalopoulos, Angeliki Samara and Eirini Chadiari-Gkiala, until 10.5.2024, Panagiotis Michalopoulos, Angeliki Samara, Ioanni Tsara and Efstathios Koutmeridis from 10.5.2024 until 22.8.2024 who meet the criteria of independence in accordance with article 9 of Law 4706/2020, as: (a) they do not directly or indirectly hold more than 0.5% of the Company's share capital and (b) they are free from any financial, business, family or other kind of dependency relationship, which may affect their decisions and their independent and objective judgment. • all the members of the Board of Directors have the appropriate experience, sufficient knowledge, skills, independence of judgment, integrity and good reputation, have no impediments and do not lack suitability in accordance with the approved Suitability Policy and the applicable regulatory and normative framework of the Company, while their existing professional commitments to other companies do not affect their ability to deal effectively with the Company's issues, and none of them is member in a Board of Directors of more than three (3) listed companies. • the composition covers the proper and effective exercise of the Company's duties and responsibilities, reflects the Company's size, organization, and mode of operation; also, the BOD members cover a wide range of knowledge, skills, qualifications and marketing, which cover the expertise related to each business activity of ThPA SA and the main risks associated with it, strategic planning, financial reports, compliance with the regulatory and normative framework, corporate governance issues, ability to identifyand manage risks and impacts of the technology on the company. • The assessment of the skills and experience of each member of the Board of Directors, as well as of the Board of Directors collectively, is carried out and the verification of the suitability of its members, as well as the independence of the independent members is examined whenever there is a change in the composition of the Board of Directors. Evaluation of BOD Members and Committees The Board of Directors is assisted by the Nominations Committee both in determining the suitability of its members, as well as in evaluating their performance and maintaining their suitability. In particular, in accordance with the established procedure, the Nomination Committee shall evaluate annually the performance and suitability of the BoD members both on an individual and collective basis. The individual
227 evaluation shall take into account membership (executive, non-executive, independent non-executive), participation in committees, special responsibilities/projects, time spent, behaviour, knowledge and experience. The collective evaluation shall take into account the composition, diversity and effective cooperation of the BoD members for the fulfilment of their duties. Within the fiscal year 2024, before the closing of the annual financial statements, the Nomination Committee assisted the Board of Directors with an evaluation report of its members and informed the members of the Board of Directors accordingly. In particular, an evaluation of the functioning of the Board of Directors and its Committees as collective bodies, an evaluation of the individual and collective suitability of the members of the Board of Directors and its Committees, the fulfillment of the conditions of independence of the independent members of the Board of Directors and the presence and participation of the members of the Board of Directors in the meetings of the Board of Directors and its Committees were examined, taking into account the capacity of each member as well as its external commitments. Regarding the conclusions, it was found that the criteria for collective and individual suitability are met, the BoD's functioning was assessed as satisfactory, and it was considered that the areas that could be further improved concern training on the company's operational scope and corporate governance as well as the supervision of the succession plan of the CEO and senior management could be further improved. At the same time, an assessment of the effectiveness of each Committee of the Board of Directors takes place each fiscal year at the initiative of its Chairman in terms of its contribution to supporting the Board of Directors and a relevant report is prepared for each Committee. In this context, the functioning of the Committees of the Board of Directors as collective bodies was assessed as satisfactory. The individual suitability assessment of the BoD and Committees members and found that no member falls under any of the impediments to participation in the BoD. In addition, it was found that the guarantees of morality and reputation, the implementation of the Conflict of Interest Prevention and Response Policy, the independence of judgement and the allocation of sufficient time are met, taking into account the capacity and responsibilities of each member and the other professional or personal commitments and conditions. It was also found that each member of the Board of Directors has sufficient knowledge and skills to perform his/her duties in view of his/her role and position. It was found that all independent non-executive members of the Board of Directors fully meet the conditions and criteria of independence imposed by the applicable regulatory framework. Furthermore, it was found that the members of the Audit Committee as a whole have sufficient knowledge of the sector in which the company operates, while the two independent members of the Committee have sufficient knowledge and experience in auditing or accounting, and that the members of the Nomination and
228 Remuneration Committee as a whole have the appropriate knowledge, experience and expertise regarding remuneration policies and practices of the company as well as risk management. The collective suitability of the BoD and its Committees was assessed as satisfactory. It was found that the members of the Board of Directors are able to make appropriate decisions taking into account the business model, the risk appetite, the strategy and the markets in which the company operates. It was also found that all areas of knowledge required for the Company's business activities are covered, with sufficient expertise among the members of the Board of Directors. In particular, there is a sufficient number of members with knowledge in each area to allow for a positive discussion on the decisions to be taken and the members of the BoD collectively have the necessary skills to present their views. The composition of the Board of Directors reflects the knowledge, skills and experience required to conduct each business of the company, the strategic planning, the financial reporting and the ability to identify and manage risks. The Company has an adequate representation per gender of 25% of the total BoD members and generally ensures equal treatment and opportunities between men and women. Finally, it was found that the criterion of diversity governs the BoD and is applied among its members, as the BoD operates without making discriminations on the grounds of age, gender, colour, national origin, health, educational and professional background of its members and persons of four different nationalities participated in it. Finally, the presence and participation of the members in the meetings of the Board of Directors and its Committees was assessed as satisfactory. Board of Directors Meetings The Board of Directors meets at the registered office of the Company in the Port of Thessaloniki, or at any other place provided for in its Articles of Association. The meetings may be held by teleconference for some or all the members, in accordance with the applicable provisions, the Company's Articles of Association, its Internal Regulation and the entire regulatory and normative framework of the Company. Within the fiscal year, the members participated in the BOD meetings that took place in 2024 as follows: FULLNAME TITLE Participation in all meetings Comments Percentage of participation 1. Athanasios Liagkos Chairman of the Board of Directors, Executive BoD member 18/18 100%
229 2. Laurent Martens Vice Chairman, Non- executive BoD member 5/18 End of term 10/05/2024 86% 3. Panagiotis Michalopoulos Independent non-executive BoD member & Vice Chairman from 13.05.2024 18/18 Start of term as Vice Chairman 13/05/2024 100% 4. Arie Koppelaar Chief Executive Officer, executive BoD member 9/18 End of term 22/08/2024 100% 5. Ioannis Tsaras Chief Executive Officer, executive BoD member 12/18 Start of term as member of the BoD 10/05/2024 & as CEO 22/08/2024 100% 6. Zonglyu (Jessie) LU Non-executive BoD member 17/18 94% 7. Martin Masson Non-executive BoD member 11/18 Start of term 10/05/2024 92% 8. Konstantinos Fotiadis Non-executive BoD member 18/18 100% 9. Angeliki Samara Non-executive BoD member 18/18 100% 10. Panagiotis Stamboulidis Non-executive BoD member 16/18 89% 11. Efstathios Koutmeridis Non-executive BoD member 12/18 Start of term 10/05/2024 100% 12. Evaggelia Damigou Non-executive BoD member 12/18 Start of term 10/05/2024 100% 13. Eirini Chadiari Independent non-executive Bod member 6/18 End of term 10/05/2024 86% Information on the number of shares held by each member of the Board of Directors and each principal executive of the Company. No member of the Board of Directors or principal executive of the Company holds shares in the Company. Report on decision-making policies in relation to transactions between related parties.
230 In order to adequately inform the Company shareholders and the Board of Directors when making decisions regarding transactions between related parties including the transactions of the subsidiaries of ThPA SA, the Board of Directors has approved and applies a related party transaction procedure. The related party transaction procedure provides in particular for: • The legislative and regulatory framework with which the Company and its subsidiaries are required to comply, • The responsibilities and obligations of all involved departments and division of the Company for the management of transactions with related parties, • The way to identify related parties, • The process of managing and approving the conclusion of transactions with related parties, • The cases exempted from the Advance Authorization Scheme, • The legal procedures for notifying transactions with related parties. In the above context, in FY24, the Company entered into the following transactions with related parties : Publicity Transaction BoD License Provision Related Party GEMI (CECR)Reg. No Ioannis Tsaras Employment contract as CEO 22.08.2024 4402879/30.08.2024 DIMERA LAND & PROPERTY Partnership for Participation 25.11.2024 INVESTMENTS LTD in Public Invitation for 4703257/26.11.2024 Expression of Interest
231 Board members fees Regarding the Company's remuneration framework, the fees of the BOD members for FY 2023 is presented in Note 8.26 of the financial statements. In accordance with the Ordinary General Meeting of the Company on 10.05.2024, the fees of the members of the Board of Directors and its Committees were preapproved. The Remuneration Policy and the Remuneration Reports per year are available to all interested parties on the Company's website: https://www.thpa.gr/el/codes-policies/ & https://www.thpa.gr/el/general-meetings/ respectively. 1.7. BOARD OF DIRECTORS COMMITTEES 1.7.1. AUDIT COMMITTEE According to Article 12 of the Company's Articles of Association, as in force after its amendment: "The Company has an Audit Committee in accordance with Article 44 of Law 4449/2017 as amended in accordance with Article 74 of Law 4706/2020, consisting of three (3) Members of the Board of Directors. Provided that the Fund (HRADF) or any of its legal successors continues to hold at least 504,000 ordinary voting shares with a nominal value of € 3.00 each or the equivalent number of voting ordinary shares arising from such shares as a result of any change in the nominal value per share (and for the avoidance of doubt, not taking into account any fluctuation of the percentage on the total issue shares of the Company represented by these shares) the BOD member appointed by the Fund in accordance article 7 par.6. participates in the Audit Committee. The Remuneration Committee of ThPA SA fulfils its obligations under the law and the Regulations of Operation, and indicatively: • It informs the Board of Directors of the outcome of the statutory audit and explains how the statutory audit has contributed to the integrity of the financial information and its role in this process, • It monitors the financial information process and makes recommendations or proposals to ensure its integrity, • It monitors the effectiveness of the company's internal audit, quality assurance and risk • management systems and, where appropriate, its internal control department with regard to the audited entity's financial information, without prejudice to that entity's independence, • Monitors the statutory audit of the annual & consolidated financial statements and, especially their performance, • Oversees and monitors the independence of chartered accountants or auditing firms and especially the adequacy of the provision of non-audit services to the audited entity,
232 • is responsible for the selection process of chartered accountants or audit firms and proposes the chartered accountants or audit firms to be appointed, • in addition, it submits to the Ordinary General Meeting of the company its annual activity report, and receives from the external auditor, together with its audit report, the additional report referred to in Article 11 of Regulation (EU) 537/2014. Operation and Composition of the Committee The Ordinary General Meeting of June 23, 2021, decided that the Audit Committee of the company will constitute a Committee of the Board of Directors within the meaning of article 44 par. 1a case aa' of Law No. 4449/2017, with a term until 23.06.2023. The Ordinary General Meeting of May 10, 2024, decided that the term of office of the new Audit Committee would be equal to the term of office of the new Board of Directors, i.e. until 10.05.2029. The Committee has three members and consists of two independent non-executive members and one nonexecutive member. The majority of the Audit Committee members are independent. The Chairman of the Audit Committee is appointed by its members and is independent. The Audit Committee is in quorum when a majority of its members is present and for the validity of the decision making of the Committee, a majority of its members present is required. The Audit Committee shall meet regularly, at least 4 times a year or on an ad hoc basis in order to carry out its duties effectively. At least twice a year, it meets with the company's external auditor, without the presence of Management executives. The Audit Committee operates in accordance with its Internal Regulation, which is posted on the Company's website atwww.thpa.gr on the path "Investors/ Corporate Governance – Codes and Policies" https://www.thpa.gr/el/codes-policies/: The composition of the Committee is in accordance with Article 44 of Law 4449/2017 as amended and in force. In the year 2023 there were changes in the composition of the Audit Committee, and especially From 01/01/2024 until 13/05/2024 the composition of the Audit Committee was the following: - Panagiotis Michalopoulos, independent non-executive member (President) - Angeliki Samara, independent non-executive member (member) - Panagiotis Stampoulidis, non-executive member (member) By decision of Ordinary General Meeting of Shareholders dated 10.05.2024 was elected a new Board of Directors and by decision of BoD No 7843/13.05.2024 was elected a new Audit Committee as follows: - Panagiotis Michalopoulos, independent non-executive member (President) - Efstathios Koutmeridis, independent non-executive member (member) - Panagiotis Stampoulidis, non-executive member (member) Committee Meeting - Participation of each member to all the meetings
233 During the financial year, the members of the Audit Committee participated in the meetings that took place as follows: FULL NAME TITLE Participation in all meetings Comments Percentage of participation 1. Panagiotis Michalopoulos Chairman of the Committee, Independent Non-Executive Member of the Board of Directors 20/20 100% 2. Panagiotis Stampoulidis Member of the Committee, Non- executive Member of the Board of Directors 18/20 90% 3. Angeliki Samara Member of the Committee, Independent Non-Executive Member of the Board of Directors 7/20 Expiration of term 13.05.2024 100% 4. Efstathios Koutmeridis Member of the Committee, Independent Non-Executive Member of the Board of Directors 13/20 Commencement of term on 13.05.2024 100% During the fiscal year 2024, the Audit Committee met twenty (20) times, according to the above table. Minutes were kept during the meetings describing the agenda items and the decisions taken by the Committee. Senior executives of the Company, as well as directors and heads of departments, were invited to meetings of the Committee during 2024, depending on the issues to be discussed. The subjects of the meetings were the following: a) the audit reports and reports of the Internal Audit Department , b) the conductance of specific thematic audits, based on risks identified during the year, c) the proposals of the Audit Committee to the Board of Directors,
234 d) the clarification of the issues of the Annual & Semi-annual Financial Report for the year 2023 & 2024, while the meetings for the approval of the financial statements were attended by the two independent members of the Committee who have sufficient knowledge and experience in auditing or accounting, e) the proposal for the selection of an audit company for the audit of the company's Financial Statements for the year 2024, f) issues of the Regulatory Compliance department regarding the update of the Risk Register, g) approval for the provision of an additional audit-related service by the audit firm KPMG, h) the evaluation of the work of the Head of the Internal Audit Department i) the process for the evaluation of the Internal Audit Department by an external auditor as well as the process for the evaluation of Corporate Governance and j) the process of hiring a new internal auditor. It is noted that the Audit Committee evaluated the nature and cost of the non-audit services provided by the audit firm and confirm that they do not pose a threat to the latter's independence regarding the regular audit of the financial year 2024, in accordance with the provisions of Law 4449/2017 and Regulation 537/2014 of the EU. The Audit Committee, in the context of its work, examined its performance and found that maximum efficiency is ensured in its operation, as it has fully fulfilled its tasks. More detailed information on the action of the Audit Committee is provided in the Activity Report of the Audit Committee, which is posted on the Company's website at www.thpa.gr on the path https://www.thpa.gr/el/general-meetings/ The Ordinary General Meeting of May 10, 2024, decided that the remuneration of each member of the Audit Committee during 2024 will remain to 1,700 € net per month, after taxes and deductions. 1.7.2. NOMINATION COMMITTEE The Nomination Committee of ThPA SA operates in consultation with the Board of Directors in accordance with the powers granted to it by law and by the Board of Directors and provided for in its Internal Regulation. It deals with the identification and proposal to the Board of Directors of persons suitable for the Board of Directors' membership, examines the suitability of the members of the Board of Directors in accordance with the criteria of the relevant Company Policy and monitors the continuous implementation of the above suitability, while ensuring that the composition, structure and operation of the Board of Directors meets the relevant legal, regulatory and supervisory requirements. Operation and Composition of the Committee The Nomination Committee of ThPA SA is composed, in accordance with the provisions of no. 10 and 12 of Law 4706/2020, of minimum three (3) non-executive members of the Board of Directors, at least two (2) of which
235 are independent non-executive members. In any case, the independent non-executive members are the majority of the Board members. The members of the Committee are appointed by the Board of Directors and have a term of office equal to that of the Board of Directors. The term of office of each member may not exceed nine (9) years in total. The Chairman of the Committee is appointed by the Board of Directors of the company and is independent, non-executive Member. An absolute majority of the members of the Committee constitute a quorum for the conduct of its work and a simple majority of the members present is required for a decision-making. The Nomination Committee meets at least once a year. The Nomination Committee operates in accordance with its Internal Regulation, which was approved by the Board of Directors, and is posted on the Company's website at www.thpa.gr on the path "Investors/ Corporate Governance – Codes and Policies": https://www.thpa.gr/el/codes-policies/ During the fiscal year 2023, there were changes in the composition of the Nomination Committee and, in particular: From 01.01.2024 έως 13.05.2024 the composition of the Nomination Committee was as follows: 1 Angeliki Samara Chairman of the Committee, Independent — Non- Executive Member of the Board of Directors of the Company 2 Panagiotis Michalopoulos Member of the Committee, Independent, Non- Executive Member of the Board of Directors of the Company 3 Eirini Chadiari - Gkiala Member of the Committee, Independent, Non- Executive Member of the Board of Directors of the Company By BoD Decision No 7846/13.05.2024 the composition of the Nomination Committee from 13.05.2024 until 22.08.2024 was as follows: 1 Angeliki Samara Chairman of the Committee, Independent — Non- Executive Member of the Board of Directors of the Company 2 Panagiotis Michalopoulos Member of the Committee, Independent, Non- Executive Member of the Board of Directors of the Company 3 Ioannis Tsaras Member of the Committee, Independent, Non- Executive Member of the Board of Directors of the Company
236 4 Martin Masson Member of the Committee, Non-Executive Member of the Board of Directors of the Company 5 Konstantinos Fotiadis Member of the Committee, Non-Executive Member of the Board of Directors of the Company By BoD Decision No 7856/22.08.2024 Mr. Efstathios Koutmeridis was elected as a member of the Nomination Committee in replacement of member Mr. Ioannis Tsaras, who was elected as CEO. The composition of the Nominations Committee until the end of the fiscal year was as follows: 1 Angeliki Samara Chairman of the Committee, Independent — Non- Executive Member of the Board of Directors of the Company 2 Panagiotis Michalopoulos Member of the Committee, Non-Executive Member of the Board of Directors of the Company 3 Efstathios Koutmeridis Member of the Committee, Independent, Non- Executive Member of the Board of Directors of the Company 4 Martin Masson Member of the Committee, Non-Executive Member of the Board of Directors of the Company 5 Konstantinos Fotiadis Member of the Committee, Non-Executive Member of the Board of Directors of the Company
237 The term of office of the current composition of the Nominations Committee is equal to the term of office of the Board of Directors, i.e. until 10/05/2029.Committee meetings of members/participation of each member in all meetings.During the financial year, the members of the Nomination Committee participated in the meetings that took place as follows: FULL NAME TITLE Participation in all meetings Comments Percentage of participation 1. Angeliki Samara Chairman of the Committee, Independent — Non- Executive Member of the Board of Directors of the Company 7/7 100% 2. Panagiotis Michalopoulos Independent — Non- Executive Member of the Board of Directors of the Company 7/7 100% 3. Konstantinos Fotiadis Non- Executive Member of the Board of Directors of the Company 5/7 Commencement of the term on 13/05/2024 100%
238 4. Martin Masson Non- Executive Member of the Board of Directors of the Company 2/7 Commencement of the term on 13/05/2024 40% 5.Ioannis Tsaras Independent — Non- Executive Member of the Board of Directors of the Company 1/7 Commencement of the term on 13/05/2024 and end of term on 22/08/2024 50% 6.Efstathios Koutmeridis Independent — Non- Executive Member of the Board of Directors of the Company 2/7 Commencement of the term on 22/08/2024 100% 7. Eirini Chadiari - Gkiala Independent — Non- Executive Member of the Board of Directors of the Company 2/7 End of term on 10/05/2024 100% Regarding its activities within the fiscal year 2024, the Nomination Committee met seven (7) times. Minutes were kept during the meetings describing the agenda items and the decisions of the Committee. The subjects of the meetings were the following: a) the submission of the annual report of the Nomination Committee for the year 2023 b) examining the suitability of the new proposed BoD members on the Annual General Meeting of the Shareholders dated 10.05.2024 and the suitability of a member of the Board of Directors for the position of Chief Executive Officer. c) the individual evaluation of the members of the Board of Directors and its Committees, including the examination of the presence and participation of the members in the meetings of the Board of Directors. d) the collective evaluation of the body of the Board of Directors and its Committees, the monitoring of the implementation of the company's Suitability Policy. e) the verification of the fulfillment and maintenance by all members of the Board of Directors of the suitability criteria and the independence requirements.
239 f) the verification of compliance of the composition, structure and operation of the Board of Directors with the relevant legal, regulatory and supervisory requirements. g) the verification of the non-existence of conflicts of interest of the members of the Board of Directors, the supervision of the updating and maintenance of the register of solemn statements — CVs and details of the members of the Board of Directors and the corresponding update of the related parties register and conflict of interest. h) examine the time needed by each member of the Board of Directors to carry out his duties effectively, taking into account any external commitments. i) the supervision of compliance with the obligation of the Board of Directors to keep the updated CVs of each member posted on the company's website j) the design of the process of implementing a policy of continuous education and training of members of the Board of Directors and senior management. k) the proposal for the preparation and subsequent amendment of the Succession Planning Policy of ThPA S.A. The Nomination Committee, in the context of its work, has examined its performance and found that its operation has reached maximum efficiency, as it has fully carried out its duties. 1.7.3. REMUNERATION COMMITTEE The Remuneration Committee of ThPA SA operates in consultation with the Board of Directors in accordance with the powers granted to it by law and by the Board of Directors and provided for in its Internal Regulation. It deals with the monitoring of the implementation of the company's remuneration policy and its reassessment, examines the terms of employment of the members of the Board of Directors and the executives, as well as the annual remuneration report, which it submits to the Board of Directors for approval. At the Annual Ordinary General Meeting on June 30, 2020, the remuneration policy of the company was approved in accordance with article 110 of Law 4548/2018, which was amended by a decision of the Ordinary General Meeting of 21 April 2022, as well as by decision of the Ordinary General Meeting of 9 May 2023. Operation and Composition of the Committee The Remuneration Committee of ThPA SA is composed, in accordance with the provisions of no. 10 and 11 of Law 4706/2020, of three (3) non-executive members of the Board of Directors, two (2) of which are independent non-executive members. The members of the Committee are appointed by the Board of Directors and have a term of office equal to that of the Board of Directors. The term of office of each member may not exceed nine (9) years in total. The Chairman of the Committee is appointed by its members at its first meeting for its constitution, in accordance with the rules of the Corporate Governance Code and the provisions of the Rules of Procedure of the Committee and is an independent, non-executive member.
240 A majority of the members of the Committee constitute a quorum for the conduct of its work and a simple majority of the members present is required for decision-making. The Remuneration Committee meets at regular intervals, at least twice (2) a year. The Remuneration Committee operates in accordance with its Rules of Procedure, which was approved by the Board of Directors, and is posted on the Company's website at www.thpa.gr on the path "Investors/ Corporate Governance – Codes and Policies": In 2024, there were changes in the composition of the Company's Remuneration Committee which was as follows: From 01/01/2024 to 10/05/2024 the composition of the Company's Remuneration Committee was as follows: By BoD Decision No 7845/13.05.2024 the composition of the Renumeration Committee 13/05/2024 to 22/08/2024 was as follows: 1 Panagiotis Michalopoulos Chairman of the Committee, Independent Non-Executive Member of the Board of Directors 2 Angeliki Samara Member of the Committee, Independent Non-Executive Member of the Board of Directors 3 Ioannis Tsaras Member of the Committee, Independent Non-Executive Member of the Board of Directors 4 Martin Masson Member of the Committee, Non-Executive Member of the Board of Directors 5 Konstantinos Fotiadis Member of the Committee, Non-Executive Member of the Board of Directors By BoD Decision No 7855/22.08.2024 Mr. Efstathios Koutmeridis was elected as a member of the Renumeration Committee in replacement of member Mr. Ioannis Tsaras, who was elected as CEO. The composition of the Renumeration Committee until the end of the fiscal year was as follows: 1 Panagiotis Michalopoulos Chairman of the Committee, Independent Non- Executive Member of the Board of Directors 2 Laurent Martens Member of the Committee, Non-Executive Member of the Board of Directors 3 Eirini Chadiari - Gkiala Member of the Committee, Independent Non-Executive Member of the Board of Directors
241 1 Panagiotis Michalopoulos Chairman of the Committee, Independent Non-Executive Member of the Board of Directors 2 Angeliki samara Member of the Committee, Independent Non-Executive Member of the Board of Directors 3 Efstathios Koutmeridis Member of the Committee, Independent Non-Executive Member of the Board of Directors 4 Martin Masson Member of the Committee, Non-Executive Member of the Board of Directors 5 Konstantinos Fotiadis Member of the Committee, Non-Executive Member of the Board of Directors The Chairman of the Committee has served in the Committee for more than one year in previous compositions. The term of office of the current composition of the Renumeration Committee is equal to the term of office of the Board of Directors, i.e. until 10/05/2029. Committee meetings of members/participation of each member in all meetings. During the financial year, the members of the Committee participated in the meetings that took place as follows: FULL NAME TITLE Participation in all meetings Comments Percentage of participation 1. Panagiotis Michalopoulos Chairman of the Committee, Independent Non-Executive Member of the Board of Directors 6/6 100% 2. Konstantinos Fotiadis Non-Executive Member of the Board of Directors 3/6 Commencement of term on 13/05/2024 100% 3. Martin Masson Non-Executive Member of the Board of Directors 1/6 Commencement of term on13/05/2024 33% 4. Ioannis Tsaras Independent Non-Executive Member of the Board of Directors 1/6 Commencement of term on 13/05/2024 and the end of term on 22/08/2024 50%
242 5. Angeliki Samara Independent Non-Executive Member of the Board of Directors 3/6 Commencement of term on 13/05/2024 100% 6. Efstathios Koutmeridis Independent Non-Executive Member of the Board of Directors 1/6 Commencement of term on 22/08/2024 100% 7. Laurent Martens Vice- President, Non-Executive Member of the Board of Directors 3/6 End of term on 10/05/2024 100% 8. Eirini Chadiari - Gkiala Independent Non-Executive Member of the Board of Directors 3/6 End of term on 10/05/2024 100% Regarding its activities within the fiscal year, the Renumeration Committee met six (6) times. Minutes were kept during the meetings describing the agenda items and the decisions of the Committee. The subjects of the meetings were the following: a) the examination of the information included in the final draft of the Remuneration Report 2023 and the opinion to the BoD. b) proposals to the Board of Directors regarding the remuneration of members of the Board of Directors, and c) the proposal regarding the remuneration of the Head of the Internal Audit Department. The Remuneration Committee, in the context of its work, examined its performance and found that maximum efficiency is ensured in its operation, as it has fully fulfilled its tasks and implemented the tasks assigned to it in a timely and adequate manner. 1.8. EXECUTIVE COMMITTEE The Board of Directors has established an Executive Committee, to which it has delegated certain powers and duties, as specifically mentioned in the current decision assigning the responsibilities of the Board of Directors, which is registered and published in the competent General Commercial Registry (G.E.MI.) Service. Since the beginning of the fiscal year 2024, in accordance with Board of Directors Decision no. 7750/9.6.2023, the composition of Executive Committee was amended as follows: A. Members of the Executive Committee with a voting right (8 members) • Executive Chairman of the Board of Directors • Chief Executive Officer
243 • Chief Investment Officer (or Deputy Chief Investment Officer, for the time during which the position of Chief Investment Officer is not filled) • Chief Financial Officer • Chief Commercial Officer • Chief Technical Officer • Chief Operating Officer • Container Terminal Director B. Members of the Executive Committee without a voting right (8 members): • Deputy Chief Commercial Officer • Director of Corporate Communications • Director of Human Resources • Head of Conventional Terminal • Director of Procurement & Investments • Director of Information Technology & Communications & Digital Transformation • Director of Equipment & Maintenance • Director of Sustainability & Environmental Strategy Department C. Designated non-voting participants who will contribute by virtue of their competence and will receive all supporting material (2 participants): • Head of Department of Legal Affairs • Head of Strategic Planning Department Subsequently, with the Executive Committee Decision No. 255-1/4.9.2024, the Executive Committee was formed into a body according to the above composition. The Executive Board meets regularly at least monthly, at the invitation of its Chairman, or on an extraordinary basis. In the case of urgent matters and where it is not possible to convene a meeting of the Executive Committee, a decision may be taken by circulation. The quorum of the Committee exists only when the absolute majority of the members with the right to vote are present either in person, by telephone or by videoconference. If a quorum is not reached after two successive calls, then at the third meeting, a quorum shall be at least three (3) members with a voting right. Decisions of the Executive Committee shall be made by a majority of the votes cast at the meeting by a quorum. The members of the Executive Committee or their duly appointed representatives shall have one vote each, and representatives shall be entitled to vote on their behalf. In the event of a tie in a matter, the Chairman of the Executive Board’s vote shall prevail. 1.9. General Meeting and Rights of Shareholders
244 The General Meeting of the Shareholders is the supreme body of the company and is entitled to decide on each corporate case, in accordance with the legislation in force. The General Meeting shall meet at least once each financial year no later than the tenth (10th) calendar day of the ninth month following the end of the financial year, in order to decide on the approval of the annual financial statements and on the election of auditors (ordinary general meeting). The Ordinary General Meeting may also decide on any other matter within its competence. The General Meetings is convened by the Board of Directors. The General Meeting shall hold an extraordinary meeting: - whenever the Board of Directors deems it appropriate or necessary (extraordinary general meeting). - at the request of shareholders representing one twentieth (1/20) of the paid-up capital, the Board of Directors is obliged to hold an extraordinary general meeting of shareholders. - at the request of the Company's auditor to the Chairman of the Board of Directors who requests the convening of a General Meeting. Shareholders are entitled to participate in the General Meeting, either in person or by proxy, in accordance with the legal procedure provided for. The shareholders exercise their rights in relation to the Company's Management, exclusively by participating in the General Meetings of the Company's shareholders. Each share shall confer the right to one vote. In order to have the right to vote at the General Meeting, joint owners of the share, must indicate to the Company in writing a common representative for this share, who will represent them at the General Meeting, and until they do so, the exercise of their rights is suspended. In particular, the General Meeting is solely responsible for deciding on the following issues: a) Amendment of the Articles of Association, including increases or decreases in the share capital. b) Merger, division, conversion, revival, extension of the duration or dissolution of the Company. c) Election of members of the Board of Directors and auditors. d) Approval of the Company's annual financial statements. e) Distribution of annual profits. f) The approval of the payment of fees or the advance payment of fees to the BOD members pursuant to Article 109. g) Approval of the overall management pursuant to Article 108 and the discharge of the auditors. h) Appointment of liquidators. i) Approval of the remuneration policy of Article 110 and discussion of the remuneration report of Article 112 of Law 4548/2018 At least twenty (20) days before the General Meeting, the Company shall post on its website, in both Greek and English, information on: -the date, time, and place of the General Meeting of Shareholders, -the items on the agenda, -the shareholders are entitled to participate and
245 -precise instructions on how shareholders will be able to participate in the general meeting and exercise their rights. In addition to the above, the invitation includes further information on how to exercise shareholders' rights, in accordance with the provisions of article 121 of Law 4548/2018. Until the election of its Chairman, which is done by simple voting, the General Meeting is chaired by the Chairman of the Board of Directors or his deputy. A summary of the decisions of the General Meeting is available on the Company's website at www.thpa.gr on the path Investors/Shareholder Information/General Meetings: https://www.thpa.gr/el/general-meetings/. 1.10. Diversity in the Company's administrative, management, supervisory and management bodies and among its senior managers The Company has adopted a Diversity Policy, within the meaning of article 152, par. d, Law 4548/2018, which is posted on the Company's website, regarding the composition of the BOD and senior management, with the aim of expressing different perspectives, which reflect the social and business environment of the Company. Diversity refers to gender, skills, opinions, abilities, knowledge, qualifications and experience. The Board of Directors fulfils all the criteria and conditions set out in the regulations of Law 4706/2020 on corporate governance, the approved Suitability Policy of the Company's BOD Members and its overall regulatory and normative framework. In particular, with its current composition, the Board of Directors covers the adequate representation per gender exceeding the minimum provisions of Law 4706/2020 and the Suitability Policy of the Company's Board of Directors, as three (3) women out of a total of ten (10) members participate, i.e. the participation of the female gender amounts to 30%, as well as the representation per gender in the Company's executives is at the same level namely at 30%. In accordance with the Company's current Diversity Policy, diversity in the workplace does not allow the exclusion of any executive from any function, position and working group. The Company's policy is to operate under fair and lawful human resources management procedures, without discrimination based on, but not limited to, age, sex, gender, color, ethnic origin, health, educational and professional background of employees. In this context, in the FY2024, the Board of Directors included members of four different nationalities, the Remuneration Committee included members of two different nationalities and the Executive Committee included members of three different nationalities. Subsequently, the maximum possible diversity is sought, to the extent possible, in the composition of the BOD and the executives, in order to successfully meet the corporate objectives. The above composition aims to continuously increase the pool of skills, experience and vision that the Company has for its highest positions, as well as its competitiveness, productivity and innovation. 1.11. Corporate governance of the subsidiary company "ThPA Sofia EAD".
246 The Company has the 100% subsidiary company "ThPA SOFIA EAD", based in Sofia, Bulgaria, which, at the beginning of the fiscal year 2024, was managed by a four-member Board of Directors, consisting of the following: -Athanasios Liagkos, Chairman -Arie Koppelaar, Managing Director -Angeliki Samara, Member - Eirini Chadiari - Gkiala, Member From 10.05.2024 the composition of the Board of Directors of the subsidiary company "ThPA Sofia EAD” is as follows: - Athanasios Liagkos, Chairman - Arie Koppelaar, Managing Director -Angeliki Samara, Member By Decision No. 7866/25.09.2024 of the Board of Directors, following the resignation of Mr. Arie Koppelaar, the composition of the Board of Directors of the subsidiary company "THPA Sofia EAD" is as follows: - Athanasios Liagkos, Chairman & Executive Manager -Angeliki Samara, Member - Georgios Seitanidis, Member The above-mentioned persons do not receive any remuneration for their participation as members of the Board of Directors of the subsidiary. The Board of Directors of ThPA SA monitors the performance and operation of its subsidiary company. The above subsidiary company during the financial year 2024 is not considered as significant within the meaning of article 2 par.16 of Law 4706/2020, in so far as it does not affect or cannot substantially affect the financial position or performance or business activity or the financial interests of ThPA SA in general. 1.12 Sustainable Development Strategy The Sustainable Development Strategy of ThPA S.A. is based on four pillars: i) Creating Sustainable Value, ii) Environment, ii) Society and iv) Governance. These pillars constitute the framework for all actions and initiatives related to the implementation of ESG criteria in ThPA S.A. To support this effort, ThPA S.A. is committed to adopt responsible practices, introducing due diligence mechanisms and undertake commitments and setting targets and key performance indicators. Responding to modern needs, ThPA S.A. has integrated ESG criteria in order to cover the full range of non- financial elements and measurement indicators that determine all its activities, internally and externally. At the same time, the performance of these indicators is communicated to all shareholders and stakeholder groups of ThPA S.A., with a full commitment to their implementation. ThPA S.A. for the year 2024 presented a Sustainability Report, which is consolidated and has been adapted and revised to comply with the requirements of the European Sustainability Reporting Standards (ESRS). This includes aligning the scope, structure and content of the Sustainability Report with the ESRS standards,
247 ensuring a comprehensive and compliant report. The scope of ThPA S.A.’s Sustainability Report is the same as that of the financial statements, which are consolidated. ThPA S.A.’s Sustainability Report provides comprehensive coverage of all its business activities. ThPA S.A. defines its value chain broadly, encompassing not only its internal operations, but also the upstream and downstream elements of its value chain. This means that ThPA S.A. takes into account the environmental, social and governance (ESG) impacts related to suppliers, contractors and other stakeholders involved in the provision of goods and services, as well as those related to the port services offered by the Company. Sustainability Policy The Sustainability Policy supports ThPA S.A.’s efforts to fulfill its role as a vital part of economic activity in Greece, the Balkans and Southeastern Europe. The Company recognizes sustainability as one of its key priorities. Through the Sustainability Policy, the Company aims to improve transparency and accountability in its business activities and describes its commitments to create sustainable added value. The Company's commitments focus on the following: • Environment, Climate and Energy Energy Efficiency, Climate Change and Air Quality Efficient Management of Water Resources and Ecosystem Protection Acidification and air quality • Social Engagement Employee Development and Talent Management Equity, Diversity and Inclusion Health, Safety and Employee Wellbeing City-Port Integration Business Ethics and Value Creation Corporate Governance and Business Ethics Stakeholder engagement and customer development Economic Growth and Business Expansion Crisis, Reputation and Risk Management Smart and Digital Port Port Accessibility and Security Digitization and Automation Quality, Innovation and Sustainable Service Design The Company’s Sustainability Policy is in line with the requirements of the effective legislative and regulatory framework, and in particular with the following legislations that promote the core principles of sustainable development: • Directive 2014/95/EU of the European Parliament and of the Council 2014, amending Directive 2013/34/EU as regards disclosure of non-financial and diversity information from by certain large undertakings and groups, • Law 4403/2016, which adapts the Greek legislation to the provisions of Articles 19, 20, 29, 30, 33, 35, 40 to 46 of Directive 2013/34/EU and to the provisions of Directive 2014/95/EU, • Section 7 “Report (Statement) of Non-financial Information” of the circular 62784/2017 of the Ministry of Economy and Development. • Law 4548/2018 on the Reform of the Law on Societes Anonymes,
248 • Law 4706/2020 on Corporate Governance of Sociétés Anonymes, In addition, ThPA SA, in the context of the preparation and implementation of the Sustainability Policy, has taken into account and has voluntarily adopted international standards and principles, with strong emphasis on: • The "Agenda 2030" of the United Nations (UN) and the 17 Sustainable Development Goals (SDGs), adopted in September 2015 by the 193 UN member states, • ATHEX ESG Reference Guide 2022. The Sustainability Policy was approved by the Executive Committee of ThPA SA on 30.05.2023 and is valid for three years from the date of its approval. Sustainable Development Policy is available for any interested party at the following link: https://www.thpa.gr/files/general/ked/sustainability_policy_20231002_gr.pdf https://www.thpa.gr/files/general/ked/sustainability_policy_20231002_en.pdf Thessaloniki, 17/04/2024 The BoD Executive Chairman The Chief Executive Officer The Member appointed by the BoD Athanasios Liagkos ID Card no. AK 148312 Ioannis Tsaras ID Card no. AN 708419 Panagiotis Michalopoulos ID Card no. ΑΝ 500394
249 D. Independent Auditor`s report for sustainability statement 2024 Independent Auditor’s Limited Assurance Report (Translated from the original in Greek) To the Shareholders THESSALONIKI PORT AUTHORITY S.A. Independent Auditor’s Limited Assurance Report on the Sustainability Report of THESSALONIKI PORT AUTHORITY S.A. We have performed a limited assurance engagement in relation to the consolidated Sustainability Report of THESSALONIKI PORT AUTHORITY S.A. (hereafter the “Company” or the “Group”), which is included in the section “13 Sustainability Report” of the consolidated Board of Directors Report (hereafter the “Sustainability Report”), for the period from 1 January 2024 to 31 December 2024. Limited assurance conclusion Based on the procedures performed, as this is described in the “Summary of the work we performed”, as well as the evidence obtained, nothing has come to our attention to cause us to believe that: • The Sustainability Report has not been prepared, in all material respect, in accordance with the article 154 of L.4548/2018 as this was amended and in force with the L.5164/2024 with which the article 29(a) of EU Directive 2013/34/EU has been transposed into Greek legislation, • The Sustainability Report does not comply with the European Sustainability Reporting Standards (hereafter “ESRS”), in accordance with Commission Regulation (EU) 2023/2772 of 31 July 2023 and EU Directive 2022/2464/EU of the European Parliament and of the Council of 14 December 2022, • The process followed by the Company for the identification and the assessment of significant risks and opportunities (hereafter “the Process”), as set out in the Notes of the Sustainability Report, does not comply with the “Disclosure Requirement IRO-1 - Description of the processes to identify and assess material impacts, risks and opportunities” of ESRS 2 “General Disclosures”, • The disclosures of the Sustainability Report do not comply with Article 8 of Regulation (EU) 2020/852. This assurance report does not extend to information for prior periods. Basis for conclusion We conducted our limited assurance engagement in accordance with the International Standard on Assurance Engagements (ISAE) 3000 (Revised), “Assurance Engagements Other Than Audits or Reviews of Historical Financial Information” (hereafter “ISAE 3000”).
250 The procedures performed in a limited assurance engagement vary in nature and timing from, and are less in extent than for, a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have been obtained had a reasonable assurance engagement been performed. Our responsibilities are further described in the “Auditor’s responsibilities” section of our report. Professional Ethics and Quality Management We are independent of the Company 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 (IESBA Code), the ethics and independence requirements of L.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. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion. Responsibilities of management for the Sustainability Report Management of the Company is responsible for designing and implementing a process to identify the required information reported in the Sustainability Report in accordance with the ESRS, as well as for disclosing this process in the Notes of the Sustainability Report. More specifically, this responsibility includes: • Understanding the context in which the Company’s and the Group’s activities and business relationships take place and developing an understanding of its affected stakeholders. • Identifying the actual and potential impacts (both negative and positive) related to sustainability matters, as well as risks and opportunities that affect, or could reasonably be expected to affect, the Company’s financial position, financial performance, cash flows, access to finance or cost of capital of the Company and the Group over the short-, medium-, or long-term; • Assessing the materiality of the identified impacts, risks and opportunities related to sustainability matters by selecting and applying appropriate thresholds; and • Developing assumptions that are reasonable in the circumstances. Management of the Company and the Group is responsible for the preparation of the Sustainability Report, in accordance with article 154 of L.4548/2018, as amended and in force by L.5164/2024, which incorporated article or 29(a) of EU Directive 2013/34/EU into Greek legislation.
251 In this context, the Management of the Company and the Group is responsible for: • Compliance of the Sustainability Report with the ESRS; • Preparing the disclosures of the Sustainability Report, in compliance with Article 8 of Regulation (EU) 2020/852. • Designing and implementing appropriate internal controls that management determines are necessary to enable the preparation of the Sustainability Report such that it is free from material misstatement, whether due to fraud or error; and • Selecting and applying appropriate sustainability reporting methods, including assumptions and estimates about individual sustainability disclosures in the Sustainability Report, that are reasonable in the circumstances. The Audit Committee is responsible for overseeing the process for the preparation of the Company's Sustainability Report. Inherent limitations in preparing the Sustainability Report In reporting forward-looking information in accordance with ESRS, Management of the Company is required to prepare the forward-looking information on the basis of disclosed assumptions about events that may occur in the future and possible future actions by the Company and the Group. The actual outcome of these actions is likely to be different since anticipated events frequently do not occur as expected. As stated in the Notes to the Sustainability Report, the information incorporated in the relevant disclosures is based, among other things, on climate-related scenarios, which are subject to inherent uncertainty regarding the likelihood, timing or impact of potential future natural and transitional climate-related impacts. Our work covered the matters set out in the “Scope of Work Performed” section to obtain limited assurance based on the procedures included in the program of limited assurance which was issued with the Decision of the Hellenic Accounting and Auditing Standards Oversight Board on 22.01.2025 (hereafter “Program”). Our work does not constitute an audit or review of historical financial information in accordance with applicable International Standards on Auditing or International Standards on Review Engagements, and for this reason we do not express any other assurance beyond that set out in the “Scope of Work Performed” section. Auditors’ Responsibilities This limited assurance report has been prepared based on the provisions of article 154C of L.4548/2018 and article 32A of L.4449/2017. Our responsibility is to plan and perform the assurance engagement to obtain limited assurance about whether the Sustainability Report is free from material misstatement, whether due to fraud or error, and issue a limited assurance report that includes our conclusion. Misstatement can arise from fraud or error and is considered material if, individually or in the aggregate, it could reasonably be expected to influence decisions of users taken on the basis of the Sustainability Report as a whole. In the context of a limited assurance engagement in accordance with ISA 3000 (Revised), we exercise professional judgment and maintain professional skepticism throughout the engagement.
252 Our responsibilities regarding the Sustainability Report, in relation to the Process, include: • Conducting risk assessment procedures, including understanding the relevant internal controls, to identify risks related to whether the Process followed by the Company and the Group to determine the information reported in the Sustainability Report does not meet the applicable requirements of the ESRS, but not for the purpose of providing a conclusion on the effectiveness of internal controls over the Process; and • Designing and performing procedures to evaluate whether the Process for identifying the information reported in the Sustainability Report is consistent with the description of the Process as disclosed in the Report. We are further responsible for: • Performing risk assessment procedures, including understanding relevant internal control, to identify those disclosures that are likely to be materially misstated, whether due to fraud or error, but not for the purpose of providing a conclusion about the effectiveness of the Company's and the Group's internal control. • Designing and performing procedures relevant to those disclosures in the consolidated Sustainability Report where material misstatements are likely to arise. 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. Scope of work performed Our engagement includes performing procedures and obtaining audit evidence in order to express a limited assurance conclusion and covers exclusively the limited assurance procedures provided for in the Program, as it was formulated for the purpose of issuing a limited assurance report on the Sustainability Report of the Company and the Group. Our procedures were designed to obtain a limited level of assurance on which to base our conclusion and do not provide all the evidence that would be required to provide a reasonable level of assurance. Athens, 15 April 2025 KPMG Certified Auditors S.A. AM SOEL 186 Alexandros – Petros Veldekis, Certified Auditor Accountant AM SOEL 26141
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256 E. Independent Auditor`s report for sustainability statement 2024 Independent Auditors’ Report (Translated from the original in Greek) To the Shareholders of THESSALONIKI PORT AUTHORITY S.A Report on the Audit of the Separate and Consolidated Financial Statements Opinion We have audited the Separate and Consolidated Financial Statements THESSALONIKI PORT AUTHORITY 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 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 THESSALONIKI PORT AUTHORITY 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 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.
257 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. Impairment Assessment of Goodwill and Investments in subsidiaries See notes 5.12 and 8.27.1 to the Separate and Consolidated Financial Statements The key audit matter How the matter was addressed in our audit The Company faces a number of pending legal proceedings from third parties amounting to EUR 12.02 million for which it has not provided. The Company provides, based on management’s judgement, when it is more likely than not that there will be an outflow of benefits and the amount can be estimated reliably. For this estimate and their relevant contingent liabilities disclosures, management considers all available information including the opinion of its legal advisors. This area was considered as key audit matter due to the significant number of outstanding litigation, the uncertainty involved in the above estimate, the management’s judgement required and the significant amount of pending legal proceedings. Our audit procedures in relation to this matter included, among others, the following: We obtained the analysis of all legal proceedings assessed by management and we compared them to lists provided by the legal department of the Company. We obtained internal or/and external legal confirmations directly requested by us. We discussed the possible outcome and the probable outflow for the most significant pending legal proceedings with the internal legal department or/and the external lawyers and management as well. For the most significant legal proceeding, we reviewed the supporting documentation that evidences management’s estimates for no recognition of provisions and relevant disclosures based on IFRS requirements. Finally, we evaluated the appropriateness and adequacy of the disclosures which are included in the noted to the Financial Statements.
258 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. Auditors’ 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
259 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 skepticism 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.
260 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 L. 4548/2018 and case ab, which does not include the Sustainability Report and for which we have issued on date 15 April 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 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 to THESSALONIKI PORT AUTHORITY 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 15 April 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.
261 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 45 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 29 June 2019. From then onwards our appointment has been renewed uninterruptedly for a total period of 6 years based on the annual decisions of the General Shareholders’ Meeting. 5 Operations Regulation The Company has an Operations Regulation in accordance with the content provided by the provisions of the article 14 of L. 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 THESSALONIKI PORT AUTHORITY SOCIETE ANONYME. (the Company or/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 (213800ETW48B6KOWZA42-2024-12-31-el.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
262 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. 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 L. 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
263 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 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 (213800ETW48B6KOWZA42-2024-12-31-el.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, 15 April 2025 KPMG Certified Auditors S.A. AM SOEL 186 Alexandros – Petros Veldekis, Certified Auditor Accountant AM SOEL 26141
264 F. Annual Financial Statements Financial Position Statement for Group and Company Amounts in thousands € Group Group Company Company ASSETS Note 31.12.2024 31.12.2023 31.12.2024 31.12.2023 Non Current Assets Investment Property 8.1 3.828 3.659 3.828 3.659 Tangible fixed assets 8.2 85.943 85.938 85.943 85.938 Intangible assets 8.3 2.821 2.869 2.821 2.869 Right-of-use asset 8.4 37.601 38.997 37.601 38.997 Participation in affiliated companies 8.26 0 0 0 0 Long-term receivables 8.5 71 71 71 71 Other long-term receivables 8.5 0 0 0 67 Restricted cash 8.9 0 7.000 0 7.000 Deferred tax assets 8.24 5.132 4.931 5.132 4.931 Total non current assets 135.395 143.465 135.395 143.532 Current Assets Inventories 8.6 5.146 4.456 5.146 4.456 Trade Receivables 8.7 5.309 4.978 5.261 4.988 Down Payments and other receivables 8.8 4.187 4.177 5.300 5.329 Other financial assets 8.9 76.407 0 76.407 0 Cash and equivalents 8.9 46.617 95.241 45.508 93.952 Total current assets 137.665 108.852 137.622 108.725 Total Assets 273.061 252.317 273.017 252.258
265 Amounts in thousands € Group Group Company Company EQUITY Equity Share capital 8.10 30.240 30.240 30.240 30.240 Reserves 8.10 69.086 69.086 69.086 69.086 Retained earnings 98.379 83.480 98.379 83.485 Total Equity 197.706 182.807 197.706 182.811 LIABILITIES Long-term liabilities Provisions for liabilities to employees 8.11 4.358 4.435 4.358 4.435 Other provisions 8.12 0 0 0 0 Lease liabilities 8.28.2 45.192 45.655 45.192 45.655 Other long-term liabilities 8.13 196 288 196 288 Total Long-term liabilities 49.746 50.378 49.746 50.378 Short-term liabilities Liabilities to suppliers 8.14 5.265 4.984 5.243 4.999 Contractual Liabilities 8.14 3.132 2.677 3.132 2.677 Current Income tax 8.15 4.576 2.687 4.576 2.687 Short-term lease liabilities 8.28.2 2.247 1.997 2.247 1.997 Other liabilities and accrued expenses 8.14 10.388 6.787 10.367 6.708 Total Short-term liabilities 25.608 19.132 25.525 19.068 Total liabilities 75.355 69.510 75.311 69.446 Total Equity and Liabilities 273.061 252.317 273.017 252.258 The attached explanatory notes are an integral part of the present financial statements.
266 Comprehensive Income Statement for Group and Company Group Group Company Company Amounts in thousands of € Note 1/1 - 31/12/2024 1/1 - 31/12/2023 1/1 - 31/12/2024 1/1 - 31/12/2023 Sales 8.16 100.652 85.870 100.523 85.822 Cost of sales 8.17 -53.585 -48.308 -53.441 -48.244 Gross profit 47.067 37.562 47.082 37.578 Other income and profits 8.18 860 1.678 860 1.661 Administrative expenses 8.19 -12.019 -10.878 -11.935 -10.676 Operating and sales expenses 8.20 -765 -1.115 -765 -1.115 Other expenses and losses 8.22 -203 -748 -351 -2.387 Operating profit before tax, financial and investment results 34.941 26.499 34.890 25.061 Financial income 8.23 3.512 2.111 3.549 2.148 Financial expenses 8.23 -2.200 -2.218 -2.195 -3.540 Fiscal Year Profit before tax 36.253 26.392 36.244 23.669 Income tax 8.24 -8.229 -6.142 -8.229 -6.142 Profit for the year after tax (A) 28.023 20.251 28.015 17.527 Profit/loss on remeasurement of defined benefit plans 8.11 -21 -325 -21 -325 Income tax payable 8.24 5 71 5 71 Other comprehensive income after tax (B) -17 -253 -17 -253 Aggregated total comprehensive income after tax (A + B) 28.007 19.997 27.998 17.274 Earnings after tax per share basic and impaired (in €) 8.29 2,78 2,01 2,78 1,74 Profit before tax on financial and investment income and total depreciation and amortization 7.2 42.636 34.067 42.585 32.588 The attached explanatory notes are an integral part of the present financial statements.
267 Statement of Changes in Equity for Group and Company Group Amounts in thousands € Note Share capital Statutory Reserves Tax free Reserves Retained Earnings Total Opening Equity (1.1.2023) 30.240 11.651 57.436 78.059 177.386 Transactions with Owners Dividends distributed 8.25 - - - -14.616 -14.616 Other changes during the year Other trsansactions - - - 39 39 Year Profit after tax - - - 20.251 20.251 Other comprehensive income after tax - - - -253 -253 Aggregated total income after tax - - - 19.997 19.997 Equity at the end of the year (31.12.2023) 30.240 11.651 57.436 83.480 182.807 Opening equity (1.1.2024) 30.240 11.651 57.436 83.480 182.807 Transactions with Owners Dividends distributed 8.25 - - - -13.104 -13.104 Other changes during the year Other trsansactions - - - -3 -3 Year Profit after tax - - - 28.023 28.023 Other comprehensive income after tax - - - -17 -17 Aggregated total income after tax - - - 28.007 28.007 Equity at the end of the year (31.12.2024) 30.240 11.651 57.436 98.379 197.706
268 Company Amounts in thousands € Share capital Statutory Reserves Tax free Reserves Retained Earnings Total Opening Equity (1.1.2023) 30.240 11.651 57.436 80.827 180.153 Transactions with Owners Dividends distributed - - - -14.616 -14.616 Other changes during the year Other trsansactions Year Profit after tax - - - 17.527 17.527 Other comprehensive income after tax -253 -253 Aggregated total income after tax - - - 17.274 17.274 Equity at the end of the year (31.12.2023) 30.240 11.651 57.436 83.485 182.811 Opening equity (1.1.2024) 30.240 11.651 57.436 83.485 182.811 Transactions with Owners Dividends distributed -13.104 -13.104 Other changes during the year Other trsansactions Year Profit after tax 28.015 28.015 Other comprehensive income after tax -17 -17 Aggregated total income after tax 27.998 27.998 Equity at the end of the year (31.12.2024) 30.240 11.651 57.436 98.379 197.706 The attached explanatory notes are an integral part of the present financial statements.
269 Cash Flow Statement for Group and Company Amounts in thousands € Group Group Company Company Note 31.12.2024 31.12.2023 31.12.2024 31.12.2023 Cash flow from operating activities Profit after tax 28.023 20.251 28.015 17.527 Plus / minus adjustments for: Depreciation of tangible and intangible assets 8.2, 8.3 6.169 5.767 6.169 5.726 Depreciation of right-of-use assets 8.2, 8.4 1.594 1.870 1.594 1.870 Depreciation of subsidised assets 7.2, 8.18 -68 -68 -68 -68 Provisions 531 977 679 977 Losses on remeasurement to fair value of Financial Assets 8.23 0 0 0 1.403 Revenue from unused provisions 8.18 -151 -474 -151 -474 Profit/losses from revaluation of investment properties at fair value -168 -188 -168 -188 Loss on destruction/impairment of fixed assets 146 398 146 398 Impairment of investment in affiliate company 8.26 0 0 0 1.639 Current Income Tax 8.24 8.229 6.142 8.229 6.142 Net financial results 8.23 -1.311 107 -1.354 -10 Plus/minus adjustments for changes in working capital accounts or related to operating activities: (Decrease)/increase in inventories -690 -1.549 -690 -1.549 Decrease/(Increase) in receivables -44 3.856 -44 3.856 (Decrease)/Increase in liabilities (excluding banks) 3.229 -4.504 3.269 -4.482 Payments for personnel indemnities -634 -976 -634 -976 Less: Interest and similar charges paid 8.23 -493 -506 -487 -426 Financial costs of lease liabilities -1.708 -1.712 -1.708 -1.712 Taxes paid -6.019 -6.170 -6.019 -6.170 Net cash inflow/(outflow) from operating activities (a) 36.635 23.218 36.778 23.480 Cash flow from investing activities Purchase of tangible and intangible assets 8.2, 8.3 -6.271 -9.151 -6.271 -9.151 Receipts from sales of tangible and intangible fixed assets 420 145 420 145 Sale of available-for-sale financial assets 8.4 0 0 0 0 Purchase/sale of other financial assets 8.9 7.000 0 7.000 0 Purchase/sale of other financial assets 8.9 -76.407 0 -76.407 0 Investments in afiliated companies 0 0 0 0 Interest and related income received 3.512 2.111 3.549 2.148 Cash flows from financing activities (b) -71.745 -6.895 -71.708 -6.858 Cash flows from financing activities Repayments of lease liabilities (interest payments) -410 -353 -410 -317 Dividends paid 8.25 -13.104 -14.616 -13.104 -14.616 Net cash inflow/(outflow) from financing activities (c) -13.514 -14.969 -13.514 -14.933 Net increase/(decrease) in cash and cash equivalents (a) + (b) + (c) -48.625 1.354 -48.444 1.688 Opening cash and cash equivalents 95.241 93.887 93.952 92.264 Cash and cash equivalents year end 46.617 95.241 45.508 93.952 The attached explanatory notes are an integral part of the present financial statements.
270 G. Notes on the Annual Financial Statements 1. Incorporation and Company activity Public limited company ThPA S.A. was incorporated in the year 1999, for a term of 100 years, by the conversion of the Public Law Legal Entity «Thessaloniki Port Authority» (the Company) to a public limited company, pursuant to Law 2688/1999. The company is involved in the sector of auxiliary activities related to transportations (STACOD ’08, code 52), i.e. the provision of services of loading/unloading cargoes, their storage, of other port services, of the service of passenger traffic etc. The shares of the Company are listed in the Main Market of the Athens Stock Exchange with 25,73% of the total shares being offered to the investing public. In 2020, the Company established a subsidiary in Bulgaria (with a 100% stake) based in Sofia, within the framework of its strategies. 2. Legal Framework The Company is governed by the principles of the Société Anonyme law 2190/1920 and the founding Law 2688/1999 as amended and in force. The Company’s goal is to fulfill the obligations, to carry out the activities and to exercise the opportunities arising from the concession agreement between the Company and the Greek State as amended and in force at the time. The Company’s goal as described in Article 3 of its Articles of Association, includes in particular: • The exploitation of the rights granted to it under the Concession Agreement as well as the maintenance, development, and exploitation of the conceded assets in accordance with the Concession Agreement, • The provision of services and facilities to vessels, cargo and passengers, including mooring and cargo handling, • The installation, organization, and operation of all types of port infrastructure, • The undertaking of any activity relating to the Port of Thessaloniki, commercially or reasonably adjacent to it, • The conclusion of contracts with third parties for the provision of port services of all kinds, • The award of works contracts, • Undertaking any kind of activity, whether intentional or routine, in the context of its business activity under the Concession Agreement. • Undertaking any activity other than those carried out by commercial companies in general. 3. Concession agreement for the right of use and exploitation of the terrestrial port zone of the Port of Thessaloniki The Company has the exclusive right to use and exploit the plots, buildings and installations of the terrestrial port zone of the Port of Thessaloniki, which are property of the Greek State. The above exclusive right was conceded to ThPA S.A. by virtue of the concession agreement of June 27 th 2001 between the
271 Greek State and ThPA S.A. and expires in the year 2051. The above agreement was amended and coded in February 2018 and ratified by Law 4522/07.03.2018 (Gov. Gaz 39). The main points of the Amended or Revised Concession are as follows: • The right of use extends over the land sections covered or not, the existing buildings, the technical- port works, the embankments, service roads, railway network, public utility networks, extensions to sites- works, the port maritime zone, in general over the premises of the vertical projection of the terrestrial port zone except from buildings serving public services and specially designed buildings of the pier a΄ and its surroundings. • Through this concession agreement, the Greek State grants to ThPA S.A the exclusive right to hold, use, manage, maintain, improve and exploit the concession information throughout the duration of the Concession, subject to the terms and conditions set forth in this agreement. • The right will expire on 27 June 2051, the fiftieth (50th) anniversary of the 2001 Concession, subject to an early termination in accordance with Article 25. • The termination or expiration of the agreement implies the liability of ThPA S.A. to remit the concession to the State in the situation provided for in Article 26 of the Concession. A concession fee is determined as a percentage of the Company's total consolidated revenue at 3,5%, with a minimum annual amount payable, €1,82 million. ThPA S.A. is liable: • To take all reasonable steps within its sphere of influence to ensure that all operations, activities and transactions undertaken under this Concession will contribute to the development of the Port of Thessaloniki as provided for in the program objectives. • To fulfill its liabilities under this Concession in accordance with applicable laws, regulations and ordinances of general application. • To operate the Port of Thessaloniki and to fulfill in all respects its obligations arising from this Agreement in accordance with good industry practice. The Greek State is liable: • To provide the necessary assistance to fulfill the purpose of the concession. 4. Framework for the preparation and basis for the presentation of the financial statements 4.1. Framework for the preparation The corporate and consolidated financial statements have been compiled in accordance with the International Financial Reporting Standards (IFRS), as they have been published by the International Accounting Standards Board (IASB) as well as in accordance with their relevant Interpretations, as published by the Standards Interpretation Committee of the IASB, as they have been adopted by the European Union and mandatorily applied for the fiscal years ending on December 31, 2024. There are no standards and standards interpretations that have been applied prior to the date of beginning of their application. The corporate and consolidated financial statements attached have been prepared on the basis of the principle of going concern and the principle of historic cost, besides investment property and loans to
272 affiliated companies measured at fair value, lease liabilities, rights to use assets and provisions for employee benefits measured at present value. The preparation of financial statements requires to incur estimates and adopt assumptions by Management that affect assets, liabilities, profit or loss and disclosures. Actual facts may differ from the estimates and assumptions of the Management. The areas that contain more estimates and assumptions are listed in section 4.4. The financial statements refer to individual and consolidated financial statements. 4.2. Presentation basis The corporate and consolidated financial statements are presented in thousands of Euro, unless otherwise stated. The annual financial statements of the fiscal year that ended on December 31, 2024 have been prepared in compliance with the International Financial Accounting Standards, adopted by the European Union and approved by the Board of Directors on 15.04.2025 (decision by the BoD of ThPA S.A. no. 7927/15.04.2025). The Annual corporate and consolidated Financial Statements of the Group and the Company, the Chartered Accountant Auditor’s Report and the Management Report by the Board of Directors for the fiscal year that ended on December 31, 2024 have been posted on the Company’s website www.thpa.gr. 4.3. Standards-Amendments and Interpretations in force since 01.01.2024 Α. Standards and Interpretations effective for the current financial year From 1st January 2024 the Company and the Group have adopted all amendments in IFRS as these were adopted by the European Union (“EU”) which relate to its operations. These amendments and interpretations did not have a significant impact on the financial statements of the Company and the Group. Β. Standards and Interpretations for period after 31.12.2024 The following New Standards, Amendments and Interpretations have been issued by the International Accounting Standards Board (IASB) but are not yet effective for annual periods starting 1st January 2024. Those relating to the Company’s and Group’s operations are presented below. IFRS 18 ‘Presentation and Disclosures in Financial Statements’ (effective for annual periods beginning 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 purpose of the Standard is to provide
273 investors with an improved basis for analysing and comparing the financial performance of entities and to improve the way information is presented in an entity's financial statements, particularly in the income statement and disclosures on the financial statements. In particular, the Standard will improve the quality of financial reporting because of: (a) the requirement of defined sub-items in the income statement; (b) the requirement to disclose in a separate note to the financial statements performance measures established by management; (c) new principles for grouping/separating information. The Standard becomes effective for annual reporting periods beginning on or after 01 January 2027 and earlier application is permitted. This Standard has not yet been adopted by the European Union. IFRS 19 “Subsidiaries that are not public interest entities: Disclosures” (effective for annual periods beginning on or after 01/01/2027) In May 2024, the International Accounting Standards Board (IASB) issued a new Standard, IFRS 19, which permits subsidiaries of a parent company that issues annual consolidated financial statements for public use based on IFRS accounting standards to apply IFRS accounting standards with reduced disclosure requirements. Subsidiaries that elect to apply IFRS 19 will continue to apply the recognition, measurement and presentation requirements in other IFRS accounting standards but will not need to apply the disclosure requirements in other accounting standards unless otherwise specified. The Standard is effective for annual reporting periods beginning on or after 1 January 2027, with earlier application permitted. This Standard has not yet been adopted by the European Union.IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments Disclosures (Amendments). The amendments are effective for annual periods on or after 01 January 2024. Amendments to Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) (effective for annual periods beginning on or after 1 January 2026). The amendments clarify that a financial liability is derecognized on the “settlement date” and introduce as an accounting policy choice the derecognition of financial liabilities settled using an electronic payment system before the settlement date. Further clarifications include the classification of financial assets linked to ESG characteristics through additional guidance on the assessment of contingent characteristics. Further clarifications are provided on non- recourse loans and contractually linked instruments. The amendments require additional disclosures for investments in equity instruments measured at fair value through other comprehensive income (FVOCI). This Amendment has not yet been adopted by the European Union. Annual Improvements to IFRSs Amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10 and IAS 7 (effective for annual periods beginning on or after 1 January 2026) In the “Annual Improvements to IASs and IFRSs - Volume 11” issued on 18 July 2024 by the International Accounting Standards Board, amendments were published that include clarifications, simplifications, corrections and changes to the following Standards: • IFRS 1 First-time adoption of International Financial Reporting Standards - Hedge accounting on first-time adoption
274 • IFRS 7 Financial Instruments: Disclosures: - Gain 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 - Identification of 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 initial measurement of trade receivables • the issue of how a lessee accounts for the derecognition of a lease liability in relation to IFRS 9. The amendment on derecognition of lease liabilities applies only to lease liabilities that are derecognized on or after the beginning of the annual reporting period in which the amendment is first applied. The amendments are effective for annual periods beginning on or after 1 January 2026, with earlier application permitted. These amendments have not yet been adopted by the European Union. 4.4. Important judgments, estimates and assumptions Preparation of the financial statements in compliance with the IFRS requires that the Group and the Company management make judgements, accounting estimates and assumptions which affect the published assets and liabilities, and also disclose contingent assets and liabilities on the date the financial statements are prepared, as well as the published income and expenses for the reference period. Actual results may differ from those which were estimated. Estimates and judgements are constantly re-assessed and are based both on past experience and on other factors including expectations about future events considered reasonable based on specific circumstances and are constantly re-assessed using all available information. A major accounting estimate is considered to be one where it is important for the picture of the Group and Company’s corporate and consolidated financial situation and its results and requires more difficult, subjective or complicated management judgements about the impact of assumptions which are uncertain. The Group and the Company evaluate such estimates on a continuous basis, relying on past results and on experience, meetings with experts, trends and other methods which are considered reasonable under the specific circumstances, and the forecasts about how they could change in the future. The key judgements and estimates made by Company Management which have a major impact on the amounts recognised in the corporate and consolidated financial statements primarily deal with:
275 Important judgements ➢ Leases (Note 8.28) ThPA S.A. Concession Agreement to the Greek State: The Company has the exclusive right to use and exploit the lands, buildings and facilities of the Land Port Zone of the Port of Thessaloniki, which are owned by the Greek State. The above exclusive right was granted to ThPA S.A. under the concession contract from 27 June 2001 between the Greek State and ThPA S.A.. and expires in the year 2051. The above contract was amended and codified in a single text in February 2018 and was ratified by Law 4522 / 7-3-2018 (Government Gazette 39). The main points of the amended or revised contract are as follows: • The right of use extends to the covered or uncovered parts of the land, to the existing buildings, technical-port works, alluviums, internal roads, railway network, supply networks, to the extensions of works-sites, to the sea zone of the port, generally to the vertical components of the land port zone with the exception of buildings that serve the needs of public services, specially designed buildings of the first pier. • Under this Concession Agreement, the Greek State grants to ThPA S.A. the exclusive right to possess, use, manage, maintain, improve and exploit the concession data throughout the Concession Duration subject to the terms and conditions provided by this contract. • The Right will expire on June 27, 2051, i.e., the fiftieth (50th) anniversary of the 2001 Convention subject to early termination in accordance with Article 25. • The expiry or termination automatically implies the obligation of ThPA S.A. to return to the State what has been granted, in the situation provided for in Article 26 of the contract. A fee is paid which is determined as a percentage of the total income of the Company at 3.5%, with a minimum annual amount of € 1.82 million. Company`s Management in previous fiscal year examined whether the contract related to the granting of exclusive right of use and exploitation of lands and building facilities at Port of Thessaloniki falls within the provisions of IFRIC 12. IFRIC 12 (Service Concession Arrangements - Codified) was not applied in the recognition of the concession agreement in the year of measurement as the Company retains control over the pricing of its operations. The Company in previous fiscal year made a significant assessment to determine the "Incremental borrowing rate" used to recognize the lease agreement with the Greek State. It also conducted judgments and assessments regarding the leases that the Company is a lessor as to whether they relate to operating or financial leases. ➢ The useful life of depreciated assets and their residual value (Note 5,4, 8.2) The Group and Company`s Management examine the useful life of depreciated assets every fiscal year, to assess whether they continue to be suitable. To assess the useful life, Group and Company Management take account of the expected use of assets, the expected natural wear and legal or similar restrictions to the use of an asset.
276 Group and Company Management consider that the useful life on 31.12.2024 reflects the expected utility period of assets. ➢ Impairment testing of tangible fixed assets (Note 8.2) At the end of each financial year, the Group and Company's Management examine whether there is any indication of a possible impairment of the tangible fixed assets value. For the existence of such indications, it is taken in account the economic depreciation, the physical condition of the asset, the expected use and the present value of the estimated future cash flows of the asset. ➢ Income tax (Note 8.24 , 8.27.3) The Group and company are liable to pay income tax to the Greek and Bulgarian tax authorities. Significant estimates are needed when making income tax provisions. There are many transactions and calculations for which the final level of tax is uncertain during normal business operations. The Group and company recognise liabilities for issues expected to arise during tax audits based on its estimates on the extent to which additional taxes will be owed. When the final result in those tax cases differs from the amounts initially computed, such differences shall have an impact on the income tax and the provisions for deferred taxation in the period in which those amounts become final. ➢ Impairment of receivables (Note 8.7) Bad debt is presented as the amounts which may be recovered. Estimates about the amounts expected to be recovered are made after analysis and based on the Group and Company's experience concerning the likelihood of customer bad debt. Once it is known that a specific account is at risk above the normal credit risk level (e.g. low credit rating for customer, disagreement over existence of receivable or level thereof, etc.) the account is analyzed and a record is made of whether the conditions indicate that the receivable will not be collected. Group and Company Management examine the recoverability of other receivables which relate to legal cases, by taking into account the opinions and judgments of their legal advisors as well as historic data on the outcome of similar legal cases. In order for a receivable from legal cases to be deemed recoverable, the inflow of financial benefits should be considered virtually certain. The Group and Company, regarding the adoption of IFRS 9, assessed the need to provide a provision for customer requirements. However, as most of the customers have either submitted a letter of guarantee or have paid an advance covering the claim, the Group and Company have concluded that there is no material loss and does not make a distinct provision in their corporate and consolidated financial statements. ➢ Other provisions and Contingent Liabilities (Note 8.27.1) The Group and the Company, in association with the legal advisor who handles the cases, evaluate the outcome of the court decisions at the end of each year. Based on the judgment of the Management that is based on all available information, including the opinion of the legal advisors who manage its cases, the Company proceeds to the formation of the necessary provision or disclosure of any liabilities related
277 to pending court cases. The above assessment is a complex process that involves judgments about the possible consequences as well as interpretations of laws and regulations. ➢ Defined benefit plans (Note 8.11) The cost of benefits for defined benefit plans is calculated using actuarial estimates, which utilize assumptions for the discounting factors, the rate of salary increases and mortality rates. Due to the long- term nature of the plans, such assumptions are subject to considerable uncertainty. 5. Summary of significant accounting policies The basic accounting policies observed by the Group and the Company for the preparation of its financial statements are the following: 5.1 Consolidation i) Business combinations The Group accounts for the acquisition using the purchasing method when all of the activities and assets acquired meet the definition of a business and control is transferred to the Group. To determine whether a particular set of activities and assets constitutes a business, the Group assesses whether the set of assets and activities acquired includes at least one input and a substantive process and whether the acquired set has the potential to produce results. The Group has the option to apply a "concentration control" that allows a simplified assessment of whether an acquired set of activities and assets is not a business. This optional "concentration control" is met if substantially all the fair value of the assets acquired is aggregated into a single identifiable asset or a set of similar identifiable assets. In the event that, the full or part of the price is repaid in the long term and is made in cash, the amount payable should be discounted to the present value of the day on which the redemption took place. The discount rate to be used is the interest rate at which the Company could borrow from an independent source under corresponding terms and conditions. The price to be paid for the acquisition is generally measured at its fair value, as are the net assets acquired. Any goodwill arising is checked annually for impairment. Any gain from a bargain is recognized immediately in profit or loss. Transaction costs are expensed when incurred, unless related to the issuance of bonds or equity securities. The price does not include amounts related to any pre-existing relation vessel settlement. These amounts are generally recognized in the results. Any price payable by the Group is initially recognized at its fair value at the date of acquisition and is categorized either in equity or as a financial liability. Amounts that have been classified as a financial liability are reassessed at fair value and any changes are recognized in profit or loss. There is no subsequent measurement for amounts that have been recorded in equity. ii) Subsidiaries
278 Subsidiaries are entities controlled by the Group. The Group "controls" an entity when it is exposed to or entitled to variable returns from its involvement with the entity and has the ability to influence those returns through its power over the entity. The Financial Statements of the subsidiaries are included in the consolidated Financial Statements from the date of commencement of the audit until the date on which the audit ceases. Subsidiaries are fully consolidated (full consolidation) using the acquisition method from the date on which control is transferred to the Group and are deconsolidated from the date that such control ceases iii) Non-controlling interests Non-controlling interests are initially measured at their proportionate share of the identifiable net assets of the acquired entity at the acquisition date. Changes in the percentage of the Group's participation in a subsidiary that do not lead to a cessation of "control" over the subsidiary are recorded in equity. iv) Eliminations Transactions between Group companies, balances and unrealized gains and losses (excluding foreign exchange gains and losses) related to transactions between Group companies are eliminated. Also unrealized losses and unrealized gains are eliminated, but only to the extent that there is no indication of impairment. 5.2 Foreign currency I. Foreign currency transactions and balances Foreign currency transactions are translated into the functional currency of the Group companies using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses arising from the settlement of such transactions during the period and the translation of monetary items denominated in foreign currencies at the exchange rates ruling at the balance sheet date are recognized in profit or loss. Non-monetary items denominated in foreign currencies and valued at historical cost are translated at the exchange rates ruling at that date. Non-monetary items denominated in foreign currencies and valued at fair value are translated at the exchange rates ruling at the dates of the fair values. In this case, the resulting exchange differences from the change in fair value are recorded in the income statement or directly in other comprehensive income, depending on the item. II. Business activities abroad The assets and liabilities of the companies participating in the consolidation and which are initially presented in a currency other than the presentation currency of the Group have been translated into EURO at the closing rate of the balance sheet. Income and expenses are translated into the Group's presentation currency at the average exchange rates during the reporting period (unless the average exchange rate is a reasonable approximation of the cumulative effect of the exchange rates prevailing at the dates of the transactions, in which case the income and expenses are converted. at the exchange rates prevailing on the dates of the transactions). Any differences arising from this procedure are recorded in the statement of comprehensive income and cumulatively in the foreign currency balance sheet reserve of the net position except for the portion of those differences allocated to non-controlling interests, when any. In the event that a foreign business activity is sold in whole or in part so as to lose control of the Group in that business,
279 the accumulated foreign exchange differences recorded in the foreign currency balance sheet of the net position are transferred to profit or loss. of profit or loss from the sale. 5.3 Property Investments The Group and the Company own four plots, located outside the Port Zone, which are held in order to generate rent or to increase the value of their capitals. Investments in Real Estate are initially valued in the acquisition cost, inclusive of transaction expenses. They are subsequently recognized at their fair value. Their fair value is determined by independent chartered surveyors. The book value recognized in the Group and Company’s corporate and consolidated financial statements reflects the market conditions at the date of the financial statements. Every profit or loss arising from a change of the fair value of the investment, is recognized in the income statement of the fiscal year in which the change occurs. 5.4 Tangible fixed assets utilized for own purposes Utilizing the provisions of IFRS 1: “First time adoption of IFRS”, the Company used the exception regarding the valuation of tangible fixed assets, when preparing the IFRS transition Balance Sheet on January 1 st 2004. In this context, it considered the readjusted values of the tangible fixed assets, as they were determined by the committee of article 9 of Codified Law 2190/1920, in May 2000, when ThPA S.A. was converted to a public limited company and before it was listed on the Athens Stock Exchange, as the deemed cost for the purposes of compilation of the transition Balance Sheet on January 1, 2004. Subsequent to the transition date, the tangible fixed assets are evaluated at the deemed cost, less the accumulated depreciations and their impairments. The acquisition cost of the fixed assets consists of the purchase price, including the import tariffs, if applicable, and the non-rebate purchase taxes as well as any other cost needed in order to render the fixed asset functional and ready for future use. The repairs and maintenances are recorded among the expenses of the period when they are realized. Significant subsequent additions and improvements are capitalized in the cost of the relevant fixed assets. or are recorded as a separate asset only if they are expected to bring future financial benefits to the Group and Company. Fixed assets that are constructed by the Group and Company, are posted at own manufacture cost, which includes the cost of subcontractors, the material and expenses of payroll of the technicians regarding the constructions (including the relevant employer social security contributions) as well as a proportion of general administrative expenses. Assets under construction include fixed assets under construction and are presented at cost. Assets under construction are not depreciated until the fixed asset is complete and available for the productive use for which it was intended. The plots are not depreciated. The depreciations of the other tangible assets are computed by the straight- line method based on the following useful lives per category of fixed assets:
280

Fixed Asset Category / Useful lives in years | Buildings | Machinery & Mechanical Equipment | Vehicles | Furniture and other equipment
Buildings/Additions | 15 to 30 |  |  |
Technical works | 10 to 40 |  |  |
Mechanical installations |  | 8 to 10 |  |
Crane bridges - Mobile and electric cranes |  | 15 to 30 |  |
Loaders |  | 7 to 15 |  |
Machinery |  | 10 to 15 |  |
Loading tools |  | 15 |  |
Forklifts |  | 10 to 15 |  |
Transport equipment |  |  | 10 to 15 |
Watercraft |  |  | 15 |
Furniture and other equipment |  |  |  | 6 to 10
Computers and electronic assemblies-Office machines |  |  |  | 3 to 5

Useful lives of fixed assets are subject annually to reassessment on the preparation of the financial consolidated statements. The Group and Company re-evaluate the useful lives of machinery, taking into account the expected use of assets and the expected natural wear. A review of the residual value of fixed assets is also carried out on an annual basis. 5.5 Intangible assets Intangible assets concern the cost of purchase of software as well as any expense realized to develop software in order for it to be commissioned. The depreciation of the software is calculated based on the fixed line method and within a period of 3-10 years. 5.6 Impairment of assets According to IAS 36, property, plant and equipment and intangible assets, as well as participations in associated enterprises, must be assessed for possible impairment when there are indications that the book value of the asset exceeds its recoverable amount. Whenever the book value of an asset exceeds its recoverable amount, the corresponding impairment loss is recorded in the profit and loss account. The recoverable amount of an asset is the greater amount between the estimated fair value less disposal costs and the value in use. Net sale value is considered the possible income from the sale of an asset in the context of a mutually beneficial transaction in which the parties have full knowledge and voluntarily accede, after deducting any additional direct costs of disposal of the asset, while value in use is the
281 present value of the estimated future cash flows expected to be realized from the continued use of an asset and from its disposal at the end of its estimated useful life. For the purposes of determining impairment, assets are grouped at the lowest level for which cash flows can be determined separately (cash-generating units). Impairments recognized in prior periods on non-financial assets are reviewed at each reporting date for any reversal. 5.7 Financial Instruments A financial instrument is every contract that creates a financial asset in a company and a financial liability or an equity security in another company. Financial assets Company`s financial assets include the following: • Trade and other receivables • Guarantees given, • Time deposits (over 6 months) • Cash and cash equivalents Initial recognition and measurement Upon initial recognition, financial assets are classified according to their nature and characteristics into one of the following three categories: • Market financial assets measured at amortized cost, • Financial assets measured at fair value through profit or loss, • Financial assets measured at fair value through other comprehensive income The classification of financial assets at initial recognition depends on the characteristics of their conventional cash flows and the Group and Company's business model for the management of financial assets. Refinancing of financial data is carried out in rare cases and is related to a decision of the Group and Company to modify the business model that applies for the management of these financial assets. All financial assets, besides trade receivables that do not contain a significant part of the financing, are initially recognized at their fair value which is usually the acquisition cost plus any direct transaction costs. Trade receivables that do not contain a significant funding component are measured at transaction value. Purchases and sales of financial assets are recognized upon the date of transaction which is the date that Group and Company commit to purchase or sell the asset. Subsequent measurement i. Financial assets measured at amortized cost This category classifies the financial assets for which both of the following conditions are met:
282 1. the financial asset is held within a business model, the objective of which is to hold financial assets for the purpose of collecting contractual cash flow; and 2. under the contractual terms of the financial asset, cash flows are generated at specified dates consisting solely of repayment of principal and interest on the outstanding principal balance. This category includes all financial assets of the Group and the Company except for the Company's loan to its subsidiary ThPA Sofia EAD which is measured at fair value through profit and loss and reflected in long-term receivables. ii. Financial assets valuated at fair value through other comprehensive income A financial asset is measured at fair value through other comprehensive income if both of the following conditions are met: 1. the financial asset is retained within a business model the objective of which is achieved both by the collection of contractual cash flows and the sale of financial assets; and 2. On the basis of the contractual terms of the financial asset, cash flows that consist exclusively of capital repayment and interest on the outstanding capital are created at specific dates. This category includes all financial assets of the Group and the Company except for the Company's loan to the subsidiary ThPA Sofia EAD which is measured at fair value through profit or loss and is reflected in long-term receivables. iii. Financial assets measured at fair value through profit or loss A financial asset is measured at fair value through profit or loss unless it is measured at amortized cost in accordance with paragraph (i) or at fair value through other comprehensive income in accordance with paragraph (ii). However, during initial recognition, the Group and the Company may elect irrevocably for specific investments in equity instruments that would otherwise be measured at fair value through profit or loss, presenting other changes in fair value to other comprehensive income. Realized and unrealized gains or losses arising from changes in the fair value of financial assets measured at fair value through profit or loss are recognized in profit or loss in the period in which they arise. Financial asset cessation of recognition The Group and Company cease to recognize a financial asset when and only when the contractual rights to the cash flow of the financial asset expire or transfer the financial asset and the transfer meets the conditions for write-off. Reclassification of financial assets The Group and the Company are not eligible to reclassify any financial liability. Impairment of financial assets
283 Under IFRS 9, impairment of financial assets measured at amortized cost or at fair value through other comprehensive income is recognized by recognizing the expected credit losses. At each reporting date, IFRS 9 requires measuring the provision for a financial instrument for an amount equal to the expected lifetime loss if the credit risk of the financial instrument has increased significantly since initial recognition. On the other hand, if at the reporting date the credit risk of a financial instrument has not increased significantly from the initial recognition, IFRS 9 requires the provision for a loss provision for that financial instrument to be equal to the expected 12-month credit losses. The risk parameters taken into account for the calculation of expected credit losses are the estimated default probability, the percentage of loss on the principal due to the fact that the client has failed to repay the amount due and the outstanding balance of the company in case of default the customer's. In certain cases, the Group and Company may assess for certain financial information that there is a credit event when there is internal or external information indicating that the collection of amounts determined under the relevant contract is unlikely to be collected as a whole. Regarding, Trade and Other Receivables, IFRS 9 requires the use of the simplified approach to calculate the expected credit losses. The Group and Company, using this approach, have calculated the expected credit losses over the life of the receivables. For this purpose, a maturity forecasting matrix was used to measure the projections in a way that reflects past experience and predictions of the future financial situation of customers and the economic environment. Financial liabilities Group and Company`s financial liabilities include the following: • Liabilities to suppliers • Other long-term liabilities Initial recognition Suppliers` balances and other liabilities are recognized at cost that is the fair value of the future payment for the purchases of goods and services provided. Commercial and other short-term liabilities are not interest-bearing accounts and are usually settled in 0-180 days. All loans are initially recorded at cost, which reflects the fair value of the receivables less the relevant direct acquisition costs where they are significant. Subsequent measurement After initial recognition, an entity measures all financial liabilities at amortized cost using the effective interest method except for: a. financial liabilities at fair value through profit or loss. b. financial liabilities that arise when the transfer of a financial asset does not qualify for derecognition or when the continuing involvement approach is applied.
284 c. financial guarantee contracts d. loan commitments at lower interest rates than those on the market. The unamortized cost of loans is calculated by taking into account issuing costs and the difference between the original amount and the maturity. Gains and losses are recognized in profit or loss when the liabilities are written off or impaired, and through the amortization process. Loans are classified as current liabilities unless the Group and Company have the right to postpone the repayment of the liability for at least 12 months from the date of the Financial Statements. Financial liabilities cessation of recognition An entity ceases to recognize a financial liability (or part thereof) in its financial statements when, and only when, it is repaid, that is, when the liability set out in the contract is fulfilled, canceled or expires. An exchange between an actual debtor and a borrower of debt securities in substantially different terms is accounted for as a repayment of the original financial liability and recognition of a new financial liability. Similarly, a material change in the terms of an existing financial liability (whether due to a borrower's financial difficulty or not) is accounted for as a repayment of the original financial liability and recognition of a new financial liability. The difference between the carrying amount of a financial liability (or a portion of a financial liability) payable or transferred to another party and the consideration paid, including the non-cash assets and the liabilities assumed, is recognized in the income statement. Reclassification of financial liabilities The Group and Company may not reclassify any financial liability. Financial instruments` offset The offsetting of financial assets with liabilities and the presentation of the net amount in the corporate and consolidated Financial Statements is made only if there is a legal right to set off and there is an intention to settle the net amount resulting from the offsetting or simultaneous settlement. 5.8 Income taxation (Current and Deferred) Current and deferred income tax are calculated based on the relevant financial statement accounts, in compliance with tax laws which apply in Greece. The current income tax concerns the tax on the taxable profits of the Group and Company, as adjusted in compliance with the requirements of tax law and calculated based on the current tax rate. The income tax in the income statement includes the tax for the current year, as estimated in the income tax return, as well as the estimated additional taxes that may be levied by the tax authorities on the clearance of the unaudited years. These assumptions take into account the experience of the past and the analysis of current events and circumstances. Therefore, the final settlement of income tax may deviate from the income tax recorded in the corporate and consolidated financial statements. Deferred taxation is calculated using the liability method for all provisional tax differences on the balance sheet date and between the tax basis and the carrying value of assets and liabilities.
285 Anticipated tax effects from provisional tax differences are determined and appear either as future (deferred) tax liabilities, or as deferred tax receivables. Deferred tax receivables are entered for all deductible provisional differences and transferred tax losses to the extend it is thought likely that there will be tax profits available, against which the deductible provisional difference may be utilized. Future taxable profits are determined by the reversal of temporary taxable differences. If the amount of taxable temporary differences is not adequate to recognize the deferred tax claim as a whole, then future taxable profits are taken into account, adjusted to the reversals of the existing temporary differences. Regarding deferred tax recognition, the Group and Company assessed the leased asset and the lease obligation together as a single or "complete" transaction and assessed the net temporary difference. Deferred tax receivables and liabilities are calculated using the tax rates expected to apply in the period when the receivable or liability will be settled, taking into account the tax rates adopted or substantively adopted, until the balance sheet date. Most changes to deferred tax assets or liabilities are recognized as tax expenses in the results. Only changes to deferred tax assets or liabilities which are related to a change in the value of the asset or liability which are recognized directly in equity, are debited or credited directly in equity by means of other comprehensive income. More information is cited in Note 8.24. 5.9 Inventories Consumables and spare parts used for the maintenance of the company’s mechanical equipment are valued at either cost price or net realisable value, whichever is lower, and their cost is calculated using the weighted average cost. Such consumables are posted as inventories when purchased and after they are placed in use they are posted to expenses or are capitalised. At the end of each fiscal year, the Group and Company re-examine the possibility of its inventories having become obsolete and make a corresponding provision or deletes them from the books. 5.10 Cash and equivalents Cash and equivalents include cash, sight deposits, short-term, up to 3 months or less from the date of acquisition, investments and time deposits, which are highly liquid and of minimal risk. The guarantees given from the Group and Company, concern frozen cash (deposits) in the context of the issuance of a letter of guarantee related to the port concession agreement by the state. As this amount is frozen for a period of more than one year, it is reflected in the corporate and consolidated financial statements financial statements of the Non-Current Assets at their fair value. Items in cash holdings and equivalents run minimal risk of changes to their value. Time deposits and Greek State Treasury Bills that exceed 3 months from the date of acquisition are entered in other financial assets in the financial position statement. 5.11 Share capital Share capital is calculated based on the face value of shares which have been issued.
286 Capital Share increases by cash include every premium on the initial share capital issue. Every such transaction cost related to the issue of the shares as well as any relative income tax liability arising, are deducted from the share capital increase. 5.12 Provisions for risks and expenses and contingent liabilities/receivables: Provisions for risks and expenses are recognised when the company has a current legal or presumed commitment as a result of past events or when it is likely that there is a resource outflow which entails financial benefits and the relevant commitment can be reliably assessed. Provisions are valued on the balance sheet date and are adjusted in order to reflect the current value of the expense which is expected to be required to settle the liability. Contingent liabilities are not entered in the corporate and consolidated financial statements financial statements but are disclosed, unless the likelihood of a resource outflow incorporating financial benefits is minimal. Contingent receivables are not posted to the corporate and consolidated financial statements financial statements but are disclosed where the inflow of financial benefits is likely. 5.13 State subsidies The Group and Company are subsidized from Community programmes to acquire intangible and tangible fixed assets. Subsidies are recognised when there is a reasonable assurance that the subsidy will be collected, and all relevant terms and conditions will be complied with. Asset subsidies are recognised long-term liabilities, depreciated pursuant to the useful life of the subsidized fixed asset and appear in the “Other Income” account in the Comprehensive Income Statement. 5.14 Dividends Dividends are posted when the right to collect them is vested by shareholders, by means of a resolution by the General Meeting of Shareholders. 5.15 Income recognition The most important income categories for the Group and Company are: Container Terminal revenues from unitized cargo handling, that include: • Vessel services • Shore services • Adaptation and parable • Exploitation of Spaces Conventional Terminal revenues, that include: • Vessel services
287 • Shore services • Adaptation and parable • Exploitation of Spaces • Income from Other benefits Passenger Terminal revenues, that include: • Vessel services • Shore services • Adaptation and parable • Income from Other benefits Revenue from Exploitation of Spaces/New Activities, that include: • Exploitation of Spaces • Income from Other services (parking) Revenue from intermodal services including: • Income from Other services (railways) The Group and Company recognize income, excluding interest, dividend income and other related income from financial instruments recognized in accordance with IFRS 9, upon the transfer of promising goods or services to customers, in amounts that reflect the reward to which the Group and Company is expected to be entitled of these goods or services based on the following five-step approach: Step 1: To identify the Contract Step 2: To identify the separate performance obligations within a Contract Step 3: To determine the transaction price. Step 4: To allocate the transaction price to the performance obligations in the Contract Step 5: To recognize revenue when or as a performance obligation is satisfied. Revenue is recognized, in accordance with IFRS 15, at the amount to which the Group and the Company expect to be entitled in consideration for the transfer of vessel, shore (excluding storage services), stowage and handling services to a customer when the customer acquires the control of services, determining the time of the transfer of control - either at a given point in time or over time. Revenue is defined as the amount to which a fiscal entity expects to be entitled in return for the services it has provided to a customer, excluding amounts collected on behalf of third parties (value added tax, other sales taxes). Variable amounts are included in the price and are calculated using either the
288 "expected value" method or the "most likely amount" method. The Group and the Company recognize revenue when (or as) they satisfy the obligation to perform a contract by transferring the promised services to the customer. The customer takes over control of the good or service if it has the ability to direct the use of and derive substantially all of the economic benefits from that service. Control is transferred over a period or at a specific point in time. Contracts to customers mainly consist of a liability to perform or provide a service and the prices are fixed and derived from price lists. Revenues from the performance of liability and the provision of services are recognized at the time the services are provided and are measured according to fixed prices resulting from price lists. Regarding storage services, which are included in land and vessel services where the customer is charged a daily rate for each day that the cargo remains in the warehouse, for space exploitation services as well as for the income from other services that include re-invoiced costs to the customer, revenue from parking and revenue from intermodal services the Company has determined that there is a single performance obligation, which is to provide the customer with the relevant services. The Company has concluded that the revenue from the aforementioned services meets the criteria to be recognized over time, because the customer simultaneously receives and consumes the benefits of the Company's provision as the Company performs and is recognized according to the period in which the related services were provided services. Prices are based on price lists or contracts with customers. A receivable from a customer is recognized when there is an unconditional right for the entity to receive the consideration for the performed contractual obligations to the customer. The Group and the Company do not enter to contracts where the period between the transfer of the promised services to the customer and payment by the customer exceeds one year. Consequently, the Group and the Company do not adjust the transaction price for the time value of money. The Group and the Company provide customers with discounts on sales volume based on the limits specified in the contracts between them. Most rebates are settled within the financial year. Conventional liabilities In cases where the Group and the Company receive a price from the customer (prepayment) before the execution of the liabilities of the contract and the transfer of goods or services, a contractual liabilities recognized. The contractual obligation is derecognized when the liabilities of the contract are fulfilled and the income is recorded in the statement of comprehensive income. The Group and the Company have classified in this category the line "Customer Advances" Conventional asset At the end of the year, the Group and Company recognize a contractual asset for accrued revenue that has not yet been priced to Clients and which is included in the Advances and other receivables in the Statement of Financial Position. When the relevant invoice is issued to customers, the Group and Company recognizes a relevant claim, as the issue of the invoice is the moment when the Group and Company's right in exchange becomes unconditional (if only the passage of time is required to make payment of the said consideration). The Company's right becomes unconditional once the relevant
289 invoices are issued. The Group and Company evaluate the conventional assets for impairment in accordance with IFRS 9. 5.16 Earnings per Share Earnings per share are calculated by dividing the net profit for the year by the common shareholders with the number of common shares outstanding during the year. There were no bonds convertible into shares or other potential securities convertible into shares that are less profitable during the periods to which the accompanying financial statements refer to the consolidated financial statements and consolidated financial statements, and therefore no impairment earnings per share have been calculated. 5.17 Post service personnel benefits a) Benefits after termination of service The company pays compensation to retiring employees in accordance with the provisions of the applicable sectoral collective labour agreements in effect from time to time. Defined-contributions plan is a pension program, to which the Group and Company pay fixed contributions to a third legal person without other obligations. The Company has no legal or deemed obligation to pay additional contributions if the invested assets are inadequate to deal with the anticipated benefits for the employees’ service concerning the current and previous periods. A defined-benefits plan is a pension plan that is not a defined-contribution plan. Usually, the defined benefits programs define the amount of pension benefit that an employee will receive after his retirement, that depends on many factors as age, years of professional experience and compensation. The liability recognized in the Statement of Financial Position in respect of defined benefit plans is the present value of the defined benefit obligation less the fair value of the plan’s assets. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using discount rates of interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension plan. The current service cost of the defined benefits program is recognized at the Income Statement, excluding the case of being included at the cost of an asset. The current service cost reflects the increase in defined benefits obligation that derives from the employees’ occupation during the period, as well as changes due to curtails or settlements. The cost of previous work experience is recorded directly at the Income Statement. The net interests’ cost is calculated as the net amount between the liability of the defined benefits program and the fair value of the program’s assets by the discount rate. This cost is included in the Income Statement at the employee benefit. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to equity through credit or debit of other comprehensive income in the period in which they arise.
290 For the defined contributions programs, the Group and Company pay contributions to public or private insurance funds either necessarily, or conventionally or voluntarily. After the contributions’ payment no further commitments arise for the Group and Company. The contributions are recognized as employee contributions’’ cost, when they are rendered payable. The prepaid contributions are recognized as assets at the depth that the prepayment will lead to decrease in future payments or cash refund. (b) Termination Benefits The employment termination benefits are paid when the employees leave before their retirement date. The Group and Company register these benefits either when it is committed, or when it terminates the employees’ employment according to a detailed program for which there is no chance of withdrawal, or when these benefits are offered as a motive for voluntary leaves. The employment termination benefits due 12 months after the Financial Statements reporting date are prepaid. (c) Short- term benefits Short term employee benefits both in money and kind are accounted for as expense when accrued. 5.18 Leases At the beginning of the contract date, the Group and Company estimate if the contract is or includes a lease. A contract is or includes a lease if the contact transfers the use right control of a recognized asset for a certain period and price. Group and Company as a lessor Leases to which the lessor does not transfer substantially all the economic risks and rewards arising from ownervessel of the leased asset are classified as operating leases. When the assets are leased on an operating lease, the asset is included in the statement of financial position on the basis of the nature of the asset. Rental income from operating leases is recognized under the terms of the lease using the straight line method. A lease that transfers substantially all the economic benefits and risks arising from ownervessel of the leased asset is classified as financial lease. Assets under finance lease are de-recognized and the lessor recognizes a receivable equal to the net investment in the lease. The lease receivable is discounted using the effective interest rate method and the book value is adjusted accordingly. Lease receivable increase on the basis of interest on the finance lease receivable and decrease with the collection of rent. Income from rentals of operating leases that refer to exploitation of sites are recognized equally to lease duration and classified in caption “Sales”. Group and Company as a lessee The Company recognizes lease liabilities for the leases payments and assets with use rights that represent the right of use of the underlying assets.
291 i. Assets with right of use The Group and Company recognize assets with right of use during the start date of the lease period (the date that the underlying asset is available for use). Concerning the subsequent measurement, the Group and Company applie the cost method for measurement of right of use assets. Consequently, the right of use assets will be measured at the cost after deducting the accumulated depreciations and accumulated impairment losses and will be adjusted due to re-measurement of the lease liability. The right of use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. ii. Lease liabilities At the commencement date of the lease, the Group and Company recognize lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and Company and payments of penalties for terminating a lease, if the lease term reflects the Company exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognized as expense in the period on which the event or condition that triggers the payment occurs. In calculating the present value of lease payments, the Group and Company use the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is re-measured if there is a modification, a change in the lease term, a change in the in- substance fixed lease payments or a change in the assessment to purchase the underlying asset. The Company accounts the concession agreement which has signed with the Greek State regarding the right of use of certain port areas and assets within the port of Thessaloniki, in compliance with IFRS 16. 5.19 Expenses Expenses are recognized in the income statement on an accrued basis. Interest expenses recognized at accrual basis. 5.20 Investments in subsidiaries The Company records investments in subsidiaries in the Financial Statements at acquisition cost less any impairments. 6. Risk Management Financial risk factors
292 The Group and Company are not exposed significantly to financial risks, such as the market risk (changes in exchange rates, interest prices), the credit risk and liquidity risk. The financial instruments of the company comprise of bank deposits (sight, time), trade and other debtors and financial assets. The Group and Company’s risk management plan seek to limit any negative impacts on the financial results of the company arising from the inability to predict how financial markets will perform and from fluctuations in cost and sales variables. 6.1 Market Risk (i) Exchange rate risk: The Company does business with domestic and foreign clients and the transaction currency is Euro. BGN has a locked exchange rate to EURO which is the functional currency of the Group and the Company with an exchange rate of 1,95583 and therefore there is no foreign exchange risk. (ii) Price risk: The Group and Company are not exposed to price risk since it is a Service Provider and is not affected by fluctuations in raw materials prices. The services it renders are priced based on its published pricelist, the prices of which are increased or decreased when it is deemed necessary by the Group and Company. Regarding cost of services provided, since it mainly comprises of payroll costs, it is affected due to increases via inflationary trends. (iii) Interest rate risk: The Group and Company are not exposed to significant interest rate risk as it has no loan obligations. The Group holds time deposits that are interest bearing. As of 31 December 2024, if the interest rates on Euro deposits were 0.5% lower, with the other variables constant, Group's profits would be lower by € 615 thousand (2023: € 476 thousand reduced profits). 6.2 Credit risk The exposure of the Company and the Group to credit risk is limited to the financial assets as these are analyzed below: Amounts in thousands Group Group Company Company Financial assets categories Long-term receivables 71 71 71 71 Guarantees 0 7.000 0 7.000 Receivables from customers 5.309 4.978 5.261 4.988 Advances and other receivables 4.187 4.177 5.300 5.329 Other long-term receivables 0 0 0 67 Cash and cash equivalents 46.617 95.241 45.508 93.952 Other financial assets 76.407 0 76.407 0 Total 132.590 111.467 132.546 111.408
293 The credit risk to which the Company and the Group are exposed against their customers is limited, due to its large customer base, and since it obtains, as standard practice, advances or letters of credit before commencing work carried out. Furthermore, regarding the financial assets as well as the cash and cash equivalents, the Company’s Management applies a dispersion policy for the number of banks it has transactions with, as well as an evaluation policy for their creditworthiness. Other long-term receivables concern a loan from the Company to its subsidiary ThPA Sofia EAD which becomes due after 2024. This receivable is now reclassified and appears in short-term receivables under Assets due to the imminent liquidation of the subsidiary ThPA Sofia within 2025. Their decrease is due to a fair value loss of the loan of € 1.47 million. The Ageing analysis of customers is listed below

GROUP
Amounts in thousands € | Not past due and not impaired | 0-30 days | 31-60 days | 61-90 days | 91-300 days | >300 days | Total
Receivables from customers | 1.842 | 2.832 | 216 | 164 | 286 | 882 | 6.222
Contractual assets | 1.851 | 0 | 0 | 0 | 0 | 0 | 1.851
Less: Provision | 0 | 0 | 0 | 0 | -30 | -882 | -913
Total 31.12.2024 | 3.692 | 2.832 | 216 | 164 | 255 | 0 | 7.160
Receivables from customers | 1.238 | 2.254 | 379 | 353 | 517 | 1119 | 5.860
Contractual assets | 2.092 | 0 | 0 | 0 | 0 | 0 | 2.092
Less: Provision | 0 | 0 | 0 | 0 | -240 | -642 | -882
Total 31.12.2023 | 3.330 | 2.254 | 379 | 353 | 277 | 477 | 7.070

294

COMPANY
Amounts in thousands € | Not past due and not impaired | 0-30 days | 31-60 days | 61-90 days | 91-300 days | >300 days | Total
Receivables from customers | 1.794 | 2.832 | 216 | 164 | 286 | 882 | 6.174
Contractual assets | 1.851 | 0 | 0 | 0 | 0 | 0 | 1.851
Less: Provision | 0 | 0 | 0 | 0 | -30 | -882 | -912
Total 31.12.2024 | 3.645 | 2.832 | 216 | 164 | 255 | 0 | 7.112
Receivables from customers | 1.238 | 2.254 | 379 | 353 | 527 | 1119 | 5.870
Contractual assets | 2.092 | 0 | 0 | 0 | 0 | 0 | 2.092
Less: Provision | 0 | 0 | 0 | 0 | -240 | -642 | -882
Total 31.12.2023 | 3.330 | 2.254 | 379 | 353 | 287 | 477 | 7.080

The Group does not accumulate credit risk in relation to trade receivables, as it has a wide range and a large number of customers. 6.3 Liquidity risk There is no significant liquidity risk for the Group and the Company, as its operating costs are covered by cash and cash equivalents and other financial assets, covering in total 88,59% (Group 89,36%) και 86,41% (Group 87,50%) of current assets for fiscal years 2024 and 2023 correspondingly GROUP

Amounts in thousands € | 2024 |  |  |  |  |  |
| Balance 31/12/2024 | Within 2 months | 2 to 12 months | 1 to 2 years | 2 to 5 years | After 5 years | Total
Liabilities to suppliers | 5.266 | 5.266 |  |  |  |  | 5.266
Current liabilities from leases | 2.048 | 37 | 2.003 |  |  |  | 2.040
Long-term lease liabilities | 45.392 |  |  | 2.031 | 7.164 | 62.491 | 71.687
Other liabilities and accrued expenses | 10.388 | 3.523 | 6.865 |  |  |  | 10.388
Other long-term liabilities | 196 |  |  | 196 |  |  | 196
Total | 63.289 | 8.826 | 8.868 | 2.228 | 7.164 | 62.491 | 89.576

295

Amounts in thousands € | 2023 |  |  |  |  |  |
| Balance 31/12/2023 | Within 2 months | 2 to 12 months | 1 to 2 years | 2 to 5 years | After 5 years | Total
Liabilities to suppliers | 4.984 | 4.984 |  |  |  |  | 4.984
Current liabilities from leases | 1.997 | 50 | 2.048 |  |  |  | 2.098
Long-term lease liabilities | 45.655 |  |  | 2.079 | 6.894 | 64.966 | 73.939
Other liabilities and accrued expenses | 6.787 | 5.581 | 1.207 |  |  |  | 6.788
Other long-term liabilities | 288 |  |  | 288 |  |  | 288
Total | 59.711 | 12.835 | 3.186 | 2.360 | 5.712 | 67.048 | 88.097

COMPANY

Amounts in thousands € | 2024 |  |  |  |  |  |
| Balance 31/12/2024 | Within 2 months | 2 to 12 months | 1 to 2 years | 2 to 5 years | After 5 years | Total
Liabilities to suppliers | 5.243 | 5.243 |  |  |  |  | 5.243
Current liabilities from leases | 2.048 | 37 | 2.003 |  |  |  | 2.040
Long-term lease liabilities | 45.392 |  |  | 2.031 | 7.164 | 62.491 | 71.687
Other liabilities and accrued expenses | 10.367 | 3.523 | 6.844 |  |  |  | 10.367
Other long-term liabilities | 196 |  |  | 196 |  |  | 196
Total | 63.245 | 8.803 | 8.847 | 2.228 | 7.164 | 62.491 | 89.533

Amounts in thousands € | 2023 |  |  |  |  |  |
| Balance 31/12/2023 | Within 2 months | 2 to 12 months | 1 to 2 years | 2 to 5 years | After 5 years | Total
Liabilities to suppliers | 4.999 | 4.999 |  |  |  |  | 4.999
Current liabilities from leases | 1.997 | 50 | 2.048 |  |  |  | 2.098
Long-term lease liabilities | 45.655 |  |  | 2.079 | 6.894 | 64.966 | 73.939
Other liabilities and accrued expenses | 6.708 | 5.501 | 1.207 |  |  |  | 6.708
Other long-term liabilities | 288 |  |  | 288 |  | 0 | 288
Total | 59.647 | 10.551 | 3.254 | 2.367 | 6.894 | 64.966 | 88.032

296 6.4 Capital risk management Capital risk management Group and Company`s objectives in relation to capital management are to ensure the potential of smooth operation in the future, in order to provide satisfactory returns to shareholders and other participants and to maintain an ideal distribution of capital and thus to reduce the cost of capital. The Group and Company may change the dividend to shareholders in order to maintain or adjust its capital structure, return capital to shareholders, issue new shares or sell assets to reduce its debt. The Group and company do not use loan capital and, consequently, the leverage factor is zero. 6.5 Fair value The fair value of a financial asset is the amount that is collected for the sale of a financial asset or paid for the settlement of a liability in a transaction under normal conditions between two commercial counterparties on its valuation date. The fair value of the financial assets of the Financial Statements of December 31, 2024, was determined by the best possible estimate by the Management. In cases where there are no data available or these data are limited from active money markets, the valuations of the fair values have arisen by the Management’s estimate in compliance with the information available. The Company and the Group use the hierarchy below in order to establish and disclose the fair value of its financial instruments, per measurement technique: Level 1: Negotiable (not adjusted) values on active markets for the same assets or liabilities; Level 2: Other techniques where all inflows with a significant impact on the recorded fair value are observable, either directly or indirectly. Level 3: Financial assets are valued through valuation techniques in which the most significant inputs are unobservable. In collecting unobservable inputs, the best available information, including Company data, is used while reflecting the assumptions of market participants (e.g. assumptions about risk). Level 3 financial data includes non-traded equity securities or equity securities traded in markets that are not considered active and loans originated by the Company. The Company measures a Loan of nominal amount € 1,470 at a fair value of € 0 thousand (2023: € 67 thousand) to the subsidiary ThPA Sofia EAD having made a full impairment within 2024.The decrease in fair value is due to the loss-making operating activities of the subsidiary and pending finalization of the expansion model in the Bulgarian container market. The categorization of the Company's financial assets measured at their fair value is presented in the following tables:
297

2024 |
Amounts in thousands € | Level 3
Loans |
Other long-term receivables valued at fair value through profit or loss statement | 0
Financial assets measured at fair value | 0

2023 |
Amounts in thousands € | Level 3
Loans |
Other long-term receivables valued at fair value through profit or loss statement | 67
Financial assets measured at fair value | 67

The movement of financial assets valued at fair value at level 3 for the Company is as follows:

Amounts in thousands € | 1/1-31/12/2024 | 1/1-31/12/2023
Balance January 1st | 67 | 1.470
Additions | 0 | 0
Losses from valuation of financial assets at fair value | -67 | -1.403
| 0 | 67

The amounts with which cash holdings, receivables and short-term liabilities are disclosed in the Financial Position Statement, approach their corresponding fair values due to their short-term maturity. Consequently, there are no differences between the fair values and the corresponding book values of the Financial Assets and Liabilities. 6.6 Economic conjuncture risk - Macroeconomic business environment in Greece Management closely monitors and continuously assesses the impact of the conflict in Ukraine and Gaza Strip, and its effects on the macroeconomic and financial environment, such as the energy crisis, the increase in energy costs and bank interest rates, but also inflationary pressures, so as to ensure that all necessary actions and measures will be taken in order to minimize their possible effects on the Company's activities. The Management is not able to fully and accurately predict the possible developments in the Greek economy, however, based on its assessment, it has come to the conclusion that no additional provisions for the impairment of the Company's financial and non-financial assets are required on December 31, 2024.
298 More specifically, the Group constantly examines: • The recoverability of trade receivables given the strict credit policy it applies and the case-by-case credit security. • Ensuring the number of sales due to the diversity of its activities. Group's liquidity is quite significant, with cash and cash equivalents and other financial assets approximately € 123 million available and a zero-leverage ratio. It is estimated that due to its good financial situation, the position of the Group is strong enough to cope with the relatively difficult environment that has been formed for the next period. In addition, it is pointed out that there is no seasonality in the activities of the Group and the Company. 7. Segmental reporting The Group operates in Greece and Bulgaria, irrespective of the fact that its customer base includes international companies. Moreover, the Company does not engage in commercial or industrial activities other than the provision of services solely within the boundaries of the Port of Thessaloniki. Its business activities regard the provision of services to: • unitized cargoes (containers); • conventional cargoes (bulk, general, RO-RO); • coastal and cruise passengers; • vessels (anchoring, mooring, berthing and other services); • users of its Port and non-port facilities, including the operation of car parking stations (organized or not); • intermodal transports (dry-port) from the Company itself and its subsidiary ThPA Sofia EAD. ThPA S.A. Management assesses the results of these activities and takes business decisions based on the internal financial information system. This system is organized depending on both the type of service rendered and the differences they generate during the production process, given they are provided to different types of cargoes (Containerized and Conventional), passengers and other users, as well as the organizational structure of the Company. Based on what is cited above, the Company has identified the following five (5) operating segments for disclosure: - Container Terminal, - Conventional Cargo, - Passenger Traffic,
299 - Exploitation of Sites - Intermodal 7.1 Financial data per segment Group and Company activities per operating segment and of Assets and Liabilities for fiscal years 1.1- 31.12.2024 and 1.1-31.12.2023 can be broken down as follows: GROUP

2024
Results per Segment on 31.12.2024 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non- allocated items | Group Total
Sales by sector |  |  |  |  |  |  |
to external customers | 71.286 | 23.029 | 1.373 | 4.206 | 758 | 0 | 100.652
to other sectors | 0 | 0 | 0 | 0 | 0 | 0 | 0
Total sales by sector | 71.286 | 23.029 | 1.373 | 4.206 | 758 | 0 | 100.652
Cost of sales | -32.710 | -16.921 | -1.051 | -1.926 | -979 | 0 | -53.585
Gross profit by segment | 38.576 | 6.108 | 322 | 2.280 | -221 | 0 | 47.067
Other income | 137 | 349 | 2 | 281 | 7 | 85 | 861
Other expenses | -4.179 | -3.144 | -102 | -349 | -164 | -5.048 | -12.986
Operating result by segment | 34.534 | 3.313 | 223 | 2.212 | -378 | -4.963 | 34.941
Financial income/(expenses) net | 0 | 0 | 0 | 0 | 0 | 1.312 | 1.312
Profit before tax by segment | 34.534 | 3.313 | 223 | 2.212 | -378 | -3.651 | 36.253
Income tax | -7.841 | -752 | -51 | -502 | 64 | 853 | -8.229
Profit after tax by segment | 26.693 | 2.561 | 172 | 1.710 | -314 | -2.798 | 28.023
Total depreciation and amortisation of tangible and intangible assets | -4.495 | -2.506 | -230 | -179 | -31 | -254 | -7.695
Profit before tax, financial and amortisation | 39.029 | 5.819 | 453 | 2.391 | -347 | -4.709 | 42.636

300

2023
Results per Segment on 31.12.2023 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non- allocated items | Group Total
Sales by sector |
to external customers | 59.750 | 20.156 | 889 | 3.939 | 1.137 | 0 | 85.870
to other sectors | 0 | 0 | 0 | 0 | 0 | 0 | 0
Total sales by sector | 59.750 | 20.156 | 889 | 3.939 | 1.137 | 0 | 85.870
Cost of sales | -29.745 | -14.862 | -638 | -1.756 | -1.307 | 0 | -48.308
Gross profit by segment | 30.005 | 5.294 | 251 | 2.183 | -170 | 0 | 37.562
Other income | 451 | 329 | 1 | 194 | 43 | 660 | 1.678
Other expenses | -3.924 | -2.853 | -126 | -387 | -706 | -4.745 | -12.741
Operating result by segment | 26.532 | 2.770 | 125 | 1.989 | -833 | -4.085 | 26.499
Financial income/(expenses) net | 0 | 0 | 0 | 0 | 0 | -106 | -106
Profit before tax by segment | 26.532 | 2.770 | 125 | 1.989 | -833 | -4.191 | 26.392
Income tax | -6.885 | -719 | -33 | -516 | 164 | 1.846 | -6.142
Profit after tax by segment | 19.647 | 2.051 | 93 | 1.473 | -669 | -2.345 | 20.251
Total depreciation and amortisation of tangible and intangible assets | -4.704 | -2.303 | -73 | -190 | -65 | -234 | -7.569
Profit before tax, financial and amortisation | 31.236 | 5.073 | 198 | 2.179 | -768 | -3.852 | 34.067

301 COMPANY

2024
Results per Segment on 31.12.2024 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non- allocated items | Company Total
Sales by sector |  |  |  |  |  |  |
to external customers | 71.286 | 23.029 | 1.373 | 4.206 | 629 | 0 | 100.523
to other sectors | 0 | 0 | 0 | 0 |  | 0 | 0
Total sales by sector | 71.286 | 23.029 | 1.373 | 4.206 | 629 | 0 | 100.523
Cost of sales | -32.710 | -16.921 | -1.051 | -1.926 | -835 | 0 | -53.441
Gross profit by segment | 38.576 | 6.108 | 322 | 2.280 | -205 | 0 | 47.082
Other income | 137 | 349 | 2 | 281 | 6 | 85 | 860
Other expenses | -4.179 | -3.144 | -102 | -349 | -81 | -5.196 | -13.051
Operating result by segment | 34.534 | 3.313 | 222 | 2.212 | -280 | -5.111 | 34.890
Financial income/(expenses) net | 0 | 0 | 0 | 0 | 0 | 1.354 | 1.354
Profit before tax by segment | 34.534 | 3.313 | 222 | 2.212 | -280 | -3.757 | 36.244
Income tax | -7.841 | -752 | -51 | -502 | 64 | 853 | -8.229
Profit after tax by segment | 26.693 | 2.561 | 171 | 1.710 | -216 | -2.904 | 28.015
Total depreciation and amortisation of tangible and intangible assets | -4.495 | -2.506 | -230 | -179 | -31 | -254 | -7.695
Profit before tax, financial and amortisation | 39.029 | 5.819 | 453 | 2.391 | -249 | -4.858 | 42.585

302

2023
Results per Segment on 31.12.2023 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non- allocated items | Company Total
Sales by sector |
to external customers | 59.750 | 20.156 | 889 | 3.939 | 1.088 | 0 | 85.822
to other sectors | 0 | 0 | 0 | 0 |  | 0 | 0
Total sales by sector | 59.750 | 20.156 | 889 | 3.939 | 1.088 | 0 | 85.822
Cost of sales | -29.745 | -14.862 | -638 | -1.756 | -1.242 | 0 | -48.244
Gross profit by segment | 30.005 | 5.294 | 251 | 2.183 | -154 | 0 | 37.578
Other income | 451 | 329 | 1 | 194 | 26 | 660 | 1.661
Other expenses | -3.924 | -2.853 | -126 | -387 | -504 | -6.384 | -14.178
Operating result by segment | 26.532 | 2.770 | 125 | 1.989 | -632 | -5.724 | 25.061
Financial income/(expenses) net | 0 | 0 | 0 | 0 | 0 | -1.392 | -1.392
Profit before tax by segment | 26.532 | 2.770 | 125 | 1.989 | -632 | -7.116 | 23.669
Income tax | -6.885 | -719 | -33 | -516 | 164 | 1.846 | -6.142
Profit after tax by segment | 19.647 | 2.051 | 93 | 1.473 | -468 | -5.269 | 17.527
Total depreciation and amortisation of tangible and intangible assets | -4.704 | -2.303 | -73 | -190 | -24 | -234 | -7.528
Profit before tax, financial and amortisation | 31.236 | 5.073 | 198 | 2.179 | -608 | -5.490 | 32.588
Total depreciation and amortization of tangible and intangible assets | -4.270 | -2.122 | -31 | -184 | -4 | -111 | -6.721
Profit before tax, financial and amortization | 25.205 | 9.638 | 36 | 1.837 | 1 | -2.907 | 33.810

303 GROUP

2024
Results per Segment on 31.12.2024 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non- allocated items | Group Total
ASSETS |  |  |  |  |  |  |
Tangible fixed assets Proprietary | 62.599 | 1.137 | 4.471 | 1.166 | 18 | 16.552 | 85.943
investment property | 0 | 0 | 0 | 3.828 |  | 0 | 3.828
other non-current assets | 27.268 | 8.073 | 480 | 3.239 | 220 | 6.012 | 45.625
Current assets | 3.749 | 8.375 | 84 | 663 | 31 | 125.096 | 139.999
Total assets | 93.616 | 17.585 | 5.035 | 8.896 | 270 | 147.660 | 273.061
EQUITY & LIABILITIES |  |  |  |  |  |  |
Equity | 0 | 0 | 0 | 0 |  | 197.706 | 197.706
Long-term liabilities | 34.773 | 11.203 | 624 | 2.165 | 297 | 683 | 49.746
Short-term liabilities | 5.523 | 4.442 | 63 | 227 | 86 | 15.269 | 25.609
Total Equity & Liabilities | 40.296 | 15.645 | 687 | 2.392 | 383 | 213.658 | 273.061

2023
Results per Segment on 31.12.2023 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non- allocated items | Group Total
ASSETS |  |  |  |  |  |  |
Tangible fixed assets Proprietary | 62.582 | 1.829 | 4.343 | 815 | 0 | 16.369 | 85.938
investment property | 0 | 0 | 0 | 3.659 | 0 | 0 | 3.659
other non-current assets | 27.812 | 8.579 | 378 | 3.361 | 462 | 13.275 | 53.867
Current assets | 3.550 | 7.844 | 163 | 490 | 35 | 96.769 | 108.852
Total assets | 93.944 | 18.252 | 4.884 | 8.326 | 498 | 126.413 | 252.317
EQUITY & LIABILITIES |  |  |  |  |  |  |
Equity | 0 | 0 | 0 | 0 | 0 | 182.806 | 182.806
Long-term liabilities | 34.453 | 11.453 | 485 | 2.461 | 591 | 934 | 50.378
Short-term liabilities | 5.823 | 3.432 | 64 | 246 | 77 | 9.490 | 19.132
Total Equity & Liabilities | 40.276 | 14.885 | 549 | 2.708 | 668 | 193.230 | 252.317

304 COMPANY

2024
Results per Segment on 31.12.2024 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non- allocated items | Group Total
ASSETS |  |  |  |  |  |  |
Tangible fixed assets Proprietary | 62.599 | 1.137 | 4.471 | 1.166 | 18 | 16.552 | 85.943
investment property | 0 | 0 | 0 | 3.828 |  | 0 | 3.828
other non-current assets | 27.268 | 8.073 | 480 | 3.239 | 220 | 6.345 | 45.625
Current assets | 3.749 | 8.375 | 84 | 663 | 31 | 124.719 | 137.621
Total assets | 93.616 | 17.585 | 5.035 | 8.896 | 269 | 147.616 | 273.017
EQUITY & LIABILITIES |  |  |  |  |  |  |
Equity | 0 | 0 | 0 | 0 | 0 | 197.706 | 197.706
Long-term liabilities | 34.773 | 11.203 | 624 | 2.165 | 297 | 684 | 49.746
Short-term liabilities | 5.523 | 4.442 | 63 | 227 | 42 | 15.269 | 25.565
Total Equity & Liabilities | 40.296 | 15.645 | 687 | 2.392 | 339 | 213.658 | 273.017

2023
Results per Segment on 31.12.2023 Amounts in thousands € | Container Terminal | Conventional Port | Passenger Port | Launching Premises | Intermodal | Non- allocated items | Company Total
ASSETS |  |  |  |  |  |  |
Tangible fixed assets Proprietary | 62.582 | 1.829 | 4.343 | 815 | 0 | 16.369 | 85.938
investment property | 0 | 0 | 0 | 3.659 | 0 | 0 | 3.659
other non-current assets | 27.812 | 8.579 | 378 | 3.361 | 462 | 13.342 | 53.935
Current assets | 3.550 | 7.844 | 163 | 490 | 35 | 96.643 | 108.725
Total assets | 93.944 | 18.252 | 4.884 | 8.326 | 498 | 126.354 | 252.258
EQUITY & LIABILITIES |  |  |  |  |  |  |
Equity | 0 | 0 | 0 | 0 | 0 | 182.811 | 182.811
Long-term liabilities | 34.453 | 11.453 | 485 | 2.461 | 591 | 934 | 50.378
Short-term liabilities | 5.823 | 3.432 | 64 | 246 | 77 | 9.426 | 19.068
Total Equity & Liabilities | 40.276 | 14.885 | 549 | 2.708 | 668 | 193.171 | 252.258

305 Non-allocated assets mainly regard cash holdings, financial instruments, deferred taxation, as well as tangible fixed assets utilized for own purposes which regard infrastructure works not directly relating to any Operating Segment, while non-allocated liabilities mainly regard all of equity, liabilities from suppliers, income taxes, fixed asset subsidies and other provisions. Major Customers: One customer active in the operating segment of the CONTAINER TERMINAL account for a percentage of more than 10% on the total revenue of the Group and the Company 17,96% (2023: 17,18 %). 7.2 Calculation of earnings before tax, financial results and total depreciations (EBITDA) The Group monitors the EBITDA index and cites the calculation thereof, as it is not precisely defined in the IFRS, as such have been adopted by the European Union:

| GROUP
Amounts in thousands € | 2024 | 2023
Profit before tax | 36.253 | 26.392
Plus:Depreciation and amortisation of tangible, intangible and right-of-use assets (Note 8.2, 8.3, 8.4, 8.22) | 7.763 | 7.637
Less: Depreciation of subsidised fixed assets | -68 | -68
Plus: Net financial income/expenses (Note 8.23) | -1.312 | 106
Operating profit (EBITDA) | 42.636 | 34.067

| COMPANY
Amounts in thousands € | 2024 | 2023
Profit before tax | 36.244 | 23.669
Plus:Depreciation and amortisation of tangible, intangible and right-of-use assets (Note 8.2, 8.3, 8.4, 8.22) | 7.763 | 7.596
Less: Depreciation of subsidised fixed assets | -68 | -68
Plus: Net financial income/expenses (Note 8.23) | -1.354 | 1.392
Operating profit (EBITDA) | 42.585 | 32.588

306 8. Item analysis & other disclosures 8.1 Investment property

GROUP/COMPANY
Amounts in thousands € | 31.12.2024 | 31.12.2023
Opening balance | 3.659 | 3.471
Profits upon revaluation differences (Note 8.18) | 168 | 188
Balance at the end of period | 3.827 | 3.659

The Group and Company own four plots of land outside the Port Zone which are held to generate rent or increase the value of its capital and which are free of all liens. The Group and Company have selected the fair value method for book value calculation of its investment properties. Profits or losses arising from a change in fair value in investments in real estate are included in the net profit or loss for the period in which that change occurs. The fair value of investment properties in level 3 is measured at the Group and the Company by independent external valuers, using the residual method for the 2 properties with a fair value of € 3.73 million as at 31 December 2024 and the Comparables or Land Market Method for the remaining 2 properties with a fair value of € 102 thousand as at 31 December 2024. The following assumptions have been made for the purpose of the valuation: - the soil of each property is not subject to specific conditions - the properties are free of mortgages - the properties are not affected by current or potential future planning regulations. The most important assumptions used for the valuation of the two investment properties using the residual method are as follows: - capitalisation rate of 7.5% -7.75% - Unit rental price per m2 from Euro 11,25 / sqm to Euro 22,5 / sqm depending on the part of the property - Construction costs per m2 from Euro 675 / m2 to Euro 1,050 / m2 depending on the part of the property. - Other construction costs 8% (consultants' fees, consultants' fees, contingencies). - Total development time 2 and 2.3 years.
307 The most important assumption that has been used to value the properties using the comparables method is the estimated unit price per m2. The Group and the Company are also affected by changes in the fair value of investment properties. A change in the rate of return of + 10 % will result in a corresponding change of approximately € 761 thousand in the results for the year, while a change at -10 % will result in a corresponding change of approximately € 930 thousand. A change in construction costs at +/- 10 % would result in a corresponding change of approximately € 427 thousand in the result for the year, while a change in the market rent at +/-10 % would result in a corresponding change of approximately € 837 thousand. There are no collateral security interests and pledges on the investment properties. The Management estimates that the value of the properties is not affected by existing legislation and that they are free of encumbrances. Two of the four investment properties are leased to third parties for the use of parking spaces. Rental income from investment properties amounted to €31 thousand for the year ended 31 December 2024 (2023: €136 thousand) and is included in Other Income in the Statement of Comprehensive Income. The decrease in revenue is due to the expiration and no contract extension on one of the two plots.
308 8.2 Tangible Assets

GROUP
Amounts in thousands € | Buildings | Machinery | Vehicles | Furniture, fittings and equipment | Assets under construction & prepayments | Total of Tangible Assets
Cost |  |  |  |  |  |
1 January 2023 | 32.722 | 97.554 | 3.178 | 8.176 | 20.555 | 162.186
Additions | 4.638 | 925 | 28 | 505 | 2.503 | 8.599
Transfers | 624 | 727 | 0 | 361 | -1.805 | 14
Disposals/Write-offs | 0 | -372 | -992 | -5 | -14 | -1.382
31 December 2023 | 37.985 | 98.834 | 2.214 | 9.037 | 21.240 | 169.416
1 January 2024 | 37.985 | 98.834 | 2.214 | 9.037 | 21.240 | 169.416
Additions | 2.942 | 1.086 | 43 | 313 | 1.539 | 5.923
Transfers | 453 | 275 | 0 | 453 | -1.181 | 0
Disposals/Write-offs | 0 | -8.547 | 0 | -2 | -34 | -8.583
31 December 2024 | 41.483 | 91.648 | 2.257 | 9.801 | 21.564 | 166.746
Accumulated depreciation |  |  |  |  |  |
1 January 2023 | 14.609 | 56.531 | 2.788 | 5.228 | 0 | 79.155
Depreciation | 1.342 | 3.355 | 65 | 736 | 0 | 5.498
Disposals/Write-offs | 0 | -306 | -972 | -5 | 0 | -1.283
31 December 2023 | 15.951 | 59.580 | 1.881 | 5.958 | 0 | 83.371
1 January 2024 | 15.951 | 59.580 | 1.881 | 5.958 | 0 | 83.371
Depreciation | 1.723 | 3.207 | 63 | 781 | 0 | 5.774
Disposals/Write-offs | 0 | -8.437 | 0 | 0 | 0 | -8.438
31 December 2024 | 17.674 | 54.350 | 1.944 | 6.739 | 0 | 80.707
Net Present Value at 31 December 2023 | 22.034 | 39.254 | 332 | 3.079 | 21.240 | 85.938
Net Present Value at 31 December 2024 | 23.706 | 37.298 | 313 | 3.062 | 21.564 | 85.943

309

COMPANY
Amounts in thousands € | Buildings | Machinery | Vehicles | Furniture, fittings and equipment | Assets under construction & prepayments | Tangible Total of Assets
Cost
1 January 2023 | 32.826 | 97.554 | 3.481 | 6.754 | 20.449 | 162.176
Additions | 4.638 | 925 | 28 | 505 | 2.503 | 8.599
Transfers | 624 | 727 | 0 | 361 | -1.699 | 14
Disposals/Write-offs | 0 | -372 | -992 | -5 | -14 | -1.382
31 December 2023 | 38.088 | 98.834 | 3.175 | 8.172 | 21.240 | 169.406
1 January 2024 | 38.088 | 98.834 | 3.175 | 8.172 | 21.240 | 169.406
Additions | 2.942 | 1.086 | 43 | 313 | 1.539 | 5.923
Transfers | 453 | 275 | 0 | 453 | -1.181 | 0
Disposals/Write-offs | 0 | -8.547 | 0 | -2 | -34 | -8.583
31 December 2024 | 41.483 | 91.648 | 2.254 | 9.797 | 21.564 | 166.746
Accumulated depreciation
1 January 2023 | 14.609 | 56.531 | 2.788 | 5.225 | 0 | 79.153
Depreciation | 1.445 | 3.355 | 63 | 734 | 0 | 5.598
Disposals/Write-offs | 0 | -306 | -972 | -5 | 0 | -1.283
31 December 2023 | 16.054 | 59.580 | 1.879 | 5.954 | 0 | 83.468
1 January 2024 | 16.054 | 59.580 | 1.879 | 5.954 | 0 | 83.468
Depreciation | 1.723 | 3.207 | 63 | 734 | 0 | 5.774
Disposals/Write-offs | 0 | -8.437 | 0 | 0 | 0 | -8.438
31 December 2024 | 17.777 | 54.350 | 1.879 | 5.954 | 0 | 80.804
Net Present Value at 31 December 2023 | 22.034 | 39.254 | 388 | 2.947 | 21.240 | 85.938
Net Present Value at 31 December 2024 | 23.706 | 37.298 | 313 | 3.062 | 21.564 | 85.943

310 Group`s assets are free of all liens. The Group has concluded insurance contracts covering possible risks of earthquake, fire and other risks, from acts of god and also covering general civil liability for electromechanical equipment and buildings which have been conceded to it by the Greek State, and employer’s civil liability for machinery, vehicles, electric gantry cranes and ordinary gantry cranes. An impairment assessment about fixed assets takes place when events and conditions suggest that their residual value may no longer be recoverable. Should the residual value of fixed assets exceed their recoverable value, the accessory sum regards an impairment loss, which is recorded directly as an expense in the income statement. During 2024, no conditions or events were identified to indicate that the carrying amount value may no longer be recoverable. In addition, the current environmental legislation does not have a negative impact on the Company's activities, nor does it create conditions that the amortized value of fixed assets may no longer be recoverable. Management has concluded that future cash costs regarding compliance to environmental legislation are not material to the company's financial statements for the current year given that there are already environmental approvals for the Company's operations and projects. "Fixed assets under construction and advances" account includes projects in progress, the most important of which is the extension of the 6th pier (€ 16 million), various infrastructure projects in the port facilities (€ 4.6 million) in view of the mandatory investments resulting from the concession contract. The reductions in Assets under construction and advances, relate to the expensing of prior investments within 2024. Finally, within the fiscal year, following a decision taken by the Management, the Company proceeded with the destruction of old mechanical and other equipment of a non-depreciable value of € 110 thousand.
311 8.3 Intangible Assets

GROUP
Amounts in thousands €
Intangible assets costs as of 01.01.2023 | 6.628
Additions | 553
Transfers | -14
Write off | -312
Intangible assets costs as of 31.12.2023 | 6.856
Accumulated depreciations as of 01.01.2023 | 3.551
Depreciations 2023 | 436
Total depreciation until 31.12.2023 | 3.986
Net Present Value as of 31.12.2023 | 2.869
Intangible assets costs as of 01.01.2024 | 6.856
Additions | 348
Intangible assets costs as of 31.12.2024 | 7.203
Accumulated depreciations as of 01.01.2024 | 3.986
Depreciations 2024 | 396
Total depreciation until 31.12.2024 | 4.382
Net Present Value as of 31.12.2024 | 2.821

COMPANY
Amounts in thousands €
Intangible assets costs as of 01.01.2023 | 6.621
Additions | 553
Transfers | -14
Write off | -312
Intangible assets costs as of 31.12.2023 | 6.849
Accumulated depreciations as of 01.01.2023 | 3.544
Depreciations 2023 | 436
Total depreciation until 31.12.2023 | 3.980
Net Present Value as of 31.12.2023 | 2.869
Intangible assets costs as of 01.01.2024 | 6.849
Additions | 348
Intangible assets costs as of 31.12.2024 | 7.196
Accumulated depreciations as of 01.01.2024 | 3.980
Depreciations 2024 | 396
Total depreciation until 31.12.2024 | 4.375
Net Present Value as of 31.12.2024 | 2.821

312 Intangible assets are mainly related to software programmes and are free from all encumbrances. 8.4 Right of use asset Right to use assets transactions from 1 January 2024 to 31 December 2024 along with the corresponding last year are analyzed as follows:

GROUP
Amounts in thousands €
Concession Fee as of 01.01.2023 | 47.358
Additions | 663
Write-off | -36
Concession Fee as of 31.12.2023 | 47.985
Accumulated depreciations as of 01.01.2023 | 7.424
Depreciations 2023 | 1.598
Write-off | -34
Total depreciation until 31.12.2023 | 8.988
Net Present Value as of 31.12.2023 | 38.997
Concession Fee as of 01.01.2024 | 47.985
Additions | 218
Write-off | -168
Concession Fee as of 31.12.2024 | 48.035
Accumulated depreciations as of 01.01.2024 | 8.988
Depreciations 2024 | 1.593
Write-off | -148
Total depreciation until 31.12.2024 | 10.433
Net Present Value as of 31.12.2024 | 37.601

313

COMPANY
Concession Fee (TOTAL)
Amounts in thousands € |
Concession Fee as of 01.01.2023 | 46.723
Additions | 663
Write-off | -36
Concession Fee as of 31.12.2023 | 47.350
Accumulated depreciations as of 01.01.2023 | 6.826
Depreciations 2023 | 1.561
Write-off | -34
Total depreciation until 31.12.2023 | 8.353
Net Present Value as of 31.12.2023 | 38.997
Concession Fee as of 01.01.2024 | 47.350
Additions | 218
Write-off | -168
Concession Fee as of 31.12.2024 | 47.400
Accumulated depreciations as of 01.01.202 | 8.353
Depreciations 2024 | 1.593
Write-off | -148
Total depreciation until 31.12.2024 | 9.799
Net Present Value as of 31.12.2024 | 37.601

GROUP
Amounts in thousands € (Offices)
Concession Fee as of 01.01.2023 | 635
Additions | 481
Concession Fee as of 31.12.2023 | 1.116
Accumulated depreciations as of 01.01.2023 | 598
Depreciations 2023 | 79
Total depreciation until 31.12.2023 | 677
Net Present Value as of 31.12.2023 | 439
Concession Fee as of 01.01.2024 | 1.116
Additions | 0
Concession Fee as of 31.12.2024 | 1.116
Accumulated depreciations as of 01.01.2024 | 677
Depreciations 2024 | 72
Total depreciation until 31.12.2024 | 749
Net Present Value as of 31.12.2024 | 367

314

COMPANY
Amounts in thousands € (Offices) |
Concession Fee as of 01.01.2023 | 0
Additions | 481
Concession Fee as of 31.12.2023 | 481
Accumulated depreciations as of 01.01.2023 | 0
Depreciations 2023 | 42
Total depreciation until 31.12.2023 | 42
Net Present Value as of 31.12.2023 | 439
Concession Fee as of 01.01.2024 | 481
Additions | 0
Concession Fee as of 31.12.2024 | 481
Accumulated depreciations as of 01.01.2024 | 42
Depreciations 2024 | 72
Total depreciation until 31.12.2024 | 114
Net Present Value as of 31.12.2024 | 367

GROUP/COMPANY | GROUP/COMPANY
Concession Fee (Greek State Concession) | Concession Fee (Land Use)
Amounts in thousands € | Amounts in thousands €
Concession Fee as of 01.01.2023 | 44.284 | Concession Fee as of 01.01.2023 | 1.950
Additions | 0 | Additions | 0
Concession Fee as of 31.12.2023 | 44.284 | Concession Fee as of 31.12.2023 | 1.950
Accumulated depreciations as of 01.01.2023 | 6.374 | Accumulated depreciations as of 01.01.2023 | 202
Depreciations 2023 | 1.342 | Depreciations 2023 | 69
Total depreciation until 31.12.2023 | 7.716 | Total depreciation until 31.12.2023 | 271
Net Present Value as of 31.12.2023 | 36.568 | Net Present Value as of 31.12.2023 | 1.679
Concession Fee as of 01.01.2024 | 44.284 | Concession Fee as of 01.01.2024 | 1.950
Additions | 0 | Additions | 0
Concession Fee as of 31.12.2024 | 44.284 | Concession Fee as of 31.12.2024 | 1.950
Accumulated depreciations as of 01.01.2024 | 7.716 | Accumulated depreciations as of 01.01.2024 | 271
Depreciations 2024 | 1.342 | Depreciations 2024 | 69
Total depreciation until 31.12.2024 | 9.058 | Total depreciation until 31.12.2024 | 340
Net Present Value as of 31.12.2024 | 35.226 | Net Present Value as of 31.12.2024 | 1.610

315

GROUP/COMPANY | GROUP/COMPANY
Concession Fee (Vehicles) | Concession Fee (Photocopiers/Printers)
Amounts in thousands € | Amounts in thousands €
Concession Fee as of 01.01.2023 | 443 | Concession Fee as of 01.01.2023 | 45
Additions | 182 | Additions | 0
Write-off | -36 | Concession Fee as of 31.12.2023 | 45
Concession Fee as of 31.12.2023 | 589 | Accumulated depreciations as of 01.01.2023 | 22
Accumulated depreciations as of 01.01.2023 | 228 | Depreciations 2023 | 12
Depreciations 2023 | 96 | Total depreciation until 31.12.2023 | 34
Write-off | -34 | Net Present Value as of 31.12.2023 | 11
Total depreciation until 31.12.2023 | 290 |  |
Net Present Value as of 31.12.2023 | 299 |  |
Concession Fee as of 01.01.2024 | 589 | Concession Fee as of 01.01.2024 | 45
Additions | 205 | Additions | 13
Write-off | -142 | Write-off | -26
Concession Fee as of 31.12.2024 | 652 | Concession Fee as of 31.12.2024 | 33
Accumulated depreciations as of 01.01.2024 | 290 | Accumulated depreciations as of 01.01.2024 | 34
Depreciations 2024 | 101 | Depreciations 2024 | 9
Write-off | -122 | Write-off | -26
Total depreciation until 31.12.2024 | 269 | Total depreciation until 31.12.2024 | 18
Net Present Value as of 31.12.2024 | 383 | Net Present Value as of 31.12.2024 | 15

The right of use concerns the concession contract to the Greek State along with leases of offices, vehicles, office mechanical equipment and land use (8.28.2.).
316 8.5 Long-term and other receivables Long-term receivables are analyzed as follows:

GROUP/COMPANY
Amounts in thousands € | 1/1-31/12/2024 | 1/1-31/12/2023
Electricity (PPC) guarantees | 58 | 58
Water Supply (EYATH) guarantees | 1 | 1
Natural Gas guarantees | 5 | 5
Other guarantees | 8 | 8
Total | 71 | 71

These receivables relate to guarantees which are not expected to be collected until the end of the next financial year and which have been valued at cost. 8.6 Inventories Inventories are analyzed as follows:

GROUP/COMPANY
Amounts in thousands € | 1/1-31/12/2024 | 1/1-31/12/2023
Consumables | 5.110 | 4.452
minus: Impairment provision | -462 | -462
Spare parts | 499 | 466
Total inventories at the lowest of cost and net realizable value | 5.146 | 4.456

The increase in the value of inventories is due to the change in the Company's policy, which provides for the application of safety stocks practice, in order to avoid any shortages in all categories of inventories. At the end of each fiscal year, Company BoD reassesses the case of impairment in the valuation of inventories at their liquidation value. Every change in the impairment provision and the cost of inventories entered as an expense is included in the cost of sales (note 8.17). There are no pledged inventories.
317 8.7 Trade receivables Trade receivables are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1-31/12/2024 | 1/1-31/12/2023 | 1/1-31/12/2024 | 1/1-31/12/2023
Trade receivables | 6.222 | 5.860 | 6.174 | 5.870
Less: provisions for bad debt | -913 | -882 | -913 | -882
Total | 5.309 | 4.978 | 5.261 | 4.988

As a matter of policy, the Group receives advances (deposits) on operations, which are settled at regular intervals. Customer advances amount to € 3.132 thousand and € 2.677 thousand as of 31 December 2024 and 31 December 2023, respectively, and represent contractual liabilities of the Group and the Company under contracts with customers (note 8.14). Each customer's account is debited upon receipt of the advances and payment of the specific invoices to which the specific advance corresponds. This balance at the end of each financial year is shown under liabilities in the 'Customer advances' account (Note 8.14). Customer balances (6 months and over) for which no provision has been made are largely covered by deposits. In some cases and for important customers with whom contracts have been signed where a discount is provided for, a letter of guarantee is also required. The amount of these letters of guarantee as at 31.12.2024 amounts to € 2.913 thousand (€ 3.451 thousand as at 31.12.2023) (note 8.27.3). For all liabilities under the contract, invoices issued are settled within 30 days of their issue. For these receivables, management has set a minimum loss rate for default risk. For all balances outstanding for more than 30 days, the Group and the Company have considered default risk, days past due and historical credit losses adjusted to reflect current and future information on a customer-by-customer basis to determine the expected credit losses for each individual trade receivable balance. Realised revenue that has not been invoiced relates to contractual receivables from customers. Customer advances that are pre-collected represent a contractual liability to their customers, and are recorded within Current liabilities as "Contractual Obligations. These are not linked to trade receivables as they relate to different contractual obligations. Contractual obligations are settled upon completion of the service and recognition of revenue at the beginning of the financial year following the closed financial year . The movement in the provision for doubtful accounts receivable from customers for the years ended December 31, 2024 and 2023 is as follows:
318

| GROUP/COMPANY
Amounts in thousands €
Balance on January 1, 2023 | 525
Additional provision for the fiscal year (note 8.20) | 418
Utilized provision (note 8.18) | -5
Non-utilized provision (note 8.18) | -56
Balance on December 31, 2023 | 882
Additional provision for the fiscal year (note 8.20) | 151
Utilized provision (note 8.18) | 0
Non-utilized provision (note 8.18) | -120
Balance on December 31, 2023 | 913

319 8.8 Advances and other receivables Advances and other receivables are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1- 31/12/2024 | 1/1- 31/12/2023 | 1/1- 31/12/2024 | 1/1- 31/12/2023
Advances to personnel | 37 | 21 | 37 | 21
Loans to personnel | 410 | 331 | 410 | 331
Current Fiscal Year Receivables | 43 | 37 | 43 | 37
Other debtors | 1.036 | 1.616 | 1.032 | 1.611
Loans to afilliated companies | 0 | 0 | 1.470 | 0
Less: provision for bad debts | 0 | 0 | -1.470 | 0
Receivables from afilliated companies | 0 | 0 | 1.198 | 1.158
VAT receivables | 243 | 105 | 243 | 105
Other receivables from the Greek State | 3.538 | 3.545 | 3.538 | 3.545
Next Fiscal Year's expenses | 556 | 212 | 556 | 212
Less: provision for receivables from duties and taxes | -3.526 | -3.526 | -3.526 | -3.526
Less: provision for bad debts | 0 | -255 | -81 | -255
Contractual assets | 1.851 | 2.092 | 1.851 | 2.092
Total | 4.187 | 4.177 | 5.300 | 5.329

Contractual assets transactions are as follow:

| GROUP/COMPANY
Amounts in thousands € | 1/1-31/12/2024 | 1/1-31/12/2023
Balance 1/1/2023 | 2.092 | 3.449
Re classifications to trade receivables | -2.092 | -3.449
Contract assets | 1.851 | 2.092
Balance 31/12/2023 | 1.851 | 2.092

The transactions in the provision for bad debts for the years ended 31 December 2024 and 2023 was as follows:
320

Amounts in thousands € | GROUP/COMPANY
Balance on January 1, 2022 | 271
Utilized provision | -15
Balance on December 31, 2023 | 255
Receivable write-off | -255
Balance on December 31, 2024 | 0

Loans to personnel: The Group provides interest loans to employees which are subject to a 2,4% stamp duty upon receipt. The amount of the loan per employee is at the discretion of the Management and instalments are deducted from the employee salaries. Loans are stated at their nominal value and are similar to their fair value. Loans to affiliated companies (less impairment accrual): Within fiscal year 2024, the Company proceeded to an impairment of the value of loans, totaling € 1,470 thousand. to its subsidiary ThPA Sofia, which had been granted in 2021 and 2022, totaling € 67 thousand. (Note 8.26). The final amount of the receivable from loans to ThPA Sofia as of 31.12.2024 amounts to € 0 thousand. It is measured at fair value and as of 31.12.2024 is reported under Other short-term receivables in the Company's financial statements Receivables from affiliated companies: Concern financial facilities from parent company to subsidiary, to cover short-term liabilities. Operating revenue Receivable: The operating revenue receivable becomes from: a) interest income earned € 27 thousand (2023: € 26 thousand), b) other income € 16 thousand (2023: € 10 thousand). Contract assets of € 1.851 thousand (2023: € 2.092 thousand), which relate to services that had been provided by the end of the year but not invoiced. This decrease is due to the more systematic monitoring of the Company's pricing policy mainly through a new platform installed at the Container Terminal. Other receivables from the Greek State: An amount of € 3.526 thousand relates to imposed duties and taxes which were paid by the Company in previous years in order to claim its return through legal actions against which an equal provision has been formed. Contractual assets Concern revenue recognized in 2024 and invoiced in 2025. Assets amounted € 1.851 thousand (2023: € 2.092 thousand), which relate to services that had been provided by the end of the year but not invoiced. This decrease is due to the more systematic monitoring of the Company's pricing policy mainly through a new platform installed at the Container Terminal.
321 8.9 Cash and cash equivalents – Other financial assets Cash and cash equivalents are broken down as follows: GROUP GROUP COMPANY COMPANY Amounts in thousands € 1/1-31/12/2024 1/1-31/12/2023 1/1-31/12/2024 1/1-31/12/2023 Petty Cash 55 59 55 59 Sight deposits 15.061 3.065 13.953 1.776 Time deposits up to 3 months 31.500 92.117 31.500 92.117 Total 46.617 95.241 45.508 93.952 As at 31.12.2024, the Group hold sight term deposits with a maturity of more than three months valued € 76,41 mil, disclosed under "Other financial assets" (2023: € 0). Interest rates on term deposits ranged from 2.30% to 3.70% in fiscal 2024 (0.50% to 3.70% in fiscal 2023). The current value of these demand deposits approximates their carrying value due to the fluctuating interest rates and their short-term maturities. As stipulated in the deferral clauses included in the contract signed on 02.02.2018 between the Greek State and ThPA S.A. and titled "Concession Agreement Regarding the Use and Exploitation of Certain Sites and Assets within the Port of Thessaloniki", the Company made on 07.02.2018, issued a letter of guarantee for the performance of the contract in the amount of € 10 million with a corresponding cash commitment reflected in Non-current assets. On 13.03.2019, the Company issued a supplementary letter of guarantee in the amount of € 20 million, marking the commencement of the First Investment Period, without freezing cash. At the same time, the issuing Bank reduced the amount of the blocked deposits of the original letter of guarantee to € 7 million from the original amount of € 10 million. On 15.11.2024, the issuer bank returned the €7 million collateral following negotiations. All cash and cash equivalents and other financial assets of the Group and the Company were held with Greek banking institutions and two banking institutions located in Bulgaria. As of 31 December 2024, the Group's and the Company's cash and cash equivalents held in demand accounts and guarantees given in respect of blocked deposits were held with Greek banking institutions. As at 31 December 2024, according to Moody`s, 36.55% of cash and cash equivalents and other financial assets are rated Ba1, 12.35% Ba2, 27.54% Baa2, while the remaining deposits are rated Baa3.
322 Interest income from bank deposits is recognized on an accrual basis, amounting to € 3.512 thousand for the Group and € 3.549 thousand for the Company, for the year ended December 31, 2024 (€ 2.111 thousand for the year ended December 31, 2023 for the Group and € 2.148 thousand for the Company). (note 8.23). 8.10 Equity 8.10.1 Share capital The Group’s share capital stands at thirty million two hundred and forty thousand Euros (€30,240,000) and is divided into ten million eighty thousand (10,080,000) ordinary registered shares with a face value of three Euros (€ 3,00) each. The share capital was fully paid-in on 31.12.2024. There was no change during the period. 8.10.2 Reserves

| GROUP/COMPANY
| Statutory Reserve | Tax Free Reserves | Total Reserves
Amounts in thousands €
Balance (1.1.2023) | 10.596 | 57.436 | 68.031
Balance (31.12.2023) | 10.596 | 57.436 | 68.031
Balance (1.1.2024) | 10.596 | 57.436 | 68.031
Balance (31.12.2024) | 10.596 | 57.436 | 68.031

The statutory reserve has been formed in compliance with the provisions in force and may not be distributed while the company is in operation. Untaxed reserves include reserves from income under special taxation, from financial income exempt from taxation, which have not been taxed based on special provisions in the law, as well as the Special untaxed reserve of Law 2881/2001, amounting to €57,4 million. In 2024, the Company did not form an ordinary reserve because it has exceeded the statutory limit of 1/3 of its share capital. The above Special Tax-Free Reserve is taxed under the conditions and to the extent provided for in the general provisions, i.e. in the event of its distribution or capitalization. The tax on any goodwill to be distributed or capitalized will be calculated based on the tax rate applicable to the taxation of the profits of the year in which the distribution or capitalization will take place.
323 8.11 Provisions for liabilities to employees Provision for liabilities to employees for Group and the Company is analyzed as follows (amounts in thousands €):

Amounts in thousands € | 31.12.2024 | 31.12.2023
Liability`s present value | 4.358 | 4.435
Amounts recognized in comprehensive income statement |  |
Cost of current employment | 381 | 351
Past service cost or plan change or curtailment | -47 | 171
Interest on liability | 115 | 144
Normal expense in comprehensive income statement | 449 | 666
Cost of curtailment/settlement/service termination | 86 | 86
Other adjustments | 156 | -89
Total expense in the statement of comprehensive income | 380 | 559
Variation in Liability`s Present value: |  |
Present value of liability at the beginning of fiscal year | 4.435 | 4.335
Cost of current employment | 381 | 351
Interest cost | 115 | 144
Benefits paid by employer | -634 | -976
Cost of curtailments/adjustments/termination of service | 39 | 257
Actuarial loss - financial assumptions | -34 | 152
Actuarial loss - due to change in demographic assumptions | 0 | 0
Actuarial loss-period experience | 55 | 172
Present value of liability at the end of fiscal year | 4.358 | 4.435

Variations in Net liability recognized in Financial Position Statement | 1.1-31.12.2024 | 1.1-31.12.2023
Amounts in €
Net liability at the beginning of fiscal year | 4.435 | 4.335
Compensation paid | -634 | -976
(Profits)/losses in profit and loss statement | 536 | 752
Total profit/losses in other comprehensive income | 21 | 325
Net liability at the end of fiscal year | 4.358 | 4.435

324 The principal actuarial assumptions employed for the calculation of the relevant provisions are as follows:

| 31.12.2024 | 31.12.2023
Discount rate | 2,93% | 2,97%
Expected remaining working life | 15,51 | 14,43

In case of change of the average annual increase or reduction of the discount rate by + 0.1% then the liability will amount to € 4.331 thousand and by -0.1% the liability will amount to € 4.386 thousand. The Company calculates the reserve for personnel`s compensation due to retirement in compliance with the provisions of the sectoral collective labor agreement (E.S.S.E.). Personnel compensation liabilities for fiscal years 2024 and 2023 were calculated using an actuarial study. 8.12 Other provisions The movement of other provisions is broken down as follows (amounts in thousands €):

| GROUP/COMPANY
Amounts in thousands € |
Balance on 1.1.2023 | 418
Provisions write-off/Transfer to revenue | -418
Balance on 31.12.2023 | 0
Balance on 31.12.2024 | 0

Other provisions were related to various receivables from Greek State 8.13 Other long-term liabilities Other long-term liabilities are analyzed as follows:

| GROUP/COMPANY
Amounts in thousands € | 31.12.2024 | 31.12.2023
Leasehold deposits | 196 | 220
Subsidies for fixed assets | 0 | 68
Total | 196 | 288

325 8.14 Short-term liabilities Short-term liabilities, except for income tax and short-term lease liability, are analyzed as follows: GROUP GROUP COMPANY COMPANY Amounts in thousands € 31.12.2024 31.12.2023 31.12.2024 31.12.2023 Liabilities to suppliers 5.266 4.984 5.243 4.999 Contractual Liabilities 3.132 2.677 3.132 2.677 Other liabilities and accrued expenses 10.388 6.787 10.367 6.708 Total 18.786 14.448 18.742 14.384 The above liabilities do not involve interest and are usually settled within 6 months. Contractual Liabilities: Prior to initiating the service, the Group and Company shall receive advanced payments from Contractual Sector customers. These advanced payments constitute for the Group and Company a contractual obligation to their customers and are settled on completion of the service provision and the recognition of revenue at the beginning of the next financial year (Note 8.7). Other liabilities and accrued expenses: Other liabilities and accrued expenses are analyzed as follows: GROUP GROUP COMPANY COMPANY Amounts in thousands € 31.12.2024 31.12.2023 31.12.2024 31.12.2023 Taxes-Duties on personnel and third party remuneration 1.138 971 1.138 971 Other taxes duties 10 10 10 10 Social insurance and pension fund liabilities 1.605 1.364 1.605 1.364 Personnel remunaration payable 1.564 1.231 1.564 1.231 Fees due to BoD members (note 8.26) 6 7 6 7 Accrued expenses 4.511 2.376 4.511 2.376 Post year Revenue 0 14 0 14 Other-short term liabilities 1.554 813 1.533 734 Total 10.388 6.787 10.637 6.708 Taxes – Duties on Salaries: This figure primarily regards withholding tax applied to personnel salaries, which are usually paid in the month following the withholding, in compliance with the provisions in tax law.
326 Social insurance and pension fund liabilities: GROUP/COMPANY Amounts in thousands € 31.12.2024 31.12.2023 Social Security Institute (EFKA)- Other principal insurance funds 1.605 1.364 Total 1.605 1.364 The Group and Company have no outstanding debts to social security Funds. Personnel remuneration payable: This amount includes the remuneration of personnel for December 2024, which has been paid during January 2025. Other short-term liabilities: The change compared to the previous year is mainly due to customer guarantees. Accrued expenses: This account is analyzed as follows: GROUP/COMPANY Amounts in thousands € 31.12.2024 31.12.2023 Third-party fees 1.612 328 Third-party benefits 1.160 830 Tax-Duties 6 5 Concession Fee (8.27.2) 1.703 1.207 Personnel remuneration 1 1 Discounts on Fiscal Year`s sales 29 5 Total 4.510 2.376 Third-party fees: Increase is due to the raise in Company's turnover. Concession fee: refers to the excessive part, in addition to the mandatory minimum liability payable to the Greek State under the Concession Agreement of the Port and is increased by sales increase. Discounts on sales refers to the Group and Company's obligations to their customers under the terms of the agreements signed between the two parties in relation of achieving of the objectives described in the above contracts. 8.15 Income taxes payable The income taxes payable amount is analyzed as follows:
327 GROUP/COMPANY Amounts in thousands € 1/1- 31/12/2024 1/1- 31/12/2023 Income Tax (Note 8.24) 8.229 6.273 Advances/TaX Witheld -3.654 -3.586 Total 4.576 2.687 8.16 Sales Sales show an increase in almost all sectors due to the increase of 15.32% in tonnes of cargo handled through the Port of Thessaloniki and 8.76% in TEU's compared to the previous financial year. Sales of the intermodal service decreased by 42.18% due to the restructuring effort underway in this sector. GROUP GROUP COMPANY COMPANY Amounts in thousands € 1.1-31.12.2024 1.1- 31.12.2023 1.1- 31.12.2024 1.1- 31.12.2023 Container Terminal Vessel services 43.282 36.501 43.282 36.501 Land services 26.088 21.319 26.088 21.319 Mooring and berthing 1.756 1.790 1.756 1.790 Exploitation of premises 138 140 138 140 Income from other services 22 0 22 0 Total 71.286 59.750 71.286 59.750 Conventional Terminal Vessel services 15.624 13.456 15.624 13.456 Land services 1.898 1.681 1.898 1.681 Mooring and berthing 1.797 1.535 1.797 1.535 Exploitation of premises 2.630 2.533 2.630 2.533 Income from other services 1.079 952 1.079 952 Total 23.029 20.156 23.029 20.156 Passenger Terminal Vessel services 138 52 138 52 Land services 45 57 45 57 Mooring and berthing 751 432 751 432 Exploitation of premises 38 36 38 36 Income from other services 400 311 400 311 Total 1.373 889 1.373 889 Exploitation of premises and other Exploitation of premises 1.083 1.458 1.083 1.458
328

Income from other services | 3.123 | 2.481 | 3.123 | 2.481
Total | 4.206 | 3.939 | 4.206 | 3.939
INTERMODAL
Income from other services | 629 | 1.088 | 629 | 1.088
Total | 629 | 1.088 | 629 | 1.088
Thpa Sofia EAD
Services dry port | 129 | 48 | 0 | 0
TOTAL REVENUE | 100.652 | 85.870 | 100.523 | 85.822

sales recognized over time for 2024 are € 15,661 thousand (2023: € 15,716 thousand) for the Group, and € 15,533 thousand (2023: € 15,668 thousand) for the Company, and consist of income from other services, exploitation of premises, intermodal and storage of € 7,858 thousand (2023 € 6,669 thousand), the latter of which are included in berthing and paralleling services. 8.17 Cost of sales Cost of sales is analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1-31/12/2024 | 1/1-31/12/2023 | 1/1-31/12/2024 | 1/1-31/12/2023
Personnel remuneration and expenses (note 8.21) | 25.741 | 23.141 | 25.739 | 23.128
Third parties remuneration and expenses | 1.269 | 962 | 1.127 | 952
Third parties benefits | 12.836 | 11.172 | 12.836 | 11.172
Taxes-Duties | 123 | 126 | 123 | 126
Miscellaneous expenses | 1.411 | 1.733 | 1.411 | 1.733
Depreciation (notes 8.2, 8.3) | 7.219 | 7.034 | 7.219 | 6.993
Consumpion of materials and spare parts | 4.986 | 4.139 | 4.986 | 4.139
Total | 53.585 | 48.308 | 53.441 | 48.244

329 8.18 Other revenue and profits Other revenue and profits are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1- 31/12/2024 | 1/1- 31/12/2023 | 1/1- 31/12/2024 | 1/1- 31/12/2023
Profits from investment property valuation (note 8.1) | 168 | 188 | 168 | 188
Depreciation of subsidized fixed assets | 68 | 68 | 68 | 68
Income from insurance claims | 1 | 58 | 1 | 58
Rental income | 0 | 1 | 0 | 33
Revenue from unused provisions (Note 8.7,8.8,8.11,8.12) | 151 | 474 | 151 | 474
Revenue from the sale of fixed assets | 420 | 145 | 420 | 145
Other revenue/revenue from previous years | 52 | 743 | 51 | 694
Total | 860 | 1.678 | 860 | 1.661

8.19 Administrative Expenses Administrative expenses are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1- 31/12/2024 | 1/1- 31/12/2023 | 1/1- 31/12/2024 | 1/1- 31/12/2023
Personnel remuneration and expenses | 5.548 | 5.224 | 5.548 | 5.224
Other remuneration and expenses of third parties | 1.405 | 1.753 | 1.321 | 1.551
Management services | 385 | 288 | 385 | 288
Third party benefits | 1.680 | 1.389 | 1.680 | 1.389
Taxes and fees | 290 | 371 | 290 | 371
Miscellaneous expenses* | 2.141 | 1.247 | 2.141 | 1.247
Depreciation | 524 | 557 | 524 | 557
Consumption of materials spare parts | 47 | 50 | 47 | 50
Total | 12.019 | 10.878 | 11.935 | 10.676

* Miscellaneous expenses relate mainly to travel expenses for executives, promotion and advertising Third party fees and expenses: the amount includes mainly the cost of management fees and fees for management incurred after the Concession Agreement has been signed (note 8.26) for amount €142 thousand. Also includes fees to statutory auditors of KPMG Chartered Accountants S.A. which for the financial year 2024 amounted to €93 thousand for both Group and Company (2023: €99 thousand)
330

The total fees charged by the statutory audit firm in the financial years 2024 and 2023 are broken down as follows: | GROUP/COMPANY
Amounts in thousands € | 2024 | 2023
Fees for mandatory audit of financial statements | 67 | 69
Fees for tax certificate | 20 | 19
Fees for other services | 6 | 11
Total | 93 | 99

8.20 Distribution Expenses Distribution expenses are analyzed as follows:

| GROUP/COMPANY
Amounts in thousands € | 1/1- 31/12/2024 | 1/1- 31/12/2023
Personnel remuneration and expenses (note 8.21) | 504 | 564
Third parties remuneration and expenses | 19 | 39
Third parties benefits | 26 | 21
Tax/Duties | 1 | 5
Miscellaneous expenses | 42 | 39
Depreciation | 20 | 27
Provision for bad debt (notes 8.7, 8.8) | 151 | 418
Consumpion of materials and spare parts | 2 | 3
Total | 765 | 1.115

8.21 Number of personnel and payroll cost The number of personnel employed in the Group and Company and the payroll cost are analyzed as follows:
331

| GROUP | GROUP | COMPANY | COMPANY
| 31/12/2024 | 31/12/2023 | 31/12/2024 | 31/12/2023
Salaried Employees * | 439 | 389 | 438 | 388
Day Laborers ** | 120 | 104 | 120 | 104
Total | 559 | 493 | 558 | 492

On 31/12/2024 there were also 5 Technological Education Institute (TEI) students (2023: 9) and 9 Hellenic Manpower Organization (OAED) students (2023: 8)

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1- 31/12/2024 | 1/1- 31/12/2023 | 1/1- 31/12/2024 | 1/1- 31/12/2023
Full-time personnel salaries | 19.683 | 17.682 | 19.681 | 17.670
Employer contributions to social security funds | 4.448 | 3.962 | 4.448 | 3.960
Side Benefits | 629 | 559 | 629 | 559
Personnel severance | 156 | 193 | 156 | 193
Personnel indemnity provision (note 8.11) | 291 | 428 | 291 | 428
Subtotal | 25.207 | 22.825 | 25.205 | 22.811
Wages | 5.024 | 4.605 | 5.024 | 4.605
Wages of Greek Manpower Employment Organization (OAED) | 3 | 2 | 3 | 2
Employer contributions to social security funds | 1.282 | 1.178 | 1.282 | 1.178
Side Benefits | 188 | 188 | 188 | 188
Personnel indemnity provision (note 8.11) | 89 | 131 | 89 | 131
Subtotal | 6.586 | 6.104 | 6.586 | 6.104
General total | 31.793 | 28.929 | 31.791 | 28.915

8.22 Other expenses and losses Other expenses are analyzed as follows:
332

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1.1- 31.12.2024 | 1.1- 31.12.2023 | 1.1- 31.12.2024 | 1.1- 31.12.2023
Transfer from Capitalized to Operational expenses (note 8.2) | 108 | 255 | 108 | 255
Provision for impairment of ThpaSofia participation | 0 | 0 | 0 | 1.639
Losses upon remeasurement to fair value of Financial Assets | 0 | 0 | 148 | 0
Expenditure from previous years | 82 | 387 | 82 | 387
Tax penalties | 10 | 11 | 10 | 11
Debit differences on transitional accounts | 0 | 86 | 0 | 86
Exchange rate differences/debit differences | 2 | 6 | 2 | 6
Other | 2 | 2 | 2 | 2
Total | 203 | 748 | 351 | 2.387

8.23 Financial income (expenses) Financial income/(expenses) are analyzed as follows:

| GROUP | GROUP | COMPANY | COMPANY
Amounts in thousands € | 1/1- 31/12/2024 | 1/1- 31/12/2023 | 1/1- 31/12/2024 | 1/1- 31/12/2023
Financial income
Interest on loans (Note 8.9) | 3.512 | 2.111 | 3.549 | 2.148
Total | 3.512 | 2.111 | 3.549 | 2.148
Financial expenses
Bank charges and related costs | 493 | 506 | 487 | 426
Financial costs from right of use | 1.708 | 1.712 | 1.708 | 1.712
Losses on remeasurement to fair value of Financial Assets | 0 | 0 | 0 | 1.403
Total | 2.200 | 2.218 | 2.195 | 3.540

8.24 Income tax (current and deferred) The income tax presented in the Comprehensive Income Statement is analyzed as follows:
333

| GROUP/COMPANY
Amounts in thousands € | 31.12.2024 | 31.12.2023
Current Income Tax (Note 8.15) | 8.357 | 6.274
Deferred Income Tax | -197 | -227
Previous year expenses | 69 | 95
Total | 8.229 | 6.142

Pursuant to tax law 4172/2013, the tax rate for fiscal year 2024 is 22% (2023: 22%). Tax statements are submitted each year, readjusting the book profits with the tax adjustment returns, but the profits or losses referred to in them are considered to be provisional until a tax audit is carried out by the taxation authorities and the relevant report is issued, by which tax liabilities are finalized. In the table below we cite the agreement between the nominal and effective tax rate:

| GROUP | COMPANY | GROUP | COMPANY
Amounts in thousands € | 31.12.2024 | 31.12.2024 | 31.12.2023 | 31.12.2023
Profit before income tax | 36.253 | 36.244 | 26.392 | 24.214
Applicable tax rate | 22% | 22% | 22% | 22%
Income tax calculated at the applicable tax rate | 7.976 | 7.974 | 5.806 | 5.207
Tax effect of non-deductible expenses | 154 | 187 | 171 | 840
Tax effect of non-taxable income | 0 | 0 | 0 | 0
Effect of foreign tax rates | 0 | 0 | 38 | 0
Tax effect from change in tax rate | 17 | 0 | 0 | 0
Tax losses for which no deferred tax asset has been recognised | 14 | 0 | 32 | 0
Change in fiscal year tax | 69 | 69 | 95 | 95
Tax expense in the statement of comprehensive income | 8.229 | 8.229 | 6.142 | 6.142
Effective tax rate | 24,38% | 23,20% | 23,30% | 25,90%

Charges for deferred income tax (deferred tax liability) at the attached income statements contains the provisional tax differences principally ensuing from written income-gains which will be taxed at a future date. Credit for deferred taxes (deferred tax receivables) mainly contains provisional tax differences which ensue from specific provisions, which are tax deductible at their realization.
334 Deferred tax credit and debit balances are offset, when there is a legal right to the offset of current tax assets against current tax liabilities and where deferred income taxes relate to the same tax authority. The subsidiary ThPA Sofia during the year 2024 recorded a loss of approximately € 149 thousand for which no deferred tax benefit was recognized, as the possibility of offsetting tax profits is not considered certain. Deferred income tax assets and liabilities originate from the following items:

| Balance | (Debit)/Credit | Balance
Amounts in thousands € | 1/1/2024 | in assets-other income | 31/12/2024
Investment property | -315 | -37 | -353
Tangible fixed assets utilized for own purposes | 2.374 | -259 | 2.115
Right of use | -8.511 | 326 | -8.185
Lease commitments | 10.044 | -58 | 9.986
Intangible assets | 56 | -6 | 50
Inventories | 102 | 0 | 102
Trade and other receivables | 162 | -49 | 113
Provisions for liabilities towards employees | 961 | -17 | 944
Other liabilities and provisions | 58 | 302 | 360
Total | 4.931 | 202 | 5.132
Recognized as: |  |  |
Net Deferred Tax receivable | 4.931 |  | 5.132

| Balance | (Debit)/Credit | Balance
Amounts in thousands € | 1/1/2023 | in assets-other income | 31/12/2023
Investment property | -274 | -41 | -315
Tangible fixed assets utilized for own purposes | 2.417 | -43 | 2.374
Right of use | -8.725 | 214 | -8.511
Lease commitments | 10.021 | 23 | 10.044
Intangible assets | 17 | 39 | 56
Inventories | 102 | 0 | 102
Trade and other receivables | 83 | 79 | 162
Provisions for liabilities towards employees | 954 | 7 | 961
Other liabilities and provisions | 38 | 21 | 58
Total | 4.632 | 299 | 4.931
Recognized as:
Net Deferred Tax receivable | 4.632 |  | 4.931

335 The balance of the deferred income tax is shown in the table below:

Amounts in thousands € | 31.12.2024 | 31.12.2023
Opening balance | 4.931 | 4.632
Deferred tax in profit or loss | 197 | 227
Deferred tax on other income | 5 | 71
closing balance | 5.132 | 4.931

8.25 Dividends Pursuant to Greek legislation, the companies have the potential, every fiscal year, to distribute to their shareholders 35% of the net profits (after tax) and after the deduction for statutory reserves. The Annual General Meeting of 10/05/2024 decided to distribute dividends for amount of € 13.104 thousand responding to 1,30 €/share. As per article 64 of Law 4172/2013 implementation, the tax rated 5% upon the dividend, was withheld only for rest shareholders than the wider public sector for amount € 148 thousand. Consequently, the net dividend payable amount was assessed to € 12.956 thousand and was paid in May 2024. The Annual General Meeting of 09/05/2023 decided to distribute dividends for amount of € 14.616 thousand responding to 1,45 €/share. As per article 64 of Law 4172/2013 implementation, the tax rated 5% upon the dividend, was withheld only for rest shareholders than the wider public sector for amount € 161 thousand. Consequently, the net dividend payable amount was assessed to € 14.455 thousand and was paid in May 2023. On 15.04.2025 the Board of Directors of the Company proposed the distribution dividends becoming from 2024 profits of € 20.160 thousand which responds to 2,00 €/share. The proposal is subject to approval by the Annual Regular General Meeting of Shareholders. 8.26 Transactions with related parties Directors and Managing Fees The remuneration and attendance expenses paid to the members of the Board of Directors and the remuneration paid to the Company Executives are analyzed per fiscal year as follows:

Amounts in thousands € | 31/12/2024 | 31/12/2023
Short term Liabilities |  |
BoD members remuneration | 106 | 98
Salaries to executive staff | 1.944 | 1.973
Total (a) | 2.049 | 2.071

336

Post-retirement benefits related to: |  |
Post-working allowances | 24 | 40
Total (b) | 24 | 40

Note: Salaries to executive staff (managerial staff) and other executives were subject to employer contributions of € 268 thousand (31.12.2023: € 258 thousand) Apart from the fees-transactions, no other business relationship or transaction took place from 1/1/2024 to 31/12/2024 and no other benefits during the current financial year between the Company and the persons who are members of its Management Bodies, as well as their close relatives. In addition to the above, as at 31/12/2024, directors' fees of € 6 thousand (31/12/2023: € 6 thousand) are due for the month of December (note 8.14). Finally, the accumulated provision for staff compensation includes an amount of € 24 thousand (31.12.2023: € 40 thousand) relating to the Company's managers and other executives. Transactions with affiliated companies The Group and the Company have entered into management service contracts with Terminal Link SA (a member company of the parent company SEGT LTD.) and CMA INTERNATIONAL MOBILITY SERVICE (CIMS) (parent company of Terminal Link) under which Terminal Link provides operational management services, while CIMS provides services through qualified personnel. Fees for 2024 amounted to € 1.19 million to Terminal Link (2023: € 288 thousand) for which a provision has been made. Transactions to CIMS in 2024 totaled € 310 thousand of which € 185 thousand are payable to it and € 125 thousand are receivable from it. For 2024, the Company was invoiced by DIMERA LTD. (affiliated) for rentals totaling € 274 thousand and invoiced DIMERA for rentals totaling € 200 thousand. Participations to affiliated companies In November 2020, ThPA Sofia EAD, a 100% subsidiary of ThPA. S.A., was established with a share capital of BGN 50 thousand (€ 26 thousand). In August 2021, the Company carried out a share capital increase of BGN 1 million (€ 513 thousand) and in November 2022, the Company carried out a further increase of BGN 2.16 million (€ 1.1 million). The Company consolidated its subsidiary for the first time for the 2021 financial year, and for 2022 there were now comparable figures at both Group and Company level. The amount of transactions for the 2024 financial year amounted to € 64 thousand (2023: € 74 thousand). Of this amount, € 27 thousand relates to the recharging of transport costs for the return of the rented machinery to the parent company. The amount of receivables from the above company as at 31.12.2024 was: € 2,668 thousand (2023: € 2,640 thousand), of which € 1,470 thousand (2023: € 1,470 thousand) relates to loan receivables, for which the fair value was fully impaired. The remaining amount of € 1,198 thousand relates to other trade receivables (2023: € 1,170 thousand).
337 the finalization of the expansion model in the Bulgarian container market which ultimately resulted in the decision to liquidate the subsidiary, the Management performed a further impairment of € 149 thousand (2023: € 1,639 thousand). Out of this amount, € 67 thousand relates to fair value losses on loans receivable, while the remaining amount relates to other trade receivables. Final controlling entity The Parent company of the Company is South Europe Gateway Thessaloniki, which directly owns 67% of the Company, the ultimate parent company is BELTERRA HOLDINGS LIMITED while the ultimate controller is Mr. Nickos Savvidis. Αll transactions to related parties are carried out on purchase terms. 8.27 Commitments, Contingent receivables – liabilities and Guarantees 8.27.1 Pending cases Third party claims As of 31.12.2024, the Group and the Company had pending third party claims against the Group and the Company amounting to € 12,02 million (31.12.2023: € 11,95 million). Of the total disputed claims, a) an amount of € 3.1 million relates to four lawsuits brought by employees of ThPA S.A. regarding claims for cuts under the memorandum laws 3833/2010, 3845/2010 and 4024/2011. One of the lawsuits was discussed on a pilot basis and in January 2021 was dismissed in the first instance. The plaintiffs filed an appeal on 07.01.2022 (no. EAK 182/1.3.2022), which has not yet been set for trial and the case is therefore pending. The other three appeals had been aborted and were resumed for hearing in 2023, which was however aborted. In addition, an amount of €3.9 million relates to ten lawsuits filed by employees of ThPA S.A. regarding claims for salary disputes in 2018-2019, which are expected to be heard in 2024, and of which eight actions were dismissed in the first instance within 2025 as unlawful and the remaining two are awaiting judgment, b) an amount of €3.79 million. relates to a claim by RINIA XH as compensation for damages suffered (loss of profits and moral damages) due to the poor condition of a cargo of 36,155 cartons of cigarettes acquired as the highest bidder in an auction held on 21.3.2012. The action was heard on 23.1.2020 and Decision 5233/2020 of the Thessaloniki Multi-Member Court of First Instance dismissed the action, ordering the plaintiff company to pay the legal costs, amounting to € 12 thousand. RINIA XH filed an appeal against the Decision which was heard on 16.09.2022 and the decision of the Thessaloniki Court of Appeal No. 823/2023 was issued, which dismissed the appeal of the opposing party as essentially unfounded. If the time limit for filing an appeal expires without effect, the case will become final in favour of ThPA S.A. In the same case, the Second Customs Office of Thessaloniki imposed a fine of € 3.5 million on ThPA S.A. for duties and taxes on 2,078 undetected cigarette cartons. The fine was received with reservation and an appeal was filed in which ThPA requests the reimbursement of the legal duty, as it does not consider that the loss of the cigarette cartons was due to its own fault. c) An amount of € 1 million relates to a claim by the customs agent of the Company N. T.P. RINIA's claim (case b) for compensation for moral damages suffered as a result of an insult to his personality in a related litigation case between the Company and N.T.P. RINIA (lawsuit and action
338 brought by the Company against N.T.P. RINIA). This case was heard on 22.9.2021 and was dismissed. An appeal was filed by the plaintiff with GAK/EAK 20771808/2022, with a hearing date of 03.02.2023 at the Thessaloniki Court of Appeal and based on the 1909/2023 decision, it was dismissed. If the deadline for filing an appeal has expired without action, the case will become irrevocable in favour of ThPA; d) The remaining amount of € 0,26 million relates to various other cases. Group and Company Management, following the opinion of its legal consultant, decided not to form a relevant provision for the cases above, since it is anticipated that their outcome will be positive for the Company and no burden is expected for the Group and Company. Group and Company claims The Group and Company’s claims before Courts against third parties’ amount to € 1,15 mil. (31.12.2023: € 1,05 mil.). The claims include a) an amount of € 166 thousand from compensations (€ 31.12.2023: 166 thousand) and b) an amount of € 984 thousand from other pending claims (31.12.2023: € 888 thousand). All above cases are disclosed in capital amounts without taking into account any interest. 8.27.2 Guarantees The Group and the Company at 31.12.2024 held letters of guarantee from suppliers - customers in the amount of € 11,02 million compared to € 11,37 million at 31.12.2023. Out of this amount, € 8,11 million relates to suppliers and € 2,91 million relates to customers for 2024 compared to € 7,92 million relating to suppliers and € 3,45 million relating to customers for 2023 respectively. As stipulated in the deferral clauses included in the contract signed between the Greek State and ThPA S.A. on 02.02.2018 and entitled "Concession Contract Regarding the Use and Exploitation of Certain Sites and Assets within the Port of Thessaloniki", the Company has issued two letters of guarantee for a total amount of € 30 million. 8.27.3 Open tax years For fiscal years 2011-2023, the Company, which is subject to tax audit by Chartered Auditors-Accountants in compliance with the provisions of article 82 par. 5 of Law 2238/1994 and the provisions of article 65a of Law 4174/2013, has received a Tax Compliance Certificate, without any ensuing of additional tax liabilities. For fiscal year 2024 the Company is subject to tax audit by the Chartered Auditors- Accountants provided for by the provisions of article 65a of Law 4174/2013. This audit is in progress and the relevant tax certificate is going to be issued after the publication of the annual financial statements for fiscal year 2024. If additional tax liabilities should arise until the conclusion of the tax audit, we estimate that they will not have any significant effect to the corporate and consolidated financial statements financial statements. According to current legislation, tax years subject to re-audit by Tax Audit Authorities, are subject to five- year limitation period as well. Consequently, tax years up to 2018 are considered definitively terminated. The Management considers that for the opened tax years 2019-2024 no tax liability is expected to arise
339 by any future tax audit. Regarding the subsidiary, the fiscal years from 2020 to 2024 are unaudited by the tax authorities and the Management estimates that in case of audit, no additional tax liabilities are expected to arise. 8.27.4 Capital expense commitments Mandatory Enhancements: Within 2025, and during the First Investment Period, THPA. S.A. (or the ‘Company’) continues to make Mandatory Investments within the framework of the €180 million commitments undertaken under the Concession Agreement. Under this Concession Agreement, which was codified in February 2018 and ratified by Law 4522/07.03.2018 (Government Gazette 39), the Company must make Mandatory Investments for port improvements - which form part of the Development Program and the Port Management Study (Master Plan) - corresponding to the First Period, until 3/2025, with a total budget of €180 million. With the 24.05.2024 amendment of the concession agreement between ThPA and the Greek State, the First Investment Period was extended until 22.03.2030 since the Greek State has not completed the New Railway and Road Connections of Pier 6. These concern: I. Expansion of Port Infrastructure of the 6th Pier: € 130 million. Under No. 7840/17.04.2024 Decision of the Board of Directors of ThPA SA, the selection of the Candidate "Joint Venture METKA SA - TEKAL SA" as the Preferred Contractor for the construction of the project "6th Pier, Port Infrastructure Extension" was approved. In addition, by Presidential Decree 12/10.02.2025 (Government Gazette 18A), the Development Program and Management Study (Master Plan) of the Port of Thessaloniki, as well as the Strategic Environmental Impact Study (SEIS) were approved. Finally, the document of ThPA S.A. No. 313/10.03.2025 has been submitted to the Ministry of Maritime Affairs Island
340 Policy for the approval of the execution of the project and the issue of the relevant construction license by the said Ministry is pending. II. Equipment of the Container Stations & Conventional Port: € 30 million. III. Restoration Projects of the Old Customs Station Building and General Development of the Port: € 20 million. Regarding the completion of the Mandatory Investments, it is stated that the deadline of the First Investment Period (March 2025) was extended until 22.03.2030 based on the amendment of the concession agreement between ThPA and the Greek State. The Compulsory Investments carried out from 3/2018 until 31/12/2024, approach € 22,5 million, for which the certification of the Independent Engineer is expected (in terms of Basic Reference Cost) and mainly concern mechanical equipment, specifically supply: i. two (2) STS Crane Bridges, ii. one (1) Mobile Crane iii. five (5) Straddle Carriers, which are in operation at the Port, and also iv. studies for the general development of the port, including the rehabilitation works of the Old Customs Station building. Therefore, the backlog is a total of € 157,5 million. Non-Mandatory Enhancements: In addition to the above Mandatory Enhancements in infrastructures under categories I and IΙI above, for the initiation of which a relevant legislation must be voted, the Company proceeded with important additional investments reaching over € 55 mil., for the upgrade of infrastructures (Upgrades of buildings, offices, substations, infrastructure at Quay 26), purchase of equipment (7 additional straddle carriers, tractors, lifting machines) and other various works, in the same period, from March 2018 to 31.12.2024. Consequently, the total net investments of the Company from March 2018 until 31.12.2024 exceed € 77 million. 8.28 Leasing 8.28.1. Group and Company as lessor The Group has signed various operating lease agreements which concern a concession of spaces until December 2034. The future minimum rents to be collected in future fiscal years, as such ensue from existing operating lease contracts are as follows (amounts in thousands €):
341 Amounts in thousands € GROUP/COMPANY Contracts up to: 31/12/2024 31/12/2023 1 year 507 153 1 – 5 years 2.027 255 Over 5 years 1.107 296 Total 3.641 703 8.28.2. Group and Company as lessee Under the concession agreement signed with the Greek State, the Group is comiited to pay an annual fee equal to 3.5% of its consolidated revenues, with a minimum annual fee of € 1.82 million for the financial year ended 31.12.2024, this liability is equal to the amount of € 3,52 million and is reflected in the Statement of Financial Position as a current liability for an amount of € 1.82 million under current lease liabilities and for an amount of € 1.7 million under other liabilities and accrued expenses (Note 8.14). The non-current liability of € 43,30 million (€ 43,49 million as of December 2023) is reflected in non-current lease liabilities. Furthermore, the Group, has signed concession (rental) contracts for the right to use cars for its operational needs. The current liability of € 108 thousand (€ 83 thousand as at December 2023) is reflected in the Statement of Financial Position under Current lease liabilities and an amount of € 265 thousand (€ 223 thousand as at December 2023) is reflected under Non-current lease liabilities. Since, January 2020, the Company has signed a long-term rental agreement for the use of land to serve its business needs (cargo storage) at a fixed monthly rent of €8.5 thousand. The current liability of €42 thousand (€40 thousand in December 2023) is reflected in the Statement of Financial Position under current liabilities from leases and an amount of € 1.52 million (€ 1.56 million in December 2023) is reflected in non-current liabilities from leases. During 2021, the Group signed long-term lease agreements for photocopiers and printing machines to serve its operational needs. The short-term liability of € 8,6 thousand (€ 6,3 thousand as of December 2023) is reflected in the Statement of Financial Position under Current lease liabilities, and € 1,5 thousand (€ 5,7 thousand as of December 2023) is reflected in Long-term lease liabilities. Finally, in February 2021, the Company signed a contract for the rental of an office in Athens, A current liability of € 70 thousand (€ 68 thousand in December 2023) is reflected in the Statement of Financial Position under Current lease liabilities, and an amount of € 307 thousand (€ 377 thousand in December 2023) is reflected under non-current lease liabilities.
342 GROUP Right to use assets Amounts in thousands € Concession of the Greek State Vehicles Land use Photocopiers/ Printers Offices Total Lease commitments Balance at 1.1.2023 37.910 215 1.748 24 39.934 47.379 Additions 182 481 663 663 Write-off -36 -36 -36 Depreciation (Note 8.4) -1.342 -61 -69 -12 -79 -1.564 Financial costs 1.712 Interest repayments -1.712 Repayments -353 Balance at 31.12.2023 36.568 299 1.679 12 402 38.997 47.652 Balance at 1.1.2024 36.568 299 1.679 12 402 38.997 47.652 Additions 205 13 218 218 Write-off -20 -20 -20 Depreciation (Note 8.4) -1.342 -101 -69 -9 -72 -1.593 Financial costs 1.708 Interest repayments -1.708 Repayments -410 Balance at 31.12.2024 35.226 383 1.610 16 330 37.602 47.440
343 COMPANY Amounts in thousands € Concession of the Greek State Vehicles Land use Photocopiers /Printers Offices Total Lease commitments Balance at 1.1.2023 37.910 215 1.748 24 39.898 47.342 Additions 182 481 663 663 Write-off -36 -36 -36 Depreciation (Note 8.4) -1.342 -61 -69 -12 -42 -1.527 Financial costs 1.712 Interest repayments -1.712 Repayments -317 Balance at 31.12.2023 36.568 299 1.679 11 439 38.997 47.652 Balance at 1.1.2024 36.568 299 1.679 11 439 38.997 47.652 Additions 205 13 218 218 Write-off -20 -20 -20 Depreciation (Note 8.4) -1.342 -101 -69 -9 -72 -1.593 Financial costs 1.708 Interest repayments -1.708 Repayments -410 Balance at 31.12.2024 35.226 383 1.610 16 367 37.602 47.440 8.29 Earnings per share The basic earnings per share are calculated by dividing the profit or loss corresponding to the holders of common shares of the parent economic entity with the average weighted number of common shares in circulation during the fiscal year. Diluted earnings per share are calculated by dividing the net profit attributable to the shareholders (after the deduction in the income statement of the impact from the conversion of conditional assets convertible to shares) with the average weighted number of shares in circulation during the fiscal year (adjusted for the impact of the conditional assets convertible to shares). There were no bonds convertible to shares or other conditional titles convertible to shares which could decrease the profits during the fiscal years to which the corporate and consolidated financial statements financial statements attached refer, and consequently, no diluted earnings per share have been separately calculated. The calculation of the basic and diluted earnings per share for the fiscal years that ended on December 31, 2024 and 2023 is as follows:
344

| GROUP | GROUP | COMPANY | COMPANY
| 01.01- 31.12.2024 | 01.01- 31.12.2023 | 01.01- 31.12.2024 | 01.01- 31.12.2023
Net profits corresponding to the company's shareholders (amount in thousands) | 28.023 | 20.251 | 28.015 | 17.527
Average weighted number of common shares | 10.080.000 | 10.080.000 | 10.080.000 | 10.080.000
Basic and diluted earnings per share (€/share) | 2,78 | 2,01 | 2,78 | 1,74

8.30 Events after the date of the financial statements In January 2025 the company ‘Leonidsport B.V.’ submitted a proposal to the shareholders of ThPA S.A. for the acquisition of up to 2,116,800 ordinary registered voting shares, representing 21.00% of the total paid-up share capital and voting rights of the Company. On 21/2/2025 ‘Leonidsport B.V.’ announced the results of the voluntary public offer and in particular, during the acceptance period of the public offer, i.e. from 23/01/2025 to 20/02/2025, when the acceptance period ended, no acceptance statement was submitted, while ‘Leonidsport B.V.’ acquired, through the Athens Stock Exchange, 260,420 shares of the Company, representing approximately 2.58% of the total paid-up share capital and voting rights of the Company at a price per Share equal to the Offer Price, i.e. € 27.00 per share. In February 2025, the Master Plan for the Port of Thessaloniki was approved with the issuance of Presidential Decree No. 12/2025 (Government Gazette A' 18/10-2-2025). The Company is now able to proceed with the full implementation of its development plan through specific projects and investments. In particular, with the approval of the updated Master Plan and the Strategic Environmental Impact Study, ThPA S.A. is in a place to fully implement the mandatory investments related to the upgrading and modernization of the port. Among the important investments that will be further promoted by ThPA S.A., the expansion project of Pier 6 plays a key role. Following the issuance of the Presidential Decree on the Master Plan, the procedures for the implementation of the investment in Pier 6 will be initiated immediately, with the receipt of all necessary permits for the relevant construction works, a development which is expected within the next few months. During the same period, Ms Theodora Riga, General Manager of Strategic Communications, left the Company. Also, the National Investment Fund announced the cancellation of the tender for the acquisition of the majority stake of 67% in Volos Port Authority (OLV SA), in which ThPA SA had been selected as the preferred investor since 2023. On March 31, 2025, the Company announced that Mr. Charalambis Karamanes retired as General Technical Director. Besides above, there have been no other events subsequent to the consolidated financial statements for the year ended 31 December 2024 that materially affect the understanding of these consolidated financial statements and should either be disclosed or differentiate the disclosures in the published consolidated financial statements.
345 THESSALONIKI, 15/04/2025 THOSE RESPONSIBLE FOR THE PREPARATION OF THE FINANCIAL STATEMENTS THE BoD EXECUTIVE CHAIRMAN THE CHIEF EXECUTIVE OFFICER OF ThPA S.A. THE CHIEF FINANCIAL OFFICER OF ThPA S.A. THE HEAD OF THE ACCOUNTING DEPARTMENT ATHANASIOS LIAGKOS IOANNIS TSARAS SPYROS STAMOU PANAGIOTIS NYDRIOTIS ID Card No ΑΚ 148312 ID Card No ΑΝ 708419 ID Card no. ΑZ 101806 ID Card No. ΑI 147478 LICENSE NO 0100227 A CLASS