i) The hereby annual separate and consolidated financial statements of the Company TERNA ENERGY S.A. of the annual period from January 1st 2022 to December 31st 2022, that has been prepared according to the applicable accounting standards, reflect truly and fairly assets and liabilities, equity, and the financial results of the Company as well as the companies that has been included in the consolidation in aggregate, and

ii) The attached BoD Report provides a true and fair view of the Company’s evolution, performance, and position, as well as of the companies included in the consolidation in aggregate. A description of the main risks and uncertainties to which they are exposed is also encompassed in the Report.

Athens , 19/04/2023

The Certifiers

Chairman of the BoD

Chief Executive Officer

Member of the BoD

George Peristeris

Emmanouil Maragoudakis

George Spirou

TERNA ENERGY GROUP

Annual Financial Report for the Year 2022

(Amounts in thousands of Euros unless mentioned otherwise)

II. ANNUAL MANAGEMENT REPORT OF THE BOARD OF DIRECTORS OF “TERNA ENERGY SOCIETE ANONYME INDUSTRIAL COMMERCIAL AND TECHNICAL COMPANY” ON CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS FOR FINANCIAL YEAR 2022

Dear Shareholders,

In compliance with provisions of Law 4548/2018 as well as Law 3556/2007 Article 4 par. 2(c), 6,7 & 8 and the decisions issued by the Hellenic Capital Market Commission under No. 8/754/14.4.2016 Article 2 and the Company’s Articles of Association, we are hereby submitting the annual management report of the Board of Directors for the financial year from 01/01/2022 to 31/12/2022.

The present report discloses the financial and non-financial reporting for fiscal year 2022 of TERNA ENERGY Group, as well as the most significant events that occurred (prior and after the financial statements reporting date). It further describes the main risks and contingencies that the Group may be exposed to in 2023 and presents significant transactions between the Company and its related parties.

A) Financial Developments and Performance of fiscal year 2022

Despite the challenges encountered from the beginning of the year, the Greek economy in 2022 recorded significant growth, which was higher than the European average and almost double the estimates at the beginning of last year (after the start of the war in Ukraine). According to provisional ELSTAT data, the Greek economy grew by 5,9% in 2022 with GDP reaching €192 billion from €181 billion in 2021. This was mainly driven by an increase in private consumption, investment and tourism despite increased imports and reduced government spending.

Specifically, in the first semester of the financial year, the economy recorded a strong growth rate (+7,5%), supported mainly by private consumption and investment, which recorded a double-digit growth rate, as well as the lower base rate of growth. From the third quarter of the year, however, the growth rate slowed down as the high inflation appeared to have a greater impact on consumption expenditure and, to be noted, the higher base rate of growth.

A significant contribution was made by investments in 2022, with the public investment program amounting to 11,0 billion for 2022. Furthermore, foreign direct investment hit an all-time record in 2022, reaching EUR 6,24 billion compared to EUR 5,56 billion in 2021. The significant financial contribution from the Recovery and Resilience Fund is also worth to be noted, with Greece showing one of the highest absorption rates in the European Union with 11,4 billion (about 6,4% of GDP) distributed in the country since August 2021 so far. Finally, the significantly improved liquidity conditions are highlighted with deposits exceeding 180 billion, the highest level since 2011.

The Consumer Price Index according to the latest ELSTAT data for the whole of 2022 stands at 9,6%, showing a steady deceleration in the last quarter of the year as a result of the decline in energy prices and the higher base rate. In December the index stood at 7,2%, lower than the euro area index of 9,2%.

TERNA ENERGY GROUP

Annual Financial Report for the Year 2022

(Amounts in thousands of Euros unless mentioned otherwise)

A further decline in the unemployment rate had a positive impact on consumer spending, with the seasonally adjusted unemployment rate in December 2022 standing at 11,6%, down from 12,9% in December 2021, levels observed before 2010.

In the export sector, tourism had a very strong performance with total collections reaching 17,6 billion (97% compared to 2019) while visitors reached 27,8 million (89% compared to 2019). On the other hand, imports also recorded a significant increase due to increased energy prices, resulting in a higher current account balance compared to 2021.

In the fiscal area, according to the latest data, results are expected to exceed targets, with the primary deficit expected to be in the range of 1,2% compared to the target of 1,6% in line with improved tax revenues and higher growth despite the measures of supporting households from inflationary pressures. To be noted that based on Ministry of Finance data, the government has supported households and businesses against the energy crisis with 10,7 billion in 2022.

The interest rate of the Greek 10-year benchmark bond at the end of December reached 4,3%, compared to 1,2% at the beginning of the year as a result of the upward cycle of interest rates in global markets, with the spread over the German bonds increasing by about 50 basis points to 200 basis points. In total for 2022, the Hellenic Republic borrowed EUR 8,3 billion from the markets through bond issuance, while the country's credit rating was improved by one grade in 2022 by 3 rating agencies (S&P, DBRS, R&I). Greece, at the end of 2022, was one point below the investment grade according to Scope, DBRS, S&P and R&I, 2 points below according to Fitch and 3 for Moody's.

Perspectives of the Greek Economy

The Greek economy is expected to continue growing in 2023 but at significantly slower rates as a result of slower Eurozone growth and inflationary pressures that are likely to affect private consumption. In addition, the shift in monetary policy to a more restrictive stance is expected to have an inhibiting effect on economic activity. Nonetheless, effective use of the resources of the EU's long-term budget 2021-2027 and the European Recovery and Resilience Mechanism may moderate the impact of the energy crisis on the economy.

According to the Bank of Greece, the Greek economy is expected to grow at a rate of 1,5% in 2023, remaining above the European average (+0,8% according to the European Commission, +0,5% according to the ECB).

The decline in inflation rate is expected to gradually moderate the impact on households, helping consumption in conjunction with the announced increases in wages and pensions. A positive contribution is also expected from the public investment program amounting to 12 billion for 2023 according to the budget and the utilization of RRF money. Tourism is also expected to be positive for another consecutive year. Finally, a series of positive trends for the European economy are noted in recent months, with lower energy prices due to a milder winter and a diversified import mix, business resilience and labour market helping the European economy to avoid recession in late 2022 and early 2023.

On a longer-term horizon, the outlook for the Greek economy remains positive, with the Bank of Greece forecasting growth of 3,0% for 2024 and 2,8% for 2025 (compared to 1,9% and 1,8% respectively for the

TERNA ENERGY GROUP

Annual Financial Report for the Year 2022

(Amounts in thousands of Euros unless mentioned otherwise)

Eurozone), given the de-escalation of the geopolitical crisis and a reduction in energy prices, a positive development of tourism and the implementation of significant investment projects.

Energy sector trends and the crisis impact

Since Autumn 2021 the global energy system has been under a severe disruption which was further exacerbated in early 2022 by Russia's military aggression against Ukraine. The sharp rise in energy prices generated significant inflationary pressures as well as raised doubts about energy security.

The country's energy needs are mainly covered by imports (crude oil and natural gas) and, to a lesser extent, by domestic production of solid fuels and renewable energy sources (RES). Greece's primary energy import dependency ratio is around 85% compared to 60% in the EU-27, indicating the country's high energy dependency. However, this dependence is partly counterbalanced by the country's diversified sources of supply as a consequence of its geographical position and the investments that have been made in the relevant infrastructure.

The result of this was the country's being able to meet its energy needs without significant problems in 2022. It is remarkable that gas imports from Russia for both domestic consumption and export in 2022 were reduced by 16% (with total demand increasing by 11% due to increased exports) and limited to 33% of the total in 2022 from 45% in 2021.

After a period of very low international gas prices, which reflected the reduced demand because of the pandemic, from mid-2021 prices showed a strongly upward tendency. Hence, the average import price for Greece increased from 15,2 EUR/MWh in January 2021 to 98,2 EUR/MWh in January 2022 and to reach 175,5 EUR/MWh in September 2022. Since then, it has been following a steadily decreasing tendency in line with international markets.

The increase in natural gas supply prices pushed up the wholesale electricity prices on the Greek Energy Exchange Market, which recorded an equally steep rise. In August 2022, wholesale electricity prices including surcharges (for balancing and other ancillary services) reached EUR 454,9/MWh compared to EUR 251/MWh in January before falling to EUR 311,9/MWh in December. Overall, for 2022 the wholesale price reached 306,6 EUR/MWh compared to 132,1 EUR/MWh in 2021. The increased prices of CO2 emission allowances have also contributed to the increase in electricity prices but their impact on electricity prices is lower than the effect of the increase in gas prices.

Given the rise in gas import prices and wholesale electricity prices, retail gas and electricity prices have shown a significant increase, essentially forcing the government to proceed with rebates on energy bills for businesses and households. In total for the year, it is estimated that after the subsidies the burden on households and businesses amounted to 20%-50% (depending on consumption).

In an effort to reduce the impact of the energy crisis, the Greek government has introduced a series of regulatory interventions in the energy market to