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Integrated Annual Report
2025
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Table of contents
MANAGEMENT REPORT .................................................................................................................................................................................. 3
CEO statement ................................................................................................................................................................................................... 6
1. „Amber Grid“– who we are ......................................................................................................................................................................... 9
1.1. Basic details .................................................................................................................................................................................................................................................................... 9
1.2. Performance indicators ............................................................................................................................................................................................................................................... 9
1.3. Membership .................................................................................................................................................................................................................................................................... 9
2. Operating Environment and Regulatory Framework ......................................................................................................................... 12
2.1. Business environment and forecast ..................................................................................................................................................................................................................... 12
2.2. Regulatory environment ........................................................................................................................................................................................................................................... 13
2.3. Significant events ........................................................................................................................................................................................................................................................ 13
3. Operational strategy and planned investments .................................................................................................................................. 18
3.1. Vision, mission, obligations, priorities .................................................................................................................................................................................................................. 18
3.2. Operating and financial objectives ........................................................................................................................................................................................................................ 21
3.3. 10-year network development plan .................................................................................................................................................................................................................... 22
4. Our performance results ........................................................................................................................................................................... 25
4.1. Transmission system .................................................................................................................................................................................................................................................. 25
4.2. Maintenance, reconstruction and modernisation ............................................................................................................................................................................................. 25
4.3. Market for the services provided ........................................................................................................................................................................................................................... 26
4.4. Customers ...................................................................................................................................................................................................................................................................... 26
4.5. Services provided ........................................................................................................................................................................................................................................................ 26
4.6. Green gas activities .................................................................................................................................................................................................................................................... 30
4.7. Research & development activities....................................................................................................................................................................................................................... 32
4.8. Business plans and prospects ................................................................................................................................................................................................................................ 33
4.9. Financial report ............................................................................................................................................................................................................................................................ 34
5. How we make decisions ........................................................................................................................................................................... 42
5.1. Management structure .............................................................................................................................................................................................................................................. 42
5.2. How we make decisions ........................................................................................................................................................................................................................................... 45
5.3. Information on compliance with the corporate governance code .............................................................................................................................................................. 54
5.4. Issued capital ................................................................................................................................................................................................................................................................ 54
5.5. Shares and shareholder rights ............................................................................................................................................................................................................................... 54
5.6. Shareholders ................................................................................................................................................................................................................................................................. 55
5.7. Trading in securities on regulated markets ........................................................................................................................................................................................................ 55
5.8. Dividends ....................................................................................................................................................................................................................................................................... 56
5.9. Agreements with intermediaries of public trading in securities ................................................................................................................................................................ 56
5.10. Risk management framework .............................................................................................................................................................................................................................. 57
5.11. Key risks and their management ........................................................................................................................................................................................................................ 57
6. Sustainability report .................................................................................................................................................................................. 63
6.1. ESRS 2 General information ................................................................................................................................................................................................................................... 63
6.2. Environmental area .................................................................................................................................................................................................................................................... 88
6.3. Social area .................................................................................................................................................................................................................................................................. 119
6.4. Governance area ....................................................................................................................................................................................................................................................... 149
6.5. Annexes ....................................................................................................................................................................................................................................................................... 157
7. Index .......................................................................................................................................................................................................... 176
8. Significant events during the reporting period .................................................................................................................................. 187
9. Annexes...................................................................................................................................................................................................... 189
FINANCIAL STATEMENTS .......................................................................................................................................................................... 207
CONFIRMATION OF RESPONSIBLE PERSONS
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MANAGEMENT REPORT
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Chairman‘s Foreword
Dear all,
In 2025, our targeted efforts were focused on strengthening infrastructure,
competencies, and organizational resilience. We opened the year with the
selection of a new Company’s CEO, where Nemunas Biknius was appointed..
This gave an opportunity to continue with the planned strategic directions.
Particular attention is paid to the security of the main gas pipeline. We have
performed internal diagnostics and spearheaded long-term solutions, ensuring
sound operation of the gas transmission system in the future. The incident at
the Pabradė Training Area in the spring proves the relevance of reinforcing
prevention, and enhancing public and institutional relations to avoid undue risks
posed by activities near the infrastructure.
Proceeding with further infrastructure modernization, we have opened a new
System Control Centre, signed a contract for the electrification of the Jauniūnai
Compressor Station, and have launched the procurement of the reconstruction
of the Panevėžys Gas Compressor Station. We have engaged in a dialogue with
the regulator on relining critical gas pipeline sections as required to ensure the
reliability of the system.
For the first time, Amber Grid has prepared and presented a network
optimization plan to the Board, and has initiated joint electricity, gas, and
hydrogen system development scenarios as the basis for ten-year development
plans. Our aim is to ensure effective use and development of transmission
system meeting the actual needs for both, Lithuania and the region.
The completed sale of GET Baltic is also worth mentioning. From now on, Baltic
gas suppliers form an integral part of a single trading system, the European
Energy Exchange AG. This has strengthened gas market integration and
improved regional competitiveness.
We have kept our efforts continued our focus on green gas, progressing to the
next phase of the Hydrogen Corridor and initiating technical and economic
feasibility studies, financially supported by the European Union. The Company
is strengthening its excellence in green hydrogen and synthetic fuels, and has
carried out and published an analysis of the potential for synthetic fuel
production, export and storage. To make decisions driven by market demand
and trends, we conduct market surveys on a regular basis. We also observe the
upwards trend in the biomethane sector, while the connection to the AIB Hub
has paved the way for further green gas development and opened up
international biomethane trading opportunities.
We continue to extend our support to Ukraine: 55 vehicles and 4 generators
were handed over to Ukrainian emergency services in 2025. From the outbreak
of large-scale war in 2022, we have provided support and humanitarian
assistance to Ukraine for EUR 172 thousand.
Looking ahead to 2026 and beyond, we see definite trends. Gas consumption
in Lithuania does not show any decrease, marking the start of the year with new
record-high consumption and transmission levels. Cold spells further
underscored the importance of gas infrastructure for the Lithuanian and
European economy and resilience.
We will maintain the Company’s focus on strengthening the resilience of the
system by investing in physical and cyber security, business continuity plans,
and employee professional development. Occupational safety and competency
building also remains a priority.
I thank all - employees, management personnel and the Board for the trust and
joint efforts. Through consistent implementation of the Amber
Grid’s Strategy, we continue to strengthen the Company as a solid pillar of the
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energy system and an active player in the development of green gas and new
technologies.
Yours faithfully,
Chairman of the Board of Amber Grid
Paulius Butkus
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CEO statement
Dear colleagues, partners and customers,
In this Amber Grid Integrated Annual Report, we present a comprehensive
overview of the year 2025 – our operating principles, values, key operational
and financial indicators, and the strategic directions we continue to pursue.
The past year was marked by significant structural changes in the national gas
sector. Although overall gas consumption in Lithuania decreased due to lower
demand from the fertilizer industry, international gas flows increased, further
strengthening the strategic importance of our system: gas flows to Latvia and
Poland grew substantially, while export volumes were driven by rising demand
in Ukraine.
Imports through the Klaipėda LNG terminal reached 30.5 TWh, enabling an
increase in international flows. Gas flows to Latvia grew by nearly one-third,
and to Poland – almost twofold. The latter increase was driven by the
opportunity to redirect part of the gas to meet newly emerging demand in
Ukraine. Overall, international gas flows grew by 15 percent last year. In the
coming years, we aim to fully leverage the system’s potential by attracting new
clients from across Europe.
In 2025, we completed the strategic process launched in early 2023 – the
transfer of GET Baltic shares to our partner, European Energy Exchange AG
(EEX). The integration of GET Baltic into one of Europe’s largest energy
exchanges strengthened regional market liquidity, increased competition, and
provided market participants with access to more advanced trading tools and a
broader range of services. This is an important step for the development of the
gas markets in Lithuania, Latvia, Estonia and Finland.
The geopolitical situation remains tense, so we place particular emphasis on
the safety and reliability of the gas transmission system. Energy security is the
foundation of the country’s sustainable development. We continuously carry
out technical inspections, maintenance and restoration works, and business
resilience remains a priority in our daily operations. Last year, for the first time,
we held national-level complex emergency exercises at the Jauniūnai gas
compressor station, where together with responsible institutions we tested
preparedness for extreme and hybrid incident scenarios.
The year was also important for hydrogen-related legislation. A working group
of the Ministry of Energy began drafting the Hydrogen Law and amendments
to energy legislation, transposing EU directives and creating conditions for the
development of the hydrogen market and infrastructure. The draft outlines a
clear framework for sector organisation, licensing, network development and
compensation, and includes the necessary legal analysis for hydrogen network
design and construction. Parliamentary deliberations are planned for the spring
– a significant step in Lithuania’s energy transition and the strengthening of the
green economy.
In 2026, we will devote considerable attention to preparing secondary
legislation on network operation, installation and protection, and we will
participate in the development of the EU Network Package, which will
accelerate the expansion of cross-border energy networks, reduce
administrative burdens and enable financing for critical infrastructure security
and resilience.
Another important direction is the biomethane market. Five biomethane
producers are already connected to Lithuania’s transmission system, one to the
distribution system, and nine more are preparing to connect within the next
couple of years. In 2025, around 277 GWh of biomethane was injected into the
transmission and distribution systems, and by 2028 injection volumes are
expected to reach approximately 815 GWh. Trade and investment will be
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further stimulated by Lithuania’s 2025 accession to the international
biomethane guarantees of origin trading platform.
With increasing attention to sustainable operations, Amber Grid has begun
monitoring a broader range of sustainability indicators. We aim to adhere to the
highest sustainability governance standards so that these principles are not
only declared but genuinely integrated into strategic decisions and daily
activities. We prepare our sustainability report voluntarily, seeking to align as
closely as possible with European sustainability reporting standards.
These ambitious goals cannot be achieved alone. That is why I highly value
Amber Grid’s membership in the EPSO-G group of companies. Together we can
achieve far more than individually. Cooperation and synergy within the group
bring significantly greater benefits than working in separate areas.
Looking back at 2025, I would like to sincerely thank the Amber Grid team for
their dedication, professionalism and consistent work in the energy sector. I also
thank our clients, partners and shareholders for their trust and cooperation. The
year 2026 has already begun with new ideas, planned investments and
necessary changes. As we pursue long-term goals, we are ready to seize
emerging opportunities, overcome upcoming challenges and create value for
both our clients and the state. I am confident that together we will be even
stronger.
Sincerely,
Nemunas Biknius
CEO of Amber Grid
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01
„Amber Grid“ – who we are
1.1. Basic details
1.2. Performance indicators
1.3. Membership
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AMBER GRID MANAGEMENT REPORT 2025.
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1. „Amber Grid“– who we are
The management report covers the reporting period for the year 2025.
1.1. Basic details
Company name
Amber Grid AB (hereinafter “Amber Grid” or the “Company”)
Legal form
Public limited liability company
Date of registration and name of register
25 June 2013, Register of Legal Entities
Legal entity code
303090867
Manager of the Register of Legal Entities
State Enterprise Centre of Registers
Issued capital
EUR 51,730,929.06
LEI code
097900BGMP0000061061
Registered office address
Laisvės ave. 10, LT-04215 Vilnius, Lithuania
Phone
+370 5 236 0855
Email address
info@ambergrid.lt
Website
www.ambergrid.lt
Amber Grid is the gas transmission system operator in Lithuania, which ensures reliable and safe transporting of natural gas to
its consumers through high pressure gas pipelines. The Company is responsible for the operation, maintenance and development
of the Lithuanian gas transmission infrastructure consisting of a network of nearly 2,300 km-long gas pipelines and two gas
compressor stations. A well-developed gas transmission infrastructure in Lithuania is convenient for transporting large volumes
of energy to Poland, the Baltic States and Finland.
As part of its decarbonisation goals, Amber Gird takes active measures to look into innovative technological and market solutions
and to facilitate adaptation of the Lithuanian gas transmission system to transporting green gas, including hydrogen. Amber Grid
also administers the National Register of Guarantees of Origin for gas produced from renewable energy sources (RES).
Amber Grid is a part of the EPSO-G UAB group of companies (hereinafter “EPSO-G” or the “EPSO-G Group”). EPSO-G is a state-
owned group of energy transmission and exchange companies, and EPSO-G UAB acts as a holding company of the EPSO-G
Group, with its shareholder’s rights and obligations implemented by the Ministry of Energy of the Republic of Lithuania. For more
information about EPSO-G UAB and the EPSO-G Group, see www.epsog.lt.
The Company has no branches or representative offices.
1.2. Performance indicators
The Company’s performance indicators in 2022–2025
2025
2024
2023
2022
Quantity of gas transported to domestic exit point and
used for own needs, GWh
15,901
16,947
14,913
15,576
Quantity of gas transported to adjacent transmission
systems, GWh
37,414
38,361
46,326
48,213
Number of systems users at the end of the period
97
88
127
122
Length of main gas pipelines, km
2,288
2,288
2285
2285
Gas distribution stations and gas metering stations
(number of units)
68
68
68
68
Number of employees at the end of the period
368
345
327
327
1.3. Membership
The Company is a member and/or participant of the following organisations: European Network of Transmission System Operators
for Gas ENTSOG (www.entsog.eu), National Lithuanian Energy Association, Association Polish and Lithuanian Chamber of
Commerce, EASEE-gas Association, European Renewable Gas Registry (ERGaR) and Association of Issuing Bodies (AIB),
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AMBER GRID MANAGEMENT REPORT 2025.
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European Clean Hydrogen Alliance, Lithuanian Hydrogen Platform, Lithuanian Hydrogen Energy Association, and other
associations and initiatives relative to the Company’s business.
European Network of
Transmission System
Operators for Gas
www.entsog.eu
European Green Hydrogen
Alliance www.europa.eu/...
Association „EASEE-gas“
www.easee-gas.eu
European Hydrogen
Network Operators
Association –
www.ennoh.eu
European Renewable Gas
Registry www.ergar.org
„European hydrogen
backbone“ initiative –
www.ehb.eu
Association „Infobalt“ -
www.infobalt.lt
Polish-Lithuanian Chamber
of Commerce - www.plcc.lt
Lithuanian CO2 Platform-
enmin.lrv.lt/...
LITHUANIAN
CO
2
PLATFORM
Lithuanian Hydrogen
Platform – enmin.lrv.lt/...
LITHUANIAN
HYDROGEN
PLATFORM
National Lithuanian Energy
Association (NLEA) –
www.nlea.lt
Oil & Gas Methane
Partnership 2.0 –
www.ogmpartnership.com/
Hydrogen energy
association - www.h2lt.eu
Association of issuing
bodies - www.aib-net.org
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02
Operating Environment and Regulatory
Framework
2.1. Business environment and forecast
2.2. Regulatory environment
2.3. Significant events
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2. Operating Environment and Regulatory Framework
2.1. Business environment and forecast
More stringent EU environmental policy requirements introduced in the context of combating climate change, promotion and
development of renewable energy sources, and more efficient use of energy will reduce consumption of natural gas for both
energetic and industrial domestic needs. However, due to the limited number of alternatives in some of the industries and
segments of the transport sector, and due to competitiveness while rendering balancing, reservation services in the heat and
electricity sectors, natural gas will play an important role as a transitional source of energy in pursuance of pan-European and
national goals to reduce greenhouse gas emissions. At the same time, gas transported via the pipelines will face changes, with
green gas making up an increasing share: biomethane and gas generated through the process of conversion of green electricity –
green hydrogen and synthetic methane.
On 28 June 2024, the Parliament (Seimas) of the Republic of Lithuania adopted the resolution on the Approval of the National
Climate Change Management Agenda Regarding the National Energy Independence Strategy (NEIS). In its NEIS, Lithuania has
set ambitious goals that will contribute significantly to the implementation of the United Nations’ 2030 Agenda for Sustainable
Development, and implementation of the goals set forth in the Paris Agreement, and the goals set forth in the EU’s 2030 Climate
and Energy Framework. They aim to increase the share of renewable energy sources (including biomethane and other RES-
produced gas) in the country’s total final energy consumption. The Law on Energy from Renewable Sources of the Republic of
Lithuania sets a target of at least 55% of renewable energy sources in the country’s total final energy consumption by 2030, with
a further increase in this share.
In Lithuania, similarly as in the EU, it is expected that natural gas will continue to play an important role in the energy mix at the
time of transition to a low-carbon economy. The domestic annual demand for natural gas will reach around 17 TWh by 2030, of
which more than 50% will represent demand for gas as a raw material in the fertilizer production industry.
There is an urgency to transform Europe’s energy system:
In response to the difficulties and disruptions in the global energy market caused by Russia’s invasion of Ukraine, the European
Commission (EC) launched the RePowerEU plan in 2022 to gradually phase out Russian fossil fuel imports.
As foreseen in the REPowerEU Plan, the objectives will be pursued by:
• energy savings,
• diversification of energy supplies,
• accelerated roll-out of renewable energy
In pursuit of full energy independence from the Russian gas, and in
response to Russia’s blackmailing of Europe over energy and the
outbreak of war in Ukraine, as of 1 April 2022, Lithuania has wean
itself off Russian gas: the Lithuanian gas transmission system
operates without imported Russian gas. Lithuania’s entire gas
demand is met through Klaipėda Liquefied Natural Gas (LNG)
terminal, and Santaka entry point for gas from Poland, and Kiemėnai
entry point for gas from Latvia.
Gas is continued to be transported to the Kaliningrad Region by
transit through Lithuania, however, in an unusual technical mode,
which ensures transmission of gas only to the extent necessary for
the transit.
During 2025, 33.9 terawatt hours (TWh) of gas was supplied to
Lithuania, excluding gas transported to the Kaliningrad Region. This
was 14.6% more compared to the total quantity supplied in 2024,
when 29.6 TWh of gas was transported to Lithuania. The pipeline
connection to Latvia transported 12.7 TWh of gas for the needs of
other Baltic States and Finland, which is by 31.3% more than 10.0
TWh transported towards the Baltic States in 2024. The pipeline
connection to Poland transported 5.0 TWh of gas, which was 95.0%
more compared to 2.5 TWh transported towards Poland in 2024.
Decrease in gas consumption in Lithuania in 2025 was marginal. In
total 15.9 TWh of gas was consumed in Lithuania during 2025,
which was 6.2% less than 16.9 TWh of gas demand in 2024.
Klaipėda LNG terminal continues to be the most
important source of gas supply for Lithuania and the
Baltic States.
During 2025, 30.5 TWh of gas or 90.0% was supplied
from the terminal, 2.6 TWh or 7.5% – from Latvia, 0.6
TWh or 1.7% – from Poland, and 0.3 TWh or 0.8%
from biogas producers of total gas input. Klaipėda LNG
terminal capacity is fully booked until 2033, i.e. each
year, 33 TWh of its capacity will be allocated to the
terminal’s customers.
The guarantees of origin were also issued for the
biomethane which has been produced in Lithuania and
fed into transmission network since the summer of
2023. By the end of 2023, 47 GWh of biomethane had
been produced in Lithuania and fed into the Amber
Grid’s transmission system. During 2024 and 2025,
127 GWh and 277 GWh, respectively, had been fed
into the natural gas transmission and distribution
systems.
In 2025, three biogas producer systems were
connected to the Amber Grid’s transmission network,
and one to the natural gas distribution network.
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The gas sector and networks can effectively contribute to the creation and development of the European hydrogen economy as
envisaged in the EU Hydrogen Strategy. The European Commission envisages two phases – the transition period until 2030 and
the period until the hydrogen market is established in 2050.
On 13 June 2024, the hydrogen and gas decarbonisation package was adopted (hereinafter the “Gas Package”). The Package
comprises a Regulation and a Directive. The aim of the initiative of the proposals stipulated in the Directive and the Regulation is
to facilitate the integration of renewable and low-carbon gas, particularly hydrogen and biomethane, into the energy system. The
objective is a 55% reduction in methane emissions compared to 1990 by 2030 and the achievement of the climate-neural
economy in the EU by 2050.
One of the main objectives of the Gas Package is to create the hydrogen market, develop a proper environment for investments
and facilitate the development of the related infrastructure and trade with the third parties. Firstly, the access to the hydrogen
infrastructure, segregation of the hydrogen production and transport activities and setting the tariffs will be governed by the
market rules.
The year 2025 was dedicated to transposing the provisions of the Gas Package into Lithuanian legislation. The inter-institutional
working group established by the Minister of Energy prepared the draft Law on Hydrogen and Law on Electricity, which were
published at the end of the year for comments from the stakeholders.
On 13 June 2024, the EU regulation on the reduction of methane emissions in the energy sector was adopted and officially
entered into force on 5 August 2024. The requirements in this Regulation aim to increase the transparency of imports of fossil
energy (e.g. natural gas, oil and coal) into the EU, promote the wider application of measures to reduce methane emissions in the
energy sector, and harmonize comprehensive standards for the measurement, reporting and verification (MRV) of methane
emissions and guidelines. The requirements of this Regulation will have a great impact on the organization of the Company’s
activities.
On December 10, 2025, the European Commission published the EU Grid Package. It presents proposals aimed at promoting
investments in networks, accelerating permitting procedures for infrastructure development projects, and improving coordination
of network planning at the EU level. Significant attention is given to the resilience and security of energy networks. Member
States are currently submitting their positions on the package.
2.2. Regulatory environment
In December 2024, the public consultation initiated by NERC on the principles of the pricing methodology applicable from the
2026 tariff period was closed on 14 February 2025.
In May 2025, taking into account the results of the finalised public consultation, NERC updated the Methodology for Determining
Revenue From and Prices for Regulated Natural Gas Transmission Activities. The updated methodology also considers the
implementation of the provisions of the Regulation on Decarbonisation announced during the public consultation, which provides
for a 100% discount to be applied to the internal entry point, i.e. the point for entry of green gas (biogas, hydrogen) into the
transmission system.
The updated methodology will be applicable from the 2026 tarif period. There were no other significant changes in the regulatory
framework in 2025.
2.3. Significant events
1
st
January. Acting as the administrator of LNG terminal funds and in accordance with the LNGT funds administration
procedure amended by the National Energy Regulatory Council (VERT), and implementing VERT Resolution No.
O3E-1469 of 27 November 2024, which established a negative additional natural gas supply security component
of –25.55 EUR/(MWh/day/year) to the natural gas transmission price (taking into account the LNGT activity results
of KN Energies), Amber Grid returned LNGT maintenance funds to their payers (users of the natural gas transmission
system) from the beginning of 2025 until June 30.
14
th
February. In 2024, the public consultation opened by NERC regarding the reference price methodology for
determining the tariffs of services provided by Amber Grid as of 2026 was ended. Some of the envisaged pricing
amendments are also driven by the provisions of the Regulation on Decarbonisation, adopted in mid-2024. Taking
into account comments and recommendations received through the public consultation, in 2025, NERC updated the
Methodology for Determining Revenue from and Prices for Regulated Natural Gas Transmission Activities and
introduced new principles of calculating prices, which were applied when setting prices for 2026.
01
JANUARY
02
FEBRUARY
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AMBER GRID MANAGEMENT REPORT 2025.
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20
th
March, the new System Control Centre (SCC) was opened. Approximately EUR 1.6 million was invested in the
project, which was completed in a year and a half. This is an important strategic investment that strengthens the
country’s energy security, independence, gas transmission reliability, and resilience to emergency situations.
The new System Control Centre is equipped with a modern SCADA system that enables remote monitoring and
control of the entire Lithuanian gas transmission network. Continuous monitoring of gas parameters and real‑time
operational control ensure stable and safe management of natural and green gas flows. Using the SCADA system,
engineers can operate pipeline valves in real time, allowing them to respond efficiently to system disruptions or
emergency situations and reduce gas release into the atmosphere in the event of an incident.
4
th
April. The Board of Amber Grid appointed Nemunas Biknius as the Company’s CEO for a new 5-year term of
office. Mr. Biknius has been in charge of the Company since April 2020, having served as interim manager for almost
six months by then. Previously Mr. Biknius served as a Strategy and Development Director at EPSO-G, the
shareholder of Amber Grid.
30
th
April. The ordinary General Meeting of Shareholders of Amber Grid resolved to distribute the Company’s profit
for 2024 and to grant a dividend of EUR 0.0599 per share. In total, EUR 10.7 million in dividends was paid.
29
th
May. The National Energy Regulatory Council approved natural gas transmission service prices effective from
1
st
January 2026. The average price for transmission services for Lithuanian consumers in 2026 will decrease by
5% to EUR 1.52/MWh compared to the 2025 price for Lithuanian consumers (1.60 EUR/MWh). The gas
transmission service price makes up only a few percent of the final price paid by consumers for gas.
29
th
May. NERC approved a security component, with the effect from 1
st
January 2025, which is set negative at -43
EUR (MWh/day/year), reducing transmission tariff.
25
th
June. By implementing the Action Plan for the Implementation of the Guidelines for Hydrogen Development in
Lithuania 2025-2027 and seeking to ensure the smooth transposition of Directive (EU) 2024/1788 of the European
Parliament and of the Council of 13 June 2024 on common rules for the internal markets for renewable gas, natural
gas and hydrogen, amending Directive (EU) 2023/1791 and repealing Directive 2009/73/EC into national
legislation, the Minister of Energy of the Republic of Lithuania established an inter-institutional working group to
create a legal regulatory framework for green hydrogen and its derivatives in Lithuania.
The working group is tasked with drafting laws on the transposition of the EU Directives into national legislation
and submitting a proposals for legislation necessary to establish the European hydrogen network corridor in
Lithuania, which will connect Finland with Germany (Nordic-Baltic Hydrogen Corridor), as well as submitting
proposals for other legislation necessary to create a favourable legal regulatory environment for green hydrogen
and its derivatives.
1
st
July. The project promoters of the Nordic-Baltic Hydrogen Corridor (NBHC), Finland's “Gasgrid vetyverkot Oy”,
Estonia's “Elering”, Latvia's “Conexus Baltic Grid”, Lithuania's “Amber Grid”, Poland's “GAZ-SYSTEM”, Germany's
“ONTRAS Gastransport”, and the European Climate, Infrastructure and Environment Executive Agency (CINEA),
signed an agreement for the European Union’s (EU) financial support for the Nordic-Baltic Hydrogen Corridor. A
maximum amount of EUR 6.8 million will be earmarked for the feasibility study phase of the Nordic-Baltic Hydrogen
Corridor. Amber Grid submitted a 10-year network development plan for the gas transmission system operator to
NERC following a public consultation in June Key elements of the plan include: upgrading existing gas infrastructure,
ensuring security, increasing resilience to crisis situations, developing alternative energy sources, integrating
renewable energy, developing a hydrogen transport network, synergies between the gas and electricity sectors,
and reducing greenhouse gas (GHG) emissions.
13
th
August. NERC set the weighted average cost of capital (WACC) to be applied to Amber Grid from 2026. WACC
will decrease from 5.63 in 2025 to 5.58% in 2026.
04
APRIL
05
MAY
06
JUNE
07
JULY
08
AUGUST
03
MARCH
15
AMBER GRID MANAGEMENT REPORT 2025.
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10
th
September, Amber Grid and MR Group signed a contract for the installation of a new electric compressor at the
Jauniūnai Compressor Station. The contract is valued at EUR 30.9 million (EUR 37.4 million including VAT). The
works will last 42 months and will begin in September this year.
Under the agreement, design and construction works will be carried out, including the installation of an integrated
electric gas compressor with a capacity of around 5 MW, along with all associated equipment. A new high-voltage
power line will also be built from Širvintos to the Jauniūnai Compressor Station to ensure the required electrical
capacity.
22
nd
September. A new Guarantees of Origin registry for renewable energy sources was launched. The service will
be provided by Grexel Systems Oy, a Finish company. Amber Grid selected Grexel Systems Oy as a new service
provider for the Guarantees of Origin registry for renewable energy sources. The new registry was launched on 22
September.
13
th
October. The European Energy Exchange AG (EEX) and the Lithuanian gas transmission system operator Amber
Grid completed the strategic process started back in 2023 – the transfer of shares of GET Baltic to the partner that
won the international public tender. In the first phase, in 2023, after approval from Amber Grid’s Board and General
Meeting of Shareholders, and having evaluated GET Baltic’s financial results, 66% of the shares were sold for EUR
6.5 million. The current transaction for the remaining 34% of shares has been valued at EUR 3.8 million.
1
st
November. The Nordic-Baltic Hydrogen Corridor was included by the European Commission in the second list of
Projects of Common Interest (PCI) and Projects of Mutual Interest (PMI) of the European Union.
19
th
December. The Association of Issuing Bodies (AIB) officially confirmed the connection of the gas transmission
system operator Amber Grid to the AIB Hub, which enables the exchange of guarantees of origin for gas produced
from renewable energy sources between member states. From now on, guarantees of origin issued in Lithuania and
recognized internationally under the European Energy Certificate System (EECS) will be transferred via the AIB hub.
Membership in the AIB Gas Scheme Group enables the exchange of guarantees of origin between registries of
different EU countries, thereby ensuring conditions for biomethane market participants to trade renewable gas
across the entire European Union.
22
nd
December. Amber Grid concluded a tripartite debt transfer agreement with UAB EPSO-G and the Nordic
Investment Bank. Under the agreement, UAB EPSO-G assumes a loan of EUR 10.9 million granted under the loan
agreement concluded on August 19, 2015, between AB Amber Grid and NIB, which was intended to finance the
Klaipėda–Kiemėnai gas pipeline capacity expansion project (construction of the Klaipėda–Kuršėnai gas pipeline). In
addition, AB Amber Grid and UAB EPSO-G concluded an internal loan agreement under the same terms as those
set out in the original agreement.
25
th
December. The Ministry of Energy of the Republic of Lithuania launched an informal public consultation on the
draft Law on Hydrogen.
29
th
December. Amber Grid signed an agreement on the natural gas transit to the Kaliningrad Region through the
Republic of Lithuania. The gas transit is organized based on international agreements, the EU regulations and the
Law on Natural Gas of the Republic of Lithuania.
The new transit service conditions are set for five years – until 31
st
December 2030. The service prices are set by
the National Energy Regulatory Council, with the permissible revenue level for 2026 set at about EUR 30 million.
The current transit agreement was valid from 1
st
January 2016 to 31 December 2025.
Events after the reporting period
09
SEPTEMBER
10
OCTOBER
11
NOVEMBER
12
DECEMBER
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AMBER GRID MANAGEMENT REPORT 2025.
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7
th
January, a public consultation was launched on a 10-year joint development scenario for electricity, gas, and
hydrogen networks. It was closed on January 21. The inputs from the market participants are currently being
assessed. The 10-year joint development scenario for electricity, gas, and hydrogen networks will form an integral
part of the new ten-year network development plan (2026–2035) to be prepared in 2026.
19
th
February, the Amber Gas Corridor online seminar took place, presenting a regional natural gas transmission
initiative aimed at making more efficient use of the existing gas transmission infrastructure and regional
interconnections. The initiative links the gas markets of Finland and the Baltic States with Poland, creating a reliable
basis for bidirectional gas transportation between Finland, the Baltic States, Poland, and Central and Eastern
Europe. The initiative is jointly developed by Amber Grid (Lithuania), KN Energies (Lithuania), Conexus Baltic Grid
(Latvia), Elering (Estonia), Gasgrid Finland (Finland) and GAZ-SYSTEM (Poland).
On the 25
th
the tripartite agreement with UAB EPSO-G and the Nordic Investment Bank regarding the transfer of
debt entered into force. Together with this agreement, the internal loan agreement concluded with EPSO-G on
December 22, 2025, also entered into force.
01
JANUARY
02
FEBRUARY
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AMBER GRID MANAGEMENT REPORT 2025.
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03
Operational strategy and planned
investments
3.1. Vision, mission, obligations and priorities
3.2. Operating and financial objectives
3.3. 10-year network develpment plan
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AMBER GRID MANAGEMENT REPORT 2025.
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3. Operational strategy and planned investments
3.1. Vision, mission, obligations, priorities
In early 2025, Amber Grid’s updated Strategy to 2035 was approved, where the Company together with the EPSO-G Group
companies highlights the Group’s common mission to accelerate energy independence and increase system reliability, and its
vision to enable green transformation simultaneously safeguarding energy and national security interests. To achieve objectives,
the main directions have been outlined: to build the infrastructure of the future, to ensure reliability and security, and to be vital
and skilled strategic partner. To deliver strategic changes and objectives, we will rely on a range of empowerment tools: financing,
innovation and digitalisation, partnerships, asset development and management, improvement of supply chains and procurement.
In this journey of change, Amber Grid sees itself as a trusted partner, building the hydrogen network, the carbon ecosystem,
continuing to actively extend green gas connections to the transmission network, developing markets and strengthening
relationships with existing and future customers.
Our commitments and lines of business
Our strategic commitments consist of expanding our current core activities and developing new ones. Their interconnections are
reflected in the strategy structure.
Provider of security and
reliability
We aim to enhance security and
reliability within and beyond the
energy sector, strengthening system
flexibility and national security. Our
work is essential for a reliable future.
2
We see the energy transition as a
fundamental change. Our goal is to
build the infrastructure upon which
the net-zero energy system will be
based
1
Driver of tomorrow’s
infrastructure
Vital strategic partner
Energy transition requires a close
cooperation of various industry peers,
investors and governments. Our goal is to
be a vital partner in developing low-
carbon infrastructure and markets.
3
We exist
We seek
Our action
now
OUR PURPOSE
To power a green and
confident future in an
everchanging world
OUR VISION
To enable green transformation
simultaneously safeguarding energy
and national security interests
OUR MISSION
To accelerate energy independence
and enhance system security
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AMBER GRID MANAGEMENT REPORT 2025.
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Describing 2035 success: value proposition for stakeholders
Society
Thrives in a sustainable economy
-50%
GHG gas emission
(Scope 1 and 2)
reduction by 2030,
reaching net-zero by
2050
Partners
Closely collaborate for success
~1.4 TWh
Of RES gas injected into the gas grid in 2035
(0.13 TWh in 2024)
≥26 TWh / year
Enhanced international transmission capacity for H
2
by 2035
Founders and investors
Unlock new possibilities and reap the rewards
≥84 M EUR
Group’s adj. EBITDA 2035
Hight single digit
Average adj. ROE
90–110%
Execution of the CAPEX plan
≥70%
Employee engagement rate maintained
Top Employer certificate
Our people
Are empowered
Safe and positive workspace and culture
0 severe and fatal accidents for employees and/or
contractors
≥ 80 points
Global Customer Satisfaction Index (GCSI) as a
leading companies rating scores
Clients
Experience seamless and high-quality services
0 unplanned gas interruptions
Uninterrupted gas transmission and fast fault
recovery
≥1.6 Mt CO
2
Enhanced international transmission capacity
for CO
2
by 2035
1
4
2
3
5
Ensured safety of
people
0 accidents for those
living near gas
infrastructure
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AMBER GRID MANAGEMENT REPORT 2025.
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Below is an overview of the implementation of the Company’s Strategy to 2035 set for 2025.
In implementing our mission and pursuing our vision, we highlight three fundamental commitments, which we refer to as key
business directions for implementing strategic changes. We have also supplemented these directions with the commitment of
enabling sustainable and effective progress with the aim of implementing the Strategy.
The key directions were used as the basis for defining objectives, measures and strategic performance indicators within a short-
term horizon of three years.
Implementation of the mission, pursuit of the vision and all activities of the Company are based on the fundamental human and
professional values: we are open, responsible and reliable.
Map of strategic directions, goals and key indicators to 2035
Driver of tomorrow’s
infrastructure
Provider of security and
reliability
Vital strategic partner
Architects of sustainable and
efficient progress
Strategic
direction and
ambition
To build the
infrastructure upon which
the future of energy will
be based
To enhance security and
reliability within and
beyond the energy sector,
strengthening system
flexibility and national
security
Be a vital partner in
developing low-carbon
infrastructure and markets
Create sustainable and efficient
progress through our actions,
fostering financial stability,
sustainable performance and
continuous improvement
Strategic
objectives
• Optimise transmission
networks, considering
growing gas
consumption needs
• Develop hydrogen
activities
• Develop CO
2
activities
• Ensure resilient energy
system
• Ensure RES and cross-
sector integration
• Create a customer-
oriented organisation
• Operate with sustainably and
responsibly in mind
• Effectively manage finances
and resources
• Build progressive business
environment
• Build a unified, sought-after
organisation
Strategic
objective KPIs
and target
values
• Developed H
2
transmission network
with capacity of 26
TWh/year
• Developed CO
2
transmission network
with capacity of 1.6
Mt/year
• Number of unplanned
interruptions due to
operator’s fault
• Duration of unplanned
interruptions due to
operator's fault, hrs and
mins
• 1.4 TWh of gas fed into
the gas transmission
network from renewable
energy sources
• Customer satisfaction
indicator (GCSI) ≥ 80
• Environmental impact of the
Company’s activities reduced to
the extent specified
• Average adjusted ROE ≥8%
• 90-110% CAPEX achievement
• 0 severe and fatal accidents
during the operation,
reconstruction of existing and
construction of new gas
transmission networks; 0
accidents for those living near
gas infrastructure
• Engagement of the Group
employees ≥70
• Top Employer certificate
Key results
(targets) to 2035
• Built the first green H
2
transport network in
the region
• Built the first network
for transporting CO
2
captured by cement
producers in Lithuania
and Latvia via
pipelines
• Transmission network
optimised, considering
gas consumption
needs and security
• Implemented measures
ensuring national
security
• Ensured secure and
reliable gas
transmission
• Volume of RES achieved
as specified in national
documentation
• Ensured positive
customer experience
• Developed GHG emission
reduction scenarios and
implemented measures to
achieve 50% Scope 1 and 2
GHG reduction targets by 2030
• Implemented measures
ensuring occupational safety
• Empowered employees to work
smart by increasing
effectiveness and automation of
the processes, and innovating
• Implemented financial
measures to ensure the
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AMBER GRID MANAGEMENT REPORT 2025.
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Company’s financial stability,
sustainable return on capital,
and solid credit rating
• Developed and implemented a
program for improving
employee image and
competency-based leadership
In pursuit of its goals, Amber Grid continuously evaluates the implementation and progress of the Strategy. A detailed information
on the Company’s strategy is available on the Company’s website at Strategy I Amber Grid.
The following represents the status of implementation of the strategy set for 2025.
Implementation of the Company’s strategy
Strategic direction
Strategic objectives
Strategic objective KPIs and target values
Planned for
2025
Actual progress in
2025
Driver of tomorrow‘s
infrastructure
Development of hydrogen
activities
Developed H
2
transmission network
capacity, TWh/year
Implementation of preparatory work
(actions)
≥90%
Development of CO
2
activities
Developed CO
2
transmission network
capacity, Mt/year
Provider of security
and reliability
Ensure resilient energy
system
Number of unplanned interruptions due to
operator’s fault
0
0
Duration of unplanned interruptions due to
operator's fault, hrs and mins
Reliable and skilled
strategic partner
Ensure RES and cross-
sector integration
Volume of gas from renewable energy
sources fed into the gas network, TWh
0.5
0.277
To create a customer-
oriented organisation
Customer satisfaction rating among the
companies of the leading standard (GCSI)
(score)
≥80
86
Enabled functioning of
new markets
Connection of the Lithuanian Register of
Guarantees of Origin of gas produced from
RES to European systems
Preparatory work
completed 100%
95% delivery of
planned work
Architects of sustainable
and efficient progress
Effective finance and
resource management
Adjusted ROE, %
5.4
6.0
Adjusted EBITDA, EUR million
27.2
27.8
Actual CapEx (EUR/year) / planned CapEx
(EUR/year), %
90–110%
109%
Operate with sustainably
and responsibly in mind
Reduction of GHG emissions from activities
compared to 2019, %
10%
51 %
Number of severe and fatal accidents
(including contractors whose work is used
in group facilities for operation,
reconstruction of existing and construction
of new gas transmission networks)
0
0
Build a unified,
sought-after organisation
Engagement of the Company’s employees
≥70%
75%
Top Employer certificate
Implementation of preparatory work
(actions)
≥90%
No precise strategic measurement indicators are set for strategic objectives “Gas network optimisation, considering gas
consumption needs and security”, “Strengthen national security”, and “Develop progressive business environment”, as the nature
of their activities leaves no choice in setting long-term, measurable, comprehensive indicators, therefore they are addressed
through the specific measures.
3.2. Operating and financial objectives
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AMBER GRID MANAGEMENT REPORT 2025.
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The Board of Amber Grid set and approved the annual operating objectives to be implemented by the Company in 2025. Both
financial and non-financial objectives set for the Company and the objectives of the Company’s CEO are identical. The Company’s
CEO reports to the Board for the achievement of the set objectives.
The table below presents the status on the implementation of the Company’s objectives set for 2025.
Annual objective
Target values for the indicator
Weight of
the goal
Assessment
of goal
achievement
Development of hydrogen
and CO
2
activities.
1) The Nordic-Baltic Hydrogen Corridor project is developed using the EU funding
2) The development of CO2 pipeline transportation service is subject to further
analysis
21%
17.4%
Gas network optimisation,
considering gas
consumption needs and
security
1) Projects for modernisation of the Jauniūnai and Panevėžys gas compressor
stations are delivered in timely manner and within the planned scope
2) Transmission system assets are subject to analysis, a plan is developed for the
safe gas infrastructure optimization
14%
13.2%
Ensuring the resilience of
the energy system
1) The measures for the energy infrastructure resilience are implemented within
the planned scope
2) The plan of long-term measures for ensuring the security of gas pipelines is
implemented within the planned time and scope
3) Rebuilding critical gas pipelines
4) Implementing investment programme
35%
28.8%
Enabling functioning of new
markets
Connection of the Lithuanian Register of Guarantees of Origin of gas produced from
RES to European schemes
5%
4.8%
Effective finance and
resource management
Adj. ROE ≥5.4%
Adj. EBITDA >EUR 27.2 million
OPEX ≤ EUR 35.8 million
12%
11.7%
Sustainable and responsible
business management
Realisation of GHG reduction targets and further comprehensive scenario modelling
to achieve net zero
5%
5%
Building a unified, sought-
after organisation
1) Development of the Group leadership and general competency programmes in
cooperation with the Group
2) Implementation of the engineering competency-building programme
8%
7.6%
The objectives set for the Company are identical to those of the Company’s CEO. The Board of the Company annually assesses
the progress achieved in respect of the implementation of the objectives. The result is used as one of the components when
awarding annual financial incentive to the Company’s CEO and other Company’s employees.
Objectives are available on Amber Grid’s website at Amber Grid performance objectives.
Based on the Board’s assessment, the objectives set for the Company for 2025 were achieved at 88.5%
3.3. 10-year network development plan
In January 2026, Amber Grid updated its strategy, which outlines significant investments in the renewal of existing infrastructure
and the development of new infrastructure. To properly plan infrastructure needs and the investments required to meet them, and
following best practices, in 2026 for the first time Litgrid and Amber Grid carried out a public consultation on a joint development
scenario for electricity, gas, and hydrogen networks. During the consultation, planned investment projects and their preliminary
values were also presented. The proposals and comments received from market participants are currently being analysed and
coordinated with stakeholders; the assessment will be made public. Based on the agreed development scenario for electricity,
gas, and hydrogen networks, the transmission system operators’ network development plans will be updated, with publication
planned for early in the second half of 2026. Below are the network development plans prepared in 2024 and valid in 2025,
which are currently being updated.
In accordance with the provisions of the Natural Gas Act, Amber Grid prepares a ten‑year transmission system operator network
development plan every two years. The currently valid plan is the ten‑year (2024–2033) network development plan prepared by
Amber Grid in 2024, which was approved by the National Energy Regulatory Council (VERT) in October 2024. The main aspects
of Amber Grid’s ten‑year network development plan include:
• modernisation of existing gas infrastructure elements, ensuring security and increasing resilience to crisis situations,
• development of alternative energy sources and integration of renewable energy,
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AMBER GRID MANAGEMENT REPORT 2025.
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• creation of a hydrogen transmission network and synergy between the gas and electricity sectors,
• reduction of greenhouse gas (GHG) emissions.
One of the commitments highlighted in the plan is the modernisation of the national gas transmission infrastructure, taking into
account Lithuania’s energy independence goals, European energy and decarbonisation policies, and the needs of green energy
project developers and market participants. Considerable attention is given to the integration and diversification of renewable
energy sources (RES), including biomethane and green hydrogen. When preparing the integrated hydrogen network plan within
the ten‑year network development plan, the needs of potential customers were taken into account. Possible network solutions
were coordinated with the electricity transmission system operator Litgrid and its network development plans.
Key investment projects implemented by the Company in 2025 were as follows:
A project to rebuild sections of the main gas pipeline (due to non-compliance with local class requirements) has been
launched and will continue in 2026. During the project, separate sections of the gas pipeline are planned to be rebuilt in
several locations in Lithuania to meet the requirements for higher area classes, thereby improving their safety. The value of
the project is more than EUR 10 million;
The reconstruction of the Elektrėnai gas distribution station (DSS). The project will continue in 2026 and envisages the
renovation of the GDS by installing new technological equipment. The value of the project is EUR 2.1 million;
The project preparatory work for the reconstruction of the Panevėžys gas compressor station has been initiated. During the
project, new compressor units are planned to be installed to comply with environmental requirements.
The project for the reconstruction of the Jauniūnai gas compressor station (GCS), which will continue in 2026. Following the
project, the reliability of GCS will be optimized by installing an electrically powered compressor. The value of the project is
EUR 30.9 million;
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AMBER GRID MANAGEMENT REPORT 2025.
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04
Our performance results
4.1. Transmission system
4.2. Maintenance, reconstruction and modernisation
4.3. Market for the services provided
4.4. Customers
4.5. Services provided
4.6. Green gas activities
4.7. Research & development activities
4.8. Business plans and prospects
4.9. Financial report
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AMBER GRID MANAGEMENT REPORT 2025.
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4. Our performance results
4.1. Transmission system
The natural gas transmission system consists of the gas transmission pipelines, gas compressor stations, gas distribution stations,
gas metering stations, anti-corrosion equipment for protection of pipelines, data transmission and communication systems, and
other facilities belonging to the transmission system. The Lithuanian gas transmission system is connected to the gas transmission
systems of the Republic of Poland, the Republic of Latvia, the Republic of Belarus, the Kaliningrad Region of the Russian
Federation, and the Klaipėda LNG terminal.
The Company operates 64 gas distribution stations (GDS), 4 gas metering stations (GMS), 2 gas compressor stations (GCS), and
5 connections with the customer biogas metering stations (BGMS). The length of the operated pipelines is 2288 km, and the
diameter ranges between 100 and 1220 mm. The design pressure in the larger part of the transmission system is 54 bar.
Lithuanian gas transmission system
4.2. Maintenance, reconstruction and modernisation
Maintenance of the main gas pipelines is regulated under the legal acts and is carried out strictly in compliance with the
requirements set forth therein. Maintenance and repair works are conducted continuously to ensure a reliable and safe
transmission system.
127 km of the gas transmission pipelines were inspected by way of internal diagnostics: Pabradė - Visaginas and a branch to
Vandžiogala and Kėdainiai GDS. 52 km of the pipeline Ivacevičiai-Vilnius-Ryga with internal welding rings were inspected for
patency by way of internal diagnostics.
Contactless diagnostics was used to inspect 40 km of the following pipelines: branches to Elektrėnai, Grigiškės, Butrimonys,
Zapyškiai, Prienai, Panevėžys, Gargždai GDS and the connection between Ivacevičiai-Vilnius-Ryga and Vilnius-Kaunas.
515 km of pipelines were inspected for the integrity of the protective coating and the effectiveness of the cathodic protection.
During 2025, the Company carried out the following reconstruction and modernisation works:
• replacement of insertions of main gas transmission pipelines, taking into account the technical condition of main gas
transmission pipelines and the results of diagnostics;
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AMBER GRID MANAGEMENT REPORT 2025.
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• project for optimising the capacity of the Jauniūnai gas compressor station;
• replacement of shut-off devices and connection to the remote control system in the branches to: Butrimonys GDS, Ukmergė
GDS, Radviliškis GDS; in the main gas pipelines: Šiauliai-Klaipėda, Vilnius-Kaunas and to the Kaliningrad Region;
• project for reconstructing Elektrėnai GDS;
• reconstruction of the dispatcher building;
• upgrading of control metering stations;
• upgrading and developing the Asset Management System;
• upgrading special purpose vehicle and special machinery fleet.
4.3. Market for the services provided
Amber Grid provides natural gas transmission services to the system users, other operators, biogas producers and gas market
participants in the territory of Lithuania: it transmits gas to the domestic consumers, also transports natural gas to Latvia, Poland
and transit to the Kaliningrad Region of the Russian Federation. Gas is supplied to the system via the LNG terminal in Klaipėda
and gas entry points from Latvia, Poland and for the transit needs from Belarus. As of the summer 2023, the biomethane produced
in Lithuania has also been injected into the transmission system. With effect from 1 April 2022, gas supply for domestic
consumption was discontinued from Russia.
Amber Grid is also responsible for balancing gas flows in the transmission system and administering the Klaipėda LNG terminal,
its infrastructure, installation of the interconnector and the funds (LNGT funds) to compensate for fixed operating costs and the
nominated supplier's reasonable costs of supplying the necessary volume of liquefied natural gas. The Company actively works
with its partners to create conditions for efficient functioning of the natural gas market by increasing the competitiveness and
liquidity of the gas market and by ensuring attractive conditions for customers to operate in the natural gas market.
Amber Grid administers the National Register of Guarantees of Origin for gas produced from renewable energy sources, i.e. fulfils
the following functions: issuance, transfer and cancellation of the guarantees of origin, supervision and monitoring of the use of
the guarantees of origin, and recognition of the guarantees of origin issued in other states as acceptable in Lithuania. Green gas
is produced from biomass and other RES. The guarantee of origin is granted per unit of energy: one megawatt-hour (MWh)
supplied to the gas transmission and distribution network. The guarantee of origin system enables identification, registration and
monitoring of the biomethane produced, while the end-users of such fuel can be assured that the gas they use is produced from
renewable energy sources.
4.4. Customers
The customers of Amber Grid’s services of natural gas transmission via gas transmission pipelines and balancing of natural gas
flows in the transmission system are large Lithuanian electricity and district heating companies, industrial and medium-size
businesses in Lithuania, energy and natural gas supply companies in the Baltic and third countries that receive natural gas
transmission services.
At the end of 2022 and H1 2023, the Company received a number of requests from biomethane producers for the issuance of
preliminary connection conditions, following the adoption of amendments to Article 32 of the Law of the Republic of Lithuania on
Renewable Energy Resources in 2022, which entered into force on 1 November 2022, which provide that a biogas producer, after
coordinating with the gas system operator, shall have the right to design and/or construct / install and perform works in the gas
system on behalf of the gas system operator, according to the procedure, terms and conditions set out in the gas system service
agreement for connection of the biogas production facilities to the gas system.
The new legal framework has significantly boosted the initiatives of biogas producers to connect to Amber Grid’s gas transmission
system. More information thereon is available in the Section “Green gas activities”.
4.5. Services provided
The Company provides the following services to system users, other operators and gas market participants:
• gas transmission in the territory of Lithuania;
• balancing gas flows in the transmission system;
• administration of LNGT funds;
• administering the register of guarantees of origin for gas produced from renewable energy sources.
• connecting new consumers, including biomethane producers, to the transmission system.
4.5.1. Gas transmission
Gas transmission quantities
In 2025, 30540 GWh of natural gas was injected into Amber Grid’s gas transmission system from Klaipėda LNG terminal for
consumers of Lithuania and EU Member States; 2552 GWh was transported from Latvia to Lithuania and 565 GWh – from Poland
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AMBER GRID MANAGEMENT REPORT 2025.
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to Lithuania. In 2025, 277 GWh of biomethane had been produced in Lithuania and injected into the transmission system in
Lithuania. Klaipėda LNG terminal supplied 90.0% of the total required quantity of gas for consumers of Lithuania and EU Member
States.
In 2025, 15901 GWh of gas was transported through the domestic exit point for the gas consumers in Lithuania. Compared to
16947 GWh of gas transported during 2024, gas transmission quantities decreased by 6.2%.
In 2025, 12,718 GWh of gas was transported from the Lithuanian transmission system to Latvia through the Kiemėnai gas
metering station, i.e. 31.3% more than in 2024 (9,688 GWh).
In 2025, 4,969 GWh of gas was transported from Lithuania to Poland via Santaka gas metering station, i.e. 95.0% more than in
2024 (2,548 GWh).
During the reporting period, 19727 GWh of gas was transported to the Kaliningrad Region of the Russian Federation (2024:
26125 GWh).
As at 31 December 2025, the Company had 97 agreements on natural gas transmission services with the transmission system
users (gas consumers, gas distribution system operators, importers, gas suppliers supplying gas up to the consumer systems), of
which 73 system users used the transmission capacity during the reporting period. The Company had 1 natural gas balancing
agreement with the market participants trading natural gas via the virtual trading point, but not transporting it via the transmission
system.
Gas volumes transported at the domestic exit point by transmission system user in Lithuania
Regulation of prices for the gas transmission system operator’s services
The network code on harmonised transmission tariff structures for gas (TAR NC) set by the European Commission Regulation
(EU) 2017/460 of 16 March 2017 has been applied to pricing of transmission services since 2020.
Regulation of gas transmission prices is conducted by NERC through setting the revenue cap, the pricing methodology, and
through approval of the specific prices set by the Company. The revenue caps for regulated activities can be annually adjusted by
the decision of NERC in accordance with the procedure established in the Methodology for determining revenue from and prices
for regulated natural gas transmission activities.
A 5-year regulatory period, which started in 2024, will end at the end of 2028. The revenue cap set by NERC for the regulated
activity for 2025 was EUR 63.83 million (by 4.75% lower than the one set for 2024, which was EUR 67.01 million). In April 2025,
NERC set a revenue cap of 82.95 million euros for the gas transmission system operator Amber Grid for the year 2026, which is
30% higher than in 2025. Compared to 2025, regulated costs in all categories will increase by a total of ~10% in 2026 due to
inflation and investments made. The final part of compensation to the Polish gas transmission system operator, which increases
costs by ~3%, has also been included for the implemented Lithuania-Poland interconnection project of common interest. The
estimated deviations in revenue, costs and return on investment for previous periods are another significant reason for the increase
in the revenue ceiling (~17%).
At the beginning of 2025, when setting the transmission tariffs for 2025, 64.4 TWh of natural gas was forecast to be transported
through the Lithuanian gas transmission system, which is 1.4% less than the estimate for 2025 (65.3 TWh) and 16.5% more than
the actual transport in 2025 (55.3 TWh). It is forecasted that Lithuanian gas consumption will decrease by 1.1% next year: from
16.9 TWh, which were estimated when setting prices for 2025, to 16.7 TWh calculated for 2026.
15,576
8,486
7,09
14,913
7,894
7,019
16,947
8,923
8,024
15,901
10,169
5,732
0 2 4 6 8 10 12 14 16 18
Total, GWh
Local exit point, GWh
Local exit point Achema, GWh
2025 m. 2024 m. 2023 m. 2022 m.
28
AMBER GRID MANAGEMENT REPORT 2025.
Table of contents ↑
The prices were set taking into account the regulatory revenue cap approved by NERC and the approved changes to the
methodology applicable to the calculation of transmission service prices from 2026. The average price of gas transmission services
for Lithuanian consumers in 2026 will be 1.52 EUR/MWh. This is 5% less than the gas transmission price valid in 2025, which
was 1.60 EUR/MWh. In 2025, at all gas entry points, including the Klaipėda entry point, transmission service prices were
standardised and aligned with the entry prices applied in the neighbouring tariff zone of Latvia, Estonia and Finland. The same
pricing approach is maintained in 2026. In addition, as of 2026, a 100% discount will apply at the connection point of the
Lithuanian transmission system with biogas production facilities.
Detailed information on the prices of gas transmission services is available on Amber Grid’s website.
4.5.2. Balancing of gas flows in the transmission system
Amber Grid ensures the balancing of natural gas flows in the transmission system. By following the Rules for Natural Gas
Transmission System Balancing, the Company purchases balancing gas from a gas market participant when there occurs gas
surplus in the transmission system, and the Company sells balancing gas to a gas market participant when there occurs gas
shortage in the transmission system.
The Rules for Balancing the Natural Gas Transmission System enforced on 1 March 2022 stipulate that the virtual trading point
cannot trade in day-ahead products, which has increased the number of market participants causing imbalances. The Transmission
system operator calculates a neutrality fee for each market participant to ensure financial neutrality for the reporting period. The
amendments have been drafted in accordance with the provisions of Commission Regulation (EU) No 312/2014 of 26 March 2014
establishing a Network Code on Gas Balancing of Transmission Networks.
During 2025, due to the imbalance caused by the system users, the Company bought 633.1 GWh and sold 478.4 GWh of gas.
Following the amendments to Amber Grid’s Rules for Balancing the Natural Gas Transmission System rules enforced on 1 March
2022, Amber Grid calculates a neutrality fee for market participants to ensure financial neutrality. In 2025, EUR 4.7 million was
refunded to system users and EUR 0.1 million was collected from them.
Transmission of gas by transit from/to third countries causes mixing of physical gas flows in the transmission system, which in
turn results in a difference between the gross calorific value of gas at the entry and exit points of the gas transmission system. In
2025, the gas transmission to the Kaliningrad Region resulted in a difference of 225.1 GWh at the entry and exit points of the
transmission system, which was bought from the Company through the settlement of the third country to third country
transmission services provided.
Apart from balancing of gas flows of the system users and other gas market participants, the quantity of natural gas contained in
the pipelines of the Company’s transmission system fluctuates due to technical and technological characteristics of the
transmission system.
4.5.3. Administration of funds intended for compensation of construction costs and fixed operating costs of the LNG
terminal, its infrastructure and the connector, and for compensation of reasonable costs incurred by the designated supplier.
In order to ensure compliance with the requirements of the legal acts (the Law on Liquefied Natural Gas Terminal and the
supplementing legal acts), the Company collects, administers and pays out the LNGT funds to their payers in accordance with
the procedure prescribed by laws. These funds are used to compensate Amber Grid for the costs of administration of the LNGT
funds.
The security component set for 2025 is EUR -25.55/ MWh/ day/ year (in accordance with Resolution No O3E-1469 of NERC of
27 November 2024). It applied from 1 January to 30 June 2025. The security component set for 2025 was EUR -43.00/ MWh/
day/ year (in accordance with Resolution No O3E-791 of NERC of 29 May 2025). It applied from 1 July to 31 December 2025.
Acting as the administrator of the LNGT funds and in accordance with the description of the procedure for the administration of
the LNGT funds, as amended by NERC, the Company will have to repay the LNGT funds to their payers (transmission system
users) in 2025.
The proportions of the allocation of LNGT funds applicable to their beneficiaries (applied in 2023 and as of 1 January 2024,
respectively) and agreed with NERC, are presented in Table. Additionally, the proportions of the allocation of LNGT funds
applicable to their beneficiaries and agreed with NERC, effective as of 1 January 2025, are presented in Table.
Information on the allocation of the LNGT funds collected in 2023-2025 among the beneficiaries of LNGT funds
Components
Proportion
01/01/2023-
30/06/2023
Proportion
01/07/2023-
31/12/2023
Proportion
01/01/2024-
31/12/2024
Proportion
01/01/2025-
31/12/2025*
Liquefied natural gas
regasification component
0%
0%
0.000%
97.01%
Administrative cost component
0%*
0%
0.401%
-
29
AMBER GRID MANAGEMENT REPORT 2025.
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Reasonable costs’ component for
supplying the necessary quantity
to the LNGT
0%
100%
99.599%
2.99%
In total:
-
100%
100%
100%
* The proportion was estimated based on the information about the fund amounts provided for in Resolution No O3E-1469 of NERC of 27 January 2024.
Due to funds unpaid to the LNGT, the Company currently has one civil case pending regarding the award of LNGT funds and
default interest from AB Achema.
By the decision of Kaunas Regional Court of 20 January 2022, the proceedings were suspended in respect of the claimed LNGT
extra charges of EUR 4,678 thousand and late interest of EUR 55 thousand arising from the natural gas transmission service
contract of 22 December 2014, as it was pending the decision of the European Commission regarding the compatibility of the
LNGT extra charges, collected during the period from 1 January 2016 to 31 December 2018, with the state aid rules under the
EU law. By decision of 17 March 2022, the Lithuanian Court of Appeal left the decision of Kaunas Regional Court of 20 January
2022 unchanged.
By the decision of the Kaunas Regional Court of 20 September 2022, the proceedings concerning late interest of EUR 763
thousand under the natural gas transmission service contract of 21 December 2012, as well as AB Achema’s counterclaim
challenging the calculation of late interest and the allocation of payments, were suspended pending a decision of the European
Commission on the compatibility of LNG terminal funds during the period from 1 January 2016 to 31 December 2018, with the
state aid rules under the EU law. The Company appealed this decision; however, by its ruling of 8 September 2022, the Lithuanian
Court of Appeal upheld the decision of the Kaunas Regional Court. As the European Commission has not yet adopted a decision,
the proceedings remain stayed.
On 8 August 2025, the Company submitted a statement to the Kaunas District Court regarding the increase of the claim
(hereinafter the “Statement”), asking the court to award EUR 763,119.55 of default interest from Achema AB in favour of the
Company based on the natural gas transmission service contract dated 21 December 2012, EUR 7,510,828.66 of LNG extra
charges and EUR 640,180.35 of default interest under the natural gas transmission service contract dated 22 December 2014.
The issue of acceptance of the Company’s Statement will be decided by the Kaunas District Court after resuming the proceedings.
30
AMBER GRID MANAGEMENT REPORT 2025.
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4.6. Green gas activities
Guidelines for hydrogen development in Lithuania in 2024-2050
The Guidelines for Hydrogen Development in Lithuania 2024-2050 (hereinafter – H2 Guidelines) were approved by Order No 1-81
of the Minister of Energy of the Republic of Lithuania of 26 April 2024. The H2 Guidelines set out a vision for hydrogen development
in Lithuania, defining strategic directions and stages of hydrogen development, the business environment and challenges The H2
Guidelines document identifies the hydrogen network from Finland to Germany as one of the main hydrogen transport projects, which
will run through Lithuania and will enable the export or import of hydrogen from other EU countries. The implementation of this
project will allow Lithuania to benefit from underground hydrogen storage facilities planned in other Member States. Hydrogen
blending in the natural gas network is identified in the H2 Guidelines as a transitional measure to stimulate the emergence of a green
hydrogen market and to create the first hydrogen transport capacities. In order to exploit the potential of green hydrogen and its
derivatives in the Lithuanian economy and export markets, at least one hydrogen valley is planned to be established in the first stage,
later increasing this number to two. According to the H2 Guidelines, the installation of a 1.3 GW electrolysis plant in Lithuania would
produce 129,000 tonnes of green hydrogen per year from 2030. Taking into account Lithuania’s GHG reduction targets and its
international commitments, it is estimated that the demand for green hydrogen in Lithuania could reach 110,000 tonnes per year in
2030. In addition, around 33,000 tonnes could be available for export.
On 27 June 2024, the Seimas of the Republic of Lithuania approved the National Energy Independence Strategy, designed to
implement fundamental changes in the energy sector, ensuring that the amount of energy produced in Lithuania matches the amount
consumed and that the energy sector becomes completely climate-neutral by 2050.
In order to contribute more significantly to the promotion of hydrogen and Power-to-Gas technologies at local and regional level, the
Company further participates in the Lithuanian Hydrogen Platform established by the Ministry of Energy, and is a member of the
European Clean Hydrogen Alliance and the Lithuanian Hydrogen Energy Association. The Company has continued to participate in
the European Hydrogen Backbone initiative, which brings together more than 30 transmission system operators from across Europe
to develop a vision, analyse alternatives, and draw up implementation plans for a nationwide interconnected hydrogen
transport/storage infrastructure.
Nordic-Baltic Hydrogen Corridor project
On 1 July 2025, the project promoters of the Nordic-Baltic Hydrogen Corridor (NBHC), Finland's “Gasgrid vetyverkot Oy”, Estonia's
“Elering”, Latvia's “Conexus Baltic Grid”, Lithuania's “Amber Grid”, Poland's “GAZ-SYSTEM”, Germany's “ONTRAS Gastransport”, and
the European Climate, Infrastructure and Environment Executive Agency (CINEA), signed an agreement for the European Union’s (EU)
financial support for the Nordic-Baltic Hydrogen Corridor. A maximum amount of EUR 6.8 million is earmarked for the feasibility
study phase of the Nordic-Baltic Hydrogen Corridor
This collaboration reinforces the competitiveness of the Baltics in the hydrogen sector and confirms the project partners’ commitment
to both national and international hydrogen infrastructure development. The Corridor aims to support the development of clean
hydrogen markets and integrate them into Europe’s future energy system. The co-financing from the Connecting Europe Facility (CEF)
for cross-border energy infrastructure projects under the Trans-European Networks for Energy (TEN-E) will allow NBHC project
partners to conduct in-depth feasibility studies that examine the technical, economic, regulatory and environmental aspects of
building a large-scale hydrogen pipeline network in the Baltic Sea region.
The NBHC represents a significant step towards building the European hydrogen backbone, a strategic vision for connecting hydrogen
production and consumption across the continent. By supporting renewable hydrogen transmission, the corridor will enhance energy
security, and accelerate Europe’s transition to a decarbonised economy.
By 2040, the corridor is projected to transport up to 2.7 million tons (Mt) of renewable hydrogen annually between the countries.
The pre-feasibility study indicated that the NBHC can be one of the first operational cross-border hydrogen pipelines in Europe. The
NBHC pipeline is currently planned to be 1,200 mm in diameter, with several compressor stations and spanning approximately 2,500
km. The feasibility study phase, launched in 2025, is expected to be completed early in 2027. It will lay the groundwork for
subsequent project development phases.
NBHC commissioning is expected around 2033.
• In December 2022, six gas transmission system operators, the project partners, signed a cooperation agreement
on promoting the project together.
• In April 2024, the Nordic-Baltic Hydrogen Corridor was granted the status of the project of common interest (PCI)
by the European Commission.
• In June 2024, the project partners completed a pre-feasibility study.
• In October 2024, transmission system operators applied for funding under the Connecting Europe Facility (CEF).
• In July 2025, the grant under CEF was allocated to the Nordic-Baltic Hydrogen Corridor.
• In December 2025, the Nordic-Baltic Hydrogen Corridor was included by the European Commission in the second
list of Projects of Common Interest (PCI).
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AMBER GRID MANAGEMENT REPORT 2025.
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Development of biomethane production
As Lithuania’s economy grows and the country moves towards achieving the European green energy transformation goals,
there is a growing need to look for possibilities to utilize renewable energy resources in the country. Recently, the emergence
of biogas and biomethane in the gas system has played one of the most significant roles in this context.
In Lithuania, investments in biomethane production is also growing rapidly. Large industrial companies and new entrants
areactively exploring the possibility of installing biomethane plants, connecting them to the gas transmission and distribution
system, and supplying the biomethane produced to the domestic and foreign markets through the Green Gas Guarantee of
Origin (GO). The integration of biomethane into the common energy system is now a key energy objective for European
countries, and is therefore a significant future opportunity for the Company’s customers.
The Lithuanian government has recognised the potential of biomethane and has already implemented certain policy measures
to support its development. For example, the Alternative Fuels Act sets ambitious goals for the use of renewable fuels in the
transport sector, providing a strong incentive to build new biomethane plants. The government has allocated funds to support
biomethane projects, demonstrating its commitment to transitioning to a more sustainable energy system.
Distribution of biomethane connection conditions by location and projected scope of biomethane inlet into the
transmission network in 2026-2028, MWh/m
At the beginning of 2025, biomethane was fed into the transmission network by biomethane plant operating in Pasvalys district
and biogas plant in Radviliškis district. In May of the same year, another biomethane plant in the Pasvalys district was connected
to the natural gas transmission network, with a biomethane plant in the Šakiai district connected in July. In 2025, a total of
0.258 TWh of biogas was supplied to the natural gas transmission network these biomethane plant (excluding the amount of
biogas supplied to the distribution network).
Thus, based on data from beginning of 2026, biomethane from five customers’ plants is fed into the transmission system, eight
customer connection contracts are being implemented, and preliminary conditions for connection issued to one customer are
in force. Most of them are planning to connect their systems in 2026-2028. In 2026, the amount of biomethane to be fed into
the transmission network is expected to be ~0.572 TWh/m. Later on, a steady increase in biomethane feed-in capacity is
planned, based on the signed connection contracts, reaching ~0.815 TWh in 2028.
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AMBER GRID MANAGEMENT REPORT 2025.
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Administration of guarantees of origin
Amber Grid administers the National Register of Guarantees of Origin of green gas necessary for the accounting and traceability
of the green gas injected into the transmission system.
In 2025, biomethane plants operating in Lithuania produced and injected 234 gigawatt-hours (GWh) of renewable gas into the
gas transmission and distribution networks, for which guarantees of origin were issued.
Guarantees of origin issued, GWh, 2025
The system for guarantees of origin is beneficial for energy consumers who want to use renewable energy produced in Lithuania
or another EU country in their activities. Amber Grid is a member of organizations uniting European issuing bodies for guarantees
of origin, such as the AIB (Association of Issuing Bodies) and ERGaR (European Renewable Gas Registry). European Renewable
Gas Registry.
On 28 August 2025, AIB approved Amber Grid’s gas sector protocol in Lithuania, and Amber Grid became an official member of
the AIB Gas Scheme Group. The protocol sets out the rules for administering guarantees of origin, enabling the issuance of
internationally compliant guarantees of origin for gas produced from renewable energy sources, namely EECS guarantees of
origin.
On 19 December 2025, AIB association officially confirmed the connection of the gas transmission system operator Amber Grid
to the AIB Hub, which enables the exchange of guarantees of origin for gas produced from renewable energy sources between
member states.
From now on, guarantees of origin issued in Lithuania and recognized internationally under the European Energy Certificate
System (EECS) will be transferred via the AIB hub. Membership in the AIB Gas Scheme Group enables the exchange of guarantees
of origin between registries of EU countries, connect to the AIB Hub, thereby ensuring conditions for biomethane market
participants to trade renewable gas across the EU.
By joining European platforms, Amber Grid strengthens its role in the energy transition and creates more favourable conditions
for cross-border trade in sustainable gas.
Transactions for guarantees of origin, GWh, 2025
In 2025, more than 55 GWh of green gas was imported into Lithuania via the guarantees of origin system, and in 2024, more than
50 GWh. Both imported and domestically produced biomethane is used as fuel in transport, and the guarantees of origin are used
in the renewable fuel unit system to cover the obligations of fuel suppliers regarding the share of renewable fuels in the final fuel
mix.
4.7. Research & development activities
47
127
234
0 50 100 150 200 250
1
2025 2024 m. 2023
234
106
55
131
0 50 100 150 200 250
1
Exported Imported Used in Lithuania Issue
33
AMBER GRID MANAGEMENT REPORT 2025.
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4.8. Business plans and prospects
By contributing to Lithuania's ambitious goals for a greater share of renewable energy in the domestic energy balance, the
Company participates in a number of initiatives and projects that enable its specialists to develop competencies in the field of RES
Northern and Baltic Hydrogen Corridor (NBHC)
In 2025, TSO’s from six countries started working on more comprehensive feasibility studies across the partner countries, as well as technical
and commercial cross-border studies. The results of the cross-border studies are expected to be available by the end of Q1 2027 and will
form the basis for the design and construction of a pipeline from Finland to Germany.
Creation of the CO₂ capture, utilization, and storage value chain
Carbon capture, utilisation, and storage is the main instrument for reducing carbon dioxide emissions in industrial sectors where it is difficult
to reduce greenhouse gas (GHG) emissions. Creating a value chain for carbon capture, utilisation, and storage is a prerequisite for achieving
the EU’s 2050 climate neutrality target.
CCS Baltic Consortium was formed in 2022, bringing together AB KN Energies, Lithuanian (Akmenės Cementas) and Latvian (SCHWENK)
cement producers, as well as shipping companies (Larvik Shipping (Norway) and Mitsui O.S.K. Lines (Japan)). The aim of the Consortium is
to build a carbon capture and storage value chain in Lithuania and Latvia for capturing CO2 from industrial sources and transporting to the
port of Klaipėda and then to disposal sites. In 2024, Amber Grid and Conexus Baltic Grid, Latvia’s natural gas transmission system operator,
joined the CCS Baltic Consortium as partners to assess the feasibility of installing a pipeline for CO₂ transportation via an onshore pipeline.
In 2024, the European Commission granted the CCS Baltic Consortium project the status of a Project of Common Interest (PCI), recognizing
it as an important cross-border infrastructure project that makes a significant contribution to the implementation of the EU energy policy and
climate objectives.
Analysis of synthetic fuels
Amber Grid AB prepared an Analysis of the Possibilities for the Production, Export, and Storage of Synthetic Fuels (from Hydrogen and CO₂)
in accordance with the Action Plan for the Implementation of the Hydrogen Development Guidelines in Lithuania 2025-2027 approved by
Resolution No 1070 of the Government of the Republic of Lithuania of 11 December 2024.
The demand for synthetic fuels is driven by European Union regulatory policy, including RED III, ReFuelEU Aviation, FuelEU Maritime and the
EU Emissions Trading System (ETS). The highest demand for synthetic fuels is forecast in the aviation, maritime transport and heavy road
transport sectors, where electrification remains limited. In these sectors, e-methane, e-methanol, e-SAF, e-diesel and e-ammonia can become
an important alternative to fossil fuels.
Biogenic CO₂ and green hydrogen are the major input to produce sustainable synthetic fuels. Amber Grid projects that, by 2040, Lithuania
could harness 3.5 million tonnes of biogenic CO2 each year. According to Amber Grid’s survey of hydrogen market participants, Lithuania
could reach a 5.9 GW green hydrogen production capacity by 2040. This creates prerequisite for the production of synthetic fuels using
domestic resources.
During the analysis, synthetic fuel production in Lithuania was modelled using biogenic CO₂ to its full potential (by 2040, around 3.5 million
tons per year). It is estimated that between 2030 and 2060, the development of the synthetic fuels sector in Lithuania could require around
EUR 3.4 billion in investments, nearly half of which would be for the electrolysis capacity extension. A large-scale amount of renewable
electricity (around 27 TWh per year by 2040), significant hydrogen production capacities and efficient CO2 capture from biogenic sources
would also be required.
It is estimated that the development of the synthetic fuels sector could directly and indirectly generate added economic value of up to EUR
40 billion, including greenhouse gas emission reductions, added value creation, and tax revenues across the value chain.
The transition to synthetic fuels would contribute to strengthening energy independence, reducing fossil fuel imports, reducing emissions,
while creating new jobs and promoting the supply chain development in Lithuania.
Electricity system flexibility
Amber Grid carried out the Analysis of the Interaction between Green Hydrogen Ecosystem and Electricity Sector. The analysis was prepared
in accordance with the measure “Conduct an analysis of the interaction between green hydrogen ecosystem and electricity sector, assessing
power-to-gas technologies and their application in providing electricity system flexibility services” under the Action Plan for the
Implementation of the Hydrogen Development Guidelines in Lithuania 2025-2027.
The analysis shows that power-to-hydrogen technologies (electrolysis units) have the technical capacity to provide electricity system
flexibility services, except for services not related to frequency regulation.
The presence of green hydrogen producers in electricity flexibility markets will be associated with the aim of reducing final hydrogen price
and optimising operating costs, but the main source of revenue will remain green hydrogen sales, whereas the hydrogen production profile
will be associated with the needs of the green hydrogen end user. The analysis also identifies economic, technological, and regulatory barriers
due to interaction between these sectors, which could be reduced through three key measures by: creating hydrogen transportation
infrastructure, implementing dynamic electricity transmission tariff, and clearly defining flexibility needs and national targets.
34
AMBER GRID MANAGEMENT REPORT 2025.
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gas. The Company’s membership in the ERGaR (European Renewable Gas Registry) association and in the Association of Issuing
Bodies (AIB), besides the aforementioned goals, enables to develop new competencies, and to contribute to the EU-wide
legislative and related initiative development, thereby contributing to the promotion of green gas production and market
development in Lithuania in the future, safeguarding the business continuity of the Company, and implementation of the National
Energy Strategy. Looking at the outlook for gas transmission, in 2026, the Company expects to transport about 17.4 TWh to
domestic gas exit points, 9.4 TWh to Poland, around 26 TWh to Kaliningrad Region, and 13.4 TWh to Latvia. As estimated for
2025, the bigger part of the natural gas quantity for consumers of Lithuania and other Baltic States is forecast to come from
Klaipėda LNG terminal.
4.9. Financial report
Formulas for calculating indicators:
EBITDA margin = EBITDA/revenue
Net profit (loss) margin = net profit (loss)/revenue
ROA = net profit (loss)/average asset value
ROE = net profit (loss)/average equity value
Current ratio = current assets/current liabilities
Turnover of non-current assets =revenue/property, plant and equipment and intangible assets
Equity-to-assets ratio = equity/assets
Net debt-to-equity ratio = net debt/equity
Net debt-to-EBITDA ratio = net debt/EBITDA
Share price/earnings per share ratio = share price at the end of period/(net earnings/number of shares)
Investments (additions of property, plant and equipment and intangible assets)
Adjusted indicators were calculated by restating revenues, expenses, and profitability metrics to reflect temporary regulatory deviations from the regulated rate of return approved by NERC, the
effects of non current asset revaluation, and other non recurring gains or losses.
Company
2025
2024
2023
Financial performance (EUR thousand)
Revenue
69,716
74,583
81,337
EBITDA
17,319
26,520
25,739
Adjusted EBITDA
27,436
27,366
24,680
Profit (loss) before taxation
1,165
9,502
13,992
Net profit (loss)
1,360
8,306
13,425
Adjusted net profit (loss)
9,983
10,073
9,236
Net cash flows from operating activities
15,059
34,594
39,940
Investments
21,782
6,405
35,703
Net debt
125,224
82,534
95,175
Profitability indicators (%)
EBITDA margin (%)
24,8
35,6
31,6
Net profit (loss) margin
2,0
11,1
16,5
Average return on assets (ROA)
0,4
2,5
4,0
Average return on equity (ROE)
0,8
4,6
7,2
Average adjusted return on equity (ROE)
5,8
5,5
5,0
Liquidity indicators
Total liquidity ratio
0,29
0,39
0,43
Fixed assets turnover
0,24
0,27
0,28
Capital structure indicators
Equity-to-assets ratio
0,51
0,54
0,56
Net debt to equity ratio
0,75
0,47
0,51
Net debt to EBITDA ratio, times
7,23
3,11
3,70
Net debt to adj. EBITDA ratio, times
4,56
3,02
3,86
Market value indicators
Share price to earnings per share ratio
(P/E), in times
170,5
24,9
14,6
Net earning (loss) per share, EUR
0,01
0,05
0,08
35
AMBER GRID MANAGEMENT REPORT 2025.
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Revenue
In 2025, the revenue totalled EUR 69.7 thousand, i.e. increased by 7% compared to 2024 (EUR 4.9 million). Revenue was lower
than in 2024 due to a 12% decrease in the volume of gas transmitted and a 35% decrease in the demand for balancing gas.
Balancing product revenue are generated from technological balancing of the transmission system determined by the features of
the technological transmission system and the deviations in gas flows (imbalances) arising for technical reasons.
Revenue structure, %; EUR million
Expenses
Operating expenses (excluding depreciation, other non-cash items) amounted to EUR 52.4 million in 2025, an increase of 9%
compared to 2024. The increased was a result of higher operating expenses.
Wages and salaries and related expenses amounted to EUR 17.3 million (33% of total expenses), an increase of 12% compared
to 2024. Repair and maintenance costs amounted to EUR 3.5 million (7% of the total costs).
Natural gas expenses amounted to EUR 15.1 million and accounted for 29% of total expenses Compared to 2024, the natural
gas expenses decreased by 9% due to o lower gas prices and volumes.
Operating costs; EUR million
Operating results
In 2025, net profit totalled EUR 1.4 million, i.e. decreased by 6.1% compared to 2024 (EUR 8.3 million). The Company’s earnings
before taxes, interest, depreciation and amortisation (EBITDA) amounted to EUR 17.3 million (2024: EUR 26.5 million).
In 2025, the decrease in net profit and EBITDA was a result of higher operating expenses. The adjusted indicators remained stable.
Operating results, EUR million
67%; 54,3
65%; 48,4
66%; 46,1
16%; 13,1
17%; 12,8
19%; 13,3
15%; 12,5
17%; 12,9
14%; 9,9
2%; 1,4
1%; 0,5
1%; 0,5
0
10
20
30
40
50
60
70
80
90
2023 2024 2025
Other
Balancing revenue
Transit
Transportation to EU countries
.48,1
-.1,5
.1,8
.0,9
.1,3
.0,7
.1,1
.52,4
.40,0
.42,0
.44,0
.46,0
.48,0
.50,0
.52,0
.54,0
.56,0
.58,0
.60,0
36
AMBER GRID MANAGEMENT REPORT 2025.
Table of contents ↑
Profitability,%
Investments
In 2025, investments amounted to EUR 21.8 million and were by EUR 15.4 million higher than in 2024 (EUR 6.4 million). The
investments were increased due to the launch of the construction of the Jauniūnai electric compressor (EUR 12.5 million). A more
detailed description of investments under way and planned is provided in sections 3.3 and 4.2 of this report.
In planning and executing investments, the Company is guided by the Technological Assets Development and Operation Policy,
which aims to justify and prioritise investments in the natural gas transmission system infrastructure by applying cost-benefit
analysis. Investments in the gas transmission system ensure the safe, reliable, economically and environmentally efficient
transmission of natural gas to customers and consumers.
Investments, EUR million
81,3
25,7
24,7
13,4
9,2
74,6
26,5
27,4
8,3
10,1
69,7
17,3
27,4
1,4
10,0
0
10
20
30
40
50
60
70
80
90
Revenue EBITDA Adjusted EBITDA Net profit (loss) Adjusted net profit
(loss)
2023 2024 2025
31,6
16,5
35,6
11,1
24,8
2,0
0,0
5,0
10,0
15,0
20,0
25,0
30,0
35,0
40,0
EBITDA margin Net profit (loss) margin
2023 2024 2025
37
AMBER GRID MANAGEMENT REPORT 2025.
Table of contents ↑
Assets
As at 31 December 2025, assets amounted to EUR 324.7 million: non-current assets accounted for 91% and current assets 9%
of the total assets. Non-current assets increased by 1% to EUR 294.9 million in 2025 due to investments above depreciation. As
at 31 December 2025, current assets amounted to EUR 29.9 million. During 2025, their value decreased by 15% due to lower
amount of LNGT funds received and decrease in financial assets.
Assets and equity, EUR million
Equity and liabilities
During 2025, equity decreased by 5% due to dividends paid above the profit earned in 2025, and, at the end of the reporting
period, amounted to EUR 166.3 million. At the end of the reporting period, equity represented 51% of the total assets. As at 31
December 2025, payables and liabilities amounted to EUR 158.5 million, an increase of 5% during the year. As at 31 December
2025, the financial debt (loans) amounted to EUR 123.7 million, an increase of EUR 38.9 million due to rise in payments for non-
current assets during the reporting period. Net debt-to-equity ratio was 75%.
Cash flows
In 2025, net cash flows from operating activities amounted to EUR 15.1 million (2024: EUR 34.6 million). Capital investments
amounted to EUR 49.6 million (2024: EUR 6.1 million). The investments were increased due to the CBCA contribution paid to the
Polish transmission system operator (EUR 28.8 million) and the payment made for the electric gas compressor (EUR 11.8 million).
Adjusted indicators
35,6
6,2
9.3
0,2
0,0
5,0
10,0
15,0
20,0
25,0
30,0
35,0
40,0
2023 2024 2025
New construction
Reconstruction and
modernization
12,5
0,1
38
AMBER GRID MANAGEMENT REPORT 2025.
Table of contents ↑
Adjusted performance indicators are presented to reflect the Company’s performance more accurately in a given period and to
provide a more objective comparison with prior periods. Regulated revenue, expense and profitability indicators were adjusted
due to temporary regulatory deviations from the regulatory profitability approved by NERC, also eliminating atypical/one-off
transactions (sale of shares in GET Baltic UAB).
The adjustments to the indicators are:
• The profitability adjustment (temporary regulatory differences for previous periods) approved by the NERC’s decision for the
reporting period;
• A projected NERC’s adjustment for the next period due to deviations in the current period’s regulated profitability (temporary
regulatory differences for reporting period);
• Other non-ordinary transactions, income tax adjustments.
Company’s adjusted indicators, Eur million
2025
2024
EBITDA
17.3
26.5
Temporary regulatory differences for previous period
4.6
2.0
Temporary regulatory differences for reporting period
5.5
-1.1
Adjusted EBITDA
27.4
27.4
Net profit
1,4
8,3
Temporary regulatory differences for previous period
4.6
2.0
Temporary regulatory differences for reporting period
4.5
-0.3
Other (non-ordinary transactions, income tax adjustments)
-0.5
0.1
Adjusted net profit
10.0
10.1
References to and additional explanations of data reported in the financial statements
Other information has been disclosed in the notes to the financial statements of Amber Grid for the year 2025.
Information on significant events after the end of the reporting period
Significant events after the end of the reporting period have been disclosed in the notes to the financial statements of Amber Grid
for the year 2025.
Information on any financial assistance
On 30 April 2025, the Company’s General Meeting of Shareholders allocated EUR 500 thousand of distributable profit to
support. The humanitarian aid to Ukraine for the reconstruction of Ukraine’s energy facilities damaged by the war amounted to
EUR 45 thousand.
The Company’s support and humanitarian policy in Lithuanian is publicly available at: Politikos | Amber Grid
Information on related-party transactions, significant arrangements and detrimental transactions
Information on related-party transactions is presented in the financial statements of Amber Grid for the year 2025.
During the reporting period, the Company neither entered into any detrimental transactions (transactions that are inconsistent
with the Company’s objectives or standard market terms, that infringe on interests of shareholders or any other stakeholders, etc.),
nor into any transactions giving rise to conflict of interests in respect of responsibilities fulfilled by the Company’s management,
controlling shareholders or any other related parties, also in respect of the Company’s interests and their private interest and/or
other responsibilities.
The Audit Committee of EPSO-G, which operates at the group level and performs the functions of the Audit Committee of Amber
Grid, expresses opinion on each related-party transaction of Amber Grid. The Audit Committee assesses whether the respective
related-party transaction has been concluded on market terms, and whether the transaction is fair from the standpoint of all the
shareholders.
Amber Grid’s related-party transactions, 2025
39
AMBER GRID MANAGEMENT REPORT 2025.
Table of contents ↑
Agreement
No
Type of
relation
ship
Name of
related
party
Details of
related party
Agreem
ent
effective
date
Type
Subject of agreement
Estimated
value, excl.
VAT
14-177-
2013
SOE
KN Energies
AB
Company code
110648893,
Burių st. 19,
LT-92276
Klaipėda
20/02/2
025
Cooperation
agreements
Additional agreement on the
amendment of the payment of funds
of liquefied natural gas terminal no
14-177-2013
0.00
SOE
Ignitis
renewables
UAB
Company code
304988904,
Laisvės ave. 10,
LT-04215
Vilnius
02/01/2
025
Non-
disclosure
agreement
Mutual non-disclosure agreement
0.00
CPO348354
SOE
Žemės ūkio
duomenų
centras VĮ
Company code
306205513,
Vinco Kudirkos
st. 18-1, LT-
03105 Vilnius
27/06/2
025
Purchase of
services
(VPP-388) cadastral measurements
and cadastral file compilation (incl.
Verification) services for engineering
structures (access routes) located in
Šiauliai distr. Mun., Šiauliai rural eld.,
Vinkšnėnai vlg. Ir Ukmergė distr.
Mun., Vidiškės eld., tvarkai vlg.
890.89
SUT-K-
2025-0016
EPSO-G
Group
Tetas UAB
Company code
300513148,
senamiesčio st.
102b, LT-
35116
Panevėžys
12/06/2
025
Financial
agreements
Tax loss transfer and takeover (2024)
1000000.00
EPSO-G
Group
EPSO-G
UAB
Company code
302826889,
Laisvės ave. 10,
LT-04215
Vilnius
12/06/2
025
Financial
agreements
Regarding tax loss transfer and
takeover (2024)
6200000.00
Centre of
Registers No
PS-1212
(10.46 E)
SOE
State
enterprise
centre of
registers
Company code
124110246,
Lvivo st. 25-
101, LT-09320
Vilnius
02/06/2
025
Other than
public
procurement
contracts
Agreement on the provision of data
from the register of legal entities and
the address register of the republic of
Lithuania
0.00
CPO274751
SOE
Lietuvos
paštas AB
Company code
121215587,
J.Balčikonio
st.3, LT-03500,
Vilnius
07/05/2
025
Purchase of
services
Courier services
0.00
SUT-2016/1
SOE
Ignitis UAB
Company code
303383884,
Laisvės ave. 10,
LT-04215
Vilnius
27/08/2
025
Cooperation
agreements
Additional agreement on the
payment of funds of liquefied natural
gas terminal
0.00
2025-SUT-
071
EPSO-G
Group
EPSO-G
UAB
Company code
302826889,
Laisvės ave. 10,
LT-04215
Vilnius
27/08/2
025
Financial
agreements
Lending and borrowing
0.00
2025-SUT-
061
EPSO-G
Group
EPSO-G
UAB
Company code
302826889,
Laisvės ave. 10,
LT-04215
Vilnius
01/08/2
025
Financial
agreements
Long-term loan agreement
58415000.00
40
AMBER GRID MANAGEMENT REPORT 2025.
Table of contents ↑
PS-1615
(10.46 E)
SOE
State
enterprise
centre of
registers
Company code
124110246,
Lvivo st. 25-
101, LT-09320
Vilnius
31/07/2
025
Other than
public
procurement
contracts
Agreement for the provision of
address identification and information
services
999,999.00
VPP-556
SOE
Žemės ūkio
duomenų
centras VĮ
Company code
306205513,
Vinco Kudirkos
st. 18-1,LT-
03105 Vilnius
18/12/2
025
Purchase of
services
(VPP-556) design plan of the real
estate unit (engineering structure)
located in Telšiai, Geležinkelio st.,
subdivided into separate structures
and cadastral surveying file
compilation (incl. Verification)
services for these engineering
structures
224,000.00
4291955/1
SOE
Ignitis UAB
Company code
303383884,
Laisvės ave. 10,
LT-04215
Vilnius
18/11/2
025
Purchase of
services
EV charging at public charging
stations
12,800.00
4291955/2
SOE
Ignitis UAB
Company code
303383884,
Laisvės ave. 10,
LT-04215
Vilnius
18/11/2
025
Purchase of
services
EV charging at public charging
stations
4200.00
4291955/3
SOE
Ignitis UAB
Company code
303383884,
Laisvės ave. 10,
LT-04215
Vilnius
18/11/2
025
Purchase of
services
EV charging at public charging
stations
10000.00
CPO274751
SOE
Lietuvos
paštas AB
Company code
121215587,
J.Balčikonio
st.3, LT-03500,
Vilnius
07/11/2
025
Purchase of
services
Courier services
2548.00
SOE
AB Oro
navigacija
Company code
210060460, B.
Karvelio st.25,
LT-02184,
Vilnius
03/11/2
025
Cooperation
agreements
Cooperation agreement
0.00
SOE
Via Lietuva
AB
Company code
188710638,
Kauno st. 22-
202, LT-03212
Vilnius
29/10/2
025
Design/works/
contracting
services
purchase
agreements
Preparation of a project for the gas
transmission system reconstruction
(relocation) (branch to Girininkai
GDS)
0.00
41
AMBER GRID MANAGEMENT REPORT 2025.
Table of contents ↑
05
How we make decisions
5.1. Management structure
5.2. How we make decisions
5.3. Information on compliance with the corporate governance code
5.4. Issued capital
5.5. Shares and shareholder rights
5.6. Shareholders
5.7. Trading in securities on regulated markets
5.8. Dividends
5.9. Agreements with intermediaries of public trading in securities
5.10. Risk management framework
5.11. Key risks and their management
42
AMBER GRID MANAGEMENT REPORT 2025.
Table of contents ↑
5. How we make decisions
5.1. Management structure
The Company’s activities are governed by the Law on Companies and the Law on Securities, the Company’s Articles of Association,
and other legal acts of the Republic of Lithuania. The competence of the General Meeting of Shareholders, the rights of
shareholders and their enforcement are defined in the Law on Companies and in the Company’s Articles of Association. The
Company’s Articles of Association are available at https://ambergrid.lt/en/doclib/q0ofcjrsdma13vm5v29pr98tuuskjkjh
The Articles of Association provide that they may be amended in accordance with the procedure laid down in the Law on
Companies.
The Company's bodies provided for in the Articles of Association
General Meeting of Shareholders
The Company’s procedure for convening the General Meeting of Shareholder, decision-making process, and the powers of the
General Meeting of Shareholders are consistent with those stipulated in the Law on Companies, except for the additional powers
of the General Meeting of Shareholders stipulated in Article 25 of the Company’s Articles of Association.
Article 25 of the Articles of Association provides that the General Meeting of Shareholders shall also decide on (additional
competence of the Meeting):
• appointment and removal of the Board members, remuneration of the Board members, conclusion of contracts with the
Board members and standard terms and conditions;
• suspension or non-suspension of members of the Board and the adoption of a decision in the event of a conflict of interest
between members of the Board, in the cases provided for in Article 48 of the Articles of Association;
• approval of decisions of the Board referred to in Article 36 (iii) to (vii) of the Articles of Association, if the value, price or
amount of the transaction concerned exceeds EUR 20,000,000 (twenty million euro), and the decisions referred to in
Article 36(viii) to (ix) of the Articles of Association.
Board
The Articles of Association of Amber Grid stipulate that the Company’s Board consists of five members appointed by the General
Meeting of Shareholders for a term of four years. Two members of the Board shall be independent members. A continuous term
of office of a Board member shall be no longer than two consecutive terms of office and, in any case, may not hold the Board
member’s position for more than 10 (ten) consecutive years. The selection of the Board members shall be carried out in
accordance with the Description of the Procedure for the Selection of Candidates to the Collegial Supervisory Body or
Management Body of Municipal Enterprise, State or Municipal Company or Subsidiary approved by Resolution No 631 of 17 June
2015 of the Government of the Republic of Lithuania. The powers of the Board of the Company are consistent with those
stipulated in the Law on Companies, except for the additional powers stipulated in Articles 34–41 and Article 43 of the Articles
of Association. Additional powers of the Board encompass approval of the fundamental documents of the Company (strategy,
annual performance targets, budget, etc.), determination of employment terms and conditions of the Company’s CEO,
determination of prices for gas transmission services and other regulated services, approval of disposal of the Company’s assets,
conclusion of material transactions stipulated in the Articles of Association.
THE GENERAL MEETING OF SHAREHOLDERS
THE BOARD
THE COMPANY’S CEO
43
AMBER GRID MANAGEMENT REPORT 2025.
Table of contents ↑
The Board of the Company also fulfils the following supervisory functions:
• approves or opposes the conclusion of related party transactions, considering the opinion of AC;
• approves the description of the procedure and conditions for the valuation of transactions with related parties concluded
on an arm's length basis in the ordinary course of business, as provided for in the Law on Companies;
• supervises the performance of CEO, provides feedback and proposals to the Meeting on CEO’s performance;
• considers whether CEO is fit to hold the office in case the Company is operating at a loss;
• proposes to CEO to revoke his decisions that are contrary to laws and regulations, the Articles of Association, decisions
of the Meeting or the Board;
• decides on other matters pertaining to supervision of activities of the Company and the Company’s CEO that are assigned
to the authority of the Board under the Articles of Association or by the decision of the Meeting.
4 If the Board is unable to adopt a decision that is directly or indirectly related to the personal interests of a respective Board member, because none of the Board members may vote on the
matter due to a conflict of interest, the respective decision shall be taken by the General Meeting of Shareholders. (iii) decisions on the acquisition of long-term assets for a price exceeding EUR
2,000,000 (two million euros) (if the price exceeds EUR 20,000,000 (twenty million euros), the approval of the General Meeting is required); (iv) decisions on investing, transferring or leasing
Company assets with a carrying amount exceeding EUR 2,000,000 (two million euros) (calculated separately for each type of transaction) (if the value exceeds EUR 20,000,000 (twenty million
euros), the approval of the General Meeting is required); (v) decisions on pledging or mortgaging Company assets with a carrying amount exceeding EUR 2,000,000 (two million euros)
(calculated as the total amount of transactions) (if the value exceeds EUR 20,000,000 (twenty million euros), the approval of the General Meeting is required); (vi) decisions on guaranteeing or
providing surety for the obligations of other persons in an amount exceeding EUR 2,000,000 (two million euros) (if the amount exceeds EUR 20,000,000 (twenty million euros), the approval of
the General Meeting is required); (vii) decisions to conclude any other transactions/agreements (not mentioned in separate Articles of the Articles of Association) under which the Company
acquires goods, services or works with a value expressed in monetary terms exceeding EUR 2,000,000 (two million euros) (if the value exceeds EUR 20,000,000 (twenty million euros), the
approval of the General Meeting is required); (viii) decisions on the transfer, pledge, change of legal status or encumbrance of disposal of assets owned by the Company that are included in the
list of installations and assets important for ensuring national security, as defined in the Law on the Protection of Objects Important for National Security of the Republic of Lithuania, if the
value of such installations exceeds 1/20 of the Company’s share capital; (ix) decisions on the transfer of shares or rights granted by shares, or on any other encumbrance of disposal, of
companies directly or indirectly controlled by the Company that own, develop, operate or otherwise use the installations referred to in subparagraph (viii), as well as decisions on increasing or
reducing the share capital of such companies or other actions that may change the structure of their share capital (e.g., issuance of convertible bonds), and decisions on the reorganisation,
division, restructuring, liquidation, transformation or other actions changing the legal status of such companies.
44
AMBER GRID MANAGEMENT REPORT 2025.
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Information on Amber Grid’s Board members, CEO and Chief Accountant
Board member since 20 April 2020 (re-elected on 20 April 2022). The term of office ended on 20 April
2024. Re-elected as a board member for a new term on 30 April 2024.
Education: Vytautas Magnus University – Bachelor’s degree in History; Master’s degree in Political Science
and Baltic Region Studies. Humboldt University of Berlin – Scandinavian and Northern European Studies.
Other positions: Head of the Energy Competitiveness Group at the Ministry of Energy.
Experience: K. Švaikauskas has 15 years of experience in implementing national energy policy, strategic
planning, and developing cross‑border cooperation. His nine years of service on the boards of state‑
owned
enterprises, including listed joint‑
stock companies, representing the state as a shareholder, provided him
with strong expertise in corporate governance, risk management, and business transformation. As the
head of the Energy Competitiveness Group, he significantly contributed to the development of energy
resource markets, increased competition, improved the investment environment, and supported major
changes in the energy sector.
Does not own shares in Amber Grid.
Karolis
Švaikauskas
Chair of the Board since 10 May 2024. Board member from 11 April 2023 to 20 April 2024. Re-elected
to a new term of the Board on 30 April 2024.
Education: Vilnius University – Bachelor’s degree in Nuclear Physics; Vilnius Gediminas Technical
University – Master’s degree in Electrical Engineering and PhD in Electrical and Electronic Engineering.
Other positions: Head of Development and Innovation at UAB “EPSO-G”.
Experience: Paulius Butkus is an energy sector executive with more than 12 years of international
experience in energy system operations, markets, innovation, infrastructure, and strategy development.
He serves as Head of Strategy at EPSO‑G, where he oversees group‑
wide strategic development, risk
management, sustainability and innovation governance, and data analytics. He supervises major future
infrastructure development projects and is Chairman of the Board of Amber Grid and Chairman of the
Board of Energy Cells. He holds a Bachelor’s degree in Nuclear Physics, a Master’s degree in Electrical
Engineering, and a PhD in Electrical and Electronic Engineering.
Does not own shares in Amber Grid.
Paulius
Butkus
Board member since 30 April 2024.
Education: Master’s studies in Mathematics and Economics; Executive Leadership Programme at
Copenhagen Business School.
Other positions: Senior Product Manager at Sweco Danmark (CVR: 48233511).
Experience: P. Helth has competencies in digitalization and energy industry transformation, with
experience across public, private, and shareholder‑
owned sectors. He has held key roles in strategy,
finance, and digital technology at Ørsted (formerly DONG Energy), a major driver of Denmark’s green
energy transition. He currently leads product management for software solutions serving the public sector
and critical infrastructure operators at Sweco Denmark.
Does not own shares in Amber Grid.
Peter Loof
Helth
Board member since 20 April 2020 (re-elected on 20 April 2022). The term of office ended on 20 April
2024. Re-elected as a board member for a new term on 30 April 2024.
Education: Vilnius University, Master’s degree in Economics; ISM University of Management and
Economics, Master’s degree in Management; BI Norwegian Business School, Master’s degree in
Management; ISM University of Management and Economics, Doctoral studies in Social Sciences
(Economics).
Other positions: Chief Financial Officer of EPSO-G Group (UAB); Chairman of the Board at Tetas (UAB).
Experience: D. Kašauskas has long‑
standing experience in corporate finance and treasury management,
strategic planning and management, regulation of energy and infrastructure companies, mergers and
reorganizations, as well as corporate governance.
Does not own shares in Amber Grid.
Darius
Kašauskas
45
AMBER GRID MANAGEMENT REPORT 2025.
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5.2. How we make decisions
In 2025, corporate governance of the EPSO-G Group is carried out in accordance with the version of the EPSO‑G Group Corporate
Governance Guidelines approved on 29 December 2022 by the Ministry of Energy of the Republic of Lithuania, which exercises
the rights and duties of the sole shareholder of EPSO‑G.The guidelines establish corporate governance principles applied
uniformly across all EPSO‑G Group companies, regulate the governance model, management structure, and the system for
ensuring management, control, and accountability.
The corporate governance policy sets out the following seven core corporate governance principles:
• Principle of creating conditions for effective corporate governance, aimed at ensuring that Group management and
necessary decisions are made efficiently;
• Proportionality principle, aimed at ensuring that the governance methods applied by EPSO‑G are proportionate and do not
create an excessive administrative burden;
• Shareholder rights implementation principle, aimed at ensuring appropriate conditions for all shareholders to exercise their
rights and legitimate interests;
• Stakeholder engagement principle, which acknowledges the rights and expectations of stakeholders;
• Transparency principle, aimed at ensuring that the Group’s governance is conducted transparently, with proper disclosure of
material information;
• Accountability and responsibility of governing bodies, aimed at ensuring that governing bodies properly and responsibly
perform their functions and act impartially toward their members and shareholders;
• Integrity principle, aimed at ensuring both vertical and horizontal integrity.
Chief Executive Officer since 30 April 2020.
Education: University of Konstanz – Master’s degree in Politics and Management.
Other positions: Head of Regulatory Affairs at NeuConnect.
Experience: Alexander F. has extensive international management experience in the energy, power, gas,
and maritime industries. His career includes roles at Shell and Everllence (MAN Energy Solutions). He has
also served as Chairman of the Board of the German Maritime LNG Platform and Chairman of the Board
of the EU Renewable and Low‑Carbon Fuels Industry Alliance.
Does not own shares in Amber Grid.
Alexander
Feindt
Chief Executive Officer since 8 April 2020.
Education: Vilnius Gediminas Technical University – Master’s degree in Energy and Thermal Engineering;
Aalborg University (Denmark) – Environmental Management studies; ISM University – MBA studies.
Other positions: Independent member of the Supervisory Board and Audit and Risk Committee at the
Public Institution Klaipėda State Seaport Authority; Member of the Council of the National Lithuanian
Energy Association (NLEA).
Owns 0.001505% of Amber Grid shares.
Nemunas
Biknius
Head of the Accounting Department since 2 December 2019.
Does not own shares in Amber Grid.
Rasa
Baltaragienė
46
AMBER GRID MANAGEMENT REPORT 2025.
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The Company adheres to good governance practices presented in the recommendations issued by the Organisation for Economic
Co-operation and Development (OECD), the United Nations, Nasdaq Vilnius, and other internationally recognized standards and
good governance guidelines. Their main objective is to ensure that state-owned enterprises are governed transparently and
efficiently.
By consistently working to earn trust in ongoing strategic projects and dedicating significant attention to operational transparency
and accountability, the overall governance quality of the EPSO-G Group and the Company received an “A” rating in the GOOD
GOVERNANCE INDEX for 2024/2025 by VKC.By consistently working to earn trust in ongoing strategic projects and dedicating
significant attention to operational transparency and accountability, the overall governance quality of the EPSO-G Group received
an “A” rating in the VKC Good Governance Index for 2024/2025.
Board meeting attendance in 2025
During the reporting period, 22 board meetings were held.
No.
Board Member
Meeting Attendance
1.
Karolis Švaikauskas
22/22
2.
Paulius Butkus
22/22
3.
Alexander Feindt
22/22
4.
Darius Kašauskas
22/22
5.
Peter Loof Helth
22/22
Major decisions adopted by the Board in 2025
2 January. Initiation of the Company’s CEO selection and approval of the list of requirements for the Company's
CEO selection.
14 January. Approval of Amber Grid AB Strategy for 2025-2035 and Budget for 2025.
24 January. Approval of the Company’s CEO objectives for 2025, which are identical to those of the Company’s
CEO.
25 February. Assessment of Alexander Paul Gudmund Feindt and Peter Loof Helth, independent members of the
Board, for their independence. A decision was made to consider these members of the Board independent. A
decision was made to conclude a contract for the design services and contract works for the reconstruction of
sections of Vilnius-Kaunas (DN350) main gas pipeline, including, if necessary, the preparation of a territorial
planning document, and to approve the essential terms of the contract.
12 March. Setting the percentage of achievement of the Company’s performance targets, which are identical to
those of the Company's CEO.
3 April. Selection of Nemunas Biknius as the Company's CEO for a second term and approval of the terms of
employment contract.
7 April. Approval of the levels of top-level management positions applicable from 01/05/2025. Voting at the
ordinary general meeting of shareholders of UAB GET Baltic on the approval of the financial statements audited by
an independent auditor and profit (loss) distribution project. Approval of the Company’s consolidated Management
Report 2024 and the Information on Remuneration 2024, which is part of the AB Amber Grid’s Consolidated
Management Report 2024. Approval of the Company’s financial statements 2024 and the Company’s profit (loss)
distribution project 2024. A decision was made to convene the Company’s Ordinary General Meeting of
Shareholders on 30 April 2025 at 10 a.m., at the Company’s premises (address Laisvės ave. 10, Vilnius). Approval
01
JANUARY
02
FEBRUARY
03
MARCH
04
APRIL
A
Amber Grid corporate
governance results (overall
good governance rating: A)
• Transparency: A
• Strategic Management: A+
• Sustainability: A
• Shareholder Actions: A
47
AMBER GRID MANAGEMENT REPORT 2025.
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of the agenda and proposed decisions of the General Meeting of Shareholders. Approval of the Report on the
Implementation of the Company’s Strategy.
23 April. Conducting the evaluation of the performance of the Company’s CEO and awarding financial incentive.
23 May. Approval of the Company’s gas transmission service prices for 2026 and submission to the National Energy
Regulatory Council for approval.
20 June. A decision was made to conclude the contract for the procurement of the object part I (POD I) of the design
services and construction works of the replacement/installation of closing devices and the reconstruction of the
installation of operational remote control (SCADA), and to approve the essential terms of the contract.
22 July. A decision was made to conclude a loan agreement with UAB EPSO-G and to approve the essential terms
of the agreement. Approval of the change in the annual interest rate and bank margin set in the loan agreement of
19/08/2015 between Amber Grid AB and Nordic Investment Bank.
20 August. A decision was made to conclude the contract for the design services and construction works for the
installation and reconstruction of the electric gas compressor at the Jauniūnai Gas Compressor Station, and to
approve the essential terms of the contract, subject to the approval of the General Meeting of Shareholders.
26 August. Termination of the intercompany lending and borrowing agreement with EPSO-G UAB from 31/08/2025,
conclusion of the intercompany lending and borrowing agreement between Amber Grid UAB, LITGRID AB, EPSO-
G UAB, TETAS UAB, Energy cells, UAB, and BALTPOOL UAB, and approval of the essential terms of the agreement.
29 September. Approval of the amendments to the deadline for fulfilling obligations under the works contract for
the reconstruction of the Elektrėnai gas distribution station. Approval of the list of the Company’s information
constituting confidential and commercial (trade) secret.
7 October. Voting at the Ordinary General Meeting of Shareholders of UAB GET Baltic on the approval of the interim
condensed financial statements for the eight-month period ended 31 August 2025 and the draft profit (loss)
distribution for the eight-month period ended 31 August 2024.
30 October. Approval of the updated draft version of Amber Grid AB Strategy 2035 and its submission to public
undertaking Governance Coordination Centre for review.
18 November. Approval of the updated management structure of AB Amber Grid.
5 December. A decision was made to conclude a service agreement for the natural gas transmission through the
Republic of Lithuania to the Kaliningrad region, and to approve the essential terms of the agreement.
18 December. A decision was made to conclude a loan agreement with Nordic Investment Bank and to sign a
tripartite debt transfer agreement between Amber Grid AB, EPSO-G UAB and Nordic Investment Bank, and to
approve the essential terms of the agreement. A decision was made to change lending and borrowing limits and
applicable interest rates under the intercompany lending and borrowing agreement between Amber Grid AB,
EPSO-G UAB, LITGRID AB, TETAS UAB, Energy Cells UAB and BALTPOOL UAB. Conclude two contracts for
vehicle rental and maintenance services and approve the essential terms of the contracts. A decision was made to
convene the Company’s Extraordinary General Meeting of Shareholders on 9 January 2026 at 10 a.m., at the
Company’s premises (address Laisvės ave. 10, Vilnius). Approval of the agenda and proposed decisions of the
General Meeting of Shareholders.
In view of the Guidelines on the Annual Self-Assessment of the Activities of the Group’s Collegial Management Bodies approved
by the Remuneration and Nomination Committee, at the beginning of 2026, the Company’s Board performed the self-assessment
of its activities for 2025, and discussed aspects of the implementation of the action plan for 2025. The summarised assessments
of each member of the Board were discussed during the session on the self-assessment of the activities of the Board, during
which the areas for improvement were identified and directions for improving business processes were determined by setting up
an action plan for 2026, agreeing to focus on resilience, the Board’s work optimization, trainings of the Board members, and
improved sharing of the Group information with the Board members.
05
MAY
07
JULY
08
AUGUST
09
SEPTEMBER
06
JUNE
10
OCTOBER
11
NOVEMBER
12
DECEMBER
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AMBER GRID MANAGEMENT REPORT 2025.
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Based on the Company’s Articles of Association, the Audit Committee’s functions at Amber Grid are fulfilled by the Audit
Committee of the parent company EPSO-G UAB.
Amber Grid has the following committees acting jointly within the EPSO-G Group:
• Remuneration and Nomination Committee
• Audit Committee
EPSO-G’s Remuneration and Nomination Committee
Under the current Articles of Association of EPSO-G, the Remuneration and Nomination Committee shall be composed of at least
three members appointed by the Board for a period of up to four years by a reasoned decision. The nomination of members of the
Remuneration and Nomination Committee ensures that this Committee has at least one independent member. The continuous
term of office of a member of the Remuneration and Nomination Committee shall not exceed two consecutive terms of office. The
term of office of the Committee coincides with the term of office of the Board. Only an independent member may be elected to
chair the Audit Committee.
During the reporting period, the Remuneration and Nomination Committee had the following members: Robertas Vyšniauskas,
Ramūnas Bagdonas (until 31 October 2025), Dovilė Kavaliauskienė (since 2 June 2025) and Liudas Liutkevičius (from 5 November
2025 to 6 January 2026).
EPSO-G’s Audit Committee
According to the current version of the Articles of Association of EPSO-G, the Audit Committee shall be composed of at least
three members appointed by the sole shareholder of EPSO-G for a maximum period of four years, subject to the recommendations
(if any) of the Remuneration and Nomination Committee. The continuous term of office of a member of the Audit Committee shall
not exceed two consecutive terms. Only an independent member may be elected to chair the Audit Committee.
During the reporting period, the Audit Committee had two independent members: Rasa Balevičienė and Vytenis Lazauskas.
Dainius Bražiūnas was nominated by the Ministry of Energy y as a member of the Audit Committee
To ensure transparency and efficiency of its operations, the EPSO-G Group has implemented a centralised internal audit system.
It means that the internal audit unit fulfils the assigned functions at the Group level, and is directly accountable to the Board of
EPSO-G UAB, the majority of which are independent members. The auditors of EPSO-G UAB are not subordinate to the
administration personnel of the auditee.
https://www.epsog.lt/lt/apie-mus/valdymas/vidaus-auditas-1
[1]
Information on the professional experience of the members of the Board, the Company’s CEO and other senior executives is available at (in Lithuanian)
https://ambergrid.lt/mes/amber-grid/vadovybe/3
Audit of the financial statements
EPSO-G’s Audit Committee’s responsibilities:
• Carries out the monitoring of the preparation and auditing of the financial statements of the Group companies;
• Takes responsibility for the ensuring of the observance of the independence and objectivity principles by the
auditors of the Group companies and of audit firms;
• Takes responsibility for the monitoring of effectiveness of the internal control of the Group companies, compliance
and risk management, and internal audit, activity processes;
• Takes responsibility for the control of provision of non-audit services by the auditor of the Group companies and /
or audit firm;
• Evaluates the transactions concluded by the Group companies, the shares of which are admitted to trading on a
regulated market, with the parties concerned.
EPSO-G’s Remuneration and Nomination Committee’s responsibilities:
• Assists in carrying out the selections of candidates to the members of the bodies in all companies of the Group;
• Provides the companies of the Group with recommendations regarding the nomination of the members of the
management bodies, entry into contracts with them and setting remuneration;
• Makes recommendations on the Group’s corporate governance documents relating to the selection, appointment and
determination of independence criteria for the governing bodies, senior management;
• Makes recommendations on the system for succession of the Group’s managers and critical positions;
• Makes recommendations on the system of equal opportunities, inclusion and diversity promotion within the Group;
• etc.
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AMBER GRID MANAGEMENT REPORT 2025.
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On 30 August 2023, the General Meeting of Shareholders selected PricewaterhouseCoopers UAB as the audit company that will
perform the audit of the financial statements for the period of 2023-2025. The remuneration for the audit of the Company’s
financial statements was set of no more than EUR 413.7 thousand.
PricewaterhouseCoopers UAB conducted audit of the Company’s and its subsidiaries’ annual financial statements (including
regulated activity verification) for the year ended 31 December 2025 and 2024.
The fee for the audit services of PricewaterhouseCoopers UAB for the years ended 31 December 2024 was EUR 75 thousand.
The fee for the audit services of PricewaterhouseCoopers UAB for the years ended 31 December 2025 was EUR 75 thousand.
In 2025 and 2024, the non-audit services (regulated activity verification and other services) provided to the Company by
PricewaterhouseCoopers UAB amounted to EUR 17 thousand and EUR 18 thousand, respectively.
Remuneration management
On 7 December 2025, the EPSO-G's Group Employee Remuneration, Performance Appraisal and Self-development Policy
(hereinafter the “Policy”) came into force. It was approved by decision of EPSO-G’s Board of 28 October 2025 and applies to all
employees of the Company and is available on the Company's website. The Policy is approved by decision of EPSO-G’s Board
considering the recommendations of the EPSO-G's Remuneration and Nomination Committee. EPSO-G’s Remuneration and
Nomination Committee periodically evaluates the provisions of the remuneration policy, its effectiveness, implementation, and
application. The aim of the policy is to manage remuneration costs in an efficient, clear, and transparent way and, at the same
time, to create motivational incentives and to encourage staff to perform better, to contribute more actively to the achievement of
objectives, to go beyond the formal performance of their duties, to develop innovative, out-of-the-box solutions, and to improve
performance.
The remuneration of EPSO-G Group employees consists of the following components: monthly remuneration; fringe benefits
provided for in the Labour Code of the Republic of Lithuania, internal regulations and collective agreements of the Companies;
financial incentives; project incentives; incentives for exceptional performance and innovation; fringe benefits; recognition and
emotional reward.
Remuneration structure
Components of remuneration
Monthly remuneration is the largest and most important part of the monetary remuneration, which depends on the level of the
post, determined for each post according to a methodology used in international practice. The monthly remuneration of staff
members is set within the limits of the remuneration scales for the grade of the post concerned, taking into account the staff
member’s skills (including social and emotional skills), qualification (competences), experience, knowledge, level of accountability
and independence in performing the functions assigned to the post, and performance.
Financial incentives are determined by reference to the following standard criteria for assessing the employee’s performance: the
results of the assessment of the employee’s achievement of his/her objectives, the assessment of the employee’s value-based
behaviour, the results of the assessment of the employee’s quality of performance. Financial incentives for the Company’s CEO
50
AMBER GRID MANAGEMENT REPORT 2025.
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are allocated by the Board of the Company, and for other employees – by the Company’s CEO. The financial incentive is paid once
a year when the Board of the Company approves the audited financial results of the Company and when they are confirmed by
the resolution of the General Meeting of Shareholders.
A one-off bonus for exceptional performance may be payable by the decision of the Company’s CEO. For the purpose of
maintaining continuous progress, different incentives may be payable to encourage innovation initiatives across the EPSO-G UAB
Group. Such incentives may be payable for innovation-driven approach and creativity of employees as they present their innovative
ideas.
Amber Grid’s average monthly remuneration by category of employees in 2025 (EUR/month):
Groups of job positions
2025
2024
Company’s CEO
14,889
14,137
Top-level managers
9,424
9,458
Middle and first-level managers
5,306
5,107
Expert professionals
3,116
3,270
Workers
2,447
1,965
Total:
3,550
3,228
Total annual wage guarantee fund, EUR thousand
16,641
14,652
Remuneration policy for members of collegial management bodies and CEO
On 20 April 2020, the General Meeting of Shareholders of the Company approved the Remuneration Policy for CEO and Board
Members of Amber Grid (the updated policy was approved by decision of the Company’s General Meeting of Shareholders of 30
April 2024)
[1]
aimed at establishing common, clear and transparent principles of monetary reward for work of the Company’s CEO
and Board members and the remuneration system based on these principles in order to effectively manage the Company’s
operating costs and to create motivational incentives for the CEO and Board members to contribute to the achievement of the
Company's mission, vision, values and objectives. The principles of remuneration of members of the Company’s management
bodies are also regulated by the Guidelines for determining the remuneration of members of the management bodies of the EPSO-
G Group companies approved by the sole shareholder of EPSO-G.
When determining the remuneration for the management bodies, the Company follows a principle that the size of the
remuneration and its payment procedure should: promote creation of a long-term and sustainable corporate value of the Company
and the entire EPSO-G Group; match the workload of individual bodies of the Company and their individual members; reflect as
much as possible the actual situation in the market, i.e. it has to be competitive in terms of the work pay offered in the market for
the professionals in the respective fields; ensure remuneration for responsibility undertaken by the management bodies; ensure
independence of the independent Board members; encourage attraction of high-level professionals from the respective areas to
join the Company’s management. Remuneration for the functions fulfilled in the Company‘s Board may be payable only to those
Board members of the Company who meet the criteria set forth in the effective legal acts of the Republic of Lithuania and the
Guidelines for Determining the Remuneration for Fulfilment of Functions in the Bodies of EPSO-G UAB and the EPSO-G UAB
Group.
By decision of the Extraordinary General Meeting of Shareholders of 30 April 2024, the following fixed monthly remunerations,
before tax, were fixed as from the date of adoption of the decision of the General Meeting of Shareholders:
Monthly fixed remuneration before tax
Job position
Monthly fixed pay
component (EUR)
Chairman of the Board (independent)
4,600
Member of the Board (independent)
3,500
Member of the Board (civil servant), if the civil servant neither holds the position nor engages in
activities of the collegial body of another SE/SOE and/or ME/MOE*
1
2,800
1
* SE - state enterprise, SOE - state-owned enterprise, ME - municipal enterprise, MOE - municipality-owned enterprise
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AMBER GRID MANAGEMENT REPORT 2025.
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Member of the Board (civil servant), if the civil servant holds the position and engages in activities
of the collegial body of another SE/SOE and/or ME/MOE
1,800
In addition, by the said decision of the General Meeting of Shareholders of 30 April 2024, the total annual budget for 2024 for
the remuneration of the Company’s Board members and additional expenses to ensure activities of the Board were set at EUR
129.4 thousand.
The tables below present information on remuneration of the members of the management bodies, and annual changes in
the remuneration amounts.
Remuneration of the Company’s CEO
Position
Full name
Date of
appointment
Components
of
remuneration
Gross wage (EUR)
2019
2020
2021
2022
2023
2024
2025
Company’s
CEO
Nemunas
Biknius
October 2019
Appointed for
new term of
office in April
2025
Total, EUR
20,075
117,192
148,586
159,410
188,090
169,649
178,670
Variable
component, EUR
-
4,581
33,488
38,603
55,462
23,000
24,200
Variable
component, %
-
4%
23%
24%
29%
14%
14%
The amounts of the remuneration paid to the Company’s CEO were in line with the Remuneration Policy, and the variable
remuneration component was s paid based on the implementation of the annual objectives of the Company set by the Board.
The Company’s CEO do not receive a remuneration based on shares of the Company.
Remuneration of Board members
Position
Full name
Remuneration for work in
the Board (EUR)
2024
2025
Board member. Re-elected to the Board from 30/04/2024.
Chair of the Board from 10/05/2024
Paulius Butkus
-
-
Board member
Term of office ended on 20/04/2024
Re-elected to the Board on 30/04/2024
Karolis Švaikauskas
20,118
21,600
Member of the Board from 30/04/2024
Peter Loof Helth
28,167
42,000
Member of the Board from 30/04/2024
Darius Kašauskas
-
-
Member of the Board from 30/04/2024
Alexander Feindt
28,167
42,000
A fixed monthly salary paid to the Board members of the Company is not depend on the financial or non-financial performance of
the Company. No variable component or other bonuses are paid to the Board members of the Company. The Board members of
the Company also do not receive any share-based payment awarding shares of the Company
[1] The Policy is available on the Company’s website at www.ambergrid.lt
Privacy
The Group has a Personal Data Protection Policy based on the principles of the General Data Protection Regulation, which defines
the measures taken by the Group companies to ensure the security of personal data processed and the roles and responsibilities
of individuals ensuring compliance with the personal data protection requirements.
The personal data processing requirements are covered in more detail in the internal legislation of all Group companies. These
Group-wide documents, drawn up on a uniform basis, form a consistent practice across the Group companies when managing
personal data security incidents, entering into personal data processing agreements, transferring personal data to third parties,
and in other processes.
The Group adheres to the principle of accountability laid down in the General Data Protection Regulation. The Group companies
keep records of their personal data processing activities, prepare privacy notices, and carry out and document other actions
required by the General Data Protection Regulation.
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AMBER GRID MANAGEMENT REPORT 2025.
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Personal data protection risks are managed by implementing technical and organisational measures, conducting compliance
audits to assess the adequacy of these measures, as well as by unifying personal data protection across the Group.
During the reporting period, three compliance audits were conduct in the Group, in the area of personal data protection. Although
these audits did not identify significant non-compliance issues, they highlighted the areas of personal data processing agreements
concluded with data processors where improvement is needed.
Compliance Management
The EPSO-G Group has compliance management system in place designed to:
• protect the Group companies from financial or reputational damage that may result from behaviour that does not meet internal
and external requirements;
• manage the risks of non-compliance and mitigate their impact and likelihood of occurrence;
• promote a culture of compliance, i. e. encourage the Group’s employees to work in accordance with the set requirements and to
justify their application on the Group’s values.
The Group’s compliance is based on the Three Lines Principle and principle governing the use of the risk-based approach.
Compliance activities are governed by the Group’s Compliance Management Policy. On 25 of April 2025, the EPSO-G Board
approved a new version of the Compliance Management Policy, introducing the establishment of a three-year compliance
management programme and the preparation of annual compliance management plans in the Group companies. The Policy
clarifies and supplements the main compliance management processes and specifies the responsibilities of entities participating
in compliance management.
During the reporting period, training was organized for experts of the Compliance Management function to increase the level of
expertise. The Compliance Management Register was launched, which will allow for effective management of information related
to compliance management actions. During the reporting period, the process of developing the Group’s three-year compliance
management programme and the process of drawing up and monitoring the implementation of the Group’s annual Compliance
Management Action Plan were approved.
Compliance with sustainability requirements
An action plan for the sustainability compliance priority area for 2024 has been developed. A list of key legislation relevant to
sustainability has been drawn up and is included in the Company’s monitoring of legislation.
Operation/Materials Control
In 2024, the Company developed and approved the Description of Control on Bringing Materials and Equipment into Operation.
Identification and assessment of the likelihood of corruption has been carried out and a conclusion on the ‘Control of Materials
Input During Construction Works for Amber Grid’ has been issued. Employees received continuing training (technicians) on
‘Changes in the Law on Construction 2023-2024’.
To improve compliance management, in 2024, with the joint efforts of the Group companies, the Compliance Management
Methodology was updated, the key compliance management indicators were defined and the compliance management maturity
assessment methodology was established. The methodology guided the compliance management maturity assessment of Amber
Grid AB during the reporting period. In view of the outcome of this assessment and the drive for a higher level of maturity, the
Company’s strategy priorities, shareholder expectations and regulatory developments, the Group has, for the first time, the
Compliance Management Framework 2025-2027 was established at the Group level, outlining the key priorities and directions
for these activities over a three-year period. To promote a culture of compliance, as it was every year, we communicated with
employees on external and internal regulatory requirements, organised training, and encouraged to report non-compliance.
In 2024, no significant non-compliance issues were identified in Amber Grid.
Corruption prevention
The EPSO-G Group’s business decisions are guided by the principles of objectivity, impartiality, transparency, accountability and
the rule of law, combined with the Group’s zero tolerance to corruption or any other forms and manifestations thereof. We aim to
build a transparent and trust-based Group, therefore continuously assess corruption risks and implement measures to manage
these risks.
The EPSO-G Group’s anti-corruption activities are based on the international standard ISO 37001:2016 Anti-bribery management
systems — Requirements with guidance for use, as well as the following measures implemented in the Group companies:
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AMBER GRID MANAGEMENT REPORT 2025.
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The following were approved during the reporting period: the Description of the Helpline Operation and Administration Procedure,
the Description of the Business Partner Screening Procedure, the Description of the Interest Management Procedure, applicable
in the Group companies. In addition, the anti-corruption management systems of the Group successfully completed the
recertification process in accordance with ISO 37001:2017.
Corruption risk assessment is carried out in the Company on annual basis in accordance with the Group’s Risk Management Policy
and methodology, and the status of implementation of the measures identified to manage corruption risk is assessed on quarterly
basis. To improve the management of third-party corruption risks, the Group company has a business partner screening system
in place.
In 2025, the Company identified the following corruption-related risks that could have an impact on the Company’s reputation or
financial position:
• Corruption-related risks
• Risk of improper management of conflicts of interest
• Risk of recruiting and employing individuals that do not satisfy regulatory requirements
Anti-corruption education of employees is an important part of our Company’s anti-corruption activities, delivered in various forms:
training sessions for external or in-house coaches, and communication messages on the current anti-corruption related issues. To
ensure consistent anti-corruption awareness-rising among employees, interactive mandatory anti-corruption trainings were
developed in the Company. As of 2025, all employees of the Company are required to complete the trainings, which will also be
included in the set of mandatory trainings for newcomers.
On 9-20 December 2025, Amber Grid organised an Anti-Corruption Week, during which employees were actively involved in
various discussions, training sessions and a survey. The employee tolerance to corruption survey was conducted to determine
employees approach to corruption and to identify aspects of anti-corruption requiring improvement. The employees’ participation
rate remained similar to recent years (121 employee in 2025, 120 in 2024, and 119 in 2023). Results of the key survey questions
remain high: the percentage of employees who have not encountered any forms corruption in their work (97% in 2025, 98% in
2024, 98% in 2023, and 97% in 2022), the percentage of employees who know where to go to report a case of corruption (90%
in 2025, 95% in 2024, 98% in 2023, and 97% in 2022).
Key anti-corruption indicators:
2023-2025: no any cases of corruption identified; no any corruption-related cases filed against the Company/employees; no any
corruption cases identified due to which contracts with business partners are not concluded.
The Company has Helpline – pranesk@epsog.lt.
The Company’s employees and other stakeholders can directly or anonymously report, without fear of negative consequences, via
Helpline pranesk@epsog.lt, by completing online reporting form, by mail – to the Company’s registered office at Laisvės ave. 10,
Vilnius, may report suspected violations, unethical or unfair behaviour to the designated person or to other employees of
Prevention Department. No reports related to manifestations of corruption were received in 2025.
Setting restrictions
on gifts and huma
Implementing
measures to
manage conflicts of
interest
Identifying
corruption risks
Operating a
Helpline
Ensuring the
credibility of staff
Screening of
business partners
Conducting internal
investigations
Applying contract
transparency
measures
Conducting
employee training
Ensuring
transparency of
procurement
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AMBER GRID MANAGEMENT REPORT 2025.
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Management of Conflicts of Interest
The Company’s governance framework promotes avoidance of conflicts of interest among and members of collegial bodies, and
ensures a transparent and an effective conflict of interest disclosure mechanism. The Company has an integrated model for the
declaration of private interests as defined in the Policy of Management of Interests of Employees and Members of Collegial Bodies.
It requires to disclose all private interests of the Company’s employees and members of the collegiate bodies in an internal
declaration form prescribed by the Group, and, when applicable to the job position and functions, in PINREG, the register of private
interests.
Amber Grid implements active monitoring, control and supervision of private interests: assessing potential conflict of interest
situations during the job application process, reviewing and analysing declarations, recommending on potential conflicts of
interest management and actions and/or decisions requiring refraining.
The Company’s anti-corruption activities are targeted to managing corruption risks in Lithuania and abroad. The Company's
employees cooperating with foreign officials or officials acting in foreign countries shall be guided in their activities by the
principles set in the Anti-Corruption Policy, including the principle of zero tolerance to corruption.
In 2025, no cases of bribery of officials in international business transactions, corruption or other corruption manifestations abroad
or in Lithuania were detected in EPSO-G and its subsidiaries.
At the end of the reporting period:
• The members of the collegial management bodies, administrative staff and the Group companies’ CEOs have not acquired any
shares in EPSO-G group companies, except for Nemunas Biknius, CEO of Amber Grid, who holds 0.001055% of shares in
Amber Grid. His shareholding remained unchanged during the reporting period.
• The declarations of interests of all members of the collegial management bodies, members of the Board and the Company’s
CEO, are submitted and published in the Register of Private Interests (PINREG), on the website of the Chief Official Ethics
Commission (COEC) and at www.epsog.lt. All CEO’s of EPSO-G Group companies have submitted declarations of interest to
the holding company to the extent and according to the procedure set out in the Group’s Policy of Management of Interests of
Employees and Members of Collegial Bodies, which is available at www.epsog.lt in the menu item “Operating Policies”.
• No any conflicts of interest among members of the collegial management bodies and the Group companies’ CEOs .
• Members of the collegial management bodies and Group companies’ CEOs have not been convicted of any criminal offence,
have not been subject to any indictment or sanction by any regulatory authority in the last five years, have not been barred by
a court from holding any office as a member of the Company’s administrative, management or supervisory bodies of the
Company or from holding any managerial position or from managing the affairs of any issuer.
• EPSO-G, Amber Grid has not entered into any transactions with the above-mentioned persons which are outside the operating
activities of the Company or which have not been duly notified to and authorised by EPSO-G, Amber Grid’s collegiate
management bodies.
5.3. Information on compliance with the corporate governance code
Amber Grid complies with the Corporate Governance Code for Companies Listed on NASDAQ Vilnius Stock Exchange (available
at www.nasdaqbaltic.com; hereinafter “the Code”). The Code applies to the extent that the Articles of Association of the Company
do not provide otherwise. The Company has disclosed its compliance with the requirements of the Code, and such information is
available on the Company’s website at http://www.ambergrid.lt, and on the Central Storage Facility at www.crib.lt.
5.4. Issued capital
The Company’s issued capital amounts to EUR 51,730,929.06. It is divided into 178,382,514 ordinary registered shares with
nominal value of EUR 0.29 each. One ordinary registered share with the nominal value of EUR 0.29 gives one vote at the General
Meeting of Shareholders. All shares are fully paid up. There were no changes in the Company’s shareholder structure during
2025. EPSO-G UAB retained its 96.58% shareholding in the Company and was the only shareholder holding more than 5% of
the Company’s shares. EPSO-G UAB has a casting vote in the decision-making process at the General Meeting of Shareholders.
5.5. Shares and shareholder rights
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AMBER GRID MANAGEMENT REPORT 2025.
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The number of the Company’s shares that entitle their holders to vote at the General Meeting of Shareholders matches the number
of shares in issue, which is equal to 178,382,514 shares. All property and non-property rights conferred by the shares of Amber
Grid are equal, and none of the Company’s shareholders has special control rights. Pursuant to Article 20 of the Law on Companies
of the Republic of Lithuania (hereinafter the “Law on Companies”), only the General Meeting of Shareholders of the Company may
take decisions on the issuance of new shares and the purchase of its own shares. The Company is not aware of any arrangements
between shareholders that may restrict the transfer of securities and/or voting rights. There are no restrictions imposed on the
voting rights at the Company. In 2025, the Company did not acquire any own shares and did not enter in any transactions involving
the acquisition or disposal of own shares.
5.6. Shareholders
As at 31 December 2025, Amber Grid had over 2700 shareholders (Lithuanian and foreign natural and legal persons), whereof 1
(one) shareholder held more than 5% of the Company’s shares.
Shareholders of the Company
Shareholder
Registered office address/company code
Ownership interest, number of shares
EPSO-G UAB
Laisvės ave. 10, Vilnius, Lithuania, 302826889
172,279,125
Minority shareholders
6,103,389
In total:
178,382,514
Shareholder structure as at 31 December 2025
5.7. Trading in securities on regulated markets
Since 1 August 2013, the Company’s shares have been traded on a regulated market and quoted on the Secondary List of
NASDAQ Vilnius Stock Exchange.
Main data on Amber Grid’s shares
ISIN code
LT0000128696
LEI code
097900BGMP0000061061
Ticker
AMG1L
Issue size (units)
178,382,514
In 2025, the Company’s turnover of trading in shares amounted to EUR 0.339 million (2024: EUR 0.393 million), 274,524 shares
were transferred by way of transactions (2024: 349,855 shares).
As at 31 December 2025, the Company’s share market capitalisation amounted to EUR 231.89 million.
Share price dynamics on NASDAQ Vilnius, 2025
96,58%
3,42%
UAB EPSO-G Small shareholders
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AMBER GRID MANAGEMENT REPORT 2025.
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Amber Grid’s share price and turnover, 2025
5.8. Dividends
The EPSO-G Group’s and Amber Grid’s Dividend Policy
2
stipulates uniform rules for estimation, payment and declaration of
dividends across all companies of the EPSO-G Group. The main purpose of the Dividend Policy
3
is to set clear guidelines regarding
the expected return on equity for the existing and potential shareholders through sustainable corporate value growth of the Group
and its companies, and development of the strategic projects, thereby consistently strengthening trust in the whole group of
energy transmission and exchange companies.
On 30 April 2025, the Ordinary General Meeting of Shareholders made the decision to pay out dividends in total amount of EUR
10.6 million or EUR 0.0599 per share.
On 30 April 2024, the Ordinary General Meeting of Shareholders made the decision to pay out dividends in total amount of EUR
20.17 million or EUR 0.1131 per share.
5.9. Agreements with intermediaries of public trading in securities
Amber Grid has an agreement with SEB Bankas AB for provision of accounting and related services of the Company’s securities.
The Company also has an agreement with AB SEB Bank on dividend payment/distribution to minority shareholders came into
force, under which AB SEB Bank calculates and pays dividends to all shareholders of the Company.
Bank details
Details of AB SEB Bankas
2
The Company’s and the Group’s Dividend Policy https://ambergrid.lt/mes/investuotojams/dividendai/605
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Company code
112021238
Registered office address
Konstitucijos ave. 24, LT-08105 Vilnius, Lithuania
Phone
+370 5 268 2800
Email
info@seb.lt
Website
www.seb.lt
5.10. Risk management framework
The Company views risk management as a structured approach to managing uncertainties by methodically assessing the impact
and likelihood of risks and applying appropriate risk management tools. In 2025, the Company followed the Risk Management
Policy and Risk Management Methodology of the EPSO-G Group approved by the Board. These documents embedded a uniform
risk management system that is based on common principles and meeting good practice according to COSO ERM (Committee of
Sponsoring Organisations of the Treadway Commission Enterprise Risk Management) methodology applicable in the international
practice. The Risk Management Policy defines the key risk management principles and responsibilities for the EPSO-G Group
companies to ensure a unified corporate risk management process based on common principles. The EPSO-G Group companies
define risk management principles and responsibilities in the Risk Management Policy. The Policy is publicly available on EPSO-
G website.
The Company’s risk appetite, as defined in the Risk Management Policy, is the level of risk that is below the highest level of risk
that is equal to or greater than a score of 15 (the product of the probability and the impact of the risk on the Company), or the
level of risk the Company’s governing bodies willing to accept to achieve the strategy and performance objectives set. Risks
exceeding the score set for the risk appetite are subject to additional management measures.
The Company has in place the following risk management process (stages):
1. Identification of environment. The Company identifies aspects that may have an impact on the Company’s failure to achieve
its goals based on the Company’s internal and external environment, planning documents, the Risk Assessment history and the
monitoring of the implementation of the risk management measures. Regular environmental assessments are carried out to
adapt to changes and to prepare in advance for unexpected threats.
2. Risk assessment. The Company identifies, analyses and assesses risks on regular basis, identifies Key Risk Indicators, and
prepares the List of Risks. The Company also identifies the risk appetite, and categorizes risks according to their priority and the
appetite identified.
3. Developing a Plan on risk Management Measures. The Company develops a Plan on Risk Management Measures for risks
exceeding risk appetite.
4. Monitoring of risks and the implementation of the Plan on Risk Management Measures. This process involves continuous
monitoring of the Company’s List of Risks and the Plan on Risk Management Measures, as well as monitoring of the Group-level
risks and the list of the Group-level risks management measures.
5. Communication and information. Regular and effective sharing of information among the participants in the Risk
Management process that has impact on the assessment of the companies’ risks and their management. Relevant information
on risks and their management is communicated to the Company’s employees during staff meetings.
The Company identified operational risks for 2025, assessed them, set risk monitoring indicators and provided risk management
measures.
After assessing the risks identified and managed in the Company and their level (impact on the Company’s activities), the Board
of Amber Grid approved the group-level risk list.
In each quarter of 2025, the Audit Committee of EPSO-G assessed the changes in the key risk indicators of the Company, the
effectiveness of risk management, and presented its conclusions and recommendations to the Boards of Amber Grid.
To improve risk management and integrity within the Group, Power App, the Risk Management Information System, has been
installed. Using the tool, users can enter relevant risk information, depending on their role, to generate relevant content from a
common dataset, and to send reminders or comments related to risk management.
5.11. Key risks and their management
Group’s risk map
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Trends in a
risk level:
Risk scale:
Increase
No change
Decrease
Very high
20-25
High
15-19
Medium
10-14
Low
5-9
Very low
0-4
ASV
Risk of delays in strategic projects
Risk of disruption to systems used in core
business
ASV
Risk of non-compliance with occupational
safety requirements
ASV
Cybersecurity risk
Risk of failing to meet the budget
ASV
Environmental impact mitigation risk
ESG – environmental protection, social sphere, governance
Probability
5
4
3
2
1
1
2
3
4
5
Impact
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Full description of the Group’s risks
Risk level
Risk factors
External - technological
Internal - processes
Risk impact
Finances, business continuity
ESG type
Governance
Risk area
Strategy and business
planning
Risk description
The Company implements complex,
large-scale projects at national level
included in strategic planning
documents, which are crucial to the
development of Lithuania’s energy
system, and to the availability of
additional opportunities for market
participants to choose to consume
climate-neutral energy. Delays in
government and the Company’s
projects have a negative impact on
the achievement of the Company’s
and/or the Group’s strategic
objectives.
Management measures
• With existing measures, structural changes
have been made to ensure faster development
of hydrogen transport activities: a separate
Energy Transformation Center has been
established and cooperation on the
implementation of green transformation has
been maintained with national authorities
(Ministry of Energy, NERC, etc.), as well as with
the authorities and companies in neighbouring
countries, and the European Commission.
• Planned development of the Nordic-Baltic
Hydrogen Corridor, a cross-border H2
infrastructure corridor (by 2030)
Risk level
Risk factors
External - political,
technological
Internal - personnel,
infrastructure
Risk impact
Finances, reputation, business
continuity
ESG type
-
Risk area
Electricity and natural gas
system management
Management of the assets
attributed to the transmission
system
Risk description
One of the key roles and
responsibilities of the Company is to
ensure secure, reliable, and efficient
operation of natural gas and
electricity transmission systems.
Technological risk management aims
to avoid disruptions to operations
and the disconnection of gas or
electricity to consumers.
Management measures
• To ensure reliable operation of transmission
systems, the Company implement specialized
information systems, modern business
management systems, update accident and
technological disruption and emergency
management, business continuity plans on a
continuous basis, and set high standards for the
contractors.
• To avoid disruptions to the transmission systems,
the systems are continuously monitored,
maintenance plans are drawn up accordingly,
and the necessary new investments in network
upgrades are planned in time.
1. Risk of delays in strategic projects
2. Risk of disruption to systems used in core business
VERY HIGH
VERY HIGH
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Risk level
Risk factors
Internal - personnel
Risk impact
Human health, finances,
reputation
ESG type
Corporate Social
Responsibility
Risk area
Occupational Safety
Risk description
The Company places great emphasis
on occupational safety. Given the
applicable and most relevant
occupational health and safety (OHS)
requirements and the current
implementation situation, there is a
risk of non-compliance with the OHS
requirements.
Management measures
• Proper installation of workstations, timely
maintenance and control of systems, equipment,
work tools.
• Internal documents on health and safety have
been approved.
• Staff training, certification and briefings on safety
and health issues.
• Continuous monitoring and supervision of
employees' and contractors' compliance with
OHS requirements.
Risk level
Risk factors
External - technological
Internal - personnel
Risk impact
Finances, reputation, business
continuity
ESG type
Governance
Risk area
Information security
Risk description
The information and data managed
by the Company are of strategic
importance for the security of
Lithuania, therefore, loss of such
information or data, illegal change or
disclosure, damage thereof, or
termination of the data flow which is
necessary for a secure operation of
transmission systems may cause
disturbances of the activities of the
Company, cause damage to other
natural persons and legal entities.
Management measures
• In order to prevent cyber incidents, threats to the
information systems, physical protection and
security management systems of the Company
are regularly assessed, existing security
measures, systems and/or tools are constantly
updated and new ones are introduced to comply
with the strict requirements of the EU and the
Republic of Lithuania’s legislation on information
security.
• The Company’s employees actively participate in
cybersecurity exercises intended to train them to
manage and respond to cyber incidents targeting
critical information systems and networks, and to
ensure the functioning of their services.
Risk level
Risk description
Management measures
3. Risk of non-compliance with occupational safety requirements
4. Cyber security risk
5. Risk of failing to meet the budget
MEDIUM
HIGH
MEDIUM
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Risk factors
External - economic
Internal - processes,
personnel
Risk impact
Finances, reputation
ESG type
-
Risk area
Finance management
There is a risk that the Company will
fail to meet their budgets and
financial plans, which will adversely
affect their ability to meet the
commitments of specific companies
and EPSO-G as the Group’s, as well
as ability to meet financial covenants
and other obligations, and to pay
dividends.
• Performance control (monitoring by EPSO-G, the
Boards) as part of the Integrated Planning and
Monitoring Policy.
• For the purpose of regulated activities, comments
and recommendations, as appropriate, on
decisions related to recognition of expenses,
changes in a methodology, and development of a
common Group position.
• For the purpose of non-regulated activities,
review of, amendments to the action plan, where
appropriate.
Risk level
Risk factors
Internal - processes, personnel
Risk impact
Environment, reputation,
finances
ESG type
Environment protection
Risk area
Environment protection
Sustainability development
Risk description
The Company is committed to
reducing GHG emissions throughout
its value chain, contributing to
climate change mitigation. There is a
risk of failing to achieve Amber Grid’s
long-term strategic goal, unless the
regulatory approval of the necessary
investments in GHG reduction
measures is obtained or the
investments (measures
implemented) prove to be effective.
In addition, the Methane Regulation,
effective as of 2026, impose stricter
requirements for methane emission
monitoring (Article 12), leak
detection and repair (Article 14), and
controlled venting and flaring
(Articles 15 and 16). This requires a
sufficient number qualified
specialists responsible for:
measurement planning and
execution (LDAR surveys), data
entry, analysis and reporting to
competent authorities, controlling
repair and monitoring schedules, and
organising work.
Management measures
• Preparation and implementation of a GHG
emissions reduction plan
• Solution for GHG emission calculation software
• 2025 was a preparatory year prior to the planned
entry into force of the Methane Regulation in
2026 Risks are managed using both existing and
additional risk management measures. The
existing measure was used to prepare the
process description. Additional measures include
resource planning and the procurement of
services for the inventory count and
measurement of methane pollution sources.
In 2025, corruption, compliance, going concern risks were included in the Company’s key risk register. All of these risks are
medium or low level because of applied effective risk management measures. Being aware of the importance of these risks for
the achievement of the sustainability objectives, the Company pays particular attention to the management and disclosure of
these risks.
6. Environmental impact mitigation risk
MEDIUM
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06
Sustainability report
6.1. ESRS 2 General information
6.2. Environmental area
6.3. Social area
6.4. Governance area
6.5. Annexes
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6. Sustainability report
6.1. ESRS 2 General information
BP-1 General basis for preparation of sustainability statements
In this section, we present sustainability information for Amber Grid (the “Company”) for the reporting year 2025.
The Report reviews our environmental, social, and governance (ESG) achievements and objectives. Information is presented in a
clear and comprehensible manner, grounded in facts and data.
This Report is not yet subject to the provisions of the Corporate Sustainability Reporting Directive (CSRD); it was developed on a
voluntary basis as a transitional document to support our preparation for the future application of the CSRD. The Report is aligned
with the European Sustainability Reporting Standards (ESRS).
The Company is part of the EPSO-G group of companies. Our sustainability information is included in the consolidated
Sustainability Report of the EPSO-G group, prepared in accordance with ESRS and verified by an independent external auditor.
This Report complements the Group report by disclosing the Company’s operational specifics and priorities.
The Report provides information on the Company's activities and its entire value chain, from the supply chain (upstream), through
its direct operations, to its relationships with customers and partners (downstream). The entire value chain was assessed using a
Double Materiality Assessment (DMA). Based on its results, the Report discloses information on those parts of the value chain,
impacts, risks, and opportunities that have been identified as material.
Sustainability information was selected based on materiality. The double materiality assessment was carried out at the Company
level, using the EPSO-G Group methodology. Based on the results of the assessment, we have selected and compiled all the
information presented in the Report.
The Report is published as part of the Integrated annual report. It is aimed at our employees, partners, decision-makers and other
stakeholders. The Report helps to provide a clearer understanding of our contribution to a sustainable energy transition.
In preparing the Report, we deliberately did not make use of the non-disclosure exemptions allowed by ESRS. This is to ensure
maximum transparency and consistent application of accountability principles.
BP-2 Disclosures in relation to specific circumstances
There were no specific circumstances in 2025 that had a material impact on the sustainability information presented in the Report
or its comparability.
The Report is aligned with the ESRS time horizons. The short-term time horizon is up to 1 year, the medium-term time horizon is
1–5 years and the long-term time horizon is more than 5 years. These periods correspond to the practice applied in the EPSO-G
group.
In addition to the information required by the ESRS, we have included tables of the European Union Taxonomy Indicators in the
Report. They are based on the templates in Commission Delegated Regulation (EU) 2021/2178. The scope and methodology of
the EU Taxonomy indicators have not changed significantly in 2025.
Following the structure specified in the first standard (1 ESRS), the sustainability report consists of five sections:
1. General information (ESRS 2 General disclosures);
2. Environmental information (E1 Climate change, E2 Pollution, E4 Biodiversity and ecosystems, E5 Resource use and circular
economy);
3. Social information (S1 Own workforce, S3 Affected communities and S4 Consumers and end-users);
4. Governance information (G1 Business ethics);
5. Annexes.
•
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The indicators are presented on a comparative basis for the period 2023–2025. The greenhouse gas (GHG) figures are from the
base year 2019. The base year was recalculated in 2024. Comparability between periods is ensured.
In 2025, the Report structure was improved to make the information clearer and more consistent. Indicators are presented more
effectively, and the structure was aligned with ESRS logic. These changes had no impact on data comparability.
The methodology for calculating Scope 3 greenhouse gas emissions is presented in section E1 “Climate change.” As a member of
the EPSO-G group the Company does not fall under the exemptions for companies with fewer than 750 employees. Although the
Company has 368 employees, we deliberately present the full material E4, S1, S3 and S4 ESRS information for coherency and
consistency with the Group's report.
Sustainability Governance
GOV-1 The role of the administrative, management and supervisory bodies
Amber Grid aims to actively contribute to the transformation of the energy sector by striking a balance between environmental,
social and economic objectives. The company strives to comply with the best sustainability management practices and principles,
ensuring that sustainability considerations are integrated into strategic decisions and day-to-day operations.
The composition of the administrative, management and supervisory bodies
Amber Grid's sustainability management is based on a clear allocation of responsibilities and the integration of sustainability into
strategic decisions. Sustainability directions and objectives in the Company are formulated and approved by decisions of the
Amber Grid Board. They are aligned with EPSO-G's strategic orientations to ensure coherence at Group level.
The Articles of Association provide for the governing bodies of the Company:
• General Meeting of Shareholders.
• The Board.
• Company CEO.
According to the legal acts of the Republic of Lithuania, the majority of the members of the Board consist of independent members
and public officials. In total, the Amber Grid Board consists of 5 members elected for a 4-year term: two members delegated by
the parent company EPSO-G, two independent Board members, and one public official. There are no executive members,
employee representatives, or other worker representatives in the management and supervisory bodies. Detailed information about
the Company's management and composition of governing bodies is provided in Sections 7 and 8 of the Integrated Annual Report
and on the Company's website.
EPSO-G’s corporate sustainability governance structure is in line with the Group's corporate governance structure. Management,
supervisory and advisory bodies oversee and manage sustainability matters by their respective areas of responsibility and
competencies. Detailed information on sustainability management and monitoring at the Group level is provided in EPSO-G
Integrated Annual Report 2025, section “Sustainability Governance“.
Amber Grid implements the Group's strategic sustainability objectives, prepares sustainability reports and ensures regulatory
compliance. Environmental, social responsibility and governance objectives are allocated to the relevant functional units according
to their responsibilities. The Company has a person responsible for the implementation of equal opportunities principles.
Sustainability governance and monitoring
Administrative, management and
supervisory bodies of the Company
Key responsibilities
Amber Grid Board
• Approves the Company's strategy, which integrates sustainability objectives and
indicators;
• Approves the Company's objectives, including sustainability goals;
• Periodically reviews progress on the sustainability indicators;
• Reviews the Company’s operational risks, including sustainability-related risks;
• Receives periodic reports on the implementation of sustainability topics;
• Takes decisions on the resources needed to implement sustainability initiatives.
Amber Grid CEO
• Ensures the implementation of strategic sustainability decisions and coordinates
sustainability activities within the Company.
Company functions
• Coordinate and implement sustainability activities through the relevant functions and
units within their respective competences.
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Administrative, management and
supervisory bodies of the Company
Key responsibilities
Group Sustainability Function
• Coordinates the implementation of sustainability-related policies and reporting at Group
level.
Sustainability-related knowledge and experience of governing bodies
The experience of the Company's Board members, the CEO and the management team is publicly available on the Company's
website.
Board members and the management team have expertise in energy, risk management and strategic planning, all of which are
directly relevant to sustainability matters. Sustainability competences are strengthened through periodic reviews of sustainability
indicators and the discussion of sustainability-related issues in the governing bodies.
To ensure comprehensive and integrated sustainability management, the Company is actively investing in strengthening
sustainability-related knowledge, developing competencies and attracting experts.
The Company regularly organises training and presentations on sustainability topics and uses external consultancy to ensure a
high level of expertise. In 2025, sustainability indicators were presented twice at the Company's quarterly management meetings.
Managers are regularly briefed on sustainability policies, legislative developments and key initiatives in this area.
Sustainability education and the involvement of managers not only helps to achieve the objectives more effectively, but also
strengthens their competencies by promoting a conscious and responsible approach to sustainable practices.
GOV-2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and
supervisory bodies
The Company’s governing bodies are periodically informed about material sustainability matters, including impacts, risks, and
opportunities in the environmental, social, and governance areas. Sustainability matters are included on the Company's Board
agenda and discussed at least twice a year. When the operational strategy and its results are reviewed annually, material impacts,
risks, and opportunities are assessed, and, based on the assessment, sustainability-related objectives and actions are updated.
Sustainability matters, plans, and targets are regularly presented and reviewed by the Company’s Technology and Innovation
Committee (TIC), which includes all top managers and the Company’s CEO.
More information on sustainability matters discussed during the reporting period at the Group’s collegial bodies’ meetings is
provided in the EPSO-G Integrated Annual Report 2025, in the Sustainability Report section “ESRS 2 General Disclosures.”
GOV-3 Integration of sustainability-related performance in incentive schemes
The Company has no separate incentive system for management bodies directly linked to sustainability indicators; however,
sustainability goals are integrated into the company's annual business objectives. Managers' salary is linked to the achievement
of annual goals, which also include sustainability-related commitments.
Amber Grid's remuneration policy is set out in the Integrated Annual Report, part "Report on the Implementation of the
Remuneration Policy".
GOV-4 Statement on due diligence
The Company is not subject to legal requirements for comprehensive sustainability due diligence; therefore, a formalised due
diligence system is not in place. The existing processes are considered adequate given the nature and scale of the Company's
activities and the Group's governance model.
Nevertheless, the Company continuously assesses the potential negative impacts on the environment, people and governance in
its operations and value chain. Assessment is carried out through existing management processes, aimed at identifying potential
adverse impacts in a timely manner, preventing or mitigating them, and, if such impacts occur, collaborating to address them.
Despite the absence of a due diligence system, some elements of it are already applied in the Company's operations. They are
coordinated by the Risk and Compliance function, in cooperation with other departments of the Company according to their
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competences. Responsibilities are allocated on a functional basis, but there is no single designated person (or department)
responsible.
Negative impacts are identified and assessed through a number of interrelated processes, including Double Materiality
Assessment, risk management, stakeholder engagement and other topical assessments applied to the Company's operations.
The table below shows how the main aspects and steps of the due diligence process as defined in ESRS Chapter 4 are reflected
in the Company’s sustainability report.
Key aspects and steps of the due diligence process
Key elements of the due diligence
Parts of the sustainability report
a) Integrating due diligence into governance, strategy and business model.
GOV-1, GOV-2, GOV-3, SBM-3
b) Engagement of affected stakeholders in all key stages of due diligence.
GOV-2, SBM-2, IRO-1, MDR-P, E1, E2, E4, E5, S1, S3,
S4, G1
c) Identification and assessment of negative impacts.
IRO-1, SBM-3
d) Taking action to address these negative impacts.
E1, E2, E4, E5, S1, S3, S4, G1
e) Monitoring and communicating the effectiveness of these efforts.
E1, E2, E4, E5, S1, S3, S4, G1
GOV-5 Risk management and internal controls over sustainability reporting
Sustainability-related accountability is integrated into the compliance, risk management, and internal control processes applied
by Amber Grid. During internal control of sustainability reporting, risks are identified and analyzed, and appropriate attention is
given to the most significant identified risks.
The Sustainability Report is coordinated by the Communication Department, which cooperates with the Occupational Safety and
Environment, Finance, Administration, People and Culture, Business Resilience, Legal and other units. These units are responsible
for preparing and presenting sustainability-related information within their respective competences.
Main sustainability reporting risks are related to human errors and data incompatibility. These risks are assessed when developing
a sustainability report and planning control actions.
Internal control over sustainability reporting is implemented through the following key mechanisms:
• responsibilities for collecting and reporting indicators are clearly defined;
• data are reviewed and reconciled across departments;
• before being included in the sustainability report, the information is approved by management.
Information on sustainability reporting risks and their management is provided periodically to the Company's management and
the Board. These bodies consider and assess the risks identified and monitor the adequacy of the control measures in place.
The reliability of the Sustainability Report and the information contained therein is the responsibility of the Company's
management. The current sustainability reporting risk management and internal control system is deemed adequate.
Nevertheless, it is subject to periodic review in light of changing requirements and practical experience.
Sustainability-related risks, including climate change risks, are identified, assessed, and prioritized in accordance with the Group’s
risk management policy and methodology, applying a unified principle for evaluating likelihood, impact, and materiality. This
process is integrated into the overall risk management framework and is used in conjunction with financial, operational,
compliance and other risk assessments. More detailed information about risk management is provided in the EPSO-G Integrated
Annual Report 2025, Part 5 "Risk Management System".
Strategy, business model and value chain
SBM-1 Strategy, business model and value chain
Amber Grid is the operator of the Lithuanian natural gas transmission system, responsible for the transmission of natural gas to
consumers and the operation, maintenance and development of infrastructure. The Company's business model contributes energy
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security, ensures the reliability and stability of the transmission system and enables the transformation of the energy system. This
value is important for the state, society and energy market participants.
Sustainability directions and targets
The sustainability directions and objectives are based on the Company's business model, value chain and the results of a Double
Materiality Assessment. They highlight the areas where the Company’s activities have the greatest impact on the environment,
people, and governance, as well as areas strategically important for long-term value creation.
The updated Amber Grid strategy, aligned with the EPSO-G group companies, establishes a shared mission to accelerate energy
independence and enhance system reliability. Our vision is to facilitate the green transition, while safeguarding energy and
national security interests. These provisions form the basis of the Company's sustainability directions and goals.
Link to objectives and progress
These sustainability directions form the basis for the Company's specific targets and metrics, which are set based on the results
of the Double Materiality Assessment. Progress towards the targets for 2023–2025 is presented in the table below. Below the
table, the target-setting methodology is presented. The methodology outlines the principles and processes the Company follows
when defining and reviewing its sustainability targets.
Company sustainability directions and goals are integrated into the long-term strategy of the EPSO-G group. The strategy was
updated in 2024. More information on the Group’s strategic sustainability objectives is provided in the EPSO-G Integrated Annual
Report 2025, in the Sustainability Report section “Strategy, business model, and value chain.”
Key Company sustainability goals (targets) and performance results
The table below summarizes the key sustainability-related goals, their implementation results for 2023–2025, and the
methodology used to set the targets. The Company’s sustainability targets are defined in line with the EPSO-G group’s strategic
Environmental
Social
Governance
In the social area, we focus on health
and safety, creating a positive working
environment and managing our
impact on communities. The
Company’s operations are grounded
in high occupational safety standards,
continuous employee competence
development, and the promotion of
equal opportunities. Within the value
chain, special emphasis is placed on
safety during infrastructure operation
and expansion, including work carried
out by contractors.
In the environmental area, the
Company is committed to mitigating
climate change and reducing its
negative impact on the environment.
The key environmental priority is the
transformation of the transmission
system, aimed at reducing operational
greenhouse gas emissions and
enabling the integration of renewable
energy sources, including biomethane
and hydrogen. We also aim to prevent
the loss of biodiversity during
infrastructure development and
operation.
In the governance area, the Company’s
priorities are to operate transparently
and responsibly, manage the supply
chain, and make sustainable financial
decisions. The governance direction
covers corruption prevention, the
application of responsible procurement
principles, supplier assessment, and
compliance with requirements across
the entire value chain.
Climate
Nature
Governance
People and
communities
Health and
safety
Net zero biodiversity
loss in new projects
Transparency,
responsible
operational and supply
chain management,
sustainable finance.
Enabling people and
positively impacting
communities
Creating a safe,
positive work
environment and
culture
Zero GHG emissions
balance by 2050
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directions, applicable international standards, and national policy provisions. Data-driven methodology is applied for formulating
goals, assessing the nature of the Company's activities, stakeholders' expectations, and long-term sustainability priorities. When
setting targets, stakeholders or their representatives do not participate directly; however, they have the opportunity to provide
feedback – targets are set taking their input into account and aiming to address their expectations as effectively as possible.
Topic
Sub-topic
Targets
Results
Methodology for setting
targets
2025
2024
2023
Climate
change
Energy
Climate change
mitigation
Climate change
adaptation
-10% in 2025,
-30% in 2026,
-50 % in 2030
reduction of scope 1
and 2 GHG
emissions, Net Zero
by 2050.
-51%
-55%
-36%
The targets are based on the
modelling of GHG emissions
carried out by EPSO-G.
Emissions are calculated
according to the GHG
Protocol methodology. The
directions are aligned with
the objectives of the
European Green Deal and
the Paris Agreement.
Pollution
Air pollution
Zero environmental
incidents.
0
0
2
The targets are based on
national environmental
requirements and the
principle of prevention of
negative impact.
-40% in 2029,
-60% in 2029
reduction in total
annual air pollution
emissions (CO and
NO
X
).
CO -26,5%
NO
X
-50%
CO -37%
NO
X
-50%
CO -30%
NO
X
-40%
Biodiversity
and
ecosystems
Land-Use Change,
Fresh Water-Use
Change, Sea-Use
Change, Species
Population Size
Land degradation
Net zero biodiversity
loss in new
projects.
1
In 2026–2027, it is planned to develop the
metric calculation methodology and an
action plan to achieve the commitment.
The commitments were
approved in 2024 together
with the updated Group
strategy; therefore, historical
and reporting year values
have not been established.
Targets are set in line with
EU policy and preventive
principles, taking into
account the impact of new
projects on ecosystems.
Circular
economy
Waste
Resource inflows,
including resource
use
Implementing the
circular procurement
model from 2035.
1
In 2026–2027, it is planned to develop the
metric calculation methodology and an
action plan to achieve the commitment.
The targets are based on
circular economy principles,
EU policies and the drive to
reduce resource
consumption. The
methodology for the circular
procurement model will be
established at the Group
level in 2026–2027.
Own
workforce
Diversity, equality
and inclusion (incl.
Gender equality and
Equal pay for work
of equal value;
Women in top
management
positions:
≥ 21% by 2027
≥ 30% by 2035
9%
1
9%
9%
Diversity and inclusion in the
organization contribute to
greater operational
efficiency, higher-quality
decision-making, and
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Topic
Sub-topic
Targets
Results
Methodology for setting
targets
2025
2024
2023
Diversity;
Employment,
Inclusion of people
with disabilities)
Diversity of age
groups: percentage
of employees under
30 and over 60:
10% in each group
by 2028.
under 30
years –
9,51%,
over 60 years
– 10.64%
under 30
years –
7.25%,
over 60
years –
10.72%
under 30
years –
8.12%,
over 60
years –
11.59%
increased innovation
potential; therefore, the
Company seeks to promote
women’s leadership and
ensure equal opportunities
for all employees. The
targets are based on the
principles of the UN Global
Compact, the OECD
Guidelines and international
best practice.
Training and skills
development
100% success rate
in recruiting for the
right positions.
100%
100%
N/A
The targets are set on the
basis of an analysis of critical
competences and
replacement. Strategic
positions are assessed, along
with risks related to skills
shortages and opportunities
to ensure internal talent
development and business
continuity. Positions are
considered critical when
essential positions lack
sufficient replacement
capacity, i.e. there is no other
employee whose
competence and readiness
level reaches at least 80% of
the required functions.
70% of critical
positions are filled
by internal
candidates.
67%
2
65%
N/A
All critical positions
have at least one
replacement
candidate.
1
100%
N/A
N/A
Zero cases where
the Company’s
annual targets were
not achieved or
were only partially
achieved due to a
lack of
competencies or
personnel.
0 cases
0 cases
0 cases
Health and safety
Zero serious or fatal
occupational
accidents involving
our
employees and/or
contractors.
0
0
0
The targets are based on the
principle of zero tolerance to
incidents. Consideration is
given to national security
requirements, Company risk
assessments, and contractor
safety standards.
Employee
engagement (incl.
Working hours;
Work-life balance;
Adequate wages)
≥ 70%
high employee
engagement level
maintained.
75%
69%
72%
The targets are developed
based on internationally
recognised employee
engagement assessment
methodologies and the
results of regular employee
surveys, with the aim of
maintaining a high level of
engagement.
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Topic
Sub-topic
Targets
Results
Methodology for setting
targets
2025
2024
2023
Human rights
Zero human rights
violations.
0
0
0
The targets are set in line
with the UN Guiding
Principles on Business and
Human Rights and the
principle of zero tolerance for
violations.
Affected
communities
Water and
Sanitation
Land-related and
security-related
impacts
Zero accidents to
people living close
to gas infrastructure.
0
0
0
The targets are based on the
activity risk profile and the
need to ensure the safety of
people in the vicinity of gas
infrastructure. Preventive
approach is applied.
Users and
end users
Access to products
and services; Access
to (quality)
information; Health
and safety
≥ 80 points Global
Customer
Satisfaction Index
(GCSI) – among the
world's leading
companies.
86%
90%
83%
The targets are based on the
Global Customer Satisfaction
Index (GCSI) and industry
best practice. Consideration
is given to the importance of
uninterrupted gas
transmission and rapid
disruption response.
Zero unplanned gas
transmission
disruptions;
maintaining
uninterrupted gas
transmission and
ensuring
fast
troubleshooting.
0
0
0
Business
ethics
Corporate culture;
Corruption and
bribery
Protection of
whistleblowers
Zero confirmed
incidents of
corruption.
0
0
0
The objectives are
formulated in accordance
with the principle of zero
tolerance to corruption, in
line with the legislation of
the Republic of Lithuania.
Supplier
relationship
management,
including payment
practices
100% of
procurements must
follow green criteria,
and at least 7% of
procurements must
meet social criteria
(from 2026, the
target for socially
responsible
procurements is
10%).
Green
100%
Socially
responsible
6.3%
4
Green
100%
Socially
responsible
2.4%
Green
100%
Socially
responsible
0%
The targets are set on the
basis of implementing green
procurement and increasing
the share of socially
responsible procurement, in
line with the legal
framework for public
procurement in the Republic
of Lithuania and the EU
public procurement
guidelines.
1
The indicator remains stable. Its increase occurs naturally through employee turnover, which during the reporting period has not been significant enough to drive faster change.
2
In 2024–2025, a positive change in the indicator was observed. The gap between the target (70%) and the actual result (67%) is attributable to employee turnover.
3
The methodology for evaluating critical positions and their backups was revised in 2025; as a result, the metrics cannot be compared with prior years. The updated methodology
identifies key roles and assesses the readiness of other employees to assume these functions, with a target of ≥80% coverage. This updated assessment shows that all critical
roles have at least one replacement candidate, resulting in a score of 100% in 2025.
4
The target has not yet been achieved (6.3%); however, we observe a steady increase in the share of socially responsible procurement from 0% in 2023. The criteria continue to
be integrated into procurement processes.
● Result achieved
● Result not achieved
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The link between the business model and the value chain
The Company's business model consists of clear value chain stages: upstream (supply chain), direct activity, and downstream. The
picture below shows the main parts of the supply chain, the main services provided, the resources used and the dependencies.
The business model puts climate change, energy system transformation, infrastructure and worker safety, and community impact
at the heart of the Company's Sustainability matters. During the double materiality assessment, these topics were identified as
material and critical – sustainability information is subsequently disclosed based on them.
The Company does not engage in natural gas production or trading. We operate solely as a transmission system operator. The
transmission system consists of main gas pipelines, compressor stations, metering and distribution stations, corrosion protection
facilities and data transmission and communication systems.
Our customers are Lithuania’s enterprises and companies supplying natural gas. Detailed information on customers and services
is available in Amber Grid's Integrated Annual Report 2025, section 4.
At the end of the reporting period 2025, the Company employed 368 employees. They have many years of experience in operating,
maintaining and managing the transmission system.
Value chain diagram
The diagram below provides a detailed overview of the Company’s value chain – from the upstream stage, covering key suppliers
and resources, through Amber Grid’s core operations, to the downstream stage, where value is created for customers and society.
The value chain serves as the basis for identifying the impacts of the company’s activities on the environment, people, and
governance, and for defining sustainability directions and targets.
The diagram covers the Company's main activities, the resources used, dependencies and stakeholders involved in the value chain.
The most material impacts and associated risks arise during the operation and development phases of transmission infrastructure,
as well as from contractors’ activities and the use of energy and other natural resources.
Direct activities
• We create direct value by operating and maintaining transmission infrastructure. The Company conducts network monitoring,
ensures accident prevention, and carries out development projects.
•
The most material environmental, safety and social impacts and risks arise during the operation and development of the
transmission infrastructure, including activities carried out by contractors. These activities drive the Company's key sustainability
topics.
Downstream
•
Outputs of our value chain – energy is transmitted safely and reliably to end users, gas supply companies, and the transmission
systems of neighboring countries.
•
At the end of the value chain, we hand over the generated waste for disposal – mostly construction and demolition waste,
generated during the reconstruction of main gas pipelines.
Upstream
• The transmission system receives gas flows from national and cross-border interconnectors, the LNG terminal and connected
biomethane producers.
• Our operations rely on technical maintenance, repair, and infrastructure development services provided by contractors.
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The impact, risk and opportunity points identified across the value chain were assessed through the Double Materiality
Assessment. The results of this assessment formed the basis for identifying material sustainability topics, defining sustainability
directions, and establishing specific Company goals and indicators, which are presented in the following sections of the report.
Composition of Amber Grid
We have been in business since 2013 and became a natural gas transmission system operator in 2015. The Company is part of
the state-owned energy transmission and exchange group EPSO-G. It is a member of the European Network of Transmission
System Operators for Gas ENTSOG.
By October 2025, Amber Grid held 34% Of GET Baltic shares. The latter organises and develops natural gas exchange trading in
Lithuania, Latvia, Estonia and Finland. GET Baltic is majority-owned by European Energy Exchange AG (EEX). In October 2025,
Amber Grid transferred all of its shares in GET Baltic to EEX.
Information on the sector of activity
The Company operates in the fossil fuel (gas) sector, i.e., it generates revenue from the distribution of fossil fuels (as defined in
Article 2 of Regulation (EU) 2018/1999 of the European Parliament and of the Council p. 62.), including transportation, storage,
and trading.
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The revenue arising from this activity is disclosed in the company’s financial statements. A breakdown of the revenues generated
from taxonomy-aligned activities related to fossil gas is disclosed in section EU Taxonomy Regulation Indicators.
SBM-2 Interests and views of stakeholders
We maintain an ongoing dialogue with our stakeholders to achieve our strategic objectives and ensure sustainable operations.
Stakeholders are groups whose activities have a significant impact on the Company or which may be significantly impacted by the
Company.
In preparing this Sustainability Report, the Company took into consideration the insights, needs and expectations of its key
stakeholders. Their opinions are considered to assess impacts, risks and opportunities, and to decide on sustainability directions
and targets.
The table below highlights the main stakeholder groups, their expectations, the ways in which they are engaged and how these
expectations are integrated into the Company's strategy and governance. Analysis of engagement results was used in conducting
the Double Materiality Assessment.
Stakeholders' expectations and emerging issues are communicated to the Company's administrative, management, and
supervisory bodies as necessary. This ensures that decision-making takes into account material impacts and long-term interests.
The engagement of stakeholders in the Double Materiality Assessment process is described in more detail in the section “Double
Materiality Assessment”.
Key stakeholders and ways of their engagement
Stakeholder
Key expectations
Ways in which expectations are
integrated into Amber Grid:
strategy and governance
Further steps
Shareholders and
investors
• Long-term, clear strategic
direction of EPSO-G group and
Amber Grid (safety, reliability,
green course).
• Stable financial returns; efficient
use of capital.
• Transparent and comparable
information on GHG and methane
emissions, climate risks,
infrastructure resilience.
• The analysis of the Group's
shareholder's expectations (EPSO-G
strategy, Ministry of Energy's letter
of expectations) has been integrated
into Amber Grid's 2025–2035
strategy.
• The Board periodically discusses
climate risks, the implementation of
the methane regulation, and the
progress of major projects (NBHC,
CO₂ and H₂ infrastructure).
• Investor insights gathered from the
Double Materiality Assessment are
used to prioritise sustainability
topics and KPIs.
• Updated structure of disclosed
information is based on feedback
from investors and lenders.
Maintain the periodic dialogue,
update information in line with
changing expectations and
systematically assess the feedback.
Operational
supervisors and
regulators (National
• Timely and reliable data
(financial, technical, GHG,
methane).
• The Sustainability Report provides
key indicators to the regulator,
showing progress on methane, GHG
emission reductions and efficiency.
Ensure consistent cooperation and
timely information delivery, respond
"
The Group's long-term strategy has been developed in response to the expectations of stakeholders to enable the
transformation of Lithuania's energy sector and to ensure sustainable and innovative development of the Group's
companies. We continuously seek ways to enhance the involvement of our stakeholders in strategy development and other
operational improvement processes. We periodically review our dialogue and information tools in response to changing
expectations.
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Stakeholder
Key expectations
Ways in which expectations are
integrated into Amber Grid:
strategy and governance
Further steps
Energy Regulatory
Council, other
supervisory
authorities)
• Transparency and predictability
in tariff calculation.
• Compliance with EU and national
requirements (including Methane
Regulation, safety, environmental
standards).
• Changes in tariff methodology and
consultation results are used to plan
investments and efficiency
measures.
to changes in the regulatory
environment.
State
representatives,
policy makers
• Strengthening energy security
and independence.
• Progress on strategic projects.
• Delivering a sustainable energy
transformation.
• National energy policy priorities are
translated into Amber Grid's
strategic objectives (infrastructure
reliability, interconnections, green
projects).
• Participation in working groups to
agree project timelines, financing
models and climate targets.
• Participate in institutional working
groups and provide information on
“Amber Grid “activities as required.
• Continue providing information on
the progress of key projects and on
impact management measures.
• Comply with public administration
requirements when providing data
and ensure transparent
communication.
Affected
communities
• Information about planned and
ongoing projects near residential
areas.
• Safety; noise, pollution and traffic
impact management.
• Appropriate compensation and
grievance handling mechanisms.
• Project planning processes include
mandatory communication with
communities (meetings,
announcements in municipalities,
website).
• Feedback obtained is used to
optimise work schedules, routes,
and temporary safety measures.
Continue dialogue during projects and
inform about planned works and impact
management measures.
Public and media
• Understandable narrative about
“Amber Grid's role in the energy
system and green transformation.
• Clearly presented sustainability
initiatives, methane and GHG
emission reduction measures.
• Open, quick response to negative
information or crises.
• A questionnaire for the media in
2025 showed that Amber Grid's
sustainability communication is
mostly related to energy security
and infrastructure reliability, but
more specific data is needed on GHG
emission reductions and social
impacts. These insights have been
integrated into the communication
strategy.
• The Sustainability Report and
annual disclosures are tailored for
the general public through enhanced
visualizations, explanatory graphics,
and storytelling.
Maintain regular communication
through channels that ensure access to
the general public. Provide a clearer and
more detailed presentation of ecological
footprint reduction plans and their
specific outcomes.
Company employees
• Safe working environment, clear
OHS standards.
• Fair pay, career opportunities,
work-life balance.
• Modern training programs (H₂,
CO₂, IT/OT, data analytics).
• An inclusive, respectful
organisational culture.
• The results of the Employee
Engagement and Well-being Survey
are directly fed into the development
of the People Management Strategy
and the Annual Action Plans.
• During the DMA, employees
expressed their priorities in a
separate stakeholder group. The
priorities were safety, well-being,
and competences, – these topics
became strategic objectives.
• Conduct regular annual
engagement surveys; develop and
implement action plans to enhance
engagement in identified areas for
improvement.
• Continue organising and delivering
training for employees.
• Implement the transparent
remuneration directive.
• Gradually increase remuneration in
line with the Company’s financial
capabilities.
Labour unions
• Social dialogue and inclusive
participation in addressing
• Labour unions are involved in
changes to OSH, pay and work
organisation; they are consulted in
the preparation of collective
Continue consulting and social dialogue
as needed.
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Double Materiality Assessment
SBM-3, IRO-1 Material impacts, risks and opportunities and their interaction with strategy and business model – description
of the processes to identify and assess material impacts, risks and opportunities
In line with the EU Corporate Sustainability Reporting Directive (CSRD), Amber Grid conducted an independent Double Materiality
Assessment at the Company level in 2025. The assessment was carried out at the EPSO-G group level in 2024 and was reviewed
and further detailed in 2025 to reflect the specific nature of the Company’s operations. It was tailored to the specific features of
Company’s operations, infrastructure, and value chain, separately from the Group’s consolidated assessment.
The assessment identified and evaluated material impacts on the environment and society, as well as potential risks and
opportunities that may have a financial impact on the Company. The assessment was undertaken in accordance with the European
Sustainability Reporting Standards (ESRS) and EFRAG's implementation guidelines.
It was conducted by the Company's management, heads of departments and responsible employees, in consultation with external
experts.
Stakeholder
Key expectations
Ways in which expectations are
integrated into Amber Grid:
strategy and governance
Further steps
employee and OHS-related
matters.
• Transparent, collectively
bargained commitments.
agreements and important internal
documents.
Suppliers and
suppliers'
representatives
(other than
construction
contractors)
• Clear procurement criteria and
conditions, transparency.
• Preparing and publishing
procurement plans.
• Proportionate and
understandable application of
sustainability requirements.
• Insights from supplier surveys and
consultations are applied to update
procurement documentation and
contractual terms.
• Socially responsible procurement
criteria (safety, environmental
protection, working conditions) are
integrated into policies and linked to
sustainability goals.
Maintain communication and keep
up-to-date on relevant procurement
developments.
Contractors
(construction, repair,
services)
• Uniform, clear OHS standards,
clearly defined responsibilities.
• Smooth, timely communication of
work plans and changes.
• Contractors' safety performance is
included in Amber Grid's KPIs.
• Contractor incident analysis is used
to update safety requirements and
control procedures.
Continue cooperation, clarify
requirements and perform consistent
monitoring.
B2B customers
(suppliers, traders,
DC operators, large
consumers)
• Reliable capacity allocation and
clear capacity planning.
• Digital services, fast response to
queries.
• Transparent information on
tariffs, connection and repair
plans.
• Customer feedback is used to
improve capacity planning and
customer service processes.
Maintain a regular dialogue and keep
informed about developments in
infrastructure and capacity.
International
partners (ENTSOG,
TSOs in other
countries, market
operators))
• Coordination, technical
compatibility of high-pressure
network infrastructure.
• Seamless data and capacity
coordination, gas flow
management, crisis coordination.
• Common scenarios and best
practices are used to inform Amber
Grid's investment planning and
sustainability measures.
Participate in joint working groups
and share information in line with
international schedule.
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The Double Materiality Assessment was carried out in three main steps:
1. Setting the context and scope of the assessment
In the first step, we defined the scope of the assessment, taking into account the Company's business areas, business model, value
chain and key stakeholders. We developed value chain and stakeholder maps, which served as the basis for the impact and
financial materiality assessment.
Stakeholders were identified in accordance with ESRS classification, distinguishing between:
• Affected stakeholders;
• Users of sustainability information.
The assessment used three time horizons:
• short-term – up to 1 year,
• medium-term – from 1 to 5 years,
• long-term – more than 5 years.
Stakeholder engagement in the double materiality assessment
Location in the
value chain
Stakeholder
Ways of engagement in the DMA
process
Engagement results (relevant sustainability topics
and expectations)
Comprehensive
materiality
Shareholder, regulator
• Analysis of shareholder
expectations;
• Regulatory review and qualitative
questions submitted in writing to
the Company representative
responsible for relations with the
regulator.
Sustainable, climate-neutral operations; clear
commitments and progress; infrastructure development
for climate-neutral energy; compliance with legislation;
operational transparency; regulatory requirements and
audit results.
Media
Questions in writing to Amber Grid
representative of the Communications
Unit.
Sustainability initiatives and progress; carbon footprint
reduction; integration of renewable gases (especially
biomethane); energy efficiency; transparent and clear
information on projects and environmental impacts.
Associations
Analysis of Amber Grid's current
associations and
their key documents.
Clean energy and decarbonisation; hydrogen
integration and supply efficiency; cross-sectoral
integration of the energy system; contribution to EU
energy and climate policy.
Affected communities
Questions in writing to Amber Grid
representative, responsible for working
with communities.
Clear communication about projects; public
consultation; mitigation of impacts (noise, traffic,
construction); work planning in line with local needs;
considering community feedback and expectations.
Nature (silent
stakeholder)
Analysis of regulations, scientific articles,
internal company documents and other
sources.
All environmentally material topics.
Company activities
Employees
• Overview of the results of the
Employee Engagement Survey
2024;
• Written questions to the Labour
Union and the Employee
Representative.
Fair pay; work/leisure balance; clear working conditions
and workload; career opportunities; flexible working
hours; fringe benefits and collective agreement; training
and skills development.
Supply chain
Suppliers
Document analysis: publicly available
information from major suppliers, reports.
Occupational health and safety in contracting;
environmental commitments; climate impact reduction;
adherence to work practices and sustainability
principles.
End
users
Customers (B2B)
Document analysis – publicly available
information and reports of Amber Grid's
key customers.
Sustainable energy and CO₂ reduction; environmental
and governance standards; plans for CO₂ transport and
storage; safe and secure gas supply (including LNG).
2. Preliminary assessment – Identification of potentially material sustainability issues
In the second step, we carried out a pre-assessment to identify potentially relevant sustainability matters. The assessment was
based on the topics and sub-topics of ESRS 1, Annex A.
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We used the following sources of information:
• The results of internal company questionnaires;
• publicly available industry and stakeholders information;
• independent research;
• the relevant regulatory context, including the objectives of the European Green Deal.
Our assessment took into account the characteristics of the Company's value chain, including its operations in sensitive areas and
its dependence on critical suppliers and service providers.
3. Materiality assessment
In the third step, we assessed the impact and financial materiality. We assessed the impact materiality for both actual and potential
impacts using the following criteria:
• scale,
• scope,
• irreparability,
• likelihood (for potential impacts).
For human rights-related cases, materiality was evaluated according to the severity of the impact, irrespective of its likelihood.
Stakeholder engagement at this stage was carried out in line with the principles of the AA1000 Stakeholder Engagement
Standard.
The financial materiality was evaluated considering both the potential impact magnitude and likelihood, applying the EPSO-G
Group’s risk assessment methodology tailored to Amber Grid’s operational context. Where possible, financial impacts were
assessed quantitatively; in other cases, expert judgment was applied.
Identification of material topics
The final list of material topics was drawn up by assessing each topic in terms of impact and financial significance. A topic was
considered material if:
• At least one dimension of materiality was rated as critical;
• Both dimensions were rated as material;
• The topic was of strategic importance to the Company's operations.
This ensured that the final list of topics reflects not only the quantitative assessment results but also the Company’s strategic
priorities and stakeholder expectations.
Double materiality matrix
The Double Materiality Matrix presents the environmental, social, and governance topics material to the Company. The vertical
axis represents impact materiality, while the horizontal axis represents financial materiality.
Although climate change adaptation appears as less material in the Matrix, the topic has been included in the list of material
topics in consideration of the Company’s strategic priorities and the conducted climate risk assessment.
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Amber Grid double materiality matrix
CRITICAL
● Own workforce (F/+) Social
dialogue, Freedom of association
and Collective bargaining
● Own workforce (G/-) Health and safety
● Climate change
(F/+/-) Climate
change
mitigation
MATERIAL
● Biodiversity and ecosystems: (F/-)
Land degradation
● Own workforce (F/-) Gender
equality and Equal pay for work of
equal value, (F/-) Diversity
● Affected communities (F/-) Water
and sanitation
● Consumers and end users: (F/-)
Health and safety
● Own workforce: (F/-) Working hours; (F/-)
Work-life balance; (F/+) Adequate wages;
(F/+) Training and skills development; (G/-)
Privacy
● Affected communities (F/-) Land-related
and Security-related impacts
● Consumers and end users: (G/-) Access to
(quality) information; (G/-) Access to
products and services
● Business ethics: (G/-) Corporate culture;
(G/-) Corruption and bribery
● Climate change: (F/-)
Energy
● Circular economy:
(F/-) Resource
inflows, including
resource use
● Pollution: (F/-)
Air pollution
IMPORTANT
● Biodiversity and ecosystems: (F/-)
Land-use change, fresh water-use
change, Sea-use change; (F/-)
Species population size
● Own workforce (F/-) The
employment and inclusion of
people with disabilities; (G/-)
Measures against violence and
harassment in the workplace
● Circular economy: (F/-) Waste
● Business ethics: (G/-) Protection of
whistleblowers;
(G/-) Supplier relationship management,
including payment practices
INFORMATIVE
NON-MATERIAL
● Climate change: Climate change
adaptation
NON-MATERIAL
INFORMATIVE
IMPORTANT
MATERIAL
CRITICAL
● Environmental area
● Governance
● Social area
Impact materiality
Financial materiality
F Actual impact
G Potential impact
+ Positive impact
- Negative impact
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The table below summarises the total number of significant impacts, risks and opportunities (IRO), as identified in the Double
Materiality Assessment. Each IRO is described in terms of its nature, its location in the value chain and its time horizon, and is
linked to the Company’s strategy and business model, including how the Company addresses and manages these aspects. The
table presents concise descriptions only; detailed accounts of the management of material sustainability topics are provided in
subsequent sections of the report, organised by individual topics.
Subtopic
Impacts, risks and opportunities
Location of
the value
chain
Time horizon
of
occurence
1
Link to strategy and business model /
management principles
E1 Climate Change
Climate change
mitigation
Actual
positive
impact
Transforming the natural gas
system for the safe transport
of renewable energy sources
(contributing to climate
change mitigation and green
energy development).
Direct
activities
The impact
has already
materialised.
The basis for the company's long-term
strategy.
Actual
negative
impact
GHG emissions, mainly due
to methane leakage during
gas transport (increasing the
Company's negative climate
impact).
The whole
value chain
The impact
has already
materialised.
Arises from the business model
(business as usual). The company
undertakes to comply with the objectives
of the EU Green Deal and the Paris
Agreement. The Company's strategy
includes GHG reduction and Net Zero
targets, the status of which is assessed
annually. Implementation of GHG
mitigation action plan.
Risks
In implementing the
requirements of the EU
Methane Regulation,
significant investments in
technological solutions may
be required, even if they do
not yield a rapid return on
investment.
Direct
activities
Long-term
The Company aims to implement the
requirements of the EU Methane
Regulation, which includes carrying out
measurements, preparing and submitting
reports, and implementing risk
management measures.
Energy
Actual
negative
impact
The production of materials
such as steel or cement
requires large amounts of
energy (increasing the
Company's indirect
environmental impact).
Upstream
The impact
has already
materialised.
Arises from the business model
(business as usual). The Group will aim
to achieve its established objective of
transitioning to circular procurement by
2035 (with the action plan scheduled to
be developed in 2026–2027).
Actual
negative
impact
Energy consumption in the
operation of the gas
transmission system
(increasing the Company's
environmental impact).
Direct activities
The impact
has already
materialised.
Arises from the business model
(business as usual). Implementation of
GHG mitigation action plan.
Risks
Changes in EU legislation
and the related
environmental taxes (which
may require the
implementation of new
technologies, potentially
leading to a significant
increase in the Company’s
operating costs).
Direct activities
Long-term
Implementation of GHG mitigation action
plan. During the implementation of
investment projects, all technological
alternatives are assessed, with the most
economically advantageous option
selected. Planned investments and the
ongoing modernisation projects of the
Jauniūnai and Panevėžys gas compressor
stations (GCS).
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Subtopic
Impacts, risks and opportunities
Location of
the value
chain
Time horizon
of
occurence
1
Link to strategy and business model /
management principles
Climate change
adaptation
Risks
Extreme weather events and
long-term temperature
changes, which may
necessitate additional
investments in resilient
infrastructure and more
frequent maintenance,
thereby increasing costs.
Direct activities
Short-term
Infrastructure condition diagnosis is
periodically performed, based on which a
plan of reconstruction works for the
infrastructure is developed. Continuous
market research is conducted to identify
and test new, more durable and
economically viable materials that could
be used in operations.
E2 Pollution
Air pollution
Actual
negative
impact
Air pollutant emissions from
fuel combustion plants
(compressors, boilers,
generators) emitting NOx,
CO and other pollutants that
affect air quality.
Direct activities
The impact
has already
materialised.
Arises from the business model
(business as usual). A GHG emissions
reduction action plan is being
implemented, with the measures set out
therein also contributing to the reduction
of NOx and CO emissions. Compliance
with environmental requirements is
ensured, with ongoing monitoring of air
pollution sources.
E4 Biodiversity and ecosystems
Land-use
changes
Actual
negative
impact
The use of primary, non-
renewable raw materials in
infrastructure construction,
linked to the environmental
impacts of raw material
extraction.
Upstream
The impact
has already
materialised.
Arises from the business model (business
as usual). The Company will pursue a
Group-level goal of transitioning to
circular procurement by 2035, with the
action plan scheduled for development in
2026–2027.
Actual
negative
impact
Changes in land structure
and use due to pipeline
construction (requiring
excavation works that impact
land and territories).
Direct activities
The impact
has already
materialised.
Arises from the business model (business
as usual). The Company will pursue a
Group-level goal of achieving no net loss
of biodiversity, with the action plan
scheduled for development in 2026–
2027.
Risks
Ecosystem disturbance
during infrastructure
development (may require
implementation of
biodiversity restoration
measures, which could
increase project costs).
Direct activities
Short-term
Arises from the business model (business
as usual). The Company is committed to
achieving the Group-level target of zero
net biodiversity loss. The necessity of
restoration measures will be determined
during each individual project and will
depend on the specific location.
Species
population size
Actual
negative
impact
Fragmentation of
ecosystems and habitats due
to the pipeline network,
potentially affecting species
population sizes.
Direct activities
The impact
has already
materialised.
Arises from the business model (business
as usual). The Company is committed to
achieving the Group-level target of zero
net biodiversity loss.
Risks
Implementation of legal
requirements, including
Environmental Impact
Assessment (EIA)
procedures and taxes (may
Direct activities
Medium-
term
Continuous monitoring of environmental
legislation and the impact of changed
requirements on the Company's
operations. During the investment
project, it is also assessed whether a SEA
screening or EIA will be required, and
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Subtopic
Impacts, risks and opportunities
Location of
the value
chain
Time horizon
of
occurence
1
Link to strategy and business model /
management principles
increase project costs and
extend timelines).
consultations with the relevant
authorities are conducted prior to project
implementation.
Land
degradation
Actual
negative
impact
Compaction of soil and
mixing of soil horizons
(layers) during pipeline
installation and
maintenance.
Direct activities
The impact
has already
materialised.
Arises from the business model (business
as usual). The Company is committed to
achieving the Group-level target of zero
net biodiversity loss.
Risks
Soil changes and erosion,
which may require additional
investment in slope
stabilization measures for
infrastructure development.
Direct activities
Medium-
term
Arises from the business model (business
as usual). The Company is committed to
achieving the Group-level target of zero
net biodiversity loss. The need for
stabilization measures is assessed for
each individual project based on local
conditions, and, where necessary, can
also be determined through post-
construction monitoring.
E5 Resource use and circular economy
Resource inflows
Actual
negative
impact
High demand for equipment
and raw materials required
for gas transmission
infrastructure, resulting in
environmental impacts.
Upstream and
direct activities
The impact
has already
materialised.
Arises from the business model
(business as usual). The Company will
pursue a Group-level goal of
transitioning to circular procurement by
2035, with the action plan scheduled for
development in 2026–2027. There is a
continuous effort to source raw materials
and equipment made from more
environmentally friendly, recycled
materials that meet standards
requirements and are available at
economically viable prices.
Risks
Price increases in resources
such as steel and metals,
leading to higher
infrastructure project costs.
Direct activities
Long-term
Waste
Actual
negative
impact
Generation of waste and
hazardous waste from direct
activities.
Direct activities
The impact
has already
materialised.
Arises from the business model
(business as usual). Implementation of
the Group's Environmental Policy. The
Company commits to applying pollution
prevention principles, reducing waste
volumes, and ensuring the safe and
responsible management of waste.
Risks
Although small waste
volumes and recycling
opportunities can reduce
risks and create a positive
impact (with a large share of
waste being directed to
recycling), non-recyclable
waste is still generated.
Direct activities
Short-term
The Company will pursue a Group-level
goal of transitioning to circular
procurement by 2035, with the action
plan scheduled for development in
2026–2027. There is a continuous effort
to source raw materials and equipment
made from more environmentally
friendly, recycled materials that meet
standards requirements and are
available at economically viable prices.
Efforts are made to purchase products
with recyclable packaging, aiming to
increase recycling potential through
proper sorting and agreements with
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Subtopic
Impacts, risks and opportunities
Location of
the value
chain
Time horizon
of
occurence
1
Link to strategy and business model /
management principles
waste management companies focused
on recycling.
S1 Own workforce
Working hours;
work-life
balance
Actual
negative
impact
High workload, shift work,
and on-call duties,
particularly in technical
positions, may affect
employee well-being and
work-life balance.
Direct activities
The impact
has already
materialised.
The Company's HR management
practices focus on employee well-being,
diversity and equality of opportunity,
favourable working conditions (including
a healthy work-rest balance).
Risks
Employee turnover due to
poor work–life balance
(which may lead to project
delays, additional costs, and
potential reputational
damage for the Company).
Direct activities
Short-term
Adequate wages
Actual
positive
impact
Transparent and fair
remuneration system, above
the minimum wage,
published average salaries.
Direct activities
The impact
has already
materialised.
An essential part of the Company's HR
practices and strategy.
The company applies a transparent
remuneration system and follows a
unified Remuneration, Performance
Evaluation, and Development policy.
Risks
Rising demand for energy
sector employees may
necessitate higher salaries,
thereby increasing costs for
talent attraction and
retention, raising operational
expenditures, and potentially
reducing profitability.
Direct activities
Short-term
Social dialogue,
freedom of
association and
collective
bargaining
Actual
positive
impact
Collective agreements,
labour unions, and open
communication enhance
employee engagement.
Direct activities
The impact
has already
materialised.
An essential part of the Company's HR
practices and strategy.
Risks
Insufficient social dialogue
(may lead to disputes,
increase employee turnover,
delay projects, pose
financing risks).
Direct activities
Medium-
term
The Company’s HR
management practices
effectively implement
measures to promote
and ensure social
dialogue, managing the
associated risk.
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Subtopic
Impacts, risks and opportunities
Location of
the value
chain
Time horizon
of
occurence
1
Link to strategy and business model /
management principles
Health and
safety
Possible
negative
impact
Accidents at facilities may
harm employee health and
the Company’s reputation.
Direct activities
Medium-
term
Arises from the business model
(business as usual). The Company aims
to achieve the Group-level target of zero
accidents.
Risks
Non-compliance with safety
and health requirements
may result in sanctions due
to workplace accidents,
increase insurance costs, and
damage the Company’s
reputation.
Direct activities
Short-term
The risk is related to the Company’s
strategic objective of ensuring
compliance with legal requirements,
creating a safe working environment,
and conducting operations reliably.
Failure to comply with safety and health
requirements may result in sanctions and
financial losses, as well as damage the
Company’s reputation. Therefore, risk
management is based on ensuring
compliance, prevention, management
accountability, and the continuous
strengthening of safety culture as an
integral part of the business model.
Training and
skills
development
Actual
positive
impact
Access to training and
development programs
enhances employee skills
and engagement.
Direct activities
The impact
has already
materialised.
An essential part of the Company's HR
practices and strategy.
The corporate culture at Amber Grid,
focused on equal opportunities for skills
development, enhances attractiveness to
top talent and helps retain them. This
not only contributes to the Company’s
long-term competitiveness but also
ensures the availability of qualified
specialists capable of achieving strategic
objectives and ensuring project success.
Opportunity
Competency development
initiatives (e.g., collaboration
with EMNIM??) help retain
specialists and reduce the
need for new hires.
Direct activities
Short-term
Gender equality
and equal pay
for work of
equal value
Actual
negative
impact
Gender imbalance and
disparities in remuneration
between men and women in
equivalent positions.
Direct activities
The impact
has already
materialised.
The Group-level Diversity and Inclusion
Strategy is implemented to prevent
related risks and generate positive
impact.
The Group’s Remuneration Policy is
applied to ensure transparency, fairness,
and equal accessibility of remuneration
for all employees, irrespective of
personal characteristics or social
attributes.
Risks
Violations of equal
opportunities can harm the
Company's reputation,
increase employee turnover,
and result in lawsuits.
Direct activities
Short-term
Employment and
inclusion of
people with
disabilities
Actual
negative
impact
Limited inclusion of people
with disabilities in the
Company.
Direct activities
The impact
has already
materialised.
The Group-level Diversity and Inclusion
Strategy is implemented to increase the
representation of persons with
disabilities within the Company.
Opportunity
By promoting inclusion and
diversity, the Company can
enhance its reputation,
increase employee
engagement, and reduce
recruitment costs.
Direct activities
Short-term
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Subtopic
Impacts, risks and opportunities
Location of
the value
chain
Time horizon
of
occurence
1
Link to strategy and business model /
management principles
Diversity
Actual
negative
impact
Gender imbalance and
disparities in remuneration
observed in some positions.
Direct activities
The impact
has already
materialised.
Gender imbalance arises due to sector-
specific factors. The Group-level
Diversity and Inclusion Strategy is
implemented to prevent related risks
and generate positive impact.
Risks
A lack of diversity may result
in skills and talent gaps,
making project
implementation more
challenging.
Direct activities
Short-term
Measures to
combat violence
and harassment
in the workplace
Possible
negative
impact
Gender imbalance and
potential instances of
inappropriate behaviour may
negatively impact
employees’ emotional well-
being and retention.
Direct activities
Short-term
The Group-level Diversity and Inclusion
Strategy is implemented to prevent
related risks and generate positive
impact.
Privacy
Possible
negative
impact
Improper handling of
personal data or
cybersecurity breaches may
violate employees’ rights.
Direct activities
Short-term
The Company complies with the
requirements set out in the General Data
Protection Regulation and consistently
strengthens its personal data protection
management.
Risks
Financial risk of personal
data breaches (which may
result in substantial fines
and claims from data
subjects for compensation).
Direct activities
Medium-
term
S3 Affected communities
Land and
security related
impacts
Actual
negative
impact
Direct activities
(construction, maintenance)
have an impact on
communities: noise,
vibration, dust, traffic
restrictions, etc.
Direct activities
The impact
has already
materialised.
Arises from the business model
(business as usual). Within the
Company, impacts on local communities
and related risks are managed on a
project-by-project basis, taking into
account specific circumstances and in
compliance with the EPSO-G Code of
Ethics.
Risks
Management and
compensation of negative
impact on communities (may
require damage
compensation and
technological investments).
Direct activities
Long-term
Risks
Cyber-attacks, infrastructure
failures, and accidents can
result in financial losses and
damage the Company's
reputation.
Direct activities
Long-term
The Company continuously assesses
potential risks and has prepared an
Emergency Management Plan and a
Security Plan covering physical, cyber,
and operational security measures.
S4 Consumers and end users
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Subtopic
Impacts, risks and opportunities
Location of
the value
chain
Time horizon
of
occurence
1
Link to strategy and business model /
management principles
Access to
(quality)
information
Possible
negative
impact
Outdated or unavailable
information on services can
have a negative impact on
consumers.
Direct activities
Short-term
Arises from the business model (the
Company is responsible for the
availability of information and its impact
on direct customers and end users).
The Company consistently manages this
aspect through its long-term strategy
and implementation of legislation.
Risks
Failure to provide necessary
information to the public or
stakeholders may result in
claims and fines against the
Company.
Direct activities
Medium-
term
Access to
products and
services
Possible
negative
impact
In peripheral areas,
inadequate infrastructure,
system disruptions or
fluctuations in gas prices can
affect consumer access to
services.
Downstream
Short-term
Arises from the business model (the
Company is committed to organizing its
operations to ensure continuous and
stable service delivery to customers and
end users). Potential adverse impacts
and risks are managed through a long-
term strategy and compliance with
legislation.
Risks
Energy transmission
disruptions may lead to
infrastructure restoration
costs and potential claims.
Direct activities
Short-term
G1 Business ethics
Corporate
culture
Possible
negative
impact
Failure to adhere to
transparency, accountability,
ethics, or inclusivity
principles can have a
negative impact on
employees and stakeholders.
The whole
value chain
Short-term
The Company actively promotes
business ethics and fosters a responsible
organizational culture, based on Group-
level approved policy documents.
Risks
Failure to implement
sustainability policies and
comply with legislation may
negatively affect investors,
financing, and the
Company’s value.
Direct activities
Medium-
term
The risk is managed through the
consistent implementation and
strengthening of the Company’s best
sustainability management practices.
Protection of
whistleblowers
Possible
negative
impact
An ineffective whistleblower
protection system can lead
to breaches of
confidentiality, discrimination
and undermine trust in the
Company.
The whole
value chain
Short-term
The Company complies with the
Whistleblower Protection Act and
ensures effective whistleblower
protection.
Risks
Failure to comply with
whistleblower protection
requirements may
significantly damage the
Company’s reputation.
Direct activities
Medium-
term
Supplier
relationship
management,
including
payment
practices
Possible
negative
impact
In very rare cases, supplier
non-compliance may cause
project delays or stoppages,
or may require terminating
the collaboration entirely.
Direct activities
and upstream
value chain
Short-term
The procurement process incorporates a
contract performance and control
mechanism that enables monitoring of
supplier activities, evaluation of their
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Note:
Materiality time horizon: short-term – up to 1 year; medium-term – 2–5 years; long-term – more than 5 years.
Financial impact of significant sustainability topics
The sustainability-related risks and opportunities had no impact on the Company's financial position, business results, or cash
flows. No risks or opportunities have been identified that are expected to have a significant impact on the Company’s asset or
liability balances in the near term. The resilience of the Company’s strategy and business model in addressing material impacts,
risks, and opportunities was assessed during the Double Materiality Assessment and the climate risk assessment. No separate
analysis of strategy and business model resilience was conducted.
IRO-2 Disclosure requirements in ESRS covered by the undertaking’s sustainability statement
The Sustainability Report was prepared in accordance with the ESRS disclosure requirements identified as applicable to the
Company based on the Double Materiality Assessment results.
The list of ESRS disclosure requirements followed in preparing this report is presented in the section “ESRS Index.” This section
also specifies all data units required under other EU legislation listed in the ESRS, Appendix B.
Climate change is a material topic for the Company. The scope and content of the information to be disclosed were determined
based on the results of the Double Materiality Assessment.
MDR Minimum Disclosure Requirements
We apply the ESRS Minimum Disclosure Requirements (MDRs) when preparing our Sustainability Report. We disclose
information on policies (MDR-P), actions (MDR-A), metrics (MDR-M) and targets (MDR-T).
These Minimum Disclosure Requirements are presented alongside the relevant topical ESRS disclosures in the subsequent
sections of the report and form their structural basis.
MDR-P Policies adopted for the management of material sustainability matters
The table below provides an overview of the key policies applied within the Group. They are applied directly within the Company’s
operations. Where relevant, they also cover partners, suppliers, and other stakeholders affected by the Company’s activities. This
ensures consistent application of sustainability principles across the Company’s operational environment.
The implementation of the policies is the responsibility of the Company’s CEO. At the Group level, policies are developed or
reviewed with consideration of the interests and views of key stakeholders. Internationally recognized tools and (or) guidelines
are also used to support this process. Detailed information about operational policies is provided in the EPSO-G website, section
“Operating Policies".
Policy
Policy description
Linkage with internationally
recognised tools and/or
guidelines
Link to the ESRS sustainability
topic
Supplier Code of
Conduct (SCoC)
The policy defines minimum standards of
conduct. These are the basic conduct norms
UN Universal Declaration of
Human Rights;
G1 Management of relationships
with suppliers;
Subtopic
Impacts, risks and opportunities
Location of
the value
chain
Time horizon
of
occurence
1
Link to strategy and business model /
management principles
Risks
Selecting an unreliable
supplier (inefficient
procurement may lead to
additional costs and project
delays).
Direct activities
Medium-
term
capacity to meet contractual obligations,
and timely detection of potential issues.
Corruption and
bribery
Possible
negative
impact
Corrupt or unethical
behaviour can infringe the
rights of stakeholders.
Direct activities
Short-term
The Company has implemented the ISO
37001:2016 Anti-Corruption
Management System.
Risks
The reputational risk
associated with corruption
and bribery may lead to
financial losses, disruption of
projects, and diminished
trust in the Company.
Direct activities
Medium-
term
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Policy
Policy description
Linkage with internationally
recognised tools and/or
guidelines
Link to the ESRS sustainability
topic
expected from all partners of the EPSO‑G group
companies. This promotes lawful, professional,
sustainable, and fair business practices, covering
principles of environmental protection, climate
neutrality, human rights, labor standards, and
business ethics.
International Labour
Organization Conventions;
UN Aarhus Convention;
UN Global Compact;
UN Convention against
Corruption.
E1 Climate change;
E5 Resource use and circular
economy;
S3 Affected communities.
Sustainability Policy
The Policy outlines the Group's overarching
sustainability principles that guide the
development of the Group's corporate activities
and foster a progressive organisational culture.
UN Global Compact;
UN Framework Convention
on Climate Change.
E1 Climate change;
S3 Affected communities;
E2 Pollution.
Code of Conduct
The Code sets out the ethical principles and
standards followed by EPSO‑G group
companies in carrying out their operations and
maintaining relations with the shareholder, the
public, business partners, and other
stakeholders. The Code is followed in daily
operations by employees of the Group
companies, members of collegial bodies, and
other individuals acting on behalf of the Group.
The principles set out in the Code are intended
to become an integral part of the work culture
and to be consistently applied in line with the
Group’s strategies and values.
-
G1 Business ethics;
S4 Consumers and end-users.
Environmental policy
The policy sets out the key environmental
principles applied by the Group, aimed at
reducing the environmental impact of its
operations and promoting a culture based on
sustainable development principles within the
Group and its surrounding environment.
UN Framework Convention
on Climate Change;
EU Green Deal;
UN Agenda for Sustainable
Development.
E1 Climate change;
E4 Biodiversity and ecosystems;
E2 Pollution;
S3 Affected communities.
Policy on support
and humanitarian aid
The policy sets out the key principles for
providing support and (or) humanitarian aid, the
essential criteria, and the requirements to
ensure the transparency and accountability of
the assistance provided.
-
S3 Affected communities.
Anti-corruption
policy
The policy defines the principles,
responsibilities, and measures for
anti‑corruption activities applied within the
Group, aimed at creating a corruption‑resistant
environment.
ISO 37001:2016 Anti-bribery
management systems.
Requirements with guidance
for use.
G1 Business ethics;
G1 Corruption and bribery.
Employee
remuneration,
performance
management and
development policy
The policy establishes clear and transparent
principles for employee compensation and
performance evaluation, a compensation system
based on these principles, as well as guidelines
for employee development, skills enhancement,
and professional growth.
-
S1 Own workforce.
Occupational health
and safety policy
The policy defines the Group’s fundamental
principles for occupational health and safety and
provides guidelines for their implementation,
aimed at protecting employees’ well-being and
creating a safe, healthy, and productive work
environment.
ISO 45001 – Occupational
health and safety
management systems:
requirements with guidance
for use
S1 Own workforce.
Equal opportunities
policy
The Policy defines the key principles applicable
across the Group’s companies to ensure
compliance with the principles of equal
UN Agenda for Sustainable
Development.
S1 Own workforce.
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Policy
Policy description
Linkage with internationally
recognised tools and/or
guidelines
Link to the ESRS sustainability
topic
opportunities and non-discrimination in all areas
of employment relationships.
Procurement policy
The Policy sets out the unified principles
governing the Group’s procurement, strategic
planning, coordination, contract performance,
and oversight.
-
G1 Management of relationships
with suppliers.
6.2. Environmental area
E1 Climate change
The Company's activities include the development and operation of energy infrastructure and therefore have both positive and
negative impacts on the climate. Given its role in the transformation of the energy system, the Company considers climate change
as a priority area and integrates GHG emission reduction and climate change adaptation aspects into its long-term business
planning. Based on the results of the Double Materiality Assessment, climate change mitigation, energy, and climate change
adaptation have been identified as material topics due to generated emissions, energy consumption, as well as physical and
transition risks. An overview of the actual positive and negative impacts and associated risks in these areas is given below.
Impacts, risks and opportunities
Sub-topic: Climate change mitigation
Actual positive impact
Transforming the natural gas system for the safe transport of
renewable energy sources (contributing to climate change mitigation
and green energy development).
Actual negative impact
GHG emissions, mainly due to methane leakage during gas transport.
Risk
In implementing the requirements of the EU Methane Regulation,
significant investments in technological solutions may be required, even
if they do not yield a rapid return on investment.
Sub-topic: Energy
Actual negative impact
The production of materials such as steel or cement requires large
amounts of energy (increasing the Company's indirect environmental
impact).
Actual negative impact
Energy consumption in gas transmission system operation.
Risk
Changes in EU legislation and the related environmental taxes (which
may require the implementation of new technologies, potentially
leading to a significant increase in the Company’s operating costs).
Sub-topic: Climate change adaptation
Risk
Extreme weather events and long-term temperature changes, which
may necessitate additional investments in resilient infrastructure and
more frequent maintenance, thereby increasing costs.
E1-1 Transition plan for climate change mitigation
The overall direction of Amber Grid’s transition plan is to consistently reduce GHG emissions generated by the Company’s
operations while transforming the gas transmission system to ensure its compatibility with a green energy future.
We are committed to contributing to climate change mitigation and the transformation of the energy sector, guided by the Paris
Agreement and the National Energy Independence Strategy. At the beginning of 2025, the Board approved an updated long-term
strategy through 2035, which sets targets that support the achievement of the Company’s climate and sustainability objectives.
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Strategic objectives and steps to mitigate climate change:
Integrating the Transition Plan into strategy and financial planning
The Transition Plan is an integral part of the Company's strategy and long-term investment plan. Approximately EUR 103.69
million is planned to be allocated for the implementation of GHG emission reduction measures in 2025–2030 (excluding other
strategic projects).
The annual budget is prepared each year in line with strategic priorities and investments. The following priorities have been set
for 2025–2027 in the operational plan approved by the Board:
● building the infrastructure for reliable clean energy supply;
● ensuring energy and national security;
● strengthening the Company's role for clients – being a trusted strategic partner in the energy transformation.
The Board regularly assesses the progress of the plan’s implementation and updates strategic documents in response to changes
in the operating environment.
For detailed information on the Amber Grid strategy, see „EPSO-G“ group strategy 2035. „Amber Grid“.
GHG mitigation action plan
To contribute to climate change mitigation goals, Amber Grid consistently implements its GHG Mitigation Action Plan (GHG MAP).
The main decarbonization levers (actions for 2025–2030 that will reduce Scope 1 and 2 GHG emissions; the planned reduction
by decarbonization lever is disclosed alongside the E1‑4 disclosure):
● increasing energy efficiency;
● apply gas flaring systems during operational activities;
● reconstructing gas compressor stations;
● installing fixed and mobile leak detection systems to monitor methane (CH₄) emissions;
● integrating biogas into the Company’s gas facility system and using it for combustion;
● using a new mobile GD compressor for repair work;
● applying special equipment (stopple, couplings) during main pipeline repair works.
Development of renewable energy sources (RES) in technological processes. In the future, the Company plans to use
green hydrogen (H₂) and biogas for its operations in order to reduce the use of fossil fuels, minimise its negative
environmental impact, and increase the consumption of clean energy.
Transformation of the natural gas system and integration into the European market. The natural gas system is set to be
radically transformed by 2050 to transport renewable gas and H₂. The Company aims to integrate into the single European
energy market, ensuring clean energy for consumers and helping the state comply with the European Green Deal.
Enabling Green Transformation. In line with the changes envisaged by the State in the National Energy Strategy, the
Company aims to foster the enabling environment for stakeholders. The Company will undertake the following actions:
• develop hydrogen (H₂) transportation infrastructure, thereby contributing to the creation of an ecosystem for
carbon dioxide (CO₂) capture, transport, storage, and utilization;
• create favourable conditions for green gas producers to access the gas transmission system.
Improving energy efficiency across all production processes: implementing new technologies and optimising energy
consumption in order to reduce direct and indirect greenhouse gas (GHG) emissions (Scope 1 and Scope 2) by 30% by 2026
and by 50% by 2030 (compared to the 2019 base year). The GHG emission reduction targets are disclosed in accordance
with Disclosure Requirement E1-4.
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Key decarbonisation levers (actions during 2025–2030 time horizon).
GHG reductions
(Scope)
Decarbonisation lever
Key actions 2025–2030
Scope 1
Reconstruction of gas compressor
stations
We will electrify and modernize compressor stations, reducing natural gas
consumption and decreasing methane emissions.
Installing fixed and mobile leak detection
systems
We will deploy technologies to quickly detect methane leaks and reduce
direct GHG emissions.
Applying gas flaring systems during
operational activities
We will install new gas flaring systems, allowing us to release less methane
during maintenance and reconstruction activities.
Incorporation of biogas into the gas plant
system and its combustion
We will use biogas as an alternative fuel for boilers and compressors.
Application of special equipment (stopple,
couplings) during the repair works
Specialized equipment allows repairing pipelines without shutting off the
gas and releasing it into the environment. These measures will significantly
contribute to reducing direct Scope 1 emissions.
The Company's progress in implementing the GHG MAP in 2025 is disclosed in accordance with disclosure requirement E1-4.
Amber Grid owns and operates the NG (natural gas) transmission infrastructure and conducts repairs and refurbishments resulting
in locked-in GHG emissions of approximately 183,314 tonnes of CO₂e by 2030. This figure includes energy generation in
Company's own facilities, fuel consumption in mobile equipment, NG leaks, and other situations that directly or indirectly
contribute to GHG emissions.
These locked-in GHG emissions may make it challenging to meet the Company's 2030 targets, particularly if mitigation measures,
including infrastructure upgrades, alternative energy use, advanced technology implementation, and methane emission
reductions, are not undertaken.
In 2025, we conducted Group-wide modelling of Scope 1 and 2 GHG emissions and reduction measures up to 2050, along with
scenario assessments. In 2026, we plan to extend the modelling to include an assessment of Scope 3 GHG emissions up to 2050.
This way, we will strive to comprehensively assess the impact of the Group’s value chain on the climate and to define a consistent
pathway toward achieving the Group’s net-zero greenhouse gas emissions balance.
Preparation for grid transformation
Preparations are underway for the transformation and optimisation of the transmission system. The following stages are planned:
Stage
Ongoing and planned actions
1. Optimisation of the gas transmission
grid.
In response to the long-term decline in gas demand for domestic use in Lithuania, since the beginning
of 2025 we have started preparing a plan for the safe optimization of gas infrastructure. Under this
plan, we will restructure the infrastructure to ensure more efficient use of the grid. We also plan to
dismantle gas distribution stations (GDS) and make more effective use of their resources.
In addition, Amber Grid intends to assess the necessary technical modifications to the infrastructure
to adapt the grid for green gas products, including synthetic gases such as green hydrogen and
synthetic methanol. This will make the gas transmission grid more flexible and better suited to meet
evolving energy needs in the future.
2. Changes to the H₂ infrastructure
system.
In 2025–2027, a comprehensive feasibility study of hydrogen (H₂) infrastructure is being carried out,
which will form the basis for future stages of grid development. After 2033, the first H₂ producers
and consumers are planned to be connected, and Lithuania’s hydrogen grid will be integrated into the
common Nordic-Baltic Hydrogen Corridor (NBHC) system, extending from Finland to Germany.
During the period from 2033 to 2040, we seek to connect consumers and producers in north-western
Lithuania to the NBHC and to develop a national hydrogen grid connecting the Baltic Sea coast to the
H₂ corridor.
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Stage
Ongoing and planned actions
3. Achieving the Company's strategic
objective to support the development of
the CO₂ capture and storage value chain.
The company is dedicated to fostering the development of the CO₂ capture and storage (CCS) value
chain through initiatives that will aid in achieving regional decarbonisation goals. One of the key
measures to achieve this goal is participation in the CCS Baltic consortium project, which aims to
create a value chain for CO₂ capture, transport, utilization, and storage value chain.
If the consortium selects pipeline transport for CO₂, comprehensive feasibility studies of the grid and
ecosystem will be carried out, and the required CO₂ transport infrastructure will be developed. A
comprehensive feasibility study and action plan are planned for 2026–2027. The connection of
producers to the CO₂ grid is expected to occur from 2035 onwards.
The implementation of decarbonization objectives alongside the value chain being developed by the
CCS Baltic consortium is likely to stimulate the emergence of new carbon capture, utilization, and
storage (CCS/CCUS) value chains. The Company will assess each opportunity to participate in these
initiatives on a case-by-case basis, taking into account its long-term strategy and market needs.
Nordic-Baltic Hydrogen Corridor Project
Amber Grid, together with gas transmission system operators from Lithuania, Finland, Estonia, Latvia, Poland, and Germany, is
participating in the Nordic-Baltic Hydrogen Corridor (NBHC) initiative. The initiative aims to develop international hydrogen
transport infrastructure connecting the Baltic Sea region with Central Europe.
A pre-feasibility study was successfully completed in 2024. It confirmed that the project is technically and economically viable
and that there is a demand for such a project in the region. Based on these results, the project partners decided to proceed with a
comprehensive feasibility study, which is planned to be completed by the end of 2026 or the beginning of 2027. This phase is
crucial in preparing for future infrastructure development decisions.
In 2024, the NBHC project was granted Project of Common Interest (PCI) status by the European Commission, ensuring strategic
priority at the EU level and creating more favourable conditions for funding and permitting. In 2025, the project received EUR 6.8
million in funding from the Connecting Europe Facility (CEF) for the feasibility study phase.
These funds will enable detailed technical and economic analyses, including the selection of pipeline routes, planning of
compressor stations, assessment of environmental and safety aspects, and preparation of the project implementation schedule.
This will help ensure sustainable and economically sound development of the NBHC network and contribute to the rapid growth
of the hydrogen market in the Baltic region.
Implementation of the EU Methane Regulation requirements
From 2025, the Company is required to comply with the strict provisions of the EU Methane Regulation. The regulation promotes
the adoption of a zero-methane (CH₄) emissions culture and significantly impacts the organization of maintenance activities as
well as other operational aspects.
To implement the requirements of the EU Methane Regulation, the Company carried out the following activities in 2025:
● Developing the first Leak Detection and Repair Programme (LDRP);
● Preparing the first Leak and Repair Report and the 2024 annual methane emissions report;
● Conducting an inventory of all leaks, emissions, and incomplete flaring sources;
● Measuring all potential leak sources and emissions from equipment in operation at that time;
● Estimating the annual emissions of detected leakages;
● Performing drone-based methane emission measurements at the Jauniūnai Compressor Station (DKS) facility level;
● Preparing a comparative report of source-level and facility-level measurements at Jauniūnai DKS;
● Preparing procurement documents for 2026 for services related to methane leak measurements for all sources and
significant facility-level emission measurements and reporting.
In 2026, the Company plans to continue implementing the EU Methane Regulation requirements. Regular leak measurements will
be carried out in accordance with the LDAR program, while facility-level measurements at all significant locations will be
conducted using drones and other smart technologies. Comparative reports of source-level and facility-level measurement results
will be prepared, and the data from these reports will be used to produce a higher-accuracy annual methane emissions report for
2026. In parallel, leak, repair, venting, and annual methane emissions reports for 2025 will be prepared to maintain compliance
with the EU Methane Regulation. In line with regulatory requirements, the 2026 annual methane emissions report will be
submitted for independent verification and delivered to the competent authority starting in 2027.
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Implementing these changes will require modern gas leak control systems, advanced maintenance solutions, and more efficient
data processing tools. To reduce uncontrolled emissions of natural gas, which consists of approximately 95% CH₄, the Company
will seek and deploy advanced stationary methane leak detection technologies.
Moreover, in 2026, additional GHG reduction measures will be applied. During repair works, the Company will make use of the
available mobile compressor, stopple, and gas flaring systems. These measures will reduce the need to vent gases during repairs,
which will contribute to greater reductions in methane emissions.
Climate change adaptation
In 2023, we carried out a comprehensive Group-wide assessment of climate-related risks and opportunities in line with the
recommendations of the Task Force on Climate-related Financial Disclosures (TCFD). The purpose of the assessment was to
evaluate the resilience of our strategy and business model to climate change and to identify opportunities to enhance adaptation
measures. The assessment was based on the 2023 study prepared by the Lithuanian Hydrometeorological Service „Klimato kaitos
rizikos XXI a. viduriui studija“ (Study on climate change risks by the middle of the 21st century), which presents the projected
levels of physical risks in Lithuania under future climate conditions.
To better understand the likelihood of climate-related risks materialising, the analysis was conducted over short-term (up to
2026), medium-term (up to 2030), and long-term (up to 2050) horizons, following international best practices for climate risk
assessment. The assessment considered two socio-economic scenarios from the Intergovernmental Panel on Climate Change
(IPCC):
• the Paris Agreement-conforming scenario for the increase in mean temperature, limited to 1.5/2 °C (SSP1–2.6), and
• a business-as-usual scenario in which the average temperature could rise above 4 °C (SSP5–8.5).
Assumptions of physical risk under these socio-economic scenarios differ only slightly until 2050, but they vary significantly in
terms of the scale of energy system transformation. Consequently, the likelihood of transitional risks differs substantially between
the Paris-aligned and business-as-usual scenarios. The assessment of transformation risks relevant to the energy sector was also
informed by expert evaluations from external consultants, based on IPCC scenario assumptions.
The results indicate that physical risks over the short, medium, and long term (up to 2050) are expected to have a relatively limited
impact on Group activities, except for potentially greater impacts from floods and extreme water level fluctuations. Transitional
risks at the Group level are also assessed as limited, although they vary at the individual company level; in the case of Amber
Grid, these risks are more material. This preliminary assessment serves as a starting point for further analysis to more
comprehensively evaluate and disclose the potential impact of climate-related risks on our financial performance and cash flows.
The main risks are described in the "Risk Management Framework" section of EPSO-G's Integrated Annual Report 2025.
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The table below gives an overview of the climate-related physical risks and their relevance to Amber Grid.
Risk type
Impact on the Paris Agreement objective and
business model
Risks that may affect Amber Grid
Acute physical risks
Heat wave, cold wave/freeze, fires, storms,
wind gusts, lightning, drought, heavy
precipitation, flooding, snow and ice load,
landslide, subsidence
Across all assessed periods, the impact of all
climate risks is very low, while flood risk is
assessed as moderate.
Heatwave;
cold wave/cold;
fires;
storms, wind gusts, lightning;
drought;
heavy rainfall;
flooding;
snow and ice load;
landslide;
sedimentation.
Chronic physical risks
Changing temperatures, changing
precipitation patterns, precipitation or
hydrological variability, saltwater intrusion,
sea level rise, water stress, geographical
hazards, soil erosion
Across all assessed periods, the impact of all
climate risks is very low.
Changing temperatures;
precipitation or hydrological variability;
saltwater intrusion;
sea level rise;
water stress;
geographical hazards;
soil erosion.
The table below gives an overview of transitional risks and their relevance to Amber Grid.
Risk type
Impact on the Paris Agreement objective
and business model
Risks that may affect Amber Grid
Political and legal
The regulatory environment, disorderly energy
transition risks of potentially distortive
measures, legal liability and governance
accountability
Across all assessed periods, the impact of all
climate risks is very low.
Regulatory environment;
disorderly energy transition;
legal liability and governance accountability.
Technological
Low carbon transition costs, transition risk for
older assets, asset depreciation risk
The risk associated with the costs of
transitioning to low-carbon technologies is
low across all periods. The risks related to the
transition of older assets and asset
impairment are low in the medium term (until
2030) and moderate in the long term (until
2050).
Costs of transitioning to low-carbon
technologies;
Transition risk on older assets, depreciation
risk.
Market
Uncertainty in consumer behaviour, market
signals and changes in supply chain, raw
material and energy prices.
Across all assessed periods, the impact of all
risks is very low.
Uncertainty about consumer behaviour,
market signals and the supply chain.
Changes in raw material and energy prices.
Reputational
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Transmission system reliability, expectations
related to climate risk management,
expectations related to disclosure of non-
financial information
The risk to transmission system reliability is
low across all assessed periods. The risk
related to expectations for climate risk
management and non-financial disclosure is
low in the medium term (until 2030) and
moderate in the long term (until 2050).
Transmission system reliability;
expectations for climate risk management;
expectations relating to disclosure of non-
financial information.
We have identified measures to manage physical and transition risks; however, due to their currently low relevance, these risks
have not yet been integrated into risk management plans. In 2026, we plan to update the Group's climate risk assessment and
develop updated risk management plans.
E1-2 Policies related to climate change mitigation and adaptation
The energy sector is one of the most important sectors for climate policy, and as a group of energy transmission and exchange
companies, EPSO-G plays an important role in ensuring a smooth and reliable transformation of the energy system in Lithuania.
This transformation aims to develop renewable energy sources and integrate them into the energy system, reduce dependence
on fossil fuels, initiate interconnection projects, and create more favourable conditions for climate-neutral energy exchanges.
The Group has set ambitious strategic targets for reducing its GHG Scope 1 and 2 emissions. It should be noted that these
objectives are also linked to EPSO-G's long-term Sustainability-linked finance framework and sustainability-linked bond
prospectus. The framework has been independently evaluated by CICERO Shades of Green, an international climate and
environmental research centre. In the presented independent assessment, the sustainability targets outlined in the EPSO-G
financing program were identified as ambitious compared to the sustainability targets set by other comparable companies
operating in Europe.
As a manager of strategically important energy infrastructure, the Group seeks to contribute to the fulfilment of the climate change
and environmental commitments laid out in the Paris Agreement, the European Green Deal, the National Energy Independence
Strategy and the National Climate Change Mitigation Agenda.
E1-3 Actions and resources in relation to climate change policies
GHG emission reduction actions planned up to 2030 (Scope 1 and Scope 2 emission reductions)
Amber Grid plans to implement a range of GHG emission reduction measures to reduce Scope 1 and Scope 2 emissions by 2030.
Specific actions, broken down by year, are listed below:
2025 (actions undertaken)
1. Signing a contract for the installation and design of an electric compressor required for the
reconstruction of the Jauniūnai Gas Compressor Station (GCS) and initiating design works.
2. Announcing an international market survey and initiating the procurement process for a new
mobile compressor.
3. Signing a contract for the acquisition of gas flaring systems.
4. Signing a contract for the acquisition of stopple, starting production, and conducting
employee training.
5. Initiating the purchase of biogas for combustion at the Company’s facilities (for boilers and
compressor operation).
6. Receiving the Environmental Protection Agency’s screening opinion On the Environmental
Impact Assessment of the Panevėžys Gas Compressor Station Modernization.
7. Conducting facility-level methane emission measurements (using drones) at Jauniūnai GCS.
2026
1. Designing the Jauniūnai GCS and initiating its reconstruction.
2. Procuring a new mobile compressor.
3. Conducting employee training and operating gas flaring systems.
4. Burning biogas at the Company’s facilities (for boilers and compressor operation).
5. Designing the modernization works for the Panevėžys GCS.
6. Searching for stationary leak detection systems and procuring facility-level leak detection
services.
7. Using electricity from RES for all Company's needs.
2027
1. Reconstructing the Jauniūnai GCS and installing the electric compressor.
2. Further usage of biogas.
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3. Reducing the number of polluting transport vehicles.
4. Using electricity from RES for all Company's needs.
2028
1. Reconstructing the Jauniūnai GCS and installing the electric compressor.
2. Modernisation of the Panevėžys GCS.
3. Further usage of biogas.
4. Further usage of stopple, compressor and other special measures.
5. Using electricity from RES for all Company's needs.
2029
1. Operating the electric compressors at Jauniūnai GCS at full capacity.
2. Modernisation of the Panevėžys GCS.
3. Using all previously mentioned measures during maintenance, leak detection, and
identification activities.
4. Using biogas or H₂.
5. Using electricity from RES for all Company's needs.
2030
1. Operating the electric compressors at GCS at full capacity.
2. Using all previously mentioned measures during maintenance, leak detection, and
identification activities.
3. Using biogas or H₂.
4. Using electricity from RES for all Company's needs.
The GHG emissions reduction plan is continuously updated and revised, so the measures outlined may change depending on the
Company’s situation and market conditions. Amber Grid holds quarterly meetings with responsible employees to share
information on new measures, market analyses, and the status of project implementation. On 24 November 2025, the updated
rules of the Company’s Technology and Innovation Committee were approved, stipulating that the implementation of the GHG
emissions reduction plan must be presented and analysed in the Committee twice a year. Based on the information provided, the
Company will initiate pilot projects, prepare investment projects, conduct market reviews, organize procurements, and carry out
other significant activities.
All GHG emission reduction measures are included in the long-term Procurement Plan “Network Operating Costs and Fixed Asset
Investments”. In the financial statements, these investments are shown under fixed assets, without specifically distinguishing
them as measures aimed at reducing GHG emissions.
Progress in reducing GHG emissions in previous periods
GHG emissions vary from year to year, as the Company's direct emissions depend on the scale of the work it carries out, including
reconstruction, new projects and other activities that affect the level of emissions.
Reducing emissions is primarily driven by the transfer of natural gas using a mobile gas compressor during main gas pipeline
repair works and by ensuring the efficient operation of compressor equipment. The introduction of new, cleaner technologies and
the reduction of natural gas consumption for process use not only reduce GHG emissions but also increase operational efficiency,
contributing to CO₂e reduction and sustainability objectives.
Financing the Action Plan
Amber Grid finances its GHG emissions reduction measures using its own funds, consisting of revenues generated from
operations, as well as borrowed funds. The Company's source of borrowing is the Group's parent company, EPSO-G, which
lends to its subsidiaries both from its own funds and from borrowings. EPSO-G finances its activities with sustainable
financial instruments and has also issued a sustainability bond.
Amber Grid plans to allocate approximately €103 million for investments and around €1.2 million for operating costs in
2025–2030 to achieve its GHG emissions reduction targets.
These funds will be used for:
● modernisation of gas compressor stations;
● acquisition of a mobile gas compressor and natural gas combustion equipment;
● other measures to reduce GHG emissions.
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To ensure the safe operation of the transmission system, the Company must continuously maintain and upgrade its infrastructure.
Accordingly, annual maintenance works on the main gas pipeline are carried out, with the scope varying depending on the
condition of the infrastructure and technological requirements.
GHG emission reductions achieved since the base year (Scope 1 and 2, tCO2e)
GHG emission reductions achieved since the base year (Scope 1, 2 and 3, tCO2e)
In 2021, the Company carried out a GHG emissions inventory and a general environmental impact assessment. In 2022, based on
the inventory results, it prepared and approved an Environmental Impact Mitigation Plan (EIMP) until 2030.
In 2024–2025, the GHG targets and measures plan was updated following the modelling of the Group's GHG targets and
measures. Although most elements of the plan remained unchanged, in 2024 we decided not to proceed with the H₂ pilot project,
which had envisaged injecting a mixture of natural gas and hydrogen (up to 2%) into the gas supply system. In 2025, we also
decided not to replace gas boilers with electric ones at gas distribution stations and instead chose to develop biogas utilisation at
these facilities.
Reasons for rejection of the projects:
● Limited market demand. The survey indicated that the market demand for injecting H₂ into the gas network is limited,
and therefore there are no prospects for this service in the future.
● High costs. Installing electric boilers at gas distribution stations and adapting the transmission system for H₂ blending is
costly. Therefore, the Company decided to use biogas at the distribution stations and plan for dedicated H₂ transportation
infrastructure, which will be more efficient.
62 921
57 166
52 782
23 698
39 975
28 267
30 779
0%
10%
20%
30%
40%
50%
60%
70%
0
10000
20000
30000
40000
50000
60000
70000
2019 2020 2021 2022 2023 2024 2025
Scope 1-2 GHG emissions, tCO2e Reduction
62 921
57 166
52 782
31 659
52 959
34 166
41 572
0%
10%
20%
30%
40%
50%
60%
0
10000
20000
30000
40000
50000
60000
70000
2019 2020 2021 2022 2023 2024 2025
Scope 1-3 GHG emissions, tCO2e Reduction
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● Electric boilers are unreliable in the event of a power outage. Ensuring continuous electricity supply at gas distribution
stations would require installing diesel generators alongside the electric boilers, which would limit any significant
reduction in environmental impact.
It cannot be ruled out that, in the future, as market conditions evolve and technologies develop rapidly, there may be a need to
blend H₂ or electrify the gas distribution stations. In such a case, the projects may be reconsidered. The company continuously
monitors changes in the regulatory environment and analyses the needs, demand and prices in the market to be ready to respond
to possible future changes.
RES energy
In 2021, Amber Grid built 1.45 MW of solar parks at three of the Company's facilities. In February 2022, these renewable energy
parks became fully operational. Some of the electricity generated covers the electricity costs of the administrative buildings,
contributing to sustainable operations and energy efficiency.
Since 2023, the Company has fully replaced all electricity previously generated from non-renewable sources with green electricity
produced from renewable energy sources (RES).
Replacing vehicles with less polluting ones
In 2024, the Company replaced its polluting diesel and petrol cars with less polluting hybrid cars and less polluting electric cars.
119 polluting cars were replaced. Amber Grid currently operates 50 hybrid cars and 20 zero-emission electric vehicles.
Electric vehicles are charged using infrastructure located at three facilities: Vilnius, Jauniūnai, and Panevėžys. They are equipped
with charging stations of various capacities: 11 kW, 22 kW, 44 kW, and 150 kW.
In 2025, the Company’s electric vehicles and plug-in hybrids were charged exclusively with renewable electricity, both at public
charging stations and using electricity generated by the Company’s solar parks. During the summer months, the solar parks fully
covered the electricity demand for charging electric vehicles.
Combustion of biogas with guarantees of origin
In 2025, Amber Grid consulted with biogas suppliers, independent evaluators of the annual GHG reports under the EU Emissions
Trading System, and sustainability report auditors, and analysed market opportunities and prices for purchasing biogas with
guarantees of origin. Taking into account the conducted analysis, we have prepared procurement documents and initiated the
purchase of biogas with guarantees of origin for our own use in 2026. We plan to use biogas with guarantees of origin to operate
the boilers at our compressor and gas distribution stations. By replacing natural gas with biogas with guarantees of origin, GHG
emissions could be reduced by up to 1.35% in 2026. In the future, it is planned to purchase and use a greater volume of biogas
with guarantees of origin.
Technological tools
To reduce direct GHG emissions, in 2025 we invested in technological measures that help effectively reduce Scope 1 emissions.
In 2025, the company procured stopple for pipeline repair works, acquired site-level (drone-based) methane leak detection and
emissions assessment services, and invested in the modernization of the Jauniūnai gas compressor station.
In 2026, we plan to invest in the following key measures: stopple, a new mobile compressor, and gas flaring equipment. These
will be used for the reconstruction and repair of the main gas pipeline to reduce emissions and optimize gas usage. We are also
procuring site-level (remote) methane leak detection, emissions assessment, and benchmarking analysis services. All of these
measures are crucial for complying with the Methane Regulation and contribute to developing a sustainable and environmentally
friendly gas transmission system.
In 2026, we will continue investing in the ongoing modernisation of the Jauniūnai GCS. The upgraded compressor station will
operate more efficiently, consume less natural gas, and consequently reduce GHG emissions (CO₂e) as well as air pollutants (NOₓ,
CO).
Mobile compressor efficiency
The mobile compressor is one of the key environmental mitigation measures to reduce GHG emissions. Its use is effective wherever
the technology can be applied, especially during the repair and reconstruction of main gas pipelines. The use of the mobile gas
compressor has resulted in the following savings (avoided emissions released into the environment):
● 2025 – 1.078 million m³ of natural gas, equivalent to approximately 21.89 thousand tons of CO₂e;
● 2024 – 1.4 million m³ of natural gas, or 29.25 thousand tonnes of CO₂e;
● 2023 – 2.3 million m³ of natural gas, equivalent to approximately 48.81 thousand tons of CO₂e;
● 2022 – 783.2 million m³of natural gas, or 15.94 thousand tonnes of CO₂e;
● 2021 – 2.118 million m³ of natural gas, or 43.10 thousand tonnes of CO₂e;
● 2020 – 2.03 million m³ of natural gas, or 41.31 thousand tonnes of CO₂e;
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The amount of savings depends on the scope of repair and reconstruction works, the applicability of the mobile compressor, and
the effectiveness of other measures (e.g., stopple), so results may vary from year to year.
To minimize environmental impact, we strive to use the mobile compressor as frequently and efficiently as possible each year.
This equipment is one of the key Scope 1 emission reduction measures implemented by the Company and included in the GHG
MAP. By using this compressor, we can optimize gas losses, reduce GHG emissions, and contribute to the implementation of
sustainable business practices.
Methane leak detection technologies
In 2025, we outsourced the inventory and measurement of methane leakage sources. The service providers used a combination
of flame ionisation detectors or laser spectroscopy instruments (FID/PID), optical gas imaging (OGI), high flow sampling (HFS)
and drone technology for site-level measurements to detect methane leaks and assess emissions at source level.
The stationary methane leak detection technologies tested in practice so far (acoustic camera, optical gas imaging camera) have
not been effective in meeting the requirements of the Methane Regulation and have not significantly improved methane leak
control. In 2026, we will explore other technologies to conduct monitoring more quickly, accurately, and efficiently.
It is expected that in 2026 the European Commission will issue implementing acts that will not only provide clearer technical
guidance on the use of methane leak detection technologies but also facilitate their application and ensure well-defined technical
requirements.
Optimising gas compressor capacity (electric compressors)
The GHG MAP also includes more efficient use of fuels, as well as switching equipment from fuel-burning to electric compressors
or to cleaner fuels (e.g. biogas, green hydrogen).
In 2023, an efficiency improvement analysis carried out by external consultants on the Jauniūnai and Panevėžys GCS showed that
the most appropriate way to reduce fuel consumption and emissions at these stations is to introduce new electric driven
technologies. In the same year, the purchase of a new electric compressor for the Jauniūnai GCS was initiated.
In 2024, we launched a tender for the procurement of equipment, design, and construction works for the Jauniūnai GCS electric
compressor, and in 2025, the contract was signed. The contract value is EUR 30.9 million (EUR 37.4 million including VAT), with
works scheduled over 42 months, and construction began in autumn 2025.
In 2025, a screening assessment of the environmental impact of the Panevėžys GCS modernization was conducted. The
Environmental Protection Agency concluded that an environmental impact assessment was not required and approved the
modernization conditions. The modernization includes the installation of two electric compressors to replace the gas compressors
and significantly reduce natural gas consumption.
It is expected that the new electric compressor at the Jauniūnai GCS will take over most of the gas compressors’ operational load
from 2029, and at the Panevėžys GCS from 2030. This will significantly reduce GHG emissions and the air pollutants generated
by the compressor stations.
E1-4 Targets related to climate change
Amber Grid implements GHG emission reduction initiatives and continuously reviews its environmental impact reduction plans to
minimise its negative environmental impacts and to meet stakeholders' expectations. In 2021, the Company carried out a GHG
emissions inventory and an overall environmental impact assessment, and in 2022, on the ground of the inventory results, a plan
of mitigation measures up to 2030 was prepared and approved.
Every year, including 2025, based on annual plans and expected works, we reviewed the GHG MAP and updated the projected
emissions savings forecasts. Most elements of the plan remained unchanged; however, in 2025, we abandoned the solution of
replacing gas boilers with electric ones at gas distribution stations. Instead, we decided to develop biogas combustion solutions,
which will contribute to reducing GHG emissions. We were also unable to identify a reliable stationary remote methane leak
monitoring system; therefore, in 2026, we will continue to explore new technologies to enable faster, more accurate, and more
efficient monitoring.
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The Company carried out GHG emissions modelling up to 2040 under various scenarios, including a climate scenario in which
global warming is limited to 1.5°C.
Science-based GHG reduction targets
Amber Grid aims to ensure that its GHG emission reduction targets are scientifically sound and compatible with the global goal
of limiting global warming to 1.5 °C.
The Company's emission reduction targets have been set in accordance with the Science Based Targets Initiative (SBTi)
methodology, which is globally recognised and used to set targets that are consistent with climate change mitigation
requirements. This methodology was applied at the Group level to ensure consistency and a science-based approach across all
Group companies.
Key GHG emission reduction targets
Target
Base year and
value
Progress
Status
2026
2030
2019
2025
2024
2023
Scope 1 and 2
emissions,
tCO2e
44,044
31,460
62,921
30,779
28,267
39,975
Target in
progress
Reduced
Scope 1 and
Scope 2
emissions
compared to
2019, %
-30%
-50%
N/A
-51%
- 55 %
- 36 %
Target in
progress
Detailed GHG emission reduction targets and results for 2025
2019
Base
year
2025
Targets
2025
Actuals
2026
Targets
2027
Targets
2028
Targets
2029
Targets
2030
targets
GHG emissions before
abatement actions (Scope 1-
2) (tCO2e)
62,921
–
–
–
–
–
–
–
GHG emission abatement in
respective years (Scope 1-2)
(tCO2e)
–
56,628.6
30,779
44,044
44,044
44,044
37,752
31,460
Reduced Scope 1-2
emissions compared to the
2019 base, %
–
-10%
-51%
-30%
-30%
-30%
-40%
-50%
The company's GHG emission reduction targets for 2030 (see table below) are based on the implementation of these
initiatives and legislation:
• The Paris Agreement and the EU Green Deal, both of which provide for a reduction of at least 55% of greenhouse gas
emissions by 2030 (compared to 1990 EU levels) and achieving climate neutrality by 2050.
• The EU and US Global Methane Pledge aiming to reduce global methane emissions by 30% in all emitting sectors by
2030 (compared to 2020 levels).
• 2021–2030 National Energy and Climate Action Plan, with targets by 2030 including:
• Reducing GHG emissions by 40% (compared to 1990);
• Improving energy efficiency by at least 32.5%;
• Increasing the share of renewable energy sources (RES) in the total energy mix to 32%.
• The Methane Regulation, drawn up by the European Parliament and the Council, imposes stringent methane emission
management requirements on the gas transmission sector to reduce methane leakage and ensure the sustainable
operation of gas infrastructure.
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2019
Base
year
2025
Targets
2025
Actuals
2026
Targets
2027
Targets
2028
Targets
2029
Targets
2030
targets
Reconstruction/repair of gas
pipelines, use of stopple
–
0
-2,529
-1,250
-17,536
-1,209
0
-1,072
Optimising gas compressor
capacity (electric
compressors)
–
0
0
0
0
0
-6,240
-7,323
Acquisition of a new mobile
compressor
–
0
0
0
0
-3,274
-3,274
-3,274
Gas combustion
–
0
0
-7,864
-7,186
-7,520
-6,578
-6,578
Biogas for gas and space
heating in GDS
–
0
0
0
-474
-664
-854
-1,139
Combustion of biogas with
guarantees of origin in
compressors and (or) other
gas equipment
–
0
0
-848
-848
-848
-848
-848
Replacing vehicles with less
polluting ones
–
-332
-332
-322
-322
-322
-322
-322
100% of electricity
consumption is generated
from renewable sources
–
-2,089
-2,089
-2,089
-2,089
-2,089
-8,851
-19,528
Mobile compressor available
–
0
-21,891
-3,007
-4,392
0
0
0
In 2025, Scope 1 and 2 GHG emissions decreased by 51% (compared to 2019), mainly due to the use of a mobile compressor,
stopple and couplings during gas pipeline reconstruction and maintenance; 100% of electricity consumed was generated from
renewable energy sources, including solar panels operated by Amber Grid; and the increased use of less polluting electric and
hybrid vehicles. Comparing the 2025 results with 2024, an increase in GHG emissions is observed – driven by more intensive
operations at the Jauniūnai GCT and by the comprehensive site leak inventory and measurements conducted in 2025 in accordance
with the Methane Regulation requirements.
Update of the emission calculation methodology
In 2024, electricity and methane (CH₄) emission factors were updated to enable more accurate emissions assessment and better
planning of reduction measures. In June 2024, the Amber Grid methodology “Natural Gas Consumption for Technological Needs
in AB Amber Grid Gas Transmission System” was revised (and further refined in 2025), which affects the assessment of
uncontrolled natural gas quantities (Scope 1 emissions). The methodology was refined taking into account evolving legislation
and European Parliament and Council Regulation (EU) No 2024/1787 on the reduction of methane emissions in the energy sector,
which partially amends Regulation (EU) 2019/942 (hereinafter – the Methane Regulation), as well as the recommended guidance
set out therein.
After revising the calculation methodology, to ensure data comparability, the baseline and subsequent year values submitted to
the SBTi were recalculated solely using mathematical adjustments. The recalculation of the emission factors and the change in
the methodology resulted in a 17% reduction in base year emissions compared to the previously established value. In 2025, we
refined the emissions assessment methodology and, in accordance with the Methane Regulation requirements, wherever possible,
evaluated emissions using actual measurement data.
Monitoring of GHG emission reduction measures and risk management
All measures included in the GHG emission reduction plan are documented and systematically monitored. Quarterly meetings are
held with responsible personnel to ensure that measures are implemented and deadlines are met. On 24 November 2025, the
updated rules of the Company’s Technology and Innovation Committee were approved, specifying that the implementation of the
GHG Emissions Reduction Action Plan must be presented and reviewed by the Technology and Innovation Committee once every
six months. The Company's Board evaluates annually the achievement of the set targets. The evaluation results form part of the
annual financial incentive scheme for both managers and employees.
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Plans and related risks are managed and have been incorporated into the Amber Grid risk management register. Potential risks
include: untimely or inaccurate collection and reporting of sustainability-related indicators; inaccurate calculation of GHG
emissions from the Company's operations; delays in reporting on commitments to institutional investors. Such risks may result in
sanctions from regulatory authorities (for example, stock exchange supervisory bodies) and financial penalties for non-compliance
with commitments.
The risk that the regulator's disapproval of necessary investments in environmental mitigation measures (e.g. GHG emission
reductions) due to regulatory constraints or economic disadvantage may prevent the achievement of long-term strategic
objectives and commitments.
Scope 3 GHG reduction targets
Amber Grid is currently focusing on reducing Scope 1 and Scope 2 emissions, as these are the areas with the highest GHG
emissions. The plan was designed to regulate activities in the most environmentally damaging areas. The Company has identified
the most significant contributors to GHG emissions. These are controlled and uncontrolled releases of CH₄ from operations and
stationary installations using natural gas (NG) for technological purposes.
Scope 3 emissions were calculated for the first time in 2023 and accounted for 21% of total GHG emissions. In 2026, we plan to
extend the modelling at the Group level to include a Scope 3 assessment of GHG emissions up to 2050. This will allow us to
comprehensively evaluate the climate impact of the Group’s value chain and define a consistent pathway toward achieving
net‑zero GHG emissions.
E1-5 Energy consumption and mix
Energy consumption and mix
Energy consumption and
mix
2021
2022
Change
2022/21
%
2023
Change
2023/22
%
2024
Change
2024/23
%
2025
Change
2025/24
%
(1) Fuel consumption from
coal and coal products
(MWh)
0
0
0
0
0
0
0
0
0
(2) Fuel consumption from
crude oil and petroleum
products (MWh)
2,832.47
2,593.5
-8.4
2,877
10.9
2,216.4
-23
2,339.4
5.55
(3) Fuel consumption from
natural gas (MWh)
64,843.7
89,803
38.5
93,223
3.81
86,915
-6.77
105,930
21.9
(4) Fuel consumption from
other fossil sources (MWh)
0
0
0
0
0
0
0
0
0
5) Consumption of
purchased or acquired
electricity, heat, steam, and
cooling from fossil sources
(MWh)
3,248.40
2,211.94
-31.9
57.3
-97.4
55.28
-3.5
71.92
30.1
(6) Total fossil energy
consumption (MWh)
(calculated as the sum of
lines 1 to 5)
70,924.6
94,608.6
33.4
96,157.1
1.6
89,186.8
-7.2
108,341.
6
21.5
Methodology for calculating energy consumption. Consumption of crude oil and petroleum products (MWh) was
calculated based on fuel used by vehicles and mobile equipment. Natural gas fuel consumption (MWh) was calculated
by including the amount of gas consumed at gas distribution stations for process purposes. Consumption of purchased
fossil-based electricity, heat, steam, and cooling (MWh) was calculated by summing the amounts used for own needs,
technical losses, offices, and heating. Consumption of purchased renewable electricity, heat, steam, and cooling (MWh)
was calculated based on the amounts of certified renewable electricity consumed. Consumption of self‑
generated
renewable energy (MWh) was calculated based on electricity produced for own needs from solar power plants. Energy
consumption data is obtained from commercial invoices and (or) accounting systems. Data constraints for energy
consumption and energy mix are indicated by "N/A".
Methodological limitations and uncertainties. Initial data are recorded in different units (e.g., liters, m³, kWh), so the final
MWh values depend on the applied conversion factors. This may result in calculation uncertainties.
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Energy consumption and
mix
2021
2022
Change
2022/21
%
2023
Change
2023/22
%
2024
Change
2024/23
%
2025
Change
2025/24
%
Share of fossil sources in
total energy consumption
(%)
100
99.67
-0.33
97.6
-2.1
97.4
-0.17
98.0
0.66
(7) Consumption from
nuclear sources (MWh)
0
0
0
0
0
0
0
0
0
Share of consumption from
nuclear sources in total
energy consumption (%)
0
0
0
0
0
0
0
0
0
(8) Fuel consumption for
renewable sources,
including biomass (also
comprising industrial and
municipal waste of biologic
origin, biogas, renewable
hydrogen, etc.) (MWh)
0
0
0
0
0
0
0
0
0
(9) Consumption of
purchased or acquired
electricity, heat, steam, and
cooling from renewable
sources (MWh)
0
23.24
N/A
1,913.18
N/A
1,874.18
-2.04
1,756.2
-6.29
(10) The consumption of
self-generated non-fuel
renewable energy (MWh)
0
288.5
N/A
492.71
70.78
512.32
3.98
412.37
-19.5
(11) Total renewable energy
consumption (MWh)
(calculated as the sum of
lines 8 to 10)
0
311.8
N/A
2,405.9
N/A
2,386.5
-0.8
2,168.6
-9.1
Share of renewable
sources in total energy
consumption (%)
0
0.33
N/A
2.44
N/A
2.61
6.77
1.96
-24.7
Total energy consumption
(MWh) (calculated as the
sum of lines 6, and 11)
70,924.5
7
94,920.4
33.8%
98,563
3.8%
91,573.2
6
-7.1%
110,510
20.7%
Notes: 1) Uncontrolled leaks in 2024 were recalculated solely using a mathematical approach, based on the new methodology “Natural Gas Consumption for Technological Needs
in AB Amber Grid Gas Transmission System.”
2) The Company does not produce its own non-renewable energy, but uses NG that is transported. The Company generates only electricity for its own use, using renewable energy
sources (solar energy). The quantities of electricity generated were as follows: 70.08 MWh in 2021, 1,426.195 MWh in 2022, 1,478.375 MWh in 2023, 1,440.102 MWh in 2024,
and1213,22MWh in2025
In 2025, fossil energy consumption increased by 21.5% compared to 2024. This was due to more intensive operation of
compressors at the Jauniūnai GCT, with gasoline and diesel consumption 5.55% higher than in 2024. Fossil based heat
consumption also rose by 30% due to colder weather conditions and other factors. As a result, the share of fossil fuel energy
within total energy consumption also increased. At the same time, consumption of renewable electricity decreased by 9.1% in
2025.
Energy intensity
Methodology for calculating energy consumption intensity per net revenue
The energy intensity is calculated by dividing the total energy consumption (MWh) for the reporting year by the net
revenue (EUR) attributable to activities with high climate impact.
Financial data on net revenue are taken from the Consolidated and separate financial statements, Section 
12.2
“Consolidated Statement of Total Revenue.”
Methodological limitations and uncertainties. When calculating net revenue, activities of Amber Grid that do not have
high climate impact are excluded.
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Energy intensity per net
revenue
2021
2022
Change
2022/21
2023
Change
2023/22
2024
Change
2024/23
2025
Change
2025/24
Total energy consumption
from activities in high
climate impact sectors per
net revenue from activities in
high climate impact sectors
(MWh/Monetary unit)
0.001
0.00098
-7.26%
0.0012
23.4%
0.00122
1.3%
0.00159
29%
Notes:
1) According to the NACE codes, the Company's activities are classified under the following sectors, all of which are recognised having a significant impact on the climate:
Transportation of natural gas – D.35.22 Distribution of gaseous fuels through mains; Construction – F.42.99 construction of other civil engineering works n.e.c.
2) The following lines of the financial accounting records are used to calculate the amount of cash receipts: Revenue from contracts with customers: Transmission of natural gas in
the territory of Lithuania, Balancing revenue in the transmission system, Connection of new customers (deferred revenue), Other revenue, Revenue not attributable to contracts
with customers, Revenue from administration of LNGt (Liquified Natural Gas terminal) funds.
Compared to 2024, energy intensity increased by 29% in 2025, due to lower revenue and higher energy demand for gas
compressor operations.
E1-6 Gross Scopes 1, 2, 3 and Total GHG emissions
The calculation was based on the knowledge and methodologies of the market financial institutions and suppliers of energy
resources. The assessment includes not only carbon dioxide (CO₂) but also other greenhouse gases – methane (CH₄) and
fluorinated gases (HFCs) – converted into CO₂ equivalents using standard conversion factors. Emission consolidation method:
operational control.
GHG calculation base year is 2019, as this was the first year when Amber Grid began systematically assessing and calculating
the emissions generated.
2019 Scope 1 and 2 GHG emissions were recalculated per updated emission factors and a revised GHG calculation methodology
in 2024. Similar recalculation has been carried out for the GHG emission data from 2020 to 2023 to ensure comparability of the
data and to track the progress of the Group accurately. This update allows for a more accurate assessment of emission changes,
consistent monitoring of emission reductions in line with the SBTi methodology and compliance with industry best practices and
regulatory requirements.
Emission factors (EFs) have been selected based on reliable sources and national and international guidelines, with preference
given to the geographically closest data. When selecting which factors to use, priority is given to emission factors (EFs) provided
by the supplier; if these are unavailable, the closest location-specific EFs are used (with preference for Lithuanian data), and if
those are also not available, the most recent accessible EFs are selected.
Calculation and reporting coverage of Scope 3 GHG emissions
GHG inventory methodology
Scope 1-3 emissions are calculated in accordance with the "
Greenhouse Gas Protocol: A Corporate Accounting and
Reporting Standard".
Data sources used:
• Input data (performance metrics) are obtained from the internal accounting system;
• Emission factors are derived from databases and sources: EXIOBASE, DEFRA, AIB, Gijos, etc.
Methodological limitations and uncertainties:
• Scope 
3 GHG emissions calculation using supplier data. Direct data from suppliers is not used due to data
availability and reliability challenges; currently, a spend-based method is applied, which is not accurate. In the
future, we plan to switch to actual calculations and collect data directly from suppliers.
GHG intensity inventory methodology
GHG intensity is calculated by dividing the total GHG emissions for the reporting year (tCO₂e) by net revenue (EUR). The
calculations use financial data from the financial statements.
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The disclosure of Scope 3 GHG emissions is subject to reporting coverage and methods for calculating GHG emissions:
Scope 3 GHG emissions
Category 1: Purchased goods and services
Emissions from third-party production of goods and services used in operations. A
spend-based method was used for the calculations.
Category 2: Fixed assets
Emissions arising from the acquisition of fixed assets. A spend-based method was
used for the calculations. Emissions from tangible assets received from third parties
are not included in the calculations, as they are carried out using the Standard
spend-based method.
Category 3: Extraction and transport of fuels (not
accounted for in emission Scopes 1 and 2)
Third party emissions from the extraction, production and transport of fuels
consumed by the Company and emissions from fuel preparation required to
generate the electricity and heat (central heating) consumed. The method of
averaging data was used for the calculations.
Category 5: Waste generated by the Group's activities
Based on actual and estimated waste volumes of the Company. The method used
for the calculations is tailored to the type of waste.
Category 6: Business traveling
Emissions related to flights and overnight stays of employees on business trips.
The distance-based method was used for the calculations.
Category 7: Employee commuting
The method of averaging data was used for the calculations.
Category 11: Use of sold products is excluded from Amber Grid's scope 3 GHG emissions. The Company's GHG accounting strictly
adheres to the Greenhouse Gas Protocol guidelines. Since Amber Grid does not own or sell the natural gas it transports, emissions
from the combustion of the gas are not included in the Company’s Scope 3 emissions.
Calculation of Scope 3 Category 11 emissions and the reduction targets applied to this category are a specific SBTi requirement
for companies that sell and transport fossil fuels. In 2024, the EPSO-G group submitted an application to join the SBTi. However,
in 2025, during the GHG emissions target alignment process, it became clear that the EPSO‑G Group, like other natural gas
infrastructure operators, is required under the SBTi methodology to set Scope 3 GHG emissions reduction targets covering the
entire volume of natural gas transported.
Under European Union legislation, gas transmission system operators are obliged to ensure security of supply and third party
access to infrastructure, and are therefore not able to limit the volumes of natural gas transported in order to reduce Scope 3
emissions. In light of this, the EPSO-G group submitted a decision to the CSTI not to proceed with the alignment of objectives. If
in the future the SBTi adopts methodological changes allowing Scope 3 targets not to be linked to the entire volume of natural
gas transported, the EPSO‑G group will assess the possibility of resuming the GHG emissions reduction target alignment process
under this initiative.
However, Amber Grid voluntarily calculates Scope 3 Category 11 GHG emissions and discloses them outside of Scope 3. These
emissions amount to 11,018.35 thousand tCO
2
e in 2024 and 10,452.29 thousand tCO
2
e in 2025.
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GHG emissions
Emission type
Retrospective
Base year
2019
2021
2022
2023
2024
2025
Change
2025/
2019
Scope 1 GHG emissions
Gross Scope 1 GHG
emissions (tCO2eq)
61,772.29
51,569.15
22,694.96
39,971.75
28,261.99
30,755.21
30,997
Percentage of Scope 1
GHG emissions from
regulated emission
trading schemes (%)
7.19
0.79
12.04
35.64
23.51
66.0
817.9
Scope 2 GHG emissions
Gross market-based
Scope 2 GHG
emissions (tCO2eq)
1,148.39
1,212.66
1,003.22
2.83
4.53
3.96
-1,144.4
Gross location-based
Scope 2 GHG
emissions (tCO2eq)
483.50
795.00
515.40
289.20
283.30
401.6
-81.9
Emission type
Base year
2022
2023
2024
2025
Change
2025/
2022
Material scope 3 GHG emissions
Total Gross indirect
(Scope 3) GHG
emissions (tCO2eq)
-
-
7,972.99
12,984.50
6,007.670
10,792.5
2,833.79
1. Purchased goods
and services
-
-
936.49
1,670.54
1,220.405
1,589.8
653.3
[Optional
subcategory: Cloud
computing and data
centre services]
-
-
-
-
-
-
-
2. Tangible fixed
assets
-
-
3,706.97
8,158.01
1,584.387
5,282.1
1,575.2
3. Fuel and energy
related activities (not
included in Scope 1 or
2).
-
-
2,975.50
2,815.62
2,839
3,626.0
652.8
4. Upstream
transportation and
distribution
-
-
-
-
-
-
-
5. Waste generated in
operations
-
-
32.73
66.52
3.7
1.6
-19.1
6. Business traveling
-
-
53.98
24.69
39.029
71.8
17.8
7. Employee
commuting
-
-
267.32
249.12
367.004
221.2
-46.1
8. Upstream leased
assets
-
-
-
-
-
-
-
9. Downstream
transportation
-
-
-
-
-
-
-
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10. Processing of sold
products
-
-
-
-
-
-
-
11. Use of sold
products
-
-
-
-
-
-
-
12. End-of-life
treatment of sold
products
-
-
-
-
-
-
-
13. Downstream
leased assets
-
-
-
-
-
-
-
14. Franchises
-
-
-
-
-
-
-
15. Investments
-
-
-
-
-
-
-
Emission type
Base year
2019
2021
2022
2023
2024
2025
Change
2025/
2019
Total GHG emissions (tCO2e)
Total GHG emissions
(location-based)
(tCO₂e)
62,255.8
52,364.2
31,183.3
53,245.4
34,552.95
41 973,4
-20 282,4
Total GHG emissions
(market-based)
(tCO₂e)
62,920.7
52,781.8
31,671.2
52,959.1
34,274.2
41 571,7
-21 349
Note: Amber Grid does not own any other companies and therefore does not allocate additional GHG emissions. The definition of the Company and its value chain has not changed
substantially since the base year, so there is no impact on GHG comparability.
Based on the performed Scope 1–3 calculations, total GHG emissions in 2025 increased by 22% compared to 2024, but decreased
by 33.9% using the local method compared to 2019. Due to more intensive operation of the Jauniūnai GCS gas compressors in
2025, fuel consumption for stationary equipment increased by 24.8% compared to 2024. Fuel consumption for mobile transport
increased slightly. With fewer pipeline reconstruction projects in 2025 than in previous years, there were also fewer controlled
releases of natural gas.
On the other hand, in 2025, a full inventory and measurement of all potential leak sources was carried out in accordance with the
Methane Regulation requirements. A total of 138,006 leak sources were identified and measured, of which 1,274 leaks were
detected and their volumes quantified. Where possible, leaks were promptly repaired. According to the Oil and Gas Methane
Partnership 2.0 (OGMP 2.0), technical guidance has been used to determine the duration of leaks and estimate the magnitude of
emissions.
It is important to note that, for the first time, when assessing the duration of leaks across the entire inventory in accordance with
OGMP 2.0 technical guidance, the leak start date was set as 1 January 2025 (the beginning of the reporting year), unless other
information on the leak start date was available. The end of a leak was considered to be either the recorded repair completion
time and date or the end of the reporting year (31 December 2025). Due to this assessment of leak duration and the
comprehensive inventory of potential leak sources, uncontrolled natural gas emissions increased by 733 tCO₂e compared to 2024.
However, the emissions are slightly overestimated. In 2026, following the Methane Regulation and OGMP 2.0 technical guidance,
and taking into account the dates of the most recent measurements, leak start times, and durations, we will estimate leaks more
accurately, so emissions from uncontrolled natural gas releases are expected to decrease and stabilize.
There have been no significant changes in Scope 2. Compared to 2024, electricity and heat consumption is slightly higher. In 2025,
all electricity consumed came from renewable sources, resulting in a 99.7% reduction in emissions calculated using the market-
based method compared to the 2019 baseline.
Scope 3 emissions increased by 35.6% compared to the 2022 baseline. This was driven by changes in Categories 1, 2, 3, and 6. In
2025, we carried out more building renovation projects, resulting in higher purchases of goods and increased expenses related to
long‑term assets. Information technology systems have also been introduced and developed more intensively. Since Scope 1
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emissions increased compared to previous years due to higher fuel consumption in gas compressors, Scope 3 Category 3
emissions (“Fuel Extraction and Transport”) also correspondingly increased. Compared to the base year, emissions from Business
Travel increased by 17.8 tCO₂e.
In the remaining Scope 3 categories (5 and 7), emissions have decreased compared to previous years. As mentioned earlier, in
2025 building renovations were carried out, but relatively few gas pipeline infrastructure reconstructions took place, resulting in
less waste generated. No waste and/or spare parts stored from earlier renovation projects were disposed of. The decrease in
Category 5 emissions is also related to the fact that more waste is directed to recovery or recycling processes rather than disposal.
The methodology for estimating Scope 3 Scope 7 emissions was updated in 2025. In January 2026, we conducted an employee
survey on commuting, with responses from 241 employees out of 368. The results were extrapolated to the entire workforce,
providing a more accurate emissions estimate. Due to the methodology update, calculated emissions decreased by 17.3%
(~468 tCO₂e) compared to the base year.
GHG intensity
GHG intensity per
net revenue
2021
2022
Change
2022/21
2023
Change
2023/22
2024
Change
2024/23
2025
Change
2025/24
Total GHG emissions
(location-based) per
net revenue
(tCO2e/Eur)
0.00078
0.00032
-58.7%
0.00065
102.9%
0.00046
-29.2%
0.0006
29.9
Total GHG emissions
(market-based) per
net revenue
(tCO2e/Eur)
0.00079
0.00033
-58.4%
0.00065
98.7%
0.00046
-29.4%
0.00059
29.8
Note: Lines in the financial statements disclosing the amount of revenue used to calculate the GHG intensity indicator: Data for 2025 are available on the website.
E1-7 GHG removals and GHG mitigation projects financed through carbon credits
This practice is not carried out by the Company, and disclosure of relevant information is not applicable.
E1-8 Internal carbon pricing
This practice is not carried out by the Company, and disclosure of relevant information is not applicable.
E1-9 Anticipated financial effects from material physical and transition risks and potential climate-related opportunities
In line with the option for phased disclosure, we do not currently provide a quantitative assessment of the impact of financially
material climate-related physical and transition risks and opportunities.
E2 Pollution
The Company's combustion plants generate emissions of air pollutants that affect ambient air quality, and therefore the Company
considers air pollution prevention to be an important area of its activities and has measures in place to manage the impacts and
associated risks. Based on the results of the Double Materiality Assessment, the air pollution topic was found to be material for
emissions from compressors, boilers and generators. The following section provides an overview of the actual negative impacts
associated with air pollution.
Impacts, risks and opportunities
Sub-topic: Air pollution
Actual negative impact
Air pollutant emissions from fuel combustion plants (compressors,
boilers, generators) emitting NOx, CO and other pollutants that affect
air quality.
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E2-1 Policies related to pollution
When implementing projects, the Company sets additional environmental requirements in the area of pollution prevention to
ensure that partners (contractors) are not only informed but also effectively apply measures to prevent air, water and soil pollution,
as well as waste generation and noise.
Other procedures in place at the Company for pollution incidents and/or management actions in the event of an emergency:
Emergency Management Plan. The purpose of this plan is to ensure an adequate response in the event of an emergency (fire,
explosion or chemical spill at NG transmission system facilities). The Plan details coordination, communication plans, scope of
emergency work, the scale, the sequence of rescue operations, the forces and resources required, etc.
Rules for Compliance with Environmental Protection Requirements. These rules define the management of environmental
incidents involving spills of chemicals into the living environment, unplanned releases of NG during repairs of the main pipelines
or accidents that may cause environmental hazards. The Rules provide for measures to manage these incidents, the Company's
actions and procedures for informing stakeholders.
E2-2 Actions and resources related to pollution
Modernisation of Jauniūnai and Panevėžys Gas Compressor Stations
In 2023, an efficiency improvement analysis of the Jauniūnai and Panevėžys gas compressor stations carried out by external
consultants showed that the most appropriate way to reduce fuel consumption and emissions to ambient air at the stations was
through the installation of new electrical units. In 2025, a contract was signed for the modernisation of the Jauniūnai gas
compressor station; the works will last 42 months and commenced in autumn 2025. From 2029, the gas compressor units at the
Jauniūnai compressor station will be replaced by new electric compressors that will not use fossil fuels and will take over the
majority of the workload from the two remaining gas-fired compressors, which is expected to significantly reduce air pollution
generated by this facility.
In accordance with Directive (EU) 2015/2193, as of 1 January 2030, emission limit values will apply to the compressor units or
existing medium combustion plants at the Panevėžys gas compressor station (GCS). The permitted emission level of nitrogen
oxides (NOx) as of 1 January 2030 will be 250 mg/Nm³. Consequently, in order to comply with the new environmental
requirements, replace technologically obsolete equipment and optimise the operation of the transmission system, Amber Grid will
initiate the replacement of compressor units at the Panevėžys gas compressor station (installed since 1974) with new electrically
driven gas compressors.
In 2025, an environmental impact assessment screening was carried out for the modernisation of the Panevėžys GCS. At the
PDKS, the installation of one new electric compressor unit with an approximate nominal capacity of ~10 MW is planned, together
with the associated equipment and construction works. In addition, the relocation of a compressor unit with a mechanical capacity
of 11.5 MW from the Jauniūnai Gas Compressor Station to the Panevėžys Gas Compressor Station is planned.. The PGCS electric
compressors are planned to be operational in 2030.
Resources allocated for the implementation of actions
The Company annually plans and allocates financial resources for air pollution monitoring in accordance with the frequency and
scope established by legal requirements. The Occupational Safety and Environmental Department assesses the required scope
of measurements, sets the budget, plans procurements, and carries out air pollution monitoring in accordance with valid contracts.
These costs are budgeted annually along with other environmental monitoring measures.
E2-3 Targets related to pollution
Amber Grid has set targets to reduce air pollution by 2030. These targets are linked to Amber Grid’s long-term strategic direction
to increase energy efficiency across all production processes and to the requirements of Directive (EU) 2015/2193, ensuring that
emitted pollutants do not exceed the established limit values.
Policies applied to manage environmental air pollution are described in the section “MDR-P Policies adopted to manage
material sustainability matters”. Impacts related to environmental air pollution are managed through the implementation of
the Group’s environmental and sustainability policies.
In our Environmental Policy, we are committed to implementing modern technologies and measures that reduce
environmental impact, as well as fostering and strengthening a zero-tolerance culture towards environmental pollution.
In our Sustainability Policy, we have defined the key environmental principles and directions – we aim for climate-neutral
energy and consistently reduce the environmental impact of our activities.
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Below we provide information on the actions implemented in 2025 related to reducing and preventing air pollution, as well as
progress made toward achieving the set objectives.
Area
Target
Base year,
air pollution emission values
Target value
Actions carried out in 2025
Reduction of
air pollution
Modernising the
Jauniūnai GCS by 2029.
Base year 2022.
Base year emissions:
CO – 73 t.
NO
X
– 59 t.
Reducing Amber Grid's total
annual air pollution emissions:
CO – 40%,
NO
X
– 40%,
compared to 2022.
Contract signed for the
modernisation of the Jauniūnai GCS
– design and installation of an
electric compressor. Design and
preparatory works initiated.
Modernising the
Panevėžys DKS by 2030
Base year 2022.
Base year emissions:
CO – 73 t.
NO
X
– 59 t.
Reducing Amber Grid's total
annual air pollution emissions:
CO – 60%,
NO
X
– 60%,
compared to 2022.
Screening for Environmental
Impact Assessment (EIA) carried
out for the modernisation of the
Panevėžys GCS. The EPA has
taken a decision - no EIA is
required. At the PDKS, the
installation of one new electric
compressor unit with an
approximate nominal capacity of
~10 MW is planned, together with
the associated equipment and
construction works. In addition, the
relocation of a compressor unit
with a mechanical capacity of 11.5
MW from the Jauniūnai Gas
Compressor Station to the
Panevėžys Gas Compressor Station
is planned.
Prevention
of air
pollution
Monitoring of emitted air
pollutants
–
Ensuring that emissions comply
with emission standards
The monitoring of emissions from
the Panevėžys and Jauniūnai LCAs
was carried out in accordance with
monitoring programmes approved
by the EPA.
No exceedances of the established
limits were recorded.
Note: Information on the financial resources for the implementation of the tasks (modernisation of the Jauniūnai and Panevėžys GCSs) is not provided in this section. These projects
are included in the Group’s GHG Emissions Reduction Measures Plan; therefore, to avoid double disclosure, data on financial resources allocated to these projects in the reporting
year are presented under the climate change (E1) disclosures.
E2-4 Pollution of air, water and soil
The table below shows the emissions from the Company's air pollution sources as specified in Regulation (EU) 166/2006.
Emission levels 2022–2025 remained within the limits established by this Regulation.
In 2025, emissions to ambient air were lower than in 2022, but higher than in 2024. In 2022, following the newly constructed
GIPL (Gas Interconnection Poland – Lithuania) connection, the operation of the facilities had not yet stabilised and become fully
clear; as a result, fuel consumption of the stationary units was higher, and accordingly, emissions to ambient air increased. From
2023 to 2025, stationary units at gas compressor stations, gas distribution stations, and in Vilnius operated more steadily,
resulting in more efficient fuel usage. Nevertheless, in 2025, fuel-burning units at the Jauniūnai GCS operated more intensively
than in 2023 or 2024, resulting in a slight increase in Amber Grid’s total emissions to ambient air in recent years.
Pollutants (excluding greenhouse gases)
Calculation methodology. Data on air pollutants are collected using calculation methodologies specified in the IPPC and
the Emission Permits, as approved by the Environmental Protection Agency (EPA). Air pollutant calculations are carried out
on a monthly basis and the data is monitored and published in the Company's internal system reports.
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Pollutant
Threshold for
releases*
Pollutants released to air (kg/year)
2025
2024
2023
2022
Carbon monoxide (CO)
500,000
53,862
46,029
51,010
73,300
Nitrogen oxides (NOₓ / NO₂)
100,000
29,305
29,254
35,000
58,600
* In accordance with the release threshold laid down in Annex II to Regulation (EC) No 166/2006.
Monitoring of air pollution sources at the Panevėžys and Jauniūnai GCS is carried out in accordance with monitoring programs
approved by the Environmental Protection Agency (EPA), following the requirements set out in the Environmental Monitoring Law
and taking into account the conditions and requirements of the Integrated Pollution Prevention and Control (IPPC) system and the
Emission Permits (EP). Monitoring of stationary sources of air pollution is carried out twice a year, in accordance with the approved
monitoring programmes and taking into account the operating hours of the compressors.
Depending on the capacity of the facility, gas distribution stations measure air emissions from stationary air pollution sources
(boilers) every 3–5 years to ensure proper operation of the equipment.
Periodic measurements are carried out by a laboratory authorised to carry out the necessary tests using accredited methods.
E2-6 Anticipated financial effects from pollution-related impacts, risks and opportunities
In line with the option for phased disclosure, the expected financial impacts related to pollution, risks, and opportunities are not
disclosed at this time.
E4 Biodiversity
The Company’s infrastructure development and operation impact land and biodiversity, particularly during pipeline construction
and maintenance activities. Therefore, the Company considers these topics as priorities and applies measures to manage impacts
and related risks, which are described in the following sections of the report. Based on the results of the Double Materiality
Assessment, the topics of land use changes, species population sizes, and land degradation were recognised as significant due to
the use of primary raw materials, land restructuring, habitat fragmentation, and potential soil changes. This section provides an
overview of the actual negative impacts and associated risks in these areas.
Impacts, risks and opportunities
Sub-topic: Land-use changes
Actual negative impact
The use of primary, non-renewable raw materials in infrastructure
construction, linked to the environmental impacts of raw material
extraction.*
Actual negative impact
Changes in land structure and use due to pipeline construction
(requiring excavation works that impact land and territories).
Risk
Infrastructure development may disrupt ecosystems, potentially
requiring biodiversity restoration measures that increase project costs.
Sub-topic: Species population size
Actual negative impact
Fragmentation of ecosystems and habitats due to the pipeline network,
potentially affecting species population sizes.
Risk
Implementation of legislative requirements, including EIA procedures
and fees, can increase project costs and timeframes.
Sub-topic: Land degradation
Actual negative impact
Compaction of soil and mixing of soil horizons (layers) during pipeline
installation and maintenance.
Risk
Soil changes and erosion may occur when infrastructure installation
requires additional slope reinforcement measures and investments.
Note: *For information on these impacts, see chapter E5 Circular economy (sub-topic: resource inputs).
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For sustainability management and reporting purposes, this report provides an overall description of the management of the E4
Biodiversity topic, without breaking down actions and objectives into more detailed subtopics. At present, the Company does not
have separate management measures applied to each sub-topic.
E4-1 Transition plan and consideration of biodiversity and ecosystems in strategy and business model
Biodiversity conservation is one of the strategic objectives at the EPSO-G group level, aimed at ensuring that operations do not
negatively impact biodiversity. In the Group’s strategy, we are committed to achieving zero net biodiversity loss in new projects.
To implement this strategic commitment, we plan to conduct a biodiversity and ecosystem assessment in 2026–2027 and develop
an action plan outlining specific objectives, measures, monitoring indicators, and potential resources required to avoid and (or)
mitigate negative impacts, as well as to restore and (or) compensate for biodiversity.
E4-2 Policies related to biodiversity and ecosystems
The Group undertakes to protect biodiversity by monitoring biodiversity where necessary and, in the event of unavoidable
objective circumstances, by providing and applying mitigation or compensation measures. These commitments aim to minimise or
fully offset Amber Grid's impacts on biodiversity and ecosystems.
At present, it has not been determined whether our direct activities negatively affect species at risk of extinction. Species
protection measures are implemented during the Environmental Impact Assessment (EIA) processes.
Following the principles of responsible operations, the Company is committed to addressing social consequences arising from
impacts on biodiversity and ecosystems. Risks are continuously assessed, prevention plans are developed and a culture of zero
environmental incidents is fostered. Attention is given to enhancing employees’ environmental competencies and collaborating
with local communities, stakeholders, and partners to ensure their engagement. Implemented environmental initiatives are
publicly disclosed. The Company actively carries out environmental initiatives, engaging employees and enhancing their
competencies in biodiversity conservation.
Pipeline and its protection zone adjacent to protected areas
The Company has identified no negative impacts on biodiversity from its sites adjacent to areas of vulnerable biodiversity. Based
on the State Cadastre of Protected Areas, the table below provides information on Amber Grid’s gas compressor stations (GCS),
gas distribution stations (GDS), gas metering stations, and pipelines that, with a 25 m protection zone, enter, border, or cross
protected areas and sites.
In total, the Company's stations are adjacent to 3 protected areas and, in accordance with the Cadastre of Rivers, Lakes and Ponds
of the Republic of Lithuania, cross the Luponė stream.
The Company's main pipeline is located across the entire territory of Lithuania: it crosses 414 rivers, 9 ponds, enters the territory
of 41 nature reserves, 2 botanical natural heritage sites, 5 biosphere polygons and 52 areas important for habitat protection.
When planning infrastructure reconstruction or expansion within our operations, the need for an Environmental Impact
Assessment (EIA) or EIA screening is evaluated during the investment planning stage. If an EIA or EIA screening is required for a
project, it is carried out during the project planning stage. Based on the results of the EIA or EIA screening, the potential impact
on biodiversity is assessed and measures for prevention, mitigation, compensation, and restoration of impacts are identified.
Where necessary, post-construction monitoring is also conducted in order to observe and ensure the recovery processes of the
natural environment. Monitoring carried out from 2021 to 2025 for the GIPL pipeline showed that construction did not cause
material negative environmental impacts. The studies have shown that the construction of the Polish-Lithuanian gas pipeline link
has not materially affected existing natural grassland habitats of European Community (EC) importance. The vegetation of the
EU-designated natural habitat near Vizgailiai village in the Lazdijai district was lost due to other human economic activities, when
the area was ploughed and the field planted with corn. Biodiversity in GIPL areas recovers naturally: disturbed meadow areas
regenerate naturally.
Policies applied to manage biodiversity topic are described in the section “MDR-P Policies adopted to manage material
sustainability matters”.
In its Environmental Policy, the Company is committed to protecting biodiversity, monitoring it, and, when necessary,
applying impact mitigation and compensation measures while developing and operating energy infrastructure.
In its Sustainability Policy, the Company is committed to reducing the environmental impact of its activities.
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A balance of vegetation, green space and soil sealing is maintained in most Amber Grid sites and their surroundings. The sites are
not fully paved – permeable gravel is widely used, and vegetation is maintained to the extent allowed by pipeline operation, fire
safety, and legal requirements.
Boundaries of the pipeline and its buffer zone with protected areas
Stations and
protection zones
Gas pipeline and protection zone
Territories
important for the
protection of
habitats
Out of scope
Valley of Minija River, Gerviraistis Swamp II, Anykščiai Pinewood, Daugyvenės neighbouring areas,
Alioniai Swamp II, Marijampolis neighbouring areas, Gižai neighbouring areas, Noris River, Novėžis
lower reaches, Kiemeliškės village neighbouring areas, Visinčia River near Gudeliai, Lapynai
neighbouring areas, Karšuva Forest, Šešuvis River below Pašešuvis, Verknė middle reaches II, Rietavas
Forests, Merkys River, Šventoji River midstream, Minijos River, Žalioji Forest, Pamūšiai, Žeimena river,
Babtai-Varluva Forests, Būda and Pravieniškės Forests, Prienai Pinewood II, Noris loop neighbouring
areas, Virinta River, Kazlų Rūda Forest IV, Minija River upper reaches, Žėbiškiai and Lomanka Forests,
Veiviržas and Šalpė Rivers and valleys, Sabališkiai Forest, Kaunas Lagoon, Nomunas loops, Mera River
and its valley, Širvinta River valleys II, Taujėnai-Užulėnis Forests, and Karajimiškis village neighbouring
areas, Labūnava Forest, Laukesa I, Pagramantis Regional Park, Ąžuolija Forest, Lavoriškiai Forest,
Čerkiškė neighbouring areas, Strošiūnai Pinewood, Gubernija Forest, Naujakiemis neighbouring areas,
Naujasis Lentvaris neighbouring areas, Kernavė neighbouring areas, Strošiūnai Pinewood II, Būdai
Forest, Šešuoliai Forest
Biosphere
polygons
Out of scope
Babtai-Varluva Forest Biosphere Polygon, Gubernija Forest Biosphere Polygon, Labunava Forest
Biosphere Polygon, Būda-Pravieniškės Forest Biosphere Polygon, Taujėnai-Užulėnis Forest Biosphere
Polygon
Biosphere reserves
Out of scope
Out of scope
Botanical objects
of natural heritage
Out of scope
The areas of the Uogintai oak and Triliemenis oak.
Reserves
Karajimiškis
landscape reserve
Veiviržas Ichthyological Reserve, Anykščiai Pinewood Landscape Reserve, Jūra Landscape Reserve,
Kurkliai Geomorphological Reserve, Geomorphological Reserve of Vokė Old Valley Slopes, Punia
Landscape Reserve, Merkys Ichthyological Reserve, Drubengis Botanical Reserve, Landscape Reserve
of Minija Old Valley, Novėžis Landscape Reserve, Strošiūnai Landscape Reserve, Šventoji
Ichthyological Reserve, Minija Ichthyological Reserve, Karajimiškis Landscape Reserve, Kulis
(Grabijolai) Landscape Reserve, Judinis Geomorphological Reserve, Žeimena Ichthyological Reserve,
the Great Nomunas Loops Hydrographic Reserve, Upytė Hydrographical Reserve, Šventininkai
Botanical Reserve, Virinta Landscape Reserve, Daumėnai Geological Reserve, Tatula Landscape
Reserve, Sabališkės Pedological Reserve, Pamūšiai Landscape Reserve, Minija River Breach
Landscape Reserve, Praviena Hydrographical Reserve, Baravykinė Landscape Reserve, Daugyvenė
Hydrographical Reserve, Verdeikiai Geomorphological Reserve, Jūra Ichthyological Reserve, Vokė
Parks
Biržai Regional
Park Anykščiai
Regional Park
Neris Regional Park, Biržai Regional Park, Varniai Regional Park, Anykščiai Regional Park, Sirvėta
Regional Park, Nomunas Loops Regional Park, Pagramantis Regional Park, Kaunas Lagoon Regional
Park
E4-3 Actions and resources related to biodiversity and ecosystems
Environmental monitoring after construction of the GILP pipeline
After the completion of the GIPL pipeline construction in 2022, a four-year post-construction monitoring of individual project
sections was conducted in accordance with the environmental monitoring program agreed with the Environmental Protection
Agency in 2016. Since the construction stages of the GIPL were completed at different times, the four-year post-construction
monitoring for each section also took place over different periods, spanning 2021–2025.
The monitoring plan is not limited to monitoring the status of surface water bodies (the rivers Musė, Strėva and Lapainia). It also
covers monitoring of the landscape and state of birds (western marsh harrier, Montagu's harrier, spotted crake, common crane,
lesser spotted eagle, black stork, middle spotted woodpecker), fish (protected species in the Strėva, Verknė and Lapainis rivers:
Thymallus thymallus, Alburnoides bipunctatus, Amur bitterling, Spined loach, European bullhead), insects Geranium argus, False
heath fritillary, Woodland brown, Large white-faced darter, Large copper) reptiles European pond turtle, European fire-bellied
Amber Grid assesses and manages the impact of its operations on biodiversity through various measures: conducting
environmental monitoring, preparing Environmental Impact Assessment (EIA) documents, and carrying out significance
assessments for Natura 2000 sites. The Company complies with legal requirements, monitors environmental impacts and
actively engages with stakeholders.
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toad); emergence, spread, and vegetation cover of invasive species (Heracleum sosnowskyi, Boxelder maple, Large-leaved lupine,
Canada goldenrod).
Changes to natural habitats of European Community (EC) importance in the area affected by the pipeline are also being recorded
and assessed following the construction of the GIPL link. The number of plant species remained almost unchanged during the
monitoring period, and no significant changes in the composition of the flora were detected. This indicates that the damaged part
of the habitat meadow is recovering and that the restoration process has already started.
In the monitored habitats along the GIPL sections, the soil was ploughed, leveled, and seeded with a grass mixture after
construction. In the first year of monitoring, some sections showed signs of water erosion and remaining tracks from construction
machinery.
During the 2022 monitoring, herbaceous vegetation along the pipeline route on the right bank of the Strėva River had not fully
regrown, and shallow rills caused by water erosion (30 × 5 m) were observed. The geotextile laid in place served an anti-erosion
function. Few signs of erosion were observed on the left bank of the Strėva River. The slopes of the Dindžiakė and Punelė river
valleys were reinforced with geotextile and field stones. By 2022, they were becoming overgrown with tussock grasses, and the
turfing process helped protect the soil from erosion. In the Verknės River, no signs of landscape or shoreline disturbance were
observed, and no erosion was observed.
Re-monitoring of the vegetation cover in 2024 showed that the meadow areas disturbed during construction are naturally
recovering, the renaturalization process has already begun, and typical grass species are starting to reappear. Data from the four-
year monitoring of different stages (2021–2025) indicate that the construction of the main gas pipeline connection between
Poland and Lithuania did not have a significant impact on vegetation or soil, and these environmental components are naturally
recovering.
During construction or reconstruction works, we always plan how the soil and vegetation will be preserved—or restored where
preservation is not possible. The conditions for these processes are specified in the Environmental Impact Assessment, the EIA
screening, the construction work plan, and other related documents. Before commencing construction or reconstruction works,
during the project design stage (and in some cases—already in the investment project), we assess all potential environmental
impacts, including those on soil, and identify possible preventive or mitigation measures to address negative effects. The Company
always aims first to prevent pollution or other negative environmental impacts, and where this is not possible, to minimise such
impacts.
Resources allocated for the implementation of actions
The Company plans and uses financial resources for biodiversity impact management according to project needs. During the
investment project preparation stage, we assess whether an Environmental Impact Assessment (EIA) is required and preliminarily
plan its budget. If an EIA is necessary, the project manager includes the relevant costs in the project budget and coordinates the
preparation of the EIA. Environmental monitoring (e.g., for the GIPL) is planned in accordance with legal requirements and carried
out according to pre-arranged contracts.
The total costs of EIAs and monitoring for 2022–2025 are presented in the table. For ongoing projects, no EIA is currently required,
and therefore no additional resources have been allocated.
Expenditure for Environmental Impact Assessment and post-construction monitoring
Year
For EIA preparation and screening, Eur (excl. VAT)
GIPL for post-construction monitoring, Eur (excl. VAT)
2022
6,428
4,300
2023
0
4,300
2024
0
4,300
2025
14,212
2,800
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E4-4 Targets related to biodiversity and ecosystems
The Company’s key objectives and the methodology for their determination are disclosed in the “Strategy, Business Model, and
Value Chain” section of this report.
Currently, we have not set specific objectives or allocated resources to systematically manage the negative impacts of our
operations on biodiversity and ecosystems. At the Group level, our strategy is to ensure zero net biodiversity loss in new projects.
To implement this strategic commitment, we plan to develop a Biodiversity and Ecosystem Analysis and Action Plan between
2026 and 2027, which will identify specific targets, measures, monitoring metrics and potential resources needed to avoid,
mitigate, restore and (or) compensate for negative impacts.
The Group aims to prevent adverse impacts on biodiversity by following a hierarchy of avoidance and mitigation measures and by
implementing the commitments described under disclosure requirement E4-1.
E4-5 Impacts metrics
The Company has not yet established impact metrics related to biodiversity and ecosystems. We monitor and manage our impacts
on biodiversity and ecosystems (see E4-2 and E4-3). Amber Grid organizes its operations in accordance with an environmental
management system compliant with ISO 14001, which ensures compliance with legal requirements, identifies and controls
negative environmental impacts, continuously improves environmental performance, and manages risks and emergency
situations.
E4-6 Anticipated financial effects from biodiversity and ecosystem-related risks and opportunities projected
In accordance with the permitted phased disclosure provisions, the expected financial impacts related to Biodiversity, risks, and
opportunities are not disclosed at this time.
E5 Circular economy
The development and operation of gas transmission infrastructure require significant equipment and raw material resources, and
generate waste during operations. Therefore, the Company considers these topics important for both operational efficiency and
environmental impact. Accordingly, when planning its activities, the Company integrates resource use and waste management
aspects and applies measures to manage impacts and associated risks. Based on the results of the Double Materiality Assessment,
the topics of resource inflows and waste were identified as material due to the high material demand for infrastructure projects,
waste generation, and potential cost fluctuations. The following provides an overview of the actual negative impacts and
associated risks in these areas.
Impacts, risks and opportunities
Sub-topic: Resource inflows
Actual negative impact
Developing and operating gas transmission infrastructure is
equipment-intensive and consumes a lot of raw materials.
Risk
Price increases in resources such as steel and metals, leading to higher
infrastructure project costs.
Sub-topic: Waste
Actual negative impact
Generation of hazardous and non-hazardous waste during direct
operations.
Risk
Although small waste volumes and recycling opportunities can reduce
risks and create a positive impact (with a large share of waste being
directed to recycling), non-recyclable waste is still generated.
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E5-1 Policies related circular economy
The Group’s strategy prioritises circular procurement practices. Efficient resource use and the implementation of circular economy
principles are key aspects of our sustainability direction. However, at present, we do not have a Group-level business model
integrating circularity principles. In the future, we plan to strengthen this area by detailing policies, objectives and implementation
measures.
E5-2 Actions and resources related to resource use and circular economy
We do not currently have an approved action plan for resource use and the development of the circular economy; however, we
are already implementing circular economy principles in our operations, focusing on waste prevention, reuse, recycling, and
extending the lifecycle of resources.
Policies applied to manage use of resources and circular economy are described in the section “MDR-P Policies adopted to
manage material sustainability matters”. We manage the impacts related to resource use and the circular economy by
implementing the Group’s Environmental Policy, Sustainability Policy, and Partner Code of Conduct.
In the Environmental Policy, we commit to following pollution prevention principles, reducing the amount of waste generated
in our operations, and ensuring its safe and responsible management. The Sustainability Policy emphasizes consistently
minimizing the environmental impact of our activities. We also promote the application of these principles throughout our
supply chain.
The Partner Code of Conduct sets out obligations for partners to apply circular economy principles, pursue responsible and
environmentally sustainable sourcing of raw materials, encourage reuse, use secondary raw materials, ensure efficient use
of natural resources, manage waste properly, and strive to reduce the amount of waste generated by their operations.
Reuse and recycling of resources
• During maintenance and repair of natural gas pipelines, removed components (e.g. metal pipes) are directed for recycling.
All metals from the pipelines replaced between 2024 and 2025 have been transferred to metal recyclers.
• We only pass on end-of-life pipeline components to waste managers when the materials no longer meet the specified
technical requirements. This reduces the need for primary raw materials and promotes closed-loop solutions.
Reuse of office assets
When replacing office furniture, we organize auctions for decommissioned assets, allowing employees to purchase items
and give them a second life. Unsold furniture is handed over to waste management companies for recycling. In 2025, 50
office furniture items and 29 IT equipment units were sold, and 46 vehicles were donated to Ukraine; in 2024, 98 office
furniture items and equipment were sold; and in 2023, 50 units of decommissioned assets (trailers, car parts, etc.) were sold.
Waste management and contractors' obligation
• Waste generated during operations is sorted and handed over to waste management companies. We prioritise recycling
and reuse, aiming to return as much material as possible to the economic cycle.
• Dismantled equipment parts suitable for reuse are stored and reused in maintenance and repair activities, reducing the
need for new raw materials.
• Contractors working at our infrastructure sites are required to sort waste at the point of generation and report its transfer
to waste management companies.
Strengthening a Sustainable Supply Chain
• In 2025, we developed the Group’s Partner Code of Conduct, updated the partner due diligence process, and upgraded
supplier evaluation information systems, integrating circular economy and resource efficiency principles.
• At the Group level, in 2025 we launched the development of a sustainable supplier engagement program, carrying out
an initial analysis and defining new sustainability and economic efficiency criteria for supplier selection.
• From 2026 to 2028, we plan to further expand sustainable procurement practices and the application of circular
solutions throughout the supply chain.
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E5-3 Targets related to circular economy
The Company's key targets and the methodology for setting them are disclosed in the "Strategy, Business Model and Value Chain"
section of this report.
At present, the Group has not set quantitative or time-bound targets for systematically implementing circular economy principles
and improving resource efficiency. Recognising the materiality of this sustainability topic and its links to reducing environmental
impact, operational efficiency, and value chain resilience, we plan to strengthen this area in the future.
Although targets have not yet been established, we already monitor the effectiveness of managing this topic through operational
indicators and processes. Within the Group, we regularly collect and analyse data on the use of key resources and the generation
and management of waste, including:
● Quantities of materials to be consumed (E5-4 Resource inflows);
● Quantities of waste generated and the ways in which it is managed (E5-5 Resource outflows);
● Application of measures for reuse, recycling, and extending the lifecycle of resources (E5-2).
These metrics provide an assessment of trends and developments and provide a basis for setting future targets for the circular
economy and resource efficiency.
We monitor and manage resource use and waste generation and related impacts. Amber Grid organises its operations in
accordance with an environmental management system compliant with ISO 14001, which ensures compliance with legal
requirements, identifies and controls significant impacts related to the use of raw materials, resources, and waste, continuously
promotes more efficient resource use, prevents waste generation, and encourages recycling.
E5-4 Resource inflows
To ensure the safe and reliable operation, maintenance, and repair of the gas transmission network, the Company uses various
technical and chemical materials, as well as equipment, in its operations. These are selected and used in accordance with high
quality and sustainability standards, aiming to optimize operational processes and minimize environmental impact.
An analysis of Amber Grid’s resource inflows data for 2025 highlights the most material inflows by weight in the following
categories:
Resource inflows
Measurement
units
2024
1
2025
Change 2025/2024,
%
Construction and plumbing materials
t
N/A
115.36
–
Gas transmission system infrastructure
materials
N/A
81.24
–
Chemicals
N/A
15.66
–
Medicines, hygiene products, etc.
N/A
1.59
–
Non-capitalised inventories, tools, and other
items
N/A
0.86
–
Protective clothing, footwear, and other
personal protective equipment
N/A
0.45
–
Electrical materials and electrical appliances
N/A
0.19
–
1
No data were collected for resource inflows in 2024, so no historical data are available. In 2026, an analysis will be carried out to obtain resource inflows data for historical
resources.
Main technical materials used (resource inflows):
● Building and plumbing materials: materials needed for the reconstruction of building infrastructure, sand, rubble, pipes;
● Gas transmission infrastructure materials (metal parts): pipeline sections, valves, couplings and other critical components
needed to maintain and upgrade network infrastructure; insulation materials and sealants used to protect and seal
pipelines;
● Chemicals: lubricants for equipment, odorants, paints, and other chemical agents, the use of which is optimized to
minimize environmental impact;
● medicines, hygiene products: providing outdoor workers with towels, wipes, over-the-counter medicines, first-aid kits,
peroxide for wound cleaning, etc;
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● Non-revenue inventories, tools, other: miscellaneous spare parts, nozzles, tapes, buckets, batteries, small tools (brooms,
grinding wheels, etc.), larger tools and appliances (saws, pumps, soldering irons, gas detectors, etc.);
● Special workwear, footwear, and other protective equipment: gloves (for welding, mechanical protection, insulated, etc.),
helmets, half-boots, shirts, vests, trousers, jackets, goggles, protective suits, rescue ropes, etc.;
● Electrical goods, electrical appliances: cordless angle grinders, chainsaws, blowers, battery amplifiers, heaters, voltage
inverters, other battery-powered equipment, batteries, and a variety of cables for electrical work.
Major equipment used for network maintenance and repair:
● Heavy machinery required for pipeline installation, refurbishment, and earthworks: excavators and cranes;
● Equipment to support operations: compressor units, boilers, generators, and other devices required to maintain energy
supply and network stability;
● Vehicles: trucks, specialised vehicles for transporting equipment and materials to the sites; cars for employee mobility;
● IT equipment: digital monitoring systems for real-time network monitoring, data analysis and rapid response to
disturbances.
The Company continuously reviews and improves the processes for the use of materials and equipment to ensure operational
efficiency, comply with environmental requirements, and contribute to the sustainable development of the gas transmission
network.
The main resource required for the Company's operations is natural gas. In 2024, 87,159 MWh of natural gas was consumed for
technological and other needs, and in 2025 – 106,163 MWh.
Methodology for calculating resource inflows
The Company records resource inflows or purchased materials and services in the Asset Management System. In 2025, data on
purchases, quantities and additional information (name, item group) were exported from the Asset Management System.
Some goods were purchased by weight (kilograms or tonnes), therefore their weights are presented without additional
calculations. Other goods were purchased in various units (units, metres, cubic metres, pairs, packages, etc.); therefore, an analysis
was carried out for those items whose weight could be calculated, and an assessment was made to determine which goods were
purchased in the largest quantities (by units).
The following weight estimation and (or) calculation actions were performed:
● all chemical substances purchased in litres (e.g. lubricants) have safety data sheets, which are publicly available or stored
in the Company’s operations manual. Safety data sheets specify the density of chemical substances, which is used to
calculate their weight;
● bulk purchases of medicines and hygiene products were evaluated by weighing a single package and multiplying it by
the total quantity purchased. Some medicines and products have their weights written on the packaging, so they were
not weighed;
● special workwear, footwear and other protective equipment purchased in large quantities were evaluated by weighing a
single pair or package and multiplying it by the total quantity purchased. The weights of some protective equipment are
indicated on the packaging; therefore, they were not weighed;
● electrical goods (cables) purchased in bulk were assessed based on the weight per metre or kilometre provided in the
manufacturer’s publicly available technical specifications, multiplied by the total length of cable purchased.
In 2026, efforts will be made to further improve the methodology for identifying significant resource inflows and for calculating
and estimating their weights, as well as to disclose additional categories of goods.
E5-5 Resource outflows
The company operates in the natural gas transmission sector and therefore deals with specific waste streams, including metal,
construction, insulation materials, oil products, and electronic waste. All waste is sorted and transferred to certified waste
recyclers or managed in accordance with hazardous waste management requirements. In this way, we aim to reduce
environmental impact and promote the implementation of circular economy principles.
Metal waste generated during the replacement of sections of the main gas pipeline is handed over to specialised metal collectors.
We regularly receive waste stream data from waste managers and recyclers, based on official waste transfer notes from
contractors and licensed waste collectors.
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These processes ensure transparent waste management and contribute to the Company’s commitment to operate responsibly
and sustainably, reduce environmental impact, and use natural resources efficiently.
Waste from operations
Waste generated in tonnes
2025
2024
2023
2022
Total quantity
194.83
456.74
3,076.75
1,170.24
Hazardous
12.88
25.61
40.76
28.66
Non-hazardous
181.96
431.13
3,035.99
1,141.58
Waste diverted for recycling
Total quantity
134.28
402.89
3,041.63
1,102.63
Hazardous
0.17
0.00
13.79
12.53
Non-hazardous
134.11
402.89
3,027.84
1,090.11
Waste diverted to secondary recovery
Total quantity
not available
not available
not available
not available
Waste diverted to other recovery operations*
Total quantity
41.81
14.83
0.00
0.00
Hazardous
9.96
0.88
0.00
0.00
Non-hazardous
31.85
13.95
0.00
0.00
Waste sent for disposal (incineration with energy recovery)
Total quantity
16.95
28.38
32.77
39.57
Hazardous
2.75
15.72
26.97
16.14
Non-hazardous
14.20
12.66
5.80
23.43
Waste sent for disposal (landfill)
Total quantity
1.79
1.57
2.35
28.04
Hazardous
0.00
0.00
0.00
0.00
Non-hazardous
1.79
1.57
2.35
28.04
Notes: The Company's operations do not generate radioactive waste.
According to the report provided by the waste recycler, and in accordance with the Waste Management Rules and waste disposal codes, most of the waste is classified under code
R12. This means that the waste is directed to other recovery operations – it is either recycled or its composition is modified before any of the R1–R11 operations are carried out. R
codes (R1–R12) refer to waste recovery – this can include recycling, regeneration, or other forms of reuse.
In 2025, compared to 2024, the amount of hazardous waste was reduced by half, and accordingly, the total quantity of waste also
decreased by more than half. The waste flow and its quantity largely depend on the projects and maintenance works carried out
during the reporting year. Considering the smaller scope of MD reconstruction projects carried out in 2025, a lower amount of
waste generated was also recorded. In addition, when purchasing goods for the Company’s operations, we seek more
environmentally friendly alternatives for both the products and their packaging. This allows us to reduce hazardous waste and
divert more waste to recycling or other recovery operations.
Calculation methodology. The amount of hazardous and non-hazardous waste generated is recorded in the Unified Product,
Packaging and Waste Record Keeping Information System (GPAIS). The consolidated data were processed on the basis of
the Company's GPAIS reporting data and information received from waste managers and (or) collectors on recycling and (or)
other forms of waste management.
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More than 51% of the waste generated by the Company consists of iron and steel waste, which arises during the reconstruction
of the Company’s infrastructure. Approximately 27% of the total waste consists of inert non-hazardous concrete and mixed
construction and demolition waste. 43% of this waste is sent for recycling, while the remaining 56% is directed to other recovery
operations (e.g., shredding), after which it can be used in road construction or other applications. Approximately 13% consists of
mixed municipal waste – after additional sorting, 56% of this waste is sent for incineration to recover energy.
Non-recycled waste
Non-recycled waste
Total quantity, t
Share, %
2025
18.75
9.62
2024
29.95
6.56
2023
32.12
1.14
2022
67.61
5.78
Notes: Non-recycled waste refers to the amount of waste sent for disposal. In this case, according to the ETAS standard definition, non-recycled waste refers to waste that was
not directed to recycling or recovery operations, but was disposed of.
The amount of non-recycled waste decreases each year, which means that waste is being directed to other management methods,
maximizing the recovery of useful resources whenever possible. Although the share of non-recyclable waste in the total stream
was higher in 2025 than in previous years, the overall quantity of waste is decreasing, the quality of sorting is improving, and a
responsible approach to waste management by the Company and its contractors is being established.
E5-6 Anticipated financial effects from resource use and circular economy-related impacts, risks and opportunities
In accordance with the permitted phased disclosure provisions, information related to financial impact is not currently provided.
6.3. Social area
S1 Own workforce
The operations of Amber Grid are based on the competencies of highly qualified employees, a safe working environment, and a
responsible approach to employee well-being. Based on the results of the Double Materiality Assessment, sustainability topics
related to the Company’s own workforce were recognised as material, as they directly affect employee well-being, business
continuity, service reliability, and the Company’s ability to achieve its strategic objectives.
For sustainability management and reporting purposes, the Company’s material sustainability topics and subtopics related to its
own workforce are grouped in this report into the following main areas:
1. Employee well-being and working conditions. This area covers matters related to fair and safe working conditions,
employee engagement, professional development, and social protection, including:
• Gender equality and equal pay for work of equal value;
• Diversity and non-discrimination;
• Employment and inclusion of people with disabilities;
• Working hours and Work-life balance;
• Fair remuneration;
• Training and skills development;
• Compliance with human rights in employment relationships.
2. Safety and health. Considering that the Company’s operations involve technologically complex processes and
potentially hazardous infrastructure, occupational safety and health are among the priority sustainability topics. This area
encompasses both occupational risk management and preventive measures aimed at reducing accidents, occupational
diseases, and work-related stress.
"
As in previous periods, in 2025 the majority (90%) of waste was diverted to recycling and other recovery operations.
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3. Privacy. The Company recognises and protects employees' right to privacy and protection of personal data. The topic of
privacy covers the processing of personal data in employment relationships, the use of information systems and the
security of employee data.
Employee well-being and working conditions
The following section presents an analysis of the impacts, risks, and opportunities in the area of employee well-being and working
conditions. It was prepared based on the results of the Double Materiality Assessment and covers both actual and potential
negative and positive impacts, associated risks, and identified opportunities.
Sub-topic: Working hours; work-life balance
Actual negative impact
High workload, shift work and on-call duties, particularly in technical
positions, may affect employee well-being and work-life balance.
Risk
Employee turnover due to poor work–life balance (which may lead to
project delays, additional costs, and potential reputational damage for
the Company).
Sub-topic: Adequate wages
Actual positive impact
Transparent and fair remuneration system, above the minimum wage,
published average salaries.
Risk
As the demand for energy sector workers grows, attraction and
retention costs may increase.
Sub-topic: Social dialogue, freedom of association and collective bargaining
Actual positive impact
Collective agreements, trade unions, and open communication enhance
employee engagement.
Risk
Insufficient social dialogue (may lead to disputes, increased employee
turnover, project delays, and potential funding risks).
Sub-topic: Training and skills development
Actual positive impact
Access to training and development programs enhances employee
skills and engagement.
Opportunity
Competency development initiatives (e.g., collaboration with
Lithuanian Ministry of Energy) help retain specialists and reduce the
need for new hires.
Sub-topic: Gender equality and equal pay for work of equal value
Actual negative impact
Risk of gender imbalances and pay gaps in the same or similar
positions.
Risk
Violations of equal opportunities (may harm the Company’s reputation,
lead to lawsuits, and increase employee turnover).
Sub-topic: Employment and inclusion of people with disabilities
Actual negative impact
Limited inclusion of people with disabilities, considering the nature of
operations and specific infrastructure.
Opportunity
Increasing inclusion and diversity can improve the Company’s
reputation, boost employee engagement, and reduce recruitment costs.
Sub-topic: Diversity
Actual negative impact
Limited diversity in age, experience or competences in certain functions.
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Risks
Shortages of skills and talent due to insufficient diversity (may hinder
project implementation).
Sub-topic: Measures to combat violence and harassment in the workplace
Potential negative impact
Potential cases of misconduct, harassment, or psychological abuse may
affect employees’ well-being and retention.
S1-1 Policies related to employee well-being and working conditions
We apply not only internal policies but also a consistent program framework that ensures employee growth, leadership
development, an inclusive organizational culture, and business continuity.
Inclusion and human rights
• Diversity and inclusion strategy. We aim to create an inclusive, respectful and equal opportunities-based working environment,
promote tolerance, value diverse experiences, and foster a strong organisational culture.
• Human rights management. We have embedded human rights governance in our Equal opportunities policy, while
measures for the prevention, monitoring and remediation of human rights impacts are described in the section “Processes,
measures and mechanisms for monitoring, protecting and remediating equal opportunities, human rights harm, and
impacts on particularly vulnerable and marginalized groups”.
Competence and leadership development
• Future competence building programme. We identify the priority competencies needed to implement the business
strategy and purposefully invest in their development.
• Replacement programme. We ensure continuity of leadership and critical positions, develop internal leaders and build a
sustainable talent pool, and strengthen the Group's ability to respond to continuous change.
• Mentoring programme. We strengthen the leadership competencies of future leaders and specialists, promote the transfer
of experience, and foster consistent talent growth within the Group.
• Learning Directory. We implement a learning program aimed at developing employees’ leadership, professional, and
general competencies.
Work organisation and social dialogue
• Remote work arrangement. We establish principles for granting and organising remote work, define employees’ rights
and responsibilities, and set requirements for information and cyber security, creating conditions for flexible and secure
work.
• Collective bargaining agreement. Collective bargaining agreement establishes additional social benefits, employee rights,
and principles of social dialogue, ensuring fair and transparent working conditions.
The key principles guiding our efforts to ensure employee well-being and proper working conditions are established in the
Equal opportunities policy, the Employee remuneration, performance management and development policy, and the Partner
Code of Ethics. Further information on the implementation of these policies is provided in the section “MDR-P Policies adopted
to manage material sustainability matters”.
The Employee Equal Opportunities Policy establishes the Group’s commitment to ensuring that the principles of equal
opportunities and non-discrimination are applied across all areas of employment (including non-discrimination on the
grounds of racial or ethnic origin, skin colour, sexual orientation, gender identity, disability, age, religion, political opinion,
nationality or social origin, and other forms of discrimination), and that employment-related decisions are based on
competence, qualifications and professional merit. We maintain a zero-tolerance approach to any form of discrimination,
harassment or violence, ensure safe, respectful and inclusive working conditions, and implement preventive and response
measures, including confidential reporting channels and whistleblower protection.
In line with Employee remuneration, performance management and development policy, we ensure a fair, transparent and
equal opportunities-based remuneration and career framework applicable to all employees. Performance management and
development are aligned with clear objectives, competence enhancement and professional growth, with the aim of attracting,
retaining and developing qualified employees over the long term.
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No risks of human trafficking, forced labor, or child labor have been identified in our operations, and they are not considered
significant. Therefore, we do not currently apply separate policies on these topics, in accordance with national and international
legislation.
S1-2 Processes for engaging about impacts and S1-3 Processes and channels for remediation of negative impacts
The Company implements consistent employee engagement processes to identify, understand, and manage actual or potential
impacts on employees, while enabling them to influence decisions regarding working conditions, well-being, and their rights. The
inclusion processes apply to all employees of the Company, regardless of their position or workplace. Every employee is free to
express their opinions, make suggestions, and raise work-related issues without fear of negative consequences.
The main systematic employee engagement tool is the annual employee engagement survey, which assesses engagement levels,
empowerment, satisfaction with the work environment, leadership, and organizational culture. The survey results are presented
to the Company’s management, analysed to identify risks and areas for improvement, and used to enhance business processes
and internal decision-making.
Additionally, employee engagement is ensured through staff meetings, roundtable discussions, annual one-on-one meetings with
their line managers, trade union activities and the collective bargaining agreement, as well as anonymous reporting channels.
These processes allow for the systematic collection of employee feedback, the identification of potential negative impacts, and
the timely implementation of preventive or corrective actions. An overview of the engagement processes is given in the table
below.
Processes and channels
Description
Annual employee engagement survey
and other surveys
To systematically assess organizational culture, employee experience, and identify areas for
improvement, the organization conducts an annual employee engagement survey. The survey
measures whether employees feel involved in decision-making, the extent of their engagement and
empowerment, how effectively the Company ensures equal opportunities, and whether a tolerant and
respectful workplace culture is maintained. Employees can comment anonymously and share their
views. The survey invites employees to assess not only the Company but also their direct supervisor,
their empowerment, and their level of engagement.
All employees are eligible to participate in the survey, so this tool provides a comprehensive overview
of employees' views and opinions on a wide range of matters. The survey results are presented to both
employee representatives and all employees, and are subsequently analysed and used to improve
business processes.
Employee meetings
The Company periodically holds staff meetings to present key updates, share news, communicate
achievements, and outline objectives. During the meetings, employees are encouraged to participate
actively, ask questions of concern, and share their views, thereby fostering a culture of open dialogue
and communication.
Roundtable discussions
This is a new form of engaging employees and their representatives in discussions on various topics
relevant to them. Its purpose is to gather broader opinions and suggestions in an informal meeting
format, and to apply this feedback to improve processes or inform decision-making.
Equal opportunities policy and
Diversity and inclusion strategy
Employee representatives are encouraged to engage in the implementation of the Equal opportunities
policy, promote diversity, and raise awareness on the topic. The Diversity and inclusion strategy
provides for the comprehensive integration of employee engagement measures - incorporating
employee representatives in assessing employee needs and in discussions on how to improve the work
environment and adapt it to the needs of individuals with diverse requirements.
Code of Conduct
The Code promotes cooperation between employees and management based on respect, transparency
and openness.
Anonymous reporting channels
The Company has anonymous reporting channels. These channels provide employees with the
opportunity to anonymously report issues related to the work environment or potential violations of
their rights, the Code of Conduct, or the Equal opportunities policy.
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Processes and channels
Description
Annual interviews with line managers
Individual meetings to discuss the employee's contribution, professional development and aspects of
improving the working environment.
Collective bargaining agreement
The Company has a collective bargaining agreement with the trade union (employee representatives)
that specifies cases in which information must be provided and consultations held regarding planned
workforce changes. This includes reorganizations, changes to the compensation policy, and other
decisions that may affect employees’ interests. Collaboration is coordinated by the Head of the
Organizational Development Department. From 2023 to 2025, quarterly meetings were held with
trade union representatives. These meetings covered the implementation of the collective bargaining
agreement, Employee engagement survey results, Remuneration policy, and other important topics.
Amber Grid has implemented processes to prevent, identify, address, and remediate negative impacts on employees. If the
Company’s activities cause negative impacts or instances of misconduct occur, employees are provided with safe, confidential, and
consequence-free opportunities to raise concerns and report them.
Processes, measures, and mechanisms for monitoring and remediation related to equal opportunities, human rights
impacts, and the protection of particularly vulnerable and marginalised groups
We implement comprehensive mechanisms to ensure and strengthen the principles of equal opportunities, inclusion, human
rights, and the protection of vulnerable groups:
• Adhering to the Equal opportunities policy, the Procedure for the prevention of discrimination, harassment and violence, the Code of
Conduct, the Diversity and inclusion strategy, and the Labour Code of the Republic of Lithuania. These documents establish the
principles of non-discrimination, respect, inclusion, and equal opportunities applicable to all employees and candidates, and ensure
the right to participate in decision-making and to have equal career opportunities.
• Organising regular training for managers and employees on equal opportunities, diversity, and human rights, enhancing competencies
and preventing discrimination and inappropriate conduct. Adapting working conditions, working hours, and the work environment to
individual employee needs where required, using flexible arrangements and technical solutions.
• Ensuring social dialogue through functioning works councils and trade unions, representing employees’ interests and engaging in
consultations with the employer. Publishing policies, procedures, and training materials on the intranet, providing all employees with
easy access to relevant information.
• Integrating human rights, non-discrimination, and workplace ethics principles into supply chain management and the partner Code of
Conduct, setting requirements for suppliers and other business partners.
• Monitoring the implementation and effectiveness of policies to ensure a safe and respectful work environment, conducting annual
employee engagement surveys to identify risks and issues, and applying corrective measures.
• Appointing responsible persons for human rights and equal opportunities matters, ensuring that all potential violations are properly
investigated and, if confirmed, corrective measures are applied, including consultations, psychological support, and adjustments to
working conditions.
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• Implementing anonymous and confidential whistleblowing systems, enabling employees to safely report potential
violations, recording and investigating received information according to established procedures, and using the results to improve
processes and prevent negative impacts.
Handling of Reports
The Company, through integrated monitoring and effectiveness-assurance processes, strives to ensure that reporting channels
are lawful, accessible, transparent, and grounded in the protection of employees’ rights. All received reports are reviewed using
mechanisms established at the EPSO-G group level. This ensures timely responses, objective assessment of the situation,
application of proportionate corrective actions, and, when systemic risk factors are identified, strengthening of preventive
measures.
Protection of whistleblowers
We protect whistleblowers in accordance with applicable legislation and Group-wide requirements. The Company guarantees
that reports will be handled safely and confidentially, and that individuals submitting information about potential violations will
be protected from any negative consequences. Detailed information on whistleblower protection principles and applied
mechanisms is provided in the G1-1 disclosure section of this report.
S1-4 Actions taken for managing matters related to own workforce
The Company implements consistent and purposeful actions to manage impacts, risks, and opportunities related to employees.
These actions aim to ensure employee well-being, promote professional development, create a safe and supportive work
environment, and guarantee equal opportunities.
Diversity, equality and inclusion
The implemented initiatives have helped increase employee engagement, strengthen trust in the organization, and consistently
apply policies related to equal opportunities and inclusion in practice.
Whistleblowing channels
Reports of potential violations or negative impacts can be submitted through the following channels:
Amber Grid Trust line: sauga@ambergrid.lt
EPSO-G Trust line: pranesk@epsog.lt
E-reporting form: https://pranesk.epsog.lt
Telephone: +370 612 70606
Mail: Company's registered office at (Laisvės pr. 10, Vilnius)
Directly to responsible persons:
• prevention specialist (employee responsible for corruption prevention),
• employee responsible for ensuring equal opportunities,
• employees acting as deputies, in case the responsible persons are temporarily unavailable.
To the line manager, when the issue relates to the work environment, interpersonal relationships, or business processes.
These channels are available to all Company employees. Reports can be submitted by individuals who have directly experienced a negative
impact, as well as by employees who have observed misconduct or received information about potential violations. Reports can be
submitted anonymously or with the reporter’s identity disclosed, depending on the chosen channel.
Additionally, employee suggestions and concerns are conveyed to the Company by the trade union, ensuring constructive dialogue
between employees and management.
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Area
Actions and initiatives implemented in 2025
Diversity, equality and inclusion
• Ongoing implementation of the Diversity and inclusion strategy. To foster a culture of respect, equality and
inclusion, the Group became a member of the Diversity Charter Association.
• Amber Grid was recognised for its consistent work in the field of equal opportunities and was awarded three
Equal Opportunities Wings.
• Continuation of the annual Diversity, equal opportunities, and inclusion month initiative. In November 2025,
themed events on gender equality, stereotype awareness, mental health, and respectful workplace culture
were held, promoting open dialogue, knowledge sharing, and raising employee awareness.
• The Group also held a discussion on the situation of equal opportunities, diversity and inclusion, where
employees shared experiences, discussed key issues, and identified areas for improvement. Insights from
the discussion informed the planning of further initiatives.
• Amber Grid has joined DUOday, an international initiative to include people with disabilities into the labour
market. Participation in the initiative has helped to practically apply inclusion principles while strengthening
the organization’s culture of openness.
The Company had no confirmed cases of discrimination, harassment, or mobbing between 2023 and 2025.
The actions implemented provide a foundation for further strengthening equal opportunities and inclusion, and will continue to
be pursued in the future, taking into account employee needs, gathered insights, and identified risks. We plan to continue the
ongoing initiatives and take new actions to enhance equal opportunities, transparency, and inclusion.
Area
Plans for 2026
Diversity, equality and inclusion
• Start implementing the requirements of the Pay Transparency Directive: develop and implement a pay
transparency monitoring methodology, conduct a pay analysis, and integrate pay transparency principles
into core HR management processes.
• Begin monitoring gender-based shift coverage, track the dynamics of female representation, and monitor
leadership-related shift indicators, including the representation of women in managerial roles.
• Launch the training cycle “Collaboration and inclusive communication,” and incorporate the “Inclusive
language” workshop into the Company’s ongoing employee development catalogue.
Employee engagement
To systematically assess organizational culture, gauge employee satisfaction with their work and the Company, evaluate recent
changes, and identify areas for improvement, the Company conducts an annual employee engagement survey. The Company aims
to implement measures that ensure a minimum employee engagement level of 70%.
The survey assesses key aspects of the working environment. These include cooperation, performance, empowerment,
corporate image, career opportunities, communication, psychological security, recognition and working with one’s line manager.
These areas allow for a comprehensive assessment of the employee experience and provide a basis for planning targeted
actions.
"
The employee engagement rate was 75% in 2025, 69% in 2024 and 72% in 2023.
In 2025, 94% of employees participated in the survey. This shows that employees are highly engaged, interested
and willing to contribute to the organisation's improvement.
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Area
Actions and initiatives implemented in 2025
Employee engagement
• Conducted the annual employee engagement survey and, based on its results, implemented a Company-
wide action plan.
• Developed and implemented the Employee Value Proposition program.
• Established the Company’s behavioural values to strengthen organisational culture.
Area
Plans for 2026
Employee engagement
• Conducting a Top Employer certification audit to have staff experience and HR management practices
assessed by independent experts.
Work-life balance
Since 2021, the Company has allowed employees to work remotely from abroad for a limited period. In 2025, 13 employees’
requests to work remotely from abroad were approved (10 in 2024, 12 in 2023, 8 in 2022, 3 in 2021). Employees consider this
opportunity convenient and believe it enhances their motivation and engagement.
To ensure work-life balance, fixed working and rest hours are continuously monitored and recorded in the timekeeping registers.
Since early 2024, monthly reports accessible to each department manager have been prepared to enhance transparency. In 2025,
this practice was fully implemented. Systematic monitoring has produced tangible results, with working time limits being
exceeded far less frequently. This has led to an improved work-life balance and increased employee well-being.
In 2025, we substantially completed the updating of our working time and rest time documents in response to changing
organisational needs and legislative changes, which we started in 2024. In 2025, the procedures for completing timesheets, On-
call duty at home, and the Cumulative working time accounting system were reviewed, updated, and approved. The internal
workplace regulations will also be updated in the near future. The updated documents are expected to further strengthen
employees’ work–life balance and contribute to fostering a positive work environment.
Remuneration
The remuneration system in place at the Company ensures that pay is transparent, fair, and equally accessible to all, regardless
of personal characteristics or social attributes.
Key principles of the remuneration system:
• Right to pay review and financial incentives – employees can be considered for salary increases based on their achieved
results and contribution to organizational goals.
• Transparent remuneration ranges – established salary bands are publicly available to all employees through their line
manager.
• Performance-based incentives – bonuses and additional incentives are awarded for outstanding achievements and
innovative solutions.
These principles ensure that employees are properly recognized, motivated, and have clear prospects for career and financial
growth within the Company.
Employee performance evaluation
"
Based on the results of the 2025 engagement survey, employees positively evaluated the hybrid work-leisure
model, which allows them to work remotely for part of their working hours. This enables employees to flexibly
balance professional and personal needs and contributes to a better work-life balance.
In 2025, the Company successfully fulfilled all its commitments to employees under the applicable Remuneration policy:
• Remuneration ranges were reviewed to ensure their competitiveness in the market.
• Monthly salaries were increased.
• Bonuses for outstanding achievements and innovation, as well as annual financial incentives, were paid.
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The Company conducts an annual employee performance evaluation process. The purpose of this process is to create motivating
incentives and conditions that encourage employees to achieve better performance results and actively contribute to the goals of
the Company and the EPSO-G Group of Companies. The employee performance evaluation process consists of the following
components: achievement of employee(s) objectives, quality of work, competencies, adherence to values, and calibration.
To ensure internal organizational fairness, all employees, regardless of their position or job specifics, are evaluated according to
the same criteria. The process also strengthens transparency and consistency across different divisions. Responsible and honest
feedback is promoted to support employee development. Annual employee performance calibration sessions are conducted to
achieve these goals. During these sessions, the Company’s managers review the preliminary evaluation results of their
subordinates. They analyse the distribution of these results and calibrate them across divisions.
Training and skills development
Amber Grid strategically invests in employee training and skills development to ensure the organization’s long-term resilience,
business continuity, and readiness for the transformation of the energy sector. Strengthening employee competencies is
considered one of the key measures for managing workforce-related risks and creating long-term value for the organization.
Area
Actions and initiatives implemented in 2025
Training and skills development
• We implemented the Level_UP II programme to strengthen engineering competencies. The program focused
on welding, quality control, and technical standards competencies. It supports the safe operation of
infrastructure and helps reduce technical risks. It supports the safe operation of infrastructure and helps
reduce technical risks.
• We reviewed and updated the succession programme, designed to identify and develop employees capable
of taking on critical and managerial roles. The programme trains participants to assess business continuity
risks, analyse talent readiness, and create individual development plans.
• We developed a future competencies map, covering competencies for both existing and new infrastructure,
and prepared a corresponding acquisition plan. Based on this map, we created individual employee
development plans, which are regularly reviewed and updated. We also launched an internal training cycle,
“Shaping Energy!” („Keičiam energiją!“), focused on energy transition and hydrogen (H₂) infrastructure
topics.
• Professional competency matrices were reviewed and updated to systematically manage departmental
competencies and plan development activities. Additionally, manager clubs were organized, and a leadership
competency development programme was implemented to enhance managerial skills.
Employee performance is evaluated and individual objectives are set in accordance with the following principles:
• Principle of Alignment – the strategic objectives of EPSO-G are consistently cascaded through all management
levels of the Company – from the Company’s CEO to first-level managers and employees – ensuring a strong
connection with the Group’s strategic goals and their implementation.
• Principle of Smart Objectives – objectives are formulated to reflect continuous progress and value creation and must
be specific, measurable, attainable, realistic, timely, evaluated, reviewed (S.M.A.R.T.E.R.).
• Principle of value-based goal achievement – objectives must be pursued in a way that ensures each action is guided
by value-driven behaviours.
• Principle of mutual understanding of expectations – employees understand what results the Company expects from
them, while the Company is aware of employees’ expectations in return. Mutual agreement is reached on the
objectives employees commit to achieve, their responsibilities, and how the Company will respond to employees’
expectations.
• Principle of impartiality – all stages, criteria, and procedures of performance evaluation are applied consistently,
transparently, and impartially to all employees.
• Principle of mutual respect – an open relationship based on mutual respect and trust between managers and
employees is encouraged.
• Principle of responsibility – employees are responsible for achieving agreed-upon objectives in compliance with
internal and external legal requirements, while managers are responsible for creating conditions that enable the
achievement of these objectives.
• Principle of continuous mutual feedback – managers and their subordinates provide ongoing feedback to one
another.
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Area
Actions and initiatives implemented in 2025
• Training was provided to all employees on digital literacy, artificial intelligence applications, anti-corruption,
emotional well-being, and performance efficiency. Targeted training programmes were delivered to specific
employee groups based on professional needs. The e-learning system continued to be actively used as a
flexible learning tool.
• We continued initiatives to share best practices, fostering knowledge exchange, collaboration, and
continuous learning across the organization.
Area
Plans for 2026
Training and skills development
• Continuing ongoing training and development initiatives, including the mentorship programme,
implementing programmes to strengthen general and leadership competencies, rolling out the “Energy of
Customer Experience” programme for employees serving clients, and enhancing existing development
activities. These measures are ensuring the continuity of employee competencies, supporting readiness for
change, and strengthening the organization’s long-term resilience.
Monitoring the effectiveness of actions and initiatives
The Company consistently monitors and evaluates the effectiveness of its initiatives through various metrics and employee
feedback.
Based on employee feedback and collected data, the Company continuously reviews and updates existing policy and strategy
guidelines, such as the Equal opportunities policy and the Diversity and inclusion strategy. This ensures that decisions are aligned
with real needs and contribute to creating a positive work environment.
The results indicate that the measures and initiatives in place are effective – employees value the opportunity to contribute to
decision-making processes and share their observations.
Prevention of negative impacts
The Company applies consistent processes for preventing and managing adverse impacts related to employees. These processes
are based on applicable laws, internal policies, and relevant international standards, aiming to identify risks in a timely manner
and prevent potential violations. For more information, see the disclosure section of this report S1-2 and S1-3.
Resources allocated for action plan implementation
The Company ensures that sufficient human and financial resources are allocated for the implementation of workforce-related
actions and initiatives. Resources are planned and distributed based on identified impacts, risks, opportunities, and the approved
priorities of the S1 action plan.
A separate budget is allocated for measures related to employee well-being, skills development, and workplace safety. The
allocation and use of these resources are periodically reviewed to ensure alignment with planned actions and organizational
needs.
We use the following methods to ensure a quality working environment and employee engagement:
1. Employee engagement surveys. Annual surveys monitor changes in the metrics and assess how the measures
contribute to employee satisfaction and engagement.
2. Analysis of key performance indicators (KPIs). Monitoring changes in KPIs helps to assess the result of the
actions implemented.
3. Evaluation of training outcomes. The number of participants and their feedback on the usefulness and
applicability of the training in daily work are evaluated.
4. Analysis of reports on potential violations. Continuously recorded reports allow for evaluating the
effectiveness of preventive measures and, when necessary, taking additional actions to ensure a safe,
transparent, and respectful work environment.
Ensuring employee well-being involves an important role for the trade union. During regular meetings, employees’ needs,
challenges, and expectations are discussed, and information related to planned and implemented initiatives is analysed.
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In addition to direct investments in employees, the Company invests in the development of internal information systems, including
reporting channels, document management, and other internal systems. These systems help ensure smooth operation of
employee-related processes and accessibility of information. They are also used to manage reports related to adverse impacts.
Planned resources are used to continue and expand measures related to employee well-being, skills development, and workplace
safety, taking into account identified needs and the priorities of the action plan.
Actual resources 2025
Resources planned for 2026
In 2025, the following financial resources were allocated for the
implementation of workforce-related actions:
• Training – €262 thousand (2024 – €222 thousand);
• Health insurance – €178 thousand (2024 – €165 thousand);
• Occupational safety and health (OSH) – €154.2 thousand
(2024 – €133.1 thousand).
In 2026, the Company plans to allocate the following financial resources:
• Training – €328.3 thousand;
• Health insurance – €218 thousand;
• Occupational Safety and Health (OSH) – €160.8 thousand.
S1-5 Targets related to managing material impacts
The Company’s key workforce-related targets and the methodology for their determination are presented in the “Strategy,
Business Model, and Value Chain” section of this report. This section presents more detailed objectives that complement and
expand the main goals described in the “Strategy, Business Model, and Value Chain” section.
The sustainability targets set by Amber Grid are closely linked to strategic goals promoting diversity, inclusion, and a strong
organizational culture. Through these targets, we aim to create a unified and engaging work environment, develop employee
competencies, and strengthen long-term employee engagement.
The 2025–2028 objectives are aligned with the Company’s sustainable development principles, taking into account the
organization’s long-term aspirations.
Target
Progress
Status
Women in top
management
positions*
≥ 21 % by
2027
≥ 30 % by
2035
In 2025, women accounted for 9% of top-level management positions
(2024 – 9%). The indicator remains stable. Its increase occurs naturally
through employee turnover, which during the reporting period has not
been significant enough to drive faster change.
Below target
Employee engagement
rate**
≥ 70%
In 2025, employee engagement rate reached 75% (2024 – 69%).
Above target
Successful recruitment
for required positions
100% by
2025
2025: 100%; 2024: 100%.
At target
Filling critical positions
with internal
candidates
≥70% by
2025
2025: 67%; 2024: 65%.
Close to target, with a
positive trend observed
All key roles included
in the replacement plan
have a ready successor.
≥80%
New metric, no data available for previous years
New metric
Turnover of the
succession pool for key
roles
<10 proc.
New metric, no data available for previous years
New metric
Critical positions in the
Replacement plan
without a ready
successor
<20 proc.
New metric, no data available for previous years
New metric
Career progression to
managerial positions
from the replacement
pool
≥50 proc.
New metric, no data available for previous years
New metric
* Top management positions include board members, CEO, and senior executives.
** Calculation is based on the Engaged Performance Survey©
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Changes to the methodologies for targets and metrics
In the period 2024–2025, the Company reviewed and updated the methodologies for setting and measuring workforce-related
objectives and indicators to ensure they are more precise, relevant, and better aligned with evolving national and international
sustainability reporting requirements.
To better reflect the context of sustainability objectives and ensure their measurability, the following key changes were
implemented:
• Gender diversity indicators were updated by setting gradual and clearly defined targets for increasing the share of
women in managerial positions: 19% in 2026, 20% in 2027 and 21% in 2028;
• Employee engagement and diversity survey methodologies were reviewed by expanding questionnaires and
strengthening result analysis to obtain more detailed and reliable feedback on employee experiences and expectations.
To improve data reliability and strengthen indicator monitoring, the methodologies were further enhanced by:
• Introducing a centralized digital data management system, enabling more consistent collection, processing, and analysis
of employee-related data and ensuring the accuracy of indicator monitoring;
• applying a mixed assessment model combining both quantitative and qualitative indicators: quantitative indicators (e.g.,
percentage changes in gender representation) enable objective tracking of progress, while qualitative indicators (e.g.,
feedback from employee engagement surveys) provide deeper insights into employee experience, organizational culture,
and areas for improvement.
The methodologies were reviewed taking into account the Company’s strategic priorities, the results of the double materiality
assessment, stakeholder engagement outcomes, and practical experience in applying the metrics. The purpose of these changes
is to enable consistent and evidence-based monitoring of progress in areas identified as material for employees and the
sustainability of the Company’s operations.
S1-6 Characteristics of the Undertaking’s Employees
This section provides information on the composition of the Company’s employees by key demographic characteristics. The data
present the distribution of employees by gender and cover a three-year period, enabling the monitoring of structural changes and
trends in the Company’s workforce.
Breakdown of employees by gender:
Gender
Number of employees
2025
2024
2023
Men
269
261
264
Women
99
91
87
Other**
Not applicable
Not applicable
Not applicable
N/A
0
0
0
Total
368
352
351
Compared to 2023, the total number of employees in the Company shows moderate growth in 2025, while the gender structure
is gradually changing. In 2023, the Company employed 351 employees, of whom 264 were men and 87 were women. In 2025,
the total number of employees increased to 368, including 269 men and 99 women. Over the two-year period, the number of
male employees increased by 5, while the number of female employees grew by 12.
Methodology. Employee headcount data are presented as of the end of the reporting year (31 December) and include all
employees of the Company working under employment contracts, including those on maternity, paternity, parental leave,
caregiving leave, or other types of leave provided by applicable legislation. All metrics are calculated based on data from
the Company’s HR registration systems, with the number of employees determined as of the end of the reporting year. This
calculation methodology is applied consistently across all tables and metrics in this section.
Data on employees’ gender are presented in accordance with categories defined by applicable legislation; information on
other gender identities is neither collected nor disclosed.
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In 2025, the share of women in the total workforce increased compared to 2023. The proportion of men remained dominant,
reflecting the nature of the Company’s activities and the specifics of the sector.
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Breakdown of the number of employees by gender and type of contract
2025
Number of employees
Women
Men
Other
Not disclosed
Total
Number of employees
99
269
-
0
368
Number of permanent employees
92
262
-
0
354
Number of temporary employees
7
7
-
0
14
Number of non-guaranteed hours
employees
Not applicable
2024
Number of employees
Women
Men
Other
Not
disclosed
Total
Number of employees
91
261
-
0
352
Number of permanent
employees
86
258
-
0
344
Number of temporary
employees
5
3
-
0
8
Number of non-guaranteed
hours employees
Not applicable
2023
Number of employees
Women
Men
Other
Not
disclosed
Total
Number of employees
87
264
-
0
351
Number of permanent
employees
82
263
-
0
345
Number of temporary
employees
5
1
-
0
6
Number of non-guaranteed
hours employees
Not applicable
The Company's employment contracts are mainly permanent. When needed, employees are also hired under fixed-term contracts,
for example, to cover staff on parental leave, to carry out project-based work, or to perform additional tasks. The type of
employment contract is chosen based on the specific needs of the situation and mutual agreement, without discrimination based
on gender, age, or other personal characteristics.
Compared to 2023, the number of employees in the Company increased from 351 to 368 in 2025, indicating organizational growth
and a rising demand for staff.
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The majority of employees continue to be permanent staff - 354 in 2025 compared to 345 in 2023 - confirming that the Company
ensures stable employment relationships. This helps maintain competencies, ensure operational continuity, and manage staff
turnover.
The number of temporary employees increased to 14 in 2025 (6 in 2023). This number increased because the Company
implemented the Junior Engineers Program, during which employees were hired on a fixed-term basis. Temporary employment
remains a small portion of the total workforce and is not the dominant form of employment.
During the 2023–2025 period, the Company had no employees working unrecorded hours. This ensures transparency in working
time tracking and compliance with legal requirements.
Employee turnover
Employee turnover
2025
2024
2023
Employees who quit or were
made redundant
44
53
36
Employee Turnover Ratio
0.13
0.15
0.1
During the 2023–2025 period, the Company experienced moderate fluctuations in the employee turnover ratio, which remained
stable and did not exceed market and sector averages. In 2023, the employee turnover rate was 0.11. A temporary increase to
0.15 in 2024 is fixed. In 2025, the ratio drops to 0.13.
The increase in employee turnover in 2024 is due to natural turnover, including retirements, individual career choices and labour
market dynamics. The decrease in the metric in 2025 indicates that the Company’s measures to enhance employee engagement,
retention, and skills development contribute to organizational stability.
The Company uses the employee turnover ratio as an internal monitoring measure to assess the organization’s attractiveness, the
competitiveness of working conditions, and the effectiveness of human resources management.
S1-7 Characteristics of non-employees in the undertaking’s own workforce
Non-employed personnel classified as part of the Company’s workforce
Number of non-employees
2025
2024
2023
0
0
0
During 2023–2025, the Company had no non-employees.
S1-8 Collective bargaining coverage and social dialogue
In 2023, a collective agreement was approved, applicable to all Company employees, including members of the trade union. There
are no agreements with employees regarding their representation in the European Works Council, the European Company (SE)
Works Council, or the European Cooperative Society (SCE) Works Council.
Methodology: The Employee Turnover Ratio is calculated by dividing the number of employees who left the Company
voluntarily, were dismissed, retired, or passed away while in service by the total number of employees.
Definition of non-employees. Non-employees are defined as persons who have entered contracts with the Company for
the provision of labour ("self-employed persons") or persons provided by companies mainly engaged in recruitment
activities.
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Collective bargaining coverage and social dialogue
Coverage of collective agreements
Social dialogue
Part of the
coverage
Employees
EEA
Employees – non-EEA
Workplace representation
(EEA only)
0–19%
Not applicable – The Company has no
employees outside the EEA.
20–39%
40–59%
60–79%
80–100%
80–100%
Lithuania (100%)
Lithuania (100%)
Note: EEA - European Economic Area.
S1-9 Diversity metrics
Gender distribution of employees at top management level
Gender distribution of employees at top management level
2025
2024
2023
2022
Number of
employees
Employee
share, %.
Number of
employees
Employee
share, %.
Number of
employees
Employee
share, %.
Number of
employees
Employee
share, %.
Men
5
83%
5
83%
5
83%
5
83%
Women
1
17%
1
17%
1
17%
1
17%
Total
6
100%
6
100%
6
100%
6
100%
Note: The term “top management” refers to all senior-level managers and the Company’s CEO.
During the 2023–2025 period, the composition of the Company’s top management remained stable, with no changes in gender
distribution. Throughout the analysed period, the top management team consisted of six individuals, of whom five were men
(83%) and one was a woman (17%).
These figures reflect the structural gender imbalance in top-level management positions, which is characteristic of the energy
sector and technically oriented organizations. At the same time, it is identified as a material area in the context of diversity and
inclusion, which the Company takes into account when setting its long-term gender diversity objectives.
Gender distribution metrics in top-level management are continuously monitored, and the data are used to assess the
organization’s progress in gender diversity and to plan future changes.
Distribution of employees by age groups
2025
2024
2023
Number of
employees
Employee share,
%.
Number of
employees
Employee share,
%.
Number of
employees
Employee share,
%.
Under 30 years
old
35
9.51%
26
7.39%
28
7.98%
30–50 years
old
212
57.61%
211
59.94%
205
58.4%
Over 50 years
old
121
32.88%
115
32.67%
118
33.62%
Total
368
100%
352
100%
351
100%
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During the 2023–2025 period, the age structure of the Company’s employees remained stable, with the majority of employees
belonging to the 30–50 age group. In 2025, employees in this age group accounted for 57.61% of the total workforce. This group
forms the core of the organization’s competencies and is essential for ensuring operational continuity.
Employees over 50 years old accounted for 32.88% of the total workforce in 2025, with their share remaining similar throughout
the 2023–2025 period. This indicates that a significant portion of the Company’s workforce consists of employees with substantial
accumulated knowledge and experience. At the same time, this ensures opportunities for replacement and knowledge transfer,
particularly in critical technical positions.
Employees under 30 years old accounted for 9.51% in 2025, representing an increase compared to previous years. This trend
indicates that the Company’s efforts to attract employees from this age group and increase their numbers are proving successful.
To address the need for age diversity, the Company should increase the number of employees under 30 years old—this would
create opportunities to acquire new competencies and achieve succession objectives.
The overall age structure of employees provides a foundation for succession planning, allowing the continuity of experience to be
balanced with gradual workforce renewal and ensuring the continuity of critical functions over the medium and long term.
S1-10 Adequate Wages
In 2025, all Company employees received fair remuneration, not less than the nationally established minimum wage. Based on
applicable legislation and market benchmarks, the reference amount for fair remuneration in 2025 in the Republic of Lithuania
was the minimum gross monthly wage – €1,038 per month.
The Company’s remuneration system is based on the principles of the EPSO-G group and ensures that all employees receive
competitive pay aligned with market conditions. In 2025, the Company’s wage level significantly exceeded the national
minimum—according to publicly available data, the median remuneration was approximately €3,000 gross.
The Company’s remuneration levels are periodically reviewed through market benchmarking and with the support of external
consultants. This approach ensures that the remuneration system remains fair, competitive, and supportive of employee attraction
and retention.
S1-11 Social protection
All Company employees are provided with social protection, ensuring financial security in the event of significant life events—
such as illness, workplace accidents, disability, termination of employment, parental leave, or retirement. Social protection is
provided in accordance with the legislation of the Republic of Lithuania and supplemented by additional measures implemented
by the Company.
The Company has a collective agreement in place, which provides additional social benefits for employees. Under this agreement,
the Company provides additional retirement benefits to employees based on their continuous service with the Company, even in
cases where such payments are not required by the Labour Code.
If the employment relationship is terminated by mutual agreement when the employee becomes entitled to full old-age pension,
the following severance payments are provided:
• 10–19 years of service – a severance payment of at least 3 times the average monthly salary;
• 20–29 years of service – a severance payment of at least 4 times the average monthly salary;
• 30 or more years of service - at least 5 average salaries.
In addition, the Company provides financial support to employees in these circumstances:
• Upon the birth of an employee’s child;
• In the event of the death of the employee (support is provided to family members);
• In the event of the death of a relative of the employee;
• for employees with three or more children or a disabled child.
All employees are provided with additional health insurance after the end of their probationary period.
These measures contribute to employees’ financial security, well-being, and long-term trust in the Company, while also enhancing
the organization’s attractiveness in the labour market.
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S1-12 Persons with disabilities
Share of employees with disabilities
2025
2024
2023
Share of employees
with disabilities, %
0.27
0.57
0
Notes: The data is based only on information provided by employees, subject to restrictions on the collection of such information.
In 2023, no employees in the Company reported a disability. In 2024, employees with disabilities accounted for 0.57% of the total
workforce, and in 2025, they accounted for 0.27%.
Fluctuations in the metric are related to the small absolute number of employees, so even individual changes are reflected
significantly in percentage terms. The data are based on information voluntarily provided by employees, so the metric may not
reflect the total number of employees with disabilities.
The Company monitors this metric as part of its diversity and inclusion efforts; however, percentage changes are not interpreted
as a structural trend, given the nature of its operations and the specifics of data collection.
S1-13 Training and skills development metrics
Percentage of employees who participated in regular performance and career development reviews
Percentage of employees who participated in regular performance and career development reviews.
2025
2024
2023
Total number of
employees
100%
100%
100%
Men
100%
100%
100%
Women
100%
100%
100%
100% of the Company’s employees have annual and interim meetings with their direct supervisors, during which their
performance, growth, and career opportunities are discussed. Employees who were on parental leave, whose probationary period
had not ended during the reporting period, or whose employment ended during the goal-setting period did not participate in the
performance review.
The annual performance review is conducted once a year; however, depending on the nature of the employee’s role and
responsibilities, it may be carried out at different intervals.
Average number of training hours per employee, by gender
Average number of hours of training per employee
2025
2024**
2023**
Total number of
employees
68
71
79
Men
68
84
83
Women
66
34
67
Note: Calculations are based on the actual number of employees who participated in training. Participation in in-person training is recorded using signed attendance sheets; for
remote training, participation reports generated by the Teams platform are used; and e-learning data are collected from the Moodle system. The duration of e-learning courses is
determined based on the average time required to review and absorb the training material.
** Due to technical errors in the 2024 consolidated management report, adjusted calculations are provided.
The lower number of training hours for women is related to the nature of the work - more mandatory training is organised in
engineering fields to obtain or renew professional certifications. Since these areas are male dominated within the organization
(approximately 74% of all employees), this affects the overall distribution of training hours by gender.
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Work-life balance metrics
Percentage of employees who took leave for family reasons, by gender
Percentage of employees who took leave for family reasons
2025
2024
2023
Total number of
employees
4.1%
4%
3.4%
Men
2,6%
1.5%
2,7%
Women
8,1%
11%
5,7%
Note: In accordance with the social policy, all Company employees are entitled to leave for family reasons.
In 2025, 4.1% of employees took leave for family reasons. This figure remained similar to 2024 (4%) and was higher than in 2023
(3.4%). By gender, 8.1% of women and 2.6% of men used this type of leave in 2025. Although the share of women decreased
compared to the previous year, it remained significantly higher than that of men, while the share of men increased compared to
2024.
This indicates that family-related responsibilities are still more often assumed by women, although men’s involvement is gradually
increasing. The Company ensures that all employees have access to these social guarantees, contributing to a better work–life
balance.
S1-16 Remuneration metrics (pay gap and total remuneration)
Gender pay gap
Gender pay gap, %
2025
2024
2023
Total number of
employees
-1
-4.27
-4.76
In 2025, the average hourly wage of women was approximately 1% higher than that of men, resulting in a gender pay gap of -
1% (-4.27% in 2024 and -4.76% in 2023). The pay gap is influenced not by gender discrimination, but by the wage structure
across job categories. In the 2023–2025 period, lower-paid positions within the worker categories were predominantly occupied
by men, while the share of women in these roles was very small. Conversely, in higher-skilled and administrative positions, which
are associated with higher hourly wages, the proportion of women is greater, which is reflected in the average hourly wage
metrics.
Annual total remuneration ratio
Ratio of the annual total remuneration of the highest-paid individual to the average annual total remuneration of all other employees
(excluding the highest-paid individual).
2025
2024
2023
4.15
4.24
4.28
The total annual remuneration ratio remained stable over the 2023–2025 period and stood at 4.15 in 2025. Compared to previous
years, the ratio slightly decreased, indicating a moderate pay gap between the highest-paid individual and the average
remuneration of the remaining employees. This ratio aligns with the Company’s remuneration policy and principles of
proportionality.
S1-17 Incidents, complaints and severe human rights impacts
Methodology. Annual total remuneration of the company’s highest-paid individual ÷ Average annual total remuneration of
all other employees (excluding the highest-paid individual).
Methodology. Formula used to calculate the gender pay gap: (Male employees’ average hourly wage before taxes - female
employees’ average hourly wage before taxes) ÷ Male employees’ average hourly wage before taxes × 100.
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No discrimination claims were made, and no such cases were identified in the Company during the 2022–2025 period. No major
human rights incidents related to the workforce occurred in the company during the reporting period.
Health and safety
Impacts, risks and opportunities
Sub-topic: Health and safety
Possible negative impact
Accidents on company premises can affect employee health and the
company’s reputation.
Risks
Failure to comply with safety and health requirements (which may
result in sanctions, increased insurance costs, and damage to the
company’s reputation).
S1-1 Health and safety policies
S1-2 Processes for engaging about impacts and S1-3 Processes and channels for remediation of negative impacts
Employees are systematically involved in discussions on work-related safety and health impacts, with opportunities to provide
feedback, propose improvements, and participate in occupational risk assessments and decisions to enhance working conditions.
Employee involvement is facilitated through formal consultation and participation mechanisms, ensuring that their feedback is
taken into account when designing preventive measures.
We provide employees with accessible and trustworthy channels to report occupational safety and health risks, violations, or any
other work-related concerns. All received reports are documented and examined, with corrective and preventive actions taken as
needed to eliminate identified causes and prevent workplace incidents. Below are the main channels through which employees
can raise and report issues related to occupational safety and health. It is the responsibility of the Company's CEO to involve
employees in the management of potential negative impacts.
Processes and channels
Description
Occupational safety and health information
system (DARSIS)
In 2024, the Company implemented a specialised Occupational safety and health
information system DARSIS. It assesses occupational risks, provides coaching and
encourages workers to record incidents, health and safety violations and unsafe working
environments, as well as to report the need for additional protective measures. The system
collects information on compulsory health checks, vaccinations offered by the employer, the
results of occupational risk assessments and risk reduction measures. To ensure proper
work authorization and that only adequately prepared employees work under hazardous or
harmful conditions, the Company added a Work Authorization module to DARSIS at the end
of 2025.
Employee representatives for health and safety
The Company appoints employee representatives for health and safety and maintains an
active system of such representatives, ensuring that the interests of every employee are
represented in this area. Elections were held in 2025, and currently this function is
performed by 13 employee representatives, who are empowered to actively contribute to
creating a safe and healthy work environment.
The main operational principles aimed at ensuring employee safety and health are established in the Occupational safety and
health policy and the Partner Code of Ethics. Further information on the implementation of these policies is provided in the
section “MDR-P Policies adopted to manage material sustainability matters”.
In the Occupational safety and health policy, we commit to ensuring safe and healthy working conditions, preventing
workplace accidents and occupational diseases, implementing advanced technologies and work methods that reduce risk
factors, and continuously strengthening the safety and health culture.
These principles are likewise applied in our collaboration with partners. In the Partner Code of Ethics, we require our partners
to ensure safe and healthy working conditions for their employees, implement employee safety and health management
systems, and apply preventive measures to reduce the risk of accidents and work-related illnesses.
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Processes and channels
Description
Employee safety and health committee
In 2025, a newly appointed Employee safety and health committee was established. To
continuously improve safety processes, the committee works closely with employee health
and safety representatives. All employees are encouraged to provide feedback, suggestions,
or questions related to employee safety and health.
S1-4 Taking action on material impacts
Based on the identified significant impacts and risks in employee safety and health, in 2025 we implemented targeted measures
focused on employees working under higher-risk conditions, particularly at infrastructure facilities and in outdoor environments.
The following outlines the key measures implemented in 2025 addressing the identified adverse impacts and risks.
Management tools
Occupational safety and health management
system
Amber Grid has implemented an Occupational safety and health management system,
certified in accordance with the ISO 45001 standard. It is integrated into all activities and
applies to 100% of employees. The system is based on prevention, data-driven risk
management, and continuous improvement, with employee engagement and management
accountability considered essential elements of the safety culture. Safety requirements for
employees and contractors are consistently enforced throughout the value chain, ensuring
consistent standards and uninterrupted operations. In 2025, the management system was
successfully recertified for a new 3-year certification cycle.
Assessment of occupational risks
The company has assessed the occupational risks for all employees, identified potential
adverse health impacts, and established effective risk mitigation and management
measures. Occupational risk is assessed individually for each employee and promptly
reviewed whenever working conditions, technologies, workplace, job nature change, or
new hazards are identified. When risks change, applicable preventive measures are
updated, additional instructions or training are provided to employees, the scope of health
checks is adjusted if necessary, and alternative personal protective equipment is selected.
Occupational risks are assessed using the DARSIS Occupational safety and health
information system, where each employee is assigned the necessary risk mitigation
measures—such as health screenings, briefings, training, and personal protective
equipment—based on the nature and level of the risk. This safety management system
ensures that Amber Grid's employees are well prepared, informed and protected in
challenging conditions.
Activities involving increased risk
Company employees working outdoors, in engineering structures (e.g., DSS, DKS), and in
the protection zones of these facilities are exposed to a higher-risk work environment.
Therefore, Amber Grid places special emphasis on their safety, preparedness, and
professional development. To ensure the highest safety standards, employees regularly
receive mandatory, specialised professional and technical training to keep their knowledge
and skills up to date. Practical exercises are conducted, allowing employees to acquire
skills that correspond to real-life situations. Managers are directly responsible for
implementing these measures and ensuring employee preparedness, and they must
collaborate with employee safety and health specialists. This ensures clear accountability
and effective safety management when performing higher-risk tasks.
Risk assessment and management
Amber Grid has conducted a comprehensive analysis of potential hazards and risks related
to external impacts on the natural gas transmission system and employees, as well as the
effects of transmission system disruptions on third parties. In addition, an Emergency
Management Plan has been developed to organize incident containment and mitigation
activities, as well as a Security Plan outlining the Company’s physical and cybersecurity
measures and operational protection protocols. Personnel involved in these procedures are
properly trained and instructed, and practical emergency and comprehensive drills are
conducted annually to enhance employees’ preparedness for responding to critical
situations.
Supplementary health insurance
In 2025, the Company continued to provide employees with voluntary health insurance
benefits, offering an expanded and more favorable health insurance service package.
Health insurance remains one of the key measures for employee motivation and well-
being. The company continuously monitors the health services market and strives to
ensure that employees have access to the best healthcare options, contributing to their
long-term well-being and job satisfaction.
This measure helps reduce work-related health risks, contributes to the early prevention
and timely treatment of health issues, and creates conditions to maintain employees’ long-
term ability to work and enhance productivity.
Assessment of psychosocial risk factors
The company carries out a psychosocial risk assessment every two years, allowing for a
systematic evaluation of how the work environment affects employees’ emotional health
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Resources for implementing the action plan
The budget for the implementation of management measures in the field of occupational safety and health in 2025 is €154.2
thousand (€133.1 thousand in 2024). EUR 160.8 thousand is foreseen for 2026.
These financial resources are allocated to occupational safety and health preventive measures, training, risk assessment, and
control. They directly contribute to the achievement of the goal—zero serious or fatal workplace accidents.
The financial resources allocated to this goal are being steadily increased and directed toward employee safety and health
preventive measures, training, risk assessment, and control. By increasing the budget, we can target prevention and introduce
more effective safety solutions that reduce the risk of accidents. This ensures the long-term improvement of employee safety
levels and the sustainable development of a safe work environment.
S1-5 Targets related to managing material impacts
Our long-term strategy sets the course for fostering a safe and positive work environment and enhancing the safety culture. We
consider serious and fatal accidents to be material negative impacts, and therefore we aim to eliminate them entirely in the
activities of both our employees and contractors. The table below presents the established employee safety and health target, its
intended value, and the progress achieved.
Management tools
and well-being. The latest assessment took place in 2024, involving 208 employees,
which accounted for 61.3% of the company’s workforce.
In comparison with the 2022 assessment, the results indicated positive developments:
improved colleague relationships, increased job satisfaction, and higher evaluations of
work flexibility. The outcomes of the assessment are utilized to design targeted initiatives,
enhance managerial and team involvement, and support the prevention of psychosocial
risks. This practice will continue in 2026 to consistently monitor employee well-being and
target improvements in the working environment.
Actions carried out in 2025
Safety and health culture maturity survey
In October 2025, the Company carried out a survey of 179 employees to assess the
maturity of the safety and health culture. The results of the survey showed that employees
have a positive attitude towards:
• organization of occupational safety and health within the company;
• dissemination of information regarding safety issues;
• managerial involvement.
The outcomes of the survey were communicated to all employees to provide transparent
feedback and foster a common understanding of the safety culture’s strengths and
development opportunities. Drawing on the survey findings, the company prepared a 2026
plan to enhance the Employee safety and health culture. It will be implemented in a
targeted way across the Company to achieve a more mature safety culture.
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Target
2025
Status
The number of serious or fatal accidents to our employees or contractors.
0
Target in progress
S1-14 Health and safety metrics
Health and safety metrics
2025
2024
2023
Number of work-related fatalities and occupational health
cases.
0
0
0
Number of recordable work-related accidents
0
1
1
The total number of hours worked by all employees
609,336
587,068
590,247
Rate of recordable work-related accidents
0
1.70
1.69
Number of cases of recordable work-related ill health.
0
0
0
Number of days lost to work-related injuries and fatalities from
work-related accidents, work-related ill health and fatalities
from ill health.
0
7
6
Number of fatalities due to work-related injuries and work-
related ill-health among non-employees working at the
Company's sites
0
0
0
Note: The company’s occupational health and safety management system is applied to all employees.
The data for 2023-2025 show a consistently high level of occupational safety in the Company and positive trends in recent years.
No deaths from work-related injuries or occupational health disorders were recorded during the reporting period. This confirms
that the Company's prevention system is effective. The number of recorded work-related accidents between 2023 and 2025 is
very low, with only a few isolated incidents. The accident rate remains very low. There were no occupational accidents recorded
in 2025. No work-related health problems were recorded during this period. The number of lost workdays decreased between
2023 and 2024, with 2025 data showing further improvement. This allows the conclusion that the implemented occupational
health and safety measures are consistent and effective. Safety requirements apply not only to employees but also to non-
employees working at the Company's sites. The Company is committed to maintaining a safe working environment and to
continuously improving its safety performance.
Privacy
Impacts, risks and opportunities
Sub-topic: Privacy
Possible negative impact
Inappropriate handling of personal data or cybersecurity breaches can
affect employees' rights.
Risk
Financial risk of personal data breaches (which may result in substantial
fines and claims from data subjects for compensation).
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S1-1 Policies related to employee privacy
S1-2 Processes for engaging about impacts and S1-3 Processes and channels for remediation of negative impacts
Area
Ways of management
Privacy
Employees are regularly informed about privacy and personal data protection
requirements, and consultations are provided as needed. The Company prepares
guidance materials and presentations on key personal data protection topics and
promotes employee engagement and awareness in this area. These processes help to
ensure prevention and timely identification of potential privacy risks in our daily
activities.
S1-4 Taking action on material topics
To manage privacy-related risks and ensure compliance with personal data protection requirements, we implemented the actions
described in the table below, thereby strengthening privacy risk management and personal data protection.
Area
Actions carried out in 2025
Data protection
• Mandatory e-learning on personal data protection was developed and
implemented for employees.
• Personal data protection compliance audits were conducted, which identified no
significant non-compliances; however, areas for improvement were identified
and corresponding actions were planned.
S1-5 Targets related to managing material impacts
The company complies with the accountability principle established in the EU General data protection regulation and consistently
strengthens personal data protection management. Group companies maintain records of personal data processing activities,
prepare privacy notices, carry out other mandatory actions, and ensure that these are properly documented.
We manage personal data protection risks by implementing technical and organizational measures and conducting compliance
audits, which assess the effectiveness of those measures. To ensure a consistent approach, personal data protection processes
are being further standardized across the Group.
In 2024–2025, no significant personal data security breaches were identified in the Company.
Target
Status
Human rights violations (including moderate/high
impact personal data breaches)
0
Target in progress
S3 Affected communities
The Company’s construction and infrastructure maintenance activities may impact local communities, and the reliable operation
of its systems is important for public safety and service continuity. The Company considers this topic material and applies
measures to manage community impact and safety-related risks. Based on the results of the Double Materiality Assessment, the
topic related to land and safety was identified as material due to its potential impact on communities, infrastructure reliability,
cybersecurity, and operational risks. An overview of actual negative impacts and related risks is provided below.
Impacts, risks and opportunities
The key operating principles aimed at ensuring employee privacy and data protection are set out in the Personal data
protection policy. Further information on the implementation of this policy is provided in the section “MDR-P Policies adopted
to manage material sustainability matters”.
In our personal data protection policy, we commit to processing employee data in accordance with the principles of lawfulness,
transparency, data minimisation, and security, and to implementing organisational and technical measures to ensure data
confidentiality and protection in line with the requirements of the EU General Data Protection Regulation. We also ensure
that data are processed solely for clearly defined purposes, retained for a limited period, and that each data subject is able to
exercise their rights.
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Sub-topic: Land and security related impacts
Possible negative impact
Direct activities (construction, maintenance) may impact communities
(noise, vibration, dust, traffic restrictions, etc.),
Risks
Management and mitigation of negative impacts on communities (may
require compensation for damages or technological investments).
Risks
Cyber-attacks, infrastructure failures and disasters can negatively
affect communities if services are disrupted, security incidents occur, or
provision becomes unreliable.
S3-1 Policies related to affected communities
Based on the Double Materiality Assessment, it was determined that the Company’s activities have a material actual negative
impact on local communities in terms of land use and safety, related to infrastructure construction, reconstruction, operation, and
maintenance works. This impact manifests as temporary physical inconveniences, such as noise, vibration, dust, traffic restrictions,
or temporary limitations on land use.
Commitments to protecting human rights in communities are integrated into the Group’s Code of Ethics. It establishes
commitments to respect human rights and freedoms, comply with the Universal Declaration of Human Rights and International
Labour Organization conventions, and fully prohibit discrimination, violence, and harassment. Although no systemic human rights
violations in communities have been identified as a result of the Company’s activities, potential local or temporary negative impacts
are identified, assessed, and managed through preventive and mitigation measures.
The impact on local communities is managed at the project level, taking into account specific territorial, technical, and social
conditions, and in compliance with the policy principles applied across the Group. Amber Grid aims to ensure that, when planning
and implementing projects, solutions that reduce impacts on the environment and communities are applied systematically:
• Waste management. Contractors working on construction projects are obliged to manage waste properly by collecting, sorting and
handing it over to licensed waste handlers. The movement of waste is recorded and controlled, and chemical substances are handled
to prevent their release into soil or groundwater.
• Managing noise and physical impacts. During works, the impact of noise and vibration on local communities is assessed; noisy
operations are carried out only during designated periods, with residents and stakeholders informed in advance.
The key operational principles aimed at reducing community impact are established in the Environmental Protection,
Sustainability, Support and Humanitarian Aid Policies, as well as in the Partners’ Code of Ethics. Further information on the
implementation of these policies is provided in the section “MDR-P Policies adopted to manage material sustainability
matters”.
In our Environmental Protection Policy, we commit to reducing the impact of our activities on communities, providing
opportunities for their engagement in project planning at early stages, collaborating on environmental issues, and ensuring
transparent communication on progress in environmental protection.
The Sustainability policy sets out that in planning and implementing sustainable development actions, we seek the full
involvement of stakeholders, and promote transparent and fair cooperation and dialogue with communities.
In our Support and Humanitarian Aid Policy, we commit to collaborating with communities in whose environment we carry
out activities or implement projects and programs. We place particular emphasis on initiatives that contribute to improving
the well-being of those communities. The requirements for providing support are defined in the Support And Humanitarian
Aid Provision Rules.
We also apply the requirements to our partners. In the Partners Code of Ethics, we have established that work in the vicinity
of communities must be carried out in a way that minimizes negative impacts on community infrastructure or property. If such
impacts occur, proportionate remediation or compensation measures must be applied. In this way, we aim to protect the
interests of local communities and their living, social, and economic environment.
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• Environmental impact assessment. Before starting projects, environmental impact assessments are conducted. These assessments
identify potential negative factors and plan mitigation measures, including the management of working hours, traffic flows, and
equipment use.
Environmental and community-related actions are planned in advance to minimize negative impacts and ensure the quality of life
in the areas where the Company operates. The Company continuously monitors the impact of its activities on local communities
and takes corrective actions when necessary. During the 2022–2025 period, the Company received no reports of human rights
violations in communities related to its activities. This indicates that the applied impact management and prevention measures
were effective.
S3-2 Processes for engaging with affected communities about impacts 
To timely identify, discuss, and manage impacts related to the Company’s activities and to minimize potential negative effects on
community quality of life and the environment, Amber Grid applies consistent local community engagement processes.
Community engagement is considered an essential part of project planning and implementation.
Engagement processes and channels
Description
Trust line
We have implemented whistleblowing channels through which communities can report
concerns (e.g., acts of corruption, non-compliance, environmental violations, etc.). We ensure
the confidentiality and safety of whistleblowers, record and investigate all received reports,
provide responses to the submitters, and protect whistleblowers from adverse
consequences. For more details, see section "G1-1 Corporate culture and business conduct
policies”.
Meetings with communities
We organize meetings with communities and local government representatives to present
planned energy projects, potential negative impacts, and the measures in place to manage
them. We provide opportunities for communities to engage at early stages of project
implementation, raise questions, and submit comments and suggestions for mitigating
negative impacts, while providing responses to their relevant questions during the meetings.
Meetings are scheduled at times convenient for the communities.
Informing through local or national media
Depending on the number of affected individuals or households and the scale of the impact,
we inform about planned projects and activities via local and/or national media outlets as
well as community social media groups, ensuring accessibility and dissemination of
information.
Direct contact with project managers
We provide community representatives with the opportunity to communicate directly with
project managers via email or phone during the implementation of energy projects, report
issues, and express concerns about ongoing works and their potential impacts. Such direct
dialogue allows for the prompt resolution of issues important to the communities.
These engagement processes help ensure that local communities are not only informed but also genuinely involved in decisions
related to the Company’s impact on their environment. This strengthens trust and social dialogue. If community members identify
negative impacts during project implementation or believe that their feedback has not been properly considered, they have the
opportunity to use formal channels for remedying negative impacts and submitting complaints, as described in section S3-3.
The Company’s CEO is responsible for ensuring that representatives of affected communities and other stakeholders are engaged
in the management of actual negative impacts and in decision-making. We do not separately assess the effectiveness of
community engagement.
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S3-3 Processes to remediate negative impacts and channels for affected communities to raise concerns
This section describes the processes and channels applied in cases where negative impacts identified during community
engagement cannot be fully avoided or where potential negative impacts are identified during project implementation.
The Company and the EPSO-G Group have implemented formal, secure, and confidential channels through which affected
communities can provide information on potential negative impacts, express concerns, or report possible violations. These
channels form an integral part of the Company’s impact management system and complement the community engagement
processes.
Community members can report issues related to:
• Potential environmental violations,
• Safety incidents or risks,
• Inappropriate conduct during project implementation,
• Other factors that may have a negative impact on communities or their quality of life.
Reports can be submitted anonymously or with the reporter’s identity disclosed, depending on the chosen channel.
All received reports are reviewed in accordance with mechanisms established at the Group level, ensuring:
• Confidentiality,
• impartial and responsible handling,
• protection of whistleblowers from any potential adverse consequences.
The information received, depending on its nature, is used to plan corrective or preventive actions to remediate identified negative
impacts or to prevent their recurrence in the future.
S3-4 Taking action on material topics
Community impact management is integrated into the Company’s project planning, implementation, and monitoring processes
and is applied on a practical, project-based principle.
Actions aimed at identifying, mitigating, and managing negative impacts on affected communities are implemented during each
project, taking into account the specific location, nature of the works, and potential impacts.
Key measures applied:
• Identification of potential impacts on communities during the project planning stage (noise, vibration, dust, traffic
restrictions, safety);
• Informing and engaging communities before and during the execution of works (see S3-2);
• Applying technical and organizational measures to mitigate negative impacts on the environment and local communities;
• Monitoring contractor activities to ensure compliance with environmental, safety, and waste management requirements;
• Responding to community comments, complaints, or reports through established channels for remedying negative
impacts (see S3-3).
These measures are applied consistently in practice and reviewed during each project to ensure that the Company’s activities do
not cause undue negative impacts on local communities and their safety.
Channels for delivering the message:
• Amber Grid Trust line: sauga@ambergrid.lt
• EPSO-G Trust line: pranesk@epsog.lt
• Online: https://pranesk.epsog.lt
• Phone: +370 612 70606
• Mail: Amber Grid, Laisvės pr. 10, Vilnius.
• Other methods: are disclosed in this report in accordance with the disclosure requirement G1-1.
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The actions implemented by the Company to manage and mitigate negative impacts have been integrated into regular operational
processes and are funded from the overall operating budget. Implementation of these actions does not require any significant
investment or operational expenses and does not involve external funding. We use internal human and organisational resources
to implement our actions. The specific amounts of allocated financial resources are not separately identified or disclosed.
S3-5 Targets related to managing material impacts
Currently, at the Group level, we have not established quantitative targets for managing community-related impacts. The
Company manages community-related issues through applicable policies, actions, and ongoing monitoring, taking into account
the scale, nature, and potential impacts of the energy projects being implemented.
The Company consistently assesses the impact of its activities on local communities and, upon identifying potential material
negative impacts, risks, or changes, takes appropriate measures to protect community interests and ensure sustainable operational
development.
These targets are applied continuously and evaluated throughout the entire project lifecycle—from planning, through
implementation, to project completion. The Company periodically reviews the impact management measures in place and, where
necessary, adjusts them based on actual impacts, community feedback, and the operational risk profile.
A continuous priority for the Company is to ensure that communities living near gas infrastructure are not exposed to health or
safety risks and that no accidents occur due to the actions of the Company or its partners.
Target
Status
Zero accidents affecting people living near gas
infrastructure as a result of the Company’s activities
0
Target in progress
S4 Consumers and end-users
Reliable information on system performance and uninterrupted energy service delivery are essential factors influencing consumer
trust in the energy system. Considering the potential impact of information gaps or service disruptions on end users, the Company
regards these topics as material and integrates information disclosure and service continuity aspects into its operational
management. Based on the results of the Double Materiality Assessment, the topics of access to information and access to
products and services were identified as material due to their potential impact on consumers, as well as related legal, financial,
and reputational risks. An overview of potential negative impacts and associated risks in these areas is provided below.
Impacts, risks and opportunities
Sub-topic: Access to (quality) information
Potential negative impact
Untimely, insufficient, or difficult-to-access information about service
delivery and system performance may negatively affect consumers and
end users, reducing trust in the energy system.
Risk
Insufficient disclosure of information to the public or stakeholders may
lead to lawsuits, fines, and damage to the Company’s reputation.
Sub-topic: Access to products and services
Key targets related to affected communities include:
• Ensuring that infrastructure construction, maintenance, and development works do not cause undue negative
impacts on the safety, health, or quality of life of local communities;
• Timely identification and management of land-related impacts (noise, dust, traffic restrictions, temporary
inconveniences) through preventive and mitigation measures;
• Ensuring transparent communication with local communities and providing opportunities for them to express
feedback or concerns during project planning and implementation;
• Preventing incidents that could threaten human safety or infrastructure reliability.
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Possible negative impact
Infrastructure disruptions, limited system expansion in peripheral areas
or market volatility can affect end-users' access to energy services.
Risk
Disruptions in energy transmission may result in significant
infrastructure restoration costs, require compensation mechanisms, and
lead to potential legal consequences.
S4-1 Policies related to consumers and end-users
To standardize interactions with market participants across the Group and follow best practices, we plan to develop common
customer service guidelines in the future. Additionally, recognizing the importance of managing consumer and end-user issues
and the potential negative impacts in this area, we will seek to review the management and policies related to this topic in the
future.
S4-2 Processes for engaging with consumers and end-users about impacts
We operate on a Business-to-Business (B2B) basis, so the interests and expectations of end energy users are incorporated into
the decision-making process through direct market participants – gas producers, large energy consumers, and other entities in the
energy sector. Based on the insights, needs, and feedback of these stakeholders, we assess the potential impact of our activities
on end users and identify areas for improvement.
Annually, at the Group level, we conduct surveys of market participants (customers) to evaluate service quality, the effectiveness
of collaboration and communication, and other aspects related to service provision. Survey results are used to improve operational
and management processes and enhance engagement with market participants, thereby indirectly reducing potential negative
impacts on end users.
We engage stakeholders following established governance principles. We apply various engagement methods, including
consultations, dialogue, meetings, surveys, and feedback collection. These processes help ensure that the views of market
participants—and, through them, end users—are heard and considered in decision-making.
The Company’s CEOis responsible for ensuring that consumers and end users are engaged in the management of potential
negative impacts and in decision-making.
S3-3 Processes and channels to remediate negative impacts
Amber Grid and EPSO-G have established Trust Lines. These channels are intended to allow consumers, end users, and other
stakeholders to safely and, if desired, anonymously report potential violations or raise concerns. They are used to report possible
cases of corruption, environmental violations, non-compliance, or other issues that could have a negative impact on consumers,
end users, or the public.
All reports are handled in accordance with the principles of confidentiality, impartiality and whistleblower protection, and the
information provided is assessed in accordance with the Group's internal procedures. Where necessary, corrective or preventive
actions are taken to remedy identified violations and mitigate potential negative impacts.
The key operating principles for managing impacts and risks to consumers and end-users are enshrined in our policy
documents. For more information, see "MDR-P Policies adopted to manage material sustainability matters”.
The Code of Ethics sets out the key principles and standards of conduct that guide our operations and the way we maintain
relationships with stakeholders. We apply principles that ensure the protection of end users’ rights and interests: respecting
human rights, maintaining transparency, providing information responsibly, avoiding discrimination, and safeguarding
personal data.
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Other communication channels
We ensure that consumers and end users have accessible, transparent, and effective channels to submit complaints, claims, report potential
negative impacts, or provide feedback on our activities. These channels enable timely identification of issues, assessment of their causes,
and, when necessary, the implementation of corrective measures. Below, we present the main channels through which stakeholders can get
in touch.
Processes and channels
Description
Email
We provide stakeholders with the opportunity to submit inquiries, complaints, or feedback via a
general email address. We have also provided specialized contacts for specific issues (e.g.,
infrastructure, data protection, incidents, or land use).
Telephone contact
We provide customer and stakeholder support through telephone lines, enabling prompt reporting of
issues or access to the necessary information.
Written and oral appeals
We accept formal complaints, claims and requests in writing or orally, in person at the Company's
office.
Direct contacts
On our website, we publish the contacts of responsible departments and employees so that
stakeholders can directly address specific technical, regional, or operational impact issues.
S4-4 Taking action on material topics
Area
Management methods
Access to products and services
Amber Grid operates on a business-to-business (B2B) model and does not supply
products or services directly to end-users. The Company’s services reach end users
indirectly—through energy transmission, exchange, and other market operators.
Within this operating model, the Company manages its impact on end-users by operating
the infrastructure in a reliable, safe and uninterrupted manner, in compliance with
legislation, technical standards and regulatory requirements. This contributes to the
stable functioning of the energy supply chain and protects the interests of end-users.
Detailed information on the EPSO-G Group’s strategic objectives, operational metrics, and
management principles related to service accessibility and energy security is provided in
the “Operational Strategy and Implementation Progress” section of the EPSO-G 2025
Management Report.
Access to (quality) information
The Company recognizes that the accessibility and quality of information are material
factors affecting both direct and end users. Although the Company does not interact
directly with energy end users, it ensures that reliable and timely information is provided
to the public and stakeholders in accordance with applicable legislation and internal
procedures.
Information is disclosed and communicated in line with principles of transparency,
accuracy, and accountability. All stakeholders can submit inquiries or reports through both
anonymous and non-anonymous channels. In this report, the procedures for submitting
and handling reports are disclosed in accordance with the G1-1 disclosure requirement.
S4-5 Targets related to managing material impacts
Whistleblowing channel:
• Amber Grid Trust line: sauga@ambergrid.lt
• EPSO-G Group Trust line: pranesk@epsog.lt
• Online: https://pranesk.epsog.lt
• By phone: +370 612 70606
• By mail: "Amber Grid, Laisvės pr. 10, Vilnius.
• Other methods are disclosed in this report in accordance with the disclosure requirement G1-1.
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At the Group level, we have not currently set specific targets related to managing material negative impacts on consumers and
end users. Recognizing the importance of this topic and based on the results of a gap analysis, we plan to review the management
practices and policies in this area in the future and establish corresponding targets.
The Company consistently monitors the impact of its activities on consumers and end users through systematic risk management,
incident analysis, and stakeholder feedback.
Amber Grid’s targets related to uninterrupted service delivery and customer satisfaction are presented in the table below.
Target
Progress
Status
≥ 80 points Global Customer
Satisfaction Index (GCSI) – among
the world's leading companies
86
Excellent results were achieved in 2023–2025, exceeding
the set target.
Target in progress
Zero unplanned gas transmission
disruptions;
Continuous gas transmission was
maintained, and rapid fault
resolution was ensured
0
No unplanned disruptions occurred in 2023–2025.
Target in progress
6.4. Governance area
G1 Business ethics
Based on the results of the Double Materiality Assessment, Business Ethics has been identified as a material topic for the company
from a governance (G) perspective. The assessment determined that areas related to corporate culture, whistleblower protection,
supplier relationship management (including payment practices), and the prevention of corruption and bribery may have a
significant adverse impact on the company’s transparency, reliability, and stakeholder trust, as well as lead to reputational, legal,
and financial risks.
The information below outlines the key identified impacts and risks, structured according to the material subtopics defined in the
Double Materiality Assessment.
Impacts, risks and opportunities
Sub-topic: Corporate culture
Potential negative impact
Insufficient application of the principles of transparency, accountability,
ethics, and inclusion may negatively affect employee trust,
organizational culture, and relationships with stakeholders.
Risk
Failure to implement sustainability policies, internal ethical standards,
and legal requirements may damage the Company’s reputation and
reduce its access to financing and long-term value.
Sub-topic: Protection of whistleblowers
Potential negative impact
Ineffective reporting and whistleblower protection mechanisms may
lead to breaches of confidentiality and adverse consequences for
whistleblowers. This may undermine the confidence of employees and
other stakeholders in the Company.
Risk
Failure to implement whistleblower protection requirements can
damage a company's reputation, reduce the use of whistleblowing
systems and make them less effective.
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Subtopic Supplier relationship management, including payment practices
Potential negative impact
Supplier non-compliance or insufficient application of responsible
sourcing principles may negatively affect project implementation,
service continuity, and the Company’s operational efficiency.
Selecting unreliable suppliers or conducting procurement inefficiently
may lead to additional costs, project delays, or disruptions in the supply
chain.
Subtopic Corruption and bribery
Potential negative impact
Corruption or other unethical conduct may violate the rights of
employees, partners, and other stakeholders and undermine trust in the
Company.
Risk
Corruption and bribery can disrupt the Company's operations, lead to
legal consequences, financial losses and damage the Company's
reputation.
The actions implemented by the Group to manage and mitigate negative impacts are integrated into our normal business
processes and are financed from our overall operating budget. The implementation of these actions does not require material
additional capital or operating expenditure and is not linked to external financing. The implementation of these actions relies on
internal human and organizational resources. The specific amounts of financial resources allocated are not separately identified
or disclosed.
G1-1 Corporate culture and business conduct policies
The Company actively promotes business ethics and fosters a responsible organizational culture, based on Group-level policy
documents disclosed in the section “MDR-P Policies adopted to manage material sustainability matters”.
Our governance is based on the Group's values and Code of Conduct, which sets out basic standards and principles of conduct.
We consistently emphasize the importance of these principles to employees through training, internal meetings, and daily
operations, with the aim of fostering an ethical, transparent, and responsible organizational culture.
Shaping the Company’s culture
The Company actively fosters its organizational culture with the aim of creating an inclusive work environment that promotes
respect and trust. The culture is developed in a targeted manner through various initiatives and measures that strengthen
employee engagement, a sense of community, and shared responsibility for common goals.
Fostering organizational culture starts at the highest level of management. In line with the Group’s Code of Conduct, managers
are expected to demonstrate personal leadership, uphold ethical standards of conduct, and embed these principles within their
teams. Leadership plays a key role in creating a transparent, fair, and respectful work environment. The Company has defined core
values that provide a common foundation for all organizational activities.
Organizational culture is promoted through the following measures:
• Targeted actions to promote culture. The Company organizes topical initiatives, such as Equal Opportunities Month,
highlighting respect for diversity, inclusion, and equal opportunities. These initiatives enhance employee awareness
and contribute to a harmonious and inclusive workplace.
• Training and education. The Company conducts training and communication campaigns on anti-corruption, ethics,
and compliance. Employees are familiarized with the Group’s Code of Conduct and take part in practical workshops
designed to reinforce the importance of responsible and ethical behaviour.
• Activities for the benefit of society. Events promoting a sense of community and social responsibility are organized,
such as volunteering initiatives and tree-planting campaigns. These efforts enhance team cohesion and contribute to
positive developments within local communities.
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The Company fosters an environment resilient to corruption, where every employee plays an important role. Therefore, all
employees—regardless of their position or functions—are trained in anti-corruption conduct principles.
In 2024, Amber Grid was awarded the International Standard ISO 37001:2016 Anti-bribery management systems –
Requirements with guidance for use certificate confirming that Amber Grid actively promotes business ethics and fosters a
responsible organisational culture.
Whistleblowing channel
A Trust Line is in place at Amber Grid and throughout the Group, providing employees and other stakeholders with a secure and
anonymous channel to report potential violations. Reports may relate to various areas, such as corruption-related activities,
compliance breaches, non-compliance with environmental requirements, or other irregularities.
Employees of the Company and other stakeholders may, without fear of adverse consequences, report suspected violations,
unethical or dishonest conduct either directly or anonymously to the designated responsible person or other employees of the
Prevention Unit through the following channels:
No reports related to corruption were received in 2024–2025.
The operating principles of the Trust Line and information on the protection of reporting persons are described in detail in the
Group's Anticorruption Policy.
These channels enable employees and other stakeholders to report potential violations, unethical, or dishonest conduct in a safe
and confidential manner. The Company ensures that every report is duly examined in accordance with the highest standards of
transparency and confidentiality.
Information on reporting channels and available methods is published on the websites of the Group companies and in the internal
intranet section accessible to employees. The procedure for handling reports is regulated by clearly defined internal policies,
ensuring that all received reports are assessed objectively, professionally, and confidentially, and that appropriate actions are
taken.
Our governance is grounded in the ethical principles set out in the Group’s Code of Conduct, which consistently guide
our day-to-day operations and decision-making:
• Respect for human rights;
• Sharing of information and experience;
• Ensuring diversity, inclusion, and equal opportunities;
• Care for employee health, safety, and well-being;
• Commitment to climate action, environmental protection, and societal well-being;
• Cooperation with communities, supervisory authorities, and organizations;
• Compliance with legal requirements;
• Avoidance of conflicts of interest;
• Protection of personal data and information;
• Zero tolerance for corruption;
• Adherence to a zero-gift rule;
• Engagement only with reliable business partners.
Whistleblowing channels:
• Amber Grid Trust line: sauga@ambergrid.lt
• EPSO-G Trust line: pranesk@epsog.lt
• Online: Safety Line
• By phone: +37061270606
• By mail: Amber Grid's registered office at Laisvės pr. 10, Vilnius
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Protection of whistleblowers
In accordance with national legislation and internal regulations, the Company ensures that whistleblowers who provide
information through the Trust Line are protected from any potential adverse consequences. The confidentiality of whistleblowers
is guaranteed at all stages. Where requested, full anonymity is granted. These safeguards apply in all cases, regardless of whether
the reported information is substantiated.
In line with national legal requirements and the Company’s internal procedures, whistleblowers are provided with a broad range
of protection guarantees. These safeguards apply not only to the whistleblower, but also to his/her family members, protecting
them from any potential negative impact resulting from the disclosure. Retaliation in any form is prohibited, including, but not
limited to, the following actions:
• Temporary suspension from duties or unlawful dismissal;
• Restriction of career development, such as denial of promotion opportunities or suspension of a planned promotion;
• Reassignment, where the whistleblower is transferred to a lower role or a different workplace without objective reasons;
• Unjustified modification of contract terms, e. g., failure to offer a permanent employment contract to an employee who
has a legitimate expectation of receiving one.
Business ethics and anti-corruption
All employees are familiarized with the Group’s Code of Conduct, the primary internal regulation governing business ethics, which
establishes standards for fair, transparent, and responsible conduct.
To ensure adherence to these principles, training sessions are conducted covering business ethics and anti-corruption topics. In
addition, various events are organized to present the Company’s values, principles of conduct, and other key cultural aspects.
Positions at risk of corruption
In accordance with national legislation and the Company’s internal regulations, positions with the highest exposure to corruption
risk have been identified and included in a dedicated list of screened roles. To ensure transparency and public awareness, the list
of screened positions is publicly available on the Company’s website. This enables both employees and stakeholders to
understand which areas of activity receive particular attention in terms of corruption prevention.
G1-2 Management of relationships with suppliers
The Company considers the procurement function to be one of the strategic areas of its operations, contributing to sustainable
growth and effective risk management across the Group. Procurement activities are based on long-term planning, digitalisation,
strengthening of operational resilience, and the application of sustainability principles.
The primary focus is on procurement quality and process compliance; therefore, the most significant procurements are carried out
by employees holding official procurement specialist certifications. This practice helps manage risks related to the procurement
process and ensures a high level of competence.
Contract enforcement
The procurement process incorporates a contract performance and control mechanism that enables monitoring of supplier
activities, evaluation of their capacity to meet contractual obligations, and timely detection of potential issues. Particular attention
is given to working with more vulnerable supplier groups in order to ensure fair competition and long-term cooperation.
In our contracts with partners, we stipulate that:
• Partners, in fulfilling their obligations, comply with the requirements of the Partner Code of Conduct;
• Contracts include enforcement mechanisms such as fines, penalties, and bank guarantees;
• Environmental, social and governance requirements are met.
To ensure transparency and responsible supply chain management, suppliers are required, prior to signing contracts, to
familiarise themselves with the Partner Code of Conduct and confirm their commitment to complying with the principles set
out therein. They are also required to complete a dedicated questionnaire designed to identify supplier behaviour patterns and
potential risks. All suppliers must meet the established requirements and must not have committed environmental or social
violations that would result in their exclusion from procurement procedures.
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We follow the payment obligations set out in contracts and the Law of the Republic of Lithuania on the Prevention of Late Payment
in Commercial Transactions in order to ensure proper and timely payments. The most substantial purchases are made by
employees certified as Procurement Officers, thereby managing compliance risk.
International and national sanctions
We systematically implement international sanctions requirements. In all ongoing procurements, we screen the partners with
whom we plan to conclude contracts for the applicability of sanctions. If a partner is found to be subject to international sanctions,
we do not enter into contracts, and if such a fact becomes apparent during contract performance, we take steps to terminate the
contracts.
In line with the national security policy direction, the Group refrains from awarding or executing procurement contracts with
suppliers linked to hostile states or territories:
• We apply additional requirements for the procurement of technical equipment, software, and maintenance or support services;
• We also seek to reduce dependence on product manufacturers and suppliers that do not meet the criteria of European and
transatlantic integration, i.e. those not established or registered in Member States of the EU, the North Atlantic Treaty Organization,
the European Economic Area, and/or the Organisation for Economic Co-operation and Development.
Contractual obligations of the partners as set out in the Code of Conduct
Zero tolerance of bribery, graft, influence peddling, money laundering, abuse of office and (or) other forms of corruption.
Avoid engaging in any illegal agreements or arrangements that hinder fair competition, including entering into cartels with competitors, such as
sharing or allocating markets or customers, or colluding on prices.
Reducing dependence on product manufacturers and suppliers which do not meet the criteria for European and transatlantic integration, i.e. are
not established or registered in the Member States of the European Union, the North Atlantic Treaty Organisation, the European Economic Area
and (or) the Organisation for Economic Co-operation and Development.
Maintaining transparent, harmonious and cooperative business relationships in line with the PCE and the Anti-Corruption Policy.
Measures for the implementation of the Partner Code of Conduct
The Code of Conduct is publicly disclosed and accessible to all partners.
Partners confirm their commitment to complying with the provisions of the Code of Conduct when entering into contracts.
Partners complete compliance due diligence questionnaires.
An information system is used for the screening process, ensuring data collection and monitoring.
The collected data are analysed, and based on the results, recommendations are provided and improvement measures are identified.
Partners are offered informational and training events aimed at strengthening the implementation of the provisions of the Code of Conduct.
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Sustainable supply chain
We aim to manage risks and reduce negative impacts on participants in the value and supply chains; therefore, in the Group’s
long-term operational strategy approved in 2025, we have set a strategic direction – ensuring a sustainable supply chain. This
direction includes the implementation of sustainable and responsible business practices and active cooperation with operational
partners to achieve common sustainability objectives. We are committed to transitioning to circular procurement by 2035, i.e.
integrating circularity principles into the procurement process, under which the life-cycle costs of the goods, services, and works
procured will be assessed and other established circularity criteria (e.g. recyclability, etc.) will be applied. We will also seek to
encourage partners to set and implement GHG reduction targets in accordance with a methodology to be developed in the near
term (2026–2027) in cooperation with experts and partners.
Procurement is carried out in accordance with the requirements set out in the Law of the Republic of Lithuania on Public
Procurement and the Law of the Republic of Lithuania on Procurement by Contracting Entities Operating in the Water
Management, Energy, Transport or Postal Services Sectors. Therefore, only partners that meet the environmental and/or social
requirements set by law can participate in procurement. At least one green criterion is applied in all public procurements; therefore,
100% of the public procurements carried out are considered green. Since 2024, we have also applied social criteria; in 2025, such
procurements accounted for more than 6.3% in the Company.
We organise internal employee training on social and environmental performance topics in order to improve their skills and
knowledge in the area of sustainability-driven procurement and the related procurement processes.
In 2025, we received a letter of appreciation from the Public Procurement Office for promoting socially responsible procurement
within the EPSO-G group of companies. This recognition reflects the consistent efforts of the entire Group – including the Company
– to integrate social responsibility principles into procurement processes.
Target
Target value
Progress towards targets
Status
Reduce GHG emissions in the
supply chain
Include at least 50% of suppliers in
GHG reduction requirements by
2035
The application of criteria is planned to
start in 2027
New target
Transition to circular
procurement: integrate circularity
principles and criteria into
procurement
Implement circular procurement
from 2035
The application of criteria is planned to
start in 2027
New target
Increase the number of green
procurements
100% of procurements must meet
green procurement requirements
In 2025, all procurements were carried
out applying green criteria
Target in progress
Increase the number of
procurements applying social
criteria
Social criteria must be applied to
more than 7% of procurements
In 2025, social criteria were applied in
more than 6.3% of procurements. The
target has not yet been achieved;
however, we observe a steady increase
in the indicator from 0% in 2023 and
continue to integrate the criteria into
procurement processes.
Target not achieved
G1-3 Prevention and detection of corruption and bribery
We are committed to operating transparently, openly, and lawfully; therefore, we apply a zero-tolerance approach to corruption
in our activities – we do not tolerate corruption or any related practices. We continuously assess potential corruption risks and,
once identified, implement measures to manage them.
"
It should be noted that the majority of the Group’s suppliers are local businesses – accounting for more than
80% by number of contracts concluded (more than in 2024). This promotes local economic growth and
cooperation with reliable and socially responsible partners.
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Anti-corruption activities are carried out in accordance with legal requirements, best practice, and by implementing the principles
of an anti-corruption management system in line with the international standard ISO 37001:2016.
The Anti-Corruption Policy is the key document governing our anti-corruption activities, setting out the principles of anti-
corruption and defining the rights and responsibilities of persons involved in these activities. This policy has been developed in
accordance with the above-mentioned international standard ISO 37001:2016, the United Nations Convention against Corruption,
the legal acts of the Republic of Lithuania regulating anti-corruption activities, and good practice. We introduce this policy to
stakeholders by publishing it on our website, and in contracts concluded with partners we have established an obligation to
familiarise themselves with and comply with it.
Employees are trained on corruption prevention and anti-corruption behaviour using measures approved at Group level. Our
general corruption prevention training includes the analysis of practical situations and examples that help identify corruption risks
and conduct that may raise concerns regarding transparency.
We continuously identify and assess corruption risk factors, implement measures to manage them and analyse their effectiveness.
Company executives do not participate in the examination of incidents potentially related to corruption. This is intended to ensure
objectivity and impartiality. This function is carried out by a dedicated organisational unit with the necessary competences and
authority to conduct investigations in accordance with established procedures and confidentiality principles.
In line with the Procedure for Conducting Internal Investigations, an Internal Investigation Report is prepared and submitted to
the Chief Executive Officer. Where necessary, it may also be provided to the heads of relevant units, but only to the extent required
for the performance of their functions and for decision-making related to the investigation findings.
A dedicated Corruption Prevention section has been created on the Company’s website, where stakeholders can find key
information about the Company’s anti-corruption activities. This section provides:
• Legal acts governing anti-corruption activities.
• Measures applied for the prevention and control of corruption.
• Links to relevant documents providing detailed information on applicable ethical and transparency standards.
• Contact information for those wishing to submit enquiries or reports.
In order to identify, assess and manage potential corruption risks, the Company implements the measures set out in the Anti-
Corruption Policy. These measures ensure transparent, accountable, and ethical operations and help strengthen
organisational culture:
• Restrictions on the acceptance and giving of gifts. To prevent potential conflicts of interest, the Company has established rules
governing the acceptance and giving of gifts as well as the provision of support.
• Measures to management of interests. Measures ensuring the primacy of the Group’s interests are implemented to enable
transparent and objective decision-making, and the interests of employees and members of collegial bodies are managed.
• Screening of business partners. To avoid cooperation with dishonest or unreliable companies, an assessment of partners’
reliability is carried out.
• Ensuring personnel integrity. Procedures are applied to assess the honesty and reliability of employees, particularly when filling
positions associated with a higher risk of corruption.
• Trust Line A functioning channel through which employees and other stakeholders can anonymously report potential violations
or indications of corruption.
• Internal investigations. All potential violations, including those that may have indications of corruption, are investigated in
accordance with the established procedure for internal investigations.
• Transparency of transactions. Transactions are subject to transparency measures to avoid possible manipulation or opaque
arrangements.
• Anti-corruption awareness. Through training, communication, and targeted actions, employees are encouraged to maintain zero
tolerance for corruption and are equipped with the skills to act responsibly.
• Transparent procurement. Procurements within the Group’s companies are carried out in accordance with the principles of
transparency, competitiveness, and fairness.
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All this information is available in Lithuanian and English to ensure accessibility for both local and international stakeholders.
Information related to anti-corruption activities is provided to employees through an internal communication channel – the intranet
– in a dedicated section. Employees are regularly informed about relevant corruption prevention issues as needed. In addition, all
employees are formally introduced, through the document management system, to the legal acts governing anti-corruption
activities.
These measures ensure that both the Company's employees and external partners have a clear understanding of the principles
of anti-corruption, their importance and the responsibility for compliance with them.
G1-4 Incidents of corruption or bribery
During the period 2022–2025, no corruption cases were identified or confirmed at Amber Grid. No convictions for violations of
anti-corruption or anti-bribery laws were issued during this period. The Company was also not subject to any fines or other
sanctions related to such violations.
These results confirm Amber Grid’s consistent efforts to implement the principles of transparency and responsible conduct,
ensuring that all processes comply with the highest ethical standards.
Anti-corruption metrics
2025
2024
2023
Confirmed incidents of corruption
0
0
0
Staff members sanctioned or dismissed for corruption
0
0
0
Corruption-related lawsuits against the Company / employees
0
0
0
Identified corruption cases that resulted in contracts with business partners
not being concluded or renewed
0
0
0
G1-5 Lobbying activities
To ensure that suppliers comply with the highest ethical standards, Amber Grid introduces them to the Group’s Partner Code
of Conduct during the procurement process. This Code sets out the key principles of ethical conduct, including anti-corruption
provisions, which the Company expects all its partners and suppliers to comply with.
Corruption prevention measures and training
To foster a culture of transparency and responsibility within the company, Amber Grid consistently organises targeted anti-
corruption training. Employee development includes a range of activities designed both for all employees and for specific
target groups:
• Training for all newly hired employees. Each new employee is introduced to the principles of anti-corruption, the
Code of Conduct, and the anti-corruption standards established by the Company.
• Events and seminars with guest speakers. Seminars and events with experts and guest speakers are organised on
a regular basis to present practical aspects of corruption prevention and share good practice.
• Ad hoc training. Targeted training is organised for all employees or specific groups depending on their roles and
areas of responsibility. These trainings help to improve knowledge and skills related to corruption prevention.
• Communication through newsletters and meetings. Regular communication on corruption prevention issues is
carried out through newsletters, emails and working meetings. This helps continuously remind employees of their
responsibility to comply with ethics and transparency standards.
Anonymous Zero Tolerance for Corruption Survey An anonymous survey is carried out annually to assess the level of anti-
corruption culture in the company and identify areas for improvement. The survey results help further enhance training
programmes and related measures.
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We do not engage in lobbying or political activities.
G1-6 Payment practices
The Company aims to ensure clear and transparent payment terms that allow for smooth cooperation with suppliers. In 2025, the
Company’s average payment period for all invoices was 27.3 days (2024: 27.4 days).
Main contractual payment terms:
• 8 calendar days from the date of invoicing – applies to 2.7% of all invoices.
• 14 calendar days from the date of invoicing – applies to 3.6% of all invoices.
• 17 calendar days from the date of invoicing - applies to 10.9% of all invoices.
• 30 calendar days from the date of invoicing – applies to 82.8% of all invoices.
The payment analysis covers all payments made in 2025, including invoices issued in previous periods. Advance payments and
advances paid to accountable persons are not included in the calculations.
The company currently has no ongoing disputes over late payments to suppliers.
To ensure financial stability in the supply chain, the Company follows a responsible payment policy. Clearly defined payment
terms enable suppliers to plan their cash flows, while timely payments contribute to trust-based business relationships.
6.5. Annexes
EU Taxonomy regulation indicators
The European Union (EU) Taxonomy Regulation (EU) 2020/852 and its associated delegated acts (hereinafter referred to as the
Taxonomy) establish a classification system for environmentally sustainable economic activities. This system aims to promote
private investment in activities that contribute to achieving the goals of the European Green Deal. The Taxonomy sets out
science-based criteria for assessing the sustainability of economic activities and establishes corporate accountability and
reporting obligations.
Amber Grid's identification of taxonomy-aligned economic activities, assessment of compliance with technical screening criteria,
evaluation of climate-related risks and vulnerabilities, assessment of compliance with minimum safeguards, and calculation of
taxonomy-non-eligible activity indicators are presented in EPSO-G's Integrated Annual Report 2025, in the section "Disclosure
under the EU Taxonomy Regulation".
Below are the tables of Amber Grid's Taxonomy indicators (revenue, capital expenditure, and operating expenditure), prepared
in accordance with the requirements and templates of the European Commission's Delegated Regulation (EU) 2021/2178.
We comply with the payment terms set out in contracts with business partners and apply the principle of non-discrimination;
therefore, small and medium-sized enterprises are subject to the same payment conditions as large companies.
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Table of contents ↑
Turnover according to EU Taxonomy, 2025
Substantial contribution criteria
Do no significant harm criteria
Economic activity
Code
Turnover
Proportion
of turnover
year 2025
Climate change mitigation
Climate change adaptation
Water
Pollution
Circular economy
Biodiversity
Climate change mitigation
Climate change adaptation
Water
Pollution
Circular economy
Biodiversity
Minimum safeguards
Proportion of taxonomy
-
aligned turnover, 2024 (%)
Enabling activities (E)
Transition activities (T)
A. TAXONOMY
ELIGIBLE
ACTIVITIES
million
Eur
%
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y / N
Y / N
Y / N
Y / N
Y / N
Y / N
Y / N
%
E
T
A.1 Environmentally sustainable activities (Taxonomy-aligned)
Electricity
generation using
solar photovoltaic
technology
CCM 4.1. /
CCA 4.1.
0
0%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0%
-
Transmission and
distribution
networks for
renewable and low-
carbon gases
CCM 4.14. /
CCA 4.14.
0.3
0.4%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0.2%
-
Installation,
maintenance and
repair of charging
stations for electric
vehicles in buildings
(and parking spaces
attached to
buildings)
CCM 7.4. /
CCA 7.4.
0
0%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0%
E
Turnover of
environmentally
sustainable
activities
(Taxonomy-
aligned) (A.1)
0.3
0.4%
-
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0.2%
159
AMBER GRID SUSTAINABILITY REPORT 2025
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Table of contents ↑
Of which:
enabling activities
0
0
-
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0
E
Of which:
Transitional
activities
-
-
-
-
-
-
-
-
-
-
-
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
Transport by
motorbikes,
passenger cars and
light commercial
vehicles.
CCM 6.5. /
CCA 6.5.
0
0%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0%
Renovation of
existing buildings
CCM 7.2. /
CCA 7.2.
0
0%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0%
Turnover of
Taxonomy-eligible
but not
environmentally
sustainable
activities (not
Taxonomy-aligned
activities) (A.2)
0
%
-
-
-
-
-
-
0%
Turnover of
Taxonomy-eligible
activities (A.1+A.2)
0.3
0.4%
-
-
-
-
-
-
0.2%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Turnover of
Taxonomy-non-
eligible activities
69.4
99.6%
99.8%
Total (A+B)
69.7
100%
100%
Explanation of abbreviations:
EL – Taxonomy-eligible activity for the relevant objective
N/EL – Not eligible, Taxonomy-non-eligible activity for the relevant environmental objective
Y – Yes, Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective
N – No, Taxonomy-eligible but not Taxonomy-aligned activity with the relevant environmental objective
N/EL – Not eligible, Taxonomy-non-eligible activity for the relevant environmental objective
160
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Table of contents ↑
Capital Expenditure (CapEx) under the EU Taxonomy 2025
Substantial contribution
criteria
Do no significant harm criteria
Economic activity
Code
CapEx
Proportion
of CapEx,
2025
Climate change mitigation
Climate change adaptation
Water
Pollution
Circular economy
Biodiversity
Climate change mitigation
Climate change adaptation
Water
Pollution
Circular economy
Biodiversity
Minimum safeguards
Proportion of taxonomy
-
aligned
CapEx
, 2024 (%)
Enabling activities (E)
Transition activities (T)
A. TAXONOMY ELIGIBLE
ACTIVITIES
million
Eur
%
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y / N
Y / N
Y / N
Y / N
Y / N
Y / N
Y / N
%
E
T
A.1 Environmentally sustainable activities (Taxonomy-aligned)
Electricity
generation using
solar photovoltaic
technology
CCM 4.1. /
CCA 4.1.
0.02
0%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0%
-
Transmission and
distribution
networks for
renewable and low-
carbon gases
CCM 4.14. /
CCA 4.14.
0
0%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0%
-
Installation,
maintenance and
repair of charging
stations for electric
vehicles in buildings
(and parking spaces
attached to
buildings)
CCM 7.4. /
CCA 7.4.
0
0.5%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0.7%
E
CapEx of
environmentally
sustainable
activities
(Taxonomy-
aligned) (A.1)
0.1
0.5%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0.7%
161
AMBER GRID SUSTAINABILITY REPORT 2025
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Table of contents ↑
Of which:
enabling activities
0
0
-
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0
E
Of which:
Transitional
activities
-
-
-
-
-
-
-
-
-
-
-
-
A.2 Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
Transport by
motorbikes,
passenger cars and
light commercial
vehicles.
CCM 6.5. /
CCA 6.5.
0
0%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
1.4%
Renovation of
existing buildings
CCM 7.2. /
CCA 7.2.
0.3
1.6%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
19.4%
CapEx of
Taxonomy-eligible
but not
environmentally
sustainable
activities (not
Taxonomy-aligned
activities) (A.2)
0.3
1.6%
0
-
-
-
-
-
20.8%
CapEx of
Taxonomy-eligible
activities (A.1+A.2)
0.4
2.1%
0
-
-
-
-
-
21.5%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Capex of
Taxonomy-non-
eligible activities
16.7
99.7%
78.5%
Total (A+B)
16.8
100%
100%
Explanation of abbreviations:
EL – Taxonomy-eligible activity for the relevant objective Y – Yes, Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective
162
AMBER GRID SUSTAINABILITY REPORT 2025
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Table of contents ↑
N – No, Taxonomy-eligible but not Taxonomy-aligned activity with the relevant environmental objective N/EL – Not eligible, Taxonomy-non-eligible activity for the relevant environmental objective
Operating Expenditure (OpEx) under the EU Taxonomy 2025
Substantial contribution criteria
Do no significant harm criteria
Economic activity
Code
OpEx
Proportion
of OpEx,
2025
Climate change mitigation
Climate change adaptation
Water
Pollution
Circular economy
Biodiversity
Climate change mitigation
Climate change adaptation
Water
Pollution
Circular economy
Biodiversity
Minimum safeguards
Percentage of taxonomy
-aligned
activity expenditure, 2024 (%)
Enabling activities (E)
Transition activities (T)
A. TAXONOMY
ELIGIBLE ACTIVITIES
million
Eur
%
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y/ N/
N/EL
Y / N
Y / N
Y / N
Y / N
Y / N
Y / N
Y / N
%
E
T
A.1 Environmentally sustainable activities (Taxonomy-aligned)
Electricity generation
using solar
photovoltaic
technology
CCM 4.1. /
CCA 4.1.
0.0
0.1%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0%
-
Transmission and
distribution networks
for renewable and
low-carbon gases
CCM 4.14.
/ CCA
4.14.
0.0
0%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0%
-
Installation,
maintenance and
repair of charging
stations for electric
vehicles in buildings
(and parking spaces
attached to buildings)
CCM 7.4. /
CCA 7.4.
0.1
0%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0%
E
OpEx of
environmentally
sustainable activities
(Taxonomy-aligned)
(A.1)
0.1
0.1%
Y
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0%
163
AMBER GRID SUSTAINABILITY REPORT 2025
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Table of contents ↑
Of which:
enabling activities
0
0
-
N
N/EL
N/EL
N/EL
N/EL
Y
Y
Y
Y
Y
Y
Y
0
E
Of which:
Transitional activities
-
-
-
-
-
-
-
-
-
-
-
-
A.2 Taxonomy-eligible but not
environmentally sustainable
activities (not Taxonomy-aligned
activities)
Transport by
motorbikes,
passenger cars and
light commercial
vehicles.
CCM 6.5. /
CCA 6.5.
0.03
0.2%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0.2%
Renovation of existing
buildings
CCM 7.2. /
CCA 7.2.
0
0%
EL
N/EL
N/EL
N/EL
N/EL
N/EL
0%
OpEx of Taxonomy-
eligible but not
environmentally
sustainable activities
(not Taxonomy-
aligned activities)
(A.2)
0.03
0.2%
0
-
-
-
-
-
0.2%
OpEx of Taxonomy-
eligible activities
(A.1+A.2)
0.05
0.3%
0
-
-
-
-
-
0.2%
B. TAXONOMY-NON-ELIGIBLE
ACTIVITIES
OpEx of Taxonomy-
non-eligible activities
20.5
100%
99.8%
Total (A+B)
20.9
100%
100%
Explanation of abbreviations:
EL – Taxonomy-eligible activity for the relevant objective
N/EL – Not eligible, Taxonomy-non-eligible activity for the relevant environmental objective
Y – Yes, Taxonomy-eligible and Taxonomy-aligned activity with the relevant environmental objective
N – No, Taxonomy-eligible but not Taxonomy-aligned activity with the relevant environmental objective
N/EL – Not eligible, Taxonomy-non-eligible activity for the relevant environmental objective
164
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ESRS IRO-2 Index of disclosure requirements complied with in preparing the report
ESRS 2 General Disclosures
Disclosure requirements
Page
1. Basis for preparation
BP-1
General basis for preparation of sustainability statements
64
BP-2
Disclosures in relation to specific circumstances
64
2. Governance
GOV-1
The role of the administrative, management and supervisory bodies
65
GOV-2
Information provided to and sustainability matters addressed by the undertaking’s
administrative, management and supervisory bodies
66
GOV-3
Integration of sustainability-related performance in incentive schemes
66
GOV-4
Statement on due diligence
67
GOV-5
Risk management and internal controls over sustainability reporting
67
3. Strategy
SBM-1
Strategy, business model and value chain
68
SBM-2
Interests and views of stakeholders
75
SBM-3
Material impacts, risks and opportunities and their interaction with strategy and
business model
77
4. Impact, risk and opportunity management
4.1 Disclosures on the materiality assessment process
IRO-1
Description of the process to identify and assess material impacts, risks and
pportunities"
77
IRO-2
Disclosure Requirements in ESRS covered by the undertaking’s sustainability
statement
88
4.2 Minimum disclosure requirement on policies and actions
Policies MDR-P
Policies adopted to manage material sustainability matters
89
Actions MDR-A
Actions and resources in relation to material sustainability matters
89
5. Metrics and targets
Metrics MDR-M
Metrics in relation to material sustainability matters
89
Targets MDR-T
Tracking effectiveness of policies and actions through targets
89
Environmental topics
ESRS E1 Climate Change
Governance
E1 ESRS 2 GOV-3
Integration of sustainability-related performance in incentive schemes
66
Strategy
E1-1
Transition plan for climate change mitigation
91
E1 ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and
business model
77
Impact, risk and opportunity management
E1 ESRS 2 IRO-1
Description of the processes to identify and assess material climate-related
impacts, risks and opportunities
77
E1-2
Policies related to climate change mitigation and adaptation
97
E1-3
Actions and resources in relation to climate change policies
97
Metrics and targets
165
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
E1-4
Targets related to climate change mitigation and adaptation
102
E1-5
Energy consumption and mix
105
E1-6
Gross Scopes 1, 2, 3 and Total GHG emissions
107
E1-7
GHG removals and GHG mitigation projects financed through carbon credits
111
E1-8
Internal carbon pricing
111
E1-9
Anticipated financial effects from material physical and transition risks and potential
climate-related opportunities
111
ESRS E2 Pollution
Impact, risk and opportunity management
E2 ESRS 2 IRO-1
Description of the processes to identify and assess material pollution-related
impacts, risks and opportunities
77
E2-1
Policies related to pollution
112
E2-2
Actions and resources related to pollution
112
Metrics and targets
E2-3
Targets related to pollution
113
E2-4
Pollution of air, water and soil
113
E2-5
Substances of concern and substances of very high concern
Not material
E2-6
Anticipated financial effects from pollution-related impacts, risks and opportunities
114
ESRS E4 Biodiversity and ecosystems
Strategy
E4-1
Transition plan and consideration of biodiversity and ecosystems in strategy and
business model
115
E4 ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and
business model
77
Impact, risk and opportunity management
E4 ESRS 2 IRO-1
Description of processes to identify and assess material biodiversity and
ecosystem-related impacts, risks and opportunities
77
E4-2
Policies related to biodiversity and ecosystems
115
E4-3
Actions and resources related to biodiversity and ecosystems
116
Metrics and targets
E4-4
Targets related to biodiversity and ecosystems
119
E4-5
Impact metrics related to biodiversity and ecosystems change
119
E4-6
Anticipated financial effects from biodiversity and ecosystem-related risks and
opportunities
119
ESRS E5 Resource use and circular economy
Impact, risk and opportunity management
E5 ESRS 2 IRO-1
Description of the processes to identify and assess material resource use and
circular economy-related impacts, risks and opportunities
77
E5-1
Policies related to resource use and the circular economy
120
E5-2
Actions and resources related to resource use and circular economy
120
Metrics and targets
E5-3
Targets related to resource use and circular economy
121
E5-4
Resource inflows
121
E5-5
Resource outflows
122
E5-6
Anticipated financial effects from resource use and circular economy-related
impacts, risks and opportunities
124
166
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
Social topics
ESRS S1 Own workforce
Strategy
S1 ESRS 2 SBM-2
Interests and views of stakeholders
75
S1 ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and
business model
77
Impact, risk and opportunity management
S1-1
Policies related to own workforce
126, 145, 149
S1-2
Processes for engaging with own workers and workers’ representatives about
impacts
127, 145, 149
S1-3
Processes to remediate negative impacts and channels for own workers to raise
concerns
127, 145, 149
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
130, 146, 149
Metrics and targets
S1-5
Targets related to managing material negative impacts, advancing positive impacts,
and managing material risks and opportunities
135, 147, 149
S1-6
Characteristics of the undertaking’s employees
136
S1-7
Characteristics of non-employee workers in the undertaking’s own workforce
139
S1-8
Collective bargaining coverage and social dialogue
140
S1-9
Diversity metrics
140
S1-10
Adequate wages
141
S1-11
Social protection
141
S1-12
Persons with disabilities
142
S1-13
Training and skills development metrics
142
S1-14
Health and safety metrics
148
S1-15
Work-life balance metrics
144
S1-16
Compensation metrics (pay gap and total compensation)
144
S1-17
Incidents, complaints and severe human rights impacts
145
ESRS S3 Affected communities
Strategy
S3 ESRS 2 SBM-2
Interests and views of stakeholders
75
S3 ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and
business model
77
Impact, risk and opportunity management
S3-1
Policies related to affected communities
150
S3-2
Processes for engaging with affected communities about impacts
151
S3-3
Processes to remediate negative impacts and channels for affected communities to
raise concerns
152
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
152
Metrics and targets
S3-5
Targets related to managing material negative impacts, advancing positive impacts,
and managing material risks and opportunities
153
ESRS S4 Consumers and end-users
Strategy
167
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
S4 ESRS 2 SBM-2
Interests and views of stakeholders
75
S4 ESRS 2 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and
business model
77
Impact, risk and opportunity management
S4-1
Policies related to consumers and end-users
154
S4-2
Processes for engaging with consumers and end-users about impacts
154
S4-3
Processes to remediate negative impacts and channels for consumers and end-
users to raise concerns
154
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
155
Metrics and targets
S4-5
Targets related to managing material negative impacts, advancing positive impacts,
and managing material risks and opportunities
156
Governance topics
ESRS G1 Business Conduct
Governance
G1 ESRS 2 GOV-1
The role of the administrative, supervisory and management bodies
65
Impact, risk and opportunity management
G1 ESRS 2 IRO-1
Description of the process to identify and assess material impacts, risks and
pportunities"
77
G1-1
Business conduct policies and corporate culture
158
G1-2
Management of relationships with suppliers
160
G1-3
Prevention and detection of corruption and bribery
164
Metrics and targets
G1-4
Confirmed incidents of corruption or bribery
166
G1-5
Political influence and lobbying activities
166
G1-6
Payment practices
166
List of data points from horizontal and topical standards required under other EU legislation
Disclosure requirement
and related data point
SFDR
reference
Pillar 3
reference
Benchmark Regulation
reference
EU
Climate Law
reference
Page
ESRS 2 GOV-1
Board's gender diversity
paragraph 21 (d)
Indicator
number 13 of
Table #1 of
Annex 1
Commission Delegated
Regulation (EU)
2020/1816, Annex II
65
ESRS 2 GOV-1
Percentage of board members
who are independent
paragraph 21 (e)
Delegated Regulation (EU)
2020/1816, Annex II
65
ESRS 2 GOV-4
Statement on due diligence
paragraph 30
Indicator
number 10
Table #3 of
Annex 1
67
ESRS 2 SBM-1
Involvement in activities
related to fossil fuel activities
paragraph 40 (d) i
Indicators
number 4
Table #1 of
Annex 1
Article 449a
Regulation (EU)
No 575/2013;
Commission
Implementing
Regulation (EU)
Delegated Regulation (EU)
2020/1816, Annex II
68
168
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
Disclosure requirement
and related data point
SFDR
reference
Pillar 3
reference
Benchmark Regulation
reference
EU
Climate Law
reference
Page
2022/2453
Table
1: Qualitative
information on
Environmental risk
and Table 2:
Qualitative
information on
Social risk
ESRS 2 SBM-1
Involvement in activities
related to chemical production
paragraph 40 (d) ii
Indicator
number 9
Table #2 of
Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Not applicable
ESRS 2 SBM-1
Involvement in activities
related to controversial
weapons paragraph 40 (d) iii
Indicator
number 14
Table #1 of
Annex 1
Delegated Regulation (EU)
2020/1818
7
, Article 12(1)
Delegated Regulation (EU)
2020/1816, Annex II
Not applicable
ESRS 2 SBM-1
Involvement in activities
related to cultivation and
production of tobacco
paragraph 40 (d) iv
Delegated Regulation (EU)
2020/1818, Article 12(1)
Delegated Regulation (EU)
2020/1816, Annex II
Not applicable
ESRS E1-1
Transition plan to reach
climate neutrality by 2050
paragraph 14
Regulation (EU)
2021/1119,
Article 2(1)
91
ESRS E1-1
Undertakings excluded from
Paris-aligned Benchmarks
paragraph 16 (g)
Article 449a
Regulation (EU)
No 575/2013;
Commission
Implementing
Regulation (EU)
2022/2453
Template 1:
Banking book-
Climate Change
transition risk:
Credit quality of
exposures by
sector, emissions
and residual
maturity
Delegated Regulation (EU)
2020/1818, Article12.1 (d)
to (g), and Article 12.2
91
ESRS E1-4
GHG emission reduction
targets
paragraph 34
Indicator
number 4
Table #2 of
Annex 1
Article 449a
Regulation (EU)
No 575/2013;
Commission
Implementing
Regulation (EU)
2022/2453
Template 3:
Banking book –
Climate Change
transition risk:
alignment metrics
Delegated Regulation (EU)
2020/1818, Article 6
102
ESRS E1-5
Energy consumption from
fossil sources disaggregated
Indicator
number 5
Table #1 and
Indicator n. 5
105
169
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
Disclosure requirement
and related data point
SFDR
reference
Pillar 3
reference
Benchmark Regulation
reference
EU
Climate Law
reference
Page
by sources (only high climate
impact sectors) paragraph 38
Table #2 of
Annex 1
ESRS E1-5 Energy
consumption and mix
paragraph 37
Indicator
number 5
Table #1 of
Annex 1
105
ESRS E1-5
Energy intensity associated
with activities in high climate
impact sectors paragraphs 40
to 43
Indicator
number 6
Table #1 of
Annex 1
105
ESRS E1-6
Gross Scope 1, 2, 3 and Total
GHG emissions paragraph 44
Indicators
number 1
and 2 Table
#1 of Annex
1
Article 449a;
Regulation (EU)
No 575/2013;
Commission
Implementing
Regulation (EU)
2022/2453
Template 1:
Banking book –
Climate Change
transition risk:
Credit quality of
exposures by
sector, emissions
and residual
maturity
Delegated Regulation (EU)
2020/1818, Article 5(1), 6
and 8(1)
107
ESRS E1-6
Gross GHG emissions
intensity paragraphs 53 to 55
Indicators
number 3
Table #1 of
Annex 1
Article 449a
Regulation (EU)
No 575/2013;
Commission
Implementing
Regulation (EU)
2022/2453
Template 3:
Banking book –
Climate Change
transition risk:
alignment metrics
Delegated Regulation (EU)
2020/1818, Article 8(1)
107
ESRS E1-7
GHG removals and carbon
credits paragraph 56
Regulation (EU)
2021/1119,
Article 2(1)
111
ESRS E1-9
Exposure of the benchmark
portfolio to climate-related
physical risks paragraph 66
Delegated Regulation (EU)
2020/1818, Annex II
Delegated Regulation (EU)
2020/1816, Annex II
Phased-in
disclosure
requirement
.
ESRS E1-9
Disaggregation of monetary
amounts by acute and chronic
physical risk paragraph 66 (a)
ESRS E1-9
Location of significant assets
at material physical risk
paragraph 66 (c).
Article 449a
Regulation (EU)
No 575/2013;
Commission
Implementing
Regulation (EU)
2022/2453
paragraphs 46
and 47; Template
5: Banking book -
Climate change
Phased-in
disclosure
requirement
.
170
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Content ↑
Disclosure requirement
and related data point
SFDR
reference
Pillar 3
reference
Benchmark Regulation
reference
EU
Climate Law
reference
Page
physical risk:
Exposures subject
to physical risk.
ESRS E1-9 Breakdown of the
carrying value of its real
estate assets by energy-
efficiency classes paragraph
67 (c).
Article 449a
Regulation (EU)
No 575/2013;
Commission
Implementing
Regulation (EU)
2022/2453
paragraph
34;Template 2:
Banking book -
Climate Change
transition risk:
Loans
collateralised by
immovable
property - Energy
efficiency of the
collateral
Phased-in
disclosure
requirement
ESRS E1-9
Degree of exposure of the
portfolio to climate- related
opportunities paragraph 69
Delegated Regulation (EU)
2020/1818, Annex II
Phased-in
disclosure
requirement
ESRS E2-4
Amount of each pollutant
listed in Annex II of the E-
PRTR Regulation (European
Pollutant Release and
Transfer Register) emitted to
air, water and soil, paragraph
28
Indicator
number 8
Table #1 of
Annex 1
Indicator
number 2
Table #2 of
Annex 1
Indicator
number 1
Table #2 of
Annex 1
Indicator
number 3
Table #2 of
Annex 1
113
ESRS E3-1
Water and marine resources
paragraph 9
Indicator
number 7
Table #2 of
Annex 1
Not material
ESRS E3-1
Dedicated policy paragraph
13
Indicator
number 8
Table 2 of
Annex 1
Not material
ESRS E3-1
Sustainable oceans and seas
paragraph 14
Indicator
number 12
Table #2 of
Annex 1
Not material
ESRS E3-4
Total water recycled and
reused paragraph 28 (c)
Indicator
number 6.2
Table #2 of
Annex 1
Not material
171
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Content ↑
Disclosure requirement
and related data point
SFDR
reference
Pillar 3
reference
Benchmark Regulation
reference
EU
Climate Law
reference
Page
ESRS E3-4
Total water consumption in
m3 per net revenue on own
operations paragraph 29
Indicator
number 6.1
Table #2 of
Annex 1
Not material
ESRS 2 SBM-3 - E4
paragraph 16 (a) i
Indicator
number 7
Table #1 of
Annex 1
115
ESRS 2 SBM-3 - E4
paragraph 16 (b)
Indicator
number 10
Table #2 of
Annex 1
115
ESRS 2 SBM-3 - E4
paragraph 16 (c)
Indicator
number 14
Table #2 of
Annex 1
115
ESRS E4-2
Sustainable land / agriculture
practices or policies paragraph
24 (b)
Indicator
number 11
Table #2 of
Annex 1
Not applicable
ESRS E4-2
Sustainable oceans / seas
practices or policies paragraph
24 (c)
Indicator
number 12
Table #2 of
Annex 1
Not applicable
ESRS E4-2
Policies to address
deforestation paragraph 24
(d)
Indicator
number 15
Table #2 of
Annex 1
Not applicable
ESRS E5-5
Non-recycled waste
paragraph 37 (d)
Indicator
number 13
Table #2 of
Annex 1
122
ESRS E5-5
Hazardous waste and
radioactive waste paragraph
39
Indicator
number 9
Table #1 of
Annex 1
122
ESRS 2- SBM3 - S1
Risk of incidents of forced
labour paragraph 14 (f)
Indicator
number 13
Table #3 of
Annex I
126
ESRS 2- SBM3 - S1
Risk of incidents of child
labour paragraph 14 (g)
Indicator
number 12
Table #3 of
Annex I
126
ESRS S1-1
Human rights policy
commitments paragraph 20
Indicator
number 9
Table #3 and
Indicator
number 11
Table #1 of
Annex I
126
ESRS S1-1
Due diligence policies on
issues addressed by the
Delegated Regulation (EU)
2020/1816, Annex II
126
172
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
Disclosure requirement
and related data point
SFDR
reference
Pillar 3
reference
Benchmark Regulation
reference
EU
Climate Law
reference
Page
fundamental International
Labor Organisation
Conventions 1 to 8, paragraph
21
ESRS S1-1
processes and measures for
preventing trafficking in
human beings paragraph 22
Indicator
number 11
Table #3 of
Annex I
126
ESRS S1-1
workplace accident prevention
policy or management system
paragraph 23
Indicator
number 1
Table #3 of
Annex I
126
ESRS S1-3
grievance/complaints handling
mechanisms paragraph 32 (c)
Indicator
number 5
Table #3 of
Annex I
127
ESRS S1-14
Number of fatalities and
number and rate of work-
related accidents paragraph
88 (b) and (c)
Indicator
number 2
Table #3 of
Annex I
Delegated Regulation (EU)
2020/1816, Annex II
148
ESRS S1-14
Number of days lost to
injuries, accidents, fatalities or
illness paragraph 88 (e)
Indicator
number 3
Table #3 of
Annex I
148
ESRS S1-16
Unadjusted gender pay gap
paragraph 97 (a)
Indicator
number 12
Table #1 of
Annex I
Delegated Regulation (EU)
2020/1816, Annex II
144
ESRS S1-16
Excessive CEO pay ratio
paragraph 97 (b)
Indicator
number 8
Table #3 of
Annex I
144
ESRS S1-17
Incidents of discrimination
paragraph 103 (a)
Indicator
number 7
Table #3 of
Annex I
145
ESRS S1-17 Non-respect of
UNGPs on Business and
Human Rights and OECD
paragraph 104 (a)
Indicator
number 10
Table #1 and
Indicator n.
14 Table #3
of Annex I
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818 Art 12 (1)
145
ESRS 2- SBM3 – S2
Significant risk of child labour
or forced labour in the value
chain paragraph 11 (b)
Indicators
number 12
and n. 13
Table #3 of
Annex I
Not material
ESRS S2-1
Human rights policy
commitments paragraph 17
Indicator
number 9
Table #3 and
Indicator
number 11
Table #1 of
Annex I
Not material
173
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
Disclosure requirement
and related data point
SFDR
reference
Pillar 3
reference
Benchmark Regulation
reference
EU
Climate Law
reference
Page
ESRS S2-1 Policies related to
value chain workers
paragraph 18
Indicator
number 11
and n. 4
Table #3 of
Annex 1
Not material
ESRS S2-1 Non-respect of
UNGPs on Business and
Human Rights principles and
OECD guidelines paragraph
19
Indicator
number 10
Table #1 of
Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818 Art 12 (1)
Not material
ESRS S2-1
Due diligence policies on
issues addressed by the
fundamental International
Labor Organisation
Conventions 1 to 8, paragraph
19
Delegated Regulation (EU)
2020/1816, Annex II
Not material
ESRS S2-4
Human rights issues and
incidents connected to its
upstream and downstream
value chain paragraph 36
Indicator
number 14
Table #3 of
Annex 1
Not material
ESRS S3-1
Human rights policy
commitments paragraph 16
Indicator
number 9
Table #3 of
Annex 1 and
Indicator
number 11
Table #1 of
Annex 1
150
ESRS S3-1
non-respect of UNGPs on
Business and Human Rights,
ILO principles or and OECD
guidelines paragraph 17
Indicator
number 10
Table #1 of
Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818 Art 12 (1)
150
ESRS S3-4
Human rights issues and
incidents paragraph 36
Indicator
number 14
Table #3 of
Annex 1
152
ESRS S4-1 Policies related to
consumers and end-users
paragraph 16
Indicator
number 9
Table #3 and
Indicator
number 11
Table #1 of
Annex I
154
ESRS S4-1
Non-respect of UNGPs on
Business and Human Rights
and OECD guidelines
paragraph 17
Indicator
number 10
Table #1 of
Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818 Art 12 (1)
154
ESRS S4-4
Human rights issues and
incidents paragraph 35
Indicator
number 14
Table #3 of
Annex 1
155
174
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
Disclosure requirement
and related data point
SFDR
reference
Pillar 3
reference
Benchmark Regulation
reference
EU
Climate Law
reference
Page
ESRS G1-1
United Nations Convention
against Corruption paragraph
10 (b)
Indicator
number 15
Table #3 of
Annex 1
158
ESRS G1-1
Protection of whistle- blowers
paragraph 10 (d)
Indicator
number 6
Table #3 of
Annex 1
158
ESRS G1-4
Fines for violation of anti-
corruption and anti-bribery
laws paragraph 24 (a)
Indicator
number 17
Table #3 of
Annex 1
Delegated Regulation (EU)
2020/1816, Annex II)
166
ESRS G1-4
Standards of anti- corruption
and anti- bribery paragraph
24 (b)
Indicator
number 16
Table #3 of
Annex 1
166
175
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Content ↑
07
Indexes
176
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Content ↑
7. Index
GRI index list
Applicable GRI Sector
N/A
ESRS 2 General Disclosures
Page
Disclosure Requirements
1 Basis of preparation
BP-1
General basis for preparation of sustainability statements
69
BP-2
Disclosures in relation to specific circumstances
69
2 Governance
GOV-1
Role of administrative, supervisory and management bodies
70
GOV-2
Information provided to and sustainability matters addressed by the undertaking’s
administrative, management and supervisory bodies
70
GOV-3
Integration of sustainability-related performance in incentive schemes
71
GOV-4
Statement on sustainability due diligence
71
GOV-5
Risk management and internal controls over sustainability reporting
71
3 Strategy
SBM-1
Strategy, business model and value chain
72
SBM-2
Interests and views of stakeholders
74
SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business
model
77
4 Impacts, risks and opportunities management
4.1 Disclosures on the materiality assessment process
IRO-1
Description of the processes to identify and assess material impacts, risks and opportunities
77
IRO-2
Disclosure requirements in ESRS covered by the company’s Sustainability statement
78
4.2 Minimum disclosure requirement on policies and actions
MDR-P
Policies adopted to manage material sustainability matters
79
MDR-A
Actions and resources in relation to material sustainability matters
79
5 Metrics and targets
MDR-M
Metrics in relation to material sustainability matters
79
MDR-T
Tracking effectiveness of policies and actions through targets
79
Environmental topics
ESRS E1 Climate change
Governance
E1 GOV-3
Integration of sustainability-related performance in incentive schemes
71
Strategy
E1-1
Transition plan for climate change mitigation
80
E1 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business
model
79
Impacts, risks and opportunities management
177
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
E1 IRO-1
Description of the processes to identify and assess material climate-related impacts, risks
and opportunities
77
E1-2
Policies related to climate change mitigation and adaptation
84
E1-3
Actions and resources in relation to climate change policies
84
Metrics and targets
E1-4
Targets related to climate change mitigation and/or adaptation
88
E1-5
Energy consumption and mix
91
E1-6
Gross Scopes 1, 2, 3 and Total GHG emissions
92
E1-7
GHG removals and GHG mitigation projects financed through carbon credits
94
E1-8
Internal carbon pricing
94
ESRS E2 Pollution
Impacts, risks and opportunities management
E2 IRO-1
Description of the processes to identify and assess material pollution-related impacts, risks
and opportunities
77
E2-1
Policies related to pollution
95
E2-2
Actions and resources related to pollution
95
Metrics and targets
E2-4
Pollution of air, water and soil
96
ESRS E3 Water and marine resources
Impacts, risks and opportunities management
SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business
model
96
E3 IRO-1
Description of the processes to identify and assess material water and marine resources-
related impacts, risks and opportunities
77
ESRS E4 Biodiversity and ecosystems
Strategy
E4-1
Transition plan and consideration of biodiversity and ecosystems in strategy and business
model
98
E4 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business
model
96
Impacts, risks and opportunities management
E4 IRO-1
Description of processes to identify and assess material biodiversity and ecosystem-related
impacts, risks and opportunities
77
E4-2
Policies related to biodiversity and ecosystems
98
E4-3
Actions and resources related to biodiversity and ecosystems
99
Metrics and targets
E4-4
Targets related to biodiversity and ecosystems
99
E4-5
Impact metrics related to changes in biodiversity and ecosystems
100
ESRS E5 Resource use and circular economy
Impacts, risks and opportunities management
178
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
E5 IRO-1
Description of the processes to identify and assess material resource use and circular
economy-related impacts, risks and opportunities
77
E5-1
Policies related to resource use and circular economy
100
E5-2
Actions and resources related to resource use and circular economy
101
Metrics and targets
E5-3
Targets related to resource use and circular economy
102
E5-4
Resource inflows
102
E5-5
Resource outflows
102
Social topics
ESRS S1 Own Workforce
Strategy
S1 SBM-2
Interests and views of stakeholders
74
S1 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business
model
104
Impacts, risks and opportunities management
S1-1
Policies related to own workforce
105
S1-2
Processes for engaging with own workforce and workers' representatives about impacts
107
S1-3
Processes to remediate negative impacts and channels for own workforce to raise concerns
108
S1-4
Taking action on material impacts on own workforce, and approaches to managing material
risks and pursuing material opportunities related to own workforce, and effectiveness of
those actions
109
Metrics and targets
S1-5
Targets related to managing material negative impacts, advancing positive impacts, and
managing material risks and opportunities
113
S1-6
Characteristics of the undertaking’s employees
116
S1-7
Characteristics of non-employee workers in the undertaking’s own workforce
117
S1-8
Collective bargaining coverage and social dialogue
117
S1-9
Diversity metrics
118
S1-10
Adequate wage
118
S1-11
Social protection
118
S1-12
Persons with disabilities
119
S1-13
Training and skills development metrics
119
S1-14
Health and safety metrics
119
S1-15
Work-life balance metrics
120
S1-16
Compensation metrics (pay gap and total compensation)
120
S1-17
Incidents, complaints and severe human rights impacts
121
ESRS S3 Affected Communities
Strategy
S3 SBM-2
Interests and views of stakeholders
74
S3 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business
model
121
179
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
Impacts, risks and opportunities management
S3-1
Policies related to affected communities
121
S3-2
Processes for engaging with affected communities about impacts
122
S3-3
Processes to remediate negative impacts and channels for affected communities to raise
concerns
122
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
123
Metrics and targets
S3-5
Targets related to managing material negative impacts, advancing positive impacts, and
managing material risks and opportunities
123
ESRS S4 Consumers and end-users
Strategy
S4 SBM-2
Interests and views of stakeholders
74
S4 SBM-3
Material impacts, risks and opportunities and their interaction with strategy and business
model
123
Impacts, risks and opportunities management
S4-3
Processes to remediate negative impacts and channels for consumers and end-users to raise
concerns
124
Governance topics
ESRS G1 Business conduct
Governance
G1 GOV-1
The role of the administrative, supervisory and management bodies
70
Impacts, risks and opportunities management
G1 IRO-1
Description of the processes to identify and assess material impacts, risks and opportunities
77
G1-1
Corporate culture and business conduct policies
125
G1-2
Management of relationships with suppliers
127
G1-3
Prevention and detection of corruption and bribery
128
Metrics and targets
G1-4
Confirmed incidents of corruption or bribery
129
G1-6
Payment practices
130
List of datapoints in cross-cutting and topical standards that derive from other EU legislation
This appendix is an integral part of the ESRS 2. The table below illustrates the datapoints in ESRS 2 and topical ESRS that derive
from other EU legislation.
Disclosure Requirement
and related datapoint
SFDR
reference
Pillar 3 reference
Benchmark
Regulation
reference
EU Climate
Law
reference
Disclosure
Requireme
nt and
related
datapoint
ESRS 2 GOV-1
Board’s gender diversity
paragraph 21 (d)
Indicator
number 13
Commission Delegated
Regulation (EU)
2020/1816, Annex II
70
180
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
of Table #1
of Annex 1
ESRS 2 GOV-1
Percentage of board members
who are independent
paragraph 21 (e)
Commission Delegated
Regulation (EU)
2020/1816, Annex II
70
ESRS 2 GOV-4
Statement on due diligence
paragraph 30
Indicator
number 10
Table #3 of
Annex 1
71
ESRS 2 SBM-1
Involvement in activities
related to fossil fuel activities
paragraph 40 (d) i
Indicator
number 4
Table #1 of
Annex 1
Article 449a Regulation (EU)
No 575/2013;
Commission Implementing
Regulation (EU) 2022/2453
Table 1: Qualitative
information on Environmental
risk and Table 2: Qualitative
information on Social risk
Commission Delegated
Regulation (EU)
2020/1816, Annex II
72
ESRS 2 SBM-1
Involvement in activities
related to chemical production
paragraph 40 (d) ii
Indicator
number 9
Table #2 of
Annex 1
Commission Delegated
Regulation (EU)
2020/1816, Annex II
72
ESRS 2 SBM-1
Involvement in activities
related to controversial
weapons paragraph 40 (d) iii
Indicator
number 14
Table #1 of
Annex 1
Delegated Regulation
(EU) 2020/1818,
Article 12(1) Delegated
Regulation (EU)
2020/1816, Annex II
72
ESRS 2 SBM-1
Involvement in activities
related to cultivation and
production of tobacco
paragraph 40 (d) iv
Delegated Regulation
(EU) 2020/1818,
Article 12(1) Delegated
Regulation (EU)
2020/1816, Annex II
72
ESRS E1-1
Transition plan to reach climate
neutrality by 2050 paragraph
14
Regulation (EU)
2021/1119,
Article 2(1)
80
ESRS E1-1
Undertakings excluded from
Paris-aligned Benchmarks
paragraph 16 (g)
Article 449a
Regulation (EU) No
575/2013; Commission
Implementing Regulation
(EU) 2022/2453 Template 1:
Banking book-Climate
Change transition risk: Credit
quality of exposures by
sector, emissions and
residual maturity
Delegated Regulation
(EU) 2020/1818,
Article 12.1 (d) to (g),
and Article 12.2
80
ESRS E1-4
GHG emission reduction
targets
paragraph
34 |
Indicator
number 4
Table #2 of
Annex 1
Article 449a
Regulation (EU) No
575/2013; Commission
Implementing Regulation
(EU) 2022/2453 Template 3:
Banking book-Climate
Change transition risk:
alignment metrics
Delegated Regulation
(EU) 2020/1818,
Article 6
88
ESRS E1-5
Indicator
number 5
91
181
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
Energy consumption from fossil
sources disaggregated by
sources (only high climate
impact sectors) paragraph 38
Table #1
and
Indicator n.
5 Table #2
of Annex 1
ESRS E1-5 Energy
consumption and mix
paragraph 37
Indicator
number 5
Table #1 of
Annex 1
91
ESRS E1-5
Energy intensity associated
with activities in high climate
impact sectors paragraphs 40
to 43
Indicator
number 6
Table #1 of
Annex 1
91
ESRS E1-6
Gross Scope 1, 2, 3 and Total
GHG emissions paragraph 44
Indicators
number 1
and 2 Table
#1 of
Annex 1
Article 449a; Regulation (EU)
No 575/2013; Commission
Implementing Regulation
(EU) 2022/2453 Template 1:
Banking book-Climate
Change transition risk: Credit
quality of exposures by
sector, emissions and
residual maturity
Delegated Regulation
(EU) 2020/1818,
Article 5(1), 6 and 8(1)
92
ESRS E1-6
Gross GHG emissions intensity
paragraphs 53 to 55
Indicator
number 3
Table #1 of
Annex 1
Article 449a Regulation (EU)
No 575/2013; Commission
Implementing Regulation
(EU) 2022/2453 Template 3:
Banking book-Climate
Change transition risk:
alignment metrics
Delegated Regulation
(EU) 2020/1818,
Article 8(1)
92
ESRS E1-7
GHG removals and carbon
credits paragraph 56
Regulation (EU)
2021/1119,
Article 2(1)
94
ESRS E1-9
Exposure of the benchmark
portfolio to climate-related
physical risks paragraph 66
Delegated Regulation
(EU) 2020/1818,
Annex II Delegated
Regulation (EU)
2020/1816, Annex II
Non-material
ESRS E1-9
Disaggregation of monetary
amounts by acute and chronic
physical risk paragraph 66 (a)
ESRS E1-9
Location of significant assets at
material physical risk
paragraph 66 (c).
Article 449a Regulation (EU)
No 575/2013; Commission
Implementing Regulation
(EU) 2022/2453 paragraphs
46 and 47; Template 5:
Banking book-Climate
change physical risk:
Exposures subject to physical
risk.
Non-material
ESRS E1-9 Breakdown of the
carrying value of its real estate
assets by energy-efficiency
classes paragraph 67 (c).
Article 449a Regulation (EU)
No 575/2013; Commission
Implementing Regulation
(EU) 2022/2453 paragraph
34;Template 2: Banking
book-Climate Change
transition risk: Loans
collateralised by immovable
property - Energy efficiency
of the collateral
Non-material
182
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
ESRS E1-9
Degree of exposure of the
portfolio to climate- related
opportunities paragraph 69
Commission Delegated
Regulation (EU)
2020/1818, Annex II
Non-material
ESRS E2-4
Amount of each pollutant
listed in Annex II of the E-PRTR
Regulation (European Pollutant
Release and Transfer Register)
emitted to air, water and soil,
paragraph 28
Indicator
number 8
Table #1 of
Annex 1
Indicator
number 2
Table #2 of
Annex 1
Indicator
number 1
Table #2 of
Annex 1
Indicator
number 3
Table #2 of
Annex 1
96
ESRS E3-1
Water and marine resources
paragraph 9
Indicator
number 7
Table #2 of
Annex 1
Non-material
ESRS E3-1
Dedicated policy paragraph 13
Indicator
number 8
Table #2 of
Annex 1
Non-material
ESRS E3-1
Sustainable oceans and seas
paragraph 14
Indicator
number 12
Table #2 of
Annex 1
Non-material
ESRS E3-4
Total water recycled and
reused paragraph 28 (c)
Indicator
number 6.2
Table #2 of
Annex 1
Non-material
ESRS E3-4
Total water consumption in m
3
per net revenue on own
operations paragraph 29
Indicator
number 6.1
Table #2 of
Annex 1
Non-material
ESRS 2- IRO 1 - E4 paragraph
16 (a) i
Indicator
number 7
Table #1 of
Annex 1
77
ESRS 2- IRO 1 - E4 paragraph
16 (b)
Indicator
number 10
Table #2 of
Annex 1
77
ESRS 2- IRO 1 - E4 paragraph
16 (c)
Indicator
number 14
Table #2 of
Annex 1
77
ESRS E4-2
Sustainable land / agriculture
practices or policies paragraph
24 (b)
Indicator
number 11
Table #2 of
Annex 1
98
183
AMBER GRID MANAGEMENT REPORT 2025
Content ↑
ESRS E4-2
Sustainable oceans / seas
practices or policies paragraph
24 (c)
Indicator
number 12
Table #2 of
Annex 1
98
ESRS E4-2
Policies to address
deforestation paragraph 24 (d)
Indicator
number 15
Table #2 of
Annex 1
98
ESRS E5-5
Non-recycled waste paragraph
37 (d)
Indicator
number 13
Table #2 of
Annex 1
102
ESRS E5-5
Hazardous waste and
radioactive waste paragraph
39
Indicator
number 9
Table #1 of
Annex 1
102
ESRS 2- SBM3 - S1
Risk of incidents of forced
labour paragraph 14 (f)
Indicator
number 13
Table #3 of
Annex I
104
ESRS 2- SBM3 - S1
Risk of incidents of child labour
paragraph 14 (g)
Indicator
number 12
Table #3 of
Annex I
104
ESRS S1-1
Human rights policy
commitments paragraph 20
Indicator
number 9
Table #3
and
Indicator
number 11
Table #1 of
Annex 1
105
ESRS S1-1
Due diligence policies on issues
addressed by the fundamental
International Labor
Organisation Conventions 1 to
8, paragraph 21
Commission Delegated
Regulation (EU)
2020/1816, Annex II
105
ESRS S1-1
processes and measures for
preventing trafficking in human
beings paragraph 22
Indicator
number 11
Table #3 of
Annex I
105
ESRS S1-1
workplace accident prevention
policy or management system
paragraph 23
Indicator
number 1
Table #3 of
Annex I
105
ESRS S1-3
grievance/complaints handling
mechanisms paragraph 32 (c)
Indicator
number 5
Table #3 of
Annex I
108
ESRS S1-14
Number of fatalities and
number and rate of work-
related accidents paragraph 88
(b) and (c)
Indicator
number 2
Table #3 of
Annex I
Commission Delegated
Regulation (EU)
2020/1816, Annex II
119
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ESRS S1-14
Number of days lost to injuries,
accidents, fatalities or illness
paragraph 88 (e)
Indicator
number 3
Table #3 of
Annex I
119
ESRS S1-16
Unadjusted gender pay gap
paragraph 97 (a)
Indicator
number 12
Table #1 of
Annex I
Commission Delegated
Regulation (EU)
2020/1816, Annex II
120
ESRS S1-16
Excessive CEO pay ratio
paragraph 97 (b)
Indicator
number 8
Table #3 of
Annex I
120
ESRS S1-17
Incidents of discrimination
paragraph 103 (a)
Indicator
number 7
Table #3 of
Annex I
121
S1-17 Non-respect of UNGPs
on Business and Human Rights
and OECD paragraph 104 (a)
Indicator
number 10
Table #1
and
Indicator
number 14
Table #3 of
Annex 1
Delegated Regulation
(EU) 2020/1816,
Annex II Delegated
Regulation (EU)
2020/1818, Art 12 (1)
121
ESRS 2- SBM3 - S2
Significant risk of child labour
or forced labour in the value
chain paragraph 11 (b)
Indicators
number 12
and n. 13
Table #3 of
Annex I
Non-material
ESRS S2-1
Human rights policy
commitments paragraph 17
Indicator
number 9
Table #3
and
Indicator
number 11
Table #1 of
Annex 1
Non-material
ESRS S2-1 Policies related to
value chain workers paragraph
18
Indicator
number 11
and n. 4
Table #3 of
Annex 1
Non-material
ESRS S2-1 Non-respect of
UNGPs on Business and
Human Rights principles and
OECD guidelines paragraph 19
Indicator
number 10
Table #1 of
Annex 1
Delegated Regulation
(EU) 2020/1816,
Annex II Delegated
Regulation (EU)
2020/1818, Art 12 (1)
Non-material
ESRS S2-1
Due diligence policies on issues
addressed by the fundamental
International Labor
Organisation Conventions 1 to
8, paragraph 19
Commission Delegated
Regulation (EU)
2020/1816, Annex II
Non-material
ESRS S2-4
Human rights issues and
incidents connected to its
Indicator
number 14
Table #3 of
Annex 1
Non-material
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upstream and downstream
value chain paragraph 36
ESRS S3-1
Human rights policy
commitments paragraph 16
Indicator
number 9
Table #3 of
Annex 1
and
Indicator
number 11
Table #1 of
Annex 1
121
ESRS S3-1
non-respect of UNGPs on
Business and Human Rights,
ILO principles or and OECD
guidelines paragraph 17
Indicator
number 10
Table #1 of
Annex 1
Delegated Regulation
(EU) 2020/1816,
Annex II Delegated
Regulation (EU)
2020/1818, Art 12 (1)
121
ESRS S3-4
Human rights issues and
incidents paragraph 36
Indicator
number 14
Table #3 of
Annex 1
123
ESRS S4-1 Policies related to
consumers and end-users
paragraph 16
Indicator
number 9
Table #3
and
Indicator
number 11
Table #1 of
Annex 1
Non-material
ESRS S4-1
Non-respect of UNGPs on
Business and Human Rights
and OECD guidelines
paragraph 17
Indicator
number 10
Table #1 of
Annex 1
Delegated Regulation
(EU) 2020/1816,
Annex II Delegated
Regulation (EU)
2020/1818, Art 12 (1)
Non-material
ESRS S4-4
Human rights issues and
incidents paragraph 35
Indicator
number 14
Table #3 of
Annex 1
Non-material
ESRS G1-1
United Nations Convention
against Corruption paragraph
10 (b)
Indicator
number 15
Table #3 of
Annex 1
125
ESRS G1-1
Protection of whistle- blowers
paragraph 10 (d)
Indicator
number 6
Table #3 of
Annex 1
125
ESRS G1-4
Fines for violation of anti-
corruption and anti-bribery
laws paragraph 24 (a)
Indicator
number 17
Table #3 of
Annex 1
Delegated Regulation
(EU) 2020/1816,
Annex II
129
ESRS G1-4
Standards of anti- corruption
and anti- bribery paragraph 24
(b)
Indicator
number 16
Table #3 of
Annex 1
129
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08
Significant events during the
reporting period
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8. Significant events during the reporting period
In fulfilling its obligations under legal acts governing the securities market applicable to it, the Company publishes significant
events and other regulated information at the EU level. This information is accessible on the Company’s website
(www.ambergrid.lt/lt/apie_mus/rubrika-investuotojams/esminiai-ivykiai) and on the website of NASDAQ Vilnius Stock Exchange
(www.nasdaqbaltic.com).
Significant events during the reporting period
Date
Material events during the reporting period
13/01/2025
Announcement of the selection of candidates for the position of CEO of Amber Grid
15/01/2025
Approval of Amber Grid Strategy 2035
28/02/2025
Amber Grid AB Operating Results for the year 2024
26/03/2025
Correction: Amber Grid investor calendar for 2024
04/04/2025
Amber Grid Board appointed Nemunas Biknius as the CEO of the Company for the new term
07/04/2025
Notice on Convening of the Ordinary General Meeting of Shareholders of AB Amber Grid
30/04/2025
On Natural Gas Transmission System Operator's Revenue Cap of Regulated Activities for 2026
30/04/2025
Decisions adopted in the Ordinary General Meeting of Shareholders of AB Amber Grid
30/04/2025
Annual Information of Amber Grid for 2024
02/05/2025
Ex-Dividend Date
09/05/2025
Amber Grid AB Operating Results for Q1 2025
09/05/2024
Procedure for the payment of AB Amber Grid dividends for 2024
29/05/2025
Approval of new prices for natural gas transmission services
29/05/2025
Correction: Approval of new prices for natural gas transmission services
01/08/2025
EPSO-G will refinance short term Amber Grid financial debt
08/08/2025
AB Amber Grid Operating Results for the first half of 2025
20/08/2025
Notice on Convening of the Extraordinary General Meeting of Shareholders of AB Amber Grid
10/09/2025
Decisions adopted in the Extraordinary General Meeting of Shareholders of AB Amber Grid
10/10/2025
Amber Grid and EEX have completed the transfer of GET Baltic's operations
07/11/2025
AB Amber Grid Operating Results for 9 months of 2025
18/12/2025
Notice on Convening of the Extraordinary General Meeting of Shareholders of AB Amber Grid
22/12/2025
AB Amber Grid entered into a tripartite loan transfer agreement and a new internal loan agreement
with UAB EPSO-G
29/12/2025
Agreement Signed on Gas Transit to Kaliningrad
All notices that are made available to public according to the procedure defined in legal acts can be found in an electronic
publication of the Manager of the Register of Legal Entities. All notices on convening the Company’s General Meeting of
Shareholders and other material events are announced on the Central Storage Facility at www.crib.lt and on the Company’s official
website www.ambergrid.lt in accordance with the procedure established in the Law on Securities. The shareholders whose shares
entitle them to at least 10% of total voting rights, receive notices on convocation of the General Meetings of Shareholders in
accordance with the procedure established in the Company’s Articles of Association.
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09
Annexes
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9. Annexes
Annex 1
Amber Grid Management Structure
Annex 2
Amber Grid AB statement of compliance with the Corporate Governance Code for the Companies Listed on NASDAQ OMX
AB
In line with Article 12(3) of the Law on Securities of the Republic of Lithuania and paragraph 24.5 of the Listing Rules of Nasdaq
Vilnius AB, Amber Grid AB (the “Company”) has disclosed its compliance with the Corporate Governance Code for the Companies
Listed on Nasdaq Vilnius and its specific provisions or recommendations. In case of non-compliance with the Code or some of its
provisions or recommendations, the specific provisions or recommendations that are not complied with must be indicated, the
reasons for such non-compliance must be specified, and other explanatory information indicated in this form must be presented.
1 Summary of the Company’s Corporate Governance Report:
Amber Grid AB is a part of the EPSO-G Group companies (“the Group”). The Company’s management structure and governance
model are determined by the Company’s Articles of Association, the Corporate Governance Guidelines of the EPSO-G Group
approved on 29 December 2022 by the Ministry of Energy (the ME), the sole shareholder of the parent company EPSO-G UAB,
and the Corporate Governance Policy of the EPSO-G Group. All these documents are available on the Company’s website
(www.ambergrid.lt) and EPSO-G’s website (www.epsog.lt).
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Being a part of the Group does not affect the Company’s independence. The Company operates independently as it seeks to
achieve the objectives set in the Company’s Articles of Association, and it has the obligation to independently assess whether
compliance with the Group’s corporate governance documents does not harm the interests of the Company, its creditors,
shareholders or other stakeholders.
Corporate governance structure
The Group has a centralised internal audit function. In order to ensure the independence of the internal audit, it is established that
the head of the internal audit function is appointed and dismissed by the Board of EPSO-G UAB, which is mainly composed of
independent members. The internal audit function is also accountable to the Audit Committee, which also consists mostly of
independent members. The internal audit recommendations are analysed by the Company’s Board, which also approves the plan
of measures for implementation of audit recommendations.
On the basis of the Risk Management Policy of the EPSO-G Group, a uniform risk management system of the Group has been
implemented at the Company according to the COSO ERM standards applicable in a global practice, which set out the risk
identification, assessment and management principles and responsibilities. Risk management coordination is performed at the
Group level.
The purpose of the Group’s operating policies is to introduce a consistent and effective organisation management system that
helps employees successfully implement important strategic projects and create value to local private and business customers in
a transparent and effective manner. To ensure the effectiveness of the operating policies, the Company annually reports on the
progress achieved with the implementation of the operating policies.
THE GENERAL MEETING OF SHAREHOLDERS
The Audit Committee
THE BOARD
The Remuneration and
Nomination Committee
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The operating policies that are currently effective at the Company
Principles/recommendations
Yes/No/Not
Applicable
Comments
1 Principle: General Meeting of Shareholders, fair treatment of shareholders and shareholders' rights
The corporate governance system should ensure fair treatment of all shareholders. The corporate governance system should protect shareholders’ rights.
1.1.All shareholders should have equal access to the information and/or
documents provided for by law and should be able to participate in
decisions that are important for the company.
Yes
Pursuant to the Law on Companies of the Republic of Lithuania
and Chapter IX of the Company’s Articles of Association,
information on general meetings of shareholders being
convened, their draft decisions and decisions made is published
on the Company’s website and on NASDAQ OMX Vilnius stock
exchange in the Lithuanian and English languages. The Company
ensures equal opportunities to its shareholders to vote on the
adoption of relevant decisions at the General Meetings of
Shareholders (by completing the general voting ballot,
representing a shareholder by proxy, etc.).
1.2.It is recommended that a company’s capital should consist only of
shares that give their holders equal voting, ownership, dividend and
other rights.
Yes
The Company’s issued capital is divided into ordinary registered
shares with the nominal value of EUR 0.29 each. All the shares
grant the same rights to voting, ownership, dividend and other
rights to their holders in proportion to the number of shares
held. All shares are intangible and recorded in the personal
securities accounts of the shareholders managed by the
securities account manager contracted to manage the share
accounting.
1.3.It is recommended that investors should have access to the
information concerning the rights attached to the shares of the new issue
or those issued earlier in advance, i.e. before they purchase shares.
Yes
Please see paragraph 1.2.
Including the rights and obligations of the shareholders are
stipulated in Chapter IV of the Company’s Articles of Association
that are made available to public.
1.4.Exceptional transactions of major importance, such as the disposal of
all or almost all of the company's assets, which would effectively amount
to a disposal of the company, should be subject to the approval of the
General Meeting of Shareholders.
Yes
Paragraph 38 of the Company’s Articles of Association specifies
the cases when a transaction requires approval of the Board or
the General Meeting of Shareholders.
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1.5.The procedures for organising and participating in the General
Meeting of Shareholders should give shareholders equal opportunities to
participate in the General Meeting of Shareholders and should not
prejudice the rights and interests of shareholders. The choice of the
place, date and time of the General Meeting should not preclude the
active participation of shareholders in the General Meeting. In the notice
of the General Meeting, the company should indicate the latest date on
which the proposed draft resolutions can be submitted.
Yes
The Company convenes the General Meetings of Shareholders
and implements other meeting-related procedures in
accordance with the procedure established in the Law on
Companies of the Republic of Lithuania. In addition, each time
the General Meeting of Shareholders is convened, the general
rights of the shareholders and the deadlines for exercising such
rights are published on the Notice of Convening the General
Meeting of Shareholders and on the Company’s website.
1.6.In order to ensure the right of shareholders living abroad to access
information, it is recommended that, where possible, the documents
prepared for the General Meeting of Shareholders be made public in
advance not only in Lithuanian, but also in English and/or in other foreign
languages. It is also recommended that the minutes of the General
Meeting of Shareholders, after signing, and/or the decisions adopted be
made public not only in Lithuanian but also in English and/or other
foreign languages. It is recommended that this information be published
on the company's website. Not all documents may be made publicly
available if their public disclosure would be prejudicial to the company or
would disclose the company’s business secrets.
Yes
Information on the general meetings of shareholders being
convened, their draft decisions and decisions made are
published on the Company’s website and on NASDAQ Vilnius
stock exchange in the Lithuanian and English languages, by
indicating location, date and time of the meeting.
1.7.Shareholders entitled to vote should be able to vote at the meeting
of shareholders, either present or absent in person. Shareholders should
not be prevented from voting in advance in writing by completing a single
ballot paper.
Yes
A notice of convening the General Meeting of Shareholders
always indicates a possibility for the shareholders to vote in
writing by filling in the attached form of a voting ballot or to vote
by proxy.
1.8.In order to increase shareholders' ability to participate in General
Meetings of Shareholders, it is recommended that companies should
make greater use of modern technology to enable shareholders to
participate and vote in General Meetings of Shareholders by electronic
means. In such cases, the security of the information transmitted must
be guaranteed and the identity of the person who participated and voted
must be identifiable.
No
Given the challenges in ensuring the security of the information
transmitted and the establishment of the identity of
shareholders, these options are not yet available to
shareholders. However, shareholders are provided with other
opportunities to exercise their rights: to vote in the General
Meeting of Shareholders in person; to vote by proxy; to vote by
concluding voting rights entrustment agreement; voting in
writing in advance by completing the general voting ballot.
1.9.It is recommended to disclose in the notice of the draft decisions of
the convened General Meeting of the Shareholder the new nominations
of the members of the collegial body, the remuneration proposed for
them, the proposed appointment of the audit company, if these issues
are included in the agenda of the General Meeting of Shareholders.
When proposing to elect a new member of the collegial body, it is
recommended that the member's educational background, work
experience and other management positions held (or proposed to be
held) be disclosed.
Yes
A notice of convening the General Meeting of Shareholders
always specifies the draft decisions containing information
required by the Law on Companies of the Republic of Lithuania,
including new candidatures of members of the collegial bodies,
the proposed remuneration, the proposed audit firm and the
proposed audit fee.
1.10.Members of the Company’s collegial management body, heads of
the administration
4
or other competent persons related to the Company
who can provide information related to the agenda of the general
meeting of shareholders should take part in the general meeting of
shareholders.
1.11.Proposed candidates to member of the collegial body should also
participate in the general meeting of shareholders in case the election of
new members is included into the agenda of the general meeting of
shareholders.
Yes
No
Relevant competent persons who can provide information
related to the agenda of the General Meeting of Shareholders
always attend the General Meeting of Shareholders. The
proposed candidates to the members of the collegial bodies do
not always attend the General Meetings of Shareholders.
2. Establishment of the Supervisory Council
2.1. The procedure for the establishment of the Supervisory Council should ensure that conflicts of interest are properly managed and that the company is
governed efficiently and fairly.
2.1.1.The members of the Supervisory Council elected by the General
Meeting of Shareholders should collectively ensure a diversity of
qualifications, professional experience and competences, as well as a
gender balance. In order to maintain an appropriate balance between the
qualifications of the members of the Supervisory Council, it should be
ensured that the members of the Supervisory Council as a whole have a
broad range of knowledge, views and experience to perform their tasks
properly.
Not
applicable
Supervisory Council is not formed at the Company.
4
For the purposes of this Code, heads of the administration are the employees of the company who hold top level management positions.
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2.1.2.Members of the Supervisory Council should be appointed for a fixed
term, with the possibility of individual re-election for a new term, in order
to ensure the necessary growth in professional experience.
Not
applicable
Supervisory Council is not formed at the Company.
2.1.3.The Chair of the Supervisory Council should be a person whose
current or former position would not be an obstacle to the impartial
exercise of his/her functions. A former CEO or the Board member of the
company should not immediately be appointed as a Chair of the
Supervisory Council. Where a company chooses not to comply with these
recommendations, information should be provided on the measures
taken to ensure operational impartiality.
Not
applicable
Supervisory Council is not formed at the Company.
2.1.4.Each member should devote sufficient time and attention to his/her
duties as a member of the Supervisory Council. Each member of the
Supervisory Council should undertake to limit his/her other professional
commitments (in particular management positions in other companies)
in such a way that they do not interfere with the proper performance of
his/her duties as a member of the Supervisory Council. If a member of
the Supervisory Council attended less than half of the Supervisory Council
meetings during the company’s financial year, the company’s
shareholders should be informed.
Not
applicable
Supervisory Council is not formed at the Company.
2.1.5.Where the appointment of a member of the Supervisory Council is
proposed, it should be disclosed which members of the Supervisory
Board are considered independent. The Supervisory Council may decide
that, despite the fact that a particular member meets all the criteria of
independence, he/she cannot be considered independent due to special
personal or company-related circumstances.
Not
applicable
Supervisory Council is not formed at the Company.
2.1.6.The amount of remuneration for members of the Supervisory
Council should be approved by the company’s General Meeting of
Shareholders for their activities and participation in the meetings of the
Supervisory Council.
Not
applicable
Supervisory Council is not formed at the Company.
2.1.7.The Supervisory Council should carry out an evaluation of its own
performance each year. It should include an assessment of the structure,
organisation and ability to act as a group, as well as an assessment of the
competence and effectiveness of each member of the Supervisory
Council and an assessment of whether the Supervisory Council has
achieved its stated performance objectives. The Supervisory Council
should publish, at least once a year, relevant information on its internal
structure and operating procedures.
Not
applicable
Supervisory Council is not formed at the Company.
3 Principle: Board
3.1.Functions and responsibilities of the Board
The Board should ensure the implementation of the company’s strategy, as well as good corporate governance, taking into account the interests of
shareholders, employees and other stakeholders.
3.1.1.The Board should ensure the implementation of the company’s
strategy, as approved by the Supervisory Council, if it is established. In
cases where the Supervisory Council is not established, the Board is also
responsible for approving the company’s strategy.
Yes
Paragraph 34 of the Company‘s Articles of Association stipulates
the power of the Company’s Board to approve the Company’s
strategy and supervise its implementation.
In addition, in carrying out its supervisory function the Board
regularly reviews reports on the implementation of the strategy.
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3.1.2.The Board, as the collegial management body of the company,
performs the functions assigned to it by the Law and the company’s
Articles of Association and, in cases where the company does not have a
Supervisory Board, also performs the supervisory functions provided for
in the Law. In carrying out its functions, the Board should take into
account the needs of the company, shareholders, employees and other
stakeholders, as appropriate, in order to build a sustainable business.
Yes
Section 7.3 of the Company’s Articles of Association stipulates
that the Company’s Board undertakes the supervisory functions.
By performing the functions assigned to it, the Board takes into
account the Audit Committee’s recommendations, as well as the
needs of the company’s shareholders, employees and other
stakeholders.
3.1.3.The Board should ensure compliance with the laws and internal
company policies applicable to the company or group of companies to
which it belongs. It should also put in place appropriate risk management
and control measures to ensure regular and direct accountability of
executives.
Yes
Article 36 paragraph (xxi) of the Company’s Articles of
Association provides that the Board takes decisions on the non-
application to the Company or the application with exceptions
of the documents applicable at the level of the Group of
companies approved by the Board of the parent company.
The Board ensures and regularly monitors the implementation
of the documents it approves (strategy, performance plans,
budget, etc.) within the Company.
3.1.4.Moreover, the management board should ensure that the
measures included into the OECD Good Practice Guidance
5
on
Internal Controls, Ethics and Compliance are applied at the company in
order to ensure adherence to the applicable laws, rules and standards.
Yes
The Company’s Board ensures and monitors implementation of
internal controls, ethics and compliance measures as follows:
- there is an internal audit function at the group level;
- the Audit Committee is formed at the group level,
mostly consisting of independent members, with the internal
audit function accountable to it;
- there is the Code of Conduct and the EPSO-G Group
Anti-Corruption Policy, the EPSO-G Group Sponsorship and
Charity Policy, Sponsorship and Charity Policy, and the EPSO-G
Group Conflict of Interest Management Policy in place.
3.1.5.In appointing the Company’s CEO, the Board should take into
account the appropriate balance of qualifications, experience and
competence of the candidate.
Yes
When the Board appoints the head of the Company, it follows
the procedure approved by Resolution of the Government of the
Republic of Lithuania for the selection of candidates to a collegial
supervisory or management body of a state-owned or municipal
enterprise or of a company or its subsidiary owned by a state-
owned or municipal enterprise, also takes into account the
recommendations of the Remuneration and Nomination
Committee (Clause 53 of the Company’s Articles of Association),
and the appropriate balance between the candidate‘s
qualification, experience and competence.
Article 55 of the Company’s Articles of Association provides that,
when assessing the suitability of a candidate for the position of
CEO, the Board shall assess the candidate’s compliance with the
requirements set out in the Articles of Association and
applicable legislation and may, for that purpose, require the
candidate to submit documents substantiating such compliance
and/or request the competent public authorities to provide the
necessary information about the candidate.
3.2.Establishment of the Board
5
For the purposes of this Code, heads of the administration are the employees of the company who hold top level management positions.
For the purposes of this Code, the criteria of independence of members of the supervisory council are interpreted as the criteria of unrelated
parties defined in Article 31(7) and (8) of the Law on Companies of the Republic of Lithuania.
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3.2.1.The members of the Board elected by the Supervisory Board or by
the General Meeting of Shareholders if no Supervisory Council is
established should collectively ensure a diversity of qualifications,
professional experience and competences, and strive for gender balance.
In order to maintain an appropriate balance between the qualifications
of the members of the Board, it should be ensured that the members of
the Board as a whole have a wide range of knowledge, views and
experience to perform their tasks adequately.
Yes
Paragraph 27 of the Company’s Articles of Association stipulates
that in the process of selection of the Board members it is
ensured that the Board consists of at least 2 (two) independent
members. Their independence is established in accordance with
the criteria laid down in the Corporate Governance Code and the
Policy for Management of Interests of Members of Collegial
Bodies, Executives and Employees of the Group, as well as the
requirements set forth in other applicable legal acts. It is aimed
that the Board members have competences that are required in
the areas of responsibility and functions of the Board.
The selection of the Company’s Board members is carried out by
the Remuneration and Nomination Committee in accordance
with the approved matrix of the Board competences.
The Board members carry out their performance assessment on
annual basis. In addition, the Remuneration and Nomination
Committee evaluates the performance of the Board on an
annual basis and provides recommendations on performance
improvement.
3.2.2.The names of the candidates for election to the Board, their
education, qualifications, professional experience, positions held, other
relevant professional commitments and potential conflicts of interest
should be disclosed, without prejudice to the requirements of the
legislation governing the processing of personal data, at the meeting of
the Supervisory Council at which the Board or its individual members will
be elected. If the Supervisory Council is not established, the information
set out in this point should be submitted to the General Meeting of
Shareholders.
The Board should compile the data on its members referred to in this
point each year and disclose it in the company’s annual report.
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
3.2.3.All new members of the Board should be briefed on their duties, the
company’s structure and its activities.
Yes
The Board members are introduced to their duties, the structure
and activities of the Company by sharing with them the
Company‘s corporate documents – a set of such documents is
sent by email to the newly elected Board members.
3.2.4.Members of the Board should be appointed for a fixed term, with
the possibility of individual re-election, in order to ensure the necessary
growth in professional experience and sufficiently frequent
reconfirmation of their status.
Yes
Paragraph 26 of the Company’s Articles of Association stipulates
that the Board is a collegial management body of the Company
consisting of five members. The members of the Board are
elected for a four-year term of office by the General Meeting of
Shareholders, to which the Board is accountable. A member of
the Board may not serve as a member of the Board for more
than two consecutive full Board terms and in any case may not
serve as a member of the Board for more than 10 (ten)
consecutive years.
3.2.5.The Chair of the Board should be a person whose current or former
position would not be an obstacle to the impartial conduct of business. A
former CEO of the company should not immediately be appointed as a
Chair of the Board. Where a company chooses not to comply with these
recommendations, information should be provided on the measures
taken to ensure operational impartiality.
Yes
Paragraph 28 of the Company’s Articles of Association stipulates
the criteria prohibiting a person to be elected as a member of
the Board.
Article 28 of the Company’s Articles of Association provides the
criteria according to which a person cannot be elected as a
member of the Board. Article 46 of the Company’s Articles of
Association provides that the chairperson of the Board should
be elected from among the Board members nominated by the
parent company.
3.2.6.Each member should devote sufficient time and attention to his or
her duties as a Board member. If a member of the Board has attended
less than half of the meetings of the Board during the company’s financial
year, the company’s Supervisory Council should be informed, or, if there
is no Supervisory Council, the General Meeting of Shareholders.
Yes
The Board members actively attend the meetings, and the
minutes of the meetings provide records of attendance and
voting by the Board members during the decision-making
process.
As provided for in Paragraph 51 of the Company’s Articles of
Association, the Board of the Company shall account for its
activities by providing the General Meeting of Shareholders with
its annual report of activities on the Board, including information
about adopted resolutions and the annual self-assessment. The
report can be submitted within the framework of the annual
report of the Company.
3.2.7.If, in the cases provided for in the Law, when the Board is elected in
the absence of a Supervisory Council, some of the members of the Board
Yes
The Company’s website and the annual report contain
information about the Company's Board members, with specific
indication of which members are independent.
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will be independent
6
, it should be published which members of the Board
are considered independent. The Board may decide that a particular
member of the Board, although fulfilling all the criteria for independence
set out in the Law, may not be considered independent because of special
personal or company-related circumstances.
At each Board meeting, the Board members are required to
declare potential conflicts of interest related to the agenda
items.
3.2.8. The amount of remuneration to be paid to members of the Board
for their activities and participation in Board meetings should be
approved by the company’s General Meeting of Shareholders.
Yes
Article 25 of the Company’s Articles of Association provides that
the General Meeting of Shareholders decides on the
appointment and removal of Board members, fixing the
remuneration of Board members, conclusion of contracts with
Board members and their standard terms and conditions. Based
on the decision of the General Meeting of Shareholders, a fixed
monthly pay for service at the Board and for activities at the
group’s committees has been set only for independent Board
members.
3.2.9.Board members should act honestly, diligently and responsibly in
the best interests of the company and its shareholders and represent
their interests, taking into account other interest holders. They should
not pursue personal interests in their decision-making, should be subject
to non-competition agreements, and should not, to the detriment of the
company's interests, take advantage of business information and
opportunities that are relevant to the company's activities.
Yes
Taking into account the objective to monitor the absence of
conflicts of interest of the Company‘s Board members, each year
the Board members update their declarations of interests, and
the independent members are assessed for their independence.
In addition, paragraph 31 of the Company’s Articles of
Association stipulates that the Board members may be
employed elsewhere or hold other job position compatible with
their activities in the Board, including but not limited to
executive positions in other legal entities, a job in a state or
statutory service, duties at the Company and other legal entities
(in view of the restrictions set in paragraph 28 of the Articles of
Association), as well as in legal entities where the Company or
the parent company acts as a member, only by providing a prior
notice to the Company’s Board. The Company has adopted the
Policy of Management of Interests of Members of Collegial
Bodies, Executives and Employees of EPSO-G Group. Members
of the Boards have signed commitments to protect the
information confidential. No-compete agreements are not
concluded with the members of the Board. The need for such
agreements was not established because the Company conducts
a monopoly business.
3.2.10.Every year the management board should carry out an assessment
of its activities. It should include an assessment of the structure,
organisation and ability to act as a group, as well as an assessment of the
competence and effectiveness of each member of the Board and an
assessment of whether the Board has achieved its stated performance
objectives. The management board should, at least once a year, make
public respective information about its internal structure and working
procedures in observance of the legal acts regulating the processing of
personal data.
Yes
The Board carries out a self-assessment of its activities annually,
and on its basis prepares a performance improvement plan.
In addition, the Remuneration and Nomination Committee and
the Audit Committee, acting at the EPSO-G Group level, evaluate
annually decisions made by the Board and provide
recommendations on performance improvement
The results of assessment of the Board’s activities are presented
in the Company’s annual report.
4 Principle: Working procedures of the Company’s Supervisory Council and the Board
The company's procedures for the work of the Supervisory Council, if established, and the Board should ensure the effective work and decision-making of
these bodies and promote active cooperation between the company’s bodies.
4.1.The Board and the Supervisory Council, if established, should work
closely together for the benefit of both the company and its shareholders.
Good corporate governance requires an open discussion between the
management board and the supervisory board. The Board should
regularly and, if necessary, promptly inform the Supervisory Council of all
matters of importance to the company in relation to planning, business
development, risk management and control, and compliance with the
company’s obligations. The Board should inform the supervisory board
about any derogations in its business development from the previously
formulated plans and objectives by specifying the reasons for this.
Not
applicable
The Supervisory Council is not formed at the Company.
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4.2.It is recommended that meetings of the company’s collegial bodies
be held at appropriate intervals in accordance with a pre-approved
schedule. It is up to each company to decide on the frequency of
meetings of the collegial bodies, but it is recommended that they should
be held at such a frequency as to ensure the uninterrupted discussion of
the company’s key governance issues. Meetings of the company’s
collegiate bodies should be convened at least once a quarter of the year.
Yes
Article 45 of the Company’s Article of Association provides that
the Board shall adopt its resolutions at the meetings of the
Board. The regulation of the convocation of Board meetings and
the voting procedure, as well as other procedural issues shall be
as provided by the Law on Companies and related legal acts, and
shall be defined in detail in the rules of procedure of the Board,
which shall be approved by the Board.
At the end/beginning of each year, the Company’s Board
approves the schedule and activity plan (a preliminary agenda
for the respective Board meeting) for the upcoming/current
year.
4.3.The members of the collegial body should be informed in advance of
the convening of the meeting in order to allow sufficient time for
adequate preparation of the issues to be discussed at the meeting and
for the discussion leading to the adoption of decisions. The members of
the collegial body should be provided with all relevant material relating
to the agenda of the meeting together with the notice of the meeting.
The agenda should not be amended or supplemented during a meeting
unless all members of the collegiate body are present and agree to such
amendment or supplementation or unless there is an urgent need to deal
with important matters of the company.
Yes
The work of the Board is guided by the Rules of Procedure of the
Board, governing the convening of meetings, the information of
the Board members, the submission of material and other
procedural issues.
According to the Board’s Rules of Procedure, the material must
be submitted to the Board five working days before the regular
meeting.
The Board follows the recommendation to amend the agenda.
4.4.In order to coordinate the work of the company’s collegial bodies and
to ensure an efficient decision-making process, the chairpersons of the
company’s collegial supervisory and management bodies should
coordinate the dates and agendas of the meetings to be convened and
should cooperate closely on other issues related to the company’s
management. Meetings of the company’s Supervisory Council should be
open to the members of the company’s Board, in particular where the
meeting deals with matters relating to the removal of members of the
Board, their liability and the determination of remuneration.
Not
applicable
The Supervisory Council is not formed at the Company.
5 Principle: Nomination, Remuneration and Audit Committees
5.1.Purpose and composition of committees
The committees established within the company should enhance the effectiveness of the Supervisory Council and, if the Supervisory Council is not
established, of the Board, which performs supervisory functions, by ensuring that decisions are taken after due deliberation and by helping to organise the
work in such a way as to ensure that decisions are not affected by material conflicts of interest.
The Committees should act independently and in a principled manner and make recommendations related to the decision of the collegial body, but the final
decision is taken by the collegial body itself.
5.1.1.Depending on the specific circumstances of the company and the
governance structure chosen, the company’s Supervisory Council and, if
the Supervisory Council not established, the Board, which performs the
supervisory functions, form committees. It is recommended that the
collegial body form Nomination, Remuneration and Audit committees
7
.
Yes
The Company has the Remuneration and Nomination
Committee at the Group level, which is formed by the Board of
EPSO-G UAB and acts in accordance with the regulations
approved by the body that forms it, and the Audit Committee at
the Group level, which is formed by the sole shareholder EPSO-
G UAB and acts in accordance with the regulations approved by
the body that forms it.
Given the close links between remuneration and nomination
issues and the need for experts with the same qualifications, it
has been decided to form a single Remuneration and
Nomination Committee.
5.1.2.Companies may decide to have fewer than three committees. In
this case, companies should provide an explanation as to why they have
chosen the alternative approach and how the chosen approach meets the
objectives set by the three separate Committees.
Yes
7
The legal acts may provide for the obligation to form a respective committee. For example, the Law on the Audit of Financial Statements of the
Republic of Lithuania provides that public-interest entities (including but not limited to public limited liability companies whose securities are
traded on a regulated market of the Republic of Lithuania and/or of any other Member State) are under the obligation to set up an audit committee
(the legal acts provide for the exemptions where the functions of the audit committee may be carried out by the collegial body performing the
supervisory functions).
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5.1.3.The functions assigned to the committees formed in companies
may be performed by the collegial body itself in the cases provided for by
law. In such a case, the provisions of this Code relating to committees (in
particular as regards their role, functioning and transparency) should,
where appropriate, apply to the collegiate body as a whole.
Not
applicable
Please see par. 5.1.1.
5.1.4.Committees established by the collegial body should normally be
composed of at least three members. Subject to the requirements of the
legal acts, committees could be comprised only of two members as well.
Members of each committee should be selected on the basis of their
competences by giving priority to independent members of the collegial
body. The chair of the management board should not serve as the chair
of committees.
Yes
Paragraphs 7.8 and 7.9 of the Articles of Association of EPSO-G
UAB regulate the formation of committees at the EPSO-G Group
level and the areas of their competence.
The aforementioned statutes state that the Remuneration and
Nomination and Audit Committees shall consist of at least three
members.
It is ensured that from among three members there is at least
one independent member in the Remuneration and Nomination
Committee, and more than half of the members in the Audit
Committee.
Not all members of the Remuneration and Nomination
Committee and the Audit Committee are appointed from the
Board of EPSO-G. One member to each of the committees is
appointed on the basis of competence when performing the
external selection of an independent member of the committee.
5.1.5.The authority of each committee formed should be determined by
the collegial body itself. Committees should perform their duties
according to the authority delegated to them and regularly report to the
collegial body on their activities and performance on a regular basis. The
Rules of Procedure of each committee, defining its role and specifying its
rights and duties, should be published at least once a year (as part of the
information that the company publishes annually about its governance
structure and practices).
Companies should also publish each year in their annual report, without
prejudice to the requirements of the legislation on the processing of
personal data, the composition, number of meetings and attendance of
members of the existing committees during the previous year, as well as
the main operational goals and their performance.
Yes
Yes
The authority of the committees is determined in the Articles of
Association of EPSO-G UAB and under the decision of the body
forming the committee – the Regulations of the Remuneration
and Nomination Committee are approved by the decision of the
Board of EPSO-G UAB, and the Regulations of the Audit
Committee are approved by the decision of the sole shareholder
EPSO-G UAB, as it is permitted by the Requirements for
Members of the Audit Committee approved by the Bank of
Lithuania (Article 10).
The Regulations of the Committees are available on EPSO-G UAB
website. Information about the composition, activities of the
committees and other information is presented in the
consolidated Group’s annual report.
5.1.6.In order to ensure the independence and objectivity of committees,
members of the collegial body who are not members of the committee
should normally be entitled to attend committee meetings only at the
invitation of the committee. The Committee may invite or require the
attendance of certain employees or experts of the Company. The Chair of
each committee should be able to communicate directly with
shareholders. The cases in which this should be done should be specified
in the rules governing the operation of the Committee.
Yes
The Regulations of the Committees provide for the right of the
members of the Committees to invite, at their discretion, to
their meetings the members of the bodies of the companies of
the EPSO-G UAB group of companies, employees,
representatives, candidates for certain positions or other
persons and to obtain from them the necessary explanations
within their competence as well as require for that purpose that
necessary actions would be carried out needed for the
performance of the functions of the Committees.
5.2.Nomination committee.
5.2.1.The key functions of the nomination committee should be the
following:
(1) to select candidates to fill vacancies in the membership of supervisory
and management bodies and the administration and recommend the
collegial body to approve them. The Nomination Committee should
assess the balance of skills, knowledge and experience in the governing
body, develop a description of the functions and skills required for the
specific position and assess the time required to complete the
assignment;
(2) to assess, on a regular basis, the structure, size and composition of the
supervisory and management bodies as well as the skills, knowledge and
activity of its members, and provide the collegial body with
recommendations on how the required changes should be sought;
(3) to devote the attention necessary to ensure succession planning.
Yes
The Remuneration and Nomination Committee of EPSO-G UAB
serves as the advisory body to the Board of EPSO-G UAB and to
the Company’s Board. The main functions of the Committee are
as follows:
assistance in the selection of candidates to members of the
bodies in all the group companies;
provision of recommendations for the group companies on
appointment of members to the management bodies,
conclusion of contracts with them and determination of
remuneration for them;
provision of recommendations on the policies of the group
companies that govern the remuneration policy and employee
performance assessment;
provision of recommendations on the system of succession of
critical positions;
makes recommendations on the system of equal opportunities,
inclusion and diversity promotion within the Group;
etc.
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5.2.2.The Company’s CEO should be consulted on matters relating to
members of the collegial body who have an employment relationship
with the company and to the Senior Management, with the right to make
proposals to the Nomination Committee.
Yes
The Regulations establish that the right of initiative to convene
the Remuneration and Nomination Committee is exercised by
the boards or CEOs of the Group of companies that also propose
the agenda of the meeting by submitting issue-related materials
and draft resolutions.
Currently, the Company’s Board has no members who have
employment relations with the Company.
5.3.Remuneration Committee.
The main functions of the Remuneration Committee should be:
submit to the collegial body proposals on the remuneration policy applied
to members of the supervisory and management bodies and the heads
of the administration for approval. Such policies should cover all forms of
remuneration, including fixed remuneration, performance-related
remuneration, financial incentive schemes, pension schemes, severance
payments, as well as conditions that would allow the company to recover
amounts or suspend payments, indicating the circumstances that would
make it appropriate;
submit to the collegial body proposals regarding individual remuneration
for members of the collegial bodies and the heads of the administration
in order to ensure that they would be consistent with the company's
remuneration policy and the evaluation of the performance of the
persons concerned;
review, on a regular basis, the remuneration policy and its
implementation.
Yes
The Company has a single Remuneration and Nomination
Committee, with functions described in detail in point 5.2.1.
5.4.Audit Committee.
5.4.1.The key functions of the audit committee are defined in the legal
acts regulating the activities of the audit committee
8
.
Yes
The Audit Committee of EPSO-G UAB serves as the advisory body
to the Board of EPSO-G UAB and to the Company’s Board. The
main functions of the Committee are as follows:
supervision of the preparation of the financial statements of the
companies of the Group and performance of their audit;
ensuring compliance with the principles of independence and
objectivity by the auditors and audit firms of the companies of
the Group;
oversight of the effectiveness of the Group companies’ internal
control, risk management and internal audit systems and
business processes;
responsibility for control over provision of non-audit services by
the auditor and/or audit firm of the Group companies;
ensuring the functioning of the complaints system and
complaints handling;
evaluation of transactions with related parties.
5.4.2.All members of the committee should be provided with detailed
information on specific issues of the company’s accounting system,
finances and operations. The Audit Committee should be informed by the
company’s executives of the accounting treatment of significant and
unusual transactions, which may be accounted for in different ways.
Please see par. 5.4.1.
5.4.3.The Audit Committee should decide whether the participation of
the chair of the management board, CEO of the Company, the chief
finance officer (or senior employees responsible for finance and
accounting), the internal and external auditors in its meetings is required
Yes
The Regulations of the Audit Committee stipulate that the
members of the Committee, at their own discretion, may invite
to their meetings the members of the bodies of the companies
of the group, their employees, representatives, candidates for
8
For the purposes of this Code, heads of the administration are the employees of the company who hold top level management positions.
For the purposes of this Code, the criteria of independence of members of the supervisory council are interpreted as the criteria of unrelated
parties defined in Article 31(7) and (8) of the Law on Companies of the Republic of Lithuania.
Issues related to the activities of audit committees are regulated by Regulation No 537/2014 of the European Parliament and the Council of 16
April 2014 on specific requirements regarding statutory audit of public-interest entities, the Law on the Audit of Financial Statements of the
Republic of Lithuania, and the Rules Regulating the Activities of Audit Committees approved by the Bank of Lithuania.
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(and, if required, when). The Committee should be able to meet the
persons concerned, if necessary, without the presence of members of the
management bodies.
certain positions or other persons, and obtain from them the
necessary explanations within their competence, as well as
require for that purpose that necessary actions would be taken
for the performance of the functions of the Committee.
5.4.4.The Audit Committee should be informed about the internal
auditor’s work programme and should be furnished with internal audit
reports or periodic summaries. The Audit Committee should also be
informed of the work programme of the external auditors and should
receive a report from the audit firm describing any relationship between
the independent audit company and the company and its group.
Yes
Please see par. 5.4.3.
The Audit Committee is regularly, at least quarterly, informed
about the internal audit reports and at least once every six
months, with the internal audit plan and it may provide
recommendations with regard to them to the boards of the
companies of the EPSO-G Group. The Audit Committee
organises meetings with the external auditors to discuss the
auditors’ work programme and uncertainties arising during the
audit, and after the performance of the external audit, their
conclusions and recommendations are discussed with the
external auditors. Each year, before the start of annual audits,
the audit firm submits its declaration of independence to the
Audit Committee and to the companies.
5.4.5.The Audit Committee should examine whether the company
complies with the applicable provisions regulating the possibility of
lodging a complaint or reporting anonymously his/her suspicions of
potential violations committed at the company and should also ensure
that there is a procedure in place for proportionate and independent
investigation of such issues and appropriate follow-up actions.
Yes
The Regulations of the Audit Committee stipulate that the Audit
Committee ensures the effective functioning of the complaints
system and the proportionate and independent investigation of
submitted complaints. In the implementation of this function,
the Chairperson of the Audit Committee is immediately
informed about significant complaints received. In addition, the
Audit Committee is regularly reported on all complaints received
by the companies of the EPSO-G Group, their investigation and
decisions made on the basis of the findings of investigations
carried out.
5.4.6.The Audit Committee should submit to the supervisory board or,
where the supervisory board is not formed, to the management board its
activity report at least once in every six months, at the time that annual
and half-yearly reports are approved.
Yes
The Regulations of the Audit Committee stipulate that the Audit
Committee submits quarterly activity reports to the Board.
In addition, it submit a consolidated activity report to the
Ordinary General Meeting of Shareholders and to the Board of
EPSO-G UAB.
6 Principle: Avoidance and disclosure of conflicts of interest
The corporate governance framework should encourage members of the company’s supervisory and management bodies to avoid conflicts of interest and
ensure a transparent and effective mechanism of disclosure of conflicts of interest related to members of the supervisory and management bodies. The
corporate governance system should recognise the rights of stakeholders as established by law and promote active cooperation between the company and
stakeholders to create wealth, jobs and financial stability. In the context of this principle, stakeholders include investors, employees, creditors, suppliers,
customers, the local community and others with an interest in the company.
A member of a company’s supervisory and management body should
avoid a situation where his or her personal interests conflict or may
conflict with the interests of the company. If such a situation does arise,
a member of the supervisory or management body of the company
should, within a reasonable period of time, inform the other members of
the same body, or the body of the company that elected him or her, or
the shareholders of the company of the existence of such a conflict of
interests, indicating the nature of the interests and, where possible, the
value.
Yes
This obligation is set out in paragraphs 56-57 of the Company’s
Articles of Association, the Regulations of the management
bodies, and the Policy of Management of Interests of Members
of Collegial Bodies, Executives and Employees of EPSO-G Group.
Article 30 of the Company’s Articles of Association stipulates
that upon emergence of new circumstances, which may lead to
a conflict of interests of a member of the Board, the member of
the Board must notify the Board and the Company of such new
circumstances without any undue delay.
7 Principle: Company’s remuneration policy
The company’s remuneration policy and the procedures for its review and disclosure should prevent potential conflicts of interest and abuse in determining
the remuneration of the members of the collegiate bodies and of the executives, and ensure the openness and transparency of the company's remuneration
policy, as well as the company’s long-term strategy.
7.1.The company should approve and post the remuneration policy on
the website of the company; such policy should be reviewed on a regular
basis and be consistent with the company’s long-term strategy.
Yes
The Company applies the Guidelines for Determining the
Remuneration for Service at the Bodies of EPSO-G UAB and
EPSO-G UAB Group Companies, which are approved by the sole
shareholder EPSO-G UAB and are available to public.
The Company applies in full EPSO-G Group’s Remuneration,
Performance Appraisal and Training Policy. The Remuneration
Policy is available to the public.
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7.2.The remuneration policy should include all forms of remuneration,
including the fixed-rate remuneration, performance-based
remuneration, financial incentive schemes, pension arrangements and
termination payments as well as the conditions specifying the cases
where the company can recover the disbursed amounts or suspend the
payments.
Yes
All possible forms of remuneration for collegiate bodies and
employees are set out in the Guidelines for determining
remuneration for activities in the corporate bodies of EPSO-G
UAB and EPSO-G Group and in the Remuneration, Performance
Assessment and Development Policy of the EPSO-G Group. Both
documents are made public.
7.3.With a view to avoid potential conflicts of interest, the remuneration
policy should provide that members of the collegial bodies which perform
the supervisory functions should not receive remuneration based on the
company’s performance.
Yes
The Company applies the Guidelines for Determining the
Remuneration for Service at the Bodies of EPSO-G UAB and the
EPSO-G Group Companies, which define a fixed remuneration
for independent members of the collegial bodies. The members
of the Board do not receive remuneration (bonuses) based on
the Company’s performance.
7.4.The remuneration policy should provide sufficient information on the
policy regarding termination payments. Termination payments should
not exceed a fixed amount or a fixed number of annual salaries and
should generally not exceed a fraction of two years' fixed remuneration
or its equivalent. Termination payments should not be paid if the contract
is terminated because of poor performance.
No
The Remuneration, Performance Appraisal and Training Policy of
the EPSO-G Group stipulates that the Group companies do not
enter into advance agreements on the amounts of termination
benefits (except for the heads of the companies whose terms of
employment are determined by the Board). The amounts of
termination benefits are determined by taking into account the
mandatory minimum amounts of such benefits established by
the provisions of labour law, except for exceptional cases when
there are objective reasons for the agreement on higher
amounts of benefits. The Board of the company shall be
informed about the payment of such benefits and the grounds
for their payment during the upcoming meeting
7.5.In the event that the financial incentive scheme is applied at the
company, the remuneration policy should contain sufficient information
about the retention of shares after the award thereof. In the case of a
share-based award, the shares should not vest for at least three years
after the award. After vesting, members of the collegiate bodies and
executives should retain a certain number of shares until the end of their
term of office, depending on the need to cover any costs associated with
the acquisition of shares.
Not
applicable
No such schemes are applied at the Company.
7.6.The Company should publish information about the implementation
of the remuneration policy on its website, with a key focus on the
remuneration policy in respect of the collegial bodies and managers in
the next and, where relevant, subsequent financial years. It should also
provide an overview of how the remuneration policy was implemented
in the previous financial year. This type of information should not contain
information of commercial value. Particular attention should be paid to
significant changes in the company's remuneration policy compared to
the previous financial year.
Yes
General information on the implementation of the
Remuneration Policy and average salary levels by each category
of employees are disclosed to public in the Company’s annual
report.
According to Article 25(5) of the Law on Energy of the Republic
of Lithuania, the Company discloses remuneration of the
members of the Company’s management bodies, and other
benefits related to the functions of the members of the
management bodies.
Information on employee remuneration is made available to
public on a quarterly basis on the Company’s website.
7.7.It is recommended that the remuneration policy or any major change
of the policy should be included on the agenda of the general meeting of
shareholders.
Schemes where members of the collegial body and employees are
remunerated in shares or share options should be approved by the
General Meeting of Shareholders.
Yes
Not
applicable
The remuneration of the members of the Company’s Board is
determined by the General Meeting of Shareholders of the
Company. When determining the remuneration, the Company
follows the Guidelines for Determining the Remuneration for
Service at the Bodies of EPSO-G UAB and the EPSO-G Group
Companies, which are approved by the sole shareholder EPSO-
G UAB.
Such schemes are not applied at the Company.
8 Principle: Role of stakeholders in corporate governance
The corporate governance framework should recognise the rights of stakeholders entrenched in the laws or mutual agreements and encourage active
cooperation between the company and stakeholders in creating the company value, jobs and financial sustainability. In the context of this principle,
stakeholders include investors, employees, creditors, suppliers, customers, the local community and others with an interest in the company.
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8.1.The corporate governance framework should ensure that the rights
and lawful interests of stakeholders are protected.
Yes
The Company has adopted the Transparency and
Communication Policy of the EPSO-G Group of Companies,
which establishes goals to increase awareness and
understanding of stakeholders about the activities of the EPSO-
G Group of companies and individual group companies; to
ensure employee engagement; to create and maintain
sustainable relationship with stakeholders based on mutual
respect.
8.2.The corporate governance framework should create conditions for
stakeholders to participate in corporate governance in the manner
prescribed by law. Examples of participation by stakeholders in corporate
governance include the participation of employees or their
representatives in the adoption of decisions that are important for the
company, consultations with employees or their representatives on
corporate governance and other important matters, participation of
employees in the company’s authorised capital, involvement of creditors
in corporate governance in the cases of the company's insolvency, etc.
Yes
The Company, together with the representatives of the
Company’s employees, conducts consultations, negotiations
and briefings on the processes for improving efficiency of the
Company’s operations.
Stakeholders can take part in the corporate governance to the
extent permitted by law.
8.3.Where stakeholders participate in the corporate governance process,
they should have access to relevant information.
Yes
The stakeholders are provided with the conditions to familiarise
themselves with the required information.
8.4.Stakeholders should be provided with the possibility of reporting
confidentially any illegal or unethical practices to the collegial body
performing the supervisory function.
Yes
The Company’s Trust Line contacts are available to public on the
Company’s official website. The contacts can be used by the
stakeholders to report any incidents of violation of
environmental, occupational health and safety requirements,
unethical or inappropriate work practices, violation of anti-
corruption requirements. The stakeholders are introduced to
the possibility to contact directly the head of the Company or
the chairperson of the Board.
The Audit Committee operating at the level of the EPSO-G Group
of companies ensures the functioning of the system of lodging
complaints and their handling.
9 Principle: Disclosure of information
The corporate governance framework should ensure that timely and accurate disclosures are made on all material matters concerning the company, including
its financial position, performance and corporate governance.
9.1.Without prejudice to the Company’s procedures for confidential
information and trade secrets, as well as to the requirements of the
legislation governing the processing of personal data, the Company’s
public disclosures should include, but not be limited to:
Yes
The Company applies the Transparency and Communication
Policy of the EPSO-G Group, based on which the essential
financial and non-financial information is disclosed to public in
the Company’s interim and annual report and on the Company’s
official website.
9.2.the company’s performance and financial results;
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
9.3.the company's business objectives and non-financial information;
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
9.4.the persons owning or controlling a shareholding in the company,
directly and/or indirectly and/or jointly with associated persons, as well
as the structure of the group of companies and the interrelationships
between them, with an indication of the ultimate beneficial owner;
Yes
Information is disclosed to public in the Company’s interim and
annual reports and on the Company’s and/or the Group
companies’ website.
9.5.the members of the Company’s supervisory and management bodies,
which of them are considered independent, the Company’s CEO, their
shareholdings or votes in the Company, and their involvement in the
management of other companies, their competence and remuneration;
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
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9.6.reports from existing committees on their composition, number of
meetings and attendance of members during the previous year, as well
as on their main activities and results;
Yes
Information is disclosed to public in the Company’s interim and
annual reports and on the Company’s and/or the Group
companies’ website.
9.7.the potential key risk factors, the company’s risk management and
supervision policy;
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
9.8.the company’s transactions with related parties;
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
9.9.key issues relating to employees and other stakeholders (e.g. human
resources policies, employee participation in the management of the
company, incentives in the form of shares or share options, relations with
creditors, suppliers, the local community, etc.);
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
9.10.the company’s governance structure and strategy;
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
9.11.Initiatives and measures of social responsibility policy and anti-
corruption fight, significant current or planned investment projects.
This list is deemed minimum and companies are encouraged not to
restrict themselves to the disclosure of information included into this list.
This principle of the Code does not relieve a company of its obligation to
disclose information as required by law.
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
9.12.When disclosing the information specified in Item 9.1.1 of
recommendation 9.1, it is recommended that the company which is a
parent company in respect of other companies should disclose
information about the consolidated results of the whole group of
companies.
Yes
EPSO-G UAB, as a parent company, discloses consolidated
information in the consolidated annual report.
9.13.When disclosing the information specified in Item 9.1.4 of
recommendation 9.1, it is recommended that the information on the
professional experience and qualifications of members of the Company’s
supervisory and management bodies and the manager of the company as
well as potential conflicts of interest which could affect their decisions
should be provided. It is further recommended that the remuneration or
other income of members of the company’s supervisory and
management bodies and CEO of the company should be disclosed, as
provided for in greater detail in Principle 7.
Yes
Information is disclosed to public in the Company’s interim and
annual report and on the Company’s official website.
9.14.Information should be disclosed in such manner that no
shareholders or investors are discriminated in terms of the method of
receipt and scope of information. Information should be disclosed to all
parties concerned at the same time.
Yes
The Company discloses the information via the information
disclosure system used by the NASDAQ Vilnius stock exchange
in the Lithuanian and English languages simultaneously. The
Company discloses information prior to or after a trading session
at NASDAQ Vilnius Stock Exchange and presents it
simultaneously to all the markets in which the Company’s stock
is traded. The Company does not disclose information that may
affect the price of its stock in any comments, interviews or by
any other means until such information is provided through the
information disclosure system of the stock exchange.
10 Principle: Selection of the Company’s audit firm
The Company’s audit firm selection mechanism should ensure the independence of the report and opinion of the audit firm.
10.1.With a view to obtain an objective opinion on the company’s
financial position and financial performance results, the company’s
annual financial statements and the financial information provided in its
annual report should be audited by an independent audit firm.
Yes
The Company’s financial information is audited by an
independent audit firm.
The independent auditor is appointed by the General Meeting
of Shareholders.
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AMBER GRID MANAGEMENT REPORT 2025
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10.2.It is recommended that the audit firm would be proposed to the
general meeting of shareholders by the supervisory board or, if the
supervisory board is not formed at the company, by the management
board of the company.
Yes
The Audit Committee operating at the Group level takes part in
the selection process of an auditor, by recommending a
candidate for the independent auditor to the Company’s Board.
As the Board assesses the candidate proposed by the Audit
Committee, it proposes the candidate for the approval by the
General Meeting of Shareholders.
10.3.In the event that the audit firm has received remuneration from the company for
the non-audit services provided, the company should disclose this publicly. This
information should also be available to the Supervisory Council or, if the Supervisory
Council is not formed at the company, by the management board of the company when
considering which audit firm should be proposed to the general meeting of shareholders.
Yes
The fee for non-audit services received by the audit firm
is made available to public by the Company. The non-
audit services provided by the audit company shall be in
accordance with the policy approved by the Audit
Committee of EPSO-G Group on the purchase of non-
audit services from the audit company or from any
network to which the audit company belongs.
The provision of non-audit services is supervised by the
Audit Committee operating at the Group level, which has
all the necessary information about the auditor to
provide recommends to the Board on a candidate for the
independent auditor.
Annex 3
Information on compliance with transparency guidelines
EPSO-G UAB and its subsidiaries comply with Resolution No 1052 of the Government of 14 July 2010 On the Approval of the
Description of the Guidelines for Ensuring the Transparency of the Activities of State-Owned Enterprises (hereinafter the
“Transparency Guidelines”). The application of the Transparency Guidelines is mandatory to EPSO-G as it is a state-owned
enterprise (hereinafter the “SOE”). In order to ensure compliance with the Transparency Guidelines across EPSO-G Group, the
Business Transparency and Communication Policy of the EPSO-G Group was approved at the Group level, which considers in
detail the requirements set forth in the Transparency Guidelines, and defines their applicability to the EPSO-G Group companies.
Implementation of the Transparency Guidelines is largely ensured by Amber Grid AB through disclosure of information in the
annual report and on the official website of Amber Grid, where information is disclosed in the format that is acceptable and
comprehensible to the stakeholders.
Article 3 of the Transparency Guidelines stipulates that SOE complies with the provisions of the Corporate Governance Code for
the Companies Listed on Nasdaq Vilnius AB that are related to public disclosure of information. Information on how Amber Grid
complies with the provisions of the Code is provided in Annex to Amber Grid’s Annual Report - Amber Grid Notice of Compliance
with the Corporate Governance Code for the Companies Listed on Nasdaq Vilnius AB.
Below is structured information on the implementation of the Transparency Guidelines:
The following information must be published/other requirements must be implemented on Amber Grid’s
website (www.ambergrid.lt):
Company name, company code and the register in which the data on the Company is collected and stored, registered office
Implemented
Legal form, in case Amber Grid is restructured, reorganised (the way of reorganisation is to be indicated), under liquidation, in
the process of bankruptcy or bankrupt
Not
applicable
Information on the authority representing the State, i.e. the Ministry of Energy, and link to its official website
Implemented
Operational objectives, vision and mission
Implemented
Structure
Implemented
CEO’s details*
Implemented
Data on the chair and members of the Board*
Implemented
Details of the chair and members of the Supervisory Council*
Not
applicable
Names of committees, their chairs and members*
Not
applicable
*The following details are published: name, surname, date of commencement of duties, other management positions held in other legal entities,
education, qualifications, professional experience; whether the member of the collegial body is elected or appointed as an independent member.
Total amount of the nominal values of the shares owned by the State (to the nearest euro cent) and the percentage of Amber
Grid’s issued capital
Implemented
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Implementation of special obligations established under the recommendations approved by the Minister of Economy and
Innovations of the Republic of Lithuania: the purpose of special obligations, budget allocations in the current calendar year for
fulfilment of special obligations, and the legal acts under which the SOE is assigned to fulfil special obligation, the terms for
fulfilment of special obligation and/or the regulated pricing
Implemented
Information on corporate social responsibility initiatives and measures, major investment projects underway or planned
Implemented
If Amber Grid is a member of other legal entities (not applicable to subsidiaries and second-tier subsidiaries), the name, code,
and register in which data on the Company is compiled and stored, registered address, and official websites of such legal entities
Not
applicable
A set of Amber Grid’s annual financial statements, Amber Grid’s annual report, as well as an auditor’s report on Amber Grid’s
annual financial statements must be published on Amber Grid’s website within 10 working days from the date of approval of
the set of annual financial statements
Implemented
The sets of Amber Grid’s interim financial statements and Amber Grid’s interim reports must be published on website not later
than within 2 months after the end of the reporting period
Implemented
The following documents must be provided/other requirements must be implemented on Amber Grid’s website (www.ambergrid.lt):
Amber Grid’s Articles of Association
Implemented
Official Letter of the Ministry of Energy on determining the State’s goals and expectations for Amber Grid
Not
applicable
The business strategy or a summary thereof where the business strategy contains confidential information or information
considered to be a commercial/industrial secret
Implemented
Remuneration policy that covers determination of remuneration for CEO and members of collegial bodies and committees of
Amber Grid
Implemented
Amber Grid annual and interim reports
Implemented
Sets of annual and interim financial statements for a period of at least five years and auditor’s reports on the annual financial
statements
Implemented
The above documents are published in PDF format and are technically printable
Implemented
Other requirements must be met/published in the financial statements and reports:
Amber Grid keeps its accounting records in a way that ensures preparation of the financial statements in accordance with the
International Accounting Standards
Implemented
Amber Grid prepares a set of financial statements for the period of 6 months.
Implemented
In addition to annual report, Amber Grid prepares an interim report for the period 6 months.
Implemented
In addition to the content requirements set forth in the Law on Financial Reporting by Undertakings of the Republic of Lithuania, the following
information must be disclosed by Amber Grid :
Brief description of Amber Grid’s business model
Implemented
Information on significant events occurring during the financial year and after the end of the financial year (until the date of
preparation of annual report) that had material impact on the activities of Amber Grid
Implemented
Results for the objectives set out in the Operational Strategy
Implemented
Profitability, liquidity, asset turnover, debt ratios
Implemented
Compliance with specific obligations
Implemented
Implementation of the investment policy, ongoing and planned investment projects and investments during the year
Implemented
Implementation of the risk management policy applied by Amber Grid
Implemented
Implementation of the dividend policy
Implemented
Implementation of the remuneration policy
Implemented
Total annual salary bill, average monthly salary by position and/or department
Implemented
It is recommended that SOEs that are not required to prepare a corporate social responsibility, include information on
environmental, social and human resources, human rights, anti- corruption and anti-bribery issues in their annual report or
annual activity report, as appropriate
Implemented
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The consolidated annual report shall include the structure of the group, the name, code and register number of each subsidiary
company in which data on the Company are collected and stored, the registered office (address), the percentage of shares held
in the subsidiary company’s issued capital, and the financial and non-financial performance of the financial year
Not
applicable
The interim report of Amber Grid includes the following information: a brief description of Amber Grid’s business model, analysis
of financial performance during the reporting period, information on significant events occurring during the reporting period,
profitability, liquidity, asset turnover and debt ratios and changes therein compared to the respective period in the previous
year
Implemented
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Content ↑
Statement of Financial Position
Statement of Comprehensive Income
Statement of Changes in Equity
Statement of Cash Flows
Notes to the Financial Statements
FINANCIAL STATEMENTS
Prepared for the year ended 31 December 2025 in accordance with
International Financial Reporting Standards as adopted by the European Union
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Statement of financial position
(All amounts are in EUR ’000 unless otherwise stated)
Notes
As at 31 December 2025
As at 31 December 2024 (reclassified)
As at 1 January 2024 (reclassified)
ASSETS
Non-current assets
Intangible assets
6
3,106
2,210
2,559
Property, plant and equipment
7
283,924
276,754
284,353
Right-of-use assets
8
3,304
4,281
3,100
Investmentsin associates and joint ventures
31
-
3,560
3,644
Deferred tax asset
33
4,479
3,931
4,086
Other financial assets at amortised cost  
-
-
-
Derivative assets at FVTPL
31
-
1,153
1,226
Other non-financial assets
64
-
-
Total non-current assets
294,877
291,889
298,968
Current assets
Inventories
9
4,125
4,761
4,874
Contract assets
10
3,663
1,220
1,798
Trade receivables
11
10,196
9,763
9,030
Other financial assets at amortised cost
12
836
6,820
1,030
Other non-financial assets
13
9,072
12,712
17,568
Prepaid income tax
28
-
-
Cash and cash equivalents
14
1,942
31
121
Total current assets
29,862
35,307
34,421
Total assets
324,739
327,196
333,389
EQUITY AND LIABILITIES
Equity
Issued capital
15
51,731
51,731
51,731
Legal reserve
17
5,173
5,173
5,173
Other reserves
17
500
403
114,430
Revaluation reserve
17
2,247
2,479
2,767
Retained earnings
106,625
115,842
13,425
Total equity
166,276
175,628
187,526
Non-current liabilities
Borrowings from credit institutions
19
-
55,312
60,962
Borrowings from group companies
19
50,000
-
-
Lease liabilities
20
2,485
3,492
2,933
Contract liabilities
2,311
1,700
1,530
Provisions
22
707
937
667
Total non-current liabilities
55,503
61,441
66,092
Current liabilities
Borrowings
19
55,475
5,919
5,988
Borrowings from group companies
19
18,191
23,563
25,096
Lease liabilities
20
1,015
986
317
Trade payables
23
5,076
6,367
5,317
Other financial liabilities at amortised cost
24
2,855
29,300
28,820
Provisions
22
6,160
5,971
463
Income tax liability
317
1,071
-
Derivative liability at FVTPL
31
-
654
364
Other non-financial liabilities
25
13,871
16,296
13,406
Total current liabilities
102,960
90,127
79,771
Total equity and liabilities
324,739
327,196
333,389
The accompanying notes form an integral part of these financial statements.
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Statement of comprehensive income
(All amounts are in EUR ’000 unless otherwise stated)
Notes
2025
2024
Revenue
26
69,578
74,310
Other income
27
138
273
69,716
74,583
Purchases of natural gas and related services
28
(14,600)
(16,079)
Impact of the changes in gas inventory balances
28
(452)
(430)
Wages and salaries, and related expenses
29
(17,290)
(15,501)
Purchases of repair and maintenance services
(3,525)
(2,612)
Other expenses
30
(16,530)
(13,441)
(52,397)
(48,063)
EBITDA
17,319
26,520
Depreciation and amortisation
6,7,8
(14,669)
(14,932)
Loss on impairment and write-off of property, plant and equipment
(23)
(43)
Other gain (loss), net
31
178
(364)
Operating profit (EBIT)
2,805
11,181
Finance income
178
186
Finance costs
(2,242)
(2,345)
Total finance costs, net
32
(2,064)
(2,159)
Share of results of associates
31
424
480
Profit before tax
1,165
9,502
Income tax
Current year income tax expense
(380)
(1,071)
Deferred income tax benefit (expense)
575
(125)
Total income tax
33
195
(1,196)
Net profit
1,360
8,306
Other comprehensive income
Items that will not be reclassified to profit or loss
Deferred tax (expenses)
17
(27)
(30)
Total other comprehensive income
(27)
(30)
Total comprehensive income for the period
1,333
8,276
Basic and diluted earnings per share (EUR)
34
0.01
0.05
The accompanying notes form an integral part of these financial statements.
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Statement of changes in equity
(All amounts are in EUR ’000 unless otherwise stated)
Notes
Issued capital
Legal reserve
Other reserves
Revaluation reserve
Retained earnings
Total
Balance as at 31 December 2023
51,731
5,173
114,430
2,767
13,425
187,526
Depreciation of revaluation reserve and write-offs
17
-
-
-
(258)
258
-
Transfers to/from reserves
17
-
-
(114,027)
-
114,027
-
Dividends
16
-
-
-
-
(20,174)
(20,174)
Total transactions with owners
-
-
(114,027)
(258)
94,111
(20,174)
Net profit for the year
-
-
-
-
8,306
8,306
Other comprehensive income
17
-
-
-
(30)
-
(30)
Total comprehensive income for the period
-
-
-
(30)
8,306
8,276
Balance as at 31 December 2024
51,731
5,173
403
2,479
115,842
175,628
Depreciation of revaluation reserve and write-offs
17
-
-
-
(205)
205
-
Transfers to/from reserves
17
-
-
97
-
(97)
-
Dividends
16
-
-
-
-
(10,685)
(10,685)
Total transactions with owners
-
-
97
(205)
(10,577)
(10,685)
Net profit for the year
-
-
-
-
1,360
1,360
Other comprehensive income
17
-
-
-
(27)
-
(27)
Total comprehensive income for the period
-
-
-
(27)
1,360
1,333
Balance as at 31 December 2025
51,731
5,173
500
2,247
106,625
166,276
The accompanying notes form an integral part of these financial statements.

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Statement of cash flows
(All amounts are in EUR ’000 unless otherwise stated)
Notes
2025
2024
I.
Cash flows from operating activities
I.1.
Net profit
1,360
8,306
Adjustments for non-cash items and other corrections:
I.2.
Depreciation and amortisation
6,7,8
14,669
14,932
I.3.
Revaluation of property, plant and equipment
-
-
I.4.
Loss on impairment and gain/loss on disposal/write-off of property, plant and equipment
23
41
I.5.
Gain/loss on impairment and write-off of inventories, trade receivables
240
(132)
I.6.
Income tax expense (benefit)
33
(195)
1,196
I.7.
Proceeds from grants
(4)
(4)
I.8.
Increase (decrease) in provisions
22
4
5,834
I.9.
Elimination of other non-cash items
17
-
Elimination of results of financing and investing activities:
I.10.
Other (gains) loss
31
(178)
364
I.11.
Share of results of associate
31
(424)
(480)
I.12.
Total finance costs, net
32
2,064
2,159
Changes in working capital:
I.13.
(Increase) decrease in inventories, prepayments and other current assets
454
255
I.14.
(Increase) decrease in trade receivables
(420)
(738)
I.15.
(Increase) decrease in other receivables
995
(1,376)
I.16.
(Decrease) increase in trade payables
(812)
980
I.17.
(Decrease) increase in other payables and current liabilities
(851)
3,259
I.18.
(Increase) decrease in other financial assets
(722)
(2)
I.19.
Income tax received (paid)
(1,161)
-
Net cash flows from operating activities
15,059
34,594
II.
Cash flows from investing activities
II.1.
(Acquisition) of property, plant and equipment and intangible assets
(49,633)
(6,072)
II.2.
Proceeds from disposal of property, plant and equipment
1
340
II.3.
Grants received
18
-
7,192
II.4.
Disposal (acquisition) of associates
31
3,824
-
II.5.
Loans granted (repayments received)
-
-
II.6.
Interest received
229
135
II.7.
Dividends received
837
564
II.8.
Decrease (increase) in deposits
12
6,708
(6,205)
Net cash flows used in investing activities
(38,034)
(4,046)
III.
Cash flows from financing activities
III.1.
Dividends (paid)
(10,678)
(20,166)
III.2.
Proceeds from borrowings
50,000
-
III.3.
(Repayments) of borrowings
(5,649)
(5,649)
III.4.
Change in overdraft
(5,638)
(1,526)
III.5.
Interest (paid)
(2,160)
(2,415)
III.6.
Coverage of lease liability
(989)
(876)
III.7.
Other cash flows from financing activities
-
(6)
Cash flows from/used in financing activities
24,886
(30,638)
IV.
Net increase (decrease) in cash and cash equivalents
1,911
(90)
V.
Cash and cash equivalents at the beginning of the year
14
31
121
VI.
Cash and cash equivalents at the end of the period
14
1,942
31
The accompanying notes form an integral part of these financial statements.
(cont’d on the next page)
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Notes to financial statements
(All amounts are in EUR ’000 unless otherwise stated)
1.
General information
Amber Grid AB (hereinafter the “Company”) is a public limited liability company registered in the Republic of Lithuania.
registered office address:
Laisvės ave. 10,
LT – 04215, Vilnius,
Lithuania.
Amber Grid AB was registered on 25 June 2013 as a result of unbundling of natural gas transmission activity (including assets, rights and obligations attributed thereto) from Lietuvos Dujos AB. The Company has been actively operating since 1 August 2013. After obtaining a favourable decision from the European Commission, on 10 April 2015 the National Control Commission for Prices and Energy (the National Energy Regulatory Council (NERC) as from 1 July 2019) granted to the Company an energy operator licence No L2-3 (GDP) to engage in natural gas transmission activities for indefinite term in the territory of Lithuania.
Acting as a natural gas transmission system operator, the Company provides the following services to the system users, other operators and gas market participants:
natural gas transmission in the territory of Lithuania;
natural gas flow balancing within the transmission system;
administration of funds intended to compensate the construction and fixed operating expenses of the liquefied natural gas terminal (hereinafter - “LNGT”), its infrastructure, connector, and the reasonable supply costs of the required quantity of liquefied natural gas incurred by the designated supplier;
administration of the register of guarantees of origin of gas produced from renewable energy sources.
All the shares of the Company are ordinary registered shares with the nominal value of EUR 0.29 each. As at 31 December 2025 and 31 December 2024, all the shares had been fully paid. The Company had no its own shares. Since 1 August 2013, the Company’s shares have been traded on stock exchange and have been quoted on the Baltic Secondary List of NASDAQ Vilnius. (ISIN – LT0000128696, LEI code 097900BGMP0000061061, ticker AMG1L).
As at 31 December 2025 and 31 December 2024, the Company’s shareholders were as follows:
Number of shares held
Ownership interest,
(%)
EPSO-G UAB (company code 302826889, Laisvės ave. 10, Vilnius)
172.279.125
96.58
Other shareholders
6.103.389
3.42
178.382.514
100
EPSO-G UAB (hereinafter “EPSO-G”) is a state-owned group of energy transmission and exchange companies (www.epsog.lt). The rights and duties of the sole shareholder of the holding company EPSO-G UAB are exercised by the Ministry of Energy of the Republic of Lithuania (www.enmin.lt).
On 10 October 2025, the Company disposed the remaining shareholding in the associate GET Baltic UAB (hereinafter “GET Baltic”). Until 31 May 2023, GET Baltic was the subsidiary of the Company. On 31 May 2023, upon sale of 66% shares in GET Baltic, the Company lost control in GET Baltic. For more information on the disposal of remaining shareholding in GET Baltic see Note 31.
Information on the shareholding of GET Baltic as at 31 December 2025 and 31 December 2024 is presented below:
Company name
Company’s registered office
Shareholding
Profile of activities
As at 31 December 2025
As at 31 December 2024
GET Baltic UAB
Geležinio Vilko st. 18A, LT-08104 Vilnius, the Republic of Lithuania
0%
34%
Licensed activities of natural gas market operator trading natural gas short-term and long-term products.
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As at 31 December 2025, the number of employees on payroll at the Company was 368 (31 December 2024: 352).
2.
Summary of material accounting policies
The principal accounting policies applied in the preparation of the Company’s financial statements for the year ended 31 December 2025 are set out below:
2.1
Basis of preparation
The Company’s financial statements for the year ended 31 December 2025 have been prepared in accordance with International Financial Reporting Standards (IFRS), as adopted by the European Union, and are in compliance thereof.
The financial statements have been prepared on a historical cost basis, except for property, plant and equipment which is recorded at revalued amount, less estimated impairment loss, and derivatives accounted for at fair value.
In accordance with the accounting principles of non-current assets of EPSO–G UAB group companies, the non-current assets are accounted at revalued amount less accumulated depreciation and impairment losses, whereas grants are accounted for by reducing the carrying amount of the related asset.
The Company’s financial year coincides with the calendar year.
The Company’s management approved these financial statements on 24 March 2026. The shareholders of the Company have a statutory right to approve or not to approve these financial statements and require that management prepare a new set of financial statements.
Accounting policies adopted in the preparation of the financial statements are consistent with those of the previous financial year except as follows:
a.
Adoption of new and/or amended IFRSs and interpretations of the International Financial Reporting Interpretations Committee (IFRIC)
In the year ended 31 December 2025, the following IFRSs, amendments and IFRIC interpretations were adopted by the Company:
Amendments to IAS 21: Lack of Exchangeability (issued on 15 August 2023 and effective for annual periods beginning on or after 1 January 2025). Amendments to IAS 21 to help entities assess exchangeability between two currencies and determine the spot exchange rate, when exchangeability is lacking. An entity is impacted by the amendments when it has a transaction or an operation in a foreign currency that is not exchangeable into another currency at a measurement date for a specified purpose. The amendments to IAS 21 do not provide detailed requirements on how to estimate the spot exchange rate. Instead, they set out a framework under which an entity can determine the spot exchange rate at the measurement date. When applying the new requirements, it is not permitted to restate comparative information. It is required to translate the affected amounts at estimated spot exchange rates at the date of initial application, with an adjustment to retained earnings or to the reserve for cumulative translation differences. The amendments had no impact on the Company’s financial statements.
b.
The following standards, amendments and interpretations endorsed by the European Union, but have not been early adopted by the Company:
Amendments to the Classification and Measurement of Financial Instruments - Amendments to IFRS 9 and IFRS 7 (issued on 30 May 2024 and effective for annual periods beginning on or after 1 January 2026).
On 30 May 2024, the IASB issued amendments to IFRS 9 and IFRS 7 to:
(a) clarify the date of recognition and derecognition of some financial assets and liabilities, with a new exception for some financial liabilities settled through an electronic cash transfer system;
(b) clarify and add further guidance for assessing whether a financial asset meets the solely payments of principal and interest (SPPI) criterion;
(c) add new disclosures for certain instruments with contractual terms that can change cash flows (such as some instruments with features linked to the achievement of environment, social and governance (ESG) targets); and
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(d) update the disclosures for equity instruments designated at fair value through other comprehensive income (FVOCI).
Based on the Company’s assessment, these amendments will not have significant impact on the financial statements.
Annual Improvements to IFRS Accounting Standards (issued in July 2024, effective for annual reporting periods beginning on or after 1 January 2026). IFRS 1 was clarified that a hedge should be discontinued upon transition to IFRS Accounting Standards if it does not meet the ‘qualifying criteria’, rather than ‘conditions’ for hedge accounting. IFRS 7 requires disclosures about a gain or loss on derecognition relating to financial assets in which the entity has a continuing involvement, including whether fair value measurements included ‘significant unobservable inputs’. This new phrase replaced reference to ‘significant inputs that were not based on observable market data’. IFRS 16 was amended to clarify that when a lessee has determined that a lease liability has been extinguished in accordance with IFRS 9, the lessee is required to apply IFRS 9 guidance to recognise any resulting gain or loss in profit or loss. This clarification applies to lease liabilities that are extinguished on or after the beginning of the annual reporting period in which the entity first applies that amendment. In order to resolve an inconsistency between IFRS 9 and IFRS 15, trade receivables are now required to be initially recognised at ‘the amount determined by applying IFRS 15’ instead of at ‘their transaction price (as defined in IFRS 15)’. IFRS 10 was amended to use less conclusive language when an entity is a ‘de-facto agent’ and to clarify that the relationship described in paragraph B74 of IFRS 10 is just one example of a circumstance in which judgement is required to determine whether a party is acting as a de-facto agent. IAS 7 was corrected to delete references to ‘cost method’ that was removed from IFRS Accounting Standards in May 2008 when the IASB issued amendment Cost of an Investment in a Subsidiary, Jointly Controlled Entity or Associate.
The Company is currently assessing the impact of these amendments on its financial statements.
Amendments to IFRS 9 and IFRS 7 - Contracts Referencing Nature-dependent Electricity (issued on 18 December 2024 and effective for annual periods beginning on or after 1 January 2026). The IASB issued amendments to help companies better report the financial effects of nature-dependent electricity contracts, which are often structured as power purchase agreements (PPAs). Current accounting requirements may not adequately capture how these contracts affect a company’s performance. To allow companies to better reflect these contracts in the financial statements, the IASB issued the related amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments. Disclosure. The targeted amendments include: (a) clarifying the application of the ‘own-use’ requirements; (b) permitting hedge accounting if these contracts are used as hedging instruments; and (c) adding new disclosure requirements to enable investors to understand the effect of these contracts on a company’s financial performance and cash flows.
Based on the Company’s assessment, these amendments will not have significant impact on the financial statements.
c.
Standards, interpretations and amendments thereto that have not been endorsed by the European Union and early adopted by the Company:
IFRS 18 Presentation and Disclosures in Financial Statements (issued on 9 April 2024 and effective for annual periods beginning on or after 1 January 2027). In April 2024, the IASB has issued IFRS 18, the new standard on presentation and disclosure in financial statements, with a focus on the statement of profit or loss. The key new concepts introduced in IFRS 18 relate to:
-
the structure of the statement of profit or loss;
-
required disclosures in the financial statements for certain profit or loss performance measures that are reported outside an entity’s financial statements (that is, management-defined performance measures);
-
enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes in general.
IFRS 18 will replace IAS 1; many of the other existing principles in IAS 1 are retained, with limited changes. IFRS 18 will not impact the recognition or measurement of items in the financial statements, but it might change what an entity reports as its ‘operating profit or loss’. IFRS 18 will apply for reporting periods beginning on or after 1 January 2027 and also applies to comparative information.
The Company’s management is currently assessing the impact of IFRS 18 on the financial statements.
2.2
Presentation currency
All amounts in these financial statements have been measured and presented in the euros (EUR), which is an official currency of the Republic of Lithuania. These financial statements are presented in EUR ‘000 unless otherwise stated.
2.3
Intangible assets
The Company’s intangible assets are recognised if it is probable that future economic benefits associated with the asset will flow to the Company and the cost of the asset can be measured reliably. Intangible assets are carried at cost, see Note 6.
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The useful lives of intangible assets other than those with indefinite useful lives are 4 to 8 years.
After initial recognition, intangible assets are stated at cost less accumulated amortisation and impairment losses, if any.
Intangible assets mainly consist of software, licences and other intangible assets used in the Company’s activities.
Special land use conditions (protected areas)
In its financial statements for the year ended 31 December 2020, the Company recognised as intangible assets a commitment to register and a right to use the land parcels of third parties on the basis of the special land use conditions. The special land use conditions mean conditions involving certain restrictions or limitations on the activities carried out on the land parcel, which depend on the geographic location, the principal purpose of use, the method of use of the land parcel, and on the environmental and public health needs. The special land use conditions apply for as long as there is an object, in respect of which the protected areas have been established, irrespective of the physical condition of such object; or the special land use conditions may be established when there is an intention to implement a project. The special land use conditions remain in force for indefinite period. Since the useful life of the intangible assets is indefinite, such assets are not amortised. The useful life is not limited because the special land use conditions are established for the land parcels for indefinite period.
A provision for non-current liabilities in relation to the commitment to register the special land use conditions (protected areas) has been formed under IAS 37 (see Note 22).
Maintenance costs and other subsequent expenditures of intangible assets
Maintenance costs of intangible assets are recognised as expenses in the reporting period when they are incurred. Updating and development costs of intangible assets incurred subsequent to their acquisition or creation are recognised as expenses in the reporting period when they are incurred, except for software updating, modification, upgrading or new version installation costs that are capitalised by adding them to the cost of that software or recognising as a separate item of non-current intangible assets. In such case, the remaining useful life of the former software is re-measured and impairment is recognised for the remaining net book amount, if any.
2.4
Property, plant and equipment
Assets with a useful life longer than one year are classified as property, plant and equipment.
The Company’s items of property, plant and equipment are stated at revalued amounts, based on periodic (at least every 5 years) valuations performed by independent valuers, less accumulated depreciation and impairment losses (Note 7).
Any accumulated depreciation and impairment losses at the date of revaluation are eliminated against gross carrying amount of the asset and net amount is restated to the revalued amount of the assets.
Increases in the carrying amount arising on the first revaluation of property, plant and equipment are credited to revaluation reserve directly in equity and decreases are recognised in the profit and loss account. Decreases in the carrying amount arising on the subsequent revaluation of property, plant and equipment that offset previous increases of the same asset are charged against revaluation reserve directly in equity, whereas all other decreases are charged to the profit and loss account. Revaluation increases in property plant and equipment value that offset previous decreases are taken to the profit and loss account. All other increases in the carrying amount arising on subsequent revaluations of property, plant and equipment are credited to revaluation reserve. Each year the difference between depreciation based on the revalued carrying amount of the asset charged to the statement of comprehensive income and depreciation based on the asset’s original cost is transferred from revaluation reserve to retained earnings, after considering the effect of deferred income tax. Upon the sale or write-off of an asset item, any balance related to these assets is transferred from revaluation reserve to retained earnings.
Interest and other borrowing costs (the bank’s administration charges, etc.) are included in the acquisition cost of property, plant and equipment if they are directly attributable to the acquisition of a qualifying asset. A qualifying asset is asset that is developed on the basis of a project with the value of not less than EUR 1 million and that necessarily takes no less than 12 months to get ready for its intended use or sale.
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Variable payments for the separate acquisition of property, plant and equipment that are dependent on future performance (such as revenues or profits) are accounted for in the cost of property, plant and equipment and liabilities, when the variable payment can be estimated reliably and the asset is able to operate in the manner intended by the Company’s management. After initial recognition, value changes of variable payments are recognised in profit or loss.
Property, plant and equipment also includes the minimum quantity of natural gas contained in the gas pipelines (line pack) which is necessary to ensure a stable functioning of the transmission system. This part of property, plant and equipment is not depreciated, because the Company will be able to sell such natural gas at the end of the useful life of the gas transmission pipeline, and accordingly, the value of such natural gas represents the residual value of the gas transmission pipeline.
Emergency reserve inventories meeting the criteria of non-current assets are classified as property, plant and equipment. The carrying amount of inventories written off during repair, technical maintenance and emergency liquidation are recorded in the statement of profit or loss or added to the carrying amount of assets under maintenance.
Depreciation is calculated on a straight-line basis over the following estimated useful lives:
Land
-
Buildings
25 - 60
years.
Other structures and engineering networks
18 – 25
years.
Gas pipelines and associated equipment
55 – 70
years.
Plant and machinery
5-25
years.
Motor vehicles
7
years.
Other PP&E
4-10
years.
The useful lives, residual values and depreciation method are reviewed annually to ensure that they are consistent with the expected pattern of economic benefits from items of property, plant and equipment.
The Company has land with indefinite useful life, which is not depreciated.
Construction work in progress includes items of property, plant and equipment that are under construction. The cost of such assets includes design, construction works, plant and equipment being installed, and other directly attributable costs. Construction work in progress is not depreciated until the construction of asset is completed and the asset is put into operation. Prepayments for non-current assets are classified as non-current assets because they are used in long-term activities and are presented in the balance sheet line item “construction work in progress”.
Maintenance, repair, reconstruction and other subsequent costs of property, plant and equipment
Maintenance costs of property, plant and equipment are recognised as expenses of the reporting period when they are incurred. The costs of the day-to-day servicing of an item of PP&E are not included in the cost of that item. Rather, these costs are recognised as expenses when they are incurred. The purpose of these expenditures is often described as for the ‘repairs and maintenance’ of the property, plant and equipment. When property, plant and equipment is subject to reconstruction (major enhancement), such reconstruction/major enhancement works are recognised as a separate component of PP&E and the net book amount of the component of the replaced part of assets is written off. A condition of continuing to operate an item of property, plant and equipment may be performing regular major inspections for faults regardless of whether parts of the item are replaced, its cost is recognized in the carrying amount of the item of property, plant and equipment as a separate component if the recognition criteria are satisfied and the costs of such inspection are material. Any remaining carrying amounts of the cost of previous inspection (as distinct from physical parts) are written-off to operating expenses of the reporting period in the statements of profit or loss and other comprehensive income.
Impairment of property, plant and equipment and intangible assets
At each reporting date, the Company review the carrying amounts of their property, plant and equipment to determine whether there are any indications that those assets have suffered an impairment. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).
The recoverable value is the higher of an asset’s fair value less costs to sell and the value in use. In assessing the value in use, the expected future cash flows are discounted to their present value using the discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
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If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable value. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a decrease of revaluation reserve.
Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as an increase in revaluation reserve (without exceeding the amount of previous impairment).
2.5
Right of use assets
Right-of-use assets are assets that the Company has the right to manage during the lease term. The Company recognises right-of-use assets for all types of leases, including the lease of a right-of-use asset in case of sublease, but excluding leases of intangible assets, short-term leases and leases of low value assets.
Initial measurement of right-of-use assets
At the commencement date, the Company measures right-of-use assets at cost, which consists of: the present value of the initial measurement of the lease liability, initial costs incurred directly attributable to the underlying asset, any lease payments at the commencement date, less any lease incentives.
Subsequent measurement of right-of-use assets
After the initial recognition, the Company applies a cost method for right-of-use assets: the carrying amount of the asset at the respective date is calculated as the difference between the acquisition cost and the accumulated depreciation, plus any subsequent adjustments for the remeasurement of lease liability.
The calculation of depreciation of right-of-use assets is started from the date on which the assets are transferred for the use (the commencement date) until the earlier of these dates: the end of the lease term and the end of the useful life.
The Company calculates depreciation of right-of-use assets using the following rates:
Land*
99
years.
Buildings
from 5 to 10
years.
Motor vehicles
from 3 to 4
years.
* The Company applies the portfolio method for the land lease agreements concluded with the municipalities not by auction, i.e. a set of the agreements of the Company is accounted for as a single agreement due to similar criteria. Regardless of the remaining term of the land lease agreement, in accordance with the requirements of the legal acts, the agreements must be extended for as long as the facilities of the Company exist on the land plots. When assessing the flow generated by the infrastructure assets of the Company (for the calculation of the recoverable amount of assets), an infinite flow is projected as the ongoing reconstruction and repair works allow using the assets for a longer period than the established original depreciation rates. For this reason, the lease of land is subject to a substantially infinite rate corresponding to the original term of the agreement – 99 years.
2.6
Financial assets and liabilities
The Company recognises a financial asset in the statement of financial position only when they become a party to the contractual provisions of the financial instrument, the purchase or sale of the financial asset is recognised or derecognised on the date of purchase/sale.
At initial recognition, the Company measures the financial assets at fair value, except for trade receivables that do not include a significant component of financing. Initial measurement of financial assets other than those measured at fair value through profit or loss, includes the fair value of the instrument and transaction costs directly attributable to the acquisition of the financial asset.
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Transaction costs include all fees and commissions that the Company would not have paid if they had not entered into a financial instrument contract.
Financial assets measured at amortised cost
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are recognised as current assets, except for the loans and receivables with maturity term of more than 12 months after the date of the statement of financial position, in which case they are recognised as non-current assets.
Loans and receivables are initially recognised at cost (fair value of the amount receivable) and subsequently amortised cost using the effective interest rate method. Gains and losses are recognised in the statement of profit or loss when the assets are derecognised or impaired, as well as through the amortisation process.
Financial assets measured at fair value through profit or loss
The Company accounts for financial assets subsequently measured at fair value through profit or loss using a business model, the goal of which is achieved through the collection of contractual cash flows and the sale of financial assets.
The Company does not have financial assets held for trading that are acquired for the purpose of selling in the near future, and within such category only classify the financial asset that arises on disposal of a business or investment and that represents a non-equity contingent consideration.
Expected credit losses
The Company seeks to recognise the expected credit losses for the period before the financial instrument becomes past due. Normally, credit risk increases significantly before a financial instrument becomes past due or other delay factors are observed from the debtor (such as restructuring, bankruptcy, other economic difficulties of a client, etc.). Therefore, if there is a considerable amount of cost or effort to obtain reasonable and reliable information that is more forward-looking than past due payments, it should be based on the assessment of credit risk changes.
Expected credit losses are recognised based on individually or collectively assessed credit risk of loans and trade receivables, the assessment of which is based on all reasonable and supportable information, including forward-looking information.
Lifetime expected credit losses of trade receivables are assessed taking into consideration the level of credit risk. The individual assessment basis is applied to debts with a high level of credit risk concentration or when there is a significant increase in the probability of credit losses. During the individual assessment, information on the credit history of a particular borrower, its financial position as at the date of assessment is analysed, including forward-looking information that would allow to timely determine whether there has been a significant increase in the credit risk of that particular borrower, thus enabling making judgement on the recognition of lifetime expected credit losses in respect of that particular borrower.
Lifetime expected credit losses for loans receivable and trade receivables are accounted for through profit or loss using the contra account of allowance for doubtful trade receivables.
The Company derecognises loans receivable and trade receivables when it loses the right to receive contractual cash flows from financial assets.
Trade payables and other financial liabilities, borrowings
Financial liabilities, borrowings
Financial liabilities, including borrowings, are recognised initially at fair value, less transaction costs.
In subsequent periods, financial liabilities are measured at amortised cost using the effective interest rate method. Interest expense is recognised using the effective interest rate method.
If a financing agreement concluded before the date of the statement of financial position proves that the liability was non-current as of the date of the statement of financial position, such financial liability is classified as non-current.
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Trade payables
Trade payables represent commitments to pay for goods and services acquired from suppliers in the ordinary course of business. Trade payables are classified as current liabilities if the term of their settlement is less than one year; otherwise, they are recognised as non-current liabilities.
Derecognition of financial liabilities
A financial liability is derecognised when the obligation under the liability is settled, cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as derecognition of the original liability and the recognition of a new liability. The difference in the respective amounts of financial liabilities is recognised in the statement of comprehensive income.
2.7
Inventories
Inventories consist of spare parts, consumables, and natural gas contained in the gas pipelines used in the activities and for provision of services. Inventories also include spare parts or metal scrap which is fit for use and was retrieved from written off items of property, plant and equipment.
Inventories are initially recorded at acquisition cost. Subsequent to initial recognition, inventories are stated at the lower of cost and net realisable value.
The cost of inventories includes acquisition price and related taxes that are not subsequently recovered from tax administration authorities and costs associated with bringing inventory into their current condition and location. Other costs are included in the cost of inventories to the extent they are related to bringing inventory into their current condition and location. The cost of inventories is determined net of trade discounts.
The cost of inventories, except for natural gas, is determined using the first-in, first-out (FIFO) method, according to which write-offs are firstly carried out in respect of the same type of inventories that were acquired first.
The cost of inventories which consist of natural gas contained in the gas pipelines is determined using the weighted average costing method. The cost of one unit of energy of natural gas (kWh) is determined by applying the weighted average costing method using the following formula:
The cost of one energy unit of natural gas (kWh) = (opening balance of natural gas (quantity * price) + purchases of natural gas over the period (quantity * price)) / quantity of natural gas (opening balance + purchases of natural gas over the period).
Purchases of natural gas from 1 March 2022 exclude gas purchased for the balancing of the system user.
2.8
Cash and cash equivalents
Cash includes cash at banks. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less and that are subject to an insignificant risk of change in value.
If there are indications that cash and cash equivalents may not be recoverable, impairment is accounted for. Impairment is recorded in the statement of profit or loss within operating expenses for the period during which it occurred.
2.9
Grants
Grants are recognised when the Company complies with all the conditions attached to the grants, as set out in the respective grant agreement, and when there is a reasonable assurance that the grant will be received.
Government grants or grants received from the EU in a form of non-current assets or intended for purchase of non-current assets are considered as grants related to assets.
At the Company level, grants are recognised by deducting them from the asset’s carrying amount. For the purpose of the statement of profit or loss and other comprehensive income, grants are recognised over the useful life of the related asset as a deduction from depreciation expenses.
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Accumulated grants receivable are classified as other current assets when, according to the agreement, the European Commission undertakes a commitment to fund strategic projects and there is strong evidence that the funding will be received.
Grants received as a compensation for the expenses or unearned income in the current or previous reporting periods, also all grants other than grants related to assets, are considered as grants related to income. Income-related grants are recognised as utilised to the extent of the expenses incurred during the reporting period or unearned income to be compensated by that grant.
For the purpose of the statement of profit or loss, income-related grants are recognised when related costs are incurred, for which the grant was intended to compensate, by adding them to other income. If no connection can be established between the grants and incurred costs or deferred expenses, they are recognised as income during the period they are received or when the Company meets all the conditions attached to grants, as established in the respective grant agreement, and there is a reasonable assurance that the grant will be received.
2.10
Lease liabilities
Initial measurement of the lease liability
The amount of the initial measurement of lease liability is calculated as the present value of lease payments not paid at the commencement date.
The lease payments are discounted using the incremental borrowing rate. The incremental borrowing rate is determined as the rate at which the Company would be able to borrow funds for the purpose of acquiring certain assets for a respective period.
At the commencement date, the lease payments included in the measurement of lease liability comprise the following payments:
fixed payments, less any lease incentives receivable;
variable lease payments that depend on an index or a rate;
amounts expected to be payable by the Company under residual value guarantees;
the exercise price of a purchase option if the Company are reasonably certain to exercise that option;
payments of penalties for terminating the lease, if the lease term reflects the Company exercising an option to terminate the lease.
Subsequent measurement of lease liability
Subsequent to initial recognition, the Company recognise a change in the value of the lease liability by:
increasing the carrying amount to reflect interest on the lease liability;
reducing the carrying amount to reflect the lease payments made; and
remeasuring the carrying amount to reflect any lease modifications or revised lease payments.
For a lease modification that is not accounted for as a separate lease, the Company account for the remeasurement of the lease liability by:
decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease. The Company recognise in profit or loss any gain or loss relating to the partial or full termination of the lease;
making a corresponding adjustment to the right-of-use asset for all other lease modifications.
The Company classifies assets as right-of-use assets by recognising under non-current assets in the statement of financial position, if the asset and lease contract meet all of the following criteria:
the lease is not a short-term (12 months or more) or short-term lease with a purchase option;
value of the leased item or group of items/underlying asset is not less than EUR 4,000 and therefore does not qualify as a lease of a low-value asset;
if the contract conveys the right to control the use of an identified asset for a period of time, i.e. to obtain economic benefits from use of the identified asset and to direct the use of the identified asset.
The Company present its lease liabilities separately from other liabilities in the statement of financial position. Interest expense on the lease liability is presented separately from the depreciation charge for the right-of-use assets. The interest expense on the lease liability is a component of finance costs recognised in the statement of comprehensive income.
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2.11
Long-term employee benefits
Each employee in the Company of retirement age who terminates his/her employment with the Company, upon retirement receives defined benefit in the amount established by the Lithuanian and the Company’s internal legislation. A benefit liability is recognised in the statement of financial position and reflects the present value of such benefits at the reporting date. The non-current benefit liability at the reporting date is estimated with reference to actuary valuations, using the projected relative unit method. The present value of the defined non-current benefit liability is determined by discounting the estimated future cash flows using the effective interest rates as set for government debentures denominated in a currency in which employee benefits are expected to be made and with maturity similar to that of the related liability.
2.12
Provisions, contingent assets and liabilities
Provisions are recognised when the Company has a legal obligation or irrevocable commitment, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. The amount recognised as a provision is the estimate of the expenditure required to settle the obligation (the expected value). Where the effect of the time value of money is material, the amount of a provision is discounted using a pre-tax effective interest rate that, if necessary, reflects the risks specific to the liability. Where discounting is used, the carrying amount of a provision increases in each period to reflect the passage of time. This increase is recognised as borrowing cost.
Provisions are reviewed at the end of each reporting period and adjusted to reflect the changes in circumstances. If the amount of the provision is discounted, the amount reversed at each reporting period is equal to the discounting effect (interest expenses). If circumstance change and the provision is no longer necessary, the provision is reversed in the statement of profit or loss and other comprehensive income through the expense line item where it has been recorded initially at the time of establishment.
Provisions are classified as non-current liabilities, if the Company’s management expect to settle them after twelve months from the date of the statement of financial position, and as current liabilities, if the Company’s management expect to settle them within twelve months from the date of the statement of financial position.
A contingent liability is a liability that may arise from past events, or a present obligation that arises from past events, when it is not probable that resources embodying economic benefits will be required to settle the obligation, or the amount of the obligation cannot be measured reliably.
Contingent liabilities are not accounted for, but are disclosed in the notes to the financial statements unless the probability of the loss of resources embodying economic benefits is remote.
A contingent asset is an asset that may arise from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events, that are not wholly within the Company's control.
Contingent assets are not recognised in the financial statements, but are described in the notes to the financial statements when it is probable that income or economic benefits will be received.
2.13
Income tax
Income tax expense for the period comprises current and deferred income tax.
Income tax
The income tax expense for the current year is calculated on the current year’s profit before tax, as adjusted for certain non-deductible expenses/non-taxable income and losses of previous tax periods. Income tax is calculated using the tax rate effective as at the date of issue of the financial statements. The applicable income tax rate was 16% in 2025, and 15% in 2024. Current year income tax may be reduced by tax losses carried forward. In addition, the Company can take over tax losses from the Group companies, provided it meets the requirements laid down in the Law on Corporate Income Tax.
Deferred tax
Deferred taxes are calculated using the balance sheet liability method. Deferred taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income
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tax purposes. Deferred income tax liability is recognised for all temporary differences that will increase taxable profit in the future, and deferred tax asset is recognised only to the extent it is likely to reduce the taxable income in the future.
Deferred tax assets are reviewed at each financial reporting date, and if it is not probable that the Company will generate sufficient taxable profit to realize these assets, they are reduced to an amount which is likely to reduce the taxable profit in future. Deferred income tax assets and liabilities are estimated using the tax rate that has been applied when calculating income tax for the year when the related temporary differences are to be realised or settled.
Deferred tax assets and liabilities are offset only where they relate to income tax assessed by the same fiscal authority or where there is a legally enforceable right to offset current tax assets and current tax liabilities.
Current income tax and deferred income tax
Current income tax and deferred income tax are recognised as income or expenses and included in net profit or loss for the reporting period, except for the cases when tax arises from a transaction or event that is recognized directly in equity or in other comprehensive income, in which case taxes are also recorded in equity and other comprehensive income respectively.
2.14
Revenue recognition
Recognition and measurement of the Company’s revenue is based on a five-step revenue recognition model which is applied to all contracts with customers. The Company’s revenue is recognised at a point in time or over time, during which the performance obligation is settled, i.e. the control of services or goods is transferred to the customer.
The Company’s revenue includes as follows:
revenue from natural gas transmission and related services;
revenue from administration of the LNG terminal funds;
other income;
finance income.
Revenue from natural gas transmission and related services
Revenue from transmission services
Revenue from system users for natural gas transmission services is recognised over time, based on the reported data on natural gas quantities, distributed to the system users connected to the distribution system, and based on the statements of transmitted natural gas that were signed with the system users directly connected to the transmission system.
Revenue from balancing services
The Company’s revenue from system balancing products consists of operational balancing revenue, transit flow balancing revenue, and system users balancing revenue.
In providing operational balancing and transit flow balancing services, the Company acts as principal. In providing system user’s balancing services, the Company acts as an agent.
The concept of steering difference is defined in the European Commission Regulation (EU) 2015/703 establishing a network code on interoperability and data exchange rules of 30 April 2015. 
Steering difference means the difference between the quantity of gas that the transmission system operators had scheduled to flow and the measured quantity for an interconnection point. 
In other words, steering difference is the difference between commercial and physical gas flow. The agreement between two adjacent operators to apply steering difference enables to ensures that, when organising gas transportation, system users are allocated the gas quantity they have nominated, and the resulting difference is accounted for by the adjacent system operators.
Revenue from operational balancing is recognised when the physical gas flow exceeds the commercial gas flow, and the other system operator compensates the Company, as the transmission system operator, for the difference in the quantity of gas.
Below is described the revenue recognition for the provision of system user’s balancing services.
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Based on the EC regulation establishing a network code on gas balancing of transmission networks (the “Regulation“), the system users bear the responsibility of balancing their inputs against their off-takes. If the system users fail to balance gas at the entry/exit points, the Company is entitled to undertake the balancing actions as set forth in the Regulation. In accordance with the Regulation, the Company undertakes the balancing actions in respect of the system users with reference to measures on each gas day.
Revenue from balancing services is recognised when the transmission system user‘s imbalance quantity becomes negative, thereby causing natural gas shortfall. Expenses from balancing services are recognised when the transmission system user‘s imbalance quantity becomes positive, thereby causing natural gas surplus. As the Company seeks to ensure financial neutrality, it levies a neutrality charge for each reporting month with effect from 1 March 2022. Neutrality charge means a charge payable to/by the transmission system operator due to performance of its balancing activities. The neutrality charge represents the difference between the expenses and revenue of the transmission system operator from the balancing activities. The neutrality charge may be both positive and negative. When the neutrality charge is negative, the transmission system operator pays the neutrality charge to the system users. When the neutrality charge is positive, the system users pay the neutrality charge to the transmission system operator. The purpose of the neutrality charge is to ensure financial neutrality of the transmission system operator.
Due to amendments introduced in regulation of balancing activities with effect from 1 March 2022, the Company acts as an agent in its gas purchase/sale transactions and reports net result of balancing activities in the financial statements. The neutrality charge is expected to ensure a zero gain/(loss) from balancing activities. Acting as an agent in balancing gas purchase/sale transactions is explained by limited control of the balancing services and purchases of gas, absence of economic benefits, no discretion in establishing the price for the balancing services since the pricing is governed by law, no discretion in choosing a counterparty and inability to regulate demand. In addition, the activities of the Company, as the transmission system operator, are not associated with trade in natural gas, and the regulated balancing actions are performed for the benefit of all system users rather than for the benefit of a specific system user.
Revenue from administration of the LNG terminal funds
Based on the provisions of Article 5(2) of the Republic of Lithuania Law on Liquefied Natural Gas Terminal, the Company carries out the function of administration of the LNG terminal funds. The administration of the LNG terminal funds is performed in accordance with the Description of the procedure for the administration of funds intended to compensate for the construction and fixed operating expenses of the liquefied natural gas terminal, its infrastructure and connector, including subsequent amendments and supplements thereto (the title was changed on 18 December 2015 under the Council’s Resolution No 03-653 of 17 December 2015), as approved by the Council’s Resolution No. O3-294 of 9 October 2012. The Company collects/pays and administers the LNG terminal funds and acts as an intermediary on behalf of the State, and such activities do not generate any revenue/profit for the Company in the ordinary course of business. The LNG terminal funds are collected/repaid and transferred to the recipients/payers of the LNG terminal funds. The share of the LNG terminal funds intended solely to cover the administration expenses of the LNG terminal funds is considered as the Company’s revenue. The amount of administration of the LNG terminal funds is calculated as the amount of costs that are expected to be incurred, by taking into account the actual costs incurred in the previous periods, and such amount is specified in the Council’s certificate. The LNG terminal funds are not treated as the Company's revenue/expenses, but they are rather accounted for as other receivables/other payables and other financial assets.
Other income
Connection fees on connection of new consumers and producers to the gas transmission network
The connection "service" is considered as a single performance obligation together with the future gas transmission services, as defined in IFRS 15 Revenue from contracts with customers, because the pricing of the connection fee is directly linked to the pricing of the transmission services. Therefore revenue (including the compensation for the connection to the grid) are recognised in profit or loss over time during the useful life (or lives) of the connection assets constructed / built by Company and compensated by a consumer.
Accounting for the connection fees on connection of new producers is based on the accounting policies for grants (IAS 20 Accounting for government grants and disclosure of government assistance), and the acquisition cost of the assets is reduced by the amount of the connection fee.
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Relocation (reconstruction) of infrastructure facilities owned under the title by the Company upon a customer’s request
Upon a customer’s request, the Company carries out relocation or reconstruction of infrastructure facilities and incurs related expenses. Such relocation work does not give rise to any economic benefits for the Company, and all expenses related to such work are compensated in full by a customer through acquisition of energy facility relocation service from the Company.
Based on IFRS and the Company’s accounting policies, there are two approaches for recognition of such transactions:
1.
When relocation of assets involves substantial improvement of assets. Under IAS 16 Property, plant and equipment, the relocation expenses incurred by the Company are added to the acquisition cost of the related assets. Accounting for the compensation (i.e. relocation fee) due from a customer is based on the accounting policies for grants (IAS 20 Government grants and disclosure of government assistance) and the acquisition cost of the assets is reduced by the amount of the relocation fee. Since all relocation costs are compensated in full for the Company by a customer, such transaction results in a zero impact on the Company’s profit or loss, i.e. the Company neither incurs additional expenses nor earns additional revenue from such transaction.
2.
When relocation of assets does not involve substantial improvement of assets. Under IFRS 15 Revenue from contracts with customers, the Company earns revenue from relocation service (i.e. revenue is recognised at the time of rendering the service) and incurs relocation service expenses (i.e. all costs incurred on relocation of assets are recognised as expenses in the same period as revenue from relocation service). Since all relocation costs are covered in full for the Company by a customer, such transaction results in a zero impact on the Company’s profit or loss, i.e. revenue earned by the Company equals expenses incurred.
Gain from disposal of property, plant and equipment, lease income, income from sale of other goods and provision of other services, income from default charges and fines collected from the contractors as a result of late fulfilment of work, income-related grants are recognised by the Company as other income.
2.15
Expense recognition
Expenses incurred in relation to revenue earned during the reporting period are recognised by the Company on an accrual basis, and based on the following principles: 1) the costs are recognised as expenses to the extent of the value of goods sold or services rendered, since the criterion for recognition of expenses is that they have been incurred to earn revenue of the reporting period; 2) the costs incurred by the Company during the reporting period are recognised as expenses of the reporting period immediately, unless they can be linked to earning of the specific revenue, and no income is expected to be earned in relation to such expenses in the next periods.
The Company uses expense classification by type.
Taxes such as real estate tax, land tax, land rent tax, taxes related to environmental pollution, non-deductible value added tax, etc. are recognized as expenses.
2.16
Finance income and costs
Finance income
Finance income includes income earned by the Company from financing activities, such as foreign exchange gain, when cash balances are translated into the functional currency euro, interest income on cash balance.
The Company‘s finance costs include as follows:
foreign exchange loss from financing transactions;
interest on borrowings.
Interest income and expenses are recognised on accrual basis considering the outstanding balance of debt and the applicable interest rate.
2.17
Cash flows
The Company reports cash flows using the indirect method. Reporting of cash flows from operating activities based on the indirect method means that net profit/(loss) for the reporting period is presented as cash inflows or outflows from operating activities of
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the Company for the reporting period. Cash inflows and outflows from investing and financing activities for the reporting period are presented separately unless cash flows are presented on a net basis.
For the purpose of the Company‘s financial statements, dividends paid are reported as cash flows of financing activities, whereas dividends received are reported as cash flows of investing activities.
For the purpose of the Company‘s financial statements, interest paid is reported as cash flows of financing activities, whereas interest received is reported as cash flows of investing activities.
3.
Accounting estimates and assumptions
The preparation of financial statements in conformity with International Financial Reporting Standards requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses and disclosure of contingencies. The significant areas of estimation used in the preparation of these financial statements relate to the disposal of investments in associate and derivatives (Notes 3.1, 31), provisions (Notes 3.2, 22), and the review of the fair value measurement of property, plant and equipment (Notes 3.3, 7). Future events may occur which may cause the assumptions used in arriving at the estimates to change. The effect of any changes in estimates will be recorded in the financial statements, when determinable.
3.1
Disposal of the investment in the associate GET Baltic
On 10 October 2025, the Company disposed the remaining 34% shareholding in its associate GET Baltic. On 31 May 2023, the Company issued the put option enabling the Company to sell the remaining shareholding in GET Baltic at a fixed price and the call option for the investor to purchase the remaining shares of GET Baltic at a fixed price, which, in the Company management’s opinion, were designated as derivatives related to the sale transaction of remaining shares, therefore had an impact on the net transaction gain/loss. Before exercise of the put and call options, they were measured at fair value. For more information on the share options and the disposal of investment in associate see Note 31.
3.2
Provisions
The Company has a legal dispute with a construction contractor over the non-performance or improper performance of warranty obligations regarding the defects identified in the works during the construction of the gas pipeline interconnection between Poland and Lithuania (GIPL), which the contractor refuses to remedy. As a result of the non-performance or improper performance of the guarantee obligations, in 2024, the Company lodged claims for payment of the guarantee funds, and has guarantee funds received in the amount of EUR 5,815 thousand. The lawfulness of the claims for payment of the guarantee funds is being challenged by the contractor in court. In view of the uncertainty surrounding the outcome of the legal proceedings, as at 31 December 2024, the Company recognised a provision for the potential repayment of the guarantee funds. As at 31 December 2025, there were no changes in the parties’ financial claims in litigation, and no new circumstances or assumptions had arisen, affecting the position reflected in the financial statements. For more information on the provision and legal dispute see Notes 22 and 37.
3.3
Valuation of property, plant and equipment
Based on the Company’s assessment, the carrying amount of property, plant and equipment as at 31 December 2025 approximated the fair value of the assets, as there were no changes that could have a material effect on the changes in the fair value, the impairment of non-current assets, or the changes in useful life. The remaining useful life of property, plant and equipment and the depreciation method used reflect the actual period during which the asset will provide economic benefit. No indications of impairment were identified. The last revaluation of property, plant and equipment was carried out as at 31 December 2023. For more information on the results of impairment review see Note 7.
4.
Reclassification of comparative figures in the financial statements
In 2025, the Company made changes to the classification of items of non-current and current financial assets at amortised cost in the statement of financial position, presenting them separately from the items of non-financial assets. Accordingly, non-current and current financial liabilities at amortised cost are presented separately from non-financial liabilities. Based on the Company’s assessment, such reclassification of asset and liability items will be more consistent with the requirements of International Financial Reporting Standards and the information needs of users of financial information.
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Below is the effect of reclassification on the items of the Company’s statement of comprehensive income for 2024:
31/12/2024
Reclassification
31/12/2024
before reclassification
after reclassification
Current assets
Inventories
4,761
-
4,761
Prepayments
865
(865)
-
Contract assets
-
1,220
1,220
Trade receivables
9,763
-
9,763
Other receivables
13,152
(13,152)
-
Other financial assets at amortised cost
-
6,820
6,820
Other non-financial assets
-
12,712
12,712
Prepaid income tax
-
-
-
Other financial assets
6,735
(6,735)
-
Cash and cash equivalents
31
-
31
Total current assets:
35,307
-
35,307
Non-current liabilities
Borrowings
55,312
-
55,312
Lease liabilities
3,492
-
3,492
Contract liabilities
1,700
-
1,700
Provisions
937
-
937
Total non-current liabilities:
61,441
-
61,441
Current liabilities
Current borrowings
23,563
(23,563)
-
Current portion of non-current borrowings
5,919
(5,919)
-
Borrowings
-
5,919
5,919
Financial borrowings from group companies
-
23,563
23,563
Lease liabilities
986
-
986
Trade payables
6,384
(17)
6,367
Other financial liabilities at amortised cost
-
29,300
29,300
Prepayments received and contract liabilities
1,036
(1,036)
-
Income tax liability
1,071
-
1,071
Derivative liability at FVTPL
-
654
654
Other payables and current liabilities
45,197
(45,197)
-
Provisions
5,971
-
5,971
Other non-financial liabilities
-
16,296
16,296
Total current liabilities:
90,127
-
90,127
During the reclassification, EUR 865 thousand of prepayments, as a non-financial item, was transferred to other non-financial assets.
Reclassification of other receivables:
taxes receivable from the State budget, grants receivable and LNGT funds receivable totalled EUR 11,847 thousand were reclassified to other non-financial assets;
contract assets of EUR 1,220 thousand were presented as a separate item;
interest receivable on term deposits and other receivables totalled EUR 85 thousand and were reclassified to financial assets at amortised cost.
Term deposits, security deposits and LNGT funds totalled EUR 6,735 thousand and were also recognised as financial assets at amortized cost, by reclassifying them from financial assets.
The reclassification of other payables and current liabilities:
employment-related liabilities, taxes payable to the State budget, LNGT funds accrued and payable totalled EUR 15,900 thousand and were reclassified to other non-financial liabilities;
fee payable to the regulator totalled EUR 278 thousand was reclassified from accrued expenses to other non-financial liabilities;
dividends payable, CBCA contribution payable, accrued expenses and other payables totalled EUR 28,365 thousand and were reclassified to financial liabilities measured at amortised cost;
EUR 654 thousand of derivative liabilities were presented as a separate item;
Prepayments received, current contract liabilities totalled EUR 118 thousand and were reclassified to other non-financial liabilities.
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Security deposits received totalled EUR 918 thousand and were reclassified to other financial liabilities at amortised cost.
The effect of reclassification on the items of the Company’s statement of comprehensive income for 2023:
01/01/2024
Reclassification
01/01/2024
before reclassification
after reclassification
Current assets
Inventories
4,874
-
4,874
Prepayments
794
(794)
-
Contract assets
-
1,798
1,798
Trade receivables
9,030
-
9,030
Other receivables
19,074
(19,074)
-
Other financial assets at amortised cost
-
1,030
1,030
Other non-financial assets
-
17,568
17,568
Prepaid income tax
-
-
-
Other financial assets
528
(528)
-
Cash and cash equivalents
121
-
121
Total current assets:
34,421
-
34,421
Non-current liabilities
Borrowings
60,962
-
60,962
Lease liabilities
2,933
-
2,933
Contract liabilities
1,530
-
1,530
Provisions
667
-
667
Total non-current liabilities:
66,092
-
66,092
Current liabilities
Current borrowings
25,435
(25,435)
-
Current portion of non-current borrowings
5,649
(5,649)
-
Borrowings
-
5,988
5,988
Financial borrowings from group companies
-
25,096
25,096
Lease liabilities
317
317
Trade payables
5,335
(18)
5,317
Other financial liabilities at amortised cost
-
28,820
28,820
Prepayments received and contract liabilities
622
(622)
-
Income tax liability
-
-
Derivative liability at FVTPL
-
364
364
Other payables and current liabilities
41,950
(41,950)
-
Provisions
463
-
463
Other non-financial liabilities
-
13,406
13,406
Total current liabilities:
79,771
-
79,771
The prepayments, as a non-financial item, totalled EUR 865 thousand was transferred to other non-financial assets.
Reclassification of other receivables:
taxes receivable from the State budget, grants receivable and LNGT funds receivable totalled EUR 16,774 thousand were reclassified to other non-financial assets;
contract assets of EUR 1,798 thousand were presented as a separate item;
interest receivable on term deposits and other receivables totalled EUR 502 thousand and were reclassified to financial assets at amortised cost.
Term deposits, security deposits and LNGT funds totalled EUR 528 thousand and were also recognised as financial assets at amortized cost, by reclassifying them from financial assets.
The reclassification of other payables and current liabilities:
employment-related liabilities, taxes payable to the State budget, LNGT funds accrued and payable totalled EUR 12,981 thousand and were reclassified to other non-financial liabilities;
fee payable to the regulator totalled EUR 330 thousand was reclassified from accrued expenses to other non-financial liabilities;
dividends payable, CBCA contribution payable, accrued expenses and other payables totalled EUR 28,275 thousand and were reclassified to financial liabilities measured at amortised cost;
EUR 354 thousand of derivative liabilities were presented as a separate item;
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Prepayments received, current contract liabilities totalled EUR 95 thousand and were reclassified to other non-financial liabilities.
Security deposits received totalled EUR 527 thousand and were reclassified to other financial liabilities at amortised cost.
5.
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The Company’s chief operating decision-maker, who is responsible for allocating resources and assessing performance, has been identified as the Board of Directors that makes strategic decisions.
The Company has one operating segment, which is consistent with the Company’s activity, i.e. the natural gas transmission segment.
The Company has a single geographical segment – the Republic of Lithuania. All non-current assets of the Company are domiciled in Lithuania, where the Company operates.
The Board as the main decision-making body monitors the results with reference to the financial reports that have been prepared using the same accounting policies as those used for the preparation of the financial statements, i.e., information on profit or loss, including the reported amounts of income and expenses.
Key performance indicators are net profit and profit before interest, taxes, depreciation and amortisation, loss on revaluation, impairment and write-off of property, plant and equipment (EBITDA, which is non-GAAP performance indicator). These indicators are calculated on the basis of data reported in the financial statements.
EBIT, which is non-GAAP performance indicator, represent profit before interest and taxes.
The Board also monitors adjusted performance indicators, particularly the adjusted EBITDA. Adjusted EBITDA ratio is EBITDA ratio further adjusted by adding management’s adjustments. That is non-IFRS alternative performance measure. Management’s adjustments include temporary regulatory differences resulting from the Council’s decisions. Management’s adjustments may have both positive and negative impact on the adjusted ratios for the period. In management’s view, adjusted EBITDA ratio more accurately presents results of the operations and allows for an objective comparison of the results between the periods as revenue and costs have been adjusted due to the regulator’s decisions or are of a one-off nature.
Management also analyses investments and net debt of segment.
The table below contains information on the natural gas transmission segment for the period ended 31 December 2025:
Transmission of natural gas
Revenue and other income
69,716
Operating expenses, excl. depreciation, write-off and impairment
(52,397)
EBITDA
17,319
Adjusted EBITDA
27,436
Temporary regulatory differences for previous periods
4,621
Temporary regulatory differences for reporting period
5,496
Overall effect of management’s adjustments on EBITDA
10,117
EBITDA (under IFRS) reconciliation to Net profit/loss
(15,959)
Depreciation and amortisation
(14,669)
Loss on impairment and write-off of property, plant and equipment
(23)
Finance costs, net
(2,064)
Income tax
195
Other gain (loss)
178
Share of net profit of associates
424
Net profit (loss)
1,360
Total assets
324,739
Net debt
(125,224)
Investments (additions of property, plant and equipment and intangible assets)
21,782
The table below contains information on the natural gas transmission segment for the period ended 31 December 2024:
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Transmission of natural gas
Revenue and other income
74,583
Operating expenses, excl. depreciation, write-off and impairment
(48,063)
EBITDA
26,520
Adjusted EBITDA
27,366
Temporary regulatory differences for previous periods
2,006
Temporary regulatory differences for reporting period
(1,160)
Overall effect of management’s adjustments on EBITDA
846
EBITDA (under IFRS) reconciliation to Net profit/loss
(18,214)
Depreciation and amortisation
(14,932)
Loss on impairment and write-off of property, plant and equipment
(43)
Finance costs, net
(2,159)
Income tax
(1,196)
Other gain (loss)
(364)
Share of net profit of associates
480
Net profit (loss)
8,306
Total assets
327,196
Net debt
(82,534)
Investments (additions of property, plant and equipment and intangible assets)
6,405
As at 31 December 2025, there were three customers of the Company each generating over 10% of the Company’s total revenue. Revenue from customers totalled EUR 38,812 thousand, whereof:
Customer A – EUR 23,128 thousand;
Customer B – EUR 8,460 thousand;
Customer C – EUR 7,224 thousand.
As at 31 December 2024, there were three customers of the Company each generating over 10% of the Company’s total revenue. Revenue from customers totalled EUR 45,730 thousand, whereof:
Customer A – EUR 25,257 thousand;
Customer B – EUR 11,120 thousand;
Customer C – EUR 9,353 thousand.
6.
Intangible assets
Movements on intangible assets account during the current and previous reporting period were as follows:
Patents and licences
Computer software
Other
intangible
assets
Protected areas
Total
As at 31 December 2023
7
1,526
-
1,026
2,559
Cost (revalued amount)
55
5,571
5
1,026
6,657
Accumulated amortisation
(48)
(4,045)
(5)
-
(4,098)
Net book value as at 31 December 2023
7
1,526
-
1,026
2,559
Additions
-
460
-
-
460
Write-offs
-
(12)
-
-
(12)
Adjustment for changes in assumptions
-
-
-
(48)
(48)
Amortisation charge
(3)
(746)
-
-
(749)
As at 31 December 2024
4
1,228
-
978
2,210
Acquisition/revaluation amount
55
6,019
5
978
7,057
Accumulated amortisation
(51)
(4,791)
(5)
-
(4,847)
Net book value as at 31 December 2024
4
1,228
-
978
2,210
Net book value as at 31 December 2024
4
1,228
-
978
2,210
Additions
-
1,415
-
-
1,415
Write-offs
-
(89)
-
-
(89)
Adjustment for changes in assumptions
-
-
-
(14)
(14)
Amortisation charge
(3)
(413)
-
-
(416)
As at 31 December 2025
1
2,141
-
964
3,106
Acquisition/revaluation amount
55
7,345
5
964
8,369
Accumulated amortisation
(54)
(5,204)
(5)
-
(5,263)
Net book value as at 31 December 2025
1
2,141
-
964
3,106
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The Company’s intangible assets with the acquisition cost of EUR 50 thousand as at 31 December 2025 (EUR 63 thousand as at 31 December 2024) was fully amortised but still in use.
Depreciation of grants in amount of EUR 70 thousand as at 31 December 2025 (31 December 2024: EUR 177 thousand) was reported in the statement of profit or loss as an offsetting of depreciation of related assets against proceeds from grants.
Taking into account changes in the regulatory framework, the scope of services for establishing protection zones and classes of the areas planned to be purchased, each year, the Company reviews the estimated cost of establishing special land use conditions. Due to changes in assumptions, the value of provision and related intangible assets was reduced by EUR 14 thousand as at 31 December 2025 (by EUR 48 thousand as at 31 December 2024).
7.
Property, plant and equipment
Movements on the property, plant and equipment account during the current and previous reporting period were as follows:
Land
Buildings
Structures and equip-
ment
Plant and machinery
Vehicles
Other
PP&E
Constru-
ction work in progress
Total
As at 31 December 2023
136
7,647
228,189
37,702
135
4,668
5,876
284,353
Acquisition/revaluation amount
136
7,647
228,189
37,702
135
4,668
5,876
284,353
Accumulated depreciation
-
-
-
-
-
-
-
-
Net book value as at 31 December 2023
136
7,647
228,189
37,702
135
4,668
5,876
284,353
Additions
-
-
(2)
191
3
165
5,588
5,945
Write-offs
-
-
(441)
-
(2)
(1)
(29)
(473)
Sales
-
-
-
-
-
(2)
-
(2)
Impairment (reversal) of assets
-
-
-
-
-
-
-
-
Reclassification from/to inventories
-
-
(7)
77
(40)
-
-
30
Reclassifications between categories
-
1,278
6,064
259
-
1,344
(8,945)
-
Depreciation charge
-
(351)
(6,855)
(3,989)
(92)
(1,973)
-
(13,260)
Reversal of grants recognised
-
34
193
77
-
27
(170)
161
As at 31 December 2024
136
8,608
227,141
34,317
4
4,228
2,320
276,754
Acquisition/revaluation amount
136
8,959
233,996
38,306
96
6,201
2,320
290,014
Accumulated depreciation
-
(351)
(6,855)
(3,989)
(92)
(1,973)
-
(13,260)
Net book value as at 31 December 2024
136
8,608
227,141
34,317
4
4,228
2,320
276,754
Net book value as at 31 December 2024
136
8,608
227,141
34,317
4
4,228
2,320
276,754
Additions
-
-
705
251
552
288
18,571
20,367
Write-offs
-
-
-
-
-
(1)
(27)
(28)
Disposals
-
-
-
-
-
-
-
-
Impairment (reversal) of assets
-
-
-
-
-
-
17
17
Reclassification from/to inventories
-
-
(20)
99
-
(1)
-
78
Reclassifications between categories
-
1,561
2,851
518
-
1,243
(6,173)
-
Depreciation charge
-
(458)
(7,201)
(3,674)
(8)
(1,923)
-
(13,264)
Off-set of grants against non-current assets
-
-
-
-
-
-
-
-
As at 31 December 2025
136
9,711
223,476
31,511
548
3,834
14,708
283,924
Acquisition/revaluation amount
136
10,520
237,532
39,174
648
7,730
14,708
310,448
Accumulated depreciation
-
(809)
(14,056)
(7,663)
(100)
(3,896)
-
(26,524)
Net book value as at 31 December 2025
136
9,711
223,476
31,511
548
3,834
14,708
283,924
The part of the Company’s property, plant and equipment, with the acquisition/revaluation cost of EUR 266 thousand as at 31 December 2025 (EUR 196 thousand as at 31 December 2024), was fully depreciated but still in use.
The Company’s property, plant and equipment are stated at revalued amount, less the amounts of accumulated depreciation, recognised grants and impairment losses.
The cost of PP&E as at 31 December 2025 included: the prepayment for gas compressor during the Janiūnai GCS extension project amounting to EUR 12,465 thousand; the reconstruction of the main gas pipelines based on diagnostics results amounting to EUR
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1,580 thousand; the installation of launching and receiving chambers, and the replacement of shot-off devices and connection to SCADA amounting to EUR 745 thousand; the reconstruction of the Elektrėnai GDS amounting to EUR 512 thousand; the renovation of cathodic protection systems amounting to EUR 479 thousand; the reconstruction of the Dispatching Building and the connection of rainwater collection networks to the city’s network amounting to EUR 562 thousand; the upgrade of the GDS and GMS automation and electrical systems amounting to EUR 299 thousand.
In 2025, completed projects and PP&E put into operation amounted to EUR 6,173 thousand, of which the reconstruction of the Dispatching Building and the connection of rainwater collection networks to the city’s network - EUR 1,969 thousand, the reconstruction of the main gas pipelines - EUR 1,845 thousand, the renovation of cathodic protection systems - EUR 547 thousand, the upgrade of perimeter, access, video, and security systems - EUR 547 thousand, the upgrade of automation and telemetry systems - EUR 545 thousand, the upgrade of other equipment - EUR 251 thousand, the installation of electricity supply and reserve power sources - EUR 218 thousand, the upgrade of pressure regulators in GDS and GMS - EUR 142 thousand, and the installation of electric car charging stations - EUR 109 thousand.
PP&E planned to be put into operation during 2026, 2027 and 2029 was recorded under construction work in progress at the amount of EUR 1,456 thousand, EUR 451 thousand and EUR 12,801 thousand, respectively.
Prepayments for PP&E, reflected under construction in progress:
As at 31 December 2025
As at 31 December 2024
Carrying amount at the beginning of the period
20
48
Prepayment for PP&E during the period
12,017
269
Moved to construction in progress
(20)
(297)
Carrying amount at the end of the period
12,017
20
Depreciation of grants in amount of EUR 5,129 thousand as at 31 December 2025 (31 December 2024: EUR 5,181 thousand) was reported in the statement of profit or loss as an offsetting of depreciation of related assets against proceeds from grants.
As at 31 December 2025, the Company capitalised EUR 79 thousand of borrowing costs (interest) in the property, plant, and equipment, whereas, as at 31 December 2024, there were no any borrowing costs (interest) capitalised.
Fair value test of property, plant, and equipment
At least once a year, the Company assesses whether there is any indication that the carrying amount of property, plant and equipment recorded at revalued amount could materially differ from its fair value and performs the impairment test. The last revaluation of the Company’s property, plant and equipment was carried out in 2023.
In 2025, the Company’s management assessed external and internal factors that could have an impact on the impairment of property, plant and equipment. During the reporting period, no significant negative changes in the economic, market, or regulatory environment were identified. Also, no any other significant internal or external circumstances were identified that could indicate potential impairment of property, plant and equipment.
Nonetheless, the Company determine the asset’s recoverable amount using a discounted cash flow technique. The test was performed at the level of cash generating unit (CGU), includes all natural gas transmission assets managed by the Company.
The test identified that the carrying amount of the assets within the materiality limits corresponds to their value in use, therefore, as at 31 December 2025, no adjustment were made to the value of property, plant, and equipment.
The following key assumptions were used in the impairment test:
a post-tax discount rate of 4.8% that correspond to the pre-tax discount rate of 5.7% and is close to the return on investments set by NERC for 2025;
cash flows projected until 2030 in accordance with the Methodology for Determining Revenue From and Prices for Regulated Natural Gas Transmission Activities approved by NERC, and the financial plans approved by management;
capital investments assessed under the updated Company’s 10-Year Investment Plan;
a terminal value was calculated at a 0% growth rate, which is considered reasonable due to the nature of the regulated activity, and its stability.
The table below presents the net book values of property, plant and equipment, which would have been recognised had the historical cost method been used, less grants received and negative revaluations that would be treated as an impairment equivalent, as at 31 December 2025 and 31 December 2024:
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Land
Buildings
Structures and equipment
Plant and machinery
Vehicles
Other PP&E
Construction work in progress
Total
As at 31 December 2025
125
9,628
222,046
30,330
548
3,833
14,708
281,218
As at 31 December 2024
125
8,519
225,655
32,958
4
4,225
2,320
273,806
Had the value of the Company‘s PP&E been not reduced by the amount of grants, the carrying amount of PP&E as at 31 December 2025 would be higher by EUR 126,698 thousand (31 December 2024: EUR 131,827 thousand). Information on grants received/receivable used to reduce the value of property, plant and equipment:
As at 31 December 2025
As at 31 December 2024
Carrying amount at the beginning of the period
131,827
137,169
Grants used for the acquisition of fixed assets
-
(161)
Depreciation charge
(5,129)
(5,181)
Write-offs
-
-
Carrying amount at the end of the period
126,698
131,827
8.
Right-of-use assets
As described below, the Company has taken on lease office premises, motor vehicles, and land. Lease periods for premises, motor vehicles and land are 5-10 years, 3 - 4 years, and 99 years, respectively. The Company assessed the probability of exercising the lease extension option when recognising right-of-use assets and lease liabilities, and when determining the lease periods.
From 1 January 2025 the Company has reviewed the value of right of use assets (office premises) for rent indexation. The rent for the office premises may be revalued based on the average change in the consumer price index in line with inflation, but may not exced 2 per cent.
Buildings
Land
Vehicles
Total
Net book value at 31 December 2023
1,346
1,462
292
3,100
New leases
-
-
2,076
2,076
Indexation
28
-
-
28
Write-offs
-
-
-
-
Depreciation charge
(184)
(16)
(723)
(923)
Net book value as at 31 December 2024
1,190
1,446
1,645
4,281
Initial cost
1,775
1,534
2,399
5,708
Accumulated depreciation
(585)
(88)
(754)
(1,427)
Net book value as at 31 December 2024
1,190
1,446
1,645
4,281
-
Net book value as at 31 December 2024
1,190
1,446
1,645
4,281
New leases
-
-
-
-
Indexation
12
-
-
12
Write-offs
-
-
-
-
Depreciation charge
(185)
(15)
(789)
(989)
Net book value as at 31 December 2025
1,017
1,431
856
3,304
Initial cost
1,787
1,534
2,399
5,720
Accumulated depreciation
(770)
(103)
(1,543)
(2,416)
Net book value as at 31 December 2025
1,017
1,431
856
3,304
9.
Inventories
As at 31 December 2025
As at 31 December 2024
Spare parts and other inventories
1,260
1,245
Natural gas
3,456
3,908
Assets held for sale
-
40
Inventories, gross
4,716
5,193
Less: impairment
(591)
(432)
Total inventories
4,125
4,761
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As at 31 December 2025, the carrying amount of inventories decreased by 13%, compared to 31 December 2024. The decrease in carrying amount of inventories as at 31 December 2025, compared to 31 December 2024, was attributable to the following:
a 12% reduction in value of natural gas inventories due to changes in natural gas prices;
a 37% higher reduction in value of inventories made to write down the carrying amount of inventories to their net realizable value.
The acquisition cost of the Company’s inventories accounted for at net realisable value as at 31 December 2025, amounted to EUR 924 thousand (31 December 2024: EUR 794 thousand). Inventory write-down allowance was included in other expenses. Inventories recognised as expenses during the reporting period amounted to EUR 15,875 thousand as at 31 December 2025 (31 December 2024: EUR 17,740 thousand).
10.
Contract assets
As at 31 December 2025
As at 31 December 2024
Accrued revenue from natural gas transmission and related services
3,663
1,220
Accrued other income
-
-
Total inventories
3,663
1,220
As at 31 December 2025 contract assets comprised accrued revenue from transmission services rendered, of which EUR 3,408 thousand was accrued revenue under the terms of the contract, obliging the buyer to pay for the committed volume of natural gas to be transmitted. As at 31 December 2024, accrued revenue from natural gas transmission and related services amounted to EUR 1,220 thousand.
The Company assessed the credit risk of the contracts, taking into account the creditworthiness of customers and historical data. Expected credit losses are considered immaterial, therefore were not recognised.
11.
Trade receivables
As at 31 December 2025
As at 31 December 2024
I. Trade receivables under contracts with customers
I.1 Receivables after one year
-
-
Net book of receivables after one year:
-
-
I.2. Current trade receivables
Receivables for transmission of natural gas
8,327
8,103
Receivables for natural gas
6
112
Receivables for balancing of transmission system
1,861
1,564
Receivables for other services
10
4
Less: expected credit losses for trade receivables
(10)
(23)
Trade receivables under contracts with customers
10,194
9,760
II. Trade receivables under other contracts
Other trade receivables
2
3
Less: impairment of trade receivables
-
-
Total trade receivables under other contracts
2
3
Total trade receivable
10,196
9,763
Current trade receivables are interest free and their settlement term is typically between 7 and 30 calendar days. As at 31 December 2025, compared to 31 December 2024, trade receivables increased by 4%. Compared to December 2024, the main contributor to the increase in trade receivables in December 2025 was a 16% growth in the volume of gas transmitted.
Impairment allowance of EUR 10 thousand was established for trade receivables as at 31 December 2025 (31 December 2024: EUR 23 thousand).
The Company applies a simplified credit risk assessment approach, as required by IFRS 9, and accounts for loss allowances for lifetime credit losses from initial recognition of receivables.
To determine credit losses for receivables, the Company applies an individual assessment and a provision matrix. The loss ratio matrix is based on historical data for a period exceeding 36 months on settlements by customers. The loss ratios may be adjusted in view of macroeconomic forecasts. The loss ratios are classified into separate groups of receivables on the basis of credit risk
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characteristics and overdue period. Debts of entities undergoing or in bankruptcy/liquidation are subject to a 100% expected credit loss ratio.
Expected credit losses of trade receivables as at 31 December 2025 were as follows:
Not past due
1-30 days
31-90 days
91-180 days
181 and more days
Total:
Trade receivables assessed individually
4,123
-
-
-
4,123
Expected credit losses
(3)
-
-
-
-
(3)
Trade receivables assessed collectively
State-owned companies
2,044
-
-
-
-
2,044
Loss ratio
0%
0%
0%
0%
0%
Expected credit losses
-
-
-
-
-
-
Other entities
3,868
170
-
1
-
4,039
Loss ratio
0,04%
2,99%
5,83%
17,55%
100%
Expected credit losses
(2)
(5)
-
-
-
(7)
Total trade receivables
10,035
170
-
1
-
10,206
Total expected credit losses
(5)
(5)
-
-
-
(10)
Expected credit losses of trade receivables as at 31 December 2024 were as follows:
Not past due
1-30 days
31-90 days
91-180 days
181 and more days
Total:
Trade receivables assessed individually
3,619
-
-
-
3,619
Expected credit losses
(15)
-
-
-
-
(15)
Trade receivables assessed collectively
State-owned companies
2,673
-
-
-
-
2,673
Loss ratio
0%
0%
0%
0%
0%
Expected credit losses
-
-
-
-
-
-
Other entities
3,273
221
-
-
-
3,494
Loss ratio
0,04%
2,99%
5,83%
17,55%
100%
Expected credit losses
(1)
(7)
-
(8)
Total trade receivables
9,565
221
-
-
-
9,786
Total expected credit losses
(16)
(7)
(23)
For the purpose of the individual assessment, in 2025, the range of expected credit losses was 0-1%, and in 2024, was 0-2.0%.
Change in allowance accounted for the Company’s receivables was as follows:
As at 31 December 2025
As at 31 December 2024
Carrying amount at the beginning of the period
23
19
Impairment (reversal of impairment)
(13)
4
Carrying amount at the end of the period
10
23
12.
Other financial assets at amortised cost
The Company’s other financial assets comprise the following:
As at 31 December 2025
As at 31 December 2024
Term deposits and short-term investments
-
5,815
Interest on deposits and short-term investments
-
51
Funds deposited for guarantees and deposits
750
918
Administered LNG terminal funds
-
3
Other receivables
180
33
Less: expected credit losses of other receivables
(94)
-
Total other financial assets
836
6,820
As at 31 December 2025 the Company’s other financial assets comprised funds deposited for guarantees and safety deposits, and other receivables. As at 31 December 2025 EUR 94 thousand of expected credit loss were recognised for other receivables.
As at 31 December 2024 security deposits collected from the system users amounted to EUR 918 thousand, of which EUR 892 thousand was held in the form of term bank deposits. On 20 December 2024, three fixed-term deposit agreements with different maturities were concluded for storage of the deposits: EUR 575 thousand (12-month), EUR 140 thousand (6-month), and EUR 177 thousand (4-month).
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The Company keeps security deposits collected from the system users, fixed term deposits and LNGT funds with credit institutions that are rated by international rating agencies as having high investment-grade ratings for long-term obligations, not lower than: Standard & Poors (A+), Moody’s (Aa3) and Fitch (AA-). Given that these funds are held with reliable financial institutions and the credit risk is minimal, consequently, ECLs were not recognised for these financial assets.
13.
Other non-financial assets
As at 31 December 2025
As at 31 December 2024
Administered LNG terminal funds receivable
8,262
11,626
Grants receivable
4
-
Taxes receivable
-
221
Prepayments
1
5
Deferred expenses
805
860
Other receivables
-
-
Total other receivables
9,072
12,712
As at 31 December 2025 the administered LNGT funds receivable included an overdue amount of EUR 7,519 thousand due from Achema AB. As at 31 December 2024, the administered LNG terminal funds receivable included an overdue amount of EUR 7,632 thousand, of which EUR 7,439 thousand was due from Achema AB.
The decrease in the administered LNGT funds receivable at 31 December 2025, compared to 31 December 2024, was caused by the significantly lower extra charge related to natural gas supply security and added to the natural gas transmission tariff applicable as of 1 January 2025. In 2024, an extra charge related to natural gas supply security added to the natural gas transmission tariff was 205.93 Eur/MWh. As of 1 January 2025, an extra charge related to natural gas supply security was negative, which was set at -25.55 Eur/MWh for the period until 30 June 2025, and at -43 Eur/MWh for the period from 1 July 2025 to 31 December 2025.
The Company does not recognise impairment for the LNGT funds receivable as the Company, acting as administrator of the LNGT funds, is not exposed to credit risk. In accordance with the Description of the Procedure for Administration of LNGT funds, the LNGT funds shall not be treated as assets of the administrator of LNGT funds based, therefore, they cannot be subject to debt recovery procedures based on the obligations of the administrator of LNGT funds that are not related to the administration of LNGT funds.
14.
Cash and cash equivalents
As at 31 December 2025
As at 31 December 2024
Cash at bank
1,942
31
Total cash and cash equivalents
1,942
31
The Company keeps its cash balances on bank accounts. The cash balance as at 31 December 2025 comprised EUR 750 thousand in the account dedicated to the natural gas exchange used to pay for natural gas. The balance of cash held in bank accounts, amounting to EUR 1,178 thousand, consisted of deposits received from system users. Since the Company did not have any valid term deposit agreements as of 31 December 2025, and the use of deposit funds is not restricted for the Company, these funds are recognized as cash and cash equivalents.
The table below lists the long-term foreign currency credit ratings of the banks with which the Company kept its cash balances as at 31 December 2025:
Bank
Cash at bank at
31 December 2025
Cash at bank at
31 December 2024
Credit rating agency
Moody‘s
Standart&Poor‘s
Fitch Ratings
Bank No.11)
9
5
Aa3
AA-
AA
Bank No.21)
1,933
26
Aa2
AA-
AA
1) The ratings assigned to the parent banks as at 31 December 2025.
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15.
Issued capital
The Company‘s share capital amounted to EUR 51,731 thousand and it is divided into 178,382,514 ordinary registered shares with par value of EUR 0.29 each. All shares were fully paid as at 31 December 2025 and 31 December 2024.
16.
Dividends
During the Company‘s Ordinary General Meeting of Shareholders held on 30 April 2025, the decision was made to pay dividends in total amount of EUR 10,685 thousand, i.e. EUR 0.0599 per share.
During the Company‘s Ordinary General Meeting of Shareholders held on 30 April 2024, the decision was made to pay dividends in total amount of EUR 20,174 thousand, i.e. EUR 0.1131 per share.
17.
Reserves
Legal reserve
A legal reserve is a compulsory reserve under the laws of the Republic of Lithuania. Annual transfers of not less than 5% of net profit are compulsory until the reserve reaches 10% of the authorised share capital.
The Company’s legal reserve amounts to EUR 5,173 thousand and represents 10% of its authorised share capital.
Other reserves
Other reserves are formed by the decision of the Annual General Meeting of Shareholders regarding the proposed appropriation of profit.
When approving the proposed appropriation of profit for 2024, an unutilised reserves EUR 403 thousand were transferred back to retained earnings, a EUR 500 thousand share of profit allocated to a target reserve for support.
When approving the proposed appropriation of profit for 2023, an unutilised reserves EUR 114,430 thousand were transferred back to retained earnings, a EUR 403 thousand share of profit allocated to a target reserve for support.
The Company’s profit for the development of its operations and for the implementation of strategic projects, temporarily restricting the use of profits, was accrued in other reserves. Reserves were cancelled following the achievement of the objectives for which the restrictions on the use of profits were imposed.
Revaluation reserve
Below are presented the changes in the revaluation reserve:
As at 31 December 2025
As at 31 December 2024
Carrying amount at the beginning of the period
2,479
2,767
PP&E revaluation impact
-
-
Transfer of revaluation reserve to retained earnings
(244)
(304)
Effect of deferred income tax
39
46
Impact of a change in income tax tariff
(27)
(30)
Carrying amount at the end of the period
2,247
2,479
Pursuant to Articles 39, 42, 51 and 59 of the Law on Companies of the Republic of Lithuania, no part of the revaluation reserve may be distributed, either directly or indirectly, it may be used only to increase the issued capital. The general meeting of shareholders may not adopt a decision to pay dividends if the equity capital of the company is lower or upon payment of dividends would become lower than the revaluation reserve, i.e. the use of the revaluation reserve for profit/loss allocation is prohibited.
18.
Grants
Grants comprise EU support for the acquisition of non-current assets and compensation of expenses. As at 31 December 2025 and 31 December 2024 movements in grants were as follows:
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Opening balance
As at 31 December 2025
As at 31 December 2024
Grants receivable (Note 13)
-
7,360
Grants received in advance (current liabilities)
-
(10)
-
7,350
Recognised grants
Transfer to property, plant and equipment (Note 7)
-
-
Transfer to intangible assets (Note 6)
-
-
Write-off
-
(161)
Grants used for compensation of expenses
4
3
4
(158)
Grants received
Grants received as cash
-
7,192
-
7,192
Grants received in the form of assets
-
-
Closing balance
Grants receivable (Note 13)
4
-
Grants received in advance (current liabilities)
-
-
4
-
19.
Borrowings
As at 31 December 2025, the Company had two long-term loan agreements with the Nordic Investment Bank and the European Investment Bank.
As at 31 December 2025, borrowings from the Nordic Investment Bank amounted to EUR 10,870 thousand (31 December 2024: EUR 13,043 thousand). As at 31 December 2025, borrowings from the European Investment Bank amounted to EUR 44,443 thousand (31 December 2024: EUR 47,918 thousand).
On 1 August 2025, the Company entered into the 5-year loan agreement with EPSO-G to refinance a prior short-term loan of EUR 50,000. The long-term loan will be repaid in full at the end of the period.
To balance its working capital, on 28 August 2025, the Company entered into a cash pool contract with EPSO-G and other Group companies, setting the maximum borrowing limit (overdraft) from EPSO-G at EUR 30,000 thousand. As at 31 December 2025, the Company’s borrowings under this contract amounted to EUR 17,845 thousand (31 December 2024 under the short-term loan from EPSO-G in force at the time: EUR 23,482 thousand).
As at 31 December 2025, the weighted average interest rate on the Company’s borrowings was 2.36% (as at 31 December 2024: 2.25%).
As at 31 December 2025, the EUR 85,534 thousand loan was subject to a variable interest rate (31 December 2024: EUR 43,870 thousand), and a EUR 37,623 thousand loan was subject to a fixed interest rate (31 December 2024: EUR 40,574 thousand). The variable interest rate is linked to 3- 6- and 12-month EURIBOR.
The long-term loan agreements with the Nordic Investment Bank and the European Investment Bank include financial covenants, to which the Company is subject to. In the loan agreement with the Nordic Investment Bank, the said financial covenants are defined by the following performance indicators: Financial debt-to-EBITDA ratio, Net debt to RAB ratio and Net Interest Coverage Ratio.
In the loan agreement with the European Investment Bank, the said financial covenants are defined by the following performance indicators: Net debt to RAB ratio and Net Interest Coverage Ratio.
As at 31 December 2025, the Company did not comply with the net interest coverage ratio and debt-to-EBITDA ratio.
The European Investment Bank has issued the waiver letter in respect of failure to comply with the Interest Coverage Ratio covenant.
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On 22 December 2025, the Nordic Investment Bank, EPSO-G and the Company entered into a tripartite loan transfer agreement by which EPSO-G takes over the loan of EUR 10,870 thousand. In addition, the Company and EPSO-G entered into intercompany loan agreement substantially on the same terms as the original loan agreement with the Nordic Investment Bank, except for financial covenants. The tripartite agreement and the internal loan had not yet come into effect as at 31 December 2025, as the European Investment Bank had not made a decision to transfer the long-term loans of the EPSO-G Group companies to the parent company.
Upon entry into force of the tripartite agreement with the Nordic Investment Bank and EPSO-G, the Company will be no longer subject to the financial covenants. Considering that the Company failed to comply with financial covenants under the original loan agreement as at 31 December 2025, the creditor, under the agreement in force as at 31 December 2025, obtains the right to demand immediate payment of the loan, in whole or in part, together with any interest accrued. For this reason, the Company reclassified the non-current portion of the loan to a current financial liability as at the reporting date. Formal enforcement of the claim for failure to meet financial covenants is effective until the date of entry into force of the tripartite agreement signed on 22 December 2025, as described above.
In addition, the long-term loan agreements with Nordic Investment Bank and European Investment Bank provides for the cross-default covenants. For this reason, the Company reclassified the non-current portion of the loan of the European Investment Bank to a current financial liability as at the reporting date. Formal enforcement of the claim for failure to meet the cross-default covenants is effective until the date of entry into force of the tripartite agreement signed on 22 December 2025, as described above.
On 25 February 2026, the confirmation was received from the Nordic Investment Bank regarding the entry into force of the tripartite loan transfer agreement concluded on 22 December 2025, with the day of entry being 25 February 2026. Upon the entry into force of this agreement, EPSO-G takes over the loan, and the financial covenants cease to apply to the Company. Along with this agreement, an internal loan agreement concluded on 22 December 2025 with EPSO-G comes into force.
As at 31 December 2024, the Company complied with the covenants and obligations set forth in the loan agreements with the above-mentioned banks.
As at 31 December 2025
As at 31 December 2024
Non-current borrowings
50,000
55,312
Borrowings from financial institutions
-
55,312
Loan from parent
50,000
-
Current borrowings
73,666
29,482
Current borrowings from Group companies
17,845
23,482
Accrued interest on borrowings from Group (including non-current)
346
81
Current portion of non-current borrowings
55,312
5,649
Accrued interest on borrowings from financial institutions
163
270
Total borrowings
123,666
84,794
Non-current borrowings by maturity:
As at 31 December 2025
As at 31 December 2024
Between 1 and 2 years
-
5,649
Between 2 and 5 years
50,000
16,948
After 5 years
-
32,715
Total
50,000
55,312
Contractual maturity dates of non-current borrowings, broken down by borrowings subject to fixed and variable interest rates:
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As at 31 December 2025
As at 31 December 2024
As at 31 December 2025
As at 31 December 2024
Borrowings with a fixed interest rate
Borrowings with a fixed interest rate
Borrowings with a variable interest rate
Borrowings with a variable interest rate
2025
2,951
2,699
2026
37,623
2,951
17,689
2,699
2027
2,951
2,699
2028
2,951
2,699
2029
2,951
2,699
2030
2,951
50,000
2,699
2031
2,951
525
2032
2,951
524
2033
2,951
524
2034
2,951
524
2035
2,951
524
2036
2,951
524
2037
2,951
524
2038
2,211
524
37,623
40,574
67,689
20,387
All borrowings of the Company were obtained in the euros, and therefore, the outstanding balances of borrowings were denominated in the euros for the period of 31 December 2025 and 31 December 2024, thereby resulting in no foreign exchange effect.
There are no third-party guarantees or assets pledged by the Company as a collateral for bank borrowings.
20.
Lease liabilities
Lease liabilities and their movement were as follows:
As at 31 December 2025
As at 31 December 2024
Carrying amount at the beginning of the period
4,478
3,250
Indexation
11
28
Concluded lease contracts
-
2,076
Terminated lease contracts (write-off of debt and accrued interest)
-
-
Interest charged
84
103
Lease payments (principal and interest)
(1,073)
(979)
Carrying amount at the end of the period
3,500
4,478
Non-current lease liabilities
2,485
3,492
Current lease liabilities
1,015
986
Future rental payments under non-cancellable lease agreements:
Lease liabilities
As at 31 December 2025
As at 31 December 2024
Current portion
1,015
986
Maturity of non-current liabilities:
2,485
3,492
Between 1 and 2 years
316
1,013
Between 2 and 3 years
196
314
Between 3 and 5 years
396
390
After 5 years
1,577
1,775
Interest charged on lease liabilities and included in the Company’s finance costs amounted to EUR 84 thousand as at 31 December 2025 (31 December 2024: EUR 103 thousand).
The Company has a lease contract for office premises with variable lease payments not included in the value of lease liabilities. As from 1 January 2025, the lease rate for office premises is indexed in view of changes the average consumer price index up to a maximum of per cent. As at 31 December 2025, the Company’s lease payments (principal amount) totalled EUR 989 thousand (as at 31 December 2024: EUR 876 thousand).
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Company had no short-term lease contracts. In 2025, the EUR 160 thousand lease payments were recognised as expenses under low-value leases which are not part of the lease liabilities (2024: EUR 154 thousand).
21.
Net debt
Net debt balances:
As at 31 December 2025
As at 31 December 2024
Cash and cash equivalents
1,942
31
Other liquid assets
-
6,707
Non-current borrowings
(50,000)
(55,312)
Lease liabilities
(2,485)
(3,492)
Current portion of non-current borrowings
(55,312)
(5,649)
Current borrowings
(17,845)
(23,482)
Accrued interest payable
(509)
(351)
Current portion of lease liabilities
(1,015)
(986)
Net debt
(125,224)
(82,534)
Reconciliation of net debt balances and cash flows from financing activities:
Cash
Other liquid assets
Borrowings
Lease liabilities
Total
Net debt as at 31 December 2023
121
-
(92,046)
(3,250)
(95,175)
Changes in cash and cash equivalents
(90)
-
-
-
(90)
Increase (decrease) in other liquid assets*
-
6,707
-
-
6,707
Repayment of borrowings
-
-
5,649
-
5,649
Change in overdraft
-
-
1,526
-
1,526
Lease payments
-
-
-
876
876
Concluded lease contracts
-
-
-
(2,076)
(2,076)
Indexation
-
-
-
(28)
(28)
Other changes:
Interest charges expensed and interest capitalised
-
-
(2,235)
(103)
(2,338)
Interest paid
-
-
2,312
103
2,415
Net debt as at31 December 2024
31
6,707
(84,794)
(4,478)
(82,534)
Net debt as at 31 December 2024
31
6,707
(84,794)
(4,478)
(82,534)
Changes in cash and cash equivalents
1,911
-
-
-
1,911
Increase (decrease) in other liquid assets*
-
(6,707)
-
-
(6,707)
Loans (received)
-
-
(50,000)
-
(50,000)
Repayment of borrowings
-
-
5,649
-
5,649
Change in overdraft
-
-
5,638
-
5,638
Lease payments
-
-
-
989
989
Concluded lease contracts
-
-
-
-
-
Indexation
-
-
-
(11)
(11)
Other changes:
Interest charges expensed and interest capitalised
-
-
(2,235)
(84)
(2,319)
Interest paid
-
-
2,076
84
2,160
Net debt as at 31 December 2025
1,942
-
(123,666)
(3,500)
(125,224)
* In the Company’s management's opinion, when analysing the net debt level for management purposes, financial debt in the calculation formula is reduced not only by cash and cash equivalents, but also by liquid assets (Note 12) consisting of highly liquid and low-risk instruments, i.e. deposits with a maturity of more than 90 days or government securities of countries with high credit ratings with a maturity of up to 360 days. The composition of the components used in the calculation of the indicator was chosen taking into account the fact that these financial instruments can be converted into cash within a very short period of time and without incurring any or insignificant financial losses.
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22.
Provisions
As at 31 December 2025
As at 31 December 2024
Provisions for pension benefits to employees
797
793
Provisions for registration of special land use conditions (protected areas)
255
300
Provisions for repayment of guarantee funds
5,815
5,815
Carrying amount
6,867
6,908
Non-current provisions
707
937
Current provisions
6,160
5,971
Dynamics of provisions were as follows:
Provisions for pension benefits to employees
Provisions for registration of protection zones
Provision for repayment of guarantee funds
Total
Carrying amount as at 31 December 2023
774
356
-
1,130
Calculated
19
-
5,815
5,834
Revised estimate
-
(49)
(49)
Payments made
-
(7)
(7)
Carrying amount as at 31 December 2024
793
300
5,815
6,908
Calculated
4
-
-
4
Revised estimate
-
(9)
-
(9)
Payments made
-
(36)
(36)
Carrying amount as at 31 December 2025
797
255
5,815
6,867
Provisions for pension benefits to employees
As at 31 December 2025, the Company’s employee benefit obligations related to payment of one-off benefits to employees leaving the Company at retirement age amounted to EUR 797 thousand (31 December 2024: EUR 793 thousand). There are no other long-term employee benefit obligations for long-term service of employees as per the collective agreement.
The main assumptions applied for evaluation of the Company’s obligations to non-current employee benefits are as follows:
As at 31 December 2025
As at 31 December 2024
Discount rate
1.27%
0.96%
Annual employee turnover rate
7.45%
7.12%
Annual salary growth
3.00%
2.80%
Average time to retirement (years)
20.27
19.84
Provisions for registration of protection zones
The Company has obligation to register special conditions for the use of land (protection zones). As at 31 December 2025 the Company’s outstanding obligation to register special conditions for the use of land (protection zones) amounted to EUR 255 thousand (31 December 2024: EUR 300 thousand).
Provisions for repayment of guarantee funds
Following the contractor’s failure to perform and/or improper performance of its warranty obligations under the contract for the construction of the gas pipeline interconnection between Poland and Lithuania (GIPL), the Company has received guarantee funds of EUR 5,815 thousand under the guarantee bank guarantees provided by the contractor Alvora UAB.
In the event the contractor challenges the non-performance or improper performance of its warranty obligations in court and requests to declare the Company’s claims for payment of the guarantee funds unlawful, the Company has made a provision for the expected repayment of funds received under the guarantee. More information on the legal dispute with Alvora UAB see Note 37.
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23.
Trade payables
As at 31 December 2025
As at 31 December 2024
Payables for property, plant and equipment
490
969
Payables for goods and services
3,204
1,585
Payables for repairs services
-
47
Payables for natural gas
4
1,513
Payables for balancing services
1,378
2,253
Carrying amount
5,076
6,367
Trade payables are non-interest bearing and are generally collectible within 30 days. As at 31 December 2025, trade payables were by 20% lower than as at 31 December 2024 due to the decrease in payables for natural gas, balancing services and property, plant and equipment. Payments for natural gas are made through the settlement account dedicated to the natural gas exchange, maintaining the required cash balance. Payments for gas purchased on the exchange are settled on the next working day.
24.
Financial liabilities at amortized cost
As at 31 December 2025
As at 31 December 2024
Financial liabilities
Security deposits received
1,178
918
Payable dividends
80
73
Payable CBCA contribution
-
27,450
Accrued expenses
1,524
842
Other payables
73
17
Total financial liabilities
2,855
29,300
As at 31 December 2025 financial liabilities were by 90% lower than as at 31 December 2024 due to the compensation paid to the Polish transmission system operator in 2025, as set in the Transmission System Operators Agreement (hereinafter the ‘ITA Agreement’) and imposed be the decision of the Agency for the Cooperation of Energy Regulators of the European Union (ACER) (hereinafter the “CBCA contribution”).
As at 31 December 2025, the financial liabilities comprised EUR 1,178 thousand (31 December 2024: EUR 918 thousand) as security deposits received from the system users as a contract enforcement measure. The system user, before entering into the transmission contract, must provide the Company with appropriate contract enforcement measures.
Accrued expenses grew as a result of higher emission allowance costs linked to a 97% increase in number of mandatory emission allowances.
25.
Other non-financial liabilities
As at 31 December 2025
As at 31 December 2024
Employment-related liabilities
2,504
1,952
Accrued expenses relating to vacation reserve
1,583
1,525
Administered LNGT funds payable
8,146
10,794
Accrued administered LNGT funds
116
833
Taxes payable to the State budget
1,118
796
Fee payable to the regulator
255
278
Other prepayments received
4
29
Contract liabilities
145
89
Total other liabilities
13,871
16,296
As at 31 December 2025, other current liabilities were by 15% lower than as at 31 December 2024 due to decrease in LNGT funds payable and receivable caused by a lower extra charge related to natural gas supply security and added to the natural gas transmission tariff. Further information is disclosed for in Note 13.
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26.
Revenue
The Company’s revenue comprises as follows:
2025
2024
Revenue under contracts with customers
Transmission of natural gas in the territory of Lithuania
59,426
61,195
Revenue from system balancing products
9,869
12,879
Revenue from connection of new consumers (deferred revenue)
108
76
Other income
64
35
Total revenue from contracts with customers
69,467
74,185
Revenue other than under contracts with customers
-
-
Revenue from administration of LNG terminal funds
111
125
Total revenue other than under contracts with customers
111
125
Total revenue
69,578
74,310
2025
2024
Revenue recognised over the period
Transmission of natural gas in the territory of Lithuania
59,426
61,195
Revenue from system balancing products
9,869
12,879
Other income
283
236
Total revenue recognised over the period
69,578
74,310
Revenue recognised at a point in time, upon provision of services
-
-
Total revenue recognised at a point in time, upon provision of services:
-
-
Total revenue under contracts with customers
69,578
74,310
Compared to 2024, revenue from natural gas transmission and related services decreased by 6% in 2025. This drop was due to the lower natural gas transmission price. Compared to 2024, revenue from system balancing were lower by 23% due to a 35% decrease in the demand for balancing gas.
27.
Other income
The Company‘s other income includes as follows:
2025
2024
Grants recognised as income
4
4
Income from sales of inventories and reversible substances
23
4
Rental income
11
8
Gain on disposal of PP&E
1
2
Interest on late payment
57
39
Other income
42
216
Total other income
138
273
28.
Purchases of natural gas
Natural gas costs comprised the following:
2025
2024
Expenses for natural gas system balancing products
(9,869)
(13,079)
Expenses for natural gas technological needs
(5,183)
(3,430)
Total*
(15,052)
(16,509)
* Expenses include impact of changes in gas inventory balances.
In 2025, compared to 2024, expenses for natural gas decreased by 9%. In 2025, expenses for balancing products decreased by 25% due to a lower demand for balancing gas. In 2025, expenses for technical needs increased by 51% due to a 38% higher volume of gas for technological needs and cost of gas.
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29.
Wages and salaries, and related expenses
Wages and salaries, and related expenses comprised the following:
2025
2024
Wages and salaries
16,985
15,227
Social security contributions
305
274
Total wages and related costs:
17,290
15,501
30.
Other expenses
The Company’s other expenses comprised the following:
2025
2024
Telecommunications and IT system expenses
(2,557)
(2,263)
Business trips
(364)
(304)
Consulting services
(92)
(334)
Expenses of governing bodies
(117)
(104)
Management services
(767)
(760)
Personnel development
(269)
(222)
Public relations
(240)
(177)
Premise expenses
(779)
(740)
Transport
(856)
(791)
Council fee
(1,018)
(1,111)
Taxes (charges payable to the State and Municipal budgets)
(3,488)
(3,314)
Business protection
(817)
(583)
Membership fees
(296)
(258)
Insurance
(499)
(532)
Change in value of variable payments
(1,304)
-
Emission allowances
(1,289)
(533)
Occupational health and safety expenses
(173)
(154)
Other expenses
(1,605)
(1,261)
In total:
(16,530)
(13,441)
The CBCA contribution, calculated in accordance with cross-border cost allocation principles, was recognized as a variable payment. Upon initial recognition, the CBCA contribution was included in the acquisition cost of the PPE. The additional portion of the CBCA contribution, representing a change in the value of variable payments, was recognized in the statement of comprehensive income under other expenses at the time of payment.
31.
Other gain (loss)
Other gain (loss) consisted of the following:
Other gain (loss)
2025
2024
Gain/loss on disposal of associate, net
1,051
-
Change in fair value of options
(873)
(363)
Other gain (loss)
178
(363)
Disposal of investments in associate
On 31 May 2023, following the sale of 66% shares in GET Baltic and transfer of the control in GET Baltic, the remaining 34% of the investment in GET Baltic was measured at fair value before the disposal, and subsequently accounted for using the equity method. Upon fulfillment of contract liabilities by the strategic investor, on 10 October 2025, the Company disposed the remaining 34% shareholding in GET Baltic, thereby losing significant influence over the associate. As of the date, the equity method is no longer applied to the investment in the associate.
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The carrying amount of investments in associate at the time when the disposal was EUR 3,147 thousand. The following are the changes in carrying amount of the investment in associate:
As at 10 October 2025
As at 31 December 2024
Opening carrying amount
3,560
3,644
Acquisition
-
-
Associate’s net profit (loss)
424
480
Associate’s other comprehensive income
-
-
Dividends received
(837)
(564)
Write off on disposal
(3,147)
Closing carrying amount
-
3,560
The share purchase/sale agreement of 31 May 2023 comprised share options that are designated as a financial instrument. Before exercise of the options, they were measured at fair value. Upon satisfying the terms of the option contract, the Company disposed the remaining portion of the investment. The fair value of the options was incorporated in the gain (loss) on disposal of investment. After exercising options, the Company has no rights or obligations under the option contracts.
The following is the impact of individual items on the assessment of the net result of the share disposal transaction:
Gain/loss on disposal of associate, net
Consideration from disposal of investment in associate
3,824
Carrying amount of investment in associate
(3,147)
Impact of options exercised
374
Gain (loss) on disposal of associate
1,051
Derivatives
On 10 October 2025, upon fulfillment of contract liabilities by the investor, GET Baltic’s share options were exercised. The options were related to the disposal of the remaining shareholding and had impact on the final transaction price. The options give the right to sell/buy the remaining shares in GET Baltic at a fixed price, by managing price risk due to potential value changes of the associate prior to closing. The options were recognised as stand-alone derivatives and, given the likely option exercise period, were classified as assets or liabilities of particular duration. The share options were measured at fair value.
Information on the changes in fair value of derivatives:
2025
2024
Non-current assets
Opening carrying amount
1,153
1,226
Change in fair value
(1,143)
(73)
Included in net gain (loss) on disposal
(10)
Closing carrying amount
-
1,153
2025
2024
Current liabilities
Opening carrying amount
(654)
(364)
Change in fair value
270
(290)
Included in net gain (loss) on disposal
384
Closing carrying amount
-
(654)
Changes in the fair value of options before their exercise were recognised in the statement of profit or loss under gain (loss) on derivatives. Before exercise of the options, the change in the fair value of derivatives of EUR 873 thousand was recognised in the statement of profit or loss for 2025 (the EUR 1,143 thousand loss due to decrease in value of put option, and the EUR 270 thousand gain due to decrease in value of call option). The change in the fair value of derivatives of EUR 363 thousand was recognised in the statement of profit or loss for 2024 (the EUR 73 thousand loss due to decrease in value of put option, and the EUR 290 thousand loss due to increase in value of call option). The value of options which increased a net gain or loss on disposal was EUR 374 thousand.
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32.
Financing activities
2025
2024
Interest income
178
186
Other finance income
-
-
Total finance income
178
186
Interest costs
(2,154)
(2,345)
Other finance costs
(88)
-
Total finance costs
(2,242)
(2,345)
Total finance costs, net
(2,064)
(2,159)
33.
Current and deferred income tax
Income tax expenses include as follows:
2025
2024
Current income tax expense for the reporting year
380
1,071
Deferred income tax expenses (benefit)
(575)
125
Income tax expenses/(benefit) for the reporting period
(195)
1,196
The movement in deferred tax assets and liabilities prior to offsetting the assets and liabilities balances with the same fiscal authority was as follows:
Deferred tax asset
PP&E revaluation
(impairment)
Fees on connection of new consumers
Impairment of inventories and receivables
Accrued expenses
Unutilised investment incentive
Lease liabilities
Other
Total
As at 31 December 2023
3,410
240
80
364
448
465
201
5,208
Recognised in profit or loss
190
5
(7)
7
(448)
220
106
73
Recognised in other comprehensive income
-
-
-
-
-
-
-
-
As at 31 December 2024
3,600
245
73
371
-
685
307
5,281
Recognised in profit or loss
181
3
30
34
-
(90)
279
437
Recognised in other comprehensive income
-
-
-
-
-
-
-
-
As at 31 December 2025
3,781
248
103
405
-
595
586
5,718
Deferred tax liabilities
Effect of capitalisation of interest
PP&E depreciation
PP&E revaluation
Right-of-use assets
Total
As at 31 December 2023
(169)
-
(488)
(465)
(1,122)
Recognised in profit or loss
(7)
(17)
46
(220)
(198)
Recognised in other comprehensive income
-
(30)
-
(30)
As at 31 December 2024
(176)
(17)
(472)
(685)
(1,350)
Recognised in profit or loss
(20)
(4)
39
123
138
Recognised in other comprehensive income
-
-
(27)
-
(27)
As at 31 December 2025
(196)
(21)
(460)
(562)
(1,239)
As at 31 December 2025
As at 31 December 2024
Deferred tax asset before offset
5,718
5,281
Less: deferred tax liabilities
(1,239)
(1,350)
Deferred tax asset, net
4,479
3,931
Deferred income tax, net, as at 31 December 2023
4,086
Deferred income tax, net, as at 31 December 2024
3,931
Deferred income tax, net, as at 31 December 2025
4,479
Under the assessment of the Company EUR 314 thousand net deferred income tax will be realized within 12 months, EUR 4,165 thousand over a period of more than 12 months.
When estimating the components of deferred tax assets and liabilities as at 31 December 2025 the Company applied income tax rate of 17 % and 16% as at 31 December 2024.
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Deferred tax assets and deferred tax liabilities were offset in the Company’s statement of financial position, as they were related to the same tax authority.
The reported amount of current income tax expense can be reconciled to the income tax expense that would result from applying statutory income tax rates to profit before taxation:
2025
2024
Profit (loss) before tax
1,165
9,502
Income tax at the effective income tax rate
186
1,425
Effect of non-taxable income
(288)
(65)
Effects of non-deductible expenses
186
121
Investment incentive utilised during the reporting period
-
(10)
Impact of a change in the corporate income tax rate
(291)
(275)
Other
(50)
-
Adjustments to previous year income tax
62
-
Income taxe expense (benefit)
(195)
1,196
34.
Basic and diluted earnings per share
Basic and diluted earnings (loss) per share reflect net profit (loss) divided by the weighted average number of shares. There are no diluting instruments, therefore, the basic and diluted earnings (loss) per share are the same. Calculation of basic and diluted earnings (loss) per share is presented below:
2025
2024
Net profit attributable to equity holders of the Company (EUR ’000)
1,360
8,306
Weighted average number of shares (’000 units)
178,383
178,383
Basic and diluted earnings (loss) per share (EUR)
0.01
0.05
35.
Financial assets and liabilities and risk management
The Company is exposed to financial risks in its operations. In managing these risks, the Company seeks to mitigate the effect of factors that might have negative impact on its financial performance. The Company follows the Group‘s Treasury and Financial Risk Management Policy.
Financial instruments by category based on the items of the statement of financial position:
Financial assets
Note
As at 31 December 2025
As at 31 December 2024
Financial assets at fair value through profit or loss
-
1,153
Derivatives
31
-
1,153
Financial assets at amortised cost
12,974
16,614
Trade receivables
11
10,196
9,763
Cash and cash equivalents
14
1,942
31
Other financial assets at amortised cost
12
836
6,820
Total financial assets:
12,974
17,767
Financial liabilities
Note
As at 31 December 2025
As at 31 December 2024
Financial liabilities at fair value through profit or loss
-
654
Derivatives
31
-
654
Financial liabilities measured at amortised cost
135,097
124,939
Borrowings
19
123,666
84,794
Lease liabilities
20
3,500
4,478
Trade payables
23
5,076
6,367
Other financial liabilities at amortised cost
24
2,855
29,300
Total financial liabilities:
135,097
125,593
Liquidity risk
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Liquidity risk is managed continuously by making short-term and long-term cash flow forecasts of the Company. Where necessary, the Company relies on the forecasts to make decisions aimed at ensuring its solvency, i.e. to balance its working capital, the Company uses the borrowing limit set under the cash pool agreement with the EPSO-G Group companies participating in the cash pooling arrangement. Balance of undrawn credit limit as at 31 December 2025 was EUR 12,155 thousand (as at 31 December 2024, EUR 46,518 thousand).
The Company does not guarantee obligations of other parties.
The Company’s liquidity ratios as at 31 December 2025 and 2024, respectively, were as follows:
As at 31 December 2025
As at 31 December 2024
Current ratio
0,29/(0,56*)
0.39
Quick ratio
0,25/(0,48*)
0.34
The decrease in liquidity ratios was due to an increase in current liabilities as a result of the Company's reclassification of long-term loans from the Nordic Investment Bank and the European Investment Bank into current financial liabilities during the reporting period. More detailed information on the reclassification of loans is provided in Notes 19 and 40.
* When preparing the financial statements, the long-term portion of Nordic Investment Bank and the European Investment Bank loans was temporarily classified as short-term financial debt. Therefore, we present a restated figure assuming that the portions of Nordic Investment Bank and the European Investment Bank loans temporarily reclassified as current loans are treated as long-term financial liabilities.
The table below presents the Company’s financial liabilities grouped by maturity as at 31 December 2025 and 2024, based on the undiscounted contractual payments (scheduled payments including interest):
Up to 3 months
Between 3 and 12 months
Between 1 and 5 years
After 5 years
Total
Interest-bearing borrowings and liabilities
2,575
28,143
25,200
34,080
89,998
Lease liabilities
267
803
1,835
2,873
5,778
Other financial liabilities
29,300
-
654
-
29,954
Trade payables
6,367
-
-
-
6,367
Balance as at 31 December 2024
38,509
28,946
27,689
36,953
132,097
Interest-bearing borrowings and liabilities
73,381
1,699
56,367
-
131,447
Lease liabilities
261
802
998
2,655
4,716
Other financial liabilities
1,485
1,289
81
-
2,855
Trade payables
5,076
-
-
-
5,076
Balance as at 31 December 2025
80,203
3,790
57,446
2,655
144,094
Credit risk
The table below summarises credit risk exposures related to the balance sheet items:
As at 31 December 2025
As at 31 December 2024
Financial assets at fair value through profit or loss
-
1,153
Financial assets at amortised cost
11,032
16,583
Cash and cash equivalents
1,942
31
Contract assets
3,663
1,220
16,637
18,987
The maximum exposure to credit risk is equal to the amount of trade receivables, other receivables (except for receivable LNG terminal funds), cash and other financial assets, less recognised impairment losses. Delays in settlement of trade receivables may affect the Company’s ordinary course of business and lead to search of additional financing sources. Credit risk is managed through regular monitoring procedures (individual supervision of debtors, monitoring and analysis of customers in order to identify potential solvency issues that may arise in the future, etc.). The Company has approved the Description of Administration of Payments for the Transmission Services, which stipulates the specific actions and deadlines to be followed in order to reduce the outstanding balance of trade receivables. Creditworthiness of all customers is assessed, and in case of any deviations from the criteria set out in the Description of Administration of Payments for the Transmission Services, the risk is assessed individually in respect of creditworthiness of each customer, and, if necessary, additional credit enhancements are ensured to eliminate such risk.
The credibility of the selected partners is assessed according to the procedure established at the Company. The system users assigned with the highest risk level are assessed by engaging an entity that provides specialised creditworthiness assessment services.
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The Company is exposed to significant concentration of credit risk. The credit risk exposure is distributed among the Company’s 10 major customers with trade receivables from them representing 83% of the Company’s total trade receivables as at 31 December 2025 (31 December 2024: 86%).
The Company’s exposure to credit risk arises from cash at bank. The level of exposure depends on the credibility of the selected bank (Note 14). The Group has an effective treasury and financial risk management policy in place. The policy establishes the credibility level of the banks selected for partnership; the diversification limits for funds kept as deposits or invested in the investment products of banks or their subsidiaries, other securities, etc.
Interest rate risk
The Company is exposed to interest rate risk arising mainly non-current and current borrowings from the parent EPSO-G, as well as non-current borrowings from financial institutions, partly linked to variable interest rates. Interest rate fluctuations may have impact on the Company’s finance costs, cash flows and performance. Given the Company’s infrastructure and regulated activities, interest rate risk is a significant financial risk factor, subject to ongoing monitoring.
The Company’s interest rate risk management is aimed at ensuring stable and predictable finance costs and reducing the negative impact of interest rate fluctuations on the Company’s performance. Risk is managed through a diversified funding structure, combining fixed and variable rate commitments. The interest rate risk management complies with the provisions of Treasury and Financial Risk Management Policy approved by the Group, considering regulatory developments.
As at 31 December 2025, the Company’s variable rate loans totalled EUR 85,534 thousand (EUR 43,870 thousand as at 31 December 2024).
The table below demonstrates the sensitivity of the Company's profit before tax to theoretic potential shifts in EURIBOR interest rates, with all other variables held constant. The Company estimates sensitivity using 100 basis points, which make 1%.
Increase in EURIBOR, b.p.
Impact on profit before tax,
EUR ’000
As at 31 December 2025
100
(855)
As at 31 December 2024
100
(439)
There is no impact on the Company’s equity, other than that on current year profit. The increasing or decrease in interest rate by +/- 1 pp would result in decrease/increase the Company’s pre-tax profit by EUR 855 thousand as at 31 December 2025 (2024: decrease/increase in pre-tax profit by EUR 439 thousand).
Natural gas price risk
The Company is exposed to a risk arising from changes in the natural gas purchase price. The changes are driven by fluctuations in Lithuanian and international natural gas markets and exchanges. The risk is low, since the methodology for determining the tariffs of transmission services approved by NERC accepts actual gas prices.
Fair value of financial assets and liabilities
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
The Company's major financial assets and liabilities not carried at fair value are trade and other receivables, trade and other payables, current and non-current loans granted and borrowings and finance lease.
The following methods and assumptions are used by the Company to estimate the fair value of each class of financial instruments:
a.
The carrying amount of current trade and other amounts receivable, current trade and other amounts payables approximates their fair value (level 3);
b.
The fair value of non-current loans received and granted is measured using the interest rate for the same or similar issues or on the current rates available for debt with the same maturity profile and similar credit risk. The Company estimated that the carrying amount of interest-bearing long-term loans received was EUR 9,052 thousand as at 31 December 2025 (EUR 9,512 thousand as at 31 December 2024).
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36.
Consideration of climate change impact
According to the Company’s management, more stringent EU environmental policy requirements introduced in the context of combating climate change, promotion and development of renewable energy sources and more efficient use of energy will reduce consumption of natural gas for both energetic and industrial domestic needs. However, natural gas pays and will continue to play an important role as a transitional energy source in achieving European and national targets of reducing greenhouse gas (GHG) emissions. We see the transformation of the energy sector as a fundamental change. In the Company's strategy, we have set ourselves the goals: to provide the infrastructure upon which the net-zero energy system will be based, to reduce GHG emissions throughout its value chain, aiming for net-zero and thereby mitigating the environmental impact of operations.
To significantly reduce the impact on environment, the plan of measures has been developed and consistently implemented: pilot projects are planned, market analysis is carried out, and investment plans are developed. Actions are focused on preparing for the new EU legal framework for methane emissions.
Measures for mitigating climate change and reducing GHG emissions and related investments are covered by the Company’s Ten-Year Network Development Plan (2024-2033).
Once implemented, these investments will be included in the regulated asset base, thereby ensuring additional income and economic benefit to the Company. These investments encompass the generation of new assets and the replacement of existing depreciated assets (see Note 6,7) to increase efficiency of the transmission network and sustainability. There are no plans to reduce the useful life of the existing assets or to write off the regulated assets, and there are no evidences of impairment. More details on the impairment test performed are disclosed in Note 7.
In the view of the Company’s management, the requirements related to climate change do not cast significant uncertainties and doubts on the ability to continue as a going concern, and the reasonableness and effectiveness of the environmental mitigation measures. Climate-related risk does not affect the Company’s exposure to expected credit losses. The climate change impact assessments and assumptions do not pose a significant risk of material adjustments to the carrying amounts of assets and liabilities, or of impairment of non-current assets and inventories. Climate-related matters do not have a material impact on the recognition of deferred tax assets, the materialisation of contingent liabilities arising from climate change requirements, market and liquidity risk.
For more information on the climate impact see Management Report for 2025.
37.
Off-balance sheet commitments and contingencies
Litigations
Below is information on pending civil cases:
1.
Civil case, in which the Company is the defendant, is pending on the claim of the claimant Alvora UAB, by which it request the Court to declare the claims of the defendant, i.e. the Company, for the payment of EUR 4,598 thousand on the basis of the guarantee obligations unlawful and unfounded, and the Company’s claim (treated as a counterclaim), by which it request Alvora UAB to be ordered to pay EUR 4,820 thousand by way of damages, in addition to default interest on the awarded amount, and a fine for improper performance of the contract. The case is currently pending before the Court of First Instance. The Company has received EUR 5.815 thousand in warranty performance security funds based on the claims submitted. However, a provision for the possible repayment of the same amount has been recognized in the provision account for a possible return of the guarantee funds. The Company considers that the bank guarantees were used duly in accordance with laws and terms and conditions of the contract, as defects were found in the work, which Alvora UAB refused to remedy. The proceeds from the guarantees will be used to remedy the defects found. In the event Alvora UAB remedies the defects found at its own expense until the outcome of the proceedings, the Company will reimburse the money to the claimant Alvora UAB received under the guarantees. The court has declared the case material non-public. As indicated above, the Company has made the provision of EUR 5,815 thousand (Note 22) for potential repayments of funds received under the guarantee. The Company has not recognised contingent assets to cover additional losses in the action due to the high uncertainty of the outcome of the legal proceedings.
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2.
In the administrative case, the Company is challenging in court two decisions adopted by the National Energy Regulatory Council (NERC) following a non-routine inspection of the legality of the use of the GIPL pipeline interconnectors during construction and testing during operation: (i) Resolution approving the Inspection Report (hereinafter -the ‘Report’), finding the infringements by the Company and imposing related obligations on the Company (including the replacement of the fittings found by the Report to be unsuitable); and (ii) Resolution finding that the Company has committed an infringement of a regulatory obligation and imposing a EUR 81 thousand fine. The Company seeks to prove that it did not commit the infringements of the regulated activities identified by NERC (the infringements were committed by the contractor for the construction of the GIPL gas pipeline) and there were no grounds for imposing the sanction. Notwithstanding the fact that the Company has not paid the fine imposed, because it is challenging NERC’s decision to impose a penalty, the Company has acknowledged its financial obligation to pay a set amount of the fine, which has been recognised under other payables and liabilities. If the Company’s submissions are rejected by the Court or upheld in part, the sanction will remain the same or will be reduced. The administrative proceedings were suspended by the court order until the final judgement in the said civil case becomes effective (see point 2). The court has declared the case material non-public.
3.
Civil case based on Latvenergo AS’s claim against the Company for EUR 102 thousand in compensation for the inability to use paid transmission services due to technical maintenance work performed by the Company in 2022–2023, as well as for the award of EUR 6 thousand in late payment interest. The Company disagrees with the claim. The case is pending before the Court of First Instance.
4.
Civil case pursuant to UAB Deforta’s claim against the Company for compensation of EUR 349 thousand losses (lost income), because the Company unlawfully excluded it from the public procurement tender for the cleaning of main gas pipeline routes from vegetation and declared another supplier the winner, as a result of which UAB Deforta lost the right to perform the contract. The Company disagrees with the claim. The case is pending before the Court of First Instance.
Commitments to acquire non-current assets
As at 31 December 2025, the Company had off-balance sheet contractual commitments to acquire non-current assets for the amount of EUR 30.9 million (31 December 2024: EUR 3.8 million).
38.
Related-party transactions
Disclosure includes transactions and their balances with the EPSO-G group companies, associate GET Baltic UAB (until 10 October 2025), all state-owned enterprises or entities under significant influence of the State (transactions with such entities are disclosed separately only if the amount of the transactions exceeds EUR 100,000 per calendar year), management and their close family members.
The Company’s related parties as at 31 December 2025 and 31 December 2024 were as follows:
The Company’s parent company EPSO-G UAB, which is wholly owned by the Lithuanian Ministry of Energy;
EPSO-G Group companies:
Litgrid AB (common shareholders);
TETAS UAB (common shareholders);
Baltpool UAB (common shareholders);
Energy Cells UAB (common shareholders);
EPSO-G Invest UAB (common shareholders).
Associate GET Baltic until 10 October 2025.
The companies of Ignitis Grupė AB:
Energijos Skirstymo Operatorius AB
Ignitis UAB
Ignitis Gamyba UAB
Transporto Valdymas UAB
Ignitis Polska sp. z.o.o.
Other companies of Ignitis Grupė AB.
Other state-owned enterprises:
KN Energies AB;
Other state-owned enterprises or entities under significant influence;
Management.
Transactions with related parties are carried out under market conditions, in line with the tariffs approved under relevant legal acts or in accordance with the requirements of the Law on Public Procurement.
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The nature of the Company’s related-party transactions is associated with the provision of natural gas transmission services and the natural gas system users balancing services. Payments for natural transmission and balancing services under the contracts are settled within 14-17 calendar days. Security deposits are used as an enforcement measure to secure settlement.
The following other services were acquired from related parties:
Electricity transmission services (Energijos skirstymo operatorius AB).
Acquisition of electricity for charging electric vehicles (Ignitis UAB).
Trading in natural gas on exchange (GET Baltic UAB).
Management services, loans received, interest on loans received (EPSO-G).
The tables below present the Company’s related-party transactions and their balances as at 31 December 2025 and 31 December 2024:
As at 31 December 2025
Purcha-ses
LNG terminal funds deducted*
Sales
LNG terminal funds credi-ted*
Recei-vables
LNG terminal
funds receivable
Proceeds from
borrowings
Payables
LNG terminal
funds payable
Divi-dends received
Finance costs
GET Baltic UAB
10,376
-
4,187
-
-
-
-
-
-
837
-
EPSO-G
766
-
-
-
-
-
67,845
594
-
-
1,483
TETAS UAB
1
-
-
-
-
-
-
-
-
-
-
Ignitis gamyba AB
5,142
-
7,463
(1,426)
384
-
-
126
180
-
-
Energijos skirstymo operatorius AB
368
-
361
(23)
19
-
-
63
3
-
-
Ignitis UAB
4,592
(436)
11,087
(1,029)
1,641
254
-
626
3,676
-
-
KN Energies AB
-
(3,677)
-
-
-
373
-
-
3,975
-
-
Other state-owned enterprises
72
-
-
-
-
-
-
3
-
-
-
21,317
(4,113)
23,098
(2,478)
2,044
627
67,845
1,412
7,834
837
1,483
* The credited and deducted LNG terminal funds are not presented in the statement of profit or loss, as the Company acts as an agent in respect of these funds when collecting and allocating these funds. The amounts are negative due to an extra charge related to natural gas supply security added to the natural gas transmission tariff which was set negative for 2025.
As at 31 December 2024
Purcha-ses
LNG terminal funds deducted*
Sales
LNG terminal funds credi-ted*
Recei-vables
LNG terminal funds receivable
Proceeds from borrowings
Payables
LNG terminal funds payable
Divi-dends received
Finance costs
GET Baltic UAB
17,616
-
2,128
-
228
-
-
1,516
-
564
-
EPSO-G
751
-
-
-
-
-
23,482
274
-
-
1,084
TETAS UAB
4
-
-
-
-
-
-
-
-
-
-
Ignitis gamyba AB
1,547
-
5,152
8,568
1,014
864
-
315
-
-
-
Energijos skirstymo operatorius AB
424
-
532
150
29
15
-
39
-
-
-
Ignitis UAB
4,163
31,797
12,312
7,047
1,650
733
-
768
6,817
-
-
Transporto valdymas UAB
52
-
-
-
-
-
-
-
-
-
-
KN Energies AB
-
-
-
-
-
-
-
-
3,975
-
-
Other state-owned enterprises
62
-
-
-
-
-
-
7
-
-
-
24,619
31,797
20,124
15,765
2,921
1,612
23,482
2,919
10,792
564
1,084
* The credited and deducted LNG terminal funds are not presented in the statement of profit or loss, as the Company acts as an agent in respect of these funds when collecting and allocating these funds.
There were no guarantees issued or received for payables to/receivables from related parties, the settlement term was between 15 and 30 days. As at 31 December 2025, the Company neither formed nor recognised any impairment provisions for receivables from related parties.
Payments to key management personnel
2025
2024
Employment-related payments
759
784
Payments to Board members
106
99
Total compensation to management
865
883
The management of the Company is deemed to include the Company’s manager, the Technical Director, the Legal and Administration Director, the Commerce Director, the Organisational Progress Director, and the Finance Director. No loans, guarantees were issued nor were any assets transferred to the management of the Company.
39.
Audit and non-audit services
In the period of from 2024 to 2025 the audit firm provided the following audit and non-audit services to the Company. Information on non-audit services is disclosed based on the date of services rendered:
2025
2024
Audit services
75
75
Total audit services
75
75
Non-audit services
Assurance and other related services
17
12
Other services
-
5
Total non-audit services:
17
17
Audit expenses are recorded in the statement of comprehensive income under other expenses.
40.
Events after the end of the financial year
On 25 February 2026, the confirmation was received from the Nordic Investment Bank regarding the entry into force of the tripartite loan transfer agreement concluded on 22 December 2025, with the day of entry being 25 February 2026. Upon the entry into force of this agreement, EPSO-G takes over the outstanding loan, and the financial covenants cease to apply to the Company. The internal loan will be classified as non-current borrowing (matures by August 2030).
At the same time, the loan from the European Investment Bank, which was reclassified to current financial liabilities as at 31 December 2025, will be reclassified to non-current financial liabilities upon entry into force of the internal loan from EPSO-G.
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AB Amber Grid
Laisves ave. 10
LT 04215 Vilnius
Lithuania
Tel. +370 5 236 0855
info@ambergrid.lt
www.ambergrid.lt
Company code 303090867
VAT code LT100007844017
LT71 07044 0600 0790 5969,
AB SEB bank
Following the Law on Securities of the Republic of Lithuania and the Rules on Information Disclosure of the Bank of Lithuania,
we, Nemunas Biknius, Chief Executive Officer of AB Amber Grid, Gytis Fominas, Chief Financial Officer of AB Amber Grid
and Head of accounting Rasa Baltaragienė of AB Amber Grid, hereby confirm that, to the best of our knowledge, the attached
AB Amber Grid financial statements, for the year, ended 31 December 2025, prepared in accordance with International
Financial Reporting Standards adopted by the European Union, give a true and fair view of the AB Amber Grid assets,
liabilities, financial position, profit and cash flows. AB Amber Grid management report for 2025 year gives a true and fair
view of business developments and operating activities and AB Amber Grid situation including a survey report of the principal
risks and uncertainties.
Chief Executive Officer
Nemunas Biknius
(The document is signed with a qualified electronic signature)
Chief Financial Officer
Gytis Fominas
(The document is signed with a qualified electronic signature)
Head of accounting
Rasa Baltaragienė
(The document is signed with a qualified electronic signature)