DECLARATION BY THE REPRESENTATIVES OF THE BOARD OF DIRECTORS OF

“MOTOR OIL (HELLAS) CORINTH REFINERIES S.A.”

Pursuant to the provisions of article 4 paragraph 2 item c of Law 3556/2007 we hereby declare that to the best of our knowledge:

A. The single and consolidated financial statements of “MOTOR OIL (HELLAS) S.A.” (the Company) for the year ended December 31, 2023, which have been prepared in accordance with the applicable accounting standards, truly present the assets, the liabilities, the shareholders’ equity and the statement of comprehensive income of the Company and the companies included in the consolidated financial statements taken as a total, and

B. The Board of Directors’ annual report truly presents the course, the performance and the position of the Company and the companies included in the consolidated financial statements taken as a total, including the description of the most important risks and uncertainties they are facing.

Maroussi, April 2nd, 2024

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(ACCORDING TO ARTICLE 4 OF THE LAW 3556/2007)

ON THE FINANCIAL STATEMENTS OF

“MΟΤΟ R Ο IL ( H Ε LL Α S ) CORINTH REFINERIES S. Α . ”

AND THE CONSOLIDATED FINANCIAL STATEMENTS OF THE GROUP

FOR THE YEAR ENDED 31 DECEMBER 2023

(01.01.2023 – 31.12.2023)

1. REVIEW OF OPERATIONS

The Group financial figures for the fiscal year 2023 compared to the fiscal year 2022 are presented hereunder:

(*) Includes government grants amortization Euro 5,149 thousand for 2023 and Euro 2,480 thousand for 2022.

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(*) Includes government grants amortization Euro 487 thousand for 2023 and Euro 580 thousand for 2022.

On the financial figures presented above we hereby note the following:

1. Turnover (Sales)

In principle, the turnover increase or decrease of oil refining and trading companies is mainly a combination of the following factors :

a) Volume of Sales

b) Crude Oil and Petroleum Product Prices , and

c) Euro / US Dollar parity .

The industrial activity ( refining) concerns sales of products produced in the refinery of the parent company while the trading activity concerns sales generated as a result of imports of finished products from the international market and their subsequent resale to customers in the domestic market and abroad. The Group has the flexibility to take full advantage of the favorable market conditions in the oil sector, whenever these arise, and it is in a position to respond to any exceptional or unpredictable conditions meeting the demand in the domestic and the international market with imports of products.

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In 2023 the turnover of the Group reached Euro 13,316.7 million compared to Euro 16,630.9 million in 2022 denoting a decrease of 19.93%. This development is attributed to the decrease of the sales volume by 3.54% (from MT 15,492,900 to MT 14,943,856), combined with the decrease of the average prices of petroleum products (denominated in US Dollars) by approximately 18.37% compared to 2022 and the devaluation of US Dollar against the Euro (average parity) by 2.62% taking into account that the greatest part of the sales volume of the parent company concerns exports invoiced in US Dollars (average exchange rate in 2023: 1$ = 0.9248€ compared to 1$ = 0.9497€ in 2022).

The decrease of the sales volume of the Group in 2023 compared to 2022 is attributed to the scheduled turnaround maintenance program executed in almost all Refinery Units during the period May – July 2023 (see section 4. CAPITAL EXPENDITURE ).

In 2023 the Group had revenues from the provision of services the greater part of which concerns the activities of MOTOR OIL RENEWABLE ENERGY SIGNGLE MEMBER S.A., NRG S.A., THALIS ENVIRONMENTAL SERVICES SINGLE MEMBER S.A. and OFC AVIATION FUEL SERVICES A.E as well as warehousing and related services of the parent Company.

The breakdown of the consolidated sales volume confirms the solid exporting profile of the Group considering that export and bunkering sales combined accounted for 74.78% of the aggregate sales volume of 2023 compared to 79.48% in 2022, as well as the high contribution of refining activities (80.04% of the aggregate sales volume of 2023 compared to 85.94% in 2022).

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In 2023 the turnover of the Company reached Euro 9,320.6 million compared to Euro 12,241.9 million in 2022 which represents a decrease of 23.86%. This development of the turnover of the Company is attributed to the impact of the same parameters which influenced the development of the turnover at Group level and which have already been mentioned.

It is clarified that during 2023 the volume of the industrial sales of the Company were approximately 1.4 million MT lower compared to those of 2022 due to the lost production because of the major turnaround maintenance program executed during the period May – July 2023 involving almost all Refinery units (more details available in the section 4. CAPITAL EXPENDITURE ).

The breakdown of the Company sales volume confirms the solid exporting profile of the Refinery considering that export and bunkering sales combined accounted for 81.89% of the aggregate sales volume of 2023 compared to 84.96% in 2022, as well as the high contribution of refining activities (89.96% of the aggregate sales volume of 2023 compared to 95.50% in 2022).

The comparatively lower export sales volume and lower contribution of the industrial sales volume in 2023 compared to 2022 are accounted for by the works executed in the context of the major turnaround maintenance program of the Company Refinery units.

Rendering of services revenue concerns storage fees and related services as the Company invests significant funds in the construction of storage tanks (see section 4. CAPITAL EXPENDITURE ).

The international average prices of petroleum products (in US Dollars per Metric Ton) and the international average prices of the various types of crude (in US Dollars per barrel) during the period 2022 – 2023 are presented hereunder. On average, the prices of petroleum products were reduced by 18.37% and the respective crude prices by 17.33%.

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The sales of the Company per product as well as the Refinery production per product ( both in thousand Metric Tons ) during the period 2022– 2023 are presented hereunder:

A breakdown of the aggregate volume of crude oil and other r aw materials processed by the Company during 2023 compared to the respective volume processed during 2022 is presented next:

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The lower volume of crude oil and other raw materials processed by the Company in 2023 compared to 2022 is attributed to the major turnaround maintenance program of the Refinery units executed in the period May-July 2023.

2. Cost of Sales (before Depreciation) – Gross Profit

In 2023 the Gross Profit (before depreciation) at Group level reached Euro 1,755,426 thousand compared to Euro 2,110,781 thousand in 2022 denoting a decrease of 16.84%.

The breakdown of the Cost of Sales at consolidated level per type of activity (refining–trading–services) is presented hereunder:

The Gross Profit (before depreciation) at Company level in 2023 amounted to Euro 1,190,397 thousand compared to Euro 1,572,068 in 2022 denoting a decrease of 24.28%.

This development is attributed to the reduced sales volume of the industrial activity (refining) by 1,387.7 thousand MT (decreased by 10.44%) due to the maintenance works of the Refinery units, combined with the de-escalation of the refining margins of the main oil products especially in the 4 th quarter of 2023 (the table below depicts the development of the Company Gross Profit Margin in USD per Metric Ton for 2023 and 2022) and the negative impact of the inventory valuation (please see tables on the previous page with the international average prices of petroleum products and crude).

3. Administrative and Distribution Expenses (before depreciation)

The Operating expenses (Administrative and Distribution) at Group level decreased in 2023 by Euro 5,553 thousand (or 1.32%) while at Company level decreased by Euro 48,328 thousand (or 30.28%) compared to 2022.

4a. Other Income (Expenses)

Other income concerns mainly rentals, commissions, income from trademark usage rights as well as subsidy revenue to offset the indirect cost of CO2 emissions.

At Group level other income amounted to Euro 39,773 thousand in 2023 compared to income Euro 18,052 thousand in 2022, while at Company level it amounted to Euro 24,772 thousand for 2023 compared to Euro 3,387 thousand in 2022.

4b. Other Gain/(Loss)

In 2023 the Group recorded gains Euro 2,875 thousand (compared to losses Euro 15,512 thousand in 2022), a significant part of which is derived from the valuation of Power Purchase Agreement Contracts at fair value.

The Company recorded losses of Euro 23,631 thousand in 2023 (compared to losses Euro 20,139 thousand in 2022), a significant part of which concerns foreign exchange losses of Euro 6,998 thousand as

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5. Earnings before Interest, Tax, Depreciation and Amortization (EBITDA)

Subsequent to the above developments at Gross Margin level and at Operating Income & Expenses level, the EBITDA of the Group in 2023 was Euro 1,383,225 thousand compared to Euro 1,692,919 thousand in 2022 (decreased by 18.29%). Likewise, the EBITDA of the Company was Euro 1,080,270 thousand compared to Earnings Euro 1,395,719 thousand in 2022 (decreased by 22.60%).

6. Income from Investments – Financial Expenses

The financial results at Group level concern expenses of Euro 97,643 thousand in 2023 compared to income of Euro 45,021 thousand in 2022 (decreased by Euro 142,664 thousand or 316.88%). A breakdown of this variation is presented in the table below:

The ‘‘Profits from Associates” amount of Euro 5,913 thousand for 2023 concerns the share of the Group in the combined financial results of the companies which are consolidated under the net equity method. The larger sums concern the Group's proportion in the results of ELLAKTOR S.A. (profit Euro 13,195 thousand), SHELL & MOH AVIATION FUELS S.A. (profit Euro 5,166 thousand), TALLON COMMODITIES LIMITED (profit Euro 841.2 thousand), KORINTHOS POWER S.A. (profit Euro 661.9 thousand), THERMOILEKTRIKI KOMOTINIS S.A. (loss Euro 10,372 thousand) and ALPHA SATELLITE TELEVISISION S.A. (loss Euro 3,369 thousand).

The “Profits from Associates” amount of Euro 143,376 thousand in 2022 concerns the share of the Group in the combined financial results of the companies which are consolidated under the net equity method. (The said companies are included in a table in note 17 of the Financial Statements). The larger sums concern the Group's proportion in the profits of ELLAKTOR S.A. (Euro 67 million), KORINTHOS POWER S.A. (Euro 32.3 million) and SHELL & MOH AVIATION FUELS A.E. (Euro 7.4 million). Moreover, the above amount of Euro 143,377 thousand includes gains of Euro 35,409 thousand from the loss of control due to the sale of the 50% stake of MEDIAMAX HOLDINGS LIMITED in ALPHA SATELLITE TELEVISISION S.A. which took place in June 2022.

The ‘‘Income from Participation and Investments" of Euro 654 thousand concerns dividends that MOTOR OIL (HELLAS) S.A. received (Euro 198 thousand) by ATHENS AIRPORT FUEL PIPELINE COMPANY S.A. in which it participates with a percentage of 16% stake and dividends collected (Euro 456 thousand) by the 100% subsidiary company (indirect participation) IREON VENTURES LTD. For the fiscal year 2022, the amount of Euro 645 thousand relates to the dividend collected by IREON VENTURES LTD.

The increase of interest income of the Group in 2023 compared to 2022 is accounted for by the escalation of the interest rates on deposits and is mainly attributed to MOTOR OIL (HELLAS) S.A. which keeps high deposits in US dollars. The notable increase of interest expenses of the Group in 2023 compared to 2022 is attributed to the higher borrowing rates combined with the interest payments on debt liabilities of the companies (particularly of ANEMOS RES SINGLE MEMBER S.A.) acquired during the second half of the fiscal 2022 and as a result the full impact of the higher interest expenses was recorded in 2023.

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For 2023 the “Income from Investments” amount of Euro 26,657 thousand concerns dividends from the companies CORAL S.A. (Euro 20,000 thousand), TALLON COMMODITIES LIMITED (Euro 570 thousand), AVIN OIL S.A. (Euro 500 thousand), OFC AVIATION FUEL SERVICES S.A. (Euro 188 thousand) and CORAL GAS AEBEY (Euro 100 thousand), L.P.C. S.A. (Euro 5,000 thousand), ATHENS AIRPORT FUEL PIPELINE COMPANY S.A. (Euro 199 thousand) and MOTOR OIL FINANCE PLC (Euro 100 Thousand) (please see section “Related Party Transactions”).

For 2022 the “Income from Investments” amount of Euro 11,158 thousand concerns dividends from the companies TALLON COMMODITIES LIMITED (Euro 450 thousand), OFC AVIATION FUEL SERVICES S.A. (Euro 1,708 thousand) and CORAL S.A. (Euro 7,000 thousand) and L.P.C. S.A. (Euro 2,000 thousand).

The increased interest income in 2023 compared to 2022, at a parent company level, is attributed to the significant increase of USD deposit rates compared to the corresponding ones of 2022, given that the parent company MOTOR OIL (HELLAS) S.A. keeps high deposits in US dollars. The proportionally lower increase in interest expenses, at a parent company level, is attributed to the fact that a significant part of long-term debt liabilities concerns two bond loans (the one listed in the Athens Exchange of Euro 200 million, due in 2028 with an annual interest rate 1.90% and the Eurobond listed in the Global Exchange Market (GEM) of Euronext Dublin in Ireland of Euro 400 million, due in 2026 with an annual interest rate 2.125%) the repayment of which is not affected by the increase in borrowing rates.

With regards to the transactions in financial derivatives, the Group recorded losses of Euro 16,021 thousand (compared to losses Euro 32,881 thousand in 2022) and the Company recorded losses Euro 6,462 thousand (compared to losses Euro 108 thousand in 2022). The above figures concern the net result from the transactions in financial derivatives and the mark to market valuation of derivatives at Fair Value through Profit or Loss (FVTPL).

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The breakdown of the depreciation charge on the various cost accounts at Group level is presented in the next table :

The respective breakdown of the depreciation charge on the various cost accounts at Company level is presented hereunder :

The above figures include depreciation of rights of use assets due to the implementation of IFRS 16 since 1.1.2019.

8. Earnings (Losses) before Tax

The Earnings before Tax of the Group in 2023 amounted to Euro 1,038,471 thousand compared to Earnings before Tax of Euro 1,557,453 thousand in 2022.

The Earnings before Tax of the Company in 2023 amounted to Euro 999,369 thousand compared to Earnings before Tax of Euro 1,303,634 thousand in 2022.

9. Income Tax Expenses

Income tax, on a Company level, is calculated at 22% for the period 1/1-31/12/2023 and at the same rate for the comparative period 1/1–31/12/2022.

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There are on-going tax audits of the company MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. for the fiscal years 2020 and 2021, of the company NRG SUPPLY AND TRADING SINGLE MEMBER S.A. for the fiscal years 2018 and 2019, of the company AVIN OIL SINGLE MEMBER S.A. for 2018, of the company THALIS ES S.A. for 2022, of the company CORAL S.A. for 2021 and 2022, of the company CORAL GAS Α.Ε.Β.Ε.Υ for 2019 and 2020, of the company MORE S.A. for 2018 and 2019, of the company AIOLIKI ELLAS ENERGEIAKI S.A. for 2018, 2019 and 2020 and of the company SELEFKOS ENERGEIAKI S.A. for 2018 and 2019. It is not expected that material liabilities will arise from these tax audits.

For the fiscal years 2018, 2019, 2020, 2021 and 2022, Group companies that selected tο undergo a tax compliance audit by the statutory auditors, have been audited by the appointed statutory auditors in accordance with the articles 82 of L.2238/1994 and 65A of L.4174/13 and the relevant Tax Compliance Certificates have been issued. In any case and according to Circ.1006/05.01.2016 these companies, for which a Tax Compliance Certificate has been issued, are not excluded from a further tax audit, if requested by the relevant tax authorities. Therefore, the tax authorities may carry out their tax audit as well within the period dictated by the law. However, the Group’s management believes that the outcome of such future audits, should these be performed, will not have a material impact on the financial position of the Group or the Company.