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APB APRANGA
Consolidated and Company’s Financial Statements,
Consolidated Management Report
for the year ended 31 December 2025
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3 April 2026
Vilnius
CONFIRMATION OF THE COMPANY’S RESPONSIBLE PERSONS
Hereby we confirm, that by our knowledge Consolidated Financial Statements for the year 2025 prepared in accordance with IFRS Accounting Standards as adopted by the EU true and fairly present assets, liabilities, financial position, profit or loss and cash flows of APB Apranga, as well as of Apranga Group consolidated companies.
As well we confirm that by our knowledge Consolidated Management Report for the year 2025 includes a fair review of the development and performance of the business and the position of APB Apranga and Apranga Group in relation to the description of the main risks and contingencies faced thereby.
Apranga Group General Manager
Rimantas Perveneckas
Apranga Group Chief Financial Officer
Mykolas Navickas
This document is electronically signed with safe electronical signature.
TABLE OF CONTENT
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
Translation note:
This version of the accompanying documents is a translation from the original, which was prepared in the Lithuanian language. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of the accompanying documents takes precedence over this translation.
1 FINANCIAL STATEMENTS
4-7
1.1 Statements of comprehensive income
4
1.2 Statements of financial position
5
1.3 Statements of changes in equity
6
1.4 Statements of cash flows
7
2 NOTES TO THE FINANCIAL STATEMENTS
8-46
3 CONSOLIDATED MANAGEMENT REPORT
47-206
3.1 Consolidated Management Report
47-60
Renumeration Report
57-58
3.2 Governance Report
61-88
3.3 Sustainability Statement
89-206
STATEMENTS OF COMPREHENSIVE INCOME
1.1
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
STATEMENTS OF COMPREHENSIVE INCOME
GROUP
COMPANY
Year ended
31 December
Year ended
31 December
Note
2025
2024
2025
2024
Revenue from contracts with customers
6
307 185
292 937
111 837
107 545
Cost of sales
5
(168 498)
(160 810)
(64 898)
(62 894)
GROSS PROFIT
138 687
132 127
46 939
44 651
Selling (costs)
5
(92 418)
(87 403)
(28 059)
(26 805)
General and administrative (expenses)
5
(23 911)
(23 869)
(13 915)
(13 621)
Other income (expences)
6
( 427)
99
11 736
13 098
OPERATING PROFIT
21 931
20 954
16 701
17 323
Finance income
7
216
337
236
414
Finance (costs)
7
(2 014)
(1 857)
(1 079)
(1 172)
PROFIT BEFORE INCOME TAX
20 133
19 434
15 858
16 565
Income tax (expense)
8
(3 917)
(3 474)
( 725)
( 677)
PROFIT FOR THE YEAR
4
16 216
15 960
15 133
15 888
Other comprehensive income
-
-
-
-
TOTAL COMPREHENSIVE INCOME
16 216
15 960
15 133
15 888
Total comprehensive income attributable to:
16 216
15 960
15 133
15 888
Owners of the Company
16 216
15 960
15 133
15 888
Non-controlling interests
-
-
-
-
Basic and diluted earnings per share (in EUR)
11
0.29
0.29
0.27
0.29
The notes on pages 8 to 46 are an integral part of these financial statements.
These financial statements were approved by Management Board on 3 April 2026 and signed by responsible persons.
This document is electronically signed with safe electronical signature.
STATEMENTS OF FINANCIAL POSITION
1.2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
STATEMENTS OF FINANCIAL POSITION
GROUP
COMPANY
ASSETS
As at 31 December
As at 31 December
NON-CURRENT ASSETS
Note
2025
2024
2025
2024
Property, plant and equipment
12
30 245
28 719
16 113
16 536
Intangible assets
13
1 311
1 426
1 281
1 376
Investments in subsidiaries
14
-
-
5 085
5 095
Non-current prepayments
16
210
102
144
102
Non-current trade and other receivables
19
1 307
672
83
83
Right-of-use assets
25
58 366
58 856
22 630
23 664
Other non-current financial assets
17
2 120
2 600
2 120
2 600
Total non-current assets
93 559
92 375
47 456
49 456
CURRENT ASSETS
Inventories
15
51 922
50 141
28 381
28 352
Current prepayments
16
1 728
1 452
1 561
1 445
Current trade and other receivables
19
1 998
2 595
8 586
10 003
Cash and cash equivalents
20
22 321
18 405
9 152
6 845
Total current assets
77 969
72 593
47 680
46 645
TOTAL ASSETS
171 528
164 968
95 136
96 101
EQUITY AND LIABILITIES
GROUP
COMPANY
EQUITY
Note
2025
2024
2025
2024
Ordinary shares
21
16 035
16 035
16 035
16 035
Legal reserve
22
1 604
1 604
1 604
1 604
Foreign currency translation reserve
( 53)
( 53)
-
-
Retained earnings
51 708
48 762
36 202
34 339
Total equity
69 294
66 348
53 841
51 978
NON-CURRENT LIABILITIES
Deferred tax liabilities
9
3 023
2 469
720
501
Non-current lease liabilities
25
47 070
48 074
17 908
19 087
Non-current employee benefits
319
282
319
282
Total non-current liabilities
50 412
50 825
18 947
19 870
CURRENT LIABILITIES
Current borrowings
23
-
-
6 100
6 960
Current lease liabilities
25
15 579
14 578
6 152
5 742
Current income tax liability
160
261
-
-
Current trade and other payables
24
36 083
32 956
10 096
11 551
Total current liabilities
51 822
47 795
22 348
24 253
Total liabilities
102 234
98 620
41 295
44 123
TOTAL EQUITY AND LIABILITIES
171 528
164 968
95 136
96 101
The notes on pages 8 to 46 are an integral part of these financial statements.
These financial statements were approved by Management Board on 3 April 2026 and signed by responsible persons.
This document is electronically signed with safe electronical signature.
STATEMENTS OF CHANGES IN EQUITY
1.3
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
STATEMENTS OF CHANGES IN EQUITY
GROUP
Note
Share capital
Legal reserve
Translation reserve
Retained earnings
Total
Balance at 1 January 2024
16 035
1 604
( 53)
46 072
63 658
Comprehensive income
Profit for the year 2024
-
-
-
15 960
15 960
Total comprehensive income
-
-
-
15 960
15 960
Transactions with owners
Dividends
10, 22
-
-
-
(13 270)
(13 270)
Balance at 31 December 2024
16 035
1 604
( 53)
48 762
66 348
Comprehensive income
Profit for the year 2025
-
-
-
16 216
16 216
Total comprehensive income
-
-
-
16 216
16 216
Transactions with owners
Dividends
10, 22
-
-
-
(13 270)
(13 270)
Balance at 31 December 2025
16 035
1 604
( 53)
51 708
69 294
COMPANY
Note
Share capital
Legal reserve
Retained earnings
Total
Balance at 1 January 2024
16 035
1 604
31 721
49 360
Comprehensive income
Profit for the year 2024
-
-
15 888
15 888
Total comprehensive income
-
-
15 888
15 888
Transactions with owners
Dividends
10, 22
-
-
(13 270)
(13 270)
Balance at 31 December 2024
16 035
1 604
34 339
51 978
Comprehensive income
Profit for the year 2025
-
-
15 133
15 133
Total comprehensive income
-
-
15 133
15 133
Transactions with owners
Dividends
10, 22
-
-
(13 270)
(13 270)
Balance at 31 December 2025
16 035
1 604
36 202
53 841
The notes on pages 8 to 46 are an integral part of these financial statements.
These financial statements were approved by Management Board on 3 April 2026 and signed by responsible persons.
This document is electronically signed with safe electronical signature.
STATEMENTS OF CASH FLOW
1.4
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
STATEMENTS OF CASH FLOW
GROUP
COMPANY
Year ended 31 December
Year ended 31 December
OPERATING ACTIVITIES
Note
2025
2024
2025
2024
Profit before income taxes
20 133
19 434
15 858
16 565
ADJUSTMENTS FOR:
Depreciation and amortization
5
21 289
20 503
8 604
8 170
Impairment charge (reversal)
12, 25
( 40)
186
85
63
Write-down (reversal) of inventories to net realisable value
5
( 806)
579
( 937)
255
Loss (gain) on disposal of property, plant and equipment
6
3
( 9)
3
( 6)
Write-off of property, plant and equipment
29
63
2
43
Fair value change of financial assets
17
480
-
480
-
Dividend income
6
( 26)
( 65)
(12 186)
(13 065)
Interest expenses
7
2 014
1 857
1 079
1 172
Interest income
7
( 216)
( 337)
( 236)
( 414)
Total
42 860
42 211
12 752
12 783
CHANGES IN OPERATING ASSETS AND LIABILITIES:
Decrease (increase) in inventories
15
( 975)
( 113)
908
(1 310)
Decrease (increase) in receivables and prepayments
16, 19
( 424)
13
1 253
( 452)
Increase (decrease) in payables
24, 26
3 005
1 515
(1 436)
572
Cash generated from operations
44 466
43 626
13 477
11 593
Income taxes paid
(3 464)
(3 624)
( 506)
( 862)
Interest paid
7
(2 014)
(1 857)
(1 079)
(1 172)
Net cash from operating activities
38 988
38 145
11 892
9 559
INVESTING ACTIVITIES
Interest received
7
216
337
236
414
Dividends received
6
26
65
12 186
13 065
Loans granted
26
(125 000)
(124 000)
(139 165)
(147 301)
Loans repayments received
26
125 000
124 000
139 166
148 270
Purchases of property, plant and equipment and intangible assets
12, 13
(9 793)
(12 038)
(2 495)
(7 405)
Proceeds on disposal of property, plant and equipment
1 442
958
42
280
Investment in subsidiaries
14
-
-
10
-
Net cash from investing activities
(8 109)
(10 678)
9 980
7 323
FINANCING ACTIVITIES
Dividends paid
3
(13 252)
(13 252)
(13 252)
(13 252)
Proceeds from borrowings
3
3 500
-
166 327
139 020
Repayments of borrowings
3
(3 500)
-
(167 187)
(138 420)
Payment of principal portion of lease liabilities
25
(13 711)
(13 475)
(5 453)
(5 359)
Net cash from financing activities
(26 963)
(26 727)
(19 565)
(18 011)
NET INCREASE (DECREASE) IN CASH
3 916
740
2 307
(1 129)
CASH AND CASH EQUIVALENTS:
AT THE BEGINNING OF THE PERIOD
20
18 405
17 665
6 845
7 974
AT THE END OF THE PERIOD
20
22 321
18 405
9 152
6 845
The notes on pages 8 to 46 are an integral part of these financial statements.
These financial statements were approved by Management Board on 3 April 2026 and signed by responsible persons.
This document is electronically signed with safe electronical signature.
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
NOTES TO THE FINANCIAL STATEMENTS
1.
GENERAL INFORMATION
APB Apranga, (hereinafter “the Company”), was incorporated and commenced its operations in March 1993 in Lithuania. The Company’s main office is situated in Ukmerges str. 362, Vilnius, Lithuania. The Company has legal form of public limited liability company under the Law on Companies of Republic of Lithuania. The principal activity of the Company and its subsidiaries (hereinafter “the Group”) is retail trade of apparel in Baltic countries.
The share capital of APB Apranga is EUR 16,034,668.40 and it is divided into 55,291,960 ordinary registered shares with a nominal value of EUR 0.29 each, where each share grants to its owner 1 vote (in total 55,291,960 voting shares), all shares are paid in full and give the owners equal rights. All 55 291 960 ordinary shares of nominal value EUR 0.29 each (ISIN code LT0000102337) that comprise Company‘s share capital are listed on Baltic equity list of Nasdaq Vilnius Stock Exchange.
At 31 December 2025, the Company had 7 402 shareholders (as per shareholders list prepared in accordance with SRD II directive). At 31 December the Company‘s shareholders were:
Number of shares
% of total ownership
Number of shares
% of total ownership
Shareholder
2025
2024
UAB MG Investment
36 169 099
65.4
36 169 099
65.4
UAB Minvista
5 795 929
10.5
5 795 929
10.5
Other
13 326 932
24.1
13 326 932
24.1
Total
55 291 960
100.0
55 291 960
100.0
The main shareholder is UAB MG Investment. The ultimate parent company whose financial statements are available for public use is UAB MG Grupė. The ultimate controlling individual of the Group is Mr. D. J. Mockus:
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At 31 December the Group consisted of the Company and the following its wholly owned subsidiaries:
Name
Country
Ownership interest in %
31 12 2025
Ownership interest in %
31 12 2024
UAB Apranga LT
Lithuania
100%
100%
UAB Apranga BPB LT
Lithuania
100%
100%
UAB Apranga PLT
Lithuania
100%
100%
UAB Apranga SLT
Lithuania
100%
100%
UAB Apranga MLT
Lithuania
100%
100%
UAB Apranga HLT
Lithuania
100%
100%
UAB Apranga OLT
Lithuania
100%
100%
UAB Apranga Ecom LT
Lithuania
-
100%
SIA Apranga
Latvia
100%
100%
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
SIA Apranga LV
Latvia
100%
100%
SIA Apranga BPB LV
Latvia
100%
100%
SIA Apranga PLV
Latvia
100%
100%
SIA Apranga SLV
Latvia
100%
100%
SIA Apranga MLV
Latvia
100%
100%
SIA Apranga HLV
Latvia
100%
100%
SIA Apranga OLV
Latvia
100%
100%
SIA Apranga Ecom LV
Latvia
100%
100%
OU Apranga*
Estonia
100%
100%
OU Apranga Estonia
Estonia
100%
100%
OU Apranga BEE
Estonia
100%
100%
OU Apranga PB Trade
Estonia
100%
100%
OU Apranga ST Retail
Estonia
100%
100%
OU Apranga MDE
Estonia
100%
100%
OU Apranga HEST
Estonia
100%
100%
OU Apranga Ecom EE
Estonia
100%
100%
* At 31 December 2025 the Company directly owned 14.91% shares and indirectly through its subsidiary owned the rest 85.09% of shares (At 31 December 2024: 14.91% and 85.09%, respectively)
At 31 December the Group‘s number of stores was:
Total number of shops
Shops, where premises are owned by Group
Country
2025
2024
2025
2024
Lithuania
103
103
6
6
Latvia
44
44
-
-
Estonia
24
24
-
-
Total
171
171
6
6
At 31 December 2025 the Group and the Company employed 2 360 and 784 people respectively (2024: 2 295 and 785 people respectively).
These financial statements were approved by Management Board on 3 April 2026. The shareholders of the Company have a statutory right to approve or not these financial statements and to require preparation of a new set of the financial statements.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
2.
MATERIAL ACCOUNTING POLICY INFORMATION
The material accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
The financial statements are presented in Euro and all values are rounded to the nearest thousand, except when otherwise indicated. The numbers in tables may not coincide due to rounding of particular amounts to EUR thousand. Such rounding differences are not material to these financial statements.
2.1.
BASIS OF PREPARATION
The financial statements have been prepared in accordance with IFRS Accounting Standards as adopted by the European Union.
These financial statements have been prepared under the historical cost basis, except for financial asset at fair value through profit (loss) as described in Note 17.
These financial statements comprise the Group’s consolidated financial statements and the Company’s separate financial statements. The Group and Company have prepared the financial statements on the going concern basis.
2.2.
CRITICAL ACCOUNTING ESTIMATES AND ASSUMPTIONS
International Financial Reporting Standards require that in preparing the financial statements, management of the Company and the Group make estimates and assumptions that affect the reported amounts of assets and liabilities and required disclosure at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. There are no areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, except for the following:
a)
Revenue recognition
Management judgment is needed to determine whether revenue for certain sales transactions should be recorded on a gross basis or on a net basis. Revenue is recognised on a gross basis where the role of the Group/Company is that of principal in a transaction. The gross (without VAT) basis represents sales price after discounts, with any related costs charged to expenses.
The Group/Company has concluded that it is the principal in its revenue arrangements including all online sales, because:
- The entity controls the goods or services before transferring them to the customer;
- The entity is primarily responsible for the supply of goods and services and bears risk of non-performance, all customers returns are accepted into stores/warehouse;
- The entity has latitude in establishing price either directly or indirectly.
b)
Estimates concerning useful lives of tangible and intangible assets
The useful lives of tangible and intangible assets are determined by management at the time the asset is acquired and reviewed on an annual basis for appropriateness. The lives are based on historical experiences with similar assets as well as anticipation of future events, which may impact their useful life.
c)
Impairment of property, plant and equipment and right-of-use assets
Each shop is considered to represent a separate cash generating unit for impairment test. Cash generating units, which had indications of impairment, i.e. suffered operational loss, are tested. The Group and the Company have tested its leasehold improvements, right-of-use assets and other property, plant and equipment, whether those posess impairment loss, in accordance with the accounting policies stated in Note 2.6. The Group and the Company have used “value in use” calculations to test for impairment as information on fair value less costs to sell was not available. These calculations require the use of estimates as described in Note 12 and Note 25.
The management reviewed the main assumptions used for the measurement of the recoverable value of tested cash generating units. Results of impairment assessment are disclosed in Note 12 and Note 25.
d)
Inventory write-down to net realizable value
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
In accordance with the accounting policies stated in Note 2.8 the Group and the Company recognise inventory at the lower of cost and net realizable value less cost to sell. The Group and the Company evaluate whether the value of inventory recognised at cost is not lower that its net realisibale value based on the historical data and actual subsequent results of inventory items sold below costs. Net realisable values are disclosed in Note 15.
Management has assessed the level of inventories and determined that the book value of inventories as of 31 December 2025 and 2024 does not exceed the net realisable value.
In 2025, the Group reviewed the methodology applied for calculating inventory write-downs to net realisable value for non-franchise entities. Based on historical actual sales data of inventory items of the respective ageing periods, it was determined that the actual net realisable value of inventory older than one season no longer supports the previously applied write-down assumptions; therefore, no write-down is applied to such inventory. Furthermore, based on actual sales data, the level of write-down applied to inventory older than two seasons was reduced. These changes reflect the most recent information available regarding the recoverability of inventories and their net realisable value. Accordingly, as at 31 December 2025, the inventory write-down to net realisable value decreased and amounted to EUR (4,105) thousand for the Group and EUR (1,116) thousand for the Company. Had the previous write-down assumptions been applied, the total write-down of inventories held for resale to net realisable value would have amounted to EUR (5,182) thousand for the Group and EUR (2,193) thousand for the Company. Results of inventories write-down to net realizable value are disclosed in Note 15.
e)
Determining the lease term of contracts with renewal and termination options – Company/Group as lessee
The Company/Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.
The Company/Group has lease contracts that include extension and termination options. The Company/Group applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date, the Company/Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., construction of significant leasehold improvements or significant customization to the leased asset).
f)
Leases - Estimating the incremental borrowing rate
The Company/Group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company/Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Company/Group ‘would have to pay’, which requires estimation when no observable rates are available (such as for subsidiaries that do not enter into financing transactions) or when they need to be adjusted to reflect the terms and conditions of the lease.
The Company/Group estimates the IBR using observable inputs (such as market interest rates) when available and is required to make certain entity-specific or country-specific adjustments. IBR used in 2025 varies from 1.0 to 2.8 per cent (from 1.0 to 4.0 per cent in 2024).
g)
Options granted
The Company/Group has options granted for non-financial assets and lease rights, which are not recognized as they do not meet the criteria of a financial instrument. Based on historical information and numerous extentions of the cooperation agreements and intensions of cooperation, the management of the Group believes that the agreement parties will not use any above options. In the unlikely event of happening, the selling price would be approximate fair value of the items/goods. For more details, refer to Note 27.
h)
Climate-related risks
The Company/Group has assessed climate-related risks and concluded that they do not have a material impact on the business performance, continuity of operations, impairment of assets value or allowances.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
2.3.
ADOPTION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS
(A)
The standards/amendments that are effective and have been endorsed by the European Union
The accounting policies adopted are consistent with those of the previous financial year except for the following IFRS and amendments to IFRS which have been adopted by the Group/Company as of 1 January 2025:
IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability (Amendments). The amendments are effective for annual reporting periods beginning on or after January 1, 2025, with earlier application permitted.
The newly adopted IFRS and amendments to IFRS did not have a material impact on the Group’s/Company’s accounting policies.
(B)
The standards/amendments issued but not yet effective and not early adopted
B.1) The standards/amendments that are not yet effective, but have been endorsed by the European Union
IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures - Classification and Measurement of Financial Instruments (Amendments). In May 2024, the IASB issued amendments to the classification and measurement of financial instruments which amended IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures and they become effective for annual reporting periods beginning on or after January 1, 2026, with earlier application permitted. Management assessed that the amendments do not have a significant impact on the Group's/Company's accounting policies.
IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures - Contracts Referencing Nature-dependent Electricity (Amendments). In December 2024, the IASB issued targeted amendments for a better reflection of Contracts Referencing Nature-dependent Electricity, which amended IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures and they become effective for annual reporting periods beginning on or after January 1, 2026, with earlier application permitted. Management assessed that the amendments do not have a significant impact on the Group's/Company's accounting policies.
Annual Improvements to IFRS Accounting Standards – Volume 11. In July 2024, the IASB issued Annual Improvements to IFRS Accounting Standards – Volume 11. An entity shall apply those amendments for annual reporting periods beginning on or after January 1, 2026. Earlier application is permitted. Management assessed that the amendments do not have a significant impact on the Group's/Company's accounting policies.
IFRS 18 Presentation and Disclosure in Financial Statements. IFRS 18 introduces new requirements on presentation within the statement of profit or loss. It requires an entity to classify all income and expenses within its statement of profit or loss into one of the five categories: operating; investing; financing; income taxes; and discontinued operations. These categories are complemented by the requirements to present subtotals and totals for ‘operating profit or loss’, ‘profit or loss before financing and income taxes’ and ‘profit or loss’. It also requires disclosure of management-defined performance measures and includes new requirements for aggregation and disaggregation of financial information based on the identified ‘roles’ of the primary financial statements and the notes. In addition, there are consequential amendments to other accounting standards. IFRS 18 is effective for reporting periods beginning on or after January 1, 2027, with earlier application permitted. Retrospective application is required in both annual and interim financial statements. In subsequent reporting periods, Management will analyze the requirements of this published new standard and assess its impact.
B.2) The standards/amendments that are not yet effective and have not yet been endorsed by the European Union
IFRS 19 Subsidiaries without Public Accountability: Disclosures. In May 2024, the IASB issued the IFRS 19 - Subsidiaries without Public Accountability: Disclosures, and it becomes effective for annual reporting periods beginning on or after January 1, 2027, with earlier application permitted. The Company and the Group have not yet evaluated the impact of the implementation of these amendments.
IAS 21 The Effects of Changes in Foreign Exchange Rates: Translation to a Hyperinflationary Presentation Currency (Amendments). In November 2025, the IASB issued amendments to Translation to a Hyperinflationary Presentation Currency which amend IAS 21 The Effects of Changes in Foreign Exchange Rates, and they become effective for annual reporting periods beginning on or after January 1, 2027, with earlier application permitted. The Company and the Group have not yet evaluated the impact of the implementation of these amendments.
Amendment in IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture. In December 2015, the IASB postponed the effective date of this amendment indefinitely pending the outcome of its research project on the equity method of accounting.
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
The Group plans to adopt the above mentioned standards and interpretations on their effectiveness date provided they are endorsed by the EU.
2.4.
CONSOLIDATION
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). The Group controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.
For the purpose of the consolidated financial statements, the results and financial position of each entity are expressed in euro, which is the functional currency of the Company and the Group, and the presentation currency for the consolidated financial statements.
2.5.
INTANGIBLE ASSETS
Intangible assets expected to provide economic benefit to the Company and the Group in future periods are measured at cost less subsequent accumulated amortisation and impairment losses.
Amortisation is calculated on a straight-line basis to write off the cost of each asset over the estimated useful life as follows:
Software
3-5 years
Licences and rights acquired
5-9 years
Amortisation is accounted for as selling expense.
The Group and the Company have no intangible assets with indefinite useful life.
2.6.
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment (hereinafter “PPE”) is stated at historical cost, less accumulated depreciation and impairment losses.
Leasehold improvements, that meet definition of PPE, are capitalised in the statement of financial position and depratiated over the lease term.
Compensation received from shopping malls in connection with the setting up of shops is related to the compensation of PPE, not to rent fees, and consequently the cost of acquisition of property, plant and equipment is reduced. The Company and the Group did not receive compensations that meet the definition of lease incentive in 2025 and 2024.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to the statement of comprehensive income during the financial period in which they are incurred.
Depreciation is charged so as to write-off the cost of PPE to their residual value over their estimated useful lives, using the straight-line method, on the following basis:
Buildings
15-50 years
Plant and equipment
5-20 years
Leasehold improvements
4-10 years
Commercial and other equipment
3-10 years
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
The "Commercial and other equipment" category includes stores trading equipment, cash registers, IT equipment, warehouse equipment, and other assets used in the Group‘s and the Company's operations.
All depreciation of property, plant and equipment is recognised in the statement of comprehensive income and accounted for as selling expenses.
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of the reporting period.
Where the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its recoverable amount (Note 2.2). Impairment of PPE as well as reversals of impairment during the year are included into selling costs caption in the statement of comprehensive income.
The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in other income (expences) caption in the statement of comprehensive income.
2.7.
INVESTMENTS IN SUBSIDIARIES
In the Company’s separate financial statements investments in subsidiaries are accounted for at cost less impairment. Cost also includes direct attributable costs of investment.
Dividends received are credited to the Company’s statement of comprehensive income.
2.8.
INVENTORIES
Inventories are stated at the lower of cost and net realizable value. Cost is determined by the first-in, first-out method. Net realizable value represents the estimated selling price less all estimated costs to be incurred in selling. Unrealisable inventory has been fully written-off. Impairment losses are recognized as an expense immediately (under cost of sales caption).
2.9.
IMPAIRMENT OF NON-FINANCIAL ASSETS
At the end of the reporting period, the Company and the Group review of its tangible and intangible non current assets and right-of-use assets to determine whether there is any indication (e.g. loss of cash-generating unit) that those assets have suffered an impairment loss. 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). Where it is not possible to estimate the recoverable amount of an individual asset, the Company and Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the greater of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a post-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
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 amount. Impairment losses are recognized as an expense immediately (under selling costs).
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 recognized for the asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognized as income immediately.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
2.10.
FINANCIAL ASSETS AND LIABILITIES
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost and fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the Group’s/Company’s business model for managing them. With the exception of trade receivables that do not contain a significant financing component, the Group/Company initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain a significant financing component are measured at the transaction price determined under IFRS 15.
The Group’s/Company’s business model for managing financial assets refers to how the Group/Company manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets, or both.
A regular way purchases or sales of financial assets are recognised on the trade date, i.e., the date that the Group/Company commits to purchase or sell the asset.
Fair value estimation
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 Group and the Company use valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable;
Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group and the Company determine whether transfers have occurred between Levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period. No transfers occurred in 2025 and 2024. Fair value measurements are disclosed in Note 17.
Subsequent measurement
After initial recognition, the Group/Company measures a financial asset at:
a) Amortised cost (debt instruments), see Note 17;
b) Fair value through profit or loss, see Note 17.
Financial assets at amortised cost (debt instruments)
The Group/Company measures financial assets at amortised cost if both of the following conditions are met:
i) The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows; and
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
ii) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gains and losses are recognised in the statement of comprehensive income when the asset is derecognised, modified or impaired.
The Group’s/Company’s financial assets at amortised cost includes cash and cash equivalents, trade, other current and non-current receivables and loans granted.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss include financial assets held for trading, financial assets designated upon initial recognition at fair value through profit or loss, or financial assets mandatorily required to be measured at fair value. Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in the near term. Financial assets with cash flows that are not solely payments of principal and interest are classified and measured at fair value through profit or loss, irrespective of the business model.. Financial assets at fair value through profit or loss are carried in the statement of financial position at fair value with net changes in fair value recognised in other income caption in the statement of comprehensive income.
The Group/Company in order to make efficient use of the available free cash, in 2018 acquired collective investment scheme (fund units), which fair value (level 3) as at 31 December 2025 is EUR 2 120 thousand and as at 31 December 2024 is EUR 2 600 thousand (Note 17).
Impairment of financial assets
Following IFRS 9, the Group/Company recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss.
In 2024 and 2025 there were no financial instruments which credit risk significantly increased.
For loans granted for which the credit risk has not significantly increased from initial recognition and for cash at banks with low credit risk expected credit loss is measured at an amount equal to 12-month ECLs.
For trade receivables, the Group/Company applies a simplified approach in calculating ECLs. Therefore, the Group/Company does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. For that purpose the Group/Company has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.
The Group/Company considers a financial asset in default when contractual payments are 90 days past due or when indications exist that the debtors or a group of debtors are experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganisation and where observable data indicate that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows. The Group/Company did not recognize allowance for trade receivables, intercompany trade receivables, loans and other receivables because based on historical as well as forward looking information the allowance is not material.
Cash and cash equivalents
For the purposes of the cash flow statement, cash and cash equivalents comprise cash on hand, cash held in bank accounts, deposits held at call with banks, cash in transit, which includes amounts receivable from cash collection companies and amounts receivable from banking institutions related to customer settlements made by bank cards, and other short-term highly liquid investments with original maturities of three months or less. Cash equivalents include credit card receivables arising from customer payments by card, as well as amounts receivable from cash collection companies. These amounts are classified as cash equivalents because the period between the transaction date and the receipt of cash is short (typically up to 10 days) and the risk that their value will change or that the counterparty will not settle is insignificant. In such cases, these amounts are considered cash in transit and are included in the cash and cash equivalents line item.
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings and payables. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs. The Group’s/Company’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and finance lease liabilities.
Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below.
Loans, borrowings and other payables
After initial recognition, loans, borrowings and other payables are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in the statement of comprehensive income, when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of comprehensive income.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the statement of financial position if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, i.e. to realise the assets and settle the liabilities simultaneously.
Derecognition of financial instruments
Financial assets
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised (i.e., removed from the Group’s/Company’s statement of financial position) when:
i) The rights to receive cash flows from the asset have expired or
ii) The Group/Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Group/Company has transferred substantially all the risks and rewards of the asset, or (b) the Group/Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
Financial liabilities
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expired.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
2.11.
SHARE CAPITAL
(a) Ordinary shares
Ordinary shares are stated at their par value. Consideration received for the shares sold in excess over their par value is shown as share premium. Incremental external costs directly attributable to the issue of new shares are accounted for as a deduction from share premium.
2.12.
RESERVE
(a)
Foreign currency translation reserve
The foreign currency translation reserve is used for translation differences arising on consolidation of financial statements of foreign subsidiaries. Exchange differences are classified as equity in the consolidated financial statements until disposal of the investment. Upon disposal of the corresponding assets, the cumulative revaluation of translation reserves is recognised as income or expenses in the same period when the gain or loss on disposal is recognised. The Group's recorded currency translation reserve relates to investments in the share capital of its Latvian and Estonian subsidiaries prior to the introduction of the euro in all Baltic countries.
(b)
Legal reserves
Legal reserve is compulsory under the Lithuanian regulatory legislation. Annual transfers of 5 per cent of net result are required until the reserve reaches 10 per cent of share capital. The legal reserve cannot be used for payment of dividends and it is established to cover future losses only.
2.13.
INCOME TAX
(a) Current income tax
The Group companies are taxed individually irrespective of the overall results of the Group. The Group companies in Lithuania may transfer the estimated tax losses (or part thereof) to another Group company in Lithuania, which has a right to reduce the taxable profit with the respective amount of the tax looses transferred for the same taxable period.
The charge for taxation included in these financial statements is based on the calculation made by the management in accordance with tax legislation of the respective country in which group entity operates.
The tax currently payable is based on taxable profit for the reporting period. For companies operating in Lithuania tax losses can be carried forward for indefinite period, except for the losses incurred as a result of disposal of securities and/or derivative financial instruments not designated for hedging. Starting from 1 January 2014 the transferable tax loss cannot cover more than 70% of the taxable profit of the current year. Such carrying forward is disrupted if the company changes its activities due to which these losses were incurred except when the company does not continue its activities due to reasons which do not depend on the company itself. Taxable profit differs from net profit as reported in the statement of comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group’s and the Company’s liability for current tax is calculated using tax rates that have been enacted at the end of the reporting period.
The income tax rate applied for the Company and subsidiaries operating in Lithuania was 15 per cent in 2024 and 16 per cent in 2025. In Latvia and Estonia income tax rate on reporting period and prior taxable profits is nil. In Latvia and Estonia, the taxation of profit of operating subsidiaries is deferred until the profit appropriation moment, i.e. payment of dividends. The dividends paid by the Group’s companies in Latvia are taxed at the withholding tax rate of 20% of their gross amounts as at 31 December 2025 (20% as at 31 December 2024). The dividends paid by the Group’s companies in Estonia are taxed at the withholding tax rate of 22% of their gross amounts as at 31 December 2025 (22% as at 31 December 2024)
In periods in which Pillar Two legislation is enacted or substantively enacted but not yet in effect, the Group/Company does not expect material impact of the amendments on the the financial statements as effective income tax rate is above 15% in Lithuania and for Latvia and Estonia accruals of deffered tax liabilities are made with 20% and 22% effective income tax rate.
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
(b) Deferred income tax
Deferred income tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax basis used in the computation of taxable profit, and is accounted for using the statement of financial position liability method.
Deferred income tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries, except where the Group and the Company are able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.
The carrying amount of deferred income tax assets is reviewed at the end of the reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred income tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Group and the Company intend to settle its current tax assets and liabilities on a net basis.
Deferred income tax asset and liability related to the entities operating in Lithuania were calculated at 17 per cent rate as at December 2025 (as at December 2024: 16 per cent). Deferred income tax liability related to the entities operating in Latvia were calculated at 20 per cent rate as at 31 December 2025 and as at 31 December 2024 for the accrued undistributed profit of these subsidiaries. Deferred income tax liability related to the entities operating in Estonia were calculated at 22 per cent rate as at 31 December 2025 (at 31 December 2024: 22 per cent) for the accrued undistributed profit of these subsidiaries. These undistributed profits are planned to be paid out as dividends during the coming years (Note 2.17).
2.14.
LEASES
The Company or the Group as lessee
The Company/Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
The Company/Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company/Group recognizes lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.
Right-of-use assets
The Company/Group recognizes right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets, as follows:
·          Premises
1 to 15 years
·          Motor vehicles
1 to 5 years
If ownership of the leased asset transfers to the Company/Group at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset.
The right-of-use assets are also subject to impairment. Refer to the accounting policies in Note 2.9, Impairment of non-financial assets.
Lease liabilities
At the commencement date of the lease, the Company/Group recognizes lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Company/Group and payments of penalties for terminating the lease, if the lease term reflects the Company/Group exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognized as expenses in the period in which the event or condition that triggers the payment occurs.
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
In calculating the present value of lease payments, the Company/Group uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable.
The Company’s/Group’s lease liabilities are included in Non-current lease liabilities and Current lease liabilities (see Note 25).
Short-term leases and leases of low-value assets
The Company/Group applies the short-term lease recognition exemption to its short-term leases (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to be low value (below EUR 5 thousand). Lease payments on short-term leases and leases of low-value assets are recognized as expense on a straight-line basis over the lease term.
2.15.
EMPLOYEE BENEFITS
(a) Social security contributions
The Company and the Group pay social security contributions to the state Social Security Fund (the Fund) on behalf of its employees based on the defined contribution plan in accordance with the local legal requirements. A defined contribution plan is a plan under which the Group and the Company pay fixed contributions into the Fund and will have no legal or constructive obligations to pay further contributions if the Fund does not hold sufficient assets to pay all employees benefits relating to employee service in the current and prior period. Social security contributions are recognised as expenses on an accrual basis and included in payroll expenses.
(b) Long-term employee benefits
According to the requirements of Lithuanian Labor Code, each employee leaving the Group at the age of retirement is entitled to a one-off payment in the amount of 2 months’ salary.
The actuarial gains and losses are recognized in the statement of other comprehensive income.
The past service costs are recognised as an expense on a straight line basis over the average period until the benefits become vested. Any gains or losses appearing as a result of curtailment and/or settlement are recognised in the statement of comprehensive income as incurred. The past service costs are recognized in the statement of comprehensive income as incurred.
The above mentioned employee benefit obligation is calculated based on actuarial assumptions, using the projected unit credit method. Obligation is recognized in the statement of financial position and reflects the present value of these benefits on the date of the statement of financial position. Present value of the non-current obligation to employees is determined by discounting estimated future cash flows using the discount rate which reflects the interest rate of the Government bonds of the same currency and similar maturity as the employment benefits. Actuarial gains and losses are recognized in the statement of other comprehensive income as incurred. In 2025 and 2024 years there were no material amounts.
(c) Termination benefits
Termination benefits are payable whenever an employee’s employment is terminated before the normal retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Company and the Group recognise termination benefits when it is demonstrably committed to either terminate the employment of current employees according to a detailed formal plan without possibility of withdrawal or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after the end of the reporting period are discounted to present value.
(d) Bonus plans
The Company and the Group recognise a liability and an expense for bonuses where contractually obliged or where there is a past practice that has created a constructive obligation.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
2.16.
RECOGNITION OF REVENUE AND RELATED EXPENSES
Revenue recognition
Revenue from contracts with customers is recognised when control of the services or goods are transferred to the customer at an amount that reflects the consideration to which the Group/Company expects to be entitled in exchange for those services or goods. The Group/Company has concluded that it is the principal in its revenue arrangements, because:
- The entity controls the goods or services before transferring them to the customer;
- The entity is primarily responsible for the supply of goods and services and bears risk of non-performance;
- The entity has latitude in establishing price either directly or indirectly.
Sales of goods at physical stores are recognized when the Company or another Group entity sells and provides a product to the customer. Online sales of goods are recognized at a point in time when the Company or another Group entity sends a product to the customer. Retail sales are usually in cash or by credit card. The recorded revenue includes credit card fees payable for the transaction. Such fees are included in operating expenses.
Every sale of goods that the Group/Company makes is a separate performance obligation with separately identifiable fixed price. The Group/Company does not have any customer loyalty progammes.
The Company recognizes wholesale income upon shipment of goods to its subsidiaries. The Company is the main supplier of goods to non-franchised subsidiaries located in Latvia and Estonia.
The Company recognises revenue from management services provided to subsidaries over time, based on expenses incurred to measure provision of the services, because the customer simultaneously receives and consumes the benefits provided by the Company.
Other occasional revenue from the sale of property, plant or equipment is recognised at a point in time, when sold items are delivered to client and control is transfered.
Dividend income is recognised when the right to receive payment is established.
In addition the management considers the effect of other matters to the revenue recognition such as the existence of significant financing components, non-cash consideration, consideration payable to the customer and warranties. None of these are present in the Group’s/Company‘s contracts with the customers.
Contract liabilities
Contract liabilities include advance payments received for goods not yet shipped and unused gift cards. These liabilities are recognized when the Group/Company receives payment from customers before delivering goods or services. Revenue from these liabilities is recognized when the goods are delivered or the gift cards are redeemed. For more information see Note 24.
Assets and liabilities arising from rights of return
Right of return assets
A right-of-return asset is recognised for the right to recover the goods expected to be returned by customers. The asset is measured at the former carrying amount of the inventory, less any expected costs to recover the goods and any potential decreases in value. The Group/Company updates the measurement of the asset for any revisions to the expected level of returns and any additional decreases in the value of the returned products. For more information see Note 15 as part of inventories.
Refund liabilities
A refund liability is recognised for the obligation to refund some or all of the consideration received (or receivable) from a customer. The Group’s/Company’s refund liabilities arise from customers’ right of return. The liability is measured at the amount the Group/Company ultimately expects it will have to return to the customer. The Group/Company updates its estimates of refund liabilities (and the corresponding change in the transaction price) at the end of each reporting period. For more information see Note 24.
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
The Group/Company does not incur material costs to acquire or fulfill the contract.
2.17.
DIVIDEND DISTRIBUTION
Dividend distribution to the Company’s shareholders is recognised as a liability in the Company’s and Group’s financial statements in the period in which the dividends are approved by the Company’s shareholders.
2.18.
EARNINGS PER SHARE
Basic earnings per share are calculated by dividing net profit attributed to the shareholders of the Company and the Group by the weighted average number of ordinary registered shares in issue, excluding ordinary registered shares purchased by the Group and the Company and held as treasury shares, if any.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
3.
FINANCIAL RISK MANAGEMENT
(a) Financial risk factors
The risk management function within the Group and the Company are carried out in respect of financial risks (credit, market (which consist of currency, interest rate and price) and liquidity). The primary objectives of the financial risk management function are to establish risk limits, and then ensure that exposure to risks stays within these limits. The operational and legal risk management functions are intended to ensure proper functioning of internal policies and procedures to minimize operational and legal risks.
The financial risks relate to the following financial instruments: financial assets at fair value through profit or loss trade receivables, cash and cash equivalents, trade and other payables, borrowings and guarantees provided on behalf of the Company to goods suppliers and guarantees issued by the Company to lessors of premises. The accounting policy with respect to these financial instruments is described in previous section .
Credit risk
Credit risk is managed by Group management. Credit risk arises from cash and cash equivalents with banks and financial institutions as well as credit exposures to wholesale and retail customers, including outstanding receivables. For banks and financial institutions, only independently rated parties (or subsidiaries of such parties) with high credit ratings are accepted. Sales to wholesale customers are rare and immaterial, therefore risk control only assesses the credit quality of the customer, taking into account its financial position, past experience and future factors. Sales to retail customers are settled in cash or using major credit cards, therefore there is no credit risk.
Company’s credit risk arising from trade receivables from subsidiaries, loans to subsidiaries and guarantees issued for the benefit of subsidaries is managed by controlling financial performance of subsidiaries on a monthly basis. All the subsidiaries having Company’s loans have been profitable during the financial year, generated strong positive cash flows, historically none of them had liquidity issues. Management has also assessed the projected future information that will not have a material adverse effect on the Company’s subsidiaries. Therefore, in the management’s opinion, the credit risk is low.
The Company and the Group have no significant concentration of credit risk, except for cash which is held in two banks, which parent companies having high credit ratings, and loans granted to subsidiaries.
Liquidity risk
Liquidity risk management implies maintaining sufficient cash, the availability of funding through an adequate amount of committed credit facilities. Due to the dynamic nature of the underlying businesses, the Group and the Company treasury maintain flexibility in funding by maintaining availability under committed credit lines.
Management monitors rolling forecasts of the Group’s and the Company’s liquidity reserve (comprises undrawn borrowing facility (Note 23) and cash and cash equivalents (Note 20) on the basis of expected cash flow. This is generally carried out at local level in the operating companies of the Group in accordance with practice set by the Group. In addition, the Group’s and the Company’s liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet these; and maintaining debt financing plans.
The table below analyses the Group’s and the Company’s financial liabilities into relevant maturity groupings based on the remaining period at the end of the reporting period to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
GROUP
Less than 1 month
Between 1 and 12 months
Between 1 and 3 years
More than 3 years
Total
As at 31 December 2025
Borrowings 
-
-
-
-
-
Lease liabilities
1 344
14 234
25 834
27 339
68 751
Trade and other payables
15 980
5 046
-
-
21 026
Total
17 324
19 280
25 834
27 339
89 777
As at 31 December 2024
Borrowings
-
-
-
-
-
Lease liabilities
1 265
13 313
24 902
29 720
69 200
Trade and other payables
13 356
4 658
-
-
18 014
Total
14 621
17 971
24 902
29 720
87 214
COMPANY
Less than 1 month
Between 1 and 12 months
Between 1 and 3 years
More than 3 years
Total
As at 31 December 2025
Borrowings 
-
6 100
-
-
6 100
Lease liabilities
525
5 627
9 931
9 983
26 066
Trade and other payables
3 219
1 948
-
-
5 167
Total
3 744
13 675
9 931
9 983
37 333
As at 31 December 2024
Borrowings
-
6 960
-
-
6 960
Lease liabilities
493
5 249
10 086
11 299
27 127
Trade and other payables
4 211
1 741
-
-
5 952
Total
4 704
13 950
10 086
11 299
40 039
Change in liabilities arising from financing activities:
GROUP
As at 31 December 2024
Dividends declared
Dividends paid
Proceeds from borrowings
Repayments of borrowings
As at 31 December 2025
Borrowings
-
-
-
3 500
(3 500)
-
Dividends payable
194
13 270
(13 252)
-
-
212
Total
194
13 270
(13 252)
3 500
(3 500)
212
COMPANY
As at 31 December 2024
Dividends declared
Dividends paid
Proceeds from borrowings
Repayments of borrowings
As at 31 December 2025
Borrowings
6 960
-
-
166 327
(167 187)
6 100
Dividends payable
194
13 270
(13 252)
-
-
212
Total
7 154
13 270
(13 252)
166 327
(167 187)
6 312
GROUP
As at 31 December 2023
Dividends declared
Dividends paid
Proceeds from borrowings
Repayments of borrowings
As at 31 December 2024
Borrowings
-
-
-
-
-
-
Dividends payable
176
13 270
(13 252)
-
-
194
Total
176
13 270
(13 252)
-
-
194
COMPANY
As at 31 December 2023
Dividends declared
Dividends paid
Proceeds from borrowings
Repayments of borrowings
As at 31 December 2024
Borrowings
6 360
-
-
139 020
(138 420)
6 960
Dividends payable
176
13 270
(13 252)
-
-
194
Total
6 536
13 270
(13 252)
139 020
(138 420)
7 154
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
Changes in lease liabilities are disclosed in Note 25.
Market risk
Cash flow and fair value interest rate risk
The Company has loans to subsidiaries with floating interest rates, but the cash flow risk is mitigated by applying the same variable element of interest rate on those loans as the banks are charging the Company.
Loans granted and received at variable rates expose the Group to cash flow interest rate risk, which however has no material impact on profit or equity of the Group. Loans granted and received at fixed rates expose the Company to fair value interest rate risk, which however has no material impact on profit or equity of the Company.
The Company’s and Group’s borrowings consist of loans with floating interest rate, which are related to EURIBOR and €STR. The Company and the Group did not use any derivative financial instruments in order to control the risk of interest rate changes.
Trade and other receivables and payables are interest-free and have settlement dates within one year.
The Group’s and the Company’s cash flow and fair value interest rate risk is periodically monitored by the Group’s management. It analyses its interest rate exposure on a dynamic basis taking into consideration refinancing, renewal of existing positions, alternative financing. Based on these scenarios, the Group and the Company calculate the impact on profit and loss of a defined interest rate shift. The scenarios are run only for receivables and liabilities that represent the major interest-bearing positions.
Based on the performed simulations, the Company's management assessed that if the interest rate increases or decreases by 1 percent, the Group's profit for the period or equity for the period would change by EUR 98 thousand in 2025 (in 2024 – EUR 97 thousand), while the Company's would change by EUR 150 thousand (in 2024 – EUR 156 thousand). These simulations do not include lease liabilities, which are calculated using incremental borrowing as described in Note 2.14.
Foreign exchange risk
The Company and the Group have a policy to synchronize the cash flows from expected sales in the future with the expected purchases and other expenses in each foreign currency. Substantially all the Group’s payables and receivables are short-term and in addition expenses in foreign currencies are insignificant (less than 10%) as compared to those in Euro.
The Group operates in Lithuania, Latvia and Estonia, and during the reporting period used Euro currency. Since Estonia, Latvia and Lithuania introduced the Euro (respectively, since 1st January 2011, 1st January 2014 and 1st January 2015), so there is no exchange rate fluctuations.
(b) Capital risk management
The Group’s and the Company’s objectives when managing capital, which includes ordinary shares, legal reserve, foreign currency translation reserve and retained earnings, are to safeguard the Group’s and the Company’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group and the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
Consistent with others in the industry, the Group and the Company monitor capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as total borrowings (including ‘current and non-current borrowings’ as shown in the consolidated statement of financial position) less cash and cash equivalents. Total capital is calculated as ‘equity’ as shown in the consolidated statement of financial position plus net debt.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
GROUP
COMPANY
Year ended
31 December
Year ended
31 December
2025
2024
2025
2024
Net debt
40 328
44 247
14 908
17 984
Total capital
109 622
110 595
68 749
69 962
Gearing ratio
37%
40%
22%
26%
Pursuant to the Lithuanian Law on Companies the authorised share capital of a public limited liability company must be not less than EUR 40 thousand and of a private limited liability company must be not less than EUR 2.5 thousand. In addition, for all entities the shareholders’ equity should not be lower than 50 per cent of the company’s registered share capital. As at 31 December 2025 and as at 31 December 2024 the Company and all of the Company’s Lithuanian subsidiaries complied with these requirements. As at 31 December 2024 UAB Apranga Ecom LT did not comply with the requirements. Business activities of UAB Apranga Ecom LT are terminated since 2019 November month. UAB Apranga Ecom LT was liquidated and deregistered on 17 December 2025.
Pursuant to the Latvian Commercial Law, the minimum authorised share capital of a private limited liability company is EUR 2.8 thousand, subject to specific exemptions applicable to certain low-capital companies. As at 31 December 2025 and 31 December 2024 , all of the Company’s Latvian subsidiaries complied with these requirements.
Pursuant to the Estonian Commercial Code the authorised share capital of a private limited liability company must be not less than EUR 2.5 thousand. In addition, the shareholders’ equity should not be lower than 50 per cent of the company’s share capital. As at 31 December 2025 and as at 31 December 2024 all of the Company’s Estonian subsidiaries complied with these requirements.
In addition, the Group has to comply with the total equity over total assets covenant imposed in the agreement with Luminor Bank AS. For more information see note 23.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
4.
SEGMENT INFORMATION
Management has determined the operating segments based on the reports reviewed by the General Director and other 6 Directors (responsible for managing, sales and marketing, human resources, purchases, development and finance) that are used to make strategic decisions.
The Directors consider the business from both a geographic and product perspective to certain extent. From product perspective Directors review only sales volume and gross margin, as presented in the statment of the comprehensive income by brand name. Gross margins of different brands are not significantly different, therefore can be aggregated into one reportable segment. Geographically, Directors separately consider operations in Lithuania, Latvia and Estonia depending on where the stores are located. Different legislation, consumer habits and economic situation substantially affect the average sales and expenses in each country, therefore Directors believe that each country represents a separate reportable segment.
All financial information, including the measure of profit and total assets, is analysed on a country basis. Liabilities are measured on a Group basis only and are not individually measured on a country basis.
The segment information provided to the Chief Operating Decision Makers for the reportable segments for the year ended 31 December is as follows:
31 December 2025
Lithuania
Latvia
Estonia
Total
Inter-company eliminations
Total in consolidated financial statements
Total segment revenue
205 450
79 204
41 969
326 623
-
Inter-segment revenue*
(18 734)
( 350)
( 354)
(19 438)
-
Stores income from external customers (note 6)
186 716
78 854
41 615
307 185
-
307 185
Gross profit margin
44.9%
45.2%
46.2%
45.1%
45.1%
Other income (expenses):
Rent (Note 25)
(5 800)
(2 764)
( 801)
(9 365)
( 3)
(9 368)
Utilities
(1 259)
( 580)
( 293)
(2 132)
(2 132)
Renumeration and social security contributions
(30 721)
(9 479)
(5 769)
(45 969)
(45 969)
Depreciation and amortisation
(13 266)
(4 917)
(3 106)
(21 289)
(21 289)
Impairment (charges)
( 85)
77
48
40
40
Other income
6 345
-
-
6 345
(6 772)
( 427)
Other (expenses)
(25 829)
(11 875)
(6 682)
(44 386)
6 775
(37 611)
Finance income
384
105
57
546
( 330)
216
Finance (costs)
(1 601)
( 476)
( 267)
(2 344)
330
(2 014)
Income tax (expense)
(2 060)
(1 200)
( 657)
(3 917)
(3 917)
Profit (loss) for the year
9 940
4 520
1 756
16 216
-
16 216
Total assets
128 596
38 733
17 715
185 044
(13 516)
171 528
Additions to non-current assets (except for leases)
6 120
3 378
295
9 793
-
9 793

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
31 December 2024
Lithuania
Latvia
Estonia
Total
Inter-company eliminations
Total in consolidated financial statements
Total segment revenue
193 406
75 285
43 037
311 728
-
Inter-segment revenue*
(18 151)
( 289)
( 351)
(18 791)
-
Stores income from external customers (note 6)
175 255
74 996
42 686
292 937
-
292 937
Gross profit margin
44.7%
45.3%
46.6%
45.1%
45.1%
Other income (expenses):
Rent (Note 25)
(5 471)
(2 490)
( 891)
(8 852)
( 34)
(8 886)
Utilities
(1 392)
( 602)
( 336)
(2 330)
(2 330)
Renumeration and social security contributions
(28 989)
(8 890)
(5 813)
(43 692)
(43 692)
Depreciation and amortisation
(12 248)
(5 170)
(3 085)
(20 503)
(20 503)
Impairment (charges)
( 63)
( 51)
( 72)
( 186)
( 186)
Other income
7 072
4
-
7 076
(6 977)
99
Other (expenses)
(24 061)
(11 601)
(7 024)
(42 686)
7 011
(35 675)
Finance income
689
129
53
871
( 534)
337
Finance (costs)
(1 633)
( 475)
( 283)
(2 391)
534
(1 857)
Income tax (expense)
(2 054)
( 954)
( 466)
(3 474)
(3 474)
Profit (loss) for the year
10 110
3 888
1 962
15 960
-
15 960
Total assets
127 829
35 852
17 657
181 338
(16 370)
164 968
Additions to non-current assets (except for leases)
10 141
1 121
776
12 038
-
12 038
*inter-segment revenue consists of sales of the Company's goods to subsidiaries Apranga SIA and Apranga OU and subsidiaries sale of remnants of goods to the Company.
In 2025, the Group’s profitability before taxes remained at the same level 6.6% (2024: 6.6%): in Lithuania decreased to 6.4% (2024: 6.9%), in Latvia increased to 7.3% (2024: 6.5%), in Estonia increased to 5.8% (2024: 5.7%). The profitability before taxes is calculated as follows: profit (loss) for the year before income tax divided by store income from external customers.
The total carrying value of non-current assets located in Lithuania is EUR 64 154 thousand (2024: EUR 64 889 thousand), and the total of these non-current assets located in other countries is EUR 29 405 thousand (2024: EUR 27 486 thousand).

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
5.
EXPENSES BY NATURE
For the year ended 31 December cost of sales consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Cost of goods sold
169 304
160 231
65 835
62 639
Write-down (reversal) of inventories to net realisable value
( 806)
579
( 937)
255
Total cost of sales
168 498
160 810
64 898
62 894
For the year ended 31 December selling costs consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Rent
9 368
8 886
2 407
2 343
Utilities
2 132
2 331
837
913
Remuneration of stores personnel
32 449
30 565
11 947
11 288
Social security contributions of stores personnel
3 318
3 195
222
208
Depreciation and amortization
21 289
20 503
8 604
8 170
Impairment charge (reversal)
( 40)
186
85
63
Advertising and marketing
3 195
3 031
2 167
2 094
Franchise expenses
13 260
12 531
92
109
Bank commissions
1 910
1 699
485
396
Labelling, packing and repairing
709
1 014
467
533
Logistics and distribution
4 260
2 847
381
302
Business trips
568
615
365
386
Total selling costs
92 418
87 403
28 059
26 805
For the year ended 31 December general and administrative expenses consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Remuneration of administration personnel
9 750
9 494
7 490
7 445
Social security contributions of administration personnel
452
438
134
133
Other personnel related expenses
1 807
2 009
847
910
IT and communications
2 061
1 818
1 288
1 151
Repair and maintenance
3 953
3 836
1 831
1 754
Taxes (excluding income tax)
541
461
205
204
Consulting expense
220
212
214
203
Audit fee
293
259
81
75
Other expenses
4 834
5 342
1 825
1 746
Total general and administrative expenses
23 911
23 869
13 915
13 621
The "Other expenses" category includes trading platform fees, inventory losses, translation services, insurance costs, charitable donations and support, as well as other miscellaneous expenses.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
6.
REVENUE FROM CONTRACTS WITH CUSTOMERS
For the year ended 31 December revenue from contracts with customers consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Retail income
307 087
292 842
86 708
82 842
Wholesale income
50
36
18 200
17 639
Management fees
-
-
6 763
6 971
Other income from contracts with custumers
48
59
166
93
Total revenue from contracts with customers
307 185
292 937
111 837
107 545
For the year ended 31 December retail income consisted of the following:
GROUP
COMPANY
Chain
2025
2024
2025
2024
Economy
25 800
27 078
16 763
17 395
Youth
76 382
69 614
20 233
18 670
Footwear
3 004
3 272
1 892
2 046
Business
59 693
55 799
18 535
17 469
Luxury
29 052
28 792
17 129
15 845
Zara
99 532
95 240
-
-
Outlets
13 624
13 047
12 156
11 417
Total
307 087
292 842
86 708
82 842
For the year ended 31 December other income (expences) consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Rent income
25
25
27
27
Gain from disposal of PPE, net
2
9
3
6
Changes in fair value of financial assets, net
( 480)
-
( 480)
-
Dividends
26
65
12 186
13 065
Total other income
( 427)
99
11 736
13 098
7.
FINANCE INCOME AND COSTS
For the year ended 31 December finance income consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Interest income on loans granted
216
337
236
414
Total finance income
216
337
236
414
For the year ended 31 December finance costs consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Interest on bank borrowings
20
21
20
20
Interest expense on lease liabilities
1 994
1 836
749
695
Interest on borrowings from subsidiaries
-
-
310
457
Total finance costs
2 014
1 857
1 079
1 172
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
8.
INCOME TAX EXPENSE
Domestic income tax is calculated at 16 per cent of the estimated profit for the year.
The total income tax charge can be reconciled to the accounting profit before tax as follows:
GROUP
COMPANY
2025
2024
2025
2024
Profit before tax
20 133
19 434
15 858
16 565
Tax at the domestic income tax rate
3 221
2 915
2 537
2 485
Tax effect of income not subject to tax
( 4)
( 37)
(1 950)
(1 971)
Tax effect of expenses that are not deductible in determining taxable profit
266
199
217
163
Prior period income tax adjustment
( 122)
-
( 121)
-
Change in deferred tax rate due to changes in tax laws in Lithuania
178
-
42
-
Effect of different tax rates of foreign subsidiaries
378
397
-
-
Tax expense
3 917
3 474
725
677
Effective income tax rate
19.5%
17.9%
4.6%
4.1%
For the year ended 31 December income tax expense consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Current income tax expense
3 485
3 306
627
542
Income tax of prior periods
( 122)
-
( 121)
-
Deferred income tax
554
168
219
135
Total income tax expense
3 917
3 474
725
677
9.
DEFERRED INCOME TAX
The movement in deferred income tax liabilities account was as follows:
GROUP
COMPANY
2025
2024
2025
2024
At beginning of year
(2 469)
(2 301)
( 501)
( 366)
Comprehensive income statement (charge) credit
( 554)
( 168)
( 219)
( 135)
At end of year
(3 023)
(2 469)
( 720)
( 501)
Deferred tax assets and liabilities recognised as follows:
GROUP
COMPANY
2025
2024
2025
2024
Deferred tax assets:
Lease liabilities IFRS 16
6 862
6 560
4 037
3 900
Inventory write down
442
551
190
328
Accruals
160
142
57
64
Impairment of property, plant and equipment
17
12
17
12
Total deferred tax assets
7 481
7 265
4 301
4 304
Deferred tax liability:
Right-of-use assets IFRS 16
(6 650)
(6 436)
(3 907)
(3 818)
Undistributed profits of subsidiaries
(2 578)
(2 162)
-
-
Depreciation of property, plant and equipment
(1 276)
(1 136)
(1 114)
( 987)
Total deferred tax liabilities
(10 504)
(9 734)
(5 021)
(4 805)
Total deferred tax (liabilities), net
(3 023)
(2 469)
( 720)
( 501)
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
10.
DIVIDENDS PER SHARE
2025
2024
Approved dividends
13 270
13 270
Weighted average number of ordinary shares in thousand (Note 21)
55 292
55 292
Approved dividends per share, EUR
0.24
0.24
In 2025, the Annual Shareholder’s Meeting approved to pay dividends 0.24 cent per share to the shareholders for 2024 year. In respect of the current 2025 year, the Board of Directors propose to pay  0.27 EUR dividend per share to the shareholders (Note 22). This dividend is subject to approval by the shareholders at the Annual Shareholder’s Meeting and has not been included as a liability in these financial statements.
11.
EARNINGS PER SHARE
GROUP
COMPANY
2025
2024
2025
2024
Profit for the year
16 216
15 960
15 133
15 888
Weighted average number of ordinary shares in thousand (Note 21)
55 292
55 292
55 292
55 292
Basic and diluted earnings per share, EUR
0.29
0.29
0.27
0.29
The Company has no dilutive potential ordinary shares, therefore, the diluted earnings per share are the same as basic earnings per share.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
12.
PROPERTY, PLANT AND EQUIPMENT
At 31 December property, plant and equipment consisted of the following:
GROUP
Buildings
Plant and equipment
Leasehold improve-ments
Commercial and other equipment
Construction in progress
Total
Cost
At 31 December 2023
9 067
2 154
12 439
43 406
10
67 076
Additions
2 511
1
804
2 982
5 414
11 712
Disposals and write-offs
-
( 38)
(1 394)
(3 046)
-
(4 478)
Transfers between captions
-
-
2 703
2 347
(5 050)
-
At 31 December 2024
11 578
2 117
14 552
45 689
374
74 310
Additions
28
20
3 448
( 763)
6 730
9 463
Disposals and write-offs
-
( 2)
(1 971)
(2 233)
-
(4 206)
Transfers between captions
-
-
-
6 865
(6 865)
-
At 31 December 2025
11 606
2 135
16 029
49 558
239
79 567
Accumulated depreciation
At 31 December 2023
4 270
891
6 961
30 456
-
42 578
Charge for the year
264
141
1 496
3 983
-
5 884
Disposals and write-offs
-
( 39)
( 575)
(2 851)
-
(3 465)
At 31 December 2024
4 534
993
7 882
31 588
-
44 997
Charge for the year
306
138
1 704
4 339
-
6 487
Disposals and write-offs
-
( 3)
( 573)
(2 158)
-
(2 734)
At 31 December 2025
4 840
1 128
9 013
33 769
-
48 750
Impairment charge
At 31 December 2023
-
-
251
195
-
446
Charge for the year (reversal)
42
106
148
At 31 December 2024
-
-
293
301
-
594
Charge for the year (reversal)
( 9)
( 13)
( 22)
At 31 December 2025
-
-
284
288
-
572
Carrying amount
At 31 December 2023
4 797
1 263
5 227
12 755
10
24 052
At 31 December 2024
7 044
1 124
6 377
13 800
374
28 719
At 31 December 2025
6 766
1 007
6 732
15 501
239
30 245

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
COMPANY
Buildings
Plant and equipment
Leasehold improve-ments
Commercial and other equipment
Construction in progress
Total
Cost
At 31 December 2023
9 067
2 153
6 252
12 143
10
29 625
Additions
2 511
2
256
1 972
2 364
7 105
Disposals and write-offs
-
( 38)
( 383)
(1 298)
-
(1 719)
Transfers between captions
-
-
1 749
276
(2 025)
-
At 31 December 2024
11 578
2 117
7 874
13 093
349
35 011
Additions
28
21
1 085
243
788
2 165
Disposals and write-offs
-
( 2)
( 253)
( 441)
-
( 696)
Transfers between captions
-
-
-
1 122
(1 122)
-
At 31 December 2025
11 606
2 136
8 706
14 017
15
36 480
Accumulated depreciation
At 31 December 2023
4 270
891
3 586
8 843
-
17 590
Charge for the year
264
141
807
995
-
2 207
Disposals and write-offs
-
( 39)
( 235)
(1 126)
-
(1 400)
At 31 December 2024
4 534
993
4 158
8 712
-
18 397
Charge for the year
306
138
931
1 150
-
2 525
Disposals and write-offs
-
( 3)
( 251)
( 401)
-
( 655)
At 31 December 2025
4 840
1 128
4 838
9 461
-
20 267
Impairment charge
At 31 December 2023
-
-
10
6
-
16
Charge for the year (reversal)
27
35
62
At 31 December 2024
-
-
37
41
-
78
Charge for the year (reversal)
10
12
22
At 31 December 2025
-
-
47
53
-
100
Carrying amount
At 31 December 2023
4 797
1 262
2 656
3 294
10
12 019
At 31 December 2024
7 044
1 124
3 679
4 340
349
16 536
At 31 December 2025
6 766
1 008
3 821
4 503
15
16 113
At 31 December 2025 the Group’s and the Company’s buildings with the carrying amount of EUR 3 928 thousand (2024: EUR 4 103 thousand) have been pledged as security for outstanding loans from financial institutions (Note 23).
As of December 31 2025 and as of December 31 2024, the Company has leased one premises to third parties.
At 31 December the acquisition cost of the fully depreciated property, plant and equipment still in use was as follows:
GROUP
COMPANY
2025
2024
2025
2024
Plant and equipment
1 013
968
994
953
Leasehold improvements
19
-
-
-
Commercial and other equipment
11 393
10 659
4 492
4 205
Total
12 425
11 627
5 486
5 158
The main cash generating unit of the Group and the Company is a store. The Group and the Company have tested PPE used in stores operations for impairment in accordance with the accounting policies stated in Note 2.6.
Estimation of the value in use was based on the discounted post-tax cash flows (DCF) of the latest available business plan. DCF was estimated over remaining useful life of leasehold improvements and commercial and other equipment (vast majority of premises are leased). For the calculation of future cash flows in 2026 and in later years, each cash generating unit was assessed individually. Net sales
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
and personnel costs growth rates were established on brand or country level. The weighted average cost of capital (further – WACC) of 13-14 per cent post-tax (WACC of 13 -14 per cent post-tax – in 2024) was used for value in use estimation.
Based on the calculations performed the management concluded that impairment in the amount of EUR 572 thousand for the Group (2024: EUR 594 thousand) and EUR 100 thousand for the Company (2024: EUR 78 thousand) should be recorded against PPE in the statement of financial position. The total recoverable amount of the CGUs relating to stores that were tested for potential impairment was EUR 372 thousand (2024: EUR 577 thousand). The Group recognized a reversal of impairment losses of EUR 22 thousand in 2025, while the Company recognized impairment losses of EUR 22 thousand (2024: impairment losses of EUR 148 thousand and EUR 62 thousand for the Group and the Company, respectively). The reversal of impairment losses on PPE in 2025 were mainly due to the closure of stores for which asset impairment losses had previously been recognized, as well as by the decrease in the carrying amount of PPE of particular stores due to depreciation. Impairment of PPE is recognized in the statement of comprehensive income under selling costs.
After performing sensitivity to the change of the main inputs, no material impact on impairment.
The Management does not expect material changes in estimations made in the near future, except those disclosed in Note 2.2 (a).
13.
INTANGIBLE ASSETS
At 31 December intangible assets consisted of the following:
GROUP
COMPANY
Licenses and rights acquired
Software
Total
Licenses and rights acquired
Software
Total
Cost
At 31 December 2023
714
2 347
3 061
590
2 302
2 892
Additions
184
142
326
157
143
300
Write-offs
-
( 9)
( 9)
-
-
-
At 31 December 2024
898
2 480
3 378
747
2 445
3 192
Additions
74
256
330
73
257
330
Write-offs
( 6)
-
( 6)
-
-
-
At 31 December 2025
966
2 736
3 702
820
2 702
3 522
Accumulated amortisation
At 31 December 2023
444
1 134
1 578
338
1 113
1 451
Charge for the year
92
291
383
83
282
365
Write-offs
-
( 9)
( 9)
-
-
-
At 31 December 2024
536
1 416
1 952
421
1 395
1 816
Charge for the year
120
325
445
109
316
425
Write-offs
( 6)
-
( 6)
-
-
-
At 31 December 2025
650
1 741
2 391
530
1 711
2 241
Carrying amount
At 31 December 2023
270
1 213
1 483
252
1 189
1 441
At 31 December 2024
362
1 064
1 426
326
1 050
1 376
At 31 December 2025
316
995
1 311
290
991
1 281

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
At 31 December the acquisition cost of fully amortized intangible assets still in use was as follows:
GROUP
COMPANY
2025
2024
2025
2024
Licenses
216
185
119
90
Software
864
813
859
809
Total
1 080
998
978
899
14.
INVESTMENTS IN SUBSIDIARIES
The Company’s investments in subsidiaries at 31 December are as follows:
Name
Country of incorporation
Cost
2025
Ownership, %
2024
Ownership, %
UAB Apranga LT
Lithuania
724
100
724
100
UAB Apranga BPB LT
Lithuania
145
100
145
100
UAB Apranga PLT
Lithuania
87
100
87
100
UAB Apranga SLT
Lithuania
87
100
87
100
UAB Apranga MLT
Lithuania
87
100
87
100
UAB Apranga HLT
Lithuania
75
100
75
100
UAB Apranga OLT
Lithuania
50
100
50
100
UAB Apranga Ecom LT
Lithuania
-
-
10
100
SIA Apranga
Latvia
2 175
100
2 175
100
SIA Apranga LV
Latvia
153
100
153
100
SIA Apranga BPB LV
Latvia
86
100
86
100
SIA Apranga PLV
Latvia
86
100
86
100
SIA Apranga SLV
Latvia
85
100
85
100
SIA Apranga MLV
Latvia
86
100
86
100
SIA Apranga HLV
Latvia
50
100
50
100
SIA Apranga OLV
Latvia
50
100
50
100
SIA Apranga Ecom LV
Latvia
3
100
3
100
OU Apranga*
Estonia
447
100
447
100
OU Apranga Estonia
Estonia
128
100
128
100
OU Apranga BEE
Estonia
96
100
96
100
OU Apranga PB Trade
Estonia
221
100
221
100
OU Apranga ST Retail
Estonia
96
100
96
100
OU Apranga MDE
Estonia
2
100
2
100
OU Apranga HEST
Estonia
50
100
50
100
OU Apranga Ecom EE
Estonia
17
100
17
100
Total investments
5 085
5 095
* At 31 December 2025 the Company directly owned 14.91% shares and indirectly through its subsidiary owned the rest 85.09% of shares (At 31 December 2024: 14.91% and 85.09%, respectively).
The changes in investments are as follows:
2025
2024
Beginning of the year
5 095
5 095
Liquidation of UAB Apranga ECOM LT
( 10)
-
At end of the year
5 085
5 095

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
15.
INVENTORIES
GROUP
COMPANY
2025
2024
2025
2024
Goods for resale
54 023
52 982
28 567
29 442
Write-down of goods for resale to net realisable value*
(4 105)
(4 911)
(1 116)
(2 053)
Return assets
1 057
1 111
213
196
Goods in transit
223
294
223
294
Packaging and other materials
724
665
494
473
Total
51 922
50 141
28 381
28 352
*Acquisition cost of write-down of goods for resale to net realisable value
14 642
23 035
3 554
11 971
At 31 December 2025 inventories of the Group and the Company have been pledged as security for outstanding loans from financial institutions (Note 23). The total carrying amount of Group’s pledged inventories as at 31 December 2025 was EUR 11 296 thousand, Company’s - EUR 7 896 thousand (EUR 11 296 thousand and EUR 7 896 thousand as at 31 December 2024, respectively).
16.
PREPAYMENTS
At 31 December prepayments consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Prepayments
1 938
1 554
1 705
1 547
Less non-current portion of prepayments
( 210)
( 102)
( 144)
( 102)
Current portion of prepayments
1 728
1 452
1 561
1 445
The major share of prepayments are prepayments to suppliers for goods, which are subsequently used to settle amounts due.
17.
FINANCIAL INSTRUMENTS BY CATEGORY
The accounting policies for financial instruments have been applied to the line items at 31 December below:
GROUP
COMPANY
Category - Financial assets at amortised cost
Category - Financial assets at amortised cost
Assets as per statement of financial position:
2025
2024
2025
2024
Trade and other receivables
3 305
3 267
8 669
10 086
Cash and cash equivalents
22 321
18 405
9 152
6 845
Total
25 626
21 672
17 821
16 931
Category - at fair value
Category - at fair value
Shares of Verslo Trikampis UAB (level 3)
2 120
2 600
2 120
2 600
Total
2 120
2 600
2 120
2 600
Total financial assets
27 746
24 272
19 941
19 531
In June 2018, the Company acquired shares of the investment company UAB Verslo trikampis (formerly UAB LIM Verslo Trikampio NT Fondas), which are recognized as financial assets at fair value through profit or loss. Refer to the accounting policies in Note 2.10, Financial assets and liabilities.
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
In 2025, due to a change in the market value of the shares of UAB Verslo trikampis, management recognized an decrease in fair value of EUR 480 thousand. In 2024, the management concluded that fair value of the investment in shares of UAB Verslo Trikampis corresponded to the book value, therefore the Group and the Company did not recognize any gain or loss from change in value in 2024.
GROUP
COMPANY
Category - Financial liabilities measured at amortised cost 
Category - Financial liabilities measured at amortised cost
2025
2024
2025
2024
Liabilities as per statement of financial position:
Borrowings
-
-
6 100
6 960
Lease liabilities
62 649
62 652
24 060
24 829
Trade and other payables
21 026
18 014
5 167
5 952
Total
83 675
80 666
35 327
37 741
The following methods and assumptions are used to estimate the fair value of each class of financial instruments:
a.
The carrying amount of current trade and other accounts receivable, current trade and other accounts payable and current borrowings approximates their fair value due to short term maturities (Level 3);
b.
The value of investment in Verslo trikampis UAB fund is calculated as the number of fund units held multiplied by the value of the fund unit as at reporting date (Level 3). The valuation of main fund assets is performed using DCF model.
18.
CREDIT QUALITY OF FINANCIAL ASSETS
Total credit risk exposure of the Group and the Company is provided below . Since there are no material overdue or with increased credit risk items, provision matrix is not provided in these financial statements.
GROUP
COMPANY
2025
2024
2025
2024
Financial assets at fair value
2 120
2 600
2 120
2 600
Trade and other receivables with no history of counterparty defaults
3 278
3 250
1 279
1 542
Receivables from related parties (Note 26)
27
17
7 390
8 544
Cash at bank or their parent companies that have high credit ratings (cash on hand excluded)
21 733
17 719
8 935
6 549
Total
27 158
23 586
19 724
19 235
19.
TRADE AND OTHER RECEIVABLES
At 31 December trade and other receivables consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Trade receivables from subsidiaries (Note 26)
-
-
7 363
8 526
Loans to subsidiaries (Note 26)
-
-
-
1
Loans and other receivables from related parties (note 26)
27
17
27
17
Trade receivables from unrelated parties
348
363
263
208
Other receivables
2 930
2 887
1 016
1 334
Total
3 305
3 267
8 669
10 086
Less non-current portion of other receivables
(1 307)
( 672)
( 83)
( 83)
Current portion
1 998
2 595
8 586
10 003
The major share of other receivable are deposits, related to internet sales, and receivables from suppliers for returned goods.
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
There were no expected significant credit lossess identified and, consequently, no allowance was accounted for as at 31 December 2025 and 2024. There were no receivables past due in 2025 and 2024.
The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable mentioned above. The Group and the Company do not hold any collateral as security.
All the Company’s loans granted to subsidiaries are denominated in EUR currency. The interest rate at 31 December 2025 is 2.0 per cent (2024: 2.5 per cent), maturity date – 31 December 2026 (2024: 31 December 2025).
20.
CASH AND CASH EQUIVALENTS
At 31 December cash and cash equivalents consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Cash at bank
16 724
13 586
8 466
6 338
Cash on hand
588
686
217
296
Cash in transit
5 009
4 133
469
211
Total
22 321
18 405
9 152
6 845
Cash in certain bank accounts and future cash inflows into these accounts were pledged to banks as security for credit facilities granted. At 31 December 2025, the cash balances of the Group and the Company in the pledged accounts amounted to EUR 8 466 thousand (2024: EUR 6 338 thousand) (Note 23).
Cash and cash equivalents include the following for the purposes of the cash flow statement:
GROUP
COMPANY
2025
2024
2025
2024
Cash and cash equivalents
22 321
18 405
9 152
6 845
Total
22 321
18 405
9 152
6 845
Presented below is the analysis of the credit quality of balances of cash and cash equivalents, except cash on hand, based on ratings established by the rating agency S&P (parent banks of the banks in whose accounts the Group's revenues are collected):
GROUP
COMPANY
2025
2024
2025
2024
A+
21 733
17 719
8 935
6 549
Total
21 733
17 719
8 935
6 549
21.
SHARE CAPITAL
At 31 December 2025 issued share capital of the Company consisted of 55 291 960 (2024: 55 291 960) ordinary shares at par value of EUR 0.29 each. All issued shares are fully paid.
Subsidiaries did not hold any shares of the Company as of 31 December 2025 and 2024. The Company did not hold its own shares as of 31 December 2025 and 2024.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
22.
LEGAL RESERVE AND PROFIT DISTRIBUTION
Under Lithuanian Law on Companies the Company has to allocate 1/20 of its net profit to the legal reserve until it reaches 1/10 of the Company’s authorised capital (up to EUR 1 604 thousand as at 31 December 2025 and 31 December 2024). Legal reserve is fully formed. The reserve can be used only to cover the accumulated losses.
On 30 April 2025 the Company’s shareholders’ meeting resolved to pay EUR 13 270 thousand in dividends (EUR 0.24 per one share) for 2024 year. On 30 April 2024 the Company’s shareholders’ meeting resolved to pay EUR 13 270 thousand in dividends (EUR 0.24 per one share) for 2023 year.
In respect of the current year, the Board of directors propose a dividend of EUR  14 929 thousand to be paid to the shareholders. This dividend amount is subject to approval by shareholders at the Annual Shareholder’s Meeting.
23.
BORROWINGS
At 31 December the carrying amounts of the borrowings consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Long term borrowings
Total
-
-
-
-
Short term borrowings
Borrowings from subsidiaries
-
-
6 100
6 960
Total
-
-
6 100
6 960
Total borrowings
-
-
6 100
6 960
The bank credit lines are secured by cash in certain of bank accounts (Note 20), some of buildings (Note 12) and part of inventories (Note 15).
At 31 December all amounts of the borrowings are denominated in EUR currency.
The weighted average interest rates at the end of the reporting period were as follows:
GROUP
COMPANY
2025
2024
2025
2024
Bank credit lines and loans
3-5%
4-6%
3-5%
4-6%
Bank overdraft
3-5%
4-6%
3-5%
4-6%
Borrowings from subsidiaries
-
-
2-3%
3-4%
Exposure of the Group’s and the Company’s borrowings to interest rate changes and the contractual repricing dates fall into period of 6 month or less.
The Group’s and the Company’s borrowing facilities contracted but undrawn as at the end of the reporting period were EUR 10 739 thousand (2024: EUR 2 854 thousand), and can be utilised until 30 June 2027. The Group and the Company use borrowing facilities to issue guarantees. For more information see note 27.
The Group has to comply with financial covenants imposed in the agreements with Luminor Bank AS and SEB bankas AB, such as equity to assets, financial debt to EBITDA as well as net financial debt to EBITDA. As at 31 December 2025 and as at 31 December 2024, the Group complied with all mentioned financial covenants. Definition of EBITDA is provided in the section No. 11 “Alternative Performance Indicators” of management report and on the Group’s website.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
24.
TRADE AND OTHER PAYABLES
At 31 December trade and other payables consisted of the following:
GROUP
COMPANY
2025
2024
2025
2024
Payables to subsidiaries
-
-
-
767
Payables to other related parties
121
109
121
109
Trade payables
14 877
11 674
3 041
3 053
Employee benefits and related payables
6 192
6 567
2 814
3 378
Contract liabilities
1 534
1 186
282
256
Refund liabilities
1 665
1 749
360
337
Taxes, except income taxes, payable
5 666
5 440
1 473
1 628
Accrued expenses and other payables
6 028
6 231
2 005
2 023
Total
36 083
32 956
10 096
11 551
25.
LEASES
The Group and the Company leases premises for retail trade, administration and logistics purposes and vehicles used by personnel for business activities.
Set out below are the carrying amounts of right-of-use assets recognized and the movements during the period:
GROUP
COMPANY
Premises
Vehicles
In total
Premises
Vehicles
In total
As at 1 January 2025
58 191
665
58 856
23 149
515
23 664
Additions
13 806
43
13 849
4 639
44
4 683
Impairment (charge) reversal
18
-
18
( 63)
-
( 63)
Depreciation (expense)
(14 138)
( 219)
(14 357)
(5 474)
( 180)
(5 654)
As at 31 December 2025
57 877
489
58 366
22 251
379
22 630
GROUP
COMPANY
Premises
Vehicles
In total
Premises
Vehicles
In total
As at 1 January 2024
58 452
333
58 785
24 144
311
24 455
Additions
13 813
532
14 345
4 435
373
4 808
Impairment (charge) reversal
( 38)
-
( 38)
( 1)
-
( 1)
Depreciation (expense)
(14 036)
( 200)
(14 236)
(5 429)
( 169)
(5 598)
As at 31 December 2024
58 191
665
58 856
23 149
515
23 664
The Group and the Company have tested right-of-use assets for impairment in accordance with the accounting policies stated in Note 2. 6. Estimation of the value in use was calculated using the same method and using the same indicators as in Note 12.
Based on the calculations performed the management concluded that impairment in the amount of EUR 592 thousand for the Group (as at 31 December 2024: EUR 610 thousand) and EUR 117 thousand for the Company (as at 31 December 2024: EUR 54 thousand) should be recorded against right-of-use assets in the statement of financial position as at 31 December 2025. The total recoverable amount of the CGUs relating to stores that were tested for potential impairment was EUR 372 thousand (2024: EUR 577 thousand). The Group in 2025 have recognised the reversal of impairment loss of right-of-use assets of EUR 18 thousand (impairment loss of EUR 38 thousand was recognized in 2024), the Company has recognised the impairment loss of right-of-use assets of EUR 63 thousand (impairment loss of EUR 1 thousand was recognized in 2024). At the Group level, the reversal of impairment losses on right-of-use assets in 2025 were mainly due to the closure of stores for which asset impairment losses had previously been recognized, as well as by the decrease in the carrying
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
amount of non-current assets of operating stores due to depreciation. Impairment of right-of-use assets is recognized in the statement of comprehensive income under selling costs.
After performing sensitivity to the change of the main inputs, no material impact on impairment.
Set out below are the carrying amounts of lease liabilities (presented under “Current lease liabilities” and “Non-current lease liabilities”) and the movements during the period:
GROUP
COMPANY
As at 1 January 2025
62 652
24 829
Additions
13 849
4 683
Accretion of interest
1 994
749
Payments
(15 705)
(6 201)
Rent discounts
( 141)
-
As at 31 December 2025
62 649
24 060
Current
15 579
6 152
Non-current
47 070
17 908
GROUP
COMPANY
As at 1 January 2024
61 935
25 381
Additions
14 345
4 808
Accretion of interest
1 836
695
Payments
(15 311)
(6 055)
Rent discounts
( 153)
-
As at 31 December 2024
62 652
24 829
Current
14 578
5 742
Non-current
48 074
19 087
As at 31 December 2025 present value of payments for leases which are not yet commenced but to which the Group and the Company are committed amounted to EUR 2 609 thousand and EUR 0 thousand (as at 31 December 2024 amounted to EUR 2 420 thousand and EUR 896 thousand respectively).
The following are the amounts recognized in profit or loss:
GROUP
COMPANY
2025
Depreciation expense of right-of-use assets (included in selling costs)
14 357
5 654
Interest expense on lease liabilities (included in finance costs)
1 994
749
Expenses relating  to short-term leases (included in selling costs)
138
69
Impairment charge (reversal), (included in selling costs)
( 18)
63
Variable lease payments (included in selling costs)
9 371
2 338
Rent discounts (included in selling costs)
( 141)
-
Total amount recognized in profit or loss
25 701
8 873
GROUP
COMPANY
2024
Depreciation expense of right-of-use assets (included in selling costs)
14 236
5 598
Interest expense on lease liabilities (included in finance costs)
1 836
695
Expenses relating  to short-term leases (included in selling costs)
243
65
Impairment charge (reversal) (included in selling costs)
38
1
Variable lease payments (included in selling costs)
8 796
2 278
Rent discounts (included in selling costs)
( 153)
-
Total amount recognized in profit or loss
24 996
8 637
NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
The Company/Group has lease contracts for Premises that contain variable payments based on the turnover of stores located in those Premises. Management’s objective is to align the lease expense with the revenue earned. The Company/Group accounted short-term leases and rent discounts as variable lease payments. The following provides information on the Company’s/Group’s variable lease payments in 2025 and 2024, including the magnitude in relation to fixed payments:
GROUP
COMPANY
Fixed payments
Variable payments
In total
Fixed payments
Variable payments
In total
Year ended 31 December 2025
Fixed payments
2 293
-
2 293
1 896
-
1 896
Variable rent with minimum payment
13 507
6 788
20 295
4 308
2 204
6 512
Variable rent only
-
2 580
2 580
-
203
203
Total
15 800
9 368
25 168
6 204
2 407
8 611
Year ended 31 December 2024
Fixed payments
2 245
-
2 245
1 829
-
1 829
Variable rent with minimum payment
13 219
5 509
18 728
4 226
1 737
5 963
Variable rent only
-
3 377
3 377
-
606
606
Total
15 464
8 886
24 350
6 055
2 343
8 398
26.
RELATED PARTY TRANSACTIONS
The parties are considered related when one party has the possibility to control the other or have significant influence over the other party in making financial and operating decisions. There is no allowance for intercompany receivables as expected credit losses are immaterial.
The Company’s and the Group’s transactions with related parties and balances arising from these transactions as of 31 December were as follows:
Related parties
Accounts payable
Accounts receivable and loans granted
Revenue
Purchases
2025
2024
2025
2024
2025
2024
2025
2024
UAB MG Grupė
(the ultimate parent company)
12
14
-
-
-
-
131
127
As per ultimate parent company associated companies:
UAB Mineraliniai vandenys
8
-
-
-
-
-
42
44
UAB Mediafon Technology
4
1
27
-
-
-
16
22
UAB Minvista
-
-
-
17
174
260
2
-
LNK Group
-
-
-
-
-
1
-
-
UAB Eminta
97
94
-
-
-
-
965
942
UAB Teniso pasaulis
-
-
-
-
-
-
7
-
Total
121
109
27
17
174
261
1 163
1 135
Prevailing types of related party contracts are granting/receipt of loans, rent, management service fee, advertising, centralised services (telecommunications, utilities and etc.). In 2025, the Group and the Company granted and received back EUR 125 000 thousand as loans to related parties (in 2024 - EUR 124 000 thousand). In 2025, the Group and the Company received and returned back EUR 3 500 thousand as loans from related parties (in 2024 - EUR 0 thousand).

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
The Company’s transactions with subsidiaries and balances arising from these transactions as of 31 December were as follows:
Subsidiaries
Borrowings and accounts payable
Loans and accounts receivable
Revenue
Purchases
2025
2024
2025
2024
2025
2024
2025
2024
UAB Apranga LT
3 000
4 000
46
204
4 559
4 288
240
292
UAB Apranga BPB LT
800
350
-
35
1 238
1 079
31
44
UAB Apranga PLT
200
50
-
25
607
554
19
25
UAB Apranga SLT
700
350
1
28
906
802
28
30
UAB Apranga MLT
600
1 330
12
64
1 678
2 886
50
78
UAB Apranga HLT
500
750
20
31
681
661
15
23
UAB Apranga OLT
300
130
4
14
199
418
10
10
UAB Apranga Ecom LT
-
-
-
-
-
-
-
-
SIA Apranga
-
375
5 826
5 401
13 188
13 609
62
21
SIA Apranga LV
-
-
56
134
2 641
2 430
108
111
SIA Apranga BPB LV
-
-
3
11
438
317
16
17
SIA Apranga PLV
-
-
2
11
291
257
10
11
SIA Apranga SLV
-
-
3
11
368
305
15
17
SIA Apranga MLV
-
-
10
36
1 397
1 089
33
49
SIA Apranga HLV
-
-
15
14
359
332
8
11
SIA Apranga OLV
-
-
4
10
358
274
9
11
SIA Apranga Ecom LV
-
-
-
1
-
-
-
-
OU Apranga
-
392
1 321
2 380
6 549
6 096
26
8
OU Apranga Estonia
-
-
26
73
1 059
1 606
44
64
OU Apranga BEE
-
-
2
7
238
171
11
15
OU Apranga PB Trade
-
-
1
6
74
85
5
5
OU Apranga ST Retail
-
-
1
5
160
183
9
11
OU Apranga MDE
-
-
5
17
378
493
11
17
OU Apranga HEST
-
-
5
9
190
256
5
7
OU Apranga Ecom EE
-
-
-
-
-
-
-
-
Total
6 100
7 727
7 363
8 527
37 556
38 191
765
877
Prevailing types of intra-group transactions are centralised supplies of goods for resale, management service fees, centralised purchasing of services (telecommunications, IT, utilities and etc.), financing, distribution of earnings. Dividend income received from the subsidiaries is presented in ‘Income’ together with other income. In 2025, the Company received EUR 12 160 thousand dividend income from subsidiaries (in 2024 - EUR 13 000 thousand). Under ‘Income’ also accounted for sales of goods to subsidiaries SIA Apranga and OU Apranga, which in 2025 amounted to EUR 11 796 thousand and EUR 6 355 thousand respectively (in 2024: EUR 11 896 thousand and EUR 5 706 thousand, respectively).
The debts of Group companies are offset each month, and the remaining portion of the debt is paid no later than in 30 days. The Company’s/Group’s and related parties debts are paid within 30 days.
The Company has concluded short-term loan agreements with its subsidiaries, which, in case of need, are borrowed for 1 month Euribor plus margin interests.
Guarantees provided on behalf of related parties
Guarantees provided on behalf of related parties are disclosed in Note 27.

NOTES TO THE FINANCIAL STATEMENTS
2
APB APRANGA, Company’s code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
Compensation of key management personnel
The General Director and other Directors of the Company are considered to be the key management of the Group. There were 7 members of the key management as at 31 December 2025 (7 members of the key management as at 31 December 2024). 2 of them also belong to the Management Board, which consists of 6 members.
GROUP
COMPANY
2025
2024
2025
2024
Remuneration
2 895
3 001
2 805
2 912
Social security
51
53
49
51
Average number of key managers
7
7
7
7
On 30 April 2025 and on 30 April 2024 the Company’s shareholders’ meetings decided not to pay out annual bonuses to the key management.
27.
COMMITMENTS AND CONTINGENCIES
Legal proceedings
As of 31 December 2025 and 2024 the Company and the Group were not involved in any legal process, which in the opinion of management, could have a material impact on the financial statements.
Guarantees
As of 31 December 2025, guarantees issued by the credit institutions on behalf of the Company to secure the obligations of its subsidiaries to their goods suppliers totaled EUR 22 997 thousand (31 December 2024: EUR 22 523 thousand). The letters of credit and guarantees provided to goods suppliers by the credit institutions on behalf of the Group as of 31 December 2025 amounted to EUR 24 674 thousand (31 December 2024: EUR 24 146 thousand).
As of 31 December 2025, the Company’s guarantees issued to secure the obligations of its subsidiaries to their landlords totaled EUR 466 thousand (31 December 2024: EUR 466 thousand).
As of 31 December 2025 and 2024 the Company had no guarantees to the credit institutions issued to secure the borrowings of subsidiaries.
The management of the Group believes that the subsidiaries on behalf of which guarantees were issued will meet their liabilities to the creditors, therefore, no provisions in respect of these guarantees were accounted for in the financial statements as at 31 December 2025 and 31 December 2024.
Options granted
Options for assets
The Group issued irrevocable call options to INDITEX Group granting the right to purchase assets (leasehold improvements and PPE located in the premises of shops and inventory) of subsidiaries UAB Apranga LT, UAB Apranga BPB LT, UAB Apranga PLT, UAB Apranga SLT, UAB Apranga MLT, UAB Apranga HLT, UAB Apranga OLT, SIA Apranga LV, SIA Apranga BPB LV, SIA Apranga PLV, SIA Apranga SLV, SIA Apranga MLV, SIA Apranga OLV, SIA Apranga HLV, OU Apranga Estonia, OU Apranga BEE, OU Apranga PB Trade, OU Apranga ST Retail, OU Apranga MDE and OU Apranga HEST operating brands of INDITEX Group (ZARA, ZARA HOME, BERSHKA, PULL AND BEAR, STRADIVARIUS, MASSIMO DUTTI and OYSHO). The options are exercisable in 2027 and are firmly and irrevocably granted thus the Group cannot waive them.
The Group also issued irrevocable call options to ALDO Group granting the right to purchase assets (PPE located in the premises of shops and inventory) of Company and subsidiaries SIA Apranga and OU Apranga operating the brand of ALDO. The options are exercisable in 2027 and are firmly and irrevocably granted thus the Group cannot waive them.

Options for lease rights
Subsidiaries UAB Apranga LT, UAB Apranga BPB LT, UAB Apranga PLT, UAB Apranga SLT, UAB Apranga MLT, UAB Apranga HLT, UAB Apranga OLT, SIA Apranga LV, SIA Apranga BPB LV, SIA Apranga PLV, SIA Apranga SLV, SIA Apranga MLV, SIA Apranga OLV, SIA Apranga HLV, OU Apranga Estonia, OU Apranga BEE, OU Apranga PB Trade, OU Apranga ST Retail, OU Apranga MDE and OU Apranga HEST operating brands of INDITEX Group (ZARA, ZARA HOME, BERSHKA, PULL AND BEAR, STRADIVARIUS, MASSIMO DUTTI and OYSHO) granted irrevocable options exercisable in 2027 by virtue of which INDITEX Group might acquire the lease rights and might become lessee in all or part of the lease agreements for the premises where ZARA, ZARA HOME, BERSHKA, PULL AND BEAR, STRADIVARIUS, MASSIMO DUTTI and OYSHO stores are located.
Company and its subsidiaries SIA Apranga and OU Apranga operating brand ALDO granted irrevocable options exercisable in 2027 by virtue of which ALDO Group might acquire the lease rights and might become lessee in the lease agreements for the premises where ALDO stores are located.
Considering economic and operational aspects, as well as more than 20-year business relationship with INDITEX Group, and taking into account numerous extensions of cooperation agreements and their terms, the Group's management believes that the agreements parties will not exercise any of the aforementioned options.
28.
EVENTS AFTER THE REPORTING PERIOD
Management continuously monitors developments in the conflict between the United States and Iran, performs assessments of the potential impact, and has not identified any circumstances that would have a material adverse effect on the Group’s or the Company’s operations or financial results at present. No other significant subsequent events were identified in the Group and the Company.
APB APRANGA
Consolidated Management Report
For the year ended 31 December 2025
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
48
1. GENERAL INFORMATION
Consolidated management report is prepared for the year ended 31 December 2025.
Name of the Issuer: public limited liability trade company 
Legal form: public limited liability company
Date and place of registration: 1
st
March 1993, Board of Vilnius City
Code of Enterprise: 121933274
Registered office: Ukmerges str. 362, Vilnius, LT-14311, Lithuania
Telephone number: +370 5 2390808
E-mail address: info@apranga.lt
Internet address: www.aprangagroup.com
At 31 December 2025 Apranga Group (hereinafter the Group) consisted of the parent company APB Apranga (hereinafter the
Company) and its 100 per cent owned 24 subsidiaries. The principal activity of the Company and its subsidiaries is retail trade of
apparel in Baltic countries.
Structure of the Group as of 31 December 2025:
As of 31 December 2025, the Group and the Company had no established branches or representative offices in Lithuania or in
other Member States of the European Union.
For more information on subsidiaries refer to Note 1 and Note 14 to Consolidated financial statements.
2. OPERATING HIGHLIGHTS
In 2025, the  priorities were influenced by continued slow growth of retail market of textile, clothing and footwear, rapid
growth of salaries, adoption of new technologies and sustainability related topics.
2.1. RETAIL MARKET OVERVIEW
The retail turnover (including VAT) of Apranga Group reached EUR 371.7 million in 12 months 2025 and increased by 4.9% year-
on-year. In 2025, the retail turnover of Apranga Group in Lithuania reached EUR 225.4 million and increased by 6.5% year-on-
year. In 2025 the retail turnover of Apranga Group in Latvia was EUR 95.2 million and increased by 4.9% year-on-year, in Estonia
was EUR 51.0 million and decreased by 1.3% year-on-year.
According to the data of the official statistics departments of Lithuania, Latvia and Estonia, the market of retail trade, excluding
motor vehicles and motorcycles, in the Baltic states generated approximately EUR 42.2 billion in revenue during January
December 2025, representing a 5.2% increase compared to the same period in 2024. The change of consumer prices in Baltic
retail market in January-December 2025 compared to the corresponding period of the previous year averaged to around 3.8%.
In this period the price index change in Lithuania was 3.4%, Latvia 3.8% and Estonia 4.8%.
APB "APRANGA"
LITHUANIA LATVIA ESTONIA
SIA "Apranga" 
UAB "Apranga LT" SIA "Apranga LV" 
UAB "Apranga BPB LT" SIA "Apranga BPB LV" 
UAB "Apranga PLT" SIA "Apranga PLV" 
UAB "Apranga SLT" SIA "Apranga SLV" 
UAB "Apranga MLT" SIA "Apranga MLV" 
UAB "Apranga HLT" SIA "Apranga HLV" 
UAB "Apranga OLT" SIA "Apranga OLV"
SIA "Apranga Ecom LV" 
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
49
The companies participating in the textile, clothing and footwear market of the Baltic states in the months of January-December
2025 generated 2.0 billion EUR revenue, +1.1% higher compared to the corresponding period in 2024. The change of consumer
prices index in the clothing and footwear industry in Baltic retail market in January-December 2025 compared to the
corresponding period of the previous year averaged to around -1.2%. In this period the price index change in Lithuania was -0.8%,
Latvia +1.1% and Estonia -4.0%. Lithuania remains the largest market of retail trade of textile, clothing and footwear in specialized
stores in the Baltic countries, generating about 50% of the Baltic states market turnover.
From December 2024 to December 2025, the consumer confidence index in the Eurozone increased by +1.2 point from -14.3 to
-13.1.  index dropped by -4.6 index points since December 2024 (from +6.3 to 1.7).  consumer confidence index
increased by +3.8 index point (-12.1 to -8.3), while  increased by +9.5 points (-35.6 to -26.1).
Retail turnover of  stores by countries (EUR thousand, VAT included):
Country
12 months
2025
12 months
2024
2025/2024, %
2025/2023, %
Lithuania
225 449
211 766
6,5%
14,5%
Latvia
95 218
90 746
4,9%
19,8%
Estonia
51 009
51 693
-1,3%
2,0%
Total:
371 676
354 205
4,9%
13,9%
Retail turnover of  stores by countries (EUR thousand, VAT excluded)*:
Country
12 months
2025
12 months
2024
2025/2024, %
2025/2023, %
Lithuania
186 548
175 337
6,4%
14,6%
Latvia
78 783
75 151
4,8%
19,9%
Estonia
41 593
42 687
-2,6%
-0,2%
Total:
306 924
293 175
4,7%
13,6%
*The difference between turnover (VAT excluded) shown in the Annual report and retail income disclosed in Notes 4 and 6 of
the Financial statements is due to return of goods (see Note 24).
In 2025, the turnover (VAT included, taking into account actual returns during the calendar year 2025, this consideration is also
used in all comments below) of the retail chain operated by Apranga Group amounted to EUR 225.4 million in the main domestic
market of Lithuania, or by 6.5% more than in 2024. The share of Lithuanian chain turnover comprised 60.7%, or by 0.9 percentage
points more than in 2024.
The retail turnover from physical stores and online sources of the Apranga Group chain in foreign markets (Latvia and Estonia)
reached EUR 146.2 million in 2025, or by 2.7% more, than in 2024. The foreign turnover share in total  turnover has
decreased from 40.2% to 39.3% during the year.
The retail turnover of Apranga Group by quarters (EUR thousand, VAT included):
Q1
Q2
Q3
Q4
Year
2025
73 817
92 250
99 689
105 920
371 676
2024
72 254
89 317
89 812
102 822
354 205
2023
65 123
82 517
83 606
95 159
326 406
2025/2024, %
2,2%
3,3%
11,0%
3,0%
4,9%
2025/2023, %
13,3%
11,8%
19,2%
11,3%
13,9%
The retail turnover of Apranga Group by quarters (EUR thousand, VAT excluded):
Q1
Q2
Q3
Q4
Year
2025
61 067
76 255
82 187
87 415
306 924
2024
59 817
73 910
74 292
85 156
293 175
2023
53 882
68 280
69 180
78 776
270 118
2025/2024, %
2,1%
3,2%
10,6%
2,7%
4,7%
2025/2023, %
13,3%
11,7%
18,8%
11,0%
13,6%
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
50
The online turnover of the Group was as follows (EUR thousand, VAT included):
12 months
2025
12 months
2024
2025/2024, %
2025/2023, %
Online turnover
49 822
48 428
2,9%
25,0%
Relative weight in total turnover
13,4%
13,7%
The online turnover of the Group was as follows (EUR thousand, VAT excluded):
12 months
2025
12 months
2024
2025/2024, %
2025/2023, %
Online turnover
41 543
40 759
1,9%
25,9%
Relative weight in total turnover
13,5%
13,9%
The Group's online turnover (VAT included) increased by 2,9% in the 12 months of the year, and its relative weight in total turnover
decreased from 13.7% to 13.4% compared to the corresponding period of the previous year.
Retail turnover of  stores by chains (EUR thousand, VAT included) was as follows:
Chain
12 months
2025
12 months
2024
2025/2024, %
2025/2023, %
Economy
1
31 273
32 839
-4,8%
-0,8%
Youth
2
92 597
84 379
9,7%
16,7%
Footwear
3 643
3 970
-8,2%
-14,5%
Business
3
72 356
67 668
6,9%
16,6%
Luxury
4
34 670
34 154
1,5%
8,1%
Zara
120 765
115 524
4,5%
17,4%
Outlets
16 372
15 670
4,5%
15,0%
Total
371 676
354 205
4,9%
13,9%
1
Apranga, Tom Tailor, Jack&Jones, Vero Moda;
2
Aprangos galerija, Moskito, Mango, Bershka, Pull & Bear, Stradivarius, Oysho, A|X Armani Exchange;
3
City, Massimo Dutti, Marella, Pennyblack, Coccinelle, Tommy Hilfiger, Zara Home, Calvin Klein Underwear, Liu Jo, MAX&Co., Calvin Klein, Boggi;
4
Burberry, Emporio Armani, Boss, Zegna, MaxMara, Weekend MaxMara, Marina Rinaldi, Mados linija, Nude, Sandro, Maje, Hugo.
Retail turnover of  stores by chains (EUR thousand, VAT excluded) was as follows:
Chain
12 months
2025
12 months
2024
2025/2024, %
2025/2023, %
Economy
1
25 787
27 107
-4,9%
-1,2%
Youth
2
76 362
69 698
9,6%
16,3%
Footwear
3 003
3 276
-8,3%
-14,9%
Business
3
59 693
55 897
6,8%
16,3%
Luxury
4
28 961
28 811
0,5%
9,0%
Zara
99 505
95 328
4,4%
16,8%
Outlets
13 614
13 059
4,3%
15,7%
Total
306 924
293 175
4,7%
13,6%
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
51
2.2. DEVELOPMENT AND MODERNIZATION OF THE RETAIL CHAIN
In 2021-2025 the dynamics of the number of stores and sales area was as follows:
31 12 2025
31 12 2024
31 12 2022
31 12 2021
The number of stores
171
171
168
169
Stores area (thousand sq. m.)
92,7
92,0
90,6
90,6
During the year 2025 Apranga Group opened 4 new stores, renovated 8 stores, out of which 4 were enlarged and closed 4 stores.
Currently Apranga Group operates the chain of 171 stores (103 in Lithuania, 44 in Latvia and 24 in Estonia) covering the gross area
of 92.7 thousand sq. m., or by 0.8% more than a year ago.
The total area of stores by countries was as follows (thousand sq. m):
Country
31 12 2025
31 12 2024
31 12 2023
2025/2024, %
2025/2023, %
Lithuania
51,4
50,7
49,4
1,3%
4,0%
Latvia
28,0
27,9
27,9
0,3%
0,2%
Estonia
13,4
13,4
13,5
0,0%
-1,0%
Total:
92,7
92,0
90,8
0,8%
2,1%
The number of stores by countries was as follows:
Country
31 12 2025
31 12 2024
31 12 2023
2025/2024, %
2025/2023, %
Lithuania
103
103
100
0,0%
3,0%
Latvia
44
44
44
0,0%
0,0%
Estonia
24
24
25
0,0%
-4,0%
Total:
171
171
169
0,0%
1,2%
At 31 December the number of stores by chains was as follows:
Chain
31 12 2025
31 12 2024
31 12 2023
2025/2024, %
2025/2023, %
Economy
18
20
20
-10,0%
-10,0%
Youth
45
45
46
0,0%
-2,2%
Footwear
9
9
10
0,0%
-10,0%
Business
46
44
43
4,5%
7,0%
Luxury
35
35
32
0,0%
9,4%
Zara
9
9
9
0,0%
0,0%
Outlets
9
9
9
0,0%
0,0%
Total
171
171
169
0,0%
1,2%
The net capital expenditure to the retail chain expansion, renovation and modernization amounted to EUR 8.4 million in 12
months of 2025 (see Statements of cash flow Investments (acquisitions) by segments are disclosed in Note 4 
 The Group is not engaged in activities related to research and experimental development, except to the extent of
process improvement. Group invests in the latest technology and the latest technology processes.
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
52
2.3. MAIN INDICATORS
In addition to the key figures defined or specified in the applicable IFRS financial reporting framework, the Group also provides
key financial ratios derived from or based on the prepared financial statements. These are known as Alternative Performance
Measures (APM). Definitions of APM are provided in the section No. 11  Performance  of this report and on
the  website.
The Group earned EUR 20.1 million of profit before income tax in 12 months 2025, while profit before taxes amounted to EUR 19.4
million in 12 months of 2024 (increased by 3.6%).
EBITDA of the Group was EUR 43.2 million in 12 months 2025, while the Group had EBITDA of EUR 41.5 million in the same period
of 2024 (increased by 4.3%). EBITDA margin has decreased from 14.2% to 14.1% during the year. ROE and ROA ratios decreased
to 23.4% and 9.5%, respectively.
Main Group Indicators
2025
2024
2023
2022
2021
Net sales, EUR thousand
307 185
292 937
269 696
242 899
189 745
Net sales in foreign markets, EUR thousand
120 469
117 682
107 277
95 595
68 502
Gross profit, EUR thousand
138 687
132 127
124 142
111 344
82 230
Gross profit margin, %
45,1%
45,1%
46,0%
45,8%
43,3%
Operating profit, EUR thousand
21 931
20 954
21 501
19 869
14 278
Operating profit margin, %
7,1%
7,2%
8,0%
8,2%
7,5%
Profit before income tax, EUR thousand
20 133
19 434
20 332
18 745
13 211
Profit before income tax margin, %
6,6%
6,6%
7,5%
7,7%
7,0%
Profit for the period, EUR thousand
16 216
15 960
16 773
15 635
10 896
Profit for the period margin, %
5,3%
5,4%
6,2%
6,4%
5,7%
EBITDA, EUR thousand
43 220
41 457
40 928
38 906
34 076
EBITDA margin, %
14,1%
14,2%
15,2%
16,0%
18,0%
Earnings per share (EPS), EUR
0,29
0,29
0,30
0,28
0,20
Price-to-Earnings ratio (P/E), times
11,7
10,1
8,8
7,6
10,7
Dividend / Profit for the period*, %
92,1%
83,1%
79,1%
99,0%
182,7%
Return on equity (end of the period), %
23,4%
24,1%
26,3%
25,1%
14,6%
Return on assets (end of the period), %
9,5%
9,7%
10,5%
10,5%
6,6%
Net debt to equity, %
-32,2%
-27,7%
-27,7%
-36,8%
-39,7%
Current ratio, times
1,5
1,5
1,6
1,7
2,0
* The year 2025 dividends proposed by the Board, not approved.
In 12 months 2025, the  gross profit grew at a pace similar to sales. The  gross margin remained stable compared
with the corresponding period of the previous year, i.e., 45.1%.
The operating expenses of the Group totaled to EUR 116.8 million in 12 months 2025 and increased by 5.0%, comparing to the
same period 2024. Operating expenses grew at a pace similar to sales, which grew by 4,9%.
Main Group Indicators
2025
2024
Change
Net sales, EUR thousand
307 185
292 937
4,9%
Net sales in foreign markets, EUR thousand
120 469
117 682
2,4%
Gross profit, EUR thousand
138 687
132 127
5,0%
Operating expenses
(116 756)
(111 173)
5,0%
Operating profit, EUR thousand
21 931
20 954
4,7%
Profit before income tax, EUR thousand
20 133
19 434
3,6%
Net profit, EUR thousand
16 216
15 960
1,6%
EBITDA, EUR thousand
43 220
41 457
4,3%
The  level of inventories during the last 12 months increased by 3.6% to EUR 51.9 million.  inventories increased
by 0.1% to EUR 28.4 million.
For additional information on the operations by countries of the Group refer to Note 4 to the Consolidated financial statements.
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
53
2.4. PERSONNEL
The number of employees on 31 December 2025 and average salary by categories in 2025 were as follows:
Group
Group
Company
Employee category
Number of employees
Average monthly salary, EUR
Administration
197
4 382
4 887
Stores' personnel
2 086
1 408
1 536
Logistics
77
1 815
1 815
Total
2 360
1 674
2 126
The number of employees on 31 December 2024 and average salary by categories in 2024 were as follows:
Group
Company
Group
Company
Employee category
Number of employees
Average monthly salary, EUR
Administration
190
130
4 333
4 857
Stores' personnel
2 030
580
1 337
1 445
Logistics
75
75
1 845
1 845
Total
2 295
785
1 606
2 059
In 2025 the number of employees in the Group increased by 65 to 2 360 (+2.8%) and decreased in Company by 1 to 784 (-0.1%).
The number of employees by education level on 31 December 2025 was as follows:
Education level
Group
Higher
424
Professional
380
Secondary
508
Primary
85
Student
963
Total:
2 360
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
54
2.5. TRADING INFORMATION
The price of the Company shares in 12 months 2025 increased by 17.6% from EUR 2.93 per share to EUR 3.44 per share. The
maximum share price during the 12 months period was EUR 3.49 per share, minimum share price - EUR 2.80 per share. The
market capitalization of the Company increased from EUR 162 million at the beginning of the year to EUR 190 million at the end
of December 2025. The weighted average price of 1 share during the reporting period was EUR 3.00.  share turnover
was EUR 6.6 million in 12 months 2025.
Apranga APB share price in 12 months period from 1
st
January 2025 to 31
st
December 2025:
Company and OMX Baltic Benchmark GI index change for the period 2021-2025:
0.00
0.05
0.10
0.15
0.20
0.25
0.30
2.40
2.60
2.80
3.00
3.20
3.40
3.60
12.2024 03.2025 06.2025 09.2025 12.2025
Millions
Share price Turnover
Share price, in EUR Turnover, EUR million
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
55
3. OPERATING PLANS
Apranga Group plans to reach EUR 399 million turnover (including VAT) in 2026, or by 7.3% higher than the year 2025 turnover.
In 2026 Apranga Group plans to renovate or open 7-11 stores. The net investment is planned to be about EUR 4-6 million.
4. BUSINESS PHILOSOPHY
We work and strive to work only with the fastest-growing, commercially the most successful global brands and chains
operating in different markets and acceptable to our market;
We never make compromises in the selection of the best locations for stores  more important than 
 have to be where we can not not to 
We aim to install stores according to the highest European design and technology requirements;
We strive to use in best the power of the obvious market leader, as well as rapid development opportunities in competitive
environment.
5. ENVIRONMENTAL PROTECTION
The Groups approach to environmental protection is defined by respect and responsibility of own actions. The main areas of
interest are defined by the outcomes of the Double Materiality Assessment (DMA) process, which identified the most important
environmental topics. This process has also incorporated the interests and perspectives of our stakeholders, ensuring that our
approach not only addresses our own operations but also considers our broader impact on the value chain. The Group is yet to
adapt Sustainability strategy, nevertheless the main initiatives are focused on sustainable resource use, energy-efficient stores,
proper waste management, and working with stakeholders in the value chain.
More information about the  environmental protection is presented in the  2025 Sustainability Statement.
6. CONSOLIDATION
In order to ensure the fairness of preparation consolidated financial statements and to reduce associated risks, the unified
centralised accounting and business information management system has been implemented in all Group companies. All
Group companies use the standard chart of accounts and apply unified accounting principles.
More information on the principles of preparation of the consolidated financial statements is presented in Note 2.4 to the
Consolidated financial statements.
7. SECURITIES
The share capital of APB Apranga is EUR 16,034,668.40 and it is divided into 55,291,960 ordinary registered shares with a nominal
value of EUR 0.29 each, where each share grants to its owner 1 vote (in total 55,291,960 voting shares), all shares are paid in full
and give the owners equal rights. All 55 291 960 ordinary shares of nominal value EUR 0.29 each (ISIN code LT0000102337) that
comprise  share capital are listed on Baltic equity list of Nasdaq Vilnius Stock Exchange. For more information on the
share capital of the Company refer to Note 21 to Consolidated financial statements.
Neither Company, nor its subsidiaries directly or indirectly acquired own shares. By the knowledge of the 
management, there are no restrictions imposed on transfer of  shares. All  shares give equal rights to
shareholders and there are no shareholders with special control rights.
By the knowledge of the  management, there are no restrictions imposed on voting rights.
By the knowledge of the  management, there are no agreements among shareholders which may limit transfer of
shares, or their voting rights.
Each owner of the ordinary registered share has the following property rights:
1) To receive part of the  profit (dividend);
2) To receive a part of the assets of the company in liquidation;
3) To receive shares free of charge if the share capital is increased out of the  funds, except the cases specified in
the Law on Companies.
4) To have the pre-emption right to acquire the shares or convertible debenture issued by the company, except in cases when
General  Meeting pursuant to Law on Companies decides to withdraw the pre-emption right in acquiring the
 issued shares for all shareholders;
5) As provided by laws to lend to the company, however the company borrowing from its shareholders has no right to
mortgage or pledge its assets to shareholders. When the company borrows from a shareholder, the interest may not be
higher than the average interest rate offered by commercial banks of the locality where the lender has his/her place of
residence or business, which was in effect on the day of conclusion of the loan agreement. In such a case the company and
shareholders are prohibited from negotiating a higher interest rate;
6) To receive  funds in event the share capital is decreased on purpose to pay  funds to shareholders;
7) Shareholders have other property rights provided by laws of the Republic of Lithuania.
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
56
Each owner of the ordinary registered share has the following non-property rights:
1) To attend and vote in General  Meetings. One ordinary registered share grants to its owner one vote at the
General  Meeting. The right to vote at the General  Meeting may be withdrawn or restricted in
cases established by laws of the Republic of Lithuania, also in cases when share ownership is contested;
2) To submit to the company in advance the questions related to the issues on the agenda of the general meeting of
shareholders;
3) To receive information on the company as provided by Law on Companies and/or by Law on Markets in Financial
Instruments;
4) To file a claim to the court requesting compensation of damage to company resulting from non-performance or improper
performance of the duties of the Manager of the Company or members of the Board of the company which duties have
been prescribed by law and these Articles of Association of the company as well as in other cases as may be prescribed by
law;
5) Other non-property rights prescribed by law.
At 31 December 2025, the Company had 7 402 shareholders.  shareholders which owned or had under management
more than 5% of share capital were:
Shareholder
Enterprise
code
Address
Number of
shares
% of total
ownership
UAB MG Investment
123249022

36 169 099
65.4%
UAB Minvista
110685692

5 795 929
10.5%
There are no material agreements where the Company is a counterparty and which may come into force, or may change, or
may end with the change of control over the Company. Information about related party transactions is provided in the Note 26
to the Consolidated financial statements.
At 24 July 2017 the Company concluded an open-ended agreement with SEB bankas AB (entity code: 112021238, address:
Konstitucijos av. 24, LT-08105 Vilnius) on supervision of securities accounts.
8. GOVERNANCE REPORT
For the Governance Report and the full text of Compliance Report with the Governance Code for the companies listed on the
Nasdaq Vilnius stock exchange refer to Annex   to this management report.
9. SUSTAINABILITY STATEMENT
The  Sustainability Report is provided in Annex Sustainability Statement to this consolidated management report.
10. ANTI-CORRUPTION
The Group conducts its operations in accordance with a zero-tolerance approach to corruption and bribery. In line with the
 Code of Ethics and Conduct, employees and persons cooperating with the Group are prohibited from directly or
indirectly offering, giving, requesting, accepting or receiving any form of bribe or other undue advantage, as well as making
facilitation payments or using third parties to exert improper influence. These principles also apply to relationships with
representatives of state and municipal institutions, including the prevention of bribery of foreign public officials in the course of
international business transactions. The Group applies measures relating to gifts and hospitality restrictions, prevention of
conflicts of interest, and reporting of potential violations. In 2025, no material cases of corruption or bribery were identified within
the Group.
11. RISKS
In the course of its operations, the Group is exposed to various risks and uncertainties that may affect its operating results,
financial position and future development. The most significant of these include risks related to macroeconomic conditions,
consumer behaviour, the competitive environment, supply chains, labour market conditions, legal and regulatory changes, and
information technology. The Group continuously monitors these risks, assesses their potential impact, and applies appropriate
risk management and internal control measures. Further information is provided in the  section of the Governance
Report.
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
57
12. REMUNERATION REPORT
 Remuneration Policy approved by the General meeting of shareholders is valid and applicable at the Company.
Remuneration Policy of the Company establishes the essential requirements and principles based on which remuneration is
paid to the Compan General Manager and to the members of the Management Board of the Company. The Supervisory Board
is not formed in the Company.
No agreements are concluded with the Members of the Management Board regarding their activities as Members of the
Management Board in the Company. Only Independent Members of the Management Board of the Company are remunerated
for their work at the Board. The Members of the Management Board of the Company, who are also employees of the Company,
receive remuneration only for the direct duties they perform under the employment contract, i.e. their remuneration for direct
functions in the Company and being a Member of the Board (performance of the duties of member of the Board) are not related
in any way and are not dependent on each other. The Members of the Management Board of the Company, who are not
employees of the Company or do not serve as Independent Members of the Management Board, are not additionally
incentivised, they are not paid for their work in the Management Board of the Company, therefore, such members of the Board
perform their duties of a member of the Management Board of the Company free of charge.
The employment contract with the Head of the Company is concluded for an indefinite period. The Head of the Company, as
provided by the Law on Companies, is elected and removed from office, his remuneration is determined, his job description is
approved, he is promoted and penalized based on the Management Board decision. In his / her activities, the Head of the
Company follows the laws, other legal acts, the Company's Articles of Association, decisions of the General Meeting of
Shareholders, as well as decisions of the Management Board. The amounts of allowances, notice periods related to the
termination of employment or term of office are determined taking into account the requirements established in the specific
labour laws. Employment contracts with the Head of the Company are not normally subject to prior agreements on severance
pay, supplementary pensions or early retirement arrangements.
The remuneration of the Head of the Company consists of:
- a fixed part of the remuneration, which is agreed upon and approved by the Management Board of the Company in each
individual case and which does not change and is paid to the Head of the Company on a monthly basis, regardless of the
Company's performance;
- a variable part of remuneration, which depends on the performance of the Company, including its subsidiaries (hereinafter -
the Group), i.e. this is a concrete percentage of Group's profit, which is approved by the Management Board of the Company.
This variable part of the remuneration is paid once a calendar quarter, based on the Group's results for the previous quarter. The
ratio of variable to fixed part depends only on the Group's performance.
The amount of variable remuneration (as a percentage of the Group's profit) for the Head of the Company is determined and
approved by the Management Board of the Company so as to comply with the Company's and the Group's business strategy,
long-term goals and operational interests, to ensure shareholders' interests, to promote sound and efficient management and
risk management to the extent of decision making, would help to avoid conflicts of interest, ensure compliance with the code
of ethics and conduct.
There are no agreements between the Company, members of its management bodies, or its employees regarding special
compensations in case of their resignation, or dismiss without legitimate reason, or the end of their duties connected with the
change of the Control over the Company.
Annual remuneration for 2025 year of the members of the Management Board - the Company's employees, EUR thousand
(before taxes):
Name, Surname
Position
Fixed
part
Variable
part
Total
Variable
part, %
Darius Juozas Mockus
Chairman of the Board
-
-
-
Vidas Lazickas
Member of the Board
-
-
-
Rimantas Perveneckas
General Director
246
479
724
66%
Ilona Simkuniene
Member of the Board, Purchasing Director
162
299
461
65%
Ramunas Gaidamavicius
Member of the Board, Development
Director
108
239
348
69%

Member of the Board, independent
12
-
12
-

Member of the Board, independent
12
-
12
-
More detailed information about the members of the Management Board, their principal places of employment and other
positions held is provided in the section  of the Company of the Governance Report.
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
58
Annual remuneration and  performance in 2021-2025:
* Average employee total remuneration costs ratio is computed using a total headcount, including part-time employees. Part-time
employees make up more than half of the total  employees.
The Management Board members and the Head of the Company do not receive any other parts of remuneration, bonuses,
premiums, incentives other than those provided for in Remuneration Policy.
The Management Board members and the Head of the Company have not received any remuneration from other companies
belonging to the Group.
2025 2024 2023 2022 2021
Rimantas Perveneckas 724 753 836 767 487
 461 465 514 465 307
 348 356 394 355 241
Average Employee Total Remuneration Costs* 19,5 19,3 18,4 17,3 13,1
Group performance
Net sales, EUR thousand 307 185 292 937 269 696 242 899 189 745
EBT, EUR thousand 20 133 19 434 20 332 18 745 13 211
EBITDA, EUR thousand 43 220 41 457 40 928 38 906 34 076
Remuneration, EUR thousand
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
59
13. ALTERNATIVE PERFORMANCE MEASURES
With regard to the requirements of the European Securities and Markets Authority (ESMA) Guidelines on Alternative
Performance Measures, an overview of the Alternative Performance Measures (APM) used, their definition and calculation are
provided below and also on Apranga APB website at: https://aprangagroup.lt/en/investors/investor-relations/alternative-
performance-measures
Performance measure
Formula and components used for the
calculation
Interpretation
Net sales
A sum of stores income, online income, wholesales
and other income from contracts with customers
Revenue from contracts with customers
EBITDA
Profit before finance income and finance costs,
income tax, depreciation and amortization
EBITDA is used as a relevant measure for investors to be
able to understand profit generation before investments
in fixed assets. It also shows the ability to repay loans and
pay interests
Alternative calculation:
EBIT before depreciation and amortization.
EBITDA margin, %
EBITDA divided by net sales
Shows the profitability of the company and is used to
compare companies in the same business sector
EBIT
Profit before finance income and finance costs and
income tax
A business performance indicator that shows the
company's ability to make a profit, regardless of the
method of financing (then determines the optimal use of
debt vs. equity)
EBIT margin, %
EBIT divided by net sales
Shows the profitability of the company and is used to
compare companies in the same business sector
Net investment
Purchases of long-term assets Disposal of long-term
assets
In the activities of Apranga APB, part of the investment
into installation of the store is often disposed to the
owner of the premises. Therefore, to reflect the real
impact on cash flows and operating costs (depreciation),
it is appropriate to use the net investment measure
Net debt
Borrowings - Cash and cash equivalents
Shows the level of real debt to financial institutions
(Non-current and current borrowings, excluding IFRS
16 lease liabilities, less cash and cash equivalent)
Net debt to equity
Net debt / Equity (at the end of the reporting period)
Shows the level of financial debts compared to equity.
The ratio is used to evaluate a company's financial
leverage. The debt/equity ratio is also referred to as a risk
or gearing ratio. The higher the value of this ratio, the
lower the solvency of the company
Earnings per share (EPS)
Profit for the period / Number of shares
Earnings per share serve as an indicator of a company's
profitability. It shows the portion of a company's profit
allocated to each share of common stock
Price-to-Earnings ratio
(P/E)
Share price (at the end of the reporting period) /
Earnings per share (EPS)
The price-earnings ratio indicates the price investors pay

versatile and is suitable for comparing not only for
companies of the same sector but also very different
companies
Dividend payout ratio, %
Dividend / Profit for the period
Shows which the part of the company's profit is paid by
dividends
Return on equity (ROE)
Profit for the period / Equity (at the end of the
reporting period)
The ratio shows the percentage return the company
earns from equity. Higher ROE ratio is considered as
better
Return on assets (ROA)
Profit for the period / Assets (at the end of the
reporting period)
The ratio shows the percentage return the company
earns from assets. The higher the ratio, the more efficient
use of assets
Current ratio
Current Assets (at the end of the reporting period) /
Current Liabilities (at the end of the reporting period)
The current ratio is a liquidity ratio that measures a
company's ability to pay short-term and long-term
obligations
C O N S O L I D A T E D M A N A G E M E N T R E P O R T 3 . 1
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
60
14. PUBLICLY ANNOUNCED INFORMATION
The Company in 2025 publicly announced and broadcasted through Nasdaq Vilnius Globe Newswire and own webpage the
following information:
Date
Title
2025.01.03
Turnover of Apranga Group in December 2024 and total year 2024
2025.02.03
Turnover of Apranga Group in January 2025
2025.02.28
Apranga Group interim information for 12 months of 2024
2025.03.03
Turnover of Apranga Group in February 2025
2025.04.01
Turnover of Apranga Group in March 2025
2025.04.03

2025.04.03

April 30th, 2025
2025.04.29
Apranga Group interim report for 3 months 2025
2025.04.30
Resolutions of the Annual General Meeting of Apranga APB shareholders
2025.04.30
Apranga APB annual report 2024
2025.05.02
Turnover of Apranga Group in April 2025
2025.05.02
Procedure for the payment of Apranga APB dividends for the year 2024
2025.06.02
Turnover of Apranga Group in May 2025
2025.07.01
Notification on Apranga Group CFO change
2025.07.01
Turnover of Apranga Group in June 2025
2025.07.29
Apranga Group interim report for 6 months of 2025
2025.08.01
Turnover of Apranga Group in July 2025
2025.09.01
Turnover of Apranga Group in August 2025
2025.10.01
Turnover of Apranga Group in September 2025
2025.10.29
Apranga Group interim report for 9 months of 2025
2025.11.03
Turnover of Apranga Group in October 2025
2025.12.01
Turnover of Apranga Group in November 2025
2025.12.10
The turnover and expansion plans of Apranga Group in 2026
2025.12.29
Apranga Group investor's calendar for the year 2026
Contents of above mentioned announcements can be obtained on Nasdaq Vilnius Stock Exchange webpage
https://nasdaqbaltic.com/statistics/en/instrument/LT0000102337/news? and on  webpage
http://aprangagroup.lt/en/investors/news-and-material-events.
15. EVENTS AFTER THE REPORTING PERIOD
More information on events after the reporting period is presented in Note 28 to the Consolidated financial statements.
2025 G O V E R N A N C E R E P O R T
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
62
The public trade company APRANGA (hereinafter referred to as the  essentially follows the Corporate Governance
Code for the Companies Listed on the Nasdaq Vilnius stock exchange adopted and valid as on 31 December 2025. Corporate
Governance Code is publicly available at: https://nasdaqbaltic.com/market-regulation/nasdaq-vilnius-rules/
RISKS
In its activities the Group is exposed to various risks (regulatory, operational, investment, market, competition, economic cycle,
macroeconomic factors, etc.), but only some of which may significantly affect the Group's results.
The Group's activities are significantly influenced by overall economic situation (and especially by the economic cycles) in
countries where the Group operates. Considering risks related to  invasion to Ukraine, the restrictive measures
imposed had no significant impact on the  performance, no operations had been suspended and no significant
direct losses related to the restrictive measures had been incurred, however, the risk remains and will be monitored and
managed closely.
The competition-related risk. In its activities the Group is exposed to increasingly intense competition in the clothing market.
The Group, in order to manage this risk and to meet the customer service quality standard requirements, continuously carries
out chain expansion and modernization, improves its sales and marketing strategies, carries out market research, improves
customer service and implements a consistent business process optimization and cost reduction program. In its activities, the
Group consistently follows the principles of transparency and fair competition.
Weather conditions influences the Group's activity and results to some extent as well. The Group's operating results are
planned assuming that the weather conditions will be normal, i.e., usual for the Baltic region. Unfavorable weather conditions
may negatively affect the Group's turnover, at the same time, financial performance and inventories level.
The main features of the  internal control and risk management systems related to preparation of consolidated
financial statements.
The  consolidated financial statements are prepared in accordance with the IFRS Accounting Standards (IFRS) as
adopted by the European Union. Chief financial officer (CFO) of the Company and the Audit Committee supervises preparation
of the consolidated financial statements, systems of internal control and financial risk management and how the Company
follows legal acts that regulate preparation of consolidated financial statements. CFO of the Company is responsible for the
preparation supervision and the final revision of the consolidated financial statements. He constantly reviews IFRS Accounting
Standards in order to implement in time IFRS changes, analyses  and  significant transactions, ensures
collecting information from the  companies and timely and fair preparation of this information for the financial
statements. In order to ensure that the consolidated financial statements are prepared correctly and on time, the Group has
established appropriate rules and the procedures which regulates the principles, methods, and rules of accounting and
preparation and presentation of consolidated financial statements. More information on the principles of preparation of the
consolidated financial statements is presented in Note 2.4 to the Consolidated financial statements and in part 6 to the
Consolidated Management report.
The types of financial risks that Group faces and risk management are described in Note 3 to the Consolidated Financial
Statements. The latest information on the risks related to the Group is also provided in Note 2.2 and Note 26 to the
Consolidated Financial Statements.
CORPORATE GOVERNANCE
The management bodies of the Company specified in the Articles of Association are as follows: General Shareholders' Meeting,
a collegial management body Board, and a single-person management body Manager of the Company. There is no
Supervisory Council in the Company. The Law of the Republic of Lithuania on Companies provides that Lithuanian companies
at their discretion could have only one collegial governing body. The Board consists of six members who are elected for the
term of four years, represents the shareholders, and performs supervision and control functions.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
63
Competence of General  Meeting is the same as specified by the Law on Companies. The General Meeting shall
have the exclusive right to:
1) Amend the Articles of Association of the Company, except where otherwise stipulated by the Law on Companies;
2) Change the registered office of the Company;
3) Elect the members of the Board;
4) Remove the Board or its members;
5) Select and remove the firm of auditors to perform the audit of annual financial statements, set the conditions for auditor
remuneration;
5
1
) Select and remove an auditor, a firm of auditors or an independent sustainability assurance service provider to provide
sustainability assurance services;
6) Take a decision on the approval of the Remuneration policy;
7) Determine the class, number, nominal value and the minimum issue price of the shares issued by the Company;
8) Take a decision regarding conversion of shares of one class into shares of another class, approve share conversion
procedure;
9) Take a decision to change the number of shares of the same class issued by the Company and the nominal value of the
share, without changing the size of the authorized capital;
10) Take a decision to replace the  share certificates with shares;
11) Approve the set of annual financial statements;
12) Take a decision on profit/loss appropriation;
13) Take a decision on the formation, use, reduction and liquidation of reserves;
14) Approve a set of interim financial statements compiled in order to make a decision on the allocation of dividends for a
period shorter than the financial year;
15) Take a decision on the allocation of dividends for a period shorter than the financial year;
16) Take a decision to issue convertible debentures;
17) Take a decision to withdraw for all the shareholders the right of pre-emption in acquiring the shares or convertible
debentures of a specific issue of the Company;
18) Take a decision to increase the authorised capital;
19) Take a decision to reduce the authorised capital, except where otherwise stipulated by the Law on Companies;
20) Take a decision on approval of the Rules for granting shares to employees and/or members of bodies;
21) Take a decision for the Company to purchase own shares;
22) Take a decision on the reorganisation or division of the Company and approve the terms of reorganisation or division,
except where otherwise stipulated by the Law on Companies;
23) Take a decision to transform the Company;
24) Take a decision on the restructuring of the Company in cases provided for under the Law of the Republic of Lithuania on
the Insolvency of Legal Entities;
25) Take a decision to liquidate the Company, cancel the liquidation of the Company, except where otherwise provided by
the Law on Companies;
26) Elect and remove the liquidator of the Company, except where otherwise provided by the Law on Companies;
27) Take a decision on the audit of the  annual financial statements in cases other then those specified in the Law
of the Republic of Lithuania on the Audit of Financial Statements and Other Assurance Services or provided in the
 Articles of Association.
Competence of General  Meeting additionally includes adoption of the resolutions on the composition of the
Audit Committee of the Company, including the appointment and removal of individual members of the Audit Committee,
and approving the charter of the Audit Committee.
General Shareholders' Meeting has a right to amend the Articles of Association under the qualified majority of votes, which
may not be less than 2/3 of all votes the shareholders attending at the Meeting, except for the exceptions specified by Law on
Companies. For more information on the rights and restrictions granted to shareholders, see Note 7, Securities in
Management report.
The Board, consisting of six members, is elected by General Shareholders' Meeting for a 4 year term.  Board
members election and revocation procedure is the same as specified by Law on Companies. Since supervisory board is not
formed in the Company, the Board performs, among other things, the supervisory functions established by the Law on
Companies.  Board activity is conducted by chairman of the Board. The Board elects its chairman from among its
members. The Board continues in office for the period established in the Articles of Association or until a new Board is elected
and assumes the office but not longer than until the annual General Shareholders' Meeting during the final year of its term of
office.
Board of Company considers and approves:
1) The activity strategy of the Company;
2) The annual and interim report of the Company;
3) The management structure of the Company and the positions of the employees;
4) The positions to which employees are recruited by competition;
5) Regulations of branches and representative offices of the Company;
6) Description of the procedure for participation and voting in the general meeting of shareholders by means of electronic
communication;
7) Annual budget.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
64
The Board adopts the following resolutions:
1) Resolutions for the Company to become an incorporator or a member of other legal entities;
2) Resolutions to establish branches and representative offices of the Company;
3) Resolutions to invest, dispose of or lease the tangible long-term assets the book value whereof exceeds 1/20 of the share
capital of the Company (calculated individually for every type of transaction);
4) Resolutions to pledge or mortgage the tangible long-term assets the book value whereof exceeds 1/20 of the share capital
of the Company (calculated for the total amount of transactions);
5) Resolutions to offer surety or guarantee for the discharge of obligations of third persons the amount whereof exceeds
1/20 of the share capital of the Company;
6) Resolutions to acquire the tangible long-term assets the price whereof exceeds 1/20 of the share capital of the Company;
7) Resolutions regarding issuance of debenture of the Company (except issuance of convertible debenture);
8) Other resolutions within the competence of the Board as prescribed by the Law on Companies, Articles of Association or
the resolutions of the General Shareholders' Meeting.
The Board analyses and assesses the documents submitted by the Manager of the Company on:
1) The implementation of the activity strategy of the Company;
2) The organisation of the activities of the Company;
3) Financial standing of the Company;
4) The results of economic activities, income and cost estimates, the stocktaking data and other accounting data of changes
in the assets.
The Board elects and removes from office the Manager of the Company, fixes his/her remuneration and sets other terms of
the employment agreement, approves his/her job description, provides incentives and imposes penalties.
The Board establishes which information constitutes the  commercial (production) secrets and confidential
information.
The Board analyses and assesses the Company's draft set annual financial statement and draft of profit/loss allocation, the
draft resolution on the distribution of dividends for a period shorter than a financial year, and the interim financial statements
set prepared for the adoption thereof, and, upon approving these drafts, and together with the annual report of the Company
submits them to the General Shareholders' Meeting.
The Board is responsible for convening and arrangement of the General Shareholders' Meeting in due time.
The Board performs the supervisory functions set out in Article 34, Part 11 of the Law on Companies.
The Board analyzes and evaluates the draft of the Company's remuneration policy and submits it together with feedback and
proposals to the General Meeting of Shareholders.
Each member of the Board is entitled to initiate convening of the Board meeting. The Board may adopt resolutions and its
meeting shall be deemed to have taken place when the meeting is attended by 2/3 and more of the members of the Board.
The resolution of the Board is adopted if more votes for it are received than the votes against it. In the event of a tie, the
Chairman of the Board shall have the casting vote. The member of the Board is not entitled to vote when the meeting of the
Board discusses the issue related to his/her activities on the Board or the issue of his/her responsibility.
The Board also assumes the responsibilities set out in the Group sustainability statement and performs the functions set out
therein.
The Manager of the Company General Director - is a single-person management body of the Company. The Manager of the
Company acts at his/her own discretion in relation of the Company with other persons.
The Manager of the Company is elected and removed from office by the Board which also fixes his/her salary, approves his/her
job description, provides incentives and imposes penalties. The employment agreement is concluded with the Manager of
the Company and is signed on behalf of the Company by the Chairman of the Board or other person authorized by the Board.
In his/her activities the Manager of the Company complies with laws and other legal acts, Articles of Association, General
Shareholders' Meeting resolutions, Board resolutions, his/her job descriptions.
The Manager of the Company acts on behalf of the Company and is entitled to enter into the transactions at his/her own
discretion. The Manager of the Company may conclude the following transactions provided that there is a decision of the
Board to enter into these transactions: to invest, dispose of or lease the tangible long-term assets the book value whereof
exceeds 1/20 of the share capital of the Company (calculated individually for every type of transaction); to pledge or mortgage
the tangible long-term assets the book value whereof exceeds 1/20 of the share capital of the Company (calculated for the
total amount of transactions); to offer surety or guarantee for the discharge of obligations of third persons the amount whereof
exceeds 1/20 of the share capital of the Company; to acquire the tangible long-term assets the price whereof exceeds 1/20 of
the share capital of the Company as well as to conclude transactions with related parties as provided by Law on Companies.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
65
The Manager of the Company is responsible for:
1) The organization of the  activity and implementation of its objectives;
2) The drawing up of the set of annual financial statements and the drafting of the annual report of the Company;
3) Preparation of the draft description of the procedure for participation and voting in the general meeting of shareholders
by means of electronic communication;
4) The drawing up of a draft of procedure of the assessment and conditions for transactions with related parties that are
concluded under normal market conditions in the course of normal economic activity;
5) The drawing up of a draft remuneration policy;
6) The drawing up of a draft remuneration report;
7) Public announcement of the remuneration policy and remuneration report on the Company's website;
8) Concluding an agreement with the auditor, firm of auditors and/or independent sustainability assurance service provider;
9) Submission of information and documents to the shareholders, General Shareholders' Meeting and the Board in cases
prescribed by Law on Companies or at their request;
10) Submission of the documents and data of the Company to manager of the Register of Legal Entities;
11) Submission of documents to the Bank of Lithuania and Central Securities Depository;
12) Public announcement of information prescribed by Law on Companies in a source indicated in Articles of Association;
13) Submission of information to shareholders;
14) Preparation of the draft decision of the distribution of dividends for the period, shorter than a financial year, composition
of the set of the interim financial reports and the preparation of the interim report for the decision of the distribution of
dividends for the period, shorter than a financial year;
15) Notification to the shareholders and the Board about the most important events that have a significance for the
company's activities
16) Preparation of draft rules for granting shares;
17) The performance of other duties prescribed by laws as well as in the Articles of Association and the job descriptions of
the Manager of the Company.
The Manager of the Company organizes daily activities of the Company, hires and dismisses employees, concludes and
terminates employment contracts with them, provides incentives and imposes penalties.
The Manager also assumes the responsibilities set out in the Group sustainability statement and performs the functions set
out therein.
The Manager of the Company is responsible for preparation of the draft share subscription agreement and its data correctness.
The Manager of the Company issues authorizations and procuration within the scope of its competence. In the event of the

Company shall be entitled, by a unilateral decision, to authorize another employee of the Company to temporarily perform
the functions of the Manager of the Company.

,
the income and cost estimates, the stocktaking data and other accounting data of changes in the assets.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
66
MANAGEMENT OF THE COMPANY
BOARD OF THE COMPANY
On 28 April 2022 the Annual General Meeting of Company shareholders elected  members of the Board for new 4-
year term. 27
th
April 2026 is the end term for  Board.  Board consist of six members, two of them are
independent.
Darius Mockus
Chairman of the Board
Darius Mockus (born in 1965) - Chairman of the Board since 2 May 2002 (member of the Board since 23 March 1995). Education:
Vilnius University, Faculty of Economics, Industrial Planning. He has no Company shares. With related companies Minvista
UAB (Code of Enterprise: 110685692; Registered office: , Vilnius) and MG Investment UAB (Code of Enterprise:
123249022; Registered office: , Vilnius) he has 41 965 028 shares, representing 75.90% of the share capital and
votes.
Information on current management positions in other companies:
Company name
Company code
Registered office
Current position
125459336
, Vilnius, Lithuania
President - the main position
125313192
Lithuania
Chairman of the Board
123010339
, Vilnius, Lithuania
Chairman of the Board
Information on shareholdings in other companies above 5%:
MG  UAB - 100% of the share capital;
Minvista UAB 100% of the share capital.
Information about participation in other organizations:
President of Honour of the Lithuanian Tennis Union.
Ilona 
Member of the Board, Purchasing Director
Ilona  (born in 1963) - Apranga group Purchasing Director, Member of the Board of APB Apranga since 27 March
1998, in the Company since 1985. Education: Vilnius University, Faculty of Trade, specialization in Trade Economics. She has no
Company shares.
Information on positions in other companies:
Company name
Company code
Registered office
Current position
300021271

Chairman of the Board
300509648

Chairman of the Board
300551572

Chairman of the Board
301519684

Chairman of the Board
302627022

Chairman of the Board
304042131

Chairman of the Board
304757395

Chairman of the Board
304184173

Chairman of the Board
40003672631
Elizabetes iela 51, Riga, Latvia
Chairman of the Board
40003887840
Elizabetes iela 51, Riga, Latvia
Chairman of the Board
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
67
Company name
Company code
Registered office
Current position
40003887747
Elizabetes iela 51, Riga, Latvia
Chairman of the Board
50103201281
Elizabetes iela 51 - 1A, Riga, Latvia
Chairman of the Board
40103486301
Elizabetes iela 51 - 1A, Riga, Latvia
Chairman of the Board
40203202205
Elizabetes iela 51 - 1A, Riga, Latvia
Chairman of the Board
50203162031
Elizabetes iela 51 - 1A, Riga, Latvia
Chairman of the Board
40103972857
Elizabetes iela 51 - 1A, Riga, Latvia
Chairman of the Board
11026132
Rotermanni mnt 18/1, Tallinn, Estonia
Chairman of the Board
11419148
Rotermanni mnt 18/1, Tallinn, Estonia
Chairman of the Board
11530250
Rotermanni mnt 18/1, Tallinn, Estonia
Chairman of the Board
11530037
Rotermanni mnt 18/1, Tallinn, Estonia
Chairman of the Board
12617929
Rotermanni mnt 18/1, Tallinn, Estonia
Chairman of the Board
14075697
Rotermanni mnt 18/1, Tallinn, Estonia
Chairman of the Board
14004869
Rotermanni mnt 18/1, Tallinn, Estonia
Chairman of the Board
*UAB Apranga Ecom LT was liquidated on 17 December 2025.
Has no shareholdings in other companies above 5%.
Vidas Lazickas
Member of the Board
Vidas Lazickas (born in 1965) - Member of the Board of APB Apranga since 29 April 2011. Education: Vilnius University, Faculty
of Economics, specialization in Production Management and Organization. He has 265 138 shares of the Company,
representing 0.48% of the share capital and votes.
Information on current management positions in other companies:
Company name
Company code
Registered office
Current position
125459336

Economics and Finance
Director - the main
position
123249022

General Director
303140423

Director
123248988

Director
211616910

General Director
110685692

Director
125313192

Investment Manager
121702328

Chairman of the Board
123026090

Chairman of the Board
124424581
- 31, Vilnius, Lithuania
Chairman of the Board
304065315
- 31, Vilnius, Lithuania
Chairman of the Board
304065322
- 31, Vilnius, Lithuania
Chairman of the Board
125313192

Member of the Board
11021347
Kalmari tee 10, Rae vald, Harjumaa,
Estonia
Member of the Board
40003787568
Medus iela 7, Ryga, Latvia
Member of the Board
140330387
22 Annopol Street, 03-236 , Warsaw,
Poland
Member of the Board
132082782

Member of the Board
123010339

Member of the Board
Has no shareholdings in other companies above 5%.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
68
 
Member of the Board, Development Director
  (born in 1968) - APB Apranga group Development Director, Member of the Board of APB Apranga
since 30 April 2010, in the Company since 2002. Education: Vilnius University of Technology, Faculty of Mechanics,
specialization in Machine Building. He has 5 000 shares of the Company, representing 0.01% of the share capital and votes.
Information on positions in other companies:
Company name
Company code
Registered office
Current position
300021271

Member of the Board
40003610082
Elizabetes iela 51, Riga, Latvia
Chairman of the Board
40003672631
Elizabetes iela 51, Riga, Latvia
Member of the Board
40003887840
Elizabetes iela 51, Riga, Latvia
Member of the Board
40003887747
Elizabetes iela 51, Riga, Latvia
Member of the Board
50103201281
Elizabetes iela 51 - 1A, Riga, Latvia
Member of the Board
40103486301
Elizabetes iela 51 - 1A, Riga, Latvia
Member of the Board
40203202205
Elizabetes iela 51 - 1A, Riga, Latvia
Member of the Board
50203162031
Elizabetes iela 51 - 1A, Riga, Latvia
Member of the Board
40103972857
Elizabetes iela 51 - 1A, Riga, Latvia
Member of the Board
11274427
Rotermanni mnt 18/1, Tallinn, Estonia
Chairman of the Board
11026132
Rotermanni mnt 18/1, Tallinn, Estonia
Member of the Board
11419148
Rotermanni mnt 18/1, Tallinn, Estonia
Member of the Board
11530250
Rotermanni mnt 18/1, Tallinn, Estonia
Member of the Board
11530037
Rotermanni mnt 18/1, Tallinn, Estonia
Member of the Board
12617929
Rotermanni mnt 18/1, Tallinn, Estonia
Member of the Board
14075697
Rotermanni mnt 18/1, Tallinn, Estonia
Member of the Board
14004869
Rotermanni mnt 18/1, Tallinn, Estonia
Member of the Board
Has no shareholdings in other companies above 5%.
Jonas 
Member of the Board, independent
Jonas  (born in 1982) Member of Board of APB Apranga since 29
th
April 2021. Education: Stocholm School of Economics
in Riga (2000-2003) Bachelor of Economics and Business Administration and London School of Economics and Political
Science (2005-2006) Master of Philosophy and Political Science. He has no Company shares.
Information on positions in other companies:
Company name
Company code
Registered office
Current position
305710509
Titnago g. 13A, Vilnius, Lithuania
Member of the Board
304472649
S. Konarskio g. 2-29, Vilnius, Lithuania
Director
305646914
S. Konarskio g. 2-29, Vilnius, Lithuania
Director
305704335

Director
305723296

Member of the Board
Has no shareholdings in other companies above 5%.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
69
Gintaras 
Member of the Board, independent
Gintaras  (born in 1970) - Member of Board of APB Apranga since 29th April 2021. Education: Vilnius University,
Finance faculty (1998-2003), Master of Economics and Vilnius University, Law faculty (2010-2013), Master of Law. He has no
Company shares.
Information on positions in other companies:
Company name
Company code
Registered office
Current position
302720373
-34, Vilnius, Lithuania
Direktorius
301678932
Gedimino pr. 54B-1, Vilnius, Lithuania
Associate Partner
Has no shareholdings in other companies above 5%.
MANAGEMENT OF THE COMPANY AND THE GROUP
The key management members of the Company and the Group as of 31 December 2025:
Name, Surname
Position
Number of
shares owned*
Part in the
share capital
Start at
company
Rimantas Perveneckas
General Director
800 770
1,45%
1983

Purchasing Director
-
-
1985

Development Director
5 000
0,01%
2002
Mykolas Navickas
Chief Financial Officer
-
-
2025

Inditex chain Director
-
-
1989

Sales and Marketing Director
1 863
0,003%
2000

Personnel Director
360
0,001%
2002
* with related parties
Information about General director of the Company and the Group:
Rimantas Perveneckas
General Director
Rimantas Perveneckas (born in 1960) - General Director of APB Apranga, Member of the Board of APB Apranga since 23
February 1993 until 29 April 2021, in the Company since 1983. Education: Vilnius University, Faculty of Trade, specialization in
Trade Economics. He has 800 770 shares of the Company, representing 1.45% of the share capital and votes. Has no positions
in other companies. Has no shareholdings in other companies above 5%.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
70
Information about CFO of the Company and the Group:
Mykolas Navickas
Finance and Economics Director
Mykolas Navickas (born in 1992) - Finance and Economics Director of APB Apranga, in the Company since 2025. Education:
ISM University of Management and Economics, Bachelor of Economics and Vilnius University Master of Finance.
Mykolas did not hold any positions in other companies or organizations during the reporting period.
Has no shareholdings in other companies above 5%.
AUDIT COMMITTEE
The Audit Committee consists of 3 members, 2 of them are independent. The Audit Committee is elected for a 4-year term.
Committee members are appointed and dismissed by the Company's general meeting of shareholders at the proposal of the
Management Board.
The main functions of the Audit Committee are:
- To inform the General Manager of the Company of the outcome of the statutory audit and assurance of sustainability
reporting and to explain the contribution of such audit to the credibility of the financial statements, as well as the role of
the Audit Committee therein;
- To monitor the financial and sustainability reporting processes and provide recommendations or proposals for ensuring
the reliability of the processes;
- To monitor the effectiveness of the  internal quality control and risk management systems, having impact on
the financial and/or sustainability reporting of the Company;
- To monitor the statutory audit of the annual and consolidated financial statements and the assurance of annual and
consolidated sustainability reporting;
- To review and monitor the independence of the statutory auditors, the audit firms or the independent assurance service
providers;
- To be responsible for the procedure for the selection of statutory auditor(s) or audit firm(s);
- To provide opinions on transactions concluded by the Company with related parties.
The General Shareholders Meeting hold on 27 April 2017 approved the Charter of the Audit Committee.
The General Shareholders Meeting hold on 30 April 2025 resolved to re-elect Rita  (the independent member of
the Committee, Chair of the committee) and Justina  (the independent member of the Committee) for a new four-
year term and to elect Julita  (an employee of the Company), as a new member of the Audit Committee.
In 2025, four meetings of the Audit Committee were held. During these meetings, the committee discussed matters related
to the external auditors' observations on the 2024 financial statements, the planned scope of the 2025 audit, the audit fees for
2025 and the timeline, as well as additional responsibilities of the Audit Committee related to the preparation and assurance
of sustainability reporting, the  double materiality assessment and sustainability report and other relevant topics.
Information on major share packages controlled either directly or indirectly
Details of the shares are provided in Note 14 to the Consolidated financial statements, Investments In Subsidiaries.
Information on transactions with related parties
No transactions with related parties as provided for in art. 37(2) of the Law on Companies of the Republic of Lithuania were
concluded in 2025.
Information on shareholders having special control rights
All shares of the Company are of one class ordinary registered shares granting their owners (shareholders) equal rights. Details
of the shares are provided in Note 7 to the Consolidated financial statements, Securities .
Information of amendments to the  Articles of Association
In 2025, the Company's Articles of Association were not amended.
Information on all agreements between shareholders
The Company does not have any information on agreements between shareholders.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
71
Information on the varied policy applicable to the election of the  chief manager, the members of governing
and supervisory boards
The Company does not have the variety policy applicable to the election of the chief manager and the members of governing
and supervisory bodies. During the procedure of selection of candidates to the  board of directors, governing and
supervisory boards, the candidates shall be subject to requirements that do not discriminate a candidate on grounds of age,
sex,education, or professional experience. During the selection of a candidate, the Company does not set any restrictions for
nomination of a candidature on grounds of sex or age. Considering the specificity of the  business activity unbiased
requirements, which are only related to the functions and competences of the members of a governing boards and the
professional experience and education proportionate to these functions and competences are set.
Disclosure of Compliance with the Corporate Governance Code for the Companies Listed
son NASDAQ Vilnius
The public trade company APRANGA (hereinafter referred to as the  acting in compliance with Article 12(3) of the
Law of the Republic of Lithuania on Securities and paragraph 24.5 of the Listing Rules of AB NASDAQ OMX Vilnius, hereby
discloses how it complies with the Corporate Governance Code for the Companies listed on Nasdaq Vilnius as well as its
specific provisions or recommendations. In case of non-compliance with this Code or some of its provisions or
recommendations, the specific provisions or recommendations that are not complied with must be indicated and the reasons
for such non-compliance must be specified. In addition, other explanatory information indicated in this form must be
provided.
Summary of the Corporate Governance Report:
Apranga APB is the parent company of the Group, registered in the Republic of Lithuania. At the end of 2025, it managed 24
daughter companies established in the three Baltic States. The  core business is the retail sale of clothing. Of the 25
companies that make up the Group, 22 represent specific brands (Zara, Bershka, Pull&Bear, Stradivarius, Massimo Dutti, Zara
Home and Oysho) on the basis of franchise agreements concluded with Inditex, a leader in the global apparel retail market.
Three companies (APB Apranga, SIA Apranga and  Apranga) represent brands other than Inditex (single-brand stores) as
well as their own retail chains (multi-brand stores): Apranga, Apranga Galerija, City, Mados Linija, etc.
Corporate governance activities are concentrated in the  parent company, APB Apranga, which coordinates finances,
legal, strategic planning and control, human resources and training, business management and development, information
technology, ordering and pricing, marketing and advertising, and other general areas within the  companies. The
Group uses a centralized management model, and practically all management functions are concentrated at the 
headquarters in Vilnius.
The  main company, APB Apranga, has been listed on the Nasdaq Vilnius Stock Exchange since 1997. The company
has been on the Baltic Main List since 2005. The share capital of APB Apranga is EUR 16,034,668.40 and it is divided into
55,291,960 ordinary registered shares (ISIN code LT0000102337) with a nominal value of EUR 0.29 each, where each share
grants to its owner 1 vote (in total 55,291,960 voting shares), all shares are paid in full and give the owners equal rights.
On 31 December 2025, APB Apranga had 7 402 shareholders. The main parent company is MG , UAB. The main person
controlling the Group is Mr. D. J. Mockus, who, together with related companies, holds 41 965 028 APB Apranga shares,
accounting for 75.90% of the authorized capital and total votes.
According to the  articles of association, the bodies of the Company are the general meeting of shareholders, the
collegial management body the management board, and the sole management body the manager of the Company. A
supervisory board is not formed at the Company. Six members are elected to the management board by the general meeting
of shareholders for a maximum period of four years. The  management board is made up of board chair D.J. Mockus
and board members Ilona  Vidas Lazickas, Gintaras  (independent), Jonas  (independent) and
  The management board elects and removes the manager of the Company the general director.
The Company has an audit committee consisting of three members, two of whom are independent. The audit committee is
elected for a period of four years. The members of the committee are appointed and removed by the  general
meeting of shareholders on the recommendation of the  management board. On 30 April 2025, the authority of
the audit committee and the composition of the audit committee consisting of three (3) members were approved by the
decision of the general meeting of shareholders. Members of the audit committee: Rita  (the independent
member of the Committee, Chair of the committee) and Justina  (the independent member of the Committee), Julita
 (an employee of the Company).
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
72
Structured table for disclosure:
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
Principle 1: General meeting of shareholders, equitable treatment of shareholders, and  rights
The corporate governance framework should ensure the equitable treatment of all shareholders. The corporate governance
framework should protect the rights of shareholders.
1.1. All shareholders should be provided with
access to the information and/or documents
established in the legal acts on equal terms. All
shareholders should be furnished with equal
opportunity to participate in the decision-making
process where significant corporate matters are
discussed.
Yes
The Company adheres to the Information Disclosure
Guidelines and provides important information to investors
in a timely, accurate, clear and comprehensive manner on
its website https://aprangagroup.lt/lt/investuotojams, in the
Nasdaq Vilnius Information Disclosure System, in the
Central Storage Facility, and in presentations to investors by
the manager and senior management of the Company,
thus providing equal access to it to all of the 
shareholders.
The Company complies with the requirements provided in
the Law on Companies concerning the right of shareholders
to information and the provision thereof.
The Company adheres to the decision-making procedures
prescribed to the competence of the general meeting of
shareholders by the Law on Companies as well as the
 articles of association, and gives shareholders
equal opportunities to vote on the adoption of relevant
decisions at general meetings of shareholders (it is
permitted to vote by completing a ballot, represent a
shareholder by proxy, etc.; information about upcoming
general meetings of shareholders and related material is
also published in English).
1.2. It is recommended that the 
capital should consist only of the shares that grant
the same rights to voting, ownership, dividend
and other rights to all of their holders.
Yes
The  capital only consists of ordinary registered
intangible shares, which grant each shareholder equal
voting, ownership, dividend and other rights, depending on
the number of shares held.
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
The Company provides information concerning the rights
attached to newly or previously issued shares in preliminary
prospectuses, in its annual and interim reports, and on its
website.
1.4. Exclusive transactions that are particularly
important to the company, such as transfer of all
or almost all assets of the company which in
principle would mean the transfer of the
company, should be subject to approval of the
general meeting of shareholders.
No
Decisions on the transfer, lease, investment, pledge or
mortgage of fixed assets with a book value of more than 1/20
of the authorized capital in accordance with the 
articles of association, which were approved by decision the
general meeting of shareholders, are taken by the
 management board. The competence of the
general meeting of shareholders provided for in the
 articles of association does not differ from its
competence as provided for in the Law on Companies. In
any event, under the Law on Companies, approval of the
general meeting of shareholders does not relieve the
management board of responsibility for decisions made.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
73
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
1.5. Procedures for convening and conducting
a general meeting of shareholders should provide
shareholders with equal opportunities to
participate in the general meeting of
shareholders and should not prejudice the rights
and interests of shareholders. The chosen venue,
date and time of the general meeting of
shareholders should not prevent active
participation of shareholders at the general
meeting. In the notice of the general meeting of
shareholders being convened, the company
should specify the last day on which the proposed
draft decisions should be submitted at the latest.
Yes
Shareholders are informed about upcoming general
meetings of shareholders in accordance with the
requirements of legislation and the  articles of
association adhering to the notification deadlines and
methods and means of announcement. The opportunity to
participate in the meeting is supplemented by the option of
voting by ballot or authorizing another person to represent
the shareholder. All shareholders are also notified about
upcoming general meetings of shareholders in advance on
the Investor Calendar. The general meeting of shareholders
is always held at the  headquarters. In the notice
of the general meeting of shareholders being convened, the
Company does not restrict the right of shareholders to
submit new draft decisions either before or during the
meeting, and this is clearly stated in the notice of the
general meeting of shareholders being convened in both
Lithuanian and English.
1.6. With a view to ensure the right of
shareholders living abroad to access the
information, it is recommended, where possible,
that documents prepared for the general
meeting of shareholders in advance should be
announced publicly not only in Lithuanian
language but also in English and/or other foreign
languages in advance. It is recommended that
the minutes of the general meeting of
shareholders after the signing thereof and/or
adopted decisions should be made available
publicly not only in Lithuanian language but also
in English and/or other foreign languages. It is
recommended that this information should be
placed on the website of the company. Such
documents may be published to the extent that
their public disclosure is not detrimental to the
company or the  commercial secrets
are not revealed.
Yes
The notice of the general meeting of shareholders being
convened, draft decisions, the general voting ballot, and
other related documents (for example, when amending the
articles of association the articles of association and the
proposed amendments) are published/presented not only
in Lithuanian, but in English as well (thus far, there has not
been a need to prepare documents in other foreign
languages). Decisions taken during the meeting are also
published on the  website in English.
1.7. Shareholders who are entitled to vote
should be furnished with the opportunity to vote
at the general meeting of shareholders both in
person and in absentia. Shareholders should not
be prevented from voting in writing in advance by
completing the general voting ballot.
Yes
Shareholders are furnished with these opportunities
information is provided about them in advance in the notice
of the general meeting of shareholders being convened.
The completed general voting ballot can be submitted to
the Company in various ways convenient for shareholders.
The general voting ballot can also be completed in English.
1.8. With a view to increasing the
 opportunities to participate
effectively at general meetings of shareholders, it
is recommended that companies should apply
modern technologies on a wider scale and thus
provide shareholders with the conditions to
participate and vote in general meetings of
shareholders via electronic means of
communication. In such cases the security of
transmitted information must be ensured and it
must be possible to identify the participating and
voting person.
No
Shareholders are not yet provided with these conditions
because the security of transmitted information and
identification of the participating and voting person must
first be ensured by necessary and proportionate means. The
Company has not yet introduced such electronic means of
communication. We believe that these opportunities to
vote at the meeting:
- voting in person at the meeting;
- voting by proxy;
- voting upon concluding a voting trust agreement;
voting in advance by completing the general voting
ballot (in English as well), including its transmission to the
Company via electronic means of communication;
are versatile and sufficient, and that  rights to
participate and vote at the meeting are properly
implemented.
1.9. It is recommended that the notice on the
draft decisions of the general meeting of
shareholders being convened should specify new
Yes
If these issues are on the agenda of the general meeting of
shareholders, new candidatures of members of the collegial
body, information about his/her educational background,
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
74
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
candidatures of members of the collegial body,
their proposed remuneration and the proposed
audit company if these issues are included into
the agenda of the general meeting of
shareholders. Where it is proposed to elect a new
member of the collegial body, it is recommended
that the information about his/her educational
background, work experience and other
managerial positions held (or proposed) should
be provided.
work experience and other managerial positions held and
the proposed audit company are specified in the draft
decisions of the general meeting of shareholders.
Remuneration of collegial body members is determined by
the Remuneration Policy approved by the general meeting
of shareholders.
All candidates for members of the  collegial body
also inform the general meeting of shareholders what
position they hold and where, and how their other activities
are related to the Company and other legal entities related
to the Company, as defined in Article 19(9) of the Law on
Companies.
All information about elected management board
members is provided on the Company`s website.
1.10. Members of the  collegial
management body, heads of the administration
1
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. 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
Members of the  collegial body, heads of the
administration, or other competent persons related to the
Company who can provide information related to the
agenda of the general meeting of shareholders usually take
part in the general meeting of shareholders.
Proposed candidates for members of the collegial body
usually also participate in the general meeting of
shareholders.
Principle 2: Supervisory board
2.1. Functions and liability of the supervisory board
The supervisory board of the company should ensure representation of the interests of the company and its shareholders,
accountability of this body to the shareholders and objective monitoring of the  operations and its management
bodies as well as constantly provide recommendations to the management bodies of the company.
The supervisory board should ensure the integrity and transparency of the  financial accounting and control system.
2.1.1. Members of the supervisory board should
act in good faith, with care and responsibility for
the benefit and in the interests of the company
and its shareholders and represent their interests,
having regard to the interests of employees and
public welfare.
Not applicable
A supervisory board is not formed at the Company.
2.1.2. Where decisions of the supervisory board
may have a different effect on the interests of the
 shareholders, the supervisory board
should treat all shareholders impartially and fairly.
It should ensure that shareholders are properly
informed about the  strategy, risk
management and control, and resolution of
conflicts of interest.
Not applicable
2.1.3. The supervisory board should be impartial
in passing decisions that are significant for the
 operations and strategy. Members of
the supervisory board should act and pass
decisions without an external influence from the
persons who elected them.
Not applicable
2.1.4. Members of the supervisory board should
clearly voice their objections in case they believe
that a decision of the supervisory board is against
Not applicable
1
For the purposes of this Code, heads of the administration are the employees of the company who hold top level management positions.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
75
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
the interests of the company. Independent
2
members of the supervisory board should: a)
maintain independence of their analysis and
decision-making; b) not seek or accept any
unjustified privileges that might compromise
their independence.
2.1.5. The supervisory board should oversee that
the  tax planning strategies are
designed and implemented in accordance with
the legal acts in order to avoid faulty practice that
is not related to the long-term interests of the
company and its shareholders, which may give
rise to reputational, legal or other risks.
Not applicable
2.1.6. The company should ensure that the
supervisory board is provided with sufficient
resources (including financial ones) to discharge
their duties, including the right to obtain all the
necessary information or to seek independent
professional advice from external legal,
accounting or other experts on matters
pertaining to the competence of the supervisory
board and its committees.
Not applicable
2.2. Formation of the supervisory board
The procedure of the formation of the supervisory board should ensure proper resolution of conflicts of interest and effective
and fair corporate governance.
2.2.1. The members of the supervisory board
elected by the general meeting of shareholders
should collectively ensure the diversity of
qualifications, professional experience and
competences and seek for gender equality. With
a view to maintain a proper balance between the
qualifications of the members of the supervisory
board, it should be ensured that members of the
supervisory board, as a whole, should have diverse
knowledge, opinions and experience to duly
perform their tasks.
Not applicable
2.2.2. Members of the supervisory board should
be appointed for a specific term, subject to
individual re-election for a new term in office in
order to ensure necessary development of
professional experience.
Not applicable
2.2.3. Chair of the supervisory board should be a
person whose current or past positions
constituted no obstacle to carry out impartial
activities. A former manager or management
board member of the company should not be
immediately appointed as chair of the supervisory
board either. Where the company decides to
depart from these recommendations, it should
provide information on the measures taken to
ensure impartiality of the supervision.
Not applicable
2.2.4. Each member should devote sufficient
time and attention to perform his duties as a
member of the supervisory board. Each member
of the supervisory board should undertake to limit
his other professional obligations (particularly the
managing positions in other companies) so that
they would not interfere with the proper
performance of the duties of a member of the
Not applicable
2
For the purposes of this Code, the criteria of independence of members of the supervisory board 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.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
76
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
supervisory board. Should a member of the
supervisory board attend less than a half of the
meetings of the supervisory board throughout
the financial year of the company, the
shareholders of the company should be notified
thereof.
2.2.5. When it is proposed to appoint a member
of the supervisory board, it should be announced
which members of the supervisory board are
deemed to be independent. The supervisory
board 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
2.2.6. The amount of remuneration to members
of the supervisory board for their activity and
participation in meetings of the supervisory board
should be approved by the general meeting of
shareholders.
Not applicable
2.2.7. Every year the supervisory board should
carry out an assessment of its activities. It should
include evaluation of the structure of the
supervisory board, its work organization and
ability to act as a group, evaluation of the
competence and work efficiency of each member
of the supervisory board, and evaluation whether
the supervisory board has achieved its objectives.
The supervisory board should, at least once a year,
make public respective information about its
internal structure and working procedures.
Not applicable
Principle 3: Management Board
3.1. Functions and liability of the management board
The management board should ensure the implementation of the  strategy and good corporate governance with
due regard to the interests of its shareholders, employees and other interest groups.
3.1.1. The management board should ensure
the implementation of the  strategy
approved by the supervisory board if the latter has
been formed at the company. In such cases where
the supervisory board is not formed, the
management board is also responsible for the
approval of the  strategy.
Yes/No
The Company does not prepare or approve a separate
Company strategy. The Company prepares, approves and
publishes the  one-year operational plans.
 objectives are disclosed in the 
management reports and notifications of material events,
which are published in the same sources as provided in the
answer to 1.1.
3.1.2. As a collegial management body of the
company, the management board performs the
functions assigned to it by the Law and in the
articles of association of the company, and in such
cases where the supervisory board is not formed
in the company, it performs inter alia the
supervisory functions established in the Law. By
performing the functions assigned to it, the
management board should take into account the
needs of the  shareholders, employees
and other interest groups by respectively striving
to achieve sustainable business development.
Yes
As a collegial management body of the Company, the
management board performs the functions assigned to it
by the Law and in the articles of association of the Company.
Since supervisory board is not formed in the Company, the
board performs, among other things, the supervisory
functions established by the Law on Companies.
In performing the functions assigned to it, the
management board takes into account the needs of the
Company, shareholders, employees and other interest
groups; the objective of the management board is
essentially to achieve sustainable business development. At
the end of the year, the  management board
approves next  budget, considering not only
expansion and planned investments, but also potential staff
salary increases, allocation of investments for employee
training and development, health insurance,
implementation of IT systems and security, etc.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
77
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
3.1.3. The management board should ensure
compliance with the laws and the internal policy
of the company applicable to the company or a
group of companies to which this company
belongs. It should also establish the respective risk
management and control measures aimed at
ensuring regular and direct liability of managers.
Yes/No
Compliance with the provisions of laws and the 
internal policies is ensured by the management board, as
well as by the person or persons delegated by the
management board, and department heads and/or jurists,
within the scope of activities of the laws/policies. The board
does not establish separate risk management and control
measures that ensure regular and direct accountability of
managers.
3.1.4. Moreover, the management board should
ensure that the measures included into the OECD
Good Practice Guidance
3
on Internal Controls,
Ethics and Compliance are applied at the
company in order to ensure adherence to the
applicable laws, rules and standards.
Yes
Some of the measures are applied. In 2019, the
management board approved and published the Code of
Ethics and Conduct, which contains, in addition to the
OECD Good Practice Guidance, other rules and principles
relevant to the  operations. At the very beginning
of 2024, Rules on Implementation of the Corruption
Prevention Policy were approved in the Company`s group,
which, among other things, include the obligation to
declare private interests in the group companies, appoints
a person responsible for corruption prevention in the group,
and training were organized on corruption prevention for
the employees of the Company's group.
3.1.5. When appointing the manager of the
company, the management board should take
into account the appropriate balance between
the  qualifications, experience and
competence.
Yes
When appointing the manager of the Company, the
management board takes into account the appropriate
balance between the  qualifications, experience
and competence.
3.2. Formation of the management board
3.2.1. The members of the management board
elected by the supervisory board or, if the
supervisory board is not formed, by the general
meeting of shareholders should collectively
ensure the required diversity of qualifications,
professional experience and competences and
seek for gender equality. With a view to maintain
a proper balance in terms of the current
qualifications possessed by the members of the
management board, it should be ensured that the
members of the management board would have,
as a whole, diverse knowledge, opinions and
experience to duly perform their tasks.
Yes/No (due to
gender
equality)
The management board is made up of persons of different
professional experience and competences. The
management board is composed of experts in corporate
governance, economics and finance, taxes, procurement,
expansion and development who possess the diverse
knowledge, opinions and experience necessary for the
proper and effective functioning of the management board
and the interests of the Company. All members of the
management board are closely acquainted with the
activities of the Company, and two out of six members of the
management board are employees of the Company heads
of administration. Even though only one of the six members
of the management board is a woman, there are no
requirements for the composition of the management
board that may discriminate on the basis of sex in any way.
3.2.2. Names and surnames of the candidates to
become members of the management board,
information on their educational background,
qualifications, professional experience, current
positions, other important professional
obligations and potential conflicts of interest
should be disclosed without violating the
requirements of the legal acts regulating the
handling of personal data at the meeting of the
supervisory board in which the management
board or individual members of the management
board are elected. In the event that the
supervisory board is not formed, the information
specified in this paragraph should be submitted
to the general meeting of shareholders. The
management board should, on yearly basis,
collect data provided in this paragraph on its
Yes
The names and surnames of the candidates to become
members of the management board, information on their
educational background, qualifications, professional
experience, current positions, other important professional
obligations and potential conflicts of interest are disclosed
to the general meeting of shareholders in accordance with
the requirements of the legislation regulating the
processing of personal data and the internal legislation
approved by the Company establishing the principles of
data protection and processing, in all cases with the prior
informed consent of the individual. The aforementioned
data are presented in the Company's annual report.
3
Link to the OECD Good Practice Guidance on Internal Controls, Ethics and Compliance: https://www.oecd.org/daf/anti-bribery/44884389.pdf
G O V E R N A N C E R E P O R T 3 . 2
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FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
78
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
members and disclose it in the  annual
report.
3.2.3. All new members of the management
board should be familiarized with their duties and
the structure and operations of the company.
Yes
New members of the management board are familiarized
with their duties, the structure and operations of the
Company, and other information relevant to the activities of
a management board member.
3.2.4. Members of the management board
should be appointed for a specific term, subject to
individual re-election for a new term in office in
order to ensure necessary development of
professional experience and sufficiently frequent
reconfirmation of their status.
Yes
The members of the management board are appointed for
a four-year term or, when electing individual members
until the end of the term of office of the current
management board. Members of the management board
who have responsibly carried out their duties, devoted time
to the work of the management board, and participated in
meetings, and who would like to continue to play an active
role in the activities of the management board, always have
the opportunity to be nominated and re-elected.
3.2.5. Chair of the management board should be
a person whose current or past positions
constitute no obstacle to carry out impartial
activity. Where the supervisory board is not
formed, the former manager of the company
should not be immediately appointed as chair of
the management board. When a company
decides to depart from these recommendations,
it should furnish information on the measures it
has taken to ensure the impartiality of
supervision.
Yes
The chair of the management board is a person who has
never been the manager of the Company. The chair of the
 management board is not an employee of the
Company and is a shareholder representative. It is the
 belief that these facts are sufficient to state that
the chair of the management board is capable of acting
impartially and taking decisions which represent and
protect the rights of shareholders.
3.2.6. Each member should devote sufficient
time and attention to the performance of duties
as a member of the management board. If a
member of the management board has attended
less than half of the meetings of the management
board over the course of the Company financial
year, the  supervisory board or, if a
supervisory board is not formed at the Company,
the general meeting of shareholders should be
informed.
Yes
The Company believes that each member devotes sufficient
time and attention to their duties as member of the
management board, actively participates in the meetings of
the management board, and devotes time to prepare for
them. Thus far, there have been no members who have
attended less than half of the meetings of the management
board over the course of the  financial year, but
such information could be submitted to the general
meeting of shareholders.
3.2.7. In the event that the management board
is elected in the cases established by the Law
where the supervisory board is not formed at the
company, and some of its members will be
independent
4
, it should be announced which
members of the management board are deemed
as independent. The management board may
decide that, despite the fact that a particular
member meets all the criteria of independence
established by the Law, he/she cannot be
considered independent due to special personal
or company-related circumstances.
Yes
In cases when management board is elected, it is
announced, which members of the management board are
deemed as independent.
3.2.8. The general meeting of shareholders of
the company should approve the amount of
remuneration to the members of the
management board for their activity and
participation in the meetings of the management
board.
Yes
Remuneration Policy, which indicates the amount of
remuneration to the members of the board (at the moment
to the independent ones only), is approved by the general
meeting of shareholders of the company.
3.2.9. The members of the management board
should act in good faith, with care and
responsibility for the benefit and the interests of
the company and its shareholders with due
regard to other stakeholders. When adopting
decisions, they should not act in their personal
interest; they should be subject to no-compete
agreements and they should not use the business
information or opportunities related to the
Yes
The Company believes that the members of the
management board act in good faith, with care and
responsibility for the benefit and the interests of the
Company and its shareholders with due regard to other
stakeholders, and that they do not act in their personal
interest when adopting decisions.
The Company is of the opinion that the duties of
confidentiality that the members of the management
board are subject to by law are sufficient to ensure their
loyalty and trustworthiness, so non-compete agreements
4
For the purposes of this Code, the criteria of independence of the members of the board are interpreted as the criteria of unrelated persons
defined in Article 33(7) of the Law on Companies of the Republic of Lithuania.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
79
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
 operations in violation of the
 interests.
are not concluded with the members of the management
board and their activities are not additionally restricted by
such agreements.
Members of the management board are introduced to the
list of confidential information and trade secrets approved
by the management board.
The members of the  management board are
prohibited by law from using the business information or
opportunities related to the  operations in
violation of the C interests and by the Rules on
Implementation of the Corruption Prevention Policy of the
Company`s group.
3.2.10. Every year the management board should
carry out an assessment of its activities. It should
include evaluation of the structure of the
management board, its work organization and
ability to act as a group, evaluation of the
competence and work efficiency of each member
of the management board, and evaluation
whether the management board has achieved its
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.
No
The management board does not carry out an annual
assessment of its activities.
Principle 4: Rules of procedure of the supervisory board and the management board of the company
The rules of procedure of the supervisory board, if it is formed at the company, and of the management board should ensure
efficient operation and decision-making of these bodies and promote active cooperation between the  management
bodies.
4.1. The management board and the supervisory
board, if the latter is formed at the company,
should act in close cooperation in order to attain
benefit for the company and its shareholders.
Good corporate governance requires an open
discussion between the management board and
the supervisory board. The management board
should regularly and, where necessary,
immediately inform the supervisory board about
any matters significant for the company that are
related to planning, business development, risk
management and control, and compliance with
the obligations at the company. The management
board should inform he supervisory board about
any derogations in its business development from
the previously formulated plans and objectives by
specifying the reasons for this.
Not applicable
A supervisory board is not formed at the Company.
4.2. It is recommended that meetings of the
 collegial bodies should be held at the
respective intervals, according to the pre-
approved schedule. Each company is free to
decide how often meetings of the collegial bodies
should be convened but it is recommended that
these meetings should be convened at such
intervals that uninterruptable resolution of
essential corporate governance issues would be
ensured. Meetings of the  collegial
bodies should be convened at least once per
quarter.
Yes
Meetings of the management board are held at the respective
intervals, according to the pre-approved schedule, usually once
per quarter.
4.3. Members of a collegial body should be notified of
the meeting being convened in advance so that
they would have sufficient time for proper
preparation for the issues to be considered at the
meeting and a fruitful discussion could be held
and appropriate decisions could be adopted.
Along with the notice of the meeting being
Yes
The members of the management board are notified of the
meeting of the management board being convened in advance
so that they have sufficient time for proper preparation for the
issues to be considered at the meeting and a fruitful discussion
can be held. Along with the notice of the meeting being
convened, all materials relevant to the issues on the agenda of
the meeting are submitted to the members of the management
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
80
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
convened all materials relevant to the issues on the
agenda of the meeting should be submitted to the
members of the collegial body. The agenda of the
meeting should not be changed or supplemented
during the meeting, unless all members of the
collegial body present at the meeting agree with
such change or supplement to the agenda, or
certain issues that are important to the company
require immediate resolution.
board, and the members of the management board can always
request additional information if they consider that the
information provided is inadequate.
4.4. In order to coordinate the activities of the
 collegial bodies and ensure effective
decision-making process, the chairs of the
 collegial supervision and management
bodies should mutually agree on the dates and
agendas of the meetings and close cooperate in
resolving other matters related to corporate
governance. Meetings of the 
supervisory board should be open to members of
the management board, particularly in such cases
where issues concerning the removal of the
management board members, their responsibility
or remuneration are discussed.
Not applicable
A supervisory board is not formed at the Company.
Principle 5: Nomination, remuneration and audit committees
5.1. Purpose and formation of committees
The committees formed at the company should increase the work efficiency of the supervisory board or, where the supervisory
board is not formed, of the management board which performs the supervisory functions by ensuring that decisions are based
on due consideration and help organise its work in such a way that the decisions it takes would be free of material conflicts of
interest.
Committees should exercise independent judgment and integrity when performing their functions and provide the collegial
body with recommendations concerning the decisions of the collegial body. However, the final decision should be adopted by
the collegial body.
5.1.1. Taking due account of the company-
related circumstances and the chosen corporate
governance structure, the supervisory board of
the company or, in cases where the supervisory
board is not formed, the management board
which performs the supervisory functions,
establishes committees. It is recommended that
the collegial body should form the nomination,
remuneration and audit committees
5
.
Yes/No
Nomination and remuneration committees are not formed at
the Company, as the Company believes that the management
board, in performing its functions, partially performs the
functions of the said committees. The  management
board selects and appoints the manager of the Company and
makes recommendations to the manager of the Company on
the appointment of senior management. The management
board will provide feedback and suggestions on the
remuneration policy approved in the Company under the valid
legislation. The  management board approves the
 strategic and budget plans and controls their
implementation and analyzes and evaluates the reports of the
 manager and senior management on
implementation of the  approved budget plans and
the use of funds. In compliance with the requirements of the
Law on the Audit of Financial Statement (Official Gazette, 2008,
No. 82-3233), the Company has formed an audit committee
consisting of three members, two of whom are independent.
The audit committee is elected for a period of four years. The
members of the committee are appointed and removed by the
 general meeting of shareholders on the
recommendation of the  management board. On 27
April 2017, the authority of the audit committee was approved
for the first time by the decision of the general meeting of
shareholders.
5
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).
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
81
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
5.1.2. Companies may decide to set up less than
three committees. In such case companies should
explain in detail why they have chosen the
alternative approach, and how the chosen
approach corresponds with the objectives set for
the three different committees.
Yes
See answer to 5.1.1.
5.1.3. In the cases established by the legal acts
the functions assigned to the committees formed
at companies may be performed by the collegial
body itself. In such case the provisions of this Code
pertaining to the committees (particularly those
related to their role, operation and transparency)
should apply, where relevant, to the collegial body
as a whole.
Yes
See answer to 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/No
Yes, as far as the audit committee is concerned.
See answer to 5.1.1.
The chair of the audit committee is not the chair of the
management board; furthermore, the chair of the audit
committee is an independent member of the audit
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 inform the collegial body about their
activities and performance on a regular basis. The
authority of each committee defining its role and
specifying its rights and duties should be made
public at least once a year (as part of the
information disclosed by the company on its
governance structure and practice on an annual
basis). In compliance with the legal acts
regulating the processing of personal data,
companies should also include in their annual
reports the statements of the existing
committees on their composition, the number of
meetings and attendance over the year as well as
the main directions of their activities and
performance.
Yes/No
The authority of the audit committee laying down the
procedure for the formation of the committee, the number
and composition of members and requirements for
members, the period of membership of the committee, the
rights and obligations of the committee, the procedure for
organizing meetings and making decisions, the scale of the
information provided to the committee and the procedure
for its provision, etc. are approved by the body that elected
this body (its members) the general meeting of
shareholders. The members of the audit committee are
presented to the meeting by the management board.
The authority of the audit committee defining its role and
specifying its rights and duties was made public after it was
approved in 2017, and is not additionally published by the
Company every year if there are no changes.
The information provided for in this paragraph is published
annually in the annual report.
5.1.6. With a view to ensure the independence
and impartiality of the committees, the members
of the collegial body who are not members of the
committees should normally have a right to
participate in the meetings of the committee only
if invited by the committee. A committee may
invite or request that certain employees of the
company or experts would participate in the
meeting. Chair of each committee should have
the possibility to maintain direct communication
with the shareholders. Cases where such practice
is to be applied should be specified in the rules
regulating the activities of the committee.
Yes
It is the audit  right and prerogative to decide
who to invite to participate in meetings of the management
board (excerpts from the Audit Committee Charter):
 The  general director, the chair of the
management board and/or members of the management
board and external auditors may participate in the
meetings of the Committee. In addition, the 
finance and economics director and other employees of the
Company may be invited to participate in the meetings of
the 
 The Committee shall be accountable to the
 general meeting of shareholders. The
Committee shall submit an activity report to the general
meeting of shareholders together with the complete set of
financial statements submitted by the management board
for 
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
82
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
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 evaluate the balance of skills,
knowledge and experience in the management
body, prepare a description of the functions and
capabilities required to assume a particular position
and assess the time commitment expected;
2) 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) devote the attention necessary to ensure
succession planning.
Not applicable
See answer to 5.1.1.
5.2.2. When dealing with issues related to
members of the collegial body who have
employment relationships with the company and
the heads of the administration, the manager of
the company should be consulted by granting
him/her the right to submit proposals to the
Nomination Committee.
Not applicable
See answer to 5.1.1.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
83
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
5.3. Remuneration committee
The main functions of the remuneration committee
should be as follows:
1) 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 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
conditions which would allow the company to
recover the amounts or suspend the payments by
specifying the circumstances under which it would
be expedient to do so;
2) 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  remuneration policy and the
evaluation of the performance of the persons
concerned;
3) review, on a regular basis, the remuneration policy
and its implementation.
Not applicable
See answer to 5.1.1. The remuneration policy is drafted and
approved as provided by the Law on Companies.
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
6
.
Yes
5.4.2. All members of the committee should be
provided with detailed information on specific
issues of the  accounting system,
finances and operations. The heads of the
 administration should inform the
audit committee about the methods of
accounting for significant and unusual
transactions where the accounting may be
subject to different approaches.
Yes
The approved Audit Committee Charter provides for the
following:
 The Committee shall be entitled:
3.3.1. to obtain any information or documents when
performing the  duties;
3.3.2. to obtain full information related to the specific
features of the  accounting, finances and
operations. At the request of the members of the
Committee or at its own initiative, the 
administration should inform the Committee about the
methods of accounting for significant and unusual
transactions where the accounting may be subject to
different approaches, as well as about activities in
preferential trade areas and/or activities carried out through
special-purpose entities (companies, organizations) in order
to determine whether these activities are justified.
3.4. The Committee shall submit requests for
information or documents to the  general
director. The  general director shall provide the
Committee member(s) with access to the information or

The Audit Committee Charter does not provide for any
exceptions in which information may be withheld.
The audit committee or its members may exercise these
established rights without restriction.
6
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.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
84
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
5.4.3. The audit committee should decide
whether the participation of the chair of the
management board, the manager 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 (and, if required, when).
The committee should be entitled, when needed,
to meet the relevant persons without members of
the management bodies present.
Yes
The audit committee is free to choose who to invite to its
meetings, or to meet without inviting anyone to the
meeting. The participation of members of the management
bodies is only possible at the direction of the audit
committee. Since there is one employee of the Company on
the audit committee, the committee may, if necessary,
arrange a meeting with the necessary employee of the
Company without members of the management bodies
present. The committee is free to decide on meetings with
other necessary persons (not employees) and acts
independently. See also answer to 5.1.1.
5.4.4. The audit committee should be informed
about the internal  work program and
should be furnished with internal audit reports or
periodic summaries. The audit committee should
also be informed about the work program of
external auditors and should receive from the
audit firm a report describing all relationships
between the independent audit firm and the
company and its group.
Not applicable
/Yes
The Company does not have any internal auditors. The audit
committee is informed about the work program of external
auditors and receives from the audit firm a report
describing all relationships between the independent audit
firm and the Company and its group.
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.
No
The procedure for reporting suspicions of potential
violations committed at the Company is established and
posted on the  website, as regulated by the Law
on Whistleblower Protection. There is an internal channel
for the proportionate and independent investigation of
such issues and appropriate follow-up actions, and there are
reporting rules in place (link below). In the rules, the audit
committee is not designated as a supervisory body for
compliance with the relevant provisions of the Company
and has not done so thus far. More about notifications:
aprangagroup.com/en/investors/compliance
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.
No
The committee is accountable to the  general
meeting of shareholders. The committee submits an
activity report to the general meeting of shareholders
together with the complete set of financial statements
submitted by the management board for approval.
Principle 6: Prevention and disclosure of conflicts of interest
The corporate governance framework should encourage members of the  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  governance framework should recognise the rights of stakeholders established by law and encourage active
cooperation between the Company and its stakeholders in creating the  prosperity, employment and financial
stability. In the context of this principle, the term  includes investors, employees, creditors, suppliers, customers,
the local community and other persons having an interest in the Company.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
85
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
Any member of the  supervisory and
management body should avoid a situation where
his/her personal interests are or may be in conflict
with the  interests. In case such a
situation did occur, a member of the 
supervisory or management body should, within a
reasonable period of time, notify other members of
the same body or the body of the company which
elected him/her or the  shareholders of
such situation of a conflict of interest, indicate the
nature of interests and, where possible, their value.
Yes
As of the beginning of 2024 the Rules on the
Implementation of the Corruption Prevention Policy were
approved and are valid and applicable to the management
bodies of the Company. The Rules, among other things,
provide for the obligation to declare private interests in the
event of circumstances that may cause a conflict of
interests. All board members were separately informed of
the aforementioned rules.
Prior to the adoption of the aforementioned Rules, the
general principles of avoiding conflicts of interest provided
for in the Code of Ethics and Conduct of the Company's
group were followed.
To the  knowledge, the members of the
 management body avoid situations in which
their personal interests are or may be in conflict with those
of the Company. The members of the 
management body are informed of their duty to report,
within a reasonable period of time, such a conflict of interest
to the other members of the same body, or to the body of
the Company that elected them, or to the shareholders of
the Company and from now on also to the person
responsible for the corruption prevention in the group by
completing a declaration of private interests.
Principle 7: Remuneration policy of the company
The remuneration policy and the procedure for review and disclosure of such policy established at the company should prevent
potential conflicts of interest and abuse in determining remuneration of members of the collegial bodies and heads of the
administration, in addition it should ensure the publicity and transparency of the  remuneration policy and its 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
 long-term strategy.
Yes
aprangagroup.com/en/investors/compliance
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/No
The remuneration policy is drafted and adopted in
accordance with the requirements of the Law on
Companies and actual situation in the Company. The
remuneration policy does not cover factors that are not
applied in the Company or for which there is no established
practice or generally applicable principles in the Company.
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
 performance.
Yes
According to the Remuneration Policy, remuneration for
work in the board is received only by independent members
of the board and is fixed.
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 wages and in general should
not be higher than the non-variable
component of remuneration for two years or
the equivalent thereof. Termination payments
should not be paid if the contract is terminated
due to inadequate performance.
No
Severance pay policy is not established in the remuneration
policy. The amount of severance pay would be decided on a
case-by-case basis, taking into account the Company's
interests, principles of reasonableness, proportionality,
fairness and integrity as well as consensus reached between
the parties, contribution to the Company's activities and
reasons for dismissal.
7.5. In the event that the financial incentive scheme
is applied at the company, the remuneration
policy should contain sufficient information
Not applicable
No financial incentive scheme, as defined by the Law on
Markets in Financial Instruments, is applied at the
Company.
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
86
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
about the retention of shares after the award
thereof. Where remuneration is based on the
award of shares, shares should not be vested at
least for three years after the award thereof.
After vesting, members of the collegial bodies
and heads of the administration should retain a
certain number of shares until the end of their
term in office, subject to the need to
compensate for any costs related to the
acquisition of shares.
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 contain a review of how the remuneration
policy was implemented during the previous
financial year. The information of such nature
should not include any details having a
commercial value. Particular attention should
be paid on the major changes in the 
remuneration policy, compared to the previous
financial year.
Yes
The remuneration report is published together with the
Company's annual report how the content requirements of
such a report are provided by the Law on Corporate
Financial Statements.
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. The schemes under
which members and employees of a collegial
body receive remuneration in shares or share
options should be approved by the general
meeting of shareholders.
Yes
Approval of the remuneration policy or any major change of
the policy is within the competence of the general meeting
of shareholders.
Principle 8: Role of stakeholders in corporate governance
The corporate governance framework should recognize the rights of stakeholders entrenched in the laws or mutual agreements
and encourage active cooperation between companies and stakeholders in creating the company value, jobs and financial
sustainability. In the context of this principle the concept stakeholders includes investors, employees, creditors, suppliers,
clients, local community and other persons having certain interests in the company concerned.
8.1. The corporate governance framework should
ensure that the rights and lawful interests of
stakeholders are protected.
Yes
The Company respects the rights of different stakeholders
and their rights entrenched in the laws.
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  authorized
capital, involvement of creditors in corporate
governance in the cases of the 
insolvency, etc.
Yes
The Company has never restricted the rights of
stakeholders, has not prohibited their implementation. and
always strives to create conditions for stakeholders to
participate in corporate governance in the manner
prescribed by law.
For example, a work council has been formed at the
Company which represents the interests of employees and
participates in corporate governance within its
competence.
8.3. Where stakeholders participate in the
corporate governance process, they should
have access to relevant information.
Yes
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
87
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
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.
No
The company has a general procedure for reporting
violations, see the answer to 5.4.5, as established by the Law
on Whistleblower Protection.
Principle 9: Disclosure of information
The corporate governance framework should ensure the timely and accurate disclosure of all material corporate issues,
including the financial situation, operations and governance of the company.
9.1. In accordance with the  procedure
on confidential information and commercial
secrets and the legal acts regulating the
processing of personal data, the information
publicly disclosed by the company should
include but not be limited to the following:
_
The information referred to below in this recommendation
is disclosed in notifications of material events published
through the Nasdaq Vilnius Information Disclosure System,
the  website, and the  annual and
interim information documents, to the extent required by
legislation and the International Financial Reporting
Standards applicable in the European Union. The
information is also disclosed in presentations to investors by
the manager and senior management of the Company.
9.1.1. operating and financial results of the company;
Yes
9.1.2. objectives and non-financial information of the
company;
Yes
9.1.3. persons holding a stake in the company or
controlling it directly and/or indirectly and/or
together with related persons as well as the
structure of the group of companies and their
relationships by specifying the final
beneficiary;
Yes
9.1.4. members of the  supervisory and
management bodies who are deemed
independent, the manager of the company,
the shares or votes held by them at the
company, participation in corporate
governance of other companies, their
competence and remuneration;
Yes
9.1.5. reports of the existing committees on their
composition, number of meetings and
attendance of members during the last year as
well as the main directions and results of their
activities;
Yes/No
See the answer given in 5.1.5.
9.1.6. potential key risk factors, the  risk
management and supervision policy;
Yes
9.1.7. the  transactions with related
parties;
Yes
9.1.8. main issues related to employees and other
stakeholders (for instance, human resource
policy, participation of employees in corporate
governance, award of the  shares or
share options as incentives, relationships with
creditors, suppliers, local community, etc.);
Yes/No
Most of this information is disclosed in the 
sustainability report under CSRD requirements.
9.1.9. structure and strategy of corporate
governance;
Yes/No
The  governance structure and management
principles are published on the  website and in
its financial statements. One-year operational plans are
publicly disclosed.
9.1.10. 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 exempt companies
from their obligation to disclose information as
provided for in the applicable legal acts.
Yes
G O V E R N A N C E R E P O R T 3 . 2
APB APRANGA,  code 121933274, Ukmerges 362, Vilnius
FOR THE YEAR ENDED 31 DECEMBER 2025
(all tabular amounts are in EUR thousands unless otherwise stated)
88
PRINCIPLES/ RECOMMENDATIONS
YES / NO/
NOT
APPLICABLE
COMMENTARY
9.2. When disclosing the information specified in
paragraph 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
Information is disclosed about the Company and the
consolidated results of its daughter companies.
9.3. When disclosing the information specified in
paragraph 9.1.4 of recommendation 9.1, it is
recommended that the information on the
professional experience and qualifications of
members of the  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 
supervisory and management bodies and the
manager of the company should be
disclosed, as provided for in greater detail in
Principle 7.
Yes
All information is on the  website; also see the
answers to 3.2.2 and 7.1.
9.4. 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
All information is disclosed as provided for in 9.1 and related
answers; no shareholders or investors are discriminated in terms
of the method of receipt and scope of information. Information
is disclosed to all parties concerned at the same time.
Information is disclosed in accordance with the applicable
legislation of the Republic of Lithuania. The Company makes
information publicly available through the Nasdaq Vilnius
Information Disclosure System, thus ensuring simultaneous
disclosure to investors. Information is also immediately placed in
the Central Storage Facility.
Notifications of material events are disclosed in Lithuanian and
English, before or after the Nasdaq Vilnius Stock Exchange
trading session.
The Company also publishes the information published through
the Nasdaq Vilnius Information Disclosure System and placed in
the Central Storage Facility on the  designated
investor website aprangagroup.com/en/investors, where the
information is presented in Lithuanian and English.
Principle 10: Selection of the  audit firm
The  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  financial condition and
financial results, the  annual
financial statements and the financial
information provided in its annual report
should be audited by an independent audit
firm.
Yes
An independent audit firm audits the complete set of
consolidated financial statements for the Company and its
group of companies in accordance with the International
Financial Reporting Standards applicable in the European
Union. The audit firm also performs a limited assurance
engagement on Sustainability Statement.
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 firm is proposed to the general meeting of
shareholders by the  management board.
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 board or, if
the supervisory board 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.
Not applicable
The  audit firm did not provide non-audit
services to the Company during the reporting year and did
not receive remuneration from the Company for this, except
for Sustainability Statement limited assurance
engagement.
2025
89 General disclosures
Sustainability statement Apranga Group
Sustainability
statement
Apranga Group
www.aprangagroup.com
2025
2025
90 General disclosures
Sustainability statement Apranga Group
Contents
03
128
140
Social
Our colleagues
Consumers and end-users
04
146
150
Governance
Business conduct
Management of relationships with suppliers
05
154
191
167
200
Annex
Double materiality assessment methodology
List of disclosure requirements
Accounting principles
List of data points deriving from other EU legislation
01
92
95
101
General disclosures
Basis for preparation
Governance system
Strategy, business model and value chain
02
109
114
120
Environment
EU Taxonomy
Climate change
Circular economy
2025
91 General disclosures
Sustainability statement Apranga Group
General
disclosures
Apranga Group
www.aprangagroup.com
2025
2025
92 General disclosures
Sustainability statement Apranga Group
Basis for preparation
1 On 17 December 2025,
UAB Apranga Ecom LT
was deregistered from
the Register of Legal
Entities.
APB Apranga’s sustainability statement covers the parent company and
all its 23 subsidiaries1 (hereinafter: The Group or Apranga) operating across
the Baltic countries. Of these, 21 companies represent Inditex brands (Zara,
Bershka, Pull&Bear, Stradivarius, Massimo Dutti, Zara Home, and Oysho) under
franchise agreements, while three companies (APB Apranga, SIA Apranga, and
Apranga) operate non-Inditex single-brand stores and multi-brand retail
chains, such as Apranga, Apranga Galerija, City, and Mados Linija. All companies
are managed under a centralized management model from the Group’s
headquarters in Vilnius. APB Apranga has been listed on the Nasdaq Vilnius
Stock Exchange since 1997 and included in the Baltic Main List since 2005.
This sustainability statement covers the period from January 1st, 2025 to
December 31st 2025 in the same scope of consolidation as the Financial
Statements. The sustainability information presented complies with
the Corporate Sustainability Reporting Directive (CSRD), the European
Sustainability Reporting Standards (ESRS), and the Law on Reporting
by Undertakings and Groups of Undertakings of the Republic of
Lithuania (Lietuvos Respublikos įmonių ir įmonių grupių atskaitomybės
įstatymas). No information related to intellectual property, know-how, or
innovation results has been omitted from the sustainability statement.
The report is based on a comprehensive double materiality assessment, which
includes sustainability impacts, risks and opportunities (IROs) across the Group’s
entire value chain. While the disclosures in the report focus on information on
the Group’s own operations, topical ESRS explain whether and how the Group’s
policies, actions, targets, and metrics extend beyond its direct operations to
include suppliers, partners, and other stakeholders.
Time horizons
The following definitions of short, medium, and long term are used in this
report, in line with the ESRS:
Short term: up to one year, consistent with the reference period in the Group’s
financial statements.
Medium term: from the end of the short-term period up to five years.
Long term: more than five years.
Sources of estimation and outcome uncertainty
The accounting policies have been applied consistently in the financial year and
for comparative figures. Table 1 below outlines the key sources of estimation
and outcome uncertainty related to the reported sustainability metrics that
contain estimates. Following the ESRS transitional provision, data obtained
directly from the value chain will not be disclosed in this report.
Detailed descriptions of the underlying methodologies, including the
assumptions and approximations, for each metric presented in the sustainability
statement are provided in the Annex, under the section Accounting principles.
2025
93 General disclosures
Sustainability statement Apranga Group
Table 1. Sources of estimation and outcome uncertainty
The Group recognises that there are significant limitations to obtaining precise
quantitative data regarding both up- and downstream value chain that may
hinder the transparency of sustainability reporting. As reporting practices
evolve, the Group plans to improve data collection in the medium term,
the priority being waste data to not rely on Lithuanian estimates to provide
comprehensive Baltic presentation.
Reporting errors in prior periods
In the Group’s 2024 Sustainability Statement, greenhouse gas emissions
reported under Scope 3 categories 4 and 9 (upstream and downstream
transportation and distribution) were overstated due to an error in converting
the underlying expenditure data. The emission factors used were expressed
in tCO₂e per million euros. Accordingly, the underlying expenditure in euros
should have been divided by one million; however, it was mistakenly divided by
100,000. The corrected results are presented in the table below.
ESRS
reference
Report paragraph Sources of uncertainty; assumptions
and approximations
E1-6
Greenhouse gas
emissions
Majority of value chain data is Accounting
principles, E1-6
E5-4
Resource inflows In some cases, estimations are made
by attributing fixed weight for similar
items where no precise data is available,
Accounting principles, E5-4.
E5-5
Waste Accounting principles, E5-4
S1-13
Training and skills
development
Number of training hours may be
understated, as multiple employees can
join the training using a single account
and gender split is not possible due to
the tracking system in accounting, see
Accounting principles, S1-13.
S1-16
Remuneration Gender pay gap is calculated based on
total remuneration rather than hourly due
to accounting system limitations,
see Accounting principles, S1-16.
G1-3
Training on
prevention of
corruption and
bribery
Number of training hours may be
understated, as multiple employees can
join the training using a single account,
see Accounting principles, G1-3.
2025
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Sustainability statement Apranga Group
Table 2. Reporting errors in 2024
Table 2. Reporting errors in 2024
Table 3. Disclosures incorporated by reference.
Metric Stated in
2024
Corrected
result
Scope 3, Category 4 – Upstream
transportation and distribution, tCO2eq
5,958.11 595.81
Scope 3, Category 9 – Downstream
transportation and distribution, tCO2eq
9,082.79 908.28
Gross scope 3 emissions, tCO2eq 218,725.76 205,188.95
Total GHG emissions (location-based), tCO2eq 225,377.87 211,841.07
Total GHG emissions (market-based), tCO2eq 221,216.23 207,679.43
Total GHG emissions (location-based) per net
revenue, tCO2eq
769.21 723.01
Total GHG emissions (market-based) per net
revenue, tCO2eq
755.00 708.80
Disclosure ESRS code Page No.
Board and management team members ESRS 2 GOV-1_08;
ESRS 2.GOV-1_09
66-70
Total revenue disclosure ESRS 2 SBM-1_06 30
Net revenue, used to calculate energy and
GHG intensity, disclosure
E1-5_22
E1-6_33
4
Total employee number disclosure ESRS 2 SBM-1_03;
ESRS 2 SBM-1_04;
S1-6_17
53
Disclosures stemming from other legislation or generally
accepted sustainability reporting pronouncements
This report includes information as required by Article 8 of Regulation (EU)
2020/852 (Taxonomy regulation), applying the reporting rules as applicable
until 31 December 2025 (i.e. not taking into account the amendments made by
the Commission Delegated Act of July 4th 2025).
Incorporation by reference
Use of phase-in provisions
The ESRS ‘quick-fix’ delegated act of 11 July 2025 has been applied in preparing
this report. This act updates transitional provisions for first-wave companies,
including those with more than 750 employees, such as Apranga. Disclosures
on anticipated financial effects have been omitted in line with the updated
rules as well as information on workers with disabilities.
2025
95 General disclosures
Sustainability statement Apranga Group
Governance system
The role of the administrative, management
and supervisory bodies
APB Apranga is the parent company (further on also Company), whose
governing bodies make decisions for the entire Group. The main management,
administrative, and supervisory bodies are:
General Shareholders’ Meeting – decides on the fundamental issues of the
Company’s operations in accordance with the Law on Companies of the
Republic of Lithuania and the Company’s Articles of Association. Further
details are provided in the Governance Report (page 63).
Board – the competence is determined by the Law on Companies of the
Republic of Lithuania and the Company’s Articles of Association. It elects
and dismisses the General Manager, and, in accordance with the Company’s
remuneration policy, determines the salary and other terms of employment
for this position.
General Manager – sole management body of the company managing day-
to-day operations, ensures the implementation of strategic and sustainability
objectives, and exercises authority in accordance with decisions of the Board
and the General Shareholders’ Meeting.
Management Team (Board of Directors) supports the General Manager
in executing the Company’s strategic, financial, and sustainability goals.
The team defines and aligns sustainability targets with strategic ambitions,
oversees the implementation of environmental, social, and governance (ESG)
initiatives (incl. the annual report), and ensures integration of sustainability
into daily business operations.
Composition of the board2 2024 2025
Number of board members, head count 6 6
Average ratio of female to male members of the board, % 17 17
Proportion of independent members of the
management body, %
33 33
Composition of the management team3 2024 2025
Number of executive members, head count 7 7
Average ratio of female to male members of the
management, %
57 57
GOV-1, G1.GOV-1
Table 4. Composition of the board
Table 5. Composition of the management team
2 Background information
provided in the Annex,
Accounting principles,
GOV-1.
3 Background information
provided in the Annex,
Accounting principles,
GOV-1.
2025
96 General disclosures
Sustainability statement Apranga Group
Audit Committee – consists of three members, two of whom are independent,
and is elected for a four-year term. The members of the Committee
are appointed and removed by the APB Apranga Board, except for the
independent members, who are elected and removed by the General Meeting
of Shareholders upon the proposal of the Board. Additional information on
the Committee is provided in the Consolidated Annual Report (page 70).
Representation of employees and other workers
The Work Council serves as the principal representative body for employees
within the Group. It actively participates in discussions on matters that affect
employees, providing input on issues such as working conditions, occupational
health and safety, and organizational changes. Its role is to represent employee
interests, facilitate dialogue with the employer, and contribute to a constructive
and fair work environment.
The Work Council convenes at least once per quarter or more frequently as
needed, depending on the volume and urgency of employee submissions
or organizational matters. During these meetings, the council reviews and
discusses issues raised through formal employee requests or other relevant
channels. Each session is formally documented in meeting minutes, ensuring
transparency and traceability of discussions and decisions.
Based on the outcomes of these meetings, the council may initiate follow-
up actions – such as engaging with management, requesting additional
information, or proposing changes to internal policies – in response to the
matters raised by employees.
The Work Council consists of 11 members (including chairman) and additional 8
reserve members, who can serve as replacement. The Work council is elected
every three years.
APB Apranga governance structure and reporting lines
General meeting
Audit committee
Board
General Manager of the Company
Management team
Head of Legal
Data Protection
Officer
Head of Corporate
Affairs and
Sustainability
Preparation of
sustainability
related information
for annual report
Highest governing
and supervisory level
Highest
executional
level
Executional level
Other supporting
representatives of
various departments
Figure 1. APB Apranga governance structure and reporting lines
2025
97 General disclosures
Sustainability statement Apranga Group
Roles and responsibilities in sustainability oversight
The Board has ultimate responsibility for supervising sustainability-related
matters. Oversight is formalized through the Articles of Association and
operational orders issued by the General Manager. The General Manager,
supported by the Management Team, is responsible for the operational
implementation of the sustainability strategy, including target-setting,
achievement and ongoing risk management. Each department assigns
additional personnel to manage and report on sustainability topics internally.
Responsible for monitoring impacts,
risks and opportunities / ESRS topics
Climate
change | E1
Resource
use and
circular
economy
| E5
Own
workforce
| S1
Consumers
and end-
users
| S4
Business
conduct | G1
General Manager + + + + +
Finance and Economics Director + + + +
Buying Director + + +
Sales and Marketing director + + +
Human resources director + +
Development Director + + +
Managing Director | Inditex Baltic
countries
+ + + +
Table 6. Responsibilities within APB Apranga Management team across sustainability topics
Access to expertise and skills
The Group ensures that the governing bodies possess or can access the
necessary skills and expertise to oversee sustainability matters, incl. business
conduct, and the related impacts, risks and opportunities in their responsibility
(see Table 5). Members are regularly informed of new sustainability
developments through:
Targeted training sessions and workshops (e.g. anti-corruption training and
test in 2025);
Presentations by internal specialists and external experts;
Periodic Board updates held at least once annually and, in recent years, two
to three times per year (see chapter Sustainability matters addressed by
governance bodies).
Education, sector expertise, and leadership competences are key assessment
criteria when selecting candidates for the Management and Supervisory Boards.
During general shareholder meetings, the topic of education and applicable
skills for management and board are assessed (see management report, page
63). Lacking expertise is supplemented with external help as needed.
2025
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Sustainability statement Apranga Group
Table 7. Sustainability matters addressed by governance bodies during FY2025
Sustainability matters addressed by governance bodies
Presentations on sustainability matters are provided to the Board and the
Audit Committee on an ad hoc basis by the Head of Corporate Affairs and
Sustainability, as decided by the Chief Executive Officer (CEO) and Finance and
Economics Director. These discussions take place at least once per year, and in
recent periods have been held two to three times annually. Discussions held
during the reporting period are summarised in the table below.
Integration of sustainability-related performance in incentive
schemes
The Group currently does not have any remuneration schemes linked to
sustainability or climate-related performance. However, it recognizes the
importance of aligning incentive structures with sustainability objectives
and intends to assess the incorporation of sustainability-related performance
metrics into its remuneration policies in the future.
Due diligence
The Group does not have a fully formalized due diligence process as defined
by the UN Guiding Principles on Business and Human Rights and the OECD
Guidelines for Multinational Enterprises. However, as one of the leading
clothing retailers in the Baltics, the Group acknowledges its responsibility for
the impacts of its operations on employees, customers, shareholders, society,
and the environment. Operations are conducted with fairness, transparency,
and accountability, following applicable laws and the highest standards of
business ethics.
Ethical principles are embedded in the Code of Ethics and Conduct and
related policies, available on the Company’s website and discussed further in
this report. These principles guide all internal and external relationships and
set clear expectations for employees, contractors, and partners. All suppliers
GOV-2
GOV-3, E1.GOV-3
GOV-4
Time Content Related IROs
April Presentation and approval
of the FY2024 annual
sustainability and limited
assurance report.
All material IROs.
May Presentation on the Group’s
sustainability priorities. The
presentation was heard
and discussed. No voting or
decisions were made on this
agenda item.
All material IROs.
July Presentation and approval
of implementation of the
Group Supplier Policy and
Questionnaire.
All material IROs related to
supplier relations.
December Presentation and approval
of the double materiality
assessment update.
All material IROs.
2025
99 General disclosures
Sustainability statement Apranga Group
and potential partners are required to align with these standards through
transparent communication and strict adherence to our principles.
Core elements of due
diligence
Paragraphs in the sustainability statement
Integrating due
diligence into
governance, strategy
and business model
Sustainability matters addressed by governance
bodies
Integration of sustainability-related performance in
incentive schemes
Material impacts, risks and opportunities
Engaging affected
stakeholders in all
relevant stages of due
diligence
Sustainability matters addressed by governance
bodies
Interests and views of stakeholders
Double materiality assessment methodology
Climate change management
Circular economy management
Workforce management
Consumer management
Policies on business conduct
Supplier policy
Identification and
evaluation of adverse
effects
Double materiality assessment methodology
Material impacts, risks and opportunities
Taking measures
to mitigate these
adverse effects
Climate change management
Circular economy management
Workforce management
Consumer management
Monitoring and
communicating the
effectiveness of these
efforts
Energy consumption and mix
Greenhouse gas emissions
Resource inflows
Waste
Diversity and characteristics of employees
Training and skills development
Working time
Remuneration
Incidents, complaints and severe human rights
impacts
Payment practices
Table 8. Core elements of due diligence
Sustainability risk management and internal controls over
sustainability reporting
The management team and the Board currently address risks based on
prevailing market conditions, with discussions held on an ad hoc basis. Work
to establish a documented and integrated risk management framework
is planned for 2026–2027, following the update of the Group strategy. The
framework will also cover sustainability-related risks identified through the
double materiality process.
GOV-5
2025
100 General disclosures
Sustainability statement Apranga Group
Scope, main features and assessment approach
Risk management processes are addressed on an ad hoc basis, following a
qualitative approach based on management’s judgment. Sustainability-related
risks are treated consistently with other business risks, ensuring that material
issues are reviewed as part of the overall risk management process.
Main risks and mitigation
Main risks and corresponding mitigation measures are described in the
Management Report (page 62), sustainability-related risks are presented in this
report under the corresponding topical disclosures.
Relation to sustainability reporting
Main risks related to the sustainability reporting process itself include the
potential for incomplete or inconsistent data collection across countries
and business units, additional operating costs due to changing regulatory
requirements, and the possibility of misinterpretation or errors in the
consolidation of qualitative and quantitative information.
The same risk management and internal control measures apply to the
sustainability reporting process as to other business and financial reporting
processes. The Audit Committee oversees the effectiveness of internal control
and risk management systems related to financial and sustainability reporting;
manages the selection process for external auditors and supervises the audit
and informs the General Manager of the results of the audits of the financial
statements and sustainability report.
Data is gathered centrally from relevant departments and submitted
by designated responsible persons to the Head of Corporate Affairs and
Sustainability, who verifies the data against original source documents to
confirm accuracy and consistency. Where estimations are required, they are
based on robust methodologies, and their accuracy is regularly assessed.
The process also addresses risks related to the availability of upstream and
downstream value chain data.
The final Sustainability Report is reviewed and approved by the General
Manager. The Management Team assumes full responsibility for the information
disclosed in line with Directive (EU) 2022/2464 of the European Parliament and
Council.
2025
101 General disclosures
Sustainability statement Apranga Group
Strategy, business
model and value chain
The Group’s principal activity is the retail sale of clothing across the Baltic
markets – Lithuania, Latvia, and Estonia. The Group operates owned and
leased stores located in major cities and manages both brick-and-mortar and
e-commerce channels, including proprietary and third-party platforms.
The Group’s business model is based on cooperation with internationally
recognised fashion brands, represented through franchise and other partnership
agreements. The main partner is Inditex, the world’s leading fashion retailer.
Main retail segments are classified as Economy, Youth, Business, Luxury, Zara,
Outlets, and Footwear.
All administrative functions are centralised in the head office in Vilnius,
supported by local offices in Riga and Tallinn for country-specific operational
activities. A central warehouse in Vilnius serves as the main logistics hub for all
three markets, coordinating distribution through the Group’s own and third-
party transport providers.
During the reporting period, there were no significant changes in the groups of
products and/or services offered, nor in the markets and/or customer groups
served.
Sustainability remains an integral part of the Group’s business approach.
Although the adoption of a new strategy, incl. sustainability policies and
targets, has been postponed by Management decision, operations continue to
be guided by the Double Materiality Assessment (DMA) results.
In the current period, the Group’s focus is directed toward strengthening supplier
relationship management, supported by the Supplier Policy introduced during
the year. Significant emphasis is also placed on fostering a safe, inclusive, and
engaging work environment for our employees, recognizing their critical role
in ensuring operational continuity and service quality as well as maintaining
transparent relationships with our customers.
Head count of employees4 2024 2025
Lithuania, head count 1456 1515
Latvia, head count 524 525
Estonia, head count 315 320
Total, head count, (pg. 9) 2295 2360
Table 9. Head count of employees at the end of the reporting period
4 Background information
provided in the Annex,
Accounting principles,
S1-6 and SBM-1.
SBM-1
2025
102 General disclosures
Sustainability statement Apranga Group
By continuing stakeholder engagement, the Group aims to ensure that its
sustainability actions remain aligned with stakeholder expectations and
address material topics comprehensively.
Value chain
The Group’s business operations rely on a range of internal and external
resources and relationships that are essential to maintaining business continuity
and value creation. The Group’s most significant assets and dependencies
are its supplier contracts, employees, and owned retail stores. The stability
of the Group’s operating model is ensured through continuous investment
in employees, preliminary and long-term agreements with suppliers and
partners, and ongoing renovation of stores in line with the highest standards.
The Group focuses primarily on dependencies within its direct control, while
also considering external dependencies that may influence operations or long-
term resilience.
The following figure summarises the entire life cycle of the Group’s products
and operations, beginning with Tier 2 and further suppliers in various countries
across the world who source and produce raw materials, carry out textile
colouring and assembly, manufacture components, and manage global
logistics. Tier 1 suppliers then convert these materials into finished goods,
the most important of them being Inditex with headquarters in Europe and
manufacturing facilities in proximity markets such as Spain, Portugal, Morocco
and Türkiye5.
Within its own operations, the Group defines product and assortment strategy,
manages supplier compliance and negotiations, oversees logistics and
warehousing, and operates both physical and online retail channels, including
third-party e-commerce platforms. These operations also cover returns
management, limited repair services, real estate activities, and marketing and
customer engagement. There is no manufacturing or raw material sourcing
carried out by the Group itself.
Products reach diverse consumer segments directly or through third-party
platforms, after which end-of-life processes include waste management,
small-scale donations to charity, and partnerships that support textile recycling
and circularity.
5 Inditex Consolidated
Statement of Non-
Financial Information
and Sustainability
Information, 2024
103 General disclosures
2025Sustainability statement Apranga Group
Product & assortment
strategy
Logistics & warehousing
Brick and mortar,
and online retail
Trading on third-party
online platforms
Return management
Marketing and consumer
management
Real estate management
(not a significant part of
the business)
Repair services (direct
and/or third-party
management, small %)
Supplier selection,
onboarding, compliance
checks, price negotiations
Third-party platforms
(e.g. Farfetch)
Consumers (Product
segments: Economy,
Youth, Business, Luxury,
Zara, Outlets, and
Footwear)
Transport
Supplier and producer
selection and policy
implementation
Manufacturing of
products sold (apparel,
homeware, packaging)
Consulting, Advertising,
cleaning of premises,
couriers, IT services
Sourcing and
production of raw
materials
Colouring and
assembling of textiles
Component production,
forming, coating, pre-
finishing of materials
Worldwide logistics
and transportation
Textile recycling
partnerships
Waste management
Donations (Used clothing
which is gathered in
stores given to charity
(a small proportion))
Tier 2 and
further suppliers
Own operations
Markets
and end-use
End-of-life
Tier 1
suppliers
104 General disclosures
2025Sustainability statement Apranga Group
Tier 2 and
further suppliers
Own operations
Markets
and end-use
End-of-life
Tier 1
suppliers
Stakeholders
Nature
Regulators
Media
Own employees Consumers
Supply chain workers Real estate partners Retail platforms
Shareholders
Financial partners
Donation partners
Waste management /
recycling partners
B2B partners /
suppliers
2025
105 General disclosures
Sustainability statement Apranga Group
Interests and views of stakeholders
The company’s approach to stakeholder relations is founded on continuous
and transparent dialogue through multiple channels, including surveys, expert
meetings, and consumer feedback. Stakeholders are regularly informed about
the company’s objectives and decisions, and their feedback is actively collected.
The Management team and the Board are kept informed of stakeholders’ views
and interests on sustainability through regular reports and updates provided
by dedicated stakeholder engagement teams. No significant changes to the
business model or strategic direction were made during FY2025 compared
to FY2024 based on insights gathered through stakeholder engagement.
Moreover, the Group does not anticipate any material adjustments to its
business model or strategic approach in the near future.
Stakeholder group
Involvement type & regularity (ad
hoc if not indicated otherwise)
Topics discussed Impact on business decisions
Shareholders and investors
(financial institutions)
Shareholders meetings (once a
year)
E-mail
Company website
Media
Meetings
Profitable growth, reputation and
risk management
Financial results and annual
report
Stable payment of dividends and
share price development
Sustainability themes in relation
to business development
Direct decisions for business
development
Creation of financial value
Measures for ESG related investor
assessments
Business partners
Events and special publications
Dedicated communication
channels
E-mail
Teleconference calls
Code of Conduct
Surveys and opinion polls
Company website
Sustainability themes in relation
to business: climate, business
ethics and compliance
Cooperation on sustainability
related products or activities.
Comply with the law
in the markets in which we
operate.
Invest in renewable energy
Creation of supplier policy
Own workforce
Internal organisation portal
HR management system
Trainings and webinars
Surveys and opinion polls
Face-to-face meetings
Information boards
in common areas
Good working conditions
Employee training and
development
Measures emerging from annual
employee satisfaction survey
Updated trainings.
Career
opportunities (both horizontal
and vertical).
Flexible working hours
Regulators
E-mail
Face-to-face meetings Company
website
Media
Compliance with laws and
regulations
Preparing and adhering to new
sustainability legislation
Complying with the local
regulations
2025
106 General disclosures
Sustainability statement Apranga Group
Table 10. Overview of stakeholder engagement
Stakeholder group
Involvement type & regularity (ad
hoc if not indicated otherwise)
Topics discussed Impact on business decisions
Customers
Customer service office
Surveys
Internet services
Company website
Newsletters
Stores
Media
Quality products, sustainable
packaging.
Good customer service and
reliable deliveries
Transparent and reliable
information in relation to
products, good customer service
and reliable deliveries
Sustainable value chain
Sustainability information
Customer feedback and survey
results inform both day-to-day
business related and sustainability
related decisions.
Supply chain
Dedicated communication
channels
Code of Conduct
Company website
Media
Sustainability oriented
partnerships
Sustainability related information.
Sustainable products,
environmental targets and
human rights throughout the
value chain
Cooperation to promote
sustainability
Setting sustainability
targets for partners
Monitoring commitment to Code
of Ethics
Society
Company website
Media
Social media
Transparent and reliable
information on sustainability
related matters
Communication via social media,
company website and various
media outlets
Material impacts, risks and opportunities
In 2024, the Group conducted its first double materiality assessment, evaluating
the impact and financial materiality of key sustainability topics based on
identified impacts, risks and opportunities. The section Double materiality
assessment methodology outlines the methodological considerations as well
as the changes to the material impacts, risks and opportunities compared to
the previous reporting period.
As a result of the reviewed assessment, material impacts, risks and opportunities
for the Group arise from the following sustainability matters:
Climate change, incl. climate change mitigation and energy.
Circular economy, incl. resource inflows and waste.
Own workforce, incl. working time, adequate wages, training and skills
development.
Consumers and end-users, incl. access to quality information, responsible
marketing practices.
Business conduct, incl. corporate culture, management of relationships with
suppliers including payment practices, corruption and bribery.
All impacts, risks, and opportunities are addressed by the ESRS disclosure
requirements, except for the waste-related topic on Extended Producer
Responsibility (EPR) schemes, which is supplemented by an entity-specific
metric.
SBM-3
2025
107 General disclosures
Sustainability statement Apranga Group
The exact impacts, risks, and opportunities, along with their origins, are
presented alongside the disclosures of the respective topical standards. These
sections also outline their current and anticipated effects on the Group’s
business model, value chain, strategy, and decision-making, as well as any
actions taken or planned to address these considerations, expressing the
Group’s resilience to these matters.
2025
108 General disclosures
Sustainability statement Apranga Group
Environment
Apranga Group
www.aprangagroup.com
2025
2025
109 Environment
Sustainability statement Apranga Group
EU Taxonomy
The EU Taxonomy Regulation (EU) 2020/852 is a classification system that
establishes criteria for identifying environmentally sustainable economic
activities. It aims to direct capital towards investments that support the
European Green Deal and the EU’s transition to a climate-neutral and resilient
economy.
To be classified as an environmentally sustainable activity under the EU
Taxonomy, an economic activity must first be taxonomy-eligible, meaning it
falls within the scope of the activities defined by the Taxonomy regulation. For
an activity to be taxonomy-aligned, and thereby environmentally sustainable,
it must meet technical screening criteria, contribute substantially to at least
one of the six environmental objectives, and comply with the Do No Significant
Harm (DNSH) principle while also adhering to minimum safeguards.
The Taxonomy regulation has been expanded on through Delegated Acts that
specify the list of eligible activities, relevant technical screening criteria and
DNSH requirements as well as reporting obligations.
Assessment Process and Results
As a first step in the Taxonomy assessment process, eligibility screening was
conducted to determine which of the Group’s business activities fall within the
scope of the Taxonomy Regulation.
Threshold Setting
To ensure consistency and alignment with market practices and
recommendations, Apranga Group has established a materiality threshold
of 5%. This approach allows for a practical and proportionate assessment of
eligibility, ensuring that only activities with a meaningful financial impact are
reported under the EU Taxonomy framework.
Turnover
The Group’s core business activities remain outside the scope of the EU
Taxonomy. The delegated acts do not define either Apranga’s primary or
secondary economic activities as taxonomy eligible. As a result, the Group does
not generate any revenue from taxonomy-eligible activities, and no further
analysis is required for this reporting period (see financial statements, page 9).
Capital Expenditures (CapEx)
In 2023, the Group identified certain long-term asset additions as potentially
taxonomy-eligible, including:
7.3. Installation, maintenance, and repair of energy efficiency equipment
7.6. Installation, maintenance, and repair of renewable energy technologies
6.5. Transport by motorbikes, passenger cars, and light commercial vehicles
Following a detailed reassessment in 2024 and 2025, the eligibility of these
categories was re-evaluated according to the following arguments:
2025
110 Environment
Sustainability statement Apranga Group
Energy efficiency and renewable energy investments were below 1% in
2024 and 2025 and, therefore, were not considered taxonomy eligible.
Consequently, these investments are not reported this year.
Vehicle acquisitions previously identified as taxonomy-eligible were
reassessed and found not to meet the required criteria because the purchased
vehicles were not used for income-generating commercial activities, making
them non-eligible under the Taxonomy framework. No such acquisitions
occurred in 2024 or 2025, and this category was not assessed.
Operational Expenditures (OpEx)
Expenses related to previously identified activities in 2023, such as vehicle
repairs and air-conditioning maintenance, remained below 1% of total OpEx in
2024 and 2025. As a result, the taxonomy-eligible OpEx is reported as 0%.
Conclusions and future plans
Since none of the Group’s current activities meet the eligibility criteria, the
financial indicators related to taxonomy-aligned revenue, capital expenditures
(CapEx), and operating expenditures (OpEx) are reported as 0% for the reporting
period.
The Group will continue monitoring potential eligibility in future reporting
periods.
Total turnover, CapEx and OpEx 2024 2025
Turnover, MEUR 293 307.19
CapEx, MEUR 25.43 22.2
OpEx, MEUR 111.2 116.76
Table 11. Total turnover, CapEx and OpEx
111 Environment
Sustainability statement 2025Apranga Group
Economic Activities
A.1. Environmentally sustainable
activities (Taxonomy-aligned)
Of which enabling
Of which transitional
Turnover of environmentally
sustainable activities
(Taxonomy aligned) (A.1)
A.2 Taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities)
Turnover of Taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
A. Turnover of Taxonomy-eligible
activities (A.1 + A.2)
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
Turnover of Taxonomy-non-
eligible activities
Total (A + B)
Revenue from main operations (MEUR): 307.19
NACE code
(M Eur) % % % %
% % % Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No Percentage E T
Absolute turnover
Proportion
of turnover
Climate change
adaptation
Climate change
adaptation
Pollution
Pollution
Climate change
mitigation
Climate change
mitigation
Water and
marine resources
Water and
marine resources
Circular economy
Circular economy
Biodiversity and
ecosystems
Biodiversity
and ecosystems
Minimum
safeguards
Category
(enabling activity)
Category
(transitional activity)
Proportion
of Taxonomy-
aligned or
-eligible
turnover,
year 2024
Substantial contributions
Do no significant harm (Y/N)
A. TAXONOMY-ELIGIBLE ACTIVITIES %
0.00
0.00
0.00
0.000.00
0.00
0.00
0.00
0.00 0.00
100.00
100.00307.19
307.19 100.00 100.00
100.00
100.00
0.00
0.00
0.00
0.00
0.00
0.000.00
Percentage share of revenue generated from products or services related to
taxonomy-aligned economic activities. Information disclosed for the year 2025.
112 Environment
Sustainability statement 2025Apranga Group
Economic Activities
A.1. Environmentally sustainable
activities (Taxonomy-aligned)
Of which enabling
Of which transitional
CapEx of environmentally
sustainable activities
(Taxonomy aligned) (A.1)
A.2 Taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities)
CapEx of Taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
A. CapEx of Taxonomy-eligible
activities (A.1 + A.2)
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
CapEx of Taxonomy-non-eligible
activities
Total (A + B)
CapEx (MEUR): 22.2
NACE code
(M Eur) % % % %
% % % Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No Percentage E T
Absolute
CapEx
Proportion
of CapEx
Climate change
adaptation
Climate change
adaptation
Pollution
Pollution
Climate change
mitigation
Climate change
mitigation
Water and
marine resources
Water and
marine resources
Circular economy
Circular economy
Biodiversity and
ecosystems
Biodiversity
and ecosystems
Minimum
safeguards
Category
(enabling activity)
Category
(transitional activity)
Proportion
of Taxonomy-
aligned or
-eligible
CapEx, year
2024
Substantial contributions
Do no significant harm (Y/N)
A. TAXONOMY-ELIGIBLE ACTIVITIES %
0.00
0.00
0.00
0.000.00
0.00
0.00
0.00
0.00 0.00
100.00
100.0022.2
22.2 100.00 100.00
100.00
100.00
0.00
0.00
0.00
0.00
0.00
0.000.00
Percentage share of capital expenditures related to products or services associated
with taxonomy-aligned economic activities. Information disclosed for the year 2025.
113 Environment
Sustainability statement 2025Apranga Group
Economic Activities
A.1. Environmentally sustainable
activities (Taxonomy-aligned)
Of which enabling
Of which transitional
OpEx of environmentally
sustainable activities
(Taxonomy aligned) (A.1)
A.2 Taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities)
OpEx of Taxonomy-eligible but not
environmentally sustainable activities
(not Taxonomy-aligned activities) (A.2)
A. OpEx of Taxonomy-eligible
activities (A.1 + A.2)
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
OpEx of Taxonomy-non-eligible
activities
Total (A + B)
OpEx (MEUR): 116.76
NACE code
(M Eur) % % % %
% % % Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No Yes/No Percentage E T
Absolute
OpEx
Proportion
of OpEx
Climate change
adaptation
Climate change
adaptation
Pollution
Pollution
Climate change
mitigation
Climate change
mitigation
Water and
marine resources
Water and
marine resources
Circular economy
Circular economy
Biodiversity and
ecosystems
Biodiversity
and ecosystems
Minimum
safeguards
Category
(enabling activity)
Category
(transitional activity)
Proportion
of Taxonomy-
aligned or
-eligible
OpEx, year
2024
Substantial contributions
Do no significant harm (Y/N)
A. TAXONOMY-ELIGIBLE ACTIVITIES %
0.00
0.00
0.00
0.000.00
0.00
0.00
0.00
0.00 0.00
100.00
100.00116.76
116.76 100.00 100.00
100.00
100.00
0.00
0.00
0.00
0.00
0.00
0.000.00
Percentage share of operating expenses related to products or services associated
with taxonomy-aligned economic activities. Information disclosed for the year 2025.
2025
114 Environment
Sustainability statement Apranga Group
Climate change
Material impacts, risks and opportunities related to climate
change
Apranga’s business model serves as an indirect link between the global
apparel industry and local Baltic consumers. It relies heavily on upstream
production and upstream and downstream logistics, with Scope 3 emissions
accounting for nearly 99% of the company’s total greenhouse gas (GHG)
emissions. Consequently, the business model is directly connected to value
chain emissions through a causal relationship.
The current materiality assessment indicates that the Group’s business model,
as a retailer without manufacturing activities, has limited exposure to physical
and transition climate risks in its own operations, and no significant current
financial effects have been observed. While climate-related developments
continue to be monitored, they are not currently expected to have a material
influence on the Company’s financial position, performance, cash flows, or
overall business model resilience. Financial impacts are expected primarily
from expanding circular economy regulations, including EPR obligations
(explained further in the chapter Circular economy), which may indirectly
influence climate-related areas; however, these effects are not anticipated to
be significant.
Climate change management
While the Group has not set any specific policies or targets related to climate
change and value chain impacts, there is a section in the Group’s Code of
Ethics and Conduct dedicated to environmental protection, stating that
the Group is committed to using modern technologies and processes and
E1, E1.SBM-3
E1-1, E1-2, E1-4
Table 12. Material impacts, risks and opportunities related to climate change
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Climate change mitigation
Actual negative impact
+ + + +
High emission intensity in
raw material sourcing and
manufacturing. All activities in
the value chain generate GHG
emissions, which contributes to
climate change.
2025
115 General disclosures
Sustainability statement Apranga Group
promotes the rational use and management of resources, prioritizing solutions
that are safe for customers, employees, and the environment. The Group also
seeks to introduce trade innovations that contribute to energy efficiency and
cost savings. Latest examples include using automatic LED lighting in stores,
selecting less polluting (hybrid) vehicles and the use of geothermal heating
and solar panels in the head office.
In all activities, the Group adheres to the principles of sustainable business,
recognizes the importance of environmental conservation, and contributes to
public campaigns addressing environmental issues as relevant.
The Group understands its role in addressing climate change mitigation with
more focus, incl. management of energy consumption and is dedicated to
taking the necessary steps in establishing a transition plan with corresponding
policies, targets and actions. However, in 2025, the process was postponed
in the light of regulatory uncertainty and will be reviewed once all significant
circumstances regarding the application of sustainability-related requirements
are known.
Energy consumption and mix
The Group consumes energy in office and store operations as well as for
transport in its own vehicles. Several changes across the energy consumption
source categories are primarily the result of methodological reclassification,
rather than actual changes in energy use. These are described in the Annex,
Accounting principles, E1-5. Consumption across overarching categories such
as fossil vs renewables has changed due to lower on-site production and
because a smaller share of electricity consumption was covered by guarantees
of origin. As a result, total renewable energy consumption has decreased.
E1-3, E1-5
6 Background information
provided in the Annex,
Accounting principles,
E1-5.
Energy consumption and mix6 2024 2025
Share of fossil sources in total energy consumption,
%
23.28 27.59
Total fossil energy consumption, MWh 4,787.75 5,429.02
Incl. fuel consumption from coal and coal products,
MWh
1,004.69 0
Incl. fuel consumption from crude oil and petroleum
products, MWh
1,722.06 1,066.35
Incl. fuel consumption from natural gas, MWh 1,785.01 0
Incl. fuel consumption from other fossil sources, MWh 275.99 74.54
Incl. consumption of purchased or acquired
electricity, heat, steam, and cooling from fossil
sources (MWh)
0 4 288.26
Share of non-fossil non-renewable energy
consumption, %
0.39 0.43
Total non-fossil non-renewable energy consumption,
MWh
81.25 84.64
2025
116 Environment
Sustainability statement Apranga Group
Energy consumption and mix6 2024 2025
Share of consumption from nuclear sources in total
energy consumption, %
1.37 2.45
Total consumption from nuclear sources, MWh 282.39 483.56
Share of unknown fuel sources in total energy
consumption, %
4.91 0
Consumption of purchased or acquired electricity,
heat, steam, and cooling (fuel sources unknown),
MWh
1,010.52 0
Share of renewable sources in total energy
consumption, %
70.04 69.53
Total renewable energy consumption (MWh), MWh 14,405.12 13,685.86
Incl. fuel consumption for renewable sources,
including biomass (also comprising industrial and
municipal waste of biologic origin, biogas, renewable
hydrogen, etc.), MWh
13,798.22 0
Incl. consumption of purchased or acquired
electricity, heat, steam, and cooling from renewable
sources, MWh
2.07 13,130.86
Incl. consumption of self-generated non-fuel
renewable energy, MWh
604.82 555.5
Total energy consumption, MWh 20,567.03 19,683.07
Table 13. Energy consumption and mix
The Group is classified under NACE Code 4771, which pertains to the retail sale
of clothing. Since this sector is considered to have a high climate impact, the
GHG intensity will be disclosed based on the total net revenue (see financial
statement page 4).
Energy intensity per net revenue7 2024 2025 Change, %
Net revenue, MEUR 293 307 4.7%
Total energy consumption, MWh 20,567.03 19,683.07 -4.3%
Energy intensity per net revenue,
MWh/MEUR
70.19 64.11 -8.6%
Table 14. Energy intensity per net revenue
7 Background information
provided in the Annex,
Accounting principles,
E1-5.
Greenhouse gas emissions
Significant changes in Scope 1 emissions
Reduction in Scope 1 emissions was achieved as a result of phasing out diesel
and petrol vehicles for hybrid.
E1-3, E1-6
2025
117 Environment
Sustainability statement Apranga Group
Significant changes in Scope 2 emissions
Gross location-based Scope 2 emissions decreased by 30%, primarily due to
reduced electricity consumption and lower location-based emission factors
across all countries. In contrast, gross market-based Scope 2 emissions
increased by 17%. Although electricity consumption declined slightly in all three
countries, the reduction in purchased renewable energy certificates and lower
on-site renewable energy generation led to higher market-based emissions.
Additionally, heating consumption increased slightly in Estonia and Latvia,
further contributing to this increase.
Significant changes in Scope 3 emissions
In the reporting year, Scope 3 emissions faced significant changes. Category
1 (Purchased Goods and Services) emissions increased significantly, driven
primarily by a shift in the product mix, due to higher purchases of jackets,
anoraks, and wind jackets, as well as applying a more conservative emission
factor compared to previous year for jackets, anoraks and waistcoats, further
explained in the Annex, Accounting principles, E1-6.
Additional increases come from the fragrances and cosmetics category,
mainly due to higher spending, while reductions are seen in dresses & skirts,
accessories, and tops, which typically have lower emission factors. The reduction
in lower-impact product groups did not offset the increase from products
categories with higher emissions, leading to a net rise in Category 1 emissions.
In addition, the company recorded a higher number of products sold compared
with the previous year. This increase in sales volume contributes to higher
emissions in Category 11 and 12.
Emissions associated with waste management (Category 5) also increased. Last
year, detailed data on recycled versus non-recycled waste were unavailable, so
waste streams such as paper, glass, plastic, and IT equipment were assumed
to be fully recycled, meaning only transport-related emissions were calculated..
This year, Apranga obtained documentation from waste-management
providers, revealing that for example 51% of plastic/pet waste, 38% of paper
and most of the IT equipment waste were not recycled. Because the specific
treatment of non-recycled fractions are not documented, it is assumed that the
waste is either landfilled or incinerated, which generate higher emissions than
recycling. For example, for paper and plastic, it is assumed that non-recycled
paper is landfilled, while non-recycled plastic is incinerated. Both disposal
routes lead to higher greenhouse gas emissions compared to recycling, which
explains the increase in emissions associated with these waste categories this
year. However, with the category making up 0.23% of overall emissions, these
changes do not have a significant effect on the results.
Increases in Category 4 and Category 9 are driven by higher input costs, as
emissions for these categories are calculated using a spend-based method.
Emissions in Category 6 decreased because hotel nights were not included
in the current reporting year, and flight-related emissions were also lower.
Category 7 emissions declined due to a decrease in the benchmark median
average used in the calculations.
2025
118 Environment
Sustainability statement Apranga Group
8 Background information
provided in the Annex,
Accounting principles,
E1-6.
Greenhouse gas emissions8 2024
(base year)
2025 Change, %
Scope 1 GHG emissions
Gross Scope 1 GHG emissions,
tCO2eq
407.73 351.29 -14%
Percentage of Scope 1 GHG emissions
from regulated emission trading
schemes, %
0.00 0.00 0
Scope 2 GHG emissions
Gross location-based Scope 2 GHG
emissions, tCO2eq
6,244.38 4,386.51 -30%
Gross market-based Scope 2 GHG
emissions, tCO2eq
2,082.74 2,429.13 17%
Significant scope 3 GHG emissions
Total Gross indirect (Scope 3) GHG
emissions, tCO2eq
205,188.95 240,712.08 17%
1. Purchased goods and services 173,442.60 203,178.57 17%
2. Capital goods 4,632.76 4,553.34 -2%
3. Fuel and energy-related activities
(not included in Scope 1 or Scope 2)
575.11 504.58 -12%
4. Upstream transportation and
distribution
595.81 713.13 20%
5. Waste generated in operations 93.66 559.59 497%9
6. Business travelling 247.20 200.8 -19%
7. Employee commuting & home
office
1,147.50 826.00 -28%
8. Downstream transportation 908.28 1,359.78 50%
9. Use of sold products 16,814.84 21,459.14 28%
10. End-of-life treatment of sold
products
6,731.19 7,365.15 9%
Total GHG emissions
Total GHG emissions (location-based),
tCO2eq
211,841.07
245,449.87
16%
9 The reported increase
in emissions is
attributable to changes
in methodology and
does not indicate an
increase in the absolute
quantity of waste. Further
explained above Table
14 and in the "Annex,
Accounting principles,
E1-6.
2025
119 Environment
Sustainability statement Apranga Group
Greenhouse gas emissions8 2024
(base year)
2025 Change, %
Total GHG emissions (market-based),
tCO2eq
207,679.43
241,602.32 16%
Table 15. Greenhouse gas emissions
Biogenic emissions
As the Group does not use biomass-based energy in its direct operations, there
are no biogenic CO₂ emissions reported under Scope 1. Biogenic emissions
under Scope 2 are calculated for energy consumption where information on
the origin of renewable energy is unavailable. This approach ensures that any
potential biogenic emissions are appropriately captured. Possible Scope 3
biogenic emissions are currently unknown due to insufficient information on
the composition of products.
10 The reported
increase in emissions is
attributable to changes
in methodology and
does not indicate an
increase in the absolute
quantity of waste. Further
explained above Table
14 and in the Annex,
Accounting principles,
E1-6.
Biogenic emissions10 2024 2025 Change, %
Scope 1, tCO2eq 0 0 0
Scope 2, tCO2eq 4 693.28 4 335.65 -8.25%
Table 16. Biogenic emissions
11 Background
information provided in
the Annex, Accounting
principles, E1-5.
GHG intensity per net revenue11 2024 2025 Change, %
Net revenue, MEUR 293 307 4.78%
Total GHG emissions (location-based)
per net revenue, tCO₂-eq/MEUR
723.01 799.51 10.58%
Total GHG emissions (market-based)
per net revenue, tCO₂-eq/MEUR
708.80 786.96 12.44%
Table 17. GHG intensity per net revenue
GHG Intensity based on net revenue
GHG intensity is calculated as the total GHG emissions divided by the revenue
in EUR million. The Group is classified under NACE Code 4771, which pertains to
the retail sale of clothing. Since this sector is considered to have a high climate
impact, the GHG intensity is disclosed based on the total net revenue (see
financial statement page 4).
2025
120 Environment
Sustainability statement Apranga Group
Circular economy
Material impacts, risks and opportunities related to circular
economy
As a leading retailer in the fashion industry in the Baltics, the Group recognizes
the critical need to transition from a traditional linear economy characterized
by a “take-make-waste” model to a more sustainable circular economy.
Although the Group does not manufacture products itself, more than half of
its turnover is tied to the sourcing, retailing, and sale of apparel, footwear, and
accessories, which are inherently resource-intensive products with significant
environmental impacts in the upstream and downstream value chain.
Upstream impacts are largely outside the Group’s direct operational control
but are structurally linked to its role as a retailer and importer. However, limited
visibility of the resources utilized in products retailed hinders the Group’s ability
to assess the associated impacts precisely. While disposal decisions lie with
consumers and waste management systems, Apranga shares responsibility as
a market participant placing textile products and other fashion merchandise
on the market.
Implementation of stricter regulations, like the EU Digital Product Passport
is expected to enhance transparency and will provide the Group with more
comprehensive data on product composition, origins, environmental impacts,
and recycling instructions, enabling the Group and the stakeholders to make
better informed decisions.
E5, E5.SBM-3
2025
121 Environment
Sustainability statement Apranga Group
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Resource inflows, incl.
resource use
Actual negative impact
+ + + +
Actual negative impact upstream
in the value chain due to
limited information about the
resources used in the making
of the product. Textile sector
is highly dependent on raw
materials and resources and large
proportion of products made
from composite materials are
difficult or impossible to recycle.
Currently the company does not
require such information from
its suppliers therefore cannot
be sure about the extent of the
impact, except for the common
agreement that textile sector has
an impact.
Risk
+ + + +
Increasing regulations on
packaging materials may lead
to higher compliance costs and
require operational adjustments.
Failure to adapt to evolving
regulations may result in fines,
reputational damage, and
disruption of store-level processes.
Given the imported products,
the company has limited options
or alternatives when it comes to
choosing resources and the origin
of the manufactured goods.
2025
122 Environment
Sustainability statement Apranga Group
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Waste
Actual negative impact
+ + + + +
Some sold products are ultimately
landfilled or incinerated at end-
of-life. This is the consumer’s
responsibility, which can be
influenced by the retailer.
The quantity of products sold
is known; however, national
regulations on separate textile
collection have not yet been
implemented in all key markets.
Given this, the impact is currently
ongoing, as textiles are not
treated as separately collected
waste in all markets. Therefore,
there is no reliable information
on whether they are recycled,
incinerated, or landfilled.
Risk
+ + + + +
Direct financial impact expected
due to the EU Waste Directive
and Extended Producer
Responsibility (EPR) obligations.
Estimated costs are around
0.2% of sales value, with
implementation required in the
short- to medium-term.
Risk
+ + + + + +
Regulators might enforce
strict rules of textile waste
management that might have
an impact to the whole business
model.
Risk
+ + + + +
Potential reputational risk and
adverse consumer reaction arising
from insufficient management or
communication of textile waste
impacts in the end-of-life phase of
products.
2025
123 Environment
Sustainability statement Apranga Group
At present, the financial and reputational effects of circular economy–related
risks and opportunities are limited, as the Group does not currently incur
significant direct costs related to raw material extraction or end-of-life treatment
of sold products, beyond existing packaging and waste-related obligations in
its own operations. However, this also means that Apranga has limited visibility
and control over the issues. Long-term resilience will depend on the Group’s
ability to adapt to potentially tightening circular economy requirements and
consumer expectations as well as seizing opportunities through improved
product transparency, alignment with regulatory frameworks, and collaboration
with suppliers and waste management systems potentially affecting the entire
business model. The evolving regulatory landscape may not only impact
the retail sector but also waste management practices within the operating
countries, influencing overall recycling efforts and necessitating improvements
in recycling infrastructure and processes. As a result, the Group must navigate
these challenges while striving to enhance its sustainability initiatives and
contribute positively to the broader waste management ecosystem.
Circular economy management
The Group currently has no formal policies or targets in place for managing
impacts, risks, and opportunities related to resource use and waste due to the
novelty of the subject area. As understanding and resources develop, the Group
plans to formalise policies, define targets, and expand actions to improve data
transparency, and along with it, resource efficiency and waste management
across all operations to strengthen its market position and foster long-term
sustainability. General principles on environmental protection, incl. the rational
management and use of resources in the group are described in the Code of
Ethics and Conduct.
To address the issues related to information availability, the Group implemented
a Supplier Policy in 2025, which aims to promote sustainability, reduce the risk
of negative impacts in the value chain of the Group, collect data necessary for
sustainability reporting, and ensure compliance with national and international
legislation.
E5-1, E5-2, E5-3
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Opportunity
+ + + + +
EU Waste Framework Directive
will offer a solution to participate
in textile waste management by
collecting textile waste separately.
This will increase operational costs
but will be an effective way to
manage waste in the end of use
phase.
Table 18. Material impacts, risks and opportunities related to circular economy
2025
124 Environment
Sustainability statement Apranga Group
Recognizing the limited availability of resources and challenges in waste
management and seeking to supplement the Group’s own activities, the Group,
in cooperation with the Inditex retail chain, has established dedicated collection
points in selected stores, including Zara, Bershka, Pull & Bear, Stradivarius,
Massimo Dutti, Zara Home, and Oysho. Customers can return used clothing
for reuse or recycling, meaning that these garments are diverted from landfills
and reintroduced into the use cycle directly or converted into usable materials.
Together with Inditex, the Group has selected a local NGO who manages the
further use of the collected textiles. According to the rules of the program, used
clothes can be resold for reuse, donated, recycled, or upcycled. Only up to 5% of
the collected used clothes may be used for energy regeneration.
For example, in 2025, APB Apranga and Apranga HLT donated 4,783 clothing
items and approximately 300 household items to SOS children’s villages in
Lithuania. Additionally, Apranga participated in smaller charitable activities,
including collaborations with the Italian and Spanish embassies in Lithuania
for the Christmas Charity Bazaar, as well as other smaller local initiatives in all
operating countries.
The actions taken are ongoing and do not have set timeframes for the
implementation, therefore progress or effectiveness are not being tracked.
The resources allocated to these measures fall within the scope of standard
financial and operational planning and existing organisational capacity, and
are managed through the Group’s established governance and budgeting
processes and require no material additional resources. Remediation for
negative impacts related to circular economy is exercised under the established
complaint handling procedure disclosed in section S4-3 Channels for raising
concerns.
Resource inflows
As a retailer, the Group’s resource inflows encompass all products it retails -
clothing, shoes, and accessories, with clothing making up over 90% of sales.
However, its own direct impact primarily arises from packaging and related
legislation impacting business operations. Packaging is a material consideration
for the Group because it plays a crucial role in ensuring product safety,
maintaining quality during transportation, and enhancing the overall customer
experience. Specific information on the content of biological materials and
secondary reused or recycled components used by producers in packaging
is currently not collected. Envelopes and cardboard boxes procured directly
by the Group are certified under the FSC Mix and FSC Recycled standards.
Packaging is also supplied by Inditex, which reports in its 2024 sustainability
statement that, of the 521,448 tonnes of materials used for packaging, 84%
are organic and 16% are technical materials such as plastics. Currently, the
Group does not have access to information regarding the certification status or
recycled content of this Inditex-supplied packaging.
The Group is committed to looking into improving its data collection processes
and aims to provide more detailed information regarding sustainable sourcing
in the future. At this stage, the Group can only disclose the total weight of
products retailed without packaging, which has increased by 6.5% in 2025 –
this is a normal fluctuation in the bought volumes.
E5-4
2025
125 Environment
Sustainability statement Apranga Group
Waste
Majority of waste in the Group’s operations is generated during the repackaging
and logistics process, following the delivery of goods from suppliers to the
central warehouse and during the subsequent distribution to stores. Reverse
logistics plays a key role, as plastic, paper waste, and wooden pallets are collected
and transported to the central warehouse for recycling. Cardboard boxes and
wooden hangers are collected and reused within both the warehouse and the
retail network. Waste, including electronic waste, is also generated in office
operations, where activities such as store administration, visual merchandising
planning, IT equipment use, and day-to-day business support functions
contribute to additional waste streams. This includes outdated or damaged
electronic devices, office supplies, and packaging materials linked to sample
handling or marketing materials.
Apranga is not directly involved in product design of the items it retails, however,
one of the Group’s main suppliers Inditex is committed in their Fibers Plan to
using lower-impact fibers in the production13. The group is expecting further
advancements in the upcoming years with the increasing requirements on the
transparency on product composition (more information in section E5 SBM-3).
As most of the Group’s stores are located in leased premises, the waste
management is handled by lessors which limits the Group’s capabilities on
waste reporting. Other waste generated derives from Head office activities and
e-commerce related services. While the amount of waste generated is data
related to own operations, the waste management procedures are performed
by a 3rd party in the value chain, which is considered value chain data. The
waste manager cannot provide information to the level of detail required by
the standard yet (a problem that many Baltic companies currently face). This
falls under the transitional provision related to value chain data (first three years
of reporting). An effort has been made to improve the waste data and Apranga
has been successful in obtaining more granular information about the recycled
waste across all operating countries, but other procedures performed are still
not provided by the waste manager.
Hazardous waste in the reported amounts includes IT and telecommunications
equipment, screens and monitors with a surface area greater than 100 cm²,
and batteries or accumulators. Non-hazardous waste consists of glass, plastic,
paper, PET, cardboard, textiles, and wooden pallets.
Changes in amounts of waste reported across different categories are
attributed to changes in data collection methodology, which is explained in
the Annex, Accounting principles, E5-5. The total amount of waste generated
has not changed significantly.
Total weight of products12 2024, t 2025, t
Total weight of products without packaging 3866 4118
Table 19. Total weight of products
12 Background
information provided in
the Annex, Accounting
principles, E5-4.
13 Inditex Sustainability
Report 2024
E5-5
2025
126 Environment
Sustainability statement Apranga Group
In Latvia, an Extended Producer Responsibility (EPR) scheme is already in
place, and the Group has an agreement with a waste management partner
for the separate collection of textile waste. The scheme is not yet in place in
Lithuania and Estonia.
Table 20. Waste generated in own operations
Table 21. Extended Producer Responsibility data
Extended Producer Responsibility data (Latvia)15 2025
Volume of textile sold, t 1,038.99
Volume of textile collected and recycled by the contractor, t 233.7
15 Background
information provided in
the Annex, Accounting
principles, E5 , entity-
specific.
Waste generated in own operations14 2024 2025
Hazardous, recycled, t 0 0.04
Hazardous, non-recycled, t 0.32 0.64
Non-hazardous, recycled, t 353.39 767.25
Non-hazardous, non-recycled, t 912.02 455.33
Total amount of waste, t 1,265.73 1,223.26
Total amount of non-recycled, t 912.34 455.97
Total % share of non-recycled, t% 72.08 37.27
14 Background
information provided in
the Annex, Accounting
principles, E5-5.
2025
127 General disclosures
Sustainability statement Apranga Group
Social
Apranga Group
www.aprangagroup.com
2025
2025
128 Social
Sustainability statement Apranga Group
Our colleagues
Material impacts, risks and opportunities related to own
workforce
The main types of employees are administration (own employees), logistics
(own), store employees (own and non-employees). The Group’s retail-
based business model is labour-intensive and relies on its own workforce
operating in physical stores with extended opening hours, shift work, and
weekend schedules, which directly links workforce-related impacts, risks,
and opportunities to value creation. Structural characteristics of the business
model influence working time and compensation, creating risks to employee
wellbeing, retention, and long-term motivation, particularly where wages and
shift flexibility are constrained.
At the same time, the scale of operations enables positive impacts through
training and skills development. Matters of diversity, gender equality, and
privacy are considered hygiene factors for any comparable listed company,
as they represent baseline expectations driven by regulatory requirements,
investor scrutiny, and societal norms. These IROs concern the whole Group’s
workforce in the same manner. None of the Group’s operations are at significant
risk of incidents involving forced labour, compulsory labour or child labour.
In the below Table, it is indicated whether impacts concern individuals or
have a widespread effect. Widespread effects refer to ongoing negative
material impacts of the company’s operations that affect all or the majority of
stakeholders. Individual effects refer to local disruptions that cause single-time
impacts, which may occur repeatedly.
S1, S1.SBM-3
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Working time
Potential negative impact
+ + + +
Working hours are considered
non-traditional which together
with changing shift patterns
may have a negative influence
on employees’ interests.
(Widespread)
Risk
+ + + +
Higher investments in attracting
and retaining employees because
of shift work and working
hours, as employees seek more
comfortable conditions.
2025
129 Social
Sustainability statement Apranga Group
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Risk
+ + + +
Potential employee shortages,
given the trend of the younger
workforce being less willing
to work in inconvenient shift
patterns.
Adequate wages
Potential negative impact
+ + + +
If the salaries do not reach
adequate wage limits and
salary increases are not tied to
the average/median salary (or
purchase power) of the country,
employees may experience
negative impacts related to their
income. (Widespread)
Risk
+ + + +
Reputational risk if salaries are
increased less or at a slower pace
than market averages.
Opportunity
+ + + +
Competitive remuneration
and growth opportunities can
enhance employee retention,
reduce turnover costs, and
improve the company’s
reputation and employer brand.
Gender equality and equal pay for work of equal value
Potential negative impact
+ + + +
Unequal representation of
women in the top management
and the Board. EU Pay
Transparency Directive will
have additional impact on all
employees. (Individual)
Risk / opportunity
+ + + +
Increasing investments to
comply with the EU Directive
2022/2381 on gender balance
among directors and the Pay
Transparency Directive may
elevate administrative costs,
but on the other hand, improve
diversity in the company’s
decision-making and contribute
to business success and societal
progress.
2025
130 Social
Sustainability statement Apranga Group
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Diversity, inclusion of persons with disabilities
Potential negative impact
+ + + +
Lack of measures and
opportunities to achieve a more
diverse workforce. (Widespread)
Training and skills development
Potential positive impact
+ + + +
Provision of internal training and
career development programs.
Applied to all own employees in
all countries. (Widespread)
Risk
+ + + +
Increasing investment in
employee training and
development, combined with
stable turnover rates, may
lead to rising costs without
corresponding improvements in
business performance.
Privacy
Potential negative impact
+ + + +
Breaches of employee data.
(Individual, in rare cases
widespread)
Material risks and opportunities highlight that the resilience and sustainability
of the Group’s business model depend on effective workforce management, fair
treatment, and long-term investment in people. Growing regulatory and societal
expectations around gender equality, diversity, and pay transparency increase
compliance and reputational costs if not addressed. High employee turnover
may lead to recurring costs related to recruitment, training, and temporary
productivity loss, placing pressure on operating margins. Strengthening
working conditions could support stable store operations, making workforce
management a key driver of both cost control and sustainable financial
performance.
Workforce management
Material impacts, risks and opportunities connected to the Group’s own
workforce are managed through the policies outlined in the Table below.
Impacts, risks and opportunities related to training and diversity (incl. inclusion
of persons with disabilities) are currently not addressed by any specific policies
due to the Group’s strategy still being under development and the priorities
so far have been set elsewhere, as described in the chapter Strategy, business
Table 22. Material impacts, risks and opportunities related to own workforce
S1-1, S1-4, S1-5
2025
131 Social
Sustainability statement Apranga Group
model and value chain. However, there are training programs for onboarding
and role-specific training for new employees and managers with broader
initiatives that enhance leadership, communication, and customer service skills
that are further described under the Training and skills development chapter.
The Group has not yet established specific targets related to its own workforce,
as the overall strategy is still under development. In preparation, the Group
monitors employee turnover and collects feedback through exit surveys and
other engagement measures outlined in the chapter Workforce engagement.
These measures provide valuable insights to the effectiveness of current
practices and support the development of well-informed and strategically
aligned actions as well as future targets. Current actions and practices to
address the material IROs are described within the respective topical chapters.
The resources allocated to these measures fall within the scope of standard
financial and operational planning and existing organisational capacity and
are managed through the Group’s established governance and budgeting
processes and require no material additional resources. Therefore, no summary
of action plans is disclosed.
Rules of
Procedure
Violence and
Harassment
Prevention
Policy
General
Instructions for
Occupational
Safety and
Health
Employee
privacy policy
Code of Ethics
and Conduct
(see also in
Policies on
business
conduct)
IRO coverage
by topic
Working time,
adequate
wages, equal
pay for work of
equal value
Transversal Transversal Privacy Human and
labour rights
(measures
against
violence and
harassment);
Transversal
Key contents Defines
Group values,
employee
and employer
rights and
duties, work
and rest time,
remuneration,
incentives,
equal
opportunity
principles, and
disciplinary
rules.
Describes
unacceptable
behaviour,
procedures to
identify and
report violence
or harassment,
protection of
dignity, and
complaint
mechanisms.
Outlines
employee
obligations
and safety
procedures,
compliance
with national
occupational
safety and
health (OSH)
legislation, and
prevention
of workplace
accidents.
Protection
of employee
information
and data
processing
rules
according
to the GDPR
regulation.
Sets
behavioural
standards,
prohibits
discrimination
on multiple
grounds (e.g.
nationality,
race, gender,
religion,
age, sexual
orientation,
disability),
and promotes
ethical
and lawful
conduct.
Scope All employees of the Group
Accountability Head of Human Resources Data
protection
officer
General
Manager
2025
132 Social
Sustainability statement Apranga Group
Although the internal policies do not specifically address trafficking of human
beings, forced or compulsory labour, or child labour, such practices are strictly
prohibited by national legislation in all operating countries, and the Group’s
activities fully comply with these legal requirements. There are no policies
that are specifically aimed at promoting equal opportunities and other ways
to advance diversity and inclusion, incl. positive action for people from groups
at particular risk of vulnerability. Most of the equality and diversity issues are
basically covered by other policies concerning employee rights and equal
treatment. Specifically aimed policy will be adopted based on the decision of
the Management.
The Group aims to ensure full compliance with national labour laws and
European Union regulations, thereby upholding high standards of employee
protection and rights, following the UN Guiding Principles on Business and
Human Rights, the ILO Declaration on Fundamental Principles and Rights
at Work and the OECD Guidelines for Multinational Enterprises to the extent
they are embedded in legislation in all operating countries. The Due Diligence
process as recommended by the frameworks to companies, but not embedded
in law, is not fully incorporated to the management practices. There are no
established methods for engagement and provision of remedy beyond the
ones specified in the section Channels for raising concerns.
In addition, the Group follows the EU General Data Protection regulation and
the corresponding national personal data protection laws in all operating
countries to ensure that it does not cause or contribute to negative impacts in
areas such as procurement, sales, or data management.
Workforce engagement
The Group maintains an active ad hoc dialogue with employees through
both direct engagement and representation structures. The Work Council,
composed of elected employee representatives, ensures that employees’
interests are properly represented and communicated to management. The
Council, elected for a three-year term, operates in accordance with the Labour
Code of the Republic of Lithuania. It serves as a platform for collaboration
between employees and management, focusing on improving working
conditions, addressing concerns, and supporting organisational efficiency. No
such representative bodies are in place in the Latvian and Estonian branches.
Rules of
Procedure
Violence and
Harassment
Prevention
Policy
General
Instructions for
Occupational
Safety and
Health
Employee
privacy policy
Code of Ethics
and Conduct
(see also in
Policies on
business
conduct)
Third-party
standards
N/A
Availability
Internal
document,
available to
all employees;
acknowledged
by signature
upon
employment.
Internal policy,
available to
all employees;
communicated
during
onboarding
and training.
Internal
instructions,
available to
all employees;
communicated
during safety
briefings and
mandatory
trainings.
Internal
document,
available to all
employees.
Publicly
available on
the company
website;
introduced
to employees
upon joining
the company.
Table 23. Policies on own workforce
S1-2
2025
133 Social
Sustainability statement Apranga Group
Employee feedback is also gathered through surveys conducted on an ad hoc
basis, depending on the topic and need. These surveys are typically used to
collect insights on specific business or employee well-being issues.
An Exit Survey is completed online by employees upon leaving the organisation.
It provides feedback on their experience, and respondents may choose to
remain anonymous. Survey results are summarised quarterly and annually to
identify trends and inform management decisions.
No specific engagement measures are currently in place for workforce groups
that may be more vulnerable to impacts or marginalised.
The operational responsibility for ensuring employee engagement in impact
assessments, the materiality assessment, and other human rightsrelated
processes lies jointly with the Human Resources (HR) Function and the
Sustainability Function.
The highest-level role that holds operational responsibility for ensuring that
employee engagement takes place and that its results inform the company’s
approach is:
Chief Human Resources Officer (Head of HR) – responsible for implementing
engagement processes and managing risks and impacts on employees.
Head of Corporate Affairs and Sustainability is responsible for integrating
engagement outcomes into the double materiality assessment, and
compliance with ESRS requirements.
Both functions regularly report key insights to the Chief Executive Officer
and the Board where significant impacts on employees are involved. The
effectiveness of engagement activities is not currently assessed.
Channels for raising concerns
Regarding actions concerning violence and harassment in the workplace,
employees may raise complaints through the process described in the
Violence and Harassment Prevention Policy. This internal document applies to
all employees of Apranga Group companies in Lithuania, Latvia, and Estonia.
The policies for Latvia and Estonia were adopted in 2025.
Employees can report any suspected violence or harassment by email to
their direct manager, the CEO, or the designated Competent Employee. All
reports are forwarded to the Competent Employee for investigation, ensuring
confidentiality, impartiality, and timely review. Employees are encouraged to
submit reports as soon as possible and include any relevant details or evidence.
Additionally, a detailed description of the process of handling complaints
related to breaches of the Code of Ethics and Compliance, as well as other
internal rules, incl. the protection of individuals that use the reporting channel
is provided in the Governance section.
Complaints or concerns submitted through these channels are reviewed and
addressed in accordance with established procedures to ensure that issues
are properly investigated and resolved. The Group’s Management team plays a
central and strategic role in ensuring that remedy is adequate and aligned with
the company’s values and legal obligations.
Management reviews the findings of impact assessments and investigations.
Strategic decisions related to remedy, such as policy changes, resource
allocations, escalation of serious cases, and structural improvements, are
approved at the Management level to ensure accountability and long-term
prevention.
S1-3
2025
134 Social
Sustainability statement Apranga Group
Employees are informed about internal policies and procedures during
onboarding and regular updates. Through this process, they become aware
of the available channels for raising concerns. At present, formal assessment
of the effectiveness and trust of these structures and processes has not been
implemented, but the Group is currently working on employee questionnaire
to address this.
Diversity and characteristics of employees
The Group operates in the retail sector, where the nature of activities shapes
the workforce composition. Most employees are sales staff, playing a key role in
daily operations and customer service. Currently, there are no specific actions
targeted at addressing the diversity of the workforce.
S1-4, S1-6, S1-9
16 Background
information provided in
the Annex, Accounting
principles, SBM-1, S1-6
and S1-9.
17 Background
information provided in
the Annex, Accounting
principles, SBM-1, S1-6
and S1-9.
18 Background
information provided in
the Annex, Accounting
principles, SBM-1, S1-6
and S1-9.
Employee gender split16 2024 2025
Male, head count 192 201
Male, top management, head count 3 3
Male, top management, % 42.85 42.85
Female, head count 2,103 2,159
Female, top management, head count 4 4
Female, top management, % 57.15 57.15
Total, head count 2,295 2,360
Employee head count by country17 2024 2025
Lithuania, head count 1,456 1,515
Latvia, head count 524 525
Estonia, head count 315 320
Age distribution of employees18 2025
Under 30 years old, head count 1,607
30-50 years old, head count 563
Over 50 years old, head count 190
Table 24. Employee gender split
Table 25. Employee head count in operating countries
Table 26. Age distribution of employees
2025
135 Social
Sustainability statement Apranga Group
Employee turnover
The Group aims to create a supportive and engaging work environment that
meets the needs of all employees. Due to the nature of the retail industry, a large
share of employees are young people who often seek short-term employment,
resulting in a higher turnover rate compared with other sectors.
The Group closely monitors employee turnover to identify any unusual changes
compared to long-term averages. Tracking this indicator enables management
to detect early signs of potential organisational challenges and to review
internal policies and practices where needed. For example, a sudden increase
in turnover above the company average may indicate employee dissatisfaction,
changing market conditions, or increased competition.
Characteristics of non-employees
Head count of employees who have left the
undertaking19
2024 2025
Lithuania, head count 1,232 1,307
Latvia, head count 434 381
Estonia, head count 197 194
Rate of employee turnover20 2024 2025
Lithuania, % 86.3 88.9
Latvia, % 82.7 73.6
Estonia, % 63.3 61.4
Head count of self-employed people in the Group’s
workforce21
2024 2025
Lithuania, head count 0 0
Latvia, head count 0 0
Estonia, head count 0 0
Table 27. Head count of employees who have left the undertaking
Table 28. Rate of employee turnover
Table 29. Head count of self-employed people in the Group’s workforce
19 Background
information provided in
the Annex, Accounting
principles, S1-6 and
SBM-1.
20 Background
information provided in
the Annex, Accounting
principles, S1-6.
21 Background
information provided in
the Annex, Accounting
principles, S1-7.
S1-7
2025
136 Social
Sustainability statement Apranga Group
Head count of people in the Group’s workforce
provided by other undertakings22
2024 2025
Lithuania, head count 314 175
Latvia, head count 0 0
Estonia, head count 339 494
Training hours23 2024 2025
Lithuania, h 273 279
Latvia, h 132 127
Estonia, h 146 136
Table 30. Head count of people in the Group’s workforce provided by other
undertakings
Table 31. Total training hours
22 Background
information provided in
the Annex, Accounting
principles, S1-7.
23 Background
information provided in
the Annex, Accounting
principles, S1-13.
Training and skills development
The Group is committed to supporting continuous professional growth of its
employees through extensive training and skills development programs. The
programs combine onboarding and role-specific training for new employees and
managers with broader initiatives that enhance leadership, communication, and
customer service skills. Key training areas include internal talent development
through the Try on Carrier program, mentoring, and performance appraisal
training. Employees also participate in well-being and personal development
sessions such as Dress Your Thoughts, as well as leadership and teamwork
workshops like A Medida and DISC trainings. Additional courses cover practical
topics including occupational safety, first aid, GDPR compliance, and the use of
digital and AI tools.
A mentoring program plays an important role in training new sales consultants,
who are typically prepared for their roles within two months. Mentors receive
periodic training on effective mentoring techniques, use of training tools, and
methods to support new employees during the induction period. The same
structured principles are applied when preparing employees for new roles or
additional responsibilities in stores. Each position has a defined training plan
tailored to role-specific requirements and learning priorities.
A key element of the training strategy is the E-learning system, which supports
both mentors and new employees. It provides essential theoretical material
and interactive learning modules, enabling employees to acquire knowledge
at their own pace. A hybrid training model combining face-to-face and remote
sessions ensures that training is accessible to employees regardless of location
or schedule.
Training programs are regularly reviewed to assess the outcomes of these
actions, identify areas for improvement and new content needs. Based on these
reviews, updated training materials and evaluation metrics will be developed
to assess training effectiveness and impact.
S1-4, S1-13
2025
137 Social
Sustainability statement Apranga Group
Participants in trainings24 2024 2025
Lithuania, number of participants 1,808 2,626
Latvia, number of participants 665 659
Estonia, number of participants 439 420
Table 32. Total participants in training
24 Background
information provided in
the Annex, Accounting
principles, S1-13.
Performance reviews
The Group has established a regular process for assessing employee
performance and career progression for store managers and key employees.
Performance and career assessment interviews are conducted twice a
year – mid-year and at the end of the year. The only exception applies when
management changes result in a shorter review period.
Employees participate in these reviews after completing their trial period. While
reviews are not mandatory for all positions, they are recommended for back-
office employees to support development and alignment with organizational
goals.
Working time
To mitigate any risks and negative impacts related to working time and
scheduling, the Group promotes flexible work arrangements to support work-
life balance and to prevent risks related to employee retention. This includes
adaptable work schedules that accommodate personal commitments such as
studies or family duties.
Store work schedules are prepared one month in advance, following the
principles of fairness and equality. The responsibility for schedule preparation
lies with the store manager, who takes employee preferences into account
wherever possible. The goal is to ensure adequate staffing without creating the
need for overtime.
Where possible, employees are offered the opportunity to choose their
preferred store location to reduce commuting time and stress.
No additional actions are performed or planned beyond following the general
practices described above. The effectiveness of current practices is evaluated
and adjusted ad hoc depending on day-to-day needs and problems that may
arise.
Remuneration
Ensuring adequate and competitive remuneration remains a key priority for
attracting and retaining talent and for maintaining employee motivation and
satisfaction, i.e. seizing the material opportunities related to ensuring adequate
wages as well as equal compensation for equal work.
All employees of the Group receive wages above the statutory minimum
levels defined by national legislation in all operating countries and in line with
Directive (EU) 2022/2041. Salaries are benchmarked against national standards
and industry practices to ensure fair compensation. In 2025, during the review
of administrative staff salaries, the Group introduced additional internal fairness
criteria and relied on the latest labor market data by Figure Baltic Advisory25 to
ensure well-founded and transparent decisions for each position and to enable
addressing the material IROs related to remuneration and equal pay. Based
S1-4
S1-4, S1-10, S1-16
25 https://palgauuringcms.
fontes.ee/api/assets/
portal/7cb450b2-f06e-
438f-b4f9-ba70c6de425b/
bendro-atlygio-tyrimo-
lietuvoje-2025-dashboard-
ataskaita-apzvalga.html
2025
138 Social
Sustainability statement Apranga Group
on the market research, salary levels for many roles remain competitive and
align with the country-specific medians in all operating countries; therefore,
this year, a larger share of the payroll budget was allocated to positions that fell
below the median. For retail employees, salaries were reviewed as in previous
years to ensure compliance with industry standards and national legislation,
incl. the Pay Transparency Directive.
The Group also offers additional incentives and benefits. This includes
performance-based bonuses for retail employees in all operating countries,
supplementary health insurance for staff in Lithuania, and sports expense
compensation in Estonia.
The effectiveness of these practices is evaluated ad hoc based on employee
engagement and feedback obtained in recruitment. No additional actions
are planned as the above-described day-to-day practices have been currently
deemed enough to address the material IROs according to the Group’s priorities.
The reported unadjusted gender pay gap primarily reflects differences in the
distribution of men and women across job levels rather than unequal pay for
equal work. In the Group, most store-level positions are held by women, while
men are more represented in management and management roles, which
typically have higher remuneration.
Remuneration26 2024 2025
Unadjusted gender pay gap, % 25.01 22.59
Annual total remuneration ratio, % 41.38 35.34
Incidents, complaints, and severe human rights
impacts27
2024 2025
Incidents of discrimination, incl. harassment,
number
0 0
Complaints filed through channels for people in
own workforce to raise concerns, number
0 0
Complaints filed to National Points for OECD
Multinational Enterprises
0 0
Table 33. Remuneration metrics
Incidents, complaints, and severe human rights impacts
Maintaining a safe, respectful workplace is a priority for Apranga. The Group
complies with all employment laws and regulations in the operating countries,
focusing on prevention through regular training, strict safety protocols, and a
clear reporting system.
The Legal Department records any human rights violations or complaints in a
registry, with the Head of Legal reporting cases to management. In both 2024
and 2025, no work-related incidents, complaints, or human rights impacts were
reported.
S1-17
26 Background
information provided in
the Annex, Accounting
principles, S1-16.
27 Background
information provided in
the Annex, Accounting
principles, S1-17.
2025
139 Social
Sustainability statement Apranga Group
Table 34. Incidents, complaints, and severe human rights impacts
Incidents, complaints, and severe human rights
impacts27
2024 2025
Amount of fines, penalties, and compensation
for damages as a result of the incidents and
complaints, EUR
0 0
Severe human rights incidents, number 0 0
Amount of fines, penalties, and compensation for
severe human rights issues and incidents, EUR
0 0
2025
140 Social
Sustainability statement Apranga Group
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Privacy
Potential negative impact
+ + + +
Collection of significant amounts
of sensitive data.
Risk
+ + + +
Financial penalties from
regulators if the issue is not
properly addressed.
Risk
+ + + +
Reputational risk and potential
breaches in the value chain,
as client data is collected by
partners.
Access to quality information
Actual negative impact
+ + + +
Insufficient information on
product manufacturing processes
and garment care practices
and the associated social and
environmental footprint.
Potential positive impact
+ + +
Provision of high-quality
information on product
sustainability and environmental
impact.
Consumers
and end-users
Material impacts, risks and opportunities related to
consumers and end-users
The Group’s current business model is strongly supported by digital consumer
interactions such as e-commerce, loyalty programs, and payment systems
which involve processing sensitive personal and financial data, creating inherent
privacy risks. Additionally, operating a retail model in the EU involves providing
product-related information to consumers (incl. marketing), which influences
purchasing decisions and sustainability outcomes. All identified material IROs
are expected to influence all consumer groups in a similar manner.
S4, S4.SBM-3
2025
141 Social
Sustainability statement Apranga Group
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Risk
+ + +
Risk of greenwashing and
reputational damage if supplier-
provided information is not
verified, especially with stricter
Directive on substantiation
and communication of explicit
environmental claims (Green
Claims Directive).
Opportunity
+ + + +
Transparent communication
on product care and impacts
can position the company as
sustainable and responsible.
Responsible marketing practices
Actual negative impact
+ + + + +
The company’s marketing is
directly linked to sales growth and
the promotion of consumerism,
with no strategy in place for
product reuse or sharing.
Risk
+ + +
Additional investments
into responsible marketing
highlighting the fashion industry’s
negative impacts may reduce
sales, especially in the fast-fashion
segment.
Opportunity
+ + + +
Fair advertising practices,
ensuring accurate product,
price, and consumer rights
information (in line with EU
directives and national laws), can
mitigate potential financial and
reputational damage.
Table 35. Material impacts, risks and opportunities related to consumers and end-users
Resilience in consumer privacy relies on demonstrated compliance with the
law in all operating countries. Continuous staff training and monitoring that
are a part of usual financial planning reduce the likelihood of breaches, though
cyberattacks remain a residual risk.
For information transparency, resilience depends on collaboration with suppliers
and adapting to evolving consumer expectations. To better understand
these dynamics, the Group conducted a survey among retail consumers in
Q3 2025. Results showed that most respondents consider sustainability in
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142 Social
Sustainability statement Apranga Group
their purchasing decisions, with only 4% (out of 47 respondents) stating that
sustainability does not matter to them. Furthermore, 80% expressed interest
in receiving more information on the social and environmental impacts of
clothing production to make more responsible choices.
Given that the Group’s marketing strategy is not currently based on sustainability
claims, there is also no indication of risks materialising in this area. However,
considering growing consumer interest, this topic may become more relevant
in the medium term.
Consumer management
Consumer privacy and general rights, including human rights, are governed by
the policies outlined in the Table below. Currently, no specific actions, targets,
or metrics are in place beyond day-to-day policy implementation. Impacts,
risks, and opportunities related to responsible marketing and access to quality
information are not yet addressed through dedicated policies, actions, or targets
and are not monitored with metrics. To date, compliance with applicable laws
in all operating countries has been considered sufficient. The Group’s policies
related to consumers and end-users are aligned with applicable national
legislation and the European Union regulatory framework, which are built upon
and reflect the principles set out in internationally recognized instruments. In
this regard, the Group’s policies are consistent with the United Nations Guiding
Principles on Business and Human Rights, as well as the key consumer-related
provisions embedded in EU law that derive from UN and OECD standards. No
further stakeholder-specific considerations were deemed necessary during
their development.
The Group has not identified or have knowledge of any cases in its downstream
value chain involving consumers or end-users that would indicate non-respect
of the UN Guiding Principles on Business and Human Rights or other principles.
If any cases should arise, they are treated in accordance with the procedures
specified in the sub-chapter Channels for raising concerns.
Policy
document
Privacy policy General terms Code of Ethics and Conduct
(see also in Policies on
business conduct)
IRO coverage
by topic
Privacy Transversal Transversal
Key contents Data collection, data
sharing and transfers, data
subject’s rights, retention
periods, consent and use of
cookies.
Rights and obligations
of consumers; raising
concerns
Sets behavioural standards
to customer-facing
employees; prohibits
discrimination on multiple
grounds (e.g. nationality,
race, gender, religion,
age, sexual orientation,
disability); and promotes
ethical and lawful conduct.
Scope All group companies and
all consumers whose data
is collected.
All group companies and
consumers who have
entered into a business.
All employees of the Group.
Accountability Data protection officer General manager
S4-1, S4-4, S4-5
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Sustainability statement Apranga Group
Policy
document
Privacy policy General terms Code of Ethics and Conduct
(see also in Policies on
business conduct)
Third-party
standards
N/A
Availability Publicly available on the company’s website Publicly available on
the company website;
introduced to employees
upon joining the company.
No human rights issues or incidents involving the Group’s consumers or end-
users have been reported.
Consumer engagement
The Group engages with consumers and end-users through several
communication channels, including the customer service office, surveys,
internet services, the company website, stores, and media. These channels
provide opportunities for consumers to express their views, share feedback,
and raise concerns about information-related impacts or other matters about
products and services that may affect them. No separate specific consumer
groups that may be more vulnerable to impacts or marginalised have currently
been identified and therefore there is no separate engagement conducted.
Engagement with consumers and end-users takes place primarily on an ad hoc
basis, depending on the nature of the issue or topic raised. This engagement
occurs directly with consumers and end-users or, where relevant, with their
legitimate representatives.
The Sales and Marketing Director, who is the most senior function responsible
for ensuring that engagement with consumers and end-users takes place and
that the insights obtained are considered in business decisions. At present,
formal assessment of the effectiveness and trust of consumer and end-user
engagement has not been implemented.
Channels for raising concerns
Consumers and end-users in all operating countries can raise their concerns
directly through the customer service email on the Group’s webpage, which
is managed by the Quality Manager. Messages received through this channel
include consumer complaints, expressions of gratitude, questions, and
other types of feedback. These messages are not formally recorded and are
addressed on a case-by-case basis by responding, providing the necessary
information, or directing consumers according to their inquiries. However, if
a message is received from consumer rights protection authorities in the
operating countries, it is registered and processed in accordance with the
procedures established by law. In addition, the whistleblowing mechanism
provides an alternative channel for external stakeholders to report potential
violations confidentially with procedures in place to protect individuals from
retaliation.
The existence of these channels is communicated publicly on the Group’s
website and internally to ensure accessibility for both consumers and
employees. No additional mechanisms by business relationships are required
Table 36. Policies related to consumers and end-users
S4-2
S4-3
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144 Social
Sustainability statement Apranga Group
by the Group to support the availability of these channels.
A summary of all incident data and corresponding actions is presented
annually to the General Manager, who oversees the follow-up of identified
issues. Currently, only technical verification of reporting channels is performed
to confirm their operational functionality. The level of awareness and trust in
these mechanisms is not yet systematically assessed, the timeframe for this
issue to be resolved is not set.
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145 General disclosures
Sustainability statement Apranga Group
Governance
Apranga Group
www.aprangagroup.com
2025
2025
146 Governance
Sustainability statement Apranga Group
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Corporate culture
Potential negative impact
+ + + +
Not adhering to corporate culture
policies and principles.
Risk
+ + + +
A negative or discriminatory
corporate culture may significantly
reduce talent attraction and
retention, particularly among
younger generations.
Opportunity
+ + + +
A positive, supportive, and
inclusive corporate culture
may encourage employee
engagement and attract new
talent.
Protection of whistle-blowers
Potential positive impact
+ + + +
Protection of whistleblowers is
provided by the law.
Risk
+ + + +
Failure to uphold whistleblower
protections may result in public
mistrust.
Business conduct
Material impacts, risks and opportunities related to business
conduct
Business conduct is fundamental to the Group’s operations to ensure fairness,
transparency, and integrity across all activities, particularly as a publicly listed
company. The corporate culture shaped by management influences not only
internal practices but also extends throughout the entire value chain.
SBM-3
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147 Governance
Sustainability statement Apranga Group
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Prevention of corruption and bribery
Potential negative impact
+ + + +
Non-compliance with corporate
culture policies and principles may
cause limited ESG-related impacts,
such as unfair treatment of people
or disregard for environmental
impacts of partners.
Risk
+ + + +
Extensive partnerships require
transparent contracting, strict
legal compliance, and measures
to safeguard the company’s
interests.
Table 37. Material impacts, risks and opportunities related to business conduct
Current financial effects include costs for compliance, training, and culture
programs, with potential adjustments if talent shortages or governance failures
occur. The Group’s strategy is considered resilient due to established policies,
monitoring, and oversight, with short-, medium-, and long-term focus on
maintaining ethical practices, employee engagement, and further investments
in training.
Policies on business conduct
The Group’s approach to business conduct is implemented through the
policies outlined in the following Table. These policies set the procedures to
investigate business conduct incidents, including incidents of corruption and
bribery promptly, independently and objectively. The Group’s Head of Security
carries the responsibility for recording, reporting and investigating such
incidents. The policies are aligned with recognised market best practices, and
no further stakeholder-specific considerations were deemed necessary during
their development.
No quantifiable performance targets have been established to measure policy
effectiveness, as the current state of operations is considered successful,
reflecting strong adherence to the general aims of the policies brought out in
the key contents section in the following Table.
G1-1
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148 Governance
Sustainability statement Apranga Group
Policy
document
Code of Ethics and Conduct Corruption Prevention
Policy and Rules for
Implementation
Rules for Reporting
Violations
IRO coverage
by topic
Corporate culture Prevention of corruption
and bribery
Protection of whistle-
blowers
Key contents General ethical principles,
company values and
conduct expectations to
ensure equal treatment of
all stakeholders, adherence
to the rule of law, respect
for employee privacy, and
freedom of speech
Zero tolerance for
corruption; rules on
gifts, sponsorships, and
declaration of private
interests.
Procedures for reporting,
receiving, and investigating
violations, ensuring
confidentiality and non-
retaliation.
Scope All employees All employees, suppliers,
independent partners, and
consultants.
All employees and
individuals connected
with the Group through
contractual relationships
Accountability Management team Head of Legal General Manager, incl.
Head of Legal and Head of
Vindication
Third-party
standards
N/A
Availability Publicly available on the company website; introduced to employees upon joining the
company.
Table 38. Policies on business conduct
Whistleblower protection
The Rules for Reporting Violations set out mechanisms for identifying,
reporting, and investigating concerns about unlawful behaviour or behaviour
contradicting the Group's internal rules. The whistleblowing channel, open to
both internal and external stakeholders, is managed by a team appointed by
the General Manager. They ensure impartial investigations in line with local
legislation in the Baltic states aligning with the EU Directive 2019/1937 on
whistleblower protection.
Currently, only a technical check is carried out to confirm that reporting
channels are active and functional. Additional evaluation of effectiveness is
currently not performed.
A summary of all incident data and actions is presented to the General Manager
annually.
Training on prevention of corruption and bribery
No specific positions within the Group have been identified as being most
at risk of corruption or bribery. Training provided to own workers (including
management) is the key procedure to prevent, detect, and address allegations
about corruption and bribery along with the procedures described under
the previous section (G1-1). Under the Rules for the Implementation of the
Corruption Prevention Policy, the management team and Board members
complete online training at least once a year. The training covers corruption
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Sustainability statement Apranga Group
prevention, conflict of interest management, lobbying, and whistleblower
protection. Independent Board members and other non-employees are not
required to take the training but are individually introduced to the Rules and
must comply with them. As training on company policies has been deemed
sufficient to ensure compliance with business conduct principles and to
prevent corruption and bribery, no additional actions have been taken.
In 2025, new employees completed the mandatory training required for all new
hires in designated positions. In addition, 23 members of top management,
including board members, received certificates after participating in
anti-corruption training and successfully passing the test.
Incidents of corruption or bribery
Table 39. Training on prevention of corruption and bribery
Table 40. Incidents of corruption and bribery
Training on anti-corruption and bribery28 2024 2025
Employees who took training on corruption and
bribery, head count
124 249
Total training hours, h 186 249
Incidents of corruption and bribery29 2024 2025
Convictions for violation of anti-corruption and anti-
bribery laws, number
0 0
Fines for violation of anti-corruption and anti-
bribery laws, EUR
0 0
Confirmed incidents of corruption or bribery,
number
0 0
of which own workers were dismissed or disciplined 0 0
of which relating to contracts with business
partners that were terminated or not renewed
0 0
28 Background
information provided in
the Annex, Accounting
principles, G1-3.
29 Background
information provided in
the Annex, Accounting
principles, G1-4.
G1-4
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Sustainability statement Apranga Group
IRO category Location Time horizon Description
Upstream
Own operations
Downstream
Short
Medium
Long
Management of relationships with suppliers including payment practices
Potential negative impact
+ + + +
Relationships with suppliers are
a significant aspect of Apranga’s
successful business operations.
Although these relationships are
managed appropriately, potential
risks regarding negative people or
environmental impact remain.
Risk
+ + + +
Failure to manage supplier
relationships and delayed
payments could reduce or
stop supply and may result
in termination of franchise or
distribution contracts.
Risk
+ + + +
Future investments will be
required in supplier management
systems to meet regulatory
requirements.
Table 41. Material impacts, risks and opportunities related to supplier relations
Management
of relationships
with suppliers
Material impacts, risks and opportunities related to supplier
relations
Supplier relationships are critical to Apranga’s business model, which relies on
a large network of suppliers and long-term contractual agreements to ensure
continuity of product availability and operational efficiency. This dependency
creates potential negative impacts if suppliers fail to meet environmental or
social standards, potentially affecting employees, communities, and customers
across the value chain.
SBM-3
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Sustainability statement Apranga Group
To maintain resilience against potential risks and prevent negative impacts, the
Group enforces timely payments, fosters open and transparent communication
with suppliers, and, as of 2025, has implemented a Supplier Policy incorporating
sustainability principles. Current financial effects, which are not expected to
increase in the near term, include compliance costs and contract management
expenses.
Supplier policy
The Group's approach to supplier relationships is evolving, with a focus on
identifying and mitigating risks related to its supply chain and addressing
sustainability impacts. In 2025, the Group implemented a Supplier Policy
(see the Table below), which aims to promote sustainability, reduce the risk of
negative impacts in the value chain of the Group, collect data necessary for
sustainability reporting, and ensure compliance with national and international
legislation. At this stage, no specific performance targets have been set
because the priority is to establish a robust baseline through monitoring and
data collection. This approach allows the Group to understand current supplier
practices, assess compliance levels, and identify areas for improvement before
defining measurable objectives.
G1-2
Table 42. Policies on supplier relations
Policy document Supplier Policy and Rules for Implementation
IRO coverage by
topic
Management of relationships with suppliers including
payment practices
Key contents Principles and expectations for suppliers and other
business partners in relation to environmental, social, and
governance (ESG) performance; monitoring of suppliers’
activities.
Scope
Internal All employees and departments of the Group companies
who are responsible for cooperation with suppliers.
External,
full
Suppliers of saleable products; suppliers whose total
annual business relationship with the Group companies
exceeds the threshold of EUR 100,000 excl. VAT.
External,
limited
Suppliers whose total annual business relationship with
the Group companies does not exceed the threshold of
EUR 100,000 excl. VAT.
Exclusions Beneficiaries, non-profit organizations and charitable
and support foundations to which the Company provides
support.
Accountability Head of Legal
Third-party
standards
N/A
Availability Internally available to all employees. Made available to
suppliers upon entering into contractual agreements.
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Sustainability statement Apranga Group
Additionally, as per the Rules for the Implementation of the Corruption
Prevention Policy (explained further in Policies on business conduct), priority
in supplier selection may be given to Partners who apply corruption prevention
measures and adhere to a corruption prevention policy.
Payment practices
Nearly all Apranga's supply chain partners are globally recognized fashion
suppliers and manufacturers. Partnerships are based on mutual respect,
following standard industry practices. The Group does not seek favourable
terms, and advance payments are common.
The standard payment term for all suppliers is 30 days (except lessors, see
below), though longer periods may be agreed upon. According to the financial
statements (section Financial risk management, pages 23-26), 73% of obligations
are settled within 30 days, with the rest paid in 12 months.
Lease payments are typically made in the current month on dates agreed
by both parties. The average payment period is not tracked specifically, as all
obligations have been met on time and no legal proceedings for late payments
have occurred during 2024 and 2025. All payments are managed and approved
centrally, with the final responsibility falling on the CEO and Finance and
Economics Director.
Table 43. Payment practices
Payment practices30 2024 2025
Payments aligned with standard terms, % 100 100
Legal proceedings currently outstanding for late
payments, number
0 0
30 Background
information provided in
the Annex, Accounting
principles, G1-6.
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153 General disclosures
Sustainability statement Apranga Group
Annex
Apranga Group
www.aprangagroup.com
2025
2025
154 Annex
Sustainability statement Apranga Group
The Group’s decision-making process for sustainability matters follows
established governance and internal control procedures, described in
the section Sustainability risk management and internal controls over
sustainability reporting. The process for identifying, assessing and managing
sustainability impacts and risks is integrated into the Group’s overall risk
management practices, where sustainability-related risks are evaluated
alongside other strategic and operational risks and reflected in the overall risk
profile. Where relevant, opportunities identified through this process are also
incorporated into existing management and planning processes to ensure
that sustainability-related opportunities are considered together with broader
business priorities.
Stakeholder engagement
The assessment of both impact and financial materiality was carried out with
active stakeholder participation. Stakeholders, including affected stakeholders
and users of sustainability information, were identified early in the process
during the context and scope definition stage. During the identification of
potentially material sustainability matters, it was determined which topics
required stakeholder input and the appropriate level of engagement.
Double materiality
assessment methodology
In 2024, Apranga Group conducted its first double materiality assessment in
line with ESRS and EFRAG Implementation Guidance documents, evaluating
the impact and financial materiality of key sustainability topics based on
identified impacts, risks and opportunities. The process was carried out by
management, department heads, responsible personnel, and external experts
and was outlined as follows:
E1.IRO-1, E2.IRO-1,
E3. IRO-1, E5.IRO-1
G1.IRO-1IRO-1
1.
Context & scope
definition
3.
Materiality assessment
of impacts, risks and
opportunities
2.
List of potentially
material sustainability
matters
Mapping of business
activities, locations, value
chain and stakeholders
Defining time horizons:
Short (up to 1 year)
Medium (1-5 years)
Long (5+ years)
Based on ESRS 1 AR 16
Sector-specific expert
assessment
Focus on high-impact
zones and dependencies
essential to the business
model.
Impact materiality
assessment
Financial materiality
assessment
Threshold-setting
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155 Annex
Sustainability statement Apranga Group
Engagement activities followed the AA1000 Stakeholder Engagement
Standard, and the feedback was used to validate, challenge, or refine initial
materiality evaluations. If conflicting or additional information emerged, it was
cross-checked with other stakeholders and experts to avoid bias.
The approach for each stakeholder group depended on whether their
relationship with the Group was connected to high-impact zones or critical
dependencies within the value chain as well as the quality and reliability of
available information from their perspectives.
No affected communities were identified in relation to the Group’s own
operations. As a retail business, the Group’s stores are located in places that have
restricted impact regarding noise, pollution, significant use of natural resources,
or other impacts that could materially affect the surrounding environment or
nearby populations. Due to the nature of retail operations as well as legislative
context in the Baltics, the Group’s activities are also unlikely to impact any
socially vulnerable groups such as indigenous peoples or communities with
heightened human rights sensitivities.
Communities could be affected further down in the value chain (beyond
Tier 2) where manufacturing and raw material sourcing takes place. Impacts
to these communities were considered at a general level through literature
review regarding supplier practices. No specific consultations regarding the
communities were conducted.
Stakeholder group
Shareholders
Regulators
Banks
Environment
Media
Own workforce
Business partners
Workers in the
value chain
Consumers
Face-to-face engagement
Interviews and focus groups with
selected stakeholders, used for
detailed insights or when public
data was lacking.
+ + + + +
Literature review
Analysis of reports, policies,
regulation, scientific articles,
industry reviews and ratings, and
questionnaires to gain a broader
Group-wide understanding or when
direct feedback was unavailable.
+ + + + + + +
Table 44. Stakeholder engagement in the double materiality assessment
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156 Annex
Sustainability statement Apranga Group
Likelihood
How likely will the potential
impact materialise in a given
time perspective considering
the Group's own policies and
mitigation measures.
Excl. human rights impacts.
Whether and to what extent
can the negative impact be
remediated considering the
Group's efforts and regulatory
environment.
How widespread (geographically
or across groups of people) is the
positive or negative impact.
ow grave or beneficial is the
negative or positive impact to
people and planet considering
stakeholder inputs.
Severity
Scale IrremediablyScope
Impact materiality
The evaluation of the materiality of impacts was based on the following
parameters as relevant:
Based on the combined severity and likelihood scores, actual and potential
impacts were classified into four categories:
Informative
Material
Significant
Critical
Evaluation principles and significant assumptions
The assessment across all sustainability matters followed the scope of initial
mapping of:
Business activities, considering retail and administration, incl. strategic
supplier agreements and contractual dependencies.
Locations, considering the Group's premises in the Baltics as well as value
chain actors’ locations on a generalised level, as suppliers source products
from complex value chains expanding across various markets. Note that for
value chain impacts, assessment is done based on the scope of the impact
rather than exact geographies. "Scope" criteria is assessed to determine
how widespread the positive or negative impacts are, but not where exactly
they happen, as the supply chains are complex and out of the Group’s direct
control.
Value chain, through hot spots regarding regulatory environment in the
Group’s operating countries and sector specifics, reflecting the fashion and
retail industry’s characteristics, including labour practices, environmental
footprint, and consumer trends.
Stakeholders, as described in section Stakeholder engagement.
The assessment of the severity of impacts across all sustainability matters
utilized a conservative approach considering potential non-compliance or
worst-case scenarios:
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157 Annex
Sustainability statement Apranga Group
Where suppliers lacked public sustainability data, known industry impacts
were attributed to the value chain.
If topics could have both positive and negative effects, only the negative
impact was evaluated.
The Group does not yet have a fully formalized due diligence process as defined
in the international instruments of the UN Guiding Principles on Business and
Human Rights and the OECD Guidelines for Multinational Enterprises; however,
the process was informed by elements of due diligence that are embedded
within existing practices, described further in section Due diligence.
Financial materiality
The evaluation of the financial materiality of risks and opportunities was carried
out after the initial impact materiality assessment to adequately consider
whether risks and opportunities could arise from identified impacts and
dependencies. The financial materiality was assessed by the Group's internal
stakeholders based on how sustainability factors may impact key relationships
(ability to maintain partnerships under customary conditions) or the availability
of resources (market, technology and regulatory factors) considering the
following parameters:
How likely will the risk or
opportunity materialise in a
given time perspective.
How substantial are the financial
effects of the risk or opportunity
materialising.
LikelihoodMagnitude
The level of materiality was evaluated using a qualitative scale, with additional
quantitative measures based on percentage of revenue and percentage of
EBT. Based on the score, the risks and opportunities were assigned into the
following categories:
No risk/opportunity
Informative
Important
Significant
Critical
Climate risk and resilience
The Group has integrated climate considerations into its double materiality
assessment, though a structured climate scenario analysis including high-
emission climate scenarios with an emphasis on physical risk has not yet
been conducted. During the assessment, climate-related transition risks were
identified within the company’s operations and value chain, primarily linked to
regulatory changes, market developments, and shifting consumer expectations
around sustainability. Potential climate-related opportunities were also noted
but have not yet been quantified in terms of their financial impact. However,
none of these risks and opportunities have been considered to be material. The
comprehensive scenario analysis has not been conducted by the decision of the
Management. Resilience is currently evaluated on a qualitative ad-hoc basis for
all material sustainability matters considering matters to continue business-as-
usual, with climate-specific results explained in the chapter Material impacts,
risks and opportunities related to climate change.
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158 Annex
Sustainability statement Apranga Group
Materiality threshold
Sustainability matters were considered material if:
the impact or financial materiality assessment result was Critical or
both impact materiality and financial materiality scores were Significant
the topic was identified as strategically important to the Group’s business.
2025 review
In the summer of 2025, the initial assessment was reviewed based on feedback
from the 2024 audit, market practices, and the company’s current situation.
The focus shifted more towards retail operations, rather than prioritizing the
associated textile and manufacturing industries. As a result of the review,
impacts, risks and opportunities related to pollution, biodiversity water and
marine resources and workers in the value chain are no longer considered
material.
IRO category Location Time horizon Description Reason for change
Upstream
Own operations
Downstream
Short
Medium
Long
E2 Pollution of water
Potential
negative
impact
+ +
Negative impacts
arise from high
water consumption
and chemical use
in the raw material
processing and textile
production. Such
substances enter
the environment,
especially in countries
where water
treatment options are
limited.
The Group is one
of many actors
contributing to this
impact through Tier
2 and more distant
suppliers, resulting
in a limited relative
contribution, which is
also reflected in the
financial materiality
assessment.
Risk
+ +
The need to invest
in water pollution
control technologies
may require
significant costs and
increase production
costs.
Limited financial
impact to the group,
as risk is far down in
the value chain.
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159 Annex
Sustainability statement Apranga Group
IRO category Location Time horizon Description Reason for change
Upstream
Own operations
Downstream
Short
Medium
Long
Risk
+ +
Supplier selection
options may be
reduced if some
technologies
(manufacturing,
dyeing) are
considered
unacceptable
due to high water
consumption.
Limited financial
impact to the group,
as risk is far down in
the value chain.
E2 Microplastics
Potential
negative
impact
+ + +
Negative impact
due to the release
of microplastics into
the environment
in the value chain
(production
processes, use and
washing of sold
garments).
The Group is one
of many actors
contributing to this
impact through Tier
2 and more distant
suppliers, resulting
in a limited relative
contribution, which is
also reflected in the
financial materiality
assessment.
Risk/
opportunity
+ + + + +
Opting for sustainable
design and
production by
eliminating synthetic
materials could
expand the product
range and attract a
broader customer
base, though it
would lead to
higher production
costs. However, this
could lead to higher
production costs for
suppliers, potentially
affecting product
pricing.
Based on the
current relationship
structures, it is not
reasonably likely that
a significant financial
impact would occur
for the Group.
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160 Annex
Sustainability statement Apranga Group
IRO category Location Time horizon Description Reason for change
Upstream
Own operations
Downstream
Short
Medium
Long
E3 Water consumption & water withdrawals
Actual
negative
impact
+ + + +
Negative impacts
arise from the high-
water dependency in
cotton cultivation and
textile production,
particularly
concerning the use
of freshwater sources
like groundwater and
nearby rivers.
The Group is one
of many actors
contributing to this
impact through Tier
2 and more distant
suppliers, resulting
in a limited relative
contribution, which is
also reflected in the
financial materiality
assessment.
Opportunity
+ + + +
Encourage suppliers
to use water
sustainably (both in
terms of consumption
and the management
of contaminated
water).
Based on the
current relationship
structures with value
chain actors, it is not
reasonably likely that
a significant financial
impact would occur.
S2 Working conditions
Potential
negative
impact
+ +
Potential negative
impacts on value
chain workers at
all levels, excluding
Tier 1, due to the
lack of regulations
and guidelines to
mitigate excessive
working hours, which
is a significant issue
within the global
fashion industry.
The Group is one
of many actors
contributing to this
impact through Tier
2 and more distant
suppliers, resulting
in a limited relative
contribution, which is
also reflected in the
financial materiality
assessment
Risk
+ +
Disregarding work-life
balance within the
value chain threatens
its stability, potentially
jeopardizing
operations and
performance.
Will likely not
materialise for
Apranga directly due
to the distance in the
value chain.
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161 Annex
Sustainability statement Apranga Group
IRO category Location Time horizon Description Reason for change
Upstream
Own operations
Downstream
Short
Medium
Long
Risk/
opportunity
+ +
Regulation in this
area enhances the
stability of the value
chain, although it may
also lead to increased
production costs.
Will likely not
materialise for
Apranga directly due
to the distance in the
value chain.
Potential
negative
impact
+ + + +
Potential negative
impact on workers’
rights in the garment
industry due to
the absence of
commitments and
processes to ensure
that suppliers respect
fundamental labor
rights, including the
right to assembly and
collective bargaining,
across the entire
value chain (beyond
just Tier 1).
Impact concerns
a limited group of
stakeholders.
Risk
+ + + +
Increased regulation
may lead to higher
production costs and
pose a reputational
risk due to potential
negative consumer
reactions if issues
such as fair pay,
health and safety, and
fundamental labor
rights (including the
right to assembly
and collective
bargaining) are not
adequately addressed
throughout the entire
value chain.
Supply chain
involvement may be
limited and require
additional time, which
reduces the likelihood
of immediate
implementation.
2025
162 Annex
Sustainability statement Apranga Group
IRO category Location Time horizon Description Reason for change
Upstream
Own operations
Downstream
Short
Medium
Long
S2 Equal treatment and opportunities for all
Potential
negative
impact
+ + + +
Potential negative
impact on women
working in the
garment industry
arise from the
absence of
commitments and
processes to prevent
discrimination and
ensure a harassment-
free environment
throughout the value
chain.
Impact concerns
a limited group of
stakeholders.
Risk
+ + + +
Increased regulation
may lead to higher
production costs.
Additionally, there
is a reputational
risk due to potential
negative consumer
reactions if the issue
is not adequately
addressed.
Based on the
current relationship
structures with value
chain actors, it is not
reasonably likely that
a significant financial
impact would occur
for the Group.
Table 45. Impacts, risks and opportunities in sustainability matters that are as a whole
no longer considered material
There are also changes in the materiality of impacts within the climate change
topic that were previously considered material – these are related to climate
change adaptation and energy due to limited actors in the value chain having
these impacts. Single IROs within social and governance topics also lost their
materiality status due to reasons explained in the Table below.
2025
163 Annex
Sustainability statement Apranga Group
IRO category Location Time horizon Description Reason for change
Upstream
Own operations
Downstream
Short
Medium
Long
E1 Climate change adaptation
Actual
negative
impact
+ + + +
Intensive agricultural
practices during the
growing of the raw
material needed for
textile industry.
The Group is one
of many actors
contributing to this
impact through Tier
2 and more distant
suppliers, resulting
in a limited relative
contribution, which is
also reflected in the
financial materiality
assessment.
Transition
risk
+ + + + +
The limited availability
of GHG-reducing
technologies in
the value chain
may require costly
investments,
potentially driving up
product prices and
posing a financial risk
to the Group.
No foreseeable
material financial
impact for the Group.
Transition
risk/
opportunity
+ + + + +
The financial sector is
more likely to invest
(as well as it also can
influence
consumers
choice) in climate-
friendly industries
or companies,
presenting both
a risk and an
opportunity for the
Group, depending on
its own environmental
practices.
Current political
and market trend
do not support the
risk nor opportunity
materialising.
Transition
risk
+ + + + +
There is potential for
overall reputational
damage due to the
significant climate
impact of this
industry.
Current political and
market trend do
not support the risk
materialising.
2025
164 Annex
Sustainability statement Apranga Group
IRO category Location Time horizon Description Reason for change
Upstream
Own operations
Downstream
Short
Medium
Long
E1 Energy
Actual
negative
impact
+ + + +
High energy intensity
of textile and apparel
production.
The Group is one
of many actors
contributing to this
impact through Tier
2 and more distant
suppliers, resulting
in a limited relative
contribution, which is
also reflected in the
financial materiality
assessment.
Transition
risk
+ + + + + +
Tighter environmental
regulations on energy
consumption and
variations
in energy prices
could lead to higher
operating expenses.
Additionally, not
transitioning to
cleaner energy can
harm a company's
reputation and
relationships with
consumers, investors,
and regulators.
No foreseeable
material financial
impact for the Group.
Transition
risk/
opportunity
+ + + + + +
High energy prices
can push suppliers
out of the market
and reduce market
share. The need to
invest in energy-
efficient technologies
can undermine
partnerships if there
is no equal access to
or understanding of
these technologies.
However, investing
in energy-efficient
technologies can
provide long-term
financial benefits.
No foreseeable
material financial
impact for the Group.
2025
165 Annex
Sustainability statement Apranga Group
IRO category Location Time horizon Description Reason for change
Upstream
Own operations
Downstream
Short
Medium
Long
Transition
risk/
opportunity
+ + + + + +
While investing
in non-fossil fuel
transportation
solutions or self-
generated energy can
be expensive, it offers
significant long-term
financial benefits.
No foreseeable
material financial
impact for the Group.
Transition
opportunity
+ + + + + +
Implementing energy
saving practices
(value chain) can
yield immediate cost
savings. Additionally,
investing in energy-
efficient technologies
can enhance
efficiency and result
in long term financial
benefits.
No foreseeable
material financial
impact for the Group.
S1 Training and skills development
Opportunity
+ +
Partnerships
with educational
institutions can
attract students who
are looking for work-
study opportunities,
thereby expanding
the talent pool.
No foreseeable
material financial
impact for the Group.
G1 Prevention of corruption and bribery
Risk
+ + + + + +
Failure to comply with
legal requirements
and incidents of
corruption and
bribery can damage
public trust,
compel partners
to end business
relationships, lead
financial institutions
to downgrade the
company's reliability,
and worsen financial
conditions.
Very low likelihood of
incidents occurring.
2025
166 Annex
Sustainability statement Apranga Group
IRO category Location Time horizon Description Reason for change
Upstream
Own operations
Downstream
Short
Medium
Long
Risk
+ + + + + +
Incidents would
negatively affect
public trust, partners
would be forced to
terminate business
relationships,
financial institutions
would worsen the
company's reliability
indicators, and
financial conditions
would deteriorate.
Very low likelihood of
incidents occurring.
Opportunity
+ + + + + +
Strengthening
organizational
resilience through the
prevention of bribery
and corruption,
implementing
strong and
preventive internal
documentation, along
with continuous
training to improve
employees’
awareness and
knowledge of good
practices, helps them
recognize risks.
No foreseeable
material financial
impact for the Group.
Table 46. Individual impacts, risks and opportunities in material sustainability matters
that are no longer considered material
Topics connected to consumers and end-users are now considered material
based on a benchmark questionnaire conducted in August 2025 that on a
voluntary basis assessed consumers views on incorporating sustainability into
their buying decisions. As the Group’s business model is fundamentally built
on understanding consumer preferences and responding to market trends,
these insights directly inform strategic priorities.
The materiality assessment results will continue to be reviewed annually to
reflect regulatory changes, stakeholder expectations, market trends and how
these aspects relate to the Group’s business model.
2025
167 Annex
Sustainability statement Apranga Group
Table 47. MDR-M on administrative, management and supervisory bodies
Administrative, management and supervisory bodies
Connected IROs Transversal
Calculation methodology,
Significant assumptions & limitations
Calculations on the number of board
members, average ratio of female
to male members of the board
and management as well as the
proportion of independent members
of the management body are based
on the definition of administrative,
management, and supervisory bodies
as defined in corporate governance
policy. Subsidiary boards were
excluded.
Validation by an external body other
than the assurance provider
No
Energy consumption 2024 2025
Connected IROs Impacts connected to climate change mitigation.
Calculation
methodology,
Significant
assumptions &
limitations
Energy consumption is initially recorded in various units (e.g., litres, kWh) and
subsequently converted into megawatt-hours (MWh). These conversions are based
on national inventory reports and residual mixes published by the Association of
Issuing Bodies (AIB), using the respective versions for 2024 and 2025.
GOV-1
E1-5
Accounting
principles
2025
168 Annex
Sustainability statement Apranga Group
Energy consumption 2024 2025
Significant
assumptions &
limitations
Energy data is sourced from Apranga’s premises, shopping centre managers, and
fuel invoices. Total energy covers all GHG Scope 1 and 2 consumptions, including
fuels used in transportation, electricity, and district heating, categorized into fossil
and renewable sources. Fossil energy includes electricity, district heating, diesel, and
petrol; renewable energy includes solar and other sustainable alternatives.
The methodology focused on a granular
breakdown of specific fuel sources, where
for both electricity and heat energy fuels
were categorized under specific fuel
names (e.g., 'natural gas', 'lignite', 'hard
coal'). If 'hard coal' was used to generate
electricity, the energy attributes were
counted under 'fuel consumption of
coal and coal products'. This approach
prioritized tracking the precise primary
fuel source used.
To improve reporting accuracy, two
additional energy categories have been
introduced:
Non-fossil, non-renewable energy
consumption – covers sources such as
peat and waste heat used for heating,
which do not fit existing fossil or
renewable classifications.
Purchased electricity, heat, steam,
and cooling (fuel source unknown)
added for Latvia, where the fuel mix of
purchased heat is unavailable.
The methodology shifted to a simplified
categorization. The fuels used in electricity
and heating generation were categorized
into five categories: fossil, renewable,
nuclear, unknown or non-fossil non-
renewable fuel. This means that ‘hard coal’
would be categorized into 'consumption
of purchased or acquired electricity, heat,
steam, and cooling from fossil sources'.
The change is purely a reclassification of
the attributes. The actual physical volume
of energy consumed remains the same.
The energy consumption is calculated
using a combination of country-specific
electricity mixes, heating's fuel mix data,
renewable energy certificates, on-site
production and cars fuel consumption
data. Electricity source shares are
determined using the Association of
Issuing Bodies (AIB) Total Residual Mix
2024. Apranga’s electricity consumption
in each country is multiplied by the
national residual mix percentages to
allocate fossil, nuclear, and renewable
portions. For heating, Apranga applies
national or supplier-specific heating fuel
mix data where available. There, fore
renewable share of electricity and heating
and reported together under category
“Consumption of purchased or acquired
electricity, heat, steam, and cooling from
renewable sources. In addition, renewable
electricity certificates (Guarantees of
Origin) purchased by Apranga are added
to the same category.
Validation by an
external body other
than the assurance
provider
No
Table 48. MDR-M on energy consumption
All emissions are accounted in accordance with the methodology set out in
the Greenhouse Gas (GHG) Protocol Corporate Standard and financial control
approach is used. Since Apranga Group owns and operates in all subsidiaries
100%, the financial and operational control emissions are the same. Emissions
(including CO2, CH4, N2O, HFCs, PFCs, SF6 and NF3) are disclosed at a
consolidated Group level, as business operations and impacts across countries
are similar. Separating emissions by country would not provide additional
insights, particularly given the complexity of allocation in scope 3 – e.g.,
centralized ordering and warehousing.
E1-6
2025
169 Annex
Sustainability statement Apranga Group
Scopes 1 and 2
For Scope 1 and 2 calculations the external Sustinere HUB’s carbon footprint
calculation tool was used (https://my.sustinere.eu/product). The tool of
Sustinere HUB is validated by Bureau Veritas. For the calculations, the most
recent available emission factors were selected, described in Table 47.
Apranga Group obtains heating either through direct purchases or by paying
for consumption under agreements with landlords of rented spaces. 58.57% of
energy consumption under Scope 2 is covered by guarantees of origin.
170 Annex
2025Sustainability statement Apranga Group
Underlying data
and unit
Calculation
methodology
Emission factor source Emission factor value
(kgCO2e)
Rationale for
methodology and EF
choice, significant
assumptions
Scope 1
Cars Petrol consumption, l Activity-based; country/
regional average EF
Estonian national GHG
footprint calculation
model, 2025
2.250 For petrol and diesel
fuels country-average
emission factor is
used. For Lithuania
due to lack of data on
km values for hybrid
and plug-in-hybrid,
Estonia's values are
used.
Distance travelled,
hybrid, km
0.160
Distance travelled,
plug-in hybrid, km
0.173
Petrol consumption, l Latvia’s National
Inventory Report, 2024
(calculations based on
carbon content and
NCV)
2.257
Petrol consumption, l Lithuania’s National
Inventory Report, 2024
(calculations based on
carbon content and
NCV)
2.300
Diesel consumption, l 2.613
171 Annex
2025Sustainability statement Apranga Group
Underlying data
and unit
Calculation
methodology
Emission factor source Emission factor value
(kgCO2e)
Rationale for
methodology and EF
choice, significant
assumptions
Fugitive emissions R-410a consumption,
kg
Activity-based;
global EF
IPCC AR6 (2025) 2256 It was estimated that
the amount of the
refrigerant added over
the year is equal to the
refrigerant released
during the leakage. If
a refrigerant’s value
was missing, it was
calculated based
on the proportional
composition of the
refrigerant blend31
and the IPCC AR6
GWP values of each
component.
HFC-32 (R-32)
consumption, kg
IPCC AR6 (2025) 771
31 https: //ww2.arb.ca.gov/resources/documents/high-gwp-refrigerants
172 Annex
2025Sustainability statement Apranga Group
Underlying data
and unit
Calculation
methodology
Emission factor source Emission factor value
(kgCO2e)
Rationale for
methodology and EF
choice, significant
assumptions
Scope 2
Bought electricity Billed consumption,
kWh
Activity-based;
country/regional
average EF
Association of Issuing,
2024. - European
Residual Mixes
EE – 0.612; 0.491
LT – 0.567; 0.163
LV – 0.504; 0.432
Country-based
consumption and
emission factors were
used to calculate
location- and market-
based emissions.
Bought electricity,
renewable from
biomass (market-based
approach)
Estonian national GHG
footprint calculation
model, 2025, biomass
0.00023 Where certificates of
origin for renewable
energy were
unavailable, biomass
was used as the
assumed energy
source. This assumption
ensures that potential
biogenic emissions
are included in the
calculations.
Giuntoli J, Agostini
A, Edwards R, Marelli
L, Solid and gaseous
bioenergy pathways:
input values and GHG
emissions. Calculated
according to the
methodology set in
COM(2016) 767, EUR
27215 EN.
0.00146
On-site produced and
consumed renewable
electricity
Produced and
consumed renewable
electricity, kWh
Activity-based; global
average EF
Bastos, J., Monforti-
Ferrario, F., & Melica, G,
2024.
Covenant of Mayors
for Climate and
Energy: Greenhouse
gas emission
factors for local
emission inventories.
Publications Office of
the European Union.
0 It is assumed that for
on-site produced and
consumed renewable
electricity
no GHG emissions arise.
173 Annex
2025Sustainability statement Apranga Group
Underlying data
and unit
Calculation
methodology
Emission factor source Emission factor value
(kgCO2e)
Rationale for
methodology and EF
choice, significant
assumptions
District heating, Tallinn Billed consumption,
kWh
Activity-based; supplier-
specific EF
Utilitas, supplier-
specific heat
production indicators,
2024
Not public; directly
acquired from the
company
Fuel mix data was
derived directly from
the supplier and
supplier-specific
emission factor was
calculated.
District heating, Tartu Gren, supplier-specific
heat production
indicators, 2024
0.028 Publicly available
supplier specific data
and emission factor was
used.
District heating, Latvia Billed consumption,
kWh
Activity-based; country/
regional average EF
Republic of Latvia
Cabinet Regulations
No. 42, Calculation
methodology of
greenhouse gas
emissions
0.09 Apranga operates
many stores across
different municipalities
in Lithuania and Latvia,
served by separate
district heating
providers. Because
supplier-specific
emission factors
are not publicly
available for many
of these providers,
country-average district
heating emission factor,
based on publicly
available national data,
was applied for all
premises in Lithuania
and Latvia.
District heating,
Lithuania
The National Energy
Regulatory Council's
Heat sector overview
for 2023;
VERT’s Heat Sector
Overview, 2024
0.09
Table 49. Calculation methodology of Scope 1 and 2 emissions
2025
174 Annex
Sustainability statement Apranga Group
Scope 3
Scope 3 includes and accounts for other indirect emissions within Apranga
Group’s value chain that are not covered elsewhere. The reporting of indirect
Scope 3 emissions is based on the GHG Corporate Value Chain (Scope 3)
Standard, which divides the Scope 3 inventory into 15 categories (C1C15).
The following categories were considered irrelevant in both 2024 and 2025
GHG calculations:
The quality of Scope 3 emissions data in GHG calculations improves with the use
of more specific methods, while less specific methods tend to result in lower-
quality data. Activity-based assessment indicates the use of primary data when
based on direct measurements or supplier-specific data, whereas spend-based
and average-data methods rely on secondary data, such as industry averages
or financial data converted into emissions estimates. A detailed overview of the
calculation methods used is provided in the Table below.
Sub-category of Hotel nights under Scope 3 Category 6 Business travel has
been excluded in 2025 compared to 2024 due to an insignificant impact on the
overall emissions.
Table 50. List of Scope 3 categories excluded from the inventory with justification of
their exclusion
Excluded scope 3 category Justification for exclusion
8. Upstream leased assets Emissions from rented premises are accounted for
under Scope 2, no other significant leased assets.
10. Processing of sold
products
The Group only sells finished products and does
not supply goods for further production by other
companies.
13. Downstream leased
assets
The Group does not lease assets to other
companies.
14. Franchises The Group does not operate any franchises.
15. Investments Although the Group holds shares in the
investment company UAB Verslo Trikampis, this
investment is not related to the group's core
activities. Additionally, with only a 6.5% ownership
stake and no controlling rights over the project,
it is not considered relevant for the Scope 3
calculations.
GOV-1
175 Annex
2025Sustainability statement Apranga Group
Underlying data and
unit
Calculation
methodology
Emission factor source Rationale for methodology and EF
choice, significant assumptions
Primary data
% of total
emissions
1. Purchased goods and services
Bottoms, dresses
& skirts, footwear,
outerwear, swimwear,
tops, tops + bottoms
Quantity of products
purchased, pieces
Activity-based; product
level EF
ADEME's Footprint
Database - Base
Carbone, v23.8.
Upstream GHG emissions from
purchased products, such
as retail fashion goods, are
estimated.
Where activity-based data is
unavailable, a spend-based
approach is used.
Since for a lot of product
categories the information of
the material is unknown then
average emission factor for these
products is used. For example,
in category “Tops” the material
of T-shirts is often unknown,
therefore average emission
factor was calculated from
category's most representative
materials, polyester T-shirt and
cotton T-shirt. This approach
ensures products are assigned a
reasonable emissions estimate.
However, compared to 2024,
a more conservative approach
was applied to jackets, anoraks
and waistcoats by using higher
emission factors available due to
the absence of sufficiently precise
emission factors alternatives, and
the material composition of these
product categories could not be
determined.
0
Underwear & sleepwear Spend-based G. Peters, M. Svanström,
S. Roos, G. Sandin, B.
Zamani31
Fragrances & cosmetics,
furniture, handbags,
home textiles, other,
textile items
Spending on products,
EUR
Exiobase, v3.9.
Accessories Quantity of products
purchased, pieces &
spending on products,
EUR
Activity-based, spend-
based; product level EF,
spend-based EF
Exiobase, v3.9; G. Peters,
M. Svanström, S. Roos,
G. Sandin, B. Zamani.
176 Annex
2025Sustainability statement Apranga Group
Underlying data and
unit
Calculation
methodology
Emission factor source Rationale for methodology and EF
choice, significant assumptions
Primary data
% of total
emissions
2. Capital goods
Computer software,
computers and
communication
equipment, machinery,
office equipment and
furniture, other non-
current intangible
assets, other non-
current tangible assets,
POS system, repair,
trade equipment.
Spending on items/
services, EUR
Spend-based EXIOBASE dataset v3.9 Spend-based method is used,
since for buildings, repair works,
computer software etc supplier
specific or material specific
information is often missing
and to not contribute highly to
group’s emissions.
0
3. Fuel and energy-related activities (not included in Scope1 or Scope 2)
Petrol WTT Fuel consumption, l Activity-based Department for Energy
Security and Net Zero,
2025. Greenhouse gas
reporting: conversion
factors 2025.
Country-specific well-to-tank
(WTT) emission factors for fuels
are often unavailable, or they
are inconsistent across national
reporting systems. Therefore, the
DEFRA (2025) emission factor
database was selected.
0.01
Diesel WTT Department for Energy
Security and Net Zero,
2025. Greenhouse gas
reporting: conversion
factors 2025.
177 Annex
2025Sustainability statement Apranga Group
Underlying data and
unit
Calculation
methodology
Emission factor source Rationale for methodology and EF
choice, significant assumptions
Primary data
% of total
emissions
Electricity (grid loss) -
EE
Billed consumption,
kWh
Activity-based CEER report, 2025. 3rd
CEER Report on Power
Losses.
For electricity, only grid loss-
related emissions are calculated
for each country, as fuel mix
data necessary for well-to-
tank emissions calculations
is unavailable. For heating, a
more comprehensive approach
was possible for Estonia, where
both grid loss and well-to-tank
emissions are calculated using
supplier-specific data. However,
for Lithuania and Latvia, only grid
loss emissions are calculated for
heating, based on information
from various available reports.
0.01
Electricity (grid loss) -
EE
Billed consumption,
kWh
CEER report, 2025. 3rd
CEER Report on Power
Losses.
For electricity, only grid loss-
related emissions are calculated
for each country, as fuel mix
data necessary for well-to-
tank emissions calculations
is unavailable. For heating, a
more comprehensive approach
was possible for Estonia, where
both grid loss and well-to-tank
emissions are calculated using
supplier-specific data. However,
for Lithuania and Latvia, only grid
loss emissions are calculated for
heating, based on information
from various available reports.
Electricity (grid loss) -
LV
CEER report, 2025. 3rd
CEER Report on Power
Losses.
Electricity (grid loss) - LT Litgrid, 2023. National
electricity demand and
generation.
178 Annex
2025Sustainability statement Apranga Group
Underlying data and
unit
Calculation
methodology
Emission factor source Rationale for methodology and EF
choice, significant assumptions
Primary data
% of total
emissions
Heating Tallinn
(WTT+grid loss) - EE
Billed consumption,
kWh
Activity-based Utilitas, supplier-
specific heat production
indicators, 2024; RMK
süsinikuraport, 2022;
National GHG inventory
report, 2021; Prussi, et
al., 2020. JEC Well-to-
Tank report v5
For electricity, only grid loss-
related emissions are calculated
for each country, as fuel mix
data necessary for well-to-
tank emissions calculations
is unavailable. For heating, a
more comprehensive approach
was possible for Estonia, where
both grid loss and well-to-tank
emissions are calculated using
supplier-specific data. However,
for Lithuania and Latvia, only grid
loss emissions are calculated for
heating, based on information
from various available reports.
0.01
Heating Tartu
(WTT+grid loss) - EE
Gren, supplier-specific
heat production
indicators, 2024; RMK
süsinikuraport, 2022;
National GHG inventory
report, 2021; Prussi, et
al., 2020. JEC Well-to-
Tank report v5
Heating (grid loss) - LV AS Rīgas Siltums. AS
"Rīgas Siltums" vidēja
termiņa darbības
stratēģija 2024.-2030.
gadam
Heating (grid loss) - LT The National
Energy Regulatory
Council, 2023. Heat
sector overview;
Communication with
VERT
179 Annex
2025Sustainability statement Apranga Group
Underlying data and
unit
Calculation
methodology
Emission factor source Rationale for methodology and EF
choice, significant assumptions
Primary data
% of total
emissions
4. Upstream transportation and distribution
Upstream
transportation
Spending on services,
EUR
Spend-based EXIOBASE dataset v3.9 Since getting granular "activity
data" (like specific vehicle type,
fuel consumption, and distance
traveled) from different suppliers
and their various carriers is
difficult then spend-based
method was used instead.
0
5. Waste generated in operations
Recycled glass, plastic,
PET, paper, wood, small
IT, other
Generated waste, kg Activity based; country/
regional/global average
EF
Estonian national GHG
footprint calculation
model, 2025
For waste confirmed as recycled,
only transportation-related
emissions were calculated
following market practice.
For non-recycled waste,
where the specific disposal
route was not documented,
either incineration or landfill
scenario were used together
with transportation, with the
exception of electronic waste,
which follows dedicated WEEE
treatment requirements. In
2024, due to lack of data, only
transport-related emissions were
calculated for all waste, which
is the reason for the significant
increase in emissions in 2025.
0
Glass, landfill Department for Energy
Security and Net Zero,
2025. Greenhouse gas
reporting: conversion
factors 2025.
180 Annex
2025Sustainability statement Apranga Group
Underlying data and
unit
Calculation
methodology
Emission factor source Rationale for methodology and EF
choice, significant assumptions
Primary data
% of total
emissions
Plastic/PET, municipal
incineration
Generated waste, kg Activity based; country/
regional/global average
EF
Estonian national GHG
footprint calculation
model, 2025; Ecoinvent
v3.11
For waste confirmed as recycled,
only transportation-related
emissions were calculated
following market practice.
For non-recycled waste,
where the specific disposal
route was not documented,
either incineration or landfill
scenario were used together
with transportation, with the
exception of electronic waste,
which follows dedicated WEEE
treatment requirements. In
2024, due to lack of data, only
transport-related emissions were
calculated for all waste, which
is the reason for the significant
increase in emissions in 2025.
0
Paper, landfill UK GHG Conversion
Factors, 2025
Other, management
unknown
Estonian national GHG
footprint calculation
model, 2025
Wood, municipal
incineration
Estonian national GHG
footprint calculation
model, 2025; Ecoinvent
v3.11
Electronics, manual
dismantling
Ecoinvent v3.11
Construction waste,
landfill
Estonian national GHG
footprint calculation
model, 2025; Ecoinvent
v3.11
Batteries Ecoinvent v3.11
181 Annex
2025Sustainability statement Apranga Group
Underlying data and
unit
Calculation
methodology
Emission factor source Rationale for methodology and EF
choice, significant assumptions
Primary data
% of total
emissions
6. Business travel
Flights Supplier-specific data
from travel agency
Activity-based; supplier
specific EF
Supplier-specific data
from travel agency
Employee air travel emissions
data is obtained from the travel
agency.
0.08
7. Employee commuting
Number of employees,
head count
Average-method Benchmark analysis
by Sustinere of
comparative companies
and their employees
commuting emissions
To estimate the impact of
employee commuting, Sustinere
conducted a benchmark analysis
and used the average emissions
per employee (tCO2e/per
employee commute) derived
from that benchmark.
0
9. Downstream transportation and distribution
Spending on services,
EUR
Spend-based EXIOBASE dataset v3.9 Since getting granular "activity
data" (like specific vehicle type,
fuel consumption, and distance
travelled) from different suppliers
and their various carriers is
difficult then spend-based
method was used instead.
0
182 Annex
2025Sustainability statement Apranga Group
Underlying data and
unit
Calculation
methodology
Emission factor source Rationale for methodology and EF
choice, significant assumptions
Primary data
% of total
emissions
10. Use of sold products
Bottoms, dresses
& skirts, footwear,
outerwear, swimwear,
tops, tops + bottoms
Quantity of products
sold, pieces
Activity-based; product
level EF
ADEME's Footprint
Database - Base
Carbone, v23.8.
Where product material
specifications were missing, the
average use phase emission
factor of the product category
was used, for example, the
previous example regarding
T-shirts in category 1.
0
Accessories; underwear
& sleepwear
G. Peters, M. Svanström,
S. Roos, G. Sandin, B.
Zamani32
Fragrances & cosmetics,
furniture, handbags,
home textiles, other,
textile items
N/A N/A N/A For fragrances, handbags etc
the use-phase emissions are
not calculated since there are
no use-phase emissions or no
available data or emissions are
insignificant (estimated 1.8% of
total impact).
11. End-of-life treatment of sold products
Bottoms, dresses
& skirts, footwear,
outerwear, swimwear,
tops, tops + bottoms
Accessories; underwear
& sleepwear
Fragrances & cosmetics,
furniture, handbags,
home textiles, other,
textile items
Quantity of products
sold, pieces
Activity-based; product
level EF
ADEME's Footprint
Database - Base
Carbone, v23.8.
Where product material
specifications were missing, the
average end-of-life emission
factor of the product category
was used, for example, the
previous example regarding
T-shirts in category 1.
For fragrances, handbags etc the
end-of-life phase emissions are
not calculated since there are no
available data or emissions are
insignificant (estimated 0.02% of
total impact).
0
183 Annex
2025Sustainability statement Apranga Group
Underlying data and
unit
Calculation
methodology
Emission factor source Rationale for methodology and EF
choice, significant assumptions
Primary data
% of total
emissions
Accessories; underwear
& sleepwear
Quantity of products
sold, pieces
Activity-based; product
level EF
ADEME's Footprint
Database - Base
Carbone, v23.8.
Where product material
specifications were missing, the
average end-of-life emission
factor of the product category
was used, for example, the
previous example regarding
T-shirts in category 1.
For fragrances, handbags etc the
end-of-life phase emissions are
not calculated since there are no
available data or emissions are
insignificant (estimated 0.02% of
total impact).
0
Fragrances & cosmetics,
furniture, handbags,
home textiles, other,
textile items
N/A N/A N/A
Table 51. MDR-M on E1-6 Scope 3 data.
32 1 - Carbon footprints in the textile industry, Editor(s): Subramanian Senthilkannan
Muthu, In Woodhead Publishing Series in Textiles, Handbook of Life Cycle
Assessment (LCA) of Textiles and Clothing, Woodhead Publishing, 2015, Pages 3-30,
ISBN 9780081001691, https://doi.org/10.1016/B978-0-08-100169-1.00001-0.
2025
184 Annex
Sustainability statement Apranga Group
Table 52. MDR-M on total weight of products
Table 53. MDR-M on waste
Total weight of products 2024 2025
Connected IROs Impacts, risks and opportunities related to
resource inflows.
Calculation methodology Total weight is calculated in the import
documents declared by manufacturers.
Significant assumptions &
limitations
In some cases, estimations are made by
attributing fixed weight for similar items. There
is no possibility to distinguish the percentage
of products made of recycled materials as this
information would not be accurate.
Validation by an external
body other than the
assurance provider
No.
Waste generated
in own operations
2024 2025
Connected IROs Impacts, risks and opportunities related to waste.
Calculation
methodology
The data is sourced
from Lithuania’s Unified
Product, Packaging, and
Waste Record-Keeping
System. This system tracks
packaging waste placed
on the market (distributed
to customers), packaging
used internally, and waste
generated on-site.
The data is sourced from
Lithuania’s Unified Product,
Packaging, and Waste
Record-Keeping System
and collected from each
company in the group
(all countries). The data is
based on the documents
provided by the waste
managers. Data regarding
OÜ "Apranga" was
calculated proportionally
like in 2024.
Significant
assumptions &
limitations
In some rented locations and shopping centres, it is
challenging to identify the full amount of waste generated.
This is due to the use of shared paper and plastic sorting
facilities, where data on treated waste is not accessible.
Waste management in leased assets is typically handled
by third-party service providers who communicate directly
with the lessor, limiting data availability. Municipal waste
generated in administrative buildings and stores is not
included, as these volumes are considered negligible. The
system does not provide details on the treatment processes
applied to recycled or non-recycled waste. Therefore, such
information cannot be disclosed.
Validation by
an external
body other than
the assurance
provider
No.
E5-4
E5-5
2025
185 Annex
Sustainability statement Apranga Group
Waste
Connected IROs Impacts, risks and opportunities related to Extended
Producer Responsibility.
Calculation
methodology,
significant
assumptions and
limitations
The volume of textile sold is calculated according to
the sales volume based on the import documents
declared by the manufacturers (as in E5-5). Collected
volume of textile is provided to the Group by the
contractor based on overall actual weight and the
proportion of the Group’s sales volume.
Validation by an
external body other
than the assurance
provider
No.
Workforce characteristics
Connected IROs SBM-1 and S1-6 are transversal metrics; S1-9 is
connected to impact in relation to diversity.
Calculation
methodology
The number of employees is reported as headcount
as of the last day of the reporting year, based on data
from the internal HR system, HRB portal (age split was
added as a new metric in 2025). These numbers align
with the management report (page 53). Employees
on maternity or paternity leave, as well as duplicate
records for individuals working in multiple Group
companies, are excluded.
Data provided as it was at the end of the reporting
period; aligned with management report.
Significant
assumptions &
limitations
In all three Baltic countries, legal recognition is limited
to male and female genders, and the framework for
recognizing non-binary genders is not fully established.
The Group does not collect data on non-binary
individuals, which may lead to reports that do not fully
represent the diversity within the workforce.
Top management used for diversity calculations is
defined as the Board of Directors of the Group, see
section The role of the administrative, management
and supervisory bodies.
Validation by an
external body other
than the assurance
provider
No.
E5, entity-specific
SBM-1, S1-6, S1-9
Table 55. MDR-M on workforce characteristics
Table 54. MDR-M on entity-specific
2025
186 Annex
Sustainability statement Apranga Group
Employee turnover
Connected IROs Material metric disclosed to understand risks related to
working time and training and skills development.
Calculation
methodology
The turnover rate is calculated as the ratio of
employees who left during the reporting year to the
average number of employees for the same period.
The average headcount is determined by summing
the number of employees as of January 1 2025 and
December 31 2025 and dividing the total by two.
Significant
assumptions &
limitations
Only employees with work contracts are included
in turnover calculations, while non-employees and
rehired employees are excluded.
Validation by an
external body other
than the assurance
provider
No.
Characteristics of non-employees
Connected IROs Transversal.
Calculation
methodology,
significant
assumptions &
limitations
The number of non-employees is provided in
headcount method throughout the year in each
country separately. Non-employees are workers who
agree to work temporarily usually through third-party
employment agency. Estonia also has a special type
of work contract for temporal employees with fixed
hours agreed. These workers are not considered as
employees. Seasonal fluctuation may influence the
number of non-employees at any given moment;
therefore, the total number throughout the year is
calculated (FTE calculations and comparison to the
total number of employees is not available).
Validation by an
external body other
than the assurance
provider
No.
Table 56. MDR-M on employee turnover
Table 57. MDR-M on characteristics of non-employees
S1-7
2025
187 Annex
Sustainability statement Apranga Group
Training and skills development
Connected IROs Impacts, risks and opportunities related to training and
skills development.
Calculation
methodology
Numbers are calculated by adding up the number of
participants from each training session.
Significant
assumptions &
limitations
The information is not tracked by gender in internal
accounting systems and therefore cannot be provided
in the report.
The data contains duplicates, as same people
participate in more than one session due to the
specifics of the training. Information provided from
training registration reports and allows only total
amount of hours to be disclosed, an average number
of training hours per FTE cannot be calculated.
Validation by an
external body other
than the assurance
provider
No.
Gender pay gap
Connected IROs Impacts, risks and opportunities related to gender
equality and equal pay for work of equal value.
Calculation
methodology
Calculated as the average salary of all men minus the
average salary of all women divided by the average
salary of all men and multiplied by 100.
Significant
assumptions &
limitations
Calculations on an hourly basis were not feasible, as
the personnel accounting system had not been fully
implemented across all countries.
Validation by an
external body other
than the assurance
provider
No.
Table 58. MDR-M on training and skills development
Table 59. MDR-M on gender pay gap
S1-13
S1-16
2025
188 Annex
Sustainability statement Apranga Group
Annual total remuneration ratio (ATTR) 2024 and 2025
Connected IROs
Impacts, risks and opportunities related to adequate wages.
Calculation
methodology
Calculated as a ratio of annual highest earner and annual
median (excl. the highest earner).
Significant
assumptions &
limitations
Given the Group’s relatively high employee turnover rate,
only employees with a tenure of at least one year were
included in the ATRR calculation.
Employees on parental leave were excluded.
This methodology ensures a more accurate determination
of the annual median, incorporating the effects of seasonal
variations, additional payouts (such as bonuses), and other
forms of remuneration.
Estonian data excluded due to lack of information for the
whole year in 2024, but included in 2025
Validation by an
external body other
than the assurance
provider
No.
Table 60. MDR-M on annual total remuneration ratio
Incidents, complaints, and severe human rights impacts
Connected IROs Transversal.
Calculation
methodology,
significant
assumptions and
limitations
Count of confirmed incidents, i.e. incidents that have
been found to be substantiated. Confirmed incidents
do not include incidents of child or forced labour or
human trafficking that are still under investigation in
the reporting period.
Validation by an
external body other
than the assurance
provider
No.
Table 61. MDR-M on incidents, complaints, and severe human rights impacts
S1-17
2025
189 Annex
Sustainability statement Apranga Group
Training on corruption and bribery
Connected IROs All material IROs under business conduct, addressing
broad principles of corporate culture and ethics, not
limited to corruption and bribery.
Calculation
methodology
Training hours are estimated by multiplying the
session length by the number of participants (in 2024,
the sessions were ~1.5-hours long, in 2025 1 hour long).
Significant
assumptions &
limitations
The number may be understated, as multiple
employees can join the training from a store using a
single account.
Validation by an
external body other
than the assurance
provider
No.
Incidents of corruption or bribery
Connected IROs All material impacts and risks connected to prevention
of corruption and bribery.
Calculation
methodology,
significant
assumptions &
limitations
Count of confirmed incidents, i.e. incidents of
corruption or bribery that have been found to be
substantiated. Confirmed incidents of corruption
or bribery do not include incidents of corruption or
bribery that are still under investigation at the end of
the reporting period.
Validation by an
external body other
than the assurance
provider
No.
Table 62. MDR-M on training on corruption and bribery
Table 63. MDR-M on incidents of corruption and bribery
G1-3
G1-4
2025
190 Annex
Sustainability statement Apranga Group
Payment practices
IRO coverage by topic Risk of failure to manage supplier relationships and
delayed payments could reduce or stop supply and
may result in termination of franchise or distribution
contracts.
Calculation
methodology,
significant
assumptions &
limitations
Count of payments aligned with standard terms is
divided by all payments, consistent with the financial
statements.
Number of legal proceedings for outstanding
payments is counted.
Validation by an
external body other
than the assurance
provider
No.
Table 64. MDR-M on payment practices
G1-6
2025
191 Annex
Sustainability statement Apranga Group
List of disclosure
requirements
Material disclosure requirements have been identified based on the results of
the double materiality assessment, following the requirements of the CSRD
and ESRS.
Stakeholder engagement
IRO-2
Disclosure requirement Report paragraph
BP-1 General basis for preparation of sustainability
statements
Basis for preparation
BP-2 Disclosures in relation to specific circumstances
Basis for preparation
GOV-1 The role of the administrative, management
and supervisory bodies
The role of the administrative, management
and supervisory bodies
GOV-2 Information provided to and sustainability
matters addressed by the undertaking’s
administrative, management and supervisory
bodies
Sustainability matters addressed by
governance bodies
GOV-3 Integration of sustainability-related
performance in incentive schemes
Integration of sustainability-related
performance in incentive schemes
GOV-4 Statement on due diligence
Due diligence
GOV-5 Risk management and internal controls over
sustainability reporting
Sustainability risk management and internal
controls over sustainability reporting
SBM-1 Strategy, business model and value chain
Strategy, business model and value chain
SBM-2 Interests and views of stakeholders
Interests and views of stakeholders
SBM-3 Material impacts, risks and opportunities and
their interaction with strategy and business
model
Material impacts, risks and opportunities
IRO-1 Description of the processes to identify and
assess material impacts, risks and opportunities
Double materiality assessment methodology
2025
192 Annex
Sustainability statement Apranga Group
Disclosure requirement Report paragraph
IRO-2 Disclosure requirements in ESRS covered by
the undertaking’s sustainability statement
List of disclosure requirements
Table 65. Disclosure requirements in ESRS 2 General Disclosures
Table 66. Disclosure requirements in ESRS E1 Climate change
ESRS E1 Climate change
Disclosure requirement Report paragraph
E1.GOV-3 Integration of sustainability-related
performance in incentive schemes
Integration of sustainability-related
performance in incentive schemes
E1-1 Transition plan for climate change mitigation
Climate change management
E1.SMB-3 Material impacts, risks and opportunities and
their interaction with strategy and business
model
Material impacts, risks and opportunities
related to climate change
E1.IRO-1 Description of the processes to identify and
assess material climate-related impacts, risks
and opportunities
Double materiality assessment
methodology
E1-2 Policies related to climate change mitigation
and adaptation
Climate change management
E1-3 Actions and resources in relation to climate
change policies
Climate change management
E1-4 Targets related to climate change mitigation
and adaptation
Climate change management
E1-5 Energy consumption and mix
Energy consumption and mix
E1-6 Gross Scopes 1, 2, 3 and Total GHG emissions
Greenhouse gas emissions
E1-7 GHG removals and GHG mitigation projects
financed through carbon credits
Not material
E1-8 Internal carbon pricing Not material
E1-9 Anticipated financial effects from material
physical and transition risks and potential
climate-related opportunities
Phased in
2025
193 Annex
Sustainability statement Apranga Group
ESRS E2 Pollution
ESRS E3 Water
Disclosure requirement Report paragraph
E2.IRO-1 Description of the processes to identify and
assess material pollution-related impacts, risks
and opportunities
Double materiality assessment
methodology
E2-1 Policies related to pollution Not material
E2-2 Actions and resources related to pollution Not material
E2-3 Targets related to pollution Not material
E2-4 Pollution of air, water and soil Not material
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
Not material
Disclosure requirement Report paragraph
E3.IRO-1 Description of the processes to identify and
assess material water and marine resources-
related impacts, risks and opportunities
Double materiality assessment
methodology
E3-1 Policies related to water and marine resources Not material
E3-2 Actions and resources related to water and
marine resources
Not material
E3-3 Targets related to water and marine resources Not material
E3-4 Water consumption Not material
E3-5 Anticipated financial effects from water and
marine resources-related impacts, risks and
opportunities
Not material
Table 67. Disclosure requirements in ESRS E2 Pollution
Table 68. Disclosure requirements in ESRS E3 Water
2025
194 Annex
Sustainability statement Apranga Group
ESRS E4 Biodiversity and ecosystems
Disclosure requirement Report paragraph
E4-1 Transition plan and consideration of
biodiversity and ecosystems in strategy and
business model
Not material
E4.SBM-3 Material impacts, risks and opportunities and
their interaction with strategy and business
model
Not material
E4.IRO-1 Description of the processes to identify
and assess material resource use and
circular economy-related impacts, risks and
opportunities
Double materiality assessment
methodology
E4-2 Policies related to biodiversity and ecosystems Not material
E4-3 Actions and resources related to biodiversity
and ecosystems
Not material
E4-4 Targets related to biodiversity and ecosystems Not material
E4-5 Impact metrics related to biodiversity and
ecosystems change
Not material
E5-6 Anticipated financial effects from biodiversity
and ecosystem-related risks and opportunities
Not material
Table 69. Disclosure requirements in ESRS E4 Biodiversity and ecosystems
2025
195 Annex
Sustainability statement Apranga Group
ESRS E5 Circular economy
ESRS S1 Own workforce
Disclosure requirement Report paragraph
E5.IRO-1 Description of the processes to identify
and assess material resource use and
circular economy-related impacts, risks and
opportunities
Double materiality assessment
methodology
E5-1 Policies related to resource use and circular
economy
Circular economy management
E5-2 Actions and resources related to resource use
and circular economy
Circular economy management
E5-3 Targets related to resource use and circular
economy
Circular economy management
E5-4 Resource inflows
Resource inflows
E5-5 Resource outflows
Waste
E5-6 Anticipated financial effects from resource use
and circular economy-related impacts, risks
and opportunities
Not material
Disclosure requirement Report paragraph
S1.SBM-2 Interests and views of stakeholders
Interests and views of stakeholders
S1.SBM-3 Material impacts, risks and opportunities and
their interaction with strategy and business
model
Material impacts, risks and opportunities
related to own workforce
S1-1 Policies related to own workforce
Workforce management
S1-2 Processes for engaging with own workers and
workers’ representatives about impacts
Workforce management
S1-3 Processes to remediate negative impacts and
channels for own workers to raise concerns
Workforce management
Table 70. Disclosure requirements in ESRS E5 Circular economy
2025
196 Annex
Sustainability statement Apranga Group
Disclosure requirement Report paragraph
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
Workforce management
S1-5 Targets related to managing material negative
impacts, advancing positive impacts, and
managing material risks and opportunities
Workforce management
S1-6 Characteristics of the undertaking’s employees
Diversity and characteristics of employees
S1-7 Characteristics of non-employee workers in the
undertaking’s own workforce
Characteristics of non-employees
S1-8 Collective bargaining coverage and social
dialogue
Not material
S1-9 Diversity metrics
Diversity and characteristics of employees
S1-10 Adequate wages
Remuneration
S1-11 Social protection Not material
S1-12 Persons with disabilities Phased in
S1-13 Training and skills development metrics
Training and skills development
S1-14 Health and safety metrics Not material
S1-15 Work-life balance metrics Not material
S1-16 Compensation metrics (pay gap and total
compensation)
Remuneration
S1-17 Incidents, complaints and severe human rights
impacts
Incidents, complaints and severe human
rights impacts
Table 71. Disclosure requirements in ESRS S1 Own workforce
2025
197 Annex
Sustainability statement Apranga Group
ESRS S2 Workers in the value chain
Disclosure requirement Report paragraph
S2.SBM-2 Interests and views of stakeholders Not material
S2.SBM-3 Material impacts, risks and opportunities and
their interaction with strategy and business
model
Not material
S2-1 Policies related to value chain workers Not material
S2-2 Processes for engaging with value chain
workers about impacts
Not material
S2-3 Processes to remediate negative impacts
and channels for value chain workers to raise
concerns
Not material
S2-4 Taking action on material impacts on value
chain workers, and approaches to managing
material risks and pursuing material
opportunities related to value chain workers,
and effectiveness of those actions
Not material
S2-5 Targets related to managing material negative
impacts, advancing positive impacts, and
managing material risks and opportunities
Not material
Table 72. Disclosure requirements in ESRS S2 Workers in the value chain
ESRS S3 Affected communities
Disclosure requirement Report paragraph
S3.SBM-2 Interests and views of stakeholders Not material
S3.SBM-3 Material impacts, risks and opportunities and
their interaction with strategy and business
model
Not material
S3-1 Policies related to affected communities Not material
S3-2 Processes for engaging with affected
communities about impacts
Not material
S3-3 Processes to remediate negative impacts and
channels for affected communities to raise
concerns
Not material
2025
198 Annex
Sustainability statement Apranga Group
Table 73. Disclosure requirements in ESRS S3 Affected communities
Disclosure requirement Report paragraph
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
Not material
S3-5 Targets related to managing material negative
impacts, advancing positive impacts, and
managing material risks and opportunities
Not material
ESRS S4 Consumers and end-users
Disclosure requirement Report paragraph
S4.SBM-2 Interests and views of stakeholders
Interests and views of stakeholders
S4.SBM-3 Material impacts, risks and opportunities and
their interaction with strategy and business
model
Material impacts, risks and opportunities
related to consumers and end-users
S4-1 Policies related to consumers and end-users
Consumer management
S4-2 Processes for engaging with consumers and
end-users about impacts
Consumer management
S4-3 Processes to remediate negative impacts and
channels for consumers and end-users to raise
concerns
Consumer management
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
Consumer management
S4-5 Targets related to managing material negative
impacts, advancing positive impacts, and
managing material risks and opportunities
Consumer management
Table 74. Disclosure requirements in ESRS S4 Consumers and end-users
2025
199 Annex
Sustainability statement Apranga Group
ESRS G1 Business conduct
Disclosure requirement Report paragraph
G1.GOV-1 The role of the administrative, management
and supervisory bodies
The role of the administrative, management
and supervisory bodies
G1.IRO-1 Description of the processes to identify and
assess material impacts, risks and opportunities
Double materiality assessment
methodology
G1-1 Business conduct policies and corporate
culture
Policies on business conduct
G1-2 Management of relationships with suppliers
Supplier policy
G1-3 Prevention and detection of corruption and
bribery
Policies on business conduct
G1-4 Incidents of corruption or bribery
Incidents of corruption or bribery
G1-5 Political influence and lobbying activities Not material
G1-6 Payment practices
Payment practices
Table 75. Disclosure requirements in ESRS G1 Business conduct
2025
200 Annex
Sustainability statement Apranga Group
List of data points
deriving from other
EU legislation
IRO-2
Disclosure requirement,
related datapoint and
paragraph
Regulation Report paragraph
SFDR
Pillar 3
Benchmark
Climate Law
ESRS 2 GOV-1
Board's gender diversity
21 (d)
+
+
The role of the administrative,
management and supervisory bodies
ESRS 2 GOV-1
Percentage of board
members who are
independent
21 (e)
+
The role of the administrative,
management and supervisory bodies
ESRS 2 GOV-4
Statement on due diligence
30
+
Due diligence
ESRS 2 SBM-1
Involvement in activities
related to fossil fuel activities
40 (d) i
+
+
+
Not material
ESRS 2 SBM-1
Involvement in activities
related to chemical
production
40 (d) ii
+
+
Not material
ESRS 2 SBM-1
Involvement in activities
related to controversial
weapons
40 (d) iii
+
+
Not material
ESRS 2 SBM-1
Involvement in activities
related to cultivation and
production of tobacco
40 (d) iv
+
Not material
2025
201 Annex
Sustainability statement Apranga Group
Disclosure requirement,
related datapoint and
paragraph
Regulation Report paragraph
SFDR
Pillar 3
Benchmark
Climate Law
ESRS E1-1
Transition plan to reach
climate neutrality by 2050
14
+
Not material
ESRS E1-1
Undertakings excluded from
Paris-aligned Benchmarks
16 (g)
+
+
Not material
ESRS E1-4
GHG emission reduction
targets
34
+
+
+
Not material
ESRS E1-5
Energy consumption from
fossil sources disaggregated
by sources (only high climate
impact sectors)
38
+
Energy consumption and mix
ESRS E1-5
Energy consumption and
mix
37
+
Energy consumption and mix
ESRS E1-5
Energy intensity associated
with activities in high
climate impact sectors
40 to
43
+
Energy consumption and mix
ESRS E1-6
Gross Scope 1, 2, 3 and Total
GHG emissions
44
+
+
+
Greenhouse gas emissions
ESRS E1-6
Gross GHG emissions
intensity
53 to 55
+
+
+
Greenhouse gas emissions
ESRS E1-7
GHG removals and carbon
credits
56
+
Not material
ESRS E1-9
Exposure of the benchmark
portfolio to climate-related
physical risks
66
+
Phased in
ESRS E1-9
Disaggregation of monetary
amounts by acute and
chronic physical risk
66 (a)
+
Phased in
2025
202 Annex
Sustainability statement Apranga Group
Disclosure requirement,
related datapoint and
paragraph
Regulation Report paragraph
SFDR
Pillar 3
Benchmark
Climate Law
ESRS E1-9
Location of significant assets
at material physical risk
66 (c)
+
Phased in
ESRS E1-9 Breakdown of
the carrying value of its real
estate assets by energy-
efficiency classes
67 (c)
+
Phased in
ESRS E1-9
Degree of exposure of the
portfolio to climate- related
opportunities
69
+
Not 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
28
+
Not material
ESRS E3-1
Water and marine resources
9
+
Not material
ESRS E3-1
Dedicated policy
13
+
Not material
ESRS E3-1
Sustainable oceans and seas
14
+
Not material
ESRS E3-4
Total water recycled and
reused
28 (c)
+
Not material
ESRS E3-4
Total water consumption in
m3 per net revenue on own
operations
29
+
Not material
ESRS 2- IRO 1 - E4
16 (a) i
+
Material sites in own operations
ESRS 2- IRO 1 - E4
16 (b)
+
Material sites in own operations
ESRS 2- IRO 1 - E4
16 (c)
+
Material sites in own operations
2025
203 Annex
Sustainability statement Apranga Group
Disclosure requirement,
related datapoint and
paragraph
Regulation Report paragraph
SFDR
Pillar 3
Benchmark
Climate Law
ESRS E4-2
Sustainable land /
agriculture practices or
policies
24 (b)
+
Not material
ESRS E4-2
Sustainable oceans / seas
practices or policies
24 (c)
+
Not material
ESRS E4-2
Policies to address
deforestation
24 (d)
+
Not material
ESRS E5-5
Non-recycled waste
37 (d)
+
Waste
ESRS E5-5
Hazardous waste and
radioactive waste
39
+
Waste
ESRS 2- SBM3 - S1
Risk of incidents of forced
labour
14 (f)
+
Material impacts, risks and
opportunities related to own
workforce
ESRS 2- SBM3 - S1
Risk of incidents of child
labour
14 (g)
+
Material impacts, risks and
opportunities related to own
workforce
ESRS S1-1
Human rights policy
commitments
20
+
Workforce management
ESRS S1-1
Due diligence policies on
issues addressed by the
fundamental International
Labor Organisation
Conventions 1 to 8
21
+
Workforce management
ESRS S1-1
processes and measures
for preventing trafficking in
human beings
22
+
Workforce management
ESRS S1-1
workplace accident
prevention policy or
management system
23
+
Workforce management
2025
204 Annex
Sustainability statement Apranga Group
Disclosure requirement,
related datapoint and
paragraph
Regulation Report paragraph
SFDR
Pillar 3
Benchmark
Climate Law
ESRS S1-3
grievance/complaints
handling mechanisms
32 (c)
+
Channels for raising concerns
ESRS S1-14
Number of fatalities and
number and rate of work-
related accidents
88 (b)
and
(c)
+ +
Not material
ESRS S1-14
Number of days lost to
injuries, accidents, fatalities
or illness
88 (e)
+
Not material
ESRS S1-16
Unadjusted gender pay gap
97 (a)
+ +
Remuneration
ESRS S1-16
Excessive CEO pay ratio
97 (b)
+
Remuneration
ESRS S1-17
Incidents of discrimination
103 (a)
+
Incidents
ESRS S1-17
Non-respect of UNGPs on
Business and Human Rights
and OECD
104 (a)
+ +
Incidents
ESRS 2- SBM3 – S2
Significant risk of child
labour or forced labour in
the value chain
11 (b)
+
Not material
ESRS S2-1
Human rights policy
commitments
17
+
Not material
ESRS S2-1 Policies related to
value chain workers
18
+
Not material
ESRS S2-1 Non-respect of
UNGPs on Business and
Human Rights principles
and OECD guidelines
19
+ +
Not material
2025
205 Annex
Sustainability statement Apranga Group
Disclosure requirement,
related datapoint and
paragraph
Regulation Report paragraph
SFDR
Pillar 3
Benchmark
Climate Law
ESRS S2-1
Due diligence policies on
issues addressed by the
fundamental International
Labor Organisation
Conventions 1 to 8
19
+
Not material
ESRS S2-4
Human rights issues and
incidents connected to its
upstream and downstream
value chain
36
+
Not material
ESRS S3-1
Human rights policy
commitments
16
+
Not material
ESRS S3-1
Non-respect of UNGPs on
Business and Human Rights,
ILO principles or and OECD
guidelines
17
+ +
Not material
ESRS S3-4
Human rights issues and
incidents
36
+
Not material
ESRS S4-1
Policies related to
consumers and end-users
16
+
Consumer management
ESRS S4-1
Non-respect of UNGPs on
Business and Human Rights
and OECD guidelines
17
+ +
Consumer management
ESRS S4-4
Human rights issues and
incidents
35
+
Consumer management
ESRS G1-1
Protection of whistleblowers
10 (b)
+
Not material
ESRS G1-4
Fines for violation of anti-
corruption and anti-bribery
laws
10 (d)
+
Not material
2025
206 Annex
Sustainability statement Apranga Group
Disclosure requirement,
related datapoint and
paragraph
Regulation Report paragraph
SFDR
Pillar 3
Benchmark
Climate Law
ESRS G1-4
Standards of anti-corruption
and anti- bribery
24 (a)
+
Incidents of corruption or bribery
ESRS G1-4
Standards of anti-corruption
and anti- bribery
24 (b)
+
Not material
Table 76. Data points deriving from other EU legislation