Ascopiave

The role of the administrative, management and supervisory bodies

Reference: pages 69-79.

Ascopiave S.p.A. uses a "traditional" governance system under Articles 2380 bis et seq. of the Italian Civil Code: Shareholders' Meeting, Board of Directors and Board of Statutory Auditors (page 69). Board committees are the Remuneration Committee, the Committee of Independent Directors and the Control and Risk Committee, with a Lead Independent Director. The Company also has a Sustainability Committee, a Supervisory Body appointed under Legislative Decree 231/01 in each Group company, and a Reporting Committee for whistleblowing (pages 69-70).

Composition at 31 December 2025 (pages 71-72). Seven directors: 1 executive (14.3%) and 6 non-executive (85.7%); 4 independent (57.1%); 4 men and 3 women (57.1% / 42.9%, average male-female ratio 1.33); none under 30, 2 aged 30-50 (28.6%), 5 over 50 (71.4%). The Board of Statutory Auditors has 2 men and 1 woman. "Ascopiave's governance model does not provide for the presence of employees and workers' representatives on the Board of Directors" (page 71).

Sustainability oversight (pages 76-79). The Board, supported by the Sustainability Committee, defines the strategic guidelines on sustainability and approves the results of the Double Materiality Assessment. The Sustainability Function sits in the Legal, Corporate Affairs, Compliance and Sustainability Department, reporting to the Chairman, CEO and General Manager. Sustainability Committee members attended a training session in December 2025, extended to the other directors in January 2026.

Information provided to and sustainability matters addressed by the administrative, management and supervisory bodies

Reference: pages 79-80.

Each year the Sustainability Function, with the Chief Financial Officer, opens the preliminary work on the draft Sustainability Report, "including the verification and possible updating of the Double Materiality Assessment" (page 79). The results go to the Board for approval after review by the Sustainability Committee and disclosure to the Control and Risk Committee.

What reached the bodies in the reporting period. In February 2025 the Chief Executive Officer reported to the Control and Risk Committee and the Board on the review of the long list from the IRO analysis used in the 2024 Sustainability Report and on the adequacy of the internal control and risk management system (page 79). "In the last quarter of 2025, front-line managers were involved in updating the impact materiality assessment"; the CFO and the Risk Manager assessed risks and opportunities, drawing on the updated Enterprise Risk Management findings from the first half of 2025 (page 80). The Sustainability Committee reviewed the results on 10 February 2026 and the Board approved the double materiality assessment on 19 February 2026.

Ascopiave states that "with the update of the Strategic Plan during 2025, the Board of Directors addressed the impacts, risks, and opportunities related to ESRS E1 and S1, correlated with the materiality analysis approval process" (page 80). A footnote records that the IROs considered by the bodies "correspond to those identified in the preliminary long list" (page 79).

Integration of sustainability-related performance in incentive schemes

Reference: page 80.

Ascopiave operates a management-by-objectives (MBO) short-term incentive that "links the payment of a variable bonus to the achievement of annual company and individual targets", applies to management positions and is approved by the Board of Directors (page 80). 7.1% of staff are included in a performance appraisal system.

Environmental weighting. "The variable remuneration component, which depends on environmental objectives, varies between 3.75% and 5.36% for the Group's management roles" (page 80).

Long-term plans. The share-based "LTI 2024-2026" and the monetary "LTI-GI 2024-2026" plans, approved in 2024 for executive directors and management personnel, award a bonus measured by Group EBITDA and consolidated net profit over the 2024-2026 vesting period. In line with the sustainability objectives of the Strategic Plan, "7.5% of the accrued bonus will be deferred for one year and conditional upon the achievement of the CO2 emissions reduction target for 2027" (page 80).

Remuneration policies are developed and approved by the Board of Directors, assisted by the Remuneration Committee and the Sustainability Committee. The statement does not quantify the amounts actually paid against sustainability criteria in 2025.

Statement on due diligence

Reference: pages 80-82.

Ascopiave sets out how sustainability due diligence is integrated across five elements (pages 80-81):

• Integration into governance, strategy and business model through the Board, which defines the Sustainability Guidelines with the support of the Sustainability Committee and disclosure to the Control and Risk Committee.
• Stakeholder involvement through an adopted policy for managing dialogue with shareholders and other interested parties, with the Chairman and CEO responsible for shareholder dialogue.
• Identification and assessment of IROs through the Double Materiality Assessment, with financial materiality feeding the internal control and risk management system.
• Action on negative impacts through Model 231, the Code of Ethics, procedures on inside information and related party transactions, a Supervisory Body and a disciplinary system.
• Monitoring and communication through the Sustainability Report, a reporting procedure, and a whistleblowing procedure managed by the Reporting Committee, subject to data protection impact assessments.

Page 82 carries the mapping table "Mapping the fundamental elements of the duty of care", which routes each element to the relevant disclosure: GOV-2, GOV-3 and SBM-3 for integration; GOV-2, SBM-2 and MDR-P for stakeholder involvement; IRO-1 and SBM-3 for identification; MDR-A for interventions; MDR-M and MDR-T for monitoring, pointing to the Metrics and Targets sub-sections of E1, S1 and G1.

Risk management and internal controls over sustainability reporting

Reference: pages 83-84.

During 2025 the Group "continued to define and progressively implement the Internal Control and Risk Management System for Sustainability Reporting (known as Internal Control of Sustainability Reporting 'ICSR')", launched in 2024 (page 83). The system supports the Chief Executive Officer and the Responsible Manager in issuing the certification required by Article 154-bis, paragraph 5-ter of the Consolidated Law on Finance on compliance with the ESRS and the EU Taxonomy.

What was strengthened in 2025 (page 83). The Procedure for the preparation of consolidated Sustainability Reporting, first approved on 13 December 2024, was updated on 12 February 2026; work began on drafting the "Procedure for the preparation the Taxonomic Disclosure" and the related controls.

Risks identified in the reporting process (page 83) include incorrect definition of the reporting scope, incorrect identification of IROs from an inaccurate double materiality process, untimely or incomplete data collection, poor traceability of data sources, consolidation errors, and failure to obtain approval or the reports of the Board of Statutory Auditors and the independent auditors. Mitigating controls named are approval and management review controls, data reconciliation controls, consistency checks against the ESRS and the EU Taxonomy Regulation, and analysis of deviations from historical series; the more relevant ones are classified as key controls.

Second-level controls are performed by the Compliance Function with the Internal Auditing Manager, and results are reported to the Control and Risk Committee and the Board (page 84).

Strategy, business model and value chain

Reference: pages 84-88.

Ascopiave operates mainly in natural gas distribution, generating total revenues of Euro 209,838 thousand (page 84). At 31 December 2025 the network exceeds 20,000 km across more than 450 towns in Northern Italy, serving over 1,460,000 users. The Group also produces renewable energy from 29 hydroelectric and wind plants with 84.1 MW of nominal installed capacity, runs cogeneration and heat management, and is a shareholder and technology partner of Cogeide, which manages integrated water services in 15 towns over a 930 km network for over 100,000 inhabitants (pages 84-85). Under development are a wind farm in southern Italy, a 9.2 MW photovoltaic park in Mogliano Veneto and a 28 MW photovoltaic plant with an attached hydrogen plant in Paese (page 85). The Group had 733 employees at 31 December 2025.

Value chain (pages 86-87). Mapping was carried out in 2024 across the four businesses; "during 2025, it was not deemed necessary to update this mapping as the extraordinary transactions, which led to a change in the reporting scope, did not result in any changes to the value chain structure". Gas distribution runs from gas suppliers and transport and storage operators such as SNAM, through infrastructure component suppliers and Ascopiave's own network operations, to sales companies serving end customers.

Strategy (pages 87-88). The 2025-2028 Strategic Plan, approved on 13 February 2025, rests on four pillars: core business growth, diversification into synergistic sectors, economic and operational efficiency, and innovation. The 2026-2029 Plan approved on 12 February 2026 confirms them.

Interests and views of stakeholders

Reference: pages 88-89.

Ascopiave identifies, for each stakeholder category, "the specific composition, the most relevant and material issues... and the ongoing listening and dialogue activities" (page 88). The table on page 89 sets out the categories, their classification as affected or users, and the engagement channels:

• Shareholders and investors (users): conferences, periodic meetings, periodic reporting, press releases, institutional website, materiality analysis.
• Customers, including sales companies, households, businesses, local authorities and consumer associations (affected): emergency service, meetings, service conferences, dedicated web areas, discussion with committees and representative associations.
• Suppliers and industrial partners (affected / users): quality assessment dialogue, regular meetings, supplier audits, e-procurement portal, code of ethics.
• Employees and collaborators (affected) and trade unions (users): company and one-to-one meetings, internal committees, training courses, interviews, evaluations, internal surveys, company intranet.
• Towns and local authorities, control authorities and future generations: technical tables, meetings with local mayors, focus groups, press conferences, audit visits, local events, relations with schools and universities.

The frequency and methodology for reviewing the Double Materiality Assessment are set by the Sustainability Function with the CFO (page 89). Note the limit the Group states elsewhere: for financial materiality "it was decided not to involve external stakeholders, but to focus on employees", and for 2025 the Group "decided not to carry out external stakeholder engagement for impact materiality" (pages 78, 101).

Material impacts, risks and opportunities and their interaction with strategy and business model

Reference: pages 89-98.

The tables on pages 90-94 list every material IRO with its sub-topic, sign, current/potential nature, time horizon and value chain position. They cover 24 material impacts (pages 90-92), 19 risks (pages 92-93) and 4 opportunities (page 94), across ESRS E1, S1, S2, S3, S4 and G1.

Climate (pages 90-95). Negative impacts are GHG emissions, "particularly CO2 and methane, generated by company activities... and in the value chain", and "Pollution linked to GHG emissions (CO2 and methane - gas leaks)". Positive impacts are the progressive use of green hydrogen and biomethane, and the supply of electricity from renewable sources. Risks include extreme weather damaging infrastructure, drought reducing hydroelectric generation, rising temperatures reducing gas demand for heating, revision of European directives discouraging fossil fuels, and unfavourable evolution of the energy system for the distribution business.

Realised financial effects (page 95). The only risk with an effect in 2024-2025 was extreme weather. Flood damage to the AGNI-RICHELLERE hydroelectric plant cost Euro 37 thousand of lost revenue and Euro 78 thousand of repairs in 2024, increased by a further Euro 40 thousand in 2025; road repairs at the WP1-Petrona wind farm were estimated at Euro 172 thousand; and a landslide suspended the Dongo plant from May to December 2025, costing roughly Euro 50 thousand of restoration and an estimated Euro 418 thousand of lost production.

Own workforce, value chain workers, affected communities and consumers are covered on pages 97-98. Anticipated financial effects under paragraph 48(e) are taken under the phase-in provisions (page 68). Climate-specific risk identification and scenario analysis is also presented under E1-2 (2025 ESRS numbering), and the resilience assessment under E1-3.

Description of the processes to identify and assess material impacts, risks and opportunities

Reference: pages 99-106.

The Double Materiality process starts from the Group's Enterprise Risk Management analysis; "risk assessment is conducted every six months by the Risk Manager, through interviews with risk owners, supported by a structured checklist" (page 99). The stages set out on pages 99-101 are context analysis, value chain mapping, IRO identification, linking each IRO to the AR16 ESRS 1 theme scheme, pre-assessment, prioritisation, validation and approval.

Prioritisation (page 100). Impacts were prioritised "by administering a questionnaire to 69 individuals inside and outside the company", covering customers, suppliers, managers, employees and union representatives, scoring scale, scope, remediability and probability. For financial materiality "it was decided not to involve external stakeholders, but to focus on employees".

2025 update (page 101). The update "did not reveal any new significant issues for 2025". Changes were "the reformulation of some IROs, the consolidation of multiple impacts into a single one, and changes in the correlation with sub-topics" plus integration or elimination of certain IROs. "Overall, of the 29 impacts identified in the preliminary phase, 24 were assessed as material. Of the 26 risks and opportunities initially identified, 23 were found to be material." The result is "14 relevant sustainability issues (at the sub-theme level), divided into six themes".

Exclusions (page 101). Water and marine resources (E3) and biodiversity (E4) were "reconfirmed as 'non-strategic topics'"; "compared to the previous year, the ESRS E5 theme 'Resource use and circular economy' was also found to be non-strategic". Pollution (E2) is addressed on page 105: "no material IROs were identified in relation to this issue."

Climate-specific methodology, including the RCP and IEA scenarios used, is on pages 103-104 and is also presented under E1-2 (2025 ESRS numbering).

Disclosure requirements in ESRS covered by the undertaking's sustainability statement

Reference: pages 106-117.

The Group states that it defined the information to disclose from the data points tied to the material sustainability issues, then identified data points "that were not relevant to the Group", using "the flowchart for determining disclosures under the ESRS, found in Appendix E of ESRS 1" (page 106).

The content index (pages 107-111) lists each disclosure requirement with the sustainability statement section and page range. ESRS 2 runs BP-1 through IRO-2 (pages 67-117; SBM-1 to SBM-3 are printed as "SMB-1" to "SMB-3", a typographical error). ESRS E1 lists E1-1 to E1-6 with pages 133-144 and marks E1-9 "Phase in" with no page. ESRS E2, E3, E4 and E5 appear with ESRS 2 IRO-1 only and no topical DR, consistent with the DMA finding those topics non-material. ESRS S1 lists S1-1 to S1-17 with pages 145-155, with S1-7 "Phase in" and no page. Every ESRS S2, S3 and S4 disclosure requirement is marked "Phase in" with no page reference. ESRS G1 lists G1-1 to G1-4 and G1-6 with pages 164-170; G1-5 does not appear.

Appendix of EU-legislation datapoints (pages 112-117) gives the SFDR, Pillar 3, Benchmark Regulation and EU Climate Law cross-references, with a location or a "Not relevant" marker. E1-7, all E1-9 datapoints, E2-4, the E3-1 and E3-4 datapoints, the E4-2 datapoints and the E5-5 datapoints are marked "Not relevant"; the S2, S3 and S4 datapoints are marked "Phase in".

Transition plan for climate change mitigation

Reference: page 133.

Ascopiave discloses that it has no transition plan. The disclosure is short enough to quote in full: "Ascopiave has not developed a transition plan but, as required by the Guidelines for the pursuit of sustainable success, the Group's strategic plan includes initiatives to reduce emissions, adopt advanced energy efficiency technologies, and enhance renewable energy. At the same time, the company is evaluating the best strategies for structuring a transition plan in line with developments in the regulatory and market environment. This process, which will take into account the specific characteristics of the sector and operational requirements, will be defined as part of a gradual and dynamic approach, consistent with the prospects for sustainable development and stakeholder expectations." (page 133)

The same intention appears in the strategy section: "In 2025, an analysis of resilience to physical and transition risks associated with climate change was carried out; the Group will evaluate the potential development of a transition plan" (page 95).

The EU-legislation datapoint table records ESRS E1-1 paragraph 14 (transition plan to reach climate neutrality by 2050) as located in "Chapter 2 - Environmental Information, E1 - Climate Change, Strategy", and marks paragraph 16(g), exclusion from Paris-aligned Benchmarks, as "Not relevant" (page 112). No climate-neutrality date, no decarbonisation lever quantification and no locked-in emissions assessment is presented under this DR; the emission reduction targets, which the Group states are "not based on scientific evidence" and do not take account of the 1.5C limit, sit under E1-4 (pages 138-139).

Identification of climate-related risks and scenario analysis

Back-filled from ESRS 2 IRO-1 and SBM-3, where this content is disclosed in the FY2025 report (pages 95-96 and 103-104). This disclosure requirement did not exist under the 2023 ESRS the report was prepared against.

Classification of risks. The SBM-3 tables label each climate risk explicitly as "(Physical risk)" or "(Transition risk)" (pages 92-93): extreme weather damage, drought reducing hydroelectric output, rising temperatures reducing heating demand and plant failures from climatic events are physical; revision of European directives discouraging fossil fuels, unfavourable evolution of the energy system and delays in renewable investment are transition.

Methodology, own operations (pages 103-104). Physical risk was assessed in four stages: applicability screening of DA1 hazards against asset classes; climate hazard analysis using "specialized climate exposure assessment tools to determine the probability and intensity of each extreme weather event at the Group's sites"; intrinsic vulnerability assessment by plant type; and quantification integrating hazard, exposure and vulnerability. Scope covered gas distribution plants, renewable generation plants, heat pumps, district heating systems, cogeneration plants and offices (page 96). Transition risk used a two-stage applicability-then-analysis method, focused on gas distribution as "the area most vulnerable to climate transition risks and most significant in terms of turnover" (page 104). Upstream, acute climate risks were judged relevant to supply contracts in the long term; downstream, acute and chronic risks including heat stress were assessed against demand for distribution services.

Scenarios (pages 95, 103-104). Physical: RCP 4.5 and RCP 8.5, the latter "commonly associated with the expression 'business-as-usual' or 'no mitigation'". Transition: IEA Current Policies ("emissions increasing until 2080") and Net-Zero 2050, which "envisages the introduction of rigorous climate policies and innovation to limit global warming to 1.5C". Both were run over short/medium and long-term horizons. Assumptions cover energy prices, commodity prices, emissions allowances, demand shifts, falling energy intensity and faster adoption of low-emission technology (page 95). No global average temperature projection is stated for each scenario, and the report gives no date for when the analysis was carried out beyond saying it was conducted in 2025.

Resilience in relation to climate change

Back-filled from ESRS 2 SBM-3, where this content is disclosed in the FY2025 report (pages 95-97). This disclosure requirement did not exist under the 2023 ESRS the report was prepared against.

"The Ascopiave Group carried out an assessment of the resilience of its strategy and business model to climate change, conducting a structured analysis of climate risks in 2025" (page 95).

Results, physical risk (page 96). Two categories were significant. Landslide risk was "identified as high for the Group's gas distribution facilities, particularly in geographical areas characterized by high rainfall and unfavorable geomorphological conditions, according to all scenarios and horizons considered". Subsidence risk was high for wind farms, district heating systems and heat pumps, representing "a significant threat to the structural stability and operational functionality of these assets".

Results, transition risk (page 96). Five categories were significant: carbon pricing and regulatory and legal risk, both high in the net-zero scenario across both horizons; service substitution risk, high in all scenarios and horizons; technological transition risk, high in both scenarios and horizons except Current Policies to 2050; and market and reputational risk, high for Net-Zero 2050.

Uncertainty (page 96). The Group names "potential changes in climate legislation, future trends in energy prices and carbon emissions, the timing and manner of the rollout of low-emission technologies, and shifts in demand".

Capacity to adapt (pages 96-97). Exposed assets "are already integrated into the processes for defining corporate strategy, industrial planning, and investment decisions"; the most vulnerable are subject to dedicated monitoring and to mitigation including energy efficiency improvements, technological upgrades and insurance. The Group concludes it "has adequate strategic and operational levers to progressively adapt to the impacts of climate change". It states that mitigation measures are in place for all risks assessed as significant, and that it will use the analysis to assess measures for the less significant ones (page 97). No quantified financial resilience analysis is given.

Policies related to climate change mitigation and adaptation

Reference: page 133.

Ascopiave reports two instruments. First, "an internal document that serves as a guideline for identifying, managing, and controlling environmental impacts, as well as for reducing them and using energy resources efficiently" (page 133). Second, and new this year, "in 2025, the Group adopted a Climate Change Policy that aims to define the strategic framework and commitments undertaken by Ascopiave and its subsidiaries to meet the environmental objectives set out in the Strategic Plan".

Scope of the policy (page 133). It covers climate change mitigation and adaptation, energy efficiency, and the spread of renewable energy. Under it the Group companies commit to "identifying, managing, monitoring, and reducing their environmental impacts, risks, and opportunities through the rational use of energy resources".

Accountability (page 133). Monitoring and implementation sit with the Board of Directors, supported by the Legal, Corporate Affairs, Compliance and Sustainability Department, in agreement with the CEO, subject to review by the Sustainability Committee and disclosure to the Control and Risk Committee. "The document was approved by the Board of Directors of Ascopiave S.p.A., as well as the highest body responsible for implementing the policy, on 12 February 2026" - that is, after the balance sheet date, a timing the Group also notes at pages 77 and 137.

The statement does not say whether the policy is published externally, and does not describe how third parties are made aware of it.

Actions and resources in relation to climate change policies

Reference: pages 133-138.

"Currently, the Group does not have a specific Action Plan, but continues to develop targeted initiatives in line with its sustainability commitments" (page 134).

Methane leak detection (pages 134-135). The Group uses the VMS (Vehicle-based Measurement System), known as Picarro Surveyor, based on Cavity Ring-Down Spectroscopy, with "a detection sensitivity for gases in the air that is at least three orders of magnitude higher than that of traditional systems (parts per billion versus parts per million)" and detection up to 200 metres from the vehicle axis. Four vehicles are in service, the latest from the end of October 2025. "During the year, a total of 14,216 km of the network was inspected, out of a total (as of 12/31/2025) of approximately 20,063 km under management, ensuring coverage of approximately 71%." The LDAR plan is being expanded under EU Regulation 2024/1787, with pilot projects on fixed methane detection in REMI, IRI and GRF cabins, latest-generation portable leak detectors, and a possible pilot on pipeline depressurisation.

Scope 3 (pages 134-135). Quantification began for the first time in 2025 across ten categories (1, 2, 3, 4, 5, 6, 7, 8, 13, 15) under the GHG Protocol; "Ascopiave plans to make quantitative disclosures available starting with the next reporting cycle".

Action table (page 136). Five actions with expected results and scope: preventive network monitoring technology (emissions reduction, gas distribution network, ongoing); renewal of deteriorated and ageing networks (ongoing); supplier qualification checks including environmental, quality and health and safety certifications, "set to begin operations in 2026"; investment in green gases, green hydrogen and biomethane in Treviso, "not yet operational"; investments in hydroelectric plants (ongoing); and ISO 14001 certifications with named expiry dates.

Resources (page 137). "The Group has the necessary financial resources to cover the costs of implementing the measures outlined above." No monetary amount, CapEx or OpEx figure is attached to any action.

Targets related to climate change mitigation and adaptation

Reference: pages 138-139.

The Group has set a GHG emissions intensity reduction target to 2030 with 2024 as the base year (page 138), monitored annually using the ESRS metric under E1-6.

Target values (page 138). On total GHG emissions (market-based Scope 2) excluding fugitive emissions: base year 2024 9,448 tCO2eq, 2025 actual 5,795, target 6,478 by 2028 and 6,362 by 2030, that is "a 31.4% reduction in emissions compared to the base year by 2028 and a 32.7% reduction by 2030". The 2024 base year and the target values were recalculated on the 2025 organisational scope to keep the series comparable.

A per-PDR intensity target (page 139). Because of the 2025 acquisitions, the Group added a target expressed as total GHG emissions (market-based Scope 2) excluding direct methane emissions per number of PDRs: 0.006436 tCO2eq/PDR in 2024, falling to 0.004413 by 2028 and 0.004334 by 2030, the same 31.4% and 32.7% reductions. The Group calls this "a methodological adjustment rather than a revision of the emission reduction targets".

Stated limitations, quoted. "The target is not based on scientific evidence and does not take into account the 1.5C global warming limit set out in the Paris Agreement" (pages 138 and 139). The target "relates exclusively to the Group's activities", "was defined internally, without the direct involvement of stakeholders, and has not been subject to external review". A footnote adds that in defining the baseline, "the influence of any external factors that could affect its validity as a benchmark was not explicitly considered" (page 138). No Scope 3 target is set, and no adaptation target is disclosed.

Energy consumption and mix

Reference: pages 139-141.

Consumption (pages 139-140). Total energy consumption was 31,032 MWh in 2025, up from 25,834 MWh in 2024, of which 15.2% came from renewable sources against 1.1% the year before. Fossil consumption was 26,319 MWh (84.8%): crude oil and petroleum products 4,879 MWh, natural gas 21,257 MWh, and purchased electricity, heat, steam and cooling from fossil fuels 183 MWh, down from 3,111 MWh in 2024. Renewable consumption was 4,713 MWh, of which 4,410 MWh purchased and 303 MWh self-produced without fuels.

Production (page 140). Total energy produced was 194,747 MWh in 2025 (225,441 MWh in 2024), 98.4% renewable, generated by hydroelectric (82.13%), wind (16.11%) and photovoltaic (0.19%) plants; the remaining 1.58% was non-renewable, 0.73% electricity and 0.85% heat.

Energy intensity in high climate impact sectors (page 140). 0.1132 MWh per monetary unit in 2025, from 0.1187 in 2024, calculated on 23,841 MWh of gas distribution, cogeneration and heat production consumption over Euro 210,576 thousand of net revenues from those activities. The reconciliation of those revenues to the financial statements is set out on pages 140-141, bridging to total revenues of Euro 244,321 thousand.

Data sources are stated: electricity and gas consumption from sales company billing data, fuel consumption from distributors via the purchasing department, self-consumption as the difference between energy produced and fed into the grid (page 140). "The metrics have not been independently verified by an external body" (pages 139 and 141).

Gross Scopes 1, 2, 3 and Total GHG emissions

Reference: pages 141-144.

2025 against 2024 (page 141). Gross Scope 1: 71,543 tCO2eq, up 74% from 41,130. Scope 2 location-based: 1,174 tCO2eq, up 21% from 972. Scope 2 market-based: 81 tCO2eq, down 95% from 1,557, the Group using Renewable Energy Certificates for grid electricity identified as green. Total location-based: 72,717 tCO2eq (+73%); total market-based: 71,623 tCO2eq (+68%). None of the Scope 1 emissions are covered by regulated emissions trading schemes. The target line, total market-based emissions excluding fugitive emissions, fell 12% to 5,795 tCO2eq from 6,609 in 2024 against a 9,448 base year.

Intensity (page 142). Location-based total emissions per net revenue rose to 0.298 tCO2eq per monetary unit from 0.205; market-based to 0.293 from 0.208, on net revenues of Euro 244,321 thousand. Excluding direct methane emissions, intensity per PDR fell to 0.005201 from 0.007604.

Fugitive methane (pages 143-144). Direct methane emissions to atmosphere were estimated at approximately 3.3 million Smc for 2025, using a new method aligned to EU Regulation 2024/1787 and OGMP 2.0. Pre-located probable leaks are now assumed actual "in 84% of cases", against roughly 60% previously. The distribution scope grew 36% in network kilometres through the AP Reti Gas North acquisition, "associated with an increase in estimated methane emissions of approximately 30% compared to the 1.8 million Smc calculated in 2024". On a constant inspected perimeter of 6,121 km, estimated emissions fell from 364,044 to 314,506 m3/year, -14%.

Scope 3 is not quantified. It is taken under the ESRS 1 Appendix C phase-in (page 68); first quantification is promised for the next cycle (page 135). "The metrics have not been independently verified by an external body" (page 144).

Policies related to own workforce

Reference: pages 145-147.

Policies "apply to all personnel employed, whether employees or non-employees", and the highest body responsible is the Board of Directors of Ascopiave S.p.A., which "ensures their integration into corporate strategies and compliance with set objectives". They are made available on the company intranet (page 145).

Instruments named (pages 145-147).

• A staff selection policy approved by the Board, applied across the Group companies, stating principles of "inclusion, respect and appreciation of people and diversity".
• A Code of Conduct for personnel in activities subject to functional separation, aimed at neutral and non-discriminatory management of the gas distribution public service under ARERA rules.
• The Code of Ethics, an integral part of Model 231 and uniform Group-wide, "updated during 2025 to include the issue of human rights". It states "the prohibition of all forms of discrimination and promotes inclusion and appreciation of diversity".
• Health and Safety guidelines for all employees, implemented through a management system meeting UNI ISO 45001, integrated with quality and environment, published on notice boards, the intranet and the company website.
• A Privacy Policy with detailed policies, plus a cybersecurity policy finalised by the Group's Cybersecurity department drawing on ACN basic security measures.

Training on these policies. The last Group-wide refresher on the Code of Ethics and the Reporting Procedure took place in 2023; "during 2025, this training was provided to approximately 30% of the resources that joined the company following the acquisition of AP Reti Gas North" (page 146). All Group employees have completed a privacy course with a final test, mandatory for new hires (page 147).

Processes for engaging with own workforce and workers' representatives about impacts

Reference: page 147.

The disclosure is brief and can be given almost in full. "The involvement of the workforce in activities aimed at managing significant impacts is reflected in the Group's industrial relations system, which is governed by the applicable National Collective Agreements and current legislation. Workers participate with their representatives in consultation and dialogue processes, integrating the perspectives of employees into the company's activities. The signing of company agreements highlights informed and targeted participation with regard to labor issues and related sustainability issues." (page 147)

"Discussions on various company issues, in which the Human Resources and Trade Union Relations Department acts as the main company representative, may be initiated by the company or employee representatives, or in accordance with the specific provisions of the collective agreement." (page 147)

Corroborating evidence sits elsewhere in the statement: 100% of employees are covered by the national collective agreement and all work in establishments with employee representatives (S1-8, page 151), and at the end of 2025 the company "signed an agreement with the trade unions aimed at promoting a better work-life balance for employees by redefining working hours and related flexibility" (S1-4, page 148). Employees were also the group consulted for financial materiality and were among the 69 people questioned for impact prioritisation (pages 78, 100).

No named senior person is given as accountable for engagement, and no assessment of the effectiveness of the engagement process is disclosed.

Processes to remediate negative impacts and channels for own workforce to raise concerns

Reference: page 147.

The Group describes a preventive approach involving "the active participation of all stakeholders and a thorough assessment of health and safety risks", with "a specific organization to ensure the correct and adequate performance of activities aimed at eliminating or minimizing risks, guaranteeing the correct flow of information between employer and employee regarding risks in the workplace" (page 147).

Accident remediation. "The Ascopiave Group pays particular attention to the analysis of accidents, detailing every type of activity that caused the event." Accident management procedures operate in the certified Group companies, "governing all activities relating to communication, analysis, and implementation of improvement measures... After the event, each accident is recorded on a specific form, followed by a detailed analysis and the possible adoption of improvement measures" (page 147).

Grievance channel. The Group points to the Organization and Management Model (MOG) and the Whistleblowing Procedure, which "define principles and practices to protect not only direct employees, but also all those who collaborate in achieving the company's objectives", cross-referring to G1-1 for the channel itself (page 147). The G1 chapter sets out the protections: anonymous or confidential reporting, an autonomous Reporting Committee under Article 4 of Legislative Decree 24/2023, external reporting and public disclosure for "Company 1" entities, and protection of whistleblowers acting in good faith against retaliation (pages 165-166, 168-169).

The appendix of EU-legislation datapoints places the S1-3 grievance-handling datapoint (paragraph 32(c)) in Chapter 3 (page 115). No figure for use of the channels by own workers is given.

Taking action on material impacts on own workforce

Reference: pages 148-149.

Five action areas are set out (pages 148-149).

• Health and safety certification. ISO 45001:2018 Group certification was achieved in October 2023 and applies to AP Reti Gas S.p.A. and Romeo Gas S.p.A. (now AP Reti Gas Nord Ovest S.p.A.). "The company has planned to start certification activities in 2026 in order to achieve 100% coverage of the companies within its scope by the end of the financial year."
• Training. Continuous training for employees and for those dedicated to safety management, "such as supervisors and managers".
• Incentive and development tools. Annual "non-contractually required" measures enhancing individual skills, plus the MBO short-term incentive and the 2024-2026 Long Term Incentive plans for directors and senior employees.
• Work-life balance. A second-level agreement signed in 2012 and since supplemented provides "flexibility in starting and finishing the working day and allows working mothers and fathers to obtain part-time hours and/or a more flexible working schedule until their children reach the age of 14". At the end of 2025 a further agreement with the trade unions redefined working hours and flexibility.
• Employee benefits. Second-level agreements provide a performance bonus tied to profitability, efficiency, productivity and quality indicators, convertible into welfare services through an internal platform first implemented in 2017; employees may join contractual supplementary pension funds and a Supplementary Healthcare Fund, and the 2025 performance bonus is increased by 15% if taken as welfare.

Effectiveness (page 149). "The company monitors the effectiveness of the above actions by analyzing certain indicators, such as the extent of use of the Corporate Welfare platform services, the number of accesses to work-life balance opportunities offered by existing territorial agreements, and the coverage of Management Systems with respect to the company population." No resources or spend are quantified.

Targets related to own workforce

Reference: pages 149-150.

Two measurable targets are disclosed, with 2024 as the base year and 2028 as the horizon (page 149, footnote 14).

Staff training. "Target of 29 hours/year of training per employee by enriching the e-learning training offer available to Group employees and by further implementing a dedicated training platform. By 2025, the average number of hours of training provided to employees will be 27.35." A footnote explains that the 2025 figure includes hours given to staff acquired during the year, "which is why progress towards the target has decreased compared to the previous year. Progress towards the target, excluding acquisitions made during the year, would have been 28.81 in 2025." The measure "is based on a 10% increase in average training hours for the three-year period 2022-2024" (page 150).

Worker safety. The Group met its 2025 health and safety target, "obtaining ISO 45001 certification for all companies with operational personnel, as identified in the scope dated 31 December 2024". The acquisition of AP Reti Gas North then cut coverage: "the percentage of operational personnel undergoing certification fell to approximately 66% on 1 July 2025". In response "the Group postponed the deadline for the target to 2026, thus committing itself to obtaining ISO 45001 certification also for new companies with operational personnel as of 31 December 2025, with the aim of bringing this figure back to 100%" (page 149).

Targets are approved by the Board of Directors as part of the Strategic Plan, with management and departmental representatives involved in setting them (page 149). Workers themselves are not stated to have been involved in target setting.

Characteristics of the undertaking's employees

Reference: pages 150-151.

Headcount. The Group employed 733 people at 31 December 2025, all based in Italy, against 495 a year earlier. "The significant 48% change recorded in 2025 compared to the previous year is due to new resources joining the Group consequent to acquisitions made during the year. For this reason, the data for the reporting period 2025 are not comparable with the previous year." (page 150)

By gender (page 150). 594 men and 139 women in 2025 (388 and 107 in 2024).

By contract (page 150). 731 permanent and 2 temporary; in 2024 all 495 were permanent. By employment type, 679 full-time (589 men, 90 women) and 54 part-time (5 men, 49 women).

By region (page 151). Veneto 390, Lombardy 306, Friuli-Venezia Giulia 23, Emilia-Romagna 7, Piedmont 7. The Lombardy figure rose from 65 in 2024, reflecting the gas distribution assets acquired from the A2A Group.

Turnover (page 151). "44 employees left the Group, with an outgoing turnover rate of 6.00%. In 2024, the outgoing turnover rate stood at 7.68% (with 38 employees leaving)."

Methodology is stated: figures are headcount at the end of the period, taken from the management system, with no estimates, and "the data relating to the total workforce are the same as those reported in the financial statements" (page 150, footnote 16). The metrics in this section "have not been independently verified by an external body" (page 149, footnote 13).

Collective bargaining coverage and social dialogue

Reference: pages 151-152.

The disclosure is short and unambiguous: "All resources employed by the Ascopiave group are covered by the CCNL (100%) and all work in establishments with employee representatives (100%)." (page 151)

The reporting model table on page 152 places Italy in the 80-100% band for both collective bargaining coverage of EEA employees and workplace representation, for 31 December 2025 as for 31 December 2024. The non-EEA column is empty, consistent with the whole workforce being based in Italy (page 150).

The national collective agreement is also the reference point for the adequate wages disclosure: "the agreement between the social partners on the application of the system of institutions provided for in the agreement guarantees the adequacy of workers' remuneration" (S1-10, page 153).

The statement does not disclose whether employees outside the EEA are covered, because there are none, and does not report the percentage of employees covered by workers' representatives at country level beyond the single Italy row. Employees are represented in the industrial relations system described at S1-2 (page 147). The metrics in this chapter "have not been independently verified by an external body" (page 149).

Diversity metrics

Reference: page 152.

Senior management, defined as levels I and II below the Board of Directors: 10 people in 2025, 8 men (80.0%) and 2 women (20.0%), against 9 in 2024, 8 men (88.8%) and 1 woman (11.1%). The share of women in senior management therefore rose by roughly nine percentage points while the absolute number of men was unchanged.

Age distribution of employees (page 152). In 2025, 50 under 30, 329 aged 30-50 inclusive, and 354 over 50, totalling 733. In 2024 the split was 28, 247 and 220 over a total of 495. The over-50 group is the largest and grew fastest in absolute terms, by 134 people, reflecting the acquisitions completed during the year (page 150).

For the workforce as a whole the gender split is 594 men to 139 women, roughly 81% to 19% (S1-6, page 150). Board-level diversity is reported separately under GOV-1: 4 men and 3 women, with an average male-female ratio of 1.33 (page 72).

No gender split of the total workforce by employee category beyond senior management is given, and the metrics in this chapter "have not been independently verified by an external body" (page 149).

Adequate wages

Reference: page 153.

The disclosure can be quoted in full: "In line with the previous year, all Group employees (100%) are covered by the National Labor Agreement for the sector, signed by the main employers' associations and the most representative trade union confederations. The agreement between the social partners on the application of the system of institutions provided for in the agreement guarantees the adequacy of workers' remuneration." (page 153)

The Group therefore reports full adequate-wage coverage and relies on the national collective agreement as the benchmark, rather than on an applicable minimum wage reference or the low-wage benchmarks in the ESRS application requirements. No country breakdown is needed because the entire workforce is employed in Italy (page 150), and S1-8 records the same 100% collective bargaining coverage (page 151).

The statement does not name the specific national collective agreement, does not compare the lowest wage paid to a minimum wage or living wage benchmark, and gives no figure for the number or share of employees, if any, paid below such a benchmark. The metrics in this chapter "have not been independently verified by an external body" (page 149).

Social protection

Reference: page 153.

"All Ascopiave employees are covered by social protection provided by the relevant institutions with regard to illness, unemployment, accidents at work, parental leave, and retirement, in accordance with the criteria and measures provided for by current legislation, in line with the previous year." (page 153) The disclosure therefore covers all five major life events named in ESRS S1 and reports no gap.

Above the statutory floor (page 153). "In addition to the application of compulsory accident insurance (INAIL), life and disability insurance covering accidents at work is in place for all employees, in accordance with national contractual provisions." Beyond compulsory social security contributions, "the company encourages, through an additional contribution at its own expense, voluntary payments to supplementary pension funds, in accordance with the conditions laid down in the national collective agreement", and the Corporate Welfare services platform "also offers the opportunity to allocate welfare amounts to supplementary pension schemes".

This is consistent with the benefits described at S1-4, where employees may join contractual supplementary pension funds and a Supplementary Healthcare Fund, the latter with a Group contribution for gas and water contract staff (pages 148-149).

No country-by-country table is presented, which is coherent with an entirely Italian workforce (page 150). The metrics in this chapter "have not been independently verified by an external body" (page 149).

Persons with disabilities

Reference: page 153.

"The Group operates in full compliance with current legislation on the right to work of people with disabilities and in line with its aims of promoting the inclusion and integration of people with disabilities into the world of work." (page 153)

The figure. "With regard to workers employed directly by the Company, the percentage of employees with disabilities stands at 4.77%. Of this percentage, 1.77% are women and 3.00% are men. In 2024, the percentage of employees with disabilities was 4.85% (1.82% women and 3.03% men)." (page 153) The share therefore edged down by 0.08 percentage points year on year, on a workforce that grew by 48%.

Scope caveat, quoted from footnote 18 (pages 153-154). "The count excludes disabled workers with difficulties in entering the ordinary work cycle who are employed by social cooperatives on the basis of specific agreements for their recruitment, within the scope of any service contracts awarded (agreements pursuant to Article 14 of Legislative Decree No. 276 dated 10 September 2003)."

The percentage is given for the whole Group with a gender split, and no legal restriction on collecting the data is claimed. The wider inclusion commitment sits at SBM-3, which records that "subject to the necessary precautions related to the specificities of personnel with limitations, disabilities, and frailty, no specific categories have been identified on which to differentiate impacts, risks, and opportunities" (page 97). The metrics in this chapter "have not been independently verified by an external body" (page 149).

Training and skills development metrics

Reference: page 153.

Training hours. "In 2025, the Group recorded an average of 27.35 hours of training per employee. The distribution by gender shows an average of 15 hours for female employees and 30.2 hours for male employees." The 2025 figure includes hours given to staff acquired during the year. "The number of training hours provided in relation to the average number of employees during the year stands at 32.65 hours. In 2024, the average number of training hours per employee stood at 28.91 (20 hours for female employees and 31.36 hours for male employees)." (page 153) The gender gap therefore widened: women received roughly half the hours men did in 2025, against about two thirds in 2024.

Onboarding platform. "During 2025, a training platform was developed for the onboarding of new resources who joined the Group consequent to mergers and acquisitions. The platform enabled the targeted and asynchronous delivery of onboarding courses (company presentation, corporate services, and technical-operational courses by area)." (page 153)

Performance reviews. An annual internal consultation with each organisational unit manager reviews individual performance and development and "covers 100% of the workforce", feeding proposals for salary increases and career development. Separately, employees identified for incentives under the short and long-term variable schemes "represent 7.1% of the workforce (8.5% in 2024)", split 5.04% of women (5.61% in 2024) and 7.58% of men (9.28% in 2024) (page 153).

The 29 hours per employee training target sits at S1-5 (page 149). The metrics "have not been independently verified by an external body" (page 149).

Health and safety metrics

Reference: page 154.

The table gives 2024 against 2025.

• Coverage by the health and safety management system: 66% of own workforce in 2025, down from 97% in 2024. A footnote states "The percentage was calculated by comparing the number of employees of Group companies covered by ISO 45001 certification". S1-5 explains the fall: certification covered all companies with operational personnel in the 31 December 2024 scope, then "the percentage of operational personnel undergoing certification fell to approximately 66% on 1 July 2025" after the AP Reti Gas North acquisition, and the target was pushed to 2026 (page 149).
• Fatalities from work-related injuries and illnesses: none in either year, for own employees and for workers on the Group's sites.
• Recordable workplace accidents, excluding commuting: 7 in 2025 at a rate of 6.87, against 3 in 2024 at a rate of 3.74. Both the count and the rate roughly doubled.
• Recordable work-related illnesses: none reported in either year.
• Days lost to work-related injuries, illnesses and deaths: 474 in 2025, against 64 in 2024. Footnote 20 attributes the change "mainly... to two accidents involving operational staff. It should be noted that both workers returned to work as normal." (pages 154 and 154 footnote)

Health and safety is a material negative impact under S1 ("Negative impact on employee health and safety due to the occurrence of accidents and/or occupational diseases", page 90) and a material risk (penalties and legal costs, page 92). The metrics "have not been independently verified by an external body" (page 149).

Work-life balance metrics

Reference: page 154.

"In 2025, the Company continued to promote work-life balance policies, combining corporate tools with the measures provided for by current legislation. With regard to the use of leave for family reasons, these tools were used by a total of 19.92% of the company's workforce (32.37% of female staff and 17% of male staff). It should be noted that 100% of workers are entitled to leave for family reasons." (page 154)

Footnote 21 defines the measure: "The percentage value represents the ratio between workers who took family leave during the year and the total number of workers dated 31 December 2025."

The take-up gap between women and men is close to two to one, on a workforce that is roughly 81% male (page 150). The underlying arrangements are described at S1-4: a second-level agreement first signed in 2012 gives "flexibility in starting and finishing the working day" and allows working mothers and fathers "to obtain part-time hours and/or a more flexible working schedule until their children reach the age of 14"; at the end of 2025 a further agreement with the trade unions redefined working hours and flexibility (page 148). Part-time working is heavily skewed by gender: 49 of the 54 part-time employees are women (page 150).

Work-life balance is one of the material positive impacts identified under S1 working conditions (page 90). The metrics "have not been independently verified by an external body" (page 149).

Compensation metrics (pay gap and total compensation)

Reference: page 155.

Gender pay gap. "The gender pay gap, which represents the average percentage difference in pay levels between male and female employees, stands at 2.71%. In 2024, the pay gap stood at 5.56% (1.02% excluding the highest and lowest pay values)." (page 155) The gap therefore roughly halved year on year on the headline measure, though the 2024 comparison is presented on two bases and the 2025 figure is given on one, so the two years are not directly comparable.

CEO pay ratio. "The ratio of the total annual remuneration of the highest-paid person to the median total annual remuneration of all employees (excluding the aforementioned person) is 19.47. The 2024 figure stood at 19.05." (page 155)

Stated limitation, quoted from footnote 22. "The figure shown may be overestimated as it does not take into account bonuses paid to employees of companies acquired during the year prior to the acquisition date." (page 155)

Both datapoints are cross-referenced in the appendix of EU-legislation datapoints: the unadjusted gender pay gap (paragraph 97(a)) and the excessive CEO pay ratio (paragraph 97(b)) are located in "Chapter 3 - Social Information, S1 - Own Workforce, Metrics and Targets" (page 116). No contextual explanation of the drivers of the pay gap is offered, and no breakdown by employee category is given. The metrics "have not been independently verified by an external body" (page 149).

Incidents, complaints and severe human rights impacts

Reference: page 155.

A nil return, quoted in full: "In 2025, as in the previous year, there were no incidents of discrimination, no reports of harassment, and no serious human rights incidents. Therefore, there were no charges against Group companies for fines, penalties, or compensation for damages in relation to these issues." (page 155)

The disclosure covers both limbs of S1-17: incidents of discrimination including harassment, and severe human rights incidents connected to the own workforce, together with the absence of related fines, penalties and damages. It is consistent with SBM-3, which states that "in relation to the company's operations, there are no situations of serious risk of forced labor, compulsory labor, or child labor, either in specific production facilities or in geographical areas considered at risk" (page 98).

The appendix of EU-legislation datapoints places the S1-17 incidents of discrimination datapoint (paragraph 103(a)) in Chapter 3, Metrics and Targets, and shows the datapoint on non-respect of the UN Guiding Principles on Business and Human Rights and the OECD Guidelines (paragraph 104(a)) without a location (page 116).

The reporting channels behind the figure are the whistleblowing system and the accident and grievance procedures described at S1-3 and G1-1 (pages 147, 165-166). No number of complaints received through those channels is disclosed, so the nil return covers incidents rather than channel usage.

Business conduct policies and corporate culture

Reference: pages 164-167.

Code of Ethics and Model 231 (page 164). The Ascopiave Group Code of Ethics is common to the whole Group and "was updated by the Ascopiave Board of Directors on 27 June 2025". Through the Organization, Management and Control Model under Legislative Decree 231/2001, adopted by each Group company, Ascopiave takes "an uncompromising approach to fraud, extortion, and corruption". Each company appoints a Supervisory Body characterised by autonomy and independence, professionalism and continuity of action, reporting to the Board, with "free access to company data, information, and documentation" and no administrative or operational tasks.

Protection of whistleblowers (pages 165-166). The Group has a formalised policy under Legislative Decree 24/2023 implementing EU Directive 2019/1937. The Whistleblowing Management Procedure, first issued in 2019 and updated in November 2023, covers reports made "anonymously or confidentially" on the Code of Ethics, Model 231, related procedures, the internal control system and laws or measures of public authorities. It distinguishes "Company 1" (Ascopiave S.p.A. and the gas distribution companies), which has the full reporting scope, management by the Reporting Committee and access to external reporting and public disclosure, from "Company 2", limited to Model 231 matters and managed by the Supervisory Body. Reports concerning members of the Reporting Committee or the Supervisory Bodies go to the Board of Directors instead.

Training (pages 166-167). New hires receive the Code of Ethics, Model 231 and the Whistleblowing Procedure; employees take online courses on Legislative Decree 231/2001 with a final test. After the AP Reti Gas North transaction two courses (231 and privacy) were launched for the incoming staff, and the same will follow for AP Reti Gas Next Grids. The supplementary Group-wide training scheduled for 2025 following the 2024 Model 231 update "has been rescheduled for 2026" (page 167).

Management of relationships with suppliers

Reference: pages 167-168.

Suppliers "are selected through procedures that ensure compliance with general and specific requirements, excluding those who do not meet the technical and economic-financial suitability requirements or who are subject to restrictive measures provided for by anti-Mafia and labor law regulations" (page 167).

Governing document. The Board approved the Regulations for the procurement of works, supplies, and services below the EU threshold in the special sectors of the Ascopiave Group, "last updated on 9 February 2023, and currently being updated". Although mandatory only for the special sectors, "they have been adopted by all Group companies and can therefore be applied in unregulated contexts" (page 167).

Selection criteria (page 167), taken from "Requirements, obligations, and conditions for contracting with the Ascopiave Group": respect for human rights, workers' rights and the environment; compliance with labour legislation "with particular regard to obligations relating to the protection of child labor and women, health and safety conditions, trade union rights and the employment of foreign workers, combating and exposing 'undeclared work'"; correct and timely fulfilment of remuneration, social security, insurance and tax obligations; legality, transparency and fairness; and professionalism, honesty and good faith.

Portal and sanctions (page 168). The online purchasing portal at www.eproc-ascopiave.it has been extended to all Group companies. Candidate suppliers must comply with the Code of Ethics and the relevant Model 231 and "cooperate fully with the competent Supervisory Body", including reporting alleged unlawful conduct through the Group whistleblowing procedure. Non-compliance, "such as engaging in anti-competitive practices and/or health and safety violations", can bring "temporary or permanent exclusion from the Supplier Register".

No figures are given for supplier screening or audits performed in 2025; a supplier qualification process with environmental, quality and health and safety certification checks is listed under E1-3 as "Set to begin operations in 2026" (page 136).

Prevention and detection of corruption and bribery

Reference: pages 168-169.

"The issue of corruption is mainly addressed in the Ascopiave Group's Code of Ethics and the Models 231 of the Group companies. As reportable unlawful conduct, corruption is addressed through the Ascopiave Group's Whistleblowing Procedure, which is an integral part of Model 231." (page 168)

Where corruption sits in Model 231. It is covered in "Special Part 1 'Offenses against the Public Administration' and in Special Part 3 'Corruption between private individuals'. For these areas, enhanced control measures are provided for, including specific procedures and periodic reporting obligations to the Supervisory Body." For each Area at Risk of Crime the Model details the functions and departments carrying out relevant activities (page 168). Page 167 adds that the Models identify "the Functions (and Departments)... most exposed to the risk of active and passive corruption", with both general and area-specific rules of conduct.

Independence of investigators (pages 168-169). The main guarantor is each company's Supervisory Body, "guaranteed the highest possible hierarchical position, providing for reporting to the highest operational level of the company, i.e., the Board of Directors". The Supervisory Bodies "are not assigned administrative and/or operational tasks" and have free access to company data. A parallel safeguard is the Reporting Committee, "a single cross-functional body appointed by the Ascopiave Board of Directors", composed of the Head of Internal Audit, the Director of Legal and Corporate Affairs and the entire Supervisory Board of Ascopiave S.p.A., which "fully complies with the status of 'autonomous office... dedicated and with staff specifically trained to manage the reporting channel' referred to in Article 4 of Legislative Decree 24/2023".

Communication and training (page 169). Policies are "adequately accessible to all those involved in processes potentially at risk of corruption"; the Models 231, Group policies and quality system procedures are accessible to all employees; and "over the years, the Ascopiave Group has periodically carried out online training activities for all employees". No figure is given for the share of functions at risk covered by anti-corruption training in 2025.

Targets related to business conduct (part of MDR-T/GDR-T disclosures)

Reference: pages 82, 169-170. This statement was prepared under the 2023 ESRS (Delegated Regulation 2023/2772, page 67), where business conduct targets fell under MDR-T rather than a standalone G1 targets disclosure requirement.

Where the Group places MDR-T. The due diligence mapping table on page 82 routes "ESRS 2 MDR-T" to "See Thematic ESRS" and then to the "Metrics and Targets sub-topic of the following paragraphs: E1 - Climate Change, S1 - Own workforce, G1 - Business conduct".

What that G1 section contains (pages 169-170). No quantified or time-bound business conduct target is stated. The Group discloses instead the outcomes it tracks:

• G1-4: "During 2025, in line with the previous year, there were no cases of corruption and bribery and no legal proceedings relating to corruption were brought against the company or its employees" (page 169).
• G1-6: "In 2025, in line with the previous year (95.6%), Group companies made an average of 94.2% of payments in accordance with standard terms", with average payment time of 35.2 days against 30.8 in 2024, and no pending legal proceedings for late payments at 31 December 2025 (pages 169-170).

Effectiveness tracking in the absence of a target. The G1 chapter describes the mechanisms: periodic reporting obligations to the Supervisory Body for the enhanced-control areas of Model 231 (page 168); a "structured collection of information flows from the relevant company departments and functions for the areas most at risk of crime", accompanied by "a general obligation to report exceptional or anomalous events and/or potential violations" (page 166); and online Model 231, Code of Ethics and whistleblowing courses in which "a final test... determines the successful completion of the training program" (page 166).

Readers should note the gap this leaves: no target value, no base year and no deadline for any business conduct metric, and the supplementary Model 231 training due in 2025 was rescheduled to 2026 (page 167).

Incidents of corruption or bribery

Reference: page 169.

A nil return, quoted in full: "During 2025, in line with the previous year, there were no cases of corruption and bribery and no legal proceedings relating to corruption were brought against the company or its employees. Consequently, no convictions or fines were recorded against Group companies for violations of laws against active and passive corruption." (page 169)

The disclosure therefore covers confirmed incidents, related legal proceedings, and the absence of convictions and fines, and reports zero on each. It is presented under the G1 "Metrics and targets" heading alongside G1-6.

The appendix of EU-legislation datapoints cross-references both G1-4 items: "Fines for violation of anticorruption and anti-bribery laws paragraph 24(a)" and "Standards of anticorruption and anti-bribery paragraph 24(b)" are located in "Chapter 4 - Governance Information, G1 - Business Conduct, Metrics and Targets" (page 117).

Corruption and bribery is a material sub-topic for the Group: SBM-3 identifies a positive impact from anti-corruption training and a risk of "costs arising from legal disputes and possible sanctions in the event of fraud in the area of payments, with consequent damage to reputation" (pages 92-93), and the prevention machinery is described at G1-3 (pages 168-169). The statement does not disclose the number of reports received through the whistleblowing channel during the year, so the nil incident count is not accompanied by a channel usage figure.

Payment practices

Reference: pages 169-170.

Standard terms. "In managing payments to suppliers, the Ascopiave Group guarantees the terms established in the contractual conditions if, when completing invoices, the supplier follows the instructions provided by the Group company that purchased the goods, works, or services. Otherwise, payments will be made 30 days later than the contractually agreed term." Administrative offices "carefully and continuously monitor due dates". Following the 2025 acquisition, "the Group has maintained supply or work contracts already entered into by previous management with payment terms of 60 days from the end of the month of invoicing" (page 169).

Metrics. "In 2025, in line with the previous year (95.6%), Group companies made an average of 94.2% of payments in accordance with standard terms", calculated as a weighted average across all Group companies (page 169, footnote 23). "The average time taken by Ascopiave to pay an invoice, in number of days, is 35.2, calculated from the date on which the contractual or legal payment period begins... the increase of approximately 14.3% compared to 2024 (in absolute terms, the figure stood at 30.8 in 2024) is due to the acquisition made by the Ascopiave Group during 2025" (page 170).

Legal proceedings. "There are no pending legal proceedings for late payments as of 31 December 2025." (page 170)

Timely payment is a material positive impact under G1: "Ensuring timely payments in line with industry standards strengthens partnerships with suppliers and supports their financial stability", newly integrated in the 2025 DMA (pages 91, 101). "The metrics have not been independently verified by an external body" (page 169).