Athens Water Supply and Sewerage S A : ISSUE 7 Remuneration Report 2023

Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

Remuneration report for fiscal year 2023 according to article 112 of L. 4548/2018

Fiscal year 2023

Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

Table of Contents

	Contents
1.	Introduction	2
2.1 Important Achievements and Main Developments of the year 2023	3
2.2 Significant Events of 2023	4
3.	Purpose and Scope	8
4.	Governance of Report	8
5.	Total Remuneration of the Board Members	9
5.1. Remuneration of the Board Members in the year 2023	11
5.2 Remuneration of Board Members from EYDAP Group companies in 2023	12
6.	Remuneration of the Board Members based on shares	13
7.	Compliance with the Remuneration Policy of EYDAP Board Members	13
8.	Variable Remuneration - Use of variable remuneration recovery option	14

9. Deviation from the application of the Remuneration Policy of EYDAP

Board Members

15

10. Comparative information on changes in remuneration and performance

of EYDAP	15
11.	Information on shareholder voting	17
12.	Disclosures	17

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Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

1. Introduction

• Applicable legislative and regulatory framework

Pursuant to Article 9b of Directive (EU) 2017/828 of the European Parliament and of the Council of 17 May 2017 amending Directive 2007/36/EC regarding the encouragement of long-term active shareholder participation, as incorporated in the Greek legal order with Article 112 of Law 4548/2018 on Public Limited Companies, companies with shares listed on a regulated market are required, among other things, to draw up a Remuneration Report, which contains a comprehensive overview of the remuneration of each individual member of the Board of Directors (hereinafter " Board of Directors"), including newly hired and older members of the Board of Directors for the last financial year, in accordance with the remuneration policy in accordance with Article 110 of Law 4548/2018.

The Remuneration Report is submitted for discussion at the Ordinary General Meeting of Shareholders (hereinafter "AGM") as an agenda item and shareholders have an advisory vote on it.

It is noted that the Remuneration Report for the year 2022, which was submitted for discussion at the AGM of September 6, 2023 , received the approval of 98.55% of the votes represented. This fact of almost universal acceptance was taken into account by the Board of Directors for the preparation of the present in terms of form and content.

In this context, the Board of Directors of EYDAP SA, following the proposal of the Remuneration and Nominations Committee, submitted this Remuneration Report to the Shareholders' General Meeting which will take place on 11 July 2024.

The Remuneration Policy for the Members of the Board of Directors of EYDAP was first approved by the General Meeting of Shareholders of the Company which took place on 26/06/2020 and was subsequently revised with the decisions of the General Meeting of Shareholders of 25/06/2021 and 6/9/2023 Shareholders. This Report has been prepared in compliance with the Remuneration Policy for the Members of the Board of Directors of EYDAP, as revised and approved by the Shareholders' General Meetings of 25/06/2021 and 06/09/2023, taking into account the legislative and regulatory framework in which the Company is subject to, and in particular the following:

• Law 4548/2018 "Reform of the law of joint-stock companies".
• The provisions of the Articles of Association, the Greek Corporate Governance Code and the Company's Operating Regulations, as well as the terms of the relevant Collective Labor Agreements.

Information on the remuneration of each member of the Board of Directors during the last five (5) years is presented in the corresponding annual reports of the Board of Directors included in the Annual Financial Statements of the Company and are available on the Company's website at the link:

https://www.eydap.gr/Investors/EconomicResults/

The Remuneration Report is available on the Company's website at the link:

https://www.eydap.gr/Investors/Presentations/

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Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

2.1 Significant Achievements and Main Developments of the year 2023

• EYDAP financial results
• INCOME ACCOUNT STATEMENT FOR THE YEARS ENDED DECEMBER 31, 2023 & 2022

		GROUP		COMPANY
Amounts in thousands of Euros	NOTE	31.12.2023	31.12.2022	31.12.2023	31.12.2022
Operations' Circle	5	351,602	343,493	351,574	343,477
Cost of goods sold	6	(217,752)	(221,929)	(217,738)	(221,929)
Gross profit		133,850	121,564	133,836	121,548
Other operating income	5	3.159	3.105	3.155	3.105
Administrative expenses	6	(76,602)	(78,325)	(76,578)	(78,281)
Disposition operating expenses	6	(35,960)	(39,332)	(35,960)	(39,332)
Other Expenses	9	(3,413)	(10,627)	(3,413)	(10,627)
Impairment of financial assets	23	477	3,703	477	3,703
Operating Profits		21,511	89	21,517	117
Financial income	10	17,816	13,264	17,806	13,264
Financial expenses	11	(11,335)	(2,743)	(11,335)	(2,743)
Profits / (Loss) before Taxes		27,991	10,610	27,988	10,638
Income tax	12	(7,716)	(5,594)	(7,716)	(5,594)
Profit / (Loss) after Taxes		20,275	5,016	20,272	5,044
Profit/(Loss) per share (in Euros)	13	0.19	0.05
Proposed dividend (in Euros)				0.10	0.02

Source "Pg. 275 of the Annual Financial Report 2023"

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Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

2.2 Significant Events of 2023 USE

New Independent Regulatory Authority

On March 28, 2023, Law 5037/2023 (Government Gazette A' 78) was published , whereby the supervision of EYDAP was transferred to the Ministry of Environment and Energy, while the supervision of the provision of water services and municipal waste management was assigned to the Waste Regulatory Authority, of Energy and Water (R.A.A.E.Y.).

The purpose of the law is the rational regulation of the provision of water supply and urban waste treatment services, in particular in terms of organization, services provided, their costs and pricing, through the assignment of relevant supervisory and control powers to the Regulatory Authority for Waste, Energy and of Water (R.A.A.E.Y.), as the Energy Regulatory Authority (R.A.E.) was renamed . In the same context, the responsibilities of water management and policy bodies are streamlined and updated, individual regulations are adjusted and a national water strategy is established.

EYDAP's pricing policy is implemented through the application of the general rules for costing and pricing of water services determined by a joint decision of the Ministers of Environment and Energy, Finance, Interior and Rural Development and Food, in accordance with the provisions of article 12 of Law 3199/2003 , as it was replaced pursuant to article 34 of Law 5037/2023. With the same JMD, the procedures and the method of recovering the cost of water services in the various uses are also determined, while the water service tariffs for the various categories of consumers and users are approved by a five-year decision of R.A.A.E.Y. in accordance with article 12A of Law 4001/2011, as introduced by Law 5037/2023, repealing the relevant provisions of paragraphs 1 and 2 of article 3 of Law 2744/1999. According to paragraph 5 of article 114 of Law 4812/2021 "the validity of EYDAP tariffs is extended. S.A. for the provision of water services it offers to its consumers, which have been approved by the joint decision of the Ministers of Finance, Transport and Networks and Environment, Energy and Climate Change (Β` 3188) under reference D6/2027/16.12.2013, for the period from 1.1.2019 and until the approval of the new tariffs based on the new contract in accordance with par. 2." Article 19 of Law 5106/2024 provided for the approval of EYDAP's tariffs for the various categories of consumers and users by decision of the Minister of Environment and Energy, until the staffing of R.A.A.E.Y.

Transfer of Majority shares of EYDAP from Growthfund to the Greek State

Article 64 of Law 5045/29/7/2023 (Transfer of EYDAP and EYATH shares from the Hellenic Holdings and Property Company to the Greek State) provided that all of the Superfund's ownership shares in EYDAP and EYATH are transferred to the Greek State. The transfer of 53,250,001 shares (50%+1 share) was completed on 3/8/2023.

Therefore, the total percentage of voting rights (directly and indirectly) controlled by the Greek State amounts to 65,319,740 (61.33%), of which the direct voting rights concern 53,250,001 common registered shares (50% + 1 share). and the indirect voting rights concern 12,069,739 (11.33%) common registered shares. The voting rights of the 12,069,739 common registered shares (11.33%) relate to the percentage of share capital directly held by HRAFT in EYDAP S.A. The Greek State universally controls 100% of the "Hellenic Holdings and Property Company S.A." (Growthfund) which, in turn, by controlling 100% of the HRAFT, indirectly controls the voting rights in question.

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Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

The total percentage of participation (direct and indirect) of the Greek State did not change

Reception of municipal networks and WWTP

On 1.9.2023, EYDAP took over the municipal water supply and sewerage networks and the Waste Water Treatment Plant of the city of Megara, the municipal sewerage network of the city of Nea Peramos and the municipal water supply networks of the areas of Kinetta, Vlychada (Agios Panteleimonas), Nea Zoi, Kandyli , Koumindriou, Lakka, Agia Triada, Iremo Kymato and Pachi with their associated facilities.

The entire water supply network has a length of 270 km of pipelines and supplies water to 13,500 facilities.

Accordingly, the sewerage network of the city of Megara and the area of Nea Peramos has a total length of 96 km of pipelines, which includes approximately 6,600 constructed external branches of properties.

The WWTP Megaron receives sewage through a network of sewage collectors from the city of Megaron and Nea Peramos as well as domestic sewage from areas that lack a sewerage network. The capacity of the constructed facility is 43,330 (I.P.) and the average daily design flow of incoming wastewater is 8,000 m3/d. According to the agency's records, in 2023, it treated an average of 1,900m3/d of municipal wastewater and 90m3/d of sewage.

The treated wastewater is disposed of by an underwater pipeline in the Saronic Gulf sea area, west of the Hersonissos of Ag. Triada at the "Almyres" location and at a depth of 30 m while the stabilized dewatered sludge, since EYDAP took over the installation, is transported to the WWTP of Psittalia for thermal drying.

The average daily design flow of incoming wastewater is 8,000 m 3 / d .

Secondary treatment with nitrogen removal and disinfection is carried out at WWTP Megaron. In 2023, it treated an average of 1,900 m 3/ d of municipal wastewater and 90 m 3/ d of sewage.

.

In mid-December 2023, the management and operation of the Koropi-Peania Wastewater Treatment Center was handed over to EYDAP.

The facility has the capacity to treat wastewater equivalent to a population equal to 99,486 i.c. In 2023, it treated an average of 1,750 m3/d of municipal wastewater.

In the already licensed project, the waste from the following areas is or will be directed:

• Municipality of Paiana as a whole, including BIO.PA. Peanias.
• The city of Koropi and the settlement of Karellas of the Municipality of Koropia, including the BIO.PA Koropi and Karellas and the wholesale area of Koropi.
• The areas south of the Western Regional Avenue Ymittos of the Municipality of Pallini.
• The settlement of Hamolias in the Municipality of Markopoulos - Mesogaia.

Expansion projects of the WWTP of Koropi-Peania are planned, concerning a future new treatment line (2nd treatment line) to accommodate the additional hydraulic and pollutant load of the sewage from the coastal areas of the Municipality of Saronikos & Kropias.

The facility carries out secondary treatment with nitrogen and phosphorus removal and disinfection. The treated wastewater is disposed of by a submarine disposal pipeline in the sea area of Hamolia in the South Euboean Gulf through a tunnel.

Signing of an Agreement between the Municipality of Athens and EYDAP

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Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

On February 8, 2023, a program agreement was signed between EYDAP and the Municipality of Athens, according to which it is foreseen that EYDAP will proceed with the construction of pipelines of the secondary definitive sewerage network, either to replace old municipal pipelines, or to complete the network in Municipality of Athens, as well as in the construction of the private connections of the properties with the central pipelines.

In practical terms, this means for citizens that applications for connection to the sewerage network will now be submitted directly to EYDAP, while the waiting time for their service will be reduced from the current average of 2 years to just 3 months.

At the same time, with the implementation of this new agreement, it is planned to reduce the response time to emergency breaks and breakdowns caused by the age of the network, thus eliminating even the slightest possibility of causing a risk to public health.

Actions to reduce the carbon footprint

In the context of EYDAP SA's strategy to achieve a zero carbon footprint by 2030, in May 2023 EYDAP announced a tender, with a total budget of 2.3 million euros, with the aim of supplying new electric vehicles with zero CO 2 emissions , as well as the their recharge infrastructure. The purpose of EYDAP is the gradual replacement of its fleet of conventional vehicles with electric ones, with the aim of transitioning to systems with low greenhouse gas emissions.

The tender, with a total budget of 2.3 million euros, concerns:

• supply of 16 two-wheeled vehicles,
• operational leasing of 53 electric vehicles of various categories,
• supply and installation of recharging infrastructure, as well as their supporting software Also:
• • the awarding of the contractor for the tender for the supply and installation of two (2) photovoltaic stations on the ground at the MEN of Acharno and the MEN of Polydendri with a

power of 999.6 kW each ( net - metering ) was completed.

• the tender was carried out for the supply and installation of two (2) photovoltaic plants on roofs in the MEN of Acharno with a power of 999.6 kW and 499.6 kW ( net - metering ).
• the tender was announced for the supply of electricity to the EYDAP SA facilities with the requirement that 50% of it be with guarantees of origin from RES.
• licensing applications were submitted for the development of new photovoltaic plants at the EYDAP SA facilities, with a total capacity of 11.6 MW

Signing of an Addendum between EYDAP, the Greek State, and "EYDAP Fixed Assets Company"

In June 2023, the tripartite signing of an Addendum to the Contract between the Greek State, the "EYDAP Fixed Assets Company" and "E.YD.A.P. S.A." was successfully completed. The object of the agreement is the execution of works on the closed Joint Aqueduct of Mornos - Marathon, Section Klidi - Dafnoula. This agreement promotes the implementation of an important project for the upgrading of the external water supply system of Attica.

.Extension of the EWSS operating contract

In August 2023, the EYDAP Fixed Assets Company notified EYDAP about the request for a unilateral extension of the contract for the assignment of operation and maintenance services, of the External Water Supply System (EWS), with the same conditions, for an additional period of six (6) months, until

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Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

June 30, 2024, as provided for in the from 2/2/2022 contract between EYDAP S.A., EYDAP Fixed Assets Company and the Greek State.

Investment plan

In 2023 the absorption of the investment program amounted to 44.2 million euros, increased by 45% compared to the absorption in 2022, which had risen to 30.45 million euros and increased by 140% compared to the absorption in 2021 which amounted to 18.3 million euros.

The 2024-2033 investment program concerns:

• major projects in Eastern Attica (construction of sewage transport networks and pipelines, construction of a Wastewater Treatment Center in Rafina and Marathon, construction of a network for the reuse of recycled water from the WWTPs, management, final treatment and utilization/disposal of the biosolids produced by the Eastern Attica WWTPs), amounting to 958 ,7 m. €.
• water supply network projects (reinforcement of the primary supply network, optimization - modernization of the secondary network, modernization of water supply facilities, installation of 2 million household smart meters, expansion of activities in new areas, e.g. Kinetta, Mandra
  Idyllias, Total Municipalities of Eastern Attica), amounting to 681 ,6 m. €
• drainage projects (upgrading of the drainage network, restoration - upgrading of old pipelines of the central pantororic network, reconstructions, repairs of dirty sewerage pipelines and construction of branches, modernization of sewage network facilities, expansion of activities in new areas, e.g. Agios Stefanos, Kallithea Pentelis, Aianteio, Thriasio , Megara, Koropi, upgrade of Triasio Wastewater Treatment Centers, Megara, Metamorfosis, Psyttaleia), height 364.5 m. €
• building, digital governance and transformation projects (€103.8m)

50% of the project budget is financed by the EU

Customer Satisfaction Survey

In November 2023, a telephone customer satisfaction survey using a structured questionnaire was carried out in the Attica Region. The results were particularly encouraging as the Satisfaction Index from EYDAP reaches 75% at levels corresponding to 2019 (74%).

The Company's Net Promoter Score (NPS) is significantly positive and stands at +32, with almost 1 in 2 being promoters of the business.

Also, the use of electronic services by customers and the electronic method of payment is particularly increased. The overall satisfaction with EYDAP's services compared to other NGOs varies from 14% to 22%.

Regular General Assembly - New Board of Directors

The Greek State, as the majority Shareholder, proposed and elected the following nine (9) Members of the Board of Directors of EYDAP S.A. with a four-year term, expiring on 6 September 2027 , automatically extended until the Ordinary General Meeting of Shareholders that will convene after the end of their term:

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Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

Sachinis Charalambos of Georgios,

Giannikouris Antonios of Emmanouil,

Kaymenaki Eleni-Maria of Fotios,

Sfikas Efthimios of Iosif,

Martseki Anastasia of Michail,

Mavrommati Marina of Konstantinos,

Lambrou Marika of Evangelos,

Stergiou Georgios of Evangelos,

Karaplis Christos of Grigorios.

3. Purpose and Scope

This Report includes information required in accordance with Article 112 of Law 4548/2018 and the Greek Corporate Governance Code, specifically aiming at the following:

• to provide increased corporate transparency and to facilitate the better exercise of supervision by the shareholders on the remuneration of the Board Members.
• in providing the possibility, through the comprehensive overview of the remuneration of the Board Members, to evaluate the remuneration levels of the Board Members and the way in which the Company applies its Remuneration Policy for the Board Members, as revised by the TGS of the Shareholders of 06/09/2023.

In particular, this Report examines the following issues, in accordance with the requirements of the applicable legislative framework and provides information on the regulations applied by the Company:

• Total Remuneration of the Board Members
• Board Members' remuneration based on shares
• Compliance with the Remuneration Policy of EYDAP Board Members
• Exercising the right to recover variable remuneration
• Deviation from the application of the Remuneration Policy for the Members of the Board of Directors of EYDAP
• Comparative information on changes in remuneration and performance of EYDAP
• Information about the shareholder vote

4. Governance of the Report

• competent authorities

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Remuneration Report of the Members of the Board of Directors of EYDAP SA 2023

This Report is submitted for discussion and advisory vote to the General Meeting of Shareholders of the Company, following the proposal of the Company's Board of Directors, following the recommendation of the Remuneration and Nominations Committee. In fulfilling its duties, the Remuneration and Nominations Committee may cooperate with other Board Committees, if deemed necessary. Before its submission to the General Assembly, the Remuneration Report of the Board Members is subject to an "Assurance Report" by the Company's regular auditor, in accordance with Article 112 par. 4 of Law 4548/2018.

The Directorate of Legal Services of EYDAP assists the Board of Directors and the Remuneration and Nominations Committee in the preparation of the Report. For this purpose, the Legal Services Department of EYDAP cooperates with other functions of the Company, such as those responsible for payroll and financial services.

5. Total Remuneration of the Board Members

• Composition of the Board of Directors in 2023

The Board of Directors consists of:

1. two (2) representatives of the Company's employees who are elected (with their alternates) by direct and universal suffrage.
2. two (2) members who represent the minority shareholders and are elected in the manner defined in article 36 of the Articles of Association.
3. representatives of the shareholders, who are elected by the General Assembly in accordance with article 11 of the Articles of Association and the provisions of Law 4548/2018.

According to the 12.9.2023 decision of the Shareholders' General Meeting, the Board of Directors of EYDAP consists of 13 members with a four-year term automatically extended until the end of the period within which the next General Meeting must be convened and until the relevant decision is taken. The extension cannot exceed one (1) year and the maximum term of office of the members cannot exceed five (5) years .

The following table shows the composition of the Board of Directors from January 1, 2023 to September 12, 2023, when 9 new Board members were elected by the majority shareholder (Greek State), as well as the status of each member as executive, non-executive or independent, as determined by the General Meeting or the Board of Directors.

Board Composition	Status	Beginning of term Expiration of term
		and any re-election
Theodora Varvarigou	Chairman of the Board, non-	2019 12.9.2023
	executive member
Charalambos Sahinis	CEO, executive member	2019 12.9.2023
Anastasios Tosios	Asst. CEO, executive member	2019 12.9.2023
Ekaterini Beritsi	Independent non-executive member	2019 12.9.2023
Alexander Nasoufis	Independent non-executive member	2019 12.9.2023
Michael Stavroulakis	Independent non-executive member	First election 2015
		Re-election 2019 12.9.2023

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