Non-Financial Information Statement and Sustainability Information of Elecnor Group 2025. Verification report

Limited assurance report issued by a practitioner on the Consolidated Non-Financial Information Statement and Sustainability Information for the year ended 31 December 2025

"This version of our report is a free translation of the original, which was prepared in Spanish. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation"

To the shareholders of Elecnor, S.A. at the request of the directors:

Pursuant to article 49 of the Code of Commerce, we have conducted a limited assurance engagement on the accompanying Consolidated Non-Financial Information Statement (hereinafter, NFIS) for the year ended 31 December 2025 of Elecnor, S.A. (hereinafter, the Parent company) and its subsidiaries (hereinafter, the Group), which forms part of the Group's consolidated management report.

The NFIS includes information in addition to that required by current commercial regulations on nonfinancial information, specifically, it includes the Sustainability Information prepared by the Group for the year ended 31 December 2025 (hereinafter, the sustainability information) in accordance with the Directive (EU) 2022/2464 of the European Parliament and of the Council of 14 December 2022, as regards corporate sustainability reporting (CSRD). This sustainability information has also been subject to limited assurance procedures.

Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that causes us to believe that:

1. the Group's Non-Financial Information Statement for the year ended 31 December 2025 is not prepared, in all material respects, in accordance with current commercial regulations and in accordance with the selected criteria of the European Sustainability Reporting Standards (ESRS), as well as with those other criteria described as mentioned for each topic in the table of the Annex

   IV. "Contents index of Law 11/2018" of the aforementioned Statement;

2. the sustainability information as a whole is not prepared, in all material respects, in accordance with the sustainability reporting framework applied by the Group and which is identified in the accompanying section BP-1, including:

   • That the description provided of the process for identifying the sustainability information included in section "Double materiality analysis" is consistent with the process in place and enables the identification of the material information to be disclosed in accordance with the requirements of ESRS.

   • Compliance with ESRS.

     https://www.pwc.es

     1

     PricewaterhouseCoopers Auditores, S.L. Torre PwC, P.º de la Castellana 259 B, 28046 Madrid, España

     Tel.: +34 915 684 400 / +34 902 021 111

     R.M. Madrid, hoja 63988, folio 75, tomo 9267, libro 8.054, sección 3.ª Inscrita en el R.O.A.C. con el número S0242 - NIF: B-79031290

   • Compliance with the disclosure requirements, included in subsection "European taxonomy of environmentally sustainable economic activities" of the environment section of the sustainability information with the provisions of article 8 of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020 on the establishment of a framework to facilitate sustainable investments.

We conducted our limited assurance engagement in accordance with generally accepted professional standards applicable in Spain and specifically in accordance with the guidelines contained in Guides 47 Revised and 56 Revised issued by the Instituto de Censores Jurados de Cuentas de España on assurance engagements regarding non-financial information and considering the contents of the note published by the Instituto de Contabilidad y Auditoría (ICAC) dated 18 December 2024 (hereinafter, generally accepted professional standards).

In a limited assurance engagement, the procedures applied are less in extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is lower than the assurance that would have been obtained had a reasonable assurance engagement been performed.

Our responsibilities under these standards are further described in the Practitioner's responsibilities section of our report.

We have complied with the independence and other ethical requirements of the International Code of Ethics for Professional Accountants (including International Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), which is founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour.

The firm applies International Standard on Quality Management 1, which requires the firm to design, implement and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion.

The preparation of the NFIS included in the Group's consolidated management report, as well as its content, is the responsibility of the directors of Elecnor, S.A. The NFIS has been prepared in accordance with prevailing commercial regulations and in accordance with the ESRS criteria selected, as well as those other criteria described in accordance with the aforementioned for each topic in the table of the Annex IV. "Contents index of Law 11/2018" in the aforementioned Statement.

This responsibility also encompasses designing, implementing and maintaining such internal control as is determined to be necessary to enable the preparation of the NFIS that is free from material misstatement, whether due to fraud or error.

The directors of Elecnor, S.A. are also responsible for defining, implementing, adapting and maintaining the management systems from which the information necessary for the preparation of the NFIS is obtained.

With regard to the sustainability information, the Parent company's directors are responsible for developing and implementing a process to identify the information that should be included in the sustainability information in accordance with the CSRD, ESRS and as set out in article 8 of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020, and for disclosing information about this process in the sustainability information itself in section "Double materiality analysis". This responsibility includes:

• understanding the context in which the Group's business activities and relationships are conducted, as well as its stakeholders, with regard to the Group's impacts on people and the environment;

• identifying the actual and potential impacts (both negative and positive), as well as the risks and opportunities that could affect, or could reasonably be expected to affect, the Group's financial position, financial results, cash flows, access to finance or cost of capital over the short, medium or long term;

• assessing the materiality of the impacts, risks and opportunities identified; and

• making assumptions and estimates that are reasonable under the circumstances.

  The Parent company's directors are also responsible for the preparation of the sustainability information, which includes the information identified by the process, in accordance with the sustainability reporting framework applied, including compliance with the CSRD, compliance with ESRS and compliance with the disclosure requirements included in subsection "European taxonomy of environmentally sustainable economic activities" of the environment section of the sustainability information in accordance with the provisions of article 8 of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020 on the establishment of a framework to facilitate sustainable investment.

  This responsibility includes:

• Designing, implementing and maintaining such internal control as the Parent company's directors consider to be relevant to enable the preparation of sustainability information that is free from material misstatement, whether due to fraud or error.

• Selecting and applying appropriate methods for the presentation of sustainability information and making assumptions and estimates that are reasonable in the circumstances about specific disclosures.

  Inherent limitations in preparing the information

  In accordance with ESRS, the Parent company's directors are required to prepare prospective information based on assumptions and hypotheses, which should be included in the sustainability information, regarding events that could occur in the future, as well as possible future actions, where appropriate, that the Group could take. Actual results may differ significantly from estimated results since they refer to the future and future events often do not occur as expected.

  In determining disclosures relating to sustainability information, the Parent company's directors interpret legal and other terms that are not clearly defined and could be interpreted differently by others, including the legality of such interpretations and, consequently, they are subject to uncertainty.

  Practitioner's responsibilities

  Our responsibility is to plan and perform the assurance engagement to obtain limited assurance about whether the NFIS and sustainability information are free from material misstatement, whether due to fraud or error, and to issue a limited assurance report that includes our conclusion. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence decisions of users taken on the basis of this information.

  As part of a limited assurance engagement, we exercise professional judgement and maintain professional scepticism throughout the engagement. We also:

• Design and perform procedures to assess whether the process for identifying the information included in both the NFIS and the sustainability information is consistent with the description of the process followed by the Group and enables, where appropriate, the identification of the material information to be disclosed in accordance with ESRS requirements.

• Perform risk assessment procedures, including obtaining an understanding of internal control relevant to the engagement, to identify the disclosures in respect of which material misstatements are likely to arise, whether due to fraud or error, but not for the purpose of providing a conclusion on the effectiveness of the Group's internal control.

• Design and perform procedures responsive to where material misstatements are likely to arise in the disclosures included in the NFIS and sustainability information. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal control.

  Summary of the work performed

  A limited assurance engagement involves performing procedures to obtain evidence to support our conclusions. The nature, timing and extent of procedures selected depend on professional judgement, including the identification of the disclosures where material misstatements are likely to arise, whether due to fraud or error, in the NFIS and in the sustainability information.

  Our work consisted of enquiries of management as well as of various units and components of the Group that were involved in the preparation of the NFIS and sustainability information, of the review of the processes for compiling and validating the information presented in the NFIS and sustainability information and of the application of certain analytical procedures and review procedures on a sample basis, as described below:

  In relation to the process of verifying the NFIS:

• Meetings with Group personnel to understand the business model, policies and management approaches applied and the main risks related thereto, and obtaining the information required for the external review.

• Analysis of the scope, relevance and completeness of the content of the NFIS for the 2025 year based on the materiality analysis performed by the Group and described in section "Double materiality analysis", taking into account the content required under prevailing commercial legislation.

• Analysis of the processes to compile and validate the information presented in the NFIS for the 2025 year.

• Review of information concerning risks, policies and management approaches applied in relation to material matters presented in the NFIS for the 2025 year.

• Verification, by means of sample testing, of the information relating to the content of the NFIS for the 2025 year and its adequate compilation using data obtained from the information sources.

  In relation to the process of verifying the sustainability information:

• Making enquiries of the Group's personnel:

  − In order to understand the business model, policies and management approaches applied and the main risks related thereto, and obtaining the information required for the external review.

  − In order to understand the source of the information used by management (for example, engagement with stakeholders, business plans and strategy documents); and the review of the Group's internal documentation on its process;

• Obtaining, through enquiries of Group personnel, an understanding of the entity's relevant processes for collecting, validating and presenting information for the preparation of its sustainability information.

• Evaluating the consistency of the evidence obtained from our procedures on the process implemented by the Group for determining the information that should be included in the sustainability information with the description of the process included in such information, as well as the evaluation of whether the aforementioned process implemented by the Group enables the identification of material information to be disclosed according to ESRS requirements.

• Evaluating whether all the information identified in the process implemented by the Group for determining the information that should be included in the sustainability information is in fact included.

• Evaluating the consistency of the structure and presentation of the sustainability information with the requirements of ESRS and the rest of the regulatory framework on sustainability information applied by the Group.

• Making enquiries of relevant personnel and performing analytical procedures on the information disclosed in the sustainability information, considering such information in respect of which material misstatements are likely to arise, whether due to fraud or error.

• Performing, where appropriate, substantive procedures on a sample basis on the information disclosed in the selected sustainability information, considering such information in respect of which material misstatements are likely to arise, whether due to fraud or error.

• Obtaining, where applicable, the reports issued by accredited independent third parties appended to the consolidated management report in response to the requirements of European regulations and, in relation to the information to which they refer and in accordance with generally accepted professional standards, verifying only the practitioner's accreditation and that the scope of the report issued is aligned with the requirements of European regulations.

• Obtaining, where appropriate, the documents that contain the information incorporated by reference, the reports issued by auditors or practitioners on such documents and, in accordance with generally accepted professional standards, verifying only that the document to which the information incorporated by reference refers meets the conditions described in ESRS for the incorporation of information by reference in the sustainability information.

• Obtaining a representation letter from the Parent company's directors and management in relation to the NFIS and sustainability information.

The Parent company's directors are responsible for the other information. The other information comprises the consolidated annual accounts and the rest of the information included in the consolidated management report, but does not include either the auditors' report on the consolidated annual accounts or the assurance reports issued by accredited independent third parties as required by European Union law on specific disclosures contained in the sustainability information and appended to the consolidated management report.

Our assurance report does not cover the other information, and we do not express any form of assurance conclusion thereon.

With regard to our assurance engagement regarding the sustainability information, our responsibility consists of reading the other information identified above and, in doing so, considering whether the other information is materially inconsistent with the sustainability information or the knowledge we have obtained during the assurance engagement, which may be indicative of the existence of material misstatements in the sustainability information.

PricewaterhouseCoopers Auditores S.L.

Original in Spanish signed by Goretty Álvarez González (20208) 26 February 2026

1. Consolidated Statement of Non-Financial Information and Sustainability Information

   In compliance with Law 11/2018, of 28 December, concerning non-financial information and diversity, Elecnor, S.A. includes its Consolidated Statement of Non-Financial Information and Sustainability Information (hereinafter, NFISSI 2025 or Report) in the Consolidated Directors' Report of the Elecnor Group.

   1. ESRS 2. General disclosures

      This specific section of the Consolidated Directors' Report includes the information necessary to understand the company's impact on sustainability issues, as well as how these issues may affect the company's development, results and positioning.

      BP-1: General basis for preparation of sustainability statements

      The NFISSI 2025, which forms part of the Consolidated Directors' Report, has been prepared on a consolidated basis. The scope of the information reported is the entire Elecnor Group (Elecnor, S.A. and subsidiaries1), with the same consolidation scope as that included in the Consolidated Annual Accounts.

      This information has been prepared in accordance with Law 11/2018 of 28 December concerning non-financial information and diversity (from Royal Decree-Law 18/2017 of 24 November) (hereinafter, Law 11/2028), the Corporate Sustainability Reporting Directive (hereinafter, CSRD) and the European Sustainability Reporting Standards (hereinafter, ESRS). These last two regulations have not yet been transposed into Spanish law.

      Throughout NFISSI 2025, information is presented on the Elecnor Group's value chain. On the one hand, the double materiality assessment process described in disclosure requirement IRO-1 includes the impacts, risks and opportunities identified in every phase of the value chain; and, on the other, the policies, actions, objectives and metrics that extend to the value chain are described in the corresponding sections of the topical ESRS.

      The Elecnor Group has not omitted any information relating to intellectual property, know-how or innovation outcomes from this Report. Nor has it availed itself of the exemption from disclosing any impending events or matters currently under negotiation.

      BP-2: Disclosures in relation to specific circumstances

      At the time of writing this Report, the regulatory framework is defined by the following milestones:

      • The bill transposing the Corporate Sustainability Reporting Directive (CSRD) into Spanish law has not yet been finally approved.

      • On 10 November 2025, Delegated Regulation (EU) 2025/1416 (known as the Quick Fix) was published in the Official Journal of the European Union (OJEU). This standard, which applies to financial years beginning on or after 1 January 2025, stems from the Omnibus proposal to simplify sustainability reporting and due diligence requirements, drawn up by the European Commission. The aim of the Quick Fix Delegated Regulation is to prevent companies in so-called Wave 1 (large listed companies and financial institutions with more than 500 employees) from having to report information that is likely to be removed in future reforms as a result of the Omnibus proposal.

        Under this regulatory framework, companies in Wave 1 -a category to which the Elecnor Group belongs- would not be required to report any further information beyond what is already required for 2024. Furthermore, for 2025 and 2026, organisations with more than 750 employees may be

        ‌1No subsidiary included in the consolidation is exempt from individual or consolidated sustainability reporting in accordance with Article 19a or Article 29a(8) of Directive 2013/34/EU, as it does not apply to them.

        eligible for the transitional provisions originally intended for smaller companies.

        In this context, in accordance with the joint statement issued by the National Securities Market Commission (hereinafter CNMV) and the Spanish Accounting and Audit Institute (hereinafter ICAC), updated on 19 November 2025, the Elecnor Group remains committed to transparency and has adopted the following criteria:

      • To voluntarily comply with the disclosure requirements of the CSRD and the ESRS to the extent possible, while maintaining a reporting framework consistent with that of the 2024 financial year, applying certain exemptions of the Quick Fix Delegated Regulation where deemed appropriate. For example, the Elecnor Group will continue to make use of the option to progressively implement certain disclosure requirements set out in Appendix C of ESRS 1. Details of these requirements can be found in Appendix I of this Report.

      • Compliance with all the requirements of Law 11/2018, as set out in Appendix III to this Report, and with Royal Decree 214/2025, which implements Law 7/2021 on Climate Change and the Energy Transition, is guaranteed.

      • To facilitate data traceability and comparability with other entities within the European Union, the Elecnor Group includes information relating to the previous financial year to provide its stakeholders with a comprehensive overview of its performance, choosing not to avail itself of the exemption from providing comparative information (section 7.1 of ESRS 1).

        With regard to the time horizons used in the report, these are limited to those defined in section

        6.4 of ESRS 1, i.e. short term (reporting period of the financial statements), medium term (up to five years) and long term (more than five years). There is an exception in the time horizons used in the double materiality analysis for climate change risks and opportunities, which is described in the ESRS E1 chapter.

        The preparation of this Report has required the use of estimates in some topical standards. Specifically, in section E1-1: Transition plan for climate change mitigation; in E1-6: Scope 1, 2 and

        3 gross GHG emissions and total GHG emissions; and in S1-14: Health and safety metrics. For further information, please refer to the relevant ESRS.

        Strategy, business model and value chain

        SBM-1: Strategy, business model and value chain

        The Elecnor Group is a Spanish corporation operating in more than 40 countries. It is an international leader in integrated renewable energy concessions, sustainable infrastructure projects and essential services for the energy transition and digitalisation of cities, distinguished for its profitability, recurrence and moderate risk.

        Its purpose is to be a global provider of infrastructure, energy and services, driving development and creating opportunities for people around the world. A purpose that is based on a people-centric business model and that believes in generating shared value and sustainability.

        The Group's activities are organised into three broad strategic lines:

      • Services: integration of energy distribution, telecommunications, maintenance and installation services, essential to drive change and generate well-being in cities and which feed back into the business of sustainable projects.

      • Projects: promotion, construction, operation and maintenance of infrastructures to generate and transmit clean energy worldwide, improving the living conditions of communities and favouring sustainable development.

      • Concessions and own projects: development and operation of projects aimed at the stability and long-term profitability by means of concession contracts and strategic investments in own projects, reinforcing its renewable and energy infrastructures portfolio and increasing the Group's long-term value.

        These three strategic lines complement one another, forming a business model that mitigates risks, ensures profitability and maximises growth opportunities. All of this is based on a set of key drivers that have emerged over the past few decades:

      • Technical and engineering expertise that enables us to design innovative solutions tailored to each customer.

      • A proven track record in delivering highly complex projects, where deadlines, safety and quality are non-negotiable.

      • A close-knit, top-tier sales force, capable of breaking into markets in over 40 countries and maintaining long-term, trusting relationships.

      • Sound financial management to ensure the profitability and sustainability of each project.

      Efficiency, diversification, financial robustness and personal commitment are the Elecnor Group's

      value generation and expansion levers.

      The following is a list of the activities and sub-activities that the Elecnor Group provides through its Parent and subsidiaries:

      Activity Sub-activities

      Electricity

      • Turnkey construction of electricity transmission and distribution lines and associated transformer stations and substations

      • Turnkey construction of substations

      • Multi-annual framework contracts for the provision of various services (multi-service) related to electricity distribution networks - maintenance and execution of works on networks, breakdown service, installation and/or replacement of remote controls and concentrators, metering services

        Energy efficiency • Energy management, operation and maintenance of public lighting

        systems

        Power generation

      • Turnkey construction of solar power generation plants (solar PV farms) (EPC / BOP)

      • Turnkey construction of wind power generation plants (wind farms) (EPC / BOP)

      • Turnkey construction of electricity generation plants from other energy sources (EPC/BOP)

      • Turnkey construction of energy storage plants

      • Maintenance of electricity generation plants from solar, wind and other energy sources

        Maintenance

      • Comprehensive maintenance of buildings and industrial and service installations (electricity, air conditioning, fire protection (HVAC), ventilation, automation and control, telecommunications, plumbing and sanitation...).

Telecommunications and systems

• Multi-annual framework contracts for the provision of various services (multiservice) related to telecommunications networks: maintenance and execution of works on networks, customer registration, breakdown service, installation and/or replacement of security and automation and control equipment.

  Activity Sub-activities

  Facilities

  • Turnkey installations in buildings and industrial and service facilities (electricity, air conditioning, fire protection (HVAC), ventilation, energy efficiency, automation and control, security, public address and sound, telecommunications, plumbing and drainage...).

  • Road maintenance, traffic control and road safety facilities

    Construction • Turnkey construction and refurbishment of non-residential buildings

    (tertiary and industrial sector)

    Railways

  • Turnkey construction and/or maintenance of electrification infrastructures (overhead lines and substations and associated systems), signalling, interlocking, communications and control systems in the area of railways, underground railways, trams and trolleybuses

    Environment and Water

  • Turnkey construction and maintenance of water treatment plants

  • Waste management, maintenance of gardens and public spaces, improvement of natural spaces and environmental restoration of watercourses and riverside areas.

  • Turnkey construction and maintenance of water transport and distribution networks

    Natural resources

    • Turnkey construction and maintenance of gas transport and distribution networks

    • Oil drilling and extraction

      The most important activities for the Elecnor Group are electricity, energy generation, construction, installations, environment and water, accounting for more than 80% of sales.

      With regard to the geographical location of its activities, the Elecnor Group has a stable presence in the following countries:

      • Europe: Spain, Denmark, Finland, Italy, Lithuania, Norway, Portugal, the United Kingdom

      • Asia and Oceania: Australia and New Zealand

      • Africa: Angola, Cameroon

      • South America: Argentina, Brazil, Chile, Colombia, Ecuador, Peru, Uruguay

      • Central and North America: The United States, Honduras, Mexico, Panama, Dominican Republic

        Today, more than 40 countries contribute revenues to the Group, with Spain and Brazil accounting for more than 10% of turnover2.

        ‌2In section 6. Segment financial information of the Consolidated Annual Accounts of Elecnor S.A. and its subsidiaries, the cost and revenue structure of the Elecnor Group's operating segments is detailed. In accordance with the requirements set forth in IFRS 8, these segments are identified based on the information used by management to make decisions regarding operational matters.

        The Elecnor Group carries out activities related to the fossil fuel sector (coal, oil and gas3). Specifically, through its Parent and some subsidiaries, it provides natural resource activities, which mainly consist of the sub-activities of turnkey construction and maintenance of gas transport and distribution networks and oil drilling and extraction.

        Revenues from the fossil fuel sector in 2024 and 2025:

        Thousan	ds of Euros	2024	2025	% of total turnover in 2025
        Oil		17,185	21,246	0.5 %
        Gas		125,860	123,535	3 %
        Total		143,045	144,781	3 %
        The Elecnor Group	does not	carry out activities	related to	the production of chemicals,

        controversial weapons, tobacco cultivation and production and therefore does not generate revenues in these sectors. Nor does it offer products or services that are prohibited in certain markets4.

        Strategy

        The Elecnor Group has approved its new Strategic Plan for 2025-2027 which, under the leadership of a new CEO5, focuses on accelerating growth and strengthening value creation over this three-year period, based on the solid foundations built over its more than 67-year history.

        The Strategic Plan is structured around its three lines of business: Services, Projects and Investment, each with its own specific objectives. This approach brings greater clarity, focus and manageability.

        The goal in Services is to grow while improving profitability, by focusing on higher value-added services and enhancing operational efficiency, among other factors. In Projects, the Elecnor Group focuses on high-value projects in international markets. And finally, in the Investment business, it focuses on investments that generate recurring income and stability, such as those in renewables, transmission, energy efficiency and digital infrastructure.

        The Elecnor Group's sustainable growth is thus underpinned by a diversified business model, characterised by strong synergies between its various areas and guided by the values of integrity, long-term commitment, respect and a drive to excel.

        This Strategic Plan places a culture of prevention and safety at its core, treating it as a cross-cutting value, and identifies the recruitment, development and retention of talent as a strategic priority, with a commitment to continuous training, international mobility and talent acquisition. Another key driver is digital transformation and innovation, which will help the Group to improve its efficiency, competitiveness and ability to anticipate future trends, while also equipping staff with the best tools to enable them to do their work more safely, quickly and effectively.

        The Elecnor Group's activities are and will benefit from the three major global trends that are transforming its sector and that continue to open up great opportunities for it:

        ‌3There are no revenues from taxonomy-eligible fossil gas related economic activities.

        ‌4The Elecnor Group will report the information requested by ESRS 2 SBM-1, paragraph 40(b) (breakdown of total revenues by significant ESRS sector), and 40(c) (list of additional significant ESRS sectors), as of 30 June 2026, in accordance with the transitory provisions set out in EU Delegated Regulation 2023/2772.

        ‌5 For the purposes of this Report, the term CEO refers to the chief executive of the Elecnor Group who is not a director.

      • Electrification. The energy transition, decarbonisation and digitalisation require new, more robust electricity grids that are interconnected and capable of integrating renewable energy on a large scale. That has been, and will continue to be, the focus of Elecnor's activities.

      • Urban planning and digitalisation of society. The cities of the future need more resilient infrastructure: transport, water, energy efficiency… and at the same time, digitalisation and artificial intelligence require more powerful networks and systems. Elecnor operates across a range of sectors, from telecommunications to electric mobility.

      • Environmental and social sustainability, which has been part of the Group's identity since

        its inception.

        2025-2027 Strategic Sustainability Plan

        The sustainability in the Elecnor Group is considered inherent to its activities and business strategy. There are key elements of its strategy that are related to and affect sustainability issues, including the commitment to the development and growth of renewables and energy infrastructures, the protection and safety of people as a common denominator of all the activities carried out by the Group, the commitment to qualified people and the improvement of people's quality of life, among others.

        Sustainability is a commitment that is mainly embodied in the General Sustainability Policy and in the 2025-2027 Strategic Sustainability Plan. This new Plan, which forms part of the Group's Strategic Plan and has been approved by the Board of Directors, builds on the previous plan, adapting to the Group's current situation and sustainability trends, while aligning with the company's material topics in accordance with the results of its double materiality assessment.

        This Plan has been structured around the three ESG (environmental, social and governance) pillars, which are complemented by an additional pillar, Accelerators, which brings together cross-cutting aspects and drivers of the three pillars mentioned above.

      • Environmental. Committed to the planet

        The Elecnor Group continues to make progress on its commitments relating to the fight against climate change, the conservation of biodiversity, circularity and the use of resources.

      • Social. Opportunities for people

        The company places a strong emphasis on personal and professional development, as well as on the health and safety of all its employees. It also supports social initiatives that improve the quality of life in the communities where it operates.

      • Governance. Solid governance structure

        The Elecnor Group's business model is based on a robust governance structure, a reliable

        regulatory compliance system and respect for human rights.

        This pillar prioritises customer satisfaction and the extension of its ESG commitments throughout the value chain.

      • Accelerators. Profitability and future

Digitalisation, cybersecurity, innovation and sustainable financing are enablers that have a cross-cutting impact on the various ESG areas.

Strengthening its Sustainability Management System and making progress within the framework of the European taxonomy complete this pillar.

Through these pillars and their corresponding lines of action and associated KPIs, the Elecnor Group monitors and respond to their material impacts, risks and opportunities. Furthermore, the objectives set are geared towards meeting the expectations of the Group's stakeholders in its various activities and countries of operation.

The Elecnor Group's sustainability goals are set out in the table below:

Environmental. Committed to the planet.

Carbon-neutral company

Biodiversity conservation

Achieve the short and medium-term GHG emission reduction targets (2027/2030) validated by the Science Based Targets initiative (SBTi), as part of the commitment to net-zero emissions by 2050.

Develop sustainable energy solutions in the implementation of pilot projects.

Contribute to the protection and conservation of biodiversity in major projects.

Promote the development and roll-out of the Ulysses Data for Science project, which focuses on marine sustainability in the Bay of Biscay.

Resource use and circular economy

Achieve a recovery rate of 80% or more of the waste generated during operations.

Identify and characterise the main sources of significant materials used by the Group.

Occupational health and safety

Increase the number of training hours in health and safety, as well as in technology relevant to this field.

Increase safety inspections. Introduce technological innovations.

Social. Opportunities for people.

Enhancing team commitment and loyalty

Enhance the company's brand. Improve managers' leadership skills.

Promote performance management as a tool for development.

Identify and meet needs in terms of training, awareness, skills and competencies.

Support for communities

Encourage employees to get involved in social, environmental and educational initiatives that have a positive impact on local communities (2nd edition of the Ascender volunteering programme).

Identify and register major projects (subject to an Environmental Impact Assessment) that involve public consultation and participation.

Governance. Solid governance structure.

Ethics, integrity and regulatory compliance

Improve and standardise employee training and awareness in the areas of ethics, integrity and regulatory compliance.

Maintain and renew the Compliance System certifications (UNE-ISO 37001, UNE 19601 and UNE 19603).

Complete the roll-out of the Compliance System in key countries.

Corporate Governance

Maintaining or improving the degree of compliance with the recommendations of the Code of Good Governance Code.

Strengthen the Group's Governance System.

Governance. Solid governance structure.

Human rights due diligence

Responsible supply chain

Improve and systematise due diligence in the field of human rights.

Improve and standardise the assessment of suppliers and subcontractors in matters of ethics, integrity and regulatory compliance (due diligence).

Responsible supply chain

Incorporate ESG criteria into the assessment of relevant suppliers.

Service quality and customer focus

Meet customers' needs, expectations and requirements.

Maintain or improve our EcoVadis score.

Sustainable finance

Maintain 75% sustainable funding.

Develop a procedure for incorporating ESG criteria into the assessment and structuring of export projects.

Accelerators. Profitability and future.

Digital Transformation and Cybersecurity

Innovation

Develop and optimise value creation within the Elecnor Group by harnessing the potential of emerging digital technologies.

Promote and strengthen a culture of cybersecurity through training and awareness-raising initiatives.

Increase innovative initiatives focused on efficiency and sustainability.

Diversify the business to revitalise the business fabric, improving the Group's efficiency and delivering new solutions to customers.

Strengthen our position as an innovative company.

Sustainability management system

Maintain or improve upon the score achieved in S&P

Global's ESG rating.

Promote internal ESG awareness-raising initiatives. Maintain an unqualified annual sustainability report.

Taxonomy

Integrate the analysis and appropriate documentation on the degree of alignment of awarded projects with the requirements for substantial contribution and not causing significant harm (DNSH) to environmental objectives, in accordance with the EU Taxonomy Regulation.

Throughout this Report, progress is reported on in the Targets section related to the various ESRS and specific matters.

Value chain

The Elecnor Group covers the entire value chain in its operations, from initial development and design through to operation and maintenance, establishing itself as a leading partner for public authorities, utilities and large corporations.

The Elecnor Group's main business relationships are with customers (downstream in the value chain), partners, suppliers and subcontractors (upstream in the value chain).

The Elecnor Group's customers are national and international, from both the public and private sectors. Almost all of them are B2B, with the exception of Atersa (a subsidiary that distributes photovoltaic material), which also sells to end consumers (B2C) through its online store.

Due to the characteristics of its activities and contractual relations with its customers, the Elecnor Group has no dealings with the end user who is the recipient of its projects and services; it is the customer who is contractually responsible for this relationship.

Below is a brief description of the Elecnor Group's type of customer for its sectors of activity and its geographical location:

• Electricity. Large operators (utilities) in the national and international electricity market, private and public, and private investors in electricity transmission infrastructures. This

  activity is carried out in all countries in which the Group has a stable presence: Spain, Italy, the United Kingdom and Portugal in Europe; Brazil, Chile, Argentina, Uruguay and Peru in South America; the United States, Mexico, the Dominican Republic, Honduras and Panama in North and Central America; Angola and Cameroon in Africa; and Australia in Oceania.

• Power generation. Large utilities in the energy sector, public bodies and investment funds. In general, these are EPC projects, although sometimes maintenance of the generation plants is carried out. Spain, Brazil, Panama, Colombia, Chile, Mexico, Australia and Mauritania are the main countries in the development of wind projects. In solar PV, Spain, Brazil, Dominican Republic, Colombia, Angola and Australia and New Zealand are the most active countries. And in the generation of electricity from other energy sources, it is Spain, Brazil and Cameroon, where customers are essentially from the public sector.

• Maintenance. Public and private companies owning real estate assets for industrial or service use, as well as public bodies, city/town halls and local authorities. Spain and Portugal are the countries where this activity is most carried out.

• Telecommunications and systems. National and international public and private telecommunications network operators. Spain, Italy, the United Kingdom, Chile and Uruguay are the countries with the most telecommunications activity.

• Facilities. As with construction and maintenance activities, customers of this activity are public and private companies owning real estate assets for industrial or service use, and public bodies, city/town halls and local authorities. Spain, Portugal and the United Kingdom are the countries where this activity is most concentrated. In addition, in Spain and the United States, some customers are public companies owning and operating road transport infrastructure concessions.

• Construction. This activity is carried out exclusively in Spain, in public and private companies owning real estate assets for industrial or service use, and in public bodies, city/town halls and local authorities.

• Railways. Public managers and operators of rail transport networks, private investors in rail transport networks and private companies building rail transport and similar infrastructures. It is an activity that takes place mainly in Spain, Mexico, Lithuania, Norway, Denmark and Algeria.

• Environment and Water. National customers, corresponding to public sector owners and private sector concessionaires of water treatment plants and facilities. In addition, some customers are public bodies, city/town halls and local authorities.

• Natural resources. Large utilities owning gas transport and distribution infrastructures in Spain, Brazil and the United States.

  The main business relationships relating to the earlier stages of the value chain are described below.

  There are several types of partners in the Elecnor Group: project implementation and equity partners. Partners are chosen according to the type of project or difficulty of the activity, by country (sometimes a local company is required for the implementation of a project), by a customer requirement, or by risk coverage.

  Partners for the implementation of projects are, in turn, sector companies, with the aim of sharing risks or having a greater presence in certain countries, or suppliers, who provide image, strength and reputation.

  For their part, equity partners provide capital for the development of investment projects, as in the case of Celeo, a company co-owned and co-managed by the Elecnor Group (51%) and APG (49%), the leading Dutch pension fund.

  The Elecnor Group's suppliers are divided into service suppliers (they provide different services to the Group, such as engineering and technical studies, environmental studies, machinery rental, etc.), and materials and equipment suppliers (they supply the goods necessary to carry out operations). As the Group's activities, mainly electricity, construction, renewable energies and

  telecommunications, require a large volume of materials, material and equipment suppliers are critical for project development.

  Resorting to outsourcing in the infrastructure sector is a common and important practice, as it allows for more efficient management of large-scale and complex projects. Subcontractors carry out certain phases of projects in which they have specific experience, which allows the Elecnor Group to delegate activities, such as electrical assembly, mechanical assembly, civil works, engineering services or material transport (logistics).

  The Elecnor Group's geographical presence in more than 40 countries means that its supply chain (suppliers and subcontractors) operates at both a global and local level, thus allowing it to use local suppliers in most cases.

  Regarding the most relevant sustainability issues for its value chain, within the framework of the double materiality analysis, the Elecnor Group has identified the potential impacts, risks and opportunities of the significant sectors in which it operates, in order to ascertain the relevant sectoral sustainability issues that could affect its business model. Along these lines, the main Sustainability Accounting Standards Board (hereinafter, SASB) standards covering the Group's areas of activity and those of its supply chain (material and equipment suppliers) were analysed. SASB standards identify the set of sustainability issues that are most likely to affect the operating performance or financial position of a representative company in a given industry, regardless of where it is located. The following sector-specific regulations were analysed: Engineering and construction services, Construction materials, Metals and mining, Iron and steel producers, Electrical and electronic equipment.

  Other benchmark companies in the organisation's sectors of activity were also considered, from which customers and competitors were selected.

  The aspects identified as having the greatest potential to affect the ability to create business value are detailed below:

• Environmental effects of project development

• Structural integrity and safety

• Workforce health and safety

• Effects of the life cycle of buildings and infrastructures

• Climate effects of the business combination

• Business ethics

• Greenhouse gas emissions (hereinafter, GHG)

• Air quality

• Water management

• Effects on biodiversity

• Human rights and indigenous peoples' rights

• Community relations

• Energy management

• Hazardous waste management

The Elecnor Group's value creation model is based on its purpose: "To drive development and create opportunities for people around the world", giving meaning to every decision and linking its activities to positive impacts on society and the planet.

Thus, the Elecnor Group is based on the following capital that represents the resources it uses to create value for its stakeholders:

Main resources Value creation

Solvency and financial stability

More than 28,000 people over 40 countries

Natural resources (energy, materials, etc.) necessary for

project implementation

Shareholder profitability

Creating quality jobs, opportunities for professional development and growth in a safe working environment

Provision of essential services for economic and social development

Renewable energy project development

Reducing carbon footprint through climate change mitigation strategy

Constructive relationships with stakeholders

Development of infrastructure projects with a positive impact on local communities

Know-how and technology for operational efficiency.

Improving efficiency and customer service

Stakeholder groups

SBM-2: Interests and views of stakeholders

Stakeholder engagement is key to value creation and the long-term success of the Elecnor Group. Understanding their interests and perspectives enables us to adapt the Group's strategy and business model in various ways. Examples of this include the development of initiatives aimed at attracting and retaining qualified people; greater transparency and the provision of information to the market; compliance with sustainability criteria in response to the requirements of customers, investors and lenders; the establishment of specific policies; and the implementation of social projects, among others.

The Elecnor Group has a Stakeholder Management Procedure. Thus, the organisation has identified and classified its stakeholders at the category and sub-category level, which helps to better understand their characteristics, the purpose of the relationship, their expectations and the channels of collaboration.

As part of the ongoing improvement of its Sustainability Management System, the Elecnor Group has carried out a review and update of its stakeholder map, identifying no changes deemed to be significant.

Shareholders and investors

Significant shareholders

Institutional investors

Minority shareholders

Potential investors

Group owners. They provide capital and longterm stability. They influence the Group's management.

Acquire Group shares

Acquire Group shares

Potential shareholders

• Shareholders' Meeting

• Corporate website (Shareholders and Investors)

• email (Shareholder Services)

• Social media

• CNMV website

• Management Committees, Commissions, Boards of Directors and Shareholders' Meetings

• Informal channels (in-person dialogue, One-to-One meetings)

• Corporate and financial reporting

• Capital Markets Day

• Roadshows and forums

• Presentations of profit/loss

• ESG forms

  Customers

  National Services National Projects

  International Projects

  International Services

  Organisations and companies to which the Group provides its services and develops its projects

• Meetings and presentations

• Corporate website

• Trade fairs

• Satisfaction surveys

• Social media

• Corporate and financial reporting

• Code of Ethics channel

  Employees

  Structure Staff Works Staff

  Responsible for running the company's operations, providing their skills and commitment to the company in exchange for a decent salary and working conditions. Potential volunteers in Elecnor Foundation projects

• Periodic meetings

• Work groups

• Training sessions and courses

• Corporate website

• Social media

• Intranet Buenos Días

• Signage

• Awareness-raising and sensitisation campaigns

• Campaigns for participation in collective initiatives/projects

• Corporate and financial reporting

• Code of Ethics channel

  Service providers

  Material and equipment suppliers

  They supply various goods necessary for the carrying out of operations

• Awareness-raising meetings/talks

  Suppliers and subcontractors

  They provide various

  services to the Group

  of a project

  Subcontractors They carry out certain parts

• Corporate website

• Code of Ethics channel

• Corporate and financial reporting

  Regulatory bodies and Administration

  Regulator and competent Administration

  Institutional environment (Ministries and Administration)

  They regulate the company's activity, establish regulations

  They facilitate access to carrying out and/or collaborating in projects

  • Meetings

  • Corporate website

  • e-offices

  • Social media

  • Corporate and financial reporting

    Credit Institutions

    They provide money for the Group's activities/projects

    Development and Multilateral Agencies

    They offer financing possibilities for projects in developing countries

    Lenders/Insurers

    MARF funders

    Export credit agencies

    Private insurance companies

    Specialised funds

    Financing is obtained through the issuance of short-term fixed-income securities (up to two years) to finance working capital

    They cover companies' default risks

    To transfer to the market some of the industrial risks associated with projects and personnel, as well as other risks associated with the business

    They cover a percentage of the default risk of companies

    Financing is obtained for specific projects (e.g., energy efficiency)

• Meetings

• Corporate website

• Corporate and financial reporting

• ESG forms

  Partners

  Industrial

  Financial

  Project implementation partnership agreements (e.g., joint ventures), and/or capital contribution

  They provide capital for certain projects. Selling projects (e.g. photovoltaic parks) and EPC projects. Investment partner for large-scale projects

  • Meetings

  • Corporate website

  • Corporate and financial reporting

  • ESG forms

    Unions Unions

    Represent the common interests of workers

    • Corporate website

    • Meetings

    • Corporate and financial reporting

    • Code of Ethics channel

      Local Community

      Environment affected by the company's activity and sometimes decisive for reputation and social licence to operate.

      Organisations and social groups that demand a responsible attitude from the company towards society and the environment.

  • Social projects

  • Corporate and financial

    Social environment

    Society in general Influences the Group's

    reputation

    They help to develop social/environmental actions within the

    reporting

    • Meetings

    • Corporate website

      Third sector: associations and foundations

      Technology Centres

      Universities and Training Centres

      framework of projects.

      Share knowledge, relations with companies in the sector, identification of trends

      Develop knowledge, as well as new solutions and projects

      They help in the recruitment of qualified people for the company

• Social media

• Project-specific websites

• Code of Ethics channel

  Environmental organisations and the environment

  Environmental organisations and the environment

  This affects the Group's reputation and its social licence to operate (acceptance by environmental organisations and local communities)

  • Meetings

  • Corporate and financial reporting

  • Corporate website

  • Social media

  • Project-specific websites

  • Code of Ethics channel

    Opinion leaders

    Analysts

    Proxy advisors

    Media

    They have the ability to influence third-party investment decisions

    They advise institutional investors on how to vote at Shareholders' Meetings.

    The trend is growing

    They provide visibility. They help build brand image and gain reputation. They help to engage customers' interest

• Press releases

• Partnership agreements with the media

• Meetings

• Corporate website

• Corporate and financial reporting

• Social media

• ESG forms

The Elecnor Group interacts with its stakeholders through different formal and informal channels and methods, depending on the characteristics of each group. In this way, it maintains a free-flowing dialogue and makes joint collaboration effective. The frequency of communications is established according to the needs and expectations of the different groups.

The results obtained from cooperation with stakeholders include responses to queries and questionnaires from investors and/or financial institutions, the updating of policies, the establishment of training plans, and partnership in social projects, among others.

Over the last few years, the Elecnor Group has integrated stakeholders in the materiality process through surveys, gathering their views on the different ESG aspects. In this double materiality assessment in accordance with the requirements of the CSRD and its topical standards, while taking into account their reflections gathered in previous processes, the understanding of interests and views of stakeholders was mainly based on the knowledge of the internal experts consulted.

Through frequent engagement with stakeholders, the Group identifies their sustainability needs and expectations and integrates them into the Group's strategy through various action plans, such as participation in sustainability ratings, dissemination of certain information to the market and updating of policies. It will also continue to incorporate, where relevant, new measures to address the interests of its related parties.

The 2025-2027 Strategic Sustainability Plan updates the Elecnor Group's commitments in response to the material IROs identified in the double materiality analysis, while also strengthening the interests of its stakeholders.

The Sustainability Committee is the body responsible for ensuring that stakeholders are properly identified and managed.

The governing bodies are informed through the Sustainability Committee of the opinions and interests of stakeholders with regard to the incidents detected in the double materiality analysis process and in accordance with its Corporate Social Responsibility Management System certified according to IQNet SR10.

Governance of sustainability issues

The Elecnor Group meets the requirements established in the Spanish Companies Act and is guided by the recommendations in the Code of Good Governance of Listed Companies issued by the CNMV (hereinafter, Code of Good Governance).

The detailed information provided in this section aims to explain how sustainability management at the Elecnor Group is a cross-cutting responsibility at all levels of the organisation. The governance processes, controls and procedures established for the control, management and oversight of the Group's sustainability issues are set out below.

GOV-1: The role of governing, management and supervisory bodies6

The governing bodies of the Parent (Elecnor, S.A.) are its General Shareholders' Meeting7 and the Board of Directors. The Board of Directors has established within its structure the Executive Committee, Audit Committee and Appointments, Remuneration and Sustainability Committee.

The Board of Directors and its Committees undertake the functions of administration, management and supervision of sustainability issues under the terms set forth in the Law, its Bylaws, the Regulations of the Board of Directors and those of its Committees, and other internal corporate rules.

‌6Employees and other workers are not represented on Elecnor, S.A.'s governing, management and supervisory bodies.

‌7In accordance with the provisions of the Spanish Companies Act, the General Shareholders' Meeting is held once a year.

The Board of Directors of Elecnor, S.A. is made up of 14 directors (11 male and 3 female directors), four of whom are independent directors. The composition and diversity of the Board of Directors at 2025 year-end is detailed below:

*The diversity ratio has been calculated as an average ratio of the number of women on the Board of Directors compared to the number of men.

As regards the Board Committees, the Executive Committee is composed of five proprietary directors and one external director. The Audit Committee comprises five directors, three of whom are independent directors. The Appointments, Remuneration and Sustainability Committee is also made up of five directors, three of whom are independent, two of which are women.

It should be noted that all the Committees share the same non-executive secretary, who also serves as secretary to the Board, thereby facilitating the necessary coordination between them and with the Board of Directors.

With regard to the experience of the members of the governing bodies in relation to the sectors, activities and geographical locations where the Elecnor Group operates, in accordance with the Company's Board of Directors Diversity and Director Selection Policy, the Board of Directors of Elecnor, S.A. is made up of persons of recognised prestige in their professional field who possess the skills, knowledge, experience, aptitudes and abilities appropriate to the position they are to hold. It should also be noted that not all directors need to have the same level of skills, knowledge and experience, provided that the Board of Directors and its Committees, as a whole, have an appropriate mix of these.

This principle also applies to the expertise and capabilities of governing bodies regarding sustainability issues, or access to such expertise and capabilities. The dynamics and practices set up to strengthen the Directors' knowledge of Sustainability matters notably include the incorporation of a specific agenda item on sustainability issues at meetings of the Board of Directors and its Committees, as well as other major committees.

In this regard, the Appointments, Remuneration and Sustainability Committee considers that the current composition of the Board of Directors is appropriate for the best performance of its duties, and reflects the appropriate balance of requirements of suitability and diversity of the members of the Board. In particular, with regard to education, professional experience, skills, industry experience and knowledge of the company and its Group, as well as personal and professional background, among other factors. This is reflected in the Board's competency matrix.

To that effect, it should be noted that Art. 10 of the Board Regulations stipulates that the company may, at its own expense, seek the collaboration or advice of external professionals when it deems this necessary or advisable for the better performance of its duties.

Appendix II of this Report shows the profile of all members of the Board of Directors and its Committees. Detailed information is also available in section C.1.3. of the Annual Corporate Governance Report.

The roles and responsibilities of the governing bodies in overseeing material impacts, risks and opportunities are described below.

Board of Directors

The Board of Directors of Elecnor S.A. is the body with the broadest powers and authority to manage and represent the company. It performs its duties with unity of purpose and independence of criteria, guided by the corporate interest, which it understands as the achievement of a profitable and sustainable business in the long term, in order to foster its continuity and the maximisation of its economic value.

In accordance with Art. 14 of the Bylaws and Art. 5 of the Board of Directors' Regulations, its policy is focused on laying down the strategic and management guidelines for the company and its Group, as well as on overseeing their implementation. It therefore decides on matters that are strategically relevant at Group level, entrusting the governing and management functions of the companies forming part of the Group to their management and governing bodies, while also overseeing the reconciliation of the Group corporate interest with that of said entities.

With regard to sustainability, the Board of Directors is responsible, among other duties and responsibilities, for:

• Drawing up and approving the General Sustainability Policy and other related environmental and social policies.

• Overseeing and approving the process of identifying and assessing impacts, risks and opportunities within the framework of the double materiality analysis and the General Sustainability Policy.

• Overseeing the process of preparing and presenting financial information and the Directors' Report, which includes the Statement of Non-Financial Information containing mandatory sustainability disclosures.

• Preparing the NFISSI following a favourable report from the Audit Committee, for submission to the General Shareholders' Meeting.

• Approving the initiatives of the Elecnor Group's Strategic Sustainability Plan which establishes the specific actions and goals that contribute to its business strategy, as well as short, medium and long-term interests and sustainability.

• Overseeing the effective functioning and performance of the Appointments, Remuneration and Sustainability Committee.

  The Group believes that the directors have the necessary skills and knowledge to oversee material ESG impacts, risks and opportunities, due to their strong professional backgrounds in the Elecnor Group's business sectors and on numerous Boards of Directors where sustainability issues such as climate change, people management, ethics and compliance, the applicable sustainability regulation and community relations, among others, are discussed.

  In addition, in accordance with the 2025 Board of Directors' Training Plan, the Directors have received regular training on various subjects related to all areas of sustainability: economic, geopolitics, environmental, social and governance.

  Appointments, Remuneration and Sustainability Committee

  As instructed by the Board of Directors, the Appointments, Remuneration and Sustainability Committee has taken on the duties of promoting, monitoring and assessing all actions and policies on ESG issues undertaken in the Group.

  In this regard, and in relation to the review of the governance and sustainability system, the Appointments, Remuneration and Sustainability Committee is responsible for:

• Assessing and periodically reviewing the governance system and the General Sustainability Policy, with a view to ensuring that they fulfil their mission of furthering the social interest and take into account, as applicable, the legitimate interests of stakeholders.

• Overseeing that environmental and social practices are in line with the strategy and policy set.

• Overseeing and assessing the processes of relations with the different stakeholders.

• Cooperating with the Audit Committee in reviewing sustainability information relating to the company and its Group, at the request of the said Committee and within the scope of their respective responsibilities.

  The members of the Appointments, Remuneration and Sustainability Committee are appointed with the know-how, skills and experience which, as a whole, are required for the duties they are called upon to perform. Likewise, wherever possible, the members of the Committee, as a whole, will be appointed taking into account their knowledge and experience in areas of sustainability such as human resources, selection of directors and executives, design of remuneration policies and plans and corporate governance. This is further supported by the external training and advice they receive on sustainability.

  Audit Committee

  One of the Audit Committee's functions is to oversee and assess the effectiveness of the risk management and control systems, both financial and non-financial, relating to the company and the Group (including operational, technological, legal, social, environmental, political and reputational risks, as well as those relating to corruption). In this regard, the list of the most significant risks is reviewed at least once a year, and any necessary adjustments are proposed to the Board.

  The Committee is also responsible for overseeing the risk control and management unit (Art. 5 of the Audit Committee Regulations and Art. 13 of the Board Regulations). Accordingly, the Committee oversees the Internal Audit Unit, which reports directly to the Chair of the Committee and whose primary role is to ensure the proper functioning of information and internal control systems. In this respect, the Committee guarantees the independence of the Internal Audit unit; proposes the selection, appointment and dismissal of the head of internal audit; proposes the unit budget; approves the guidance and annual work plan, ensuring that its activity is focused primarily on relevant risks, including reputational risks; receives regular information on its activities; and verifies that the management team members take into account the conclusions and recommendations of its reports.

  The head of the Internal Audit unit reports directly to the Audit Committee on the implementation of its annual work plan, including any incidents and limitations to the scope of its implementation, as well as the results and the follow-up of its recommendations. For this reason, an activity report is produced at the end of each year.

  The actions carried out in relation to the review of the risk map are supervised by management and reported to the Audit Committee.

  The Audit Committee is also responsible for supervising and evaluating the process of preparing and presenting the non-financial information of Elecnor, S.A. and its Group, reviewing compliance with regulatory requirements, the appropriate delimitation of the consolidation scope and the effectiveness of the Non-Financial Internal Control System (NICS), as well as the relationship with the verifier of this information.

  The members of the Audit Committee are appointed based on their knowledge, skills and experience which, overall, are appropriate for the performance of their duties. This is further enhanced by the external training and advice they receive on sustainability issues.

  Furthermore, Art. 3 of the Audit Committee Regulations establishes that the Board of Directors will ensure that the members of the Audit Committee as a whole, and especially its Chairman, have knowledge and experience in accounting, auditing and risk management and control, both financial and non-financial, as well as in such other areas as may be appropriate for the performance of the Audit Committee's duties. As a whole, and without prejudice to seeking to promote gender diversity and other diversity criteria, Committee members must have the pertinent technical knowledge regarding the activity sector in which the company operates.

  Sustainability Committee

  The Sustainability Committee of Elecnor Group is an interdisciplinary and cross-cutting body with representation from the company's various corporate and business areas. Its goal is to design the tools needed to manage sustainability throughout the Group, foster a coordinated strategy, ensure that it is properly adopted and followed, and monitor progress achieved with a view to nurturing best practices.

  The General Sustainability Policy envisages and regulates the Sustainability Committee as the Group's key operational body on sustainability issues, whose members are appointed by the Board of Directors upon proposal of the Appointments, Remuneration and Sustainability Committee.

  The Committee's activity is mainly implemented through the Strategic Sustainability Plan, which establishes the ESG strategic objectives and the action plans to achieve them. Regularly, meetings to track and evaluate the Group's sustainability actions are held.

  The Sustainability Committee's performance is referred to the Appointments, Remuneration and

  Sustainability Committee and to the Board of Directors.

  In accordance with the Group's General Sustainability Policy and the Corporate Social Responsibility (CSR) Management System Manual, the Committee's duties include:

• Assess the Elecnor Group's performance in the area of sustainability.

• Draw up, review and update the Stakeholder Map.

• Ensure that material sustainability issues, impacts, risks and opportunities are identified and prioritised through a materiality analysis.

• Identify, analyse and select initiatives to manage the Group's sustainability, and draw up a

  Strategic Sustainability Plan.

• Monitor progress on the Strategic Sustainability Plan and promote best ESG practices.

• Promote the necessary internal coordination to ensure the effectiveness of the sustainability strategy.

• Validate and systematise the Group's progress in the area of sustainability.

• Implement, evaluate and monitor the CSR Management System.

• Report regularly, via the head of the sustainability function, to the Appointments, Remuneration and Sustainability Committee and the Audit Committee, within the scope of their respective remits.

  In addition, each member of the Sustainability Committee is responsible for overseeing and monitoring, within their area of responsibility, the implementation of the CSR Management System and the Strategic Sustainability Plan across all the Group's organisations/countries.

  With a view to advancing sustainability governance, the Sustainability Committee's Annual Activity Report was drawn up and implemented in 2025, and was submitted to the Appointments, Remuneration and Sustainability Committee for its information.

  Elecnor Group's Risk Management System

  This section describes how controls and procedures specific to the management of impacts, risks and opportunities are integrated with other internal functions.

  It is the responsibility of the Board of Directors to validate, upon the proposal of the Group's risk officer, the identification of the main risks, as well as to oversee the implementation and operation of the internal control and reporting systems, drawing on the support of the Audit Committee for this purpose. Notwithstanding the foregoing, the day-to-day management and effective running of the Elecnor Group's businesses and activities is undertaken by the CEO and the management team who, in the ordinary course of these responsibilities, and through the various business units and

  organisational structures, identify, assess, appraise and manage the various risks affecting the performance of the Group's activities.

  The Elecnor Group's Risk Management System is therefore designed as an integrated, structured

  and dynamic system, the core elements of which are as follows:

• Identifying risks on an ongoing basis, and assessing and prioritising them in terms of impact and probability of occurrence.

• Assessing and implementing the most appropriate strategies for managing the major risks identified on the basis of their risk tolerance levels.

• Identifying and implementing the management and control mechanisms and tools of the main risks and conducting ongoing assessment on their efficacy.

• Continuous improvement of risk management by means of the development and implementation of initiatives and projects aimed at enhancing management mechanisms and tools.

• Permanent supervision and monitoring of the System.

  To ensure that risks are properly identified and that their management is integrated and coordinated across all levels and areas of the organisation, the Elecnor Group has a Corporate Risk Map. This takes the form of a structured risk matrix in which each risk is assessed on the basis of its potential impact (measured in terms of turnover, profitability and efficiency, reputation and sustainability) and its probability of occurrence. This list measures the inherent risk associated with each event and the effectiveness of the control measures in place, resulting in the residual risk assessment. The result of this assessment exercise, which is reviewed biannually, and at least annually, makes it possible to prioritise these risks accordingly and to focus the organisation's resources on supervising and improving the management of the most significant risks.

  The coordination and supervision of the process of reviewing and updating the Corporate Risk Map by the management team is carried out by the Internal Audit area, which is also responsible for monitoring the main action plans underway to improve the management of the risks considered each year in its annual audit plan.

  Using the Corporate Risk Map as a basis and integrated as part of the Risk Management System, the Elecnor Group has designed and implemented various management and control systems that provide a more precise identification of the risks associated with certain specific areas of management and deployment, monitoring and improvement of the measures established to adequately prevent, detect and mitigate them.

  Among the identified risks are specific ones related to sustainability, some of which are included among the ten risks on which the Elecnor Group focuses its management and monitoring efforts. In particular, these main risks most notably include those related to occupational health and safety, attracting people, employee management and engagement.

  To ensure more effective management of ESG risks, the Group carries out a double materiality analysis to identify and assess these risks; this analysis is reviewed annually and will be explained in more detail below. In addition, there is a Strategic Sustainability Plan.

  In 2025, the Elecnor Group successfully concluded its 2023-2024 Strategic Sustainability Plan and designed and began rolling out the new Strategic Sustainability Plan for 2025-2027. The latter has been prepared based on the material impacts, risks and opportunities identified in the double materiality analysis carried out in 2024 and reviewed in 2025. The 2025-2027 Strategic Sustainability Plan has been approved by the Board of Directors.

  GOV-2: Information provided to and sustainability matters addressed by the

  undertaking's administrative, management and supervisory bodies8

  The sustainability issues addressed in 2025 by the Board of Directors and its Committees were as follows:

• Monitoring and conclusion of the 2023-2024 Strategic Sustainability Plan.

• Approval of the 2025-2027 Strategic Sustainability Plan.

• Monitoring of internal promotion plans and the succession plan.

• Monitoring of Human Resources actions, in the area of training, performance and career plans.

• Supervision of the review and updating of the new double materiality analysis for 2024, following the CSRD metrics, including the listing of the impacts, risks and opportunities identified in the process.

• Monitoring of the sustainability ratings in which the company is present.

• Supervision of the updating of the organisation's Governance System, through which corporate policies have been adopted or amended (Climate Change Policy, Equality Plan, Integrated Management System Policy and Internal Code of Conduct).

As described above, the Appointments, Remuneration and Sustainability Committee is responsible for supporting the Board of Directors in its task of approving and supervising the Strategic Sustainability Plan, for which it bases on the information provided periodically by the Sustainability Committee. In particular, this Committee is informed of the progress of the different initiatives that make up the Plan, which is designed in accordance with the results of the most recent analysis of impacts, risks and opportunities.

The Group's Corporate Risk Map, which is the basis on which this Risk Management System is structured, includes sustainability-related risks, including those related to occupational health and safety, human resources policies and procedures, attracting people and employee management and engagement, regulatory compliance, the deployment of the sustainability strategy and climate change (physical and transition risks).

GOV-3: Integration of sustainability-related performance in incentive schemes

With regard to the existence of incentive schemes for members of the governing bodies linked to sustainability issues, within the Elecnor Group, until the General Shareholders' Meeting held on 28 May 2025, the Chief Executive Officer (until that date) was the only member of the Board of Directors to receive variable remuneration, which was linked to the company's performance and his personal performance. This variable remuneration was calculated according to qualitative and quantitative indicators or benchmarks, both financial and non-financial, linked to the degree of achievement of his objectives.

In this regard, variable remuneration was accrued in 2024 and was determined, in accordance with his contract, based on the degree of achievement of a series of quantifiable and measurable objectives that are set by the Board of Directors, at the proposal of the Appointments, Remuneration and Sustainability Committee, within the framework of the provisions of the Remuneration Policy. The Remuneration Policy of the company is ultimately approved by the General Shareholders' Meeting.

In relation to the materiality of variable remuneration items with respect to fixed remuneration items (remuneration mix), it should be noted that in accordance with the Directors' Remuneration Policy for 2022-2025, the company has two variable remuneration schemes applicable to the former Chief Executive Officer until his departure on 28 May 2025:

‌8The general process of how sustainability issues are reported to the governing bodies has been described in GOV-1 above.