Gedeon Richter : Consolidated Financial Statements 2025 - Independent Auditor’s Report

About this update from Chemical Works Of Gedeon Richter Plc

Horváth Tamás Deloitte Auditing and Consulting Ltd. Dózsa György út 84/C., 1068 Budapest, Hungary Tel: +36 (1) 428-6800 https://www.deloitte.hu Registered by the Capital Court of Registration: Company Registration Number: 01-09-071057 INDEPENDENT AUDITOR'S REPORT To the Shareholders of Gedeon Richter Plc. Report on the Audit of the Consolidated Financial Statements Opinion We have audited the Consolidated Financial Statements of Gedeon Richter Plc. and its subsidiaries (the "Group") for the year 2025 included in the digital files 549300J6ZJW5IH4WEE46-2025-12-31-0-en.zip 1, which comprise the consolidated balance sheet as at December 31, 2025 - which shows a total assets of MHUF 1,698,220 -, and the related consolidated income statement, consolidated statement of comprehensive income - which shows a total comprehensive income for the year of MHUF 190,080 -, consolidated statement of changes in equity and consolidated cash flow Statement for the year then ended and notes to the consolidated financial statements including material accounting policy information. In our opinion, the accompanying consolidated financial statements give a true and fair view of the consolidated financial position of the Group as at December 31, 2025 and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union (the "EU IFRS"), and the consolidated financial statements were prepared in all material respects in accordance with the provisions of the effective Hungarian Act C of 2000 on Accounting (the "Accounting Act") relevant to the entities preparing consolidated financial statements in accordance with EU IFRS. Basis for Opinion We conducted our audit in accordance with the Hungarian National Standards on Auditing and the effective Hungarian laws and other regulations on audits. Our responsibilities under these standards are further described in the " The Auditor's Responsibilities for the Audit of the Consolidated Financial Statements " section of our report. We are independent of the Group in accordance with the relevant effective Hungarian regulations and the "Rules of conduct (ethical rules) of the auditor profession and the disciplinary process" of the Chamber of Hungarian Auditors, and the Code of Ethics for Professional Accountants (including International Independence Standards) issued by the International Ethics Standards Board for Accountants (the IESBA Code), as applicable to audits of the financial statements of public interest entities and we have fulfilled our ‌1 Digital identification of 549300J6ZJW5IH4WEE46-2025-12-31-0-en.zip with SHA 256 HASH algorithm: 3AB0385F89F0C6C0A9A103CB4A77FD9709BACCEAB7C9F1CDE6FC4E0B499F6994 other ethical responsibilities that are relevant to audits of the financial statements of public interest entities in accordance with the same ethical requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key Audit Matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key audit matter How our audit addressed the key audit matter Valuation of commercial rights (See note 13 to the consolidated financial statements for the details) The relevant audit procedures performed by us included the following: As described in the notes to the consolidated financial statements, the Group reported commercial rights in the amount of MHUF 255,724 as at 31 December 2025. - Evaluating the design and implementation of key controls related to the identification of impairment indicators and the impairment testing of rights. As required by the applicable accounting standards, Management conducts regular impairment test to assess whether there is a need to record impairment with respect to the intangible assets based on the existing indicators. - Challenging the key market related assumptions in the valuation models against external sources - with particular focus on the changes in the macroeconomic environment - and budgets approved by the Management. Retrospectively assessing Management's estimation process by performing a back-testing of prior period estimates. The identification of the triggering events and impairment tests are considered a key audit matter, as it requires application of professional judgement and use of subjective assumptions by Management. - Assessing the valuation methodology and, where considered necessary, involving valuation specialists to assist in re-performing the impairment tests and evaluating the appropriateness of the assumptions, methods and valuation policies applied. - Assessing the identification of impairment indicators and testing the accuracy of the impairment loss recognized based on selected samples. - Assessing the appropriate application of relevant accounting standards, as well as the related accounting treatment and disclosures. Other Information Other information comprises the information included in the Consolidated Management Report and the Consolidated Business Report of the Group for 2025 but does not include the consolidated financial statements and our auditor's report thereon. Management is responsible for the other information and for the preparation of the consolidated business report in accordance with the relevant provisions of the Accounting Act and other regulations. Our opinion on the consolidated financial statements provided in the section of our independent auditor's report entitled "Opinion" does not apply to the other information. Our responsibility in connection with our audit of the consolidated financial statements is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. Furthermore, in accordance with the Accounting Act, our responsibilities regarding the consolidated business report also include reviewing the consolidated business report to assess whether the consolidated business report was prepared in accordance with the relevant provisions of the Accounting Act (excluding the provisions of Chapter VI/C. on consolidated sustainability statement) and other regulations, if any, including the assessment whether the consolidated business report complies with the requirements of Section 95/B. (2) e) and f) of the Accounting Act, and to express an opinion on the above and on whether the consolidated business report is consistent with the consolidated financial statements. Furthermore, in accordance with the Accounting Act we shall make a statement whether the information referred to in Section 95/B. (2) a)-d), g) and h) has been provided in the consolidated business report and whether the consolidated business report includes the consolidated sustainability statement required by Chapter VI/C. of the Accounting Act. In fulfilling this obligation, for the purpose of formulating our opinion on the consolidated business report we considered Commission Regulation (EU) 2019/815 of 17 December 2018 ("ESEF Regulation") as other regulation stipulating additional requirements pertaining to consolidated business reports. In our opinion, the consolidated business report of the Group for 2025 corresponds to the consolidated financial statements of the Group for 2025 and the relevant provisions of the Accounting Act (excluding the provisions of Chapter VI/C. on consolidated sustainability statement) and other relevant regulation(s) listed above in all material respects. We state that the information referred to in Section 95/B. (2) a)-d), g) and h) of the Accounting Act has been provided and the consolidated business report includes the consolidated sustainability statement required by Chapter VI/C. of the Accounting Act. We issue another report based on a limited assurance engagement on whether the consolidated sustainability statement complies with the requirements of Chapter VI/C. of the Accounting Act relating to consolidated sustainability statement. In addition to the above, based on the information obtained about the Group and its environment, we must report on whether we became aware of any material misstatements in the other information and, if so, on the nature of such material misstatements. We have nothing to report in this regard. Responsibilities of management and those charged with governance for the consolidated financial statements Management is responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with EU IFRSs and for the preparation of the consolidated financial statements in accordance with provisions of the Accounting Act relevant to entities preparing financial statements in accordance with EU IFRSs, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Those charged with governance are responsible for overseeing the Group's financial reporting process. The auditor's responsibilities for the audit of the consolidated financial statements Our objectives during the audit are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue, on the basis of the above, an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Hungarian National Standards on Auditing and the effective Hungarian laws and other regulations on audits will always detect a material misstatement when it exists. Misstatements can arise from fraud or error, and they are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. As part of an audit in accordance with the Hungarian National Standards on Auditing and the effective Hungarian laws and other regulations on audits, we exercise professional judgment and maintain professional scepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. 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. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in the auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify the opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation. Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the group as a basis for forming an opinion on the Group's consolidated financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in the Group's internal control that we identify during the audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Report on Other Legal and Regulatory Requirements Reporting in accordance with the requirements of Regulation (EU) No 537/2014 of the European Parliament and of the Council on the mandatory content of the auditor's report Appointment of the Auditor and the Period of Engagement We were appointed as the auditors of the Gedeon Richter Plc. by the General Meeting of Shareholders on April 29, 2025 and our uninterrupted engagement has lasted for 6 years. Consistence with the Additional Report to the Audit Committee We confirm that our audit opinion on the consolidated financial statements expressed herein is consistent with the additional report to the Audit Committee of the Gedeon Richter Plc., which we issued on March 10, 2026 in accordance with Article 11 of Regulation (EU) No. 537/2014 of the European Parliament and the Council. Provision of Non-audit Services We declare that no prohibited non-audit services referred to in Article 5 (1) of Regulation (EU) No. 537/2014 of the European Parliament and the Council were provided by us to the Group. In addition, there are no other non-audit services which were provided by us to the to Gedeon Richter Plc. and and its controlled undertakings and which have not been disclosed in the consolidated financial statements. The engagement partner on the audit resulting in this independent auditor's report is the signatory of the report. Report on compliance of the presentation of consolidated financial statements with the requirements set out in the regulation on the single electronic reporting format We have undertaken a reasonable assurance engagement on compliance of the presentation of consolidated financial statements of the Group included in the digital file 549300J6ZJW5IH4WEE46-2025-12-31-0-en.zip ("ESEF format consolidated financial statements") with the requirements set out in Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 supplementing Directive 2004/109/EC of the European Parliament and of the Council with regard to regulatory technical standards on the specification of a single electronic reporting format. ("ESEF Regulation"). Responsibilities of Management and Those Charged with Governance for ESEF format consolidated financial statements The management is responsible for the presentation of the ESEF format consolidated financial statements in accordance with the ESEF Regulation. This responsibility includes: the preparation of the consolidated financial statements in XHTML format; the selection and application of appropriate iXBRL tags using judgement where necessary; including full application of relevant tags and proper creation and anchoring of extension elements; and the design, implementation and maintenance of internal controls relevant to the application of the ESEF Regulation. Those charged with governance are responsible for overseeing the Group's financial reporting process, including compliance with the ESEF Regulation. Our responsibility and summary of the work performed Our responsibility is to express an opinion on whether, in all material respects, the presentation of ESEF format consolidated financial statements complies with the ESEF Regulation, based on the evidence we have obtained. We conducted our reasonable assurance engagement in accordance with the Hungarian National Standard on Assurance Engagements (Revised), Assurance Engagements Other than Audits or Reviews of Historical Financial Information (ISAE 3000). A reasonable assurance engagement in accordance with ISAE 3000 involves performing procedures to obtain evidence about compliance with the ESEF Regulation. The nature, timing and extent of procedures selected depend on the practitioner's judgment, including the assessment of the risks of material departures from the requirements set out in the ESEF Regulations, whether due to fraud or error. Our reasonable assurance engagement included obtaining an understanding of tagging, obtaining an understanding of the internal controls relevant for the application of the ESEF Regulation, checking the appropriateness of Group's use of the XHTML format, evaluating the completeness of Group's tagging of the consolidated financial statements using the XBRL markup language, evaluating the appropriateness of Group's use of iXBRL elements selected from the ESEF taxonomy and the creation of extension elements and evaluating the use of anchoring in relation to the extension elements. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Opinion In our opinion, the ESEF format consolidated financial statements of the Group for the year ended December 31, 2025 included in the digital file 549300J6ZJW5IH4WEE46-2025-12-31-0-en.zip is presented, in all material respects, in compliance with the requirements of the ESEF Regulation. April 2, 2026 Tamás Horváth on behalf of Deloitte Auditing and Consulting Ltd. and as a statutory registered auditor Deloitte Auditing and Consulting Ltd. 1068 Budapest, Dózsa György út 84/C. Registration number: 000083 Registration number of statutory registered auditor: 003449

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