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STATUTORY AUDITORS' REPORT ON THE FINANCIAL STATEMENTS
This is a translation into English of the statutory auditors' report on the financial statements of the company issued in French and it is provided solely for the convenience of English speaking users.
This statutory auditors' report includes information required by European regulation and French law, such as information about the appointment of the statutory auditors or verification of the management report and other documents provided to shareholders.
This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.
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For the year ended 31 December 2025
To annual general meeting of Établissements Maurel & Prom S.A.,
Opinion
In compliance with the engagement entrusted to us by your annual general meeting, we have audited the accompanying
financial statements of Établissements Maurel & Prom S.A. for the year ended 31 December 2025. 2
In our opinion, the financial statements give a true and fair view of the assets and liabilities and of the financial position of the Company as at 31 December 2025 and of the results of its operations for the year then ended in accordance with French accounting principles.
The audit opinion expressed above is consistent with our report to the audit committee.
Basis for Opinion 3
Audit Framework
We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Our responsibilities under those standards are further described in the Statutory Auditors' Responsibilities for the Audit of 4
the Financial Statements section of our report.
Independence
We conducted our audit engagement in compliance with independence requirements of the French Commercial Code (code de commerce) and the French Code of Ethics (code de déontologie) for statutory auditors for the period from
to in Article 5(1) of Regulation (EU) No. 537/2014.
January 1st, 2025 to the date of our report and specifically we did not provide any prohibited non-audit services referred 5
Emphasis of Matter
We draw attention to the following matter described in the Note 3 Accounting rules and methods - subsection Change in accounting methods - to the annual financial statements relating to the effects of the first-time application of ANC Regulation No. 2022-06. Our opinion is not modified in respect of this matter.
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Justification of Assessments - Key Audit Matters
In accordance with the requirements of Articles L.821-53 and R.821-180 of the French Commercial Code (code de commerce) relating to the justification of our assessments, we inform you of the key audit matters relating to risks of material misstatement that, in our professional judgment, were of most significance in our audit of the financial
statements of the current period, as well as how we addressed those risks. 7
These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on specific items of the financial statements.
Valuation of equity interests and related receivables
Key audit matter Our response
The equity interests and related receivables on the balance sheet as at 31 December 2025 for a net amount of MEUR 778 represent 55% of the company's assets.
As indicated in the Note 3 of the notes to the annual financial statements, for companies in exploration phase, equity interests and related receivables are subject to a provision for exploration expenditures as long as no decision has been taken to convert the project into a commercial development or to go into production. When proven reserves have been discovered, the value of the investments and receivables is limited to the amount of discounted future revenues as at the balance sheet date.
For other activities, provisions for the impairment of equity interests and related receivables are determined by taking into account the financial performance of the equity interests based in particular on projected discounted future revenues, changes in net income or their probable resale value.
In this context, and because of the uncertainties in relation with certain elements and in particular the probability of the forecasts realisation, we considered that the correct valuation of equity interest and related receivables was a key point in the audit.
In order to assess the reasonableness of the estimation of current equity interest, based on the information provided to us, our work consisted mainly of verifying that the estimation of these values determined by the management is based on an appropriate justification of the valuation method and the quantified elements used and, according to equity interests concerned, to:
verify that the equity selected is consistent with the accounts of the entities that have been the subject of an audit or analytical procedures and that the adjustments made, if any, on such equity are based on probative documentation;
obtain forecasts of cash flow for the activities of the entities concerned established by the management;
verify the consistency of the assumptions retained by the management with the data obtained from the reports of independent expertise;
verify the reasonableness of the key underlying assumptions used to estimate the discounted future revenues, in particular oil reserves, forecast selling prices, and discount and inflation rates;
verify that the value resulting from the cash flow forecasts has been adjusted for the amount of the debt of the entity under consideration.
In addition to the appreciation of the equity interests' current value, our works also consisted of:
assessing the recoverability of related receivables regarding the analyses performed on equity interest;
verifying the recognition of a provision for risks if the company is committed to bear the losses of a subsidiary with negative equity.
Specific Verifications
We have also performed, in accordance with professional standards applicable in France, the specific verifications required by laws and regulations.
Information given in the management report and in the other documents with respect to the financial position and the financial statements provided to the Shareholders
We have no matters to report as to the fair presentation and the consistency with the financial statements of the information given in the management report of the Board of Directors and in the other documents with respect to the financial position and the financial statements provided to Shareholders.
We attest the fair presentation and the consistency with the financial statements of the information relating to payment deadlines mentioned in Article D.441-6 of the French Commercial Code (Code de commerce).
Information relating to corporate governance
We attest that the Board of Directors' report on corporate governance sets out the information required by Articles L.225-37-4, L22-10-10 and L.22-10-9 of the French Commercial Code.
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Concerning the information given in accordance with the requirements of Article L.22-10-9 of the French Commercial Code (code de commerce) relating to remunerations and benefits received by or awarded to the directors and any other commitments made in their favour, we have verified the consistency with the financial statements, or with the underlying information used to prepare these financial statements and, where applicable, with the information obtained by your company from controlled companies included in the scope of consolidation. Based on these procedures, we attest the accuracy and fair presentation of this information.
With respect to the information relating to items that your company considered likely to have an impact in the event of a public takeover bid or exchange offer, provided pursuant to Article L.22-10-11 of the French Commercial Code, we have agreed this information to the source documents communicated to us. Based on these procedures, we have no observations to make on this information.
Other information 1
In accordance with French law, we have verified that the required information concerning the purchase of investments and controlling interests and the identity of the shareholders and holders of the voting rights has been properly disclosed in the management report.
Report on Other Legal and Regulatory Requirements
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Format of presentation of the financial statements intended to be included in the Annual Financial Report
We have also verified, in accordance with the professional standard applicable in France relating to the procedures performed by the statutory auditor relating to the annual and consolidated financial statements presented in the
European single electronic format, that the presentation of the financial statements intended to be included in the annual 3
financial report mentioned in Article L.451-1-2, I of the French Monetary and Financial Code (code monétaire et financier),
prepared under the responsibility of the Chief Executive Officer, complies with the single electronic format defined in the European Delegated Regulation No 2019/815 of 17 December 2018.
Based on the work we have performed, we conclude that the presentation of the financial statements intended to be included in the annual financial report complies, in all material respects, with the European single electronic format.
Appointment of the statutory auditors 4
We were appointed as statutory auditors of Établissements Maurel & Prom S.A. by the annual general meeting held on
June 12, 2014 for KPMG SA and on June 14, 2002 for ASKIL AUDIT PARIS. Following changes in the shareholding and governance of ASKIL AUDIT PARIS in September 2022, and in accordance with article L823-3-1 subsection V of the French Commercial Code (code de commerce), the starting point of our engagment to be considered for the application of the rotation requirement for audit firms is 30 September 2022.
As at 31 December 2025, KPMG SA and ASKIL AUDIT PARIS were in the 12th year and 4th year of total uninterrupted
engagement. 5
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with 6
French accounting principles and for such internal control as management determines is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company'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 it is expected to liquidate the Company or to cease operations.
The Audit Committee is responsible for monitoring the financial reporting process and the effectiveness of internal
control and risks management systems and where applicable, its internal audit, regarding the accounting and financial 7
reporting procedures.
The financial statements were approved by the Board of Directors.
Statutory Auditors' Responsibilities for the Audit of the Financial Statements
Objectives and audit approach
Our role is to issue a report on the financial statements. Our objective is to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and 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 financial statements.
As specified in Article L.821-55 of the French Commercial Code (code de commerce), our statutory audit does not include assurance on the viability of the Company or the quality of management of the affairs of the Company.
As part of an audit conducted in accordance with professional standards applicable in France, the statutory auditor exercises professional judgment throughout the audit and furthermore:
identifies and assesses the risks of material misstatement of the financial statements, whether due to fraud or error, designs and performs audit procedures responsive to those risks, and obtains audit evidence considered to be sufficient and appropriate to provide a basis for his 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;
obtains 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 internal control.
evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management in the financial statements;
assesses 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 Company's ability to continue as a going concern. This assessment is based on the audit evidence obtained up to the date of his audit report. However, future events or conditions may cause the Company to cease to continue as a going concern. If the statutory auditor concludes that a material uncertainty exists, there is a requirement to draw attention in the audit report to the related disclosures in the financial statements or, if such disclosures are not provided or inadequate, to modify the opinion expressed therein;
evaluates the overall presentation of the financial statements and assesses whether these statements represent the underlying transactions and events in a manner that achieves fair presentation.
Report to the audit committee
We submit to the Audit Committee a report which includes in particular a description of the scope of the audit and the audit program implemented, as well as the results of our audit. We also report, if any, significant deficiencies in internal control regarding the accounting and financial reporting procedures that we have identified.
Our report to the Audit Committee includes the risks of material misstatement that, in our professional judgment, were of most significance in the audit of the financial statements of the current period and which are therefore the key audit matters that we are required to describe in this report.
We also provide the Audit Committee with the declaration provided for in Article 6 of Regulation (EU) N° 537/2014, confirming our independence within the meaning of the rules applicable in France such as they are set in particular by Articles L.821-27 to L.821-34 of the French Commercial Code (code de commerce) and in the French Code of Ethics (code de déontologie) for statutory auditors. Where appropriate, we discuss with the Audit Committee the risks that may reasonably be thought to bear on our independence, and the related safeguards.
The statutory auditors French original signed by
Paris La Défense, 12 March 2026 Paris, 12 March 2026 KPMG S.A. ASKIL AUDIT PARIS
François Quédiniac François Dineur
Partner Partner
MAUREL & PROM • 2025 UNIVERSAL REGISTRATION DOCUMENT
