ESG Report of the
ENEA Capital Group for
2022

ENEA Group

  • 2-1

The parent company in the ENEA Capital Group is ENEA S.A. Its majority shareholder is the State Treasury, which holds 52.29% of shares in the share capital.

Shareholder Number of shares
/
numer of votes at the General Meeting
Interest in the share capital
/share in the total number of votes
State Treasury 277,015,422 52.29%
Other 252,715,671 47.71%
TOTAL 529,731,093 100.0%

Structure of the ENEA Group

As of 31.12.2022. Minority shares held by ENEA S.A. were also included and its subsidiaries.

1) Ruling on discontinuation of the bankruptcy proceedings/the company does not conduct business activity.
2) on 16 January 2023, the court of registration registered a share capital increase. Currently ENEA S.A holds a 2.30% stake in the share capital.
3) on 28 February 2023, ENEA Innowacje sold 1 share in ENEBIOGAZ 1 sp. z o.o. with the par value of PLN 50.00, for the price of PLN 50.00, and 1 share in ENEBIOGAZ 2 sp. z o.o. with the par value of PLN 50.00 for the price of PLN 50.00, to ENEA Nowa Energia.
4) on 16 January 2023, ENEA Połaniec Serwis merged with ENEA Elektrownia Połaniec S.A

  • On 16 March 2022 ENEA S.A. established a special-purpose vehicle ENEA ELKOGAZ Sp. z o.o., in which it is the sole shareholder. The goal of the company will be to restore the production capacity in the Kozienice Power Plant based on the gaseous fuel combustion technology. The company was registered in the National Court Register (KRS) on 12 May 2022.
  • On 30 March 2022 ENEA S.A. established a special-purpose vehicle ENEA Power&Gas Trading Sp. z o.o., in which it is the sole shareholder. The company’s goal is to provide service within the framework of the “wholesale center” for ENEA S.A., ENEA Ciepło, ENEA Nowa Energia and ENEA Operator. Services will be provided in the following areas: wholesale trade in electricity (taking into account the participation of individual Group companies in the balancing market) and gaseous fuel, trade in production fuels (coal, biomass, fuel oils), trading in property rights arising from certificates of origin of electricity and energy efficiency certificates, trading in greenhouse gas emission allowances, and the Capacity Market (primary and secondary).

So far, these tasks have been performed by ENEA Trading, which will be spun off along with generation assets to the National Energy Security Agency (hereinunder: NABE)1).

On 27 September 2022, the Extraordinary General Meeting of ENEA Trading and ENEA Power&Gas Trading adopted resolutions on the demerger of ENEA Trading through the transfer of the Company’s Organized Part of the Enterprise to ENEA Power&Gas Trading. On 13 January 2023, the court of registration competent for ENEA Trading issued a demerger decision and made an appropriate entry in the National Court Register.

  • On 15 April 2022, the Extraordinary General Meetings of SUN Energy 7 Sp. z o.o. and GKP Energia Sp. z o.o. were held on the merger by acquisition with ENEA Nowa Energia Sp. z o.o. (the surviving company). On 20 May 2022, the merger of the companies was registered in the National Court Register.
  • On 3 August 2022, ENEA S.A. purchased, from Polska Grupa Energetyczna S.A., a 33.81% stake in Elektrownia Wiatrowa Baltica-4 Sp. z o.o., a 33.81% stake in Elektrownia Wiatrowa Baltica-5 Sp. z o.o., a 33.76% stake in Elektrownia Wiatrowa Baltica-6 Sp. z o.o. The objective of these entities is to build offshore wind farms in the Polish part of the Baltic Sea.
  • On 25 August 2022, the Extraordinary General Meetings of ENEA Ciepło Sp. z o.o. and ENEA Ciepło Serwis Sp. z o.o. were held devoted to the merger of the companies, with ENEA Ciepło as the surviving entity. The merger was finalized on 3 October 2022.
  • On 25 October 2022, ENEA S.A. sold all of its PGG shares representing 7.66% of the company’s share capital, to the State Treasury.
  • On 17 November 2022, ENEA Nowa Energia sp. z o.o. and ENEA Innowacje sp. z o.o. established ENEBIOGAZ 1 sp. z o.o. in organization and ENEBIOGAZ 2 sp. z o.o. in organization. The goal of these entities will be to produce electricity from biogas. The first of these companies was registered by KRS on 1 February 2023 and the latter on 19 January 2023.
  • On 13 December 2022 ENEA S.A. established EN102 sp. z o.o. and subscribed to all of its shares. The purpose of the company will be to implement a photovoltaic project. The company was registered in the National Court Register on 22 December 2022.
  • On 27 December 2022 ENEA S.A. established EN103 sp. z o.o., EN201 sp. z o.o. and EN203 sp. z o.o. and subscribed to all of its shares. The purpose of the companies will be to implement photovoltaic projects. The first company was registered in the National Court Register on 28 December 2022 and the two latter ones on 30 December 2022.

1) On 1 March 2022, the Council of Ministers adopted the document “Transformation of the power sector in Poland. Spin-off of coal assets from companies with a State Treasury shareholding” , which includes a concept of spinning off, from the corporate groups of each utility company, assets associated with the generation of electricity in conventional coal-fired units and their transfer to NABE.

ENEA S.A. stock prices

ENEA S.A. stock has been listed on the Warsaw Stock Exchange (WSE) since 17 November 2008. In 2022, the ENEA S.A. stock price fell from PLN 8.51 to PLN 6.00, that is by PLN 2.51, or 29.5%. The highest closing price of ENEA S.A. stock this year was recorded on 20 June 2022 (PLN 10.15), while the lowest price was recorded on 24 October 2022 (PLN 4.52).

Data for 2022
Number of shares 529,731,093
Closing price – minimum [PLN] 4.52
Closing price- maximum [PLN] 10.15
Stock price at the end of the period [PLN] 6.00
Stock price at the end of the previous period [PLN] 8.51
Average volume 593,551

Share of the Company’s stock exchange indices as at 31 December 2022:

0.7
WIG30
2.5
mWIG40
11.6
WIG energia
0.5
WIG Poland

Since 3 September 2019, ENEA S.A. has been included in the Warsaw Stock Exchange’s WIG-ESG index, established as the WSE’s response to the surge in global interest in socially responsible investing. The index is comprised of companies included in the WIG20 and mWIG40 indices, that is the largest companies listed on the Warsaw Stock Exchange. Each company’s rank depends on its weight in the WIG-ESG index. In turn, a company’s weight is contingent on the quantity of its shares in free float adjusted for two factors:

  • the outcome of the ESG ranking prepared by Sustainalytics, an independent research company providing ESG data to the world’s largest investment and index firms,
  • assessment of applying the corporate governance principles contained in the Best Practice for WSE Listed Companies 2021.

ESG stands for environment, society and (corporate) governance, and is a concept focusing on the criteria applied to measuring a company’s impact in these areas. The primary objective of the WIG-ESG index is to draw the attention of companies and investors to these issues in the investment decision-making process.

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