This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Annual Individual Management Report
Corporate Governance Statement
Independent Auditors’ Report
Annual Separate Financial Statements
Bulgarian Energy Holding EAD
31 December 2025
Translation from Bulgarian
Annual Individual Management Report
Corporate Governance Statement
Independent Auditors’ Report
Annual Separate Financial Statements
Bulgarian Energy Holding EAD
31 December 2025
Translation from Bulgarian
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Contents
Annual Individual Management Report ......................................................................................................................... i
Corporate Governance Statement ................................................................................................................................. ii
Independent Auditor’s Report ...................................................................................................................................... iii
Annual Separate Financial Statements ......................................................................................................................... iv
Separate Statement of Profit or Loss ............................................................................................................................. 1
Separate Statement of Comprehensive Income ............................................................................................................. 2
Separate Statement of Financial Position ...................................................................................................................... 3
Separate Statement of Changes in Equity ..................................................................................................................... 5
Separate Statement of Cash Flows ................................................................................................................................ 7
1. General information and scope of activity............................................................................................................... 8
2. Statement of compliance with IFRS Accounting Standards and application of the going concern ......................... 8
3. Changes in the accounting policy ............................................................................................................................ 9
4. Material Accounting Policy Information ............................................................................................................... 10
5. Dividend income ................................................................................................................................................... 28
6. Revenues from contracts with clients .................................................................................................................... 28
7. Other income ......................................................................................................................................................... 28
8. Impairment reversal / (Impairment loss) ............................................................................................................... 29
9. Expenses for materials ........................................................................................................................................... 29
10. Hired services expenses ......................................................................................................................................... 29
11. Audit services remuneration .................................................................................................................................. 30
12. Personnel expenses ................................................................................................................................................ 30
13. Other expenses ...................................................................................................................................................... 30
14. Financial income ................................................................................................................................................... 30
15. Financial expenses ................................................................................................................................................. 31
16. Income tax expenses .............................................................................................................................................. 31
17. Earnings per share and dividends .......................................................................................................................... 32
18. Investments in subsidiaries, associates and joint ventures .................................................................................... 33
19. Investment properties ............................................................................................................................................ 35
20. Property, plant and equipment ............................................................................................................................... 35
21. Intangible assets .................................................................................................................................................... 37
22. Deferred tax assets................................................................................................................................................. 38
23. Trade and other receivables ................................................................................................................................... 39
24. Receivables from Toplofikatsia Sofia EAD .......................................................................................................... 39
25. Financial assets at fair value through other comprehensive income ...................................................................... 41
26. Cash ....................................................................................................................................................................... 41
27. Share capital and reserves ..................................................................................................................................... 41
28. Issued bonds .......................................................................................................................................................... 43
29. Loan from the European Investment Bank ............................................................................................................ 45
30. Reconciliation of liabilities arising from financial activities ................................................................................. 46
31. Liabilities related to employee’ retirement income ............................................................................................... 46
32. Trade and other payables ....................................................................................................................................... 48
33. Related party disclosures ....................................................................................................................................... 49
34. Non-cash transactions............................................................................................................................................ 61
35. Provisions, commitments, lease contracts, and contingent liabilities .................................................................... 61
36. Financial Risk Management Objectives and Policy .............................................................................................. 63
37. Fair value measurement......................................................................................................................................... 70
38. Capital management policies and procedures........................................................................................................ 72
39. Events after the reporting period ........................................................................................................................... 72
Contents
Annual Individual Management Report ......................................................................................................................... i
Corporate Governance Statement ................................................................................................................................. ii
Independent Auditor’s Report ...................................................................................................................................... iii
Annual Separate Financial Statements ......................................................................................................................... iv
Separate Statement of Profit or Loss ............................................................................................................................. 1
Separate Statement of Comprehensive Income ............................................................................................................. 2
Separate Statement of Financial Position ...................................................................................................................... 3
Separate Statement of Changes in Equity ..................................................................................................................... 5
Separate Statement of Cash Flows ................................................................................................................................ 7
1. General information and scope of activity............................................................................................................... 8
2. Statement of compliance with IFRS Accounting Standards and application of the going concern ......................... 8
3. Changes in the accounting policy ............................................................................................................................ 9
4. Material Accounting Policy Information ............................................................................................................... 10
5. Dividend income ................................................................................................................................................... 28
6. Revenues from contracts with clients .................................................................................................................... 28
7. Other income ......................................................................................................................................................... 28
8. Impairment reversal / (Impairment loss) ............................................................................................................... 29
9. Expenses for materials ........................................................................................................................................... 29
10. Hired services expenses ......................................................................................................................................... 29
11. Audit services remuneration .................................................................................................................................. 30
12. Personnel expenses ................................................................................................................................................ 30
13. Other expenses ...................................................................................................................................................... 30
14. Financial income ................................................................................................................................................... 30
15. Financial expenses ................................................................................................................................................. 31
16. Income tax expenses .............................................................................................................................................. 31
17. Earnings per share and dividends .......................................................................................................................... 32
18. Investments in subsidiaries, associates and joint ventures .................................................................................... 33
19. Investment properties ............................................................................................................................................ 35
20. Property, plant and equipment ............................................................................................................................... 35
21. Intangible assets .................................................................................................................................................... 37
22. Deferred tax assets................................................................................................................................................. 38
23. Trade and other receivables ................................................................................................................................... 39
24. Receivables from Toplofikatsia Sofia EAD .......................................................................................................... 39
25. Financial assets at fair value through other comprehensive income ...................................................................... 41
26. Cash ....................................................................................................................................................................... 41
27. Share capital and reserves ..................................................................................................................................... 41
28. Issued bonds .......................................................................................................................................................... 43
29. Loan from the European Investment Bank ............................................................................................................ 45
30. Reconciliation of liabilities arising from financial activities ................................................................................. 46
31. Liabilities related to employee’ retirement income ............................................................................................... 46
32. Trade and other payables ....................................................................................................................................... 48
33. Related party disclosures ....................................................................................................................................... 49
34. Non-cash transactions............................................................................................................................................ 61
35. Provisions, commitments, lease contracts, and contingent liabilities .................................................................... 61
36. Financial Risk Management Objectives and Policy .............................................................................................. 63
37. Fair value measurement......................................................................................................................................... 70
38. Capital management policies and procedures........................................................................................................ 72
39. Events after the reporting period ........................................................................................................................... 72
BULGARIAN ENERGY HOLDING EAD
ANNUAL INDIVIDUAL MANAGEMENT REPORT
31 December 2025
ANNUAL INDIVIDUAL MANAGEMENT REPORT
31 December 2025
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
1
Board of Directors as at the date of publication of the Individual Financial Statements
Ivo Ivanov Todorov
Andrey Stefanov Zhivkov
Petar Valeriev Angelov
Vasil Vasilev Vasilev
Ilza Mitkova Chinkova
Vasil Georgiev Stoynov
Address
Bulgaria
Sofia-city
Sofia 1000
Oborishte district
16 Veslets str.
Auditor
DZZD Audit BEH, with members of the consortium being the audit firms Grant Thornton OOD and Zaharinova Nexia
EOOD, registered under Reg. No. 032 and Reg. No. 138, respectively, in the Register of Registered Auditors.
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
1
Board of Directors as at the date of publication of the Individual Financial Statements
Ivo Ivanov Todorov
Andrey Stefanov Zhivkov
Petar Valeriev Angelov
Vasil Vasilev Vasilev
Ilza Mitkova Chinkova
Vasil Georgiev Stoynov
Address
Bulgaria
Sofia-city
Sofia 1000
Oborishte district
16 Veslets str.
Auditor
DZZD Audit BEH, with members of the consortium being the audit firms Grant Thornton OOD and Zaharinova Nexia
EOOD, registered under Reg. No. 032 and Reg. No. 138, respectively, in the Register of Registered Auditors.
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
2
Annual Individual Management Report
This Management Report of Bulgarian Energy Holding EAD (BEH EAD) as of December 31, 2025 presents a
commentary and analysis of the financial statements and other material information regarding the financial position
and performance of the Company, covering the period from January 1, 2025 to December 31, 2025. It has been
prepared in accordance with Article 39 of the Accountancy Act, and Article 187e, Article 247, Paragraphs 1, 2, and 3
of the Commerce Act.
1. Company Information
Company name BULGARIAN ENERGY HOLDING EAD (BEH EAD)
UIC 831373560
Sole owner The Bulgarian State through the Ministry of Energy
Address Bulgaria
Sofia-city
Sofia 1000
Oborishte district
16 Veslets str.
Scope of Business
Activity
Acquisition, valuation and sale of participations in commercial companies carrying out
business activities in the fields of production, extraction, transmission, transit, storage,
management, distribution, sale and/or purchase of natural gas, electricity, thermal power,
coal, as well as all types of energy and raw materials for the production and participation
in the management of such companies, their financing, acquisition, valuation, issuance
and sale of bonds, acquisition, valuation and sale of patents, assignment of licenses for
use of patents to the above companies, as well as carrying out own production or
commercial activities.
Directors As of 31 December 2025, the Company is managed by a Board of Directors (BoD) with
members:
Vasil Georgiev Stoynov
Chairperson of the BD
Kalin Boyanov Filipov
Vice-Chairperson of the BD
Valentin Aleksiev Nikolov
Member of the BD and CEO
Diyan Atanasov Ivanov
Member of the BD
Ivo Ivanov Todorov
Member of the BD
Auditor DZZD Audit BEH with participants in the merger of auditing companies Grant Thornton
OOD and Zaharinova Nexia EOOD, registered respectively under Reg. № 032 and Reg.
№ 138 in the Register of Registered Auditors
Basis for preparation of
financial statements
The Company prepares its individual financial statements in accordance with the
requirements of IFRS accounting standards adopted by the EU.
The Company also prepares consolidated financial statements in accordance with the
requirements of Art. 31 of the Accountancy Act. The annual financial statements of the
Company are published in the Commercial Register by 30 September of the following
year, according to Art. 38 of the Accountancy Act.
Bulgarian Energy Holding EAD operates in compliance with the Bulgarian legislation.
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
2
Annual Individual Management Report
This Management Report of Bulgarian Energy Holding EAD (BEH EAD) as of December 31, 2025 presents a
commentary and analysis of the financial statements and other material information regarding the financial position
and performance of the Company, covering the period from January 1, 2025 to December 31, 2025. It has been
prepared in accordance with Article 39 of the Accountancy Act, and Article 187e, Article 247, Paragraphs 1, 2, and 3
of the Commerce Act.
1. Company Information
Company name BULGARIAN ENERGY HOLDING EAD (BEH EAD)
UIC 831373560
Sole owner The Bulgarian State through the Ministry of Energy
Address Bulgaria
Sofia-city
Sofia 1000
Oborishte district
16 Veslets str.
Scope of Business
Activity
Acquisition, valuation and sale of participations in commercial companies carrying out
business activities in the fields of production, extraction, transmission, transit, storage,
management, distribution, sale and/or purchase of natural gas, electricity, thermal power,
coal, as well as all types of energy and raw materials for the production and participation
in the management of such companies, their financing, acquisition, valuation, issuance
and sale of bonds, acquisition, valuation and sale of patents, assignment of licenses for
use of patents to the above companies, as well as carrying out own production or
commercial activities.
Directors As of 31 December 2025, the Company is managed by a Board of Directors (BoD) with
members:
Vasil Georgiev Stoynov
Chairperson of the BD
Kalin Boyanov Filipov
Vice-Chairperson of the BD
Valentin Aleksiev Nikolov
Member of the BD and CEO
Diyan Atanasov Ivanov
Member of the BD
Ivo Ivanov Todorov
Member of the BD
Auditor DZZD Audit BEH with participants in the merger of auditing companies Grant Thornton
OOD and Zaharinova Nexia EOOD, registered respectively under Reg. № 032 and Reg.
№ 138 in the Register of Registered Auditors
Basis for preparation of
financial statements
The Company prepares its individual financial statements in accordance with the
requirements of IFRS accounting standards adopted by the EU.
The Company also prepares consolidated financial statements in accordance with the
requirements of Art. 31 of the Accountancy Act. The annual financial statements of the
Company are published in the Commercial Register by 30 September of the following
year, according to Art. 38 of the Accountancy Act.
Bulgarian Energy Holding EAD operates in compliance with the Bulgarian legislation.
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
3
1.1. Establishment, management, and structure of the Company
1.1.1. Legal status
Bulgarian Energy Holding EAD is a sole-owner joint-stock company, established by Decision No. 1371/1990 of the
Sofia City Court, 100% state-owned.
The sole shareholder of the capital is the Republic of Bulgaria and the rights of a sole shareholder are exercised by
the Minister of Energy, who has the capacity of principal and is authorized to make all decisions within the competence
of the sole shareholder of the capital, in compliance with the law and the Company’s Articles of Association.
The Company is managed by a one-tier management system. The management bodies are:
• General Meeting – Sole Shareholder of the Capital;
• The Board of Directors.
1.1.2. History
Bulgarian Energy Holding EAD is the successor of the Neft i Gas (Oil and Gas) State Company, founded in 1973,
and renamed “Gasosnabdyavane” (Gas Supply) in December 1975. In accordance with the Decree on Business
Activities, in the beginning of 1990, the company was renamed “Bulgargaz”. Bulgargaz was transformed into a sole-
owner joint-stock company by order of the Council of Ministers of 12 May 1993.
At the end of 2004, the Company established the subsidiary Bulgartel EAD with scope of business activity:
construction, use and maintenance of telecommunications networks and information systems.
By a conversion plan of 27 October 2006 and its annexes, Bulgargaz EAD was converted into Bulgargaz Holding
EAD through the separation of two sole joint-stock companies – Bulgartransgaz EAD and Bulgargaz EAD under the
terms of Article 262(d) of the Commercial Act. Bulgartransgaz EAD and Bulgargaz EAD are legal successors of the
respective portion of the property (rights and obligations) of Bulgargaz Holding EAD. The transformation was
registered in the court by decision No. 45 dated 15 January 2007 of the Sofia City Court.
With protocol No. РД-21-305 dated 18 September 2008 of the Minister of Economy and Energy the company name
was changed from Bulgargaz Holding EAD to Bulgarian Energy Holding EAD and the capital through was raised
through an in-kind contribution at par value of all shares of the capital of Natsionalna Elektricheska Kompania EAD,
NPP Kozloduy EAD, TPP Maritsa East 2 EAD and Mini Maritsa-Iztok EAD.
In compliance with the requirements of the Third Energy Package, the Bulgarian legislator chose the independent
transmission operator model as the unbundling option applicable to the Bulgarian electricity transmission system
operator. By decision under Protocol No. 71-2013 / 11.12.2013 of the Board of Directors of BEH EAD and in
accordance with Decision P-205 of 18.12.2013 of the State Energy and Water Regulation Commission, restructuring
of NEK EAD was carried out by separation of ESO EAD. As a transmission system operator, ESO EAD remained
part of the vertically integrated undertaking, but detailed unbundling rules that comply with the European directives
and the national legislation were introduced and implemented.
By Protocol No. РД-21-27/18.09.2017, a decision was made to make a contribution in kind with the shares of Bulgartel
EAD – 50% of which were paid in as an increase of the capital of Bulgartransgaz EAD, and the remaining 50% – as
an increase of the capital of Electricity System Operator EAD.
At the time of preparation of the Annual Financial Statements, the State did not announce plans for full or partial
privatization of the Company. The assets united within the holding structure are of strategic significance for the
national security and therefore Bulgarian Energy Holding EAD was included in the so-called “prohibitive”
privatization list, according to Annex 1 to Art. 3, para.1 of the Privatization and Post-Privatization Control Act.
1.1.3. Structure
Bulgarian Energy Holding EAD carries out its business activities by operating in different market segments through
its subsidiaries. The company does not have any branches.
The Company does not carry out any R&D activities.
As of 31 December 2025, the BEH group comprises the following companies:
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
3
1.1. Establishment, management, and structure of the Company
1.1.1. Legal status
Bulgarian Energy Holding EAD is a sole-owner joint-stock company, established by Decision No. 1371/1990 of the
Sofia City Court, 100% state-owned.
The sole shareholder of the capital is the Republic of Bulgaria and the rights of a sole shareholder are exercised by
the Minister of Energy, who has the capacity of principal and is authorized to make all decisions within the competence
of the sole shareholder of the capital, in compliance with the law and the Company’s Articles of Association.
The Company is managed by a one-tier management system. The management bodies are:
• General Meeting – Sole Shareholder of the Capital;
• The Board of Directors.
1.1.2. History
Bulgarian Energy Holding EAD is the successor of the Neft i Gas (Oil and Gas) State Company, founded in 1973,
and renamed “Gasosnabdyavane” (Gas Supply) in December 1975. In accordance with the Decree on Business
Activities, in the beginning of 1990, the company was renamed “Bulgargaz”. Bulgargaz was transformed into a sole-
owner joint-stock company by order of the Council of Ministers of 12 May 1993.
At the end of 2004, the Company established the subsidiary Bulgartel EAD with scope of business activity:
construction, use and maintenance of telecommunications networks and information systems.
By a conversion plan of 27 October 2006 and its annexes, Bulgargaz EAD was converted into Bulgargaz Holding
EAD through the separation of two sole joint-stock companies – Bulgartransgaz EAD and Bulgargaz EAD under the
terms of Article 262(d) of the Commercial Act. Bulgartransgaz EAD and Bulgargaz EAD are legal successors of the
respective portion of the property (rights and obligations) of Bulgargaz Holding EAD. The transformation was
registered in the court by decision No. 45 dated 15 January 2007 of the Sofia City Court.
With protocol No. РД-21-305 dated 18 September 2008 of the Minister of Economy and Energy the company name
was changed from Bulgargaz Holding EAD to Bulgarian Energy Holding EAD and the capital through was raised
through an in-kind contribution at par value of all shares of the capital of Natsionalna Elektricheska Kompania EAD,
NPP Kozloduy EAD, TPP Maritsa East 2 EAD and Mini Maritsa-Iztok EAD.
In compliance with the requirements of the Third Energy Package, the Bulgarian legislator chose the independent
transmission operator model as the unbundling option applicable to the Bulgarian electricity transmission system
operator. By decision under Protocol No. 71-2013 / 11.12.2013 of the Board of Directors of BEH EAD and in
accordance with Decision P-205 of 18.12.2013 of the State Energy and Water Regulation Commission, restructuring
of NEK EAD was carried out by separation of ESO EAD. As a transmission system operator, ESO EAD remained
part of the vertically integrated undertaking, but detailed unbundling rules that comply with the European directives
and the national legislation were introduced and implemented.
By Protocol No. РД-21-27/18.09.2017, a decision was made to make a contribution in kind with the shares of Bulgartel
EAD – 50% of which were paid in as an increase of the capital of Bulgartransgaz EAD, and the remaining 50% – as
an increase of the capital of Electricity System Operator EAD.
At the time of preparation of the Annual Financial Statements, the State did not announce plans for full or partial
privatization of the Company. The assets united within the holding structure are of strategic significance for the
national security and therefore Bulgarian Energy Holding EAD was included in the so-called “prohibitive”
privatization list, according to Annex 1 to Art. 3, para.1 of the Privatization and Post-Privatization Control Act.
1.1.3. Structure
Bulgarian Energy Holding EAD carries out its business activities by operating in different market segments through
its subsidiaries. The company does not have any branches.
The Company does not carry out any R&D activities.
As of 31 December 2025, the BEH group comprises the following companies:
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
4
Information under Art. 187e and Art. 247 (2) of the Commercial Act
1.1.4. Share capital
By Order No. 168/27.08.2025 of the Council of Ministers, amendments to the 2025 budget of the Ministry of Energy
were approved in the amount of BGN 1,500,000 thousand for an increase in the share capital of Bulgarian Energy
Holding EAD. The funds are to be used to finance strategically important projects in the Energy sector. On 19
September 2025, funds in the amount of BGN 1,500,000 thousand were transferred to the account of Bulgarian Energy
Holding EAD. The share capital increase was registered in the Commercial Register and the Register of Non-Profit
Legal Entities on 26 September 2025.
Pursuant to Protocol of the Minister of Energy dated 15 December 2025, the share capital of the Company was
increased through a non-cash asset contribution in the amount of BGN 14,298 thousand, representing the ownership
right to a real estate property - private state property, located in the Republic of Greece, city of Athens, 12 Akadimias
Street, consisting of a land plot with a total area of 196.87 sq. m. and a seven-story building constructed thereon with Ministry of Energy
Bulgarian Energy Holding
Electricity Coal Natural gas
Electricity System Operator
EAD
NPP Kozloduy EAD
Natsionalna Electricheska
Kompania EAD
TPP Maritsa East 2 EAD
ESO Engineering
EOOD
HPP Kozloduy EAD
NPP Kozloduy – New
Builds EAD
NPP Construction
Supervision EOOD
NPP Service EOOD
Mini Maritsa-Iztok EAD
ESO Project EOOD
Bulgargaz EAD
Bulgartransgaz EAD
Bulgartel AD
Bulgartel Skopje
DOOEL
Balkan Gas Hub
EAD
National Energy Operator EAD
Minproject EAD
ESO Charge EAD
Bulgargaz North
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
4
Information under Art. 187e and Art. 247 (2) of the Commercial Act
1.1.4. Share capital
By Order No. 168/27.08.2025 of the Council of Ministers, amendments to the 2025 budget of the Ministry of Energy
were approved in the amount of BGN 1,500,000 thousand for an increase in the share capital of Bulgarian Energy
Holding EAD. The funds are to be used to finance strategically important projects in the Energy sector. On 19
September 2025, funds in the amount of BGN 1,500,000 thousand were transferred to the account of Bulgarian Energy
Holding EAD. The share capital increase was registered in the Commercial Register and the Register of Non-Profit
Legal Entities on 26 September 2025.
Pursuant to Protocol of the Minister of Energy dated 15 December 2025, the share capital of the Company was
increased through a non-cash asset contribution in the amount of BGN 14,298 thousand, representing the ownership
right to a real estate property - private state property, located in the Republic of Greece, city of Athens, 12 Akadimias
Street, consisting of a land plot with a total area of 196.87 sq. m. and a seven-story building constructed thereon with Ministry of Energy
Bulgarian Energy Holding
Electricity Coal Natural gas
Electricity System Operator
EAD
NPP Kozloduy EAD
Natsionalna Electricheska
Kompania EAD
TPP Maritsa East 2 EAD
ESO Engineering
EOOD
HPP Kozloduy EAD
NPP Kozloduy – New
Builds EAD
NPP Construction
Supervision EOOD
NPP Service EOOD
Mini Maritsa-Iztok EAD
ESO Project EOOD
Bulgargaz EAD
Bulgartransgaz EAD
Bulgartel AD
Bulgartel Skopje
DOOEL
Balkan Gas Hub
EAD
National Energy Operator EAD
Minproject EAD
ESO Charge EAD
Bulgargaz North
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
5
a total gross built-up area of 1,424 sq. m. and a total floor area. The increase was entered in the Commercial Register
and the Register of Non-Profit Legal Entities on 29 December 2025.
As of 31 December 2025, the share capital of the Company amounts to BGN 4,978,239,873 divided into 4,978,239,873
ordinary registered voting shares with a nominal value of BGN 1 each. The entire amount of the Company capital is
subscribed and fully paid-up. The Company shares are ordinary, registered, non-privileged, with voting rights.
The Company does not possess any own shares. In 2025, the Company did not acquire or transfer its own shares.
1.1.5. Board of Directors
Information about the remuneration of the members of the Board of Directors of Bulgarian Energy Holding EAD
under management and control contracts:
BGN`000 31 December
2025
31 December
2024
Short-term remuneration, including: BGN`000 BGN`000
Remuneration 568 542
Social security contributions 26 18
Social costs 191 121
Unused annual leave and related social security contributions 8 18
Total remuneration 793 699
Information about the shares and bonds of the Company acquired, held and transferred by the members of
the Board of Directors of BEH EAD
The members of the Board of Directors of Bulgarian Energy Holding EAD do not own shares or bonds of the
Company. They do not have privileges or exclusive rights to acquire shares and bonds of the Company. All shares are
owned by the Bulgarian state.
Information on the participation of members of the Board of Directors in companies as unlimited liability
partners, ownership of more than 25 percent of the share capital of another company, as well as their
participation in the management of other companies or cooperatives as procurators, managers or board
members for the period 01.01.2025 - 31.12.2025:
Vasil Georgiev Stoynov – Chairperson of the Board of Directors of Bulgarian Energy Holding EAD since 22.05.2025.
The latter does not participate as a general partner, does not own more than 25% of the share capital of another
company, and does not participate in the management of other companies or cooperatives as procurator, manager or
board member.
Veselina Lachezarova Kanatova-Buchkova – Chairperson of the Board of Directors of Bulgarian Energy Holding
EAD until 22.05.2025 – does not participate as a general partner, does not own more than 25 percent of the share
capital of another company, and does not participate in the management of other companies or cooperatives as
procurator, manager or board member.
Kalin Boyanov Filipov – Vice Chairperson of the Board of Directors of Bulgarian Energy Holding EAD and as of
31.12.2025. He does not have any participation as an unlimited liability partner, does not own more than 25% of the
share capital of another company, and does not participate in the management of other companies or cooperatives as
procurator, manager or board member.
Valentin Aleksiev Nikolov – Executive Director of Bulgarian Energy Holding EAD and member of the Board of
Directors as of 31.12.2025. He owns more than 25% of the company capital as follows:
SUZVEZDIE LUV OOD, UIC: 202787168 – sole owner of the capital until 10.01.2024 and partner with 49 percent
participation in the capital from 10.01.2024 to the present;
MDV CONSULT OOD, UIC: 203320833 – Partner with 50 percent participation in the capital until the present
moment.
Galina Tsvetanova Todorova – Executive Director of Bulgarian Energy Holding EAD and member of the Board of
Directors until 13.02.2025. She does not have any participation as an unlimited liability partner, does not own more
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
5
a total gross built-up area of 1,424 sq. m. and a total floor area. The increase was entered in the Commercial Register
and the Register of Non-Profit Legal Entities on 29 December 2025.
As of 31 December 2025, the share capital of the Company amounts to BGN 4,978,239,873 divided into 4,978,239,873
ordinary registered voting shares with a nominal value of BGN 1 each. The entire amount of the Company capital is
subscribed and fully paid-up. The Company shares are ordinary, registered, non-privileged, with voting rights.
The Company does not possess any own shares. In 2025, the Company did not acquire or transfer its own shares.
1.1.5. Board of Directors
Information about the remuneration of the members of the Board of Directors of Bulgarian Energy Holding EAD
under management and control contracts:
BGN`000 31 December
2025
31 December
2024
Short-term remuneration, including: BGN`000 BGN`000
Remuneration 568 542
Social security contributions 26 18
Social costs 191 121
Unused annual leave and related social security contributions 8 18
Total remuneration 793 699
Information about the shares and bonds of the Company acquired, held and transferred by the members of
the Board of Directors of BEH EAD
The members of the Board of Directors of Bulgarian Energy Holding EAD do not own shares or bonds of the
Company. They do not have privileges or exclusive rights to acquire shares and bonds of the Company. All shares are
owned by the Bulgarian state.
Information on the participation of members of the Board of Directors in companies as unlimited liability
partners, ownership of more than 25 percent of the share capital of another company, as well as their
participation in the management of other companies or cooperatives as procurators, managers or board
members for the period 01.01.2025 - 31.12.2025:
Vasil Georgiev Stoynov – Chairperson of the Board of Directors of Bulgarian Energy Holding EAD since 22.05.2025.
The latter does not participate as a general partner, does not own more than 25% of the share capital of another
company, and does not participate in the management of other companies or cooperatives as procurator, manager or
board member.
Veselina Lachezarova Kanatova-Buchkova – Chairperson of the Board of Directors of Bulgarian Energy Holding
EAD until 22.05.2025 – does not participate as a general partner, does not own more than 25 percent of the share
capital of another company, and does not participate in the management of other companies or cooperatives as
procurator, manager or board member.
Kalin Boyanov Filipov – Vice Chairperson of the Board of Directors of Bulgarian Energy Holding EAD and as of
31.12.2025. He does not have any participation as an unlimited liability partner, does not own more than 25% of the
share capital of another company, and does not participate in the management of other companies or cooperatives as
procurator, manager or board member.
Valentin Aleksiev Nikolov – Executive Director of Bulgarian Energy Holding EAD and member of the Board of
Directors as of 31.12.2025. He owns more than 25% of the company capital as follows:
SUZVEZDIE LUV OOD, UIC: 202787168 – sole owner of the capital until 10.01.2024 and partner with 49 percent
participation in the capital from 10.01.2024 to the present;
MDV CONSULT OOD, UIC: 203320833 – Partner with 50 percent participation in the capital until the present
moment.
Galina Tsvetanova Todorova – Executive Director of Bulgarian Energy Holding EAD and member of the Board of
Directors until 13.02.2025. She does not have any participation as an unlimited liability partner, does not own more
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6
than 25% of the share capital of another company and does not participate in the management of other companies or
cooperatives as procurator, manager or board member.
Diyan Atanasov Ivanov – Member of the Board of Directors as of 13.02.2025. He owns more than 25% of the capital
of the following commercial companies:
MIHAYLOVI CONSULT EOOD, UIC: 203306709 – sole owner of the capital until 14.02.2025;
Until 14.02.2025, he participates in the management as a Manager of the following company:
MIHAYLOVI CONSULT EOOD, UIC: 203306709
Ivo Ivanov Todorov – Member of the Board of Directors of Bulgarian Energy Holding EAD as of 31.12.2025. He
does not have any participation as an unlimited liability partner, does not own more than 25% of the share capital of
another company, as well does not participate in the management of other companies or cooperatives as procurator,
manager or board member.
Information on contracts pursuant to Art. 240b of the Commerce Act
The Company has not entered into contracts with members of the Board of Directors, other than management and
control contracts, as well as with parties related to them.
1.1.6. Personnel
As of 31 December 2025, the total number of employees of the Company under employment contracts is 101 people,
allocated in the following categories:
Total number of employees 31 December
2025
31 December
2024
Total employees under an employment relationship, including 101 101
Executives 27 26
Analytical specialists 65 64
Associate professionals 2 2
Support staff 5 6
Drivers 2 3
1.1.7. Related parties
Bulgarian Energy Holding EAD is the owner of an economically related group, which includes the following direct
subsidiaries as of 31 December 2025:
Company Country of
incorporation Share 31 December 2025
% BGN`000
Subsidiaries
Bulgartransgaz EAD Bulgaria 100.00% 1,029,861
Bulgargaz EAD Bulgaria 100.00% -
NEK EAD Bulgaria 100.00% 1,051,427
NPP Kozloduy EAD Bulgaria 100.00% 1,851,716
TPP Maritsa East 2 EAD Bulgaria 100.00% 673,916
Mini Maritsa-Iztok EAD Bulgaria 100.00% 65,000
ESO EAD Bulgaria 100.00% 96,103
National Energy Operator (NEO) / (Natsionalen
Energien Operator) EAD Bulgaria 100.00% 30,000
Minproekt EAD Bulgaria 100.00% 1,000
Total equity interest in subsidiaries 4,799,023
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6
than 25% of the share capital of another company and does not participate in the management of other companies or
cooperatives as procurator, manager or board member.
Diyan Atanasov Ivanov – Member of the Board of Directors as of 13.02.2025. He owns more than 25% of the capital
of the following commercial companies:
MIHAYLOVI CONSULT EOOD, UIC: 203306709 – sole owner of the capital until 14.02.2025;
Until 14.02.2025, he participates in the management as a Manager of the following company:
MIHAYLOVI CONSULT EOOD, UIC: 203306709
Ivo Ivanov Todorov – Member of the Board of Directors of Bulgarian Energy Holding EAD as of 31.12.2025. He
does not have any participation as an unlimited liability partner, does not own more than 25% of the share capital of
another company, as well does not participate in the management of other companies or cooperatives as procurator,
manager or board member.
Information on contracts pursuant to Art. 240b of the Commerce Act
The Company has not entered into contracts with members of the Board of Directors, other than management and
control contracts, as well as with parties related to them.
1.1.6. Personnel
As of 31 December 2025, the total number of employees of the Company under employment contracts is 101 people,
allocated in the following categories:
Total number of employees 31 December
2025
31 December
2024
Total employees under an employment relationship, including 101 101
Executives 27 26
Analytical specialists 65 64
Associate professionals 2 2
Support staff 5 6
Drivers 2 3
1.1.7. Related parties
Bulgarian Energy Holding EAD is the owner of an economically related group, which includes the following direct
subsidiaries as of 31 December 2025:
Company Country of
incorporation Share 31 December 2025
% BGN`000
Subsidiaries
Bulgartransgaz EAD Bulgaria 100.00% 1,029,861
Bulgargaz EAD Bulgaria 100.00% -
NEK EAD Bulgaria 100.00% 1,051,427
NPP Kozloduy EAD Bulgaria 100.00% 1,851,716
TPP Maritsa East 2 EAD Bulgaria 100.00% 673,916
Mini Maritsa-Iztok EAD Bulgaria 100.00% 65,000
ESO EAD Bulgaria 100.00% 96,103
National Energy Operator (NEO) / (Natsionalen
Energien Operator) EAD Bulgaria 100.00% 30,000
Minproekt EAD Bulgaria 100.00% 1,000
Total equity interest in subsidiaries 4,799,023
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
7
The Company has direct participation in joint ventures and associates as of 31 December 2025, as follows:
Company Country of
incorporation Share 31 December 2025
% BGN`000
Joint ventures
ICGB AD Bulgaria 50.00% 57,991
South Stream Bulgaria AD Bulgaria 50.00% 9,858
Total joint ventures 67,849
Associated companies
ZAD Energy Bulgaria 0.32% 21
Total associated companies 21
Total equity interest in subsidiaries, joint ventures,
and associated companies 4,866,893
The following table presents summarized financial information based on the financial statements of the associated and
joint ventures of the Company as of 31 December 2025.
31 December 2025 Total assets Total
liabilities
Revenues Net profit
/ (loss)
BGN`000 BGN`000 BGN`000 BGN`000
ICGB AD 605,230 459,687 59,541 18,998
South Streаm Bulgaria AD (non-audited data) 19,753 34 - (549)
ZAD Energy 31,998 6,563 12,200 5,308
656,981 466,284 71,741 23,757
ICGB AD Joint Venture
BEH EAD is a shareholder in ICGB AD – a company with an equal interest of BEH EAD and IGI Poseidon (a
company with an equal interest of DEPA S.A. and Edison SpA), registered in 2011 in the Republic of Bulgaria with
the purpose of building and becoming the owner and operator of IGB gas interconnection network.
In 2022, ICGB AD built the gas interconnector between Greece and Bulgaria with a capacity of up to 3 billion m3 per
year from Komotini to Stara Zagora with a length of 182 km.
The company holds a license and a certificate for a transmission network operator under the "independent transmission
operator" model and carries out natural gas transmission activities via the gas interconnection through which all
quantities of contracted Azeri gas are transported to Bulgaria. ICGB AD generates revenue from the provision of the
natural gas transmission services (currently approximately 1.5 billion m 3 /year).
The 2025 reporting year is the third full year since the start of the pipeline's commercial operations.
South Stream Bulgaria Joint Venture AD
South Stream Bulgaria AD continues to exist, but without carrying out any project or commercial activities. The South
Stream project on Bulgarian territory has been fully terminated, with no possibility of resumption, by virtue of a
Shareholders' Agreement dated December 2019, whereby the shareholders expressed their intention for liquidation,
which will be implemented following an assessment at the institutional level as well.
ZAD Energy Affiliated Company
BEH EAD owns directly 0.32% of the share capital of ZAD Energy. The equity investment is accounted for as an
investment in an associate due to additional indirect participation in the capital of ZAD Energy through other
subsidiaries, resulting in a total direct and indirect equity participation of 48.08%.
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
7
The Company has direct participation in joint ventures and associates as of 31 December 2025, as follows:
Company Country of
incorporation Share 31 December 2025
% BGN`000
Joint ventures
ICGB AD Bulgaria 50.00% 57,991
South Stream Bulgaria AD Bulgaria 50.00% 9,858
Total joint ventures 67,849
Associated companies
ZAD Energy Bulgaria 0.32% 21
Total associated companies 21
Total equity interest in subsidiaries, joint ventures,
and associated companies 4,866,893
The following table presents summarized financial information based on the financial statements of the associated and
joint ventures of the Company as of 31 December 2025.
31 December 2025 Total assets Total
liabilities
Revenues Net profit
/ (loss)
BGN`000 BGN`000 BGN`000 BGN`000
ICGB AD 605,230 459,687 59,541 18,998
South Streаm Bulgaria AD (non-audited data) 19,753 34 - (549)
ZAD Energy 31,998 6,563 12,200 5,308
656,981 466,284 71,741 23,757
ICGB AD Joint Venture
BEH EAD is a shareholder in ICGB AD – a company with an equal interest of BEH EAD and IGI Poseidon (a
company with an equal interest of DEPA S.A. and Edison SpA), registered in 2011 in the Republic of Bulgaria with
the purpose of building and becoming the owner and operator of IGB gas interconnection network.
In 2022, ICGB AD built the gas interconnector between Greece and Bulgaria with a capacity of up to 3 billion m3 per
year from Komotini to Stara Zagora with a length of 182 km.
The company holds a license and a certificate for a transmission network operator under the "independent transmission
operator" model and carries out natural gas transmission activities via the gas interconnection through which all
quantities of contracted Azeri gas are transported to Bulgaria. ICGB AD generates revenue from the provision of the
natural gas transmission services (currently approximately 1.5 billion m 3 /year).
The 2025 reporting year is the third full year since the start of the pipeline's commercial operations.
South Stream Bulgaria Joint Venture AD
South Stream Bulgaria AD continues to exist, but without carrying out any project or commercial activities. The South
Stream project on Bulgarian territory has been fully terminated, with no possibility of resumption, by virtue of a
Shareholders' Agreement dated December 2019, whereby the shareholders expressed their intention for liquidation,
which will be implemented following an assessment at the institutional level as well.
ZAD Energy Affiliated Company
BEH EAD owns directly 0.32% of the share capital of ZAD Energy. The equity investment is accounted for as an
investment in an associate due to additional indirect participation in the capital of ZAD Energy through other
subsidiaries, resulting in a total direct and indirect equity participation of 48.08%.
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
8
2. Main results for 2025
2.1. Strategic projects
Interconnection Greece-Bulgaria – IGB project
The Greece-Bulgaria Gas Interconnector project (IGB project) was implemented in pursuance of the policy of the
Republic of Bulgaria, aimed at providing infrastructure for access to alternative sources and routes for natural gas
supply delivery and ensuring physical connectivity of the country with the Southern Gas Corridor.
The project has successfully achieved the construction of a pipeline with a capacity of 3 billion cubic meters per year
(bcm/y), from the town of Komotini to Stara Zagora town, with a length of 182 km, 151 km of which on Bulgarian
territory, was carried out.
Through the construction and commercial commissioning of the IGB pipeline on October 1, 2022, the country
connected to the Trans-Adriatic Pipeline for natural gas supplies from the Azerbaijani Shah Deniz Phase 2 field, and
established a second entry-exit point with the Greek gas transmission system, which features the operational
Revithoussa LNG regasification terminal and is linked via a gas interconnector with Turkey (TGI) for natural gas
imports from the Caspian region and the Middle East.
IGB creates opportunities for supplies from the liquefied natural gas market also through the FSRU terminal (Floating
Storage Regasification Unit) in Northern Greece near the city of Alexandroupolis, in which companies from the BEH
Group also hold interests: Bulgartransgaz EAD participates with a 20% shareholding, and Bulgargaz EAD has a
reserved capacity of 1 billion cubic meters per year (bcm/y) for a period of 10 years, based on Council of Ministers
decisions from 2021 and 2022.
Currently, the pipeline operates with a capacity of 3 bcm/y, and is projected to reach 5 bcm/y with an additional
investment.
The project for expanding the pipeline's capacity to 5 bcm/y is part of the Vertical Gas Corridor initiative and is of
significance for enhancing regional security of supply and diversification of sources and routes for both the Bulgarian
and neighboring gas markets.
2.2. Financial results for 2025
Bulgarian Energy Holding EAD operates as a financial holding company and the companies within its structure retain
their operational independence and autonomy. The Company is the largest holding company in Bulgaria in terms of
total assets and annual turnover generated. This allows the company to achieve economies of scale through the
application of efficient management practices in the financial management of the group companies. Through its
participation in the capital markets, BEH EAD has been able to secure external financing for the Group at competitive
interest rates, with the funds raised being used to financially stabilise the Group companies and to implement projects
of strategic importance for the future development of the energy sector in Bulgaria.
As a financial holding, the main revenues that the Company realizes are the income from dividends, interest income
received on loans granted, and revenues related to the services provided for the management of the subsidiaries
through the concluded holding agreements. The services provided to the subsidiaries are in the areas of financial
management, project management, corporate governance and business planning, legal and regulatory affairs, public
relations and communication. These activities ensure the application of a unified approach within the group regarding
the future development of the energy companies, which is in line with the directions set out in the Energy Strategy of
Bulgaria.
The data of the key financial indicators characterizing the activities of the company for 2025 and their change
compared to 2024 are presented in the table below:
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
8
2. Main results for 2025
2.1. Strategic projects
Interconnection Greece-Bulgaria – IGB project
The Greece-Bulgaria Gas Interconnector project (IGB project) was implemented in pursuance of the policy of the
Republic of Bulgaria, aimed at providing infrastructure for access to alternative sources and routes for natural gas
supply delivery and ensuring physical connectivity of the country with the Southern Gas Corridor.
The project has successfully achieved the construction of a pipeline with a capacity of 3 billion cubic meters per year
(bcm/y), from the town of Komotini to Stara Zagora town, with a length of 182 km, 151 km of which on Bulgarian
territory, was carried out.
Through the construction and commercial commissioning of the IGB pipeline on October 1, 2022, the country
connected to the Trans-Adriatic Pipeline for natural gas supplies from the Azerbaijani Shah Deniz Phase 2 field, and
established a second entry-exit point with the Greek gas transmission system, which features the operational
Revithoussa LNG regasification terminal and is linked via a gas interconnector with Turkey (TGI) for natural gas
imports from the Caspian region and the Middle East.
IGB creates opportunities for supplies from the liquefied natural gas market also through the FSRU terminal (Floating
Storage Regasification Unit) in Northern Greece near the city of Alexandroupolis, in which companies from the BEH
Group also hold interests: Bulgartransgaz EAD participates with a 20% shareholding, and Bulgargaz EAD has a
reserved capacity of 1 billion cubic meters per year (bcm/y) for a period of 10 years, based on Council of Ministers
decisions from 2021 and 2022.
Currently, the pipeline operates with a capacity of 3 bcm/y, and is projected to reach 5 bcm/y with an additional
investment.
The project for expanding the pipeline's capacity to 5 bcm/y is part of the Vertical Gas Corridor initiative and is of
significance for enhancing regional security of supply and diversification of sources and routes for both the Bulgarian
and neighboring gas markets.
2.2. Financial results for 2025
Bulgarian Energy Holding EAD operates as a financial holding company and the companies within its structure retain
their operational independence and autonomy. The Company is the largest holding company in Bulgaria in terms of
total assets and annual turnover generated. This allows the company to achieve economies of scale through the
application of efficient management practices in the financial management of the group companies. Through its
participation in the capital markets, BEH EAD has been able to secure external financing for the Group at competitive
interest rates, with the funds raised being used to financially stabilise the Group companies and to implement projects
of strategic importance for the future development of the energy sector in Bulgaria.
As a financial holding, the main revenues that the Company realizes are the income from dividends, interest income
received on loans granted, and revenues related to the services provided for the management of the subsidiaries
through the concluded holding agreements. The services provided to the subsidiaries are in the areas of financial
management, project management, corporate governance and business planning, legal and regulatory affairs, public
relations and communication. These activities ensure the application of a unified approach within the group regarding
the future development of the energy companies, which is in line with the directions set out in the Energy Strategy of
Bulgaria.
The data of the key financial indicators characterizing the activities of the company for 2025 and their change
compared to 2024 are presented in the table below:
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
9
Financial results 31.12.2025 31.12.2024 Change 2025/2024
BGN`000 BGN`000 BGN`000 %
Revenue from operating activity 820,185 634,762 185,423 29.21%
Operating costs (excluding
depreciation, impairment and
financial income)
(17,927) (16,817) (1,110) (6.60%)
EBITDA 802,258 617,945 184,313 29.83%
EBIT 812,599 554,546 258,053 46.53%
Earnings before taxes (EBT) 909,813 673,878 235,935 35.01%
Net profit 900,142 669,451 230,691 34.46%
EBITDA margin 97.81% 97.35% +0.46 p.p. -
Return on equity 16.79% 14.82% +1.97 p.p. -
Return on assets 10.70% 9.28% +1.42 p.p. -
Registered number of staff 101 101 0 -
Financial position 31.12.2025 31.12.2024 Change 2025/2024
BGN`000 BGN`000 BGN`000 %
Total assets 8,414, 930 7,214, 163 1,200,767 16.64%
Working capital 1,378, 257 (323,861) 1,702, 118 525.57%
Equity 5,362, 259 4,516, 034 846,225 18.74%
Cash 275,772 313,041 (37,269) (11.91%)
The financial situation of its subsidiaries is the primary factor that directly affects the revenue amount of BEH EAD.
This is because the dividend received by BEH EAD from its subsidiaries is determined based on the net financial
result reported by the subsidiaries from their operations. In 2025, the recognized income from dividends and equity
interests (including default interest income) amounted to BGN 817,472 thousand compared to BGN 632,297 thousand
of recognized income from dividends and equity interests in 2024. The most significant portion thereof consists of
dividend income from ESO EAD in the amount of BGN 370,184 thousand, followed by dividend income from NPP
Kozloduy EAD and NEK EAD, amounting to BGN 199,722 thousand and BGN 139,081 thousand, respectively. The
recognized dividend income in 2025 is higher on a year-on-year basis because, during the period under review, the
dividend distribution rate for commercial companies with state participation in the capital was increased to 100% of
the companies' net profits, after deducting unrecovered losses from prior years and allocations to the "Reserve" fund,
pursuant to Council of Ministers Decree No. 1 dated May 2, 2025 on the establishment and contribution to the State
of deductions from the profit of state enterprises and commercial companies with state participation in the capital. For
comparison, in 2024, the dividend deduction was set at 50% of the companies' net profits, after deducting unrecovered
losses from prior years and allocations to the Reserve fund.
In addition, in 2025, apart from the dividend due pursuant to Council of Ministers Decree No. 1 dated May 2, 2025
on the establishment and contribution to the State of deductions from the profit of state enterprises and commercial
companies with state participation in the capital, ESO EAD distributed an additional dividend to the benefit of
Bulgarian Energy Holding EAD in the amount of BGN 105,000 thousand from retained earnings of prior years.
In 2025, the operating expenses of the company, excluding depreciation, amortization, impairments, and net finance
income, amounted to BGN 17,927 thousand, representing a 6.6% increase on a year-on-year basis compared to their
amount in 2024 of BGN 16,817 thousand. With regard to administrative expenses, the efforts of the management are
focused on their optimization by applying a selection of best management practices and approaches aimed at efficient
utilization of available resources.
As a result of the observed dynamics of income and expenses, the company's earnings before interest, taxes,
depreciation, and amortization (EBITDA) in 2025 amounted to BGN 802,258 thousand and was higher by BGN
184,313 thousand (or by 29.8%) than the reported EBITDA in 2024 in the amount of BGN 617,945 thousand.
In 2025, BEH EAD realized an operating financial result from its activities (EBIT) in the amount of BGN 812,599
thousand, reporting a significant growth of BGN 258,053 thousand (or 46.5%) compared to the operating profit
reported in 2024 in the amount of BGN 554,546 thousand. During the period under review, the operating result of the
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
9
Financial results 31.12.2025 31.12.2024 Change 2025/2024
BGN`000 BGN`000 BGN`000 %
Revenue from operating activity 820,185 634,762 185,423 29.21%
Operating costs (excluding
depreciation, impairment and
financial income)
(17,927) (16,817) (1,110) (6.60%)
EBITDA 802,258 617,945 184,313 29.83%
EBIT 812,599 554,546 258,053 46.53%
Earnings before taxes (EBT) 909,813 673,878 235,935 35.01%
Net profit 900,142 669,451 230,691 34.46%
EBITDA margin 97.81% 97.35% +0.46 p.p. -
Return on equity 16.79% 14.82% +1.97 p.p. -
Return on assets 10.70% 9.28% +1.42 p.p. -
Registered number of staff 101 101 0 -
Financial position 31.12.2025 31.12.2024 Change 2025/2024
BGN`000 BGN`000 BGN`000 %
Total assets 8,414, 930 7,214, 163 1,200,767 16.64%
Working capital 1,378, 257 (323,861) 1,702, 118 525.57%
Equity 5,362, 259 4,516, 034 846,225 18.74%
Cash 275,772 313,041 (37,269) (11.91%)
The financial situation of its subsidiaries is the primary factor that directly affects the revenue amount of BEH EAD.
This is because the dividend received by BEH EAD from its subsidiaries is determined based on the net financial
result reported by the subsidiaries from their operations. In 2025, the recognized income from dividends and equity
interests (including default interest income) amounted to BGN 817,472 thousand compared to BGN 632,297 thousand
of recognized income from dividends and equity interests in 2024. The most significant portion thereof consists of
dividend income from ESO EAD in the amount of BGN 370,184 thousand, followed by dividend income from NPP
Kozloduy EAD and NEK EAD, amounting to BGN 199,722 thousand and BGN 139,081 thousand, respectively. The
recognized dividend income in 2025 is higher on a year-on-year basis because, during the period under review, the
dividend distribution rate for commercial companies with state participation in the capital was increased to 100% of
the companies' net profits, after deducting unrecovered losses from prior years and allocations to the "Reserve" fund,
pursuant to Council of Ministers Decree No. 1 dated May 2, 2025 on the establishment and contribution to the State
of deductions from the profit of state enterprises and commercial companies with state participation in the capital. For
comparison, in 2024, the dividend deduction was set at 50% of the companies' net profits, after deducting unrecovered
losses from prior years and allocations to the Reserve fund.
In addition, in 2025, apart from the dividend due pursuant to Council of Ministers Decree No. 1 dated May 2, 2025
on the establishment and contribution to the State of deductions from the profit of state enterprises and commercial
companies with state participation in the capital, ESO EAD distributed an additional dividend to the benefit of
Bulgarian Energy Holding EAD in the amount of BGN 105,000 thousand from retained earnings of prior years.
In 2025, the operating expenses of the company, excluding depreciation, amortization, impairments, and net finance
income, amounted to BGN 17,927 thousand, representing a 6.6% increase on a year-on-year basis compared to their
amount in 2024 of BGN 16,817 thousand. With regard to administrative expenses, the efforts of the management are
focused on their optimization by applying a selection of best management practices and approaches aimed at efficient
utilization of available resources.
As a result of the observed dynamics of income and expenses, the company's earnings before interest, taxes,
depreciation, and amortization (EBITDA) in 2025 amounted to BGN 802,258 thousand and was higher by BGN
184,313 thousand (or by 29.8%) than the reported EBITDA in 2024 in the amount of BGN 617,945 thousand.
In 2025, BEH EAD realized an operating financial result from its activities (EBIT) in the amount of BGN 812,599
thousand, reporting a significant growth of BGN 258,053 thousand (or 46.5%) compared to the operating profit
reported in 2024 in the amount of BGN 554,546 thousand. During the period under review, the operating result of the
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
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10
company improved mainly due to the higher dividend income, as well as due to the reported net income from reversed
impairment of financial assets in the amount of BGN 10,894 thousand, mainly in connection with the higher amount
of reversed impairment of receivables from Toplofikatsia Sofia EAD. For comparison, in 2024, a net expense from
recognized impairment in the amount of BGN 62,658 thousand was reported.
At the profit before tax level, the result reported in 2025 was BGN 909,813 thousand and was higher by BGN 235,935
thousand than the reported profit before tax in 2024 in the amount of BGN 673,878 thousand. This result was
influenced by the reported net finance income in 2025 in the amount of BGN 97,214 thousand (for comparison, in
2024, net finance income amounted to BGN 119,332 thousand) . A significant portion of the company's financial
income is from interest on loans granted to subsidiaries. In 2025, the reported financial expenses of the company
amounted to BGN 127,437 thousand (BGN 73,623 thousand in 2024) and mainly reflect the accrued interest on the
non-matured bond issues of BEH EAD, as well as the effect of an agreement for rescheduling of interes t obligations
with NEK EAD.
The working capital of BEH EAD for 2025 was in the amount of BGN 1,378,257 thousand, compared to negative
working capital in the amount of BGN 323,861 thousand reported in 2024. The main reason for the significant
improvement in the company's working capital on a year-on-year basis is the successful refinancing of a bond issue
of BEH EAD with a nominal value of EUR 600,000 thousand, the obligation under which at the end of 2024 was
reported as a current liability, since the maturity of the issue is June 28, 2025. For comparison, the obligation under
the latest Eurobond issue, with a nominal value of EUR 800,000 thousand, given its maturity on June 19, 2030, is
reported in the non-current liabilities of the company. In addition, the improvement in the value of working capital in
2025 was also influenced by the increase in the current assets of BEH EAD, where the receivable from the Ministry
of Energy in the amount of BGN 800,000 thousand was manifested, in connection with Council of Ministers Decree
No. 168 for approving changes to the budget of the Ministry of Energy for 2025 in connection with increasing the
company's capital by BGN 1,500,000 thousand.
Principle – assumption of a going concern
The sole shareholder of the Company is the Bulgarian State through the Minister of Energy, in their capacity as
Principal. The functioning and the future development of the Company is entirely dependent on the future intentions
and strategy of the state regarding the continuation of its functions and activities within the energy sector in Bulgaria.
The management has analyzed the validity of the going concern assumption, taking into account the principal’s
intentions in the short and medium term. As a result, it has come to the conclusion that the use of the going concern
assumption is appropriate. Management has also taken into account the available information about the foreseeable
future, the above-described circumstances related to macroeconomic factors and the ongoing military conflicts in
Ukraine and the Middle East, Bulgaria's Recovery and Resilience Plan approved by the EU, and the dynamics of the
energy market globally and in Bulgaria. The Board of Directors expects that the Company will have sufficient financial
resources to continue in operation for the foreseeable future and will continue to apply the going concern basis in
preparing the seperate financial statements.
2.3. External debt
Funds attracted from international capital markets
BEH EAD's external financial resources raised as of 31 December 2025 include two bond issues issued in 2021 and
2025.
In addition to the two bond issues mentioned above, BEH EAD has fully repaid the following bond issues:
- issued in 2013 with a nominal value of EUR 500 million and an annual interest rate of 4.25%, repaid at
maturity – November 7, 2018;
- issued in 2016 with a nominal value of EUR 550 million and an annual interest rate of 4.875%, repaid at
maturity – August 2, 2021;
- issued in 2018 with a nominal value of EUR 600 million and an annual interest rate of 3.50%, repaid at
maturity – June 28, 2025.
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
10
company improved mainly due to the higher dividend income, as well as due to the reported net income from reversed
impairment of financial assets in the amount of BGN 10,894 thousand, mainly in connection with the higher amount
of reversed impairment of receivables from Toplofikatsia Sofia EAD. For comparison, in 2024, a net expense from
recognized impairment in the amount of BGN 62,658 thousand was reported.
At the profit before tax level, the result reported in 2025 was BGN 909,813 thousand and was higher by BGN 235,935
thousand than the reported profit before tax in 2024 in the amount of BGN 673,878 thousand. This result was
influenced by the reported net finance income in 2025 in the amount of BGN 97,214 thousand (for comparison, in
2024, net finance income amounted to BGN 119,332 thousand) . A significant portion of the company's financial
income is from interest on loans granted to subsidiaries. In 2025, the reported financial expenses of the company
amounted to BGN 127,437 thousand (BGN 73,623 thousand in 2024) and mainly reflect the accrued interest on the
non-matured bond issues of BEH EAD, as well as the effect of an agreement for rescheduling of interes t obligations
with NEK EAD.
The working capital of BEH EAD for 2025 was in the amount of BGN 1,378,257 thousand, compared to negative
working capital in the amount of BGN 323,861 thousand reported in 2024. The main reason for the significant
improvement in the company's working capital on a year-on-year basis is the successful refinancing of a bond issue
of BEH EAD with a nominal value of EUR 600,000 thousand, the obligation under which at the end of 2024 was
reported as a current liability, since the maturity of the issue is June 28, 2025. For comparison, the obligation under
the latest Eurobond issue, with a nominal value of EUR 800,000 thousand, given its maturity on June 19, 2030, is
reported in the non-current liabilities of the company. In addition, the improvement in the value of working capital in
2025 was also influenced by the increase in the current assets of BEH EAD, where the receivable from the Ministry
of Energy in the amount of BGN 800,000 thousand was manifested, in connection with Council of Ministers Decree
No. 168 for approving changes to the budget of the Ministry of Energy for 2025 in connection with increasing the
company's capital by BGN 1,500,000 thousand.
Principle – assumption of a going concern
The sole shareholder of the Company is the Bulgarian State through the Minister of Energy, in their capacity as
Principal. The functioning and the future development of the Company is entirely dependent on the future intentions
and strategy of the state regarding the continuation of its functions and activities within the energy sector in Bulgaria.
The management has analyzed the validity of the going concern assumption, taking into account the principal’s
intentions in the short and medium term. As a result, it has come to the conclusion that the use of the going concern
assumption is appropriate. Management has also taken into account the available information about the foreseeable
future, the above-described circumstances related to macroeconomic factors and the ongoing military conflicts in
Ukraine and the Middle East, Bulgaria's Recovery and Resilience Plan approved by the EU, and the dynamics of the
energy market globally and in Bulgaria. The Board of Directors expects that the Company will have sufficient financial
resources to continue in operation for the foreseeable future and will continue to apply the going concern basis in
preparing the seperate financial statements.
2.3. External debt
Funds attracted from international capital markets
BEH EAD's external financial resources raised as of 31 December 2025 include two bond issues issued in 2021 and
2025.
In addition to the two bond issues mentioned above, BEH EAD has fully repaid the following bond issues:
- issued in 2013 with a nominal value of EUR 500 million and an annual interest rate of 4.25%, repaid at
maturity – November 7, 2018;
- issued in 2016 with a nominal value of EUR 550 million and an annual interest rate of 4.875%, repaid at
maturity – August 2, 2021;
- issued in 2018 with a nominal value of EUR 600 million and an annual interest rate of 3.50%, repaid at
maturity – June 28, 2025.
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
11
Outstanding Bond Issues:
2021 Bond Issue
On July 15, 2021, BEH EAD successfully placed its fourth bond issue in the amount of EUR 600 million at an annual
interest rate of 2.45%. Taken into account the extremely strong interest by the investors, the bond was re -subscribed
2.3 times, and the interest rate respectively is the lowest achieved by Bulgarian Energy Holding EAD since the
company participates on the international capital markets. The parameters of the Eurobond are the following:
- amount of the bond issue of EUR 600 million;
- maturity date on 22 July 2028;
- fixed interest rate of 2.45% per annum;
- issue price 100%;
- the interest is payable once a year on 22 July, with the first payment due on 22 July 2022;
- ISIN code XS2367164576 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
According to the Prospectus of the bond issue, BEH EAD undertakes to comply with the following financial
conditions:
• For as long as any Bond remains outstanding, the Issuer shall not, and shall not permit any of its
subsidiaries to, directly or indirectly, incur any financial indebtedness, provided, however, that the Issuer
and any larger subsidiary may incur Financial Indebtedness, if, after giving effect to the incurrence of
such Financial Indebtedness and the receipt and application of the proceeds therefrom: (1) no Event of
Default has or would have occurred and is or would be continuing; (2) the EBITDA Coverage Ratio
would be not less than 4.0 to 1.0; and (3) the Consolidated Leverage Ratio would not be more than 4.5
to 1.0.
• For as long as any Bond remains outstanding, in the event that NEK EAD is declared by a Bulgarian
court to be over-indebted within the meaning of the Bulgarian Commercial Act, the Issuer shall not, and
shall not permit (to the extent permitted by law) any of its subsidiaries to, directly or indirectly, incur
any financial indebtedness.
The proceeds from the bond issue are used to refinance the Company second bond issue with a face value of EUR 550
million, sold in 2016, at an annual interest rate of 4.875%, with a maturity date 2 August 2021, as well as for general
corporate purposes, except for coal-related activities.
On July 22, 2022, the first interest payment was made, on July 21, 2023 – the second interest payment, on July 19,
2024 – the third payment, and on July 17, 2025 – the fourth payment. The annual interest obligation under the bond
issue amounts to EUR 14,700 thousand (BGN 28,751 thousand).
2025 Bond issue
On June 12, 2025, BEH EAD successfully realized its fifth consecutive bond issue in the amount of EUR 800 million
at an annual interest rate of 4.25% and a five-year maturity. As a result of the exceptionally strong interest from
investors, the bond was 3.5 times oversubscribed. The initially stated indicative interest was over 5.5 times compared
to the amount of EUR 600 million initially stated by BEH EAD, which allowed the company to increase the sought
financing amount to EUR 800 million. The attracted capital was used for the refinancing of the bond issue with a
nominal value of EUR 600 million maturing at the end of June 2025, as well as for general corporate purposes, with
the exception of coal-related activities.
The parameters of the Eurobond issue placed in 2025 are as follows:
- amount of the bond issue of EUR 800 million;
- maturity 19 June 2030;
- fixed interest rate of 4.25% per annum;
- issue price 99.449%;
- the interest is payable once a year on 19 June, with a first payment due on 19 June 2026;
- ISIN code XS3090933485 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
According to the Prospectus of the bond issue, BEH EAD undertakes to comply with the following financial
conditions:
• For as long as any Bond remains outstanding, the Issuer shall not, and shall not permit any of its
subsidiaries to, directly or indirectly, incur any financial indebtedness, provided, however, that the Issuer
and any larger subsidiary may incur Financial Indebtedness, if, after giving effect to the incurrence of
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
11
Outstanding Bond Issues:
2021 Bond Issue
On July 15, 2021, BEH EAD successfully placed its fourth bond issue in the amount of EUR 600 million at an annual
interest rate of 2.45%. Taken into account the extremely strong interest by the investors, the bond was re -subscribed
2.3 times, and the interest rate respectively is the lowest achieved by Bulgarian Energy Holding EAD since the
company participates on the international capital markets. The parameters of the Eurobond are the following:
- amount of the bond issue of EUR 600 million;
- maturity date on 22 July 2028;
- fixed interest rate of 2.45% per annum;
- issue price 100%;
- the interest is payable once a year on 22 July, with the first payment due on 22 July 2022;
- ISIN code XS2367164576 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
According to the Prospectus of the bond issue, BEH EAD undertakes to comply with the following financial
conditions:
• For as long as any Bond remains outstanding, the Issuer shall not, and shall not permit any of its
subsidiaries to, directly or indirectly, incur any financial indebtedness, provided, however, that the Issuer
and any larger subsidiary may incur Financial Indebtedness, if, after giving effect to the incurrence of
such Financial Indebtedness and the receipt and application of the proceeds therefrom: (1) no Event of
Default has or would have occurred and is or would be continuing; (2) the EBITDA Coverage Ratio
would be not less than 4.0 to 1.0; and (3) the Consolidated Leverage Ratio would not be more than 4.5
to 1.0.
• For as long as any Bond remains outstanding, in the event that NEK EAD is declared by a Bulgarian
court to be over-indebted within the meaning of the Bulgarian Commercial Act, the Issuer shall not, and
shall not permit (to the extent permitted by law) any of its subsidiaries to, directly or indirectly, incur
any financial indebtedness.
The proceeds from the bond issue are used to refinance the Company second bond issue with a face value of EUR 550
million, sold in 2016, at an annual interest rate of 4.875%, with a maturity date 2 August 2021, as well as for general
corporate purposes, except for coal-related activities.
On July 22, 2022, the first interest payment was made, on July 21, 2023 – the second interest payment, on July 19,
2024 – the third payment, and on July 17, 2025 – the fourth payment. The annual interest obligation under the bond
issue amounts to EUR 14,700 thousand (BGN 28,751 thousand).
2025 Bond issue
On June 12, 2025, BEH EAD successfully realized its fifth consecutive bond issue in the amount of EUR 800 million
at an annual interest rate of 4.25% and a five-year maturity. As a result of the exceptionally strong interest from
investors, the bond was 3.5 times oversubscribed. The initially stated indicative interest was over 5.5 times compared
to the amount of EUR 600 million initially stated by BEH EAD, which allowed the company to increase the sought
financing amount to EUR 800 million. The attracted capital was used for the refinancing of the bond issue with a
nominal value of EUR 600 million maturing at the end of June 2025, as well as for general corporate purposes, with
the exception of coal-related activities.
The parameters of the Eurobond issue placed in 2025 are as follows:
- amount of the bond issue of EUR 800 million;
- maturity 19 June 2030;
- fixed interest rate of 4.25% per annum;
- issue price 99.449%;
- the interest is payable once a year on 19 June, with a first payment due on 19 June 2026;
- ISIN code XS3090933485 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
According to the Prospectus of the bond issue, BEH EAD undertakes to comply with the following financial
conditions:
• For as long as any Bond remains outstanding, the Issuer shall not, and shall not permit any of its
subsidiaries to, directly or indirectly, incur any financial indebtedness, provided, however, that the Issuer
and any larger subsidiary may incur Financial Indebtedness, if, after giving effect to the incurrence of
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
12
such Financial Indebtedness and the receipt and application of the proceeds therefrom: (1) no Event of
Default has or would have occurred and is or would be continuing; (2) the EBITDA Coverage Ratio
would be not less than 4.0 to 1.0; and (3) the Consolidated Leverage Ratio would not be more than 4.5
to 1.0.
The attracted capital was used to refinance the bond issue with a nominal value of EUR 600 million maturing at the
end of June 2025, placed in 2018 at a fixed annual interest rate of 3.50%, as well as for general corporate purposes,
with the exception of coal-related activities.
Loan from the European Investment Bank
In October 2019, Bulgarian Energy Holding EAD and the European Investment Bank signed a Financing Agreement
for the construction of an IGB gas pipeline worth EUR 109.9 million, secured by a state financial guarantee from the
Republic of Bulgaria, the Guarantee Agreement for which has been ratified by the National Assembly. The loan is
provided to Bulgarian Energy Holding EAD as a shareholder in ICGB AD. For its part, BEH EAD transfers the loan
financing of the project company through a Shareholder Loan Agreement in the same amount, under the same financial
conditions set in the agreement with the European Investment Bank and without additional margin for Bulgarian
Energy Holding EAD. The repayment of the loan granted by the European Investment Bank will be c arried out with
the use of a grace period for the repayment of the principal of the tranches drawn down, which, according to the
Agreement with the Bank, may have a duration of up to 7 years from the date of utilization of a tranche.
The first tranche amounting to EUR 30 million was utilized on 17 August 2020 under the following terms: payment
of interest twice a year in the amount of 0.259%, annual interest rate, five-year grace period for principal payments,
payment of principal twice a year, the last installment being due on 17 August 2045.
The second tranche amounting to EUR 30 million was utilized on 18 January 2021 under the following terms: payment
of interest twice a year in the amount of 0.237%, annual interest rate, five-year grace period for principal payments,
payment of principal twice a year, the last installment being due on 18.01.2046.
On 1 December 2021, the third tranche of EUR 30 million was utilized under the following conditions: payment of
interest twice a year in the amount of 0.612%, annual interest rate, five-year grace period for principal payments,
payment of principal twice a year, the last installment being due on 01.12.2046.
On 29 September 2022, the final, fourth tranche of EUR 19.9 million was drawn down under the following conditions:
payment of interest twice a year in the amount of 2.888%, annual interest rate, five-year grace period for principal
payments, payment of principal twice a year, the last installment being due on 29.09.2047.
As of 31 December 2025, the debt to the European Investment Bank amounted to BGN 213,947 thousand, including
BGN 213,515 thousand principal and BGN 432 thousand interest (31 December 2024: BGN 215,380 thousand). The
debt is be serviced on schedule.
2.4. Financial policy
In 2025, the financial policy of Bulgarian Energy Holding EAD for improving the financial position and managing
the liquidity of the subsidiaries was implemented through the following activities:
In connection with the adopted policy for the purchase of greenhouse gas emission allowances of BEH EAD and on
the basis of the contract concluded in July 2021 between BEH EAD as the seller and TPP Maritsa East 2 EAD as the
buyer, the Holding has purchased greenhouse gas emission allowances of the EUA type for securing the production
activity of the thermal power plant in 2021, 2022, 2023 and 2024. The Company's commitment obliges it to purchase
greenhouse gas emission allowances on an ongoing basis upon receipt of a request from TPP Maritsa East 2 EAD.
The allowances purchased are transferred to the account of the buyer once they have been paid in full by the latter.
The goal of this strategy is the optimization of the costs for carbon emissions by implementing a competitive principle
in buying them and thus reducing the brokerage commissions. The current purchase of the required emission
allowances allows their costs to be fully included in the price of the electricity sold, thus hedging the risk of rising
emission prices.
Pursuant to a framework agreement for the purchase and sale of greenhouse gas emission allowances between BEH
EAD and TPP Maritsa East 2 EAD dated 16 July 2021, (as amended by Supplementary Agreements No. 2 of
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
12
such Financial Indebtedness and the receipt and application of the proceeds therefrom: (1) no Event of
Default has or would have occurred and is or would be continuing; (2) the EBITDA Coverage Ratio
would be not less than 4.0 to 1.0; and (3) the Consolidated Leverage Ratio would not be more than 4.5
to 1.0.
The attracted capital was used to refinance the bond issue with a nominal value of EUR 600 million maturing at the
end of June 2025, placed in 2018 at a fixed annual interest rate of 3.50%, as well as for general corporate purposes,
with the exception of coal-related activities.
Loan from the European Investment Bank
In October 2019, Bulgarian Energy Holding EAD and the European Investment Bank signed a Financing Agreement
for the construction of an IGB gas pipeline worth EUR 109.9 million, secured by a state financial guarantee from the
Republic of Bulgaria, the Guarantee Agreement for which has been ratified by the National Assembly. The loan is
provided to Bulgarian Energy Holding EAD as a shareholder in ICGB AD. For its part, BEH EAD transfers the loan
financing of the project company through a Shareholder Loan Agreement in the same amount, under the same financial
conditions set in the agreement with the European Investment Bank and without additional margin for Bulgarian
Energy Holding EAD. The repayment of the loan granted by the European Investment Bank will be c arried out with
the use of a grace period for the repayment of the principal of the tranches drawn down, which, according to the
Agreement with the Bank, may have a duration of up to 7 years from the date of utilization of a tranche.
The first tranche amounting to EUR 30 million was utilized on 17 August 2020 under the following terms: payment
of interest twice a year in the amount of 0.259%, annual interest rate, five-year grace period for principal payments,
payment of principal twice a year, the last installment being due on 17 August 2045.
The second tranche amounting to EUR 30 million was utilized on 18 January 2021 under the following terms: payment
of interest twice a year in the amount of 0.237%, annual interest rate, five-year grace period for principal payments,
payment of principal twice a year, the last installment being due on 18.01.2046.
On 1 December 2021, the third tranche of EUR 30 million was utilized under the following conditions: payment of
interest twice a year in the amount of 0.612%, annual interest rate, five-year grace period for principal payments,
payment of principal twice a year, the last installment being due on 01.12.2046.
On 29 September 2022, the final, fourth tranche of EUR 19.9 million was drawn down under the following conditions:
payment of interest twice a year in the amount of 2.888%, annual interest rate, five-year grace period for principal
payments, payment of principal twice a year, the last installment being due on 29.09.2047.
As of 31 December 2025, the debt to the European Investment Bank amounted to BGN 213,947 thousand, including
BGN 213,515 thousand principal and BGN 432 thousand interest (31 December 2024: BGN 215,380 thousand). The
debt is be serviced on schedule.
2.4. Financial policy
In 2025, the financial policy of Bulgarian Energy Holding EAD for improving the financial position and managing
the liquidity of the subsidiaries was implemented through the following activities:
In connection with the adopted policy for the purchase of greenhouse gas emission allowances of BEH EAD and on
the basis of the contract concluded in July 2021 between BEH EAD as the seller and TPP Maritsa East 2 EAD as the
buyer, the Holding has purchased greenhouse gas emission allowances of the EUA type for securing the production
activity of the thermal power plant in 2021, 2022, 2023 and 2024. The Company's commitment obliges it to purchase
greenhouse gas emission allowances on an ongoing basis upon receipt of a request from TPP Maritsa East 2 EAD.
The allowances purchased are transferred to the account of the buyer once they have been paid in full by the latter.
The goal of this strategy is the optimization of the costs for carbon emissions by implementing a competitive principle
in buying them and thus reducing the brokerage commissions. The current purchase of the required emission
allowances allows their costs to be fully included in the price of the electricity sold, thus hedging the risk of rising
emission prices.
Pursuant to a framework agreement for the purchase and sale of greenhouse gas emission allowances between BEH
EAD and TPP Maritsa East 2 EAD dated 16 July 2021, (as amended by Supplementary Agreements No. 2 of
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
13
17.07.2023 and No. 3 of 22.12.2023), in the calendar year 2025 BEH EAD purchased and transferred to the account
of TPP Maritsa East 2 EAD in the National Greenhouse Gas Emission Allowance Trading Register a total of 3,513,806
tons of greenhouse gas emissions to cover the company's obligations.
In the process of searching for a sustainable solution to reduce the amount of receivables from Toplofikatsia Sofia
EAD and with a view to guaranteeing the financial interest of the holding company, on July 9, 2025, Amendment No.
2 to the 2023 Tripartite Agreement was concluded between Bulgarian Energy Holding EAD, Toplofikatsia Sofia EAD,
and the Security of the Electricity System Fund, extending its term for a pricing period from July 1, 2025 to June 30,
2026.
In connection with the bond issue successfully placed by BEH EAD in June 2025 and the interest rate levels achieved
under the new bond loan, by decisions of the Board of Directors of BEH EAD, amendments were adopted to the
reference interest rate applied when granting new intra-group loans by BEH EAD, setting it at 3.915%, as well as to
the applicable interest rates for already granted intra-group loans from BEH EAD to the subsidiaries, setting them at
3.865%. As a consequence of the newly adopted interest rate levels, the concluded loan agreements with the
subsidiaries were renegotiated and rescheduled in accordance with their liquidity capabilities.
To ensure the necessary liquid funds to secure the operational activities of the companies within the holding structure,
the following agreements were signed:
NPP Kozloduy EAD
On August 8, 2025, the Board of Directors of Bulgarian Energy Holding EAD approved the conclusion of a
Rescheduling Agreement for dividend obligations payable for the financial year 2024 in the amount of BGN 199,722
thousand between NPP Kozloduy EAD and Bulgarian Energy Holding EAD, with a repayment period until February
28, 2026.
Bulgargaz EAD
Given the seasonal uneven nature of natural gas consumption in the country, as well as taking into account the delay
in payments from customers during the autumn-winter season, and specifically of the district heating companies, the
liquidity of Bulgargaz EAD was reduced, which necessitated the rescheduling of the company's obligations to BEH
EAD.
On July 4, 2025, Supplemental Agreement No. 1 was concluded for extending the term of the short -term credit line
provided by BEH EAD to Bulgargaz EAD in the amount of BGN 60,000 thousand by a new twelve months, until July
6, 2026.
On September 19, 2025, a Short-Term Credit Line Agreement was concluded, amended by Supplemental Agreement
No. 1 dated November 18, 2025, in the amount of BGN 35,000 thousand, with a term of 12 months, effective from
the date of the initial loan drawdown.
Bulgartransgaz EAD
On March 31, 2025, Amendment No. 2 to the Loan Agreement dated February 17, 2023 was concluded. Pursuant to
the concluded amendment, until December 31, 2026, Bulgartransgaz EAD has the right to repeatedly draw down and
repay (revolve), in full or in part, amounts of the loan up to the determined amount of BGN 87,527 thousand, and after
this date, the parties will sign a repayment schedule for the remaining principal obligation.
On August 1, 2025, a Loan Agreement was concluded in an amount up to BGN 115,000 thousand with a specific
purpose for the timely reimbursement by Bulgartransgaz EAD of funds to gas transmission network users, provided
in the form of collateral under natural gas access and transmission agreements, natural gas purchase and sale
agreements for balancing, for trading on the platform of Balkan Gas Hub EAD, and natural gas access and storage
agreements. The term of the agreement is until December 31, 2027. As of December 31, 2025, no funds have been
drawn under the loan.
Minproekt EAD
On April 24, 2025, Supplemental Agreement No. 1 was concluded for extending the term of the loan agreement dated
February 12, 2024, granted by BEH EAD to Minproekt EAD in the amount of BGN 3,000 thousand, with a repayment
period until April 24, 2028.
Natsionalna Elektricheska Kompania EAD
On November 4, 2025, a rescheduling agreement was concluded for dividend obligations in the amount of BGN
139,091 thousand and a repayment period until December 31, 2031, representing 100% of the retained earnings of
NEK EAD for 2024. The dividend was determined by a protocol of the Board of Directors of BEH EAD dated May
21, 2025 in connection with the implementation of Council of Ministers Decree No. 1 dated May 2, 2025.
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
13
17.07.2023 and No. 3 of 22.12.2023), in the calendar year 2025 BEH EAD purchased and transferred to the account
of TPP Maritsa East 2 EAD in the National Greenhouse Gas Emission Allowance Trading Register a total of 3,513,806
tons of greenhouse gas emissions to cover the company's obligations.
In the process of searching for a sustainable solution to reduce the amount of receivables from Toplofikatsia Sofia
EAD and with a view to guaranteeing the financial interest of the holding company, on July 9, 2025, Amendment No.
2 to the 2023 Tripartite Agreement was concluded between Bulgarian Energy Holding EAD, Toplofikatsia Sofia EAD,
and the Security of the Electricity System Fund, extending its term for a pricing period from July 1, 2025 to June 30,
2026.
In connection with the bond issue successfully placed by BEH EAD in June 2025 and the interest rate levels achieved
under the new bond loan, by decisions of the Board of Directors of BEH EAD, amendments were adopted to the
reference interest rate applied when granting new intra-group loans by BEH EAD, setting it at 3.915%, as well as to
the applicable interest rates for already granted intra-group loans from BEH EAD to the subsidiaries, setting them at
3.865%. As a consequence of the newly adopted interest rate levels, the concluded loan agreements with the
subsidiaries were renegotiated and rescheduled in accordance with their liquidity capabilities.
To ensure the necessary liquid funds to secure the operational activities of the companies within the holding structure,
the following agreements were signed:
NPP Kozloduy EAD
On August 8, 2025, the Board of Directors of Bulgarian Energy Holding EAD approved the conclusion of a
Rescheduling Agreement for dividend obligations payable for the financial year 2024 in the amount of BGN 199,722
thousand between NPP Kozloduy EAD and Bulgarian Energy Holding EAD, with a repayment period until February
28, 2026.
Bulgargaz EAD
Given the seasonal uneven nature of natural gas consumption in the country, as well as taking into account the delay
in payments from customers during the autumn-winter season, and specifically of the district heating companies, the
liquidity of Bulgargaz EAD was reduced, which necessitated the rescheduling of the company's obligations to BEH
EAD.
On July 4, 2025, Supplemental Agreement No. 1 was concluded for extending the term of the short -term credit line
provided by BEH EAD to Bulgargaz EAD in the amount of BGN 60,000 thousand by a new twelve months, until July
6, 2026.
On September 19, 2025, a Short-Term Credit Line Agreement was concluded, amended by Supplemental Agreement
No. 1 dated November 18, 2025, in the amount of BGN 35,000 thousand, with a term of 12 months, effective from
the date of the initial loan drawdown.
Bulgartransgaz EAD
On March 31, 2025, Amendment No. 2 to the Loan Agreement dated February 17, 2023 was concluded. Pursuant to
the concluded amendment, until December 31, 2026, Bulgartransgaz EAD has the right to repeatedly draw down and
repay (revolve), in full or in part, amounts of the loan up to the determined amount of BGN 87,527 thousand, and after
this date, the parties will sign a repayment schedule for the remaining principal obligation.
On August 1, 2025, a Loan Agreement was concluded in an amount up to BGN 115,000 thousand with a specific
purpose for the timely reimbursement by Bulgartransgaz EAD of funds to gas transmission network users, provided
in the form of collateral under natural gas access and transmission agreements, natural gas purchase and sale
agreements for balancing, for trading on the platform of Balkan Gas Hub EAD, and natural gas access and storage
agreements. The term of the agreement is until December 31, 2027. As of December 31, 2025, no funds have been
drawn under the loan.
Minproekt EAD
On April 24, 2025, Supplemental Agreement No. 1 was concluded for extending the term of the loan agreement dated
February 12, 2024, granted by BEH EAD to Minproekt EAD in the amount of BGN 3,000 thousand, with a repayment
period until April 24, 2028.
Natsionalna Elektricheska Kompania EAD
On November 4, 2025, a rescheduling agreement was concluded for dividend obligations in the amount of BGN
139,091 thousand and a repayment period until December 31, 2031, representing 100% of the retained earnings of
NEK EAD for 2024. The dividend was determined by a protocol of the Board of Directors of BEH EAD dated May
21, 2025 in connection with the implementation of Council of Ministers Decree No. 1 dated May 2, 2025.
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
14
With the aim to improve the company's liquidity position, on December 18, 2025, an Agreement for consolidation
and novation of old obligations of NEK EAD as of June 18, 2025 in the total amount of BGN 1,184,906 thousand was
concluded, with a repayment period until December 31, 2031.
On December 18, 2025, Supplemental Agreement No. 3 to the loan agreement dated April 25, 2016 between BEH
EAD and NEK EAD was concluded, granted for the specific purpose of settling the past due amounts owed by NEK
EAD to AES 3C Maritsa East 1 EOOD and ContourGlobal Maritsa East 3 AD, in the amount of BGN 247,684
thousand, for extending the repayment period of the same until December 31, 2031.
On the same date, a new agreement was also concluded for the rescheduling of interest obligations under the concluded
loan agreements between BEH EAD and NEK EAD in the total amount of BGN 369,318 thousand, with a repayment
period until December 31, 2031.
Mini Maritsa-Iztok EAD
Given the significant reduction over the past two years in electricity generation from coal-fired capacities located in
the East Maritsa basin, the correspondingly reduced orders for the supply of lignite coal, and the liquidity shortage
that Mini Maritsa-Iztok EAD is experiencing, in 2025 BEH EAD continues to provide the company with specific-
purpose financing aimed at securing funds for settlements with personnel, social security funds, the state budget, and
other operational needs, for which purpose the following agreements were concluded in 2025:
- Short-Term Credit Line Agreement dated June 23, 2025, amended by Amendment No. 1 dated December 8,
2025, in the amount of BGN 30,000 thousand, with a term of 12 months, effective from the date of the initial
loan drawdown;
- Short-Term Credit Line Agreement dated July 28, 2025, amended by Amendment No. 1 dated December 8,
2025, in the amount of BGN 20,000 thousand, with a term of 12 months, effective from the date of the initial
loan drawdown;
- Short-Term Credit Line Agreement dated August 25, 2025 in the amount of BGN 30,000 thousand, with a
term of 12 months, effective from the date of the initial loan drawdown;
- Short-Term Credit Line Agreement dated September 19, 2025 in the amount of BGN 20,000 thousand, with
a term of 12 months, effective from the date of the initial loan drawdown;
- Short-Term Credit Line Agreement dated October 22, 2025, amended by Amendment No. 1 dated November
19, 2025, in the amount of BGN 70,000 thousand, with a term of 12 months, effective from the date of the
initial loan drawdown.
With the aim of supporting the liquidity position and optimizing the cash flows of the company, on December 8, 2025,
an Agreement for consolidation and novation of obligations under loan agreements from 2024 in the total amount of
BGN 66,017 thousand was concluded, whereby the obligation under the same has been rescheduled until July 31,
2028.
On July 17, 2025, an Agreement for assignment of receivables (cession) in the amount of BGN 22,809 thousand was
concluded between BEH EAD and Mini Maritsa-Iztok EAD under commercial agreements of the company with
counterparties in 2024.
As of December 31, 2025, the receivables of BEH EAD under loans granted to related parties amounted to BGN
2,934,590 thousand, of which the non-current are BGN 2,599,997 thousand and current in the amount of BGN 334,593
thousand.
As evident from the information presented above, in 2025 BEH EAD continues to provide active financial support to
the subsidiary companies within the holding structure, which allowed the Group companies to overcome the
challenges in the energy sector without disruptions.
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
14
With the aim to improve the company's liquidity position, on December 18, 2025, an Agreement for consolidation
and novation of old obligations of NEK EAD as of June 18, 2025 in the total amount of BGN 1,184,906 thousand was
concluded, with a repayment period until December 31, 2031.
On December 18, 2025, Supplemental Agreement No. 3 to the loan agreement dated April 25, 2016 between BEH
EAD and NEK EAD was concluded, granted for the specific purpose of settling the past due amounts owed by NEK
EAD to AES 3C Maritsa East 1 EOOD and ContourGlobal Maritsa East 3 AD, in the amount of BGN 247,684
thousand, for extending the repayment period of the same until December 31, 2031.
On the same date, a new agreement was also concluded for the rescheduling of interest obligations under the concluded
loan agreements between BEH EAD and NEK EAD in the total amount of BGN 369,318 thousand, with a repayment
period until December 31, 2031.
Mini Maritsa-Iztok EAD
Given the significant reduction over the past two years in electricity generation from coal-fired capacities located in
the East Maritsa basin, the correspondingly reduced orders for the supply of lignite coal, and the liquidity shortage
that Mini Maritsa-Iztok EAD is experiencing, in 2025 BEH EAD continues to provide the company with specific-
purpose financing aimed at securing funds for settlements with personnel, social security funds, the state budget, and
other operational needs, for which purpose the following agreements were concluded in 2025:
- Short-Term Credit Line Agreement dated June 23, 2025, amended by Amendment No. 1 dated December 8,
2025, in the amount of BGN 30,000 thousand, with a term of 12 months, effective from the date of the initial
loan drawdown;
- Short-Term Credit Line Agreement dated July 28, 2025, amended by Amendment No. 1 dated December 8,
2025, in the amount of BGN 20,000 thousand, with a term of 12 months, effective from the date of the initial
loan drawdown;
- Short-Term Credit Line Agreement dated August 25, 2025 in the amount of BGN 30,000 thousand, with a
term of 12 months, effective from the date of the initial loan drawdown;
- Short-Term Credit Line Agreement dated September 19, 2025 in the amount of BGN 20,000 thousand, with
a term of 12 months, effective from the date of the initial loan drawdown;
- Short-Term Credit Line Agreement dated October 22, 2025, amended by Amendment No. 1 dated November
19, 2025, in the amount of BGN 70,000 thousand, with a term of 12 months, effective from the date of the
initial loan drawdown.
With the aim of supporting the liquidity position and optimizing the cash flows of the company, on December 8, 2025,
an Agreement for consolidation and novation of obligations under loan agreements from 2024 in the total amount of
BGN 66,017 thousand was concluded, whereby the obligation under the same has been rescheduled until July 31,
2028.
On July 17, 2025, an Agreement for assignment of receivables (cession) in the amount of BGN 22,809 thousand was
concluded between BEH EAD and Mini Maritsa-Iztok EAD under commercial agreements of the company with
counterparties in 2024.
As of December 31, 2025, the receivables of BEH EAD under loans granted to related parties amounted to BGN
2,934,590 thousand, of which the non-current are BGN 2,599,997 thousand and current in the amount of BGN 334,593
thousand.
As evident from the information presented above, in 2025 BEH EAD continues to provide active financial support to
the subsidiary companies within the holding structure, which allowed the Group companies to overcome the
challenges in the energy sector without disruptions.
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
15
2.5. Information on transactions with related parties
In 2025 and 2024, the following business transactions were carried out between BEH EAD and its subsidiaries and
companies under joint control:
BGN`000 31 December 2025 31 December 2024
Purchases 22,821 27,929
Sales 482,116 230,374
Trade receivables 250,701 282,398
Trade liabilities - -
2.6. Commitments, contingent liabilities and other significant events
Litigation and claims arise in the Company’s normal course of activity. According to the Company’s Management,
the costs required to resolve these disputes and claims will not have a material impact on the financial position and
cash flows in future financial periods.
Proceedings by the European Commission against Bulgarian Energy Holding EAD
Case COMP/B1/АТ.39849 – BEH gas
The case concerns a possible violation of Article 102 TFEU in relation to alleged actions by BEH EAD and its
subsidiaries Bulgargaz EAD and Bulgartransgaz EAD aimed at:
• preventing their competitors from gaining access to key gas infrastructure (gas transmission network and natural
gas storage facility) in Bulgaria, explicitly or implicitly denying access to third parties or causing delays;
• preventing competitors from receiving access to a main gas import transmission network by reserving a
capacity, which remains unused.
The proceedings were instituted in 2013 with a view to adopting a decision under Chapter 3 (Articles 7 to 10) of
Regulation 1/2003.
On 23 March 2015, the EC issued a Statement of Objections. Bulgarian Energy Holding EAD and its gas subsidiaries
submitted their respective responses to the European Commission on 9 July 2015 (Bulgargaz EAD), 10 July 2015
(Bulgarian Energy Holding EAD) and 17 July 2015 (Bulgartransgaz EAD).
On 24 November 2017, the 44 th National Assembly (NA) of the Republic of Bulgaria adopted a decision to take the
necessary action to bring Case COMP/B1/AT.39849 - BEH Gas to a close, whereby the NA supports the closure of
the case under Article 7 of Regulation (EC) No 1/2003 without admitting the alleged infringements and without
accepting liability for them, by fulfilling the obligations arising from a possible prohibition order, including a possible
financial penalty. Currently, the European Commission has not made any official decision to close the case, including
regarding the possible amount of the financial sanction.
On 26 July 2018, a decision was adopted by the 44 th National Assembly of the Republic of Bulgaria for taking actions
for termination of Case COMP/B1/AT.39849 – BEH Gas pursuant to Art. 9 of Regulation (EC) No. 1/2003 by entering
into commitments by the Bulgarian side and reaching an agreement with the Euro pean Commission. The second
decision of the National Assembly is jusitified by the development of case COMP/B1/AT.39816 between the EC and
Gazprom, where on 24 May 2018 the Commission announced that an agreement had been reached and it was
terminated pursuant to Art. 9 of Regulation (EC) No. 1/2003 without a financial penalty.
On 17 December 2018, the European Commission notified the adoption of Decision C(2018)8806 under Case
AT.39849 BEH-Gas, whereby the European Commission imposed a fine on Bulgarian Energy Holding EAD (BEH),
its subsidiary for gas supply – Bulgargaz EAD – and its subsidiary – Bulgartransgaz EAD (BEH Group) – in the
amount of EUR 77,068,000 for preventing competitors from accessing key gas infrastructure in Bulgaria in breach of
EU antitrust rules. The decision was received in the offices of the three companies on 19 December 2018, which set
the start of the appeal period of the EC Decision (two months and ten days after notification of the Decision to the
parties), and for payment of the fine (three months after the notification of the Decision to the parties) set therein.
Appealing the decision does not delay payment of the fine.
On 18 March 2019, ING Bank NV issued two unsecured bank guarantees in favor of the EU with a total amount equal
to the amount of the fine of EUR 77,068,000, as follows:
- a bank guarantee in the amount of EUR 51,379 thousand, covering 2/3 of the total amount of the fine, securing
the liabilities of Bulgarian Energy Holding EAD and Bulgargaz EAD;
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
15
2.5. Information on transactions with related parties
In 2025 and 2024, the following business transactions were carried out between BEH EAD and its subsidiaries and
companies under joint control:
BGN`000 31 December 2025 31 December 2024
Purchases 22,821 27,929
Sales 482,116 230,374
Trade receivables 250,701 282,398
Trade liabilities - -
2.6. Commitments, contingent liabilities and other significant events
Litigation and claims arise in the Company’s normal course of activity. According to the Company’s Management,
the costs required to resolve these disputes and claims will not have a material impact on the financial position and
cash flows in future financial periods.
Proceedings by the European Commission against Bulgarian Energy Holding EAD
Case COMP/B1/АТ.39849 – BEH gas
The case concerns a possible violation of Article 102 TFEU in relation to alleged actions by BEH EAD and its
subsidiaries Bulgargaz EAD and Bulgartransgaz EAD aimed at:
• preventing their competitors from gaining access to key gas infrastructure (gas transmission network and natural
gas storage facility) in Bulgaria, explicitly or implicitly denying access to third parties or causing delays;
• preventing competitors from receiving access to a main gas import transmission network by reserving a
capacity, which remains unused.
The proceedings were instituted in 2013 with a view to adopting a decision under Chapter 3 (Articles 7 to 10) of
Regulation 1/2003.
On 23 March 2015, the EC issued a Statement of Objections. Bulgarian Energy Holding EAD and its gas subsidiaries
submitted their respective responses to the European Commission on 9 July 2015 (Bulgargaz EAD), 10 July 2015
(Bulgarian Energy Holding EAD) and 17 July 2015 (Bulgartransgaz EAD).
On 24 November 2017, the 44 th National Assembly (NA) of the Republic of Bulgaria adopted a decision to take the
necessary action to bring Case COMP/B1/AT.39849 - BEH Gas to a close, whereby the NA supports the closure of
the case under Article 7 of Regulation (EC) No 1/2003 without admitting the alleged infringements and without
accepting liability for them, by fulfilling the obligations arising from a possible prohibition order, including a possible
financial penalty. Currently, the European Commission has not made any official decision to close the case, including
regarding the possible amount of the financial sanction.
On 26 July 2018, a decision was adopted by the 44 th National Assembly of the Republic of Bulgaria for taking actions
for termination of Case COMP/B1/AT.39849 – BEH Gas pursuant to Art. 9 of Regulation (EC) No. 1/2003 by entering
into commitments by the Bulgarian side and reaching an agreement with the Euro pean Commission. The second
decision of the National Assembly is jusitified by the development of case COMP/B1/AT.39816 between the EC and
Gazprom, where on 24 May 2018 the Commission announced that an agreement had been reached and it was
terminated pursuant to Art. 9 of Regulation (EC) No. 1/2003 without a financial penalty.
On 17 December 2018, the European Commission notified the adoption of Decision C(2018)8806 under Case
AT.39849 BEH-Gas, whereby the European Commission imposed a fine on Bulgarian Energy Holding EAD (BEH),
its subsidiary for gas supply – Bulgargaz EAD – and its subsidiary – Bulgartransgaz EAD (BEH Group) – in the
amount of EUR 77,068,000 for preventing competitors from accessing key gas infrastructure in Bulgaria in breach of
EU antitrust rules. The decision was received in the offices of the three companies on 19 December 2018, which set
the start of the appeal period of the EC Decision (two months and ten days after notification of the Decision to the
parties), and for payment of the fine (three months after the notification of the Decision to the parties) set therein.
Appealing the decision does not delay payment of the fine.
On 18 March 2019, ING Bank NV issued two unsecured bank guarantees in favor of the EU with a total amount equal
to the amount of the fine of EUR 77,068,000, as follows:
- a bank guarantee in the amount of EUR 51,379 thousand, covering 2/3 of the total amount of the fine, securing
the liabilities of Bulgarian Energy Holding EAD and Bulgargaz EAD;
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
16
- bank guarantee in the amount of EUR 25,689 thousand, which guarantees the liability of Bulgartransgaz
EAD for the imposed sanction.
On 4 July 2019, the Bulgarian State, through the Ministry of Foreign Affairs, filed an application to intervene in the
case in support of BEH EAD and its gas subsidiaries.
On 26 August 2019, the European Commission presented before the General Court its Defense in response to the
complaint lodged by Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD.
On 29 November 2019, Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD filed an
Opposition against the European Commission Defense.
On 20 February 2020, the Republic of Bulgaria filed through the Ministry of Foreign Affairs, within the period
specified by the General Court of the European Union, the official position of the Republic of Bulgaria on Case Т -
136/19, submitted by the Ministry of Energy and the Ministry Foreign Affairs, whereby the State intervened in support
of Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD against the European Commission,
before the General Court of the European Union. The General Court examines additional documents and requested
information in order to clarify all the circumstances involved in the case. By letter of 14 March 2022, the Court
requested the European Commission to provide non-confidential versions of the documents listed by the Court.
On 29 September 2022, the court session ended with oral hearings under the BEH Gas case, within which the parties
summarized their positions and the court asked questions that were addressed by the parties.
On 25 October 2023, the court of first instance rendered a Decision in favor of Bulgarian Energy Holding EAD,
Bulgartransgaz EAD and Bulgargaz EAD, with which it completely annulled the fine imposed by the European
Commission on the three BEH-group companies in the amount of EUR 77,068,000.
On 11 January 2024, the European Commission filed an appeal against the decision of the court of first instance,
requesting the annulment of the Decision of the General Court in its entirety. Based on the appeal, case C -14/24 R
was initiated before the Court of Justice of the European Union – European Commission against BEH and others.
BEH Group filed a response to the complaint of the European Commission to the Court of Justice of the European
Union On 29 March 2024.
On 22 July 2024, the European Commission submitted a counter-answer to the Court of Justice of the European Union.
On September 30, BEH Group provided an answer.
On 25 October 2023, the General Court of the European Union annulled in its entirety the Decision of the European
Commission in Case AT.39849 - BEH Gas, by which the Commission sanctioned BEH EAD, Bulgargas EAD and
Bulgartransgaz EAD with a fine of EUR 77,068,000 for abuse of a dominant position preventing access to the
Bulgarian gas infrastructure in the period from 30 July 2010 to 1 January 2015.
On 11 January 2024, the European Commission filed an appeal against the decision of the court of first instance,
requesting the annulment of the Decision of the General Court in its entirety. Based on the appeal, case C -14/24 R
was initiated before the Court of Justice of the European Union – European Commission against BEH and others.
BEH Group filed a response to the complaint of the European Commission to the Court of Justice of the European
Union On 29 March 2024.
On 22 July 2024, the European Commission submitted a counter-answer to the Court of Justice of the European Union.
On 30 September 2024, BEH Group provided a response.
The Bulgarian state is also an interested party in the case. To date, responses have been filed by BEH EAD,
Bulgartransgaz EAD and Bulgargas EAD and the State against the European Commission's appeal in Case C-14/24
before the Court of Justice of the European Union.
The Bulgarian side has also submitted a justification for the Court to allow oral hearings as at first instance. The oral
hearings were conducted in an open court session scheduled for December 10, 2025, at 09:30, in the building of the
Court of Justice of the European Union in the city of Luxembourg. The case has been submitted for judgment.
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
16
- bank guarantee in the amount of EUR 25,689 thousand, which guarantees the liability of Bulgartransgaz
EAD for the imposed sanction.
On 4 July 2019, the Bulgarian State, through the Ministry of Foreign Affairs, filed an application to intervene in the
case in support of BEH EAD and its gas subsidiaries.
On 26 August 2019, the European Commission presented before the General Court its Defense in response to the
complaint lodged by Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD.
On 29 November 2019, Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD filed an
Opposition against the European Commission Defense.
On 20 February 2020, the Republic of Bulgaria filed through the Ministry of Foreign Affairs, within the period
specified by the General Court of the European Union, the official position of the Republic of Bulgaria on Case Т -
136/19, submitted by the Ministry of Energy and the Ministry Foreign Affairs, whereby the State intervened in support
of Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD against the European Commission,
before the General Court of the European Union. The General Court examines additional documents and requested
information in order to clarify all the circumstances involved in the case. By letter of 14 March 2022, the Court
requested the European Commission to provide non-confidential versions of the documents listed by the Court.
On 29 September 2022, the court session ended with oral hearings under the BEH Gas case, within which the parties
summarized their positions and the court asked questions that were addressed by the parties.
On 25 October 2023, the court of first instance rendered a Decision in favor of Bulgarian Energy Holding EAD,
Bulgartransgaz EAD and Bulgargaz EAD, with which it completely annulled the fine imposed by the European
Commission on the three BEH-group companies in the amount of EUR 77,068,000.
On 11 January 2024, the European Commission filed an appeal against the decision of the court of first instance,
requesting the annulment of the Decision of the General Court in its entirety. Based on the appeal, case C -14/24 R
was initiated before the Court of Justice of the European Union – European Commission against BEH and others.
BEH Group filed a response to the complaint of the European Commission to the Court of Justice of the European
Union On 29 March 2024.
On 22 July 2024, the European Commission submitted a counter-answer to the Court of Justice of the European Union.
On September 30, BEH Group provided an answer.
On 25 October 2023, the General Court of the European Union annulled in its entirety the Decision of the European
Commission in Case AT.39849 - BEH Gas, by which the Commission sanctioned BEH EAD, Bulgargas EAD and
Bulgartransgaz EAD with a fine of EUR 77,068,000 for abuse of a dominant position preventing access to the
Bulgarian gas infrastructure in the period from 30 July 2010 to 1 January 2015.
On 11 January 2024, the European Commission filed an appeal against the decision of the court of first instance,
requesting the annulment of the Decision of the General Court in its entirety. Based on the appeal, case C -14/24 R
was initiated before the Court of Justice of the European Union – European Commission against BEH and others.
BEH Group filed a response to the complaint of the European Commission to the Court of Justice of the European
Union On 29 March 2024.
On 22 July 2024, the European Commission submitted a counter-answer to the Court of Justice of the European Union.
On 30 September 2024, BEH Group provided a response.
The Bulgarian state is also an interested party in the case. To date, responses have been filed by BEH EAD,
Bulgartransgaz EAD and Bulgargas EAD and the State against the European Commission's appeal in Case C-14/24
before the Court of Justice of the European Union.
The Bulgarian side has also submitted a justification for the Court to allow oral hearings as at first instance. The oral
hearings were conducted in an open court session scheduled for December 10, 2025, at 09:30, in the building of the
Court of Justice of the European Union in the city of Luxembourg. The case has been submitted for judgment.
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
17
Lease contracts
The lease liabilities of the Company are as follows:
31 December 2025 31 December 2024
Minimum
lease
installments
Discounting
Present
value of the
installments
Minimum
lease
installments
Discounting
Present
value of the
installments
BGN`000 BGN`000 BGN`000 BGN`000 BGN`000 BGN`000
Within one year 239 (14) 225 281 (17) 264
Between two and five years 362 (24) 338 503 (29) 474
Over five years 92 (2) 90 144 (4) 140
Total minimum lease
installments under lease
contracts
693 (40) 653 928 (50) 878
The Company has entered into the following lease agreements:
Bulgarian Energy Holding EAD has leased portions of real estate for administrative purposes for a term from April
2032, with an option to extend for up to 5 years. The monthly lease payment under the agreement amounts to BGN 6
thousand, excluding VAT. To determine the present value of the lease liabilities, Bulgarian Energy Holding EAD
used a discount rate of 2.45%, which is the interest rate obtained by the company when financing its operations during
the past year and corresponds to market levels. As of December 31, 2025, the present value of the obligation amounted
to BGN 402 thousand.
The Company has leased 8 motor vehicles under lease agreements. The term of the agreements is 4 years. The
calculated annual interest rates for vehicle leases range from 0.98% to 3.99%. As of December 31, 2025, the present
value of the obligation amounted to BGN 251 thousand.
The assets are used only by the Company and there are no sublease agreements in place.
Amounts, recognized in the profit or loss statement:
- Depreciation and amortization expenses amounting to BGN 553 thousand;
- Interest expenses amounting to BGN 17 thousand.
The total leasing cash flow in 2025 is as follows:
- Payment related to the lease contracts – BGN 307 thousand.
Credit rating
• Moody’s
On 27 November 2024, Moody's changed the credit outlook of Bulgarian Energy Holding EAD from positive to
stable, affirming the Group's long-term rating at Ba1 and the rating of the non-subordinated unsecured bond issues
placed by the Holding at Ba2. The change in outlook to stable reflects the uncertainty arising from the planned
construction of the two new nuclear units at the NPP Kozloduy site, which would significantly increase BEH's risk
profile given the risks involved in implementing this type of project.
On June 10, 2025, Moody’s assigned a "Ba2" credit rating to the unsecured and non-subordinated bond issue of
Bulgarian Energy Holding EAD, placed on June 12, 2025 with a maturity date of June 19, 2030.
On 30 June 2025, in its credit opinion, Moody’s maintained the Company’s long -term credit rating at 'Ba1' with a
stable outlook, and affirmed the rating of 'Ba2' for the Company’s unsecured bonds maturing in 2028 and 2030.
• Fitch Ratings
On 20 March 2024, Fitch Ratings upgraded the outlook of Bulgarian Energy Holding EAD from stable to positive
and affirmed the issuer’s long-term foreign and local currency rating at ‘BB+’. The change in outlook is driven by the
company's improved business profile and increased profitability as a result of progress in the electricity market
liberalisation process.
On 17 March 2025, Fitch Ratings revised the outlook on Bulgarian Energy Holding EAD's long-term rating (BB+) to
stable from positive and affirmed the rating on its non-subordinated and unsecured debt at BB+. The outlook revision
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
17
Lease contracts
The lease liabilities of the Company are as follows:
31 December 2025 31 December 2024
Minimum
lease
installments
Discounting
Present
value of the
installments
Minimum
lease
installments
Discounting
Present
value of the
installments
BGN`000 BGN`000 BGN`000 BGN`000 BGN`000 BGN`000
Within one year 239 (14) 225 281 (17) 264
Between two and five years 362 (24) 338 503 (29) 474
Over five years 92 (2) 90 144 (4) 140
Total minimum lease
installments under lease
contracts
693 (40) 653 928 (50) 878
The Company has entered into the following lease agreements:
Bulgarian Energy Holding EAD has leased portions of real estate for administrative purposes for a term from April
2032, with an option to extend for up to 5 years. The monthly lease payment under the agreement amounts to BGN 6
thousand, excluding VAT. To determine the present value of the lease liabilities, Bulgarian Energy Holding EAD
used a discount rate of 2.45%, which is the interest rate obtained by the company when financing its operations during
the past year and corresponds to market levels. As of December 31, 2025, the present value of the obligation amounted
to BGN 402 thousand.
The Company has leased 8 motor vehicles under lease agreements. The term of the agreements is 4 years. The
calculated annual interest rates for vehicle leases range from 0.98% to 3.99%. As of December 31, 2025, the present
value of the obligation amounted to BGN 251 thousand.
The assets are used only by the Company and there are no sublease agreements in place.
Amounts, recognized in the profit or loss statement:
- Depreciation and amortization expenses amounting to BGN 553 thousand;
- Interest expenses amounting to BGN 17 thousand.
The total leasing cash flow in 2025 is as follows:
- Payment related to the lease contracts – BGN 307 thousand.
Credit rating
• Moody’s
On 27 November 2024, Moody's changed the credit outlook of Bulgarian Energy Holding EAD from positive to
stable, affirming the Group's long-term rating at Ba1 and the rating of the non-subordinated unsecured bond issues
placed by the Holding at Ba2. The change in outlook to stable reflects the uncertainty arising from the planned
construction of the two new nuclear units at the NPP Kozloduy site, which would significantly increase BEH's risk
profile given the risks involved in implementing this type of project.
On June 10, 2025, Moody’s assigned a "Ba2" credit rating to the unsecured and non-subordinated bond issue of
Bulgarian Energy Holding EAD, placed on June 12, 2025 with a maturity date of June 19, 2030.
On 30 June 2025, in its credit opinion, Moody’s maintained the Company’s long -term credit rating at 'Ba1' with a
stable outlook, and affirmed the rating of 'Ba2' for the Company’s unsecured bonds maturing in 2028 and 2030.
• Fitch Ratings
On 20 March 2024, Fitch Ratings upgraded the outlook of Bulgarian Energy Holding EAD from stable to positive
and affirmed the issuer’s long-term foreign and local currency rating at ‘BB+’. The change in outlook is driven by the
company's improved business profile and increased profitability as a result of progress in the electricity market
liberalisation process.
On 17 March 2025, Fitch Ratings revised the outlook on Bulgarian Energy Holding EAD's long-term rating (BB+) to
stable from positive and affirmed the rating on its non-subordinated and unsecured debt at BB+. The outlook revision
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
18
reflects the expected increase in leverage and high capital expenditure associated with the construction of the new
nuclear units.
On 10 June 2025, Fitch Ratings assigned a “BB+” rating to the bond issue of BEH EAD, successfully placed on 12
June 2025, with a maturity date of 19 June 2030.
Program for compensation of consumers of electricity
For mitigating the economic effects resulting from the sudden instability of the prices on the energy market, a Program
was developed for compensation of the non-household end consumers of electricity, approved by Decision No. 739
of the Council of Ministers of 2021, amended and supplemented by further decisions of the Council of Ministers. The
proposed Program has a compensatory effect and supplements other temporary measures at national level for rai sing
the transparency and improving the functioning of the energy market, as well as for strengthening the regulatory
control.
By the end of 2025, three programs for compensating non-household end-users of electricity weре adopted in Bulgaria,
and their implementation is carried out through subsequent amendments and extensions via decisions of the Council
of Ministers. Following the adoption of Council Regulation (EU) 2022/1854 of October 6, 2022 on an emergency
intervention to address high energy prices, Bulgaria adapted its programs for compensating non-household customers
in accordance with the requirements of the Regulation.
In 2025, the compensation of non-household electricity consumers is regulated by the following acts of the Council
of Ministers:
By Decision No. 235 dated April 17, 2025, the Programme for compensating the costs of non-household end-users of
electricity for the period from July 1, 2024 to March 31, 2025 was amended, which was adopted by Council of
Ministers Decision No. 546 of 2024, updated by Council of Ministers Decision No. 654 of 2024 and by Council of
Ministers Decision No. 30 of 2025 , thereby extending the compensation of consumers until the end of March 2025
and determining the amount of the compensation as 100 percent of the difference between the actual average monthly
exchange price for base load on the "Day-Ahead" segment of Independent Bulgarian Energy Exchange EAD for the
respective month of the period 07.2024-03.2025 and the base price of BGN 180/MWh. The indicative budget under
the program is in the amount of BGN 1,179 million for the period from July 1, 2024 to March 31, 2025.
By Decision No. 691 dated October 6, 2025, a Programme for compensating the costs of non-household end-users of
electricity and of the operators of the electricity transmission and electricity distribution networks for purchasing the
quantities of electricity consumed for technological costs, for the period from July 1, 2025 to June 30, 2026 was
adopted. The operators of the electricity transmission and electricity distribution networks (the Operators), in
fulfillment of their statutory obligations, purchase the electricity required to cover their technological costs solely and
exclusively from the exchange market and also appear as end-users. The programme applies to non-household end-
users only when the weighted average price for base load on the ‘Day -Ahead’ segment of Independent Bulgarian
Energy Exchange EAD for the respective six-month period (from July 1, 2025 to December 31, 2025 and from January
1, 2026 to June 30, 2026) is above BGN 240/MWh or the equivalent in euro – above EUR 122.71/MWh. The indicative
budget under the program is in an amount up to BGN 20 million or the equivalent in euro - up to EUR 10,225,837.62,
for the period from 01.07.2025 to 30.06.2026. The compensations under the Programme will be paid until September
30, 2026.
By Decree No. 237 dated November 7, 2025, t he terms and conditions for applying a program for providing aid
through compensations for temporary relief of electricity prices for energy-intensive consumers are determined. The
Programme for providing aid through compensations under this decree applies for three consecutive pricing periods
effective from July 1, 2025 to June 30, 2028. The aid is provided for each pricing period on the basis of a scheme with
an estimated budget. The estimated budget of the program for the first pricing period is in an amount up to BGN
210,000,000 or EUR 107,371,295.05. The decree applies following the approval of the state aid measure by the
European Commission. The monthly compensation is provided for 50% of the quantity of active electricity consumed
by the enterprise, measured with one or more means of commercial measurement, upon which in principle an
‘obligation to society’ price should be charged.
Application of Council Regulation (EU) 2022/1854 as of 6 October 2022 and Determination of Price Caps on
the Revenues of Electricity Producers in 2025
In connection with the application of Council Regulation (EU) 2022/1854 of 6 October 2022 and pursuant to § 2,
paragraph 1 of the Concluding Provisions of the Law on Revenue Collection and Expenditures in 2025 until the
Adoption of the State Budget Act of the Republic of Bulgaria for 2025, the Budget Act of the State Social Security
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
18
reflects the expected increase in leverage and high capital expenditure associated with the construction of the new
nuclear units.
On 10 June 2025, Fitch Ratings assigned a “BB+” rating to the bond issue of BEH EAD, successfully placed on 12
June 2025, with a maturity date of 19 June 2030.
Program for compensation of consumers of electricity
For mitigating the economic effects resulting from the sudden instability of the prices on the energy market, a Program
was developed for compensation of the non-household end consumers of electricity, approved by Decision No. 739
of the Council of Ministers of 2021, amended and supplemented by further decisions of the Council of Ministers. The
proposed Program has a compensatory effect and supplements other temporary measures at national level for rai sing
the transparency and improving the functioning of the energy market, as well as for strengthening the regulatory
control.
By the end of 2025, three programs for compensating non-household end-users of electricity weре adopted in Bulgaria,
and their implementation is carried out through subsequent amendments and extensions via decisions of the Council
of Ministers. Following the adoption of Council Regulation (EU) 2022/1854 of October 6, 2022 on an emergency
intervention to address high energy prices, Bulgaria adapted its programs for compensating non-household customers
in accordance with the requirements of the Regulation.
In 2025, the compensation of non-household electricity consumers is regulated by the following acts of the Council
of Ministers:
By Decision No. 235 dated April 17, 2025, the Programme for compensating the costs of non-household end-users of
electricity for the period from July 1, 2024 to March 31, 2025 was amended, which was adopted by Council of
Ministers Decision No. 546 of 2024, updated by Council of Ministers Decision No. 654 of 2024 and by Council of
Ministers Decision No. 30 of 2025 , thereby extending the compensation of consumers until the end of March 2025
and determining the amount of the compensation as 100 percent of the difference between the actual average monthly
exchange price for base load on the "Day-Ahead" segment of Independent Bulgarian Energy Exchange EAD for the
respective month of the period 07.2024-03.2025 and the base price of BGN 180/MWh. The indicative budget under
the program is in the amount of BGN 1,179 million for the period from July 1, 2024 to March 31, 2025.
By Decision No. 691 dated October 6, 2025, a Programme for compensating the costs of non-household end-users of
electricity and of the operators of the electricity transmission and electricity distribution networks for purchasing the
quantities of electricity consumed for technological costs, for the period from July 1, 2025 to June 30, 2026 was
adopted. The operators of the electricity transmission and electricity distribution networks (the Operators), in
fulfillment of their statutory obligations, purchase the electricity required to cover their technological costs solely and
exclusively from the exchange market and also appear as end-users. The programme applies to non-household end-
users only when the weighted average price for base load on the ‘Day -Ahead’ segment of Independent Bulgarian
Energy Exchange EAD for the respective six-month period (from July 1, 2025 to December 31, 2025 and from January
1, 2026 to June 30, 2026) is above BGN 240/MWh or the equivalent in euro – above EUR 122.71/MWh. The indicative
budget under the program is in an amount up to BGN 20 million or the equivalent in euro - up to EUR 10,225,837.62,
for the period from 01.07.2025 to 30.06.2026. The compensations under the Programme will be paid until September
30, 2026.
By Decree No. 237 dated November 7, 2025, t he terms and conditions for applying a program for providing aid
through compensations for temporary relief of electricity prices for energy-intensive consumers are determined. The
Programme for providing aid through compensations under this decree applies for three consecutive pricing periods
effective from July 1, 2025 to June 30, 2028. The aid is provided for each pricing period on the basis of a scheme with
an estimated budget. The estimated budget of the program for the first pricing period is in an amount up to BGN
210,000,000 or EUR 107,371,295.05. The decree applies following the approval of the state aid measure by the
European Commission. The monthly compensation is provided for 50% of the quantity of active electricity consumed
by the enterprise, measured with one or more means of commercial measurement, upon which in principle an
‘obligation to society’ price should be charged.
Application of Council Regulation (EU) 2022/1854 as of 6 October 2022 and Determination of Price Caps on
the Revenues of Electricity Producers in 2025
In connection with the application of Council Regulation (EU) 2022/1854 of 6 October 2022 and pursuant to § 2,
paragraph 1 of the Concluding Provisions of the Law on Revenue Collection and Expenditures in 2025 until the
Adoption of the State Budget Act of the Republic of Bulgaria for 2025, the Budget Act of the State Social Security
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
19
for 2025, and the Budget Act of the National Health Insurance Fund for 2025, the following decisions of the Council
of Ministers were adopted in 2025, determining the values for calculating the revenue cap for the respective type of
electricity producer:
By Council of Ministers Decision No. 121 dated March 5, 2025, a revenue cap was determined by type of electricity
producer from January 1, 2025 to December 31, 2025, as follows:
• for an electricity producer from a nuclear power plant – BGN 150 per one MWh;
• for an electricity producer from a coal-fired condensation power plant, including from lignite coal – BGN
300, increased by the average monthly price per ton of CO 2 emission allowances multiplied by 1.32, per one
MWh;
• for an electricity producer from coal with added biomass fuel (solid or gaseous biomass fuels) and/or waste,
and/or petroleum products, and/or a combination thereof – BGN 300, increased by the average monthly price
per ton of CO 2 emission allowances multiplied by 0.9, per one MWh;
• for an electricity producer from renewable sources without a premium compensation agreement – BGN 300
per one MWh.
By Council of Ministers Decision No. 340 dated May 28, 2025, Council of Ministers Decision No. 121 dated
05.03.2025 was repealed and new revenue caps were determined for the respective type of electricity producer for the
period from 01.07.2025 to 31.12.2025, as follows:
• for an electricity producer from a nuclear power plant – BGN 120/MWh;
• for electricity from hydro power plants owned by "National Electric Company" EAD – BGN 140/MWh;
• for an electricity producer from a coal-fired condensation power plant, including from lignite coal – BGN
400, increased by the average monthly price per ton of CO 2 emission allowances multiplied by 1.32 per one
MWh;
• for an electricity producer from coal with added biomass fuel (solid or gaseous biomass fuels) and/or waste,
and/or petroleum products, and/or a combination thereof – BGN 400, increased by the average monthly price
per ton of CO 2 emission allowances multiplied by 0.9, per one MWh;
• for an electricity producer from renewable sources without a premium compensation agreement – BGN 300
per one MWh.
Other
The latest tax inspections of the Company were carried out by the tax administration as follows:
• Corporate tax – until 31 December 2022;
• VAT – until 31 October 2022;
• Personal income tax – check for the month of November 2022;
• Social security insurance – until 31 December 2008.
The Company Management does not believe that there are any material risks as a result of the dynamic fiscal and
regulatory environment in Bulgaria that would require adjustments to the financial statements for the year ending 31
December 2025.
2.7. Intangible resources
The Company has no specific and undisclosed intangible resources. Given its core business as a holding company, its
most important resources are investments in subsidiaries, details of which are disclosed in Note 18 of the annual
seperate financial statements.
3. Risk factors
The main elements that pose a risk in the activity of the Company are trade and other receivables and payables, trade
and financial balances with related parties, cash and financial assets available for sale. The types of risks to which the
Company is exposed in the course of its business activity are:
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
19
for 2025, and the Budget Act of the National Health Insurance Fund for 2025, the following decisions of the Council
of Ministers were adopted in 2025, determining the values for calculating the revenue cap for the respective type of
electricity producer:
By Council of Ministers Decision No. 121 dated March 5, 2025, a revenue cap was determined by type of electricity
producer from January 1, 2025 to December 31, 2025, as follows:
• for an electricity producer from a nuclear power plant – BGN 150 per one MWh;
• for an electricity producer from a coal-fired condensation power plant, including from lignite coal – BGN
300, increased by the average monthly price per ton of CO 2 emission allowances multiplied by 1.32, per one
MWh;
• for an electricity producer from coal with added biomass fuel (solid or gaseous biomass fuels) and/or waste,
and/or petroleum products, and/or a combination thereof – BGN 300, increased by the average monthly price
per ton of CO 2 emission allowances multiplied by 0.9, per one MWh;
• for an electricity producer from renewable sources without a premium compensation agreement – BGN 300
per one MWh.
By Council of Ministers Decision No. 340 dated May 28, 2025, Council of Ministers Decision No. 121 dated
05.03.2025 was repealed and new revenue caps were determined for the respective type of electricity producer for the
period from 01.07.2025 to 31.12.2025, as follows:
• for an electricity producer from a nuclear power plant – BGN 120/MWh;
• for electricity from hydro power plants owned by "National Electric Company" EAD – BGN 140/MWh;
• for an electricity producer from a coal-fired condensation power plant, including from lignite coal – BGN
400, increased by the average monthly price per ton of CO 2 emission allowances multiplied by 1.32 per one
MWh;
• for an electricity producer from coal with added biomass fuel (solid or gaseous biomass fuels) and/or waste,
and/or petroleum products, and/or a combination thereof – BGN 400, increased by the average monthly price
per ton of CO 2 emission allowances multiplied by 0.9, per one MWh;
• for an electricity producer from renewable sources without a premium compensation agreement – BGN 300
per one MWh.
Other
The latest tax inspections of the Company were carried out by the tax administration as follows:
• Corporate tax – until 31 December 2022;
• VAT – until 31 October 2022;
• Personal income tax – check for the month of November 2022;
• Social security insurance – until 31 December 2008.
The Company Management does not believe that there are any material risks as a result of the dynamic fiscal and
regulatory environment in Bulgaria that would require adjustments to the financial statements for the year ending 31
December 2025.
2.7. Intangible resources
The Company has no specific and undisclosed intangible resources. Given its core business as a holding company, its
most important resources are investments in subsidiaries, details of which are disclosed in Note 18 of the annual
seperate financial statements.
3. Risk factors
The main elements that pose a risk in the activity of the Company are trade and other receivables and payables, trade
and financial balances with related parties, cash and financial assets available for sale. The types of risks to which the
Company is exposed in the course of its business activity are:
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
20
Currency risk
The Company’s currency risk is related to the potential negative effect of a change in foreign exchange rates on the
realization of gains or losses from revaluation of assets and liabilities denominated in foreign currencies.
Bulgarian Energy Holding EAD also holds financial assets at fair value through other comprehensive income,
comprising publicly traded shares of a Romanian company, the amount of which is immaterial to the company's
financial statements.
On January 1, 2026 the Republic of Bulgaria introduces the euro as the country's official currency at a fixed exchange
rate of the Bulgarian lev to the euro; therefore, as of December 31, 2025, currency risk arising from the transactions
described above does not exist.
Liquidity risk
Liquidity risk, or the risk of financing, is related both to the possibility of difficulties in obtaining funds to meet
commitments and to the inability to quickly sell a financial asset at a value close to its fair value to cover short-term
liabilities. In connection with liquidity risk management, the Company performs cash flow calculations and forecasts
receivables and payables and monitors its liquidity position on a daily basis in order to provide the necessary cash
resources to meet its current and non-current obligations in a timely manner.
Credit risk
Credit risk includes the risk of financial loss due to non-payment of the liabilities of the debtor under a contract or a
financial instrument.
To minimize credit risk, the Company monitors its receivables on an ongoing basis, monitors the behavior of its
counterparties and analyzes in detail the activities of its larger debtors.
The trade and financial relations of BEH EAD are mainly related to its subsidiaries. Accordingly, the credit risk for
the Company is related to the risk that any of the debtor companies will not be able to cover its liabilities and therefore
realize a financial loss. In this regard, control over the revenues, expenses and implementation of the business program
of the subsidiaries is carried out on a monthly basis.
With regard to receivables from third parties, the Company carries out ongoing monitoring of their size and maturity,
so that the Company can take timely actions to collect them.
Business risk
The business risk is determined by the specificity of the Holding’s business and concerns the uncertainty associated
with generating sufficient revenue. There is no business risk for the Company’s activities as a whole since the revenue
generated by the Company is mainly from loans and services provided to subsidiaries and dividends.
Cash flow risk
The cash flow risk is related to the uncertainty of cash inflows from an investment and is interrelated to currency risk.
The cash flows of the Company are subject to fluctuations in the amount of expected future cash flows associated with
a monetary financial instrument.
In order to reduce this risk, the Company regularly plans its cash flows and floating rate financial instruments have a
short-term nature with a period of less than one year. In order to achieve greater predictability of the expected cash
inflows, the majority of the loans granted to the companies are with fixed interest rates and annuity installments.
Climate-related matters
In 2025, the Company presented information on climate-related matters, and considered such reporting as a long-term
commitment, which would be further developed and broadened in the future. The legislation, the regulatory bodies,
the partners of the Company and the users of non-financial information draw great attention to the climate change.
The European Union adopted the European Green Deal as a transition to more sustainable economic and financial
system and in the following years the detailed requirements for reporting the climate change will become applicable
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
20
Currency risk
The Company’s currency risk is related to the potential negative effect of a change in foreign exchange rates on the
realization of gains or losses from revaluation of assets and liabilities denominated in foreign currencies.
Bulgarian Energy Holding EAD also holds financial assets at fair value through other comprehensive income,
comprising publicly traded shares of a Romanian company, the amount of which is immaterial to the company's
financial statements.
On January 1, 2026 the Republic of Bulgaria introduces the euro as the country's official currency at a fixed exchange
rate of the Bulgarian lev to the euro; therefore, as of December 31, 2025, currency risk arising from the transactions
described above does not exist.
Liquidity risk
Liquidity risk, or the risk of financing, is related both to the possibility of difficulties in obtaining funds to meet
commitments and to the inability to quickly sell a financial asset at a value close to its fair value to cover short-term
liabilities. In connection with liquidity risk management, the Company performs cash flow calculations and forecasts
receivables and payables and monitors its liquidity position on a daily basis in order to provide the necessary cash
resources to meet its current and non-current obligations in a timely manner.
Credit risk
Credit risk includes the risk of financial loss due to non-payment of the liabilities of the debtor under a contract or a
financial instrument.
To minimize credit risk, the Company monitors its receivables on an ongoing basis, monitors the behavior of its
counterparties and analyzes in detail the activities of its larger debtors.
The trade and financial relations of BEH EAD are mainly related to its subsidiaries. Accordingly, the credit risk for
the Company is related to the risk that any of the debtor companies will not be able to cover its liabilities and therefore
realize a financial loss. In this regard, control over the revenues, expenses and implementation of the business program
of the subsidiaries is carried out on a monthly basis.
With regard to receivables from third parties, the Company carries out ongoing monitoring of their size and maturity,
so that the Company can take timely actions to collect them.
Business risk
The business risk is determined by the specificity of the Holding’s business and concerns the uncertainty associated
with generating sufficient revenue. There is no business risk for the Company’s activities as a whole since the revenue
generated by the Company is mainly from loans and services provided to subsidiaries and dividends.
Cash flow risk
The cash flow risk is related to the uncertainty of cash inflows from an investment and is interrelated to currency risk.
The cash flows of the Company are subject to fluctuations in the amount of expected future cash flows associated with
a monetary financial instrument.
In order to reduce this risk, the Company regularly plans its cash flows and floating rate financial instruments have a
short-term nature with a period of less than one year. In order to achieve greater predictability of the expected cash
inflows, the majority of the loans granted to the companies are with fixed interest rates and annuity installments.
Climate-related matters
In 2025, the Company presented information on climate-related matters, and considered such reporting as a long-term
commitment, which would be further developed and broadened in the future. The legislation, the regulatory bodies,
the partners of the Company and the users of non-financial information draw great attention to the climate change.
The European Union adopted the European Green Deal as a transition to more sustainable economic and financial
system and in the following years the detailed requirements for reporting the climate change will become applicable
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
21
as a part of the European standards for reporting sustainability. The Company will analyze and subsequently adapt the
applicable regulatory framework for its reporting, in accordance with the requirements of the Accounting Act
(amended and supplemented State Gazette, No. 26 of 27 March 2025). It should be borne in mind that pursuant to
amendments to the above-mentioned law (amended and supplemented, SG issue No. 115 dated 31.12.2025), the first
reporting period for which the sustainability report is included in the activity report of enterprises is 2026.
As of December 31, 2025, the Company is not identified significant risks caused by climate change that could have a
direct negative and material impact on its financial statements, but in the long term, they may affect its investments
and the return on them.
4. Future development, investments, forthcoming significant transactions and other
information under Art. 247 of the Commercial Act
4.1. Future development of Bulgarian Energy Holding EAD
BEH EAD is one of the leading energy companies in the region, with modern management and striving to reap the
benefits of bringing together different in their essence state-owned companies in the energy sector.
Reform of the electricity market
Due to its specificity, most of the subsidiaries of BEH EAD carry out their activities in the conditions of a hybrid
energy market, consisting of a regulated and unregulated (free) market segment.
The process of liberalization of the electricity market in Bulgaria is still ongoing. Since 1 July 2021, the wholesale
electricity market in the country is practically liberalized and all non-household consumers switched from a regulated
to a free market. The consumers who did not choose an electricity supplier until 30 June 2021 are served by a supplier
of last resort (the electricity distribution companies and NEK EAD).
In April 2024, through amendments to the Energy Act (promulgated, SG issue No. 39 of 2024, effective from
01.05.2024), a number of legislative changes were adopted, delaying the process of full liberalization of the electricity
market for household consumers. Pursuant to the adopted amendments, effective from July 1, 2025, the role of NEK
EAD as a public supplier of electricity is terminated, and the Energy and Water Regulatory Commission (EWRC) will
no longer determine quotas for electricity producers. Regardless of the removal of the public supplier figure, the
validity of the long-term agreements to which NEK EAD is a party is preserved. The Act provides for a mechanism
to compensate the company for the difference between the prices at which it is statutorily required to purchase
electricity and the market prices at which it sells it.
The amendments also introduce a new mechanism for supporting household end-users. In this regard, the Energy and
Water Regulatory Commission determines on a monthly basis a compensation to cover a portion of the costs of
household consumers for electricity purchased from the end-suppliers at regulated prices. The amount of the
compensation will be formed as the difference between the achieved weighted average price on the “day -ahead”
market segment, attributable to the respective end-supplier for the specific month, and the base value of electricity per
1 MWh, determined by the State Budget Act for the respective year and/or by a programme adopted by the Council
of Ministers, which the household end-user should pay during the respective regulatory period. It is envisioned the
compensation to be provided both for the entire and for a portion of the purchased quantity of electricity, and its
amount may be differentiated depending on the volume of consumption.
By a decision of 6 October 2023, the National Assembly adopted a Roadmap to Climate Neutrality. It was updated by
the Council of Ministers by Decision №59 dated January 26, 2024. In the Roadmap for Climate Neutrality, the final
date for the production of electricity from coal-fired power plants is set to be December 31, 2038. Its main objective
is to outline a transition toward the decarbonization of the Bulgarian economy and the transformation of the coal
regions through the implementation of various policies and measures and the promotion of the use of environmentally
clean and innovative technologies. The strategic goal is to achieve climate neutrality by 2050 through a structured
energy transition and targeted investments in new electricity generation capacities from low-emission sources,
production, transmission and storage of renewable energy, energy efficiency and low-carbon technologies in all
economy sectors.
The Roadmap presents the targeted measures and policies in the electricity sector by periods, taking into account the
development of other sectors of the economy, among which the most important are:
- by 2024: adopted national goal of climate neutrality by 2050 in the Climate Change Mitigation Act (CCMA);
Harmonized strategic documents in the Energy sector: The Long-Term Strategy (LTS) for Decarbonization
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
21
as a part of the European standards for reporting sustainability. The Company will analyze and subsequently adapt the
applicable regulatory framework for its reporting, in accordance with the requirements of the Accounting Act
(amended and supplemented State Gazette, No. 26 of 27 March 2025). It should be borne in mind that pursuant to
amendments to the above-mentioned law (amended and supplemented, SG issue No. 115 dated 31.12.2025), the first
reporting period for which the sustainability report is included in the activity report of enterprises is 2026.
As of December 31, 2025, the Company is not identified significant risks caused by climate change that could have a
direct negative and material impact on its financial statements, but in the long term, they may affect its investments
and the return on them.
4. Future development, investments, forthcoming significant transactions and other
information under Art. 247 of the Commercial Act
4.1. Future development of Bulgarian Energy Holding EAD
BEH EAD is one of the leading energy companies in the region, with modern management and striving to reap the
benefits of bringing together different in their essence state-owned companies in the energy sector.
Reform of the electricity market
Due to its specificity, most of the subsidiaries of BEH EAD carry out their activities in the conditions of a hybrid
energy market, consisting of a regulated and unregulated (free) market segment.
The process of liberalization of the electricity market in Bulgaria is still ongoing. Since 1 July 2021, the wholesale
electricity market in the country is practically liberalized and all non-household consumers switched from a regulated
to a free market. The consumers who did not choose an electricity supplier until 30 June 2021 are served by a supplier
of last resort (the electricity distribution companies and NEK EAD).
In April 2024, through amendments to the Energy Act (promulgated, SG issue No. 39 of 2024, effective from
01.05.2024), a number of legislative changes were adopted, delaying the process of full liberalization of the electricity
market for household consumers. Pursuant to the adopted amendments, effective from July 1, 2025, the role of NEK
EAD as a public supplier of electricity is terminated, and the Energy and Water Regulatory Commission (EWRC) will
no longer determine quotas for electricity producers. Regardless of the removal of the public supplier figure, the
validity of the long-term agreements to which NEK EAD is a party is preserved. The Act provides for a mechanism
to compensate the company for the difference between the prices at which it is statutorily required to purchase
electricity and the market prices at which it sells it.
The amendments also introduce a new mechanism for supporting household end-users. In this regard, the Energy and
Water Regulatory Commission determines on a monthly basis a compensation to cover a portion of the costs of
household consumers for electricity purchased from the end-suppliers at regulated prices. The amount of the
compensation will be formed as the difference between the achieved weighted average price on the “day -ahead”
market segment, attributable to the respective end-supplier for the specific month, and the base value of electricity per
1 MWh, determined by the State Budget Act for the respective year and/or by a programme adopted by the Council
of Ministers, which the household end-user should pay during the respective regulatory period. It is envisioned the
compensation to be provided both for the entire and for a portion of the purchased quantity of electricity, and its
amount may be differentiated depending on the volume of consumption.
By a decision of 6 October 2023, the National Assembly adopted a Roadmap to Climate Neutrality. It was updated by
the Council of Ministers by Decision №59 dated January 26, 2024. In the Roadmap for Climate Neutrality, the final
date for the production of electricity from coal-fired power plants is set to be December 31, 2038. Its main objective
is to outline a transition toward the decarbonization of the Bulgarian economy and the transformation of the coal
regions through the implementation of various policies and measures and the promotion of the use of environmentally
clean and innovative technologies. The strategic goal is to achieve climate neutrality by 2050 through a structured
energy transition and targeted investments in new electricity generation capacities from low-emission sources,
production, transmission and storage of renewable energy, energy efficiency and low-carbon technologies in all
economy sectors.
The Roadmap presents the targeted measures and policies in the electricity sector by periods, taking into account the
development of other sectors of the economy, among which the most important are:
- by 2024: adopted national goal of climate neutrality by 2050 in the Climate Change Mitigation Act (CCMA);
Harmonized strategic documents in the Energy sector: The Long-Term Strategy (LTS) for Decarbonization
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
22
and the Integrated National Energy and Climate Plan (INECP) corresponding to the National Climate
Neutrality Goal by 2050;
- by 2026: new RES capacities put into operation (3500 MW); storage systems (batteries) (1000 MW);
Development of projects for the construction of a new nuclear power plant and a new PSHPP and repair of
existing PSHPP;
- by 2030: Installed RES (7500 MW), offshore wind power plants and storage systems (1600 MW);
Implementation of projects for the construction of a new nuclear power plant and a new PSHPP;
- by 2035: Installed RES (over 10,000 MW), large-scale offshore wind power plants (1,500 MW) and storage
systems; Preparation for the operation of the new nuclear power plant and the new PSHPP ;
- by 2040: Installed RES (14,000 MW), large-scale offshore wind power plants (2,500 MW) and storage
systems (2,000 MW); A new nuclear power plant and a new PSHPP were launched;
- by 2045: measures for the reclamation of contaminated land related to the extraction and use of fossil fuels.
Reform of the natural gas market
Since the beginning of 2025, the trend toward relative stabilization and decline in natural gas prices on European gas
markets, which started at the end of 2022 and continued throughout 2023 and 2024, has been maintained. The
European Union has to a significant extent succeeded in replacing Russian natural gas supplies through increased
imports of liquefied natural gas (LNG), primarily from the USA, Qatar, and other international suppliers, as well as
through increased supplies of pipeline gas from Norway, Azerbaijan, and North Africa. Nevertheless, the dependence
on liquefied natural gas continues to create preconditions for price volatility, as LNG is traded mainly on spot markets
and is highly sensitive to global demand, including competition from Asian markets, weather conditions, and
geopolitical factors.
Market uncertainty also remains influenced by the development of energy infrastructure, the geopolitical situation,
and the European Union's decarbonization policies, which entail a gradual reduction in natural gas consumption over
the long-term plan. Following the termination of the transit of Russian natural gas through Ukraine at the beginning
of 2025, European and regional participants accelerated the processes of diversifying supply routes and sources.
Within this meaning, Greece role as a regional gas hub continues to strengthen, including through the development of
LNG infrastructure and cross-border gas links in Southeastern Europe. This places investments in gas storage
facilities, interconnectors, and regasification plants among the key factors for ensuring the security and flexibility of
supplies in the region.
The commissioning and capacity expansion of the liquefied natural gas terminal in Alexandroupolis, as well as the
development of the gas interconnectors between Bulgaria, Greece, Serbia, and Turkey, continue to have a favorable
impact on the diversification of supplies and the competitiveness of natural gas prices in the region.
The demand for natural gas in Bulgaria in 2025 remains relatively stable compared to the previous year, with a gradual
recovery of industrial consumption observed in certain sectors. The activities of Balkan Gas Hub EAD continue to be
of significant importance to the market, with its platform maintaining high liquidity and a growing role in regional
natural gas trading. Bulgaria continues to hold strategic importance for the transmission of natural gas to Southeastern
and Central Europe, including through the infrastructure of ‘TurkStream’ and its associated transit routes.
In 2025, natural gas prices in Bulgaria remain competitive compared to the average levels on European markets, which
is due both to the diversification of supply sources and to the increased competition among suppliers from the Caspian
region, LNG traders, and regional companies.
Natural gas prices in 2025 continue to be influenced by the following main factors:
• high degree of filling of European gas storage facilities;
• sustainable supplies of liquefied natural gas to Europe;
• relatively limited growth of industrial consumption in Europe;
• the development and expansion of LNG terminals and gas interconnection infrastructure;
• ongoing energy efficiency policies and restriction of fossil fuel consumption;
• increased competition between different sources and supply routes for natural gas.
The objectives of BEH EAD are focused on the following main and priority areas:
Financial sustainability and modernization of BEH Group
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
22
and the Integrated National Energy and Climate Plan (INECP) corresponding to the National Climate
Neutrality Goal by 2050;
- by 2026: new RES capacities put into operation (3500 MW); storage systems (batteries) (1000 MW);
Development of projects for the construction of a new nuclear power plant and a new PSHPP and repair of
existing PSHPP;
- by 2030: Installed RES (7500 MW), offshore wind power plants and storage systems (1600 MW);
Implementation of projects for the construction of a new nuclear power plant and a new PSHPP;
- by 2035: Installed RES (over 10,000 MW), large-scale offshore wind power plants (1,500 MW) and storage
systems; Preparation for the operation of the new nuclear power plant and the new PSHPP ;
- by 2040: Installed RES (14,000 MW), large-scale offshore wind power plants (2,500 MW) and storage
systems (2,000 MW); A new nuclear power plant and a new PSHPP were launched;
- by 2045: measures for the reclamation of contaminated land related to the extraction and use of fossil fuels.
Reform of the natural gas market
Since the beginning of 2025, the trend toward relative stabilization and decline in natural gas prices on European gas
markets, which started at the end of 2022 and continued throughout 2023 and 2024, has been maintained. The
European Union has to a significant extent succeeded in replacing Russian natural gas supplies through increased
imports of liquefied natural gas (LNG), primarily from the USA, Qatar, and other international suppliers, as well as
through increased supplies of pipeline gas from Norway, Azerbaijan, and North Africa. Nevertheless, the dependence
on liquefied natural gas continues to create preconditions for price volatility, as LNG is traded mainly on spot markets
and is highly sensitive to global demand, including competition from Asian markets, weather conditions, and
geopolitical factors.
Market uncertainty also remains influenced by the development of energy infrastructure, the geopolitical situation,
and the European Union's decarbonization policies, which entail a gradual reduction in natural gas consumption over
the long-term plan. Following the termination of the transit of Russian natural gas through Ukraine at the beginning
of 2025, European and regional participants accelerated the processes of diversifying supply routes and sources.
Within this meaning, Greece role as a regional gas hub continues to strengthen, including through the development of
LNG infrastructure and cross-border gas links in Southeastern Europe. This places investments in gas storage
facilities, interconnectors, and regasification plants among the key factors for ensuring the security and flexibility of
supplies in the region.
The commissioning and capacity expansion of the liquefied natural gas terminal in Alexandroupolis, as well as the
development of the gas interconnectors between Bulgaria, Greece, Serbia, and Turkey, continue to have a favorable
impact on the diversification of supplies and the competitiveness of natural gas prices in the region.
The demand for natural gas in Bulgaria in 2025 remains relatively stable compared to the previous year, with a gradual
recovery of industrial consumption observed in certain sectors. The activities of Balkan Gas Hub EAD continue to be
of significant importance to the market, with its platform maintaining high liquidity and a growing role in regional
natural gas trading. Bulgaria continues to hold strategic importance for the transmission of natural gas to Southeastern
and Central Europe, including through the infrastructure of ‘TurkStream’ and its associated transit routes.
In 2025, natural gas prices in Bulgaria remain competitive compared to the average levels on European markets, which
is due both to the diversification of supply sources and to the increased competition among suppliers from the Caspian
region, LNG traders, and regional companies.
Natural gas prices in 2025 continue to be influenced by the following main factors:
• high degree of filling of European gas storage facilities;
• sustainable supplies of liquefied natural gas to Europe;
• relatively limited growth of industrial consumption in Europe;
• the development and expansion of LNG terminals and gas interconnection infrastructure;
• ongoing energy efficiency policies and restriction of fossil fuel consumption;
• increased competition between different sources and supply routes for natural gas.
The objectives of BEH EAD are focused on the following main and priority areas:
Financial sustainability and modernization of BEH Group
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
23
• Improving corporate management practices
✓ Increasing transparency and sustainability in line with OECD principles and the Guidelines for
Corporate Governance of State-Owned Enterprises. • Providing funding for key activities and projects:
✓ Effective management of financial assets and instruments;
✓ Participation in the capital markets in order to attract external financing from international financial
institutions under competitive terms;
✓ Using the advantages that result from the scale of the holding structure (economy of scale);
✓ Providing support to the Group companies in securing the credit facilities required to finance projects
of strategic importance, within the framework of climate change mitigation and the sustainable
transition to a low-carbon economy. • Cost Optimization within the BEH Group:
✓ Forecasting and planning the expenses of BEH Group;
✓ Transparency and predictability of expenses;
✓ Increasing the efficiency of the business activities. • Decarbonization of BEH Group
✓ Integration of decarbonization goals with the strategic direction and development framework of the
energy sector in Bulgaria;
✓ Identifying possible solutions for sustainable development and decarbonization;
• Diversification of sources
✓ Projects aimed at securing natural gas supplies through new sources. The purpose is to achieve
independence by securing more natural gas suppliers;
✓ Increasing the technical capacity of the interconnection Greece-Bulgaria with proven binding market
interest in accordance with the Decision to grant an Exception for the IGB project to the Regulatory
Authorities EWRC and RAE of 25.07.2018, approved by the European Commission.
• Diversification of routes
✓ Projects aimed at eliminating the risk of a single import route for natural gas and making optimal use
of existing pipeline routes;
✓ Research of the possibilities and expediency of possible participation in other new investment intentions
to build terminals for liquefied natural gas in the region;
✓ Provision of LNG regasification and storage capacity to terminals in Turkey.
• Security, reliability and continuity of gas supplies
✓ Extension of UGS Chiren capacity.
• Investments for the development of nuclear energy
✓ Construction of new nuclear facilities.
• Increasing the life cycle of the power generating facilities that guarantee system security along with
ensuring long-term profitability
✓ Projects aimed at extending the useful life of a number of capacities that are key to the energy system,
as they ensure the security of electricity supply, the balance of the energy system and the increase in
the value of services offered.
✓ Main current projects in this direction:
o Ensuring the long-term operation of the 5th and 6th nuclear power units above their design
resource in the following 30 years and the implementation of measures ensuring the operation
of the units at increased power;
o Rehabilitation of hydropower capacities, expansion of the production capacity and
modernization of the capacities with the purpose of ensuring the long-term and effective
exploitation of the hydropower resources of Bulgaria;
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
23
• Improving corporate management practices
✓ Increasing transparency and sustainability in line with OECD principles and the Guidelines for
Corporate Governance of State-Owned Enterprises. • Providing funding for key activities and projects:
✓ Effective management of financial assets and instruments;
✓ Participation in the capital markets in order to attract external financing from international financial
institutions under competitive terms;
✓ Using the advantages that result from the scale of the holding structure (economy of scale);
✓ Providing support to the Group companies in securing the credit facilities required to finance projects
of strategic importance, within the framework of climate change mitigation and the sustainable
transition to a low-carbon economy. • Cost Optimization within the BEH Group:
✓ Forecasting and planning the expenses of BEH Group;
✓ Transparency and predictability of expenses;
✓ Increasing the efficiency of the business activities. • Decarbonization of BEH Group
✓ Integration of decarbonization goals with the strategic direction and development framework of the
energy sector in Bulgaria;
✓ Identifying possible solutions for sustainable development and decarbonization;
• Diversification of sources
✓ Projects aimed at securing natural gas supplies through new sources. The purpose is to achieve
independence by securing more natural gas suppliers;
✓ Increasing the technical capacity of the interconnection Greece-Bulgaria with proven binding market
interest in accordance with the Decision to grant an Exception for the IGB project to the Regulatory
Authorities EWRC and RAE of 25.07.2018, approved by the European Commission.
• Diversification of routes
✓ Projects aimed at eliminating the risk of a single import route for natural gas and making optimal use
of existing pipeline routes;
✓ Research of the possibilities and expediency of possible participation in other new investment intentions
to build terminals for liquefied natural gas in the region;
✓ Provision of LNG regasification and storage capacity to terminals in Turkey.
• Security, reliability and continuity of gas supplies
✓ Extension of UGS Chiren capacity.
• Investments for the development of nuclear energy
✓ Construction of new nuclear facilities.
• Increasing the life cycle of the power generating facilities that guarantee system security along with
ensuring long-term profitability
✓ Projects aimed at extending the useful life of a number of capacities that are key to the energy system,
as they ensure the security of electricity supply, the balance of the energy system and the increase in
the value of services offered.
✓ Main current projects in this direction:
o Ensuring the long-term operation of the 5th and 6th nuclear power units above their design
resource in the following 30 years and the implementation of measures ensuring the operation
of the units at increased power;
o Rehabilitation of hydropower capacities, expansion of the production capacity and
modernization of the capacities with the purpose of ensuring the long-term and effective
exploitation of the hydropower resources of Bulgaria;
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
24
• Diversifying the supplies of fresh nuclear fuel
✓ Completion of the diversification process through supplies of an alternative type of nuclear fuel;
✓ Reducing the dependence of NPP Kozloduy EAD on a single supplier of nuclear fuel subject to
compliance with the conditions and requirements for nuclear safety.
• Regional and European connectivity of the systems
✓ Projects aiming at optimally connecting the Bulgarian market with regional and European markets, thus
achieving one of the major European aims – merger of the markets, on the one hand, and enhanced
energy security, on the other hand.
✓ The main ongoing projects in this direction are the Vertical Gas Corridor, which will interconnect the
networks of Bulgaria, Greece, Romania and Hungary and will allow the transmission of natural gas
along the axis of this corridor. Improved connectivity of the transmission systems within the Vertical
Corridor is in line with the overall European priorities in the Energy sector to enhance energy security,
market integration and increased competition through diversification of routes and sources of natural
gas;
✓ Expansion and increase of electricity grid capacity.
4.2. Investments
On 19 January 2024, the Vertical Corridor Memorandum was renewed in Athens, Greece, in the framework of the
Interconnection Initiative – CESEC, which was joined by the gas transmission operators of Ukraine, Moldova and
Slovakia. The Vertical Corridor is a strategic route for transporting additional volumes of natural gas from alternative
sources for the region, including LNG through existing and future LNG terminals in Greece.
The capacity enhancement projects at the Kulata/Sidirokastro interconnection point from Greece to Bulgaria and at
the Negru Voda 1/Kardam interconnection point from Bulgaria to Romania are a key part of the overall vision of the
Vertical Corridor, and the simultaneous availability of the expanded infrastructure under both projects is necessary to
achieve the stated objectives of diversification and improved security of supply. The implementation of the projects
will provide Bulgartransgaz EAD's gas transmission network with the technical capability to transport increasing
quantities of natural gas from a variety of reliable sources, including LNG, in a south -north direction in support of
efforts to diversify and enhance security of supply for both Bulgaria and the countries of the region, while maximizing
the potential of the existing infrastructure.
On December 2, 2025, a capital increase of Bulgartransgaz EAD in the amount of BGN 95,292,033 was registered in
the Commercial Register and the Register of Non-Profit Legal Entities. Following the authorization granted by the
Minister of Energy and pursuant to a decision under Minutes No. 73/20.11.2025 of the Board of Directors of BEH
EAD, the capital of Bulgartransgaz EAD was increased through a cash contribution amounting to BGN 95,292,033
via the issuance of 95,292,033 new ordinary registered voting shares with a nominal value of BGN 1 each, with BEH
EAD subscribing for and acquiring the entire new share issue. Pursuant to the Law on the Introduction of the Euro in
the Republic of Bulgaria, on January 14, 2026, the converted capital amount was announced in the Commercial
Register and the Register of Non-Profit Legal Entities, totaling EUR 873,159,931.47, divided into 1,712,078,297
ordinary registered shares. All shares have a nominal value of EUR 0.51. The proceeds from the capital increase will
be utilized by Bulgartransgaz EAD for the specific purpose of implementing projects under the Vertical Gas Corridor
initiative of the gas transmission operators of Bulgaria, Greece, Romania, Hungary, Slovakia, Ukraine, and Moldova,
which enables the transmission of additional natural gas volumes from diversified and reliable sources from south to
north.
The construction of the Republic of Bulgarian sections of the aforementioned projects commenced in 2025.
4.3. Upcoming Material Transactions and Events
Acquisition of an Interest in the Rights and Obligations under the Oil and Natural Gas Exploration Permit and
Agreement for the ‘Block 1-21 Han Asparuh’ Area
In fulfillment of the Decision of the National Assembly of the Republic of Bulgaria dated July 21, 2023 (SG, issue
No. 63/2023) to conduct negotiations on the terms and conditions for Bulgarian Energy Holding EAD to acquire an
equity interest of up to 20% in the consortium holding the Oil and Natural Gas Exploration Permit and Agreement for
the ‘Block 1-21 Han Asparuh’ area, and following the technical, financial, and legal consultations and negotiations
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
24
• Diversifying the supplies of fresh nuclear fuel
✓ Completion of the diversification process through supplies of an alternative type of nuclear fuel;
✓ Reducing the dependence of NPP Kozloduy EAD on a single supplier of nuclear fuel subject to
compliance with the conditions and requirements for nuclear safety.
• Regional and European connectivity of the systems
✓ Projects aiming at optimally connecting the Bulgarian market with regional and European markets, thus
achieving one of the major European aims – merger of the markets, on the one hand, and enhanced
energy security, on the other hand.
✓ The main ongoing projects in this direction are the Vertical Gas Corridor, which will interconnect the
networks of Bulgaria, Greece, Romania and Hungary and will allow the transmission of natural gas
along the axis of this corridor. Improved connectivity of the transmission systems within the Vertical
Corridor is in line with the overall European priorities in the Energy sector to enhance energy security,
market integration and increased competition through diversification of routes and sources of natural
gas;
✓ Expansion and increase of electricity grid capacity.
4.2. Investments
On 19 January 2024, the Vertical Corridor Memorandum was renewed in Athens, Greece, in the framework of the
Interconnection Initiative – CESEC, which was joined by the gas transmission operators of Ukraine, Moldova and
Slovakia. The Vertical Corridor is a strategic route for transporting additional volumes of natural gas from alternative
sources for the region, including LNG through existing and future LNG terminals in Greece.
The capacity enhancement projects at the Kulata/Sidirokastro interconnection point from Greece to Bulgaria and at
the Negru Voda 1/Kardam interconnection point from Bulgaria to Romania are a key part of the overall vision of the
Vertical Corridor, and the simultaneous availability of the expanded infrastructure under both projects is necessary to
achieve the stated objectives of diversification and improved security of supply. The implementation of the projects
will provide Bulgartransgaz EAD's gas transmission network with the technical capability to transport increasing
quantities of natural gas from a variety of reliable sources, including LNG, in a south -north direction in support of
efforts to diversify and enhance security of supply for both Bulgaria and the countries of the region, while maximizing
the potential of the existing infrastructure.
On December 2, 2025, a capital increase of Bulgartransgaz EAD in the amount of BGN 95,292,033 was registered in
the Commercial Register and the Register of Non-Profit Legal Entities. Following the authorization granted by the
Minister of Energy and pursuant to a decision under Minutes No. 73/20.11.2025 of the Board of Directors of BEH
EAD, the capital of Bulgartransgaz EAD was increased through a cash contribution amounting to BGN 95,292,033
via the issuance of 95,292,033 new ordinary registered voting shares with a nominal value of BGN 1 each, with BEH
EAD subscribing for and acquiring the entire new share issue. Pursuant to the Law on the Introduction of the Euro in
the Republic of Bulgaria, on January 14, 2026, the converted capital amount was announced in the Commercial
Register and the Register of Non-Profit Legal Entities, totaling EUR 873,159,931.47, divided into 1,712,078,297
ordinary registered shares. All shares have a nominal value of EUR 0.51. The proceeds from the capital increase will
be utilized by Bulgartransgaz EAD for the specific purpose of implementing projects under the Vertical Gas Corridor
initiative of the gas transmission operators of Bulgaria, Greece, Romania, Hungary, Slovakia, Ukraine, and Moldova,
which enables the transmission of additional natural gas volumes from diversified and reliable sources from south to
north.
The construction of the Republic of Bulgarian sections of the aforementioned projects commenced in 2025.
4.3. Upcoming Material Transactions and Events
Acquisition of an Interest in the Rights and Obligations under the Oil and Natural Gas Exploration Permit and
Agreement for the ‘Block 1-21 Han Asparuh’ Area
In fulfillment of the Decision of the National Assembly of the Republic of Bulgaria dated July 21, 2023 (SG, issue
No. 63/2023) to conduct negotiations on the terms and conditions for Bulgarian Energy Holding EAD to acquire an
equity interest of up to 20% in the consortium holding the Oil and Natural Gas Exploration Permit and Agreement for
the ‘Block 1-21 Han Asparuh’ area, and following the technical, financial, and legal consultations and negotiations
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
25
conducted during the second half of 2025, at the end of December 2025 Bulgarian Energy Holding EAD is in the
process of acquiring a 10% interest in the rights and obligations under the Oil and Natural Gas Exploration Permit and
Agreement for the ‘Block 1-21 Han Asparuh’ area.
Effective from March 2025, the holders of 50% of the exploration rights and obligations are OMV Offshore Bulgaria
GmbH – Branch Office Bulgaria (acting as the Operator) and NewMed Energy Balkan Limited – Bulgaria Branch. In
December 2025, drilling operations commenced on the first of the two exploration wells in accordance with the 2025
budget and work programme. Depending on the drilling results, a new work program and budget are anticipated.
Initiating actions for the construction of a New Nuclear Power Capacity
On December 18, 2023, the National Assembly passed a Decision on initiating actions for the construction of Units 7
and 8 at Site No. 2 of the NPP Kozloduy using AP1000 technology, including an indicative time line of priority
activities pursuant to Appendix No. 1 to the decision (promulgated, SG, issue No. 105/2023). In fulfillment of this
decision and the country's strategic objectives to ensure its energy independence and security, a number of concrete
steps have been taken since 2023 for the construction of two new nuclear units with a total installed capacity of up to
2,300 MW.
In early 2023, an agreement was signed with Westinghouse Electric Company LLC for the provision of front -end
engineering design (FEED) services to support the construction of an AP1000 nuclear reactor facility at the NPP
Kozloduy site.
On 28 December 2023 BEH EAD increased the capital of NPP Kozloduy EAD by a cash contribution of BGN
1,500,000,000 and subsequently on 4 January 2024 the share capital of NPP Kozloduy-New Builds EAD was
increased with that amount with the aim of financing the next stage of the investment plan for the construction of a
new nuclear power capacity, namely the practical engineering, including the preparation of a technical design.
By Decision of the National Assembly dated February 23, 2024 (promulgated in SG, issue No. 17 of 2024), Hyundai
Engineering & Construction Co. Ltd. was selected to conduct negotiations as a potential contractor for the engineering,
procurement, construction, and commissioning of Units 7 and 8 at Site No. 2 of the Kozloduy NPP.
On November 4, 2024, an engineering contract for new nuclear capacities at Site No. 2 of the Kozloduy NPP was
concluded between NPP Kozloduy-New Builds EAD and the Westinghouse-HD&C Consortium (a consortium
between the Korean Hyundai Engineering and Construction and the American Westinghouse Electric Company). The
signed contract is a key milestone in the implementation of the project, which will determine the necessary investments
for the new nuclear reactors.
On July 16, 2025, an agreement was concluded between Kozloduy NPP-New Builds EAD and the U.S. bank Citi to
secure financing for the construction of the new nuclear capacities, in connection with the bank's role as the exclusive
coordinator and arranger of the export credit.
On December 2, 2025, a contract was signed laying the foundation for the comprehensive assessment, design,
construction, and commissioning of the future capacities utilizing the AP1000 technology, with a consortium of three
leading international companies: Laurentis Energy Partners (LEP), BWXT Canada Ltd. (BWXT) and Canadian
Nuclear Partners S.A. (CNPSA). The consortium will act as an engineering consultant and will support NPP Kozloduy
-New Builds. This strategic step will ensure the execution of the project in full compliance with all applicable
international and national regulatory standards, within a predictable time frame and within budget.
Three parallel processes are expected to be executed in 2026 – securing external financing, obtaining a construction
permit, and making a final investment decision. In the event that a decision is adopted to build the new nuclear units,
it is anticipated that a need will arise to increase the capital of NPP Kozloduy-New Builds EAD, as well as to provide
additional state support, including in the form of state guarantees, in order to ensure the financial sustainability and
successful realization of the project.
Purchase of Greenhouse Gas Emission Allowances
In 2026, Bulgarian Energy Holding EAD continues to implement its adopted policy for the ongoing purchase of
greenhouse gas emission allowances to cover the obligations of TPP Maritsa East 2 EAD in connection with the
greenhouse gases emitted by the plant.
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
25
conducted during the second half of 2025, at the end of December 2025 Bulgarian Energy Holding EAD is in the
process of acquiring a 10% interest in the rights and obligations under the Oil and Natural Gas Exploration Permit and
Agreement for the ‘Block 1-21 Han Asparuh’ area.
Effective from March 2025, the holders of 50% of the exploration rights and obligations are OMV Offshore Bulgaria
GmbH – Branch Office Bulgaria (acting as the Operator) and NewMed Energy Balkan Limited – Bulgaria Branch. In
December 2025, drilling operations commenced on the first of the two exploration wells in accordance with the 2025
budget and work programme. Depending on the drilling results, a new work program and budget are anticipated.
Initiating actions for the construction of a New Nuclear Power Capacity
On December 18, 2023, the National Assembly passed a Decision on initiating actions for the construction of Units 7
and 8 at Site No. 2 of the NPP Kozloduy using AP1000 technology, including an indicative time line of priority
activities pursuant to Appendix No. 1 to the decision (promulgated, SG, issue No. 105/2023). In fulfillment of this
decision and the country's strategic objectives to ensure its energy independence and security, a number of concrete
steps have been taken since 2023 for the construction of two new nuclear units with a total installed capacity of up to
2,300 MW.
In early 2023, an agreement was signed with Westinghouse Electric Company LLC for the provision of front -end
engineering design (FEED) services to support the construction of an AP1000 nuclear reactor facility at the NPP
Kozloduy site.
On 28 December 2023 BEH EAD increased the capital of NPP Kozloduy EAD by a cash contribution of BGN
1,500,000,000 and subsequently on 4 January 2024 the share capital of NPP Kozloduy-New Builds EAD was
increased with that amount with the aim of financing the next stage of the investment plan for the construction of a
new nuclear power capacity, namely the practical engineering, including the preparation of a technical design.
By Decision of the National Assembly dated February 23, 2024 (promulgated in SG, issue No. 17 of 2024), Hyundai
Engineering & Construction Co. Ltd. was selected to conduct negotiations as a potential contractor for the engineering,
procurement, construction, and commissioning of Units 7 and 8 at Site No. 2 of the Kozloduy NPP.
On November 4, 2024, an engineering contract for new nuclear capacities at Site No. 2 of the Kozloduy NPP was
concluded between NPP Kozloduy-New Builds EAD and the Westinghouse-HD&C Consortium (a consortium
between the Korean Hyundai Engineering and Construction and the American Westinghouse Electric Company). The
signed contract is a key milestone in the implementation of the project, which will determine the necessary investments
for the new nuclear reactors.
On July 16, 2025, an agreement was concluded between Kozloduy NPP-New Builds EAD and the U.S. bank Citi to
secure financing for the construction of the new nuclear capacities, in connection with the bank's role as the exclusive
coordinator and arranger of the export credit.
On December 2, 2025, a contract was signed laying the foundation for the comprehensive assessment, design,
construction, and commissioning of the future capacities utilizing the AP1000 technology, with a consortium of three
leading international companies: Laurentis Energy Partners (LEP), BWXT Canada Ltd. (BWXT) and Canadian
Nuclear Partners S.A. (CNPSA). The consortium will act as an engineering consultant and will support NPP Kozloduy
-New Builds. This strategic step will ensure the execution of the project in full compliance with all applicable
international and national regulatory standards, within a predictable time frame and within budget.
Three parallel processes are expected to be executed in 2026 – securing external financing, obtaining a construction
permit, and making a final investment decision. In the event that a decision is adopted to build the new nuclear units,
it is anticipated that a need will arise to increase the capital of NPP Kozloduy-New Builds EAD, as well as to provide
additional state support, including in the form of state guarantees, in order to ensure the financial sustainability and
successful realization of the project.
Purchase of Greenhouse Gas Emission Allowances
In 2026, Bulgarian Energy Holding EAD continues to implement its adopted policy for the ongoing purchase of
greenhouse gas emission allowances to cover the obligations of TPP Maritsa East 2 EAD in connection with the
greenhouse gases emitted by the plant.
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
26
5. Events after the reporting period
There were no adjusting events or other significant non-adjusting events between the date of the stand-alone financial
statements and the date of approval for issue, except for the following non-adjusting events:
‘Block 1-21 Han Asparuh’ Project
By virtue of Council of Ministers Decision No. 15 dated January 14, 2026, Bulgarian Energy Holding EAD acquired
a 10% interest in the rights and obligations under the permit and the agreement for oil and natural gas exploration,
from the project for oil an d natural gas exploration in the ‘Block 1 -21 Han Asparuh’ area, located in the exclusive
economic zone of the Republic of Bulgaria.
Financing of Mini Maritsa-Iztok EAD
On January 6, 2026, Amendment No. 2 to Loan Agreement No. 111-2025 dated November 22, 2025 of Mini Maritsa-
Iztok EAD was concluded, under which new financing in the amount of EUR 20,451,675.25 (BGN 40,000 thousand)
was granted, thereby increasing the loan amount up to EUR 56,242,106.93 (BGN 110,000 thousand). In accordance
with the terms and conditions of the loan agreement and the amendments thereto, the specific purpose of the funds is
for payments to personnel, social security funds, the state budget, and trade settlements. The term of the agreement is
12 months, effective from the date of the initial loan drawdown. On January 6, 2026, Mini Maritsa -Iztok EAD drew
down funds in the amount of EUR 20,451,675.25.
On February 23, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 10,000
thousand. Under the terms and conditions of the agreement, BEH EAD provides Mini Maritsa-Iztok EAD with
specific-purpose financing for settlements with personnel and social security funds, in the amount of EUR 10,000
thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On February 23, 2026, Mini
Maritsa-Iztok EAD drew down the loan funds in full.
On March 25, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 10,000
thousand. Under the terms and conditions of the loan agreement, BEH EAD provides Mini Maritsa -Iztok EAD with
specific-purpose financing for settlements with personnel, social security funds, and the state budget, in the amount
of EUR 10,000 thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On March
25, 2026, Mini Maritsa-Iztok EAD drew down the loan funds in full.
On April 23, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 25,000
thousand. Under the terms and conditions of the loan agreement, BEH EAD provides Mini Maritsa -Iztok EAD with
specific-purpose financing for settlements with personnel, social security funds, and the state budget, in the amount
of EUR 25,000 thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On April 23,
2026, Mini Maritsa-Iztok EAD drew down loan funds in the amount of EUR 16,000 thousand. On May 19, 2026, the
remaining balance of the loan was drawn down in the amount of EUR 9,000 thousand.
Capital Increase via Non-Cash Contribution
On February 19, 2026, an increase in the capital of Bulgarian Energy Holding EAD was registered in the Commercial
Register and the Register of Non-Profit Legal Entities through a non-cash contribution amounting to EUR
2,931,747.75, representing the ownership right to real estate – private state property, located in the city of Sofia,
Oborishte district, 8 Veslets Street, and consisting of a building with a built-up area of 369 sq. m. The newly issued
5,748,525 shares for the registration of the contribution in kind were acquired by the State, through the Minister of
Energy.
Renegotiation of the Terms of a Loan Granted to Minproekt EAD
On April 6, 2026, Supplemental Agreement No. 2 to the 2024 loan agreement with Minproekt EAD was concluded.
The agreement modifies the interest rate on the loan to an annual interest rate of 3.865%, effective from June 19, 2025.
The difference between the interest due and the interest accrued for the period shall be paid within one month from
the date of execution of the agreement.
Credit rating of Bulgarian Energy Holding EAD
On April 28, 2026, Fitch Ratings affirmed the Long-Term Foreign- and Local-Currency Issuer Default Ratings of
Bulgarian Energy Holding EAD at ‘BB+’ with a Stable outlook.
The rating reflects the holding company's stable financial position, as well as its position as a leading integrated
operator in the electricity and gas sector in Bulgaria and the region.
Change in the Management of Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
26
5. Events after the reporting period
There were no adjusting events or other significant non-adjusting events between the date of the stand-alone financial
statements and the date of approval for issue, except for the following non-adjusting events:
‘Block 1-21 Han Asparuh’ Project
By virtue of Council of Ministers Decision No. 15 dated January 14, 2026, Bulgarian Energy Holding EAD acquired
a 10% interest in the rights and obligations under the permit and the agreement for oil and natural gas exploration,
from the project for oil an d natural gas exploration in the ‘Block 1 -21 Han Asparuh’ area, located in the exclusive
economic zone of the Republic of Bulgaria.
Financing of Mini Maritsa-Iztok EAD
On January 6, 2026, Amendment No. 2 to Loan Agreement No. 111-2025 dated November 22, 2025 of Mini Maritsa-
Iztok EAD was concluded, under which new financing in the amount of EUR 20,451,675.25 (BGN 40,000 thousand)
was granted, thereby increasing the loan amount up to EUR 56,242,106.93 (BGN 110,000 thousand). In accordance
with the terms and conditions of the loan agreement and the amendments thereto, the specific purpose of the funds is
for payments to personnel, social security funds, the state budget, and trade settlements. The term of the agreement is
12 months, effective from the date of the initial loan drawdown. On January 6, 2026, Mini Maritsa -Iztok EAD drew
down funds in the amount of EUR 20,451,675.25.
On February 23, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 10,000
thousand. Under the terms and conditions of the agreement, BEH EAD provides Mini Maritsa-Iztok EAD with
specific-purpose financing for settlements with personnel and social security funds, in the amount of EUR 10,000
thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On February 23, 2026, Mini
Maritsa-Iztok EAD drew down the loan funds in full.
On March 25, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 10,000
thousand. Under the terms and conditions of the loan agreement, BEH EAD provides Mini Maritsa -Iztok EAD with
specific-purpose financing for settlements with personnel, social security funds, and the state budget, in the amount
of EUR 10,000 thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On March
25, 2026, Mini Maritsa-Iztok EAD drew down the loan funds in full.
On April 23, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 25,000
thousand. Under the terms and conditions of the loan agreement, BEH EAD provides Mini Maritsa -Iztok EAD with
specific-purpose financing for settlements with personnel, social security funds, and the state budget, in the amount
of EUR 25,000 thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On April 23,
2026, Mini Maritsa-Iztok EAD drew down loan funds in the amount of EUR 16,000 thousand. On May 19, 2026, the
remaining balance of the loan was drawn down in the amount of EUR 9,000 thousand.
Capital Increase via Non-Cash Contribution
On February 19, 2026, an increase in the capital of Bulgarian Energy Holding EAD was registered in the Commercial
Register and the Register of Non-Profit Legal Entities through a non-cash contribution amounting to EUR
2,931,747.75, representing the ownership right to real estate – private state property, located in the city of Sofia,
Oborishte district, 8 Veslets Street, and consisting of a building with a built-up area of 369 sq. m. The newly issued
5,748,525 shares for the registration of the contribution in kind were acquired by the State, through the Minister of
Energy.
Renegotiation of the Terms of a Loan Granted to Minproekt EAD
On April 6, 2026, Supplemental Agreement No. 2 to the 2024 loan agreement with Minproekt EAD was concluded.
The agreement modifies the interest rate on the loan to an annual interest rate of 3.865%, effective from June 19, 2025.
The difference between the interest due and the interest accrued for the period shall be paid within one month from
the date of execution of the agreement.
Credit rating of Bulgarian Energy Holding EAD
On April 28, 2026, Fitch Ratings affirmed the Long-Term Foreign- and Local-Currency Issuer Default Ratings of
Bulgarian Energy Holding EAD at ‘BB+’ with a Stable outlook.
The rating reflects the holding company's stable financial position, as well as its position as a leading integrated
operator in the electricity and gas sector in Bulgaria and the region.
Change in the Management of Bulgarian Energy Holding EAD
Bulgarian Energy Holding EAD
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
27
On May 21, 2026, an application for a change in the Board of Directors of Bulgarian Energy Holding EAD was
submitted to the Commercial Register and the Register of Non-Profit Legal Entities. By decision of the Minister of
Energy, Ivo Ivanov Todorov, Kalin Boyanov Filipov, Valentin Aleksiev Nikolov, Diyan Atanasov Ivanov, and Vasil
Georgiev Stoynov were released from office, and Ivo Ivanov Todorov, Andrey Stefanov Zhivkov, and Petar Valeriev
Angelov were appointed as state representatives, with Vasil Vasilev Vasilev and Ilza Mitkova Chinkova appointed as
independent members. Andrey Stefanov Zhivkov was elected as Executive Member. The change was entered in the
register on May 28, 2026.
Signed with electronic signature
ANDREY ZHIVKOV
CEO
BULGARIAN ENERGY HOLDING EAD
Sofia, 20 April 2026
Annual Individual Management Report
31 December 2025
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
27
On May 21, 2026, an application for a change in the Board of Directors of Bulgarian Energy Holding EAD was
submitted to the Commercial Register and the Register of Non-Profit Legal Entities. By decision of the Minister of
Energy, Ivo Ivanov Todorov, Kalin Boyanov Filipov, Valentin Aleksiev Nikolov, Diyan Atanasov Ivanov, and Vasil
Georgiev Stoynov were released from office, and Ivo Ivanov Todorov, Andrey Stefanov Zhivkov, and Petar Valeriev
Angelov were appointed as state representatives, with Vasil Vasilev Vasilev and Ilza Mitkova Chinkova appointed as
independent members. Andrey Stefanov Zhivkov was elected as Executive Member. The change was entered in the
register on May 28, 2026.
Signed with electronic signature
ANDREY ZHIVKOV
CEO
BULGARIAN ENERGY HOLDING EAD
Sofia, 20 April 2026
BULGARIAN ENERGY HOLDING EAD
CORPORATE GOVERNANCE STATEMENT
31 December 2025
CORPORATE GOVERNANCE STATEMENT
31 December 2025
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
2
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
1. GENERAL PROVISIONS
This Corporate Governance Statement of Bulgarian Energy Holding EAD (BEH EAD, the Company) has been
prepared in compliance with the requirements of Article 40, Paragraph 1 of the Accountancy Act and pursuant to
Article 100n, Paragraph 8 in conjunction with Paragraph 7, Item 1 of the Public Offering of Securities Act (POSA).
Bulgarian Energy Holding EAD is a public interest entity under § 1, Item 22 of the Supplementary Provisions of the
Accountancy Act and Article 2 of Directive 2013/34/EU of the European Parliament and of the Council, as its
transferable securities – bonds – have been admitted to trading on a regulated market in a European Union Member
State.
BEH EAD is a separate legal entity under the Bulgarian law, a sole-owner joint stock company acting in accordance
with the provisions of the Commerce Act, the Public Enterprises Act, the Rules on the application of the Public
Enterprises Act (the Rules) and the other legislative acts of the Republic of Bulgaria. The sole owner of the capital,
who has all the rights of a shareholder under the law and the Articles of Association, is the Bulgarian state through
the Minister of Energy.
The Company is managed by a one-tier management system. The Board of Directors has management, representative
and control functions.
The implementation of the Corporate Governance Code is both a statutory requirement and a result from the
willingness of the management for a constant improvement of the corporate governance principles and practices
adopted by the Company. The efforts of the executive management are focused on the transparency of the activity
through presentation of due and complete information, stakeholder consideration, independence, and prevention of
conflict of interests.
BEH EAD complies with the established principles and norms of corporate governance set out in the current
regulations applicable to the holding's activities. The company is also committed to specific actions and policies
regarding the sustainable development of its subsidiaries, including the disclosure of information related to climate
and social aspects of their operations. The Board of Directors of BEH EAD encourages the implementation and
monitors the observation on behalf of the subsidiaries of the established principles for sustainable development at a
group level, as well as it contributes to the establishment of sustainable development culture.
BEH EAD ensures effective engagement with the stakeholders. These stakeholders include certain individuals or
groups directly impacted by the Company’s operations and who also possess the ability to influence its activities. This
includes suppliers, clients, employees, creditors, advocacy groups, and others. The Company identifies these
stakeholders based on their significance, areas of influence, roles, and commitment to sustainable development. The
Board of Directors of BEH EAD complies with legal requirements when engaging with stakeholders. The corporate
management of the Company ensures the protection of stakeholder rights as mandated by law or through mutual
agreements with the companies. In line with good corporate governance practice, the Company com plies with the
principles of transparency, accountability and business ethics.
The Corporate Governance Statement is a separate report that is published together with the management report, both
of which are subject to publication on BEH EAD's corporate website: www.bgenh.com.
Corporate Governance Statement
31 December 2025
2
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
1. GENERAL PROVISIONS
This Corporate Governance Statement of Bulgarian Energy Holding EAD (BEH EAD, the Company) has been
prepared in compliance with the requirements of Article 40, Paragraph 1 of the Accountancy Act and pursuant to
Article 100n, Paragraph 8 in conjunction with Paragraph 7, Item 1 of the Public Offering of Securities Act (POSA).
Bulgarian Energy Holding EAD is a public interest entity under § 1, Item 22 of the Supplementary Provisions of the
Accountancy Act and Article 2 of Directive 2013/34/EU of the European Parliament and of the Council, as its
transferable securities – bonds – have been admitted to trading on a regulated market in a European Union Member
State.
BEH EAD is a separate legal entity under the Bulgarian law, a sole-owner joint stock company acting in accordance
with the provisions of the Commerce Act, the Public Enterprises Act, the Rules on the application of the Public
Enterprises Act (the Rules) and the other legislative acts of the Republic of Bulgaria. The sole owner of the capital,
who has all the rights of a shareholder under the law and the Articles of Association, is the Bulgarian state through
the Minister of Energy.
The Company is managed by a one-tier management system. The Board of Directors has management, representative
and control functions.
The implementation of the Corporate Governance Code is both a statutory requirement and a result from the
willingness of the management for a constant improvement of the corporate governance principles and practices
adopted by the Company. The efforts of the executive management are focused on the transparency of the activity
through presentation of due and complete information, stakeholder consideration, independence, and prevention of
conflict of interests.
BEH EAD complies with the established principles and norms of corporate governance set out in the current
regulations applicable to the holding's activities. The company is also committed to specific actions and policies
regarding the sustainable development of its subsidiaries, including the disclosure of information related to climate
and social aspects of their operations. The Board of Directors of BEH EAD encourages the implementation and
monitors the observation on behalf of the subsidiaries of the established principles for sustainable development at a
group level, as well as it contributes to the establishment of sustainable development culture.
BEH EAD ensures effective engagement with the stakeholders. These stakeholders include certain individuals or
groups directly impacted by the Company’s operations and who also possess the ability to influence its activities. This
includes suppliers, clients, employees, creditors, advocacy groups, and others. The Company identifies these
stakeholders based on their significance, areas of influence, roles, and commitment to sustainable development. The
Board of Directors of BEH EAD complies with legal requirements when engaging with stakeholders. The corporate
management of the Company ensures the protection of stakeholder rights as mandated by law or through mutual
agreements with the companies. In line with good corporate governance practice, the Company com plies with the
principles of transparency, accountability and business ethics.
The Corporate Governance Statement is a separate report that is published together with the management report, both
of which are subject to publication on BEH EAD's corporate website: www.bgenh.com.
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
3
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
2. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 1 of POSA
BEH EAD complies, as appropriate, with the National Corporate Governance Code in accordance with the Decision
dated 05.06.2025 of the Financial Supervision Commission, approving the amendments and supplements to the
National Corporate Governance Code, which were adopted by the National Corporate Governance Commission on
25.06.2024. The Code is applied on a ‘comply or explain’ basis, meaning that in the event of any deviation, the
management shall clarify the reasons therefor.
BEH EAD protects the rights of the sole shareholder – the state, described in Chapter 3 of the National Corporate
Governance Code.
BEH EAD implements a Corporate Governance Policy, adopted by the Board of Directors of BEH EAD by a
Resolution under item I.2. of Protocol No. 27-2018/17.05.2018. The main purpose of the Corporate Governance
Policy is to maintain and improve management standards and quality in line with global best practices for
transparency, respect for stakeholders, independence, and the avoidance of conflicts of interest in the conduct of the
Company's business. As a public enterprise in the energy sector, BEH EAD plays a key role for the economy of
Bulgaria, which predetermines the significance of the good corporate governance. BEH EAD is aware of its
importance for maintaining the economic effectiveness and competitiveness of the Republic of Bulgaria. Its
implementation raises the efficiency, transparency, and responsibility of Bulgarian Energy Holding EAD in pursuing
its activity at levels, competitive to the private sector. It is mandatory for all companies within the holding, as their
executive managements develop and apply internal implementing rules, strategies, and policies in conformity with it.
The strategic goals of the Corporate Governance Policy are to:
- Balance the development of the Company with the interests of the owner, management, stakeholders, and
existing and potential investors;
- Ensure a mechanism for honest, responsible, and effective management of the Company by its governing
bodies;
- Provide an opportunity for effective oversight of management by the principal and regulatory authorities;
- Guarantee the provision of information and predictability for existing and potential investors/bondholders
when making investment decisions;
- Achieve transparency and disclosure in the processes of providing information from the Company to
employees, partners, and stakeholders;
- Increase the trust of the owner, existing and potential investors, and stakeholders, and maintain a high
reputation of BEH EAD before the public.
BEH EAD adheres to an Information Disclosure Policy of BEH EAD adopted by a Decision under item I.1.10 of
Protocol No. 75-2022 of 13 October 2022 of the Board of Directors of BEH EAD. The Policy defines the scope of the
information subject to disclosure by BEH EAD in its capacity as a public enterprise, within the meaning of Art. 2,
para. 1 of the Public Enterprises Act. The Company discloses and provides easy access to all essential information,
including the financial status of the holding and BEH Group companies and its structure. BEH EAD discloses any
essential information regarding the operational activity of the Company, regardless of its nature, in compliance with
the principle of equal treatment of the addressees. As soon as possible, the Company discloses publicly internal
information in accordance with Regulation (EU) No. 596/2014 of the European Parliament. The Policy is publicly
accessible on the corporate webpage of the Company at: www.bgenh.com.
BEH EAD strictly complies with the requirements for disclosure of information in terms of time and completeness
according to the Bulgarian legislation and instructions of the Minister of Energy. Information on the annual, half -
yearly and quarterly financial statements, activity reports is disclosed in a timely manner on BEH EAD's website and
through the electronic information system for public enterprises administered by the Public Enterprises and Control
Agency.
BEH EAD does not publish a non-financial statement on an individual basis because it applies Article 51 of the
Accountancy Act, according to which the parent company of a large group prepares a consolidated non -financial
statement. The first reporting period for which the report on the activities of enterprises under Chapter Seven of the
Act includes a sustainability report is 2026. The consolidated non-financial statement shall include information on
how and to what extent the companies' activities qualify as environmentally sustainable, namely: what part of their
turnover is the result of products and services, related to economic activities qualified as environmentally sustainable;
the share of capital and operational expenses, if applicable, allocated to assets or processes linked to sustainable
activities.
3. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 2 of POSA
The number of the companies in which the members of the Board of Directors can hold managerial positions and the
number of successive mandates of the independent members of the Board of Directors is not defined in the regulatory
Corporate Governance Statement
31 December 2025
3
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
2. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 1 of POSA
BEH EAD complies, as appropriate, with the National Corporate Governance Code in accordance with the Decision
dated 05.06.2025 of the Financial Supervision Commission, approving the amendments and supplements to the
National Corporate Governance Code, which were adopted by the National Corporate Governance Commission on
25.06.2024. The Code is applied on a ‘comply or explain’ basis, meaning that in the event of any deviation, the
management shall clarify the reasons therefor.
BEH EAD protects the rights of the sole shareholder – the state, described in Chapter 3 of the National Corporate
Governance Code.
BEH EAD implements a Corporate Governance Policy, adopted by the Board of Directors of BEH EAD by a
Resolution under item I.2. of Protocol No. 27-2018/17.05.2018. The main purpose of the Corporate Governance
Policy is to maintain and improve management standards and quality in line with global best practices for
transparency, respect for stakeholders, independence, and the avoidance of conflicts of interest in the conduct of the
Company's business. As a public enterprise in the energy sector, BEH EAD plays a key role for the economy of
Bulgaria, which predetermines the significance of the good corporate governance. BEH EAD is aware of its
importance for maintaining the economic effectiveness and competitiveness of the Republic of Bulgaria. Its
implementation raises the efficiency, transparency, and responsibility of Bulgarian Energy Holding EAD in pursuing
its activity at levels, competitive to the private sector. It is mandatory for all companies within the holding, as their
executive managements develop and apply internal implementing rules, strategies, and policies in conformity with it.
The strategic goals of the Corporate Governance Policy are to:
- Balance the development of the Company with the interests of the owner, management, stakeholders, and
existing and potential investors;
- Ensure a mechanism for honest, responsible, and effective management of the Company by its governing
bodies;
- Provide an opportunity for effective oversight of management by the principal and regulatory authorities;
- Guarantee the provision of information and predictability for existing and potential investors/bondholders
when making investment decisions;
- Achieve transparency and disclosure in the processes of providing information from the Company to
employees, partners, and stakeholders;
- Increase the trust of the owner, existing and potential investors, and stakeholders, and maintain a high
reputation of BEH EAD before the public.
BEH EAD adheres to an Information Disclosure Policy of BEH EAD adopted by a Decision under item I.1.10 of
Protocol No. 75-2022 of 13 October 2022 of the Board of Directors of BEH EAD. The Policy defines the scope of the
information subject to disclosure by BEH EAD in its capacity as a public enterprise, within the meaning of Art. 2,
para. 1 of the Public Enterprises Act. The Company discloses and provides easy access to all essential information,
including the financial status of the holding and BEH Group companies and its structure. BEH EAD discloses any
essential information regarding the operational activity of the Company, regardless of its nature, in compliance with
the principle of equal treatment of the addressees. As soon as possible, the Company discloses publicly internal
information in accordance with Regulation (EU) No. 596/2014 of the European Parliament. The Policy is publicly
accessible on the corporate webpage of the Company at: www.bgenh.com.
BEH EAD strictly complies with the requirements for disclosure of information in terms of time and completeness
according to the Bulgarian legislation and instructions of the Minister of Energy. Information on the annual, half -
yearly and quarterly financial statements, activity reports is disclosed in a timely manner on BEH EAD's website and
through the electronic information system for public enterprises administered by the Public Enterprises and Control
Agency.
BEH EAD does not publish a non-financial statement on an individual basis because it applies Article 51 of the
Accountancy Act, according to which the parent company of a large group prepares a consolidated non -financial
statement. The first reporting period for which the report on the activities of enterprises under Chapter Seven of the
Act includes a sustainability report is 2026. The consolidated non-financial statement shall include information on
how and to what extent the companies' activities qualify as environmentally sustainable, namely: what part of their
turnover is the result of products and services, related to economic activities qualified as environmentally sustainable;
the share of capital and operational expenses, if applicable, allocated to assets or processes linked to sustainable
activities.
3. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 2 of POSA
The number of the companies in which the members of the Board of Directors can hold managerial positions and the
number of successive mandates of the independent members of the Board of Directors is not defined in the regulatory
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
4
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
acts of BEH EAD. However, the Company complies with the good practices, without a formal regulatory requirement
for prevention of high concentration of control functions in individual.
The remuneration of the Board of Directors of BEH EAD is determined in accordance with the terms and conditions
of the Rules on the application of the Public Enterprises Act. No remuneration other than that specified in the Rules
is allowed. As a public enterprise, BEH EAD complies with the provisions of the Public Enterprises Act and its
bylaws, and does not apply a deliberate Remuneration Policy.
4. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 3 of POSA
By a decision of the Board of Directors of 28 February 2017, an Internal Audit Unit was established at BEH EAD,
which is a separate department of direct subordination to the Executive Director. The internal audit activities comply
with the requirements of the Public Sector Internal Audit Act. By a decision of the Board of Directors of BEH EAD
under item I.2.1. of Protocol No. 68-2017/31.10.2017, as amended by a decision under item I.4.1. of Protocol No.
43/2023 of 29.06.2023, the Statute of the Internal Audit Department was approved. By a decision of the Board of
Directors of BEH EAD under item I.1.1. of Protocol No. 47-2023/12.07.2023, a Methodology for the implementation
of internal audit activities by the Internal Audit Department was approved. The scope of audit engagements for
assurance and consultation covers BEH EAD and its subsidiaries, excluding the independent transmission operators.
Internal audit supports the management and its subordinate structures in achieving the goals of the Holding by:
− Identifying and assessing the risks within the Holding;
− Assesses the adequacy and effectiveness of the financial management and control system with regard to:
(a) the identification, assessment, and management of risk by the management of the Holding;
(b) compliance with legislation, internal acts, and contracts;
(c) the reliability and comprehensiveness of financial and operational information;
(d) the effectiveness, efficiency, and economy of activities;
(e) the safeguarding of assets and information;
(f) the execution of tasks and the achievement of objectives.
− It provides recommendations for improving the activities and processes of management and control in the
holding and its subsidiaries.
On 2 April 2014, a Financial Management and Control System was approved in BEH EAD, which entered into force
on 14 April 2014. In 2024, the Financial Management and Control System was updated by the Decision of the Board
of Directors of BEH EAD under item I.2.1 of Protocol No. 111-2024/15.11.2024 and is effective as of 29 November
2024.
The purpose of the system is to provide reasonable assurance that the objectives of the Company are achieved through:
− compliance with legislation, the Company bye-laws and contracts entered into;
− reliability and comprehensiveness of financial and operational information;
− economy, efficiency and effectiveness of the activities;
− storage and protection of assets and information;
− preventing and detecting fraud and irregularities and taking follow-up action.
Financial management and control are carried out through the following interrelated elements:
− control environment;
− risk management;
− control activities;
− information and communication;
− monitoring.
The control environment includes:
− personal integrity and professional ethics of the employees of the Company;
− management philosophy and work style;
− an organizational structure ensuring separation of responsibilities, hierarchy and clear rules, rights, obligations
and reporting levels;
− human resource management policies and procedures;
− competence of staff.
Corporate Governance Statement
31 December 2025
4
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
acts of BEH EAD. However, the Company complies with the good practices, without a formal regulatory requirement
for prevention of high concentration of control functions in individual.
The remuneration of the Board of Directors of BEH EAD is determined in accordance with the terms and conditions
of the Rules on the application of the Public Enterprises Act. No remuneration other than that specified in the Rules
is allowed. As a public enterprise, BEH EAD complies with the provisions of the Public Enterprises Act and its
bylaws, and does not apply a deliberate Remuneration Policy.
4. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 3 of POSA
By a decision of the Board of Directors of 28 February 2017, an Internal Audit Unit was established at BEH EAD,
which is a separate department of direct subordination to the Executive Director. The internal audit activities comply
with the requirements of the Public Sector Internal Audit Act. By a decision of the Board of Directors of BEH EAD
under item I.2.1. of Protocol No. 68-2017/31.10.2017, as amended by a decision under item I.4.1. of Protocol No.
43/2023 of 29.06.2023, the Statute of the Internal Audit Department was approved. By a decision of the Board of
Directors of BEH EAD under item I.1.1. of Protocol No. 47-2023/12.07.2023, a Methodology for the implementation
of internal audit activities by the Internal Audit Department was approved. The scope of audit engagements for
assurance and consultation covers BEH EAD and its subsidiaries, excluding the independent transmission operators.
Internal audit supports the management and its subordinate structures in achieving the goals of the Holding by:
− Identifying and assessing the risks within the Holding;
− Assesses the adequacy and effectiveness of the financial management and control system with regard to:
(a) the identification, assessment, and management of risk by the management of the Holding;
(b) compliance with legislation, internal acts, and contracts;
(c) the reliability and comprehensiveness of financial and operational information;
(d) the effectiveness, efficiency, and economy of activities;
(e) the safeguarding of assets and information;
(f) the execution of tasks and the achievement of objectives.
− It provides recommendations for improving the activities and processes of management and control in the
holding and its subsidiaries.
On 2 April 2014, a Financial Management and Control System was approved in BEH EAD, which entered into force
on 14 April 2014. In 2024, the Financial Management and Control System was updated by the Decision of the Board
of Directors of BEH EAD under item I.2.1 of Protocol No. 111-2024/15.11.2024 and is effective as of 29 November
2024.
The purpose of the system is to provide reasonable assurance that the objectives of the Company are achieved through:
− compliance with legislation, the Company bye-laws and contracts entered into;
− reliability and comprehensiveness of financial and operational information;
− economy, efficiency and effectiveness of the activities;
− storage and protection of assets and information;
− preventing and detecting fraud and irregularities and taking follow-up action.
Financial management and control are carried out through the following interrelated elements:
− control environment;
− risk management;
− control activities;
− information and communication;
− monitoring.
The control environment includes:
− personal integrity and professional ethics of the employees of the Company;
− management philosophy and work style;
− an organizational structure ensuring separation of responsibilities, hierarchy and clear rules, rights, obligations
and reporting levels;
− human resource management policies and procedures;
− competence of staff.
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
5
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
By virtue of a Decision under Item I.1.1 of Minutes No. 29-2026/28.04.2026 of the Board of Directors of BEH EAD,
an updated Risk Management Policy of BEH EAD was adopted in accordance with the Guidelines of the Ministry of
Finance on risk management in public sector organizations. The rules and procedures for risk management in BEH
EAD are an integral part thereof.
The management of BEH EAD undertakes constant commitment to the processes of identification, assessment,
analysis and management of risks within the holding, as well as commitment to these processes at all management
and expert levels.
The Risk Management Strategy for the period 2026 - 2028 defines:
- the stages of the risk management process and their content;
- the participants in the implementation of the risk management process.
The implementation of the Strategy aims to:
- Identify, analyze and assess risks with a view to ensuring the possibility of fulfilling the Company’s goals;
- Determine the level of risk appetite and risk response actions (restriction, transfer, acceptance or termination);
- Establish and implement adequate and effective control mechanisms;
- Identify the roles and responsibilities of participants in the risk management process;
- Protect the Company’s reputation.
The Risk Management process in the Company comprises the following:
- Defining of the main objectives of the Company
- Identifying the risks;
- Controlling risk / controls;
- Risk assessment;
- Documenting the risk;
- Defining the level of risk appetite;
- Review and reporting on risk.
The Executive Director implements controls designed to provide reasonable assurance that risks are contained within
tolerable limits and includes, at a minimum:
- authorization and approval procedures;
- separation of responsibilities in a manner that prevents a single employee from having concurrent approval,
execution, and control responsibilities;
- a dual signature system that does not permit a financial commitment or payment to be made without the
signatures of the Executive Director and the Chief Accountant and Head of the Accounting Department;
- rules for access to assets and information;
- prior control for legality;
- ongoing control over the performance of financial commitments and contracts entered into;
- ex-post performance evaluations;
- policies and procedures for objective, accurate, complete, reliable and timely accounting of all business
transactions in accordance with the accounting policies adopted at BEH EAD;
- policies and procedures for human resources management;
- policies and procedures for maintaining personal integrity and professional ethics.
The information and communication systems in the company ensures:
- the identification, collection, and dissemination in an appropriate form and within appropriate time frames
of reliable and trustworthy information, enabling each employee to assume specific responsibilities;
- effective communication flowing horizontally and vertically across all hierarchical levels of the Company;
- the establishment of an appropriate management information system in the Company, aimed at bringing clear
and precise instructions and orders to the knowledge of all employees regarding their roles and
responsibilities in relation to financial management and control;
- implement a system for documentation and document work flow, containing rules for the preparation,
formatting, movement, use, and archiving of documents;
- establish an effective and timely reporting system, including reporting levels and deadlines, types of reports,
and reporting forms upon the detection of errors, irregularities, incorrect use, fraud, or abuse.
The Executive Director of BEH EAD shall ensure monitoring of the financial management and control system in order
to assess its functioning and to identify weaknesses and deficiencies in a timely manner and ensure its timely updating.
The system includes ongoing monitoring, self-assessment and internal audit.
Corporate Governance Statement
31 December 2025
5
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
By virtue of a Decision under Item I.1.1 of Minutes No. 29-2026/28.04.2026 of the Board of Directors of BEH EAD,
an updated Risk Management Policy of BEH EAD was adopted in accordance with the Guidelines of the Ministry of
Finance on risk management in public sector organizations. The rules and procedures for risk management in BEH
EAD are an integral part thereof.
The management of BEH EAD undertakes constant commitment to the processes of identification, assessment,
analysis and management of risks within the holding, as well as commitment to these processes at all management
and expert levels.
The Risk Management Strategy for the period 2026 - 2028 defines:
- the stages of the risk management process and their content;
- the participants in the implementation of the risk management process.
The implementation of the Strategy aims to:
- Identify, analyze and assess risks with a view to ensuring the possibility of fulfilling the Company’s goals;
- Determine the level of risk appetite and risk response actions (restriction, transfer, acceptance or termination);
- Establish and implement adequate and effective control mechanisms;
- Identify the roles and responsibilities of participants in the risk management process;
- Protect the Company’s reputation.
The Risk Management process in the Company comprises the following:
- Defining of the main objectives of the Company
- Identifying the risks;
- Controlling risk / controls;
- Risk assessment;
- Documenting the risk;
- Defining the level of risk appetite;
- Review and reporting on risk.
The Executive Director implements controls designed to provide reasonable assurance that risks are contained within
tolerable limits and includes, at a minimum:
- authorization and approval procedures;
- separation of responsibilities in a manner that prevents a single employee from having concurrent approval,
execution, and control responsibilities;
- a dual signature system that does not permit a financial commitment or payment to be made without the
signatures of the Executive Director and the Chief Accountant and Head of the Accounting Department;
- rules for access to assets and information;
- prior control for legality;
- ongoing control over the performance of financial commitments and contracts entered into;
- ex-post performance evaluations;
- policies and procedures for objective, accurate, complete, reliable and timely accounting of all business
transactions in accordance with the accounting policies adopted at BEH EAD;
- policies and procedures for human resources management;
- policies and procedures for maintaining personal integrity and professional ethics.
The information and communication systems in the company ensures:
- the identification, collection, and dissemination in an appropriate form and within appropriate time frames
of reliable and trustworthy information, enabling each employee to assume specific responsibilities;
- effective communication flowing horizontally and vertically across all hierarchical levels of the Company;
- the establishment of an appropriate management information system in the Company, aimed at bringing clear
and precise instructions and orders to the knowledge of all employees regarding their roles and
responsibilities in relation to financial management and control;
- implement a system for documentation and document work flow, containing rules for the preparation,
formatting, movement, use, and archiving of documents;
- establish an effective and timely reporting system, including reporting levels and deadlines, types of reports,
and reporting forms upon the detection of errors, irregularities, incorrect use, fraud, or abuse.
The Executive Director of BEH EAD shall ensure monitoring of the financial management and control system in order
to assess its functioning and to identify weaknesses and deficiencies in a timely manner and ensure its timely updating.
The system includes ongoing monitoring, self-assessment and internal audit.
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
6
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
5. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 4 of POSA
5.1. Information under Art. 10, paragraph 1 (c) of Directive 2004/25/ЕC of the European Parliament and
the Council of 21 April 2004.
Bulgarian Energy Holding EAD is the owner of an economically related group, which includes the following
companies as of 31 December 2025:
Company Country of
incorporation Core Business
31 December
2025
31 December
2024
% %
Subsidiaries
Natsionalna Elektricheska
Kompania (NEK) EAD
Bulgaria electricity generation and
public electricity supplier
100% 100%
Bulgargaz EAD Bulgaria public supply of natural gas 100% 100%
Bulgartransgaz EAD Bulgaria storage and transmission of
natural gas 100% 100%
Bulgartel EAD Bulgaria implementation of
telecommunications 100% 100%
Bulgartel Skopje DOOEL Macedonia implementation of
telecommunications 100% 100%
Balkan Gas Hub EAD Bulgaria
construction and operation of
an electronic platform for
trade with natural gas, energy
products, green and white
certificates, carbon-gas
emissions
100% 100%
NPP Kozloduy EAD Bulgaria generation of electricity and
thermal energy 100% 100%
HPP Kozloduy EAD Bulgaria
production and distribution of
electricity from a
hydroelectric power plant
100% 100%
NPP Kozloduy – New Builds EAD Bulgaria construction of energy units of
a nuclear power plant 100% 100%
NPP Construction Supervision
EOOD Bulgaria
assessing the compliance of
investment projects and
exercising construction
supervision in design and
construction
100% 100%
NPP Service EOOD Bulgaria
repair of general and special
purpose machines and
equipment
100% 100%
TPP Maritsa Iztok 2 EAD Bulgaria generation of electricity and
thermal energy 100% 100%
Mini Maritsa-Iztok EAD Bulgaria coal extraction and sale 100% 100%
Elektroenergien Sistemen Operator
EAD (ESO EAD) Bulgaria transmission of electricity 100% 100%
ESO Engineering EOOD Bulgaria
construction of technologies
and projects for energy
facilities and project
management
100% 100%
ESO Project EOOD Bulgaria
conceptual projects in
accordance with the Spatial
Development Act, consulting
activity
100% 100%
ESO Charge EAD Bulgaria
construction and operation of
electric and hydrogen
refueling systems
100% 100%
National Energy Operator (NEO) /
(Natsionalen Energien Operator)
EAD
Bulgaria
construction and operation of
systems for storage and
utilization of electricity from
RES
100% 100%
Corporate Governance Statement
31 December 2025
6
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
5. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 4 of POSA
5.1. Information under Art. 10, paragraph 1 (c) of Directive 2004/25/ЕC of the European Parliament and
the Council of 21 April 2004.
Bulgarian Energy Holding EAD is the owner of an economically related group, which includes the following
companies as of 31 December 2025:
Company Country of
incorporation Core Business
31 December
2025
31 December
2024
% %
Subsidiaries
Natsionalna Elektricheska
Kompania (NEK) EAD
Bulgaria electricity generation and
public electricity supplier
100% 100%
Bulgargaz EAD Bulgaria public supply of natural gas 100% 100%
Bulgartransgaz EAD Bulgaria storage and transmission of
natural gas 100% 100%
Bulgartel EAD Bulgaria implementation of
telecommunications 100% 100%
Bulgartel Skopje DOOEL Macedonia implementation of
telecommunications 100% 100%
Balkan Gas Hub EAD Bulgaria
construction and operation of
an electronic platform for
trade with natural gas, energy
products, green and white
certificates, carbon-gas
emissions
100% 100%
NPP Kozloduy EAD Bulgaria generation of electricity and
thermal energy 100% 100%
HPP Kozloduy EAD Bulgaria
production and distribution of
electricity from a
hydroelectric power plant
100% 100%
NPP Kozloduy – New Builds EAD Bulgaria construction of energy units of
a nuclear power plant 100% 100%
NPP Construction Supervision
EOOD Bulgaria
assessing the compliance of
investment projects and
exercising construction
supervision in design and
construction
100% 100%
NPP Service EOOD Bulgaria
repair of general and special
purpose machines and
equipment
100% 100%
TPP Maritsa Iztok 2 EAD Bulgaria generation of electricity and
thermal energy 100% 100%
Mini Maritsa-Iztok EAD Bulgaria coal extraction and sale 100% 100%
Elektroenergien Sistemen Operator
EAD (ESO EAD) Bulgaria transmission of electricity 100% 100%
ESO Engineering EOOD Bulgaria
construction of technologies
and projects for energy
facilities and project
management
100% 100%
ESO Project EOOD Bulgaria
conceptual projects in
accordance with the Spatial
Development Act, consulting
activity
100% 100%
ESO Charge EAD Bulgaria
construction and operation of
electric and hydrogen
refueling systems
100% 100%
National Energy Operator (NEO) /
(Natsionalen Energien Operator)
EAD
Bulgaria
construction and operation of
systems for storage and
utilization of electricity from
RES
100% 100%
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
7
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Company Country of
incorporation Core Business
31 December
2025
31 December
2024
% %
Minproekt EAD Bulgaria design, research and
development engineering 100% 100%
Joint ventures
ICGB AD Bulgaria construction and operation of
a gas transmission system 50% 50%
South Stream Bulgaria AD Bulgaria construction and operation of
a gas transmission system 50% 50%
Operator Zagore AD Bulgaria
operation of closed
distribution system,
distribution of electricity and
natural gas in closed
distribution network
50% -
Southeast Electricity Network
Coordination Center (SEleNe CC) Greece
Regional Security Coordinator
for Southeast Europe with the
purpose of maintaining the
electricity system
33% 33%
Gastrade S.A. Greece construction of a liquefied
natural gas terminal 20% 20%
Associated companies
ContourGlobal Maritsa Iztok 3 AD Bulgaria generation of electricity 27% 27%
ContourGlobal Operations
Bulgaria AD Bulgaria
operation and maintenance
of a thermal power plant 27% 27%
ZAD Energy AD Bulgaria insurance and reinsurance 48.08% 48.08%
Allianz Bulgaria Pension Company
AD Bulgaria pension insurance 34% 34%
Hydro Power Company (HPC)
Gorna Arda AD Bulgaria
construction of hydro power
plants 24% 24%
5.2. Information under Art. 10, paragraph 1 (d) of Directive 2004/25/EC of the European Parliament and
of the Council of 21 April 2004
BEH EAD has no issued securities with special rights of control.
5.3. Information under Art. 10, paragraph 1 (f) of Directive 2004/25/ЕC of the European Parliament and
the Council of 21 April 2004.
There are no restrictions on voting rights.
5.4. Information under Art. 10, paragraph 1 (h) of Directive 2004/25/ЕC of the European Parliament and
the Council of 21 April 2004.
The rules that regulate the appointment and replacement of the board members are described in item 6.
The Sole Owner of the Capital amends and supplements the Company Articles of Association.
5.5. Information under Art. 10, paragraph 1 (i) of Directive 2004/25/ЕC of the European Parliament and
the Council of 21 April 2004.
The powers of the members of the Board of Directors are described in item 6.
Corporate Governance Statement
31 December 2025
7
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Company Country of
incorporation Core Business
31 December
2025
31 December
2024
% %
Minproekt EAD Bulgaria design, research and
development engineering 100% 100%
Joint ventures
ICGB AD Bulgaria construction and operation of
a gas transmission system 50% 50%
South Stream Bulgaria AD Bulgaria construction and operation of
a gas transmission system 50% 50%
Operator Zagore AD Bulgaria
operation of closed
distribution system,
distribution of electricity and
natural gas in closed
distribution network
50% -
Southeast Electricity Network
Coordination Center (SEleNe CC) Greece
Regional Security Coordinator
for Southeast Europe with the
purpose of maintaining the
electricity system
33% 33%
Gastrade S.A. Greece construction of a liquefied
natural gas terminal 20% 20%
Associated companies
ContourGlobal Maritsa Iztok 3 AD Bulgaria generation of electricity 27% 27%
ContourGlobal Operations
Bulgaria AD Bulgaria
operation and maintenance
of a thermal power plant 27% 27%
ZAD Energy AD Bulgaria insurance and reinsurance 48.08% 48.08%
Allianz Bulgaria Pension Company
AD Bulgaria pension insurance 34% 34%
Hydro Power Company (HPC)
Gorna Arda AD Bulgaria
construction of hydro power
plants 24% 24%
5.2. Information under Art. 10, paragraph 1 (d) of Directive 2004/25/EC of the European Parliament and
of the Council of 21 April 2004
BEH EAD has no issued securities with special rights of control.
5.3. Information under Art. 10, paragraph 1 (f) of Directive 2004/25/ЕC of the European Parliament and
the Council of 21 April 2004.
There are no restrictions on voting rights.
5.4. Information under Art. 10, paragraph 1 (h) of Directive 2004/25/ЕC of the European Parliament and
the Council of 21 April 2004.
The rules that regulate the appointment and replacement of the board members are described in item 6.
The Sole Owner of the Capital amends and supplements the Company Articles of Association.
5.5. Information under Art. 10, paragraph 1 (i) of Directive 2004/25/ЕC of the European Parliament and
the Council of 21 April 2004.
The powers of the members of the Board of Directors are described in item 6.
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
8
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 5 of POSA
The governing bodies of BEH EAD are:
- The Sole Owner of the Capital;
- The Board of Directors.
BEH EAD has an appointed an Audit committee pursuant to Art. 107 of the Independent Financial Audit and
Assurance of Sustainability Reporting Act.
6.1. Sole Owner of the Capital
6.1.1. Status
The Sole Owner of the Capital of BEH EAD is the Republic of Bulgaria. The State rights as the Sole Owner of the
Capital are exercised by the Minister of Energy, who has the capacity of principal of the Company, and is the body
empowered to make all decisions passed within the competence of the Sole Owner of the Capital according to the law
or to the Articles of Association.
6.1.2. Competence
(1) The Sole Owner of the Capital has all the rights of a shareholder of BEH EAD according to the law and the
Articles of Association. The Sole Owner of the Capital decides all matters which the law places within the
competence of the General Meeting of Shareholders.
(2) The Sole Owner of the Capital:
- amends and supplements the Articles of Association of BEH EAD;
- increases and decreases the capital of the Company;
- transforms or terminates the Company;
- selects and dismisses the members of the Board of Directors and determines their remuneration;
- selects and dismisses the registered auditor ;
- approves the annual financial statements, following the attestation of the appointed registered auditor ;
- decides on issuing bonds, distributing profits, replenishing the reserve fund and paying out dividends;
- appoints the liquidators upon termination of the Company, except in the event of insolvency, and enters
into contracts with them;
- discharges the members of the Board of Directors from liability;
- makes decisions on the opening, transfer or closure of branches of the Company;
- determines the amount of the compensation for the owners of nationalized properties, which they
receive in the cases set forth in Art.18 of the Transformation and Privatization of Governmental and
Municipal Enterprises Act (repealed) and the Compensation of Owners of Nationalized Properties Act;
- approves decisions of the Board of Directors for: disposal transactions with fixed assets and for the
establishment of in rem rights on real estate, the value of which exceeds the lower of BGN 500 thousand
or 5% of the carrying amount of the fixed assets as of 31 December of the previous year; use or lease
of real estate or assets, the carrying amount of which exceeds 5% of the carrying amount of the fixed
assets as of 31 December of the previous year; acquisition of shares and/or stocks in other companies,
as well as for the disposal of shares and/or stocks owned by the Company in other companies; obtaining
loans or credit; providing loans; providing guarantees (with the exception of guarantees provided
pursuant to the Public Procurement Act), assuming surety obligations, providing targeted financing, and
providing collateral to third parties; concluding joint activity agreements (so-called ‘joint ventures’);
assuming bill of exchange obligations; securing obligations of the Company by establishing a mortgage
or a pledge on fixed assets of the Company; concluding a judicial or extrajudicial settlement whereby
obligations of the Company are recognized or a claim of the Company against third parties is waived;
material changes in the activity of the Company; significant organizational changes, long-term
cooperation of material importance to the Company, as well as the termination of such cooperation;
- approves the selection of an insurer when concluding compulsory insurance contracts;
- authorizes the conclusion of contracts for sale, exchange and renting of fixed assets, as well as the
creation of a right in rem through direct negotiation, where the starting price is defined by an
independent evaluator;
- authorizes the sale or exchange of houses, studios, offices and garages of Company’s employees;
- approves the Company’s business program prepared by the Board of Directors;
- makes decisions on the distribution of the Company’s profit and its payment, and on the payment of
royalties to the members of the Board of Directors, as well as determines their amount.
Corporate Governance Statement
31 December 2025
8
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 5 of POSA
The governing bodies of BEH EAD are:
- The Sole Owner of the Capital;
- The Board of Directors.
BEH EAD has an appointed an Audit committee pursuant to Art. 107 of the Independent Financial Audit and
Assurance of Sustainability Reporting Act.
6.1. Sole Owner of the Capital
6.1.1. Status
The Sole Owner of the Capital of BEH EAD is the Republic of Bulgaria. The State rights as the Sole Owner of the
Capital are exercised by the Minister of Energy, who has the capacity of principal of the Company, and is the body
empowered to make all decisions passed within the competence of the Sole Owner of the Capital according to the law
or to the Articles of Association.
6.1.2. Competence
(1) The Sole Owner of the Capital has all the rights of a shareholder of BEH EAD according to the law and the
Articles of Association. The Sole Owner of the Capital decides all matters which the law places within the
competence of the General Meeting of Shareholders.
(2) The Sole Owner of the Capital:
- amends and supplements the Articles of Association of BEH EAD;
- increases and decreases the capital of the Company;
- transforms or terminates the Company;
- selects and dismisses the members of the Board of Directors and determines their remuneration;
- selects and dismisses the registered auditor ;
- approves the annual financial statements, following the attestation of the appointed registered auditor ;
- decides on issuing bonds, distributing profits, replenishing the reserve fund and paying out dividends;
- appoints the liquidators upon termination of the Company, except in the event of insolvency, and enters
into contracts with them;
- discharges the members of the Board of Directors from liability;
- makes decisions on the opening, transfer or closure of branches of the Company;
- determines the amount of the compensation for the owners of nationalized properties, which they
receive in the cases set forth in Art.18 of the Transformation and Privatization of Governmental and
Municipal Enterprises Act (repealed) and the Compensation of Owners of Nationalized Properties Act;
- approves decisions of the Board of Directors for: disposal transactions with fixed assets and for the
establishment of in rem rights on real estate, the value of which exceeds the lower of BGN 500 thousand
or 5% of the carrying amount of the fixed assets as of 31 December of the previous year; use or lease
of real estate or assets, the carrying amount of which exceeds 5% of the carrying amount of the fixed
assets as of 31 December of the previous year; acquisition of shares and/or stocks in other companies,
as well as for the disposal of shares and/or stocks owned by the Company in other companies; obtaining
loans or credit; providing loans; providing guarantees (with the exception of guarantees provided
pursuant to the Public Procurement Act), assuming surety obligations, providing targeted financing, and
providing collateral to third parties; concluding joint activity agreements (so-called ‘joint ventures’);
assuming bill of exchange obligations; securing obligations of the Company by establishing a mortgage
or a pledge on fixed assets of the Company; concluding a judicial or extrajudicial settlement whereby
obligations of the Company are recognized or a claim of the Company against third parties is waived;
material changes in the activity of the Company; significant organizational changes, long-term
cooperation of material importance to the Company, as well as the termination of such cooperation;
- approves the selection of an insurer when concluding compulsory insurance contracts;
- authorizes the conclusion of contracts for sale, exchange and renting of fixed assets, as well as the
creation of a right in rem through direct negotiation, where the starting price is defined by an
independent evaluator;
- authorizes the sale or exchange of houses, studios, offices and garages of Company’s employees;
- approves the Company’s business program prepared by the Board of Directors;
- makes decisions on the distribution of the Company’s profit and its payment, and on the payment of
royalties to the members of the Board of Directors, as well as determines their amount.
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
9
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- elects, authorizes and dismisses the Company’s procurator(s), determines the scope of their
representative power, concludes the contract(s) for procuration with notarized certification of
signatures.
- decides also on other matters, provided in its competency by the law and the Articles of Association.
6.1.3. Decision-making
(1) The Sole Owner of the Capital makes decisions within the competence of an ordinary annual General
Meeting once а year, and within the competence of an extraordinary General Meeting as necessary. No
invitation is announced in the Commercial Register and the Register of Non-Profit Legal Entities by the
Sole Owner of the Capital on the exercise of the competence of the General Meeting. The Sole Owner of
the Capital may make decisions within the competence of the General Meeting at any time in writing.
(2) The Board of Directors fulfills its obligations under Art. 223, respectively under Art. 251 of the
Commerce Act, by sending a written application to the Sole Owner of the Capital regarding the necessity,
respectively the readiness, to make decisions by the Sole Owner of the Capital. The written application
contains proposals concerning the matters on which the Board of Directors proposes to the Sole Owner of
the Capital to make decisions. The proposals do not bind the Sole Owner of the Capital to consider a nd
decide on the issues raised, and do not limit him/her with respect to the range of issues on which he can
make decisions.
(3) For the decisions of the sole owner of the capital, a protocol is drawn up in written form and it is signed
by the principal of BEH EAD.
(4) If the Sole Owner of the Capital wishes the members of the Board of Directors to be present during
the decision-making process, they are obliged to do so. The Sole Owner of the Capital may require from
the present members of the Board of Directors or from other persons invited by him, to countersign the
record with the decisions made by the Sole Owner of the Capital.
6.2. Board of Directors of BEH EAD
6.2.1. Composition
As of 31.12.2025, BEH EAD is managed by a Board of Directors with members:
Vasil Georgiev Stoynov
Kalin Boyanov Filipov
Valentin Aleksiev Nikolov
Ivo Ivanov Todorov
Diyan Atanasov Ivanov
Vasil Georgiev Stoynov was elected Chairman of the Board of Directors, and Valentin Aleksiev Nikolov was elected
to represent the Company having been appointed Executive Director at a meeting of the Board of Directors.
As of the date of issue of the Corporate Governance Statement, the current Board of Directors of BEH EAD, appointed
by the relevant protocol decisions of the Minister of Energy, is as follows:
Vasil Georgiev Stoynov
Kalin Boyanov Filipov
Valentin Aleksiev Nikolov
Ivo Ivanov Todorov
Diyan Atanasov Ivanov
Vasil Georgiev Stoynov was elected Chairman of the Board of Directors, and Valentin Aleksiev Nikolov was elected
to represent the Company having been appointed Executive Director at a meeting of the Board of Directors.
6.2.2. Status
(1) The Board of Directors reports to the Sole Owner of the Capital for the management of the Company.
It holds meetings depending on the need, but at least once every three months.
(2) The Board of Directors consists of at least five members – natural persons, who are elected and
appointed after holding a competition, under conditions and by the order, regulated in the Regulations for
application of the Public Enterprises Act.
Corporate Governance Statement
31 December 2025
9
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- elects, authorizes and dismisses the Company’s procurator(s), determines the scope of their
representative power, concludes the contract(s) for procuration with notarized certification of
signatures.
- decides also on other matters, provided in its competency by the law and the Articles of Association.
6.1.3. Decision-making
(1) The Sole Owner of the Capital makes decisions within the competence of an ordinary annual General
Meeting once а year, and within the competence of an extraordinary General Meeting as necessary. No
invitation is announced in the Commercial Register and the Register of Non-Profit Legal Entities by the
Sole Owner of the Capital on the exercise of the competence of the General Meeting. The Sole Owner of
the Capital may make decisions within the competence of the General Meeting at any time in writing.
(2) The Board of Directors fulfills its obligations under Art. 223, respectively under Art. 251 of the
Commerce Act, by sending a written application to the Sole Owner of the Capital regarding the necessity,
respectively the readiness, to make decisions by the Sole Owner of the Capital. The written application
contains proposals concerning the matters on which the Board of Directors proposes to the Sole Owner of
the Capital to make decisions. The proposals do not bind the Sole Owner of the Capital to consider a nd
decide on the issues raised, and do not limit him/her with respect to the range of issues on which he can
make decisions.
(3) For the decisions of the sole owner of the capital, a protocol is drawn up in written form and it is signed
by the principal of BEH EAD.
(4) If the Sole Owner of the Capital wishes the members of the Board of Directors to be present during
the decision-making process, they are obliged to do so. The Sole Owner of the Capital may require from
the present members of the Board of Directors or from other persons invited by him, to countersign the
record with the decisions made by the Sole Owner of the Capital.
6.2. Board of Directors of BEH EAD
6.2.1. Composition
As of 31.12.2025, BEH EAD is managed by a Board of Directors with members:
Vasil Georgiev Stoynov
Kalin Boyanov Filipov
Valentin Aleksiev Nikolov
Ivo Ivanov Todorov
Diyan Atanasov Ivanov
Vasil Georgiev Stoynov was elected Chairman of the Board of Directors, and Valentin Aleksiev Nikolov was elected
to represent the Company having been appointed Executive Director at a meeting of the Board of Directors.
As of the date of issue of the Corporate Governance Statement, the current Board of Directors of BEH EAD, appointed
by the relevant protocol decisions of the Minister of Energy, is as follows:
Vasil Georgiev Stoynov
Kalin Boyanov Filipov
Valentin Aleksiev Nikolov
Ivo Ivanov Todorov
Diyan Atanasov Ivanov
Vasil Georgiev Stoynov was elected Chairman of the Board of Directors, and Valentin Aleksiev Nikolov was elected
to represent the Company having been appointed Executive Director at a meeting of the Board of Directors.
6.2.2. Status
(1) The Board of Directors reports to the Sole Owner of the Capital for the management of the Company.
It holds meetings depending on the need, but at least once every three months.
(2) The Board of Directors consists of at least five members – natural persons, who are elected and
appointed after holding a competition, under conditions and by the order, regulated in the Regulations for
application of the Public Enterprises Act.
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
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This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
(3) The Board of Directors elects one or two of its members as executive members and the rest are non -
executive members. The term of the Board of Directors has а duration of 3 (three) years, as of the entry of
the Board of Directors in the Commercial Register and the Register of Non-Profit Legal Entities, with the
Board of Directors continuing to exercise its competence until а new Board of Directors is entered even
after its term has expired.
(4) A member of the Board of Directors of the Company may be a Bulgarian citizen or a citizen of the
European Union, of a State party to the Agreement on the European Economic Area, or of the Swiss
Confederation, who:
- Has a university degree;
- Has at least 5 years professional experience;
- Is not placed under guardianship;
- Has not been convicted of criminal offense of a general nature;
- Is not deprived from the right to hold the respective office;
- Is not declared insolvent as a sole trader or a general partner in a company, which has been declared
insolvent, if there are unsatisfied creditors left;
- Has not been а member of an executive or supervisory body, respectively cooperation, terminated
due to insolvency in the last two years before the appointment, if there are unsatisfied creditors left;
- Is not a husband/wife or a person in de facto cohabitation, relative in a straight line, or in a collateral
line up to the fourth degree inclusive, and by matchmaking - up to the second degree inclusive, of a
manager or a member of a collective body for management and control of this public enterprise;
- Does not hold a high public office under Article 6, Paragraph 1, Items 1 - 35, Item 38 and Item 39
of the Anti-Corruption Act, is not a member of a political cabinet, nor is a municipal secretary;
- Does not perform commercial transactions similar to the Company’s activity on its own behalf or
on the behalf of a third party.
- Is not a partner in a general partnership, limited partnership companies and limited liability
companies, when it performs an activity similar to that of the Company;
- Is not a director or member of an executive or supervisory body of another public company.
(5) Executive members of the boards of directors cannot be persons who work under an employment
contract or under an official legal relationship.
(6) The Company may have one or two procurators, for which people meeting the requirements listed above
may be chosen. The procurators are assigned and empowered by the Sole Owner of the Capital of the
Company. The contracts with the procurator(s) are signed by the Sole Owner of the Capital.
6.2.3. Functions
The Board of Directors shall manage the Company and supervise the activities of the Executive Director(s), including
with respect to compliance with the Policies. It performs all functions and decides all matters which are not within the
exclusive competence of the Sole Owner of the Capital by virtue of the law or these Articles of Association. The
Board of Directors adopts Regulations for its operation.
The Board of Directors may establish special committees comprising of its members, such as remuneration or risk
management committees. The committees prepare decisions, which are adopted by the Board of Directors. Decision -
making powers are not delegated to committees. The committees are chaired by an independent member of the board.
The Board of Directors prepares annual self-assessments of its activities and effectiveness, which are submitted to the
body exercising the rights of the State and to the Public Enterprises and Control Agency.
Corporate Governance Statement
31 December 2025
10
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
(3) The Board of Directors elects one or two of its members as executive members and the rest are non -
executive members. The term of the Board of Directors has а duration of 3 (three) years, as of the entry of
the Board of Directors in the Commercial Register and the Register of Non-Profit Legal Entities, with the
Board of Directors continuing to exercise its competence until а new Board of Directors is entered even
after its term has expired.
(4) A member of the Board of Directors of the Company may be a Bulgarian citizen or a citizen of the
European Union, of a State party to the Agreement on the European Economic Area, or of the Swiss
Confederation, who:
- Has a university degree;
- Has at least 5 years professional experience;
- Is not placed under guardianship;
- Has not been convicted of criminal offense of a general nature;
- Is not deprived from the right to hold the respective office;
- Is not declared insolvent as a sole trader or a general partner in a company, which has been declared
insolvent, if there are unsatisfied creditors left;
- Has not been а member of an executive or supervisory body, respectively cooperation, terminated
due to insolvency in the last two years before the appointment, if there are unsatisfied creditors left;
- Is not a husband/wife or a person in de facto cohabitation, relative in a straight line, or in a collateral
line up to the fourth degree inclusive, and by matchmaking - up to the second degree inclusive, of a
manager or a member of a collective body for management and control of this public enterprise;
- Does not hold a high public office under Article 6, Paragraph 1, Items 1 - 35, Item 38 and Item 39
of the Anti-Corruption Act, is not a member of a political cabinet, nor is a municipal secretary;
- Does not perform commercial transactions similar to the Company’s activity on its own behalf or
on the behalf of a third party.
- Is not a partner in a general partnership, limited partnership companies and limited liability
companies, when it performs an activity similar to that of the Company;
- Is not a director or member of an executive or supervisory body of another public company.
(5) Executive members of the boards of directors cannot be persons who work under an employment
contract or under an official legal relationship.
(6) The Company may have one or two procurators, for which people meeting the requirements listed above
may be chosen. The procurators are assigned and empowered by the Sole Owner of the Capital of the
Company. The contracts with the procurator(s) are signed by the Sole Owner of the Capital.
6.2.3. Functions
The Board of Directors shall manage the Company and supervise the activities of the Executive Director(s), including
with respect to compliance with the Policies. It performs all functions and decides all matters which are not within the
exclusive competence of the Sole Owner of the Capital by virtue of the law or these Articles of Association. The
Board of Directors adopts Regulations for its operation.
The Board of Directors may establish special committees comprising of its members, such as remuneration or risk
management committees. The committees prepare decisions, which are adopted by the Board of Directors. Decision -
making powers are not delegated to committees. The committees are chaired by an independent member of the board.
The Board of Directors prepares annual self-assessments of its activities and effectiveness, which are submitted to the
body exercising the rights of the State and to the Public Enterprises and Control Agency.
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
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This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6.2.4. Competence
(1) The Board of Directors exercises the entire competence of a Board of Directors according to the law
and the Articles of Association of BEH EAD.
(2) The Board of Directors:
- organizes, manages and monitors the entire activity of BEH EAD;
- prepares a business program of BEH EAD for the whole term and for each year separately and ensures
its implementation;
- implements the investment policy of the Company and decides on the acquisition of property and other
real estate rights;
- settles the issues related to the movement and the marketing of the equity securities of BEH EAD, the
bonds and the securities in civil turnover, which are not of the exclusive competence of the Sole Owner
of the Capital, or which have been delegated to it by the principal;
- elects one or two of its members as executive directors and authorizes them to manage and represent
the Company before third parties. In the event that two Executive Directors are elected, they shall
represent the Company in a manner determined by the Board of Directors.
- makes unanimous decisions on all transactions set forth in Art. 236, para. 2 of the Commerce Act;
- adopts Corporate Governance Policy, Financial and Accounting Policy, Information Technology
Policy, Human Resource Management Policy, Investment Management and Projects Policy, Public
Procurement Policy (including Policy for Conducting Tenders, Competitions and Direct Contracts for
the Supply of Goods and Delivery of Works and Services), Policy on Tenders, Competitions and Direct
Contracts for Sale, Exchange and Leasing of Fixed Assets, Risk Management and Internal Audit Policy,
and other policies that are mandatory for the Company and its subsidiaries; it is also responsible for
implementing those Policies;
- makes proposals to the principal for solving issues, which are of the competence of the Sole Owner of
the Capital, and decides on all other issues stipulated to be solved by the Board of Directors in the
current statute.
(3) With а preliminary written approval by the principal, the Board of Directors may discharge an Executive
Director at any time and replace them with another member of the Board of Directors.
6.2.5. Contracts with members of the Board of Directors of BEH EAD, Remunerations and Expenses
(1) Each member of the Board of Directors concludes a management contract with the Sole Owner of the
Capital. The contract is concluded until the end of the term of the Board of Directors and contains the rights
and obligations of the parties, the amount of remuneration and the method of its payment, the liability of
the parties in case of default, the grounds for termination of the contract, and the type and amount of the
guarantee, which the members provide for their management, and the amount of the penalty for early
termination of the contract not through the fault of the member the Board of Directors, as well as the
relations between the parties in the period from the contract termination to the deletion of the released
member of the Board of Directors from the Commercial Register and the Register of Non-Profit Legal
Entities.
(2) The members of the Board of Directors receive remuneration determined in terms of amount and method
of payment by the Sole Owner of the capital in compliance with the current regulations
(3) The members of the Board of Directors must provide a guarantee for their management in the amount
in the amount of not less than three monthly gross remunerations, determined by the Sole Owner of the
capital. The provided guarantee is returned upon termination of the contract and following the decision of
the Sole Owner of the Company for release from liability. When the guarantee was paid in cash, the interests
on the paid amount are subject to refunding as well.
(4) In case of need of business trips, the members of the Board of Directors are sent on а mission abroad
by the Minister of Energy under conditions established by such minister, pursuant to the regulatory
framework in force, and for those in Bulgaria – by the Executive Director (the Executive Directors)
(including if the Executive Director (the Executive Directors) is sent (are sent) on а mission alone at the
expense of the Company. Upon conducting meetings of the bodies of the Company, the expenses for
holding the meeting and for seconding the members of the Board of Directors, if the venue differs from the
place of residence of a member of the Board of Directors, are borne by the Company.
Corporate Governance Statement
31 December 2025
11
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6.2.4. Competence
(1) The Board of Directors exercises the entire competence of a Board of Directors according to the law
and the Articles of Association of BEH EAD.
(2) The Board of Directors:
- organizes, manages and monitors the entire activity of BEH EAD;
- prepares a business program of BEH EAD for the whole term and for each year separately and ensures
its implementation;
- implements the investment policy of the Company and decides on the acquisition of property and other
real estate rights;
- settles the issues related to the movement and the marketing of the equity securities of BEH EAD, the
bonds and the securities in civil turnover, which are not of the exclusive competence of the Sole Owner
of the Capital, or which have been delegated to it by the principal;
- elects one or two of its members as executive directors and authorizes them to manage and represent
the Company before third parties. In the event that two Executive Directors are elected, they shall
represent the Company in a manner determined by the Board of Directors.
- makes unanimous decisions on all transactions set forth in Art. 236, para. 2 of the Commerce Act;
- adopts Corporate Governance Policy, Financial and Accounting Policy, Information Technology
Policy, Human Resource Management Policy, Investment Management and Projects Policy, Public
Procurement Policy (including Policy for Conducting Tenders, Competitions and Direct Contracts for
the Supply of Goods and Delivery of Works and Services), Policy on Tenders, Competitions and Direct
Contracts for Sale, Exchange and Leasing of Fixed Assets, Risk Management and Internal Audit Policy,
and other policies that are mandatory for the Company and its subsidiaries; it is also responsible for
implementing those Policies;
- makes proposals to the principal for solving issues, which are of the competence of the Sole Owner of
the Capital, and decides on all other issues stipulated to be solved by the Board of Directors in the
current statute.
(3) With а preliminary written approval by the principal, the Board of Directors may discharge an Executive
Director at any time and replace them with another member of the Board of Directors.
6.2.5. Contracts with members of the Board of Directors of BEH EAD, Remunerations and Expenses
(1) Each member of the Board of Directors concludes a management contract with the Sole Owner of the
Capital. The contract is concluded until the end of the term of the Board of Directors and contains the rights
and obligations of the parties, the amount of remuneration and the method of its payment, the liability of
the parties in case of default, the grounds for termination of the contract, and the type and amount of the
guarantee, which the members provide for their management, and the amount of the penalty for early
termination of the contract not through the fault of the member the Board of Directors, as well as the
relations between the parties in the period from the contract termination to the deletion of the released
member of the Board of Directors from the Commercial Register and the Register of Non-Profit Legal
Entities.
(2) The members of the Board of Directors receive remuneration determined in terms of amount and method
of payment by the Sole Owner of the capital in compliance with the current regulations
(3) The members of the Board of Directors must provide a guarantee for their management in the amount
in the amount of not less than three monthly gross remunerations, determined by the Sole Owner of the
capital. The provided guarantee is returned upon termination of the contract and following the decision of
the Sole Owner of the Company for release from liability. When the guarantee was paid in cash, the interests
on the paid amount are subject to refunding as well.
(4) In case of need of business trips, the members of the Board of Directors are sent on а mission abroad
by the Minister of Energy under conditions established by such minister, pursuant to the regulatory
framework in force, and for those in Bulgaria – by the Executive Director (the Executive Directors)
(including if the Executive Director (the Executive Directors) is sent (are sent) on а mission alone at the
expense of the Company. Upon conducting meetings of the bodies of the Company, the expenses for
holding the meeting and for seconding the members of the Board of Directors, if the venue differs from the
place of residence of a member of the Board of Directors, are borne by the Company.
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
12
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6.2.6. Statute of the chief (sole) executive member of the Board of Directors.
(1) The Board of Directors entrusts the Executive Director(s) to manage and represent the Company. The
non-executive members of the Board of Directors control the activities of the Executive Director/the
Executive Directors.
(2) The sole Executive Director represents the Company individually and is entitled to perform all activities
and transactions related to the Company’s activities, as well as to draw up and sign documents on behalf of
the Company and to authorize other persons to perform single activities and deals.
(3) The Executive Director organizes the activities of the Company in compliance with the law, the Articles
of Association, the decisions of the Sole Owner of the Capital, the Policies and the Decisions of the Board
of Directors. It undertakes the operational management of the Company activities, concludes and terminates
the employment contracts and other contracts of the employees and partners of the Company, and is
responsible for the accountability and the archives of the Company. The Executive Director also decides
all other matters which are not of the exclusive competence of the Sole Owner of the Capital or of the Board
of Directors, according to the law or these Articles of Association, or as delegated to him/her by a decision
of the Sole Owner of the Capital.
(4) The management contract with the Executive Director, a member of the Board of Directors, is signed
by the Chairman or, respectively, by the Deputy Chairman of the Board of Directors. The Executive
Director signs the contracts with the other members of the Board of Directors, unless the representative of
the Sole Owner of the Capital signs such contracts himself/herself.
6.2.7. Representation of BEH EAD
The company is represented before third parties by the Executive Director and, where there is more than one, they
represent the company in such manner as the Board of Directors may decide.
6.3. Audit Committee
6.3.1. Composition
As of 31.12.2025, the composition of the Audit Committee of BEH EAD, elected with a mandate until 02.02.2027,
according to the protocols of the Minister of Energy, is as follows:
Viktor Andreev Videnov – Chairman, elected by virtue of Minutes No. E-РД-21-23 dated 08.08.2024;
Vanya Doneva Georgieva – Member, re-elected by virtue of Minutes No. E-РД-21-5 dated 02.02.2024;
Stanislava Plamenova Manolova – Member, elected by virtue of Minutes No. E-РД-21-30 dated 27.09.2024;
Status
The committee is a specialized, supervisory, consultative body. The Members of the Committee are appointed by the
Minister of Energy of the Republic of Bulgaria in his/her capacity as the Sole Owner of the Capital of BEH EAD upon
suggestion of the Board of Directors of BEH EAD. The committee consists of 3 to 5 members, one of them being a
chairman.
6.3.2. Remuneration
The remuneration of the members of the Audit committee is determined by the Minister of Energy and is at the expense
of BEH EAD. By Protocol No. Е-RD-21-7 of 26.02.2021, the Minister of Energy determines the remuneration of the
members of the Audit Committee as follows:
- Member of the Audit Committee receives 80% of the monthly remuneration of a member of the Board of
Directors of the Company.
- Chairman of the Audit Committee receives 85% of the monthly remuneration of a member of the Board of
Directors of the Company.
By Protocol No.Е-РД-21-17 of 10.06.2025, the Minister of Energy approved the Statute of the Audit Committee of
BEH EAD.
Corporate Governance Statement
31 December 2025
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This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6.2.6. Statute of the chief (sole) executive member of the Board of Directors.
(1) The Board of Directors entrusts the Executive Director(s) to manage and represent the Company. The
non-executive members of the Board of Directors control the activities of the Executive Director/the
Executive Directors.
(2) The sole Executive Director represents the Company individually and is entitled to perform all activities
and transactions related to the Company’s activities, as well as to draw up and sign documents on behalf of
the Company and to authorize other persons to perform single activities and deals.
(3) The Executive Director organizes the activities of the Company in compliance with the law, the Articles
of Association, the decisions of the Sole Owner of the Capital, the Policies and the Decisions of the Board
of Directors. It undertakes the operational management of the Company activities, concludes and terminates
the employment contracts and other contracts of the employees and partners of the Company, and is
responsible for the accountability and the archives of the Company. The Executive Director also decides
all other matters which are not of the exclusive competence of the Sole Owner of the Capital or of the Board
of Directors, according to the law or these Articles of Association, or as delegated to him/her by a decision
of the Sole Owner of the Capital.
(4) The management contract with the Executive Director, a member of the Board of Directors, is signed
by the Chairman or, respectively, by the Deputy Chairman of the Board of Directors. The Executive
Director signs the contracts with the other members of the Board of Directors, unless the representative of
the Sole Owner of the Capital signs such contracts himself/herself.
6.2.7. Representation of BEH EAD
The company is represented before third parties by the Executive Director and, where there is more than one, they
represent the company in such manner as the Board of Directors may decide.
6.3. Audit Committee
6.3.1. Composition
As of 31.12.2025, the composition of the Audit Committee of BEH EAD, elected with a mandate until 02.02.2027,
according to the protocols of the Minister of Energy, is as follows:
Viktor Andreev Videnov – Chairman, elected by virtue of Minutes No. E-РД-21-23 dated 08.08.2024;
Vanya Doneva Georgieva – Member, re-elected by virtue of Minutes No. E-РД-21-5 dated 02.02.2024;
Stanislava Plamenova Manolova – Member, elected by virtue of Minutes No. E-РД-21-30 dated 27.09.2024;
Status
The committee is a specialized, supervisory, consultative body. The Members of the Committee are appointed by the
Minister of Energy of the Republic of Bulgaria in his/her capacity as the Sole Owner of the Capital of BEH EAD upon
suggestion of the Board of Directors of BEH EAD. The committee consists of 3 to 5 members, one of them being a
chairman.
6.3.2. Remuneration
The remuneration of the members of the Audit committee is determined by the Minister of Energy and is at the expense
of BEH EAD. By Protocol No. Е-RD-21-7 of 26.02.2021, the Minister of Energy determines the remuneration of the
members of the Audit Committee as follows:
- Member of the Audit Committee receives 80% of the monthly remuneration of a member of the Board of
Directors of the Company.
- Chairman of the Audit Committee receives 85% of the monthly remuneration of a member of the Board of
Directors of the Company.
By Protocol No.Е-РД-21-17 of 10.06.2025, the Minister of Energy approved the Statute of the Audit Committee of
BEH EAD.
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
13
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6.3.3. General provisions
(1) The Audit Committee carries out its activities in accordance with the requirements of Independent
Financial Audit and Assurance of Sustainability Reporting Act, Regulation (EU) No 537/2014 of the
European Parliament and of the Council of 16 April 2014 on specific requirements regarding statutory audit
of public-interest entities and repealing Commission Decision 2005/909/EC (Regulation (EU) No
537/2014), Directive 2006/43/EC of the European Parliament and of the Council of 17 May 2006 on
statutory audits of annual accounts and consolidated accounts, amending Council Directives 78/660/EEC
and 83/349/EEC and repealing Council Directive 84/253/EEC, and its statute.
(2) The Committee has the following functions, rights, and responsibilities:
- Monitors the financial reporting and sustainability reporting processes, and presents recommendations
and proposals to ensure the reliability of the prepared and issued reports;
- Reviews and, at its discretion, expresses an opinion on the Holding's accounting policy and its
application in financial reporting;
- Monitors the timely and reliable provision of financial information by the subsidiaries in the preparation
of the Holding's annual consolidated financial statements;
- Monitors the effectiveness of the internal control system, the risk management system, and the internal
audit activities of BEH EAD with regard to financial and sustainability reporting;
- Reviews and expresses an opinion on the risk management strategy, the Holding's risk register, and the
annual report on the state of the financial management and control system;
- Expresses an opinion on the statute and number of staff of the internal audit unit and on the strategic
and annual plans for internal audit activities;
- Discusses and adopts the Annual Report on Internal Audit and, if necessary, reviews and provides
opinions on individual audit reports from completed audit engagements, as well as on all significant
issues related to internal audit;
- Monitors the performance of the statutory audit of the annual financial statements and the statutory
sustainability assurance engagement, taking into account the findings and conclusions of the
Commission for Public Oversight of Registered Auditors regarding the application of Article 26,
Paragraph 6 of Regulation (EU) No 537/2014;
- Reviews and familiarizes itself with the audit strategy and the audit plan of the statutory audit of the
annual financial statements and the statutory sustainability assurance engagement, and expresses an
opinion thereon, evaluating the arguments supporting key decisions and choices made during the
planning stage;
- Monitors the implementation of the audit plan, providing opinions at its discretion to the management
of the Holding and the auditors for the resolution of any encountered difficulties, and, where necessary,
assists in improving operational communication between the auditor and the bodies and officials within
the enterprise;
- Reviews the draft reports of the auditors, assesses the reasonability of the identified key audit matters,
findings, and the expressed audit opinion, and in turn, expresses an opinion on the annual work of the
statutory audit, which includes:
• independence of the auditor;
• objectivity and professional skepticism;
• composition of the audit team;
• assessments from inspections by the Commission for Public Oversight of Registered
Auditors;
• communication and relationships with the management of BEH EAD;
• quality of the services provided.
- Discusses the Additional Report of the statutory auditor (prepared pursuant to Article 11, Paragraph 2
of Regulation (EU) No 537/2014) and provides recommendations to the management of the Holding
for the elimination of material weaknesses and deficiencies identified in the report;
Corporate Governance Statement
31 December 2025
13
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
6.3.3. General provisions
(1) The Audit Committee carries out its activities in accordance with the requirements of Independent
Financial Audit and Assurance of Sustainability Reporting Act, Regulation (EU) No 537/2014 of the
European Parliament and of the Council of 16 April 2014 on specific requirements regarding statutory audit
of public-interest entities and repealing Commission Decision 2005/909/EC (Regulation (EU) No
537/2014), Directive 2006/43/EC of the European Parliament and of the Council of 17 May 2006 on
statutory audits of annual accounts and consolidated accounts, amending Council Directives 78/660/EEC
and 83/349/EEC and repealing Council Directive 84/253/EEC, and its statute.
(2) The Committee has the following functions, rights, and responsibilities:
- Monitors the financial reporting and sustainability reporting processes, and presents recommendations
and proposals to ensure the reliability of the prepared and issued reports;
- Reviews and, at its discretion, expresses an opinion on the Holding's accounting policy and its
application in financial reporting;
- Monitors the timely and reliable provision of financial information by the subsidiaries in the preparation
of the Holding's annual consolidated financial statements;
- Monitors the effectiveness of the internal control system, the risk management system, and the internal
audit activities of BEH EAD with regard to financial and sustainability reporting;
- Reviews and expresses an opinion on the risk management strategy, the Holding's risk register, and the
annual report on the state of the financial management and control system;
- Expresses an opinion on the statute and number of staff of the internal audit unit and on the strategic
and annual plans for internal audit activities;
- Discusses and adopts the Annual Report on Internal Audit and, if necessary, reviews and provides
opinions on individual audit reports from completed audit engagements, as well as on all significant
issues related to internal audit;
- Monitors the performance of the statutory audit of the annual financial statements and the statutory
sustainability assurance engagement, taking into account the findings and conclusions of the
Commission for Public Oversight of Registered Auditors regarding the application of Article 26,
Paragraph 6 of Regulation (EU) No 537/2014;
- Reviews and familiarizes itself with the audit strategy and the audit plan of the statutory audit of the
annual financial statements and the statutory sustainability assurance engagement, and expresses an
opinion thereon, evaluating the arguments supporting key decisions and choices made during the
planning stage;
- Monitors the implementation of the audit plan, providing opinions at its discretion to the management
of the Holding and the auditors for the resolution of any encountered difficulties, and, where necessary,
assists in improving operational communication between the auditor and the bodies and officials within
the enterprise;
- Reviews the draft reports of the auditors, assesses the reasonability of the identified key audit matters,
findings, and the expressed audit opinion, and in turn, expresses an opinion on the annual work of the
statutory audit, which includes:
• independence of the auditor;
• objectivity and professional skepticism;
• composition of the audit team;
• assessments from inspections by the Commission for Public Oversight of Registered
Auditors;
• communication and relationships with the management of BEH EAD;
• quality of the services provided.
- Discusses the Additional Report of the statutory auditor (prepared pursuant to Article 11, Paragraph 2
of Regulation (EU) No 537/2014) and provides recommendations to the management of the Holding
for the elimination of material weaknesses and deficiencies identified in the report;
Bulgarian Energy Holding EAD
Corporate Governance Statement
31 December 2025
14
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- Expresses an opinion on the performed audits for the entire duration of this contract, and summarizes
the results of the annual assessments in the event that the term of the contract for statutory audit with
the same auditor exceeds one year;
- Verifies and monitors the independence of the statutory auditor in accordance with the requirements of
Chapters Six and Seven of the Independent Financial Audit and Assurance of Sustainability Reporting
Act, as well as with Article 6 of Regulation (EU) No 537/2014, inclusive;
- Monitors the appropriateness of the provision of non-audit services under Article 5 of the same
Regulation;
- Pre-approves the provision of non-audit services by the auditor of BEH EAD, notifying the Commission
for Public Oversight of Registered Auditors as well as the Board of Directors of the Holding within a
7-day period from the date of the decision of any given approval under Article 64, Paragraph 3 and
Article 66, Paragraph 3 of the Independent Financial Audit and Assurance of Sustainability Reporting
Act;
- Is responsible for the selection procedure of the registered auditor, except in cases where the audited
entity has a selection committee, and recommends their appointment;
- Monitors the work of any appointed committee for conducting a selection procedure for the registered
auditor, if such exists, and, based on the results of the monitoring, proposes to the Minister of Energy
the award of the audit engagement in accordance with the requirements of Article 16 of Regulation (EU)
No 537/2014;
- Reports on its activities annually to the Minister of Energy, concurrently with the adoption of the annual
financial statements of the Holding;
- Prepares and submits to the Commission for Public Oversight of Registered Auditors, by May 31, an
annual report on its activities in a form and with content in accordance with the Ordinance adopted by
the Commission.
7. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 6 of POSA
As a public enterprise, BEH EAD complies with the provisions of the Public Enterprises Act and its bylaws, and does
not apply a deliberate Diversity Policy. The Board of Directors of BEH EAD is appointed by an official decision of
the Minister of Energy after conducting a competition, under the conditions and order provided for in the Rules on the
Implementation of the Public Enterprises Act, according to which the principles of publicity, tra nsparency, free and
loyal competition, equality and proportionality have to be complied with upon conduction of the competition
procedures, and no discrimination should be allowed.
Signed with electronic signature
ANDREY ZHIVKOV
EXECUTIVE DIRECTOR
BULGARIAN ENERGY HOLDING EAD
Corporate Governance Statement
31 December 2025
14
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- Expresses an opinion on the performed audits for the entire duration of this contract, and summarizes
the results of the annual assessments in the event that the term of the contract for statutory audit with
the same auditor exceeds one year;
- Verifies and monitors the independence of the statutory auditor in accordance with the requirements of
Chapters Six and Seven of the Independent Financial Audit and Assurance of Sustainability Reporting
Act, as well as with Article 6 of Regulation (EU) No 537/2014, inclusive;
- Monitors the appropriateness of the provision of non-audit services under Article 5 of the same
Regulation;
- Pre-approves the provision of non-audit services by the auditor of BEH EAD, notifying the Commission
for Public Oversight of Registered Auditors as well as the Board of Directors of the Holding within a
7-day period from the date of the decision of any given approval under Article 64, Paragraph 3 and
Article 66, Paragraph 3 of the Independent Financial Audit and Assurance of Sustainability Reporting
Act;
- Is responsible for the selection procedure of the registered auditor, except in cases where the audited
entity has a selection committee, and recommends their appointment;
- Monitors the work of any appointed committee for conducting a selection procedure for the registered
auditor, if such exists, and, based on the results of the monitoring, proposes to the Minister of Energy
the award of the audit engagement in accordance with the requirements of Article 16 of Regulation (EU)
No 537/2014;
- Reports on its activities annually to the Minister of Energy, concurrently with the adoption of the annual
financial statements of the Holding;
- Prepares and submits to the Commission for Public Oversight of Registered Auditors, by May 31, an
annual report on its activities in a form and with content in accordance with the Ordinance adopted by
the Commission.
7. INFORMATION PURSUANT TO ART. 100n, paragraph 8, item 6 of POSA
As a public enterprise, BEH EAD complies with the provisions of the Public Enterprises Act and its bylaws, and does
not apply a deliberate Diversity Policy. The Board of Directors of BEH EAD is appointed by an official decision of
the Minister of Energy after conducting a competition, under the conditions and order provided for in the Rules on the
Implementation of the Public Enterprises Act, according to which the principles of publicity, tra nsparency, free and
loyal competition, equality and proportionality have to be complied with upon conduction of the competition
procedures, and no discrimination should be allowed.
Signed with electronic signature
ANDREY ZHIVKOV
EXECUTIVE DIRECTOR
BULGARIAN ENERGY HOLDING EAD
1
INDEPENDENT AUDITORS’ REPORT
To the sole shareholder of
Bulgarian Energy Holding EAD
Sofia, 16 Veslets Str.
Report on the Audit of the Separate Financial Statements
Opinion
We have audited the separate financial statements of Bulgarian Energy Holding EAD („the Company“) , which
comprise the separate statement of financial position as at 31 December 2025 and separate statement of profit
or loss, separate statement of comprehensive income, separate statement of changes in equity and separate
statement of cash flows for the year then ended, and notes to the separate financial statements, comprising
material accounting policy information and other explanatory information.
In our opinion, the accompanying separate financial statements give a true and fair view of the financial position
of the Company as at 31 December 2025 and of its financial performance and its cash flows for the year then
ended in accordance with IFRS Accounting Standards, as adopted by the EU and Bulgarian legislation.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under
those standards are further described in the “Auditor’s Responsibilities for the Audit of the Financial Statements ”
section of our report. We are independent of the Company in accordance with the International Ethics Standards
Board for Accountants’ International Code of Ethics for Professional Accountants (including International
Independence Standards) (IESBA Code), as applicable to audits of the financial statements of public interest
entities, together with the ethical requirements that are relevant to audits of the financial statements of public
interest entities in Bulgaria. We have also fulfilled our other ethical responsibilities in accordance with these
requirements and the IESBA Code. 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 separate financial statements of the current period. These matters were addressed in the context of our audit
of the separate financial statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
Impairment of loans granted to related parties and receivables from “Toplofikatsia Sofia” EAD
Notes 24 Receivables from “Toplofikatsia Sofia” EAD, 33.1 Loans granted to related parties and 36.5 Credit
risk to the separate financial statements
Key audit matter How this matter was addressed during the audit
The Company’s debt instruments carried at
amortised cost mainly consist of loans granted to
related parties with carrying value of BGN 1,925,255
thousand and receivables from “Toplofikatsia Sofia”
EAD with carrying value of BGN 52,469 thousand as
at 31 December 2025, and they account for 23% of
the Company’s total assets. The measurement of
these financial assets is among the most significant
accounting estimates for the Company’s separate
financial statements, as it requires significant
assumptions and judgements on the part of the
Company’s management.
During the audit, our audit procedures included, but
were not limited to the following:
- analysis of the adequacy of the policies and
procedures applied with respect to the
classification and subsequent accounting of
debt instruments carried at amortized cost in
accordance with IFRS 9 Financial
Instruments, including changes in estimates
during the period;
- assessment if there are factors indicating
significant increase of credit risk related to
the debt instruments carried at amortised
cost;
INDEPENDENT AUDITORS’ REPORT
To the sole shareholder of
Bulgarian Energy Holding EAD
Sofia, 16 Veslets Str.
Report on the Audit of the Separate Financial Statements
Opinion
We have audited the separate financial statements of Bulgarian Energy Holding EAD („the Company“) , which
comprise the separate statement of financial position as at 31 December 2025 and separate statement of profit
or loss, separate statement of comprehensive income, separate statement of changes in equity and separate
statement of cash flows for the year then ended, and notes to the separate financial statements, comprising
material accounting policy information and other explanatory information.
In our opinion, the accompanying separate financial statements give a true and fair view of the financial position
of the Company as at 31 December 2025 and of its financial performance and its cash flows for the year then
ended in accordance with IFRS Accounting Standards, as adopted by the EU and Bulgarian legislation.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under
those standards are further described in the “Auditor’s Responsibilities for the Audit of the Financial Statements ”
section of our report. We are independent of the Company in accordance with the International Ethics Standards
Board for Accountants’ International Code of Ethics for Professional Accountants (including International
Independence Standards) (IESBA Code), as applicable to audits of the financial statements of public interest
entities, together with the ethical requirements that are relevant to audits of the financial statements of public
interest entities in Bulgaria. We have also fulfilled our other ethical responsibilities in accordance with these
requirements and the IESBA Code. 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 separate financial statements of the current period. These matters were addressed in the context of our audit
of the separate financial statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
Impairment of loans granted to related parties and receivables from “Toplofikatsia Sofia” EAD
Notes 24 Receivables from “Toplofikatsia Sofia” EAD, 33.1 Loans granted to related parties and 36.5 Credit
risk to the separate financial statements
Key audit matter How this matter was addressed during the audit
The Company’s debt instruments carried at
amortised cost mainly consist of loans granted to
related parties with carrying value of BGN 1,925,255
thousand and receivables from “Toplofikatsia Sofia”
EAD with carrying value of BGN 52,469 thousand as
at 31 December 2025, and they account for 23% of
the Company’s total assets. The measurement of
these financial assets is among the most significant
accounting estimates for the Company’s separate
financial statements, as it requires significant
assumptions and judgements on the part of the
Company’s management.
During the audit, our audit procedures included, but
were not limited to the following:
- analysis of the adequacy of the policies and
procedures applied with respect to the
classification and subsequent accounting of
debt instruments carried at amortized cost in
accordance with IFRS 9 Financial
Instruments, including changes in estimates
during the period;
- assessment if there are factors indicating
significant increase of credit risk related to
the debt instruments carried at amortised
cost;
2
Due to the material amount of the receivables and
the significance of the estimates, as well as taking
into account the uncertainty arising from the
dynamics in the energy sector, we determined the
measurement of the loans granted to related parties
and the receivables from “Toplofikatsia Sofia” EAD
as at 31 December 2025 as a key audit matter.
- determination of the required impairment on
an individual basis by examining the specific
receivables and performing tests of details
as part of the substantive procedures
regarding their classification and amount;
- analysis of the financial condition of the
borrowers and debtors;
- application of professional judgement to
analyse and assess the key assumptions
used in applying the expected credit loss
models and in calculating the expected
credit losses on loans granted to related
parties and receivables from Toplofikatsia
Sofia EAD;
- assessment of the adequacy of the
disclosures in the separate financial
statements, including the disclosure of the
main assumptions, judgements and
estimates.
Information Other than the Separate Financial Statements and Auditor’s Report Thereon
Management is responsible for the other information. The other information comprises the annual management
report, including the corporate governance statement, prepared by management in accordance with Bulgarian
Accountancy Act and other applicable legislative requirements, but does not include the separate financial
statements and our auditor’s report thereon.
Our opinion on the separate financial statements does not cover the other information and we do not express
any form of assurance conclusion thereon. In connection with our audit of the separate financial statements, our
responsibility is to read the other information and, in doing so, consider whether the other information is materially
inconsistent with the financial statements or whether our knowledge obtained in the audit may indicate that there
is a material misstatement or otherwise the other information appears to be materially misstated. If, based on
the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Separate Financial
Statements
Management is responsible for the preparation and fair presentation of the separate financial statements in
accordance with IFRS Accounting Standards, as adopted by the EU and Bulgarian legislation, and for such
internal control as management determines is necessary to enable the preparation of separate financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the separate 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 management either intends to liquidate the Company or to cease operations,
or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
Auditors’ Responsibilities for the Audit of the Separate Financial Statements
Our objectives are to obtain reasonable assurance about whether the separate financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue 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 ISAs and Bulgarian Independent Financial Audit and Assurance of Sustainability Reporting
Act 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 separate financial statements.
As part of our audit in accordance with ISAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
Due to the material amount of the receivables and
the significance of the estimates, as well as taking
into account the uncertainty arising from the
dynamics in the energy sector, we determined the
measurement of the loans granted to related parties
and the receivables from “Toplofikatsia Sofia” EAD
as at 31 December 2025 as a key audit matter.
- determination of the required impairment on
an individual basis by examining the specific
receivables and performing tests of details
as part of the substantive procedures
regarding their classification and amount;
- analysis of the financial condition of the
borrowers and debtors;
- application of professional judgement to
analyse and assess the key assumptions
used in applying the expected credit loss
models and in calculating the expected
credit losses on loans granted to related
parties and receivables from Toplofikatsia
Sofia EAD;
- assessment of the adequacy of the
disclosures in the separate financial
statements, including the disclosure of the
main assumptions, judgements and
estimates.
Information Other than the Separate Financial Statements and Auditor’s Report Thereon
Management is responsible for the other information. The other information comprises the annual management
report, including the corporate governance statement, prepared by management in accordance with Bulgarian
Accountancy Act and other applicable legislative requirements, but does not include the separate financial
statements and our auditor’s report thereon.
Our opinion on the separate financial statements does not cover the other information and we do not express
any form of assurance conclusion thereon. In connection with our audit of the separate financial statements, our
responsibility is to read the other information and, in doing so, consider whether the other information is materially
inconsistent with the financial statements or whether our knowledge obtained in the audit may indicate that there
is a material misstatement or otherwise the other information appears to be materially misstated. If, based on
the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Separate Financial
Statements
Management is responsible for the preparation and fair presentation of the separate financial statements in
accordance with IFRS Accounting Standards, as adopted by the EU and Bulgarian legislation, and for such
internal control as management determines is necessary to enable the preparation of separate financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the separate 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 management either intends to liquidate the Company or to cease operations,
or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
Auditors’ Responsibilities for the Audit of the Separate Financial Statements
Our objectives are to obtain reasonable assurance about whether the separate financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue 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 ISAs and Bulgarian Independent Financial Audit and Assurance of Sustainability Reporting
Act 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 separate financial statements.
As part of our audit in accordance with ISAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
3
− identify and assess the risks of material misstatement of the separate 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 Company’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 Company’s a bility to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures
in the separate financial statements or, if such disclosures are inadequate, to modify our 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 Company to cease to continue as a going concern;
− evaluate the overall presentation, structure and content of the separate financial statements, including the
disclosures, and whether the separate financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
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 internal control that we
identify during our 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, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of
most significance in the audit of the separate financial statements of the current period and are therefore the key
audit matters. We describe these m atters 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.
We are jointly liable for the performance of our joint audit and the issued joint auditors’ opinion in accordance
with the requirements of Bulgarian Independent Financial Audit and Assurance of Sustainability Reporting Act.
Upon acceptance and performance of the joint audit engagement on which we report, we have complied with
the “Guidelines on performance of joint audit“ issued on 13.06.2017 by Bulgarian Institute of Certified Public
Accountants and Bulgarian Commission for Public Oversight of Statutory Auditors.
Report on Other Legal and Regulatory Requirements
In addition to our responsibilities for reporting under ISAs, described above in section “Information Other than
the Separate Financial Statements and Auditor’s Report Thereon”, regarding annual management report,
including the corporate governance statement, we have performed the additional procedures contained in the
Guidelines of the professional organisation of certified public accountants and registered auditors in Bulgaria -
Institute of Certified Public Accountants (ICPA). The procedures on the existence, form and contents of the other
information have been carried out in order to state whether the other information includes the elements and
disclosures in accordance with Chapter Seven of Bulgarian Accountancy Act and Article 100m, paragraph (10)
in relation to Article 100m, paragraph (8), subparagraphs (3) and (4) of Bulgarian Public Offering of Securities
Act.
Statement Pursuant to Article 37, Paragraph (6) of Bulgarian Accountancy Act
Based on the procedures performed, we describe the outcome of our work:
(a) the information in the individual management report is consistent with the separate financial statements
for the same reporting period;
(b) the individual management report is prepared in accordance with the applicable legal requirements;
(c) as a result of the acquired knowledge and understanding of the activities of the Company and the
environment in which it operates, we have found no cases of material misrepresentation in the
management report;
− identify and assess the risks of material misstatement of the separate 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 Company’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 Company’s a bility to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures
in the separate financial statements or, if such disclosures are inadequate, to modify our 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 Company to cease to continue as a going concern;
− evaluate the overall presentation, structure and content of the separate financial statements, including the
disclosures, and whether the separate financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
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 internal control that we
identify during our 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, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of
most significance in the audit of the separate financial statements of the current period and are therefore the key
audit matters. We describe these m atters 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.
We are jointly liable for the performance of our joint audit and the issued joint auditors’ opinion in accordance
with the requirements of Bulgarian Independent Financial Audit and Assurance of Sustainability Reporting Act.
Upon acceptance and performance of the joint audit engagement on which we report, we have complied with
the “Guidelines on performance of joint audit“ issued on 13.06.2017 by Bulgarian Institute of Certified Public
Accountants and Bulgarian Commission for Public Oversight of Statutory Auditors.
Report on Other Legal and Regulatory Requirements
In addition to our responsibilities for reporting under ISAs, described above in section “Information Other than
the Separate Financial Statements and Auditor’s Report Thereon”, regarding annual management report,
including the corporate governance statement, we have performed the additional procedures contained in the
Guidelines of the professional organisation of certified public accountants and registered auditors in Bulgaria -
Institute of Certified Public Accountants (ICPA). The procedures on the existence, form and contents of the other
information have been carried out in order to state whether the other information includes the elements and
disclosures in accordance with Chapter Seven of Bulgarian Accountancy Act and Article 100m, paragraph (10)
in relation to Article 100m, paragraph (8), subparagraphs (3) and (4) of Bulgarian Public Offering of Securities
Act.
Statement Pursuant to Article 37, Paragraph (6) of Bulgarian Accountancy Act
Based on the procedures performed, we describe the outcome of our work:
(a) the information in the individual management report is consistent with the separate financial statements
for the same reporting period;
(b) the individual management report is prepared in accordance with the applicable legal requirements;
(c) as a result of the acquired knowledge and understanding of the activities of the Company and the
environment in which it operates, we have found no cases of material misrepresentation in the
management report;
4
(d) the corporate governance statement for the financial year contains the required information in
accordance with the applicable legal requirements, including Article 100m, paragraph (8) of Bulgarian
Public Offering of Securities Act;
Statement Pursuant to Article 100m, Paragraph (10) of Bulgarian Public Offering of Securities Act
Based on the procedures performed and our knowledge of the Company and the environment in which it
operates, in our opinion, there is no material misstatement in the description of the main characteristics of the
internal control system and of the risk management system of the Company in connection with the financial
reporting process and also in the information pursuant to Article 10, paragraph 1, items “c”, “d”, “f”, “h” and “i” of
Directive 2004/25/EC of the European Parliament and of the Council of 21 April 2004 on takeover bids, which
are included in the corporate governance statement, being a component of the annual management report.
Additional reporting concerning the audit of separate financial statements in connection with Article
100m, paragraph (4), subparagraph (3) of Bulgarian Public Offering of Securities Act
− Statement on Article 100m, paragraph 4, subparagraph (3), item "b" of Public Offering of Securities Act
Related party transactions are disclosed in note 33 to the separate financial statements. Based on the performed
audit procedures on related party transactions as part of our audit of separate financial statements as a whole,
no facts, circumstances or other information have come to our attention that caused us to conclud e that the
related party transactions are not disclosed in the accompanying separate financial statements for the year
ended on 31 December 2025 in all material respects, in accordance with the requirements of IAS 24 „Related
Party Disclosures“. The results of our audit procedures on related party transactions were taken into
consideration for the purposes of issuing an auditor’s opinion on the separate financial statements as a whole,
not for issuing a separate opinion only on related party transactions.
− Statement on Article 100m, paragraph (4), subparagraph 3, item "c" of Public Offering of Securities Act
Our responsibilities for audit of the separate financial statements as a whole, described in our report in section
„Responsibilities of the Auditor for the Audit of Separate Financial Statements“, include assessment whether the
separate financial statements present fairly the significant transactions and events. Based on the performed audit
procedures on the significant transactions, which are fundamental to the separate financial statements for the
year ended on 31 December 2025, no facts, circumstances or other information have come to our attention that
caused us to conclude that there are instances of unfair presentation and disclosure in accordance with the
requirements of IFRS Accounting Standards, as adopted by the EU. The results of our audit procedu res on the
significant transactions and events of the Company which are material to the separate financial statements, were
taken into consideration for the purposes of issuing an auditor’s opinion on the separate financial statements as
a whole, not for issuing a separate opinion only on the significant transactions.
Reporting on compliance of the electronic format of the separate financial statements included in the
annual separate financial report on the activity under Art. 100n, paragraph 4 of Bulgarian Public Offering
of Securities Act with the requirements of ESEF Regulation
In addition to our responsibilities and reporting under ISA, described above in the section "Auditor's
Responsibilities for the Audit of the Separate Financial Statements", we have followed the procedures in
accordance with the Guidelines on Issuing of Audit Opinion regarding the Implementation of the European Single
Electronic Format ( ESEF) for the separate financial statements of companies whose securities are admitted to
trading on a regulated market in the European Union (EU)" of Bulgarian Institute of Chartered Accountants
(ICPA) in Bulgaria". These procedures include verifying the electronic file format and whether the human
readable part of it corresponds to the audited separate financial statements and expressing an opinion regarding
the compliance of the electronic format of the separate financial statements of Bulgarian Energy Holding EAD
for the year ending 31 December 2025, contained in the electronic file „635400E1RWKJXPSBCV07 -20251231-
BG-SEP.xhtml“, with the requirements of 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”).
Based on these requirements, the electronic format of the separate financial statements included in the annual
separate financial report on the activity under Art. 100m, para. 4 of Bulgarian Public Offering of Securities Act,
must be submitted in XHTML format.
The management of the Company is responsible for the application of the requirements of ESEF Regulation
when preparing the electronic format of the separate financial statements in XHTML.
(d) the corporate governance statement for the financial year contains the required information in
accordance with the applicable legal requirements, including Article 100m, paragraph (8) of Bulgarian
Public Offering of Securities Act;
Statement Pursuant to Article 100m, Paragraph (10) of Bulgarian Public Offering of Securities Act
Based on the procedures performed and our knowledge of the Company and the environment in which it
operates, in our opinion, there is no material misstatement in the description of the main characteristics of the
internal control system and of the risk management system of the Company in connection with the financial
reporting process and also in the information pursuant to Article 10, paragraph 1, items “c”, “d”, “f”, “h” and “i” of
Directive 2004/25/EC of the European Parliament and of the Council of 21 April 2004 on takeover bids, which
are included in the corporate governance statement, being a component of the annual management report.
Additional reporting concerning the audit of separate financial statements in connection with Article
100m, paragraph (4), subparagraph (3) of Bulgarian Public Offering of Securities Act
− Statement on Article 100m, paragraph 4, subparagraph (3), item "b" of Public Offering of Securities Act
Related party transactions are disclosed in note 33 to the separate financial statements. Based on the performed
audit procedures on related party transactions as part of our audit of separate financial statements as a whole,
no facts, circumstances or other information have come to our attention that caused us to conclud e that the
related party transactions are not disclosed in the accompanying separate financial statements for the year
ended on 31 December 2025 in all material respects, in accordance with the requirements of IAS 24 „Related
Party Disclosures“. The results of our audit procedures on related party transactions were taken into
consideration for the purposes of issuing an auditor’s opinion on the separate financial statements as a whole,
not for issuing a separate opinion only on related party transactions.
− Statement on Article 100m, paragraph (4), subparagraph 3, item "c" of Public Offering of Securities Act
Our responsibilities for audit of the separate financial statements as a whole, described in our report in section
„Responsibilities of the Auditor for the Audit of Separate Financial Statements“, include assessment whether the
separate financial statements present fairly the significant transactions and events. Based on the performed audit
procedures on the significant transactions, which are fundamental to the separate financial statements for the
year ended on 31 December 2025, no facts, circumstances or other information have come to our attention that
caused us to conclude that there are instances of unfair presentation and disclosure in accordance with the
requirements of IFRS Accounting Standards, as adopted by the EU. The results of our audit procedu res on the
significant transactions and events of the Company which are material to the separate financial statements, were
taken into consideration for the purposes of issuing an auditor’s opinion on the separate financial statements as
a whole, not for issuing a separate opinion only on the significant transactions.
Reporting on compliance of the electronic format of the separate financial statements included in the
annual separate financial report on the activity under Art. 100n, paragraph 4 of Bulgarian Public Offering
of Securities Act with the requirements of ESEF Regulation
In addition to our responsibilities and reporting under ISA, described above in the section "Auditor's
Responsibilities for the Audit of the Separate Financial Statements", we have followed the procedures in
accordance with the Guidelines on Issuing of Audit Opinion regarding the Implementation of the European Single
Electronic Format ( ESEF) for the separate financial statements of companies whose securities are admitted to
trading on a regulated market in the European Union (EU)" of Bulgarian Institute of Chartered Accountants
(ICPA) in Bulgaria". These procedures include verifying the electronic file format and whether the human
readable part of it corresponds to the audited separate financial statements and expressing an opinion regarding
the compliance of the electronic format of the separate financial statements of Bulgarian Energy Holding EAD
for the year ending 31 December 2025, contained in the electronic file „635400E1RWKJXPSBCV07 -20251231-
BG-SEP.xhtml“, with the requirements of 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”).
Based on these requirements, the electronic format of the separate financial statements included in the annual
separate financial report on the activity under Art. 100m, para. 4 of Bulgarian Public Offering of Securities Act,
must be submitted in XHTML format.
The management of the Company is responsible for the application of the requirements of ESEF Regulation
when preparing the electronic format of the separate financial statements in XHTML.
5
Our opinion is only regarding the electronic format of the separate financial statements included in the electronic
file „635400E1RWKJXPSBCV07-20251231-BG-SEP.xhtml“ and does not include the other information
contained in the annual separate financial report on the activity under art. 100m, para. 4 of Bulgarian Public
Offering of Securities Act.
Based on the performed procedures, our opinion is that the electronic format of the separate financial statements
of the Company for the year ended 31 December 2025, contained in the attached electronic file
„635400E1RWKJXPSBCV07-20251231-BG-SEP.xhtml“, has been prepared in all material respects in
accordance with the requirements of the ESEF Regulation.
Reporting Pursuant to Article 59 of Bulgarian Independent Financial Audit and Assurance of
Sustainability Reporting Act in relation to Article 10 of Regulation (ЕС) № 537/2014
In accordance with the requirements of Bulgarian Independent Financial Audit and Assurance of Sustainability
Reporting Act and in relation with Article 10 of Regulation (ЕС) № 537/2014, we report additionally the
information as follows:
− Grant Thornton OOD and Zaharinova Nexia EOOD as participants in the consortium DZZD "AUDIT BEH"
were appointed as statutory auditors of the separate financial statements of Bulgarian Energy Holding EAD
for the year ended on 31 December 2025 by the sole shareholder on 02.02.2024 for a period of three years
(2024-2026).
− The audit of the separate financial statements of the Company for the year ended on 31 December 2025
represents the fifth consecutive year of continuous statutory audit engagement of this entity performed by
the joint auditors.
− In support of our joint audit opinion, we have provided a description of the most significant assessed risks
of material misstatement, a summary of the joint auditors’ response and where relevant, key observations
arising with respect to those risks in the section „Key audit matters“ of this report.
− We confirm that our joint audit opinion is consistent with the additional report to the audit committee, which
was provided in accordance with Article 60 of Bulgarian Independent Financial Audit and Assurance of
Sustainability Reporting Act.
− We declare that prohibited non-audit services referred to in Article 64 of Bulgarian Independent Financial
Audit and Assurance of Sustainability Reporting Act were not provided.
− We confirm that we remained independent of the Company in performing the audit.
− For the period for which we were engaged as statutory auditors, we have provided other permitted services
to the Company and its controlled undertakings in addition to the statutory audit, which are disclosed in the
separate financial statements.
8 th June 2026
For Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. № 138
Signed with electronic signature
Silvia Dinova
Signed with electronic signature
Stoicho Milev
Registered auditor, responsible for the audit Registered auditor, responsible for the audit
Signed with electronic signature Signed with electronic signature
Mariy Apostolov, Managing partner Dimitrina Zaharinova, Manager
Bulgaria, Sofia, 1421 Bulgaria, Sofia, 1309
26, Cherni Vrah Blvd. 157-159 Konstantin Velichkov Blvd., fl. 1, office 3
Our opinion is only regarding the electronic format of the separate financial statements included in the electronic
file „635400E1RWKJXPSBCV07-20251231-BG-SEP.xhtml“ and does not include the other information
contained in the annual separate financial report on the activity under art. 100m, para. 4 of Bulgarian Public
Offering of Securities Act.
Based on the performed procedures, our opinion is that the electronic format of the separate financial statements
of the Company for the year ended 31 December 2025, contained in the attached electronic file
„635400E1RWKJXPSBCV07-20251231-BG-SEP.xhtml“, has been prepared in all material respects in
accordance with the requirements of the ESEF Regulation.
Reporting Pursuant to Article 59 of Bulgarian Independent Financial Audit and Assurance of
Sustainability Reporting Act in relation to Article 10 of Regulation (ЕС) № 537/2014
In accordance with the requirements of Bulgarian Independent Financial Audit and Assurance of Sustainability
Reporting Act and in relation with Article 10 of Regulation (ЕС) № 537/2014, we report additionally the
information as follows:
− Grant Thornton OOD and Zaharinova Nexia EOOD as participants in the consortium DZZD "AUDIT BEH"
were appointed as statutory auditors of the separate financial statements of Bulgarian Energy Holding EAD
for the year ended on 31 December 2025 by the sole shareholder on 02.02.2024 for a period of three years
(2024-2026).
− The audit of the separate financial statements of the Company for the year ended on 31 December 2025
represents the fifth consecutive year of continuous statutory audit engagement of this entity performed by
the joint auditors.
− In support of our joint audit opinion, we have provided a description of the most significant assessed risks
of material misstatement, a summary of the joint auditors’ response and where relevant, key observations
arising with respect to those risks in the section „Key audit matters“ of this report.
− We confirm that our joint audit opinion is consistent with the additional report to the audit committee, which
was provided in accordance with Article 60 of Bulgarian Independent Financial Audit and Assurance of
Sustainability Reporting Act.
− We declare that prohibited non-audit services referred to in Article 64 of Bulgarian Independent Financial
Audit and Assurance of Sustainability Reporting Act were not provided.
− We confirm that we remained independent of the Company in performing the audit.
− For the period for which we were engaged as statutory auditors, we have provided other permitted services
to the Company and its controlled undertakings in addition to the statutory audit, which are disclosed in the
separate financial statements.
8 th June 2026
For Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. № 138
Signed with electronic signature
Silvia Dinova
Signed with electronic signature
Stoicho Milev
Registered auditor, responsible for the audit Registered auditor, responsible for the audit
Signed with electronic signature Signed with electronic signature
Mariy Apostolov, Managing partner Dimitrina Zaharinova, Manager
Bulgaria, Sofia, 1421 Bulgaria, Sofia, 1309
26, Cherni Vrah Blvd. 157-159 Konstantin Velichkov Blvd., fl. 1, office 3
Annual Separate Financial Statements
Bulgarian Energy Holding EAD
31 December 2025
Translation from Bulgarian
Bulgarian Energy Holding EAD
31 December 2025
Translation from Bulgarian
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
1
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Profit or Loss
for the year ended on 31 December
Notes 2025 2024
BGN’000 BGN’000
Dividend income 5 817,472 632,297
Revenue from contracts with clients 6 2,677 2,116
Revenues 820,149 634,413
Other income 7 36 349
Reintegration of/(expenses for) impairment 8 10,894 (62,658)
Expenses for materials 9 (192) (172)
Hired services expenses 10 (5,619) (5,007)
Depreciation and amortization of non-financial assets 20, 21 (553) (741)
Personnel expenses 12 (11,352) (10,477)
Other expenses 13 (764) (1,161)
Operating profit 812,599 554,546
Financial income 14 224,651 192,955
Financial expenses 0 (127,437) (73,623)
Profit before tax 909,813 673,878
Income tax expenses 16 (9,671) (4,427)
Net profit for the year 900,142 669,451
BGN BGN
Earnings per share 17 0.233 0.193
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8
June 2026.
Notes on pages 1 to 39 form an integral part of the separate financial statement.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Separate Financial Statements
31 December 2025
1
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Profit or Loss
for the year ended on 31 December
Notes 2025 2024
BGN’000 BGN’000
Dividend income 5 817,472 632,297
Revenue from contracts with clients 6 2,677 2,116
Revenues 820,149 634,413
Other income 7 36 349
Reintegration of/(expenses for) impairment 8 10,894 (62,658)
Expenses for materials 9 (192) (172)
Hired services expenses 10 (5,619) (5,007)
Depreciation and amortization of non-financial assets 20, 21 (553) (741)
Personnel expenses 12 (11,352) (10,477)
Other expenses 13 (764) (1,161)
Operating profit 812,599 554,546
Financial income 14 224,651 192,955
Financial expenses 0 (127,437) (73,623)
Profit before tax 909,813 673,878
Income tax expenses 16 (9,671) (4,427)
Net profit for the year 900,142 669,451
BGN BGN
Earnings per share 17 0.233 0.193
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8
June 2026.
Notes on pages 1 to 39 form an integral part of the separate financial statement.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
2
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Comprehensive Income
for the year ended 31 December
Notes 2025 2024
BGN’000 BGN’000
Profit for the year 900,142 669,451
Other comprehensive income:
Components that will not be reclassified to profit or loss:
Revaluation of property, plant and equipment 20 - 1,158
Income tax relating to items that will not be reclassified to
profit or loss - (116)
- 1,042
Net change in the fair value of equity instruments 0 1,539 166
Income tax relating to items that will not be reclassified to
profit or loss (154) (17)
1,385 149
Revaluation of liabilities under defined benefit plans 31 (17) 383
Income tax relating to items that will not be reclassified to
profit or loss 2 (38)
(15) 345
Other comprehensive income for the year, net of tax 1,370 1,536
Total comprehensive income for the year 901,512 670,987
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8
June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Separate Financial Statements
31 December 2025
2
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Comprehensive Income
for the year ended 31 December
Notes 2025 2024
BGN’000 BGN’000
Profit for the year 900,142 669,451
Other comprehensive income:
Components that will not be reclassified to profit or loss:
Revaluation of property, plant and equipment 20 - 1,158
Income tax relating to items that will not be reclassified to
profit or loss - (116)
- 1,042
Net change in the fair value of equity instruments 0 1,539 166
Income tax relating to items that will not be reclassified to
profit or loss (154) (17)
1,385 149
Revaluation of liabilities under defined benefit plans 31 (17) 383
Income tax relating to items that will not be reclassified to
profit or loss 2 (38)
(15) 345
Other comprehensive income for the year, net of tax 1,370 1,536
Total comprehensive income for the year 901,512 670,987
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8
June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
3
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Financial Position
as of 31 December
Notes December 31
2025
31 December
2024
BGN’000 BGN’000
ASSETS
Non-current assets
Investments in subsidiaries, associates and joint ventures 18 4,866,893 4,521,873
Loans granted to related parties 33.1 1,662,783 1,537,117
Trade and other receivables from related parties 33.4 148,842 -
Investment properties 19 14,574 -
Property, plant and equipment 20 8,964 9,686
Intangible assets 21 218 227
Deferred tax assets 22 214,841 217,371
Trade and other receivables 23 28 31
6,917,143 6,286,305
Current assets
Receivables from the Ministry of Energy 33.3 800,000 -
Loans granted to related parties 33.1 262,472 319,252
Trade and other receivables from related parties 33.4 101,859 282,398
Receivables from Toplofikatsia Sofia EAD 24 52,469 9,994
Trade and other receivables 23 345 2,284
Claim for overpaid income tax 2,442 -
Financial assets at fair value through other
comprehensive income 0 2,424 885
Inventories 4 4
Cash 26 275,772 313,041
1,497,787 927,858
TOTAL ASSETS 8,414,930 7,214,163
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8
June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Separate Financial Statements
31 December 2025
3
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Financial Position
as of 31 December
Notes December 31
2025
31 December
2024
BGN’000 BGN’000
ASSETS
Non-current assets
Investments in subsidiaries, associates and joint ventures 18 4,866,893 4,521,873
Loans granted to related parties 33.1 1,662,783 1,537,117
Trade and other receivables from related parties 33.4 148,842 -
Investment properties 19 14,574 -
Property, plant and equipment 20 8,964 9,686
Intangible assets 21 218 227
Deferred tax assets 22 214,841 217,371
Trade and other receivables 23 28 31
6,917,143 6,286,305
Current assets
Receivables from the Ministry of Energy 33.3 800,000 -
Loans granted to related parties 33.1 262,472 319,252
Trade and other receivables from related parties 33.4 101,859 282,398
Receivables from Toplofikatsia Sofia EAD 24 52,469 9,994
Trade and other receivables 23 345 2,284
Claim for overpaid income tax 2,442 -
Financial assets at fair value through other
comprehensive income 0 2,424 885
Inventories 4 4
Cash 26 275,772 313,041
1,497,787 927,858
TOTAL ASSETS 8,414,930 7,214,163
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8
June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
4
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Financial Position as of
31 December (continued)
Notes December 31
2025
31 December
2024
BGN’000 BGN’000
EQUITY AND LIABILITIES
Equity
Share capital 27.1 4,978,240 3,463,942
Other reserves 27.2 380,596 380,591
Reserve from revaluation of financial assets at fair value
through other comprehensive income 27.3 1,858 473
Revaluation reserve of non-financial assets 27.4 1,777 1,795
Reserve from revaluation of defined benefit plans 27.5 (249) (234)
Retained earnings 37 669,467
Total equity 5,362,259 4,516,034
Non-Current liabilities
Issued bonds 28 2,724,680 1,171,640
Loans received 29 206,359 213,515
Loans received from related parties 33.2 - 5,545
Trade and other payables 32 428 613
Liabilities related to employee’ retirement income 31 1,674 1,382
Provision 35 - 53,715
2,933,141 1,446,410
Current liabilities
Issued bonds 28 48,287 1,206,731
Loans received 29 7,588 1,865
Loans received from related parties 33.2 5,545 36,039
Trade and other payables 32 4,102 4,854
Income tax liability - 1,985
Liabilities related to employee’ retirement income 31 293 245
Provision 35 53,715 -
119,530 1,251,719
Total liabilities 3,052,671 2,698,129
TOTAL EQUITY AND LIABILITIES 8,414,930 7,214,163
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8
June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Separate Financial Statements
31 December 2025
4
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Financial Position as of
31 December (continued)
Notes December 31
2025
31 December
2024
BGN’000 BGN’000
EQUITY AND LIABILITIES
Equity
Share capital 27.1 4,978,240 3,463,942
Other reserves 27.2 380,596 380,591
Reserve from revaluation of financial assets at fair value
through other comprehensive income 27.3 1,858 473
Revaluation reserve of non-financial assets 27.4 1,777 1,795
Reserve from revaluation of defined benefit plans 27.5 (249) (234)
Retained earnings 37 669,467
Total equity 5,362,259 4,516,034
Non-Current liabilities
Issued bonds 28 2,724,680 1,171,640
Loans received 29 206,359 213,515
Loans received from related parties 33.2 - 5,545
Trade and other payables 32 428 613
Liabilities related to employee’ retirement income 31 1,674 1,382
Provision 35 - 53,715
2,933,141 1,446,410
Current liabilities
Issued bonds 28 48,287 1,206,731
Loans received 29 7,588 1,865
Loans received from related parties 33.2 5,545 36,039
Trade and other payables 32 4,102 4,854
Income tax liability - 1,985
Liabilities related to employee’ retirement income 31 293 245
Provision 35 53,715 -
119,530 1,251,719
Total liabilities 3,052,671 2,698,129
TOTAL EQUITY AND LIABILITIES 8,414,930 7,214,163
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8
June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
5
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Changes in Equity
for the year ended 31 December Share capital Other
reserves
Reserve from
revaluation of
financial assets at fair
value through other
comprehensive income
Revaluation
reserve of non-
financial assets
Reserve from
remeasurement
of defined
benefit plans
Retained
earnings
Total equity
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Balance as at 1 January 2025 3,463,942 380,591 473 1,795 (234) 669,467 4,516,034
Distribution of dividends (note 17.2) - - - - - (1,569,590) (1,569,590)
Capital increase through cash contribution 1,500,000 - - - - - 1,500,000
Capital increase through in-kind contribution 14,298 5 - - - - 14,303
Transactions with the owner 1,514,298 5 - - - (1,569,590) (55,287)
Profit for the year - - - - - 900,142 900,142
Other comprehensive income - - 1,385 - (15) - 1,370
Total comprehensive income for the year - - 1,385 - (15) 900,142 901,512
Derecognized revaluation reserve - - - (18) - 18 -
Balance as at 31 December 2025 4,978,240 380,596 1,858 1,777 (249) 37 5,362,259
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8 June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Separate Financial Statements
31 December 2025
5
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Changes in Equity
for the year ended 31 December Share capital Other
reserves
Reserve from
revaluation of
financial assets at fair
value through other
comprehensive income
Revaluation
reserve of non-
financial assets
Reserve from
remeasurement
of defined
benefit plans
Retained
earnings
Total equity
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Balance as at 1 January 2025 3,463,942 380,591 473 1,795 (234) 669,467 4,516,034
Distribution of dividends (note 17.2) - - - - - (1,569,590) (1,569,590)
Capital increase through cash contribution 1,500,000 - - - - - 1,500,000
Capital increase through in-kind contribution 14,298 5 - - - - 14,303
Transactions with the owner 1,514,298 5 - - - (1,569,590) (55,287)
Profit for the year - - - - - 900,142 900,142
Other comprehensive income - - 1,385 - (15) - 1,370
Total comprehensive income for the year - - 1,385 - (15) 900,142 901,512
Derecognized revaluation reserve - - - (18) - 18 -
Balance as at 31 December 2025 4,978,240 380,596 1,858 1,777 (249) 37 5,362,259
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8 June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
6
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Changes in Equity
for the year ended on 31 December (continued)
Share capital Other
reserves
Reserve from
revaluation of
financial assets at fair
value through other
comprehensive income
Revaluation
reserve of non-
financial assets
Reserve from
revaluation of
defined benefit
plans
Retained
earnings
Total equity
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Balance as at 1 January 2024 3,463,942 380,491 324 770 (579) 280,628 4,125,576
Distribution of dividends (note 17.2) - - - - - (280,529) (280,529)
Transactions with the owner - - - - - (280,529) (280,529)
Profit for the year - - - - - 669,451 669,451
Other comprehensive income - - 149 1,042 345 - 1,536
Total comprehensive income for the year - - 149 1,042 345 669,451 670,987
Transfer to reserves - 100 - - - (100) -
Derecognized of revaluation reserve - - - (17) - 17 -
Balance as at 31 December 2024 3,463,942 380,591 473 1,795 (234) 669,467 4,516,034
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8 June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Separate Financial Statements
31 December 2025
6
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Changes in Equity
for the year ended on 31 December (continued)
Share capital Other
reserves
Reserve from
revaluation of
financial assets at fair
value through other
comprehensive income
Revaluation
reserve of non-
financial assets
Reserve from
revaluation of
defined benefit
plans
Retained
earnings
Total equity
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Balance as at 1 January 2024 3,463,942 380,491 324 770 (579) 280,628 4,125,576
Distribution of dividends (note 17.2) - - - - - (280,529) (280,529)
Transactions with the owner - - - - - (280,529) (280,529)
Profit for the year - - - - - 669,451 669,451
Other comprehensive income - - 149 1,042 345 - 1,536
Total comprehensive income for the year - - 149 1,042 345 669,451 670,987
Transfer to reserves - 100 - - - (100) -
Derecognized of revaluation reserve - - - (17) - 17 -
Balance as at 31 December 2024 3,463,942 380,591 473 1,795 (234) 669,467 4,516,034
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8 June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
7
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Cash Flows
for the year ended 31 December Notes 2025 2024
BGN’000 BGN’000
Cash flows from operating activity
Dividends received 840,126 375,045
Cash paid to suppliers (491,326) (232,412)
Cash paid to employees and social security institutions (10,843) (10,956)
Revenue from sales of emission allowances to related parties 479,406 186,253
Proceeds from related parties from trade and other activities, net 17,171 30,476
Loans granted to related parties (225,880) (112,120)
Proceeds from loans granted to related parties 194,442 205,238
Interest received on loans granted to related parties 82,859 128,364
Proceeds from Toplofikatsia Sofia EAD 26,789 64,791
Cash flows from main activities 912,744 634,679
Interest received on current and deposit accounts 4,720 2,168
Fees and commissions paid (7) (6)
Foreign exchange losses - (12)
Income tax paid (11,721) (4,800)
Income tax refunded - 1,061
Other taxes refunded, net (937) (410)
Net cash flows from operating activities 904,799 632,680
Cash flows from investing activity
Capital increase in subsidiaries 18 (345,292) (200,000)
Payments for property, plant and equipment (90) (664)
Payments for property, plant and equipment from related parties - (274)
Net cash flows used in investing activities (345,382) (200,938)
Cash flows from financial activities
Proceeds from capital increase 27 1,500,000 -
Proceeds received from the Ministry of Energy 33.3 250,000 -
Payments to the Ministry of Energy 33.3 (1,050,000) -
Bond issue 27, 30 1,556,043 -
Principals paid on bond issue (1,173,498) -
Interest paid on bond issue (69,823) (69,823)
Loan payments to related parties 33.2 (35,953) (10,772)
Proceeds from loans granted from related parties 33.2 - 25,000
Interests paid on loans taken from related parties 33.2 (299) (371)
Repayments of borrowings 29 (1,431) -
Interest paid on loans (1,774) (1,774)
Lease payments (307) (437)
Dividends paid (1,569,590) (280,529)
Net cash flows used in financial activities (596,632) (338,706)
Net change of cash (37,215) 93,036
Gross amount of cash on 1 January 313,439 220,403
Gross amount of cash at the end of the year 276,224 313,439
Effect from expected credit losses (452) (398)
Cash as of 31 December 26 275,772 313,041
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8 June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Separate Financial Statements
31 December 2025
7
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Separate Statement of Cash Flows
for the year ended 31 December Notes 2025 2024
BGN’000 BGN’000
Cash flows from operating activity
Dividends received 840,126 375,045
Cash paid to suppliers (491,326) (232,412)
Cash paid to employees and social security institutions (10,843) (10,956)
Revenue from sales of emission allowances to related parties 479,406 186,253
Proceeds from related parties from trade and other activities, net 17,171 30,476
Loans granted to related parties (225,880) (112,120)
Proceeds from loans granted to related parties 194,442 205,238
Interest received on loans granted to related parties 82,859 128,364
Proceeds from Toplofikatsia Sofia EAD 26,789 64,791
Cash flows from main activities 912,744 634,679
Interest received on current and deposit accounts 4,720 2,168
Fees and commissions paid (7) (6)
Foreign exchange losses - (12)
Income tax paid (11,721) (4,800)
Income tax refunded - 1,061
Other taxes refunded, net (937) (410)
Net cash flows from operating activities 904,799 632,680
Cash flows from investing activity
Capital increase in subsidiaries 18 (345,292) (200,000)
Payments for property, plant and equipment (90) (664)
Payments for property, plant and equipment from related parties - (274)
Net cash flows used in investing activities (345,382) (200,938)
Cash flows from financial activities
Proceeds from capital increase 27 1,500,000 -
Proceeds received from the Ministry of Energy 33.3 250,000 -
Payments to the Ministry of Energy 33.3 (1,050,000) -
Bond issue 27, 30 1,556,043 -
Principals paid on bond issue (1,173,498) -
Interest paid on bond issue (69,823) (69,823)
Loan payments to related parties 33.2 (35,953) (10,772)
Proceeds from loans granted from related parties 33.2 - 25,000
Interests paid on loans taken from related parties 33.2 (299) (371)
Repayments of borrowings 29 (1,431) -
Interest paid on loans (1,774) (1,774)
Lease payments (307) (437)
Dividends paid (1,569,590) (280,529)
Net cash flows used in financial activities (596,632) (338,706)
Net change of cash (37,215) 93,036
Gross amount of cash on 1 January 313,439 220,403
Gross amount of cash at the end of the year 276,224 313,439
Effect from expected credit losses (452) (398)
Cash as of 31 December 26 275,772 313,041
Signed with electronic signature Signed with electronic signature
Andrey Zhivkov Marieta Velikova
CEO Chief Accountant
Issue date: Monday, April 20, 2026
The separate financial statements were approved for issue by a decision of the Board of Directors of BEH EAD on 8 June 2026.
Notes 1 to 39 form an integral part of the Separate financial statements.
Auditors’ report issued by:
Grant Thornton OOD Zaharinova Nexia EOOD
Audit firm, reg. №032 Audit firm, reg. №138
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Signed with electronic
signature
Mariy Apostolov Silvia Dinova Dimitrina Zaharinova Stoycho Milev
Manager Registered Auditor Manager Registered Auditor
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
8
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Notes to the Separate Financial Statements
1.General information and scope of activity
Bulgarian Energy Holding EAD is a sole owner joint-stock company registered in Bulgaria, UIC 831373560 in the
Commercial Register and the Register of Non-Profit Legal Entities. The company is the successor of the Neft i Gas
(Oil and Gas) State Company, founded in 1973, renamed in December 1975 to Gazosnabdyavane (Gas Supply). In
accordance with the Decree on Business Activities, in the beginning of 1990, the Company was renamed to Bulgargaz.
Bulgargaz was transformed into a sole-owner joint-stock company by order of the Council of Ministers of
12 May 1993. By a plan of transformation dated 27 October 2006 and annexed thereto, Bulgargaz EAD was
transformed into Bulgargaz Holding EAD by separating into two sole joint stock companies – Bulgartransgaz EAD
and Bulgargaz EAD under the terms of Article 262 (d) of the Commercial Act. Bulgartransgaz EAD and Bulgargaz
EAD are legal successors of the respective portion of the property (rights and obligations) of Bulgargaz Holding EAD.
The transformation was registered in the court by decision No. 45 dated 15 January 2007 of the Sofia City Court.
With protocol No. РД-21-305 dated 18 September 2008 of the Minister of Economy and Energy the company name
was changed from Bulgargaz Holding EAD to Bulgarian Energy Holding EAD and the capital through was raised
through an in-kind contribution at par value of all shares of the capital of Natsionalna Elektricheska Kompania EAD,
NPP Kozloduy EAD, TPP Maritsa East 2 EAD and Mini Maritsa Iztok EAD.
The Company’s registered office and business address are located in Sofia, 1000, Oborishte District, 16 Veslets Str.
Bulgarian Energy Holding EAD has a scope of activity: Acquisition, evaluation and sale of participations in trading
companies operating in the fields of production, extraction, transmission, transit, storage, management, distribution,
sale and/or purchase of natural gas, electricity, thermal power, coal, as well as any other types of energy and raw
materials for the production and participation in the management of such companies, their financing, acquisition,
evaluation, issuance and sale of bonds, acquisition, evaluation and sale of patents, concession of licenses for use of
the above companies as well as performance of own production or trade activities.
As of 31 December 2025, Bulgarian Energy Holding EAD is managed by a Board of Directors (BOD) with the
following members: Vasil Georgiev Stoynov - Chairperson of the Board of Directors, Kalin Boyanov Filipov – Vice-
Chairperson of the Board of Directors, Valentin Aleksiev Nikolov - Executive Member, Ivo Ivanov Todorov - Member
of the Board of Directors, and Diyan Atanasov Ivanov - Member of the Board of Directors.
As of 31 December 2025, the company is represented by the executive member of the board of directors.
The sole and ultimate owner of the Company is the Republic of Bulgaria through the Minister of Energy.
As of 31 December 2025, the total number of employees of the Company under employment contracts is
101 employed people (31 December 2024: 101 employed people).
2. Statement of compliance with IFRS Accounting Standards and Application of the Going Concern Principle
The separate financial statements have been prepared on a historical cost basis, except for property, plant and
equipment, which is presented under revalued amounts, and equity instruments designated at fair value through other
comprehensive income.
The separate financial statements are presented in Bulgarian Lev (BGN), which is the Company's functional and
presentation currency, and all items are rounded to the nearest thousand Bulgarian Lev (BGN thousand), unless
otherwise stated.
The Company prepares its financial statements on the basis of IFRS accounting standards adopted by the EU. For the
purposes of paragraph 1(8) of the Additional Provisions of the Accounting Act applicable in Bulgaria, these include
International Accounting Standards (IAS) adopted in accordance with Regulation (EC) 1606/2002 of the European
Parliament and of the Council.
These financial statements are the separate financial statements of Bulgarian Energy Holding EAD, where investments
in subsidiaries, associates and joint ventures are presented at acquisition price. In compliance with the requirements
of IFRS 10 Consolidated Financial Statements and the Accountancy Act, the Company also prepares and presents
consolidated financial statements.
The separate financial statements of Bulgarian Energy Holding EAD for the year ended 31 December 2025 were
approved for issue pursuant to a resolution of the Board of Directors under Minutes No. 39-2026 dated 8 June 2026.
Separate Financial Statements
31 December 2025
8
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Notes to the Separate Financial Statements
1.General information and scope of activity
Bulgarian Energy Holding EAD is a sole owner joint-stock company registered in Bulgaria, UIC 831373560 in the
Commercial Register and the Register of Non-Profit Legal Entities. The company is the successor of the Neft i Gas
(Oil and Gas) State Company, founded in 1973, renamed in December 1975 to Gazosnabdyavane (Gas Supply). In
accordance with the Decree on Business Activities, in the beginning of 1990, the Company was renamed to Bulgargaz.
Bulgargaz was transformed into a sole-owner joint-stock company by order of the Council of Ministers of
12 May 1993. By a plan of transformation dated 27 October 2006 and annexed thereto, Bulgargaz EAD was
transformed into Bulgargaz Holding EAD by separating into two sole joint stock companies – Bulgartransgaz EAD
and Bulgargaz EAD under the terms of Article 262 (d) of the Commercial Act. Bulgartransgaz EAD and Bulgargaz
EAD are legal successors of the respective portion of the property (rights and obligations) of Bulgargaz Holding EAD.
The transformation was registered in the court by decision No. 45 dated 15 January 2007 of the Sofia City Court.
With protocol No. РД-21-305 dated 18 September 2008 of the Minister of Economy and Energy the company name
was changed from Bulgargaz Holding EAD to Bulgarian Energy Holding EAD and the capital through was raised
through an in-kind contribution at par value of all shares of the capital of Natsionalna Elektricheska Kompania EAD,
NPP Kozloduy EAD, TPP Maritsa East 2 EAD and Mini Maritsa Iztok EAD.
The Company’s registered office and business address are located in Sofia, 1000, Oborishte District, 16 Veslets Str.
Bulgarian Energy Holding EAD has a scope of activity: Acquisition, evaluation and sale of participations in trading
companies operating in the fields of production, extraction, transmission, transit, storage, management, distribution,
sale and/or purchase of natural gas, electricity, thermal power, coal, as well as any other types of energy and raw
materials for the production and participation in the management of such companies, their financing, acquisition,
evaluation, issuance and sale of bonds, acquisition, evaluation and sale of patents, concession of licenses for use of
the above companies as well as performance of own production or trade activities.
As of 31 December 2025, Bulgarian Energy Holding EAD is managed by a Board of Directors (BOD) with the
following members: Vasil Georgiev Stoynov - Chairperson of the Board of Directors, Kalin Boyanov Filipov – Vice-
Chairperson of the Board of Directors, Valentin Aleksiev Nikolov - Executive Member, Ivo Ivanov Todorov - Member
of the Board of Directors, and Diyan Atanasov Ivanov - Member of the Board of Directors.
As of 31 December 2025, the company is represented by the executive member of the board of directors.
The sole and ultimate owner of the Company is the Republic of Bulgaria through the Minister of Energy.
As of 31 December 2025, the total number of employees of the Company under employment contracts is
101 employed people (31 December 2024: 101 employed people).
2. Statement of compliance with IFRS Accounting Standards and Application of the Going Concern Principle
The separate financial statements have been prepared on a historical cost basis, except for property, plant and
equipment, which is presented under revalued amounts, and equity instruments designated at fair value through other
comprehensive income.
The separate financial statements are presented in Bulgarian Lev (BGN), which is the Company's functional and
presentation currency, and all items are rounded to the nearest thousand Bulgarian Lev (BGN thousand), unless
otherwise stated.
The Company prepares its financial statements on the basis of IFRS accounting standards adopted by the EU. For the
purposes of paragraph 1(8) of the Additional Provisions of the Accounting Act applicable in Bulgaria, these include
International Accounting Standards (IAS) adopted in accordance with Regulation (EC) 1606/2002 of the European
Parliament and of the Council.
These financial statements are the separate financial statements of Bulgarian Energy Holding EAD, where investments
in subsidiaries, associates and joint ventures are presented at acquisition price. In compliance with the requirements
of IFRS 10 Consolidated Financial Statements and the Accountancy Act, the Company also prepares and presents
consolidated financial statements.
The separate financial statements of Bulgarian Energy Holding EAD for the year ended 31 December 2025 were
approved for issue pursuant to a resolution of the Board of Directors under Minutes No. 39-2026 dated 8 June 2026.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
9
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Macroeconomic factors and the ongoing war between Russia and Ukraine
The Company has no investments in or balances with customers and suppliers from Russia or Ukraine. The Company
is not directly exposed to risks related to the military conflict due to the nature of its business, namely holding activities
related to investment management and provision of services, as well as the absence of dependence on raw material
supplies, except for funds received from Gazprom International in the amount of EUR 1,107 thousand under the South
Stream project, which will be utilized upon the final liquidation of the project company. However, some of the
activities of the subsidiaries in the fields of nuclear energy and natural gas are directly affected by the military conflict
in connection with contracts for the purchase of raw materials, supplies, and equipment from Russian counterparties.
Actions are undertaken for negotiating and contacting alternative suppliers, as well as for obtaining a derogation from
the sanctions of the European Union against the Russian Federation in connection with particular imports of certain
spare parts, materials, and receipt of services.
Climate-related matters
The legislation, the regulatory bodies, the partners of the Company and the users of non -financial information draw
great attention to the climate change. The European Union adopted the European Green Deal as a transition to more
sustainable economic and financial system and in the following years the detailed requirements for reporting the
climate change will become applicable as a part of the European standards for reporting sustainability. As of 31
December 2025, the Company has not identified significant climate change-related risks that could have a direct
negative and material impact on the separate financial statements; however, in the long term, they may affect its
investments and the returns thereon.
Going concern principle
The sole shareholder of the Company is the Bulgarian State through the Minister of Energy, in their capacity as
Principal. The functioning and the future development of the Company is entirely dependent on the future intentions
and strategy of the state regarding the continuation of its functions and activities within the energy sector in Bulgaria.
The management has analyzed the validity of the going concern assumption, taking into account the principal’s
intentions in the short and medium term. As a result, it has come to the conclusion that the use of the going concern
principle is appropriate. Management has also taken into account the available information regarding the foreseeable
future, the above-described circumstances related to macroeconomic factors, the military conflicts between Russia
and Ukraine and in the Middle East, the Recovery and Resilience Plan of Bulgaria approved by the EU, and the
dynamics of the energy market globally and in Bulgaria. The Board of Directors expects that the Company w ill have
sufficient financial resources to continue in operation for the foreseeable future and will continue to apply the going
concern basis in preparing the independent financial statements.
3.Changes in the accounting policy
3.1. General provisions
For the current financial year, the Company has adopted all new and/or revised standards and interpretations issued
by the International Accounting Standards Board (IASB) and adopted by the EU and by the IFRS Interpretations
Committee, respectively, which enter into force on 1 January 2025, but these do not have a significant effect on the
Company's separate financial statement. The Company has not adopted standards, interpretations or amendments,
which are published, but still not effective.
3.2. New standards, amendments and interpretations to IFRS accounting standards effective from 1 January
2025.
Amendments to IAS 21 Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability, effective from
1 January 2025, adopted by the EU
Amendments to IAS 21 include:
- clarifying when a currency is exchangeable into another currency and when it is not – a currency is
exchangeable when an entity is able to exchange that currency for the other currency through markets or
exchange mechanisms that create enforceable rights and obligations without undue delay at the measurement
date and for a specified purpose; a currency is not exchangeable into another currency if an entity can obtain
only an insignificant amount of the other currency;
- requiring an entity to determine the exchange rate to be applied when a currency is not exchangeable – when
a currency is not exchangeable at the measurement date, an entity estimates the spot exchange rate as the rate
that would apply to an orderly transaction between market participants at the measurement date and that
would faithfully reflect the prevailing economic conditions;
Separate Financial Statements
31 December 2025
9
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Macroeconomic factors and the ongoing war between Russia and Ukraine
The Company has no investments in or balances with customers and suppliers from Russia or Ukraine. The Company
is not directly exposed to risks related to the military conflict due to the nature of its business, namely holding activities
related to investment management and provision of services, as well as the absence of dependence on raw material
supplies, except for funds received from Gazprom International in the amount of EUR 1,107 thousand under the South
Stream project, which will be utilized upon the final liquidation of the project company. However, some of the
activities of the subsidiaries in the fields of nuclear energy and natural gas are directly affected by the military conflict
in connection with contracts for the purchase of raw materials, supplies, and equipment from Russian counterparties.
Actions are undertaken for negotiating and contacting alternative suppliers, as well as for obtaining a derogation from
the sanctions of the European Union against the Russian Federation in connection with particular imports of certain
spare parts, materials, and receipt of services.
Climate-related matters
The legislation, the regulatory bodies, the partners of the Company and the users of non -financial information draw
great attention to the climate change. The European Union adopted the European Green Deal as a transition to more
sustainable economic and financial system and in the following years the detailed requirements for reporting the
climate change will become applicable as a part of the European standards for reporting sustainability. As of 31
December 2025, the Company has not identified significant climate change-related risks that could have a direct
negative and material impact on the separate financial statements; however, in the long term, they may affect its
investments and the returns thereon.
Going concern principle
The sole shareholder of the Company is the Bulgarian State through the Minister of Energy, in their capacity as
Principal. The functioning and the future development of the Company is entirely dependent on the future intentions
and strategy of the state regarding the continuation of its functions and activities within the energy sector in Bulgaria.
The management has analyzed the validity of the going concern assumption, taking into account the principal’s
intentions in the short and medium term. As a result, it has come to the conclusion that the use of the going concern
principle is appropriate. Management has also taken into account the available information regarding the foreseeable
future, the above-described circumstances related to macroeconomic factors, the military conflicts between Russia
and Ukraine and in the Middle East, the Recovery and Resilience Plan of Bulgaria approved by the EU, and the
dynamics of the energy market globally and in Bulgaria. The Board of Directors expects that the Company w ill have
sufficient financial resources to continue in operation for the foreseeable future and will continue to apply the going
concern basis in preparing the independent financial statements.
3.Changes in the accounting policy
3.1. General provisions
For the current financial year, the Company has adopted all new and/or revised standards and interpretations issued
by the International Accounting Standards Board (IASB) and adopted by the EU and by the IFRS Interpretations
Committee, respectively, which enter into force on 1 January 2025, but these do not have a significant effect on the
Company's separate financial statement. The Company has not adopted standards, interpretations or amendments,
which are published, but still not effective.
3.2. New standards, amendments and interpretations to IFRS accounting standards effective from 1 January
2025.
Amendments to IAS 21 Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability, effective from
1 January 2025, adopted by the EU
Amendments to IAS 21 include:
- clarifying when a currency is exchangeable into another currency and when it is not – a currency is
exchangeable when an entity is able to exchange that currency for the other currency through markets or
exchange mechanisms that create enforceable rights and obligations without undue delay at the measurement
date and for a specified purpose; a currency is not exchangeable into another currency if an entity can obtain
only an insignificant amount of the other currency;
- requiring an entity to determine the exchange rate to be applied when a currency is not exchangeable – when
a currency is not exchangeable at the measurement date, an entity estimates the spot exchange rate as the rate
that would apply to an orderly transaction between market participants at the measurement date and that
would faithfully reflect the prevailing economic conditions;
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
10
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- requiring the disclosure of additional information when a currency is not exchangeable – when a currency is
not exchangeable, an entity discloses information that enables users of its financial statements to assess how
the lack of exchangeability of the currency affects, or is expected to affect, its financial performance, financial
position, and cash flows.
3.3. Standards, amendments and interpretations that are not yet effective and have not been early adopted by
the Company
As of the date of approval of these separate financial statements, the following new standards, amendments, and
interpretations to existing standards have been issued but are not yet effective or have not been endorsed by the EU
for the financial year beginning on 1 January 2025, and have not been early adopted by the Company. They are not
expected to have a material impact on the Company’s financial statements, except for the disclosures required under
IFRS 18:
- Amendments to IFRS 9 and IFRS 7: Amendments to the Classification and Measurement of Financial
Instruments (effective for annual periods beginning on or after 1 January 2026, endorsed by the EU);
- Amendments to IFRS 9 and IFRS 7: Contracts for Renewable Electricity (effective for annual periods
beginning on or after 1 January 2026, endorsed by the EU);
- Annual Improvements to IFRS Accounting Standards – Volume 11 (effective for annual periods beginning
on or after 1 January 2026), which include amendments to the following standards: IFRS 1 First-time
Adoption of International Financial Reporting Standards; IFRS 7 Financial Instruments: Disclosures; IFRS
9 Financial Instruments; IFRS 10 Consolidated Financial Statements; and IAS 7 Statement of Cash Flows;
- IFRS 18 Presentation and Disclosure in Financial Statements (effective for annual periods beginning on or
after 1 January 2027, adopted by the EU);
- IFRS 19 Subsidiaries without public accountability: Disclosures, in force as of 1 January 2027, not yet
adopted by the EU
4.Material Accounting Policy Information
4.1 General
The most significant accounting policies applied in the preparation of these separate financial statements are set out
below.
The separate financial statement has been prepared in accordance with the principles for evaluation of all types of
assets, liabilities, income and expenses under the IFRS accounting standards. The valuation bases are disclosed in
detail later in the accounting policy to the separate financial statements.
It should be noted that accounting estimates and assumptions have been used in the preparation of the separate
financial statements presented. Although these are based on information provided to management at the date of the
separate financial statements, actual results may differ from the estimates and assumptions made.
The presentation of the separate financial statements in conformity with IFRS accounting standards requires
management to make best estimates, accruals and reasonable assumptions that affect the reported amounts of assets
and liabilities, income and expenses and disclosure of contingent assets and liabilities at the end of the reporting
period. These estimates, accruals and assumptions are based on information available at the end of the reporting period,
so future actual results may differ. Areas that involve a higher degree of judgment or complexity, or are as where
assumptions and estimates are material to the separate financial statements, are disclosed in Note 4.20.
4.2 Presentation of the separate financial statements and comparative information
The separate financial statements are presented in accordance with IAS 1 Presentation of Financial Statements. The
Company has adopted the presentation of the separate profit and loss report of and other comprehensive income in
two separate statements: a profit and loss report and a statement of comprehensive income.
Two comparative periods are presented in the separate statement of financial position when the Company applies an
accounting policy retrospectively, retrospectively restates financial statement items or reclassifies financial statement
items and this has a material effect on the information in the separate statement of financial position at the beginning
of the previous period.
Separate Financial Statements
31 December 2025
10
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- requiring the disclosure of additional information when a currency is not exchangeable – when a currency is
not exchangeable, an entity discloses information that enables users of its financial statements to assess how
the lack of exchangeability of the currency affects, or is expected to affect, its financial performance, financial
position, and cash flows.
3.3. Standards, amendments and interpretations that are not yet effective and have not been early adopted by
the Company
As of the date of approval of these separate financial statements, the following new standards, amendments, and
interpretations to existing standards have been issued but are not yet effective or have not been endorsed by the EU
for the financial year beginning on 1 January 2025, and have not been early adopted by the Company. They are not
expected to have a material impact on the Company’s financial statements, except for the disclosures required under
IFRS 18:
- Amendments to IFRS 9 and IFRS 7: Amendments to the Classification and Measurement of Financial
Instruments (effective for annual periods beginning on or after 1 January 2026, endorsed by the EU);
- Amendments to IFRS 9 and IFRS 7: Contracts for Renewable Electricity (effective for annual periods
beginning on or after 1 January 2026, endorsed by the EU);
- Annual Improvements to IFRS Accounting Standards – Volume 11 (effective for annual periods beginning
on or after 1 January 2026), which include amendments to the following standards: IFRS 1 First-time
Adoption of International Financial Reporting Standards; IFRS 7 Financial Instruments: Disclosures; IFRS
9 Financial Instruments; IFRS 10 Consolidated Financial Statements; and IAS 7 Statement of Cash Flows;
- IFRS 18 Presentation and Disclosure in Financial Statements (effective for annual periods beginning on or
after 1 January 2027, adopted by the EU);
- IFRS 19 Subsidiaries without public accountability: Disclosures, in force as of 1 January 2027, not yet
adopted by the EU
4.Material Accounting Policy Information
4.1 General
The most significant accounting policies applied in the preparation of these separate financial statements are set out
below.
The separate financial statement has been prepared in accordance with the principles for evaluation of all types of
assets, liabilities, income and expenses under the IFRS accounting standards. The valuation bases are disclosed in
detail later in the accounting policy to the separate financial statements.
It should be noted that accounting estimates and assumptions have been used in the preparation of the separate
financial statements presented. Although these are based on information provided to management at the date of the
separate financial statements, actual results may differ from the estimates and assumptions made.
The presentation of the separate financial statements in conformity with IFRS accounting standards requires
management to make best estimates, accruals and reasonable assumptions that affect the reported amounts of assets
and liabilities, income and expenses and disclosure of contingent assets and liabilities at the end of the reporting
period. These estimates, accruals and assumptions are based on information available at the end of the reporting period,
so future actual results may differ. Areas that involve a higher degree of judgment or complexity, or are as where
assumptions and estimates are material to the separate financial statements, are disclosed in Note 4.20.
4.2 Presentation of the separate financial statements and comparative information
The separate financial statements are presented in accordance with IAS 1 Presentation of Financial Statements. The
Company has adopted the presentation of the separate profit and loss report of and other comprehensive income in
two separate statements: a profit and loss report and a statement of comprehensive income.
Two comparative periods are presented in the separate statement of financial position when the Company applies an
accounting policy retrospectively, retrospectively restates financial statement items or reclassifies financial statement
items and this has a material effect on the information in the separate statement of financial position at the beginning
of the previous period.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
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This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
4.3 Foreign currency transactions
Transactions in foreign currency are reported in the functional currency of the Company at the official exchange rate
at the date of the transaction (the Bulgarian National Bank’s fixed exchange rate). The foreign exchange gains and
losses resulting from the settlement of such transactions and the revaluation of foreign currency monetary items at the
end of the reporting period are recognized in profit or loss.
Non-monetary items valued at historical cost in foreign currency are reported at the exchange rate at the date of the
transaction (they are not revalued). Non-monetary items measured at fair value in a foreign currency are translated at
the exchange rate at the date that the fair value was determined. The Company has no assets or liabilities and does not
conduct transactions in currencies that are not freely exchangeable.
4.4 Revenue recognition
Recognizing and evaluating revenue from client contracts
Revenue from contracts with clients is recognized when control of the goods and/or services promised in the contract,
is transferred to the client in an amount that reflects the remuneration the Company expects to be entitled to in
exchange for those goods or services.
The control is transferred to the customer when (or as) he/she meets the obligation to perform, according to the terms
of the contract, by transferring the promised goods or services to the customer. An asset (good or service) is transferred
when (or as) the customer gains control over that asset.
In the initial evaluation of its contracts with clients, the Company assesses whether two or more contracts should be
considered in combination and accounted for as one, and whether the goods and/or services promised in each separate
and/or combined contract should be accounted for as one and/or more performance obligations.
Any promise to transfer goods and / or services that are distinguishable (in themselves and in the context of the
contract) is accounted for as a single performance obligation.
The Company recognizes revenue for each individual performance obligation at the level of a separate contract with
a client by analyzing the type, term and conditions of each specific contract. In the case of contracts with similar
characteristics, revenue is recognized on a portfolio basis only if grouping it in a portfolio would not have a materially
different effect on the financial statements.
Contracts with clients usually involve a single performance.
Assessment
Revenue is measured on the basis of the transaction price specified for each contract.
In determining the transaction price, the Company takes into account the terms and conditions of the contract and its
usual business practices.
The transaction price is the amount of the remuneration the Company expects to be entitled to in exchange for the
transfer of the promised goods or services to the client, except for amounts collected on behalf of third parties (e.g.
value added tax). The remuneration promised in the contract with the customer may include fixed amounts, variable
amounts, or both.
When (or as) a performance obligation is met, the Company recognizes as income the cost of the transaction (which
excludes estimates of variable remuneration containing limitations), that is attributable to that obligation to perform.
The Company examines whether there are other promises in the contract that are separate performance obligations,
for which part of the transaction price should be allocated.
When determining the transaction price, account is taken of the impact of variable remuneration, the existence of
significant components of funding, non-monetary remuneration, and remuneration owed to the client (if any).
Performance obligations and recognition approach to main types of revenue under customer contracts
Revenues from services
Revenue from provision of services is recognized in the accounting period in which the services are provided. The
Company transfers control of the services over time and therefore satisfies the obligation to perform and recognizes
revenue over time. If at the end of the reporting period the service under the contract is not fully performed, revenue
is recognized on the basis of the actual service provided by the end of the reporting period, as a proportion of the total
services to be provided because the client receives and consumes benefits simultaneously. This is determined on the
basis of the actual time spent on work performed, relative to the total expected time to perform the service.
Separate Financial Statements
31 December 2025
11
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
4.3 Foreign currency transactions
Transactions in foreign currency are reported in the functional currency of the Company at the official exchange rate
at the date of the transaction (the Bulgarian National Bank’s fixed exchange rate). The foreign exchange gains and
losses resulting from the settlement of such transactions and the revaluation of foreign currency monetary items at the
end of the reporting period are recognized in profit or loss.
Non-monetary items valued at historical cost in foreign currency are reported at the exchange rate at the date of the
transaction (they are not revalued). Non-monetary items measured at fair value in a foreign currency are translated at
the exchange rate at the date that the fair value was determined. The Company has no assets or liabilities and does not
conduct transactions in currencies that are not freely exchangeable.
4.4 Revenue recognition
Recognizing and evaluating revenue from client contracts
Revenue from contracts with clients is recognized when control of the goods and/or services promised in the contract,
is transferred to the client in an amount that reflects the remuneration the Company expects to be entitled to in
exchange for those goods or services.
The control is transferred to the customer when (or as) he/she meets the obligation to perform, according to the terms
of the contract, by transferring the promised goods or services to the customer. An asset (good or service) is transferred
when (or as) the customer gains control over that asset.
In the initial evaluation of its contracts with clients, the Company assesses whether two or more contracts should be
considered in combination and accounted for as one, and whether the goods and/or services promised in each separate
and/or combined contract should be accounted for as one and/or more performance obligations.
Any promise to transfer goods and / or services that are distinguishable (in themselves and in the context of the
contract) is accounted for as a single performance obligation.
The Company recognizes revenue for each individual performance obligation at the level of a separate contract with
a client by analyzing the type, term and conditions of each specific contract. In the case of contracts with similar
characteristics, revenue is recognized on a portfolio basis only if grouping it in a portfolio would not have a materially
different effect on the financial statements.
Contracts with clients usually involve a single performance.
Assessment
Revenue is measured on the basis of the transaction price specified for each contract.
In determining the transaction price, the Company takes into account the terms and conditions of the contract and its
usual business practices.
The transaction price is the amount of the remuneration the Company expects to be entitled to in exchange for the
transfer of the promised goods or services to the client, except for amounts collected on behalf of third parties (e.g.
value added tax). The remuneration promised in the contract with the customer may include fixed amounts, variable
amounts, or both.
When (or as) a performance obligation is met, the Company recognizes as income the cost of the transaction (which
excludes estimates of variable remuneration containing limitations), that is attributable to that obligation to perform.
The Company examines whether there are other promises in the contract that are separate performance obligations,
for which part of the transaction price should be allocated.
When determining the transaction price, account is taken of the impact of variable remuneration, the existence of
significant components of funding, non-monetary remuneration, and remuneration owed to the client (if any).
Performance obligations and recognition approach to main types of revenue under customer contracts
Revenues from services
Revenue from provision of services is recognized in the accounting period in which the services are provided. The
Company transfers control of the services over time and therefore satisfies the obligation to perform and recognizes
revenue over time. If at the end of the reporting period the service under the contract is not fully performed, revenue
is recognized on the basis of the actual service provided by the end of the reporting period, as a proportion of the total
services to be provided because the client receives and consumes benefits simultaneously. This is determined on the
basis of the actual time spent on work performed, relative to the total expected time to perform the service.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
12
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The client pays for the services provided on the basis of the clauses set out in the specific contract. The ordinary credit
period is from 10 to 30 days after the provision of the services. In cases where the services provided by the Company
exceed the payment, an asset under the contract is recognized. If the payments exceed the services provided, a liability
under the contract is recognized.
Proceeds from sales of current assets
Revenues from sales of short-term assets and materials are recognized when the control of the assets sold is transferred.
Delivery occurs when the assets have been sent to the customer, the risks of potential losses have been transferred to
the buyer and he/she has accepted the assets in accordance with the sales contract. The usual payment term is within
30 days after delivery.
Principal or agent
When a third party participates in the provision of goods or services to a client, the Company determines whether the
nature of their promise is an obligation to perform, related to the provision of the particular goods or services
(principal), or to arrange for the third party to provide those goods or services (agent).
The Company is the principal when it controls the promised commodity or service before transferring it to the client.
Nevertheless, the Company does not necessarily act as the principal if it receives the ownership of an asset only
temporarily, before the ownership right is transferred to the client.
The Company is an agent if the Company’s obligation to perform is to arrange the delivery of the goods or services
from a third party. When an agent company fulfils an obligation to perform, it recognizes revenue at the amount of a
fee or commission it expects to be entitled to in exchange for arranging for the goods and services to be provided by
another party. The fee or commission of the Company may be the net amount of remuneration the Company retains
after paying to the other party the consideration received in exchange for the goods or services to be provided by that
party.
The Company is an agent in its contracts for the sale of greenhouse gas emission allowances with the subsidiary TPP
Maritsa East 2 EAD.
Significant accounting assessments, estimates and assumptions relating to income from contracts with clients, are
presented in note 4.20.
Contractual balances
Trade receivables and assets under contracts
The receivable is the right of the Company to receive remuneration of a certain amount, which is unconditional (i.e.
before the payment of the remuneration becomes due, it is only necessary that a certain period of time expires).
The asset under a contract is the right of the Company to receive remuneration in return for the goods or services it
has transferred to the client, but which is not unconditional (the accrual of the receivable). If, through the transfer of
the goods and / or the provision of the services, the Company fulfils its obligation before the client pays the relevant
remuneration and / or before the payment becomes due, a contract asset is recognized for the earned remuneration
(which is conditional). Recognized assets under a contract are reclassified as a trade receivable when the right to
remuneration becomes unconditional.
Contract liabilities
As a liability under a contract, the Company represents payments received from the client and/or an unconditional
right to receive payment before it has fulfilled its performance obligations under the contract. Contract liabilities are
recognized as income when (or as) the performance obligations are met.
Assets and liabilities arising from a contract shall be presented net in the separate statement of financial position, even
if they result from different contractual obligations to perform the contract.
Subsequent to initial recognition, trade receivables and contract assets are reviewed for impairment in accordance
with the rules of IFRS 9 Financial Instruments.
Dividend income
The dividend income is recognized when the right for its receipt is established.
Interest income
Interest income is calculated by applying the effective interest rate on the gross carrying amount of financial assets
except for financial assets which are impaired (Phase 3) for which interest income is calculated by applying the
effective interest rate on their amortized value (i.e. the gross book value adjusted for the loss provision).
Separate Financial Statements
31 December 2025
12
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The client pays for the services provided on the basis of the clauses set out in the specific contract. The ordinary credit
period is from 10 to 30 days after the provision of the services. In cases where the services provided by the Company
exceed the payment, an asset under the contract is recognized. If the payments exceed the services provided, a liability
under the contract is recognized.
Proceeds from sales of current assets
Revenues from sales of short-term assets and materials are recognized when the control of the assets sold is transferred.
Delivery occurs when the assets have been sent to the customer, the risks of potential losses have been transferred to
the buyer and he/she has accepted the assets in accordance with the sales contract. The usual payment term is within
30 days after delivery.
Principal or agent
When a third party participates in the provision of goods or services to a client, the Company determines whether the
nature of their promise is an obligation to perform, related to the provision of the particular goods or services
(principal), or to arrange for the third party to provide those goods or services (agent).
The Company is the principal when it controls the promised commodity or service before transferring it to the client.
Nevertheless, the Company does not necessarily act as the principal if it receives the ownership of an asset only
temporarily, before the ownership right is transferred to the client.
The Company is an agent if the Company’s obligation to perform is to arrange the delivery of the goods or services
from a third party. When an agent company fulfils an obligation to perform, it recognizes revenue at the amount of a
fee or commission it expects to be entitled to in exchange for arranging for the goods and services to be provided by
another party. The fee or commission of the Company may be the net amount of remuneration the Company retains
after paying to the other party the consideration received in exchange for the goods or services to be provided by that
party.
The Company is an agent in its contracts for the sale of greenhouse gas emission allowances with the subsidiary TPP
Maritsa East 2 EAD.
Significant accounting assessments, estimates and assumptions relating to income from contracts with clients, are
presented in note 4.20.
Contractual balances
Trade receivables and assets under contracts
The receivable is the right of the Company to receive remuneration of a certain amount, which is unconditional (i.e.
before the payment of the remuneration becomes due, it is only necessary that a certain period of time expires).
The asset under a contract is the right of the Company to receive remuneration in return for the goods or services it
has transferred to the client, but which is not unconditional (the accrual of the receivable). If, through the transfer of
the goods and / or the provision of the services, the Company fulfils its obligation before the client pays the relevant
remuneration and / or before the payment becomes due, a contract asset is recognized for the earned remuneration
(which is conditional). Recognized assets under a contract are reclassified as a trade receivable when the right to
remuneration becomes unconditional.
Contract liabilities
As a liability under a contract, the Company represents payments received from the client and/or an unconditional
right to receive payment before it has fulfilled its performance obligations under the contract. Contract liabilities are
recognized as income when (or as) the performance obligations are met.
Assets and liabilities arising from a contract shall be presented net in the separate statement of financial position, even
if they result from different contractual obligations to perform the contract.
Subsequent to initial recognition, trade receivables and contract assets are reviewed for impairment in accordance
with the rules of IFRS 9 Financial Instruments.
Dividend income
The dividend income is recognized when the right for its receipt is established.
Interest income
Interest income is calculated by applying the effective interest rate on the gross carrying amount of financial assets
except for financial assets which are impaired (Phase 3) for which interest income is calculated by applying the
effective interest rate on their amortized value (i.e. the gross book value adjusted for the loss provision).
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
13
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Net profit from sale of property, plant and equipment
Profit or losses arising on the derecognition of property, plant and equipment or an intangible asset as a result of a sale
are included in profit or loss when the asset is derecognized. The asset is derecognized at the time control of the asset
being sold is transferred.
4.5 Expenses
Expenses are recognized as incurred and on an accruals and comparability basis and to the extent that this would not
result in the recognition of assets/liabilities that do not meet the definitions of such under IFRS accounting standards.
Prepaid expenses are deferred for derecognition as current expenses in the period to which they relate.
4.6 Taxes
Current income tax
Current taxes on Company profits are determined in accordance with the requirements of the Bulgarian tax legislation
– the Corporate Income Tax Act. The nominal tax rate in Bulgaria for 2025 is 10% (2024: 10%). Current tax assets
and liabilities for the current and prior periods are recognized at the amount expected to be recovered from or paid to
the tax authorities.
Deferred tax
Deferred tax is provided using the balance sheet method, providing for temporary differences as of the reporting date,
arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements.
Deferred tax liabilities are recognized for all taxable temporary differences:
• except to the extent that the deferred tax liability arises from the initial recognition of an asset or liability of
a transaction that is not a business combination and affects neither accounting profit nor tax profit or loss at
the time of the transaction; and
• for taxable temporary differences related to investments in subsidiaries, associates and interests in joint
ventures, except to the extent that the Company is able to control the timing of the reversal of the temporary
difference and the temporary difference is unlikely to reverse in the foreseeable future.
Deferred tax assets are recognized for all deductible temporary differences, unused tax credits carried forward and
unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, deferred tax credits carried forward and unused tax credits can be utilized losses:
• unless the deferred tax asset arises from the initial recognition of an asset or liability of a transaction that is
not a business combination and does not affect either the accounting profit or the tax profit or loss at the
time of the transaction; and
• for deductible temporary differences related to investments in subsidiaries, associates and interests in joint
ventures, a deferred tax asset is recognized only to the extent that the temporary difference is likely to reverse
in the foreseeable future and to generate taxable profit, against to take advantage of the temporary difference.
The Company reviews the carrying amount of deferred tax assets at each reporting date and reduces it to the extent
that it is no longer probable that sufficient taxable profit will be available allowing for all or part of the deferred tax
asset to be recovered. Unrecognized deferred tax assets are reviewed at each reporting date and are recognized to the
extent that it is probable that future taxable profits will be available against which the deferred tax asset can be
recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to be in force for the period in which
the asset is realized or the liability is settled, based on the tax rates (and tax laws) that are in force or enacted, to a
significant extent, at the date of the separate statement of financial position. As of 31 December 2025, the Company’s
deferred income taxes were measured at the rate applicable for 2025, which is 10% (2024: 10%).
Deferred taxes related to items that are reported as other components of comprehensive income or equity in the
separate statement of financial position are also reported directly to the related component of comprehensive income
or balance sheet equity.
The Company offsets deferred tax assets and liabilities only when it has the legal right to deduct current tax assets
from current tax liabilities and the deferred tax assets and liabilities relate to income taxes levied by the same tax
authority on the same taxable entity.
Separate Financial Statements
31 December 2025
13
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Net profit from sale of property, plant and equipment
Profit or losses arising on the derecognition of property, plant and equipment or an intangible asset as a result of a sale
are included in profit or loss when the asset is derecognized. The asset is derecognized at the time control of the asset
being sold is transferred.
4.5 Expenses
Expenses are recognized as incurred and on an accruals and comparability basis and to the extent that this would not
result in the recognition of assets/liabilities that do not meet the definitions of such under IFRS accounting standards.
Prepaid expenses are deferred for derecognition as current expenses in the period to which they relate.
4.6 Taxes
Current income tax
Current taxes on Company profits are determined in accordance with the requirements of the Bulgarian tax legislation
– the Corporate Income Tax Act. The nominal tax rate in Bulgaria for 2025 is 10% (2024: 10%). Current tax assets
and liabilities for the current and prior periods are recognized at the amount expected to be recovered from or paid to
the tax authorities.
Deferred tax
Deferred tax is provided using the balance sheet method, providing for temporary differences as of the reporting date,
arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements.
Deferred tax liabilities are recognized for all taxable temporary differences:
• except to the extent that the deferred tax liability arises from the initial recognition of an asset or liability of
a transaction that is not a business combination and affects neither accounting profit nor tax profit or loss at
the time of the transaction; and
• for taxable temporary differences related to investments in subsidiaries, associates and interests in joint
ventures, except to the extent that the Company is able to control the timing of the reversal of the temporary
difference and the temporary difference is unlikely to reverse in the foreseeable future.
Deferred tax assets are recognized for all deductible temporary differences, unused tax credits carried forward and
unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, deferred tax credits carried forward and unused tax credits can be utilized losses:
• unless the deferred tax asset arises from the initial recognition of an asset or liability of a transaction that is
not a business combination and does not affect either the accounting profit or the tax profit or loss at the
time of the transaction; and
• for deductible temporary differences related to investments in subsidiaries, associates and interests in joint
ventures, a deferred tax asset is recognized only to the extent that the temporary difference is likely to reverse
in the foreseeable future and to generate taxable profit, against to take advantage of the temporary difference.
The Company reviews the carrying amount of deferred tax assets at each reporting date and reduces it to the extent
that it is no longer probable that sufficient taxable profit will be available allowing for all or part of the deferred tax
asset to be recovered. Unrecognized deferred tax assets are reviewed at each reporting date and are recognized to the
extent that it is probable that future taxable profits will be available against which the deferred tax asset can be
recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to be in force for the period in which
the asset is realized or the liability is settled, based on the tax rates (and tax laws) that are in force or enacted, to a
significant extent, at the date of the separate statement of financial position. As of 31 December 2025, the Company’s
deferred income taxes were measured at the rate applicable for 2025, which is 10% (2024: 10%).
Deferred taxes related to items that are reported as other components of comprehensive income or equity in the
separate statement of financial position are also reported directly to the related component of comprehensive income
or balance sheet equity.
The Company offsets deferred tax assets and liabilities only when it has the legal right to deduct current tax assets
from current tax liabilities and the deferred tax assets and liabilities relate to income taxes levied by the same tax
authority on the same taxable entity.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
14
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Additional tax
Due to the scale of the business activities of the BEH Group, the requirements for a domestic top -up tax pursuant to
Article 260z25 of the Corporate Income Tax Act are applicable to the Company for the periods after 2024, inclusive
(Note 16).
Value Added Tax (VAT)
Revenue, expenses and assets are recognized net of VAT, except when:
• VAT arising from the purchase of assets or services is not refundable by the tax authorities, in which case
VAT is recognized as part of the cost of acquisition of the asset or as part of the relevant item of expenditure,
as appropriate; and
• receivables and payables are reported with VAT included.
The net amount of VAT recoverable from or payable to the tax authorities is included in the value of receivables or
payables in the separate statement of financial position.
4.7 Pension and other liabilities to employees
Short-term income
The short-term compensation for employees in the form of wages, bonuses and social security payments and benefits
(due for settlement within 12 months after the end of the period in which the personnel worked for them or met the
conditions for receiving them) are recognized as an expense in the separate profit and loss report, unless an IFRS
accounting standard requires that amount to be capitalized in the cost of an asset in the period in which labor is
expended for them and/or the requirements for their receipt as a current liability are met (net of any amounts already
paid and deductions due).
The Company reports short-term obligations under compensable leaves, occurred on the basis of unused annual leave
in the cases, in which is expected the leaves to arise within 12 months following the date of the reporting period,
during which the hired individuals have rendered the labor, related to these leaves. At the date of each financial
statement, the Company makes assessment of the amount of the expected costs under the accruing compensable leaves,
which is expected to be paid as a result of unused right of accrued leave. The assessment includes the approximate
estimate of the amounts for the remunerations themselves and of the contributions for the obligatory social and health
insurance, which the employer owes on these amounts.
Long-term retirement income
The Company owes retirement benefits to its employees under defined benefit plans and defined contribution plans.
Defined contribution plans
Defined contribution plans are retirement plans under which the Company pays fixed contributions into state funds.
The main obligation of the employer is to provide compulsory insurance of the hired staff for the Pension Fund,
Supplementary Compulsory Pension Insurance (SCPI), General Sickness and Maternity Fund (GSMF),
Unemployment Fund, Occupational Accident and Sickness Fund (OASF) and health insurance (HI).
The amounts of the social security contributions are approved specifically by the Social Security Budget Act and the
NHIF Budget Act for the respective year. The contributions are distributed between the employer and the insured
person in accordance with the rules of the Social Security Code (SSC).
These retirement benefit plans applied by the Company as an employer are defined contribution plans. In them, the
employer pays monthly certain contributions to state funds, as well as to universal and occupational pension funds –
on the basis of fixed percentages by law and has no legal or constructive obligation to pay future contributions to the
funds in cases where they do not have sufficient funds to pay persons the amounts earned by them for the period of
their work experience. The obligations regarding the health insurance are similar.
Contributions payable by the company under defined contribution plans for social security and health insurance are
recognized as a current expense in the profit and loss report unless an IFRS accounting standard requires that amount
to be capitalized in the cost of an asset and as a current liability.
Defined benefit plans
Under the Bulgarian labor legislation and the Internal Rules for the determination of the salary, the Company as an
employer is obliged to pay from five to ten gross monthly salaries to its employees upon retirement, depending on the
length of service. If the employee has worked for the same employer or in the group in the last 9 years of service, they
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31 December 2025
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Additional tax
Due to the scale of the business activities of the BEH Group, the requirements for a domestic top -up tax pursuant to
Article 260z25 of the Corporate Income Tax Act are applicable to the Company for the periods after 2024, inclusive
(Note 16).
Value Added Tax (VAT)
Revenue, expenses and assets are recognized net of VAT, except when:
• VAT arising from the purchase of assets or services is not refundable by the tax authorities, in which case
VAT is recognized as part of the cost of acquisition of the asset or as part of the relevant item of expenditure,
as appropriate; and
• receivables and payables are reported with VAT included.
The net amount of VAT recoverable from or payable to the tax authorities is included in the value of receivables or
payables in the separate statement of financial position.
4.7 Pension and other liabilities to employees
Short-term income
The short-term compensation for employees in the form of wages, bonuses and social security payments and benefits
(due for settlement within 12 months after the end of the period in which the personnel worked for them or met the
conditions for receiving them) are recognized as an expense in the separate profit and loss report, unless an IFRS
accounting standard requires that amount to be capitalized in the cost of an asset in the period in which labor is
expended for them and/or the requirements for their receipt as a current liability are met (net of any amounts already
paid and deductions due).
The Company reports short-term obligations under compensable leaves, occurred on the basis of unused annual leave
in the cases, in which is expected the leaves to arise within 12 months following the date of the reporting period,
during which the hired individuals have rendered the labor, related to these leaves. At the date of each financial
statement, the Company makes assessment of the amount of the expected costs under the accruing compensable leaves,
which is expected to be paid as a result of unused right of accrued leave. The assessment includes the approximate
estimate of the amounts for the remunerations themselves and of the contributions for the obligatory social and health
insurance, which the employer owes on these amounts.
Long-term retirement income
The Company owes retirement benefits to its employees under defined benefit plans and defined contribution plans.
Defined contribution plans
Defined contribution plans are retirement plans under which the Company pays fixed contributions into state funds.
The main obligation of the employer is to provide compulsory insurance of the hired staff for the Pension Fund,
Supplementary Compulsory Pension Insurance (SCPI), General Sickness and Maternity Fund (GSMF),
Unemployment Fund, Occupational Accident and Sickness Fund (OASF) and health insurance (HI).
The amounts of the social security contributions are approved specifically by the Social Security Budget Act and the
NHIF Budget Act for the respective year. The contributions are distributed between the employer and the insured
person in accordance with the rules of the Social Security Code (SSC).
These retirement benefit plans applied by the Company as an employer are defined contribution plans. In them, the
employer pays monthly certain contributions to state funds, as well as to universal and occupational pension funds –
on the basis of fixed percentages by law and has no legal or constructive obligation to pay future contributions to the
funds in cases where they do not have sufficient funds to pay persons the amounts earned by them for the period of
their work experience. The obligations regarding the health insurance are similar.
Contributions payable by the company under defined contribution plans for social security and health insurance are
recognized as a current expense in the profit and loss report unless an IFRS accounting standard requires that amount
to be capitalized in the cost of an asset and as a current liability.
Defined benefit plans
Under the Bulgarian labor legislation and the Internal Rules for the determination of the salary, the Company as an
employer is obliged to pay from five to ten gross monthly salaries to its employees upon retirement, depending on the
length of service. If the employee has worked for the same employer or in the group in the last 9 years of service, they
Bulgarian Energy Holding EAD
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31 December 2025
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must receive eleven gross monthly salaries in retirement, and if they have worked for less than 9 years – six gross
monthly salaries. The staff retirement plan is not funded.
The Company determines its retirement benefit obligations by using an actuarial valuation method. The management
of the Company assesses the defined benefit obligation once a year with the assistance of an independent actuary. The
assessment of liabilities is based on standard inflation rates, expected changes in health care costs and mortality. Future
wage increases are also taken into account. The discount factors are determined at the end of each year, taking into
account the yield on high-quality corporate bonds, which are denominated in the currency in which the income will
be paid and have a maturity close to that of the respective pension liabilities.
Expenses for pension benefits of employees related to current service are included in “Staff expenses”, and the amount
of discounting liabilities is included as interest expense in “Financial expenses”. The effects of subsequent estimates
of liabilities that are, in essence, actuarial gains and losses, are recognized immediately in the period in which they
arise and are presented under other components of comprehensive income in the item “Revaluation of liabilities under
defined benefit plans”.
The retirement benefit obligation presented in the separate statement of financial position consists of the present value
of the defined benefit obligation.
4.8 Financial instruments
A financial instrument is any contract that generates a financial asset of an entity and a financial liability or equity
instrument of another entity.
A financial asset is any asset that represents: cash, an equity instrument of another entity, a contractual right to receive
or exchange cash or financial instruments with another entity under potentially favorable conditions, and a contract to
be settled with instruments of the entity. Company’s equity is a non -derivative in which it can or will receive a variable
number of its equity instruments, or a derivative that can or will be settled by exchanging a fixed amount of cash or
other financial assets for a fixed number of equity instruments.
A financial liability is any liability that represents: a contractual right to provide or exchange cash or financial
instruments with another entity under potentially adverse conditions, and a contract that will be settled with the issuer’s
equity instruments and is a non-derivative in which the Company may or will not receive a variable number of the
entity’s equity instruments or a derivative that can or will be settled, other than the exchange of a fixed amount of
cash or other financial assets, for a fixed number of the entity’s equity instruments.
4.8.1. Financial assets
Initial recognition and classification
The Company initially recognizes a financial asset at the time it becomes a party to a contractual agreement, and
classifies it according to the business model for managing financial assets and the characteristics of the contracted
cash flows.
The Company classifies its financial assets according to their subsequent measurement in three categories: “financial
assets measured at amortized cost”, “financial assets measured at fair value through other comprehensive income”, or
“financial assets at fair value through profit or loss”, as appropriate, according to the contractual terms of the
instruments and the Company's established business models, in accordance with IFRS 9 Financial Instruments.
The business model of the Company for management of financial assets refers to the way in which it manages its
financial assets to generate cash flows. The business model determines whether cash flows will result from the
collection of contractual cash flows, the sale of financial assets, or both.
The management of the Company has determined that the financial assets which are cash in banks, trade receivables,
other receivables, judicial and adjudicated receivables and receivables from related parties, are held by the Company
in order to obtain the agreed cash flows and are expected to generate cash flows, which are only payments of principal
and interest (applied business model). These financial assets are subsequently classified and measured at amortized
cost.
Initial measurement
Initially, all financial assets, with the exception of trade receivables, are measured at fair value, plus direct transaction
costs, if they are not carried at fair value through profit or loss when the net of transaction costs are initially recognized.
Trade receivables that do not contain a significant financing component and for which the Company applies the
practicable measure under IFRS 15 Revenue from Contracts with Clients in this respect are initially measured at the
relevant transaction price, in accordance with IFRS 15 Revenue from Contracts with Clients.
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must receive eleven gross monthly salaries in retirement, and if they have worked for less than 9 years – six gross
monthly salaries. The staff retirement plan is not funded.
The Company determines its retirement benefit obligations by using an actuarial valuation method. The management
of the Company assesses the defined benefit obligation once a year with the assistance of an independent actuary. The
assessment of liabilities is based on standard inflation rates, expected changes in health care costs and mortality. Future
wage increases are also taken into account. The discount factors are determined at the end of each year, taking into
account the yield on high-quality corporate bonds, which are denominated in the currency in which the income will
be paid and have a maturity close to that of the respective pension liabilities.
Expenses for pension benefits of employees related to current service are included in “Staff expenses”, and the amount
of discounting liabilities is included as interest expense in “Financial expenses”. The effects of subsequent estimates
of liabilities that are, in essence, actuarial gains and losses, are recognized immediately in the period in which they
arise and are presented under other components of comprehensive income in the item “Revaluation of liabilities under
defined benefit plans”.
The retirement benefit obligation presented in the separate statement of financial position consists of the present value
of the defined benefit obligation.
4.8 Financial instruments
A financial instrument is any contract that generates a financial asset of an entity and a financial liability or equity
instrument of another entity.
A financial asset is any asset that represents: cash, an equity instrument of another entity, a contractual right to receive
or exchange cash or financial instruments with another entity under potentially favorable conditions, and a contract to
be settled with instruments of the entity. Company’s equity is a non -derivative in which it can or will receive a variable
number of its equity instruments, or a derivative that can or will be settled by exchanging a fixed amount of cash or
other financial assets for a fixed number of equity instruments.
A financial liability is any liability that represents: a contractual right to provide or exchange cash or financial
instruments with another entity under potentially adverse conditions, and a contract that will be settled with the issuer’s
equity instruments and is a non-derivative in which the Company may or will not receive a variable number of the
entity’s equity instruments or a derivative that can or will be settled, other than the exchange of a fixed amount of
cash or other financial assets, for a fixed number of the entity’s equity instruments.
4.8.1. Financial assets
Initial recognition and classification
The Company initially recognizes a financial asset at the time it becomes a party to a contractual agreement, and
classifies it according to the business model for managing financial assets and the characteristics of the contracted
cash flows.
The Company classifies its financial assets according to their subsequent measurement in three categories: “financial
assets measured at amortized cost”, “financial assets measured at fair value through other comprehensive income”, or
“financial assets at fair value through profit or loss”, as appropriate, according to the contractual terms of the
instruments and the Company's established business models, in accordance with IFRS 9 Financial Instruments.
The business model of the Company for management of financial assets refers to the way in which it manages its
financial assets to generate cash flows. The business model determines whether cash flows will result from the
collection of contractual cash flows, the sale of financial assets, or both.
The management of the Company has determined that the financial assets which are cash in banks, trade receivables,
other receivables, judicial and adjudicated receivables and receivables from related parties, are held by the Company
in order to obtain the agreed cash flows and are expected to generate cash flows, which are only payments of principal
and interest (applied business model). These financial assets are subsequently classified and measured at amortized
cost.
Initial measurement
Initially, all financial assets, with the exception of trade receivables, are measured at fair value, plus direct transaction
costs, if they are not carried at fair value through profit or loss when the net of transaction costs are initially recognized.
Trade receivables that do not contain a significant financing component and for which the Company applies the
practicable measure under IFRS 15 Revenue from Contracts with Clients in this respect are initially measured at the
relevant transaction price, in accordance with IFRS 15 Revenue from Contracts with Clients.
Bulgarian Energy Holding EAD
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Subsequent measurement and presentation
For the purposes of subsequent measurement and presentation, financial assets are classified into one of the following
categories: “financial assets measured at amortized cost” (debt instruments), “financial assets measured at fair value
through other comprehensive income by reclassifying accumulated gains and losses” (debt instruments), “financial
assets designated at fair value in other comprehensive income, excluding reclassification of accumulated gains and
derecognition losses” (equity instruments) or “financial assets measured at fair value through profit or loss” (debt and
equity instruments).
Financial assets at amortized cost (debt instruments)
This category includes cash in banks, trade receivables, other receivables, court and award receivables and receivables
from related parties and loans. This category of financial assets is the most significant for the Company.
The Company evaluates and measures financial assets at amortized cost if both of the following conditions are met:
• The financial asset is held within a business model in order to hold financial assets in order to collect
contractual cash flows;
• The agreed terms of the financial asset lead to certain cash flow dates, which are only principal payments
and interest on the outstanding principal.
The subsequent evaluation is made using the “effective interest rate” method, which calculates interest income by
applying the effective interest rate to the gross carrying amount of the instruments. For purchased or created assets,
with initial credit impairment and those with subsequently recognized credit impairment, the effective interest rate
and the effective interest rate adjusted for credit losses are applied, respectively, but at the amortized cost of the asset.
Financial assets in this category are subject to impairment testing at the date of each financial statement of the
Company, the changes being reflected in profit or loss.
Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired.
Financial assets measured at fair value through other comprehensive income (equity instruments)
Upon initial recognition, the Company classifies the investments in equity instruments in this category when they
meet the definition of equity under IAS 32 Financial Instruments: Presentation and are not held for trading.
Subsequent evaluation of this instrument is carried at fair value and changes are recognized in other comprehensive
income. Fair values are determined based on quoted prices in an active market, and when there is no such - based on
evaluation techniques, usually an analysis of discounted cash flows.
Profits and losses on these financial assets are never reclassified to profit or loss. Dividends are recognized in the item
“financial income” in the separate profit and loss report when the right to payment is established.
The Company has made an irrevocable choice to classify in this category its minority equity investments that it holds
in the long term and in relation to its business interests in these companies. They are traded on capital markets.
Financial assets at fair value through profit or loss
The Company estimates all other financial assets other than those that are measured at amortized cost or at fair value
through other comprehensive income at fair value through profit or loss.
In the event that this eliminates or significantly reduces the measurement or recognition inconsistency of a financial
asset that would result from recognizing results and changes based on different bases, the Company may apply the
exceptions under IFRS 9 Financial Instruments and designate a financial asset as at fair value through profit and loss
on initial recognition as irrevocable, including contracts to deliver a non-financial item. Such financial assets are
presented in the notes to the financial statements separately from other instruments to which this valuation approach
is mandatory.
Derecognition
A financial asset (or, where applicable, part of a financial asset or part of a group of similar financial assets) is
derecognized when the contractual rights to the cash flows of the asset have expired, or the Company has transferred
its rights to receive cash flows from the asset or it has undertaken to pay all the cash flows received without significant
delay to a third party under a “transfer” arrangement.
When a financial asset is derecognized in its entirety, the difference between 1) the carrying amount (measured at the
date of derecognition) and 2) the consideration received (including any new asset received without the new assumption
of a new liability) is recognized in profit or loss.
When the Company has transferred its rights to receive cash flows from an asset, or has entered into a transfer
agreement, it assesses whether and to what extent the risks and rewards of ownership are preserved. When the
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31 December 2025
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Subsequent measurement and presentation
For the purposes of subsequent measurement and presentation, financial assets are classified into one of the following
categories: “financial assets measured at amortized cost” (debt instruments), “financial assets measured at fair value
through other comprehensive income by reclassifying accumulated gains and losses” (debt instruments), “financial
assets designated at fair value in other comprehensive income, excluding reclassification of accumulated gains and
derecognition losses” (equity instruments) or “financial assets measured at fair value through profit or loss” (debt and
equity instruments).
Financial assets at amortized cost (debt instruments)
This category includes cash in banks, trade receivables, other receivables, court and award receivables and receivables
from related parties and loans. This category of financial assets is the most significant for the Company.
The Company evaluates and measures financial assets at amortized cost if both of the following conditions are met:
• The financial asset is held within a business model in order to hold financial assets in order to collect
contractual cash flows;
• The agreed terms of the financial asset lead to certain cash flow dates, which are only principal payments
and interest on the outstanding principal.
The subsequent evaluation is made using the “effective interest rate” method, which calculates interest income by
applying the effective interest rate to the gross carrying amount of the instruments. For purchased or created assets,
with initial credit impairment and those with subsequently recognized credit impairment, the effective interest rate
and the effective interest rate adjusted for credit losses are applied, respectively, but at the amortized cost of the asset.
Financial assets in this category are subject to impairment testing at the date of each financial statement of the
Company, the changes being reflected in profit or loss.
Gains and losses are recognized in profit or loss when the asset is derecognized, modified or impaired.
Financial assets measured at fair value through other comprehensive income (equity instruments)
Upon initial recognition, the Company classifies the investments in equity instruments in this category when they
meet the definition of equity under IAS 32 Financial Instruments: Presentation and are not held for trading.
Subsequent evaluation of this instrument is carried at fair value and changes are recognized in other comprehensive
income. Fair values are determined based on quoted prices in an active market, and when there is no such - based on
evaluation techniques, usually an analysis of discounted cash flows.
Profits and losses on these financial assets are never reclassified to profit or loss. Dividends are recognized in the item
“financial income” in the separate profit and loss report when the right to payment is established.
The Company has made an irrevocable choice to classify in this category its minority equity investments that it holds
in the long term and in relation to its business interests in these companies. They are traded on capital markets.
Financial assets at fair value through profit or loss
The Company estimates all other financial assets other than those that are measured at amortized cost or at fair value
through other comprehensive income at fair value through profit or loss.
In the event that this eliminates or significantly reduces the measurement or recognition inconsistency of a financial
asset that would result from recognizing results and changes based on different bases, the Company may apply the
exceptions under IFRS 9 Financial Instruments and designate a financial asset as at fair value through profit and loss
on initial recognition as irrevocable, including contracts to deliver a non-financial item. Such financial assets are
presented in the notes to the financial statements separately from other instruments to which this valuation approach
is mandatory.
Derecognition
A financial asset (or, where applicable, part of a financial asset or part of a group of similar financial assets) is
derecognized when the contractual rights to the cash flows of the asset have expired, or the Company has transferred
its rights to receive cash flows from the asset or it has undertaken to pay all the cash flows received without significant
delay to a third party under a “transfer” arrangement.
When a financial asset is derecognized in its entirety, the difference between 1) the carrying amount (measured at the
date of derecognition) and 2) the consideration received (including any new asset received without the new assumption
of a new liability) is recognized in profit or loss.
When the Company has transferred its rights to receive cash flows from an asset, or has entered into a transfer
agreement, it assesses whether and to what extent the risks and rewards of ownership are preserved. When the
Bulgarian Energy Holding EAD
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31 December 2025
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Company neither transfers nor substantially retains all the risks and rewards of the asset, nor transfers control over the
asset, it continues to recognize the transferred asset to the extent of its continuing involvement. In this case the
Company recognizes a related liability. The transferred asset and the related liability are measured on a basis that
reflects the rights and obligations that the Company has retained.
Impairment of financial assets
The Company recognizes provisions for expected credit losses for all debt instruments that are not carried at fair value
through profit or loss, using the approach presented in the table below:
Type of financial asset Category under IFRS 9 Financial
Instruments
Impairment approach
1 Short-term trade receivables Debt instruments measured at
amortized cost
Simplified approach
2 Trade receivables with financing
component
Debt instruments measured at
amortized cost
Standardized approach
3 Short-term receivables from related
parties
Debt instruments measured at
amortized cost
Simplified approach
4 Receivables from related parties
with a financing component
Debt instruments measured at
amortized cost
Standardized approach
5 Loans receivable Debt instruments measured at
amortized cost
Standardized approach
6 Cash Debt instruments measured at
amortized cost
Standardized approach
7 Other financial, court and awarded
receivables
Debt instruments measured at
amortized cost
Simplified approach
Expected credit losses represent a probabilistic weighted estimate of credit losses (i.e. the present value of each
shortfall) for the expected maturity of the financial instrument. Cash deficit is the difference between the cash flows
payable to the Company in accordance with the contract, and the cash flows that the Company expects to receive.
Because the expected credit losses account for the amount and timing of payments, an expected credit loss is
recognized even if the Company expects the asset to be fully paid, but later than the due date.
Impairment and losses on financial instruments are dealt with in three stages – the first two being the expected credit
losses for losses that may arise as a result of default, and the third as credit impairment (loss), based on evidence of
potential or actual failure to perform on the instruments.
Expected credit losses for exposures for which there is no significant increase in credit risk compared to initial
recognition are recognized for credit losses that may arise as a result of default events over the next 12 months. For
credit exposures for which there is a significant increase in credit risk after initial recognition, an adjustment of the
loss for expected credit losses is required relative to the remaining life of the exposure, regardless of the default time
(CPA for the entire life of the instrument).
Receivables from loans to related parties and receivables with a financing element – For the calculation of the
expected credit losses on loans granted to related parties and long-term receivables with a financing element, the
Company applies a standardized approach for impairment. Under this approach, the Company applies a “three -tier”
impairment model based on changes from the initial recognition of the credit quality of the financial instrument (asset).
Expected credit losses are recognized in three stages:
a. A financial asset that is not impaired at its initial origination/acquisition is classified in Phase 1. Since its initial
recognition, its credit risk and performance have been subject to continuous monitoring and analysis. The expected
credit losses of financial assets classified in Phase 1 are determined on the basis of credit losses resulting from possible
default events that could occur within the next 12 months of the life of the respective asset (12-month expected credit
losses for the instrument).
b. In cases where, after the initial recognition of a financial asset, its credit risk increases significantly and as a resul t
its performance deteriorates, it is classified in Phase 2. The expected credit losses of financial assets classified in Phase
2 are determined for the entire remaining life (term) of the respective asset, regardless of the moment of occurrence
of the default (expected credit losses for the whole life (term) of the instrument).
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Company neither transfers nor substantially retains all the risks and rewards of the asset, nor transfers control over the
asset, it continues to recognize the transferred asset to the extent of its continuing involvement. In this case the
Company recognizes a related liability. The transferred asset and the related liability are measured on a basis that
reflects the rights and obligations that the Company has retained.
Impairment of financial assets
The Company recognizes provisions for expected credit losses for all debt instruments that are not carried at fair value
through profit or loss, using the approach presented in the table below:
Type of financial asset Category under IFRS 9 Financial
Instruments
Impairment approach
1 Short-term trade receivables Debt instruments measured at
amortized cost
Simplified approach
2 Trade receivables with financing
component
Debt instruments measured at
amortized cost
Standardized approach
3 Short-term receivables from related
parties
Debt instruments measured at
amortized cost
Simplified approach
4 Receivables from related parties
with a financing component
Debt instruments measured at
amortized cost
Standardized approach
5 Loans receivable Debt instruments measured at
amortized cost
Standardized approach
6 Cash Debt instruments measured at
amortized cost
Standardized approach
7 Other financial, court and awarded
receivables
Debt instruments measured at
amortized cost
Simplified approach
Expected credit losses represent a probabilistic weighted estimate of credit losses (i.e. the present value of each
shortfall) for the expected maturity of the financial instrument. Cash deficit is the difference between the cash flows
payable to the Company in accordance with the contract, and the cash flows that the Company expects to receive.
Because the expected credit losses account for the amount and timing of payments, an expected credit loss is
recognized even if the Company expects the asset to be fully paid, but later than the due date.
Impairment and losses on financial instruments are dealt with in three stages – the first two being the expected credit
losses for losses that may arise as a result of default, and the third as credit impairment (loss), based on evidence of
potential or actual failure to perform on the instruments.
Expected credit losses for exposures for which there is no significant increase in credit risk compared to initial
recognition are recognized for credit losses that may arise as a result of default events over the next 12 months. For
credit exposures for which there is a significant increase in credit risk after initial recognition, an adjustment of the
loss for expected credit losses is required relative to the remaining life of the exposure, regardless of the default time
(CPA for the entire life of the instrument).
Receivables from loans to related parties and receivables with a financing element – For the calculation of the
expected credit losses on loans granted to related parties and long-term receivables with a financing element, the
Company applies a standardized approach for impairment. Under this approach, the Company applies a “three -tier”
impairment model based on changes from the initial recognition of the credit quality of the financial instrument (asset).
Expected credit losses are recognized in three stages:
a. A financial asset that is not impaired at its initial origination/acquisition is classified in Phase 1. Since its initial
recognition, its credit risk and performance have been subject to continuous monitoring and analysis. The expected
credit losses of financial assets classified in Phase 1 are determined on the basis of credit losses resulting from possible
default events that could occur within the next 12 months of the life of the respective asset (12-month expected credit
losses for the instrument).
b. In cases where, after the initial recognition of a financial asset, its credit risk increases significantly and as a resul t
its performance deteriorates, it is classified in Phase 2. The expected credit losses of financial assets classified in Phase
2 are determined for the entire remaining life (term) of the respective asset, regardless of the moment of occurrence
of the default (expected credit losses for the whole life (term) of the instrument).
Bulgarian Energy Holding EAD
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c. In cases where the credit risk of a financial asset increases to a level that indicates that a default event has occurred,
the financial asset is considered impaired and is classified in Phase 3. At this stage, the losses incurred are determined
and calculated. asset for the rest of its life (term).
The management of the Company has developed a policy and a set of criteria for analyzing, identifying and assessing
the occurrence of a “significant increase in credit risk”.
For trade receivables and contract assets arising from transactions within the scope of IFRS 15 'Revenue from
Contracts with clients' that do not contain a significant financing component, the Company applies a simplified
approach in accordance with IFRS 9 'Financial Instruments', recognizing an impairment loss for expected credit losses
based on the lifetime expected credit losses at each reporting date. The Company applies a matrix that calculates the
expected credit losses on trade receivables. Receivables are categorized by arrears and are grouped by type and client
segments with different models of credit losses.
For baseline data on trade receivables, the Company uses its accumulated experience of credit losses on such
instruments to measure expected credit losses. The historical data used are for periods from 3 to 5 years ago, grouped
by type and relevant models of customer segments, and adjusted by forecast factors specific to debtors and industry
concerned.
For cash at banks, the Company recognizes impairment for expected credit losses by applying the standardized
approach, and the credit rating of the financial institutions in which the Company has deposited its cash is used to
determine the loss from default in the model parameters.
At each reporting date, the Company evaluates the impairment for each instrument at an amount equal to the expected
lifetime losses, if the credit risk for that instrument has increased significantly since the initial recognition.
If, at the reporting date, the credit risk on a financial instrument has not increased significantly compared to the initial
recognition, the impairment for this financial instrument is equal to the expected 12-month credit loss.
Additional disclosures related to the impairment of financial assets are also contained in the following notes:
➢ Disclosures of significant assessments and assumptions, note 4.20
➢ Trade and other receivables, note 23
➢ Loans granted to related parties, note 33. 1
➢ Receivables from related parties, note 33.3
➢ Cash, note 26
➢ Credit risk, note 36.5
4.8.2. Financial liabilities
Initial recognition, classification and measurement
The Company recognizes a financial liability in its separate statement of financial position only when it becomes a
party to the contractual provisions of the financial instrument.
Upon initial recognition, financial liabilities are classified as: “financial liabilities subsequently measured at amortized
cost” (loans and borrowings, trade and other payables) or as “financial liabilities measured at fair value through profit
or loss.”
Initial recognition takes place at the settlement date and is carried at fair value plus, in the case of financial liabilitie s
that are not carried at fair value through profit or loss, directly attributable to the acquisition or issue of the financial
liability. Management fees for received loans are deferred over the period of use of the loans, using the effective
interest rate method and are included in the amortized cost of loans.
The financial liabilities of the Company include bank loans, trade and other payables and finance lease liabilities.
According to their maturity, financial liabilities are classified into long-term and short-term.
Subsequent evaluation
The subsequent valuation of financial liabilities depends on their classification, as described below:
Financial liabilities reported at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial
liabilities initially recognized at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are made for redemption in the near future.
Profit or losses on liabilities held for trading are recognized in the separate profit and loss report.
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31 December 2025
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This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
c. In cases where the credit risk of a financial asset increases to a level that indicates that a default event has occurred,
the financial asset is considered impaired and is classified in Phase 3. At this stage, the losses incurred are determined
and calculated. asset for the rest of its life (term).
The management of the Company has developed a policy and a set of criteria for analyzing, identifying and assessing
the occurrence of a “significant increase in credit risk”.
For trade receivables and contract assets arising from transactions within the scope of IFRS 15 'Revenue from
Contracts with clients' that do not contain a significant financing component, the Company applies a simplified
approach in accordance with IFRS 9 'Financial Instruments', recognizing an impairment loss for expected credit losses
based on the lifetime expected credit losses at each reporting date. The Company applies a matrix that calculates the
expected credit losses on trade receivables. Receivables are categorized by arrears and are grouped by type and client
segments with different models of credit losses.
For baseline data on trade receivables, the Company uses its accumulated experience of credit losses on such
instruments to measure expected credit losses. The historical data used are for periods from 3 to 5 years ago, grouped
by type and relevant models of customer segments, and adjusted by forecast factors specific to debtors and industry
concerned.
For cash at banks, the Company recognizes impairment for expected credit losses by applying the standardized
approach, and the credit rating of the financial institutions in which the Company has deposited its cash is used to
determine the loss from default in the model parameters.
At each reporting date, the Company evaluates the impairment for each instrument at an amount equal to the expected
lifetime losses, if the credit risk for that instrument has increased significantly since the initial recognition.
If, at the reporting date, the credit risk on a financial instrument has not increased significantly compared to the initial
recognition, the impairment for this financial instrument is equal to the expected 12-month credit loss.
Additional disclosures related to the impairment of financial assets are also contained in the following notes:
➢ Disclosures of significant assessments and assumptions, note 4.20
➢ Trade and other receivables, note 23
➢ Loans granted to related parties, note 33. 1
➢ Receivables from related parties, note 33.3
➢ Cash, note 26
➢ Credit risk, note 36.5
4.8.2. Financial liabilities
Initial recognition, classification and measurement
The Company recognizes a financial liability in its separate statement of financial position only when it becomes a
party to the contractual provisions of the financial instrument.
Upon initial recognition, financial liabilities are classified as: “financial liabilities subsequently measured at amortized
cost” (loans and borrowings, trade and other payables) or as “financial liabilities measured at fair value through profit
or loss.”
Initial recognition takes place at the settlement date and is carried at fair value plus, in the case of financial liabilitie s
that are not carried at fair value through profit or loss, directly attributable to the acquisition or issue of the financial
liability. Management fees for received loans are deferred over the period of use of the loans, using the effective
interest rate method and are included in the amortized cost of loans.
The financial liabilities of the Company include bank loans, trade and other payables and finance lease liabilities.
According to their maturity, financial liabilities are classified into long-term and short-term.
Subsequent evaluation
The subsequent valuation of financial liabilities depends on their classification, as described below:
Financial liabilities reported at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial
liabilities initially recognized at fair value through profit or loss.
Financial liabilities are classified as held for trading if they are made for redemption in the near future.
Profit or losses on liabilities held for trading are recognized in the separate profit and loss report.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
19
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Financial liabilities designated on initial recognition at fair value through profit or loss are designated at the initial
recognition date and only if the criteria in IFRS 9 Financial Instruments are met.
The Company has not designated financial liabilities as measured at fair value through profit or loss.
Financial liabilities measured at amortized cost
The category of “financial liabilities reported at amortized cost” includes borrowings, trade payables and other
payables where the Company has become a party to a contract or arrangement and which should be settled in net cash.
This category has the most significant share for the Company’s financial instruments and for it as a whole.
The received loans are temporarily attracted funds against services from Bulgarian or foreign banks and other financial
institutions, commercial loans, etc.
Bank loans are taken to provide long-term support to the Company’s business. They are reflected in the Company's
statement of financial position, net of loan costs. Direct transaction costs are recognized in the profit and loss report
on an accrual basis using the effective interest method and are added to the carrying amount of the financial liability
to the extent that they are not settled at the end of the period in which they are incurred.
Financial liabilities are subsequently measured at amortized cost using the effective interest method. Amortized cost
is calculated by taking into account any discount or premium on acquisition, including fees or charges, which are an
integral part of the effective interest rate. Expenses (calculated using the effective interest method) are included as
financial expenses in the profit or loss report and other comprehensive income in the line “Financial expenses”.
For financial liabilities that are carried at amortized cost, the gain or loss is recognized in profit or loss for the period
in which the financial asset or financial liability is derecognized or impaired through the amortization process.
Trade payables are initially recognized at nominal value and subsequently measured at amortized cost less settlement
payments.
Dividends payable to the sole shareholder are recognized when the dividends are approved by the General Meeting.
Derecognition
The Company derecognizes a financial liability only when the liability is settled (fulfilled), the liability expires, or the
creditor waives their rights.
When an existing financial liability is replaced by another from the same lender under significantly different conditions
or the terms of an existing liability are substantially changed, such exchange or change is treated as a write-off of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized
in the profit and loss report.
The difference between the carrying amount of the financial liability settled or transferred to another party and the
consideration paid for the settlement, including cash and a transfer of non-monetary assets, is recognized in profit or
loss for the period.
4.8.3. Compensation of financial instruments
Financial assets and financial liabilities are offset and the net amount is presented in the separate statement of financial
position when there is a legally enforceable right to offset the amounts recognized and the Company intends to settle
on a net basis or to simultaneously realize the assets and settle the liabilities.
4.8.4. Fair value of financial instruments
At each reporting date, the fair value of financial instruments that are actively traded in the markets is determined on
the basis of quoted market prices or dealer quotations (“buy” prices for long positions and “sell” prices for short
positions), without deduct transaction costs.
The fair value of financial instruments for which there is no active market is determined using valuation techniques.
These techniques include the use of recent direct market transactions; references to the current fair value of another
instrument that is substantially the same; discounted cash flow analysis and other valuation models.
An analysis of the fair values of the financial instruments and further details of how they are measured is given in note
37.
4.9 Equity, reserves and dividend payments
The registered capital of the Company reflects the nominal value of the issued shares. Other reserves include general
reserves and additional reserves. Revaluation reserves include a revaluation reserve of property, plant and equipment,
a revaluation reserve for available-for-sale financial assets, and a revaluation reserve for defined benefit plans.
Separate Financial Statements
31 December 2025
19
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Financial liabilities designated on initial recognition at fair value through profit or loss are designated at the initial
recognition date and only if the criteria in IFRS 9 Financial Instruments are met.
The Company has not designated financial liabilities as measured at fair value through profit or loss.
Financial liabilities measured at amortized cost
The category of “financial liabilities reported at amortized cost” includes borrowings, trade payables and other
payables where the Company has become a party to a contract or arrangement and which should be settled in net cash.
This category has the most significant share for the Company’s financial instruments and for it as a whole.
The received loans are temporarily attracted funds against services from Bulgarian or foreign banks and other financial
institutions, commercial loans, etc.
Bank loans are taken to provide long-term support to the Company’s business. They are reflected in the Company's
statement of financial position, net of loan costs. Direct transaction costs are recognized in the profit and loss report
on an accrual basis using the effective interest method and are added to the carrying amount of the financial liability
to the extent that they are not settled at the end of the period in which they are incurred.
Financial liabilities are subsequently measured at amortized cost using the effective interest method. Amortized cost
is calculated by taking into account any discount or premium on acquisition, including fees or charges, which are an
integral part of the effective interest rate. Expenses (calculated using the effective interest method) are included as
financial expenses in the profit or loss report and other comprehensive income in the line “Financial expenses”.
For financial liabilities that are carried at amortized cost, the gain or loss is recognized in profit or loss for the period
in which the financial asset or financial liability is derecognized or impaired through the amortization process.
Trade payables are initially recognized at nominal value and subsequently measured at amortized cost less settlement
payments.
Dividends payable to the sole shareholder are recognized when the dividends are approved by the General Meeting.
Derecognition
The Company derecognizes a financial liability only when the liability is settled (fulfilled), the liability expires, or the
creditor waives their rights.
When an existing financial liability is replaced by another from the same lender under significantly different conditions
or the terms of an existing liability are substantially changed, such exchange or change is treated as a write-off of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized
in the profit and loss report.
The difference between the carrying amount of the financial liability settled or transferred to another party and the
consideration paid for the settlement, including cash and a transfer of non-monetary assets, is recognized in profit or
loss for the period.
4.8.3. Compensation of financial instruments
Financial assets and financial liabilities are offset and the net amount is presented in the separate statement of financial
position when there is a legally enforceable right to offset the amounts recognized and the Company intends to settle
on a net basis or to simultaneously realize the assets and settle the liabilities.
4.8.4. Fair value of financial instruments
At each reporting date, the fair value of financial instruments that are actively traded in the markets is determined on
the basis of quoted market prices or dealer quotations (“buy” prices for long positions and “sell” prices for short
positions), without deduct transaction costs.
The fair value of financial instruments for which there is no active market is determined using valuation techniques.
These techniques include the use of recent direct market transactions; references to the current fair value of another
instrument that is substantially the same; discounted cash flow analysis and other valuation models.
An analysis of the fair values of the financial instruments and further details of how they are measured is given in note
37.
4.9 Equity, reserves and dividend payments
The registered capital of the Company reflects the nominal value of the issued shares. Other reserves include general
reserves and additional reserves. Revaluation reserves include a revaluation reserve of property, plant and equipment,
a revaluation reserve for available-for-sale financial assets, and a revaluation reserve for defined benefit plans.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
20
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Retained earnings include the current financial result and accumulated profits and uncovered losses from previous
years.
Dividend liabilities of the sole shareholder are included in the line “Payables to related parties” in the separate
statements of financial position, when the dividends are approved for distribution by the General Meeting before the
end of the reporting period.
All transactions with the Company’s sole shareholder are presented separately in the separate statement of changes in
equity.
4.10 Property, plant and equipment
Property, plant and equipment are initially measured at cost price, including the expenses on acquisition, as well as
any direct costs of bringing the asset to working condition. Their subsequent measurement after initial recognition
applies to a whole class of similar assets as follows:
No. Class of property, plant and equipment Model for a subsequent
assessment
1 Lands Revaluation model
2 Improvements on land and plots Revaluation model
3 Buildings and constructions
• massive Revaluation model
• non-massive Acquisition price
4 Plant and equipment Revaluation model
5 Computer systems Acquisition price
6 Vehicles
• freight vehicles Revaluation model
• passenger cars Acquisition price
• specialized motor vehicles Revaluation model
7 Furniture, fixtures and fittings Acquisition price
8 Spare parts, accounted as property, plant and equipment Revaluation model
9 Other property, plant and equipment Acquisition price
Property, plant and equipment that are accounted for using the revaluation model are subsequently measured at
revalued amount, which is equal to the fair value at the date of measurement, less any accumulated depreciation and
impairment losses. Revaluations made are presented in the consolidated statement of comprehensive income and are
accounted for in the equity (revaluation reserve), if not preceded by previously accrued expenses. When the revalued
asset is sold or derecognized, the remaining revaluation reserve is charged to retained earnings.
The revaluations are performed in the following time intervals:
• when the fair value of assets undergoes only minor changes, the revaluation is made every three years;
• when the fair value of property, plant and equipment changes substantially in shorter time intervals, the revaluation
is carried out at shorter time intervals so that the carrying amount of the asset does not differ materially from its
fair value.
The frequency of subsequent revaluation of property, plant and equipment when applying the revaluation model,
depends on whether the carrying amount materially differs from the fair value of a revalued asset at the end of the
reporting period.
In this regard, when performing the annual inventory at the end of the reporting period (financial year end), the
Company reviews property, plant and equipment for indications as to whether their carrying amount differs
significantly from their fair value. A substantial deviation is the deviation of the carrying amount from the fair value
of the asset at the date of preparation of the financial statements by more than 5%. The deviation is significant also if
it is below 5%, but the difference between the carrying amount and the fair value as a cumulative amount of property,
plant and equipment, is significant for the purpose of preparation of the financial statements.
Property, plant and equipment reported using the acquisition price model is subsequently measured at cost less
accumulated depreciation and impairment losses. Impairment losses are reported as an expense and recognized in the
profit and loss report for the period.
Subsequent costs associated with certain property, plant and equipment are added to the carrying amount of the asset,
when it is probable that the Company will have economic benefits that exceed the initially estimated effectiveness of
an existing asset. All other subsequent costs are recognized as an expense for the period in which they are incurred.
Separate Financial Statements
31 December 2025
20
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Retained earnings include the current financial result and accumulated profits and uncovered losses from previous
years.
Dividend liabilities of the sole shareholder are included in the line “Payables to related parties” in the separate
statements of financial position, when the dividends are approved for distribution by the General Meeting before the
end of the reporting period.
All transactions with the Company’s sole shareholder are presented separately in the separate statement of changes in
equity.
4.10 Property, plant and equipment
Property, plant and equipment are initially measured at cost price, including the expenses on acquisition, as well as
any direct costs of bringing the asset to working condition. Their subsequent measurement after initial recognition
applies to a whole class of similar assets as follows:
No. Class of property, plant and equipment Model for a subsequent
assessment
1 Lands Revaluation model
2 Improvements on land and plots Revaluation model
3 Buildings and constructions
• massive Revaluation model
• non-massive Acquisition price
4 Plant and equipment Revaluation model
5 Computer systems Acquisition price
6 Vehicles
• freight vehicles Revaluation model
• passenger cars Acquisition price
• specialized motor vehicles Revaluation model
7 Furniture, fixtures and fittings Acquisition price
8 Spare parts, accounted as property, plant and equipment Revaluation model
9 Other property, plant and equipment Acquisition price
Property, plant and equipment that are accounted for using the revaluation model are subsequently measured at
revalued amount, which is equal to the fair value at the date of measurement, less any accumulated depreciation and
impairment losses. Revaluations made are presented in the consolidated statement of comprehensive income and are
accounted for in the equity (revaluation reserve), if not preceded by previously accrued expenses. When the revalued
asset is sold or derecognized, the remaining revaluation reserve is charged to retained earnings.
The revaluations are performed in the following time intervals:
• when the fair value of assets undergoes only minor changes, the revaluation is made every three years;
• when the fair value of property, plant and equipment changes substantially in shorter time intervals, the revaluation
is carried out at shorter time intervals so that the carrying amount of the asset does not differ materially from its
fair value.
The frequency of subsequent revaluation of property, plant and equipment when applying the revaluation model,
depends on whether the carrying amount materially differs from the fair value of a revalued asset at the end of the
reporting period.
In this regard, when performing the annual inventory at the end of the reporting period (financial year end), the
Company reviews property, plant and equipment for indications as to whether their carrying amount differs
significantly from their fair value. A substantial deviation is the deviation of the carrying amount from the fair value
of the asset at the date of preparation of the financial statements by more than 5%. The deviation is significant also if
it is below 5%, but the difference between the carrying amount and the fair value as a cumulative amount of property,
plant and equipment, is significant for the purpose of preparation of the financial statements.
Property, plant and equipment reported using the acquisition price model is subsequently measured at cost less
accumulated depreciation and impairment losses. Impairment losses are reported as an expense and recognized in the
profit and loss report for the period.
Subsequent costs associated with certain property, plant and equipment are added to the carrying amount of the asset,
when it is probable that the Company will have economic benefits that exceed the initially estimated effectiveness of
an existing asset. All other subsequent costs are recognized as an expense for the period in which they are incurred.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
21
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Depreciation of property, plant and equipment is calculated using the straight-line method over the estimated useful
lives of the individual asset groups as follows:
Plant and equipment 3-30 years
Vehicles 2-12 years
Fixtures and fittings 5-10 years
Property, plant and equipment is derecognized upon sale or when no future economic benefits are expected from its
use or at its disposal. Profit or losses arising from the derecognition of an asset, representing the difference between
the net disposal proceeds, if any, and the carrying amount of the asset, are included in the separate statement of profit
or loss when the asset is derecognized.
At the end of each financial year, residual values, useful lives and depreciation methods are reviewed and if
expectations differ from previous estimates, they are revised in future periods.
The materiality threshold chosen for the Company’s property, plant and equipment amounts to BGN 500.
4.11 Investment properties
The Company’s investment properties are buildings held to earn long -term rentals and/or for capital appreciation.
Initial Measurement
Investment properties are initially recognized at cost. This cost depends on the method of acquisition:
- Through purchase: the purchase price along with all other transaction costs accompanying the trade;
- Through construction by the Company: the production cost;
- Property acquired free of charge: the fair value determined by a professional appraiser as of the transaction
date;
- Through an in-kind contribution: the valuation accepted by the court;
- Through a government grant: the fair value determined by a professional appraiser as of the date of the grant.
If payment for an investment property is deferred, its cost is the cash price equivalent. The difference between this
amount and the total payments is recognized as interest expense over the credit period. Transaction costs are included
in the initial cost.
Subsequent Measurement
The Company applies the fair value model for the subsequent measurement of its investment properties. Fair value is
the price at which the property could be exchanged between knowledgeable, willing parties in an arm's length
transaction. It reflects market conditions as of the reporting date of the financial statements. A gain or loss arising
from a change in the fair value of investment property is included in the net profit or loss for the period in which it
arises.
Transfers
Transfers of assets to and from the investment property category are made only when there is a change in use,
evidenced by:
- commencement of owner-occupation - for a transfer from investment property to owner-occupied property;
- commencement of development with a view to sale - for a transfer from investment property to inventories;
- end of owner-occupation and leasing to other parties - for a transfer from owner-occupied property to
investment property;
- inception of an operating lease to another party for an asset presented as inventory - for a transfer from
inventories to investment property.
When the use of an investment property changes such that it is reclassified as PPE, its fair value at the date of
reclassification becomes its deemed cost for subsequent accounting.
When an owner-occupied property becomes an investment property carried at fair value, any difference between the
carrying amount of the property under IAS 16 and its fair value at the date of change in use is accounted for in the
same way as a revaluation under IAS 16.
Derecognition
The carrying amount of an investment property is derecognized upon disposal, upon entering into a finance lease, or
when no future economic benefits are expected from the use of the property. Profit or losses arising from the retirement
or disposal of investment property are determined as the difference between the net disposal proceeds and the carrying
amount of the asset and are recognized in the statement of comprehensive income.
Separate Financial Statements
31 December 2025
21
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Depreciation of property, plant and equipment is calculated using the straight-line method over the estimated useful
lives of the individual asset groups as follows:
Plant and equipment 3-30 years
Vehicles 2-12 years
Fixtures and fittings 5-10 years
Property, plant and equipment is derecognized upon sale or when no future economic benefits are expected from its
use or at its disposal. Profit or losses arising from the derecognition of an asset, representing the difference between
the net disposal proceeds, if any, and the carrying amount of the asset, are included in the separate statement of profit
or loss when the asset is derecognized.
At the end of each financial year, residual values, useful lives and depreciation methods are reviewed and if
expectations differ from previous estimates, they are revised in future periods.
The materiality threshold chosen for the Company’s property, plant and equipment amounts to BGN 500.
4.11 Investment properties
The Company’s investment properties are buildings held to earn long -term rentals and/or for capital appreciation.
Initial Measurement
Investment properties are initially recognized at cost. This cost depends on the method of acquisition:
- Through purchase: the purchase price along with all other transaction costs accompanying the trade;
- Through construction by the Company: the production cost;
- Property acquired free of charge: the fair value determined by a professional appraiser as of the transaction
date;
- Through an in-kind contribution: the valuation accepted by the court;
- Through a government grant: the fair value determined by a professional appraiser as of the date of the grant.
If payment for an investment property is deferred, its cost is the cash price equivalent. The difference between this
amount and the total payments is recognized as interest expense over the credit period. Transaction costs are included
in the initial cost.
Subsequent Measurement
The Company applies the fair value model for the subsequent measurement of its investment properties. Fair value is
the price at which the property could be exchanged between knowledgeable, willing parties in an arm's length
transaction. It reflects market conditions as of the reporting date of the financial statements. A gain or loss arising
from a change in the fair value of investment property is included in the net profit or loss for the period in which it
arises.
Transfers
Transfers of assets to and from the investment property category are made only when there is a change in use,
evidenced by:
- commencement of owner-occupation - for a transfer from investment property to owner-occupied property;
- commencement of development with a view to sale - for a transfer from investment property to inventories;
- end of owner-occupation and leasing to other parties - for a transfer from owner-occupied property to
investment property;
- inception of an operating lease to another party for an asset presented as inventory - for a transfer from
inventories to investment property.
When the use of an investment property changes such that it is reclassified as PPE, its fair value at the date of
reclassification becomes its deemed cost for subsequent accounting.
When an owner-occupied property becomes an investment property carried at fair value, any difference between the
carrying amount of the property under IAS 16 and its fair value at the date of change in use is accounted for in the
same way as a revaluation under IAS 16.
Derecognition
The carrying amount of an investment property is derecognized upon disposal, upon entering into a finance lease, or
when no future economic benefits are expected from the use of the property. Profit or losses arising from the retirement
or disposal of investment property are determined as the difference between the net disposal proceeds and the carrying
amount of the asset and are recognized in the statement of comprehensive income.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
22
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Disposals of investment properties are carried out by resolutions of the Board of Directors and the Principal.
4.12 Leasing
The Company as a lessee
The Company estimates whether the contract is or contains a lease. A lease is defined as “a contract or part of a
contract that gives the right to use an asset (the underlying asset) for a period of time in return for payment.” The
Company, in order to apply this definition, estimates whether the contract complies with three key evaluations, which
are whether:
∙ The contract comprises a certain asset that is either explicitly identified in the contract, or is indicated
implicitly, which will be identified when the asset is made available to the Company;
∙ The Company is entitled to obtain essentially all economic benefits derived from the use of such an asset
during the entire period of use, taking into consideration its rights within the defined scope of the contract;
∙ The Company is entitled to guide the use of the asset in question during the whole period of use. The
Company assesses whether it has the right to direct “how and for what purpose” the asset to be used
throughout the period of use.
Valuation and recognition of a lease as a lessee
On the date when the lease starts, the Company recognizes a right-of-use asset and lease obligation in the balance
sheet. The right-of-use asset is valued at cost, which consists of the initial assessment of the lease liability, all initial
direct costs incurred by the Company, assessment of all costs of dismantling and removal of the asset at the end of the
lease, and any kind of lease payments made before the commencement date of the lease (without any incentives
received).
The Company amortizes the right-of-use assets by linear base from the lease commencement date to the earlier one
of either the end of the useful life of the right-of-use asset, or the end of the lease term. The Company also conducts
a right-of-use asset impairment review, when it has such indicators.
On the starting date the Company assesses the lease obligation under the current value of the outstanding lease
payments by such date, discounted, using the interest rate that is included in the lease contract. If that percentage
cannot be determined directly, the Company uses the interest rate which it would have to pay in order to borrow for a
similar period of time with a similar collateral, the funds required to obtain an asset with a similar value in a similar
economic environment.
Lease payments included in the measurement of a lease liability consist of fixed payments, variable payments based
on an index or percentage, amounts expected to be payable under a residual guarantee and payments arising from
options reasonably certain to are exercised.
After the starting date the Company assesses the lease liability by increasing the balance sheet value, in order to record
the interest on the lease liability and reduce the balance sheet value, in order to reflect the lease payments made, and
revalues the balance sheet value of the liability, in order to reflect the revaluations or amendments of the lease contract,
or record the adjusted in-substance fixed lease payments.
The Company is facing potential future increases in the variable lease payments based on an index or interest rate,
which are not included in the lease liability until their entry into force. When adjustments to lease payments, based on
an index or interest rate, become effective, the lease liability is revalued and adjusted for the asset to be used.
When the lease liability is revalued, the corresponding adjustment is reflected in the asset with the right of use or in
the profit and loss, if the asset with the right of use is already reduced to zero.
The Company has chosen to take into account the short-term leases, and lease contracts whose main asset has a low
value, using exemptions from the recognition requirements. Instead of recognizing an asset with a right of use and a
lease liability, payments in respect of them are recognized as an expense in the profit or loss on a line during the lease
term.
In the consolidated statement of financial position, right-of-use assets are included in property, plant and equipment
and lease liabilities are included in trade and other payables.
Separate Financial Statements
31 December 2025
22
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Disposals of investment properties are carried out by resolutions of the Board of Directors and the Principal.
4.12 Leasing
The Company as a lessee
The Company estimates whether the contract is or contains a lease. A lease is defined as “a contract or part of a
contract that gives the right to use an asset (the underlying asset) for a period of time in return for payment.” The
Company, in order to apply this definition, estimates whether the contract complies with three key evaluations, which
are whether:
∙ The contract comprises a certain asset that is either explicitly identified in the contract, or is indicated
implicitly, which will be identified when the asset is made available to the Company;
∙ The Company is entitled to obtain essentially all economic benefits derived from the use of such an asset
during the entire period of use, taking into consideration its rights within the defined scope of the contract;
∙ The Company is entitled to guide the use of the asset in question during the whole period of use. The
Company assesses whether it has the right to direct “how and for what purpose” the asset to be used
throughout the period of use.
Valuation and recognition of a lease as a lessee
On the date when the lease starts, the Company recognizes a right-of-use asset and lease obligation in the balance
sheet. The right-of-use asset is valued at cost, which consists of the initial assessment of the lease liability, all initial
direct costs incurred by the Company, assessment of all costs of dismantling and removal of the asset at the end of the
lease, and any kind of lease payments made before the commencement date of the lease (without any incentives
received).
The Company amortizes the right-of-use assets by linear base from the lease commencement date to the earlier one
of either the end of the useful life of the right-of-use asset, or the end of the lease term. The Company also conducts
a right-of-use asset impairment review, when it has such indicators.
On the starting date the Company assesses the lease obligation under the current value of the outstanding lease
payments by such date, discounted, using the interest rate that is included in the lease contract. If that percentage
cannot be determined directly, the Company uses the interest rate which it would have to pay in order to borrow for a
similar period of time with a similar collateral, the funds required to obtain an asset with a similar value in a similar
economic environment.
Lease payments included in the measurement of a lease liability consist of fixed payments, variable payments based
on an index or percentage, amounts expected to be payable under a residual guarantee and payments arising from
options reasonably certain to are exercised.
After the starting date the Company assesses the lease liability by increasing the balance sheet value, in order to record
the interest on the lease liability and reduce the balance sheet value, in order to reflect the lease payments made, and
revalues the balance sheet value of the liability, in order to reflect the revaluations or amendments of the lease contract,
or record the adjusted in-substance fixed lease payments.
The Company is facing potential future increases in the variable lease payments based on an index or interest rate,
which are not included in the lease liability until their entry into force. When adjustments to lease payments, based on
an index or interest rate, become effective, the lease liability is revalued and adjusted for the asset to be used.
When the lease liability is revalued, the corresponding adjustment is reflected in the asset with the right of use or in
the profit and loss, if the asset with the right of use is already reduced to zero.
The Company has chosen to take into account the short-term leases, and lease contracts whose main asset has a low
value, using exemptions from the recognition requirements. Instead of recognizing an asset with a right of use and a
lease liability, payments in respect of them are recognized as an expense in the profit or loss on a line during the lease
term.
In the consolidated statement of financial position, right-of-use assets are included in property, plant and equipment
and lease liabilities are included in trade and other payables.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
23
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The Company as a lessor
The Company's accounting policy under IFRS 16 Leases has not changed since the comparative period.
As a lessor, the Company classifies its lease contracts as operating or financial lease.
A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership of
the underlying asset and is classified as an operating lease if it does not.
4.13 Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a
substantial period of time to get ready for its intended use or sale, are capitalized as part of the acquisition price thereof.
All other borrowing costs are recognized as an expense in the period to which they relate. Borrowing costs include
interest and other costs that the Company incurs in connection with the borrowing of funds.
4.14 Intangible assets
Intangible assets that are separately acquired are initially measured at acquisition price. After initial recognition
intangible assets are evaluated at cost less accumulated amortization and accumulated impairment losses.
The useful lives of intangible assets are defined as limited as follows:
Patents, licenses 5-10 years
Software products 2-8 years
Other intangible assets 2 years
Intangible assets with finite useful lives are amortized over their useful lives and tested for impairment whenever there
is any indication that they may be impaired. The amortization period and the method of amortization of intangible
assets with finite useful lives are reviewed at least at the end of each financial year. The changes in the expected useful
life or pattern of consumption of the future economic benefits of the intangible asset are accounted for by changing
the amortization period or method and are treated as a change in accounting estimates.
Profit or losses arising on the derecognition of an intangible asset representing the difference between the net disposal
proceeds and the carrying amount of the asset are included in the profit and loss report when the asset is derecognized.
4.15 Investments in subsidiaries
Subsidiaries are all entities that are controlled by the Company. Control of a subsidiary of the Company is the right to
manage and determine the financial and operating policies of an entity in order to obtain benefits from its activities.
In the Company's separate financial statements, investments in subsidiaries are reported at cost.
Long-term investments in subsidiaries are presented in the financial statements at cost (prime cost), which is the fair
value of the consideration paid, including the direct costs of acquiring the investment less the accumulated impairment.
When indications of impairment are identified, the impairment loss is recognized in the separate statement of profit
or loss.
Upon purchase and sale of investments in subsidiaries and associates, the “date of conclusion” of the transaction is
applied.
Investments are derecognized when the rights that result from them are transferred to other entities upon the
occurrence of the legal basis and thus the control of the economic benefits of the investment is lost. The profit/(loss)
from their disposal is presented on the face of the separate statement of profit or loss, respectively.
The Company recognizes a dividend from a subsidiary in profit or loss in its separate financial statements when its
right to receive the dividend is established.
4.16 Investments in associates and joint ventures
A joint venture is a contractual arrangement whereby the Company and other independent parties undertake an
economic activity subject to joint control and the parties holding joint control of the entity are entitled to the net assets
of the entity. Investments in joint ventures are reported at cost.
Associates are those entities over which the Company is able to exercise significant influence, but which are neither
subsidiaries nor joint ventures. Investments in associates are reported at cost.
Separate Financial Statements
31 December 2025
23
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The Company as a lessor
The Company's accounting policy under IFRS 16 Leases has not changed since the comparative period.
As a lessor, the Company classifies its lease contracts as operating or financial lease.
A lease is classified as a finance lease if it transfers substantially all the risks and rewards incidental to ownership of
the underlying asset and is classified as an operating lease if it does not.
4.13 Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a
substantial period of time to get ready for its intended use or sale, are capitalized as part of the acquisition price thereof.
All other borrowing costs are recognized as an expense in the period to which they relate. Borrowing costs include
interest and other costs that the Company incurs in connection with the borrowing of funds.
4.14 Intangible assets
Intangible assets that are separately acquired are initially measured at acquisition price. After initial recognition
intangible assets are evaluated at cost less accumulated amortization and accumulated impairment losses.
The useful lives of intangible assets are defined as limited as follows:
Patents, licenses 5-10 years
Software products 2-8 years
Other intangible assets 2 years
Intangible assets with finite useful lives are amortized over their useful lives and tested for impairment whenever there
is any indication that they may be impaired. The amortization period and the method of amortization of intangible
assets with finite useful lives are reviewed at least at the end of each financial year. The changes in the expected useful
life or pattern of consumption of the future economic benefits of the intangible asset are accounted for by changing
the amortization period or method and are treated as a change in accounting estimates.
Profit or losses arising on the derecognition of an intangible asset representing the difference between the net disposal
proceeds and the carrying amount of the asset are included in the profit and loss report when the asset is derecognized.
4.15 Investments in subsidiaries
Subsidiaries are all entities that are controlled by the Company. Control of a subsidiary of the Company is the right to
manage and determine the financial and operating policies of an entity in order to obtain benefits from its activities.
In the Company's separate financial statements, investments in subsidiaries are reported at cost.
Long-term investments in subsidiaries are presented in the financial statements at cost (prime cost), which is the fair
value of the consideration paid, including the direct costs of acquiring the investment less the accumulated impairment.
When indications of impairment are identified, the impairment loss is recognized in the separate statement of profit
or loss.
Upon purchase and sale of investments in subsidiaries and associates, the “date of conclusion” of the transaction is
applied.
Investments are derecognized when the rights that result from them are transferred to other entities upon the
occurrence of the legal basis and thus the control of the economic benefits of the investment is lost. The profit/(loss)
from their disposal is presented on the face of the separate statement of profit or loss, respectively.
The Company recognizes a dividend from a subsidiary in profit or loss in its separate financial statements when its
right to receive the dividend is established.
4.16 Investments in associates and joint ventures
A joint venture is a contractual arrangement whereby the Company and other independent parties undertake an
economic activity subject to joint control and the parties holding joint control of the entity are entitled to the net assets
of the entity. Investments in joint ventures are reported at cost.
Associates are those entities over which the Company is able to exercise significant influence, but which are neither
subsidiaries nor joint ventures. Investments in associates are reported at cost.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
24
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The Company recognizes a dividend from a joint venture or associate in profit or loss in its separate financial
statements when its right to receive the dividend is established.
4.17 Impairment of non-financial assets and investments in subsidiaries, joint ventures and associates
At each reporting date, the Company assesses whether there are indications that an asset is impaired. In the case of
such indications, or when an annual impairment test of an asset is required, the Company determines the recoverable
amount of that asset. The recoverable amount of the asset is the higher one of the fair value less costs to sell the asset
or cash-generating unit (CGU) and its value in use. The recoverable amount is determined for a separate asset unless
the use of the asset does not generate cash flows that are substantially independent of the cash flows generated by
other assets or groups of assets. When the carrying amount of an asset or CGU is higher than its recoverable amount,
the asset is considered to be impaired and its carrying amount is reduced to its recoverable amount.
In determining the value in use of an asset, the expected future cash flows are discounted to their present value using
a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. The fair value less the costs to sell is determined using an appropriate measurement model. The made
calculations are confirmed by using other measurement models or other available sources of information about the
fair value of an asset or a cash-generating unit. Impairment losses are recognized as an expense in the separate
statement of profit or loss except for non-current assets that were revalued in prior periods and the revaluation increase
is recognized in the other comprehensive income. In that case, the impairment loss also relates to other comprehensive
income to the extent of the previously recognized revaluation of the related asset.
At each reporting date, the Company assesses whether there are indications that the impairment loss of an asset
recognized in prior periods may no longer exist or may have decreased. If such indications exist, the Company
determines the recoverable amount of the asset or cash-generating unit. An impairment loss is reversed only when
there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment
loss was recognized. The reversal of an impairment loss is limited so that the carrying amount of the asset may not
exceed its recoverable amount and does not exceed the carrying amount (after deduction of depreciation) that would
have been determined if no impairment loss had been recognized. assets in previous years. The reversal of an
impairment loss is recognized in the separate profit and loss report unless the asset is carried at revalued amount, in
which case the reversal is treated as a revaluation increase.
4.18 Cash
Cash and deposits in the consolidated statement of financial position include cash in bank accounts, cash on hand and
short-term deposits with an initial maturity of three months or less.
Subsequent evaluation
Cash and cash equivalents in banks are subsequently presented at amortized cost less accumulated impairment for
expected credit losses.
4.19 Provisions
Provisions are recognized when the Company has a present obligation (either legal or constructive) as a result of past
events, the obligation will probably lead to an outflow of economic resources from the Company, and amounts can be
estimated reliably. When the Company expects that some or all of the expenses necessary to settle the provision will
be recovered, for example under an insurance contract, the reimbursement is recognized as a separate asset, but only
when it is practically certain that these costs will be recovered. Provision expenses are presented in the separate
statement of profit or loss, net of the amount of recovered expenses. When the effect of time differences in the value
of money is significant, provisions are discounted using the current pre-tax discount rate, which reflects, where
appropriate, the specific risks of the obligation. When discounting is used, the increase in the provision as a result of
the elapsed time is presented as a financial expense.
4.20 Significant judgments of management in applying accounting policies. Uncertainty of accounting
estimates
The preparation of the financial statements necessitates that the management should make approximate accounting
estimates, judgements and assumptions, which affect the accounting policy application and the reported amounts of
assets, liabilities, income and expenses. Actual results may differ from the Management’s assumptions, estimates and
presumptions and, in rare cases, entirely correspond to the previously estimated results.
Separate Financial Statements
31 December 2025
24
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The Company recognizes a dividend from a joint venture or associate in profit or loss in its separate financial
statements when its right to receive the dividend is established.
4.17 Impairment of non-financial assets and investments in subsidiaries, joint ventures and associates
At each reporting date, the Company assesses whether there are indications that an asset is impaired. In the case of
such indications, or when an annual impairment test of an asset is required, the Company determines the recoverable
amount of that asset. The recoverable amount of the asset is the higher one of the fair value less costs to sell the asset
or cash-generating unit (CGU) and its value in use. The recoverable amount is determined for a separate asset unless
the use of the asset does not generate cash flows that are substantially independent of the cash flows generated by
other assets or groups of assets. When the carrying amount of an asset or CGU is higher than its recoverable amount,
the asset is considered to be impaired and its carrying amount is reduced to its recoverable amount.
In determining the value in use of an asset, the expected future cash flows are discounted to their present value using
a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. The fair value less the costs to sell is determined using an appropriate measurement model. The made
calculations are confirmed by using other measurement models or other available sources of information about the
fair value of an asset or a cash-generating unit. Impairment losses are recognized as an expense in the separate
statement of profit or loss except for non-current assets that were revalued in prior periods and the revaluation increase
is recognized in the other comprehensive income. In that case, the impairment loss also relates to other comprehensive
income to the extent of the previously recognized revaluation of the related asset.
At each reporting date, the Company assesses whether there are indications that the impairment loss of an asset
recognized in prior periods may no longer exist or may have decreased. If such indications exist, the Company
determines the recoverable amount of the asset or cash-generating unit. An impairment loss is reversed only when
there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment
loss was recognized. The reversal of an impairment loss is limited so that the carrying amount of the asset may not
exceed its recoverable amount and does not exceed the carrying amount (after deduction of depreciation) that would
have been determined if no impairment loss had been recognized. assets in previous years. The reversal of an
impairment loss is recognized in the separate profit and loss report unless the asset is carried at revalued amount, in
which case the reversal is treated as a revaluation increase.
4.18 Cash
Cash and deposits in the consolidated statement of financial position include cash in bank accounts, cash on hand and
short-term deposits with an initial maturity of three months or less.
Subsequent evaluation
Cash and cash equivalents in banks are subsequently presented at amortized cost less accumulated impairment for
expected credit losses.
4.19 Provisions
Provisions are recognized when the Company has a present obligation (either legal or constructive) as a result of past
events, the obligation will probably lead to an outflow of economic resources from the Company, and amounts can be
estimated reliably. When the Company expects that some or all of the expenses necessary to settle the provision will
be recovered, for example under an insurance contract, the reimbursement is recognized as a separate asset, but only
when it is practically certain that these costs will be recovered. Provision expenses are presented in the separate
statement of profit or loss, net of the amount of recovered expenses. When the effect of time differences in the value
of money is significant, provisions are discounted using the current pre-tax discount rate, which reflects, where
appropriate, the specific risks of the obligation. When discounting is used, the increase in the provision as a result of
the elapsed time is presented as a financial expense.
4.20 Significant judgments of management in applying accounting policies. Uncertainty of accounting
estimates
The preparation of the financial statements necessitates that the management should make approximate accounting
estimates, judgements and assumptions, which affect the accounting policy application and the reported amounts of
assets, liabilities, income and expenses. Actual results may differ from the Management’s assumptions, estimates and
presumptions and, in rare cases, entirely correspond to the previously estimated results.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
25
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Estimates of accounting and relevant material assumptions are reviewed on an ongoing basis. The results of a change
in accounting estimates are recognized in the period in which the change is made, as well as in each future period
affected.
Information on significant assumptions, estimates and judgments, as well as the main sources of uncertainty in the use
of accounting estimates that have the most significant effect on the recognition and measurement of assets, liabilities,
income and expenses, is presented below.
Recognition and valuation of expected credit losses of debt instruments at amortized cost (Note 4.8)
The valuation of the expected credit loss of financial assets at amortized cost (loans, receivables, cash and cash
equivalents) requires the use of models and material assumptions about future economic conditions and credit behavior
of clients and debtors. For the application of these requirements the Company’s management makes a number of
significant judgments setting criteria for identifying and assessing significant credit risk increases, appropriate models
and assumptions to measure expected credit losses, identifying and assessing the dependence between historical
default rates and the behavior of certain macro indicators to reflect the future effects of the estimated credit losses.
Approach to impairment of cash in banks
Cash and cash equivalents are the most liquid financial instruments. They are not bearers of settlement risk, and the
liquidity risk they bear is limited to the technical possibility that an order with them will not be executed. However,
cash deposited with banks carries credit risk from the counterparty (default risk). Counterparty risk is the probability
that the counterparty to a financial transaction will fail to meet its contractual obligations. The Company applies the
standardized approach for calculating the expected credit losses of cash at banks, and the credit rating of the financial
institutions in which the Company has deposited its cash is used to determine the default loss in the model parameters.
As of 31 December 2025, management’s best estim ate of expected credit losses on cash at banks amounted to
BGN 452 thousand (31 December 2024: BGN 398 thousand). (Note 26).
Approach for impairment of short-term trade and other receivables and receivables from related parties
The Company applies a simplified approach to calculate the expected credit losses for trade receivables that do not
contain a financing element.
For the purpose of determining the expected credit losses, modelling is performed at the client’s industry level.
Modelling is the inherent derivation of financial risk that clients bring to companies in the Company.
The expected credit losses are calculated for each single receivable (invoice, interest sheet, etc.), adjusted on the basis
of the days in arrears and the standard payment cycle by the counterparty. The average number of days of delay per
client is determined on the basis of historical information for the period of coverage of receivables by clients. The
retrospective review is performed for a period of 3 to 5 years.
The additional risk is identified on the basis of historical experience for the collection of receivables, including
deteriorating financial condition, liquidity problems and other difficulties.
The assessment of the ratio between the observed historical data on default, the forecast economic conditions, the
determination of the risk by industries and the amount of the expected credit losses is a significant assessment.
Information on impairment of expected credit losses of the Company is presented in notes 23, 24, 33.1 and 32.3.
Approach for impairment of granted loans, trade receivables and receivables from related parties with a financing
element
The Company applies an individual approach for impairment of receivables with an element of financing and granted
loans. The impairment model is based on the cash flows agreed in the terms of the financial instrument, as well as the
assumptions and estimates of expected cash flows and the feasibility of the financial asset adopted by management in
assumptions preparing the financial statements.
Expected credit losses represent a probabilistic weighted estimate of credit losses (i.e. the present value of each
shortfall) for the expected maturity of the financial instrument. Cash deficit is the difference between the cash flows
payable to the Company in accordance with the contract, and the cash flows that the Company expects to receive.
Because the expected credit losses account for the amount and timing of payments, an expected credit loss is
recognized even if the Company expects the asset to be fully paid, but later than the due date.
Depending on the characteristics of the asset and the counterparty, the expected future cash flows of the asset may
differ materially from the agreed ones. This would also lead to significant levels of expected credit losses on the asset.
A revision of the expected future cash flows of each specific asset is performed at each reporting date.
Information on impairment of the Company’s expected credit losses on loans granted to related parties is presented in
note 33.1, of expected credit losses on receivables with a financing element in note 24 and 33.4.
Separate Financial Statements
31 December 2025
25
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Estimates of accounting and relevant material assumptions are reviewed on an ongoing basis. The results of a change
in accounting estimates are recognized in the period in which the change is made, as well as in each future period
affected.
Information on significant assumptions, estimates and judgments, as well as the main sources of uncertainty in the use
of accounting estimates that have the most significant effect on the recognition and measurement of assets, liabilities,
income and expenses, is presented below.
Recognition and valuation of expected credit losses of debt instruments at amortized cost (Note 4.8)
The valuation of the expected credit loss of financial assets at amortized cost (loans, receivables, cash and cash
equivalents) requires the use of models and material assumptions about future economic conditions and credit behavior
of clients and debtors. For the application of these requirements the Company’s management makes a number of
significant judgments setting criteria for identifying and assessing significant credit risk increases, appropriate models
and assumptions to measure expected credit losses, identifying and assessing the dependence between historical
default rates and the behavior of certain macro indicators to reflect the future effects of the estimated credit losses.
Approach to impairment of cash in banks
Cash and cash equivalents are the most liquid financial instruments. They are not bearers of settlement risk, and the
liquidity risk they bear is limited to the technical possibility that an order with them will not be executed. However,
cash deposited with banks carries credit risk from the counterparty (default risk). Counterparty risk is the probability
that the counterparty to a financial transaction will fail to meet its contractual obligations. The Company applies the
standardized approach for calculating the expected credit losses of cash at banks, and the credit rating of the financial
institutions in which the Company has deposited its cash is used to determine the default loss in the model parameters.
As of 31 December 2025, management’s best estim ate of expected credit losses on cash at banks amounted to
BGN 452 thousand (31 December 2024: BGN 398 thousand). (Note 26).
Approach for impairment of short-term trade and other receivables and receivables from related parties
The Company applies a simplified approach to calculate the expected credit losses for trade receivables that do not
contain a financing element.
For the purpose of determining the expected credit losses, modelling is performed at the client’s industry level.
Modelling is the inherent derivation of financial risk that clients bring to companies in the Company.
The expected credit losses are calculated for each single receivable (invoice, interest sheet, etc.), adjusted on the basis
of the days in arrears and the standard payment cycle by the counterparty. The average number of days of delay per
client is determined on the basis of historical information for the period of coverage of receivables by clients. The
retrospective review is performed for a period of 3 to 5 years.
The additional risk is identified on the basis of historical experience for the collection of receivables, including
deteriorating financial condition, liquidity problems and other difficulties.
The assessment of the ratio between the observed historical data on default, the forecast economic conditions, the
determination of the risk by industries and the amount of the expected credit losses is a significant assessment.
Information on impairment of expected credit losses of the Company is presented in notes 23, 24, 33.1 and 32.3.
Approach for impairment of granted loans, trade receivables and receivables from related parties with a financing
element
The Company applies an individual approach for impairment of receivables with an element of financing and granted
loans. The impairment model is based on the cash flows agreed in the terms of the financial instrument, as well as the
assumptions and estimates of expected cash flows and the feasibility of the financial asset adopted by management in
assumptions preparing the financial statements.
Expected credit losses represent a probabilistic weighted estimate of credit losses (i.e. the present value of each
shortfall) for the expected maturity of the financial instrument. Cash deficit is the difference between the cash flows
payable to the Company in accordance with the contract, and the cash flows that the Company expects to receive.
Because the expected credit losses account for the amount and timing of payments, an expected credit loss is
recognized even if the Company expects the asset to be fully paid, but later than the due date.
Depending on the characteristics of the asset and the counterparty, the expected future cash flows of the asset may
differ materially from the agreed ones. This would also lead to significant levels of expected credit losses on the asset.
A revision of the expected future cash flows of each specific asset is performed at each reporting date.
Information on impairment of the Company’s expected credit losses on loans granted to related parties is presented in
note 33.1, of expected credit losses on receivables with a financing element in note 24 and 33.4.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
26
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
When determining the expected credit losses for 2025 and the impairment charges, the Company took into account
the following available information:
• Pursuant to a resolution of the Board of Directors of Bulgarian Energy Holding EAD dated 6 August 2025, a new
base reference interest rate was established for intragroup and external loans granted by the Company, whereby
the rate was changed from 3.225% per annum to 3.865% per annum, along with margins to the applicable interest
rate, effective from 19 June 2025. The terms of the loans granted to subsidiaries as at that date were renegotiated
in accordance with the new interest rate, and new repayment schedules were renegotiated for a portion of the loans
• Regarding the subsidiary Bulgargaz EAD: The subsidiary regularly and without delay services its interest
obligations under the granted loans in accordance with the agreed terms. According to the financial plans submitted
by it, the subsidiary will experience difficulties in servicing the principal amounts due upon maturity. During the
period, a new loan agreement for up to BGN 35,000 thousand was concluded for the payment of delivered natural
gas. As of 31 December 2025, the drawn amount under the new loan is BGN 15,000 thousand.
• Regarding the subsidiary Mini Maritsa-iztok EAD: As of 31 December 2025, loans in the amount of BGN 274,454
thousand were granted under seven loan agreements. A consolidation and rescheduling of the obligations under
three loan agreements granted in 2024 has been carried out, with the total principal amount of BGN 66,017
thousand. The subsidiary has overdue interest obligations under the loans in the amount of BGN 3,110 thousand,
with defaults exceeding 90 days. In calculating expected credit losses, the receivables have been classified into
Stage 3, given the objective evidence of incurred credit losses. The submitted financial plans for the period 2025 -
2029 provide for the repayment of the drawn loans in accordance with the agreed terms. In order to restor e the
long-term technological and financial sustainability of Mini Maritsa-Iztok EAD, the National Assembly of the
Republic of Bulgaria adopted a decision to provide funds for a period of four years in the amount of BGN 250,000
thousand per year. The funds are earmarked as proceeds in the Business Program for the period 2025-2029. They
are intended to increase the capital of the subsidiary in the relevant year in accordance with Decree No. 121 of the
Council of Ministers of 26.04.2024.
• Regarding the subsidiary Natsionalna Elektricheska Kompania EAD: During the period, three loan agreements
were consolidated into a total amount of BGN 1,184,906 thousand, and a longer repayment period was determined
for the consolidated obligation. A new interest rescheduling agreement was signed, consolidating an interest
rescheduling agreement from 2022 and interest due by the company under loan agreements in the total amount of
BGN 369,318 thousand. As of 31 December 2025, there are no delays in the due installments under the granted
loans.
Approach to impairment of court and awarded receivables
In cases where the Company has taken legal action to satisfy its receivables, they are classified as court receivables.
Expected credit losses represent the sum of expected credit losses for each lawsuit and award receivable based on the
historical recoverability of that asset class.
Regardless of the amount calculated as a result of applying formulas to determine expected credit losses on legal and
awarded claims, the Company should identify and analyze specific circumstances to serve as a basis for management
to review its assessment regarding the recoverable amount of legal and awarded claims as at the reporting date on an
individual basis, for each legal and awarded claim. The factors taken into consideration include information on the
financial position of the counterparty from which the Company expects to receive repayment of the claim, the stage
and status of the legal proceedings against the counterparty, if applicable, the opinion of legal counsels, events after
the reporting date, etc. Additional information is also provided in Note 23.
Impairment approach of investments in subsidiaries
The Company assesses at each reporting date whether there are indications that the value of an investment is impaired.
If such indications exist, the Company makes a formal assessment of the recoverable amount of the asset. In the event
that there are no indications of potential impairment of an investment, the Company does not perform any formal
assessment of the recoverable amount. An asset can be impaired when its carrying amount exceeds its recoverable
amount.
Any impairment loss that occurs is recognized as a reduction in the value of the investment and is expensed in “profit
and loss” in the income statements for the period in which it occurs.
The Company assesses whether there are indications that the value of a given asset is impaired as of the date of
drawing up the annual financial statements, taking into account external and internal sources of information, namely:
• The balance sheet amount of the reporting enterprise’s net assets is higher than its market capitalization (the
number of shares by their market value) – the companies in which Bulgarian Energy Holding EAD has a long-
term investment are not traded on active markets.
• Dividends from a subsidiary, joint venture or associate. For an investment in a subsidiary, joint venture or
associate, the investor recognizes dividends from the investment and there is evidence that:
Separate Financial Statements
31 December 2025
26
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
When determining the expected credit losses for 2025 and the impairment charges, the Company took into account
the following available information:
• Pursuant to a resolution of the Board of Directors of Bulgarian Energy Holding EAD dated 6 August 2025, a new
base reference interest rate was established for intragroup and external loans granted by the Company, whereby
the rate was changed from 3.225% per annum to 3.865% per annum, along with margins to the applicable interest
rate, effective from 19 June 2025. The terms of the loans granted to subsidiaries as at that date were renegotiated
in accordance with the new interest rate, and new repayment schedules were renegotiated for a portion of the loans
• Regarding the subsidiary Bulgargaz EAD: The subsidiary regularly and without delay services its interest
obligations under the granted loans in accordance with the agreed terms. According to the financial plans submitted
by it, the subsidiary will experience difficulties in servicing the principal amounts due upon maturity. During the
period, a new loan agreement for up to BGN 35,000 thousand was concluded for the payment of delivered natural
gas. As of 31 December 2025, the drawn amount under the new loan is BGN 15,000 thousand.
• Regarding the subsidiary Mini Maritsa-iztok EAD: As of 31 December 2025, loans in the amount of BGN 274,454
thousand were granted under seven loan agreements. A consolidation and rescheduling of the obligations under
three loan agreements granted in 2024 has been carried out, with the total principal amount of BGN 66,017
thousand. The subsidiary has overdue interest obligations under the loans in the amount of BGN 3,110 thousand,
with defaults exceeding 90 days. In calculating expected credit losses, the receivables have been classified into
Stage 3, given the objective evidence of incurred credit losses. The submitted financial plans for the period 2025 -
2029 provide for the repayment of the drawn loans in accordance with the agreed terms. In order to restor e the
long-term technological and financial sustainability of Mini Maritsa-Iztok EAD, the National Assembly of the
Republic of Bulgaria adopted a decision to provide funds for a period of four years in the amount of BGN 250,000
thousand per year. The funds are earmarked as proceeds in the Business Program for the period 2025-2029. They
are intended to increase the capital of the subsidiary in the relevant year in accordance with Decree No. 121 of the
Council of Ministers of 26.04.2024.
• Regarding the subsidiary Natsionalna Elektricheska Kompania EAD: During the period, three loan agreements
were consolidated into a total amount of BGN 1,184,906 thousand, and a longer repayment period was determined
for the consolidated obligation. A new interest rescheduling agreement was signed, consolidating an interest
rescheduling agreement from 2022 and interest due by the company under loan agreements in the total amount of
BGN 369,318 thousand. As of 31 December 2025, there are no delays in the due installments under the granted
loans.
Approach to impairment of court and awarded receivables
In cases where the Company has taken legal action to satisfy its receivables, they are classified as court receivables.
Expected credit losses represent the sum of expected credit losses for each lawsuit and award receivable based on the
historical recoverability of that asset class.
Regardless of the amount calculated as a result of applying formulas to determine expected credit losses on legal and
awarded claims, the Company should identify and analyze specific circumstances to serve as a basis for management
to review its assessment regarding the recoverable amount of legal and awarded claims as at the reporting date on an
individual basis, for each legal and awarded claim. The factors taken into consideration include information on the
financial position of the counterparty from which the Company expects to receive repayment of the claim, the stage
and status of the legal proceedings against the counterparty, if applicable, the opinion of legal counsels, events after
the reporting date, etc. Additional information is also provided in Note 23.
Impairment approach of investments in subsidiaries
The Company assesses at each reporting date whether there are indications that the value of an investment is impaired.
If such indications exist, the Company makes a formal assessment of the recoverable amount of the asset. In the event
that there are no indications of potential impairment of an investment, the Company does not perform any formal
assessment of the recoverable amount. An asset can be impaired when its carrying amount exceeds its recoverable
amount.
Any impairment loss that occurs is recognized as a reduction in the value of the investment and is expensed in “profit
and loss” in the income statements for the period in which it occurs.
The Company assesses whether there are indications that the value of a given asset is impaired as of the date of
drawing up the annual financial statements, taking into account external and internal sources of information, namely:
• The balance sheet amount of the reporting enterprise’s net assets is higher than its market capitalization (the
number of shares by their market value) – the companies in which Bulgarian Energy Holding EAD has a long-
term investment are not traded on active markets.
• Dividends from a subsidiary, joint venture or associate. For an investment in a subsidiary, joint venture or
associate, the investor recognizes dividends from the investment and there is evidence that:
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
27
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- the carrying amount of the investment in the consolidated financial statements exceeds the carrying amounts
in the consolidated financial statements of the investee’s net assets, including related goodwill; or
- the dividends exceed the total comprehensive income of the subsidiary, joint venture or associate in the period
in which the dividends are declared.
The Company may also identify other indications that the value of the investment is impaired.
As of the reporting date of the annual financial statements for 2025, Bulgarian Energy Holding EAD performed a
review for indications of impairment of its investments in all subsidiaries within the BEH Group, determining the
coverage of the net exposure to each individual company against the subsidiary's net assets as of 31 December 2025,
and calculating whether dividends received in 2025 exceeded the total comprehensive income of each subsidiary for
2024. Bulgarian Energy Holding EAD conducted an analysis of the financial position of the companies for which
indications of impairment existed, based on the business programs submitted by the subsidiaries and the financial
results for 2025. Following the conducted analysis, the Company’s management made a decis ion not to recognize any
additional impairment of investments in subsidiaries, other than the impairment recognized in prior periods.
Impairment of non-financial assets
The amount by which the carrying amount of an asset or cash-generating unit exceeds its recoverable amount that is
the higher of the fair value less costs to sell an asset and its value in use, is recognized as impairment loss. In order to
determine the value in use, the Company’s management estimates the expected future cash flows for each cash-
generating unit and determines the appropriate discount factor in order to calculate the present value of those cash
flows. When calculating expected future cash flows, the management makes significant assumptions, estimates and
about future gross profits. These assumptions are related to future events and circumstances. Actual results may differ
and lead to significant adjustments to the Company’s assets in the next accounting year.
In most cases, the appropriate adjustments in relation to market risk and risk factors that are specific to individual
assets are assessed in determining the applicable discount factor.
Investments in associates
BEH EAD owns directly 0.32% of the share capital of ZAD Energy. The equity investment is accounted for as an
investment in an associate due to additional indirect participation in the capital of ZAD Energy through other
subsidiaries, resulting in a total direct and indirect equity participation of 48.08%.
Revenue from contracts with clients
In recognizing revenue from contracts with clients, management makes various estimates, estimates and assumptions
that affect the reported revenue, expenses, assets and liabilities under contracts. The key estimates and assumptions
that have a material impact on the amount and timing of recognizing revenue from client contracts are disclosed in
note 4.5 Revenue Recognition, Performance obligations and approach to recognition of main types of revenue from
contracts with clients.
Assets with the right of use and liabilities under leasing contracts
The management makes estimates based on its assessments of the elements of the lease in the contracts, the probable
terms of the leases, the options for extension and termination, the determination of the differential interest rate, etc.
upon recognition of “assets with the right of use” and liabilities under leasing contracts. These estimates affect the
reported income, expenses, assets and liabilities under leasing contracts and the corresponding disclosures.
As a result of uncertainty about these assumptions and estimates, changes in the carrying amount of usable assets,
lease liabilities and reported costs and income may arise as a result of changes in revaluations or changes in leases.
Retirement benefits
Retirement benefits are determined by actuarial valuation. This assessment requires assumptions to be made about the
discount rate, future wage growth, staff turnover and mortality rates. Due to the long -term nature of staff income at
retirement, these assumptions are subject to significant uncertainty. As of 31 December 2025, the Company’s
retirement benefit obligation recognized in the separate statement of financial position amounted to BGN 1,967
thousand (31 December 2024: BGN 1,627 thousand). Additional information on staff benefits at retirement is provided
in Note 31.
Separate Financial Statements
31 December 2025
27
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- the carrying amount of the investment in the consolidated financial statements exceeds the carrying amounts
in the consolidated financial statements of the investee’s net assets, including related goodwill; or
- the dividends exceed the total comprehensive income of the subsidiary, joint venture or associate in the period
in which the dividends are declared.
The Company may also identify other indications that the value of the investment is impaired.
As of the reporting date of the annual financial statements for 2025, Bulgarian Energy Holding EAD performed a
review for indications of impairment of its investments in all subsidiaries within the BEH Group, determining the
coverage of the net exposure to each individual company against the subsidiary's net assets as of 31 December 2025,
and calculating whether dividends received in 2025 exceeded the total comprehensive income of each subsidiary for
2024. Bulgarian Energy Holding EAD conducted an analysis of the financial position of the companies for which
indications of impairment existed, based on the business programs submitted by the subsidiaries and the financial
results for 2025. Following the conducted analysis, the Company’s management made a decis ion not to recognize any
additional impairment of investments in subsidiaries, other than the impairment recognized in prior periods.
Impairment of non-financial assets
The amount by which the carrying amount of an asset or cash-generating unit exceeds its recoverable amount that is
the higher of the fair value less costs to sell an asset and its value in use, is recognized as impairment loss. In order to
determine the value in use, the Company’s management estimates the expected future cash flows for each cash-
generating unit and determines the appropriate discount factor in order to calculate the present value of those cash
flows. When calculating expected future cash flows, the management makes significant assumptions, estimates and
about future gross profits. These assumptions are related to future events and circumstances. Actual results may differ
and lead to significant adjustments to the Company’s assets in the next accounting year.
In most cases, the appropriate adjustments in relation to market risk and risk factors that are specific to individual
assets are assessed in determining the applicable discount factor.
Investments in associates
BEH EAD owns directly 0.32% of the share capital of ZAD Energy. The equity investment is accounted for as an
investment in an associate due to additional indirect participation in the capital of ZAD Energy through other
subsidiaries, resulting in a total direct and indirect equity participation of 48.08%.
Revenue from contracts with clients
In recognizing revenue from contracts with clients, management makes various estimates, estimates and assumptions
that affect the reported revenue, expenses, assets and liabilities under contracts. The key estimates and assumptions
that have a material impact on the amount and timing of recognizing revenue from client contracts are disclosed in
note 4.5 Revenue Recognition, Performance obligations and approach to recognition of main types of revenue from
contracts with clients.
Assets with the right of use and liabilities under leasing contracts
The management makes estimates based on its assessments of the elements of the lease in the contracts, the probable
terms of the leases, the options for extension and termination, the determination of the differential interest rate, etc.
upon recognition of “assets with the right of use” and liabilities under leasing contracts. These estimates affect the
reported income, expenses, assets and liabilities under leasing contracts and the corresponding disclosures.
As a result of uncertainty about these assumptions and estimates, changes in the carrying amount of usable assets,
lease liabilities and reported costs and income may arise as a result of changes in revaluations or changes in leases.
Retirement benefits
Retirement benefits are determined by actuarial valuation. This assessment requires assumptions to be made about the
discount rate, future wage growth, staff turnover and mortality rates. Due to the long -term nature of staff income at
retirement, these assumptions are subject to significant uncertainty. As of 31 December 2025, the Company’s
retirement benefit obligation recognized in the separate statement of financial position amounted to BGN 1,967
thousand (31 December 2024: BGN 1,627 thousand). Additional information on staff benefits at retirement is provided
in Note 31.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
28
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Useful life of property, plant and equipment and intangible assets
Financial reporting of property, plant and equipment and intangible assets includes the use of estimates for their
expected useful lives and residual values that are based on the Company’s management judgment. Information on the
useful life of property, plant and equipment is presented in note 4.10, and intangible assets – note 4.14.
Fair value of property, plant and equipment
The Company subsequently recognizes land and buildings at revalued amount using independent external appraisers’
reports to determine their fair value. Detailed information for the revaluation, valuation methods used, assumptions
and fair value estimates, is presented in note 20.
5. Dividend income
2025 2024
BGN’000 BGN’000
Elektroenergien Sistemen Operator EAD (ESO EAD) 370,184 123,503
NPP Kozloduy EAD 199,722 241,673
Natsionalna Electricheska Kompania EAD 139,091 -
Bulgartransgaz EAD 95,292 257,251
ICGB AD 13,119 9,829
Transgaz S.A. Romania 40 13
ZAD Energy 24 28
817,472 632,297
6. Revenues from contracts with clients
2025 2024
BGN’000 BGN’000
Revenue from holding agreements services 2,566 2,038
Agent service from the sale of СО 2 emissions 69 35
Other 42 43
2,677 2,116
Revenue from holding agreements services
According to holding agreements signed with Bulgargaz EAD, NEK EAD, TPP Maritsa East 2 EAD, Mini Maritsa
Iztok EAD, NPP Kozloduy EAD, National Energy Operator EAD and Minproekt EAD, BEH EAD provides billable
services to its subsidiaries in the field of financial management, project and investment management, corporate
governance and business planning, legal and regulatory issues and public relations. Revenues are calculated based on
actual hours spent for the respective companies.
Revenue from agency service from sale of СО 2 emissions
In July 2021, a framework agreement was concluded with TPP Maritsa East 2 EAD for the sale and purchase of
European greenhouse gas emissions allowances of EUA type. By the commitment, BEH EAD undertakes to purchase
greenhouse gas emission allowances on a regular basis following an order from the buyer TPP Maritsa East 2 EAD.
The allowances purchased are transferred to the account of the buyer once they have been paid in full by the latter. In
2025, the Company purchased and transferred 3,513,806 tonnes of allowances to the account of TPP Maritsa East 2
EAD in the National Greenhouse Gas Emission Allowance Trading Registry (the National Registry) (2024: 1,803,687
tonnes).
7.Other income
2025 2024
BGN’000 BGN’000
Refunds from related parties 29 64
Income from penalties 3 -
Interest income on overdue receivables under holding agreements 2 6
Funding revenues for electricity consumed 2 6
Residual liability upon early termination of lease contract. - 273
36 349
Separate Financial Statements
31 December 2025
28
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Useful life of property, plant and equipment and intangible assets
Financial reporting of property, plant and equipment and intangible assets includes the use of estimates for their
expected useful lives and residual values that are based on the Company’s management judgment. Information on the
useful life of property, plant and equipment is presented in note 4.10, and intangible assets – note 4.14.
Fair value of property, plant and equipment
The Company subsequently recognizes land and buildings at revalued amount using independent external appraisers’
reports to determine their fair value. Detailed information for the revaluation, valuation methods used, assumptions
and fair value estimates, is presented in note 20.
5. Dividend income
2025 2024
BGN’000 BGN’000
Elektroenergien Sistemen Operator EAD (ESO EAD) 370,184 123,503
NPP Kozloduy EAD 199,722 241,673
Natsionalna Electricheska Kompania EAD 139,091 -
Bulgartransgaz EAD 95,292 257,251
ICGB AD 13,119 9,829
Transgaz S.A. Romania 40 13
ZAD Energy 24 28
817,472 632,297
6. Revenues from contracts with clients
2025 2024
BGN’000 BGN’000
Revenue from holding agreements services 2,566 2,038
Agent service from the sale of СО 2 emissions 69 35
Other 42 43
2,677 2,116
Revenue from holding agreements services
According to holding agreements signed with Bulgargaz EAD, NEK EAD, TPP Maritsa East 2 EAD, Mini Maritsa
Iztok EAD, NPP Kozloduy EAD, National Energy Operator EAD and Minproekt EAD, BEH EAD provides billable
services to its subsidiaries in the field of financial management, project and investment management, corporate
governance and business planning, legal and regulatory issues and public relations. Revenues are calculated based on
actual hours spent for the respective companies.
Revenue from agency service from sale of СО 2 emissions
In July 2021, a framework agreement was concluded with TPP Maritsa East 2 EAD for the sale and purchase of
European greenhouse gas emissions allowances of EUA type. By the commitment, BEH EAD undertakes to purchase
greenhouse gas emission allowances on a regular basis following an order from the buyer TPP Maritsa East 2 EAD.
The allowances purchased are transferred to the account of the buyer once they have been paid in full by the latter. In
2025, the Company purchased and transferred 3,513,806 tonnes of allowances to the account of TPP Maritsa East 2
EAD in the National Greenhouse Gas Emission Allowance Trading Registry (the National Registry) (2024: 1,803,687
tonnes).
7.Other income
2025 2024
BGN’000 BGN’000
Refunds from related parties 29 64
Income from penalties 3 -
Interest income on overdue receivables under holding agreements 2 6
Funding revenues for electricity consumed 2 6
Residual liability upon early termination of lease contract. - 273
36 349
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
29
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8.Impairment reversal/(Impairment loss)
2025 2024
BGN’000 BGN’000
Impairment of investments:
Expenses for investment impairment (272) (49)
Impairment of debt instruments at amortized cost:
Impairment of loans to related parties (44,226) (84,275)
Impairment of other receivables from related parties (3,670) (543)
Impairment of receivables from Toplofikatsia Sofia EAD (2,809) (4,701)
Impairment of cash (482) (666)
Impairment of trade receivables from related parties (7) (11)
Reversal of impairment of receivables from Toplofikatsia Sofia EAD 48,205 5,951
Reversal of impairment of loans granted to related parties 8,520 20,528
Reversal of impairment on other receivables from related parties 5,208 403
Reversal of impairment of cash 427 658
Reintegrated impairment of CCB receivables - 44
Reversal of impairment of trade receivables from related parties - 3
10,894 (62,658)
9.Expenses for materials
2025 2024
BGN’000 BGN’000
Car maintenance costs (118) (98)
Office supplies and consumables (50) (53)
Cost of assets below the recognition threshold (24) (21)
(192) (172)
10.Hired services expenses
2025 2024
BGN’000 BGN’000
Consultancy service (4,822) (4,233)
Subscription service (175) (104)
Insurances (145) (118)
Security (144) (131)
Cleaning (73) (66)
Heat, electricity and water (66) (65)
Communications (42) (45)
Car maintenance (29) (63)
Rentals (17) (20)
Translation services (13) (18)
Advertisements and announcements (9) (105)
Miscellaneous fees (9) (8)
Ensuring occupational health and safety (8) (3)
Repairs (6) (13)
Other (61) (15)
(5,619) (5,007)
Separate Financial Statements
31 December 2025
29
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
8.Impairment reversal/(Impairment loss)
2025 2024
BGN’000 BGN’000
Impairment of investments:
Expenses for investment impairment (272) (49)
Impairment of debt instruments at amortized cost:
Impairment of loans to related parties (44,226) (84,275)
Impairment of other receivables from related parties (3,670) (543)
Impairment of receivables from Toplofikatsia Sofia EAD (2,809) (4,701)
Impairment of cash (482) (666)
Impairment of trade receivables from related parties (7) (11)
Reversal of impairment of receivables from Toplofikatsia Sofia EAD 48,205 5,951
Reversal of impairment of loans granted to related parties 8,520 20,528
Reversal of impairment on other receivables from related parties 5,208 403
Reversal of impairment of cash 427 658
Reintegrated impairment of CCB receivables - 44
Reversal of impairment of trade receivables from related parties - 3
10,894 (62,658)
9.Expenses for materials
2025 2024
BGN’000 BGN’000
Car maintenance costs (118) (98)
Office supplies and consumables (50) (53)
Cost of assets below the recognition threshold (24) (21)
(192) (172)
10.Hired services expenses
2025 2024
BGN’000 BGN’000
Consultancy service (4,822) (4,233)
Subscription service (175) (104)
Insurances (145) (118)
Security (144) (131)
Cleaning (73) (66)
Heat, electricity and water (66) (65)
Communications (42) (45)
Car maintenance (29) (63)
Rentals (17) (20)
Translation services (13) (18)
Advertisements and announcements (9) (105)
Miscellaneous fees (9) (8)
Ensuring occupational health and safety (8) (3)
Repairs (6) (13)
Other (61) (15)
(5,619) (5,007)
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
30
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
11.Audit services remuneration
These separate financial statements have been audited by DZZD AUDIT BEH with participants in the Grant Thornton
OOD and Zaharinova Nexia EOOD associations, on the basis of a contract concluded between Bulgarian Energy
Holding EAD and DZZD AUDIT BEH.
The remuneration of the registered auditors amounts to BGN 1,537 thousand, excluding VAT, and includes the
independent financial audit of the annual and interim separate financial statements of BEH EAD, NEK EAD, NPP
Kozloduy EAD, TPP Maritsa East 2 EAD, Mini Maritsa-iztok EAD, Bulgargaz EAD, NPP Kozloduy - New Builds
EAD, HPP Kozloduy EAD, National Energy Operator EAD, and Minproekt EAD, as well as the annual and interim
consolidated financial statements of BEH EAD and NPP Kozloduy EAD.
During 2025 and up to the date of approval of these financial statements, the participants in Consortium (DZZD) Audit
BEH received remuneration from BEH EAD and its subsidiaries for permitted services, namely Grant Thornton OOD
in the amount of BGN 216 thousand and Zaharinova Nexia EOOD in the amount of BGN 147 thousand, under
engagements for agreed-upon procedures and the issuance of a comfort letter in connection with a new bond issue of
BEH EAD.
12.Personnel expenses
2025 2024
BGN’000 BGN’000
Remuneration (6,823) (6,645)
Social costs (2,728) (2,340)
Social security contributions (1,137) (970)
Unused annual leave and social security contributions thereto (416) (320)
Accrued retirement benefits (248) (202)
(11,352) (10,477)
13.Other expenses
2025 2024
BGN’000 BGN’000
Tax credit adjustment (272) (234)
Donations (130) (99)
Business trips and representative costs (124) (141)
Income Taxes (117) (91)
Trainings, qualifications, seminars (57) (76)
Interest and penalties (52) -
Written-off receivables (12) (285)
Balance of written off assets with right to use - (235)
(764) (1,161)
14.Financial income
2025 2024
BGN’000 BGN’000
Interest income on loans granted at amortized cost 189,255 176,495
Interest income receivable from Toplofikatsia Sofia EAD 23,884 12,261
Income on modification of a receivable 8,823 -
Interest income on bank current and deposit accounts 2,689 4,199
Total interest incomes under financial assets, which are not accounted at fair
value in the profit or loss 224,651 192,955
224,651 192,955
Separate Financial Statements
31 December 2025
30
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
11.Audit services remuneration
These separate financial statements have been audited by DZZD AUDIT BEH with participants in the Grant Thornton
OOD and Zaharinova Nexia EOOD associations, on the basis of a contract concluded between Bulgarian Energy
Holding EAD and DZZD AUDIT BEH.
The remuneration of the registered auditors amounts to BGN 1,537 thousand, excluding VAT, and includes the
independent financial audit of the annual and interim separate financial statements of BEH EAD, NEK EAD, NPP
Kozloduy EAD, TPP Maritsa East 2 EAD, Mini Maritsa-iztok EAD, Bulgargaz EAD, NPP Kozloduy - New Builds
EAD, HPP Kozloduy EAD, National Energy Operator EAD, and Minproekt EAD, as well as the annual and interim
consolidated financial statements of BEH EAD and NPP Kozloduy EAD.
During 2025 and up to the date of approval of these financial statements, the participants in Consortium (DZZD) Audit
BEH received remuneration from BEH EAD and its subsidiaries for permitted services, namely Grant Thornton OOD
in the amount of BGN 216 thousand and Zaharinova Nexia EOOD in the amount of BGN 147 thousand, under
engagements for agreed-upon procedures and the issuance of a comfort letter in connection with a new bond issue of
BEH EAD.
12.Personnel expenses
2025 2024
BGN’000 BGN’000
Remuneration (6,823) (6,645)
Social costs (2,728) (2,340)
Social security contributions (1,137) (970)
Unused annual leave and social security contributions thereto (416) (320)
Accrued retirement benefits (248) (202)
(11,352) (10,477)
13.Other expenses
2025 2024
BGN’000 BGN’000
Tax credit adjustment (272) (234)
Donations (130) (99)
Business trips and representative costs (124) (141)
Income Taxes (117) (91)
Trainings, qualifications, seminars (57) (76)
Interest and penalties (52) -
Written-off receivables (12) (285)
Balance of written off assets with right to use - (235)
(764) (1,161)
14.Financial income
2025 2024
BGN’000 BGN’000
Interest income on loans granted at amortized cost 189,255 176,495
Interest income receivable from Toplofikatsia Sofia EAD 23,884 12,261
Income on modification of a receivable 8,823 -
Interest income on bank current and deposit accounts 2,689 4,199
Total interest incomes under financial assets, which are not accounted at fair
value in the profit or loss 224,651 192,955
224,651 192,955
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
31
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
15.Financial expenses
2025 2024
BGN’000 BGN’000
Interest expense on bond issues (86,698) (71,242)
Interest expense on a loan received (1,773) (1,774)
Interest paid on loans taken from related parties (213) (458)
Interest expense from modification of financial assets (38,653) -
Lease interest expense (17) (41)
Interest expense on staff benefits in retirement (75) (91)
Total interest expense on financial liabilities not accounted for at fair value in
profit or loss (127,429) (73,606)
Bank fees (6) (5)
Loss on exchange rate differences, net (2) (12)
(127,437) (73,623)
16.Income tax expenses
The reconciliation between income tax expense and accounting profit multiplied by the applicable tax rate for the
years ended 31 December 2025 and 31 December 2024 is presented below:
2025 2024
BGN’000 BGN’000
Accounting profit before tax 909,813 673,878
Tax rate 10% 10%
Tax expense at the applicable tax rate (90,981) (67,388)
Tax effect of:
Expenses not recognized for tax purposes (5,318) (9,196)
Non-taxable income 89,431 70,064
Current tax expense (6,868) (6,520)
Current tax expense in respect of domestic top-up tax pursuant to Art. 260z 25 of the
Corporate Income Tax Act (425) (264)
Deferred tax income/(expense), net (2,378) 2,357
Income tax expense (9,671) (4,427)
Deferred tax expense recognized in other comprehensive income (152) (171)
Note 22 provides information on deferred tax assets and liabilities, including the amounts recognized in other
comprehensive income.
Separate Financial Statements
31 December 2025
31
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
15.Financial expenses
2025 2024
BGN’000 BGN’000
Interest expense on bond issues (86,698) (71,242)
Interest expense on a loan received (1,773) (1,774)
Interest paid on loans taken from related parties (213) (458)
Interest expense from modification of financial assets (38,653) -
Lease interest expense (17) (41)
Interest expense on staff benefits in retirement (75) (91)
Total interest expense on financial liabilities not accounted for at fair value in
profit or loss (127,429) (73,606)
Bank fees (6) (5)
Loss on exchange rate differences, net (2) (12)
(127,437) (73,623)
16.Income tax expenses
The reconciliation between income tax expense and accounting profit multiplied by the applicable tax rate for the
years ended 31 December 2025 and 31 December 2024 is presented below:
2025 2024
BGN’000 BGN’000
Accounting profit before tax 909,813 673,878
Tax rate 10% 10%
Tax expense at the applicable tax rate (90,981) (67,388)
Tax effect of:
Expenses not recognized for tax purposes (5,318) (9,196)
Non-taxable income 89,431 70,064
Current tax expense (6,868) (6,520)
Current tax expense in respect of domestic top-up tax pursuant to Art. 260z 25 of the
Corporate Income Tax Act (425) (264)
Deferred tax income/(expense), net (2,378) 2,357
Income tax expense (9,671) (4,427)
Deferred tax expense recognized in other comprehensive income (152) (171)
Note 22 provides information on deferred tax assets and liabilities, including the amounts recognized in other
comprehensive income.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
32
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
17. Earnings per share and dividends
17.1 Earnings per share
The basic earnings per share have been calculated using distributable net income as the numerator. The weighted
average number of shares used for the calculation of basic earnings per share and the net profit attributable to the
ordinary shareholder, are as follows:
2025 2024
Net profit attributable to the shareholders (in BGN) 900,141,804.97 669,450,889.95
Weighted average number of shares 3,862,689.400 3,463,941.744
Earnings per share (BGN per share) 0.233 0.193
17.2 Dividends
The distribution of profit is made pursuant to a decision of the sole shareholder of the capital, in compliance with the
following order:
• at least 10% of the profit is allocated to the Reserve Fund;
• a dividend determined on the basis of a decision of the Council of Ministers in compliance with the State
Budget Act;
• at a proposal of the Board of Directors it is possible to set aside a part of the profit, subject to distribution in
certain funds of the Company;
By the Order No.1 dated 2 May 2025, the Council of Ministers has determined that state -owned enterprises and
commercial companies with state participation in the capital, with the exception of hospitals, mental health centers
and companies in the Water Supply and Sewerage sector, shall distribute a dividend for the financial year 2024, in
compliance with the requirements of Art. 247a of the Commercial Act, after deducting the deductions for the Reserve
fund, when this fund is not replenished, in accordance with Art. 101 of the State Budget Act of the Republic of
Bulgaria for 2025 - 100%.
By a resolution of the Minister of Energy dated 22 May 2025, the obligation of Bulgarian Energy Holding EAD to
pay a dividend to the Bulgarian state in the amount of BGN 669,450,889.95 from the profit for 2024 was established.
In the event that the company is unable to pay the amount by 27 May 2025, the same to be paid as follows:
- BGN 569,589,793.65, representing part of the profit due under the company's annual separate financial
statement for 2024 by 23 May 2025;
- The remainder of the dividend due in the amount of BGN 99,861,096.30, in accordance with the deadline
provided for in Art. 247A (5) of the Commerce Act.
The Company paid the dividend due, as follows:
- on 23 May 2025, an amount of BGN 569,589,793.65;
- on 31 July 2025, an amount of BGN 99,861,096.30.
Pursuant to the Order dated 2 May 2025, Bulgarian Energy Holding EAD also distributes and pays a 6-month (interim)
dividend based on the adopted 6-month financial statements as at 30 June 2025 in the amount of 100% of the reported
profit, applying mutatis mutandis Art. 247a of the Commercial Act. During 2025, the Company paid an advance
dividend to the State Budget in the amount of BGN 900,138,903.70.
The total amount of dividends paid for the benefit of the Bulgarian State in 2025 is BGN 1,569,589,793.6 5 (2024:
BGN 280,529,000).
Separate Financial Statements
31 December 2025
32
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
17. Earnings per share and dividends
17.1 Earnings per share
The basic earnings per share have been calculated using distributable net income as the numerator. The weighted
average number of shares used for the calculation of basic earnings per share and the net profit attributable to the
ordinary shareholder, are as follows:
2025 2024
Net profit attributable to the shareholders (in BGN) 900,141,804.97 669,450,889.95
Weighted average number of shares 3,862,689.400 3,463,941.744
Earnings per share (BGN per share) 0.233 0.193
17.2 Dividends
The distribution of profit is made pursuant to a decision of the sole shareholder of the capital, in compliance with the
following order:
• at least 10% of the profit is allocated to the Reserve Fund;
• a dividend determined on the basis of a decision of the Council of Ministers in compliance with the State
Budget Act;
• at a proposal of the Board of Directors it is possible to set aside a part of the profit, subject to distribution in
certain funds of the Company;
By the Order No.1 dated 2 May 2025, the Council of Ministers has determined that state -owned enterprises and
commercial companies with state participation in the capital, with the exception of hospitals, mental health centers
and companies in the Water Supply and Sewerage sector, shall distribute a dividend for the financial year 2024, in
compliance with the requirements of Art. 247a of the Commercial Act, after deducting the deductions for the Reserve
fund, when this fund is not replenished, in accordance with Art. 101 of the State Budget Act of the Republic of
Bulgaria for 2025 - 100%.
By a resolution of the Minister of Energy dated 22 May 2025, the obligation of Bulgarian Energy Holding EAD to
pay a dividend to the Bulgarian state in the amount of BGN 669,450,889.95 from the profit for 2024 was established.
In the event that the company is unable to pay the amount by 27 May 2025, the same to be paid as follows:
- BGN 569,589,793.65, representing part of the profit due under the company's annual separate financial
statement for 2024 by 23 May 2025;
- The remainder of the dividend due in the amount of BGN 99,861,096.30, in accordance with the deadline
provided for in Art. 247A (5) of the Commerce Act.
The Company paid the dividend due, as follows:
- on 23 May 2025, an amount of BGN 569,589,793.65;
- on 31 July 2025, an amount of BGN 99,861,096.30.
Pursuant to the Order dated 2 May 2025, Bulgarian Energy Holding EAD also distributes and pays a 6-month (interim)
dividend based on the adopted 6-month financial statements as at 30 June 2025 in the amount of 100% of the reported
profit, applying mutatis mutandis Art. 247a of the Commercial Act. During 2025, the Company paid an advance
dividend to the State Budget in the amount of BGN 900,138,903.70.
The total amount of dividends paid for the benefit of the Bulgarian State in 2025 is BGN 1,569,589,793.6 5 (2024:
BGN 280,529,000).
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
33
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
18.Investments in subsidiaries, associates and joint ventures
31 December 2025 31 December 2024
Country of
incorporation Share Amount of
investments Share Amount of
investments
BGN’000 BGN’000
Subsidiaries
Bulgartransgaz EAD Bulgaria 100% 1,029,861 100% 934,569
Bulgargaz EAD 325,391 325,391
Bulgargaz EAD – impairment (325,391) (325,391)
Bulgargaz EAD, net Bulgaria 100% - 100% -
NEK EAD Bulgaria 100% 1,051,427 100% 1,051,427
NPP Kozloduy EAD Bulgaria 100% 1,851,716 100% 1,601,716
TPP Maritsa East 2 EAD Bulgaria 100% 673,916 100% 673,916
Mini Maritsa Iztok EAD Bulgaria 100% 65,000 100% 65,000
ESO EAD Bulgaria 100% 96,103 100% 96,103
National Energy Operator EAD
(NEO) Bulgaria 100% 30,000 100% 30,000
Minproekt EAD Bulgaria 100% 1,000 100% 1,000
4,799,023 4,453,731
Joint ventures
ICGB AD Bulgaria 50% 57,991 50% 57,991
South Stream Bulgaria AD 34,372 34,372
Impairment (24,514) (24,242)
South Stream Bulgaria AD, net Bulgaria 50% 9,858 50% 10,130
67,849 68,121
Affiliated company
ZAD Energy Bulgaria 0.32% 21 0.32% 21
21 21
4,866,893 4,521,873
Increase in the investment in Bulgartransgaz EAD and NPP Kozloduy EAD
By the Order No.168/27.08.2025 of the Council of Ministers, amendments to the 2025 budget of the Ministry of
Energy were approved in connection with an increase in the share capital of Bulgarian Energy Holding EAD. The
additional funds amount to BGN 1,500,000 thousand. They will be used to finance strategically important projects in
the Energy sector, such as Chaira Pumped Storage Hydro Power Plant (Chaira PSHPP), Batak, and Dospat, NPP
Kozloduy - Units 7 and 8, hydroelectric power plants, upgrading of the gas transmission network, reconstruction of
the electricity transmission network, etc. Following the increase in the share capital of Bulgarian Energy Holding
EAD, the funds are provided to the subsidiaries upon a reasoned request, through an increase in their share capital,
for the implementation of the energy projects.
On 2 December 2025, the share capital of Bulgartransgaz EAD was increased by BGN 95,292 thousand - 95,292
thousand shares, with Bulgarian Energy Holding EAD subscribing and acquiring the entire new share issue. The funds
are designated for the Vertical Gas Corridor initiative, which is supported by the European Commission and is key to
enhancing the security of natural gas supplies to the European Union and the Energy Community countries, and is
also in full compliance with the European Union's REPowerEU plan and the objective of ending dependence on
imports of Russian energy sources into the EU.
On 4 December 2025, the share capital of NPP Kozloduy EAD was increased by BGN 250,000 thousand - 25,000
thousand shares, with Bulgarian Energy Holding EAD subscribing and acquiring the entire new share issue. The funds
are intended to finance activities related to the construction of Units 7 and 8 at Site No. 2 of NPP Kozloduy using the
AP 1000 technology.
Separate Financial Statements
31 December 2025
33
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
18.Investments in subsidiaries, associates and joint ventures
31 December 2025 31 December 2024
Country of
incorporation Share Amount of
investments Share Amount of
investments
BGN’000 BGN’000
Subsidiaries
Bulgartransgaz EAD Bulgaria 100% 1,029,861 100% 934,569
Bulgargaz EAD 325,391 325,391
Bulgargaz EAD – impairment (325,391) (325,391)
Bulgargaz EAD, net Bulgaria 100% - 100% -
NEK EAD Bulgaria 100% 1,051,427 100% 1,051,427
NPP Kozloduy EAD Bulgaria 100% 1,851,716 100% 1,601,716
TPP Maritsa East 2 EAD Bulgaria 100% 673,916 100% 673,916
Mini Maritsa Iztok EAD Bulgaria 100% 65,000 100% 65,000
ESO EAD Bulgaria 100% 96,103 100% 96,103
National Energy Operator EAD
(NEO) Bulgaria 100% 30,000 100% 30,000
Minproekt EAD Bulgaria 100% 1,000 100% 1,000
4,799,023 4,453,731
Joint ventures
ICGB AD Bulgaria 50% 57,991 50% 57,991
South Stream Bulgaria AD 34,372 34,372
Impairment (24,514) (24,242)
South Stream Bulgaria AD, net Bulgaria 50% 9,858 50% 10,130
67,849 68,121
Affiliated company
ZAD Energy Bulgaria 0.32% 21 0.32% 21
21 21
4,866,893 4,521,873
Increase in the investment in Bulgartransgaz EAD and NPP Kozloduy EAD
By the Order No.168/27.08.2025 of the Council of Ministers, amendments to the 2025 budget of the Ministry of
Energy were approved in connection with an increase in the share capital of Bulgarian Energy Holding EAD. The
additional funds amount to BGN 1,500,000 thousand. They will be used to finance strategically important projects in
the Energy sector, such as Chaira Pumped Storage Hydro Power Plant (Chaira PSHPP), Batak, and Dospat, NPP
Kozloduy - Units 7 and 8, hydroelectric power plants, upgrading of the gas transmission network, reconstruction of
the electricity transmission network, etc. Following the increase in the share capital of Bulgarian Energy Holding
EAD, the funds are provided to the subsidiaries upon a reasoned request, through an increase in their share capital,
for the implementation of the energy projects.
On 2 December 2025, the share capital of Bulgartransgaz EAD was increased by BGN 95,292 thousand - 95,292
thousand shares, with Bulgarian Energy Holding EAD subscribing and acquiring the entire new share issue. The funds
are designated for the Vertical Gas Corridor initiative, which is supported by the European Commission and is key to
enhancing the security of natural gas supplies to the European Union and the Energy Community countries, and is
also in full compliance with the European Union's REPowerEU plan and the objective of ending dependence on
imports of Russian energy sources into the EU.
On 4 December 2025, the share capital of NPP Kozloduy EAD was increased by BGN 250,000 thousand - 25,000
thousand shares, with Bulgarian Energy Holding EAD subscribing and acquiring the entire new share issue. The funds
are intended to finance activities related to the construction of Units 7 and 8 at Site No. 2 of NPP Kozloduy using the
AP 1000 technology.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
34
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Summarized financial information on associates and joint ventures
The tables contain summarized information on the basis of BEH EAD’s associate’ and joint ventures’ financial
statements.
31 December 2025 Total assets Total
liabilities
Revenues Net profit
/(loss)
BGN’000 BGN’000 BGN’000 BGN’000
ICGB AD 605,230 459,687 59,541 18,998
South Streаm Bulgaria AD (non-audited data) 19,753 34 - (549)
ZAD Energy 31,998 6,563 12,200 5,308
656,981 466,284 71,741 23,757
31 December 2024 Total assets Total
liabilities
Revenues Net profit
/(loss)
BGN’000 BGN’000 BGN’000 BGN’000
ICGB AD 601,173 448,389 68,954 32,393
South Streаm Bulgaria AD (non-audited data) 20,306 38 6 (261)
ZAD Energy 33,940 6,517 15,589 7,469
655,419 454,944 84,549 39,601
ICGB AD Joint Venture
BEH EAD is a shareholder in ICGB AD – a company with an equal interest of BEH EAD and IGI Poseidon (a
company with an equal interest of DEPA S.A. and Edison SpA), registered in 2011 in the Republic of Bulgaria,
intended to build and become an owner and operator of a gas interconnection network IGB.
In 2022, ICGB AD built the gas interconnector Greece-Bulgaria with a technical capacity of up to 3 billion m 3 /year
from Komotini to Stara Zagora town with a length of 182 km.
ICGB AD is licensed and certified as a transmission network operator under the Independent Transmission Operator
model, with a two-tier management system – with a Management and Supervisory Board, and since 1 October 2022,
it carries out natural gas transmission operations through the gas interconnector, through which all volumes of the
contractual Azeri gas for Bulgaria are transferred, and it receives the revenues from the provision of transmission
services from transmission, which at the moment, based on concluded long-term transmission contracts, is approx.
1.5 billion m 3 /year. The gas pipeline has been in commercial operation since 2023.
South Stream Bulgaria Joint Venture AD
The South Stream project, the implementation of which was terminated, provided for the construction of a new gas
pipeline system for transporting natural gas from Russia to the European market, through Bulgaria, with a technical
capacity of 63 billion m3/year on the 900-kilometer Black Sea section. Shareholders with equal interest in the joint
venture on the Bulgarian territory (which is no longer operating) are Bulgarian Energy Holding EAD and Gazprom
Krasnodar. A decision on the liquidation of the project company is to be considered, and in the liquidation process, if
such a decision is taken, the remaining assets - land properties - should be sold.
For 2025, an impairment loss on the investment was recognized on a liquidation basis in the amount of BGN 272
thousand (2024: BGN 49 thousand). The total amount of the accumulated impairment loss on the investment as at 31
December 2025 is BGN 24,514 thousand (as at 31 December 2024: BGN 24,242 thousand).
Separate Financial Statements
31 December 2025
34
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Summarized financial information on associates and joint ventures
The tables contain summarized information on the basis of BEH EAD’s associate’ and joint ventures’ financial
statements.
31 December 2025 Total assets Total
liabilities
Revenues Net profit
/(loss)
BGN’000 BGN’000 BGN’000 BGN’000
ICGB AD 605,230 459,687 59,541 18,998
South Streаm Bulgaria AD (non-audited data) 19,753 34 - (549)
ZAD Energy 31,998 6,563 12,200 5,308
656,981 466,284 71,741 23,757
31 December 2024 Total assets Total
liabilities
Revenues Net profit
/(loss)
BGN’000 BGN’000 BGN’000 BGN’000
ICGB AD 601,173 448,389 68,954 32,393
South Streаm Bulgaria AD (non-audited data) 20,306 38 6 (261)
ZAD Energy 33,940 6,517 15,589 7,469
655,419 454,944 84,549 39,601
ICGB AD Joint Venture
BEH EAD is a shareholder in ICGB AD – a company with an equal interest of BEH EAD and IGI Poseidon (a
company with an equal interest of DEPA S.A. and Edison SpA), registered in 2011 in the Republic of Bulgaria,
intended to build and become an owner and operator of a gas interconnection network IGB.
In 2022, ICGB AD built the gas interconnector Greece-Bulgaria with a technical capacity of up to 3 billion m 3 /year
from Komotini to Stara Zagora town with a length of 182 km.
ICGB AD is licensed and certified as a transmission network operator under the Independent Transmission Operator
model, with a two-tier management system – with a Management and Supervisory Board, and since 1 October 2022,
it carries out natural gas transmission operations through the gas interconnector, through which all volumes of the
contractual Azeri gas for Bulgaria are transferred, and it receives the revenues from the provision of transmission
services from transmission, which at the moment, based on concluded long-term transmission contracts, is approx.
1.5 billion m 3 /year. The gas pipeline has been in commercial operation since 2023.
South Stream Bulgaria Joint Venture AD
The South Stream project, the implementation of which was terminated, provided for the construction of a new gas
pipeline system for transporting natural gas from Russia to the European market, through Bulgaria, with a technical
capacity of 63 billion m3/year on the 900-kilometer Black Sea section. Shareholders with equal interest in the joint
venture on the Bulgarian territory (which is no longer operating) are Bulgarian Energy Holding EAD and Gazprom
Krasnodar. A decision on the liquidation of the project company is to be considered, and in the liquidation process, if
such a decision is taken, the remaining assets - land properties - should be sold.
For 2025, an impairment loss on the investment was recognized on a liquidation basis in the amount of BGN 272
thousand (2024: BGN 49 thousand). The total amount of the accumulated impairment loss on the investment as at 31
December 2025 is BGN 24,514 thousand (as at 31 December 2024: BGN 24,242 thousand).
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
35
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
19.Investment properties
As of 31 December 2025, the Company’s investment properties are as follows:
Type of property Location Purpose 31 December
2025
31 December
2024
BGN’000 BGN’000
Office building and
land City of Athens, Greece Undetermined 14,303 -
Flat City of Sofia, Bulgaria Undetermined 271 -
14,574 -
Movement of investment properties
2025 2024
BGN’000 BGN’000
Balance as at 1 January - -
Additions through non-cash asset contribution 14,303 -
Transfers from property, plant and equipment 271 -
Balance as of 31 December 14,574 -
In 2025, the Company received through a non-cash asset contribution a real estate property located in the Republic of
Greece, Athens, 12 Akadimias Street, consisting of a land plot with a total area of 196.87 sq. m. and a seven -story
building constructed thereon with a total gross built-up area of 1,424 sq. m. and a total floor area, valued at BGN
14,298 thousand. The Company determined the fair value of the property as at 29 December 2025, the date of
registration of the non-cash contribution in the Commercial Register and the Register of Non-Profit Legal Entities, at
BGN 14,303 thousand through an independent external valuer.
The fair value of the investment properties was determined as at 31 December 2025 by an independent external valuer
who possesses professional qualifications and recent experience in valuing similar real estate properties in the
respective geographic areas.
The valuations were performed using:
• the market approach;
• the income approach (discounted cash flows and income capitalization), depending on the nature and purpose
of the respective property.
The Company classifies the investment property valuations within Level 3 of the fair value hierarchy under IFRS 13,
as the inputs used contain unobservable parameters.
20.Property, plant and equipment
For the year as at
31 December 2025
Land and
buildings
Plant and
equipment Vehicles
Equipment
and other
assets
Right of
use assets
Acquisit
ion costs Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross carrying amount
Balance as of 1 January 2025 8,089 103 1,402 806 1,548 74 12,022
Newly acquired assets - 3 - 5 40 37 85
Derecognized assets (8) (7) (85) (38) - - (138)
Transfers to investment
properties (271) - - - - - (271)
Transfers - 109 355 2 (355) (111) -
Balance as of 31 December 2025 7,810 208 1,672 775 1,233 - 11,698
Depreciation
Balance as of 1 January 2025 - (35) (999) (621) (681) - (2,336)
Annual depreciation allowance (118) (16) (61) (70) (272) - (537)
Derecognized depreciation 8 7 85 39 - - 139
Transfers - - (355) - 355 - -
Balance as of 31 December 2025 (110) (44) (1,330) (652) (598) - (2,734)
Carrying amount
as of 31 December 2025 7,700 164 342 123 635 - 8,964
Separate Financial Statements
31 December 2025
35
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
19.Investment properties
As of 31 December 2025, the Company’s investment properties are as follows:
Type of property Location Purpose 31 December
2025
31 December
2024
BGN’000 BGN’000
Office building and
land City of Athens, Greece Undetermined 14,303 -
Flat City of Sofia, Bulgaria Undetermined 271 -
14,574 -
Movement of investment properties
2025 2024
BGN’000 BGN’000
Balance as at 1 January - -
Additions through non-cash asset contribution 14,303 -
Transfers from property, plant and equipment 271 -
Balance as of 31 December 14,574 -
In 2025, the Company received through a non-cash asset contribution a real estate property located in the Republic of
Greece, Athens, 12 Akadimias Street, consisting of a land plot with a total area of 196.87 sq. m. and a seven -story
building constructed thereon with a total gross built-up area of 1,424 sq. m. and a total floor area, valued at BGN
14,298 thousand. The Company determined the fair value of the property as at 29 December 2025, the date of
registration of the non-cash contribution in the Commercial Register and the Register of Non-Profit Legal Entities, at
BGN 14,303 thousand through an independent external valuer.
The fair value of the investment properties was determined as at 31 December 2025 by an independent external valuer
who possesses professional qualifications and recent experience in valuing similar real estate properties in the
respective geographic areas.
The valuations were performed using:
• the market approach;
• the income approach (discounted cash flows and income capitalization), depending on the nature and purpose
of the respective property.
The Company classifies the investment property valuations within Level 3 of the fair value hierarchy under IFRS 13,
as the inputs used contain unobservable parameters.
20.Property, plant and equipment
For the year as at
31 December 2025
Land and
buildings
Plant and
equipment Vehicles
Equipment
and other
assets
Right of
use assets
Acquisit
ion costs Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross carrying amount
Balance as of 1 January 2025 8,089 103 1,402 806 1,548 74 12,022
Newly acquired assets - 3 - 5 40 37 85
Derecognized assets (8) (7) (85) (38) - - (138)
Transfers to investment
properties (271) - - - - - (271)
Transfers - 109 355 2 (355) (111) -
Balance as of 31 December 2025 7,810 208 1,672 775 1,233 - 11,698
Depreciation
Balance as of 1 January 2025 - (35) (999) (621) (681) - (2,336)
Annual depreciation allowance (118) (16) (61) (70) (272) - (537)
Derecognized depreciation 8 7 85 39 - - 139
Transfers - - (355) - 355 - -
Balance as of 31 December 2025 (110) (44) (1,330) (652) (598) - (2,734)
Carrying amount
as of 31 December 2025 7,700 164 342 123 635 - 8,964
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
36
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
For the year as at
31 December 2024
Land and
buildings
Plant and
equipment Vehicles
Equipment
and other
assets
Right of
use assets
Acquisit
ion costs Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross carrying amount
Balance as of 1 January 2024 6,898 85 975 766 2,002 - 10,726
Newly acquired assets 278 18 427 121 - 74 918
Derecognized assets - - - (81) (454) - (535)
Revaluation on account of
accumulated depreciation (244) - - - - - (244)
Revaluation 1,157 - - - - - 1,157
Balance as of 31 December
2024 8,089 103 1,402 806 1,548 74 12,022
Depreciation
Balance as of 1 January 2024 (130) (21) (972) (590) (445) - (2,158)
Annual depreciation
allowance (114) (14) (27) (108) (455) - (718)
Revaluation on account of
accumulated depreciation 244 - - - - - 244
Derecognized depreciation - - - 77 219 - 296
Balance as of 31 December
2024 - (35) (999) (621) (681) - (2,336)
Carrying amount
as of 31 December 2024 8,089 68 403 185 867 74 9,686
Revaluation of property, plant and equipment
Under the Company’s accounting policy, property, plant and equipment is revalued every 3 years or at shorter periods.
The latest revaluation was performed as of 31 December 2024.
The revaluation of property, plant and equipment for subsequent revaluation is carried out by an independent licensed
appraiser in accordance with the Bulgarian Valuation Standards, the Accounting Act, IAS 16 Property, Plant and
Equipment and IFRS 13 Fair Value Measurement.
The Company has reviewed property, plant and equipment for indicators of impairment as of 31 December 2025. No
indication has been identified that the carrying value of the assets exceeds their recoverable amount, including no
changes to the remaining useful lives of the assets. As a result, no impairment loss has been recognized in the separate
financial statements.
Right of use assets
On 1 May 2022, the Company has recognized right-of-use assets in the amount of BGN 459 thousand under a rental
contract of a real estate for administrative purposes for a period of five years with an option for extension. To determine
the present value of the lease liability, Bulgarian Energy Holding EAD has used a discount rate of 2.45%, which is
the interest rate obtained by the company when financing its activities in the last year and corresponding to market
levels.
On 1 February 2023, the Company has recognized right-of-use assets in the amount of BGN 83 thousand under a
rental contract of an office for a period of four years with an option for extension. To determine the present value of
the lease liability, Bulgarian Energy Holding EAD has used a discount rate of 2.45%, which is an interest rate obtained
by the Company in financing its own activities.
On 1 February 2025, the Company has recognized right-of-use assets in the amount of BGN 40 thousand under a
rental contract of an office for a period until 30 April 2027 with an option for extension. To determine the present
value of the lease liability, Bulgarian Energy Holding EAD has used a discount rate of 2.45%, which is an interest
rate obtained by the Company in financing its own activities.
The Company has leased 8 motor vehicles under lease contracts. The duration of the agreements is from 2 to 4 years.
The calculated annual interest rates for vehicle leases range from 0.98% to 3.99%.
As of 31 December 2025 and 31 December 2024, the Company had no commitments to purchase property, plant and
equipment and has not provided any collateral related thereto.
All depreciation expense is included in the separate profit and loss report in the line “Depreciation expense on non -
financial assets”.
Separate Financial Statements
31 December 2025
36
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
For the year as at
31 December 2024
Land and
buildings
Plant and
equipment Vehicles
Equipment
and other
assets
Right of
use assets
Acquisit
ion costs Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross carrying amount
Balance as of 1 January 2024 6,898 85 975 766 2,002 - 10,726
Newly acquired assets 278 18 427 121 - 74 918
Derecognized assets - - - (81) (454) - (535)
Revaluation on account of
accumulated depreciation (244) - - - - - (244)
Revaluation 1,157 - - - - - 1,157
Balance as of 31 December
2024 8,089 103 1,402 806 1,548 74 12,022
Depreciation
Balance as of 1 January 2024 (130) (21) (972) (590) (445) - (2,158)
Annual depreciation
allowance (114) (14) (27) (108) (455) - (718)
Revaluation on account of
accumulated depreciation 244 - - - - - 244
Derecognized depreciation - - - 77 219 - 296
Balance as of 31 December
2024 - (35) (999) (621) (681) - (2,336)
Carrying amount
as of 31 December 2024 8,089 68 403 185 867 74 9,686
Revaluation of property, plant and equipment
Under the Company’s accounting policy, property, plant and equipment is revalued every 3 years or at shorter periods.
The latest revaluation was performed as of 31 December 2024.
The revaluation of property, plant and equipment for subsequent revaluation is carried out by an independent licensed
appraiser in accordance with the Bulgarian Valuation Standards, the Accounting Act, IAS 16 Property, Plant and
Equipment and IFRS 13 Fair Value Measurement.
The Company has reviewed property, plant and equipment for indicators of impairment as of 31 December 2025. No
indication has been identified that the carrying value of the assets exceeds their recoverable amount, including no
changes to the remaining useful lives of the assets. As a result, no impairment loss has been recognized in the separate
financial statements.
Right of use assets
On 1 May 2022, the Company has recognized right-of-use assets in the amount of BGN 459 thousand under a rental
contract of a real estate for administrative purposes for a period of five years with an option for extension. To determine
the present value of the lease liability, Bulgarian Energy Holding EAD has used a discount rate of 2.45%, which is
the interest rate obtained by the company when financing its activities in the last year and corresponding to market
levels.
On 1 February 2023, the Company has recognized right-of-use assets in the amount of BGN 83 thousand under a
rental contract of an office for a period of four years with an option for extension. To determine the present value of
the lease liability, Bulgarian Energy Holding EAD has used a discount rate of 2.45%, which is an interest rate obtained
by the Company in financing its own activities.
On 1 February 2025, the Company has recognized right-of-use assets in the amount of BGN 40 thousand under a
rental contract of an office for a period until 30 April 2027 with an option for extension. To determine the present
value of the lease liability, Bulgarian Energy Holding EAD has used a discount rate of 2.45%, which is an interest
rate obtained by the Company in financing its own activities.
The Company has leased 8 motor vehicles under lease contracts. The duration of the agreements is from 2 to 4 years.
The calculated annual interest rates for vehicle leases range from 0.98% to 3.99%.
As of 31 December 2025 and 31 December 2024, the Company had no commitments to purchase property, plant and
equipment and has not provided any collateral related thereto.
All depreciation expense is included in the separate profit and loss report in the line “Depreciation expense on non -
financial assets”.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
37
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
21.Intangible assets
For the year as at
31 December 2025 Software Patents and
licenses Other Acquisition
costs Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross carrying amount
Balance as at 1 January 2025 305 68 4 195 572
Newly acquired assets - - - 7 7
Derecognized assets (69) - - - (69)
Transfers - 7 - (7) -
Balance as of 31 December 2025 236 75 4 195 510
Depreciation
Balance as at 1 January 2025 (281) (60) (4) - (345)
Annual depreciation allowance (11) (5) - - (16)
Derecognized assets 69 - - - 69
Balance as of 31 December 2025 (223) (65) (4) - (292)
Carrying amount
as of 31 December 2025 13 10 - 195 218
For the year as at
31 December 2024 Software Patents and
licenses Other Acquisition
costs Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross carrying amount
Balance as at 1 January 2024 305 68 4 195 572
Balance as at 31 December 2024 305 68 4 195 572
Depreciation
Balance as at 1 January 2024 (263) (56) (3) - (322)
Annual depreciation allowance (18) (4) (1) - (23)
Balance as at 31 December 2024 (281) (60) (4) - (345)
Carrying amount
as at 31 December 2024 24 8 - 195 227
Impairment of intangible assets
The Company has reviewed intangible assets for indicators of impairment as at 31 December 2025. No indication has
been identified that the carrying value of the assets exceeds their recoverable amount, including that no changes need
to be made to the remaining useful lives of the assets. As a result, no impairment loss has been recognized in the
separate financial statements.
All depreciation expense is included in the separate profit and loss report in the line “Depreciation expense on non -
financial assets”.
As at 31 December 2025 and 31 December 2024, the Company has no commitments to purchase intangible assets and
has not provided any collateral related to them.
Separate Financial Statements
31 December 2025
37
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
21.Intangible assets
For the year as at
31 December 2025 Software Patents and
licenses Other Acquisition
costs Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross carrying amount
Balance as at 1 January 2025 305 68 4 195 572
Newly acquired assets - - - 7 7
Derecognized assets (69) - - - (69)
Transfers - 7 - (7) -
Balance as of 31 December 2025 236 75 4 195 510
Depreciation
Balance as at 1 January 2025 (281) (60) (4) - (345)
Annual depreciation allowance (11) (5) - - (16)
Derecognized assets 69 - - - 69
Balance as of 31 December 2025 (223) (65) (4) - (292)
Carrying amount
as of 31 December 2025 13 10 - 195 218
For the year as at
31 December 2024 Software Patents and
licenses Other Acquisition
costs Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross carrying amount
Balance as at 1 January 2024 305 68 4 195 572
Balance as at 31 December 2024 305 68 4 195 572
Depreciation
Balance as at 1 January 2024 (263) (56) (3) - (322)
Annual depreciation allowance (18) (4) (1) - (23)
Balance as at 31 December 2024 (281) (60) (4) - (345)
Carrying amount
as at 31 December 2024 24 8 - 195 227
Impairment of intangible assets
The Company has reviewed intangible assets for indicators of impairment as at 31 December 2025. No indication has
been identified that the carrying value of the assets exceeds their recoverable amount, including that no changes need
to be made to the remaining useful lives of the assets. As a result, no impairment loss has been recognized in the
separate financial statements.
All depreciation expense is included in the separate profit and loss report in the line “Depreciation expense on non -
financial assets”.
As at 31 December 2025 and 31 December 2024, the Company has no commitments to purchase intangible assets and
has not provided any collateral related to them.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
38
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
22.Deferred tax assets
Deferred tax assets/(liabilities)
1 January
2025
Recognized
in profit or
loss
Recognized
in other
comprehen
sive income
31 December
2025
BGN’000 BGN’000 BGN’000 BGN’000
Property, plant and equipment (219) 12 - (207)
Impairment of debt instruments at amortized cost 182,442 (2,459) - 179,983
Investments 34,963 27 - 34,990
Pension and other liabilities to employees 165 32 2 199
Unused employee leaves 42 10 - 52
Financial assets at fair value through other
comprehensive income (22) - (154) (176)
217,371 (2,378) (152) 214,841
Recognized as:
Deferred tax assets 217,612 215,224
Deferred tax liabilities (241) (383)
Net deferred tax assets 217,371 214,841
Deferred tax assets/(liabilities)
1 January
2024
Recognized
in profit or
loss
Recognized
in other
comprehen
sive income
31 December
2024
BGN’000 BGN’000 BGN’000 BGN’000
Property, plant and equipment (100) (3) (116) (219)
Impairment of debt instruments at amortized cost 180,093 2,349 - 182,442
Investments 34,958 5 - 34,963
Pension and other liabilities to employees 184 19 (38) 165
Unused employee leaves 41 1 - 42
Staff benefits 14 (14) - -
Financial assets at fair value through other
comprehensive income (5) - (17) (22)
215,185 2,357 (171) 217,371
Recognized as:
Deferred tax assets 215,290 217,612
Deferred tax liabilities (105) (241)
Net deferred tax assets 215,185 217,371
Deferred tax assets and liabilities are recognized in the consolidated statement of financial position, except for a
deferred tax asset of BGN 6 thousand in relation to lease accounting expenses.
Separate Financial Statements
31 December 2025
38
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
22.Deferred tax assets
Deferred tax assets/(liabilities)
1 January
2025
Recognized
in profit or
loss
Recognized
in other
comprehen
sive income
31 December
2025
BGN’000 BGN’000 BGN’000 BGN’000
Property, plant and equipment (219) 12 - (207)
Impairment of debt instruments at amortized cost 182,442 (2,459) - 179,983
Investments 34,963 27 - 34,990
Pension and other liabilities to employees 165 32 2 199
Unused employee leaves 42 10 - 52
Financial assets at fair value through other
comprehensive income (22) - (154) (176)
217,371 (2,378) (152) 214,841
Recognized as:
Deferred tax assets 217,612 215,224
Deferred tax liabilities (241) (383)
Net deferred tax assets 217,371 214,841
Deferred tax assets/(liabilities)
1 January
2024
Recognized
in profit or
loss
Recognized
in other
comprehen
sive income
31 December
2024
BGN’000 BGN’000 BGN’000 BGN’000
Property, plant and equipment (100) (3) (116) (219)
Impairment of debt instruments at amortized cost 180,093 2,349 - 182,442
Investments 34,958 5 - 34,963
Pension and other liabilities to employees 184 19 (38) 165
Unused employee leaves 41 1 - 42
Staff benefits 14 (14) - -
Financial assets at fair value through other
comprehensive income (5) - (17) (22)
215,185 2,357 (171) 217,371
Recognized as:
Deferred tax assets 215,290 217,612
Deferred tax liabilities (105) (241)
Net deferred tax assets 215,185 217,371
Deferred tax assets and liabilities are recognized in the consolidated statement of financial position, except for a
deferred tax asset of BGN 6 thousand in relation to lease accounting expenses.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
39
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
23.Trade and other receivables
31 December
2025
31 December
2024
BGN’000 BGN’000
Non-current receivables
Advances paid and prepaid expenses 28 31
28 31
Current receivables
Interest on deposit and current accounts - 2,031
Receivables under litigation 5 5
Impairment of receivables under litigation (5) (5)
Receivables under litigation, net - -
State budget receivables 191 -
Advances paid and prepaid expenses 140 138
Other receivables 10,921 11,022
Impairment of other receivables (10,907) (10,907)
Other receivables, net 14 115
345 2,284
373 2,315
24.Receivables from Toplofikatsia Sofia EAD
Agreement as at 11 December 2015
On 11 December 2015 an agreement was concluded between Bulgarian Energy Holding EAD and Toplofikatsia Sofia
EAD according to which the debts of the district heating plant to Bulgarian Energy Holding EAD are merged and
novated. The debtor fully and unconditionally recognizes liabilities in the amount of BGN 500,465 thousand, as they
are repaid over a period of twenty years, with a five-year grace period, and interest on the principal in the amount of
3.25%. The agreement stipulates that upon conclusion of a concession contract between Sofia Municipality and a third
party, the latter undertakes to pay BEH EAD an initial installment of not less than BGN 200,000 thousand within 120
days from the date of entry into force of the concession agreement, and the balance will be paid in a manner agreed
between the parties.
Liabilities amounting to BGN 52,311 thousand were challenged by the debtor in 2015 by the submission of six claims.
In 2019 court proceedings were closed, and receivables in the amount of BGN 3,339 thousand were recognized. The
due amounts were paid by Toplofikatsia Sofia EAD in accordance with the agreement of 2020. For the unrecognized
liabilities amounting to BGN 48,972 thousand, the Company has recognized impairment in full.
As of 31 December 2025, the total amount of the receivable under the agreement dated 11 December 2015 is BGN
385,850 thousand, including due principal amounts with a matured status in the amount of BGN 50,046 thousand,
overdue interest in the amount of BGN 911 thousand, and default interest in the amount of BGN 647 thousand.
Agreement as at 1 April 2019
A contract was concluded with Bulgargaz EAD on 28 August 2018 for the transfer of receivables from Toplofikatsia
Sofia EAD for consumed natural gas in the total amount on the date of contract conclusion, of BGN 99,193 thousand,
including a principal amounting to BGN 94,967 thousand and an interest amounting to BGN 4,226 thousand. The
receivables are fully overdue. An agreement was concluded with Toplofikatsia Sofia EAD on 1 April 2019, whereby
the debtor agreed that the debt would be paid by the debtor by 31 August 2025, and it would not pay principal
installments until 31 August 2019. The stipulated interest on the principal is at the rate of 4.66%, as at 28 August
2018. At a failure to pay any installment, an interest is due from the debtor for every day o f default to the extent of
the base interest rate, fixed by the Bulgarian National Bank, plus a 10-point margin.
Separate Financial Statements
31 December 2025
39
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
23.Trade and other receivables
31 December
2025
31 December
2024
BGN’000 BGN’000
Non-current receivables
Advances paid and prepaid expenses 28 31
28 31
Current receivables
Interest on deposit and current accounts - 2,031
Receivables under litigation 5 5
Impairment of receivables under litigation (5) (5)
Receivables under litigation, net - -
State budget receivables 191 -
Advances paid and prepaid expenses 140 138
Other receivables 10,921 11,022
Impairment of other receivables (10,907) (10,907)
Other receivables, net 14 115
345 2,284
373 2,315
24.Receivables from Toplofikatsia Sofia EAD
Agreement as at 11 December 2015
On 11 December 2015 an agreement was concluded between Bulgarian Energy Holding EAD and Toplofikatsia Sofia
EAD according to which the debts of the district heating plant to Bulgarian Energy Holding EAD are merged and
novated. The debtor fully and unconditionally recognizes liabilities in the amount of BGN 500,465 thousand, as they
are repaid over a period of twenty years, with a five-year grace period, and interest on the principal in the amount of
3.25%. The agreement stipulates that upon conclusion of a concession contract between Sofia Municipality and a third
party, the latter undertakes to pay BEH EAD an initial installment of not less than BGN 200,000 thousand within 120
days from the date of entry into force of the concession agreement, and the balance will be paid in a manner agreed
between the parties.
Liabilities amounting to BGN 52,311 thousand were challenged by the debtor in 2015 by the submission of six claims.
In 2019 court proceedings were closed, and receivables in the amount of BGN 3,339 thousand were recognized. The
due amounts were paid by Toplofikatsia Sofia EAD in accordance with the agreement of 2020. For the unrecognized
liabilities amounting to BGN 48,972 thousand, the Company has recognized impairment in full.
As of 31 December 2025, the total amount of the receivable under the agreement dated 11 December 2015 is BGN
385,850 thousand, including due principal amounts with a matured status in the amount of BGN 50,046 thousand,
overdue interest in the amount of BGN 911 thousand, and default interest in the amount of BGN 647 thousand.
Agreement as at 1 April 2019
A contract was concluded with Bulgargaz EAD on 28 August 2018 for the transfer of receivables from Toplofikatsia
Sofia EAD for consumed natural gas in the total amount on the date of contract conclusion, of BGN 99,193 thousand,
including a principal amounting to BGN 94,967 thousand and an interest amounting to BGN 4,226 thousand. The
receivables are fully overdue. An agreement was concluded with Toplofikatsia Sofia EAD on 1 April 2019, whereby
the debtor agreed that the debt would be paid by the debtor by 31 August 2025, and it would not pay principal
installments until 31 August 2019. The stipulated interest on the principal is at the rate of 4.66%, as at 28 August
2018. At a failure to pay any installment, an interest is due from the debtor for every day o f default to the extent of
the base interest rate, fixed by the Bulgarian National Bank, plus a 10-point margin.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
40
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
As of 31 December 2025, the total amount of the receivable under the agreement dated 1 April 2019 is BGN 91,736
thousand, including due principal amounts with a matured status in the amount of BGN 19,447 thousand and default
interest in the amount of BGN 289 thousand.
Agreement as at 15 September 2022
On 15 September 2022, was signed an agreement with Toplofikatsia Sofia EAD, by means of which the obligations
under cession agreements of December 23, 2020, October 28, 2021 and November 18, 2021 in a total amount of BGN
333,596,905.98 were consolidated. The agreement became effective after approval by the Sofia Municipal Council
obtained on 16 December 2022. The parties agreed that the due amount would be paid by the creditors until 31 March
2029 in monthly installments with a grace period for the principal amount until 31 March 2023. The agreed interest
on the principal amounts to 3.525%. To secure the implementation of the obligations, the debtor has established a
special pledge in favor of the creditor covering all present, future, and conditional receiv ables of the debtor in bank
accounts opened at commercial banks on the territory of the Republic of Bulgaria and under contracts for the sale of
energy to Independent Bulgarian Energy Exchange EAD.
As at 31 December 2025, the total amount of the receivable under the agreement dated 15 September 2022 is BGN
385,259 thousand, including due principal amounts with a matured status in the amount of BGN 139,250 thousand,
overdue interest in the amount of BGN 23,726 thousand, and default interest in the amount of BGN 32,872 thousand.
A monthly offsetting is performed between the default interest due under the agreement and the obligations of
Bulgarian Energy Holding EAD and NEK EAD for heat energy consumed. The offset amounts for 2025 amount to
BGN 38 thousand.
Tripartite Agreement of 2023 and Annex of 2024 and 2025
On 19 July 2023 an agreement was signed between Bulgarian Energy Holding EAD, Toplofikatsia Sofia EAD and
the Security of the Electricity System Fund, whereby the parties agree that 20% of the monthly premiums due from
the Fund to Toplofikatsia Sofia EAD within the current tariff period from 01.07.2023 to 30.06.2024 will be credited
to the account of Bulgarian Energy Holding EAD. The proceeds will be used to repay obligations under the
Agreements of 2015 and 2019 between Bulgarian Energy Holding EAD and Toplofikatsia Sofia EAD. On 28 June
2024, an annex to the agreement was signed to extend its validity for the tariff period from 1 July 2024 to 30 June
2025. Subsequently, on 9 July 2025, Annex No. 2 to the agreement was signed, extending its validity for the tariff
period from 1 July 2025 to 30 June 2026.
In 2025, funds in the total amount of BGN 26,768 thousand were received from the Security of the Electricity System
Fund for the settlement of obligations of Toplofikatsia Sofia EAD:
(1) for the settlement of obligations under the Agreement dated 11 December 2015, an amount of BGN
22,405 thousand;
(2) for the settlement of obligations under the Agreement dated 1 April 2019, an amount of BGN 4,363
thousand
The funds received in 2024 amounted to BGN 64,791 thousand.
The receivables as at 31 December 2025 are as follows:
31 December
2025
31 December
2024
BGN’000 BGN’000
Balance on 1 January
Gross Receivables Amount 790,845 769,922
Minus adjustments for impairments and modifications (738,376) (759,928)
Net amount receivable 52,469 9,994
Separate Financial Statements
31 December 2025
40
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
As of 31 December 2025, the total amount of the receivable under the agreement dated 1 April 2019 is BGN 91,736
thousand, including due principal amounts with a matured status in the amount of BGN 19,447 thousand and default
interest in the amount of BGN 289 thousand.
Agreement as at 15 September 2022
On 15 September 2022, was signed an agreement with Toplofikatsia Sofia EAD, by means of which the obligations
under cession agreements of December 23, 2020, October 28, 2021 and November 18, 2021 in a total amount of BGN
333,596,905.98 were consolidated. The agreement became effective after approval by the Sofia Municipal Council
obtained on 16 December 2022. The parties agreed that the due amount would be paid by the creditors until 31 March
2029 in monthly installments with a grace period for the principal amount until 31 March 2023. The agreed interest
on the principal amounts to 3.525%. To secure the implementation of the obligations, the debtor has established a
special pledge in favor of the creditor covering all present, future, and conditional receiv ables of the debtor in bank
accounts opened at commercial banks on the territory of the Republic of Bulgaria and under contracts for the sale of
energy to Independent Bulgarian Energy Exchange EAD.
As at 31 December 2025, the total amount of the receivable under the agreement dated 15 September 2022 is BGN
385,259 thousand, including due principal amounts with a matured status in the amount of BGN 139,250 thousand,
overdue interest in the amount of BGN 23,726 thousand, and default interest in the amount of BGN 32,872 thousand.
A monthly offsetting is performed between the default interest due under the agreement and the obligations of
Bulgarian Energy Holding EAD and NEK EAD for heat energy consumed. The offset amounts for 2025 amount to
BGN 38 thousand.
Tripartite Agreement of 2023 and Annex of 2024 and 2025
On 19 July 2023 an agreement was signed between Bulgarian Energy Holding EAD, Toplofikatsia Sofia EAD and
the Security of the Electricity System Fund, whereby the parties agree that 20% of the monthly premiums due from
the Fund to Toplofikatsia Sofia EAD within the current tariff period from 01.07.2023 to 30.06.2024 will be credited
to the account of Bulgarian Energy Holding EAD. The proceeds will be used to repay obligations under the
Agreements of 2015 and 2019 between Bulgarian Energy Holding EAD and Toplofikatsia Sofia EAD. On 28 June
2024, an annex to the agreement was signed to extend its validity for the tariff period from 1 July 2024 to 30 June
2025. Subsequently, on 9 July 2025, Annex No. 2 to the agreement was signed, extending its validity for the tariff
period from 1 July 2025 to 30 June 2026.
In 2025, funds in the total amount of BGN 26,768 thousand were received from the Security of the Electricity System
Fund for the settlement of obligations of Toplofikatsia Sofia EAD:
(1) for the settlement of obligations under the Agreement dated 11 December 2015, an amount of BGN
22,405 thousand;
(2) for the settlement of obligations under the Agreement dated 1 April 2019, an amount of BGN 4,363
thousand
The funds received in 2024 amounted to BGN 64,791 thousand.
The receivables as at 31 December 2025 are as follows:
31 December
2025
31 December
2024
BGN’000 BGN’000
Balance on 1 January
Gross Receivables Amount 790,845 769,922
Minus adjustments for impairments and modifications (738,376) (759,928)
Net amount receivable 52,469 9,994
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
41
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
25.Financial assets at fair value through other comprehensive income
31 December
2025
31 December
2024
BGN’000 BGN’000
Investment in shares of Transgaz S.A., Romania 2,422 883
Investment in shares of Balkangaz 2000 AD, Botevgrad 2 2
2,424 885
26.Cash and cash equivalents
31 December
2025
31 December
2024
BGN’000 BGN’000
Cash in bank accounts 261,220 23,401
Cash deposits - 275,025
Blocked funds 15,000 15,000
Cash 4 13
276,224 313,439
Effect from expected credit losses (452) (398)
275,772 313,041
The cash at bank accounts, where the Company has concluded bank service contracts following a procedure for the
selection of credit institutions, accumulate interest at rates determined according to price offers by the credit
institutions.
The restricted (blocked) cash in the amount of BGN 15,000 thousand represents a financial collateral created in 2024
by Bulgarian Energy Holding EAD, pursuant to the Financial Collateral Arrangements Act, under an overdraft
agreement between Bank DSK AD and Mini Maritsa-iztok EAD with a limit of BGN 50,000 thousand for the
financing of the subsidiary's current operations The maturity of the overdraft agreement has been extended until 30
June 2026.
As of 31 December, cash is allocated in the following currencies:
31 December
2025
31 December
2024
BGN’000 BGN’000
BGN 263,012 113,317
EUR 13,175 200,122
USD 1 -
Other 36 -
276,224 313,439
27.Share capital and reserves
27.1 Share capital
By Order No. 168/27.08.2025 of the Council of Ministers, amendments to the 2025 budget of the Ministry of Energy
were approved in the amount of BGN 1,500,000 thousand for an increase in the share capital of Bulgarian Energy
Holding EAD. The funds are to be used to finance strategically important projects in the Energy sector. On 19
September 2025, funds in the amount of BGN 1,500,000 thousand were transferred to the account of Bulgarian Energy
Holding EAD. The share capital increase was registered in the Commercial Register and the Register of Non-Profit
Legal Entities on 26 September 2025.
Separate Financial Statements
31 December 2025
41
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
25.Financial assets at fair value through other comprehensive income
31 December
2025
31 December
2024
BGN’000 BGN’000
Investment in shares of Transgaz S.A., Romania 2,422 883
Investment in shares of Balkangaz 2000 AD, Botevgrad 2 2
2,424 885
26.Cash and cash equivalents
31 December
2025
31 December
2024
BGN’000 BGN’000
Cash in bank accounts 261,220 23,401
Cash deposits - 275,025
Blocked funds 15,000 15,000
Cash 4 13
276,224 313,439
Effect from expected credit losses (452) (398)
275,772 313,041
The cash at bank accounts, where the Company has concluded bank service contracts following a procedure for the
selection of credit institutions, accumulate interest at rates determined according to price offers by the credit
institutions.
The restricted (blocked) cash in the amount of BGN 15,000 thousand represents a financial collateral created in 2024
by Bulgarian Energy Holding EAD, pursuant to the Financial Collateral Arrangements Act, under an overdraft
agreement between Bank DSK AD and Mini Maritsa-iztok EAD with a limit of BGN 50,000 thousand for the
financing of the subsidiary's current operations The maturity of the overdraft agreement has been extended until 30
June 2026.
As of 31 December, cash is allocated in the following currencies:
31 December
2025
31 December
2024
BGN’000 BGN’000
BGN 263,012 113,317
EUR 13,175 200,122
USD 1 -
Other 36 -
276,224 313,439
27.Share capital and reserves
27.1 Share capital
By Order No. 168/27.08.2025 of the Council of Ministers, amendments to the 2025 budget of the Ministry of Energy
were approved in the amount of BGN 1,500,000 thousand for an increase in the share capital of Bulgarian Energy
Holding EAD. The funds are to be used to finance strategically important projects in the Energy sector. On 19
September 2025, funds in the amount of BGN 1,500,000 thousand were transferred to the account of Bulgarian Energy
Holding EAD. The share capital increase was registered in the Commercial Register and the Register of Non-Profit
Legal Entities on 26 September 2025.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
42
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Pursuant to Protocol of the Minister of Energy dated 15 December 2025, the share capital of the Company was
increased through a non-cash asset contribution in the amount of BGN 14,298 thousand, representing the ownership
right to a real estate property - private state property, located in the Republic of Greece, city of Athens, 12 Akadimias
Street, consisting of a land plot with a total area of 196.87 sq. m. and a seven-story building constructed thereon with
a total gross built-up area of 1,424 sq. m. and a total floor area. The increase was entered in the Commercial Register
and the Register of Non-Profit Legal Entities on 29 December 2025.
As at 31 December 2025, the registered share capital of the Company consists of 4,963,941,744 ordinary shares with
a nominal value of BGN 1 each. The Company shares are ordinary, registered, non-privileged, with voting rights. All
ordinary shares are fully paid. Each share gives the right to one vote, a right to dividend and to a liquidation quota in
the Company`s property.
The shares issued and authorized for the reporting periods may be presented as follows:
2025 2024
Number of shares Number of shares
Number of issued and fully paid shares:
At the beginning of the year 3,463,941,744 3,463,941,744
Capital increase during the year 1,514,298,129 -
Total number of shares authorized at the end of the year 4,978,239,873 3,463,941,744
27.2 Other reserves
The other reserves are formed by profit distribution according to the Commercial Act and the Articles of Association
of the Company or from other sources by decision of the sole shareholder. These include statutory reserves, general
reserves and other reserves. Legal reserves are set aside until they reach one tenth or more of the capital. Sources for
the formation of legal reserves are at least one tenth of the net profit, premiums from issues of shares and funds
provided in the Articles of Association or by decision of the sole shareholder. Statutory reserves can only be used to
cover losses from the current and previous reporting periods. General reserves are formed on the proposal of the Board
of directors and can be used to cover losses from previous years and for other purposes. As of 31 December 2025, the
statutory reserves amounted to BGN 346,394 thousand (31 December 2024: BGN 346,394 thousand), and reserves
from mergers and share exchanges of subsidiaries amount to BGN 102 thousand (31 December 2024 : BGN 102
thousand), and reserves of share issuance in the amount of BGN 5 thousand (31 December 2024: BGN zero), and
general-purpose reserves amount to BGN 34,095 thousand (31 December 2024: BGN 34,095 thousand).
27.3 Reserve from revaluation of financial assets at fair value through other comprehensive income
In a revaluation reserve at fair value through another comprehensive income, were reported the revaluations of shares
of Transgaz S.A., Romania, and Balkangaz 2000 AD, Botevgrad, classified as financial assets at fair value through
another comprehensive income.
27.4 Revaluation reserve of non-financial assets
The revaluation reserve of non-financial assets includes increases in the fair value of property, plant and equipment
and decreases to the extent that those reductions are related to an increase in the same asset previously recognized in
other comprehensive income. Reserves can be used to cover losses and pay dividends only in limited types of
circumstances.
27.5 Reserve from revaluation of defined benefit plans
Reserve for defined benefit plans includes actuarial gains and losses resulting from the revaluation of defined benefit
plans.
Separate Financial Statements
31 December 2025
42
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Pursuant to Protocol of the Minister of Energy dated 15 December 2025, the share capital of the Company was
increased through a non-cash asset contribution in the amount of BGN 14,298 thousand, representing the ownership
right to a real estate property - private state property, located in the Republic of Greece, city of Athens, 12 Akadimias
Street, consisting of a land plot with a total area of 196.87 sq. m. and a seven-story building constructed thereon with
a total gross built-up area of 1,424 sq. m. and a total floor area. The increase was entered in the Commercial Register
and the Register of Non-Profit Legal Entities on 29 December 2025.
As at 31 December 2025, the registered share capital of the Company consists of 4,963,941,744 ordinary shares with
a nominal value of BGN 1 each. The Company shares are ordinary, registered, non-privileged, with voting rights. All
ordinary shares are fully paid. Each share gives the right to one vote, a right to dividend and to a liquidation quota in
the Company`s property.
The shares issued and authorized for the reporting periods may be presented as follows:
2025 2024
Number of shares Number of shares
Number of issued and fully paid shares:
At the beginning of the year 3,463,941,744 3,463,941,744
Capital increase during the year 1,514,298,129 -
Total number of shares authorized at the end of the year 4,978,239,873 3,463,941,744
27.2 Other reserves
The other reserves are formed by profit distribution according to the Commercial Act and the Articles of Association
of the Company or from other sources by decision of the sole shareholder. These include statutory reserves, general
reserves and other reserves. Legal reserves are set aside until they reach one tenth or more of the capital. Sources for
the formation of legal reserves are at least one tenth of the net profit, premiums from issues of shares and funds
provided in the Articles of Association or by decision of the sole shareholder. Statutory reserves can only be used to
cover losses from the current and previous reporting periods. General reserves are formed on the proposal of the Board
of directors and can be used to cover losses from previous years and for other purposes. As of 31 December 2025, the
statutory reserves amounted to BGN 346,394 thousand (31 December 2024: BGN 346,394 thousand), and reserves
from mergers and share exchanges of subsidiaries amount to BGN 102 thousand (31 December 2024 : BGN 102
thousand), and reserves of share issuance in the amount of BGN 5 thousand (31 December 2024: BGN zero), and
general-purpose reserves amount to BGN 34,095 thousand (31 December 2024: BGN 34,095 thousand).
27.3 Reserve from revaluation of financial assets at fair value through other comprehensive income
In a revaluation reserve at fair value through another comprehensive income, were reported the revaluations of shares
of Transgaz S.A., Romania, and Balkangaz 2000 AD, Botevgrad, classified as financial assets at fair value through
another comprehensive income.
27.4 Revaluation reserve of non-financial assets
The revaluation reserve of non-financial assets includes increases in the fair value of property, plant and equipment
and decreases to the extent that those reductions are related to an increase in the same asset previously recognized in
other comprehensive income. Reserves can be used to cover losses and pay dividends only in limited types of
circumstances.
27.5 Reserve from revaluation of defined benefit plans
Reserve for defined benefit plans includes actuarial gains and losses resulting from the revaluation of defined benefit
plans.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
43
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
28.Issued bonds
31 December
2025
31 December
2024
BGN’000 BGN’000
2025 bond issue maturing in 2030
Non-current portion 1,552,533 -
Current portion 35,526 -
2021 bond issue maturing in 2028
Non-current portion 1,172, 147 1,171,640
Current portion 12,761 12,760
2018 bond issue maturing in 2025
Current portion - 1,193, 971
2,772,967 2,378,371
Bond issue 2018
On 28 June 2018, in the context of highly volatile financial markets as a result of a number of negative news from the
international political scene, Bulgarian Energy Holding EAD successfully sold its third issue of Eurobonds for EUR
400 million on the Irish Stock Exchange Market. The parameters of the Eurobond are the following:
- amount of the bond issue of EUR 400 million;
- Maturity 28 June 2025;
- fixed interest rate of 3.5% per annum;
- the interest is payable once a year on 28 June, with a first payment due on 28 June 2019;
- ISIN code XS1839682116 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
- BEH EAD should observe certain financial indicators, as follows:
• So long as any obligations are outstanding, the Issuer will not, and will not permit any of the larger
subsidiaries to, directly or indirectly, incur any financial indebtedness, except that, if the Issuer and any
of the larger subsidiaries may incur a financial indebtedness, if, after the incurrence of such financial
indebtedness and the receipt and application of the proceeds thereof: (1) no Event of Default has
occurred and is continuing or would continue; (2) the EBITDA Coverage Ratio is not less than 4. 0 to
1.0; and (3) the Consolidated Leverage Ratio is not more than 4.5 to 1.0.
• As long as there are obligations under issued bonds, in case NEK EAD is declared by a Bulgarian court
as over-indebted within the meaning of the Bulgarian Commerce Act, the Issuer will not and will not
allow (as permitted by law) its larger subsidiaries, directly or indirectly, to assume financial obligations.
On 31 July 2018, Bulgarian Energy Holding EAD successfully increased its third Eurobond issue, listed on the Irish
Stock Exchange (Euronext Dublin), from EUR 400 million to EUR 550 million. On 12 October 2018, Bulgarian
Energy Holding EAD recorded a second increase of its third Eurobond issue, listed on the Irish Stock Exchange
(Euronext Dublin), from EUR 550 million to EUR 600 million. The proceeds from the issue are intended for general
corporate purposes and refinancing of Eurobonds issued by the Company in 2013, with its maturity date in November
2018.
On 27 June 2019 the first interest payment was made, on 24 June 2020 - the second interest payment, on 25 June 2021
- the third interest payment, on 28 June 2022 - the fourth interest payment, on 27 June 2023 – the fifth interest payment,
on 25 June 2024 – the sixth interest payment. The annual interest amounts to BGN 41,072 thousand (EUR 21,000
thousand). On 26 June 2025, a payment of the principal in the amount of EUR 600,000 thousand and interest in the
amount of EUR 21,000 thousand was made, whereby the bond obligation was settled.
Bond issue 2021
On 15 July 2021, Bulgarian Energy Holding EAD successfully sold its fourth bond issue in the amount of EUR 600
million at an annual interest rate of 2.45%. Given the extremely strong interest from investors, the bond was re -
subscribed 2.3 times, and the interest rate respectively is the lowest achieved by Bulgarian Energy Holding EAD since
the Company participates in the international financial markets. The parameters of the Eurobond are the following:
- amount of the bond issue of EUR 600 million;
- maturity date on 22 July 2028;
Separate Financial Statements
31 December 2025
43
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
28.Issued bonds
31 December
2025
31 December
2024
BGN’000 BGN’000
2025 bond issue maturing in 2030
Non-current portion 1,552,533 -
Current portion 35,526 -
2021 bond issue maturing in 2028
Non-current portion 1,172, 147 1,171,640
Current portion 12,761 12,760
2018 bond issue maturing in 2025
Current portion - 1,193, 971
2,772,967 2,378,371
Bond issue 2018
On 28 June 2018, in the context of highly volatile financial markets as a result of a number of negative news from the
international political scene, Bulgarian Energy Holding EAD successfully sold its third issue of Eurobonds for EUR
400 million on the Irish Stock Exchange Market. The parameters of the Eurobond are the following:
- amount of the bond issue of EUR 400 million;
- Maturity 28 June 2025;
- fixed interest rate of 3.5% per annum;
- the interest is payable once a year on 28 June, with a first payment due on 28 June 2019;
- ISIN code XS1839682116 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
- BEH EAD should observe certain financial indicators, as follows:
• So long as any obligations are outstanding, the Issuer will not, and will not permit any of the larger
subsidiaries to, directly or indirectly, incur any financial indebtedness, except that, if the Issuer and any
of the larger subsidiaries may incur a financial indebtedness, if, after the incurrence of such financial
indebtedness and the receipt and application of the proceeds thereof: (1) no Event of Default has
occurred and is continuing or would continue; (2) the EBITDA Coverage Ratio is not less than 4. 0 to
1.0; and (3) the Consolidated Leverage Ratio is not more than 4.5 to 1.0.
• As long as there are obligations under issued bonds, in case NEK EAD is declared by a Bulgarian court
as over-indebted within the meaning of the Bulgarian Commerce Act, the Issuer will not and will not
allow (as permitted by law) its larger subsidiaries, directly or indirectly, to assume financial obligations.
On 31 July 2018, Bulgarian Energy Holding EAD successfully increased its third Eurobond issue, listed on the Irish
Stock Exchange (Euronext Dublin), from EUR 400 million to EUR 550 million. On 12 October 2018, Bulgarian
Energy Holding EAD recorded a second increase of its third Eurobond issue, listed on the Irish Stock Exchange
(Euronext Dublin), from EUR 550 million to EUR 600 million. The proceeds from the issue are intended for general
corporate purposes and refinancing of Eurobonds issued by the Company in 2013, with its maturity date in November
2018.
On 27 June 2019 the first interest payment was made, on 24 June 2020 - the second interest payment, on 25 June 2021
- the third interest payment, on 28 June 2022 - the fourth interest payment, on 27 June 2023 – the fifth interest payment,
on 25 June 2024 – the sixth interest payment. The annual interest amounts to BGN 41,072 thousand (EUR 21,000
thousand). On 26 June 2025, a payment of the principal in the amount of EUR 600,000 thousand and interest in the
amount of EUR 21,000 thousand was made, whereby the bond obligation was settled.
Bond issue 2021
On 15 July 2021, Bulgarian Energy Holding EAD successfully sold its fourth bond issue in the amount of EUR 600
million at an annual interest rate of 2.45%. Given the extremely strong interest from investors, the bond was re -
subscribed 2.3 times, and the interest rate respectively is the lowest achieved by Bulgarian Energy Holding EAD since
the Company participates in the international financial markets. The parameters of the Eurobond are the following:
- amount of the bond issue of EUR 600 million;
- maturity date on 22 July 2028;
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
44
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- fixed interest rate of 2.45% per annum;
- the interest is payable once a year on 22 July, with the first payment due on 22 July 2022;
- ISIN code XS2367164576 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
- BEH EAD should comply with certain covenants as follows:
• For as long as any Bond remains outstanding, the Issuer shall not, and shall not permit any of its Material
Subsidiaries to, directly or indirectly incur any Financial Indebtedness, provided, however, that the
Issuer and any Material Subsidiary may incur Financial Indebtedness, if, after giving effect to the
incurrence of such Financial Indebtedness and the receipt and application of the proceeds therefrom:
(1) no Event of Default has or would have occurred and is or would be continuing; (2) the EBITDA
Coverage Ratio would be not less than 4.0 to 1.0; and (3) the Consolidated Leverage Ratio would not
be more than 4.5 to 1.0.
• As long as there are obligations under issued bonds, in case NEK EAD is declared by a Bulgarian court
as over-indebted within the meaning of the Bulgarian Commerce Act, the Issuer will not and will not
allow (as permitted by law) its larger subsidiaries, directly or indirectly, to assume financial obligations.
The proceeds from the newly issued bonds are used to refinance the Company second bond issue with a nominal
amount of EUR 550 million, placed in 2016, at an annual interest rate of 4.875%, with a maturity date 2 August 2021,
as well as for general corporate purposes, except of coal-related activities.
On 22 July 2022, the first interest payment was made; on 21 July 2023, the second interest payment was made; on 19
July 2024, the third interest payment was made; and on 17 July 2025, the fourth interest payment was made. The
annual interest obligation amounts to BGN 28,751 thousand (EUR 14,700 thousand) .
Bond issue 2025
On 12 June 2025, Bulgarian Energy Holding EAD successfully sold its fifth bond issue in the amount of EUR 800
million at an annual interest rate of 4.25%. Given the extremely strong interest from investors, the bond was
oversubscribed 3.5 times. The indicative investor demand exceeded by more than 5.5 times the initially announced
amount of EUR 600 million by BEH EAD. The parameters of the Eurobond are the following:
- amount of the bond issue of EUR 800 million;
- issue price 99.449%;
- maturity 19 June 2030;
- fixed interest rate of 4.25% per annum;
- achieved yield of 4.375%;
- the interest is payable once a year on 19 June, with a first payment due on 19 June 2026;
- ISIN code XS3090933485 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
- BEH EAD should comply with certain covenants as follows:
• For as long as any Bond remains outstanding, the Issuer shall not, and shall not permit any of its Material
Subsidiaries to, directly or indirectly incur any Financial Indebtedness, provided, however, that the
Issuer and any Material Subsidiary may incur Financial Indebtedness, if, after giving effect to the
incurrence of such Financial Indebtedness and the receipt and application of the proceeds therefrom:
(1) no Event of Default has or would have occurred and is or would be continuing; (2) the EBITDA
Coverage Ratio would be not less than 4.0 to 1.0; and (3) the Consolidated Leverage Ratio would not
be more than 4.5 to 1.0. For the purposes of calculating the consolidated gearing ratio, any financial
indebtedness incurred by the issuer or any of its subsidiaries relating to the construction, development
or operation of the new nuclear units at the NPP Kozloduy site shall not be taken into account in the
calculation of financial indebtedness, provided that such financial indebtedness is: (i) directly provided
by the Bulgarian state to the issuer or its subsidiaries; or (ii) provided by third parties, but secured by a
state guarantee or other similar form of credit support from the Bulgarian state
• As long as there are obligations under issued bonds, in case NEK EAD is declared by a Bulgarian court
as over-indebted within the meaning of the Bulgarian Commerce Act, the Issuer will not and will not
allow (as permitted by law) its larger subsidiaries, directly or indirectly, to assume financial obligations.
The proceeds from the newly issued bonds are used to refinance the Company third bond issue with a nominal amount
of EUR 600 million, placed in 2018, as well as for general corporate purposes, except of coal -related activities.
Separate Financial Statements
31 December 2025
44
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
- fixed interest rate of 2.45% per annum;
- the interest is payable once a year on 22 July, with the first payment due on 22 July 2022;
- ISIN code XS2367164576 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
- BEH EAD should comply with certain covenants as follows:
• For as long as any Bond remains outstanding, the Issuer shall not, and shall not permit any of its Material
Subsidiaries to, directly or indirectly incur any Financial Indebtedness, provided, however, that the
Issuer and any Material Subsidiary may incur Financial Indebtedness, if, after giving effect to the
incurrence of such Financial Indebtedness and the receipt and application of the proceeds therefrom:
(1) no Event of Default has or would have occurred and is or would be continuing; (2) the EBITDA
Coverage Ratio would be not less than 4.0 to 1.0; and (3) the Consolidated Leverage Ratio would not
be more than 4.5 to 1.0.
• As long as there are obligations under issued bonds, in case NEK EAD is declared by a Bulgarian court
as over-indebted within the meaning of the Bulgarian Commerce Act, the Issuer will not and will not
allow (as permitted by law) its larger subsidiaries, directly or indirectly, to assume financial obligations.
The proceeds from the newly issued bonds are used to refinance the Company second bond issue with a nominal
amount of EUR 550 million, placed in 2016, at an annual interest rate of 4.875%, with a maturity date 2 August 2021,
as well as for general corporate purposes, except of coal-related activities.
On 22 July 2022, the first interest payment was made; on 21 July 2023, the second interest payment was made; on 19
July 2024, the third interest payment was made; and on 17 July 2025, the fourth interest payment was made. The
annual interest obligation amounts to BGN 28,751 thousand (EUR 14,700 thousand) .
Bond issue 2025
On 12 June 2025, Bulgarian Energy Holding EAD successfully sold its fifth bond issue in the amount of EUR 800
million at an annual interest rate of 4.25%. Given the extremely strong interest from investors, the bond was
oversubscribed 3.5 times. The indicative investor demand exceeded by more than 5.5 times the initially announced
amount of EUR 600 million by BEH EAD. The parameters of the Eurobond are the following:
- amount of the bond issue of EUR 800 million;
- issue price 99.449%;
- maturity 19 June 2030;
- fixed interest rate of 4.25% per annum;
- achieved yield of 4.375%;
- the interest is payable once a year on 19 June, with a first payment due on 19 June 2026;
- ISIN code XS3090933485 of the bond issue quoted on the Irish Stock Exchange (Euronext Dublin);
- BEH EAD should comply with certain covenants as follows:
• For as long as any Bond remains outstanding, the Issuer shall not, and shall not permit any of its Material
Subsidiaries to, directly or indirectly incur any Financial Indebtedness, provided, however, that the
Issuer and any Material Subsidiary may incur Financial Indebtedness, if, after giving effect to the
incurrence of such Financial Indebtedness and the receipt and application of the proceeds therefrom:
(1) no Event of Default has or would have occurred and is or would be continuing; (2) the EBITDA
Coverage Ratio would be not less than 4.0 to 1.0; and (3) the Consolidated Leverage Ratio would not
be more than 4.5 to 1.0. For the purposes of calculating the consolidated gearing ratio, any financial
indebtedness incurred by the issuer or any of its subsidiaries relating to the construction, development
or operation of the new nuclear units at the NPP Kozloduy site shall not be taken into account in the
calculation of financial indebtedness, provided that such financial indebtedness is: (i) directly provided
by the Bulgarian state to the issuer or its subsidiaries; or (ii) provided by third parties, but secured by a
state guarantee or other similar form of credit support from the Bulgarian state
• As long as there are obligations under issued bonds, in case NEK EAD is declared by a Bulgarian court
as over-indebted within the meaning of the Bulgarian Commerce Act, the Issuer will not and will not
allow (as permitted by law) its larger subsidiaries, directly or indirectly, to assume financial obligations.
The proceeds from the newly issued bonds are used to refinance the Company third bond issue with a nominal amount
of EUR 600 million, placed in 2018, as well as for general corporate purposes, except of coal -related activities.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
45
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Credit rating
• Moody’s
On 27 November 2024, Moody's changed the credit outlook of Bulgarian Energy Holding EAD from positive to
stable, affirming the Group's long-term rating at Ba1 and the rating of the non-subordinated unsecured bond issues
placed by the Holding at Ba2. The change in outlook to stable reflects the uncertainty arising from the planned
construction of the two new nuclear units at the NPP Kozloduy site, which would significantly increase BEH's risk
profile given the risks involved in implementing this type of project.
On 30 June 2025, in its credit opinion, Moody’s maintained the Company’s long -term credit rating at 'Ba1' with a
stable outlook, and affirmed the rating of 'Ba2' for the Company’s unsecured bonds maturing in 2028 and 2030.
• Fitch Ratings
On 20 March 2024, Fitch Ratings upgraded the outlook of Bulgarian Energy Holding EAD from stable to positive
and affirmed the issuer’s long-term foreign and local currency rating at ‘BB+’. The change in outlook is driven by the
company's improved business profile and increased profitability as a result of progress in the electricity market
liberalization process.
On 17 March 2025, Fitch Ratings revised the outlook on Bulgarian Energy Holding EAD's long-term rating (BB+) to
stable from positive and affirmed the rating on its non-subordinated and unsecured debt at BB+. The outlook revision
reflects the expected increase in leverage and high capital expenditure associated with the construction of the new
nuclear units. On 10 June 2025, Fitch Ratings assigned a “BB+” rating to the bond issue of B EH EAD, successfully
placed on 12 June 2025, with a maturity date of 19 June 2030.
29.Loan from the European Investment Bank
In October 2019, Bulgarian Energy Holding EAD and the European Investment Bank signed a Financing Agreement
for the construction of an IGB gas pipeline worth EUR 109.9 million, secured by a state financial guarantee from the
Republic of Bulgaria, the Guarantee Agreement for which has been ratified by the National Assembly. The loan is
provided to Bulgarian Energy Holding EAD as a shareholder in ICGB AD (project company). On its part, BEH EAD
transfers the loan financing to the project company through a Shareholder Loan Contract in the same amount, under
the same financial conditions set in the agreement with the European Investment Bank and without additional margin
for Bulgarian Energy Holding EAD. The repayment of the loan granted by the European Investment Bank will be
carried out using a grace period for repayment of the principal of the utilized tranches, which, according to the Contract
concluded with the bank, may last up to 7 years from the date of utilization of a tranche.
The first tranche amounting to EUR 30 million was utilized on 17 August 2020 under the following terms: payment
of interest twice a year in the amount of 0.259%, five-year grace period for principal payments, payment of principal
twice a year, the last installment being due on 17 August 2045.
The second tranche amounting to EUR 30 million was utilized on 18 January 2021 under the following terms: payment
of interest twice a year in the amount of 0.237%, five-year grace period for principal payments, payment of principal
twice a year. The deadline for the last installment is 18 January 2046.
On 1 December 2021, the third tranche of EUR 30 million was utilized under the following conditions: payment of
interest twice a year in the amount of 0.612%, five-year grace period for principal payments, payment of principal
twice a year. The deadline for the last due installment is 1 December 2046.
The fourth tranche amounting to EUR 19.9 million was utilized on 29 September 2022 under the following terms:
payment of interest twice a year in the amount of 2.888%, five-year grace period for principal payments, payment of
principal twice a year. The deadline for returning the last installment due is by 29 September 2047.
As of 31 December 2025, the debt to the European Investment Bank amounted to BGN 213,947 thousand, including
BGN 213,515 thousand principal and BGN 432 thousand interest (31 December 2024: BGN 215,380 thousand). The
debt shall be serviced in a timely manner.
Separate Financial Statements
31 December 2025
45
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Credit rating
• Moody’s
On 27 November 2024, Moody's changed the credit outlook of Bulgarian Energy Holding EAD from positive to
stable, affirming the Group's long-term rating at Ba1 and the rating of the non-subordinated unsecured bond issues
placed by the Holding at Ba2. The change in outlook to stable reflects the uncertainty arising from the planned
construction of the two new nuclear units at the NPP Kozloduy site, which would significantly increase BEH's risk
profile given the risks involved in implementing this type of project.
On 30 June 2025, in its credit opinion, Moody’s maintained the Company’s long -term credit rating at 'Ba1' with a
stable outlook, and affirmed the rating of 'Ba2' for the Company’s unsecured bonds maturing in 2028 and 2030.
• Fitch Ratings
On 20 March 2024, Fitch Ratings upgraded the outlook of Bulgarian Energy Holding EAD from stable to positive
and affirmed the issuer’s long-term foreign and local currency rating at ‘BB+’. The change in outlook is driven by the
company's improved business profile and increased profitability as a result of progress in the electricity market
liberalization process.
On 17 March 2025, Fitch Ratings revised the outlook on Bulgarian Energy Holding EAD's long-term rating (BB+) to
stable from positive and affirmed the rating on its non-subordinated and unsecured debt at BB+. The outlook revision
reflects the expected increase in leverage and high capital expenditure associated with the construction of the new
nuclear units. On 10 June 2025, Fitch Ratings assigned a “BB+” rating to the bond issue of B EH EAD, successfully
placed on 12 June 2025, with a maturity date of 19 June 2030.
29.Loan from the European Investment Bank
In October 2019, Bulgarian Energy Holding EAD and the European Investment Bank signed a Financing Agreement
for the construction of an IGB gas pipeline worth EUR 109.9 million, secured by a state financial guarantee from the
Republic of Bulgaria, the Guarantee Agreement for which has been ratified by the National Assembly. The loan is
provided to Bulgarian Energy Holding EAD as a shareholder in ICGB AD (project company). On its part, BEH EAD
transfers the loan financing to the project company through a Shareholder Loan Contract in the same amount, under
the same financial conditions set in the agreement with the European Investment Bank and without additional margin
for Bulgarian Energy Holding EAD. The repayment of the loan granted by the European Investment Bank will be
carried out using a grace period for repayment of the principal of the utilized tranches, which, according to the Contract
concluded with the bank, may last up to 7 years from the date of utilization of a tranche.
The first tranche amounting to EUR 30 million was utilized on 17 August 2020 under the following terms: payment
of interest twice a year in the amount of 0.259%, five-year grace period for principal payments, payment of principal
twice a year, the last installment being due on 17 August 2045.
The second tranche amounting to EUR 30 million was utilized on 18 January 2021 under the following terms: payment
of interest twice a year in the amount of 0.237%, five-year grace period for principal payments, payment of principal
twice a year. The deadline for the last installment is 18 January 2046.
On 1 December 2021, the third tranche of EUR 30 million was utilized under the following conditions: payment of
interest twice a year in the amount of 0.612%, five-year grace period for principal payments, payment of principal
twice a year. The deadline for the last due installment is 1 December 2046.
The fourth tranche amounting to EUR 19.9 million was utilized on 29 September 2022 under the following terms:
payment of interest twice a year in the amount of 2.888%, five-year grace period for principal payments, payment of
principal twice a year. The deadline for returning the last installment due is by 29 September 2047.
As of 31 December 2025, the debt to the European Investment Bank amounted to BGN 213,947 thousand, including
BGN 213,515 thousand principal and BGN 432 thousand interest (31 December 2024: BGN 215,380 thousand). The
debt shall be serviced in a timely manner.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
46
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
30.Reconciliation of liabilities arising from financial activities
Reconciliation between the opening and closing balances in the separate statement of the financial position of
liabilities arising from financial activities and their reconciliation to the separate statement of cash flows, is presented
in the following tables:
Changes in liabilities
from:
Liabilities arising from financial activities
Total
liabilities
from
financial
activities:
Bond issue
2018
Bond issue
2021
Bond issue
2025 Bank loan
Loans
from
related
parties
On 1 January 2025 1,193,971 1,184,400 - 215,380 41,584 2,635,335
Cash flows from
financial activities, net (1,214,570) (28,751) 1,556,043 (3,205) (36,252) 273,265
Proceeds - - 1,556,043 - - 1,556,043
Principal payments (1,173,498) - - (1,431) (35,953) (1,210,882)
Interest payments (41,072) (28,751) - (1,774) (299) (71,896)
Non-monetary changes,
non-cash 20,599 29,259 32,016 1,772 213 83,859
Interest expenses 20,142 28,751 35,526 1,773 213 86,405
Discount and amortization
of expenses 457 508 (3,510) (1) - (2,546)
On 31 December 2025 - 1,184,908 1,588,059 213,947 5,545 2,992,459
Changes in liabilities
from:
Liabilities arising from financial activities
Total
liabilities from
financing
activities
Bond issue
2018
Bond issue
2021 Bank loan Loans from
related parties
As of 1 January 2024 1,193, 046 1,183, 907 215,380 27,269 2,619, 602
Cash flows from financial
activities, net (41,072) (28,751) (1,774) 13,857 (57,740)
Proceeds - - - 25,000 25,000
Principal payments - - - (10,772) (10,772)
Interest payments (41,072) (28,751) (1,774) (371) (71,968)
Non-monetary changes,
non-cash 41,997 29,244 1,774 458 73,473
Interest expenses 41,072 28,751 1,774 458 72,055
Discount and amortization
of expenses 925 493 - - 1,418
As of 31 December 2024 1,193,971 1,184,400 215,380 41,584 2,635,335
31.Liabilities related to employee’ retirement income
Employee retirement benefit liabilities to the personnel include the present value of the Company’s liability as at the
end of the reporting period to pay benefits to employees upon retirement.
In accordance with the Bulgarian Labor Code and the Collective Labor Agreement, the Company is obliged to pay its
employees on retirement between six and eleven gross monthly salaries depending on their length of service with the
Group. If an employee has acquired the right to a retirement pension, regardless of the reason for termination, he shall
be entitled to compensation in the amount of his gross remuneration for a period of six months, and if an employee
has acquired nine years of service with the BEH Group in the last twenty years, he shall be entitled to compensation
in the amount of his gross remuneration for a period of eleven months, in the event that the same is terminated within
Separate Financial Statements
31 December 2025
46
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
30.Reconciliation of liabilities arising from financial activities
Reconciliation between the opening and closing balances in the separate statement of the financial position of
liabilities arising from financial activities and their reconciliation to the separate statement of cash flows, is presented
in the following tables:
Changes in liabilities
from:
Liabilities arising from financial activities
Total
liabilities
from
financial
activities:
Bond issue
2018
Bond issue
2021
Bond issue
2025 Bank loan
Loans
from
related
parties
On 1 January 2025 1,193,971 1,184,400 - 215,380 41,584 2,635,335
Cash flows from
financial activities, net (1,214,570) (28,751) 1,556,043 (3,205) (36,252) 273,265
Proceeds - - 1,556,043 - - 1,556,043
Principal payments (1,173,498) - - (1,431) (35,953) (1,210,882)
Interest payments (41,072) (28,751) - (1,774) (299) (71,896)
Non-monetary changes,
non-cash 20,599 29,259 32,016 1,772 213 83,859
Interest expenses 20,142 28,751 35,526 1,773 213 86,405
Discount and amortization
of expenses 457 508 (3,510) (1) - (2,546)
On 31 December 2025 - 1,184,908 1,588,059 213,947 5,545 2,992,459
Changes in liabilities
from:
Liabilities arising from financial activities
Total
liabilities from
financing
activities
Bond issue
2018
Bond issue
2021 Bank loan Loans from
related parties
As of 1 January 2024 1,193, 046 1,183, 907 215,380 27,269 2,619, 602
Cash flows from financial
activities, net (41,072) (28,751) (1,774) 13,857 (57,740)
Proceeds - - - 25,000 25,000
Principal payments - - - (10,772) (10,772)
Interest payments (41,072) (28,751) (1,774) (371) (71,968)
Non-monetary changes,
non-cash 41,997 29,244 1,774 458 73,473
Interest expenses 41,072 28,751 1,774 458 72,055
Discount and amortization
of expenses 925 493 - - 1,418
As of 31 December 2024 1,193,971 1,184,400 215,380 41,584 2,635,335
31.Liabilities related to employee’ retirement income
Employee retirement benefit liabilities to the personnel include the present value of the Company’s liability as at the
end of the reporting period to pay benefits to employees upon retirement.
In accordance with the Bulgarian Labor Code and the Collective Labor Agreement, the Company is obliged to pay its
employees on retirement between six and eleven gross monthly salaries depending on their length of service with the
Group. If an employee has acquired the right to a retirement pension, regardless of the reason for termination, he shall
be entitled to compensation in the amount of his gross remuneration for a period of six months, and if an employee
has acquired nine years of service with the BEH Group in the last twenty years, he shall be entitled to compensation
in the amount of his gross remuneration for a period of eleven months, in the event that the same is terminated within
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
47
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
two months after receipt of notification. If the employment relationship is terminated after the expiry of two months
from the receipt of the notification, the employee shall be entitled to compensation at the statutory rate under Article
222, para. 3 of the Labor Code.
The defined benefit plan for staff on retirement is not funded. To determine these liabilities, the Company has
performed an actuarial valuation as of 31 December 2025, using the services of a certified actuary.
31 December
2025
31 December
2024
BGN’000 BGN’000
Current value of the retirement benefit payable:
Non-current portion 1,674 1,382
Current portion 293 245
Total retirement benefit payables recognized in the separate statement of
financial position 1,967 1,627
The change in the present value of Employee retirement benefit liabilities is as follows:
2025 2024
BGN’000 BGN’000
Liabilities related to employee’ retirement income
at the beginning of the year 1,627 1,825
Current services cost 245 261
Interest expenses 75 91
Payments made - (107)
Actuarial profit/loss 20 (443)
Liabilities related to employee’ retirement income
at the end of the year 1,967 1,627
The main assumptions used in determining the retirement income of employees are set out below:
2025 2024
Discount rate 3.5% 4.0%
Future increase of the remunerations for the next year 3.5% 2.4%
Future increase of the remunerations for the years after the next year 2.5% 2.0%
Staff turnover: 18-30 years 5.0% 5.0%
31-40 years 3.0% 3.0%
41-50 years 2.0% 2.0%
51-60 years 1.0% 1.0%
Over 60 years old 0.0% 0.0%
The management of the Company has made these assumptions with the help of an independent appraiser actuary.
These assumptions have been used in determining the amount of employee benefit obligations in retirement for the
reporting periods and are considered to be management’s best judgment.
The total expenses of defined benefit plans of the Company recognized in profit or loss, may be presented as follows:
2025 2024
BGN’000 BGN’000
Current services cost 245 261
Interest expenses 75 91
Net actuarial profit/(loss) recognized during the period 3 (59)
Total expenses recognized in the profit or loss 323 293
Separate Financial Statements
31 December 2025
47
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
two months after receipt of notification. If the employment relationship is terminated after the expiry of two months
from the receipt of the notification, the employee shall be entitled to compensation at the statutory rate under Article
222, para. 3 of the Labor Code.
The defined benefit plan for staff on retirement is not funded. To determine these liabilities, the Company has
performed an actuarial valuation as of 31 December 2025, using the services of a certified actuary.
31 December
2025
31 December
2024
BGN’000 BGN’000
Current value of the retirement benefit payable:
Non-current portion 1,674 1,382
Current portion 293 245
Total retirement benefit payables recognized in the separate statement of
financial position 1,967 1,627
The change in the present value of Employee retirement benefit liabilities is as follows:
2025 2024
BGN’000 BGN’000
Liabilities related to employee’ retirement income
at the beginning of the year 1,627 1,825
Current services cost 245 261
Interest expenses 75 91
Payments made - (107)
Actuarial profit/loss 20 (443)
Liabilities related to employee’ retirement income
at the end of the year 1,967 1,627
The main assumptions used in determining the retirement income of employees are set out below:
2025 2024
Discount rate 3.5% 4.0%
Future increase of the remunerations for the next year 3.5% 2.4%
Future increase of the remunerations for the years after the next year 2.5% 2.0%
Staff turnover: 18-30 years 5.0% 5.0%
31-40 years 3.0% 3.0%
41-50 years 2.0% 2.0%
51-60 years 1.0% 1.0%
Over 60 years old 0.0% 0.0%
The management of the Company has made these assumptions with the help of an independent appraiser actuary.
These assumptions have been used in determining the amount of employee benefit obligations in retirement for the
reporting periods and are considered to be management’s best judgment.
The total expenses of defined benefit plans of the Company recognized in profit or loss, may be presented as follows:
2025 2024
BGN’000 BGN’000
Current services cost 245 261
Interest expenses 75 91
Net actuarial profit/(loss) recognized during the period 3 (59)
Total expenses recognized in the profit or loss 323 293
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
48
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The total amount of defined benefit plan expenses of the Company recognized in other comprehensive income, can
be presented as follows:
2025 2024
BGN’000 BGN’000
Remeasurement of defined benefit obligations - actuarial loss /(profit) 17 (384)
Total expenses recognized in other comprehensive income 17 (384)
The weighted average duration of the defined benefit obligation as of December 31, 2025 is 12 years (December 31,
2024: 13 years).
Significant actuarial assumptions in determining liabilities under defined benefit plans are related to the discount rate
and the expected percentage increase in salaries.
The following table presents a sensitivity analysis and summarizes the effects of changes in these actuarial
assumptions on defined benefit plan obligations as of 31 December 2025.
Increase
by 1%
Decrease
by 1%
BGN’000 BGN’000
Salary growth 283 (241)
Change in the interest rate (228) 273
Change in the average life expectancy 22 (24)
The sensitivity analysis is based on a change in only one of the assumptions. It may differ from the actual change in
defined benefit obligations because changes in assumptions are often interrelated.
The plan exposes the Company to actuarial risks such as interest rate risk, risk from changes in life expectancy, and
inflation risk:
• Interest rate risk – the present value of the defined benefit payable is calculated at a discount rate, determined
on the basis of the yield on government securities issues (with 10-year maturity). Given that the average time
to retirement is longer than 10 years, it is necessary to determine the effective annual discount rate by
extrapolation following the requirements of IAS 19 §86. A decline in the market yield of government
securities will lead to increase of the liabilities under plans with defined incomes of the Company.
• Risk of change in life expectancy – an increase in the life expectancy of employees would lead to an increase
in liabilities under defined benefit plans.
• Inflation risk – an increase in inflation would lead to an increase in liabilities under defined benefit plans.
32.Trade and other payables
31 December
2025
31 December
2024
BGN’000 BGN’000
Non-current liabilities
Leasing 428 613
Financial liabilities, non-current 428 613
Current liabilities
Amount received in connection to project activities 2,165 2,165
Liabilities to suppliers 958 1,747
Retained guarantees under contracts 66 57
Leasing 225 264
Financial liabilities, current 3,414 4,233
Liabilities to staff 523 421
Payables to the budget 70 73
Other liabilities 95 127
Non-financial liabilities, current 688 621
Total trade and other payables, current 4,102 4,854
4,530 5,467
Separate Financial Statements
31 December 2025
48
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The total amount of defined benefit plan expenses of the Company recognized in other comprehensive income, can
be presented as follows:
2025 2024
BGN’000 BGN’000
Remeasurement of defined benefit obligations - actuarial loss /(profit) 17 (384)
Total expenses recognized in other comprehensive income 17 (384)
The weighted average duration of the defined benefit obligation as of December 31, 2025 is 12 years (December 31,
2024: 13 years).
Significant actuarial assumptions in determining liabilities under defined benefit plans are related to the discount rate
and the expected percentage increase in salaries.
The following table presents a sensitivity analysis and summarizes the effects of changes in these actuarial
assumptions on defined benefit plan obligations as of 31 December 2025.
Increase
by 1%
Decrease
by 1%
BGN’000 BGN’000
Salary growth 283 (241)
Change in the interest rate (228) 273
Change in the average life expectancy 22 (24)
The sensitivity analysis is based on a change in only one of the assumptions. It may differ from the actual change in
defined benefit obligations because changes in assumptions are often interrelated.
The plan exposes the Company to actuarial risks such as interest rate risk, risk from changes in life expectancy, and
inflation risk:
• Interest rate risk – the present value of the defined benefit payable is calculated at a discount rate, determined
on the basis of the yield on government securities issues (with 10-year maturity). Given that the average time
to retirement is longer than 10 years, it is necessary to determine the effective annual discount rate by
extrapolation following the requirements of IAS 19 §86. A decline in the market yield of government
securities will lead to increase of the liabilities under plans with defined incomes of the Company.
• Risk of change in life expectancy – an increase in the life expectancy of employees would lead to an increase
in liabilities under defined benefit plans.
• Inflation risk – an increase in inflation would lead to an increase in liabilities under defined benefit plans.
32.Trade and other payables
31 December
2025
31 December
2024
BGN’000 BGN’000
Non-current liabilities
Leasing 428 613
Financial liabilities, non-current 428 613
Current liabilities
Amount received in connection to project activities 2,165 2,165
Liabilities to suppliers 958 1,747
Retained guarantees under contracts 66 57
Leasing 225 264
Financial liabilities, current 3,414 4,233
Liabilities to staff 523 421
Payables to the budget 70 73
Other liabilities 95 127
Non-financial liabilities, current 688 621
Total trade and other payables, current 4,102 4,854
4,530 5,467
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
49
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The terms of trade and other liabilities are as follows:
- Trade liabilities are not interest-bearing and are usually settled within ten days;
- The tax liabilities are not interest-bearing and are settled within the legally established terms;
- Other liabilities are not interest-bearing and are usually settled within ten days
33.Related party disclosures
Related parties of the Company include the sole shareholder – the Ministry of Energy, subsidiaries, associates and
joint ventures, key management personnel.
The Company discloses the following related parties:
Sole shareholder of the capital:
The Bulgarian State through the Minister of Energy
Subsidiaries and undertakings under common control of BEH Group:
Natsionalna Elektricheska Kompania EAD
NPP Kozloduy EAD
TPP Maritsa East 2 EAD
Mini Maritsa Iztok EAD
Bulgargaz EAD
Bulgargaz north EOOD, Moldova
Bulgartransgaz EAD
Electricity System Operator EAD
National Energy Operator EAD
Minproekt EAD
Bulgartel AD
NPP Kozloduy NPP - New Builds EAD
HPP Kozloduy EAD
NPP Construction Supervision OOD
NPP Servicing EOOD
Interpriborservice OOD - in bankruptcy
Bulgartel Skopje DOOEL, Republic of North Macedonia
Balkan Gas Hub EAD
ESO Engineering EOOD
ESO Project EOOD
ESO Charge EAD
Separate Financial Statements
31 December 2025
49
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
The terms of trade and other liabilities are as follows:
- Trade liabilities are not interest-bearing and are usually settled within ten days;
- The tax liabilities are not interest-bearing and are settled within the legally established terms;
- Other liabilities are not interest-bearing and are usually settled within ten days
33.Related party disclosures
Related parties of the Company include the sole shareholder – the Ministry of Energy, subsidiaries, associates and
joint ventures, key management personnel.
The Company discloses the following related parties:
Sole shareholder of the capital:
The Bulgarian State through the Minister of Energy
Subsidiaries and undertakings under common control of BEH Group:
Natsionalna Elektricheska Kompania EAD
NPP Kozloduy EAD
TPP Maritsa East 2 EAD
Mini Maritsa Iztok EAD
Bulgargaz EAD
Bulgargaz north EOOD, Moldova
Bulgartransgaz EAD
Electricity System Operator EAD
National Energy Operator EAD
Minproekt EAD
Bulgartel AD
NPP Kozloduy NPP - New Builds EAD
HPP Kozloduy EAD
NPP Construction Supervision OOD
NPP Servicing EOOD
Interpriborservice OOD - in bankruptcy
Bulgartel Skopje DOOEL, Republic of North Macedonia
Balkan Gas Hub EAD
ESO Engineering EOOD
ESO Project EOOD
ESO Charge EAD
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
50
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Associated and joint ventures of the BEH Group
ICGB AD
South Stream Bulgaria AD
Operator Zagore AD
ContourGlobal Maritsa East 3 AD
ContourGlobal Operations Bulgaria AD
ZAD Energy
POD Allianz Bulgaria AD
Hydro Power Company Gorna Arda AD
Gastrade S.A., Greece
Southeast Electricity Network Coordination Center (SEleNe CC), Greece
Key management personnel of the Company as of 31 December 2025
Vasil Georgiev Stoynov - chairman of the Board of Directors
Kalin Boyanov Filipov – Deputy Chairman of the Board of Directors
Valentin Aleksiev Nikolov – Executive Member
Diyan Atanasov Ivanov – Member of the Board of Directors
Ivo Ivanov Todorov – Member of the Board of Directors
Terms of transactions with related parties
Sales and purchases from related parties are made under market conditions. End -of-year outstanding balances are
unsecured (excluding part of the loans), interest-free (excluding loans) and settled with cash. The Company has not
taken/provided guarantees for receivables from or liabilities to related parties.
As of 31 December 2025, the Company has accrued impairment charges for expected credit losses on receivables
from related parties in the amount of BGN 1,029,295 thousand (31 December 2024: BGN 1,066,643 thousand).
An impairment review is performed each financial year based on an analysis of the related party's financial position
and the market in which it operates.
Separate Financial Statements
31 December 2025
50
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
Associated and joint ventures of the BEH Group
ICGB AD
South Stream Bulgaria AD
Operator Zagore AD
ContourGlobal Maritsa East 3 AD
ContourGlobal Operations Bulgaria AD
ZAD Energy
POD Allianz Bulgaria AD
Hydro Power Company Gorna Arda AD
Gastrade S.A., Greece
Southeast Electricity Network Coordination Center (SEleNe CC), Greece
Key management personnel of the Company as of 31 December 2025
Vasil Georgiev Stoynov - chairman of the Board of Directors
Kalin Boyanov Filipov – Deputy Chairman of the Board of Directors
Valentin Aleksiev Nikolov – Executive Member
Diyan Atanasov Ivanov – Member of the Board of Directors
Ivo Ivanov Todorov – Member of the Board of Directors
Terms of transactions with related parties
Sales and purchases from related parties are made under market conditions. End -of-year outstanding balances are
unsecured (excluding part of the loans), interest-free (excluding loans) and settled with cash. The Company has not
taken/provided guarantees for receivables from or liabilities to related parties.
As of 31 December 2025, the Company has accrued impairment charges for expected credit losses on receivables
from related parties in the amount of BGN 1,029,295 thousand (31 December 2024: BGN 1,066,643 thousand).
An impairment review is performed each financial year based on an analysis of the related party's financial position
and the market in which it operates.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
51
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
33.1 Loans granted to related parties
In 2025 and the comparative period, the receivables under the loans granted to related parties are as follows:
Receivables from loans
granted to related parties Loan receivables
Fair value
adjustment and
discount
Profit/ (Loss) from
modification
Interest rate
adjustment Impairment
Receivables
from loans
granted, net of
impairment
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Subsidiaries
NEK EAD 2025 1,786,872 (397,643) - - - 1,389,229
2024 1,839,666 (420,828) - - (43,613) 1,375,225
Bulgartel EAD 2025 1,941 - (9) - (1,816) 116
2024 1,936 - (17) - (1,817) 102
Bulgargaz EAD 2025 645,715 - 8,205 (624) (600,241) 53,055
2024 630,564 - - (512) (568,590) 61,462
Bulgartransgaz EAD 2025 5,551 - - - - 5,551
2024 104,037 - - - (1) 104,036
Minproekt EAD 2025 3,000 - - - (2,892) 108
2024 2,120 - - - (1,980) 140
Mini Maritsa Iztok EAD 2025 277,564 (4,702) 432 - (10,045) 263,249
2024 107,823 - - - (7,798) 100,025
Joint ventures
ICGB AD 2025 213,947 - - - - 213,947
2024 215,379 - - - - 215,379
2025 2,934,590 (402,345) 8,628 (624) (614,994) 1,925,255
2024 2,901,525 (420,828) (17) (512) (623,799) 1,856,369
Separate Financial Statements
31 December 2025
51
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
33.1 Loans granted to related parties
In 2025 and the comparative period, the receivables under the loans granted to related parties are as follows:
Receivables from loans
granted to related parties Loan receivables
Fair value
adjustment and
discount
Profit/ (Loss) from
modification
Interest rate
adjustment Impairment
Receivables
from loans
granted, net of
impairment
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Subsidiaries
NEK EAD 2025 1,786,872 (397,643) - - - 1,389,229
2024 1,839,666 (420,828) - - (43,613) 1,375,225
Bulgartel EAD 2025 1,941 - (9) - (1,816) 116
2024 1,936 - (17) - (1,817) 102
Bulgargaz EAD 2025 645,715 - 8,205 (624) (600,241) 53,055
2024 630,564 - - (512) (568,590) 61,462
Bulgartransgaz EAD 2025 5,551 - - - - 5,551
2024 104,037 - - - (1) 104,036
Minproekt EAD 2025 3,000 - - - (2,892) 108
2024 2,120 - - - (1,980) 140
Mini Maritsa Iztok EAD 2025 277,564 (4,702) 432 - (10,045) 263,249
2024 107,823 - - - (7,798) 100,025
Joint ventures
ICGB AD 2025 213,947 - - - - 213,947
2024 215,379 - - - - 215,379
2025 2,934,590 (402,345) 8,628 (624) (614,994) 1,925,255
2024 2,901,525 (420,828) (17) (512) (623,799) 1,856,369
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
52
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
In 2025 and the comparative period, the movements under the loans granted to related parties are as follows:
Change in loans to related
parties for the period
Loans
provided
Non-cash
transactions
Repaid
loans
Interest
income
Interest
rate
adjustment
Discountin
g of a non-
interest-
bearing
receivable
Fair value
adjustment
Gain on
modification
Amortizat
ion of fair
value
adjustmen
t and
discount
through
finance
income
Amortizatio
n of
modification
loss/(gain)
through
finance
income
Impairment
loss
recognized
for the
period
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 thousand
BGN
thousand
BGN
Subsidiaries
NEK EAD 2025 - - 102,900 50,106 - (38,653) (39,525) - 101,363 - 43,613
2024 - - 296,966 47,106 - - - - 102,744 - 20,526
Bulgartel EAD 2025 - - 58 63 - - - - - 8 1
2024 - - 68 63 - - - - - 9 (80)
Bulgargaz EAD 2025 15,000 - 22,710 22,749 (112) - - 8,356 - (151) (31,651)
2024 - 20,178 20,742 (512) - - - - (74,417)
Bulgartransgaz EAD 2025 - - 99,402 916 - - - - - - 1
2024 - - 14,024 3,254 - - - - - - (1)
Minproekt EAD 2025 880 - 84 84 - - - - - - (912)
2024 2,120 - 45 45 - - - - - - (1,980)
Mini Maritsa Iztok
EAD
2025 210,000 (3,459) 42,605 5,805 - - (4,985) 467 283 (35) (2,247)
2024 110,000 - 2,967 790 - - - - - - (7,798)
Joint ventures
ICGB AD 2025 - - 3,205 1,773 - - - - - - -
2024 - - 1,774 1,774 - - - - - - 1
Separate Financial Statements
31 December 2025
52
This document is a translation of the original Bulgarian text in case of divergence the Bulgarian text shall prevail
In 2025 and the comparative period, the movements under the loans granted to related parties are as follows:
Change in loans to related
parties for the period
Loans
provided
Non-cash
transactions
Repaid
loans
Interest
income
Interest
rate
adjustment
Discountin
g of a non-
interest-
bearing
receivable
Fair value
adjustment
Gain on
modification
Amortizat
ion of fair
value
adjustmen
t and
discount
through
finance
income
Amortizatio
n of
modification
loss/(gain)
through
finance
income
Impairment
loss
recognized
for the
period
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 thousand
BGN
thousand
BGN
Subsidiaries
NEK EAD 2025 - - 102,900 50,106 - (38,653) (39,525) - 101,363 - 43,613
2024 - - 296,966 47,106 - - - - 102,744 - 20,526
Bulgartel EAD 2025 - - 58 63 - - - - - 8 1
2024 - - 68 63 - - - - - 9 (80)
Bulgargaz EAD 2025 15,000 - 22,710 22,749 (112) - - 8,356 - (151) (31,651)
2024 - 20,178 20,742 (512) - - - - (74,417)
Bulgartransgaz EAD 2025 - - 99,402 916 - - - - - - 1
2024 - - 14,024 3,254 - - - - - - (1)
Minproekt EAD 2025 880 - 84 84 - - - - - - (912)
2024 2,120 - 45 45 - - - - - - (1,980)
Mini Maritsa Iztok
EAD
2025 210,000 (3,459) 42,605 5,805 - - (4,985) 467 283 (35) (2,247)
2024 110,000 - 2,967 790 - - - - - - (7,798)
Joint ventures
ICGB AD 2025 - - 3,205 1,773 - - - - - - -
2024 - - 1,774 1,774 - - - - - - 1
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
53
Terms of the loans granted to related parties
Natsionalna Elektricheska Kompania EAD
On 25 April 2016, an agreement was signed for the provision of an earmarked loan in the amount of EUR 521,625
thousand (BGN 1,020,210 thousand) for the repayment of the amounts owed by NEK EAD to AES 3C Maritsa East
1 EOOD and ContourGlobal Maritsa East 3 AD, which is a necessary condition for the entry into force of the signed
agreements for the amendment of the long-term power purchase agreements of the two power plants. The term of the
loan is twelve months and at an annual interest rate of 6.65%. The contract contains a clause to renegotiate the terms
in the event of a successful placement of the bond issue. On 20 December 2016, the terms of the contract for the
provision of a target loan to NEK EAD dated 25 April 2016 were changed as follows:
- Amount of principal - EUR 535,672,538 (BGN 1,047,684,419);
- Interest rate on the loan – 5.575% on an annual basis;
- Duration of the contract – 59 months and 26 days;
- Principal maturity – 28 July 2021;
- Effective date – 2 August 2016.
On 28 July 2021, the debt was renegotiated under the following conditions:
- Loan amount – BGN 1,047,684,419.40
- Repayment term – 7 years starting from 28.07.2021;
- Loan repayment – monthly installments for interest and single principal payment on 28.07.2028;
- Interest – 3.225% per annum.
- The debtor has the right to make a partial early repayment of the outstanding principal. Following each early
repayment, the parties will sign an updated repayment plan, taking into account the reduced amount of the
outstanding principal.
In 2025, effective from July 19, 2025, the obligation was renegotiated under the following terms and conditions:
- Loan amount – BGN 247,684,419.40;
- Repayment period – 10 years and 5 months;
- Loan repayment – monthly interest installments and a lump-sum principal payment on December 31, 2031;
- Interest rate – 3.865% per annum.
As of December 31, 2025, the receivable amounted to BGN 247,684 thousand, with no past due receivables.
On December 18, 2025, a loan agreement was concluded, consolidating the outstanding obligations of NEK EAD to
Bulgarian Energy Holding EAD as of June 18, 2025, under three loan agreements dated August 21, 2014, April 14,
2022, and February 16, 2024, in the total amount of BGN 1,184,906 thousand, under the following terms and
conditions:
- Loan amount - BGN 1,184,905,849.69;
- Repayment period - 6 years and 3 months, until December 31, 2031;
- Loan repayment - monthly annuity installments and a lump-sum payment of a portion of the principal on
December 31, 2031, amounting to BGN 897,761,791.83;
- Interest rate – 3.865% per annum.
The total amount of past due accrued interest as of June 18, 2025 under the consolidated loan agreements, amounting
to BGN 7,552,637.77, and the accrued interest under the loan agreement as of October 1, 2025, amounting to BGN
12,975,706.48, are subject to a separate interest debt rescheduling agreement. As of December 31, 2025, the receivable
amounted to BGN 1,174,545 thousand, with no past due receivables.
On December 18, 2025, a rescheduling agreement was concluded for interest obligations under four loan agreements
dated August 21, 2024, April 14, 2022, February 16, 2024, and December 18, 2025, as well as interest obligations
under an interest rescheduling agreement dated February 8, 2022, in the total amount of BGN 369,317,941.31, under
the following terms and conditions:
- Amount of the obligation - BGN 369,317,941.31;
- Repayment period - 6 years and 3 months, until December 31, 2031;
- Repayment of the obligation - equal monthly installments and a lump-sum payment of a portion of the
obligation on December 31, 2031, amounting to BGN 254,003,478.61.
As of December 31, 2025, the receivable amounted to BGN 364,643 thousand, with no past due installments.
Bulgartel AD
On 21 December 2016, liabilities under loan agreements of Bulgartel AD in the total amount of BGN 2,882 thousand,
including principal in the amount of BGN 2,492 thousand and interest in the amount of BGN 390 thousand were
Separate Financial Statements
31 December 2025
53
Terms of the loans granted to related parties
Natsionalna Elektricheska Kompania EAD
On 25 April 2016, an agreement was signed for the provision of an earmarked loan in the amount of EUR 521,625
thousand (BGN 1,020,210 thousand) for the repayment of the amounts owed by NEK EAD to AES 3C Maritsa East
1 EOOD and ContourGlobal Maritsa East 3 AD, which is a necessary condition for the entry into force of the signed
agreements for the amendment of the long-term power purchase agreements of the two power plants. The term of the
loan is twelve months and at an annual interest rate of 6.65%. The contract contains a clause to renegotiate the terms
in the event of a successful placement of the bond issue. On 20 December 2016, the terms of the contract for the
provision of a target loan to NEK EAD dated 25 April 2016 were changed as follows:
- Amount of principal - EUR 535,672,538 (BGN 1,047,684,419);
- Interest rate on the loan – 5.575% on an annual basis;
- Duration of the contract – 59 months and 26 days;
- Principal maturity – 28 July 2021;
- Effective date – 2 August 2016.
On 28 July 2021, the debt was renegotiated under the following conditions:
- Loan amount – BGN 1,047,684,419.40
- Repayment term – 7 years starting from 28.07.2021;
- Loan repayment – monthly installments for interest and single principal payment on 28.07.2028;
- Interest – 3.225% per annum.
- The debtor has the right to make a partial early repayment of the outstanding principal. Following each early
repayment, the parties will sign an updated repayment plan, taking into account the reduced amount of the
outstanding principal.
In 2025, effective from July 19, 2025, the obligation was renegotiated under the following terms and conditions:
- Loan amount – BGN 247,684,419.40;
- Repayment period – 10 years and 5 months;
- Loan repayment – monthly interest installments and a lump-sum principal payment on December 31, 2031;
- Interest rate – 3.865% per annum.
As of December 31, 2025, the receivable amounted to BGN 247,684 thousand, with no past due receivables.
On December 18, 2025, a loan agreement was concluded, consolidating the outstanding obligations of NEK EAD to
Bulgarian Energy Holding EAD as of June 18, 2025, under three loan agreements dated August 21, 2014, April 14,
2022, and February 16, 2024, in the total amount of BGN 1,184,906 thousand, under the following terms and
conditions:
- Loan amount - BGN 1,184,905,849.69;
- Repayment period - 6 years and 3 months, until December 31, 2031;
- Loan repayment - monthly annuity installments and a lump-sum payment of a portion of the principal on
December 31, 2031, amounting to BGN 897,761,791.83;
- Interest rate – 3.865% per annum.
The total amount of past due accrued interest as of June 18, 2025 under the consolidated loan agreements, amounting
to BGN 7,552,637.77, and the accrued interest under the loan agreement as of October 1, 2025, amounting to BGN
12,975,706.48, are subject to a separate interest debt rescheduling agreement. As of December 31, 2025, the receivable
amounted to BGN 1,174,545 thousand, with no past due receivables.
On December 18, 2025, a rescheduling agreement was concluded for interest obligations under four loan agreements
dated August 21, 2024, April 14, 2022, February 16, 2024, and December 18, 2025, as well as interest obligations
under an interest rescheduling agreement dated February 8, 2022, in the total amount of BGN 369,317,941.31, under
the following terms and conditions:
- Amount of the obligation - BGN 369,317,941.31;
- Repayment period - 6 years and 3 months, until December 31, 2031;
- Repayment of the obligation - equal monthly installments and a lump-sum payment of a portion of the
obligation on December 31, 2031, amounting to BGN 254,003,478.61.
As of December 31, 2025, the receivable amounted to BGN 364,643 thousand, with no past due installments.
Bulgartel AD
On 21 December 2016, liabilities under loan agreements of Bulgartel AD in the total amount of BGN 2,882 thousand,
including principal in the amount of BGN 2,492 thousand and interest in the amount of BGN 390 thousand were
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
54
merged and novated. As of December 31, 2025, ten addenda for extension have been signed. The repayment term of
the novated liabilities is until 1 November 2027. The annual interest rate is 3.225% and the default interest on the
principal is BIR + 10%. As of December 31, 2025, the receivable amounted to BGN 1,941 thousand, with no past due
installments.
Bulgargaz EAD
On 6 July 2022 a contract was concluded for the provision of a short-term credit line to Bulgargaz EAD in the amount
of BGN 60,000 thousand. The purpose of the loan is to repay obligations under contracts for the supply of natural gas
for the Republic of Bulgaria, concluded between Bulgargaz EAD and suppliers of natural gas. The validity period is
twelve months from the date of conclusion of the contract, with an annual interest rate of 3.23%. The funds are
disbursed at the request of the borrower, repeatedly, within the agreed term. The principal is repaid at the end of the
period. On July 6, 2023, a Supplemental Agreement was concluded, modifying the term of the agreement to twenty -
four months from the date of its execution, as well as changing the interest rate to 3.275% per annum, applicable to
the drawn amount effective from July 7, 2023. By virtue of an agreement dated August 2, 2024, the term of a loan
agreement (short-term credit line) with Bulgargaz EAD in the amount of BGN 60,000 thousand was extended until
July 6, 2025. On July 4, 2025, the Supplemental Agreement No. 1 was concluded, extending the term of the agreement
until July 6, 2026. On December 16, 2025, the Supplemental Agreement No. 2 was concluded, establishing a new
interest rate of 3.865% per annum, effective from June 19, 2025. As of December 31, 2025, the receivable amounted
to BGN 60,000 thousand, with no past due installments.
On 21 December 2022, a loan agreement was signed, which provided funds to Bulgargaz EAD in the amount of BGN
457,515 thousand to cover the subsidiary's operating needs and to pay the dividend due from the company from the
2021 profit. The repayment period is twelve months from the draw down of the amount, with the principal repayable
in one lump sum at the end of the period. The interest rate on the loan is 3.275% per annum. On December 21, 2023,
Supplemental Agreement No. 1 was concluded, restructuring the obligation into a credit line, changing the amount to
BGN 370,000 thousand, and extending the term of the agreement until December 21, 2028. On December 16, 2025,
Supplemental Agreement No. 2 was concluded, establishing a new interest rate of 3.865% per annum, effective from
June 19, 2025. As of December 31, 2025, the receivable amounted to BGN 370,000 thousand, with no past due
installments.
On 3 April 2023, a credit agreement was concluded between Bulgarian Energy Holding EAD and Bulgargaz EAD in
the form of a credit line to secure the servicing of the Company's obligations to supply natural gas to Bulgaria, under
the following conditions:
- Limit: BGN 200,000,000;
- Validity: 12 months from the date of contract conclusion for a short-term credit line;
- Interest rate: 3.275% per annum on the utilized amount.
On 26 June 2024, a new agreement was entered into extending the facility until 26 June 2027 on the same terms. On
December 16, 2025, Supplemental Agreement No. 1 was concluded, establishing a new interest rate of 3.865% per
annum, effective from June 19, 2025. As of December 31, 2025, the receivable amounted to BGN 200,666 thousand,
with no past due installments.
On September 19, 2025, a short-term credit line agreement was concluded between Bulgarian Energy Holding EAD
and Bulgargaz EAD to finance the operations of Bulgargaz EAD, under the following terms and conditions:
- Loan amount: up to BGN 20,000 thousand;
- Validity: 12 months from the date of the first drawdown of the loan;
- Interest rate: 3.915% per annum on the utilized amount.
On November 18, 2025, Supplemental Agreement No. 1 was concluded, increasing the loan amount up to BGN 35,000
thousand. As of December 31, 2025, the drawn principal amounted to BGN 15,000 thousand, and the receivable
amounted to BGN 15,049 thousand. No overdue instalments.
Bulgartransgaz EAD
On 5 July 2022, an agreement was concluded for the provision of a loan to Bulgartransgaz EAD in the amount of
BGN 37,865 thousand. The loan was granted for the purpose of financing additional tasks assigned to Bulgartransgaz
EAD to serve the public under the orders of the Minister of Energy. The term of the agreement is until 30 June 2026
with a six-month grace period for principal payments. The annual interest rate is 1.735%. As of December 31, 2025,
the receivable amounted to BGN 5,551 thousand, with no past due installments.
Separate Financial Statements
31 December 2025
54
merged and novated. As of December 31, 2025, ten addenda for extension have been signed. The repayment term of
the novated liabilities is until 1 November 2027. The annual interest rate is 3.225% and the default interest on the
principal is BIR + 10%. As of December 31, 2025, the receivable amounted to BGN 1,941 thousand, with no past due
installments.
Bulgargaz EAD
On 6 July 2022 a contract was concluded for the provision of a short-term credit line to Bulgargaz EAD in the amount
of BGN 60,000 thousand. The purpose of the loan is to repay obligations under contracts for the supply of natural gas
for the Republic of Bulgaria, concluded between Bulgargaz EAD and suppliers of natural gas. The validity period is
twelve months from the date of conclusion of the contract, with an annual interest rate of 3.23%. The funds are
disbursed at the request of the borrower, repeatedly, within the agreed term. The principal is repaid at the end of the
period. On July 6, 2023, a Supplemental Agreement was concluded, modifying the term of the agreement to twenty -
four months from the date of its execution, as well as changing the interest rate to 3.275% per annum, applicable to
the drawn amount effective from July 7, 2023. By virtue of an agreement dated August 2, 2024, the term of a loan
agreement (short-term credit line) with Bulgargaz EAD in the amount of BGN 60,000 thousand was extended until
July 6, 2025. On July 4, 2025, the Supplemental Agreement No. 1 was concluded, extending the term of the agreement
until July 6, 2026. On December 16, 2025, the Supplemental Agreement No. 2 was concluded, establishing a new
interest rate of 3.865% per annum, effective from June 19, 2025. As of December 31, 2025, the receivable amounted
to BGN 60,000 thousand, with no past due installments.
On 21 December 2022, a loan agreement was signed, which provided funds to Bulgargaz EAD in the amount of BGN
457,515 thousand to cover the subsidiary's operating needs and to pay the dividend due from the company from the
2021 profit. The repayment period is twelve months from the draw down of the amount, with the principal repayable
in one lump sum at the end of the period. The interest rate on the loan is 3.275% per annum. On December 21, 2023,
Supplemental Agreement No. 1 was concluded, restructuring the obligation into a credit line, changing the amount to
BGN 370,000 thousand, and extending the term of the agreement until December 21, 2028. On December 16, 2025,
Supplemental Agreement No. 2 was concluded, establishing a new interest rate of 3.865% per annum, effective from
June 19, 2025. As of December 31, 2025, the receivable amounted to BGN 370,000 thousand, with no past due
installments.
On 3 April 2023, a credit agreement was concluded between Bulgarian Energy Holding EAD and Bulgargaz EAD in
the form of a credit line to secure the servicing of the Company's obligations to supply natural gas to Bulgaria, under
the following conditions:
- Limit: BGN 200,000,000;
- Validity: 12 months from the date of contract conclusion for a short-term credit line;
- Interest rate: 3.275% per annum on the utilized amount.
On 26 June 2024, a new agreement was entered into extending the facility until 26 June 2027 on the same terms. On
December 16, 2025, Supplemental Agreement No. 1 was concluded, establishing a new interest rate of 3.865% per
annum, effective from June 19, 2025. As of December 31, 2025, the receivable amounted to BGN 200,666 thousand,
with no past due installments.
On September 19, 2025, a short-term credit line agreement was concluded between Bulgarian Energy Holding EAD
and Bulgargaz EAD to finance the operations of Bulgargaz EAD, under the following terms and conditions:
- Loan amount: up to BGN 20,000 thousand;
- Validity: 12 months from the date of the first drawdown of the loan;
- Interest rate: 3.915% per annum on the utilized amount.
On November 18, 2025, Supplemental Agreement No. 1 was concluded, increasing the loan amount up to BGN 35,000
thousand. As of December 31, 2025, the drawn principal amounted to BGN 15,000 thousand, and the receivable
amounted to BGN 15,049 thousand. No overdue instalments.
Bulgartransgaz EAD
On 5 July 2022, an agreement was concluded for the provision of a loan to Bulgartransgaz EAD in the amount of
BGN 37,865 thousand. The loan was granted for the purpose of financing additional tasks assigned to Bulgartransgaz
EAD to serve the public under the orders of the Minister of Energy. The term of the agreement is until 30 June 2026
with a six-month grace period for principal payments. The annual interest rate is 1.735%. As of December 31, 2025,
the receivable amounted to BGN 5,551 thousand, with no past due installments.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
55
On 17 February 2023, a loan contract was concluded between Bulgarian Energy Holding EAD and Bulgartransgaz
EAD for the purpose of financing the execution of a public procurement with the name: “Organizational planning,
investment design, supply of the necessary materials and equipment, construction and commissioning of construction:
“Expansion of the capacity of the Chiren underground gas storage facility – drilling fund” initiated by a decision of
8 August 2022. The terms of the contract are as follows:
- Amount of the loan (principal) – BGN 65,156,525;
- Utilization period: Up to 6 months from the date of the contract, upon submission of a request;
- Grace period for payment of the principal: 24 months from the date of utilizing the respective amount;
- Repayment term for the utilized amount: 60 months after the expiration of the grace period for principal
payment;
- Interest rate: 3.275% per annum.
On 10 March 2023, a request was made by Bulgartransgaz EAD to provide additional financing of up to BGN
22,370,675, representing the difference between the financial resources originally provided under the contract of 17
February 2023 and the price offered by the second-ranked tenderer. The reason is the refusal of the first-ranked
tenderer to conclude a performance contract with Bulgartransgaz EAD due to objective impossibility to perform the
activities of the subject of the contract within the timeframe specified in the draft contract. On 7 April 2023, an annex
was signed to increase the funds under the loan in the amount of BGN 88,527,200. The loan funds were utilized on
26 April 2023. On March 31, 2025, the loan amount was repaid by the subsidiary and Annex No. 2 was concluded
with Bulgartransgaz EAD to amend the terms of the loan agreement. Until 31 December 2026, Bulgartransgaz EAD
has the right to make multiple drawdowns and repayments (on a revolving basis), in whole or in part, under the loan.
After this date, the parties will enter into a repayment schedule for the outstanding principal.
On 1 August 2024, an agreement was concluded for the provision of a loan to Bulgartransgaz EAD in the amount of
BGN 115,000 thousand. The loan has a specific purpose for the timely reimbursement by Bulgartransgaz EAD of
funds to gas transmission network users, provided in the form of collateral under:
- Natural gas access and transmission agreements;
- Natural gas purchase and sale agreements for balancing;
- Trading on the platform of Balkan Gas Hub EAD;
- Natural gas access and storage agreements.
The loan's drawdown period is until December 31, 2026, upon request by Bulgartransgaz EAD and subject to approval
by the EWRC. The interest rate on the loan is one-month EURIBOR, and the term of the agreement is until December
31, 2027. As of December 31, 2025, no funds have been drawn under the loan.
Mini Maritsa-Iztok EAD
In 2024, framework financing agreements have been concluded between Bulgarian Energy Holding EAD and Mini
Maritsa-Iztok EAD with an available amount of BGN 100,000 thousand each. On the basis of these framework
agreements, the following two loan agreements have been concluded:
On 17 December 2024 a credit line agreement was signed between Bulgarian Energy Holding EAD and Mini Maritsa-
Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD under the following conditions:
- Loan amount - up to BGN 50,000 thousand;
- Term of the agreement - 12 months from the date of the initial loan drawdown;
- Interest rate - 3.275% per annum on the drawn amount.
On December 8, 2025, Amendment No. 1 was concluded, establishing a new interest rate of 3.865% per annum,
effective from June 19, 2025. As of December 31, 2025, the receivable amounted to BGN 51,249 thousand, including
a past due obligation amounting to BGN 1,249 thousand.
On 23 June 2025, a credit line agreement was signed between Bulgarian Energy Holding EAD and Mini Maritsa-Iztok
EAD to finance the operations of Mini Maritsa-Iztok EAD under the following conditions:
- Loan amount - up to BGN 30,000;
- Term of the agreement – twelve months from the date of the initial loan drawdown;
- Interest rate - 3.275% per annum on the drawn amount.
On December 8, 2025, Amendment No. 1 was concluded, establishing a new interest rate of 3.865% per annum,
effective from June 23, 2025. As of December 31, 2025, the receivable amounted to BGN 30,600 thousand, including
a past due receivable amounting to BGN 600 thousand.
On July 28, 2025, a credit line agreement was concluded between Bulgarian Energy Holding EAD and Mini Maritsa-
Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD, under the following terms and conditions:
- Loan amount - BGN 20,000 thousand;
- Term of the agreement - twelve months from the date of the initial loan drawdown;
Separate Financial Statements
31 December 2025
55
On 17 February 2023, a loan contract was concluded between Bulgarian Energy Holding EAD and Bulgartransgaz
EAD for the purpose of financing the execution of a public procurement with the name: “Organizational planning,
investment design, supply of the necessary materials and equipment, construction and commissioning of construction:
“Expansion of the capacity of the Chiren underground gas storage facility – drilling fund” initiated by a decision of
8 August 2022. The terms of the contract are as follows:
- Amount of the loan (principal) – BGN 65,156,525;
- Utilization period: Up to 6 months from the date of the contract, upon submission of a request;
- Grace period for payment of the principal: 24 months from the date of utilizing the respective amount;
- Repayment term for the utilized amount: 60 months after the expiration of the grace period for principal
payment;
- Interest rate: 3.275% per annum.
On 10 March 2023, a request was made by Bulgartransgaz EAD to provide additional financing of up to BGN
22,370,675, representing the difference between the financial resources originally provided under the contract of 17
February 2023 and the price offered by the second-ranked tenderer. The reason is the refusal of the first-ranked
tenderer to conclude a performance contract with Bulgartransgaz EAD due to objective impossibility to perform the
activities of the subject of the contract within the timeframe specified in the draft contract. On 7 April 2023, an annex
was signed to increase the funds under the loan in the amount of BGN 88,527,200. The loan funds were utilized on
26 April 2023. On March 31, 2025, the loan amount was repaid by the subsidiary and Annex No. 2 was concluded
with Bulgartransgaz EAD to amend the terms of the loan agreement. Until 31 December 2026, Bulgartransgaz EAD
has the right to make multiple drawdowns and repayments (on a revolving basis), in whole or in part, under the loan.
After this date, the parties will enter into a repayment schedule for the outstanding principal.
On 1 August 2024, an agreement was concluded for the provision of a loan to Bulgartransgaz EAD in the amount of
BGN 115,000 thousand. The loan has a specific purpose for the timely reimbursement by Bulgartransgaz EAD of
funds to gas transmission network users, provided in the form of collateral under:
- Natural gas access and transmission agreements;
- Natural gas purchase and sale agreements for balancing;
- Trading on the platform of Balkan Gas Hub EAD;
- Natural gas access and storage agreements.
The loan's drawdown period is until December 31, 2026, upon request by Bulgartransgaz EAD and subject to approval
by the EWRC. The interest rate on the loan is one-month EURIBOR, and the term of the agreement is until December
31, 2027. As of December 31, 2025, no funds have been drawn under the loan.
Mini Maritsa-Iztok EAD
In 2024, framework financing agreements have been concluded between Bulgarian Energy Holding EAD and Mini
Maritsa-Iztok EAD with an available amount of BGN 100,000 thousand each. On the basis of these framework
agreements, the following two loan agreements have been concluded:
On 17 December 2024 a credit line agreement was signed between Bulgarian Energy Holding EAD and Mini Maritsa-
Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD under the following conditions:
- Loan amount - up to BGN 50,000 thousand;
- Term of the agreement - 12 months from the date of the initial loan drawdown;
- Interest rate - 3.275% per annum on the drawn amount.
On December 8, 2025, Amendment No. 1 was concluded, establishing a new interest rate of 3.865% per annum,
effective from June 19, 2025. As of December 31, 2025, the receivable amounted to BGN 51,249 thousand, including
a past due obligation amounting to BGN 1,249 thousand.
On 23 June 2025, a credit line agreement was signed between Bulgarian Energy Holding EAD and Mini Maritsa-Iztok
EAD to finance the operations of Mini Maritsa-Iztok EAD under the following conditions:
- Loan amount - up to BGN 30,000;
- Term of the agreement – twelve months from the date of the initial loan drawdown;
- Interest rate - 3.275% per annum on the drawn amount.
On December 8, 2025, Amendment No. 1 was concluded, establishing a new interest rate of 3.865% per annum,
effective from June 23, 2025. As of December 31, 2025, the receivable amounted to BGN 30,600 thousand, including
a past due receivable amounting to BGN 600 thousand.
On July 28, 2025, a credit line agreement was concluded between Bulgarian Energy Holding EAD and Mini Maritsa-
Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD, under the following terms and conditions:
- Loan amount - BGN 20,000 thousand;
- Term of the agreement - twelve months from the date of the initial loan drawdown;
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
56
- Interest rate - 3.275% per annum on the drawn amount.
On December 8, 2025, Amendment No. 1 was concluded, establishing a new interest rate of 3.865% per annum,
effective from Monday, July 28, 2025. As of December 31, 2025, the receivable amounted to BGN 20,326 thousand,
including a past due receivable amounting to BGN 326 thousand.
On August 27, 2025, a credit line agreement was concluded between Bulgarian Energy Holding EAD and Mini
Maritsa-Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD, under the following terms and conditions:
- Loan amount - BGN 30,000 thousand;
- Term of the agreement - twelve months from the date of the initial loan drawdown;
- Interest rate - 3.915% per annum on the drawn amount.
As of 31 December 2025, the receivable is in the amount of BGN 30,408 thousand, incl. overdue liabilities in the
amount of BGN 408 thousand.
On September 19, 2025, a credit line agreement was concluded between Bulgarian Energy Holding EAD and Mini
Maritsa-Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD, under the following terms and conditions:
- Loan amount - up to BGN 20,000 thousand;
- Term of the agreement - twelve months from the date of the initial loan drawdown;
- Interest rate - 3.915% per annum on the drawn amount.
As of 31 December 2025, the receivable is in the amount of BGN 20,211 thousand, incl. overdue liabilities in the
amount of BGN 211 thousand.
On October 22, 2025, a credit line agreement was concluded between Bulgarian Energy Holding EAD and Mini
Maritsa-Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD, under the following terms and conditions:
- Loan amount - BGN 30,000 thousand;
- Term of the agreement - twelve months from the date of the initial loan drawdown;
- Interest rate - 3.915% per annum on the drawn amount.
On November 19, 2025, Amendment No. 1 was concluded, increasing the loan amount up to BGN 70,000 thousand.
As of December 31, 2025, the receivable amounted to BGN 70,315 thousand, including a past due obligation
amounting to BGN 315 thousand.
On December 8, 2025, a loan agreement was concluded, consolidating the outstanding obligations as of June 19, 2025,
under three loan agreements dated August 16, 2024, September 18, 2024, and October 17, 2024, in the total amount
of BGN 66,296 thousand, under the following terms and conditions:
- Loan amount – BGN 66,017 thousand;
- Repayment period – until July 31, 2028;
- Interest rate – 3.865% per annum on the drawn amount;
- Repayment method – monthly annuity installments.
As of December 31, 2025, the receivable amounted to BGN 54,455 thousand, with no past due installments.
Minproekt EAD
On 12 December 2024, a credit line agreement was signed between Bulgarian Energy Holding EAD and Minproekt
EAD to finance the operations of Minproekt EAD under the following conditions:
- Loan amount - up to BGN 3,000 thousand;
- Term of the agreement – 12 months from the date of the agreement;
- Interest rate - 3.275% per annum on the drawn amount.
On 24 April 2025, an annex was signed to change the term of the contract to 36 months from the date of the contract,
i.e. until 12 December 2027. As at 31 December 2025, the receivable amounted to BGN 3,000 thousand, with no past
due installments
ICGB AD
In October 2019, Bulgarian Energy Holding EAD and the European Investment Bank signed a Financing Agreement
for the construction of an IGB gas pipeline worth EUR 109.9 million, secured by a state financial guarantee from the
Republic of Bulgaria, the Guarantee Agreement for which has been ratified by the National Assembly. The loan is
provided to Bulgarian Energy Holding EAD as a shareholder in ICGB AD (project company). For its part, BEH EAD
transferred the loan financing to the project company through a Shareholder Loan Agreement dated October 2019 in
the same amount, under the same financial terms set out in the agreement with the European Investment Bank and
without additional margin for Bulgarian Energy Holding EAD.
- The first tranche amounting to EUR 30 million was utilized on 17 August 2020 under the following terms:
payment of interest twice a year in the amount of 0.259%, five-year grace period for principal payments,
payment of principal twice a year, the last installment being due on 17 August 2045.
Separate Financial Statements
31 December 2025
56
- Interest rate - 3.275% per annum on the drawn amount.
On December 8, 2025, Amendment No. 1 was concluded, establishing a new interest rate of 3.865% per annum,
effective from Monday, July 28, 2025. As of December 31, 2025, the receivable amounted to BGN 20,326 thousand,
including a past due receivable amounting to BGN 326 thousand.
On August 27, 2025, a credit line agreement was concluded between Bulgarian Energy Holding EAD and Mini
Maritsa-Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD, under the following terms and conditions:
- Loan amount - BGN 30,000 thousand;
- Term of the agreement - twelve months from the date of the initial loan drawdown;
- Interest rate - 3.915% per annum on the drawn amount.
As of 31 December 2025, the receivable is in the amount of BGN 30,408 thousand, incl. overdue liabilities in the
amount of BGN 408 thousand.
On September 19, 2025, a credit line agreement was concluded between Bulgarian Energy Holding EAD and Mini
Maritsa-Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD, under the following terms and conditions:
- Loan amount - up to BGN 20,000 thousand;
- Term of the agreement - twelve months from the date of the initial loan drawdown;
- Interest rate - 3.915% per annum on the drawn amount.
As of 31 December 2025, the receivable is in the amount of BGN 20,211 thousand, incl. overdue liabilities in the
amount of BGN 211 thousand.
On October 22, 2025, a credit line agreement was concluded between Bulgarian Energy Holding EAD and Mini
Maritsa-Iztok EAD to finance the operations of Mini Maritsa-Iztok EAD, under the following terms and conditions:
- Loan amount - BGN 30,000 thousand;
- Term of the agreement - twelve months from the date of the initial loan drawdown;
- Interest rate - 3.915% per annum on the drawn amount.
On November 19, 2025, Amendment No. 1 was concluded, increasing the loan amount up to BGN 70,000 thousand.
As of December 31, 2025, the receivable amounted to BGN 70,315 thousand, including a past due obligation
amounting to BGN 315 thousand.
On December 8, 2025, a loan agreement was concluded, consolidating the outstanding obligations as of June 19, 2025,
under three loan agreements dated August 16, 2024, September 18, 2024, and October 17, 2024, in the total amount
of BGN 66,296 thousand, under the following terms and conditions:
- Loan amount – BGN 66,017 thousand;
- Repayment period – until July 31, 2028;
- Interest rate – 3.865% per annum on the drawn amount;
- Repayment method – monthly annuity installments.
As of December 31, 2025, the receivable amounted to BGN 54,455 thousand, with no past due installments.
Minproekt EAD
On 12 December 2024, a credit line agreement was signed between Bulgarian Energy Holding EAD and Minproekt
EAD to finance the operations of Minproekt EAD under the following conditions:
- Loan amount - up to BGN 3,000 thousand;
- Term of the agreement – 12 months from the date of the agreement;
- Interest rate - 3.275% per annum on the drawn amount.
On 24 April 2025, an annex was signed to change the term of the contract to 36 months from the date of the contract,
i.e. until 12 December 2027. As at 31 December 2025, the receivable amounted to BGN 3,000 thousand, with no past
due installments
ICGB AD
In October 2019, Bulgarian Energy Holding EAD and the European Investment Bank signed a Financing Agreement
for the construction of an IGB gas pipeline worth EUR 109.9 million, secured by a state financial guarantee from the
Republic of Bulgaria, the Guarantee Agreement for which has been ratified by the National Assembly. The loan is
provided to Bulgarian Energy Holding EAD as a shareholder in ICGB AD (project company). For its part, BEH EAD
transferred the loan financing to the project company through a Shareholder Loan Agreement dated October 2019 in
the same amount, under the same financial terms set out in the agreement with the European Investment Bank and
without additional margin for Bulgarian Energy Holding EAD.
- The first tranche amounting to EUR 30 million was utilized on 17 August 2020 under the following terms:
payment of interest twice a year in the amount of 0.259%, five-year grace period for principal payments,
payment of principal twice a year, the last installment being due on 17 August 2045.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
57
- The second tranche amounting to EUR 30 million was utilized on 18 January 2021 under the following terms:
payment of interest twice a year in the amount of 0.237%, five-year grace period for principal payments,
payment of principal twice a year. The deadline for the last installment is 18 January 2046.
- On 1 December 2021, a third tranche of EUR 30 million was drawn down under the following conditions:
payment of interest twice a year in the amount of 0.612%, five-year grace period for principal payments,
payment of principal twice a year. The deadline for the last due installment is 1 December 2046.
- The fourth tranche amounting to EUR 19.9 million was utilized on 29 September 2022 under the following
terms: payment of interest twice a year in the amount of 2.888%, five-year grace period for principal
payments, payment of principal twice a year. The deadline for the last due installment is 29 September 2047.
As of December 31, 2025, the receivable amounted to BGN 213,947 thousand, with no past due receivables.
33.2 Loans received from related parties
NPP Kozloduy EAD
On 5 July 2022 a loan agreement was signed with NPP Kozloduy EAD in the amount of BGN 37,865 thousand. The
loan was granted for the purpose of financing additional tasks assigned to Bulgartransgaz EAD to serve the public
under the orders of the Minister of Energy. The term of the contract is until 30 June 2 026 with a six-month grace
period for principal payments. The annual interest rate is 1.66%. As of December 31, 2025, the obligation amounted
to BGN 5,545 thousand (as of December 31, 2024: BGN 16,497 thousand).
On 18 October 2024 a loan agreement was signed with NPP Kozloduy EAD in the amount of BGN 25,000 thousand.
The loan was granted for the purpose of repayment of a loan for the financial year 2023 in accordance with Order №
3 of the Council of Ministers of 16 October 2024. The term of the agreement is three months and the final payment
date is 19 January 2025. The annual interest rate is 1.66%. As of 31 December 2025, the debt was paid off (December
31, 2024: BGN 25,087 thousand).
33.3 Receivable from the Ministry of Energy
By virtue of Council of Ministers Decision No. 576 dated August 27, 2026, in connection with Council of Ministers
Decree No. 168 dated August 27, 2025, the capital of Bulgarian Energy Holding EAD was increased by BGN
1,500,000 thousand. The funds are intended to finance structurally defining projects in the Energy sector, such as the
Chaira Pumped-Storage Hydroelectric Power Plant (PSHPP), Batak and Dospat plants, Units 7 and 8 of NPP
Kozloduy, hydroelectric power plants, upgrading of the gas transmission network, reconstruction of the electricity
transmission network, etc.
On 19 September 2025, funds in the amount of BGN 1,500,000 thousand were transferred to the account of Bulgarian
Energy Holding EAD. The share capital increase was registered in the Commercial Register and the Register of Non-
Profit Legal Entities on 26 September 2025.
Following the registration, an amount of BGN 1,050,000 thousand was transferred by Bulgarian Energy Holding EAD
to a third-party funds account of the Ministry of Energy, where they are held and accounted for as third -party funds
pursuant to §1, item 42 of the Additional Provisions of the Public Finance Act. The difference between the capital
increase and the funds returned to the Ministry of Energy, amounting to BGN 450,000 thousand, is designated for
projects of: Bulgarian Energy Holding EAD – BGN 250,000 thousand, Bulgartransgaz EAD – BGN 95,000 thousand,
and Electricity System Operator EAD – BGN 105,000 thousand.
In accordance with the provisions of the decree, the remaining portion of the held funds is periodically transferred to
Bulgarian Energy Holding EAD based on a reasoned request submitted to the Ministry of Energy for the financing of
payments arising from the company's operations.
When the funds are utilized for structurally defining projects operated by the subsidiaries, following the capital
increase of the respective subsidiary, the latter shall return the funds from the capital increase back to the third -party
funds account of the Ministry of Energy, and shall receive and expend them upon the submission of a reasoned request
on its part.
At the end of 2025, the subsidiary NPP Kozloduy EAD requested funds in the amount of BGN 250,000 thousand from
the Ministry of Energy for the development of Units 7 and 8 of NPP Kozloduy. The capital increase of NPP Kozloduy
EAD was entered in the Commercial Register and the Register of Non-Profit Legal Entities on December 4, 2025.
As of December 31, 2025, the available funds in the third-party funds account of the Ministry of Energy amounted to
BGN 800,000 thousand.
Separate Financial Statements
31 December 2025
57
- The second tranche amounting to EUR 30 million was utilized on 18 January 2021 under the following terms:
payment of interest twice a year in the amount of 0.237%, five-year grace period for principal payments,
payment of principal twice a year. The deadline for the last installment is 18 January 2046.
- On 1 December 2021, a third tranche of EUR 30 million was drawn down under the following conditions:
payment of interest twice a year in the amount of 0.612%, five-year grace period for principal payments,
payment of principal twice a year. The deadline for the last due installment is 1 December 2046.
- The fourth tranche amounting to EUR 19.9 million was utilized on 29 September 2022 under the following
terms: payment of interest twice a year in the amount of 2.888%, five-year grace period for principal
payments, payment of principal twice a year. The deadline for the last due installment is 29 September 2047.
As of December 31, 2025, the receivable amounted to BGN 213,947 thousand, with no past due receivables.
33.2 Loans received from related parties
NPP Kozloduy EAD
On 5 July 2022 a loan agreement was signed with NPP Kozloduy EAD in the amount of BGN 37,865 thousand. The
loan was granted for the purpose of financing additional tasks assigned to Bulgartransgaz EAD to serve the public
under the orders of the Minister of Energy. The term of the contract is until 30 June 2 026 with a six-month grace
period for principal payments. The annual interest rate is 1.66%. As of December 31, 2025, the obligation amounted
to BGN 5,545 thousand (as of December 31, 2024: BGN 16,497 thousand).
On 18 October 2024 a loan agreement was signed with NPP Kozloduy EAD in the amount of BGN 25,000 thousand.
The loan was granted for the purpose of repayment of a loan for the financial year 2023 in accordance with Order №
3 of the Council of Ministers of 16 October 2024. The term of the agreement is three months and the final payment
date is 19 January 2025. The annual interest rate is 1.66%. As of 31 December 2025, the debt was paid off (December
31, 2024: BGN 25,087 thousand).
33.3 Receivable from the Ministry of Energy
By virtue of Council of Ministers Decision No. 576 dated August 27, 2026, in connection with Council of Ministers
Decree No. 168 dated August 27, 2025, the capital of Bulgarian Energy Holding EAD was increased by BGN
1,500,000 thousand. The funds are intended to finance structurally defining projects in the Energy sector, such as the
Chaira Pumped-Storage Hydroelectric Power Plant (PSHPP), Batak and Dospat plants, Units 7 and 8 of NPP
Kozloduy, hydroelectric power plants, upgrading of the gas transmission network, reconstruction of the electricity
transmission network, etc.
On 19 September 2025, funds in the amount of BGN 1,500,000 thousand were transferred to the account of Bulgarian
Energy Holding EAD. The share capital increase was registered in the Commercial Register and the Register of Non-
Profit Legal Entities on 26 September 2025.
Following the registration, an amount of BGN 1,050,000 thousand was transferred by Bulgarian Energy Holding EAD
to a third-party funds account of the Ministry of Energy, where they are held and accounted for as third -party funds
pursuant to §1, item 42 of the Additional Provisions of the Public Finance Act. The difference between the capital
increase and the funds returned to the Ministry of Energy, amounting to BGN 450,000 thousand, is designated for
projects of: Bulgarian Energy Holding EAD – BGN 250,000 thousand, Bulgartransgaz EAD – BGN 95,000 thousand,
and Electricity System Operator EAD – BGN 105,000 thousand.
In accordance with the provisions of the decree, the remaining portion of the held funds is periodically transferred to
Bulgarian Energy Holding EAD based on a reasoned request submitted to the Ministry of Energy for the financing of
payments arising from the company's operations.
When the funds are utilized for structurally defining projects operated by the subsidiaries, following the capital
increase of the respective subsidiary, the latter shall return the funds from the capital increase back to the third -party
funds account of the Ministry of Energy, and shall receive and expend them upon the submission of a reasoned request
on its part.
At the end of 2025, the subsidiary NPP Kozloduy EAD requested funds in the amount of BGN 250,000 thousand from
the Ministry of Energy for the development of Units 7 and 8 of NPP Kozloduy. The capital increase of NPP Kozloduy
EAD was entered in the Commercial Register and the Register of Non-Profit Legal Entities on December 4, 2025.
As of December 31, 2025, the available funds in the third-party funds account of the Ministry of Energy amounted to
BGN 800,000 thousand.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
58
33.4 Trade and other receivables from related parties
The total amount of trade and other receivables from related parties for the current and prior reporting periods is
presented in the table below.
31 December
2025
31 December
2024
BGN’000 BGN’000
Sole owner
Ministry of Energy - 2
- Reinviced expenses - 2
Subsidiaries
NPP Kozloduy EAD 79,788 27
- Dividend from the profit for 2024 79,722 -
- Holding agreement 66 27
NPP Kozloduy EAD – impairment (3) -
79,785 27
Bulgargaz EAD 33 18
- Holding agreement 33 18
Bulgartransgaz EAD 47,260 257,705
- Dividend from the profit for 2022 and 2021 47,250 257,251
- Interest on dividend - 444
- Reinviced expenses 10 10
ESO EAD – impairment (10) (13)
47,250 257,692
Mini Maritsa Iztok EAD 9,077 8,619
- Assignment of CCB receivables 8,324 8,324
- Holding agreement 752 294
- Interests holding agreement 1 1
Mini Maritsa Iztok EAD – impairment (5,640) (6,077)
3,437 2,542
NEK EAD 113,362 16,384
- Dividend from the profit for 2024 107,620 -
- Assignments 5,687 16,111
- Holding agreement 55 273
NEK EAD - impairment (36) -
113,326 16,384
TPP Maritsa East 2 EAD 21,124 21,116
- Assignment of CCB receivables 21,070 21,070
- Holding agreement 54 46
TPP Maritsa East 2 EAD – impairment (14,254) (15,383)
6,870 5,733
250,701 282,398
Rescheduling agreement for dividend obligation of NPP Kozloduy EAD
As of December 31, 2025, receivables from NPP Kozloduy EAD consist of: Dividend receivables for the financial
year 2024 amounting to BGN 79,722 thousand and a receivable under a holding agreement amounting to BGN 66
thousand.
The total dividend payable by NPP Kozloduy EAD for the financial year 2024 amounted to BGN 199,722 thousand.
On August 8, 2025, the Board of Directors of Bulgarian Energy Holding EAD approved the conclusion of a
Rescheduling Agreement for dividend obligations payable for the financial year 2024 between NPP Kozloduy EAD
and Bulgarian Energy Holding EAD. The repayment period for the obligation is until February 28, 2026, at an agreed
annual interest rate of 3.915%.
The debtor has repaid a portion of the obligation amounting to BGN 120,000 thousand. The accrued interest income
under the dividend obligation rescheduling agreement for 2025 amounted to BGN 1,801 thousand.
Separate Financial Statements
31 December 2025
58
33.4 Trade and other receivables from related parties
The total amount of trade and other receivables from related parties for the current and prior reporting periods is
presented in the table below.
31 December
2025
31 December
2024
BGN’000 BGN’000
Sole owner
Ministry of Energy - 2
- Reinviced expenses - 2
Subsidiaries
NPP Kozloduy EAD 79,788 27
- Dividend from the profit for 2024 79,722 -
- Holding agreement 66 27
NPP Kozloduy EAD – impairment (3) -
79,785 27
Bulgargaz EAD 33 18
- Holding agreement 33 18
Bulgartransgaz EAD 47,260 257,705
- Dividend from the profit for 2022 and 2021 47,250 257,251
- Interest on dividend - 444
- Reinviced expenses 10 10
ESO EAD – impairment (10) (13)
47,250 257,692
Mini Maritsa Iztok EAD 9,077 8,619
- Assignment of CCB receivables 8,324 8,324
- Holding agreement 752 294
- Interests holding agreement 1 1
Mini Maritsa Iztok EAD – impairment (5,640) (6,077)
3,437 2,542
NEK EAD 113,362 16,384
- Dividend from the profit for 2024 107,620 -
- Assignments 5,687 16,111
- Holding agreement 55 273
NEK EAD - impairment (36) -
113,326 16,384
TPP Maritsa East 2 EAD 21,124 21,116
- Assignment of CCB receivables 21,070 21,070
- Holding agreement 54 46
TPP Maritsa East 2 EAD – impairment (14,254) (15,383)
6,870 5,733
250,701 282,398
Rescheduling agreement for dividend obligation of NPP Kozloduy EAD
As of December 31, 2025, receivables from NPP Kozloduy EAD consist of: Dividend receivables for the financial
year 2024 amounting to BGN 79,722 thousand and a receivable under a holding agreement amounting to BGN 66
thousand.
The total dividend payable by NPP Kozloduy EAD for the financial year 2024 amounted to BGN 199,722 thousand.
On August 8, 2025, the Board of Directors of Bulgarian Energy Holding EAD approved the conclusion of a
Rescheduling Agreement for dividend obligations payable for the financial year 2024 between NPP Kozloduy EAD
and Bulgarian Energy Holding EAD. The repayment period for the obligation is until February 28, 2026, at an agreed
annual interest rate of 3.915%.
The debtor has repaid a portion of the obligation amounting to BGN 120,000 thousand. The accrued interest income
under the dividend obligation rescheduling agreement for 2025 amounted to BGN 1,801 thousand.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
59
Agreement for the Deferral of Dividend Obligation of Bulgartransgaz EAD
On 11 September 2024 the Board of Directors of Bulgarian Energy Holding EAD determined the dividend payable
by Bulgartransgaz EAD for 2021 and 2022 in the total amount of BGN 257,251 thousand and conditions for its
rescheduling. On 9 December 2024, an agreement was concluded between the companies for the payment of the
obligation in three annual installments in December for the period 2025 - 2027, together with accrued interest. The
debtor shall pay interest on the principal amount of 3.275% if, on the first day of December of the year in which
payment is due, the amount of the same is lower than the value of the 1-month EURIBOR interest index.
On 25 April 2025, Annex No. 1 to the agreement was signed, which formalized the possibility of Bulgartransgaz EAD
to make an early partial repayment of its obligation in accordance with the debtor’s free cash resources as at the date
of its conclusion. On 5 May 2025, Bulgartransgaz EAD made a partial early repayment of an amount of BGN 40,000
thousand of the installment due for December 2025.
On 20 May 2025, Annex No. 2 to the agreement was signed, which formalized the possibility of Bulgartransgaz EAD
to make an early partial repayment of its obligation in accordance with the debtor’s free cash resources as at the date
of its conclusion. On 22 May 2025, Bulgartransgaz EAD made a partial early repayment in the amount of BGN 30,000
thousand of the installment due for December 2025.
On July 31, 2025, Amendment No. 3 to the agreement was concluded, whereby the parties agreed that Bulgartransgaz
EAD would make an early partial repayment by paying an amount of BGN 140,000 thousand. As of December 31,
2025, Bulgartransgaz EAD made payments amounting to BGN 140,000 thousand.
The accrued interest income under the dividend obligation rescheduling agreement for 2025 amounted to BGN 2,982
thousand.
As of December 31, 2025, the receivable amounted to BGN 47,250 thousand.
Assignment of Receivables Agreement for consideration (cession) between Bulgarian Energy Holding EAD, Mini
Maritsa-Iztok EAD, and NEK EAD
On December 5, 2024, an agreement for assignment of receivables (cession) was concluded between Bulgarian Energy
Holding EAD and Mini Maritsa-Iztok EAD, whereby the subsidiary assigned its receivable from AES-3C Maritsa
East I EOOD in the amount of BGN 27,642 thousand, representing compensation for unaccepted quantities of coal in
2023. The Holding paid a price amounting to BGN 27,592 thousand, of which a portion amounting to BGN 25,172
thousand was paid to Kauchuk AD to settle an obligation of Mini Maritsa-Iztok EAD, and the remaining balance of
BGN 2,420 thousand was offset against a counter-obligation of the subsidiary under a loan agreement dated August
16, 2024. The obligation will be paid to Bulgarian Energy Holding EAD by NEK EAD by virtue of a Triparti te
Agreement between NEK EAD, Mini Maritsa-Iztok EAD, and AES-3C Maritsa East I EOOD, pursuant to which NEK
EAD shall settle the obligation of AES-3C Maritsa East I EOOD to Mini Maritsa-Iztok EAD for unaccepted quantities
of coal in 2023 against an obligation of NEK EAD to AES-3C Maritsa East I EOOD under a Power Purchase
Agreement. As of December 31, 2025, the receivable of Bulgarian Energy Holding EAD from NEK EAD was settled.
On July 17, 2025, an agreement for assignment of receivables (cession) was concluded between Bulgarian Energy
Holding EAD and Mini Maritsa-Iztok EAD, whereby the subsidiary assigned its receivable from AES-3C Maritsa
East I EOOD in the amount of BGN 22,809 thousand, representing compensation for unaccepted quantities of coal in
2024. The Holding paid a price amounting to BGN 22,409 thousand, of which a portion amounting to BGN 18,950
thousand was paid to Menko Menkov & Partners Law Firm AD to settle an obligation of Mini Maritsa-Iztok EAD to
Inmat OOD and Gravis ES EOOD, and the remaining balance of BGN 3,459 thousand was offset against a counter -
obligation of the subsidiary under a loan agreement dated October 17, 2024. The obligation will be paid to Bulgarian
Energy Holding EAD by NEK EAD by virtue of a Tripartite Agreement between NEK EAD, Mini Maritsa-Iztok
EAD, and AES-3C Maritsa East I EOOD, pursuant to which NEK EAD shall settle the obligation of AES-3C Maritsa
East I EOOD to Mini Maritsa-Iztok EAD for unaccepted quantities of coal in 2024 against an obligation of NEK EAD
to AES-3C Maritsa East I EOOD under a Power Purchase Agreement.
As of December 31, 2025, the receivable of Bulgarian Energy Holding EAD from NEK EAD amounted to BGN 5,687
thousand, which includes the assigned receivable (cession) amounting to BGN 5,702 thousand and a price discount
amounting to BGN 15 thousand.
Separate Financial Statements
31 December 2025
59
Agreement for the Deferral of Dividend Obligation of Bulgartransgaz EAD
On 11 September 2024 the Board of Directors of Bulgarian Energy Holding EAD determined the dividend payable
by Bulgartransgaz EAD for 2021 and 2022 in the total amount of BGN 257,251 thousand and conditions for its
rescheduling. On 9 December 2024, an agreement was concluded between the companies for the payment of the
obligation in three annual installments in December for the period 2025 - 2027, together with accrued interest. The
debtor shall pay interest on the principal amount of 3.275% if, on the first day of December of the year in which
payment is due, the amount of the same is lower than the value of the 1-month EURIBOR interest index.
On 25 April 2025, Annex No. 1 to the agreement was signed, which formalized the possibility of Bulgartransgaz EAD
to make an early partial repayment of its obligation in accordance with the debtor’s free cash resources as at the date
of its conclusion. On 5 May 2025, Bulgartransgaz EAD made a partial early repayment of an amount of BGN 40,000
thousand of the installment due for December 2025.
On 20 May 2025, Annex No. 2 to the agreement was signed, which formalized the possibility of Bulgartransgaz EAD
to make an early partial repayment of its obligation in accordance with the debtor’s free cash resources as at the date
of its conclusion. On 22 May 2025, Bulgartransgaz EAD made a partial early repayment in the amount of BGN 30,000
thousand of the installment due for December 2025.
On July 31, 2025, Amendment No. 3 to the agreement was concluded, whereby the parties agreed that Bulgartransgaz
EAD would make an early partial repayment by paying an amount of BGN 140,000 thousand. As of December 31,
2025, Bulgartransgaz EAD made payments amounting to BGN 140,000 thousand.
The accrued interest income under the dividend obligation rescheduling agreement for 2025 amounted to BGN 2,982
thousand.
As of December 31, 2025, the receivable amounted to BGN 47,250 thousand.
Assignment of Receivables Agreement for consideration (cession) between Bulgarian Energy Holding EAD, Mini
Maritsa-Iztok EAD, and NEK EAD
On December 5, 2024, an agreement for assignment of receivables (cession) was concluded between Bulgarian Energy
Holding EAD and Mini Maritsa-Iztok EAD, whereby the subsidiary assigned its receivable from AES-3C Maritsa
East I EOOD in the amount of BGN 27,642 thousand, representing compensation for unaccepted quantities of coal in
2023. The Holding paid a price amounting to BGN 27,592 thousand, of which a portion amounting to BGN 25,172
thousand was paid to Kauchuk AD to settle an obligation of Mini Maritsa-Iztok EAD, and the remaining balance of
BGN 2,420 thousand was offset against a counter-obligation of the subsidiary under a loan agreement dated August
16, 2024. The obligation will be paid to Bulgarian Energy Holding EAD by NEK EAD by virtue of a Triparti te
Agreement between NEK EAD, Mini Maritsa-Iztok EAD, and AES-3C Maritsa East I EOOD, pursuant to which NEK
EAD shall settle the obligation of AES-3C Maritsa East I EOOD to Mini Maritsa-Iztok EAD for unaccepted quantities
of coal in 2023 against an obligation of NEK EAD to AES-3C Maritsa East I EOOD under a Power Purchase
Agreement. As of December 31, 2025, the receivable of Bulgarian Energy Holding EAD from NEK EAD was settled.
On July 17, 2025, an agreement for assignment of receivables (cession) was concluded between Bulgarian Energy
Holding EAD and Mini Maritsa-Iztok EAD, whereby the subsidiary assigned its receivable from AES-3C Maritsa
East I EOOD in the amount of BGN 22,809 thousand, representing compensation for unaccepted quantities of coal in
2024. The Holding paid a price amounting to BGN 22,409 thousand, of which a portion amounting to BGN 18,950
thousand was paid to Menko Menkov & Partners Law Firm AD to settle an obligation of Mini Maritsa-Iztok EAD to
Inmat OOD and Gravis ES EOOD, and the remaining balance of BGN 3,459 thousand was offset against a counter -
obligation of the subsidiary under a loan agreement dated October 17, 2024. The obligation will be paid to Bulgarian
Energy Holding EAD by NEK EAD by virtue of a Tripartite Agreement between NEK EAD, Mini Maritsa-Iztok
EAD, and AES-3C Maritsa East I EOOD, pursuant to which NEK EAD shall settle the obligation of AES-3C Maritsa
East I EOOD to Mini Maritsa-Iztok EAD for unaccepted quantities of coal in 2024 against an obligation of NEK EAD
to AES-3C Maritsa East I EOOD under a Power Purchase Agreement.
As of December 31, 2025, the receivable of Bulgarian Energy Holding EAD from NEK EAD amounted to BGN 5,687
thousand, which includes the assigned receivable (cession) amounting to BGN 5,702 thousand and a price discount
amounting to BGN 15 thousand.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
60
33.5 Related party transactions
The total amount of transactions with related parties for the current and prior reporting periods is presented in the
tables below. The income charged from dividends and the interest charged on overdue liabilities for dividends are
presented in note 5.
Sales to related parties Type of transactions 2025 2024
BGN’000 BGN’000
Sole owner
Ministry of Energy Motor vehicle costs 12 59
Subsidiaries and companies under common joint control
NPP Kozloduy EAD holding agreement services 562 513
other commercial - 43
Bulgargaz EAD holding agreement services 76 111
other commercial 15 -
Mini Maritsa Iztok EAD holding agreement services 1,485 554
late payment interest 2 6
NEK EAD holding agreement services 196 629
other commercial 2 -
TPP Maritsa East 2 EAD Greenhouse gas emission allowances 479,406 228,190
Agent service from the sale of CO 2
emissions 69 35
holding agreement services 289 196
asset sale - 2
NPP Kozloduy – New Builds
EAD other commercial 2 -
National Energy Operator EAD
(NEO) other commercial sales - 1
holding agreement services - 1
Minproekt EAD holding agreement services - 34
482,116 230,374
Purchases from related parties Type of transactions 2025 2024
BGN’000 BGN’000
Subsidiaries
Mini Maritsa-Iztok EAD purchased receivable (assignment) 22,809 27,642
other commercial 1 1
Bulgartel AD rent of fiber optic line and Internet 9 9
NPP Kozloduy EAD other commercial 2 4
NEK EAD property purchase - 272
other commercial - 1
22,821 27,929
33.6 Remuneration of key management staff
2025 2024
BGN’000 BGN’000
Remuneration (568) (542)
Social security contribution (26) (18)
Social costs (191) (121)
Unused annual leave and related social security contribution (8) (18)
(793) (699)
Separate Financial Statements
31 December 2025
60
33.5 Related party transactions
The total amount of transactions with related parties for the current and prior reporting periods is presented in the
tables below. The income charged from dividends and the interest charged on overdue liabilities for dividends are
presented in note 5.
Sales to related parties Type of transactions 2025 2024
BGN’000 BGN’000
Sole owner
Ministry of Energy Motor vehicle costs 12 59
Subsidiaries and companies under common joint control
NPP Kozloduy EAD holding agreement services 562 513
other commercial - 43
Bulgargaz EAD holding agreement services 76 111
other commercial 15 -
Mini Maritsa Iztok EAD holding agreement services 1,485 554
late payment interest 2 6
NEK EAD holding agreement services 196 629
other commercial 2 -
TPP Maritsa East 2 EAD Greenhouse gas emission allowances 479,406 228,190
Agent service from the sale of CO 2
emissions 69 35
holding agreement services 289 196
asset sale - 2
NPP Kozloduy – New Builds
EAD other commercial 2 -
National Energy Operator EAD
(NEO) other commercial sales - 1
holding agreement services - 1
Minproekt EAD holding agreement services - 34
482,116 230,374
Purchases from related parties Type of transactions 2025 2024
BGN’000 BGN’000
Subsidiaries
Mini Maritsa-Iztok EAD purchased receivable (assignment) 22,809 27,642
other commercial 1 1
Bulgartel AD rent of fiber optic line and Internet 9 9
NPP Kozloduy EAD other commercial 2 4
NEK EAD property purchase - 272
other commercial - 1
22,821 27,929
33.6 Remuneration of key management staff
2025 2024
BGN’000 BGN’000
Remuneration (568) (542)
Social security contribution (26) (18)
Social costs (191) (121)
Unused annual leave and related social security contribution (8) (18)
(793) (699)
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
61
34.Non-cash transactions
During the reporting period, the Company carried out the following investment and financial transactions, in which
cash and cash equivalents were not used, and which are not reflected in the cash flow statements:
- Set-off of a liability of Bulgarian Energy Holding EAD for thermal energy for the period December 2024 to
November 2025 against a receivable of Bulgarian Energy Holding EAD for interest under the Agreement
dated 15 September 2022 with Toplofikatsia Sofia EAD, amounting to BGN 17 thousand;
- Partial set-off of an amount due from Bulgarian Energy Holding EAD to Mini Maritsa-Iztok EAD under a
receivable transfer (cession) agreement in the amount of BGN 3,459 thousand against an installment under a
loan agreement of Mini Maritsa-Iztok EAD.
35. Provisions, commitments, lease contracts, and contingent liabilities
Litigation and claims arise in the Company’s normal course of activity. According to the Company’s Management,
the costs required to resolve these disputes and claims will not have a material impact on the financial position and
cash flows in future financial periods.
Bulgarian Energy Holding EAD, as the parent company, is committed to providing financial and operational support
to the group companies and has no plans or intentions to cease operations so that they will continue to operate as going
concerns and will settle their obligations in accordance with their due dates and related terms.
Proceedings by the European Commission against Bulgarian Energy Holding EAD – Case
COMP/B1/АТ.39849 – BEH gas
The case concerns a possible violation of Article 102 TFEU in relation to alleged actions by BEH EAD and its
subsidiaries Bulgargaz EAD and Bulgartransgaz EAD aimed at:
• preventing their competitors from gaining access to key gas infrastructure (gas transmission network and natural
gas storage facility) in Bulgaria, explicitly or implicitly denying access to third parties or causing delays;
• preventing competitors from receiving access to a main gas import transmission network by reserving a
capacity, which remains unused.
The proceedings were instituted in 2013 with a view to adopting a decision under Chapter 3 (Articles 7 to 10) of
Regulation 1/2003.
On 23 March 2015, the EC issued a Statement of Objections. Bulgarian Energy Holding EAD and its gas subsidiaries
submitted their respective responses to the European Commission on 9 July 2015 (Bulgargaz EAD), 10 July 2015
(Bulgarian Energy Holding EAD) and 17 July 2015 (Bulgartransgaz EAD).
On 24 November 2017, a decision was made by the 44th National Assembly of the Republic of Bulgaria to take the
necessary action for the termination of Case COMP/B1/AT.39849 – BEH Gas, by which the National Assembly
supports the termination of the case under the procedure of Art. 7 of Regulation (EU) No. 1/2003 without admission
of the alleged infringements and without taking responsibility for them, fulfilling the obligations resulting from any
prohibitive decision, including any financial penalties. Currently, the European Commission has not made any official
decision to close the case, including regarding the possible amount of the financial sanction.
On 26 July 2018, a decision was adopted by the 44 th National Assembly of the Republic of Bulgaria for taking actions
for termination of Case COMP/B1/AT.39849 – BEH Gas pursuant to Art. 9 of Regulation (EC) No. 1/2003 by entering
into commitments by the Bulgarian side and reaching an agreement with the Euro pean Commission. The second
decision of the National Assembly is jusitified by the development of case COMP/B1/AT.39816 between the EC and
Gazprom, where on 24 May 2018 the Commission announced that an agreement had been reached and it was
terminated pursuant to Art. 9 of Regulation (EC) No. 1/2003 without a financial penalty.
On 17 December 2018, the European Commission notified the adoption of Decision C(2018)8806 in Case AT.39849
BEH-Gas by which the European Commission imposed a fine of EUR 77,068,000 on Bulgarian Energy Holding EAD
(BEH), its gas supply subsidiary Bulgargaz EAD and its gas infrastructure subsidiary Bulgartransgaz EAD (the BEH
Group) for blocking competitors' access to key gas infrastructure in Bulgaria in breach of EU antitrust rules. The
decision was received in the offices of the three companies on 19 December 2018, which set the start of the appeal
period of the EC Decision (two months and ten days after notification of the Decision to the parties), and for payment
of the fine (three months after the notification of the Decision to the parties) set therein . Appealing the decision does
not delay payment of the fine.
Separate Financial Statements
31 December 2025
61
34.Non-cash transactions
During the reporting period, the Company carried out the following investment and financial transactions, in which
cash and cash equivalents were not used, and which are not reflected in the cash flow statements:
- Set-off of a liability of Bulgarian Energy Holding EAD for thermal energy for the period December 2024 to
November 2025 against a receivable of Bulgarian Energy Holding EAD for interest under the Agreement
dated 15 September 2022 with Toplofikatsia Sofia EAD, amounting to BGN 17 thousand;
- Partial set-off of an amount due from Bulgarian Energy Holding EAD to Mini Maritsa-Iztok EAD under a
receivable transfer (cession) agreement in the amount of BGN 3,459 thousand against an installment under a
loan agreement of Mini Maritsa-Iztok EAD.
35. Provisions, commitments, lease contracts, and contingent liabilities
Litigation and claims arise in the Company’s normal course of activity. According to the Company’s Management,
the costs required to resolve these disputes and claims will not have a material impact on the financial position and
cash flows in future financial periods.
Bulgarian Energy Holding EAD, as the parent company, is committed to providing financial and operational support
to the group companies and has no plans or intentions to cease operations so that they will continue to operate as going
concerns and will settle their obligations in accordance with their due dates and related terms.
Proceedings by the European Commission against Bulgarian Energy Holding EAD – Case
COMP/B1/АТ.39849 – BEH gas
The case concerns a possible violation of Article 102 TFEU in relation to alleged actions by BEH EAD and its
subsidiaries Bulgargaz EAD and Bulgartransgaz EAD aimed at:
• preventing their competitors from gaining access to key gas infrastructure (gas transmission network and natural
gas storage facility) in Bulgaria, explicitly or implicitly denying access to third parties or causing delays;
• preventing competitors from receiving access to a main gas import transmission network by reserving a
capacity, which remains unused.
The proceedings were instituted in 2013 with a view to adopting a decision under Chapter 3 (Articles 7 to 10) of
Regulation 1/2003.
On 23 March 2015, the EC issued a Statement of Objections. Bulgarian Energy Holding EAD and its gas subsidiaries
submitted their respective responses to the European Commission on 9 July 2015 (Bulgargaz EAD), 10 July 2015
(Bulgarian Energy Holding EAD) and 17 July 2015 (Bulgartransgaz EAD).
On 24 November 2017, a decision was made by the 44th National Assembly of the Republic of Bulgaria to take the
necessary action for the termination of Case COMP/B1/AT.39849 – BEH Gas, by which the National Assembly
supports the termination of the case under the procedure of Art. 7 of Regulation (EU) No. 1/2003 without admission
of the alleged infringements and without taking responsibility for them, fulfilling the obligations resulting from any
prohibitive decision, including any financial penalties. Currently, the European Commission has not made any official
decision to close the case, including regarding the possible amount of the financial sanction.
On 26 July 2018, a decision was adopted by the 44 th National Assembly of the Republic of Bulgaria for taking actions
for termination of Case COMP/B1/AT.39849 – BEH Gas pursuant to Art. 9 of Regulation (EC) No. 1/2003 by entering
into commitments by the Bulgarian side and reaching an agreement with the Euro pean Commission. The second
decision of the National Assembly is jusitified by the development of case COMP/B1/AT.39816 between the EC and
Gazprom, where on 24 May 2018 the Commission announced that an agreement had been reached and it was
terminated pursuant to Art. 9 of Regulation (EC) No. 1/2003 without a financial penalty.
On 17 December 2018, the European Commission notified the adoption of Decision C(2018)8806 in Case AT.39849
BEH-Gas by which the European Commission imposed a fine of EUR 77,068,000 on Bulgarian Energy Holding EAD
(BEH), its gas supply subsidiary Bulgargaz EAD and its gas infrastructure subsidiary Bulgartransgaz EAD (the BEH
Group) for blocking competitors' access to key gas infrastructure in Bulgaria in breach of EU antitrust rules. The
decision was received in the offices of the three companies on 19 December 2018, which set the start of the appeal
period of the EC Decision (two months and ten days after notification of the Decision to the parties), and for payment
of the fine (three months after the notification of the Decision to the parties) set therein . Appealing the decision does
not delay payment of the fine.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
62
On 18 March 2019, ING Bank NV issued two unsecured bank guarantees in favor of the EC with a total amount equal
to the amount of the fine of EUR 77,068,000, as follows:
- a bank guarantee in the amount of EUR 51,379 thousand, covering 2/3 of the total amount of the fine, securing
the liabilities of Bulgarian Energy Holding EAD and Bulgargaz EAD;
- bank guarantee in the amount of EUR 25,689 thousand, which guarantees the liability of Bulgartransgaz
EAD for the imposed sanction.
On 4 July 2019, the Bulgarian State, through the Ministry of Foreign Affairs, filed an application to intervene in the
case in support of BEH EAD and its gas subsidiaries.
On 26 August 2019, the European Commission presented before the General Court its Defense in response to the
complaint lodged by Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD.
On 29 November 2019, Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD filed an
Opposition against the European Commission Defense.
On 20 February 2020, the Republic of Bulgaria filed through the Ministry of Foreign Affairs, within the period
specified by the General Court of the European Union, the official position of the Republic of Bulgaria on Case Т -
136/19, submitted by the Ministry of Energy and the Ministry Foreign Affairs, whereby the State intervened in support
of Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD against the European Commission,
before the General Court of the European Union. The General Court examines additional documents and requested
information in order to clarify all the circumstances involved in the case. By letter of 14 March 2022, the Court
requested the European Commission to provide non-confidential versions of the documents listed by the Court.
On 29 September 2022, the court session ended with oral hearings under the BEH Gas case, within which the parties
summarized their positions and the court asked questions that were addressed by the parties.
On 25 October 2023, the court of first instance rendered a Decision in favor of Bulgarian Energy Holding EAD,
Bulgartransgaz EAD and Bulgargaz EAD, with which it completely annulled the fine imposed by the European
Commission on the three BEH Group companies in the amount of EUR 77,068,000.
On 11 January 2024, the European Commission filed an appeal against the decision of the court of first instance,
requesting the annulment of the Decision of the General Court in its entirety.
Based on the appeal, case C-14/24 R was brought before the Court of Justice of the European Union - European
Commission against Bulgarian Energy Holding EAD and others.
On 29 March 2024, BEH-Group filed a reply to the European Commission's complaint with the Court of Justice of
the European Union.
On 22 July 2024, the European Commission submitted a counter-answer to the Court of Justice of the European Union.
On 30 September, BEH-Group provided a response.
On 30 September 2024, Bulgarian Energy Holding EAD, Bulgartransgaz EAD and Bulgargaz EAD, and the State,
filed replies to the European Commission's complaint in Case C-14/24 before the Court of Justice of the European
Union.
On 5 November 2024, the Court of Justice of the EU notified the parties that the written procedure was closed.
The Bulgarian side has also submitted a justification for the Court to allow oral hearings as at first instance. Oral
hearings in the case are expected in the second quarter of 2025.
On December 10, 2025, an oral hearing of the parties in Case C-14/24 P was held before the Court of Justice of the
European Union in Luxembourg.
On April 23, 2026, the Advocate General presented their opinion on the case. A final judgment of the CJEU is expected
to be rendered by the end of 2026, and therefore the provision has been reclassified as a current liability.
As of December 31, 2025, the company recognized a provision in connection with Case COMP/B1/AT.39849 – BEH
gas in the amount of BGN 53,715 thousand (31 December 2024: BGN 53,715 thousand). No additional provision was
recognized in 2025.
Separate Financial Statements
31 December 2025
62
On 18 March 2019, ING Bank NV issued two unsecured bank guarantees in favor of the EC with a total amount equal
to the amount of the fine of EUR 77,068,000, as follows:
- a bank guarantee in the amount of EUR 51,379 thousand, covering 2/3 of the total amount of the fine, securing
the liabilities of Bulgarian Energy Holding EAD and Bulgargaz EAD;
- bank guarantee in the amount of EUR 25,689 thousand, which guarantees the liability of Bulgartransgaz
EAD for the imposed sanction.
On 4 July 2019, the Bulgarian State, through the Ministry of Foreign Affairs, filed an application to intervene in the
case in support of BEH EAD and its gas subsidiaries.
On 26 August 2019, the European Commission presented before the General Court its Defense in response to the
complaint lodged by Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD.
On 29 November 2019, Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD filed an
Opposition against the European Commission Defense.
On 20 February 2020, the Republic of Bulgaria filed through the Ministry of Foreign Affairs, within the period
specified by the General Court of the European Union, the official position of the Republic of Bulgaria on Case Т -
136/19, submitted by the Ministry of Energy and the Ministry Foreign Affairs, whereby the State intervened in support
of Bulgarian Energy Holding EAD, Bulgargaz EAD and Bulgartransgaz EAD against the European Commission,
before the General Court of the European Union. The General Court examines additional documents and requested
information in order to clarify all the circumstances involved in the case. By letter of 14 March 2022, the Court
requested the European Commission to provide non-confidential versions of the documents listed by the Court.
On 29 September 2022, the court session ended with oral hearings under the BEH Gas case, within which the parties
summarized their positions and the court asked questions that were addressed by the parties.
On 25 October 2023, the court of first instance rendered a Decision in favor of Bulgarian Energy Holding EAD,
Bulgartransgaz EAD and Bulgargaz EAD, with which it completely annulled the fine imposed by the European
Commission on the three BEH Group companies in the amount of EUR 77,068,000.
On 11 January 2024, the European Commission filed an appeal against the decision of the court of first instance,
requesting the annulment of the Decision of the General Court in its entirety.
Based on the appeal, case C-14/24 R was brought before the Court of Justice of the European Union - European
Commission against Bulgarian Energy Holding EAD and others.
On 29 March 2024, BEH-Group filed a reply to the European Commission's complaint with the Court of Justice of
the European Union.
On 22 July 2024, the European Commission submitted a counter-answer to the Court of Justice of the European Union.
On 30 September, BEH-Group provided a response.
On 30 September 2024, Bulgarian Energy Holding EAD, Bulgartransgaz EAD and Bulgargaz EAD, and the State,
filed replies to the European Commission's complaint in Case C-14/24 before the Court of Justice of the European
Union.
On 5 November 2024, the Court of Justice of the EU notified the parties that the written procedure was closed.
The Bulgarian side has also submitted a justification for the Court to allow oral hearings as at first instance. Oral
hearings in the case are expected in the second quarter of 2025.
On December 10, 2025, an oral hearing of the parties in Case C-14/24 P was held before the Court of Justice of the
European Union in Luxembourg.
On April 23, 2026, the Advocate General presented their opinion on the case. A final judgment of the CJEU is expected
to be rendered by the end of 2026, and therefore the provision has been reclassified as a current liability.
As of December 31, 2025, the company recognized a provision in connection with Case COMP/B1/AT.39849 – BEH
gas in the amount of BGN 53,715 thousand (31 December 2024: BGN 53,715 thousand). No additional provision was
recognized in 2025.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
63
Lease contracts
The lease liabilities of the Company are as follows:
31 December 2025 31 December 2024
Minimum
lease
installments
Discounting
Present
value of the
installments
Minimum
lease
installments
Discounting
Present
value of the
installments
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Within one year 239 (14) 225 281 (17) 264
Between two and five
years 362 (24) 338 503 (29) 474
Over five years 92 (2) 90 144 (4) 140
Total minimum lease
installments under lease
contracts
693 (40) 653 928 (50) 878
The Company has entered into the following lease contracts:
Bulgarian Energy Holding EAD has leased portions of real estate for administrative purposes for a term from April
2032, with an option to extend for up to 5 years. The monthly lease payment under the agreement amounts to BGN 6
thousand, excluding VAT. To determine the present value of the lease liabilities, Bulgarian Energy Holding EAD
used a discount rate of 2.45%, which is the interest rate obtained by the company when financing its operations during
the past year and corresponds to market levels. As of December 31, 2025, the present value of the obligation amounted
to BGN 402 thousand.
The Company has leased 8 motor vehicles under lease contracts. The term of the agreements is 4 years. The calculated
annual interest rates for vehicle leases range from 0.98% to 3.99%. As of December 31, 2025, the present value of the
obligation amounted to BGN 251 thousand.
The assets are used only by the Company and there are no sublease agreements in place.
Amounts, recognized in the profit or loss statement:
- Depreciation and amortization expenses amounting to BGN 553 thousand;
- Interest expenses amounting to BGN 14 thousand.
The total leasing cash flow in 2024 is as follows:
- Payment related to the lease contracts – BGN 307 thousand.
Other
The latest tax inspections of the Company were carried out by the tax administration as follows:
• Corporate tax – until 31 December 2022;
• VAT – until 31 October 2022;
• Personal income tax – check for the month of November 2022;
• Social security insurance – until 31 December 2008.
The Company Management does not believe that there are any material risks as a result of the dynamic fiscal and
regulatory environment in Bulgaria that would require adjustments to the financial statements for the year ending 31
December 2025.
36. Financial Risk Management Objectives and Policy
The Company owns financial assets consisting of trade receivables, loans granted to subsidiaries, cash and short-term
deposits that arise directly from the activity.
The Company's financial liabilities include bond issue, bank loan, borrowings from related parties and trade payables.
The main purpose of the loans is to provide financing to the Company activity.
Separate Financial Statements
31 December 2025
63
Lease contracts
The lease liabilities of the Company are as follows:
31 December 2025 31 December 2024
Minimum
lease
installments
Discounting
Present
value of the
installments
Minimum
lease
installments
Discounting
Present
value of the
installments
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Within one year 239 (14) 225 281 (17) 264
Between two and five
years 362 (24) 338 503 (29) 474
Over five years 92 (2) 90 144 (4) 140
Total minimum lease
installments under lease
contracts
693 (40) 653 928 (50) 878
The Company has entered into the following lease contracts:
Bulgarian Energy Holding EAD has leased portions of real estate for administrative purposes for a term from April
2032, with an option to extend for up to 5 years. The monthly lease payment under the agreement amounts to BGN 6
thousand, excluding VAT. To determine the present value of the lease liabilities, Bulgarian Energy Holding EAD
used a discount rate of 2.45%, which is the interest rate obtained by the company when financing its operations during
the past year and corresponds to market levels. As of December 31, 2025, the present value of the obligation amounted
to BGN 402 thousand.
The Company has leased 8 motor vehicles under lease contracts. The term of the agreements is 4 years. The calculated
annual interest rates for vehicle leases range from 0.98% to 3.99%. As of December 31, 2025, the present value of the
obligation amounted to BGN 251 thousand.
The assets are used only by the Company and there are no sublease agreements in place.
Amounts, recognized in the profit or loss statement:
- Depreciation and amortization expenses amounting to BGN 553 thousand;
- Interest expenses amounting to BGN 14 thousand.
The total leasing cash flow in 2024 is as follows:
- Payment related to the lease contracts – BGN 307 thousand.
Other
The latest tax inspections of the Company were carried out by the tax administration as follows:
• Corporate tax – until 31 December 2022;
• VAT – until 31 October 2022;
• Personal income tax – check for the month of November 2022;
• Social security insurance – until 31 December 2008.
The Company Management does not believe that there are any material risks as a result of the dynamic fiscal and
regulatory environment in Bulgaria that would require adjustments to the financial statements for the year ending 31
December 2025.
36. Financial Risk Management Objectives and Policy
The Company owns financial assets consisting of trade receivables, loans granted to subsidiaries, cash and short-term
deposits that arise directly from the activity.
The Company's financial liabilities include bond issue, bank loan, borrowings from related parties and trade payables.
The main purpose of the loans is to provide financing to the Company activity.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
64
The main risks arising from the Company’s financial instruments are liquidity risk, currency risk and credit risk.
Current risks are identified, measured and monitored using various control mechanisms introduced to determine
adequate prices for the services offered by the Company, as well as to adequately assess the market circumstances of
the investments made by it and the forms of maintenance of the free liquidity, without allowing an unjustified
concentration of risk and others. The Company’s risk manage ment is currently conducted by the management and the
relevant structural units, depending on the type and specificity of the different kind of risk to which the Company is
exposed in its activities.
36.1 Categories of financial instruments
The carrying amounts of financial assets and liabilities of the Company may be presented in the following categories:
31 December 31 December
Financial assets 2025 2024
BGN’000 BG’000
Financial assets at fair value through other comprehensive income:
Stock traded shares 2,424 885
Debt instruments at amortized cost
Loans granted to related parties 1,925,255 1,856,369
Receivable from the Ministry of Energy 800,000 -
Trade and other receivables from related parties 250,701 282,398
Trade and other receivables, incl. from Toplofikatsia Sofia EAD 52,483 12,140
3,028,439 2,150,907
Cash 275,772 313,041
3,306,635 2,464,833
31 December 31 December
Financial liabilities 2025 2024
BGN’000 BGN’000
Financial liabilities, reported at amortized cost:
Bond issues 2,772,967 2,378,371
Loan from the European Investment Bank 213,947 215,380
Loans from related parties 5,545 41,584
Trade and other payables 3,842 4,846
2,996,301 2,640,181
Note 4.8 discloses information regarding the accounting policy for each category of financial instruments. The
methods used to evaluate the fair values of financial assets and liabilities at fair value are disclosed in note 4.9. A
description of the policy and the purposes for the risk management of the Company regarding financial instruments is
presented below.
36.2 Liquidity risk
Liquidity risk arises if the Company fails to meet its obligations when they become due. The Company applies an
approach that provides the necessary liquidity to meet the obligations under normal or stressful conditions, without
incurring unacceptable losses.
One of the objectives of the holding is to provide, if necessary, financial resources to the subsidiaries to maintain their
operating activities, as well as to implement strategic projects.
The Company finances the operating activities of the companies in the Group in two ways:
• Internal financing, within the economic group, by redistribution of the free cash resource. Bulgarian Energy
Holding EAD acts as an intermediary between the companies by coordinating the relations between them, or
accepting free-cash resources and granting such to the Company in need by monitoring the transactions at
market levels. Granting cash (loans) to companies is made under the same conditions under which the resources
have been received from the subsidiaries plus, a relevant spread.
Separate Financial Statements
31 December 2025
64
The main risks arising from the Company’s financial instruments are liquidity risk, currency risk and credit risk.
Current risks are identified, measured and monitored using various control mechanisms introduced to determine
adequate prices for the services offered by the Company, as well as to adequately assess the market circumstances of
the investments made by it and the forms of maintenance of the free liquidity, without allowing an unjustified
concentration of risk and others. The Company’s risk manage ment is currently conducted by the management and the
relevant structural units, depending on the type and specificity of the different kind of risk to which the Company is
exposed in its activities.
36.1 Categories of financial instruments
The carrying amounts of financial assets and liabilities of the Company may be presented in the following categories:
31 December 31 December
Financial assets 2025 2024
BGN’000 BG’000
Financial assets at fair value through other comprehensive income:
Stock traded shares 2,424 885
Debt instruments at amortized cost
Loans granted to related parties 1,925,255 1,856,369
Receivable from the Ministry of Energy 800,000 -
Trade and other receivables from related parties 250,701 282,398
Trade and other receivables, incl. from Toplofikatsia Sofia EAD 52,483 12,140
3,028,439 2,150,907
Cash 275,772 313,041
3,306,635 2,464,833
31 December 31 December
Financial liabilities 2025 2024
BGN’000 BGN’000
Financial liabilities, reported at amortized cost:
Bond issues 2,772,967 2,378,371
Loan from the European Investment Bank 213,947 215,380
Loans from related parties 5,545 41,584
Trade and other payables 3,842 4,846
2,996,301 2,640,181
Note 4.8 discloses information regarding the accounting policy for each category of financial instruments. The
methods used to evaluate the fair values of financial assets and liabilities at fair value are disclosed in note 4.9. A
description of the policy and the purposes for the risk management of the Company regarding financial instruments is
presented below.
36.2 Liquidity risk
Liquidity risk arises if the Company fails to meet its obligations when they become due. The Company applies an
approach that provides the necessary liquidity to meet the obligations under normal or stressful conditions, without
incurring unacceptable losses.
One of the objectives of the holding is to provide, if necessary, financial resources to the subsidiaries to maintain their
operating activities, as well as to implement strategic projects.
The Company finances the operating activities of the companies in the Group in two ways:
• Internal financing, within the economic group, by redistribution of the free cash resource. Bulgarian Energy
Holding EAD acts as an intermediary between the companies by coordinating the relations between them, or
accepting free-cash resources and granting such to the Company in need by monitoring the transactions at
market levels. Granting cash (loans) to companies is made under the same conditions under which the resources
have been received from the subsidiaries plus, a relevant spread.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
65
Interest rates on cash loans and deposits are based on market levels. The interest rates on cash loans and foreign
currency deposits are linked to a rate that is the market rate for such transactions during the transaction period
(floating or fixed).
• External financing – in case of shortage of funds in the economic group, Bulgarian Energy Holding EAD may
take actions for external financing. This is a preferred way to raise funds for investment projects.
As of 31 December 2025, the maturity structure of the Company's financial liabilities, based on agreed undiscounted
payments, is set out below:
As of 31 December
2025
Carrying
amount
Agreed cash
flows
6 months or
less
6-12
months 1-2 years 2-5 years over 5
years
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Bond issues 2,772,967 3,252,154 95,249 95,249 95,249 2,966,407 -
Loan from the
European Investment
Bank
213,947 234,882 3,747 6,125 11,275 36,196 177,539
Loans from related
parties 5,545 5,572 5,572 - - - -
Trade and other
liabilities 3,842 3,881 1,084 2,297 181 227 92
2,996,301 3,496,489 105,652 103,671 106,705 3,002,830 177,631
As of 31 December
2024
Carrying
amount
Agreed
cash flows
6 months
or less
6-12
months
1-2
years 2-5 years over 5
years
thousand
BGN
thousand
BGN
thousand
BGN
thousand
BGN
thousand
BGN
thousand
BGN
thousand
BGN
Bond issues 2,378,371 2,503,072 1,214,570 28,751 28,751 1,231,000 -
Loan from EIB 215,380 237,135 886 2,318 8,921 35,492 189,518
Loans from related
parties 41,584 41,738 30,595 5,571 5,572 - -
Trade and other
liabilities 4,846 4,896 1,911 2,308 255 273 149
2,640,181 2,786,841 1,247,962 38,948 43,499 1,266,765 189,667
36.3 Interest rate risk
The Company is exposed to risks from changes in market interest rates primarily on financial assets and liabilities
with variable (floating) interest rate.
In the structure of the Company’s assets, interest -bearing assets are represented by cash, bank deposits and loans
granted, the majority of which have a fixed interest rate. The Company also has loans with a combined structure of
interest rates on loans, which contains two components – fixed and variable. The policy of the Company is to grant
cash at a fixed interest rate higher than that of the borrowed funds, including renegotiation of interest rates on existing
loans. This minimizes the likelihood of a change in the unfavorable direction of cash flows.
The borrowings of the Company are in the form of long-term and short-term loans and have a fixed interest rate.
The following table illustrates the sensitivity of the annual net financial result after tax and of equity to a possible
change in interest rates on loans with a floating rate based on BIR in Bulgaria, amounting to +/- 0.01 % (for 2024 +/-
0.01%). These changes are determined to be likely based on observations of current market conditions. The
calculations are based on the change in the average market interest rate and the financial instruments held by the
Company at the end of the reporting period, which are sensitive to changes in the interest rate. All other parameters
are assumed to be constant. There is no effect on other components of the Company’s equity.
Separate Financial Statements
31 December 2025
65
Interest rates on cash loans and deposits are based on market levels. The interest rates on cash loans and foreign
currency deposits are linked to a rate that is the market rate for such transactions during the transaction period
(floating or fixed).
• External financing – in case of shortage of funds in the economic group, Bulgarian Energy Holding EAD may
take actions for external financing. This is a preferred way to raise funds for investment projects.
As of 31 December 2025, the maturity structure of the Company's financial liabilities, based on agreed undiscounted
payments, is set out below:
As of 31 December
2025
Carrying
amount
Agreed cash
flows
6 months or
less
6-12
months 1-2 years 2-5 years over 5
years
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Bond issues 2,772,967 3,252,154 95,249 95,249 95,249 2,966,407 -
Loan from the
European Investment
Bank
213,947 234,882 3,747 6,125 11,275 36,196 177,539
Loans from related
parties 5,545 5,572 5,572 - - - -
Trade and other
liabilities 3,842 3,881 1,084 2,297 181 227 92
2,996,301 3,496,489 105,652 103,671 106,705 3,002,830 177,631
As of 31 December
2024
Carrying
amount
Agreed
cash flows
6 months
or less
6-12
months
1-2
years 2-5 years over 5
years
thousand
BGN
thousand
BGN
thousand
BGN
thousand
BGN
thousand
BGN
thousand
BGN
thousand
BGN
Bond issues 2,378,371 2,503,072 1,214,570 28,751 28,751 1,231,000 -
Loan from EIB 215,380 237,135 886 2,318 8,921 35,492 189,518
Loans from related
parties 41,584 41,738 30,595 5,571 5,572 - -
Trade and other
liabilities 4,846 4,896 1,911 2,308 255 273 149
2,640,181 2,786,841 1,247,962 38,948 43,499 1,266,765 189,667
36.3 Interest rate risk
The Company is exposed to risks from changes in market interest rates primarily on financial assets and liabilities
with variable (floating) interest rate.
In the structure of the Company’s assets, interest -bearing assets are represented by cash, bank deposits and loans
granted, the majority of which have a fixed interest rate. The Company also has loans with a combined structure of
interest rates on loans, which contains two components – fixed and variable. The policy of the Company is to grant
cash at a fixed interest rate higher than that of the borrowed funds, including renegotiation of interest rates on existing
loans. This minimizes the likelihood of a change in the unfavorable direction of cash flows.
The borrowings of the Company are in the form of long-term and short-term loans and have a fixed interest rate.
The following table illustrates the sensitivity of the annual net financial result after tax and of equity to a possible
change in interest rates on loans with a floating rate based on BIR in Bulgaria, amounting to +/- 0.01 % (for 2024 +/-
0.01%). These changes are determined to be likely based on observations of current market conditions. The
calculations are based on the change in the average market interest rate and the financial instruments held by the
Company at the end of the reporting period, which are sensitive to changes in the interest rate. All other parameters
are assumed to be constant. There is no effect on other components of the Company’s equity.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
66
Effect on net financial result after taxes
Interest rate increase Interest rate decrease
BGN’000 BGN’000
2025
Receivables from Toplofikatsia Sofia EAD,
linked to the interest rate on the ECB's main
refinancing operations
24 (24)
2024
Receivables from Toplofikatsia Sofia EAD,
bound by the BIR 13 (13)
36.4 Currency risk
As of 31 December 2025, the Company has liabilities in currencies, other than BGN. During the year, the Company
also performed transactions in EUR in connection with absorbed bond issues, purchase of greenhouse gas emission
allowances, technical and other services received.
Bulgarian Energy Holding EAD also holds financial assets at fair value through other comprehensive income,
comprising publicly traded shares of a Romanian company, the amount of which is immaterial to the company's
financial statements.
Effective from January 1, 2026, the Republic of Bulgaria introduces the euro as the country's official currency at a
fixed exchange rate of the Bulgarian lev to the euro; therefore, as of December 31, 2025, currency risk arising from
the transactions described above does not exist.
36.5 Credit risk
In performing its activities, the Company is exposed to credit risk, which is related to the risk that some of its
counterparties will not be able to fully meet their obligations in the usual timeframe. The receivables of the Company
are presented in the statement of financial position in net amount, after deduction of impairment charges. Such
impairments are made for those receivables where and when there were events identifying losses from uncollectibility
based on previous experience.
The Company has a significant concentration of credit risk associated with receivables from related companies and
commercial counterparties under cession contracts. The Company undertakes the following precautionary measures:
• under the loan contracts – lien of machinery and equipment, mortgages on property and others;
• for trade and other receivables that are overdue and were not secured upon their origination, deferred payment
arrangements are concluded and a collateral of not less than the initially recognized amount of the claim is
negotiated;
• for the remaining contracts, which are not secured in advance, the following usual actions are taken in cases
of default in due payment - set-off of liabilities to the Company against overdue receivables from the same,
and if the amount of the liabilities does not cover the receivable, other out-of-court settlement options are
sought.
The Company is currently monitoring and analyzing the servicing of the receivables, the reasons for the defaults and
the changes in the financial capacity of debtor companies, and the status and quality of the collaterals received is
controlled.
Separate Financial Statements
31 December 2025
66
Effect on net financial result after taxes
Interest rate increase Interest rate decrease
BGN’000 BGN’000
2025
Receivables from Toplofikatsia Sofia EAD,
linked to the interest rate on the ECB's main
refinancing operations
24 (24)
2024
Receivables from Toplofikatsia Sofia EAD,
bound by the BIR 13 (13)
36.4 Currency risk
As of 31 December 2025, the Company has liabilities in currencies, other than BGN. During the year, the Company
also performed transactions in EUR in connection with absorbed bond issues, purchase of greenhouse gas emission
allowances, technical and other services received.
Bulgarian Energy Holding EAD also holds financial assets at fair value through other comprehensive income,
comprising publicly traded shares of a Romanian company, the amount of which is immaterial to the company's
financial statements.
Effective from January 1, 2026, the Republic of Bulgaria introduces the euro as the country's official currency at a
fixed exchange rate of the Bulgarian lev to the euro; therefore, as of December 31, 2025, currency risk arising from
the transactions described above does not exist.
36.5 Credit risk
In performing its activities, the Company is exposed to credit risk, which is related to the risk that some of its
counterparties will not be able to fully meet their obligations in the usual timeframe. The receivables of the Company
are presented in the statement of financial position in net amount, after deduction of impairment charges. Such
impairments are made for those receivables where and when there were events identifying losses from uncollectibility
based on previous experience.
The Company has a significant concentration of credit risk associated with receivables from related companies and
commercial counterparties under cession contracts. The Company undertakes the following precautionary measures:
• under the loan contracts – lien of machinery and equipment, mortgages on property and others;
• for trade and other receivables that are overdue and were not secured upon their origination, deferred payment
arrangements are concluded and a collateral of not less than the initially recognized amount of the claim is
negotiated;
• for the remaining contracts, which are not secured in advance, the following usual actions are taken in cases
of default in due payment - set-off of liabilities to the Company against overdue receivables from the same,
and if the amount of the liabilities does not cover the receivable, other out-of-court settlement options are
sought.
The Company is currently monitoring and analyzing the servicing of the receivables, the reasons for the defaults and
the changes in the financial capacity of debtor companies, and the status and quality of the collaterals received is
controlled.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
67
Exposure to credit risk
The Company's maximum credit exposure in respect of recognised financial assets is their respective carrying amount
in the standalone statement of financial position at 31 December 2025:
31 December 31 December
Financial assets 2025 2024
BGN’000 BGN’000
Financial assets at fair value in other comprehensive income 2,424 885
Debt instruments at amortized cost, that are not purchased or
originally created assets with credit impairment 1,583,769 1,396,667
Debt instruments at amortized cost that are purchased or originally
created assets with credit impairment 1,444,670 754,240
Cash 275,772 313,041
3,306,635 2,464,833
The Company has a significant concentration of credit risk due to receivables from loans granted to related entities
and receivables from Toplofikatsia Sofia EAD under long-term cession contracts.
The following table sets forth information regarding the credit risk exposure on the Company's related party and non -
related party commercial loans as of 31 December 2025 and 31 December 2024, respectively:
31 December 2025
Gross
exposure to
credit risk
Impairment of
expected credit
loss and
corrective
interest
Profit/(Loss)
from
modification
Net exposure Impairment
rate for
credit losses
BGN’000 BGN’000 BGN’000 BGN’000 %
Loans granted to related parties that were
assets originally created with credit
impairment
1,093, 263 (615,618) 8,628 486,273 56.31%
Receivables from Toplofikatsia Sofia EAD,
that are not assets originally created with
credit impairment
405,586 (353,117) - 52,469 87.06%
31 December 2025 Nominal
exposure to
credit risk
Impairment
of expected
credit loss
and
corrective
interest
Fair value
adjustment
and discount
Net exposure Rate of fair
value
adjustment,
discount and
impairment
for expected
credit losses
BGN’000 BGN’000 BGN’000 BGN’000 %
Loans granted to related parties that were
assets originally created with credit
impairment
1,841, 327 (402,345) - 1,438, 982 21.85%
Receivables from Toplofikatsia Sofia EAD,
that are not assets originally created with
credit impairment
385,259 (349,969) (35,290) - 100.00%
Separate Financial Statements
31 December 2025
67
Exposure to credit risk
The Company's maximum credit exposure in respect of recognised financial assets is their respective carrying amount
in the standalone statement of financial position at 31 December 2025:
31 December 31 December
Financial assets 2025 2024
BGN’000 BGN’000
Financial assets at fair value in other comprehensive income 2,424 885
Debt instruments at amortized cost, that are not purchased or
originally created assets with credit impairment 1,583,769 1,396,667
Debt instruments at amortized cost that are purchased or originally
created assets with credit impairment 1,444,670 754,240
Cash 275,772 313,041
3,306,635 2,464,833
The Company has a significant concentration of credit risk due to receivables from loans granted to related entities
and receivables from Toplofikatsia Sofia EAD under long-term cession contracts.
The following table sets forth information regarding the credit risk exposure on the Company's related party and non -
related party commercial loans as of 31 December 2025 and 31 December 2024, respectively:
31 December 2025
Gross
exposure to
credit risk
Impairment of
expected credit
loss and
corrective
interest
Profit/(Loss)
from
modification
Net exposure Impairment
rate for
credit losses
BGN’000 BGN’000 BGN’000 BGN’000 %
Loans granted to related parties that were
assets originally created with credit
impairment
1,093, 263 (615,618) 8,628 486,273 56.31%
Receivables from Toplofikatsia Sofia EAD,
that are not assets originally created with
credit impairment
405,586 (353,117) - 52,469 87.06%
31 December 2025 Nominal
exposure to
credit risk
Impairment
of expected
credit loss
and
corrective
interest
Fair value
adjustment
and discount
Net exposure Rate of fair
value
adjustment,
discount and
impairment
for expected
credit losses
BGN’000 BGN’000 BGN’000 BGN’000 %
Loans granted to related parties that were
assets originally created with credit
impairment
1,841, 327 (402,345) - 1,438, 982 21.85%
Receivables from Toplofikatsia Sofia EAD,
that are not assets originally created with
credit impairment
385,259 (349,969) (35,290) - 100.00%
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
68
31 December 2024
Gross exposure to
credit risk
Impairment of
expected credit loss and
corrective interest
Net exposure Impairment
rate for credit
losses
BGN’000 BGN’000 BGN’000 %
Loans granted to related parties that were
assets originally created with credit
impairment
1,742, 569 (624,329) 1,118, 240 35.83%
Receivables from Toplofikatsia Sofia EAD,
that are not assets originally created with
credit impairment
412,185 (402,191) 9,994 97.58%
31 December 2024 Nominal
exposure to
credit risk
Impairment
of expected
credit loss
and
corrective
interest
Fair value
adjustment
and discount
Net exposure Rate of fair
value
adjustment,
discount and
impairment
for expected
credit losses
BGN’000 BGN’000 BGN’000 BGN’000 %
Loans granted to related parties that were
assets originally created with credit
impairment
1,158, 957 - (420,828) 738,129 36.31%
Receivables from Toplofikatsia Sofia EAD,
that are not assets originally created with
credit impairment
357,738 (304,372) (53,366) - 100.00%
As of 31 December 2025, the Company has a significant concentration of trade receivables and loans to the following
counterparties:
As of 31 December 2025
Internal categorization of
the credit risk
Expected credit
losses (IFRS 9)
Relative share of
the receivable to
the carrying
amount of all
receivables, %
Natsionalna Electricheska Kompania EAD Phase 3 For the whole life 5%
Natsionalna Electricheska Kompania EAD Assets originally created with
credit impairment
For the whole life 62%
Mini Maritsa Iztok EAD Phase 3 For the whole life 10%
Mini Maritsa Iztok EAD Assets originally created with
credit impairment
For the whole life 2%
Bulgargaz EAD Phase 3 For the whole life 2%
Toplofikatsia Sofia EAD Phase 3 For the whole life 2%
Toplofikatsia Sofia EAD Assets originally created with
credit impairment
For the whole life 0%
The high concentration of trade receivables and loans to Natsionalna Elektricheska Kompania EAD is due to the
support provided by BEH EAD in its capacity as a parent company and financial holding engaged in stabilizing the
financial position of the two companies, in view of its key position in the security and stability of the Bulgarian power
system. Given the importance and strategic significance of the activities performed by Natsionalna Elektricheska
Kompania EAD, Bulgarian Energy Holding will continue its actions aimed at stabilizing its financial condition.
Separate Financial Statements
31 December 2025
68
31 December 2024
Gross exposure to
credit risk
Impairment of
expected credit loss and
corrective interest
Net exposure Impairment
rate for credit
losses
BGN’000 BGN’000 BGN’000 %
Loans granted to related parties that were
assets originally created with credit
impairment
1,742, 569 (624,329) 1,118, 240 35.83%
Receivables from Toplofikatsia Sofia EAD,
that are not assets originally created with
credit impairment
412,185 (402,191) 9,994 97.58%
31 December 2024 Nominal
exposure to
credit risk
Impairment
of expected
credit loss
and
corrective
interest
Fair value
adjustment
and discount
Net exposure Rate of fair
value
adjustment,
discount and
impairment
for expected
credit losses
BGN’000 BGN’000 BGN’000 BGN’000 %
Loans granted to related parties that were
assets originally created with credit
impairment
1,158, 957 - (420,828) 738,129 36.31%
Receivables from Toplofikatsia Sofia EAD,
that are not assets originally created with
credit impairment
357,738 (304,372) (53,366) - 100.00%
As of 31 December 2025, the Company has a significant concentration of trade receivables and loans to the following
counterparties:
As of 31 December 2025
Internal categorization of
the credit risk
Expected credit
losses (IFRS 9)
Relative share of
the receivable to
the carrying
amount of all
receivables, %
Natsionalna Electricheska Kompania EAD Phase 3 For the whole life 5%
Natsionalna Electricheska Kompania EAD Assets originally created with
credit impairment
For the whole life 62%
Mini Maritsa Iztok EAD Phase 3 For the whole life 10%
Mini Maritsa Iztok EAD Assets originally created with
credit impairment
For the whole life 2%
Bulgargaz EAD Phase 3 For the whole life 2%
Toplofikatsia Sofia EAD Phase 3 For the whole life 2%
Toplofikatsia Sofia EAD Assets originally created with
credit impairment
For the whole life 0%
The high concentration of trade receivables and loans to Natsionalna Elektricheska Kompania EAD is due to the
support provided by BEH EAD in its capacity as a parent company and financial holding engaged in stabilizing the
financial position of the two companies, in view of its key position in the security and stability of the Bulgarian power
system. Given the importance and strategic significance of the activities performed by Natsionalna Elektricheska
Kompania EAD, Bulgarian Energy Holding will continue its actions aimed at stabilizing its financial condition.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
69
As of 31 December 2024
Internal categorization of
the credit risk
Expected credit
losses (IFRS 9)
Relative share of
the receivable to
the carrying
amount of all
receivables, %
Natsionalna Electricheska Kompania EAD Phase 3 For the whole life 5%
Natsionalna Electricheska Kompania EAD Assets originally created with
credit impairment
For the whole life 62%
Mini Maritsa Iztok EAD Phase 3 For the whole life 10%
Mini Maritsa Iztok EAD Assets originally created with
credit impairment
For the whole life 2%
Bulgargaz EAD Phase 3 For the whole life 2%
Toplofikatsia Sofia EAD Phase 3 For the whole life 2%
Toplofikatsia Sofia EAD Assets originally created with
credit impairment
For the whole life 0%
Age analysis of the debt instruments at amortized cost as of 31 December 2025 is presented below:
31 December 2025 Not due From 0-180
days
From 180-360
days Over 360 days Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross value of related party loans
granted 2,931,481 2,111 999 - 2,934,591
Fair value adjustment and discount (402,969) - - - (402,969)
Loss from modification 8,628 - - - 8,628
Impairment (614,834) (109) (52) - (614,995)
1,922,306 2,002 947 - 1,925,255
Receivable from the Ministry of
Energy 800,000 - - - 800,000
800,000 - - - 800,000
Gross value of related party trade
receivables 270,644 - - - 270,644
Impairment (19,943) - - - (19,943)
250,701 - - - 250,701
Gross value of trade and other
receivables 10,926 - - - 10,926
Impairment (10,912) - - - (10,912)
14 - - - 14
Gross value of receivables from
Toplofikatsia Sofia EAD 523,656 63,146 64,698 139,345 790,845
Adjustments for impairments and
modifications (471,187) (63,146) (64,698) (139,345) (738,376)
52,469 - - - 52,469
Net value of loans and receivables 3,025,490 2,002 947 - 3,028,439
Separate Financial Statements
31 December 2025
69
As of 31 December 2024
Internal categorization of
the credit risk
Expected credit
losses (IFRS 9)
Relative share of
the receivable to
the carrying
amount of all
receivables, %
Natsionalna Electricheska Kompania EAD Phase 3 For the whole life 5%
Natsionalna Electricheska Kompania EAD Assets originally created with
credit impairment
For the whole life 62%
Mini Maritsa Iztok EAD Phase 3 For the whole life 10%
Mini Maritsa Iztok EAD Assets originally created with
credit impairment
For the whole life 2%
Bulgargaz EAD Phase 3 For the whole life 2%
Toplofikatsia Sofia EAD Phase 3 For the whole life 2%
Toplofikatsia Sofia EAD Assets originally created with
credit impairment
For the whole life 0%
Age analysis of the debt instruments at amortized cost as of 31 December 2025 is presented below:
31 December 2025 Not due From 0-180
days
From 180-360
days Over 360 days Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross value of related party loans
granted 2,931,481 2,111 999 - 2,934,591
Fair value adjustment and discount (402,969) - - - (402,969)
Loss from modification 8,628 - - - 8,628
Impairment (614,834) (109) (52) - (614,995)
1,922,306 2,002 947 - 1,925,255
Receivable from the Ministry of
Energy 800,000 - - - 800,000
800,000 - - - 800,000
Gross value of related party trade
receivables 270,644 - - - 270,644
Impairment (19,943) - - - (19,943)
250,701 - - - 250,701
Gross value of trade and other
receivables 10,926 - - - 10,926
Impairment (10,912) - - - (10,912)
14 - - - 14
Gross value of receivables from
Toplofikatsia Sofia EAD 523,656 63,146 64,698 139,345 790,845
Adjustments for impairments and
modifications (471,187) (63,146) (64,698) (139,345) (738,376)
52,469 - - - 52,469
Net value of loans and receivables 3,025,490 2,002 947 - 3,028,439
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
70
31 December 2024 Not due From 0-180
days
From 180-360
days Over 360 days Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross value of related party loans
granted 2,901,525 - - - 2,901,525
Fair value adjustment and discount (421,340) - - - (421,340)
Loss from modification (17) - - - (17)
Impairment (623,799) - - - (623,799)
1,856,369 - - - 1,856,369
Gross value of related party trade
receivables 303,871 - - - 303,871
Impairment (21,473) - - - (21,473)
282,398 - - - 282,398
Gross value of trade and other
receivables 13,058 - - - 13,058
Impairment (10,912) - - - (10,912)
2,146 - - - 2,146
Gross value of receivables from
Toplofikatsia Sofia EAD 635,220 69,524 30,884 34,294 769,922
Adjustments for impairments and
modifications (625,226) (69,524) (30,884) (34,294) (759,928)
9,994 - - - 9,994
Net value of loans and receivables 2,150,907 - - - 2,150,907
The change in the allowance for expected credit losses on loans and receivables, net of expected credit losses on
cash, during the year was:
31 December
2025
31 December
2024
BGN’000 BGN’000
Impairment as of 1 January 1,320, 335 1,257, 734
Reintegration of impairments (note 8) (106,444) (26,929)
Impairment loss recognized (Note 8) 50,714 89,530
Impairment as at December 31 1,264, 605 1,320, 335
37.Fair value measurement
The Company classifies assets and liabilities at fair value into three levels based on the significance of the inputs used
in determining the fair value of financial assets and liabilities. The fair value hierarchy includes the following levels:
- Level 1: market prices (unadjusted) on active markets for identical assets or liabilities;
- Level 2: input other than market prices included in Level 1 that can be monitored in respect of an asset or liability
either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
- Level 3: input for an asset or liability that is not based on observable market data.
An asset or liability is classified to the lowest level of significant input used to determine its fair value.
Separate Financial Statements
31 December 2025
70
31 December 2024 Not due From 0-180
days
From 180-360
days Over 360 days Total
BGN’000 BGN’000 BGN’000 BGN’000 BGN’000
Gross value of related party loans
granted 2,901,525 - - - 2,901,525
Fair value adjustment and discount (421,340) - - - (421,340)
Loss from modification (17) - - - (17)
Impairment (623,799) - - - (623,799)
1,856,369 - - - 1,856,369
Gross value of related party trade
receivables 303,871 - - - 303,871
Impairment (21,473) - - - (21,473)
282,398 - - - 282,398
Gross value of trade and other
receivables 13,058 - - - 13,058
Impairment (10,912) - - - (10,912)
2,146 - - - 2,146
Gross value of receivables from
Toplofikatsia Sofia EAD 635,220 69,524 30,884 34,294 769,922
Adjustments for impairments and
modifications (625,226) (69,524) (30,884) (34,294) (759,928)
9,994 - - - 9,994
Net value of loans and receivables 2,150,907 - - - 2,150,907
The change in the allowance for expected credit losses on loans and receivables, net of expected credit losses on
cash, during the year was:
31 December
2025
31 December
2024
BGN’000 BGN’000
Impairment as of 1 January 1,320, 335 1,257, 734
Reintegration of impairments (note 8) (106,444) (26,929)
Impairment loss recognized (Note 8) 50,714 89,530
Impairment as at December 31 1,264, 605 1,320, 335
37.Fair value measurement
The Company classifies assets and liabilities at fair value into three levels based on the significance of the inputs used
in determining the fair value of financial assets and liabilities. The fair value hierarchy includes the following levels:
- Level 1: market prices (unadjusted) on active markets for identical assets or liabilities;
- Level 2: input other than market prices included in Level 1 that can be monitored in respect of an asset or liability
either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
- Level 3: input for an asset or liability that is not based on observable market data.
An asset or liability is classified to the lowest level of significant input used to determine its fair value.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
71
37.1 Fair value measurement of financial instruments
Financial assets measured at fair value in the stand-alone statement of financial position are grouped into the following
categories according to the fair value hierarchy:
Level 1
31 December
2025
31 December
2024
BGN’000 BGN’000
Financial assets at fair value
through other comprehensive income
Stock traded shares 2,422 883
The measurement methods and techniques used in determining fair value have not changed compared to the previous
reporting period. The Company owns 96,656 shares of Transgaz S.A., Romania, which are traded on the Romanian
Stock Exchange. The investment is classified as a financial asset at fair value through other comprehensive income,
and is presented in BGN. The fair values as of 31 December 2025 and 31 December 2024 were determined based on
quoted prices in an active market.
Level 3
31 December
2025
31 December
2024
BGN’000 BGN’000
Financial assets at fair value
through other comprehensive income
Shares that are not traded on an exchange and are not based on
observed market prices 2 2
The Company holds 10,000 registered shares in Balkangaz 2000 AD, Botevgrad, with a nominal value of BGN 1
(one) per share. The Company has a registered and paid-in capital of BGN 903 thousand. Bulgarian Energy Holding
EAD (previously, Bulgargaz EAD) is a shareholder since the incorporation of the Company in 2000. The investment
of Bulgarian Energy Holding EAD in Balkangaz 2000 AD was impaired and derecognized from the financial
statements prepared prior to 2007 due to the Company’s deteriorated financial po sition.
As of December 31, 2025 and 31 December 2024, the investment in the shares of Balkangaz 2000 AD is presented in
the financial statement according to IFRS 13 by using level 3 of the hierarchy of the fair values.
37.2 Fair value measurement of non-financial instruments
The following table presents the levels in the hierarchy of non-financial assets as of 31 December, measured
periodically at fair value:
31 December
2025
31 December
2024
Level 3 Level 3
BGN’000 BGN’000
Property, plant and equipment:
- land 4,224 4,224
- built-up properties 3,585 3,865
Investment properties:
- office building 14,574 -
22,383 8,089
Separate Financial Statements
31 December 2025
71
37.1 Fair value measurement of financial instruments
Financial assets measured at fair value in the stand-alone statement of financial position are grouped into the following
categories according to the fair value hierarchy:
Level 1
31 December
2025
31 December
2024
BGN’000 BGN’000
Financial assets at fair value
through other comprehensive income
Stock traded shares 2,422 883
The measurement methods and techniques used in determining fair value have not changed compared to the previous
reporting period. The Company owns 96,656 shares of Transgaz S.A., Romania, which are traded on the Romanian
Stock Exchange. The investment is classified as a financial asset at fair value through other comprehensive income,
and is presented in BGN. The fair values as of 31 December 2025 and 31 December 2024 were determined based on
quoted prices in an active market.
Level 3
31 December
2025
31 December
2024
BGN’000 BGN’000
Financial assets at fair value
through other comprehensive income
Shares that are not traded on an exchange and are not based on
observed market prices 2 2
The Company holds 10,000 registered shares in Balkangaz 2000 AD, Botevgrad, with a nominal value of BGN 1
(one) per share. The Company has a registered and paid-in capital of BGN 903 thousand. Bulgarian Energy Holding
EAD (previously, Bulgargaz EAD) is a shareholder since the incorporation of the Company in 2000. The investment
of Bulgarian Energy Holding EAD in Balkangaz 2000 AD was impaired and derecognized from the financial
statements prepared prior to 2007 due to the Company’s deteriorated financial po sition.
As of December 31, 2025 and 31 December 2024, the investment in the shares of Balkangaz 2000 AD is presented in
the financial statement according to IFRS 13 by using level 3 of the hierarchy of the fair values.
37.2 Fair value measurement of non-financial instruments
The following table presents the levels in the hierarchy of non-financial assets as of 31 December, measured
periodically at fair value:
31 December
2025
31 December
2024
Level 3 Level 3
BGN’000 BGN’000
Property, plant and equipment:
- land 4,224 4,224
- built-up properties 3,585 3,865
Investment properties:
- office building 14,574 -
22,383 8,089
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
72
The fair value of the Company’s real estate properties was determined based on a report by independent licensed
appraisers (Note 20) as of December 31, 2024. In 2025, there was no change in the value.
Land and built-up properties (Level 3)
Land and built-up properties have been valued by applying two methods: (1) - the comparative market analogue
method, adjusting for derived comparable market prices and (2) the income method. The valuation of real property
does not reflect the main factors affecting the value:
• General value relations in the real estate market, such as: the general economic situation, market prices and
demand in the areas;
• Qualities and actual characteristics of the property: location and transport accessibility of the land, degree of
development and construction of the infrastructure
Office building (Level 3)
The fair value of the investment properties was determined as at 31 December 2025 by an independent external valuer
who possesses professional qualifications and recent experience in valuing similar real estate properties in the
respective geographic areas.
The valuations were performed using:
• the market approach;
• the income approach (discounted cash flows and income capitalization), depending on the nature and purpose
of the respective property.
38.Capital management policies and procedures
The policy of the Board of Directors is to maintain a strong capital base so as to maintain the trust of clients, creditors
and the market as a whole and to be able to provide conditions for business development in the future. The aim of the
management is to provide balance between higher return that may be possible with higher levels of indebtedness, and
its benefits from a strong capital position. The Company’s objective is to achieve a return on equity of more than 5%.
As of December 31, 2025, the return on equity is 16.97% (December 31, 2024: 14.82%). There were no changes in
the Company's capital management during the year.
39.Events after the reporting period
There were no adjusting events or other significant non-adjusting events between the date of the stand-alone financial
statements and the date of approval for issue, except for the following non-adjusting events:
‘Block 1-21 Han Asparuh’ Project
By virtue of Council of Ministers Decision No. 15 dated January 14, 2026, Bulgarian Energy Holding EAD acquired
a 10 per cent interest in the rights and obligations under the permit and the agreement for oil and natural gas
exploration, from the project fo r oil and natural gas exploration in the ‘Block 1 -21 Han Asparuh’ area, located in the
exclusive economic zone of the Republic of Bulgaria.
Financing of Mini Maritsa-Iztok EAD
On January 6, 2026, Amendment No. 2 to Loan Agreement No. 111-2025 dated November 22, 2025 of Mini Maritsa-
Iztok EAD was concluded, under which new financing in the amount of EUR 20,451,675.25 (BGN 40,000 thousand)
was granted, thereby increasing the loan amount up to EUR 56,242,106.93 (BGN 110,000 thousand). In accordance
with the terms and conditions of the loan agreement and the amendments thereto, the specific purpose of the funds is
for payments to personnel, social security funds, the state budget, and trade settlements. The term of the agreement is
12 months, effective from the date of the initial loan drawdown. On January 6, 2026, Mini Maritsa -Iztok EAD drew
down funds in the amount of EUR 20,451,675.25.
On February 23, 2026, a Loan Agreement of Mini Maritsa-iztok EAD was concluded in the amount of EUR 10,000
thousand. Under the terms and conditions of the agreement, BEH EAD provides Mini Maritsa-iztok EAD with
specific-purpose financing for settlements with personnel and social security funds, in the amount of EUR 10,000
thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On February 23, 2026, Mini
Maritsa-Iztok EAD drew down the loan funds in full.
On March 25, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 10,000
thousand. Under the terms and conditions of the loan agreement, BEH EAD provides Mini Maritsa -Iztok EAD with
specific-purpose financing for settlements with personnel, social security funds, and the state budget, in the amount
of EUR 10,000 thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On March
25, 2026, Mini Maritsa-Iztok EAD drew down the loan funds in full.
Separate Financial Statements
31 December 2025
72
The fair value of the Company’s real estate properties was determined based on a report by independent licensed
appraisers (Note 20) as of December 31, 2024. In 2025, there was no change in the value.
Land and built-up properties (Level 3)
Land and built-up properties have been valued by applying two methods: (1) - the comparative market analogue
method, adjusting for derived comparable market prices and (2) the income method. The valuation of real property
does not reflect the main factors affecting the value:
• General value relations in the real estate market, such as: the general economic situation, market prices and
demand in the areas;
• Qualities and actual characteristics of the property: location and transport accessibility of the land, degree of
development and construction of the infrastructure
Office building (Level 3)
The fair value of the investment properties was determined as at 31 December 2025 by an independent external valuer
who possesses professional qualifications and recent experience in valuing similar real estate properties in the
respective geographic areas.
The valuations were performed using:
• the market approach;
• the income approach (discounted cash flows and income capitalization), depending on the nature and purpose
of the respective property.
38.Capital management policies and procedures
The policy of the Board of Directors is to maintain a strong capital base so as to maintain the trust of clients, creditors
and the market as a whole and to be able to provide conditions for business development in the future. The aim of the
management is to provide balance between higher return that may be possible with higher levels of indebtedness, and
its benefits from a strong capital position. The Company’s objective is to achieve a return on equity of more than 5%.
As of December 31, 2025, the return on equity is 16.97% (December 31, 2024: 14.82%). There were no changes in
the Company's capital management during the year.
39.Events after the reporting period
There were no adjusting events or other significant non-adjusting events between the date of the stand-alone financial
statements and the date of approval for issue, except for the following non-adjusting events:
‘Block 1-21 Han Asparuh’ Project
By virtue of Council of Ministers Decision No. 15 dated January 14, 2026, Bulgarian Energy Holding EAD acquired
a 10 per cent interest in the rights and obligations under the permit and the agreement for oil and natural gas
exploration, from the project fo r oil and natural gas exploration in the ‘Block 1 -21 Han Asparuh’ area, located in the
exclusive economic zone of the Republic of Bulgaria.
Financing of Mini Maritsa-Iztok EAD
On January 6, 2026, Amendment No. 2 to Loan Agreement No. 111-2025 dated November 22, 2025 of Mini Maritsa-
Iztok EAD was concluded, under which new financing in the amount of EUR 20,451,675.25 (BGN 40,000 thousand)
was granted, thereby increasing the loan amount up to EUR 56,242,106.93 (BGN 110,000 thousand). In accordance
with the terms and conditions of the loan agreement and the amendments thereto, the specific purpose of the funds is
for payments to personnel, social security funds, the state budget, and trade settlements. The term of the agreement is
12 months, effective from the date of the initial loan drawdown. On January 6, 2026, Mini Maritsa -Iztok EAD drew
down funds in the amount of EUR 20,451,675.25.
On February 23, 2026, a Loan Agreement of Mini Maritsa-iztok EAD was concluded in the amount of EUR 10,000
thousand. Under the terms and conditions of the agreement, BEH EAD provides Mini Maritsa-iztok EAD with
specific-purpose financing for settlements with personnel and social security funds, in the amount of EUR 10,000
thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On February 23, 2026, Mini
Maritsa-Iztok EAD drew down the loan funds in full.
On March 25, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 10,000
thousand. Under the terms and conditions of the loan agreement, BEH EAD provides Mini Maritsa -Iztok EAD with
specific-purpose financing for settlements with personnel, social security funds, and the state budget, in the amount
of EUR 10,000 thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On March
25, 2026, Mini Maritsa-Iztok EAD drew down the loan funds in full.
Bulgarian Energy Holding EAD
Separate Financial Statements
31 December 2025
73
On April 23, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 25,000
thousand. Under the terms and conditions of the loan agreement, BEH EAD provides Mini Maritsa -Iztok EAD with
specific-purpose financing for settlements with personnel, social security funds, and the state budget, in the amount
of EUR 25,000 thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On April 23,
2026, Mini Maritsa-Iztok EAD drew down loan funds in the amount of EUR 16,000 thousand. On May 19, 2026, the
remaining balance of the loan was drawn down in the amount of EUR 9,000 thousand.
Capital Increase via Non-Cash Contribution
On February 19, 2026, an increase in the capital of Bulgarian Energy Holding EAD was registered in the Commercial
Register and the Register of Non-Profit Legal Entities through a non-cash contribution amounting to EUR
2,931,747.75, representing the ownership right to real estate – private state property, located in the city of Sofia,
Oborishte region, 8 Veslets Street, and consisting of a building with a built-up area of 369 sq. m. The newly issued
5,748,525 shares for the registration of the contribution in kind were acquired by the State, through the Minister of
Energy.
Renegotiation of the Terms of a Loan Granted to Minproekt EAD
On April 6, 2026, Supplemental Agreement No. 2 to the 2024 loan agreement with Minproekt EAD was concluded.
The agreement modifies the interest rate on the loan to an annual interest rate of 3.865%, effective from June 19, 2025.
The difference between the interest due and the interest accrued for the period shall be paid within one month from
the date of execution of the agreement.
Credit rating of Bulgarian Energy Holding EAD
On April 28, 2026, Fitch Ratings affirmed the Long-Term Foreign- and Local-Currency Issuer Default Ratings of
Bulgarian Energy Holding EAD at ‘BB+’ with a Stable outlook.
The rating reflects the holding company's stable financial position, as well as its position as a leading integrated
operator in the electricity and gas sector in Bulgaria and the region.
Change in the Management of Bulgarian Energy Holding EAD
On May 21, 2026, an application for a change in the Board of Directors of Bulgarian Energy Holding EAD was
submitted to the Commercial Register and the Register of Non-Profit Legal Entities. By decision of the Minister of
Energy, Ivo Ivanov Todorov, Kalin Boyanov Filipov, Valentin Aleksiev Nikolov, Diyan Atanasov Ivanov, and Vasil
Georgiev Stoynov were released from office, and Ivo Ivanov Todorov, Andrey Stefanov Zhivkov, and Petar Valeriev
Angelov were appointed as state representatives, with Vasil Vasilev Vasilev and Ilza Mitkova Chinkova appointed as
independent members. Andrey Stefanov Zhivkov was elected as Executive Member. The change was entered in the
register on May 28, 2026.
Separate Financial Statements
31 December 2025
73
On April 23, 2026, a Loan Agreement of Mini Maritsa-Iztok EAD was concluded in the amount of EUR 25,000
thousand. Under the terms and conditions of the loan agreement, BEH EAD provides Mini Maritsa -Iztok EAD with
specific-purpose financing for settlements with personnel, social security funds, and the state budget, in the amount
of EUR 25,000 thousand, with a term of 12 months, effective from the date of the initial loan drawdown. On April 23,
2026, Mini Maritsa-Iztok EAD drew down loan funds in the amount of EUR 16,000 thousand. On May 19, 2026, the
remaining balance of the loan was drawn down in the amount of EUR 9,000 thousand.
Capital Increase via Non-Cash Contribution
On February 19, 2026, an increase in the capital of Bulgarian Energy Holding EAD was registered in the Commercial
Register and the Register of Non-Profit Legal Entities through a non-cash contribution amounting to EUR
2,931,747.75, representing the ownership right to real estate – private state property, located in the city of Sofia,
Oborishte region, 8 Veslets Street, and consisting of a building with a built-up area of 369 sq. m. The newly issued
5,748,525 shares for the registration of the contribution in kind were acquired by the State, through the Minister of
Energy.
Renegotiation of the Terms of a Loan Granted to Minproekt EAD
On April 6, 2026, Supplemental Agreement No. 2 to the 2024 loan agreement with Minproekt EAD was concluded.
The agreement modifies the interest rate on the loan to an annual interest rate of 3.865%, effective from June 19, 2025.
The difference between the interest due and the interest accrued for the period shall be paid within one month from
the date of execution of the agreement.
Credit rating of Bulgarian Energy Holding EAD
On April 28, 2026, Fitch Ratings affirmed the Long-Term Foreign- and Local-Currency Issuer Default Ratings of
Bulgarian Energy Holding EAD at ‘BB+’ with a Stable outlook.
The rating reflects the holding company's stable financial position, as well as its position as a leading integrated
operator in the electricity and gas sector in Bulgaria and the region.
Change in the Management of Bulgarian Energy Holding EAD
On May 21, 2026, an application for a change in the Board of Directors of Bulgarian Energy Holding EAD was
submitted to the Commercial Register and the Register of Non-Profit Legal Entities. By decision of the Minister of
Energy, Ivo Ivanov Todorov, Kalin Boyanov Filipov, Valentin Aleksiev Nikolov, Diyan Atanasov Ivanov, and Vasil
Georgiev Stoynov were released from office, and Ivo Ivanov Todorov, Andrey Stefanov Zhivkov, and Petar Valeriev
Angelov were appointed as state representatives, with Vasil Vasilev Vasilev and Ilza Mitkova Chinkova appointed as
independent members. Andrey Stefanov Zhivkov was elected as Executive Member. The change was entered in the
register on May 28, 2026.