Integriteitsrapport Holland Integrity Group toegevoegd op 10 december aan de stukken

2. PROCEDURE (2) On 17 May 2010, the Commission decided to initiate proceedings against J&T IA (now EPIA (3)) and EPH with a view to adopting a decision sanctioning an alleged infringement within the meaning of Article 23(1)(c) of Council Regulation (EC) No 1/2003.

(3) On 17 December 2010, the Commission adopted a statement of objections (‘SO’) against EPIA and EPH concerning an alleged infringement within the meaning of Article 23(1)(c) of Council Regulation (EC) No 1/2003. The SO was notified to the parties on 22 December 2010. The parties submitted their response on 17 February 2011. The oral hearing took place on 25 March 2011. (1) With effect from 1 December 2009, Articles 81 and 82 of the EC Treaty have become Articles 101 and 102 respectively of the TFEU. The provisions laid down in the respective articles are, in substance, identical in both cases. For the purposes of this Decision, references to Articles 101 and 102 of the TFEU should be understood as references to Articles 81 and 82 of the EC Treaty where appropriate. (2) OJ L 1, 4.1.2003, p. 1. (3) On 10 November 2010, J&T IA was renamed EPIA without changes in the corporate structure or the organisation of the company. The following text refers to EPIA also for the time when it was named J&T IA.

(4) On 15 July 2011, the Commission adopted a supple­ mentary statement of objections (‘SSO’) setting out additional factual and legal elements with regard to one of the instances of an alleged infringement within the meaning of Article 23(1)(c) of Council Regulation (EC) No 1/2003. The SSO was notified to the parties on 19 July 2011. The parties submitted their response on 12 September 2011. The oral hearing took place on 13 October 2011.

(5) The Advisory Committee on restrictive practices and dominant positions was consulted on the existence of an infringement and on the proposed amount of the fine on 12 March 2011. The Advisory Committee delivered a unanimous positive opinion on the draft decision, including the proposed fine.

(6) The Hearing Officer issued his final report on 13 March 2012. The report concludes that the parties’ right to be heard has been respected.

3. FACTS (7) The Decision addresses two incidents relating to the handling of e-mails that occurred during the inspection of 24-26 November 2009: (i) failure to block an e-mail account and (ii) diversion of incoming e-mails.

Failure to block an e-mail account (8) On 24 November 2009, after the notification of the inspection decision, the Commission inspectors requested to block e-mail accounts of key persons until further notice. This was done by setting a new password only known to the Commission inspectors. This is a standard measure taken at the beginning of inspections, to ensure that inspectors have exclusive access to the content of e-mail accounts and prevent modifications to those

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accounts while they are searched. On the second day of the inspection, the Commission inspectors discovered that the password for one account had been modified in the course of the first day in order to allow the account holder to access the account.

Diversion of incoming e-mails (9) On the third day of the inspection, the Commission inspectors discovered that one of the employees had requested the IT department on the second day of the inspection to divert all incoming e-mails to the accounts of several key persons away from these accounts to a computer server. The company admitted that it had imple­ mented the instruction for at least one of the e-mail accounts. As a result, the incoming e-mails did not become visible in the inboxes concerned and could not be searched by the inspectors.

4. LEGAL ASSESSMENT (10) First, the Decision notes that the case law in Orkem (1) and Société Générale (2) and the Commission's decision-making practice (3) confirm that full submission to an inspection includes the obligation to actively cooperate with the Commission in all respects. This entails that e-mail accounts of the undertaking are blocked upon request of the inspectors by resetting the password and providing them with a new password exclusively known to the inspectors. The exclusive access to the account by the inspectors must be ensured until the inspectors explicitly allow for it to be unblocked so as to ensure the integrity of the content of the mailbox.

(11) Second, the Decision notes that submission to an inspection requires that Commission inspectors must have access to all e-mails in the account, including emails entering the account during the entire inspection until such point as the inspection ends.

(12) Third, the Decision determines that the unblocking of the e-mail account was committed by negligence and that the diversion of incoming e-mails was committed inten­ tionally.

(13) Fourth, the Decision determines that while each of the two incidents could constitute an infringement within the (1) Case 374/87 Orkem v European Commission [1989] ECR 3283, paragraph 27 which related to a request for information after an inspection had been carried out under Article 14 of Regulation No 17. (2) Case T-34/93 Société Générale v Commission [1995] ECR II-545, paragraph 72. (3) Commission Decision 94/735/EC of 14 October 1994 imposing a fine pursuant to Article 15(1) (c) of Council Regulation No 17 on Akzo Chemicals BV (OJ L 294, 15.11.1994, p. 31).

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meaning of Article 23(1)(c) of Regulation (EC) No 1/2003 in itself, having regard to the common elements, it would not be appropriate to view each conduct in isolation. Therefore, it is concluded that EPIA and EPH engaged in a single overall infringement within the meaning of Article 23(1)(c) of Regulation (EC) No 1/2003.

(14) Fifth, given that EPH controls EPIA as its 100 % owner in a common management structure as well as the fact that the incidents involved persons who represented both entities during the inspection and also related to e-mail accounts of persons working for each of them, the Decision determines that EPIA and EPH should be held jointly and severally liable for the infringement.

5. FINES (15) Since the infringement referred to in Article 23(1)(c) of Regulation (EC) No 1/2003 has been established, the Commission may impose on the undertakings fines not exceeding 1 % of their turnover.

(16) For determining the amount of the fines, the Decision has regard both to the gravity and the duration of the infringement according to Article 23(3) of Regulation (EC) No 1/2003.

(17) Concerning the gravity, the Decision notes that the infringement is of a serious nature. It is particularly noted that the power to conduct inspections is one of the most important of the Commission's investigative powers in the competition field permitting to detect infringements of Articles 101 and 102 of the TFEU. It is also noted that over the last decade paper-based evidence has become less important and most of the documents collected nowadays during inspections are extracted from e-mail accounts and electronic files and that data stored in electronic format are much easier and quicker to destroy than paper files. Finally, it is taken into account that there are two incidents in which EPIA and EPH obstructed the inspection: the failure to block an e-mail account and the diversion of e-mails.

(18) In terms of duration, the Decision takes into account that the infringement continued for a significant period of time during the inspection at the premises of EPIA and EPH.

(19) Finally, the Decision takes into account that the parties have cooperated in a way which helped the Commission to ascertain the circumstances of the refusal to submit to the inspection with regard to e-mails. It is nevertheless noted that while the parties did not contest certain facts, they have generally sought to put in doubt the existence of any procedural violation.

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6. CONCLUSION (20) On the basis of the above, the Decision concludes that EPH and EPIA refused to submit to the inspection carried out at their premises on 24-26 November 2009 pursuant to Article 20(4) of Regulation (EC) No 1/2003 by negligently allowing access to a blocked e-mail account and inten­ tionally diverting e-mails to a server, thereby committing an infringement within the meaning of Article 23(1)(c) of that Regulation. The Decision imposes a fine of EUR 2 500 000 jointly and severally on EPH and EPIA.

19.10.2012

EUROPEAN COMMISSION - PRESS RELEASE

Antitrust: Commission fines Czech energy companies Energetický a průmyslový holding and EP Investment Advisors € 2.5 million for obstruction during inspection Brussels, 28 March 2012 - The European Commission has imposed a total of € 2 500 000 in fines on Energetický a průmyslový holding and EP Investment Advisors1, active in the energy sector in the Czech Republic, for obstructing an inspection carried out by Commission officials from 24 to 26 November 2009 at their premises in Prague as part of an antitrust investigation. The companies failed to block an email account and diverted incoming emails, in breach of their obligations to cooperate with Commission officials during such inspections and to disclose all documents relevant to the investigation. Joaquín Almunia, Vice President of the Commission in charge of competition policy, said: "Company information is nowadays essentially stored in IT environments like email systems and can be quickly modified or deleted. This decision sends a clear message to all companies that the Commission will not tolerate actions which could undermine the integrity and effectiveness of our investigations by tampering with such information during an inspection." On 24 November 2009, after the notification of the inspection decision, the Commission inspectors requested to block e-mail accounts of key persons until further notice.

This was done by setting a new password only known to the Commission inspectors. This is a standard measure taken at the beginning of inspections, to ensure that inspectors have exclusive access to the content of email accounts and prevent modifications to those accounts while they are searched. On the second day of the inspection the Commission inspectors discovered that the password for one account had been modified in the course of the first day in order to allow the account holder to access the account. On the third day of the inspection, the Commission inspectors discovered that one of the employees had requested the IT department on the previous day to divert all e-mails arriving in certain blocked accounts away from these accounts to a computer server. The company admitted that this procedure had been implemented for at least one e-mail account. As a result, the incoming e-mails did not become visible in the inboxes concerned, they could not be searched by inspectors and their integrity could be compromised.

1

On 10 November 2010, J&T Investment Advisors was renamed EP Investment Advisors without changes in the corporate structure or the organisation of the company.

IP/12/319

Background on the investigation From 24 to 26 November 2009, the Commission carried out inspections at the premises of Czech companies active in the electricity and lignite sectors, investigating a potential violation of EU antitrust rules that prohibit restrictive business practices and the abuse of a dominant market position (respectively Articles 101 and 102 of the Treaty on the Functioning of the European Union – TFEU, see MEMO/09/518). The Commission opened proceedings in this case in May 2010 (see IP/10/627) and sent the companies a statement of objections in December 2010, setting out its concerns (see IP/10/1748). Today's decision finds for the first time that an obstruction related to emails occurred during an inspection.

Background on inspections The power to carry out inspections is one of the Commission's most important investigative tools to detect infringements of the antitrust rules. Inspectors are empowered to examine and take copies of documents related to the business, irrespective of the medium on which they are stored. In order to avoid any destruction of electronic files, inspectors routinely take steps ensuring them access to the complete files during an inspection. In particular inspectors identify the e-mail accounts of key persons in a company under inspection and block access to these e-mail accounts during the inspection as one of the measures to prevent the destruction of content. The Commission needs to review not only e-mails that pre-date the inspection but also e-mails that are exchanged in the course of the inspection. Companies' obligations to cooperate with Commission officials during an inspection, to give correct information and to give access to all documents relevant to an antitrust investigation are laid down in antitrust Regulation 1/2003 (Articles 20(4) and 23).

These obligations have been confirmed by the EU's General Court in a December 2010 ruling (case T-141/08), dismissing E.ON's appeal against a €38 million fine the Commission imposed on it in 2008 for the breach of a seal during an inspection (see MEMO/10/686) Article 23(1)(c) of antitrust Regulation 1/2003 provides that the Commission can impose a fine of up to 1% of a company's total turnover if the company, intentionally or negligently, produces the required books or other records related to the business in incomplete form during an inspection or refuses to submit to an inspection.

Contacts : Antoine Colombani (+32 2 297 45 13) Marisa Gonzalez Iglesias (+32 2 295 19 25)

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Province Zeeland Report Integrity Due Diligence EPH, Mr Křetínský and Mr Tkáč 8 December 2022

A N N E X 3 – R E S PO N S E T O A RT I CL E ‘T H E “ COA L V I L LA I N ” O F T H E E U RO P E A N UNION’

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EPH’s position to article “The “coal villain” of the European Union? Path dependence, profiteering and the role of the Eneretický a průmyslový holding (EPH) company in the energy transition” 1.

Introduction

During the course of integrity due diligence Holland Integrity Group Special Services B.V. ("HIG") requested Energetický a průmyslový holding a.s. ("EPH" or "we") to provide its position on article “The “coal villain” of the European Union? Path dependence, profiteering and the role of the Eneretický a průmyslový holding (EPH) company in the energy transition” published by Filip Černoch Jan Osička and Sebastián Mariňák ("Article"). We appreciate authors’ interest in energy transition and EPH’’s role in this process. The Article, however, includes several factual misstatements undermining the credibility of the Article. More importantly, several perspectives presented in the Article are rather emotionally colored and exactly opposite to the actual EPH’s role in the energy transition process. 2.

Factual Content

The description of our investments based on public resources in the Article is correct only to certain extent. It is indeed the flexibility and non-ideological nature of decision-making on acquisitions that was and is absolutely essential and distinguishes EPH from state or semi-state companies. As regards renewables we indeed focus on predictable and non-intermittent sources such as nuclear, hydro and biomass. Several key factual statements are, however, incorrect. To list a few: (a)

Daniel Křetínský has never owned 94% of EPH.

(b)

EPH does not control any company in e-commerce, media and production of transport vehicles. EPH does not own shares in Czech football club Sparta Praha.

(c)

EPH has never owned a hard or black coal mine or a hard or black coal power plant in the Czech Republic and Hungary.

(d)

Eggborough has not been transformed into a 2500 MW gas-fired power plant.

Certain key factually oriented statements tend to be judgmental, not verifiable, speculative or even manipulative. To list a few: (a)

The current shareholder’s structure has been provided to HIG. The financing of EPH is properly disclosed in EPH’s audited financial statements and prosecutes prepared in connection with bond offerings. EPH’s subsidiary EP Infrastructure a.s. ("EPIF") has been rated by S&P Global Ratings, Moody’s Investors Service and Fitch Ratings. EPH has a close relationship with leading European and global banks, whereby EPH has been subject to numerous KYC and credit risk procedures. EPIF has issued several investment grade rated bonds with current outstanding value of EUR 2.35 billion. We are subject to scrutiny of the international bond market and the global banking industry. We find our financing is anything but that resembling a start-up.

(b)

We are committed to fulfil our liabilities associated with recultivations of the mining sites, bolstering biodiversity and restoring both forest and agricultural land. EPH reserves the funds for

this in special purpose accounts in compliance with the relevant regulations. The financial statements of EPH (as well as LEAG financial statements) are audited by Big4 auditing firms. Statements made in the Article questioning EPH’s ability and willingness to reserve funds for recultivation and restoration and shielding off or socializing some of the financial and nonfinancial costs associated with owning and operating EPH’s assets are simply absurd. (c)

80% of net power produced in 2021 in consolidated operations of EPH (i,e, excluding LEAG and Slovenské elektrárně) was from zero- or low-carbon-intensive sources (such as natural gas, biomass and hydro) and EPH is constantly expanding the share of such energy generation in the portfolio. LEAG is the second largest power producer in Germany producing approximately 8% of German gross electricity production This traditional power generator is undergoing fundamental transformation toward climate friendly energy production with strong renewable projects pipeline. LEAG has not distributed any dividends since EPH acquired its participation there. The Article, including its title, misleadingly emphasize the EPH’s energy production from coal.

(d)

Capacity remuneration mechanisms are elements of organizing certain energy markets that certain countries implemented in order to ensure security of supply. The assumptions made in the Article that these mechanisms often cement the practice of coal combustion and delay the shift from high to low carbon technologies or create an opportunity for an economically viable afterlife for slowly but surely departing carbon-intensive power plants is unfounded. There is also no evidence offered for viewing functioning of capacity remuneration mechanisms as an indication of policy failure as this is a broadly used practice by the relevant national regulators in e.g. UK, Italy, France and the national policies had been always approved by the EU Commission as compliant with the EU policies.

The Article concentrates on EPH acquisition of coal power plants. 3.

Perspectives presented in the Article

The Article offers emotionally colored perspectives that EPH acts either like a scavenger, buying out “dirty” coal assets from energy incumbents, or a profiteer taking advantage of the recently introduced capacity mechanisms which give an afterlife to such assets, thereby extracting rents from transition policies. or “EPH should be viewed as an investment group interested in any kind of profit, including rent extraction.” Both of these perspectives ignore the mission of EPH – to provide our customers - the individuals, businesses and public bodies – with an access to basic services in the form of affordable, high quality and reliable electricity, gas and heat supply. EPH provides security of supply through a fleet of diversified, controllable and flexible power plants. EPH is committed to operating its portfolio responsibly to reduce environmental footprint in the fastest possible manner whilst keeping focus on social, health and safety aspects of this strategy. EPH stands ready to meet its liabilities, particularly associated with future decommissioning and recultivations.

Most importantly the Article suggests that EPH decided to go against the mainstream and speculate on the prolonged transition from fossil fuel sources to low-carbon technologies that it appears to be betting on the transition proceeding less smoothly and taking longer than envisaged by policymakers and possibly also many fellow energy companies. The Articles outlines that EPH’s carbon-intensive assets will remain profitable longer and their eventual decommissioning will be more costly, effectively allowing the company to at least partially avoid the stranded asset risk [47,48]. In addition, the availability of profitable

back-up capacity which the company brings to the market may compromise the development of cleaner alternatives and thus also the general goal of decarbonization. EPH actively participates in the process of energy transition and converts conventional energy sources to renewables whenever this is feasible. EPH achieved an ESG Risk Rating from Sustainalytics, placing EPH in the medium risk category, ranking 15th of all companies in the Multi-utilities Sector at the time of assessment. EPH has taken over various power generation assets from multiple European energy companies, but in that process no additional CO2 footprint has been created. EPH has not build any new coal power plants and has not contributed to increased CO2 emissions, in the countries where operate, as compared to status before EPH acquired these companies. On the contrary, in our decarbonization efforts, we strive to actively seek and pursue real solutions - not merely offloading but truly decommissioning the most carbon-intensive sources while investing and actively converting our plants to low-carbon or fully renewable sources like gas or biomass, depending on the specific conditions of each site. Upon drop in costs of renewables, EPH expanded its investments into wind and solar. EPH is committed to operate its portfolio responsibly and gradually reduce environmental footprint.

EPH group reduced CO2 emissions by 38% and SO2 emissions by a full 70% in 2021 as compared to 2015. By 2050, EPH will be carbon neutral. By 2030, our CO2 emissions will be reduced by 60% compared to the emissions we produced in 2021. EPH group has already invested or committed to invest more than EUR 2.4 billion in the coming years to build a path to carbon neutrality and energy independence in Europe. EPH has established a clear plan to undergo transformation process with its lignite and hard coal power plants outside of Germany until 2030 (hard-coal until 2025) and in Germany by 2038 (while 2035 is set as a target year for fully consolidated companies, plants operated by our equity participations (LEAG) are scheduled to operate until 2038), and in line with deadlines dictated by the German Coal Phase-out Act. In Germany, our future path to responsible transition for lignite and hard coal power plants is a matter of national interest and was closely coordinated with the German Federal Government, the respective States and municipalities, NGOs, large customers and employee representative bodies to ensure that grid stability is not endangered and that social impacts in affected regions are considered (primarily in economically weaker districts of eastern Germany). In the UK we converted Lynemouth power plant to pure biomass (407 MWe).

The conversion helped to significantly reduce SOx and NOx emissions. This conversion saves approximately 2.7 Mt of CO2-eq emissions annually. We decommissioned Eggborough power plant (net installed capacity 1960 MW) in 2018 saving 11.5 Mt of CO2-eq emissions annually (compared to baseload operations in 2013). Also, investments of significantly above billion Euros have been launched in state-of-the-art combinedcycle gas turbine power plants ready for future hydrogen use in Tavazzano and Ostiglia (both in Italy) and additional units providing capacity and grid stability services in Kilroot (UK) and Leipheim (Germany) to provide energy when it cannot be supplied from renewable sources. During last few years, EPH decommissioned coal-fired power stations Mehrum, Deuben, Buschhaus, Provence 5, Emile Huchet 6 and two units of the Jänschwalde power station. All was done in responsible fashion with social plans in place for the employees and honoring all decommissioning liabilities. Recently, Mehrum, Emile Huchet 6 and two Jänschwalde units have been put back in operation on requests of the relevant Governments in order to fight against the gas crisis caused by Russian invasion in Ukraine.

Next year, the coal and oil-fired units at the Kilroot power station (net coal installed capacity 350 MW) in Northern Ireland, UK will be replaced by state-of-the-art natural gas combustion technologies (OCGT), primarily to provide capacity and network stability services. Coal power plant Fiume Santo (net installed capacity 599 MW) in Sardinia, Italy where sustained operations are required by local government is expected to be decommissioned in 2025. As the power plant is a key source of power on the island, an alternative source of power needs to be identified prior to the shutdown. The selected technology depends on discussions with local authorities, biomass is considered optimal by EPH provided that adequate generation subsidy is provided. In addition, we expect to build photovoltaic panels on the site. In addition to the accelerating transition from coal to natural gas and biomass, we are looking for opportunities in the renewables segment. These efforts are mainly concentrated in the subsidiary EP New Energies, which specializes in the development of large-scale renewable energy projects using mainly former mining sites in Germany.

Since its inception in 2019, EP New Energies has built several largescale and, above all, sustainable projects and has additional wind, ground-mounted, rooftop and floating photovoltaic and hybrid projects of more than 3,000 MW in the pipeline. EPH has a clear plan to operate advanced battery storages in Germany and the UK. New projects with a low carbon footprint create jobs in the energy sector, thus demonstrating that environmentally responsible, reliable and affordable energy supply must go hand in hand with social justice and job continuity. Finally, in Slovakia, EPH holds a participation in Slovenske elektrarne a.s., which is building two new nuclear units (each approx. 438 MWe, first being currently commissioned). This project will significantly improve security of supply in Slovakia and it will also meaningfully decrease carbon footprint of EPH. The project with total budget of EUR 6 billion is the largest private investment in Slovakia. Updated on: 2 December 2022 EPH Contacts: DK/MS/FB/PF

Province Zeeland Report Integrity Due Diligence EPH, Mr Křetínský and Mr Tkáč 8 December 2022

A N N E X 4 - P R E S S A RT I C LE S RE LAT E D T O EPH Dispute with Czech Coal group In June 2012, the Czech media outlet ceskapozice.cz reported that EPH and a mining company controlled by Mr Pavel Tykač, named Czech Coal group, were engaged in a dispute that started in 2012.74 Czech Coal group’s withdrawal from a contract to supply EPH’s subsidiary Elektrárny Opatovice power station with lignite was called ‘unjustified’ by EPH, which rejected earlier Czech Coal group’s claims that the said subsidiary failed to pay for supplies. The companies ended their disputes by signing an out-of-court agreement in 2014.75 In our research, no information on any possible further development of the dispute has been identified. Protests against EPH in Germany The Czech media portal reported that the non-governmental environmental organization Greenpeace, which focuses on worldwide issues such as climate change, deforestation, overfishing, and similar issues, protested against the coal policy of the German government in 2015.76 Protests were held in front of the power station in Deuben, Germany, which is controlled by EPH, due to its belief that coal emissions were causing the early deaths of approximately 22 people per year.77 The protestors referred to a 2013 study by scientists from the University of Stuttgart on behalf of Greenpeace.

The original file of the study is untraceable, so the study could not have been verified. The protest was also related to EPH’s intention to buy surface lignite mines in eastern Germany. In our research, no further information was found on this matter. Member company fined for deceiving customers It was reported in public press in October 2016 that Pražská teplárenská, an electricity company being a subsidiary of EPH until 2020, was fined by the Czech Energy Regulatory Office (referred to hereinafter as ERÚ) for an amount of CZK 240 million (approximately EUR 8.88 million)78 for having allegedly deceived its customers.79 The company was found guilty of including unjustified costs and disproportionate profit in the calculation of thermal energy prices in 2011, contrary to the Price Decision of ERÚ. However, as reported by Czech daily iRozhlas, Pražská teplárenská filed a complaint against ERÚ’s decision. The official regulatory source revealed ERÚ’s final decision from 23 December 2016, according to which Pražská teplárenská’s fine was reduced to CZK 111 million (approximately EUR 4.11 million).80 According to public sources, Pražská teplárenská had no right to appeal against ERÚ’s decision.

74 http://ceskapozice.lidovky.cz/eph-claims-czech-coal-supply-contract-termination-unjustified-p7s-

/tema.aspx?c=A120607_154333_pozice_69451 75 https://www.idnes.cz/ekonomika/podniky/czech-coal-a-skupina-eph-uzavrely-letity-spor-o-

uhli.A140106_130533_ekoakcie_fih 76 https://media.greenpeace.org/archive/Cork-Protest-at-Deuben-Coal-Power-Plant-in-Germany----News-Access-

1-2-27MAKVR1OB9.html 77 https://byznys.ihned.cz/c1-64819800-clenove-greenpeace-protestuji-u-uhelne-elektrarny-v-nemecku-ktera-patri-

kretinskeho-eph 78 Given the rate in 2016. 79 https://www.irozhlas.cz/ekonomika/energeticky-regulacni-urad-vymeril-stamilionove-pokuty-firmy-spatne-

uctovaly_1610240747_ 80 Given the rate in 2016.

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Province Zeeland Report Integrity Due Diligence EPH, Mr Křetínský and Mr Tkáč 8 December 2022

Plans for closing coal power plants by 2030 As per an article published on 13 October 2022 by news portal Idnes, focusing on toxic emissions from power plants in Czechia in general and some exemptions of authorities – particularly concerning granted exemptions to the Opatovice power plants (EOP) – one of EPH’s subsidiaries, which was allowed older emission limits for the next six to eight years, it was mentioned that EPH has announced that it has planned to close its coal power plants by 2030, and has assured that it will provide compensation for the closed sources.81 An exception would reportedly be Germany, where the company will proceed in accordance with the law on ending the use of coal, on the basis of which the production of energy from coal will be ended nationwide by 2038 at the latest.82 Loan from state In September 2022, the Czech News portal parlamentnilisty.cz reported that the Czech Minister of Industry and Trade, Mr Jozef Síkela, approved EPH’s application for a loan, which it would use as a deposit that energy companies must make when trading on European Energy Exchange AG.83 The article speculated that Mr Síkela approved the loan because EPH allegedly did not have enough money for deposits that guarantees sales. The other company which received the same loan was Sev.en Energy group. Mr Síkela’s approval was largely criticized by the public.

No information on EPH conducting any illicit activities in connection to this case was found. German green energy compensation The Czech portal Peak.cz reported in March 2013 that because of the newly approved agreement about compensating producers of electricity from lignite with CZK 114 billion (approximately EUR 4.45 million)84 for accelerated decommissioning of their power plants, EPH was set to receive two fifths of that amount. Local ecologists accused EPH that compensation was its main goal since the very beginning of its operations in Germany, nevertheless, EPH dismissed such claims.85

81 https://www.idnes.cz/hradec-kralove/zpravy/kralovehradecky-elektrarna-opatovice-vyjimka-

hradec.A211013_631373_hradec-zpravy_tuu 82 https://zpravy.aktualne.cz/ekonomika/do-roku-2030-prestaneme-pouzivat-uhli-pro-elektrinu-a-

teplo/r~f2eb2788f8f411eba824ac1f6b220ee8/ 83 https://www.parlamentnilisty.cz/arena/monitor/Dalsi-pujcka-na-lipskou-burzu-Miliardarum-Sikela-nastval-uz-i-

priznivce-713335 84 Given the rate in March 2013. 85 https://www.peak.cz/kretinskeho-proziravost-s-nemeckou-energetikou-odklon-od-uhli-muze-eph-prinest-desitky-

miliard-ze-statnich-kompenzaci/27636/

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Province Zeeland Report Integrity Due Diligence EPH, Mr Křetínský and Mr Tkáč 8 December 2022

A N N E X 5 - P R E S S A RT I C LE S RE LAT E D T O M R K ŘE T Í N S K Ý Criticism for allegedly misusing the news portal Info.cz In 2019, Mr Křetínský was a target of criticism for allegedly misusing the news portal Info.cz owned by his company Czech News Centre a.s.86 for spreading propaganda, denying climate change and ridiculing environmental activists.87 Searches could not identify any penalties or related investigations concerning the above allegations of misusing political connections. Offshore affiliations Searches through the ICIJ Offshore Leaks database identified findings on Mr Křetínský, indicating that in 2010, he was one of the shareholders of Wonderful Yacht Holdings Limited, registered in the British Virgin Islands and listed in the Panama Papers.88 No other information was provided in the ICIJ database.

However, according to an article, published on 4 April 2016, by the Czech news portal Novinky, Mr Křetínský allegedly used services of the Panama-based formation agent Mossack Fonseca.89 A spokesperson from EPH denied that Mr Křetínský had committed any illegal actions to hide the company’s profits; however, it confirmed that Mr Křetínský owned Wonderful Yacht Holdings Limited.90 This affiliation was also referenced as ‘suspicious’ when in 2016, EPH and PPF, associated to the now deceased Czech entrepreneur Mr Kellner, became interested in acquiring the Swedish Vattenfall utility’s lossmaking mines and associated power plants, but there were no allegations of any illegal activities in this sense.91 Additional internet and media research located no indications of Mr Křetínský having misused Wonderful Yacht Holdings Limited for any illicit dealings. Donations and charity work In June 2021, the Czech online magazine Wealth Magazine (referred to hereinafter as Wmag) published a list of major philanthropists in the country, and it included Mr Křetínský in the ranking.

According to Wmag, through EPH, Mr Křetínský donated EUR four million to around 200 health institutions during the beginning of the global Covid-19 pandemic.92 In 2017, the Czech weekly Tyden reported that Mr Křetínský donated CZK three million (approximately EUR 114,000)93 to his alma mater, the Faculty of Law of the Czech Masaryk University in Brno.94 Petition against Le Monde takeover Various Czech media portals, including iROZHLAS, reported in September 2019 that journalists of the French newspaper Le Monde were not satisfied with the idea of Mr Křetínský increasing his stake in the

86 https://www.polemag.sk/kto-dostava-slovo-v-diskusii-o-klimatickej-zmene/ 87 https://nazory.pravda.sk/dnes-pise/clanok/536269-ako-sa-ovplyvnuje-verejna-mienka/ 88 https://offshoreleaks.icij.org/nodes/10156125 89 https://www.novinky.cz/domaci/clanek/kauza-panama-papers-ukazuje-i-na-stovky-ceskych-jmen-346945 90 https://roklen24.cz/a/wuibR/kretinsky-na-panenskych-ostrovech-mam-jen-katamaran 91 https://www.climatechangenews.com/2016/04/08/czech-buyers-of-german-coal-plants-linked-to-panama-

papers/ 92 https://wmag.cz/v-cesku-roste-trend-filantropie-kdo-daroval-nejvic/ 93 Given the rate in 2017. 94 https://www.tyden.cz/rubriky/domaci/nazory/drbarna/kretinsky-rozdaval-miliony-koho-obdaroval_431840.html

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Province Zeeland Report Integrity Due Diligence EPH, Mr Křetínský and Mr Tkáč 8 December 2022

newspaper because of a nationalist sentiment95, since Le Monde has been one of the most famous French newspapers with a long history.96 Journalists, as well as other shareholders of Le Monde who control 25% of the newspaper, signed a petition against Mr Křetínský obtaining a majority stake in Le Monde without their consent.97 Mr Křetínský eventually signed the agreement with Le Monde’s minority shareholders in September 2019 in the shareholders’ favour98, and he has so far remained in control of 49% of the newspaper.99 Around the time that Mr Křetínský invested in the French press, Mr Jerome Lefilliatre (referred to hereinafter as Mr Lefilliatre) wrote a book called ‘Mister K.: Petites et grandes affaires de Daniel Křetínský’, published 12 Marth 2020. The author has subsequently held multiple interviews regarding Mr. Křetínský. There he expresses the opinion that Křetínský is first and foremost a businessman, interested in making profit. He had found no evidence of Russian interference. In our research, we found no other indications or substantiation that Mr Křetínský misused his stake in Le Monde. Allegations of manipulating Czech media Articles from 2018 found in the media reported on Mr Křetínský’s alleged intention to purchase several media companies in order to prevent the influence and control of Mr Babiš over the Czech media.

Mr Babiš is the owner of most of the companies providing media services in the Czech Republic and Mr Křetínský’s opponent only in terms of competition on the market concerning their media business, and not in a political way, as reported by the media.100 In 2019, some media outlets reported on Mr Křetínský’s alleged manipulation of the Czech media via his large media house Czech News Centre, which he reportedly uses to promote his economic interests.101 No examples were offered in the said articles in terms of evidence of this alleged manipulation and it was not found to have been officially investigated. In our research, we found no other indications or substantiation of the suggested manipulation. Part of scheme to stop corruption in football In September 2012, various Czech and Slovak news and sports portals, among them Aktualne.cz, reported on Mr Křetínský supposedly providing the Czech Football Association with evidence of influencing matches in favour of certain unnamed teams by some referees, as well as on betting mafias.102 Although precise information of the submitted evidence was never published in the media, the director of the anticorruption police Mr Tomáš Martinec (referred to hereinafter as Mr Martinec) announced that Mr Křetínský did not provide any valuable information or proof of such claims, as reported by the Czech

95 https://www.irozhlas.cz/zpravy-svet/denik-le-monde-daniel-kretinsky-pigasse-francie-czech-media-invest-

novinari_1909240752_jgr 96 https://www.forum24.cz/kretinsky-je-pro-nas-pan-neznamy-z-vychodu-priznava-francouzsky-novinar2/ 97 https://www.forbes.cz/jeho-cil-je-byt-jednou-vetsi-nez-petr-kellner-lici-kretinskeho-autor-knihy-o-nem/ 98 https://www.irozhlas.cz/zpravy-svet/denik-le-monde-daniel-kretinsky-pigasse-francie-czech-media-invest-

novinari_1909240752_jgr 99 https://www.forbes.cz/kretinsky-noviny-neovladne-proti-vuli-novinaru-rika-sef-le-monde/ 100 https://byznys.hn.cz/c1-66116770-penize-podle-leose-rouska-investice-daniela-kretinskeho-do-medii-jsou-o-

byznysu-i-politice-amazon-hlasi-100-milionu-predplatitelu-sluzby-prime 101 https://denikreferendum.cz/clanek/29768-ivo-lukacovic-vydelava-na-lzich 102 https://sport.aktualne.cz/fotbal/tajemstvi-kretinskeho-cerne-tasky-jeji-obsah-peltu-

zdesil/r~ecf5215c01c411e285fc0025900fea04/

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Province Zeeland Report Integrity Due Diligence EPH, Mr Křetínský and Mr Tkáč 8 December 2022

weekly Tyden in November 2012. The media started speculating on Mr Křetínský’s potential secret agenda related to the case, considering his interests as Sparta Prague football club’s owner.103 Then, in October 2013, Lidovky reported that Mr Křetínský’s accusations led to a police investigation and resulted in criminal proceedings against two referees, one former public official and one football player, whereas Mr Křetínský testified at a disciplinary hearing.104 Furthermore, in April 2020, Seznam Zpravy reported on Mr Křetínský denying ever having access to any evidence, or claiming to have had it, blaming the media for blowing the incident out of proportion, but as per the article, it appears to have been part of a game plan.

Namely, Mr Miroslav Pelta (referred to hereinafter as Mr Pelta), then head of the Czech Football Association, was reportedly caught on a police wiretapping tape bragging how he and Mr Křetínský invented the whole largely publicized scheme that included Mr Křetínský pretending he was bringing him proof of match-fixing in Czech football just so they would make football referees stop favouring a certain football club, which Mr Křetínský suspected them of doing at the expense of his own.105 Mr Pelta was wiretapped as part of a police investigation into sports subsidies that led to him being indicted on several criminal offences, but Mr Křetínský was only referenced as a witness in this case, testifying in support of Mr Pelta.106 In the interview on 23 November 2022, we discussed the two football cases with Mr Křetínský. He elaborated on the background of the cases and the situation in the Czech football. In our research, we have gathered no substantiation that Mr Křetínský is a subject in a criminal investigation or in other ways involved in a scheme.

Ownership in Royal Mail and PostNL According to Dutch media sources, in 2021 Mr Křetínský acquired shares in the Dutch postal company PostNL via Vesa Equity Investment and in 2022 he increased his share to more than 25%.107 EP Group wrote in three tweets on the first of March 2021 the following about their strategy: ‘VESA Equity Investment: The investment into PostNL is, after our investment in Royal Mail, the second acquisition of a minority stake in a postal company active on developed western european markets and confirms VESA‘s strategic interest in the sector of logistics. We see last mile post and particularly parcel delivery as a growing business with attractive fundamentals. PostNL demonstrates the qualities required to remain successful in this field, namely a well invested nationwide infrastructure, significant market share... ...and being a reputable delivery partner for its customers and can be seen an exemplary case of successful transformation of a traditional postal company into a modern efficient provider of delivery and logistic services. The strong results published today confirm our view’.

As mentioned before, it was reported in August 2022 that the UK planned to conduct a national security clearance of Royal Mail’s ownership as its largest shareholder – Mr Křetínský’s and Mr Tkáč’s Vesa Equity Investment - was apparently set to increase its stake above 25% and this company was found to have ties to the Russian Gazprom. In October 2022, however, the British government decided to allow Mr Křetínský to increase his ownership stake in Royal mail via Vesa Equity Investment.108 103 https://www.tyden.cz/rubriky/sport/fotbal/gambrinus-liga/kretinskeho-divadlo-strachu-cerna-kabela-ho-muze-

mrzet_250884.html 104 https://www.lidovky.cz/sport/fotbal/melo-byt-ovlivneno-utkani-jablonce-s-plzni-policie-navrhla-obzalovat-

ctyri-osoby.A131007_112045_ln-fotbal-prvni-liga_vrb 105 https://www.seznamzpravy.cz/clanek/vse-vyzrazeno-pelta-v-odposlesich-odhalil-tajemstvi-kretinskeho-tasky-

101282 106 https://isport.blesk.cz/clanek/fotbal/396805/kretinsky-jako-svedek-u-soudu-pelta-je-pritel-vysvetloval-

jednani.html 107 https://fd.nl/bedrijfsleven/1458811/tsjechische-miljardair-breidt-belang-in-postnl-uit-p1k2caCxC7Tj 108 https://www.gov.uk/government/news/government-to-take-no-further-action-under-the-national-security-and-

investment-act-2021-on-royal-mail-share-acquisition

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Province Zeeland Report Integrity Due Diligence EPH, Mr Křetínský and Mr Tkáč 8 December 2022

In response to the above, the following statement was provided on behalf of Mr Křetínský: ‘The commencement of national security review of British Royal Mail's ownership was triggered by the fact that Royal Mail's has been viewed as a strategic company (i.e. a target driven procedure). It was not triggered by DK as the ultimate investor (i.e. no investor driven decision). On 31 October 2022 UK government decided to take no further action under its national security powers in this respect’. In relation to this case, we obtained no indications in public sources of any misconduct of Mr Křetínský, Mr Tkáč and Vesa Equity Investment in respect to the participations in PostNL and Royal Mail. AVE CZ odpadové hospodářství s.r.o. According to local media, in September 2021, waste management company AVE CZ odpadové hospodářství s.r.o., linked to Mr Křetínský, was investigated by the Organised Crime Detection Unit of the Czech police for systematically evading taxes for environmental impact for years.

Because of the tax evasion, the company was fined a minimum of 11 times between 2013 and 2018 by the Czech Environmental Inspection altogether for more than CZK ten million (approximately EUR 370,000).109 110 According to the latest reports, the public prosecutor’s office has been prosecuting the AVE CZ company since August 2022, claiming that it caused damages in the amount of CZK 4 billion (approximately EUR 14.8 million).111 According to the publication, Mr Křetínský claimed that he owns less than 25 percent of AVE CZ’s shares.112 In relation to this case, we obtained no information of any involvement of Mr Křetínský in this matter.

109 Given the average rate between 2013 – 2018. 110 https://ct24.ceskatelevize.cz/domaci/3369642-reporteri-ct-hra-o-miliardy-policie-proveruje-kretinskeho-

skladkovou-firmu-ave 111 Given the average rate between 2013 – 2018. 112 https://www.ekonews.cz/kdo-vlastni-stihanou-firmu-ave-cz-kretinsky-prazak-i-namestkyne-ministra-

spravedlnosti/

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Province Zeeland Report Integrity Due Diligence EPH, Mr Křetínský and Mr Tkáč 8 December 2022

A N N E X 6 - P R E S S A RT I C LE S RE LAT E D T O M R T KÁ Č Offshore affiliations Searches through the ICIJ Offshore Leaks database identified findings on Mr Tkáč, indicating that in the period from May 2012 until August 2013, he was the shareholders of Rawten Assets Limited, registered in the British Virgin Islands and listed in the Panama Papers.113 No other information was provided in the ICIJ database; additional media research located no indications of Mr Tkáč having misused Rawten Assets Limited for any illicit dealings. In his response to this publication, Mr. Tkac mentioned that he ‘contemplated acquisition of a yacht, together with his business partner Mr. Jakabovic. British Virgin Islands (“BVI”) were contemplated as a potential jurisdiction for its registration. In his view BVI, is a one of a very few flags globally under which larger yachts are commonly registered. The idea of acquisition was however later abandoned and the company was therefore never used. As a matter of fact, Mr. Tkac was erroneously registered as (co-)owner of Rawten Assets Limited (Rawten), by its administrator Bulldog International Limited (BI). Mr. Tkac was never Rawten’s owner and therefore could never use the company. Please see attached scan of letter from BI’.

Media reports on companies associated with Mr Tkáč In 2018, the Czech media reported that the Office for the Protection of Personal Data (referred to hereinafter as ÚOOÚ) imposed a fine of CZK 1.5 million (approximately EUR 58,500)114 on Mall.cz, a company related to Mr Tkáč, for failing to secure personal data of more than 700,000 of its customers during a hackers’ attack.115 In his response to this report, Mr. Tkac mentioned that he ‘was a non-controlling minority shareholder of Mall Group at that time with indirect stake of less than 20%’. In 2016, the Czech media reported that the Central Bank imposed a fine on J&T Banka, managed by Mr Tkáč, in the amount of CZK 5 million (approximately EUR 185,000)116 due to bad provision of loans, poorly substantiated remuneration of its own bankers, suspicious transactions against the bank and missing records of dealings with clients.117 Aeronet.cz on J&T ties to the Chinese mafia The apparently pro-Russian Czech news portal aeronet.cz referenced Mr Křetínský in 2019 as a partner of the alleged pro-China financial group J&T, which is, according to the text, involved with the Chinese mafia.118 In his response to this publication, Mr Tkáč mentioned ‘In our view Aeronet is an extremely dubious media, with a opaque ownership structure, which is very likely somehow tied to the Kremlin.

The website is systematically spreading disinformation over Czech (online) media space.

113 https://offshoreleaks.icij.org/nodes/12171155 114 Given the rate in 2018. 115 https://www.irozhlas.cz/ekonomika/mall-pokuta-osobni-udaje-uoou_1810042104_cen 116 Given the rate in 2016. 117 https://www.idnes.cz/ekonomika/domaci/j-t-banka-dostala-od-cnb-pokutu-5-

milionu.A161216_120144_ekonomika_nio 118 https://aeronet.news/cinska-mafie-se-dostala-az-do-okruhu-financovani-volebni-kampane-jiriho-drahose-

prezidentskemu-kandidatovi-lepsolidi-pristalo-na-volebnim-uctu-13-milionu-korun-od-osob-napojenych-na-tvrdika/

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Province Zeeland Report Integrity Due Diligence EPH, Mr Křetínský and Mr Tkáč 8 December 2022

As a matter of fact, Czech government temporarily decided to block its website (together with seven other websites) in February 2022 as part of its reaction on Russian invasion to Ukraine. The article is a classic example of disinformation work -- it takes real people in their real positions, but artificially connects them in a totally absurd and made-up manner, but in a sense which supports the narrative Aeronet seeks. In case of the referred article it was a discreditation of a Czech presidential candidate’. The article suggested the presence of this connection in a lengthy investigative report, which did not directly involve Mr Křetínský. In relation to this case, we obtained no substantiation in public sources of any of the suggestions in this article in relation to Mr Tkáč and Mr Křetínský.

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