expertise, innovation,
and commitment for a
low carbon future
ANNUAL
REPORT
2024
Consolidated Board of
Directors’ Report
2024
Consolidated Board of Directors’ Report 2024
Page 2 of 87
Content
I. 2024 ROMGAZ GROUP OVERVIEW ................................................................................. 3
1.1. Romgaz Group in Figures ...................................................................................... 3
1.2. Significant Events .............................................................................................. 7
II. Parent Company at a Glance .................................................................................... 10
2.1. Identification Data ............................................................................................ 10
2.2. Company Organization........................................................................................ 10
2.3. Mission, Vision and Goal ...................................................................................... 12
2.4. Strategic Objectives, Strategic Options and Secondary Objectives .................................... 12
III. Review of Romgaz Group Business ............................................................................ 15
3.1. Business Segments ............................................................................................ 15
3.2. Brief History ................................................................................................... 20
3.3. Mergers and Reorganisations, Acquisitions and Divestments of Assets ................................ 21
3.4. Group’s Business Performance .............................................................................. 21
3.4.1. Overall Performance ..................................................................................... 21
3.4.2. Sales ........................................................................................................ 24
3.4.3. Prices and Tariffs ......................................................................................... 26
3.4.4. Human Resources ......................................................................................... 28
3.4.5. Environmental Aspects .................................................................................. 31
3.4.6. Occupational Health and Safety ........................................................................ 33
3.4.7. Litigations ................................................................................................. 35
3.4.8. Legal Acts concluded under GEO No. 109/2011 Article 52 ......................................... 35
IV. Group’s Tangible Assets ......................................................................................... 37
4.1 Main Production Capacities ................................................................................... 37
4.2. Investments .................................................................................................... 40
V. Securities Market .................................................................................................. 49
5.1. Dividend Policy ................................................................................................ 52
VI. Company Management ........................................................................................... 54
6.1. Board of Directors ............................................................................................. 54
6.2. Executive Management ....................................................................................... 54
VII. Consolidated Financial Accounting Information .......................................................... 59
7.1. Statement of Consolidated Financial Position ............................................................ 59
7.2. Statement of Consolidated Comprehensive Income ...................................................... 61
7.3. Statement of Consolidated Cash Flows..................................................................... 63
VIII. Corporate Governance ......................................................................................... 65
IX. Performance of Mandate Contracts ........................................................................... 80
Annex No. 1 Consolidated Sustainability Statement
Annex No. 2 Table on compliance with BVB (Bucharest Stock Exchange) Code of Corporate Governance
Consolidated Board of Directors’ Report 2024
Page 3 of 87
I. 2024 ROMGAZ GROUP OVERVIEW
1.1. Romgaz Group in Figures
Romgaz Group
1
recorded in 2024 a revenue of RON 7,929.4 million, down by 11.91%, namely RON 1,072.4
million, as compared to 2023 revenue (RON 9,001.87 million).
Net profit of RON 3,206.00 million, was higher by RON 393.89 million than the net profit recorded in 2023
(14.01%).
Achieved net consolidated profit margins (40.43%), consolidated EBIT (43.88%) and consolidated EBITDA
(51.49%) dropped (except net profit margin) as compared to 2023 (31.24%; 54.41% and 60.01%
respectively).
Consolidated net profit per share of RON 0.83, rose by 14.01% as compared to the previous year.
Investments made by Romgaz Group in 2024 amounted to RON 3,204,362 thousand.
Estimated national natural gas consumption
2
for the reporting period was approximately 106 TWh, by
3.5% higher than the consumption recorded in 2023. Import gas quantities weighted 18% in the total
consumption, by 11% higher than in the previous year.
Total natural gas deliveries from Romgaz internal production to the domestic market were roughly
similar to 2023, recording a slight decrease of 0.8%. Therefore, these deliveries had a 48% weight in the
total national consumption, a 2% decrease as compared to 2023.
Natural gas production reached in 2024, a volume of 4,962.7 million m
3
, namely a 3.64% increase related
to 2023 production.
In 2024, Romgaz electricity production was 880.342 GWh, by 8.55% lower as compared to the production
of 2023. This evolution is strongly related to the energy demand, the evolution of prices on competitive
markets, fuel quantity allocated for electricity generation. According to preliminary data published by
the National Statistics Institute, Romgaz market share is 1.67%.
Operational results
The table below shows a summary of the main indicators related to production (gas, condensate,
electricity), royalty and storage services:
Q4
2023
Q3
2024
Δ Q4
(%)
Main indicators
2023
2024
Δ‘24/’23
(%)
1,273.5
1,185.0
1.3
Gas production (million m3)
4,788.5
4,962.7
3.6
6,232
8,993
84.9
Condensate production (tons)
22,715
36,984
62.8
90.64
82.25
2.3
Petroleum royalty (million m3)
336.90
350.59
4.1
321.1
278.9
-53.1
Electricity production (GWh)
962.6
880.3
-8.5
582.2
12.8
90.2
Invoiced UGS withdrawal services
(million m3)
1,742.8
2,103.9
20.7
204.2
692.2
-66.9
Invoiced UGS injection services
(million m3)
1,905.5
1,580.5
-17.1
1
Romgaz Group (ROMGAZ) consists of Societatea Nationala de Gaze Naturale Romgaz SA (“SNGN Romgaz SA”/“the Company”/
“Romgaz”) as parent company and the subsidiaries SNGN Romgaz SA - Filiala de Înmagazinare Gaze Naturale Depogaz Ploiești SRL
(“Depogaz”) and Romgaz Black Sea Limited (“RBS”), both owned 100% by Romgaz.
2
Consumption is estimated as, at the date hereof, ANRE did not publish the report on the natural gas market for December 2024.
Consolidated Board of Directors’ Report 2024
Page 4 of 87
Natural gas quantities produced, delivered, injected into and withdrawn from gas storages are shown in
the table below (million m
3
):
No.
Specifications
2022
2023
2024
Δ 2024/2023
(%)
0
1
2
3
4
5=(4-3)/3x100
1.
Gross gas production - total
4,935.9
4,788.5
4,962.7
3.6
2.
Technological consumption
73.6
71.6
73.0
2.0
3.
Net internal gas production (1.-2.)
4,862.3
4,716.9
4,889.7
3.7
4.
Internal gas volumes injected in storages
84.6
93.3
272.1
191.6
5.
Internal gas volumes withdrawn from
storages
283.9
144.5
127.8
(11.6)
5.1.
Gas sold in storage
0.0
22.7
77.1
239.6
6.
Differences resulting from GCV
2.7
2.5
7.2
188.0
7.
Volumes supplied from internal production
(3.-4.+5.+5.1.-6.)
5,058.9
4,788.3
4,815.3
0.6
8.1.
Gas supplied to CTE Iernut and Cojocna from
Romgaz gas
338.8
286.5
264.2
(7.8)
8.2.
Self-supplied gas
0.5
1.3
160
9.
Gas supplied from internal production to
the market (7.-8.1.-8.2)
4,720.1
4,501.3
4,549.8
1.1
10.
Gas from partnerships total, out of which:
Amromco (50%)
*)
19.3
15.3
17.5
14.4
11.
Purchased internal gas volumes (including
commodity gas and imbalances)
1.9
8.0
4.1
(48.7)
12.
Sold internal gas volumes (9.+10.+11.)
4,741.3
4,524.6
4,571.4
1.0
13.
Supplied internal gas volumes
(8.1.+8.2.+12.)
5,080.1
4,811.6
4,836.9
.5
14.
Supplied import gas volumes
0.0
0.0
0.0
15.
Gas supplied to CTE Iernut and Cojocna from
other sources (including imbalances)
0.1
0.4
0.0
(100.0)
16.
Total gas supplied (13.+14.+15.)
5,080.2
4,812.0
4,836.9
0.5
Invoiced UGS withdrawal services
1,722.5
1,742.8
2,103.9
20.7
Invoiced UGS injection services
2,450.2
1,905.5
1,580.5
17.1
Note: the information is not consolidated; it also includes the transactions between Romgaz and Depogaz.
2024 production was supported by ongoing production rehabilitation projects of main mature fields,
performance of capitalizable repair works and well recompletion works and by streaming into production
new wells.
Evolution of natural gas production between 2014-2024 is shown below:
5,7 5,6
4,2
5,2
5,3 5,3
4,5
5,0
4,9
4,8
5,0
0
1
2
3
4
5
6
2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
billion cm
Consolidated Board of Directors’ Report 2024
Page 5 of 87
The table below shows the quarterly electricity production for 2024, as compared to 2023:
*MWh*
2023
2024
Δ 2024/2023 (%)
1
2
3
4=(3-2)/2x100
Q 1
323,037
263,832
(18.33)
Q 2
174,542
186,937
7.10
Q 3
143,887
278,905
93.84
Q 4
321,132
150,668
(53.08)
Total year
962,598
880,342
(8.55)
Romgaz is one of the largest gas suppliers in Romania. The evolution of gas supplies
3
between 2014-2024
is shown below:
Relevant Consolidated Financial Results
(RON million, unless otherwise specified)
Q4
2023**)
Q3
2024**)
Q4 2024
Δ Q4
(%)
Main indicators
2023**)
2024
Δ‘24/’23
(%)
2,191.6
1,732.8
2,299.7
4.93
Revenue
9,001.9
7,929.4
(11.91)
2,229.7
1,914.8
2,416.3
8.37
Income
9,613.7
8,546.8
(11.10)
1,211.6
1,372.0
1,531.6
26.41
Expenses
4,551.1
4,953.6
8.84
1.6
2.2
2.5
54.2
Share of profit of associates
4.9
8.0
64.50
1,019.6
545.0
887.1
(13.00)
Gross result
5,067.5
3,601.2
(28.94)
376.2
108.6
(45.2)
(112.02)
Profit tax
2,255.4
395.2
(82.48)
643.4
436.4
932.3
44.91
Net result
2,812.1
3,206
14.01
991.4
523.3
879.1
(11.32)
EBIT
4,897.6
3,479.5
(28.96)
1,106.7
671.3
1,053.5
(4.80)
EBITDA
5,402.2
4,082.6
(24.43)
0.17
0.11
0.24
44.91
Earnings per share (EPS)** (RON)
0.73
0.83
14.01
29.36
25.18
40.54
38.09
Net profit ratio (% from Revenue)
31.24
40.43
29.43
45.23
30.20
38.23
(15.49)
EBIT ratio (% from Revenue)
54.41
43.88
(19.35)
50.50
38.74
45.81
(9.28)
EBITDA ratio (% from Revenue)
60.01
51.49
(14.20)
5,980
5,967
5,977
(0.05)
Number of employees at the end of
period
5,980
5,977
(0.05)
Figures in the above table are rounded; therefore, small differences may result upon reconciliation.
*) Earnings per share (EPS) was calculated based on the current number of shares i.e. 3,854,224,000 shares for all presented periods.
3
Include gas from internal production, including gas supplied to CTE Iernut and Cojocna.
5529
5055
4223
5623
5422
5079
4683
5159,2 5159,2
5080,1
4811,6
4836,9
81
3
7
33
181
53
0
0 0
0
0
0
0
1000
2000
3000
4000
5000
6000
2014 2015 2016 2017 2018 2019 2020 2021 2021 2022 2023 2024
million cm
Gas from internal production Import gas
Consolidated Board of Directors’ Report 2024
Page 6 of 87
**) Information relating to previous periods were modified following a revision of financial statement presentation. Income from
works capitalized as non-current assets was offset by costs incurred for carrying out such investments. Currently, income from
works capitalized as non-current assets are shown in a separate row in the statement of comprehensive income, and expenses
include such costs. The result of previous periods is not affected by this change in presentation (see Note 2 of the Consolidated
Financial Statements on December 31, 2024).
Romgaz on the Stock Exchange
Since November 12, 2013, company’s shares have been traded on the regulated market governed by
Bucharest Stock Exchange (“BVB”) under the symbol SNG. Concurrently, Global Depository Receipts
(“GDRs”), issued by The Bank of New York Mellon
4
(“BNYM”), underlying Romgaz shares (1 GDR = 1 share)
were traded on the main market for financial instruments on London Stock Exchange (“LSE”) - under the
symbol “SNGR”.
Romgaz Extraordinary General Meeting of Shareholders approved by Resolution No.11 of September 11,
2024 and the Board of Directors approved by Resolution of September 24, 2024, the delisting of GDR’s
from the standard listing segment of the Official List of the Financial Conduct Authority of the United
Kingdom and subsequently termination of GDRs trading on the Main Market for financial instruments of
LSE. Consequently, as of December 31, 2024, Romgaz was delisted from LSE and trading of GDRs ceased.
Romgaz is considered an attractive company for investors as regards dividends paid to shareholders,
stability and development perspectives, such being reflected in the evolution of Romgaz securities prices
in the reviewed period.
Performance of Romgaz shares
5
compared to the evolution of BET index (Bucharest Exchange Trading)
from listing to December 31, 2024 is shown below:
4
GDR Depositary
5
For an accurate presentation of share price evolution, trading prices for November 2013-May 2024 were reduced 10 times,
consistent with the share capital increase of May 30, 2024
5.950,00
7.950,00
9.950,00
11.950,00
13.950,00
15.950,00
17.950,00
1,9500
2,4500
2,9500
3,4500
3,9500
4,4500
4,9500
5,4500
5,9500
SNG shares trading prices and BVB BET index for 2013 - 2024 - RON
~share price reduced for 2013 - May 2024~
Share price BET Index
Consolidated Board of Directors’ Report 2024
Page 7 of 87
1.2. Significant Events
April 25, 2024
PricewaterhouseCoopers Audit S.R.L. was appointed financial auditor for S.N.G.N. Romgaz S.A., the
minimum contract term for financial audit is set for three years for provision of services for years 2024,
2025 and 2026.
May 16, 2024
Romgaz Board of Directors approved by Resolution No. 32/2024 to set up a gas supply branch in the
Republic of Moldova. Subject to this Resolution, “Societatea Națională de Gaze Naturale ROMGAZ SA
Mediaș Sucursala Chișinău” was registered with the Agency for Public Services of the Republic of
Moldova, in the State Registry of legal persons.
May 22, 2024
Fitch Ratings Limited (“Fitch”) assigned Romgaz the rating BBB- with stable outlook (Investment
Grade), this is the Company’s inaugural credit rating. According to the report issued by Fitch, the rating
“reflects Romgaz's dominant position in Romania's natural gas market, production growth potential from
Neptun Deep and Caragele reservoir developments and conservative financial policy”.
May 30, 2024
S.N.G.N. Romgaz S.A. share capital increased after being approved by the Extraordinary General Meeting
of Shareholders on December 18, 2023.
The Company’s share capital increased by incorporating reserves representing own financing sources, by
RON 3,468,801,600, from RON 385,422,400 to RON 3,854,224,000, by issuing 3,468,801,600 new
nominative, ordinary, indivisible shares, dematerialised and free tradable (including new shares
underlying the issue of new global depositary receipts) with the nominal value of 1 RON/share, each
shareholder registered on the registration date (May 29, 2024) is entitled to 9 free shares for each share
held.
May 31, 2024
S.N.G.N. Romgaz S.A. (as Lender) and Romgaz Black Sea Limited concluded Addendum No. 1/May 31,
2024 to the loan agreement No. 42805/September 21, 2023, through Romgaz Black Sea Limited Nassau
(Bahamas), Sucursala București (as Borrower) amending the drawdown term to use the credit line, namely
extending the drawdown until October 31, 2024 while all other contract provisions remain unchanged.
June 28, 2024
ROMGAZ Group 2023 Sustainability Report was published. The report presents the non-financial indicators
for January 1, 2023 December 31, 2023, in line with the financial reporting period.
July 1, 2024
Romgaz Extraordinary General Meeting of Shareholders (EGMS) approved by Resolution No. 10, the
following:
a corporate notes issuance programme in maximum amount of EUR 1,500 million and a maximum
initial maturity of notes issued under the program of 7 years;
inaugural issuance and offer of notes under the programme, in 2024 for an amount of up to EUR
500 million;
undertaking by S.N.G.N. Romgaz S.A. of all necessary, useful and / or appropriate actions and
steps for admission to trading of the Programme and of the Notes issued under the Programme
on Luxembourg Stock Exchange and/or on Bucharest Stock Exchange.
September 11, 2024
Romgaz Shareholders approved by EGMS Resolution No. 11:
the amendment of ROMGAZ BLACK SEA LIMITED ("RBS") Articles of Incorporation, namely: a) to
increase ROMGAZ BLACK SEA LIMITED authorised capital, from USD 11,620,000 to USD
1,600,000,000; b) to convert shares issued by ROMGAZ BLACK SEA LIMITED in a single class of
common shares, namely class A, at a nominal value of 1 USD/share;
delisting of global depositary receipts ("GDRs") issued by The Bank of New York Mellon ("BNYM"),
admitted to listing on the standard segment of the Official List of the UK Financial Conduct
Consolidated Board of Directors’ Report 2024
Page 8 of 87
Authority and admitted to trading on London Stock Exchange's main market for financial
instruments, each GDR representing 1 underlying share issued by Romgaz.
Moreover, Romgaz shareholders approved on the same day, by Resolution No. 12:
the conversion of the balance in amount of RON 1,627,088,676, representing debts accrued by
RBS on July 31, 2024 (principal and interest) based on loan agreements with S.N.G.N. ROMGAZ
S.A., into ROMGAZ BLACK SEA LIMITED shares. The conversion of the balance is considered a
reimbursement of the contracted loan, the limit of RON 2.1 billion being thus replenished, and it
can be used until May 31, 2027, if necessary;
the subscription by S.N.G.N. ROMGAZ S.A., of shares issued by RBS and payment of relating
amounts up to the limit of the authorized share capital of RBS, with the approval of S.N.G.N.
ROMGAZ S.A. Board of Directors, with the possibility to sub-delegate to S.N.G.N. ROMGAZ S.A.
executive management;
S.N.G.N. ROMGAZ S.A. to exercise its preference right, pro rata to the shares owned in S.C.
DEPOMUREȘ S.A. share capital, that is to subscribe 1,800,000 newly issued shares having a nominal
value of RON 10, amounting to a total value of RON 18,000,000, contribution in cash, and payment
in full, on the subscription date, of the price of shares subscribed under the capital increase of
S.C. DEPOMUREȘ S.A.
September 19, 2024
To apply the provisions of EGMS Resolution No. 10 of July 1, 2024, Romgaz Board of Directors approved:
to establish the Euro Medium Term Notes Programme of S.N.G.N. Romgaz S.A. (“EMTN
programme”) and,
to submit the Base Prospectus of the EMTN Programme for approval of Commission de Surveillance
du Secteur Financier din Luxemburg (CSSF), as competent authority according to Regulation
(EU) 2017/1129 of the European Parliament and of the Council of 14 June, 2017 on the prospectus
to be published when securities are offered to the public or admitted to trading on a regulated
market, and repealing Directive 2003/71/EC.
September 19, 2024
Following approval of the Ordinary General Meeting of Shareholders, SNGN Romgaz SA signed (as Borrower)
with Banca Transilvania SA, a Bank Loan Agreement of EUR 150,000,000 as well as the related General
Credit Conditions, to cover the general needs and expenses of the Borrower. SNGN Romgaz SA Board of
Directors approved the terms and conditions of the Bank Loan Agreement in the form of a credit line with
Banca Transilvania SA and the General Conditions as an integral part of the Loan Agreement.
September 20, 2024
CSSF approved the Base Prospectus of the EMTN Programme; the notes issuance, their final specific terms,
admission to trading and listing of notes on regulated markets shall be approved by subsequent resolutions
specific for each issuance.
September 24, 2024
Following EGMS Resolution No. 11 of September 11, 2024, Romgaz Board of Directors approved the details
of the GDRs delisting from the standard segment of the Official List of the UK Financial Conduct Authority.
Therefore, the process was initiated for delisting and termination of GDR trading, as well as termination
of the GDR Deposit Agreement, signed between the Company and BNYM.
September 30, 2024
Successful subscription process of the inaugural issue of bonds under the Euro Medium Term Notes
Program, in total amount of EUR 500 million with a maturity of 5 years. Coupon was set at 4.75% per
annum and the bonds will mature on October 7, 2029.
October 25, 2024
Addendum No.2./October 25, 2024 was signed to loan agreement No. 42805/21.09.2023 between S.N.G.N.
ROMGAZ S.A. (as Lender) and Romgaz Black Sea Limited through Romgaz Black Sea Limited Nassau
(Bahamas), Sucursala Bucuresti (as Borrower) to amend the drawdown period, namely to extend the period
until full drawdown of the credit line, but not later than May 31, 2027 and contract amount was
replenished.
Consolidated Board of Directors’ Report 2024
Page 9 of 87
November 19, 2024
S.N.G.N. Romgaz S.A. listed on Bucharest Stock Exchange also, the first bond issue of EUR 500 million.
The bond issue was listed on Luxembourg Stock Exchange as of October 8, 2024.
December 4, 2024
Ordinary General Meeting of Shareholders approved the extension by one year of the Loan Facility
Agreement No. 201812070225 concluded with Banca Comerciala Romana SA, for issuing guarantee
instruments in the form of letters of bank guarantee and irrevocable stand-by letters of credit up to a
limit of RON 500,000,000.
December 4, 2024
Works execution period was extended by 6 months, according to procurement contract No.
40928/03.04.2024, for “Completion of works and commissioning of the investment: development of CTE
Iernut by building a new combined cycle gas turbine”, concluded with Duro Felguera SA.
Therefore, the new commissioning term of the new combined cycle gas turbine power plant is June 2,
2025.
The contractor shall complete all works until expiration of the execution term, including:
a) passing tests at works completion;
b) completion of all Works and fulfilment of the obligations set out in the Contract, so that the Works
may be considered as completed for the purposes of acceptance on completion of works;
c) fulfilment of all contractual conditions relating to the commissioning acceptance for approval.
Moreover, we state that the investment completion date, according to the National Investment Plan was
extended by GD 1489/2024 until June 30, 2025.
December 23, 2024
Romgaz registered the Addendum to the Grant Agreement No.4/December 7, 2017, for the investment
“Combined cycle gas turbine” Iernut, sent by the Ministry of Energy and signed by both parties. Scope of
the Addendum is to amend the contract term until December 31, 2025 for financing, as well as to amend
the execution schedule provided in the contract. The investment completion date, confirmed by
commissioning, cannot exceed June 30, 2025.
December 24, 2024
Fitch Ratings Limited reviewed the perspective of Romgaz rating from stable’ to ‘negative’ and confirmed
the rating BBB-for the Long-term Issuer Default Rating. The report issued by Fitch restated that the
rating “reflects Romgaz dominant position on the Romanian gas market, its production increase potential
as a result of developing Neptun Deep and Caragele and its conservative financial policy”.
December 30, 2024
Following approval of the Ordinary General Meeting of Shareholders, Romgaz signed (as Borrower) with
UniCredit Bank SA, a Bank Loan Agreement of EUR 100,000,000 as well as the related General Credit
Conditions, to cover the general needs and expenses of the Borrower. SNGN Romgaz SA Board of Directors
approved the terms and conditions of the Bank Loan Agreement in the form of a credit line with UniCredit
Bank S.A. and the General Conditions as an integral part of the Loan Agreement.
December 31, 2024
Delisting of "GDRs" became effective, GDRs were delisted from the standard segment of the Official List
of the UK Financial Conduct Authority and terminated trading on London Stock Exchange's main market.
All global depository receipts issued according to Regulation S of US Securities Act (ISIN: US83367U2050)
(trading symbol: SNGR) and all global depository receipts issued according to Rule 144A provided by US
Securities Act (ISIN: US83367U1060) (trading symbol: SNG1), (together, the “GDRs”), representing ordinary
shares of the company with a nominal value of RON 1 each (the Shares”), one GDR representing one
share, are delisted as of December 31, 2024, 8:00 am (UK time), from the Official List of the Financial
Conduct Authority and trading of GDRs on the main market of London Stock Exchange ceased.
Consolidated Board of Directors’ Report 2024
Page 10 of 87
II. Parent Company at a Glance
2.1. Identification Data
Name: Societatea Nationala de Gaze Naturale “ROMGAZ” SA
Main scope of activity: natural gas production
Address: Medias, 4 Constantin I. Motas Square, 551130, Sibiu County
Trade Registry Registration Number: J2001000392326
European Unique Identifier (EUID): ROONRC.J2001000392326
Fiscal registration number: RO14056826
LEI Code: 2549009R7KJ38D9RW354
Legal form of establishment: joint-stock company
Subscribed and paid in share capital: RON 3,854,224,000
Number of shares: 3,854,224,000 each having a nominal value of RON 1
Regulated market where the company’s shares are traded: Bucharest Stock Exchange
Phone: 0040 374 401020
Fax: 0040 374 474325
Web: www.romgaz.ro
E-mail: secretariat@romgaz.ro
Bank accounts opened at: Banca Comerciala Romana, BRD-Groupe Société nérale, Citibank Europe,
Patria Bank, Raiffeisen Bank, Banca Transilvania, ING Bank, Eximbank, Banca Româneasca, CEC Bank.
Shareholder Structure
On December 31, 2024, SNGN Romgaz SA shareholder structure was the following:
The company did not perform transactions with own shares in financial year 2024, and on December
31, 2024 it did not hold own shares.
2.2. Company Organization
The organization of the company is of hierarchy-functional type with six hierarchical levels reaching from
the company’s shareholders to the execution personnel, as follows:
General Meeting of Shareholders
Board of Directors
Chief Executive Officer (with mandate), Deputy Chief Executive Officer (with mandate), Chief
Financial Officer (with mandate)
directors without contract of mandate
heads of functional and operational departments subordinated to directors
execution personnel.
The duties of the Board of Directors are detailed both in the Company’s Articles of Incorporation as well
as in the Terms of Reference of the Board of Directors.
6
The Romanian State through the Ministry of Energy
Romanian
State 70%
Free
float
30%
Shares
%
Romanian State
6
2,698,230,800
70.0071
Free float total, of which:
legal persons
natural persons
1,155,993,200
962,639,519
193,353,681
29.9929
24.9762
5.0167
Total
3,854,224,000
100.0000
Consolidated Board of Directors’ Report 2024
Page 11 of 87
The Chief Executive Officer, the Deputy Chief Executive Officer, the Chief Financial Officer, as well as
directors without contract of mandate are key people in the structure and operation of the company. The
heads of compartments (branches/departments/directions/offices etc.) representing the connection
between the upper structure and the employees of the respective compartment are directly subordinated
to the afore mentioned.
Each compartment has its own duties well-defined in the company’s Rules of Organization and Operation
and all these elements work as a whole.
The tasks, duties and responsibilities of the execution personnel are included in the job descriptions of
each position.
The company had on December 31, 2024, eight branches, set up based on the specific of the activities
performed and on the specific of the region (natural gas production branches) as follows:
Sucursala Medias (Medias Branch) having its office in Medias, 5 Garii Street, postal code 551025,
Sibiu County, territorially organized in 8 sections;
Sucursala Targu Mures (Targu Mures Branch) having its office in Targu Mures, 23 Salcamilor Street,
postal code 540202, Mures County, territorially organized in 9 sections;
Sucursala Buzau, having its office in Buzau, 1 Romanitei street 120032, Buzau County;
Sucursala de Interventii, Reparatii Capitale si Operatii Speciale la Sonde Medias (SIRCOSS Branch
for Well Workover, Recompletions and Special Well Operations) having its office in Medias, 5
Soseaua Sibiului Street, postal code 551009, Sibiu County, territorially organized in 3 sections and
5 units;
Sucursala de Transport Tehnologic si Mentenanta Targu Mures (STTM Technological Transport
and Maintenance Branch) having its office in Targu Mures, 6 Barajului Street, postal code 540101,
Mures County, territorially organized in 5 sections and one laboratory;
Sucursala de Productie Energie Electrica Iernut (SPEE Iernut Power Generation Branch) having
its office in Iernut, 1 Energeticii Street, postal code 545100, Mures County, organised in 7 sections;
Sucursala Drobeta-Turnu Severin (Drobeta-Turnu Severin Branch), having its office in Drobeta-
Turnu Severin, 27 Aurelian Street, Mehedinti County;
Sucursala Chișinău, having its office in Chișinău, 70 Mihail Eminescu Street, MD-2012, the Republic
of Moldova.
SNGN Romgaz SA - Filiala de Înmagazinare Gaze Naturale Depogaz Ploiești SRL (Depogaz)
As of April 1, 2018, SNGN Romgaz SA Filiala de Înmagazinare Gaze Naturale Depogaz Ploieşti SRL
became operational, managing the natural gas underground storage activity.
The subscribed and paid in share capital of the company is RON 66,056,160, divided in 6,605,616 shares,
with a nominal value of RON 10/share.
Depogaz took over operation of underground storages licensed by Romgaz, the operation of assets
belonging to Romgaz, used to perform storage activities and the entire related personnel.
Depogaz operates 5 UGSs developed in depleted gas fields, with a storage capacity of 2.870 bln m
3
.
Information about Depogaz can be found at: https://www.depogazploiesti.ro
Filiala Romgaz Black Sea Limited (RBS)
On August 1, 2022, Romgaz became sole shareholder of ROMGAZ BLACK SEA LIMITED (“RBS”), former
ExxonMobil Exploration and Production Romania Limited.
RBS is a company operating in compliance with the laws of the Commonwealth of the Bahamas.
RBS holds 50% from the rights and obligations under the Petroleum Agreement for petroleum exploration,
development and production for the Deep Water Zone of XIX Neptun offshore block in the Black Sea. OMV
Petrom S.A. holds the remaining 50% of such rights and obligations and as of August 1, 2022, OMV Petrom
is operator of the block.
The subsidiary does not own any assets or interests and is not a party to any joint operating agreement,
production agreement, production sharing agreement or any similar agreement, besides the Petroleum
Agreement for petroleum exploration, development and production for the Deep Water Zone of XIX Neptun
offshore block in the Black Sea (“Neptun Deep”).
The activity of the project is carried out through Romgaz Black Sea Limited Nassau (Bahamas) Bucharest
branch. Neptun Deep is currently in the development exploration phase.
Consolidated Board of Directors’ Report 2024
Page 12 of 87
2.3. Mission, Vision and Goal
Mission
Sustainable increase of added value for the company, employees and shareholders, resilient over the long
term.
Vision
Gaining profit by producing and trading hydrocarbons and electricity, including electricity from renewable
sources, under efficiency and low emission conditions.
Goal
Future ambition to reach NetZeRomGAZ in our business. Romgaz plans to develop its business and to
reach net zero CO
2
emissions by 2050.
2.4. Strategic Objectives, Strategic Options and Secondary Objectives
Strategic Objectives provided in ROMGAZ strategy for 2021-2030
Minimum 10% reduction of carbon, methane and other gas emissions (10-10-10). Reduction is set
for the validity term of the strategy (2021-2030) having 2020 as reference year;
Annual natural gas production decline below 2.5%;
EBITDA margin between 41-42%;
ROACE equal to or higher than 12%.
ROMGAZ Strategic Options:
We continue to develop the portfolio of resources focused on mitigating climate changes effects,
centred on resilient hydrocarbons and on operational safety and reliability;
Electricity and energy with low CO
2
emissions with large scale use of renewable energy sources,
seeking opportunities on the hydrogen market and developing a portfolio of gas clients to complete
such low CO
2
emission energy;
Create long-term relationships with equal profitability for both the market and social environment;
Digital transformation of the company and supporting innovations to approach new customer
interaction methods, to increase efficiency and to support new development directions;
Main objectives for the period 2023-2027, derived from the strategic objectives, are the following:
Increase of hydrocarbon resources and reserves portfolio (onshore and offshore Black Sea) by:
o exploration-development-production activities in concessioned reservoirs;
o concession of new blocks;
acquire petroleum rights and obligations.
Maximise the hydrocarbon reserves recovery factor under safety, reliability and sustainability
conditions by:
o extending the exploitation term of mature gas reservoirs;
o reduce emissions and streamline surface facilities related to hydrocarbon reservoirs.
To maximise the gas reserves recovery factor, to obtain an annual production decline within
controlled limits (maximum 2.5%/year), to obtain reserves replacement ratios of over 50% and to
achieve annual production programs. Related to production activities, following measures and
actions are foreseen, with implementation/achievement deadlines:
o stream in production capacities at major onshore projects, provided in Romgaz
Development Strategy 2021-2030;
o perform well workover works;
o Investments in gas transmission, compression and dehydration:
natural gas compression activities - measures and actions for 2023-2027 provide
for investments in new compressor stations in the most important commercial
delivery-take over points, to ensure security of supply, installation of field
compressors and procurement of compression services (rental of gathering
compressors);
natural gas dehydration activities - measures and actions for 2023-2027 provide
for investments in new gas dehydration stations for continuous assurance of
natural gas quality requirements (compliance) at commercial gas delivery-take
Consolidated Board of Directors’ Report 2024
Page 13 of 87
over points (National Transmission System) and investments in gas metering
systems/facilities for ensuring gas quality;
natural gas transmission activities - for the period 2023-2027 several measures
and actions are foreseen for the safe operation of natural gas pipelines that are
part of the surface production infrastructure;
o Development, implementation and monitoring of a strategy for exploitation and
optimisation of natural gas production capacities for the period 2023-2027 in order to
maximise the recovery of reserves in technically and economically efficient conditions
and monitoring the results of the implementation. The purpose of this strategy is to ensure
the optimal and efficient framework for planning, execution and monitoring of all works
necessary for the achieving the gas production which will ultimately lead to achieving the
objective of maximizing natural gas reserves and maintaining an annual production
decline below 2.5%;
o Continue mature gas reservoir rehabilitation projects.
Consolidate the position on gas and energy supply markets/extend ROMGAZ activities
nationally/take all opportunities for growth and diversification of activities, both nationally and
regionally and to identify new opportunities by:
o permanently adapting the gas and electricity trading policy taking into account the
internal and external context, to maximise the added value;
o permanently adapting the energy trading business model, including by implementing
partnerships;
o adapting the electricity trading policy so as to ensure a significant portfolio of final
household and non-household clients, in line with applicable laws;
o Develop the trading activity;
Complete the investment in the new 430 MW power plant (CTE Iernut) and commission the plant
to generate electricity;
Economic efficiency of ROMGAZ activities;
Produce sustainable energy electricity and energy with low carbon dioxide emissions;
Minimum 10% reduction of carbon, methane and other gas emissions;
o Decarbonisation of exploration-production activities, by:
Using electric driven drilling rigs;
Reduce greenhouse gas emissions during well testing operations;
NOx emission management during exploration activities;
Implement a program to detect and reduce fugitive emissions within the
management system, related to integrity pf production equipment;
Reduce the execution time for developing production infrastructure to reduce
energy consumption, and emissions respectively;
Use non-polluting closed discharge systems at well clusters;
Reduce emissions at compressor stations;
Reduce transportation of liquids resulted from production activities;
Reduce technological gas quantities, flared in a controlled manner, by
implementing methane capture and recovery solutions;
o Reduce emissions and making hydrocarbon surface facilities more efficient by upgrading
facilities and equipment and finding solutions to capture methane;
o Modernise of the existing car fleet and making it more efficient the target is to have 80%
of the car fleet to run on low emission fuels by 2030;
Romgaz digitalisation:
o Technology and digital support and improvement of exploration/production activities;
o Improve the decision-making process and simplify the administrative process by
digitalisation;
o Digital integration unify and standardise hardware and software infrastructure;
Underground gas storage (Depogaz);
Training human resources for the transition to future trends in sustainable energy, by:
Consolidated Board of Directors’ Report 2024
Page 14 of 87
o a more efficient organisation and functioning of the company, in order to develop human
resources through professional training and career development of employees in order to
achieve strategic, derived and specific objectives (i.e. management by objectives);
o Adapting to future trends of sustainable energy, to elaborate and implement a human
resources strategy (for recruiting, training and keeping personnel);
o Continue, and as the case may be, to develop partnerships with the academic and pre-
university environment through specific programs to attract students/recent graduates at
Romgaz;
Romgaz Corporate Governance:
o Internal Management Control System - the main objective is to increase the
acknowledgement so that its function within the company reaches an appropriate level of
understanding, implementation and monitoring. The implementation degree of Internal
Management Control System standards is checked annually through self-assessment. For
each standard, where appropriate, improvement measures and actions are included, with
deadlines for implementation/accomplishment;
o Integrated Management System provides for 2023-2027 actions related to management
of the system;
o National Anticorruption Strategy 2021-2025 continues specific actions to fulfil the
provisions of the anticorruption strategy. In this respect, the Ethics and Integrity Code is
permanently reviewed, there are also information, awareness-raising and counselling
sessions for employees, annual perception surveys, briefings to promote the role of the
ethics counsellor and to promote the system of values and principles contained in the
Ethics and Integrity Code;
o Ongoing monitoring of progress in achieving objectives, indicators (including performance
indicators);
o Relationship with the capital market and with investors;
o Compliance with corporate governance principles provided by applicable national
regulations, namely Bucharest Stock Exchange Corporate Governance Code;
Active participation in corporate social responsibility activities. The social responsibility policy
will be Romgaz's voluntary and conscious choice to promote a transparent business climate and to
integrate social responsibility concerns and business objectives into a coherent strategy to achieve
economic success in an ethical manner, with respect for the community and the environment;
Achieve investment programs (to fulfil objectives).
Consolidated Board of Directors’ Report 2024
Page 15 of 87
III. Review of Romgaz Group Business
3.1. Business Segments
Romgaz Group undertakes business in the following segments:
natural gas exploration and production (carried out at Romgaz and Romgaz Black Sea Limited);
UGS activity (carried out at Depogaz);
natural gas supply;
special well operations and services;
maintenance and transportation services;
electricity generation and supply;
natural gas distribution.
Exploration
Since October 1997, the exploration activity is carried out in 8 blocks located in Transylvania,
Muntenia-Oltenia and Moldova, subject to the Concession Agreement approved by Government Decision
No. 23/2000.
Currently, exploration activities are performed under Addendum No. 6 (approved by GD No.
1011/22.09.2021 to the Concession Agreement for petroleum exploration-development-production
approved by GD No.23/2000, with a validity term of 6 years (10.10.2021 9.10.2027). The approved
minimum work program includes 36 wells with a total length of 92,000 m and 1,000 km
2
3D seismic for all
eight blocks, with the total value of USD 195 million.
Main works performed in 2024 are:
drilling exploration wells:
o completed drilling works for 5 wells, of which:
2 wells tested gas and in conservation;
1 well is undergoing production tests;
1 well is going to be tested;
1 well abandoned from drilling;
o 2 wells under drilling at the end of 2024;
o 5 exploration wells awarded by tender procedure;
o 42 wells in various stages of preparation for drilling procurement;
procurement and processing of 3D seismic data for exploration-development-production blocks RG.01
Transilvania Nord and RG.02 Transilvania Centru, covering an area of approximately 700 km
2
, RG.03
Transilvania Sud 250 km
2
, RG.05 Moldova Sud an area of approximately 125 km
2
. Romgaz acquired
for exploration-development-production block RG.06 Muntenia Nord-Est, 3D seismic acquisition for
250 km
2
and for
RG.07 Muntenia Centru, around 10 km of 2D seismic profiles.
Exploration works are designed and prioritised based on technical-economic principles, to increase the
hydrocarbon resources and reserves portfolio and to maximise the potential of the eight exploration-
development-production blocks licensed by Romgaz. The figure below shows the evolution of the reserves
replacement ratio between 2014-2024:
Consolidated Board of Directors’ Report 2024
Page 16 of 87
Reserves replacement ratio is influenced by the improvement of the final recovery factor, by promoting
probable and possible reserves and by investments in the infrastructure necessary for streaming in
experimental production of new exploration discoveries.
Production
The 2024 annual program for petroleum operations took into account the gas demand dynamics,
reactivation, recompletion and workover operations, bringing into production new wells and exploration
wells; the program focused also on maintenance programs of compressor stations and of dehydration
stations.
2024 natural gas production was 4,962.7 million m
3
, by 174.2 million m
3
higher than the production of the
previous year.
Whereas most operational commercial fields are mature, in an advanced stage of energy depletion, the
high production of 2024 is mainly due to the following:
1. investments to extend production infrastructure and to connect new wells to this infrastructure;
thus Romgaz completed in 2024 surface facilities for bringing into production 9 new wells resulted
from drilling of exploration and exploitation wells;
2. continue and extend rehabilitation projects of the main mature gas fields: Filitelnic, Delenii,
Laslău, dinca, Copșa Mică, Nadeș-Prod-Seleuș, Roman, Corunca Sud, Târgu Mureș, Grebeniș,
Bazna, Cetatea de Baltă, Mărgineni, Corunca Nord, Iclănzel Vaideiu, Sărmășel; the average
production decline for the 16 fields stayed below 1%;
3. performing works, capitalizable repair works and well recompletion operations in 200 inactive or
low production wells to restore them to production;
4. measures implemented to optimise gas field production.
Underground Gas Storage
Currently, there are six operational UGSs in depleted gas reservoirs in Romania. Romgaz owns and operates
through Filiala Depogaz five UGSs with a total capacity of 4.065 bcm and a working gas volume of 2.870
bcm.
In 2024 the ratio between stored gas volumes and working volume of the UGSs was 102.68%.
The Romanian Government issued Emergency Ordinance No. 106/2020 amending Gas and Electricity Law
No. 123/2012 ruling deregulation of storage activities. Therefore, after the withdrawal cycle 2020-2021,
the storage activity is no longer regulated.
Natural Gas Supply
After a thorough restructuring, the Romanian natural gas sector is currently split into independent
activities. The Romanian natural gas market includes a National Transmission System operator - NTS
(Transgaz), producers (Romgaz and OMV Petrom the most important producers), underground gas storage
94,40
82,00
102,00
42,00
55,94
40,75
63,00
69,50
55,85
97,34
74,32
0,00
20,00
40,00
60,00
80,00
100,00
2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
%
Consolidated Board of Directors’ Report 2024
Page 17 of 87
operators (Depogaz holds 93.13% from the total storage capacity of the country), gas distribution and
supply companies to end users and suppliers for the wholesale market.
Considering the international context generated by the increase of prices on energy markets in 2022, in
order to ensure a rigorous discipline on the national market and high economic and social customer
protection, GEO 27/2022 was adopted on measures applicable to end users on the gas and electricity
market during April 1, 2022 March 31, 2023, as well as to amend and supplement certain enforcement
guidelines in the energy sector. Enforceability of GEO 27/2022 was subsequently extended until March 31,
2025.
Therefore, as of April 2022 there was a significant regulation of households and heat producers, both as
regards prices and contracted quantities.
Romgaz was appointed by ANRE Decision No. 1616/2022 supplier of last resort. The first month as supplier
of last resort was February 2023, following that every 7 months Romgaz took over clients that were left
without supplier. Although, until its appointment as supplier of last resort, Romgaz did not act on the
wholesale market, the feedback received from clients was a positive one.
In terms of supply, Romgaz held, between 2017-2024, a national market share ranging between 39%-50%:
Unit
2017
2018
2019
2020
2021
2022
2023
2024
Total national
consumption
bcm
12.3
12.3
11.5
12.0
12.3
10.4
9.7
10.1
Romgaz traded volumes
(domestic + import)
bcm
5.7
5.6
5.1
4.7
5.2
5.1
4.8
4.8
Romgaz market share
%
46.3
45.5
44.1
39.1
42.4
49.4
50.0
48.0
The above quantities include gas from own internal production, including technological consumption,
domestic gas purchased from third parties, 100% gas from Schlumberger joint venture (until 2018) and
import gas. Deliveries include gas delivered to Iernut and Cojocna for electricity production.
Well Workover, Recompletion and Special Operations
SIRCOSS was set up in 2003 in accordance with GMS Resolution No. 5/June 13, 2003.
SIRCOSS performs two main types of activities:
well workover, recompletion operations and production tests;
special well operations.
The operations performed in 2024 were higher both in terms of workover, recompletion operations and in
terms of services supplied as special operations.
Workover, recompletion operations and production tests represent all services performed with T80, T50,
TW30, IC5 drilling rigs and snubbing units.
The table below shows a comparison between planned and achieved recompletion operations and
capitalizable repairs for 2024:
Mediaș Branch
Târgu Mureș Branch
Buzău Branch
TOTAL Romgaz
Planned
73
105
18
196
Achieved
87
107
6
200
Difference
14
2
-12
4
The 200 wells include drilling activities and production tests, comprising well deepening, deviation of the
hole (by installing a deflecting wedge and performing a lateral re-entry), development drilling from 0m.
In 2024 we performed drilling operations at 4 wells, as follows:
well 164 Tăuni – deepening;
well 6 Caragele deviation;
well 209 Nadeș – drilling from 0m (1225m);
well 161 Trei Sate drilling from 0m (1096m).
Consolidated Board of Directors’ Report 2024
Page 18 of 87
The second main activity consists of Special Well Operations, namely services supplied by means of
different transportable equipment for downhole or surface operations.
Special well operations are performed with the following equipment: cementing unit, slickline, wireline,
coiled tubing unit, liquid nitrogen converter, liquid nitrogen truck, cement container, fluid separation
unit, equipment for discharge and measurement with two-phase separation, equipment for discharge and
measurement with three-phase separation, echometer, equipment for tubing cutting, packer assembly
device, hydraulic packer retriever.
The evolution of special operations in 2024, planned vs achieved:
Mediaș
Branch
Târgu Mureș
Branch
Buzău Branch
Third parties
DEPOMURES
TOTAL
Romgaz
Planned
2,586
1,948
1,511
-
6,045
Achieved
3,072
3,448
554
78
7,152
Difference
486
1,500
-957
-
1,107
The schedule was exceeded by 18%, as a result of an increased demand on the main cost centres: flexible
tubing, nitrogen unit, pumping aggregates, reservoir measurements.
Transportation and Maintenance
STTM was established in October 2003, by taking over the means of transportation from Medias,
Targu-Mures and Ploiesti branches.
The branch’s scope of activity is transportation of goods and people, specific technological transportation,
car repairs and maintenance activities for the benefit of the Group and of third parties.
STTM car fleet includes various motor vehicles and machinery for the following transportation services:
a) passenger carriers: cars, minibuses, buses and large buses;
b) mixt transportation with utility vehicles < 3.5 t and utility vehicles ˃ 3.5 t;
c) technological transportation with trucks, platforms, dumpers, dump trucks, tankers, self-trailers and
crane trucks;
d) Transport and machinery: tractors, bulldozers, front loaders, earth-moving machinery, excavators.
Maintenance of the car fleet is carried out in own car services. STTM holds at the four sections (Târgu
Mur, Mediaș, Ploiești and Roman), car services authorised by the Romanian Automobile Register, with
specialised personnel for the maintenance of STTM vehicles and machinery.
As regards the maintenance activity, the various services are provided by specialized teams in the
mechanical, electrical and automation fields.
These include among others, the following:
metallic plate works and pipeline repairs;
machining;
repair and winding of electric motors;
verification and charging of extinguishers;
maintenance, inspection and repairs of drying stations, water pumps, pressure regulators,
construction of water and gas installations;
general attendance (carpentry, central heating, etc.);
automation, electrical and electronic revisions and maintenance for gas compressors;
maintenance well access roads;
pavement of platforms and of access roads;
construction of well perimeter and restoration of land to the agricultural circuit.
During 2024, staff were hired at the two new units responsible for construction of access roads and well
perimeters from Tg. Mures and Ploiesti, being fully operational in august, thus performing 61.38% more
construction/restoration works than in 2023.
At the same time, we performed for the first time in 2024, four drilling/deepening locations.
Consolidated Board of Directors’ Report 2024
Page 19 of 87
Electricity Generation
CTE Iernut is an important junction point of the NPG (National Power Grid), located in the centre of the
country, in Mures County, on the left bank of Mures River, between towns Iernut and Cuci, with gas and
industrial water sources and power discharge facilities.
CTE Iernut is operated by Romgaz through Sucursala de Productie Energie Electrica (SPEE).
CTE Iernut has an installed power of 800 MW and comprises 6 power units: 4 units of 100 MW of
Czechoslovakian manufacturing and 2 units of 200 MW of Soviet manufacturing. These units were
commissioned between 1963 and 1967. Taking in consideration the start of investment works at the 430
MW CCGT Power Plant and the requirement to ensure appropriate conditions for the execution of works
at the related cooling circuit, unit 6 of 200 MW was decommissioned in November 2019.
In January 2019, units 2 and 3 of 100 MW were decommissioned, followed by unit 1 (of 100 MW) in
November 2019, and unit 4 in June 2020; all units were decommissioned on the grounds of non-compliance
with the environmental conditions.
In 2024, SPEE Iernut operated with power unit 5 of 200MW.
Natural Gas Distribution
Natural gas distribution is regulated, carried out in two distributions at Targu-Mures Branch. Romgaz has
concession agreements for public distribution services with administrative territorial units Ghercesti (Dolj
County) and Stejari (Gorj County). In 2024, 26,010 MWh were distributed, by 3,582 MWh, namely by 60%
more than distribution of 2023.
Consolidated Board of Directors’ Report 2024
Page 20 of 87
3.2. Brief History
Societatea Nationala de Gaze Naturale ROMGAZ” SA is Romania’s
most important natural gas producer and supplier. The company’s
experience in the field of gas exploration and production exceeds 110
years. Its history began in 1909 when the first natural gas commercial
reservoir was discovered, in the Transylvanian Basin, upon drilling of
well Sarmasel-2.
The most important historic benchmarks are:
1909
Natural gas discovery in Sarmasel (Transylvanian Basin)
1913
First gas production recorded in Romania (113,000 m
3
)
1915
On November 26, Societatea Ungară de Gaz Metan is established, receiving the right
for gas exploration and production from Transylnavia's richest gas fields
1925
Setting up the National Gas Company "SONAMETAN"
1958
First underground gas storage in Romania, at Ilimbav, Sibiu County
1972
Use of compressors in the course of production
1976
Maximum gas production obtained by Romgaz (29,834 million m
3
)
1979
Import gas from the Russian Federation
1991
Centrala Gazului Metan was reorganized, by Government decision, to Regia Autonoma
"ROMGAZ" RA
1998
"ROMGAZ" RA becomes Societatea Naţională de Gaze Naturale "ROMGAZ" SA
2000
SNGN "ROMGAZ" SA was reorganized in five independent companies (SC "Exprogaz" SA Mediaş,
SNDSGN "Depogaz" SA Ploieşti, SNTGN "Transgaz" SA Mediaş, SC "Distrigaz Sud" SA Bucureşti şi SC
"Distrigaz Nord" SA Tîrgu-Mureş
2001
The current SNGN "ROMGAZ" SA Medias was established
2013
Company shares are traded on Bucharest Stock Exchange and London stock Exchange
(GDR's)
2015
Unbundling the underground gas storage activity by setting up Filiala de Înmagazinare
Gaze Naturale Depogaz SRL Ploieşti
2018
As of April 1, 2018 Filiala de Înmagazinare Gaze Naturale Depogaz SRL Ploieşti became
operational
2022
Acquisition of all shares issued by ExxonMobil Exploration and Production Romania Limited,
which holds 50% of the rights and obligations under the Petroleum Agreement for the eastern
area, deep water zone, of Neptun XIX offshore block in the Black Sea.
Consolidated Board of Directors’ Report 2024
Page 21 of 87
3.3. Mergers and Reorganisations, Acquisitions and Divestments of Assets
Changes to the organisational structure
Resolution No. 378/01.04.2024, amended the organisational structure of S.N.G.N. ROMGAZ S.A.
headquarters and Targu Mures Branch, after establishing Buzau Branch.
Resolution No. 665/05.06.2024, updated the organisational chart of the headquarters, namely
Chisinau Branch was subordinated to the Energy Trading Department, following its approval by the
Board of Directors;
No mergers of the company with other entities took place in financial year 2024.
3.4. Group’s Business Performance
3.4.1. Overall Performance
The Group’s revenues are generated mainly from gas production and deliveries (own gas production and
delivery, gas produced by joint ventures, import gas deliveries and gas deliveries from other domestic
producers), from supply of underground gas storage services, from production and supply of electricity
and from other specific services.
Financial Results
*RON thousand*
Item
no.
Description
2023
2024
Ratio %
(2024/2023)
0
1
2
3
4=(3/2-1)x100
1
Total Income, of which:
*operating income
*financial income
9,613,665
9,371,037
242,628
8,546,800
8,346,656
200,144
-11.10
-10.93
-17.51
2
Revenue
9,001,878
7,929,436
-11.91
3
Expenses total, out of which:
*operating expenses
*financial expenses
4,551,076
4,450,197
100,879
4,953,639
4,846,080
107,559
8.85
8.90
6.62
4
Share of associates’ result
4,873
8,016
64.50
5
Gross Profit
5,067,462
3,601,177
-28.94
6
Income tax
(2,255,353)
(395,181)
-82.48
7
Net Profit
2,812,109
3,205,996
14.01
The total income of 2024 was lower by 11.10% as compared to 2023.
Below are the compared economic-financial indicators for 2023 and 2024 and their detailed structure split
by activity:
Indicators split by activities 2024
*RON thousand*
Description
TOTAL, out
of which:
Gas
production
and
deliveries
Underground
Gas Storage
Electricity
Other
activities
Settlement
between
segments
1
2
3
4
5
6
7
Revenue
7,929,436
7,418,587
573,604
539,646
485,407
(1,087,808)
Cost of commodities
sold
(119,825)
(24,648)
(131)
(93,834)
(1,212)
-
Investment Income
190,009
3,908
11,262
152
288,140
(113,453)
Other gains or losses
(31,383)
(31,226)
668
(87)
(738)
-
Consolidated Board of Directors’ Report 2024
Page 22 of 87
Net gains (losses) from
impairment of trade
receivables
38,479
52,974
-
(1,436)
(13,059)
-
Changes in inventories
47,832
45,493
-
23
2,316
-
Income from works
capitalized as non-
current assets
307,228
302,155
-
5,073
-
-
Raw materials and
consumables
(199,861)
(136,575)
(47,394)
(363,155)
(38,928)
386,191
Depreciation,
amortization and
impairment
(603,157)
(449,713)
(90,584)
(7,785)
(72,073)
(22,998)
Employee benefit
expense
(1,201,977)
(602,003)
(95,171)
(63,438)
(441,365)
-
Taxes and duties
(1,826,729)
(1,778,512)
(20,113)
(24,892)
(3,212)
-
Finance cost
(92,692)
(23,588)
(2,330)
(38)
(68,169)
1,433
Exploration Expenses
(78,709)
(78,709)
-
-
-
-
Share of associates’
result
8,016
-
-
-
8,016
-
Greenhouse
certificates expenses
(180,752)
-
-
(180,733)
(19)
-
Expenses with third
party services and
other costs
(646,474)
(958,803)
(176,781)
(104,187)
(109,017)
702,314
Other Income
61,736
56,325
102
354
5,404
(449)
Profit before tax
3,601,177
3,795,665
147,132
(294,337)
41,491
(88,774)
Income tax expense
(395,181)
44,631
(27,985)
-
(411,827)
-
Profit for the year
3,205,996
3,840,296
119,147
(294,337)
(370,336)
(88,774)
Indicators split by activities 2023
*RON thousand*
Description
TOTAL, out
of which:
Gas
production
and
deliveries
Underground
Gas Storage
Electricity
Other
activities
Settlement
between
segments
1
2
3
4
5
6
7
Revenue
9,001,878
8,398,731
550,278
588,609
464,701
(1,000,441)
Cost of commodities
sold
(107,130)
(20,327)
(70)
(85,507)
(1,226)
-
Investment Income
213,008
1,192
7,648
95
271,963
(67,890)
Other gains or losses
(17,748)
(13,482)
436
(111)
(3,296)
(1,295)
Net gains (losses) from
impairment of trade
receivables
43,714
30,070
-
12,711
933
-
Changes in inventories
(5,767)
(7,396)
-
3
1,626
-
Income from works
capitalized as non-
current assets
250,977
245,167
-
5,741
69
-
Raw materials and
consumables
(151,501)
(99,281)
(45,269)
(304,472)
(34,440)
331,961
Depreciation,
amortization and
impairment
(504,532)
(373,363)
(13,253)
(18,878)
(70,887)
(28,151)
Employee benefit
expense
(1,082,714)
(536,395)
(89,469)
(58,341)
(398,509)
-
Taxes and duties
(1,496,311)
(1,476,356)
(17,036)
427
(3,346)
-
Finance cost
(62,003)
(17,230)
(1,994)
(18)
(43,729)
968
Exploration Expenses
(84,640)
(84,640)
-
-
-
-
Consolidated Board of Directors’ Report 2024
Page 23 of 87
Share of associates’
result
4,873
-
-
-
4,873
-
Greenhouse
certificates expenses
(242,803)
(115)
-
(242,681)
(7)
-
Expenses with third
party services and
other costs
(712,843)
(809,163)
(218,949)
(212,615)
(141,115)
668,999
Other Income
21,004
26,146
139
(11,114)
6,259
(426)
Profit before tax
5,067,462
5,263,558
172,461
(326,151)
53,869
(96,275)
Income tax expense
(2,255,353)
(1,558,442)
(23,302)
-
(673,609)
-
Profit for the year
2,812,109
3,705,116
149,159
(326,151)
(619,740)
(96,275)
Revenue
The table below shows the compared revenue and the revenue share on activity segments:
Description
2023
2024
RON mln
% Revenue
RON mln
% Revenue
Gas production and delivery
8,398.7
93.30
7,418.6
93.56
UGS activity
550.3
6.11
573.6
7.23
Electricity generation and delivery
588.6
6.54
539.6
6.81
Other activities
464.7
5.16
485.4
6.12
Settlement between branches
(1,000.4)
-11.11
(1,087.8)
-13.72
TOTAL Revenue
9,001.9
100.00
7,929.4
100.00
Financial Income
The financial income dropped by 17.51% as compared to the previous year. Financial income consists
mainly of interests from cash in bank deposits.
Expenses
Description
2023 (RON
thousand)
2024 (RON
thousand)
Δ (2024/2023)
%
1
2
3
4=(3-2)/2x100
Operating expenses
4,450,197
4,846,080
8.90
Financial expenses
100,879
107,559
6.62
Total expenses
4,551,076
4,953,639
8.85
Financial Expenses
Financial expenses incurred in 2024 are higher by 6.62% as compared to 2023 mainly as a result of
contracted loans and the issue of bonds.
Chapter 7 shows a detailed split of different expenses categories and a comparative assessment thereof.
Economic-Financial Results
Compared economic-financial results are shown in the table below (RON thousand):
Description
2023
2024
Δ (2024/2023)
%
1
2
3
4=(3-2)/2x100
Operating results
4,920,840
3,500,576
-28.86
Financial results
141,749
92,585
-34.68
Share of associates’ results
4,873
8,016
64.50
Gross result
5,067,462
3,601,177
-28.94
Income tax
(2,255,353)
(395,181)
-82.48
Net result
2,812,109
3,205,996
14.01
Gross result for January December 2024 in amount of 3,601,177 thousand is by 28.94% lower than the
gross result of 2023.
Consolidated Board of Directors’ Report 2024
Page 24 of 87
Financial Performance is also emphasized by the evolution of indicators presented in the table below:
Indicators
Formula
UM
2023
2024
1
2
3
4
5
Working capital (WC)
C
p
-A
i
=
C
pr
+D
tl
+Pr+S
i
-A
i
RON
mln
1,911
4,117
Working capital requirements (WCR)
(A
c
-D+Ch
av
) -
(D
crt
-Cr
ts
+V
av
)
RON
mln
1,700
2,612
Net cash
WC-WCR = D-Cr
ts
RON
mln
212
1,504
Economic Rate of Return (ERR)
P
b
/C
p
x100
%
38.06
19.89
Return on Equity (ROE)
P
n
/C
pr
x100
%
24.32
22.60
Return on Sales
P
b
/CAx100
%
56.29
45.42
Return on Assets
P
n
/Ax100
%
17.08
16.10
EBIT
P
b
+Ch
d
-V
d
RON
mln
4,897.64
3,479
EBITDA
EBIT+Am
RON
mln
5,402.17
4,083
ROCE
EBIT/C
ang
x100
%
36.79
19.22
Current liquidity
A
crt
/D
crt
-
1.61
3.27
Asset Solvency
C
pr
/Px100
%
70.21
71.23
where:
C
p
long-term capital; P
b
gross profit;
A
i
non-current assets; P
n
net profit;
C
pr
equity; CA revenue;
D
tl
non-current liabilities; A total assets;
Pr provisions; Ch
d
interest expense;
S
i
investment subsidies; V
d
interest income;
A
c
short term assets; Am amortization and impairment;
D liquidity position; C
ang
capital employed (total assets current liabilities);
Ch
av
prepayments; A
crt
current assets;
Cr
ts
short-term credit; D
crt
current liabilities;
V
av
deferred income; P total liabilities.
3.4.2. Sales
Sales Evolution and Perspective
The table below shows the evolution of delivered gas quantities, by splitting gas quantities delivered to
third parties and quantities used for electricity production in own plants:
TWh
Description
2023
2024
Ratio
2024/2023 (%)
1
2
3
4=(3-2)/2x100
I. SALES
GEO 27/2022, of which:
41.048
26.681
-35.00
*household suppliers
32.644
20.509
-37.18
*suppliers of heat producers + heat producers
7.298
4.592
-37.07
Consolidated Board of Directors’ Report 2024
Page 25 of 87
*network operators
1.105
1.580
42.98
Romgaz supplier of last resort total, of which:
0.796
0.400
-49.83
*competitive market
0.722
0.276
-61.80
*GEO 27/2022
0.074
0.124
66.53
Gas Release Program
0.047
2.111
4,410.67
Romanian Commodities Exchange
3.370
12.759
278.60
Bilateral negotiated contracts
2.219
6.070
173.56
II. CTE Iernut deliveries
3.033
2.806
-7.49
III. Self-supply
0.005
0.014
157.24
*TOTAL DELIVERIES
50.444
50.716
0.54
Romgaz traded gas quantities both on the regulated market and on the free market, both by bilateral
negotiation as well as on the centralized market governed by the Romanian Commodities Exchange (BRM).
The quantity of 47.896 TWh was delivered to the market, to third parties, as follows:
gas delivered under contracts concluded on centralized markets (BRM+GRP and other contracts
concluded on the centralized market + SPOT market): 14.870 (31.05%);
gas delivered under GEO 27/2022: 26.681 TWh (55.71%);
gas delivered under bilateral negotiated contracts: 6.070 TWh (12.67%),
gas delivered as supplier of last resort: 0.400 TWh (0.58%).
As compared to 2023 Romgaz (net) natural gas production recorded an increase of 3.6% and the volumes
delivered in 2024 escalated by 0.54%. Gas sales from own production increased by 1.1% as compared to
the previous year.
Gas delivered to third parties rose by 0.54%. It is worth mentioning that in 2024 no import gas quantities
were traded. Concurrently, gas quantities used at CTE Iernut decreased by 7.49% compared to 2023.
As regards gas trading on Romanian centralized markets, Romgaz share was about 49.56% of the total gas
traded on these markets (GasForward, GasForward with Central Counterparty and SPOT) with delivery in
2024. With respect to quantities, Romgaz traded 14.79 TWh on centralized markets, with delivery in 2024,
out of 29.84 TWh that represented all transactions on these markets with the same delivery period.
Out of the total gas traded on centralized markets, 7.14 TWh are quantities sold on SPOT market on the
day ahead market and intraday market.
2025 gas sales perspectives are characterized by adapting products and prices to the conditions of the
competitive market, taking into account that as of April 1, 2025 the provisions of GEO 27/2022 were
extended until March 31, 2026, namely trading at a regulated price of a significant gas quantity from
Romgaz internal production.
Competition and Market Share of Romgaz Products and Services
The evolution of gas market was significantly influenced by enforcement of GEO No. 27/2022 and
subsequent acts to protect household consumers and heat producers by distributing gas from internal
production at a capped price for these customer categories.
The protection measures implemented by the above-mentioned ordinance led to recovery of the national
consumption which recorded an increase of roughly 3.5% as compared to the previous year, close to the
consumption of 2022.
In this context, out of the total gas sales for 2024, Romgaz sold 55.71% at regulated price to household
suppliers, suppliers of heat producers and to heat producers as well as to network operators.
According to company’s estimates, the national gas consumption increased by 3.5% as compared to 2023.
As regards Romgaz deliveries to the national consumption, these recorded a 2% drop as compared to 2023.
2024 national electricity production, according to IMS preliminary data, reached 52,447,900 MWh.
Yearly evolution of the electricity production and of the market share:
Consolidated Board of Directors’ Report 2024
Page 26 of 87
Description
2022
(MWh)
2023
(MWh)
2024
(MWh)
2023/2022
(%)
2024/2023
(%)
National production
54,193,070
57,101,600
52,447,900
105.36
91.85
Romgaz production
1,110,456
962,598
880,342
86.70
91.45
Romgaz market share (%)
2.05
1.68
1.67
National electricity production sources in 2024
7
:
33.28% classic power plants;
27.29% hydroelectric power plants;
20.80% nuclear plants;
12.12% wind power plant;
6.50% photovoltaic power plants (including prosumers).
3.4.3. Prices and Tariffs
Law No. 123/2012
8
sets the regulatory framework for natural gas production, transmission, distribution,
supply and storage, for organization and operation of the gas sector, for market access as well as criteria
and procedures for granting authorizations and/or licenses in the natural gas sector.
Romgaz Group activates both on the regulated market as supplier of last resort and carrying out
distribution activities and on the free market, carrying out gas and electricity production and supply
activities and underground storage activities.
Natural Gas Trading
Romgaz gas trading policy is based on principles governed by transparency, competition, equal and non-
discriminatory treatment, efficiency and effectiveness.
In line with the trading policy and considering the specific regulations, natural gas marketing is carried
out by using two sales channels: trading on centralized market governed by the Romanian Commodities
Exchange and bilateral negotiations.
In 2024 natural gas trading was influenced to a certain extent, from the point of view of both quantity
and pricing, by two specific regulations:
1. GRP (Gas Release Program)
Pursuant to Article 177 paragraph 3^16 of Law No. 123/2012, between July 1, 2020 December 31, 2022,
natural gas producers whose annual production in the previous year exceeds 3,000,000 MWh have the
obligation to annually offer the sale of 40% of the natural gas production with delivery between July 1,
2020 December 31, 2022, in a transparent, public and non-discriminatory manner, on centralized markets
in accordance with the regulations issued by ANRE.
The prices in the initiating offers for GRP gas quantities shall be lower by at least 5% compared to the
weighted average prices for the offered products according to the provisions of ANRE Order No.
143/2020
9
.
In accordance with the provisions of GEO No. 27/2022, the implementation of Article 177 paragraph (3^15)
(3^17) of Law No. 123/2012 on GRP, extends to December 31, 2024, noting that, during the application
period of the emergency ordinance, quantities related to fulfilment of the delivery obligation by natural
gas producers will be sold according to Article 12 of the ordinance. Romgaz traded in 2024, 2.11 TWh
under the GRP.
The natural gas quantities representing Romgaz obligation to offer pursuant to GRP are shown in the
following table (MWh):
2021
2022
2023
2024
Obligation to offer
17,537,059
19,704,757
0
2,246,653.06
7
Approximate levels - Source: National Statistics Institute press release Primary energy resources for January 1 December 31,
2024
8
Electricity and Gas Law No. 123, July 10, 2012, as subsequently amended and supplemented.
9
Order No.143 of July 17, 2020 on the obligation of natural gas producers to offer gas on centralized markets if their annual
production in the previous year exceeds 3,000,000 MWh.
Consolidated Board of Directors’ Report 2024
Page 27 of 87
2. GEO No. 27/2022
2.1 Supply of Natural Gas at Regulated Price
Pursuant to this regulation, the Transmission System Operator-TSO (SNTGN Transgaz SA), based on the
information sent by natural gas producers on one hand, and suppliers of households, suppliers of heat
producers, directly by heat producers and by transmission and distribution network operators, established
and sent to each producer, the natural gas quantities representing the contracting obligation for April 1,
2022 March 31, 2023, April 1, 2023 March 31, 2024 and April 1, 2024 March 31, 2025 at regulated
prices, namely at 150 RON/MWh March 31, 2024 and 120 RON/MWh as of April 1, 2024.
Natural gas quantities established by the TSO as a delivery obligation for Romgaz are as follows (MWh):
for the period April 1, 2022 March 31, 2023: 28,839,939 MWh;
for the period April 1, 2023 March 31, 2024: 41,256,848 MWh;
for the period April 1, 2024 March 31, 2025: 25,151.880 MWh.
Quantities delivered pursuant to GEO No. 27/2022 are as follows:
In 2022, gas was delivered only beginning with May: 16,678,014.51 MWh, of which:
o household suppliers: 14,099,961.86 MWh;
o suppliers of heat producers and heat producers: 2,628,052.65 MWh;
In 2023: 40,973,459.99 MWh, of which:
o household suppliers: 32,644,345.74 MWh;
o suppliers of heat producers and heat producers: 7,223,962.40 MWh;
o network operators: 1,105,151.85 MWh.
In 2024: 26.681,266.58 MWh, of which:
o household suppliers: 20,508.684.13 MWh;
o suppliers of heat producers and heat producers: 4,592,426.16 MWh;
o network operators: 1,508.85 MWh.
2.2 Natural Gas Supply at Capped Price
Pursuant to Article 1 paragraph (2) for the consumption achieved between April 1, 2022 March 31, 2025,
the final price invoiced by natural gas suppliers is:
a) maximum 0.31 RON/kWh, including VAT, for household consumers;
b) maximum 0.37 RON/kWh, including VAT, for non-household consumers whose annual gas
consumption in 2021 at the consumption place is maximum 50,000 MWh, as well as for heat
producers”.
The natural gas quantity invoiced at capped price in 2024 is 26,307.37 MWh, and the quantity for 2023 is
1,191,485.61 MWh.
The natural gas quantity sold in 2024 was 47,896.46 GWh, 491.20 GWh higher than the quantity sold in
2023 (47,405.26 MWh) and 1,911.20 GWh, namely 4.2%, higher than the quantity scheduled to be sold.
From the quantity sold in 2024, 26,681.27 GWh, representing 55.71%, is gas delivered pursuant to GEO
No. 27/2022.
The average gas supply prices between 2022 2024 are shown in the following table:
Description
MU
2022
2023
2024
1
2
4
5
6
Average supply price for gas from
internal production
10
RON/1000 m
3
2,392.06
1,729.10
1,443.50
RON/MWh
227.27
163.85
137.19
Natural Gas Distribution
Regulated distribution tariffs valid for the reviewed period are approved by ANRE Orders, as follows:
Order 57/2022 on amending Order 77/2021 on approving regulated tariffs applicable to
distribution services for Societatea Nationala de Gaze Naturale "ROMGAZ" - S.A. Medias (as of April
1, 2022);
Order No. 45/2023 on the approval of regulated tariffs applicable to distribution services for
Societatea Nationala de Gaze Naturale "ROMGAZ" - S.A. Medias (as of April 1, 2023);
10
Including commodity gas, less storage costs.
Consolidated Board of Directors’ Report 2024
Page 28 of 87
Order No. 40/2024 on the approval of regulated tariffs applicable to distribution services for
Societatea Nationala de Gaze Naturale "ROMGAZ" - S.A. Medias (as of July 1, 2024);
Tariffs are shown in the table below:
Description
01.04.2022-
31.03.2023
01.04.2023-
30.06.2024
01.07.2024-
present
Distribution tariffs (RON/MWh):
C1 consumption up to 280 MWh
C2 annual consumption between 280 and 2,800 MWh
C3 annual consumption between 2,800 and 28,000 MWh
49.31
43.35
38.79
74.05
65.13
58.29
89.68
78.88
70.59
Underground Gas Storage
The table below shows the storage tariffs:
Tariff component
M.U.
Tariff
(01.01.2024-
31.03.2024)
Tariff
(01.04.2024-
31.12.2024)
Volumetric component for gas injection
RON/MWh
7.27
6.86
Fixed component for capacity booking
RON/MWh/storage
cycle
9.82
10.34
Volumetric component for gas withdrawal
RON/MWh
5.94
5.43
3.4.4. Human Resources
On December 31, 2024, Romgaz Group had 5,977 employees and SNGN Romgaz SA 5,450 employees.
The table below shows the evolution of employees’ number between January 1, 2022 December 31,
2024:
Specifications
2022
2023
2024
Group
SNGN
Romgaz
SA
Group
SNGN
Romgaz
SA
Group
SNGN
Romgaz
SA
Employees at the beginning of the year
5,863
5,363
5,971
5,453
5,980
5,462
Newly hired employees
354
315
274
238
259
240
Employees who terminated their labour
relationship with the company
246
225
265
229
262
252
Employees at the end of the year
5,971
5,453
5,980
5,462
5,977
5,450
The structure of SNGN Romgaz SA employees at the end of 2024, was the following:
a) by level of education
University 28.04%
Secondary education 31.96%
Foreman education 1.87%
Vocational school 29.82%
Various general studies 8.31%
b) by age
under 30 years 5.76%
30-40 years 13.85%
Consolidated Board of Directors’ Report 2024
Page 29 of 87
40-50 years 26.73%
50-60 years 46.18%
over 60 years 7.47%
c) by activities
gas production 71.85%
production tests/well special operations 11.25%
health 1.66%
transportation 8.92%
electricity production 6.33%
Distribution of Romgaz employees by headquarters and by branches is shown in the figure below:
Distribution of Romgaz employees by headquarters and by branches is shown in table below:
Entity
Workers
Foremen
Administrative
employees
Total
Headquarters
54
693
747
Mediaș Branch
1343
81
282
1706
Târgu-Mureș Branch
1125
48
222
1395
SIRCOSS
451
47
115
613
STTM
370
20
96
486
Iernut Branch
209
31
105
345
Drobeta Turnu Severin Branch
2
2
Buzău Branch
117
3
36
156
TOTAL
3669
230
1551
5450
In 2024, professional training courses were meant to increase competitiveness and to improve
professional performance.
Thus, the following were taken into account:
training of administrative employees in various areas of activity, in cooperation with national
training suppliers;
Headquarters
13,71%
Medias Branch
31,30%
Targu-Mures
Branch
25,60%
SIRCOSS
11,25%
STTM
8,92%
Iernut Branch
6,33%
Drobeta Turnu
Severin Branch
0,04%
Buzău
Branch
2,86%
Consolidated Board of Directors’ Report 2024
Page 30 of 87
authorization/re-authorization, according to specialization and position;
training and further qualification of workers through in-house training courses.
In 2024 the average training hours per employee, calculated as a ratio between the total number of
training hours and the average number of employees, was 11.13 hours/employee. Training related
expenses amounted to RON 2,781 thousand.
The coaching program was launched last year having 17 participants for the first edition.
The program ROMGAZ SCHOLARSHIPS” continued in 2024 to identify young professionals, future
employees of the company.
In this regard, in 2024, the third edition was completed (for 2023-2024 academic year) and the fourth
edition of the program started for academic year 2024-2025.
In compliance with the collaboration framework agreements concluded with (1) Lucian Blaga University
Sibiu Faculty of Engineering, (2) Ploiești Oil and Gas University Faculty of Petroleum Engineering, (3)
Bucharest University Faculty of Geology and Geophysics, (4) Alexandru Ioan Cuza University in Iași
Faculty of Geography and Geology, (5) “George Emil Palade” Medicine, Pharmacy, Science and Technology
University in rgu Mur Faculty of Engineering and Information Technology, the conditions for the
contest were set which resulted in the Scholarship Rules/Guidelines.
The scholarships, in amount of 1,500 RON/month, are intended for students in the third, fourth year of
study and/or for master students year 1, majoring in:
Hydrocarbon Transmission, Storage and Distribution (students) and Gas Engineering and Management
(master students) for Lucian Blaga University Sibiu;
Petroleum Engineering, Geological Engineering and Hydrocarbon Transmission, Storage and
Distribution (students) and Well Drilling, Petroleum Production Optimization, Hydrocarbon
Transmission and Distribution Systems Engineering, Risk Management, Petroleum and Petrochemical
Equipment Reliability Engineering (master students) Oil and Gas University Ploiesti;
Geological Engineering (students) and Well Geology (master students) Alexandru Ioan Cuza University
Iași;
Geophysics and Geological Engineering (students) and Assessment of Sedimentary Basins and Mineral
Resources, Applied Geophysics and Geological Engineering and Ambient Geo-technique (master
students) Bucharest University Faculty of Geology and Geophysics;
Energy Engineering and Information Technology (students) and Energy Systems Management (master
students) George Emil Palade” Medicine, Farmacy, Science and Technology University Târgu Mureș
Faculty of Engineering and Information Technology;
In 2024, 29 students/master students received scholarships from the above mentioned program:
10 scholarships Lucian Blaga University Sibiu: students/master students from the third edition
academic year 2023-2024 and the fourth edition academic year 2024-2025;
9 scholarships Oil and Gas University Ploiești: students/master students from the third edition
academic year 2023-2024 and the fourth edition academic year 2024-2025;
5 scholarships Bucharest University: students/master students from the second edition academic
year 2023-2024 and 4 students from the third edition academic year 2023-2024);
4 scholarships Alexandru Ioan Cuza University Iași students/master students from the third edition
academic year 2023-2024);
1 scholarship “George Emil Palade” Medicine, Farmacy, Science and Technology University in Târgu
Mureș (third edition, 2023-2024 academic year);
1 scholarship Babes Bolyai University Cluj student from the second edition academic year 2022-
2023.
During 2024, 16 scholars were employed, selected in the second and third edition of Romgaz Scholarships
Program, as follows:
- one graduate was employed at Medias Branch (Production Technologies and Reservoir Engineering
Department);
- two graduates were employed at Targu Mures Branch (Production Technologies and Reservoir
Engineering Department and Geologic Department);
- two graduates were hired at SPEE Iernut (Thermal Mechanical Exploitation 2x200 and Thermal
Mechanical Exploitation 1) and
Consolidated Board of Directors’ Report 2024
Page 31 of 87
- 11 graduates were employed at the headquarters (Blocks Office, Portfolio and Opportunities
Assessment Department, Drilling Fluids Office, Exploration and Appraisal Department, Drilling
Supervision, Methane Emissions Management and Reservoir Exploitation Optimization).
The first edition of “ROMGAZ NextGen” internship was organized in August 2024; 13 interns were selected
to work at Romgaz headquarters and at Medias Branch, Targu Mures Branch, Buzau Branch, SIRCOSS and
SPEE Iernut.
In 2024, the partnerships with Colegiul Școala Nationala de Gaz Mediaș and with Liceul Tehnologic Iernut
for dual education continued. These students were awarded a monthly scholarship of RON 300 proportional
to the theoretical and practical training period.
The training areas are the following:
Colegiul Școala Nationala de Gaz Mediaș:
1. 14 high school students, class of 2022-2025, 10
th
and 11
th
grade gas production, treatment
and distribution operator;
Liceul Tehnologic Iernut:
1. 14 high school students, 10
th
grade and 11
th
grade, class of 2022-2025:
5 high school students - electric, professional qualification as electrician
operating power plants, stations and electrical networks;
9 high school students - electro mechanic, professional qualification as boiler,
steam turbine, auxiliary and heating plant operator.
2. 20 high school students, 9
th
grade, class of 2024-2027:
10 high school students - electric, professional qualification as electrician
operating power plants, stations and electrical networks;
10 high school students - electro mechanic, professional qualification as boiler,
steam turbine, auxiliary and heating plant operator.
All 16 students of class 2021-2024 graduated the 11
th
grade in 2024:
6 high school students - electric, professional qualification as electrician operating power
plants, stations and electrical networks;
10 high school students - electro mechanic, professional qualification as boiler, steam turbine,
auxiliary and heating plant operator.
As regards recruiting: out of the 32 graduates from 2023 and 2024, 10 graduates were employed (8
graduates of 2023 and 2 graduates of 2024), of which 7 persons were hired in 2024.
Romgaz Group has two trade unions:
Sindicatul Liber din cadrul S.N.G.N. Romgaz S.A.”, consisting of 5.353 members, out of the
5.450 employees, resulting a ratio of 98.61% union members;
Sindicatul Filiala de Înmagazinare Gaze Naturale DEPOGAZ Ploiesti, with 418 members and 81
members pertaining to „Sindicatul Liber din cadrul SNGN Romgaz SA”, out of the 515 employees,
resulting a ratio of 97.25% union members.
Relationship between manager and employees: on May 16, 2024 the parties concluded a new Collective
Labour Agreement for SNGN Romgaz SA, registered at Sibiu Labour Inspectorate under no.
9177/27.05.2024, valid as of June 1, 2024 until May 31, 2026, inclusive.
Beginning with June 1, 2024 Depogaz has a new Collective Labour Contract following negotiations with
Sindicatul Filiala de Înmagazinare Gaze Naturale DEPOGAZ Ploiești”, the representative trade union of
the subsidiary. The Collective Labour Contract is valid for June 1, 2024 May 31, 2026.
3.4.5. Environmental Aspects
In 2024, the environmental protection activity continued to focus on ensuring compliance with the Group’s
obligations in this respect. Another aim was meeting specific objectives related to:
increasing awareness on compliance with legal requirements;
monitor drafting of all reports required by the effective environmental legislation, by centralizing the
information required and reported by Romgaz Branches and submitting it to competent authorities;
efficiency of environmental protection activities which support the management process.
In 2024 environmental protection activities focused on:
Consolidated Board of Directors’ Report 2024
Page 32 of 87
complying with legal and regulatory requirements, operating in an environmentally responsible
manner;
actions to reduce the consumption of utilities, materials and the level of polluting emissions;
implementation of the environmental and ecology program which had the following actions planned:
- installing petroleum products separators;
- installing concrete tanks;
- upgrading hydrocarbon separators at compressor stations;
- works to reduce noise level at compressor stations;
- installing wastewater disposal equipment;
- mounting polistif-type tanks at well clusters;
- works to capture casing and cellar emissions in gas wells;
- mounting well injection pipes;
- stabilization of landslides;
- connections for wastewater evacuation;
- mounting secondary drums for condensation tanks;
- mounting gathering-storage systems for reservoir water from intake gas;
- mounting wastewater injection systems;
- mounting anti-pollution discharge systems at well clusters.
controlled disposal of hazardous substances;
integrating environmental aspects in all decision making processes;
communication and cooperation with all suppliers and stakeholders, to minimize the impact of their
operations on the environment;
maintaining compliance with the provisions of regulations (environmental and water management
permits/agreements/authorizations) issued for the execution of works/activities; Romgaz keeps a
register for monitoring measuring environmental factors, available online on our internal and
external website, which contains the results of monitoring the indicators set out in the authorizations;
promoting respect for the environment in balance with economic growth in every strategic decision;
daily updating the Register of environmental regulatory acts applicable to all activities, thus ensuring
the Group's permanent compliance;
environmental protection training, at least annually, for Romgaz employees and service/work
providers operating on the company's locations as well as of visitors, pupils, students that have
organised access on company’s locations;
compliance with permitting requirements:
complying with legal requirements related to environmental permits for all 102 units, for one
unit the authorisation is expired (reauthorisation documents are in progress);
complying with legal requirements regarding water management permits, for:
62 units for water use;
34 units related to reservoir water injection systems/wells.
A company-wide application is under development to monitor environmental/water management/waste
water injection authorizations, permanently analysing and continuously supervising compliance with legal
requirements on environment protection.
management of waste generated from own activities, according to the legal requirements in force.
Activities related to waste management are performed in compliance with environmental protection
laws that reflect the requirements of national and European laws. In 2024, the company recycled and
co-incinerated 1,212.06 tons of waste (1,176.16 tons were recycled and 35.90 tons were co-
incinerated), disposed 3,218.85 tons of waste (0.14 tons were incinerated and 3,218.72 tons were
stored).
In 2024, the Program for Preventing and Reducing Waste Generated by S.N.G.N. Romgaz S.A.” focused
on the accomplishment of the measures thereunder; the program can be accessed at the following link
https://www.romgaz.ro/program-de-prevenire-si-reducere-cantitatilor-de-deseuri.
The program aims at identifying the SMART objectives, establishing targets with performance
indicators and monitoring the implementation of measures/actions regarding waste
prevention/reduction/minimization of waste generation / reduce waste harmfulness as well as the
recorded progress in order to fulfil the country’s strategic objectives.
Consolidated Board of Directors’ Report 2024
Page 33 of 87
Moreover, it sets the framework for ensuring sustainable waste management to achieve proposed
objectives and targets.
monitoring compliance with legal requirements on environment protection.
In 2024, there was a leak of reservoir water into the Vatman creek, caused by advanced corrosion of a
pipeline at Corunca South 40 reservoir water injection well. Romgaz remedied the causes of the incident,
replacing the damaged pipe and thus preventing future leaks. Following this environmental incident, the
company was fined RON 12,500. There was also soil pollution with reservoir water at the Sărmășel gas
production section, which was promptly remedied by Romgaz employees.
periodic payment of the contribution to the “Closing Fund”, until reaching the mandatory provision,
for Ogra specific waste facility; at the end of 2024 the account balance is RON 1,614,847.02;
tracking the annual monitoring frequency for Dumbrăvioara drilling waste dump, closed in 2003, with
a 30-year monitoring obligation;
planning and organizing the internal environmental inspection activity to verify compliance with the
legal requirements applicable to inspected activities. In 2024, 32 internal environmental inspections
were planned at authorized locations of the branches;
assessing the compliance with environmental protection requirements and contractual requirements
of contractors and subcontractors of drilling works contracted by Romgaz in 2024;
laboratory analyses to monitor and measure environmental factors, required by regulatory
documents. In this respect, the company publishes quarterly a Measuring-Monitoring Register of
environmental factors, which can be viewed at https://www.romgaz.ro/factori-de-mediu;
compliance of CO
2
emissions from SPEE Iernut combustion facilities;
making all payments required by the applicable environmental legislation (environmental fund,
environmental/water authorization/reauthorization fees, provisions, water consumption
subscriptions, etc.).
In 2024, the Environmental Guard, the Water Basins Administrations /Water Management System carried
out 26, the company received one civil fine in amount of RON 12,500, presented in the above paragraph.
CO
2
Certificates - SPEE Iernut
By GD No. 1096/2013 on approving the mechanism for the free of charge transitory allocation of
greenhouse gas emissions certificates to electric power producers for 2013-2020, including the National
Investment Plan (NIP), the Romanian Government finances replacement of old thermoelectric installations
from a fund supplied from sales of greenhouse gas emissions certificates, investments receiving a non-
reimbursable funding of 25% of the value of eligible expenses based on financing contracts, within
available funds, according to the order of financing request and approval.
Romgaz is among the beneficiaries of the above-mentioned government decision and, in 2017, launched
the investment The Development of CTE Iernut Power Plant by Building a New Combined Cycle Gas
Turbine Power Plant” with NIP funds.
Therefore, pursuant to Annex No.1 of the Order, free of charge transitory allocation of certificates is
made for the period between 2016 - June 30, 2019, while starting with 2020 free of charge transitory
certificates are no longer allocated.
To comply with the legal requirements of GD No. 780/2006, updated (article 8, letter e) Romgaz has the
obligation to reimburse, by September 30 of the year following the year for which greenhouse gas
emissions were monitored, a number of greenhouse gas emission certificates equal to the total number of
emissions from such installations. For 2024, CO
2
emissions equal 500,229.55 tons which is equivalent to
500,229.55 certificates.
3.4.6. Occupational Health and Safety
In accordance with Social-and-Corporate-Responsibility-Policy the commitments undertaken to achieve
the safety and health objectives:
preparing specific plans in the field of Emergency Situations (Fire Safety and Civil Protection),
with the role of preventing events with severe consequences;
making the occupational health and safety management more efficient and implementing best
practices in order to eliminate occupational accidents;
Consolidated Board of Directors’ Report 2024
Page 34 of 87
beyond its related obligations and other voluntarily adopted requirements, Romgaz promotes the
continuous improvement of working conditions and management of safety, health and well-being
of employees;
avoiding and preventing accidents and employee health issues by providing a safe and healthy
environment;
continuous monitoring of the task to properly notify, assess and manage any potentially hazardous
situations that could affect workers and safety in the use of equipment;
ensuring compliance with all legal requirements applicable to the domain through the integrated
quality, environmental and occupational health and safety management system in accordance
with SR EN ISO 9001:2015, SR EN ISO 14001:2015, respectively SR ISO 45001:2023;
promoting measures to improve the occupational safety and health of employees by establishing
principles relating to the prevention of occupational risks, protection of the workers’ health and
safety, elimination of risk factors and injury, information, consultation, balanced participation
according to the law, training of workers and their representatives according to the legislation in
force;
promoting a healthy lifestyle among employees.
In order to manage the negative impact related to health and safety at work, Romgaz headquarters and
each branch have an Occupational Health and Safety Committee, except for Drobeta Turnu Severin
Branch, because, according to the legislation, the establishment of such a committee is mandatory only
for units with at least 50 employees. In this context, for the respective branch, the health and safety
responsibilities of the 2 employees are managed directly by the Prevention and Protection Office of the
Company Headquarters. These committees operate under an own Rules of Organization and Operation and
meet quarterly or whenever necessary to manage occupational health and safety issues. Minutes of
meetings are brought to the attention of all employees. The Committees shall equally include
representatives of both the employees and the management of the Company.
In 2024, internal controls were carried out at work places within headquarters and branches, checking the
following: personnel training in the field of occupational health and safety, provision and use of the
personal protective equipment (PPE), the existence of personal protective equipment stocks in the
storages of branches, validity of fitness to work medical certificates issued by the occupational physician,
the hygiene conditions at work places, provision of sanitary hygienic materials, the existence and
equipping of first aid medical kits, etc.
Other activities carried out in this field:
drafting the annual training testing program as well as the training topics in the field of
occupational health and safety for all 2024 training stages;
drafting the annual internal control schedule for 2024;
drafting identification sheets for occupational risk factors for the new employees, for those
employees who changes their work place and for internship students;
carrying out the general introductory training in the field of occupational safety and health to
new employees and students/trainees on internship;
drafting the occupational health and safety requirements for the acquisition of
products/services/works, Form: 02F-07-Act.3.2, in accordance with the operational procedure
Establishing the requirements on occupational health and safety, emergency situations and
environmental protection when purchasing products, services and works”, code: 02PO-03, Ed. 3,
Rev. 3;
necessary steps were taken and subsequent contract No. 2 to the framework agreement has been
concluded, concerning voluntary health insurance services for Romgaz employees;
monthly update of the list of persons covered by the voluntary health insurance policy;
an information material has been developed and sent to workers to prevent and limit illnesses
caused by influenza virus and other respiratory viral infections, having regard to the fact that the
Ministry of Health has established epidemiological alertness due to the large number of cases of
influenza;
updating the record of trades and professions provided for by specific legislation for which
authorization is required;
updating the prevention and protection plan at the company’s headquarters;
updating the record of areas of high-risk and specific, code: 00F-1110-Act. 3.0;
Consolidated Board of Directors’ Report 2024
Page 35 of 87
updating the action plan in the event of a serious and imminent danger of injury, code: 00F-118-
Act. 3.0;
updating the document records of workplaces with serious accident hazards and action plans in
the event of a serious and imminent risk of injury, code: 00F-119-Act. 3.0;
updating the record of monitoring and measurement resources (MMR);
testing all the employees at the company’s headquarters in accordance with the training – testing
program for 2024 in the field of occupational health and safety, code: 01F-101-Act.3.0.
The Prevention and Protection Office at the company’s headquarters was subject to two audit missions, as
follows:
1) internal audit of the integrated management system carried out by the Integrated
Management Office, and had the following two objectives:
a. evaluating the achievement of the requirements of the integrated management
system (IMS) reference standards within S.N.G.N. Romgaz S.A.;
b. evaluating the status of implementation of the recommendations made in previous
IMS audits;
c. identifying the opportunities to improve the integrated management system;
2) external audit, carried out by the Certification Body SRAC and had the following objectives:
a. evaluating the manner in which the obligations arising from the certified
management system are fulfilled in terms of its compliance and effectiveness with
the requirements of the applicable reference standards;
b. evaluating the ability of the management system to continue to meet the legal
regulatory and contractual requirements applicable within the company;
c. identifying areas for potential improvement of management system;
In Q 2 2024, the procurement procedure for personal protective equipment was completed. This procedure
materialized in the signing of 16 framework agreements for a period of 4 years and containing a total of
60 assortments of personal protective equipment.
3.4.7. Litigations
The summarized breakdown of litigations in which Romgaz is involved as of December 31, 2024, and their
value is the following:
a total number of 146 litigations are recorded in company records, out of which:
o 54 cases where Romgaz is plaintiff;
o 90 cases where Romgaz is defendant;
o 2 cases where Romgaz is civil party/injured party;
The total (approximate) value of litigations is RON 399,039,479;
The total (approximate) value of the files where Romgaz is plaintiff is RON 357,341,658;
The total (approximate) value of the files where Romgaz is defendant is RON 41,697,821;
The total (approximate) value of the files where Romgaz is civil party is RON 53,750;
The total (approximate) value of the files where Romgaz is garnishee is RON 0.
The detailed list of litigations can be viewed on Romgaz website www.romgaz.ro Investor Relations
Annual Reports 2024.
3.4.8. Legal Acts concluded under GEO No. 109/2011 Article 52
According to the provisions of Article 52 paragraph (6) of GEO No.109/2011 "The half-year and annual
reports of the Board of Directors ... shall mention, in a special chapter, the legal acts concluded under
paragraphs (1) and (3), […]”.
Paragraphs (1) provides as follows:
The Board of Directors […] convenes the General Meeting of Shareholders for the approval of any
transaction if it has, individually or in a series of concluded transactions, a value higher than 10% of the
public enterprise net assets value or higher than 10% of the public enterprise revenue in accordance with
Consolidated Board of Directors’ Report 2024
Page 36 of 87
the last audited financial statements, with the Board members or the managers or, where appropriate,
with the members of the Supervisory Committee or the directorate, the employees, the shareholders
who have control over the company or with a company controlled by them”.
Paragraph (2): “the Board of Directors has the obligation to convene a meeting […] also in case of
transactions concluded with the spouse, relatives/affinity of fourth degree including the persons
mentioned in Paragraph (1)”.
Paragraph (3): “the Board of Directors […] informs the shareholders, during the first general meeting of
shareholders taking place after concluding the legal act, on any transaction concluded by the public
company with a) the persons mentioned in Paragraph (1) and (2), if the value of the transaction is below
the level established in Paragraph (1); b) another public company or with the public supervisory
authority, in case the transaction value, individually or in a series of transactions, of at least the
equivalent in RON of EUR 100,000”.
The transactions concluded under the provisions of Article 52 of GEO No. 109/2011 are published on
Romgaz website at www.romgaz.ro, Investors Interim reports 2024.
Romgaz financial auditor draws up, half-yearly, an „Independent Limited Assurance Report on the
information included in the current reports issued by S.N.G.N. Romgaz S.A. in accordance with the
requirements of Law No. 24/2017, as subsequently amended and supplemented and in accordance with
Regulation No. 5/2018 of the Financial Supervisory Authority”, report which is sent to BVB and published
on company website.
Considering that current reports of the above type are public, being posted on BVB website, as well as
that half-year current reports are posted on company website with the legal acts concluded in each
semester, reports audited by the financial auditor of the company, for details regarding concluded legal
acts please access company website at www.romgaz.ro Investors News and Events Current
Reports Contracts (under the name of “Auditor Report – H1 2024 Contracts” on July 31, 2024 and “Auditor
Report H2 2024 Contracts” on January 30, 2025).
Consolidated Board of Directors’ Report 2024
Page 37 of 87
IV. Groups Tangible Assets
4.1 Main Production Capacities
The occurrence and thereafter the development and gradual diversification of what was truly going to be
the Romanian natural gas infrastructure has an important benchmark, year 1909, when the first gas
reservoir was discovered by drilling well 2 Sarmasel (Mures County).
During the immediately following years, a gas infrastructure, unique in Europe for those times, began to
emerge at a small scale, consisting of the following assets:
gas transmission pipeline, the first of this kind in Europe, built in 1914, connecting towns Sarmasel
and Turda (Cluj County), and
gas compressor station from Sarmasel; built in 1927- the first one in Europe.
It is notable that the country’s large gas structures were discovered after 1960 and in parallel, a complex
infrastructure started to be developed, at national scale, dedicated exclusively to the gas extraction
process and later to the injection and underground storage process. These large gas structures located in
the Transylvanian basin supply considerable gas quantities even today.
Exploitation of Natural Gas Reservoirs
The infrastructure related to exploitation of hydrocarbon reservoirs is a particularly complex system today
that needs to ensure continuous gathering, transmission, conditioning and metering of gas produced by
wells and the quality parameters provided in applicable regulations.
Following the discovery and exploitation of new reservoirs, the infrastructure of the company developed
continuously. The maximum intensity of the rate of development of production capacities was reached
between 1970-1980, when the annual production was extremely high both due to the consumption demand
in those times and to the great volumes of resources and reserves in most of the newly discovered gas
fields.
Production capacities of company’s infrastructure are summarized as follows:
1. natural gas production wells and wells for reservoir water injection;
2. gathering pipelines connecting wells and well clusters;
3. collecting pipelines connecting well clusters and the NTS (National Transmission System);
4. gas heaters (radiators);
5. underground and surface gas separators;
6. flow metering panels (for technological and fiscal metering located at the interface with the NTS);
7. gas dehydration (conditioning) stations;
8. gas compressor units:
low capacity portable compressors installed at the well head or at the well cluster;
booster compressors for one or more gas fields;
gas compressor stations, usually consisting of two or more high capacity compressor units,
which can be intermediate or final compressor stations (entry in the NTS);
9. industrial or reservoir water pumping stations;
10. other facilities (buildings, workshops, storehouses, electric lines, well access roads etc.).
Utilization of production capacities depends on gas sales volume, generally being close to 100%.
In order to keep these production capacities in operation, under safety and efficiency conditions, Romgaz
makes extensive and continuous efforts focused on workover and special operations in wells, maintenance
and rehabilitation of pipes, maintenance and modernization of gas compressor stations and dehydration
stations as well as of commercial (fiscal) gas delivery panels.
Production from these fields is obtained through more than 2960 wells and through almost the same
number of surface facilities consisting mainly of gathering pipelines, gas heaters (where applicable), liquid
separators and gas flow technological metering panels.
Pressure and flow rate limits of production wells are maintained by 16 compressor stations (in which 90
compressor units are installed), 21 booster compressors and 22 cluster compressors.
One technical demand required by applicable laws is the quality of gas, which is 100% fulfilled by means
of 74 gas dehydration stations.
Consolidated Board of Directors’ Report 2024
Page 38 of 87
Underground Storage
Depogaz holds License No. 1942/2014 for the operation of five underground gas storages, developed in
depleted gas fields, their aggregate capacity representing about 93.54 % of the total storage capacity of
Romania.
The capacity of the underground gas storages operated by Depogaz is shown in the table below:
UGS
Active capacity
Withdrawal capacity
Injection capacity
[mil. Sm
3
/cycle]
[TWh/cycle]
[mil. Sm
3
/day]
[GWh/day]
[mil. Sm
3
/zi]
[GWh/day]
Balaceanca
50
0.535
1.200
12.840
1.000
10.700
Bilciuresti
1,310
14.017
14.000
149.800
10.000
107.000
Ghercesti
250
2.675
2.000
21.400
2.000
21.400
Sarmasel
900
9.630
7.500
80.250
6.500
69.550
Urziceni
360
3.852
4.500
48.150
3.000
32.100
Total
2,870
30.709
29.200
312.440
22.500
240.750
1. Balaceanca UGS
Balacenca UGS is located approximately 4 km from Bucharest.
The fixed assets contributing to the storage process are as follows:
24 wells out of which 21 injection/withdrawal wells and 3 piezometric wells;
Surface infrastructure includes:
Balaceanca gas compressor station;
8.4 km collecting pipelines;
4 separators;
4 technological gas metering panels;
Dehydration station;
15 gas heaters;
Communication system and fiber-optic data acquisition system;
Bi-directional fiscal metering system.
2. Bilciuresti UGS
Bilciuresti UGS is located in Dambovita County, approximately 40 km W-NW of Bucharest.
The fixed assets contributing to the storage process are as follows:
65 wells of which 60 injection/withdrawal wells, 4 piezometric wells, 1 waste water injection well;
Surface infrastructure includes:
Butimanu gas compressor station;
4 gas dehydration stations;
26.5 km gathering pipelines for 60 injection/withdrawal wells;
50 gas heaters;
14 impurity separators;
14 technological gas metering panels;
37.5 gathering pipes;
Bi-directional fiscal metering system;
Waste-water injection station.
Consolidated Board of Directors’ Report 2024
Page 39 of 87
3. Ghercesti UGS
Ghercesti UGS is located in Dolj County, near Craiova.
The fixed assets contributing to the storage process are as follows:
85 wells out of which 79 active wells and 6 piezometric wells;
Surface infrastructure includes:
135.7 km gathering pipelines for 79 wells;
22.6 km gathering pipelines;
13 impurities separators;
12 technological gas metering facilities;
Gas dehydration stations;
Communication system and fiber-optic data acquisition system;
Bi-directional fiscal metering system.
4. Sarmasel UGS
Sarmasel UGS is located near Sarmasel, approximately 35 km NW of Targu-Mures, 35 km north of Ludus
and 48 km east of Cluj-Napoca.
The fixed assets contributing to the storage process are as follows:
69 wells (6 of them were completed in December 2024);
Surface infrastructure includes:
Sarmasel gas compressor station;
3 dehydration stations with triethylene glycol;
26.7 km gathering pipelines for 63 wells, the 6 new wells were to be commissioned in
January 2025;
13.8 km gathering pipelines;
59 impurities separators;
Bi-directional fiscal metering system.
5. Urziceni UGS
Urziceni UGS is located in Ialomita County approximately 50 km NE of Bucharest.
The fixed assets contributing to the storage process are as follows:
31 wells out of which 30 injection/withdrawal wells and 1 piezometric well;
Surface infrastructure includes:
Urziceni gas compressor station;
19.5 km collecting pipelines for 31 injection/withdrawal wells;
3.3 km of collecting pipelines;
6 technological gas metering facilities;
29 gas heaters;
1 gas dehydration station;
Optic-fibre data acquisition system;
Bi-directional fiscal metering system.
Workover and special operations
Well workover, recompletions and well production tests represent all the services performed with
workover rigs, as well as equipment for specific support operations such as: cement plug drilling
installations, mud tank equipped with agitator, sand control-sand blender, shale shaker, mud pumps.
Special Well Operations are performed with the following equipment: cementing unit, slickline, wireline,
coiled tubing unit, liquid nitrogen converter, liquid nitrogen tank truck, cement container, filter unit,
equipment for discharge and measurement with two-phase separation, equipment for discharge and
Consolidated Board of Directors’ Report 2024
Page 40 of 87
measurement with three-phase separation, equipment for tubing investigation, echometer, tubing
cutting, packer assembly device, hydraulic packer recovery tool.
Future well workover and special well operations are required to stop production decline, taking into
consideration the continuous need for such works and the large number of works performed in the past.
Transportation and Maintenance
On December 31, 2024 the car fleet of STTM consists of 736 motor vehicles, as follows:
Passenger carriers: cars 85, buses 12, large 5 and 2 large buses;
Passenger and good utility cars 223 < than 3.5 t and 5 > 3.5 t;
Vehicles for goods transportation: dumpers 29, cesspit emptier 40, platform trucks 27, tank trucks 4;
Vehicles for heavy transportation: truck-tractors 1 and semitrailer trucks 21;
Lifting and handling machinery: auto cranes 31 and hook and ladder trucks 4;
Other special vehicles: mobile laboratory for equipment testing and checking 2;
Special vehicle N3g - 1;
Heavy machinery: bulldozers 9, caterpillar shovels 3, tire shovels 2, wheel loaders 21, motor graders
4, compactor 4, front end loader 10;
Other machinery: tractor trucks 95, forklift trucks 11, motorized cleaning vehicles 3;
Other vehicles: trailers for heavy transportation, trailers and semitrailers for tractors 82.
Considering the dynamics of gas exploration production activities performed by Romgaz, on medium
term (approx. 5 years), the perspective to develop STTM has to be achieved by permanenty determining
methods and measures resulting from quality services and economic efficiency conditions.
Out of the 736 vehicles existing in STTM on December 31, 2024, 13 motor vehicles were approved to be
put out of service.
Electricity Generation
CTE Iernut is an important junction point of the NEG (the National Energy Grid), located in the centre of
the country, in Mures County, on the left bank of Mures River, between towns Iernut and Cuci, with gas
and industrial water sources and power discharge facilities.
CTE Iernut is operated by Romgaz through Productie Energie Electrica (SPEE) Branch.
CTE Iernut has an installed power of 800 MW and comprises 6 power units: 4 100 MW units of
Czechoslovakian manufacturing and 2 200 MW units of Soviet manufacturing. These units were
commissioned between 1963 and 1967. Taking into consideration the start of investment works at the 430
MW CCGT Power Plant and the necessity to ensure appropriate conditions for the execution of works at
the related cooling circuit, the 200 MW unit 6 was decommissioned in November 2019.
In January 2019, units 2 and 3 of 100 MW were decommissioned, followed by unit 1 (of 100 MW) in
November 2019, and in June 2020 unit 4; all units were decommissioned due to non-compliance with
environmental conditions.
In 2024, SPEE Iernut operated with power unit 5 of 200MW.
4.2. Investments
Investments play an important part in maintaining production decline which is achieved both by
discovering new reserves and by improving the current recovery rate through rehabilitation, development
and modernization of existing facilities.
In 2024, Romgaz Group invested RON 3,204,362 thousand, representing approximately 74.95 % of the
scheduled investments.
The Company invested RON 10,710,674 thousand during 2020 2024, as follows:
Year
2020
2021
2022
2023
2024
Total
Amount (RON
thousand)
601,800
417,658
5,584,823
1,106,161
3,000,232
10,710,674
Consolidated Board of Directors’ Report 2024
Page 41 of 87
For 2024, Romgaz forecasted the achievement of an investment program with a total budget of RON
4,089,862 thousand, based mostly on objectives aiming to compensate the natural decline of natural gas
at minimum level (under 2.5%), increasing the natural reserves and resources portfolio (onshore and
offshore) and electricity production, as follows:
SNGN Romgaz SA loans to Romgaz Black Sea Limited to support current activity and finance the
Subsidiary’s investments;
keep the current participation interest in EX-30 Trident Block, in the Black Sea, in partnership
with Lukoil Overseas Atash BV (12.2% Romgaz share);
continue geological research works by performing new exploration drillings for the discovery of
new gas reserves (drilling 12 exploration wells included in the execution budget and 23 exploration
wells included in the preparation budget);
production development by adding new facilities on existing structures (6 drilling exploration
wells, 10 facilities included in the budget with execution works and 21 surface facilities included
in the budget with preparatory works, 6 drying stations included in the budget with preparatory
works, 1 gathering pipeline included in the budget with execution works and 6 gathering pipelines
included in the budget with preparatory works, 4 compressor stations included in the budget with
preparatory works);
develop electricity production by continuing and completing the works to build the Combined
Cycle Gas Turbine Power Plant Iernut and building a photovoltaic park with an installed capacity
of 430 MW;
modernization and revamping equipment and facilities used for well workover and special
operations, recompletion operations/well reactivation-capitalizable repairs at 160 wells,
revamping dehydration and compressor stations;
purchase of new high-performance equipment and installations specific to the core activity
(cementing and fracturing units - ACF 700, hydraulic activation key, power generation units, field
units, a sludge box of various dimensions, column cleaner, cable probe measuring equipment
tools, wire probe measuring equipment tools, flexible tube tools);
purchase of specific machinery to ensure the technological transportation and maintenance of
core activities, maintaining gas fields road infrastructure in good conditions (tractors, 6x6
dumpers, large buses, 8x8 dumpers, truck cranes, tractors, dump trucks, multipurpose machines,
platform trucks, bulldozers, caterpillar shovels, car transport trailer, paving slabs of light
materials).
The investments are intended to ensure on the one hand the sustainable development of the company
and on the other hand to achieve the strategic objectives for the period 2021-2030.
The investment costs of the Company for 2024 amount to RON 3,000,232 thousand, representing 73.36%
of scheduled investments.
The value of fixed assets put into service in 2024 was RON 580,112 thousand.
For Neptun Deep Project, Romgaz Investment Program allocated for 2024 the amount of RON 2,858,019
thousand for financing. Out of this amount, Romgaz granted loans to RBSL in the amount of RON 2,064,432
thousand, which represents 72.23 % of the 2024 Program approved for Neptun Deep Project.
The investments were financed from own sources and from attracted sources, as follows:
- exclusively from own sources for investments related to gas production (onshore) and Lukoil Overseas
Atash B.V. partnership;
- own sources and sources obtained from the National Investment Plan (approx. 22% from eligible
expenses) for The Development of CTE Iernut Power Plant by Building a New Combined Cycle Gas Turbine
Power Plant”;
Regarding the physical achievements during the assessed period, the investment objectives initiated in
the previous year were completed; preparatory works were carried out (design, obtaining lands,
approvals, agreements, authorizations, acquisitions); works for part of the new objectives started and
modernization and capitalizable repairs of wells in production.
Consolidated Board of Directors’ Report 2024
Page 42 of 87
The table below shows the investments made in 2024, as compared to those scheduled and accomplished
in 2023, similar to Annex 4 to the Income and Expenditure Budget:
*RON thousand*
Item
No.
Investment Chapter
2023
2024
%
achievements
2024/2023
Program
Achieved
0
1
2
3
4
5=(4-2)/2x100
1.
Investments in progress total, out of which:
200,919
693,871
538,795
168.17
1.1
Natural gas exploration, production works
197,712
685,058
532,254
169.21
1.2
Environment protection works
3,207
8,813
6,541
103.96
2.
New investments total, out of which:
23,060
13,033
371
(98.39)
2.1
Natural gas exploration, production works
23,060
12,382
340
(98.60)
2.2
Environment protection works
0
651
31
n/a
3.
Investment in existing tangible assets
300,982
347,492
302,988
(61.00)
4.
Equipment (other acquisition of tangible assets)
74,376
125,640
72,523
(2.49)
5.
Other investments (studies, licenses, software,
financial assets etc.) *)
506,825
2,909,826
2,085,555
311.49
TOTAL
1,106,162
4,089,862
3,000,232
171.23
*) Other investments (studies, licenses, software, financial fixed assets, etc.) include amounts granted to Romgaz
Black Sea Limited to finance the current activity and the investment in the Neptun Deep project.
The table below shows the achieved investments according to Romgaz Investment Plan for 2024:
*RON thousand*
Investment chapter
Program
2024
Achieved on
December 31,
2024
Achievement
rate
%
1
2
3
4=3/2x100
I. Geological exploration works to discover new gas
reserves
217,044
214,781
98.96
II. Exploitation drilling works, bringing into
production of wells, infrastructure and utilities and
electricity generation
480,396
317,812
66.16
IV. Environment protection works
9,464
6,572
69.44
V. Retrofitting and revamping of installation and
equipment
347,492
302,988
87.19
VI. Independent equipment and machinery
125,640
72,523
57.72
VII. Expenses related to studies and projects
2,909,826
2,085,555
71.67
TOTAL
4,089,862
3,000,232
73.36
Consolidated Board of Directors’ Report 2024
Page 43 of 87
Planned versus achieved for 2024 [RON thousand]
A summary of outcomes shows that, to a large extent, investments were completed.
Item
No.
Main physical objectives
Planned
Results
1.
Exploration drilling wells
12 wells
6 wells completed drilling;
2 wells drilling in progress;
6 wells drilling works procurement in preparation;
2.
Design of exploration
drilling wells
23 wells with preparation
budget
23 wells in various preparation stages (design,
endorsements, agreements, construction
permits).
3.
Exploration drilling wells
6 wells
4 wells completed drilling;
2 wells in various preparation stages (design,
endorsements, agreements, construction
permits);
4.
Surface Infrastructure
execution of
technological facilities
(TI) at gas wells;
gathering pipes; gas
dehydration stations;
Execution of 10
technological facilities
included with execution
budget and 21 surface
facilities included with
preparation budget, 1
gathering pipe included and
6 gas dehydration stations
included with preparation
budget, 4 compressor
stations included with
preparation budget.
- 9 surface technological facilities completed for
the wells commissioning;
- 4 surface technological facilities under
construction for putting wells into production.
- 6 surface technological facilities for which steps
are being takes to procure the execution of the
works;
- 18 surface technological facilities for which
technical documentation is being drawn up and
the necessary permits, agreements and land are
being obtained;
- Caragele-Damianca structure collector phase I
has been completed, Ø20 pipeline” between
Tigmandru Gas Dehydration Station and
Tigmandru Gas Compressor Station has been
completed, the pipeline between 106-107 Nades
group collector and Ø20” Nades-Brateiu collector
is in the design phase;
214,781
317,812
6,572
302,988
72,523
2,085,555
217,044
480,396
9,464
347,492
125,640
2,909,826
98.96%
66.16%
69.44%
87.19%
57.72%
71.67%
Chap
t.1
Chap
t.2
Chap
t.3
Chap
t.4
Chap
t.5
Chap
t.6
Chap
t.7
RON thousand
achieved planned
Consolidated Board of Directors’ Report 2024
Page 44 of 87
Item
No.
Main physical objectives
Planned
Results
- Delenii IV, Filitelnic III, Țigmandru II gas
compressor stations (CS) feasibility studies
completed;
- Giulești, Coșereni and Herepea gas dehydration
stations (DS) design procurement;
- Daneș II gas dehydration station procurement
of execution;
- Galbenu III and LTS gas dehydration station (Low
Temperature System) procurement of
preparation of Feasibility Study;
- Ø20” pipeline between DS Ø20” Țigmandru and
CS Țigmandru – completed
- improvements were made to the annexed
installations of the Glavanesti Gas Dehydration
Station.
5.
Environment protection
Objectives aiming to
mitigate the negative
environmental impact
- reservoir water discharge system was carried out
at Filitelnic Gas Compressor Station;
- modification of the collector for antifoam
injection at 13 Bazna well group;
- the non-polluting discharge system was made at
13 Bazna well group;
- works to reduce the noise level at Mures Gas
Compression Station were carried out;
- continuing the works for the “Construction of the
Fish Stairway at the dam of Iernut Power Plant”
completed about 70%;
6.
Well capitalizable
repairs, recompletion
operations and
reactivation
Approx. 160 wells,
corelated with the annual
program agreed by the
National Regulatory
Authority National
Regulatory Authority for
Mining, Petroleum and
Geological Storage of
Carbon Dioxide (ANRMPSG)
Workeovers at 200 wells, works performed in-
house by SIRCOSS.
7.
Acquisition of high-
performance equipment
and installations specific
to core activity
- Acquisition of new high-
performance equipment
and installations specific to
the core activity
(cementing and cracking
units - ACF 700, hydraulic
drive keys, generator sets
for the construction site,
field modules, habe of
various sizes, column
cleaner, tooling cable
probe measuring
equipment, tools wire
probe measuring
equipment, tools for
flexible tube);
- Acquisition of specific
machinery for ensuring
technological transport and
maintenance of basic
activity and maintaining in
optimum conditions the
road infrastructure in gas
fields (tractors, dumpers
6x6, buses, dumpers 8x8,
trucks, dumpers, tippers,
- purchases were made for equipment such as:
slabs for well casings, 1 piece ACF 700, 172 GPS
systems, 4 sets of CAMP modules, 1 digital
tachographs, 1 computerized vehicle diagnostics
unit, 3 self-loading trucks, 3 tractor trucks, 9
dump trucks, 1 self-erector, 1 multipurpose
machine, 22 flatbed trucks, 5 bulldozers, 1
crawler excavator, 1 car transport trailer, 2 buses
with a capacity of 155 seats, 1 bus with a capacity
of 35 seats, 1 bus with 35 seats capacity, 6
tractors, 2 pieces 80TF hydraulic head, 3 truck
platforms, 2 auto-platforms, 7 dump trucks 6x6,
2 dump trucks 8x8, 1 mobile lab for dehydration
stations, 6 container type cabins, 3 manual
pallets of 12,500 kg, various IT equipment
(computers, laptops, tablets, tablet in Ex and
normal etc.) Muntenia heater (Group 4 Caragele);
- the project “IT Data Center Infrastructure
extension” was completed;
- purchased medical devices provided in the
program:
o high-intensity electromagnetic therapy
device, equipment for vertebral
decompression, contact diathermy device,
high-intensity laser therapy device with
scanner (robotized laser), peripheral
Consolidated Board of Directors’ Report 2024
Page 45 of 87
Item
No.
Main physical objectives
Planned
Results
dumpers, autogreder,
multifunctional machines,
platform vans, backhoe
loaders, crawler
excavators, trailer for car
transport, paving slabs
made of light materials.
circulation device, short-wave therapy
apparatus, spirometer with pulse oximeter,
professional electrocardiograph;
o a peripheral circulation device and a short-
wave therapy device.
- The computer network of Buzau Branch office
was built.
8.
Electricity generation
Works continue and
complete at CTE Iernut
Contract in progress „Completing and
commissioning the investment objective
Development of CTE Iernut by building a new
combined cycle gas turbine power plant in which
foundations were laid for various equipment,
pipeline supports, water pumping station, air
coolers, condensing system, cable routing and
laying them. Also, during this project were
completed the lighting systems and the
installations for grounding the sockets and were
put in place the Black Start and Emergency Diesel
systems, as well as the completion of the
execution of the walls of the valve chamber of the
pumping station towards the Mures River.
9.
Partnerships/Associations
Lukoil Overseas Atash B.V.:
- Romgaz share is 12.2% at
present;
- maintaining the current
share in 30X Trident Block,
Black Sea;
- drilling and well safety in
preparation in Ex-Trident
Block;
- geo-physical and geo-
chemical studies, general
administration costs
- ANRMPSG approved the participation of the
partners in the Second Stage of the optional
evaluation phase
- the necessary actions have been initiated for the
procurement of contracts and services for the
commencement of appraisal drilling and detailed
planning, procurement of the marine drilling rig
(MODU) and services for drilling and testing of the
appraisal well.
Amromco Energy:
- Romgaz share is 50%
- abandonment of 8 wells,
in accordance with the
Annual Program
- preparation of Technical Specifications in order
to draw up the Technical Project and the
necessary permits have been obtained;
- permits and authorizations for well
abandonment;
- abandonment works were carried out for wells
that have ANRMPSG approval, demolition works
for the well group facilities and demolition works
for the access roads to abandoned wells;
Raffles Energy S.R.L.
(operator):
- Joint Agreement
Agreement for E3-1 Brodina
Block area (Romgaz share is
50%);
- Project Gas to Power
G2P) putting Well 1 Voitinel
back into experimental
production;
- Joint Agreement for E
III-4 Bacau, Lilieci area
(Romgaz share is 40%);
- Project Gas to Power 2P)
has been converting natural
gas extracted by Lilieci 1
- Solution Study prepared by a local company
(located in Suceava);
- the following were obtained: Town Planning
Certificate reupdated and part of the necessary
permits from the utility companies in the area;
- obtaining the Technical Connection Approval
(TCA) for Well 1 Voitinel (in accordance with the
connection approval, the connection is made in
medium voltage line (MV) of 20k line Rădăuți -
Vicov).
- production achieved 84% from scheduled
production
Consolidated Board of Directors’ Report 2024
Page 46 of 87
Item
No.
Main physical objectives
Planned
Results
well into electricity since
June 2015.
10.
Financial assets
Loans granted by S.N.G.N.
Romgaz S.A. to the Romgaz
Black Sea Limited for
supporting the current
activity and financing the
investments of the
Subsidiary.
For 2024, loans worth RON
2,858,019 thousand were
planned.
- Loans granted for the development of Black Sea
Limited infrastructure in the amount of RON
2,064,432 thousand;
- The share capital of Depomures was increased;
The reasons for the lower rate of achievements than scheduled were the following:
- monthly credits granted to Black Sea Limited Subsidiary, lower than the ones initially provided;
- completion of some procurement procedures was shifted/delayed for various reasons (longer
periods for clarifications, appeals, complex documentation in progress);
extended period for performing well interventions due to objective factors, including access to
the field, so that the vehicles scheduled for repairs could not be used otherwise;
- delays in the performance of the contract Modernization of the Access Control and Video
Surveillance System”, due to the fact that the supplier sent servers that did not meet the
requirements set out in the specifications;
- restrictions on certain purchases to take fiscal budgetary measures required by the Emergency
Ordinance No. 34/2023 and extended by Ordinance No. 115/2023 for 2024;
- relinquish the purchase of cars due to the restrictive legislative framework, starting the procedure
for operational leasing of means of transportation, which will continue in 2025;
- delayed deliveries of some fixed assets/investment objectives;
- for the large-scale project Completion of works and commissioning of the objective
Development of CTE Iernut by building a new combined cycle gas turbine power plant
contract entered into force only on August 1, 2023, delays were registered due to negotiations
with the main subcontractors from the old contract, to bring them back to the construction site,
in order to complete the works; the mobilization of the contractor was well below the expected
level. The resources involved were less than 70% as compared to those assumed by the Execution
Program submitted to tender offer and the execution personnel was insufficient on site, thus
causing delay in the civil, thermomechanical and electrical construction works.
- for the project „Construction of the Fish Stairway at the dam of Iernut Power Plant”, there was
a need to conclude an addendum to the execution contract generated by the differences between
the actual situation in the field and the technical solutions provided for in the Technical Project.
Depogaz
In 2024, Depogaz had an approved investment program in amount of RON 61,936.00 thousand.
The investments were financed entirely from own Subsidiary sources.
Investment expenses were of RON 55,162.21 thousand.
The degree of achievement of the investment program is 89%.
Consolidated Board of Directors’ Report 2024
Page 47 of 87
The preliminary statement of expenditure for this program is as follows:
RON thousand
Item
No.
2024 Investment Program Chapter
Program 2024
Results 2024
1.
Gas fields and UGS exploitation, infrastructure and utilities
in fields and underground storages
46,997.83
41,426.65
2.
Underground gas storage activities
503.67
338.05
3.
Modernization and upgrading of installations and
equipment, surface facilities, utilities
9,050.00
8,603.73
4.
Independent equipment and machinery
4,713.50
4,251.88
5.
Costs with consultancy, studies and projects, software,
licenses and patents etc.
671.00
541.90
TOTAL GENERAL
61,936.00
55,162.21
The main investment objectives with achievements are:
Drilling of 6 wells at Sarmasel RON 41,415.35 thousand;
Increase of daily withdrawal capacity in Bilciuresti UGS CEF RON 337.78 thousand;
Modernization of 12 wells in Sarmasel UGS RON 882.65 thousand;
Modernization of network equipment at Ghercesti UGS - RON 162.34 thousand;
Modernization of well technological metering system Sarmasel - RON 125.00 thousand;
Modernization of Building A Butimanu RON 498.21 thousand;
Modernization of network equipment Urziceni UGS RON 170.67 thousand;
Modernization of network equipment Balaceanca UGS RON 99.41 thousand;
Safety electricity supply Depogaz headquarters RON 698.54 thousand;
Layout of classified information room RON 175.00 thousand;
Suction and discharge gathering pipes systematization at SC Butimanu RON 1,809.88 thousand;
Modernization of gas metering system Bilciuresti UGS RON - 3,611.79 thousand;
Lift truck RON 159.00 thousand;
Thermostatic baths RON 488.95 thousand;
Car electric charging stations RON 199.00 thousand;
Electric vehicles RON 673.80 thousand;
4x4 vehicle RON 245.50 thousand;
Gas heaters IIIX140 RON 698.00 thousand;
UPS Ghercesti Groups RON 238.10 thousand;
10KVA Voltage generator RON 111.94 thousand;
US DN 400 Ultrasonic counter RON 604.30 thousand;
Electric supply sources RON 156.33 thousand;
Microsoft 2024 Licenses RON 138.15 thousand;
Modernization of Ghercesti Well RON 232.82 thousand.
ROMGAZ BLACK SEA LIMITED
For 2024, ROMGAZ BLACK SEA LIMITED Subsidiary had an approved total investment program of RON
2,981,404 thousand, both for development and exploration activities, and achieved a total of RON
2,213,399 thousand representing 74.24%, as follows (RON thousand):
Consolidated Board of Directors’ Report 2024
Page 48 of 87
Item
No.
Description
Program
2024
Results
2024
1.
Development activities
2,957,179
2,209,575
2.
Exploration activities
24,225
3,824
TOTAL GENERAL
2,981,404
2,213,399
Note: the values in the table do not comply with IFRS.
Neptun Deep is on track and progressing according to plan for first gas delivery in 2027.
The progress recorded in 2024 in relation to the investments related to ROMGAZ BLACK SEA LIMITED is in
line with the work programs, budget and the execution calendar related to the Neptun Deep project. The
main investments activities carried out are related to detailed design of execution, construction of shallow
water production platform, procurement of equipment, preparatory drilling works for wells and obtaining
authorizations/permits.
During 2024, several important milestones marked the progress of the Neptun Deep project:
In Q2 started the construction of the topsides for Neptun Alpha shallow water production platform
at Saipem yard located in Karimun, Indonesia.
In Q3 started the construction of the for the steel jacket for Neptun Alpha shallow water
production platform at Saipem yard in Arbatax in Sardinia, Italy.
In Q3 started the onshore construction works at natural gas metering station, in Tuzla, România.
In Q4, Transocean Barents, the mobile offshore drilling unit arrived in Romania, Constanta.
Transocean Barents was contracted to drill the production wells of Neptun Deep, the operations
being planned to start in 2025.
Neptun Deep is in line with development strategy of ROMGAZ and will create important opportunities for
Romania. The project will contribute to Romania's energy security and independence, support the energy
transition process, contribute to the economic growth and will represent an energy resilience advantage
at the regional level.
Development phase of Domino and Pelican South commercial gas fields is ongoing and includes an
infrastructure of 10 wells, 3 subsea production systems and associated flow lines, one offshore platform,
the main gas pipeline to Tuzla and a gas measurement station. The platform generates its own energy,
operating at the highest standards of safety and environmental protection.
The investments necessary for the development phase, for both Titleholders RBS and OMV Petrom, are
overall up to 4 billion euro.
For the purpose of joint operations for Neptun Deep, following the final investment decision and
confirmation by the National Agency for Mineral Resources, (currently National Regulatory Authority in
the Mining, Petroleum and Geological Storage of Carbon Dioxide) of the Development Plans for two fields
of the Neptun Deep project in 2023, major execution contracts have been awarded and are in
implementation, have been carried out the activities of obtaining authorizations, started the fabrication
and construction works, and preparatory works for drilling operations.
The exploration activity within the Neptun Deep perimeter is ongoing, with the aim of identifying and
evaluating further and exploiting the energy potential of the Black Sea.
Information about Neptun Deep Project: https://www.romgaz.ro/despre-proiectul-neptun-deep.
Consolidated Board of Directors’ Report 2024
Page 49 of 87
V. Securities Market
Romgaz company listed on Bucharest Stock Exchange
On November 12, 2013, Romgaz was listed on Bucharest Stock Exchange (BVB) and on London Stock
Exchange (LSE), and since this date, the company's shares are traded on the regulated market governed
by BVB, Main segment, Premium category, under the symbol "SNG". At the same time, Global Depositary
Receipts (GDRs), issued by The Bank of New York Mellon, underlying ROMGAZ shares (1 GDR = 1 share),
were traded on LSE Main Market for Financial Instruments, under the symbol "SNGR". After corporate
decisions, as of December 31, 2024, Romgaz was delisted from LSE and trading of the GDRs ceased.
For the period 2013 2024, the evolution of the main indicators was as follows:
No.
Specifications
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
11
1.
Market
capitalization
12
*RON million
*EUR million
13,178
2,952
14,018
3,127
10,483
2,315
9,636
2,122
12,064
2,589
10,714
2,297
14,299
2,992
10,830
2,224
15,031
3,038
14,550
2,941
19,310
3,882
19,811
3,983
2.
Maximum
price
(RON/share)
35.60
36.37
36.55
27.55
33.95
38.20
38.40
37.70
39.00
51.70
51.00
6.13
3.
Minimum price
(RON/share)
33.80
32.41
26.30
21.60
25.10
27.80
27.35
25.75
28.35
34.05
38.00
4.96
4.
Year-end price
(RON/share)
34.19
35.36
27.20
25.00
31.30
27.80
37.10
28.10
39.00
37.75
50.10
5.14
5.
Net profit per
share (RON)
2.58
3.66
3.10
2.66
4.81
3.53
2.83
3.24
4.97
6.61
7.3
0.83
6.
Gross dividend
per share
(RON) Total,
of which:
2.57
3.15
2.70
5.76
6.85
4.17
1.61
1.79
3.80
3.42
0.1425
0.1568
- Annual
dividend
2.57
3.15
2.70
2.40
4.34
3.15
1.39
1.63
3.62
3.30
0.1359
0.1515
- Additional
dividend
-
-
-
3.36
1)
2.51
2)
1.02
3)
0.22
4)
0.16
4)
0.18
4)
0.12
4)
0.0066
4)
0.0053
5)
7.
Dividend yield
(6./4.x100) (%)
7.5
8.9
9.9
23.04
21.88
15.00
4.34
6.37
6.79
9.1
2.8
3.06
8.
Exchange rate
(RON/EUR)
4.4639
4.4834
4.5285
4.5411
4.6597
4.6639
4.7785
4.8694
4.9481
4.9474
4.9746
4.9741
NOTE: Romgaz share capital, as well as the number of shares, remained at the same level for 2013 2023,
respectively 385,422,400
13
. By EGMS Resolution No. 17/2023, the share capital increase was approved by issuing 9
new shares per each share, so that the share capital and the number of shares became 3,854,224,000
13
. The payment
date of free shares to shareholders was May 30, 2024.
1)
consisting of the dividend resulting from the distribution of retained earnings (RON 1.42/share) and the additional
dividend granted pursuant to the provisions of Articles II and III of GEO 29/2017, distributed from the company's
reserves representing own sources of financing (RON 1.94/share).
2)
consisting of the dividend resulting from the distribution of retained earnings (RON 0.65/share) and the additional
dividend granted pursuant to the provisions of Articles II and III of GEO 29/2017, distributed from the company's
reserves representing own sources of financing (RON 1.86/share).
3)
consisting of the dividend from the distribution of retained earnings (RON 0.08/share) and the additional divided
granted pursuant to Article 43 of GEO No. 114/2018 (RON 0.94/share).
4)
resulting from the distribution of retained earnings.
5)
resulting from the distribution of retained earning composed of the retained earnings from the correction of
accounting errors and the retained earnings representing the impairment value of fixed assets and the value of fixed
assets and abandoned investment projects.
11
After increasing ROMGAZ share capital, that determined a ten times increase of share n umber, as of May 28, 2024 (ex-date), the
reference price of shares traded on BVB reduced correspondingly (10-times).
12
Calculated based on the closing price on the last trading day of that year, that is based on the currency exchange rate
communicated by the NBR and valid on the last trading day of the respective year.
13
The nominal share value is RON 1.
Consolidated Board of Directors’ Report 2024
Page 50 of 87
In 2024
14
, the average trading prices of ROMGAZ securities (shares and global depositary receipts GDRs)
were RON 5.4692 RON/share, respectively USD 1.0866/GDR (equivalent of RON 4.9920/GDR). The price of
the shares and of the GDRs evolved differently both in the first month of the year and during the share
capital increase (May June 2024), and especially in Q4 2024, after the EGMS approved delisting of the
company and termination of GDRs trading on LSE by the end of the year.
Thus, the minimum prices of the period for shares were recorded on the first trading day of 2024 (RON
4.9550/share) and for GDRs on October 30, 2024 (USD 0.71/GDR, equivalent to RON 3.26/GDR), after
BNYM sent the notification of the closure of the GDR program to GDR holders. The maximum trading prices
of securities were reached during the period of the capital increase, namely on May 29, 2024 (the
registration date) for shares (RON 6.13) and on June 13, 2024 (the first trading day after the capital
increase) for GDRs (USD 1.29, equivalent to RON 5.9420).
The prices on the last trading day of 2024 were higher than the prices recorded at the end of the previous
year both for shares and for GDRs. Thus, on December 30, 2024, the share price was RON 5.14 (+2.59%)
and the GDR price was USD 1.17 (+8.33%), equivalent to RON 5.575 (+14.82%), as the RON/USD exchange
rate increased by 5.99%. It should be noted that the price of USD 1.17 was the last trading price of GDRs
on the LSE.
Quarterly, the average share price having an upward trend in the first 9 months of 2024, from RON 5.1903
in Q1 2024, to RON 5.5234 in Q2 2024 (+6.42%) and, respectively, to RON 5.7683 in Q3 2024 (+4.43%) and
decreased in the last quarter to RON 5.3812 (-6.71%). The average price of GDRs increased in Q2 as
compared to Q1 by 6.06% (USD 1.0873 in Q1 and USD 1.1532 in Q2), thereafter the trend was downward
between quarters, respectively -0.86% in Q3 (USD 1.1433) and -16.26% in Q4 (USD 0.9575).
The comparative evolution of share price and GDR price (in RON) during 2024 is illustrated in the following
graph:
The oscillating evolution of trading prices can be observed, influenced by the following main events that
led to sharp decreases and increases in 2024:
in Q1 2024, the price dynamics might be attributed, on one hand, to certain market discussions
on the changes to the regulatory and taxation framework for oil and gas companies (decrease in
regulated prices)
15
and, on the other hand, the publication of the Preliminary Report for 2023,
reflecting a decrease of the revenue by 32.6%, even under the conditions of estimated net profit
up to 10.4% (February 28, 2024); both events caused slight price decreases;
14
As a result of ROMGAZ share capital increase from RON 385,422,400 to RON 3,854,224,000 and implicitly of the number of shares,
to have a fair analysis of the price evolution for the period, historical prices of securities were adjusted (shares and GDRs) traded
on the two exchanges, BVB and LSE (January May 2024).
15
Source: Ziarul Financiar from February 27, 2024
3,2000
3,7000
4,2000
4,7000
5,2000
5,7000
6,2000
SNG and SNGR - trading prices 12 months 2024 - RON
ACTIUNI-RON GDRuri-RON
Consolidated Board of Directors’ Report 2024
Page 51 of 87
in Q2, 2024, the most significant price-influencing event was the increase in the share capital with
the shareholders’ registration date on May 29, 2024, and payment date of free shares on May 30,
2024; this event caused reaching annual peaks both for shares and GDRs;
in Q3, 2024, share price traded on BVB were influenced mainly by the evolution on the external
market, which was affected by the turmoil amid concerns regarding a possible recession of the
economy of the United States of America
16
; this caused also a decrease by 4.38% in the exchange
rate on September 30, 2024 as compared to June 30, 2024, influencing both the RON price of the
GDRs; at the same time, the company’s intention to delist the GDRs by the end of the year
negatively influenced their trading price on LSE;
in Q4, 2024, the fluctuation in the trading prices of securities was influenced by different events,
as follows: (i) uncertainties on the political scene in Romania, which generated a high volatility
on the local market in the last two months of 2024
17
and (ii) in the case of GDRs: the conduct of
the delisting process and cancellation of their trading, the process completed on December 31,
2024;
Since listing and until now, Romgaz takes an important place among the top local issuers, being included
in BVB’s trading indices by the end of 2024, as follows:
- 4
th
place by market capitalization among issuers in BVB Premium category. With a market
capitalization on December 31, 2024, of RON 19,810.71 million, respectively EUR 3,982.77 million,
Romgaz is the fourth biggest company listed from Romania, being preceded by Hidroelectrica with
a capitalization of RON 54,875.91 million (EUR 11,032.33 million), OMV Petrom with a
capitalization of RON 44,178.97 million (EUR 8,881.80 million) and Banca Transilvania with a
capitalization of RON 24,755.75 million (EUR 4,976.93 million);
- 5
th
place after the total value of the transactions from 2024 among the top issuers in BVB Premium
category RON 774.15 million, after Banca Transilvania, Hidroelectrica, OMV Petrom and Fondul
Proprietatea;
- 8.98 % and 9.08% weights in BET index (top 20 issuers) and, respectively, BET-XT (top 30 issuers),
16.39% in BET-NG index (energy and utilities), 8.98% in BET-TR index (BET Total Return) and
12.14% in BET-EF index (energy, utilities and finance).
The evolution of ROMGAZ
18
share prices as compared to 2024 BET index is shown in the following chart:
16
Source: Ziarul Financiar and Ziarul Bursa from August 5, 2024
17
Source: Ziarul Financiar from December 23, 2024
18
The share price related to the period January 1 May 27, 2024 were adjusted according to Romgaz share capital increase, with
Registration Date May 28, 2024 and Payment Date May 30, 2024.
15.000,00
15.500,00
16.000,00
16.500,00
17.000,00
17.500,00
18.000,00
18.500,00
19.000,00
4,8500
5,0500
5,2500
5,4500
5,6500
5,8500
6,0500
02.01.2024
07.01.2024
12.01.2024
17.01.2024
22.01.2024
27.01.2024
01.02.2024
06.02.2024
11.02.2024
16.02.2024
21.02.2024
26.02.2024
02.03.2024
07.03.2024
12.03.2024
17.03.2024
22.03.2024
27.03.2024
01.04.2024
06.04.2024
11.04.2024
16.04.2024
21.04.2024
26.04.2024
01.05.2024
06.05.2024
11.05.2024
16.05.2024
21.05.2024
26.05.2024
31.05.2024
05.06.2024
10.06.2024
15.06.2024
20.06.2024
25.06.2024
30.06.2024
05.07.2024
10.07.2024
15.07.2024
20.07.2024
25.07.2024
30.07.2024
04.08.2024
09.08.2024
14.08.2024
19.08.2024
24.08.2024
29.08.2024
03.09.2024
08.09.2024
13.09.2024
18.09.2024
23.09.2024
28.09.2024
03.10.2024
08.10.2024
13.10.2024
18.10.2024
23.10.2024
28.10.2024
02.11.2024
07.11.2024
12.11.2024
17.11.2024
22.11.2024
27.11.2024
02.12.2024
07.12.2024
12.12.2024
17.12.2024
22.12.2024
27.12.2024
SNG share tarding prices and BVB BET index 12 months 2024 - RON
ACTIUNI-RON Indice BET
Consolidated Board of Directors’ Report 2024
Page 52 of 87
5.1. Dividend Policy
The General Meeting of Shareholders determines the value of dividends to be distributed to shareholders
considering the specific legal provisions.
Therefore, Government Ordinance No. 64/2001
19
approved by Law No. 769/2001, as subsequently
amended and supplemented, provided in Article 1, paragraph (1), letter f) that the accounting profit after
deduction of profit tax is distributed in proportion of minimum 50% as dividends.
The provisions of Article XI of GEO No. 31/2024
20
amends Government Ordinance No. 64/2011 by adding
the following paragraph to Article 1:
"(1^2) By way of exception from the provisions of paragraph (1) letter f), the Government may approve,
by memorandum, initiated by the public supervisory authorities and approved by the Ministry of Finance,
that national companies, national companies and companies with wholly or majority state capital, as
well as autonomous regions established by the state, which carry out major investment projects of
national interest for increasing Romania's energy capacity or finance these projects carried out by their
subsidiaries, to allocate a share of less than 50% of the net profit remaining after deduction of the
amounts allocated to the purposes provided for in para. (1) lit. a)-d), in the form of dividends/grants to
the state budget, for the realization of the respective investments."
State-owned companies are required, according to the provisions of Government Ordinance No.64/2001,
to pay the due dividends to the shareholders within 60 days from the legal deadline for the submission of
the annual financial statements to the competent fiscal authorities.
According to Government Emergency Ordinance No. 29/2017
21
:
The amounts distributed in the previous years to other reserves under the provisions of Article 1
paragraph (1) letter g) of Government Ordinance No.64/2001 [...], existing at the date of entry into force
of this Emergency Ordinance, can be distributed as dividends [...]- Article II;
After the approval of the financial statements in 2016, the entities provided in Article 1, paragraph
(1) of the Government Ordinance No. 64/2001, [...], the retained earnings existing in the balance account
on December 31 of each year, can be distributed as dividends Article III paragraph (1).
The table below shows the status of dividends for years 2022-2024:
Specification
2022
2023
2024
Proposal
Dividends (RON)
1,318,144,608
549,226,920
604,342,323.2
Gross Dividend per share (RON/share)
3.42
*)
0.1425
**)
0.1568
****)
Dividend distribution rate (%)
51.76
20.01
20.33
Number of shares
385,422,400
3,854,224,000
3,854,224,000
*) The gross dividend of RON 3.42/share is composed of the gross dividend per share for financial year 2022 in the
amount of RON 3.30/share and the additional gross dividend of RON 0.12/share resulted from the distribution of
retained earnings, representing the impairment value of fixed assets and the value of fixed assets and abandoned
investment projects, in the reporting year, that were financed from the share of expenses necessary for the
development and modernization of gas production according to GD No.168/1998, as subsequently amended and
supplemented.
**) The gross dividend of RON 0.1425/share is composed of the gross dividend per share for financial year 2023 in
amount of RON 0.1359 per share and the additional gross dividend of RON 0.0066 per share resulted from the
distribution of retained earnings representing the impairment value of fixed assets and the value of fixed assets and
abandoned investment projects in the reporting year that were financed from “the share of expenses necessary for
19
Government Ordinance No.64 of 30 August 2001 on the distribution of profits of companies with majority state capital and
autonomous companies;
20
Government Emergency Ordinance No. 31/2024 on regulating some fiscal-budgetary measures and for amending and
supplementing some enforcement guidelines which amends and supplements G.O. No.64/2001 by article XI;
21
Government Emergency Ordinance No.29 of 30 March 2017 amending Article 1(1)(g) of Government Ordinance No. 64/2001 on the
distribution of profits of national companies, national companies and companies with full or majority state capital, as well as
autonomous regions and amending Article 1(2) and (3) of Government Emergency Ordinance no.109/2011 on corporate governance
of public enterprises.
Consolidated Board of Directors’ Report 2024
Page 53 of 87
the development and modernization of gas production” according to GD No.168/1998, as subsequently amended and
supplemented.
***) The proposed gross dividend of RON 0.1568 per share is composed of the gross dividend per share for financial
year 2024 in the amount of RON 0.1515 per share and the additional gross dividend of RON 0.0053 per share resulted
from the distribution of retained earning composed of the retained earnings from the correction of accounting errors
and the retained earnings representing the impairment value of fixed assets and the value of fixed assets and
abandoned investment projects in the reporting year that were financed from “the share of expenses necessary for
the development and modernization of gas production” according to GD No.168/1998, as subsequently amended and
supplemented.
The internal regulation Dividend Policywas approved by the company’s Board of Directors in March
2017 and is currently published on company’s webpage www.romgaz.ro at Investors Corporate
Governance Reference Documents”.
Consolidated Board of Directors’ Report 2024
Page 54 of 87
VI. Company Management
6.1. Board of Directors
The Company is governed by a Board of Directors consisting of 7 members. On December 31, 2024, it had
the following structure:
No.
Surname and name
Position in
the Board
Status
*)
Professional
Qualification
Institution of
Employment
1
Dragan Dan Dragos
Chairman
Non-executive,
non-independent
Economist
Ministry of Energy
2
Jude Aristotel
Marius
Member
Executive,
non-independent
MBA, Legal
Adviser
S.N.G.N. Romgaz S.A.
3
Nut Marius Gabriel
Member
Non-executive,
independent
Economist
S.C. Sanex S.A. and
S.C. Lasselberger S.A.
4
Brasla Razvan
Member
Non-executive,
independent
Economist
S.C. Blom Project
Management S.R.L.
5
Sorici Gheorghe
Silvian
Member
Non-executive,
independent
Economist
S.C. Sobis Solutions
S.R.L.
6
Balazs Botond
Member
Non-executive,
non-independent
Legal Adviser
S.N.G.N. Romgaz S.A.
7
Stoian Elena Lorena
Member
Non-executive,
independent
Legal Adviser
S.C.A. Stoian si
Asociaţii
*)
- members of the Board of Directors submitted the independent statements in compliance with the provisions of
Romgaz Code of Corporate Governance.
The company’s Board members were elected on the basis of OGMS Resolution No. 5 of March 14, 2023,
for a 4-year mandate, starting on March 16, 2023.
The Curricula Vitae of the Board members are to be found on the company’s website: www.romgaz.ro,
to “Investors Corporate Governance Board of Directors Structure”.
According to the information supplied, there is no agreement, understanding or family relationship
between the above nominated members of the executive management and another person that
contributed to their appointment as member of the executive management.
On December 31, 2024, the following board members hold shares in the company:
Item
No.
Surname and name
Number of
shares held
Weight in the
share capital (%)
0
1
2
3
1
DRAGAN Dan Dragos
187,570
0.00486661
2
BALASZ Botond
110
0.00000285
6.2. Executive Management
Chief Executive Officer (CEO)
By Resolution no. 55 of May 15, 2023, the Board of Directors appointed Mr. Popescu Razvan as Chief
Executive Officer for a period of 4 years, from May 16, 2023, until May 16, 2027.
By Resolution no. 87 of September 19, 2023, the Board of Directors approved the conclusion of the
addendum to the mandate contract of Mr. Popescu Razvan related to the financial and nonfinancial
performance indicators underlying the establishment and granting of the variable component of the Chief
Executive Officer’s remuneration, determining the amount of the variable component of remuneration
and how it is calculated and paid.
By Resolution no. 115 of December 19, 2023, the Board of Directors approved the conclusion of the
addendum to the Chief Executive Officer’s mandate contract on the modification of financial and non-
financial performance indicators.
Consolidated Board of Directors’ Report 2024
Page 55 of 87
Deputy Chief Executive Officer (Deputy CEO)
By Resolution no. 55 of May 15, 2023, the Board of Directors appointed Mr. Jude Aristotel Marius as Deputy
Chief Executive Officer for a period of 4 years, from May 16, 2023 until May 16, 2027.
By Resolution no. 87 of September 19, 2023, the Board of Directors approved the conclusion of the
addendum to the mandate contract of Mr. Jude Aristotel Marius related to the financial and nonfinancial
performance indicators underlying the establishment and granting of the variable component of the
Deputy Chief Executive Officer’s remuneration, determining the amount of the variable component of
remuneration and how it is calculated and paid;
By Resolution no. 115 of December 19, 2023, the Board of Directors approved the conclusion of the
addendum to the Chief Executive Officer’s mandate contract on the correction of financial and non-
financial performance indicators.
Chief Financial Officer (CFO)
By Resolution no. 55 of May 15, 2023, the Board of Directors appointed Mrs. Tranbitas Gabriela as Romgaz
Chief Financial Officer, for a period of 4 years, from May16, 2023 until May 16, 2027.
By Resolution no. 87 of September 19, 2023, the Board of Directors approved the conclusion of the
addendum to the mandate contract of Mrs. Tranbitas Gabriela, related to the financial and nonfinancial
performance indicators underlying the establishment and granting of the variable component of the
Deputy Chief Financial Officer’s remuneration, determining the amount of the variable component of
remuneration and how it is calculated and paid.
By Resolution no. 115 of December 19, 2023, the Board of Directors approved the conclusion of the
addendum to the Chief Financial Officer’s mandate contract on the correction of financial and non-
financial performance indicators.
Other persons holding management positions without being delegated management powers by the Board
of Directors, on December 31, 2024:
Surname and name
Position
Romgaz - headquarters
Chirca Robert Stelian
Exploration-Production Division Director
Foidas Ion
Production Department Director
not occupied
Human Resources Director
Grecu Marius Rares
Controlling Department Director
Veza Marius Leonte
Accounting Department Director
Patruța Mircea Ioan
Finance Department Director
Paunescu Octavian Aurel
Exploration-Appraisal Department Director
Sasu Rodica
Exploration-Production Support Department Director
Huzuneanu Ionut Cosmin
Drilling Department Director
Popescu Bogdan Alexandru
Information Technology Department Director
Lupa Leonard Ionut
Procurement Department Director
Chertes Viorel Claudiu
Regulations Department Director
Moldovan Radu Costica
Energy Trading Department Director
Mares Gabriela Elena
Strategy, International Relations, European Funds Department
Director
Antal Francisc
Quality, Environment, Emergency Situations and Infrastructure
Department Director
Hategan Gheorghe
Technical Department Director
Medias Branch
Totan Constantin Ioan
Branch Director
Achimet Teodora Magdalena
Economic Director
Veress Tudoran Ladislau Adrian
Production Director
Popa Bogdan
Technical Director
Targu Mures Branch
Baciu Marius Tiberiu
Branch Director
Bosca Mihaela
Economic Director
Radu Cristian Gheorghe
Production Director
not occupied
Technical Director
Consolidated Board of Directors’ Report 2024
Page 56 of 87
Surname and name
Position
Iernut Branch
Balazs Bela Atila
Branch Director
Hațagan Olimpiu Sorin
Economic Director
Oprea Maria Aurica
Commercial Director
Bircea Angela
Technical Director
SIRCOSS
Rotar Dumitru Gheorghe
Branch Director
Bordeu Viorica
Economic Director
Gheorghiu Sorin
Technical Department Director
STTM
Lucaci Emil
Branch Director
Ilinca Cristian Alexandru
Economic Director
Grosu Adrian Doru
Technical Department Director
Buzau Branch
Guettat Morched
Branch Director
Banica Dardu
Production/Operations Director
Drobeta Branch
Saceanu Constantin
Branch Director
Chisinau Branch
Selavardeanu Cristian
Branch Director
The members of the executive management, except for the mandated officers (Chief Executive Officer,
Deputy Chief Executive Officer and Chief Financial Officer), are employees of the company having an
individual employment contract for an indefinite period.
In compliance with the powers delegated by the Board of Directors, the Chief Executive Officer employs,
promotes and dismisses the management and operating personnel.
The table below shows the number of company shares held by the members of the executive
management on December 31, 2024:
Item
No.
Surname and name
Number of
shares held
Weight in the
share capital (%)
0
1
2
3
1.
MATEI Delia Gabriela
4,030
0.00010456
2.
PATRUTA Mircea-Ioan
100
0.00000260
3.
ILINCA Cristian Alexandru
875
0.00002270
4.
BALASZ Bela Atila
380
0.00000986
According to the information supplied, there is no agreement, understanding or family relationship
between the above nominated members of the executive management and another person that
contributed to their appointment as member of the executive management.
Depogaz Board of Directors
Depogaz is governed by the Board of Directors, consisting of 5 board members, selected and appointed by
the Sole Associate in compliance with the law.
Selection and appointment of Depogaz Board of Directors was made in compliance with GEO No. 109/2011
on corporate governance of public enterprises, as amended from time to time, and related enforcement
guidelines.
Thus, the appointment of members in the Board of Directors of SNGN Romgaz SA Filiala de Înmagazinare
Gaze Naturale DEPOGAZ Ploiești SRL, was approved by Sole Associate Resolution No. 1/January 19, 2023,
for a 4 year mandate term, for the period January 20, 2023 January 20,2027, as follows:
Consolidated Board of Directors’ Report 2024
Page 57 of 87
Item No.
Surname and Name
Position in the BoDs
Status
*)
1.
Stanescu Nicolae Bogdan Codrut
Chairman
Independent non-executive
2.
Tarinda Ileana
Member
Independent non-executive
3.
Lazar George
Member
Independent non-executive
4.
Vasile Anna-Maria
Member
Independent non-executive
5.
Ciornea Anca-Isabela
Member
Independent non-executive
*) members of the Board of Directors submitted the independent statements in compliance with the Internal Rules of the Board
of Directors.
Executive Management of Depogaz
Director General
The recruitment procedure for the Director General of DEPOGAZ was carried out by S.C. Fox Management
Consultants S.R.L., the independent expert contracted to carry out this project and it was conducted in
accordance with the provisions of GEO No. 109/2011, as amended and supplemented.
Upon the completion of the recruiting procedure, Mr. Carstea Vasile was appointed Director General of
DEPOGAZ by Board of Directors Resolution No. 5/March 6, 2023, based on a Contract of Mandate concluded
for a term of 4 years, starting with March 6, 2023.
The Director General of the company has the duties provided in the Contract of Mandate, by the Internal
Rules of the Board of Directors and by the Articles of Association, supplemented by the applicable law.
Other persons holding management position during the reference period:
Item No.
Surname and Name
Position
1.
Alupei Valentin Lucian
Storage Director
2.
Ionescu Viorica Mariana
Economic Director
3.
Gîrlicel Victor Cristian
Technical Director
4.
Galea Paul
Commercial Director
5.
Moise Sanda Mădălina
HSEQ Director
Both Depogaz Board members and the executive management are mentioned on the Subsidiary website:
https://www.depogazploiesti.ro/ro/despre-noi/conducere.
Also, members of Depogaz management holding Romgaz shares are: Mr. CÂRSTEA Vasile a number of
4,120 shares representing a weight of 0.00010690% of the share capital and Mr. GÎRLICEL Victor Cristian
a number of 1,250 shares representing a weight of 0.00003243% of the share capital.
Board of Directors and Executive Management of RBS
RBS is governed by a Board of Directors consisting of 3 members on December 31, 2024:
No.
Surname and Name
BoD Position
Status
Professional
Qualification
Employer Company
1.
Sasu Rodica
chairperson
non-executive
Geophysical
Engineer
S.N.G.N. Romgaz S.A.
2.
Chirca Robert Stelian
member
non-executive
Engineer
S.N.G.N. Romgaz S.A.
3.
Novac Tiberiu Andrei
member
non-executive
Economist
S.N.G.N. Romgaz S.A.
By Sole Associate Resolution No. 25 of November 22, 2023, Board members have been appointed for a
provisional 5-month term mandate as of December 6, 2023 until May 6, 2024. On April 15, 2024, by Sole
Associate Resolution No. 16/2024, the Board members have been appointed for a 5-month term mandate,
as of May 7, 2024, until October 7, 2024. On September 25, 2024, by Sole Associate Resolution No.
34/2024, the Board members have been appointed for a 5-month term mandate, as of October 8, 2024
until March 8, 2025.
Consolidated Board of Directors’ Report 2024
Page 58 of 87
RBS Executive Management
By Resolution No. 56 of October 2023, the Board of Directors appointed Mrs. Diana Andreea Lupu as
Director General and legal representative of the company, Branch Director and legal representative of
Romgaz Black Sea Limited Nassau (Bahamas) - Bucuresti Branch for a provisional 5-month term mandate
starting from November 5, 2023, until April 5, 2024.
By Resolution No. 21 of April 1, 2024, the Board of Directors appointed Mrs. Diana Andreea Lupu as Director
General and legal representative of the company, Branch Director and legal representative of Romgaz
Black Sea Limited Nassau (Bahamas) - Bucuresti Branch for a 5-month term mandate starting from April 6,
2024 until September 6, 2024.
By Resolution No. 53 of April 28, 2024, the Board of Directors appointed Mrs. Diana Andreea Lupu as
Director General and legal representative of the company, Branch Director and legal representative of
Romgaz Black Sea Limited Nassau (Bahamas) - Bucuresti Branch for a 5-month term mandate starting from
September 7, 2024 until February 7, 2025.
We state that, to the best of our knowledge, the persons nominated at the above paragraphs 6.1 and 6.2
above have not been involved in litigations or administrative procedures during the last 5 years, relating
to their activity performed in Romgaz, as well as those related to the respective persons capacity to
perform their duties in Romgaz.
Consolidated Board of Directors’ Report 2024
Page 59 of 87
VII. Consolidated Financial Accounting Information
7.1. Statement of Consolidated Financial Position
The consolidated financial statements of Romgaz Group were prepared in accordance with the provisions
of the International Financial Reporting Standards (IFRS) as adopted by the European Union and the
provisions of the Ministry of Finance Order No. 2844/2016. For the purposes of preparing these
consolidated financial statements, the functional currency of the Group is deemed to be the Romanian
Leu (RON). IFRS, as adopted by the EU, differ in certain respects from IFRS as issued by the IASB. However,
the differences have no significant impact on the Group’s consolidated financial statements for the years
presented.
The consolidated financial statements have been prepared based on business as a going concern principle
in accordance with the historical cost convention.
Table below presents a summary of the statement of consolidated financial position as of December 31,
2022, December 31, 2023, and December 31, 2024:
Indicator
December
31, 2022
(RON
thousand)
December
31, 2023
(RON
thousand)
December
31, 2024
(RON
thousand)
Variation
(2024/2023)
0
1
2
3
4=(3-2)/2*100
ASSETS
Non-current assets
Property, plant and equipment
5,039,314
5,891,788
8,418,794
42.89
Other intangible assets
5,140,425
5,135,930
5,131,142
-0.09
Investments in associates
28,537
33,410
59,426
77.87
Deferred tax assets
199,016
324,175
356,640
10.01
Other financial assets
5,616
5,616
5,616
0.00
Right of use asset
8,766
11,596
13,424
15.76
Total non-current assets
10,421,674
11,402,515
13,985,042
22.65
Current assets
Inventories
284,007
301,690
394,073
30.62
Greenhouse gas emission certificates
-
208,618
137,244
-34.21
Trade and other receivables
1,373,664
1,398,953
837,805
-40.11
Contract costs
3
-
-
n/a
Bank deposits other than cash and cash
equivalents
99,597
2,505,463
2,625,339
4.78
Other assets
265,232
113,181
79,362
29.88
Current income tax receivable
-
-
3,863
n/a
Cash and cash equivalents
1,883,882
535,210
1,852,154
246.06
Total current assets
3,906,385
5,063,115
5,929.840
17.12
TOTAL ASSETS
14,328,059
16,465,630
19,914,882
20.95
EQUITY AND LIABILITIES
Equity
Issued capital
385,422
385,422
3,854,224
900.00
Reserves
3,579,274
4,971,109
3,966,562
-20.21
Retained earnings
6,111,869
6,204,783
6,365,290
2.59
TOTAL EQUITY
10,076,565
11,561,314
14,186,076
22.70
Non-current liabilities
Retirement benefit obligation
168,830
189,314
204,550
8.05
Consolidated Board of Directors’ Report 2024
Page 60 of 87
Indicator
December
31, 2022
(RON
thousand)
December
31, 2023
(RON
thousand)
December
31, 2024
(RON
thousand)
Variation
(2024/2023)
Provisions
210,838
373,536
351,789
-5.82
Deferred income
230,419
370,941
386,849
4.29
Borrowings
1,125,534
808,373
484,975
-40.01
Bonds
-
-
2,476,433
n/a
Lease liability
7,499
10,450
10,899
4.30
Total non-current liabilities
1,743,120
1,752,614
3,915,495
123.41
Current liabilities
Trade payables and other liabilities
110,006
272,168
456,770
67.83
Contract liabilities
263,340
153,723
290,811
89.18
Current income tax liabilities
1,177,498
1,766,637
3,563
-99.80
Deferred income
11
7
486
6,842.86
Provisions
321,489
121,732
162,689
33.65
Lease liability
2,181
2,579
4,729
83.37
Borrowings
321,581
323,349
323,371
0.01
Bonds
-
-
24,545
n/a
Other liabilities
312,268
511,507
546,347
6.81
Total current liabilities
2,508,374
3,151,702
1,813,311
-42.47
TOTAL LIABILITIES
4,251,494
4,904,316
5,728,806
16.81
TOTAL EQUITY AND LIABILITIES
14,328,059
16,465,630
19,914,882
20.95
NON-CURRENT ASSETS
Total non-current assets increased by 22.65%, namely RON 2,582.5 million. The increase is mainly due to
investments made in Neptun Deep in 2024 (RON 2,175.91 million).
The rise of investments in associates is generated, besides the Group’s profit share from the profit of
associates and from Depomures share capital increase, where Romgaz participated with RON 18 million.
CURRENT ASSETS
Current assets increased by RON 866.73 million (17.12%) on December 31, 2024 mainly due to increase of
cash, cash equivalents and bank deposits (other than cash and cash equivalent) which recorded an increase
of RON 1,436.82 million after the issue of bonds in 2024. The main influences on current assets are shown
below.
Inventories
As compared to December 31, 2023, inventories increased by RON 92.38 million (+30.62%) following
procurement of spare parts and auxiliary materials required in the Group’s activity. In terms of value,
Romgaz gas inventory in underground storages increased by 25.35%. Romgaz injected in storages in 2024,
272.1 million m
3
(2023: 93.3 million m
3
) while the quantity withdrawn from storages and sold in storages
was 204.9 million m
3
(2023:167.2 million m
3
).
Trade and other receivables
The decrease by 40.11% (RON -561.15 million) of trade receivables as compared to December 31, 2023 is
due to a 20% decrease in the price of gas sold pursuant to GEO No. 27/2022.
EQUITY AND RESERVES
Group’s equity increased by 22.70% due to the profit achieved in 2024.
Consolidated Board of Directors’ Report 2024
Page 61 of 87
In December 2023, the Extraordinary General Meeting of Shareholders approved the increase of Romgaz
share capital by incorporating the reserves of RON 3,468.80 million by issuing 3,468,801,600 free shares
at a nominal value of RON 1/share. The total value of share capital increased to RON 3,854.22 million
following the registration of this increase with the Trade Register in January 2024. The share capital
increase was completed on May 30, 2024.
NON-CURRENT LIABILITIES
Non-current liabilities increased by 123.41% in 2024 as compared to 2023 as a result of the first tranche
of bonds issued in amount of EUR 500 million under the EMTN program launched by Romgaz.
In 2024, the amount of RON 15.9 million was received from the National Investment Plan for the
investment in the new Iernut power plant. The total amount received by December 31, 2024 is RON 292.45
million; in accordance with the grant agreement the maximum amount that Romgaz can access is RON
320.91 million.
CURRENT LIABILITIES
Current liabilities decreased by RON 1,338.39 million. The main influences are shown below.
Current tax liabilities
In 2024, the Group paid the income tax and the solidarity contribution for 2023. Starting with 2024, the
solidarity contribution is no longer calculated, which led to the decrease by RON 1,763.07 million of these
liabilities on December 31, 2024 as compared to December 31, 2023.
Trade payables and other liabilities
From the increase of RON 184.60 million of trade payables as compared to December 31, 2023, RON 120.49
million are related to the investment in Neptun Deep.
7.2. Statement of Consolidated Comprehensive Income
The Group profit and loss account summary for the period January 1 December 31, 2024, as compared
to the similar period of years 2022 and 2023, is shown below:
Indicator
2022
(RON
thousand) *)
2023
(RON
thousand) *)
2024
(RON
thousand)
Variation
(2024/2023)
0
1
2
3
4=(3-2)/2*100
Revenue
13,359,653
9,001,878
7,929,436
-11.91
Cost of commodities sold
(183,578)
(107,130)
(119,825)
11.85
Finance Income
176,979
213,008
190,009
-10.80
Other gains or losses
(9,441)
(17,748)
(31,383)
76.83
Net gains (losses) from impairment of
trade receivables
(55,166)
43,714
38,479
-11.98
Changes in inventories
(2,197)
(5,767)
47,832
n/a
Income from works capitalized as
non-current assets
-
250,977
307,228
22.41
Raw materials and consumables
(118,037)
(151,501)
(199,861)
31.92
Depreciation, amortization and
impairment
(550,076)
(504,532)
(603,157)
19.55
Employee benefit expense
(846,001)
(1,082,714)
(1,201,977)
11.02
Taxes and duties
(6,954,380)
(1,496,311)
(1,826,729)
22.08
Finance cost
(27,295)
(62,003)
(92,692)
49.50
Exploration Expenses
(59,714)
(84,640)
(78,709)
-7.01
Share of associates’ result
2,350
4,873
8,016
64.50
Consolidated Board of Directors’ Report 2024
Page 62 of 87
Indicator
2022
(RON
thousand) *)
2023
(RON
thousand) *)
2024
(RON
thousand)
Variation
(2024/2023)
Greenhouse certificates expenses
-
(242,803)
(180,752)
-25.56
Expenses with third party services
and other costs
(658,916)
(712,843)
(646,474)
-9.31
Other Income
80,068
21,004
61,736
193.92
Profit before tax
4,154,249
5,067,462
3,601,177
-28.94
Income tax expense
(1,607,537)
(2,255,353)
(395,181)
-82.48
Profit for the year
2,546,712
2,812,109
3,205,996
14.01
*) Information relating to 2023 were modified following a revision of financial statement presentation. Income from works
capitalized as non-current assets was offset by costs incurred for carrying out such investments. Currently, income from works
capitalized as non-current assets are shown in a separate row in the statement of comprehensive income, and expenses include
such costs. The result of previous periods is not affected by this change in presentation (see Note 2 of the Consolidated Financial
Statements on December 31, 2024). Information for year 2022 were not restated.
Revenue
In 2024 Romgaz Group achieved a consolidated revenue of RON 7.93 billion as compared to RON 9.0 billion
achieved in 2023.
The drop in revenue resides from the decrease by 13.46% of revenues from gas sales (including related
services) and from the decrease of revenue from electricity sales by 7.72%.
Consolidated revenue from storage services decreased by 1.09% in 2024 as compared to 2023 (RON -5.66
million).
Finance Income
Finance income is represented by the interests obtained from placing cash in bank deposits and state
bonds. The decrease in income resides from the increase of interest rates.
Cost of commodities sold
In 2024, cost of commodities sold increased by 11.85% as compared to the similar period of 2023, mainly
due to the increase of costs with imbalances on the electricity market.
Net losses/gains from impairment of trade receivables
In 2024, the Group recorded a net gain from impairment of trade receivables of RON 38.48 million due to
collecting due receivables following insolvency or bankruptcy procedures.
Raw materials and consumables used
Expenses with raw materials and consumables increased following intervention works at Group’s
production assets. The increase is highly corelated with the increase of income from works capitalized as
non-current assets.
Net depreciation and amortization
Depreciation, amortization and impairment expenses increased by 19.55% due to higher depreciation
expenses by 16.06% generated by commissioning of assets in 2024 and by the increased gas production
which is directly affecting well depreciation. The net expense with impairment adjustments of fixed assets
of RON 113.79 million, by 37.27% higher than last year, refers to individual abandoned assets.
Financial costs
In October 2024, the Group issued the first tranche of bonds under the EMTN programme launched in
September 2024. The programme has a value of EUR 1.5 billion with a first issue of EUR 500 million. This
issue generated additional interest expenses of RON 27.84 million, coupon was set at 4.75% per annum.
Taxes and duties
The expense with taxes and duties increased by 22.08% in the year ended December 31, 2024 as compared
to the similar period of 2023. The increase of RON 330.41 million resides mainly from the rise by RON
311.56 million (+35.01%) of windfall tax expenses, as these reached RON 1,201.36 million. Royalty
Consolidated Board of Directors’ Report 2024
Page 63 of 87
expenses (including royalty for storage activities) decreased by RON 7.75 million (-1.29%) as compared to
the similar period of last year; in 2024 after clarifications provided by law regarding applicability of the
increased royalty enforced in 2023, the Group recalculated in 2024 the royalty for the period October 27,
2023 to December 31, 2023 at the lower rates specified in the concession agreements; therefore, although
production obtained by the Group is 4% higher than in 2023, the royalty level is lower.
Greenhouse gas emission certificates
The expenses with greenhouse gas emission certificates reflects the value of certificates purchased during
the period corresponding to emissions from electricity generation. The lower level recorded in the year
ended December 31, 2024 as compared to the same period of 2023 is due, both to a decrease in the
purchase price of certificates, the average price is approximately 21% lower than in the previous year and
to the purchase of 14% fewer certificates.
Other income
In the year ended December 31, 2024, the most significant amount presented at other income is
represented by interests and late payment penalties invoiced to clients for late payment or for not taking
over the contracted gas quantities, namely to suppliers for delays in providing works.
7.3. Statement of Consolidated Cash Flows
Comparative statements of cash flows recorded during 2022-2024 are shown in the table below:
*RON thousand*
INDICATOR
2022
2023
2024
Cash flows from operating activities
Net profit for the year
2,546,712
2,812,109
3,205,996
Adjustments for:
Income tax expenses
1,607,537
2,255,353
395,181
Share of associates’ result
(2,350)
(4,873)
(8,016)
Interest expense
5,627
43,838
68,584
Income from dividends
-
-
(686)
Unwinding of decommissioning provision
21,668
18,165
24,108
Interest income
(176,979)
(213,008)
(189,323)
Loss on disposal of non-current assets
451
6,867
19,897
Change of decommissioning provision recognized in the result of
the period, other than unwinding
(75,652)
33,861
(14,883)
Change in other provisions
111,564
(196,640)
50,464
Impairment of exploration assets
66,447
23,361
26,980
Exploration projects written-off
16
3
-
Net impairment of non-current assets
74,726
59,537
86,811
Foreign exchange differences
(453)
7,382
(212)
Depreciation and amortization
408,903
393,671
461,813
Amortization of contract costs
773
59
-
Net losses/(gains) from trade receivables and other receivables
55,765
(47,737)
(38,460)
Net impairment of inventories
5,438
5,647
6,046
Liabilities written off
(512)
(172)
(231)
Subsidies income
(7)
(7)
-
Interest paid
(5,040)
(43,183)
(38,897)
Income tax paid
(410,976)
(1,781,868)
(2,193,167)
Net cash generated from operational activities before
movement of working capital
4,233,658
3,372,365
1,862,005
Movement in working capital
(Increase)/Decrease in inventories
21,731
(22,571)
(98,181)
(Increase)/Decrease in trade and other receivables
(276,839)
66,146
609,142
Consolidated Board of Directors’ Report 2024
Page 64 of 87
INDICATOR
2022
2023
2024
Increase/(Decrease) in trade and other liabilities
(526,915)
16,197
280,306
Net cash generated by operational activities
3,451,635
3,432,137
2,653,272
Cash flows from investing activities
Investments in associates
-
-
(18,000)
Bank deposits set up
(3,355,306)
(6,184,938)
(8,950,571)
Bank deposits matured
3,669,504
3,790,236
8,832,955
Interest received
181,067
201,844
185,840
Proceeds from sale of non-current assets
1,033
1,684
424
Dividends received
-
-
686
Acquisition of property, plant and equipment (tangible)
(400,389)
(1,034,393)
(2,798,172)
Acquisition of intangible assets
(5,129,222)
(1,562)
(2,257)
Acquisition of exploration assets
(96,500)
(50,746)
(199,871)
Subsidies received
-
140,541
15,927
Net cash used in financing activities
(5,129,813)
(3,137,334)
(2,933,039)
Cash flows from financing activities
Bonds received
-
-
2,473,574
Borrowings received
1,606,475
-
-
Repayment of borrowings
(158,907)
(322,775)
(323,312)
Dividends paid
(1,463,984)
(1,317,745)
(549,380)
Repayment of leasing liabilities
(1,936)
(2,955)
(4,171)
Net cash generated/used in financing activities
(18,352)
(1,643,475)
1,596,711
Net increase/(decrease) in cash and cash equivalents
(1,696,530)
(1,348,672)
1,316,944
Cash and cash equivalents at the beginning of the year
3,580,412
1,883,882
535,210
Cash and cash equivalents at the end of the year
1,883,882
535,210
1,852,154
Consolidated Board of Directors’ Report 2024
Page 65 of 87
VIII. Corporate Governance
Romgaz aims to implement the principles and mechanisms of a responsible, transparent and ethical
management and administration continuing the process of adaptation to the requirements of a modern
economy, the increasingly obvious globalization of social life and the needs to inform investors and
interested third parties.
As a national company, Romgaz must comply with GEO No. 109 of November 30, 2011, on corporate
governance of public enterprises, as subsequently amended and supplemented, approved by Law No.
111/2016 and amended by Law No. 187/2023 and GD No. 639/2023 for the approval of methodological
norms for the application of Government Emergency Ordinance No. 109/2011 on corporate governance of
public enterprises.
The Ordinance sets up several principles and provisions to ensure their application.
The provisions of the Ordinance are observed by the company and are included in the Articles of
Incorporation of the Company, the last version of it being approved by the shareholders pursuant to
Resolution No.17 of December 18, 2023.
The updated Articles of Incorporation is published on the webpage www.romgaz.ro, at Investors
Corporate Governance Reference Documents”.
Since November 12, 2013, Romgaz shares have been traded on the regulated market governed by BVB,
under the SNG” symbol as well as on London Stock Exchange (where GDRs were traded) under the SNGR”
symbol.
Following EGMS Resolution No. 11 of September 11, 2024, the delisting and cancellation process of GDRs
on London Stock Exchange was initiated and finalized on December 31, 2024.
Since January 5, 2015, following the approval of the proposals to amend BVB regulations by the Financial
Supervisory Authority, Romgaz has been in the PREMIUM category of BVB regulated market.
As issuer of securities traded on the regulated market, Romgaz must fully comply with the corporate
governance standards provided by the applicable national regulations, namely the Code of Corporate
Governance of BVB, published on www.bvb.ro, at “Regulations - BVB Regulations”.
The corporate governance system of the company was and will be further improved to be in line with the
rules and recommendations applicable to companies listed on Bucharest Stock Exchange.
Some of the measures already implemented include:
drafting a Code of Corporate Governance, in accordance with the BVB Code of Corporate
Governance applicable starting with January 4, 2016 the document was approved by Romgaz
Board of Directors by Resolution no.2/January 28, 2016.
Romgaz Code of Corporate Governance is posted on www.romgaz.ro, at Investors Corporate
Governance”;
drafting the Internal Rules of the advisory committees, their approval by S.N.G.N. Romgaz S.A.
Board of Directors and their revision as follows:
a. The Internal Rules of the Nomination and Remuneration Committee on August 28, 2018,
August 11, 2022, and December 19, 2023;
b. The Internal Rules of the Audit Committee on May 14, 2018 and October 10, 2022;
c. The Internal Rules of the Strategy Committee on March 23, 2017, October 27, 2022, and
December 19, 2023;
d. The Internal Rules of the Risk Management Committee on October 18, 2023;
Continuous update of the Terms of Reference of the Board of Directors to include the latest
legal changes on corporate governance. The Terms of Reference were approved by the Board of
Directors on March 23, 2017 and subsequently updated in January 2018, February 2019 and
December 2024;
Approval of the Policy on the assessment of the Board of Directors during March 12, 2019
meeting;
Approval by the OGMS of the Remuneration Policy for Board members and officers during April
28, 2022 meeting;
Approval of Policy on related party transactions in the Board of Directors meeting of March 20,
2019 and the draft Statement on Board of Directors commitment to developing and
implementing the internal management control system and the risk management policy on
February 24, 2022;
Consolidated Board of Directors’ Report 2024
Page 66 of 87
Drafting the Rules and Procedures of S.N.G.N. Romgaz General Meeting of Shareholders,
approved by the Board of Directors of S.N.G.N. Romgaz S.A. under Resolution No. 54 of May 11,
2023, published on company website under “Investors -General Meeting of Shareholders”;
Inclusion in the Board of Directors annual report of a chapter dedicated to corporate
governance. This chapter presents a series of elements regarding corporate governance, such
as: the applicable Code of Corporate Governance, the duties of the corporate management
bodies and of the four advisory committees of the Board of Directors (the Nomination and
Remuneration Committee, the Audit Committee, the Risk Management Committee and the
Strategy Committee), aspects related to remuneration of Board members and officers, measures
to improve corporate governance, aspects related to internal control and risk management
system, internal audit and aspects related to social responsibility;
Inclusion in the Board of Directors annual report of a section referring to compliance with the
provisions of BVB Code of Corporate Governance (Annex No.2);
Regular evaluation of the fulfilment of financial and non-financial performance indicators
approved by the General Meeting of Shareholders and reporting of such evaluation to the
competent ministry;
Diversification of communication with shareholders and investors by including press releases
addressed to market participants, half-yearly and quarterly financial statements, annual
reports, procedures to access and attend the GMSs on the web page as well as by setting up an
Infoline” for shareholders/investors to answer their requirements and/or questions;
Setting up a specialized department dedicated to investor and shareholder relations, approval
and publication of an Investor Communication Policy available under Investors Corporate
Governance Reference Documents” section;
Conclusion of a professional liability insurance contract for members of the Board and officers,
from October 2022 to October 2024, and an extended claim reporting period of minimum 60
days from the date of the finding of facts provided that the deed has occurred within the insured
period;
Continue the implementation of 2021-2025 National Anti-Corruption Strategy. In this regard, the
Commission responsible for the implementation of the strategy drafted and submitted to the
Ministry of Energy Antifraud, Integrity and Inspection Department the Narrative Report on the
status of implementation of the measures provided in the NAS, the Inventory of institutional
transparency and corruption prevention measures as well as the evaluation indicators for 2024.
Among the measures to be implemented, we mention:
Revision of Remuneration Policy of Board Members and Officers and submission to shareholders for
approval following legislative amendments;
Drafting a new Code of Corporate Governance in compliance with the amendments to the corporate
governance law and on the occasion of the revision and implementation of BVB Code of Corporate
Governance starting with January 1, 2025;
Update of the Internal Rules of the Audit Committee approved on May 14, 2018 and on October 10,
2022, and its submission to the Board of Directors for approval;
Continue required actions to align with the new 2021-2025 National Anti-Corruption Strategy,
approved by Government Decision No. 1269/December 17, 2021.
Aspects Related to Shareholders
The shareholder structure is presented at Chapter II “Parent Company at a Glance”.
Romgaz respects and protects the rights and legitimate interests of all shareholders, constantly informing
them on the rules and procedures governing the General Meeting of Shareholders, on decisions concerning
corporate changes and significant events for the company. Rights of minority shareholders are also
protected in accordance with the legal provisions in force and with the Articles of Incorporation.
All relevant information on exercising all legitimate rights of shareholders is to be found on company
website, www.romgaz.ro, under “Investors”.
General Meeting of Shareholders
The General Meeting of Shareholders is convened by the Board of Directors, whenever necessary, in
accordance with the legal provisions. The convening notices and afterwards, the GMS resolutions, are sent
to Bucharest Stock Exchange, London Stock Exchange and the Financial Supervisory Authority in
Consolidated Board of Directors’ Report 2024
Page 67 of 87
compliance with the regulations of the capital market and are published on company website at Investors
General Meeting of Shareholders”.
The Ordinary General Meeting of Shareholders has the following main competencies:
a) to approve company’s strategic objectives;
b) to discuss, approve or amend, as the case may be, the annual financial statements of the company
based on the reports submitted by the Board of Directors and the financial auditor, and to set the
dividend;
c) to discuss, approve or request, as the case may be, the supplementation or review of company’s
governance plan, in compliance with the law;
d) to set the income and expenditure budget for the following financial year;
e) to appoint and to revoke Board members and to set their remuneration;
f) to decide upon the governance of the Board of Directors;
g) to appoint and to dismiss the financial auditor and to set the minimum term of the financial audit
contract;
h) to approve the contracting of bank loans, the value of which exceeds, individually or cumulatively
with other bank loans in progress, over a financial year, the equivalent in RON of EUR 100 million;
i) to approve the conclusion of documents establishing guarantees, other than guarantees for the
non-current assets of the company, the value of which exceeds, individually or cumulatively with
other guarantees in progress, other than guarantees for the non-current assets of the company,
over a financial year, the equivalent in RON of EUR 50 million.
The Extraordinary General Meeting of Shareholders has the following main competencies:
a) to change the legal form of the company;
b) to move the headquarters;
c) to change the scope of activity of the company;
d) to establish companies, as well as to conclude or amend incorporation documents of the
companies where Romgaz is associate;
e) to conclude or amend joint venture contracts where the company is contracting party;
f) to increase the share capital;
g) to reduce the share capital or to restore it by issuing new shares;
h) to merge with other companies or to spin-off the company;
i) the anticipated winding up of the company;
j) to convert shares from one category into the other;
k) to convert one category of bonds into another one or into shares;
l) to issue bonds;
m) to conclude documents related to the acquisition of non-current assets the value of which
exceeds, individually or cumulatively, during a financial year, 20% of the total non-current assets
of the company, except for receivables;
n) to conclude the documents related to disposal, exchange or set up of guarantees for non-current
assets of the company the value of which exceeds, individually or cumulatively, during a financial
year, 20% of the total non-current assets of the company, except for receivables;
o) to conclude the documents related to rental of tangible assets to the same contractors or to
persons involved or acting together, for a period longer than 1 (one) year, the value of which
exceeds, individually or cumulatively, 20% of the total non - current assets, except for receivables,
on the document conclusion date;
p) any other change in the Articles of Incorporation or any other resolution that requires the
approval of the extraordinary general meeting of shareholders.
Board of Directors
Romgaz is a joint stock company governed under a one-tier system.
The Board of Directors (BoD) consists of seven (7) members selected by the Ordinary General Meeting of
Shareholders, in compliance with the applicable legal provisions and the Articles of Incorporation, one of
whom is appointed Chairman of the Board of Directors.
Consolidated Board of Directors’ Report 2024
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The BoD composition complies with the criteria/requirements of the legislation on the proportion of non-
executive and independent directors, studies and balance of competences, experience, and gender
diversity (criteria detailed in the BoD Internal Rules).
The BoD composition as of December 31, 2024 is shown in Chapter VI “Company Management”. According
to the Declarations of Independence submitted to the Company, four of the directors have declared
themselves as independent and three as non-independent Directors. The independency of Board members
is determined based on the criteria detailed in Romgaz Code of Corporate Governance (Article 6).
Details regarding rights, obligations, and competencies of directors, as well as details on the conduct of
BoD meetings are described in the Articles of Incorporation and in the BoD Internal Rules.
No self-assessment of the BoD for 2024 was performed until December 31, 2024.
Advisory Committees
The activity of the BoD is supported by the following four advisory committees: Nomination and
Remuneration Committee, Audit Committee, Risk Management Committee and Strategy Committee.
The Audit Committee fulfils the legal duties provided in Article 65 of Law 162/2017
22
consisting mainly in
monitoring the financial reporting process, the internal control, internal audit and risk management
systems of the company, and in supervising the statutory audit of the annual financial statements and in
managing the relation with the external auditor.
The Nomination and Remuneration Committee organizes training sessions for Board members, makes
proposals for remuneration of BoD members and officers, by complying with the remuneration policy
transmitted by Agentia pentru Monitorizarea și Evaluarea Performantelor Intreprinderilor Publice (AMEPIP)
(The Agency for Monitoring and Performance Evaluation of Public Enterprises), and supports the BoD in
evaluating its own performance as well as the performance of the executive management. The Committee
also prepares an annual report on remuneration and other benefits granted to directors and officers
during the financial year.
The Risk Management Committee ensures that control activities are consistent with the risks arising from
the activities and processes subject to control, identifies, analyses, assesses monitors and reports
identified risks, the risk mitigation or anticipation action plan, other actions taken by the executive
management. It is also responsible for measuring the solvency of the public company by reference to its
usual duties and obligations and informs or, where appropriate, submits proposals to the Board of
Directors.
Several duties on internal control and risk management were taken over by the Risk Management
Committee from the Audit Committee.
Besides the duties on internal control and risk management, the Risk Management Committee was also
granted with duties on sustainability and ESG requirements, due to the importance of ESG factors in the
costs - revenues equation, the development opportunities and the structuring and implementing of any
business strategy.
The main purpose of the Strategy Committee is to coordinate, prepare/update and monitor the company’s
development strategies correlated with the national and European energy strategy, to assess the
implementation stage of these development strategies, as well as the measures required to achieve the
established objectives and to monitor the company’s activity diversification projects by implementing
investment objectives.
The detailed presentation of the duties and responsibilities of each Advisory Committee can be found in
the corresponding Internal Rules as published on company website, www.romgaz.ro, under Investors
Corporate Governance Reference Documents”.
On December 31, 2024, the composition of the Advisory Committees was as follows:
I) The Nomination and Remuneration Committee:
Sorici Gheorghe Silvian (chairman)
Braslă Răzvan
Drăgan Dan Dragoş
II) Audit Committee
Sorici Gheorghe Silvian (chairman)
22
Law No.162 of July 15, 2017 on the statutory audit of annual financial statements and consolidated annual financial statements
and on amending certain legislative acts.
Consolidated Board of Directors’ Report 2024
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Braslă Răzvan
Nuț Marius Gabriel
III) Risk Management Committee
Nuț Marius Gabriel (chairman)
Balazs Botond
Braslă Răzvan
IV) Strategy Committee
Balazs Botond (chairman)
Drăgan Dan Dragoş
Jude Aristotel Marius
Stoian Elena Lorena
Braslă Răzvan.
Information on BoD and advisory committee meetings in 2024
In 2024, 55 BoD meetings were organized in compliance with the legal and statutory provisions, out of
which:
41 in-person meetings, and
14 meetings by electronic vote.
Participation in BoD meetings:
Surname and Name
Number of meetings
during mandate
P
PA
NP
No.
%
No.
%
No.
%
Drăgan Dan Dragoș
55
55
100.0
Sorici Gheorghe Silvian
55
54
98.18
1
1.82
Balazs Botond
55
54
98.2
1
1.82
Jude Aristotel Marius
55
55
100.0
Nuţ Marius-Gabriel
55
55
100.0
Braslă Răzvan
55
52
94.54
3
5.45
Stoian Elena-Lorena
55
55
100.0
where:
P = participation;
PA = power of attorney;
NP = no participation.
Board members participation in the Advisory Committees meetings:
Nomination and Remuneration Committee: 4 meetings
Surname and Name
In-person
participation
Sorici Gheorghe Silvian
4/4
Braslă Răzvan
4/4
Drăgan Dan Dragoș
4/4
Audit Committee: 13 meetings
Surname and Name
In-person
participation
Sorici Gheorghe Silvian
13/13
Braslă Răzvan
13/13
Nuț Marius Gabriel
13/13
Risk Management Committee: 3 meetings
Consolidated Board of Directors’ Report 2024
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Surname and Name
In-person
participation
Nuț Marius Gabriel
3/3
Balazs Botond
3/3
Braslă Răzvan
3/3
Strategy Committee: 4 meetings
Surname and Name
In-person
participation
Balazs Botond
4/4
Braslă Răzvan
4/4
Drăgan Dan Dragoș
4/4
Jude Aristotel Marius
4/4
Stoian Elena Lorena
4/4
In 2024, the General Meeting of Shareholders had 11 ordinary meetings and 3 extraordinary meetings
during which 14 resolutions were issued. Detailed information on the meetings and documents presented
during such meetings are published on company website at https://www.romgaz.ro/en/general-meeting-
shareholders.
Chief Executive Officer
In accordance with the provisions of the Articles of Incorporation “the Board of Directors shall delegate,
in whole or in part, the managing powers of the Company to one or more officers, appointing one of
them as Chief Executive Officer Article 24 paragraph (1) where officer means “the person to whom
Company managing powers have been delegated by the Board of Directors” - Article 24 paragraph (12).
By Resolution No. 55 of May 15, 2023, the Board of Directors appointed Mr. Răzvan Popescu as CEO, for a
period of four years, from May 16, 2023 to May 16, 2027.
By Resolution No. 87 of September 19, 2023, the Board of Directors approved the Addendum to CEO
Mandate Contract on the financial and non-financial performance indicators underlying the setting and
granting of the variable component of CEO remuneration, setting the amount of the variable component
of remuneration, its calculation and payment method.
By Resolution No. 115 of December 19, 2023, the Board of Directors approved the Addendum to CEO
Mandate Contract on the correction of financial and non-financial performance indicators.
Pursuant to BoD Resolution No. 55 of May 15, 2023, the CEO powers are as follows:
exercises all managing powers of S.N.G.N. ROMGAZ S.A., except for powers not delegated to
officers and except for powers that have been delegated to the Chief Financial Officer and the
Deputy Chief Executive Officer;
coordinates/is responsible for the activities performed in connection with securing financing for
ROMGAZ Group share in Neptun Deep Project;
in case of a positive power conflict between a CEO power and a Deputy CEO or CFO power, the
power lies with Mr. Răzvan Popescu, as CEO;
as CEO, Mr. Răzvan Popescu is also the legal representative of S.N.G.N. ROMGAZ S.A., in
accordance with Article 143
A
2, paragraph (4) of Company Law 31/1990;
as legal representative, the CEO is entitled to empower other natural persons, who are S.N.G.N.
ROMGAZ S.A. officers or employees, to represent S.N.G.N. ROMGAZ S.A. and/or its branches with
a notification given to the BoD 5 days prior to the issuance of such empowerment;
as legal representative, the CEO is entitled to delegate the representation of the Company and/or
its branches, to one or more in-house legal advisors and/or lawyers, without prior notification to
the BoD.
Deputy Chief Executive Officer
By Resolution No. 55 of May 15, 2023, the Board of Directors appointed Mr. Aristotel Marius Jude as Romgaz
Deputy CEO, for a period of four years, from May 16, 2023 to May 16, 2027.
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By Resolution No. 87 of September 19, 2023, the Board of Directors approved the Addendum to Deputy
CEO Mandate Contract on the financial and non-financial performance indicators underlying the setting
and granting of the variable component of Deputy CEO remuneration, setting the amount of the variable
component of remuneration, its calculation and payment method.
By Resolution No. 115 of December 19, 2023, the Board of Directors approved the Addendum to Deputy
CEO Mandate Contract on the correction of financial and non-financial performance indicators.
Pursuant to Article 6 of BoD Resolution No. 55 of May 15, 2023, amended by BoD Resolution No.
109/November 24, 2023, the Deputy CEO powers are as follows:
- exercises the managing powers of the Department of Strategy, International Relations, European
Funds, Regulations, Energy Trading, Quality, Environment, Emergency Situations and Critical
Infrastructure, IT, Investments and Project Management, STTM Targu Mureș and SIRCOSS Mediaș
branches;
- coordinates the activities performed in connection with the Neptun Deep Project, except for
those activities related to securing financing for ROMGAZ Group share in the Project;
- plans, approves, and coordinates the implementation of necessary and useful operations related
to the main activities that fall within the competence of the above-mentioned organizational
units pursuant to the law and S.N.G.N. ROMGAZ S.A. Rules of Organization and Operation.
Chief Financial Officer
By Resolution No. 55 of May 15, 2023, the Board of Directors appointed Mrs. Gabriela Trânbiţaş as CFO,
for a period of four years, from May 16, 2023 to May 16, 2027.
By Resolution No. 87 of September 19, 2023, the Board of Directors approved the Addendum to CFO
Mandate Contract on the financial and non-financial performance indicators underlying the setting and
granting of the variable component of CFO remuneration, setting the amount of the variable component
of remuneration, its calculation and payment method.
By Resolution No. 115 of December 19, 2023, the Board of Directors approved the Addendum to CFO
Mandate Contract on the correction of financial and non-financial performance indicators.
Pursuant to Article 5 of BoD Resolution No. 55 of May 15, 2023, the CFO powers are as follows:
- exercises the managing powers of the Economic Department that has in its structure the
organizational units provided in S.N.G.N. ROMGAZ S.A. Organisation Chart;
- plans, approves, and coordinates the implementation of necessary and useful operations related
to the main activities that fall within the competence of the organizational units within the
Economic Department pursuant to the law and S.N.G.N. ROMGAZ S.A. Rules of Organization and
Operation.
The Board of Directors delegates management powers to the three officers appointed by Resolution No.
55/2023, except for the following:
a. powers of managing Romgaz that may not be delegated by the Board of Directors in accordance
with the provisions of Article 19 paragraph (3) of the Articles of Incorporation;
b. issuance/conclusion of legal acts with a value exceeding RON 300 million.
Romgaz officers shall periodically inform the Board of Directors on the performance of delegated powers,
and they are entitled to request instructions on performance of delegated powers.
The Board of Directors empowers the Deputy CEO to approve and/or sign for and on behalf of S.N.G.N.
ROMGAZ S.A if the CEO has a conflict of interest in respect of approving and/or signing documents by
S.N.G.N. ROMGAZ S.A. or to which S.N.G.N. ROMGAZ S.A. is a party.
The Board of Directors also empowers the CFO to approve and/or sign for and on behalf of S.N.G.N.
ROMGAZ S.A. if both CEO and Deputy CEO have a conflict of interest in respect of approving and/or signing
documents by S.N.G.N. ROMGAZ S.A. or to which S.N.G.N. ROMGAZ S.A. is a party.
Internal Public Audit
The Internal Public Audit Office is directly subordinated to S.N.G.N. Romgaz S.A. Board of Directors, acting
distinctly and independently from the activity of the company in general, pursuant to the Organization
Chart and the Rules of Organization and Operation. The Internal Public Audit Office is operationally
subordinated to the Board of Directors while from an administrative point of view it is subordinated to
the CEO.
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The activity of public internal audit is performed in accordance with the Annual Internal Public Audit Plan
endorsed by the Board of Directors.
Between January 01 December 31, 2024, in accordance with the revised Annual Internal Public Audit
Plan for 2024, 8 regularity/conformity audit missions were performed, namely 7 planned internal public
audit missions and 1 ad hoc (exceptional) mission.
The 8 internal public audit missions targeted the following fields:
public procurement 1 mission;
financial-accounting - 1 mission;
company specific functions - 5 missions;
other fields (financial management control) 1 mission;
integrated management system/internal management control system within the 8 missions
carried out.
The internal public audit reports prepared based on verifications were submitted to the Board of Directors
for endorsement pursuant to Article 50 of GEO No. 109/2011 on corporate governance of public companies.
Through the activities it carries out, the internal public audit adds value to the company, by
recommendations made during the audit missions. The quality of internal audit reports is one of the main
objectives of ROMGAZ internal public audit representing the essence of the internal public audit work and
reflecting the professional capacity of internal auditors.
A quality indicator of audit reports is the absence of points of view that modify such reports against
the findings identified in the draft public internal audit reports. Findings were backed by supporting
documents and for the identified deficiencies/problems recommendations were made to ensure the
efficiency of the audited activities.
Monitoring the implementation of recommendations made in the endorsed audit reports, increasing the
efficiency of implementation of such recommendations as well as complying with the implementation
deadlines established in the Action Plan are permanent concerns of the Internal Public Audit Office.
In 2024, during the 8 internal public audit missions, 35 recommendations were made and 42
recommendations were monitored with the following results:
18 recommendations were implemented:
17 recommendations were implemented within the set deadline;
1 recommendation was implemented after the set deadline;
2 recommendations were partially implemented (currently under implementation) for which the
implementation deadline has not been exceeded;
22 recommendations not implemented, out of which:
20 recommendations for which the implementation deadline has not been
exceeded;
2 recommendations with exceeded deadlines.
Throughout 2024, the internal public audit structure did not have recommendations formulated in the
audit reports which have not been endorsed by the Board of Directors and did not face
constraints/problems.
Risk Management and Internal Control
Company Policies and Objectives on Risk Management
Risk management is intended to facilitate the achievement of objectives and activities under conditions
of economy, efficiency and effectiveness, sets clear rules on the identification, assessment, management
(including treatment) and establishment of a risk mitigation plan, periodic reviews, monitors and
establishes responsibilities and is regulated by the Risk Management system procedure.
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The risk management methodology establishes a general risk identification, analysis and management
framework at the level of organizational units and provides an instrument which facilitates risk
management in a controlled and efficient manner in order to meet the objectives.
One of the major concerns of the management is to raise awareness of the objectives and the necessity
of direct involvement in the risk management process, as well as to align with best practices in the filed
by complying with the legislation in force, the standards and rules related to such process.
The main legislative acts underlying the Risk Management (RM) regulation are the following:
Government Ordinance No.119/1999 on internal/management control and preventive financial
control, republished, as subsequently amended and supplemented;
Emergency Ordinance No.109/2011 on corporate governance of public entities;
Order of the Secretary General of the Government No. 600/2018 on approving the Code of
Management Internal Control of Public Entities;
Risk management methodology prepared by the General Secretariat of the Government;
SR ISO 31000:2018 Risk Management. Guidelines;
BVB Code of Corporate Governance;
SNGN Romgaz S.A. Code of Corporate Governance;
Considering that the risk management standard is unanimously accepted in the EU, as one of the most
important standards of the Internal Management Control System (IMCS) in the field of risk management,
the Company systematically reviews the risks associated with its objectives and activities, prepares
appropriate plans on risk treatment to limit potential consequences of such risks and determines the
responsibilities in the implementation of such plans.
The main elements on which the implementation of the risk management process depends are the
following:
existence of objectives/activities set for each organizational unit;
allocation of suitable resources to implement the risk management measures, with the aim of
reducing the possibility of failure to achieve the objective or activity;
use of information on risk management in decision-making (depending on the significant risks).
The main benefit of the risk management process is the improvement of company performance by
identifying, analysing, assessing and managing all risks that may occur in order to mitigate the
consequences of negative risks or, as the case may be, to enhance the effects of positive risks.
An essential role in risk management is played by the person responsible for risks. This person identifies
the risks which may affect the objective/activity of the organizational unit headed by such person,
analyses the identified risks, prepares and submits the risk management documents for approval for the
organizational unit headed by such person.
The unit responsible for risk management (Objectives and Risks Management Office) is responsible for
drawing up the main risk management documents of the company and for managing and developing the
risk management system by:
implementing the recommendations made in the audit and inspection reports of competent
entities;
the continuous improvement of the software application developed within the company as a
result of periodic analyses and feedback received from the heads of organisational units;
ongoing advice and support for the heads of organizational units in identifying risks and in
meeting the requirements;
increase the competencies of staff in understanding and managing risks through methodological
guidance.
The decisions regarding the management of risks are made by the Commission for Monitoring and
Coordination of the Implementation and Development of the Internal Management Control System which
is comprised of company officers and coordinated by the Chairman and assisted by the Technical
Secretariat of the Monitoring Commission. It analyses and prioritizes significant risks, proposes the
strategy and type of risk response and the implementation plan of control actions for significant risks,
endorses the risk profile and the risk tolerance limit highlighted in the Minutes of the Monitoring
Commission Meeting.
A Risk Management Committee operates within the Board of Directors. This committee supervises risk
management at all levels and is responsible for the ESG obligations and sustainability.
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Risk management is performed annually using operational instruments of risk management such as: Risks
Registry, Significant Risks Registry, Report on the Stage of Implementation of Control Measures, Risk
Profile. All identified risks are submitted to the Monitoring Committee for the establishment of risk
treatment measures (the Implementation Plan of Control Measures for Significant Risks).
General Objectives of the Risk Management Activity are the following:
1. Setting the general framework for risk management activities (risk identification, analysis, and
management);
2. Providing an instrument for risk management in a controlled and efficient manner;
3. Implementing a system to keep these risks at an acceptable level;
The following are among the analysed risk categories: financial risks, market risks, risks related to
occupational safety, health and security, personnel risks, information system risks, legal and regulatory
risks. All risks are analysed in terms of:
Specific objective/activity to which the risk refers;
Causes of risk occurrence;
Consequences arising as a result of risk materialization;
Probability of occurrence;
Impact generated by risk materialization;
Risk exposure;
Risk response strategy;
Recommended control (treatment) measures;
Residual risks remaining after initial risk treatment
Main Risks and Uncertainties
Exposure to Financial Risks
The company is exposed to various financial risks: market risk (including foreign exchange risk,
inflationary risk, interest rate risk), credit risk, liquidity risk. At company level, the risk management
process focuses on the unpredictability of financial markets and seeks to minimize the potential adverse
effects on the financial performance, within certain limits. However, this approach does not prevent
losses beyond such limits in case of significant variations in the market. The company does not use
derivatives to cover exposure to certain risks.
The company is exposed to foreign exchange risks as a result of the exposure to different foreign
currencies. The foreign exchange risk arises from future commercial transactions and recorded receivables
and payables.
Financial assets exposing the Group to a potential credit risk are mainly trade receivables. The Group’s
policies provide for sales to customers with low credit risk. Moreover, sales must be secured either by
advanced payments or by letters of bank guarantee. The net value of receivables following the adjustment
of impairment of uncertain receivables represents the maximum value exposed to credit risk.
Even though collection of receivables might be influenced by economic factors, the management believes
that there is no significant risk of loss for the Group, besides the impairment of uncertain receivables,
already established.
The final responsibility for the liquidity risk lies with the management which established a suitable
framework for liquidity risk management for short, medium and long-term financing of the company and
for complying with requirements concerning liquidity risk management. The company manages liquidity
risk by maintaining an adequate level of reserves, by continuous monitoring of forecasts and current cash
flows and by connecting maturity profiles of financial assets with financial debts.
The commercial risks the company is exposed to are continuously assessed under the risk management
system.
Currently, commercial risks are reduced to minimum due to accepted payment methods (mainly advance
payment or payment on due date, payments being guaranteed by letters of bank guarantee), gas demand
which secures sales and prices which exceed production costs.
Operational Risks Associated with Production of Hydrocarbons:
Failure to fully meet the natural gas production schedule (partial achievement) under the action of
certain factors that diminish the production capacity such as:
Consolidated Board of Directors’ Report 2024
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Major defects occurred in the operation of dehydration facilities, compression facilities,
gathering lines, where the remedy of such defects requires a long period of time;
High pressures in the National Transmission System (SNT), adversely affecting the performance
of production capacities;
Decrease of gas consumption in some subsystems of the SNT, with adverse impact on deliveries
of gas from reservoirs captive on such consumption directions;
Reducing the use of production capacities as a result of adverse weather conditions (power
blackouts, landslides pipeline damage);
Failure to comply with the works execution schedule for commissioning new production
capacities (technological equipment, gathering lines);
Lack of materials and spare parts for preventive and corrective maintenance works at the main
productive objectives of the company (wells, dehydration facilities, compression facilities,
pipelines);
Premature depletion of reservoir, uncontrolled decline.
National or European legislative amendments/news financially impacting the cost efficiency of
hydrocarbon production;
Delay in the completion of actions established for the digitalization of activities.
Investment Risks:
Failure to achieve the Investment Program, physically and in terms of value, in case of unforeseen
circumstances during performance;
Defective or late performance of investment works, due to non-compliance with the provisions of
the specifications books, the provisions of technical designs, and the performance schedules.
Information System Risks:
Occurrence of cybersecurity events (cyber-attacks, data leakage, malware intrusions, virus
attacks, attack against romgaz.ro webpage, attacks against certain types of applications,
updates/patches not installed in time, file accessing, insecure links) that could lead to blocking
of IT and telecommunication systems of the company or loss of employee or client data and
information.
Occupational Health and Safety Risks:
Epidemiologic risk personnel getting sick with flu and other viral respiratory infections;
Risk of professional illness the occurrence of cases of illnesses related to profession.
Internal Control
For an optimum management of the activity several types of internal controls are performed such as:
preventive financial control;
quality control of works;
legal control of documents and transactions concluded by the company;
internal control regarding compliance with legal requirements in the field of occupational health
and safety and environment protection;
internal cost control;
internal management control, etc.
As such, the internal management control provides a reasonable but not absolute assurance on the
understanding, interpretation and implementation of specific regulations being supported and
consolidated by the internal control of the company.
The internal management control system implemented in the company operates through different
procedures, means, actions, provisions targeting every aspect of the activity. These are implemented by
the management to allow it to have good control over the general operation of the company as well as
over each activity/operation. The internal management control system (IMCS) secures performance of all
management functions and is a process carried out by personnel at all company levels, i.e. Board of
Directors, Chief Executive Officer, Deputy Chief Executive Officer, Chief Financial Officer, all
management positions and operating personnel.
Through established control instruments, IMCS increases the probability to meet objectives by means of a
systematic implementation (objectives, indicators, risks, duties, organisation, procedures, etc.). It also
reduces errors, risk of fraud, losses, inefficiency, it supports compliance with regulations and issuance of
Consolidated Board of Directors’ Report 2024
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accurate reports. Risks could be generated if IMCS is not implemented or is not operational, which may
threaten the activity of the organization.
Main objectives of IMCS developed and implemented by Romgaz are:
- compliance with legal regulations, internal rules, contracts, and administrative and jurisdictional
decisions applicable to Romgaz activity;
- fulfilment of Romgaz objectives under effectiveness, economy and efficiency conditions;
- protection of Romgaz patrimony against losses caused by errors, waste, fraud or abuse;
- development and maintenance of systems for collecting, storing, processing, updating and
disseminating financial and management data and information as well as of adequate public
information systems/procedures.
The internal management control system is drafted, implemented, developed and assessed in compliance
with the provisions of Government Ordinance No. 119/1999 and the standards provided by GSG
23
Order
No.600/2018.
The important actions for the development/improvement of the internal management control system
performed during 2024 are mentioned below:
- in order to strengthen the knowledge of IMCS regulations, a methodological guidance action on IMCS
implementation was carried out in January 2024;
- in order to raise awareness among employees, the company provided a Guideline on Internal Rules
related to each internal control standard and the actions to be undertaken by each head of
organizational unit in order to implement the standards;
- the annual inventory and the centralization and management of sensitive functions for 2024 started
in January 2024, and such action was approved pursuant to CEO Decision No. 126/January 31, 2024;
- guidance provided to employees working in the headquarters and branches with the purpose to
identify sensitive functions and to determine the level of risk exposure associated with such sensitive
functions.
Following the extensive self-assessment of the IMCS implementation in 2024, IMCS is partially compliant
with 15 implemented standards and 1 partially implemented standard, namely Standard 16 Internal Audit.
During 2024, 67 documents were updated and 6 operational procedures and 1 working instruction were
identified as necessary. These documents were drafted and approved by the end of 2024.
The implementation and development of anticorruption instruments is a permanent concern for Romgaz.
The following are amongst the actions carried out in 2024 by the Internal Management Control Office as
secretary to the Committee for the Implementation of 2016-2020 and 2021-2025 National Anticorruption
Strategy (NAS):
Self-assessment of the implementation of 2016-2020 National Anticorruption Strategy for 2023 -
The Narrative Report on the Implementation of Measures Provided in NASand Annex No. 3 to
Government Decision No. 583/2016 on 2016-2020 National Anticorruption Strategy „The Inventory
of Institutional Transparency and Corruption Prevention Measures as well as the Assessment
Indicatorssubmitted to the Antifraud, Integrity and Inspection Department within the Ministry
of Energy;
Evaluation of the implementation of measures provided in „S.N.G.N. Romgaz S.A. Integrity Plan
for January-December 2024” shows that measures had a completion rate of 100% and compliance
with deadlines a 97.5% completion rate. The measures provided in the approved Integrity Plan
were monthly monitored/assessed.
In December 2024 the corruption risks and vulnerabilities specific to company activities were
identified and assessed S.N.G.N. Romgaz S.A. Corruption Risks for 2024-2025 No.
52566/December 09, 2024;
At the end of 2024, ”S.N.G.N. Romgaz S.A. Integrity Plan for 2025” was drafted in accordance
with 2021-2025 National Anticorruption Strategy and approved by Resolution No.1752/December
04, 2024;
The Integrity Plans are published on company website, under “Ethics and Integrity”
https://www.romgaz.ro/en/national-anticorruption-strategy;
23
The General Secretariat of the Government
Consolidated Board of Directors’ Report 2024
Page 77 of 87
Several procedures were drafted/updated during 2024:
Counselling Employees in the Field of Ethics and Monitoring Knowledge of and Compliance with
the Rules of Conduct, code: 00PO-177
Preventing and Combating Discrimination and Harassment at Work, code: 00PO-178
Disciplinary Investigation, code: 00PO- 179
External Communication, Handling Requests for Public Interest Information and Petitions. Code:
00IL-061
Prevention of Potential Conflicts of Interest, cod: 00PO-171 revised on August 02, 2024.
Corporate Social Responsibility (CSR)
For Romgaz social responsibility is a business culture which includes business ethics, economic and social
equity, environmentally friendly technologies, fair treatment of workforce, transparent relationship with
public authorities, moral integrity and investment in the community in accordance with the development
strategy of the company.
Romgaz is open to stakeholders’ initiatives on harmonizing efforts to improve quality of life and well-
being of current and future generations and provides financial support/total or partial sponsorship for
some actions and initiatives in the following main fields: education, social, sport, health and environment.
Romgaz activities in the field of social responsibility are performed voluntarily, beyond legal
responsibilities, the company being aware of the role it plays in society.
Granting financial support/partial or total sponsorship for actions and initiatives, within the budgeted
limits, Romgaz has shown a pro-active attitude in social responsibility and increased awareness of involved
parties on the importance and benefits of social responsibility.
In 2024, Romgaz supported, totally or partially, actions and initiatives in the areas stipulated in GEO
(Government Emergency Ordinance) No.2/2015, complying with the budget, as follows:
Expenses/activities
Achieved (RON
thousand)
Total sponsorship expenses, of which:
10,454
Sponsorships in medical and health fields - Art. XIV letter a)
4,462
Sponsorships in education, training, social and sport fields - Art. XIV
letter b) total, out of which:
4,437
o for sports clubs
1,480
Sponsorships for other actions and activities - Art. XIV letter c)
1,555
In granting these sponsorships Romgaz complied with the national legal provisions and the internal rules
which can be found at https://www.romgaz.ro/sponsorizari.
Information on the most important projects and programs supported by ROMGAZ in 2024 can be found in
the Annual Sponsorship Report at the following link: https://www.romgaz.ro/en/report-sponsorship-
social-responsibility-acts or on the following webpage dedicated to social responsibility projects:
https://www.romgaz.ro/en/community-involvement-csr.
Remuneration Policy and Criteria of the Executive and Non-Executive Members of the Board
of Directors and Officers
Legal Framework
Remuneration policy and criteria of executive and non-executive members of the Board of Directors and
officers are based on the following norms:
Law No. 31/1990 on trading companies, as subsequently amended and supplemented;
GEO No. 109/2011 on corporate governance of public enterprises, as subsequently amended and
supplemented, approved by Law No.111/2016 with subsequent amendments and supplements;
Company Articles of Incorporation approved by the Extraordinary General Meeting of Shareholders No.
9/October 28, 2016 and No. 17/ December 18, 2023 (latest update of the Articles of Incorporation);
Consolidated Board of Directors’ Report 2024
Page 78 of 87
S.N.G.N. Romgaz S.A. Remuneration Policy, endorsed by the Board of Directors under Resolution No.
20 of March 28, 2022 and approved by the OGMS under Resolution No. 3 of April 28, 2022;
According to S.N.G.N. Romgaz S.A. Remuneration Policy applicable in 2024, the remuneration of Board
members approved by the Ordinary General Meeting of Shareholders and of officers approved by the Board
of Directors, consists of:
a) fixed allowance and
b) variable component.
Structure of Remuneration Granted to Non-Executive Members of the Board of Directors
The fixed monthly remuneration was established in accordance with the applicable legal provisions, as
shown above, and provided in the mandate contract of each board member, as approved by the applicable
GMS resolutions.
For the reference financial year, the monthly fixed gross allowance of non-executive BoD members was
set, by Romgaz shareholders, under Resolution No. 5 of March 14, 2023, to equal twice the average over
the last 12 months of the monthly gross average salary for the activity carried out pursuant to the
company’s main business, at the level of class of activity, in accordance with the classification of activities
in the national economy, as communicated by the National Institute of Statistics prior to appointment.
Variable Remuneration
The variable component of remuneration of non-executive board members was approved by the General
Meeting of Shareholders under Resolution No. 12 of September 11, 2023 in amount of 12 fixed monthly
allowances.
According to the calculation methodology set in the addendum to the mandate contract of non-executive
board members, the annual variable remuneration is the product between the variable component of
remuneration set in the addendum to the mandate contract and the total degree of achievement of
performance indicators in the year in which it is granted.
Depending on the total degree of achievement of performance indicators (TDA) the variable component
is granted as follows:
TDA 100%, the variable component is fully granted;
50% TDA < 100%, the variable component is granted proportionally;
TDA < 50%, the board member could be revoked.
The indicators and the degree of achievement for 2024 are presented in the Performance of Mandate
Contracts section.
Structure of Remuneration Granted to Executive Board Members and to the Deputy CEO
The Deputy CEO is also an executive member of the Board of Directors; as such, he concluded a contract
of mandate as member of the Board of Directors as well as a contract of mandate as officer. The Deputy
CEO is strictly entitled to receive the remuneration based on the contract of mandate as officer.
Structure of Remuneration Granted to Officers
The fixed monthly remuneration was established in accordance with the applicable legal provisions, as
shown above, and it was provided in the mandate contract of each officer, approved by the resolutions of
the Board of Directors.
According to the provisions of GEO No. 109/2011 on corporate governance of public enterprises, as
subsequently amended and supplemented, transposed in the Remuneration Policy of S.N.G.N. Romgaz
S.A., the fixed monthly remuneration is set at a gross monthly allowance of up to 6 times the average of
the gross monthly average salary over the last 12 months in the field in which the company operates, as
communicated by the National Institute of Statistics prior to appointment.
For the financial year 2024, the fixed monthly allowance of officers was set as follows:, 6 times (for the
CEO and Deputy CEO) and 5 times (for the CFO) the average of the gross monthly average salary over the
last 12 months for the activity carried out pursuant to the company’s main business, at the level of class
of activity, in accordance with the classification of activities in the national economy, as communicated
by the National Institute of Statistics prior to appointment.
It corresponds to the limits approved by Romgaz shareholders under Resolution No. 12 of September 11,
2023.
Consolidated Board of Directors’ Report 2024
Page 79 of 87
Variable Remuneration
The variable component of officers remuneration was approved by the Board of Directors under Resolution
No. 87 of September 19, 2023 in amount of:
24 fixed gross monthly allowance for the CEO and the Deputy CEO,
12 fixed gross monthly allowances for the CFO.
The remuneration policy does not provide for a limit of the amount of variable allowance for Romgaz
officers, the limits being set by company shareholders under Resolution No. 12 of September 11, 2023.
According to the calculation methodology set in the addendum to the mandate contract of officers, the
annual variable remuneration is the product between the variable component of remuneration set in the
addendum to the mandate contract and the total degree of achievement of performance indicators in the
year in which it is granted.
Depending on the total degree of achievement of performance indicators (TDA) the variable component
is granted as follows:
TDA 100%, the variable component is fully granted;
50% TDA < 100%, the variable component is granted proportionally;
TDA < 50%, the officer could be revoked.
The financial and non-financial performance indicators underlying the variable remuneration of officers
were approved by the GMS under Resolution No. 12 of September 11, 2023.
The indicators and the degree of achievement in 2024 are presented in the Performance of Mandate
Contracts.
Non-Financial Statement
The Consolidated Sustainability Statement is presented in Annex No. 1 to this report.
Consolidated Board of Directors’ Report 2024
Page 80 of 87
IX. Performance of Mandate Contracts
Mandate Contracts of Board Members
Romgaz board members were elected for a 4-year mandate starting on March 16, 2023.
Board members perform their activity based on the mandate contract and the Governance Plan for 2023-
2027 approved by the Board of Directors under Resolution No. 76 of August 1, 2023. The Governance Plan
represents the working tool used by Romgaz board members to achieve performance indicators approved
by the General Meeting of Shareholders and undertaken by signing an addendum to the mandate contract.
The reference points of the mandate contracts of Romgaz board members during the reference period are
the following:
March 14, 2023 by Resolution No. 5, the Ordinary General Meeting of Shareholders, elects the
members of the Board of Directors and approves the mandate contract for a period of 4 years
starting on March 16, 2023;
September 11, 2023 by Resolution No. 12, Romgaz shareholders approve the financial and non-
financial performance indicators and the addendum to the mandate contract of board members
on setting and granting the variable component of remuneration, its calculation and payment
method;
November 27, 2023 by Resolution No. 15, the General Meeting of Shareholders approves the
addendum on the correction of errors identified in Annex No. 1 to the Addendum approved by
the Ordinary General Meeting of Shareholders under Resolution No. 12 dated September 11,
2023.
Mandate Contracts of Officers
Officers were elected for a 4-year mandate starting on March 16, 2023.
Officers perform their activity based on the mandate contract and the Governance Plan for 2023-2027
approved by the Board of Directors under Resolution No. 76 of August 1, 2023. The management
component of the plan was prepared by the officers to achieve the approved and undertaken financial
and non-financial performance indicators.
The reference points of the mandate contracts of Romgaz officers during the reference period are the
following:
May 15, 2023 by Resolution No. 55, the Board of Directors appoints the Chief Executive Officer,
Deputy Chief Executive Officer and Chief Financial Officer for a 4-year mandate, starting on May
16, 2023 and approves their mandate contracts;
May 16, 2023 by Resolution No. 57, Romgaz Board of Directors approves the addendums on the
termination by mutual consent of the parties of interim mandate contracts of Romgaz officers
starting on May 16, 2023;
September 19, 2023 by Resolution No. 87, the Board of Directors approves the conclusion of
the addendum to the mandate contracts of officers on setting and granting the variable
component of remuneration, its calculation and payment method;
December 19, 2023 by Resolution No. 115, the Board of Directors approves the conclusion of
the addendum to the mandate contracts of Romgaz officers on the correction of financial and
non-financial performance indicators approved by the Ordinary General Meeting of Shareholders
under Resolution No. 12 of September 11, 2023.
Performance criteria and objectives established in the mandate contracts represent performance criteria
and objectives for the activity of board members and officers.
Consolidated Board of Directors’ Report 2024
Page 81 of 87
Measures and actions to be followed to fulfil strategic objectives as established in the Governance Plan
will be annually monitored through several performance indicators such as:
Item
No.
Performance Indicators (KPI)
Objective
FINANCIAL INDICATORS
1
Revenue
Reaching the target provided in the Budget
2
EBITDA margin
Undertaken minimum level
3
Operating expenses from RON 1,000 operating
income
Maintain Budget level
4
Labour productivity (in value units)
Reaching the target provided in the Budget
5
CapEx
Reaching the minimum level against the
program included in the Budget
6
Ratio between net debt and EBITDA
Lower than 4.5
7
Operating income margin
Reaching the target provided in the Budget
8
Dividend payout ratio
Minimum level provided by regulations
applicable to Romgaz
NON-FINANCIAL INDICATORS
9
Natural gas production decline
Maintaining the annual maximum decline
10
Scope 1 emissions t
Reducing/maintaining specific CO
2
emissions (tCO
2
/MWh electricity output)
11
Fulfilment of gas supply obligation
100% of the contracted gas quantity
12
Market share
Higher than 40%
13
Average number of training hours per employee
Minimum 8
14
Number of safety trainings
100% of employees
15
Total frequency of recorded accidents
Maximum 0.8%
16
Score of client satisfaction
Minimum 75%
17
Rate of independent members in the BoD
Higher than 55%
18
Number of BoD meetings
Minimum 12/year
19
Attendance rate at BoD meetings
Minimum 90%
20
Number of Audit Committee meetings
Minimum 4/an
21
Rate of women in executive positions
Minimum 30%
22
Timely reporting of company performance
indicators, in compliance with the financial
calendar
Full compliance with reporting deadlines
23
Implementation of the National Anti-Corruption
System
Timely implementation of measures
stipulated in Romgaz Integrity Plan
Consolidated Board of Directors’ Report 2024
Page 82 of 87
For Romgaz officers, the financial and non-financial performance indicators resulting from the
Governance Plan, undertaken in the mandate contract with the scope of meeting Romgaz objectives, are
shown below:
Item
No.
Performance Indicators (KPI)
Objective
FINANCIAL INDICATORS
1
Revenue
Reaching the target provided in the Budget
2
EBITDA margin
Undertaken minimum level
3
Operating expenses from RON 1,000 operating
income
Maintain Budget level
4
Labour productivity (in value units)
Reaching the target provided in the Budget
5
CapEx
Reaching the minimum level against the
program included in the Budget
6
Ratio between net debt and EBITDA
Lower than 4.5
7
Operating income margin
Reaching the target provided in the Budget
8
Dividend payout ratio
Minimum provided by regulations applicable
to Romgaz
NON-FINANCIAL INDICATORS
9
Natural gas production decline
Maintaining the annual maximum decline
10
Scope 1 emissions t
Reducing/maintaining specific CO
2
emissions (tCO
2
/MWh electricity output)
11
Fulfilment of gas supply obligation
100% of the contracted gas quantity
12
Market share
Higher than 40%
13
Average number of training hours per employee
Minimum 8
14
Number of safety trainings
100% of employees
15
Total frequency of recorded accidents
Maximum 0.8%
16
Score of client satisfaction
Minimum 75%
17
Number of full-time equivalent employees
Minimum 99% of the average number of
employees
18
Gender pay gap ratio
Lower or equal to zero
19
Timely reporting of company performance
indicators, in compliance with the financial
calendar
Full compliance with reporting deadlines
20
Implementation of National Anti-Corruption
System
Timely implementation of measures
stipulated in Romgaz Integrity Plan
Consolidated Board of Directors’ Report 2024
Page 83 of 87
Below is a presentation of the degree of achievement of performance indicators for January-December
2024.
Achieved Financial Indicators for Executive and Non-Executive Board Members
Item
No.
Indicator
Objective
Target
January-
December
2024
Achievements
January
December
2024
Weight in
degree of
achievement
January-
December
2024
1
Revenue
Recalculated
Budget
7,086,719
7,531,970
1.06
2
EBITDA margin
minim 41%
41.00%
75.29%
1.84
3
Operating expenses
from RON 1,000
operating income
Maintaining
Budget level
384.69
285.90
1.35
4
Labour productivity (in
value units)
Recalculated
Budget
1,330.06
1,500.73
1.13
5
CAPEX
Minimum 75%
Budget
3,067,397
3,000,232
0.98
6
Ratio between net
debt and EBITDA
<4.5
4.50
0.41
1.91
7
Operating income
margin
Budget
34.07%
43.81%
1.29
8
Dividend payout ratio
Minimum
provided by the
applicable
regulations
In
accordance
with legal
provisions
In accordance
with legal
provisions
1.00
Following is their degree of achievement for January-December 2024.
I. Performance Indicators of Non-Executive BoD Members
a) Financial Indicators
Item
No.
Indicator
Weight in Degree
of Achievement
January-
December 2024
Weight of
Non-
Executive BoD
Members
Weight in
Degree of
Fulfilment
Non-
Executive BoD
Members
1
Revenue
1.06
4%
4.25%
2
EBITDA margin
1.84
2%
3.67%
3
Operating expenses from RON
1,000 operating income
1.35
3%
4.04%
4
Labour productivity (in value
units)
1.13
2%
2.26%
5
CAPEX
0.98
3%
2.93%
6
Ratio between net debt and
EBITDA
1.91
2%
3.82%
7
Operating income margin
1.29
2%
2.57%
8
Dividend payout ratio
1.00
2%
2.00%
Degree of achievement of financial indicators
20%
25.54%
Consolidated Board of Directors’ Report 2024
Page 84 of 87
b) Non-Financial Indicators
Item
No.
Indicator
Objective
Achievements
January-
December
2024
Weight in
Degree of
Achievement
January -
December
2024
Weight of
Non-
Executive
BoD Members
Weight in
Degree of
Fulfilment
Non-Executive
BoD Members
1
Natural gas
production decline
Maintaining the
annual decline
of maximum
2.5% as
compared to
2022
105.76%
1.06
2%
2.12%
2
Scope 1 emissions t
Reducing/maint
aining specific
CO
2
emissions
directly
generated by
electricity
generation plant
0.01
0.99
3%
2.97%
3
Fulfilment of gas
supply obligation
100% of
contracted gas
quantity
100%
1.00
3%
3.00%
4
Customer
satisfaction score*)
minimum 75%
92.50%
1.23
10%
11.90%
5
Market share **
)
Higher than 40%
58.21%
1.46
2%
2.92%
6
Average number of
training hours per
employee
minimum 8
11.13
1.39
3%
4.17%
7
Number of safety
trainings
100% of the
employees
100.00%
1.00
3%
3.00%
8
Total frequency of
recorded accidents
maximum 0.8%
0.13%
1.84
4%
7.36%
9
Rate of independent
members in the
Board of Directors
Higher than 55%
57.14%
1.04
5%
5.20%
10
Number of BOD
meetings
minimum 12
55
4.58
7%
32.06%
11
Attendance rate at
BOD meetings
minimum 90%
98.70%
1.10
6%
6.60%
12
Number of Audit
Committee
meetings
minimum 4 per
year
13
3.25
6%
19.50%
13
Rate of women in
executive positions
minimum 30%
33%
1.11
8%
8.88%
14
Timely reporting of
company
performance
indicators
full compliance
with reporting
deadlines
100.00%
1.00
9%
9.00%
15
Implementation of
National Anti-
Corruption System
timely
implementation
97.50%
0.98
9%
8.82%
Degree of achievement of non-financial
indicators
80%
127.50%
Consolidated Board of Directors’ Report 2024
Page 85 of 87
Item
No.
Indicator
Objective
Achievements
January-
December
2024
Weight in
Degree of
Achievement
January -
December
2024
Weight of
Non-
Executive
BoD Members
Weight in
Degree of
Fulfilment
Non-Executive
BoD Members
DEGREE OF ACHIEVEMENT OF PERFORMANCE INDICATORS FOR NON-
EXECUTIVE BoD MEMBERS
100%
153.04%
*)The indicator is calculated based on the information held in 2024
**)The indicator was calculated based on the information held in December 2024
II. Performance Indicators for Executive BoD Members and Officers
a) Financial Indicators
Item
No.
Indicator
Objective
Weight in the
Degree of
Achievement
January-
December
2024
Weight of
Executive BoD
Members/Officers
Weight in
Degree of
Fulfilment
Executive
BoD
Members/
Officers
1
Revenue
Recalculated
Budget
1.06
10%
10.63%
2
EBITDA margin
minimum 41%
1.84
5%
9.18%
3
Operating expenses
from RON 1,000
operating income
Maintain
Budget level
1.35
7.5%
10.09%
4
Labour productivity (in
value units)
Recalculated
Budget
1.13
5%
5.64%
5
CAPEX
minimum 75%
Budget
0.98
7.5%
7.34%
6
Ratio between net debt
and EBITDA
<4.5
1.91
5%
9.54%
7
Operating income
margin
Budget
1.29
5%
6.43%
8
Dividend payout ratio *
)
Minimum
provided by
the applicable
regulations
1.00
5%
5.00%
Degree of achievement of financial indicators
50%
63.85%
b) Non-Financial Indicators
Item
No.
Indicator
Objective
Achievements
January-
December
2024
Weight in the
Degree of
Achievement
January-
December
2024
Weight of
Executive
BoD
Members/
Officers
Weight in
Degree of
Fulfilment
Executive
BoD
Members/
Officers
1
Natural gas
production
decline
Maintaining the annual
decline of maximum
2.5% as compared to
2022
105.76%
1.06
5%
5.30%
Consolidated Board of Directors’ Report 2024
Page 86 of 87
Item
No.
Indicator
Objective
Achievements
January-
December
2024
Weight in the
Degree of
Achievement
January-
December
2024
Weight of
Executive
BoD
Members/
Officers
Weight in
Degree of
Fulfilment
Executive
BoD
Members/
Officers
2
Scope 1
emissions t
Reducing/maintaining
specific CO
2
emissions
directly generated by
electricity generation
plant
0.01
0.99
3%
2.97%
3
Fulfilment of gas
supply
obligation
100% of the contracted
gas quantity
100.00%
1.00
4.0%
4.00%
4
Customer
satisfaction
score *
)
minimum 75%
92.50%
1.23
10%
11.90%
5
Market share **
)
Higher than 40%
58.21%
1.46
4.0%
5.84%
6
Average number
of training hours
per employee
minimum 8
11.13
1.39
3%
4.17%
7
Number of
safety trainings
100% of the employees
100.00%
1.00
3%
3.00%
8
Total frequency
of recorded
accidents
maximum 0.8%
0.13%
1.84
3%
5.52%
9
Number of full-
time equivalent
employees
minimum 99% of the
number of employees
99.97%
1.01
3%
3.03%
10
Gender pay gap
ratio
Lower or equal to zero
-0.30
1.00
3%
3.00%
11
Timely reporting
of performance
indicators
Full compliance with
reporting deadlines
100.00%
1.00
4%
4.00%
12
Implementation
of National Anti-
Corruption
System
Timely implementation
97.50%
0.98
5%
4.90%
Degree of achievement of non-financial
indicators
50%
57.63%
DEGREE OF ACHIEVEMENT OF PERFORMANCE INDICATORS FOR EXECUTIVE
BoD MEMBERS/OFFICERS
100%
121.48%
*)The indicator is calculated based on the information held in 2024
**)The indicator was calculated based on the information held in December 2024
Attached hereto are:
Annex No. 1 Consolidated Sustainability Statement;
Annex No. 2 - Table on compliance with BVB Code of the Corporate Governance;
Consolidated Board of Directors’ Report 2024
Page 87 of 87
Consolidated Financial Statements for the year ended on December 31, 2024, drafted in
accordance with the Order of Public Finance Minister No. 2.844/2016 accompanied by the
Independent Auditor’s Report on the consolidated financial statements audit;
Individual Financial Statements for the year ended on December 31, 2024, drafted in accordance
with the Order of Public Finance Minister No. 2.844/2016 accompanied by the Independent
Auditor’s Report on the individual financial statements audit.
CHAIRMAN OF THE BOARD OF DIRECTORS,
Dan Dragoş DRĂGAN
……………………………………
Chief Executive Officer,
Deputy Chief Executive Officer,
Chief Financial Officer,
Răzvan POPESCU
Aristotel Marius JUDE
Gabriela TRÂNBIŢAŞ
……………………………………
……………………………………
……………………………………
Consolidated Sustainability Statement 2024
2
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Content
GENERAL DISCLOSURES
1 ESRS 2 - General Disclosures 5
1.1 Basis for preparation 5
1.1.1 BP-1: General basis for preparation of sustainability statements 5
1.1.2 BP-2: Disclosures in relation to specific circumstances 6
1.2 Governance 7
1.2.1 GOV-1: The role of the administrative, management and supervisory bodies 7
1.2.2 GOV-2: Information provided to and sustainability matters addressed by the
undertaking’s administrative, management and supervisory bodies 13
1.2.3 GOV-3: Integration of sustainability-related performance in incentive schemes14
1.2.4 GOV-4: Statement on due diligence 15
1.2.5 GOV-5: Risk management and internal controls over sustainability reporting 16
1.3 Strategy 17
1.3.1 SBM-1: Strategy, business model and value chain 17
1.3.2 SBM-2: Interests and views of stakeholders 23
1.3.3 SBM-3: Material impacts, risks and opportunities and their interaction with
the business strategy and model 25
1.4 Impact, risk and opportunity management 25
1.4.1 IRO-1: Description of the processes to identify and assess material impacts,
risks and opportunities 25
1.4.2 IRO-2: Disclosure requirements in ESRS covered by the undertaking’s
sustainability statement 32
1.4.3 MDR-P: Policies adopted to manage material sustainability matters 43
1.4.4 MDR-A: Actions and resources in relation to material sustainability matters 43
1.4.5 MDR-T: Tracking effectiveness of policies and actions through targets 43
ENVIRONMENTAL DISCLOSURES
2 Presentation of information to be disclosed according to Article 8 of
(EU) Taxonomy Regulation 2020/852 44
2.1 Determining the eligibility of ROMGAZ Group’s economic activities 44
2.2 Determining ROMGAZ Group’s eligible economic activities taxonomy-alignment 46
2.3 Disclosure of ROMGAZ Group’s key performance indicators for the 3 financial
indicators 47
3 ESRS E1 Climate change 58
3.1 Governance 58
3.1.1 GOV-3: Integration of sustainability-related performance in incentive schemes58
3.2 Strategy 58
3.2.1 E1-1: Transition plan for climate change mitigation 58
3.2.2 SBM-3: Material impacts, risks and opportunities and their interaction with
strategy and business model 59
3.3 Impact, risk and opportunity management 60
3.3.1 IRO-1: Description of the processes to identify and assess material climate-
related impacts, risks and opportunities 60
3.3.2 E1-2: Policies related to climate change mitigation and adaptation 65
3.3.3 E1-3: Actions and resources in relation to climate change policies 65
3.4 Metrics and targets 71
3.4.1 E1-4: Targets related to climate change mitigation and adaptation 71
3.4.2 E1-5: Energy consumption and mix 72
3.4.3 E1-6: Gross Scopes 1, 2, 3 and Total GHG emissions 73
3
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
3.4.4 E1-7: GHG removals and GHG mitigation projects financed through carbon
credits 81
3.4.5 E1-8: Internal carbon pricing 82
3.4.6 E1-9: Anticipated financial effects from material physical and transition risks
and potential climate-related opportunities 82
4 ESRS E2 - Pollution 83
4.1 Interactions with other ESRS 83
4.2 Impact, risk and opportunity management 83
4.2.1 ESRS IRO-1: Description of the processes to identify and assess material
pollution-related impacts, risks and opportunities 83
4.2.2 E2-1: Policies related to pollution 85
4.2.3 E2-2: Actions and resources related to pollution 87
4.3 Metrics and targets 89
4.3.1 E2-3: Targets related to pollution 89
4.3.2 E2-4: Pollution of air, water and soil 90
4.3.3 E2-6: Anticipated financial effects from pollution-related impacts, risks and
opportunities 91
5 ESRS E3 - Water and marine resources 92
5.1 Impact, risk and opportunity management 92
5.1.1 ESRS 2 IRO-1: Description of the processes to identify and assess material
water and marine resources-related impacts, risks and opportunities 92
5.1.2 E3-1: Policies related to water and marine resources 94
5.1.3 E3-2: Actions and resources related to water and marine resources 95
5.2 Metrics and targets 102
5.2.1 E3-3: Targets related to water and marine resources 102
5.2.2 E3-4: Water consumption 104
5.2.3 E3-5: Anticipated financial effects from water and marine resources-related
impacts, risks and opportunities 105
6 ESRS E5 - Resource use and circular economy 106
6.1 Interaction with other ESRS 106
6.2 Impact, risk and opportunity management 106
6.2.1 ESRS 2 IRO-1: Description of the processes to identify and assess material
resource use and circular economy-related impacts, risks and opportunities106
6.2.2 E5-1: Policies related to resource use and circular economy 109
6.2.3 E5-2: Actions and resources related to resource use and circular economy 110
6.3 Metrics and targets 115
6.3.1 E5-3: Targets related to resource use and circular economy 115
6.3.2 E5-4: Resource inflows 115
6.3.3 E5-5: Resource outflows 116
6.3.4 E5-6: Anticipated financial effects of from resource use and circular
economy-related impacts, risks and opportunities 120
SOCIAL DISCLOSURES
7 ESRS S1 - Own workforce 121
7.1 Strategy 121
7.1.1 ESRS 2 SBM-2: Interests and views of stakeholders 121
7.1.2 ESRS 2 SBM-3: Material impacts, risks and opportunities and their interaction
with strategy and business model 121
7.2 Impact, risk and opportunity management 128
7.2.1 S1-1: Policies related to own workforce 128
7.2.2 S1-2: Processes for engaging with own workers and workers’ representatives
about impact 131
7.2.3 S1-3: Processes to remediate negative impacts and channels for own workers
to raise concerns 132
4
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
7.2.4 S1-4: Taking action on material impacts on own workforce, and approaches to
mitigating material risks and pursuing material opportunities related to own
workforce, and effectiveness of those actions 133
7.3 Metrics and targets 135
7.3.1 S1-5: Targets related to managing material negative impacts, advancing
positive impacts, and managing material risks and opportunities 135
7.3.2 S1-6: Characteristics of the undertaking's employees 136
7.3.3 S1-7: Characteristics of non-employee workers in the undertaking’s own
workforce 137
7.3.4 S1-10: Adequate wages 137
7.3.5 S1-11: Social protection 137
7.3.6 S1-13: Training and skills development metrics 138
7.3.7 S1-14: Health and safety metrics 140
7.3.8 S1-16: Compensation metrics (pay gap and total compensation) 141
7.3.9 S1-17: Incidents, complaints and severe human rights impacts 142
8 ESRS S4 - Consumers and end-users 143
8.1 Strategy 143
8.1.1 ESRS 2 SBM-2: Interests and views of stakeholders 143
8.1.2 ESRS 2 SBM-3: Material impacts, risks and opportunities and their interaction
with strategy and business model 144
8.2 Impact, risk and opportunity management 146
8.2.1 S4-1: Policies related to consumers and end-users 146
8.2.2 S4-2: Processes for engaging with consumers and end-users about impacts 147
8.2.3 S4-3: Processes to remediate negative impacts and channels for consumers
and end-users to raise concerns 148
8.2.4 S4-4: Taking action on material impacts on consumers and end-users, and
approaches to managing material risks and pursuing material opportunities
related to consumers and end-users, and effectiveness of those actions 149
8.3 Metrics and targets 150
8.3.1 S4-5: Targets related to managing material negative impacts, advancing
positive impacts, and managing material risks and opportunities 150
GOVERNANCE DISCLOUSURES
9 ESRS G1 - Business conduct 152
9.1 Governance 152
9.1.1 ESRS 2 GOV-1: The role of the administrative, supervisory and management
bodies 152
9.1.2 ESRS 2 IRO-1: Description of the processes to identify and assess material
impacts, risks and opportunities 153
9.2 Impact, risks and opportunity management 156
9.2.1 G1-1: Business conduct policies and corporate culture 156
9.2.2 G1-3: Prevention and detection of corruption and bribery 159
9.3 Metrics and targets 161
9.3.1 G1-4: Confirmed incidents of corruption or bribery 161
5
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
1 ESRS 2 - General Disclosures
1.1 Basis for preparation
1.1.1 BP-1: General basis for preparation of sustainability statements
ROMGAZ Group consisting of Societatea Națională de Gaze Naturale "Romgaz" S.A. as the parent
company and its wholly owned subsidiaries:
S.N.G.N. ROMGAZ S.A. - Filiala de Înmagazinare Gaze Naturale Depogaz Ploiești S.R.L.
("Depogaz"), headquartered at 184 Ghe. Grigore Cantacuzino Street, Ploiești, 100492, Prahova
County, Romania;
ROMGAZ Black Sea Limited (RBS), a company operating under the laws of the Commonwealth of
the Bahamas and conducting business through its Romanian branch, ROMGAZ Black Sea Limited
Nassau (Bahamas), Bucharest Branch,
Presents the Consolidated sustainability report which was prepared in accordance with Section 7^1.3
of MFO no. 2844/2016, which approves the accounting regulations in accordance with International
Financial Reporting Standards, with subsequent amendments and completions. These regulations
implement Article 29(a) of EU Directive 2013/34 and the European Sustainability Reporting Standards
(ESRS), as provided in Annex 1 to Delegated Regulation (EU) 2023/2772 of July 31, 2023, which
supplements European Parliament and Council Directive 2013/34/EU, being transposed into local
legislation by OMF no. 85/2024. Additionally, the report includes the information required by Article
8 of the EU Taxonomy Regulation 2020/852."
The National Natural Gas Company "Romgaz" S.A. (hereinafter referred to as "Romgaz") is a Romanian
legal entity, organized as a joint-stock company, operating in accordance with Romanian laws and
the Company's Articles of Incorporation.
Romgaz includes eight branches, established based on both the specific nature of their activities and
territorial distribution (natural gas production branches), as follows:
1. Mediaș Branch, headquartered in Mediaș, 5 Gării Street, postal code 551025, Sibiu County,
territorially organized into 8 divisions;
2. Târgu Mureș Branch, headquartered in rgu Mureș, 23 Salcâmilor Street, postal code 540202,
Mureș County, territorially organized into 9 divisions;
3. Mediaș Well Intervention, Overhaul, and Special Well Operations Branch (SIRCOSS),
headquartered in Mediaș, 5 Șoseaua Sibiului Street, postal code 551009, Sibiu County,
territorially organized into 3 divisions and 5 workshops;
4. Târgu Mureș Technological Transport and Maintenance Branch (STTM), headquartered in
Târgu Mureș, 6 Barajului Street, postal code 540101, Mureș County, territorially organized
into 5 divisions and a laboratory;
5. Iernut Electric Power Production Branch (SPEE), headquartered in Iernut, 1 Energeticii Street,
postal code 545100, Mureș County, organized into 7 divisions;
6. Drobeta-Turnu Severin Branch, headquartered in Drobeta-Turnu Severin, 27 Aurelian Street,
Mehedinți County;
7. Buzău Branch, headquartered in Buzău, 1 Romaniței Street, postal code 120032, Buzău
County;
8. Chișinău Branch, headquartered at MD-2012, 70 Mihai Eminescu Street, 2nd floor, Chișinău,
Republic of Moldova.
Throughout this Consolidated Sustainability Statement, we will refer to "ROMGAZ Group" when
addressing all three subsidiaries and eight braches that are part of the group. Where necessary, we
will specifically mention Romgaz, Depogaz, and RBS when presenting various information applicable
to each company individually.
The ROMGAZ Group Consolidated Sustainability Statement has been prepared on a consolidated basis,
covering the reporting period from January 1 to December 31, 2024, aligned with the financial
reporting period.
The consolidation perimeter of the Consolidated Sustainability Statement is the same as that of
ROMGAZ Group's consolidated financial statements.
6
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
There are no ROMGAZ Group subsidiaries exempted from individual or consolidated sustainability
reporting.
The Consolidated Sustainability Statement covers ROMGAZ Group's own operations as well as relevant
value chain information, both upstream and downstream. The double materiality assessment included
the evaluation of impacts, risks, and opportunities associated with ROMGAZ Group's operations,
products, and services, as well as the group's business relationships.
For the 2024 financial year:
The assessment of impacts, risks, and opportunities was conducted considering both ROMGAZ
Group’s own operations and its significant value chain.
Sustainability policies, actions, and targets cover ROMGAZ Group’s own operations.
ROMGAZ Group did not apply the exemption for disclosing information on imminent developments or
ongoing negotiations, as provided under Article 19a(3) and Article 29a(3) of Directive 2013/34/EU.
ROMGAZ Group did not exercise the option to omit any information related to intellectual property,
know-how, or innovation results.
1.1.2 BP-2: Disclosures in relation to specific circumstances
By Resolution No. 32/2024, the Board of Directors of ROMGAZ Group approved the establishment of
a natural gas supply branch in the Republic of Moldova. Based on this resolution, "Societatea Națională
de Gaze Naturale Romgaz S.A. Mediaș Chișinău Branch" was registered with the Public Services
Agency of the Republic of Moldova in the State Register of Legal Entities but did not conduct any
activity in 2024. Therefore, no information regarding this entity is presented in this Consolidated
Sustainability Statement.
RBS is a company operating under the laws of The Commonwealth of The Bahamas, registered under
No. 154020B, acting through its Romanian branch, Romgaz Black Sea Limited Nassau (Bahamas)
Bucharest Branch ("RBS"), headquartered in Bucharest, District 1, 169A Calea Floreasca, Building B,
Rooms 801-834, 801A, 803A, 803B, 832A, 8th Floor. Romgaz became the sole shareholder/associate
of RBS in August 2022, upon the completion of the acquisition of shares issued by ExxonMobil
Exploration and Production Romania Limited (the former name of Romgaz Black Sea Limited).
RBS is a co-titleholder of the Concession Agreement for Petroleum Exploration, Development, and
Production in Block XIX Neptun, approved by Romanian Government Decision No. 1233/2000, with
subsequent amendments and completions ("Petroleum Agreement"). RBS and OMV Petrom S.A. (OMV
Petrom) are the titleholders of the Petroleum Agreement, each holding 50% of the acquired rights
and assumed obligations under the agreement for the eastern, deepwater area of the Neptun Block
("Neptun Deep"). As of August 1, 2022, OMV Petrom has also assumed the role of operator of the
block, in accordance with Article 47, letter l) of Law No. 238/2004, with all subsequent amendments
and completions. The Joint Operating Agreement (JOA) is the contract that regulates the relationship
between the non-operator (RBS) and the operator (OMV Petrom) in the Neptun Deep project.
Neptun Deep is the sole asset of RBS. The company does not own any other assets or interests and is
not a party to any joint operating agreement, exploitation agreement, production-sharing
agreement, or similar agreement, except for the Concession Agreement for Petroleum Exploration,
Development, and Production in Block XIX Neptun, deepwater zone of the Black Sea ("Neptun Deep").
The Neptun Deep project is the largest natural gas project in the Romanian sector of the Black Sea
and Romania’s first deepwater offshore project. Neptun Deep aims to exploit the natural gas reserves
discovered in the Black Sea by developing two confirmed gas fields (Domino and Pelican South), with
commercial production expected to begin in 2027.
For the reporting year, RBS only conducted office activities, and the information presented in this
Consolidated Sustainability Statement reflects this aspect.
The Neptun Deep project aligns with Romania’s trajectory toward achieving climate neutrality by
2050.
For the preparation of the Consolidated Sustainability Statement, ROMGAZ Group has applied short,
medium, and long-term time horizons, as defined in ESRS 1 section 6.4, as follows: the short-term
horizon is considered the reporting year, the medium-term horizon extends up to five years, the long-
term horizon covers more than five years.
7
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Regarding the sources used for estimates and the uncertainty of results, ROMGAZ Group acknowledges
the uncertainties associated with forward-looking information and the fact that such information may
be subject to changes. Where applicable, the assumptions and reasoning used for measuring
estimates have been clearly defined, ensuring transparency and clarity in reporting quantitative
indicators and monetary values.
For the presentation of targets and environmental indicators included in: ESRS E1 Climate Change,
ESRS E2 Pollution, ESRS E3 Water and Marine Resources, and ESRS E5 Circular Economy, the
methodologies prescribed by applicable national legislation have been used.
For reporting greenhouse gas (GHG) emissions data, all assumptions, approximations, and reasoning
applied where direct data was not available are detailed in ESRS E1 Climate Change and are aligned
with the GHG Protocol methodology.
Starting from the 2024 reporting period, the ROMGAZ Group Consolidated Sustainability Statement
has been prepared in accordance with the Corporate Sustainability Reporting Directive (CSRD) and
the European Sustainability Reporting Standards (ESRS).
No comparative data is presented, as 2024 is considered the first reporting year.
ROMGAZ Group integrates information on other industry-specific standards into the Consolidated
Sustainability Statement, particularly through the implementation and maintenance of ISO
certifications.
The ROMGAZ Group Integrated Management System is aligned with ISO 9000 standards and covers all
ROMGAZ Groups operations, except for RBS through its applicable corporate governance.
A health and safety management system is implemented in the company, in accordance with ISO
45001:2023, covering all ROMGAZ Group units (with the exception of RBS through its applicable
corporate governance).
The environmental management system is certified under ISO 14001:2015 requirements for all
operations (except RBS, through its applicable corporate governance).
The management systems are internally audited annually and externally audited in compliance with
certification requirements.
The ISO certifications of Romgaz are publicly available on the company's website at The Integrated
Management System | Romgaz, while those of Depogaz can be accessed at Sistemul de Management
Integrat: DEPOGAZ.
ROMGAZ Group is assessing the opportunity to implement the ISO 50001:2019 standard for efficient
energy management.
The Consolidated Sustainability Statement includes only the information required by ESRS, without
integrating indicators from other reporting standards.
When preparing the Consolidated Sustainability Statement, no references were made to the
Administrators' Report.
1.2 Governance
1.2.1 GOV-1: The role of the administrative, management and supervisory bodies
The company is organized in a hierarchical-functional structure, with six levels, starting from the
company’s shareholders and extending down to the execution staff, as follows:
General Meeting of Shareholders;
Board of Directors;
General Director (with mandate), Deputy General Director (with mandate), Financial Director
(with mandate);
Directors without a mandate contract;
Heads of organizational units subordinate to the Directors;
Execution staff.
8
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
General Meeting of Shareholders
The General Meeting of Shareholders (GMS) or the Sole Shareholder, in the case of subsidiaries, is the
governing body of the company that makes decisions regarding the activity and economic policies in
accordance with the applicable legal provisions.
The GMS or the Sole Shareholder appoints the Board of Directors (BoD), which is responsible for
strategic supervision and guidance, including the development of policies aimed at professional
conduct.
Board of Directors
As of December 31, 2024, Romgaz Group is managed in a unitary system by a Board of Directors
consisting of 7 administrators/members (6 non-executive members and 1 executive member) with
economic and legal education, appointed by the General Meeting of Shareholders for a four-year term
starting from March 16, 2023. Four members of the Board of Directors are independent, representing
57% of the Board's composition. Regarding gender diversity, the Board includes one female member,
which indicates a 14% representation of women.
Members of the ROMGAZ Group Board of Directors as of December 31, 2024:
Name
Executive/ Non-
Executive
Independent
Gender
Function in BoD
Dan Dragoş DRĂGAN
Non-executive
No
Male
President
Aristotle Marius JUDE
Executive
No
Male
Member
Marius-Gabriel NUT
Non-executive
Yes
Male
Member
Razvan Brasla
Non-executive
Yes
Male
Member
Gheorghe Silvian Sorici
Non-executive
Yes
Male
Member
Botond BALAZS
Non-executive
No
Male
Member
Elena-Lorraine STOYAN
Non-executive
Yes
Female
Member
The Board of Directors (BoD) acts in the interest of ROMGAZ Group to achieve the organizational goals
and is legally responsible for complying with the law and internal regulations, ethical and moral rules,
as well as specific standards, including those related to sustainability. Although the BoD delegates
some of its responsibilities to the executive directors, it remains accountable for the implementation
of the approved Management Plan and the decisions of the GMS, which also cover sustainability
topics.
The members of the Board of Directors are selected based on their competencies and diverse
experience. They contribute to the variety of skills needed to manage the impacts, risks, and
opportunities assessed at the company level, including those related to sustainability, and possess a
diverse set of capabilities relevant to the Romanian and regional energy sector.
The current structure brings together professionals with expertise in relevant areas such as business
administration, investments, and sustainability, ensuring efficient governance aligned with the
company's strategic objectives.
According to Article 8.6 of the mandate contracts, "The members of the Board of Directors are
required to participate annually in a professional training program lasting a minimum of one week,
which includes training sessions in corporate governance, legal matters, and other relevant areas for
the company’s activity".
Specifically, in 2024, the members of the Board of Directors participated in five training sessions,
with durations ranging from 8 to 56 hours. These sessions addressed topics such as ESG concepts and
sustainability, promoting best business practices, and strengthening a strong corporate governance
culture, as well as the dynamics of the relationship between the Board of Directors and the Directors.
In total, the seven members of the Board accumulated 280 hours of training.
Regarding the relevant experience for the company’s sector of activity:
Mr. Dan Dragoș Drăgan, non-executive member and Chairman of the Board of Directors of
ROMGAZ Group since March 2021, has managerial experience and leadership skills, gained
through leadership positions held in various companies starting from 1996.
9
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Mr. Aristotel Marius Jude, member of the Board of Directors of ROMGAZ Group since 2019
(executive director since February 2021), has a rich experience in enterprise management,
business administration, regulations in the energy sector, joint operating agreements and/or
cooperation in the natural gas sector, project management, business strategy and planning
and legal advice, experience gained during professional activities in the energy sector, within
the various management positions held at ROMGAZ Group and at the Ministry of Energy. He
currently holds the position of Deputy General Manager of Romgaz.
Mr. Marius-Gabriel Nuț, non-executive member of the Board of Directors of ROMGAZ Group
since 2022, possesses managerial experience and leadership competencies, acquired by
holding leadership positions in various companies starting in 2016. Mr. Nuț expanded his
knowledge in the ESG field by participating in the course "Sustainability as Core Value:
Implications for Boards and Enterprise Leaders" organized in May 2024.
Mr. Răzvan Braslă, non-executive member of the Board of Directors of ROMGAZ Group since
2023, has experience in company management, having held leadership positions, including
General Director, in various organizations since 2015. He has worked in a diverse range of
sectors, including: project management for civil and commercial construction, development
of public interest commercial and logistics projects, civil construction development, and
consulting in the construction and real estate development fields. Mr. Braslă expanded his
knowledge in the ESG field by participating in the course "Sustainability as Core Value:
Implications for Boards and Enterprise Leaders", organized in May 2024.
Mr. Gheorghe Silvian Sorici, non-executive member of the Board of Directors of ROMGAZ
Group since 2021, is an economist and has experience in company leadership and
coordination, acquired through the positions held throughout his career, starting from 1997.
Mr. Balázs Botond, non-executive member of the Board of Directors of ROMGAZ Group since
2019, has experience in management and law. He is an associate professor at Babeș-Bolyai
University, teaching in the field of non-profit organizations and project management. He has
held various leadership positions, including Head of the Legal Department at ROMGAZ Group,
and has contributed to major projects in the energy sector. He holds a law degree, two
master's degrees in public management and private law, and is a PhD candidate in engineering
and management.
Ms. Elena Lorena Stoian is a non-executive member of the Board of Directors since 2023, a
lawyer with over 22 years of professional experience, coordinating teams and working with
clients from various sectors, including companies, public and private institutions, banks, and
non-banking financial institutions. She is the founding lawyer of SCA Stoian și Asociații and
also a practitioner in insolvency.
In its activities, the Board of Directors is supported by four advisory committees:
Audit Committee;
Risk Management Committee;
Nomination and Remuneration Committee;
Strategy Committee.
The criteria considered when establishing the composition of the Committees are outlined in the
internal regulations published on the Company website in the Internal Regulations of the Board
of Directors section.
The Audit Committee fulfils the legal duties outlined in Article 65 of Law No. 162/2017, primarily
involving the monitoring of the financial reporting process, internal control systems, internal
audit, and risk management systems within the company, as well as overseeing the statutory
audit of the annual financial statements and managing the relationship with the external auditor.
Regarding compliance activities, ethical conduct, and conflicts of interest, the Audit Committee
ensures:
Compliance with local and international laws and regulations;
Adoption and implementation of a Code of Ethics and Professional Conduct and a Policy on
Conflicts of Interest;
Analysis of reports on compliance with conduct standards and offering advice on ethical
matters;
Reviewing the declarations of independence of directors and evaluating conflicts of
interest.
10
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
The Risk Management Committee is established to analyse, monitor, and evaluate the internal
control system and risk management, as well as the company's practices and performance in fulfilling
its ESG obligations. The responsibilities of the Committee are outlined in its Internal Regulation.
Specifically, for the sustainability/ESG area, the Committee:
Assists the Board of Directors in defining the company's strategy regarding ESG issues by
understanding how the company can create value considering ESG drivers;
Monitors risk management in sustainability matters, focusing on ESG aspects, industry
developments, and the implementation of effective crisis management policies;
Monitors sustainability reporting and related processes within the company to identify
information reported in compliance with relevant sustainability reporting standards;
Monitors external ESG trends, understands associated risks and opportunities, and the
expectations of the company's key stakeholders in this regard;
Monitors the company's impact on the natural environment and its adaptation to climate
change;
Monitors the company's interactions with employees, shareholders, and communities where
it operates, including workplace policies and any social or community projects undertaken
by the company;
Reports to the Board any ESG aspects that could affect the company's business, operations,
performance, or public image, or are otherwise relevant to the company and its
shareholders;
Monitors actions or initiatives taken to prevent, mitigate, and manage ESG-related risks
that could have a significant negative impact on the company or are otherwise relevant to
shareholders and provides guidance in this regard;
Analyzes risks and opportunities related to social, environmental, and economic impacts,
measured from the perspective of stakeholders;
Examines risk assessment and mitigation plans and informs the Board accordingly.
The Risk Management Committee plays a crucial role in setting and monitoring ESG targets. It
analyzes risk mitigation plans and measures progress towards achieving the established ESG
objectives, ensuring alignment with the European Sustainability Reporting Standards (ESRS). Progress
is tracked through reports and reviewed during the committee's quarterly meetings.
The existence of the Nomination and Remuneration Committee is provided for by current legislation
(Law no. 31/1990, Article 140^2, and Emergency Ordinance no. 109/2011, Article 34) and is also a
requirement for companies listed on the Bucharest Stock Exchange (BVB), as is the case for ROMGAZ
Group. The Nomination and Remuneration Committee has the following main objectives:
Establishing procedures for selecting candidates for the positions of directors and
administrators;
Formulating proposals for board member positions;
Being involved in the selection and recruitment process for directors, including making
proposals regarding their remuneration.
The Strategy Committee assists the Board of Directors in fulfilling its responsibilities regarding the
development and updating of the company's overall strategy.
The responsibilities and competences of each committee are outlined in the internal regulations of
the committees, which are available on Company’s website.
As of December 31, 2024, all members of the Audit Committee, Risk Management Committee, and
Nomination and Remuneration Committee were male. The Strategy Committee includes one female
member, representing 20% of the total membership.
Throughout 2024, the ESG responsibilities at ROMGAZ Group were assigned to the Risk Management
Committee.
In December 2024, Law no. 162/2017 was amended, introducing sustainability-related responsibilities
for the Audit Committee under Article 65. As a result, the Internal Regulations of the ROMGAZ Group
Audit Committee will be reviewed in 2025 to align with the new legislative requirements.
These will also include the competencies established for the Audit Committee under the Corporate
Governance Code, which will be revised starting January 1, 2025.
11
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Additionally, the administrative management of Depogaz is provided by a Board of Directors
consisting of five independent members, while for RBS, it is overseen by a Board of Directors
consisting of three members.
Members of the Depogaz Board of Directors as of December 31, 2024:
Name
Executive/ Non-
Executive
Independent
Gender
Function in BoD
Nicolae Bogdan Codruț Stanescu
Non-executive
Yes
Male
President
Ileana Târîn
Non-executive
Yes
Female
Member State
George Lazar
Non-executive
Yes
Male
Member State
Anna-Maria Vasile
Non-executive
Yes
Female
Member State
Anca Isabela Ciornea
Non-executive
Yes
Female
Member State
As of December 31, 2024, two members of the Depogaz Board of Directors were male (40%) and three
were female (60%).
At Depogaz, there are the same committees supporting the activity of the Board of Directors as at
Romgaz. The committees have the same roles.
Members of the RBS Board of Directors as of December 31, 2024:
Name
Executive/ Non-
Executive
Independent
Gender
Function in Bod
Rodica Sasu
Non-executive
Yes
Female
President
Robert Stelian Chirca
Non-executive
Yes
Male
Vice-President
Andrei Tiberiu Novac
Non-executive
Yes
Male
Vice-President
On December 31, 2024 two members of the RBS Board of Directors were male (66%) and one was
female (33%).
The management of RBS is carried out in accordance with its Articles of Association and Articles of
Association in force. There are no such committees at RBS level.
Directors
The Board of Directors of Romgaz has delegated the leadership of the company to 3 directors: the
General Director, the Deputy General Director, and the Financial Director. The boards of directors of
the subsidiaries have delegated the management of these entities to a general director.
The General Director, the Deputy General Director, the Financial Director, as well as the directors
without a mandate contract, are key individuals in the company's structure and operation. In line
with the previously described six-level hierarchical structure, the heads of departments (subsidiaries,
departments, directorates, offices, etc.), who act as a link between the higher management
structure of the company and the employees in their respective compartments, report directly to
them.
The competencies delegated to the directors appointed by the Board of Directors of Romgaz, namely
the General Director, the Deputy General Director, and the Financial Director, were established by
a decision of the Board of Directors.
Starting from May 16, 2023, following the appointment of the General Director for a 4-year mandate,
the duties delegated to the General Director, through Board Decision no. 55 / May 15, 2023, for the
sustainability area, are:
To exercise all leadership competencies of Romgaz, except for competencies that have not
been delegated to directors, as well as except for competencies delegated to the Financial
Director and Deputy General Director. The General Director is responsible for maintaining
the Integrated Management System.
As the General Director, he also holds the position of legal representative of ROMGAZ Group,
according to Article 143^2, paragraph (4) of the Companies Law no. 31/1990.
12
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
The duties delegated to the Deputy General Director, through Article 6 of the Board Decision no. 55
from May 15, 2023, which are related to sustainability, include:
Exercising leadership competencies for the Directorate of Strategy, International Relations,
European Funds, Directorate of Regulations, Directorate of Energy Marketing, Directorate of
Quality, Environment, Emergency Situations, and Critical Infrastructure, Directorate of
Information Technology, Investment Projects Management Service, Project Management
Office, and the Inventory Service;
Coordinating activities carried out at the Romgaz level related to the Neptun Deep project,
except for those related to securing financing for Romgaz’s share of the project;
Planning, approving, and coordinating the operations necessary and useful for achieving
Romgaz’s business objectives that, according to the law and Romgaz’s organizational and
operational regulations, fall under the competencies of the aforementioned organizational
units.
The duties delegated to the Economic Director, through Article 5 of Board Decision no. 55 from May
15, 2023, involve monitoring and ensuring the fulfilment of the economic provisions/indicators
specified in the approved revenue and expenditure budget. The Financial Director presents the
budget execution to the Board of Directors and provides information regarding the company’s
economic-financial situation, the progress of investments (including sustainability-related
investments), the progress of adopted measures, and the implementation status of actions ordered
by the Board of Directors concerning economic-financial activity, along with any other documents
and information requested, as well as measures taken in case of non-compliance with these.
The General Director, Deputy General Director, and Financial Director play a significant role in the
implementation of Romgaz’s overall business strategy, including sustainability aspects. Their
competencies include strategic skills and operational abilities aimed at achieving the environmental,
social, and governance objectives included in the mandate contract.
Mr. Răzvan Popescu, General Director of Romgaz, has relevant leadership experience. He began his
career in 2007 and worked for 9 years at the National Bank of Romania, where he held the position
of Portfolio Manager, responsible for managing the international foreign exchange reserves.
Mr. Aristotel Marius Jude, Deputy General Manager (and member of the Board of Directors of ROMGAZ
Group), began his professional career in 2002, at Romgaz. He has a rich experience in enterprise
management, business administration, regulations in the energy sector, joint operating agreements
and/or cooperation in the natural gas sector, project management, business strategy and planning
and legal advice, experience gained during his professional activities in the energy sector, in various
management positions held at ROMGAZ Group and in that of Secretary of State at the Ministry of
Energy.
Mrs. Gabriela Trânbițaș, Financial Director, has extensive experience in the economic-financial field.
She started her career in financial auditing and then joined Romgaz, where she has worked for 10
years, contributing to the management and supervision of financial processes. Throughout her career,
she has been involved in various development projects, including the acquisition of Exxon’s stake in
the Neptun Deep perimeter in the Black Sea and securing the necessary financing for this transaction.
The complete CVs of the management team can be consulted on the company's website.
The composition of the executive team as of 31 December 2024:
Name of member
Gender
Role
Razvan Popescu
Male
General Director
Aristotle Marius JUDE
Male
Deputy General Director
Gabriela LAZAŞ
Female
Financial Director
As of 31 December 2024, two directors were male (66%) and one was female (33%).
The Depogaz management is ensured by Mr. Vasile Cârstea (male), while the management of RBS is
led by Mrs. Diana Andreea Lupu (female).
13
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
According to the Organization and Operation Regulation, under the supervision of the General
Director of Romgaz, there is the Sustainability Standard ESG Office, which handles the management
and preparation of the necessary formalities for adopting ESG reporting standards, and the Reporting
Service, which manages and carries out the necessary formalities for the preparation of the Directors'
Report, including non-financial reports.
Each department has its own duties defined in the Company's Organization and Operation Regulation,
and all these elements function as a whole. The tasks, duties, and responsibilities of the operational
staff are included in the job descriptions for each position.
The field experts within ROMGAZ Group monitor the implementation of policies, actions, targets, and
the progress of indicators, in relation to the material impacts, risks, and opportunities. They report
to department managers who exercise control over material topics, who report to the General
Director, who in turn reports to the members of the Board of Directors.
The management of impacts, risks, and opportunities is covered by the current policies, described in
the chapters of the Consolidated Sustainability Statement, related to significant environmental,
social, and governance aspects. Such policies include a wide range of internal regulations and are
monitored through the internal control system.
For the development of sustainability competencies, the operational team, including executive
management and responsible directors, participated in ESG-related training in 2024, where new
reporting requirements according to CSRD, legislative updates, and regulations in the sustainability
area, relevant to Romgaz's field of activity, were discussed.
Additionally, to stay up to date with the most important industry information, including in the
sustainability area, the Company and ROMGAZ Group's subsidiaries are members of various
professional associations.
The Company's management also relies on external expertise for specialized consulting when
necessary. In such cases, public procurement procedures are carried out according to the applicable
legislation.
ROMGAZ Group employees are represented in their relationship with the Board of Directors and
executive management through the two trade unions within the Company. These trade unions are
involved in the decision-making process and are consulted on matters that may have a significant
impact on employees, such as renegotiating salaries or working conditions, collective layoffs, or
potential issues related to employees' rights and interests.
1.2.2 GOV-2: Information provided to and sustainability matters addressed by the undertaking’s
administrative, management and supervisory bodies
The Risk Management Committee, among other responsibilities, is in charge of assessing and
monitoring significant sustainability-related impacts, risks, and opportunities, as presented in section
GOV 1 page 9.
The Risk Management Committee meets at least four times a year, as well as on an exceptional basis
(at the request of at least two members), if necessary. Relevant information is communicated to the
Board of Directors. In its first year of operation (2024), the committee met three times, and the
meetings also covered sustainability topics.
The Board of Directors oversees how significant impacts, risks, and opportunities are integrated into
the company's strategy, major transaction decisions, and risk management processes.
According to the regulations, these considerations may be included in the detailed analysis conducted
by the Risk Management Committee, which submits proposals to the Board of Directors for:
The adoption of ESG strategies that balance trade-offs between risks, opportunities, and
impacts, ensuring their alignment with organizational objectives;
The establishment of investment priorities and the implementation of effective control
mechanisms.
14
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
During the reporting period (year 2024), the ESG topics analysed and managed by the Risk
Management Committee and the Board of Directors were:
Topic Description addressed
Responsible
Frequency
Approval of the 2023 Sustainability Report
Risk Management
Committee
Quarter 2
Information on the conduct of collective negotiations and the conclusion of a new
collective labour agreement at the S.N.G.N. Romgaz S.A. unit level for a period of
two years, starting from June 1, 2024.
BoD
Quarter 2
Report on the progress of achieving corporate governance and transparency
objectives, as well as the fulfilment of financial and non-financial indicators
committed to in 2023.
BoDCA
Quarter 2
The impacts, risks and opportunities related to its own operations and value chain, as listed in Section
SBM 3, have been addressed at the level of ROMGAZ Group department directors and experts:
In meetings and working groups organized throughout 2024 as part of the double materiality
assessment;
In the daily activities of departments, according to annual plans that address various
identified impacts, risks, and opportunities (e.g., annual environmental plans, professional
training plans, etc.).
1.2.3 GOV-3: Integration of sustainability-related performance in incentive schemes
ROMGAZ Group has implemented a Remuneration Policy that includes a fixed component and a
variable component for its administrators and directors.
The fixed component is determined based on the complexity of the activity and the company's
turnover, while the variable component is conditional on the achievement of financial and non-
financial performance indicators approved by the General Meeting of Shareholders (GMS).
The variable remuneration component for non-executive and/or executive administrators is
established based on financial and non-financial performance indicators, which differ for non-
executive and executive administrators, and are established in accordance with GEO no. 109/2011
and are negotiated/approved by GMS, aiming to ensure the long-term sustainability of ROMGAZ Group
and compliance with good governance principles.
When determining variable remuneration, the responsibilities of non-executive administrators are
taken into account, including identifying long-term strategies, developing governance policies,
representing shareholders' interests, communicating with shareholders, and overseeing the
management's implementation of company strategies. The amount of the variable remuneration
component for non-executive or executive members of the ROMGAZ Group Board of Directors may
not exceed a maximum of 12 fixed monthly allowances.
The variable remuneration component for non-executive and/or executive administrators is reviewed
annually, based on the achievement level of the objectives included in the administration plan and
the degree of fulfilment of the financial and non-financial performance indicators approved by the
GMS, which are annexed to the mandate contracts.
For non-executive directors, the variable component consists of 20% financial indicators and 80% non-
financial indicators. For executive directors and directors with mandates, the proportion is 50% for
financial indicators and 50% for non-financial indicators.
The non-financial performance indicators used to determine the variable component are linked to
sustainability objectives and compliance with corporate governance principles. These indicators are
reviewed annually to reflect progress in relation to the objectives set in the administration plans and
the company’s overall strategy.
Performance related to achieving ESG targets/objectives is also included as part of the mandate
contracts for the three Directors, and for the four-year duration of the administration contracts,
which includes the reporting year, these objectives were approved by GMS in the meeting held on
September 11, 2023.
15
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
These were:
Non-financial indicator
Target
Decline in natural gas production
Maintaining a maximum annual decline
Scope 1 emissions in t
Reduction/maintenance of specific emissions of CO
2
(tCO2/MWh electricity produced)
Fulfilment of the natural gas supply obligation
100 % of contracted natural gas
Customer satisfaction score
Not less than 75 %
Market share
Greater than 40%
Average number of professional training hours per
employee
Minimum 8
Number of safety training sessions
100% of employees
Total recordable accident frequency
Not more than 0,8%
Rate of independent members on the Board of Directors
Greater than 55%
Number of Board of Directors meetings
12/year minimum
Attendance rate at Board of Directors meetings
Not less than 90 %
Number of Audit Committee meetings
4/year minimum
Rate of women holding director positions
Not less than 30 %
Number of full-time equivalent employees
Minimum 99 % of average number of employees
Pay gap rate between female and male employees
Less than or equal to zero
Timely reporting of the company's performance
indicators, according to the financial calendar
Full compliance with reporting deadlines
Implementation of the National Anti-Corruption System
Timely implementation of the measures set out in the
Romgaz Integrity Plan
The remuneration policy was approved by the General Meeting of Shareholders on April 28, 2022, and
sets both the level of remuneration and the general limits for the variable component. Policy updates
shall be made at least once every four years or whenever necessary, and significant changes are
subject to approval by the GMS.
1.2.4 GOV-4: Statement on due diligence
ROMGAZ Group's due diligence process is designed to identify, prevent, mitigate, and respond to
current and potential negative impacts on the environment and people.
Thus, the verification of compliance with and enforcement of internal policies and regulations is
carried out by the Internal Audit team or by the departments designated for this purpose. For the
environmental area, there is the internal procedure 'Environmental Inspection,' through which
designated persons verify on-site compliance with national legislation and internal regulations.
Regarding human rights, during the reporting period, ROMGAZ Group applied the provisions of
national legislation on this topic and did not have other special provisions in the company's
governance documents.
To align with the best practices in the field, ROMGAZ Group developed and approved the 'SNGN
Romgaz SA Human Rights Statement' in March 2025. This is aligned with the fundamental principles
of human rights as outlined in the UN Guiding Principles on Business and Human Rights and the OECD
Guidelines for Multinational Enterprises, covering both its own workers and the value chain.
ROMGAZ Group requires its suppliers and partners to adhere to the same human rights and labor
conditions standards, in accordance with the principles outlined in the Responsible and Sustainable
Procurement Policy and also expects its suppliers to support and uphold the company's commitment
to human rights, as highlighted in ROMGAZ Group's Code of Ethics and Business Conduct. Supplier
contracts include clauses that address their commitment to respect human rights and environmental
protection.
Regarding the value chain, no human rights verification processes were conducted during the
reporting period.
16
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Core elements of due diligence
Paragraphs in the sustainability statement
a) Embedding due diligence in
governance, strategy and business
model
ROMGAZ Group has integrated the due diligence process into all levels of governance,
strategy and business model using the systematic assessment of ESG risks and
opportunities.
The Board of Directors and Risk Management Committee are the ones who ensure that
impacts, risks and opportunities are identified, and response and alignment processes
are implemented by executive teams.
ESRS 2 GOV-2: – Information provided to and sustainability matters addressed by the
undertaking’s administrative, management and supervisory bodies - page 14;
ESRS 2 GOV-3: Integration of sustainability-related performance in incentive schemes
— page 14; and
ESRS 2 SBM-3: Material impacts, risks and opportunities and their interaction with
strategy and business model - page 25
b) Engaging with affected
stakeholders in all key steps of the
due diligence
ROMGAZ Group collaborates with its stakeholders, including employees, customers,
suppliers, local authorities and communities, to integrate their concerns into
decision-making processes.
The information can be found in the section ESRS 1 SBM 2 on page 24
Specifically, for topics identified as material in 2024, detailed information are
included in ESRS E1 page 59, ESRS E2 page 80 & 82, ESRS E3 page 89, ESRS E5 page
103-104, ESRS S1 - page 118-119, ESRS S4 - page 140-141.
c) Identifying and assessing adverse
impacts
Annual employee survey
Annual customer questionnaire
Pre-qualification questionnaires for suppliers
ESRS 2 IRO - 1, including the implementation requirements related to specific
sustainability issues in the relevant ESRS - page 26; and ESRS E1 ppage 60-62, ESRS E2
page 81, ESRS E3 page 90, ESRS E5 page 105, ESRS S1 page 120-124, ESRS S4 page 142,
ESRS G1 page 152
ESRS 2 SBM - 3 - page 26
d) Taking action to address those
adverse impacts
The company implements measures to reduce the negative impacts of its activities as
described in detail for each identified material issue:
The information can be found in the thematic sections of MDR A as follows:
ESRS E1 page 63, ESRS E2 page 84, ESRS E3 page 92, ESRS E5 page 107, ESRS S1 page
131, ESRS S4 page 146.
(e) Tracking the effectiveness of
these efforts and communicating
The Integrated Management System and external certification, implemented by
ROMGAZ Group, implies continuous monitoring of the efficiency of the implemented
measures.
The information can be found in the thematic sections of MDR T as follows: ESRS E1
page 68, ESRS E2 page 86, ESRS E3 page 99, ESRS E5 page 112, ESRS S1 page 133, ESRS
S4 page 147.
The communication of efforts is carried out through the communication channels
presented on page 24 in ESRS 2: SBM 2.
1.2.5 GOV-5: Risk management and internal controls over sustainability reporting
In order to manage the sustainability reporting process and the risks associated with it, according to
the Organization and Functioning Regulation, the Sustainability Standards Office ESG and the
Reporting Service are subordinated to the General Manager of Romgaz.
The Sustainability Standards ESG Office was established in 2024 and is responsible for managing and
preparing the necessary formalities for adopting environmental, social, and corporate governance
(ESG) reporting standards and for non-financial reporting.
The Reporting Service, established at the end of 2023, is responsible for managing and preparing the
necessary and useful formalities for preparing the annual and mid year reports (management reports),
which include, where applicable, non-financial reporting. Because these departments were newly
established, for the 2024 reporting year, there was no specific approach or risk assessment
methodology related to sustainability reporting and no risk analysis related to the reporting procedure
was carried out. The company will analyze the opportunity and the way to regulate the process for
future reporting, considering the experience of the first year of reporting according to the ESRS
requirements.
However, to manage the risks related to the change in the reporting standard from GRI to ESRS,
during 2024, representatives of the organizational units involved in the sustainability reporting
process participated in a 16-hour training course to familiarize themselves with the new reporting
requirements. In total, 47 employees participated in these courses. At the same time, for this first
year of reporting, the ROMGAZ Group has selected an external consultant to provide support during
the reporting process.
17
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
The information necessary for the preparation of the Consolidated Sustainability Reporting was
collected manually (by e-mail) from subsidiaries and branches and centralized at the level of the
Reporting Service that prepared the material for the ROMGAZ Group. The responsibility for the
correctness of the data and information provided lies with the directors of the services involved in
the provision of the data. In order to control the risks related to the misrepresentation of non-
financial information, the 'four eyes' principle has been applied, which involves additional checks
before consolidating the data to check the completeness and integrity of the information, as well as
monitoring compliance with reporting requirements.
Sustainability reporting can affect public perception and investor confidence. Therefore, the Risk
Management Committee monitors the reporting of sustainability information and related processes
within the company to identify whether the reported information complies with the relevant
sustainability reporting standards and if the processes can be improved. If necessary, the Risk
Management Committee informs the Board of Directors.
In accordance with the ESRS requirements, the Consolidated Sustainability Statement must cover the
impacts, risks, and opportunities identified as material by ROMGAZ Group, both for its own operations
and the value chain. These were identified for 2024 through the double materiality assessment
process, and the information required by the reporting standards is included in detail in the thematic
section.
1.3 Strategy
1.3.1 SBM-1: Strategy, business model and value chain
About ROMGAZ Group
The activities of ROMGAZ Group are as following:
Natural gas exploration and production (carried out by Romgaz and RBS subsidiary);
Underground storage of natural gas (within the Depogaz subsidiary);
Supply of natural gas;
Special operations and well services;
Maintenance and transport services;
Power generation;
Distribution of natural gas.
Exploration
The exploration activity is performed in 8 perimeters in Transylvania, Muntenia, Oltenia and Moldova
under the Concession Agreement approved by GO No. 23/2000, starting with October 1997.
The exploration is currently being carried out on the basis of Amendment No. 6 (approved by GD No.
1011/22.09.2021) to the Exploration and Development Exploitation Concession Agreement (D.E.)
approved by GD no. 23/2000, for which the validity is 6 years (10.10.2021 - 09.10.2027), with an
approved minimum program comprising 36 wells of minimum of 92.000 m and 1.000 km
2
of 3-D seismic
for all 8 perimeters, the total program amount being USD 195 million.
The RBS subsidiary holds 50% of the rights and obligations associated only with the Concession
Agreement for oil exploration, development and exploitation in the XIX Neptun perimeter, the deep
water area in the Black Sea (the "Neptun Deep" project perimeter). The exploration activity within
the Neptun Deep perimeter is ongoing, the objective being to further identify and evaluate the energy
potential of the Black Sea.
The exploration work is designed and prioritized by Romgaz, on the basis of technical-economic
principles, with a view to increasing the pool of hydrocarbon resources and reserves and maximizing
the prospective potential of the 8 concessioned exploration and development-exploitation areas.
Production
The annual program of oil operations for the exploitation of hydrocarbon deposits for 2024 envisaged
the dynamics of natural gas demand, the carrying out of well reactivation, refitting and intervention
works, the production of new operating wells and of those resulting from exploration activities,
maintenance programs at collecting pipelines, compression and gas drying stations.
18
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
As for Neptun Deep, the project aims to exploit the natural gas discovered in the Black Sea, through
the development of two confirmed natural gas fields (Domino and Pelican Sud). For the 2024 reporting
year, the project is in the development stage. The development phase began in 2023, after the co-
owners of ROMGAZ Group and OMV Petrom adopted the investment decision and submitted the Field
Development Plan to the competent authority. The Development Plan was approved by the National
Agency for Mineral Resources (currently the National Regulatory Authority for Mining, Petroleum and
Geological Storage of Carbon Dioxide/NARMPSG) on August 3, 2023. The field development phase
consists of the construction of 10 gas exploration wells, 3 underwater production systems, an offshore
production platform, a gas collection pipeline from the production platform to the shore in Tuzla and
an onshore gas metering station in Tuzla. The holders are jointly investing up to 4 billion euros for
the development of the Neptun Deep project.
Natural gas underground storage
There are currently 6 operational storage facilities in Romania, all set up in depleted deposits.
Romgaz owns and operates, through Depogaz branch, 5 deposits summing up a storage capacity of
4,065 mld.m
3
and an active workload of 2,870 mld.m
3
.
The Government of Romania, by EO No.106/2020 amending the Electricity and Natural Gas Law No.
123/2012, decided to cancel the regulation of the gas storage business. Thus, after the extraction
cycle 2020-2021, the storage activity is no longer a regulated activity.
Natural gas supply
The Romanian gas sector, after deep restructuring, has now become divided into independent
activities. The structure of the Romanian natural gas market comprises an operator of the National
Transmission System SNT (Transgaz), producers (of which Romgaz and Petrom are the most
important), underground storage operators (of which Depogaz holds 90.54 % of Romania's total
storage capacity), gas distribution and supply companies to final customers and suppliers on the
wholesale market.
In 2022, in the international context generated by the price increase on energy markets, in order to
ensure rigorous discipline on the national market and a high degree of consumer protection in
economic and social terms, it was adopted the GEO No. 27/2022 regarding the measures applicable
to final customers on the electricity and gas market during 1 April 2022 31 March 2023, as well as
for the amendment and completion of certain regulatory acts in the energy field. The effective period
of the GEO No. 27/2022 was subsequently extended until 31 March 2025.
Thus, since April 2022, the segment of household consumers and heat producers has been significantly
regulated, both in terms of prices and contracted quantities.
Romgaz was designated as gas supplier of last resort (FUI) by the Romanian Energy Regulatory
Authority (ANRE) by Decision No. 1616/2022. February 2023 was the first month when quantities
under FUI regime were supplied; subsequently, every 7 months, Romgaz took over the customers
without suppliers. Although until its appointment as FUI, Romgaz did not operate on the retail
market, its FUI activity is successful, with positive customer feedback.
Romgaz, as gas supplier, held a significant share in national consumption between 2017 and 2024,
with a share of between 37-50%, as follows:
M.U.
2017
2018
2019
2020
2021
2022
2023
2024
Country total consumption
mld.mc
12.3
12.3
11.5
12.0
12.3
10.4
9.7
10.1
Romgaz trading (domestic +
import)
mld.mc
5.7
5.6
5.1
4.7
5.2
5.1
4.8
4.8
Romgaz market share
%
46.3
45.5
44.1
39.1
42.4
49.4
50.0
48.0
The above-mentioned quantities include gas from domestic production, including technological
consumption, domestic gas purchased from third parties, gas from the 100% association with
Schlumberger (until 2018) and imported gas. Deliveries also include gas delivered on the domestic
market, including at Iernut and Cojocna for electricity generation.
19
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Intervention services and special operations at wells
SIRCOSS was established in 2003 based on the shareholders’ general assembly resolution No. 5 of June
13, 2003.
The SIRCOSS services cover two main activities:
Well interventions, reequipments, additions and production;
Well special operations.
Transport and maintenance
STTM was established in October 2003 by taking over the transport equipment from Mediaș, Târgu
Mureș and Ploieşti branches.
The activity of the branch is to carry out transport of goods and persons, specific technological
transport, vehicle repair and maintenance in the Group’s and third parties’ interest.
The STTM car fleet is diversified, including motor vehicles and machinery for the following types of
transport services:
Passenger transport by passenger cars, minibuses, buses and coaches;
Mixed transportation with self-propelled < 3,5 t and self-propelled > 3,5 t;
Technology transportation by trucks, platforms, dumpers, vans, vans, tankers, motorcycles
and crane trucks;
Transport and work with machinery: tractors, bulldozers, front loaders, earthmoving
machines, excavators.
Fleet maintenance is carried out through their own repair shops. STTM owns, at the four stations
(Târgu Mureș, Mediaș, Ploiești and Roman), workshops authorized by the Romanian Car Registry, with
specialized maintenance personnel for motor vehicles and STTM machines.
The types of maintenance services are of great diversity, provided by mechanical, electrical and
automation trained staff.
Electricity generation
CTE Iernut represents a significant node in SEN (National Energy System), located in the center of
the country, in Mureș county, on the left bank of Mureș river, between Iernut and Cuci localities,
with facilities for methane gas supply, industrial water and power evacuation.
CTE Iernut is operated through Romgaz Electric Power Production Branch (SPEE).
CTE Iernut has an installed capacity of 800 MW, comprising 6 energy groups: 4 groups each of 100 MW
of Czechoslovak manufacturing and 2 groups each of 200 MW of Soviet manufacturing. The groups
were put into operation between 1963 and 1967. Considering the commencement of the investment
work at the 430 MW Combined Cycle Plant and the need to ensure the adequate conditions to perform
the execution works on the corresponding cooling circuit, the 200 MW Group 6 was definitively
withdrawn from operation in November 2019.
In January 2019, groups 2 and 3 of 100 MW were definitively withdrawn from commercial operation,
in November 2019, group 1 (100 MW) followed and in June 2020 group 4 was withdrawn, all of them
being withdrawn for the reason of non-compliance with environmental conditions. In 2024, only
energy group No. 5 of 200 MW was functional in SPEE Iernut.
Natural gas distribution
Natural gas distribution is a regulated activity, being performed through two distributions within
Targu Mures Manufacturing Branch. Romgaz has contracts for the concession of the distribution of
public service with the Ghercesti territorial administrative units (Dolj County) and Stejari (Gorj
County).
There are no products and services of ROMGAZ Group that are prohibited on certain markets.
ROMGAZ Group value chain
Upstream, ROMGAZ Group purchases natural resources such as natural gas, solar renewable
electricity and water. At the same time, in terms of products, ROMGAZ Group purchases
20
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
electricity/fuel, specific equipment, protective equipment and spare parts for its own operations. In
terms of services, ROMGAZ Group contracts drilling, seismic research, financial and consultancy
services, surface infrastructure execution, market studies, feasibility studies, banking, insurance,
investment products and opportunity studies. To minimize possible negative impacts, ROMGAZ Group
selects product and service providers, including based on certain social, environmental and
governance criteria.
For the analysis of the value chain (its graphic representation is included at page 21), all the activities
carried out by the three entities forming the ROMGAZ Group were considered as representing its own
operations. More specifically:
For Romgaz: the activities include exploration (evaluation, design and supervision of drilling),
services (interventions, capital repairs and special operations at wells, technological transport
and maintenance), electricity production (exploitation of the Iernut CTE, marketing and self-
supply of electricity), exploitation - production and marketing of natural gas (own distribution
and integrated single supply - FUI).
The activity of Depogaz subsidiary concerns the storage of natural gas, the operation of
underground storage and the maintenance of gas storage infrastructure.
The RBS subsidiary focuses on the development for the exploitation of the natural gas field
perimeter in the Neptun Deep perimeter, including the development of activities for exploration
and evaluation of resources and reserves.
For the reporting year, ROMGAZ Group had 5,977 employees, all active in Romania.
Downstream, ROMGAZ Group sells natural gas to customers (final customers, producers of heat for
the population, electricity producers, producers of chemical fertilizers, operators of gas distribution,
transport and storage systems for technological consumption). The transport of natural gas is carried
out through pipelines through the National Transmission System (SNT) and the Adjustment and
Measurement Stations (SRM). The electricity generated at Iernut is transported through the National
Energy System (SEN). As for distribution, ROMGAZ Group deals with the distribution of natural gas,
the operation of distribution networks and the servicing of final customers.
Various types and quantities of waste result from its own activities. Their management is carried out
through authorized firms.
The company’s business model and customer strategy aim at digitizing their interaction as a way to
increase their satisfaction and to implement continuous service improvement processes based on
customer feedback.
21
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
22
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Total number of employees per geographical area Romania
5,977
Total revenue
7,929,436 thousand RON
Revenue according to ESRS material sectors
N/A
Revenue from fossil fuels (coal, oil and natural gas)
6,998,469 thousand RON
Revenue from coal
N/A
Revenue from oil - condensate
93,780 thousand RON
Revenue from natural gas
6,904,689 thousand RON
Revenue from taxonomy aligned economic activities related to fossil gas
0
Revenue from chemical products
N/A
Revenue from controversial weapons
N/A
Revenue from tobacco cultivation and production
N/A
Natural gas and electricity are the main products supplied by Romgaz in the reporting year, while
Depogaz provides gas storage services. The products and services of both entities are addressed to
the Romanian market.
During the reporting period there were no changes with regard to the products and services provided
or groups of customers served.
In 2024, ROMGAZ Group operated on two types of markets: the regulated market (according to the
GEO No. 27/2022), where it performed gas distribution activities, and the non-regulated market,
where it performed gas and electricity production and supply, as well as underground gas storage
activities, both through bilateral negotiation, and on the centralized market managed by the
Romanian Commodities Exchange (BRM).
ROMGAZ Group:
Held a market share of approximately 48% of gas deliveries in Romania’s total consumption;
Held a market share of 1.67% on the wholesale electricity market;
Is the most important supplier of underground gas storage services, holding approximately
93% of Romania's total storage capacity.
Both the Integrated National Energy and Climate Plan (PNIESC 2021-2030) and Romania's Energy
Strategy (2025-2035, with the perspective of 2050) are national strategic documents aligning
Romania's energy and climate priorities with the European Union's objectives on climate neutrality.
Both documents note that natural gas, and thus ROMGAZ Group holding a significant market share,
play an indispensable role in Romania's energy mix and will remain a crucial source of energy for the
coming period. However, as the energy sector makes the transition to climate neutrality, ROMGAZ
Group's business strategy must incorporate sustainability elements.
At national level, the overall status of these emerging technologies is at an early stage compared to
other EU countries, while the successful implementation of these technologies is dependent on
several key factors. For the next period, it will be imperative that ROMGAZ Group correlate
investment levels with the return on investment and follow the regulatory framework to support the
predictability of such investments. In addition, the development of the necessary infrastructure
involves multiple players in the value chain and not least ensuring sufficient demand for such
services/products from final consumers.
According to the Strategy, ROMGAZ Group focuses on four strategic targets/directions addressing the
impacts, risks and opportunities of the sector where it operates, as well as on how it relates to the
value chain. The directions are:
Creating long-term and equal relationships with the market and the social environment;
The company’s digital transformation and supporting innovations to enable new ways to
interact with customers, increase the efficiency of the company’s own operations and support
new directions for development (e.g., entry into the household market, digitization of
internal processes to save resources etc.);
Continuous development of the resource portfolio, with an emphasis on mitigating the effects
23
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
of climate change, focusing on resilient hydrocarbons, operational safety and reliability (e.g.,
cooperation with green technology providers, offering training programs to employees
covered by digitization and transition to a sustainable economy);
Low-carbon electricity and energy, with large-scale use of renewable energy resources,
identifying hydrogen positions and developing a gas customer portfolio to complement this
low-carbon energy.
The dynamics regarding legislative changes and requirements, especially those aimed at climate-
related aspects, as well as ROMGAZ Group's objective to align with the targets assumed at European
level, require the updating of the existing ROMGAZ Group Strategy.
Consequently, the company has initiated in 2024 a project to develop a decarbonization strategy
taking into account the requirements of the Paris Agreement. Subsequently, the
sustainability/business strategy will also be revised in order to be aligned with the new requirements
and set measurable medium- and long-term targets in compliance with market expectations, but no
deadline has been set yet for this process.
1.3.2 SBM-2: Interests and views of stakeholders
Stakeholders are defined as entities or persons who can affect or be affected by the company’s
activity. Some of the stakeholders may belong to the two groups. ROMGAZ Group identified the
relevant stakeholders for all its operations as follows:
Employees. They are involved once a year in the internal consultation process for gathering
feedback and integrating it into ROMGAZ Group 's business strategy and model. In addition,
they have the following dedicated platforms and resources available to send any suggestions
or referrals throughout the year:
o The reporting channel, accessible to public interest whistleblowers, available in
Romanian and English on the website www.romgaz.ro, Sustainability, Ethics and
Integrity, Whistleblower on the link www.romgaz.ro/form/avertizor-de-interes-public;
o Internal reporting channel accessible to public interest / internal whistleblowers
available in Romanian on intranet Infoweb: Information, Ethics and Business Conduct,
Whistleblower Section| ROMGAZ;
o By post, to S.N.G.N. Romgaz S.A., Piața C.I. Motaș No. 4, PO 551130, Sibiu County,
Romania, with the note “Confidential - To the attention of the Ethics Adviser
ROMGAZ”;
o By e-mail to the e-mail address dedicated to the Ethics Adviser:
consilierdeetica@romgaz.ro;
o Through the Registry, in enclosed envelope, with the note “Confidential - Complaint
to the attention of the Ethics Adviser”;
o Personal submission of the complaint to the Ethics Adviser.
Suppliers of products and services (contractors). The collaboration with suppliers is
governed/supported by commercial contracts. The Supplier Code of Conduct has been
available since January 2025, establishing ethical standards and sustainability requirements.
ROMGAZ Group maintains an active dialog with its suppliers through communication channels:
websites, e-mail, questionnaires, telephone, official addresses etc., for the purpose of
improving the products and services provided.
Shareholders/Institutional investors/analysts. Shareholders are informed by annual
meetings, regular reports and other events such as round tables and conferences organized
by the Board of Directors, while the Investors Relations Office is their point of contact.
Sustainability information is part of this regular information.
Communities (non-profit organizations, community members, city halls, educational
institutions, hospitals etc.). ROMGAZ Group supports local communities through social
responsibility initiatives which include partnerships with non-profit organizations,
educational institutions such as universities and high-schools, and members of the
community. The actions aim at developing education and supporting vulnerable groups
24
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
through donations and awareness campaigns. As part of the environmental impact assessment
procedures according to legal requirements, ROMGAZ Group shall maintain contact with
affected communities when requested by the competent authorities. Based on the nature of
the complains, the communities have various communication channels at their disposal.
Contact data are available on www.romgaz.ro, Contact section.
Financiers/Banks. The relationship with the banks is determined and targeted at supporting
the strategic initiatives of the Company, ensuring an adequate level of transparency and
collaboration. The funding criteria, including the ESG-related ones, are taken into account
by the Company in defining its strategic directions, while the Company also responds to
sustainability data requests deriving from them.
Customers. According to the specific regulations, including Order No. 173/2020 issued by
ANRE, ROMGAZ Group directly collaborates with final consumers and natural gas distribution
operators. The purpose of such cooperation is to ensure constant communication and
facilitate the effective resolution of any problems related to the services offered. In addition,
consumers are annually consulted through surveys and questionnaires to obtain feedback.
The results are centralized, analysed and reported to management. The client categories in
the portfolio, depending on the activity provided, are the following: final consumers, heat
producers for the public, electricity producers, chemical fertilizer producers, distribution,
transmission and gas storage systems operators for technological consumption.
Regulatory authorities/organizations. ROMGAZ Group shall collaborate with the regulatory
authorities and organizations by participating at public consultations where appropriate. The
Company also complies with the reporting and monitoring requirements imposed by the
authorities, and the company's business strategy and model are aligned with these
requirements.
Centralized market operators, i.e. the Romanian Commodities Exchange and the Romanian
Electricity and Gas Market Operator (OPCOM). These operators shall make available
transparent platforms for the trading of natural gas and electricity within a regulated
framework, in a transparent manner, for the competitiveness of requests and bids;
Trade unions / Trade union confederation. There are two trade unions within ROMGAZ
Group, namely:
o The Free trade union of S.N.G.N. Romgaz S.A., with an employee representation rate
of 98.61%;
o The trade union of Depogaz subsidiary, with an employee representation rate of
97.25%.
The management teams meet with trade unions whenever necessary. Their proposals are
analysed and incorporated into the Company’s business strategy, especially for in relation to
the social area.
Media institutions. ROMGAZ Group maintains an open relationship with media
representatives, providing up-to-date information about its activity through press releases,
launch events, interviews and media collaboration, website.
In addition, when conducting the double materiality assessment in 2024, a questionnaire was
transmitted to all these stakeholder groups, to enable them to transparently participate at identifying
impacts, risks and opportunities related to ROMGAZ Group's activity, products and services.
During the reporting period, based on the information collected from interested stakeholders, no
changes were made to the Company’s business strategy and model.
In order to comply with legislative requirements, during the reporting period, ROMGAZ Group started
developing a decarbonation strategy, which once finalized and approved, can lead to changes in the
business model.
No changes in the interaction manner with external stakeholders have been done or are expected to
be implemented. For communication with employees, a project meant to strengthen organizational
culture is under implementation. The first phase is the creation of a digital internal communication
25
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
platform which is to become operational in 2025.
1.3.3 SBM-3: Material impacts, risks and opportunities and their interaction with the business strategy
and model
During 2024, ROMGAZ Group focused on identifying and assessing the material impacts, risks and
opportunities related to its own operations, in line with the ESRS requirements and the required due
diligence principles.
The data recorded by ROMGAZ Group in the Risk Register and related to sustainability topics were
also used throughout the assessment process. The Risk Register is established annually, following risk
assessment, in accordance with the internal risk management procedure.
Detailed information on the impacts, risks and opportunities identified, as well as on the location of
the impact, the time horizon and the way they interact with ROMGAZ Group's business strategy and
model, is to be found in the topical sections.
There are no impacts, risks and opportunities presented that are subject to other reporting
requirements.
Since 2024 is the first reporting year according to ESRS standards, no comparative changes are
presented.
The material risks and opportunities have not had a measurable impact on ROMGAZ Group’s current
financial position, financial performance and cash flows. Although the immediate impact on financial
performance was not significant, internal estimates suggest that, in the long term, the transition to
a more sustainable business model could influence cash flows and capital costs, especially in terms
of investments in reducing the carbon footprint and the costs of adapting to climate change if the
high emissions scenarios materialize for Romania. To the same extent, the implementation of green
energy projects to diversify the portfolio and partnerships to reduce Scope 3 emissions can present
significant opportunities for the resilience of the ROMGAZ Group's strategy and business model.
For the reporting year, the risks and opportunities identified were not assessed as material for the
value chain. Especially in the medium and long term, as the ROMGAZ Group will make the transition
to climate neutrality, the value chain may undergo significant changes. The ROMGAZ Group will have
to create long-term partnerships for decarbonization and circularity, thus influencing downstream
companies. At the same time, a change in the mix of customers and markets served is also possible.
Climate change adaptation and mitigation have been identified as a strategic risk to be addressed by
the company's decarbonation strategy. The financial effects of climate change and the ones related
to energy transition may be presented after its approval in 2025.
The resilience of the strategy and business model is important for the Company, and its current
strategic and internal regulatory framework (Integrated Management System) is designed to be
adaptable, and to enable the company to manage ESG related risks.
For all the details regarding the Company’s impacts, risks and opportunities, and how they are
integrated into ROMGAZ Group’s business strategy and model, please refer to the topical sections.
1.4 Impact, risk and opportunity management
1.4.1 IRO-1: Description of the processes to identify and assess material impacts, risks and
opportunities
The process to identify and assess the material impacts, risks and opportunities accomplished by
ROMGAZ Group in 2024 was conducted as part of the double materiality assessment, according to the
requirements of the CSRD, transposed into national law by MFO No. 85/2024.
The process of double materiality assessment involved stakeholders engagement (as defined in
section SBM 2), interviewing ROMGAZ Group management and expert teams, consulting specialized
literature and company’s internal documents, sustainability reports of similar companies, as well as
material topics identified by ESG rating agencies or financiers for the industry ROMGAZ Group belongs
to.
The double materiality assessment covered all subsidiaries and branches described in section BP-1
and it included the upstream and downstream value chain.
26
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Throughout the double materiality assessment, the Company complied with the fundamental
principles governing it, i.e. it analysed:
The materiality of the short, medium and long-term positive and negative impacts which
ROMGAZ Group has or might have upon the environment and society;
The financial materiality to determine how sustainability matters may influence the short,
medium and long-term financial performance of the company.
Since the double materiality assessment is a complex process, ROMGAZ Group has established a
project team and benefited from the support of an external consultant.
The project team included representatives of the departments with responsibilities in sustainability
reporting and of the operational departments (Environmental Quality, OHS, Communication, Methane
Emission Management, Human Resources etc.).
The double materiality assessment was conducted in several stages, as follows:
1. Identification of the potential material topics
The following activities were conducted to identify the potential material topics:
Assessment of industry trends analysis of public sustainability data of similar companies
from the European market and of ESG rating agencies;
Assessment of the sustainability regulatory framework impact on ROMGAZ Group;
Consideration of the international sustainability reporting standards that ROMGAZ Group
intends to adopt;
Management consultation to align and integrate sustainability priorities with ROMGAZ Group's
business objectives.
The identification of the potential material topics that has formed the long list took into account
factors like field of activity (exploration-production, transport, distribution or a combination of the
these), primary economic activities (gas, electricity, storage), geographical coverage (national,
regional, global), business model, governance practices etc.
Once the long list was stablished, it was analyzed how many companies similar with ROMGAZ Group
included each material topic in their most recent materiality assessments, and these results were
compared with the double materiality assessment conducted by ROMGAZ Group in 2023 in compliance
with the Global Reporting Initiative (GRI) standards. According to the rating agencies assessments
for the oil and gas exploration and production industry (SASB and MSCI), it is specific for this industry
to focus more on environmental material topics such as greenhouse gas emissions, biodiversity and
pollution, as well as on social material topics such as health and safety in operation. In addition, the
list of material topics of the European Bank for Reconstruction and Development has also been
considered, given the possible funding by this institution of future ROMGAZ Group projects on
decarbonization.
Due to the specificity of the industry, a determined threshold was set for each ESG pillar
(environment, social, governance) to determine whether a material topic was considered relevant by
most of the companies under analysis. The arithmetic mean was calculated for each material topic
(based on the total number of similar companies and rating agencies that considered the topic
relevant). If a material topic was considered more than the arithmetic mean set as threshold for each
ESG pillar, that topic was highlighted to be discussed with the ROMGAZ Group management team.
Following the consultation with ROMGAZ Group management, the list of material topics was narrowed
down to the prevailing ones. Specific questions were elaborated based on this list for each topic,
which were subsequently used to develop the questionnaire for interested stakeholders consultation.
ROMGAZ Group's management played an active role throughout the materiality assessment process,
being involved in the identification and validation of potential material topics and stakeholders, as
well as in the validation process of the results achieved.
2. Stakeholder consultation
Stakeholders were identified by ROMGAZ Group’s project team during an internal workshop
considering the company’s business model and commercial relations, as well as by taking into
consideration the potential impact of its activities and products on these stakeholders. The following
27
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
were identified as stakeholders and benefitted from the same representation weight throughout the
assessment process:
ROMGAZ Group employees;
Shareholders/Institutional investors/analysts;
Suppliers of goods and services (contractors);
Centralized market operators;
Educational institutions;
Hospitals;
Trade unions/Trade union confederations;
Media institutions;
City halls;
Banking institutions;
Customers (final customers and/or energy suppliers);
Regulatory and supervisory authorities;
Non-governmental associations and foundations.
The stakeholder engagement process was conducted as follows:
Determination of the sample: Before the consultation started, the possibility of sampling
respondents for each category of stakeholders was considered. This process involved
determining the required number of respondents and the proportion of each stakeholder
group that should be represented in the sample. But it was decided that the questionnaire
should be made available to the entire target audience, covering each group of stakeholders
identified. The exception to this approach was taken for suppliers in relation to which the
questionnaire was made available to 35 suppliers. The selection of suppliers was
accomplished by applying a threshold value, suppliers with contracts above RON 5 million
being considered relevant. The total value of the contracts that ROMGAZ Group has with
these suppliers represents 83 % of the total ROMGAZ Group contracts in 2023.
A contact database was created and subsequently used for the engagement process. In
addition, for employees who do not have access to e-mail, a QR code was generated to access
the questionnaire from the mobile phone. If employees could not access the QR code, a
communication campaign was conducted where the head of branches supported the
employees and also provided the questionnaire in other formats, including printed ones.
The project team drafted a questionnaire with questions on the material topics identified to be used
as a tool for stakeholder engagement. As regards the employees, the questionnaire was sent to all
the employees, thus eliminating the need for sampling.
To assess the importance of each potential material topic, a scale of 1 to 5 was used, where 1 is of
minimal importance and 5 is extremely important. This scale allowed for the quantification of the
level of impact associated with each topic for ROMGAZ Group.
For the employee category, e-mails were sent to 2,385 employees out of the total of 5,946. For
employees who do not have company e-mail addresses, a QR code or a printed version of the
questionnaire was made available. These figures also include the subsidiaries RBS and Depogaz, the
breakdown being as follows: RBS - 13 e-mails to all 13 employees; Depogaz e-mails sent to 240
employees out of the total of 510; ROMGAZ Group e-mails sent to 2,132 employees, out of the total
of 5,423. For employees of Depogaz and Romgaz who do not have access to e-mail, the questionnaire
was available via QR code and in printed form.
For the category of shareholders, investors and analysts, 33 questionnaires were sent. Of these, 15
were sent to shareholders (1 majority shareholder and 14 other shareholders), 4 to capital market
institutions and 14 to analysts and investors (12 analysts and 2 individual investors).
For the trade union category, out of a total of 6 unions, federations and confederations, 5
questionnaires were sent: 1 to the ROMGAZ Group trade union and 4 to other trade unions that
ROMGAZ Group is a member of. The sixth trade union actually is an international body which the five
trade unions are affiliated to. As a result, the consultation of this stakeholder was considered
irrelevant.
For the category of banking institutions, 13 questionnaires were sent to the institutions with which
ROMGAZ Group has collaborative relationships with.
28
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
For the category of customers, 68 questionnaires were sent to representative customers of Romgaz
and Depogaz, out of a total of 70 customers with bilateral contracts.
For the category of operators of the centralized market, 2 questionnaires were sent to the operators
of the centralized markets which ROMGAZ Group operates on.
For the category of suppliers, 35 questionnaires were sent to the relevant suppliers out of a total of
1,526 suppliers. They were selected by applying a value threshold by ROMGAZ Group.
For the category of media institutions, questionnaires were sent to 85 sub-categories, representing
the media entities interested in the work and results of ROMGAZ Group. Thus, six questionnaires were
sent to news agencies, 9 to TV stations, 7 to radio stations, 23 to newspapers and 40 to online
publications.
For the category of associations and foundations/organizations, questionnaires were sent to 83 sub-
categories. Of these, 67 questionnaires were sent to associations, 8 to foundations and, out of a total
of 13 national and international organizations, 8 questionnaires were sent to national organizations.
For the category of regulatory and supervisory authorities, 73 questionnaires were sent to all
regulatory and control authorities.
For the category of educational institutions, 13 questionnaires were sent to institutions which
ROMGAZ Group has partnerships with or that received financial support to undergo projects of
community interest, respectively sponsorship.
For the category of hospitals, 8 questionnaires were sent to hospitals that received financial support
from ROMGAZ Group for rehabilitation and modernization projects.
For the category of city halls, 35 questionnaires were sent to city halls in areas where ROMGAZ Group
has exploration, production etc. units, and where its activity could have a relevant impact on the
community (employees in the area, local taxes etc.).
The questionnaire process took place from 14 August 2024 to 4 September 2024 and had an average
response rate of around 29.4 %.
On the basis of the questionnaires collected, the results were evaluated taking into account the
importance given to each topic by each stakeholder and a hierarchy of material topics was done. The
company's management also graded this list of material topics, and an intermediate list of potential
material topics was thus obtained by combining the two scores.
A materiality threshold of 50% was applied by the management team to this list. Thus, to continue
the assessment, material topics in the first half of the ranking, i.e. 50%, were considered, ensuring
that the assessment focused only on the most relevant topics for the company and stakeholders.
The following arguments were brought to establish the materiality threshold during the meeting,
helping its adoption from multiple perspectives:
Compared to rating agencies: Setting up a 50% threshold enabled material topics in the upper
part of the sample selected by the senior management to fully cover the material topics
specific to the sector where ROMGAZ Group operates, according to SASB and MSCI.
Risk management: Setting up a 50% threshold can help ROMGAZ Group to focus on the most
relevant risks and opportunities. Focusing on the top 50% of the material topics ensures that
the issues that could have the greatest impact on ROMGAZ Group’s financial performance
and its stakeholder relations are addressed.
Resource allocation: A 50% threshold allows ROMGAZ Group allocate its resources more
effectively. Instead of spreading its efforts on numerous material topics, the company can
devote more time and resources to the most critical issues, leading to more efficient
management and reporting.
Regulatory compliance: Many regulatory frameworks, such as the Corporate Sustainability
Reporting Directive (CSRD), require companies to report material topics in detail. Using a
50% threshold ensures that ROMGAZ Group meets all requirements by focusing on the topics
with the greatest impact.
Stakeholder involvement: By giving priority to the top 50% of material topics, ROMGAZ Group
can better address the interests and views of both internal and external stakeholders.
29
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Strategic decisions: Focusing on fewer topics, ROMGAZ Group can obtain valuable information
for strategic decision making. Thus, ROMGAZ Group can identify key areas for improvement
and innovation, aligning its sustainability efforts with its overall business strategy.
Transparency and comparability: A 50% threshold can improve the transparency and
comparability of ROMGAZ Group's sustainability reporting, facilitating stakeholder
understanding of the company's priorities.
In addition to the topics considered material following the application of the 50% materiality
threshold detailed above, the company management considered it relevant to add three more topics
on a voluntary basis. The score of these topics was borderline with the materiality threshold.
3. Assessment of impacts, risks and opportunities
On the basis of the material topics identified during the prior phase, the project team started the
process to identify impacts, risks and opportunities. The process included internal workshops, analysis
of literature and internal materials.
The company assessed and located these impacts, both in its own operations and in relation to
suppliers and partners. It evaluated how the company's strategies and activities impacted people and
the environment, including both the direct effects of its own activities and those resulting from
business relations. Positive and negative impacts were analysed in the short, medium and long term,
associated with either internal operations or the upstream or downstream value chain.
For the impact assessment process, the Company used a combination of quantitative and qualitative
criteria, including impact scale (1-5), scope (local, regional or global), irremediability (for negative
impacts) and probability (for potential positive and negative impacts). The quantitative thresholds
were set to determine the relevance of the themes and the qualitative criteria provided background
for the interpretation of the results.
In the impact assessment process, the direct and indirect effects of the company’s activities were
analyzed, given the positive and negative impacts. The qualitative characteristics analysed included
the location of the impact, whether it materialized upstream, in the company’s own activities or
downstream, and the time horizon, i.e. short, medium or long term. A key aspect was the
determination of potential impacts on human rights, which are prioritized in line with the ESRS
requirements.
The prioritisation of negative impacts on the basis of severity and probability was carried out taking
into account, cumulatively and in aggregate, the location of the impact, its cause, time horizon,
scale, purpose and remediation possibilities. In the case of future negative impacts, probability was
also taken into account. In addition, for each negative impact, a potential adverse effect on human
rights was considered, in which case the severity of the impact outweighs its probability.
Each of these parameters was noted according to a quantitative scale and the reasoning was analysed
to ensure relevance.
The process of identifying financial materiality was started by identifying risks and opportunities that
may influence the company's future financial performance and cash flows. In this context, financial
thresholds were set in line with the Risk Management system procedure.
By aligning with the Risk Management system procedure and harmonizing the methodology for scoring
and assessing risks and opportunities associated with sustainability, the company has ensured the
possibility of analyzing them directly, compared to other categories of risks specific to its field of
activity, bringing them to a common denominator.
30
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Financial materiality thresholds
Potential magnitude of the financial impact
Explanation
Estimation of the financial impact based on the descriptions of continued resource use,
dependency on relationships and other effects on future cash flow.
5.
very large impact
very high impact, above EUR 3 million
4.
large impact
large impact between EUR 1.5 million and EUR 3 million
3.
medium impact
average impact between EUR 0.7 and EUR 1.5 million
2.
low impact
low impact between EUR 0.1 million and EUR 0.7 million
1.
no impact
intangible impact
The quantitative assessment included the analysis of continued resource use and dependence on
resources in the value chain and other effects on future cash flows.
The information used during the double materiality assessment included internal and external data
sources, stakeholder engagement and the identification of relevant industry trends. The double
materiality assessment covered all ROMGAZ Group operations, including impacts, risks and
opportunities for subsidiaries and branches.
The following material topics resulted from the company’s double materiality assessment:
Topic
Sub-topic
Sub-sub-topic
E1
Climate change
Climate change adaptation
Climate change adaptation
E1
Climate change
Energy
Energy efficiency
E2
Pollution
Pollution of air
Pollution of air
E3
Water and marine
resources
Water
Water consumption
E3
Water and marine
resources
Marine resources
Water discharges
E5
Circular economy
Resources inflows, including resource use
Resources inflows, including resource use
E5
Circular economy
Waste
Waste
S1
Own workforce
Working conditions
Secure employment
S1
Own workforce
Adequate wages
S1
Own workforce
Health and safety
S1
Own workforce
Equal treatment and opportunities for all
Gender equality and equal pay for work of equal
value
S1
Own workforce
Training and skills development
S1
Own workforce
Measures against violence and harassment in the
workplace
S4
Consumers and end-users
Information-related impacts for consumers
and/or end-users
Privacy
G1
Business conduct
Corporate culture
Corporate culture
G1
Business conduct
Corruption and bribery
Prevention and detection, including training
31
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
The scores given to each topic are included in the double materiality matrix prezented below:
While some ESRS sub-topics have emerged as being placed below the established materiality
threshold, the Company ensures that the key elements are addressed in other material topics.
For example, considering the applicable legislative regulations, internal policies and procedures, as
well as the Company's non-incident history of hazardous substances and environmental pollution, the
sub-topic of the use of substances of concern (ESRS E2) was not considered material to ROMGAZ
Group. However, issues relating to methane gas and its storage in SEVESO are treated as a process
safety issue within ESRS S1 Health and Safety and ESRS E1 Climate Change.
Biodiversity has been identified as a relevant topic for ROMGAZ primarily due to the impacts, risks,
and opportunities associated with climate change caused by greenhouse gas emissions, land use
changes, and pollution, which can disrupt natural habitats and species' life cycles. The assessment
took into account the impacts of its own activities and the value chain on biodiversity. Activities,
such as drilling and construction, can cause habitat loss and damage to local flora and fauna, and
land use change can have negative effects on biodiversity. ROMGAZ Group complies with national and
European legislation on environmental and biodiversity impact assessments, including requirements
for protected sites such as Natura 2000. The company assesses the systemic risks associated with
climate change, which may affect ecosystems and operations in the long term. The decarbonization
plan will contribute to the protection and restoration of ecosystems. The company operates in
sensitive areas for biodiversity, including near the Natura 2000 site. Impact mitigation measures are
implemented in accordance with national and European legislation (Directive 92/43/EEC and
Directive 2009/147/EC). Although the ROMGAZ Group has not used scenario analyses for biodiversity
to date, the company recognizes their importance and intends to integrate them into future
assessments. Following the double materiality analysis, none of the impacts, risks, or opportunities
associated with biodiversity and ecosystems were found to be material.
The sub-topics on protection of whistle-blowers and incidents are integrated into the company's
strategic and policy papers in a unitary manner, and although they have not met the materiality
threshold, they will indirectly be addressed in the material sub-topic Corporate Culture (ESRS G1).
Based on the sector benchmarking as part of the double materiality assessment and on the internal
evaluation, the topic of Affected Communities (S3) is not currently material for ROMGAZ Group.
32
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
However, community-related issues are included in ESRS E2, ESRS E3 and ESRS E5, since affected
communities are involved in the process of obtaining environmental permits for ROMGAZ Group.
ROMGAZ Group's executive management team was informed about the results of the double
materiality assessment process.
1.4.2 IRO-2: Disclosure requirements in ESRS covered by the undertaking’s sustainability statement
The list of information requirements, together with the number of the page where they are to be
found (content index) and the table of all data points stemming from other EU legislation (Appendix
B, ESRS 2) are set out below.
The material topics were identified by using the double materiality assessment described in section
IRO -1.
33
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
ESRS
Disclosure
requirement
Description
Page
ESRS 2
BP-1
General basis for preparation of sustainability
statements
5
ESRS 2
BP-2
Disclosures in relation to specific circumstances
6
ESRS 2
GOV-1
The role of the administrative, management and
supervisory bodies
7
ESRS 2
GOV-2
Information provided to and sustainability matters
addressed by the undertaking’s administrative,
management and supervisory bodies
14
ESRS 2
GOV-3
Integration of sustainability-related performance in
incentive schemes
15
ESRS 2
GOV-4
Statement on due diligence
15
ESRS 2
GOV-5
Risk management and internal controls over
sustainability reporting
17
ESRS 2
SBM-1
Strategy, business model and value chain
17
ESRS 2
SBM-2
Interests and views of stakeholders
24
ESRS 2
SBM-3
Material impacts, risks and opportunities and their
interaction with strategy and business model
25
ESRS 2
IRO-1
Description of the processes to identify and assess
material impacts, risks and opportunities
26
ESRS 2
IRO-2
Disclosure requirements in ESRS covered by the
undertaking’s sustainability statement
32
ESRS E1
ESRS 2 GOV-3
Integration of sustainability-related performance in
incentive schemes
56
ESRS E1
E1-1
Transition plan for climate change mitigation
56
ESRS E1
ESRS 2 SBM-3
Material impacts, risks and opportunities and their
interaction with strategy and business model
57
ESRS E1
ESRS 2 IRO-1
Description of the processes to identify and assess
material impacts, risks and opportunities
58
ESRS E1
E1-2
Policies related to climate change mitigation and
adaptation
63
ESRS E1
E1-3
Actions and resources in relation to climate change
policies
63
ESRS E1
E1-4
Targets related to climate change mitigation and
adaptation
68
ESRS E1
E1-5
Energy consumption and mix
69
ESRS E1
E1-6
Gross Scope 1, 2, 3 and Total GHG emissions
70
ESRS E1
E1-7
GHG removals and GHG mitigation projects
financed through carbon credits
78
ESRS E1
E1-8
Internal carbon pricing
79
ESRS E1
E1-9
Anticipated financial effects from material physical
and transition risks and potential climate-related
opportunities
79
ESRS E2
IRO-1
Description of the processes to identify and assess
material pollution-related impacts, risks and
opportunities
80
ESRS E2
E2-1
Policies related to pollution
82
ESRS E2
E2-2
Actions and resources related to pollution
84
ESRS E2
E2-3
Targets related to pollution
86
ESRS E2
E2-4
Pollution of air, water and soil
87
ESRS E2
E2-6
Anticipated financial effects from pollution-related
impacts, risks and opportunities
88
ESRS E3
ESRS 2 IRO-1
Description of the processes to identify and assess
material impacts, risks and opportunities
89
ESRS E3
E3-1
Policies related to water and marine resources
91
ESRS E3
E3-2
Actions and resources related to water and marine
resources
92
ESRS E3
E3-3
Targets related to water and marine resources
99
34
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
ESRS
Disclosure
requirement
Description
Page
ESRS E3
E3-4
Water consumption
101
ESRS E3
E3-5
Anticipated financial effects of impacts, risks and
opportunities related to water and marine
resources
102
ESRS E5
ESRS 2 IRO-1
Description of the processes to identify and assess
material impacts, risks and opportunities
103
ESRS E5
E5-1
Policies related to resource use and circular
economy
106
ESRS E5
E5-2
Actions and resources related to resource use and
circular economy
107
ESRS E5
E5-3
Targets related to resource use and circular
economy
112
ESRS E5
E5-4
Resources inflows
112
ESRS E5
E5-5
Resource outflows
113
ESRS E5
E5-6
Anticipated financial effects from resource use and
circular economy-related impacts, risks and
opportunities
117
ESRS S1
ESRS 2 SBM-2
Interests and views of stakeholders
118
ESRS S1
ESRS 2 SBM-3
Material impacts, risks and opportunities and their
interaction with strategy and business model
118
ESRS S1
S1-1
Policies related to own workforce
126
ESRS S1
S1-2
Processes for engaging with own workers and
workers’ representatives about impacts
129
ESRS S1
S1-3
Processes to remediate negative impacts and
channels for own workers to raise concerns
130
ESRS S1
S1-4
Taking action on material impacts on own
workforce, and approaches to mitigating material
risks and pursuing material opportunities related to
own workforce, and effectiveness of those actions
131
ESRS S1
S1-5
Targets related to managing material negative
impacts, advancing positive impacts, and managing
material risks and opportunities
133
ESRS S1
S1-6
Characteristics of the undertaking’s employees
134
ESRS S1
S1-10
Adequate wages
135
ESRS S1
S1-11
Social protection
135
ESRS S1
S1-13
Training and skills development metrics
136
ESRS S1
S1-14
Health and safety metrics
137
ESRS S1
S1-16
Compensation metrics (pay gap and total
compensation)
138
ESRS S1
S1-17
Incidents, complaints and severe human rights
impacts
139
ESRS S4
ESRS 2 SBM-2
Interests and views of stakeholders
140
ESRS S4
ESRS 2 SBM-3
Material impacts, risks and opportunities and their
interaction with strategy and business model
140
ESRS S4
S4-1
Policies related to consumers and end-users
143
ESRS S4
S4-2
Processes for engaging with consumers and end-
users about impacts
144
ESRS S4
S4-3
Processes to remediate negative impacts and
channels for consumers and end-users to raise
concerns
145
ESRS S4
S4-4
Taking action on material impacts, and approaches
to mitigating material risks and pursuing material
opportunities related to consumers and end-users
and effectiveness of those actions and approaches
146
ESRS S4
S4-5
Targets related to managing material negative
impacts, advancing positive impacts, and managing
material risks and opportunities
147
ESRS G1
ESRS 2 GOV-1
The role of the administrative, management and
supervisory bodies
149
35
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
ESRS
Disclosure
requirement
Description
Page
ESRS G1
ESRS 2 IRO-1
Description of the processes to identify and assess
material impacts, risks and opportunities
150
ESRS G1
G1-1
Corporate culture and business conduct policies and
corporate culture
153
ESRS G1
G1-3
Prevention and detection of corruption and bribery
156
ESRS G1
G1-4
Confirmed incidents of corruption or bribery
158
36
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Disclosure requirement and
related datapoint
SFDR reference
Pillar 3 reference
Benchmark Regulation reference
EU
Climate Law
Reference
Page/Rating*
ESRS 2 GOV-1 Board’s gender
diversity paragraph 21(d)
Indicator No. 13 of Table 1 of
Annex 1
Commission Delegated Regulation
(EU) 2020/1816, Annex II
8
ESRS 2 GOV-1 Percentage of
board members who are
independent paragraph 21(e)
Delegated Regulation (EU)
2020/1816, Annex II
8
ESRS 2 GOV-4 Statement on due
diligence paragraph 30
Indicator No. 10 Table 3 of
Annex 1
15
ESRS 2 SBM-1 Involvement in
activities related to fossil fuel
activities paragraph 40(d)(i)
Indicators No 4 Table
1 of Annex 1
Article 449a of Regulation (EU) No. 575
/ 2013; Commission Implementing
Regulation (EU) 2022/2453, Table 1:
Qualitative information on
environmental risk and Table 2:
Qualitative information on social risk
Delegated Regulation (EU)
2020/1816, Annex II
17
ESRS 2 SBM-1 Involvement in
activities related to chemical
production paragraph 40(d)(ii)
Indicator No. 9, Table 2 of
Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Not applicable
ESRS 2 SBM-1 Involvement in
activities related to controversial
weapons paragraph 40(d)(iii)
Indicator No. 14, Table 1 of
Annex 1
Delegated Regulation (EU)
2020/1818, Article 12(1) of
Delegated Regulation (EU)
2020/1816, Annex II
Not applicable
ESRS 2 SBM-1 Involvement in
activities related to the
cultivation and production of
tobacco paragraph 40(d)(iv)
Delegated Regulation (EU)
2020/1818, Article 12(1) of
Delegated Regulation (EU)
2020/1816, Annex II
Not applicable
ESRS E1-1 Transition plan to
reach climate neutrality by 2050
paragraph 14
Regulation (EU)
2021/1119,
Article 2(1)
The company has
not adopted a
transition plan
ESRS E1-1 Undertakings excluded
from Paris-aligned Benchmarks
paragraph 16(g)
Article 449a of Regulation (EU) No
575/2013; Commission Implementing
Regulation (EU) 2022/2453 Template
1: Banking book-Climate Change
transition risk: Credit quality of
exposures by sector, emissions and
residual maturity
Article 12.1 (d) to (g), and Article
12.2
Not applicable
ESRS E1-4 GHG emission
reduction targets paragraph 34
Indicator No. 4 Table 2 of
Annex 1
Article 449a of Regulation (EU) No
575/2013; Commission Implementing
Regulation (EU) 2022/2453 Template
3: Banking book-Climate change
transition risk: alignment metrics
Delegated Regulation (EU)
2020/1818, Article 6
68
37
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Disclosure requirement and
related datapoint
SFDR reference
Pillar 3 reference
Benchmark Regulation reference
EU
Climate Law
Reference
Page/Rating*
ESRS E1-5 Energy consumption
from fossil sources disaggregated
by source (only high climate
impact sectors)
paragraph 38
Indicator No. 5, Table 1 and
Indicator No. 5, Table 2 of
Annex 1
69
ESRS E1-5 Energy consumption
and mix
paragraph 37
Indicator No. 5, Table 1 of
Annex 1
69
ESRS E1-5 Energy intensity
associated with activities in high
climate impact sectors
paragraphs 40 to 43
Indicator No. 6, Table 1 of
Annex 1
70
ESRS E1-6
Gross Scope 1, 2, 3 and total
GHG emissions
paragraph 44
Indicators No. 1 and 2,
Table of Annex 1
Article 449a; Regulation (EU) No.
575/2013; Commission Implementing
Regulation (EU) 2022/2453
Template 1: Banking book - Climate
change transition risk: Credit quality of
exposures by sector, emissions and
residual maturity
Delegated Regulation (EU)
2020/1818, Article 5(1), Article 6
and Article 8(1)
74
ESRS E1-6
Gross GHG emissions intensity
paragraphs 53 to 55
Indicators No. 3, Table 1 of
Annex 1
Article 449a of Regulation (EU) No.
575/2013; Commission Implementing
Regulation (EU) 2022/2453
Template 3: Banking book - Climate
change transition risk: alignment
indicators
Delegated Regulation (EU)
2020/1818, Article 8(1)
78
ESRS E1-7
GHG removals and carbon credits
paragraph 56
Regulation (EU)
2021/1119,
Article 2(1)
The company does
not use carbon
credits
ESRS E1-9
Exposure of the benchmark
portfolio to climate-related
physical risks paragraph 66
Delegated Regulation (EU)
2020/1818, Annex II
Delegated Regulation (EU)
2020/1816, Annex II
Not applicable
ESRS E1-9
Article 449a Regulation (EU) No
575/2013; Commission Implementing
Regulation (EU) 2022/2453, paragraphs
46 and 47; Template 5: Banking book
Climate change physical risk:
Exposures subject to physical risk.
Not calculated
Disaggregation of monetary
amounts by acute and chronic
physical risk paragraph 66(a)
ESRS E1-9
Location of significant assets at
material physical risk
paragraph 66(c).
38
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Disclosure requirement and
related datapoint
SFDR reference
Pillar 3 reference
Benchmark Regulation reference
EU
Climate Law
Reference
Page/Rating*
ESRS E1-9
Breakdown of the carrying value
of its real estate assets by
energy-efficiency classes
paragraph 67(c).
Article 449a of Regulation (EU) No.
575/2013; Commission Implementing
Regulation (EU) 2022/2453 paragraph
34; Template 2: Banking Book
Climate change transition risk: Loans
collateralized by immovable property
Energy efficiency of collateral
Not applicable
ESRS E1-9
Degree of exposure of the
portfolio to climate-related
opportunities paragraph 69
Delegated Regulation (EU)
2020/1818, Annex II
Not applicable
ESRS E2-4
Amount of each pollutant listed
in Annex II of the Regulation E-
PRTR (European Pollutant
Release and Transfer Registry)
emitted to air, water and soil,
paragraph 28
Indicator number 8 Table #1 of
Annex 1
88
Indicator number 2 Table #2 of
Annex 1
Indicator number 1 Table #2 of
Annex 1
Indicator number 3 Table #2 of
Annex 1
ESRS E3-1
Water and marine resources
paragraph 9
Indicator number 7 Table #2 of
Annex 1
91
ESRS E3-1
Dedicated policy paragraph 13
Indicator number 8 Table 2 of
Annex 1
92
ESRS E3-1
Sustainable oceans and seas
paragraph 14
Indicator number 12 Table #2
of Annex 1
Not material topic
ESRS E3-4
Total water recycled and reused
paragraph 28 (c)
Indicator number 6.2 Table #2
of Annex 1
101
ESRS E3-4
Total water consumption in m3
per net revenue on own
operations
paragraph 29
Indicator number 6.1 Table #2
of Annex 1
101
ESRS 2- IRO 1 - E4
paragraph 16 (a) i
Indicator number 7 Table #1 of
Annex 1
Not material topic
ESRS 2- IRO 1 - E4 paragraph 16
(b)
Indicator number 10 Table #2
of Annex 1
Not material topic
39
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Disclosure requirement and
related datapoint
SFDR reference
Pillar 3 reference
Benchmark Regulation reference
EU
Climate Law
Reference
Page/Rating*
ESRS 2- IRO 1 - E4 paragraph 16
(c)
Indicator number 14 Table #2
of Annex 1
Not material topic
ESRS E4-2
Sustainable land / agriculture
practices or policies
paragraph 24 (b)
Indicator number 11 Table #2
of Annex 1
Not material topic
ESRS E4-2
Sustainable oceans / seas
practices or policies
paragraph 24 (c)
Indicator number 12 Table #2
of Annex 1
Not material topic
ESRS E4-2
Policies to address deforestation
paragraph 24 (d)
Indicator number 15 Table #2
of Annex 1
Not material topic
ESRS E5-5
Non-recycled waste paragraph 37
(d)
Indicator number 13 Table #2
of Annex 1
114
ESRS E5-5
Hazardous waste and radioactive
waste paragraph 39
Indicator number 9 Table #1 of
Annex 1
117
ESRS 2- SBM3 - S1
Risk of incidents of forced labor
paragraph 14 (f)
Indicator number 13 Table #3
of Annex I
Not material topic
ESRS 2- SBM3 - S1
Risk of incidents of child labour
paragraph 14 (g)
Indicator number 12 Table #3
of Annex I
Not material topic
ESRS S1-1
Human rights policy
commitments paragraph 20
Indicator No. 9 Table 3 and
indicator No. 11 Table 1 of
Annex I
127
ESRS S1-1
Due diligence policies on issues
addressed by the fundamental
International Labor Organization
Conventions 1 to 8,
paragraph 21
Delegated Regulation (EU)
2020/1816, Annex II
126
ESRS S1-1
processes and measures for
preventing trafficking in human
beings
paragraph 22
Indicator number 11 Table #3
of Annex I
Not material topic
40
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Disclosure requirement and
related datapoint
SFDR reference
Pillar 3 reference
Benchmark Regulation reference
EU
Climate Law
Reference
Page/Rating*
ESRS S1-1
workplace accident prevention
policy or management system
paragraph 23
Indicator number 1 Table #3 of
Annex I
128
ESRS S1-3
grievance/complaints handling
mechanisms paragraph 32 (c)
Indicator number 5 Table #3 of
Annex I
130
ESRS S1-14
Number of fatalities and number
and rate of work-related
accidents paragraph 88 (b) and
(c)
Indicator number 2 Table #3 of
Annex I
Delegated Regulation (EU)
2020/1816, Annex II
137-138
ESRS S1-14
Number of days lost to injuries,
accidents, fatalities or illness
paragraph 88 (e)
Indicator number 3 Table #3 of
Annex I
138
ESRS S1-16
Unadjusted gender pay gap
paragraph 97 (a)
Indicator number 12 Table #1
of Annex I
Delegated Regulation (EU)
2020/1816, Annex II
138
ESRS S1-16
Excessive CEO pay ratio
paragraph 97 (b)
Indicator number 8 Table #3 of
Annex I
138
ESRS S1-17
Incidents of discrimination
paragraph 103(a)
Indicator No. 7, Table 3 of
Annex I
139
ESRS S1-17 Non-compliance with
UNGPs on Business and Human
Rights and OECD
paragraph 104 (a)
Indicator number 10 Table #1
and Indicator n. 14 Table #3 of
Annex I
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818, Article 12(1)
139
ESRS 2- SBM3 S2
Significant risk of child labor or
forced labor in the value chain
paragraph 11 (b)
Indicators number 12 and n. 13
Table #3 of Annex I
Not material topic
41
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Disclosure requirement and
related datapoint
SFDR reference
Pillar 3 reference
Benchmark Regulation reference
EU
Climate Law
Reference
Page/Rating*
ESRS S2-1
Human rights policy
commitments
paragraph 17
Indicator number 9 Table #3
and Indicator n. 11 Table #1 of
Annex 1
Not material topic
ESRS S2-1 Policies related to
value chain workers
paragraph 18
Indicator number 11 and n. 4
Table #3 of Annex 1
Not material topic
ESRS S2-1Non-respect of UNGPs
on Business and Human Rights
principles and OECD guidelines
paragraph 19
Indicator number 10 Table #1
of Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818, Article 12(1)
Not material topic
ESRS S2-1
Due diligence policies on issues
addressed by the fundamental
International Labor Organization
Conventions 1 to 8,
paragraph 19
Delegated Regulation (EU)
2020/1816, Annex II
Not material topic
ESRS S2-4
Human rights issues and
incidents connected to its
upstream and downstream value
chain
paragraph 36
Indicator number 14 Table #3
of Annex 1
Not material topic
ESRS S3-1
Human rights policy
commitments paragraph 16
Indicator number 9 Table #3 of
Annex 1 and Indicator number
11 Table #1 of Annex 1
Not material topic
ESRS S3-1
non-respect of UNGPs on
Business and Human Rights, ILO
principles or and OECD guidelines
paragraph 17
Indicator number 10 Table #1
Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818, Article 12(1)
Not material topic
ESRS S3-4
Human rights issues and
incidents paragraph 36
Indicator number 14 Table #3
of Annex 1
Not material topic
ESRS S4-1 Policies related to
consumers and end-users
paragraph 16
Indicator number 9 Table #3
and Indicator number 11 Table
#1 of Annex 1
143
42
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Disclosure requirement and
related datapoint
SFDR reference
Pillar 3 reference
Benchmark Regulation reference
EU
Climate Law
Reference
Page/Rating*
ESRS S4-1
Non-respect of UNGPs on
Business and Human Rights and
OECD guidelines
paragraph 17
Indicator number 10 Table #1
of Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
Delegated Regulation (EU)
2020/1818, Article 12(1)
144
ESRS S4-4
Human rights issues and
incidents paragraph 35
Indicator number 14 Table #3
of Annex 1
Not material topic
ESRS G1-1
United Nations Convention
against Corruption paragraph 10
(b)
Indicator number 15 Table #3
of Annex 1
153
ESRS G1-1
Protection of whistle- blowers
paragraph 10 (d)
Indicator number 6 Table #3 of
Annex 1
Not material topic
ESRS G1-4
Fines for violation of anti-
corruption and anti-bribery laws
paragraph 24 (a)
Indicator number 17 Table #3
of Annex 1
Delegated Regulation (EU)
2020/1816, Annex II
158-159
ESRS G1-4
Standards of anti- corruption and
anti- bribery
paragraph 24 (b)
Indicator number 16 Table #3
of Annex 1
156
43
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
1.4.3 MDR-P: Policies adopted to manage material sustainability matters
Material topics are managed by ROMGAZ Group through a series of policies aimed at preventing,
mitigating and solving current and potential material impacts, addressing material risks and/or
pursuing significant opportunities. These measures are included in the ROMGAZ Group management
systems, which ensure not only compliance with legal requirements but also alignment with
international best practice.
The policies in force that are applicable to each material topic and sub-topic identified are presented
in the respective section of the Consolidated Sustainability Statement. If there are no policies
included in the internal documents, the Company has specified this and provided a timeframe for
their adoption.
1.4.4 MDR-A: Actions and resources in relation to material sustainability matters
The actions required for each material ESRS topic are presented in the respective sections of the
Consolidated Sustainability Statement. Where available, information on material action plans and
Operational Expenditure (OPEX) and/or Capital Expenditure (CAPEX) shall be included.
1.4.5 MDR-T: Tracking effectiveness of policies and actions through targets
The targets for each material ESRS topic are presented in the respective sections of the Consolidated
Sustainability Statement. If no targets have been adopted, the relevant sections of the Statement
shall present the reasons why they have not been adopted and the timeframe for their adoption.
The metrics are also set out in the Statement section the ESRS disclosure requirements covered by
the Consolidated Sustainability Statement which centralizes the material topics, disclosure
requirements and material datapoints related to material topic and the metrics that ROMGAZ Group
is using to assess performance and effectiveness in issues related to material impacts, risks or
opportunities.
44
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
2 Presentation of information to be disclosed according to Article 8 of
(EU) Taxonomy Regulation 2020/852
The following sections present the analysis carried out by the ROMGAZ Group, for the reporting of
information specific to the economic activities carried out in the financial year 2024 (January 1, 2024
December 31, 2024), in accordance with Article 8 of Regulation (EU) 2020/852. For this reporting
period, ROMGAZ Group has the obligation to report the proportions of eligibility and alignment of
economic activities, highlighting their contribution to the six environmental objectives.
2.1 Determining the eligibility of ROMGAZ Group’s economic activities
The activities carried out by ROMGAZ Group were assessed in relation to each of the three financial
indicators (Turnover, CapEx and OpEx) based on the consolidated annual financial statements for the
financial year 2024, prepared by the Company's representatives in accordance with the provisions of
the Order of the Minister of Finance No. 2844/2016 on Accounting Regulations dated 2016, in
compliance with the International Financial Reporting Standards. The financial statements were
analysed to identify the eligible economic activities and their eligibility proportions, in accordance
with the provisions of the Disclosure Delegated Act No. 2021/2178, and with subsequent
communication notices of the European Commission on the interpretation and implementation of
certain legal provisions of the EU Taxonomy Regulation and of subsequent Delegated Acts. Double
accounting of the values underlying the calculation of the indicators was avoided by eliminating the
values of transactions concluded within ROMGAZ Group in accordance with the requirements of IFRS
10 Consolidated Financial Statements, paragraph B86.
To identify the eligible economic activities, a comprehensive screening of its portfolio of activities
has been performed, for the eight branches and two subsidiaries of ROMGAZ Group, against both their
description, as well as the NACE codes, for comparison with the activities outlined in Annexes I and
II of the Delegated Act 2021/2139 and Annexes I IV of the Delegated Act 2023/2486.
In order to present comparative data, the methodological approach established for 2024 was also
applied to the data for 2023. Thus, the following changes were made for 2023:
For CAPEX, in the 2023 taxonomy report, the total included only the capital expenditures of Iernut,
which was considered an eligible activity. Therefore, the percentage of current year reporting related
to eligible activities for fiscal year 2023 has changed as follows:
CCM 7.4 from 0.03% of total CAPEX eligibility to 0.01% eligibility of total CAPEX;
CCM 4.29 "Electricity generation from fossil fuels" from 7.76% of total CAPEX eligibility to 4.12%
of total CAPEX.
In the 2023 Taxonomy Report, the OPEX KPIs presented did not take into account all expense accounts
as defined in Article 8 of the Taxonomy Regulation No. 852/2020. Therefore, the percentage of
current year reporting related to eligible activities for fiscal year 2023 has changed as follows:
CCM 4.29 "Electricity generation from fossil fuels" from 0.13% eligibility to 14.16% eligibility of
total operating expenses;
CCM 6.6 "Road freight transport services - not identified in the previous year;
CCM 6.5 "Transport by motorcycles, cars and light commercial vehicles - not identified in the
previous year.
Turnover
ROMGAZ Group carries out exploration, exploitation, and supply operations for natural gas. The
company holds 90.5% of the Romanian underground gas storage market. In addition, ROMGAZ Group
has facilities for the production of electricity generated from natural gas.
In 2024, ROMGAZ Group achieved a total turnover of RON 7,929,436,000.00, of which 94,31% was
generated by activities specific to the main field of activity, as follows: production and
commercialization of natural gas, storage of natural gas and provision of other services or sale of
other goods or products crude oil and well condensate, activities that are not eligible according to
the EU Taxonomy.
45
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Following the assessment, the following eligible economic activities were identified, generating a
share of 5.69% of the turnover, as described below:
Electricity generation by SPEE Iernut (NACE code D3511) generated 4.25% (RON
337,044,436.00) of ROMGAZ Group turnover. This activity corresponds from both the
perspective of the NACE code and of its description to the activity under 4.29 - Electricity
generation from fossil gaseous fuels, identified in Annex I of Delegated Act 2021/2139 as a
transitional activity substantially contributing to the environmental objective "Climate
change mitigation".
The activity carried out by STTM Târgu Mureș under NACE code H4941 - Road freight transport,
generated 1.44% (RON 114,170,844.00) of ROMGAZ Group's turnover. The activity of STTM
corresponds both in terms of NACE code and in terms of description to the activity under 6.6
- Road freight transport services provided for in Annex I of Delegated Act 2021/2139. This is
an activity that contributes substantially to the environmental objective "Climate change
mitigation".
Capital expenditure (CapEx)
According to the provisions of Article 1.1.2.2. of Annex I of the Delegated Act No. 2021/2178, CapEx
numerator equals to the part of the capital expenditure included in the denominator that is any of
the following:
Related to assets or processes that are associated with Taxonomy-aligned economic
activities;
Part of a plan to expand Taxonomy-aligned economic activities or to allow Taxonomy-eligible
economic activities to become Taxonomy-aligned (“CapEx plan”);
Related to the purchase of output from Taxonomy-aligned economic activities and individual
measures enabling the target activities to become low-carbon or to lead to greenhouse gas
reductions, notably activities listed in points 7.3 - 7.6 of Annex I to the Climate Delegated
Act, as well as other economic activities listed in the delegated acts adopted pursuant to
Regulation (EU) 2020/852 and provided that such measures are implemented and operational
within 18 months.
During the 2024 financial year, the total amount of ROMGAZ Group capital expenditure was of RON
3,197,770,000.00, out of which a quota of 92.38% (RON 2,954,017,661.40) represented ineligible
capital expenditure, associated to main activities of gas exploitation, deposit and trading.
A-type CapEx
In 2024, ROMGAZ Group made investments to modernize and re-equip the electricity generation
facilities, aiming at increasing the production capacity of SPEE Iernut Subsidiary. Two eligible
investments were thus identified:
Activity 4.29 - Electricity generation from fossil gaseous fuels, representing 7.12% (RON
227,716,784.00) from the total investments accomplished.
Activity 6.6 - Road freight transport services, representing 0.28% (RON 8,877,400.00) to
purchase N1 category vans designated for road freight transportation.
C-type CapEx
Specific C-type CapEx expenses were also incurred, representing 0.22% (RON 7,158,154.60) of total
capital expenditures, associated with the following eligible activities:
Renovation activities of buildings owned by ROMGAZ Group represented 0.19% of total capital
expenditures. This activity may substantially contribute to two environmental objectives:
Climate change mitigation (CCM 7.2) and Transition to a circular economy (CE 3.2). To
determine the most relevant environmental objective the renovation activity contributes to,
the specifics and purpose of the activities performed were analysed. Considering that:
o building renovation did not aim at improving their energy efficiency,
o it does not fall under the definition of “major renovation”,
o and it cannot be associated with the implementation of a climate change adaptation
plan,
46
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
it was concluded that this activity substantially contributes to the environmental objective
“Transition to a circular economy”, i.e. the activity under 3.2 - Renovation of existing buildings set
out in Annex II of Delegated Act 2023/2486.
The acquisition of M1-category electric vehicles had a share of 0.025% of total capital
expenditure. This is an investment falling under activity 6.5. Transport by motorcycles, cars
and light commercial vehicles in Annex I of Delegated Act 2021/2139. Therefore, it
significantly contributes to the environmental objective “Climate change mitigation”.
The acquisition and installation of electric vehicle charging stations were an investment made at
Depogaz subsidiary, representing 0.005% of ROMGAZ Group's total capital expenditure. This
investment falls under activity 7.4. - Installation, maintenance and repair of electric vehicle
charging stations in buildings (and in parking spaces adjacent to buildings) as provided for in
Annex I of Delegated Act 2021/2139. Therefore, it contributes to the environmental objective of
Climate change mitigation.
Operating expenditure (OpEx)
According to Article 1.1.3.1 of Annex I of Delegated Act 2021/2178, the denominator of operating
expenses shall cover direct non-capitalized costs that relate to research and development, building
renovation measures, short-term lease, maintenance and repair, and any other direct expenditures
relating to the day-to-day servicing of property, plants and equipment by the undertaking or third
party to whom activities are outsourced that are necessary to ensure the continued and effective
functioning of such assets.
Non-financial undertakings that apply national GAAP (Generally Accepted Accounting Principles) and
are not capitalizing right-of-use assets shall include lease costs in the OpEx in addition to the costs
listed in the paragraph above.
To identify operating expenses in accordance with these criteria, a comprehensive screening of the
financial statements was performed based on the provisions of Delegated Act 2021/2178, as well as
subsequent Communication Notes of the European Commission: 2022/C 385/01 (FAQ12 2022/C
385/01) and C/2023/305 (FAQ34 C/2023/305). The purpose of the screening was to identify the
operating expenses that correspond to the definition of the OpEx denominator, from the expenses
recorded in the Other expenses category in accounting accounts 611, 612, 624, 6024, 628,
respectively the Personnel expenses category in accounts 641, 642 and 645.
Thus, the value of the OpEx denominator determined from the total operating expenses recorded at
ROMGAZ Group level in 2024 was of RON 201,528,076.28. Based on the specific categories of the OpEx
numerator, the following eligible expenses were identified, associated with assets or processes
related to taxonomy eligible or aligned economic activities:
Operating expenses related to electricity production at SPEE Iernut, representing 10.31% of
total operating expenses. This falls under activity 4.29 - Electricity generation from fossil
gaseous fuels.
Maintenance and repair expenses of commercial vehicles owned and used by the STTTM
Branch in road freight transport, representing 0.49% of total operating expenses. This is
included in activity 6.6 - Road freight transport services.
Maintenance and repair expenses for M1 category vehicles, accounting for 1.64% of total
operational expenses. These expenses are associated with activity 6.5 Transport by
motorbikes, passenger cars and light commercial vehicles.
The remaining operating expenses, related to the main activities of production, marketing and
storage of natural gas, represent 87.57% of total operating expenses and are ineligible.
2.2 Determining ROMGAZ Group’s eligible economic activities taxonomy-alignment
To be considered “aligned”, eligible economic activities must substantially contribute to at least one
of the six environmental objectives set in Article 9 of the EU Taxonomy Regulation (Regulation
2020/852 of the European Parliament and of the Council of 18 June 2020 on the establishment of a
framework to facilitate sustainable investment, and amending Regulation (EU) 2019/2088, must not
significantly damage any of the other environmental objectives, and comply with the social minimum
safeguards set in Article art. 18 of the Regulation.
47
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
The assessment of eligible economic activities to determine their alignment ration was accomplished
for the activities that substantially contribute to the environmental objectives Climate change
mitigation and Transition to a circular economy, based on the technical screening criteria set by
Delegated Acts 2021/2139 and 2023/2486 respectively, as well as based on the screening criteria set
for the 4 applicable fields regarding the minimum social safeguards: human rights, anti-corruption,
tax governance, and fair competition.
Following the assessment performed based on technical screening criteria, it was noted that these
have not been entirely complied with, and consequently the eligible activities performed by ROMGAZ
Group in 2024 cannot be considered EU taxonomy aligned. Given this, the company has not officially
assessed whether it meets the minimum social criteria in accordance with the EU Taxonomy
Regulation 2020/852. The company's social aspects are reported in Section S1 of the ESRS report.
2.3 Disclosure of ROMGAZ Group’s key performance indicators for the 3 financial
indicators
Turnover:
The denominator represents the net turnover obtained during the 2024 financial exercise, according
to the consolidated profit and loss account according to the Order of the Minister of Public Finances
No. 2844/2016 as further amended and completed [please refer to the Annual consolidated financial
statements, Note 3].
The numerator representing the proportion from the turnover obtained from EU Taxonomy aligned
activities is equal to 0 RON, thus resulting an alignment ratio of 0% from the total Turnover.
Capital expenditure (CapEx):
The denominator represents the total capital expenditure accomplished during the 2024 financial
exercise, according to the Order of the Minister of Public Finances No. 2844/2016 as further amended
and completed [please refer to the Annual consolidated financial statements, Note 12].
The numerator, including the capital expenditure related to assets or processes associated with EU
Taxonomy aligned activities, is equal to 0 RON, thus resulting a ratio of 0% from the total capital
expenditure.
Operating expenditure (OpEx):
The denominator represents the total operating expenditure corresponding to the 2024 financial
exercise, determined according to the definition of this indicator set in Article 1.1.3.1 of Annex I of
Delegated Act 2021/2178.
The numerator, including operating expenditure associated to certain EU Taxonomy aligned
activities, equals to 0 RON, thus resulting an alignment ratio of 0% from the operating expenditure.
The assessment results of ROMGAZ Group’s economic activities for 2024 are described in the sections
below, according to the drafts set in Annex V of Delegated Act 2023/2486.
48
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Proportion of turnover from products or services associated with Taxonomy-aligned economic activities - disclosure covering year 2024
Turnover
Proportion of CapEx
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular Economy
Biodiversity
Climate Change Mitigation
Climate Change Adaptation
Water
Pollution
Circular Economy
Biodiversity
RON %
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N Y/N Y/N Y/N Y/N Y/N Y/N % E T
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20
A. TAXONOMY-ELIGIBLE ACTIVITIES
- - -
0.00% N/EL N/EL N/EL N/EL N/EL N/EL N N N N N N N 0.00%
- -
- 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% N N N N N N N 0.00%
- 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% N N N N N N N 0.00% E
- 0.00% 0.00% N N N N N N N 0.00% T
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
Electricity generation from fossil gaseous fuels CCM 4.29 337,044,436.00 4.25% EL N/EL N/EL N/EL N/EL N/EL 4.46%
Freight transport services by road CCM 6.6 114,170,844.00 1.44% EL N/EL N/EL N/EL N/EL N/EL 0.00%
451,215,280.00 5.69% 5.69% 0.00% 0.00% 0.00% 0.00% 0.00% 4.46%
451,215,280.00 5.69% 5.69% 0.00% 0.00% 0.00% 0.00% 0.00% 4.46%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
7,478,220,720.00 94.31%
7,929,436,000.00 100%
Turnover of Taxonomy- non-eligible activities
TOTAL (A + B)
Of which enabling
Of which transitional
A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
Turnover of Taxonomy- eligible but not environmentally sustainable activities (not
Taxonomy-aligned activities) (A.2)
Turnover of Taxonomy-eligible activities (A.1+A.2)
Category enabling activity
Category transitional activity
Economic Activities
Code
A.1. Environmentally sustainable activities (Taxonomy-aligned)
Minimum Safeguards
Proportion of Taxonomy- aligned
(A.1.) or -eligible (A.2.) turnover,
year 2023
Turnover of environmentally sustainable activities (Taxonomy-aligned) (A.1)
Financial year 2024
2024
Substantial contribution criteria
DNSH criteria
(Does Not Significantly Harm”)
49
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Proportion of CapEx from products or services associated with Taxonomy-aligned economic activities disclosure covering year 2024
CapEx
Proportion of CapEx
Climate Change
Mitigation
Climate Change
Adaptation
Water
Pollution
Circular Economy
Biodiversity
Climate Change
Mitigation
Climate Change
Adaptation
Water
Pollution
Circular Economy
Biodiversity
RON %
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N Y/N Y/N Y/N Y/N Y/N D/N % E T
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20
A. TAXONOMY-ELIGIBLE ACTIVITIES
- - -
0.00% N/EL N/EL N/EL N/EL N/EL N/EL N N N N N N N 0.00%
- -
- 0.00% 0% 0% 0% 0% 0% 0% N N N N N N N 0.00%
- 0.00% 0% 0% 0% 0% 0% 0% N N N N N N N 0.00% E
- 0.00% 0% N N N N N N N 0.00% T
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
Electricity generation from fossil gaseous fuels CCM 4.29 227,716,784.00 7.12% EL N/EL N/EL N/EL N/EL N/EL 4.12%
Freight transport services by road CCM 6.6 8,877,400.00 0.28% EL N/EL N/EL N/EL N/EL N/EL 0%
Renovation of existing buildings
CE 3.2
CCM 7.2
6,039,858.28 0.19% EL N/EL N/EL N/EL EL N/EL 0%
Transport by motorbikes, passenger cars and light commercial vehicles CCM 6.5 919,296.32 0.03% EL N/EL N/EL N/EL N/EL N/EL 0%
Installation, maintenance and repair of charging stations for electric vehicles in
buildings (and parking spaces attached to buildings)
CCM 7.4 199,000.00 0.01% EL N/EL N/EL N/EL N/EL N/EL 0.01%
243,752,338.60 7.62% 7.43% 0.00% 0.00% 0.00% 0.20% 0.00% 4.13%
243,752,338.60 7.62% 7.43% 0.00% 0.00% 0.00% 0.20% 0.00% 4.13%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
2,954,017,661.40 92.38%
3,197,770,000.00 100.00%
CapEx of Taxonomy- non-eligible activities
TOTAL (A + B)
Of which enabling
Of which transitional
A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
CapEx of Taxonomy- eligible but not environmentally sustainable activities (not
Taxonomy-aligned activities) (A.2)
CapEx of Taxonomy-eligible activities (A.1+A.2)
Category enabling activity
Category transitional activity
Economic Activities
Code
A.1. Environmentally sustainable activities (Taxonomy-aligned)
Minimum Safeguards
Proportion of CapEx - aligned
(A.1.) or -eligible (A.2.) CapEx,
year 2023
CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1)
Financial year 2024
2024
Substantial contribution criteria
DNSH criteria
(Does Not Significantly Harm)
Aligned in terms of taxonomy
per objective
Eligible in terms of taxonomy
per objective
CCM 0.00% 0.00%
CCA 0.00% 0.00%
WTR 0.00% 0.00%
CE 0.00% 0.20%
PPC 0.00% 0.00%
BIO 0.00% 0.00%
CapEx/Total CapEx ratio
50
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Proportion of OpEx from products or services associated with Taxonomy-aligned economic activities disclosure covering year 2024
OpEx
Proportion of OpEx
Climate Change
Mitigation
Climate Change
Adaptation
Water
Pollution
Circular Economy
Biodiversity
Climate Change
Mitigation
Climate Change
Adaptation
Water
Pollution
Circular Economy
Biodiversity
RON %
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y; N;
N/EL
Y/N Y/N Y/N Y/N Y/N Y/N D/N % E T
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20
A. TAXONOMY-ELIGIBLE ACTIVITIES
- - -
0.00% N/EL N/EL N/EL N/EL N/EL N/EL N N N N N N N 0.00%
- -
- 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% N N N N N N N 0.00%
- 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% N N N N N N N 0.00% E
- 0.00% 0.00% N N N N N N N 0.00% T
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
EL;
N/EL;
Electricity generation from fossil gaseous fuels CCM 4.29 20,775,931.49 10.31% EL N/EL N/EL N/EL N/EL N/EL 14.16%
Freight transport services by road CCM 6.6 979,066.48 0.49% EL N/EL N/EL N/EL N/EL N/EL 0.49%
Transport by motorbikes, passenger cars and light commercial vehicles CCM 6.5 3,297,891.82 1.64% EL N/EL N/EL N/EL N/EL N/EL 2.43%
25,052,889.79 12.43% 12.43% 0.00% 0.00% 0.00% 0.00% 0.00% 17.08%
25,052,889.79 12.43% 12.43% 0.00% 0.00% 0.00% 0.00% 0.00% 17.08%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
176,475,186.49 87.57%
201,528,076.28 100.00%
OpEx of Taxonomy- non-eligible activities
TOTAL (A + B)
Of which enabling
Of which transitional
A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
OpEx of Taxonomy- eligible but not environmentally sustainable activities (not
Taxonomy-aligned activities) (A.2)
OpEx of Taxonomy-eligible activities (A.1+A.2)
Category enabling activity
Category transitional activity
Economic Activities
Code
A.1. Environmentally sustainable activities (Taxonomy-aligned)
Minimum Safeguards
Proportion of OpEx - aligned (A.1.)
or -eligible (A.2.) OpEx, year 2023
CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1)
Financial year 2024
2024
Substantial contribution criteria
DNSH criteria
(Does Not Significantly Harm”)
51
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Disclosure of information set in Article 8 paragraphs (6) and (7) regarding nuclear and fossil gas
related activities (according to the template set in Annex III of Delegated Act 2022/1214).
Row
Nuclear energy related activities
1
The undertaking carries out, funds or has exposures to research, development,
demonstration and deployment of innovative electricity generation facilities that
produce energy from nuclear processes with minimal waste from the fuel cycle.
NO
2
The undertaking carries out, funds or has exposures to construction and safe operation
of new nuclear installations to produce electricity or process heat, including for the
purposes of district heating or industrial processes such as hydrogen production, as well
as their safety upgrades, using best available technologies.
NO
3
The undertaking carries out, funds or has exposures to safe operation of existing nuclear
installations that produce electricity or process heat, including for the purposes of
district heating or industrial processes such as hydrogen production from nuclear energy,
as well as their safety upgrades.
NO
Fossil gas related activities
4
The undertaking carries out, funds or has exposures to construction or operation of
electricity generation facilities that produce electricity using fossil gaseous fuels.
YES
5
The undertaking carries out, funds or has exposures to construction, refurbishment, and
operation of combined heat/cool and power generation facilities using fossil gaseous
fuels.
NO
6
The undertaking carries out, funds or has exposures to construction, refurbishment and
operation of heat generation facilities that produce heat/cool using fossil gaseous fuels.
NO
52
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Taxonomy-aligned economic activities (denominator)
Taxonomy-aligned economic activities (denominator): Turnover
Taxonomy-aligned economic activities (denominator): CapEx
Amount
(RON)
%
Amount
(RON)
%
Amount
(RON)
%
1
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.26 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of Turnover
- 0% - 0% - 0%
2
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.27 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of Turnover
- 0% - 0% - 0%
3
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.28 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of Turnover
- 0% - 0% - 0%
4
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.29 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of Turnover
- 0% - 0% - 0%
5
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.30 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of Turnover
- 0% - 0% - 0%
6
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.31 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of Turnover
- 0% - 0% - 0%
7
Amount and proportion of other taxonomy-aligned economic activities not referred to in rows 1 to 6 above in the denominator
of the Turnover
- 0% - 0% - 0%
8 Total Turnover 7,929,436,000.00 100% 7,929,436,000.00 100% - 0%
Row
Economic activities
Amount and proportion (the information is to be presented in monetary amounts and as percentages)
CCM + CCA
Climate change mitigation (CCM)
Climate change adaptation (CCA)
Amount
(RON)
%
Amount
(RON)
%
Amount
(RON)
%
1
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.26 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of CapEx
- 0% - 0% - 0%
2
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.27 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of CapEx
- 0% - 0% - 0%
3
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.28 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of CapEx
- 0% - 0% - 0%
4
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.29 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of CapEx
- 0% - 0% - 0%
5
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.30 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of CapEx
- 0% - 0% - 0%
6
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.31 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of CapEx
- 0% - 0% - 0%
7
Amount and proportion of other taxonomy-aligned economic activities not referred to in rows 1 to 6 above in the
denominator of the CapEx
- 0% - 0% - 0%
8 Total CapEx 3,197,770,000.00 100% 3,197,770,000.00 100% - 0%
Row
Economic activities
Amount and proportion (the information is to be presented in monetary amounts and as percentages)
CCM + CCA
Climate change mitigation (CCM)
Climate change adaptation (CCA)
53
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Taxonomy-aligned economic activities (denominator): OpEx
Amount
(RON)
%
Amount
(RON)
%
Amount
(RON)
%
1
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.26 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of OpEx
- 0% - 0% - 0%
2
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.27 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of OpEx
- 0% - 0% - 0%
3
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.28 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of OpEx
- 0% - 0% - 0%
4
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.29 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of OpEx
- 0% - 0% - 0%
5
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.30 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of OpEx
- 0% - 0% - 0%
6
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.31 of Annexes I and II to Delegated
Regulation 2021/2139 in the denominator of OpEx
- 0% - 0% - 0%
7
Amount and proportion of other taxonomy-aligned economic activities not referred to in rows 1 to 6 above in the
denominator of the OpEx
- 0% - 0% - 0%
8 Total OpEx 201,528,076.28 0% 201,528,076.28 0% - 0%
Row
Economic activities
Amount and proportion (the information is to be presented in monetary amounts and as percentages)
CCM + CCA
Climate change mitigation (CCM)
Climate change adaptation (CCA)
54
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Taxonomy-aligned economic activities (numerator)
Taxonomy-aligned economic activities (numerator): Turnover
Taxonomy-aligned economic activities (numerator): CapEx
Amount
(RON)
%
Amount
(RON)
%
Amount
(RON)
%
1
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.26 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the Turnover
- 0% - 0% - 0%
2
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.27 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the Turnover
- 0% - 0% - 0%
3
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.28 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the Turnover
- 0% - 0% - 0%
4
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.29 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the Turnover
- 0% - 0% - 0%
5
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.30 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the Turnover
- 0% - 0% - 0%
6
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.31 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the Turnover
- 0% - 0% - 0%
7
Amount and proportion of other taxonomy-aligned economic activities not referred to in rows 1 to 6 above in the numerator of the
Turnover
- 0% - 0% - 0%
8
Total amount and proportion of taxonomy-aligned economic activities in the numerator of the Turnover - 0% - 0% - 0%
Row
Economic activities
Amount and proportion (the information is to be presented in monetary amounts and as percentages)
CCM + CCA
Climate change mitigation (CCM)
Climate change adaptation (CCA)
Amount
(RON)
%
Amount
(RON)
%
Amount
(RON)
%
1
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.26 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the CapEx
- 0% - 0% - 0%
2
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.27 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the CapEx
- 0% - 0% - 0%
3
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.28 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the CapEx
- 0% - 0% - 0%
4
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.29 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the CapEx
- 0% - 0% - 0%
5
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.30 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the CapEx
- 0% - 0% - 0%
6
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.31 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the CapEx
- 0% - 0% - 0%
7
Amount and proportion of other taxonomy-aligned economic activities not referred to in rows 1 to 6 above in the numerator of the CapEx - 0% - 0% - 0%
8
Total amount and proportion of taxonomy-aligned economic activities in the numerator of the CapEx - 0% - 0% - 0%
Row
Economic activities
Amount and proportion (the information is to be presented in monetary amounts and as percentages)
CCM + CCA
Climate change mitigation (CCM)
Climate change adaptation (CCA)
55
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Taxonomy-aligned economic activities (numerator): OpEx
Taxonomy-eligible but not taxonomy-aligned economic activities
Taxonomy-eligible but not taxonomy-aligned economic activities: Turnover
Amount
(RON)
%
Amount
(RON)
%
Amount
(RON)
%
1
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.26 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the OpEx
- 0% - 0% - 0%
2
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.27 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the OpEx
- 0% - 0% - 0%
3
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.28 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the OpEx
- 0% - 0% - 0%
4
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.29 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the OpEx
- 0% - 0% - 0%
5
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.30 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the OpEx
- 0% - 0% - 0%
6
Amount and proportion of taxonomy- aligned economic activity referred to in Section 4.31 of Annexes I and II to Delegated Regulation
2021/2139 in the numerator of the OpEx
- 0% - 0% - 0%
7
Amount and proportion of other taxonomy-aligned economic activities not referred to in rows 1 to 6 above in the numerator of the OpEx - 0% - 0% - 0%
8
Total amount and proportion of taxonomy-aligned economic activities in the numerator of the OpEx - 0% - 0% - 0%
Row
Economic activities
Amount and proportion (the information is to be presented in monetary amounts and as percentages)
CCM + CCA
Climate change mitigation (CCM)
Climate change adaptation (CCA)
Amount
(RON)
%
Amount
(RON)
%
Amount
(RON)
%
1
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.26 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the Turnover
- 0% - 0% - 0%
2
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.27 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the Turnover
- 0% - 0% - 0%
3
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.28 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the Turnover
- 0% - 0% - 0%
4
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.29 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the Turnover
337,044,436.00 4.25% 337,044,436.00 4.25% - 0%
5
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.30 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the Turnover
- 0% - 0% - 0%
6
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.31 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the Turnover
- 0% - 0% - 0%
7
Amount and proportion of other taxonomy-eligible but not taxonomy-aligned economic activities not referred to in rows 1 to 6
above in the denominator of the Turnover
114,170,844.00 1.44% 114,170,844.00 1.44% - 0%
8
Total amount and proportion of taxonomy eligible but not taxonomy- aligned economic activities in the denominator of the
Turnover
451,215,280.00 5.69% 451,215,280.00 5.69% - 0%
Row
Economic activities
Amount and proportion (the information is to be presented in monetary amounts and as percentages)
CCM + CCA
Climate change mitigation (CCM)
Climate change adaptation (CCA)
56
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Taxonomy-eligible but not taxonomy-aligned economic activities: CapEx
Taxonomy-eligible but not taxonomy-aligned economic activities: OpEx
Amount
(RON)
%
Amount
(RON)
%
Amount
(RON)
%
1
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.26 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the CapEx
- 0% - 0% - 0%
2
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.27 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the CapEx
- 0% - 0% - 0%
3
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.28 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the CapEx
- 0% - 0% - 0%
4
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.29 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the CapEx
227,716,784.00 7.12% 227,716,784.00 7.12% - 0%
5
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.30 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the CapEx
- 0% - 0% - 0%
6
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.31 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the CapEx
- 0% - 0% - 0%
7
Amount and proportion of other taxonomy-eligible but not taxonomy-aligned economic activities not referred to in rows 1 to 6
above in the denominator of the CapEx
16,035,554.60 0.50% 16,035,554.60 0.50% - 0%
8
Total amount and proportion of taxonomy eligible but not taxonomy- aligned economic activities in the denominator of the CapEx 243,752,338.60 7.62% 243,752,338.60 7.62% - 0%
Row
Economic activities
Amount and proportion (the information is to be presented in monetary amounts and as percentages)
CCM + CCA
Climate change mitigation (CCM)
Climate change adaptation (CCA)
Amount
(RON)
%
Amount
(RON)
%
Amount
(RON)
%
1
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.26 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the OpEx
- 0% - 0% - 0%
2
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.27 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the OpEx
- 0% - 0% - 0%
3
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.28 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the OpEx
- 0% - 0% - 0%
4
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.29 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the OpEx
20,775,931.49 10.31% 20,775,931.49 10.31% - 0%
5
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.30 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the OpEx
- 0% - 0% - 0%
6
Amount and proportion of taxonomy- eligible but not taxonomy-aligned economic activity referred to in Section 4.31 of Annexes I
and II to Delegated Regulation 2021/2139 in the denominator of the OpEx
- 0% - 0% - 0%
7
Amount and proportion of other taxonomy-eligible but not taxonomy-aligned economic activities not referred to in rows 1 to 6
above in the denominator of the OpEx
4,276,958.30 2.12% 4,276,958.30 2.12% - 0%
8
Total amount and proportion of taxonomy eligible but not taxonomy- aligned economic activities in the denominator of the OpEx 25,052,889.79 12.43% 25,052,889.79 12.43% - 0%
Row
Economic activities
Amount and proportion (the information is to be presented in monetary amounts and as percentages)
CCM + CCA
Climate change mitigation (CCM)
Climate change adaptation (CCA)
57
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Taxonomy non-eligible economic activities
nd Activități economice
Amount
[RON]
Procentage
[%]
Amount
[RON]
Procentage
[%]
Amount
[RON]
Procentage
[%]
1
Amount and proportion of economic activity referred to in row 1 of Template 1 that is taxonomy-non-eligible in accordance with
Section 4.26 of Annexes I and II to Delegated Regulation 2021/2139 in the denominator of the applicable KPI
0 0% 0 0% 0 0%
2
Amount and proportion of economic activity referred to in row 2 of Template 1 that is taxonomy-non-eligible in accordance with
Section 4.27 of Annexes I and II to Delegated Regulation 2021/2139 in the denominator of the applicable KPI
0 0% 0 0% 0 0%
3
Amount and proportion of economic activity referred to in row 3 of Template 1 that is taxonomy-non-eligible in accordance with
Section 4.28 of Annexes I and II to Delegated Regulation 2021/2139 in the denominator of the applicable KPI
0 0% 0 0% 0 0%
4
Amount and proportion of economic activity referred to in row 4 of Template 1 that is taxonomy-non-eligible in accordance with
Section 4.29 of Annexes I and II to Delegated Regulation 2021/2139 in the denominator of the applicable KPI
0 0% 0 0% 0 0%
5
Amount and proportion of economic activity referred to in row 5 of Template 1 that is taxonomy-non-eligible in accordance with
Section 4.30 of Annexes I and II to Delegated Regulation 2021/2139 in the denominator of the applicable KPI
0 0% 0 0% 0 0%
6
Amount and proportion of economic activity referred to in row 6 of Template 1 that is taxonomy-non-eligible in accordance with
Section 4.31 of Annexes I and II to Delegated Regulation 2021/2139 in the denominator of the applicable KPI
0 0% 0 0% 0 0%
7
Amount and proportion of other taxonomy-non-eligible economic activities not referred to in rows 1 to 6 above in the
denominator of the applicable KPI
7,478,220,720.00 94.31% 2,954,017,661.40 92.38% 176,475,186.49 87.57%
8
Total amount and proportion of taxonomy-non-eligible economic activities in the denominator of the applicable KPI’ 7,478,220,720.00 94.31% 2,954,017,661.40 92.38% 176,475,186.49 87.57%
Turnover
CapEx
OpEx
58
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
3 ESRS E1 Climate change
3.1 Governance
3.1.1 GOV-3: Integration of sustainability-related performance in incentive schemes
During 2024, a Remuneration Policy was applicable to ROMGAZ Group, providing for a fixed and
variable remuneration component for its administrators and directors. Detailed information on the
policy may be found in ESRS 2 GOV 3: Integration of sustainability - related performance in incentive
scheme page 14.
According to the policy, the performance indicators for directors and administrators may include
targets related to the reduction of CO
2
emissions, and their variable remuneration shall reflect the
progress in achieving these objectives. The targets are set annually. Specifically, the variable
component for 2024 is linked to the CO
2
emissions reduction target that was set during the GSM
Meeting of September 2023, which was set as follows:
Emissions from scope 1t (I
E1t
) - reduction/maintenance of CO
2
specific emissions directly generated
by electricity production facilities of Iernut Thermal Power Plant.
Calculation method:







,
where:
CO2
Rn
CO
2
specific emissions generated during year “n” [tCO
2
/MWh electricity generated]: emission
of CO
2
corresponding to the electricity generated;
CO2An - maximum CO
2
specific emissions undertaken for year “n” [tCO2/MWh electricity generated,
as follows:
2023
2024
2025
2026
2027
0.570
0.565
0.360
0.360
0.360
The indicator Emissions from scope 1t (I
E1t
)” has a weight of 3% of the total performance indicators
established for both non-executive and executive administrators and directors.
The maximum CO
2
specific emissions undertaken for the year “n” (2024) [tCO
2
/MWh electricity
generated] was 0.565.
Climate considerations, including the specific emission reduction targets, are not yet aligned with
the ESRS requirements, and ROMGAZ Group intends to develop and approve a decarbonization /
transition plan based on climate scenarios and aligned with the Paris Agreement requirements during
2025. Once this decarbonization plan will be adopted, the GHG emission reduction objectives set in
the Remuneration Policy will also be aligned.
3.2 Strategy
3.2.1 E1-1: Transition plan for climate change mitigation
Romgaz
The Transition Plan for Climate Change Mitigation (Integrated Transition/Decarbonization Plan) is
part of Romgaz's priorities for 2025 for development and approval, in accordance with the
requirements of ESRS E1-Climate Chane. Even if in the reporting year 2024, the company did not
actually adopt an integrated transition/decarbonization plan, Romgaz adopted measures focused on
reducing the carbon footprint, these being related to specific projects. They derive from the Romgaz
Strategy which provides indicative directions on the Decarbonization Policy. Detailed information is
included in ESRS section E1-3.
Depogaz
Depogaz does not currently have a transition plan complying with ESRS E1 Climate change but
intends to develop and approve such a plan in 2026.
59
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
RBS
Neptun Deep project, implemented by RBS with a 50% participation (described in ESRS 2 Section), is
compatible with Romania's trajectory to achieve climate neutrality by 2050.
For this project, GHG emissions were estimated for the construction, operation and decommissioning
phases, in the Environmental Impact Assessment stage, in relation to RCP 2.6, RCP 4.5, RCP 6.0 and
RCP 8.5 trajectories. The Impact Assessment aimed at quantifying the project's emissions, in relation
to Romania's GHG reduction targets.
3.2.2 SBM-3: Material impacts, risks and opportunities and their interaction with strategy and business
model
ROMGAZ Group's activity is directly linked to the challenges and opportunities generated by the
transition to a low-carbon economy. The production and supply of natural gas, along with other
activities in the value chain, influence greenhouse gas emissions, but also offer solutions for a
sustainable transition.
Until now, ROMGAZ Group has not performed a quantitative resilience analysis based on climate
scenarios but has only performed a qualitative a resilience assessment according to the material
impacts, risks and opportunities and their interaction with the strategy and business model.
Therefore, during 2024, a process to identify and address physical and transition climate risks was
initiated. Thus:
The elaboration of a decarbonization plan taking into account ESRS E1 Climate change
provisions was initiated; this will also include actions and measures to implement the
provisions of the Regulation for the Monitoring and Reduction of Methane Emissions (REM),
noting that the implementation of the regulation at Romgaz level has a high degree of
complexity due to the size of the existing infrastructure owned by the Company.
The development of a study to identify the climate and resilience Risks and Vulnerabilities
was planned, also including their quantitative assessment, in accordance with the ESRS
requirements and water risks exposure assessment.
The double materiality assessment process was performed, identifying at the highest level
the climate risks considered when identifying the Company’s impacts and opportunities,
which were to be subsequently linked to a decarbonization plan aligned with ESRS E1
Climate change requirements. For this high-level analysis, it was taken into account that the
regulations regarding the limitation of GHG emissions will have an impact on ROMGAZ Group's
business model and in this regard the Company is to adopt some measures so that the
resilience plan takes into account these pressures and aligns the strategic planning with the
time horizons applicable to the ESRS.
The Integrated National Plan for Energy and Climate Change (PNIESC 2021 - 2030) and the Energy
Strategy of Romania (2025-2035, with a view towards 2050) are national strategic documents that
align Romania's energy and climate priorities with the European Union's climate neutrality objectives.
According to both documents, natural gas, and implicitly ROMGAZ Group which has a significant
market share, have an indispensable role in Romania's energy mix and will remain a crucial energy
source for the coming period.
The two national strategic documents specify that Romania will prioritize the support given to the
establishment of additional electricity capacities that use natural gas, as transitional fuel towards a
low-carbon economy. This confirms the resilience of ROMGAZ Group's business model for the 2025
2035-time horizon with a view towards 2050, according to national strategies.
The current site-level development project based approach allows for the anticipated financial
effects of climate risks to be taken into account at the investment level, with costs being
incorporated into the annual Investment Plan for each project. The Company assesses that at this
time there are no risks to securing investment capital in the short, medium and long term for the
implementation of the GHG emission reduction programs proposed through the Investment Plan.
60
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ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
3.3 Impact, risk and opportunity management
3.3.1 IRO-1: Description of the processes to identify and assess material climate-related impacts, risks
and opportunities
For the reporting year, ROMGAZ Group did not put in place a process to assess climate-related
impacts, risks and opportunities based on climate scenarios but carried out a qualitative assessment.
Thus, through the double materiality assessment carried out in 2024, ROMGAZ Group identified and
assessed the related climate impacts and risks, including opportunities for its own operations and the
value chain in a qualitative manner, under the most unfavorable climate scenario. These risks were
identified as:
Physical climate-related risks:
o Extreme temperatures and severe weather events that may affect ROMGAZ Group
infrastructure (e.g. offices, production units) and its operational efficiency, generating
additional costs through increased insurance premiums, possible decrease in revenues, the
need for investments for re-operation or adaptation etc;
o Extreme weather events (heatwaves, cold spells) with a negative impact on operational
continuity such as shutdowns or changes to the operating schedule to allow the workforce to
adapt to the new weather conditions;
o On a case-by-case basis, for certain sites, depending on their location, risks related to
wildfires or floods may arise, but they are mitigated through business continuity plans, along
with other physical risks related to climate.
Climate-related transition risks:
o Legislative changes and strict regulations on GHG emissions. Possible carbon taxes and
legislative adjustments that may generate additional costs and affect strategic planning;
o Market and reputational pressures. Loss of sustainability aware customers and investors if the
decarbonization plan is not ambitious enough compared to competitors;
o Fossil fuels price volatility and market requirements changes towards renewable energy and
low-carbon technologies.
Currently, climate-related physical and transition risks:
Were assessed according to the climate scenarios for Neptun Deep project; it was concluded
that the project is compatible with a credible GHG trajectory until 2050, in relation to the
climate objectives for the years 2030 and 2050, namely:
o For the year 2030, the resulting CO
2
eq emissions represent 1.14% of the amount of
CO
2
eq established by the neutral Romania scenario;
o For the year 2050, the CO
2
eq project emission will be zero.
o The GHG emissions generated by the project are limited, in line with Romania’s
general objectives for 2030 and 2050, falling within the planned reduction trajectory.
Regarding the climate change adaptation, the sensitivity assessment was carried out
considering the evolution of climate variables of temperatures and precipitation for
Romania. Climate model forecasts include a series of changes in temperature and
precipitation patterns, a general trend of aridity and intensification of external
events. For the Neptun Deep project, all these elements were considered for all the
phases of the project, and all technical and organizational elements of the project
were designed and budgeted to ensure its resilience.
In case of Depogaz, for the Bilciurești project, the construction, assembly and operation phase
emissions were considered. Based on the assessment carried out, climate change associated risks are
considered minimal, according to the low sensitivity level related to climate change exposure. The
potential risks identified include emissions of combustion gases and methane during the construction
and operation period, but it was concluded that in the long term, the storage activity contributes to
national decarbonization efforts (by using gas as a transitional fuel, to replace coal).
The project implementation will trigger an increased security of supply by developing and diversifying
natural gas sources in South-Eastern Europe, ensuring better energy independence and covering the
risks of interruption of natural gas flows during peak consumption periods relative to different
scenarios.
61
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ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
For the other investment projects that required impact assessments, the identification of climate
risks was done from a qualitative perspective, taking into consideration only the most unfavorable
climate scenarios.
For the rest of the assets, physical climate risks are addressed by the Business Continuity Plan (BCP)
which considers:
Maintaining operational continuity;
Personnel protection / human resources;
Minimizing the safety risks and ecological impact;
Ensuring an efficient communication with all the parties involved;
Full restoration of operations as soon and efficient as possible in case of shortages.
Additionally, ROMGAZ Group maintains an inventory of GHG emission sources, both current (2024
operations 2024) and future (Neptun Deep project) emissions and through the decarbonization plan,
will evaluate the actual and potential impact on the climate, the physical risks in the adaptation
process and the transition risks, as well as ROMGAZ Group's financial opportunities.
The double materiality assessment highlighted that the material impact, both positive and negative,
is significant for this material topic and its related sub-topics, and the associated risks and
opportunities were identified.
The double materiality assessment (DMA) process is described in detail in ESRS 2 - General Disclosures
Section. In the absence of a decarbonization plan aligned with ESRS E1 Climate change
requirements, the impacts, risks and opportunities identified are not linked to such a strategy.
The climate-related impacts, risks and opportunities identified as material are detailed below:
62
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matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
IRO on climate change
Legend:
Type of impact: F = financial impact, M = material impact, MF = material and financial impact
Time horizon: A = current impact (reporting year), P = potential impact (medium and long term)
Source of impact: S = impact arising from strategy and business model, B = impact underpinning strategy
Material topic and
Material sub-topic
Location of
impact
Type
Source of
impact
Time
horizon
Positive impacts (I+)
Time
horizo
n
Negative impacts (I-)
Risks (R)
Opportunities
(O)
Climate change
Climate change
adaptation
Upstream,
own
activity,
downstrea
m
MF
S
P
ROMGAZ Group may have
a positive impact on
climate by starting the
process of developing a
decarbonization strategy
and a climate change
adaptation policy for
both its own
headquarters / buildings
and fleet and for its
subsidiaries (as far as
possible aligned with the
provisions of Paris
Agreement).
A, P
Extreme weather events may
have a negative impact on the
Company's workforce (working
in extreme temperature
conditions).
Risks to business
continuity and
infrastructure caused by
extreme weather events
and higher
temperatures (physical
risks).
Increase in insurance
premiums (transition
risks).
The company
encourages
climate change
adaptation and
mitigation
projects (see
measures
sections) by
implementing
green energy
projects.
Climate change
Climate change
mitigation
Upstream,
own
activity,
downstrea
m
MF
S
P
Through the investment
programs carried out,
ROMGAZ Group already
contributes to mitigating
climate change by:
-modernizing and re-
technologizing
equipment in operational
production to reduce
methane emissions. In
this way, the impact on
the environment and
people is reduced.
Increasing the efficiency
of the companies' vehicle
portfolio by gradually
replacing existing
vehicles with hybrid,
plug-in/electric models
can contribute to
A,P
ROMGAZ Group's business
model has a negative
impact on the environment
through GHG emissions
resulting from its own
activity or from the value
chain.
ROMGAZ Group's GHG
emissions contribute to the
greenhouse effect that
generates climate change
(both its own emissions
and from the value chain).
The lack of an internal
program to address the
management of carbon
emissions from the value
chain, currently generates
a higher negative impact
because suppliers are not
Significant financial and
operational effort to
align ROMGAZ Group's
objectives with
requirements at nation
al level (e.g., Romania's
Long-Term Strategy;
Romania's Integrated
National Energy and
Climate Change Plan
2021-2030; Romania's
Energy Strategy 2022-
2030 with a 2050
perspective; Romania's
National Hydrogen
Strategy and Action Plan
2023-2030; National Gas
Transmission System
Development Plan 2024-
2033; Romania's
National Recovery and
Resilience Plan) and at
international/European
63
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
reducing GHG emissions
and implicitly mitigating
climate change.
ROMGAZ Group
contributes to mitigating
climate change by
monitoring atmospheric
pollutants, according to
the requirements of
environmental permits,
which allowed for a good
level of compliance to be
established so far.
ROMGAZ Group
contributes to mitigating
climate change through
proactive (not reactive)
maintenance plans that
allow the reduction of
accidental GHG losses.
encouraged to reduce their
GHG emissions.
level (Paris Agreement,
European Green Deal)
(transition risk).
Financial risks
associated with possible
carbon taxes (transition
risk). Local
development of CO
2
storage is slow.
National infrastructure
adaptation and
technology acceptance
by customers and
communities is
necessary (transition
risk) without which
ROMGAZ Group cannot
move forward with local
CCS projects (transition
risk). Risks of losing
customers interested in
sustainability and public
image (transition risks).
Climate change
Energy
Own
activity
MF
S
A, P
Identify and implement
solutions to reduce
energy consumption of
administrative buildings
and increase energy
efficiency: solar energy
systems for self-
consumption and thermal
insulation of
administrative buildings.
ROMGAZ Group's
initiatives to reduce
energy consumption will
have a positive impact
on the company's carbon
footprint and contribute
to mitigating climate
change.
Increase trust among
communities by
A, P
Fossil fuel-based energy
contributes to GHG
emissions and promotes
climate change.
Rising fossil fuel prices.
Avoidance by financiers of
investments in
technologies/companies
that generate GHGs.
Inefficient use of
energy or failure to
use renewable fuel
can increase
operational costs or
those of value chain
partners.
(transition risk).
Volatility in fossil
fuel prices and
changing market
demands for
renewable energy
and low-emission
technologies
(transition risk).
Increasing
attractiveness
to investors by
demonstrating
commitment to
sustainability
and increasing
customer
satisfaction
and loyalty.
64
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matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
promoting the
importance of energy
efficiency.
The company did not use climate scenario assessment to determine the IROs.
The double materiality assessment took into consideration ROMGAZ Group’s business model and strategy; thus GHG emissions may arise from its own
operations as well as from the value chain. Other climate-related impacts that were assessed are those related to meteorological events and temporary
land use change but this impact was assessed as insignificant, while those related to water risks are addressed in ESRS E3 - Water and marine resources
Sections.
Total GHG emissions are calculated and presented in E 1-6.
65
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
3.3.2 E1-2: Policies related to climate change mitigation and adaptation
As this is the first year of reporting in accordance with ESRS, ROMGAZ Group does not have dedicated
policies for climate change mitigation or adaptation, nor for energy efficiency. The company intends
to update its policies addressing these topics but has not set a deadline for this process.
Romgaz
Romgaz maintains the certification of an integrated management system for environment, quality,
occupational health and safety (IMS) to ensure environmental compliance, including policies,
procedures, and responsibilities, particularly for emissions management. This system is supported by
the Policy Statement on Quality, Environment, Health, and Occupational Safety issued by the General
Director of Romgaz who is responsible for its implementation.
The monitoring and reporting of greenhouse gas (GHG) emissions are regulated through specific
instructions to ensure that emissions remain within legally permitted limits. Significant
environmental aspects (including GHG emissions) are integrated into the "Centralized Objectives
Document," while the necessary resources are included in the "Annual Investment Plan" and the
"Annual Procurement Plan."
Through the "Administration Plan," three strategic directions have been identified: reducing carbon
and methane emissions and implementing projects for renewable energy production.
The current measures provide a transitional framework for managing climate-related risks and
opportunities until the decarbonization plan is developed in 2025.
Depogaz
Currently, Depogaz does not have dedicated policies for climate change mitigation or adaptation and
has not set a deadline for their development. However, the company has an Energy Policy Statement
aimed at reducing energy consumption and, consequently, reducing GHG emissions.
Nevertheless, in accordance with current legal requirements, for development projects or
modifications to existing sites, the environmental impact assessment process also requires climate
risk and vulnerability evaluations. So far, for the projects analyzed, no additional measures have
been deemed necessary to enhance site resilience.
RBS
RBS currently carries out office activities and is in the process of developing a system of policies,
procedures, and instructions aligned with the specific nature of its current operations. This system is
being developed in stages as part of a continuous process of growth and improvement, aligned with
both the company's current and future business needs. At this time, there are no specific policies
covering the identified material topics, as the nature of office activities and the scale of operations
do not justify the existence of such policies.
For the Neptun Deep Project, as part of the impact assessment procedures, climate risks and
vulnerabilities have been identified and mitigated from the design phase to ensure the project's
resilience.
3.3.3 E1-3: Actions and resources in relation to climate change policies
Romgaz
Although there is no transition plan in place at this time, the Administration Plan approved by the
GMS in September 2023 includes a series of measures and actions aimed at reducing GHG emissions,
which are presented in the table below.
GHG reductions have not been quantified for all implemented measures for details, please refer to
the table below.
Considering that for 2024, the identified activities are not yet aligned with the technical criteria of
the EU Taxonomy, the capital and operational expenditures are included in the Annual Investment
Plan and the consolidated financial statements.
66
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Romgaz has identified and implemented a series of actions for energy efficiency, reducing fugitive
methane emissions, mitigating climate change, and adapting to its effects. The measures established
for managing the impact of emissions include:
Operational control;
Measurement and monitoring of emissions;
Staff training;
Conducting annual technical inspections, periodic checks, routine repairs, and major
overhauls of work equipment;
Preventing abnormal situations to limit uncontrolled methane gas losses;
Procuring high-performance equipment and installations with lower pollution levels;
Implementing the project: “Development of CTE Iernut by constructing a new combined-
cycle gas turbine power plant”;
Carrying out repairs, replacing defective fittings, and restoring seals (Natural Gas Production
Sections);
Updating and maintaining the "Monitoring-Measurement Register" application;
Monthly monitoring by the Environmental Protection Service at headquarters, with written
notifications sent to the Environmental Protection Service of the branch regarding any missing
information in the Monitoring-Measurement Register.
ROMGAZ Group supports the training and professional development of employees regarding the
company's objectives for reducing energy consumption and GHG emissions. Training programs are
part of the Annual Training and Professional Development Plan. More information about professional
training programs can be found in ESRS S1 - Own Workforce on page 118.
The main actions undertaken during the reporting year and those planned for the future are presented
below:
67
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matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Romgaz
Action 1
Action 2
Action 3
Action 4
Action 5
Action 6
Action 7
Actions taken and
planned
Development of CTE
Iernut by constructing a
new combined-cycle gas
turbine power plant
Parking
redevelopment at the
Romgaz site Medias,
by installing
photovoltaic panels
Installation of a
photovoltaic system on
the building of the
pump station - Iernut
Branch
Installation of a
photovoltaic system on
the building of the
micro-hydroelectric
power station - Iernut
Branch
Construction of a
approximately 40 MW
photovoltaic park at
SPEE Iernut
Acquisition of
equipment for the
detection and
measurement of
methane emissions
Modernization of the
lighting installation at
SC Mureș
Modernization of the
lighting installation at
SC Grebeniș
Modernization of the
lighting installation at
SC Sânmărtin
Decarbonization
Levers
Reduction of energy
consumption due to the
use of more efficient
technology.
Use of renewable
resources
Use of renewable
resources
Use of renewable
resources
Use of renewable
resources
Control and reduce
GHG emissions
Reducing energy
consumption
Scope of actions
Power generation - own
operations - reduce
resource use, reduce air
pollution, reduce GHG
emissions, reduce carbon
footprint.
Own activities -
ensuring green
infrastructure -
producing renewable
energy - reducing air
pollution, reducing
GHG emissions.
Own activities -
ensuring green
infrastructure -
producing renewable
energy - reducing air
pollution, reducing
GHG emissions,
reducing carbon
footprint.
Own activities -
ensuring green
infrastructure -
producing renewable
energy - reducing air
pollution, reducing
GHG emissions,
reducing carbon
footprint.
Own activities -
ensuring green
infrastructure -
producing renewable
energy - reducing air
pollution, reducing
GHG emissions,
reducing carbon
footprint.
Own production
activities - monitoring
methane emissions -
reducing methane
emission losses,
reducing carbon
footprint.
Own activities -
production - reducing
energy consumption
and thus reducing
carbon footprint.
Time horizon
2024 - 2025
2024 - 2026
2024 - 2027
2024 - 2027
2024 - 2026
2024
2024
Actions in 2024
Works in progress
Development of:
- Design brief
- Specifications
- Acquisition and
realization of
feasibility study
- Permitting
procedure
Development of
specifications.
Procurement of design,
installation,
maintenance of
photovoltaic systems
on micro-hydropower
roof.
Development of
specifications.
Procurement of design,
installation,
maintenance of
photovoltaic systems
on micro-hydropower
roof.
Development of
specifications.
Equipped with 7
equipment for the
detection and
quantification of
methane emissions.
Methane emission
monitoring (continuous
process).
Lighting modernization
works at SC Mureș, SC
Grebeniș and SC
Sânmărtin
Environmental
protection training.
Progress of actions
Work continues from
2024
Realized 100% of
what was planned for
2024 (Feasibility
Study).
Specifications were
developed and a
Contract was
concluded for "Design,
Specifications were
developed and a
Contract was
concluded for "Design,
purchase, installation,
Specifications have
been drawn up.
Award procedure
underway.
7 pieces of equipment
for the detection and
quantification of
methane emissions
were purchased.
Completed 75% of
modernization works
on lighting installations
at SC Mures
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matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Obtaining (partial)
approvals.
purchase, installation,
maintenance of
photovoltaic system on
the roof of the
pumping station
building and roof of the
micro-hydropower
plant building.
maintenance of
photovoltaic system on
the roof of the
pumping station
building and roof of the
micro-hydropower
plant building.
Completed 75% of
modernization works of
lighting installations at
SC Grebeniș
Completed 75% of
modernization works of
lighting installations at
SC Sânmărtin
Targets
Reduction of NOx
emissions compared to
the existing operating
situation of the Iernut by
about 72% after
commissioning of the
objective in 2025
Reduction of specific CO
2
emissions directly
generated by the
installations by 0.205
tCO
2
/MWh electricity
produced (0.565 in 2024,
and from 2025 this will
be 0.360).
Estimated decrease
of greenhouse gas
emissions by 50.99
tCO
2
eq/year and
obtaining 238,959,57
kWh/year of green
energy
No numerical targets
have been set for 2024.
The contract for
"Design, procurement,
installation,
maintenance of
photovoltaic system on
the roof of the
pumping station
building and the roof of
the micro-hydropower
plant building" was
signed at the end of
2024.
No numerical targets
have been set for 2024.
The contract for
"Design, procurement,
installation,
maintenance of
photovoltaic system on
the roof of the
pumping station
building and the roof of
the micro-hydropower
plant building" was
signed at the end of
2024.
No numerical targets
have been set.
Award procedure
ongoing.
7 equipment for the
detection and
quantification of
methane emissions
SC Sânmărtin - energy
saving - 2,26 toe/year
SC Mureș - energy
saving - 2,75 toe/year
SC Grebeniș energy
saving - 2,61 toe/year
Current financial
resources allocated to
the Action Plan
(Capex) and an
explanation of how
this relates to the
most relevant
amounts
Planned 348.656
thousand RON
Realized 209,847.01
thousand RON
The financial resources
allocated in 2024 can be
found in the
consolidated annual
financial statements,
within the fixed assets
additions note 12.
Planned 110 thousand
RON
Realized 55,980
thousand RON
The financial
resources allocated in
the year 2024 are
included in the
consolidated annual
financial statements,
within the fixed
assets additions note
12.
Planned 710 thousand
RON,
Realized zero
Contract concluded in
November 2024, with
36 months of
execution.
Planned 212 thousand
RON
Realized zero
Contract concluded in
November 2024, with
an execution term of
36 months.
Planned 25.619
thousand RON
Realized zero
Planned 3.500
thousand RON
Realized 3.219,14
thousand RON
The financial resources
allocated in 2024 can
be found in the
consolidated annual
financial statements,
within the fixed assets
additions note 12.
SC Mures
Planned 300 thousand
RON
Realized 736,60
thousand RON
SC Grebeniș
Planned 300 thousand
RON
Realized 14,68
thousand RON
SC Sânmărtin
Planned 300 thousand
RON
Realized
345,90 thousand RON
The financial resources
allocated in 2024 can
be found in the
69
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
consolidated annual
financial statements,
within the fixed assets
additions note 12.
Future financial
resources allocated to
the Action Plan
The 2025 PINV has not
been finalized.
The 2025 PINV has
not been finalized.
The value of the
contract concluded in
2024 is 445,47
thousand RON.
Total contract 512,04
thousand RON.
The value of the
contract concluded in
2024 is 66,57 thousand
RON
The 2025 PINV has not
been finalized.
Not the case.
The 2025 PINV has not
been finalized.
PPME Environmental Protection and Ecology Program
PINV Investment Plan
70
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Actions aimed at infrastructure integrity to prevent GHG emissions
The Romgaz infrastructure management system involves the implementation and application of
specific procedures designed to ensure the efficient maintenance of the natural gas infrastructure.
These procedures are detailed and classified according to the type of maintenance and specific
activity, and are essential to ensure the integrity and continuous operation of the natural gas
infrastructure, preventing and addressing any failures or accidents that could lead to the release of
GHG emissions into the atmosphere.
To enhance operational safety and energy efficiency, Romgaz conducts the following activities
annually:
Energy consumption analysis: As part of maintenance processes, energy consumption is
analysed annually. If opportunities to reduce specific energy consumption are identified,
upgrades are proposed and implemented.
Inspection and revision: A systematic program has been initiated for inspecting, verifying,
and revising electrical and mechanical installations at all Romgaz sites. This program aims to
ensure the correct and safe operation of these installations.
Fire detection and signalling: A program has been launched to install fire detection and
signalling systems for important sites where permanent staff is present. These systems are
essential for preventing and swiftly managing potential fires, ensuring the protection of
personnel and infrastructure.
For controlling fugitive or accidental GHG emissions, Romgaz implements inspection and maintenance
measures for natural gas pipeline routes. To record interventions, the company maintains a
maintenance register and remediation reports where applicable.
The actions presented have been planned and implemented at the level of Romgaz's own operations
and no actions have been implemented targeting the value chain.
Depogaz
Depogaz's actions regarding the reduction of GHG emissions from fugitive losses are not yet aligned
with the ESRS requirements, but they involve ensuring efficient maintenance. Thus, a series of
technical measures are continuously implemented, including:
Expert services for pressure vessels, pipelines, and lifting equipment;
Inspections and testing services for RI and IP ISCIR/CNCIR;
Services for overhauling, checking, and adjusting safety valves;
Periodic technical inspections (VTP) and maintenance of gas-consuming appliances;
Gas, smoke, and fire detection systems;
Maintenance of air conditioning units.
Specifically, the Bilciurești project contributes to reducing greenhouse gas emissions and pollutants,
in line with European decarbonization policies and the rising prices of ETS emission certificates. By
implementing the project, the role of natural gas as a transitional fuel is recognized.
RBS
RBS, as operational activities, carries out office activities and, therefore, aims to reduce electricity
consumption through staff training. Regarding the Neptun Deep project, it is currently in the
development phase. Neptun Deep is a project designed with a carbon footprint below the industry
average by adopting the most advanced technical practices available, alongside the use of cutting-
edge exploitation technologies. All productive infrastructure (onshore and offshore) will be newly
built. The production platform will generate its own electricity and is designed to operate at the
highest safety and environmental protection standards.
Regarding the implementation of projects for renewable energy production, the Administration Plan
targets the construction/acquisition of renewable energy production facilities (photovoltaic park)
with a total cumulative capacity of 180 MW by 2030.
The actions presented have been planned and implemented at the level of the company’s own
operations, and no actions have been implemented targeting the value chain.
71
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
3.4 Metrics and targets
3.4.1 E1-4: Targets related to climate change mitigation and adaptation
For the reporting year, no long-term GHG reduction targets aligned with the disclosure requirements
in ESRS E1 Climate Change have been set for any entity within the ROMGAZ Group (Romgaz,
Depogaz, and RBS). Therefore, the information required by requirement 34 and AR 23 and 24 of this
standard cannot be presented.
However, for some of the measures presented in section E1-3 Actions and resources related to climate
change policies, Romgaz has established indicators and project targets. These targets aim to reduce
GHG emissions from Scope 1 and Scope 2 and have been set as gross targets. The information is
included in the table in section E1-3: Actions and resources related to climate change policies on
page 63.
Stakeholder consultation was not conducted when setting these targets.
Project
Target set/planned
Achievement
Development of the Iernut CTE
through the construction of a new
combined-cycle thermoelectric
power plant with gas turbines
Reduction of NO
X
emissions compared to
the current operation of the Iernut CTE by
approximately 72%.
Reduction of specific CO
2
emissions
directly generated by the installations by
0.205 tCO
2
/MWh of electricity produced.
The project is still under execution
planned to be delivered in 2025.
Parking redevelopment at the
Romgaz headquarters through the
installation of photovoltaic panels
Estimated decrease in greenhouse gas
emissions by 50.99 tCO
2
eq/year
100% of what was planned for 2024
has been completed (Feasibility
Study).
Obtaining permits (partial).
Acquisition with equipment for
detecting and quantifying methane
emissions
Purchase of 7 equipment units for
detecting and quantifying methane
emissions.
100%
Modernization of lighting installation
SC Mures, SC Grebeniș and SC
Sânmărtin
SC Sânmărtin - energy saving - 2,26
toe/year
SC Mureș - energy saving - 2,75 toe/year
SC Grebenis - energy saving - 2,61
toe/year
The projects are under execution
planned to be delivered in 2025.
The decarbonization levers used for these projects are:
Energy efficiency;
Renewable energy production;
Monitoring, detection, and elimination of GHG emissions.
72
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
3.4.2 E1-5: Energy consumption and mix
Type of energy/2024
Romgaz
Depogaz
RBS
ROMGAZ
Group
(1) Fuel consumption from coal and coal products
(MWh)
0
0
0
0
(2) Fuel consumption from crude oil and petroleum
products (MWh)
45,950.57
400.86
18.38
46,369.81
(3) Fuel consumption from natural gas* (MWh)
3,444,623.59
145,564.89
75.77
3,590,264.25
(4) Fuel consumption from other fossil sources
(MWh)
0
0
0
0
(5) Consumption of purchased or acquired
electricity, heat, steam, and cooling from fossil
sources (MWh)
0
122.46
36.05
158.51
(6) Total fossil energy consumption (MWh)
(calculated as the sum of lines 1 to 5)
3,490,574.16
146,088.21
130.20
3,636,792.57
Share of fossil sources in total energy consumption
(%)
100%
72.45%
61.81%
98.49%
(7) Consumption from nuclear sources (MWh)
0
7,982.37
29.12
8,011.49
Share of consumption from nuclear sources in
total energy consumption (%)
0%
3.96%
13.82%
0.22%
(8) Fuel consumption for renewable sources,
including biomass (also comprising industrial and
municipal waste of biologic origin, biogas,
renewable hydrogen, etc.) (MWh)
0
0
0
0
(9) Consumption of purchased or acquired
electricity, heat, steam, and cooling from renewable
sources (MWh)
0
47,560.22
51.34
47,611.56
(10) The consumption of self-generated non-fuel
renewable energy (MWh)
0
0
0
0
(11) Total renewable energy consumption (MWh)
(calculated as the sum of lines 8 to 10)
0
47,560.22
51.34
47,611.56
Share of renewable sources in total energy
consumption (%)
0%
23.59%
24.37%
1.29%
Total energy consumption (MWh) (calculated as
the sum of lines 6, and 11)
3,490,574.16
201,630.80
210.66
3,692,415.61
Total ROMGAZ
2024
Non-renewable energy
production (MWh)
880,342.519
Renewable energy production (MWh)
0
Energy intensity based on net revenue
2023
2024
% 2024 / 2023
Total energy consumption from activities in high climate impact sectors per net revenue from activities in high
climate impact sectors (MWh/thousand RON)
ROMGAZ Group
-
0.4683
-
73
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
The year 2024, is considered the first reporting year under ESRS standards. Comparative data as
required by ESRS are therefore not presented.
Revenue breakdown 2024
ROMGAZ Group
Net revenue from activities in high climate impact sectors used to calculate
energy intensity
7,884,511 thousand RON
Net revenue (other)
44,925 thousand RON
Total net revenue (Financial statements)
7,929,436 thousand RON
*Note: The amount was calculated based on the company's revenues from the extraction and processing of natural gas and the
production of electricity from fossil gaseous fuels, as total net revenues minus total net revenues from activities in sectors
with a high climate impact.
3.4.3 E1-6: Gross Scopes 1, 2, 3 and Total GHG emissions
The year 2024 is the first year for which ROMGAZ Group has applied the ESRS E1 Climate change
requirements to calculate its carbon footprint. Therefore, a comparison with emissions calculated
and reported in the previous year cannot be provided. The emissions reported in previous years
followed an internal methodology, and comparing them with the results obtained for 2024 would not
be relevant.
SPEE Iernut holds Authorization no. 58/15.02.2021 for greenhouse gas emissions for the period 2021
2030. SPEE Iernut has a Greenhouse Gas Emissions Monitoring and Reporting Plan and prepares an
"Annual Greenhouse Gas Emissions Monitoring Report," which is validated by an independent
verification body. The Annual Greenhouse Gas Emissions Monitoring Report and the CO
2
Emissions
Validation Report are also evaluated/approved by the National Environmental Protection Agency
Climate Change Directorate. The CO
2
emissions monitoring report for 2024 has been externally
validated and approved, and the CO
2
emission certificates required for 2024 compliance have been
returned in accordance with applicable legal provisions. In 2024, only the 200 MW Unit No. 5 was
operational at SPEE Iernut.
Scope 1 GHG Emissions
The following assumption were considered for calculating Scope 1 emissions:
Stationary sources:
Natural gas consumption used for the operation of thermal power plants, recorded at all
Romgaz branches and subsidiaries, including the headquarters in Mediaș;
Fuel consumption (diesel and gasoline) used for the operation of stationary equipment
(generators, diesel pumps, etc.);
Fugitive methane emissions generated during natural gas extraction processes carried out by
the Mediaș, Tg. Mureș, and Buzău branches;
The amount of natural gas (2,725,470.82 MWh) used by the SPEE Iernut Branch for electricity
production. The emissions generated by the IMA 5 facility at the SPEE Iernut Branch, which
falls under the scope of the EU ETS, were calculated by SPEE Iernut representatives in
accordance with the requirements set out in Authorization no. 58/15.02.2021 regarding GHG
emissions for the period 20212030.
Mobile Sources:
Fuel consumption (diesel and gasoline) used for vehicle fleets owned or operated by each
Romgaz subsidiary and branches;
Fuel consumption (diesel and gasoline) used for non-road vehicles or mobile equipment
owned by Romgaz branches;
LPG consumption recorded for forklifts owned by the Depogaz subsidiary.
74
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
For vehicles acquired through leasing or rented by certain branches from other Romgaz
subsidiaries/branches, operational control over the rented vehicles was considered, and emissions
were accounted for under Scope 1 rather than Scope 3.
Fugitive Emissions:
Category/type of equipment containing fluorinated gases;
Number of equipment units owned by each branch/subsidiary;
Type of refrigerants used;
Quantities of refrigerants refilled in installations in 2024, which were considered equal to the
amount of fugitive emissions/leakages. This information was compiled from maintenance
reports.
The emission factors used were sourced from DEFRA 2024, IPCC AR6, and SPEE Iernut.
The year 2024 was the first in which Scope 1 emissions were calculated in accordance with the GHG
Protocol; therefore, no comparative data can be provided.
Scope 1 GHG emissions (tCO
2
eq)
2023
2024
% 2024 / 2023
Romgaz
Gross Scope 1 GHG emissions (tCO
2
eq)
-
860,506.20
-
Percentage of Scope 1 GHG emissions from regulated
emission trading schemes (%)
-
58.13%
-
Biogenic CO
2
emissions (from combustion or
biodegradation of biomass) - not included in GHG
Scope 1
-
0
-
Depogaz
Gross Scope 1 GHG emissions (tCO
2
eq)
-
57,442.13
-
Percentage of Scope 1 GHG emissions from regulated
emission trading schemes (%)
-
0%
-
Biogenic CO
2
emissions (from combustion or
biodegradation of biomass) - not included in GHG
Scope 1
-
0
-
RBS
Gross Scope 1 GHG emissions (tCO
2
eq)
-
19.37
-
Percentage of Scope 1 GHG emissions from regulated
emission trading schemes (%)
-
0%
-
Biogenic CO
2
emissions (from combustion or
biodegradation of biomass) - not included in GHG
Scope 1
-
0
-
ROMGAZ Group
Gross Scope 1 GHG emissions (tCO2eq)
-
917,967.70
-
Percentage of Scope 1 GHG emissions from regulated
emission trading schemes (%)
-
54.49%
-
Biogenic CO
2
emissions (from combustion or
biodegradation of biomass) - not included in GHG
Scope 1
-
0
-
Scope 2 GHG Emissions
For the calculation of Scope 2 emissions, the total electricity consumption (kWh) recorded at each
branch was considered, based on the contracted suppliers.
Emissions associated with energy consumption were calculated using both the location-based and
market-based methods. Since the emission factors for 2024 had not been published at the time of
the calculation, the 2023 emission factors provided by the contracted suppliers were used. Self-
supply situations were excluded.
The year 2024 was the first in which Scope 2 emissions were calculated in accordance with the GHG
Protocol; therefore, no comparative data can be provided.
Scope 2 GHG emissions
2023
2024
% 2024 / 2023
Romgaz
Gross location-based Scope 2 GHG emissions
tCO
2
eq
-
Included in
Scope 1
(Self-Supply)
-
Gross market-based Scope 2 GHG emissions
tCO
2
eq
-
Included in
Scope 1
(Self-Supply)
-
Biogenic CO
2
emissions (from the combustion
or biodegradation of biomass) - not included
in Scope 2 of GHG emissions
-
0
-
Depogaz
Gross location-based Scope 2 GHG emissions
tCO
2
eq
-
9,586.08
-
Gross market-based Scope 2 GHG emissions
tCO
2
eq
-
72.25
-
75
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Biogenic CO2 emissions (from the combustion
or biodegradation of biomass) - not included
in Scope 2 of GHG emissions
-
0
-
RBS
Gross location-based Scope 2 GHG emissions
tCO
2
eq
-
20.06
-
Gross market-based Scope 2 GHG emissions
tCO
2
eq
-
17.76
-
Biogenic CO
2
emissions (from the combustion
or biodegradation of biomass) - not included
in Scope 2 of GHG emissions
-
0
-
ROMGAZ Group
Gross location-based Scope 2 GHG emissions
tCO
2
eq
-
9,606.14
-
Gross market-based Scope 2 GHG emissions
tCO
2
eq
-
90.01
-
Biogenic CO2 emissions (from the combustion
or biodegradation of biomass) - not included
in Scope 2 of GHG emissions
-
0
-
Scope 3 GHG Emissions
The year 2024 was the first in which Scope 3 emissions were calculated in accordance with the GHG
Protocol; therefore, no comparative data can be provided.
Significant scope 3 GHG emissions
2023
2024
% 2024 /
2023
Romgaz
Total Gross indirect (Scope 3) GHG emissions
(tCO
2
eq)
-
9,864,242.99
-
1 Purchased goods and services
-
43,006.41
-
2 Capital goods
-
90,944.53
-
3 Fuel and energy-related Activities (not included in
Scope1 or Scope 2) based on Market
-
13,987.57
-
4 Upstream transportation and distribution
-
136.88
-
5 Waste generated in operations
-
522.48
-
6 Business traveling
-
352.18
-
7 Employee commuting
-
1,912.31
-
8 Upstream leased assets
-
-
-
9 Downstream transportation
-
408,890.45
-
10 Processing of sold products
-
2,148.06
-
11 Use of sold products
-
9,302,342.13
-
12 End-of-life treatment of sold products
-
-
-
13 Downstream leased assets
-
-
-
14 Franchises
-
-
-
15 Investments
-
-
-
Biogenic CO
2
emissions (from biomass combustion or
biodegradation) - not included in GHG Emission Scope 3
-
0
-
Depogaz
Total Gross indirect (Scope 3) GHG emissions
(tCO
2
eq)
-
15,865.40
-
1 Purchased goods and services
-
2,947.11
-
2 Capital goods
-
12,369.47
-
3 Fuel and energy-related Activities (not included in
Scope1 or Scope 2) based on Market
-
32.48
-
4 Upstream transportation and distribution
-
10.28
-
5 Waste generated in operations
-
113.66
-
6 Business traveling
-
217.91
-
7 Employee commuting
-
174.50
-
8 Upstream leased assets
-
-
-
9 Downstream transportation
-
-
-
10 Processing of sold products
-
-
-
11 Use of sold products
-
-
-
76
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
12 End-of-life treatment of sold products
-
-
-
13 Downstream leased assets
-
-
-
14 Franchises
-
-
-
15 Investments
-
-
-
Biogenic CO2 emissions (from biomass combustion or
biodegradation) - not included in GHG Emission Scope 3
-
0
-
RBS
Total Gross indirect (Scope 3) GHG emissions
(tCO
2
eq)
-
70,685.84
-
1 Purchased goods and services
-
70.59
-
2 Capital goods
-
70,599.67
-
3 Fuel and energy-related Activities (not included in
Scope1 or Scope 2) based on Market
-
9.52
-
4 Upstream transportation and distribution
-
-
-
5 Waste generated in operations
-
0.46
-
6 Business traveling
-
1.15
-
7 Employee commuting
-
4.44
-
8 Upstream leased assets
-
-
-
9 Downstream transportation
-
-
-
10 Processing of sold products
-
-
-
11 Use of sold products
-
-
-
12 End-of-life treatment of sold products
-
-
-
13 Downstream leased assets
-
-
-
14 Franchises
-
-
-
15 Investments
-
-
-
Biogenic CO
2
emissions (from biomass combustion or
biodegradation) - not included in GHG Emission Scope 3
-
0
-
ROMGAZ Group
Total Gross indirect (Scope 3) GHG emissions
(tCO
2
eq)
-
9,950,794.2
3
-
1 Purchased goods and services
-
46,024.11
-
2 Capital goods
-
173,913.66
-
3 Fuel and energy-related Activities (not included in
Scope1 or Scope 2) based on Market
-
14,029.57
-
4 Upstream transportation and distribution
-
147.16
-
5 Waste generated in operations
-
636.60
-
6 Business traveling
-
571.24
-
7 Employee commuting
-
2,091.25
-
8 Upstream leased assets
-
-
-
9 Downstream transportation
-
408,890.45
-
10 Processing of sold products
-
2,148.06
-
11 Use of sold products
-
9,302,342.13
-
12 End-of-life treatment of sold products
-
-
-
13 Downstream leased assets
-
-
-
14 Franchises
-
-
-
15 Investments
-
-
-
Biogenic CO
2
emissions (from biomass combustion or
biodegradation) - not included in GHG Emission Scope 3
-
0
-
Total GHG emissions
2023
2024
%2024/2023
Romgaz
Total GHG emissions (location based) (tCO2eq)
-
10,724,749.19
-
Total GHG emissions (market based) (tCO2eq)
-
10,724,749.19
-
Depogaz
Total GHG emissions (location based) (tCO2eq)
-
82,893.61
-
Total GHG emissions (market based) (tCO2eq)
-
73,379.79
-
77
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
RBS
Total GHG emissions (location based) (tCO2eq)
-
70,725.27
-
Total GHG emissions (market based) (tCO2eq)
-
70,722.97
-
ROMGAZ
Group
Total GHG emissions (location based) (tCO2eq)
-
10,878,368.07
-
Total GHG emissions (market based) (tCO2eq)
-
10,868,851.94
-
The reporting thresholds considered, the calculation methods for estimating greenhouse gas
emissions and the calculation tools applied for each significant GHG category in Scope 3 are presented
in the table below:
78
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Type
Reporting perimeter considered
Calculation methods for estimating GHG emissions
Applied calculation tools
Purchased goods and services
List of goods and services purchased by
each /subsidiary of ROMGAZ Group in
2024.
The emissions were calculated using the spend-based method.
Expenditures were classified based on the CPV (Common Procurement
Vocabulary) description and the Standard Industrial Classification
(SIC) categories published by the UK Government.
To avoid double counting, expenses related to certain service
categories that are not applicable (e.g., taxes, rent, etc.) or goods
and services already included in other emission source categories
were excluded from the lists of purchased goods and services. These
excluded expenses include fuel and utility costs (except water),
expenses for reserving transport capacities or transporting natural
gas, raw material transportation costs, and business travel expenses
including accommodation costs.
The RON to GBP conversion was performed using the average
exchange rate published by the National Bank of Romania (BNR) for
2024.
The emission factors published by
DESNZ and DEFRA in the
CarbonSaver application for the
year 2024 were used for each
category of goods, services, or
economic activities included in the
SIC list.
Capital goods
List of capital goods acquired by each
branch/subsidiary of ROMGAZ Group in
2024.
The emissions were calculated using the spend-based method.
Expenditures were classified based on the CPV (Common Procurement
Vocabulary) description and the Standard Industrial Classification
(SIC) categories published by the UK Government.
The emissions associated with the Neptun Deep project, in which the
RBS Subsidiary holds a 50% stake without operational control, were
also accounted for.
The emission factors published by
DESNZ and DEFRA in the
CarbonSaver application for the
year 2024 were used for each
category of goods, services, or
economic activities included in the
SIC list.
Fuel and energy-related Activities
(not included in Scope1 or Scope
2)
Quantities of fuels, natural gas and
electricity not included in Scope 1 and
2.
For fossil fuels (diesel and gasoline), upstream emissions (WTT) were
calculated.
For consumed natural gas, upstream emissions (WTT) were not
calculated in this category, as they were included in Scope 1
(Stationary Sources).
Upstream emissions (WTT) associated with self-supplied electricity
were included in Scope 1 (Stationary Sources), and therefore, they
were not included in this category.
For energy consumed from self-supply, emissions associated with
losses in the electricity transmission and distribution (T&D) network
were calculated and accounted for. For electricity purchased from
other suppliers (e.g., Hidroelectrica and Cotroceni Park), the
following emissions were calculated: Upstream emissions (WTT);
Emissions associated with electricity losses in the transmission and
distribution network (T&D loss); Upstream emissions associated with
energy losses in the transmission and distribution network (WTT of
T&D loss).
Upstream emissions for fossil fuels
were calculated using the emission
factors published by DEFRA for the
year 2024.
For calculating the upstream
emissions associated with the
quantities of energy consumed and
the losses recorded in the
transmission and distribution
network, emission factors were
used, calculated based on the
specific emission factors of the
contracted suppliers, in accordance
with the calculation formulas
published by DEFRA and the
International Energy Agency (IEA).
Upstream transportation and
distribution
Estimates made by the representatives
of the ROMGAZ Group
branches/subsidiaries regarding the
distances covered by couriers/carriers
contracted for the delivery of purchased
goods/products (e.g.: spare parts,
For the calculation of emissions generated by the transportation of
purchased goods and products, the assumption was made that the
delivery was carried out using N3 category freight vehicles (Heavy
Goods Vehicle - HGV).
According to the calculation
formulas published by DEFRA for
the year 2024.
79
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Type
Reporting perimeter considered
Calculation methods for estimating GHG emissions
Applied calculation tools
industrial equipment and machinery, IT
equipment, various food products, etc.)
Waste generated in operations
Data collected from the Waste
Management Records maintained at
each ROMGAZ Group subsidiary/branch:
Type/category of waste generated;
Waste code according to
Government Decision no. 856/2002;
Quantity generated [tons];
Treatment method
(disposal/recovery);
Treatment operation code for
recovery/disposal.
The categories of waste generated were classified based on their
nature into the waste categories published by DEFRA.
Emission factors were allocated based on the management method
(recovery/disposal).
According to the calculation
formulas published by DEFRA for
the year 2024.
Business traveling
For each branch/subsidiary of ROMGAZ
Group, information was provided on
business trips by plane (air
transportation), by other means of
transportation (transfers by taxi, Uber,
transfer companies, or train trips), and
accommodation in the country and
abroad.
For air transportation, both the distances travelled (km) and the
emissions were calculated using the ICEC (ICAO Carbon Emissions
Calculator) application developed by the International Civil Aviation
Organization.
Emissions associated with accommodation services were calculated
using the Hotel Footprinting Tool developed by GreenView.
For accommodation units where the classification was unknown, the
emission factor for the category "All hotels" was allocated.
For business travel using other modes of transport (passenger vehicles
or trains), representatives from ROMGAZ Group subsidiaries/branches
calculated the total distances travelled with each mode of transport
used.
The ICEC application developed by
ICAO
The Hotel Footprinting Tool
developed by GreenView
According to the calculation
formulas published by DEFRA, 2024
Employee commuting
The following information was provided:
- Total number of employees at ROMGAZ
Group level;
- average number of vacation days;
- number of days off granted according
to the CCM;
- amount of fuel settlements.
From the total number of working days in 2024 (252), the vacation
days (30) and the days off granted to each employee according to the
collective labor agreement (4) were subtracted:
252 - 30 - 4 = 218
ROMGAZ Group estimated that the average daily distance travelled by
each employee of the company is 10 km (round trip).
It was estimated that 80% of Romgaz employees and those of the
Depogaz subsidiary travel by their personal cars (50% diesel and 50%
gasoline), while the remaining 20% of employees use public
transportation (diesel bus).
The total distances were calculated by multiplying the number of
employees using each mode of transport by the number of working
days and the daily distance travelled.
Reimbursements recorded in accounting for personal car use were also
taken into account for employees traveling more than 5km
(558.502,00 RON), as well as reimbursements for transport used by
Romgaz employees for family visits (63.274,00 RON).
According to the calculation
formulas published by DEFRA for
the year 2024 and CarbonSaver
application.
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This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Type
Reporting perimeter considered
Calculation methods for estimating GHG emissions
Applied calculation tools
The emissions associated with the transportation for which
reimbursements were made were calculated using the spend-based
calculation method.
The RON to GBP conversion was performed using the average
exchange rate published by the National Bank of Romania (BNR) for
2024 (detailed on the Exchange Rate Page).
Downstream transportation
Information was provided on:
- Total quantity of natural gas, sold in
2024 (m3);
- transportation of by-products (well
condensate and crude oil) from the
generation/extraction site to the
processing facilities.
For determining the fugitive natural gas emissions from the
transmission network, the percentage of 0.44%, indicated in the 2023
Administrator’s Report published by Transgaz, was used as the "share
of gas consumption in the National Transmission System (SNT)."
The conversion from m
3
to tons was carried out using the density
provided by ROMGAZ Group representatives (0.0006844 t/m3).
CO
2
eq emissions were calculated using the methane emission factor
published by the IPCC in AR6.
The distances travelled for transporting condensate and crude oil
were calculated using the Google Maps application, based on
information provided by ROMGAZ Group representatives regarding:
the extraction site and the recipient - the processing facility. After
determining the distances for each route, they were multiplied by the
number of transport trips to determine the total distances.
According to the calculation
formulas published by DEFRA, 2024,
and IPCC AR6.
Processing of sold products
The total quantities of crude oil and
condensate delivered to processing
facilities.
The emissions generated from the processing and refining of the by-
products sold by Grupul ROMGAZ were calculated using the emission
factor published by one of the beneficiaries of these products, OMV
Petrom, in its 2023 sustainability report (0.25 tons CO₂eq/ton of crude
oil).
Since there is no information available regarding the emission
intensity from the refining process for Darogas OIL, which purchased
6.8% of the total condensate quantity generated by Romgaz, the same
emission factor published by OMV Petrom was used.
The OMV Petrom Sustainability
Report for the year 2023, page 140.
End-of-life treatment of sold
products
Total amount of natural gas sold in 2024
(m3)
The emissions generated from the use of natural gas sold by ROMGAZ
Group were calculated using the emission factor published by DEFRA
for the year 2024.
According to the calculation
formulas published by DEFRA for
the year 2024.
81
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
The table below presents the GHG emission categories from Scope 3 included in the inventory and
excluded from the inventory, along with a justification for the excluded categories.
Scope 3 GHG Emissions
Included/Excluded
Justification for exclusion
1 Purchased goods and services
Included
2 Capital goods
Included
3 Fuel and energy-related
Activities (not included in Scope1
or Scope 2) based on Market
Included
4 Upstream transportation and
distribution
Included
5 Waste generated in operations
Included
6 Business traveling
Included
7 Employee commuting
Included
8 Upstream leased assets
Excluded
For vehicles that are leased or rented inter-company,
operational control was taken into account, and emissions
were calculated under Scope 1, based on the recorded fuel
consumption.
9 Downstream transportation
Included
10 Processing of sold products
Included
11 Use of sold products
Included
12 End-of-life treatment of sold
products
Excluded
It does not apply to the product sold by ROMGAZ Group
(natural gas).
13 Downstream leased assets
Excluded
It is not applicable to the company, as it does not have
leased assets downstream.
14 Franchises
Excluded
It is not applicable to the company, as it does not have any
franchises.
15 Investments
Excluded
It is not applicable the investments made by ROMGAZ
Group have been included in Scope 3, Category 2 Capital
goods.
The year 2024 was the first in which the carbon footprint was calculated according to the GHG
Protocol, therefore comparative data cannot be presented.
GHG intensity per net revenue - ROMGAZ Group:
2023
2024
% 2024 / 2023
Total GHG emissions (location-based) per net
revenue (tCO
2
eq/thousand unit)
-
1.372
-
Total GHG emissions (market-based) per net
revenue (tCO
2
eq/thousand unit
-
1.371
-
Net revenue used to calculate GHG intensity
-
7,929,436 thousand
RON
-
Net revenue (other)
-
0
-
Total net revenue RON (in financial
statements)
-
7,929,436 thousand
RON
-
3.4.4 E1-7: GHG removals and GHG mitigation projects financed through carbon credits
During the reporting period, ROMGAZ Group did not develop or contribute to greenhouse gases (GHG)
absorption or storage projects. Also, no external projects for GHG mitigation or removals were
financed through the purchase of carbon credits.
The company does not own or did not use carbon credits during the reporting period and did not
make any public statements on GHG neutrality.
82
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
In the medium term, the ROMGAZ Group aims to adopt a Decarbonization Plan and to assess the
feasibility of injecting carbon dioxide into depleted gas fields, with a view to carbon and capture
storage services.
3.4.5 E1-8: Internal carbon pricing
ROMGAZ Group does not currently use an internal carbon pricing system.
3.4.6 E1-9: Anticipated financial effects from material physical and transition risks and potential
climate-related opportunities
ROMGAZ Group applies the principles of phased-in application, according to the provisions of Annex
C of ESRS 1, for the reporting of ESRS E1-9 requirement. Thus, at this stage, the Company does not
disclose detailed information on the anticipated financial effects from material physical and
transition risks, and potential climate-related opportunities.
The necessary information will be included in future reporting, as the processes and methodologies
for assessing these impacts will be developed and implemented. This approach ensures alignment
with the ESRS requirements, taking into account the group's current resources and processes.
83
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
4 ESRS E2 - Pollution
4.1 Interactions with other ESRS
The topic of pollution is interconnected with all the other environmental topics, such as climate
change, water and marine resources, circular economy and biodiversity, even if it these resulted as
non-material topic following the double materiality assessment process. At the same time, pollution
of air may have impact on the company’s own employees and on the community. Greenhouse gas
emissions represent ROMGAZ Group’s most significant impact on the air, and therefore the ESRS E1
Climate Change section covers this topic in detail.
Pollution of soil and pollution of water do not represent material topics for ROMGAZ Group. However,
water use issues are covered in ESRS E3 Water and marine resources, while process safety and
accident prevention, that might affect soil and water, are covered in ESRS S1 Own workforce
Health and safety.
4.2 Impact, risk and opportunity management
4.2.1 ESRS IRO-1: Description of the processes to identify and assess material pollution-related impacts,
risks and opportunities
Environmental impacts have been identified and evaluated based on assessment criteria, under
different operating conditions (regular, irregular and under reasonably foreseeable emergency
situations), according to the system procedure "Identification and assessment of environmental
aspects” and to the double materiality assessment performed in 2024.
The current and potential impacts related to pollution are closely linked to the business strategy and
model, as the activities of ROMGAZ Group generate emissions during the production and processing
of natural gas, as well as fugitive emissions.
The company manages pollution through an integrated approach covering all stages of its operations,
from the production, processing and transport of gas to the use and purchase of materials, products
and services. Key activities that generate material impacts, risks and opportunities related to
pollution include the following: natural gas extraction, drying, compression, storage, interventions,
samples of production, reequipments and additions to wells, special operations at wells, electricity
production, well drilling and purchase of goods and services.
ROMGAZ Group identified its pollution-related impacts through the double materiality assessment
accomplished according to the requirements of the ESRS standards. The process covered both the
company’s own operations, as well as its value chain. The double materiality assessment included:
Consultation of internal and external stakeholders, including local communities, regulatory
authorities and business partner, through the distribution of questionnaires. This process
enabled feedback collection on environmental impact perception, community concerns and
expectations related to the pollution related measures.
Identification and assessment of pollution related risks.
Assessment of the opportunities related to pollution reduction.
Following the double materiality assessment process, "Pollution of air” has been identified as a
material topic for ROMGAZ Group. According to the assessment, the material impact, both positive
and negative, is significant for this material topic taking into account all the company’s assets.
Although the associated risks and opportunities have been taken into consideration in the double
materiality assessment process, they have not been evaluated/identified as material.
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This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
IRO on Pollution of air
Legend:
Type of impact: F = financial impact, M = material impact, MF = material and financial impact
Time horizon: A = current impact (reporting year), P = potential impact (medium and long term)
Source of impact: S = impact arising from strategy and business model, B = impact underpinning strategy
Material Topic and
sub-topic
Location of
impact
Type
Source of
impact
Time
horizon
Positive impacts (I+)
Time
horizon
Negative impacts (I-)
Risks
(R)
Opportunities
(O)
Pollution
Pollution of air
Upstream,
own
operations,
downstream
M
B
A and P
A
Impacts generated by the large amounts
of non-GHG air pollutants including SOx,
NOx, non-methane volatile organic
compounds (NM-VOCs). They may arise
from own operations and during the
production and manufacture of materials
and products purchased and used by the
company.
Air pollution causes acute health
problems, contributing to heart and lung
disease, strokes, respiratory infections
and neurological disorders, both for the
company’s own workers and for the
communities where the Company
operates.
Children, the elderly and the vulnerable
are disproportionately affected by these
emissions, as are local communities
adjacent to operational sites.
Air pollution can cause and may have
negative effects on fauna and flora.
Air pollution may accidentally occur
because of technical flaws or human
errors.
-
-
85
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Consultations regarding the impact on the environmental and people are conducted also in
accordance with applicable legal requirements and internal procedures as follows:
For new projects and programs with significant environmental impact, according to the current
legislation in force, ROMGAZ Group shall prepare the environmental impact assessment, after
which the public shall be informed and involved in the environmental impact assessment
procedure. This process includes public debates organized to analyse the proposed activities and
their consequences on the environment, thus facilitating the involvement of local communities
and other stakeholders.
In carrying out existing activities or extending them, the Society requires and obtains, where
appropriate, Environmental Authorizations or Integrated Environmental Authorizations, as
required by law. The process of obtaining such regulatory acts also involves public debates, which
provide an opportunity for interested parties to contribute comments on its work and
environmental impact.
ROMGAZ Group informs the public on a quarterly basis of the consequences of its activities on the
environment by publishing the relevant information on the Company’s official website available at
https://www.romgaz.ro/mediu.
4.2.2 E2-1: Policies related to pollution
ROMGAZ Group does not currently have a specific policy on air pollution, but the Integrated
Management System Policy (IMS) aims at achieving the objective of pollution prevention, including
air pollution. According to the ISO 14001:2015 requirements, ROMGAZ Group has set environmental
objectives. They are to be identified in the Objectives Document”, elaborated in accordance with
the Objectives Management procedure, also covering air pollution. ISO 14001:2015 system covers
air pollution issues at both Romgaz and Depogaz.
Due to the specific nature of its activity (office work), there was no policy for RBS to cover this topic
during the reporting year.
The IMS policies of Romgaz and Depogaz are aligned, and therefore the information mentioned below
is applicable to both entities.
The primary responsibility for the implementation and monitoring of the IMS components, including
those related to air pollution, lies with the General Director of the Company. Its recertification occurs
every 3 years and the supervisory audit takes place annually, ensuring that all the activities and
processes comply with the legal regulations and requirements of the integrated management system.
The integrated management system supports the fulfilment of the mission by setting up certain
objectives. In relation to environmental protection, these objectives are:
pollution prevention and reduction of the undesirable effects of ROMGAZ Group operations
on the environment;
continuous monitoring and systematic assessment of the processes carried out, to ensure
their efficiency and effectiveness;
each employee’s responsibility in relation to their personal contribution to the performance
of the integrated quality, environmental, health and safety management system;
the adoption of best operating practices and the imposition of the same standards on the
company’s contractors and suppliers.
To prevent environmental pollution and reduce environmental impact, the environmental issues
related to the activities, products and services of ROMGAZ Group were identified and assessed.
The environmental issues identified under the "Environmental Management System" procedure are
monitored according to the "Monitoring and Measurement procedure and to the operational
procedures/working instructions in force.
The compliance with the requirements set by law or by the environmental permits is assessed
internally, within the environmental inspections according to the Environmental Inspection
instruction and during the IMS audits, according to the "IMS Internal Audit” procedure, and externally
as part of the controls performed by the relevant control authorities. Internal inspections are
structured as follows: identification of authorized sites, elaboration of the plan and checklist specific
to the activity under inspection, conduct of inspections and reporting of results.
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This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
The Environmental Protection Services within ROMGAZ Group plan the measuring monitoring
activity of the environmental factors, according to the requirements set by the applicable regulatory
acts. For this purpose, the Planning of the monitoring measurement activity of environmental
factors” form is elaborated at subsidiary and branch level.
Monitoring results (which may vary in frequency according to regulatory requirements,
daily/monthly/quarterly/semi-annually/yearly) are documented in the test reports issued by the
competent laboratories and included in the Environmental Factor Monitoring-Measurement
Register and posted on the company's intranet and online.
The procedures for the identification and assessment of compliance, monitoring and measurement
of environmental factors, monitoring and reporting of emissions into the air, environmental reporting
and control of non-compliances and corrective actions are an integral part of the management
system.
Air pollution may accidentally occur because of technical failures or human errors and ROMGAZ Group
shall apply the Emergency Preparedness and Response procedure to manage such situations. This
means identifying critical points that could cause potential accidents, developing contingency plans
and setting up intervention teams.
In the event of accidents having an impact on the environment, internal and external communication
shall be ensured in accordance with the Communication and Emergency Preparedness and
Response" procedures to ensure a transparent flow of information.
When establishing the Policy Statement on Quality, Environment and Occupational Health and
Safety”, ROMGAZ Group considered the stakeholders, who are consulted whenever required by the
law, while the policy is accessible through several channels:
For employees it is displayed on the Company’s internal website and supported by training
sessions, according to the Environmental Training instruction and whenever it is revised;
For the public and other stakeholders the policy is published on the official website of Romgaz;
For contractors and suppliers, before commencing any work performed by third parties for, or on
behalf of the Company, they shall be trained in the environmental requirements included in the
contracts as well as in the Integrated Management System (IMS) policy.
Environmental complaints may be submitted by any interested party by e-mail using the addresses
secretariat@romgaz.ro, comunicare@romgaz.ro, available on the Company’s external website.
The heads of organizational units receiving external environmental complaints are required to
provide a copy of the complaint to the Environmental Protection Service/Office/Department
(headquarters/branch) to assess and open a non-conformities (where applicable), in accordance with
the Non-Compliances Control procedure. The communication on environmental complaints is
governed by the "Communication" system procedure, based on which all complaints are properly
managed and appropriate measures are adopted to address them, thereby contributing to the
continuous improvement of the Company’s environmental performance.
RBS is developing a system of policies, procedures and instructions, aligned with the specificities of
its current business. This is developing gradually, being a continuous process of development and
improvement, linked to both the company's current and future business needs. The Integrated
Management System is to be aligned with the Romgaz Integrated Management System, but no precise
deadline has been set.
For the value chain, the Company establishes for each acquisition the environmental requirements
which the suppliers must comply with, according to the "Establishing occupational health and safety,
environmental protection and emergency requirements when purchasing products, services, works.
Contractors and suppliers must comply with the environmental requirements stipulated in the
contracts as well as with the IMS Policy.
Before the execution of contracts, the existence of the mandatory documents required at the
tendering stage is checked (e.g.: environmental permit), as well as of the binding documents to be
submitted by the winning bidder after the result of the tender procedure has been communicated
(subcontractors’ environmental permits, contracts for waste recovery/disposal, contracts for take-
over and disposal of waste water, road transport certificates/authorizations etc.). The person
87
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
appointed to monitor contract implementation shall ensure compliance with the contractual
requirements, including the environmental protection related ones.
4.2.3 E2-2: Actions and resources related to pollution
ROMGAZ Group’s activities in the field of the environment and air management are governed by the
GOE No. 195/2005 on environmental protection, as further amended and completed, and in
accordance with the Water Law No. 107/1996, as further amended and completed.
Romgaz and Depogaz undertook the following actions in 2024 to manage and reduce air pollution
from their own operations.
Since RBS only performs office activities, there currently are no actions taken to address air pollution.
Romgaz
Action 1
Action 2
Action 3
Actions taken and
planned
Identification of the
environmental legal
requirements applicable to
procurement
Removal of uncontrolled wells
condensate losses
Performing environmental
inspections
Scope of actions
Environmental protection -
prevention of pollution of
air
Environmental protection -
prevention of pollution of water,
air and soil at the level of
production branches (objective set
from the level of the General
Director)
Environmental protection
Maintaining compliance
with regulatory acts
(objective set from the
level of the Deputy
General Director to the
Environmental Protection
Department)
Time horizon
2024
2024
2024
Main actions and
results
Identify, draft and send the
requirements to the
beneficiary entities, to be
included into contracts
100% compliance with legal
environmental
requirements, including
those related to air
pollution
Seal the collection systems
Accomplish the repair program
On-the-spot check of the wells
reflow graph, impurity calibration
mode, condensation collection and
delivery
0 wells condensate losses
All these measures are necessary
because the wells condensate is
easily volatile, generating
atmospheric pollutants.
Plan the internal
environmental inspections
which also cover air
pollution issues.
Romgaz monitors air
pollutants in accordance
with the environmental
requirements imposed by
the authorizations.
Conduct of inspections,
reporting on the results of
inspections
Target:90% inspections
accomplished out of the
ones planned
Progress of actions
Done
100% environmental
requirements, including
those related to air
pollution, transmitted
correlated with the
environmental
requirements at Romgaz
headquarters
The objectives are included in the
2024 Objective Document.
Done 100% - zero well condensate
losses
Target reached.
Current financial
resources allocated to
the Action Plan
(CapEx) and an
explanation of how
they relate to the
most relevant
amounts
Not applicable
-
Not applicable.
Future financial
resources allocated to
the action plan
Not applicable
-
Not applicable
To effectively manage potential emergencies situations, Romgaz has implemented emergency
response measures in case of accidental pollution. In the sites generating potential environmental-
related accidents, the personnel shall be trained and Intervention Plans (PIAE) displayed and tested
as planned. At the same time, intervention teams are trained to promptly respond, all these actions
88
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
being carried out in accordance with the system procedure Emergency Preparedness and Response
procedure. They are carried out according to the legal requirements in force.
In Romgaz, emissions from the combustion of natural gas in gas drying stations, natural gas
compression, well and thermal-central heating are measured according to the monitoring plan. EPRTR
emissions and the inventory of air emissions are reported according to Ministry of Environment Order
No. 3299/2012.
The company uses a Register of Non-Compliances that is found on the company's intranet, in which
all non-conformities, corrective actions, implementation deadlines and persons in charge with
enforcement/follow-up are established.
Awareness-raising actions
Under the Environmental Training instruction, employees with specific pollution related
responsibilities are trained in the prevention of air pollution. The training is carried out annually for
the employees of SPEE Iernut, Physico-Chemical Research and Analysis Laboratories, Foaming Agents
Micro-production, Gas Quality and Measurement Service, Metrology Laboratory, Gas Drying Station
Operation Office, Project Service for Noise Rehabilitation and Danes Sewage Treatment Plant. The
results of the training are recorded in the individual training records.
The Drill Supervisory Team is informing the Environmental Protection Service about the start of the
drilling works, in order for the latter to notify the competent authorities, as appropriate. The drill
surveillance team is also:
Monitoring the execution of the works throughout their lifetime, including compliance with
the air pollutant related requirements set in the contract and environmental regulatory acts
(environmental approval or environmental assessment decision phase, environmental permit,
water management approval or permit etc.);
Ensuring that, when the performance of the work is started, the provider’s personnel is
trained on the air pollutant requirements set in the tender book/contract and in Romgaz
Quality, Environmental and Occupational Health and Safety Policy Statement;
Shall immediately notify the Environmental Protection Service if, in the course of the work,
it becomes aware of non-compliances with the environmental requirements, including the
air pollution related ones, specified in the contract and/or in environmental regulatory acts.
At the end of the contracts, the persons appointed to monitor the implementation of the contracts
shall complete the "Primary/Final Acceptance Document, also mentioning deviations from
compliance with occupational safety and health rules, PSI and environmental protection legislation,
including on air pollution prevention, where applicable.
At Iernut, to minimize environmental impact and for operational efficiency, facilities and techniques
considered "Best Available Techniques" (BAT) are operational as follows:
Efficient Combustion System: Use advanced combustion technologies to maximize energy
efficiency and reduce NO
X
and SO
2
emissions burning in layers, which allows more uniform
combustion;
Emission Control Systems: Installation of filters and flue-gas desulphurization systems to
reduce pollutant emissions. These facilities contribute to compliance with European
environmental regulations;
Heat Recovery: Use of heat recovery turbines (HRSG) to improve the overall efficiency of the
plant, transforming the excess heat into electricity;
Monitoring and Control Systems: Implement advanced real-time sensor monitoring systems to
ensure consistent compliance with environmental standards and optimize operational
processes;
Use Of Natural Gas: As a main source of fuel, natural gas generates lower emissions compared
to other fossil fuels, contributing to a lower environmental impact;
Energy Efficiency Technologies: Implement solutions such as state-of-the-art gas turbines
that provide greater efficiency for energy conversion, thus reducing fuel demand.
Air pollution related indicators (NO
X
, SO
X
, NM-VOCs) shall be monitored according to the applicable
legislation. The results are presented in the Monitoring - Measurement Registry, available on the
intranet of Romgaz.
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This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
During 2024, Romgaz did not identify locations where air pollution was a significant problem.
Romgaz is making the data on air pollution public through the quarterly publication of the values
measured and noted in the Environmental Factors Measurement Monitoring Register on the
Company’s website: https://www.romgaz.ro/factori-de-mediu.
During the reporting year, the monitoring of air pollutants, as required by environmental permits,
allowed for the setting of a compliance level with emissions.
Depogaz
For Depogaz, the activities carried out in 2024 included:
Depogaz
Action 1
Action 2
Actions taken and planned
Purchase of powders analyzer
Purchase of a flue-gas analyzer
Scope of actions
Emission monitoring
Emission monitoring
Time horizon
2024
2024
Main actions and results
The powders analyzer was purchased
and measurements done.
The flue-gas analyzer was purchased
and measurements were done.
Progress of actions
n/a
n/a
Description of the type of financial
resources and other current and
future allocated resources for the
action plan
Human resources
Information resources
Financial resources under the 2024
Investment Plan
Human resources
Information resources
Financial resources under the 2024
Investment Plan
Current financial resources
allocated to the Action Plan
(CapEx) and an explanation of how
they relate to the most relevant
amounts
Powders analyzer value = RON 46,325
VAT excluded
The resources are included in the
annual investment plan.
The financial resources allocated in
2024 are mentioned in the consolidated
annual financial statements, within the
additions of fixed assets note 12.
Flue-gas analyzer value = RON 18,950
VAT excluded
The resources are included in the
annual investment plan.
The financial resources allocated in
2024 are mentioned in the
consolidated annual financial
statements, within the addition of
fixed assets note 12.
Future financial resources
allocated to the action plan
0
0
In 2024, Depogaz did not register any complaints and was not sanctioned for air pollution.
Environmental complaints may be submitted by any interested party on the following e-mail address
secretariat@depogazploiesti.ro, available on Depogaz website.
4.3 Metrics and targets
4.3.1 E2-3: Targets related to pollution
Under the “Objective Management” procedure, the objectives, including actions, performance
indicators and targets shall be set annually and documented in the "Annual Objective Document".
Their completion degree shall be reported on a semi-annual basis and the resources necessary to
achieve these objectives are set out in the Annual Investment Plan and the Annual Procurement Plan.
Objectives shall cascade from the General Director/Deputy General Director down to the level of the
organizational unit.
According to Romgaz objectives setting procedure, no long-term targets, but only annual targets,
have been defined. For 2024, the company set and reached the following targets on air pollution
prevention:
100 % compliance with legal environmental requirements;
Zero wells condensate losses;
Zero non-compliant analysis reports;
100 % monitoring carried out/planned;
90 % inspections accomplished from the planed ones;
Zero non-compliance reports.
No targets were set for Depogaz for 2024, but the company monitored 100% of the environmental
factors required in environmental permits. The values recorded for each monitored indicator are
within the maximum permitted limits specified in the regulatory acts according to the test reports.
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ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
In the case of RBS, given that it only carries out office activities, there are currently no targets to
address air pollution.
4.3.2 E2-4: Pollution of air, water and soil
Air pollution
For air pollution, Romgaz monitors emissions of air pollutants (SOx, NOx and NM VOCs) from
technological installations, including gas drying stations, natural gas compression stations and
thermal power plants. Emissions shall be reported according to the regulations of the EPRTR and the
Pollutant Emission Inventory in the atmosphere and corrective measures shall be implemented if legal
values are exceeded.
The EPRTR reporting is carried out based on the following national legal requirements:
Resolution No. 140 of 6 February 2008 establishing certain measures for the application of
the Regulation No. 166/2006 of the European Parliament and of the Council concerning the
establishment of a European Pollutant Release and Transfer Register (EPRTR);
Regulation No. 166/2006 of the European Parliament and of the Council of 18 January 2006
concerning the establishment of a European Pollutant Release and Transfer Register and
amending Directives;
Law No. 112 of 14 April 2009 for the ratification of the Protocol on the Register of Pollutant
Release and Transfer, signed by Romania at Kiev on 21 May 2003, to the Convention on access
to information, public participation in decision-making and access to justice in environmental
matters.
The information required to be transmitted by Romgaz to the "National Air Pollutant Emissions
Inventory is prepared based on the CORINAIR-EMEP/EEA Guide for air pollutant emission inventory,
available on the website of the National Environmental Protection Agency.
The quantities of air pollutants are calculated for each pollutant using emission factors, natural gas
consumption and lower calorific value of natural gas (emission factor x natural gas consumption x
lower calorific value of natural gas).
The emission factors used are those provided by EMEP/EEA 2023, according to Table 3.8, which
includes Tier 1 emission factors for source category NFR 1.A.4.a/c, 1.A.5.a, using gaseous fuels
(1.A.4.a.i, 1.A.4.b.i, 1.A. a.4.c.i, 1.A.5.a). The emission factors in Table 3.4 shall also be used,
including include Tier 1 emission factors for source category NFR 1.A.4.a/c, 1.A.5.a, using gaseous
fuels (1.A.4.a.i, 1.A.4.b.i, 1.A.4.c.i, 1.A.5.a.) for low combustion.
The measurement/calculation methodologies for environmental indicators, including those related
to air pollution, are those required by legal requirements. They did not change during the reporting
period.
Pollutant emitted into
the air
Romgaz (without
Iernut) (kg)
Iernut (mg/Nmc)
Depogaz (kg)
RBS (kg)
SO
2
(sulfur dioxide)
1,454.62
0
0
0
NOx (oxides of
nitrogen)
274,107.97
78.608
0
0
NM-VOC (non-methane
volatile organic
compounds)
7,978.73
0
0
0
The total amount of pollutants monitored at Romgaz level adds the pollutants on sites where the
thresholds imposed by Directive 2010/75/EU and Regulation (EC) No. 166/2006 are not exceeded.
However, according to local legal requirements, the Company monitors and reports these quantities,
even if the recorded values do not exceed the limits imposed by European legislation.
Depogaz is not legally required to report as required by the EPRTR.
In the case of RBS, given that it only carries out office activities, no air pollution indicators were
monitored.
91
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ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
4.3.3 E2-6: Anticipated financial effects from pollution-related impacts, risks and opportunities
ROMGAZ Group applies the phased-in provisions of Appendix C of ESRS 1 for the ESRS E2-6 requirement
on the anticipated financial effects of pollution related risks and opportunities.
Thus, in the first reporting year under the ESRS standard, ROMGAZ Group will not provide the
information set by this requirement, using the option available in this respect. This approach reflects
the need to develop internal processes, monitoring tools and infrastructure necessary to meet the
more complex requirements of ESRS in the coming years.
92
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
5 ESRS E3 - Water and marine resources
5.1 Impact, risk and opportunity management
5.1.1 ESRS 2 IRO-1: Description of the processes to identify and assess material water and marine
resources-related impacts, risks and opportunities
The actual and potential impacts and risks related to water resources are closely linked to ROMGAZ
Group's business strategy and model and the company's actions are aimed at minimizing negative
impacts, reducing risks and identifying opportunities to protect these resources.
In 2024, in the double materiality assessment, the internal procedures and instructions on
environmental protection (system procedure ‘Identification and Assessment of Environmental
Aspects’), as well as the provisions of the ESRS in relation to the identification of material risks,
opportunities and environmental impacts, were taken into account. The analysis involved the
assessment of direct and indirect impacts on water resources both in its own operations and
throughout the value chain, using criteria such as their scale, severity and remediability, as well as
the identification of associated risks and opportunities.
The double materiality assessment included:
Consultation, via questionnaires, with internal and external stakeholders, including local
communities, regulators and business partners;
Identification and assessment of risks related to the use of water resources;
Analysing opportunities to reduce water consumption and modernize wastewater treatment
technologies.
Thus, two material topics of importance for ROMGAZ Group have been identified: water consumption
and water discharge, as follows:
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matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
IRO on Water and marine resources
Legend:
Type of impact: F = financial impact, M = material impact, MF = material and financial impact
Time schedule: A = current impact (reporting year), P = potential impact (medium and long term)
Source of impact: S = impact arising from strategy and business model, B = impact underpinning strategy
Material sub-topic
and
Material sub-sub-
topic
Location of
impact
Type
Source of
impact
Time
horizon
Positive impacts (I+)
Negative impacts (I-)
Risks (R)
Opportuniti
es (O)
Water resources
Water consumption
Upstream,
own
operation,
downstream
M
S
A
The implementation of the water
recirculation system at Iernut and the
utilization of technologies to reduce
consumption.
-
-
-
Water resources
Water discharge
Upstream,
own
operation,
downstream
M
S
A, P
By monitoring the quality of wastewater
as required by law, ROMGAZ Group
contributes to reducing water pollution by
ensuring compliance with environmental
regulations.
By operating wastewater treatment
plants for their own sites, ROMGAZ Group
reduces the environmental impact by
ensuring that water is treated before it
returns to the natural environment and
complies with the rules for protecting
water resources and protecting
biodiversity.
Provision of water treatment services for
local communities (Daneş)
-
-
-
94
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
5.1.2 E3-1: Policies related to water and marine resources
ROMGAZ Group does not have a policy specific to each material sub-topic identified regarding water
resources, but the Integrated Management System Policy aims to achieve the objective of reducing
the unwanted effects of the company's operations on the environment. The company is certified ISO
14001:2015 and thus ROMGAZ Group integrates environmental management practices into its
operations.
The ISO 14001:2015 system is applied to both Romgaz and Depogaz so that the information set out
below on policies covers both entities.
RBS currently carries out office activities and is developing a system of policies, procedures and
instructions, aligned with the specificities of its current business. It is developing gradually and is in
a continuous process of development and improvement, linked to both the company's current and its
future business needs. The Integrated Management System is to be aligned with the Romgaz
Integrated Management System, but an exact deadline has not been set.
The primary responsibility for the implementation and monitoring of the components of the
integrated management system, including those related to water resource management, lies with
the General Director of the Company. The recertification of the system takes place every three years,
and the auditing process is run every year.
The management of interaction with water is carried out using the following internal procedures and
instructions:
“Identification and assessment of environmental aspects”, which govern the identification
and assessment of environmental impacts, including that on water;
“Monitoring and measuring environmental factors”, which also defines actions to ensure
compliance with quality parameters set out in water management
authorizations/environmental permits;
“Measurement, collection, transport and disposal of produced water”, which lays down rules
for the management of produced water in extraction and injection processes;
“Waste management”, which regulates the collection, temporary storage, transport,
recovery and disposal of waste, including liquid waste, without creating contamination risks
for air, water, soil, fauna or flora;
Operation of the Targu Mures Water Treatment-Plant Station;
Water treatment in the Danes mechano-biological treatment plant.
Through the integrated management system, environmental and water management permits,
ROMGAZ Group manages water resources for the purpose of compliance with its quality indicators,
as well as the protection of ecosystems and human health. The company seeks to prevent the supply
of pollutants to surface or groundwater by complying with the limit values allowed for water quality
indicators when discharged into the natural environment or the sewage network.
At the same time, in accordance with the procedures/instructions within the certified Integrated
Management System (IMS):
Personnel are trained in the requirements of SMI documents, including rules on water
consumption reduction and pollution reduction;
The discharge of wastewater whose indicators exceed the values set out in the regulations
and related legislation is prohibited;
Internal environmental inspections are carried out in accordance with the quarterly plans
verifying compliance with the applicable legal requirements in the field of water;
The impact of the activity on surface and groundwater, including through well monitoring, is
monitored according to the frequency required by the authorizations (as described in the
following subparagraph).
According to internal policies, procedures and instructions, ROMGAZ Group is ensuring the
management of sanitary, technological, rainwater, groundwater and produced water, quantitative
and qualitative reporting of sampling reports, the volumes of industrial and sanitary water, the
volume of reinjected produced water. Monitoring of water quality is carried out through test reports
issued by own and external approved laboratories, based on the internal monitoring plan and the
95
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ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
requirements of the authorities. The results are entered into the Electronic Measurement Monitoring
Register. The monitoring frequency depends on regulatory requirements:
daily/monthly/quarterly/semi-annually/annually.
Exceeding the values of the indicators monitored for the water environmental factor constitutes non-
compliance and once the overrun has been noted, it must be documented by opening a Non-
Compliance Report and Corrective Actions, which should record corrective actions, responsibilities
and deadlines for their implementation. The follow-up and closure of non-compliances should be
carried out in accordance with the ‘Control of Non-Compliances and corrective actions’ procedure.
In 2024, during internal environmental inspections, two non-compliances related to water were
identified:
a referral on water pollution and thus a breach of the environmental laws and/or regulations
for which a fine of RON 12,500 was imposed. At the South Corunca Natural Gas Production
Formation, an environmental incident was caused by the advanced corrosion of the produced
water pipeline at the gas rig Corunca South 40, resulting in produced water leaks in the
Vatman stream. Romgaz intervened to remedy the causes of the incident, replacing the
damaged pipeline and thus ensuring that future leaks are prevented;
non-compliance with the legal obligation to register a domestic wastewater treatment system
at the local administrative unit.
The volume of water used by ROMGAZ Group is based on the needs approved through the water
management authorizations for each site and based on the water supply subscriptions/contracts.
With regard to pollution prevention and compliance with quality requirements, values monitored for
effluents are required to comply consistently with the limitations imposed by applicable legislation
(NTPA 001 and NTPA 002).
In the context of natural gas extraction activities, the produced water is managed in accordance with
the Water Law No 107/1996, having been evacuated, transported and injected at the original
parameters and properties, thus complying with the legal requirements and the Instructions
“Measurement, Collection, Transport and Disposal of Produced Water” and its continually monitored
through the company’s internal mechanisms.
At the end of 2024, ROMGAZ Group completed the process of identifying locations situated in medium
and high water stress area using the Aqueduct Water Risk Atlas application, but specific risks and
additional measures related to water consumption in these areas have not yet been established. The
company has budgeted for 2025 to carry out a study of ‘Climate Risks and Vulnerabilities’, which will
also analyse in detail the impacts and risks associated with water resources.
For the management of accidental risks, ROMGAZ Group has developed contingency plans, has set up
intervention teams and tested these plans, providing training for employees through planned training
and simulations. In the case of accidental pollution, internal and external communication must follow
the ‘Communication’ and ‘Emergency preparedness and response’ procedures.
In the case of new projects, the assessment of water resources and the impact on them, is carried
out at the stage of obtaining the opinions and agreements provided for in national legislation. For
areas already authorized, the situation should be reassessed in the framework of the technical
documentation needed for re-authorization. If the use of water volumes is reduced or stopped, the
authorizations are required to be amended in accordance with the new conditions in order to
conserve the available water resources.
During 2024, the company did not have policies or practices related to the oceans and sustainable
seas.
5.1.3 E3-2: Actions and resources related to water and marine resources
ROMGAZ Group’s environmental and water management activities are regulated under GEO nr.
195/2005 on environmental protection, with all additions and amendments, as well as under the
Water Law No. 107/1996, as amended and supplemented.
ROMGAZ Group uses water for technological and sanitary purposes. Depending on the specific nature
of the activity, for each location, the water supply is ensured via public water supply and sanitation
operators, from underground sources (wells) or from surface sources.
96
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ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
ROMGAZ Group has implemented the following measures for water resource management:
Operational control Application of internal procedures for the monitoring and management of
activities which may have an impact on water;
Personnel training Organization of training sessions on reducing environmental impact,
including responsible use of water resources and compliance with environmental requirements,
as well as training on the requirements of applicable SMI procedures/instructions;
Monitoring of discharges Carrying out monitoring of the quality of water discharged, at the
frequency specified in the water management authorizations/environmental authorizations to
ensure that the values comply with the limitations imposed by the legislation;
Disposal/recovery of liquid waste through authorized firms: Selective collection in labelled
containers, temporary storage in facilities specially equipped for risk mitigation, compliance with
the prohibition of discharge into water and sewage, and the handing over of liquid waste to
authorized operators for disposal or recovery;
Management of hazardous substances and preparations - compliance with the hazardous
substances legislation, compliance with the provisions of safety data sheets, training of staff
handling these substances, strict record keeping, including on packaging, safe disposal when they
become waste, application of the Contingency Plan for accidental pollution;
Fitting of oil recovery vats - to prevent accidental spillage and efficient collection of residual
oil;
Use of absorbent materials - to manage accidental spillage of hazardous substances, thus
reducing the risk of contamination;
Conduct of annual technical revisions and current repairs Ensuring the efficient and safe
operation of equipment through regular inspections and repairs;
Maintenance of facilities and equipment Implementation of measures to prevent leakages and
losses of water or contaminating substances;
Periodic environmental inspections to verify compliance with legal requirements in relation to
water;
Monitoring of impacts on surface and groundwater, including through measurements made for
wells according to water management authorizations.
The resources allocated for the implementation of these measures include investment in specific
equipment, contracting of firms authorized for the management of liquid waste as well as the
allocation of human resources for the implementation, monitoring and verification of these measures.
The assessment of compliance with the legal requirements of sites should be carried out in
accordance with the instructions ‘Environmental inspection’ and the ‘Internal audit of the integrated
management system’.
Below are the actions under way, started in 2024 to manage water resources responsibly for Romgaz
and Depogaz.
For RBS that has office activity, no specific actions and resources have been set.
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matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Romgaz action plan
Action 1
Action 2
Action 3
Action 4
Action 5
Action 6
Actions
Upgrading of collection
and injection systems -
Bozed produced water
Modernization of
collection and injection
systems Hurezani
Landfill
Building produced water
evacuation system at
Filitelnic Compression
Station
Construction of fish
ladder at the dam of the
Iernut Power Plant
Compliance with legal
requirements in relation
to the quality of water
discharged through
mounting a Petroleum
Products Separator at
the Mures Branch
(Compression Station)
Development of CTE
Iernut through the
construction of a new
combined cycle thermal
power plant with gas
turbines
Scope of the actions
Extraction own
operations
Extraction own
operations
Extraction own
operations
Electricity generation
own operations
Ensuring the continuity
of the Mureș river next
to the outlet dam
Extraction own
operations
Electricity generation -
own operations -
resource use reduction,
water efficiency by
reducing the volume of
cooling water
discharged by about 90%
compared to the current
situation.
Time horizon
2024
2024 - 2025
2024
2024 - 2025
2024 - 2025
2024 - 2025
Main actions and
results
Investment in rig 11
Bozed and Group 2
Bozed waste water
injection plant
100% achieved
Completion of
investment to replace
the water supply line at
the rig 180 Hurezani
16,16 %
Investing in the
produced water
evacuation system at
Filitelnic Compression
Station
100% achieved
Ensuring the continuity
of the Mureș River next
to the outlet dam
Investment realization
74,92%
Elaboration of the
design theme
Mount the separator
Work in progress
Progress of actions
Investment made under
Environmental and
Ecological Programme
and 2024 Investment
Plan
Investment in progress,
according to the
Environmental and
Ecology Program and
the 2024 Investment
Plan.
Investment made under
Environmental and
Ecological Programme
and 2024 Investment
Plan
Investment in progress,
according to
Environmental and
Ecological Programme
and 2024 Investment
Plan
Realization of the
investment according to
the Environmental and
Ecological Programme
and 2024 Investment
Plan
Investment in progress,
according to 2024
Investment Plan.
Current financial
resources
Planned 130.00
thousand RON
(Environmental and
Ecological Programme
and 2024 Investment
Plan)
Realized 131.12
thousand RON
(according to 2024
Investment Plan)
The financial resources
allocated in 2024 are
reflected in the annual
consolidated financial
statements in the
additions to fixed assets
note 12.
Planned 50.00 thousand
RON (Environmental and
Ecological Programme
and 2024 Investment
Plan)
Realized 8.08 thousand
RON
(Environmental and
Ecological Programme
and 2024 Investment
Plan)
The financial resources
allocated in 2024 are
reflected in the annual
consolidated financial
statements in the
Planned 1,615.00
thousand RON
(Environmental and
Ecological Programme
and 2024 Investment
Plan)
Realised 1,667.03 RON
according to
Environmental and
Ecological Programme
and 2024 Investment
Plan
The financial resources
allocated in 2024 are
reflected in the annual
consolidated financial
statements in the
Planned 4,300.00
thousand RON
(Environmental and
Ecological Programme
and 2024 Investment
Plan)
Realized 3,791.19
thousand RON
(Environmental and
Ecological Programme
and 2024 Investment
Plan)
The financial resources
allocated in 2024 are
reflected in the annual
consolidated financial
statements in the
Planned 30.00 thousand
RON (Environmental and
Ecological Programme
and 2024 Investment
Plan)
Realized 0,00 thousand
RON (Environmental and
Ecological Programme
and 2024 Investment
Plan)
Planned 348,656,00
thousand RON
(according to 2024
Investment Plan)
Realized 209,847.01
thousand RON
(according to 2024
Investment Plan)
The financial resources
allocated in 2024 are
reflected in the annual
consolidated financial
statements in the
additions to fixed assets
note 12.
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matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
additions to fixed assets
note 12.
additions to fixed assets
note 12.
additions to fixed assets
note 12.
Future financial
resources
-
41.92 thousand RON
(the planned and
realized difference in
the 2024 Investment
Plan)
As a multiannual
program, a future
financial resource has
been estimated as the
difference between the
total planned project
and the year 2024,
provided that this
amount can be higher or
lower.
-
1,078.51 thousand RON
(the difference between
the planned and
realized amounts from
2024 Investment Plan)
As a multiannual
program, a future
financial resource has
been estimated as the
difference between the
total planned projects
and the total realized
projects for the year
2024, provided that this
amount can be higher or
lower.
30.00 RON
(the difference between
planned and realized in
the 2024 Investment
Plan)
As a multiannual
program, a future
financial resource has
been estimated as the
difference between the
total planned projects
and total realized
projects for the year
2024, provided that this
amount can be higher or
lower.
194,649.00 RON
(the difference between
planned and realized in
the 2024 Investment
Plan)
As a multiannual
program, a future
financial resource has
been estimated as the
difference between the
total planned projects
and the total realized
projects for the year
2024, provided that this
amount can be higher or
lower.
Legend:
PPME - Environmental Protection and Ecology Program
PINV - Investment Plan
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This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Romgaz action plan
Action 7
Action 8
Action 9
Action 10
Action 11
Actions
Non-polluting discharge
systems at rig group 8
Filitelnic
Non-polluting discharge
systems at rig group 31
Filitelnic
Polistif tanks mounting at
Group 10 and 34 Țaga
Water siphon collection
mounting at Bozed field
Modification of the collector
for Sădinca defoaming water
reservoir
Scope of the actions
Own activities Extraction
Disposal of wastewater
losses
Own activities Extraction
Disposal of wastewater
losses
Own activities Extraction
Disposal of wastewater
losses
Own activities Extraction
Disposal of wastewater
losses
Own activities Extraction
Disposal of wastewater
losses
Time horizon
2024
2024
2024 - 2025
2024
2024
Main actions and results
Installation of the non-
polluting discharge systems
Done 100%
Installation of the non-
polluting discharge system
Done 100%
Polistif tanks mounting at
Group 10 and 34 Țaga
Getting construction
authorization in progress
Water siphon collection
mounting at Bozed field
Done 100%
Modification of the collector
for Sădinca defoaming water
reservoir
Done 100%
Progress of actions
Investment made under
PPME and PINV 2024
Investment made under
PPME and PINV 2024
Investment in progress,
according to PPME and PINV
2024.
Investment made under PINV
2024
Investment made under
PPME and PINV 2024
Current financial resources
Scheduled: 4,000 RON
Done: 3,728 RON
The financial resources
allocated in 2024 are
reflected in the annual
consolidated financial
statements in the additions
to fixed assets note 12.
Scheduled: 4,000 RON
Done: 3,354 RON
The financial resources
allocated in 2024 are
reflected in the annual
consolidated financial
statements in the additions
to fixed assets note 12.
Scheduled: 120,000 RON
Done: 8,255 thousand RON
The financial resources
allocated in the year 2024
are shown in the
consolidated annual financial
statements under fixed
assets additions note 12 and
those in progress are
classified as "investments in
progress".
Scheduled: 4,000 RON
Done: 3,614 RON
The financial resources
allocated in 2024 are
reflected in the annual
consolidated financial
statements in the additions
to fixed assets note 12.
Scheduled: 10,000 RON
Done: 18,229 RON
The financial resources
allocated in 2024 are
reflected in the annual
consolidated financial
statements in the additions
to fixed assets note 12.
Future financial resources
-
-
111.74 thousand RON
As a multiannual program,
we estimated a future
financial resource as the
difference between the total
projects planned and those
carried out in the year 2024,
provided that this amount
can be higher or lower.
-
-
100
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to
ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the original language
version of our Consolidated Sustainability Statement takes precedence over this statement.
Depogaz action plan
Action 1
Actions taken and
planned
Modernization of water cooling systems (Bilciurești Project)
Scope of actions
Natural gas injection into storage facilities own operations, geographical area Romania,
reduction of water use
Time horizon
2024 - 2027
Main actions and results
Start of investment on the modernization of cooling systems stage of completion PINV
Replacement of open-circuit cooling towers with closed-loop air/water cooling systems
The modernization of the cooling system will improve the efficiency of technological cooling
facilities by 35% and reduce water consumption by 90%.
Progress of actions
Start of execution work First 3 months of 2025
Financial resources
Planned value = 45,394,369.70 RON
Realized value = zero
Specific to Depogaz, during the extraction process, there is the possibility of generation of produced
water. The produced water is temporarily stored in the collection tanks from which it is carried to
the nearest injection station for reinjection.
Water consumption is a measure of efficiency with which company uses water resources.
Thus, the measures aimed at reducing water consumption at Romgaz are:
Measures for the recovery and re-use of water that results from the well drilling activities.
The water used and recovered is reused to prepare drilling fluids, thus reducing water
abstractions and contributing to resource saving. The drilling fluids used are freshwater based
and based on chlorides, avoiding the use of hazardous substances;
At the compression stations at the production branches we have implemented measures for
the phased replacement of natural gas compression aggregates from open-circuit cooling to
closed-circuit cooling to minimize water consumption. The Company then planned to analyse
the profitability of the implementation of this measure for other objectives;
At SPEE Iernut, the degree of recirculation of water taken from the Mures River, according
to the water management authorization, is set out in the following table:
101
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in all
matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Utilization
Daily water volume m
3
Annual average
Degree of
recirculation
Water demand m
3
Water requirement m
3
Maximum*
Medium**
Minimum***
Maximum
Medium
Minimum
Household use
310
200
170
310
200
170
113,15 ÷ 62
0%
Industrial
purposes
2,495,246
597,130
276,310
2,495,246
597,130
276,310
910,764 ÷ 100,816.6
0% open system
operation
1,497,148
358,280
165,786
546,459 ÷ 60,511.9
40% mean
recirculation
628,802
144,505
69,630
229,512.7 to 25,414.9
74.8%
maximum
recirculation
Total
2,495,556
597,330
276,480
2,495,556
597,330
276,480
910,877.9 ÷ 100,915.2
0% open system
operation
1,497,458
328,410
165,956
546,572.2 ÷ 60,573.9
40% mean
recirculation
629,112
144,705
69,800
229,625.9 to 25,447
74.8%
maximum
recirculation
*
Maximum - Open mode operation
**
Medium - Mixed operation with R = 40 %.
***
Minimum - Operation at maximum recirculation R = 74,8 % (when all cooling towers are operating).
Normally C.T.E. Iernut works in open water circuit.
102
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
The supply of technological water is provided from the Mureș River by means of a mobile-
capture dam built in a minor riverbed and is used as cooling water (cooling of condensers,
bearings, aggregates) and for the chemical treatment plant (filtration and dedurization) and
treatment for the purpose of drinking. For the lowest possible consumption, for the
technological process, the water used in the cooling system can also operate in the mixed
system, i.e. part of the cooling water is recirculated, cooled and re-introduced into the cooling
system.
The water used for the technological process is in principle subject to the following processing
procedures: water withdrawal from the Mures River, pre-treatment of raw water (coagulation),
dedurization, demineralization, mechanical filtration and neutralization. For the retention of
pollutants from sewage water, there are several sewage plants before the water is discharged
into the environment (Mureș River).
The water from the cooling of aggregates, potentially contaminated with oil particles, are
collected by the drainage network and pumped into Mures river after it goes through four oil
product separators. For technological waste water from ion filter regenerations, the unit is
equipped with a neutralization facility and domestic sewage is purified through a mechanical-
biological station.
SPPE Iernut holds a Water Management Authorization for Water Supply and Wastewater
Discharge at SPEE Iernut Centrala Termoelectrică Iernut (CTE). Under this authorization, CTE
Iernut is required to comply with the provisions of the restriction plans drawn up for periods of
drought, i.e. the provisions of the plans to protect against floods, dangerous weather conditions
or accidents at hydrotechnical constructions. There is also a Plan to prevent and combat
accidental pollution in water use within SPEE Iernut, which shows the main sources that can
lead to water pollution, how to respond in the event of pollution, intervention teams, etc.
For the control of the quantities and quality of discharged water, ROMGAZ Group conducts
actions and allocates resources dedicated to managing the impact on water resources and
groundwater (maintenance of sludge separators and petroleum products, maintenance of pre-
treatment and treatment stations, modernization of produced water injection systems).
ROMGAZ Group promotes the sustainable use of water by implementing measures to ensure the
long-term protection of available water resources. Sewage is tested and water indicators are
monitored according to the requirements of the applicable regulations. These analyses are
carried out by own laboratories and in approved laboratories and are subject to an internal
monitoring plan which complies with current regulations, including NTPA 001/2002 and NTPA
002/2002. Depending on the specific nature of each activity and the technical equipment of
each site, sewage is discharged after pre-treatment in sewage plants, either in public sewage
networks or in natural environment, and is injected into authorized injection rigs.
For the value chain, the measures concern activities carried out by third parties on behalf of
ROMGAZ Group. They are governed by commercial contracts which include environmental
protection requirements. Thus, in accordance with the 'Establishment of health and safety at
work, environmental protection and emergency requirements when purchasing products,
services, works', the Environmental Protection Service develops specific environmental
requirements for each type of procurement. Before contracts are signed, the existence of
mandatory documents required at the award stage (e.g.: environmental permit) as well as
compulsory documents to be submitted by the successful tenderer after the outcome of the
procurement procedure has been communicated (environmental permits of subcontractors,
contracts for recovery/disposal, contracts for take-over, sewage disposal, road transport
attestations/authorizations, etc.).
5.2 Metrics and targets
5.2.1 E3-3: Targets related to water and marine resources
Water resource targets are set for the year and the resources necessary to achieve the
objectives are included in the Annual Investment Plan and the Annual Procurement Plan.
Targets are set in accordance with legal requirements and without stakeholder consultation.
103
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
ROMGAZ Group subsidiaries independently set water targets. Thus, for the reporting period
2024 they were:
Romgaz
The targets that were set for 2024 were linked to the objectives and the IMS Policy aimed at
reducing the negative impact on water.
For 2024, the company set and reached the following targets on reducing the negative impact
on water:
Target set
Target touch level
100% compliance with legal environmental
requirements
98,04% (2 environmental incidents relative to 102
authorized sites)
0 uncontrolled losses of produced water
100%
100% monitoring carried out/planned
100%
90% of scheduled inspections to take place
100%
The location of the company’s activities in the proximity of aquatic ecosystems and protected
areas, such as Natura 2000 sites, involves the implementation of specific measures to protect
biodiversity and maintain ecological balance.
Romgaz is active in the proximity of Natura 2000 sites as follows:
RO SPA 0041 Hernut-Cipău Eleşteiele, 850 m away from the company’s site,
representing an area of bird protection;
RO SCI 0210 - Lechinta River, adjacent to SPEE Iernut, which protects natural habitats
such as subpannonian steppic grasslands, amphibians, reptiles and fish.
The direct impact of activities on biodiversity in these protected areas is managed through
monitoring and prevention measures. For example, pollution from point sources, such as the
discharge of cooling waters at high temperatures in the Mures river, is carefully monitored,
especially during sensitive periods, such as the breeding period of fish.
At SPEE Iernut”s level, Romgaz implements measures to minimize the impact on water
resources and biodiversity, such as:
Achieving longitudinal connectivity of the Mures river at the outlet dam;
Low-yield fish building works facilitating species migration;
Continuing the monitoring of the fish populations of the river Mures, which has
identified both species mentioned in the Natura 2000 site master sheets and additional
species of community interest, such as the dunărița (Sabanejewia aurata) or zvârluga
(Cobitis elongatoides).
Continuous monitoring indicates that the impact on biodiversity is managed in accordance with
environmental requirements and that fish species are protected, including through control
measures on the temperature of the water discharged, which remains within legal limits and
does not exceed the values set out in the water management authorizations. Thus, the topic of
biodiversity is integrated in water resource management, with a focus on maintaining the
equilibrium of aquatic ecosystems, reducing the impact on habitats and protecting species of
community interest.
In 2024, the monitored indicators indicated in the environmental/water management permits
for each site complied with the allowed values for effluents, in accordance with current
legislation, ensuring the protection of water resources. Indicators can be found in the
Measurement Monitoring Registry, published on a quarterly basis on the Romgaz external
website (Metering-Monitoring Environmental Factors Registry III 2024| Romgaz). Analysis
reports are to be found in the Environmental Protection Services/offices of
branches/subsidiaries.
Depogaz
Depogaz set the objective for the period 2024-2027 of modernizing water cooling systems in
the Bilciurești Project, aligned with the IMS policy. The target set is to reduce the amount of
104
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
water consumed in gas storage injection operations by 90% in order to make the use of water
resources more efficient. This target is voluntary.
Romgaz and Depogaz do not carry out activities involving the use of marine resources and the
discharge of water is managed according to legal requirements and water management
authorizations. In this context, no specific targets have been set for this issue.
RBS
In the reporting year, RBS carried out only office activities and there were no targets for the
use of water resources.
5.2.2 E3-4: Water consumption
The largest amount of water in ROMGAZ Group is used by Iernut. The supply of technological
water is coming from the Mureș River by means of a mobile capture dam built in a minor
riverbed and is used as cooling water (cooling of condensers, bearings, aggregates) and for the
chemical treatment plant (filtration and dedurization) and treatment for the purpose of
drinking. For the lowest possible consumption, for the technological process, the water used in
the cooling system can also operate in the mixed system, i.e. part of the cooling water is
recirculated, cooled and re-introduced into the cooling system.
The water used for the technological process is in principle subject to the following processing
procedures: Water abstraction from the Mures River, pre-treatment of raw water (coagulation),
dedurization, demineralization, mechanical filtration and neutralization. For the retention of
pollutants from waste water before discharge into the sewage network and thus into the
environment (River Mures), there are several sewage plants.
The cooling water from aggregates, potentially contaminated with oil particles, are collected
by the drainage network and pumped through four oil separators before being discharge into
Mures River. For technological waste water from ion filter regenerations, the unit is equipped
with a neutralization facility and domestic sewage is purified through a mechanical-biological
station.
Water withdrawals are monitored on a daily basis, as this plays an important role in the
calculation of the electricity production price and is largely influenced by the following factors:
production, malfunctions, number of stoppages/starts, water temperature (captured from the
river Mures), Mures river level.
The measurement/calculation methodologies are those set out in legal requirements. They did
not change during the reporting period. The information is not externally audited.
Category
ROMGAZ Group
Romgaz
Depogaz
RBS
2024
2024
2024
2024
Water draw-ups [m3]
108,859,667
108,816,292*
42,765
610
Discharges of water [m3]***
108,139,654
108,131,474**
7,570
610
Total water consumption [ m
3
]
720,013
684,818
35,195
0
Total water consumption in areas
of hydrological risk, including areas
with high water stress [m
3
]
673,222
673,222****
0
0
Total amount of recycled and
reused water
Total amount of stored water and
changes in storage [m
3
]
3,700
2,770****
930
0
*Of which SPEE Iernut water sampling is 108,648,010 [m
3
].
**Of which water discharges for SPEE Iernut are 107,974,788 [m
3
].
***Quantities of water discharged by branches are estimated and cannot be accurately documented. On the other hand,
there is an exhaust metering system in SPPE Iernut, so that only the consumption recorded at this branch will be
considered as material.
****Reported water consumption comes almost entirely from the Iernut branch, which accounts for 93.5 % of ROMGAZ
Group's total water consumption. Iernut is located in a medium and high water stress area, which is why only this
consumption is included in the reporting. For the other Depogaz units, RBS and Romgaz branches, only sanitary
discharge water is monitored.
*****Amount of water stored by SPPE Iernut; Background information: 3 x 400 mc PSI 3 x400 mc water storage tanks -
potable water tanks and fire-fighting; 1x570 mc drinking water pool for firefighting in sprayed water at the new plant;
2x500 mc waste water tanks used for cooling at the new plant
105
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Water consumption intensity (total water consumption in its operations (m
3
) per net income
in million RON).
Water consumption intensity 2024
90.80
Total water consumption in its
operations, in m
3
720,013.00
Net income in millions of RON
7,929.44
5.2.3 E3-5: Anticipated financial effects from water and marine resources-related impacts, risks
and opportunities
ROMGAZ Group applies the phasing-in provisions of ESRS 1 Appendix C for the ESRS E3-5
requirement for the anticipated financial effects of impacts, risks and opportunities related to
water and marine resources.
Thus, in the first reporting year under the ESRS standard, ROMGAZ Group will not provide the
information asked for under this requirement. This approach reflects the need to develop in
the coming years internal processes, monitoring tools and infrastructure necessary to meet the
more complex requirements of ESRS.
106
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
6 ESRS E5 - Resource use and circular economy
6.1 Interaction with other ESRS
The circular economy material topic at ROMGAZ Group is closely linked to all other
environmental topics. Circular economy plays a crucial role in resource efficiency and waste
minimization, having a significant impact on the environment and communities (thus a close
link with environmental and social ESRSs).
ROMGAZ Group’s most significant impact on air is caused by greenhouse gas emissions, covered
in detail in ESRS E1 Climate change section. The implementation of circularity principles for
the value chain as well as for waste management could have the effect of reducing emissions
from Scope 3. The impact on water resources is covered in the ESRS E3 Water and marine
resources section, as it is related to the Company’s direct water withdrawals/consumption
quantities and management of liquid waste.
Resource use and circular economy impacts can affect people and communities. Inefficient use
of resources throughout the value chain and for its own activities, as well as waste management
can lead to environmental pollution problems. These matters are detailed in ESRS E2 Pollution
section.
For its own operations, situations of faulty waste management may occur:
In the event of technical or human errors. This aspect is part of the efforts to maintain the
process and employees safety and is addressed in the ESRS S1 Own workforce Health
and Safety section.
In instances of mismanagement of waste generated by ROMGAZ Group activities.
6.2 Impact, risk and opportunity management
6.2.1 ESRS 2 IRO-1: Description of the processes to identify and assess material resource use and
circular economy-related impacts, risks and opportunities
Internally, environmental aspects and impacts, including those related to resource and waste
management, have been identified and assessed based on evaluation criteria under different
operating conditions (normal, abnormal and reasonably foreseeable emergencies), in
accordance with the Identification and assessment of environmental aspects system
procedure and the ESRS double materiality assessment framework.
ROMGAZ Group operates on a value chain consisting of natural gas exploration, extraction,
processing, transportation, distribution and commercialization. Each stage involves the use of
a variety of material resources to carry out activities, both in the upstream (exploration and
production) and downstream (transport, storage, and distribution) sectors.
Thus, the material resources used by ROMGAZ Group are:
Industrial and technological equipment: drilling equipment (drill wells, extraction
equipment), natural gas compression stations, gas processing systems (dehydration,
separation, treatment);
Pipelines and transport systems: extraction and distribution pipelines, valves,
compressors and monitoring systems;
Raw materials and consumables: chemicals for drilling and gas treatment, as well as
for machinery and transportation;
IT systems and automation: software for production monitoring and network
management, along with SCADA systems for remote control and surveillance;
Other resources: spare parts for machinery, work protection equipment for employees.
In 2024, ROMGAZ Group’s specific operational procedures and context, the maturity in value
chain management and the laws applicable for public procurement, as well as the ESRS
provisions on the identification of material environmental risks, opportunities and impacts were
taken into account during the double materiality assessment. Hence, impacts, risks and
opportunities related to the topic of "Circular Economy" (including its associated sub-topic)
were assessed in alignment with AR 16 of ESRS 1.
107
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
As part of the double materiality assessment process for ESRS E5, resource inflows, including
resource usage and waste were identified as material topics, while resource outflows related
to products and services were deemed non-material for ROMGAZ Group, due to the type of
product/service that is commercialized by the Company. The assessment revealed that the
material impacts, both positive and negative, is significant for these material topics. However,
although the associated risks and opportunities were considered in the assessment process,
they were not evaluated/identified as material.
The double materiality assessment also included consultations with internal and external
stakeholders, including local communities, regulatory authorities and business partners.
In the table below, the positive and negative impacts identified for the material topics, as well
as their location, type and time horizon are presented.
108
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the
original text. However, in all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
IRO on Inflows, including resource use and Waste
Legend:
Type of impact: F = financial impact, M = material impact, MF = material and financial impact
Time horizon: A = current impact (reporting year), P = potential impact (medium and long term)
Source of impact: S = impact arising from strategy and business model, B = impact underpinning strategy
Material topic,
Material sub-topic
Location of
impact
Typ
e
Source of
impact
Time
horizon
Positive impacts (I+)
Time
horizo
n
Negative impacts (I-)
Risks
(R)
Opport
unities
(O)
Circular economy
Resource inflows,
including resource
use
Upstream,
downstream,
own
operations
M
B
A
ROMGAZ Group has an
annual
procurement/investment
plan that follows the
business strategy.
In addition, ROMGAZ Group
develops an “Annual Waste
Prevention and Reduction
Program”. This aims to
optimize the use of
resources (e.g., reuse of
some materials).
A
Negative impacts arise for
their own operations but
also in the value chain.
Inefficient use of resources
can generate higher
acquisition costs (over-sized
purchases), surplus raw
materials and materials that
can become waste. They
can also generate additional
management costs and the
exhaustion of types of
resources that are not used
responsibly.
-
-
Circular economy
Waste
Downstream,
own
operations
M
S
A
Annual waste prevention
and reduction program.
A
Improperly managed waste
can have a significant
negative impact on both the
environment and people.
Waste is generated not only
from its own operations, but
also throughout the value
chain.
-
-
109
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
6.2.2 E5-1: Policies related to resource use and circular economy
ROMGAZ Group does not have policies that explicitly include provisions for the circular
economy. Below are ROMGAZ Group’s policies and documents that address only certain aspects
of the circular economy, and the impacts identified as material.
Policies on resource inflows
The general objectives of the Romgaz’s Policy Statement on Quality, Environment and
Occupational Health and Safety include, among others, pollution prevention and the reduction
of adverse environmental effects. However, they do not include specific objectives on the topic
of circularity.
Therefore, at this point in time, it is not possible to calculate a degree of circularity of the
products and services purchased for the reporting year.
Regarding quitting the use of virgin resources, Romgaz does not utilize products made from
secondary (recycled) resources in its activities. The procurement procedure in force during the
reporting period did not include specific provisions regarding circularity. At the end of 2024,
an internal process was launched to develop Romgaz’s Responsible and Sustainable
Procurement and Sourcing Policy, which includes elements of circularity, and it was approved
at the beginning of 2025.
Depogaz and RBS do not currently have policies that specifically address the circular economy.
Policies related to waste management
The policies of the integrated management systems (IMS) of Romgaz and Depogaz are aligned,
making the following information applicable to both entities.
The environmental management system, certified according to ISO 14001:2015 requirements,
includes, among other aspects, waste management. Thus, at the ROMGAZ Group level, the
operational procedure "Waste Management" has been adopted, which establishes how to carry
out the collection, temporary storage, transportation, recovery and disposal of all waste
generated from the activities carried out within the Company, in compliance with the
applicable legal requirements. Additionally, ROMGAZ Group has implemented a work
instruction titled "Management of waste resulting from office activities", which establishes rules
on the adoption of an eco-responsible behaviour among employees.
The primary responsibility for the implementation and monitoring of the IMS components,
including those related to waste, lies with the Company’s General Director. The recertification
process takes place every 3 years, and surveillance audit is conducted annually.
For efficient waste management, ROMGAZ Group prepares the "Annual Program for the
Prevention and Reduction of Waste." The program is based on a hierarchy of waste management
options, with waste prevention as the first priority, achieved by selecting the best technologies
from the design phase. The plan states that when the avoidance of waste generation is
impossible, the Company seeks to minimize the amount generated by identifying reuse,
recycling, and energy recovery options. The plan provides that when avoiding waste production
is not possible, the Company aims to minimize the amount generated, by identifying options
for their reuse, recycling and energy recovery, as a way to keep the resources in the system for
as long as possible (the connection with the principles of the circular economy).
Regarding the value chain, prior to the commencement of work carried out by third parties,
they are instructed on the environmental considerations included in the contract, including the
provisions of the IMS policy and the aspects related to waste management.
RBS, in relation to the current office operational activity, has implemented a Procedure for
the prevention of waste generation and management. The purpose of this procedure is to
cover the office activities, to track and document all waste streams, to develop and apply ways
to prevent waste generation and to demonstrate compliance with Romanian legislation and
international standards. Moreover, for a better management of SGR-labelled packaging, RBS
has implemented an instruction for the separate collection of such packaging and its delivery
to collection centers for deposit recovery.
110
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
When establishing the Policy Statement on Quality, Environment and Occupational Health and
Safety, ROMGAZ Group paid close attention to stakeholders. They are consulted whenever
required by legislation, and the policy is accessible through multiple channels:
For employees, it is displayed on the Company’s intranet and supported by training sessions,
according to the Environmental Training” instruction, and whenever it is revised;
For the public and other stakeholders, the policy is published on Company official website;
For contractors and suppliers, before commencing any work performed by third parties for
or on behalf of the Company, they are instructed regarding the environmental requirements
included in the contracts, as well as the provision of the Integrated Management System
(IMS) policy.
Environmental complaints can be submitted by any stakeholder via e-mail, using the addresses
secretariat@romgaz.ro, comunicare@romgaz.ro, available on the Company’s external website.
6.2.3 E5-2: Actions and resources related to resource use and circular economy
Actions for the material topic Resource inflows, including resource use
At the end of 2024, an internal process was launched to develop a Responsible and Sustainable
Procurement and Supply Policy, including elements of circularity. This policy has been
approved at the beginning of 2025, and its content and objectives will be included in the next
reporting exercise.
Actions for the material topic Waste
Below is the presentation of the actions taken in 2024 by Romgaz, Depogaz and RBS to manage
and reduce the environmental impact of their operations, with a focus on waste management.
111
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original text. However, in all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Romgaz
Action 1
Action 2
Action 3
Action 4
Action 5
Action 6
Actions taken in the
reporting year
Preparation of the
Waste Prevention
and Reduction
Program (PPRD)
Purchase of
environmentally
friendly products,
services and works
Selective waste
collection
Economic recovery of
waste
Reduction of
industrial waste
quantities and
selective waste
collected generated
at Romgaz sites
Compliance with
waste related legal
requirements, as
well as with
requirements
imposed by
integrated
environmental
permits
Scope of actions
All Romgaz site
waste management
Procurement
services,
Environmental
Protection and
Romgaz Beneficiary
Organizational Units
integration of
environmental
principles in the
procurement
program
All Romgaz site
increasing the
amount of recycled
waste
All Romgaz sites -
increasing the
amount of recycled
waste
All Romgaz sites -
increasing the
amount of recycled
waste
All Romgaz sites
respecting
environmental
requirements
Time horizon
31 May 2025
For each
procurement of
products, services or
works which may
include
environmental
requirements.
Permanent
Permanent
Permanent
Permanent
Main actions and
results
Data collection,
centralization and
reporting for 2024
Imposing
environmental
requirements on
procurement.
Reducing the
hazardousness of the
waste generated.
Training of the
Company’s
employees
Providing
containers/bins for
selective collection
Management
according to legal
requirements for
selectively collected
waste
Analysis of waste
management
operators in the
vicinity of waste
generation areas for
the purpose of
identifying waste
recovery solutions.
Commercialization of
waste versus final
disposal (method
involving costs).
Reduction of
quantities of waste
finally disposed.
Training of the
Company’s
employees.
Reduction of waste
quantities.
Training of
employees
Compliance with
legislation and legal
requirements in
regulatory acts
Ensuring the
continuity of
industrial waste
collection service
contracts.
Conduct of regular
training
Verification of
selective waste
collection
112
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the
original text. However, in all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Progress of actions
Reduction of waste
quantities according
to targets set for
2024 for each
authorized Romgaz
objective
Commencement of
Romgaz’s
“Procurement and
Sustainable supply
policy.
0 fines
Increasing the rate of
waste recovery
Reduction of waste
according to targets
set for 2024 for each
authorized Romgaz
site
6 non-compliances
opened in internal
inspections, of which
2 closed at term and
4 opened within the
term
Current and future
financial and other
resources allocated
to the action plan
For the preparation
of the PPRD, no
financial resources
are needed, only
human and
informational
Internal human
resources
Financial resources
1,223,789.93 RON
(cumulative for
activity 3 and 5)
from internal sources
Information
resources
Human resources
The financial
resources allocated
in 2024 are reflected
in the consolidated
annual financial
statements under
other expenses.
Information
resources
Human resources
Financial resources
1,223,789.93 RON
(cumulated activity 3
and 5) from internal
sources
Information
resources
Human resources
The financial
resources allocated
in 2024 are reflected
in the consolidated
annual financial
statements under
other expenses.
Information
resources
Human resources
Note: In the Waste Prevention and Reduction Program - prepared in 2024 for the year 2023 - the progress made in reducing and preventing waste quantities was monitored,
with 2022 as the reference year. Additionally, this program specifies the targets proposed for 2024. The progress made and the achievement of the targets proposed for 2024
will be included in the new program, which is due to be completed by May 31, 2025, according to Law no. 92/2021 - regarding waste management.
113
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
In addition, through specialised training carried out in 2024, staff were trained to reduce
consumption of materials and to selectively collect the waste from their operations for
reintroduction into the economic cycle.
Romgaz operates a facility in Ogra, Mureș County, for the treatment and storage of specific
waste generated from natural gas field exploitation. In accordance with the provisions of GD
no. 349/2005, which was repealed and replaced by EO no. 2/2021 on waste storage, Romgaz
established a fund in 2006 for a 20-year period to cover closure and post-closure activities. The
annual contribution to the fund was set at 83,885.08 RON per year, or 20,971.27 RON per
quarter. At the end of 2024, the account balance stands at 1,614,847.02 RON; additional
information can be found in the Consolidated Administrators’ Report.
Depogaz
DEPOGAZ
Action 1
Action 2
Actions taken and planned
Preparation of the Waste
Prevention and Reduction
Programme
Selective waste collection
Scope of actions
All Depogaz Workstations
reduction of waste quantities
All Depogaz Workstations
increasing the recycling level
Time horizon
31 May 2025
Permanent
Main actions and results
Plan developed and followed during
the year
Selective collection and recovery
Progress of actions
fulfilled
fulfilled
Current and future financial and
other resources allocated to the
action plan
No financial resources are needed
for the preparation of the PPRD,
only human and information
resources
Financial resources: 11,235 RON
Information resources
Human resources
The financial resources allocated
in 2024 are included in the
consolidated annual financial
statements under the line other
consumables.
The resources allocated for the implementation of actions related to the use of resources and
circular economy include human, information and financial resources, according to Investment
Plan and the Procurement Plan.
Based on the current policy, from a quantitative point of view, waste prevention at Romgaz is
achieved by:
Optimizing waste-generating production processes;
Acquisition of high-quality materials which have a longer lifespan;
Establishment of systems to collect potential waste oil spills from the storage platform;
Scrapped or repaired products/components are subject to selective sorting, repair and
storage in storerooms for further use;
Recovery of waste products, components and materials in preparation for their re-use
and recycling. For example, Romgaz practices the reuse of a product (drilling mud)
which has not changed its properties (composition, density) for operations carried out
as part of the same activities and which require the use of this product;
Establishing industrial symbiosis by transforming the organization's waste or by-products
from production into input for another organization;
Purchase of products without excessive packaging;
Reuse of materials and equipment;
Acquisition of rechargeable batteries vs. disposable batteries;
Purchase of ecological cleaning products, free of propellants, with refilling systems and
recyclable packaging.
From a qualitative point of view, prevention is achieved by reducing the hazardous nature of
waste, in particular by minimizing the content of hazardous and/or toxic substances.
114
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
As part of the Company’s digitalization and paper use reduction efforts, the following actions
were implemented:
Setting printers in two-sided and black and white printing mode;
Use of documents in electronic format as a priority;
Archiving documents in electronic format;
Editing documents with smaller fonts;
Reuse of paper (drafts).
Prevention of generation of industrial waste is achieved by:
Monitoring the recovery of the waste oil generated in the compression stations, to
ensure a recovery and valorisation degree as high as possible and to identify potential
losses in the technological process;
Preventing the generation of waste from ferrous filings and shavings waste maintenance
to be achieved through employee awareness raising. At the same time, the recovery
and re-introduction of these types of waste into the trading chain is encouraged.
Romgaz has also ensured the necessary infrastructure for selective collection (suitably marked
containers, domestic bags) and trained staff to ensure the selection and handling of the waste
generated by Romgaz activities. At the level of each site, the waste generated is temporarily
stored at sites specifically designated for that purpose, with hazardous and non-hazardous
waste being separated for the purpose of handing it over to authorized economic operators.
Third-party waste management involves waste collection, transport, recovery and
monetization/disposal, as well as supervision of such operations. Romgaz contracts specify
third partiesobligations when managing Romgaz's waste, based on the current legal provisions,
such as local environmental laws and regulations, to ensure that third parties manage waste
properly. Romgaz did not conduct audits of these suppliers during the reporting period.
Depogaz
At Depogaz, third-party waste management involves waste collection, transport, recovery and
disposal, as well as monitoring these activities and the subsequent maintenance of disposal
sites. Depogaz specifies in contracts with third parties the obligations to be complied with for
proper waste management, in accordance with local legislation and environmental regulations.
Depogaz thus ensures that waste is properly managed. Depogaz did not conduct audits of these
suppliers during the reporting period.
RBS
In 2024, RBS implemented the Waste Prevention and Management Procedure, covering, but
without being limited to, waste management records, temporary storage, waste treatment and
transport, waste disposal, waste valorification etc. in compliance with all legal requirements.
During the first part of 2024, the Company had a contract with Viitor Plus Association which,
through RECICLETA program, provided collection services for recyclable materials such as
paper, cardboard, PET, TetraPak, and aluminum doses. This was a social initiative where
materials were transported without polluting the atmosphere, by using cargo-tricycles and
electric cars, simultaneously providing sustainable jobs.
Subsequently, the process of selective waste collection was taken over by the administration
of the office building in which RBS operates. The building administration holds a contract with
Bucharest District 1 waste collection company, which provides for the collection, transport and
further recovery, recycling and final disposal in accordance with legal provisions on
environmental protection.
The assessment of ROMGAZ Group’s waste management activities is carried out by
environmental protection services, in the framework of internal environmental inspections
under the Environmental Inspection occupational instruction and by the Integrated
Management Service, in the framework of internal audits, carried out under the "Integrated
Management System Internal Audit" procedure. The adequacy of waste management is also
assessed by the control bodies of the County Commissioners of the National Environmental
115
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Guard and the Water Basin Administrations. During 2024, 26 such verifications occurred, no
waste management non-compliances being identified.
6.3 Metrics and targets
6.3.1 E5-3: Targets related to resource use and circular economy
ROMGAZ Group has no long-term targets set according to ESRS requirements.
Targets are set annually. When defining the annual targets, the provisions of current
regulations, such as GEO No. 92/2021, Order of the Minister of Environment No. 1946/2024 and
Law No. 132/2010 are taken into consideration.
External stakeholders were not consulted for the purpose of setting targets. Targets cover
ROMGAZ Group's own operations.
The targets set for 2024 cover the waste generated.
For Romgaz these targets included:
0 administrative fines - target 100% achieved
100% Non-compliance reports closed/opened target achieved
0 deviations from the applicable legislation - target achieved.
For Depogaz, the target was to reduce by 1% the quantities of paper and cardboard packaging
waste compared to 2023.
For the reporting year RBS did not specifically have defined and measurable targets.
6.3.2 E5-4: Resource inflows
Depending on the specific activity of each location, Romgaz uses various resources. These are:
Products: natural gas, condensate, chemical adjuvants (corrosion inhibitors,
demulsifiers), technological liquids (drilling fluids, additives);
Packaging: metal containers, casks, tanks, big bag sacks;
Materials: pipes, fittings, drilling equipment, separators, insulating materials,
consumables (lubricants, linings);
Romgaz uses various tangible assets essential for carrying out its operations and
activities in the upstream value chain, such as:
o Industrial equipment: wells, compression and treatment plants, transport pipes;
o Infrastructure: administrative and industrial buildings, drilling platforms, monitoring
and control systems;
o Vehicles and machinery: necessary for the transport of personnel and materials.
Depogaz uses the following in the production process:
Products: natural gas.
Packaging: metal containers, casks, tanks.
Materials: pipes, fittings, separators, insulating materials, consumables (lubricants,
linings).
Depogaz uses various tangible assets essential for carrying out its operations and activities in
the upstream value chain, such as:
Industrial equipment: wells, compression and treatment plants, transport pipes.
Infrastructure: administrative and industrial buildings, drilling platforms, monitoring
and control systems.
Vehicles and machinery: necessary for the transport of personnel and materials.
Currently, these products and services are not assessed in terms of circularity and ROMGAZ
Group does not use circularity indicators in the procurement criteria.
116
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in
all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
6.3.3 E5-5: Resource outflows
Romgaz
a) Total amount of waste generated [t]
4,504.95
b) Total amount for which disposal has
been avoided [t]
Hazardous waste diverted from disposal [t]
Non-hazardous waste diverted from disposal [t]
Preparing for re-use
Recycling
Other recovery
operations
Preparing for re-use
Recycling
Other recovery
operations
1,215.52
0
463.07
4.47
0
716.55
31.43
(c) Total amount of waste to be
disposed [t]
Total amount of hazardous waste directed to disposal [t]
Total quantity of non-hazardous waste directed to disposal [t]
0.63
3,218.22
of which a breakdown after disposal operations:
of which a breakdown after disposal operations:
Incineration
Deposit
Other disposal
operations
Incineration
Deposit
Other disposal
operations
3,218.85
0.13
0.5
0
0.01
3,218.21
0
d) Total amount of unrecycled waste
Total quantity in tons
Percentage of total waste
3,254.76
72.25%
Depogaz
a) Total amount of waste generated [t]
253.31
b) Total amount for which disposal has
been avoided [t]
Hazardous waste diverted from disposal [t]
Non-hazardous waste diverted from disposal [t]
Preparing for re-use
Recycling
Other recovery
operations
Preparing for re-use
Recycling
Other recovery
operations
23.55
0
20.93
0
0
0
2.62
(c) Total amount of waste to be
disposed [t]
Total amount of hazardous waste directed to disposal [t]
Total amount of non-hazardous waste directed to disposal [t]
3.25
221.78
of which a breakdown after disposal operations:
of which a breakdown after disposal operations:
Incineration
Deposit
Other disposal
operations
Incineration
Deposit
Other disposal
operations
225.03
1.57
0
1.68
0
150.264
71.517
d) Total amount of unrecycled waste
Total quantity in tons
Percentage of total waste
227.65
90.70%
117
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original text. However, in
all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
RBS
a) Total amount of
waste generated [t]
1.19
b) Total amount for
which disposal has been
avoided [t]
Hazardous waste diverted from disposal [t]
Non-hazardous waste diverted from disposal [t]
Preparing for re-use
Recycling
Other recovery
operations
Preparing for re-use
Recycling
Other recovery
operations
0.27
0
0
0
0
0.27
(c) Total amount of
waste to be disposed [t]
Total amount of hazardous waste directed to disposal [t]
Total amount of non-hazardous waste directed to disposal [t]
0
0.92
of which a breakdown after disposal operations:
of which a breakdown after disposal operations:
Incineration
Deposit
Other disposal
operations
Incineration
Deposit
Other disposal
operations
0.92
0
0
0
0
0.92
0
d) Total amount of
unrecycled waste
Total quantity in tons
Percentage of total waste
1.19
0%
ROMGAZ Group
a) Total amount of
waste generated [t]
4,759.45
b) Total amount for
which disposal has been
avoided [t]
Hazardous waste diverted from disposal [t]
Non-hazardous waste diverted from disposal [t]
Preparing for re-use
Recycling
Other recovery
operations
Preparing for re-use
Recycling
Other recovery
operations
1,239.34
0
484
4.47
0
716.55
34.32
(c) Total amount of
waste to be disposed [t]
Total amount of hazardous waste directed to disposal [t]
Total amount of non-hazardous waste directed to disposal [t]
3.88
3,440.92
of which a breakdown after disposal operations:
of which a breakdown after disposal operations:
Incineration
Deposit
Other disposal
operations
Incineration
Deposit
Other disposal
operations
3,444.80
1.7
0.5
1.68
0.01
3,369.394
71.516
d) Total amount of
unrecycled waste
Total quantity in tons
Percentage of total waste
3,483.60
73.19%
118
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Romgaz
Romgaz generates a variety of waste from its exploration, drilling, processing and transport
activities, each waste stream having a specific material composition.
Drilling mud waste: These types of waste result from major repairs, special operations and
wells production trials. The categories of mud waste resulting from the operations listed above
are:
Freshwater drilling waste and mud, code 01 05 04;
Drilling mud containing barite, code 01 05 07;
Chloride-containing drilling mud, code 01 05 08.
This waste is disposed of by authorized firms. The operations carried out by these firms are:
Treatment with different chemicals (to reduce hazard);
Centrifugation (for separation of solid part from liquid part);
Final storage in stores which comply with regulations.
Scrap metal: This waste results from scrapping operations of fixed assets which can no longer
be used in the production process, due to technical wear and tear and obsolescence costs of
which are very high, i.e. from work by cutting in mechanical workshops. The main categories
of waste in this stream are:
Ferrous swarf, code 12 01 01;
Ferrous metals, code 16 01 17;
Non-ferrous metals, code 16 01 18;
Iron and steel, code 17 04 05.
Metal scrap is monetized based on the contracts concluded with authorized economic
operators.
Electrical and electronic equipment and waste (EEEW): This waste, code 20 01 36, consists
of end-of-life products and includes a wide range of electrical and electronic items such as IT
and telecommunications equipment, electrical and electronic tools, monitoring and control
tools, refrigerators, etc. It is collected and handed over to authorized economic operators.
Solid impurities waste. This waste results from extraction after natural gas separation and
includes "underground water" and solid impurities. Mechanical impurities are classified
according to the GD No. 856/2002 as follows:
Sludges from physical-chemical treatment other than those specified in code 19 02 05
(code 19 02 06);
Other unspecified waste from gas cleaning (code 05 07 99). This waste is generated on
a continuous basis, with the cleaning of separators and collecting/storing pools.
Legal methods of processing, incineration or storage are used for the controlled disposal
of such waste. Romgaz removes these categories of waste by depositing it in its own
warehouse in Ogra, Mures county and with other authorized economic operators.
Triethylene glycol (TEG) waste: The main waste generated by the natural gas drying activity
is the used TEG, contaminated with chlorides from the well-killing fluid and fractions in the
enclosed gas, which affect the viscosity and structure of the TEG. During the drying process,
the TEG parameters change, the triethylene glycol content decreases and the chlorine content
increases, thus becoming waste. Significant amounts of waste from the TEG are generated
annually, which, although not classified as hazardous, has high disposal costs. From the analyses
carried out and the analysis of the origin and composition of the waste, it has not shown any
hazardous substances classified by the legislation at concentrations which would give the waste
a dangerous character (free of heavy metals, mononuclear and polycyclic aromatic
119
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
hydrocarbons BTEX and PAH). The waste has very low concentrations of oil hydrocarbons in
the range C12-C40 corresponding to oils and lubricants. The assessment of the TEG waste,
according to the technical file and laboratory analyses, has shown that it falls under code 05
07 99 "Other unspecified waste from gas purification-TEG”.
Although it is a non-hazardous liquid waste, it has limited possibilities for controlled disposal,
through storage in authorized storage or incineration. For efficient management, Romgaz
analyses and implements gas conditioning with delicate salts, as this process does not generate
waste.
Used oils waste: Collected waste oils may be redistilled for recycling and mixing in lubricating
oil plants, or recovered for energy, as referred to in the EU Directive on waste incineration.
The reduction in the amount of oil that has become waste is carried out in accordance with the
requirements of the manufacturer of the compressors.
A monthly report on the recovery of waste oils from the lubricating oil used was drawn up to
monitor the recovery of the waste oil generated from the gas compression plants. Waste oils
from the activity of Romgaz are industrial oils and lubricants on a mineral, synthetic or biogenic
basis, which have become unsuitable for initial use, particularly those oils from combustion
engines and transmission systems, lubricating oils, turbine oils, hydraulic and industrial
systems.
Waste oils are classified as hazardous waste under the law and are subject to a special statutory
management regime. In some locations the oil is stored and analysed in order to identify
possibilities for re-use.
The collection of the waste oil must be carried out selectively, according to law, in sealed
containers which are resistant to mechanical and thermal shock and are clearly marked with
the name "Used oils". All measures must be taken to prevent sewage leakage during handling,
storage and use. The storage in containers of spent oil must be in well-ventilated and dry
locations, sheltered from heat sources, flame, sparks or other sources of fire, and appropriate
measures of fire prevention must have been taken.
Main materials present in waste:
Extraction and drilling waste: Drilling mud (containing fresh water, chlorides, barite,
bentonite, polymers, etc.).
Waste from production:
o Petroleum waste (containing waste oils and fuels used for equipment);
o Waste from used pipes, equipment and machinery (containing metals and alloys);
o Plastic waste (containing plastics).
Natural gas processing waste:
o Waste from natural gas drying of triethylene glycol and silica gel (containing non-
hazardous substances);
o Filter and separator waste for impurities from natural gas/hydrocarbon separators
(containing textiles, waste oils, sludge, etc.);
Transport and maintenance waste:
o Scrap metal and spare parts (containing metals);
o Waste industrial oils (containing oils/lubricants);
o Plastic and rubber waste (plastic, polymers).
General operational waste:
o Packaging waste (containing metal, plastic, paper, paperboard, glass);
o Electrical and electronic waste (WEEE) (contains metal, plastic, freon, glass, etc.);
o Hazardous waste (containing hazardous chemical substances and mixtures).
Depogaz
Depogaz generates a variety of specific waste from its gas storage activities. Waste streams
include:
Scrap metal: This waste results from scrapping operations of fixed assets which can no
longer be used in the gas storage process, due to technical wear and tear and obsolescence,
120
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
and the repair costs of which are very high, i.e. through cutting operations in mechanical
workshops. The categories of waste in this stream are: iron and steel, ferrous, copper,
aluminium, alloys. Scrap metal is collected and recovered on the basis of contracts
concluded with authorized economic operators.
Electrical and electronic equipment and waste (EEEW): This consists of end-of-life products
and includes a whole range of electrical and electronic items, such as: IT and
telecommunications equipment, electrical and electronic tools, monitoring and control
tools, etc. These are collected and handed over to authorized economic operators.
TEG Waste. Similar with Romgaz, for the controlled disposal of TEG waste, Depogaz has
concluded a contract with an authorized economic operator.
Waste from non-chlorinated mineral engine oils, transmission and lubrication (used oil):
Used oil is generated in the gas compression process in compressor stations. It is stored in
special containers and recycled through an authorized economic operator with which
DEPOGAZ has concluded a contract.
General waste from other activities: This includes plastics, paper and cardboard, absorbers,
filter materials (including oil filters without other specification), polishing materials,
protective clothing contaminated with hazardous substances and packaging containing
residues or contaminated with hazardous substances. These are collected and handed over
to authorized economic operators.
Waste generated through the activities of Depogaz is managed in accordance with current
regulations and through the implementation of management processes and measures to
minimize its environmental impact.
RBS
RBS generates general office waste: this includes plastic, paper and cardboard packaging,
metal, glass, toners and electrical waste. For each type of waste, RBS implements management
processes and measures to minimize the environmental impact, including codification and
disposal through authorized firms, economic treatment and recovery.
Total amount of hazardous and radioactive waste generated (tonnes)
Type of waste
Romgaz
Depogaz
RBS
ROMGAZ Group
Hazardous waste generated [t/]
468.17
24.18
0
492,34
Radioactive waste [t]
0
0
0
0
Note: on 31 December 2024, Romgaz still had 70.58 t of hazardous waste in stock.
6.3.4 E5-6: Anticipated financial effects of from resource use and circular economy-related
impacts, risks and opportunities
According to the provisions of Appendix C of ESRS 1, ROMGAZ is using the transition period to
report information on the anticipated financial effects of material risks and opportunities
regarding resource use and circular economy.
Any further details will be included in the subsequent reports, once a methodology dedicated
to this subject is also adopted.
121
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
7 ESRS S1 - Own workforce
7.1 Strategy
7.1.1 ESRS 2 SBM-2: Interests and views of stakeholders
One of ROMGAZ Group's strategic objectives for the 2021-2030 period is to establish long-term
and equally profitable relationships with the market and the social environment. This objective
includes, among others, the development of human resources to adapt to future trends in
sustainable energy.
With a workforce of 5,977 employees as of December 31, 2024, the company’s personnel
represent a key group among the stakeholders affected by ROMGAZ Group’s activities.
Employees’ rights, interests, and views, as well as their adherence to human rights principles,
are ensured by the company's policies, and employees can directly contribute to the business
model and operational structure of the ROMGAZ Group. The process of evaluating the business
model and operational structure is dynamic and interactive, integrating employee feedback
through annual survey results, internal communication channels, and continuous dialogue.
Employee access to top management is facilitated through the hearing program. Additionally,
the company employs various information and communication tools, such as electronic channels
(secretariat@romgaz.ro, comunicare@romgaz.ro), an internal radio accessible to all employees
via a link, notice boards, and an internal intranet network Infoweb.
The Company’s business model and operational structure may be influenced by its own
workforce through the annual employee and trade union consultation, as well as collective
bargaining processes. ROMGAZ Group respects the interests, perspectives, and rights of its
employees, encouraging continuous dialogue, implementing flexible work arrangements and
long-term employment contracts, enforcing occupational health and safety policies, and
investing in training and professional development programs. These initiatives intend to address
employees' needs and interests while ensuring their protection against negative labour-related
impacts.
7.1.2 ESRS 2 SBM-3: Material impacts, risks and opportunities and their interaction with strategy
and business model
As part of the double materiality assessment process, the impacts, risks, and opportunities
associated with each material topic and subtopic related to workforce were evaluated in
accordance with AR 16 of ESRS 1.
The current and potential workforce-related impacts and risks are closely linked to the
company’s strategy and business model. ROMGAZ Group's actions are directed towards
minimizing negative impacts, reducing risks, and creating opportunities for the development of
all employees.
In the context of the energy transition, the ROMGAZ Group aims to gradually adopt a new
portfolio of activities. This shift may impact the company's workforce, requiring the reskilling
and upskilling of employees to align with new requirements. In this regard, the company
incorporates the development and integration of competencies in emerging fields such as
carbon capture and storage (CCS) and renewable energy production into its training programs,
while simultaneously leveraging existing expertise.
In the context of labor contract adjustments due to business structure developments,
organizational changes, or security requirements, the company evaluates alternatives and
promotes constructive dialogue with employees to identify professional reconversion solutions,
where and if applicable. Throughout 2024, no restructuring or collective layoffs have taken
place among the company's employees.
The ROMGAZ Group's strategy includes the implementation of digital solutions and automation
across all business segments. This strategy creates new professional positions and attracts new
talent while offering existing employees diverse opportunities for professional development,
including skill updates and reskilling. The company invests annually in education, collaborating
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taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
with vocational and technical education institutions and specialized universities in the country
to help develop a workforce aligned with its strategic objectives.
The personnel strategy and operational model of ROMGAZ Group are designed to:
Ensure workforce stability by offering long-term employment contracts and competitive
salaries;
Retain talent and enhance competencies through the implementation of professional
training programs and by providing a non-discriminatory and violence-free work
environment.
These concerns may have a positive impact on the company, but their absence or the improper
implementation of existing policies may have an adverse effectsince the workforce is the
driving force behind the company’s development strategy.
Due to the nature of its industry, workplace health and safety are central elements of the
business model. Therefore, ROMGAZ Group leverages its own health treatment facilities to
provide employees with solutions to address health issues.
The risks and opportunities arising from the impacts and dependencies on its workforce
influence ROMGAZ Group's strategy by strengthening employee retention and development
policies. For example, opportunities such as developing industry-specific skills, attracting young
talent, and implementing fair policies contribute to adapting ROMGAZ Group’s business model,
ensuring long-term sustainability.
The topics identified as material, related to the company’s own workforce, include:
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original text. However, in all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
IROs related to their own workforce
Legend:
Type of impact: F = financial impact, M = material impact, MF - material and financial impact
Time Horizon: A = current impact, P = potential impact
Source of impact: S = impact arising from strategy and business model, B = impact that underpins strategy
Material sub-
topic and
Material sub-
sub-topic
Location of
impact
Type
Source of
impact
Time
horizon
Positive impacts (I+)
Time
horizon
Negative
impacts (I-)
Risks
(R)
Opportunities (O)
Working
conditions
Secure
employment
Own
activity/
value chain
M
B
P
The absence of
policies to
protect workers
from income
fluctuations due
to the type of
employment
contract can
negatively
impact
employees'
psychological
well-being,
leading to
productivity and
loyalty related
consequences,
both within the
company's own
operations and
across the value
chain.
-
Working
conditions
Adequate
wages
Upstream,
Own
Activity
MF
B
A
ROMGAZ Group values the
loyalty and experience of
its employees,
recognizing their
contribution to the
company's and industry's
development.
Through additional
benefits and retirement
support, correlated with
seniority in the natural
P
In some cases,
wages may not
fully reflect the
complexity and
risks associated
with the work of
the gas industry.
This can lead to
employee
dissatisfaction,
impacting morale
-
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This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the
original text. However, in all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Material sub-
topic and
Material sub-
sub-topic
Location of
impact
Type
Source of
impact
Time
horizon
Positive impacts (I+)
Time
horizon
Negative
impacts (I-)
Risks
(R)
Opportunities (O)
gas and/or electricity
industry, the company
ensures a smoother
transition to this stage,
reflecting its commitment
to employee well-being.
and productivity.
Additionally,
salary
differences
between various
positions and
operational
locations may
create tensions
and inequities
within the
company.
Working
conditions
Health and
safety
Upstream,
Own
Activity
MF
S
A
ROMGAZ Group ensures a
safe and healthy work
environment through a
health and safety
management system
audited both internally
and externally, which
mitigates risks and
protects employees'
health.
Continuous monitoring
and the company's
support for medical
treatments contribute to
the prevention of
occupational diseases.
A, P
Limited access to
medical services
in remote
operational
locations and
exposure to toxic
chemicals and
pollutants can
lead to chronic
illnesses and
health issues
(including mental
health
problems).
Due to the
nature of the
work,
occupational
diseases may
arise, caused by
factors such as
exposure to
noise, vibrations,
harmful
chemicals, etc.
The complex
work program
can cause
extreme fatigue
-
Improving working conditions,
prevention programs and
investing in own treatment
facilities contribute to
increasing employee
satisfaction, reducing
personnel fluctuations,
maintaining employees'
health and strengthening
ROMGAZ Group's reputation
as a responsible employer.
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original text. However, in all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Material sub-
topic and
Material sub-
sub-topic
Location of
impact
Type
Source of
impact
Time
horizon
Positive impacts (I+)
Time
horizon
Negative
impacts (I-)
Risks
(R)
Opportunities (O)
and increased
health risks.
Any work
accident can
create an
unattractive
working
environment.
Reputational
risks with
financial
implications may
arise.
Equal
treatment and
opportunities
for all
Gender
equality and
equal pay for
work of equal
value
Own
Activity
MF
B
A
ROMGAZ Group promotes
a fair and inclusive work
environment, ensuring
non-discriminatory access
to employment and
professional
development. The
company's policies
support pay equity and
merit-based
advancement,
contributing to the
reduction of gender
disparities.
The distribution of women
in specific positions
results in a favorable
average salary ratio for
them, reflecting ROMGAZ
Group's commitment to
diversity and
organizational
sustainability.
P
Inequalities can
lead to a lack of
motivation and a
sense of injustice
among
employees, thus
affecting the
cohesion and
efficiency of the
team.
-
Equal
treatment and
opportunities
for all
Own
Activity
MF
B
A
The continuous
investment in employees'
professional development
A
Inadequate or
insufficient
training can lead
to stress,
-
The development of industry-
specific skills contributes to
increasing the expertise of
employees, thus providing a
126
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the
original text. However, in all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Material sub-
topic and
Material sub-
sub-topic
Location of
impact
Type
Source of
impact
Time
horizon
Positive impacts (I+)
Time
horizon
Negative
impacts (I-)
Risks
(R)
Opportunities (O)
Training and
skills
development
enhances their skills and
job satisfaction.
Through the Romgaz
NextGen internship
program and practical
training opportunities for
students, Romgaz
contributes to developing
a future generation of
specialists while
strengthening its position
as an attractive
employer.
fatigue, errors
and accidents
within the
organization.
The transition to
a climate-neutral
economy may
require training
and retraining of
the workforce.
The lack of
qualified
ROMGAZ staff
may have a
negative impact
such as the delay
in development
projects.
well-trained workforce
capable of meeting the
specific technical and safety
requirements of the energy
sector.
The implementation of
effective training and
development policies
reinforces ROMGAZ's
reputation as a responsible
employer, attracting and
retaining the talents
necessary for the long-term
competitiveness of the
company.
Equal
treatment and
opportunities
for all
Measures
against
violence and
harassment in
the workplace
Own
Activity
MF
B
A
ROMGAZ Group promotes
a work environment based
on respect, integrity, and
equality, maintaining a
zero-tolerance policy
towards any form of
harassment.
Through clear internal
reporting and
investigation mechanisms,
the Group creates a
harassment-free
environment, ensuring the
protection of employees
and collaborators, and
fostering the
improvement of working
conditions.
No confirmed incidents
have been recorded in
recent years.
P
Harassment at
the workplace
may have a
negative impact
on the people
involved and on
organizational
culture, with
effect on the
productivity and
loyalty of
employees
-
127
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
ROMGAZ Group's workforce is composed of 99.85% permanent employeesworkers with full-
time or part-time indefinite-term employment contractswhile the remaining employees are
on fixed-term individual employment contracts.
ROMGAZ Group has seven administrators and three directors who work for the company under
mandate contracts. The Deputy General Director holds two contractsone as an administrator
and one as a director.
For certain specialized projects or operations, ROMGAZ Group works with subcontractors who
may be present at the company's locations for varying durations depending on the projects they
are working on. These subcontractors must adhere to the workforce-related provisions outlined
in the service contracts concluded with ROMGAZ Group.
Regarding material impacts, as well as the risks and opportunities associated with the
workforce, the company's policies and programs comprehensively cover all workforce members.
Depending on the location of activity (operational locations or offices), workforce-related risks
and opportunities may vary, and this is reflected in the job descriptions and risk analysis.
According to the double materiality assessment, it was noted that negative impacts may occur
among the company’s own employees:
In the absence of employment policies providing for stable employment contracts and
salaries that ensure a decent standard of living;
Due to the work conditions specific to the industry. The company's activities expose
employees to occupational diseases caused by exposure to noise, vibrations, and
harmful chemicals. Insufficient access to healthcare services in remote operational
areas and exposure to dangerous chemicals and pollutants may lead to chronic or acute
conditions, including mental health issues. Additionally, a demanding work schedule in
an industry with strict safety requirements can cause burnout and significantly increase
health risks or the likelihood of accidents. Workplace accidents have the potential to
create an unfavorable work environment, generating risks to the company's reputation,
which in turn can have financial implications;
The lack of a fair compensation policy may lead to employee demotivation;
Due to a lack of specific professional training related to the demanding or changing
working conditions in the industry for the company's staff;
Or in cases where the organizational culture does not address workplace harassment.
ROMGAZ Group generates significant positive impacts on its own workforce by implementing
the following initiatives and activities targeting all employees:
Safe jobs. The company focuses on the quality of the workforce and the level of
professional training, with almost all employees (99.85%) having full-time, indefinite-
term contracts.
Adequate salaries. At ROMGAZ Group, in addition to fixed compensation that complies
with applicable regulations, employees’ loyalty and experience are valued through an
additional benefits package.
Training and development. ROMGAZ Group supports the professional training and
development of employees to enhance their competence at work. The company also
ensures the (re)authorization/(re)certification necessary for employees to perform
their professions.
Internal coaching. In 2024, the internal coaching program was implemented as part of
the company’s commitment to supporting the professional and personal development
of employees. Seventeen individuals enrolled in this initiative.
Gender equality and equal pay for equal work. The company’s practices facilitate
non-discriminatory access to jobs and career development. At ROMGAZ Group, the pay
ratio is favourable to women at certain hierarchical levels, reflecting a fair distribution
across roles.
Measures against violence and harassment. ROMGAZ Group applies a zero-tolerance
policy towards any form of harassment, regardless of the individuals involved, both
128
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
within and outside the company, including at social events, business trips, training
sessions, or conferences. The company has created tools for internal reporting and
investigating such incidents.
The opportunities for the company and its employees result from the policies and facilities that
ROMGAZ Group provides to its workforce.
ROMGAZ Group does not have any operations involving forced labor or child labor risks. For its
value chain, there are contractual clauses prohibiting the companies ROMGAZ Group
collaborates with from using child labor or forced labor, although ROMGAZ Group has not
conducted verification or auditing processes in this regard.
Due to the nature of its activities, ROMGAZ Group has jobs that carry a higher risk of
occupational diseases. Workers in compressor stations, production test teams, and those
involved in major repairs at wells are exposed to greater risks of developing occupational
diseases, especially those associated with the loud noise in which these activities take place.
Employees in these positions are informed about these risks upon hiring and periodically
(according to legal regulations, with frequencies set based on the annual training-testing
schedulemonthly, quarterly, semi-annually, or annually) through training on workplace health
and safety.
ROMGAZ Group
2024
Number of employees involved in activities posing a high risk of
developing occupational diseases
313*
Number of deaths from occupational diseases
0
Number of registered occupational diseases
0
*288 employees are employed under special working conditions, and 25 employees work under exceptional working conditions.
(Romgaz)
- 0 employees are employed under special working conditions, and 0 employees work under exceptional working conditions (Depogaz).
* 0 employees are employed under special working conditions (RBS).
7.2 Impact, risk and opportunity management
7.2.1 S1-1: Policies related to own workforce
ROMGAZ Group operates in accordance with the applicable labor legislation in Romania and has
internal codes and policies that ensure the respect of employees' rights, addressing the impacts,
risks, and opportunities identified through the double materiality assessment.
ROMGAZ Group's human resources policy, aligned with the company's general objectives,
focuses on harnessing the potential of the existing workforce and identifying external resources
to improve specialization and professional training. The main directions of this policy include:
Increasing the level of professional competence, with a focus on employees;
Achieving a balanced distribution of human resources both at the company's
headquarters and in the branches, based on the specific nature and importance of the
activities carried out;
Establishing its own personnel promotion system for high-performance potential,
prioritizing internal selection;
Strengthening its organizational culture and the sense of belonging.
The human resources policy intends to organize, recruit, select, assess performance, and
develop personnel in line with business objectives.
ROMGAZ Group takes into account fundamental human rights in its activities, in line with
international regulations, national laws, and internal social responsibility standards (Social
Responsibility Policy).
When developing policies that govern the company's operations, ROMGAZ Group complies to
nationally and internationally recognized standards concerning employees' rights (UN Guiding
Principles on Business and Human Rights, ILO Declaration on Fundamental Principles and Rights
at Work, and OECD Guidelines for Multinational Enterprises) and encourages employee
129
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
involvement in the company’s sustainability management by consulting them during the double
materiality assessment process.
The policies apply to the company's own operations and value chain (according to contractual
provisions), and the responsibility for approving and overseeing their implementation rests with
the General Director.
The Code of Ethics and Conduct of Business promotes ethical responsibility in fulfilling
obligations, implementing ROMGAZ Group strategy and achieving operational and economic
objectives, one of the objectives being to create inclusive, safe and ethical jobs.
This is available both in English and Romanian on the company's website and details the
procedures for reporting any situations that may negatively affect the company's workforce to
the Ethics Advisors.
External stakeholders can also submit complaints to ROMGAZ Group if they observe any
potential violations of human rights or ethical standards related to the company.
Annually, a report from the Ethics Advisors is prepared and presented to the management
regarding the monitoring of the application and compliance with the principles and standards
of ethics and integrity within ROMGAZ Group. This report includes aspects related to possible
violations of the conduct standards set out in the Ethics and Integrity Code, the Internal
Regulations, and the Collective Labor Agreement.
ROMGAZ Group's Human Rights Statement was developed during 2024 and approved on January
23, 2025. The statement covers all necessary requirements and explicitly addresses the fight
against forced labor, human exploitation, human trafficking, and child exploitation, in
compliance with legal provisions regarding the minimum age for employment.
Specifically, the following policies apply to identified material topics:
1. Secure employment
ROMGAZ complies with the Labor Code and related national legislation regarding employment,
practices and the types of contracts offered. Therefore, the company offers individual
employment contracts for indefinite periods, either full-time or part-time, in accordance with
ROMGAZ's Human Resources Policy, which ensures a stable income for employees.
The operational procedure "Recruitment and Selection of Personnel" regulates the activity to
ensure human resources in accordance with the requirements and complexity of their positions,
as well as the coherent and efficient allocation of internal human resources. The document
includes principles of transparency, non-discrimination, and equal opportunity for all
candidates, as well as the improvement of employee performance.
At ROMGAZ level, starting from June 1, 2024, a Collective Labor Agreement negotiated with
the "Free Trade Union within S.N.G.N. Romgaz S.A." is in effect, valid until June 1, 2026, and
is applicable to all employees.
At Depogaz Subsidiary level, starting from June 1, 2024, a Collective Labor Agreement
negotiated with "Depogaz Ploiești Storage Branch Union" is in effect, valid until May 31, 2026,
and is applicable to all employees.
Currently, there is no Collective Labor Agreement at RBS Subsidiary level, but the legislation
stipulates that the negotiation process must begin once the number of employees reaches 10.
130
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
2. Adequate wages
At ROMGAZ Group, there is a Remuneration Policy applicable to administrators and directors.
This policy sets their fixed and variable remuneration thresholds.
For the rest of the employees, the Collective Labor Agreement is negotiated every two years,
ensuring that adequate salaries are provided, reflecting the work and qualifications of
employees, while ensuring that the minimum remuneration complies with legal standards.
Additionally, the Company offers various supplementary benefits, including private pension
schemes, health insurance, reimbursement of tourism services, material aid for special
situations, professional training programs, and retirement benefits.
3. Health and Safety
ROMGAZ has implemented an Occupational Health and Safety Management System in
accordance with the ISO 45001: 2023 standard, ensuring compliance with the applicable
legislation. The management system covers all company employees.
The section "Working Conditions Occupational Health and Safety" in the Collective Labor
Agreement includes the employer's and employees' obligations, working conditions and
standards, staff training, and health protection. The Occupational Medicine Office promotes a
healthy lifestyle through recommendations and best practices addressed to employees.
According to the Social Responsibility Policy, the commitments made to achieve the
occupational health and safety objectives mentioned in section S1-5 include:
Developing specific plans for Emergency Situations (Fire Prevention and Civil
Protection), aimed at preventing events with severe consequences.
Enhancing occupational health and safety management and implementing best
practices to eliminate workplace accidents;
Beyond its obligations related to other voluntarily adopted requirements, ROMGAZ
Group promotes continuous improvement in working conditions and the management
of security, health, and employee well-being;
Preventing and avoiding employee accidents and health issues by ensuring a safe and
healthy environment;
Continuously monitoring the responsibility to report, assess, and appropriately manage
any potential risk situations that could affect workers and equipment safety;
Ensuring compliance with all applicable legal requirements in the field through the
integrated management system for quality, environment, and occupational health and
safety, in accordance with the ISO 9001:2015, ISO 14001:2015, and ISO 45001:2023
standards;
Promoting measures to improve employees' occupational health and safety by
establishing principles regarding professional risk prevention, health protection, and
worker security, eliminating risk factors and accidents, informing, consulting, and
ensuring balanced participation according to the law, and training workers and their
representatives in line with applicable legislation;
ROMGAZ Group also complies with the requirements of SEVESO by implementing operational
security measures and public reporting of security measures and accident behavior.
The ROMGAZ Group infrastructure management system involves the implementation and
application of specific procedures aimed at ensuring the effective maintenance of the natural
gas infrastructure for accident prevention purposes. These procedures are detailed and
classified based on the type of maintenance and specific activity, as follows:
Preventive maintenance in natural gas compression activities.
Corrective maintenance in natural gas compression activities.
Preventive maintenance in natural gas dehydration activities.
Corrective maintenance in natural gas dehydration activities.
Corrective maintenance to address accidental defects in natural gas pipelines.
131
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Corrective maintenance to remedy accidental defects in surface technology
installations.
Rectification insulation defects on collector pipelines.
Accidents at work and risks are monitored and managed according to legislation, and
investigation of incidents is aimed at preventing future events. Accidents at work are registered
in the Single Register of Records for fair and transparent reporting.
The Society also identified jobs with high risk of occupational diseases, providing specific
measures to reduce exposure to risk factors such as intense noise (information presented at
page 126).
4. Gender equality
At ROMGAZ Group, there are provisions and responsibilities regarding diversity, equal
opportunities, and non-discrimination of any kind, both within the Collective Labor Agreement,
as well as the Internal Regulations and the Code of Ethics and Integrity.
Through the Code, ROMGAZ Group intends to ensure a working environment for its employees
where their skills, talents, experience, and contributions to the company’s performance are
appreciated and respected, and encourages the cultivation of an atmosphere based on trust,
openness, mutual respect, and sincerity by all staff members.
5. Training and skills development
ROMGAZ Group shall ensure that employees receive continuous training in areas relevant to
their roles within the organization. This training aims at acquiring and developing new
knowledge and skills, but also at ensuring (re)authorization/(re)certification necessary for
employees to carry out their work.
To regulate employees’ needs for training and professional development, the company has
implemented a procedure to identify training and professional development needs, as well as
the means and manner to implement them.
The training and professional development of ROMGAZ Group’s employees shall be carried out
through their participation in internal and external programs, in accordance with the Training
and Professional Development Plan.
Additionally, the company has a procedure for evaluating the professional performance of its
employees. This procedure serves both to measure performance and to support the continuous
development of employees and improve the way work is carried out at the organizational level.
Performance evaluations are conducted annually, based on criteria adapted to different
employee categories. The process is designed to recognize employees' skills and performance,
increase self-confidence, encourage development, identify employee potential, and promote a
corporate culture focused on continuous development.
6. Measures against harassment and violence
The Code of Conduct for Business covers issues such as: human rights, loyalty/corporate
integrity, competition and anti-trust law, anti-corruption and anti-fraud, responsibility in
relation to third parties, sustainability and relations with the environment and community.
The Code also includes the modalities for the referral and reporting of possible harassment or
violence at work to the ethics adviser.
7.2.2 S1-2: Processes for engaging with own workers and workers’ representatives about impact
Collaboration with the workforce is carried out directly through annual satisfaction surveys
addressed to all employees. The General Director and the Human Resources Director are
responsible for overseeing and implementing this collaboration process.
132
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
To identify the impacts, risks, and sustainability opportunities related to the workforce,
ROMGAZ Group employees have been involved in the double materiality assessment (the
complete description of the consultation process can be found on page 27).
There are also specific collaboration channels in place.
For example, to manage the negative impact related to occupational health and safety, at the
level of the Company and of each subsidiary, there is a Health and Safety Committee (except
for the Drobeta Turnu Severin Subsidiary, as according to the legislation, the establishment of
a HSC is mandatory only for units with at least 50 employees). In this context, for the respective
subsidiary, the responsibilities regarding occupational health and safety for the 2 employees
are directly managed by the Prevention and Protection Service within the Company’s
Headquarters.
These committees operate based on their own Organization and Functioning Regulation and
meet quarterly or whenever necessary to address occupational health and safety issues. The
minutes of the meetings are communicated to all employees. The committees consist equally
of both employee representatives and management representatives.
The company's management consults with the trade unions for the negotiation of collective
labor agreements or for managing possible labor conflicts.
7.2.3 S1-3: Processes to remediate negative impacts and channels for own workers to raise
concerns
According to the Code of Ethics and Conduct in Business, ROMGAZ employees have multiple
channels to express their opinions or signal possible violations of any internal policies or
regulations. The communication channels are presented in detail in the ESRS 2 section, page
24.
Ethics advisers shall consider referrals and complaints about violations of professional conduct,
ethics and integrity by the management and personnel of ROMGAZ Group and make general
recommendations to the General Director.
Thus, the ethics advisors prepare semi-annual analyses and reports on the issues reported to
the General Director. The reports and analyses are approved by the General Director and
forwarded for information to the Monitoring and Coordination Commission for the
Implementation and Development of the Internal Managerial Control System and to the Audit
Committee. The ethics advisors address all situations reported to them in an independent and
objective manner and handle all information brought to their attention with maximum
discretion, confidentiality, and non-discrimination.
In 2024, 32 complaints were registered in the Reporting Record, managed by the Ethics
Advisors.
Also, to facilitate better and direct communication, all employees have communication tools
provided by the Company and can access management teams through the hearing program.
ROMGAZ Group evaluates the reporting mechanisms annually, considering relevant legislative
changes and integrating detailed employee feedback to ensure the company’s system is
updated in accordance with the needs of the organization and all personnel.
The management of the organization is interested in collecting real data regarding employee
satisfaction at the workplace and aims to encourage them in:
Open communication, without fear of retaliation, regarding any issues they face during
working hours;
Suggesting improvements to enhance performance and develop partnership
relationships.
Employee satisfaction evaluation is carried out according to the procedure "Employee
Satisfaction Evaluation," which describes how feedback regarding the employeessatisfaction
level within the company is obtained. The results help ROMGAZ identify the strengths and
133
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
weaknesses of the work environment, implement improvements, and maintain a favourable
climate, thus contributing to the growth of trust and employee loyalty.
Potential breaches of conduct norms by directors or administrators are analyzed in the context
of the provisions of the mandates and administration contracts by the Audit Committee.
ROMGAZ Group also regulates the way in which complaints received from external sources are
managed. There are three contact points for registering complaints from the general public:
consilierdeetica@romgaz.ro, comunicare@romgaz.ro and petitii@romgaz.ro.
For the underground gas storage service, there is a dedicated phone number, TELVERDE
0800833764 (08008DEPOG).
Regarding RBS, there is no special communication line dedicated yet.
Complaints can be registered online on Company's external website by accessing the link
www.romgaz.ro.
To evaluate how well the members of the workforce are familiar with these mechanisms,
additional information has been included in ESRS G1 section.
7.2.4 S1-4: Taking action on material impacts on own workforce, and approaches to mitigating
material risks and pursuing material opportunities related to own workforce, and
effectiveness of those actions
ROMGAZ Group implements various measures to address the impacts on the workforce, which
are presented below. The effectiveness of these measures, as well as the verification that the
company's practices do not produce or contribute to significant negative impacts on the
workforce, are monitored through the annual employee feedback surveys.
In the context where employment contracts are adjusted due to developments in business
structure, organizational changes, or security requirements, the company evaluates
alternatives and promotes a constructive dialogue with employees to find professional
retraining solutions where applicable. Throughout 2024, no restructurings/collective layoffs
have occurred among the company’s employees.
Secure employment
To provide secure jobs, ROMGAZ Group signs indefinite-term employment contracts with full
social coverage. Thus, employees are protected from potential income fluctuations caused by
job loss. Employees are covered by both state and private social insurance. In case of layoffs,
they are entitled to unemployment benefits, according to national legislation.
Throughout 2024, ROMGAZ Group developed a procedure for regulating voluntary departures.
The effectiveness of these initiatives is evaluated through the annual consultation with
employees.
Adequate wages
The employment contracts include provisions regarding the alignment of salaries with the
national inflation rate, with annual updates. Throughout 2024, based on the negotiation
minutes signed on July 23, 2024, it was established that, starting from August 1, 2024, the gross
base salaries of employees within SNGN Romgaz SA will increase by 5.71% and by a fixed amount
of 150 RON gross/employee. Additionally, the salary scale applied within SNGN Romgaz SA was
reshaped by increasing the values of the 1st salary classes at each level by 5.71% and a fixed
amount of 150 RON, taking into account the classification coefficients established in Annex 8
of the Collective Labor Agreement for the years 2024 2026, registered with the Territorial
Labor Inspectorate under No. 9177/27.05.2024.
134
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Health and safety
By implementing an integrated management system, the Company identifies and manages the
risks associated with its activities, promoting an organizational culture focused on accident
prevention.
Throughout 2024, the following specific actions were carried out:
Auditing and recertification of the management system according to ISO 45001:2023;
Adequate training to raise awareness of the importance of work safety;
Ensuring appropriate protective equipment for each category of employees;
Ensuring access to private medical services;
Emergency response drills for SEVESO locations.
Gender equality and equal pay for work of equal value
Through the policies adopted, ROMGAZ Group does not discriminate on the basis of gender and
does not exclude diversity and inclusion in the workplace. In its industry, the gender pay gap is
influenced by the specific nature of jobs. For example, in the category of ‘Workers’, high-risk
jobs are predominantly occupied by men, which entails higher wage increases.
However, in ROMGAZ Group, the ratio between men's and women's wages varies according to
the hierarchical level. While there is a male-friendly report in the Workers category, this
changes in the Middle and Top management positions, where women's salaries are on average
higher than men's. Generally, the overall ratio of women's and men's average wages in the
company is highly favourable to women, an issue which is significantly influenced by the
distribution of employees per roles.
Through the implementation of equitable remuneration policies and regular analyzes, ROMGAZ
Group continues to monitor these issues in order to ensure transparency and the application of
the principles of equality. In addition, the Society develops initiatives to encourage balanced
participation of women and men in all classes of functions, thus promoting diversity at
organizational level.
Training and skills development
ROMGAZ Group supports the continued development of its employees by ensuring that they
constantly improve their skills relevant to their roles within the organization. The company also
provides (re)authorization/(re)certification necessary to carry out the professional activities as
required by specific requirements.
In order to minimize the risks associated with employee fluctuation and insufficiency in skills
development, ROMGAZ Group applies measures that ensure operational continuity, including:
identifying and designating substitutes for key positions, facilitating access to training programs
for employees to further develop relevant skills, organizing internal coaching sessions and
regular performance evaluation, in order to identify emerging needs for professional
development.
The Group also intends to develop a formal succession policy for key and critical positions,
ensuring long-term business continuity.
In the context of energy transition, ROMGAZ Group aims for the gradual adoption of a new
portfolio of activities. This change may have an impact on its workforce, involving the need for
reskilling and upskilling of employees to align with new requirements. In this regard, the
Company includes the development and integration of competencies in emerging fields such as
carbon capture and storage (CCS) and renewable energy production in its training programs,
while simultaneously leveraging existing expertise.
ROMGAZ Group's strategy includes the implementation of digital solutions and automation
across all activity segments. This strategy generates new professional positions and attracts
new talents, offering to existing employees diverse opportunities for professional development,
including the updating and reskilling of competencies.
135
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
The company invests annually in education, collaborating with vocational and technical
education institutions and universities in the country, in order to contribute to the formation
of a workforce adapted to its strategic objectives.
Assessment of employee performance
ROMGAZ Group has implemented an employee performance evaluation procedure aimed at
recognizing employees' skills and performance, increasing and strengthening the employee's
self-confidence, encouraging employee development, enhancing motivation and satisfaction
with their activities, identifying the potential of the employee, promoting a culture oriented
toward continuous development that encourages collaboration and active involvement.
Performance evaluation is conducted annually, based on clear and transparent criteria,
adapted to different categories of staff.
Measures against violence and harassment at work
ROMGAZ Group has a zero-tolerance policy towards any form of harassment, whether sexual or
moral, as well as any acts of violence within the organization.
This policy is supported by preventive measures, such as periodic training for employees,
awareness sessions regarding ethical behavior, and the promotion of a respectful working
environment. During the reporting period, ROMGAZ Group conducted 3 informational campaigns
aimed at disseminating the information developed in the "Policy on Combating Harassment and
Discrimination in the Workplace" and in the "Internal Regulation."
ROMGAZ Group has also implemented a Privacy Policy on the protection of personal data. It
ensures compliance with European data protection legislation (GDPR), protecting the personal
information of employees and/or practicing/trainees, candidates for ROMGAZ Group's job
vacancies and visitors to the website www.romgaz.ro.
7.3 Metrics and targets
7.3.1 S1-5: Targets related to managing material negative impacts, advancing positive impacts,
and managing material risks and opportunities
Secure employment
During 2024, the Company had no targets on this material topic.
Adequate wages
During 2024, the Company updated employees' wages in accordance with internal procedures
and the Collective Labor Agreement negotiated with trade unions. There were no other targets
on this material topic.
Health and safety
In order to reduce the negative impacts on the workforce and to increase employee satisfaction
and well-being, by 2030, the ROMGAZ Group has set objectives and performance indicators
related to the health and work of employees as follows:
Zero fatal accidents arising from work-related accidents;
Reduction in number of incidents/accidents with lost working time (LTIR < 0,4);
Implementation of process safety monitoring and reporting.
Gender equality and equal pay for work of equal value
During 2024, the Company had no targets on this material topic.
Training and skills development
Professional training is a component of ROMGAZ Group's Management Plan.
136
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
The objectives set in relation to training and the development of competencies are for 2024
were:
The average number of professional training hours per employee per year was at least
8 hours in 2024;
All eligible employees are included in the annual performance evaluation process. The
completion of the evaluation process for 2024 takes place at the end of the first quarter
of 2025, so the data included in this report is for the year 2023;
100% of employees trained in occupational health and safety (OHS) according to ISO
management system requirements;
ROMGAZ Group aims at finalizing the succession policy by December 31, 2025.
The procedure for employee training and professional development stipulates that the
identification of training and professional development needs is done with the
involvement/consultation of the employee.
Targets on training and performance evaluation cover all ROMGAZ Group employees, while the
succession policy will define key leadership roles and critical functions for the Society.
Measures against violence and harassment at work
During 2024, the company had no targets on this material topic.
7.3.2 S1-6: Characteristics of the undertaking's employees
During 2024, all ROMGAZ Group employees worked in Romania. Therefore, the country
breakdown requested in paragraph 50(a) is not applicable.
The information given in this Section is not validated by an outside body other than the
assurance provider.
Total number of employees, expressed as number of persons or full-time equivalents of
permanent employees, with breakdowns by gender; temporary employees, and breakdown
by gender and non-guaranteed hours employees, and breakdown by gender
ROMGAZ Group
2024
Number of permanent employees (head
count / FTE)
Women
923
Men
5 040
TOTAL
5,963
Number of temporary employees (head
count / FTE)
Women
4
Men
10
TOTAL
14
Number of non-guaranteed hours
employees (head count / FTE)
Women
0
Men
0
TOTAL
0
Number of employees (head count /
FTE)
Women
927
Men
5,050
TOTAL
5,977
Note 1: Information on the number of employees that are on the payroll of ROMGAZ on 31.12.2024 can be found in the
2024 Consolidated Administrators’ Report.
Note 2: According to the legislation in force, gender-based division can only be made between men and women, with
no formal recognition of other categories.
137
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Information about the employees who left the company and rotation rate
Indicator
2024
ROMGAZ Group
Total number of employees who voluntarily left the
company during the reporting period
30
Total number of employees who left the company
unintentionally in the reporting period
232
Average number of employees
5,978
Voluntary personnel fluctuation rate (%)
0.50
Rate of involuntary personnel fluctuation (%)
3.88
Employee turnover rate (%)
4.38
The number of employees was used on 31 December 2024 for the submission of data.
7.3.3 S1-7: Characteristics of non-employee workers in the undertaking’s own workforce
The information given in this Section is not validated by an outside body other than the
insurance provider. Non-salaried workers are individuals employed under mandate contracts,
as described in ESRS 2 Section at page 8. As of December 31, 2024, ROMGAZ Group had 17 non-
salaried workers; the breakdown of these workers by subsidiaries is presented below.
Information regarding non-salaried workers, as the number of mandate contracts as of
December 31, 2024.
ROMGAZ Group
2024
Number of self-employed persons
Women
0
Men
0
TOTAL
0
Number of persons provided by enterprises principally engaged in
employment activities
Women
0
Men
0
TOTAL
0
Number of unpaid workers (number)
Women
6
Men
10
TOTAL
17
7.3.4 S1-10: Adequate wages
ROMGAZ Group provides a level of remuneration for all its employees at least equal to or higher
than the national minimum wage set by the applicable legislation in Romania.
The information given in this Section is not validated by an outside body other than the
insurance provider.
7.3.5 S1-11: Social protection
The social protection of employees is addressed by ROMGAZ Group through social contributions
which are in conformity with national law. All employees therefore benefit, under the
conditions of the law applicable in Romania, from:
Paid sick leave,
Unemployment,
Parental leave for children care,
Pension benefits.
138
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
In addition to the monthly salary and the benefits mentioned above, employees benefit from a
set of advantages established by the Collective Labor Agreement, as follows:
Coverage in case of disability or invalidity resulting from work accidents;
Reimbursement of vacation packages;
Provision of material assistance in the event of special life events of the employee;
Contributions made on behalf of employees to voluntary pension schemes, within a
limit of an amount equivalent to 400 euros per employee per fiscal year, in compliance
with legal provisions;
Payment of voluntary health insurance premiums, within a limit of an amount
equivalent to 400 euros per employee per fiscal year;
Coverage of (re)authorization costs for specialized personnel.
ROMGAZ Group rewards the loyalty of employees who have contributed to the company’s
development upon retirement. Regardless of the reason for retirement, each employee will
receive assistance based on their length of service in the natural gas and/or electricity industry,
as follows:
Number of salaries granted based on seniority
Seniority
Number of salaries awarded
5 to 10 years old
four monthly basic salaries at the time of retirement
10 to 20 years old
five monthly basic salaries at the time of retirement
20 to 30 years old
six monthly basic salaries at the time of retirement
30 to 40 years old
seven monthly basic salaries at the time of
retirement
over 40 years old
eight monthly basic salaries at the time of
retirement
The administrators and directors with mandates, in addition to the fixed monthly allowance
established in the mandate contract, also received a variable allowance based on the degree
of achievement of the performance indicators for the year 2023. For the year 2024, their
remuneration is subject to the Annual Report on remuneration, benefits, and/or other
advantages granted to the members of the Board of Directors and directors of ROMGAZ Group
(full details are included in ESRS 2 Section - page 14).
7.3.6 S1-13: Training and skills development metrics
The number and percentage of employees who participated in periodic performance and
career development assessments in 2024:
Entity
Gender
The number of
employees who
participated in
periodic
performance
evaluations
Percent
Eligible
database
Romgaz
Female
779
97.86
796
Male
4,513
99.87
4,519
TOTAL
5,292
99.57
5,315
Depogaz
Female
93
98.94
94
Male
390
99.24
393
TOTAL
483
99.18
487
RBS
Female
7
100.00
7
Male
5
100.00
5
TOTAL
12
100.00
12
ROMGAZ Group
Female
879
97.99
897
Male
4,908
99.82
4,917
TOTAL
5,787
99.54
5,814
Note: The table with data at the branch level, considering that employee performance evaluations were conducted in
different periods (April 30, 2024, for Romgaz and January 31, 2024, for Depogaz and RBS).
139
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
The average number of training hours, by gender
Entity
Gender
Number of
employees
The number of
training hours
The average
number of
training hours
ROMGAZ Group
Female
927
9,003
9.71
Male
5,050
57,343
11.36
TOTAL
5,977
66,346
11.10
Note: In the calculation of the average number of training hours, broken down by gender, the training hours of the
members of the Board of Directors of S.N.G.N. Romgaz S.A. were not included.
Number of employees per category of employees in the reporting year
Indicator
2024
ROMGAZ Group
Higher management
55
Mid-level management
347
Other management positions
259
Specialists with higher education
1,173
Specialists without higher education
180
Workers
3,963
Number and percentage of employees involved in regular assessments of the performance
and career development by employee category
The evaluation process for 2024 shall be completed after the publication of this report. Thus,
the data presented cover the employee valuation for 2023.
Category
Number
Percent
Eligible
database
ROMGAZ Group
Higher management
49
90.74%
54
Mid-level management
333
98.23%
339
Other management
positions
257
99.61%
258
Specialists with higher
education
1,098
99.01%
1,109
Specialists without higher
education
176
99.44%
177
Workers
3,874
99.92%
3,877
TOTAL
Romgaz
5,292
99.57%
5,315
Depogaz
483
99.18%
487
Romgaz Black Sea
Limited
12
100.00%
12
ROMGAZ Group
5,787
99.54%
5,814
Note: The table with data at the branch level, considering that employee performance evaluations were conducted in
different periods (April 30, 2024, for Romgaz and January 31, 2024, for Depogaz and RBS).
140
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
The average number of training hours per employee by categories in 2024
Employee category
Number of
employees
Total number of
training
Average training
hours
Higher management
55
766
13.93
Mid-level management
347
7,976
22.99
Other management positions
259
4,746
18.32
Specialists with higher education
1,173
14,557
12.41
Specialists without higher education
180
507
2.82
Workers
3,963
37,794
9.54
ROMGAZ Group
5,977
66,346
11.10
Note: In the calculation of the average number of training hours, broken down by job category, the training hours of
the members of the Board of Directors of S.N.G.N. Romgaz S.A. were not included.
7.3.7 S1-14: Health and safety metrics
ROMGAZ Group has implemented an ISO 45001: 2023 occupational health and safety
management system, ensuring compliance with all applicable legal requirements in the field:
Law 319/2006; Government Decision 1425/2006; Government Decision 355/2007. This system
is externally certified.
According to Appendix C (ESRS), the company may omit reporting non-employees for the first
year of preparing its sustainability statement, which is why the information presented in the
tables from S1-14 regarding health and safety indicators does not include non-salaried workers.
Information regarding health and safety indicators
Indicator
ROMGAZ Group
Number of employees covered by the health and safety management system,
according to legal requirements and (or) recognized standards or guidelines
5,977
Percentage of employees covered by the health and safety management system
100%
Number of fatalities in the workforce resulting from work-related accidents and
health conditions caused by work
0
Number of fatalities resulting from work-related accidents and health conditions of
other workers (such as workers in the value chain) working on the company's
premises.
0
Indicator
ROMGAZ Group
Number of accidents at work recorded for own workforce
7
Total number of hours worked by own workforce
11,645,065
Rate of accidents at work for own workforce
0.65
Number of work-related illness cases recorded for employees
0
Number of lost days due to work-related accidents and fatalities caused by work-
related accidents, occupational diseases, and fatalities caused by occupational
diseases among employees
477
141
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Indicator
ROMGAZ Group
Number of own workers covered by a health and safety management system based on
recognized legal requirements and/or standards or guidelines and which has been
audited internally and/or audited or certified by an external party
5,965
Percentage of own workers covered by a health and safety management system based
on recognized legal requirements and/or standards or guidelines and which has been
audited internally and/or audited or certified by an external party
100%
Please give a statement if your system. health and safety management authority, or
certain parties, has been subject to internal audit or external certification and the
standards on which they are based, or their absence
The ISO management
system is audited
annually by a third
party and recertified
every two years.
Note: In the calculation of the number of own workers covered by a health and safety management system, based on
legal requirements and/or recognized standards or guidelines, and which has been internally audited and/or audited
or certified by an external party, the total of 12 RBS employees was not included, as no internal audit was conducted
for them.
7.3.8 S1-16: Compensation metrics (pay gap and total compensation)
ROMGAZ Group
Gross wage/hour level by gender
2024
Female
82.01
Male
62.16
Gender pay gap
-31.93
ROMGAZ Group does not discriminate based on gender and, through its adopted policies,
promotes diversity and inclusion in the workplace. In its industry, wage differences between
men and women are influenced by the specific nature of the jobs. For example, in the "Workers"
category, jobs involving a high degree of risk are predominantly occupied by men, which leads
to higher salary bonuses.
However, within ROMGAZ Group, the wage ratio between men and women varies depending on
the hierarchical level. While the ratio favours men in the "Workers" category, this changes in
Middle and Top management positions, where women's salaries are, on average, higher than
those of men. Overall, the general ratio between the average salaries of women and men in
the company is significantly favourable to women, an aspect strongly influenced by the
distribution of female employees across different roles.
The gender pay gap has been calculated using the formula from the ESRS S1 standard: (Average
gross hourly salary of men Average gross hourly salary of women) / Average gross hourly salary
of men × 100.
For this analysis, data reflecting employees' gross hourly salaries were used. The calculation
considered all positions in the company, regardless of hierarchical level. The gross hourly salary
was determined by dividing the gross monthly salary by the total number of hours worked. The
differences in remuneration are influenced by objective factors such as job distribution,
industry specifics, and applied wage policies.
142
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
ROMGAZ Group
2024
Annual total compensation for the best-paid person of the Company
634,733.36
Total annual average remuneration for all employees of the organization (except
the most paid person)
162,590.64
Rate of total annual remuneration
3.90
7.3.9 S1-17: Incidents, complaints and severe human rights impacts
In the reporting period, there were no confirmed human rights violations and no diversity, equal
opportunities, discrimination or harassment related complaints. Also, in 2024, there was no
financial loss as a result of judicial proceedings relating to discrimination at work or breaches
of labour law.
143
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
8 ESRS S4 - Consumers and end-users
8.1 Strategy
8.1.1 ESRS 2 SBM-2: Interests and views of stakeholders
Consumers and end-users are one of ROMGAZ Group ’s relevant stakeholders’ groups, and the
Company’s policies integrate their rights, interests and views, as well as their adherence to
human rights principles.
By the activity provided, the categories of clients in the portfolio are:
Industrial end-users;
Producers and suppliers of heat and electricity for the public;
Traders;
Operators of natural gas distribution, transmission, and storage systems for
technological consumption.
The company’s business model and strategy regarding this stakeholder group aim at:
Digitizing the interaction with them, including the creation of a dedicated IT platform
to improve their experience and access to information.
Increasing information systems security for consumer data protection and privacy.
Implementing continuous service improvement processes, including data privacy, based
on customer feedback.
For the next strategic period, ROMGAZ Group intends to attract large wholesale end customers
in its portfolio and provide direct services to retail customers.
Thus, ensuring the confidentiality of customer data becomes a material issue for ROMGAZ
Group. This involves having contractual policies that incorporate principles of confidentiality
and securing platforms and stored information.
Consumers and end-users have contributed and may continue to directly contribute to the
business model and operational structure of ROMGAZ Group through the annual customer
satisfaction evaluation process. This process is documented and integrated into the quality
management system, as described in sections S4-1 and S4-2. Additionally, the method of
involvement and the procedure for addressing any complaints and customer concerns are
presented in Section S4-2.
Customer recommendations are analysed and, where feasible, integrated into ROMGAZ Group
processes. If cases of non-compliance are recorded, they are remedied and internal processes
reviewed.
Furthermore, the interests, views and rights of consumers and end-users were also considered
in the double material assessment process through the questionnaires transmitted to them.
The company maintains communication with the stakeholders through the following channels:
Audience program | Romgaz and Contact | Romgaz.
The Romgaz and Depogaz policies on consumer and end-user confidentiality are similar. In
addition, the two companies have certain common customers. Therefore, the information
presented in this section covers both entities.
RBS had no customers and end-users during 2024.
144
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
8.1.2 ESRS 2 SBM-3: Material impacts, risks and opportunities and their interaction with strategy
and business model
Risk identification, including those related to the confidentiality of consumers and end-users,
is regulated at ROMGAZ Group through the “Risk Management” system procedure. ROMGAZ
Group took into account this procedure, as well as the ESRS requirements throughout the double
materiality assessment, and analysed the impacts, risks, and opportunities related to customers
and end-consumers.
During the double materiality assessment, ROMGAZ Group considered:
a) Consumers affected by products and services: ROMGAZ does not produce or trade
products that are inherently harmful to people or that increase the risk of chronic
diseases. Instead, the company supplies natural gas and related services under
conditions that meet the safety standards and applicable regulations.
b) Consumers affected by their interaction with the company. The company manages a
variety of consumers and end-users data and information. Therefore, protection of
personal data and confidentiality is a priority for ROMGAZ Group.
The topics identified as material, referring to consumers and end-users, are presented below:
145
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original text. However, in all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
IROs related to consumers and end-users
Legend:
Type of impact: F = financial impact, M = material impact, MF = material and financial impact
Time Horizon: A = actual impact (reporting year), P = potential impact (medium and long term)
Source of impact: S = impact derived from strategy and business model, B = impact that underpins strategy
Material sub-topic and
Material sub-sub-topic
Location of
impact
Type
Source of
impact
Time
horizon
Positive impacts (I+)
Time
horizon
Negative
impacts (I-)
Risks
(R)
Opportunities
(O)
Information impacts for
consumers and/or end-
users
Confidentiality
Own activity
/Value chain
M
B
A
The policies and measures
implemented by the company
allowed for an incident free
history related to customer
data confidentiality.
-
-
-
146
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Since ROMGAZ Group did not record any information confidentiality incidents during the
reporting year, the impact was considered positive and current.
No specific categories of consumers or end-users exposed to a higher risk of harm were
identified.
ROMGAZ Group does currently not differentiate between specific groups of consumers and end-
users and applies the same standards and protection measures with no distinction.
ROMGAZ Group plans to expand its activities in the competitive supply market for small
domestic and non-domestic customers over the next 2 years. By the time this service is
launched, the company intends to create the necessary framework for this category of
consumers, including provisions to cover vulnerable consumers.
To retain current customers and expand its business model to other categories of consumers in
the next two years, ROMGAZ Group intends to maintain the current regulatory framework
regarding customer data confidentiality, to minimize any financial and reputational risks that
may result from such incidents.
8.2 Impact, risk and opportunity management
8.2.1 S4-1: Policies related to consumers and end-users
To manage the risks, opportunities and impacts on consumers, ROMGAZ Group has put in place
the following policies and procedures:
Code of Ethics and Conduct in Business. This document defines the behaviour expected
in relation to customers and end-users and promotes an organizational culture based
on compliance with applicable laws and regulations.
Privacy policy on the protection of personal data. This policy underlines ROMGAZ's
commitment to protect consumer rights, including the right to privacy, by
implementing appropriate technical and organizational measures for data processing.
The policy can be found on Romgaz’s official website, as well as in the Internal
Regulation, in line with the requirements of European legislation, including Regulation
(EU) 679/2016.
ROMGAZ's IT security policy and internal regulations are accessible through the Infoweb
platform. This policy supports compliance with customer privacy rights.
Internal procedures for customer relationship management. They include regulations
covering contract negotiations, business relation management, complaints
management, including those that may relate to data privacy.
The primary responsibility for the implementation and monitoring of policies lies with the
Director-General.
ROMGAZ Group complies with a set of requirements outlined in internationally recognized
standards and regulations, considering the importance of protecting consumer and end-user
data and information. They include:
ISO/IEC 27001 - Information Security Management. This standard ensures the protection
of consumer data, including information related to energy consumption or their
accounts.
Directive 2019/944/EU on electricity. This directive guarantees consumer rights, such
as the choice of suppliers, fair billing, and access to clear information.
Natural Gas Directive (2009/73/EC). It establishes the rights of gas consumers,
including the protection of vulnerable consumers. The ANRE Order on last resort
suppliers details these obligations.
ISO 27019 - Cyber security for critical energy infrastructure. This protects smart energy
networks and consumer data.
147
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
The policies adopted are applicable to all consumer groups in the portfolio. No revisions of
these internal documents were recorded during 2024.
The Company uses appropriate technology to communicate its policies, including secure
platforms, IT equipment, and specialized software, to facilitate access to information. The
Company's policies are published on its website, while consumer rights and obligations are
incorporated into contracts, sent via e-mail, and also included in internal training programs for
employees.
Additionally, the Company considers potential communication barriers, such as territorial
proximity, the lack of technology access for end users (e.g., absence of necessary equipment
or software), and the use of incomplete or misaligned databases.
ROMGAZ Group's policies comply with the UN Guiding Principles on Business and Human Rights,
the ILO Statement on Fundamental Rights at Work and the OECD Guidelines for Multinational
Enterprises.
In 2024, ROMGAZ Group has not received any information regarding non-compliance with the
UN Guiding Principles on Business and Human Rights, the ILO Declaration on Fundamental
Principles and Rights at Work, or the OECD Guidelines for Multinational Enterprises involving
consumers and/or end-users within the value chain.
To prepare for future reporting processes on these matters, the "Responsible and Sustainable
Procurement Policy" and the "Supplier Code of Conduct" were approved in January 2025.
8.2.2 S4-2: Processes for engaging with consumers and end-users about impacts
In accordance with specific regulations, including Order No. 173/2020 issued by ANRE, ROMGAZ
Group directly collaborates with end consumers and natural gas distribution operators, in its
capacity as natural gas supplier, to facilitate the efficient resolution of any issues related to
the services provided.
Consumer consultation is important to the Company and is based on the following methods:
1. Surveys and questionnaires: Annually assess consumer satisfaction levels and identify
potential improvements. The results are centralized, analysed, and reported to
management.
2. Permanent feedback channels: Dedicated communication lines and e-mail addresses
(petitii@romgaz.ro; fui@romgaz.ro; secretariat@romgaz.ro) have been implemented to
allow consumers to report issues of concern, including confidentiality-related matters.
Additionally, consumer interests, perspectives, and rights were considered in the double
materiality assessment through questionnaires sent to customers and end users regarding
ROMGAZ Group’s material topics.
All data collected during consumer consultation processes is processed in compliance with
confidentiality standards and GDPR regulations. The consultation results are analysed and if
needs or opportunities for process improvement are identified, they are planned for
implementation.
148
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Through the double materiality assessment, ROMGAZ Group has identified that consumer data
protection is essential for maintaining a strong reputation. Therefore, collaboration with
consumers to identify privacy risks is a priority and includes:
Identifying specific risks: The company conducts periodic tests to detect potential
privacy threats, such as unauthorized access or data breaches, through direct
consultations with consumers and data protection experts.
Defining protective measures: ROMGAZ implements data security policies, advanced
encryption, and access control systems, ensuring compliance with GDPR and other
applicable regulations.
Regarding transparency towards consumers, the Company ensures that consumers are informed
about how their data is collected, used, and protected through the publication of the "Privacy
Policy on Personal Data Protection".
Additionally, ROMGAZ Group informs consumers about the measures and processes
implemented for data confidentiality protection. This includes:
Publishing the Privacy Policy and details about consumer rights under GDPR or other
applicable regulations. These details are available on the company's website.
In case of a crisis caused by major changes or security incidents, the Company has
communication tools in place to notify consumers directly or through official channels
such as the website, social media platforms, or mass media outlets.
Internal processes are updated based on consumer feedback or in response to legislative
changes.
The operational responsibility for ensuring collaboration with consumers and end-users, as well
as integrating the results into the company's approach, lies with ROMGAZ structures managing
contracts with end users. These include: Energy Commercialization Directorate Services Iernut
Branch, Mediaș Branch, Târgu Mureș Branch.
ROMGAZ Group evaluates the effectiveness of consumer collaboration through annual surveys.
Additionally, the Company monitors relevant legislative changes and updates its processes as
needed to ensure compliance with current requirements.
8.2.3 S4-3: Processes to remediate negative impacts and channels for consumers and end-users
to raise concerns
Although no privacy breaches or data losses have been recorded, the company has implemented
and maintains a set of remediation processes and reporting channels for such events.
Consumers and end users can express their concerns or needs through business relationship
channels, which are detailed in the contracts and on the Company's website, as previously
described in Section S4-2.
Additional available channels include:
E-mail: Consumers can submit complaints or privacy concerns via the dedicated e-mail
addresses: secretariat@romgaz.ro, comunicare@romgaz.ro;
Telephone: A direct phone line is available for consumers to contact company
representatives to report issues or request information: General line: +4-0374-401020,
Fault reporting line: +4-0374-474325 (available 24/7);
Written correspondence and courier services: Consumers can send formal complaints
via courier services to ensure an official method of communication;
Online Contact Form: Contact Form | Romgaz;
Direct meetings: Consumers have the option to address their concerns in a confidential
and secure manner with the Ethics Advisor or the Public Whistleblower.
These reporting mechanisms are accessible to all consumers and end users who may be
potentially or directly affected. They are also available to individuals or organizations acting
149
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
on their behalf or those capable of identifying and reporting negative impacts. ROMGAZ Group
accepts complaints submitted by legal representatives or consumer advocacy organizations,
provided they have the explicit consent of the consumer to act on their behalf. In such cases,
personal data protection is ensured, and sensitive information is shared only with authorized
parties.
Consumer complaints are managed by trained personnel who must comply with data protection
policies, and the information is used exclusively for the investigation and resolution of the
complaints.
All complaints are processed in accordance with current legislation (GDPR), ensuring that
consumer rights regarding personal information is fully complied with.
Consumers are informed about the purpose and use of communication channels and have the
option to escalate complaints to higher levels if they are not satisfactorily resolved. The
procedures for handling, analysing, and responding to complaints are governed by data
protection policies and IT security procedures outlined previously.
All complaints and reports receive a response within the legal deadline.
ROMGAZ Group promotes a safe and open environment for consumers and end users, ensuring
that any concern or request submitted through the available channels is handled without
negative consequences for the individuals reporting them.
During the reporting period, no privacy-related complaints were recorded.
For current and publicly relevant information, consumers can visit Company website at Romgaz
| Romgaz (www.romgaz.ro).
8.2.4 S4-4: Taking action on material impacts on consumers and end-users, and approaches to
managing material risks and pursuing material opportunities related to consumers and end-
users, and effectiveness of those actions
No material negative impacts, risks, or opportunities have been identified throughout the
double materiality assessment.
Under these circumstances, the Company’s measures aim at maintaining its incident-free
record regarding customer privacy.
The adopted measures include:
Compliance monitoring through the Personal Data Protection Department (GDPR),
which evaluates and advises organizational structures on meeting legal requirements;
Implementation of international standards, such as ISO/IEC 27001, for information
security management;
Updating relevant information for consumers in compliance with legal requirements
and providing specific resources related to data protection and other relevant aspects,
accessible at: Privacy policy on the protection of personal data;
Employees responsible for preserving the confidentiality of customer data are trained
annually on the importance of data security, through training sessions on employment
and regular information. ROMGAZ Group employs open-source solutions to conduct
phishing tests, aiming to raise employee awareness about cybersecurity threats that
could lead to potential data leaks. Additionally, the company distributes internal
notices and communications that provide employees with guidelines on preventing
phishing attacks and avoiding spam messages;
Periodic IT system evaluations conducted twice a year through vulnerability scans
within the company's intranet. Over the past three years, two penetration tests have
been carried out as part of major IT/TC projects;
Encryption and data protection processes for mobile devices, as well as encryption and
security mechanisms for servers provided by IT platforms. In centralized solutions
handling GDPR data, the company utilizes hot and cold backup mechanisms, ensuring
150
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
secure data restoration. Computer equipment is protected through up-to-date antivirus
and anti-malware solutions. The e-mail system features threat detection and blocking
mechanisms, while internet access is restricted and filtered to reduce navigation-
related risks.
In consideration of its needs, the Company allocates annual resources as part of its investment
plan to develop digital platforms, such as interactive websites and dedicated portals that
facilitate quick and easy access to information and support, while ensuring data security as an
integral part of client confidentiality.
For the reporting year, the company allocated 613,950.94 thousand RON for activities related
to "IT Infrastructure Expansion - Data Center." The financial resources allocated in 2024 are
mentioned in the annual consolidated financial statements in the additions to fixed assets note
12.
For 2025, ROMGAZ Group has planned to document a set of measures that include revising GDPR
and IT-related documents to maintain and even enhance confidentiality levels.
By 2030, ROMGAZ Group intends to implement projects that focus on digitizing certain company
processes, including those related to customer interactions. In the absence of adequate policies
and measures or following a decline in the effectiveness of current monitoring processes,
digitalization efforts could introduce additional risks, even though the double materiality
assessment did not initially identify them as material. For example, an external risk is that the
level of sophistication of cyber-attacks is increasing and, to address this, security measures
have been taken, as presented above.
A possible internal risk is the need to enhance the digital competencies within the workforce.
This is also addressed through the training sessions mentioned.
ROMGAZ Group integrates consumer-related risks into its general risk management system,
ensuring compliance with regulations, supply security, and data protection.
8.3 Metrics and targets
8.3.1 S4-5: Targets related to managing material negative impacts, advancing positive impacts,
and managing material risks and opportunities
To manage the impacts, risks, and opportunities related to consumers (including the
confidentiality of their information), the following targets have been established:
Maintaining the consumer and end-user satisfaction rate at 75% for Romgaz and 86% for
Iernut. The methodology and calculation model is included in the operational procedure
“Evaluation of client satisfaction”. No targets were set for Depogaz and RBS.
Maintaining the number of IT system shutdowns due to cyberattacks at zero for Romgaz.
The target achievement rate was 100%. No targets were set for Depogaz and RBS.
Performance is monitored quarterly, and the targets have been met.
The targets were defined with the involvement of shareholders, the Board of Directors, and
senior management to reflect the organization’s strategic priorities and objectives.
The following table presents the progress made during the 2024 reporting period in achieving
the targets set for Romgaz:
Reporting period 2024
Romgaz
Customer Satisfaction Assurance
Target Value
75%
Intermediate steps
quarterly
Performance Achieved
100%
Iernut
Customer Satisfaction of SPEE Iernut
Target Value
85%
Intermediate steps
quarterly
Performance Achieved
100%
151
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Customer satisfaction is assessed annually. The assessment for 2024 will be performed in the
first quarter of 2025. Therefore, at the time of publishing this Sustainability Statement, the
data is not yet available. In the latest assessment conducted in 2024 for the year 2023, the
results were:
Customer satisfaction [%]
2023
Natural
Gas
Electricity
Distribution
Service
RK
Services
OS
Services
Electrical
works
Car
Transport
Services
Maintenance
Services
98
97.78
96.7
87.12
100
95.5
93.28
95.5
152
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
9 ESRS G1 - Business conduct
9.1 Governance
9.1.1 ESRS 2 GOV-1: The role of the administrative, supervisory and management bodies
The General Meeting of Shareholders (GMS) or the Sole Shareholder, in the case of subsidiaries,
is the governing body of the Company that decides, among other responsibilities, on the rules
of professional conduct. The GMS or the Sole Shareholder appoints the Board of Directors (BoD),
which is responsible for oversight and strategic guidance, including for the development of
policies related to professional conduct. The Board of Directors of ROMGAZ Group has delegated
the management of the Company to three executives: the Chief Executive Officer (CEO), the
Deputy CEO, and the Chief Financial Officer (CFO).
The CEO plays an important role in implementing and promoting the company's ethical culture.
To manage aspects related to professional conduct, the CEO has issued decisions designating
Ethics Advisors, as follows:
A Chief Ethics Advisor;
An Ethics Advisor with responsibilities at the level of S.N.G.N. Romgaz S.A.;
An Ethics Advisor with responsibilities for the MurBranch, STTM Târgu Mureș, and
SPEE Iernut;
An Ethics Advisor with responsibilities for the Mediaș Branch and SIRCOSS.
Additionally, at the level of Depogaz and RBS, there is one designated Ethics Advisor.
According to the Code of Ethics and Business Conduct, Ethics Advisors monitor the
implementation and compliance with professional conduct, ethics, and integrity standards
within ROMGAZ Group. They provide ethical advice, analyse reports regarding employee
behavior, and propose measures to improve professional conduct. They also prepare semi-
annual reports on compliance with ethics and conduct standards, assessment of integrity
incidents, and management of reports and complaints. These reports are submitted to the CEO,
and after approval, they are forwarded for information to the Monitoring and Coordination
Committee for the Implementation and Development of the Internal Managerial Control System,
as well as to the Audit Committee.
Regarding compliance, conduct and conflicts of interest, the Audit Committee within the Board
of Directors operates under the “Internal rules of the Audit Committee. The Audit Committee
has the following responsibilities:
Monitoring compliance with conduct standards by analysing semi-annual reports;
Ensuring the existence and implementation of the Code of Ethics and the Conflict-of-
Interest Policy;
Providing ethical and conflict of interest advice to the Board of Directors and the CEO;
Conducting an annual assessment of conflicts of interest for administrators based on
independence statements.
Reporting quarterly to the Board of Directors on the activities carried out.
The expertise of the Board of Directors in ethical conduct is essential for creating an
organizational culture based on integrity. Board members are knowledgeable about legal
regulations and international standards regarding business ethics and conduct, as well as
governance principles that promote transparency, accountability, and fairness. In this regard,
they have adopted a Code of Ethics and Business Conduct for the company. By promoting ethical
values, the Board plays a crucial role in protecting the company’s reputation and maintaining
an ethical, professional, and responsible environment.
Elements related to ethics, integrity, and governance are included in the "Letter of
Expectations" under Section VII - "Elements of Ethics, Integrity, and Corporate Governance at
ROMGAZ Group." This document outlines the expected performance of the management and
153
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
administrative bodies in these areas, and the criteria considered in the selection of
administrators.
The members of the Board of Directors and the executive management are selected based on
their competencies and diverse experience and, in their activities, adhere to the principles of
ethics and integrity outlined in the applicable legislation governing commercial companies.
According to Article 8.6 of the mandate contracts, "Administrators are required to participate
annually in a professional training program of at least one week, which includes training sessions
in corporate governance, legal matters, and other relevant areas for the company's operations."
In 2024, the members of the Board of Directors attended five training sessions, ranging from 8
to 56 hours in duration. These sessions covered topics such as ESG concepts and sustainability,
promoting best business practices, strengthening a strong corporate governance culture, and
the dynamics of relationships between the Board of Directors and the CEO. In total, the seven
Board members accumulated 224 hours of training.
9.1.2 ESRS 2 IRO-1: Description of the processes to identify and assess material impacts, risks and
opportunities
The risk management process, including those related to business conduct, takes place in
Romgaz under the integrated system procedure Risk Management. According to this
procedure, the organizational unit responsible for risk management is the Objective and Risk
Management Office within the Strategy, International Relations, and European Funds
Directorate. Decisions regarding risk management are made by the Monitoring Committee,
which consists of executive directors, and coordinated by a chairperson, and that is assisted by
the Technical Secretariat of the Monitoring Committee.
Unlike Romgaz, in Depogaz, the risk management process, including those related to business
conduct, is carried out in accordance with the system procedures Risk Management and
Methodology for identifying risks and vulnerabilities to corruption.
Within the Boards of Directors of both Romgaz and Depogaz, a Risk Management Committee
operates, with responsibilities in the field of sustainability and ESG obligations. This committee
oversees risk management at all organizational levels and is responsible for sustainability-
related matters and ESG obligations.
In the reporting year, RBS did not have such a committee and had no specific risk assessment
procedure applicable to the business conduct. RBS, in 2024, from the perspective of
professional conduct, aligned itself with Romgaz's Code of Ethics and Business Conduct.
Among the relevant criteria for identifying impacts, risks and opportunities related to business
conduct are:
Location: The analyses take into account Romgaz’s eight branches;
Activity: All operational segments of ROMGAZ Group are evaluated, including natural gas
exploration and production, underground gas storage, natural gas supply, special operations
and well services, maintenance and transport services, electricity production and supply,
and natural gas distribution. The evaluation process includes both the value chain and
internal operations.
Sector: ROMGAZ Group aligns its risk analysis with international standards applicable to the
natural gas production industry, as well as the requirements of national and international
authorities regarding integrity and ethical behavior.
Transaction structure: In commercial relationships and partnerships with other companies
and entities, risks related to contractual non-compliance are assessed, along with
opportunities for expansion and innovation.
Risk assessment within the Company is conducted annually, using operational risk management
tools such as the Risk Register, Significant Risk Register, Report on the Status of Control
Measures Implementation, and Risk Profile. All material identified risks, including those related
to corporate culture, are escalated to the company level and analyzed by the Monitoring
154
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Committee to determine risk treatment measures. The committee develops the
Implementation Plan for Control Measures for material risks.
To identify risks related to corporate culture, in addition to existing risk assessment procedures,
ROMGAZ Group conducted a double materiality assessment in accordance with ESRS
requirements.
As a result, corporate culture and the prevention and detection of corruption and bribery,
including related training, have been identified as material topics. Based on the business model
and strategy, these topics can generate both current and potential positive and negative
impacts. However, proper management of these material topics can turn these impacts into
opportunities.
Information on the identified impacts and opportunities is presented in the following section:
155
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the
original text. However, in all matters of interpretation of information, views or opinions, the original language version of our Consolidated Sustainability Statement takes precedence over this statement.
IROs related to Business Conduct
Legend:
Type of impact: F = financial impact, M = material impact, MF = material and financial impact
Time Horizon: A = actual impact (reporting year), P = potential impact (medium and long term)
Source of impact: S = impact derived from strategy and business model, B = impact that underpins strategy
Material topic,
Material sub-
topic, Material
sub-sub-topic
Location of
impact
Type
Source
of
impact
Time
horizon
Positive impacts (I+)
Time
horizon
Negative impacts (I-)
Risks
(R)
Opportunities (O)
Business Conduct
Corporate
culture
Own Activity
MF
B
A, P
Governance policies
create a fair and inclusive
work environment,
prevent discrimination
and ensure respect for
employees' rights. The
policies ensure a robust
ethical framework that
protects whistleblowers.
A, P
ROMGAZ Group is a
company listed on (BVB).
A weak corporate
culture can lead to a
lack of trust among
employees, investors,
and other stakeholders,
potentially resulting in
financial consequences
such as high employee
turnover rates, a decline
in attractiveness for
investors, and a negative
impact on business
partnerships.
-
The positive
reputation created
by the transparent
cooperative culture
can facilitate
access to new
business partners
(i.e. Neptun Deep)
and to local and
international
financing.
Business Conduct
Corruption and
bribery
Prevention and
detection,
including training
Own
activity/value
chain
MF
S
A
Training policies and
programs reduce
corruption risks by
promoting professional
integrity and ethics
among employees.
-
-
The existence of
anti-corruption
rules and measures
contributes to
improving the
reputation and
brand image of the
company with a
positive impact on
potential
partnerships
beneficial to the
Company.
156
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
9.2 Impact, risks and opportunity management
9.2.1 G1-1: Business conduct policies and corporate culture
The Company has been listed on the Bucharest Stock Exchange (BVB) since 2013, complying
with capital market regulations and adhering to the BVB Corporate Governance Code. The
Company applies the provisions of this code, which include the responsibilities of the Board of
Directors, risk management and internal control, fair remuneration and motivation, as well as
value creation through investor relations. Moreover, ROMGAZ Group has adopted its own
corporate governance code and follows the "Apply or Explain" principle for self-assessment of
best practice principles and recommendations.
In line with corporate governance principles based on legislative standards and best practices,
ROMGAZ Group has established the necessary mechanisms to ensure compliance with these
principles by adopting and implementing various regulations and policies.
Among the general objectives of ROMGAZ Group’s corporate governance system are those
related to corporate governance such as promoting integrity, ethical behavior, and professional
competence within the management team and employees, as well as ensuring the Company’s
sustainable development. ROMGAZ Group’s strong corporate governance relies on several
pillars, with those specifically related to maintaining an adequate corporate culture including:
National Anti-Corruption Strategy 2021-2025 (SNA): It covers the revision of the Code
of Ethics and Business Conduct, awareness and advisory sessions for employees,
perception studies, and the promotion of ethical values and principles.
ISO 37001:2017 Standard: Full implementation of the anti-bribery management system.
Monitoring of objectives and indicators: Constant oversight of goal achievement and
performance.
Compliance with corporate governance principles: Alignment with national regulations
and the BVB Corporate Governance Code.
Evaluation of transparency and governance measures: Conducted monthly, with reports
submitted to the public supervisory authority.
At the same time, professional conduct and corporate culture at ROMGAZ Group are governed
by the Code of Ethics and Business Conduct and the Corporate Social Responsibility Policy.
Romgaz:
The Code of Ethics and Business Conduct is a fundamental document that establishes Romgaz's
commitments regarding shareholders, compliance with competition laws, integrity assurance,
and the prevention of corruption and fraud.
To achieve the Company’s objectives, mission, and vision, Romgaz personnel must adhere to
the core values, general principles, and professional conduct, ethics, and integrity norms
specified in this Code. Its provisions are mandatory and apply directly across all organizational
structures of the company, including its management, employees, Directors with mandate
contracts, and Board members. These rules govern internal relationships within the
organization as well as interactions with business partners, clients, suppliers, shareholders,
collaborators, civil society, media, local communities, and other stakeholders, including
subsidiaries.
This Code references the National Anti-Corruption Strategy 2021-2025 and emphasizes the
importance of applying the precautionary principle and respecting human rights. The Romgaz
Code of Ethics and Business Conduct serves as a guide for daily interactions, reflecting the
company’s beliefs, values, and principles, as well as its expectations regarding the behavior of
individuals conducting business on its behalf, ensuring full alignment with the Code’s provisions.
The Code of Ethics and Business Condcut is available to all stakeholders in Romanian and English
on the website www.romgaz.ro under Sustainability, Ethics and Integrity section.
Depogaz:
Depogaz implements its own Code of Ethics and Integrity and the "Reporting Irregularities by
Whistleblowers" procedure for the identification, reporting, and investigation of concerns
related to illegal behavior or breaches of the code of conduct. These mechanisms enable both
157
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
internal and external stakeholders to report concerns, ensuring a transparent and effective
process for handling irregularities.
Currently, RBS has adopted Romgaz’s corporate culture policies.
Potential breaches of business conduct, ethics, and integrity by directors or administrators will
be reviewed within the provisions of their mandate or administration contracts by the Audit
Committee. In the area of Compliance, Conduct, and Conflict of Interest Coordination, the
Audit Committee of the Board of Directors has the following responsibilities, as outlined in its
Internal Regulations:
Ensuring that the Company’s policies and practices comply with applicable laws and
regulations, regulatory authority recommendations, the tutelary authority, and best
practices.
Taking all necessary measures to ensure that the company adopts a Code of Ethics and
Business Conduct. Once the Code has been adopted, the Audit Committee will review its
implementation and efficiency at least once a year;
Reviewing the implementation of the Conflict of Interest Policy (or equivalent provisions).
Business Conduct Training Policy
ROMGAZ Group supports the training and professional development of employees on the content
of policies related to the professional conduct. Training programs are part of the annual training
and development plan. Each new employee is required to participate in training on corporate
culture topics, and on an annual basis, awareness, training and information sessions are held
to ensure continuous information. More information on training programs can be found in ESRS
S1 - Own workforce page 118.
Whistleblowers
Romgaz
At Romgaz, the whistleblower institution is implemented, allowing the reporting of grievances
and requests for counseling on ethics and integrity, both for employees and the general public.
The reporting channels are described in ESRS 2, SMB 2, page 24 section.
Romgaz ensures the protection of whistleblowers in accordance with applicable legislation and
its internal procedure "Managing Reports and Protecting Whistleblowers. In accordance with
Law no. 361/2022 on the protection of whistleblowers, information regarding legal violations
includes reasonable suspicions of actual or potential violations that have occurred or may occur
within public authorities, public institutions, other legal entities of public law, or private legal
entities with which the whistleblowers have been in contact during their professional activities.
If the reported individual is a direct or indirect superior, or a person with control, inspection,
or evaluation responsibilities over the whistleblower, the disciplinary investigation committee
will protect the whistleblower's identity. Whistleblowers benefit from presumption of good
faith as per legal provisions, until proven otherwise. According to the Code of Ethics and
Business Conduct, Romgaz management prohibits any form of retaliation against anyone,
including management members and employees, who in good faith report violations of the law,
professional conduct standards, ethics, and integrity within their professional context,
regardless of whether the violations are known or suspected.
Any act of retaliation will lead to disciplinary measures against those responsible. Additionally,
the same disciplinary measures will be applied to individuals who intentionally provide false
information in reports or complaints.
The results reported to the CEO will be forwarded for information to the Monitoring and
Coordination Committee for the Implementation and Development of the Managerial Internal
Control System and to the Audit Committee of the Board of Directors within the first two months
of 2025.
Depogaz
Depogaz complies with the requirements of Law no. 361/2022 on the protection of
whistleblowers, with subsequent amendments and additions, ensuring alignment with the
national legislation transposing Directive (EU) 2019/1937. In this regard, the system procedure
158
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
"Reporting Irregularities by Whistleblowers" regulates reporting methods, necessary steps,
involved documents, and protection against discrimination for individuals reporting
irregularities. Any person can use the dedicated whistleblower e-mail address
avertizor@depogazploiesti.ro for reporting, benefiting from confidentiality and a prompt and
fair resolution.
Depogaz employees receive periodic training on the "Reporting Irregularities by Whistleblowers"
procedure, and the Ethics Advisor, responsible for receiving reports, attended a professional
course in 2024 on integrity and decision-making transparency. Additionally, measures are in
place to protect whistleblowers from retaliation, encouraging the reporting of any violations of
the law or the Code of Conduct. The procedure ensures whistleblower confidentiality and the
proper resolution of reports. Regarding investigations of corruption incidents, including bribery
and extortion, Depogaz adheres to legislative regulations and internal procedures to ensure
prompt, independent, and objective investigations. Furthermore, the organization has
established a Corruption Risk Register and an internal list of sensitive functions.
At this moment, RBS has adopted Romgaz's policies on whistleblowers.
The Ethics Advisor plays an active role in educating and raising awareness among employees
regarding ethics and integrity.
The 2024 Ethics Advisors' Report highlights potential deviations from the norms of conduct
established in the Code of Ethics, Internal Regulations, and the Collective Labor Agreement. As
part of advisory activities, one employee sought assistance regarding the application of norms
of conduct, while 24 employees involved in disciplinary investigations received counselling, in
accordance with the responsibilities of the Ethics Advisor.
Romgaz
At Romgaz, annual evaluations of employees’ adherence to professional conduct, ethics, and
integrity norms are conducted and presented in the semi-annual reports of the Ethics Advisor.
In 2024, these evaluations took place in December, using a questionnaire designed to measure
employees' awareness and compliance with the Code of Ethics and Business Conduct. The
questionnaire assessed knowledge of the Ethics Advisor’s role, employees’ perceptions, and
their understanding and adherence to the Code of Ethics and Business Conduct within S.N.G.N.
Romgaz SA. It was distributed through available IT applications, with support from the IT
Directorate and the Communication Service, reaching all employees with company e-mail
addresses.
The results reported to the General Director will be forwarded for review to the Monitoring and
Coordination Commission for the Implementation and Development of the Internal Managerial
Control System and the Audit Committee of the Board of Directors in the first two months of
2025.
Internal resources were used for these actions. For the reporting year, the company set a target
to train all new employees on corporate culture, which was successfully achieved. Since the
company establishes annual targets regarding corporate culture, long-term targets cannot be
presented.
Depogaz
At Depogaz, in 2024, the Ethics Advisor trained a sample of employees, including heads of
organizational units, as per the organizational chart, as well as employees in executive
positions, totaling 170 people. Internal resources were used for this training. Depogaz did not
set specific targets and has not established a measurable long-term target.
RBS
At this stage of development for this subsidiary, no specific actions have been implemented,
and no measurable targets have been set for the reporting year or the long term.
RBS, in 2024, from the perspective of professional conduct, aligned itself with Romgaz's Code
of Ethics and Business Conduct, by adopting it by the organization.
159
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
9.2.2 G1-3: Prevention and detection of corruption and bribery
During the year there was no specific anti-corruption policy, but a document is in preparation
and is expected to be approved in the first semester of 2025.
Through Government Decision no. 1269/2021 the National Anti-corruption Strategy 2021-2025
was adopted. This national strategy is aligned with international frameworks, such as GRECO
and the Cooperation and Verification Mechanism, as well as their associated objectives. In this
context, ROMGAZ Group has adopted the Declaration on the Commitment to the Organizational
Integrity Agenda within the framework of the National Anti-Corruption Strategy 20212025, as
well as the Integrity Plan 20222025. These documents, publicly available on the Company
website, reinforce the company's stance on condemning all forms of corruption, conflicts of
interest, and incompatibilities, recognizing them as factors that undermine the company’s
objectives and public trust.
Provisions relating to corruption and bribery are included in the Code of Ethics and Business
Conduct, under Subchapter III 2. Anti-corruption and anti-fraud.
Romgaz
Since August 2023, the company has implemented an operational procedure for identifying,
analyzing, and managing corruption risks.
Romgaz employs an integrated system for corruption prevention and detection, which includes
internal procedures such as:
Identification, analysis and managing corruption risks;
Managing reports and ensuring whistleblower protection;
Preventing potential conflicts of interest.
Additionally, the company applies the Code of Ethics and Business Conduct, provides
confidential reporting mechanisms, offers training programs and periodic employee awareness
sessions, and conducts internal audits of critical processes (e.g., procurement, contracting,
contract monitoring, etc.). Romgaz’s leadership remains committed to establishing adequate
and effective financial and non-financial controls to ensure the identification, monitoring, and
mitigation of fraud and corruption risks.
Furthermore, Romgaz conducted a corruption vulnerability assessment for each operation. An
operation is considered an organizational unit within Romgaz, as defined by the Organization
and Functioning Regulation, and may include branches, divisions, departments, centers,
offices, services, teams, workshops, sections, agencies, and storage facilities, according to
internal organizational documents and decisions. The assessment covered 100% of Romgaz’s
organizational units. At the Company level, the system procedure “Inventory of Sensitive
Functions” is applied. Following the analysis, out of 134 activities, 20 activities representing
14.92% were identified as having a corruption risk. The assessment highlighted several risks,
with high-risk areas including: procurement, investment, human resources, information
technology and telecommunications, financial, legal, drilling, exploration, production, land
formalities and commercial operations.
Regarding the independence of investigators or the Inquiry Committee from the management
chain involved, the Disciplinary Investigation Committee is appointed by decision of the CEO
and consists of 3-5 members, including a Chairperson and a Secretary. To ensure the objectivity
of the process, disciplinary investigations are conducted crosswise between branches and
headquarters, avoiding the direct involvement of individuals from organizational structures that
may have connections to the case under review. Additionally, the committee includes a legal
advisor and a union representative as observers to help ensure the impartiality of the
investigations.
The Disciplinary Investigation Committee’s report is submitted to the CEO, who decides
whether to approve it. The report is then forwarded to the Anti-Fraud and Ethics Department
or the Ethics Advisor, who is responsible for drafting the decision to establish the committee.
In cases involving conflicts of interest, the Ethics Advisor informs the CEO and proposes forming
a mixed committee, including representatives from legal services, human resources, the Ethics
160
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Advisor, and the affected organizational unit, to assess the impact and propose corrective
measures.
In 2024, Romgaz adopted the Integrity Plan of S.N.G.N. Romgaz S.A., with the general objective
of preventing corruption and integrity-related incidents. The plan includes four specific
objectives, with 18 actions identified for their implementation, along with associated risks,
responsible parties, deadlines, performance indicators, and budget allocations.
To support this, Romgaz launched an internal campaign to prevent, inform and raise employees'
awareness of the importance of combating any corruption that may occur within the Company.
Thus, the International Anti-Corruption Day was organized, aiming to promote ethical
principles, integrity, transparency and accountability within Romgaz. The information material
on Fraud and Corruption”, as well as the booklet on Understanding and Prevention of Fraud,
has been promoted internally with the support of the Communication Service. In December
2024, these materials were e-mailed to all employees.
Within the informational material, various perspectives on defining corruption were described,
aspects regarding the applicable legislation were mentioned, as well as the forms, causes, and
effects of the corruption phenomenon, accompanied by practical examples. Additionally,
measures for preventing and combating corruption were presented.
Also, in accordance with the Integrity Plan, Romgaz conducts information and professional
training sessions on anti-corruption, specifically targeting personnel involved in high-
corruption-risk areas. These sessions, carried out by ethics advisors, cover topics such as anti-
corruption, bribery, gifts and invitations, as well as conflicts of interest. The provisions of the
Code of Ethics and Business Conduct (Section III.2 Anti-Corruption and Anti-Fraud) are
reiterated during these sessions to emphasize the importance of business ethics.
All employees in leadership positions, according to the organizational charts valid as of
31.12.2024 (582 employees), have been informed of the fundamental principles and values of
the National Anti-Corruption Strategy (SNA). In turn, employees in leadership positions, in
accordance with the internal regulations in force, are required to train their subordinates on
the provisions of the SNA and the System Procedure "Inventory of Sensitive Functions."
Throughout 2024, Romgaz developed an informational material for the personnel involved in
public procurement activities, which was distributed via e-emaimail to all employees (100%)
within the Procurement Department.
Depogaz
Within Depogaz, the Ethics Advisor trained a sample of employees consisting of the heads of
organizational units, according to the organizational chart, as well as employees in executive
positions, totaling 170 people, representing 33% of the total number of Depogaz employees.
Another 29 employees, representing 5.6% of the total number of Depogaz employees, also
attended professional development courses on "Ethics and Organizational Integrity" and
Aspects regarding Integrity, Decisional Transparency and Access to Information" provided by
external trainers.
To manage and reduce the likelihood of identified risks, ROMGAZ GROUP implements measures
to increase awareness of anti-corruption policies and procedures, as outlined in the following
table.
161
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
9.3 Metrics and targets
9.3.1 G1-4: Confirmed incidents of corruption or bribery
During the reporting period, no acts of corruption or fraud were identified, and no fines related
to this issue were paid.
No specific actions were required to address violations of procedures and standards related to
the fight against corruption and bribery during this period. To prevent such incidents, the
company implemented additional measures, including employee training sessions and periodic
internal audits.
2024
Indicator
%
The number and
percentage of
members of the
Board of Directors
who were informed
about the anti-
corruption policies
and procedures of
the Company
All, by publishing the following documents on Depogaz's website:
The Declaration regarding the assumption of an
organizational integrity agenda for the 2022-2025 period
adopted by SNGN Romgaz SA - Natural Gas Storage Subsidiary
DEPOGAZ Ploieşti SRL, registration no. 3332/23.03.2022;
SNGN Romgaz SA - FÎGN DEPOGAZ Ploiești Srl 2022-2025,
approved by Decision of General Director No. 162/14 June
2022;
The Integrity Plan adopted at the level of SNGN Romgaz SA
Natural Gas Storage Subsidiary Depogaz Ploiești SRL in
application of the National Anti-Corruption Strategy 2021-
2025, approved by Decision of the General Director no.
104/14.06.2024;
The Code of Ethics and Integrity of SNGN Romgaz SA-Filiala
de Filing Gaz Depogaz Ploiești SRL, no. Not applicable.
5968/8 May 2023.
100
The number and
percentage of
employees who have
received anti-
corruption training
All Romgaz employees in management positions, according to the valid
organizational charts valid as of 31.12.2024 (approximately 582
employees), were informed about the fundamental principles and
values of the National Anti-corruption Strategy (SNA) as part of the
methodological guidance for SCIM development. Efforts were made to
raise employees' awareness of detecting, combating, and reducing
corruption, correlating the SNA with standards 1 and 2 of OSGG
600/2018. For their part, the management employees, according to
internal regulations in force, have the obligation to train their
subordinates regarding the provisions of the SNA and the System
Procedure "Inventory of Sensitive Positions".
Depogaz
170 internal - trained by the Ethics Adviser, 29 trained externally too.
RBS - 12 employees
10.67 Romgaz
33.00 Depogaz
100 RBS
The number and
percentage of
employees who have
been informed of
anti-corruption policy
and procedures
5,450 Romgaz
515 Depogaz
12 RBS
100
The number and
percentage of
business partners
who have been
informed of anti-
corruption policy and
procedures
All ROMGAZ, by publishing the Ethics and Integrity Code and the
Declaration of Accession of Romgaz to the SNA 2021-2025 on the
website www.romgaz.ro
All Depogaz, by publishing on the Depogaz website
(www.depogazploiesti.ro) the following documents:
The Declaration regarding the assumption of an
organizational integrity agenda for the 2022-2025 period
adopted by SNGN Romgaz SA - Natural Gas Storage Subsidiary
Depogaz Ploieşti SRL, registration no. 3332/23.03.2022;
The Integrity Plan of SNGN Romgaz SA - FÎGN Depogaz Ploiești
SRL 2022-2025, approved by Decision of the General Director
no. 162/14.06.2022;
The Integrity Plan adopted at the level of SNGN Romgaz SA
Natural Gas Storage Subsidiary Depogaz Ploiești SRL in
application of the National Anti-Corruption Strategy 2021-
2025, approved by Decision of the General Director no.
104/14.06.2024;
The Code of Ethics and Integrity of SNGN Romgaz SA - Natural
Gas Storage Subsidiary Depogaz Ploiești SRL, no.
5968/08.05.2023.
100
162
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
During the reporting period, no cases of bribery or corruption were recorded.
There were no confirmed incidents where employees were dismissed or subject to disciplinary
procedures for corruption or bribery incidents.
There were no confirmed incidents related to contracts with business partners that were
terminated or not renewed due to corruption or bribery violations.
No public cases of corruption or bribery were reported against the company and its employees
during the reporting period.
No incidents of corruption or bribery involving actors in our value chain were reported, where
the organization or its employees were directly involved.
Total number and nature of confirmed incidents of corruption or bribery
0
Number of confirmed incidents in which own workers were made redundant or were subject to
disciplinary proceedings for corruption incidents or incidents relating to giving or taking of bribes
0
Number of confirmed incidents relating to contracts with business partners that have been terminated
or not renewed due to breaches of corruption or bribery policies
0
163
This version of the Consolidated Sustainability Statetment is a translation form the original material, which was prepared in Romanian. All possible care has been
taken to ensure that the translation is an accurate representation of the original text. However, in all matters of interpretation of information, views or opinions, the
original language version of our Consolidated Sustainability Statement takes precedence over this statement.
Annex No.2 Table on compliance with BVB (Bucharest Stock Exchange) Code of Corporate
Governance
BVB CCG Provisions
Compliance
Non-
compliance
/partial
compliance
Reason for non-
compliance/
Explanation on
compliance
1
2
3
4
A.1
All companies should have in place a set of
Internal Rules of the Board of Directors that
provides terms of reference / responsibilities of
the Board and the company’s key management
positions, and which apply, among others, the
General Principles in section A.
x
A.2
The BoD Regulation shall include provisions for
the management of conflict of interest. The
members of the Board should notify the Board
on any conflicts of interest which have arisen or
may arise, and should refrain from taking part
in the discussion (including by absence, except
where such absence prevents quorum to be
attained) and from voting on the adoption of a
resolution on the issue which gives rise to such a
conflict of interest.
x
A.3
The BoD consists of at least five members.
x
A.4
The majority of BoD members should be non-
executive. The number of independent non-
executive BoD members shall not be less than
two.
Each independent BoD member shall submit a
statement upon his/her nomination for election
or re-election, as well as whenever a change in
his/her status occurs, indicating the elements
on which he/she is deemed independent in
terms of his/her character and his/her
judgment.
x
A.5
Other rather permanent professional
commitments and engagements of BoD
members, including executive and non-executive
Board positions in companies and non-profit
organizations, shall be disclosed to shareholders
and potential investors prior to his/her
nomination and during his/her mandate.
x
A.6
Any BoD member shall submit to the Board
information on any relationship with a
shareholder who, directly or indirectly, holds
shares representing more than 5% of all voting
rights. This also applies to any relationship,
which may affect the member's position on
matters decided by the Board.
x
A.7
The company shall appoint a Board secretary
responsible for supporting the work of the
Board.
x
A.8
The Corporate Governance Statement shall
inform on whether an evaluation of the Board
has taken place under the leadership of the
chairperson or the nomination committee and, if
so, it shall summarize key actions and changes
resulting from it.
The company should have a policy/guideline on
x
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Compliance
Non-
compliance
/partial
compliance
Reason for non-
compliance/
Explanation on
compliance
1
2
3
4
the BoD evaluation, containing the purpose,
criteria and frequency of the evaluation process.
A.9
The Corporate Governance Statement shall
contain information on the number of meetings
of the Board and the committees during the past
year, attendance by directors (personally and in
their absence) and a report of the Board and
committees on their activities.
x
A.10
The Corporate Governance Statement shall
contain information on the precise number of
independent members of the Board of Directors.
x
A.11
The BoD shall set up a nomination committee
comprised of non-executive members, which will
lead the nomination process for new Board
members and will make recommendations to the
Board.
Most of the members of the nomination
committee shall be independent.
x
B.1
The Board shall set up an Audit Committee
where at least one member should be an
independent non-executive member.
The Audit Committee shall consist of at least
three members and the majority shall be
independent.
Most of the members, including the chairperson,
shall have proven an adequate qualification
relevant to the functions and responsibilities of
the Committee. At least one member of the
Audit Committee shall have a proven and
appropriate auditing and/or accounting
experience.
x
B.2
The Chairperson of the Audit Committee shall
be an independent non-executive member.
x
B.3
Among its responsibilities, the Audit Committee
shall perform an annual assessment of the
internal control system.
x
B.4
The assessment in section B.3 shall take into
consideration the effectiveness and scope of the
internal audit function, the adequacy of risk
management and internal control reports
submitted to the BoD Audit Committee, the
promptness and effectiveness with which the
executive management addresses deficiencies
and weaknesses identified during the internal
control and submission of relevant reports to
the Board.
x
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BVB CCG Provisions
Compliance
Non-
compliance
/partial
compliance
Reason for non-
compliance/
Explanation on
compliance
1
2
3
4
B.5
The Audit Committee shall review conflicts of
interests in connection with the transactions of
the company and its branches with affiliated
parties.
x partial
This provision is
already mentioned at
Article 8, paragraph 2
of Romgaz CCG.
the Internal Rules of
the Audit Committee
approved by the BoD
in the meeting of May
14, 2018, revised and
approved on October
10, 2022 includes
provisions on such
obligation.
Moreover, a Policy on
affiliated party
transactions was
drafted by Romgaz
and approved by the
BoD on March 20,
2019.
Following approval, it
was published on
company website.
B.6
The Audit Committee shall evaluate the
effectiveness of the internal control system and
risk management system.
x
B.7
The Audit Committee shall monitor the
application of legal and generally accepted
standards of internal auditing. The Audit
Committee shall receive and evaluate the
reports of the audit team.
x
B.8
The Audit Committee shall report periodically
(at least annually) or ad hoc to the BoD on the
reports or analyses initiated by the committee.
x
B.9
No shareholder may be given preferential
treatment over other shareholders regarding
transactions and agreements concluded by the
company with shareholders and their affiliates.
x
B.10
The BoD shall adopt a policy ensuring that any
transaction of the company with any of the
companies it has a close relationship amounting
to at least 5% of the company’s net assets (as
stated in the latest financial report) is approved
by the Board, based on a mandatory opinion of
the Audit Committee, and it is fairly disclosed
to the shareholders and potential investors, to
the extent such transactions represent events
which are subject to reporting requirements.
x
B.11
The internal audits shall be carried out by a
separate structural division (internal audit
department) within the company or by hiring an
independent third-party entity.
x
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Compliance
Non-
compliance
/partial
compliance
Reason for non-
compliance/
Explanation on
compliance
1
2
3
4
B.12
The Internal Audit Department shall functionally
report to the BoD via the Audit Committee. For
administrative purposes and as part of the
management obligations to monitor and
mitigate risks, the Internal Audit Department
shall report directly to the CEO.
x
C.1
The company shall publish the Remuneration
Policy on its website. The Remuneration Policy
should be formulated to allow the shareholders
to understand the principles and arguments
underlying the remuneration of the BoD
members and the CEO. Any significant change
occurred in the Remuneration Policy shall be
published, in due time, on company website.
The company shall include in its Annual Report a
statement on the implementation of the
Remuneration Policy during the annual period
under review.
The Report on Remuneration shall present the
implementation of the Remuneration Policy for
persons identified in such Policy during the
annual period under review.
x
D.1
The company shall establish an Investors
Relation Department - informing the public on
the responsible person/persons or the
organizational unit.
Besides the information required by the legal
provisions, the company shall also include on its
website a dedicated Investor Relations section,
both in Romanian and English, with all the
relevant information of interest for investors,
including:
x
D.1.1
Main corporate regulations: the Articles of
Incorporation, procedures on general meeting of
shareholders;
x
D.1.2
Professional CVs of members of company
governing bodies, other professional
commitments of BoD members, including
executive and non-executive Board positions in
companies and non-profit organizations;
x
D.1.3
Current reports and periodic reports (quarterly,
half-year and annual reports) at least those
specified at item D.8 - including current reports
with detailed information on non-compliance
with Bucharest Stock Exchange Code of
Corporate Governance;
x
D.1.4
Information related to GMS: the agenda and
supporting materials; the Board of Directors
election procedure; the arguments in support of
the proposal of candidates to the Board of
Directors together with their professional CVs;
x
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Compliance
Non-
compliance
/partial
compliance
Reason for non-
compliance/
Explanation on
compliance
1
2
3
4
shareholders’ questions related to the agenda
and the answers of the company, including
decisions taken;
D.1.5
Information on corporate events (such as
payment of dividends and other distributions to
shareholders, other events leading to the
acquisition or limitation of rights of a
shareholder) including deadlines and principles
applicable to such operations.
Such information shall be published in due time
to allow investors to take investment decisions;
x
D.1.6
The name and contact data of the person who
can provide knowledgeable information upon
request;
x
D.1.7
Corporate presentations (e.g. presentations for
investors, presentations on quarterly results,
etc.), financial statements (quarterly, half-year,
annual), audit reports and annual reports.
x
D.2
The company shall have a policy for the annual
distribution of dividends or other benefits to
shareholders, proposed by the CEO and adopted
by the BoD as guidelines on net profit
distribution.
The principles of the annual policy of
distribution to shareholders shall be published
on company website.
x
D.3
The company shall adopt a policy with respect
to forecasts, whether they are made public or
not. The Policy on forecasts shall determine the
frequency, period and content of the forecasts
and shall be published on company website.
x
D.4
GMS rules should not restrict the participation
of shareholders in general meetings and should
not limit the exercise of their rights. Changes in
the rules shall become effective no sooner than
the next shareholders meeting.
x
D.5
The external auditors shall attend those
shareholders meetings where their reports are
presented.
x
D.6
The BoD shall submit to the GMS a brief
assessment of the internal control and
significant risk management systems, as well as
opinions on matters to be submitted to the GMS
for decision.
x
D.7
Any professional, consultant, expert or financial
analyst may participate in the shareholders
meeting upon prior invitation from the BoD.
Accredited journalists may also attend the GMS,
unless the Chairperson of the Board decides
otherwise.
x
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Compliance
Non-
compliance
/partial
compliance
Reason for non-
compliance/
Explanation on
compliance
1
2
3
4
D.8
The quarterly and half-year financial reports
shall include information, in the Romanian and
English languages, on the key drivers influencing
the change in sales, operating profit, net profit
and other relevant financial indicators, from
one quarter to the next as well as from year to
another.
x
D.9
The company shall organize
meetings/conference calls with analysts and
investors at least twice a year. Information
presented on such occasions shall be published
on company website in the Investors Relation
section at the date of the meetings/conference
calls.
x
D.10
If the company supports various forms of artistic
and cultural expression, sport activities,
educational or scientific activities, and
considers that their impact on the
innovativeness and competitiveness of the
company is part of its business mission and
development strategy, the company shall
publish the policy concerning its activity in such
field.
x
Abbreviations:
GMS = General Meeting of Shareholders
BVB = Bucharest Stock Exchange
BoD = Board of Directors
CCG = Code of Corporate Governance
ROMGAZ CCG = Code of Corporate Governance of S.N.G.N. ROMGAZ S.A., as approved on January 28,
2016
CV = Curriculum Vitae
ToR = Terms of Reference