The notes on pages 2 to 6 form part of these financial statements.

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

Tenenge UK Limited is a private Company limited by shares incorporated in England and Wales. The Company registration number is 02594490. The address of its registered office is 3 Lombard Street, London, EC3V 9AA.

The principal activity of Tenenge UK Limited continued to be that of winding down the residual activity of its original business. Previously Tenenge UK Limited was an investment holding Company for Odebrecht Oil and Gas Services Limited.

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view

The financial statements have been presented in Pound Sterling as this is the currency of the primary economic environment in which the Company operates and is rounded to the nearest thousand pound.

As part of its new strategic direction, effective since the first quarter of 2023, the Group's core purpose is to structure financing solutions for infrastructure projects under the Engineering, Procurement, Construction, and Finance (“EPC+F”) framework. Tenenge UK Limited, a subsidiary of Tenenge Limited, will leverage its extensive experience in the UK market to lead the procurement of financing with UK Export Finance (“UKEF”) and other institutions. The objective is to design cutting-edge financial solutions by strengthening cooperation with export credit agencies and major industry banks.true

Currently, Tenenge UK Limited continues to play an active part in the pipeline of projects the Odebrecht group has either already signed or is on the verge to signing. The company acts as a British Exporter in the global market, procuring goods, services and equipment directly for its clients or for a sister entity deploying the projects, thus providing a true added value within the group. With Tenenge UK Limited operational and the ability to reach out to the major Export Credit Agencies (ECAs) and international commercial banks in the UK and Europe, the availability of export credit for its clients can be maximized, therefore increasing the chances of a successful commercial offer for the projects listed in the pipeline.

The plans for Tenenge UK Limited to kick-off operations in a more substantial form have been pushed forward to 2026. Although the company is fully operational, the projects Tenenge Group is working on the UK alongside its sister companies have been delayed due to external factors. They are now forecasted to start second quarter 2026 for the Luena-Saurimo Rail project and second quarter of 2027 for the Submarine Interconnector Cable project, both in Angola.

As a result of this delay, the service agreement with Bento Pedroso Construções S.A. (“BPC”), a related company, to provide services related to sourcing and structuring project funding, has been extended.

The operating environment in the United Kingdom has become increasingly complex, influenced by global geopolitical instability and its economic consequences. Key challenges include persistent inflation, rising interest rates, and significant cost pressures coming from energy and labour components, alongside ongoing supply chain volatility.

The Board of Directors has formally evaluated the company's exposure to these macroeconomic uncertainties. Their assessment concludes that while multiple risks exist, the principal threat arises from the cascading effects of a global economic downturn.

The Group remains proactive in working with its partners to navigate these challenges, aiming to minimize potential disruptions while strategically pursuing any resulting opportunities.

As of 31 December 2024, the Company has an outstanding payable to its immediate holding company, Tenenge Limited and Intermediate holding company CBPO Overseas Ltd. totaling £9,204,000, resulting in a net liability position. Both the immediate and intermediate holding company have given an undertaking that they will not recall this payable within the next twelve months from the signing of the financial statements. This commitment provides the Group with the necessary financial support to meet its obligations as they fall due.

Additionally, the directors have reviewed the Group’s cash flow forecasts and are confident that it has sufficient resources to continue its operations for the foreseeable future. Based on this given undertaking and the directors’ assessment, the financial statements have been prepared on a going concern basis.

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Corporation tax payable is provided on taxable profits at the current rate.

The taxation liabilities of certain Group undertakings are reduced wholly or in part by the surrender of losses by fellow Group companies. The tax benefits arising from Group relief are recognised in the financial statements of the surrendering and recipient companies.

Deferred taxation arises as a liability or asset if transactions have occurred at the balance sheet date that give rise to an obligation to pay more taxation in the future, or a right to pay less taxation in the future. The deferred tax liability that is the result of timing differences is recognised in full. Deferred tax assets are only recognised to the extent that, on the basis of all available evidence, they are recoverable. Deferred tax assets and liabilities recognised are not discounted.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

The average monthly number of persons (including directors) employed by the company during the year was:

The Company has no employees other than the directors, who did receive remuneration (2023: nil).

Amounts owed by group undertakings are unsecured, interest free, have no fixed date of payment and are payable on demand.

During the current year, the Company has recognised a full provision of doubtful debts amounted to £61,334,542 (2023: £60,624,000).

Amounts due to group undertakings are unsecured, interest free and repayable on demand.

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its loss for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

On June 27, 2024, OEC S.A. – and some other OEC Group companies (Odebrecht Engenharia e Construção S.A., Odebrecht Holdco Finance Limited, OEC Finance Limited, OECI S.A., OENGER S.A., CNO S.A., CBPO Engenharia Ltda., Odebrecht Overseas Limited (“OOL”), Tenenge Engenharia Ltda., Belgrávia Serviços e Participações S.A., Tenenge Overseas Corporation) started the formal step to restructure its liabilities and to have access to a viable source of financial resources, and filed for Judicial Recovery in São Paulo - Brazil, with the main objective to reorganise its capital structure. This initiative allows the debt restructuring and at the same time, increase the cashflow of the operation, which is in a favorable momentum with a substantial increase in orders and signed contracts in the infrastructure sector and heavy civil construction market, reflecting the new cycle of Company’s size and revenue. As part of the restructuring process, a financial partner is stepping in to provide financial and credit support so the operation can continue to run at the same levels.

We can now inform that the Judicial Recovery process was successfully concluded and we have removed the wording “Em Recuperação Judicial” from the names of companies listed above.

The restructuring was confined to a specific perimeter, limited to the companies in Brazil and a few non-operational international entities. Tenenge Limited, Tenenge UK Limited and the affiliates with which they operate remained outside this perimeter and this process. Therefore, there has been no impact on the operational routine of current or on the pursuing of new project in key markets of interest, including Angola and the broad African continent.

On December 31, 2024, Tenenge Limited and Tenenge UK Limited have an intercompany balance asset of the amount £2.6 million and £60.6 million with OOL respectively. In the context of Judicial Recovery OOL has a significant increase of its credit risk once the intercompany balance could just be paid by OOL after the conclusion of payments of liabilities restructured under the plan of judicial recovery. Therefore, on December 31, both companies registered the provision for losses to the intercompany balance with OOL.

The immediate parent undertaking is Tenenge Limited.

In the opinion of the directors the ultimate parent company and Controlling party is Odebrecht Engenharia e Construção S.A ., a Company incorporated in Brazil.

Odebrecht Engenharia e Construção S.A. is the parent undertaking of the largest group of undertakings to consolidate these financial statements at 31 December 2024. The consolidated financial statements of Odebrecht Engenharia e Construção S.A. are available from Odebrecht Engenharia e Construção S.A., Avenida das Nações Unidas, 14.401 – 4º floor, Parque Cidade, Torre Aroeira, São Paulo, SP – CEP 04794-000.