UNIVERSAL REGISTRATION DOCUMENT

2021, including the annual financial report

CONTENTS

INTRODUCTION

3

We are a french IPP of exclusively renewable energy

4

Message from the Chairman and Chief Executive Officer 5

Our expertise 6

Our resources 8

Key figures 13

Key events 2021 14

Our ambition for 2025 16

Governance 19

1

PRESENTATION 20

1.1 Overall presentation* 22

1.2 Description of the renewable energy market 25

1.3 Neoen's business* 32

1.4 Intellectual property* 54

2

COMMENTS ON THE FINANCIAL YEAR* 56

2.1 Alternative performance indicators

and operating data 58

2.2 Outlook and trends 61

2.3 Analysis of operations and results 62

2.4 Dividends 77

2.5 Financing and investments 77

2.6 Legal and arbitration proceedings 86

2.7 Significant change in the issuer's financial

or trading position 87

2.8 Other information 87

5

SUSTAINABLE DEVELOPMENT AND CORPORATE SOCIAL

RESPONSABILITY* 208

5.1 CSR, at the heart of our organization 210

5.2 Presentation of the main non-financial risks 211

5.3 Our teams 213

5.4 Our projects 222

5.5 Our communities 226

5.6 Other employment information 230

5.7 Methodological note 232

5.8 Report of the independent third-party body 234

5.9 Vigilance Plan 236

5.10 Cross-reference table for the non-financial

performance statement 236

6

CORPORATE GOVERNANCE REPORT* 238

6.1 State of governance 240

6.2 Organisation of corporate governance 251

6.3 Remuneration of all corporate officers 267

6.4 Other information 295

7

CAPITAL AND SHAREHOLDING

STRUCTURE 302

7.1 Information on the Company* 304

7.2 Capital* 305

7.3 Shareholding structure* 313 7.4 Securities market and relations with shareholders 318

3

RISK FACTORS AND MANAGEMENT* 94

  • 3.1 Main risk factors to which the Group is exposed 96

  • 3.2 Insurance and risk management

115

4

FINANCIAL STATEMENTS

AND STATUTORY AUDITORS REPORTS* 122

  • 4.1 Neoen Group consolidated financial statements

    as of December 31, 2021 124

  • 4.2 Statutory auditors' certification report on the consolidated financial statements of Neoen Group

    as of December 31, 2021 179

  • 4.3 Annual financial statements of Neoen S.A. as of

    December 31, 2021 183

  • 4.4 Statutory auditors' certification report on the annual financial statements of Neoen S.A.

    as of december 31, 2021 205

Detailed chapter contents can be found at the beginning of each chapter.

8

GENERAL SHAREHOLDERS' MEETING 322

  • 8.1 Draft resolutions

  • 8.2 Board of directors' report on the draft resolutions 340

8.3 Statutory auditors' reports on securities trading 350 8.4 Statutory auditors' special report on

regulated agreements 353

9

ADDITIONAL INFORMATION 356

9.1 Persons responsible 358

9.2 Statutory auditors 359

9.3 Historical financial information included

by reference 360

9.4 Documents available to the public 360

9.5 Cross-references tables 361

9.6 Glossary 367

* This information forms an integral part of the Annual Financial Report as provided in the article L. 451-1-2 of the French Monetary and Financial Code.

324

2021

Universal Registration

Document

Including the annual financial report

This document is a free translation into English of the original 2021 Universal Registration Document issued in French Language and is provided solely for information purposes. In case of discrepancy between the French and the English version, the French language version of the Universal Registration Document shall prevail.

This Universal Registration Document has been filed on March 31, 2022 with the Autorité des Marchés Financiers (AMF), as competent authority under Regulation (EU) 2017/1129, without prior approval pursuant to article 9 of said regulation.

The Universal Registration Document may be used for the purposes of an offer to the public of securities or admission of securities to trading on a regulated market if completed by a securities note and, if applicable, a summary and any amendments to the Universal Registration Document. The whole is approved by the AMF in accordance with Regulation (EU) 2017/1129.

This Universal Registration Document including the Annual Financial Report is a reproduction of the official version which has been prepared in ESEF format and is available on the issuer's websitehttps://www.neoen.com/en/investors#regulated-information.

Copies of the French Document d'Enregistrement Universel may be obtained free of charge at Neoen, 22 rue Bayard, 75008 Paris, France, as well as on the websites of Neoen (www.neoen.com) and of the AMF (www.amf-France.org).

WE ARE A FRENCH IPP OF EXCLUSIVELY RENEWABLE ENERGY

Since the company was founded in 2008, Neoen has become a renowned independent player in the worldwide renewable energy sector, with a presence in 15 countries at the end of 2021.

Our rapid and profitable growth stems from the geographical and technological diversification of our assets and our projects portfolio, ensuring robust performance and development dynamics.

As the leading French independent producer of renewable energy, we develop our own projects, arrange their financing and project management and operate them for the long term.

our mission

Our business model is based on retaining control of our assets and we currently own nearly 92 % of the facilities we operate. Thanks to this strategy, we guarantee the long-term quality and performance of our assets.

Audacity, integrity, commitment and esprit de corps. Our company values form the basis of all our relations with business partners, customers and end-users.

Our 299-strong workforce embraces some 36 nationalities. The values we share underpin our corporate identity and are borne out in the way we conduct our day-to-day business.

We design and implement the means to produce the most competitive renewable electricity sustainably and on a large scale.

solar power

The sun is the most widely available source of energy on earth and the quickest to be deployed. Particularly competitive in many countries, solar power was Neoen's first sector and remains our main business line.

wind power

Onshore wind farms are a mature source of renewable energy at competitive rates. We currently focus our wind farm business and our projects under development in France, Australia, Finland, Ireland, and Sweden.

storage

Energy storage is the answer to the volatile nature of renewable energy sources and a key part of our activities.

Our 300 MW /450 MWh Victorian Big Battery is one of the world's largest batteries.

We now have storage units in Australia, France, Finland and El Salvador.

4

UNIVERSAL REGISTRATION DOCUMENT 2021

MESSAGE FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

Today, Neoen is a key player in the field of renewable energies

Ever since Neoen was founded, we have built our success on strong growth and value creation, always taking a long-term view when developing projects. Four years into our listing on the Euronext Paris stock exchange, our rapid expansion continues; we reached 5.4 GW of capacity in operation or under construction at the end of last year, exceeding the 5 GW target we set at the IPO.

Our pure-player strategy revolves around a comprehensive mix of renewable energies solar, wind and storage. Thanks to our expertise, we have been awarded in 2021 just under 900 MW in new projects across our technologies and our geographies - Australia, Europe, and the Americas. We distinguished ourselves by being the principal winner of two French government tenders and by launching the construction

of two wind farms of over 400 MW in Finland and Australia, both designed to be multi-client.

Xavier Barbaro

Chairman and CEO

We have expanded our local presence, to be ever closer to our project sites, welcoming over 50 new recruits in 2021. Our local presence is the foundation of our growth and everyone who represents Neoen conducts themselves according to our company values: Audacity, Integrity, Commitment and Esprit de corps.

In terms of financial performance, once again we have displayed a net profit - the 11th year in a row. In April 2021, we further strengthened our financial capacity by successfully increasing our capital by 600 million euros.

We have successfully executed three farm-down operations which increase our investment power. Also, in line with the commitment made at the time of the IPO, we shall issue dividends in 2022, based on our 2021 results.

Our resilience stems from the visibility provided by our Power Purchase Agreements, the robustness of our industrial strategy, and the quality of our financing.

Neoen's future looks brighter than ever!

UNIVERSAL REGISTRATION DOCUMENT 2021

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Neoen SA published this content on 12 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 April 2022 15:51:35 UTC.