Holland Colours N.V.

ANNUAL R EPORT

2025/2026

CO-DESIGNING A

COLORFUL FUTURE

'' We will find a better way by working together.

With a focus on personal service, we co-design

innovative solutions for a sustainable industry.

We develop and supply concentrates of custom

colorants and additives that bring our customers

peace of mind and suit tomorrow’s needs.''

This copy of the 2025/2026 annual report of Holland Colours NV is

not in the European single electronic reporting format (ESEF) as

specified in the RTS on ESEF (Regulation (EU) 2019/815). The ESEF

version of the 2025/2026 annual report is available on the

company’s website.

CONTENTS

Introduction by the CEO 5

About Holland Colours 6

Our Profile 6

Our Heritage 7

Our Value Creation Model 8

Our Products & Innovation 9

Our Solutions 10

Our Markets & Key Segments 11

Our Core Values 12

Purpose, Mission and Vision 13

Our Differentiators 14

Employee Participation 15

Report of the Board of Management 16

Board of Management 17

Introduction 18

Challenges & Opportunities 18

Strategic Update 20

Vision 2025 23

Financial Key Figures 24

Financial Performance 25

Organization 27

Product Innovation 28

Risk Management 30

Outlook 2025/2026 42

Declaration of the Board of Management 43

Environmental, Social and Governance (ESG) 44

Environmental 52

Social 57

Governance 66

Corporate Governance 70

Report of the Supervisory Board 76

Remuneration Report 86

Employee Participation 93

Five-Year Summary 95

Investor Relations 96

Financial Statements 99

Other Information 145

Appropriation of Profits 145

Independent Auditor's Report 146

Contact 154

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INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

DEAR SHAREHOLDERS, EMPLOYEES, CUSTOMERS

AND BUSINESS PARTNERS,

Political and economic uncertainty continued to increase

worldwide in financial year 2025/2026. Global warming,

deglobalization, including global trade tariff disputes,

geopolitical powershifts and the continued military conflict in

Ukraine increased unpredictability regarding demand in our

key markets. In particular, Coatings & Sealants markets

worldwide, and Building & Construction in Asia and EMEIA,

were negatively affected. In addition, a new round of EU

sanctions meant that the markets in Russia were fully closed

to EU-based companies. Packaging markets continued to

grow in EMEIA, albeit more slowly and against the background

of a strategic market discussion about cost, sustainability and

circularity. In Asia, the trend of lower growth in China continued

to affect demand in our industry.

In these challenging circumstances, our volumes decreased

slightly. Raw material markets remained relatively stable

through most of 2025/2026, despite the various trade tariff

disputes, but in March, uncertainty about availability and

pricing increased with the start of the Iran conflict and the

blockade of the Strait of Hormuz.

Our net margin decreased last year, primarily due to price

pressure related to the tariff situation, the weakened US dollar

versus the euro and a changed sales mix in the United States.

At the same time, our operating expenses were slightly below

last year, held down by solid cost control. Overall, revenues

were 2.9% lower versus the previous year, but a slight increase

of 0.5% in constant currency. The operating result was

€ 4.6 million versus € 7.9 million in 2024/2025.

The net result in 2025/2026 was € 3.5 million. In recognition of

our shareholders' continued support, we propose to pay a final

dividend of 1.7 million (€ 2.02 per share).

Last year was the second year of our renewed strategy,

Accelerate to Win. Our sales and innovation pipelines remained

healthy throughout the year. But while we made progress

on our strategic growth initiatives, we also experienced a

slowdown in customer-level testing and decision-making due

to the continued market uncertainties. We introduced new

products and acquired new customers, but fewer than

planned, and the business gained was insufficient to

compensate for the overall decline in market demand. Under

new leadership in the Asia division, we began to reposition

ourselves as a niche player in the region. However, it will take

time to implement our differentiation strategy effectively there.

In addition to working on our 'Outpacing market growth'

strategic objective, we made progress on our second and third

strategic objectives, 'Increasing efficiency' and 'Creating a

position in the circular value chain.' We made multiple small

improvements to mitigate the effects of continued inflation

and continued to modernize our IT infrastructure, improve

business processes and develop winning behaviors. We also

made significant investments in new production equipment

at our sites in Richmond, Indiana (US) and Apeldoorn (the

Netherlands), improving our ability to achieve long-term

sustainable growth and increase productivity. Our wholly

owned venture businesses, focused on innovations involving

renewable and recyclable materials, started to gain

momentum, and we made progress in product and market

development for additives for recycling.

We made important improvements in how we report on

Environmental, Social and Governance (ESG) matters. Following

the EU’s adoption of the Omnibus I and II changes to the

Corporate Sustainability Reporting Directive (CSRD) legislation,

we reconsidered our position and decided to opt for the

Voluntary Sustainability Reporting Standard (VSME) for Small

and Medium-sized Enterprises (SME) instead. We also reviewed

our ambitions and changed our goals for Product and Process,

linking them to the Vision 2035 timeline we presented at the

end of the previous financial year. We remain committed to

our sustainability policies.

Thank you to our employees and stakeholders for your

commitment and excellent work to keep Holland Colours

moving forward in an unpredictable and challenging year.

You made a real difference.

Coen Vinke, CEO

INTRODUCTION BY THE CEO

HOLLAND COLOURS ANNUAL

REPORT 2025/2026

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INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

ABOUT

HOLLAND

COLOURS

As a company, we set out to deliver

customer peace of mind through superior

product performance, world-leading

product stewardship and outstanding

technical service. Our experts co-design

color and functional solutions with our

customers to support recycling and

actively contribute to a more sustainable

industry.

OUR PROFILE

YEARS

of customized color and

additive formulation

experience

SINCE

1979

NETWORK OF

100

suppliers,

distributors

and agents

GLOBAL SUPPLIER

of plastic colorants

and additives

BILLION KG

of plastic products

colored by

Holland Colours

each year

One global team

of over

400

EMPLOYEES

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FINANCIAL STATEMENTSABOUT

In 1979, the founders of Holland Colours set to work in an old paper factory

in Apeldoorn, the Netherlands. A small but ambitious team, they had an

idea that would ultimately disrupt the world of colors – and earn them the

description ‘pioneers.’

We are one global team of over 400 colleagues with different experiences

and from various backgrounds. But we all share the same core values,

passion for color, commitment to our customers and pride in our company.

OUR HERITAGE

Apeldoorn,

the Netherlands

Surabaya, Indonesia

Richmond, Indiana

United States

Szolnok, Hungary

Toronto,

Canada

Tultitlán, Mexico

1979

1990

1986

1992

1988

1995

HOLLAND

COLOURS

ASIA

HOLLAND

COLOURS

AMERICAS

HOLLAND

COLOURS

EMEIA

Jakarta

Sales

Production/Sales

Holland

Colours

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What we do:

Holland Colours formulates

mixtures of colorants and

additives into optimally

dispersed and concentrated

solid or liquid products. Using

these, our customers can

produce finished products with

the functional and color

properties they desire in ways

that are more cost-effective,

sustainable and consistent.

We create value for stakeholders

by integrating innovative recipes

and efficient and responsible

production into our operations.

Using our Continuous Feedback

& Improvement Loop, we

translate the outputs and

stakeholder engagement into

refinements to our inputs and

business strategies. This ensures

our operations continue to be

agile, resource-efficient and

aligned with our long-term

initiatives.

INPUTS

Financial

• € 61.4 million Shareholder’s equity

Manufactured

• 4 global production sites

Intellectual

• 10 Product Groups

Human

• 434 employees around the world

• € 531k employee care expenses

Partnerships

• Global sourcing

• Co-design with customers

Natural

• 12,452 tonne raw material used

• 10,166 MWH electricity used

OUTPUTS & OUTCOMES

Financial

• € 8.3 million adjusted EBITDA

Manufactured

• 12,196 tonne production volume

Intellectual

• >11 active patents globally

Human

• 0.98 rate of recordable work-

related accidents

• Effectory World-class Workplace

award

Partnerships

• >1,000 active customers and

>240 active

suppliers globally

Natural

• 49% revenue from sustainable

product

• 94% source of renewable

electricity

OUR BUSINESS

VALUE CREATION AND VALUE CHAIN OVERVIEW

Our Value Creation Model (VCM) illustrates how we turn our six capital inputs – Financial, Manufactured, Intellectual, Human,

Partnerships and Natural – into high-performance additive and colorant solutions that enhance the functionality and sustainability of plastics.

OTHER HIGH-END

APPLICATIONS

COATINGS &

SEALANTS

BUILDING &

CONSTRUCTION

PACKAGING

Responsible and resilient

global sourcing of

pigments, polymers,

solvents and other.

Co-develop sustainable,

high-performance products

with customers and produce

them efficiently worldwide.

Deliver solutions to

global corporate clients

that support end-user

applications across four

segments.

Accelerate to win with key stakeholders:

Suppliers; Employees; Management & Shareholders; Customers; End users; Regulators; Local communities

HOLLAND COLOURS ANNUAL REPORT 2025/2026

OUR PRODUCTS & INNOVATION

HOLCOMER

Anticipating the switch from

carton to PET packaging in the

dairy industry, we launch of a

breakthrough in light barrier

technology.

HOLCOLAC

Release of an optimized solution

for industrial tinting in coatings.

HOLCOPEARL

Expanding into the HDPE market

for personal care, we create

Holcopearl

lines for both HDPE

and PET. In 2022, we launched

Holcopearl Micro and

Holcopearl for Building &

Construction.

SOLIDS FOR COATINGS

We start to offer a range of

solids for coatings: Holcopearl

for solvent-based coatings and

Holcoprill for water-based

coatings.

HOLCOBATCH

Seeing a need for

cleaner-handling

pigments in the plastics

industry, we create

our flagship product –

Holcobatch

HOLCOLEX

Development of a range

of universal, water-based

colorants to meet the

coatings industry’s

environmental challenges.

HOLCOFLEX

A unique colorant

solution created for

hybrid sealants.

HOLCOPLAST

Introduction of maximum-

loaded, fully dispersed

plasticizer pigment pastes

to create flexible,

permanently plasticized

solid products.

HOLCOPRILL

We invent Holcoprill to

meet the need for a more

concentrated product.

HOLCOSIL

Expanding into the

sealants and adhesives

market, we create and

release Holcosil.

ADDITIVE SOLUTIONS FOR RPET

We launch several new functional

colorants and additives for PET packaging

and recycling, including Holcoprill

LightGuard 400 (UV-Lightblocker),

next-generation sublimation-stable

TintMask, ViscoBoost and CircStab

(see next page).

1979

2009 2015 2017 2023 2024

1985 2000

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How we contribute to a sustainable industry

OUR SOLUTIONS

PLASTICS ARE

ESSENTIAL

Strong, lightweight and moldable, plastic

is used in thousands of products that add

comfort, convenience and safety to our

daily lives. It helps prevent food waste

thanks to excellent sealing and enhanced

durability and is widely used instead of

wood by the building and construction

industry.

Adding color to plastics and coatings

creates emotion, affects behavior, aids

identification and supports safety,

depending on the purpose and

application. Together with our customers,

we co-design sustainable colorants and

additives that are efficient, effective and

aesthetic, and which contribute to a more

sustainable industry. A number of our

products use a bio-based carrier

technology.

revive

colours

TINTMASK

Next-generation

sublimation-stable

toners that

neutralize off-color

rPET

TASTEGUARD

Protecting the

taste of premium

water

FASTHEAT

Optimal energy

usage during

bottle blowing

SORT

Enhancing product

recyclability by

employing NIR

detectable colorants

HOLCOBATCH®

CLASSIC

Less energy during

processing

MARKIT

Colors solutions for

laser marking

NATURAL

COLLECTION

Colorants made

from renewable

resources

VISCOBOOST

Improving the intrinsic

viscosity of rPET

HOLCOPEARL

REWHITE

Additive for circular

white opaque rPET

in dairy applications

CIRCSTAB

Stabilizing and

enhancing the

coloristic

performance

of rPET

REVIVE COLOURS

Our venture

providing sustainable,

low-CO

-footprint

colorants

HOLCOMER

THERMOSTRETCH

Low TiO

concept

for better

recyclability

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PACKAGING

Brand-promoting colorants and proven

functional additives for enhancing

performance and meeting PET

recycling goals.

We partner with small, medium and large

customers to produce packaging for

water, carbonated soft drinks, fruit juices,

dairy, beer, wine, detergents,

pharmaceutical and personal care

products. There are various trends at play

in this market. These include recyclability,

thinner-wall bottles, improved food safety

and a growing interest in bio-based

packaging solutions. For companies that

want to produce eye-catching, attractive

packaging as efficiently as possible and

with optimal barrier properties, we can

combine any color with multiple

functionalities, and all in a one-pack

solution. Whether it’s to boost branding,

boost recyclability, cut energy

consumption or prolong shelf-life, we

guide our customers to innovative

solutions for a sustainable industry.

BUILDING &

CONSTRUCTION

Industry standard and fully

customizable colorants and functional

additives engineered for pipe, siding,

profiles, fencing, decking and railing

applications.

We provide a vast choice of color

solutions and functional additives for the

Building & Construction market. The

numerous applications include profiles,

sheets, siding, cladding, pipes, tubing and

PVC- and PU-coated fabrics. Our solutions

cover a wide range of products and

applications for which good dispersion is

a key factor. We offer unlimited

customization, global production

consistency and reliable supply chains.

We focus on supporting clients through

innovative R&D and extensive logistical

networks to enhance operational

efficiency and product distinctiveness.

COATINGS & SEALANTS

Optimized coloring solutions for

efficient and flexible production,

from factory to point of sale.

We offer a range of colorant solutions for

the Coatings & Sealants market that

enhance brand differentiation and

operational efficiency. Our solutions

include liquid and solid colorants tailored

to specific applications in architectural

and industrial coatings, as well as

adhesives and sealants. With over

46years of experience, we also provide

comprehensive technical support and

customized solutions to meet the unique

needs of manufacturers in this sector.

OTHER HIGH-END

APPLICATIONS

Premium custom color solutions

for high-end applications in PVC- &

PU-coated fabrics and consumer,

automotive and industrial goods.

In addition to our core market solutions,

we also create bespoke solutions for

specific clients in other markets, such as

automotive, consumer and industrial

goods. These colorants enhance product

aesthetics and functionality, providing

durability and visual appeal for high-end

applications. Our commitment to quality

control ensures consistency and

performance in demanding environments.

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OUR MARKETS & KEY SEGMENTS

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OUR CORE VALUES: PROVIDING

A FRAMEWORK FOR SUCCESS

Our four core values underpin everything we do as a company. They determine how we behave and what we are

like as people and as an organization. They are the basis for the winning behaviors that are part of our strategy.

Teamwork

We work, design and develop together internally, as a

unified global organization, and externally in close

collaboration with our customers. Teamwork makes our

work impactful, fun and fulfilling; it enables us to

continuously develop ourselves and our company. We can

build on each other and rely on everyone’s strengths and

talents.

Courage

We challenge ourselves, each other and the status quo by

stepping outside our comfort zone, both as individuals and

as Holland Colours. We explore, experiment, innovate and

take risks; if we try something new, we learn. We make

things happen instead of waiting for them to happen to us.

We not only do what is asked; we do what is needed.

Passion

We are dedicated to finding the best possible way to serve our

customers. We believe in what we are doing, and what we achieve

makes us proud. With our enthusiasm, motivation, skills and

expertise, we get things moving within our company and for our

business partners. We go the extra mile because it’s what we love

to do.

Responsibility

We take ownership in our work for our impact on the

environment, for our company, for the people we work with and

for our society. We are conscious of our impact and make

deliberate choices on sustainability and safety. We proactively

provide guidance and lend our expertise to our customers as we

strive for a more sustainable industry.

PURPOSE, MISSION AND VISION

Our Purpose – the reason we exist – plus our Mission, our Vision and our

Core Values guide how we work together as a team toward a common goal,

as colleagues and for our clients.

PURPOSE FINDING A BETTER WAY BY WORKING TOGETHER

The primary aim of finding a better way is to benefit our customers and the

environment. Process and outcome are equally important. Both give a positive

feeling. We continuously ask the question: “Is there a better way?” We are not

satisfied with a solution that is good enough. We challenge ourselves to deliver

better solutions in all aspects of the business and operations. We are convinced

that collaboration and teamwork are the basis for success. We collaborate

within our organization and with our business partners.

MISSION CO-DESIGNING INNOVATIVE SOLUTIONS

FOR A SUSTAINABLE INDUSTRY

We focus our efforts and resources on those challenges that contribute to a

sustainable industry (i.e., our core segments and chosen fields of innovation).

We do this through the concept of partnership and generally avoid purely

transactional relationships. Through collaboration with customers, suppliers and

partners, we develop solutions that help the plastics industry to become more

sustainable.

VISION TO BE THE BEST CUSTOM SOLUTION AND SERVICE PROVIDER

By 2035, the majority of our products – 70% – will be considered to be

sustainable

. In addition, we bring innovation to the market and act as a

responsible partner to our customers through our service propositions, product

stewardship efforts and support for high international quality, safety and

sustainability standards and regulations. In our chosen segments, most

customers are both service-oriented and ‘best fit.’ In other words, they

appreciate partnership based on a qualitatively high level of service, personal

relationships and specialized know-how, and they identify with our mission.

You can find more information about this objective in the ESG section of this report.

VISION

TO BE THE BEST

CUSTOM SOLUTION

AND SERVICE

PROVIDER

CORE VALUES

Teamwork Courage Passion Responsibility

OUR COMPANY AMBITIONS

Zero accidents

Continued revenue growth

ESG goals 2035

Innovation Index 10%

Return on sales 10%

Return on investment 15%

Solvency remains above 60%

MISSION

CO-DESIGNING

INNOVATIVE

SOLUTIONS FOR

A SUSTAINABLE

INDUSTRY

PURPOSE

FINDING A BETTER

WAY BY WORKING

TOGETHER

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OUR DIFFERENTIATORS

Outstanding technical service

Our goal is to optimize our customers’

production process. We continuously build our

competence and strengthen our innovation

capabilities.

World-leading stewardship

Our Product Stewardship team proactively

ensures regulatory compliance in our fast-

developing market. We maintain the highest

quality standards.

Superior and innovative products

Our experts co-design color and functional solutions

with our customers, developing innovations that

support recycling and contribute to a more

sustainable industry.

Commitment & partnership

All our employees are co-owners of the

company. This commitment results in a high

level of service. Our strong relationships with

our customers rest on mutual trust, close

teamwork and partnership.

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INTRODUCTION BY THE CEO

ABOUT

Many companies offer their employees shares in the business.

Typically, it’s seen as an employee benefit:

a chance to share in the profits. We don’t just do that at

Holland Colours. We go further. This is what employee

participation means to us.

It’s true that every employee gets their first share in Holland Pigments for free when they

join us

. It’s true that we convert any profit-sharing bonus partly into Holland Pigments

shares, and that every employee can buy more shares in Holland Pigments if they want to.

But our goal is also different. Bigger. Because when you receive your first free share in our

business, you also become a co-owner of our business. A co-owner with a voice in a

unique workplace culture based on shared values, togetherness and solidarity with each

other.

EMPLOYEE PARTICIPATION DRIVES OUR SUCCESS

As a company, we absolutely believe that Employee Participation is essential to our

success. This belief goes back to 1979, when our founders decided to set up their own

business. They had experienced what it was like to work for an organization that placed its

employees second, and they didn’t want to repeat that. In building a company that would

be innovative, client-focused and responsible, they believed that every employee should be

a co-owner. They felt it was the right thing to do, a better way to run a business, and the

key to ensuring the independence and continuity of Holland Colours.

Today our employee participation is based on three principles:

1. Everyone participates via employee shareholding for both social and business reasons.

2. Independence and continuity are more important than short-term financial gains.

3. People and our impact on them are central, both inside and outside the company.

These principles are in line with our core values (Teamwork, Responsibility, Passion

and Courage) and shape what it feels like to work at Holland Colours in all kinds of ways.

This includes recognizing and rewarding everyone’s contribution to our success and

building engagement. It includes viewing entrepreneurship as fun and something to be

encouraged. It also includes recognizing that being human in our dealings with each other

builds loyalty and the willingness to go the extra mile.

A CULTURE BASED ON CONNECTION, COLLABORATION AND SUSTAINABILITY

The result is a company with an ownership model that goes back over four decades,

but which is uniquely in tune with today’s world. A world in which people are increasingly

seeking connection, togetherness, responsibility and sustainability in their work. In surveys

and discussions, formal and informal, colleagues tell us they feel proud to work for Holland

Colours, and that doing so gives them a sense of purpose. They love that everyone is

included, that everyone’s ideas are taken seriously and that everyone can say what

they think.

This in turn supports the independence and continuity of the company and enables us to

continue to make the right – balanced – choices for people, for the planet and for profit.

It helps us to be a sustainable organization, to lead the way in driving innovation, to

prioritize our clients’ interests and to meet their needs with innovative sustainable

solutions.

Thanks to Employee Participation, Holland Colours is a good place to do meaningful things.

(You can read more about how Employee Participation works in practice on page 93.)

EMPLOYEE PARTICIPATION

The togetherness you get when everyone is a co-owner

Holland Pigments is the investment company that holds a controlling stake in Holland Colours.

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REPORT OF

THE BOARD OF

MANAGEMENT

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BOARD OF MANAGEMENT

Martijn Klomp

CFO

1987, Dutch

Joined Holland Colours NV

February 1, 2025

Appointment to position

(first term)

February 1, 2025

Eelco van Hamersveld

CTO

1969, Dutch

Joined Holland Colours NV

December 1, 2017

Appointment to position

(second term)

July 7, 2022

Coen Vinke

CEO

1963, Dutch

Joined Holland Colours NV

May 1, 2018

Appointment to position

(second term)

July 7, 2022

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STAGNANT MARKETS AND SLOWER DELIVERY ON OUR GROWTH INITIATIVES

Economic and political uncertainty meant that our key markets were stagnant in

2025/2026, and overall, our results were negatively impacted by these trends and a

weaker US dollar. We continued to make progress on our strategic growth initiatives,

albeit at a slower and less consistent pace, and on our plans related to efficiency

improvements and the development of our position in a circular value chain.

You can read more about our challenges, opportunities, and results over the next

few pages.

CHALLENGES

Global trade tariffs did not impact our total volumes sold in the Americas in 2025/2026.

However, we did experience an indirect negative impact on demand among our customers

in Europe and North America. This was especially true in our Coatings & Sealants segment.

Separately, the continued slowdown in China had a strong impact on exports in the Asia

region and our home market Indonesia.

Tighter EU sanctions on trade with Russia meant we had to cease supplying our remaining

business for Building & Construction and Packaging in that country. As a result, our

business went to non-EU suppliers in the second half of the financial year. At the start of

the war in Ukraine, export sales to Russia and Ukraine represented less than 4% of the

total Holland Colours group revenue. In March 2022, we halted all business development

in Russia but decided that we were willing to continue to supply existing products to

existing customers under the then prevailing EU sanctions. In 2025/2026 export sales to

Russia represented less than 2% of the total Holland Colours group revenue.

In March 2026, the Iran conflict disrupted our business in the Middle East. Shipping

constraints, cost increases, and reduced carrier availability meant that some customers

postponed their shipments until further notice. We immediately implemented mitigation

measures with a view to maintaining customer supply and protecting our margins.

Recycling markets stayed under pressure due to favorable pricing of virgin raw materials for

PET preforms for bottle production. As a result, we slowed down the planned introduction of

several additives for recycling. In addition, demand in China for PET packaging for UHT dairy

fell further, and we lost our remaining supply contract to a local supplier. On the other hand,

we onboarded a new UHT dairy customer in Asia-Pacific and in the US, we experienced

higher demand thanks to the introduction of new vitamin drinks.

Margin management was a challenge in financial year 2025/2026. On average, raw material

prices rose slightly, but we were unable to adjust our selling prices sufficiently to

compensate fully for this. Average margins in the US faced particular pressure due to

tariff-related uncertainties and an unfavorable sales mix.

CHALLENGES &

OPPORTUNITIES

INTRODUCTION

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OPPORTUNITIES

Despite the difficult circumstances we experienced in 2025/2026, we succeeded in

growing our volumes in Building & Construction in the Americas. The US market for

in-colored dark profiles is growing, and the products we have developed for this

application are generating good revenue growth.

Costs decreased compared with the previous year, driven by the weakening of the

US dollar compared to the euro, strict management of operational expenses and efficiency

measures. At the same time, we maintained our strategic focus and continued to execute

our plans.

We made progress on the innovation front, introducing new products in most of our

key segments.

Capital expenditure was in line with our plan and exceeded depreciation. Our ambition

over the coming years is to increase investment in the maintenance and modernization

of our infrastructure and the expansion of our production capacities. We have begun

formulating concrete plans and we expect to approve new capital expenditure in calendar

year 2026 to support growth and improve productivity.

EU CSRD legislation on corporate sustainability reporting was amended in 2025, notably

for companies of our size. We remain committed to our ESG policies as we believe they

will support long-term value creation. Nonetheless, we have concluded that our Product

sustainability objectives were too ambitious. As we are no longer in scope for CSRD

following the Omnibus changes, we have implemented VSME instead and updated our

Product and Process objectives. You can read more about this in the ESG section of this

report.

LIGHTGUARD 400

Extending product shelf-life

through protecting quality,

appearance, flavor, texture and

nutritional value.

DARK PROFILES

Cool colors, smoother

processing, and

stronger long-term

outdoor performance.

Product Innovations

Without

LightGuard

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Accelerate to Win strategy

The dynamics of our markets and businesses are increasing as we face

growing volatility, uncertainty, complexity, and ambiguity. Our Accelerate

to Win strategy includes an annual review process in which we reconsider

elements of the strategy to reflect execution experience and updated

insights into changing market dynamics. We continue to protect and

extend our global market positions in Packaging, Building & Construction

and Coatings & Sealants. The second year of the strategy delivered results

that were below the targets set out in our rolling three-year Mid-Term

Business Plan (MTBP).

ACCELERATE TO WIN IN 2025/2026

Our strategy is based on three goals and four enablers (roots).

THE GOALS OF OUR STRATEGY – Our goals provide direction for the successful creation

of long-term value. See the next section, Financial Key Figures, for more information.

Outpacing market growth. In a stagnant market, we maintained our position in our core

segments of Building & Construction, Packaging and Coatings & Sealants. The growth

initiatives in our strategy delivered business gains, but progress was behind plan.

All three divisions experienced volume growth in additives for packaging and solutions for

PET recycling. However, recent setbacks in the recycling market may slow down the uptake

of additives for recycling. Progress on developing solutions for sidings in North America

and colorants for coatings and sealants in the Americas and EMEIA was slow, primarily due

to customers postponing testing because of uncertain and slow market conditions. That

said, shifting consumer preferences and new production concepts are driving a strong

increase in the use of dark colors for profiles in North America. For the second successive

year, we missed our growth goals for selected applications in Asia. We are well-positioned

in Southeast Asia as a niche player offering high-quality solutions in Packaging and Building

& Construction, but it will take more time to develop new opportunities, leverage our

STRATEGIC UPDATE

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We did not meet our ambitions in 2025/2026,

except for solvency, which remained solid.

Strategy

2025/2026

Outpacing market growth

• Protecting and extending global market

positions in Packaging

• Protecting and extending global market

positions in Building & Construction

• Extending market positions in

Coatings & Sealants, primarily in EMEIA

Our overall ambitions

• Zero accidents

• Continued revenue growth

• ESG goals 2035

• Innovation index over 10%

• Return on Sales of at least 10%

• Return on Investment of at least 15%

• Solvency remains above 60%

know-how and strengths, and initiate a new growth cycle. In China, PET bottles continued

to lose ground as a packaging concept for UHT dairy, and we lost our remaining position to

local price competition. We have therefore shifted our focus to additives for PET packaging,

with UV blockers being among the most promising solutions.

We maintained our global marketing efforts by running targeted social media campaigns

and participating in regional exhibitions. This increased the number of marketing leads,

many of which were passed to our sales teams to become sales leads.

The increasing number of customer projects indicates the potential for continued volume

and margin growth in the coming years. At the same time, increasing market uncertainty

has slowed decision making at the customer and brand-owner levels. The addition of new

sales and business development talent in the previous year has increased our commercial

capabilities. As such, we are in a better position to use our strength as a co-designer of

customer solutions and capture future growth.

Increasing efficiency

We pursue continuous productivity improvements to strengthen our competitiveness and

commercial power, and our divisions worked on various initiatives last year. We booked

many small successes, but their impact did not meet our profitability ambitions. We

therefore decided to introduce three new projects to encourage smarter working and

remove inefficiencies in our three main end-to-end processes: lead to cash, source to ship,

and idea to product. The kick-offs are scheduled for the first quarter of the new financial

year. The Increasing Efficiency program includes using new technologies, like AI, to support

and automate office operations.

Creating a position in the circular value chain

We continued our efforts to co-create sustainable solutions and contribute to the

development of a growing recycling market, a circular value chain, and renewable

ingredients. We maintained our commercial focus on additives for the global PET recycling

industry, and our team dedicated to the sale of recycled and renewable colorants made

progress in new product development. We continue to close in on our goal of

90% sustainable products (one of our ESG targets), but we also concluded that this goal is

too ambitious. We have therefore reevaluated our goals to reflect potential changes in

customer requirements and market and regulatory developments.

GOALS

THE ROOTS

OF OUR

STRATEGY

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This has led us to lower our ambition and align it with Vision 2035. See the

Environmental, Social and Governance (ESG) section for more information.

THE ROOTS OF OUR STRATEGY – these roots will make us stronger, more adaptable

and, ultimately, more resilient, so help us achieve our goals.

One company approach

We completed the move to a more global organization two years ago. We created a

uniform way of working and more cross-divisional collaboration and knowledge sharing.

Today, the central group focuses on business creation (Marketing, Product Market

Management, Procurement, Product Development and Stewardship) and business

support (Finance, General Counsel, HR, IT and Business Processes, and Business

Intelligence). Regional divisions now focus on sales and manufacturing. In 2025/2026,

led by our new CFO, we started to implement our plans to increase the standardization

and centralization of our finance and accounting function.

Process improvement

We continued to make progress on the optimization of our business processes and IT

in 2025/2026. We completed the introduction of new software for quality control and

enterprise asset management. We will further advance the implementation of our

Laboratory Information System, enabling improved process integration and operational

efficiency across the organization. We started a project to introduce a new HR

Information System in the coming financial year, which will increase efficiency and

improve data management. Once an improvement has been implemented, we employ

continuous improvement activities to anchor the benefits in our daily operations.

Entrepreneurship

We innovate and explore new business opportunities and partnerships to either

strengthen our current position or accelerate growth. Collaborations with raw material

suppliers and dosing equipment makers have enabled us to introduce new product

propositions to the market very quickly, extending our portfolio.

Two years ago, we established a wholly owned legal framework for venturing activities

that focus on innovation in renewable colorants. This framework supports the

development of new business opportunities involving renewable and/or recycled

ingredients. For example, a project exploring the ‘compounding of white recycled PET’ has

moved closer to commercialization. These activities have continued to develop, and you

can find more information about them in the Innovation section of this Annual Report.

Winning behaviors

We have defined four behaviors that will help us to be successful: Team Up to Excel, Beat

Customers Expectations, Dare to Take Chances and Win and Be a Sustainable Champion.

They are based on our core values, purpose, mission, and vision.

In 2025/2026, we completed a project with strong employee involvement. It involved

agreeing on concrete measures related to our working methods and these four behaviors.

Many small improvements followed, and employees acknowledged the benefits.

The annual global employee survey, held in January 2026, had a 70% response rate, which

was 13% lower than the previous year. The group engagement theme increased to 7.7, up

from 7.6 and above the benchmark of 7.0. Findings and feedback from the survey will be

used to identify further improvement opportunities.

BE A SUSTAINABLE

CHAMPION

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VISION 2035

Vision 2035 provides a compass for long-term strategic decision-making. Developed in

financial year 2024/2025, the context is an assessment of key market dynamics against

which we can evaluate significant changes across each segment’s value chain (for

Packaging, Building & Construction and Coatings & Sealants). From there, we identified

three megatrends – climate change, technological disruptions and a fracturing world – to

define three possible future scenarios. Scenario 1: collaborative and circular evolution;

Scenario 2: pragmatic and gradual transition; and Scenario 3: uncertain and fragmented

change. We then defined Holland Colours’ positioning in 2035 per market segment,

identifying key strategic enablers and risks. We concluded by identifying short- and

medium-term no-regret moves and early warning indicators for our annual strategic

review.

We believe the Packaging segment will change significantly, with expected growth of

2-3% per year until 2060. This segment will continue to experience a regulatory push to

bend the curve of plastic usage (especially in Europe), combined with an increase in

mechanical and chemical recycling. Market demand for additive masterbatches for

packaging (including special solutions for recycling) will increase, but this will not

compensate for the decline in demand for colorants. However, there are also limitations

to circular ambitions, especially in the short and medium terms, due to socio-economic

and technical hurdles.

The Building & Construction market will also grow by 2-3% a year, but change will be

limited. The increase in global demand is driven by urbanization, infrastructure

investments, and rising industrial applications. Fundamental changes in business dynamics

are not expected, and innovation will be product-focused (sustainability, recycling of PVC,

and manufacturing efficiency).

The market for Coatings & Sealants is expected to grow by 4-5% a year, driven primarily by

automotive and construction, with Asia-Pacific showing the highest growth. The market

dynamics in this segment are also characterized by limited change.

The Vision 2035 report concludes that sustainability will transform the plastic packaging

industry. Companies wanting to be relevant in this market will need both scale and

innovation. Similarly, despite their largely unchanging business dynamics, innovation and

scale will still drive growth opportunities in Building & Construction and Coatings &

Sealants.

The insights in the Vision 2035 document give us sufficient confidence to believe that our

current mission, vision and prevailing strategy – Accelerate to Win – set the right direction

for the future. Changing geopolitical situations, a dynamic global economy, and changing

market regulations may lead to different short-term business cycles. However, we believe

that the long-term perspectives will remain unchanged. Sustainable long-term value

creation is our responsibility. We therefore need to increase profitability by continuing to

grow revenue while stabilizing costs. Our starting points of continuity and independence

remain a strong basis for future planning, including for the long term.

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FINANCIAL KEY FIGURES

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Revenue

In million euros

-2.9%

Operating Result

In million euros

-41.8%

2025/2026

2024/2025

2025/2026

2024/2025

2025/2026

2024/2025

2025/2026

2024/2025

2025/2026

2024/2025

2025/2026

2024/2025

Return on Sales Return on Investment

Earnings per Share Innovation Index

OWC as % of Revenue Solvency

4.2%

7.1%

€ 4.05

€ 6.85

24%

21%

9.2%

17.1%

3.7%

4.5%

80.3%

77.9%

2025/2026

109.0

2024/2025

112.3

2025/2026

4.6

2024/2025

7.9

2025/2026

3.5

2024/2025

5.9

Net Result

In million euros

-40.7%

FINANCIAL PERFORMANCE

Key figures in EUR million 2025/2026 2024/2025 Change

Revenue 109.0 112.3 -2.9%

Operating result 4.6 7.9 -41.8%

Net result 3.5 5.9 -40.7%

Revenue for the 2025/2026 financial year was € 109.0 million, a decrease of 2.9% on the

previous year (€ 112.3 million), but an increase of 0.5% in constant currency.

Our financial performance was affected significantly by stagnation in several of our key

markets and the weakening of the US dollar compared to the euro. Persistent economic

and political uncertainties tempered demand across regions and placed pressure on

revenue growth and margins. Recycling markets softened due to the highly competitive

pricing of virgin PET, which delayed the uptake of our additives for recycled PET. Although

we continued to push ahead on our strategic initiatives, their financial contribution

developed more slowly than anticipated. One of our three divisions managed to increase

its revenue for the year, primarily due to higher volume growth in line with our strategic

objectives.

The group achieved a net margin of € 51.8 million, a decrease of € 3.7 million compared to

the previous year. The margin as a percentage of revenue decreased from 49.5% to 47.6%.

Margin management continued to be a challenge throughout the year, with higher average

input costs and commercial conditions limiting our ability to pass on these increases in full.

Margin pressure was greatest in the US, driven by tariff-related uncertainty and an

unfavorable sales mix.

Operating expenses were € 47.3 million, € 0.3 million (0.6%) lower than the previous year.

Against a backdrop of continued market uncertainty and headwinds, we maintained strict

cost discipline to offset inflationary pressure and prioritized investments that reinforce our

strategic agenda. We continued to invest in business improvement programs and

additional commercial and technical resources to support sustainable long-term growth,

increase efficiency in our operations and to secure a position in the circular value chain.

The operating result was € 4.6 million, compared to € 7.9 million for the previous year.

The net result was € 3.5 million (€ 4.05 per share), compared to € 5.9 million in the

previous year (€ 6.85 per share).

Developments by division

EMEIA

The EMEIA division (Europe, the Middle East, India and Africa) reported revenue of

€ 59.8 million compared to € 60.1 million the previous year, a decrease of € 0.3 million.

The overall net margin percentage decreased slightly from 46.9% to 46.7%.

The decrease in revenue was mainly driven by softer demand in Europe, particularly in

our Coatings & Sealants segment, geopolitical tensions in the Middle East and stricter EU

sanctions on Russia. A tightening of the EU sanctions on Russia resulted in the complete

loss of our remaining Building & Construction and Packaging business there, while

shipping constraints and limited carrier availability led to the postponement of shipments

to the Middle East in March.

AMERICAS

The Americas division saw revenues increase by 6.1% compared with the previous year,

from USD 45.4 million to USD 48.2 million. The overall net margin percentage decreased

from 47.7% to 43.1%.

2025/2026 was characterized by weakness in residential markets, cost inflation driven by

higher wages, indirect demand effects and price pressures related to uncertainty about

import tariffs. Lower affordability as result of rising mortgage rates also impacted our

Building & Construction segment. Nevertheless, we secured several successes with new

strategic business projects, among them an increase in volume of dark colors for window

frames. The market for white UHT dairy packaging continues to be important to the

Americas division, and our volume was again higher than the previous year.

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Margin management remained a challenge across the year, driven by tariff-related

uncertainty and an unfavorable sales mix. Commercial conditions also limited our ability to

fully pass on the increases in input costs.

ASIA

The Asia division reported a revenue decrease of 17.5% compared to the previous year,

from USD 10.7 million to USD 8.8 million. The overall net margin percentage decreased

from 49.7% to 48.4%.

The continued slowdown of the Chinese economy negatively impacted export-driven

volumes and reduced domestic demand in Indonesia. Additionally, our UHT dairy business

in China contracted sharply due to local competition on price. Softer demand in our

Coatings & Sealants segment also negatively impacted our revenues for the year.

EMEIA

in EUR millions

Americas

in USD millions

Asia

in USD millions

Key figures

2025/

2026

2024/

2025

2025/

2026

2024/

2025

2025/

2026

2024/

2025

Revenue third-party 59.8 60.1 48.2 45.4 8.8 10.7

Operating result 1.7 3.0 1.9 3.9 0.6 1.4

INVESTMENTS

Our capital expenditures, amounting to € 4.8 million compared to € 2.2 million in the

previous year, were in line with our plans and exceeded annual depreciation. This reflected

our strategic choice to accelerate modernization and capacity expansion despite the

uncertain economic and political environment.

In Europe, we invested in our Apeldoorn paste department to safeguard production

continuity by replacing end-of-life bead mills with modern units that deliver significantly

faster milling performance and consume less energy per kilogram produced.

In the Americas, an investment in additional extrusion capacity was approved to meet the

increased demand for dark colors for window frames.

CASH FLOW

Net cash flow was € 10.4 million negative in 2025/2026, compared to € 2.0 million positive

the previous year. This was mostly driven by operating activities of € 1.5 million, a cash

outflow from investment of € 4.8 million, a dividend payout of € 5.9 million, a cash outflow

from other financial activities of € 0.6 million and a negative effect from exchange rate and

translation differences on cash and cash equivalents of € 0.6 million.

There were no changes in the company’s funding. Excluding the liabilities related to

IFRS 16, the company remains loan-free.

FINANCIAL REPORTING PROCESS

Holland Colours’ financial reporting is based on data and formats from the central

consolidation system. This is managed by the Corporate Group Controller to ensure

systematic operating procedures and data accuracy. Each month, the business controllers

prepare a financial report based on the monthly and YTD results, plus forward-looking

data on revenue and margin development. The cost and operating working capital trends

are compared to budget targets and prior-year actuals. Financial and business

performance are discussed in a monthly business review with each divisional head and the

business controller. Quarterly reviews, which have a much more forward-looking objective,

involve the entire division’s management team. The consolidated results and summary

comments are subsequently sent to the Supervisory Board.

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NOMINATIONS AND RECRUITMENT

On September 1, 2025, Florian Balogh joined us as our new head of the Asia division.

Florian has vast international experience in commercial strategy and execution. He has

also worked for Holland Colours before, in China and EMEIA, and we are pleased to

welcome him back. His role is to further strengthen the commercial leadership of the

Asia division and restore our growth path in this region.

As of 1 May 2026, Annamária Vágási has stepped down from her role as General Counsel

and Company Secretary and is no longer employed by the organization. We are grateful

for the improvements she introduced since her appointment on October 1, 2024.

Her responsibilities are being covered by interim management while we search for

a successor.

The Board of Management consists of a CEO, CFO and CTO. Each member has a clear set

of responsibilities, and decisions are taken at either the divisional or Board of Management

level.

Our strategy is monitored and steered by the Accelerate Leadership Team (ALT), which

meets regularly and consists of the Board of Management, the three divisional heads

(EMEIA, Americas, Asia) and the Head of Global HR.

ORGANIZATION

Our finance organization was understrength in 2024/2025, with a relatively high number

of temporary employees. We began hiring new people at the start of 2025 and have

almost completed this process. We now have a solid team that can manage our financial

responsibilities effectively.

As training is an important value driver and part of our ESG goals, we maintained our

training agenda, enhancing the skills, competencies and behaviors of our employees.

ORGANIZATION

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Holland Colours’ product innovation strategy focuses on two priorities:

customer-specific product development in close collaboration with key

partners, and the development of new products and technologies that

align with long-term market trends.

Sustainability and circularity are central to both priorities. Our products help customers

improve recyclability and reduce environmental impact. We collaborate with customers,

suppliers, academic partners and application specialists to enhance existing products

and develop next-generation solutions. In recent years, the focus has shifted from

predominantly color-based innovation to functional additive concentrates, particularly for

PET packaging. Continued investment in application know-how and testing capability

supports seamless integration into customer processes.

MARKET OPPORTUNITIES

Our end markets are undergoing structural change as circularity and sustainability

progress. Packaging is seeing the biggest shift, with higher recycling rates and a move

toward circular materials. This shift is driven by consumer demand, brand owner

commitments and regulation. Increased focus on mechanical PET recycling creates

opportunities to partner with recyclers on high-quality, food-contact-compliant materials.

Demand for recycled PET (rPET) continues to increase, but the rate of adoption varies by

region. This is due to price differentials with virgin PET and varying brand sustainability

commitments.

We collaborate with sustainable-colorant producers to advance our ambitions for

sustainable products. We focus on technical solutions that reduce our customers’ carbon

footprint, introducing them to the market while scouting new opportunities.

In Building & Construction, longer product lifecycles mean the rate of change is slower.

That said, sustainability and recycling are increasingly important. Although the pace differs

by region, customers are increasingly seeking greater reuse of waste, a lower carbon

footprint and more sustainable materials. The Coatings & Sealants market is following

a similar path.

We increasingly incorporate non-fossil and bio-based ingredients where feasible, though

the cost differential with fossil-based alternatives remains a challenge. In addition to

product development, we support implementation through dosing solutions and

application expertise. In packaging and rPET recycling, our role as a network integrator,

linking customers, recyclers and other stakeholders, helps improve performance,

compliance and end-of-life recyclability.

In recent years, we have allocated part of our development resources to bio-based

colorants. This led us to establish Holland Colours Ventures and Revive Colours. Revive

Colours is now commercializing its first product, a high-performance blue organic pigment

produced from renewable ingredients.

INNOVATION PROGRAM

The PET packaging market is shifting toward greater rPET use, though the rate of adoption

varies. To support this transition, Holland Colours launched HolcoPearl ReWhite in 2025.

Building on our longstanding position in opaque white dairy packaging, ReWhite is the first

step in creating a portfolio of circular opaque-white rPET solutions that will help customers

reach higher levels of circularity while maintaining performance.

For recyclers, we launched CircStab globally. This next-generation additive helps prevent

PET degradation during recycling, preserving key optical and mechanical properties in

rPET products. We work with customers to optimize performance and dosing for their

processes. In addition to recycling-related innovation, we develop lower-carbon

alternatives, including non-fossil-based products.

PRODUCT INNOVATION

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We also developed several region-specific products in response to customer needs in

Europe, the Americas and Asia. These included adaptations to meet process requirements,

such as a modified Tasteguard for Europe and targeted functional solutions, such as

UV380, a UV blocker for the Asian PET packaging market.

Turning to coatings, we have commercialized several HolcoPearl products in recent years,

and in 2025/2026 we launched two further products for alkyd

based systems. We plan

to extend our solid

color products across solvent-, alkyd- and water-based coatings.

HolcoPearl supports more efficient paint production and improved batch consistency.

Depending on the customer’s process, benefits may include higher output, faster and

more predictable quality control and lower energy use, contributing to lower carbon

emissions.

Holland Colours has a strong track record in the Building & Construction market with

solutions for PVC products, where weather resistance is important. In 2025/2026, we

launched in the Americas a new masterbatch for weatherable PVC. We expect to launch

several products for the Building & Construction segment around the world.

PRODUCT STEWARDSHIP

The 19th amendment to the European regulation on food contact materials was published

in early 2025. This amendment, officially known as Regulation (EU) 2025/351, introduces

new and stricter purity requirements for all raw materials used in plastic food contact

products. We have made a considerable effort to support customers in complying with

these requirements by assessing relevant raw material information and advising

accordingly.

New legislation is also being introduced in other regions. One example is the introduction

of new amendments by the BPOM (Indonesian Food and Drug Authority). As a trustworthy

service partner, Holland Colours is helping customers to meet these changes.

INNOVATION INDEX

We maintain an Innovation Index. This tracks the share of annual revenue generated by

products launched in the previous five years. Our target is ≥10%. In 2025/2026, the

Innovation Index was 3.7%, a decrease compared to the prior year. However, the quality

and expected commercial impact of recent launches improved, supporting our ambition

to reach the 10% target over time.

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Holland Colours’ attitude to risk is reflected in our strategic ambitions. Our strategy is to

focus on our proven core technologies and products while responding to and anticipating

new market trends and innovations. Chief among these are sustainability and circularity.

These represent a trend, an innovation driver and a business opportunity for Holland

Colours.

Our company culture is an important driver of our strategy. We are a partly employee-

owned company with direct and informal reporting lines. Our teamwork-based, caring

culture enables us to meet and exceed customer needs through our technological and

production capabilities. We offer a global perspective on technology and working methods,

while our sales and operations remain firmly rooted in local markets. This combination

allows us to work closely with our customers, co-design solutions that address their

specific requirements and deliver value through both collective expertise and local

partnership.

In terms of financial performance, we aim to grow and protect our global market share in

the segments we serve while securing profitable growth year on year. We pursue this

through a variety of means, including by extending our technology base via in-house

product innovation and third-party partnerships. We continue to explore new

opportunities in adjacent product areas and market segments, and by expanding into

these neighboring markets. We also strengthen our capabilities in color formulations,

additives and applications, supporting sustainable, profitable growth across our business.

In 2025/2026, the Board of Management assessed key risks that could impact the

realization of the company’s strategic objectives. The Board of Management assessed

control measures and actions that must be taken to manage these risks should they occur,

and to exploit any potential opportunities. As of 2025/2026, the Statement on Risk

Management and Internal Control (VOR) has become a formal component of the Dutch

Corporate Governance Code. In response, we have taken the necessary steps to ensure

compliance and to incorporate the VOR into our annual report. These efforts have been

completed with limited impact on the content of the risk management chapter itself.

We also assessed our corporate Risk Matrix and reviewed this with the Supervisory Board.

The most important risks are summarized below, including the net risks once mitigation

actions have been taken.

Our divisions work closely with our central functions to maintain an effective risk and

control environment as part of our day-to-day operations. The directors of our divisions

and our business controllers have confirmed their compliance with the guidelines and

procedures that form the basis of our financial reporting.

As a company, we regularly evaluate our insurance coverage, premiums and policy

deductibles.

HOLLAND COLOURS RISK AREAS

Risk Severity Risk Likelihood Risk Level

Intolerable

****

Extreme

****

Undesirable

***

Probable

***

High

***

Tolerable

Possible

Medium

Acceptable

Improbable

Low

RISK MANAGEMENT

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Strategic

Gross Net

Risk Severity Risk Likelihood Risk Level Risk Level

Trends in our current strategic segments

*** ** *** **

The chosen value drivers (goals and enablers) of our renewed strategy

*** ** *** **

Execution of the renewed strategy and our mid term business plans

*** ** *** **

Disproportionate cost base

*** ** *** **

TRENDS IN OUR CURRENT STRATEGIC SEGMENTS

Sustainability and recycling are increasing the reuse of polymers. This could reduce

demand for color concentrates but also creates opportunities for functional additives and

other new solutions. We closely monitor developments in our core segments and explore

opportunities to innovate in other niche segments.

Our global presence and strong relationships with key players in the Packaging and

Building & Construction industries continue to drive the development of our product

portfolio. We apply for patents where feasible to protect our technology.

As part of our annual review process by the Board of Management and our divisions, we

closely monitor developments and shifts within our broader market environment. This

review is an integral part of our strategic planning and decision-making process. For

example, we have observed that global players are divesting colorant businesses, acquiring

compounders and entering into new partnerships. The packaging industry is also moving

toward increasingly standardized technology and machinery among converters, and brand

owners are also exerting a growing influence. As these are global trends, we manage this

segment of our business globally in terms of strategy and product innovation.

These trends present challenges and opportunities for smaller companies like us that

serve niche markets with a global reach and a service-oriented approach. One risk of being

a relatively small player with global reach is that we could end up stretching our resources

too thinly worldwide, while failing to be effective in local markets. The risk that we lack

scale – or are seen as lacking scale – continues to be a focus for our management. We are

addressing this risk by developing the right products and technologies. Our divisional sales

and technology teams, alongside our Chief Technology Officer and our Innovation and

Marketing teams, play a central role in determining our future direction.

We choose to focus on selected market niches, using different go-to-market models to

spread our risk while staying closely connected to local developments. In North America,

we work with local sales and service support. In EMEIA and Asia, we have dedicated sales

representatives in each country, sometimes combined with dedicated distributors. To be

as efficient as possible, we keep our product supply predominantly regional.

Toward the end of 2024/2025, the Board of Management drew up a Vision 2035

document. For more information, please refer to the strategic update on page 23.

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THE CHOSEN VALUE DRIVERS (GOALS AND ENABLERS) OF THE ANNUAL

STRATEGY REVIEW

As outlined on page 20, changing market conditions and other external circumstances

may require us to adjust certain aspects of our vision and strategy in order to secure

sustainable long-term value creation.

EXECUTION OF THE RENEWED STRATEGY AND OUR MID-TERM BUSINESS PLANS

This relates to the risk that we will not make as much progress on our strategy as we aim

to, or that we fall behind on our execution plans due to unforeseen circumstances. Having

detailed implementation plans in place puts us in control of these risks. These plans clearly

define responsibilities and allocate additional resources where necessary.

DISPROPORTIONATE COST BASE

There is a risk that our fixed costs may grow disproportionally to the scale of our

operations. Rising structural expenditures continue to put upward pressure on our fixed

cost base. These increases are driven by inflationary pressure, the increasing complexity

of our business model and higher compliance costs associated with operating as a publicly

listed company under the Corporate Governance Code. However, these costs may not

always be fully passed on to customers due to our need to remain commercially

competitive. If costs increase faster than revenue, this could put pressure on our margins,

reduce our financial flexibility and limit our ability to invest in strategic initiatives. We

therefore closely monitor our cost structure, evaluate opportunities for efficiency

improvements and strive to maintain an appropriate balance between operational

capacity and commercial opportunities.

Compared with 2024/2025, we have added this risk to our risk matrix.

“Sustainability

and recycling

drive greater

polymer reuse”

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Compliance

Gross Net

Risk Severity Risk Likelihood Risk Level Risk Level

Laws and regulations

**** ** *** **

Ethics

**** *** **** **

Cybersecurity

*** *** *** ***

LAWS AND REGULATIONS

We do not have a dedicated internal control department. Instead, we have appointed our

CEO as our Compliance Officer and established an Integrity Committee to control and

mitigate any business, compliance and fraud risks. As co-owners of our company, our

employees are expected to behave responsibly. Nevertheless, we must continue to actively

monitor and communicate the content of our Code of Conduct.

The Board of Management communicates our Compliance policy, organizational

framework and roadmap to divisional management teams and all employees. To ensure

the accuracy and completeness of our documents listed in the Compliance Control Matrix,

we conduct a comprehensive review each year and amend them where necessary. Local

Compliance Coordinators are the point of contact in each of our regions – the Americas,

Asia-Pacific and EMEIA – ensuring we always provide local representation. We plan regular

quarterly meetings with the Compliance Taskforce to ensure effective coordination.

From a preventive perspective, we work with our key clients to interpret new regulations.

We reformulate products and/or adjust our internal operations as needed. The latter may

also be prompted by client audits, particularly in our Packaging segment. All our

manufacturing sites are ISO registered and subject to regular audits.

We take a similarly structured approach to learning from incidents. Our complaints

registration and handling system has achieved outstanding scores for its structure and

content in multiple ISO audits. We discuss and deal with complaints promptly via our

Quality Assurance team, which consists of colleagues from our Sales, Operations,

Technical and Quality Management departments. We follow up on complaints to identify

and eliminate their root causes. Product compliance and complaints management are

agenda items at our divisional management team meetings. Product liability risk is covered

in agreements with our clients and suppliers, and it is insured through third parties.

ETHICS

We operate across diverse geographies and cultures, working with a range of agents and

distributors. We expect our employees and business partners to behave responsibly and

comply with regulations. Our four core values – teamwork, responsibility, passion and

courage – form the foundation of our culture and are supported by our Code of Conduct.

To streamline the reporting process, we have invested in IntegrityLog, a digital reporting

system that aligns with our whistleblower policy. This reporting system provides employees

with an easily accessible platform to report suspected wrongdoings or undesirable behavior

and includes an option to submit reports anonymously. In financial year 2025/2026, we

responded to one incident reported through IntegrityLog. This incident was not severe

enough to require disclosure in this annual report.

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CYBERSECURITY

The risk of cybercrime is increasing, and the potential impacts are becoming more severe. To

mitigate this risk, we regularly train our people to identify and counter cybercrime. We also

perform penetration tests through an external partner on a regular basis and hold

awareness sessions. We have firewalls in place, report incidents to the Board of

Management and carry cybercrime insurance. An external party conducts annual cyber

scans on our behalf.

In the second half of financial year 2025/2026, we strengthened our cybersecurity by

contracting an external Security Operations Center (SOC) and implementing a Security

Information and Event Management (SIEM) solution. The SOC provides continuous

monitoring, threat detection and incident response capabilities. The SIEM platform enables

real-time analysis of security events across our IT infrastructure. Together, these measures

enhance our operational resilience by improving our ability to identify vulnerabilities,

respond to potential threats and ensure compliance with evolving regulatory requirements.

Although we have made meaningful progress in strengthening our internal capabilities, the

external threat environment has significantly intensified. Attackers are using increasingly

sophisticated and scalable methods that bypass traditional preventive controls more

frequently. As a result, despite internal improvements to our cybersecurity operations, our

residual risk exposure has grown.

Compared to 2024/2025, our net cybersecurity risk level has increased from medium to

high.

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Fraud

Gross Net

Risk Severity Risk Likelihood Risk Level Risk Level

Product pricing

*** *** *** **

Authorization matrix

** *** *** *

Gifts from/to relations

*** *** *** *

Agency commissions

*** *** *** *

PRODUCT PRICING

We have a process in place for authorizing product pricing. Although we do not formally

monitor adherence to this process, the regular margin analyses we run at the end of each

month ensure that product pricing is well managed. This reduces the risk of offering

incorrect prices to customers or selling products at the wrong price.

AUTHORIZATION MATRIX

We monitor authorizations, including management overrides, and have put controls in

place in our Legal and Accounts Payable departments. We have improved this procedure

by implementing a new software tool for Accounts Payable that includes an authorization

matrix.

GIFTS FROM/TO RELATIONS

Our Code of Conduct includes rules about giving and receiving gifts. In general, any

potential gifts from suppliers or business partners, and especially those received around

Christmas, are collected and distributed among all employees. The HR department

oversees the gift-receiving process, especially during year-end celebrations.

AGENCY COMMISSIONS

In some markets, we work with distributors or agents. We insist that all of our agents sign

the Code of Conduct applicable to them, and we send each of our distributors our Code of

Conduct along with a letter asking them to act in accordance with it at all times. Each year,

we record any situations involving a potential breach of our Code of Conduct and evaluate

how the breach was dealt with.

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Financial

Gross Net

Risk Severity Risk Likelihood Risk Level Risk Level

Liquidity

* * * *

Other Financial (Currency, interest rates, capital structure)

** ** ** *

LIQUIDITY

This describes the risk of not having enough cash to pay our employees and suppliers.

Holland Colours is debt-free and has positive operational cash flows. Each division reports

to the Board of Management monthly, providing a cash flow overview and forecast on

quarterly basis. These reports are then reviewed and consolidated at the holding level.

OTHER FINANCIAL (CURRENCY, INTEREST RATES, CAPITAL STRUCTURE)

This describes the risk posed by currency exchange rate fluctuations. We conduct business

in USD, IDR, GBP, EUR, CNY, MXN, CAD and HUF. Since we have revenues and expenses in

all these currencies, natural hedges are in place. We monitor the net effect and do not

actively hedge positions, as we consider this an acceptable risk. For further details on

currency risk, please refer to note 4 of the financial statements.

We monitor elements that could jeopardize our financial health. Risks that are part of our

regular business operations – such as currency and credit risks – are listed in the Financial

Risk Management section of the financial statements. The financial risks related to the

funding of the company are limited.

We are debt-free and have a standby credit line for ad hoc needs.

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Operational

Gross Net

Risk Severity Risk Likelihood Risk Level Risk Level

Safety

**** *** **** ***

Supply

**** *** **** ***

Intellectual property

*** *** *** *

Human resources

*** *** *** **

Quality

*** * ** *

SAFETY

Given that we run manufacturing processes and laboratories, perform significant manual

work and manage manual internal logistics, health and safety risks are inherent to our

operations. We adhere to a Safety Ladder concept that addresses all aspects of safe

behavior, and we have implemented this methodology worldwide. Local practices and

regulations also help shape our safety programs. The Board of Management is informed

of L1 and L2 incidents within 24 hours, and we share lessons learned from near misses

across divisions. We provide training on health and safety, with a particular focus on

awareness and behavior. The Board of Management has introduced 10 rules of

engagement on safety.

We also provide our employees with information about healthy lifestyles and good

ergonomics, and we run programs that contribute to their overall well-being.

Notwithstanding these mitigating measures, the risk remains elevated as our operations

are inherently production-driven, and safe outcomes continue to depend to a significant

extent on awareness and behavior.

SUPPLY

Inability to secure raw materials on time disrupts our production process and prevents us from

supplying our clients. This risk increased during the year as challenging economic conditions

persisted in the chemical industry. This resulted in several disruptive events, including supplier

insolvencies and new trade measures between key markets. Though these developments have

increased volatility, our multiple sourcing strategy significantly reduces this risk.

Compared to 2024/2025, we have raised our net risk level from medium to high.

INTELLECTUAL PROPERTY

This refers to the risk of our competitors using our IP. Our IP is registered. Our recipes are

protected by a secure IT infrastructure, and they are difficult to produce outside Holland

Colours’ production environments.

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QUALITY

Quality control reduces the risk of our products being recalled due to production errors.

Our fully developed stewardship department ensures adherence to international

standards and regulations governing the use of raw materials for specific applications,

such as those involving food contact. We have incorporated the scale-up phase as an

integral part of new product innovation projects. Our Chief Technology Officer extensively

reviews these projects before the Board of Management approves them. We pay special

attention to staffing and other needs during the scale-up phase. During the final phase of

a product development project, the Head of Global Marketing directly supervises market

launch preparation. Coordination between the project leader and our Global Marketing

department begins early, during the test marketing stage.

HUMAN RESOURCES

Our workforce is aging. In Western countries, including our sites in Europe and the United

States, labor markets are tight, while our operational activities are difficult and physically

challenging. As fewer people are interested in or available for operations roles, we are

paying more attention to ergonomics and investing in training and automation to make

these roles more appealing.

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Political

Gross Net

Risk Severity Risk Likelihood Risk Level Risk Level

Global economy and politics

*** ** *** ***

GLOBAL ECONOMY AND POLITICS

We have a large geographical footprint and operate in many politically unstable areas.

The political situation in a given country or region can affect our business and/or project

management. International tensions remain a significant consideration. The ongoing

war in Ukraine and the conflict in Gaza, as well as broader regional instability in the

Middle East– most notably involving Iran – continue to affect global energy markets and

key logistics routes. Uncertainty surrounding Taiwan adds further uncertainty. We closely

monitor these developments and act where necessary to safeguard the continuity of our

business operations.

The uncertainty surrounding tariffs in 2025/2026 affected our industry in general. However

did not have direct impact on our total volumes sold in the Americas in 2025/2026, aside

from indirect effects through our customers in Europe and North America. We do not

know what to expect in the period ahead, nor do our customers and suppliers. If tariffs

negatively impact us, we will most likely pass cost increases on to our markets.

Before the war in Ukraine began, export sales to Russia and Ukraine accounted for less

than 4% of our total group revenue. In March 2022, we updated our policy on doing

business in the region. We halted all business development, but continued to supply

existing products to existing customers in accordance with prevailing EU sanctions. In

2025/2026, stricter EU sanctions against Russia compelled us to cease all remaining

supplies to the region. We will continue to monitor the situation closely.

Compared with 2024/2025, we have increased our net risk level from medium to high.

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Sustainability

Gross Net

Risk Severity Risk Likelihood Risk Level Risk Level

Process

*** *** *** *

Product

*** *** *** ***

Climate Change Mitigation

*** *** *** **

PROCESS

We have set ambitious goals to reduce the carbon footprint of our operations by 2035.

Our divisions have created roadmaps to achieve these reductions and are actively

executing them. However, we face the risk that new legislation could require us to speed

up execution. Additionally, we face the risk that our customers' expectations will increase,

and that our competitors will be better able to meet them. To keep our risk level low, we

closely monitor this risk and it remains a priority on our agenda.

PRODUCT

Increasing regulation and sustainability pressure from competitors pose a risk to us, so

we must adapt to remain competitive. Circularity is a significant topic in our industry and

is part of our strategy. We aim to promote circularity throughout the value chain, and we

consider this when we design products or co-design activities with our customers.

The sustainability of our products is firmly embedded in our strategic agenda. We have

established a clear roadmap and closely monitor our progress, translating our vision into

action and actively communicating our strengths to the market. Continued investment in

innovation, partnerships and customer co-creation are central to our approach.

Having experienced delays in achieving several of our objectives, combined with a reduced

willingness among customers to pay for the additional value offered, we have reassessed

our ambitious sustainability goals. For more information, please refer to the

Environmental, Social and Governance (ESG) section.

CLIMATE CHANGE MITIGATION

Climate change mitigation poses several risks to our business. However, our ESG activities,

which focus on reducing our Scope 1, 2 and 3 emissions, mitigate the impact of new

legislation targeting Greenhouse Gas Protocol (GHG) reductions.

Although our own production processes emit relatively low amounts of CO

, further

reductions would require significant investment and additional organizational resources.

This could in turn create potential financial risks. We intend to continue improving our

environmental performance by carefully balancing sustainability impact with long-term

value creation. Procurement and transport significantly contribute to CO

emissions, which

poses risks to legal compliance and our reputation. Furthermore, climate change

mitigation can impact customer choices and preferences.

We use customer co-creation dialogues to develop new solutions that address these

needs, and this approach is included in our strategy.

To ensure we comply with the latest regulations on climate change mitigation, we run

an active program involving our Environmental, Health and Safety (EHS) teams and our

Product Stewardship team. The ESG section of this report provides more detail on our

plans, activities and progress.

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Risk-related events in 2025/2026

THE WAR IN UKRAINE

In 2021/2022 we halted all business development, but continued to supply existing

products to existing customers in accordance with prevailing EU sanctions. In 2025/2026,

stricter EU sanctions against Russia compelled us to cease all remaining supplies to the

region. We will continue to monitor the situation closely.

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Around the world, the uncertainties in international politics remain high.

The longer-term effects of global trade tariffs are hard to predict, while the

conflict in the Middle East is having a negative effect on our business in

that region and other parts of the world.

Our priority is to continue to serve our customers globally, and to that end, we

continuously monitor the situation and investigate mitigation possibilities, mainly by

searching for alternative sourcing opportunities and by sharing the burden of cost

increases with our customers. We are cautious regarding business expectations for

2026/2027.

Our strategy includes initiatives to accelerate the growth of our core business and to

improve efficiency and productivity. We are committed to finding new and innovative

opportunities in recycling and circularity, even as global attention to sustainability has

declined. Our strategy continues to be based on solidifying our position as an independent

supplier of colorants and additives. Holland Colours traditionally does not include forward-

looking financial statements in its annual reports. This also applies to the current market

situation, which is highly uncertain.

OUTLOOK 2026/2027

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Based on its assessment and with reference to Best Practice Provision 1.4.3

of the Code and Section 5:25c of the Dutch Financial Supervision Act, the

Board of Management confirms to the best of its knowledge:

•

that the management report provides sufficient insights into any major failings in the

effectiveness of the internal risk management and control systems;

•

that these systems provide reasonable assurance that the financial reporting does not

contain material inaccuracies;

•

that these systems provide limited assurance that the sustainability reporting in the

Environmental, Social and Governance section and notes of the management report do

not contain material inaccuracies;

•

that the Board of Management at balance sheet date has not observed indications that

the internal risk management and control systems do not provide sufficient comfort that

the operational and compliance risks facing Holland Colours are managed effectively

considering the company's risk appetite, where sufficient comfort is to be read as:

comfort considering our risk appetite, the complexity of our enterprise, inherent

limitations to these systems and other disclosures on these systems in the report;

•

that based on the current state of affairs, it is justified that the financial reporting is

prepared on a going concern basis; and

•

that the management report states the material risks, as referred to in Best Practice

Provision 1.2.1 of the Code, and the uncertainties, to the extent that they are relevant to

the expectation of Holland Colours continuity for a period of 12 months after the

preparation of the report.

Due to the inherent limitations of risk management and internal control systems, the

above does not imply that these systems and procedures provide absolute assurance or

comfort as to the realization of strategic, operational, compliance and reporting objectives,

nor that they can prevent all misstatements, inaccuracies, errors, fraud, operational issues

and non-compliance with laws and regulations, as:

•

certain risks cannot be eliminated by their nature, nor is this always possible due to the

high costs involved and/or dependence on actions of people the company employs or

otherwise engages or is reliant upon; and

•

certain causes of risks sit outside the influence of the company.

The company seeks to manage risks in the manner and to the extent set out in the Risk

Management section. For a detailed description of the risk management systems and the

main risks identified, reference is made to the Risk Management section.

Apeldoorn, May 27, 2026

Board of Management

Coen Vinke (CEO)

Martijn Klomp (CFO)

Eelco van Hamersveld (CTO)

DECLARATION OF THE

BOARD OF MANAGEMENT

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ENVIRONMENTAL,

SOCIAL AND

GOVERNANCE

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Holland Colours’ mission is to contribute to the development of a

sustainable industry. This involves collaborating as co-design partners

to create solutions that align with our clients’ ESG objectives. Our ESG

framework guides our approach to key Sustainable Development Goals

(SDGs), helping us evaluate decisions related to products, processes and

people. It also shapes the collective impact of every member of Holland

Colours, from major strategic choices to everyday decisions, while

supporting community outreach across our divisions in the US, Asia

and Europe.

On the technology side, our pigment encapsulation technology uses renewable resources

where possible and puts us in a position to meet our clients’ increasing sustainability

demands. As they seek more sustainable solutions for their products, the need for

renewable, recyclable or circular materials is growing. This is especially true for colorants

and additives for packaging, but it also applies to building and construction materials and

coatings, sealants and adhesives. Meeting sustainability and circular-economy

requirements will be essential for our continued success.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

Sustainability at Holland Colours covers

Our Processes, Our Products and Our

People (3P)

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Sustainability implementation

The sustainability reporting landscape has changed over the past year. Following the EU’s

Omnibus package, which raised the size thresholds for mandatory Corporate Sustainability

Reporting Directive (CSRD) compliance, Holland Colours is no longer in scope. At the same

time, new frameworks are emerging in other markets, including Indonesia’s POJK 51/2017

and the global move toward ISSB (IFRS S1 and S2) standards.

We view this as a strategic opportunity rather than a reason to slow down. Rather than

reducing our commitment, we have refined our strategy by developing a Resilient Strategic

Matrix – VSME+. This comprises the Voluntary SME (VSME) standard with a more agile,

business-led approach (“+”) that builds on the preparatory work we had completed under

the European Sustainability Reporting Standards (ESRS).

In accordance with the VSME standard, Holland Colours declares the following:

•

Selected Option: Holland Colours has selected the VSME Basic Module and plans to extend to the Comprehensive Module in the future.

•

Implementation Status: Holland Colours substantially complies with the VSME Basic Module and is applying selected elements of the Comprehensive Module on a phased basis, aligned with data readiness and relevance. Further enhancements will be reflected in

future reporting periods.

•

The ESG report is prepared on a consolidated basis. Its scope, period, and geographic coverage are the same as Holland Colours’ financial report.

•

Holland Colours confirms its exclusion from high-impact EU Reference Benchmarks: fossil fuels, chemicals as defined by Requirement 240 and energy intensity as defined by Article 12.1 and 12.2 of the Commission Delegated Regulation (EU) 2020/1818.

•

Holland Colours operates under NACE 2012 (Manufacture of dyes and pigments), deriving no revenue from Division 20.2 of Annex I to Regulation (EC) No 1893/2006.

Key milestones in the 2025/2026 financial year:

•

VSME+ Shift: We adopted the Voluntary SME (VSME) standard as our core

framework, with the supplementary “+”, representing a number of highly detailed

metrics (GRI, ISSB and POJK 51/2017). We also used the EcoVadis sustainability

rating platform to evaluate and translate our ESG performance into a credible

rating. In 2025, Holland Colours NV completed its first comprehensive EcoVadis

assessment, resulting in a Bronze Medal.

•

Pragmatic Governance: We completed our first Double Materiality Assessment

(DMA) based on the simplified ESRS. Through this, we can identify sustainability-

related opportunities and risks to our 2035 roadmap, ensuring we continue to

focus on material impact rather than administrative volume.

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FINANCIAL STATEMENTSMANAGEMENT BOARD REPORT ESG

Sustainability governance

Sustainability is not a standalone topic at Holland Colours, but is anchored in our Value

Creation Model (page 8), ensuring we manage our impacts with the same rigor as our

financial performance. We put our VSME+ strategy into practice through strict oversight,

open dialogue with stakeholders and a focus on the impacts that matter most to our

business and stakeholders.

ESG GOVERNANCE STRUCTURE

Holland Colours’ sustainability efforts are overseen by the Board of Management, which

integrates ESG into our strategy and risk management. Implementation is led by our ESG

program leaders.

In 2025/2026, we established a centralized ESG Committee consisting of the ESG

Controller, ESG Program Leaders and the Head of Global Marketing to improve

coordination across functions, enable periodic review and strengthen communication.

We have reinforced the program structure by adding sustainability procurement and

cybersecurity, and by merging People Excellence into a unified Sustainability People

program.

This updated structure ensures all material topics are clearly owned and supported by

consistent reporting and communication.

Sustainability

Product

Sustainability

Process

Sustainability

Procurement

Sustainability

People

Health &

Safety

Compliance

Cybersecurity

ESG TOPICS

ESG

PROGRAM

CROSS-

FUNCTIONAL

COLLABORATION

ENVIRONMENTAL SOCIAL GOVERNANCE

Board of Management

ESG Committee

Reporting

Dashboarding

Communication

IRO & Performance Assesment

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FINANCIAL STATEMENTSESG

DOUBLE MATERIALITY ANALYSIS

Our ESG governance framework provides the structure to translate strategy into action.

This begins with a Double Materiality Assessment (DMA) to identify where Holland Colours

has the most significant impacts.

Although not required under VSME, this DMA was conducted with reference to ESRS to

ensure a careful selection of material topics. The assessment evaluates Holland Colours’

Impact Materiality (our effects on people and the planet) alongside Financial Materiality

(ESG-related risks and opportunities affecting Holland Colours’ value creation), to provide

the transparency our shareholders expect.

We followed a four-stage DMA process to ensure completeness and inclusivity:

Our material topics are illustrated in the matrix below. The underlying assessment (IRO

Table) is documented in the Appendix:

Topic Value Chain Exposure

E1: Climate Mitigation

E2: Pollution (Air/Water/Soil)

E2: Substances of Concern

E5: Resource Inflows

E5: Waste & Resource Outflows

S1: Working Conditions

S1: Diversity & Inclusion

S4: Safety of Downstream Users

G1: Supplier Relationships

G1: Business Conduct

Exploratory

Mapping the global

value chain and

industry trends to

identify potential

sustainability

matters, referencing

ESRS1.AR16.

Identication

Pinpointing specific

Impacts, Risks and

Opportunities

within those

matters through

research,

stakeholder

workshops and

expert interviews.

Validation

Evaluating and

filtering IROs

through severity

and likelihood

scoring. Findings

were validated

through targeted

dialogues with key

stakeholders to

align value chain

expectations.

Conrmation

The prioritized

matrix (High/

Medium/Low) was

formally ratified by

the Board of

Management.

Upstream

Own operations

Downstream

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FINANCIAL STATEMENTSESG

Upstream

Own operations

Downstream

Holland Colours has

tracked and disclosed its

sustainability performance

for over 20 years. In

2025/2026, we refined our

sustainability roadmap to

bridge the gap between

identified material impacts

and business value

creation, and to maintain

our strategic flexibility in

the post-Omnibus CSRD

environment.

2006 AND EARLIER

The concept of sustainability has become part

of our annual report. The beginning of

environmental performance assessment

2021/2022

Disclosure of 3P Commitments:

Our Processes, Our Products, Our People

2017/2018

First DMA

(Double Materiality Assessment)

2013/2014

First disclosure of carbon

footprint under GRI method

2010/2011

First sustainability chapter

referring to GRI (General

Reporting Initiative) standard

2022/2023: YEAR OF TRANSITION

• Reporting philosophy transited from CSR to ESG

• Reporting framework transited from GRI to CSRD

• CO

recalculation method: from GRI to GHG protocol

2023/2024

Establishment of ESG governance structure

2024/2025

Double Materiality referring to ESRS

Sustainability

information disclosed

with limited

consistency and

completeness

Legislation step-in,

change of reporting and

administrative burden

Post-Omnibus Period: From CSRD to VSME+

OUR SUSTAINABILITY REPORTING JOURNEY

Voluntary systematic

CSR reporting under

GRI framework

2025/2026 Short-term Medium-term

KPI

management

•

Revaluated 3P

targets: Our

Processes, Our

Products, Our People

•

Published VSME+

strategy

•

Refine ESG

program KPIs

•

Performance

improvement

•

KPI monitoring

Governance

•

Updated ESG

governance structure

•

Develop operating

mechanisms

•

Strengthen integration of

ESG planning and control

•

Integrate ESG governance

with business value

creation

Reporting

•

Improved ESG

reporting structure

and content

•

Refine content and

methodology

•

Investigate need to get

selected KPIs assured

•

Keep improving the range

of assured KPIs

Data

management

•

Improved GHG

accounting manual

•

Verify existing data

pipeline

•

Improve and automate

data collection

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FINANCIAL STATEMENTSESG

Sustainability strategies

Five years into Our Process, Our Product, Our People (3P) commitments, we reviewed and

updated them this year. This is a strategic evolution from broad aspirations toward a

disciplined, evidence-based framework. We will assess our targets regularly to ensure they

continue to be relevant.

Regarding Our Process, having exceeded our 2030 target based on 2015/2016 emissions,

we are resetting our baseline to 2021/2022, extending our goal to 2035 and raising our

reduction target to 80%. This change addresses a structural data gap that became

apparent after a retrospective internal review. We found we had omitted heating and

cooling-medium amortization, so underestimating our original Scope 1 baseline by 8%.

This gap exceeds the GHG Protocol’s 5% significance threshold, justifying a baseline reset.

By aligning our tracking with these standards and introducing a waste-per-kilogram

measurement, we ensure we have a more substantive and transparent KPI.

Similarly, Our Product has been re-evaluated against volatile geopolitical dynamics and the

changed ambitions of our customers. By including the characteristics of our products in

the target, we have refined it so that it is both scientifically grounded and commercially

viable.

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FINANCIAL STATEMENTSESG

FOCUS AREAS

Based on the selected SDGs, we dened three focus areas:

We protect the safety, health and welfare

of Holland Colours’ employees and offer

development opportunities to all. Given

our geographical spread, we consider it

important to employ nationally.

We service our customers with

products that are produced

regionally, and we design

our processes to support the

sustainable use of energy and

raw materials.

Together with our customers and

partners, we co-create sustainable

solutions and develop products that

support recycling, the reduction of

food waste and the reduction of energy

consumption.

WE ENVISION A

COLORFUL WORLD

IN WHICH WE ARE

THE WINNING

SUSTAINABLE

SOLUTION

Our Processes Our PeopleOur Products

2035 target (new) By 2035, we will have reduced the

impact of our operational activities

(Scope 1 and Scope 2) by 80% versus

2021/2022.

Target a 5% year-on-year reduction in

waste intensity per kilogram of product.

We will structurally increase our annual

investment in innovation. By 2035,

70% of our revenue will be based on

products that contribute to sustainability.

Every year, we invest at least 2% of our

wage costs in responsible care for our

employees. This investment is used to

deliver individual and team training

development and/or as time that can be

spent on local social aid activities.

2025/2026 progress 70% (Base year 2021/2022) 49% 2.9%

2030 target (previous) By 2030, we will have reduced the

impact of our operational activities

by 50% compared to 2015/2016.

We will structurally increase our annual

investment in innovation. By 2030, 90%

of our revenue will be based on products

that contribute to sustainability.

Unchanged

Commitment

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FINANCIAL STATEMENTSESG

2025/2026 2025/20262024/2025 2024/2025

GHG intensity

(based on Scope 1 and Scope 2)

tonnes CO

e per € million turnover

GHG intensity

(based on Scope 1, 2, and 3)

gCO

e per kg product

2024/2025Base year

2021/2022

Base year

2021/2022

Base year

2021/2022

2024/2025 2024/2025

Scope 1 Scope 2

(location-based)

Scope 2

(market-based)

Scope 3

(category 5, 6, and 7)

2025/2026 2025/2026

GHG emissions per scope

Tonnes CO

ENVIRONMENT

This section outlines our strategic response to the Our

Process and Our Product targets, and other material

environmental topics identified through our DMA.

2025/2026

1,352

3,692

454

2025/2026

2,115

1,607

1,481

4,183

4,375 4,375

2024/2025

2,261

14.4

310.9

16.6

321.6

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ESG

IMPACTS OF OUR PROCESS

Holland Colours’ environmental impact primarily stems from resource consumption,

energy use and associated GHG emissions, as well as industrial discharge from

manufacturing processes. Our business model has a low dependency on natural capital.

Our site-specific environmental risk screening, based on a global biodiversity database and

local permit reviews for our global production network, indicates that our manufacturing

operations do not have a material impact on biodiversity-sensitive areas. Detailed

disclosures under section B5 do not apply.

Energy use and GHG emissions

During 2025/2026, our Scope 1 emissions decreased by 16% compared to 2024/2025,

primarily driven by the phase-out of diesel trucks in Richmond. Our location-based Scope

2 emissions decreased by 12%, whereas market-based emissions increased due to a

timing misalignment between green certificate validity periods and the fiscal year. Some of

the green electricity certificates acquired in FY2025/2026 were used to offset prior-year

electricity consumption, resulting in lower certificate coverage for the current reporting

year, and consequently an increase in GHG intensity. Our Scope 3 emissions (Categories 5,

6, and 7) decreased by 6.5% thanks to a reduction in business travel and waste.

Industrial discharge

Given we work with chemical substances, preventing environmental pollution and

managing waste are central to Holland Colours’ approach to environmental management.

We take a rigorous, risk-based approach to pollution prevention and monitoring. For

operations subject to mandatory pollutant reporting requirements, including the US EPA’s

Toxic Release Inventory (TRI), emissions data are reported to the competent authorities

and made publicly available. For all other operations, historical assessments confirm that

emissions remain below mandatory reporting thresholds.

As well as partnering with certified providers for the safe disposal of hazardous streams,

we reduce waste by reusing materials within our processes and optimizing product

changeovers and yields.

During 2025/2026, Holland Colours recorded zero environmental non-compliance

incidents and no accidental leaks or spills across all operational sites. Total waste volume

decreased by 9% compared to the previous year.

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FINANCIAL STATEMENTSESG

Water management

Although water is a relevant topic for the chemical industry, Holland Colours’ water

footprint is minimal, limited to cleaning equipment and production areas. Water is

therefore not a current material topic for Holland Colours.

However, we remain committed to responsible resource management. We monitor water

withdrawal and the quality of our effluent and our sites are equipped with containment

systems and on-site water treatment plants to manage all water before discharge. In

2025/2026, an on-site treatment initiative at our Richmond facility reduced annual waste

for disposal by approximately 66 tonnes, while lowering costs and downtime. However, our

water withdrawal increased by 18% in 2025/2026 due to a temporary water leak because

of faulty equipment at the Richmond site. This was identified and repaired in September

2025. Following the repair, water consumption returned to normal levels. There were no

known instances of non-compliance regarding the quality or volume of wastewater

discharge during 2025/2026.

ACTIONS TOWARD SUSTAINABLE PROCESSES AND PRODUCTS

We go beyond regulatory compliance by integrating decarbonization, climate resilience

and circular innovation into both our operations and value-chain partnerships.

Climate action

Holland Colours is determined to drive climate mitigation across its value chain. In our own

operations, we prioritize carbon accounting, renewable electricity procurement, phased

electrification and continuous efficiency improvements.

Our roadmap for Scope 1 focuses on the gradual electrification of building heating and the

replacement of fossil-powered vehicles with electric alternatives as existing units reach the

end of their operational life.

Regarding Scope 2, 94% of our electricity in 2025/2026 came from renewable sources.

We also replaced the conventional thermal wastewater treatment at Richmond with an

advanced vacuum evaporation system powered by a heat pump, and we installed a heat

exchange system at Apeldoorn. These upgrades significantly lower energy intensity by

operating at reduced pressure and temperatures and enabling the reuse of water.

By reducing the energy intensity of our products, we aim to lower both our operational

costs and our reliance on Energy Attribute Certificates (EACs).

Beyond our own operations, we are addressing emissions across our value chain. For the

upstream footprint, mainly due to raw material requirements, we continuously optimize

product recipes to reduce the proportion of high-carbon-intensity raw materials.

To strengthen Holland Colours’ competitiveness in an increasingly decarbonized market,

our R&D department develops products with superior environmental benefits. This aligns

with the targets we have set for Our Product.

Revive Colours, a key element of this strategy, became an independent legal unit in

2025/2026. Dedicated to bio-based and low-carbon colorants, it has completed Life Cycle

Assessments (LCA) of several products. These results demonstrate a reduction of over

60% in Global Warming Potential (GWP) compared to conventional benchmarks, including

biogenic emissions and carbon removals in the calculation.

Holland Colours reduces downstream emissions by optimizing delivery logistics and

developing products that lower the GHG emissions in the use phase.

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FINANCIAL STATEMENTSESG

We use compact and lightweight packaging and merge shipments to the same destination

to maximize vehicle load capacity and reduce transport movements and associated GHG

emissions. Where appropriate, we promote solid colorants over traditional liquid pigments

in the coatings segment. Doing so lowers the carbon footprint in multiple ways. These

include reducing the time and energy needed to disperse the product, plus its lower

weight translates into lower costs and reduced carbon emissions during distribution and

storage.

We also engineer our products to deliver energy savings during use. Our UV and light-

blocking additives for PET food packaging contribute to a longer shelf life and help combat

food waste, which responsible for 8-10% of total GHG emissions.

Circular transition

We integrate circular principles into our strategy by developing solutions that reduce

industry reliance on virgin resources and enhance the recyclability of end products.

In 2025/2026, all our products were assessed and labelled according to our sustainable

product criteria

. We derived 49% of our revenue from sustainable products.

HCA sustainable product criteria:

•

it enables our customer to have a lower CO

/kg equivalent impact in material usage or their production versus the main

alternative solution;

•

it supports the increased recycling of materials.

Sustainable % of Revenue

51%

Non-sustainable

product

49%

Sustainable

product

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FINANCIAL STATEMENTSESG

Our recycling and material enhancement product portfolio has won praise in the

market for its stabilization and protection systems. Our CircStab stabilizer, for

example, prevents PET degradation during recycling, increases intrinsic viscosity by

up to 10% and reduces acetaldehyde levels by up to 20% after melting extrusion.

Both RecyClass (EU) and the Association of Plastic Recyclers (Americas) have

recognized it for its recyclability. Our LightGuard 400 solid UV blocker for

transparent PET has achieved RecyClass recognition for its ability to prevent rPET

packaging from further degradation. It has also received a technical opinion from

the European PET Bottle Platform (EPBP), confirming its full compatibility with

existing European recycling streams under defined market penetration thresholds.

Harm minimization

We maintain high chemical safety standards and manage substances proactively to

minimize environmental and health risks throughout our value chain. We comply with

Commission Regulations and ECHA (European Chemicals Agency) opinions, continuously

monitoring the ECHA Candidate List to ensure our operations comply with REACH and

other applicable requirements. Our internal management systems identify and address

potential SVHC risks, and while we strive to maintain concentrations well below the 0.1%

threshold, we actively manage product lines where evolving regulatory interpretations may

apply. Beyond mandatory compliance, we prioritize product stewardship by adjusting

formulations to phase out substances with potential environmental impacts before official

restrictions come into force.

In 2025/2026, we achieved zero REACH non-compliance incidents and received no

customer complaints regarding chemical safety. To support this performance, we provide

an up-to-date Safety Data Sheet (SDS) for 100% of our products worldwide. These

documents detail compliance, potential impacts and safe handling instructions for

downstream users. We actively engage with suppliers to ensure SDS transparency and

follow a strict protocol to inform customers immediately if new risks are identified for

existing products.

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FINANCIAL STATEMENTSESG

2025/2026

2024/2025

2025/2026

2024/2025

New hires by gender

In total

Diversity & Equal Opportunities

In %

40 19

+ =

Employees Management*

SOCIAL

Our social impact extends beyond our workforce.

It includes the ways we engage with customers and

ensure equal opportunity across all our business

interactions. Our social strategy centers on fostering

a safe, equal and high-performance culture in our

operations, while building resilient partnerships across

our value chain.

Board of Management and Senior Management

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ESG

HEALTH AND SAFETY

Ensuring the safety and well-being of our employees is Holland Colours’ top priority across

all our operations, and our goal is Zero Harm. Safety is embedded in our Code of Conduct

and integrated into management.

Our approach is built on three principles: Prevention, Continuous Learning and Active

Participation. We enable our employees to go beyond compliance and embrace a culture

of shared ownership in which every individual is responsible for their own and their

colleagues’ safety and well-being.

Standardizing safety

We apply 10 Global Safety Rules throughout the organization. These are complemented by

local work instructions and emergency handbooks that are tailored to specific divisional

risks. We use the L1–L4 classification system to ensure a swift and appropriate response to

every incident, from near misses to lost-time injuries.

In financial year 2020/2021, Holland Colours introduced the Safety Culture Ladder

program to move the organization from reactive safety management to a proactive safety

culture. This program aims to drive a cultural shift towards safety by encouraging the

active participation of every employee in identifying and mitigating potential risks. It goes

beyond simple compliance with regulations, emphasizing not only adherence to protocols

but also a vigilant approach to hazard recognition.

In Asia, we launched a Hazard Identification and Risk Assessment (HIRA), which provides

the basis for inspections and proactive hazard mitigation. The HIRA is a living document

that is updated through corrective actions and emergency training to ensure our operation

remains safe.

Safety performance in 2025/2026

In 2025/2026, we maintained a four-year record of no lost-time incidents in our US,

Indonesian and Hungarian sites. There was a noticeable increase in the reporting of

L4 (Near Misses), a proactive indicator for safety risk identification. This reflects our

investment in developing safety awareness and more effective reporting mechanisms.

The latter include the shared reporting KPI in Asia and Ultimo, a global digital platform

through which employees can identify and report near misses instantly, using mobile

devices.

We regret to report one L1 (Lost-Time Injury) incident at our Apeldoorn site. An operator

slipped while descending a small ladder. In response, the Solids department launched a

‘good housekeeping’ program to establish clear principles for workplace organization and

reduce the risk of similar accidents.

Safety 2025/2026 2024/2025

L1: Lost time 1 0

L2: Medical Treatment / Restricted Duty 4 5

L3: First Aid / Material Damage / Fire 49 37

L4: Near Miss (Risk Point Identified) 611 520

Safety training (hours) 3,555 2,381

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FINANCIAL STATEMENTSESG

Continuous enhancement & engagement

We continue to move up the Safety Culture Ladder by focusing on the human aspect of

safety:

•

Measuring Safety Culture: In February 2026, our Apeldoorn site conducted an external

safety audit to measure our progress in establishing a proactive safety culture in which

our people can address unsafe behaviors. The score was above level three on the Safety

Ladder, moving toward level four. A gap analysis against level four indicated room for

improvement in individual safety awareness and communication with external parties

such as suppliers and contractors. The results indicate that our Dutch site has

successfully embedded strong safety practices. We will continue to accelerate internal

and external knowledge sharing to further strengthen our safety skills and organizational

awareness.

•

Cultivating Safety Awareness and Behavior: We launched visual campaigns in the

Netherlands and Hungary to keep safety top-of-mind. To encourage participation in

the US, we implemented the ‘Safety Bucks’ program to reward speaking up, while in

Indonesia, we integrated near-miss reporting into shared KPIs and organized safety

competitions. These efforts were supported by internal behavioral audits to monitor

and improve safety performance.

•

Visual Safety Management and Compliance: Our recent annual ADR (European

Agreement concerning the International Carriage of Dangerous Goods by Road)

inspection confirmed full compliance, with identified minor improvements already

integrated into our standard operating procedures. We have deployed Personal

Protective Equipment (PPE) overviews and audit programs across all operational

departments. By making mandatory safety requirements clearly visible, we simplify

compliance, encourage mutual accountability and increase the use of PPE.

•

Capability Building: We conducted 40 safety workshops globally in 2025/2026, focusing

on first aid and hazard mitigation. These workshops ensure our safety protocols reflect

frontline feedback and practical expertise.

Szolnok

1,700

Days without lost time incident (LTI)

Richmond

1,596

Surabaya

1,477

Apeldoorn

265

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FINANCIAL STATEMENTSESG

PARTNERING WITH OUR CUSTOMERS

Holland Colours is a customer-focused organization. We prioritize building strong

relationships through mutual communication, aligning our business with evolving

customer expectations and pre-emptively addressing the health and safety needs of our

customers and end users.

Customer service

Our customer service operations are governed by a policy book that ensures we offer

consistent services across key areas, such as technical support, packaging, logistics and

documentation. Through a Service Level Agreement (SLA), we streamline workflows and

optimize how resources are allocated to provide reliable, tailor-made solutions. This

framework is reviewed every six months to ensure our service continues to be responsive

to customer needs.

At the operational level, we improve efficiency by standardizing Customer Information

Sheets (CIS) and regulatory documentation. This minimizes administrative complexity and

accelerates delivery. We monitor performance closely, and the divisions have targets to

improve customer satisfaction. The targets, combined with external feedback, underpin

our continuous improvement process, ensuring we deliver dependable, high-quality

customer support.

Customer engagement

In addition to the daily interactions between our salespeople and customers, our global

CRM system gathers quantifiable feedback through an annual customer survey. This

survey invites our A and B customers to assess our performance across several critical

dimensions.

The Net Promoter Score (NPS) is a core metric. This measures customer loyalty and how

likely they are to recommend Holland Colours. Our most recent survey received 133

responses worldwide. The results indicate a high level of trust, with an overall NPS of 44%.

While these scores reflect strong satisfaction, the feedback also indicated that delivery

reliability is a key area in which we can improve. We are defining and implementing

corrective plans based on this feedback.

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FINANCIAL STATEMENTSESG

Our primary focus will be on achieving a measurable improvement in delivery reliability

scores across all divisions.

Winning behaviors

In 2024, we launched a global culture program to further improve our ability to connect

and collaborate with our customers through behavior. Winning Behaviors facilitates

effective partnerships by empowering our teams to engage with and solve complex

challenges alongside our customers. The program translated our core values into four key

behaviors: Team Up to Excel, Beat Customers Expectations, Dare to Take Chances and Win

and Be a Sustainable Champion. In 2025, we embedded these behaviors into the divisions’

daily operations:

•

In the EMEIA division, we established a unified operational framework to dismantle silos

and accelerate cross-divisional collaboration.

•

In the Americas division, we worked to increase leadership visibility and the transparency

and consistency of communication.

•

In the Asia division, the cultural program improved meeting quality, workload

prioritization and team collaboration.

Together, these actions have laid a solid foundation for strategic cultural development.

We will continue to develop the competencies underpinning the Winning Behaviors and

align them with our Merit Appraisal Process to build a stronger organization.

Customer health and safety

As a responsible supplier in the intermediate supply chain, and especially the food contact

supply chain, Holland Colours proactively manages the health and safety risks of our

customers and their consumers. We monitor regulations closely and implement new and

updated rules quickly. We assess all formulations against applicable international and local

regulatory requirements and inform and involve stakeholders, in line with our commitment

to caring for both our customers and employees.

We evaluate products based on their full composition, including trace impurities, to

provide conservative safety margins. This information is included in a Declaration of

Compliance (DoC) for 100% of our products for food contact packaging applications.

Safety Data Sheets also serve as safety guides for our downstream value chain partners.

By providing detailed instructions on safe storage, handling, processing and transportation,

we aim to protect the health and safety of anyone who might encounter our products.

BUILDING A REWARDING WORKPLACE

We strive to be an employer of choice by providing an environment that fosters continuous

growth, celebrates diversity and equity and prioritizes the overall well-being of our people.

Fairness and competitive remuneration

Fair pay is more than a contractual obligation; it is part of our responsibility toward our

employees’ well-being. Our remuneration strategy comprises two elements: Living Wage

Compliance and Market Competitiveness.

We ensure that everyone who works for us is compensated at or above the local statutory

minimum wage. In addition to legal compliance, we are aligning our remuneration

framework with local living wage standards to support a good quality of life for all

employees.

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To formalize the living wage commitment, we have implemented annual salary

benchmarking across the EMEIA and Americas divisions. We are developing a validation

process for our Asia division, and this is scheduled to go into operation in 2026/2027.

Together, these actions will ensure our regional remuneration structures consistently meet

or exceed living wage benchmarks, ensuring global parity in our commitment to employee

well-being.

Beyond paying a living wage, we aim to position our remuneration package at the market

median. By combining structured salary scales and comprehensive employee benefits

including profit-sharing bonus, we can continue to attract and retain the right talent in

an increasingly competitive global landscape.

Learning and development

Continuous learning enables our employees to develop with the company and is central to

our success and ability to innovate. We invest at least 2% of our annual personnel wages in

employee development, and this investment funds formal training, individual and team

development and the time our people dedicate to local social aid. In 2025/2026, employee

development spending reached 2.9%, exceeding our target.

In 2025/2026, we extended the Microsoft 365 training project across our offices,

establishing a standard way of working to enhance global collaboration and productivity.

We also invested in building strategic capabilities across our divisions, including providing

sales excellence training in the Asia and EMEIA regions, training in the 5S workplace

methodology in the Netherlands to optimize preventive maintenance, and tailored

individual programs in Szolnok.

We also provided Dutch and English language teaching to ease the integration of

international colleagues into local work environments and facilitate an inclusive culture.

For our Executive Leadership Team, we launched a structured Leadership Development

Program. In the Americas division, our workforce welfare training equipped managers to

recognize and support mental health challenges in the workplace, helping to create a more

resilient and supportive workplace culture.

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Better together dialogue

The Better Together Dialogue (BTD) is our cross-divisional framework for employee

development and is intended to support every employee by aligning their ambitions and

talents with the company’s Accelerate to Win strategy. Going further than traditional

performance reviews, the BTD cycles aim to encourage continuous feedback, with

employees and managers collaborating to build personalized development plans that

focus on long-term career progression. Through open conversations about individual

development and the Winning Behaviors, the BTD identifies the specific support and

training each person needs to develop in their role and achieve their potential.

At the Apeldoorn site, internal dialogue resulted in the internal recruitment of four

technical production employees to cover first-line technical support during evening shifts.

This enables the Maintenance team to focus on preventive maintenance during day shifts.

In addition, the BTDs give us greater insight into internal mobility opportunities. Based on

these conversations, employees who wish to can begin to develop the skills they need to

move into new roles through training, coaching and on-the-job learning. In 2025/2026,

33 colleagues moved to a different position within the company.

Equal opportunities

Respect and equal treatment are the basis of a healthy working environment and so

central to Holland Colours’ Code of Conduct. Our Global Diversity Policy ensures we

consider the various perspectives of our diverse workforce when making decisions.

To maintain a working environment free of discrimination and harassment, we have

established multiple channels through which to raise undesirable behavior. These include

the IntegrityLog online reporting tool and encouragement from leadership and HR to

report undesirable behaviors. In 2025/2026, zero discrimination or harassment-related

incidents were detected.

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EMPLOYEE ENGAGEMENT

Our engagement strategy ensures we listen to our employees and act on what we hear.

Using employee representatives, employee surveys and the Better Together Dialogues,

we gather feedback to improve working conditions and strengthen our Winning Behaviors.

Employee representation

Every employee is a shareholder in Holland Pigments BV, the majority stakeholder in

Holland Colours. This unique structure supports an independent, co-ownership culture.

Each division elects its own Holland Pigments Official, whose role is to promote employee

involvement in the shareholder model. This model ensures employees are actively involved

in matters affecting organizational continuity. For instance, the Board’s proposal regarding

the closure of our Gillingham (UK) facility was discussed with employee shareholders,

demonstrating their integral role in strategic decision-making.

In addition to the shareholder model, each division operates an employee representation

system to consult on impactful changes. In the Netherlands, while exempt from operating

a formal Works Council, we have a “Vertrouwenscommissie” (Trust Committee), which is

governed by the Dutch Works Councils Act (Wet op de Ondernemingsraden).

In 2025/2026, management sought a right of consent (instemmingsrecht) to update the

Work from Home policy and the Code of Conduct. No matters were discussed under the

right of advice (adviesrecht).

Globally, site directors meet regularly with employee representatives to discuss key topics,

including collective approaches to maintaining purchasing power amid rising costs.

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As we continue to develop our Diversity, Equity and Inclusion (DEI) framework, we will roll

out role-specific training for managers and employees to create an environment in which

unwanted behavior is openly discussed and prevented. In addition, we are investing in

Trusted Representatives across our global locations so we can provide expert local

support. We are also implementing equal pay and transparency initiatives in line with the

EU Pay Transparency Directive.

Health and well-being

Holland Colours is committed to supporting the physical and mental health of our

employees. We therefore allocate a minimum of 10% of our annual development budget

to medical screenings and health promotion.

In the Netherlands, our 2025 Preventive Medical Examination (PMO) showed the

effectiveness of our initiatives, with participating employees scoring above industry

benchmarks in mental health, vitality and emotional resilience. In response to feedback

about sleep and nutrition, we will introduce targeted wellness workshops in 2026.

Our US site reduced the qualifying period for medical, dental and life insurance from 90 to

30 days, offering greater security to new hires while also strengthening our competitive

position in the local labor market. The site also ran an annual health fair, providing

comprehensive metabolic and diagnostic testing for both employees and their spouses.

In locations where local compliance requirements are lower, such as Asia and Hungary,

Holland Colours voluntarily provides additional medical coverage, such as annual specialist

consultations, vision testing and comprehensive diagnostic scans. By facilitating one-to-

one doctor consultations and covering the costs of elective preventive screenings, we

ensure that our global workforce has access to good health care regardless of where they

work.

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EMPLOYEE SURVEY

The 2025/2026 annual employee survey mainly focused on four key

dimensions: Engagement, Leadership, Winning Behaviors and Workload.

With a response rate of 70%, our overall score improved from 7.6 to 7.7,

above the industry benchmark. As a result, Holland Colours received the

Effectory World-class Workplace Label for 2025/2026.

Based on the results, teams across the organization undertook structured dialogues to

identify organizational strengths and development opportunities. To ensure they had a

measurable impact, each team selected one or two priority areas in which to implement

practical, employee-driven actions. This localized approach ensures that improvements are

aligned with specific site needs while reinforcing our global commitment to an inclusive

and high-performance workplace culture.

UPHOLDING HUMAN RIGHTS AND LABOR STANDARDS

Holland Colours’ commitment to human rights is embedded in our Code of Conduct.

We prohibit child labor, forced labor and human trafficking. We operate an age-verification

process when hiring and we never retain original identity documents. Employment is

strictly voluntary, and we do not charge recruitment fees or deposits. After fulfilling their

legal notice periods, all employees are free to resign without fear of wage penalties.

Our labor standards prioritize the dignity and privacy of our workforce. We protect

personal data and ensure that workplace monitoring is restricted to essential security

needs, respecting the private communications of our staff. Furthermore, we manage

working hours and overtime to safeguard the rights to rest, public holidays and paid

annual leave. We champion the right to freedom of association and recognize the

importance of collective bargaining, which is integrated in our employee participation

and collective bargaining mechanisms.

To address geographic variations in human rights risks, we maintain ISO 45001:2018

certification and tailored oversight to prioritize compliance in high-risk regions. This

systematic approach ensures that our high standards for safety and labor rights are

upheld across all global locations.

TEAM UP WITH LOCAL COMMUNITIES

We are committed to being a responsible corporate citizen by strengthening meaningful

connections within our neighboring communities. Globally, every Holland Colours location

organizes annual activities tailored to local social needs. In 2025/2026, our efforts ranged

from improving the facility of a new orphanage and elderly care home in Asia, where our

Surabaya team also volunteered and gave financial aid, to cultural and youth development

activities in Hungary, where we supported local handball organizations, folk dance

traditions and charities dedicated to helping children with disabilities.

In the Netherlands, we partnered with Present, a volunteer organization, to organize

a day of service in which our teams engaged in various community projects ranging from

domestic assistance and gardening to preparing meals for individuals in recovery from

health challenges and supporting facilities for those with intellectual and developmental

disabilities. We further extended our local impact through education, hosting a specialized

“Science of Color” workshop for Kids College Apeldoorn. Meanwhile, our Americas location

continued its vital “Laundry and Diaper Project,” achieving a significant milestone by

distributing 686 packs of diapers, 456 packs of wipes and 347 feminine hygiene products

to local families.

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FINANCIAL STATEMENTSESG

SUSTAINABLE PROCUREMENT

This section focuses on how we use Sustainable Procurement to apply our standards

within our supply chain, which also supports the target set for the Our Product

commitment.

Holland Colours treats its suppliers as essential partners in achieving long-term value

and operational sustainability. Our Supplier Code of Conduct is the framework for this

collaboration, requiring partners to maintain high standards of ethical conduct, human

rights and environmental responsibility. This includes compliance with laws on anti-

corruption, fair competition and transparent documentation.

The protection of human rights is central to our procurement strategy. In line with ILO

conventions, we require all suppliers to respect internationally recognized labor standards,

including the prohibition of forced labor, child labor and discrimination, while ensuring fair

wages and safe working conditions. Holland Colours does not use conflict minerals (3TG)

in its products. We require suppliers to comply with global frameworks such as the OECD

Due Diligence Guidance, the US Dodd-Frank Act and the EU Conflict Minerals

Regulation to ensure that no materials supplied to Holland Colours

finance armed conflict or contribute to human rights abuses.

GOVERNANCE

The Governance pillar of Holland Colours’ sustainability

framework is closely aligned with our broader

corporate governance. To avoid repetition, governance

disclosures covering whistleblower protections,

cybersecurity, anti-corruption and bribery are set out

in the Corporate Governance section.

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ESG

GOVERNANCE

ESG Metrics

Category KPI metric Unit 2025/2026 2024/2025

Environmental Energy

Total energy consumption MWh 15,953 13,167

Renewable electricity usage MWh 9,585 6,249

Non-renewable electricity usage MWh 582 18

Non-renewable fuels usage MWh 5,787 6,900

Renewable fuels usage MWh 0 0

GHG Emission

Gross GHG emissions tCO

e 3,922 3,882

Scope 1 GHG emissions tCO

e 1,352 1,607

Location-based Scope 2 GHG emissions tCO

e 3,692 4,183

Market-based Scope 2 GHG emissions tCO

e 454 14

GHG intensity (Scope 1 and Scope 2 based) tCO

e/€M Revenue 16.6 14.4

Gross Scope 3 GHG emissions (category 5, 6, and 7) tCO

e 2,115 2,261

Gross upstream Scope 3 GHG emissions tCO

e Not available

Gross downstream Scope 3 GHG emissions tCO

e 2,115 2,261

GHG intensity (Gross GHG emission based) gCO

e/kg product 321.6 310.9

Pollution

Number of confirmed pollution incidents Number 0 0

Total amount of pollution-related fines Euro 0 0

Water

Water withdrawal m³ 10,600 8,976

Water withdrawal at high-stress sites m³ 1,718 2,156

Water discharge m³ 8,960

7,286

Water consumption m³ 1,640 1,690

Water recycled and reused m³ 0 0

Resource use and waste

Annual mass flow of raw material used tonnes 12,452 12,723

Internal material reuse tonnes 236 205

Non-hazardous waste tonnes 730 809

Hazardous waste tonnes 36 31

Total annual waste diverted to recycling or reuse tonnes 79 111

Social Workforce general characteristics

Number of employees The Netherlands Headcount 156 144

Number of employees Indonesia Headcount 93 92

Number of employees United States Headcount 89 80

ANNEX

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FINANCIAL STATEMENTSESG

Category KPI metric Unit 2025/2026 2024/2025

Social Workforce general characteristics

Number of employees Hungary Headcount 88 86

Number of employees Mexico Headcount 7 7

Number of employees Canada Headcount 1 1

Number of employees England Headcount 0 2

Employees with temporary contract Headcount 27 Not available

Employees with permanent contract Headcount 407 Not available

Female employees Headcount 101 96

Male employees Headcount 333 316

Employee turnover rate % 12 11

Female/male ratio in management n:n 8:21 6:17

Self-employed and temporary agency workers Headcount 50 56

Total non-employee labor Headcount 54 57

Percentage of employees with disabilities % 0 0

Percentage of employees with disabilities at top management level % 0 0

Annual total compensation: Highest-paid individual Thousands of EUR 435 529

Pay ratio Ratio 7.6 8.7

Percentage of women in the organization's Supervisory Board % 50 50

Percentage of women in the organization's Board of Management and Senior Management Team % 28 22

Health and safety

Number of fatalities because of work-related injuries or ill health Number 0 0

Number of recordable work-related accidents Number 4 5

Number of hours worked Hours 814,478 793,315

Number of hours lost to work-related injuries, fatalities and ill health Hours 136 0

Rate of recordable work-related accidents Rate per 100 employees 0.98 1.26

Number of recordable incidents related to product safety Number 0 0

Number of product recalls Number 0 0

Remuneration, collective bargaining and training

Employees receiving minimum wage % 100 100

Employees covered by collective bargaining agreements % 100 100

Average training hours per female employee (safety training only) Hours 9.7 7.1

Average training hours per male employee (safety training only) Hours 7.7 5.4

Percentage of direct employees covered by the living wage benchmark analysis % 79 78

Percentage of direct employees paid below the living wage % 0 0

Confirmed human rights incidents in Holland Colours’ own workforce related to child labor,

forced labor, human trafficking and discrimination

Number 0 0

Governance Number of confirmed corruption and bribery convictions incidents Number 0 0

Total amount of corruption and bribery-related fines Euro 0 0

Number of reports related to whistleblower procedure Number 0 0

Number of confirmed information security incidents Number 1 0

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FINANCIAL STATEMENTSESG

ESG Disclosure Index

Section Disclosure Index

Double Materiality Assessment ESRS 1

Vision 2035; Sustainability Implementation; Remuneration Report; Consolidated Income Statement;

Consolidated Balance Sheet; Notes to the Consolidated Financial Statements; Contact VSME B1

Our Sustainability Reporting Journey; Sustainability Strategies; Focus Areas; Actions toward

Sustainable Processes and Products; Partnering with our Customers; Management Board Report–

Sustainability; Sustainable Procurement VSME B2

Energy Use and GHG Emissions; ESG Metrics VSME B3

Industrial Discharge; ESG Metrics VSME B4

Not applicable statement in Impacts of Our Process VSME B5

Water Management; ESG Metrics VSME B6

Circular Transition; ESG Metrics VSME B7

Our Heritage; ESG Metrics VSME B8

Health and Safety; ESG Metrics VSME B9

Building a Rewarding Workplace; Employee Engagement; ESG Metrics VSME B10

Corporate Governance; ESG Metrics VSME B11

Our Products & Innovation; Our Value Creation and Value Chain Overview; Sustainability Strategies;

Focus Areas; Notes to the Consolidated Financial Statements – Segment Information VSME C1

ESG Governance Structure VSME C2

Vision 2035; Sustainability Strategies; Focus Areas; Energy Use and GHG Emissions; Actions Toward

Sustainable Process and Products VSME C3

Management Board Report – Sustainability; Actions Toward Sustainable Process and Products VSME C4

ESG Metrics VSME C5

Equal Opportunities; Upholding Human Rights and Labor Standards VSME C6

Upholding Human Rights and Labor Standards VSME C7

Sustainability Implementation VSME C8

ESG Metrics VSME C9

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FINANCIAL STATEMENTSESG

CORPORATE GOVERNANCE

Holland Colours is a limited liability company with common shares listed

on the Euronext Amsterdam stock exchange.

The company is incorporated and headquartered in the Netherlands. Its governance

framework is based on Dutch legislation, the Articles of Association and internal policies,

and aligns with internationally recognized principles of good governance.

Good corporate governance, long-term value creation and stakeholder engagement are

central to the Holland Colours culture. In line with Principle 1.1 of the Dutch Corporate

Governance Code 2025 (the Code), the company integrates sustainability into its strategic

decision-making process by considering the (potential) impact of its activities on people

and the environment as well as the (potential) impact of sustainability-related issues on the

company. Holland Colours also acknowledges its responsibility to contribute its fair share

of taxation in all of the jurisdictions in which it operates.

Corporate Governance Framework

Holland Colours has a two-tier corporate governance framework, consisting of the Board

of Management and the Supervisory Board. As a company, we strive to operate

responsibly by considering the interests of our employees, shareholders, customers,

suppliers and other stakeholders. Our internal policies and procedures complement this

framework and reflect the global nature of our operations.

BOARD OF MANAGEMENT

The Board of Management is responsible for the continuity of the company and its

long-term sustainable value creation. It considers the interests of all stakeholders, is

accountable to the Annual General Meeting of Shareholders (AGM) and reports to, and is

supervised by, the Supervisory Board. Our risk management strategy and internal control

framework play a key role in this responsibility.

The Board of Management comprises the Chief Executive Officer (CEO), the Chief Financial

Officer (CFO) and the Chief Technology Officer (CTO) and convenes every two weeks with

a formal agenda. Additionally, it holds meetings every two months with the Accelerate

Leadership Team (ALT) – comprising the Board of Management members, divisional heads

and the Head of Global Human Resources – to address strategic matters. The Board also

engages regularly with divisional management for monthly business reviews and quarterly

updates concerning key projects.

The Board of Management must approve all major product development, technology,

innovation and capital expenditure projects to ensure alignment with our strategic and

sustainability objectives. In line with Best Practice Provision 1.1.2 of the Code, the Board of

Management includes the Supervisory Board in strategic matters early on, such as the

setting of sustainability-related targets and the identification of technological risks,

including cybersecurity and the responsible use of artificial intelligence (AI).

Budgets are approved as part of the annual cycle.

SUPERVISORY BOARD

The Supervisory Board oversees the Board of Management’s development and execution

of our long-term sustainable value creation strategy, and monitors the company’s day to

day operations. In line with Principle 1.5 of the Code, the Supervisory Board also

supervises the integrity and quality of our financial and sustainability reporting and

evaluates the effectiveness of our internal risk management and control systems.

The Supervisory Board meets regularly. Members of the Board of Management attend

these meetings as needed, including committee meetings and occasional update calls.

The CEO serves as the primary point of contact for the Supervisory Board. The Company

Secretary ensures compliance with procedures and statutory obligations, as well as the

effective organization of board affairs.

The Supervisory Board report (found on page 76 of the Annual Report 2025/2026)

includes a detailed overview of its activities in 2025/2026.

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FINANCIAL STATEMENTSGOVERNANCE

COMMITTEES OF THE SUPERVISORY BOARD

Audit Committee

The Audit Committee advises the Supervisory Board on the integrity and quality of our

financial reporting, as well as the effectiveness of our internal risk management and

control systems. The committee consists of Mariken Schoenmakers (Chair) and Jorrit Klaus,

both of whom have substantial expertise in finance and risk management. The committee’s

2025/2026 activities are reported on page 76 of the Supervisory Board report.

HR Committee

The HR Committee advises the Supervisory Board on the selection and appointment of

members for both the Board of Management and the Supervisory Board. Additionally, the

committee reviews and advises on remuneration policies for these boards, as well as talent

management, company culture and other people-related topics. Following Best Practice

Provision 2.1.5 of the Code, the HR Committee plans to oversee the execution and

supervision of our diversity and inclusion (D&I) goals.

The committee consists of Gert-Hein de Heer (Chair) and Jeanine van der Vlist-Verdel.

Further details of the committee’s activities are included in the Supervisory Board report,

on page 76.

ANNUAL GENERAL MEETING OF SHAREHOLDERS (AGM)

The AGM is a central element of the company’s governance and its system of checks and

balances. It reviews the Annual Report and decides on, among other matters:

•

Adoption of the financial statements

•

The dividend proposal

•

Discharge of the Supervisory Board and the Board of Management

•

(Re)appointment of members of both the Supervisory Board and the Board of

Management

•

Adoption of the remuneration policies

•

Appointment of the external auditor

•

Approval of major acquisitions or divestments, as required by law or the Articles of

Association

•

Authorization to issue shares

•

Amendments to the Articles of Association

The AGM is convened by public notice. The agenda, explanatory notes and practical

information are published in advance in the Investor Relations section of our website.

Shareholders may vote by proxy, and voting follows the principle of “one share, one vote,”

unless otherwise stipulated.

Shareholders representing at least 1% of the issued capital may submit agenda items for

consideration, provided they are submitted at least 60 days before the meeting. We

publish draft minutes in Dutch within three months of the AGM, and final minutes within

six months of the meeting.

No material changes to the corporate governance structure occurred during the reporting

year. Any future substantial changes will be submitted to the AGM.

Under the “comply or explain” principle, we do not currently offer real-time webcasting of

meetings due to cost considerations and limited demand. However, we evaluate this policy

on an annual basis.

Corporate Governance Code

Holland Colours endorses the Dutch Corporate Governance Code 2025 (the Code) and

incorporates its principles into the regulations of the Board of Management and the

Supervisory Board. We adhere to the “comply or explain” principle and publish any

deviations and explanations in the “comply or explain” manual on our website.

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FINANCIAL STATEMENTSGOVERNANCE

DIALOGUE ON SUSTAINABILITY ASPECTS WITH STAKEHOLDERS

In line with Best Practice Provision 1.1.5 of the Code, we are developing a formal policy to

facilitate effective dialogue with relevant stakeholders, including employees, shareholders,

suppliers, customers and other groups.

We plan to implement this policy by the end of the 2026/2027 financial year. The policy will

define how we collect input, report outcomes and integrate insights into sustainability-

related strategic decisions.

INTERNAL AUDIT FUNCTION

Our current arrangement – in which the Group Controller performs internal audit tasks

under the supervision of the CFO – deviates from Principle 1.3 of the Code. The CFO

periodically reports these activities to the Audit Committee. Based on the Audit

Committee’s advice, the Supervisory Board annually assesses whether this arrangement

provides adequate assurance and whether we need to establish a dedicated internal audit

function.

CONFLICTS OF INTEREST

In accordance with Best Practice 2.7.3 of the Code, any (potential) conflicts of interest

involving members of the Supervisory Board, the Board of Management or the majority

shareholder must be reported immediately. To determine whether a conflict of interest

exists, the Supervisory Board reviews the nature and terms of the transaction, considering

the interests of both parties and any potential impact on independent judgement. If the

Supervisory Board identifies a conflict, any board members involved or affected are

required to abstain from the deliberation and decision-making process regarding the

relevant transaction.

Holland Pigments BV is our majority shareholder, and all our employees collectively hold

shares in it. In keeping with Best Practice Provision 2.7.5 of the Code, all material

transactions between Holland Pigments BV and Holland Colours require Supervisory

Board approval. These transactions are reviewed for fairness and disclosed in the

management report.

All transactions between the company and Holland Pigments BV must be conducted under

the terms and conditions that are customary in the sector. Holland Colours supports this

principle. However, due to Holland Pigments BV's unique status as an investment company

in which all Holland Colours employees participate, determining what is customary in the

industry can sometimes be challenging.

SHAREHOLDER POWERS

For cost and practical reasons, and in accordance with Best Practice Provision 4.2.3 of the

Code, Holland Colours does not facilitate real-time participation in investor, analyst or

press meetings. All relevant information is made available on our website immediately.

Policies and procedures

Holland Colours conducts its operations in line with internationally accepted governance

standards. Our governance framework is supported by various internal policies, including

the Code of Conduct, the Anti Bribery and Anti Corruption Policy, the Diversity & Inclusion

(D&I) Policy, the Whistleblower Policy and the Insider Dealing Policy.

DIVERSITY AND INCLUSION POLICY

Holland Colours values diversity and inclusivity, and aims to attract and retain a diverse

workforce. The Supervisory Board has adopted the D&I policy for its own composition and

that of the Board of Management, as well as the D&I aspects and objectives.

In line with Best Practice Provision 2.1.5 of the Code, the policy includes targets for our

boards, senior management and broader workforce. Annual reporting on progress, inflow,

promotion and retention is required under Best Practice Provision 2.1.6.

We aim for both men and women to represent at least 33% of top and senior

management positions. Currently, two of the four Supervisory Board members are female

and two are male. All members of the Board of Management are male.

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FINANCIAL STATEMENTSGOVERNANCE

Information about the composition of the Board of Management and the Supervisory

Board can be found in their respective reports in our Annual Report 2025/2026 and on

our website.

The Supervisory Board has a balanced gender composition, and we aim to increase gender

diversity within the Board of Management and senior leadership.

We strive to be an inclusive organization. To this end, we provide an environment in which

all employees have equal opportunities to develop and contribute to the realization of our

strategy, regardless of their age, background, gender, nationality, ethnicity or religion.

Safe and Inclusive Environment

Holland Colours aims to create an environment where employees feel able to share

feedback, discuss mistakes and contribute openly. We promote safety awareness across all

our locations through audits, communication and training.

Culture and Long-Term Value Creation

Our company culture is grounded in fairness, inclusivity and ethical behavior. Our

corporate values, as set out in the Code of Conduct, support sustainable long-term value

creation and psychological safety. Having balanced representation in leadership positions

also promotes creativity, innovation and well-informed decision-making.

At Holland Colours, we place a strong emphasis on diversity, inclusivity and fairness. We

recognize that these values are essential for fostering a positive and productive workplace.

The organization is committed to equal opportunities for all employees, regardless of age,

background, gender, nationality, ethnicity or religion.

As a company, we also defined a set of corporate values in our Code of Conduct that

promote ethical conduct, sustainable long-term value creation and psychological safety.

These values are integral to realizing the company’s strategic objectives and maintaining

resilience in an ever-changing business environment.

Terms of employment and recruitment

The company applies an equal pay policy and does not differentiate based on gender.

Remuneration is regularly benchmarked using external data. Holland Colours supports

work-life balance through various arrangements such flexible working hours, remote/

hybrid work, vacation/time off options to increase rest time, DI budget.

Our recruitment process is based on objective selection. Job advertisements reflect the

company’s commitment to diversity and job descriptions clearly define responsibilities and

competencies. We use the STAR (Situation, Task, Action, Result) methodology in interviews

and our selection committees are diverse.

Developments in 2025/2026

In accordance with guidelines from the Sociaal Economische Raad (SER), the Dutch Social

and Economic Council, we have developed and agreed upon gender diversity targets.

Currently, women make up 32% of top and senior management in the company. The aim is

to ensure that at least 33% of our top and senior management is female and at least 33%

is male. This means that divisional management teams should consist of at least one man

or one woman, and that at least one-third of the Board of Management should be male or

female. We have developed an action plan to achieve these goals.

ANTI-TAKEOVER PROVISIONS AND CONTROL

The company does not have any specific anti-takeover provisions in place.

The fact that the company has a majority shareholder, Holland Pigments BV, in which our

employees have a collective shareholding of approximately 22.86%, ensures that our

employees’ perspectives are represented.

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FINANCIAL STATEMENTS

GOVERNANCE

BILATERAL CONTACTS

In line with Principle 4.2 of the Code, the company provides information to shareholders

and other stakeholders in a transparent, balanced and simultaneous manner. The Policy

on Bilateral Contacts with Shareholders can be found on our website, in the Investor

Relations section under Corporate Governance.

CANCELING THE BINDING NATURE OF A NOMINATION

As long as Holland Pigments BV holds at least one third of the issued capital, it may

nominate one member of the Supervisory Board. However, the general meeting of

shareholders may pass a resolution to cancel the binding nature of such a nomination

by a two-thirds majority vote, provided that the votes represent more than half of

Holland Colours’ issued capital.

CODE OF CONDUCT AND COMPLIANCE

The Code of Conduct sets out the company’s principles for ethical behavior, compliance

with laws and respect for employees and business partners. The Anti-Bribery and Anti-

Corruption Policy applies to all Holland Colours entities, employees and sales agents and

reflects a zero-tolerance approach.

Our Compliance Policy, compliance governance structure (including an Integrity

Committee) and multi-year compliance roadmaps support integrity and ethical decision-

making. Our employees receive regular training, and all subsidiaries undergo due diligence

procedures to screen for compliance issues.

In accordance with Principles 2.5 and 2.6 of the Code, we ensure that employees have

safe channels to report misconduct or irregularities. We also ensure that reports are

investigated independently and that whistleblowers are not disadvantaged.

The Supervisory Board monitors the effectiveness of these processes.

We maintain our unique employee participation model and culture through our

HP Officials, who are appointed by Holland Pigments BV.

WHISTLEBLOWER POLICY

Holland Colours has a whistleblower procedure that encourages individuals to report

suspected wrongdoings in the workplace and protects them when they do so. Our policy is

based on the Dutch Whistleblower Protection Act (Wet bescherming klokkenluiders) and the

European Whistleblowing Directive. All of Holland Colours’ foreign entities review this policy

to ensure compliance with applicable local and national legislation.

INSIDER DEALING POLICY

Our Insider Dealing Policy is based on the Dutch Financial Supervision Act and the

EUMarket Abuse Regulation. It contains internal rules regarding share ownership,

the prevention of market abuse and reporting obligations. The policy applies to the

Supervisory Board, the Board of Management, local managers, designated employees and

certain advisors. The Compliance Officer maintains insider lists and liaises with the Dutch

Authority for the Financial Markets (AFM).

Authorization to acquire shares

At the AGM of July 10, 2025, the Board of Management was authorized – pending

Supervisory Board approval – to repurchase Holland Colours shares for 18 months, until

January 10, 2027. The purchase price must fall between the nominal value and 110% of the

highest average share price of the preceding five trading days, based on the Euronext

Amsterdam Daily Official List.

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FINANCIAL STATEMENTS

GOVERNANCE

Governance documents on the company’s

website

All governance-related documents are available in the Investor Relations section of our

website, under Corporate Governance. This includes the Articles of Association, Board

of Management and Supervisory Board regulations (including committee charters), the

“comply or explain” manual, the Code of Conduct, the Whistleblower Policy, the Insider

Dealing Policy, the Anti Bribery and Anti Corruption Policy, the D&I Policy, the Policy on

Bilateral Contacts with Shareholders and Supervisory Board schedule of retirement and

rotation.

Interests of members of the Supervisory Board

and the Board of Management

At March 31, 2026, the members of the Supervisory Board and the Board of Management

owned the following shareholdings, which are held as long-term investments:

In Holland Colours NV In Holland Pigments BV

March 31, 2026

Supervisory Board

Jeanine van der Vlist-Verdel 0.00% 0.00%

Gert-Hein de Heer 0.00% 0.39%

Mariken Schoenmakers 0.00% 0.00%

Jorrit Klaus 0.00% 0.00%

Board of Management

Coen Vinke 0.00% 0.26%

Eelco van Hamersveld 0.00% 0.19%

Martijn Klomp 0.00% 0.00%

March 31, 2025

Supervisory Board

Jeanine van der Vlist-Verdel 0.00% 0.00%

Gert-Hein de Heer 0.00% 0.39%

Aukje Doornbos 0.00% 0.00%

Jorrit Klaus 0.00% 0.00%

Board of Management

Coen Vinke 0.00% 0.25%

Eelco van Hamersveld 0.00% 0.16%

Martijn Klomp 0.00% 0.00%

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FINANCIAL STATEMENTSGOVERNANCE

SUPERVISORY BOARD REPORT

REPORT OF THE

SUPERVISORY

BOARD

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FINANCIAL STATEMENTS

SUPERVISORY BOARDSUPERVISORY BOARD

Jeanine van der Vlist-Verdel

Chair

1964, Dutch, Female

Date of initial appointment

July 13, 2023

Term of office

2023 – 2027

Additional positions

•

Member of the Supervisory Board of

Alfen NV, Chair of the Remuneration

Committee

•

Non-executive Director of DPG Media

Group NV

•

Member of the Supervisory Board of

DPG Nederland B.V.

Mariken Schoenmakers

Member

1969, Dutch, Female

Date of initial appointment

July 10, 2025

Term of office

2025 – 2029

Additional positions

•

Vice Chair of the Supervisory Board of

Arriva Personenvervoer Nederland B.V.

•

Member of the Supervisory Board, Chair of

the Audit Committee of Total Care B.V.

•

Vice Chair of the Supervisory Board, Chair of

the Remuneration and Nomination

Committee, Member of the Audit Committee

of Luchtverkeersleiding Nederland

•

Member of the Supervisory Board and Chair

of the Audit Committee of Stichting DUWO

•

Advisor at Herswindis

Jorrit Klaus

Member

1969, Dutch, Male

Date of initial appointment

October 26, 2017

Term of office

2025 – 2027 (third term)

Additional positions

•

Managing Director of Seqora B.V.

Gert-Hein de Heer

Deputy Chair

1964, Dutch

Date of initial appointment

July 12, 2018

Term of office

2022 – 2026 (second term)

Additional positions

•

Board Member of Holland

Pigments BV

•

Chair of Stichting

Administratiekantoor ’s-Heerenhove

Heerde

•

Chair of Stichting

Administratiekantoor Aandelen Emco

B.V.

•

Board Member of Area Reiniging N.V.

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The past 12 months presented a mixed picture in terms of market

development. While the company’s stabilization observed in the previous

financial year continued, activity levels in our core segments did not deliver

the anticipated progress in revenue and earnings. Uncertainties increased

further during the year, driven by the prospect of a global tariff war and

ongoing geopolitical volatility.

Against this backdrop, Holland Colours’ performance in terms of revenue and profitability

remained below expectations. The Supervisory Board is not satisfied with the pace of

improvement in both sales and results. At the same time, the Supervisory Board supports

the strategic direction pursued by the Board of Management. Significant steps have been

taken in recent years to strengthen the company’s fundamentals; these efforts should now

have begun to translate into sustainable growth and improved returns.

The Supervisory Board recognizes the strength in Holland Colours’ broad geographical

footprint and the diversification across currencies, which contributes to resilience and

reduces dependency on individual markets. In addition, the strengthening of the

commercial organization, including filling key positions, has enhanced customer focus,

market development and execution capabilities. During the year, the company increased

its investment in people, capabilities and production assets. These investments are aimed

at supporting future growth and improving the company’s competitive position. The

Supervisory Board will closely monitor whether these investments deliver the expected

returns.

The Supervisory Board remains focused on turning these initiatives into tangible results.

As revenues develop, profitability should improve at least proportionally. This requires

continued discipline in cost management, a strong focus on margins and clear

accountability for the returns on the increased investment levels. The Supervisory Board,

together with the Board of Management, will track progress closely and take corrective

action where necessary.

While the Supervisory Board is concerned about the development of revenue and results,

it also acknowledges the progress made in strengthening the organization and advancing

the Accelerate to Win strategy. Holland Colours continues to address inflationary

pressures, further develop its strategic agenda and prepare for a range of long-term

scenarios in an increasingly uncertain environment. Supported by a solid financial position,

the Supervisory Board considers the company to be well positioned to meet future

challenges and to translate the foundations that have been laid into improved

performance.

COMPOSITION OF THE SUPERVISORY BOARD

During financial year 2025/2026, the Supervisory Board consisted of four members:

Jeanine van der Vlist-Verdel (Chair), Gert-Hein de Heer (Deputy Chair), Jorrit Klaus and

Mariken Schoenmakers.

At the Annual General Meeting of Shareholders (AGM) held on July 7, 2025, shareholders

approved the appointment of Mariken Schoenmakers to the Supervisory Board. Following

her appointment, the Supervisory Board named her Chair of the Audit Committee. Mariken

brings extensive business experience in finance, CSRD, ESG, IT and digitalization. She holds

degrees in industrial engineering, mechanical and manufacturing engineering and she is a

chartered management accountant. Her expertise has been warmly welcomed by the

Supervisory Board. Over the past year, Mariken has gained a thorough understanding of

Holland Colours and has made an excellent start in her dual roles as Supervisory Board

member and Chair of the Audit Committee.

At the same AGM, shareholders also approved the reappointment of Jorrit Klaus for a third

term of two years, ensuring continuity of leadership and maintaining his valuable

contribution to the Board.

The second term of Gert-Hein de Heer concludes in 2026. Gert-Hein is a Supervisory

Board member proposed by Holland Pigments. The Supervisory Board intends to propose

his reappointment for a third term of two years at the next AGM. His in-depth knowledge

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of Holland Colours will help ensure the continued stability and effective governance of the

Supervisory Board.

COMPOSITION OF THE BOARD OF MANAGEMENT

There was no change in the composition of the Board of Management during financial year

2025/2026.

Coen Vinke’s second term as CEO will end on July 9, 2026. The Supervisory Board is

handling the succession process carefully and transparently, prioritizing the company’s

future.

To ensure a seamless leadership transition and long-term stability for Holland Colours.,

Coen will remain in his role until a successor is appointed.

The second term of Eelco van Hamersveld (CTO) ends in 2026. In accordance with the

Dutch Corporate Governance Code, the Supervisory Board intends to nominate Eelco for

reappointment at the Annual General Meeting, for a third term of four years.

BOARD MEETINGS AND CONTACTS

The Supervisory Board and Board of Management met six times in financial year

2025/2026. All members attended these meetings; the overall attendance rate was

therefore 100%.

Attendance 2025/2026*

Supervisory

Board

meetings (6)

Audit

Committee

meetings (5

)

HR Committee

meetings (2)

Jeanine van der Vlist-Verdel (Chair) 6/6 n/a 2/2

Gert-Hein de Heer (Deputy Chair) 6/6 2/2 1/1

Aukje Doornbos (member until

10.07.2025) 2/6 n/a 1/1

Mariken Schoenmakers 6/6 3/3 n/a

Jorrit Klaus 6/6 5/5 n/a

Agenda topics included the ongoing implementation of the short- and long-term strategy,

the organizational redesign, including recruitment for several key positions and the

centralization of key support functions, such as Finance, IT, HR and Legal. The Supervisory

Board and Board of Management also discussed a recovery plan for Asia, where Holland

Colours’ operations have struggled in recent years.

In line with established practice, one meeting of the Supervisory Board and Board of

Management was held at an operational site. In the 2025/2026 financial year, this meeting

took place at the Holland Colours facility in Apeldoorn. Holding meetings on-site provides

the Supervisory Board with first-hand insight into the company’s operations and the

matters that are important to employees.

Lastly, alongside the regular meetings with the Board of Management, the Chair of the

Supervisory Board maintains bi-weekly contact with the CEO and holds periodic meetings

with all members of the Board of Management. Additionally, the Chair of the Audit

Committee is in regular contact with the CFO.

The Chair of the Audit Committee was replaced during the year: Gert-Hein de Heer chaired the rst two meetings (attendance

recorded as 2/2), followed by Mariken Schoenmakers, who chaired the subsequent three meetings (attendance recorded as

3/3). Mariken Schoenmakers participated as an advisor at Supervisory Board meetings until July 10, 2025.

n/a indicates non-membership in the respective committee. Meeting totals are reported as follows: Supervisory Board – 6;

Audit Committee – 5; HR Committee – 2. Membership of the HR Committee changed during the year; attendance gures

reect participation within the relevant membership period.

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DEVELOPMENTS AND STRATEGY

Despite the challenging market environment, the focus in financial year 2025/2026 was

on completing the implementation of previously initiated decisions, including the

organizational redesign and the further rollout of the company’s strategy, while also

preparing for future developments and next steps. Holland Colours remains firmly

committed to its strategy, mission and vision. The strategy focuses on targeted initiatives

to accelerate growth in the core business, combined with a strong focus on innovative

opportunities in recycling and circularity. This reflects Holland Colours’ continued

commitment to strengthening its position as an independent supplier of pigments and

additives.

Strengthening the fundamentals

The organizational redesign launched in financial year 2023/2024 was largely completed

in 2024/2025. In 2025/2026, the company continued to embed these changes and to

sharpen execution. The centralization of a core group of business creation roles and

support functions has strengthened Holland Colours as a more global organization, with

clearer accountability and more consistent ways of working. Increased cross-divisional

collaboration and knowledge sharing have enabled the regional divisions to focus more

on sales and manufacturing performance.

Holland Colours also continued to make progress on optimizing its business processes

and IT landscape. The Supervisory Board monitors the rate of progress carefully, given how

important these programs are to achieving disciplined growth and operational resilience.

On the strategy front, the first year of the new Accelerate to Win strategy delivered results

that were largely in line with Holland Colours’ rolling three-year Mid-Term Business Plan,

introduced in financial year 2023/2024. In a volatile and uncertain environment, the

Supervisory Board values the annual strategy review cycle, which allows for timely

adjustments while maintaining the longer-term direction. The Mid-Term Business Plan

supports alignment between annual budgets and three-year strategic objectives, ensuring

disciplined resource allocation and focus on key priorities.

Thinking long-term

In the last quarter of financial year 2024/2025, the Board of Management and the

Supervisory Board devoted considerable time to assessing potential future directions

and opportunities for Holland Colours. This initiative, known as Vision 2035, complements

the Accelerate to Win strategy. In 2025/2026, Vision 2035 was further developed and

translated into more concrete plans regarding capabilities, portfolio development and

investment priorities.

Vision 2035 is based on a long-term, outside-in assessment of developments in the

Packaging, Building & Construction and Coatings & Sealants markets, identifying key

trends, risks and opportunities. Several scenarios were developed for each market to

support disciplined and forward-looking decision-making, while retaining flexibility to

respond to external developments.

The Supervisory Board considers Vision 2035 a valuable framework for evaluating plans

and investment proposals. It will continue to assess whether the choices made by the

Board of Management are sufficiently focused, appropriately prioritized and supported

by clear capability development and investment plans, aimed at delivering sustainable

long-term value growth.

Stimulating innovation

Regardless of how Holland Colours’ markets develop, innovation will remain central to the

company’s future success. In this context, the company further developed Revive Colours,

a venturing initiative focused on developing pigments derived from plant-based materials.

Revive Colours, located at Brightlands Chemelot Campus, a Dutch science park for green

chemistry and circular materials, represents an initial step in a wider strategy to use

venturing to identify and develop new growth directions that complement Holland Colours’

existing business.

To reinforce this emphasis on innovation and sustainable growth, a Long-Term Incentive

plan (LTI) for the Board of Management was introduced in 2025/2026.

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The LTI links long-term reward to clearly defined targets, stimulating innovation and

sustainable growth in support of long-term value creation.

Turnaround plan for Division Asia

The declining demand in China for white PET bottles for dairy products has adversely

affected the results of Division Asia in recent years. In 2025/2026, the Board of

Management developed a focused turnaround and growth plan that places a renewed

emphasis on Southeast Asia, with refined go-to-market, product and country strategies.

The Supervisory Board supports this direction and will closely monitor the achievement

of defined milestones.

As part of this initiative, a new head of Division Asia was appointed, bringing extensive

experience in sales, marketing and strategy within the industry. He joined Holland Colours

Asia on September 1, 2025. The Supervisory Board has confidence in his leadership and

believes he is well-placed to guide the division onto a more stable and growth-oriented

path.

Code of Conduct and Compliance

The Board of Management and the Supervisory Board attach great importance to

compliance and to adherence to the company’s Code of Conduct. Providing our employees

with a safe, ethical and compliant working environment is a fundamental requirement

for the organization. In recent years, Holland Colours has strengthened its compliance

framework by introducing and updating policies, including the Code of Conduct, Purchase

Code, the Whistleblower Policy and the Anti-Bribery and Anti-Corruption Policy. These

policies are increasingly embedded into day-to-day operations through training, updated

procedures and supporting systems.

In 2025/2026, the Code of Conduct was comprehensively reviewed and updated to

improve accessibility and usability, with extra attention being paid to a speak-up culture,

a clearer structure and alignment with related internal policies. The updated Code of

Conduct was translated into the four languages used within Holland Colours and

implemented globally in December 2025.

The Compliance Roadmap for 2025/2026, as approved by the Supervisory Board, was

executed as planned, and progress was reported to and discussed with the Supervisory

Board, including at its final meeting of the financial year. Actions were completed on

schedule and in full, including training on cybersecurity, collusion and anti-trust regulations

for Sales.

For 2026/2027, the Supervisory Board approved a new Compliance Roadmap, with a

continued focus on awareness, embedding of compliance practices, periodic reviews

where appropriate and further professionalization of the Trusted Representative role

across the organization.

Russia/Ukraine

At the outbreak of the war in Ukraine in February 2022, export sales to Russia and Ukraine

represented less than 4% of the total Holland Colours Group revenue. In March 2022, the

company revised its policy for that region. It discontinued all business development but

continued to supply existing customers under the then prevailing EU sanctions.

In 2025/2026, further sanctions were introduced resulting in the cessation of exports to

Russia. Holland Colours continues to monitor developments and ensure strict compliance

with all applicable sanction regimes.

RISK MANAGEMENT

Risk management is an integral part of Holland Colours’ strategy and a recurring topic in

the Supervisory Board’s discussions with the Board of Management. In 2025/2026, the

company continued to strengthen its internal risk management and control systems

(IR&CS), in response to a more demanding external environment and increasing

stakeholder expectations, including the introduction of the Statement on Risk

Management and Internal Control (Verklaring omtrent Risicobeheersing; VOR) under the

Dutch Corporate Governance Code 2025 (the Code). The risk assessment covers strategic,

operational, compliance, financial reporting and sustainability-related risks and is used to

support decision-making and to safeguard the continuity and long-term value creation of

the company.

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FINANCIAL STATEMENTS

SUPERVISORY BOARD REPORT

Risk Matrix

During financial year 2025/2026, the Supervisory Board and Board of Management

discussed and evaluated the company’s risk matrix, updating it where needed and

improving its usefulness as a management tool. Key points included more consistent

documentation of changes, clearer assignment of risk ownership and monitoring and

stronger coverage of key topics such as IT continuity, fraud and sustainability-related risks.

In preparation for the VOR, the company also worked on making the link between

enterprise-level risks and the internal controls more explicit, including mapping selected

risks to VOR themes and translating these to process-level controls and periodic reporting.

For a complete overview, including risk-mitigating measures, see the Risk Management

section in the Report of the Board of Management.

The Board of Management is responsible for the design, implementation and evaluation of

the internal risk management and control systems (IR&CS) and for preparing the Verklaring

omtrent Risicobeheersing (VOR) for inclusion in the Annual Report. The Audit Committee

supports the Supervisory Board by challenging the Board of Management on risk appetite,

the quality of the underlying analysis and the follow-up of identified gaps, while the

Supervisory Board oversees the effectiveness of the IR&CS and reviews the wording of the

VOR. The external auditor assesses the consistency of the VOR with the financial

statements and audit findings (without providing assurance on operational and compliance

risks). Given the size of the company, internal audit activities are supervised by the CFO.

The financial statements for 2025/2026 included in this Annual Report have been audited.

The findings of the audit were discussed with the Audit Committee and, subsequently, with

the full Supervisory Board in the presence of the Board of Management and the external

auditor. KPMG Accountants N.V. has issued a management letter and Auditor’s Report on

the 2025/2026 financial statements and provided recommendations for improvement,

which are being followed up. In addition, the external auditor assessed the consistency

of the VOR with the financial statements and its audit findings.

INTERNAL AUDIT FUNCTION

Due to the size of the company, Holland Colours does not have a separate internal audit

function. In line with the Code, the Supervisory Board annually assesses, based on the

Audit Committee’s advice, whether adequate alternative measures are in place and

whether establishing a dedicated internal audit function is required.

As the relevant circumstances of Holland Colours did not change in 2025/2026, the

Supervisory Board concluded that there continued to be no need to establish a separate

internal audit function and that sufficient alternative measures had been taken. Internal

audit activities are performed by the Group Controller, supervised by the CFO, focusing on

selected aspects of internal controls and risk management, including support activities

related to the VOR process and its underlying documentation. The CFO periodically reports

these activities and outcomes to the Audit Committee. The CFO will review the current

set-up in 2026/2027, in consultation with the Audit Committee.

UPDATED REGULATIONS

During the year, the Regulations of the Supervisory Board, including those of the Audit

Committee and the HR Committee, were reviewed and updated.

PERFORMANCE EVALUATION

As part of the annual performance assessment, the Supervisory Board reflected on its

effectiveness as a body, including the quality of its dialogue, decision-making processes

and collaboration. This review encompassed the Supervisory Board as a whole, its

committees and the individual level. To ensure objectivity and thoroughness, the

evaluation was facilitated by external professionals and based on structured interviews

and reflection sessions.

As part of its permanent education, the Supervisory Board held one meeting on location

in 2025/2026 (at Holland Colours’ site in Apeldoorn) and received training, including an

in-depth session on coatings.

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The performance of the Board of Management and its individual members was assessed

through regular interactions, direct feedback and an expanded annual performance review

cycle. Dedicated reflection time during meetings provided opportunities to evaluate

discussions and interactions, with targeted feedback contributing to continuous

improvement.

The evaluation showed that both Boards function effectively, with strong collaboration and

high-quality dialogue. Independence and alignment within the Supervisory Board were

reaffirmed. Areas identified for further attention include onboarding processes, internal

communication and enhancing the quality and timeliness of meeting documentation. The

importance of addressing less explicit topics and allowing sufficient time for reflection was

also noted.

The Supervisory Board also strengthened its engagement with the Board of Management,

reinforcing openness and collaboration, and incorporated reflection moments after

meetings to assess the quality of discussions and interactions.

ALLOCATION OF DUTIES

The allocation of duties and procedures in the Supervisory Board are set out in the

Regulations for the Supervisory Board and its committees. The profile required to become

a member of the Supervisory Board and a schedule of retirement from it is available in the

Investor Relations section, under Corporate Governance on Holland Colours’ website.

In line with Best Practice Provision 2.1.5 of the Code, Holland Colours has adopted a

Diversity & Inclusion (D&I) policy for the composition of the Supervisory Board and the

Board of Management, including D&I objectives and targets. In accordance with Best

Practice Provision 2.1.6, the company will report annually on progress. The policy will

be considered for future appointments, with quality as the most important criterion.

In accordance with provisions 2.1.7 to 2.1.9 of the Code, the Supervisory Board assessed

the independence of its members. In the Supervisory Board’s opinion, all members are

independent of Holland Colours, except Gert-Hein de Heer, who is the Supervisory Board

member nominated by Holland Pigments BV, the majority shareholder.

AUDIT COMMITTEE

The Audit Committee consists of Mariken Schoenmakers (Chair) and Jorrit Klaus. During

financial year 2025/2026, the Audit Committee held five meetings, maintaining a 100%

attendance rate. The chair of the Audit Committee changed during the year: the meetings

of May 6, 2025 and May 20, 2025 were chaired by Gert-Hein de Heer, while the meetings

on October 16, 2025, January 27, 2026 and March 17, 2026 were chaired by Mariken

Schoenmakers. Jorrit Klaus attended all five meetings. In addition to committee members,

the CEO, CFO and General Counsel & Company Secretary also participated in the

meetings.

Key activities and discussion points

The Audit Committee addressed a range of significant topics in 2025/2026 that were

central to the company’s governance and financial oversight. A primary focus was the

progress made regarding the external audit and its outcomes. This included a detailed

review of the audit plan, audit report, management letter and key findings, with discussions

held both with KPMG Accountants N.V. and the Board of Management to ensure clarity

and alignment on deliverables.

The Audit Committee also considered the quality and effectiveness of the finance function.

It paid attention to the follow-up on audit findings, as well as to the implementation of the

finance improvement plan and related actions. This formed part of a broader commitment

to maintaining robust financial processes.

Risk management and internal control matters were evaluated regularly, including the

assessment of the risk matrix and fraud risk, alongside preparations for the VOR.

The effectiveness of internal audit activities was another area of focus, with the Audit

Committee considering both the setup and independence of these functions.

The Audit Committee closely monitored IT and cybersecurity developments, including

responses to incidents and the implementation of improvements, such as logical access

management and enhancements to business continuity. Tax matters, including the

innovation box and other key tax positions, were discussed to ensure compliance and

optimize the company’s tax strategy.

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FINANCIAL STATEMENTS

SUPERVISORY BOARD REPORT

Finally, the Audit Committee was involved in the preparation and review of major corporate

publications, including the Annual Report and press releases. Emphasis was placed on

reviewing the tone of voice, ensuring communication accurately reflected the company’s

position and values. The Audit Committee also monitored developments in sustainability

and reporting requirements.

HR COMMITTEE (PREVIOUSLY REMUNERATION COMMITTEE)

Until July 10, 2025, the HR Committee consisted of Aukje Doornbos (Chair) and Jeanine

van der Vlist-Verdel. Following the end of Aukje Doornbos’s mandate, Gert-Hein de Heer

assumed the role of Chair, while Jeanine van der Vlist-Verdel continued as a member of

the committee. The HR Committee would like to express its gratitude for Aukje’s tireless

commitment and excellent work, not only as a member of the Supervisory Board, but also

as Chair of the HR Committee.

The HR Committee held two meetings with a 100% attendance rate. In addition to the

scheduled meetings, there were several informal and ad hoc meetings and phone calls

among committee members. The Head of Global HR and/or the General Counsel &

Company Secretary also participated in the meetings. An update on ongoing topics was

given to the other Board members at every Supervisory Board meeting.

The HR Committee advised on and monitored regular matters. These included the

nomination for reappointment of Gert-Hein de Heer as Supervisory Board member.

The HR Committee, together with an executive search agency, also developed different

role profiles, considering the ongoing business and operational requirements, as well as

the financial position of the company. Furthermore, the Supervisory Board evaluated the

optimal composition of the Board of Management given the expiration of two members’

mandates in July 2026.

DIVERSITY AND INCLUSION POLICY

Under current Dutch regulations and forthcoming legislation concerning diversity and

female representation, the legal requirement applies specifically to the Supervisory Board,

mandating that at least one-third of the members of the Supervisory Board must be

female and at least one-third must be male. With a ratio of 50:50 in the Supervisory Board

in 2025/2026, Holland Colours fully adhered to these guidelines.

The Board of Management of Holland Colours adopted a diversity policy in 2022/2023.

This involved developing and agreeing gender diversity targets in accordance with the

regulations set by the SER (Sociaal Economische Raad – the Dutch Social and Economic

Council). In 2025/2026, the Board of Management reviewed this policy and adopted a new

Diversity & Inclusion Policy. This updated policy will be implemented during the 2026/2027

financial year.

Currently, women account for 32% of senior management (excluding the Board of

Management) within the company and 28% including the members of the Board of

Management. The objective is to achieve a minimum of 35% female and 35% male

representation in senior management.

Action plan to achieve gender balance

Targeted recruitment: The company actively pursues qualified female and male

candidates for senior positions, working closely with executive search agencies to broaden

the pool of applicants.

Succession planning: The company regularly reviews succession plans, ensuring that

gender balance is considered for future appointments. Specific targets are established

for divisional management and Board of Management roles.

Inclusive job profiles: Role profiles are developed to attract a diverse range of candidates,

and selection criteria are carefully reviewed to ensure that no qualified applicant is

unintentionally excluded based on gender.

Progress monitoring: Gender representation in management teams is tracked and

reported annually, with updates provided to the Supervisory Board and the wider

organization.

Review of policies: The Diversity & Inclusion Policy is periodically reviewed and updated

to reflect evolving best practices and legal requirements, supporting continued progress

toward established targets.

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FINANCIAL STATEMENTS

SUPERVISORY BOARD REPORT

Through these initiatives, Holland Colours aims to further strengthen the balance and

representation within senior management, reaffirming its commitment to diversity and

inclusion. For more information, see the Diversity and Inclusion Policy in the Corporate

Governance section of this report.

ANNUAL REPORT AND DIVIDEND PROPOSAL

The company’s Annual Report, as presented, contains the financial statements for

the 2025/2026 financial year. These were audited by KPMG Accountants N.V. and

an unqualified auditor’s report was issued by them, which is included in this report.

The Supervisory Board discussed and approved the Annual Report and the financial

statements at its meeting on May 27, 2026, in the presence of the Board of Management

and the external auditor.

Based on this discussion, the Supervisory Board considers that the Annual Report and the

financial statements both meet the requirements of transparency and form a sound basis

for accountability for its supervisory activities. The Supervisory Board submits the financial

statements to the AGM and recommends that they be adopted in their present form.

Overall, 2025/2026 was a year in which the organization continued to build, strengthening

the foundation and investing in future capabilities, while the anticipated improvement in

revenue and earnings did not materialize to the extent expected. The Supervisory Board

therefore remains attentive to the execution and performance improvements required

going forward. At the same time, the Board continues to be confident regarding the

company’s strategic direction, including strengthening the commercial organization,

a sharper focus on outpacing market growth, efficiency improvements, building a position

in the circular value chain and continuing to embed a strong global operating model. In the

current environment of political and economic uncertainty, we consider Holland Colours’

diversified geographic and currency footprint to be an important strength. Inflationary

pressures and potential tariff-related developments remain areas of ongoing attention.

Looking to 2026/2027, the Supervisory Board maintains a cautious outlook and will

continue to monitor cost developments closely, as well as the pace at which increased

investments translate into profitable growth. At the same time, the Supervisory Board

believes that the company has the necessary building blocks in place to improve its

performance over time. In line with this, the Supervisory Board proposes a dividend equal

to 50% of net results, reflecting continuity and shareholder alignment.

The Supervisory Board recommends that the AGM grant full discharge to the members of

the Board of Management and the Supervisory Board for the performance of their duties

in the financial year 2025/2026. The members of the Supervisory Board have signed the

financial statements and have accordingly discharged their statutory obligation pursuant

to Section 101, subsection 2 of Book 2 of the Dutch Civil Code.

ACKNOWLEDGEMENTS

The commitment and engagement demonstrated by the management and employees of

Holland Colours is a real strength of the organization, and the Supervisory Board would

like to put on record its appreciation of everyone’s efforts. Once again, the Supervisory

Board saw a loyal, engaged team that is committed to creating sustainable long-term

value. This is inspiring to see, and the Supervisory Board considers this mindset a real

asset that will support Holland Colours in securing its future business success.

Apeldoorn, May 27, 2026

Supervisory Board

Jeanine van der Vlist-Verdel, Chair

Gert-Hein de Heer, Deputy Chair

Jorrit Klaus

Mariken Schoenmakers

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FINANCIAL STATEMENTS

SUPERVISORY BOARD REPORT

REMUNERATION REPORT

This Remuneration Report provides a comprehensive overview of our remuneration

framework at Holland Colours and how it was executed in the 2025/2026 financial year.

Our remuneration policy is aligned with our company identity, long term strategy and

values. The policy encourages entrepreneurial behavior, ensures we are competitive in the

market for executive talent and reflects both internal consistency and external governance

expectations. Our remuneration policy also considers the social context, the company’s

corporate governance structure and the interests of our stakeholders.

Following approval by the Annual General Meeting of Shareholders (AGM), our new

Remuneration Policy for the Board of Management (2025–2028) took effect on

April 1, 2025. As a result, we updated the structure of variable remuneration for the Board

of Management to align with current market practice and to enhance transparency and

long term value creation.

Key changes included:

•

Introduction of a single Short Term Incentive (STI) replacing the former combination

of STI and profit sharing for the Board of Management

•

Introduction of a Long Term Incentive (LTI) in the form of Performance Shares

in Holland Pigments BV

•

A more balanced and market aligned remuneration structure, while maintaining internal

relativity with the wider workforce

VARIABLE REMUNERATION OUTCOMES FOR FINANCIAL YEAR 2025/2026

Our remuneration policy aims to support high performance while ensuring alignment with

strategy, financial sustainability and responsible long term value creation.

SHORT TERM INCENTIVE (EFFECTIVE AS OF FINANCIAL YEAR 2025/2026)

Under the new policy, the STI is an annual cash based incentive for members of our Board

of Management, offering an opportunity to earn up to 30% of their annual base salary.

The STI rewards performance based on:

•

Financial KPIs (at least 80%)

•

Non financial KPIs, including ESG and strategic objectives and support for our employee

ownership model (up to 20%)

The STI uses a 0–150% payout range, with linear interpolation between threshold, target

and maximum performance levels:

•

0% payout below threshold performance

•

50% payout at threshold performance

•

100% payout at target performance

•

150% payout at maximum performance

For the 2025/2026 financial year, the Supervisory Board established STI performance

conditions that are entirely financial and aligned with our strategic objectives. The STI

scorecard consists of revenue growth (25%), revenue growth from strategic growth

initiatives (25%) and return on sales (50%). Performance is assessed against

predetermined thresholds, targets and maximum levels, based on audited financial results.

In line with the target-setting methodology, actual outcomes are normalized for foreign-

exchange impacts, including translation and transactional differences. M&A-related

expenses are excluded.

Overall, the Board of Management achieved 0% of its STI targets for the 2025/2026

financial year.

This outcome is consistent with the new policy framework and reflects strong operational

execution in a challenging market environment.

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FINANCIAL STATEMENTSREMUNERATION REPORT

LONG-TERM INCENTIVE (INTRODUCED AS OF FINANCIAL YEAR 2025/2026)

The LTI is an equity based performance plan designed to strengthen long term value

creation, align the interests of our Board of Management and our shareholders, and

support Holland Colours’ unique employee ownership structure.

Under the LTI members of the Board of Management receive conditional performance

shares in Holland Pigments BV. Performance is measured over a three year performance

period. At least 70% of LTI performance conditions are financial, and up to 30% are non

financial, including targets related to our ESG and long term strategic goals.

The on target LTI opportunity is 50% of the annual base salary.

The LTI uses a 0–150% vesting scale, with linear interpolation between threshold, target

and maximum performance levels:

•

0% payout below threshold performance

•

50% payout at threshold performance

•

100% payout at target performance

•

150% payout at maximum performance

All shares are subject to a two year holding period after vesting.

In the 2025/2026 financial year, the Supervisory Board approved the initial conditional

grant of performance shares to the members of the Board of Management, in accordance

with the new policy. The conditional grant is subject to a three-year performance period,

which covers the financial years from 2025/2026 to 2027/2028. Performance is measured

against three KPIs aligned with our strategic priorities: revenue growth (35%), EBITDA (35%)

and the proportion of revenue generated by sustainable products (30%). In line with our

target-setting methodology, we set targets using budgeted exchange rates. We also

normalize actual results for foreign exchange impacts, including translation and

transactional differences. M&A-related expenses are excluded.

No LTI shares were vested during the 2025/2026 financial year because it was the first year

of the three year performance period.

This Remuneration Report contains the following sections:

•

Remuneration at a glance – Board of Management

•

Implementation in 2025/2026 – Board of Management

•

Implementation in 2025/2026 – Supervisory Board

Gert-Hein de Heer

Chair of the HR Committee

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REMUNERATION REPORT

Remuneration at a glance – Board of Management

Annual base salary

Short-Term Incentive (STIP)

Fixed annual salary, intended to attract and retain

qualified executives and which reflects their experience

and role responsibilities.

Annual cash-based incentive that rewards the

achievement of annual performance targets that align

with Holland Colours’ strategy.

CEO

Coen Vinke

CFO

Martijn Klomp

CTO

Eelco van

Hamersveld

CEO

Coen Vinke

CFO

Martijn Klomp

CTO

Eelco van

Hamersveld

2025/26 actuals Target opportunity (as % of ABS)

€ 344 € 174 € 234 30% 30% 30%

Pension & Benefits Maximum opportunity (as % of ABS)

Pension and benefits that help attract and retain

qualified executives and which promote long-term

saving and retirement planning.

Annual base salary is calculated as gross monthly salary x 12 + 8% holiday

allowance.

Please note all amounts in this remuneration report are in thousands

of €, unless stated otherwise.

45% 45% 45%

2025/26 Short-Term Incentive payout

€ 0 € 0 € 0

KPIs Weighting Payout

Revenue Growth 25% 0.0%

Revenue

Growth from

Strategic Growth

Initiatives

25% 0.0%

Return on Sales 50% 0.0%

STI outcome 100% 0.0%

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REMUNERATION REPORT

SCENARIO ANALYSES

In accordance with Principles 3.1 and 3.2 of the Dutch Corporate Governance Code,

the Supervisory Board and the HR Committee employ scenario analyses when determining

Board of Management compensation. These analyses determine the long-term effects

of the level and structure of the Board of Management’s variable remuneration. Each year,

the HR Committee evaluates the Board of Management’s total remuneration to ensure

compensation continues to be competitive and offers appropriate incentives.

The challenging business climate of 2025/2026 is reflected in the financial scenarios set

for Board of Management compensation.

Remuneration at a glance –

Board of Management (continued)

Our remuneration policy is designed to attract, motivate and retain qualified top

management who will enable us to achieve our strategic and operational goals. The

HR Committee advises the Supervisory Board on the formulation of the remuneration

policy and the individual remuneration of Board of Management members, and guides

remuneration decisions. Our remuneration policy is submitted for shareholder approval

at least once every four years. For more information about our remuneration policy,

please visit the Investor Relations section of our website under Corporate Governance.

This Remuneration Report, referred to in Book 2: 135b DCC, will be put before the AGM

on July 9, 2026 for an advisory vote.

INTERNAL PERSPECTIVE

The HR Committee evaluates the alignment of the Board of Management’s compensation

structures with those of the broader organization. This evaluation involves examining the

consistency of remuneration components, conducting scenario analyses and assessing

the pay ratio. Board of Management members also share their views on their own

remuneration. The Supervisory Board considers all input when discussing and evaluating

the remuneration policy along with its implementation and outlook.

EXTERNAL PERSPECTIVE

To deliver on our strategy, it is crucial for us to attract top talent to our company. Our

remuneration packages must be competitive with other companies seeking executive

talent, and we take into account the international markets in which we compete for that

talent. The Board of Management’s remuneration is assessed frequently against a peer

group to ensure its competitiveness and to understand relevant market trends. Our

preferred positioning is between the 25th percentile and median market level for total

direct compensation.

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REMUNERATION REPORT

Implementation in financial year 2025/2026 –

Board of Management

(CONTINUED) TOTAL REMUNERATION

Under the new remuneration policy, total remuneration for the Board of Management

in financial year 2025/2026 consisted of:

•

A fixed gross annual salary, including the statutory Dutch 8% holiday allowance

•

Pension and employment benefits

•

Short-Term Incentive (single STI)

•

Long-Term Incentive (performance shares)

Our profit-sharing model continues to apply only to the wider workforce and not to

the Board of Management.

In 2025/2026, the total remuneration of the Board of Management, split by remuneration

element, was as follows:

For the CFO, FY 2024/2025 covers only a 2-month period, whereas FY 2025/2026

represents a full fiscal year.

ANNUAL BASE SALARY

Where applicable, with the support of a third party, the HR Committee benchmarks

the Board of Management’s compensation against that of companies of a similar size,

international presence and complexity that operate in the same geographical areas.

The committee targets total direct compensation for the Board of Management between

the 25th percentile and the median. Board of Management salaries are reviewed annually.

The actual annual base salary levels for the Board of Management in 2025/2026 were

as follows:

Amounts x € 1,000 Annual base salary Progression

2025/26 2024/25 2025/26 vs 2024/25

Coen Vinke, CEO 344 333 11

Martijn Klomp, CFO

174 27 147

Eelco van Hamersveld, CTO 234 208 27

2024/25 included for 2 months.

Board of Management Fixed remuneration Variable remuneration Total

€ in thousands

Year

Annual

base salary

Pension

& benefits

Short-term

incentive

Profit-sharing

scheme Total

Fixed / Variable

(in %)

Coen Vinke 2025/26 344 91 – – 435 0%

CEO 2024/25 333 89 81 26 529 20%

Martijn Klomp 2025/26 174 49 – – 223 0%

CFO 2024/25 27 8 – 2 37 0%

Eelco van Hamersveld 2025/26 234 64 – – 298 0%

CTO 2024/25 208 59 51 16 334 20%

Total 2025/26 752 205 – – 956

2024/25 567 156 132 44 899

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FINANCIAL STATEMENTS

REMUNERATION REPORT

CHANGES IN THE REMUNERATION PER MEMBER OF THE BOARD OF

MANAGEMENT AND COMPANY PERFORMANCE

(amounts x € 1,000 unless stated otherwise)

Annual change Fixed and variable

2025/26

24/25 >

25/26

23/24 >

24/25

22/23 >

23/24

21/22 >

22/23

Board of Management

remuneration

Coen Vinke (CEO) 435 (94) 91 15 (30)

Martijn Klomp (CFO) 223 186 37 – –

Eelco van Hamersveld (CTO) 298 (36) 63 6 (25)

Company performance

Organic revenue growth % (3%) 9% (7%) 1% 15%

EBITDA (in € x 1,000) 8,207 (3,147) 1,117 (0,363) (6,354)

EPS (in € x 1) 4 (3) 1 (1) (4)

Comparison to the wider

workforce

Average remuneration

57 (4) 8 3 4

Number of employees

421 22 (11) (28) (10)

Pay ratio

7.6 (1.1) 0.4 (0.2) (1.4)

Average remuneration on a full-time equivalent basis of employees (excluding the Board of Management) is calculated by

dividing the total wage costs by the average number of full-time equivalent employees (FTEs) during the year. This includes

wages, salary, taxable benefits, annual bonuses, share-based remuneration and pension benefits.

Number of employees of the group.

The internal pay ratio is based on the total annual remuneration of the CEO and the average total remuneration of all full-time

employees (excluding the Board of Management), as reported in accordance with IFRS, excluding discretionary elements.

Following a subsequent review, we found that the Remuneration Policy Board of

Management 2025 incorrectly stated the annual base salary for the CEO as of

April 1, 2025.

The correct annual base salary of the CEO as of April 1, 2025, amounts to € 343,839.45,

which replaces the previously stated amount of € 332,846. This correction relates solely

to the stated amount and does not affect the structure, principles or application of the

remuneration policy.

Implementation in 2025/2026 –

Board of Management (continued)

PENSION & BENEFITS

We offer Board of Management members a pension based on a defined contribution

system, as well as other employment benefits. These additional benefits include

reimbursement of specific expenses and a company car.

OTHER

We do not provide personal loans, guarantees or advance payments to members of

the Board of Management. Clawback and ultimate remedial provisions are subject to

the Dutch Civil Code. Members of the Board of Management have a change-of-control

arrangement, and in the event of early termination of their contract, they are entitled to

a severance payment equivalent to six months’ gross base salary. This is in accordance

with the Dutch Corporate Governance Code. No clawback or severance payments were

made in the 2025/2026 financial year, nor has any derogation or discretion been applied.

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Implementation in 2025/2026 –

Supervisory Board

Remuneration for Supervisory Board members encourages them to perform their roles

well. It is not dependent on Holland Colours’ results and does not include the award of

shares or options on shares. The remuneration reflects the time spent and the

responsibilities associated with their position. The appropriateness of the Supervisory

Board members' remuneration is regularly evaluated against a benchmark to determine

if adjustments are needed. Holland Colours does not provide any personal loans,

guarantees or advance payments to Supervisory Board members.

The Supervisory Board’s current remuneration policy is as follows:

•

The annual retainer for the chairperson is € 45,000, and the annual retainer for

a member is € 32,000.

Actual remuneration paid

2025/26 2024/25 2023/24 2022/23 2021/22

Jeanine van der Vlist, Chair 45 45 – – –

Gert-Hein de Heer, Deputy Chair 32 32 26 26 26

Jorrit Klaus 32 32 26 26 26

Mariken Schoenmakers 23 – – 26 26

Aukje Doornbos 9 32 26 26 26

Previous Members – – 63 63 38

Total 141 141 141 141 116

The HR committee, acting on the recommendation of the Supervisory Board, commissioned

a review of the level of remuneration for supervisory directors in line with prevailing

market practice. Based on this benchmark, the Supervisory Board has resolved to revise

the remuneration policy. A proposal to amend this policy, including, inter alia, an increase

in the remuneration of supervisory directors, will be submitted to the General Meeting of

Shareholders for approval at the Annual General Meeting.

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FINANCIAL STATEMENTSREMUNERATION REPORT EMPLOYEE PARTICIPATION

Employee participation is central to the way we manage our company and

is the foundation of our success. You can read more about our culture in

our profile story on page 15.

Here, we explain how employee participation works.

Every employee of Holland Colours owns shares (at least one) in Holland Pigments BV,

a Dutch investment company. At the end of the 2025/2026 financial year, our employees

and pensioners held 22.86% of the shares in Holland Pigments BV, with the remaining

77.2% held by the four founding families. As majority shareholders, the founding families

actively support our employee participation model.

Holland Pigments BV and its four majority shareholders aim to promote and

support the stability, continuity and independence of Holland Colours, including

effective employee participation within the Holland Colours Group. To this end,

the four majority shareholders purchase any unsold Holland Pigments BV shares offered

by employees, so creating a market for these shares and ensuring they remain within

Holland Pigments BV. The shareholders also sell shares to employees when there are not

enough available from other employee-shareholders to meet demand.

Holland Pigments BV holds the majority (51.04%) of the shares in Holland Colours.

Holland Colours shares are traded on the Euronext Amsterdam stock exchange.

The non-executive Board member for employee-shareholders and the executive

director of Holland Pigments BV are jointly responsible for managing the employee

participation model. To support this effort, each Holland Colours site elects its own

Holland Pigments Official. This person serves as a point of contact between the employee-

shareholders and the Holland Pigments BV Board, and attends Holland Pigments BV’s

Annual General Meeting of Shareholders. The non-executive board member for employee-

shareholders and the executive director of Holland Pigments BV, regularly visit the various

Holland Colours sites to discuss employee participation.

This structure ensures the independence and continuity of our company and supports the

unique co-ownership model that sets Holland Colours apart.

EMPLOYEE PARTICIPATION IN PRACTICE

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“Employee

Participation

drives our

success.”

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FIVE-YEAR SUMMARY & INVESTOR RELATIONSSUPERVISORY BOARD REPORT REMUNERATION REPORTGOVERNANCEMANAGEMENT BOARD REPORT FINANCIAL STATEMENTS

INTRODUCTION BY THE CEO

ABOUT ESG FIVE-YEAR SUMMARY & INVESTOR RELATIONSSUPERVISORY BOARD REPORT EMPLOYEE PARTICIPATIONREMUNERATION REPORTGOVERNANCEMANAGEMENT BOARD REPORT FINANCIAL STATEMENTS

FIVE-YEAR SUMMARY

IN MILLIONS OF EUROS, UNLESS STATED OTHERWISE

2025/26 2024/25 2023/24 2022/23 2021/22

Income statement

Revenue 109.0 112.3 103.3 111.4 110.5

Operating result before depreciaton

and amortisation (EBITDA) 8.2

11.4 10.2 10.5 17.0

Depreciation of property, plant,

equipment and intangibles (3.6)

(3.4) (3.2) (3.3) (3.4)

Operating result 4.6 7.9 7.0 7.3 13.6

Interest – – – (0.1) (0.1)

Income tax (1.1) (2.2) (1.8) (1.3) (3.3)

Result of discontinued operations – – – – –

Net result 3.5 5.9 5.2 5.9 10.2

Statement of financial position

Total assets 75.3 82.8 78.5 73.8 79.6

Total equity 60.5 64.5 61.6 58.8 57.8

Interest-bearing debt – – – – –

Working capital

26.1 24.1 21.4 22.6 26.1

Invested capital

49.7 46.4 45.1 46.3 39.8

Cash 10.2 20.6 18.5 15.8 17.0

2025/26 2024/25 2023/24 2022/23 2021/22

Statement of cash flows

Cash flow from operating activities 1.5 7.3 10.8 8.5 8.0

Investments (4.8) (2.1) (4.5) (4.3) (3.3)

Repayment lease liabilities (0.6) (0.5) (0.7) (0.6) –

Dividend (5.9) (2.6) (2.9) (5.1) (4.7)

Other financial activities

(0.6) (0.1) 0.1 0.3 0.4

Net cash flow (10.4) 2.0 2.8 (1.2) 0.3

Revenue per division

Europe 59.8 60.1 54.5 54.5 58.5

Americas (in USD) 48.2 45.4 41.3 44.2 43.7

Asia (in USD) 8.8 10.7 11.6 15.1 16.6

Ratios

Return on Sales (ROS) 4.2% 7.1% 6.8% 6.6% 12.3%

Solvency

80.3% 77.9% 78.4% 79.7% 72.5%

Quick Ratio 2.3 2.3 2.3 2.5 1.8

Return on Investment (ROI)

9.2% 17.1% 15.5% 15.8% 34.2%

Working capital in % of revenue 24.0% 21.4% 20.7% 20.3% 23.6%

Market capitalisation as at March, 31 76.6 75.3 85.2 101.5 134.6

Number of shares outstanding 860,351 860,351 860,351 860,351 860,351

1

inventories + trade accounts receivable -/- trade accounts payable

(year average of) equity, long term debt 3rd parties, employee benefit obligations -/- cash

sum of long-term financing, translation differences on cash and cash equivalents and derivatives and taxes

equity as % of balance sheet total

operating result as % of the invested capital

HOLLAND COLOURS ANNUAL REPORT 2025/202695

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FINANCIAL STATEMENTS

FIVE-YEAR SUMMARY & INVESTOR RELATIONS

SUPERVISORY BOARD REPORT

INVESTOR RELATIONS

Profit Appropriation and Dividend Policy

Holland Colours intends to distribute at least 50% of its net profit in the form of dividends,

as long as the solvency ratio after distribution is at least 40%. We therefore propose to

distribute a final dividend of € 2.02 per share.

Publications

The interim results (for the period April to September) are published in October. The

full-year results (from April to March) are published by the end of May/beginning of June.

Other company information is published in the form of press releases that are also posted

on our website and social media.

Please refer to page 98 for the full financial calendar.

Liquidity Provision

Holland Colours’ shares are traded on the Euronext Amsterdam stock exchange, classified

under other shares and with a limited free float. Since March 1, 2020, Holland Colours no

longer makes use of a liquidity provision and sponsored research services. We assessed

the pros and cons of these services at the end of calendar year 2020 and decided to

continue without.

Share Ownership

The number of outstanding shares remained constant during the financial year.

Shares traded on Euronext Amsterdam 418,682

Holland Pigments BV

439,156

Registered shares 2,513

Total 860,351

As of March 31, 2026, the following substantial interests (>3%) were recorded in the

registers of the AFM (Netherlands Authority for the Financial Markets), based on the

Decree on the Disclosure of Major Holdings and Capital Interests in Issuing Institutions

in accordance with the Netherlands Financial Supervision Act.

A list of shareholdings in excess of 3% is also available on the AFM website.

Disclosures % Date

Holland Pigments BV

50.03 April 2, 2012

Lazard Frères Gestion 6.97 February 13, 2014

ELNED Holding BV 5.00 March 4, 2013

P. Chr. Van Leeuwen Beheer BV 5.06 August 7, 2019

Axxion S.A. 4.94 January 21, 2022

Gay-Lussac-Gestion 4.77 July 11, 2025

Waag & Zübert Value AG 3.84 August 24, 2016

Please refer to pages 15 and 93 Employee Participation. Based on our internal register, Holland Pigments BV holds 51.04%

of the shares in Holland Colours NV.

HOLLAND COLOURS ANNUAL REPORT 2025/202696

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FINANCIAL STATEMENTSFIVE-YEAR SUMMARY & INVESTOR RELATIONS

04 05 06 07 08 09 10 11 12 01 02 03

2025 2026

140

190

240

SHARE PRICES – HOLLAND COLOURS VERSUS ASCX

April 1, 2025 = 100

04 05 06 07 08 09 10 11 12 01 02 03

2025 2026

120

100

140

160

180

200

220

Holland Colours NV

ASCX Index

Key data per share

In euros, unless stated otherwise 2025/2026 2024/2025 2023/2024 2022/2023 2021/2022

Net result 4.05 6.85 6.02 6.82 11.83

Dividend 2.02 6.85 3.01 3.41 5.91

Interim dividend – – – – –

Equity 70.27 74.92 71.43 68.36 66.64

Highest share price 115.00 106.00 124.00 164.50 199.00

Lowest share price 80.00 87.00 83.00 114.00 121.00

Number of shares outstanding 860,351 860,351 860,351 860,351 860,351

SHARE PRICES – HOLLAND COLOURS

In euros

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Publications (presented to AFM)

Holland Colours published the following press releases in the 2025/2026 financial year:

May 22, 2025 Proposal for appointment New Supervisory Board Member

for Holland Colours

May 28, 2025 Announcement Annual General Meeting of Shareholders 2025

May 28, 2025 Holland Colours Results 2024/2025

July 10, 2025 Resolutions adopted by the Annual General Meeting of Shareholders

October 31, 2025 Holland Colours Half-Year Results 2025/2026

March 31, 2026 Holland Colours Announces CEO Transition and

Intended Reappointment of CTO

Key dates 2026/2027 (provisional)

May 28, 2026 Publication of 2025/2026 Annual Report

July 9, 2026 Annual General Meeting of Shareholders

October 30, 2026 Publication of interim results 2026/2027

May 27, 2027 Publication of 2026/2027 Annual Report

July 8, 2027 Annual General Meeting of Shareholders

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FINANCIAL STATEMENTSFIVE-YEAR SUMMARY & INVESTOR RELATIONS

FINANCIAL

STATEMENTS

NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

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INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Income Statement 101

Consolidated Statement of Comprehensive Income 102

Consolidated Balance Sheet 103

Consolidated Statement of Changes in Equity 104

Consolidated Cash Flow Statement 105

Notes to the Consolidated Financial Statements 106

1. General 106

2. Going Concern 106

3. Key Accounting Principles 106

4. Financial Risk Management 114

5. Cash Flow Statement 115

6. Segment Information 115

7. Revenue 117

8. Personnel Expenses 117

9. Other Operating Expenses 118

10. Income Tax 119

11. Intangible Assets 120

12. Property, Plant and Equipment 121

13. Right-of-Use Assets 122

14. Deferred Tax Assets and Liabilities 123

15. Other Non-Current Assets 123

16. Inventories 124

17. Trade and Other Receivables 124

18. Cash and Cash Equivalents 125

19. Share Capital 125

20. Reserves 125

21. Earnings per Share 126

22. Dividend 126

23. Credit Facilities 126

24. Lease Liabilities 126

25. Employee Benefits 127

26. Provisions 129

27. Trade and Other Liabilities 129

Other Disclosures 130

28. Contingent Assets and Liabilities 130

29. Related Parties 130

30. Other Disclosures 133

COMPANY FINANCIAL STATEMENTS

Company Income Statement 135

Company Balance Sheet 136

Notes to the Company Financial Statements 137

31. General 137

32. Key Accounting Principles 137

33. Revenue 137

34. Personnel Expenses 138

35. Other Operating Expenses 138

36. Income Tax 138

37. Property, Plant and Equipment 139

38. Right-of-Use Assets 140

39. Financial Assets 140

40. Equity 141

41. Credit Facilities 141

42. Lease Liabilities 142

43. Employee Benefits 142

44. Auditor’s Remuneration 143

45. Contingent Assets and Liabilities 144

46. Other Disclosures 144

Other Information 145

Statutory Provisions regarding the Appropriation of Profits 145

Independent Auditor’s Report 146

CONTENTS

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FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

100

In thousands of euros Note 2025/2026 2024/2025

Revenue 7 109,007 112,347

Cost of Materials 16 (57,173) (56,779)

Contribution Margin 51,834 55,568

Personnel Expenses 8 (24,120) (24,227)

Amortization and Impairments 11 (7) (8)

Depreciation and Impairments 12/13 (3,636) (3,420)

Other Operating Expenses 9 (19,507) (19,986)

Total Operating Expenses (47,270) (47,641)

Operating Result 4,564 7,927

Finance Income 80 274

Finance Expenses (67) (91)

Finance Income and Expenses 13 183

Result Before Income Tax 4,577 8,110

Income Tax 10 (1,093) (2,220)

Net Result for the Year 3,484 5,890

Attributable to:

Shareholders of the Company 3,484 5,890

Net Result for the Year 3,484 5,890

Earnings per Share Attributable to Shareholders

of the Company in Euros 20

Basic Earnings per Share 4.05 6.85

Diluted Earnings per Share 4.05 6.85

The accompanying notes are an integral part of these consolidated financial statements.

CONSOLIDATED INCOME STATEMENT

FOR THE YEAR ENDED 31 MARCH

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FINANCIAL STATEMENTSESG

HOLLAND COLOURS ANNUAL REPORT 2025/2026

101

In thousands of euros Note 2025/2026 2024/2025

Net Result for the Year 3,484 5,890

Items that may be reclassified subsequently

to profit or loss:

Exchange Differences on Translation of Foreign Operations (1,585) (303)

Other Comprehensive Income for the year, net of tax (1,585) (303)

Total Comprehensive Income for the year 1,899 5,587

Attributable to:

Shareholders of the Company 1,899 5,587

Total Comprehensive Income for the Year 1,899 5,587

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 MARCH

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FINANCIAL STATEMENTSESG

HOLLAND COLOURS ANNUAL REPORT 2025/2026

102

In thousands of euros Note 2026 2025

Non-Current Assets

Intangible Assets 11 8 16

Property, Plant and Equipment 12 24,823 23,457

Right-of-Use Assets 13 876 867

Deferred Tax Assets 14 1,244 1,190

Other Non-current Assets 15 377 –

27,328 25,530

Current Assets

Inventories 16 17,474 17,668

Trade and Other Receivables 17 19,342 18,337

Current Income Tax Receivables 939 651

Cash and Cash Equivalents 18 10,199 20,598

47,954 57,254

Total Assets 75,282 82,784

In thousands of euros Note 2026 2025

Equity

Share Capital 19 1,953 1,953

Share Premium Reserve 20 1,219 1,219

Translation Reserve 20 (1,218) 367

Other Reserves 20 58,506 60,915

Total Equity 60,460 64,454

Non-Current Liabilities

Lease Liabilities 24 499 381

Employee Benefits 25 765 608

Deferred Tax Liabilities 14 – 74

1,264 1,063

Current Liabilities

Trade and Other Payables 27 12,849 16,119

Lease Liabilities 28 365 429

Current Income Tax Liabilities 24 152 296

Employee Benefits 25 57 43

Provisions 26 135 380

13,558 17,267

Total Equity and Liabilities 75,282 82,784

CONSOLIDATED BALANCE SHEET

AS AT 31 MARCH

BEFORE PROFIT APPROPRIATION

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FINANCIAL STATEMENTSESG

HOLLAND COLOURS ANNUAL REPORT 2025/2026

103

In thousands of euros

Capital

Premium

Reserve

Translation

Reserve

Other

Reserves

Total

Equity

As at 31 March 2024 1,953 1,219 721 57,562 61,455

Net Result for the Year – – – 5,890 5,890

Other Comprehensive Income – – (354) 51 (303)

Total Comprehensive Income – – (354) 5,941 5,587

Dividends Paid – – – (2,588) (2,588)

As at 31 March 2025 1,953 1,219 367 60,915 64,454

Net Result for the Year – – – 3,484 3,484

Other Comprehensive Income – – (1,585) – (1,585)

Total Comprehensive Income – – (1,585) 3,484 1,899

Dividends Paid – – – (5,893) (5,893)

As at 31 March 2026 1,953 1,219 (1,218) 58,506 60,460

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH

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FINANCIAL STATEMENTSESG

HOLLAND COLOURS ANNUAL REPORT 2025/2026

104

In thousands of euros Note 2025/2026 2024/2025

Operating Result 4,564 7,927

Adjustments for:

•

Amortization/Impairments Intangible

Assets 11 7 8

•

Depreciation/Impairments Property,

Plant and Equipment 12 2,991 2,866

•

Depreciation Right-of-Use Assets 13 645 554

•

Gains/Losses on Sale Property, Plant and

Equipment (142) (26)

•

Changes in Provisions 25/26 (52) 318

•

Changes in Working Capital:

•

Change in inventories (259) (2,642)

•

Change in receivables (1,376) (1,691)

•

Change in liabilities (3,191) 1,446

Cash Flow from Operating Activities 3,187 8,760

Income Tax Paid (1,693) (1,612)

Finance Income 80 274

Finance Expense (67) (91)

Net Cash from Operating Activities 1,507 7,331

In thousands of euros Note 2025/2026 2024/2025

Cash Flow from Investing Activities

Purchases Intangible Assets 11 – (22)

Purchases Participating Interests (377) –

Proceeds Sale Property, Plant and Equipment 271 148

Purchases Property, Plant and Equipment 12 (4,670) (2,200)

Net Cash used in Investing Activities (4,776) (2,074)

Cash Flow from Financing Activities

Dividends Paid 21 (5,893) (2,588)

Lease Liabilities Repayments 24 (605) (465)

Net Cash from Financing Activities (6,498) (3,053)

Cash and Cash Equivalents as at 1 April 20,598 18,523

Exchange Rate and Translation Differences

on Cash and Cash Equivalents (632) (129)

Cash and Cash Equivalents as at 31 March 17 10,199 20,598

CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 MARCH

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HOLLAND COLOURS ANNUAL REPORT 2025/2026

105

1. General

Holland Colours NV (‘Company’), founded 9 July 1980, is a

public limited liability company (‘Naamloze Vennootschap’)

under Dutch law. The Company has its registered office in

Apeldoorn, the Netherlands, and is registered at the Dutch

Chamber of Commerce under number 08036180.

The shares of Holland Colours NV are traded on the

Amsterdam stock exchange. Holland Colours NV and its

subsidiaries are together known as ‘Holland Colours’ or

‘Group.’

The Group manufactures, distributes and sells colour

concentrates. At the balance sheet date, the Group

operated through eight facilities and a network of agents

and distributors.

Since 2012, just over 50% of the Company’s shares have

been held by Holland Pigments BV (‘Pigments’). Pigments

is the ultimate parent company of the Company, in which,

along with others, all employees of the Group participate.

Employees of the Group collectively hold approximately

25% of the shares in Pigments. Participations in Pigments

held by former directors, who also are major shareholders

in Pigments, are excluded from the percentages stated

above.

The Board of Management authorized the financial

statements to be issued on 28 May 2026. The financial

statements are subject to adoption by the Annual General

Meeting of Shareholders on 9 July 2026.

2. Going Concern

The Board of Management of Holland Colours, having

made appropriate enquiries, consider that adequate

resources exist for the Group to continue in operational

existence for the foreseeable future and that, therefore,

it is appropriate to adopt the going concern basis in

preparing the consolidated financial statements for the

year ended 31 March 2026. As part of the going concern

assessment, the Board of Management considered the

sufficiency of the Group’s liquidity resources, including

committed credit facilities, over a 12 month period to

31 March 2027.

3. Key Accounting Principles

GENERAL

The Group’s consolidated financial statements are

prepared in accordance with both IFRS Accounting

Standards, as endorsed by the European Union (EU-IFRS),

and with Part 9 of Book 2 of the Dutch Civil Code. The

accounting policies under EU-IFRS are included in Note 3

to the consolidated financial statements.

The accounting policies under EU-IFRS below are applied

throughout the financial statements and are unchanged

from those applied in preparing the consolidated financial

statements for the financial year ended 31 March 2025.

Comparison numbers may have been reclassified or

adjusted for comparability purposes. If considered

material, the relevant disclosures are stated in applicable

Notes.

The Company’s financial year commences on 1 April and

ends on 31 March of the following calendar year.

These consolidated financial statements are presented in

thousands of euros, which is the Company’s functional

currency. All amounts have been rounded to the nearest

thousand, unless stated otherwise.

There were no changes to any of the key accounting

principles in the financial year.

OPERATING SEGMENTS

The Group’s reported segments are based on its internal

reporting structure and financial information provided to

the Board of Management. The segmentation is divisional,

based on the regions in which the Group operates.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

IN THOUSANDS OF EUROS

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HOLLAND COLOURS ANNUAL REPORT 2025/2026

106

IFRS STANDARDS

The following accounting standards and amendments

were adopted during the year and had no material impact

on the Group’s accounting policies or reporting::

•

Amendment to IAS 21 Lack of exchangeability;

The following amendments and interpretations will

become effective for the 2026/2027 financial year.

•

Amendments to IFRS 9 and IFRS 7 – Classification and

Measurement of Financial Instruments have been

issued but are not yet effective and will be applied by

the Group from 1 April 2026.

•

The Group has assessed these amendments and does

not expect them to have a material impact on the

classification or measurement of its financial assets and

liabilities. The amendments are expected to result in

limited additional disclosures only.

•

IFRS 18 Presentation and Disclosure in Financial

Statements has been issued but is not yet effective and

will be applied by the Group from 1 April 2027.

•

The Group has performed a preliminary assessment of

IFRS 18. The standard is expected to mainly affect the

presentation and disclosure of information in the

financial statements, in particular the structure of the

statement of profit or loss. No impact on the Group’s

financial position or cash flows is expected.

USE OF JUDGEMENTS AND ESTIMATES

In preparing these consolidated financial statements,

the Board of Management makes judgements and

estimates (if deemed necessary) about the future,

including climate-related risks and opportunities, that

affect the application of the Group’s accounting policies

and the reported amounts of assets, liabilities, income and

expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an

ongoing basis and are consistent with the Group’s risk

management and climate-related commitments, where

appropriate. Revisions to estimates are recognized

prospectively.

Judgements

For the reporting year and the previous year there were

no judgements made in applying accounting policies that

have a significant effect on the amounts recognized in

the consolidated financial statements.

Assumptions and estimation uncertainties

Information about assumptions and estimation

uncertainties that have a significant risk of resulting in

a material adjustment to the carrying amounts of assets

and liabilities within the year ending 31 March 2026 is,

if applicable, included in Note 12 Property, Plant and

Equipment.

CLIMATE CHANGE

In preparing the Group’s financial statements, the Board

of Management has considered the impact of climate

change on the judgements and estimates used in the

preparation of the financial statements. Recognizing that

the Group’s operations have a relatively low environmental

impact, no issues were identified that would impact on

the carrying values of such assets, and no issues were

identified related to the sites where the Group’s

production facilities are located.

CONSOLIDATION

The consolidated financial statements include the

Company and its subsidiaries. Subsidiaries are companies

over which the Company has control because it is either

exposed to, or has rights to, a variable return from its

involvement with the subsidiary, and has the ability to

affect returns through its power over the subsidiary.

In preparing the consolidated financial statements,

subsidiaries are accounted at net asset value. All intra-

group transactions and balances are eliminated, as are

the related unrealized gains and losses. Non-controlling

interests in equity and in results are presented separately.

Pigments, the ultimate parent company, based on local

legislation, holds 1% of the legal ownership of PT Holland

Colours Asia. Full control though resides with Holland

Colours NV, therefore PT Holland Colours Asia is 100%

consolidated.

The consolidated financial statements include the

following companies.

NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

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FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

107

NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

Legal structure including capital interest and division

structure

Division Subsidiaries Interest

Consolidated

EMEIA Holland Colours Europe BV,

the Netherlands, Apeldoorn

100% 100%

EMEIA Holland Colours UK Ltd,

United Kingdom,

Gillingham

100% 100%

EMEIA Holland Colours Hungária

Kft, Hungary, Szolnok

100% 100%

Americas Holland Colours Canada

Inc., Canada, Toronto

100% 100%

Americas Holland Colours Americas

Inc., United States,

Richmond, Indiana

100% 100%

Americas Holland Colours Mexicana

SA de CV, Mexico, Tultitlán

100% 100%

Asia PT Holland Colours Asia,

Indonesia, Surabaya

99% 100%

Venturing Holland Colours Ventures

B.V., the Netherlands,

Apeldoorn

100% 100%

Venturing Revive Colours B.V.,

the Netherlands,

Apeldoorn

100% 100%

FOREIGN CURRENCIES

Transactions in foreign currencies are recorded at the rate

of exchange prevailing on the date of the transaction.

Non-monetary assets and liabilities in foreign currency

that are measured at historical cost are translated using

the exchange rate at the date of the transaction. At each

balance sheet date, monetary assets and liabilities that are

denominated in foreign currencies are retranslated at

the rate prevailing on the balance sheet statement date.

Exchange differences that arise are recorded in the

income statement as other expenses. Hedge accounting

does not apply.

Assets and liabilities of foreign operations are recorded

at the rate of exchange prevailing on the balance sheet

statement date. Income and expense items and cash

flows of foreign operations are translated at the average

exchange rate for the period. Exchange rate differences

that arise are classified as equity and transferred to the

translation reserve. When foreign operations are disposed

of, the related cumulative translation differences are

recognized in the income statement under other

operating expenses.

Transactions of subsidiaries are measured using the

currency of the primary economic environment in which

the subsidiary operates and are translated into the

subsidiary’s functional currency, as set out above.

Key exchange rates against the euro used in preparing

the financial statements were:

Exchange Rates Used

in euros Balance Sheet

Income

Statement

2026 2025

2025/

2026

2024/

2025

US Dollar 1.15 1.08 1.16 1.07

British Pound 0.87 0.84 0.86 0.84

Canadian Dollar 1.60 1.55 1.60 1.49

Mexican Peso 20.71 22.05 21.43 20.57

REVENUE

Revenue arises from the provision of goods under

contract with customers and is recognized by identifying

the contract and its performance obligations as well as

the determination and allocation of the transaction price

to these performance obligations. A contract with a

customer generally has one performance obligation, which

is satisfied at a certain point in time. The transaction price

reflects the amount that the Group has rights to under

the present contract. In other words, it is based on the

amount to which the entity expects to be “entitled”.

This amount excludes amounts collected on behalf of

another party, such as sales taxes.

FIVE-YEAR SUMMARY & INVESTOR RELATIONSSUPERVISORY BOARD REPORTESG EMPLOYEE PARTICIPATIONREMUNERATION REPORTGOVERNANCEMANAGEMENT BOARD REPORTABOUT

INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

108

NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

costs are recognized in the income statement as incurred.

Subsequent to initial recognition, software costs are

measured at cost less accumulated amortization and

accumulated impairment losses. Amortization methods,

useful lives and residual values are reviewed at each

reporting date and adjusted if appropriate.

Amortization of Intangible Assets is on a straight-line base

over the useful life. The estimated useful lives are:

Development Costs 5 years

Software 3 to 5 years

Property, Plant and Equipment

Property, plant and equipment are measured at cost less

accumulated depreciation and, if applicable, impairments.

Costs of self-constructed assets comprise direct cost,

direct labour costs and appropriate allocation of overhead

costs and capitalized borrowing costs. Subsequent

expenditure is capitalized only when it is probable that the

future economic benefits associated with the expenditure

will flow to the Group. Depreciation is calculated to write

off the cost of items of property, plant and equipment, if

applicable, less their estimated residual values, using the

straight-line method over their estimated useful lives, and

is generally recognized in the income statement.

Depreciation starts from the date the item is ready for its

intended use. Land is not depreciated. If a significant part

of an item of property, plant and equipment has a

different useful life, then it is accounted for as a separate

item (component) of property, plant and equipment. Any

gain or loss on the disposal of an item of property, plant

PRINCIPLES FOR THE VALUATION OF ASSETS

AND LIABILITIES

General

The valuation principles are primarily based on the

valuation of the assets and liabilities at historical cost.

Intangible Assets

Costs related to research activities are recognized in the

income statement as incurred.

Development costs are capitalized only if the expenditure

can be measured reliably, the product or process is

technically and commercially feasible, future economic

benefits are probable, and the Group intends to, and has

sufficient resources to, complete development and to use

the asset. Otherwise, costs are recognized in the income

statement as incurred. Subsequent to initial recognition,

development costs are measured at cost less accumulated

amortization and any accumulated impairment losses.

Amortization methods, useful lives and residual values are

reviewed at each reporting date and adjusted if

appropriate.

Other intangible assets consist of the costs of software

and licenses. If the Group receives a software asset, that

is, if the Group obtains control over a software intangible

asset from which it could obtain future economic benefits

and restrict others’ access to it, then that asset is

measured at cost and includes the directly attributable

costs of preparing the software for its intended use, such

as costs related to implementation and commissioning. If

the Group does not have control of a software intangible,

Revenue is recognized when the customer obtains the

control of the goods, based on the delivery conditions of

the sales contract. Invoices are usually paid within 50 days.

The main incoterm used is Delivered Duty Paid (DDP).

Revenue is stated at the fair value of the transaction price.

This means the revenue is recognized net of (volume

based) rebates, discounts and, if applicable, taking returns

into consideration.

OPERATING EXPENSES

Government Grants (Personnel Expenses)

Government grants are recognized when there is a

reasonable assurance that the grant will be received and

all conditions have been met. Government grants are

recognized in the income statement in the same period as

the expenses to which these relate and mainly comprise

personnel expenses.

Finance Income and Expenses

Finance income and expenses comprise the interest

received from or paid to third parties relating to the

financial year and is expensed as incurred.

Earnings per Share

Earnings per ordinary share are calculated as the net

result attributable to shareholders of ordinary shares,

divided by the total weighted average number of

outstanding shares in the financial year.

FIVE-YEAR SUMMARY & INVESTOR RELATIONSSUPERVISORY BOARD REPORTESG EMPLOYEE PARTICIPATIONREMUNERATION REPORTGOVERNANCEMANAGEMENT BOARD REPORTABOUT

INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

109

NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

and equipment is recognized in the income statement.

Costs for maintenance and repair as part of normal

business operations are recognized as an expense.

Low-value assets are fully expensed in the year of

acquisition.

Depreciation methods, useful lives and residual values are

reviewed at each reporting date and adjusted if

appropriate. Property, plant and equipment are assessed

for impairment if there are events or indications that an

item may have lost value.

Right-of-Use Assets and (non) current lease liabilities

At inception, a contract is assessed to determine if it is a

lease. A lease is defined if the contract conveys the right to

control the use of an identified asset for a period of time

in exchange for consideration and the following criteria

are met: the lease is identifiable; the Group has the right

to substantially obtain all economic benefits from the use

of the identified asset during the period of use; the Group

has the right to use the identified asset throughout the

period of use.

At the commencement date of the contract, the Group

recognizes an asset and a lease liability under non-current

assets and non-current liabilities. Lease liabilities due

within one year are presented under current liabilities.

The right-of-use assets are valued at cost, which is the

initial valuation of the lease obligations plus all lease

payments made before the commencement date,

incentives are deducted. Lease payments that are

included in the measurement consist of fixed and variable

payments, the latter including changes in an index or price

and payments that arise from extension options that are

reasonably certain to be exercised.

The right-of-use assets are measured at cost less

accumulated depreciation, based on the duration of the

contract and, if applicable, impairments. Depreciation is

calculated to write off the right-of-use asset, using the

straight-line method over the duration of the lease

contract, and is generally recognized in the income

statement.

At the commencement date, the Group values the

right-of-use assets and the lease liability at the present

value of the lease payments, discounted using the interest

rate implicit for the lease, if available, or the incremental

borrowing rate. The lease liability is valued at the present

value as described above for unpaid lease payments at

the commencement date. Payments to the lessor are

considered repayments of the obligation.

After initial valuation, the lease liability is lowered for

repayments and increased for interest. These are

recognized in the income statement.

The lease liability is remeasured if there is a change in

future lease payments arising from a change in an index

or rate, if the Group changes its assessment of whether it

will exercise a purchase, an extension or a termination

option, or if there is a revised in-substance fixed lease

payment. If the lease liability is remeasured in this way, a

corresponding adjustment is made to the carrying amount

of the right-of-use asset, or it is recorded in the income

statement if the carrying amount of the right-of-use asset

has been reduced to zero.

The Group applies a single Incremental Borrowing Rate

per category of leases and is determined per Division. The

Group determines the Incremental Borrowing Rate by

obtaining interest rates from various external financing

sources and making certain adjustments to reflect the

terms of the lease and the type of asset leased.

For this financial year, the weighted average of the

Incremental Borrowing Rate was 4.56% (2024/2025:

4.56%).

The Group applies the exemptions for short term leases

of less than a year and for low value assets, and these are

therefore not recognized in the balance sheet. Payments

related to these, including for right-of-use assets and lease

liabilities, are instead recognized in the income statement

over the duration of the lease period.

Depreciation

Depreciation is calculated to write off the cost of items of

property, plant and equipment and right-of-use assets, if

applicable, and minus their estimated residual values,

using the straight-line method over their estimated useful

lives, and is generally recognized in the income statement.

FIVE-YEAR SUMMARY & INVESTOR RELATIONSSUPERVISORY BOARD REPORTESG EMPLOYEE PARTICIPATIONREMUNERATION REPORTGOVERNANCEMANAGEMENT BOARD REPORTABOUT

INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

The estimated useful lives are:

Land not depreciated

Buildings 20 to 40 years

Machinery and Equipment 10 years

Other 3 to 5 years

Right-of-Use Assets 1 to 10 years

Impairment of Non-Current Assets

At each reporting date, the Group reviews the carrying

amounts of its tangible and intangible non-current assets

to determine whether there is any indication of

impairment. If any such indication exists, then the asset’s

recoverable amount is estimated.

For impairment testing, assets are grouped together into

the smallest group of assets that generate cash inflows

from continuing use that are largely independent of the

cash inflows of other assets or CGUs.

The recoverable amount of an asset or CGU is the higher

of its value in use or its fair value less costs of disposal.

Value in use is based on the estimated future cash flows,

discounted to their present value using a pre-tax discount

rate that reflects current market assessments of the time

value of money and the risks specific to the asset or CGU.

An impairment loss is recognised if the carrying amount

of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They

are allocated to reduce the carrying amounts of the other

assets in the CGU on a pro rata basis.

For other assets, an impairment loss is reversed only to

the extent that the asset’s carrying amount does not

exceed the carrying amount that would have been

determined, net of depreciation or amortisation, if no

impairment loss had been recognized.

In the financial year there were no indications that

triggered an impairment.

Change in expected useful life of Non-Current Assets

The depreciation period for Non-Current Assets is

assessed, at least, at the end of each financial year.

Changes in the expected useful life of an asset are

accounted for by adjusting either the depreciation period

or method. These are treated as changes in accounting

estimate. In this financial year, no changes in expected

useful lives occurred.

Taxation

Tax expenses comprise current and deferred tax including

the effects of changes in tax rate and adjustments to tax

assessments related to prior years.

Tax is calculated on the result before tax, taking into

account the prevailing tax rate and tax legislation in the

countries in which the Group operates. Tax is accounted

for in the income statement, unless it relates to items

recognized in the other comprehensive income, in which

case tax is also accounted for in other comprehensive

income.

Current tax is the amount of corporate income taxes

expected to be payable or recoverable, based on the

result for the financial year, as adjusted for items that are

not taxable or not deductible. Current tax is calculated

using tax rates and laws that were enacted or

substantively enacted at the date of the balance sheet.

The Board of Management periodically evaluates positions

taken in tax returns with respect to situations in which

the applicable tax regulation is subject to interpretation.

Provisions are established where appropriate on the basis

of amounts expected to be paid to the tax authorities.

Current tax may include amounts provided in respect of

uncertain tax positions when management expects that,

upon examination of the uncertainty by a tax authority,

it is more than likely that an economic outflow will occur.

Changes in facts and circumstances underlying these

provisions are reassessed at the date of each balance

sheet, and the provisions are remeasured as required

to reflect current information.

Deferred tax is recognized on temporary differences

arising between the tax bases of assets and liabilities and

their carrying amounts in the balance sheet. Deferred tax

is calculated using tax rates and laws that have been

enacted or substantively enacted at the end of the

financial year, and which are expected to apply when the

related deferred tax asset is realized, or the deferred tax

liability is settled.

FIVE-YEAR SUMMARY & INVESTOR RELATIONSSUPERVISORY BOARD REPORTESG EMPLOYEE PARTICIPATIONREMUNERATION REPORTGOVERNANCEMANAGEMENT BOARD REPORTABOUT

INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

Inventories

Inventories are stated at the lower of cost or net realizable

value. The net realizable value is the estimated sales price

in the normal course of business, less estimated cost for

completion and less estimated selling expenses, which

assessment is carried out annually. Raw materials are

measured at historical cost based on the first-in-first-out

method (FIFO). Finished goods comprise of cost of direct

materials, and a surcharge for direct and indirect

production cost. A provision for obsolete inventories

is stated based on aging of the inventories and

management’s assessment on the risk for obsolescence.

Trade and Other Receivables

Trade and other receivables are stated at the lower of

either initial fair value or amortized cost. The Group

measures an allowance for expected credit losses for its

trade receivables which is based on the aging of trade

receivables. See note 16 Trade and other receivables.

Cash and Cash Equivalents

Cash and Cash Equivalents comprise cash balances, call

deposits and other short-term highly liquid investments,

and are held in the balance sheet at fair value.

Provisions

Provisions are recognized when there is a present

obligation as a result of a past event and when there is

a probable outflow of economic benefits which can be

reliably estimated. Provisions are recognized based on the

expected expenditure required to settle the obligation.

Long-term provisions are discounted, with the exception

of the following methods, depending on which of the

methods the Board of Management expects will better

predict the amount it will pay over to the tax authority:

•

The single best estimate – where there is a single

outcome that is more likely to occur than not occur.

This will happen, for example, where the tax outcome is

binary, or the range of possible outcomes is narrow or

concentrated on a single value or

•

A probability-weighted expected value – where, on the

balance of probabilities, something will be paid to the

tax authority, but the possible outcomes are widely

dispersed with low individual probabilities (i.e. there is

no single outcome more likely to occur). In this case,

the provision is the sum of the probability-weighted

amounts in the range.

In assessing provisions against uncertain tax positions,

the Board of Management uses professional firms and

previous experience to inform the evaluation of risk.

However, it remains possible that uncertainties will

ultimately be resolved at amounts greater or smaller than

the liabilities recorded.

The Group maintained no provision for any uncertain tax

positions in the financial year (2025: nil).

The amendment to IAS 12 Income Taxes – International

Tax Reform – Pillar Two Model Rules is not applicable to

the Group with the Group’s global revenue not exceeding

€ 750 million.

Deferred tax liabilities are generally recognized for all

temporary differences. Deferred tax assets are recognized

to the extent it is probable that taxable profits will be

available against which the deductible temporary

differences can be utilized. These are reviewed at the end

of each financial year and reduced to the extent that it is

no longer probable that sufficient taxable profits will be

available to allow all or part of the assets to be recovered.

The availability of suitable taxable profit is considered

probable when an entity has taxable temporary

differences relating to the same tax authority and the

same tax entity that are expected to reverse in the same

period as the deductible temporary difference or unused

tax losses or credit.

Deferred tax is presented at nominal value, hence no

discount rate is applicable.

The Group is subject to tax in numerous jurisdictions,

giving rise to complex tax issues. As a multinational

enterprise, tax returns in the countries in which it

operates are subject to tax authority audits as a matter of

routine. While the Group is confident that tax returns are

appropriately prepared and filed, amounts are provided in

respect of uncertain tax positions that reflect the risks

with respect to tax matters under active discussion with

tax authorities, or which are otherwise considered to

involve uncertainty.

The valuation of provisions required in relation to

uncertain tax positions involves estimation. Provisions

against uncertain tax positions are measured using one

FIVE-YEAR SUMMARY & INVESTOR RELATIONSSUPERVISORY BOARD REPORTESG EMPLOYEE PARTICIPATIONREMUNERATION REPORTGOVERNANCEMANAGEMENT BOARD REPORTABOUT

INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

of deferred tax. Provisions are determined by discounting

the expected future cash flows at a pre-tax rate that

reflects current market assessments of the time value of

money and the risks specific to the liability. The unwinding

of the discount is recognized as finance costs.

Remeasurements are recognized in profit or loss in the

period in which they arise.

Environmental obligation

The provision for environmental cost relates to the

Group’s production location in Hungary and is valued at

the nominal value of the estimated expenditure, with a

remaining duration of five years.

Employee Benefits

Obligations for contributions to defined contribution plans

as operated by the Group are expensed as the related

service is provided.

Short-term employee benefits are expensed as the related

service is provided. A liability is recognized for the amount

expected to be paid if the Group has a present legal or

constructive obligation to pay this amount as a result of

past service provided by the employee, and the obligation

can be estimated reliably.

The Group’s net obligation in respect of long-term

employee benefits is the amount of future benefit that

employees have earned in return for their service in the

current and prior periods. That benefit is discounted to

determine its present value. Remeasurements are

recognized in the income statement in the period in which

they arise.

Pre-pension plan

The pre-pension plan operated in the Netherlands was

terminated and converted from a conditional obligation

for past service years into a conditional payment for an

equal amount, payable to the employee on an annual

basis. This conditional payment plan will end in September

2037. Following are the conditions: 1), the employee must

be in service at the time of the annual payment; 2), the

Board of Management assesses annually that the Group’s

financial results are sufficient to cover the annual

payment.

Plan termination of employment

The plan for termination of employment is operated in

Indonesia, based on the legal obligation to make a payout

should the employment of the employee be terminated.

The obligation is measured at the net present value, based

on an estimate of mortality rates and future salary

increases at a discount rate of 7.00% (2025: 7.25%). When

changes occur, a gain or a loss on that change is

recognized immediately in the income statement.

Jubilee bonuses

The liability for jubilee bonuses is the amount for future

benefits relating to an individual employee’s service in the

current and previous financial years. This obligation is

measured at the net present value based on an estimate

of future dismissal and future salary increases at a

discount rate of 4,23% (2025: 3.81%). When changes

occur, a gain or a loss on that change is recognized

immediately in the income statement.

FIVE-YEAR SUMMARY & INVESTOR RELATIONSSUPERVISORY BOARD REPORTESG EMPLOYEE PARTICIPATIONREMUNERATION REPORTGOVERNANCEMANAGEMENT BOARD REPORTABOUT

INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

113

NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

2025/2026 2024/2025

Increase EUR-USD 10% Decrease EUR-USD 10% Increase EUR-USD 10% Decrease EUR-USD 10%

Net Result (204) 245 (473) 573

Equity (2,118) 2,589 (2,708) 3,310

In relative terms, the various currencies affected the Group’s net sales and expenses as follows:

Revenue Expenses

2025/2026 2024/2025 2025/2026 2024/2025

Euro 48% 50% 50% 47%

US Dollar 37% 35% 31% 31%

Other 15% 15% 19% 22%

Total 100% 100% 100% 100%

4. Financial Risk Management

As part of the normal conduct of its business, the Group is

exposed to a variety of financial risks, such as currency

risk, credit risk, liquidity risk, interest risk and capital risk.

In terms of risk management policy, it is recognized that

the financial markets are volatile and that the aim should

be to limit as much as possible the potential negative

effects of this on the Group’s financial results. The Board

of Management is responsible for managing the risks

associated with its activities and the establishment and

adequate functioning of appropriate risk management

and control systems.

CURRENCY RISK

The reporting currency of the Group is the euro. Being a

global operation, the Group is exposed to a variety of

foreign currencies. Currency risk arises from engaging in

commercial transactions in non-functional currencies,

mainly the US Dollar. Holland Colours aims to limit the

effect of transaction-related exchange-rate exposure on

the Group by preferring to invoice in the functional

currency of the supplying entity, which in most cases is

regional. Currency hedging on monetary currency

positions or projected sales is not in place. The Group

participates in several foreign subsidiaries of which the net

equity is mainly US Dollar nominated. This is subject to

currency translation risk in the consolidation process. The

impact varies over the years and is complicated to mitigate

due to the long-term fluctuations in the EUR-US Dollar

rate. This risk is monitored but not hedged. There are no

balance sheet items susceptible to currency risk.

The table below shows the sensitivity of the net result

after tax and the equity (including translation effects) to

the US Dollar with all other variables kept constant:

CREDIT RISK

Credit risk is the risk of financial loss by the Group in the

event a customer fails to meet contractual obligations.

Credit risk mainly arises from receivables from customers.

The Group follows an active policy to minimize credit risk.

This policy includes strict internal guidelines regarding

client and order acceptance, overdue payments, the use

of sales information systems, the consultation of external

sources and, where necessary, requesting security for

payment. Due to its distribution over a large number of

customers and geographical areas, there is no significant

concentration of credit risk. There is no insurance for

credit risk in place. The cash transactions are executed

with creditworthy financial institutions. The Company’s

credit risk management framework includes conducting a

thorough screening of banking partners creditworthiness

and credit ratings by reputable credit rating agencies such

as Moody’s.

LIQUIDITY RISK

Liquidity risk is the risk that the Group will encounter

difficulties in meeting the obligations associated with its

financial liabilities that are settled by delivering cash or

another financial asset. The Group’s approach to

managing liquidity is to ensure, as far as possible, that it

will have sufficient liquidity to meet its liabilities when they

fall due, under both normal and stressed conditions,

without incurring unacceptable losses or risking damage

to the Group’s reputation.

The Group maintains flexibility in funding by keeping credit

lines available at the ABN AMRO Bank NV for an amount of

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INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

114

NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

€ 7 million. On the basis of cash flow forecasting models,

the Group tests whether the available credit facilities will

cover the expected credit need. Based on the analysis, the

Group believes that the current expected credit need is

covered sufficiently.

The maturity of the Company’s non-current and current

financial liabilities as per 31 March 2026 is as follows

(amounts in thousands of euros; maturity in years):

2025/2026 2024/2025

1 < 13,422 17,267

1 - 5 1,400 1,063

> 5 – –

Total 14,822 18,330

INTEREST RATE RISK

There were no current or non-current borrowings at the

end of the financial year. As the Group has no significant

interest-bearing assets and liabilities, the direct impact of

changes in the market rates to the Group’s income and

operating cash flow is limited.

CAPITAL RISK

The policy of the Group regarding the capital structure of

the Company is based on the solvency ratio. The solvency

ratio remains above 60% and is defined as equity/total

assets. In addition, the Group aims to finance its activities

with equity.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The Group applies the following hierarchy for determining

and disclosing the fair value of financial instruments by

valuation technique:

•

Level 1: Quoted (unadjusted) prices in active markets

for identical assets or liabilities;

•

Level 2: Valuation techniques whereby the lowest-level

input as significant for valuation at fair value is directly

or indirectly observable;

•

Level 3: Valuation techniques whereby the lowest level

input as significant for valuation at fair value is not

observable.

Changes in the fair value of the above-mentioned Financial

Instruments, if accounted for at fair value, are recognized

in the Income Statement, unless hedge accounting is

applied.

5. Cash Flow Statement

The cash flow statement is prepared using the indirect

method. Cash flows in foreign currencies are translated to

euros against the exchange rate on the transaction date.

Exchange rate differences for cash and cash equivalents

are shown separately in the cash flow statement. Interest

paid and received and payments for income taxes are

presented under net cash from operating activities.

Dividends paid are included under cash flow from

financing activities. Transactions that do not involve an

exchange of cash are not included in the cash flow

statement. The payment of lease instalments under the

financial lease contract are shown as a cash out under

financing activities as far as the repayment is concerned,

and a cash out under operating activities as far as the

interest is concerned.

6. Segment Information

The Group is organised into geographical segments, which

form the basis for both management and internal

reporting purposes. Accordingly, segment information is

presented in line with the Group’s organisational and

reporting structure. The Group’s three operating

segments each represent a geographical region.

The Board of Management, acting as the Chief Operating

Decision Maker, monitors the operating results of these

geographical segments for the purpose of resource

allocation and performance assessment. Segment results

are measured on the same basis as the operating result

presented in the consolidated financial statements.

Intersegment transactions and services are conducted on

an arm’s length basis. No differences exist between the

measurement of segment results and the Group’s

accounting policies applied in the consolidated financial

statements.

The reported segment results exclude corporate costs,

including head office expenses, which are managed

centrally and therefore not allocated to the operating

segments.

FIVE-YEAR SUMMARY & INVESTOR RELATIONSSUPERVISORY BOARD REPORTESG EMPLOYEE PARTICIPATIONREMUNERATION REPORTGOVERNANCEMANAGEMENT BOARD REPORTABOUT

INTRODUCTION BY THE CEO

FINANCIAL STATEMENTS

HOLLAND COLOURS ANNUAL REPORT 2025/2026

115

NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

Segments 2025/2026 EMEIA Americas Asia Total

Revenue 59,824 41,556 7,627 109,007

Operating Result 1,659 1,613 552 3,824

Assets 41,666 22,211 8,721 72,598

Liabilities 18,951 6,643 987 26,581

Segments 2024/2025 EMEIA Americas Asia Total

Revenue 60,054 42,307 9,986 112,347

Operating Result 2,951 3,669 1,319 7,939

Assets 42,379 26,432 10,396 79,207

Liabilities 18,612 5,048 1,750 25,410

In accordance with IFRS 8.23(f), management has applied judgement in determining which

items of income and expense are disclosed for each reportable segment. The segment

information presented reflects the measures that are regularly reviewed by the Chief

Operating Decision Maker to assess segment performance and allocate resources.

Intercompany revenues, expenses and balances are eliminated on consolidation and are

not presented separately in the segment information, as such information is not included

in the measures reviewed by the Chief Operating Decision Maker.

Below table shows the reconciliation of segment information to consolidated financial

statements.

2025/2026 2024/2025

Operating result

Total segment operating result 3,824 7,939

Intersegement eliminations (276) 104

Corporate / HQ costs 1,016 (116)

4,564 7,927

Assets

Total segment assets 72,598 79,207

Intersegement eliminations (13,648) (8,924)

Corporate / HQ 16,332 12,503

75,282 82,784

Liabilities

Total segment liabilities 26,581 25,410

Intersegement eliminations (13,599) (8,704)

Corporate / HQ 1,840 1,624

14,822 18,330

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INTRODUCTION BY THE CEO

FINANCIAL STATEMENTSESG

HOLLAND COLOURS ANNUAL REPORT 2025/2026

116

NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

Revenues are attributed to geographical areas based on the location of the external

customer. Revenue generated in the Netherlands amounts to € 10,454 (2024/2025:

€ 9,213), revenue generated in the USA amounts to € 26,464 (2024/2025: € 26,223) and in

Indonesia amounts to € 4,390 (2024/2025: €5,385).

8. Personnel Expenses

The table below shows the breakdown for Personnel Expenses.

2025/2026 2024/2025

Wages and Salaries (20,114) (20,665)

Social Security Costs (2,564) (2,334)

Pension Costs (1,442) (1,228)

Total Personnel Expenses (24,120) (24,227)

Under wages and salaries an amount of € 75 (2024/2025: nil), as a provision for possible

future performance shares for the Board of Management, is included. See also Note 29:

Related Parties. Previous year an amount for profit sharing € 1,540 is included in the wages

and salaries. This financial year the criteria for the profit share were not met, hence no

expenses were made. Please see Note 30: Profit-sharing plan.

The personnel costs above include restructuring costs 2025/2026: € 138 (2024/2025:

€ 42). Government grants included are € 10 included (2024/2025: € 53).

The remuneration of the Board of Management and the Supervisory Board is shown in

Note 29: Related Parties.

7. Revenue

The tables below show the breakdown of revenue by market segment and geographical

market.

Revenue by market segment 2025/2026 2024/2025

Building & Construction 52,072 52,046

Packaging 34,629 34,592

Coatings & Sealants 12,704 15,049

Other 9,602 10,660

Total Revenue 109,007 112,347

The Group generates revenue primarily from the sale of its self-produced tailored

colorants to B2B customers across the world in the following key markets: Building &

Construction, Packaging and Coatings & Sealants. In Building & Construction, the Company

serves various markets, including profiles, pipes, tubing and fittings, siding and cladding,

decking, fencing, window blinds and insulation. The Group offers solutions for a wide range

of polymers. The Group’s Packaging products combine any colour with multiple

functionalities offering a customized packaging solution around properties, specifications

and performance. Coatings & Sealants offers a wide range of industrial colorant solutions.

Revenue by geographical market 2025/2026 2024/2025

Europe 42,892 42,989

North America 40,308 41,326

Asia 17,046 22,613

Rest of world 8,761 5,419

Total Revenue 109,007 112,347

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

In this financial year, the average number of employees was 421 FTEs (2024/2025:

399 FTEs), of which 272 FTE (2024/2025: 262 FTE) were employed outside the Netherlands.

This staffing level (average number of staff) can be divided into the following staff

categories:

2025/2026 2024/2025

Management 8 8

Production 220 206

Sales & Marketing 121 114

Research & Development 26 25

Finance 18 16

Other 28 30

421 399

9. Other Operating Expenses

The table below shows the main components of the Other Operating Expenses category.

2025/2026 2024/2025

Other Personnel Expenses (5,273) (5,607)

Travel and Accommodation (1,319) (1,161)

Maintenance (3,011) (2,190)

Energy (1,657) (1,807)

Consulting (2,865) (3,009)

Materials (1,343) (2,023)

Insurance (921) (732)

Other Expenses (3,118) (3,457)

Total Other Operating Expenses (19,507) (19,986)

Amongst the Other Expenses are Environmental costs of € 721 (2024/2025 €665),

Marketing and Communication of € 1,079 (2024/2025 € 825) and Exchange rate

differences for the amount of € 527 (2024/2025 € 410).

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

10. Income Tax

The main components of the Tax charge in this financial year are shown in the table below.

2025/2026 2024/2025

Corporate Income Tax due this year:

•

Current Income Tax (1,104) (2,034)

•

Tax Incentive Programs, including Innovation Box 141 260

•

Adjustments of tax recorded in previous years (31) (279)

•

Other Taxes (98) (166)

Deferred Tax:

•

In relation to the existence and reversal of

temporary differences (1) (1)

Total Tax Expense (1,093) (2,220)

The Corporate Income Tax as recognized in the consolidated income statement amounts

to € 1,093 (2024/2025: € 2,220). The effective tax rate is 23.9% (2024/2025: 27.4%) the

latter is mainly explained by previous years’ adjustments and Dutch tax incentive

programs.

The Other Taxes mainly relate to locally applied Withholding Taxes on royalties charged by

and paid to the Company by the operating entity in Indonesia, which will be gradually

applied against the Dutch corporate income tax.

Calculation of the effective tax rate at statutory tax rates in the Netherlands.

2025/2026 2024/2025

Result before Income Tax 4,577 8,110

Tax at the rate applicable in

the Netherlands (25.8%) (1,181) (25.8%) (2,092)

Effect of different tax rates in countries

in which the Group operates 1.7% 77 0.7% 58

Adjustments of taxes previous years (0.7%) (31) (3.4%) (279)

Expenses not deductible (1.0%) (45) 0.5% 38

Tax incentive programs 3.1% 141 3.2% 260

Other differences (1.2%) (54) (2.5%) (205)

Total Tax Expense (23.9%) (1,093) (27.4%) (2,220)

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

11. Intangible Assets

Development

Costs Software Total

As at 31 March 2024

Cost 1,922 533 2,455

Accumulated Amortization (1,922) (532) (2,454)

Carrying Amount – 1 1

Change in Asset Value

Capital Expenditures – 22 22

Disposals – 1 1

Amortization – (8) (8)

Changes – 15 15

As at 31 March 2025

Cost 1,922 533 2,455

Accumulated Amortization (1,922) (517) (2,439)

Carrying Amount – 16 16

Change in Asset Value

Capital Expenditures (21) – (21)

Disposals 21 (1) 20

Amortization – (7) (7)

Changes – (8) (8)

As at 31 March 2026

Cost 1,901 532 2,433

Accumulated Amortization (1,901) (524) (2,425)

Carrying Amount – 8 8

The Group’s total expenditure on research and development amounted to € 2,911 in the

financial year (2024/2025: € 3,246). Research costs are expensed as incurred.

Development costs are capitalised only if the criteria set out in IAS 38 are met. Due to the

nature and organisation of the Group’s research and development activities, these criteria

are generally not met and development costs are therefore expensed.

R&D expenses presented in the consolidated financial statements reflect the Group’s

underlying research and development costs and are included in Personnel Expenses and

Other Operating Expenses. Intercompany R&D recharges, including any transfer pricing

mark-ups, are eliminated on consolidation and do not form part of total R&D expenditure.

Amortisation of previously capitalised development costs was not material in the current

year (€ 0; 2024/2025: € 8) and is presented under Amortisation and Impairments in the

consolidated income statement.

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

12. Property, Plant and Equipment

No Personnel Expenses were capitalized in this

financial year (2024/2025: nil).

No impairments incurred this financial year.

Included in land and buildings is land in the

amount of € 1,974 (2024/2025: € 2,109).

Land and

Buildings

Machinery and

Equipment Other

Assets under

Construction Total

As at 31 March 2024

Cost 26,827 34,959 5,401 4,442 71,629

Accumulated Depreciation (16,943) (25,676) (4,732) – (47,351)

Carrying Amount 9,884 9,283 669 4,442 24,278

Change in Asset Value

Capital Expenditures 431 912 118 739 2,200

Transfer Assets under Construction 96 3,689 829 (4,615) –

Disposals (38) (27) (57) – (122)

Transfer – 495 (497) – (2)

Depreciation (645) (1,989) (232) – (2,866)

Exchange Rate Differences (14) (12) – (5) (31)

Changes (169) 3,067 161 (3,881) (821)

As at 31 March 2025

Cost 27,275 38,705 6,234 566 72,781

Accumulated Depreciation (17,560) (26,354) (5,404) (5) (49,324)

Carrying Amount 9,715 12,351 830 561 23,457

Change in Asset Value

Capital Expenditures 91 122 101 4,568 4,882

Transfer Assets under Construction 102 2,927 216 (3,245) –

Disposals (122) – (5) – (127)

Depreciation (603) (2,106) (282) – (2,991)

Exchange-rate Differences (235) (153) (4) (6) (398)

Changes (767) 790 26 1,317 1,366

As at 31 March 2026

Cost 27,190 41,664 6,455 1,889 77,198

Accumulated Depreciation (18,242) (28,523) (5,599) (11) (52,375)

Carrying Amount 8,948 13,141 856 1,878 24,823

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

13. Right-of-Use Assets

The table below shows the movement of the Right-of-Use Assets. These assets consist of

capitalized lease agreements.

Land and

Buildings

Machinery

and

Equipment Vehicles Total

As at 31 March 2024

Carrying Amount 649 106 495 1,250

Change in Asset Value

Additions 245 4 401 650

Remeasurements (388) (9) (71) (468)

Depreciation (177) (53) (324) (554)

Transfer (6) – – (6)

Exchange Rate Differences (7) 0 2 (5)

Changes (333) (58) 8 (383)

As at 31 March 2025

Carrying Amount 316 48 503 867

Change in Asset Value

Additions 50 201 419 670

Remeasurements – – (2) (2)

Depreciation (253) (61) (331) (645)

Exchange Rate Differences (9) (2) (3) (14)

Changes (212) 138 83 9

As at 31 March 2026

Carrying Amount 104 186 586 876

Interest expenses on the lease liabilities recognized within finance expenses was € 52

(2024/2025: € 52). There were no leases with a low value not recorded, and no short-term

leases not recorded.

As at 31 March 2026, the Group was not committed to leases with future cash outflows

which had not yet commenced and as such were not accounted for as a liability as of

31 March 2026. The total cash outflow from leases in this financial year was € 605

(2024/2025: € 479). Please refer to Note 24: Lease Liabilities.

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

14. Deferred Tax Assets and Liabilities

Deferred Tax resulting from temporary differences between the fiscal and commercial

value of assets and liabilities is accounted for at the nominal tax rate applicable in the

country concerned, but only if it is likely to be realized from future taxable profits.

This likelihood assessment is based on projections of the future taxable results of the

relevant entities in the Group. These projections are partly based on approved budgets.

The Deferred Tax Assets and Liabilities stated in the balance sheet can be attributed to the

following items:

2026 2025

Assets Liabilities Assets Liabilities

Property, Plant and Equipment 531 402 482 120

Financial Non-Current Assets – 9 4 28

Inventories 209 27 86 16

Other Receivables 439 13 384 21

Employee Benefit Obligations 110 18 177 13

Other Assets and Liabilities 434 10 243 62

1,723 479 1,376 260

Offset within same tax jurisdiction (479) (479) (186) (186)

At the end of the year 1,244 – 1,190 74

2026 2025

Current 255 (9) 44 66

Non-Current 989 9 1,146 8

Total Deferred Income Tax Assets

and Liabilities 1,244 – 1,190 74

Change in Net Deferred Tax 2026 2025

At the start of the year 1,116 1,027

Recognized in Income Statement (1) (1)

Transferred to current tax liabilities 129 90

At the end of the year 1,244 1,116

The net deferred tax position increased in the financial year by € 128 (last year € 89), of

which € 129 (2024/2025: € 90) was due to transfer to current tax liabilities. Exchange

differences arising from the translation of the financial statements of foreign operations

are recognized in other comprehensive income and accumulated in equity. No deferred

tax has been recognized on these amounts, as the differences do not give rise to taxable

or deductible temporary differences in accordance with IAS 12.

15. Other Non-Current Assets

Shares in Holland Pigments B.V.

The Company has acquired shares in Holland Pigments B.V. which are held for the

purpose of settling future share-based payment arrangements with members of the Board

of Directors. The shares have not been granted as of the reporting date. The shares are

recognised as a financial asset and are measured at cost. They are not held for trading

purposes and are not subsequently remeasured.

Upon delivery of the shares to the participants, the financial asset will be derecognised.

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

16. Inventories

2026 2025

Raw Materials 11,178 10,560

Finished Goods 6,296 7,108

Total Inventories 17,474 17,668

In the current financial year, inventories of € 53,219 (2024/2025: € 53,059) were

recognized as an expense during the year and included in cost of materials. Other items

included in cost of materials concern mainly freight and packaging costs of € 3,954

(2024/2025: € 3,720).

Provision for obsolete stock

The provision for obsolete inventories amounts to € 1,129 (2025: € 1,210) and is based on

aging of the inventories and assessment by the Board of Management on the risk of

obsolescence.

The table below shows the movement in provision for obsolete stock.

2026 2025

Opening Balance (1,210) (1,390)

Additions (41) (162)

Releases 107 322

Exchange Rate Differences 15 20

Closing Balance (1,129) (1,210)

17. Trade and Other Receivables

2026 2025

Trade Receivables 16,965 16,804

Loss Allowance (111) (136)

Other Tax Receivables 852 601

Prepaid costs 1,636 1,068

Total Trade and Other Receivables 19,342 18,337

The aging of Trade Debtors is as follows:

Trade Receivables: Aging in Days 2026 2025

Not due 15,103 14,579

1 – 30 1,572 1,628

31 – 60 123 483

61 – 365 151 75

> 366 16 39

Total 16,965 16,804

Trade and Other Receivables with less than one year to maturity are recognized initially at

fair value and subsequently at amortized cost. Additions to the Allowance for Expected

Credit Losses are included in the Income Statement under Other Operating Expenses.

The table below shows movements in the Allowance for Expected Credit Losses.

2026 2025

At the start of year (136) (135)

Additions 18 (104)

Releases 5 78

Written off – 23

Exchange Rate Differences 2 2

At the end of year (111) (136)

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

The table below shows the percentages used for expected credit losses on trade

receivables.

Overdue in days 2026 2025

Not due 0.24% 0.24%

1 – 30 1.00% 1.00%

31 – 60 2.50% 2.50%

61 – 365 5.00% 5.00%

> 365 100.00% 100.00%

18. Cash and Cash Equivalents

2026 2025

Cash in banks 10,182 20,580

Cash in hand 17 18

Total Cash and Cash Equivalents 10,199 20,598

Cash and Cash Equivalents are freely available to the Group, except for an amount of

€ 2,000 (2024/2025: € 1.895) held in deposits with a maturity of one month. The Company

has a credit facility in place with ABN AMRO Bank NV for the amount of € 7,000 (2025:

€ 7,000). The Group’s significant cash position reported last year has decreased to some

extent following dividend distributions during the current financial year. The group’s cash

position remains intended to support the Group’s strategic initiatives and dividend

distributions.

19. Share Capital

ISSUED SHARE CAPITAL

The registered capital of Holland Colours NV is € 6,810 divided into 3,000,000 ordinary

shares with a face value of € 2.27 per share. Of this registered total, an amount of 860,351

shares are issued and fully paid up. The total issued share capital is € 1,953. There were no

changes to the issued capital either in the 2025/2026 or in the 2024/2025 financial year.

20. Reserves

SHARE PREMIUM RESERVE

The Share Premium Reserve of € 1,219 is available for distribution to shareholders and

there were no changes compared to the previous year.

TRANSLATION RESERVE

The legal Translation Reserve relates to all exchange-rate differences that originate from

the translation of the financial statements of the subsidiaries with a functional currency

other than the euro. These translation results are directly allocated to Equity via Other

Comprehensive Income.

OTHER RESERVES

The other reserves comprise the retained earnings that are the balance of accrued net

results not distributed to the Company’s shareholders.

In compliance with Article 21 of the Articles of Association and the Dividend Policy of the

Company, the Board of Management has proposed the following: to appropriate 100% of

the net result for the financial year 2025/2026 to the retained earnings (previous year

100%), and to appropriate a final dividend of 50% of the net result for 2025/2026

(2024/2025: 100%). These have been presented under retained earnings, so no liability has

been recognized at the balance sheet date.

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Please refer to Note 22: Dividend and the Statutory Provisions regarding the Appropriation

of Profits (Other Information).

Legal reserves which relates to the translation reserves are not freely distributable to

shareholders. Please refer to the Consolidated Statement of Changes in Equity for the

movements on equity.

21. Earnings per Share

Earnings per share allocated to shareholders (ordinary and diluted) in this financial year

amounted to € 4.05 (2024/2025: € 6.85). The calculation of the earnings per share at

31 March 2026 is based on the net result for the year attributable to shareholders of

€ 3.484 (2024/2025: € 5,890) and the average number of shares issued in this financial

year of 860,351. The total number of issued shares is unchanged compared to

31 March 2025.

2025/2026 2024/2025

Earnings per share 4.05 6.85

22. Dividend

Ordinary dividends declared and paid in the financial year ended 31 March 2026, in

amounts per ordinary share, comprise a final dividend for 2024/2025 of € 6.85

(2023/2024: € 3.01).

The Board of Management has proposed a final dividend for 2025/2026 of € 2.02 per

ordinary share (2024/2025: € 6.85), for which no liability has been recognized at the

balance sheet date.

23. Credit Facilities

The Group does not have any long-term debt positions outstanding (2025: nil). Short-term

funding needs are covered with access to current account credit facilities of € 7,000 as per

year end (2025: € 7,000). These facilities are provided by ABN AMRO Bank NV and have no

expiration date. The amount drawn was nil at the end of the year, as it was at the end of

the prior year.

24. Lease Liabilities

The Group recognized Lease Liabilities on the balance sheet. Please refer to Note 13 for

disclosure on the Right-of-Use Assets.

2026 2025

Opening Balance 811 1,104

Repayments (604) (465)

Additions 670 650

Remeasurements (2) (468)

Other Adjustments (2) (6)

Exchange Rate Differences (9) (5)

Closing Balance 864 810

2026 2025

Non-Current 499 381

Current 365 429

Total Lease Liabilities 864 810

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

Maturity analysis – contractual undiscounted cashflows:

In years 2026 2025

< 1 365 429

1 – 5 499 381

> 5 – –

Total 864 810

25. Employee Benefits

TERMINATION OF EMPLOYMENT – INDONESIA

This relates to the legal liability to make a payout should the employment of Indonesian

employees be terminated. The primary assumptions are as follows:

31 March 2026 31 March 2025

Discount Rate 7.00% 7.25%

Expected Return 7.00% 7.25%

Future Salary Increases 6.00% 6.00%

Weighted Average Duration 12.86 12.51

Assumptions relating to future mortality rates are based on published statistical data and

mortality tables. The mortality table used is the TMI IV 2019 (2025: TMI IV 2019) table with

a correction factor varying for age and gender. The total expected long-term Return on

Investment amounts to 7.00% (2024/2025: 7.25%).

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

Movements in the Employee Benefits are shown in the table below.

Pre-

pension

Plan

Termination

Employment

Plan

Jubilee

Obligation

Share-

Based

Payment

Plan

Total

As at 31 March 2024 139 324 218 – 681

Additions – 132 153 – 285

Withdrawals (25) (137) (16) – (178)

Releases (114) (15) – – (129)

Other Adjustments – (1) (7) – (8)

As at 31 March 2025 – 303 348 – 651

Additions – 106 57 75 238

Withdrawals – – (39) – (39)

Releases – (12) – – (12)

Other Adjustments – (16) – – (16)

As at 31 March 2026 – 381 366 75 822

Of this total, the following amounts have been accounted for under current liabilities:

Pre-

pension

Plan

Termination

Employment

Plan

Jubilee

Obligation

Share-

Based

Payment

Plan Total

As at 31 March 2026 – 32 25 – 57

As at 31 March 2025 – 16 27 – 43

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

26. Provisions

Movements in this these provision are shown in table below.

Environmental

Provision Other Total

As at 31 March 2024 42 – 42

Additions 9 401 410

Releases – (72) (72)

As at 31 March 2025 51 329 380

Withdrawals – (245) (245)

As at 31 March 2026 51 84 135

The other provision contain expenses related to the closing of the UK site which consists

of dilapidation costs and rental fees. The environmental provision relates to environmental

costs in Hungary and is valued at the nominal value of the estimated expenditure with a

duration of five years. Of this total, the following amounts have been accounted for under

current liabilities:

Environmental

Provision Other Total

As at 31 March 2026 51 84 135

As at 31 March 2025 51 329 380

27. Trade and Other Liabilities

2026 2025

Trade Payables 8,204 10,265

Other Tax payables 933 366

Other Liabilities and Accruals 3,712 5,488

Total Trade and Other Liabilities 12,849 16,119

The Other Tax Payables relate mainly to property tax and social security costs.

Employee benefits are Included in the tax payables and the other liabilities and accruals

for an amount of € 1,835 (2024/2025: € 3,700).

The Group does not have any supplier finance arrangements (such as reverse factoring

or supply chain finance arrangements) as defined in IAS 7 and IFRS 7.

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28. Contingent Assets and Liabilities

CAPITAL COMMITMENTS

The Group had entered into capital commitments regarding Property, Plant and

Equipment as at 31 March 2026 for the amount of € 369 (2025: € 943).

PURCHASE CONTRACTS

The total commitment related to raw material purchase contracts was € 11,493

(2025: € 9,672).

The Group periodically enters into purchase contracts for raw materials used in its

production processes. In accordance with IAS 37, management has assessed whether

these contracts are onerous as at the reporting date.

An onerous contract is defined as a contract in which the unavoidable costs of meeting

the contractual obligations exceed the economic benefits expected to be received. The

assessment is based on the expected selling prices of the finished products derived from

the materials, after processing, compared with the committed purchase prices and related

unavoidable costs.

Based on this assessment, management determined that the expected economic benefits

exceed the unavoidable costs for all outstanding purchase contracts as at 31 March 2026.

Consequently, no onerous contract provision has been recognised.

COLLATERALS

Collaterals given by Holland Colours NV to ABN AMRO Bank NV comprise pledging of

equipment, inventories and receivables in the Netherlands.

OTHER DISCLOSURES

IN THOUSANDS OF EUROS

29. Related Parties

IDENTITY OF RELATED PARTIES

Related parties can be divided into the relations between the Group and its subsidiary

companies, the members of the Board of Management, Supervisory Board and Pigments.

REMUNERATION OF KEY OFFICERS OF THE GROUP

The key officers are the members of the Board of Management.

REMUNERATION POLICY

The remuneration policy for the Board of Management, which consists of the Chief

Executive Officer, Chief Financial Officer and Chief Technology Officer, is set by the

Remuneration Committee of the Supervisory Board. The Group strives to pay

remuneration in line with the market norm for a company of its size, and in proportion to

its overall salary structure. The remuneration package consists of a fixed and a variable

element. Fixed salaries are adjusted annually in line with inflation.

Effective as of April 1, 2025 a new remuneration policy for the Board of Management

(the “BoM”) was adopted by the Annual General Meeting of Shareholders ("AGM") of

Holland Colours N.V. (“Holland Colours” or the “Company”) on 10 July 2025. This

remuneration policy is effective for a maximum of four years.

The new remuneration policy introduces a short-term (STIP) and an equity-based long-

term incentive plan (LTIP) to enhance the external recognizability of the remuneration

package and to strengthen the focus on long-term value creation. Under the Company’s

STIP, members of the BoM will receive a remuneration which is subjected to performance

conditions measured over the current financial year.

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OTHER DISCLOSURES

Under the Company’s LTIP, members of the BoM will receive conditional awards of

Performance Shares in Holland Pigments B.V. (“Holland Pigments”), which are subject

to performance conditions measured over a three-year performance period.

The target LTI value is 50% of the annual base salary. The number of Performance Shares

to be conditionally awarded to a member of the Board of Management is determined

by dividing the target LTI value, by the most recently calculated share price of Holland

Pigments BV at the date of the award.

The LTI performance conditions for the three-year period 2025/2026 - 2027/2028 are

Revenue growth (35% weighting), EBITDA % (35% weighting), and Sustainable product %

(E from ESG) from revenue (30% weighting). For each performance condition, vesting is

between 0% and 150% (maximum performance). There will be no vesting if the actual

performance is below the threshold performance. Vesting between threshold (50%

vesting) and target (100% vesting), and between target and maximum (150% vesting)

performance levels will be based on linear interpolation.

The LTIP is accounted for as a cash-settled share-based payment plan since the Company

has the obligation to settle vested Performance Shares in shares of Holland Pigments BV.

The Company recognises share-based payment expenses on a straight-line basis over the

vesting period based on the estimated number of Performance Shares that will eventually

vest. The fair value of the liability is remeasured at each reporting date and at the date of

settlement based on the latest calculated share price of Holland Pigments, with any

changes in fair value recognised in the income statement.

None of the Performance Shares have vested as of 31 March 2026. Based on the

estimated fair value per Performance Share and the number of Performance Shares

expected to vest, the total estimated fair value of the liability is € 377 as of 31 March 2026.

Since the liability is recognised on a straight-line basis over the vesting period, the carrying

value of the liability included under Employee Benefits (Note 24) as of 31 March 2026

amounts to € 75 (2024/2025: € 0). As disclosed in Note 8 Personnel Expenses, an expense

for the Performance Shares of € 75 is included under Wages and Salaries (2024/2025: € 0).

The Group does not provide any personal loans, guarantees or advance payments to

the members of the Board of Management or the Supervisory Board.

The contracts with the Chief Executive Officer, the Chief Financial Officer and the Chief

Technology Officer specify a term of appointment of four years and a severance payment

which is in accordance with the recommendations of the Dutch Corporate Governance

Code.

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The breakdown of the remuneration for the Board of Management and Supervisory Board

is listed in the table below.

KEY MANAGEMENT PERSONNEL COMPENSATION

Key management personnel compensation comprised the following:

Board of Management Coen Vinke Eelco van Hamersveld Martijn Klomp Total

2025/2026 2024/2025 2025/2026 2024/2025 2025/2026 2024/2025 2025/2026 2024/2025

Annual base salary 344 333 234 208 174 27 752 568

Pension & benefits 91 89 64 59 49 8 204 156

Variable Salary – Short-term incentive – 81 – 51 – – – 132

Variable Salary – Profit-sharing scheme – 26 – 16 – 2 – 44

435 529 298 334 223 37 956 900

The table above includes the remuneration of the CEO, CTO and CFO. The comparison

figures includes the remuneration of the CFO who started the beginning of last year.

Share-Based Remuneration

The Company has a share-based long-term incentive plan in place. No shares, share

options or other share-based incentives were granted to members of the Management

Board in the reporting year.

Any awards granted in prior years, to the extent applicable, remained outstanding and

unchanged during the financial year.

Allocation of Management Fees

The management fee is allocated to group companies in accordance with the Company’s

transfer pricing policy, as documented in the group master file. The allocation is based on

budgeted costs and actual sales, applying an arm’s length methodology that reflects the

services provided to the respective entities.

Transactions with Key Officers

The total remuneration of Key Officers, is € 956 (2024/2025: € 1,118 which includes the

CFO ad interim position). Other than the regular remuneration, no transactions with key

officers took place during the financial year.

Other Interests of Members of the Board of Management

During the financial year, no transactions were effected with parties in which any of the

Supervisory Board Members, Members of the Board of Management or their partners or

other close members of the family of these individuals have an interest.

OTHER DISCLOSURES

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Supervisory Board 2025/2026 2024/2025

J.W. van der Vlist-Verdel 45 45

M. Schoenmakers 23 –

A.R. Doornbos 9 32

J. Klaus 32 32

G.H. de Heer 32 32

Total 141 141

The Annual General Meeting of Shareholders determines the remuneration of the

Supervisory Board Members. The remuneration is aligned with market standards.

Holland Pigments BV

At 31 March 2026, the Netherlands-based investment company Holland Pigments BV

(‘Pigments’) held 439,156 (2025: 434,675) shares in Holland Colours NV. Holland Colours

employees collectively held 21.7% (2025: 21.9%) of the shares of Holland Pigments BV.

The costs incurred by Pigments in connection to activities relating to the employee

participation are reimbursed by Holland Colours NV. Please refer to page 93 for a further

description of the activities of Pigments. An amount of € 106 was accordingly paid to

Holland Pigments BV in the 2025/2026 financial year (2024/2025: € 109).

There was no outstanding material position with Pigments at the balance sheet date.

Receivables from and payables to Pigments are not covered by commercial collateral,

are non-interest-bearing and are settled in cash.

30. Other Disclosures

PROFIT-SHARING PLAN

The Group operates a profit-sharing plan for all employees and local management

(excluding the Board of Management). The gross eligible amount under the plan, up to

1.5 months’ salary, depends on the Group’s actual ROI and operating result. The profit-

share is paid partly in shares in Holland Pigments BV (Pigments). This element of the

profit-share is accounted for as a cash-settled share-based payment as the Group is

obliged to settle in shares of the ultimate parent company that are not equity instruments

of a Group company. Therefore, the eligible payable net amount, derived from the gross

taxable amount, comprises two components: a net payment in cash to the employee, by

the entity the employee works for, and a cash payment to Holland Pigments to finance

the settlement in Pigments shares. The latter amount depends on the position of the

individual employee and equates to 25% to 75% of the total eligible profit-share. Each

group entity pays this amount to Pigments for its employees. Upon receipt of this net

payment, Pigments purchases shares in Pigments with an equivalent value for the

employees, at the latest calculated share price of Pigments. There are no vesting

conditions related to these shares. Payment of the total net amount takes place after the

financial statements have been adopted by the Annual General Meeting of Shareholders

of the Company. The total liability for the profit-sharing plan is accounted for under Other

Liabilities and Accruals, and expensed under Personnel Expenses.

Based on the net result for the year 2025/2026, employees are not eligible to a profit-

share. As disclosed in Note 8 Personnel Expenses, no expense for profit sharing is

included under Wages and Salaries (2024/2025: € 1,540).

OTHER DISCLOSURES

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OTHER DISCLOSURES

The shares held by Holland Pigments BV in Holland Colours NV are specified below.

2026 2025

Number of Shares in Holland Colours NV held

by Holland Pigments BV

At the start of the year 434,675 434,664

Purchased 4,481 11

At the end of the year 439,156 434,675

In euros

Share Price of Holland Colours NV at the end

of the year 89.00

87.50

Value 39,084,884 38,034,063

EMPLOYEE NUMBERS

During the 2025/2026 financial year, the company employed an average of 421 FTEs

(2024/2025: 399 FTEs), of which 149 FTEs (2024/2025: 137 FTEs) were employed in the

Netherlands.

SUBSEQUENT EVENTS

No events took place after the reporting period that could materially affect the financial

statements.

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In thousands of euros Note 2026 2025

Revenue 11,085 10,250

Personnel Expenses 34 (3,500) (4,216)

Depreciation and Impairments 37/38 (112) (93)

Other Operating Expenses 35 (6,278) (6,057)

Total Operating Expenses (9,890) (10,366)

Operating Result 1,195 (116)

Finance Income 230 418

Finance Expenses (16) (43)

Finance Income and Expenses 214 375

Result before Income Tax 1,409 259

Income Tax 36 (364) (433)

Share in Result of Participations 39 2,439 6,064

2,075 5,631

Net Result 3,484 5,890

COMPANY INCOME STATEMENT

FOR THE YEAR ENDED 31 MARCH

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In thousands of euros Note 2026 2025

Equity

Share Capital 40 1,953 1,953

Share Premium Reserve 40 1,219 1,219

Translation Reserve 40 (1,218) 367

Other Reserves 40 58,506 60,915

60,460 64,454

Non-Current Liabilities

Lease Liabilities 42 157 84

Provision 39 374 –

Employee Benefits 43 101 25

632 109

Current Liabilities

Trade creditors 467 319

Payables to Group Companies 33 5

Lease Liabilities 42 96 73

Other Payables 786 1,119

1,382 1,516

Total Equity and Liabilities 62,474 66,079

In thousands of euros Note 2026 2025

Non-Current Assets

Property, Plant and Equipment 37 1,157 1,090

Right-of-Use Assets 38 248 152

Financial Assets 39 53,836 60,983

55,241 62,225

Current Assets

Receivables from Group Companies 6,001 787

Current Income Tax Receivables 378 237

Other Receivables and Prepayments 685 566

Cash and Cash Equivalents 169 2,264

7,233 3,854

Total Assets 62,474 66,079

COMPANY BALANCE SHEET

AS OF 31 MARCH

BEFORE PROPOSED PROFIT APPROPRIATION

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31. General

The company financial statements are part of the consolidated financial statements of

Holland Colours NV (the ‘Company’).

The company financial statements are prepared in accordance with Part 9 of Book 2 of

the Dutch Civil Code. The Company applies the same accounting policies to the company

financial statements as to those of the consolidated financial statements, and these are

described in Note 3. The Company makes use of the option provided in Article 2:362,

paragraph 8 of the Dutch Civil Code. The exception relates to participations in Group

companies, where investments in subsidiaries are measured at net asset value.

On 27 May 2026, the 2025/2026 company financial statements were presented to the

Supervisory Board and were authorized for issue. The company financial statements will

be presented to the Annual General Meeting of Shareholders for adoption on 9 July 2026.

32. Key Accounting Principles

The Company applies the same accounting policies to the company financial statements as

to those of the consolidated financial statements. Exceptions to this relate to participations

in Group companies and Loans to Group Companies.

The share in the result of participating interests consists of the share of the Company

in the result of those participating interests.

Results from transactions involving the transfer of assets and liabilities between the

Company and its participating interests, and mutually between participating interests

themselves, are eliminated to the extent that they can be considered as not realized.

NOTES TO THE COMPANY FINANCIAL STATEMENTS

IN THOUSANDS OF EUROS

The Company makes use of the option to eliminate intragroup expected credit losses

against the book value of loans and receivables from the Company to participating

interests, rather than to eliminate them against the equity value of the participating

interests.

Loans to Group Companies are measured at fair value.

The Company is the head of the fiscal unity for its Group entities based in the Netherlands.

The Company recognizes the portion of corporate income tax that it would owe as an

independent tax payer, taking into account the allocation of the advantages of the fiscal

unity. Settlement within the fiscal unity between the Company and its subsidiaries takes

place through current account positions.

33. Revenue

Revenue consists of management fees and recharged R&D services provided to group

companies. Revenue is recognised in accordance with IFRS 15 over time as the services

are rendered, based on costs incurred including a mark-up where applicable. The

Company acts as principal in these arrangements. Intercompany transactions are not

eliminated in the separate financial statements and are eliminated on consolidation.

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NOTES TO THE COMPANY FINANCIAL STATEMENTS

34. Personnel Expenses

2025/2026 2024/2025

Wages and Salaries (2,897) (3,600)

Social Security (337) (354)

Pension Costs (266) (262)

Total Personnel Expenses (3,500) (4,216)

Based on the net result for the year 2025/2026, employees are not eligible to a profit-

share, previous year an accrual for profit sharing of € 0 (2024/2025: € 217) is included

under wages and salaries. Please refer to Note 30: Profit-sharing Plan.

The remuneration of the Board of Management and the Supervisory Board is shown in

Note 29: Related Parties.

Under wages and salaries an amount of € 74 (2024/2025: nil) for Performance Shares in

included.

The personnel costs given above include restructuring costs of € 28 (2024/2025: € 41).

In this financial year, the average number of employees was 22 FTEs (2024/2025: 22 FTEs),

all FTEs worked in the Netherlands.

35. Other Operating Expenses

The table below shows the main components of the Other Operating Expenses category.

2025/2026 2024/2025

Other Personnel Expenses (1,245) (1,249)

Travel and Accommodation (198) (221)

Consulting (1,848) (1,919)

Materials and Maintenance (1,760) (1,279)

Insurance (326) (255)

Other Expenses (901) (1,134)

Total Other Operating Expenses (6,278) (6,057)

The finance organization was, as previous year, understrength and therefore occupied with

a relatively high number of temporary employees. Which is the root cause of the increased

other personnel expenses.

36. Income Tax

2025/2026 2024/2025

Current Tax

Current Year (364) (232)

Prior Years – (201)

Total Income Tax (364) (433)

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NOTES TO THE COMPANY FINANCIAL STATEMENTS

37. Property, Plant and Equipment

Land and

Buildings Equipment

Assets under

Construction Total

As at 31 March 2024

Cost 3,415 298 1 3,714

Accumulated Depreciation (2,334) (274) (1) (2,609)

Carrying Amount 1,081 24 – 1,105

Change in Asset Value

Capital Expenditures – – 18 18

Amortization (24) (9) – (33)

Changes (24) (9) 18 (15)

As at 31 March 2025

Cost 3,415 298 19 3,732

Accumulated Depreciation (2,358) (283) (1) (2,642)

Carrying Amount 1,057 15 18 1,090

Change in Asset Value

Capital Expenditures – – 102 102

Transfer – 61 (61) –

Amortization (21) (14) – (35)

Changes (21) 47 41 67

As at 31 March 2026

Cost 3,415 359 60 3,834

Accumulated Depreciation (2,379) (297) (1) (2,677)

Carrying Amount 1,036 62 59 1,157

No Personnel Expenses were capitalized in this financial

year (2024/2025: nil).

No impairments incurred this financial year.

Included in land and buildings is land in the of amount

€ 940 (2024/2025: € 940).

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NOTES TO THE COMPANY FINANCIAL STATEMENTS

38. Right-of-Use Assets

The table below shows the movement of Right-of-Use Assets. These assets consist of

capitalized lease contracts for vehicles.

Total

As at 31 March 2024

Carrying Amount 129

Change in Asset Value

Additions 135

Remeasurements (52)

Depreciation (60)

Changes 23

As at 31 March 2025

Carrying Amount 152

Change in Asset Value

Additions 173

Remeasurements –

Depreciation (77)

Changes 96

As at 31 March 2026

Carrying Amount 248

Interest expenses on the lease liabilities recognized within finance expenses was € 6

(2024/2025: € 6). Given that there were no short term leases that were not recorded, there

were also no leases with a low value that were not recorded. As at 31 March 2026, the

Company was not committed to leases with future cash outflows that had not yet

commenced and so were not accounted for as a liability as at 31 March 2026. The total

cash outflow from leases in this financial year was € 105 (2024/2025: € 151).

Please refer to Note 42: Lease Liabilities.

39. Financial Assets

The Financial Assets can be specified as follows:

2026 2025

Investments in Subsidiaries 46,210 53,578

Loans Group Companies 6,500 6,700

Deferred Tax Assets 749 705

Other Participating interests 377 –

Total Financial Assets 53,836 60,983

Please refer to Note 3 for a list of the Group companies.

The table below shows movements in the investments in subsidiaries.

2026 2025

Opening Balance 53,578 53,540

Share in Result of Participations 2,439 6,064

Reclassifications 485 –

Dividend Declared (8,712) (5,690)

Currency Translation (1,580) (354)

Other Changes – 18

Closing Balance 46,210 53,578

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NOTES TO THE COMPANY FINANCIAL STATEMENTS

The negative net equity value of the subsidiary Revive Colours B.V. of € 111 has been offset

with the receivables from group companies.

The negative net equity value of the subsidiaries Holland Colours Venture B.V. and Holland

Colours UK Ltd. of € 21 and € 353 has been reclassified as Provisions.

Movements in the Loans Group Companies and in the Deferred Tax Assets are shown

below.

Loans Group

Companies

Deferred

Tax

Assets Total

As at 31 March 2024 6,562 750 7,312

Additions 300 64 364

Credit/(Charge) to the result

for the year (162) (108) (270)

As at 31 March 2025 6,700 706 7,406

Additions – 65 65

Repayments for the year (200) (22) (222)

As at 31 March 2026 6,500 749 7,249

Loans to group companies are contractually due within one year and do not have a fixed

repayment schedule. The contractual maturity is automatically extended for successive

periods of one year unless either party gives notice of repayment.

Management expects, based on past practice and the Group’s financing policies, that the

loans will not be settled within twelve months after the reporting date. The loans are legally

enforceable, bear variable interest at market conditions and are not subordinated to other

liabilities.

The loans are considered part of the long-term financing of the Group but remain

repayable on demand in accordance with the contractual terms. There is no intention to

convert the loans into equity or to treat them as a capital contribution. Accordingly, the

loans are presented as non-current financial assets.

40. Equity

Please refer to the Consolidated Statement of Changes in Equity and Notes 18 and 19 for

disclosure on Equity.

41. Credit Facilities

At the end of the financial year, the Company does not have any long-term debt positions

outstanding (2025: nil). Short-term funding needs are covered with access to current

account credit facilities of € 7,000 as per year end (2025: € 7,000). These facilities are

provided by ABN AMRO Bank NV and have no expiration date. The amount drawn was nil

at the end of the year, as it was at the end of the previous year.

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NOTES TO THE COMPANY FINANCIAL STATEMENTS

42. Lease Liabilities

The company recognized Lease Liabilities on the balance sheet. The table below shows the

movement and breakdown of Non-Current and Current Lease Liabilities.

Please refer to Note 38 Right-of-Use Assets.

2026 2025

Opening Balance 157 134

Repayments (77) (87)

Additions 173 134

Remeasurements – (24)

Closing Balance 253 157

2026 2025

Non-Current Lease Liabilities 157 84

Current Lease Liabilities 96 73

Total 253 157

Maturity analysis – contractual undiscounted cashflows:

In years 2026 2025

< 1 96 73

1 – 5 157 84

Total 253 157

43. Employee Benefits

Please refer to Note 25 for the disclosure on Employee Benefits.

Movements in the Employee Benefits were as follows:

Pre-

pension

Plan the

Netherlands

Jubilee

Obligation

Share-

Based

Payment

Plan Total

As at 31 March 2024 16 2 – 18

Additions – 23 – 23

Withdrawals (16) – – (16)

As at 31 March 2025 – 25 – 25

Additions – 1 75 76

As at 31 March 2026 – 26 75 101

All liabilities are classified as non-current, as none have a contractual maturity within

12 months after the reporting date.

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NOTES TO THE COMPANY FINANCIAL STATEMENTS

44. Auditor’s Remuneration

The audit fees listed below relate to the procedures applied to the Companies and its

Group financial statements by external independent auditors, by Dutch and foreign based

accounting firms as referred to in Section 1, subsection 1 of the Audit Firms Supervision

Act (‘Wet touch accountantsorganisaties - Wta’) including their tax services and advisory

groups. KPMG Accountants N.V. was appointed as auditor starting book year 2023-2024,

taking over from PricewaterhouseCoopers Accountants NV.

KPMG

Accountants N.V.

2025/2026

Other KPMG

network

2025/2026

Total KPMG

2025/2026

Other

parties

Total

Audit Fees

2025/2026

Audit of the financial statements 498 25 523 101 624

498 25 523 101 624

KPMG

Accountants N.V.

2024/2025

Other KPMG

network

2024/2025

Total KPMG

2024/2025

Other

parties

Total

Audit Fees

2024/2025

Audit of the financial statements 466 61 527 39 566

466 61 527 39 566

These audit fees relate to the audit of the Group financial statements based on the

invoiced amounts during the financial year. For procedures in the Netherlands, the

remuneration amounts to € 358 (2024/2025: € 270). The remaining fees € 266 (previous

year: € 296) were charged to the Group’s subsidiaries.

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45. Contingent Assets and Liabilities

COLLATERALS

Collaterals given by the Company to ABN AMRO Bank NV comprise pledging of equipment,

inventories and receivables in the Netherlands.

46. Other Disclosures

WRITTEN GUARANTEE

The Company has given a guarantee for its subsidiary Holland Colours Europe BV in

accordance with Section 403, Title 9, Book 2 of the Dutch Civil Code.

The Company has not given any written guarantees for its Group companies not based in

the Netherlands.

FISCAL UNITY

The Company is the head of the fiscal unity for its Group entities based in the Netherlands

with regard to value added tax and income tax.

SUBSEQUENT EVENTS

No events took place after the reporting period that could materially affect the financial

statements.

Apeldoorn, 27 May 2026

Board of Management Supervisory Board

Coen Vinke Jeanine van der Vlist

Eelco van Hamersveld Gert-Hein de Heer

Martijn Klomp Mariken Schoenmakers

Jorrit Klaus

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Statutory Provisions regarding the Appropriation

of Profits

REGARDING THE APPROPRIATION OF PROFITS, THE ARTICLES OF ASSOCIATION

STATE THE FOLLOWING:

Article 21

From the profit established in the approved financial statements, reserves are formed as

determined by the Board of Management with the approval of the Supervisory Board.

The profit remaining after the transfer to the reserves and distribution as stated in

paragraph 1 is at the disposal of the Annual General Meeting of Shareholders, with due

regard to the provisions of Section 105, Book 2 of the Dutch Civil Code.

The Board of Management, with the approval of the Supervisory Board, is authorized to

decide on the distribution of an interim dividend with due regard to the provisions of

Article 105 Book 2 of the Dutch Civil Code. The dividend will be made payable within one

month after it has been set, in the manner and at the place determined by the Board of

Management. Claims for profit distribution expire after a period of five years from the date

on which the dividends were made payable.

A resolution regarding the disposal of any reserve may be adopted by the Annual General

Meeting of Shareholders with due regard to the legal and statutory provisions.

OTHER INFORMATION

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OTHER INFORMATION

Independent Auditor’s Report

To: the General Meeting of Shareholders and the

Supervisory Board of Holland Colours N.V.

REPORT ON THE AUDIT OF THE FINANCIAL

STATEMENTS 2025-2026 INCLUDED IN THE

ANNUAL REPORT

Our opinion

In our opinion:

•

the accompanying consolidated financial statements

give a true and fair view of the financial position of

Holland Colours N.V. as at 31 March 2026 and of its

result and its cash flows for the year then ended, in

accordance with IFRS Accounting Standards as

endorsed by the European Union (‘EU-IFRS’) and with

Part 9 of Book 2 of the Dutch Civil Code.

•

the accompanying company financial statements give

a true and fair view of the financial position of Holland

Colours N.V. as at 31 March 2026 and of its result for

the year then ended in accordance with Part 9 of Book

2 of the Dutch Civil Code.

What we have audited

We have audited the financial statements 2025-2026 of

Holland Colours N.V. (‘the Company’) based in Apeldoorn.

The financial statements include the consolidated financial

statements and the company financial statements.

The consolidated financial statements comprise:

1 the consolidated balance sheet as at 31 March 2026;

2 the following consolidated statements for the year

ended 31 March 2026: the income statement, the

statement of comprehensive income, the statement

of changes in equity and cash flow statement; and

3 the notes comprising material accounting policy

information and other explanatory information.

The company financial statements comprise:

1 the company balance sheet as at 31 March 2026;

2 the company income statement for the year ended

31 March 2026; and

3 the notes comprising a summary of the accounting

policies and other explanatory information.

Basis for our opinion

We conducted our audit in accordance with Dutch law,

including the Dutch Standards on Auditing. Our

responsibilities under those standards are further

described in the ‘Our responsibilities for the audit of

the financial statements’ section of our report.

We are independent of Holland Colours N.V. in

accordance with the Verordening inzake de

onafhankelijkheid van accountants bij assurance-

opdrachten (ViO, Code of Ethics for Professional

Accountants, a regulation with respect to independence)

and other relevant independence regulations in the

Netherlands. Furthermore, we have complied with the

Verordening gedrags- en beroepsregels accountants

(VGBA, Dutch Code of Ethics).

We designed our audit procedures in the context of our

audit of the financial statements as a whole and in forming

our opinion thereon. The information in respect of

going concern, fraud and non-compliance with laws and

regulations, climate and the key audit matters was

addressed in this context, and we do not provide a separate

opinion or conclusion on these matters.

We believe the audit evidence we have obtained is

sufficient and appropriate to provide a basis for our

opinion.

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OTHER INFORMATION

Information in support of our opinion

Summary

Materiality

•

Materiality of EUR 1 million

•

1% of revenue

Group audit

•

Performed substantive procedures for 85% of total assets

•

Performed substantive procedures for 97% of revenue

Risk of material misstatements related to Fraud, NOCLAR, Going concern and Climate related risks

•

Fraud risks: presumed risk of management override of controls and presumed risk of revenue recognition are

identified and further described in the section ‘Audit response to the risk of fraud and non-compliance with laws and

regulations’.

•

Non-compliance with laws and regulations (NOCLAR) risks: no reportable risk of material misstatements related to

NOCLAR risks identified.

•

Going concern risks: no going concern risks identified.

•

Climate-related risks: we have considered the impact of climate-related risks on the financial statements and

described our approach and observations in the section ‘Audit response to climate-related risks’.

Key audit matters

•

Revenue recognition

Materiality

Based on our professional judgement we determined

the materiality for the financial statements as a whole at

EUR 1 million (2024-2025: EUR 1 million). The materiality

is determined with reference to the relevant benchmark

revenue, of which it represents 1% rounded

(2024-2025: 1% rounded). We consider revenue as the

most appropriate benchmark, because of the needs of

the stakeholders. We have also taken into account

misstatements and/or possible misstatements that in

our opinion are material for the users of the financial

statements for qualitative reasons.

We agreed with the Supervisory Board that misstatements

identified during our audit in excess of EUR 40,000 would

be reported to them, as well as smaller misstatements

that in our view must be reported on qualitative grounds.

Scope of the group audit

Holland Colours N.V. heads a group of components (the

‘Group’). The financial information of this Group is included

in the financial statements of Holland Colours N.V.

We performed risk assessment procedures throughout

our audit to determine which of the Group’s components

are likely to include risks of material misstatement to the

Group financial statements. To appropriately respond to

those assessed risks, we planned and performed further

audit procedures, either at component level or centrally.

We identified 5 components associated with a risk of

material misstatement. For 4 out of these components we

involved component auditors.

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OTHER INFORMATION

We as group auditor audited the remaining component.

We set component performance materiality levels

considering the component’s size and risk profile.

We have performed substantive procedures for 97%

(2024-2025: 97%) of Group revenue and 85% (2024-2025:

82%) of Group total assets. At group level, we assessed

the aggregation risk in the remaining financial information

and concluded that there is less than reasonable

possibility of a material misstatement.

In supervising and directing our component auditors, we:

•

held risk assessment discussions with the component

auditors to obtain their input and identify matters

relevant to the group audit.

•

issued group audit instructions to component auditors

on the scope, nature and timing of their work, and

received written communication about the results of

the work they performed.

•

held meetings with all component auditors in person

and/or virtually to discuss relevant developments,

understand and evaluate their work and attend

meetings with local management.

•

inspected the work performed by four component

auditors and evaluated the appropriateness of audit

procedures performed and conclusions drawn from

the audit evidence obtained, and the relation between

communicated findings and work performed. In our

inspection we mainly focused on key audit matters and

significant risks.

We consider that the scope of our group audit forms an

appropriate basis for our audit opinion. Through

performing the procedures mentioned above we obtained

sufficient and appropriate audit evidence about the

Group’s financial information to provide an opinion on the

financial statements as a whole.

Audit response to the risk of fraud and non-compliance with

laws and regulations

In chapter ‘Risk management’ of the Report of the Board

of Management, the Board of Management describes its

procedures in respect of the risk of fraud and non-

compliance with laws and regulations and the Supervisory

Board reflects on this.

As part of our audit, we have gained insights into the

Company and its business environment and the

Company’s risk management in relation to fraud and

non-compliance. Our procedures included, among other

things, assessing the Company’s Code of conduct,

whistleblowing procedures, anti-bribery and corruption

policy and group compliance policies. Furthermore, we

performed relevant inquiries with the Board of

Management, Supervisory Board and other relevant

functions, such as group finance and the internal legal

counsel and included correspondence with relevant

supervisory authorities and regulators in our evaluation.

We have also incorporated elements of unpredictability in

our audit, such as changing the nature of audit

procedures by including data & analytical procedures in

our risk assessment.

As a result from our risk assessment, we identified the

following laws and regulations as those most likely to have

a material effect on the financial statements in case of

non-compliance:

•

trade laws (reflecting the Company’s international

operating character);

•

health and safety law (reflecting the nature of the

Company’s production and distribution processes);

•

consumer product law, including product safety and

product liability claims (reflecting the nature of the

Company’s diverse product base); and

•

environmental law (reflecting environmental impact

restrictions, waste and contamination related to the

Company’s production and distribution processes).

Our procedures did not result in the identification of a

reportable risk of material misstatement in respect of

non-compliance with laws and regulations.

Based on the above and on the auditing standards, we

identified the following fraud risks that are relevant to our

audit, including the relevant presumed risks laid down in

the auditing standards, and responded as follows:

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MANAGEMENT OVERRIDE OF CONTROLS

(A PRESUMED RISK)

Risk:

•

Management is in a unique position to manipulate

accounting records and prepare fraudulent financial

statements by overriding controls that otherwise

appear to be operating effectively. The key

opportunities for management manipulation are within

the manual elements of the control environment, such

as journal entries.

Responses:

•

We evaluated the design and the implementation of

internal controls that mitigate fraud risks, such as

processes related to journal entries.

•

As part of the fraud risk assessment, we performed a

data analysis of the journal entries population to

determine if high-risk criteria for testing applies and

evaluated relevant estimates and judgments for bias by

the Company’s management.Where we identified

instances of unexpected journal entries or other risks

through our data analysis, we performed additional

audit procedures to address each identified risk,

including testing of transactions back to source

information.

•

We identified and selected journal entries and other

adjustments made at the end of the reporting period

for testing.

REVENUE RECOGNITION (A PRESUMED RISK)

Risk:

Our risk description and procedures performed to

address the fraud risk related to revenue recognition are

described in the key audit matter section.

We communicated our risk assessment, audit responses

and results to the Board of Management and the

Supervisory Board.

Our audit procedures did not reveal indications and/or

reasonable suspicion of fraud and non-compliance that

are considered material for our audit.

Audit response to going concern

The Board of Management has performed its going

concern assessment and has not identified any going

concern risks. To evaluate the Board of Management’s

assessment, we have performed, inter alia, the following

procedures:

•

we considered whether the Board of Management’s

assessment of the going concern risks includes all

relevant information of which we are aware as a result

of our audit and inquired the Board of Management

about the underlying key assumptions and principles;

•

we analyzed the Company’s financial position as at

year-end and compared it to the previous financial year

in terms of indicators that could identify going concern

risks.

The outcome of our risk assessment procedures did not

give reason to perform additional audit procedures on

management’s going concern assessment.

Audit response to climate-related risks

The Company has set out its ambitions relating to climate

change in the chapter ‘Environmental Social and

Governance’ and in the section ‘Sustainability’ in chapter

‘Risk Management’ of the Report of the Board of

Management.

The Board of Management has assessed, against the

background of the Company’s business and operations at

a high-level how climate-related risks and opportunities

and the Company’s own ambitions could have a significant

impact on its business or could impose the need to adapt

its strategy and operations. The Board of Management

has considered the impact of transition risks, such as the

transition towards applying more sustainable materials

and gaining deeper insights into the sustainability needs

of the Company’s clients, on the financial statements in

accordance with the applicable financial reporting

framework. The Board of Management prepared the

financial statements, including considering whether the

implications from climate-related risks and ambitions have

been appropriately accounted for and disclosed.

As part of our audit, we performed a risk assessment of

the impact of climate-related risks and ambitions made by

the Company in respect of climate change on the

2025-2026 financial statements and our audit approach.

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In doing this we performed the following:

•

understanding the Board of Management’s processes:

•

we made inquiries to understand Board of

Management’s assessment, against the background

of the Company’s business and operations of the

potential impact of climate-related risks and

opportunities on the Company’s annual report and

financial statements and the Company’s

preparedness for this;

•

we have inspected minutes and documents relevant

for assessing the climate-related risks in the audit;

•

we obtained an understanding of relevant

sustainability themes and issues, considering the

operations and characteristics of the Company.

•

we have evaluated climate-related fraud risk factors,

such as the fact that management’s remuneration is

dependent on both financial and non-financial

sustainability targets, such as CO

reductions and

compliance with laws and regulations.

Based on our risk assessment procedures, we did not

identify a risk of material misstatement specific to

climate-related risks, including on the valuation of

non-current assets, and thus no further audit response

was considered necessary.

Furthermore, we have read the ‘Other information’, with

respect to climate-related risks as included in the annual

report and considered whether such information contains

material inconsistencies with the financial statements or

our knowledge obtained through the audit, in particular as

described above and our knowledge obtained otherwise.

Fraudulent revenue recognition due to fictitious revenue

Description

The revenue related to Holland Colours’ ordinary activities is recognized when the customer obtains the control of the

goods, based on the delivery conditions of the sales contract in accordance with IFRS 15, as disclosed in paragraph

‘Revenue’ of the section ‘Key accounting principles’. There are opportunities and incentives for management to overstate

revenues of the current financial year.

We considered fraudulent revenue recognition to be a key audit matter as there may be a tendency to record fictitious

revenue. This resulted in a risk that revenue might be overstated, in particular through entries increasing revenue

outside the routine operational flow.

Our response

Our procedures primarily consisted of:

•

we evaluated the design and the implementation of controls around revenues that mitigate fraud risks, such as

controls related to revenue recognition through journal entries;

•

we inquired several individuals involved in the financial reporting process whether there have been any instances of

overrides of controls through recording of journal entries or other adjustments related to revenues; and

•

we performed an analysis of entries increasing revenue outside the routine operational flow and performed test of

details on selected entries, which included vouching to source documentation.

Our observation

Our audit procedures did not reveal indications and/or reasonable suspicion of fraudulent revenue recognition. The

results of our procedures performed regarding fraudulent revenue recognition due to fictitious revenue are satisfactory.

Our key audit matter

Key audit matters are those matters that, in our

professional judgement, were of most significance in our

audit of the financial statements. We have communicated

the key audit matter to the Supervisory Board. The key

audit matter is not a comprehensive reflection of all

matters discussed.

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OTHER INFORMATION

REPORT ON THE OTHER INFORMATION INCLUDED

IN THE ANNUAL REPORT

In addition to the financial statements and our auditor’s

report thereon, the annual report contains other

information.

Based on the following procedures performed, we

conclude that the other information:

•

is consistent with the financial statements and does not

contain material misstatements; and

•

contains the information as required by Part 9 of Book

2 of the Dutch Civil Code for the management report

and other information.

We have read the other information. Based on our

knowledge and understanding obtained through our audit

of the financial statements or otherwise, we have

considered whether the other information contains

material misstatements.

By performing these procedures, we comply with the

requirements of Part 9 of Book 2 of the Dutch Civil Code

and the Dutch Standard 720. The scope of the procedures

performed is less than the scope of those performed in

our audit of the financial statements.

The Board of Management is responsible for the

preparation of the other information, including the

information as required by Part 9 of Book 2 of the Dutch

Civil Code.

REPORT ON OTHER LEGAL AND REGULATORY

REQUIREMENTS AND ESEF

Engagement

We were initially appointed by the General Meeting of

Shareholders as auditor of Holland Colours N.V. on

13 July 2023, for the audit of the year 2023-2024 and have

operated as statutory auditor ever since that financial

year.

No prohibited non-audit services

We have not provided prohibited non-audit services as

referred to in Article 5(1) of the EU Regulation on specific

requirements regarding statutory audits of public-interest

entities.

European Single Electronic Format (ESEF)

Holland Colours N.V. has prepared its annual report

in ESEF. The requirements for this are set out in the

Delegated Regulation (EU) 2019/815 with regard to

regulatory technical standards on the specification of

a single electronic reporting format (hereinafter: the RTS

on ESEF).

In our opinion the annual report prepared in XHTML

format, including the (partly) marked-up consolidated

financial statements, as included in the reporting package

by Holland Colours N.V., complies in all material respects

with the RTS on ESEF.

The Board of Management is responsible for preparing

the annual report including the financial statements in

accordance with the RTS on ESEF, whereby the Board of

Management combines the various components into one

single reporting package.

Our responsibility is to obtain reasonable assurance for

our opinion whether the annual report in this reporting

package complies with the RTS on ESEF. We performed

our examination in accordance with Dutch law, including

Dutch Standard 3950N ‘Assurance-opdrachten inzake het

voldoen aan de criteria voor het opstellen van een digitaal

verantwoordingsdocument’ (assurance engagements

relating to compliance with criteria for digital reporting).

Our examination included among others:

•

obtaining an understanding of the entity’s financial

reporting process, including the preparation of the

reporting package;

•

identifying and assessing the risks that the annual

report does not comply in all material respects with the

RTS on ESEF and designing and performing further

assurance procedures responsive to those risks to

provide a basis for our opinion, including:

•

obtaining the reporting package and performing

validations to determine whether the reporting

package containing the Inline XBRL instance

document and the XBRL extension taxonomy files

have been prepared in accordance with the

technical specifications as included in the RTS on

ESEF;

•

examining the information related to the

consolidated financial statements in the reporting

package to determine whether all required mark-

ups have been applied and whether these are in

accordance with the RTS on ESEF.

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A further description of our responsibilities for the audit of

the financial statements is included in the appendix of this

auditor’s report. This description forms part of our

auditor’s report.

Groningen, 27 May 2026

KPMG Accountants N.V.

R.W. van Dijk RA

Appendix:

Description of our responsibilities for the audit of

the financial statements

Management should disclose events and circumstances

that may cast significant doubt on the Company’s ability to

continue as a going concern in the financial statements.

The Supervisory Board is responsible for overseeing

the Company’s financial reporting process.

Our responsibilities for the audit of the financial

statements

Our objective is to plan and perform the audit

engagement in a manner that allows us to obtain sufficient

and appropriate audit evidence for our opinion.

Our audit has been performed with a high, but not

absolute, level of assurance, which means we may not

detect all material errors and fraud during our audit.

Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate,

they could reasonably be expected to influence the

economic decisions of users taken on the basis of these

financial statements. The materiality affects the nature,

timing and extent of our audit procedures and the

evaluation of the effect of identified misstatements on

our opinion.

OTHER INFORMATION

DESCRIPTION OF RESPONSIBILITIES REGARDING

THE FINANCIAL STATEMENTS

Responsibilities of the Board of Management and the

Supervisory Board for the financial statements

The Board of Management is responsible for the

preparation and fair presentation of the financial

statements in accordance with EU-IFRS and Part 9 of Book

2 of the Dutch Civil Code. Furthermore, the Board of

Management is responsible for such internal control as

management determines is necessary to enable the

preparation of the financial statements that are free from

material misstatement, whether due to fraud or error. In

that respect the Board of Management, under supervision

of the Supervisory Board, is responsible for the prevention

and detection of fraud and non-compliance with laws and

regulations, including determining measures to resolve

the consequences of it and to prevent recurrence.

As part of the preparation of the financial statements, the

Board of Management is responsible for assessing the

Company’s ability to continue as a going concern. Based

on the financial reporting frameworks mentioned, the

Board of Management should prepare the financial

statements using the going concern basis of accounting

unless the Board of Management either intends to

liquidate the Company or to cease operations, or has no

realistic alternative but to do so. The Board of

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Appendix

DESCRIPTION OF OUR RESPONSIBILITIES FOR THE

AUDIT OF THE FINANCIAL STATEMENTS

We have exercised professional judgement and have

maintained professional scepticism throughout the audit,

in accordance with Dutch Standards on Auditing, ethical

requirements and independence requirements. Our audit

included among others:

•

identifying and assessing the risks of material

misstatement of the financial statements, whether due

to fraud or error, designing and performing audit

procedures responsive to those risks, and obtaining

audit evidence that is sufficient and appropriate to

provide a basis for our opinion. The risk of not

detecting a material misstatement resulting from fraud

is higher than the risk resulting from error, as fraud

may involve collusion, forgery, intentional omissions,

misrepresentations, or the override of internal control;

•

obtaining an understanding of internal control relevant

to the audit in order to design audit procedures that

are appropriate in the circumstances, but not for the

purpose of expressing an opinion on the effectiveness

of the Company’s internal control;

•

evaluating the appropriateness of accounting policies

used and the reasonableness of accounting estimates

and related disclosures made by the Board of

Management;

•

concluding on the appropriateness of the Board of

Management’s use of the going concern basis of

accounting, and based on the audit evidence obtained,

whether a material uncertainty exists related to events

or conditions that may cast significant doubt on the

Company’s ability to continue as a going concern. If we

conclude that a material uncertainty exists, we are

required to draw attention in our auditor’s report to

the related disclosures in the financial statements or, if

such disclosures are inadequate, to modify our opinion.

Our conclusions are based on the audit evidence

obtained up to the date of our auditor’s report.

However, future events or conditions may cause a

company to cease to continue as a going concern;

•

evaluating the overall presentation, structure and

content of the financial statements, including the

disclosures; and

•

evaluating whether the financial statements represent

the underlying transactions and events in a manner

that achieves fair presentation.

We are responsible for planning and performing the

group audit to obtain sufficient appropriate audit evidence

regarding the financial information of the entities or

business units within the group as a basis for forming an

opinion on the financial statements. We are also

responsible for the direction, supervision and review of

the audit work performed for purposes of the group audit.

We bear the full responsibility for the auditor’s report.

We communicate with the Supervisory Board regarding,

among other matters, the planned scope and timing of

the audit and significant audit findings, including any

significant findings in internal control that we identify

during our audit. In this respect we also submit an

additional report to the audit committee in accordance

with Article 11 of the EU Regulation on specific

requirements regarding statutory audits of public-interest

entities. The information included in this additional report

is consistent with our audit opinion in this auditor’s report.

We provide the Supervisory Board with a statement that

we have complied with relevant ethical requirements

regarding independence, and to communicate with them

all relationships and other matters that may reasonably be

thought to bear on our independence, and where

applicable, related safeguards.

From the matters communicated with the Supervisory

Board, we determine the key audit matters: those matters

that were of most significance in the audit of the financial

statements. We describe these matters in our auditor’s

report unless law or regulation precludes public disclosure

about the matter or when, in extremely rare

circumstances, not communicating the matter is in the

public interest.

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CONTACT

HOLLAND COLOURS NV

Halvemaanweg 1

7323 RW Apeldoorn

P.O. Box 720

7300 AS Apeldoorn

The Netherlands

T (31) 55-368 0700

E info@hollandcolours.com

Chamber of Commerce 08036180

HOLLAND COLOURS EUROPE BV

Halvemaanweg 1

7323 RW Apeldoorn

P.O. Box 720

7300 AS Apeldoorn

The Netherlands

T (31) 55-368 0700

E info@hollandcolours.com

HOLLAND COLOURS VENTURES BV

Halvemaanweg 1

7323 RW Apeldoorn

P.O. Box 720

7300 AS Apeldoorn

The Netherlands

T (31) 55-368 0700

E info@hollandcolours.com

Chamber of Commerce 96571926

REVIVE COLOURS BV

Halvemaanweg 1

7323 RW Apeldoorn

P.O. Box 720

7300 AS Apeldoorn

The Netherlands

T (31) 55-368 0700

E info@hollandcolours.com

Chamber of Commerce 867707094

HOLLAND COLOURS

HUNGARIA KFT

Déri Miksa körút 2

P.O. Box 8

5000 Szolnok

Hungary

T (36) 56-420 644

E szolnok@hollandcolours.com

HOLLAND COLOURS

AMERICAS INC

1501 Progress Drive

Richmond, Indiana, 47374

USA

T (1) 765-935 0329

E richmond@hollandcolours.com

HOLLAND COLOURS CANADA INC.

PO Box 62034

North York RPO Victoria Terr

ON M4A2WI

Formal corporate communications:

Gowling WLG (Canada) LLP

Attn: David Campbell

Suite 1600, 1 First Canadian Pl.

100 King Street West

Toronto M5X 1G5

Canada

T (1) 416-449 4344

E canada@hollandcolours.com

HOLLAND COLOURS

MEXICANA SA DE CV

Tezozomoc

Bodega 3

Col. Recursos Hidráulicos

Tultitlán, Edo de México

CP 54913

México

T 52 (55) 58-94-36-41

E mexico@hollandcolours.com

PT HOLLAND COLOURS

ASIA - SURABAYA

Jl. Berbek Industri II/2

(Surabaya Industrial Estate Rungkut)

Sidoarjo 61256-East Java

Indonesia

T (62) 31-849 3939

E surabaya@hollandcolours.com

Export department Surabaya:

T (62) 31-841 1 801

E exportasia@hollandcolours.com

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NOTES TO THECONSOLIDATED FINANCIAL STATEMENTS

155

FIND OUT MORE

Contact our sales people about purchasing quantities and deliveries or our technical experts for questions

about our technology and its implementation:

AMERICAS: richmond@hollandcolours.com | +1 765-935 0329

ASIA: surabaya@hollandcolours.com | +62 31 849 3939

EMEIA: info@hollandcolours.com | +31 (0)55 36 80 700