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Companhia Paranaense de Energia (COPEL)
ELPC
#2043
Rank
ยฃ7.45 B
Marketcap
๐Ÿ‡ง๐Ÿ‡ท Brazil
Country
ยฃ10.05
Share price
1.80%
Change (1 day)
107.41%
Change (1 year)
๐Ÿ”‹ Electricity๐Ÿšฐ Utility companies โšก Energy
Categories
  1. Companhia Paranaense de Energia (COPEL)
  2. Annual Reports (20-F)
  3. Submitted on 2026-04-16

Companhia Paranaense de Energia (COPEL) - 20-F annual report


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As filed with the Securities and Exchange Commission on April 15, 2026
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 20-F
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2025
Commission file number: 001-14668
COMPANHIA PARANAENSE DE ENERGIA – COPEL
(Exact Name of Registrant as Specified in its Charter)
Energy Company of Paraná
(Translation of Registrant’s Name into English)
The Federative Republic of Brazil
(Jurisdiction of Incorporation or Organization)
Rua José Izidoro Biazetto, 158 – bloco A – 81200-240 Curitiba, Paraná, Brazil
(Address of Principal Executive Offices)
Daniel Pimentel Slaviero
+55 41 3331 4011 – ri@copel.com
Rua José Izidoro Biazetto, 158 – Bloco A – CEP 81200-240, Curitiba, Paraná, Brazil
(Name, telephone, e-mail and/or facsimile number and address of company contact person)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
Common Shares, without par value
N/A
New York Stock Exchange*
American Depositary Shares (as evidenced by American Depositary Receipts), each representing four Common Shares of COPEL
ELPC
New York Stock Exchange
* Shares are not listed for trading, but only in connection with the registration of American Depositary Shares pursuant to the requirements of the New York Stock Exchange.
Securities registered or to be registered pursuant to Section 12(g) of the Act: None
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None
Indicate the number of outstanding shares of each of the Issuer’s classes of capital or common stock as of December 31, 2025
2,982,810,590 Common Shares, without par value
1 Special Class Preferred Share, without par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes ☒ No ☐
If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Yes ☐ No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Yes ☒ No ☐


Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Securities Exchange Act:
Large accelerated filer ☒ Accelerated filer ☐
Non-accelerated filer ☐ Emerging growth company ☐
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
†The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (§ 15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:
U.S. GAAP ☐
IFRS - International Financial Reporting Standards as issued by the International Accounting Standards Board ☒
Other ☐
If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.
Item 17 ☐ Item 18 ☐
If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No ☒


cover-20F=2.jpg
Form 20-F 2026_FY25

Copel-Bkg-TOP_internas.jpg
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
TABLE OF CONTENTS
1
2
2
2
3
Risk Factors
3
Risks Relating to our Corporate Governance and our ADSs
17
20
The Company
20
Business
24
Concessions
44
Competition
52
Environmental, Social and Governance
53
Plant, Property and Equipment
56
The Expropriation Process
57
The Brazilian Electric Power Industry
57
Environmental Regulations
73
Recent Developments
74
75
75
Overview
76
Analysis of Electricity Sales and Cost of Electricity Purchased
79
Results of Operations for the Years Ended December 31, 2025 and 2024
80
Liquidity and Capital Resources
83
87
Board of Directors
87
Executive Board
90
Fiscal Council
92
Audit Committee
92
Investment and Innovation Committee
93
Sustainable Development Committee (CDS)
93
People Committee
93
Executive Compensation
93
Employees
95
Share Ownership
96
97
Major Shareholders
97
Related Party Transactions
98
99
Legal Proceedings
99
Dividend Payment
101
104
104
Memorandum and Articles of Association
104
Material Contracts
108
Exchange Controls
108
Taxation
109
Documents on Display
115
115
115
115
115
116
116
116
116
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | i
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
117
118
118
118
119
119
120
120
122
122
122
122
123
123
124
125
130
Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm - PWC
F-3
Report of Independent Registered Public Accounting Firm - Deloitte
F-7
Consolidated Statements of Financial Position
F-8
Consolidated Statements of Income
F-10
Consolidated Statements of Comprehensive Income
F-11
Consolidated Statements of Changes in Equity
F-12
Consolidated Statements of Cash Flows
F-13
Notes to the Consolidated Financial Statements
F-15
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
PRESENTATION OF FINANCIAL AND OTHER INFORMATION
In this annual report, we refer to Companhia Paranaense de Energia ‒ Copel, and, unless the context otherwise requires, its consolidated subsidiaries as “Copel,” the “Company,” “we” or “us.”
References to (i) “real,” “reais” or “R$” are to Brazilian reais (plural) and the Brazilian real (singular), and (ii) “U.S. dollars,” “dollars” or “US$” are to United States dollars. We maintain our books and records in reais. Certain figures included in this annual report have been subject to rounding adjustments.
Our audited consolidated financial statements as of December 31, 2025, and 2024 and for each of the years ended December 31, 2025, 2024 and 2023 are included in this annual report. We prepared our audited consolidated financial statements included in this annual report in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB) (currently described as "IFRS Accounting Standards" by the IFRS Foundation).
References in this annual report to the “Common Shares” are to our common shares. References to “Special Class Preferred Share” are to our special class preferred share, exclusively owned by the State of Paraná. References to “American Depositary Shares” or “ADSs” are to our American Depositary Shares, which represent four Common Shares each (“Common Share ADSs”). ADSs are listed on the “NYSE” (the New York Stock Exchange).
References in this annual report to the “Class A Shares”, “Class B Shares” and “Class C Shares” are to our Class A, Class B and Class C preferred shares which were all exchanged for common shares as part of our migration to the Novo Mercado, which is a special listing segment of B3 (Brasil, Bolsa, Balcão) that requires companies to adopt the highest standards of corporate governance and transparency in Brazil. References to “Preferred Share ADSs” are to ADSs representing four Class B Shares each, which were all exchanged for Common Share ADSs.
Certain terms are defined the first time they are used in this annual report. As used herein, all references to “GW” and “GWh” are to gigawatts and gigawatt hours, respectively; references to “kW” and “kWh” are to kilowatts and kilowatt hours, respectively; references to “MW” and “MWh” are to megawatts and megawatt hours, respectively; and references to “kV” are to kilovolts. These and other technical terms are defined in the “Technical Glossary”.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 1
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
FORWARD-LOOKING STATEMENTS
This annual report contains forward-looking statements. We may also make written or oral forward-looking statements in our annual report to shareholders, in our offering circulars and prospectuses, in press releases and other written materials, and in oral statements made by our officers, directors, or employees. These statements are not historical facts and are based on management’s current view and estimates of future economic circumstances, industry conditions, company performance, and financial results. Forward-looking statements can be identified by the fact that they do not relate only to historical or current facts and may be accompanied by words such as “aim,” “anticipate,” “believe,” “plan,” “could,” “would,” “should,” “estimate,” “expect,” “forecast,” “future,” “guidance,” “intend,” “may,” “will,” “possible,” “potential,” “predict,” “project” or similar words, phrases or expressions, although the absence of any such words or expressions does not mean that a particular statement is not a forward-looking statement. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.
Forward-looking statements involve only the current view of management and are subject to a number of inherent risks and uncertainties. There is no guarantee that the expected events, trends, or results will actually occur. We caution you that a number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Such factors include, but are not limited to:
•Brazilian political and economic conditions;
•economic conditions in the State of Paraná;
•technical, operational, legal, and regulatory conditions related to the provision of electricity services;
•the outcome of lawsuits against us;
•our ability to obtain financing;
•developments in other emerging market countries;
•changes in, or failure to comply with, governmental regulations;
•competition;
•electricity shortages;
•unfavorable hydrological conditions;
•climate-related developments;
•international economic and political developments;
•the impact of the ongoing conflicts in Ukraine and in the Middle East, the economic sanctions imposed on Russia, and their impact on the global economy, which are highly uncertain and difficult to predict;
•changes in global market conditions, impacting demand and pricing stability, including uncertainties related to global trade as a result of the imposition of tariffs between and among the United States and other countries and jurisdictions; and
•other factors discussed below under “Item 3. Key Information―Risk Factors.”
All forward-looking statements are expressly qualified in their entirety by this cautionary statement, and you should not place undue reliance on any forward-looking statement contained in this annual report.
ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS
Not applicable.
ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE
Not applicable.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
ITEM 3. KEY INFORMATION
RISK FACTORS
The following is a summary of the Risk Factors listed in this annual report:
Risks Relating to Our Company and Our Operations
•We are largely dependent on the economy of the State of Paraná in relation to the energy distribution business.
•There is no guarantee that we will be able to maintain or renew all licenses, permits, concessions, registrations, authorizations, including environmental licenses, required for our current operations, or obtain the necessary licenses to develop and operate new projects.
•Disruptions in the operation of, or deterioration of the quality of, our services could have an adverse effect on our business, financial condition, reputation and results of operations.
•Failures in our cybersecurity controls or unauthorized disclosure of information, as well as failure to comply with existing data privacy and data security laws may adversely affect our business and reputation, including the risk of interruption in energy supply and suspension of operations.
•We are subject to risks related to the social and environmental impacts of our projects.
•Failures of the dams under our responsibility may cause serious damage to affected communities, our results, and our reputation.
•We are involved in several lawsuits that could have a material adverse effect on our business, operational results, financial position, and reputation if their outcome is unfavorable to us.
•Our financial and operational performance may be negatively affected by natural disasters, epidemics and other catastrophes that affect biodiversity, society, and the Brazilian economy.
•The implementation of our new billing project may expose us to increased operational risks, and failures or delays in the implementation may prevent us from obtaining the benefits of this automated billing system.
•Our governance, compliance, and internal controls may not prevent violations of legal, regulatory, ethical, or governance standards.
•The rules governing electricity trading and market conditions may affect the sale prices of electricity.
•Our business is subject to risks related to our supply chain which may be substantially and adversely affected by internal or external economic, political, social and natural events, such as pandemics, terrorism acts, border disputes and armed conflicts, among others.
•We are subject to climate factors and to uncertainties that may adversely impact our operation and results.
•Failure to comply with ESG guidelines can adversely affect our operations, results and reputation.
•We may acquire other companies in the electric sector or new energy concessions which could increase our financial leverage and negatively impact our overall performance, and the integration of these new businesses may not yield the expected efficiency gains and economies of scale, potentially harming our operational and financial performance.
•Labor disputes may disrupt our operations from time to time.
•If we fail to attract, retain, and manage qualified workforce, our business, financial condition, results of operations and prospects could be materially and adversely affected.

Risks Relating to the Brazilian Electricity Sector and Other Sectors that We Operate
•Our operating results depend on prevailing hydrological conditions, which have been volatile recently. The impact of water shortages and resulting measures taken by the government to conserve energy may have a material adverse effect on our business, financial condition and results of operations.
•ANEEL could penalize us for failing to comply with the terms of our concessions or with applicable laws and regulations, and we may not recover the full value of our investment in the event that any of our concessions are terminated.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
•We are subject to comprehensive regulation of our business, which fundamentally affects our financial performance.
•Certain customers in our distribution concession area may cease to purchase energy from our distribution business.
•We generate a portion of our operating revenues from Free Customers who may seek other energy suppliers upon the expiration of their contracts with us.
•We may be forced to purchase or sell energy in the spot market at higher or lower prices and we may not be entitled to pass on any increased costs or incurred losses to our final customers in a timely manner, or at all.
•We are subject to a counterparty’s credit risk in agreements entered into with Copel Comercialização (Copel Mercado Livre) and in case of default, we may have to sell or purchase energy at a different base price.
•We are subject to the risk of exchange rate variation in connection with energy and import.
•We are subject to unrealized losses or net gains arising from the mark-to-market of the purchase and sale of energy contracts, which may expose us to the risk of future energy prices.
•Our equipment, facilities and operations are subject to numerous environmental and health regulations, which may become more stringent in the future and may result in increased liabilities and increased capital expenditures.
•We are strictly liable for any damages resulting from inadequate provision of electricity services and our insurance policies may not fully cover such damages.
•We cannot assure we can keep up with the changes the energy sector is undergoing as a result of technology advances and the adoption of artificial intelligence.
Risks Relating to Brazil
•The Brazilian Government has significant influence over the Brazilian economy. Brazilian economic and political conditions— and investor perception of these conditions— have a direct impact on our operation.
•Inflation and governmental measures to curb inflation, particularly increases in interest rates, may contribute to economic uncertainty in Brazil, and could reduce our margins, results and the market price of the ADSs.
•Economic and political adversities in other regions—particularly in developed economies and in emerging markets—may adversely affect foreign investment flows into Brazil and, consequently, the pace of Brazil’s economic growth.
•Geopolitical risks and military hostilities, including in the Middle East, as well as potential economic sanctions resulting from these confrontations could negatively affect our business with increased costs and expenses.
•Our financial and operating performance may be adversely affected by epidemics, natural disasters and other catastrophes impacting Brazilian biodiversity, society and economy.
•Fluctuations in currency exchange rates and the devaluation of the real may adversely affect our net income and cash flow.
•Changes in Brazilian tax legislation and regulation may have an adverse effect on us and our shareholders.
Risks related to our corporate governance and our ADSs
•After our transformation into a corporation with dispersed capital, we no longer have a controlling shareholder and are exposed to significant influence of shareholders or group of shareholders.
•Anti‑takeover provisions in our Bylaws may discourage third parties from attempting to acquire us and may adversely affect the rights of holders of our common stock.
•ADS holders may have more limited rights than holders of shares in Brazil and may be unable to exercise voting rights or preemptive rights relating to the shares underlying their ADSs.
•ADS holders may be unable to exercise tag‑along rights.
•ADS holders may not receive dividend payments.
•Sales of a substantial number of shares or ADSs, or the perception that such sales might take place, could adversely affect the prevailing market price of our shares or ADSs.
•Future issuances of shares may dilute the holdings of current holders of our shares or ADSs and could materially affect the market price for those securities.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
•Holders of our ADSs may be unable to enforce judgments against our directors or officers.
•Judgments of Brazilian courts with respect to our shares will be payable only in Brazilian reais.

Risks Relating to Our Company and our Operations
We are largely dependent on the economy of the State of Paraná in relation to the energy distribution business.

The distribution market for most of our sales of electricity is the State of Paraná. Although a more competitive market involving possible sales to customers outside Paraná might develop in the future, our business depends and is expected to continue to depend to a very large extent on the economic conditions of Paraná.
An increase in electricity prices, combined with poor economic performance in the State of Paraná, could affect the ability of some of our distribution customers to pay amounts owed to us. As of December 31, 2025, our overdue receivables totaled R$ 605.5 million, after deducting expected credit losses of R$ 245.6 million.

In addition, in the event of an economic recession combined with high energy prices, the number of our distribution customers that could start connecting illegally to our distribution grid may increase, which would then further reduce our revenue from electricity sales to final customers. Energy we lose due to illegal connections is considered a commercial loss (non-technical), and we may incur regulatory penalties if our commercial losses exceed certain established regulatory thresholds calculated by ANEEL. If ANEEL determines that we were not efficient in inspecting and controlling the non-technical losses in the distribution grid, the agency may limit the transfer of such losses to the final customers.
There is no guarantee that we will be able to maintain or renew all licenses, permits, concessions, registrations, authorizations, including environmental licenses, required for our current operations, or obtain the necessary licenses to develop and operate new projects.
Our business relies on maintaining, renewing, and obtaining necessary licenses, permits, concessions, registrations, and authorizations, including environmental licenses for our operations and new projects and licenses from ANEEL and the MME, as well as compliance with regulations governing our facilities and activities. The lack of any necessary licenses, permits, concessions, registrations, or authorizations or any challenges to our licenses, permits, concessions, registrations, and authorizations, or their expiration without renewal could materially and adversely affect our business, financial condition, results of operations, and reputation, and expose us to penalties under applicable regulations.
Delays in the issuance of licenses, permits, concessions, registrations, and authorizations by governmental agencies or other authorities may also result in delays in project implementation schedules and increase operating and project costs, which could adversely affect our operating and financial results. If we are unable to complete a project or if a project is delayed, our expected financial return from the project may be reduced, leading to potential losses. Additionally, decisions made by governmental authorities regarding the electric grid, environmental regulations, and other aspects of electricity generation may negatively impact the operation and profitability of our generation systems. If any of these factors occur, we may suffer material adverse effects on our financial condition, results of operations, and reputation.
Disruptions in the operation of, or deterioration of the quality of, our services could have an adverse effect on our business, financial condition, reputation and results of operations.
We operate systems, interconnected networks with other utilities and infrastructures for generation, transmission and distribution systems and grids, which involve various risks, such as operational setbacks and unexpected interruptions, caused by accidents, breakdown or failure of equipment or processes, performance below expected levels of availability and efficiency of assets, or disasters (such as explosions, fires, natural phenomena, landslides, sabotage, vandalism, and similar events). In addition, operational decisions by authorities responsible for the electricity grid, environment matters, operations and other issues affecting the electricity generation, transmission or distribution could have an adverse effect on the performance and profitability of the operations of our generation, transmission and distribution systems. Our insurance could be insufficient to cover the costs and losses that we may incur as a result of the damages caused to our assets or due to outages.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
The revenues that our subsidiaries generate from establishing, operating and maintaining their facilities are related to the availability of equipment and assets, and to the quality of the services (continuity and service in accordance with levels demanded by regulations). Under our concession agreements, we and our subsidiaries are subject to: (i) a reduction of the distributor revenue as a result of the reduction of the so-called “Portion B” allocation in the revenue calculation formula; (ii) a reduction of the APR, the annual permitted revenue, for the transmission companies; (iii) the effects of the Availability Factor (Fator de Disponibilidade, or “FID”) and the offtake guarantee levels for the generation facilities; and (iv) the application of penalties and payment of compensation amounts, depending on the scope, severity and duration of non-availability of the services and equipment. Under Brazilian Law, we are strictly liable for direct and indirect damages resulting from the inadequate supply of electricity such as abrupt interruptions arising from the generation, transmission or distribution systems. Therefore, outages or stoppages in our generation, transmission and distribution facilities, or in substations or grids, may cause a material adverse effect on our business, financial situation, reputation and results of operations.
Failures in our cybersecurity controls or unauthorized disclosure of information, as well as failure to comply with existing data privacy and data security laws may adversely affect our business and reputation, including the risk of interruption in energy supply and suspension of operations.
We collect, store, process and use confidential information related to our business and operations. In our ordinary course of business, we also collect and store our customers’ personal data in our data centers located at our own premises. We have been subject to cyber attacks in previous years, and we may be vulnerable to failures whether caused by technical failures, negligence, accident or cyber-attacks. Those failures may result in disclosure or theft of sensitive information, loss of data integrity, misappropriation of funds and disruptions to or interruption in our business operations.
We are subject to Brazilian laws and regulations relating to data protection and data privacy, mainly the Brazilian Federal Law No. 13,709/2018, the Brazilian data protection law (Lei Geral de Proteção de Dados, or “LGPD”) that sets forth the legal framework for the processing of personal data and administrative penalties applicable for non-compliance with LGPD. Violations of this statute and related regulations, including leakage of personal data, could result in individual or collective lawsuits against us, the imposition of fines of up to R$ 50 million, capped at 2% of the billing of the group in Brazil for infringement, among other civil, administrative and criminal penalties, as well as damage to our reputation, which could have an adverse effect on us and our business, reputation and results of operations.
We are subject to risks related to social and environmental impacts of our projects.
The construction and operation of our assets may modify the ecosystem, particularly the natural state of the water resources and of the vegetation of the flooded river basin in the case of HPPs. Our projects may cause direct and indirect impacts in the local communities, such as housing displacement. They may affect the economic outputs of the local communities, lead to the loss of cultural identity or increase the demand for government services. Our wind energy projects in particular can generate impacts such as changes in the landscape, noise pollution, and risks to local wildlife, especially birds. In these cases, we may be required to implement specific plans to minimize and mitigate those impacts, which may result in reputational damage and financial losses for our business.
Failures in dams under our responsibility may cause serious damages to the affected communities, to our results and to our reputation.
Dams are important infrastructures to our business, and are fundamental components of our HPPs for the purposes of diking and storing water, accounting for the majority of our energy generation capacity. However, in any dam, there is an intrinsic risk of ruptures caused by different internal and external factors. Therefore, we are subject to the risk of a dam failure that could have repercussions much greater than just the loss of hydroelectric power generation capacity. A dam failure may result in economic, social, regulatory and environmental damages and potential loss of human life in the communities downstream from the dams, which may have a material adverse effect on our reputation, business, operational results and financial conditions.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
We are involved in several lawsuits that could have a material adverse effect on our business, operational results, financial position, and reputation if their outcome is unfavorable to us.
We are the defendant in several legal proceedings, mainly relating to civil, administrative, labor, environmental and tax claims. The outcome of these proceedings is uncertain and, if decided against us, may result in obligations that could materially adversely affect our results of operations. As of December 31, 2025, our provisions for legal claims, which are probable (more likely than not) and estimated losses are reasonable, were R$ 1,571.6 million. For more information, see “Item 8. Financial Information—Consolidated Financial Information—Legal Proceedings.”
Unfavorable decisions against us, particularly in cases involving large amounts or that affect our ability to conduct our business as planned, may cause an adverse effect on our results, as well as on our business, reputation, financial position, and the market value of our shares. For more information, see “Item 8. Financial Information — Legal proceedings.”
Our financial and operational performance may be negatively affected by natural disasters, epidemics and other catastrophes that affect biodiversity, society, and the Brazilian economy.
The emergence of new epidemics, natural disasters, or other global or regional catastrophes could lead to reduced consumption in commercial and industrial segments, intermittent volatility in international and Brazilian markets, governmental and private actions including restrictions on the movement and transportation of people, goods, and services, and potentially result in the partial or complete shutdown of private establishments and public offices, disruptions in the supply chain, and increased government intervention in economies. These events may have a significant negative effect on both the global and Brazilian economies, potentially leading to a decrease in economic activity, currency devaluation and volatility, increased fiscal deficits and constraints on public investment, delays in judicial, arbitration, and administrative proceedings, temporary imposition of more burdensome taxation on our business activities, reduced liquidity in international and Brazilian markets; and volatility in the prices of raw materials and other inputs, among other effects. The occurrence and duration of any of these events could impact the liquidity and market value of our shares and have negative effects on our business operations. We cannot guarantee that there will be no regional and global outbreaks of communicable diseases, and if they occur, we cannot guarantee that we will be able to avoid adverse impacts on our businesses, operations, and financial results.
The implementation of our new billing project may expose us to increased operational risks, and failures or delays in the implementation may prevent us from obtaining the benefits of this automated billing system.
We are currently implementing a new billing project, with go live scheduled for 2026, in line with our corporate strategy to seek innovation and operational efficiency. Although the purpose of the new system is to provide greater autonomy to our management areas and to provide more efficiency in application integration, process automation and data synchronization, we cannot assure you that we will be able to successfully implement this project or that we will be able to achieve these benefits. Failures in the implementation of this project may adversely affect our existing operations, particularly billing and collection functions, and may expose us to data breaches or other incidents, which could adversely affect our business.
Our governance, compliance and internal controls may fail to prevent breaches of legal, regulatory, ethical or governance standards.
We are subject to breaches of our internal policies and controls relating to anti-corruption, anti-money laundering, securities regulation and related laws and regulations, and to instances of fraudulent behavior, corrupt practices and dishonesty by our directors, officers, employees, contractors or other agents that we may not timely identify or prevent.
Further, we have a large number of contracts with suppliers, with wide distribution and outsourcing of the production chains, and we are not able to control all possible irregularities or to ensure that our selection processes will be sufficient to avoid situations where our suppliers have problems related to compliance with applicable law, sustainability or outsourcing of the production chain under inadequate safety conditions. These risks are increased by the fact that our portfolio includes affiliated companies, such as special purpose companies, in which we do not hold a controlling interest.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Although we have an integrity program with timely updates and a process for investigating complaints, our systems may not be effective in all circumstances. Any failure in our capacity to prevent or detect noncompliance with the applicable governance rules or regulatory obligations may cause damages to our reputation or other material adverse effects to our results of operation or financial condition.
The rules for electricity trading and market conditions may affect the sale prices of electricity.
We perform trading activities through power purchase and sale agreements, mainly in the Free Market, through our generation and trading companies.
Energy trading is affected by changes in the methodology used to calculate energy price in the short-term (Preço de Liquidação de Diferenças, or “PLD”). PLD is currently determined by the results of optimization models of operation of the interconnected systems used by the ONS and by CCEE. In such determination, there may be data entry errors or errors in the model, which may lead to an unexpected change of the PLD and possible future republications of the PLD. Any of such events may cause market uncertainty, reduction of liquidity, and financial losses with unexpected price variation. The PLD is calculated for each submarket on an hourly basis, as proposed by the Standing Committee for Analysis of Methodologies and Programs (Comissão Permanente para Análise de Metodologias e Programas Computacionais do Setor Elétrico - CPAMP), in accordance with the implementation schedule defined by Ordinance No. 301/2019. Any change in the energy trading rules related to the increase of restrictions for the entry of new customers in the Free Market may adversely affect our energy trading business.
Excess supply of energy in the market, particularly as a result of new energy projects, incentivized renewable energy projects, including distributed generation projects, and other subsidies may cause a decrease in the energy prices and adversely impact our energy business, with the possibility of effects on electricity sales to final customers, electricity sales to distributors and energy traders and use of the main distribution and transmission grid.
Our business is subject to risks related to our supply chain which may be substantially and adversely affected by internal or external economic, political, social and natural events, such as pandemics, terrorism acts, border disputes and armed conflicts, among others.
Suppliers, contractors and other third parties may fail to perform existing contracts and obligations, which may unfavorably impact our operations and financial results.
We are involved in various transmission, generation and distribution projects, which are subject to the performance obligations of various third parties over whom we have no control. In addition, project development is subject to environmental, engineering and construction risks that can lead to cost overruns, delays and other impediments to completing a project on time and within budget. We cannot assure you that we will be able to: (i) obtain all required permits and approvals for our projects; (ii) secure private sector partners for any of our projects; or (iii) obtain adequate financing for our projects or that financing will be available on a non-recourse basis to us. If we are unable to complete a project or such project is delayed, this may decrease our expected financial return from the project, which may lead to impairment.
The operations of our suppliers and service providers may be substantially and adversely affected by factors and events beyond our control, such as fires, natural disasters, disease outbreaks, pandemics, strikes, system failures, terrorist attacks, deforestation, and political or armed conflicts—including those currently underway in different regions, as well as tensions between major powers and their respective allies, with potential impacts on global supply chains, energy markets, and trade flows—in addition to trade sanctions and other similar events.
The evolution of these scenarios, combined with high inflation, volatility in commodity and financial markets, exchange rate fluctuations, and liquidity constraints in capital markets, among other factors, could generate significant impacts. In this context, if the affected services cannot be replaced or restored in the impacted regions, the supply of electricity to our customers may be compromised or interrupted, negatively affecting our results.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
We are subject to climate factors and to uncertainties that may adversely impact our operation and results.
Our energy generation, transmission and distribution operations are subject to climatic factors and uncertainties related to severe weather events, mainly cyclones, hurricanes, floods, droughts and fires. These events can affect minimum water storage levels in hydroelectric plant reservoirs and lead to the unavailability of our electricity supply systems, resulting in penalties by regulatory bodies, consumer complaints, lawsuits, costs for the restoration of systems, in addition to negatively affecting our results.
Further our wind farms operations are subject to climate factors and to uncertainties related to wind speed. The authorizations and licenses that govern our power generation activities in wind farms set forth certain performance covenants, which require us to generate minimum amounts of energy on annual and four-year bases in accordance with the energy amounts sold in the correspondent auctions. Non-compliance with such covenants may adversely impact our results.
We are also subject to impacts of uncertainties related to climate change, such as (i) demand for energy; (ii) carbon pricing; and (iii) regulatory requirements to reduce emissions. The potential impacts of such factors are taken into account in business planning and periodically monitored by our Board of Directors.
Our Integrated Risk Management Policy classifies and categorizes climate change effects that may affect our operations and business strategy, leading us to incur financial costs as follows: (i) physical climate risks - the possibility of the occurrence of losses caused by events associated with frequent and severe weather events (acute risks) or long-term environmental changes (chronic risks), which may be related to changes in weather patterns; and (ii) transition climate risks - the possibility of the occurrence of losses caused by events associated with the process of transition to a low-carbon economy, in which the emission of greenhouse gases is reduced or offset and the natural mechanisms for capturing these gases are preserved.
In the last few years, there have been critical climate events, which led us to promote research regarding future climate scenarios resulting from global warming in hydraulic generation assets (until 2100) and distribution assets (until 2050). If we fail to properly identify and incorporate the risks associated with climate change into our risk framework, to adequately measure, manage and disclose the various financial and operational risks that may result from climate change, or to adapt our strategy and business model to a changing regulatory and market environment, we could face a material adverse impact on our business growth rates, competitiveness, profitability, capital requirements and financial condition. In 2025, the area under our energy distribution concession was impacted by a tornado, with wind gusts reaching approximately 300 km/h, which hit the municipality of Rio Bonito do Iguaçu, in the State of Paraná, causing significant damage to the electrical system infrastructure. We cannot guarantee that similar events will not take place again and materially and adversely affect our operations.
Failure to comply with ESG guidelines can adversely affect our operations, results and reputation.
Our ESG practices are continually developing. This includes making commitments to achieve specific standards or deadlines for better social, governance, and sustainability practices, as well as incorporating sustainability into our business operations. Failure to comply with corporate ESG guidelines or commitments, including our Integrated Report, could result in financial and operational losses, as well as reputational damage. We are moving towards finalizing the sale process of TPP Figueira, awaiting approval from the MME, a necessary step to close the transaction.
We may acquire other companies in the electric sector or new energy concessions which could increase our financial leverage and negatively impact our overall performance, and the integration of these new businesses may not yield the expected efficiency gains and economies of scale, potentially harming our operational and financial performance.
We constantly prospect for businesses that are related to our corporate purpose and aligned with our strategic plan. To expand our business, we may participate in auctions for the construction and operation of new power generation and transmission ventures, as well as invest in other companies from the energy sector, as we have done in the past. These acquisitions can increase our financial leverage or reduce our profits. Additionally, the integration of the new businesses may not result in the synergies we expect in terms of efficiency gains and economies of scale for our operations, including as a result of our failure to follow our initial strategic plan or changes in market conditions. This may adversely affect our operational and financial performance.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
We may also be held liable for contingencies related to such assets and businesses, including potential contingencies that are not currently known to us and that may be identified in the future. Any contingencies arising from the development and implementation of these assets prior to their incorporation into our assets may become our responsibility as a successor if the selling company fails to perform or proves unable to perform its obligations. If such contingencies materialize, we could incur significant costs and expenses, which could have a material adverse effect on our business, reputation and results.
Labor disputes may disrupt our operations from time to time.
Our employees, whether permanent staff or outsourced, are represented by unions. Disagreements regarding issues related to divestments, changes to our business strategy, our voluntary severance programs (Programa de Desligamento Voluntário - PDV), or reductions in the professional staff may lead employees to react negatively. Strikes, work interruptions, or other forms of protests involving our own employees in any of our major suppliers or contractors or at their facilities may undermine our ability to complete relevant projects on time, negatively impacting our results of operations, and adversely affect our ability to achieve long-term strategic goals.
We may also be held liable, under joint and several or subsidiary liability, for any labor or social security obligations imposed by courts on employees of our third-party service providers, including the recognition of an employment relationship. This could lead to contingencies and indemnity payments, significantly and negatively impacting our business.
If we fail to attract, retain and manage qualified workforce, our business, financial condition, results of operations and prospects could be materially and adversely affected.
Our operations depend in part on our ability to cost-effectively attract, retain and manage key management personnel and talents with the necessary expertise to work in our business and that can keep up with the latest developments in the industry, especially technological developments, while maintaining our business culture. If we are not able to retain or attract specialized personnel and key management personnel, our business and results of operations may be adversely impacted.
Risks Relating to the Brazilian Electricity Sector and Other Sectors that We Operate
Our operating results depend on prevailing hydrological conditions, which have been volatile recently. The impact of water shortages and resulting measures taken by the government to conserve energy may have a material adverse effect on our business, financial condition and results of operations.
We are dependent on the prevailing hydrological conditions throughout Brazil and in the geographic region in which we operate. According to data from ANEEL, approximately 53.6% of Brazil’s installed capacity currently comes from hydroelectric generation facilities. Hydrological conditions in our region, and Brazil in general, are frequently subject to changes because of non-cyclical deviations in average rainfall.
In previous periods of low rainfall, the Brazilian government reacted to poor hydrological conditions by seeking to reduce final customers’ electricity consumption by several means, from general campaigns to reduce energy consumption to rationing programs. The effect of campaigns to reduce energy consumption is not predictable, making it difficult for our distribution business to accurately estimate the volume of energy it needs to purchase for sale to final customers. In case of mandatory rationing program, our distribution business would be adversely affected because its revenues are partially based on the volume of electricity it provides through our distribution grid to final customers.
With respect to our generation business, in order to compensate for poor hydrological conditions and to maintain adequate water levels in reservoirs, the ONS may order the reduction of generation from hydroelectric power plants, which would be partially compensated by increased generation by thermoelectric plants. This mechanism for replacing hydroelectric production with thermoelectric production may not provide all of the energy we need to fulfill our obligations under existing energy supply contracts. To compensate for this deficit, our generation business can be required to purchase energy in the short term (“spot”) market, typically at higher prices, and we would not be able to pass on these increased costs. This mechanism impacts all generation companies in Brazil regardless of whether the geographical region in which a specific generator is located is experiencing low rainfall and could have a material adverse effect on our generation business.
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COMPANHIA PARANAENSE DE ENERGIA
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In addition, in an extreme scenario, given the increased presence of thermal generation in the national electric matrix, if a shortage of natural gas were to occur, this would increase the general demand for hydroelectric energy in the market and therefore increase the risk that a rationing program would be instated.
Regarding our energy trading business, the effect of volatility in hydrological conditions is the increase of the variation of energy price, which in turn increases the spot market volatility, thus affecting our operating results. Spot price (PLD) is determined by the results of optimization models of operation of the interconnected systems used by the ONS and by CCEE. The energy average spot prices are calculated by CCEE every hour and are set for each region.
When there is great availability of hydrological resources, the spot prices tend to remain at lower levels, which may not be enough to (i) cover the generation costs of this very same energy (when related to our generation business) and (ii) cover the cost of the power purchase and sale agreement in our energy trading business. In this scenario, long-term energy prices may also be impacted and remain at lower levels, which may reduce our margins or not be enough to cover the generation costs of this very same energy. Conversely, if hydrological availability is affected, spot prices tend to increase significantly, in addition to occasionally impacting the Generation Scaling Factor, which may adversely impact our costs of energy purchases, as the price set forth in power purchase and sale agreements may not be sufficient.
ANEEL could penalize us for failing to comply with the terms of our concessions or with applicable laws and regulations, and we may not recover the full value of our investment in the event that any of our concessions are terminated.
Our concessions are for terms of 20 to 35 years and may be extended if certain conditions are met. In the event that we fail to comply with any term of our concessions or applicable law or regulation, ANEEL may impose penalties on us, which may include warnings, substantial fines and restrictions on our operations, among others. ANEEL may also terminate our concessions prior to the expiration of their terms if we fail to comply with their provisions or if they determine that terminating our concessions would be in the public interest, through a forfeiture or expropriation proceeding. In particular, our renewed distribution concession agreement contains both quality and financial metrics that become more restrictive over time, and that we must meet to ensure that our distribution concession agreement is not terminated. If ANEEL terminates any of our concessions before its expiration, we would not be able to operate the segment(s) of our business that had been authorized by the concession. Furthermore, any compensation that we may receive from the Brazilian government for the unamortized portion of our investment may not be sufficient for us to recover the full value of our investment. The early termination or non-renewal of any of our concessions or the imposition of severe fines or penalties by ANEEL could have a material adverse effect on our financial condition and results of operations. See “Item 4. Information on the Company—The Brazilian Electric Power Industry—Concessions.”
We are subject to comprehensive regulation of our business, which fundamentally affects our financial performance.
Our business is subject to extensive regulation by various Brazilian legal and regulatory authorities, particularly the MME and ANEEL, which regulate and oversee various aspects of our business and approve our tariffs. We may be required to reduce or interrupt the energy production (curtailment) of our plants by order of the National System Operator (ONS), especially from renewable sources, such as solar and wind, when the total energy production exceeds the loading capacity of the transmission system or the load of the electrical system. Changes to the laws and regulations governing our business, which have occurred in the past, could adversely affect our financial condition and results of operations.
For example, the tariffs that we charge for the sale of electricity to captive customers are determined pursuant to a concession agreement with the Brazilian government through ANEEL. The tariff rates we charge our customers are determined pursuant to a concession agreement and in accordance with ANEEL’s regulation. In addition, ANEEL’s decisions relating to our tariffs may be contested by public authorities or by our customers. Administrative and judicial decisions resulting from these challenges may modify ANEEL’s decisions in a manner that is unfavorable to us, which may adversely affect our financial condition and results of operations.
If any further regulations or new laws are passed by the Brazilian government to lower electricity prices, these new laws and regulations could have a material adverse effect on our results of operations.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Certain customers in our distribution concession area may cease to purchase energy from our distribution business.
Our distribution business generates a large portion of its revenues by selling energy that it purchases from generation companies. Large electricity customers within the geographic area of our concession that meet certain regulatory requirements may qualify as Free Customers. A Free Customer in our distribution concession area is entitled to purchase energy directly from generation and energy trading companies rather than through our distribution business, in which case that Free Customer would cease to pay our distribution business for that energy that we previously supplied.
In addition, ANEEL has issued regulations related to micro and mini distributed generation, which facilitates the purchase or lease of power generation equipment by customers, especially solar photovoltaic modules, to produce energy for their own consumption. Such regulation was revised following the adoption of a new legal framework for distributed generation in Brazil (Federal Law No. 14,300/2022). The legislation was recently regulated by ANEEL’s Normative Resolution No. 1,059/2023.
If the number of customers with micro and mini distributed generation within the geographic area of our concession increases, our revenues and results of operations could also be adversely affected.
We generate a portion of our operating revenues from Free Customers who may seek other energy suppliers upon the expiration of their contracts with us.
As of December 31, 2025, we served 1,537 free market customers through our energy trading company, across 23 states, with an average of 3.2 GW of energy traded on the CCEE, registering an 18% growth compared to the previous period.
Such Free Customers may seek other energy suppliers upon the expiration of their contracts with us. Additionally, it is possible that our large industrial clients could be authorized by ANEEL to generate electric energy for their own consumption or sale to other parties, in which case they may obtain an authorization or concession for the generation of electric power in a given area, which could adversely affect our results of operations.
If we fail to establish new business relationships or maintain existing relationships on favorable terms, we may be unable to offer certain products and services to Free Customers or to offer competitive prices and terms to Free Customers, which could adversely affect our financial condition, results of operations and cash flows. We cannot assure you that we will be able to replace such Free Customer in a timely manner and without material disruption to our operations, and the termination or rescission of any contract with a Free Customer, even for reasons beyond our control, could have a material adverse effect on our operations and operating and financial results.
We may be forced to purchase or sell energy in the spot market at higher or lower prices and we may not be entitled to pass on any increased costs or incurred losses to our final customers in a timely manner, or at all.
Under the Law No 10,848/2004, New Industry Model Law, electric energy distributors, including us, must contract, through public bids conducted by ANEEL, 100% of the forecasted electric energy demand for their respective distribution concession areas. The auctions in which the distributors are allowed to purchase energy are held up to seven years prior to the actual delivery of electric energy. We cannot guarantee that our forecasts for energy demand in our distribution concession area will be accurate. If our forecasts fall short of actual electricity demand, or if we are unable to purchase energy through the regulated market due to the lack of energy supply in the market, or if energy we contracted for fails to be delivered, we may be forced to make up for the shortfall by entering into short-term agreements to purchase electricity in the spot market where we may pay significantly more for energy without being able to pass on these increased costs to our final customers. In addition, if we underestimate our distribution energy needs, we may be subject to penalties imposed by the CCEE. Moreover, if our forecasts surpass actual demand by more than the allowed margin (105% of actual demand), including where demand is depressed due to government campaigns in response to poor hydrological conditions, due to reduced economic activity, or loss of Free Customers in our concession area, we may not be able to pass on to our final customers the cost of the excess energy that we acquire.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
We are subject to a counterparty’s credit risk in agreements entered into with Copel Comercialização (Copel Mercado Livre) and in case of default, we may have to sell or purchase energy at a different base price.
Copel Comercialização is subject to a counterparty’s credit risk. When Copel Comercialização sells energy, the counterparties to the agreements may default on their contractual obligations, which may cause Copel Comercialização to sell energy at a different base price. In cases where we purchase energy, whether from energy generation projects, in operation or under construction, or even from energy trading, the selling counterparties may also default on the relevant contracts, and, consequently, Copel Comercialização may have to buy energy at a different base price and be subject to regulatory penalties imposed by CCEE due to insufficient contractual guarantees. The guarantees or collateral provided by our counterparties in connection with the power purchase and sale agreements may not be sufficient to cover losses we suffer if our counterparties fail to comply with their payment obligation or with their obligation to deliver energy, which may adversely affect our results.
We are subject to the risk of exchange rate variation in connection with energy and import.
Our subsidiary Copel Comercialização (Copel Mercado Livre) has obtained authorization from the MME to import and export energy from Argentina and Uruguay. In addition, Copel Comercialização has authorizations granted by the National Agency of Petroleum, Natural Gas and Biofuels (Agência Nacional do Petróleo, Gás Natural e Biocombustíveis do Brasil, “ANP”) for the activities of (i) loading of natural gas; (ii) commercialization of natural gas; (iii) foreign trade agent. In this sense, we will be exposed to exchange rate fluctuation in connection with any such energy import, as well as risk of exchange rate variation for the natural gas market, considering that part of these transactions may be carried out in foreign currencies.
We are subject to unrealized losses or net gains arising from the mark-to-market of the purchase and sale of energy contracts, which may expose us to the risk of future energy prices.
Our subsidiary Copel Comercialização (Copel Mercado Livre) is in the energy trading market, and part of these trades are classified as derivative financial instruments measured at fair value through its results. Unrealized net losses or gains resulting from the mark-to-market of these contracts (difference between contracted prices and market prices) are recognized in the results of the fiscal year. This activity may adversely expose our results to the fluctuations of future energy prices.
Our equipment, facilities and operations are subject to numerous environmental and health regulations, which may become more stringent in the future and may result in increased liabilities and increased capital expenditures.
Our distribution, transmission and generation activities are subject to comprehensive federal, state and local legislation, as well as supervision by Brazilian governmental agencies that are responsible for the implementation of environmental and health laws and policies. These agencies could take enforcement action against us for our failure to comply with their regulations and with requirements established for the maintenance of our environmental licenses. These actions could result in, among other things, the imposition of fines, embargoes and revocation of licenses, which could have a material adverse effect on our financial condition and results of operations. It is also possible that enhanced environmental and health regulations will force us to allocate capital towards compliance, and consequently, divert funds away from planned investments. Such a diversion could have a material adverse effect on our financial condition and results of operations.
In accordance with the Stockholm Convention on Persistent Organic Pollutants, Brazilian legislation requires us to eliminate the use of polychlorinated biphenyls ('PCBs') in our equipment by 2025 and to carry out environmentally correct management of these PCB-containing liquids by 2028. In our operations, most of the equipment containing this product has already been removed, leaving only a few replacements. Until this stage is completed, we remain exposed to the risk of contamination during operations and the possibility of incidents arising from maintenance, as well as the extra costs associated with replacement and final disposal.

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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
We are strictly liable for any damages resulting from inadequate provision of electricity services and our insurance policies may not fully cover such damages.
We are strictly liable under Brazilian law for damages resulting from the inadequate provision of electricity distribution services, which means that we may incur liability even for factors beyond our control and without our negligence. Liability in these cases can involve material amounts, which could have a negative effect on our results and financial condition. In addition, our distribution, transmission and generation utilities may be held liable for damages caused to others as a result of interruptions or disturbances arising from the Brazilian generation, transmission or distribution systems, whenever these interruptions or disturbances are not attributed to an identifiable member of ONS. We cannot assure you that our insurance policies will fully cover damages resulting from inadequate rendering of electricity services, which may have an adverse effect on us.
It is also not possible to guarantee that there will be insurance coverage and indemnification for all damages resulting from potential accidents related to safety, environmental and health risks, which, in the event of an incident, could adversely affect our results of operations.
Additionally, we may not be able to renew our existing insurance policies, and if renewed, we cannot guarantee that we will be able to renew them on the same contractual terms or at reasonable commercial rates or acceptable terms, either in terms of cost or coverage, which could have an adverse effect on our business, results, and financial condition.
We cannot assure we can keep up with the changes the energy sector is undergoing as a result of technology advances and the adoption of artificial intelligence.
The electric energy sector has been going through changes driven by (i) the decentralization of the power generation systems; (ii) advances in energy storage technologies; (iii) dissemination of digital technologies that improve the efficiency of energy generation, transmission and consumption; (iv) increase of renewable energy sources, such as wind and solar energy; (v) a tendency of reducing carbon footprints in the energy system, as part of the global efforts to mitigate the effects of climate change; (vi) the adoption of artificial intelligence (“AI”), (vii) the opening of the Free Market, (viii) the development of smart cities, (ix) electric mobility, and (x) the commitment to reducing carbon emissions. These changes present many challenges and we may not be able to keep up with the pace of the increasing adoption of digital technologies in the electric energy sector and the significant potential of new technology solutions (both with respect to the improvement of processes and services provided to consumers and with respect to the development of new products that may lead to higher productivity gains, more affordable prices, higher competition and the creation of new markets). Investments in research and development may contribute to mitigate the risks related to the transformations of the energy sector and create new opportunities.
Risks Relating to Brazil
The Brazilian Government has significant influence over the Brazilian economy. Brazilian economic and political conditions— and investor perception of these conditions— have a direct impact on our operation.
Historically, the country’s political situation has influenced the performance of the Brazilian economy, and political crises have affected the confidence of investors and the public, which resulted in economic deceleration, the downgrading of credit ratings of the Brazilian government and Brazilian issuers, and heightened volatility in the securities issued abroad by Brazilian companies.
Additionally, the Brazilian government has exercised, and continues to exercise, significant influence over the Brazilian economy and often changes monetary, fiscal, credit, exchange and other policies to influence Brazil’s economy. Our business, financial condition, results of operations and prospects may be adversely affected by changes in government policies, as well as other factors including, without limitation:
•exchange rate movements and volatility;
•inflation and changes in interest rates;
•exchange control policies;
•fiscal policy and changes in tax laws;
•other political, diplomatic, social and economic developments that may affect Brazil or the international markets;
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COMPANHIA PARANAENSE DE ENERGIA
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•controls on capital flows; and/or
•limitation on foreign trade.
In the last few years, Brazil faced adverse fiscal developments and political instability. Brazilian GDP grew by 2.3% in 2025, grew by 3.4% in 2024, and grew by 2.9% in 2023. Unemployment rate was 5.2% in 2025, 6.6% in 2024, and 7.4% in 2023. Inflation, as reported by the IPCA, was 4.26% in 2025, 4.83% in 2024, and 4.62% in 2023. The Brazilian Central Bank’s base interest rate (“SELIC”) was 15.00% on December 31, 2025, 12.25% on December 31, 2024, and 11.75% on December 31, 2023.
Future economic, social and political developments in Brazil may impair our business, financial condition or results of operations, or cause the market value of our securities to decline.
Changes in, or uncertainties regarding the implementation of, the policies above, might generate or contribute to uncertainties in the Brazilian economy. This would increase the volatility of the domestic capital market and the value of Brazilian securities traded abroad, and adversely affect our business, results of operations and financial condition.
Furthermore, considering the Brazilian presidential system and the substantial influence exerted by the executive branch in defining and implementing public policies, it is not possible to predict whether future government decisions may generate adverse effects on the Brazilian economy and, consequently, on our businesses.
Presidential elections will take place in 2026, and potential changes in economic policy or other government initiatives resulting from the electoral process could increase macroeconomic uncertainty and volatility. Changes in fiscal, monetary, regulatory, or sectoral policies, as well as any changes in the institutional environment, could impact our operating costs, the demand for our services, and access to financing.
Inflation and governmental measures to curb inflation, particularly increases in interest rates, may contribute to economic uncertainty in Brazil, and could reduce our margins, results and the market price of the ADSs.
Brazil has historically faced periods of high inflation, and recent indicators show significant changes in the behavior of price indices. The annual inflation rate measured by the IGP-DI registered an increase of 6.86% in 2024, an accumulated decrease of 1.20% throughout 2025, and a positive variation of 0.20% in January 2026, with an accumulated decrease of 1.10% over the 12 months up to that period.
The Central Bank of Brazil, as in previous cycles, continues to act through monetary policy to control inflation, adjusting the SELIC rate as needed. Changes in market expectations and speculation about the conduct of economic policy continue to exert a significant influence on national economic activity.
Although our concession contracts provide for annual adjustments based on inflation indices, should Brazil once again face substantial inflation and the government adopt control policies similar to those of the past, our costs could increase more rapidly than our revenues. This could put pressure on our operating and net margins and, should investor confidence deteriorate, negatively affect the value of the ADSs.
Furthermore, since a significant portion of our debt is tied to the Interbank Deposit Certificate (“CDI”) or rates indexed to the IPCA, increases in inflation or interest rates tend to raise our financial expenses. Higher rates also negatively impact the conditions for new financing. Inflationary pressures can also reduce access to international financial markets and result in greater government intervention in the economy, including policies that could adversely affect the overall performance of the Brazilian economy.
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Economic and political adversities in other regions—particularly in developed economies and in emerging markets—may adversely affect foreign investment flows into Brazil and, consequently, the pace of Brazil’s economic growth.
The perception of risk associated with the economic and geopolitical conditions of advanced economies, as well as other emerging markets, continues to significantly influence the performance of international financial markets. Abrupt changes in investor sentiment in these regions can adversely affect the prices of bonds issued by Brazilian companies, including our publicly traded securities. Economic crises, deteriorating credit conditions, geopolitical tensions, or sudden changes in trade policies in these markets can reduce the flow of capital directed to emerging economies, restricting access to financing and putting pressure on Brazilian asset prices. In recent years, some developed economies have adopted more restrictive trade policies, imposing barriers that have affected global supply chains and increased volatility in financial markets. Although certain trade agreements have been established, the global environment remains subject to risks related to the reorganization of trade relations, regulatory uncertainties, and potential geopolitical escalations. Higher trade tariffs and protectionist policies adopted in developed economies also tend to slow international trade and put pressure on global costs, affecting both exporting and importing companies. These developments can negatively influence the performance of sectors sensitive to the economic cycle in Brazil and reduce the relative attractiveness of Brazilian companies, contributing to volatility in our securities.
These factors continue to generate uncertainty in the market and may reduce the interest of foreign investors in Brazilian companies, including us. Historically, adverse events in emerging markets have resulted in increased risk perception among international investors, leading to asset repricing and a subsequent drop in the prices of bonds issued in Brazil. Even when domestic economic conditions diverge, negative developments in one country or region can trigger widespread risk aversion in other emerging markets, including Brazil. This behavior can reduce foreign investor interest in Brazilian securities, negatively affecting the market price of our shares and our future ability to access capital markets under favorable conditions.
Geopolitical risks and military hostilities, including in the Middle East, as well as potential economic sanctions resulting from these confrontations could negatively affect our business with increased costs and expenses.
We are subject to external risks related to our operations and supply chain. Global markets have been experiencing increased volatility due to rising geopolitical tensions, particularly as a result of ongoing armed conflicts in various regions and disputes involving major global powers and their allies. Economic sanctions and tariffs imposed by different international blocs and authorities as a direct consequence of these conflicts can affect supply chains, cause market disruptions, and generate significant volatility in commodity prices and the global financial system, including through instability in credit and capital markets. These factors can negatively impact our business, increase costs and expenses, and consequently affect our financial condition and operating results.
The intensification of these conflicts, or any others that may arise, can amplify geopolitical tensions worldwide, disrupt international trade, industrial supply chains, and transportation systems, and increase market price volatility—especially in the energy sector. It can also increase regulatory and contractual uncertainty, which can negatively affect our business.
Our financial and operating performance may be adversely affected by epidemics, natural disasters and other catastrophes impacting Brazilian biodiversity, society and economy.
The outbreak of new epidemics, natural disasters and other catastrophes on a regional or global scale, may result, at different levels, in a drop in consumption in the commercial and industrial segments, as well as sporadic volatility in the international and/or Brazilian markets, the adoption of governmental and private measures, including restrictions, as a whole or in part, on the circulation and transportation of persons, goods and services and consequently, in the total or partial closure of private establishments and public offices, interruptions to the supply chain, and increased intervention in economies.
These events may have a negative and significant effect on the world economy and on Brazil’s economy, and include or may include reduction in the level of economic activity; currency devaluation and volatility; increase in the fiscal deficit and public investment constraints; delays in judicial, arbitral and/or administrative proceedings; imposition, even if only temporarily, of a more onerous tax treatment of our business activities; decrease in the liquidity available in the international and/or Brazilian market; and volatility in the price of raw materials and other inputs, among other effects.
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The occurrence of any of these events and their duration may impact the liquidity and market value of our shares and generate negative impacts on the business. We cannot guarantee that regional and/or global outbreaks of communicable diseases will not occur, and if they do occur, we cannot assure that we will be able to prevent a negative impact on our business, operations and financial results.
Fluctuations in currency exchange rates and the devaluation of the real may adversely affect our net income and cash flow.
Fluctuations in the value of the Brazilian real against the US dollar continue to represent a significant risk factor for our operations. Historically, the Brazilian real has shown significant fluctuations in response to variations in the domestic and international economic scenario. The real/U.S. dollar exchange rate at December 31, 2025 was R$5.5024 per US$1.00.
Exchange rate fluctuations directly impact our costs, especially those related to purchasing energy from the Itaipu Hydroelectric Power Plant, whose tariff is partially indexed to the US dollar. Therefore, the depreciation of the Brazilian real increases the costs of acquiring energy and can put pressure on our operating expenses. Similarly, exchange rate volatility can reduce our access to international capital markets, increase the likelihood of government intervention, and negatively affect the dollar value of both distributed dividends and the trading price of our ADSs.
Changes in Brazilian tax legislation and regulation may have an adverse effect on us and our shareholders.
The Brazilian government has, over time, promoted changes in its fiscal policy that impact the energy sector, and may continue to do so in the future. These changes have already involved raising tax rates, modifying design bases, and, in certain circumstances, instituting temporary taxes to meet specific fiscal objectives. If we are unable to fully or temporarily pass on any increases in the tax burden, our operational and financial results may be adversely affected.
The tax reform on consumption in Brazil, established by Constitutional Amendment No. 132/2023 and regulated by supplementary legislation, may impact our operations, results, and cash flows. The replacement of taxes such as PIS, COFINS, ICMS, and ISS with the new Value Added Tax model—comprising CBS, IBS, and the Selective Tax—still involves uncertainties regarding its practical application to the electricity sector, including generation, transmission, and distribution activities under concession agreements.
Changes in the tax burden on revenues, costs, and investments can affect the economic and financial balance of concession contracts regulated by ANEEL. Although legal mechanisms for readjustment exist, there is no guarantee that any adjustments will occur in a timely and complete manner. Furthermore, the transition period tends to increase operational complexity, compliance costs, and the risk of divergent interpretations or tax contingencies.
A working group was formed to assess the potential impacts of the reform. However, it is not possible to fully guarantee that the tax reform will not produce significant adverse effects on our business, cash flow, and operating results.
The government may, at any time, review, restrict, or even eliminate tax deductibility benefits, such as interest on equity (JCP), as part of fiscal adjustment measures or tax system reform. Any changes to the applicable rules, including changes to deduction limits, the tax base, or withholding tax, could increase our effective tax burden and negatively impact our results, cash flows, and shareholder distribution policy.
RISKS RELATING TO OUR CORPORATE GOVERNANCE AND OUR ADSS
After our transformation into a corporation with dispersed capital, we no longer have a controlling shareholder and are exposed to significant influence of shareholders or group of shareholders.
Currently, we do not have a controlling shareholder, which can leave us more exposed to hostile takeover attempts, coordinated voting by shareholder groups with divergent interests and potential conflicts of interest, difficulties in convening shareholder meetings due to quorum issues, and greater complexity in identifying conflicts of interest or abuses of voting rights. Should a shareholder acquire control of the company in the future, that shareholder could significantly influence our business strategy, management, and Bylaws.
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Anti‑takeover provisions in our Bylaws may discourage third parties from attempting to acquire us and may adversely affect the rights of holders of our common stock.
Our Bylaws contain anti‑takeover provisions, including a poison pill and limits on voting rights for groups of shareholders voting with more than 10% of their shares, among other provisions that may restrict the ability of third parties to acquire control of us. These mechanisms may discourage tender offers or similar transactions and, as a result, shareholders may lose the opportunity to sell their shares at a premium to the prevailing market price.
ADS holders may have more limited rights than holders of shares in Brazil and may be unable to exercise voting rights or preemptive rights relating to the shares underlying their ADSs.
ADS holders do not have the rights of shareholders. They only have the contractual rights set forth for their benefit under the deposit agreements.
Although ADS holders may vote at shareholders’ meetings, additional procedural steps (including the need to instruct the depositary) create practical limitations and longer timelines for exercising voting rights. In the event of cumulative voting for the election of members of the Board of Directors, ADS holders may not have the same rights or be subject to the same rules as holders of common shares in the Brazilian market. ADSs for which the depositary does not receive timely voting instructions will not be voted.
Tag‑along rights for ADS holders are not guaranteed.
ADS holders may be unable to exercise tag-along rights, particularly when the law of the investor’s jurisdiction (for example, the Securities Act) requires an effective registration statement or an available exemption. We are not obligated to extend preemptive rights to ADS holders, to file a registration statement in the United States, and we cannot assure that any such registration will be filled. Consequently, ADS holders may receive only the net proceeds from any sale of such rights by the depositary or, if such rights cannot be sold, the rights may lapse which could result in dilution.

ADS holders may not receive dividend payments.
Under Brazilian Corporate Law and our Bylaws, we must distribute as a mandatory dividend at least 25% of the adjusted net profit for the preceding fiscal year. However, if we do not generate net income or if our management decides, within legal limits, to defer payment or not declare dividends, ADS holders may not receive dividends. We are not permitted to pay dividends out of legal reserve and capital reserve accounts.
Sales of a substantial number of shares or ADSs, or the perception that such sales might take place, could adversely affect the prevailing market price of our shares or ADSs.
Significant sales by existing investors, or the perception that such sales may occur, could adversely affect the market price of our shares and ADSs and could hinder our ability to raise capital in the future on terms we consider appropriate.
Future issuances of shares may dilute the holdings of current holders of our shares or ADSs and could materially affect the market price for those securities.
Any such future equity offering could dilute ownership and economic interests of current holders and reduce our earnings and net equity value per share or ADS. Any offering of shares and ADSs by us or our main shareholders, or a perception that any such offering is imminent, could have an adverse effect on the market price of these securities.
Holders of our ADSs may be unable to enforce judgments against our directors or officers.
All of our directors and officers named in this annual report reside in Brazil and all of our assets are located in Brazil, as are the assets of such persons. As a result, holders of ADSs may not be able to effect service of process on us or our directors and officers outside Brazil, attach their assets, or enforce against us or our directors and officers judgments obtained in the United States or other jurisdictions In Brazil, enforcement of foreign judgments is subject to specific legal requirements, which may make it more difficult for non‑resident investors to protect their interests.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Judgments of Brazilian courts with respect to our shares will be payable only in Brazilian reais.
If proceedings that are brought in the courts of Brazil seeking to enforce our obligations in respect of our shares, we will not be required to discharge any such obligations in a currency other than reais (R$). Under Brazilian foreign-exchange regulations, amounts denominated in foreign currency are converted at the exchange rate in effect (as determined by the Central Bank of Brazil) on the date judgment is rendered and updated to the effective payment date. The prevailing exchange rate may not fully compensate non-Brazilian investors for losses relating to exchange-rate fluctuations.
The Brazilian government may impose exchange controls and restrictions on remittances abroad which may adversely affect your ability to convert funds in reais into other currencies and to remit other currencies abroad.
In the past, the Brazilian government has imposed restrictions on the remittance to foreign investors of the proceeds of their investments in Brazil and the conversion of Brazilian currency into foreign currencies. The Brazilian government could again choose to impose this type of restriction if, among other things, there is deterioration in Brazilian foreign currency reserves or a shift in Brazil’s exchange rate policy. Similar measures could be reintroduced, which would hinder or prevent the conversion into U.S. dollars or other currencies and the remittance abroad of dividends, distributions or proceeds from the sale of ADSs.
The volatility and illiquidity of the Brazilian securities markets may impair your ability to sell the shares underlying the ADSs.
Brazilian securities markets are generally smaller, less liquid, more concentrated and more volatile than markets in the United States and certain other jurisdictions and are not as highly regulated or supervised as some of these other markets. The illiquidity and relatively small market capitalization of the Brazilian equity markets may cause the market price of securities of Brazilian companies, including our shares and ADSs. This may limit any investor’s ability to sell the shares underlying the ADSs at the price and time desired.
Changes in Brazilian tax laws may have an adverse impact on the taxes applicable to a disposition of our shares or ADSs.
Law No. 10,833 of December 29, 2003, imposes Brazilian income tax on gains realized by non‑residents from the disposition of assets located in Brazil, even if the transaction occurs outside of Brazil. There is no definitive judicial guidance regarding the application of Law No. 10,833 to ADSs, if construed to apply, withholding tax could be imposed on ADS transfers between non-residents.
We are subject to obligations whose non-compliance may allow creditors to demand financial compensation, and in specific cases, may even lead to the acceleration of debt maturities.
Some of our financings include financial covenants which require us to maintain certain financial ratios, such as acceleration clauses that may be triggered if we fail to meet certain covenants. The acceleration of the maturity of a financing agreement may give other lenders the right to accelerate the maturity of their respective agreements under cross-default provisions. As a result, acceleration of the maturity of financing agreements or debt could adversely affect our financial condition and operational results.
We may be subject to the Brazilian Bankruptcy Law.
Following the change from state‑controlled status to privately owned, we are subject to Law No. 11,101 of February 9, 2005, as amended (the Brazilian Bankruptcy Law). Third parties may file for our bankruptcy. Conversely, being subject to Brazilian bankruptcy law allows us to benefit from the procedures outlined in Brazilian bankruptcy law, which include certain advantages, such as the prohibition of attachment of our assets during the proceedings if such seizure relates to a loan or claim subject to judicial reorganization or bankruptcy proceedings. Any third-party bankruptcy filing against us could adversely affect our business and the market price of our shares.

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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
As a foreign private issuer, we are subject to different disclosure and other requirements than U.S. domestic registrants.
As a foreign private issuer under the Exchange Act, we may be subject to different disclosure and other requirements than U.S. domestic registrants. For example, as a foreign private issuer, we are not subject to the same disclosure requirements as a U.S. domestic registrant under the Exchange Act, including the requirement to prepare and issue quarterly reports on Form 10-Q or to file current reports on Form 8-K upon the occurrence of certain significant events, the proxy rules applicable to U.S. domestic registrants under Section 14 of the Exchange Act or the insider trading and short-swing profit rules applicable to U.S. domestic registrants under Section 16 of the Exchange Act. In addition, we have exemptions from certain U.S. rules that allow us to comply with Brazilian legal requirements in lieu of some of the requirements applicable to U.S. domestic registrants.
In addition, foreign private issuers are required to file their annual report on Form 20-F within 120 days after the end of each fiscal year, while U.S. domestic issuers that are accelerated filers are required to file their annual report on Form 10-K within 75 days after the end of each fiscal year. As a result, even if we are required to file on Form 6-K disclosing information that we have made public or are required to make public under Brazilian law or that we are required to disseminate generally to our shareholders and that is relevant to us, you may not receive the same type or amount of information that is required to be disclosed to shareholders of a U.S. company.
A U.S. holder of our common stock may not be able to exercise preemptive and tag-along rights with respect to our common stock.
Holders of our shares in the United States may be unable to exercise tag-along rights unless a registration statement under the Securities Act is effective with respect to such rights or an exemption from registration is available. We have no obligation to file such registration statement and cannot guarantee that we will. Absent registration or an exemption, a U.S. holder may receive only the net proceeds from any sale of such rights or, if they cannot be sold, the rights may expire without value.
ITEM 4. INFORMATION ON THE COMPANY
THE COMPANY
We engage in the generation, transmission, distribution and sale of electricity mainly in the Brazilian market, especially in the State of Paraná, pursuant to concessions granted by ANEEL, the Brazilian regulatory agency for the electricity sector. While our activities are more concentrated in the Brazilian State of Paraná, we also operate in ten different Brazilian states through our generation and transmission businesses.
As of December 31, 2025, we generated electricity from 7 hydroelectric plants, 42 wind plants, for a total installed capacity of 5,961.2 MW in operation, of which 100% was derived from renewable sources. Including the installed capacity of generation companies in which we had an equity interest as of December 31, 2025, our total installed capacity was 6,226.1 MW. Our electric power business is subject to comprehensive regulation by ANEEL. We hold concessions to distribute electricity in 394 of the 399 municipalities in the State of Paraná and in the municipality of Porto União in the State of Santa Catarina. As of December 31, 2025, we owned and operated 4,594 km of transmission lines and 218,470 km of distribution lines, constituting one of the largest distribution grids in Brazil. Below is the distribution of electricity supply in 2025 by consumption class, including Free Customers:
•35.3% was to industrial customers;
•27.5% was to residential customers;
•20.2% was to commercial customers; and
•14.1% was to rural and other customers.
Key elements of our business strategy are:
•Grow in market value in a consistent and sustainable way.
•Scale business with synergy “GTDC”.
•Enter the self-production segment and expand in the retail segment.
•Improve the customer experience.
•Offer innovative and digital services and products.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
•Expand and disseminate ESG best practices.
•Have discipline in capital allocation, planning and execution of projects.
•Seek operational efficiency gains and cost optimization.
•Foster innovation to leverage results.
•Explore opportunities and regulatory frontiers, and consolidate sectoral protagonism.
•Prepare people with the necessary skills for new challenges.
•Promote management focused on people, team engagement and a culture of meritocracy.
•Caring for people’s safety, health and quality of life.
•Enhance organizational culture.
•Strengthen digital and cybersecurity culture.
Our revenues for each of the last three fiscal years by activity are described in “Item 5. Operating and Financial Review and Prospects — Results of operations for the years ended December 31, 2025, 2024, and 2023.”
Historical Background
We were formed in 1954 by the State of Paraná to engage in the generation, transmission and distribution of electricity, as part of a plan to bring the electric energy sector under state control. We acquired the principal private power companies located in the State of Paraná in the early 1970s. From 1970 to 1977, we significantly expanded our transmission and distribution grid and worked to increase the connectivity of our grid to grids in other Brazilian states. In 1979, a change in state law permitted us to extend our generating activities to include production from sources other than hydroelectric and thermal power plants.
Currently, we are the largest energy company in the State of Paraná. We are a corporation incorporated and existing under the laws of Brazil, with the legal name Companhia Paranaense de Energia – Copel. Our head offices are located at Rua José Izidoro Biazetto, 158 – Bloco A, CEP 81200-240, Curitiba, Paraná, Brazil. Our telephone number at the head office is +55 (41) 3331-4011. Our website is www.copel.com and any filings we make electronically with the SEC will be available to the public over the Internet at the SEC’s website. The commercial name of each of our businesses is provided as follows.
Relationship with the State of Paraná
Until August 2023, the State of Paraná owned 69.7% of our Common Shares. This large ownership allowed the controlling shareholder to control the election of the majority of the members of our Board of Directors, members of our Fiscal Council, the appointment of senior management and our direction, future operations and business strategy. On August 11, 2023, the financial settlement of the secondary base offering of shares held by the State of Paraná and the primary base offering of new shares of Copel took place, resulting in our transformation into a corporation with dispersed capital and no controlling shareholder. With the settlement of the Base Offer, the State of Paraná reduced its stake in the voting shares to 27.57%, so that Copel ceased to be a mixed-capital company that is part of the indirect public administration of the State of Paraná and is no longer subject to the provisions set forth in Brazilian Federal Law No. 13,303/2016 (“State-Owned Companies Law”). Together with this transformation into a corporation with dispersed capital and without a controlling shareholder, we made changes to our Bylaws, including:
•The creation of a special class of preferred shares, exclusively owned by the State of Paraná, with influence restricted to the right to veto minimum investments in Copel Distribuição (“Copel DIS” or “Copel Distribuição”), the change of our corporate name, the change of headquarters, the removal of the limitation on exercising votes at 10% and signing a shareholders' agreement aiming to regulate the exercise of voting rights in a number greater than the percentage corresponding to 10% (for more information, see item 7. Golden Share).
•We set a limit on how much any shareholder or group of shareholders can vote. No one can vote more than 10% of our cast votes and outstanding voting capital. Also, no one can enter into agreements to exercise voting rights for more than 10% of our issued securities and outstanding voting capital.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Corporate Structure
As a result of the restructuring initiated in 2001, Copel currently has four main wholly-owned subsidiaries in the generation, transmission, distribution, and commercialization sectors, namely: Copel GeT, Copel Distribuição, Copel Comercialização, and Copel Serviços S.A. (“Copel Serviços”). Finally, Copel holds 100% equity interest in several other special-purpose companies.
•On May 30, 2025, the asset swap between our wholly-owned subsidiary Copel GeT and Axia Energia S.A., formerly known as Eletrobras (“Axia”) was completed, consolidating in its portfolio all of its interests in the Jayme Canet Júnior Hydroelectric Power Plant (“HPP Mauá”) and the Mata de Santa Genebra Transmissão S.A. (“Mata de Santa Genebra”) transmission company, with the consequent transfer of its entire interest in the HPP Colíder to Axia. The total amount disbursed was R$ 196.6 million.
•On August 22, 2025, the Extraordinary General Meeting approved the migration to the Novo Mercado, which involved changing the company's shareholding structure. The migration required the mandatory exchange of all Preferred Shares for Common Shares and Preferred ADSs for Common ADSs. On November 10, 2025, all Class B Shares were exchanged for Class A Shares. On December 19, 2025, all Class A Shares were converted into Common Shares and Class C Shares, which were compulsorily redeemed for R$ 0.7749 per share. On December 26, 2025, all Preferred ADSs were exchanged for Common ADSs plus the equivalent in U.S. dollars of R$ 3.0996.
•On October 22, 2025, Copel completed the divestment of the Baixo Iguaçu Hydroelectric Plant, after meeting all precedent conditions and receiving the required regulatory approvals. The total equity value of the transaction was R$ 1,683.3 million.
•In 2025, Copel GeT completed the divestment of its small‑scale generation assets, following the fulfillment of all applicable closing conditions. The divestment comprised the following assets: HPP Guaricana; Pitangui HGF; Salto do Vau HGF; Melissa HGF; Chopim I HGF; Marumbi HGF; São Jorge SHP; Apucaraninha SHP; Chaminé SHP; Cavernoso SHP; Cavernoso II SHP; and the Palmas Wind Farm.
•We currently have four wholly owned subsidiaries: Copel GeT, Copel Distribuição, Copel Comercialização S.A. (Copel Mercado Livre) and Copel Serviços. We currently hold 100% of the shares in several Special Purpose Companies (“SPC”).
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
The current organization of our group is described below. All our subsidiaries are incorporated in Brazil and are subject to Brazilian law.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
BUSINESS
Open auctions on the regulated market are one of the primary channels by which our distribution business purchases energy to resell to Captive Customers and one of the channels by which our generation business generates revenues. Our generation business sells energy to our distribution business only through auctions in the regulated market Moreover, our distribution business, like other certain Brazilian distribution companies, is also required to purchase energy from the hydroelectric facility of Itaipu, in an amount determined by the Brazilian government based on our proportionate share in the Brazilian electricity market For more information, see “Item 4 Information on the Company—The Brazilian Electric Power Industry”.
The following table shows, for the last three years, the total electricity (i) we generated through entities in which we hold a shareholding stake (ii) we purchased***, broken down by the total amount of electricity generated and purchased by Copel Geração e Transmissão and our wind farm generation facilities described below (“Wind Farms”) and (iii) the total amount of electricity purchased by Copel Distribuição and Copel Mercado Livre.

2025
2024
2023

(GWh)(GWh)(GWh)
Copel Geração e Transmissão(1)



Electricity generated(2)
19,10323,92021,845
Electricity purchased from Copel Comercialização
1,571574398
Electricity purchased from others
33134134
Electricity purchased from Spot Market – CCEE
288—296
Electricity received from the Interconnected System
1,00923822
Total electricity generated and purchased by Copel Geração e Transmissão
22,00424,86622,893
Wind Farms(1)



Electricity generated(2)
3,3473,4433,952
Electricity purchased from others
421257127
Total electricity generated and purchased by Wind Farms
3,7683,7004,079
Copel Distribuição



Electricity purchased from Itaipu(3)
4,4424,5604,761
Electricity purchased from Auction – CCEAR – affiliates
292249233
Electricity purchased from Auction – CCEAR – other
13,29813,81213,142
Electricity purchased from Mechanism for Compensation of Surpluses and Deficits of New Energy (MCSD-EN))
1,0335269
Electricity purchased from Spot Market – CCEE
—373—
Electricity purchased from others
4,4265,1905,867
Total electricity purchased by Copel Distribuição
23,49124,23624,072
Copel Comercialização

Electricity purchased from Copel Geração e Transmissão
13,66513,50612,778
Electricity purchased from others
13,9098,9729,581
Electricity purchased from Spot Market – CCEE
——91
Total electricity purchased by Copel Comercialização
27,57422,47822,450
Total electricity generated and purchased by Copel Geração e Transmissão, Copel Distribuição, Wind Farms and Copel Comercialização (excluding intra-group transactions)
60,88860,70559,979
(1) We adopt the criteria set forth by the CCEE to determine the energy flows in sale and purchase transactions.
(2) Includes the electrical losses of wiring and interconnecting station and technical losses by delivering energy to the Interconnected System.
(3)Distribution companies operating under concessions in the Midwest, South and Southeast regions of Brazil purchase electricity generated by Itaipu.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
The following table shows the total electricity we sold to Free Customers, Captive Customers, distributors, energy traders and other utilities service providers in the south of Brazil through the Interconnected Transmission System in the last three years.

2025
2024
2023

(GWh)
(GWh)
(GWh)
Copel Geração e Transmissão(1)



Electricity delivered to Free Customers
— — — 
Electricity delivered to Bilateral Agreements (Copel Comercialização)
13,148 13,053 12,180 
Electricity delivered to Bilateral Agreements
1,476 167 270 
Electricity delivered under auction – CCEAR affiliates(2)
161 127 122 
Electricity delivered under auction – CCEAR – other(2)
2,028 2,345 3,772 
Electricity delivered to Spot Market – CCEE(2)
(1,154)386 188 
Electricity delivered to the Interconnected System
6,345 8,788 6,361 
Total electricity delivered by Copel Geração e Transmissão
22,004 24,866 22,893 
Wind Farms(1)

Electricity delivered under auction – CCEAR – affiliates
135 131 111 
Electricity delivered to Bilateral Agreements
1,178 1,036 1,219 
Electricity delivered under auction – CCEAR – other
2,685 2,507 2,201 
Electricity delivered under auction – CER – other
913 924 916 
Electricity delivered to Spot Market – CCEE(2)
(139)(69)(2)
Total electricity delivered by Wind Farms
4,772 4,529 4,445 
Copel Distribuição



Electricity delivered to Captive Customers
20,066 21,285 20,173 
Electricity delivered to distributors in the State of Paraná
35 80 89 
CCEE(3)
4,320 1,812 2,383 
Total electricity delivered by Copel Distribuição
24,421 23,177 22,645 
Copel Comercialização



Electricity delivered to Free Customers
9,902 10,565 11,884 
Electricity delivered under auction – CCEAR – other
293 — — 
Electricity delivered to Bilateral Agreements (Copel GeT)
1,993 820 504 
Electricity delivered to Bilateral Agreements
15,264 10,926 9,819 
Electricity delivered to Spot Market – CCEE
111 167 243 
Total electricity delivered by Copel Comercialização
27,563 22,478 22,450 
Total electricity we sold to Free Customers, Captive Customers, distributors, energy traders and other utilities service providers (4)
78,760 75,050 72,433 
(1)We adopt the criteria set forth by the CCEE to determine the energy flows in sale and purchase transactions.
(2) Amounts from the Spot Market indicated as less than zero (negative numbers) are not considered as electricity sold nor as electricity delivered in the MRE.
(3)Includes the Spot Market, MCSD EN and MVE.
(4)Includes intra-group transactions.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Generation
As of December 31, 2025, the total installed capacity in operation across all of our power generation, included assets in which we hold an equity interest, was 6,226.1 MW. In May 2025, we acquired from Axia the remaining 49% of HPP Mauá, totalling 100% of this asset, and Transmissora Mata de Santa Genebra in exchange for HPP Colíder. Also, we sold Hydroelectric Power Plants (Apucaraninha, Cavernoso 1, Cavernoso 2, Chaminé, Guaricana, São Jorge, Pitangui, Marumbi, Palmas, Melissa, Salto do Vau and Chopim 1) to Electra Group (as defined below). In October, we sold HPP Baixo Iguaçu to Energo-Pro Brasil Holding S.A. (“Energo-Pro”). Considering only the entities in which we hold a 100.0% shareholding stake, we operated and sold energy through 7 hydroelectric plants and 42 wind plants, with a total installed capacity of 5,961.2 MW. Our Assured Energy totaled 2,551.2 average MW in 2025. Our generation varies yearly because of hydrological conditions and other factors. Gross generation was 22,450 GWh in 2025, 27,363 GWh in 2024, and 25,797 GWh in 2023.
The generation of electrical energy at our power plants is supervised, coordinated and operated by our Generation and Transmission Operation Center in the city of Curitiba. This operation center is responsible for coordinating the operations related to major part of our total installed capacity, including some of the plants in which we hold only partial ownership interests.
In 2021 and 2025, ANEEL granted us the extension of concession of the following power plants to compensate for the assumption of non-hydrological risks (provided in the Energy Reallocation Mechanism or MRE adopted by the government under Law No. 14,052/2020):
Power Plant
Concession extension (days)
Authorization
Concession extension (days)
Authorization
Capivari Cachoeira2,555 
Resolution No 12,255/2022
3
Resolution No 16,647/2025
Derivação Do Rio Jordão
949 
Resolution No 12,255/2022
Foz do Areia
461 
Resolution No 11,345/2022
1
Resolution No 16,647/2025
Mauá
2,083 
Resolution No 14,896/2023
Salto Caxias
1,051 
Resolution No 11,345/2022
2
Resolution No 16,647/2025
Segredo
1,045 
Resolution No 11,345/2022
2
Resolution No 16,647/2025
Fundão
1,110 
Resolution No 11,345/2022
4
Resolution No 16,647/2025
Santa Clara
1,078 
Resolution No 11,345/2022
5
Resolution No 16,647/2025
Dona Francisca*
1,485 
Resolution No 11,132/2022
3
Resolution No 16,647/2025
Arturo Andreoli*
844 
Resolution No 14,896/2023
Bela Vista
4
Resolution No 16,647/2025
* Associates
Hydroelectric Generation Facilities
The following table sets forth certain information related to our main hydroelectric plants in operation during 2025:
Plant
Installed capacity

Assured energy(1)

Placed in service
Concession expires
(MW)
(Average MW)
Foz do Areia
1,676.0567.6
1980
November 2054
Segredo
1,260.0552.8
1992
November 2054
Salto Caxias
1,240.0553.3
1999
November 2054
Capivari Cachoeira
260.0103.6
1972
January 2053
Mauá (2)
361.0188.5
2012
June 2049
Baixo Iguaçu (3) 350.2172.4
2019
December 2049
Colíder (4)300.0178.1
2019
January 2046
Bela Vista29.818.62021
January 2041
Derivação do Rio Jordão6.55.91997
June 2032
Others (5)
126.071.3
N/A
N/A
(1)Values used to determine volumes committed for sale.
(2)This represents 100.0% of the plant. Between January and June 2025, we held a 51.0% stake in the plant, as we operated it through a joint venture with Axia. As of July 2025, it became part of our portfolio.
(3) This corresponds to 100.0% of the plant. We held a 30.0% stake in the plant, with the remaining 70% acquired and the entire stake sold in October 2025.
(4) This corresponds to 100.0% of the plant. Sold in May 2025.
(5) Corresponds to 100% of the aggregate installed capacity of our other plants.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Governador Bento Munhoz da Rocha Netto (“HPP Foz do Areia”). The HPP Foz do Areia is located on the Iguaçu River, approximately 350 kilometers southwest of the city of Curitiba. The concession was renewed on November 19, 2024, pursuant to the terms of the Concession Agreement 01/2024, and is set to expire in November 2054.
Governador Ney Aminthas de Barros Braga (“HPP Segredo”) and Governador José Richa (“HPP Salto Caxias”). The HPP Segredo is located on the Iguaçu River, approximately 370 kilometers southwest of the city of Curitiba. The HPP Salto Caxias is located on the Iguaçu River, approximately 600 kilometers southwest of the city of Curitiba. These concessions were renewed in 2024, pursuant to the terms of the Concession Agreements 02/2024, and are set to expire in November 2054.
Governador Pedro Viriato Parigot de Souza (“HPP Capivari Cachoeira”). The HPP Capivari Cachoeira is the largest underground hydroelectric plant in Southern Brazil. The reservoir is located on the Capivari River, approximately 50 kilometers north of the city of Curitiba, and the power station is located on the Cachoeira River, approximately 15 kilometers from the reservoir.
The current concession agreement with ANEEL allows us to continue to operate this plant under an operation and maintenance regime until January 5, 2046. We paid R$ 574.8 million as a signing bonus for this concession and we are entitled to annual generation revenue (“AGR”) of R$ 144.1 million, which is subject to an annual tariff adjustment. In 2025, the AGR was adjusted to R$ 176.5 million for the period from July 2025 to June 2026, in accordance with ANEEL Resolution No. 3,506/2025.
The HPP Capivari Cachoeira has 260.0 MW of installed capacity and Assured Energy of 103.6 MW. Since January 1, 2017, 70.0% of the energy generated by this plant has been allocated in quotas to the regulated market. Copel GeT will no longer bear the hydrological risk for the energy allocated in quotas under the MRE associated with the HPP Capivari Cachoeira until January 5, 2046. From this date until January 6, 2053, the power plant will operate entirely in the Free Market.
Mauá. HPP. Mauá is located on the Tibagi River, in the State of Paraná. It was constructed between 2008 and 2012. The facility is located approximately 250 kilometers from Curitiba, in the Municipality of Telêmaco Borba. See “ITEM 4. INFORMATION ON THE COMPANY - The Company - Corporate Structure”. From July 2025, Copel holds 100% of the HPP, acquiring Eletrosul’s shareholding stake (49%) and Mata de Santa Genebra asset in exchange for HPP Colíder to Axia.
Bela Vista. The SHP Bela Vista has 29.8 MW of installed capacity and 18.6 average MW of Assured Energy and is located on the Chopim river, in the São João and Verê municipalities, located in the southwest of the State of Paraná. The energy sales agreement has been effective since January 1, 2024, for a 30-year term and will be subject to an annual adjustment by the IPCA. The construction of this unit started in the first half of 2019 and the third power generation unit began operations on August 12, 2021, totaling 29.3 MW in commercial operation (corresponding to 98.3% of the plant’s total capacity). The remaining unit with a complementary capacity of 0.5 MW started its operation on June 7, 2023.
Derivação do Rio Jordão. The Derivação do Rio Jordão hydroelectric plant has an installed capacity of 6.5 MW and assured energy of 5.85 average MW. The facility is located approximately 5 km from the mouth of the Jordão River in the municipality of Reserva do Iguaçu, State of Paraná. Construction commenced in 1994 and was completed in 1996, with commercial operations beginning in December 1997.
Between 2004 and 2010, we were required by law to retain a majority of the voting shares of any company in which we obtained an ownership interest. Starting in 2010, it became possible for us to hold non-controlling interests in companies.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
The following table sets forth information regarding the hydroelectric generation plants in which we had a partial equity interest as of December 31, 2025:
Plant
Installed capacity
Assured energy
Placed in service
Our ownership
Concession Expires
(MW)(Average MW)(%)
Elejor Facility
Santa Clara and Fundão240.3 128.1 
August 2005
June 2006
70.0 
May and June 2040
Santa Clara I and Fundão I6.1 4.9 
August 2005
December 2006
70.0 
Indefinitely
Dona Francisca
125.0 72.5 February 200123.0 September 2037
SHP Arturo Andreoli
(Foz do Chopim)
29.1 20.4 October 200135.8 July 2034
Elejor Facility. The Elejor Facility consists of HPP Santa Clara and HPP Fundão, both of which are located on the Jordão River in the State of Paraná. The aggregate total installed capacity of the units is 246.41 MW, which includes two smaller hydroelectric generation units installed in the same location. Elejor signed a concession agreement with a term of 35 years for the Santa Clara and Fundão plants in October 2001. As of December 31, 2025, we own 70.0% of the common shares of Elejor, and Paineira Participações owns the remaining 30.0%.
Elejor is required to make monthly payments to the Brazilian government for the use of hydroelectric resources, which in 2001 totaled R$ 19.0 million. This amount is adjusted on an annual basis by the IGP-M Index.
Since 2019, Elejor has been selling energy in the Free Market. In 2025, Elejor’s net operating revenue and net loss were R$ 154.0 million and R$ 2.2 million, respectively, while in 2024 its net operating revenue and net loss were R$ 91.4 million and R$ 89.3 million, respectively.
Dona Francisca. We own 23.03% of the common shares of Dona Francisca Energética S.A. (“DFESA”). The other shareholders are Gerdau S.A. with a 53.94% interest, and Celesc S.A. with a 23.03% interest. DFESA HPP is located on the Jacuí River in the State of Rio Grande do Sul. The plant began full operations in 2001. In April 2015, we signed a new ten-year power purchase agreement with DFESA, valued at R$ 17.0 million annually, under which we purchase 23.03% of DFESA’s Assured Energy (proportional to our stake). In 2025, DFESA’s net operating revenue and net income were R$ 66.2 million and R$ 24.7 million, respectively, while in 2024 its net operating revenue and net income were R$ 66.3 million and R$ 23.2 million, respectively.
SHP Arturo Andreoli (“Foz do Chopim” Hydroelectric Plant). The Foz do Chopim Hydroelectric Plant is located on the Chopim River in the State of Paraná. We own 35.8% of the common shares of Foz do Chopim Energética Ltda., the entity that owns the Foz do Chopim Hydroelectric Plant. Silea Participações Ltda. owns the remaining 64.2%. The operation and maintenance of Foz do Chopim Hydroelectric Plant is performed by Copel Geração e Transmissão. Energy supply agreements were executed at an Average Tariff of R$ 220.07/MWh. Foz do Chopim Energética Ltda. also had the authorization to operate Bela Vista SHP, an HPP that is located on the same river and has similar capacity, which was transferred to Bela Vista Geração de Energia S.A. (“Bela Vista Geração”), through the ANEEL’s Authorizing Resolution no. 7,802/2019. In 2025, Foz do Chopim’s net operating revenue and net income were R$ 70.0 million and R$ 52.3 million, respectively, while in 2024 its net operating revenue and net income were R$ 53.4 million and R$ 40.3 million, respectively.
Wind Farm Generation Facilities
Since 2013 we have been expanding our energy generation capacity and diversifying our energy matrix through the development of renewable energy sources, like the construction and acquisition of wind farms in the State of Rio Grande do Norte. The following table sets forth certain information relating to our wind farm plants in operation as of December 31, 2025:
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Plant
Installed capacity
Assured Energy
Placed in Service
Concession Expires
(MW)(Average MW)
São Bento Energia
94.0 38.1 


Boa Vista
14.0 5.2 February 2015April 2046
Olho d’Água
30.0 12.8 February 2015June 2046
São Bento do Norte
30.0 11.3 February 2015May 2046
Farol
20.0 8.8 February 2015April 2046
Copel Brisa Potiguar
183.6 89.4 


Asa Branca I
27.0 12.1 August 2015April 2046
Asa Branca II
27.0 11.9 September 2015May 2046
Asa Branca III
27.0 12.3 September 2015May 2046
Eurus IV
27.0 12.4 August 2015April 2046
Santa Maria
29.7 15.7 April 2015May 2047
Santa Helena
29.7 16.0 May 2015April 2047
Ventos de Santo Uriel
16.2 9.0 May 2015April 2047
Voltália São Miguel do Gostoso I(1)
108.0 57.1 


Carnaúbas
27.0 13.1 June 2017April 2047
Reduto
27.0 14.4 June 2015April 2047
Santo Cristo
27.0 15.3 June 2015April 2047
São João
27.0 14.3 June 2015March 2047
Cutia Empreendimentos Eólicos
180.6 71.4 


Dreen Cutia
23.1 9.6 December 2018January 2042
Dreen Guajiru
21.0 8.3 December 2018January 2042
Esperança do Nordeste
27.3 9.1 December 2018May 2050
GE Jangada
27.3 10.3 December 2018January 2042
GE Maria Helena
27.3 12.0 December 2018January 2042
GE Paraíso dos Ventos do Nordeste
27.3 10.6 January 2019May 2050
Potiguar
27.3 11.5 December 2018May 2050
Bento Miguel
132.3 58.7 


São Bento do Norte I
23.1 10.1 January 2019August 2050
São Bento do Norte II
23.1 10.8 January 2019August 2050
São Bento do Norte III
23.1 10.2 April 2019August 2050
São Miguel I
21.0 9.3 February 2019August 2050
São Miguel II
21.0 9.1 February 2019August 2050
São Miguel III
21.0 9.2 February 2019August 2050
Vilas Complex
186.7 98.6 


Vila Maranhão I
31.95 17.8 February 2021January 2054
Vila Maranhão II
31.95 17.8 March 2021January 2054
Vila Maranhão III 31.95 16.6 September 2020January 2054
Vila Ceará I 31.95 17.8 December 2020January 2054
Ventos de Vila Mato Grosso I58.91 28.6 June 2021December 2054
Aventura 105.00 65.0 
Aventura II 21.00 13.10 July 2021June 2053
Aventura III25.20 15.50 July 2021June 2053
Aventura IV 29.40 18.50 July 2021June 2053
Aventura V 29.40 17.90 July 2021June 2053
Santa Rosa e Mundo Novo 155.40 92.80 
Santa Rosa e Mundo Novo I 33.60 17.30 February 2022June 2053
Santa Rosa e Mundo Novo II 29.40 17.20 December 2021June 2053
Santa Rosa e Mundo Novo III 33.60 21.50 January 2022June 2053
Santa Rosa e Mundo Novo IV 33.60 21.00 January 2022June 2053
Santa Rosa e Mundo Novo V 25.20 15.80 December 2021June 2053
Jandaíra 90.09 46.90 
Jandaíra I10.39 5.60 November 2022April 2055
Jandaíra II 24.26 12.30 October 2022April 2055
Jandaíra III 27.72 14.80 November 2022April 2055
Jandaíra IV 27.72 14.20 October 2022April 2055
(1)We have a 49.0% interest in Voltália São Miguel do Gostoso.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
São Bento Energia. In February 2015, the four wind farms (Boa Vista, Olho d’Água, São Bento do Norte and Farol) which are part of the São Bento Wind Farm Complex, located in the State of Rio Grande do Norte, began operations with an installed capacity of 94 MW and Assured Energy of 38.1 average MW. In August 2010, 43.7 average MW was sold to fifteen distribution concessionaires in ANEEL public auctions at a weighted average price of R$ 134.49/ MWh (annually adjusted by IPCA index). The energy generated by these wind farms is sold through 20-year term contracts.
Copel Brisa Potiguar. In October 2015, we concluded the implementation of the Brisa Potiguar with an installed capacity of 183.6 MW and Assured Energy of 89.4 average MW. An Assured Energy of 48.7 average MW (from Asa Branca I, Asa Branca II, Asa Branca III and Eurus IV wind farms) was committed under contract to electric power distributors in the alternative energy auction in August 2010 at a weighted average price of R$ 135.40/MWh (adjusted annually by IPCA inflation index) and an Assured Energy of 40.7 average MW (from WPPs Santa Helena, Santa Maria and Ventos de Santo Uriel) was committed under contract in the 4th Reserve Energy Auction held in August 2011 at a weighted average price of R$ 101.81/MWh (annually adjusted by the IPCA inflation index). The energy to be generated was sold through 20-year term contracts with payments beginning in April 2015.
Voltália São Miguel do Gostoso I. In June 2014, we acquired a 49.0% interest in the São Miguel do Gostoso I Wind Farm Complex, in the State of Rio Grande do Norte. The São Miguel do Gostoso wind farm complex has 108.0 MW of installed capacity and Assured Energy of 57.1 average MW, and its energy was sold in the 4th Reserve Energy Auction at an average price of R$ 98.92/MWh through 20-year term contracts. In April 2015, we concluded the construction of this wind farm complex and ANEEL, in July and August 2015, classified it as ready for commercial operation. This wind farm complex began production in June 2017 after completion of the necessary transmission lines.
Cutia. Cutia Empreendimentos Eólicos, which is our largest wind farm business, is divided into two large complexes totaling 312.9 MW of installed capacity: (a) Cutia Complex, composed of seven wind farms (Guajiru, Jangada, Potiguar, Cutia, Maria Helena, Esperança do Nordeste and Paraíso dos Ventos do Nordeste), with a total installed capacity of 180.6 MW, 71.4 average MW of Assured Energy and located in the State of Rio Grande do Norte; and (b) Bento Miguel Complex, composed of six wind farms (São Bento do Norte I, São Bento do Norte II, São Bento do Norte III, São Miguel I, São Miguel II and São Miguel III) with 132.3 MW of total installed capacity, 58.7 average MW of Assured Energy and located in the State of Rio Grande do Norte, in the same region of other wind farm complexes that belong to us. On October 31, 2014, at the 6th Reserve Energy Auction, we sold 71.2 average MW from the Cutia Complex for R$ 144.00/MWh (maximum auction price). In addition, at the 20th New Energy Auction (A-5), held on November 28, 2014, we sold 54.8 average MW from the six Bento Miguel wind farms for R$ 136.97/MWh, through Availability Agreements with a 20-year term.
Vilas Complex. In November 2021, we acquired 100% of the Vilas Wind Power Complex (“Vilas Complex”), located in the state of Rio Grande do Norte, from Voltalia Energia do Brasil Ltda (“Voltalia”). The Vilas Complex has 186.7 MW of installed capacity and 98.6 average MWm of Assured Energy. The Vilas Complex sold 32.7 average MW at the 28th New Energy Auction at the price of R$ 93.00/MWh, with supply beginning in 2024, and 3.3 average MW at the 29th New Energy Auction at the price of R$ 79.92/MWh, with supply beginning in 2023. The energy contracts are valid for 20 years. The Vilas Complex is fully operational.
Jandaíra Complex. In November 2022, the four wind farms (Jandaíra I, Jandaíra II, Jandaíra III and Jandaíra IV), located in the State of Rio Grande do Norte, with an installed capacity of 90.09 MW and Assured Energy of 46.9 average MW, began operations. In October 2019, 14.4 average MW was sold to nine distribution concessionaires in an A-6 New Energy Auction at a weighted average price of R$ 98.00/MWh (annually adjusted by IPCA index). The energy generated by these wind farms is sold through 20-year term contracts.
Aventura Complex. In January 2023, we acquired 100% of the Aventura Complex, located in the state of Rio Grande do Norte, from EDP Renováveis S.A. (“EDPR”). The Aventura Complex has 105 MW of installed capacity and 65 average MWm of Assured Energy. The Aventura Complex sold 53.6 average MW at the 26th New Energy Auction at the price of R$ 97.00/MWh, with supply beginning in 2023. The energy contracts are valid for 20 years. The Aventura Complex is fully operational.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Santa Rosa e Mundo Novo Complex. In January 2023, we acquired 100% of the Santa Rosa e Mundo Novo Complex, located in the state of Rio Grande do Norte, from EDP Renováveis S.A. (“EDPR”). The Santa Rosa e Mundo Novo Complex has 155.4 MW of installed capacity and 92.8 average MWm of Assured Energy. The Santa Rosa e Mundo Novo Complex sold 67.1 average MW at the 26th New Energy. Auction at the price of R$ 99.00/MWh, with supply beginning in 2023. The energy contracts are valid for 20 years. The Santa Rosa e Mundo Novo Complex is fully operational.
Thermoelectric Generation Facilities
The following table sets forth certain information about our Thermoelectric Plants in operation as of December 31, 2025:
Plant
Installed capacity
Assured energy
Placed in service
Our ownership
Concession/ authorization expires
(MW)(Average MW)(%)
TPP Figueira
20.0 17.7 April 1963100.0 
March 2019(1)
(1)In light of the absence of terms for the new concession contract and our decarbonization and divestment plan, we requested that ANEEL terminate the concession.
Figueira. The Figueira plant, with the installed capacity of 20 MW coal-fired thermoelectric plant, is located in the city of Figueira, in the northeast of the state of Paraná (where the main coal basin of Paraná is located), and is in the process of being divested by us, with no current energy supply contracts. The plant is not currently in commercial operation.
Expansion and Maintenance of Generating Capacity
We expect to spend R$ 441.5 million in 2026 to expand and maintain our generation capacity, excluding participation in new businesses, of which R$ 314.2 million will be invested in hydroelectric plants and R$ 127.3 million will be invested in our wind farms.
Electra Group
On November 25, 2024, we entered into a Share Purchase and Sale Agreement with Intrepid Investimentos e Participações S.A. (“Intrepid”), through its wholly owned subsidiary Electra Hydra Participações Societárias S/A (“Electra Hydra”, and together with Intrepid, “Electra Group”) for the disposition of 13 generation assets, comprising 11 hydroelectric plants, one wind farm, and one thermoelectric plant. The transaction closed on July 10, 2025.
Colíder - Mauá Asset Swap
On May 30, 2025, we concluded the asset swap with Axia in which we acquired full ownership of HPP Mauá and Mata de Santa Genebra for our stake in the HPP Colíder and cash consideration.
Wind Farm Projects
In 2025, we completed the installation of a new 5.4 MW generating unit at the Asa Branca III wind farm, as authorized pursuant to ANEEL Dispatch No. 867/2025. The new unit replaced two existing 2.7 MW generating units with the objective of enhancing operational availability and increasing the facility's energy output.
Development Projects
We are focused on initiatives to assess the technical, economic, and environmental feasibility of expanding existing projects in business areas according to the strategic planning presented at Copel Day 2025, available on our IR website.
The partnership previously agreed with BE – Empresa de Estudos Energeticos S.A, Minas PCH S.A. and SILEA Participações Ltda. for studies in the region of the lower Chopim River culminated in the development of four hydroelectric projects, but due to difficulties in the environmental licensing process and worsening conditions for the viability of the projects, we divested this stake in 2025.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Expansion projects for other HPPs, currently in their initial phases, are also under development, as well as projects for new reversible HPPs, which we believe to be a technically, economically, and environmentally sound solution to provide the necessary attributes to the national electricity system.
In the realm of innovation, we created Copel Ventures I Fund. Launched in 2023, Copel Ventures I, a fund managed by Vox Capital, represents a milestone in Copel’s innovation strategy, as our first Corporate Venture Capital (CVC) fund dedicated to investments in energy-sector startups. With R$ 150 million in committed capital and a focus on Seed and Series A startups, the fund seeks to drive innovation, sustainable growth, and the energy transition.
In 2025, Copel Ventures I expanded its portfolio from two to three investee companies by making a new strategic investment in Fu2re (R$ 3.5 million), a Brazilian startup that has developed solutions using artificial intelligence and computer vision for management and monitoring of physical assets, particularly in the electric power sector. Its technology combines data and image processing to digitize field routines, automate inventories, perform automatic meter reading, and detect non-technical losses, fraud, and vulnerabilities in the networks.
Through Copel Volt and Copel Ventures I, we have strengthened our identity as an innovator in the energy sector, promoting a corporate culture open to experimentation and collaboration with start-ups and entrepreneurs. Our comprehensive innovation strategy drives the development of new solutions and fosters dynamic knowledge and technology exchange within the wider innovation ecosystem.
As we look to the future, we remain committed to strengthening our role within the innovation ecosystem, and to persistently seeking solutions that bring value and sustainability to both our business and society at large.
In November 2025, our Board approved a R$ 17.8 billion investment plan for 2026–2030, prioritizing service quality, operational efficiency, and sustainable value creation. For 2026, planned capex is about R$ 3.0 billion, with approximately R$ 1.9 billion for distribution (service quality and operational excellence), roughly R$ 1.0 billion for generation and transmission (modernization, capacity increases, and grid reinforcements), and the remainder allocated to commercialization, services, holding initiatives, and innovation programs.
Transmission and Distribution
General
Electricity is transferred from power plants to customers through transmission and distribution systems. Transmission is the bulk transfer of electricity from generating facilities to the distribution system by means of the Interconnected Transmission System, in tension greater than or equal to 230 kV. Distribution is the transfer of electricity to final customers, at voltage less than or equal to 138 kV.
The following table sets forth certain information concerning our transmission and distribution grids on the dates presented.

2025
2024
2023
Transmission lines (km):



230 kV and 500 kV
4,5873,6983,698 
138 kV
777 
Distribution lines (km):

230 kV
— — — 
138 kV
7,6267,0916,767 
69 kV
755776778 
34.5 kV
94,27992,58890,902 
13.8 kV
115,810114,315112,871 
Transformer capacity (MVA):

Transmission and distribution substations (69 kV – 500 kV)(1)
28,56227,79727,374 
Generation (step up) substations
6,4237,1537,153 
Distribution substations (34.5 kV)
1,9621,6951,639 
Distribution transformers
17,11516,26017,222 
Energy losses(2)(3)
7.6%7.9%7.8%
(1)This figure includes transformers with primary tensions of 69 kV and 138 kV which belong to Copel Distribuição but are implemented in 230 kV and 525 kV substations, which belong to Copel Geração e Transmissão.
(2)Percentage of losses on the energy injected in the distributor (technical and non-technical losses on injected energy). Does not consider losses in the basic grid.
(3)For a better representation and comparison of the percentage of losses, we considered the percentage obtained by dividing the total amount of technical and non-technical losses by the energy injected into the Copel Distribuição´s grid. This percentage may be compared to other companies and has a more accurate physical meaning as it utilizes the database of measured data and not information taken from agreements of the period being analyzed.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Transmission
Our transmission system consists of all our assets of 230 kV and greater and a small portion of our 138 kV assets, which are used to transmit the electricity we generate and the energy we receive from other sources. In addition to using our transmission lines to provide energy to customers in the State of Paraná, we also transmit energy through the Interconnected Transmission System. Axia, and companies in their economic group, such as its wholly-owned subsidiary Companhia de Geração e Transmissão de Energia Elétrica do Sul do Brasil - Eletrobras, CGT Eletrosul (“Eletrosul”), and Furnas Centrais Elétricas S.A. (“Furnas”) also maintain significant transmission systems in the State of Paraná. Furnas is responsible for the transmission of electricity from Itaipu, while CGT Eletrosul’s transmission system links the states in the south of Brazil. We, like all other companies that own transmission facilities, are required to allow third-party access to our transmission facilities in exchange for compensation at a level set by ANEEL.
Currently, we carry out the operation and maintenance of 4,594 km of transmission lines, 46 substations in the State of Paraná and in the State of São Paulo. In addition, we have partnerships with other companies to operate 5,093 km of transmission lines and seven substations through SPCs.
The table below sets forth information regarding our transmission assets in operation on December 31, 2025:
Subsidiary / SPC
Transmission Lines
TL Extension(km)(3)
Number of Substations
Expiration Date
APR(1) Ownership
(R$ million)
COPEL GeT
Main Transmission Concession(1)
2,132 35 January 2043100%663.6 
COPEL GeT
TL Bateias - Jaguariaiva
137 — August 2031100%18.2 
COPEL GeT
TL Bateias - Pilarzinho
32 — March 2038100%3.1 
COPEL GeT
TL Foz - Cascavel Oeste
117 — November 2039100%16.9 
COPEL GeT
Cerquilho III Substation
— 1 October 2040100%7.7 
COPEL GeT
TL Londrina – Figueira C2
Foz do Chopim – Salto Osório
102 — August 2042100%8.5 
COPEL GeT
TL Assis – Paraguaçu Paulista C1 and C2 Paraguaçu Paulista II Substation
83 1 February 2043100%12.3 
COPEL GeT
Curitiba Norte Substation
TL Bateias – Curitiba Norte
31 1 January 2044100%14.0 
COPEL GeT
Realeza Sul Substation
TL Foz do Chopim- Realeza Sul
52 1 September 2044100%16.2 
COPEL GeT
TL Assis – Londrina
122 — September 2044100%28.1 
COPEL GeT
TL Araraquara II – Taubaté
334 — October 2040100%47.7 
COPEL GeT
TL Baixo Iguaçu – Realeza
TL Baixo Iguaçu – Cascavel Oeste
TL Curitiba Centro – Uberaba
TL Curitiba Leste – Blumenau
Medianeira Norte Substation
Curitiba Centro Substation
Andirá Leste Substation
Baixo Iguaçu Substation
255 4 April 2046100%169.4 
Uirapuru (Copel GeT – 100%)
TL Ivaiporã - Londrina
122 — March 2035100%28.9 
Costa Oeste (Copel GeT – 100%)
LT Cascavel Oeste - Cascavel Norte
TL Cascavel Norte - Umuarama Sul
Umuarama Sul Substation
159 1 January 2042100%20.7 
Marumbi (Copel GeT – 100%)
TL Curitiba – Curitiba Leste
Curitiba Leste Substation
29 1 May 2042100%29.9 
Mata de Santa Genebra
TL Araraquara II - - Itatiba TL Araraquara 2 - Fernão Dias–
TL Bateias - Itatiba
887 1 May 2044100 %338.7 
Subtotal Copel GeT
4,594 46 


1,423.9 
Caiuá Transmissora
TL Guaíra - Umuarama Sul
TL Cascavel Norte - Cascavel Oeste
Santa Quitéria Substation / Cascavel Norte Substation
142 2 May 2042
    49.0%(2)
17.9 
Integração Maranhense
TL Açailandia-Miranda II
365 — May 2042
    49.0%(2)
27.0 
Matrinchã
TL Paranaíta - Ribeirãozinho
2,033 4 May 2042
    49.0%(2)
146.2 
Guaraciaba
TL Ribeirãozinho - Marimbondo
930 1 May 2042
    49.0%(2)
75.5 
Paranaíba
TL Barreiras II - Pirapora II
967 — May 2043
    24.5%(2)
50.2 
Cantareira
TL Estreito – Fernão Dias
656 — September 2044
    49.0%(2)
70.6 
Subtotal SPCs

5,093 7 


387.4 
Total

9,687 53 


1,811.2 
(1)Our main transmission concessions encompass several transmission lines. Proportionate to our stake in the enterprise. Amounts relating to the 2025-2026 cycle (pursuant to REH 3,481/2025), without taking into account the adjustment parcel (PA).
(2)Refers to the equity interest held by Copel Geração e Transmissão.
(3)Considers double circuits.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Expansion and Maintenance of Transmission Facilities
In the expansion and maintenance of transmission facilities, the construction of new transmission facilities of 230 kV and higher must be awarded through a bidding process or otherwise authorized by ANEEL. In recent years, Copel GeT has not been successful in ANEEL auctions. However, ANEEL permits us to make minor improvements to some of the existing 230 kV and 500 kV facilities, which are remunerated by an increase in the APR.
In addition to the works gained in the auctions promoted by Aneel, Copel Geração e Transmissão has works stemming from the authorization resolutions in order to expand and improve existing facilities, such as:
Authorizing Resolution No. 12,638/2022: ANEEL authorized the implementation of reinforcements at the 230 kV Campo do Assobio substation, with a total investment of approximately R$ 65 million. Upon entry into commercial operation, which commenced in December 2025, Copel GeT became entitled to an APR of approximately R$ 9.7 million in connection with these reinforcements.
Authorizing Resolution No. 13,573/2023: sectioning of the Cascavel – Salto Osório C1 230 kV transmission line at the Foz do Chopim substation, with the implementation of a double-circuit section between the sectioning point and the Foz do Chopim substation and two input module lines at the Foz do Chopim substation, with a total investment of approximately R$ 25.5 million and an APR of approximately R$ 4 million for the work completed within the ANEEL deadline of February 2026. As we anticipated the delivery of the project, with the start of commercial operations in October 2025, with an additional RAP of R$ 1.3 million in additional return since the amount will be paid in advance by ANEEL.
Authorizing Resolution No. 14,531/2023: major improvements (replacement of transformers and reactors) at the Maringá, Cascavel, Campo Comprido, Figueira, Londrina COT, Ponta Grossa Sul and Uberaba substations, with a total investment of around R$ 135.5 million and APR of approximately R$ 22.5 million, upon entry into commercial operation of the projects, whose deadline set by Aneel is May 2026.
Authorizing Resolution No. 14,711/2023: implementation of reinforcements at the 230 kV Umuarama Sul substation, owned by Costa Oeste Transmissora de Energia S.A., a wholly owned subsidiary of Copel GeT, with an investment of around R$ 33.9 million and an APR of approximately R$ 4.5 million, upon entry into commercial operations, the deadline set by Aneel is November 2025.
Dispatch No. 1,373/2024-SCE/Aneel: implementation of reinforcements at the 230 kV Campo Mourão substation, with an investment of approximately R$ 34.4 million and an APR of about R$ 5.6 million, effective from the start of commercial operation, which is scheduled by Aneel for November 2026.
Dispatch No. 3,014/2024-SCE/Aneel: implementation of reinforcements at the 230 kV Realeza Sul substation, with an investment of approximately R$ 9.0 million and an APR of about R$ 1.2 million, effective from the start of commercial operation, which is scheduled by Aneel for April 2027.
Authorizing Resolution No. 15,532/2024: implementation of reinforcements at the 525 kV Curitiba Leste substation, granted to Marumbi Transmissora de Energia S.A., a wholly-owned subsidiary of Copel GeT, with an investment of approximately R$ 47.1 million and an APR of about R$ 6.4 million, effective from the start of commercial operation, which is scheduled by Aneel for April 2027.
Dispatch No. 61/2025-SCE/Aneel: implementation of reinforcements at the 230 kV Realeza Sul substation, with an authorized investment of R$ 32.6 million and APR of R$ 4.4 million, starting from the commercial operation date, which is projected by ANEEL to be July 2027.
Authorizing Resolution No. 15,817/2025: implementation of reinforcements at the 525 kV Bateias substation, with an authorized investment of R$ 32.6 million and authorized APR of R$ 5.5 million, starting from the commercial operation date, which is projected by ANEEL to be January 2028.
Dispatch No. 1,172/2025-SCE/Aneel: implementation of reinforcements at the 230 kV Guaíra and São José dos Pinhais Industrial District substations, with an authorized investment of R$ 24.4 million and authorized APR of R$ 4.2 million, starting from the commercial operation date, which is projected by ANEEL to be September 2027.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 34
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Authorizing Resolution No. 16,297/2025: implementation of reinforcements at the 500 kV Fernão Dias substation, under concession to Mata de Santa Genebra, with an authorized investment of R$ 127.2 million and APR of R$ 17.4 million, starting from the commercial operation date, which is projected by ANEEL to be January 2029.
Authorizing Resolution No. 16,552/2025: implementation of reinforcements at the Maringá and Sarandi 230 kV substations, with an investment of approximately R$ 66.3 million and APR of approximately R$ 11.6 million, starting from the beginning of commercial operation, scheduled by ANEEL for May 2028.
Dispatch No. 3,352/2025-SCE/ANEEL: sectioning of the 230 kV Cascavel – Medianeira Norte transmission line at the Cascavel Oeste substation, with the implementation of a double-circuit section between the sectioning point and the Cascavel Oeste substation and two line entry modules at the Cascavel Oeste substation, with an authorized investment of R$ 26.8 million and authorized RAP of R$ 4.5 million, starting from the commercial operation date, which is scheduled by ANEEL for November 2028.
Dispatch No. 3,722/2025-SCE/Aneel: implementation of reinforcements at the 230 kV Pilarzinho substation, with an authorized investment of R$ 26 million and authorized APR of R$ 4.3 million, starting from the commercial operation date, which is projected by ANEEL to be July 2028.
Distribution
Our distribution system consists of a widespread grid of overhead lines and substations with voltages up to 138 kV assets. High-Voltage electricity is supplied to larger industrial and commercial customers and lower voltage electricity is supplied to residential, small industrial, and commercial customers in addition to other customers. As of December 31, 2025, we provided electricity in a geographic area encompassing approximately 97% of the State of Paraná and served 5.3 million customers.
Our distribution grid includes 218,470 km of distribution lines, 493,461 distribution transformers and 243 distribution substations of 34.5 kV, 36 substations of 69 kV and 143 substations of 138 kV. During 2025, 97,048 new customers were connected to our grid, including customers connected through the rural and urban electrification programs. We are continuing to implement compact grid design distribution lines in urban areas with large concentration of trees in the vicinity of the distribution grid.
We have three captive customers that are directly supplied with energy at a high voltage (69 kV and above) through connections to our distribution lines. The volume of energy commercialized for these customers was 4,222 MWh in 2025.
We are also responsible for expanding the 138 kV and 69 kV distribution grid within our concession area to meet any future demand growth.
On October 16, 2019, Copel Distribuição launched a program to modernize its distribution grid called “Transformation Program” (Programa Transformação). The Transformation Program is comprised of three projects: “Total Reliability” (Confiabilidade Total), “Three-phase Paraná” (Paraná Trifásico) and “Smart Grid Copel.” The goal is to improve infrastructure, particularly in rural areas, in order to enhance quality of energy supply and reduce supply restoration period in case of power outages. With investments of R$ 4.34 billion until 2025, which shall compose the Regulatory Remuneration Base, the Transformation Program involves the construction of approximately 25,000 kilometers of power grids and the setting up of smart grid technology in the State of Paraná. The Smart Grid Project deals with the implementation of a communication network for distribution automation equipment and for smart meters. In addition, computer systems for efficient management of this communication network are included in this project. The “Transformation Program” project reached by December 2025, 25,062 km of power grids and 2,026,837 smart meters installed.
Performance of the Distribution System
Total losses are commonly divided into a technical and non-technical component. Technical losses are inherent to the transportation of electricity and consist mainly of power dissipation in the line grid. Non-technical (or commercial) losses are caused by actions external to the power system (for instance, electricity theft). Since total losses are comprised of both technical and non-technical parcels, the latter is easily calculated as the difference between total losses and the estimated technical losses inherent to the system.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 35
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Total losses in our distribution system are segmented between (i) losses in the basic grid (tension equal to or greater than 230 kV), which are external to our distribution grid and have a technical cause, and (ii) losses in the distribution grid (internal to our distribution grid), which are usually caused by both technical and non-technical reasons.
Losses in the basic grid are calculated monthly by the CCEE as the difference between the total generation and the energy effectively delivered to the distribution grids. The total losses from our distribution grid are calculated as the difference between the energy allocated to the system and the energy supplied to the customers.
Our total energy distribution losses (including transmission system, technical and commercial losses) totaled 8.7% of the total energy amount available in 2025, being (i) 1.0% related to losses in the basic grid, (ii) 5.8% of technical losses and (iii) 1.9% of non-technical losses.
ANEEL grants the transfer of all energy losses to the final customers when the real losses are less than regulatory losses. The calculation is made within the regulatory period, that is different from a calendar year, and thereby we will know the result just in the next tariff adjustment, in June 2026. But our simulation indicates that in the fiscal year, from January through December 2025, we will have all losses transferred to the final customers.
Furthermore, ANEEL requires distributors to observe certain standards for “energy supply continuity,” namely (i) duration of outages per customer per year or DEC – Duração Equivalente de Interrupção por Unidade Consumidora and (ii) frequency of outages per customer per year or FEC – Frequência Equivalente de Interrupção por Unidade Consumidora. Information regarding the duration and frequency of outages for our customers is set forth in the following chart for the years indicated.
Quality of supply indicator
2025
2024
2023
DEC – Duration of outages per customer per year (in hours)
7h17min
7h55min
7h51min
FEC – Frequency of outages per customer per year (number of outages)
4.655.365.21
We comply with the quality indicators defined by ANEEL for 2025, which penalizes power outages in excess of an average number of hours per customer, in each case calculated on an annual basis. These limits vary depending on the geographic region, and the average limit established by ANEEL for our distribution company was 8 hours and 14 minutes of outages per customer per year, and a total of 5.80 outages per customer per year. Failure to comply with these predetermined standards with a Final Customer causes a reduction of the amount we can charge such Final Customer in future periods.
In addition, quality target indicators are taken into consideration by ANEEL during distribution concession renewal proceedings, and also influence ANEEL’s calculation of our tariff adjustments. For more information, see “–Concessions—Distribution Concessions” and “—The Brazilian Electric Power Industry—Distribution Tariffs.”
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 36
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Purchases for the captive market
The following table contains information concerning volume, cost and Average Tariff for the main sources of the electricity we purchased for the captive market in the last three years.
Source
2025
2024
2023
Itaipu



Volume (GWh)(1)
4,442 4,553 4,762 
Cost (R$ millions)
951.0 990.0 980.3 
Average Tariff (R$/MWh)
214.1 217.4 205.9 
Angra

Volume (GWh)
848 856 872 
Cost (R$ millions)
264.2 296.7 295.5 
Average Tariff (R$/MWh)
311.6 346.6 338.9 
CCGF

Volume (GWh)
3,207 3,914 4,568 
Cost (R$ millions)
628.5 686.3 723.6 
Average Tariff (R$/MWh)
196.0 175.3 158.4 
Auctions in the regulated market

Volume (GWh)(2)
13,592 13,812 13,142 
Cost (R$ millions)(3)
3,430.1 3,520.0 2,754.6 
Average Tariff (R$/MWh)
252.36 235.30 209.60 
(1)According to ANEEL Homologatory Resolution No. 3,836/2024.
(2)These numbers do not include assignments related to MCSD-EN and MVE. Eliminations and reclassifications were considered.
(3)These numbers do not include short-term energy purchased through the CCEE.
Itaipu
We purchased 4,442 GWh of electricity from Itaipu in 2025, which constituted 8.6% of our total available electricity in 2025 and 19% of Copel Distribuição’s total available electricity in 2025. Distribution companies operating under concessions in the midwest, south and southeast regions of Brazil are required by law to purchase Brazil’s portion of the energy generated by Itaipu in a proportion that correlates with the volume of electricity that they provide to customers. The rates at which these companies are required to purchase Itaipu’s energy are fixed to cover Itaipu’s operating expenses and payments of principal and interest on Itaipu’s U.S. dollar-denominated borrowings, as well as the cost of transmitting the power to their concession areas. These rates are denominated in U.S. dollars and were set at US$ 17.66 per kW in 2025.
In 2025, we paid an Average Tariff of R$ 214.09 /MWh for energy from Itaipu, compared to R$ 217.44/MWh in 2024. These figures do not include the transmission tariff that distribution companies must pay for the transmission of energy from Itaipu.
ANGRA
Because Eletronuclear renewed the generation concession of Angra under the 2013 Concession Renewal Law, the energy generated by Angra is no longer sold in auctions in the regulated market. Rather, under the 2013 Concession Renewal Law, this energy is sold to distributors in accordance with the quota system established by said law. For more information, see “Item 4. Information on the Company—The Brazilian Electric Power Industry.” As a result, Copel Distribuição was legally required to purchase 848 GWh from Angra in 2025, 856 GWh from Angra in 2024 and 872 GWh from Angra in 2023.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 37
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Assured Energy Quota Contract – CCGF
Under the 2013 Concession Renewal Law, certain generation concessionaires renewed their concession contracts, and therefore these concessionaires no longer sell the energy produced by these generation facilities at auctions in the regulated market. Rather, this energy is sold to distribution companies in accordance with the quota system established by the 2013 Concession Renewal Law. For more information, see “Item 4. Information on the Company—The Brazilian Electric Power Industry.” Copel Distribuição is obligated to purchase energy from these generation concessionaires that have renewed generation concessions under this quota system. Copel Distribuição was legally required to purchase 3,207 GWh in CCGF contracts in 2025, 3,914 GWh in CCGF contracts in 2024 and 4,568 GWh in CCGF contracts in 2023.
Auctions in the Regulated Market
In 2025, we purchased 13,592 GWh of thermoelectric and hydroelectric energy through auctions in the regulated market. This energy represents 58% of the total electricity purchased by the Copel Distribuição. For more information on the regulated market and the Free Market, see “Item 4. Information on the Company—The Brazilian Electric Power Industry.”
Sales to Captive Customers
During 2025, we supplied approximately 56.2% of the energy distributed directly to Captive Customers in the State of Paraná. Our concession area includes nearly 5.28 million customers located in the State of Paraná and in one municipality in the State of Santa Catarina, located in the south of the State of Paraná. During 2025, the total power consumption of our Captive Customers was 20,066 GWh, a 5.7% decrease as compared to 21,285 GWh during 2024.
Categories of purchaser
2025
2024
2023

(GWh)
Industrial customers
1,2521,7181,941
Residential
10,1089,8878,888
Commercial
4,4424,7824,520
Rural
2,4262,5072,352
Other(1)
1,8382,3912,472
Total(2)
20,06621,28520,173
(1)Includes public services such as street lighting, electricity supply for municipalities and other governmental agencies, as well as our own consumption.
(2)Total GWh does not include our energy losses.
Sales to Free Customers
We operate in the Free Contracting Environment (Ambiente de Contratação Livre, the “ACL”) through our wholly owned subsidiaries Copel Geração e Transmissão and Copel Comercialização (Copel Mercado Livre). As of December 31, 2025, we had 1,537 Free Customers of our energy trading company, representing 6.1% of our consolidated operating revenue and 13.7% of the total quantity of electricity sold by us. During 2025, the total power consumption of our Free Customers was 9,902 GWh, a 6.3% decrease as compared to 10,565 GWh during 2024.
Categories of purchaser
2025
2024
2023

(GWh)
Industrial customers
7,9488,9149,737
Commercial
1,9541,6512,149
Total
9,90210,56511,886
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 38
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
The following table sets forth the number of our final customers, considering both Captive and Free Customers, in each category as of December 31, 2025.
Category
Number of Final Customers
Industrial
39,167
Residential
4,417,897
Commercial
464,590
Rural
306,468
Other(1)
58,150
Total(2)
5,286,272
(1)Includes street lighting, as well as electricity for municipalities and other governmental agencies, public services and own consumption.
(2)This table does not consider supply to concessionaires.
Tariffs
Retail Tariffs. We classify our customers in two groups (“Group A Customers” and “Group B Customers”), based on the voltage level at which electricity is supplied to them and on whether they are considered as industrial, commercial, residential or rural customers. Each customer falls within a certain tariff level defined by law and based on the customer’s classification, although some flexibility is available according to the nature of each customer’s demand. Under Brazilian regulation, low voltage customers such as residential customers (other than Low-income Residential Customers, as defined as follows) pay the highest tariff rates, followed by 13.8 kV and 34.5 kV voltage customers (usually commercial customers), and 69 kV and 138 kV voltage customers (usually industrial customers).
Group A Customers receive electricity at 2.3 kV or higher and the tariffs applied to them are based on the actual voltage level at which energy is supplied and the time of day the energy is supplied. Tariffs are comprised of two components: a “power demand tariff” and an “electricity consumption tariff”. The power demand tariff, expressed in reais per kW, is based on the higher of (i) contracted power demand and (ii) power demand actually used. The electricity consumption tariff, expressed in reais per MWh, is based on the amount of electricity actually consumed as evidenced by our metering. Group B Customers receive electricity at less than 2.3 kV, and the tariffs applied to them are comprised solely of an electricity consumption tariff and are based on the classification of the customer.
ANEEL revises our tariffs annually, in June. For more information about the distribution tariff adjustments that have been made by ANEEL in recent years, see “Item 5. Operating and Financial Review and Prospects—Overview—Rates and Prices.”
The following table sets forth the Average Tariffs for each category of Final Customer.
Tariffs(1)(2)(3)
2025
2024
2023

(R$/MWh)
Industrial
526.75 544.13 555.58 
Residential
505.45 512.65 551.81 
Commercial
553.46 569.45 619.93 
Rural
548.64 555.82 606.40 
Other customers
620.93 594.97 462.82 
Retail supply average tariff
598.90 594.01 618.52 
(1)Considers December as the reference month;
(2)Net revenue from “electricity sales to final customers” and “Use of the main distribution and transmission grid”;
(3)Does not consider tariff flags.
Low-income Residential Customers. Under Brazilian law, we are required to provide reduced rates to certain low-income residential customers. In December 2025, we served approximately 570,000 low-income residential customers. For servicing these customers, in 2025 we received R$ 223.8 million in compensation from the Brazilian government, which was approved by ANEEL. Additionally, the State of Paraná, through the Energia Solidária program established by State Law 20,943/2021, covers the electricity bills of low-income families eligible for the Social Electricity Tariff, provided their monthly consumption does not exceed 150 kWh. In December 2025, this initiative benefited 191,000 families, with the State of Paraná contributing R$ 85.6 million in 2025.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 39
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
The following table sets forth the current minimum discount rates approved by ANEEL for each category of Low-income Residential Customer.
Consumption
Discount from base tariff
Up to 30 kWh per month
65%
From 31 to 100 kWh per month
40%
From 101 to 220 kWh per month
10%
Consumption
Discount from base tariff
Up to 12.31.2025
Up to 30 kWh per month
65 %
From 31 to 100 kWh per month
40 %
From 101 to 220 kWh per month.
10 %
As of 01.01.2026*
Up to 80 kWh per month
100 %
Above 81 kWh per month
— %
*     On October 8, 2025, Law No. 15,235/2025 was enacted, significantly expanding the Social Electricity Tariff and establishing total exemption (100% discount) for consumption up to 80 kWh/month, intended for families classified in the Low-Income Residential Subclass registered in the Single Registry (CadÚnico). The law also authorized the payment of annual CDE quotas, starting January 1, 2026, for families with per capita income greater than half and equal to or less than one minimum wage, limited to consumption of up to 120 kWh/month in a single consumer unit.
Free Customers. Following the publication of MME Ordinance No. 50/2022, a customer of our distribution business qualified as Group A Customer, a Free Customer may choose its energy supplier. A Free Customer that chooses to purchase energy from a supplier other than Copel GeT continues to use our distribution grid and to pay our distribution tariff. However, as an incentive for Free Customers to purchase from alternative sources, we are required to reduce the tariff paid by Free Customers by 50%. This discount is subsidized by the Brazilian government, and therefore does not impact the revenues of our distribution business.
Transmission Tariffs. A transmission concessionaire is entitled to annual revenues based on the transmission grid it owns and operates. These revenues are annually readjusted according to criteria stipulated in the concession contract. We are directly a party to 12 transmission concession contracts in operation. Not all of the transmission concession contracts employ the same revenue model, 1.7% of our transmission revenues are updated on an annual basis by the IGP-M and the other 98.3% are subject to the tariff review process.
The first periodic revision related to our Main Transmission Concession scheduled for 2005 was only carried out in 2007, at which point ANEEL reduced the tariffs by 15.08%. This adjustment was applied retroactively to July 2005, and was passed on to our final customers until June 2009. In addition, in July 2010 pursuant to a second periodic revision of our principal concession, ANEEL granted provisional approval of a reduction in our transmission tariff by 22.88%, applied to the revenues of new installations in the Interconnected Transmission System, and applied retroactively from July 1, 2009 onward. In June 2011, ANEEL reviewed the figures of the second periodic revision and reduced the annual revenues by 19.94%. The remainder of our annual revenues was subject to adjustment by IGP-M or IPCA, as applicable.
By late 2012, we decided to anticipate the extension of our main transmission concession agreement (corresponding to 78% of our transmission lines then in operation) that would expire in 2015, pursuant to the new rules of the 2013 Concession Renewal Law. In December 2012, we executed the Third Addendum to the Concession Agreement 060/2001, extending this transmission concession agreement until December 31, 2042. In order to adjust these assets’ APRs to the new rules of 2013 Concession Renewal Law, ANEEL reduced the transmission tariffs we charged by 61.9%.
Of all our transmission concessions in operational stage, our main transmission concession (which involves our main transmission facilities) accounted for about 71% of our gross transmission revenues in 2019. In addition, we have ten (10) concession agreements for transmission lines and substations in operation and one (1) partially in operation, which correspond to an aggregate of 29% of our transmission revenues. The amount of revenues we are entitled to receive pursuant to one (1) of these contracts is updated on an annual basis by the IGP-M and is not subject to the tariff review process, but, pursuant to the terms set forth in this agreement, our revenues were reduced by 50% starting in June 2018. Other ten (10) agreements revenues are subject to the tariff review process and adjustments by the IPCA.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 40
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
In relation to our main concession agreement, on April 22, 2016, Ordinance No. 120/2016 of the Ministry of Mines and Energy determined that the amounts ratified by ANEEL related to the non-depreciated transmission assets existing on May 31, 2000 (Basic Grid Existing System “RBSE”) should be incorporated to the Regulatory Remuneration Base, and that their cost of capital should be added to APR. The Ordinance also determined that the cost of capital would be composed of compensation and depreciation installments, plus related taxes, and recognized as of the 2017 tariff revision process, with adjustments and revisions in accordance with contractual conditions.
Also pursuant to the above mentioned Ordinance, the cost of capital not incorporated between the concessions’ extensions and the 2017 tariff revision process should be restated at the real cost of own capital of the transmission segment defined by ANEEL (10.4%) and, after the tariff revision process, it should be remunerated at the Weighted Average Cost of Capital (WACC) of 6.6%, also defined by that agency.
On May 9, 2017, ANEEL approved the result of the inspection of the appraisal report of the transmission assets existing on May 31, 2000 (RBSE and Other Transmission Facilities – “RPC”) related to our main transmission concession agreement. The Agency recognized the amount of R$ 667.6 million as the net value of the assets for the purposes of indemnification as of December 31, 2012. As of December 31, 2017, the net value of those assets for the purposes of indemnification amounted to R$ 1,418.4 million.
On June 27, 2017, ANEEL approved the APR of the transmission assets of Copel GeT for the 2017/2018 cycle, including the commencement of receipt of the RBSE indemnification of our main transmission concession agreement.
In 2017, (i) our main transmission concession agreement was adjusted by the IPCA and by the portion related the commencement of receipt of the RBSE indemnification (average increase of 151.3%) (ii) one of our transmission concession agreements was adjusted by the IPCA and improvements to the system were approved by ANEEL (average increase of 3.7%), (iii) six transmission concession agreements were adjusted by the IPCA (3.6%), (iv) one transmission concession agreement was adjusted by the IGP-M (1.6%), and (v) one transmission agreement became operational in August 2017, adding R$ 18.9 million of APRs. As a result, the APRs for the 2017/2018 cycle for our transmission assets reflected an increase of 121.2% over our APRs for the 2016/2017 cycle.
In June 2018, ANEEL approved the APR for the 2018/2019 cycle, considering (i) an adjustment of relevant amounts by the IGP-M and IPCA indexes, and (ii) the expansion of our transmission system with upgrades and revenues from other works classified as improvement measures.
Compared to our total APR for the 2017/2018 cycle, the APR of our main concession for the 2018/2019 cycle was reduced by 8.1%, as a result of the correction of a prior calculation made by ANEEL, which takes into account certain financial and economic portions of unamortized and unrepaired assets related to the RBSE when determining the assets of the Regulatory Remuneration Base in the prior cycle.
The APR of concession No. 075/2001 was reduced by approximately 30.5%, as a result of a 50% reduction of the APR starting at the 16th anniversary of commercial operation, which occurred during the 2018/2019 cycle. Two of our concession agreements (022/2012 and 002/2013) were subject to a periodic review, which resulted in a lower APR in connection with increasing revenues related to upgrade works.
In June 2019, ANEEL approved the APR for the 2019/2020 cycle, considering (i) an adjustment of relevant amounts by the IGP-M and IPCA indexes, and (ii) the expansion of our transmission system with upgrade works and revenues from other works classified as improvement measures.
In 2020, in the scope of the tariff review process for the contracts extended under Law No. 12,783/2013, holders of assets belonging to RBSE had their review ratified in June 2020 despite originally being scheduled for 2018, due to a two-year delay and the retroactive effects of REN 880/2020 on the 2018 tariff year. For us, this process was ratified through Homologation Resolution No. 2,715/2020 for concession agreement No. 060/2001, granted to Copel GeT. During review process, ANEEL decided that starting on the 2020/2021 cycle, remuneration portion of the RBSE would be calculated by the cost of equity (“CoE”) as provided for in Ordinance MME No. 120/2016. The value not received during the three previous cycles (2017-2020) will be incorporated into the next three cycles (2020-2023) by means of an Adjustment Installment (Parcela de Ajuste).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 41
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
In view of the strong tariff impact of the increased risk of default in the electricity sector caused by the COVID-19 pandemic, on April 22, 2021, ANEEL changed the timeline for the payment of the financial component of the RBSE/RPC for 8 years and gradually for all the transmission concession agreements renewed under the terms of Law No. 12,783/2013. The new rule was approved by Resolution No. 2,847, of 04.22.2021, which changed the result of the periodic review of the APR, ratified in 2020, associated with Concession Agreement No. 060/2001.
Additionally, by means of Homologation Resolution No. 2,725/2020, ANEEL established the readjustment of APRs for electric energy transmission assets for the 2020-2021 cycle, effective from July 1, 2020 until June 30, 2021. According to this resolution, Copel GeT’s transmission asset APRs for the 2020-2021 cycle were R$ 777.2 million, of which R$ 703.4 million correspond to the revenue of operational assets. Considering the homologated APRs for the Special Purpose Companies (Sociedades de Propósito Específicos) in which Copel GeT has 100%, APR for the cycle were R$ 773.2 million. With the others in which it has equity ownership, the total consolidated value for Copel GeT is R$ 1,146.0 million. Along with beginning of commercial operations of Mata de Santa Genebra assets in its totality in 2020, GeT’s total consolidated value is R$ 1,161.2 million.
On July 13, 2021, ANEEL readjusted the APRs for electric energy transmission assets for the cycle from July 1, 2021 to June 30, 2022 through Resolutions 2,895/2021 and 2,959/2021. Copel GeT’s transmission assets APR was set at R$ 792.2 million of assets in operation. Considering the APRs approved for the Special Purpose Companies 100% owned by Copel Geração e Transmissão, the total consolidated amount reached R$ 1,220.1 million.
On July 12, 2022, ANEEL, through Homologation Resolution No. 3067/2022, established the readjustment of the Allowed Annual Revenues (“APR”) for electric power transmission concessionaires for the 2022-2023 cycle, effective from July 1, 2022 to June 30, 2023. According to the resolution, the APR of the transmission concessions of Copel Geração e Transmissão for the 2022/2023 cycle is R$ 849.2 million, of which R$ 824.2 million correspond to the APR of assets in operation. Also, considering the approved APR for the SPCs in which Copel Geração e Transmissão has a 100% shareholding, the total APR value is R$ 921.9 million, of which R$ 896.9 million correspond to the APR of assets in operation. Throughout 2022, some reinforcements authorized by Aneel for Concession Contracts 060/2001 and 006/2008 were considered and, therefore, the APR of assets in operation was increased to R$ 901.3 million.
In Dispatch No. 402/2023, issued on March 3, 2023, ANEEL postponed the 2023 Periodic Tariff Review of the APR for transmission concessionaires under Law No. 12,783/2013.
Homologatory Resolution No. 3,216/2023, published on July 7, 2023, set the APR for the period from July 1, 2023, to June 30, 2024 (2023-2024 cycle), covering facilities managed by transmission companies. For Copel GeT, the approved APR for the 2023-2024 cycle is R$ 1.6 billion, broken down as follows: R$ 976.0 million for concessions fully owned by Copel GeT; R$ 73.2 million for SPEs fully owned by Copel GeT; and R$ 512.6 million for concessions with partial ownership by Copel GeT.
With Resolution No. 3,344/2024, Aneel approved the results of the 2023 tariff reviews of the concession contracts extended under Law No. 12,783/2013. For Copel GeT’s Concession Agreement No. 060/2001, the repositioning was -8.39%, largely due to the reduction in the APR value referring to the RBSE economic component, affected by depreciation and write-offs in the 2018-2023 tariff cycle.
Resolution No. 3,348/2024, published on July 19, 2024, established the APR for the provision of facilities under the responsibility of transmission companies, for the period from July 1, 2024 to June 30, 2025 (2024-2025 cycle). For Copel GeT, the APR approved for the 2024-2025 cycle is R$ 1,595 million, with the following breakdown: R$ 987.2 million for 100% Copel GeT concessions; R$ 75 million for 100% Copel GeT SPEs; R$ 532.6 million for concessions with Copel GeT participation.
On June 10, 2025, ANEEL, through Homologatory Resolution No. 3,467/2025, established the tariff repositioning of the APR to be applied to the Financial component of the RBSE in effect on July 1, 2018. In defining the new values, there was a reduction of approximately 16% for the renewed concessions affected by the decision. For concession contract No. 060/2001 of Copel GeT, the approved value was R$ 176 million (June 2025 prices). As a reference, the value in the 2024-2025 cycle (June 2024 prices) was R$ 209 million.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 42
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
On June 17, 2025, ANEEL, through Homologatory Resolution No. 3,475/2025, approved the revision of the APR of the Concession Contracts related to projects tendered with a revision date in July 2025. For Copel GeT, the approved value was R$ 61.2 million (June 2025 prices), with a total RAP repositioning of 4.9%. As a reference, the value in the 2024-2025 cycle (June 2024 prices) was R$ 58.3 million.
On July 17, 2025, ANEEL, through Homologatory Resolution No. 3,481, readjusted the allowed APRs for electricity transmission assets for the 2025-2026 cycle, effective from July 1, 2025 to June 30, 2026. According to this resolution, the APR for the 2025-2026 cycle of the transmission assets in operation of Copel GeT and its holdings became R$ 1,811.2 million, an increase of approximately 1.9%, already considering the effects of the reduction in the Financial component of the Existing RBSE.
Additionally, ANEEL authorized us to carry out reinforcement works expected to be operational by 2026 and 2027. These works should add approximately R$ 50.4 million to the APR.
The table below shows our APR (R$ million) for the last three cycles of transmission lines over which we hold a 100% ownership on December 31, 2025:
Contract
Transmission Line / Substation
Jul. 2025
Jun. 2026
Jul. 2024
Jun. 2025
Jul. 2023
Jun. 2024


APR (R$ million)

060/2001
Main Transmission Concession(1)
663.6 665.2 661.3 
075/2001
Bateias – Jaguariaiva
18.2 17.0 16.8 
006/2008
Bateias – Pilarzinho
3.1 2.8 3.6 
027/2009
Foz do Iguaçu - Cascavel Oeste
16.9 16.6 16.0 
010/2010
Araraquara 2 – Taubaté
47.7 45.3 43.6 
015/2010
Cerquilho III
7.7 7.3 7.0 
022/2012
Foz do Chopim – Salto Osório
Londrina – Figueira C2
8.5 8.1 7.7 
002/2013
Assis — Paraguaçu Paulista II C1 and
C2 SE Paraguaçu Paulista II
12.3 11.7 12.2 
005/2014
Bateias - Curitiba
Norte SE Curitiba
Norte
14.0 13.3 12.8 
021/2014
Foz do Chopim - Realeza
16.2 13.5 13.0 
022/2014
Assis – Londrina
28.1 28.1 27.1 
006/2016
TL Baixo Iguaçu - Realeza;
TL Baixo Iguaçu - Cascavel Oeste;
TL Uberaba - Curitiba Centro;
TL Curitiba Leste - Blumenau;
SE Medianeira;
SE Curitiba Centro;
SE Andirá leste;
SE Baixo Iguaçu;
Demais Seccionamentos
169.4 160.9 154.8 
002/2005
Uirapuru
28.9 27.0 26.9 
001/2012
Costa Oeste
20.7 19.7 19.0 
008/2012
Marumbi
29.9 28.3 27.3 
001/2014(2)
Mata    de    Santa    Genebra
338.7 — — 
Total

1,423.9 1,064.7 1,049.2 
(1)Our main transmission concessions encompass several transmission lines.
(2)Transmission line consolidated into the portfolio.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 43
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
CONCESSIONS
We operate under concessions granted by the Brazilian government for our generation, transmission and distribution businesses. Under Brazilian law, concessions are subject to competitive bidding processes at the end of their respective terms.
2013 Concession Renewal Law
Until 2013, the Brazilian rules governing generation concessions gave concessionaires the right to renew for additional 20-year concession contracts that were entered into prior to December 11, 2003. For transmission and distribution concessions granted after 1995, concessionaires had the right to renew these contracts for an additional 30- year period.
On September 11, 2012, the Brazilian government enacted the Provisional Measure No. 579, subsequently converted into the 2013 Concession Renewal Law, which significantly changed the conditions under which concessionaires are able to renew concession contracts. Under the 2013 Concession Renewal Law, generation, transmission and distribution concessionaires may renew the concessions that were in effect as of 1995 (and, in the case of generation facilities, generation concession contracts entered into prior to 2003) for an additional period of 30 years (or an additional 20-year period in the case of thermal plants), provided that the concessionaire agrees to amend the concession contract to reflect a series of new conditions that aim to ensure that services are provided in a continuous and efficient fashion and subject to low tariffs. Under the 2013 Concession Renewal Law, concessionaires must decide 60 months before the end of each concession term (or 24 months with respect to thermal plant concessions that it is 24 months) whether to amend and renew a concession contract or to terminate each concession contract at the end of its respective term.
For concessionaires of generation facilities existing at that time, the 2013 Concession Renewal Law changed the scope of the concession contracts at the moment they were renewed. Previously, a generation concessionaire had the right to sell the energy generated by the facilities subject to its concession for profit. In contrast, generation concessions renewed pursuant to the 2013 Concession Renewal Law do not grant concessionaires the right to sell the energy generated by these facilities. Instead, these concessions only cover the operation and maintenance of the generation facilities, subject to quality standards determined by Brazilian authorities. The energy generated by these facilities are allocated by the Brazilian government in quotas to the regulated market, for purchase by distribution concessionaires. For new generation facilities (i.e., generation facilities operated after the 2013 Concession Renewal Law), on the other hand, the concessionaire still has the right to sell the energy produced by the generation facility.
In addition to changing the scope of generation concessions, the 2013 Concession Renewal Law establishes a new tariff regime that significantly affects the treatment of amounts to be invested by concessionaires to improve and maintain generation plants. To this effect, several regulations were issued by MME and ANEEL to regulate the compensation due to concessionaires as a result of their investments to improve and maintain generation plants.
The 2013 Concession Renewal Law affects transmission and distribution concessions differently. The principal change is that amounts invested in modernization projects, structural reforms, equipment and contingencies are subject to prior ANEEL approval. However, the 2013 Concession Renewal Law does not affect the manner in which distribution and transmission concessionaires may recover amounts invested in transmission infrastructure.
With respect to the transmission agreements, the conditions for renewal set forth in the 2013 Concession Renewal Law are the acceptance of a fixed income as determined by ANEEL and compliance with quality standards set forth in applicable regulation.
The Federal Government issued Decree 11,314/2022 that regulates the bidding and the extension of transmission concessions at the end of their term, conditioning the extension of the concession when the bidding is unfeasible or results in damage to the public interest, as long as the concessionaire formalizes the extension request at least 36 months before the end of the concession.
With respect to distribution agreements, the conditions are set forth in the amendment to the concession agreement and are related to compliance with quality standards, economic-financial sustainability indicators and corporate governance as set forth in the amendment to the concession agreement according to the parameters provided in the 2013 Concession Renewal Law.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 44
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
The 2013 Concession Renewal Law applies to all generation, transmission and distribution contracts that were in effect as of 1995 (and, in the case of generation concessions, entered into prior to 2003), regardless of whether a contract grants to the concessionaire the right to renew a concession on its original terms. For example, several of our concession contracts contain provisions allowing us to renew these concessions for a period of 20 years. Under the 2013 Concession Renewal Law, in order to renew these contracts, we nonetheless would be required to accept the application of the conditions imposed by the 2013 Concession Renewal Law to the contract, and the concession contract would then be renewed for 30 years, rather than 20 years. If we choose to renew a concession contract that contains a renewal provision, we would be indemnified by the Brazilian government using funds from the RGR Fund (see Energy Sector Regulatory Charges) in an amount equal to the portion of our investments related to the concession that have not yet been amortized or depreciated, as calculated by ANEEL.
If a concessionaire decides not to accept the new tariff regime with respect to a concession contract and therefore decides not to renew the contract, the concession will terminate at the end of its original term, and the Brazilian government will conduct a new competitive bidding process for the concession. The original concessionaire may participate in the new competitive bidding process.
In the case of hydroelectric generation concessions with an installed capacity of more than 5,000 kW, upon the expiration of their original term and provided that the concessionaire does not request the extension of such term, the granting authority may submit the concession to a new bidding process. In the case of concessions for hydroelectric generation units with an installed capacity of 5,000 kW or less, upon the expiration of their original term, the concessions may be granted to the current concessionaire in the form of registration, for an indefinite term.
Generation Concessions
As of the end of 2025, we operated 7 wholly owned hydroelectric power plants and 6 hydroelectric power plants held through equity interests, all in commercial operation, with a total installed capacity of 5,045.0 MW, including the capacity attributable to our ownership interests. The HPP Foz do Areia, HPP Segredo and HPP Salto Caxias are our largest generation facilities and together represent approximately 82.8% of Copel’s total installed hydroelectric capacity.
HPP Foz do Areia. Copel Geração e Transmissão did not elect to renew the original concession pursuant to the 2013 Concession Renewal Law for the HPP Foz do Areia (Governador Bento Munhoz da Rocha Netto). However, in order to obtain a new concession for the HPP Foz do Areia for 30 years, Copel GeT transferred the ownership of this HPP to its subsidiary, the SPC F.D.A. Geração de Energia Elétrica S.A (“F.D.A”) on March 3, 2020, and, on the same date, requested a new concession from the MME pursuant to Federal Decree no. 9,271/2018, amended by Federal Decree No. 10,135/2019 and No. 10,893/2021, which allows this renewal associated with the privatization of the concession holder, within 12 months of the end of the term. On December 23, 2022, Decree No. 9,271/18 was further amended by Decree No. 11,307, to also enable the renewal of grants by privatization of a holder through a public offering of shares. This alternative is in line with the intention of the controlling shareholder to transform us into a company with dispersed capital and without a controlling shareholder. We have requested from the MME the full renewal of the concessions for our plants HPP Foz do Areia, HPP Segredo, and HPP Caxias, maintaining 100% participation. Our privatization enabled us to request the full renewal of the concessions for the Hydroelectric Plants Foz do Areia HPP, Segredo HPP, and Salto Caxias HPP for 30 years from the signing of the new concession contract. The payment of the respective grant bonuses, stipulated at R$ 3,719.4 million according to Interministerial Ordinance of the Ministries of Mines and Energy and Finance - MME/MF No. 01, dated March 30, 2023, will occur within 20 days after the signing of the contracts, updated by the SELIC pro rata die rate on the value of the grant bonus from January 1, 2024, until the effective payment. ANEEL approved the draft of the new concession agreements through Order No. 2,065/2023. Copel GeT and ANEEL entered into Concession Contract 01/2024 to renew the HPP Foz do Areia concession grant on November 19, 2024.
HPP Capivari Cachoeira (Governador Parigot de Souza - GPS). The granting authority submitted the concessions for Capivari Cachoeira HPP to new bidding processes, pursuant to which new agreements should be in force for a 30-year period. Copel GeT was the winner in the bidding process related to HPP Capivari Cachoeira. With respect to Capivari Cachoeira, although Copel GeT did not elect to renew the original concession for the Capivari Cachoeira HPP, it participated in the new competitive bidding process and won. On January 5, 2016, Copel GeT executed a concession agreement with ANEEL so that it will continue to operate this plant under an operation and maintenance regime until 2046. We paid a total amount of R$ 574.8 million as a signing bonus for this concession agreement. 100.0% of the energy generated by this plant in 2016 was allocated in quotas to the regulated market, and reduced to 70.0% on January 1, 2017. Copel GeT can sell the remaining amount of energy generated (30%) by this plant on the Free Market or Spot Market.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 45
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Concessions for generation projects granted after December 11, 2003 were not affected by the 2013 Concession Renewal Law and are non-renewable, meaning that upon expiration of their 35-year term, the concession will be granted subject to a new competitive bidding process. In 2019, we had three (3) hydroelectric plants operating in this condition (HPP Mauá, HPP Colíder and HPP Baixo Iguaçu). HPP Colíder and HPP Baixo Iguaçu ceased to be operated by us as a result of asset swap and divestment processes.
In September 2020, the GSF Law was passed, which established new conditions for the renegotiation of hydrological risk of electricity generation, amending Article 2 of Law No. 13,203/2015, among other measures. This procedure was regulated through Normative Resolution No. 1,035/2022, in which ANEEL established the methodology for calculating compensation to the owners of hydroelectric plants participating in the MRE. It also regulated the repatriation of hydrological risk to equate the issue of GSF and open debts in CCEE to allow for the return of normalcy and greater liquidity in the short-term electricity market, in exchange for the extension of the terms of grants given to hydroelectric plants to up to seven years.
In 2021, the government issued new legislation that changed the calculation method applied by CCEE for the financial compensation to plants participating in the MRE. For our 16 plants that adhered to the method, the compensation amount was R$ 1,570.5 million. ANEEL extended the terms of our grantings that adhered to new method to a total of 15,217 days (Resolutions No. 2,919 and No. 2,932).
In 2022, ANEEL authorized the extension of concession grants and authorizations and approved the amendment to the concession contracts for projects with our participation through Authorizing Resolutions No. 11,345/2022, No. 12,255/2022 and No. 11,132/2022.
In 2023, ANEEL acknowledged the extension of the concession period for the Mauá HPP due to a request for exemption from liability, extending the concession's end date to October 15, 2043. As a result, CCEE recalculated the plant’s financial compensation. Following this, ANEEL authorized the extension of the concession through Authorizing Resolution No. 14,896/2023, increasing the compensation period from 1,789 to 2,083 days.
In 2024, we entered into new thirty-year concession agreements for HPP Foz do Areia, HPP Salto Caxias and HPP Segredo, in accordance with Federal Decree No. 9,271/2018, which does not provide for extensions.
In 2025, we maintained our efforts to manage our concession assets in line with our long‑term strategy, including ongoing interactions with the granting authority, assessment of renewal opportunities, and compliance with the regulatory framework governing our hydroelectric plants.
The following table set forth information relating to the actual terms as well as the renewals of our main generation hydroelectric, thermoelectric and wind farm plants and all of which we hold a direct ownership interest in:
Hydroelectric Plants
Initial concession date
First expiration date
Extension Date
Final expiration date
Foz do Areia
November 2024November 2054Not extendableNovember 2054
Segredo
November 2024November 2054Not extendableNovember 2054
Salto Caxias
November 2024November 2054Not extendableNovember 2054
Capivari Cachoeira (Gov Parigot de Souza)
January 2016January 2046
Not subject to extension
January 2053
Mauá(1)
June 2007July 2042
Not extendable
June 2049
SHP Bela Vista(2)
May 2007January 2041
Extendable
January 2041
Derivação do Rio Jordão
November 1979November 2009September 2009June 2032
(1)Partially acquired in December 2024 from Axia. Acquisition of the HPP Mauá and sale of HPP Colíder completed in May 2025. See”ITEM 4. INFORMATION ON THE COMPANY - The Company - Corporate Structure
(2)In December 2019, Copel GeT became the owner of 100% of Bela Vista Geração de Energia, who holds the ANEEL Auction No. 003/2018 for SHP Bela Vista. The commercial operations of generation units 1, 2 and 3 began in June 2021, July 2021, August 2021 and June 2023 respectively.
On May 30, 2025, the asset swap between our wholly-owned subsidiary Copel GeT and Axia was completed, consolidating in its portfolio all of its interests in HPP Mauá and Mata de Santa Genebra, with the consequent transfer of its entire interest in the HPP Colíder to Axia. The total amount disbursed was R$ 196.6 million.
On October 22, 2025, Copel completed the divestment of the Baixo Iguaçu Hydroelectric Plant, after satisfying all precedent conditions and receiving the required regulatory approvals. The total equity value of the transaction was R$ 1,683.3 million.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 46
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
TPP Figueira. Our authorization for TPP Figueira expired on March 26, 2019. We had submitted a request to extend the authorization for this plant on May 24, 2017, for an additional period of 20 years. On October 30, 2023, we requested the Granting Authority to cancel our previous application for the extension of the authorization. This decision aligns with our Board of Directors’ directive, as outlined in Copel’s Strategic Planning 2030, to decarbonize our current portfolio and accelerate our move towards renewable energy. This plant has an installed capacity equivalent to 20 MW and underwent a modernization process. On February 23, 2024, ANEEL, through Order No. 561/2024, authorized the suspension of the commercial operation of the TPP Figueira generating unit. On December 9, 2024, we requested that ANEEL terminate the authorization and exempt us from the reversal of assets. The plant is in the process of divestment.
Thermoelectric Plants
Initial concession date
First expiration date
Extension date
Final expiration date
Figueira
March 1969March 1999June 1999March 2019
(1)On October 30, 2023, a request was submitted to the Granting Authority to withdraw the request to extend the concession for this plant. On December 9, 2024, we requested ANEEL the termination of the concession and exemption from the reversal of assets.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Wind Plants
Initial concession date
First expiration date
Asa Branca I
April 2011April 2046
Asa Branca II
May 2011May 2046
Asa Branca III
May 2011May 2046
Eurus IV
April 2011April 2046
Santa Maria
May 2012May 2047
Santa Helena
April 2012April 2047
Ventos de Santo Uriel
April 2012April 2047
Boa Vista
April 2011April 2046
Farol
April 2011April 2046
Olho D’Água
June 2011June 2046
São Bento do Norte
May 2011May 2046
Cutia
January 2012January 2042
Guariju
January 2012January 2042
Jangada
January 2012January 2042
Maria Helena
January 2012January 2042
Potiguar
May 2015May 2050
Esperança do Nordeste
May 2015May 2050
Paraíso dos Ventos do Nordeste
May 2015May 2050
São Bento do Norte I
August 2015August 2050
São Bento do Norte II
August 2015August 2050
São Bento do Norte III
August 2015August 2050
São Miguel I
August 2015August 2050
São Miguel II
August 2015August 2050
São Miguel III
August 2015August 2050
Jandaíra I
April 2020April 2055
Jandaíra II
April 2020April 2055
Jandaíra III
April 2020April 2055
Jandaíra IV
April 2020April 2055
Vila Maranhão I
January 2019January 2054
Vila Maranhão II
January 2019January 2054
Vila Maranhão III
January 2019January 2054
Vila Ceará I
January 2019January 2054
Ventos de Vila Mato Grosso I
December 2019December 2054
Aventura II(1)
June 2018June 2053
Aventura III(1)
June 2018June 2053
Aventura IV(1)
June 2018June 2053
Aventura V(1)
June 2018June 2053
Santa Rosa e Mundo Novo I(2)
June 2018June 2053
Santa Rosa e Mundo Novo II(2)
June 2018June 2053
Santa Rosa e Mundo Novo III(2)
June 2018June 2053
Santa Rosa e Mundo Novo IV(2)
June 2018June 2053
Santa Rosa e Mundo Novo V(2)
June 2018June 2053
(1)Aventura Complex, located in the State of Rio Grande do Norte, which we acquired in January 2023.
(2)Santa Rosa e Mundo Novo Complex, located in the State of Rio Grande do Norte, which we acquired in January 2023.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
The following table sets forth information relating to the terms of our generation hydroelectric plants which, once the respective original concession period expires, will no longer be subject to a concession regime but rather to a registration proceeding with the ANEEL:
Hydroelectric Plants(1)
Initial concession date
First expiration date
Final expiration date
Chopim I
March 1964July 2015
Indefinitely
São Jorge
December 1974July 2026—
Cavernoso
January 1981June 2033—
Melissa
May 2002
Indefinitely
—
Pitangui
May 2002
Indefinitely
—
Salto do Vau
May 2002
Indefinitely
—
Marumbi
March 1956May 2018
Indefinitely
(1)Upon the expiration of concessions or authorizations for hydroelectric energy generation with installed capacity equal to or less than 5,000 KW, the relevant projects are subject to a registration regime in accordance with Brazilian Federal Law No. 9,074/1995, as amended by Brazilian Federal Law No. 13,360/2016. The operation of hydroelectric and thermoelectric plans with installed capacity of up to 5,000 KW are not subject to any concession, permission or authorization and require solely the registration with the granting authority.
In 2025, Copel Geração e Transmissão completed the divestment of its small‑scale generation assets, following the fulfillment of all applicable closing conditions. The divestment comprised the following assets: Guaricana HPP; Pitangui HGF; Salto do Vau HGF; Melissa HGF; Chopim I HGF; Marumbi HGF; São Jorge SHP; Apucaraninha SHP; Chaminé SHP; Cavernoso SHP; Cavernoso II SHP; and the Palmas Wind Farm.
We also have ownership interests in 11 other generation projects. The following table sets forth information relating to the terms of the concessions of the generation facilities in which we had such partial ownership interest as of December 31, 2025.
Generation Facility
Company
Initial concession date
Expiration date
Extension
HPP Dona Francisca
Dona Francisca Energética SA ‒ DFESA
August 1998September 2037
Possible
HPP Santa Clara
Centrais Elétricas do Rio Jordão S.A. - ELEJOR
October 2001May 2040
Possible
HPP Fundão
Centrais Elétricas do Rio Jordão S.A. - ELEJOR
October 2001June 2040
Possible
SHP Santa Clara I
Centrais Elétricas do Rio Jordão S.A. - ELEJOR
December 2002
Indefinitely
—
SHP Fundão I
Centrais Elétricas do Rio Jordão S.A. - ELEJOR
December 2002
Indefinitely
—
HPP Arturo Andreoli
Foz do Chopim Energética
April 2000July 2034
Possible
WPP Carnaúbas
São Miguel do Gostoso I
April 2012April 2047
Possible
WPP Reduto
São Miguel do Gostoso I
April 2012April 2047
Possible
WPP Santo Cristo
São Miguel do Gostoso I
April 2012April 2047
Possible
WPP São João
São Miguel do Gostoso I
March 2012March 2047
Possible
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Transmission Concessions
Pursuant to the 2013 Concession Renewal Law and the terms of our transmission concessions, we have the right to request 30-year extensions of the concessions from ANEEL, provided that such request is delivered within 60 months prior to the expiration of the contract. Our principal transmission concession, from which 66% of our transmission revenues in 2025 derived, has been renewed pursuant to the 2013 Concession Renewal Law, and will therefore now expire in January 2043.
In addition, in 2025, an aggregate of 34% of our transmission revenues derived from 11 other concession contracts for transmission lines and substations that are currently in operation and whose terms and extensions are set forth in the next table. In accordance with the 2013 Concession Renewal Law, each of these contracts can be extended for an additional 30-year period. However, Decree No. 11,314, of December 28, 2022 regulates the bidding and extension of public electricity transmission service concessions at the end of their term, and determines that the concessions will be subject to bidding, using the criterion of the lowest APR. Concessions may be extended if the bidding process is unfeasible or would harm the public interest, provided that the concessionaire applies to ANEEL at least 36 months before the end of the contractual term.
We intend to continue requesting extensions for all of our transmission concessions.
The following table sets forth certain information relating to the terms and extension terms of our main transmission concessions (all of which we hold a direct ownership interest), including the concession contracts for transmission lines and substations both in operation and under construction:
Transmission Facility
Initial concession Date
First expiration Date
Possibility of extension
Expected (or final) expiration date
Main transmission concession
July 2001July 2015
Extended
January 2043
Bateias – Jaguariaíva
August 2001August 2031
Possible
August 2061
Bateias – Pilarzinho
March 2008March 2038
Possible
March 2068
Foz do Iguaçu – Cascavel Oeste
November 2009November 2039
Possible
November 2069
Substation Cerquilho III
October 2010October 2040
Possible
October 2070
Araraquara 2 – Taubaté
October 2010October 2040
Possible
October 2070
Foz do Chopim - Salto Osorio
August 2012August 2042
Possible
August 2072
Assis – Paraguaçu Paulista II
February 2013February 2043
Possible
February 2073
Bateias – Curitiba Norte
January 2014January 2044
Possible
January 2074
Realeza Sul – Foz do Chopim
September 2014September 2044
Possible
September 2074
Assis - Londrina
September 2014September 2044
Possible
September 2074
Curitiba Leste – Blumenau
April 2016April 2046
Possible
April 2076
We have ownership interests in ten other transmission projects, through special purpose companies. The following table sets forth information relating to the terms of the concessions of the transmission facilities in which we had such partial ownership interest as of December 31, 2025:
Transmission Facility
Special Purpose Company (SPC)
Initial concession date
First Expiration date
Possibility of Extension
Expected (or final) expiration date
Cascavel Oeste – Umuarama
Costa Oeste Transmissora de Energia S.A
January 2012
January 2042
Possible
January 2072
Umuarama – Guaira
Caiuá Transmissora de Energia S.A
May 2012
May 2042
Possible
May 2072
Açailândia – Miranda II
Integração Maranhense Transmissora de Energia S.A.
May 2012
May 2042
Possible
May 2072
Curitiba – Curitiba Leste
Marumbi Transmissora de Energia S.A.
May 2012
May 2042
Possible
May 2072
Paranaíta – Ribeirãozinho
Matrinchã Transmissora de Energia S.A.
May 2012
May 2042
Possible
May 2072
Ribeirãozinho – Marimbondo II
Guaraciaba Transmissora de Energia S.A
May 2012
May 2042
Possible
May 2072
Barreiras II – Pirapora II
Paranaíba Transmissora de Energia S.A
May 2013
May 2043
Possible
May 2073
Itatiba – Bateias
Mata de Santa Genebra Transmissora S.A
May 2014
May 2044
Possible
May 2074
Estreito – Fernão Dias
Cantareira Transmissora de Energia S.A.
September 2014
September 2044
Possible
September 2074
Ivaiporã – Londrina
Uirapuru Transmissora de Energia S.A.
March 2005
March 2035
Possible
March 2065
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Distribution Concessions
We originally operated our distribution business pursuant to a concession contract that was signed on June 24, 1999 (retroactive to July 7, 1995) and was set to expire on July 7, 2015. Under the 2013 Concession Renewal Law, we had the right to renew this concession for an additional 30-year period by accepting an amendment to the concession contract. In 2013, after a careful evaluation of the conditions imposed by the Brazilian government for the extension of our distribution concession, we decided to request the renewal of this contract and our renewal request was approved by the MME on November 11, 2015. On December 9, 2015, we executed the fifth amendment to the public Electricity Distribution Service Concession Agreement No. 46/1999 of Copel Distribuição S.A.
This amendment imposes efficiency conditions on Copel Distribuição that are measured through two different metrics: quality of the service and economic-financial sustainability of the company. Failure to comply with either of these metrics (i) for two consecutive years within the first four years of this renewed concession or (ii) in the fifth year of this concession, may, in each case, result in the termination of our distribution concession.
On November 17, 2020, ANEEL detailed the performance and efficiency indicators applicable to the electricity distribution services starting in 2021 with respect to no-interruption in supply and economic-financial management (pursuant to Resolution 948/2021). ANEEL also changed the parameters for the calculation of some variables of the economic-financial management indicator.
The economic-financial management indicator is breached when the cash flow generation, after deduction of the Regulatory Reintegration Quota (cota de reintegração regulatória) is below 111% of SELIC, which is considered insufficient to comply with debt interest, or when the EBITDA is lower than the QRR. Non-compliance for one year obliges the concessionaire to limit the payment of dividends and interest on equity capital and prohibits new legal action and business deals between the concessionaire and its related parties. Non-compliance for two consecutive years allows ANEEL to terminate the concession.
The breach of indicators of no-interruption in supply for one year imposes the obligation to create a plan to improve results. Non-compliance for two consecutive years or three years within a five-year period, may lead to limitation on the distribution of dividends, and for a consecutive period of three years, may result in the termination of the concession. Performance evaluation occurs at the end of each calendar year.
The table below presents the economic and financial and quality indicators established for the last nine years.
Economic and Financial Indicators
Quality Indicators(1)
Quality Performed
Year
Indicator
DECi(2)
FECi(2)
DECi(2)
FECi(2)
2017
EBITDA(3) ≥ 0
12.54 12.54 12.54 12.54 
2018
[EBITDA (-) QRR (4)] ≥ 0
11.23 8.24 10.29 6.20 
2019
{Net Debt(5)/[EBITDA(3) (-) QRR(4)]} ≤ 1/(0.8*SELIC(6))
10.12 7.74 9.10 6.00 
2020
{Net Debt(5)/[EBITDA(3) (-) QRR(4)]} ≤ 1/(1.11*SELIC(6) )
9.83 7.24 7.81 5.55 
2021
{Net Debt(5)/[EBITDA(3) (-) QRR(4) ≥ 0]} ≤ 1/(1.11*SELIC(7) )
9.29 6.84 7.20 4.76 
2022
{Net Debt(5)/[EBITDA(3) (-) QRR(4) ≥ 0]} ≤ 1/(1.11*SELIC(7) )
9.19 6.80 7.98 5.29 
2023
{Net Debt(5)/[EBITDA(3) (-) QRR(4) ≥ 0]} ≤ 1/(1.11*SELIC(7) )
8.69 6.39 7.85 5.20 
2024
{Net Debt(5)/[EBITDA(3) (-) QRR(4) ≥ 0]} ≤ 1/(1.11*SELIC(7) )
8.36 5.94 7.92 5.35 
2025
{Net Debt(5)/[EBITDA(3) (-) QRR(4) ≥ 0]} ≤ 1/(1.11*SELIC(7) )
8.14 5.80 7.17 4.65 
(1)According to ANEEL’s Technical Note No. 0335/2015.
(2)DECi – Duration of outages per customer per year (in hours); and FECi – Frequency of outages per customer per year (number of outages).
(3)Earnings before interest, tax, depreciation and amortization, as calculated according to ANEEL regulations.
(4)Until 2020, this value corresponds to the most recent Periodic Tariff Review (RTP), plus the General Market Price inflation index (IGP-M) between the month preceding the Periodic Tariff Review and the month preceding the twelve-month period of the economic and financial sustainability measurement. As of 2021, it reflects the defined value in the last periodic tariff review and updated by the Regulatory B Parcel, is calculated pro rata.
(5)As calculated according to ANEEL regulations.
(6)SELIC base rate: limited to 12.87% per year.
(7)Limited to 9.009 % per year if it exceeds this percentage, and to 6.006 % if it falls under said percentage.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
COMPETITION
We have concessions to distribute electricity in substantially all of the State of Paraná, and we do not face competition from the five utilities that have been granted concessions or permissions for the remainder of the state. As a result of legislation passed in 2004, however, other suppliers are able to offer electricity to our existing Free Customers at prices lower than those we currently charge. However, when a Captive Customer becomes a Free Customer, it is still required to pay to use our distribution grid. The reduction in net revenue of our distribution business is therefore compensated with a reduction in our costs for energy that we would otherwise acquire to sell to these customers.
Furthermore, under certain circumstances, Free Customers may be entitled to connect directly to the Interconnected Transmission System rather than our distribution grid. Unlike a Free Customer’s choice of another energy supplier, in which case that customer must still use our distribution grid and thus pay us the appropriate tariff, our distribution business ceases to collect tariffs from a customer that connects directly to the Interconnected Transmission System. The migration of customers from the distribution grid to the transmission grid therefore results in the loss of revenues for our distribution business.
Distribution and transmission companies are required to permit the use of their lines and ancillary facilities for the distribution and transmission of electricity by other parties upon payment of a tariff.
Free Customers are limited to, as from January 1, 2022, those with a demand of at least 1.0 MW at any voltage; and, after January 1, 2023, those with a demand of at least 500 kW at any voltage. After January 1, 2024, customers with individual loads of less than 500 kW are also included, provided they are represented by a retail agent before the CCEE.
Since 2023, Free Customers are customers with demand of at least 500 kW that opt to be supplied energy by means of alternative sources, such as wind power projects, small HPPs, biomass projects, solar plants and others.
In 2024, the customers classified as “A group” with a demand below 500 kW can also choose to be supplied by other means of alternative sources (Ordinance 50/2022 MME). As of December 31, 2025, we served 1,537 Free Customers in our energy trading operations, which accounted for approximately 35.8% of our trading operating revenue and approximately 87.2% of the total volume of electricity sold in our trading portfolio.
Additionally, Law No. 15,269/2025, established the gradual opening of the market for Group B consumers (low voltage, < 2.3 kV). Initially, the law stipulates that consumers in the industrial and commercial classes may migrate within 24 months of the law's enactment (November 2027). Subsequently, residential consumers and those belonging to other classes may participate in the ACL within 36 months (November 2028), subject to prior regulation by ANEEL of fundamental aspects for the sustainability of the market.
In the generation business, any producer may be granted a concession to build or manage thermoelectric and small hydroelectric generating facilities in the State of Paraná. Brazilian law provides for competitive bidding for generation concessions for hydroelectric facilities and, since 2017, this requirement applies only to facilities with capacity higher than 50 MW.
In the transmission business, Brazilian law provides for competitive bidding for transmission concessions for facilities with a voltage of 230 kV or greater that will form part of the Interconnected Transmission System.
Brazilian law requires that all of our generation, transmission and distribution concessions be subject to a competitive bidding process upon their expiration. We may face significant competition from third parties in bidding for renewal of such concessions or for any new concessions. The loss of certain concessions could adversely affect our results of operations.
In June 2021, a study was published by the Energy Research Company (Empresa de Pesquisa Energética, the “EPE”) projecting a 30 GW growth on Generation Distribution in the next 10 years. Generation Distribution refers to the generation of electricity close to or within the consumer site, and can involve any power, technology or energy source. In early 2022, the government adopted a new legal framework for distributed generation in Brazil (Federal Law No. 14,300/2022), which established different categories of energy distribution, the creation of the Electric Energy Compensation System (Sistema de Compensação de Energia Elétrica – “SCEE”) and the Social Renewable Energy Program (Programa de Energia Renovável Social – “PERS”).
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
In June 2024, the EPE released a booklet on micro and mini generation as part of the studies for the development of their 2034 Ten-Year Energy Plan, indicating that the country has the potential to reach 58.8 GW of installed capacity in distributed generation by the end of 2034, with the possibility of even exceeding 70 GW in its upper bound scenario. The expansion of Generation Distribution services can adversely affect the demand of electricity and therefore impact the electricity sector and the distribution concessionaires as a whole in the long-term.
In 2025, the Brazilian electricity sector continued to advance in the implementation of the regulatory measures established in recent years, particularly those related to the expansion of the Free Market and the consolidation of the distributed generation framework under Federal Law No. 14,300/2022. Throughout the year, the MME and ANEEL issued supplemental regulation addressing the gradual market opening for Group B consumers and the technical requirements for the migration of low-voltage customers to the ACL, as mandated by Law No. 15,269/2025. Additionally, in 2025 there was accelerated growth in distributed generation projects, driven by the approaching deadlines for transitional tariff benefits under the SCEE, which further increased the competitive pressure on distribution companies and impacted volumes of energy billed through the distribution grid.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
We have been working to improve our environmental, social and governance practices and to integrate sustainability into our business through a comprehensive approach, based on systemic planning and execution, prioritizing risk and impact management and establishing a positive social, economic and environmental legacy in the communities where we operate. We also work to add value to our business by engaging with sustainable companies, which we believe are better prepared to manage economic, social and environmental risks.
As signatories of the Global Compact since 2000, we are committed to sustainability. As a founding member of the Global Compact Brazil Network Committee (Comitê da Rede Brasil do Pacto Global), created in 2003, we support the movement to disseminate the principles of the Global Compact in promoting effective and consistent links between governments, companies and social organizations in the face of social, environmental and economic challenges for sustainable development, as well as raising awareness among other Brazilian companies to engage and adopt corporate citizenship as a standard for managing their businesses.
We focus our business efforts on achieving better results in line with the Brazilian Electricity Sector’s priority Sustainable Development Goals (Objetivos de Desenvolvimento Sustentável the “SDGs”), namely: 7 (Affordable and Clean Energy), 8 (Decent Work and Economic Growth), 9 (Industry, Innovation and Infrastructure), 11 (Sustainable Cities and Communities) and 13 (Climate Action). In addition, reinforcing our social commitment, we have been part of SDG 4 (Quality Education) since 2022.
On December 10, 2025, our Board of Directors approved the 2025–2027 materiality matrix, which was based on an improved methodology that incorporated previous lessons learned and broadened the representativeness of stakeholder consultation. The consultation involved more than 9,000 participants, covering all main stakeholder groups and various regions, reinforcing the maturity of our engagement process. In line with global best practices, we have once again adopted the concept of double materiality, combining external perceptions with internal analyses of the risks and impacts associated with each topic, allowing us to focus on the issues most critical to business resilience and potential financial and socio-environmental impacts. The update of our materiality matrix improved the selection of strategic topics, incorporating management insights, regulatory changes and our business priorities. The material topics now include, among others, (i) People Management; (ii) Health and Safety; (iii) Customer Relations; (iv) Performance and Strategy; and (v) Governance and Regulatory Environment, in addition to consolidating other topics into broader categories to ensure consistency and precision in our analysis.
In 2025, we made significant progress in our ESG practices. We were included in the S&P Global Sustainability Yearbook 2026, ranking among the top 10% companies in the electric utilities sector with the best S&P's Corporate Sustainability Assessment (CSA), with a score of 84/100. We were also ranked on the Carbon Disclosure Project (“CDP”)'s A list, reflecting its effective management of climate change. In addition, we completed 19 consecutive years of presence in B3's Corporate Sustainability Index (ISE) portfolio, showcasing our consistency and maturity in our ESG performance.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Environment
Our activities in the construction and operation of electricity generation, transmission and distribution are subject to federal, state and municipal environmental regulations. We believe that we are in compliance with all material environmental regulations and, since the publication of Conama Resolution 01/1986, we have prepared Environmental Impact Studies to support our environmental licensing requests for projects subject to this broad licensing process by federal, state and municipal regulations.
All our activities follow our Sustainability Policies, which integrate corporate planning and sustainability management to optimize our financial, social and environmental performance. In addition, our activities follow the guidelines for mitigating greenhouse gas emissions and improving our business, assessing risks and opportunities related to climate change. Since 2008, we have published our annual greenhouse gas inventory using the GHG Protocol methodology.
Our operations are aligned with a low-carbon economy. Our shares are part of B3’s Carbon Efficient Index (ICO2) portfolio, demonstrating our commitment to the transparency of our emissions.
We have made progress in Climate Change Management, appearing on the CDP’s A list, one of the most prestigious international assessments of climate change management.
Our Carbon Neutrality Plan aims to neutralize the Scope 1 GHG emissions of the assets over which we have operational control, by reducing and offsetting residual emissions by 2030. All these efforts have enabled Copel to achieve 100% electricity generation from renewable sources, mostly hydroelectric, in 2025.
Our main strategic driver has become expanding our market share and becoming a benchmark in the generation, transmission, distribution and sale of renewable and sustainable energy. To achieve this goal, we have made significant commitments to decarbonize our businesses, further integrate the segments in which we operate to capture synergies and achieve scale in products and services with discipline in capital management.
Social
Our social responsibility is present both in the communities impacted by our business and in our internal actions. Our Sustainability Policy - Chapter 5 “Private Social Investment” guides our donations and contributions - voluntary and non-voluntary - in order to maximize positive impacts.
Our main social programs include Cultivate Energy (Cultivar Energia), which implements community gardens under power transmission lines; the EletriCidadania Corporate Volunteering Program, which encourages our employees to contribute to social causes; the Human Rights Program; and the EducaODS Program, which promotes actions to comply with the 2030 Agenda and the Voluntary Commitments made by Copel.
In 2025, we further strengthened our social activities through structural initiatives. The Iluminando Gerações Program continued its long history of education and safety prevention, reaching approximately 77,996 people in communities within the concession area.
We also support vulnerable communities through initiatives such as Empowering Refugee Women (Empoderando Refugiadas), promoted in partnership with UN Women, UNHCR and the Global Compact, which aims to increase the employability of migrant and refugee women. In 2025, we participated in the third class of the program, working through EletriCidadania and mobilizing volunteers in training and integration activities, in partnership with Cáritas Paraná.
Our work has been recognized for its relevance and impact. The EletriCidadania Program was awarded in 2024 in the “Best Practices in Volunteer Management in Companies” category at the VOL Awards, standing out among the most innovative and effective corporate initiatives. This recognition reflects our commitment to bringing together sustainability, social responsibility and inclusion, consolidating us as a socially responsible company committed to sustainable development. The EletriCidadania Program established itself as a strategic tool for mobilizing volunteers and generating impact, strengthening structural initiatives and expanding partnerships. That same year, we received the Solidarity Seal from the Government of Paraná and were honored at the 10th anniversary of the Paraná Social Investors Network (RIS-PR), recognitions that reinforce our ongoing contribution to private social investment.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Internally, our actions are guided by the People Management Policy and best practices in safety, health and quality of life. In 2021, we revised our Human Rights Policy, which is currently a specific chapter of our Sustainability Policy, whose guidelines reflect our commitment to preventing, mitigating and remedying risks related to the topic, protecting people's rights. The due diligence work on Human Rights, which began in 2022, continued in 2023 with training and the establishment of internal policies. This resulted in the identification of potential risks throughout the value chain, contributing to the improvement of our practices. In 2024, we acquired a new virtual course from a consultancy specializing in the subject, which remains available on the corporate university platform for all our employees and trainees. In addition, we revised our Code of Conduct, which is a clear guide for employees and other stakeholders on how we should act.
In 2025, we also made progress in supply chain governance with the publication of the Supplier Code of Conduct, which establishes standards of integrity, ethics, and sustainability for all our suppliers and partners. The document brings together essential guidelines, such as respect for human rights and combating child and forced labor; occupational health and safety; environmental protection and efficient use of resources; prevention of corruption, bribery, fraud, and anti-competitive practices; as well as data protection and privacy in accordance with the LGPD.
We also aim to promote diversity in leadership (40% increase in current female representation - base year 2022) and to achieve zero fatal accidents involving employees and contractors, reinforcing these processes as management priorities.
Governance
In 2021, we established the Sustainable Development Committee, a permanent statutory body that advises the Board of Directors, aiming to ensure that we remain among the companies with the best ESG governance practices and actions and guiding our sustainability strategy. In the same year, we implemented initiatives under our Carbon Neutrality Plan, which aims to achieve zero Scope 1 greenhouse gas emissions, among others.
In November 2021, we migrated to the Level 2 special listing segment of the B3. This move resulted in several improvements in our corporate governance, consolidating the progress made in recent years. Progress has been made with regard to creating other statutory committees and revising fundamental policies, such as the Integrity Policy and the Integrated Corporate Risk Management Policy.
In order to achieve balanced and consistent growth, we have improved our capital allocation process. Instruments created between 2021 and 2022 have enhanced project development governance and decision- making structure: the Investment and Innovation Committee, a permanent advisory body to the Board of Directors, and the approval of the Investments Policy, which establishes the criteria for selecting, evaluating, approving and monitoring investments.
We have adopted best practices to guide and evaluate our performance, comparing them with global and local benchmarks: B3’s Corporate Sustainability Index - ISE, Ethos Indicators for Sustainable and Responsible Business Models, Corporate Sustainability Assessment - CSA and other ratings and classifications related to ESG (Environmental, Social and Governance).
Through an annual report, Copel Integrated Report (Relato Integrado Copel), we reinforce our commitment to sustainable development and hold ourselves accountable for our performance in relation to economic, social, environmental and governance aspects. This report adheres to international guidelines of the Standards model of the Global Reporting Initiative and the International Integrated Reporting Initiative, and is subject to independent assurance to guarantee the reliability of the disclosed information.
Understanding the relevance of ESG for all stakeholders, in 2022 we launched our Sustainability Portal (copelsustentabilidade.com/en/), which presents all our ESG information in accessible language.
On August 11, 2023, we ceased to be a state-owned company and became a corporation with dispersed capital and no controlling shareholder. In this context, new Bylaws came into force, providing for:
•The Golden Share owned by the State of Paraná
•The exclusion of the rules provided for in the State-Owned Companies Act;
•The barring of shareholders or groups of shareholders from exercising votes corresponding to more than 10% of the total votes in any resolution
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
•The update of the statutory advisory committees to the Board of Directors, including the creation of the People Committee;
•The election of the Board of Directors by the General Meeting.
•The composition of our Fiscal Council of three members, for a one-year term, allowing for re-election.
•The calculation of reimbursement to dissenting shareholders based exclusively on the book value per share, in accordance with the net equity in the latest financial statements approved by the general meeting; and
In 2023, in the context of our transition into a dispersed ownership structure, senior management revised the regulations for the statutory bodies and created the People Committee to advise the Board of Directors. This has enabled the expansion of the spaces for qualified analysis, knowledge, and discussion of strategic issues, in order to support the board's decisions.
On October 30, 2024, the Extraordinary Shareholder Meeting approved a new amendment to our Bylaws, the first since becoming a public company. Following extensive benchmarking, we implemented significant updates to our governance, with emphasis on adjusting:
•The powers of the General Shareholder Meeting, (i) enabling it to decide on any matters submitted to it by the Board of Directors; and (ii) strengthening the shareholder powers provided for in Brazilian Corporations Law;
•The composition and nomenclature of senior management, aligning executive functions with the best national and international practices;
•The percentage of independent members on our Board of Directors, which shall be composed of a majority of independent directors
•The composition of the Board of Directors - between 7 and 9 members –structured to fully meet the demands, such as member participation in statutory and non-statutory committees, in accordance with the required experience for each;
•The creation of a non-permanent Fiscal Council, in line with the majority of public companies. Shareholders holding 2% of common shares can request;
•The installation of the Fiscal Council, in accordance with CVM Resolution 70/2022; and
•The senior management work schedule, to provide for full-time work on an exclusive basis.
On December 22, 2025, we finalized our migration to the Novo Mercado, a special listing segment of B3, reflecting the adoption of the highest level of corporate governance, which implied a new amendment to the Bylaws. Since then, we have only traded common shares. These shares grant all investors the right to vote at general meetings (one share, one vote).
Our wholly-owned subsidiaries, Copel DIS, Copel GeT, Copel Comercialização (Copel Mercado Livre) and Copel Serviços, also have their own Boards of Directors, that focus on guiding and planning each business. Copel DIS and Copel GeT are registered as category B public companies before the CVM. These registrations are part of our strategic planning and do not aim to issue shares. These measures also reinforce transparency and governance practices, while providing opportunities to diversify financing sources and optimize our debt profile.
PLANT, PROPERTY AND EQUIPMENT
Our principal properties consist of the generation facilities described in “Business.” Of the net book value of our total property, plant and equipment as of December 31, 2025 (including construction in progress), water generation and transmission facilities represented 48.0% (considering Elejor’s values), wind farms represented 51.9% and other segments represented 0.1%. We believe that our facilities generally are adequate for our present needs and suitable for their intended purposes.
In addition, the infrastructure used by the transmission and distribution business is classified as accounts receivable related to the concession, contract assets and intangible assets as described in Notes 4.4, 4.5 and 4.8 to our audited consolidated financial statements.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
THE EXPROPRIATION PROCESS
Although we receive concessions from the Brazilian government to construct hydroelectric facilities, we do not receive title to the land on which the facilities are to be located. In order for us to construct, the land must be expropriated. The land required for the implementation of a hydroelectric facility may only be expropriated pursuant to specific legislation, after proving its public interest. We generally negotiate with communities and individual owners occupying the land so as to resettle such communities in other areas and to compensate individual owners. Our policy of resettlement and compensation generally has resulted in the settlement of expropriation disputes, with friendly settlements for most of them. As of December 31, 2025, we estimated our liability related to the settlement of such disputes to be R$ 103.4 million. This amount is in addition to amounts for land expropriation included in each of our hydroelectric facility budgets.
THE BRAZILIAN ELECTRIC POWER INDUSTRY
General
According to the Decennial Energy Plan - PDE 2034 released by the EPE, the projected installed capacity of electricity generation in Brazil will be 331 GW in December 2034.
As of December 2025, approximately 22% of the installed power generating capacity of Brazil is currently owned by Axia. Through its subsidiaries, Axia is also responsible for approximately 37% of the total transmission lines of the National Interconnected System in its basic network. In addition, some Brazilian states control entities involved in the generation, transmission and distribution of electricity. They include Companhia Energética de Minas Gerais – CEMIG and Centrais Elétricas de Santa Catarina - CELESC, among others.
Principal Regulatory Authorities
Ministry of Mines and Energy – MME
The MME is the primary regulatory institution of the power industry and acts as the Brazilian governmental authority empowered with policymaking, regulatory and supervisory powers.
National Energy Policy Council – CNPE
The National Energy Policy Council (Conselho Nacional de Política Energética - “CNPE”), created in August 1997, provides advice to the President of the Republic of Brazil regarding the development and creation of a national energy policy. The CNPE is chaired by the MME and is composed of ten ministers of the Brazilian government and five members designated by the President of CNPE. The CNPE was created in order to optimize the use of energy resources in Brazil and ensure the national supply of electricity.
National Electric Energy Agency – ANEEL
The Brazilian power industry is regulated by ANEEL, an independent federal regulatory agency. ANEEL’s primary responsibility is to regulate and supervise the power industry in accordance with the policies set forth by the MME and to respond to matters which are delegated to it by the Brazilian government and the MME. ANEEL’s current responsibilities include, among others, (i) administering concessions for electric energy generation, transmission and distribution, including the approval of electricity tariffs, (ii) enacting regulations for the electric energy industry, (iii) implementing and regulating the utilization of energy sources, including the use of hydroelectric power, (iv) promoting, monitoring and managing the public bidding process for new concessions, (v) settling administrative disputes among electricity sector entities and electricity purchasers, and (vi) defining the criteria and methodology for the determination of transmission and distribution tariffs.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
National Electric System Operator – ONS
The ONS is a non-profit private entity comprised of electric utilities engaged in the generation, transmission and distribution of electric energy, in addition to other private participants such as importers, exporters and Free Customers. The primary role of the ONS is to coordinate and regulate the generation and transmission operations in the Interconnected Transmission System, subject to the ANEEL’s regulation and supervision. The objectives and principal responsibilities of the ONS include, among others, operational planning for the generation industry, organizing the use of the domestic Interconnected Transmission System and international interconnections, ensuring that industry participants have access to the transmission grid in a non-discriminatory manner, assisting in the expansion of the electric energy system, proposing plans to the MME for extensions of the Interconnected Transmission System, and formulating regulations regarding the operation of the transmission system for ANEEL’s approval.
Electric Energy Trading Chamber – CCEE
The CCEE is a non-profit private entity subject to authorization, inspection and regulation by ANEEL. The CCEE is responsible for, among other things, (i) registering all energy purchase agreements in the regulated market, Contratos de Comercialização de Energia no Ambiente Regulado (“CCEAR”) and in the Free Market, (ii) accounting for and clearing short-term transactions and (iii) managing funds generated by some of the regulatory charges. The CCEE is composed of holders of concessions, permissions and authorizations in the electricity industry and Free Customers, and its board of directors is composed of five members, out of which four are appointed by these agents and one by the MME, who is the chairman of the board of directors.
Energy Sector Monitoring Committee – CMSE
The CMSE (Comitê de Monitoramento do Setor Elétrico) was created by the New Industry Model Law to monitor service conditions and to recommend preventative measures to ensure energy supply adequacy, including demand-side action and contracting of energy reserves.
Energy Research Company – EPE
In August 2004, the Brazilian government created the EPE, a federal public company responsible for conducting strategic studies and research in the energy sector, including the industries of electric power, petroleum, natural gas, coal and renewable energy sources. The studies and research conducted by the EPE subsidize the formulation of energy policy by the MME.
ENBPar - Empresa Brasileira de Participações em Energia Nuclear e Binacional S.A.
ENBPar is a company linked to the MME, with the purpose of maintaining the operation of nuclear power plants under the Union’s control, maintaining the ownership of the capital stock and the acquisition of the electricity services of Itaipu Binacional, managing the marketing contracts for the energy generated by the projects contracted under the Program of Incentive to Alternative Sources of Electric Energy (Proinfa) and the energy generated by Itaipu, being the Marketing Agent of Itaipu’s Energy. It was created as a result of Federal Decree No. 10,791/2021, based on Law 14,182/2021, which provided for the privatization of Axia and authorizes the Union to establish this public company.
Historical Background of Industry Legislation
The Brazilian constitution provides that the development, use and sale of electric energy may be undertaken directly by the Brazilian government or indirectly through the granting of concessions, permissions or authorizations. Historically, the Brazilian electric energy industry has been dominated by generation, transmission and distribution concessionaires controlled by the federal or state governments. Since 1995, the Brazilian government has taken a number of measures to reform the Brazilian electric energy industry. In general, these measures were aimed at increasing the role of private investment and eliminating foreign investment restrictions in order to increase overall competition and productivity in the industry.
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The following is a summary of the principal developments in the regulatory and legal framework of the Brazilian electricity sector in the last year:
•In January 2025, Law 15.097/2025 was enacted, which proposes the legal framework for the exploration and development of energy generation from offshore installation sources, whether wind, solar or tidal. Also in January 2025, law 15.103/25 was passed, establishing the Energy Transition Acceleration Program (Programa de Aceleração da Transição Energética - Paten), with the aim of encouraging sustainable development projects, i.e. companies that have receivables from the Federal Government, such as precatórios and tax credits, will be able to access these credits to finance projects linked to the energy transition.
•In March 2025, ANEEL Order No. 517/2025 was published, through which ANEEL approved the addendum that will allow distribution concessionaires not covered by Law No. 12,783/2013 to extend their electricity distribution concessions for a period of 30 years under the terms of Decree No. 12,068/2024.
•In 2025, the Brazilian electricity sector experienced significant regulatory developments following the enactment of Law No. 15,269/2025, which introduced structural changes to the market, including the staged expansion of eligibility for low‑voltage consumers to participate in the ACL, adjustments to the rules applicable to self‑production, the establishment of guidelines for energy storage, and the reorganization of sectoral charges. These changes materially altered competitive dynamics across the industry.
Potential New Regulatory Framework
The following potential changes to the Brazilian regulatory framework may have a direct impact on our operations, as our business is subject to comprehensive regulation by various Brazilian legal and regulatory bodies, especially the MME (which proposes sector policies) and ANEEL (which regulates, supervises and inspects various aspects of our business, including our tariff rates).
•In May 2018, most of the improvements proposed by the MME with respect to the regulatory framework applicable to the energy sector were included in Bill No. 1,917/2015 of the House of Representatives, known as the bill for the energy bill portability (Projeto de Lei da Portabilidade da Conta de Luz). This bill is still awaiting deliberation by the House of Representatives.
•Also, there are initiatives in order to promote the modernization of the energy sector. Ordinance MME No. 187/2019 established a working group in order to develop proposals for the modernization of the energy sector, which released a report in October 2019 with measures that should be adopted or studied, including topics such as (i) opening of the consumer market; (ii) pricing mechanism for the short-market; (iii) expansion of the Free Market accommodating new technologies and new business models; (iv) Energy Reallocation Mechanism; (v) cost and risk allocation; (vi) introduction of new technologies; and (vii) sustainable distribution services. This working group has been appointed for a 2-year term, which may be extended for 1 additional year.
•In February 2021, Bill No. 414/2021 was introduced, aiming to modernize the Brazilian electricity sector by expanding the free energy market to all consumers, including residential customers. The proposal allows consumers to freely choose their electricity supplier (portability of the electricity bill), seeks to increase the competitiveness and efficiency of the system, and is considered by the industry to be a central agenda for economic improvement. This bill is still awaiting deliberation by the House of Representatives.
•With regards to distributed generation, we highlight the publication of Law no. 14,300/2022, which establishes the legal framework for distributed microgeneration and minigeneration, the Electric Energy Compensation System (SCEE), and the Social Renewable Energy Program (“PERS”).
•The law allowed existing consumer units and those that file an access request within 12 months of its publication, to continue until December 31, 2045, the benefits currently granted through the SCEE. For consumer units requesting access after this deadline, the law established a transition period for the gradual charging of the compensated energy for tariff components not associated with the cost of energy.
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•In benefit of the modernization of the electric sector, the publication of Normative Rule no. 050/2022 stands out, establishing that as of January 1, 2024, customers classified as Group A may opt to purchase electricity from any concessionaire, permissionaire or authorized power supplier of the SIN, taking an important step towards the opening of May 2018, most of the improvements proposed by the MME with respect to the regulatory framework applicable to the energy sector were included in Bill No. 1,917/2015 of the House of Representatives, known as the bill for the energy bill portability (Projeto de Lei da Portabilidade da Conta de Luz). This bill is still subject to analysis in the House of Representatives and, if approved, will depend on further approval by the Senate and the President of Brazil.
•In October 2022, the MME launched Public Consultation 137/2022 with a proposal for the publication of an ordinance providing for the reduction of load limits for the contracting of electricity in the Free Market by customers connected at low voltage, as of January 1, 2028, with these customers to be represented by a retail agent before the CCEE.
•In November 2022, in the face of insufficient capacity of the transmission system to flow the electric energy generated by new plants, the MME made available the drafts of the Ministerial Order referring to the guidelines and systematics of the competitive procedure for contracting the flow margin for generation, regulated by Decree No. 10,893/2021, which will allow the participation of generation projects, from solar, wind, biomass, or qualified cogeneration, which requested the granting of authorization without the presentation of access information, and for other projects that do not have a contract for the use of the transmission and distribution system.
•In September 2023, through Ordinance No. 749/2023, the MME released Public Consultation No. 156/2023. This consultation included a proposal for a normative ordinance that establishes “General guidelines for addressing emergency situations of temporary restriction of electricity supply or situations with potential imminent risk of suspension of electricity supply in the Brazilian Electric System (“SEB”), related to specific actions deliberated by the Electric Sector Monitoring Committee (“CMSE”). Based on the contributions made by agents during the consultation, this proposed normative ordinance is under evaluation by the MME.
•We also highlight the following public consultations by the MME: (i) Public Consultation No. 157/2023, in which the proposal for a CNPE resolution with new institutional governance and guidelines for methodologies and computer programs of the Brazilian electric sector was discussed and (ii) Public Consultation No. 158/2023, in which the proposal for a normative ordinance to establish guidelines for optimizing the use of inflexible electricity generation from thermal power plants in the National Interconnected System in a scenario of energy surpluses was discussed.
•In December 2023, ANEEL published the Public Consultation No. 39/2023 to improve the Regulatory Impact Analysis Report on the regulation for Electric Energy Storage, including Reversible Plants, aiming to develop future proposals for regulatory adjustments necessary for the integration of storage systems in the Brazilian electricity sector. Public Consultation No. 39/2023 is in the final stage of voting, with a focus on preventing the double charging of grid tariffs established in 2025, particularly in relation to energy storage.
•Bill No. 3,249/2024, from the House of Representatives, and Bill No. 2,907/2024 - from the Senate, which aims to create the National Clean Energy Certification System, are in the initial stages of being voted on.
•Bill 671/2024 aims to prohibit electricity distribution concessionaires and permit holders or by their subsidiaries, affiliates or controlling companies from electricity generation by micro-generation or distributed mini-generation and the economic exploitation of these facilities. The matter is currently being analyzed in the House of Representatives. Once approved, it will be sent to the Federal Senate for consideration.
•Bill 6,041/2023 provides for electricity concessionaires to be mandated to create contingency plans to deal with “heat waves” and other extreme weather events. The matter is currently being considered by the House of Representatives and is also due to be considered by the Federal Senate.
•A series of Public Consultations and other similar public participation mechanisms were carried out in 2024.
•MME Public Consultation No. 159/2024 on proposed procedures for requesting that distributed mini- generation projects be included in the Special Incentive Regime for Infrastructure Development – REIDI.
•MME Public Consultation No. 160/2024 for an Ordinance containing the guidelines for holding power auctions, from new and existing generation projects, called the Capacity Reserve Auction in the form of Power - LRCAP 2024 and subsequently Public Consultation No. 176/2024 for the LRCAP Storage of 2025.
•MME Public Consultation No. 165/2024 for an Ordinance on Guidelines for the 2024 “A-4” and “A-6” Auctions for the Purchase of Electricity from New Generation Projects.
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•MME Public Consultation No. 175/2024 containing drafts for an Ordinance and the Regulatory Impact Analysis Report that amends the parameters that must be used in the application of the metrics of the general criterion of guarantee of supply to assess the adequacy of the power supply in the System, established in art. 1 of CNPE Resolution No. 29/2019.
•Public Consultation No. 178/2024 on the CDE Budget for the execution of the Light for All Program in 2025.
•MME Public Consultation No. 179/2024, regarding the improvement of the Ten-Year Energy Plan - PDE 2034 and the guidelines for the PDE 2035.
•ANEEL Public Consultation No. 9/2024, for contributions to the Regulatory Impact Analysis Report on proposed alternatives for calculating the required energy and non-technical losses in electricity distribution systems, considering the effects of Minigeneration and Distributed Microgeneration - MMGD, in addition to contributions regarding changes to current regulations and proposals for standardizing and improving the information provided in the Market Information Monitoring System for Economic Regulation - SAMP.
•ANEEL Public Consultation No. 29/2024, on the regulation of the tariff consequences of the early settlement of Covid and Water Scarcity Accounts, under the terms of Executive Order No. 1. 212/2024 and Interministerial Ordinance MME/MF No. 1/2024, as well as Public Consultation No. 37/2024 on the Requests for Extraordinary Tariff Review - RTE of the concessionaires Neoenergia Coelba, Neoenergia Brasília, Light, Neoenergia Cosern, Neoenergia Pernambuco and Copel, for economic rebalancing, under the terms of Submodule 2. 10 of PRORET, due to the effects of the reduction in the market and the increase in defaults resulting from the Covid-19 pandemic.
•ANEEL Call for Guidance (Tomada de subsidios, an early stage public consultation) No. 11/2024, to define a roadmap on regulatory issues and actions necessary for the modernization of distribution tariffs, No. 13/2024, to improve the study “Evaluation of regulatory models for the implementation of smart metering systems in the Brazilian distribution system.”
•ANEEL Call for Guidance No. 14/2024, to assess possible measures to improve the regulatory framework, monitoring and inspection of issues involving competition aspects in the retail electricity market.
•ANEEL Subsidy Call No. 25/2024 for the improvement of the ANEEL Reference Price Bank, used in the processes of authorization, bidding for concession and tariff review of electricity transmission concessionaires, according to Homologatory Resolution No. 758/2009.
•ANEEL Call for Guidance No. 8/2024 (2nd phase), for amendments to Regulation of Decree No. 11,314, of December 28, 2022, relating to the regulatory treatment for indemnification of transmission assets that have not been depreciated or amortized in cases of concession replacement or termination; and
•ANEEL Call for Guidance No. 27/2024, to disclose information on the implementation of Tariff Sandboxes projects and receive contributions on how ANEEL should communicate the partial and final results of the projects.
•In October 2025, Congress approved the conversion of Provisional Measure No. 1,300/2025 into Law No. 15,235/2025, which introduced a comprehensive reform of the Brazilian electricity regulatory framework. Law No. 15,235/2025 amended several key statutes governing the electricity sector, including Laws Nos. 9,074/1995, 9,427/1996, 10,438/2002, 10,848/2004, and 14,300/2022. Provisional Measure No. 1,300/2025 had been designed to modernize the sector, enhance efficiency, promote competition, and improve social equity in electricity access. The reform is structured around three main pillars: (i) reduction of energy poverty through the restructuring of the Social Electricity Tariff (Tarifa Social de Energia Elétrica – TSEE); (ii) expansion of consumer choice through the gradual liberalization of the electricity market; and (iii) reallocation of sectoral charges to correct cost‑sharing distortions.
•Also in 2025, the Federal Government enacted Law No. 15,269/2025, modernizing the electricity sector’s legal framework by, among other measures, providing for the staged opening of the retail market (including the creation of a Supplier of Last Resort), setting guidelines for the regulation of energy storage, and adjusting rules applicable to self‑production and sectoral charges; the MME subsequently opened Public Consultation No. 210/2025 to regulate compensation for renewable curtailment pursuant to the new law, and approved the Ten‑Year Energy Plan 2034 (PDE 2034) by Ordinance No. 831/2025, establishing official planning parameters for the 2025–2034 horizon.
These potential changes to the regulatory framework applicable to the Brazilian Energy Sector may impact our operations in the coming years.
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Concessions
The companies or consortia that wish to build or operate facilities for generation, transmission or distribution of electricity in Brazil must participate in a competitive bidding process or must apply to the MME or to ANEEL for a concession, permission or authorization, as the case may be. Concessions grant rights to generate, transmit or distribute electricity in a specific concession area for a specified period. This period is 35 years for generation concessions granted after 2003, and 30 years for new transmission or distribution concessions. In accordance with the 2013 Concession Renewal Law, generation and distribution concessionaires may renew their concession contracts that were in effect as of 1995 and transmission concessionaires may renew their concession contracts that were in effect prior to and as of 1995 for an additional period of 30 years, provided that the concessionaires agree to amend the concession contracts to reflect certain new terms and conditions established by the law. The 2013 Concession Renewal Law does not impact generation concessions granted after 2003, as they are non-renewable.
The Concessions Law No. 8,987/1995, establishes, among others, the conditions that the concessionaire must comply with when providing electricity services, customers’ rights and the respective rights and obligations of the concessionaire and the granting authority. In addition to the Concessions Law, the concessionaire must also comply with the general regulations governing the electricity sector. The main provisions of the Concessions Law and related ANEEL regulations are summarized as follows:
Adequate service. The concessionaire must render adequate service to all customers in its concession and must maintain certain standards with respect to regularity, continuity, efficiency, safety and accessibility.
Use of land. The concessionaire may use public land or request that the granting authority expropriate necessary private land for the benefit of the concessionaire. In the latter case, the concessionaire must compensate the affected private landowners.
Strict liability. The concessionaire is strictly liable for all damages arising from the provision of its services.
Changes in controlling interest. The granting authority must approve any direct or indirect change in the concessionaire’s controlling interest.
Intervention by the granting authority. The granting authority may intervene in the concession, through ANEEL, to ensure the adequate performance of services, as well as the full compliance with applicable contractual and regulatory provisions. Once ANEEL determines the intervention, limited to one year, but extendable for additional two years, it must designate a third party to manage the concession. Within 30 days of the determination of the intervention, the granting authority’s representative must commence an administrative proceeding in which the concessionaire is entitled to contest the intervention. The administrative proceeding must be completed within 1 year. The shareholders of the concessionaire under intervention must submit to ANEEL, within 60 days of the determination of the intervention, a recovery and correction plan. If ANEEL approves such plan, the intervention is terminated. In the event ANEEL does not approve the plan, the granting authority may: (i) declare forfeiture of the concession; (ii) determine the spin-off, incorporation, merger or transformation of the concessionaire, incorporation of a subsidiary or assignment of quotas/shares to a third party; (iii) determine the change of control of the concessionaire; (iv) determine a capital increase of the concessionaire; or (v) determine the incorporation of a special purpose company.
Termination of the concession. The termination of the concession agreement may occur by means of expropriation and/or forfeiture. Expropriation is the early termination of a concession for reasons related to the public interest. An expropriation must be specifically approved by law or decree. Forfeiture must be declared by the granting authority after ANEEL or the MME has made a final administrative ruling that the concessionaire, among other things, (i) has failed to render adequate service or comply with an applicable law or regulation, (ii) no longer has the technical, financial or economic capacity to provide adequate service, or (iii) has not complied with penalties assessed by the granting authority. The concessionaire may contest any expropriation or forfeiture in the courts.
A concession agreement may also be terminated (i) through the mutual agreement of the parties, (ii) upon the bankruptcy or dissolution of the concessionaire, or (iii) following a final, non-appealable judicial decision rendered in a proceeding filed by the concessionaire.
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When a concession agreement is terminated, all assets, rights and privileges that are materially related to the rendering of electricity services revert to the Brazilian government. Following termination, the concessionaire is entitled to indemnification for its investments in assets that have not been fully amortized or depreciated, after deduction of any amounts due by the concessionaire related to fines and damages.
Expiration. When the concession expires, all assets, rights and privileges that are materially related to the rendering of the electricity services revert to the Brazilian government. Following the expiration, the concessionaire is entitled to indemnification for its investments in assets that have not been fully amortized or depreciated as of the expiration.
Penalties. ANEEL regulations govern the imposition of sanctions against electricity sector participants and determine the appropriate penalties based on the nature and importance of the breach (including warnings, fines, temporary suspension from the right to participate in bidding procedures for new concessions, licenses or authorizations and forfeiture). For each infraction, the fines can be up to 2% of the revenue (net of value-added tax and services tax) of the concessionaire in the 12-month period preceding any penalty notice. Some infractions that may result in fines relate to the failure to request ANEEL’s approval to, among other things: (i) execute certain contracts between related parties; (ii) sell or assign the assets related to services rendered as well as impose any encumbrance (including any security, bond, guaranty, pledge and mortgage) on these or any other assets related to the concession or the revenues from electricity services; (iii) effect a change in the controlling interest of the holder of the authorization or concession; and (iv) make certain changes to the Bylaws. In the case of contracts executed between related parties that are submitted for ANEEL’s approval, ANEEL may seek to impose restrictions on the terms and conditions of these contracts and, in extreme circumstances, require that the contract be rescinded.
Parallel Environment for the Trading of Electric Energy
Under the New Industry Model Law, the purchase and sale of electricity is carried out in two different segments: (i) the regulated market, which contemplates that distribution companies will purchase by public auction all the electricity they need to supply their customers; and (ii) the Free Market, which provides for the purchase of electricity by non-regulated entities (such as the Free Customers and energy traders).
However, the electricity arising from the following is subject to specific rules different from the rules applicable to the regulated market and to the Free Market: (i) low capacity generation projects located near consumption points (such as certain co-generation plants and small HPPs), (ii) plants qualified under the Proinfa Program, an initiative established by the Brazilian government to create incentives for the development of alternative energy sources, such as wind power projects, small HPPs and biomass projects, (iii) Itaipu, (iv) Angra 1 and 2 as from 2013 and (v) those generation concession contracts extended or subject to a new bidding process in accordance with the 2013 Concession Renewal Law.
The electricity generated by Itaipu will continue to be sold by ENBPar to the distribution concessionaires operating in the South, Southeast and Midwest portions of the Interconnected Transmission System. The rates at which Itaipu- generated electricity is traded are denominated in U.S. dollars and established pursuant to a treaty between Brazil and Paraguay. As a consequence, Itaipu rates rise or fall in accordance with the variation of the real/U.S. dollar exchange rate. Changes in the price of Itaipu-generated electricity are, however, subject to the Parcel A cost recovery mechanism discussed as follows under “–Distribution Tariffs.”
Beginning January 2013, the energy generated by nuclear plants Angra 1 and 2 started to be sold by Eletronuclear to the distribution concessionaires at a rate calculated by ANEEL.
The New Industry Model Law does not affect Bilateral Agreements entered into before 2004.
The Regulated Market
In the regulated market, distribution companies must purchase their expected electricity requirements for their Captive Customers in the regulated market through a public auction process. The auction process is administered by ANEEL, either directly or through the CCEE, under certain guidelines provided by the MME.
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Electricity purchases are generally made through three types of Bilateral Agreements: (i) Energy Agreements (Contratos de Quantidade de Energia), (ii) Availability Agreements (Contratos de Disponibilidade de Energia) and (iii) allocation of energy quotas, as defined by the ANEEL. Under an Energy Agreement, a generator commits to supply a certain amount of electricity and assumes the risk that its electricity supply could be adversely affected by hydrological conditions and low reservoir levels, among other conditions, which could interrupt the supply of electricity. In such case, the generator would be required to purchase electricity elsewhere in order to comply with its supply commitments. Under an Availability Agreement, a generator commits to making a certain amount of capacity available to the regulated market. In such case, the generator’s revenue is guaranteed and the distributors must bear the risk of a supply shortage. With respect to the third method (introduced by the 2013 Concession Renewal Law), the plants that have had their concession renewed under the 2013 Concession Renewal Law lost the right to sell their energy, and from now on will only receive compensation under the energy quota system as a result of the operation and maintenance of such facilities. As a result, energy generated by these generation concessionaires are passed on to distributors at a lower cost through quotas that match the size of the markets served.
With respect to the generation plants with expired concessions, which are subject to a new competitive bidding process, the winner of the competitive bidding process may be required to allocate up to 100% of the energy generated by this plant in quotas to the regulated Market depending on the criteria adopted in the relevant auction process.
The estimate of demand from distributors is the principal factor in determining how much electricity the system as a whole will contract. A distributor is obligated to contract all of its projected electricity needs. A deviation in actual demand from projected demand could result in penalties to distributors. In the event of under-contracting, the distributor is penalized directly in an amount that increases as the difference between the amounts of energy contracted for and actual demand increases. An under-contracting distributor must also pay to meet its demand by purchasing energy in the Spot Market.
In the event of over-contracting, where the contracted volume falls between 100% and 105% of actual demand, the distributor is not penalized and the additional costs are compensated through customers’ tariffs. Where the contracted volume is over 105% of actual demand, the distributor must sell energy in the Spot Market. If the contract price proves lower than the current Spot Market price, the distributor sells its excess energy for a profit. On the other hand, if the contract price is higher than the Spot Market price, the distributor sells its excess energy at a loss. The Federal Law No. 13,360, dated November 17, 2016, also permitted the sale of excess energy by distribution companies in the Free Market. Resolution No. 1,009, dated March 22, 2022, has recently provided additional rules on the methodology to be adopted by distribution companies with respect to the Mechanism of Surplus Sales (Mecanismo de Venda de Excedentes, or “MVE”).
With respect to the granting of new concessions, regulations provide that bids for new hydroelectric generation facilities may include, among other things, the minimum percentage of electricity to be supplied in auctions in the regulated market. Concessions for new generation projects, such as HPP Mauá and HPP Colíder in our case, are non-renewable, meaning that upon expiration, the concessionaire must again complete a competitive bidding process.
The Free Market
The Free Market covers transactions between generation concessionaires, Independent Power Producers – IPPs, self-generators, energy traders, exporters and importers of electric energy and Free Customers. The Free Market also covers bilateral agreements between generators and distributors signed under the old model, until they expire. Upon expiration, such contracts must be executed under the New Industry Model Law guidelines.
A consumer that is eligible to choose its supplier may only do so upon the expiration of its contract with the local distributor and with advance notice or, in the case of a contract with no expiration date, upon 15 days’ notice in advance of the date on which the distributor must provide MME with its estimated electricity demand for the year. In the latter case, the contract will only be terminated in the following year. Once a consumer has chosen the Free Market, it may only return to the regulated system with five years prior notice to its regional distributor, provided that the distributor may reduce such term at its discretion. This extended period of notice seeks to assure that, if necessary, the distributor can buy additional energy in auctions on the regulated market without imposing extra costs on the captive market.
Private generators may sell electricity directly to Free Customers. State-owned generators may sell electricity directly to Free Customers but are obligated to do so only through private auctions carried out by the state-owned generators exclusively to Free Customers or by the Free Customers.
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As mentioned above, recently, Federal Law No. 13,360, dated November 17, 2016, also permitted the sale of excess energy by distribution companies in the Free Market, but the effectiveness of the rule is still subject to further regulation by ANEEL.
Focusing on the future of the electricity sector, the Ministry of Mines and Energy launched Public Consultation No. 33/2017 with the purpose of obtaining the view of different participants around improvements in the business model of the sector. Issues such as the expansion of the Free Market and removal of barriers to the entry of its participants, hourly energy price, adequate allocation of risks, security of supply and socio-environmental sustainability were discussed. Further regulation is expected for the years to come with bills being discussed in the Brazilian Congress in order to implement reforms in the power sector. For more information see “–Potential New Regulatory Framework.”
Regulation under the New Industry Model Law and further rules enacted
A July 2004 decree governs the purchase and sale of electricity in the regulated market and the Free Market, as well as the granting of authorizations and concessions for electricity generation projects. This decree includes, among other items, regulations relating to auction procedures, the form of power purchase agreements and the mechanism for passing costs through to final customers.
These regulations establish the guidelines under which electricity-purchasing agents must contract their electricity demand. Electricity-selling agents must show that the energy to be sold comes from existing or planned power generation facilities. Agents that do not comply with such requirements are subject to penalties imposed by ANEEL.
These regulations also require electricity distribution companies to contract for 100% of their energy needs primarily through public auctions. In addition to these auctions, distribution companies can purchase limited amounts (up to 10% of their demand) from: (i) generation companies that are connected directly to the distribution company (except for HPPs with capacity higher than 30 MW and certain thermoelectric power plants) (ii) electricity generation projects participating in the initial phase of the Proinfa Program, (iii) the Itaipu Power Plant and (iv) quotas from those generation concession contracts extended or subject to a new competitive bidding process in accordance with the 2013 Concession Renewal Law.
The MME establishes the total amount of energy that will be contracted in the regulated market, the number and the type of generation projects that will be auctioned each year.
All electricity generation, distribution and trading companies, independent producers and Free Customers are required to notify MME, by August 1st of each year of their estimated electricity demand or estimated electricity generation, as the case may be, for each of the subsequent five years. In advance of each electricity auction, each distribution company is also required to inform MME of the amount of electricity that it intends to contract in the auction. In addition, distribution companies are required to specify the portion of the contracted amount they intend to use to supply potentially Free Customers.
Auctions in the Regulated Market
Electricity auctions for new generation projects are held from the third to the seventh year before the initial delivery date of electricity. Electricity auctions for existing generation projects are held (i) from the first to the fifth year before the initial delivery date, and (ii) up to four months before the initial delivery date (“Adjustment Auctions”).
New and existing power generators may participate in the Reserve Energy Auctions as long as these generators increase the power system capacity or if they did not achieve commercial operation by January 2008. Invitations to bid in the auctions are prepared by ANEEL in accordance with guidelines established by the MME, including the requirement that the lowest bid wins the auction. Each generation company that participates in the auction executes a contract for the purchase and sale of electricity with each distribution company, in proportion to the distribution companies’ respective estimated demand for electricity, except for the market adjustment and Reserve Energy Auctions.
The contracts for new generation projects have a term between 15 and 35 years, and the contracts for existing generation projects have a term between 1 and 15 years. Contracts arising from market Adjustment Auctions are limited to a two-year term. The reserve energy contracts are limited to a 35-year term.
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The quantity of energy contracted from existing generation facilities may be reduced for three reasons: (i) to compensate for Captive Customers that become Free Customers; (ii) to compensate for market deviations from the estimated market projections (up to 4% per year of the annual contracted amount, beginning two years after the initial electricity demand is estimated); and (iii) to adjust the quantity of contracted energy in bilateral agreements entered into prior to the enactment of the New Industry Model Law.
With regard to (i) above, the reduction in net revenue caused when a Captive Customer becomes a Free Customer is partially compensated by the increased amounts that Free Customers are required to pay to use our distribution system. However, a Free Customer may disconnect from our distribution grid (and therefore cease to pay us a distribution tariff) if it chooses to connect directly to the Interconnected Transmission System or if it generates energy for self-consumption and transports this energy without using our distribution grid. Because a Free Customer that connects directly to the Interconnected Transmission System no longer pays us a distribution tariff, we might not be able to fully recover this loss in revenues.
Since 2004, CCEE has conducted 35 auctions for new generation projects, 32 auctions for energy from existing power generation facilities, ten auctions for reserve energy in order to increase energy supply security, three auctions from alternative energy sources, 17 auctions for market adjustments, one simplified competitive procedure and two capacity reserve auctions. No later than August 1st of each year, the generators and distributors provide their estimated electricity generation or estimated electricity demand for the five subsequent years. Based on this information, MME establishes the total amount of electricity to be traded in the auction and determines which generation companies will participate in the auction. The auction is carried out electronically in two phases.
After the completion of the auction (except in the case of Reserve Energy Auction), generators and distributors execute the CCEAR, in which the parties establish the price and amount of the energy contracted in the auction. The price is adjusted annually based on price variations published by the IPCA. The distributors grant financial guarantees to the generators (mainly receivables from the distribution service) to secure their payment obligations under the CCEAR.
Also, after completion of the Reserve Energy Auction, the generation concessionaire and the CCEE execute the Contrato de Energia de Reserva, in which the parties establish the price and amount of the energy contracted for in the auction. The distributors, Free Customers and self-producing customers then execute the Contrato de Uso da Energia de Reserva (“CONUER”) with CCEE, in order to provide for the terms of the use of the reserve energy. The reserve energy customers grant financial guarantees to CCEE to secure their payment obligations under CONUER.
The 2013 Concession Renewal Law established that generation concessions entered into prior to 2003 that were not renewed would be subject to a new competitive bidding process and that the energy generated by these facilities will be allocated by the Brazilian government in quotas to the regulated market, for purchase by distribution concessionaires. On November 25, 2015, ANEEL carried out a competitive bidding process for the grant of new 30-year concessions of 29 hydroelectric plants in accordance with the 2013 Concession Renewal Law. Until December 31, 2016, 100% of the electricity generated by such 29 hydroelectric plants must be destined to the regulated market and, as of January 1, 2017, the percentage was reduced to 70%. On September 27, 2017, the ANEEL carried another competitive bidding process for the grant of new 30-year concessions of 4 hydroelectric plants in accordance with the 2013 Concession Renewal Law. In this auction, the percentage destined to the regulated market was 70% since the beginning of the concession.
The Annual Reference Value
Brazilian regulation establishes a mechanism (“Annual Reference Value”) that limits the costs that can be passed through to final customers.
The regulation establishes certain limitations on the ability of distribution companies to pass-through costs to customers, such as no pass-through of costs for electricity purchases that exceed 105% of actual demand.
The MME establishes the maximum acquisition price for electricity generated by existing projects. If distributors do not comply with the obligation to fully contract their demand, the pass-through of costs from energy acquired in the short-term market is the lower of the Spot Market price and the Annual Reference Value.
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Electric Energy Trading Convention
The Electric Energy Trading Convention (Convenção de Comercialização de Energia Elétrica) regulates the organization and functioning of the CCEE and defines, among other things, (i) the rights and obligations of CCEE participants, (ii) the penalties to be imposed on defaulting agents, (iii) the means of dispute resolution, (iv) trading rules in the regulated and Free Markets, and (v) the accounting and clearing process for short-term transactions.
Restricted Activities of Distributors
Distributors in the Interconnected Transmission System are not permitted to (i) engage in activities related to the generation or transmission of electric energy, (ii) hold, directly or indirectly, any interest in any other company, corporation or strategic agreement, or (iii) engage in activities that are unrelated to their respective concessions, except for those permitted by law or the relevant concession agreement. According to Law No. 13,360/2016, distributors are allowed to sell energy to Free Customers. This possibility is regulated by ANEEL through Normative Resolution No. 1,009/2022, with the application of the MVE.
Elimination of Self-Dealing
Since the purchase of electricity for Captive Customers is now performed through auctions in the regulated market, “self-dealing” (under which distributors were permitted to meet up to 30% of their energy needs using energy that was either self-produced or acquired from affiliated companies) is no longer permitted.
Challenges to the Constitutionality of the New Industry Model Law
The New Industry Model Law is currently being challenged on constitutional grounds before the Brazilian Supreme Court. The Brazilian government moved to dismiss the actions, arguing that the constitutional challenges were moot because they related to a provisional measure that had already been converted into law. To date, the Supreme Court has not reached a final decision and we do not know when such a decision may be reached. While the Supreme Court is reviewing the law, its provisions have remained in effect. Regardless of the Supreme Court’s final decision, certain portions of the New Industry Model Law relating to restrictions on distributors performing activities unrelated to the distribution of electricity, including sales of energy by distributors to Free Customers and the elimination of self-dealing, are expected to remain in full force and effect.
Tariffs for the Use of the Distribution and Transmission Systems
ANEEL regulates access to the distribution and transmission systems and establishes tariffs for the use of these systems. The tariffs are (i) distribution system usage charges, which are charges for the use of the proprietary local grid of distribution companies (“TUSD”) and (ii) for the use of the transmission system, which is the Interconnected Transmission System and its ancillary facilities (“TUST”).
TUSD
Users of a distribution grid pay the distribution concessionaire a tariff known as the TUSD (Tarifa de Uso dos Sistemas Elétricos de Distribuição). The TUSD is divided into two parts: one related to the contracted power in R$/kW and another related to the regulatory charges in R$/kWh. The amount paid by the users of a distribution grid is calculated by multiplying the maximum contracted power for each of the customer’s points of connection to the concessionaire’s distribution grid, by the tariff in R$/kW, plus the product of the power consumption by the tariff in R$/kWh, per month.
In relation to the Captive Customers, the TUSD is part of the supply tariff that is calculated based on the voltage used by each customer.
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TUST
The TUST (Tarifa de Uso do Sistema de Transmissão) is paid by distribution companies, generators and Free Customers to transmission companies for the use of the Interconnected Transmission System (electrical transmission system with a voltage equal or higher than 230 kV). This tariff is revised annually according to (i) the location of the user of the Interconnected Transmission System and (ii) the annual revenues that a transmission company is permitted to collect for the use of its assets in the Interconnected Transmission System. The ONS, an entity that represents all transmission companies that own assets in the Interconnected Transmission System, coordinates the payment of transmission tariffs to these transmission companies. Users of the Interconnected Transmission System sign contracts with the ONS, which allows them to use the transmission grid in return for paying TUST.
Distribution Tariffs
Distribution tariff rates to final customers are subject to review by ANEEL, which has the authority to adjust and review these tariffs in response to changes in energy purchase costs and market conditions. When adjusting distribution tariffs, ANEEL divides the costs of distribution companies into (i) costs that are beyond the control of the distributor (“Parcel A costs”), and (ii) costs that are under control of distributors (“Parcel B costs”). ANEEL’s tariff adjustment formula treats these two categories differently.
Parcel A costs include, among others, the following:
•costs of electricity purchased by the concessionaire to attend Captive Customers, in accordance with the regulatory model in force;
•charges for the connection to and use of the transmission and distribution grids; and
•energy sector regulatory charges.
Parcel B costs include, among others, the following:
•a component designed to pay the distributor for the investments made by the distributor on the concession assets;
•depreciation costs; and
•a component designed to compensate the distributor for its operating and maintenance costs.
Each distribution company’s concession agreement provides annual adjustments. In general, Parcel A costs are fully passed through to customers. Parcel B costs, however, are adjusted for inflation in accordance with the IPCA Index, minus the X factor.
Electricity distribution concessionaires are also entitled to periodic tariff revisions (revisão periódica) every four or five years. In these processes, Parcel B is recalculated, taking into account incentives for efficiency, quality improvement and reasonable tariff. These revisions are aimed at (i) assuring necessary revenues to cover efficient Parcel B operational costs and adequate compensation for investments deemed essential for services provided within the scope of each such company’s concession and (ii) determining the “X factor.” The fifth amendment to our concession agreement, which establishes the renewal of our concession agreement, determines the Periodic Tariff Review every five years.
The X factor for each distribution company is calculated based on the following components:
•P, based on the concessionaire's productivity, which is calculated through the distribution segment productivity (PTF), determined by the ratio between the variation in the tariff market and operating and capital costs, plus the average growth of the concessionaire’s own tariff market;
•T, based on the trajectory of the concessionaire’s operating costs, measured as the difference between the cost benchmarks established by ANEEL and the concessionaire’s actual operating costs; and
•Q, based on quality target indicators that measure the interruption of energy supply to final customers, and other quality indicators.
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In addition, a distribution concessionaire may request an Extraordinary Tariff Review of its tariffs in case of evident economic-financial imbalance, according to the admissibility criteria established through the Tariff Regulation Procedures (PRORET), sub-module 2.9. Extraordinary tariff adjustments were granted (i) in June 1999 to compensate for increased costs of electricity purchased from Itaipu as a result of the devaluation of the real against the dollar; (ii) in 2000 to compensate for the increase in Social Security Financing Contribution (Contribuição para o Financiamento da Seguridade Social – “COFINS”) from 2% to 3%; (iii) in December 2001 to compensate for losses caused by the Rationing Program; (iv) in January 2013, due to the enactment of the 2013 Concession Renewal Law; (v) in March 2015, to compensate the costs related to the quotas of the CDE and increased costs with the purchase of energy, and (vi) in March 2017, to compensate the amount unduly included in the tariffs for captive customers in 2016, referring to the Angra III plant.
Since October 2004, on the date of a subsequent tariff adjustment or tariff revision, whichever occurs earlier, distribution companies have been required to execute separate contracts for the connection and use of the distribution grid and for the sale of electricity to their potentially Free Customers.
Tariff Flags (Bandeiras Tarifárias)
Effective as of January 1, 2015, a new system has been introduced by the ANEEL to permit distribution concessionaires to pass on to their Final Customer certain variable cost increases attributable to changes in hydrological conditions in Brazil, prior to the formal periodic tariff revisions made by ANEEL.
In accordance with this model, a green, yellow or red flag, as determined by ANEEL, is included in electricity bills sent to final customers, reflecting nationwide hydrological conditions (except for the State of Roraima). If a green flag is added to final customers’ bills due to satisfactory hydrological conditions, no additional charges are added. On the other hand, if these bills contain yellow or red flags, this indicates that distribution concessionaires are facing higher variable costs from the acquisition of electricity and will pass these costs on to final customers.
Incentives
In 2000, a federal decree created the Thermoelectric Priority Program, (Programa Prioritário de Termoeletricidade, or “PPT”), for the purposes of diversifying the Brazilian energy matrix and decreasing Brazil’s strong dependence on hydroelectric plants. The incentives granted to the Thermoelectric Plants included in the PPT were: (i) guarantee of gas supply for 20 years, as per a MME regulation, (ii) assurance that the costs related to the acquisition of the electric energy produced by Thermoelectric Plants will be passed on to customers through tariffs up to the normative value established by ANEEL, and (iii) guarantee of access to a special BNDES financing program for the electric energy industry.
In 2002, the Brazilian government established the Proinfa Program to encourage the generation of alternative energy sources. Under the Proinfa Program, Axia would purchase the energy generated by alternative sources for a period of 20 years. In its initial phase, the Proinfa Program was limited to a total contracted capacity of 3,300 MW. In its second phase, which should start after the 3,300 MW cap has been reached, the Proinfa Program intends to purchase up to 10% of Brazil’s annual electric energy consumption from alternative sources. The first phase of the Proinfa program commenced in 2004 and it so far has supported the construction of 131 alternative energy plants which is expected to reach the production of 11.2 million MWh.
Energy Sector Regulatory Charges
EER
The Encargo de Energia de Reserva (“EER”) is a regulatory charge designed to raise funds for energy reserves that have been contracted through CCEE and which are deposited in the Reserve Energy Account (Conta de Energia de Reserva – CONER). These energy reserves, which are mandatory, were created in order to attempt to ensure a sufficient supply of energy in the Interconnected Transmission System. The EER shall be collected from final customers of the Interconnected Transmission System. Beginning in 2010, this charge has been collected on a monthly basis.
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RGR Fund
In certain circumstances, electric energy companies are compensated for certain assets used in connection with a concession if the concession is revoked or is not renewed. In 1971, the Brazilian Congress created a reserve fund designed to provide these compensatory payments (“RGR Fund”). In February 1999, ANEEL established a fee requiring public-industry electric companies to make monthly contributions to the RGR Fund at an annual rate equal to 2.5% of the company’s fixed assets in service, not to exceed 3% of total operating revenues in any year. Since the enactment of the 2013 Concession Renewal Law, the RGR Fund has been used to fund the compensation arising from the termination of non-renewed concessions. The 2013 Concession Renewal Law also allowed the funds from the RGR Fund to be transferred to the CDE.
According to 2013 Concession Renewal Law, as from January 1, 2013, the concession contracts from concessionaires of (i) distribution; (ii) transmission which competitive bidding process occurred after September 12, 2012; and (iii) transmission and generation which had their concession contract renewed or had their underlying facilities subject to a new competitive bidding process are no longer obliged to pay the annual RGR fee.
UBP
Some hydroelectric generation enterprises (except small HPPs) are required to make contributions for using a public asset (Uso do Bem Público - “UBP”) in accordance with the rules established in the concession contracts. See Note 23 to our audited consolidated financial statements.
ESS
The costs related to maintaining system reliability and stability when Thermoelectric Plants generate energy to meet demand in the SIN are called System Service Charges, or Encargos de Serviços de Sistema (“ESS”). These amounts are paid by each entity that purchases energy in the Spot Market (CCEE), proportional to each such entity’s consumption.
ESS is expressed in R$/MWh and paid only to Thermoelectric Plants that generate energy in response to requests by the ONS.
CDE
In 2002, the Brazilian government instituted the Electric Energy Development Account, Conta de Desenvolvimento Energético (“CDE”). The CDE is funded by (i) annual payments made by concessionaires for the use of public assets, (ii) penalties imposed by ANEEL, (iii) the annual fees paid by agents offering electric energy to final customers, by means of an additional charge added to the tariffs for the use of the transmission and distribution grids and (iv) transfer of resources from the Federal General Budget. The CDE was originally created, amongst others, to promote the availability of electric energy services to all of Brazil and the competitiveness of the energy produced by alternative sources.
Currently, CDE aims to fund several public policies in the Brazilian electricity sector, such as: universalization of the electricity service throughout the national territory; granting of tariff discounts to various users of the service (low income; rural; Irrigating; public water, sewage and sanitation services; incentive energy generation and consumption, etc.); low tariff on isolated electricity systems (Fuel Consumption Account - CCC); competitiveness of electricity generation from the national coal source; among others. The CDE is managed by CCEE since May 2017, pursuant to Federal Law No. 13,360/2016. This charge had been substantially reduced by the 2013 Concession Renewal Law (approximately 75% compared to its December 31, 2011 amount) in an attempt to reduce the cost of electricity paid by final customers. The 2013 Concession Renewal Law also allowed the funds from the RGR Fund to be transferred to the CDE, provided that the Federal Treasury would also contribute with the CDE and permit the funds deposited in the CDE to be used in support of the electricity generation program in non-integrated electric grids (sistemas elétricos isolados) as well as to partially offset the increased costs borne by distribution concessionaires for the purchase of energy in the Spot Market as a result of the non-renewal of generation concessions due to the 2013 Concession Renewal Law.
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On March 7, 2014, the Brazilian government also permitted the transfer to distribution concessionaires of funds deposited in the CDE to cover their respective costs arising from involuntary exposure to the Spot Market in January 2014 as a result of poor hydrological conditions in 2013 and 2014, which mandated the acquisition of thermoelectric energy at higher prices in the Spot Market, costs which distribution concessionaires were not able to pass on to final customers through regular Retail Tariffs prior to annual adjustments or formal tariffs periodic revisions made by ANEEL.
Distribution concessionaires will be able to pass the CDE charge on to their Final Customers to the extent necessary to repay their respective financing obligations contracted by the CCEE through the ACR Account. See “—Regulated Market Account–ACR Account.”
On February 27, 2015, ANEEL approved a significant increase of the CDE fee charged to cover all of these additional costs supported by the CDE. ABRACE, an association of Free Customers, filed lawsuits to contest the increase of the CDE fee. Since July 2015, the Free Customers associated with ABRACE benefit from an injunction suspending the increase of the CDE fee. Associations of distributors of energy (Abradee, with whom Copel Distribuição is associated) also obtained injunctions suspending their obligation to withhold such CDE fees while ABRACE´s and other consumers’ injunction remains in force.
Federal Law No. 13,360/2016 established that the Brazilian government must prepare a plan for a structural reduction of the CDE charge until December 31, 2017, and it also provided that the revenues, expenses and beneficiaries of the CDE must be published monthly by CCEE, among other changes. As a result, Decree nº 9,642/2018 was published, which determined the gradual reduction, in 5 years, of discounts granted to consumer units classified as Rural and Public Service of Water, Sewage and Sanitation, in Groups A (high voltage) and B (low voltage).
Regulated Market Account – ACR Account.
On April 2014, the Brazilian government created the Regulated Market Account, Conta no Ambiente de Contratação Regulada – Conta-ACR (“ACR Account”), to assist distribution concessionaires to cover their respective costs for the acquisition of thermoelectric energy for the period from February 2014 to December 2014, incurred as a result of poor hydrological conditions. Distributors incurred higher costs as a result of adverse hydrological conditions because they were required to buy thermoelectric energy at higher prices in the Spot Market, and were unable to pass all these costs on to final customers prior to a formal tariff periodic revision made by ANEEL. To fund the ACR Account, the Brazilian government authorized the CCEE to enter into credit agreements with certain Brazilian financial institutions. An aggregate of R$ 21.7 billion, composed of nine tranches, was deposited in the ACR Account. Distribution concessionaires have been repaying this loan since 2015 by charging its final customers with additional CDE amounts on a monthly basis. At first, the amount deposited in the ACR Account should be repaid by 2020. However, in March 2019, ANEEL authorized CCEE to negotiate with the creditor financial institutions and seek early termination of the corresponding loans, which occurred in September 2019.
Water Scarcity Account
Created through Decree No. 10,939, of January 13, 2022 and regulated by ANEEL Normative Resolution No. 1, 008/2022, the Water Scarcity Account is intended to receive funds to cover, in whole or in part, the additional costs arising from water shortage for the concessionaires and authorized entities of public service of electricity distribution. The Water Scarcity Account allowed the postponement and payment in installments of the tariff impacts arising from the period of hydrological crisis, not immediately impacting the energy bills in the year 2021, through financial operations using the tariff charge of the Energy Development Account (“CDE”). The Electricity Trading Chamber is responsible for contracting the financial operations aimed at raising funds and managing the Water Scarcity Account, ensuring the full transfer of the costs related to these operations to the CDE, as regulated by ANEEL.
Itaipu Transmission Fee
The Itaipu Hydroelectric Plant has an exclusive transmission grid and is not part of the Interconnected Transmission System. Companies that are entitled to receive electricity from Itaipu pay a transmission fee in an amount equal to their proportional share of the Itaipu generated electricity.
Use of Water Resources Tax
Holders of concessions and authorizations that allow for the exploitation of water resources must pay a total tax of 7.00% of the value of the energy they generate, which for the purposes of this calculation is based on a rate set by ANEEL. Beginning on January 1, 2021, ANEEL set this rate at R$ 76.00/MWh. The proceeds of this tax are shared among the states and municipalities where the plant or the plant’s reservoir is located, as well as with certain federal agencies.
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ANEEL Inspection Fee (TFSEE)
The ANEEL Inspection Fee is an annual fee due by the holders of concessions, permissions or authorizations equal to an ANEEL-determined percentage of their revenues. The ANEEL Inspection Fee requires these holders to pay up to 0.4% of their annual revenue to ANEEL in 12 monthly installments.
Default on the Payment of Regulatory Charges
The failure to pay required contributions to the RGR Fund, Proinfa Program or CDE or to make certain payments, such as those due from the purchase of electric energy in the regulated market or from Itaipu, will prevent the defaulting party from receiving adjustments or reviews of their tariffs (except for an extraordinary review) and will also prevent the defaulting party from receiving funds from the RGR Fund or CDE. We comply with payment obligations related to Regulatory Charges.
Energy Reallocation Mechanism
The Energy Reallocation Mechanism (Mecanismo de Realocação de Energia, or “MRE”) attempts to mitigate the risks borne by hydroelectric generators due to variations in river flows (hydrological risk).
Under Brazilian law, each hydroelectric plant is assigned a determined amount of “Assured Energy,” according to an energy supply risk criterion defined by MME, based on historical river flow records. The Assured Energy also represents the maximum energy that can be sold by the generator, which is set forth in each concession agreement, irrespective of the volume of electricity actually generated by the facility.
The MRE tries to guarantee that all participating plants receive the revenue corresponding to their Assured Energy, irrespective of the volume of electricity generated by them. In other words, the MRE effectively reallocates the electricity, transferring the surplus from those who have produced in excess of their Assured Energy to those that have produced less than their Assured Energy. The relocation, which occurs in the Interconnected Transmission System, is determined by the ONS, considering the nationwide electricity demand and hydrological conditions, regardless of the power purchase agreement of each individual generator. The volume of electricity actually generated by the plant, whether more or less than their assigned Assured Energy quotient, is priced pursuant to a tariff known as the “Energy Optimization Tariff,” designed to cover only the variable operation and maintenance costs of the plant, so that generators are largely unaffected by the actual dispatch of their plants.
Each hydroelectric plant which has its concession contract renewed in accordance with the 2013 Concession Renewal Law will no longer participate in the MRE, and the hydrological risk from those plants will be borne by the distribution concessionaires under the National Interconnected Power Grid. For the generation plants with expired concessions, which were subject to a new competitive bidding process under the 2013 Concession Renewal Law, 30% of the generated energy available for the generation concessionaire to sell in the market is also subject to the MRE hydrological risk allocation mechanism. This risk does not impact our distribution business, since we are allowed to increase the tariffs of our distribution customers to compensate any costs arising from this hydrological risk.
Research and Development
A company holding concessions and authorizations for generation and transmission of electricity must invest a minimum of 1% of its annual net operational revenues in research and development. A company that generates electricity exclusively from small HPPs, cogeneration or alternative energy projects is not subject to this requirement.
The amount to be invested in research and development must be distributed as follows:
•40% to our research and development projects, under the supervision of ANEEL;
•40% to the Ministry of Sciences and Technology, to be invested in national research and development projects; and
•20% to the MME, to defray EPE.
Companies holding concessions and permissions for the distribution of electricity are required to invest a minimum of 0.50% of their annual net operational revenues in research and development and 0.50% in energy efficiency programs. Starting January 1, 2023, these percentages were set to change to 0.75% and 0.25%, respectively. However, on July 19, 2023, Law 14,514 extended the 0.50% percentage for energy efficiency programs and research and development until December 31, 2025.
In March 2021, Law 14,120/2021 and ANEEL Resolution 929/2021 changed the allocation of research and development resources.
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The amount not yet committed to the research and development program until September 2020 will be transferred to CDE as a way to promote tariff moderateness. In the same way, until December 2025, a minimum of 70% of the percentages defined by law must continue to be invested in research and development programs while the difference will be transferred to CDE.
These measures do not impact the amounts to be invested by the concessionaires, but rather their destination.
ENVIRONMENTAL REGULATIONS
The Federal Constitution includes environmental matters among those subject to concurrent legislative jurisdiction. This means that the federal government establishes general rules that may be complemented by regulations approved by states and municipalities, whose responsibilities are defined in Complementary Law 140/2011. The system aims to integrate environmental policies under national guidelines, while granting states and municipalities authority to regulate and act locally.
In 1981, the National Environmental Policy (Federal Law No. 6,938/1981) was enacted in Brazil, with the objective of preserving, improving and restoring the environmental quality, establishing various principles and instruments to be observed by different stakeholders. This resulted in an extensive regulatory framework aimed at the responsible use, conservation and effective protection of natural resources.
In 1988, Article 225 of the Federal Constitution addressed environmental protection by recognizing the right of all citizens to an ecologically balanced environment and establishing the duty of both the government and society to defend and preserve the environment for the present and future generations. In 1998, the Environmental Crimes Law (Federal Law No. 9,605/1998) was enacted, establishing criminal and administrative sanctions for conduct and activities considered harmful to the environment.
The entities that compose the National Environmental System (SISNAMA) and the resolutions issued by the National Environmental Council (“CONAMA”), which regulate numerous environmental matters, particularly those related to the environmental licensing process for projects, are also relevant to Brazil's environmental protection framework . Among the main provisions are CONAMA Resolutions No. 001/1986, 009/1997 and No. 237/1997, which address environmental impacts assessments, public hearings and environmental licensing procedures for implementation and operation of projects.
Additional federal laws established the National Water Resources Administration System and the National Water Resources Council to address the main environmental issues associated with the hydroelectric sector and water use. In 2000, the Federal Government created the ANA, to regulate and supervise the use of water resources. In 2008, Federal Decree 6,514/2008 was issued to further establish administrative liability for environmental infractions.
The Brazilian Forest Code (Federal Law No. 12,651/2012) and related regulations establish rules for the protection of native vegetation and permanent preservation areas, which may be affected by the development and operation of infrastructure projects such as hydroelectric reservoirs, wind power plants, transmission and distribution systems. Biodiversity conservation is also addressed through the National Biodiversity Policy (Decree No. 4,339/2002), and through Brazil’s commitments under the Convention on Biological Diversity (Decree No. 2.519/1998). Federal Law No. 9,985/2000 conceptualizes and classifies the different categories of conservation units, establishing the National System of Nature Conservation Units aimed at preserving ecosystem, flora and fauna.
Brazilian environmental legislation also establishes environmental compensation mechanisms applicable to projects that may cause significant environmental impacts. Under the National System of Nature Conservation Units (SNUC), enterprises subject to environmental licensing and considered to cause significant environmental impact may be required to allocate financial resources to support the implementation and maintenance of conservation units. This environmental compensation is determined during the licensing process by the competent environmental authorities and may represent an additional cost associated with the development of infrastructure projects.
Federal Law No. 12,187/2009 established the National Policy on Climate Change, which sets national guidelines for greenhouse gas emission reduction and climate adaptation measures. More recently, Federal Law No. 15,042/2024 created the Brazilian Emissions Trading System (Sistema Brasileiro de Comércio de Emissões – SBCE), establishing a national framework for monitoring, reporting and trading greenhouse gas emission allowances. The implementation of this system may introduce additional compliance requirements for companies operating in sectors with significant emissions and may affect environmental reporting and regulatory obligations.
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In August 2025, Brazil enacted the General Environmental Licensing Act (Federal Law No. 15,190/2025), establishing a unified national framework for environmental licensing. The law introduces new licensing types, establishes compliance deadlines, and seeks to align environmental procedures for permits across federal, state and municipal authorities.
Intervening Bodies also play an important role in environmental regulation, as they participate in the environmental licensing process by issuing technical opinion within their areas of competence. These bodies commonly include the National Indigenous Foundation (Fundação Nacional do Índio - Funai), the National Historical and Artistic Heritage Institute (Instituto do Patrimônio Histórico e Artístico Nacional - Iphan), the Palmares Foundation, the Chico Mendes Institute for Biodiversity Conservation (Instituto Chico Mendes de Conservação da Biodiversidade - ICMBio), among others.
All these regulations may increase the costs associated with implementing and operating power generation, transmission and distribution systems, as utilities must comply with applicable environmental laws, regulations and licensing requirements.
According to Brazilian environmental legislation, any action that causes environmental damage can result in up to three types of liability: administrative, civil and criminal. Therefore, anyone who violates environmental laws may be subject to administrative and criminal sanctions and, in cases of environmental damage, will also be required to repair or compensate the affected parties and the environment. Administrative sanctions vary from fines up to the suspension of activities. Criminal sanctions may apply both to companies and to individual representatives, including directors and employees, and may include fines and, in case of individual, possible imprisonment.
In addition, companies may be required to remediate environmental damage or implement environmental restoration programs when environmental impacts occur. Environmental authorities may also require the adoption of corrective measures, environmental monitoring programs or compensation mechanisms as part of enforcement actions or licensing conditions. These obligations may result in additional operational costs and potential environmental liabilities.
All of our energy generation, transmission and distribution facilities are subject to environmental licensing procedures and the environmental licenses issued for these facilities may establish various technical requirements and environmental restrictions. The maintenance of these licenses depends on compliance with the applicable environmental legislation and the fulfillment of the conditions imposed by the competent environmental authorities.
RECENT DEVELOPMENTS
On February 21, 2025, Copel GeT exercised its right of first refusal to acquire all shares of Geração Céu Azul S.A. (“Céu Azul”), currently owned by Neoenergia S.A., which holds a 70% stake in the Consórcio Empreendedor Baixo Iguaçu (“CEBI”), responsible for operating the Baixo Iguaçu HPP, for an equity value of R$ 984 million. The acquisition commitment was formalized through adherence to a CCVA that had already been negotiated between Neoenergia and the original potential buyer of this stake.
After exercising the right of first refusal, Copel GeT entered into another CCVA with DK Holding Investments, S.R.O., to sell: (i) the entirety of its equity interest in Céu Azul, and (ii) its 30% minority stake in CEBI, for an equity value of R$ 570 million, so that the buyer will become the indirect owner of 100% of the Baixo Iguaçu HPP. The total transaction amounts to R$ 1,554 million in equity value.
Copel GeT completed the acquisition of Céu Azul from Neoenergia for R$ 1,050 million (adjusted from a June 2024 base), finalizing the first leg of the two‑step transaction.
In October 2025, Copel GeT closed the sale of HPP Baixo Iguaçu to EnergoPró after satisfying all conditions and regulatory approvals, for a total equity value of the transaction of R$ 1,683.3 million. Of  this amount, R$ 155.4 million was paid in February 2025, R$ 1,517.9 million was credited on closing, and R$ 10.0 million remains subject to post-closing steps, demonstrating the company’s execution capacity in recycling minority holdings and capturing value.
Also in October 2025, we completed the sale of Copel Serviços’ photovoltaic power plants and its equity interest in Solar Paraná, through the execution of a Share Purchase Agreement with Usina Solar Thopen 89 SPE Ltda, for a total amount of R$ 78.0 million, as of December 31, 2024 values. The divestment was effectively completed in December 2025, following the completion of the applicable closing conditions, at which time Copel and Copel Serviços received R$ 5.3 million and R$ 74.5 million, respectively.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 74
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
On March 18, 2026, Copel was successful in the Capacity Reserve Auction in the form of Power, referred to as LRCAP 2026. On that date, we were declared the winner for the sale of the Power product, contributing a total of 1,862.8 MW of installed capacity to be contracted for a 15-year term, with fixed gross revenue set at R$ 963.2 million/MW/year for the HPP Foz do Areia and R$ 1,635.4 million/MW/year for HPP Segredo. The start of operations is scheduled for August 2030 for both HPP Foz do Areia and HPP Segredo.
On April 7, 2026, the Board of Directors of the Brazilian Electricity Regulatory Agency (ANEEL) approved, at a public meeting, the opening of Public Consultation No. 005/2026, aimed at receiving contributions for the 2026 Periodic Tariff Review (RTP) of Copel Distribuição. The process is intended to support the definition of tariffs to take effect as of June 24, 2026, applicable to approximately 5.3 million customers served by the distributor in the State of Paraná. The preliminary proposal prepared by Aneel’s technical staff indicates an average tariff effect of 19.2% for captive consumers, with an average tariff effect of 19.6% for High Voltage (AT) and 19.0% for Low Voltage (BT). According to the regulator, the main factors contributing to this outcome were the repositioning of Parcels A and B, increased transmission costs, sectoral charges, and the removal of financial components associated with the previous tariff process. During the meeting, ANEEL noted that Copel Distribuição submitted a request for the deferral of approximately R$ 1.1 billion, which helped mitigate the initially estimated tariff impact, reducing the preliminary average effect that, absent such deferral, could have exceeded 26.0%. The Public Consultation will remain open for the submission of contributions from April 8th through May 22, 2026, covering matters related to tariff review, tariff structure, and technical losses. In addition, the holding of Public Hearing No. 002/2026 was approved, scheduled for April 29, 2026, in Curitiba, Paraná, with the aim of broadening the participation of society and sector stakeholders in the regulatory debate.
Provisional Measure No. 1,300/2025, subsequently converted into Law No. 15,235/2025, established a mechanism for the potential renegotiation of outstanding installments related to the Use of Public Assets (Uso do Bem Público – UBP) associated with hydroelectric concessions originally awarded under the highest UBP payment criterion. The mechanism was intended to address certain economic distortions affecting concessions granted in the late 1990s and early 2000s, pursuant to Law No. 9,648/1998. In the context of the regulation of Law No. 15,235/2025 and based on preliminary calculations carried out by the Brazilian Electricity Regulatory Agency (ANEEL), an amount of UBP potentially eligible for renegotiation in respect of Elejor was identified. The renegotiated amount is currently estimated at approximately R$ 420.6 million; however, its final amount, timing and settlement terms remain subject to the execution of an amendment to the relevant concession agreement with the Granting Authority and to the fulfillment of applicable regulatory requirements. The estimated amount reflects the application of a discount mechanism to the present value of the outstanding UBP installments originally due. Elejor may elect, at its discretion, to adhere to the renegotiation mechanism within the deadline currently established for May 1st, 2026. There can be no assurance that such renegotiation will be completed on the terms currently estimated, or at all, or that it will result in the expected financial or regulatory outcomes.
ITEM 4A. UNRESOLVED STAFF COMMENTS
None.
ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS
The information presented in this section should be read together with our audited consolidated financial statements that have been prepared in accordance with IFRS Accounting Standards as issued by the IASB. For more information, see “Presentation of Financial and Other Information” to our audited consolidated financial statements for the year ended December 31, 2025 (“Financial Statement”).
The information presented in this section focuses on material events and uncertainties known to our management that could result in reported financial information not being indicative of future operating results or future financial condition, including a quantitative and qualitative description of the reasons underlying material changes. The following discussion contains forward-looking statements that involve risks and uncertainties. Our actual results may differ significantly from those discussed in the forward-looking statements for several reasons, including, without limitation, the risks described in “Forward-Looking Statements” and “Item 3. Key Information - Risk Factors.”
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 75
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
OVERVIEW
Brazilian Economic Conditions
All of our operations are in Brazil, and we are affected by general Brazilian economic conditions. In particular, the general performance of the Brazilian economy affects demand for electricity, and inflation affects our costs and our margins. The Brazilian economic environment faced periods of instability in recent years, impacting the performance of the Brazilian GDP growth rates. In 2023, the growth rate was 2.9%. In 2024, the growth rate was 3.4%. In 2025, the growth rate was 2.3%.
The following table shows selected economic data for the periods indicated:

2025
2024
2023
Inflation (IPCA)
4.26 %4.83 %4.62 %
Inflation (IGP-DI)(5)
(1.20)%6.86 %(3.30)%
Appreciation (depreciation) of the real vs. U.S. dollar
11.2 %(27.9)%7.8 %
Period-end exchange rate – US$1.00
5.5024(1)
6.1923(2)
4.8407(3)
Average exchange rate – US$1.00
5.58495.39204.9947
Change in real GDP
2.3 %3.4 %2.9 %
Average interbank interest rates(4)
14.3 %10.8 %13.2 %
(1)The real/U.S. dollar exchange rate at December 31, 2025 was R$ 5.5024 per US$1.00.
(2)The real/U.S. dollar exchange rate at December 31, 2024 was R$ 6.1923 per US$1.00.
(3)The real/U.S. dollar exchange rate at December 31, 2023 was R$ 4.8413 per US$1.00.
(4)Calculated in accordance with Central Clearing and Custody House, or Central de Custódia e Liquidação Financeira de Títulos (“CETIP”), methodology (based on nominal rates).
(5)Sources: FGV ‒ Fundação Getúlio Vargas, the Brazilian Central Bank, the Brazilian Geography and Statistics Institute IBGE and CETIP.
Rates and Prices
Our operational results are significantly affected by changes in the prices at which our generation business sells energy, and by the prices at which our distribution and trading business buys and resells energy.
Our generation business sells energy at unregulated prices in the regulated market, in the Free Market and in the Spot Market. Our generation business allocates the amount of energy that it sells in each of these markets seeking to maximize returns and subject to applicable restrictions, based on factors such as: (i) the requirements of its concession contracts, many of which set a minimum percentage of energy generated in a particular concession that must be sold in the regulated market; (ii) the volume of energy that we plan to sell to Free Customers for a given year; and (iii) the outlook of the short-term, medium-term and long-term for energy prices generally. Although sales in the Free Market and the Spot Market are not directly regulated, they are influenced by energy regulatory policy. The prices at which our generation business sells energy are not regulated.
Our distribution business purchases enough energy to meet 100% of the demand we forecast for our final customers in auctions at unregulated prices in the regulated market. Our distribution business resells that energy to final customers at regulated tariffs that take into consideration the price at which the energy was purchased. If our forecasts fall short of the actual electricity demand of our final customers, we may be required to enter into short-term agreements to purchase electricity in the Spot Market. If our forecasts exceed the actual demand of our final customers, our distribution business sells the excess energy in the Spot Market. The margins in our distribution business tend to be relatively stable due to the regulated nature of the distribution business, while the margins in our generation business are typically larger but less stable, since they are not substantially market regulated.
Sales to final customers (which include sales by our distribution business to Captive Customers, sales by our generation business and sales by our trading business to Free Customers) represented 53.1% of the volume of electricity we made available in 2025, and accounted for 48.7% of our energy sales net revenues, including revenues related to “Electricity Sales to Final Customers” and “Electricity sales to distributors and energy traders”. For more information, see “Item 4. Information on the Company—The Brazilian Electric Power Industry—Distribution Tariffs.” In general, if our costs for energy increase, the tariff process permits us to recover these costs from our customers through higher rates in future periods. However, if we do not receive tariff increases to cover our costs, if the recovery of these costs is delayed, our profits and cash flows may be adversely affected.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 76
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
ANEEL modifies our Retail Tariffs annually, generally in June. Since January 2013, the adjustments have been as follows.
•In January 2013, due to the enactment of the 2013 Concession Renewal Law, we were subject to an extraordinary revision approved by ANEEL. The average impact of this extraordinary review in the tariffs we charge our customers was a decrease of 19.28%.
•In June 2013, ANEEL approved the annual revision of our Retail Tariffs, increasing them by an average of 13.08%, of which 11.40% related to the tariff increase and 1.68% referred to an increase in recovery of deferred regulatory accounts (CVA). After giving effect to the recovery of Parcel A costs, the average effect of this tariff adjustment on our Captive Customers was an increase of 14.61%. However, Copel Distribuição requested a partial deferral of this adjustment, which was authorized by ANEEL and approved on July 9, 2013. The amount of R$ 255.9 million was therefore deferred and included as a financial component in the 2014 annual revision. This deferral reduced the average effect of the tariff adjustment to 9.55%.
•In June 2014, ANEEL approved the annual adjustment of our Retail Tariffs, increasing them by an average of 35.38%, of which 25.05% related to the tariff increase and 10.34% related to an increase in recovery of deferred regulatory accounts (CVA). After giving effect to the recovery of Parcel A costs, the average effect of this tariff adjustment on our Captive Customers was an increase of 39.71%. However, Copel Distribuição requested a partial deferral of this adjustment, which was authorized by ANEEL and approved on July 22, 2014. The amount of R$ 898.3 million was therefore deferred and included as a financial component in the 2015 annual adjustment. This deferral reduced the average effect of the tariff revision to 24.86%.
•In March 2015, ANEEL approved an extraordinary revision due to a series of events that significantly impacted the distribution concessionaires’ costs, which were not originally foreseen in the 2014 Retail Tariff increase, such as the increase of Itaipu tariffs (46.14%) and higher prices to purchase energy in recent energy auctions. Copel Distribuição’s Average Tariff revision approved by ANEEL was 36.79% starting from March 2, 2015. Of this total, 22.14% related to CDE charges that have been passed to customers and 14.65% relates to (i) Itaipu’s tariff increase and (ii) the higher prices paid by us to purchase energy in recent energy auctions that have been passed to customers.
•In June 2015, ANEEL authorized the annual revision of Copel Distribuição’s tariff to final customers, increasing them by an average of 15.32%, of which (i) 20.58% related to the inclusion of the financial components, which will be recovered in the 12 months subsequent to the adjustment (including the amount of R$ 935.3 million corresponding to the deferrals in 2013 and 2014), (ii) 0.34% related to the restatement of Portion B, (iii) (3.25)% related to the adjustment of Portion A, and (iv) (2.35)% reflected the removal of the financial components from the previous process. The adjustment was fully applied to Copel Distribuição’s tariffs as of June 24, 2015.
•In June 2016, ANEEL approved the fourth periodic review of our Retail Tariffs, decreasing them by 12.87%, of which: (1.73)% related to the inclusion of financial components; 4.48% due to the update of Portion B; (2.57)% related to the update of Portion A; and (13.05)% reflecting the removal of the financial components of the previous tariff process.
•In March 2017, ANEEL approved an extraordinary tariff revision to correct the amount unduly included in the tariffs for captive customers in 2016. The return corresponded to the energy that was to be generated by the Angra III power plant; however, the plant was not yet in commercial operation. The refund of the amount charged the most was made in a single installment during the month of April 2017, and, as of May 2017, the tariffs were adjusted to disregard the amount that was being charged. The decision, of extraordinary character, affected 90 distributors of electric power of the country. Our retail tariff (residential B1) was reduced by an average of 11.8% during April 2017 due to the adjustment resulting from the removal of the Reserve Energy Charge (EER) tariff coverage of the Angra III plant, retroactive to the last Periodic Tariff Review, held in June/2016. As of May 2017, the tariff was reset, disregarding the effect arising from the retroactive adjustment, but maintaining the exclusion of the EER (Reserve Energy Charge) component of Angra III for the coming months, until June 2017, the month of the adjustment annual tariff.
•In June 2017, ANEEL approved the annual revision of our Retail Tariffs, increasing them by an average of 3.13%, of which 3.86% related to the tariff increase and (0.73)% related to the inclusion of financial components. After the removal of the financial components of the previous tariff process, the average effect of this tariff adjustment on our Customers was an increase of 5.85%.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
•In June 2018, ANEEL approved the annual revision of our Retail Tariffs, increasing them by an average of 14.32%, of which 7.80% related to the tariff increase and 6.52% related to the inclusion of financial components. After the removal of the financial components of the previous tariff process, the average effect of this tariff adjustment on our Customers was an increase of 15.99%.
•In June 2019, ANEEL approved the annual adjustment of our Tariffs, increasing them on average by 8.57%, with -1.96% related to the variation in economic revenue and 10.54% related to the inclusion of financial components. After removing the financial components from the previous tariff process, the average effect of the tariff adjustment on our customers was an increase by 3.41%.
•In June 2020, ANEEL approved the annual adjustment of our supply tariffs, which represented a tariff repositioning index of 15.84%, comprised of a variation of 8.68% in the economic components and 7.16% in the financial components. After removing the effect of the financial variables from the previous tariff process, the average effect perceived by the customers would be 5.39%. However, in an effort to reduce the impact on electric bills due to the financial consequences of the COVID-19 pandemic, ANEEL created the COVID-19 Fund, a loan operation between various banks contracted by the CCEE in order to dilute tariff increases in the next five years. Thus, Copel Distribution asked that the effects the COVID-19 Fund be applied to our annual tariff adjustment in the amount of R$ 536.4 million, equivalent to the accumulated total of the Compensation Account for the Variation of Items of Parcel A (“CVA”), considered a negative financial component, ultimately reducing the effect on the consumer. With the removal of the previous year’s financial components, the final average effect perceived by the consumer was 0.41%.
•In June 2021, ANEEL approved the fifth periodic review of our Retail Tariffs, increasing them by 9.89% in average, of which: 1.19% related to the inclusion of financial components; 1.05% due to the update of Portion B; 8.62% related to the update of Portion A; and (0.98)% reflecting the removal of the financial components of the previous tariff process.
•In June 2022, ANEEL approved our annual tariff adjustment with an average tariff increase of 4.90%, of which: -3.04% referring to the inclusion of financial components; 3.14% due to the update of Part B; 5.04% referring to the update of Part A; and -0.24% reflecting the withdrawal of financial components from the previous tariff process.
•In June 2023, ANEEL approved our annual tariff adjustment with an average tariff increase of 10.50%, consisting of: -3.00% for the inclusion of financial components; 0.47% for the update of Part B; 9.66% for the update of Part A; and 3.37% for the withdrawal of financial components from the previous tariff process.
•In 2024, ANEEL approved our annual tariff readjustment with an average tariff readjustment of 0.00%, of which: -4.45% referring to the inclusion of financial components; 1.10% due to the update of Part B; 0.97% referring to the update of Part A; and 2.39% reflecting the withdrawal of financial components from the previous tariff process
•In June 2025, ANEEL approved our annual tariff adjustment with an average tariff increase of 2.02%, consisting of: –8.81% referring to the inclusion of financial components; 1.27% due to the update of Part B; 4.30% related to the update of Part A; and 5.26% reflecting the withdrawal of financial components from the previous tariff process.
Purchase and Resale of Energy
Our distribution business purchases energy from generation companies and resells this energy to final customers at regulated rates. For more information, see “Item 4. Information on the Company— Business—Generation” and “Item 4. Information on the Company—Business—Purchases for the captive market.” Our major long-term contracts or purchase obligations are described as follows.
•We purchase energy from Itaipu at prices that are determined based on the Itaipu project’s costs, including servicing its U.S. dollar-denominated debt. In 2025, our electricity purchases from Itaipu amounted to R$ 963.3 million;
•Our distribution business is required to purchase a large portion of its energy needs from the regulated market. For more information, see “Item 4. Information on the Company—The Brazilian Electric Power— Industry—Concessions—Auctions in the Regulated Market.”
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Under current legislation, the amount that our distribution business charges final customers is composed of two fees: a fee for the actual energy consumed and a fee for the use of our distribution grid. Since the regulated rates at which our distribution business sells energy to final customers are substantially the same as the rates at which it purchases energy (after accounting for deductions and the cost of energy purchased for resale), our distribution business does not generate operating profit from the sale of electricity to final customers. Rather, our distribution business generates operating profit principally by collecting tariffs for the use of our distribution grid.
Special Obligations
The contributions received from the Brazilian government and our customers exclusively for investment in our generation assets, transmission and distribution grid are named as special obligations. We record the amount of these contributions on our statement of financial position as a reduction of assets, under the caption “special obligations,” and, upon the conclusion or termination of the operating concession granted to us, the amount of these contributions is offset against the assets. The highest amount we recorded as special liabilities in service as of December 31, 2025, from the distribution segment, was R$ 2,974.5 million as a reduction of intangible assets and R$ 76.4 million as a reduction of contract assets.
ANALYSIS OF ELECTRICITY SALES AND COST OF ELECTRICITY PURCHASED
The following table sets forth the volume and Average Rate components of electricity sales and purchases for the years ended December 31, 2025, 2024 and 2023:
Categories of purchaser
2025
2024
2023
Electricity Sales
Electricity sales to Final Customers
Average price (R$/MWh):(1)
All customers365.86 357.40 315.54 
Volume (GWh):
All customers29,968 31,850 32,911 
Total gross revenues from sales to Final Customers (millions of R$)
10,964 11,384 10,385 
Electricity sales to distributors and energy traders(4)
Average price (R$/MWh)(1)
205.71 182.39 157.7 
Volume (GWh) 26,492 20,147 26,861 
Total gross revenues to distributors (millions of R$)
5,450 3,675 4,236 
Electricity Purchases
Purchases from Itaipu
Average cost (R$/MWh)(5)
216.86 217.42 205.86 
Volume (GWh)4,442 4,560 4,762 
Percentage of total Itaipu production purchased8.6 8.6 7.5 
Total cost (millions of R$)(6)
963.3 950.4 980.3 
Purchases from Angra
Average cost (R$/MWh)311.56 346.12 338.88 
Volume (GWh)848 856 872 
Total cost (millions of R$)(6)
264.2 296.7 295.5 
Purchases from CCGF
Average cost (R$/MWh)195.99 175.39 158.41 
Volume (GWh)3,207 3,914 4,568 
Total cost (millions of R$)(6)
628.5 686.3 723.6 
Purchases from others
Average cost (R$/MWh)330.47 262.83 159.1 
Volume (GWh)29,944 24,019 35,932 
Total cost (millions of R$)(6)
9,895.7 6,312.9 5,716.7 
(1)Average prices or costs do not consider “use of main distribution and transmission grid” revenue and were calculated by dividing (i) the corresponding revenues, including taxes, by (ii) MWh of electricity sold.
(2)Includes Free Customers, public services such as street lighting, as well as the supply of electricity to government agencies, and Donations and grants.
(3)Energy traded between our subsidiaries not included.
(4)See “Item 4. Information on the Company—Business—Generation” and “Item 4. Information on the Company—Business— Purchases for the captive market” for an explanation of our expenses relating to electricity purchases.
(5)Our purchases of electricity generated by Itaipu are stated in reais and paid for on the basis of a capacity charge expressed in U.S. dollars per kW plus a “wheeling” (or transportation) charge expressed in reais per kWh.
(6)As of 2024, eliminations and reclassifications were considered. As stated in Explanatory Note 29.1.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
RESULTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
For commentary on our results of operations for the year ended December 31, 2024 compared with 2023, please see page 93 of our Form 20-F for the year ended December 31, 2024.
The following table summarizes our results of operations for the years ended December 31, 2025 and 2024.

Year ended December 31,

2025
2024

(R$ million)
Gross Operating Revenues:
Electricity sales to Final Customers:
10,964.0 11,383.9 
Electricity sales to distributors and energy traders
5,449.8 3,674.6 
Use of main distribution and transmission grid
13,628.9 12,737.9 
Construction income
3,303.1 2,550.8 
Result of Sectorial financial assets and liabilities
2,587.5 923.7 
Other operating revenues
681.5 620.8 
Fair value of assets from the indemnity for the concession
161.2 82.4 
(-) Revenue deductions
(10,659.1)(9,323.1)
Net Operating Revenues
26,116.9 22,651.0 
Operating Costs and Expense:


Electricity purchased for resale
(11,110.8)(8,924.9)
Charge of the main distribution and transmission grid
(2,755.5)(2,865.5)
Personnel and management
(960.8)(1,081.8)
Pension and healthcare plans
(234.5)(259.4)
Material
(108.0)(86.9)
Materials and supplies for power electricity
— (0.9)
Third-party services
(1,192.3)(1,074.3)
Depreciation and amortization
(1,481.9)(1,465.5)
Credit losses, provisions and reversals
(270.8)(345.1)
Construction cost
(3,272.8)(2,522.9)
Other operational costs and expenses, net
75.6 (240.8)

(21,311.8)(18,868.0)
Equity in earnings of investees
240.0 281.2 
Financial results
(1,798.4)(1,157.0)
Operating profit
3,246.7 2,907.2 
Income tax and social contribution current and deferred
(577.6)(599.4)
Net income from continuing operations
2,669.1 2,307.8 
Net income (loss) from discontinued operations
18.9 491.6 
Net income
2,687.9 2,799.4 
Net income attributable to controlling shareholders
2,688.6 2,809.6 
Net income attributable to non-controlling interest
(0.7)(10.3)
Other comprehensive income
(186.4)239.6 
Comprehensive income
2,501.6 3,039.0 
Comprehensive income attributable to controlling shareholders
2,501.9 3,049.3 
Comprehensive income attributable to non-controlling interest
(0.3)(10.4)
Below is a discussion of the significant components of our results of operations, on a consolidated basis. For more information on our reportable segments, see Note 28 to our audited consolidated financial statements.
Results of Operations for 2025 compared with 2024
Net Operating Revenue
2025 (R$ million)2024 (R$ million)
R$ million
%
Electricity sales to final customers7,932.9 8,455.0 (522.1)(6.2)
Electricity sales to distributors and energy traders
4,784.7 3,120.6 1,664.0 53.3 
Use of the main distribution and transmission grid6,974.7 7,048.0 (73.4)(1.0)
Construction income3,303.2 2,550.8 752.3 29.5 
Fair value of assets from the indemnity for the concession161.2 82.4 78.8 95.6 
Sectorial financial assets and liabilities2,348.1 838.3 1,509.9 180.1 
Other operating revenue612.1 555.9 56.3 10.1 
26,116.9 22,651.0 3,465.8 15.3 
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Our net operating revenue increased by 15.3% or R$ 3,465.9 million to R$ 26,116.9 million in the year ended December 31, 2025 from R$ 22,651.0 million in the year ended December 31, 2024, mainly due to:
•Electricity sales for final customers. Our electricity sales for final customers decreased by 6.2% or R$ 522.1 million, mainly due to (i) a reduction in volume sold to Free Customers by Copel COM; (ii) a 5.7% reduction in consumption in Copel DIS captive market, and (iii) the effects of Periodic Tariff Adjustments that reduced the energy tariff, partially offset by increased revenues from tariff discount subsidies and by the higher energy cost passed through to end consumers due to the tariff flag system under electricity generation conditions.
•Electricity sales to distributors. Our electricity sales to distributors increased by 53.3% or R$ 1,664.0 million, mainly due to (i) the growth in sales in the ACL by Copel COM; (ii) the improved performance of Copel GeT in the Short-Term Market (MCP), in particular, with the modulation of the hydroelectric generation portfolio in view of the behavior of the PLD in the South submarket; (iii) the higher volume of energy sold for bilateral contracts; (iv) increased energy sales in the MCP and in the Surplus and Deficit Compensation Mechanism (MSCD) by Copel DIS; and (v) in the wind generation segment, a reduction in the provision for generation deviation for ACR contracts, resulting from curtailment compensation, in accordance with Law No. 15,269/2025.
•Use of the main distribution and transmission grid. Our use of the main distribution and transmission grid decreased by 1.0% or R$ 73.4 million, mainly due to (i) the increase in CDE charges at Copel DIS; and (ii) the negative impact of R$ 115.1 million, as a result of the revision of the financial component values of the RAP in the Existing System Basic Grid (RBSE), in accordance with ANEEL Resolution No. 3,467/2025; partially offset by (i) a 1.1% growth in the Grid Market at Copel DIS; and (ii) the consolidation of the Mata de Santa Genebra transmission company at Copel GeT, as a result of the strategic business combination.
•Construction income. Our construction income increased by 29.5% or R$ 752.3 million, mainly due to (i) the sharp increase in investments in the distribution segment, with emphasis on the Paraná Trifásico and Rede Elétrica Inteligente (REI) projects, aimed at modernizing, automating, and renovating the distribution network through the adoption of standardized technologies geared toward serving automation systems; and (ii) reinforcements and improvements in the transmission segment contributed to this performance.
•Fair value of assets from the indemnity for the concession. Our fair value of assets from the indemnity for the concession increased by 95.6% or R$ 78.8 million mainly due to (i) the adjustment by the IPCA on the shielded asset base; and (ii) the greater effect of updating the fair value on the incremental base, considering the investments made during the period by Copel DIS.
•Result of sectorial financial assets and liabilities. Our result of sectorial financial assets and liabilities, increased by 180.1% or R$ 1,509.8 million, mainly due to (i) the growth of the billed market; and (ii) better adherence of tariff coverage in relation to the actual costs of Portion A (non-manageable costs).
•Other operating revenue. Our other operating revenue increased by 10.1% or R$ 56.2 million, mainly due to sharing of Copel Distribuição’s infrastructure with telecommunication companies.
Operating Costs and Expense (continuing operations)
Variation
2025 (R$ million)
2024 (R$ million)
R$ million%
Electricity purchased for resale11,110.8 8,924.9 2,185.9 24.5 
Charge of the main distribution and transmission grid2,755.52,865.5(110.0)(3.8)
Materials and supplies for power electricity—0.9(0.9)—
Personnel and management960.81,081.8(121.0)(11.2)
Pension and healthcare plans234.5259.4(24.8)(9.6)
Materials108.086.921.124.3 
Third-party services1,192.31,074.3118.011.0 
Credit losses, provisions and reversals270.8345.1(74.3)(21.5)
Other operational income (expenses)(75.6)240.8(316.4)(131.4)
Depreciation and amortization1,481.91,465.516.41.1 
Construction costs3,272.8 2,522.9 749.9 29.7 
21,311.818,868.02,443.813.0 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 81
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Our operational costs and expenses increased by 13.0% to R$ 21,311.8 million in the year ended December 31, 2025 from R$ 18,868.0 million in the year ended December 31, 2024, mainly due to:
•Electricity Purchased for Resale. Our electricity purchased for resale increased by 24.5% or R$ 2,185.9 million, mainly due to (i) an increase in energy purchase from Copel DIS, driven primarily by the higher volume originating from the distributed generation system and by the purchase of energy at auctions; and (ii) an increase in energy purchase from Copel COM due to acquisition of electricity under bilateral contracts.
•Personnel and Management. Our personnel and management expenses decreased by 11.2% or R$ 121.0 million, mainly due to the reduced number of employees, resulting from the implementation of the 2024/2025 Voluntary Dismissal Program (PDV), partially offset by the pro rata provision between October and December of the 2025 Collective Bargaining Agreement (CBA), which includes a salary adjustment based on the National Consumer Price Index (INPC) of 5.0%, considering a 12‑month period through September 2025;
•Third-Party Services. Our third-party services expenses increased by 11.0% or R$ 118.0 million mainly due to expenses by Copel DIS, associated with electric power system maintenance activities, including expenditures related to the clearing and maintenance of transmission and distribution right‑of‑way corridors;
•Credit losses, provisions and reversals. Our credit losses, provisions and reversals decreased by 21.5% or R$ 74.3 million mainly due to the decrease of provisions for litigation, particularly civil and labor-related matters, and the asset impairment effect at Copel GeT;
•Other operational income (expenses). Our other operational income (expenses) decreased by 131.4% or R$ 316.4 million, mainly due to (i) the business combination involving asset unbundling, which led to the consolidation of HPP Mauá and Mata de Santa Genebra; and (ii) the gain recognized from the disposal of the HPP Baixo Iguaçu; and (iii) the recognition of curtailment compensation. Law No. 15,269/2025 modernized the regulatory framework of the Brazilian electric power sector and now allows wind and solar generators connected to the SIN to enter into a commitment agreement with the granting authority to compensate for generation curtailment between September 1, 2023 and November 25, 2025, provided that they formally waived any legal actions related to the matter. In December 2025, Copel GeT approved the commitment agreement by the wind SPEs under its control. Based on the available assumptions, we recognized a gain of R$ 273.4 million in 2025, of which R$ 170.1 million was recorded in net operating revenue and R$ 95.6 million in other operating income (expenses) and R$ 7.7 million in financial income;
•Depreciation and Amortization. Our depreciation and amortization increased by 1.1% or R$ 16.4 million, mainly due to the larger asset base of Copel DIS, resulting from the substantial increase in investments during the tariff cycle;
•Construction Costs. Our construction costs increased by 29.7% or R$ 749.9 million, mainly due to Copel DIS’s investment program, with no impact on earnings, given the offsetting of the amount recognized as construction revenue.
Equity in earnings of investees
The Equity in earnings of investees for 2025 amounted to R$ 240.0 million, which is 14.7% lower than the R$ 281.2 million recorded in 2024. This decrease is mainly due to the consolidation of Mata de Santa Genebra into the portfolio, which ceased to contribute through the equity method and began to have its operating results recognized directly in revenue, expenses, financial result, and taxes.
Financial Results
The Financial Result totaled R$ 1,798.4 million in net financial expenses in 2025 compared to R$1,157.0 million in net financial expenses in 2024, due to a 34.2% increase in Financial Expenses, mainly due to monetary restatement and debt charges, considering, mainly the variation in the CDI, which is the index for 57.5% of the Company's debts, in addition to the consolidation of MSG and Mauá's financial expenses as of June 2025, after the uncrossing of assets with Axia. These effects were partially offset by the 13.4% growth in financial income in the period, mainly due to an increase in interest rates and late payment charges on accounts receivable.
Net Income (loss) for the year
In 2025, our consolidated net income (loss) amounted to R$ 2,687.9 million, which is 4.0% lower than the R$ 2,799.4 million recorded in 2024, mainly due to a weaker financial result, partially offset by improved operating performance across the business segments.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 82
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
LIQUIDITY AND CAPITAL RESOURCES
Our principal liquidity and capital requirements are allocated to finance the expansion and improvement of our distribution and transmission infrastructure and to finance the expansion of our generation facilities.
We believe our working capital is sufficient for our present requirements and the next 12 months. We expect to finance our liquidity and capital requirements primarily with our own resources, arising from retained earnings and cash generation from our operations and third-party resources (BNDES, other financial institutions and capital markets). As of December 31, 2025, our current liquidity, an index ratio that measures our current assets over our current liabilities reached 1.0x (as opposed to 1.3x as of December 31, 2024) with cash and equivalents, bonds and securities (current) of R$ 3,131.3 million (R$ 4,162.5 million as of December 31, 2024).
With respect to long-term capital needs, we use a model of five years to monitor our needs in a series of scenarios and variables, including Net Debt/EBITDA and minimum cash balance with the intention to preserve the liquidity and improve the capital structure. In this context, we work to anticipate exercises of liability management to improve liquidity if conditions are favorable.
All of our future liquidity conditions rely on a series of scenarios and may be adversely affected depending on market and other conditions. Actual liquidity may differ significantly for several reasons, including, without limitation, the risks described in “Forward-Looking Statements” and “Item 3. Key Information - Risk Factors.”
We have not engaged in any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on the registrant’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
We monitor our financial liquidity continuously and, for that purpose, we consider (i) on the external side, the possibility of raising funds through the Financial Institutions, Capital Markets and other Sectoral Institutions, and (b) on the internal side, taking the necessary actions in our operations by reducing expenses or postponing investments in order to guarantee the timely fulfillment of financial obligations. Accordingly, we expect to preserve the working capital required for our operations throughout the period.
In addition to working capital, our other principal uses of cash are capital expenditures, dividend payments and debt servicing. The following table sets forth a breakdown of our capital expenditures for the periods indicated. Our capital expenditures are focused on projects located in Brazil.

Year ended December 31,

2025
2024
2023

(R$ million)
Generation and transmission(1)
626.7 263.0 240.1 
Distribution
2,959.0 2,196.9 1,966.5 
Elejor
10.9 10.7 4.6 
Others
6.8 43.9 
91.6 (2)
Total
3,603.4 2,514.5 2,302.8 
(1)Considers investment in projects held 100% by Copel GeT.
(2)Considers Joint venture, UEGA e Compagás
As in previous years, our capital requirement will be financed by cash from our operations and/or by external financing, which may serve to offset commitments arising from the maturity of previous external financing.
Our total budgeted capital expenditures for our wholly-owned subsidiaries for 2026 is R$ 3,021.3 million, of which:
•R$ 971.6 million are for generation and transmission;
•R$ 1,942.8 million are for our distribution business;
•R$ 106.9 million are for other investments.
Elejor, which is not wholly owned by us, also budgeted their own capital expenditures for 2026 in the amount of R$ 28.2 million.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 83
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Historically, we have financed our liquidity and capital requirements primarily with cash provided by our operations and through external financing. Our principal source of funds in 2025 was cash from our operating activities. Net cash used from financing activities was R$ 2,300.7 million in the year ended December 31, 2025, compared with a net cash generated of R$ 803.9 million in the year ended December 31, 2024. Net cash generated from operating activities was R$ 3,028.4 million in the year ended December 31, 2025, compared with R$ 3,393.5 million in the year ended December 31, 2024 and R$ 3,518.5 million in the year ended December 31, 2023. The decrease in 2025 compared to 2024 was mainly due to higher working capital consumption, partially offset by the expansion of operating revenue and the stability of operating profit. For more information on our cash flow, see Note 7 to our audited consolidated financial statements.
Long-term debt has generally been used to finance our major capital expenditure projects, in particular capital expenditures acquisition financing programs offered by Federal Development Bank, as BNDES. The scheduled maturities of these long-term loans have been structured to match the expected cash flow from the conclusion of the related capital expenditure projects and, as a result, reduce the risk of any significant deterioration of our liquidity position.
The following table shows the maturity of loans, financing and debentures:

(R$ million)

Short Term
Long Term

2026
2027
2028
2029
2030
2031
>2031
Total
Domestic Currency
2,072.0 1,671.6 2,045.0 2,451.7 2,474.3 2,288.2 7,036.1 20,038.9 
Foreign Currency
— — — — — — — — 
Total
2,072.0 1,671.6 2,045.0 2,451.7 2,474.3 2,288.2 7,036.1 20,038.9 
As in prior years, we plan to make significant investments in future periods to expand and upgrade our generation, transmission and distribution businesses. In addition, we may seek to invest in other existing electric utilities, in communications services or in other areas, each of which may require additional domestic and international financing. Our ability to generate cash sufficient to meet our planned expenditures is dependent upon a variety of factors, including our ability to maintain adequate tariff levels, to obtain the required regulatory and environmental authorizations, to access domestic and international capital markets, and a variety of operating and other contingencies. We anticipate that our cash provided by operations may be insufficient to meet these planned capital expenditures, and that we may require additional financing from sources such as BNDES and the Brazilian and international capital markets.
ANEEL’s regulations require prior approval from ANEEL for any transfer of funds from our subsidiaries to us in the form of loans or advances. ANEEL approval is not required for cash dividends, as long as cash dividends do not exceed a dividend threshold (“Dividend Threshold”) equal to the greater of adjusted net income or income reserves available for distribution. The Dividend Threshold is established by Brazilian Corporate Law.
The cash dividends we have received from our subsidiaries have been historically sufficient to meet our cash flow requirements without exceeding the Dividend Threshold. As a result, we have not sought approval from ANEEL to receive either loans or advances from our subsidiaries or cash dividends from our subsidiaries in excess of the Dividend Threshold. We do not expect these restrictions on loans and advances and on cash dividends exceeding the Dividend Threshold to impact our ability to meet our cash obligations, since we expect cash dividends below the Dividend Threshold to be sufficient in the future.
Our outstanding loans and financing (including debentures) current and non-current as of December 31, 2025, including the mark‑to‑market (MtM) effects of swap derivative instruments, totaled R$ 20,038.9 million. As of December 31, 2025, we had no debt outstanding denominated in U.S. dollars. We are not subject to seasonality with respect to our borrowing requirements. Our major loans and financing arrangements follows:
Banco do Brasil:
•As of December 31, 2025, we had R$ 751.8 million of outstanding debt with Banco do Brasil (not including the debentures listed below), consisting of financings we contracted to increase our working capital.
•In March 2016, Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III, Nova Eurus IV and Ventos de Santo Uriel Wind Farms issued R$ 300.8 million in non-convertible debentures, with sixteen-year maturity and payment of interest on monthly basis. The interest rate of TJLP index + 2.02% per year is applicable to R$ 147.6 million and IPCA index + 9.87% per year is applicable to R$ 153.2 million. As of December 31, 2025, we had an aggregate balance of R$ 65.6 million of outstanding debt under these debentures;
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 84
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
•In March 2019, Cutia Empreendimentos issued R$ 360.0 million in simple, non-convertible debentures. These debentures have an interest rate equal to IPCA index + 5.8813% per year, with a thirteen-year maturity and payment of interest on a semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 316.1 million under these debentures;
•In April 2019, Mata de Santa Genebra issued R$ 210 million, in simple, non-convertible debentures, with an interest rate of IPCA index + 4.95% per year with maturity and payment of interest on a semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 185.5 million under these debentures;
•In November 2019, Copel Distribuição issued R$ 850 million, in simple, non-convertible debentures, in two series, with an interest rate of IPCA index + 4.20% per year and CDI index + 1.45% per year with an eight-years and three-years maturity and payment of interest on a semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 472.4 million under these debentures;
•In June 2021, Copel Distribuição issued R$ 1.5 billion, in simple, non-convertible debentures, in two series, with an interest rate of IPCA index + 4.7742% per year and CDI index + 1.95% per year with a ten-year and five-year maturity and payment of interest on a semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 641.9 million under these debentures;
•In October 2021, Copel GeT issued R$ 1.5 billion, in simple, non-convertible debentures, in two series, with an interest rate of CDI index + 1.38% per year and IPCA index + 5.7138% per year with a five-year and ten-year maturity and payment of interest on a semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 1,041.3 million under these debentures;
•In November 2021, Mata de Santa Genebra issued R$ 1.5 billion, in simple, non-convertible debentures, in three series, with an interest rate of IPCA index + 7.0605%, IPCA 6.0762% and IPCA 6.2339% per year with maturity and payment of interest on a semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 1,647.5 million under these debentures;
•In May 2022, Copel Distribuição issued R$ 1.5 billion, in simple, non-convertible debentures, in three series, with an interest rate of IPCA index + 6.1732% per year, CDI + 1.21% per year and CDI + 1.36% per year with a three-year, five-year and ten-year maturity and payment of interest on semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 1,264.6 million under these debentures.
•In January 2023, Copel GeT issued R$ 1.3 billion, in simple debentures, not convertible into shares, in two series, with an interest rate of CDI + 1.40% p.a. and IPCA + 6.82% p.a. with a term of seven years and a term of twelve years and semi-annual interest payments. On December 31, 2025, we had a total outstanding balance of R$ 1,417.4 million under these debentures;
•In June 2023, Copel Distribuição issued R$ 1.6 billion, in simple, non-convertible debentures, in three series, with an interest rate of CDI + 1.45% per year, CDI + 2.00 per year and CDI + 2.25% per year with a one year, four year and five-year maturity and payment of interest on semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 402.8 million under these debentures;
•In May 2024, Copel Serviços issued R$ 70.0 million, non-convertible, in one series, with an interest rate of CDI + 1,20% with a term of seven years and semi-annual interest payments. On December 31, 2025, we had a total outstanding balance of R$ 71.6 million under these debentures;
•In May 2024, Copel DIS issued R$ 2.3 billion, in simple, non-convertible debentures, in two series, with an interest rate of CDI + 0.60% per year and IPCA + 6.28% per year with a seven year and twelve-year maturity and payment of interest on semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 2,377.8 million under these debentures;
•In October 2024, Copel GeT issued R$ 1.6 billion, in simple, non-convertible debentures, in three series, with an interest rate of CDI + 0.52% per year, CDI + 0.69% and CDI + 0.95% per year with a five year, seven year and ten-year maturity and payment of interest on a semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 1,652.5 million under these debentures;
•In March 2025, Copel GeT issued R$ 2 billion, in simple, non-convertible debentures, in three series, with an interest rate of CDI + 0.59% per year, CDI + 0.79% and IPCA + 7.4820% per year with a four year, seven year and twelve year-maturity and payment of interest on a semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 2,113.8 million under these debentures;
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 85
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
•In July 2025, Copel DIS issued R$ 3 billion, in simple, non-convertible debentures, in three series, with an interest rate of CDI + 0.43% per year, CDI + 0.58% and IPCA + 6.9543% per year with a five year, seven year and twelve year-maturity and payment of interest on a semester basis. As of December 31, 2025, we had an aggregate outstanding balance of R$ 3,178.4 million under these debentures;
BNDES
•In December 2013, BNDES approved the financing of the Cerquilho III transmission substation in the amount of R$ 17.6 million, which was disbursed in a single installment. As of December 31, 2025, the outstanding balance totaled R$ 3.7 million;
•In April 2009, BNDES has provided a loan to us of R$ 339.0 million to finance the construction of the HPP Mauá. All the receivables arising from this plant were pledged in favor of BNDES and Banco do Brasil until full repayment of the loan. BNDES is providing 50.0% of the loan amount, and Banco do Brasil S.A. is providing the remaining 50.0%. On May 30, 2025, with the completion of the asset unbundling operation, Mauá's debt was consolidated, and on December 31, 2025, we had a total of R$ 110.9 million in outstanding debt with BNDES and Banco do Brasil under this line of credit;
•In December 2011, we entered into a financing contract with BNDES in the total value of R$ 44.7 million for the construction of Transmission Line Foz do Iguacu - Cascavel Oeste, with maturity in 14 years. As of December 31, 2025, we had an aggregate of R$ 1.2 million in outstanding debt under this financing agreement;
•In March 2012, we entered into a financing contract with BNDES in the total value of R$ 282.1 million for the construction of GE Farol, Ge Boa Vista, GE São Bento do Norte and GE Olho D’Água Wind Farms with maturity in 16 years. As of December 31, 2025, we had an aggregate of R$ 98.2 million in outstanding debt under this financing contract;
•In June 2015, we entered into a financing contract with BNDES in the total value of R$ 154.6 million for the construction of Santa Helena and Brisa Wind Complex, with maturity in 16 years. As of December 31, 2025, we had an aggregate balance of R$ 49.3 million of outstanding debt under this financing contract;
•In December 2015, we entered into a financing contract with BNDES in the total value of R$ 55.8 million for the construction of Transmission Line Assis - Paraguaçu Paulista II and Londrina - Figueira e Salto Osório - Foz do Chopim C2, with maturity in 15 years. As of December 31, 2025, we had an aggregate balance of R$ 15.8 million of outstanding debt under this financing contract;
•In October 2018, we entered into a financing contract with BNDES in the total value of R$ 619.4 million for the construction and implementing Cutia Empreendimentos Eólicos Wind Farms, with maturity in 17 years. As of December 31, 2025, we had an aggregate balance of R$ 477.5 million of outstanding debt under this financing contract.
•In August 2018, Copel GeT signed a share exchange agreement with Eletrosul in the controlled ventures Costa Oeste Transmissora de Energia S.A. (51% Copel GeT and 49% Eletrosul), Marumbi Transmissora de Energia S.A. (80% Copel GeT and 20% Eletrosul) and Transmissora Sul Brasileira de Energia S.A. (20% Copel GeT and 80% Eletrosul). With this contract, Copel GeT starts to hold 100% interest in the Costa Oeste and Marumbi undertakings and Eletrosul now holds 100% stake in Transmissora Sul Brasileira.
•Marumbi has an agreement signed with BNDES in 2014, in the amount of R$ 55.4 million, for the Implementation of the 525 kV Transmission Line between SE Curitiba and SE Curitiba Leste and the implementation of SE Curitiba, with maturity in 14 years. It has a balance on December 31, 2025 of R$ 9.6 million.
•Costa Oeste has an agreement signed with BNDES in 2013, in the amount of R$ 27.6 million, for the implementation of the 230 kV Transmission Line between SE Cascavel Oeste and SE Umuarama Sul and the implementation of the SE, with maturity in 14 years. It has a balance on December 31, 2025 of R$ 6.6 million.
•In June 2020, we entered into a financing contract with BNDES in the total value of R$ 432.1 million for the implementation of the Transmission Line SE Medianeira, SE Curitiba Centro, SE Curitiba Uberaba, SE Andirá Leste, Curitiba Leste-Blumenau and Baixo Iguaçu Realeza as well as its associated transmission system, with maturity in 23 years. As of December 31, 2025, we had an aggregate balance of R$ 395.7 million of outstanding debt under this financing contract.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
CAIXA ECONÔMICA FEDERAL (CEF)
•As of December 31, 2025, we had R$ 1.9 million in outstanding debt related to government programs to finance distribution projects.
BANCO DO NORDESTE
•In May 2021, we entered into a financing contract with BNB for a total value of R$ 208.7 million for the construction of Jandaíra I, Jandaíra II, Jandaíra III and Jandaíra IV Wind Farms, with a maturity of 17 years. As of December 31, 2025, we had an aggregate balance of R$ 165 million of outstanding debt under this financing contract.
•In November 2021, we completed the acquisition of Vilas Complex, which is financed until 2039 for the Vila Maranhão I, Vila Maranhão II, Vila Maranhão III and Vila Ceará I, and until 2040 for and Vila Mato Grosso I. As of December 31, 2025, we had an aggregate balance of R$ 486.4 million of outstanding debt under this financing contract; and
•In January 2023, we completed the acquisition of Aventura and Santa Rosa & Mundo Novo Wind Farms, which are financed until 2039 for Aventura II, Aventura III, Aventura IV and Aventura V, and until 2043 for Santa Rosa e Mundo Novo I, Santa Rosa e Mundo Novo II, Santa Rosa e Mundo Novo III, Santa Rosa e Mundo Novo IV and Santa Rosa e Mundo Novo V. As of December 31, 2025, we had an aggregate balance of R$ 815.8 million of outstanding debt under this financing contract.
We are party to several legal proceedings that could have a material adverse impact on our liquidity if the rulings are unfavorable to us. These contingencies are described in “Item 8. Financial Information—Legal Proceedings.”
In addition, we have commitments not yet incurred related to long-term contracts, and therefore not recognized in the financial statements, as presented in Note 34 to our consolidated financial statements. The main amount refers to energy purchase and transportation contracts commitments, totaling R$ 101,301.4 million on December 31, 2025. These commitments are expected to be settled as follows: R$ 6,083.9 million in less than a year, R$ 21,847.1 million from one to 5 years and R$ 73,370.4 million after 5 years.
In Note 32.2.2 to our consolidated financial statements, we present the expected values for settlement of contractual obligations undiscounted in each time range. Our projections are based on financial indicators linked to the related financial instruments and forecast according to average market expectations as disclosed in the Brazilian Central Bank’s Focus Report.
Item 6. Directors, Senior Management and Employees
We are managed by:
•a Board of Directors consisting of 9 seats, of which 1 is currently vacant and 8 are currently filled; and
•an Executive Board, which is currently composed of 9 members.
BOARD OF DIRECTORS
The Board of Directors ordinarily meets at least nine times a year. A majority of the members of the Board of Directors is required for the meeting to be held, and decisions are taken by a majority vote of those present at the meeting. For additional information, see “Item 10. Additional Information—Memorandum and Articles of Association.” The members of the Board of Directors are elected to serve for two-year terms and may be reelected. The Board of Directors is composed of 9 seats, of which 1 is currently vacant and 8 are currently occupied.
In accordance with the provisions of Brazilian Federal Law No. 6,404/1976, at the Annual Shareholder Meeting held on April 24, 2025, shareholders holding preferred shares were entitled to appoint and remove at least one member of the Board of Directors, in a separate election.
Minority shareholders holding at least 5% of our voting shares are entitled to request the adoption of a cumulative voting procedure, a proceeding that grants each voting share as many votes as there are members of the Board of Directors and the right for all the voting shareholders to vote for only one candidate or to distribute his votes among several candidates, also in accordance with the Federal Law 6,404/1976.
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The terms of the current members of the Board of Directors expire in April 2027. The current members of our Board of Directors are:
Name
Position
Since
Marcel Martins Malczewski
Chairman
2019
Raul Almeida Cadena
Director
2025
Moacir Carlos Bertol
Director
2025
Marco Antônio Barbosa Cândido
Director
2018
Jacildo Lara Martins
Director
2023
Geraldo Corrêa de Lyra Junior
Director
2023
Viviane Isabela de Oliveira Martins
Director
2024
Pedro Franco SalesDirector2024
The following are brief biographies of the current members of our Board of Directors:
Marcel Martins Malczewski. Mr. Malczewski was born on December 8, 1964. He holds a Master’s degree in Industrial Sciences and Computing from Universidade Tecnológica Federal do Paraná (1989); and a Bachelor’s degree in Electrical Engineering from Universidade Federal do Paraná (1987). Mr. Malczewski also attended the Owner/President Management Program at Harvard Business School (2004). He attended professional programs at the Brazilian Institute of Corporate Governance (“IBGC”), such as Improvement in Governance for Directors and Fiscal Councilors of State-Owned Companies and Mixed Economy Corporations (2022) and Continued Development Plan for Directors (2022). He is currently the Chairman of the Board of Directors of Companhia Paranaense de Energia - Copel. He is also a member of the Board of Directors of Positivo Tecnologia, AMcom, InfoPrice and Velsis. Additionally, Mr. Malczewski is a partner at M3 Investimentos Ltda. and at Trivella M3 Investimentos S.A. Mr. Malczewski has considerable experience as a board member in several sectors.
Raul Almeida Cadena. Mr. Cadena was born on March 11, 1976. He took part in a Board Member Course, IBCG (2019); and holds a degree from the Business Administration Specialisation, Fundação Dom Cabral and Kellogg School of Management (2011); an MBA from the Harvard Business School (2003–2005); and a Bachelor's Degree in Electronic Engineering, Instituto Tecnológico de Aeronáutica – ITA (1999). He was previously Vice President of Customers and Energy Marketing (2021–2023) and CFO (2014–2021) at Auren Energia; Board Member at CESP (2019–2021). At Copel, he is member of the Board of Directors and the Coordinator of the Investment and Innovation Committee.
Moacir Carlos Bertol. Mr. Bertol was born on September 18, 1952. He holds a Bachelor's Degree in Electrical Engineering from the Pontifícia Universidade Católica do Rio Grande do Sul (PUC-RS) (1978). He served as Chief Executive Officer of Copel Geração e Transmissão S.A. (Copel GeT) (2019–2024); as a member of the Board of Directors of Copel GeT (2019–2024 and Sep/2025 to Feb/2026); as Chief Executive Officer of F.D.A. Geração de Energia Elétrica S.A. (2019–2020); as Deputy Secretary of Energy Planning and Development at the MME (2011–2019); as a Board Member of UHE Belo Monte (2012–2017) and was a career employee at Eletrobrás-Eletrosul (1979–2017). He is member of our Board of Directors and the Coordinator of the Institutional Relations Committee.
Marco Antônio Barbosa Cândido. Mr. Cândido was born on March 6, 1969. Mr. Cândido holds a Ph.D. and a Master’s degree in Production Engineering from Universidade Federal de Santa Catarina - UFSC (1997 and 1994), and a degree in Aeronautical Mechanics Engineering from Instituto Tecnológico de Aeronáutica - ITA (1991). He attended professional programs such as Improvement in Governance for Directors and Fiscal Councilors of State-Owned Companies and Mixed Economy Corporations by IBGC (2022) and Continued Development Plan for Directors by IBGC (2022). Mr. Cândido is currently a member of our Board of Directors and the Coordinator of the Statutory Audit Committee. He is also Chief Executive Officer and Founding Partner at MBC Consultoria, and member of the Board of Aebel, Expresso Princesa dos Campos and Yuzer Tecnologia da Informação S.A.. Previously, at Copel he was Chairman of the Statutory Audit Committee (2017-2023); Coordinator of the Investment and Innovation Committee (2021-2025); member of the Sustainable Development Committee, and member of the Board of Directors of Copel Distribuição S.A..
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Geraldo Corrêa de Lyra Junior. Mr. Lyra was born on August 15, 1964. He holds an MBA in Politics and Defense from Centro Universitário de Lins - UNILINS (2015), an MBA in Advanced Executive Development - Process Management at Fluminense Federal University (2008); and a Bachelor of Aeronautical Sciences as Colonel Aviator at the Air Force Academy - AFA (1987). He also attended several courses such as Higher Defense Course from Escola Superior de Guerra - ESG (2015); Aerospace Policy and Strategy Course from Escola de Comando e Estado-Maior da Aeronáutica (2015); and Command and General Staff Course at the Aeronautics Command and General Staff School (2008). He previously was Reserve Colonel in the Brazilian Air Force (FAB) since 2017; Brazilian Military Representative at the UN Conference on Disarmament for the FAB (2013–2014); Commander of the FAB Air Base in Brasília (2011–2012); and Commander of the Federal Government’s Presidential Aircraft (2003–2011), Member of the Investment and Innovation Committee of Copel (2023–2024); Member of the Minority Shareholders Committee of Copel (2023). At Copel, he is Member of the Board of Directors and Coordinator of the Sustainable Development Committee.
Jacildo Lara Martins. Mr. Martins was born on October 28, 1966. He holds a Bachelor of Laws from UniOpet University (2012) and is pursuing a Post-graduation degree in Public Law with emphasis on Constitutional Law and a Post-graduation in Environmental Law, both at Escola Superior Verbo Jurídico. He previously was Member of the Minority Committee at Copel (2023); Information Technology Manager at Itaipu Binacional (1991-2019); and Data Processing Center Manager at Cetil Data Processing (1980-1985). At Copel, he is a Member of the Board of Directors and Coordinator of the Cyber and Information Security Committee.
Viviane Isabela de Oliveira Martins. Ms. Martins was born on August 22, 1976. She holds a degree in Industrial Mechanical Engineering from CEFET-MG (2000), a post-graduate degree in Business Management from Fundação Dom Cabral in Belo Horizonte (2001), a Professional Master's Degree in Business Administration, with an emphasis on Finance, from Fundação Pedro Leopoldo (2005), a PhD in Business Administration - International Business, from PUC Minas (2016) and an extension course Advisor Trends Innovation: certification program, from Inova Business School in São Paulo (2020). She was previously the CEO of the Falconi Group (2018–2025); Managing Partner of Falconi Consultores (2014–2025); Chairman of Falconi Consultores (2018–2023); and Member of the Boards of Directors of Actio Digital S.A. (2024), GC Sistemas de Tecnologia e Segurança S.A. (2023–2025), and Environ S.A. (2023–2024). Ms. Martins is currently a Member of the Board of Directors of Aché Laboratórios (since 2025). At Copel, Ms. Martins is currently a member of the Board of Directors, Member of the People Committee and Member of the Ethics Committee.
Pedro Franco Sales. Mr. Sales was born on September 7, 1977. He is a CFA Charterholder (2006) and holds a degree in Electrical Production Engineering, from PUC Rio de Janeiro (2000). Previously he was a Member of the People Committee of Copel (2024); Founding Partner and Equity Manager of Verde Asset Manegement (2015-2022); and Member of the Board of Directors at Cyrela Commercial Properties (2011-2021).He is currently a Member of the Board of Directors at GPS Participações e Empreendimentos S.A. and at Hospital Mater Dei S.A. At Copel, he is currently a Member of the Board of Directors, Member of the Investment and Innovation Committee and Member of the Statutory Audit Committee.
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EXECUTIVE BOARD
Our Executive Board meets fortnightly and is responsible for our daily management. Each Executive Officer also has individual responsibilities established by our Bylaws and other internal regulations.
According to our Bylaws, our Executive Board consists of nine members. The Executive Officers are elected by the Board of Directors for two-year terms, reelection being permitted, but may be removed by the Board of Directors at any time. The terms of the current members of the Executive Board expire in May 2026. The current members are as follows:
Name
Position
Since
Daniel Pimentel Slaviero
Chief Executive Officer
2019
Márcia Cristine Ribeirete Baena
Vice President of People and Management
2024
Felipe Gutterres Ramella
Vice President of Finance and Investor Relations
2024
Diogo Mac Cord De Faria
Vice President of Strategy, New Business and Digital Transformation
2024
Yuri Müller Ledra
Vice President of Legal and Compliance
2024
Vicente Loiácono Neto
Executive Director of Governance, Risk and Compliance
2018
David Campos
Executive Director of Communication
2019
André Luiz Gomes da Silva
Vice President of Regulation and Market
2024
Anderson Cotias e Silva
Executive Director of Supply
2024
The following are brief biographies of the current members of our Executive Board:
Daniel Pimentel Slaviero. Mr. Slaviero was born on November 22, 1980. Mr. Slaviero attended the Owner/President Management - OPM program (2015) and the YPO Harvard President Seminar (2010), both from Harvard Business School. Mr. Slaviero also completed the Executive Business Program (STC) from Kellogg School of Management/Fundação Dom Cabral (2009); and holds a degree in Business Administration from Universidade Positivo - UP (2001). He attended professional development programs such as Improvement in Governance for Administrators and Fiscal Council members of State-Owned and Mixed Economy Companies by IBGC (2022); Continuous Development Plan for Administrators by IBGC (2022). He is currently our Chief Executive Officer and serves as Chairman of the Board of Directors of our wholly-owned subsidiaries Copel Geração e Transmissão S.A., Copel Distribuição S.A., Copel Comercialização S.A., and Copel Renováveis S.A. (currently Copel Serviços S.A.). He is also Full member in the consumption category of the Board of Directors of ONS - Operador Nacional do Sistema Elétrico. Previously at Copel he acted as Member and Executive Secretary of the Board of Directors (2019-2023); Member of the Investment and Innovation Committee (2021-2023); and Member of the Sustainable Development Committee (2021-2023).
Vicente Loiácono Neto. Mr. Loiácono was born on June 4, 1983. He holds a Master’s Degree in Business Law and Citizenship from Centro Universitário Curitiba - Unicuritiba (2021); a post-graduate degree in Civil Procedure Law - Great Transformations from Universidade do Sul de Santa Catarina (2010), and a Bachelor’s degree in Law from Centro Universitário Curitiba – Unicuritiba (2007). He attended several professional development courses such as PDCA 2022/2023 - Workshop on Human Capital by IBGC (2023); Improvement in Governance for Administrators and Fiscal Council Members of State-owned Companies and Mixed Economy Companies by IBGC (2022) and Continued Development Plan for Administrators by IBGC (2022). He is currently the Executive Director of Governance, Risk and Compliance, Coordinator of the Ethics Committee and Member of the Cyber and Information Security Committee. Mr. Loiácono has been a lawyer at the company since 2011, where he also served as Legal and Compliance Chief Officer, Advisor to the Chief Executive Office and to the Chief Legal Office (2013); and as Member of the Ethical Guidance Council.
David Campos. Mr. Campos was born on November 05, 1969. Mr. Campos received a Bachelor’s degree in Social Communication - Journalism from Universidade Estadual de Ponta Grossa - UEPG (1990). He attended several professional development courses such as PDCA 2022/2023 - Workshop on Human Capital by IBGC (2023); Improvement in Governance for Administrators and Fiscal Council Members of State-owned Companies and Mixed Economy Companies by IBGC (2022) and Continued Development Plan for Administrators by IBGC (2022). He is currently our Executive Director of Communication.

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Felipe Gutterres Ramella. Mr. Gutterres was born on April 14, 1973. He holds a Specialization degree in Business Administration, from Instituto de Pós-Graduação em Administração, Universidade Federal do Rio de Janeiro - UFRJ (2000) and a Degree in Economics also from UFRJ (1996). He attended several professional development programs such as Board Member Training Program, at Fundação Dom Cabral - FDC (2020), General Management Program, at Harvard Business School, Boston - USA (2009), Industrial Marketing Management, at Escola de Marketing Industrial (2003), Executive MBA - COPPEAD, at UFRJ (2001); Project Finance, at Euromoney Training - New York - USA (1999); and Planning and Financial Decision Making in Oil and Gas, at Shell Lensbury Center - Teddington, England (1998). At Copel he currently is Vice President of Finance and Investor Relations, being also Chief Finance and Investor Relations Officer at Copel Geração e Transmissão S.A., Copel Distribuição S.A., Copel Comercialização S.A. and Copel Serviços S.A.
Márcia Cristine Ribeirete Baena. Ms. Baena was born on January 19, 1972. She holds a Post-MBA degree for completing the Advanced Boardroom Program for Women, from Saint Paul Business School (2019), besides holding an Executive MBA degree in Business Management and Strategy from Universidade Federal do Paraná - UFPR (2003), a Specialization degree in Business, with an emphasis on Human Resources, from Pró-Reitoria de Pesquisa e Pós-Graduação, PUC-PR (1998), and a degree in Psychology, from UFPR (1995). She attended several professional development programs, such as People, Culture and Governance Committee, from IBGC (2023), Leading Innovation as Board Members - Lessons from Israel, Tel-Aviv University (2022), Digital on Board - Training Program for Board Members with Digital Fluency, by HSM (2020-2021), Women in Business, by the London School of Economics - LSE (2019), Transition into Leadership, by the Cargill Leadership Academy, USA/ARG/BRA (2009), Change Management Training, from Prosci Change Management Learning Institute, USA (2008), Leadership Architect 101 - 9 Box Lominger Methodology - Buenos Aires, Argentina (2008), Cargill Women's Forum 2006 - Minneapolis, USA, (2006) and Training for Coordinators in Group Dynamics, from Sociedade Brasileira de Dinâmica dos Grupos - SBDG (2000). At Copel she is currently Vice President of People and Management, being also a member of the Board of Directors of Copel Distribuição S.A. and Copel Serviços S.A.
Diogo Mac Cord de Faria. Mr. Faria was born on March 20, 1983. He holds a Master’s Degree in Public Administration from Harvard University (2017); PhD in Sciences from the Electrical Engineering Program at USP (2016); Master's Degree in Technology Development from Lactec (2013); and a Degree in Mechanical Production Engineering from PUC-PR (2007). He is currently our Vice-President of Strategy, New Business and Digital Transformation, Member of the Cyber and Information Security Committee, General Director of Copel Serviços S.A., Member of the Board of Directors of Copel Serviços S.A., Copel Geração e Transmissão S.A. and Copel Comercialização S.A.
Yuri Müller Ledra. Mr. Ledra was born on June 12, 1986. He holds a Specialization degree in Civil and Business Law from Pontifícia Universidade Católica do Paraná (2015), a Law degree from Faculdade de Ciências Sociais de Florianópolis (2010); and a Degree in Business Administration, with a major in Foreign Trade, from Centro de Educação Superior Unica (2009). He is currently our Vice President of Legal and Compliance and Legal and Compliance Officer at Copel Geração e Transmissão S.A., Copel Distribuição S.A., Copel Comercialização S.A. and Copel Serviços S.A.
André Luiz Gomes da Silva. Mr. Silva was born on August 10, 1976. He holds a Master's Degree in Economics from Instituto Brasileiro de Ensino, Desenvolvimento e Pesquisa de Brasília (2023) and a Degree in Electrical Engineering from Universidade Federal de Engenharia de Itajubá (1999). He attended professional development programs such as Course for Board Members, by the IBGC (2023). He is currently our Vice President of Regulation and Market.
Anderson Cotias e Silva. Mr. Silva was born on July 30, 1979. Mr. Silva holds an Executive MBA degree (Program for Management Development) in General Management, from IESE Business School (2023); MBA in Business Management from IBMEC-RJ (2015); Specialization in Metallurgical Engineering with an emphasis on Steelmaking, from PUC-RJ (2008); and a Degree in Business Administration from Universidade do Grande Rio (2007). He attended professional development programs such as Business for All - Management, from Harvard Business School (2023); Digital Transformation, from MIT Sloan Executive Education (2022); Innovation Leadership Program, from Tel Aviv University - Lahav Executive Education (2022); Green Belt - Six Sigma, by Seta Desenvolvimento Gerencial (2011); and Training Course in Business Logistics, COPPEAD, from Federal University of Rio de Janeiro - UFRJ (2006). He is currently our Executive Director of Supply.
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FISCAL COUNCIL
Our Fiscal Council is a non-permanent functioning body. The Fiscal Council consists of three members and three alternates elected for one year terms by the shareholders at the annual meeting. The Fiscal Council, which is independent of our management and of our external auditors, has the responsibilities provided for in Federal Law No. 6,404/1976, which include, among others:
•reviewing our financial statements and reporting on them to our shareholders;
•issuing reports on proposed changes in capitalization, corporate budgets and proposed dividend distributions and any corporate reorganization to be submitted to the shareholders; and
•in general, supervising the activities of management and reporting on them to our shareholders.
The following table lists the current and alternate members of the Fiscal Council, who were appointed at the 70th annual shareholders’ meeting, held on April 24, 2025. The term of all members of the Fiscal Council indicated below will expire in April 2026.
Name
Since
Demetrius Nichele Macei
2019
Sérgio Henrique da Fonseca
2025
Filipe Bordalo di Luccio
2024
Alternates

José Paulo da Silva Filho
2019
Paulo Roberto Franceschi
2025
Verônica Gomes Vairo
2025
AUDIT COMMITTEE
Our Bylaws provide for the functioning of our statutory Audit Committee, composed of three members, with a unified term of office of two years, elected and dismissed by the Board of Directors, reelection being permitted, and whose characteristics, composition, functioning and expertise requirements are provided for in specific Rules of Procedure. This Committee is subordinate to the Board of Directors, to which it is directly linked. The majority of its members shall be independent. At least one member shall also be a member of the Board of Directors, one member shall not be a member of the Board of Directors and one member shall have recognized professional expertise in corporation accounting, audit and finance matters.
Pursuant to the Rules of Procedure of the statutory Audit Committee, each member must be appointed by, and may be replaced by, a resolution of our Board of Directors. The current members of our Audit Committee are Mr. Marco Antônio Barbosa Cândido (Coordinator), Carlos Biedermann (audit committee financial expert) and Mr. Pedro Franco Sales, all of them independent members.
The statutory Audit Committee is responsible for supervising the processes related to the preparation of our financial statements, ensuring that we are in compliance with all legal requirements related to our reporting obligations, monitoring the work of the independent auditors and our staff who are responsible for our internal auditing and reviewing the effectiveness of our internal control and risk management procedures and staff. The statutory Audit Committee meets at least nine times a year or extraordinarily whenever necessary.
In accordance with our Bylaws, the statutory Audit Committee also plays a role in organizing our Internal Audit area, an internal function linked to our Board of Directors through our statutory Audit Committee. Our Board of Directors will approve the Annual Internal Audit plan, as proposed by the Internal Audit, with the help of the statutory Audit Committee and will name the head of the Internal Audit after the recommendation of the statutory Audit Committee. Our Internal Audit is responsible for submitting a risk-based audit plan to, and carrying out audit work requested by the Board of Directors, the statutory Audit Committee and management, following up on findings and corrective actions and periodically report to senior management and the statutory Audit Committee on any corrective actions not effectively implemented, and ensuring that the principles of integrity, objectivity, confidentiality and competence are applied and complied with.
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INVESTMENT AND INNOVATION COMMITTEE (CII)
In 2021, we created the Investments and Innovation Committee (the “CII”), an advisory body to the Board of Directors, and approved the Investment Policy to improve capital allocation, an essential tool for the execution of our Strategic Guidelines of sustainable growth, value generation for shareholders and the longevity of our energy business. The policy establishes criteria for the selection, prioritization, evaluation, approval and monitoring of investments. As such, the development of projects takes this Policy and our Strategic Guidelines into account. Our Investment Policy is available on our website ri.copel.com/en/.
The CII is a permanent statutory body which provides support to our Board of Directors. The CII’s purpose is to analyze and issue recommendations regarding our investment plans, in order to facilitate robust oversight of our investments by the Board of Directors. The CII works closely with us and its scope may be extended to controlled companies, affiliates and other companies in which we hold equity interests.
It is composed of three members, of which 1 is currently vacant and 2 are currently filled, with a unified term of office of two years, elected and dismissed by the Board of Directors, reelection being permitted.
Member
Position
Since
Raul Almeida Cadena
Coordinator
2025
Pedro Franco Sales
Member
2024
SUSTAINABLE DEVELOPMENT COMMITTEE (CDS)
The Sustainable Development Committee (“CDS”) is an independent and permanent body that advises the Board of Directors. CDS may interact with companies directly or indirectly controlled by us when determined by the Board of Directors. Its role, operation and composition are determined by internal policies approved by the Board of Directors. Among its activities, we highlight the assistance to the set of guidelines, policies and principles for the management of personnel and our sustainable development, focusing on social, environmental and governance (“ESG”) matters, based on best market practices.
It is composed of three members, with a unified term of office of two years, elected and dismissed by the Board of Directors, reelection being permitted.
Member
Position
Since
Geraldo Corrêa de Lyra Junior
Coordinator
2024
Daniella Godinho Abreu
Member
2026
Moacir Carlos Bertol
Member
2025
PEOPLE COMMITTEE
Our People Committee is an independent and permanent body that advises the Board of Directors. Its main role is to work on the proposition of policies and guidelines in respect of managing people. Further information on this operation is detailed in internal policies approved by the Board of Directors.
It is composed of three members, of which 1 is currently vacant and 2 are currently filled, with a unified term of office of two years, elected and dismissed by the Board of Directors, reelection being permitted.
Member
Position
Since
Viviane Isabela de Oliveira MartinsCoordinator2024
Bruno Bretas de Macedo Silva
Member
2025
EXECUTIVE COMPENSATION
The total compensation of the Board of Directors, the Executive Board, and the Fiscal Council is set annually at our Annual Shareholder Meeting. Under paragraph 3 of article 162 of Law No. 6,404/1976, the compensation of the members of our Fiscal Council must be equal to or greater than 10% of the average compensation paid to the members of the Executive Board (excluding benefits, representation funds, and profit-sharing plans, if applicable). The members of the Fiscal Council received, in 2025, 15.4% of the average compensation paid to the members of the Executive Board.
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The members of the Audit Committee received 34% more (and the coordinator of the Audit Committee 60.2% more) than the fixed monthly compensation paid to the members of the Board of Directors.
For the year ended December 31, 2025, the consolidated compensation paid by us to the members of our Board of Directors, Executive Board, and Fiscal Council was R$ 53.6 million, 78.0% of which was allocated to the Executive Board, 17.3% to the Board of Directors, 4.1% to the Committees, and 0.6% to the Fiscal Council, as approved by the Annual General Meeting held on April 24, 2025.
The following table shows additional details about the compensation paid to the members of our Board of Directors, Executive Board, and Fiscal Council for the periods indicated.

Compensation (R$’000) in the years ended December 31
Board of Directors
Executive Board
Fiscal Council
Area
2025202420232025
2024
2023
2025
2024
2023
Number of members(1)
9.258.839.089.258.587.082.083.004.42
Total Salary
4,924.41 3,185.48 1,736.60 10,552.66 8,190.45 6,292.88 337.88 466.65 622.74 
Largest Salary
1,108.60 818.41 411.61 2,390.45 1,584.92 1,051.87 175.36 168.74 155.50 
Smallest Salary
474.30 313.20 267.55 720.00 799.41 891.48 175.36 168.74 141.37 
Average Salary
532.37 360.62 179.07 1,140.83 954.23 824.70 162.44 155.55 102.70 
Compensation for attending committees
2,187.55 1,505.65 1,124.06 — — — — — — 
Others(2)
4,329.42 3,675.62 129.68 31,309.59 32,064.72 3,742.15 — — 4.11 
Total(3)
11,441.38 8,366.75 2,990.34 41,862.24 40,255.16 10,035.03 337.88 466.65 626.85 
(1) This figure corresponds to the average number of members per year.
(2) This refers to Post-employment benefits (private pension), Direct and Indirect Benefits (Pro Saúde), Bonuses (Directors only), Long-Term Incentives, and Meal Allowance (Directors only). Note that, according to CVM/SEP's Annual Circular 2026, amounts related to charges are not considered.
(3) Includes Total Salary, Compensation for participating in committees, and Other.
As a compensation/severance mechanism for directors in the event of dismissal, at the discretion of the Board of Directors, we offer extraordinary compensation for entering into a non-compete agreement and for the protection of confidential information.
Long-Term Incentive Plan - ILP
In April, 2024, the Extraordinary General Shareholder Meeting approved our Restricted Stock and Performance Stock Grant Plan (the “Plan”, and each iteration a “Program”), which aims to: (i) align management and key position compensation with our long-term objectives; (ii) attach a portion of compensation to value creation for us; (iii) promote a culture of meritocracy and high performance; and (iv) retain and attract talent.
The Plan is managed by the Board of Directors, with the support of the People Committee. Directors are only eligible to receive restricted stock, and officers and key employees are eligible to receive restricted stock and performance-based restricted stock. (See note 27.4 of our audited consolidated financial statements).
Granting of restricted stock
Within the scope of the 1st and 3rd Programs of our grant plan, restricted shares may be granted in an amount corresponding to up to 0.2% of our share capital. The vesting of rights occurs after 2 years from the grant date, subject to the terms and conditions provided in the plan, programs, and specific contracts, unless otherwise defined by the Board of Directors.
The shares received by the participants are subject to a vesting period, starting from their delivery, for a period defined by the Board of Directors, with a minimum of 2 years for participants who are members of the Board of Directors. During the restriction period, the participant will be entitled to the dividends on the shares, as well as to exercise the political rights of the shares without restriction. As the restricted shares have characteristics very similar to our shares traded on the market, the fair value is calculated on the grant date using the market value of the shares.
Granting of restricted stock based on performance
Within the scope of the 2nd and 4th Programs of our grant plan, restricted shares may be delivered based on performance, in an amount up to 0.8% of our share capital. The acquisition of rights occurs after the lapse of 3 years from the grant date, subject to the terms and conditions set forth in the plan, programs, and specific contracts, and the Board of Directors may, exceptionally, establish a longer period. All or part of the shares received by participants may be subject to a restriction period, as defined by the Board of Directors.
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The programs have a performance condition linked to TSR (Total Shareholder Return), a market condition that must be incorporated into the fair value calculation of the granted assets. Therefore, the fair value calculation uses the Monte Carlo model to incorporate market performance conditions into the asset's fair value.
The cost of the programs is recognized "pro rata temporis," with vesting beginning on the date the contracts are signed, at which time both parties reach a mutual understanding of the terms and conditions of the agreement. The table below details the grants signed up to the date of these financial statements:
Shares grantedStart of vestingVesting dateRestriction untilFair value calculation methodInterest rateVolatility Fair value
R$		Status
1st Program 2024 (Restricted Shares)
397,742Aug.202401.05.202505.01.2027
Price on the date of grant
n/an/a8.62Settled
516,047Oct.202410.25.2025n/an/an/a8.19Settled
516,050Oct.202410.25.2026n/an/an/a8.19In progress
516,058Oct.202410.25.2027n/an/an/a8.19In progress
39,564June.202504.30.2025n/an/an/a11.75Settled
51,605June.202510.25.2025n/an/an/a11.75Settled
39,564June.202504.30.2026n/an/an/a11.75In progress
3rd Program 2025 (Restricted Shares)
886,265Oct. 202504.25.202704.25.2029
Price on the date of grant
n/an/a12.10In progress
2nd Program 2024 (Performance Shares)
1,910,717June.202505.01.202710.28.2027Monte Carlo
10.00% (*)
21.73% (**)
15.41In progress
4th Program 2025 (Performance Shares)
2,738,579Oct.202505.02.202811.02.2028Monte Carlo
10.00% (*)
22.46% (**)
15.91In progress
(*) Long-term interest rate - Focus Bulletin, Central Bank of Brazil.
(**) Calculated by the standard deviation of daily returns, considering the historical value of the share (CPLE3), in a period proportional to the expected acquisition of rights.
During the year 2025, some of the granted shares were liquidated through the delivery of shares held in treasury (See note 27.5 of our audited consolidated financial statements), in accordance with the Plan.
EMPLOYEES
As of December 31, 2025, we had 4,276 employees of Copel and wholly-owned subsidiaries, compared to 4,389 employees on December 31, 2024, and 5,804 employees on December 31, 2023. The table below shows the number of employees and the distribution of employees by area of expertise, with the data indicated for each area of expertise.
Area
2025
2024
2023
Generation and transmission
1,064
1,091
1,477
Distribution
3,110
3,199
4,203
Services
———
Corporation staff and research and development
51
60
83
Other employees
51
39
41
Total employees of Copel and wholly-owned subsidiaries
4,276
4,389
5,804
Compagas
——
129
Elejor
—
7
7
Araucária
——
14
Total
4,276
4,396
5,954
All of our employees are covered by collective bargaining agreements, which we renegotiate annually with the labor unions representing various professional categories. In 2025, we negotiated and signed labor agreements with the unions representing our employees, effective as of October for a period of two years. We agreed to salary increases of 5.10%.
We provide a range of benefits to our employees. The most significant is our sponsorship of the Copel Foundation for Social Security and Assistance, which complements the Brazilian government's retirement and healthcare benefits available to our employees. As of December 31, 2025, approximately 94.9% of our employees had opted into a defined contribution plan.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 95
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
In accordance with federal legislation and our compensation policy, our employees participate in a profit-sharing plan. Our Board of Directors and the shareholders must approve the amount of such compensation, which is determined based on our agreement with the entities representing our employees. The amount of profit-sharing distribution for the 2025 fiscal year will be calculated based on agreed-upon targets and disclosed after the Annual Shareholder Meeting scheduled for April 2026. The amount of profit-sharing distribution reserved and approved for the 2025 fiscal year will be determined following the disclosure of our results.
On February 12, 2020, our Board of Directors approved the implementation of a short-term incentive program, known as the Performance Award (PPD), for us and our wholly owned subsidiaries, to align efforts across organizational levels with our strategic objectives. The most recently completed cycle of the program began on January 1, 2024, and ended on December 31, 2024. Payment occurred in April 2025. The results at the end of this cycle show that 38% of our business units exceeded their targets, with an average Target Achievement Index (ICM) of 90.75%. The results for the 2025 fiscal year cycle will be audited, with payment scheduled for April 2026.
SHARE OWNERSHIP
As of the date of this annual report, board members and executive officers held, collectively, directly or indirectly, less than 1.0% of any class of our shares.
The following table presents information relating to the beneficial ownership of our Common Shares as of the date of this annual report, by each of our named directors, executive officers, and members of the Fiscal Council.
The number of Common Shares beneficially owned by each person, director, officer, or member of the Fiscal Council is determined in accordance with the rules of the SEC, and the information is not necessarily indicative of beneficial ownership for any other purpose. Under such rules, beneficial ownership includes any shares over which the individual has sole or shared voting power or investment power. Except as otherwise indicated, and subject to applicable community property laws, the persons named in the table have sole voting and investment power with respect to all Common Shares held by that person.
Number of Shares Beneficially Owned
Percentage of Outstanding Shares
Board of Directors
Marcel Martins Malczewski
113,453 0.004 %
Geraldo Corrêa de Lyra Junior24,844 0.001 %
Jacildo Lara Martins24,844 0.001 %
Marco Antônio Barbosa Cândido
24,844 0.001 %
Moacir Carlos Bertol
— — %
Pedro Franco Sales
74,844 0.003 %
Raul Almeida Cadena
— — %
Viviane Isabela de Oliveira Martins24,844 0.001 %
Executive Officers
— %
Daniel Pimentel Slaviero
147,683 0.005 %
David Campos36,919 0.001 %
Felipe Gutterres Ramella
— — %
Anderson Cotias E Silva
— — %
André Luiz Gomes Da Silva
— — %
Diogo Mac Cord de Faria
— — %
Márcia Cristine Ribeirete Baena
— — %
Yuri Müller Ledra— — %
Vicente Loiacono Neto36,919 0.001 %
Rogerio Pereira Jorge— — %
Adriano Fedalto— — %
Marcos Paulo Boaventura Severino Rezende— — %
Marco Antonio Villela de Abreu31,056 0.001 %
Julio Shigeaki Omori— — %
Karine Matsunaga Lopes Torres— — %
Rodolfo Moraes Fontes Lima39,873 0.001 %
Fiscal Council— %
Filipe Bordalo Di Luccio— — %
Sérgio Henrique da Fonseca— — %
Demetrius Nichele Macei— — %
José Paulo da Silva Filho
— — %
Paulo Roberto Franceschi
— — %
Veronica Gomes Vairo
736 — %
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 96
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS
MAJOR SHAREHOLDERS
In 2023, we completed our transformation into a corporation with dispersed capital and without a controlling shareholder, following the secondary offering of shares held by the State of Paraná and the primary offering of new shares. Upon completion of the Base Offering, the State of Paraná reduced its voting share ownership.
Following the migration to Novo Mercado on December 22, 2025, our share capital is now R$ 12,831,618,938.25, consisting of 2,982,810,590 common shares without par value, and 1 special class of preferred share held exclusively by the State of Paraná.
As of December 31, 2025, the State of Paraná directly held 15.9% of the Common Shares. On December 31, 2025, BNDESPAR owned directly 21.99% of the Common Shares.
The following table sets forth certain information regarding the ownership of our Common Shares on March 31, 2026:
Shareholder
Common Shares


(% of total)
State of Paraná
474,643,91115.9 %
BNDESPAR
589,807,81019.8 %
BlackRock
154,134,4745.2 %
Public Float - Traded as part of ADS(1)
100,654,4693.4 %
Public Float - Traded on the B3
1,643,334,18055.1 %
All directors and officers as a group with trading on B3(2)
662,894— %
Public Float – Traded on Latibex
1,549,5100.1 %
Other(3)
5,962,9430.2 %
Treasury12,723,2940.4 %
Total
2,982,810,590100.0 %
(1)Includes shares held through ADS.
(2)As of March 31, 2026, our directors and officers owned an aggregate of 733,823 Common Shares. None of our directors and officers holds more than 1% of our Common Shares.
(3)Shares held directly in the records of our registrar.
As of March 31, 2026, 19.16% of Common Shares were held by United States residents registered at B3 and ADSs listed on the NYSE represented 3.43% of Common Shares.
Golden Share
The Paraná State Law 22,272/2022, which allowed our transformation into a corporation with dispersed capital and without a controlling shareholder, created a special class of preferred share called the Golden Share, owned exclusively by the State of Paraná. The Golden Share grants the State of Paraná the power to veto decisions at our general meetings on certain issues, such as:
i)Approving and executing the Annual Investment Plan of Copel Distribuição S.A., if the investments from the 2021/2025 tariff cycle onwards do not reach at least twice the Regulatory Reinstatement Quota (“QRR”) for this cycle or in total until the end of the concession.
ii)Modifying our Bylaws to remove or alter:
a.the obligation to maintain our current name;
b.the obligation to maintain our headquarters in the State of Paraná;
c.the rule that prevents any shareholder or group from voting more than 10% of the total voting shares;
d.the rule that prohibits making, filing and registering shareholder agreements for the exercise of voting rights, except for forming blocks with a number of votes with fewer votes than the Bylaws limit.
The Golden Share was created by converting one common share held by the State of Paraná into a preferred share, and it gives the holder priority in getting their capital back, without any premium, if the company is liquidated, based on the shares percentage of our capital.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Share Dispersion Protection
Any shareholder or group of shareholders that directly or indirectly acquires common shares exceeding 25% of our voting capital must, if they do not reduce their holdings to below this threshold within 120 days, make a public offer to acquire all remaining common shares. This offer must be at a value at least 100% higher than the highest price of the common shares in the last 504 trading sessions prior to the date when the shareholder or group exceeded the limit, updated daily at the SELIC rate. However, this obligation does not apply to shareholders who, as of August 11, 2023, held more than the specified limit. It will apply if (1) their shareholding increases and exceeds 25% of the voting capital after a reduction, or (2) they acquire additional shares without reducing their shareholding below the set percentage and do not sell these within the specified period. For shareholders who acquire more than 50% of our voting capital and do not reduce their holdings to below this level within 120 days, a public offer must be made to acquire all remaining common shares. This offer must be at a value, at the minimum, 200% higher than the highest price of the common shares in the last 504 trading sessions before the date the limit is exceeded, updated daily at the SELIC rate.
RELATED PARTY TRANSACTIONS
We engage in transactions, including the sale of electric energy and charges for use of the transmission system, with our major shareholders and with our joint ventures and associates. The tariffs we charge on electric energy sold to our related parties are approved by ANEEL, and the amounts are not material. We also provide guarantees in the context of financing transactions and power purchase agreements entered into by our subsidiaries in the ordinary course of business.
Related party transactions are subject to specific governance rules regarding approval and disclosure pursuant to Brazilian Corporate Law and CVM and ANEEL regulations, as applicable, our Bylaws, our Related Party Transactions Policy (available at Copel investor relations website - https://ri.copel.com) and other internal policies.
The following summarizes the most significant transactions with our related parties. For more information, see Note 33 to our audited consolidated financial statements.
Transactions with entities with significant influence
BNDES and BNDESPAR
BNDESPAR, a wholly-owned subsidiary of BNDES, owns 21.99% of our Common Shares. BNDES has granted us loans to finance the construction of generation and transmission facilities and both BNDES and BNDESPAR have purchased debentures issued by Cutia, Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III, Nova Eurus IV and Ventos de Santo Uriel Wind Farms, which are our subsidiaries. As of December 31, 2025, we had an aggregate of R$ 1,180.1 million in outstanding net debt with BNDES and BNDESPAR under these financing transactions. For additional information, please see Notes 19 and 20 to our audited consolidated financial statements, as well as Item 5. Operating and Financial Review and Prospects - Liquidity and Capital Resources. In addition, we had R$ 298.1 million recorded as dividends payable to the BNDESPAR as of December 31, 2025.
State of Paraná
As of December 31, 2025, we had R$ 0.3 million in receivables from the State of Paraná and R$ 215.7 million recorded as dividends payable to the State of Paraná.
Transactions with Joint Ventures and Affiliates
As of December 31, 2025, we had R$0.9 million in receivables with our Joint Ventures and Associates, referring to operation and maintenance services agreements and we had R$ 140.5 million recorded as dividends receivable from them.
Transactions with other related parties
Fundação Copel de Previdência e Assistência - Fundação Copel
Fundação Copel de Previdência e Assistência (“Fundação Copel”) is a closed pension fund sponsored by us and other entities that runs and operates benefit plans, welfare and social assistance. In 2025, we made payments to Fundação Copel consisting of rental and for expenditure on pension and welfare plans as disclosed in Notes 21 and 33 to our audited consolidated financial statements.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Others
As of December 31, 2025, we had balances receivable and payable from other related parties relating mainly to contracts for the provision of services, research and development, sale of energy and basic sanitation, as disclosed in Note 33 to our audited consolidated financial statements.
Transactions with key management staff
The fees and social security charges and the pension and healthcare plans expenses with the Management are disclosed in Notes 21.2 and 29.2 to our audited consolidated financial statements.
ITEM 8. FINANCIAL INFORMATION
See section Financial Information.
A. Consolidated Financial Information
See “Item 5. Operating and Financial Review and Prospects—Overview” and “Item 18. Financial Statements.”
LEGAL PROCEEDINGS
We are currently subject to numerous proceedings relating to civil, administrative, labor and tax claims. Our audited consolidated financial statements only include provisions (i) when we have a present obligation (legal or constructive) resulting from a past event, (ii) it is probable (i.e., more likely than not) that an outflow of resources embodying economic benefits will be required to settle the obligation, (iii) and a reliable estimate can be made of the amount necessary to settle the obligation.
As of December 31, 2025, our provisions for legal claims in which the losses are rated probable were R$ 1,571.6 million (does not include the provision for allocation of PIS and COFINS credits of R$ 780.6 million referred to below in the item “Tax and Social Contribution Claims”). However, it is possible that some amounts actually paid are different from the estimates made in recognizing these provisions because of determinations of final judgments and/or liquidations of the award.
As of December 31, 2025, we estimated the value of R$ 2,390.2 million in claims against us for which no provisions have been made because it is not probable an outflow of resources that incorporate economic benefits to settle the obligation, of which R$ 275.6 million correspond to labor claims, R$ 12.6 million to employee benefits, R$ 1,478.9 million to regulatory claims; R$ 216.1 million to civil claims; and R$ 407.0 million to tax claims. For more information, see Note 26 to our audited consolidated financial statements.
Tax and Social Contribution Claims
In the second half of 2010, two lawsuits were decided before the Federal Regional Court (Tribunal Regional Federal) in favor of the Brazilian government, reversing the prior judgment that recognized our immunity regarding the payment of COFINS tax. As a result, the Federal Internal Revenue Service (Receita Federal) issued an infraction notice demanding the payment of COFINS tax from the period between August 1995 and December 1996. As of December 31, 2025, we had provisioned R$ 114.7 million to cover expected losses related to these lawsuits.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Based on a final and unappealable decision in June 2020, in a lawsuit filed in 2009, Copel DIS was granted the right to exclude the full amount of ICMS from the PIS/COFINS tax base. In June 2022, the Federal Government enacted Federal Law 14,385/2022, which defines the destination of mandatory tax amounts that were collected in excess by the providers of the public electric energy distribution service in the country, due to the collection of PIS/COFINS on ICMS, recognized by the courts as undue. As a result of the law, the company recorded a provision that refers for the period comprising the 11th and the 16th year from the date of the final and unappealable decision of the lawsuit, based on the risk assessment carried out by our management and supported by the opinions of legal advisors. As of December 31, 2025, the provision recorded is R$ 780.6 million. On December 12, 2022, the Brazilian Association of Electric Energy Distributors - Abradee filed a Direct Unconstitutionality Proceeding (“ADI”) with the Federal Supreme Court - “STF” questioning Law No. 14,385/2022, that was partially upheld on August 14, 2025, resulting in the confirmation of the constitutionality of this law. However, according to the decision published on December 10, 2025, it was also determined: (i) that the 10-year period be observed, counted from the date of the effective refund of the undue payment to the distributors or the final approval of the compensation made by them; (ii) that the deduction of taxes levied on the refund, as well as specific fees incurred by the concessionaires, be allowed for the purpose of obtaining the refund of the undue payment; and (iii) that the receipt in good faith of the excess amount by the consumer user shall not be subject to refund. Open issues remain to be discussed with the STF, in particular some contradictions between what was discussed during the trial by the Justices and what was stated in the decision regarding the application of the statute of limitations. In view of this, Abradee filed an appeal for clarification, which is why there are still issues that may be addressed by the STF in the context of ADI 7324. We continue to actively monitor the legal proceedings and any developments.
Additionally, we are party to other tax claims for which we have provisions totaling R$ 31.4 million as of December 31, 2025.
Labor Claims and Employee benefits
We are the defendant in several labor lawsuits filed by either current or past employees of ours, related to overtime claims, dangerous work conditions, relocation, and other matters, for which, as of December 31, 2025, we have provisions totaling R$ 287.2 million.
We also are party to labor claims filed by former retired employees against Fundação Copel de Previdência e Assistência, which could have financial impacts for us if additional contributions are deemed necessary. As of December 31, 2025, we have set aside provisions totaling R$ 31.2 million.
Regulatory
We are disputing certain regulatory and legal proceedings in connection with ANEEL’s allegations that we violated regulatory standards. As of December 31, 2025, we have provisions totaling R$ 13.9 million.
Additional Claims
We are party to several lawsuits brought by landowners whose land has been affected by our transmission and distributions lines for which, as of December 31, 2025, we had provisions totaling R$ 235.9 million.
We are party to several lawsuits related, mainly to accidents involving equipment used in our electricity transmission and distribution grids and actions involving billing, supposed irregular procedures, administrative contracts, and vehicle accidents. As of December 31, 2025, we have provisions totaling R$ 172.1 million reflecting the expected losses related to these lawsuits.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
In January 2019, the Federal Prosecution Office (Ministério Público Federal – “MPF”) filed criminal charges against us before the 2nd Federal Court of Sinop. The MPF alleges that our construction activities at the Colíder Hydroelectric Plant on the Teles Pires River, in the Municipality of Colíder, in May 2014, caused significant environmental pollution and the death of more than 50 tons of fish, characterizing an environmental crime. As a result, the MPF is seeking the imposition of a punitive fine for the alleged infraction. We presented our legal defense. Witnesses were heard, and documents and technical reports were submitted to the court record. Copel obtained a favorable judgment, which was appealed by the MPF; the appeal was dismissed by the Federal Regional Court (TRF). The MPF filed an appeal with the Superior Court of Justice (STJ), which remains pending judgment. The timeline for the judiciary’s final decision remains uncertain. We are committed to vigorously defending against this action, amounting to an environmental crime. As a consequence, the MPF is seeking a punitive fine for the alleged infraction. We have submitted our legal defense. Witnesses were heard and documents and technical reports were submitted. Copel received a favorable sentence, which was appealed by the MPF, pending judgment by the TRF.
Contingent liabilities and contingent consideration recorded in the business combination
As a result of the assets swap with Axia, detailed in Note 1.2 of our audited consolidated financial statements, the contingent consideration and contingent liabilities of the acquired interests (HPP Mauá and Mata de Santa Genebra) were recorded in our liabilities on the date of the business combination.
With regard to contingent liabilities, of the total of R$ 358.8 million from Mata de Santa Genebra recorded at the date of the business combination, R$ 322.8 million refers to regulatory proceedings with Aneel that mainly discuss events that exclude liability due to delays in the start of transmission line operations. Of the HPP Mauá total of R$ 299.2 million recorded at the date of the business combination, R$ 292.2 million refers to civil lawsuits, mainly of an environmental nature arising from the construction of the plant. For the liabilities of Mata de Santa Genebra and HPP Mauá, indemnifiable assets were recorded in proportion to Axia's share before the business combination. As of December 31, 2025, the contingent liabilities recorded in business combinations amounted to R$ 658.0 million.
The contingent consideration refers to litigation involving the HPP Colíder that already existed prior to the asset swap transaction with Axia. The amount recorded as contingent consideration totaled R$ 383.1 million, of which R$ 354.4 million referred to the liability exclusion action involving the dispute over the transmission system usage tariff (TUST) and monetary adjustment on energy values for the liability exclusion period. As a result of the preliminary injunction that excluded the period of delay in the HPP Colíder project from liability for the delivery of energy contracted in the Regulated Contracting Environment (“ACR”), the CCEE proceeded with the credit, valued at the PLD, of the energy previously backed to comply with the ACR contracts. However, if the lawsuit is unsuccessful, we will return the credited amounts, adjusted by the IGPM. These amounts had been disclosed as contingent liabilities until the date of the business combination. As of December 31, 2025, this provision totaled R$ 362.5 million.
DIVIDEND PAYMENT
In accordance with our Bylaws and Brazilian Corporate Law, we must, except if decided otherwise, pay annual dividends for each fiscal year within sixty days of the declaration of the dividends at the annual shareholders’ meeting or by the Board of Directors. To the extent amounts are available for distribution, we are required to distribute as a mandatory dividend an aggregate amount equal to at least 25.0% of our adjusted net profit.
In accordance with our dividends policy, the annual amount of dividend proceeds will be determined based on financial parameters established at the end of each fiscal year, according to the following criteria:
a) A minimum of 75% of the net profit, subject to item 1.7.2 and 1.7.3 below;
b) A target financial leverage index of 2.8x, as measured by the Net Debt/EBITDA ratio, with a tolerance range of 0.3x for more (3.1x) or less (2.5x) and convergence within 24 months on the center of the range.
In order to meet its investment strategy, strengthen its financial position, and/or adapt to adverse market changes, we, at the discretion of our Board of Directors, may distribute amounts lower than the minimum payment established in item 1.7.1(a), excluding the mandatory dividend.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
For the purposes of measuring financial leverage, Net Debt and EBITDA are defined as follows:
a) “Net Debt” is the sum of all our consolidated financial debts to individuals and/or legal entities, including loans and financing from third parties, issuance of fixed income securities, convertible or not into shares, in the local and/or international capital market, minus the sum of availabilities (cash and financial investments) and the differential for derivative transactions, adjusted according to financial covenants provided for in our debt instruments;
b) “EBITDA” is the consolidated profit for the fiscal year, before interest, taxes, depreciation, and amortization (EBITDA). Shall not be considered (i) Non-consolidated equity results from affiliates and jointly controlled companies, (ii) Other extraordinary and/or non-recurring expenses and revenues (iii) Recognized loss due to reduction in recoverable value and reversal (impairment), and (iv) Other operational items that do not constitute cash inflow and outflow and that impact Net Profit according to financial covenants provided for in our debt instruments.
Calculation of Adjusted Net Profit
Annual dividends are payable from our adjusted net profit for such period. Brazilian Corporate Law defines “net profit” for any fiscal year as the profits of a fiscal year after the deduction of income and social contribution taxes for that fiscal year and after the deduction of any amounts allocated to employees’ and management’s participation in our results in such fiscal year. The “net profit” for a fiscal year is subject to adjustment by the addition or subtraction of amounts allocated to legal and other reserves, the result of which is known as our adjusted net profit.
In accordance with Brazilian Corporate Law, we must maintain a legal reserve, to which we must allocate 5% of our net profits for each fiscal year until such reserve reaches an amount equal to 20.0% of our capital stock (calculated in accordance with Brazilian Corporate Law). However, we are not required to make any allocations to our legal reserve in a fiscal year in which the legal reserve, when added to other established capital reserves, exceeds 30.0% of our total capital stock. The amounts to be allocated to such reserve must be approved by our shareholders in a shareholders’ meeting and may be used only for the increase of our capital stock or compensation of losses.
On December 31, 2025, our legal reserve was R$ 1,900.5 million, or 14.8% of our share capital at that date.
In addition to deducting amounts for the legal reserve, under Brazilian Corporate Law net profit may also be adjusted by deducting amounts allocated to:
•the contingency reserve: under Brazilian Corporate Law, our shareholders’ meeting, upon a justified proposal of our management, may decide to allocate a percentage of our net profits to a contingency reserve for anticipated losses that are deemed probable in future years, which amount may be estimated;
•the tax incentives reserve: under Brazilian Corporate Law, our shareholders’ meeting, upon a justified proposal of our management, may decide to allocate a percentage of our net profits resulting from government donations or subsidies for investment purposes.
On the other hand, net profits may also be increased by:
•the reversal of any amounts previously allocated to a contingency reserve in the fiscal year in which the loss that had been anticipated does not occur as projected or in which the anticipated loss occurs but is lower than the contingency allocated to it; and
•any amounts included in the unrealized profits reserve that have been realized in the relevant fiscal year and have not been used to offset losses, as approved by our shareholders’ meeting.
Moreover, our net profits are also adjusted by adding the realization of amounts registered under “Equity Value Adjustments.” The account “Equity Value Adjustments” was created as a result of the first-time adoption of IFRS by us in 2010, which caused a fair value revaluation of certain fixed assets and the adoption of the fair value as its “deemed cost” at that date. The increase of the deemed cost of fixed assets led to an increase in depreciation costs. Thus, our management has decided to add to the adjusted net profits the realization of the “Equity Value Adjustments” in order to compensate for effects of the increased depreciation costs. As of December 31, 2025, our adjusted net profits used to calculate our dividends was increased by R$ 42.6 million as a result of the deemed cost realization in the this fiscal year.
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Payment of Dividends
We are required to hold an annual shareholders’ meeting by April 30th of each year at which, among other things, an annual dividend may be declared by decision of the shareholders on the recommendation of the management, as approved by the Board of Directors. The payment of annual dividends is based on the financial statements prepared for the fiscal year ending December 31. Under Brazilian Corporate Law, we must pay dividends to shareholders of record within 60 days of the date of the shareholders meeting that declared the dividends. A shareholders’ resolution may set forth another date of payment, which must occur prior to the end of the fiscal year in which such dividend was declared. We are not required to adjust the amount of paid-in capital for inflation for the period from the end of the last fiscal year to the date of declaration or to adjust the amount of the dividend for inflation for the period from the end of the relevant fiscal year to the payment date. Consequently, the amount of dividends paid to holders of ADSs may be substantially reduced due to inflation.
Pursuant to our Bylaws, our management may declare interim dividends to be paid from profits in our semi-annual financial statements, in accordance with our dividend policy. Any payment of interim dividends counts towards the mandatory dividend for the year in which the interim dividends were paid. In accordance with our dividends policy, Board of Directors should approve at least once a year interim dividends.
Pursuant to Brazilian Corporate Law, we may pay interest on equity in lieu of dividends as an alternative form of making distributions to shareholders. We may treat a payment of interest on equity as a deductible expense for tax purposes, provided that it does not exceed the lesser of:
•the total amount resulting from (i) Long-Term Interest Rate (Taxa de Juros a Longo Prazo, or “TJLP”) multiplied by (ii) the total shareholders’ equity (determined in accordance with Brazilian tax legislation), less certain deductions prescribed by Brazilian tax legislation; and
•the greater of (i) 50.0% of current net income (after the deduction of social contribution on profits (Contribuição Social sobre o Lucro Líquido, or “CSLL”) and before taking such distributions and any deductions for corporate income tax) for the year in respect of which the payment is made or (ii) 50.0% of retained earnings and profit reserves for the year prior to the year in respect of which the payment is made.
In order to be eligible to receive amounts remitted in foreign currency outside of Brazil, shareholders who are not residents of Brazil and directly owns our shares must register with the Brazilian Central Bank in order to receive dividends, sales proceeds or other amounts with respect to their shares. The shares underlying the ADSs are held in Brazil by the Custodian, as agent for the Depositary, which is the registered owner of our shares.
Payments of cash dividends and distributions, if any, will be made in Brazilian currency to the Custodian on behalf of the Depositary, which will then convert such proceeds into U.S. dollars and will cause such U.S. dollars to be delivered to the Depositary for distribution to holders of ADSs. In the event that the Custodian is unable to immediately convert the Brazilian currency received as dividends into U.S. dollars, the amount of U.S. dollars payable to holders of ADSs may be adversely affected by devaluations of the Brazilian currency that occur before such dividends are converted and remitted. In the event the holder of an ADS fails to collect its dividends from the Custodian within three (3) years, counted as of the date when such dividend was made available, Brazilian Corporate Law states that such dividends may be returned to us. In this case, the ADS holder shall lose its right to receive the dividends.
The table below sets forth the cash distributions we paid/will pay as dividends and as interest on equity for the periods indicated.
Year
Payment date
Distribution (R$ thousands)
Payment per share (R$)
Common
Preferred A
Preferred B
UNIT
2024
Nov 2024
283,000 0.08981113 0.09879225 0.09879225 — 
2024
Nov 2024
202,111 0.06414087 0.07055498 0.07055498 — 
2024
Dez 2024
485,112 0.15395195 0.16934727 0.16934727 — 
profit reserves
Dez 2024
114,888 0.03646027 0.04010632 0.04010632 — 
profit reserves
May 2025
577,570 0.18364410 0.20200864 0.20200864 — 
2024
May 2025
672,454 0.21381346 0.23519481 0.23519481 — 
2025
Jan 2026
1,100,000 0.37036160091 — — — 
profit reserves
until Jun 2026 (*)
1,350,000 0.45453469202 — — — 
*approval of the date by resolution of the AGM
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The table below sets forth the cash distributions we paid/will pay as dividends and as interest on equity, converted to US$ based on the exchange rate at year-end, for the periods indicated.
Year
Payment date
Distribution (US$ thousands)
Payment per share (US$)



Common
Preferred A
Preferred B
Unit
2024(1)
Nov 202445,702 0.01450368 0.01595405 0.01595405 — 
2024(1)
Nov 202432,639 0.01035817 0.01139399 0.01139399 — 
2024(1)
Dec 202478,341 0.02486184 0.02734804 0.02734804 — 
profit reserves(1)
Dec 202418,553 0.005888000.006476810.00647681— 
profit reserves(1)
May 2025
93,2720.029656850.032622550.03262255— 
2024(1)
May 2025
108,5950.034528920.037981820.03798182— 
2025(2)
Jan 2026
199,913
0.06730910165— — — 
profit reserves(2)
until Jun 2026 (*)
245,347
0.08260662475— — — 
*approval of the date by resolution of the AGM
(1)US$ based on the exchange rate of 12/31/2024, R$ 6.1923
(2)US$ based on the exchange rate of 12/31/2025, R$ 5.5024
ITEM 9. THE OFFER AND LISTING
The principal trading market for our shares is B3. Our common shares trade on B3 under the ticker “CPLE3”. As of March 31, 2026, approximately 330,074 shareholders held our CPLE3 shares.
In the United States, our shares are traded in the form of ADSs, issued by the depositary pursuant to the deposit agreement among us, the depositary, the registered holders and beneficial owners of ADSs from time to time. Our ADSs, each representing 4 common shares, trade on the NYSE under the ticker “ELPC.”
Following our migration to the Novo Mercado segment, our share capital consists exclusively of common shares and one Golden Share, and only common shares are eligible for trading on B3 and other markets.
Our shares are also listed on Latibex, and trade under the ticker “XCOPO”.
ITEM 10. ADDITIONAL INFORMATION
MEMORANDUM AND ARTICLES OF ASSOCIATION
Organization
We are a publicly traded company duly registered with the CVM under No. 1431-1. According to Article Four of our Bylaws, we are authorized to pursue, directly or through consortia or in partnership with private companies, the following objectives and purposes:
•researching and studying, technically and economically, all energy sources, providing solutions for a sustainable development;
•researching, studying, planning, constructing and developing the production, transformation, transportation, storage, distribution and trade of energy in any of its forms, chiefly electric power, as well as fuels and energy raw materials;
•studying, planning, designing, constructing and operating dams and their reservoirs, as well as other undertakings for multiple uses of water resources;
•providing services in energy trading, energy infrastructure, information and technical assistance concerning the rational use of energy to business undertakings with the aim of implementing and developing economic activities deemed relevant for the development of the State of Paraná, upon approval by the Board of Directors; and
•developing activities in the areas of energy generation, electronic data transmission, electronic communications and control, cellular telephone systems, and other endeavors that may be deemed relevant to us and the State of Paraná, being authorized, for such aims, upon approval by the Board of Directors, and for the aims set forth in the second and third bullet points above, to join, preferably holding major stakes or controlling interest, consortia or concerns with private companies, pension funds or other private entities, to participate in bidding processes of new concessions and/or already established special purpose companies to exploit already existing concessions, having taken into consideration, besides the projects’ general features, their respective social and environmental impacts.
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Except as described in this section, our Bylaws do not contain provisions addressing the duties, authority, or liabilities of directors and management, which are instead established by Brazilian Corporate Law.
Qualification of Board of Directors
The current composition of the Board of Directors, for the 2025-2027 biennium, is made up of 7 to 9 members, of which: one elected by the holders of preferred shares; and up to eight elected by the holders of common shares. Following our migration to Novo Mercado and the conversion of all preferred shares into common shares, starting in the 2027-2029 biennium, all the members of the Board of Directors will be elected by Common Shares holders.
Limitations on Directors’ Powers
Under Brazilian Corporate Law and our Related Parties Transactions Policy, if a director or an executive officer has a conflict of interest with us in connection with any proposed transaction, the director or executive officer may not vote in any decision of the Board of Directors or of the Executive Board related to that transaction, and must disclose the nature and extent of the conflict of interest for transcription in the minutes of the meeting. A director or an executive officer may not transact any business with a company, including accepting any loans, except on reasonable and fair terms for us and conditions that are identical to the terms and conditions prevailing in the market or offered by third parties. According to our Bylaws, shareholders set the aggregate compensation payable to directors, executive officers, and members of the Fiscal Council. For more information, see “Item 6. Directors, Senior Management and Employees.” Our Bylaws do not establish any mandatory retirement age limits.
Board of Directors and Executive Board
According to our Bylaws, we are managed by a Board of Directors, currently composed of nine members and an Executive Board, composed of 9 members.
Our Board of Directors ordinarily meets nine times a year and is responsible, among other things, for: (i) establishing our corporate strategy; (ii) defining the general orientation of our business; (iii) defining the responsibilities of members of our Executive Board; and (iv) electing the members of our Executive Board.
Our Executive Board meets every two weeks and is responsible for our daily management. Each Executive Officer also has individual responsibilities established by our Bylaws.
The members of our Board of Directors, of our Executive Board, our Fiscal Council and of our statutory committees shall be liable for any loss or damages resulting from the performance of their duties, in compliance with the applicable law. Notwithstanding, we shall ensure, provided no conflict with our own interests arises, legal assistance for members or former members of statutory bodies in judicial and administrative proceedings brought by third parties, during or after their term of office, for the performance of the duties of their office, in accordance with the terms and provisions of our Bylaws.
For further information, see “Item 6. “Directors, Senior Management and Employees—Board of Directors and —Executive Board.”
Shareholders’ Meetings
The convening of our shareholders’ meeting is made through publication of a notice to shareholders in a newspaper. As provided by Brazilian Corporate Law, publications have to be made in a newspaper with wide circulation in the same city as our corporate headquarters. The notice must be published no fewer than three times, beginning at least 21 calendar days prior to the scheduled meeting date. We make local notices in the Valor Econômico.
In order for a shareholders’ meeting to be held on first call, shareholders representing at least one-quarter of the voting capital have to be present, except as otherwise provided for under Brazilian law. If no such quorum is verified, a second meeting may be called by notice given at least 8 calendar days prior to such meeting and in accordance with the same rules of publication previously described. The quorum requirements will not apply to a second meeting, subject to the minimum quorum and voting requirements for certain matters, as discussed as follows.
A shareholder may be represented at a general shareholders’ meeting by a proxy appointed in accordance with applicable Brazilian law not more than one year before the meeting, who must be a shareholder, a company officer, a lawyer or a financial institution.
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Right of Withdrawal
Our common shares are not redeemable, except that under certain circumstances provided for in Brazilian Corporate Law, a dissenting shareholder has the right to withdraw their equity interest from us and receive reimbursement. According to Article 98 of our Bylaws, the amount to be paid by us for the reimbursement of shares held by shareholders who have exercised their right of withdrawal, in cases authorized by law, shall correspond to the book value per share, determined based on the last set of financial statements approved by the general assembly. Shareholders may also request a special balance sheet in cases provided for in Article 45 of the Brazilian Corporate Law.
This right of withdrawal arises if any of the following matters are decided upon at a shareholders’ meeting:
•creation of Preferred Shares, unless such action is provided for in or authorized by our Bylaws, which, as of the this date, is not the case;
•reduction of the mandatory dividend;
•consolidation or merger into another company;
•participation in a group of companies (grupo de sociedades), as defined by Brazilian Corporate Law;
•the transfer of all shares to another company or receipt of shares by another company, in such a way as to make the company whose shares were transferred a wholly-owned subsidiary of the other;
•changes to our corporate purpose; or
•a spin-off that results in (a) a change to our corporate purpose (unless the spin-off company’s assets and liabilities are transferred to a company that has substantially the same corporate purpose); (b) a reduction in any mandatory dividend; or (c) any participation in a group of companies.
The right of withdrawal also arises if a spin-off or merger occurs but the new company fails to register as a public stock corporation (and, if applicable, fails to list its shares on the stock exchange) within 120 days of the date of the shareholders’ meeting that approved the spin-off or merger.
Voting Rights
In accordance with the rules of the Novo Mercado, our share capital is now composed exclusively of common shares and one Golden Share, and each common share entitles its holder to one vote. Holders of ADSs may exercise their voting rights through the underlying common shares represented by their ADSs, in accordance with the procedures established by the depositary.
Preemptive Rights
Our shareholders have a general preemptive right to subscribe for shares in any capital increase, in proportion to his or her ownership, as provided for in the Brazilian Corporate Law. A minimum period of 30 days following the publication of notice of a capital increase is assured for the exercise of the right, and the right is transferable. We may issue shares up to the limit of the authorized capital, excluding right of first refusal to the shareholders, as provided for in the Brazilian Corporate Law and in our Bylaws.
Liquidation
In the event of our liquidation, after all creditors have been paid, all shareholders will participate equally and ratably in any remaining residual assets.
Liability of the Shareholders for Further Capital Calls
Neither Brazilian Corporate Law nor our Bylaws provide for capital calls after shares are paid in. The shareholders’ liability is limited to the payment of the issue price of the shares subscribed or acquired.
Form and Transfer
Our shares are maintained in book-entry form with a transfer agent (“Transfer Agent”). To make a transfer of shares, the Transfer Agent makes an entry in the register, debits the share account of the transferor and credits the share account of the transferee.
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Transfers of shares by foreign investors are made in the manner described above and are executed by the investor’s local agent on the investor’s behalf. However, if the original investment was registered with the Brazilian Central Bank pursuant to a foreign investment mechanism regulated by Resolution No. 4,373 of September 29, 2014 of the Brazilian Central Bank (“Resolution No. 4,373”) as described under “Exchange Controls” as follows, the foreign investor must declare the transfer in its electronic registration.
A shareholder may choose, in its individual discretion, to hold its shares through B3. Shares are added to the B3 system through Brazilian institutions that have clearing accounts with the B3. Our shareholder registry indicates which shares are listed on the B3 system. Each participating shareholder is in turn registered in a register of beneficial shareholders maintained by the B3 and is treated in the same manner as the other registered shareholders.
Changes in Rights of Shareholders
A General Meeting of Shareholders must be held whenever we intend to change the rights of holders of our common shares. Under Brazilian Corporate Law the proposed changes must be approved by a majority of the class of shareholders that would be affected.
Regulation of and Restrictions on Foreign Investors
Foreign investors face no legal restrictions barring them from holding Common Shares, or ADSs.
The ability to convert into foreign currency dividend payments and proceeds from the sale of Common Shares or from the exercise of preemptive rights, and to remit such amounts outside Brazil is subject to restrictions under foreign investment legislation which generally requires, among other things, the registration of the relevant investment with the Brazilian Central Bank. Any foreign investor who registers with the CVM in accordance with Resolution No. 4,373 may buy and sell securities on Brazilian stock exchanges without obtaining a separate certificate of registration for each transaction.
Annex II to Resolution No. 4,373 (“Annex II Regulations”) allows Brazilian companies to issue depositary receipts in foreign exchange markets. Our ADS program is duly registered with the Brazilian Central Bank and the CVM.
Our Bylaws do not impose any limitation on the rights of Brazilian residents or non-residents to hold our shares and exercise the rights in connection therewith.
Disclosure of Shareholder Ownership
Under Brazilian regulations any person or group of persons representing the same interest that carries out a relevant trading involving shares or securities issued by a publicly traded company must disclose its share ownership to the investor relations officer of such company, which, in turn, must disclose such information to the CVM and to any relevant stock exchange. A relevant trading is defined as a transaction by which the direct or indirect equity stake of the persons referred above reaches an equity interest corresponding to 5% or its multiples (10%, 15%, and so on), of a type or class of shares representing the company’s capital stock. Any subsequent increase or decrease of 5% or its multiples in ownership of any class of shares must be similarly disclosed. The same reporting obligation applies to the acquisition of any rights over the shares and other securities mentioned in applicable regulation and to the execution of any derivative financial instruments referenced in shares. If such increase results in change of corporate control or administrative structure, or if the increase imposes a public offering, in addition to informing the investor relations officer, a statement containing certain required information must be published in newspapers that are widely circulated in Brazil.
Arbitration
As provided for in our Bylaws, we, our shareholders, directors, officers and members of the Fiscal Council shall resolve through arbitration any dispute or conflict that may arise between them, regarding, among others, the application, validity, effectiveness, interpretation, violation and corresponding effects of the provisions of our Bylaws, of the current applicable law, of the rules applicable to the capital markets in general, as well as those of the regulation of the Novo Mercado, of the Novo Mercado, participation contract, and of the Sanctions and the Arbitration Regulations of the B3 Market Arbitration Chamber.
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MATERIAL CONTRACTS
For information concerning our material contracts, see “Item 4. Information on the Company” and “Item 5. Operating and Financial Review and Prospects.”
EXCHANGE CONTROLS
The ownership of Common Shares by individuals or legal entities domiciled outside Brazil is subject to certain conditions established under Brazilian law, as described below.
The right to convert dividend payments and proceeds from the sale of shares into foreign currency and to remit such amounts outside Brazil is subject to restrictions under Brazilian foreign investment legislation, which generally requires, among other things, that the relevant investments have been registered with the Brazilian Central Bank. Such restrictions on the remittance of foreign capital abroad may hinder or prevent Itaú Unibanco S.A., as custodian for the Common Shares represented by ADSs (“Custodian”), or holders who have exchanged ADSs for Common Shares from converting dividends, distributions or the proceeds from any sale of such Common Shares, as the case may be, into U.S. dollars and remitting such U.S. dollars abroad. Holders of ADSs could be adversely affected by delays in, or refusal to grant any, required government approval for conversions of Brazilian currency payments and remittances abroad of the Common Shares underlying the ADSs.
Under Resolution No. 4,373, foreign investors may invest in almost all financial assets and engage in almost all transactions available in the Brazilian financial and capital markets, provided that certain requirements are fulfilled. The definition of foreign investor includes individuals, legal entities, mutual funds and other collective investment entities, domiciled or headquartered abroad.
To be eligible to invest in the Brazilian financial and capital markets, foreign investors must:
1.appoint at least one representative in Brazil with powers to perform actions relating to foreign investments;
2.register as a foreign investor with the CVM, pursuant to CVM Resolution No. 13/2020;
3.register the foreign investment with the Brazilian Central Bank; and
4.constitute at least one custodian institution authorized by CVM, provided that this provision is not applicable to foreign investors who are individuals.
Securities and other financial assets held by foreign investors must be registered or maintained in deposit accounts or under the custody of an entity duly licensed by the Brazilian Central Bank or the CVM. In addition, securities trading is restricted to transactions carried out in the stock exchanges or organized over-the-counter markets licensed by the CVM.
The Annex II Regulations provide for the issuance of depositary receipts in foreign markets in respect of shares of Brazilian issuers. Prior to the issuance of the ADSs, the ADS program was approved by the Brazilian Central Bank and the CVM under the Annex V to CMN Resolution No. 2,689, which allowed Brazilian companies to issue depositary receipts in foreign exchange markets and was in force by the time the ADSs were issued. Depositary receipts are currently governed by Resolution No. 4,373. The proceeds from the sale of ADSs by ADS holders outside Brazil are free of Brazilian foreign investment controls and should not be subject to taxation in Brazil. The withdrawal and the disposal of Common Shares upon cancellation of ADS will be subject to taxation in Brazil. For more information, see “Item 10. Additional Information—Taxation—Brazilian Tax Considerations—Taxation of Gains Outside Brazil.”
An electronic registration has been issued in the name of the Depositary with respect to the ADSs and is maintained by the Custodian on behalf of the Depositary. Pursuant to this electronic registration, the Custodian and the Depositary are able to convert dividends and other distributions with respect to the Common Shares represented by ADSs into foreign currency and remit the proceeds outside Brazil. In the event that a holder of ADSs exchanges such ADSs for Common Shares, such holder must seek to obtain its own electronic registration with the Brazilian Central Bank.
Pursuant to Resolution No. 4,373, the withdrawal of Common Shares upon cancellation of ADSs may require simultaneous exchange transactions in the event the investor decides not to dispose of those Common Shares. The simultaneous exchange transactions may be required in order to obtain a certificate of registration of Common Shares with the Brazilian Central Bank. This transaction will be subject to tax in Brazil. For more information, see “Item 10. Additional Information—Taxation—Brazilian Tax Considerations—Other Brazilian Taxes.”
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Thereafter, any holder of Common Shares may not be able to convert into foreign currency and remit outside Brazil the proceeds from the disposition of, or distributions with respect to, such Common Shares, unless such holder obtains his own electronic registration. A holder that obtains an electronic registration may be subject to less favorable Brazilian tax treatment than a holder of ADSs. For more information, see “Item 10. Additional Information—Taxation—Brazilian Tax Considerations.”
TAXATION
The following summary contains a description of the principal Brazilian and U.S. federal income tax consequences of the acquisition, ownership and disposition of Common Shares, or ADSs, but it does not purport to be a comprehensive description of all of the tax considerations that may be relevant to a decision to purchase Common Shares, or ADSs. The summary is based upon the tax laws of Brazil and regulations thereunder and on the tax laws of the United States and regulations thereunder as in effect on the date hereof, which are subject to change. Prospective purchasers of Common Shares, or ADSs should consult their own tax advisors as to the tax consequences of the acquisition, ownership and disposition of Common Shares, or ADSs.
Although there is at present no income tax treaty between Brazil and the United States to avoid double taxation, the tax authorities of the two countries have had discussions that may culminate in such a treaty. No assurance can be given, however, as to whether or when a treaty will enter into force or how it will affect the U.S. holders of Common Shares, or ADSs. The countries have entered into a Tax Information Exchange Agreement (“TIEA”) enacted in Brazil through Decree No. 8,003/2013. This agreement allows for the exchange of tax-related information between the two jurisdictions upon specific request. Additionally, Brazil recognizes reciprocity in tax matters pursuant to Section 1, Paragraphs 2 and 3 of Normative Ruling No. 208/2002 and Declaratory Act No. 28/2000.Prospective holders of Common Shares, or ADSs should consult their own tax advisors as to the tax consequences of the acquisition, ownership and disposition of Common Shares, or ADSs in their particular circumstances.
Brazilian Tax Considerations
The following discussion summarizes the principal Brazilian tax consequences of the acquisition, ownership and disposition of Common Shares, or ADSs by an individual, entity, trust or organization resident or domiciled outside Brazil for purposes of Brazilian taxation (“Non-Brazilian Holder”). It is based on Brazilian law currently in effect, which is subject to differing interpretations and changes that may apply retroactively. This discussion does not address all the Brazilian tax considerations that may be applicable to any particular Non-Brazilian Holder, and each Non-Brazilian Holder should consult its own tax advisor about the Brazilian tax consequences of investing in Common Shares, or ADSs.
Taxation of Dividends
On November 26, 2025, Law No. 15,270 (“Law No. 15,270/2025”), was enacted, introducing dividend taxation whenever paid, credited, delivered, employed or remitted to a beneficiary resident or domiciled abroad. According to this law, as from January 1st, 2026, dividend payments are subject to 10% withholding income tax. So, dividends paid by a Brazilian corporation, such as Copel, to a Non-Brazilian Holder of shares are currently subject to a 10% withholding income tax.
Law No. 15,270/2025 provides specific exceptions, which remain not subject to withholding income tax. In particular, dividends from profits derived until 2025 should not be subject to taxation, provided that (i) their distribution is approved by December 31, 2025, and (ii) they are due and payable under applicable civil or corporate law, and are paid, credited or delivered under the terms originally provided in the relevant corporate act. Also, dividends are not subject to taxation whenever paid, credited, delivered, employed or remitted to (i) foreign governments, provided that reciprocal treatment is granted to the income derived in the jurisdiction by the Brazilian Government, (ii) sovereign wealth funds (as defined in applicable law), and (iii) certain foreign pension entities (as further defined in future regulation).
Law No. 15,270/2025 provided a tax credit mechanism to non-residents whenever the sum of the effective corporate taxation on the distributed profits of the Brazilian company and the 10% withholding income tax on dividends payments exceeds the combined nominal rates of Brazilian corporate income tax and social contribution on net profits (34%, 40% or 45%, as applicable). The procedures for the tax credit are subject to specific and future regulations.
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Distributions of Interest on Equity
In accordance with Law No. 9,249, dated December 26, 1995, as amended, Brazilian corporations may make payments to shareholders characterized as distributions of interest on the equity of the company as an alternative form of making dividend distributions. The rate of interest may not be higher than TJLP, as determined by the Brazilian Central Bank from time to time. The total amount distributed as interest on equity may not exceed, for tax purposes, the greater of (i) 50.0% of net income (after the deduction of the social contribution on net profits and before taking into account the provision for corporate income tax and the amounts attributable to shareholders as net interest on equity) related to the period in respect of which the payment is made and (ii) 50.0% of the sum of retained profits and profit reserves as of the date of the beginning of the period in respect of which the payment is made.
As of January 1, 2024, Law No. 14,789/2023 introduced certain amendments to the methodology for calculating interest on equity, most notably with respect to the equity accounts to be considered for purposes of applying TJLP. Accordingly, the calculation must take into account the following accounts: (i) paid-in capital; (ii) capital reserves arising from share issuance; (iii) profit reserves (excluding tax incentive reserves); (iv) treasury shares; and (v) retained earnings and accumulated losses.
Distributions of interest on equity paid to Brazilian and Non-Brazilian Holders of Common Shares, including payments to the Depositary in respect of Common Shares underlying ADSs, are deductible by us for Brazilian corporate income tax and social contribution on net profits purposes as far as the limits above described are observed.
As from January 1, 2026, such payments to shareholders are subject to Brazilian withholding income tax at the rate of 17.5%, except for payments to shareholders situated in tax haven jurisdictions (that is, a country or location that does not impose income tax or where the maximum income tax rate is lower than 17% or where the local legislation imposes restrictions on disclosing the shareholding composition or the ownership of the investment or the beneficial owner of the income derived from transactions carried out and attributable to a Non-Brazilian Holder – “Tax Haven Holder”), which payments are subject to withholding income tax at a 25.0% rate. The list of tax haven jurisdictions is currently provided in Normative Ruling No. 1,037, as amended. These payments may be included, at their net value, as part of any mandatory dividend. To the extent that payment of interest on net equity is so included, the corporation is required to distribute to shareholders an additional amount to ensure that the net amount received by them, after payment of the applicable withholding income tax, plus the amount of declared dividends, is at least equal to the mandatory dividend.
Taxation of Gains Outside Brazil
According to Law No. 10,833 of December 29, 2003, as amended (“Law No. 10,833/2003”), capital gains realized on the sale or disposition of assets located in Brazil by a Non-Brazilian Holder, whether to another non-Brazilian resident or to Brazilian residents, are subject to taxation in Brazil. In this sense, if the Common Shares are disposed of by a Non-Brazilian Holder, as they are defined as assets located in Brazil, such holder will be subject to income tax on the gains realized, following the rules described below, whether the disposition is conducted in Brazil or abroad and whether with a Brazilian resident or not.
A disposition of Common Shares can occur abroad if an investor decides to cancel its investment in ADSs and register the underlying Common Shares as a direct foreign investment under Law No. 4,131. Any capital gain arising from sales or other dispositions of Common Shares outside Brazil would be subject to Brazilian income tax at the rates that range from 15% to 22.5% depending on the amount of the gain, as follows: (i) 15% on gains not exceeding R$ 5,000,000.00; (ii) 17.5% on gains that exceed R$ 5,000,000.00 and do not exceed R$ 10,000,000.00; (iii) 20% on gains that exceed R$ 10,000,000.00 and do not exceed R$ 30,000,000.00; and (iv) 22.5% on gains exceeding R$ 30,000,000.00 or, if the investor is a Tax Haven Holder, 25.0%, which should be withheld by the purchaser of the Common Shares outside Brazil or its attorney-in-fact in Brazil.
Regarding ADSs, although the matter is not free from doubt, the gains realized by a Non-Brazilian Holder on the disposition of ADSs to another Non-Brazilian Holder should not be taxed in Brazil, based on the theory that ADSs do not constitute assets located in Brazil for purposes of Law No. 10,833/2003. However, we cannot assure you that Brazilian courts would adopt this theory. Thus, the gain on a disposition of ADSs by a Non-Brazilian Holder to a resident in Brazil (or possibly even to a Non-Brazilian Holder in the event that courts determine that ADSs would constitute assets located in Brazil) may be subject to income tax in Brazil.
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Taxation of Gains in Brazil
For purposes of Brazilian taxation, the income tax rules on gains related to disposition of Common Shares vary depending on the domicile of the Non-Brazilian Holder, the form by which such Non-Brazilian Holder has registered its investment before the Brazilian Central Bank and/or how the disposition is carried out, as described below.
Currently, capital gains realized by Non-Brazilian Holders on a sale or disposition of shares carried out on the stock exchange (including the organized over-the-counter market) are:
1.exempt from income tax when realized by a Non-Brazilian Holder that (1) has registered its investment in Brazil with the Central Bank of Brazil under the rules established by the Brazilian Monetary Council (a “Portfolio Holder”), and (2) is not a Tax Haven Holder;
2.subject to income tax at a rate of 15% in the case of gains realized by (A) a Non-Brazilian Holder that (1) is not a Portfolio Holder and (2) is not a Tax Haven Holder; or (B) a Non-Brazilian Holder that (1) is a Portfolio Holder, and (2) is a Tax Haven Holder; or
3.subject to income tax at a rate of up to 25% in the case of gains realized by a Non-Brazilian Holder that (1) is not a Portfolio Holder, and (2) is a Tax Haven Holder.
Any other gains realized on a disposition of the Common Shares that is not carried out on the Brazilian stock exchange are:
1.subject to income tax at the rate of 15%, when realized by a Non-Brazilian Holder that (i) is a Portfolio Holder; and (ii) is not a Tax Haven Holder, although different interpretations may be raised to sustain the application of the progressive rates ranging from 15% to 22.5%;
2.subject to income tax at the progressive rates ranging from 15% to 22.5%, when realized by a Non-Brazilian Holder that is not a Portfolio Holder and is not a Tax Haven Holder; and
3.subject to income tax at the rate of 25.0%, when realized by a Tax Haven Holder who are subject to an income tax rate of 25.0%.
There can be no assurance that the current preferential treatment for Portfolio Holders will continue in the future.
If these gains are related to transactions conducted on the Brazilian non-organized, over-the-counter market, through an intermediary, the withholding income tax of 0.005% on the sale value shall also be applicable and can be offset with the eventual income tax due on the capital gain. Such withholding does not apply to a Portfolio Holder that is not a Tax Haven Holder.
The deposit of Common Shares in exchange for the ADSs may be subject to Brazilian income tax. In this case, the difference between the acquisition cost and the market price of the Common Shares would be subject to income tax at the rates above. There may be arguments to claim that this taxation is not applicable in the case of a Non-Brazilian Holder that is a Portfolio Holder (other than Tax Haven Holders), which should not be subject to income tax in such a transaction.
The withdrawal of Common Shares upon cancellation of ADSs should not be subject to Brazilian income tax, as long as the regulatory rules are appropriately observed with respect to the registration of the investment before the Brazilian Central Bank.
In the case of redemption of the Common Shares or ADSs or capital reduction by a Brazilian corporation, with subsequent withdrawal of the ADSs, such as our company, the positive difference between the amount effectively received by the Non-Brazilian Holder and the acquisition cost of the securities redeemed is treated as capital gain derived from the sale or exchange of shares not carried out on a Brazilian stock exchange market and is therefore subject to income tax at the progressive rates ranging from 15.0% to 22.5% or 25.0%, as the case may be.
Any exercise of preemptive rights relating to the Common Shares, or ADSs will not be subject to Brazilian taxation. Gains on the sale or assignment of preemptive rights will be subject to the same tax treatment applicable to disposition of Common Shares.
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Other Brazilian Taxes
There are no Brazilian inheritance, gift or succession taxes applicable to the ownership, transfer or disposition of Common Shares, or ADSs by a Non-Brazilian Holder except for gift and inheritance taxes levied by some states in Brazil on gifts made or inheritances bestowed by individuals or entities not resident or domiciled in Brazil or in the relevant State to individuals or entities that are resident or domiciled within such State in Brazil. In this regard, it is important to highlight the Tax on Donations and Inheritance (“ITCMD”), a state tax levied at rates that may vary depending on the competent state, but subject to a current maximum rate of 8%. It is worth noting that, in the judgment of Extraordinary Appeal No. 851,108 (Theme 825), the Brazilian Supreme Court held that, in the absence of a federal supplementary law, Brazilian states are not constitutionally authorized to impose ITCMD in cases where: (i) the donor is domiciled abroad, or (ii) the deceased was domiciled or resident abroad, held assets abroad, or had estate proceedings initiated outside Brazil. However, Complementary Law No. 227, dated January 13, 2026 (“Complementary Law No. 227/2026”), has since been enacted and instituted general rules relating to ITCMD, including rules for cases involving cross-border transactions.
In addition, the tax reform on consumption introduced by Constitutional Amendment No. 132 (“EC 132/2023”) and further regulated by Complementary Law No. 227/2026 brought certain changes to the ITCMD framework, including: the introduction of progressive rates, the imposition of the tax on transactions between related parties that may be construed as donations and the establishment of specific rules for determining the tax basis of certain assets (e.g., equity interest based on market value). Legislative initiatives to revise the current maximum rate and the structure of ITCMD rates have been presented in the Senate, but no such change has been approved to date.
There are no Brazilian stamp, issue, registration, or similar taxes or duties payable by holders of Common Shares, or ADSs.
Pursuant to Decree No. 6,306 of December 14, 2007 (“Decree No. 6,306/2007”), a tax on foreign exchange transactions (“IOF/Exchange”) may be imposed on the conversion of Brazilian currency into foreign currency (e.g., for purposes of paying dividends and interest) or vice-versa. Currently, for most exchange transactions, the rate of IOF/Exchange is 0.38% for the inflow of funds and 3.5% for the outflow of funds, except for: (i) foreign exchange transactions for the inflow and outflow of funds related to investments in variable income effectuated by a Non-Brazilian Holder in the Brazilian financial and capital market, in which case the rate is 0%; and (ii) payment of dividends, and interest on shareholders’ equity related to the investment mentioned under item (i) above, in which case the rate is zero. Nonetheless, the Brazilian government may increase the rate to a maximum of 25.0%. Any such increase will be applicable only prospectively.
Pursuant to Decree No 6,306/2007, the Tax on Bonds and Securities Transactions (“IOF/Bonds”) may be imposed on any transactions involving bonds and securities, including those carried out on Brazilian stock, futures and commodities exchanges. The rate of IOF/Bonds applicable to transactions involving common shares is currently zero if the redemption, transfer or renegotiation occurs after 30 days of their acquisition. As from December 24, 2013, the IOF/Bonds levies at a rate of zero percent on the transfer (cessão) of shares traded in a Brazilian stock exchange environment with the specific purpose of enabling the issuance of depositary receipts to be traded outside Brazil. The Brazilian government is permitted to increase such rate at any time up to 1.5% per day, but only in respect of future transactions.
U.S. Federal Income Tax Considerations
The statements regarding U.S. tax law set forth below are based on U.S. law as in force on the date of this annual report, and changes to such law subsequent to the date of this annual report may affect the tax consequences described herein (possibly with retroactive effect). This summary describes the principal U.S. federal income tax consequences of the ownership and disposition of Common Shares, or ADSs, but it does not purport to be a comprehensive description of all of the U.S. tax consequences that may be relevant to a decision to hold or dispose of Common Shares, or ADSs. This summary applies only to purchasers of Common Shares, or ADSs who will hold the Common Shares, or ADSs as capital assets and does not apply to special classes of holders such as brokers or dealers in securities or currencies, holders whose functional currency is not the U.S. dollar, holders of 10% or more of our shares by vote or value (taking into account shares held directly or through depositary arrangements), tax-exempt organizations, financial institutions, holders liable for the alternative minimum tax, securities traders who elect to account for their investment in Common Shares, or ADSs on a mark-to-market basis, regulated investment companies, partnerships or other pass-through entities (or partners or members therein), insurance companies, U.S. expatriates, and persons holding Common Shares, or ADSs in a hedging transaction or as part of a straddle, conversion or other integrated transaction for U.S. federal income tax purposes. Moreover, this summary does not address the Medicare tax on net investment income or the tax consequences to U.S. holders of acquiring, owning or disposing of Common Shares, or ADSs under any U.S. federal estate or gift, state, local or foreign taxes.
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Each holder is encouraged to consult such holder’s tax advisor concerning the overall tax consequences to it, including the consequences under laws other than U.S. federal income tax laws, of an investment in Common Shares, or ADSs.
In this discussion, references to a “U.S. holder” are to a beneficial holder of a Common Shares, or an ADS that is (i) an individual citizen or resident of the United States of America, (ii) a corporation, or any other entity taxable as a corporation, organized under the laws of the United States of America, any state thereof, or the District of Columbia, or (iii) otherwise subject to U.S. federal income taxation on a net basis with respect to the Common Shares, or ADSs.
For purposes of the U.S. Internal Revenue Code of 1986, as amended, which we call the “Code,” holders of ADSs will generally be treated as owners of the Common Shares or represented by such ADSs.
Taxation of Distributions
A U.S. holder will recognize dividend income for U.S. federal income tax purposes in an amount equal to the amount of any cash and the value of any property distributed by us as a dividend to the extent that such distribution is paid out of our current or accumulated earnings and profits, as determined for U.S. federal income tax purposes, when such distribution is received by the custodian (or by the U.S. holder in the case of a holder of Common Shares).
We do not expect to maintain calculations of our earnings and profits in accordance with U.S. federal income tax principles. U.S. holders therefore should expect that distributions generally will be treated as dividends for U.S. federal income tax purpose.
If you are a U.S. holder, the amount of any distribution will include the amount of Brazilian tax withheld on the amount distributed, and the amount of a distribution paid in reais will be measured by reference to the exchange rate for converting reais into U.S. dollars in effect on the date the distribution is received by the custodian (or by a U.S. holder in the case of a holder of Common Shares). If the custodian (or U.S. holder in the case of a holder of Common Shares) does not convert such reais into U.S. dollars on the date it receives them, it is possible that the U.S. holder will recognize foreign currency loss or gain, which would be ordinary loss or gain, when the reais are converted into U.S. dollars. Dividends paid by us will not be eligible for the dividends received deduction allowed to corporations under the Code.
The U.S. dollar amount of dividends received by an individual, with respect to the ADSs, will be subject to taxation at preferential rates if the dividends are “qualified dividends.” Subject to certain exceptions for short-term and hedged positions, dividends paid on the ADSs will be treated as qualified dividends if (i) the ADSs are readily tradable on an established securities market in the United States and (ii) we were not, in the year prior to the year in which the dividend was paid, and are not, in the year in which the dividend is paid, a passive foreign investment company (“PFIC”). The ADSs are listed on the New York Stock Exchange, and will qualify as readily tradable on an established securities market in the United States so long as they are so listed. Based on our audited consolidated financial statements and relevant market and shareholder data, we believe that we were not treated as a PFIC for U.S. federal income tax purposes with respect to our 2025 and 2024 taxable years. In addition, based on our audited consolidated financial statements and our current expectations regarding the value and nature of our assets, the sources and nature of our income, and relevant market and shareholder data, we do not anticipate becoming a PFIC for the 2026 taxable year. Based on existing guidance, it is not clear whether dividends received with respect to the Common Shares will be treated as qualified dividends, because the Common Shares themselves are not listed on a U.S. exchange. Holders of ADSs, Common Shares should consult their own tax advisers regarding the availability of the reduced dividend tax rate in light of the considerations discussed above and their own particular circumstances.
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Subject to generally applicable limitations and conditions, Brazilian withholding tax on dividends with respect to Common Shares, or ADSs that is paid at the appropriate rate applicable to the U.S. holder may be eligible for credit against such U.S. holder’s U.S. federal income tax liability. These generally applicable limitations and conditions include requirements adopted by the IRS in regulations promulgated in December 2021, and any Brazilian tax generally will need to satisfy these requirements in order to be eligible to be a creditable tax for a U.S. holder. In the case of a U.S. holder that consistently elects to apply a modified version of these rules under recently issued temporary guidance and complies with specific requirements set forth in such guidance, the Brazilian withholding tax on dividends generally will be treated as meeting the new requirements and therefore as a creditable tax. In the case of all other U.S. holders, the application of these requirements to the Brazilian tax on dividends is uncertain and we have not determined whether these requirements have been met. If the Brazilian tax is not a creditable tax for a U.S. holder or the U.S. holder does not elect to claim a foreign tax credit for any foreign income taxes, the U.S. holder may be able to deduct the Brazilian tax in computing such U.S. holder’s taxable income for U.S. federal income tax purposes. For U.S. holders that do elect to claim foreign tax credits, dividend distributions will constitute income from sources without the United States and generally will constitute “passive category income” for foreign tax credit purposes. The availability and calculation of foreign tax credits and deductions for foreign taxes involve the application of complex rules and also vary depending upon on a U.S. holder’s particular circumstances. The temporary guidance discussed above also indicates that the Treasury and the IRS are considering proposing amendments to the December 2021 regulations and that the temporary guidance can be relied upon until additional guidance is issued that withdraws or modifies the temporary guidance. U.S. holders should consult their own tax advisors regarding the application of these rules to their particular situations.
Distributions of additional shares to holders with respect to their Common Shares, or ADSs that are made as part of a pro rata distribution to all our shareholders generally will not be subject to U.S. federal income tax.
Holders of Common Shares, or ADSs that are foreign corporations or nonresident alien individuals, which we call “non-U.S. Holders,” generally will not be subject to U.S. federal income tax or withholding tax on distributions with respect to Common Shares, or ADSs that are treated as dividend income for U.S. federal income tax purposes unless such dividends are effectively connected with the conduct by the holder of a trade or business in the United States.
Taxation of Capital Gains
Upon the sale or other taxable disposition of the Common Shares, or ADSs, a U.S. holder will recognize gain or loss for U.S. federal income tax purposes. The amount of the gain or loss will be equal to the difference between the amount realized in consideration for the disposition of the Common Shares, or ADSs (including the gross amount of the proceeds before the deduction of any Brazilian tax) and the U.S. holder’s tax basis in the Common Shares, or ADS. Such gain or loss generally will be subject to U.S. federal income tax as capital gain or loss and will be long-term capital gain or loss if the Common Shares, or ADSs has been held for more than one year on the date of the disposition. The net amount of long-term capital gain recognized by an individual holder generally is subject to taxation at preferential rates. Capital losses may be deducted from taxable income, subject to certain limitations.
A U.S. holder generally will not be entitled to credit any Brazilian tax imposed on the sale or other disposition of the Common Shares, or ADSs against such U.S. holder’s U.S. federal income tax liability, except in the case of a U.S. holder that consistently elects to apply a modified version of the U.S. foreign tax credit rules that is permitted under recently issued temporary guidance and complies with the specific requirements set forth in such guidance. Additionally, capital gain or loss recognized by a U.S. holder on the sale or other disposition of the Common Shares, or ADSs generally will be U.S. source gain or loss for U.S. foreign tax credit purposes. Consequently, even if the withholding tax qualifies as a creditable tax, a U.S. holder may not be able to credit the tax against its U.S. federal income tax liability unless such credit can be applied (subject to generally applicable conditions and limitations) against tax due on other income treated as derived from foreign sources. If the Brazilian tax is not a creditable tax, the tax would reduce the amount realized on the sale or other disposition of the Common Shares, or ADSs even if the U.S. holder has elected to claim a foreign tax credit for other taxes in the same year. The temporary guidance discussed above also indicates that the Treasury and the IRS are considering proposing amendments to the December 2021 regulations and that the temporary guidance can be relied upon until additional guidance is issued that withdraws or modifies the temporary guidance. U.S. holders should consult their own tax advisors regarding the application of the foreign tax credit rules to a sale or other disposition of the Common Shares, or ADSs and any Brazilian tax imposed on such sale or disposition.
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A non-U.S. Holder will not be subject to U.S. federal income tax or withholding tax on gain realized on the sale or other disposition of the Common Shares, or ADSs unless (i) such gain is effectively connected with the conduct by the holder of a trade or business in the United States, or (ii) such holder is an individual who is present in the United States of America for 183 days or more in the taxable year of the sale and certain other conditions are met.
Foreign Financial Asset Reporting
Certain U.S. Holders that own “specified foreign financial assets” with an aggregate value in excess of US$50,000 on the last day of the taxable year or US$75,000 at any time during the taxable year are generally required to file an information statement along with their tax returns, currently on IRS Form 8938, with respect to such assets. “Specified foreign financial assets” include any financial accounts held at a non-U.S. financial institution, as well as securities issued by a non-U.S. issuer that are not held in accounts maintained by financial institutions. The understatement of income attributable to “specified foreign financial assets” in excess of US$5,000 extends the statute of limitations with respect to the tax return to six years after the return was filed. U.S. Holders who fail to report the required information could be subject to substantial penalties. U.S. Holders are encouraged to consult with their own tax advisors regarding the possible application of these rules, including the application of the rules to their particular circumstances.
Backup Withholding and Information Reporting
Dividends paid on, and proceeds from the sale or other disposition of, the ADSs or Common Shares to a U.S. holder generally may be subject to the information reporting requirements of the Code and may be subject to backup withholding unless the U.S. holder (i) is a corporation or other exempt recipient or (ii) provides an accurate taxpayer identification number and certifies that no loss of exemption from backup withholding has occurred.
A holder that is not a “United States person” (as defined in the Code) generally will be exempt from these information reporting requirements and backup withholding tax, but may be required to comply with certain certification and identification procedures in order to establish its eligibility for such exemption in connection with payments received within the United States or through certain U.S.-related intermediaries.
The amount of any backup withholding collected from a payment to a holder will be allowed as a credit against the holder’s U.S. federal income tax liability and may entitle the holder to a refund, provided that certain required information is furnished to the Internal Revenue Service.
DOCUMENTS ON DISPLAY
We file reports, including annual reports on Form 20-F and other information with the SEC pursuant to the rules and regulations of the SEC that apply to foreign private issuers. We are required to make filings with the SEC by electronic means. Any filings we make electronically will be available to the public over the Internet at SEC’s website.
For more information about our securities, see Exhibit 2.4 to this annual report.
ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
See Note 32.2.3 to our audited consolidated financial statements for disclosure about market risk.
ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES
Not applicable.
ITEM 12A. DEBT SECURITIES
Not applicable.
ITEM 12B. WARRANTS AND RIGHTS
Not applicable.
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ITEM 12C. OTHER SECURITIES
Not applicable.
ITEM 12D. AMERICAN DEPOSITARY SHARES
In the United States, our shares trade in the form of ADSs. Common Share ADS represents four Common Shares each. Our ADSs were issued by The Bank of New York Mellon (or the Depositary) pursuant to the Deposit Agreement for Common Share ADSs. The Common Share ADSs trade under the ticker “ELPC”. ADS holders are required to pay various fees to the Depositary, and the Depositary may refuse to provide any service for which a fee is assessed until the applicable fee has been paid. The Depositary is located at 240 Greenwich Street, New York, NY 10286.
ADS holders are required to pay the Depositary: (i) an annual fee of up to US$ 0.05 per ADS (or portion thereof) for administering the ADS program, and (ii) amounts in respect of expenses incurred by the Depositary or its agents on behalf of ADS holders, including expenses arising from compliance with applicable law, taxes or other governmental charges, cable, telex and facsimile transmission, or conversion of foreign currency into U.S. dollars. In both cases, the Depositary may decide in its sole discretion to seek payment by either billing holders or by deducting the fee from one or more cash dividends or other cash distributions.
ADS holders are also required to pay additional fees for certain services provided by the Depositary, as set forth in the table below.
Depositary serviceFee payable by ADS holders
Issuance of ADSs, including issuances resulting from a distribution of shares or rights or other property
US$5.00 or less per 100 ADSs (or portion thereof)
Cancellation of ADSs for the purpose of withdrawal, including if the deposit agreement terminates
US$5.00 or less per 100 ADSs (or portion thereof)
Distribution of cash dividends or other cash distribution
US$ 0.05 or less per ADS
Distribution of securities distributed to holders of deposited securities which are distributed by the Depositary to ADS registered holders
A fee equivalent to the fee that would be payable if securities distributed to the holder had been shares and the shares had been deposited for issuance of ADSs
Depositary services
US$ 0.05 (or less) per ADSs per calendar year
Transfer and registration of shares on the Depositary’s share register or a foreign registrar’s to or from the name of the Depositary or its agent when the holder deposits or withdraws shares
Registration or transfer fees
Cable, telex and facsimile transmissions (except when expressly provided for in the respective deposit agreement)
Expenses of the Depositary
Converting foreign currency to U.S. dollars
Expenses of the Depositary
Taxes and other governmental charges the Depositary or the custodian are required to pay on any ADS or share underlying an ADS (e.g., stock transfer taxes, stamp duty or withholding taxes)
As necessary
Any other charges incurred by the Depositary or its agents for servicing the deposited securitiesAs necessary
Payments by the Depositary
Our current contract was entered into in November 2024 and defines that payments will be made using the “Revenue Sharing Payments” method. In any Contract Year during the Term that the Depositary has collected net issuance fees, net cancellation fees, net cash dividend fees and/or net Depositary Service Fees (“DSFs”) greater than US$150,000 (the “Fee Threshold”), the Depositary will pay us 99% of the net fees collected in excess of the Fee Threshold during the remainder of the applicable Contract Year (each a “Revenue Sharing Payment” and together the “Revenue Sharing Payments”).
ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES
Not applicable.
ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS
None.
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ITEM 15. CONTROL AND PROCEDURES
2025 Fiscal Year
Disclosure Controls and Procedures, and Report on Internal Control over Financial Reporting
(a) Disclosure Control and Procedures
We evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2025 with the participation of our Chief Executive Officer and Chief Financial Officer. Based on our assessment, we concluded that, as of December 31, 2025, our disclosure controls and procedures were effective in providing reasonable assurance that information that we are required to disclose in the reports we present or submit under the Exchange Act is recorded, processed, summarized and reported, within the deadlines specified in the applicable rules and forms, and are accumulated and reported to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow for timely decisions regarding any required disclosure.
(b) Management Annual Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting and for evaluating the effectiveness of internal control over financial reporting. The process of internal controls over financial reporting is designed by our Chief Executive Officer and our Chief Financial Officer, under the supervision of our Board of Directors, and is carried out by our management and other employees as a means to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with IFRS Accounting Standards, issued by the IASB.
Rules 13a-15(f) and 15d-15(f) under the Exchange Act define internal control over financial reporting as a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, and includes policies and procedures that (1) refer to record keeping that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (2) provide reasonable assurance that transactions are recorded as necessary to enable the preparation of financial statements in accordance with generally accepted accounting principles, and that Company’s receipts and expenses are being made only with authorization from Company’s management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of Company’s assets that could have a material effect on the audited consolidated financial statements.
Due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. In addition, projections of any assessment of effectiveness for future periods are subject to numerous risks, including that controls may become inadequate due to changes in conditions.
Our management has assessed the effectiveness of our internal controls over financial reporting as of December 31, 2025, based on the criteria established in the Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).
Based on such assessments and criteria, management has concluded that, as of December 31, 2025, our internal control over financial reporting is effective.
Our independent registered public accounting firm has examined the effectiveness of our internal control over financial reporting, as indicated in the report included in this document.
(c) Attestation Report of the Registered Public Accounting Firm
The effectiveness of our internal control over financial reporting as of December 31, 2025, has been audited by PricewaterhouseCoopers Auditores Independentes Ltda., our independent registered public accounting firm. Their integrated report is included in our audited consolidated financial statements included in this Form 20-F.
(d) Changes in Internal Control on Financial Reporting
Our management has not identified any other changes in its internal controls over financial disclosure reporting during the year ended December 31, 2025 that have significantly affected, or is reasonably likely to materially affect, its internal control over financial reporting.
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ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT
On May 08, 2025, our Board of Directors reviewed the qualifications and backgrounds of the members of the Audit Committee and determined that Mr. Carlos Biedermann is an “audit committee financial expert” within the meaning of Item 16A of Form 20-F and satisfied the requirements of independence of Rule 10A-3 under the Securities Exchange Act. For more information regarding our Audit Committee, see “Item 6. Directors, Senior Management and Employees—Audit Committee.”
ITEM 16B. CODE OF ETHICS
Our code of ethics, called “Code of Conduct,” was adopted for the first time in 2003. Over the years, the document has been revised to adapt it to our reality. The current version of the Code of Conduct was approved on October 15, 2025 by the Board of Directors.
The Code of Conduct applies to all of our employees, interns, suppliers, service providers, contractors, directors and officers (including our Chief Executive Officer, our Chief Financial Officer and the head of our accounting department), as well as of our wholly owned subsidiaries. Since the adoption of our Code of Conduct, we have not granted any express or implied waiver of any section of our code to the persons to whom it applies.
Our Code is available on our website (ri.copel.com/en) and copies can also be mailed upon written request to the address ri@copel.com.
ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Audit and Non-Audit Fees
PricewaterhouseCoopers Auditores Independentes Ltda., PCAOB ID No. 1351 and located in Curitiba, Brazil, acted as our independent registered public accounting firm for the fiscal years ended December 31, 2025 and December 31, 2024. Deloitte Touche Tohmatsu Auditores Independentes Ltda., PCAOB ID No. 1045, acted as our independent registered public accounting firm for the fiscal year ended December 31, 2023.
The following table sets forth the total amount billed to independent registered public accounting firms for services performed in 2025 and 2024, with a breakdown of these amounts by category of service.
Billed20252024
(R$ million)
PricewaterhouseCoopers Auditores Independentes Ltda
Audit fees
6.8 4.4 
Audit-related fees
0.3 0.2 
Deloitte Touche Tohmatsu Auditores Independentes Ltda
Audit fees
0.2 2.5 
Audit-related fees
— 0.1 
Tax fees
— 0.1 
Total
7.3 7.3 
Audit Fees
Audit fees are fees billed for the audit of our annual financial statements and for the reviews of our quarterly financial information in connection with statutory and regulatory filings or engagements.
Audit-related Fees
Audit-related fees are fees refer to costs associated with the assurance of Integrated Reporting information and the control structure for the process of compiling and calculating the financial ratio.
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Tax Fees
Tax fees are fees billed for the review of fiscal and tax procedures, including the examination of the procedures in force for the calculation, retention, registration, control, collection, recovery and accounting of taxes, including ancillary obligations.
Audit Committee Pre-Approval Policies and Procedures
When hiring other services from our external auditors, our practice provides for prior analysis by the Audit Committee of the Board of Directors, which must consider in this assessment whether a relationship or service provided by an independent auditor: (i) creates conflicting interests with your audit client; (ii) puts them in a position to audit their own work; (iii) results in acting as a manager or as an employee of the audit client; or (iv) puts them in a position of attorney for the audit client.
The Audit Committee also considers, in this type of assessment, whether any service provided by the independent auditing company may impair, in fact or apparently, the firm’s independence. Whenever necessary, the Audit Committee can count on the technical support of the Internal Audit, or of an independent consultancy, for technical evaluation that may be required in each specific case, with discussions on the contracting of other services being recorded in the minutes of this collegiate meeting independent auditor.
For more information regarding our Board of Directors and Audit Committee, see “Item 6. Directors, Senior Management and Employees.”
ITEM 16D. EXEMPTION FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES
Absent an exemption, a listed company must establish an audit committee composed of independent members of the board of directors that meets specified independence requirements set forth in Rule 10A-3 under the Securities Exchange Act. We rely on our Audit Committee, established pursuant to CVM Resolution No. 23/2021 to meet the exemption requirements under paragraph (c)(3) of Rule 10A-3. Under our Bylaws and the Audit Committee’s charter, (i) our Audit Committee shall have three to five members, (ii) a majority of its members must comply with the independence requirements of our Bylaws, (iii) at least one member must be an independent member of our Board of Directors, (iv) at least one member must not be a member of our Board of Directors and (v) at least one member must be must satisfy accounting / financial expertise requirements.
Currently, our Audit Committee is composed of three members. Mr. Marco Antonio Barbosa Cândido, Mr. Carlos Biedermann and Mr. Pedro Franco Sales. Mr. Carlos Biedermann is characterized as an external member and financial expert. For more information regarding our Audit Committee, see “Item 6. Directors, Senior Management and Employees—Audit Committee.”
ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS
Share Buyback Program
On November 25, 2024, our Board of Directors approved the creation of the first Share Buyback Program for Common and Preferred Class B Shares, with the aim of keeping them in treasury, canceling them or selling them, without reducing our share capital, as well as complying with the Performance Shares plan.
On December 2024, we bought 2,623,800 common shares and 3,074,600 preferred shares, amounting to 5,698,400 shares, through B3 at market price. The total amount paid for the shares was R$ 50,044 thousand, which is shown as a reduction in Equity.
On January 2025, we bought 3,544,700 common shares and 4,278,300 preferred shares, amounting to 7,823,000 shares, through B3 at market price. The total amount paid for the shares was R$ 70,046 thousand.

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Period
Number of Shares Purchased
Average Price Paid per Share
Total Number of Shares Purchased as Part of the Plan (¹)
Maximum Number of Shares that May Yet Be Purchased under the Plan (²)
Dec/24
Common shares
2,623,8008,281192,623,800127,350,559
Preferred Class B (²)
3,074,6008.662243,074,600—
Jan/25
Common shares3,544,7008.524893,544,700123,805,859
Preferred Class B (²)
4,278,3009.424104,278,300—
(1) All shares acquired by the company as part of the share buyback program
(2) With the migration to the Novo Mercado on December 22, 2025, the preferred shares were converted into common shares
During fiscal year 2025, we transferred treasury shares to its executives under the ILP program. In addition, as a result of our migration to the Novo Mercado segment:
• Shareholders holding 738 preferred shares exercised their withdrawal rights on December 19, 2025;
• All preferred shares were converted into common shares on December 22, 2025
The Company currently has 12,740,266 common shares in treasury.
ITEM 16F. CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 16G. CORPORATE GOVERNANCE
Section
NYSE Listed Companies Manual
Compliance with NYSE Corporate Governance Standards at COPEL
Director Independence
303A.01
Listed companies must have a majority of independent directors.
According to our Bylaws, the majority of the members of the Board of Directors must be independent, as determined by our shareholders. Independence must be deliberated and recorded in the minutes of the General Meeting that elects the members of the Board of Directors, in accordance Article 20, Paragraph 4, Item I of our bylaws, Article 17 of the Novo Mercado Regulations, and Article 7, Annex K of RCVM 80/2022. Currently, 8 out of the 9 members of the Board of Directors are independent in accordance with applicable legislation.
303A.03
To empower non-management directors to serve as a more effective check on management, the non-management directors of each listed company must meet at regularly scheduled executive sessions without management.
Our Chief Executive Officer is not a member of the Board of Directors. Our non-executive directors regularly hold executive sessions without management, which are usually scheduled to take place at the end of each Board meeting.
Nominating/Corporate Governance Committee
303A.04
Listed companies must have a nominating/corporate governance committee composed entirely of independent directors, with written rules covering certain specified minimum duties.
We have a permanent statutory committee, the People Committee, responsible for monitoring the nomination and evaluation processes applicable to our management, the members of our Board of Directors, the Fiscal Council, as well as the advisory committees of the Board of Directors. The People Committee is currently composed of three independent members elected by the Board of Directors and has its own Rules of Procedure with specific chapters on its powers and duties, as well as responsibilities and obligations.
Compensation Committee
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Section
NYSE Listed Companies Manual
Compliance with NYSE Corporate Governance Standards at COPEL
303A.05
A listed company must have a compensation committee composed entirely of independent directors, with written rules covering certain specified minimum duties.
We have a permanent statutory committee, the People Committee, whose role is to advise the Board of Directors, which develops and monitors the compensation strategy for managers, members of advisory committees, and fiscal council members. The People Committee currently consists of three independent members elected by the Board of Directors and has its own Rules of Procedure with specific chapters on its powers and duties, as well as responsibilities and obligations.
Audit Committee
303A.06
303A.07
A listed company must have an audit committee with a minimum of three (3) independent directors who satisfy the independence requirements of Rule 10A-3 under the Securities Exchange Act, with a written rules covering certain specified minimum duties.
We have a statutory Audit Committee, an independent, advisory and permanent body that provides advice to the Board of Directors. Its responsibilities, duties, powers, and duties are established in specific Rules of Procedure, in accordance with Brazilian and US legislation, including the provisions of the Sarbanes-Oxley Act; SEC and NYSE Best Practice Rules. The statutory Audit Committee complies with the exemption requirements of Regulation 10A-3,(c)(3) and is currently composed of three independent members.
Equity Compensation Plans
303A.08
Shareholders must be given the opportunity to vote on all equity-compensation plans and material revisions thereto, with limited exemptions set forth in the NYSE rules.
According to Federal Law No. 6,404/1976 - Brazilian Corporate Law, in its Article 152, shareholder approval at a General Meeting is required for the adoption of any stock-based compensation plans and relevant revisions thereto.
Corporate Governance Guidelines
303A.09
A listed company must adopt and disclose corporate governance guidelines.
We comply with the requirements established for companies listed on the Novo Mercado. In addition, we adopt the Code of Best Corporate Governance Practices of IBGC and the Brazilian Code of Corporate Governance.
Code of Ethics for Directors, Officers and Employees
303A.10
Listed companies must adopt and disclose a code of business conduct and ethics for directors, officers and employees, and promptly disclose any waivers of the code for directors or executive officers.
We have a Code of Conduct consisting of a set of rules that guide the actions of all employees, administrators (members of the Board of Directors and Executive Officers), members of the Fiscal Council and committees, interns, apprentices, suppliers, service providers, contractors, and other parties who have a relationship with us or who perform activities on our behalf and on behalf of our wholly-owned subsidiaries and controlled companies. All of these individuals are responsible for complying with the provisions of the code and applying its content within their respective roles, in addition to promoting the dissemination, understanding, and integration of this document.
Certification Requirements
303A.12
Each listed company CEO must certify to the NYSE each year that he or she is not aware of any violation by the listed company of NYSE corporate governance listing standards, qualifying the certification to the extent necessary. They must promptly notify the NYSE in writing after any executive officer of the listed company becomes aware of any non-compliance with any applicable provisions of Section 303A. Each listed company must submit an executed Written Affirmation annually to the NYSE. In addition, each listed company must submit an interim Written Affirmation as and when required by the interim Written Affirmation form specified by the NYSE.
Our CEO will promptly notify the NYSE in writing after any of our executive officer’s become aware of any material non-compliance with any applicable provisions of the NYSE corporate governance rules and will also certify if he is not aware of any violation by the listed company of NYSE corporate governance listing standards.
We submit an Annual Written Affirmation to the NYSE each year and will submit an interim Written Affirmation when necessary.

Recovery Policy
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Section
NYSE Listed Companies Manual
Compliance with NYSE Corporate Governance Standards at COPEL
303A.14
Each listed issuer must adopt the recovery policy required by Section 303A.14. Each listed issuer must comply with its recovery policy for all incentive-based compensation received by executive officers. Each listed issuer must provide the required disclosures in the applicable SEC filings.
We adopts a Clawback Policy (NPC 0315 Nomination, Compensation, and Annual Performance Review Policy) that meets the requirements of Section 303A.14 of the NYSE Listed Company Manual.
ITEM 16H. MINE SAFETY DISCLOSURE
Not applicable.
ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
ITEM 16J. INSIDER TRADING POLICIES
Establishing guidelines to be observed and followed regarding additional rules to those provided for in Brazilian Federal Law No. 6,404/1976 and Brazilian SEC (CVM) Resolution No. 44/2021, which cover the business carried out by us, by direct or indirect controlling shareholders, when applicable, executive directors, members of the board of directors, of the fiscal council and of any bodies with technical or advisory functions, created by statutory provision, referred to herein, by the related persons, with regard to the trading of securities issued by us.
For further information on our insider trading policies and procedures, see Exhibit 11 to this annual report.
ITEM 16K. CYBERSECURITY
Risk Management and Strategy
Cybersecurity has been identified as one of the most significant risks in today’s business environment, and we have classified it as such within our risk management framework. Our Risk Management Policy provides an integrated vision of managing this risk, with strategies and performance monitoring regularly reported to the statutory Audit Committee and the Board of Directors, which oversee our risk management efforts. Our risk management processes are independently audited to comply with the Sarbanes-Oxley Act. These rules apply to our Group Divisions, wholly owned and controlled subsidiaries, and are recommended for entities we jointly control, affiliates, and other investments.
Our comprehensive cybersecurity risk management program is designed to safeguard the integrity of our information and maintain the resilience of our cyber environment. It includes the following measures:
•Conforming our cyber practices to internationally recognized best practice standards, aligned to the National Institute of Standards and Technology Cybersecurity Framework (NIST-CSF 2.0), including the Govern function and the core functions Identify, Protect, Detect, Respond, and Recover.
•Utilizing material components in our cybersecurity framework, such as multifactor authentication, identity governance and administration, privileged access management, network firewalls, web application firewalls, antivirus, endpoint detection and response, vulnerability assessment/management, external offensive security testing and penetration testing, threat intelligence services, security awareness training platform and Security Operations Center (24/7).
•Involving a cross-functional team responsible for day-to-day cybersecurity matters including Information Security, Privacy, Legal, Compliance, Audit, Human Resources, and Corporate teams.
•Conducting annual cybersecurity awareness training for employees, interns, contractors and executive management team involved in our systems using a security awareness training platform that includes regular phishing testing with additional reinforcement training if necessary.
•Maintaining a robust incident response plan that defines our crisis communication team with representatives from IT, Legal, Compliance, Investor Relations, Marketing, Data Protection Officer and business areas, responsible for internal communications, including reports to corporate governance structure (the Board of Directors, advisory bodies and Executive Board), and the conduct of external communications to relevant stakeholders.
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•Regularly reviewing, testing, updating and approving cybersecurity processes by conducting penetration testing, external offensive security testing, vulnerability scanning and attack simulation.
•Participating in broader industry initiatives and organizations to share best practices, fight cybercrime, enhance privacy, discuss new technologies, and advance capabilities.
We also engage specialized cybersecurity and information security consulting and auditing firms to evaluate the structure and test the effectiveness of our processes, and provide training. Our cybersecurity risk management processes extend to the oversight and identification of cybersecurity risks from our association with our use of third-party service providers.
Our Information and Cybersecurity Policy outlines the key strategies we follow to safeguard our corporate information and other assets and ensure the ongoing operation of our business. Additionally, our Privacy and Data Protection Policy governs how we collect, use, and share information obtained through our websites, and adheres to LGPD.
In 2025, our business strategy, results of operations and financial condition were not materially affected by risks from cybersecurity threats, including as a result of previous cybersecurity incidents. We cannot provide assurance that they will not be materially affected in the future by such risks and any future material incidents.
Governance
Board of Directors
The Cybersecurity and Information Security Committee (“CSCI”) is an auxiliary non-statutory body to the Board of Directors created to provide direction and strategic definitions related to support, processes and compliance for cybersecurity and information security with balanced consideration of controls, business, and information technology areas.
It also aims to contribute to ensuring that we are led by principles that are in line with our corporate governance values, with guidelines that impact all interested parties.
The current format of the CSCI was approved by the Board of Directors in June 2024 to strengthen strategic oversight and governance across corporate and business areas and was amended on April 2025.
CSCI’s composition includes the Executive Director of Governance, Risk and Compliance, Executive Director of Supply, the Vice-President of Strategy, New Business and Digital Transformation, the General Director of Copel Distribuição, the General Director of Copel GeT, the Superintendent of Technology and Digital Transformation and a member of the Board of Directors as the coordinator); additional executives, including the CEO of Copel Holding, may be invited to assist decision-making when relevant.
The board of directors and statutory Audit Committee are primarily responsible for the oversight of risks from cybersecurity threats. To fulfill this responsibility, the statutory Audit Committee is responsible for ensuring the quality and efficiency of internal control and risk management systems, including the supervision of the information security strategy, with annual registration in the Report of the statutory Audit Committee (Relatório do Comitê de Auditoria Estatutário) with updates through Quarterly Reports where management informs the board on strategic key indicators, ongoing initiatives and significant incidents and their impact.
Management
The cybersecurity risk management processes described above are managed by Marcos Henrique Marçal Camillo, Chief Information Officer – CIO (Superintendent of Technology and Digital Transformation), who has six years of experience in the position and is responsible for monitoring cybersecurity performance indicators and the annual review of the Cybersecurity Program, supported by the Information Security department in prevention, detection, mitigation, and remediation of cybersecurity incidents. Structured reporting to executive leadership occurs on a regular basis (weekly or monthly) and can also take place immediately for serious incidents.
ITEM 17. FINANCIAL STATEMENTS
Not applicable.
ITEM 18. FINANCIAL STATEMENTS
Not applicable.
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ITEM 19. EXHIBITS
#
Description
1.1**
Corporate Bylaws of Companhia Paranaense de Energia (incorporated by reference to Form 6-K dated as of December 23, 2025)
2.1**
2.4*
8.1*
11*
12.1*
12.2*
13.1*
13.2*
15.1*
15.2*
97*
101.INS XBRL Instance Document.
101.SCHXBRL Taxonomy Extension Schema Document.
101. CAL XBRL Taxonomy Extension Calculation Linkbase Document.
101. DEF XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB XBRL Taxonomy Extension Label Linkbase Document.
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document.
*  Filed herewith.
** Filed by reference
We omitted from the exhibits filed with or incorporated by reference into this annual report certain promissory notes and other instruments and agreements with respect to our long-term debt, none of which authorizes securities in a total amount that exceeds 10% of our total assets. We hereby agree to furnish to the Securities and Exchange Commission copies of any such omitted promissory notes or other instruments or agreements as the Commission requests.
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TECHNICAL GLOSSARY
2013 Concession Renewal Law: Brazilian Law No. 12,783 enacted on January 11, 2013, under which most generation, transmission and distribution concessionaires may be renewed at the request of the concessionaire for an additional period of 30 years, but only if the concessionaire agrees to amend the terms of the concession contract to reflect a new tariff regime to be established by ANEEL.
ADSs: American Depositary Shares.
ANEEL: The Brazilian Electricity Regulatory Agency, or the Agência Nacional de Energia Elétrica.
APR: Annual Permitted Revenues, or Receita Anual Permitida, the annual revenue established by ANEEL to be charged by a transmission concessionaire for the use of its transmission lines by third parties, which include Free Customers, generators and distributors.
Assured Energy: Determined amount assigned to each hydroelectric plant according to the energy supply risk criteria defined by MME. The Assured Energy also represents the maximum energy that can be sold by the generator, which is set forth in each concession agreement, irrespective of the volume of electricity actually generated by the facility.
Availability Agreement: Agreement under which a generator commits to making a certain amount of electrical capacity available to the Regulated Market. In such case, the generator’s revenue is guaranteed, and the distributors must bear the risk of a supply shortage.
Average Tariff or Rate: Total sales revenue divided by total megawatt hours (MWh) sold for each relevant period, including unbilled electricity, or electricity which has been delivered to a customer, but for which the utility has yet to deliver a bill. Total sales revenue, for the purpose of computing average tariff or rate, includes both gross billings before deducting value-added tax and unbilled electricity sales upon which such taxes have not yet accrued.
Base Offering: Our primary offering and secondary offering, considered together, excluding the supplementary lot of our shares and ADRs.
Bilateral Agreement: Legal instrument that formalizes the purchase and sale of electric energy between Agents of the Chamber of Commercialization of Electric Energy - CCEE, with the purpose of establishing prices, terms and amounts of supply at determined time intervals.
BNDES: the National Bank for Economic and Social Development, or Banco Nacional de Desenvolvimento Econômico e Social.
Brazilian Central Bank: The Brazilian Central Bank, or Banco Central do Brasil.
Brazilian Corporate Law: Federal Law No. 6,404/1976
Brazilian Forestry Code: Federal Law No. 12,651/2012.
B3: B3 S.A. - Brasil, Bolsa, Balcão, the securities, commodities and futures exchange, headquartered in São Paulo, Brazil.
Captive Customers: customers whose energy is supplied by the distributor in which the consumer unit is connected, such as that the amount paid already includes the energy cost and service cost for use of transmission and distribution - wire service. The consumer is not free to negotiate the conditions and the flexibility of energy supplied to meet the needs of its business, instead having to follow the determinations set forth by the distributor. The consumer is subject to the unpredictability of the annual variation of the value of the distributors’ tariffs.
CCEE (Câmara de Comercialização de Energia Elétrica): Chamber of Commercialization of Electric Energy.
CDE: the Electric Energy Development Account, or Conta de Desenvolvimento Energético.
CER: Reserve Energy Contract (Contrato de Energia Reserva).
Class A Shares: Our previous class A preferred shares.
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Class B Shares: Our previous class B preferred shares.
CLA: Collective Labor Agreement
CMN: The National Monetary Council of Brazil, or Conselho Monetário Nacional.
Code: The U.S. Internal Revenue Code of 1986, as amended.
Common Shares: Our common shares.
Compagas: Companhia Paranaense de Gás – Compagas
Copel Distribuição: Copel Distribuição S.A., Our entity engaged in the distribution business.
Copel Geração e Transmissão or Copel GeT: Copel Geração e Transmissão S.A., our entity engaged in the generation and transmission business.
CRC Account: The recoverable rate deficit account, or Conta de Resultados a Compensar.
Custodian: Itaú Unibanco S.A., as custodian for the shares underlying the ADSs.
CVM (Comissão de Valores Mobiliários): Securities and Exchange Commission
Decree No. 6,306/07: Brazilian tax Decree No. 6,306 dated December 14, 2007, which regulates tax on credit, exchange and insurance, or relating to securities – IOF.
Deloitte: Deloitte Touche Tohmatsu Auditores Independentes Ltda.
Deposit Agreement: A Deposit Agreement between us, the Depositary and the registered holders and beneficial owners from time to time of the ADSs.
Depositary: The Bank of New York Mellon, as depositary.
Distribution: The transfer of electricity from the transmission lines at grid supply points and its delivery to customers through distribution lines at voltages between 13.8 kV and 44 kV.
Distributor: An entity supplying electrical energy to a group of customers by means of a distribution grid.
Elejor: Centrais Elétricas do Rio Jordão S.A.
Eletrosul: Eletrosul Centrais Elétricas S.A.
Energy Agreement: Agreement under which a generator commits to supply a certain amount of electricity and assumes the risk that its electricity supply could be adversely affected by hydrological conditions and low reservoir levels, which could interrupt the supply of electricity. In such case, the generator would be required to purchase electricity elsewhere in order to comply with its supply commitments.
Final Customer: A party that uses electricity for its own needs.
Free Customers: Electricity customers that are able to choose their own power suppliers since they meet the following requirements: as from January 1, 2022, with demand of at least 1.0 MW at any voltage; after January 1, 2023, with demand of at least 500 kW at any voltage; and after January 1, 2024 any Group A Customer.
Free Market: Market segment that permits a certain degree of competition. The Free Market specifically contemplates purchase of electricity by non-regulated entities such as Free Customers and energy traders.
Furnas: Furnas Centrais Elétricas S.A.
Generating Unit: An electric generator together with the turbine or other device that drives it.
Gigawatt (GW): One billion watts.
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Gigawatt hour (GWh): One gigawatt of power supplied or demanded for one hour, or one billionwatt hours.
Group A Customers: A group of customers that uses electricity at 2.3 kV or higher. Tariffs applied to this group are based on the actual voltage level at which energy is supplied and the time of day and year the energy is supplied.
Group B Customers: A group of customers that uses electricity at less than 2.3 kV. Tariffs applied to this group are comprised solely of an energy charge and are based on the classification of the customer.
GSF: Generation Scaling Factor.
GTDC: Generation, Transmission, Distribution and Commercialization.
HPP or Hydroelectric Power Plant: A generating unit that uses water power to drive the electric generator.
IASB: International Accounting Standards Board.
IFRS: International Financial Reporting Standards.
IGP-DI: The Índice Geral de Preços—Disponibilidade Interna inflation index.
IGP-M Index: The Brazilian General Market Price inflation index, or the Índice Geral de Preços do Mercado.
Installed Capacity: The level of electricity that can be delivered from a particular generating unit on a full-load continuous basis under specified conditions as designated by the manufacturer.
Interconnected Transmission System: Systems or grids for the transmission of energy, connected together by means of one or more lines and transformers.
IPCA: Índice Nacional de Preços ao Consumidor Amplo - IPCA inflation index.
IPP: Independent Power Producer, a legal entity or consortium holding a concession or authorization for power generation for sale for its own account to public Utility concessionaires or Free Customers.
Itaipu: Itaipu Binacional, a hydroelectric facility equally owned by Brazil and Paraguay, with an installed capacity of 14,000 MW.
Kilovolt (kV): One thousand volts.
Kilowatt (kW): One thousand watts.
Kilowatt hour (kWh): One kilowatt of power supplied or demanded for one hour, or one thousand watt hours.
Latibex: A Euro-based market for Latin American securities, which is part of the Madrid Stock Exchange.
LGPD: Brazilian Federal Law No. 13,709/2018, or Lei Geral de Proteção de Dados Pessoais.
Low-income Residential Customers: A group of customers that consumes less than 220 kWh per month and has filed an application to receive benefits under any of the Brazilian government’s social programs. Low-income residential customers are considered a subgroup of residential customers and are not subject to payment of emergency capacity and emergency acquisition charges or any extraordinary tariff approved by ANEEL.
Main Transmission Concession: transmission concession contract No. 060/2001 comprised of different transmission assets that were in operation in the year of 2001 (date of execution of the concession agreement).
MCSD: The Mechanism for Compensation of Surpluses and Deficits (Mecanismo de Compensação de Sobras e Déficits), which corresponds to the process of reallocation of energy surpluses and deficits undertaken in accordance with the Regulated Contracting Environment – ACR among the distribution agents that participate in CCEE.
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MCSD-EN: The Mechanism for Compensation of Surpluses and Deficits of New Energy (Mecanismo de Compensação de Sobras e Déficits de Energia Nova), which allows distribution agents to offset amounts of electric energy and power acquired in auctions of new generation projects, and allows the reduction of amounts contracted with generating agents bound to new generation ventures.
Megawatt (MW): One million watts.
Megawatt hour (MWh): One megawatt of power supplied or demanded for one hour, or one million watt hours.
MME: The Brazilian Ministry of Mines and Energy, or the Ministério de Minas e Energia.
MRE: The Energy Reallocation Mechanism is a mechanism which attempts to mitigate the risks borne by hydroelectric generators due to variations in river flows (hydrological risk).
MVE: The Mechanism of Surplus Sales, or the Mecanismo de Venda de Excedentes, which allows distribution companies to sell energy surpluses and, in the case of sales related to amounts within the regulatory limits or involuntary over contracting, allows distribution companies to revert the acquired benefit to customers through tariff adjustments.
Non-Brazilian Holder: An individual, entity, trust or organization resident or domiciled outside Brazil for purposes of Brazilian taxation that acquires, owns and disposes of Common Shares, Preferred Shares or ADSs.
Novo Mercado: Novo Mercado special listing segment of B3.
PLD: Difference Settlement Price or, Preço de Liquidação de Diferenças.
PPD: Performance Incentive Program, or Prêmio Por Desempenho.
Preferred Shares: Our previous existing preferred shares, divided between Classe A Shares, Class B Shares and Class C Shares.
ONS: The National Electric System Operator, or the Operador Nacional do Sistema Elétrico.
Rationing Program: A program instituted by the Brazilian government to reduce electricity consumption, in effect from June 1, 2001 to February 28, 2002, given it was a period of low rainfall in Brazil.
Real, Reais or R$: Brazilian reais (plural) and the Brazilian real (singular).
Regulated Market: Market segment in which distribution companies purchase all the electricity needed to supply customers through public auctions. The auction process is administered by ANEEL, either directly or through CCEE, under certain guidelines provided by the MME. The regulated market is generally considered to be more stable in terms of supply of electricity.
Regulatory Remuneration Base: The aggregate amount of investments made by the distribution companies in connection with the services compensated by tariffs charged to customers (Base de Remuneração Regulatória).
Reserve Energy Auction: mechanism for the contracting of reserve energy created to increase the security of energy supply by the National Interconnected System (SIN). The reserve auction acts as an insurance contracted by distributors to be used when there is a mismatch between forecasted demand and supply. This modality of contracting is formalized through the conclusion of the CER between the selling agents in the auctions and the CCEE.
Retail Tariff: Revenue charged by distribution companies to their customers. Each customer falls within a certain tariff level defined by law and based on the customer’s classification, although some flexibility is available according to the nature of each customer’s demand. Retail tariffs are subject to annual revision by ANEEL.
RGR Fund: A reserve fund designed to provide compensatory payments to energy companies for certain assets used in connection with a concession if the concession is revoked or is not renewed.
Sanepar: Companhia de Saneamento do Paraná – Sanepar.
Securities Act: The United States Securities Act of 1933, as amended.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 128
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Securities Exchange Act: The United States Securities Exchange Act of 1934, as amended.
Sercomtel: Sercomtel Telecomunicações S.A.
SHP ‒ Small Hydroelectric Plant: Hydroelectric plants with generating capacity between 1,000 kW and 30,000 kW with a reservoir covering an area equal to or less than 3.0 km2.
SPC: Special Purpose Company, or Sociedade de Propósito Específico.
Special Customers: A group of customers that uses at least 500 kV. A Special Customer may choose its energy supplier if that supplier derives its energy from alternative sources, such as small hydroelectric plants, wind plants or biomass plants.
Spot Market: Deregulated market segment in which electricity is bought or sold for immediate delivery. In general, prices of spot market energy purchases tend to be substantially higher than the price of energy under long-term energy purchase agreements.
Substation: An assemblage of equipment, which switches and/or changes or regulates the voltage of electricity in a transmission and distribution system.
Tax Haven Holder: A shareholder situated in tax haven jurisdictions (that is, a country or location that does not impose income tax or where the maximum income tax rate is lower than 20% (or 17%, as the case may be) or where the local legislation imposes restrictions on disclosing the shareholding composition or the ownership of the investment or the beneficial owner of the income derived from transactions carried out and attributable to a Non-Brazilian Holder). The list of tax haven jurisdictions is currently provided in Normative Ruling No. 1,037.
Thermoelectric Plant or TPP: A generating unit which uses combustible fuel, such as coal, oil, diesel natural gas or other hydrocarbon as the source of energy to drive the electric generator.
TJLP: The Long-Term Interest Rate, or the Taxa de Juros a Longo Prazo, the Brazilian government’s long-term interest rate.
Transmission: The bulk transfer of electricity from generating facilities to the distribution grid at load center station by means of the transmission grid (in lines with capacity between 69 kV and 525 kV).
Transmission Tariff: Revenue charged by a transmission concessionaire based on the transmission grid it owns and operates. Transmission tariffs are subject to periodic revisions by ANEEL.
TUST: The tariff established by ANEEL for the use of the transmission system, which is the Interconnected Transmission System and its ancillary facilities.
Unit(s): depositary receipt traded in [B]³ and Latibex, and depending on the context, the depositary receipt represented by ADS traded in NYSE, in each case composed of one Common Share and four Class B Shares.
U.S. Dollars, dollars, or US$: United States dollars.
U.S. Holder: A beneficial holder of a Common Share, a Preferred Share or an ADS that is (i) an individual citizen or resident of the United States of America, (ii) a corporation, or any other entity taxable as a corporation, organized under the laws of the United States of America, any state thereof, or the District of Columbia, or (iii) otherwise subject to U.S. federal income taxation on a net basis with respect to the Common Share, Preferred Share or ADS.
Utility: An entity that is the holder of a concession or authorization to engage in the generation, transmission or distribution of electric energy in Brazil.
Volt: The basic unit of electric force analogous to water pressure in pounds per square inch.
Watt: The basic unit of electrical power.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 129
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
SIGNATURES
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.
Companhia Paranaense De Energia – Copel
By:
/s/
Daniel Pimentel Slaviero
Name:
Daniel Pimentel Slaviero
Title:
Chief Executive Officer
By:
/s/
Felipe Gutterres Ramella
Name:
Felipe Gutterres Ramella
Title:
Chief Financial and Investor Relations Officer
Date: April 15, 2026
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | 130

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Consolidated Financial Statements
as of December 31, 2025 and 2024
and for the years ended December 31, 2025, 2024 and 2023
and
Report of Independent Registered Public Accounting Firm
Auditor Data Elements:
Years ended December 31, 2025, 2024 and 2023
Auditor Name:Auditor LocationAuditor Firm ID:
Deloitte Touche Tohmatsu Auditores Independentes Ltda.Curitiba, Brasil1045
PwC PricewaterhouseCoopers Auditores Independentes Ltda.Curitiba, Brasil1351
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | Consolidated Financial Statements | F-1
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Consolidated Financial Statements - INDEX
Report of Independent Registered Public Accounting Firm - PWC
F-3
Report of Independent Registered Public Accounting Firm - Deloitte
F-7
Consolidated Statements of Financial Position
F-8
Consolidated Statements of Income
F-10
Consolidated Statements of Comprehensive Income
F-11
Consolidated Statements of Changes in Equity
F-12
Consolidated Statements of Cash Flows
F-13
Notes to the Consolidated Financial Statements
F-15
1. Operations
F-15
2. Concessions and Authorizations
F-19
3. Basis of Preparation
F-22
4. Material Accounting Policies
F-23
5. Cash and Cash Equivalents
F-31
6. Bonds and Securities
F-32
7. Trade Accounts Receivable
F-32
8. Net Sectorial Financial Assets and Liabilities
F-33
9. Accounts Receivables - Concessions
F-34
10. Contract assets
F-35
11. Other Receivables
F-37
12. Taxes
F-37
13. Judicial deposits
F-41
14. Investments
F-42
15. Property, Plant and Equipment
F-46
16. Intangible assets
F-49
17. Payroll, Social Charges and Accruals
F-50
18. Accounts Payable to Suppliers
F-50
19. Loans and Financing
F-51
20. Debentures
F-53
21. Post-employment Benefits
F-55
22. Research and Development and Energy Efficiency
F-60
23. Accounts Payable Related to Concessions
F-61
24. Right-of-use Asset and Lease Liability
F-62
25. Other Accounts Payable
F-64
26. Provisions for Legal Claims and Contingent Liabilities
F-65
27. Equity
F-69
28. Net Operating Revenue
F-74
29. Operating Costs and Expenses
F-76
30. Financial Results
F-78
31. Operating Segments
F-78
32. Financial Instruments
F-83
33. Related Party
F-92
34. Commitments
F-95
35. Insurance
F-95
36. Additional information to the Statement of Cash Flows
F-95
37. Assets held for sale and Discontinued operations
F-95
38. Subsequent events
F-98
39. Condensed individual financial information of Companhia Paranaense de Energia - Copel
F-99
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | Consolidated Financial Statements | F-2
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Report of Independent Registered
Public Accounting Firm
To the Shareholders and the Board of Directors
Companhia Paranaense de Energia - Copel
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated statements of financial position of Companhia Paranaense de Energia - Copel and its subsidiaries (the "Company") as of December 31, 2025, and 2024, and the related consolidated statements of income, comprehensive income, changes in equity and cash flows for each of the two years in the period ended December 31, 2025, including the related notes (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal control over financial reporting as of December 31, 2025, and 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2025, in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management Annual Report on Internal Control over Financial Reporting Item 15B. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the US federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
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www.pwc.com.br
PricewaterhouseCoopers Auditores Independentes Ltda.
Al. Dr. Carlos de Carvalho, 417, 11o, Curitiba Trade Center, Curitiba, PR, Brasil, 80410-180
T: +55 (11) 4004-8000
F-3
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Companhia Paranaense de Energia - Copel
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and limitations of internal control over financial reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical audit matters
The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Provisions for legal claims and contingent liabilities
As described in Note 4.10 and 26 to the consolidated financial statements, the Company and its subsidiaries are party to judicial and administrative proceedings of a civil, regulatory, tax, and labor nature, for which management records a provision when it considers that the risk of losses is probable and the amount of the loss can be reasonably estimated. No liability for an estimated loss is accrued in the consolidated financial statements for unfavorable outcomes when, after assessing the information available, (i) management concludes that it is not probable that a loss has been incurred in any of the pending litigation or (ii) management is unable to estimate the loss or range of loss for any of the pending matters. The Company also discloses the contingency in circumstances where management concludes no loss is probable or reasonably estimable, but it is reasonably possible that a loss may be incurred.
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Companhia Paranaense de Energia - Copel
The principal consideration for our determination that performing procedures relating to the provisions for legal claims and to the disclosure of contingent liabilities is a critical audit matter are (i) the significant judgment applied by management when assessing the likelihood of loss and when determining whether a reliable estimate of the loss can be made; (ii) a high degree of auditor judgment and effort, in performing procedures and evaluating audit evidence related to management's significant assessment of the losses associated with litigation claims.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the provisions for legal claims and disclosure of contingent liabilities, including controls over assessing whether a loss is probable and when determining whether the amount of the loss or range of loss can be reasonably estimated, as well as financial statement disclosures.
These procedures also included, among others (i) confirming with the Company's internal and external legal counsels the possibility or probability of an unfavorable outcome and the extent to which the loss or range of loss is reasonably estimable; (ii) evaluating the reasonableness of management’s assessment regarding whether an unfavorable outcome is reasonably possible or probable and reasonably estimable; and (iii) evaluating the sufficiency of the Company’s litigation contingency disclosures.
Unbilled revenue from electricity sales to final customers
As detailed in Notes 4.11, 7 and 28 of the consolidated financial statements, the amount of R$ 931,460 thousand, out of the total revenues recognized by the Company for the year ended December 31, 2025, were related to amounts to be billed to final customers of the electricity distribution segment (Note 7). When the revenue billing period is not aligned with the account closing date, management estimates the amount to be recognized for services rendered and not yet billed at the month-end. These estimates for determining unbilled amounts to be recognized as revenue are based on each consumer's consumption history and the applicable tariff rates. This recognition is determined by comparing the billed amounts to the actual energy sold, taking into account management's judgments and historical data, as well as contracted energy levels and seasonality effects for the month.
The principal consideration for our determination that performing procedures relating to unbilled revenue is a critical audit matter are (i) the significant judgment applied by management in estimating the recognition of unbilled revenue and when determining methods and key assumptions used to estimate unbilled revenues, including the appropriate tariff applicable to each customer, and (ii) a high degree of auditor judgment and effort, in performing procedures and evaluating management's significant assessment related to method of calculation.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to revenue recognition of electricity distribution segment, including controls over the determination of estimated unbilled revenues and IT general controls over the main systems involved in the process. These procedures also included, among others (i) evaluating the appropriateness of the method of calculation used (ii) evaluating the reasonableness of significant assumptions used by management and data used in determining the estimated unbilled revenue and (iii) evaluating the sufficiency of the information disclosed by the Company on the recognition of unbilled revenue.
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Companhia Paranaense de Energia - Copel
Business combination
As detailed in Note 1.2, in May 2025, the Company's subsidiary Copel Geração e Transmissão, completed the acquisition of Usina Hidrelétrica Mauá (UHE Mauá) and Mata de Santa Genebra S.A. (MSG), which had previously been classified as jointly controlled ventures. The transaction was accounted for as a business combination and involved significant judgment by management, including the determination of the date on which control was obtained, the identification and measurement of the fair values of the acquired assets and assumed liabilities, as well as the measurement of the consideration transferred and fair value of the previously held interest.
The principal considerations underlying our determination regarding this matter were the materiality of the amounts involved in the transaction and their effects on the consolidated financial statements and the high degree of subjectivity involved in the estimates and assumptions used by management, supported by its specialists. Such judgments included, among others, the determination of valuation methodologies, the selection of relevant economic and operational assumptions, and the application of complex fair value measurement models.
The audit procedures related to this matter included (i) the evaluation of the design and implementation of relevant internal controls; (ii) the review of contracts and documentation related to the transaction; (iii) the assessment of the competence and objectivity of management’s specialists; (iv) the involvement of our valuation specialists to assess the methodologies, data, and significant assumptions used in the fair value measurements; (v) the evaluation of the logical consistency and mathematical accuracy of the valuation models; and (vi) the assessment of the adequacy of the disclosures presented in the notes to the financial statements.
Curitiba, April 15, 2026
/s/ PricewaterhouseCoopers
Auditores Independentes Ltda.
We have served as the Company's auditor since 2024.
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F-7
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Consolidated Statements of Financial Position
As of December 31, 2025 and 2024
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
ASSETSNote12.31.202512.31.2024
CURRENT ASSETS
Cash and cash equivalents53,130,363 4,161,939 
Bonds and securities6895 623 
Collaterals and escrow accounts9 9 
Trade accounts receivable74,300,957 3,962,702 
Dividends receivable141,297 82,278 
Sectorial financial assets8400,463 — 
Accounts receivable – concessions912,867 10,609 
Contract assets10392,594 283,896 
Fair value in the purchase and sale of power32.2.10263,645 217,350 
Other current receivables111,050,086 949,674 
Inventories173,398 136,324 
Income tax and social contribution receivable502,825 296,128 
Other current recoverable taxes12.2426,106 994,618 
Prepaid expenses60,972 63,211 
Receivable from related parties33— 621 
10,856,477 11,159,982 
Assets held for sale3725,177 1,881,826 
10,881,654 13,041,808 
NONCURRENT ASSETS
Long Term Assets
Bonds and securities6690,886 529,085 
Other temporary investments30,627 30,603 
Trade accounts receivable7162,189 116,180 
Judicial deposits 13373,949 394,364 
Sectorial financial assets8400,463 — 
Accounts receivable – concessions94,590,579 3,497,351 
Contract assets109,202,412 6,927,010 
Fair value in the purchase and sale of power32.2.10597,856 479,938 
Other noncurrent receivables11794,296 681,846 
Income tax and social contribution receivable102,589 164,043 
Deferred income tax and social contribution12.1991,404 1,174,175 
Other noncurrent recoverable taxes12.21,127,582 1,320,526 
Prepaid expenses507 — 
19,065,339 15,315,121 
Investments142,849,002 3,577,937 
Property, plant and equipment158,145,552 8,516,697 
Intangible assets1619,206,609 16,623,610 
Right-of-use asset24.1266,300 308,983 
49,532,802 44,342,348 
TOTAL ASSETS60,414,456 57,384,156 
The Management Notes are an integral part of the financial statements.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-8
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Consolidated Statements of Financial Position
As of December 31, 2025 and 2024
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
LIABILITIESNote12.31.202512.31.2024
CURRENT LIABILITIES
Payroll, social charges and accruals17310,773 411,102 
Accounts payable to suppliers 183,059,667 2,324,423 
Income tax and social contribution payable81,875 83,482 
Other taxes due12.2677,273 302,345 
Loans and financing19217,827 1,231,205 
Debentures 201,850,538 2,025,110 
Dividend payable2,325,889 3,878 
Post-employment benefits 21118,854 95,383 
Sectorial charges payable60,108 44,825 
Research and development and Energy efficiency2299,244 179,149 
Accounts payable related to concession 23147,205 113,092 
Sectorial financial liabilities8883,990 935,322 
Lease liability24.258,741 57,502 
Fair value in the purchase and sale of power32.2.10262,821 214,955 
Other accounts payable25788,232 1,199,195 
Provision for allocation of PIS and Cofins credits12.3119,280 580,000 
11,062,317 9,800,968 
Liabilities associated with assets held for sale37— 541,412 
11,062,317 10,342,380 
NONCURRENT LIABILITIES
Payroll, social charges and accruals174,764 457 
Accounts payable to suppliers 18133,544 142,380 
Deferred income tax and social contribution12.11,982,596 1,895,459 
Other taxes due12.2239,448 291,195 
Loans and financing193,150,592 3,387,589 
Debentures 2014,796,386 10,602,255 
Post-employment benefits 211,359,303 1,063,326 
Research and development and Energy efficiency22311,856 241,294 
Accounts payable related to concession 23959,122 992,252 
Sectorial financial liabilities8— 142,488 
Lease liability24.2234,221 271,004 
Fair value in the purchase and sale of power32.2.10268,621 170,837 
Other accounts payable25224,415 247,021 
Provision for allocation of PIS and Cofins credits12.3661,273 1,000,588 
Provisions for legal claims and other provisions261,934,020 956,696 
26,260,161 21,404,841 
EQUITY
Attributable to controlling shareholders
Capital27.112,821,758 12,821,758 
Capital reserves27.418,638 5,595 
Equity valuation adjustments27.2287,992 517,408 
Treasury shares27.5(113,389)(50,044)
Legal reserve1,900,541 1,766,110 
Profit retention reserve8,214,479 9,363,866 
Additional dividends proposed27.6— 1,250,025 
23,130,019 25,674,718 
Attributable to non-controlling interests(38,041)(37,783)
23,091,978 25,636,935 
TOTAL LIABILITIES & EQUITY60,414,456 57,384,156 
The Management Notes are an integral part of the financial statements.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-9
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Consolidated Statements of Income
For the years ended December 31, 2025, 2024 and 2023
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Note12.31.202512.31.202412.31.2023
NET OPERATING REVENUE2826,116,856 22,651,036 21,479,468 
Operating costs29(20,455,357)(17,759,792)(16,581,428)
GROSS OPERATING PROFIT5,661,499 4,891,244 4,898,040 
Other operational expenses / income
Selling expenses29(133,601)(137,121)(152,638)
General and administrative expenses29(876,873)(825,350)(1,078,037)
Other operational income (expenses), net29153,989 (145,727)(280,460)
Equity in earnings of investees239,997 281,202 307,809 
(616,488)(826,996)(1,203,326)
PROFIT BEFORE FINANCIAL RESULTS AND TAXES5,045,011 4,064,248 3,694,714 
Financial results30
Financial income1,343,658 1,184,779 1,069,116 
Financial expenses(3,142,010)(2,341,793)(2,274,106)
 (1,798,352)(1,157,014)(1,204,990)
OPERATING PROFIT 3,246,659 2,907,234 2,489,724 
INCOME TAX AND SOCIAL CONTRIBUTION12.4
Current(196,186)(177,999)(371,104)
Deferred(381,432)(421,436)17,047 
(577,618)(599,435)(354,057)
NET INCOME FROM CONTINUING OPERATIONS2,669,041 2,307,799 2,135,667 
DISCONTINUED OPERATIONS
Net income (loss) from discontinued operations 37.618,898 491,571 191,501 
NET INCOME2,687,939 2,799,370 2,327,168 
Attributed to shareholders of the parent Company arising from continuing operations2,669,716 2,345,941 2,158,077 
Attributed to shareholders of the parent Company due to discontinued operations18,898 463,690 100,733 
Attributed to non-controlling shareholders resulting from continuing operations(675)(26,800)873 
Attributed to non-controlling shareholders arising from discontinued operations— 16,539 67,485 
BASIC EARNING PER SHARE ATTRIBUTED TO CONTROLLING SHAREHOLDERS – CONTINUING OPERATIONS - Expressed in Brazilian Reais27.3
Common shares0.89888 0.74447 0.75215 
Class "A" Preferred shares— 0.81978 0.87237 
Class "B" Preferred shares— 0.81899 0.76906 
DILUTED EARNING PER SHARE ATTRIBUTED TO CONTROLLING SHAREHOLDERS - CONTINUING OPERATIONS – Expressed in Brazilian Reais27.3
Common shares0.89743 0.74335 0.75215 
Class "A" Preferred shares— 0.81978 0.87237 
Class "B" Preferred shares— 0.81899 0.76906 
BASIC EARNING PER SHARE ATTRIBUTED TO CONTROLLING SHAREHOLDERS – Expressed in Brazilian Reais27.3
Common shares0.90524 0.89163 0.78574 
Class "A" Preferred shares— 0.98165 0.90931 
Class "B" Preferred shares— 0.98086 0.80600 
DILUTED EARNING PER SHARE ATTRIBUTED TO CONTROLLING SHAREHOLDERS – Expressed in Brazilian Reais27.3
Common shares0.90379 0.89051 0.78574 
Class "A" Preferred shares— 0.98165 0.90931 
Class "B" Preferred shares— 0.98087 0.80600 
The Management Notes are an integral part of the financial statements.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-10
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Consolidated Statements of Comprehensive Income
For the years ended December 31, 2025, 2024 and 2023
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Note12.31.202512.31.202412.31.2023
NET INCOME2,687,939 2,799,370 2,327,168 
Other comprehensive income
Items that will never be reclassified to profit or loss
Adjustments related to actuarial liabilities27.2
Post employment benefits(284,731)363,466 (379,126)
Taxes on other comprehensive income96,809 (123,578)129,007 
Items that may be reclassified to profit or loss27.2
Adjustments related to financial assets 2,271 (569)(6,373)
Taxes on other comprehensive income(711)243 2,167 
Total other comprehensive income, net of taxes(186,362)239,562 (254,325)
COMPREHENSIVE INCOME 2,501,577 3,038,932 2,072,843 
Attributed to shareholders of the parent company resulting from continuing operations2,482,937 2,585,645 1,903,365 
Attributed to shareholders of the parent company due to discontinued operations18,898 463,690 101,666 
Attributed to non-controlling shareholders resulting from continuing operations(258)(26,942)(390)
Attributed to non-controlling shareholders due to discontinued operations— 16,539 68,202 
The Management Notes are an integral part of the financial statements.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-11
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Consolidated Statements of Changes in Equity
For the years ended December 31, 2025, 2024 and 2023
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
NoteAttributable to controlling shareholdersAttributable to non-controlling interestsEquity Consolidated
Capital Capital reservesTreasury sharesEquity valuation adjustmentsProfit reservesAccumulated profitShareholders’ equity
Deemed costOther comprehensive incomeLegal reserveProfit retention reserveAdditional proposed dividends
Balance as of January 1, 202310,800,000 — — 597,276 (3,894)1,512,687 7,911,295 — — 20,817,364 313,861 21,131,225 
Net Income— — — — — — — — 2,258,810 2,258,810 68,358 2,327,168 
Other comprehensive income
Adjustments related to actuarial liabilities, net of taxes————(250,837)————(250,837)718(250,119)
Adjustments to financial assets————(2,942)————(2,942)(1,264)(4,206)
Total comprehensive income — — — — (253,779)— — — 2,258,810 2,005,031 67,812 2,072,843 
Realization - deemed cost, net of taxes— — — (32,553)— — — — 32,553 — — — 
Issuing shares2,021,758 — — — — — — — — 2,021,758 — 2,021,758 
Dividends and Interest on equity (JCP)— — — — — — — — — — (62,162)(62,162)
Allocation proposed to Annual General Meeting - AGM:-
Legal reserve— — — — — 112,941 — — (112,941)— — — 
Interest on equity (JCP)27.6— — — — (44,160)— (913,840)(958,000)(13,886)(971,886)
Dividends27.6— — — — — — — 131,211 (131,211)— (111)(111)
Profit retention reserve— — — — — — 1,133,371 — (1,133,371)— — — 
Balance as of December 31, 202312,821,758 — — 564,723 (257,673)1,625,628 9,000,506 131,211 — 23,886,153 305,514 24,191,667 
Net income— — — — — — — — 2,809,631 2,809,631 (10,261)2,799,370 
Other comprehensive income
Adjustments related to actuarial liabilities, net of taxes27.2— — — — 239,888 — — — — 239,888 149 240,037 
Adjustments to financial assets27.2— — — — (184)— — — — (184)(291)(475)
Total comprehensive income — — — — 239,704 — — — 2,809,631 3,049,335 (10,403)3,038,932 
Realization - deemed cost, net of taxes27.2— — — (33,364)— — — — 33,364 — — — 
Realization - actuarial gain27.2— — — — 4,018 — (4,018)— — — — — 
Equity interest disposal14.2.2— — — — — — — — — — (299,199)(299,199)
Long-term incentive plan27.4— 5,595 — — — — — — — 5,595 — 5,595 
Share buyback27.5— — (50,044)— — — — — — (50,044)— (50,044)
Deliberation of additional dividends proposed— — — — — — — (131,211)— (131,211)— (131,211)
Dividends and Interest on equity (JCP)— — — — — — (114,888)— (970,222)(1,085,110)(33,695)(1,118,805)
Allocation proposed to Annual General Meeting - AGM:
Legal reserve— — — — — 140,482 — — (140,482)— — — 
Dividends27.6— — — — — — (577,570)1,250,025 (672,455)— — — 
Profit retention reserve— — — — — — 1,059,836 — (1,059,836)— — — 
Balance as of December 31, 202412,821,758 5,595 (50,044)531,359 (13,951)1,766,110 9,363,866 1,250,025 — 25,674,718 (37,783)25,636,935 
Net income— — — — — — — — 2,688,614 2,688,614 (675)2,687,939 
Other comprehensive income
Adjustments related to actuarial liabilities, net of taxes27.2— — — — (187,922)— — — — (187,922)— (187,922)
Adjustments to financial assets27.2— — — — 1,143 — — — — 1,143 417 1,560 
Total comprehensive income for the period— — — — (186,779)— — — 2,688,614 2,501,835 (258)2,501,577 
Realization - deemed cost, net of taxes27.2— — — (42,637)— — — — 42,637 — — — 
Long-Term Incentive Plan - ILP27.4— 13,043 6,701 — — — 1,834 — — 21,578 — 21,578 
Share buyback27.5— — (70,046)— — — — — — (70,046)— (70,046)
Premium paid to shareholders27.7— — — — — — (1,298,041)— — (1,298,041)— (1,298,041)
Deliberation of additional dividends proposed27.6— — — — — — — (1,250,025)— (1,250,025)— (1,250,025)
Dividends and Interest on equity (JCP)27.6— — — — — — (1,350,000)— (1,100,000)(2,450,000)— (2,450,000)
Allocation proposed to Annual General Meeting – AGM:
Legal reserve— — — — — 134,431 — — (134,431)— — — 
Profit retention reserve— — — — — 1,496,820 — (1,496,820)— — — 
Balance as of December 31, 202512,821,758 18,638 (113,389)488,722 (200,730)1,900,541 8,214,479 — — 23,130,019 (38,041)23,091,978 
The Management Notes are an integral part of the financial statements.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-12
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Consolidated Statements of Cash Flows
For the years ended December 31, 2025, 2024 and 2023
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Note12.31.202512.31.202412.31.2023
CASH FLOWS FROM OPERATIONAL ACTIVITIES
Net income from continuing operations2,669,041 2,307,799 2,135,667 
Adjustments to reconcile net income with cash generation from operating activities:
Unrealized charges and monetary variations - net2,650,447 2,071,041 1,951,552 
Interest – bonus from the grant of concession agreements under the quota system9(119,557)(120,800)(114,370)
Result of transmission concession contracts(867,817)(833,630)(730,094)
Income tax and social contribution196,186 177,999 371,104 
Deferred income tax and social contribution381,432 421,436 (17,047)
Equity in earnings of investees(239,997)(281,202)(307,809)
Appropriation of post-employment benefits obligations21.3234,835 257,711 267,741 
Appropriation of research and development and energy efficiency programs22.1204,301 181,675 165,459 
Recognition of fair value of assets from the indemnity for the concession28.1(161,244)(82,424)(62,167)
Sectorial financial assets and liabilities result28.1(2,587,485)(923,724)(1,070,196)
Depreciation and amortization291,481,886 1,465,478 1,382,040 
Provision arising from the dismissal program29.221,489 18,306 610,057 
Long-Term Incentive Plan - ILP29.224,972 5,595 — 
Net operating estimated losses, provisions and reversals29.4270,787 345,102 92,235 
Realization of added value in business combinations10(2,134)(722)(722)
Fair value in energy purchase and sale operations28.1 and 29.1(18,563)36,604 (5,045)
Fair value adjustment of debt instruments and Hedge (Swap)3039,513 — — 
Result of write-offs of accounts receivable related to concession 96,089 3,265 270 
Result of write-offs or disposal of contract assets1020,453 14,496 16,728 
Result of write-offs or disposal of property, plant and equipment15.242,783 32,234 10,458 
Result of write-offs or disposal of intangible assets16148,017 76,183 78,728 
Result of write-offs of use rights of assets and liabilities of leases – net24.1 and 24.2225 (4,774)726 
Result from asset sales29.6(335,595)(264,434)— 
Gain from fair value measurement in business combination (step acquisition)1.2(141,661)— — 
Others(34,624)— — 
3,883,779 4,903,214 4,775,315 
Decrease (increase) in assets
Trade accounts receivable 583,133 602,196 188,437 
Dividends and interest on own capital received 218,472 223,985 174,826 
Judicial deposits61,233 18,427 33,298 
Sectorial financial assets705,732 354,421 36,964 
Other receivables (124,395)(73,515)(11,555)
Inventories(37,074)38,402 18,741 
Income tax and social contribution recoverable(169,338)(295,650)(201,003)
Other taxes recoverable(168,880)(50,731)(138,520)
Prepaid expenses1,705 (342)(2,281)
Related parties621 715 (201)
1,071,209 817,908 98,706 
Increase (decrease) in liabilities
Payroll, social charges and accruals161 (313,552)297,343 
Suppliers441,154 72,730 19,506 
Other taxes1,151,954 882,575 974,083 
Post-employment benefits21.3(200,116)(219,780)(224,809)
Sectorial charges due15,283 (16,641)14,978 
Research and development and energy efficiency 22.1(232,611)(336,956)(255,295)
Payable related to the concession23.1(117,607)(110,385)(115,736)
Other accounts payable(435,763)(131,259)149,450 
Provisions for legal claims 26.1(344,547)(345,138)(372,838)
277,908 (518,406)486,682 
CASH GENERATED (USED) BY OPERATING ACTIVITIES 5,232,896 5,202,716 5,360,703 
Income tax and social contribution paid(197,793)(219,219)(294,676)
Loans and financing - interest paid(425,192)(471,276)(521,134)
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-13
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Note12.31.202512.31.202412.31.2023
Debentures - interest paid20.2(1,549,452)(1,089,013)(1,127,607)
Lease liabilities - interest paid24.2(32,013)(33,292)(24,284)
NET CASH GENERATED (USED) BY OPERATING ACTIVITIES FROM CONTINUING OPERATIONS3,028,446 3,389,916 3,393,002 
NET CASH GENERATED BY OPERATING ACTIVITIES FROM DISCONTINUED OPERATIONS37.6— 3,620 125,474 
NET CASH GENERATED (USED) FROM OPERATING ACTIVITIES 3,028,446 3,393,536 3,518,476 
CASH FLOWS FROM INVESTMENT ACTIVITIES
Financial investments 64,707 (32,939)(44,061)
Additions to contract assets(2,903,661)(2,174,902)(1,973,215)
Acquisitions of subsidiaries, net of cash acquired1.2(190,433)— (911,450)
Investment disposal2,536,421 47,066 58,132 
Acquisition of investments37.3(1,060,804)— — 
Additions in investments — — (10,780)
Capital reduction of investees14.1294 37,129 — 
Additions to property, plant and equipment (162,100)(137,635)(204,805)
Disposal of property, plant and equipment— 11,440 — 
Additions to intangible assets16(43,788)(4,098,286)(13,388)
NET CASH USED BY INVESTMENT ACTIVITIES FROM CONTINUING OPERATIONS(1,759,364)(6,348,127)(3,099,567)
NET CASH GENERATED BY INVESTMENT ACTIVITIES FROM DISCONTINUED OPERATIONS37.6— 608,713 (35,524)
NET CASH USED FROM INVESTING ACTIVITIES (1,759,364)(5,739,414)(3,135,091)
CASH FLOWS FROM FINANCING ACTIVITIES
Loans and financing obtained from third parties 19.2— 5,051 45,325 
Transaction costs of loans and financing obtained from third parties 19.2— (1,693)(6,886)
Issue of debentures20.25,000,000 3,920,000 2,900,000 
Transaction costs in the issuing of debentures20.2(66,366)(60,623)(60,677)
Payments of principal - loans and financing (1,254,405)(261,753)(260,971)
Payments of principal - debentures20.2(3,317,499)(1,079,912)(1,193,910)
Payments of principal of lease liabilities24.2(69,583)(70,949)(69,293)
Capital increase— — 2,031,619 
Transaction costs in capital increase— — (14,941)
Share buyback27.5(70,046)(50,044)— 
Premium paid to shareholders1(1,273,727)— — 
Dividends and interest on own capital paid (1,249,045)(1,586,565)(750,371)
NET CASH GENERATED (USED) BY FINANCING ACTIVITIES FROM CONTINUING OPERATIONS(2,300,671)813,512 2,619,895 
NET CASH USED BY FINANCING ACTIVITIES FROM DISCONTINUED OPERATIONS37.6— (9,656)76,677 
NET CASH GENERATED (USED) FROM FINANCING ACTIVITIES (2,300,671)803,856 2,696,572 
TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS (1,031,589)(1,542,022)3,079,957 
Cash and cash equivalents at the beginning of the period54,161,939 5,634,623 2,678,457 
Cash and cash equivalents at the end of the period53,130,363 4,161,939 5,634,623 
Cash and cash equivalents from assets classified as held for sale(13)(69,338)123,791 
CHANGE IN CASH AND CASH EQUIVALENTS (1,031,589)(1,542,022)3,079,957 
The Management Notes are an integral part of the financial statements.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-14
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COMPANHIA PARANAENSE DE ENERGIA
COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
(All amounts expressed in thousands of Brazilian reais, unless otherwise stated)
1. Operations
Companhia Paranaense de Energia (Copel or Company) is a publicly-held company with shares traded on the Novo Mercado segment of B3 S.A. - Brasil, Bolsa Balcão Stock Exchange, as well as on the New York Stock Exchange (NYSE) and the Madrid Stock Exchange, in the Latin American segment (Latibex). Copel is headquartered in Brazil, at Rua José Izidoro Biazetto, nº 158, Bloco A, in the city of Curitiba, State of Paraná.
The Company's main activities include research, study, planning, construction, and operation of systems for the production, transformation, transportation, distribution, and trading of energy in any form, primarily electric power. These activities are regulated by the Brazilian Electricity Regulatory Agency (Aneel), which is linked to the Ministry of Mines and Energy (MME). In addition, Copel and its subsidiaries have interests in other companies, predominantly in the energy sector.
Migration to the Novo Mercado
On June 23, 2025, the Board of Directors approved the start of the process of migrating the Company to the Novo Mercado, a special segment of the [B]³ stock market for companies with the highest corporate governance practices. At an Special General Meeting held on August 22, 2025, the Company's shareholders approved all matters relating to the migration process to the Novo Mercado.
On November 4, 2025, the consent of all creditors was obtained, and on November 17, 2025, a special meeting of preferred shareholders was held, which approved the ratification of the mandatory conversion of all preferred shares at a ratio of one new common share and one new preferred share (“PNC”) compulsorily redeemable. From November 19 to December 18, 2025, dissenting preferred shareholders had the right to exercise their right of withdrawal. For shareholders who exercised this right, the Company repurchased the shares.
On December 22, 2025, the migration process to the Novo Mercado was completed, at which time the then existing preferred shares were extinguished and, in their place, 1 common share and 1 redeemable special class preferred share (“PNC”) were issued for each preferred share, thus having no impact on the total number of shares of the Company. On December 30, 2025, the Company paid a premium of R$1,298,041 (R$1,273,727 net of taxes) to shareholders who participated in the migration.
1.1. Equity interests of Copel
The Company participates directly or indirectly in subsidiaries joint ventures, and associates. During 2025 the following changes occurred in relation to the equity interests as of December 31, 2024:
•sale of Copel GET SPEs (Note 37.1).
•change of Mata de Santa Genebra Transmissão S.A. (Mata de Santa Genebra or MSG) from joint ventures to subsidiary and dissolution of Consórcio Energético Cruzeiro do Sul, after completion of the asset swap process with Eletrobras (Notes 1.2 and 37.2).
•acquisition an sale of Geração Céu Azul S.A. (Note 37.3).
•sale of the equity interest in Solar Paraná GD Participações S.A. (Note 37.4).
•establishment and sale of SPE at Copel SER for the sale of photovoltaic units - “UFVs” (Note 37.4).

TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-15
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
1.1.1. Subsidiaries
SubsidiariesHeadquartersMain activity %Investor
Copel Geração e Transmissão S.A. (Copel GeT)Curitiba/PRProduction and transmission of electricity100.0Copel
Copel Distribuição S.A. (Copel DIS)Curitiba/PRDistribution of electricity100.0Copel
Copel Serviços S.A. (Copel SER)Curitiba/PRService provision100.0Copel
Copel Comercialização S.A. (Copel COM)Curitiba/PRCommercialization of electricity100.0Copel
Elejor – Centrais Elétricas do Rio Jordão S.A.Curitiba/PRProduction of electricity70.0Copel
São Bento Energia, Investimentos e Participações S.A. (São Bento)Curitiba/PRControl and management of interests100.0Copel GeT
Nova Asa Branca I Energias Renováveis S.A.S. Miguel do Gostoso/RNProduction of electricity from wind sources100.0Copel GeT
Nova Asa Branca II Energias Renováveis S.A.Parazinho/RNProduction of electricity from wind sources100.0Copel GeT
Nova Asa Branca III Energias Renováveis S.A.Parazinho/RNProduction of electricity from wind sources100.0Copel GeT
Nova Eurus IV Energias Renováveis S.A.Touros/RNProduction of electricity from wind sources100.0Copel GeT
Santa Maria Energias Renováveis S.A.Maracanaú/CEProduction of electricity from wind sources100.0Copel GeT
Santa Helena Energias Renováveis S.A.Maracanaú/CEProduction of electricity from wind sources100.0Copel GeT
Ventos de Santo Uriel S.A.João Câmara/RNProduction of electricity from wind sources100.0Copel GeT
Cutia Empreendimentos Eólicos S.A. (Cutia)Curitiba/PRControl and management of interests100.0Copel GeT
Brownfield Investment Holding Ltda. (Brownfield) Curitiba/PRControl and management of interests100.0Copel GeT
Ventos de Serra do Mel B S.A. (Serra do Mel)Serra do Mel/RNControl and management of interests68.8Copel GeT
31.2Brownfield
Aventura Holding S.A. (Aventura)Curitiba/PRControl and management of interests100.0Copel GeT
SRMN Holding S.A. (SRMN)Curitiba/PRControl and management of interests100.0Copel GeT
Costa Oeste Transmissora de Energia S.A. Curitiba/PRTransmission of electricity100.0Copel GeT
Marumbi Transmissora de Energia S.A. Curitiba/PRTransmission of electricity100.0Copel GeT
Uirapuru Transmissora de Energia S.A Curitiba/PRTransmission of electricity100.0Copel GeT
Mata de Santa Genebra Transmissão S.A.Curitiba/PRTransmission of electricity100.0Copel GeT
Bela Vista Geração de Energia S.A.Curitiba/PRProduction of electricity100.0Copel GeT
F.D.A. Geração de Energia Elétrica S.A. (FDA)Curitiba/PRProduction of electricity100.0Copel GeT
Jandaíra I Energias Renováveis S.A. Curitiba/PRProduction of electricity from wind sources100.0Copel GeT
Jandaíra II Energias Renováveis S.A. Curitiba/PRProduction of electricity from wind sources100.0Copel GeT
Jandaíra III Energias Renováveis S.A.Curitiba/PRProduction of electricity from wind sources100.0Copel GeT
Jandaíra IV Energias Renováveis S.A.Curitiba/PRProduction of electricity from wind sources100.0Copel GeT
Eol Potiguar B61 SPE S.A.(a)
Serra do Mel/RNProduction of electricity from wind sources100.0Copel GeT
GE Olho D’Água S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0São Bento
GE Boa Vista S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0São Bento
GE Farol S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0São Bento
GE São Bento do Norte S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0São Bento
Central Geradora Eólica São Bento do Norte I S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Central Geradora Eólica São Bento do Norte II S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Central Geradora Eólica São Bento do Norte III S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Central Geradora Eólica São Miguel I S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Central Geradora Eólica São Miguel II S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Central Geradora Eólica São Miguel III S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Usina de Energia Eólica Guajiru S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Usina de Energia Eólica Jangada S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Usina de Energia Eólica Potiguar S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Usina de Energia Eólica Cutia S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Usina de Energia Eólica Maria Helena S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Usina de Energia Eólica Esperança do Nordeste S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Usina de Energia Eólica Paraíso dos Ventos do Nordeste S.A.São Bento do Norte/RNProduction of electricity from wind sources100.0Cutia
Eol Potiguar B141 SPE S.A. Serra do Mel/RNProduction of electricity from wind sources100.0Serra do Mel
Eol Potiguar B142 SPE S.A. Serra do Mel/RNProduction of electricity from wind sources100.0Serra do Mel
Eol Potiguar B143 SPE S.A. Serra do Mel/RNProduction of electricity from wind sources100.0Serra do Mel
Eol Ventos de Vila Paraíba IV SPE S.A. Serra do Mel/RNProduction of electricity from wind sources100.0Serra do Mel
Central Eólica Aventura II S.A.Curitiba/PRProduction of electricity from wind sources100.0 Aventura
Central Eólica Aventura III S.A.Curitiba/PRProduction of electricity from wind sources100.0 Aventura
Central Eólica Aventura IV S.A.Curitiba/PRProduction of electricity from wind sources100.0 Aventura
Central Eólica Aventura V S.A.Curitiba/PRProduction of electricity from wind sources100.0 Aventura
Central Eólica SRMN I S.A.Curitiba/PRProduction of electricity from wind sources100.0 SRMN
Central Eólica SRMN II S.A.Curitiba/PRProduction of electricity from wind sources100.0 SRMN
Central Eólica SRMN III S.A.Curitiba/PRProduction of electricity from wind sources100.0 SRMN
Central Eólica SRMN IV S.A.Curitiba/PRProduction of electricity from wind sources100.0 SRMN
Central Eólica SRMN V S.A.Curitiba/PRProduction of electricity from wind sources100.0 SRMN
(a) Wind farm with 99.99992% interest in Copel Get and 0.00008% in Brownfield.

TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-16
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
1.1.2. Joint Ventures
Joint venturesHeadquartersMain activity %Investor
Voltalia São Miguel do Gostoso I Participações S.A. (a)São Paulo/SPInterests in companies49.0Copel
Caiuá Transmissora de Energia S.A.Rio de Janeiro/RJTransmission of electricity49.0Copel GeT
Integração Maranhense Transmissora de Energia S.A.Rio de Janeiro/RJTransmission of electricity49.0Copel GeT
Matrinchã Transmissora de Energia (TP NORTE) S.A.Rio de Janeiro/RJTransmission of electricity49.0Copel GeT
Guaraciaba Transmissora de Energia (TP SUL) S.A.Rio de Janeiro/RJTransmission of electricity49.0Copel GeT
Paranaíba Transmissora de Energia S.A.Rio de Janeiro/RJTransmission of electricity24.5Copel GeT
Cantareira Transmissora de Energia S.A.Rio de Janeiro/RJTransmission of electricity49.0Copel GeT
(a) The controlling company of Voltalia São Miguel do Gostoso Participações S.A., which in turn is the holding company for 4 SPEs: São João Wind Power Plant S.A., Carnaúba Wind Power Plant S.A., Reduto Wind Power Plant S.A. and Santo Cristo Wind Power Plant S.A.
1.1.3. Associates
Associated companiesHeadquartersMain activity %Investor
Dona Francisca Energética S.A.Agudo/RSProduction of electricity23.03Copel
Foz do Chopim Energética Ltda.Curitiba/PRProduction of electricity35.77Copel GeT
1.2. Business combination
With the purpose of optimizing its portfolio and seeking opportunities to recycle assets and equity interests, Copel carried out the following asset swap with Eletrobras (now called Axia Energia).
Prior to the transaction, Copel GET's interests in the assets involved in the transaction was as follows:
•100% owner of the Colider Hydroelectric Power Plant (HPP Colíder), which was recorded in Copel GET's Property, plant and equipment.
•share in the Cruzeiro do Sul consortium, through which it owned 51% of the Mauá Hydroelectric Power Plant (HPP Mauá).
•50.1% share in the joint venture Mata de Santa Genebra Transmissão S.A. (MSG).
On December 12, 2024, as per Material Facts 12/24, Copel GeT entered into an Agreement for the Transfer of Establishment, Purchase and Sale of Equity Interest, Onerous Assignment of Consortium Interest with Purchase and Sale of Assets and Other Covenants with Eletrobras and its wholly-owned subsidiary Eletrobras CGT Eletrosul. On May 30, 2025, upon completion of the transaction, Copel GeT received Eletrobras entire 49% interest in HPP Mauá and 49.9% interest in MSG, thereby acquiring full ownership of these assets, thus configuring an step acquisition, since prior to the transaction the control was joint.
As consideration, Copel GET transferred the entire HPP Colíder to Eletrobras, contingent consideration, (whose fair value was calculated based on the fair value of the assets acquired), and financial resources. The table below shows the fair value of the assets acquired from Eletrobras, which is equivalent to the total consideration paid by Copel, meaning that there was no goodwill or bargain purchase in this business combination.
Net assets acquired at fair value
HPP Mauá (49% acquired)794,167 
MSG (49,9% acquired)547,553 
1,341,720 
Consideration
Cash196,609 
Transfer of HPP Colíder (100% previously held)1,104,829 
Contingent consideration383,115 
(-) Indemnification asset(342,833)
1,341,720 
The net effect on the Company's consolidated cash was an outflow of R$190,433, considering the consolidation of the cash amounts of the acquired ventures existing on the date of the business combination, which totaled R$6,176.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-17
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
As a result of the acquisition, synergy gains are expected from the simplification of the operational and administrative structure, which had previously been shared.
The following table summarizes the consideration paid and the amounts of assets and liabilities recognized at fair value on the acquisition date for both the acquired and the previously interest, as required by the standard for step acquisition.
HPP MauáMata de Santa GenebraTotals
Consideration1,684,553 
Cash196,609 
Transfer of HPP Colíder1,104,829 
Consideration Contingent383,115 
Indemnification Asset(342,833)
HPP Mauá(151,087)
MSG(191,746)
Fair value of equity interest held prior to the business combination1,380,581 
HPP Mauá830,834 
MSG549,747 
Total consideration2,722,301 
Assets2,122,351 3,381,044 5,503,395 
Cash and cash equivalents531 5,645 6,176 
Bonds and securities556 106,543 107,099 
Customers– 38,173 38,173 
Contract assets– 3,110,665 3,110,665 
Taxes recoverable30,432 22,686 53,118 
Bonds and restricted deposits51,522 94,777 146,299 
Other receivables2,780 1,593 4,373 
Deferred income tax and social contribution37,519 – 37,519 
Property, plant and equipment and right-of-use asset1,197,819 145 1,197,964 
Intangible assets801,192 817 802,009 
Liabilities497,351 2,283,743 2,781,094 
Accounts payable to suppliers420 7,180 7,600 
Debentures, loans and financing139,599 1,794,272 1,933,871 
Accounts payable related to concession48,992 – 48,992 
Other accounts payable– 11,721 11,721 
Provisions for legal claims9,119 25,474 34,593 
Contingent liabilities299,221 358,787 658,008 
Deferred income tax and social contribution– 86,309 86,309 
Net assets at fair value1,625,000 1,097,301 2,722,301 
In May 2025, the Company recognized a gain of R$190,070 due to the fair value measurement effect of the existing interest prior to the business combination in HPP Mauá and MSG, recorded under “Other income (expenses), net.” This amount, added to the other effects of the business combination, generated a net gain of R$141,661 in operating income (R$93,496 in net income, after taxes).
The contract provides for a contingent consideration agreement that requires Copel to indemnify Eletrobras for: (i) any contingent liability of the HPP Colider existing prior to the closing date of the transfer transaction, up to a maximum undiscounted amount of R$250,000; (ii) any effect of the lawsuit that disputes the exclusion of liability for the delay in the commercial operation of the HPP Colider. The fair value of this contingent consideration of R$383,115 was estimated based on management's judgment of the outcome of the lawsuits individually, with R$354,403 referring to the liability exclusion lawsuit and R$28,712 referring to other contingent liabilities.
In addition, in compliance with the accounting standard for business combinations, the fair value of the contingent liability of R$658,008 was recognized in relation to the HPP Mauá and MSG lawsuits on the closing date of the transaction. In turn, Eletrobras and its wholly-owned subsidiary Eletrobras CGT Eletrosul contractually agreed to indemnify Copel and Copel GeT for the amount that may become due in relation to the above-mentioned lawsuits, so that the indemnification asset of R$342,833 was recorded, equivalent to the fair value of the indemnified liability, proportional to Eletrobras share before the business combination. The indemnification asset is deducted from the consideration transferred to the business combination.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-18
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The method used to value the fixed assets of the HPP Mauá at R$1,197,964 was the replacement cost, reduced by economic and functional obsolescence. The valuation process used information on (a) the cost of similar plant facilities; (b) the latest budgets for the expansion and replacement of similar assets; (c) the spot replacement price of the asset, considering the conditions of use in which the asset is found on the date of inspection; and (d) the projected cash flows of the business.
The valuation technique used to measure the fair value of significant concession assets acquired was based on the income approach, which converts future cash flows to present value, and used the following main assumptions.
•The identifiable intangible asset acquired from HPP Mauá in the amount of R$801,192 mainly includes (i) electricity sales contracts in the regulated environment (CCEAR) for the period from 2025 to 2040, with a contracted energy of 192 MW on average, and (ii) energy sales of 175 MW on average in the free environment (ACL) for the period from 2041 until the end of the concession in 2049;
•The identifiable contract asset acquired from MSG in the amount of R$3,110,664 mainly includes the RAP from concession contract No. 01/2014 for the period from 2025 to the end of the concession in 2044.
In the interim financial statements ended June 30, 2025, the allocation of values of the acquired assets and assumed liabilities was made on a preliminary basis by the acquirers, without adjustments until December 31, 2025.
The table below presents the results of MSG and HPP Mauá before and after the date of the business combination.
HPP Mauá (a)MSGTotals
Net operating revenue232,938 395,550 628,488 
Until May 31, 202595,649 198,526 294,175 
From June 1, 2025 to December 31, 2025137,289 197,024 334,313 
Net income75,823 103,390 179,213 
Until May 31, 202524,847 46,021 70,868 
From June 1, 2025 to December 31, 202550,976 57,369 108,345 
(a) Estimated information for 49% of the results of the HPP Mauá, which is not a separate legal entity, given that the plant's revenue and profits were included in Eletrobrás Statements of Financial Position until May 31, 2025, and in Copel GeT Statements of Financial Position as of June 1, 2025.
It should be noted that 50,1% of MSG results up to May 31, 2025, were already included in Copel net income through equity accounting. Thus, if the transaction had been completed on January 1, 2025, the consolidated income statement would show pro forma net revenue of R$26,411,031 and pro forma net income of R$2,735,750.
2. Concessions and Authorizations
During 2025, the divestment of 12 small power plants and the HPP Baixo Iguaçu was completed, with the respective transfers of concession contracts to the acquirers, in addition to the swap of assets with Eletrobras, in which Copel GeT transferred the HPP Colíder to Eletrobras and took 100% control of the HPP Mauá and the equity interest in MSG. The following tables have been updated after these events, and details of these processes are described in Notes Nos. 1.2 and 37.
2.1. Concession / Authorization Contratcs obtained by Copel
Concession agreement / authorization of the equityInterest %Maturity
Copel DISContract 046/1999, extended by 5th addendum to the contract100%07.07.2045
Elejor Contract 125/2001 – HPP Fundão70%15.06.2040 (b)
Contract 125/2001 – HPP Santa Clara 15.05.2040 (b)
Authorization – SHP Fundão I and SHP Santa Clara I – 753/2002 and 757/2002  (a)
Dona Francisca Energética Contract 188/1998 – HPP Dona Francisca23%24.09.2037 (b)
Usina de Energia Eólica São João S.A.MME Ordinance 173 /2012 – WPP São João49%03.26.2047
Usina de Energia Eólica Carnaúba S.A.MME Ordinance 204 /2012 – WPP Carnaúbas49%04.09.2047
Usina de Energia Eólica Reduto S.A.MME Ordinance 230 /2012 – WPP Reduto49%04.16.2047
Usina de Energia Eólica Santo Cristo S.A.MME Ordinance 233/2012 – WPP Santo Cristo49%04.18.2047
(a) Projects had the conversion of authorization into registration, according to Authorizing Resolutions No. 14,744/2023 and 14,745/2023.
(b) ANEEL approved and authorized an additional extension period for the concession of hydroelectric plants participating in the MRE, pursuant to Law 14,052/2020, REH 3,439/2025, and REA 16,467/2025.
Hydroelectric Power Plant – HPP
Small Hydroelectric Plant – SHP
Wind Power Plant – WPP
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-19
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
2.2. Concession / Authorization Contratcs obtained by Copel Get and its investees
Generation concessionInterest %Maturity
Concession agreement - Copel Get
Generation Concession Contract 002/2024 - HPP Gov. Ney Aminthas de Barros Braga (Segredo) (a)10011.21.2054
Generation Concession Contract 002/2024 - HPP Gov. José Richa (Salto Caxias) (a)10011.21.2054
Generation Concession Contract 003/2016 – HPP Gov. Pedro Viriato Parigot de Souza (GPS) (a)10001.06.2053
Generation Concession Contract 001/2007 - HPP Gov. Jayme Canet Júnior (Mauá) (b)10006.28.2049
Generation Concession Contract 007/2013 - HPP Derivação do Rio Jordão10006.21.2032
Concession Contract 045/1999 - TPP Figueira (c)10003.26.2019
Concession / Authorization Contratcs - Equity interests
Nova Asa Branca IMME Ordinance 267/2011 – WPP Asa Branca I 10004.25.2046
Nova Asa Branca IIMME Ordinance 333/2011 – WPP Asa Branca II 10005.31.2046
Nova Asa Branca IIIMME Ordinance 334/2011 – WPP Asa Branca III 10005.31.2046
Nova Eurus IVMME Ordinance 273/2011 -WPP Eurus IV 10004.27.2046
Santa MariaMME Ordinance 274/2012 – WPP SM 10005.08.2047
Santa HelenaMME Ordinance 207/2012 – WPP Santa Helena 10004.09.2047
Ventos de Santo UrielMME Ordinance 201/2012 – WPP Santo Uriel 10004.09.2047
GE Boa VistaMME Ordinance 276 /2011 – WPP Dreen Boa Vista 10004.28.2046
GE FarolMME Ordinance 263 /2011 – WPP Farol 10004.20.2046
GE Olho D’ÁguaMME Ordinance 343 /2011 – WPP Dreen Olho D'Água 10006.01.2046
GE São Bento do NorteMME Ordinance 310 /2011 – WPP Dreen São Bento do Norte 10005.19.2046
Esperança do NordesteMME Ordinance 183/2015 – WPP Esperança do Nordeste10005.11.2050
Paraíso dos Ventos do NordesteMME Ordinance 182/2015 – WPP Paraíso dos Ventos do Nordeste10005.11.2050
Usina de Energia Eólica JangadaResolution 3,257/2011 – WPP GE Jangada10001.05.2042
Maria HelenaResolution 3,259/2011 – WPP GE Maria Helena10001.05.2042
Usina de Energia Eólica PotiguarMME Ordinance 179/2015 – WPP Potiguar10005.11.2050
Usina de Energia Eólica GuajiruResolution 3,256/2011 – WPP Dreen Guajiru10001.05.2042
Usina de Energia Eólica CutiaResolution 3,258/2011 – WPP Dreen Cutia10001.05.2042
São Bento do Norte IOrdinance 349/2015 – WPP São Bento do Norte I10008.04.2050
São Bento do Norte II Ordinance 348/2015 – WPP São Bento do Norte II10008.04.2050
São Bento do Norte IIIOrdinance 347/2015 – WPP São Bento do Norte III 10008.04.2050
São Miguel IOrdinance 352/2015 – WPP São Miguel I10008.04.2050
São MigueI lIOrdinance 351/2015 – WPP São Miguel II10008.04.2050
São Miguel IIIOrdinance 350/2015 – WPP São Miguel III10008.04.2050
Foz do ChopimAuthorization 114/2000 – SHP Arturo Andreoli 3607.07.2034
SHP Bela VistaResolution 913/2017 – transfer of title under Resolution 7,802/2019 10001.06.2041
F.D.A. Electricity GenerationGeneration Concession Contract contract 002/202010011.20.2054
Jandaíra I Energias RenováveisOrdinance 140/2020 – WPP Jandaíra I10004.02.2055
Jandaíra II Energias RenováveisOrdinance 141/2020 – WPP Jandaíra II10004.02.2055
Jandaíra III Energias RenováveisOrdinance 142/2020 – WPP Jandaíra III10004.02.2055
Jandaíra IV Energias RenováveisOrdinance 139/2020 – WPP Jandaíra IV10004.02.2055
EOL Potiguar B 141 SPE S.A.Ordinance 02/2019 – WPP Vila Maranhão I10001.11.2054
EOL Potiguar B 142 SPE S.A.Ordinance 12/2019 – WPP Vila Maranhão II10001.14.2054
EOL Potiguar B 143 SPE S.A.Ordinance 13/2019 – WPP Vila Maranhão III10001.14.2054
EOL Potiguar B 61 SPE S.A.Ordinance 453/2019 – WPP Ventos de Vila Mato Grosso I10012.06.2054
Ventos de Vila Paraíba IV SPE S.A Ordinance 10/2019 - WPP Vila Ceará I10001.14.2054
EOL Aventura IIOrdinance 209/2018 - Aventura II10006.05.2053
EOL Aventura IIIOrdinance 220/2018 - Aventura III - REA n° 7.820/201910006.11.2053
EOL Aventura IVOrdinance 215/2018 - Aventura IV10006.05.2053
EOL Aventura VOrdinance 213/2018 - Aventura V10006.05.2053
EOL SRMN I S.A.Ordinance 196/2018 - Santa Rosa e Novo Mundo I10006.04.2053
EOL SRMN II S.A.Ordinance 194/2018 - Santa Rosa e Novo Mundo II10006.04.2053
EOL SRMN III S.A.Ordinance 197/2018 - Santa Rosa e Novo Mundo III10006.04.2053
EOL SRMN IV S.A.Ordinance 188/2018 - Santa Rosa e Novo Mundo IV10006.01.2053
EOL SRMN V S.A.Ordinance 189/2018 - Santa Rosa e Novo Mundo V - Resolution 7.783/201910006.01.2053
(a) ANEEL approved and authorized an additional extension period for the concession of hydroelectric plants participating in the MRE, pursuant to Law 14,052/2020, REH 3,439/2025, and REA 16,467/2025.
(b) ANEEL transferred ownership of the concession to Copel Geração e Transmissão S.A. through REA 16.151/2025, formalized by the signing of the Fifth Addendum to Concession Agreement 001/2007.
(c) In the process of divestment (Note 37.1)
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-20
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Transmission concessionInterest %Maturity Next tariff
review
Transmission lines and substations concession agreements - Copel Get
Contract 060/2001 – Transmission facilities (sundry Transmission lines and Substations) – extended by the 3rd additive term10001.01.20432028
Contract 075/2001 – Transmission line 230 kV Bateias – Jaguariaíva10008.17.2031(a)
Contract 006/2008 – Transmission line 230 kV Bateias – Pilarzinho10003.17.20382028
Contract 027/2009 – Transmission line 525 kV Foz do Iguaçu – Cascavel Oeste10011.19.20392030
Contract 010/2010 – Transmission line 500 kV Araraquara II – Taubaté 10010.06.20402026
Contract 015/2010 – Substation Cerquilho III 230/138 kV10010.06.20402026
Contract 022/2012 – Transmission line 230 kV Londrina – Figueira and Transmission line 230 kV Foz do Chopim – Salto Osório10008.27.20422028
Contract 002/2013 – Transmission line 230 kV Assis – Paraguaçu Paulista II e Substation Paraguaçu Paulista II 230 kV 10002.25.20432028
Contract 005/2014 – Transmission line 230 kV Bateias – Curitiba Norte e Substation Curitiba Norte 230/138 kV10001.29.20442029
Contract 021/2014 – Transmission line 230 kV Foz do Chopim – Realeza e Substation Realeza 230/138 kV 10009.05.20442030
Contract 022/2014 – Transmission line 500 kV Assis – Londrina10009.05.20442030
Contract 006/201610004.07.20462030
Contract 006/2016 – Transmission line 525 kV Curitiba Leste – Blumenau
Contract 006/2016 – Transmission line 230 kV Baixo Iguaçu – Realeza
Contract 006/2016 – Transmission line 230 kV Curitiba Centro – Uberaba
Contract 006/2016 – Substation Medianeira 230/138 kV
Contract 006/2016 – Substation Curitiba Centro 230/138 kV
Contract 006/2016 – Substation Andirá Leste 230/138 kV
Concession / Authorization Contratcs - Equity interests
Costa Oeste TransmissoraContract 001/2012:10001.12.20422027
Transmission line 230 kV Cascavel Oeste – Umuarama
Substation Umuarama 230/138 kV
Caiuá Transmissora Contract 007/2012:4905.10.20422027
Transmission line 230 kV Umuarama - Guaíra
Transmission line 230 kV Cascavel Oeste – Cascavel Norte
Substation Santa Quitéria 230/138/13,8 kV
Substation Cascavel Norte 230/138/13,8 kV
Marumbi TransmissoraContract 008/2012:10005.10.20422027
Transmission line 525 kV Curitiba – Curitiba Leste
Substation Curitiba Leste 525/230 kV
Integração MaranhenseContract 011/2012: Transmission line 500 Kv Açailândia – Miranda II4905.10.20422027
Matrinchã TransmissoraContract 012/2012:4905.10.20422027
Transmission line 500 kV Paranaíta – Cláudia
Transmission line 500 kV Cláudia – Paranatinga
Transmission line 500 kV Paranatinga – Ribeirãozinho
Substation Paranaíta 500 kV
Substation Cláudia 500 kV
Substation Paranatinga 500 kV
Guaraciaba TransmissoraContract 013/2012:4905.10.20422027
Transmission line 500 kV Ribeirãozinho – Rio Verde Norte
Transmission line 500 kV Rio Verde Norte – Marimbondo II
Substation Marimbondo II 500 kV
Paranaíba TransmissoraContract 007/2013:24.505.02.20432028
Transmission line 500 kV Barreiras II – Rio das Éguas
Transmission line 500 kV Rio das Éguas – Luziânia
Transmission line 500 kV Luziânia – Pirapora 2
Mata de Santa Genebra (b)Contract 001/2014:50.105.14.20442029
Transmission line 500 kV Itatiba – Bateias
Transmission line 500 kV Araraquara 2 – Itatiba
Transmission line 500 kV Araraquara 2 – Fernão Dias
Substation Santa Bárbara D ́Oeste 440 kV
Substation Itatiba 500 kV
Substation Fernão Dias 500/440 kV
Cantareira TransmissoraContract 019/2014: Transmission line Estreito – Fernão Dias 4909.05.20442030
Uirapuru TransmissoraContract 002/2005: Transmission line 525 kV Ivaiporã – Londrina10003.04.2035N/A (a)
(a) Do not undergo tariff review
(b) In May 2025, the acquisition of the entire stake in MSG was completed (Note 1.2).

TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-21
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
3. Basis of Preparation
3.1. Declaration of conformity
The consolidated financial statements were prepared in accordance with International Financial Reporting Standards (IFRS® Accounting Standards), issued by the International Accounting Standards Board (IASB), including interpretations issued by the IFRS Interpretations Committee (IFRIC® Interpretations) or its predecessor, the Standing Interpretations Committee (SIC® Interpretations), and disclose all relevant information specific to the financial statements, and only that information, which is consistent with that used by management in its management.
The issuance of these consolidated financial statements was authorized by the Board of Directors on April 15, 2026.
3.2. Basis of measurement
The consolidated financial statements were prepared based on the historical cost, except for certain financial instruments measured at fair value, as described in the respective accounting policies and notes.
3.3. Functional and presentation currency
The consolidated financial statements are presented in Brazilian Reais, which is the functional and presentation currency of the Company. Amounts are presented in thousands of reais and are rounded to the nearest thousand, unless otherwise indicated.
3.4. Use of estimates and judgments
In the preparation of these consolidated financial statements, Management used judgments, estimates and assumptions that affect the application of accounting policies of the Company and its subsidiaries. Actual results may differ from those estimates, which are reviewed on a continuous basis. The revisions to the estimates are recognized prospectively. Areas that require a higher level of judgment and are more complex, as well as those in which proposals and estimates are significant for consolidated financial projections, are as follows:
•Notes 4.2.7, 20, and 32.2.10 - Derivative financial instruments: mark-to-market of energy purchase and sale contracts and calculation of fair value in swap and hedge transactions;
•Notes 4.3 and 8 - Sectorial financial assets and liabilities: forecast of values that will be included in the tariff review process;
•Notes 4.4 and 9 - Accounts receivable related to the concession: forecast of cash flows and the indemnifiable balance of the concession contracts;
•Notes 4.5 and 10 - Contract assets: definition of the contract remuneration rate, allocation of price to performance obligations and forecast of cash flows;
•Notes 4.7 and 15 - Property, plant and equipment: estimated useful life of assets;
•Notes 4.8 and 16 - Intangible assets: estimated useful life of assets;
•Notes 4.9.1 and 7.2 - Expected Credit Losses: estimate of amounts that will not be received;
•Notes 4.9.2 and 15.4 - Impairment of non-financial assets: definition of assumptions, determination of the discount rate and forecast of cash flows;
•Notes 4.10 and 26 - Provisions for legal claims and contingent liabilities: estimated losses on legal claims;
•Notes 4.10 and 12.3 - Provision for allocation of PIS and Cofins credits: assessment of amounts that may be required to be refunded to consumers;
•Notes 4.11, 28 and 32.2.9 - Revenue recognition: estimate of unbilled amounts, construction margin and provision for non-performance of wind farms;
•Notes 4.12 and 12.1 - Deferred income tax and social contribution: forecast of future taxable income for recoverability of taxes;
•Notes 4.13 and 21 - Post-employment benefits: actuarial assumptions for evaluating pension and assistance plans;
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-22
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
•Notes 4.14 and 27.4 - Share-based remuneration: calculation of the fair value of Long-Term Incentive Plan (ILP) grants;
•Notes 4.15 and 24 - Right to Use Assets and Lease Liabilities: definition of the discount rate for contracts.
•Notes 4.16 and 37 - Assets held for sale and discontinued operations: assessment of sale as highly probable.
3.5. Management’s judgment on going concern
Management has concluded that there are no material uncertainties that cast doubt on the Company's ability to continue as a going concern. It is reasonable to expect that the Company has adequate resources to continue as a going concern for the foreseeable future, and no events or conditions have been identified that would individually or collectively cast significant doubt on the Company's ability to continue as a going concern.
The main bases of judgment used for such conclusion are: (i) main activities resulting from long-term public concessions; (ii) equity value; (iii) operating cash generation, including financial capacity to settle commitments entered into with financial institutions; (iv) historical profitability; and (v) fulfillment of the objectives and targets outlined in the Company's Strategic Planning, which is approved by Management, monitored and reviewed periodically, seeking the continuity of its activities.
4. Material Accounting Policies
The main accounting policies employed in the preparation of these consolidated financial statements are outlined below. These policies have been consistently applied over the years presented.
4.1. Consolidation base
4.1.1. Subsidiaries
The subsidiaries are entities to which the Company has control. The financial statements of the subsidiaries are included in the consolidated financial statements as from the date they start to be controlled by the Company until the date such control ceases.In the consolidated financial statements, the assets, liabilities, and results of subsidiaries are consolidated line by line, with the elimination of transactions and balances between group companies.
4.1.2. Joint ventures and associates
Associates are entities over which the Company has significant influence, but does not control. Joint ventures are entities in which the investor, bound by an agreement, does not individually exercise financial and operational decision-making power, regardless of the percentage of voting capital held. Investments in associates and joint ventures are accounted for using the equity method and are initially recognized at cost.
4.1.3. Business combination
In a business combination, the assets identified, liabilities and contingent liabilities acquired are measured at their respective fair values on the acquisition date. The excess of the acquisition cost over the fair value of the net assets acquired (identifiable assets acquired, net of assumed liabilities) is recognized as goodwill, presented under investment in the individual financial statements of the acquiring company and in the intangible asset in the consolidated financial statements. When the difference between the acquisition cost and the fair value of the net assets acquired indicates a negative amount, the gain on the bargain purchase is recognized directly in the income statement.
The amount that refers specifically to the concession right acquired in a business combination where the acquired entity is a concession operator, whose right to the concession has a known and defined term, is not characterized as goodwill and, therefore, is amortized over the concession period. Goodwill arising solely from the recognition of deferred tax (34%) on the gain/loss recorded in the business combination is classified as technical goodwill and is not amortized but only tested for impairment.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-23
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
4.2. Financial Instruments
Financial instruments are recognized immediately on the trade date, that is, when the obligation or right arises. They are initially recorded at fair value, unless it is a trade receivable without a significant financing component, plus, for an item not measured at fair value through profit or loss, any directly attributable transaction costs.
Fair values are determined based on market prices for financial instruments with active market, and by the present value method of expected cash flows, for those that have no quotation available in the market. After initial recognition, financial assets are only reclassified if the Company changes its business model for managing financial assets, and this reclassification is applied prospectively.
The Company's financial instruments are classified and measured as described below.
4.2.1. Financial assets measured at fair value through profit or loss
Financial assets recorded at fair value through profit or loss include assets classified as held for trading, financial assets designated upon initial recognition as at fair value through profit or loss or financial assets required to be measured at fair value. Financial assets are classified as held for trading if they are acquired for the purpose of being sold or repurchased in the near term. Financial assets with cash flows that are not solely payments of principal and interest are classified and measured at fair value through profit or loss, irrespective of the business model. After initial recognition, transaction costs and attributable interest expenses, when incurred, are recognized through profit or loss.
4.2.2. Financial assets measured at amortized cost
These are so classified and measured when: (i) the financial asset is maintained within a business model whose objective is to maintain financial assets in order to receive contractual cash flows; and (ii) the contractual terms of the financial asset give rise, on specified dates, to cash flows that exclusively comprise payments of principal and interest on the principal amount outstanding.
4.2.3. Financial assets measured at fair value through other comprehensive income
They mainly comprise investments in equity instruments held for medium to long-term strategic purposes, designated at fair value through other comprehensive income, since recognizing short-term fluctuations in the fair value of these investments in profit or loss would not be in line with the Company's strategy of maintaining and observing its long-term performance potential.
4.2.4. Financial liabilities measured at amortized cost
Financial liabilities are measured at amortized cost using the effective interest method. This method is also used to allocate the interest expense on these liabilities over the relevant period. The effective interest rate is the rate that exactly discounts the estimated future cash flows (including fees paid or received, which form an integral part of the effective interest rate, transaction costs, and other premiums or discounts) over the estimated life of the financial liability or, when appropriate, over a shorter period, for the initial recognition of the net carrying amount.
4.2.5. Financial liabilities measured at fair value through profit or loss
These are liabilities designated upon initial recognition as at fair value through profit or loss and those classified as held for trading. Financial liabilities designated fair value through profit or loss are stated at fair value with the respective gains or losses in fair value recognized in the statement of income. Net gains or losses recognized in profit or loss include the interest paid on the financial liability.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-24
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
4.2.6. Derecognition of financial assets and liabilities
The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset. The Company derecognizes financial liabilities only when its obligations are discharged, cancelled or settled. The difference between the carrying amount of the derecognized financial liability and the corresponding disbursement made, or to be made, is recorded to profit or loss.
4.2.7. Derivative financial instruments
Mark-to-market of energy purchase and sale contracts
The Company negotiates energy purchase and sale agreements and part of its contracts are designated and classified as derivative financial instruments measured at fair value through profit or loss. Net unrealized gains or losses arising from the mark-to-market of these contracts (difference between contracted and market prices) are recorded as operating income or operating cost in the Statement of income for the year.
Swap and Hedge Operations
The Company hedges its exposure to interest rate risks on debt through swap agreements, which are recognized as assets and/or liabilities on the statement of financial position and initially and subsequently measured at fair value. Changes in the fair value of derivatives are recognized in financial results.
For the purposes of reducing earnings volatility and ensuring transparency in the effects of capital management, the Company adopts hedge accounting. The Company debts that are hedged are designated as “fair value hedge”, so that changes in the fair values of both the hedge instruments and the hedge items are recorded in the financial results.
4.3. Net sectorial financial assets and liabilities
In the power distribution segment, the Company records changes in sectorial financial assets and liabilities to maintain neutrality between the billed amounts of consumer tariffs, to cover energy costs, charges and other related items, and the forecast for tariff coverage, according to the term amendment to the distribution concessionaires concession.
The amounts are updated until the date of the tariff readjustment/revision and, after approval by Aneel, the new tariff is applied for the current tariff year, providing for collection or return of constituted assets and liabilities, which are then amortized.
In the event of termination of the concession for any reason, the residual values of Portion A items and other financial components, not recovered or returned through tariff, must be incorporated in the calculation of the compensation, keeping rights or obligations of the concessionaire with the Granting Authority safeguarded.
4.4. Accounts receivable related to the concession
Refer to financial assets of the concessions with unconditional right to receive cash by the Company, guaranteed by the Granting Authority by contractual clause and specific legislation.
4.4.1. Power distribution service concession
The portion recognized as a financial asset refers to the indemnity set forth in the public power distribution service concession agreements, which the Company understands as an unconditional right to cash payments from the Granting Authority upon expiration of the concession. This indemnification aims to reimburse the Company for investments made in infrastructure, without recovery, through the tariff.
The cash flows related to these assets are determined taking into account the Regulatory Compensation Basis (BRR), defined by the Granting Authority, and the fair value is recorded based on the replacement cost methodology of the assets included in the distribution infrastructure linked to the concession.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-25
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
4.4.2. Bonus for the grant of quota system generation concession agreement
The generation concession contract under the quota system provides for the payment of a bonus for the grant to the Granting Authority, pursuant to paragraph 7 of article 8 of Law 12,783/2013, which is recognized as a financial asset because it represents an unconditional right to receive cash, guaranteed by the Granting Authority during the term of the concession and without demand risk.
The remuneration of this financial asset is based on the Weighted Average Cost of Capital - WACC defined by the National Energy Policy Council (CNPE) in Resolution 2/2015, which is being presented in the statement of income as operating revenue in accordance with the Company's business model.
4.4.3. Power generation concession
The Company has concession agreements for power generation that contain indemnification clauses for the infrastructure not depreciated, amortized and/or received during the concession term. After maturity, the residual balances of the assets are transferred to Accounts receivable related to the concession. At the end of each reporting period, Management evaluates the recoverability of the asset, remeasuring its cash flow based on its best estimate.
4.5. Contract assets
Represents the contractual right of the Company related to the construction of the infrastructure delegated by the Granting Authority, conditional upon the receipt of revenue not only by the passage of time, but after fulfilling the performance obligation to maintain and operate the infrastructure.
4.5.1. Power distribution service concession
Represents the concessionaire's contractual right related to the works under construction to meet the needs of the concession, accounted for at cost plus financial charges, when applicable.
When the assets are put into operation, the assets are transferred to the intangible asset, in the amount equivalent to what will be remunerated by the user through payment of the fee for the use of the services, or to the accounts receivable associated to the concession, in the amount equivalent to the residual portion of the assets not amortized, which will be reverted to the Granting Authority through indemnification at the end of the concession.
4.5.2. Power transmission concession
Represents the balance of public electricity transmission contracts signed with the Granting Authority to build, operate and maintain the high voltage lines and substations. During the term of the concession agreement, the Company receives, subject to its performance, a remuneration denominated Annual Revenue Allowance (RAP) that remunerates the investments made in the construction of the infrastructure and covers also, the costs of operation and maintenance incurred.
The Company estimates its revenue in the construction phase at fair value based on the budgeted cost of the work and used by management as a parameter for bidding on the concession auction. Fair value revenue comprises the budgeted cost for the entire construction period plus the construction margin, which represents sufficient parcel to cover the costs of managing and monitoring the work.
The implicitly remuneration rate of each concession is determined by the projection of the expected cost, the profit margin in the construction phase and the projection of the Annual Permitted Revenue (“RAP”) to be received, net of the variable consideration estimate (Variable Installment - “PV”) and the portion intended to remunerate Operation and Maintenance (O&M). This remuneration rate is fixed at the initial period and does not change during the performance of the contract.
The assets arising from the construction of the transmission infrastructure are formed by the recognition of construction revenue, according to the percentage of completion of the construction (Note 4.11.3), and by their financial remuneration (Note 4.11.2).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-26
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
After the start of commercial operation, to the extent that the operation and maintenance (O&M) service is provided, the part of the RAP referring to O&M revenue is recognized in the income statement at fair value, on a monthly basis, and billed together with the part of the revenue recognized in the construction phase. This invoiced amount is transferred to financial assets under trade accounts receivable until it is actually received. The rates defined by Aneel are used as a reference, since these rates were the subject of technical and statistical studies and represent the best estimate of the useful life of each asset.
The Company recognizes gains and losses due to efficiency or inefficiency in the construction of the infrastructure and due to periodic tariff review (RTP), when incurred, directly in the statement of income for the year.
4.6. Accounts payable related to the concession
These refer to the amounts set forth in the concession agreement in connection with the right to explore hydraulic power generation potential (onerous concession), whose agreement is signed as Use of Public Property (UBP) agreements. The obligation is recognized on the date of signature of the concession agreement corresponding to the present value of future cash payments for the concession. The liability is then remeasured using the effective interest rate and reduced by contractual payments.
4.7. Property, Plant and Equipment
These rights relate to tangible assets intended for the maintenance of the entity's activities or exercised for this purpose. This includes rights arising from transactions that transfer the benefits, risks, and control of these assets to the entity.
The property, plant and equipment related to the public service concession agreement are depreciated according to the straight-line method based on annual rates set forth and reviewed periodically by Aneel. Property, plant and equipment related to contracts for the use of public property under the independent electricity producer scheme are depreciated based on annual rates established by Aneel limited to the concession period. All other property, plant and equipment are depreciated using the straight-line method based on estimates of their useful lives. The rates defined by Aneel are used as a reference, since these rates have been the subject of technical and statistical studies carried out by the regulatory agency and are practiced and accepted by the market as representative of the economic useful life of the assets.
Costs directly attributable to construction works as well as interest and financial charges on borrowings from third parties during construction are recorded under property, plant and equipment in progress, if it is probable that they will result in future economic benefits for the Company.
4.8. Intangible Assets
They mainly comprise the assets arising from the concession contracts detailed below, in addition to the concession/authorization rights generated in business combinations (Note 4.1.3) and balances of software acquired from third parties and software developed in-house which are measured at acquisition cost and amortized over five years.
4.8.1. Acquisition of exploration rights - onerous concession contract
Corresponds to acquisition of exploration rights on hydropower potential whose onerous concession contract is signed as Use of Public Property - UBP and/or Grant Bonus. This asset is recognized at the present value of future cash disbursements during the Concession Agreement term. At the date of start of commercial operation or acquisition of exploration rights on hydropower potential, the amount presented is fixed and amortized over the concession period.
4.8.2. Hydrological risk renegotiation (Generation Scaling Factor - GSF)
Asset consisting of the renegotiation of the hydrological risk under the terms of Law No. 13,203/2015 and subsequent changes, arising from the amounts recovered from the cost with the adjustment of the Energy Reallocation Mechanism - MRE (GSF). The amount was transformed by Aneel into an extension of the concession period, which is amortized on a straight-line basis until the end of the new concession period.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-27
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
4.8.3. Power distribution service concession
This comprises the right to control infrastructure, built or acquired as part of the electric energy public service concession, and the right to charge fees to the users of the public service. Intangible assets are recorded at their fair acquisition and construction value, less accumulated amortization and impairment losses, when applicable. The amortization of intangible assets reflects the pattern in which it is expected that future economic benefits will flow to the Company during the concession period. During the infrastructure construction phase costs are classified as contract assets (Note 4.5).
4.9. Impairment of assets
Assets are assessed to detect evidence of impairment.
4.9.1. Financial assets
Provisions for losses on financial assets are based on assumptions about default risk, existing market conditions and future estimates at the end of each year.
The Company applies the simplified approach of IFRS 9 to the measurement of expected credit losses, considering estimates for all trade accounts receivable, grouped based on shared credit risk characteristics, number of days late, in the amount considered enough to cover losses on the realization of these assets, based on specific criteria of the payment history, collection actions carried out for the credit recovery and relevance of the amount due in the receivables portfolio.
4.9.2. Non-financial assets
When there is a loss arising from situations in which the asset's book value exceeds its recoverable amount, defined as the higher of the asset's value in use and the fair value net of the asset's selling expenses, this loss is recognized in profit or loss for the year. For impairment testing purposes, assets are grouped at the lowest levels for which there are separately identifiable cash flows (Cash Generating Units - CGU). The amount of the impairment of non-financial assets is reviewed periodically and in case of reversal of impairment recorded in prior years, this reversal is recognized in the current year results.
Assets arising from onerous concession and rights of concession and/or authorization to generate electricity, classified as intangible assets, have their impairment tested along with the other assets of that cash-generating unit.
The impairment of contract assets in their construction phase is tested immediately, mainly considering the use of the effective interest rate fixed at the beginning of the project and carried to the end of the concession cash flow. After the beginning of the commercial operation, the portion of revenue recognized is tested for impairment in the accounts receivable from customers. For the receivable part conditioned to fulfill the performance obligation to maintain and operate the infrastructure, the Company has no history and no expectation of losses, since amount is subject to guarantee structures, via shared apportionment of eventual default losses among the other members of the national interconnected system managed by National Electric System Operator (ONS) and by the jurisdiction of the sector.
4.10. Provisions
Provisions are recognized when: i) the Company has a present obligation (legal or not formalized) resulting from a past event, ii) it is probable (i.e., more likely than not) that an outflow of resources embodying economic benefits will be required to settle the obligation, and iii) a reliable estimate can be made of the amount to settle the obligation. For the calculation of recurring matters, the company's historical experience with similar cases is used to estimate the most likely outcome for the set of processes. The estimates of outcomes and financial impacts are determined by the Company, which requires use of judgment by Management, supplemented by the experience of similar past transactions and, in some cases, by independent expert reports.
The amounts corresponding to the main portion of the provision are recognized in the operating result or in assets and the monetary restatement, if any, is recognized in the financial result. Socio-environmental provisions are recorded under assets when incurred during the implementation phase of projects, or even later, after entry into commercial operation, when considered conditions for obtaining/renewing operation and maintenance licenses.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-28
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Provisions for dismantling or decommissioning assets are recorded against the cost of the respective asset, at present value, when they meet the recognition and measurement criteria. The asset is depreciated along with the items of property, plant, and equipment, while the liability is reconstituted by the passage of time. In the event of a revision of the provisioned amounts, if these are not due solely to the passage of time, they are recognized again against the cost of the asset and depreciated until the end of their useful life.
Contingent assets and liabilities are not recognized in accounting but are disclosed in notes to the financial statements when it is probable that future economic benefits will be recognized, for the assets, or when the probability of an outflow of resources is assessed as possible, in the case of liabilities.
4.11. Revenue recognition
4.11.1. Revenue from contracts with customers
Revenue is measured based on the consideration that the Company expects to receive in a contract with the customer, net of any variable consideration. The Company recognizes revenues when it transfers control of the product or service to the customer and when it is probable to receive the consideration considering the client's ability and intention to pay the consideration when due. The Company's operating revenue comes mainly from the Electricity sales to Distributors and to Final Customers and from the Use of main distribution and transmission grid.
The revenue from Electricity sales to Distributors is recognized monthly based on the data for billing that are determined by the average MW of contracted electricity and declared with the CCEE. When the information is not available, the Company estimates the revenue considering the contracts’ rules and price and volume estimates.
For wind power generation companies subject to minimum generation amounts, the Company understands that it is subject to variable consideration, and for this reason, includes a provision for non-performance based on the annual generation estimates, reducing revenue.
Revenue from Electricity sales to Final Customers and from the Use of main distribution and transmission grid is recognized monthly based on measured and effectively billed energy. In addition, the Company records unbilled revenue on an estimated basis, based on the last billing. The concession contract for the public electricity distribution service provides for compensation for non-performance of quality indicators which, when incurred, are accounted for as a reduction in revenue from the use of the main distribution grid.
Information on the transmission segment's revenue is described in Note 4.5.2.
4.11.2. Interest income
Interest income is recognized when it is probable that future economic benefits will flow to the Company and its amount can be reliably measured. Interest income is recognized based on time and the effective interest rate on outstanding principal amounts. The effective interest rate is the one that discounts the estimated future cash receipts calculated during the estimated life of the financial asset in relation to initial net carrying amount of that asset.
Regarding the contract assets of the power transmission concession, financial compensation revenue is recognized using the implicit remuneration rate established at the beginning of each project, which is presented in the statement of income as operating income in accordance with the Company's business model.
4.11.3. Construction revenue and margin
Revenue related to construction services for infrastructure in the power transmission and distribution services, are recognized over time based on the stage of completion of the work. The respective costs are recognized when incurred, in the statement of income for the year, as construction cost.
Given that Copel Distribuição outsources the construction of distribution infrastructure to unrelated parties, through works carried out in the short term, the construction margin for the energy distribution activity results in insignificant amounts, which leads to its non-recognition in construction revenue.
The construction margin adopted for transmission activity derives from a calculation methodology that considers business risk.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-29
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
4.12. Deferred income tax and social contribution
The Company, based on its profitability history and the expectation of generating future taxable profits, based on its internal projections prepared for reasonable periods for its business, sets up a deferred tax asset on temporary differences between the tax bases and on tax losses and negative tax basis.
The deferred income tax and social contribution are recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used for tax calculation purposes, to the extent that there will probably be sufficient taxable profits against which the temporary differences can be utilized and the tax losses can be offset.
Deferred tax assets and liabilities may be offset if there is a legal right to offset the current tax assets and liabilities and they relate to the same taxing authority.
4.13. Post-employment benefits
The Company and its subsidiaries sponsor pension plans to supplement retirement and pension plans and the Assistance Plan (medical and dental assistance). The amounts of these actuarial commitments (contributions, costs, liabilities and/or assets) are evaluated annually by an independent actuary, with the base date that coincides with the end of the year. The economic and financial assumptions for the purposes of the actuarial valuation are discussed with the independent actuary and approved by the Management.
The assets of the benefit plans are valued at market value (marked-to-market). For the assistance plan that offers post-employment benefits (Prosaúde II), the value of the plan liability is recognized at the present value of the actuarial obligation, less the fair value of the plan assets. The adoption of the projected credit unit method adds each year of service as a triggering event for an additional benefit unit, adding up to the calculation of the final obligation.
Other actuarial assumptions are used, which take into account biometric and economic tables in addition to historical data from the benefits plans, obtained from the manager of these plans, Fundação Copel de Previdência e Assistência Social.
Actuarial gains or losses caused by changes in assumptions and/or actuarial adjustments are recognized in other comprehensive income.
4.14. Share-based compensation
The Company implements Long-Term Incentive Plans (ILP) through which it receives the services rendered by eligible participants (managers and/or employees). These services are settled with equity instruments (shares). The total expense is recognized in the income statement under personnel and management, with a corresponding increase in equity over the vesting period.
The amount recognized as an expense is periodically adjusted to reflect the number of shares for which it is expected that the time and performance conditions will be met. The final amount recognized as an expense is based on the number of shares that effectively meet the conditions on the vesting date. The fair value of the services received is measured indirectly based on the fair value of the equity instruments granted, which is measured on the date the shares are granted and no subsequent adjustments are made for differences between expected and actual results.
4.15. Right to use lease assets and liabilities
Upon entering into a lease agreement, the right to use assets is recorded at present value, with a corresponding entry to a lease liability of the same amount, except for agreements that meet the exemption criteria of the accounting standard (short-term leases, low value or those that foresee variable remuneration). After initial measurement, the amortization of the right-of-use asset is recorded in operating result and interest on the lease liability in financial result. To define the interest rate, the Company uses as a basis the nominal rate practiced in the last funding of the Copel group, disregarding subsidized or incentivized funding.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-30
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
4.16. Assets and liabilities held for sale and discontinued operation
Assets and liabilities are classified as held for sale when the sale is highly probable, i.e., when they are available for immediate sale under current conditions and senior management is committed to the divestment, which is expected to be completed within 12 months of the reclassification date. Assets held for sale and associated liabilities are measured at book value or fair value net of selling expenses, whichever is the lower. If the asset represents an important separate line of business, the transaction is classified as a discontinued operation, and its results and cash flows are presented separately..
4.17. Treasury shares
The value of the shares repurchased by the Company, along with the transaction costs incurred in the repurchase process, is recorded in equity. These amounts are not restated as long as the shares remain in treasury. In the event of the sale of these shares, if the result, net of transaction costs, results in a gain, it is recorded in a capital reserve. If there is a loss, it is recorded in the account that originated the funds for the acquisition.
4.18. Standards applicable to the Company effective January 1, 2025
As of January 1, 2025, the following changes in standards are in effect, with no significant impact on the Company's financial statements:
(i)IAS 21 - Effects of Changes in Exchange Rates Entitled Lack of Convertibility;
4.19. New standards that are not yet in effect
As of the following financial years, the new and/or revised standards below will be in effect:
(i)IFRS 9 and IFRS 7 - Classification and measurement of financial instruments and Contracts with reference to energy and whose generation depends on nature: address recent practical issues, improve understanding, and include new requirements applicable to entities in general, not just financial institutions (effective as of January 1, 2026);
(ii)IFRS 18 - Presentation and Disclosure in Financial Statements: changes in the presentation and disclosure related to the statement of financial performance and the disclosure of management performance measures within the financial statements (effective as of January 1, 2027);
(iii)IFRS 19 - Subsidiaries without Public Accountability: Allows for the application of reduced disclosure requirements for eligible subsidiaries of entities that report under international accounting standards (effective as of January 1, 2027);
(iv)Annual Improvements to IFRS Accounting Standards - Volume 11: changes intended to clarify the wording of certain standards or to correct relatively minor unintended consequences, omissions, or conflicts between the requirements of international accounting standards (effective as of January 1, 2026);
(v)IFRS 10 and IAS 28: changes related to the sale or contribution of assets between an investor and its associate or joint venture (no defined effective date).
The Company does not expect significant impacts on the financial statements as a result of these changes in standards, except for IFRS 18, for which management is assessing the impacts of adoption.
5. Cash and Cash Equivalents
12.31.202512.31.2024
Cash and bank accounts379,611 174,798 
Financial investments with immediate liquidity2,750,752 3,987,141 
3,130,363 4,161,939 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-31
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
These comprise cash on hand, deposits with banks and short-term highly liquid investments, which can be redeemed in cash within 90 days from the investment date. Temporary short-term investments are recorded at cost at the reporting date, plus income net of income tax earnings accrued. Cash and cash equivalents are subject to an insignificant risk of change in value.
Financial investments refer to Bank Deposit Certificates (“CDB”) and Repurchase Agreements which, depending on the incidence of IOF and the liquidity period negotiated at the time of contracting, are remunerated at between 70.0% and 102.1% of the variation rate of the Interbank Deposit Certificate (“CDI”).
6. Bonds and Securities
CategoryIndex12.31.202512.31.2024
Units in Funds (a)
CDI593,217 418,465 
Bank Deposit Certificates – CDB96% to 101% of CDI82,929 94,707 
Committed Operation98% of CDI15,635 16,536 
691,781 529,708 
Current895 623 
Noncurrent690,886 529,085 
Interbank Deposit Certificate – CDI
(a) Most of these are reserve accounts intended to fulfill loan, financing and debentures contracts with BNDES.
The Company and its subsidiaries hold securities that yield variable interest rates. The term of these securities ranges from 3 to 50 months from the end of the period, however, most of the balance is recorded in noncurrent assets as they refer to funds tied to the financial guarantee of long-term contracts.
7. Trade Accounts Receivable
Balances falling dueOverdue Overdue for more Total Total
Up to 90 daysMore than 90 days12.31.202512.31.2024
Electricity sales to final customers and Charges for use of the system - Copel DIS (a)1,816,229 439,188 161,699 2,417,116 2,255,678 
Unbilled electricity sales to final customers and Charges for use of the system - Copel DIS931,460 — — 931,460 930,801 
Electricity sales for final customers135,042 1,736 4,647 141,425 177,516 
Other consumers receivables68,662 26,691 16,227 111,580 187,204 
Energy supply813,128 6,862 137,615 957,605 666,055 
Charges for use of the transmission system102,758 1,354 55,166 159,278 102,342 
(-) Expected credit losses (Note 7.2)(9,669)(17,637)(228,012)(255,318)(240,714)
3,857,610 458,194 147,342 4,463,146 4,078,882 
Current4,300,957 3,962,702 
Noncurrent162,189 116,180 
(a) Includes the balance of debt installments of Copel DIS (Note 7.1).
7.1. Debt installments
12.31.202512.31.2024
Residential99,097 106,440 
Industrial69,950 77,038 
Commercial298,725 181,104 
Rural9,212 10,058 
Public Entities4,647 5,011 
Public lighting419 454 
Public service1,931 2,074 
(-) Adjustment to present value(99,910)(21,251)
384,071 360,928 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-32
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
At Copel DIS, the installment payment of overdue debts may be granted at the consumer's request based on criteria and conditions, which include the minimum down payment percentage, the number of installments, and guarantee requirements, depending on the amount of the debt.
The balances of debt installments, as of December 31, 2025, are at present value, and take into account the amount to be discounted, the due dates of the installments and the weighted average discount rate of 1.2% p.m. (1.28% p.m. as of December 31, 2024).
7.2. Expected credit losses
Balance as of January 01, 2024AdditionsWrite offs
Reclassification (a)
Balance as of December 31, 2024Additions / (Reversals)Write offsBusiness combination effect (b)Balance as of December 31, 2025
Electricity sales to final customers, Charges for use of the system and other consumers receivables - Copel DIS133,867 70,627 (120,871)— 83,623 100,735 (87,304)— 97,054 
Electricity sales to final customers and other consumers receivables - Copel COM15,324 716 (9,175)— 6,865 (1,468)(2,381)— 3,016 
Energy supply and Charges for use of the transmission system133,191 21,172 (4,137)— 150,226 (1,764)(2,412)9,198 155,248 
Gas distribution— 7,510 — (7,510)— — — — — 
282,382 100,025 (134,183)(7,510)240,714 97,503 (92,097)9,198 255,318 
(a) Reclassification related to Compagas values, sold in 2024.
(b) Balances acquired in the business combination described in Note 1.2.
8. Net Sectorial Financial Assets and Liabilities
The Sectorial Financial Assets and Liabilities comprise the differences calculated between the balances considered in the tariff coverage to cover energy costs, charges and other financial components, and the actual costs incurred, resulting in a balance to be received by the distributor or to be refunded to consumers. The current balance consists of amounts approved by Aneel in the last tariff adjustment and amounts that will be ratified in the next tariff events.
Balance as of January 1, 2025Operating revenuesFinancial resultsTariff flagsStatement of Financial PositionBalance as of December 31, 2025
ConstitutionAmortizationUpdatingConstitution
Portion A
Electricity purchased for resale – Itaipu78,793 109,999 (21,659)13,307 — — 180,440 
Electricity purchased for resale – CVA Energy(62,125)721,685 154,935 15,948 (451,583)— 378,860 
Transport of energy using the transmission system – basic grid402,396 98,764 (340,198)30,053 — — 191,015 
Transport of energy purchased from Itaipu29,570 5,255 (25,871)85 — — 9,039 
System Service Charges - ESS112,687 (9,646)(65,358)5,273 (45,184)— (2,228)
Energy Development Account - CDE(64,790)350,530 (19,127)6,960 — — 273,573 
Proinfa(7,721)42,104 (16,191)3,934 — — 22,126 
Other financial components
Refunds of Pis and Cofins (Note 12.3)(568,455)— 1,017,539 — — (864,545)(415,461)
Neutrality(276,986)(153,256)285,023 (7,254)— — (152,473)
Hydrological risk(481,262)(392,087)459,507 (24,873)— — (438,715)
Tariff refunds(172,956)(94,351)129,927 (4,518)— — (141,898)
Overcontracting234,070 265,156 (171,122)16,034 (194,846)— 149,292 
CDE Water Shortage — (58,086)31,728 (2,995)— — (29,353)
CDE Eletrobras(38,891)37,956 4,484 (1,940)— (13,164)(11,555)
Anticipation of distributed generation bank— 189,204 — — — — 189,204 
Tariff mitigation mechanism(242,372)(217,211)262,497 (45,758)— — (242,844)
Other(19,768)(34,134)39,489 (26,718)— (955)(42,086)
(1,077,810)861,882 1,725,603 (22,462)(691,613)(878,664)(83,064)
Current assets— 400,463 
Noncurrent assets— 400,463 
Current liabilities(935,322)(883,990)
Noncurrent liabilities(142,488)— 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-33
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Balance as of January 1, 2024Operating revenuesFinancial resultsTariff flagsStatement of Financial PositionBalance as of December 31, 2024
ConstitutionAmortizationUpdatingConstitution
Portion A
Electricity purchased for resale - Itaipu106,561 73,899 (108,421)6,754 — — 78,793 
Electricity purchased for resale - CVA Energ(557,165)153,184 466,293 (43,429)(81,008)— (62,125)
Transport of energy using the transmission system - basic grid601,157 258,551 (515,559)58,247 — — 402,396 
Transport of energy purchased from Itaipu54,593 15,689 (46,482)5,770 — — 29,570 
ESS142,484 128,496 (103,966)11,938 (66,265)— 112,687 
CDE1,280 (50,074)(18,442)2,446 — — (64,790)
Proinfa(14,495)(15,485)23,969 (1,710)— — (7,721)
Other financial components
Refunds of Pis and Cofins (Note 12.3)(702,895)— 1,317,355 — — (1,182,915)(568,455)
Neutrality(19,622)(395,710)154,354 (16,008)— — (276,986)
Hydrological risk(475,400)(430,730)445,336 (20,468)— — (481,262)
Tariff refunds(181,607)(97,904)113,258 (6,703)— — (172,956)
Overcontracting634,193 150,068 (390,911)25,573 (184,853)— 234,070 
Itaipu Bonus(3,243)— (55,741)— — 58,984 — 
CDE Eletrobras (41,882)66,074 22,929 (4,733)— (81,279)(38,891)
Tariff attenuation mechanism— (234,789)— (7,583)— — (242,372)
Other(17,004)(14,608)13,091 (1,247)— — (19,768)
(473,045)(393,339)1,317,063 8,847 (332,126)(1,205,210)(1,077,810)
Current assets15,473 — 
Noncurrent assets15,473 — 
Current liabilities(476,103)(935,322)
Noncurrent liabilities(27,888)(142,488)
9. Accounts Receivable - Concessions
Distribution (Note 9.1)GenerationTotal
Bonus from the grant (Note 9.2)Concessions agreements (Note 9.3)
Balance as of January 1, 20241,954,679 792,741 71,835 2,819,255 
Transfers from contract assets 578,820 – – 578,820 
Transfers to other receivables (assets held for disposal)(1,927)– – (1,927)
Fair value recognition82,424 – 3,590 86,014 
Write-offs(3,265)– – (3,265)
Transfers to electricity grid use charges - customers– (91,737)– (91,737)
Interest (Note 28.1)– 120,800 – 120,800 
Balance as of December 31, 20242,610,731 821,804 75,425 3,507,960 
Transfers from contract assets (Note 10)913,668 – – 913,668 
Fair value recognition 161,244 – 3,248 164,492 
Write-offs(6,089)– – (6,089)
Transfers to electricity grid use charges - customers– (96,142)– (96,142)
Interest (Note 28.1)– 119,557 – 119,557 
Balance as of December 31, 20253,679,554 845,219 78,673 4,603,446 
Current 12,867 
Noncurrent 4,590,579 
9.1. Power distribution service concession contract
Balance corresponding to the estimated portion of investments made in the public service infrastructure whose useful life exceeds the concession period and which, according to the contractual provision, will be indemnified by the Granting Authority at the end of the concession.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-34
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
9.2. Bonus from the grant of concession agreements under the quota system
Balance relating to the bonus for the grant of the GPS HPP concession contract, paid to the Granting Authority, restated by the IPCA and interest, in accordance with the concession contract signed on January 5, 2016.
9.3. Power generation concessions contract
Residual balance of the electricity generation assets of HPP GPS and HPP Mourão I, depreciated until 2015, when the concessions expire. In August 2022, Copel filed with Aneel the appraisal reports relating to the residual values as of July 2015, for inspection by the regulatory agency. In order to establish guidelines for the process of recognizing complementary investments to the basic project, as referred to in Article 2 of Decree No. 7850/2012, and to establish the form of payment to generation concessionaires, on July 3, 2025, the Ministry of Mines and Energy opened Public Consultation No. 190/2025 in order to propose the process to be followed in the payment of amounts approved by Aneel, pursuant to Normative Resolution No. 1027/2022, covering generation concessionaires, including Copel, with the GPS and Mourão hydroelectric plants. To date, the public consultation has not been concluded, including its regulation.
10. Contract assets
Distribution (Note 10.1)Transmission (Note 10.2)Total
Concession assetsRBSE assets
Balance as of January 1, 20242,201,958 4,087,156 1,315,947 7,605,061 
Acquisitions2,465,040 645,525 188,105 3,298,670 
Construction revenue— 95,610 — 95,610 
Customers contributions(268,692)— — (268,692)
Transfers to intangible assets (Note 16)(2,103,522)— — (2,103,522)
Transfers to accounts receivable – concessions (Note 9)(578,820)— — (578,820)
Write-offs or disposal(14,496)— — (14,496)
Realization of fair value adjustments recognized in the business combination— 722 — 722 
Transfers to electricity grid use charges - customers— (508,832)(306,596)(815,428)
Other transfers(20)(8,179)— (8,199)
Balance as of December 31, 20241,701,448 4,312,002 1,197,456 7,210,906 
Acquisitions3,268,885 845,918 136,968 4,251,771 
Construction revenue– 226,366 – 226,366 
Customers contributions(309,835)– – (309,835)
Transfers to intangible assets (Note 16)(2,901,548)– – (2,901,548)
Transfers to accounts receivable – concessions (Note 9)(913,668)– – (913,668)
Write-offs or disposal(20,453)– – (20,453)
Effect of business combination (a)– 3,110,665 – 3,110,665 
Realization of fair value adjustments recognized in the business combination– 2,134 – 2,134 
Transfers to electricity grid use charges – customers– (663,898)(273,670)(937,568)
Other transfers– (8,695)– (8,695)
RBSE adjustment - review of the financial component– – (115,069)(115,069)
Balance as of December 31, 2025824,829 7,824,492 945,685 9,595,006 
Current 392,594 
Noncurrent 9,202,412 
a) Balances acquired in the business combination described in Note 1.2.
10.1. Power distribution service concession contract
The balance consists of work in progress mainly related to the construction and expansion of substations, distribution lines and networks, and metering equipment, measured at historical cost, net of special liabilities, and which are transferred to the Accounts receivable related to the concessions and Intangible assets as these works are completed. The capitalized costs of loans, financing, and debentures during the construction phase amounted to R$15,364 in 2025, at an average rate of 0.18% p.a. (R$19,187 at an average rate of 0.25% p.a. in 2024).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-35
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
10.2. Transmission service concession contract
RBSE adjustment - review of the financial component
In June 2022, Technical Note 85/2022-SGT/Aneel was issued, which dealt with the analysis of the requests for reconsideration on the payment of the financial component and reprofiling of the RBSE. In April 2023, Technical Note 85/2023–SGT/Aneel was issued, presenting a technical analysis of the comments on the calculations presented in Technical Note 085/2022-SGT/Aneel. On June 10, 2025, Aneel, through Resolution No. 3,467/2025, revised the provisions of Resolution No. 2,847/2021 and approved, as of this date, the new Annual Permitted Revenues (“RAP”) values for the financial component, with a negative impact of R$115,069 on Copel GeT net operating revenue.
Tariff Review
In July 2024, Aneel approved the tariff review of part of Copel GeT transmission concession contracts, with a negative impact of R$44,402, mainly due to the assessment of the New Replacement Value (“VNR”) of the assets, partially offset by the increase in the RAP for reinforcements and improvements carried out in the last cycle. Copel submitted an administrative appeal to Aneel requesting a review of the values and in April 2025 Order No. 1,228/2025 was issued, partially granting the Company's claims, generating a positive effect of R$39,109 on Copel GeT net operating revenue in 2025.
In July 2025, as disclosed in Notice to the Market No. 14/25, Aneel approved the establishment of the RAP for the 2025-2026 cycle, effective as of July 1, 2025. According to Technical Note 141/2025, the RAPs of Copel GeT and its equity interests will now be R$1,811,183, an increase of 13.6%, already considering 100% of the interest in MSG and the effects of the reduction in the financial component of RBSE.
Assumptions - contract assets
12.31.202512.31.2024
Concession
assets		RBSE assetsConcession
assets		RBSE assets
FinancialEconomicFinancialEconomic
Construction margin1.65%N/AN/A1.65%N/AN/A
Operating and maintenance margin1.65%N/AN/A1.65%N/AN/A
Remuneration rate (a)
9.12% p.a.
8.11% p.a.
11.10% p.a.
9.62% p.a.
8.11% p.a.
11.10% p.a.
Contract correction index IPCA (b) IPCA  IPCA IPCA (b)IPCAIPCA
Annual RAP, according to Ratifying Resolution1,033,357176,267122,087611,620209,055115,920
(a) Average rate of contracts
(b) Contract 075/2001 – LT 230 kV Bateias – Jaguariaíva, from Copel GET, and contract 002/2005 – LT 525 kV Ivaiporã – Londrina, from Uirapuru, are adjusted by the IGPM.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-36
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
11. Other Receivables
12.31.202512.31.2024
CDE Transfer (a)394,814 325,657 
Investment disposal (b)340,384 596,203 
Indemnification asset (Note 1.2)346,634 — 
Assets and rights disposal (c)332,744 315,436 
Services in progress (d)
230,940 239,474 
Contractual advances to suppliers35,688 44,624 
Disposals and decommissioning in progress33,829 35,676 
Tariff flag17,561 10,076 
Advance payments to employees 11,816 12,536 
Other receivables 99,972 51,838 
1,844,382 1,631,520 
Current1,050,086 949,674 
Noncurrent794,296 681,846 
(a) Balance receivable from the Energy Development Account (CDE) to cover tariff discounts (Law No. 10,438/2002 and Decree No. 7,891/2013), with the monthly quota stipulated in the Annual Tariff Adjustment/Revision. Each month, the Company estimates the differences to be offset in the next tariff adjustment. On December 31, 2025, the balance receivable for the monthly quota is R$88,979, the balance to be offset in the 2025-2026 cycle is R$143,611, and the balance being accrued is R$162,224 (on December 31, 2024, respectively, R$141,619, R$81,610, and R$102,428).
(b) Balance resulting mainly from the divestment of Compagas completed in 2024, with receipt of R$326,885 in September 2025 and expected settlement in September 2026.
(c) Refers to the balance receivable arising from the sale of assets no longer used by Copel GeT and FDA concessions in 2024.
(d) Refers mainly to expenses related to R&D and PEE projects in progress, which are recorded as assets against cash during execution. Once completed and approved by Aneel, the balances of this asset are offset against the respective liability, which was initially recorded as a contra-entry to income, as a deduction from operating revenue.
12. Taxes
12.1. Deferred income tax and social contribution
Balance as of January 1, 2024
Recognized in income
Recognized comprehensive income
Balance as of December 31, 2024
Recognized in income
Effect of business combination (a)
Recognized in the comprehensive income
Balance as of December 31, 2025
Continued operations
Discontinued operations
Continued operations
Noncurrent assets
Post-employment benefits
504,612 
12,801 
— 
(123,578)
393,835 
9,815 
— 
96,808 
500,458 
Tax losses and negative tax basis
103,285 
345,316 
(229,063)
— 
219,538 
105,573 
149,485 
— 
474,596 
Provisions for legal claims
592,478 
(294,225)
— 
— 
298,253 
(24,483)
1,815 
— 
275,585 
Provision for allocation of PIS and Cofins credits
649,412 
(112,012)
— 
— 
537,400 
(276,022)
— 
— 
261,378 
Effects of business combination
5,248 
5,220 
— 
— 
10,468 
(44,485)
239,294 
— 
205,277 
Fair value in the purchase and sale of power
256,220 
(125,049)
— 
— 
131,171 
49,521 
— 
180,692 
Expected credit losses
140,956 
(13,371)
— 
— 
127,585 
1,571 
3,127 
— 
132,283 
Lease liability
74,662 
(648)
— 
— 
74,014 
8,539 
— 
82,584 
Impairment of assets
213,287 
3,696 
— 
— 
216,983 
(146,283)
— 
— 
70,700 
Amortization – concession
62,869 
5,220 
(18,345)
— 
49,744 
5,220 
— 
— 
54,964 
Provisions for performance and profit sharing
50,803 
9,303 
— 
— 
60,106 
(9,126)
— 
— 
50,980 
Voluntary retirement program
207,809 
(170,230)
— 
— 
37,579 
(31,070)
— 
— 
6,509 
Research and development and energy efficiency programs
67,265 
(49,705)
— 
— 
17,560 
(15,920)
1,270 
— 
2,910 
Concession contracts
17,633 
(1,069)
— 
— 
16,564 
(1,069)
— 
— 
15,495 
Taxes with suspended liability
89,853 
(89,853)
— 
— 
— 
— 
— 
— 
— 
Others
123,624 
15,477 
— 
— 
139,101 
46,748 
1,136 
— 
186,985 
3,160,016 
(459,129)
(247,408)
(123,578)
2,329,901 
(321,471)
396,158 
96,808 
2,501,396 
(-) Noncurrent liabilities
Concession contracts
2,026,461 
46,243 
— 
— 
2,072,704 
(182,122)
378,018 
— 
2,268,600 
Fair value in the purchase and sale of power
374,573 
(137,495)
— 
— 
237,078 
55,832 
— 
— 
292,910 
Effects of business combination
— 
— 
— 
— 
— 
277,123 
— 
— 
277,123 
Deemed cost of property, plant and equipment
290,918 
(17,773)
— 
— 
273,145 
(21,379)
— 
— 
251,766 
Right-of-use asset
70,325 
(881)
— 
— 
69,444 
6,381 
— 
75,825 
Escrow deposits monetary variation
84,890 
(36,502)
— 
— 
48,388 
4,457 
2,714 
— 
55,559 
Transaction cost on loans and financing and debentures
41,664 
5,837 
— 
— 
47,501 
6,735 
— 
— 
54,236 
Accelerated depreciation
146,538 
15,907 
— 
— 
162,445 
(114,567)
— 
— 
47,878 
Others
53,752 
86,971 
— 
(243)
140,480 
27,501 
— 
710 
168,691 
3,089,121 
(37,693)
— 
(243)
3,051,185 
59,961 
380,732 
710 
3,492,588 
Net
70,895 
(421,436)
(247,408)
(123,335)
(721,284)
(381,432)
15,426 
96,098 
(991,192)
Assets presented in the Statement of Financial Position
1,757,688 
1,174,175 
991,404 
Liabilities presented in the Statement of Financial Position
(1,686,793)
(1,895,459)
(1,982,596)
(a) Balances recorded as a result of the business combination described in Note 1.2.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-37
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
12.1.1. Projection for realization of deferred income tax and social contribution
The projection of the realization of deferred tax credits recognized in noncurrent assets and liabilities is based on the expected realization period of each item of deferred assets and liabilities and tax losses, as well as tax losses carryforwards, considering projected future results.
The criteria used for the realization of each item are related to the predictability of realization of the main value that gave rise to the temporary difference. When the expectation of realization of the item is difficult to predict, mainly because it is not under the control of the Company, such as provisions for legal claims, the Company adopts history of realization to project its future realization.
Following are the items that were the basis for the setup of the main credits of the company, as well as their form of realization:
•Provision for allocation of PIS and Cofins credits: will be carried out as the amounts are passed on in the tariff review and readjustment processes approved by the regulatory body, if any, or by the reversal of the respective provision;
•Provisions for post-employment benefits: realized as the payments are made to the Copel Foundation or reversed according to new actuarial estimates;
•Provisions for legal claims: realized according to court decisions or by the reversal when the possible risk of the shares is reviewed;
•Impairment of assets: recognized as amortization, depreciation, write-off, or disposal of the reduced asset occurs, or by reversal when estimates of recoverability improve;
•Deemed cost: realized to the extent that the amortization, depreciation, write-off or disposal of the valued asset occurs;
•Amounts related to the concession agreement: realized over the term of the agreement;
•Amounts related to tax losses and negative tax basis: recovered by offsetting against future taxable income, considering the limit established in the legislation; and
•Other amounts: realized when they meet the deductibility criteria provided for in tax legislation, or upon reversal of the recorded amounts.
The projected realization of the deferred taxes is shown below:
Assets Liabilities
2026685,149 (330,094)
2027369,650 (321,304)
2028189,706 (295,584)
2029114,916 (257,147)
203086,995 (220,214)
2031 to 2033164,470 (456,347)
After 2033890,510 (1,611,898)
2,501,396 (3,492,588)
12.1.2. Unrecognized tax credits
In addition to the deferred income tax and social contribution credits recorded in assets, on December 31, 2025, the Company did not recognize income tax and social contribution credits on income tax and social contribution tax losses in the amount of R$129,694 (R$105,311, as of December 31, 2024) for not having reasonable assurance of generation of future taxable profits sufficient to allow the utilization of these tax credits, mainly at Cutia Empreendimentos Eólicos S.A. (subsidiary of Copel GeT).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-38
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
12.2. Other taxes recoverable and other tax obligations
12.31.202512.31.2024
Current assets
Recoverable ICMS (VAT)194,698 166,339 
Recoverable PIS/Pasep and Cofins taxes (a)
229,626 816,863 
Other recoverable taxes1,782 11,416 
426,106 994,618 
Noncurrent assets
Recoverable ICMS (VAT)298,000 221,313 
Recoverable PIS/Pasep and Cofins taxes (a)732,077 1,011,036 
Other recoverable taxes97,505 88,177 
1,127,582 1,320,526 
Current liabilities
ICMS (VAT) payable252,029 189,102 
ICMS installment payment 8,030 4,712 
PIS/Pasep and Cofins payable149,081 31,033 
IRRF on interest on capital168,009 — 
Special Tax Regularization Program – Pert72,499 66,852 
Other taxes 27,625 10,646 
677,273 302,345 
Noncurrent liabilities
ICMS (VAT) payable10,965 10,965 
ICMS installment payment 4,940 7,251 
Special Tax Regularization Program – Pert223,543 272,979 
239,448 291,195 
Asset and liability balances presented on a net basis, considering the Company's right and intention to realize the asset and liability on a net basis.
(a) The consolidated balance includes amounts related to Pis and Cofins credits on ICMS (Note 12.3).
12.3. Pis and Cofins credit on ICMS - Copel Distribuição
Balance resulting from the final and unappealable decision in June 2020 regarding the lawsuit filed by Copel DIS in 2009, which recognized the right to exclude from the PIS and Cofins tax base the full amount of ICMS included in the energy supply and distribution invoices.
The updated tax credit in assets, after the credits were enabled by the Brazilian Federal Revenue Service, has been recovered through compensation with taxes payable since June 2021, for the Cofins credit and since January 2024 for PIS credit. The asset will continue to be offset against future federal tax debts, respecting the deadlines and limits established by current tax legislation.
The following table shows the movement of the asset:
Balance as of January 1, 20242,665,864 
Monetary variation 144,444 
Offsetting with taxes payable(1,087,281)
Balance as of December 31, 20241,723,027 
Monetary variation 99,441 
Offsetting with taxes payable(964,794)
Balance as of December 31, 2025857,674 
Current218,671 
Noncurrent639,003 
The following table shows the movement in the provision for PIS and Cofins credit allocation, resulting from the amounts under discussion for refund to consumers. The amounts are being refunded to consumers via the tariff process as the tax credits on the assets are offset.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-39
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Liabilities to be refunded to consumersProvision for allocation of PIS and Cofins creditsTotal
Balance as of January 1, 2024731,726 1,909,775 2,641,501 
Monetary variation 78,675 43,327 122,002 
(-) Transfer to sectorial financial liabilities(810,401)(372,514)(1,182,915)
Balance as of December 31, 2024– 1,580,588 1,580,588 
Monetary variation – 64,510 64,510 
(-) Transfer to sectorial financial liabilities (a)– (864,545)(864,545)
Balance as of December 31, 2025– 780,553 780,553 
Current– 119,280 119,280 
Noncurrent– 661,273 661,273 
(a) Amount defined in Copel DIS tariff adjustment of June 24, 2025, with a reducing effect on the tariff during the 2025-2026 tariff cycle.
The Direct Unconstitutionality Proceeding (“ADI”) filed by the Brazilian Association of Electric Energy Distributors (Abradee) questioning Law No. 14,385/2022 was partially upheld on August 14, 2025, resulting in the confirmation of the constitutionality of this law. However, according to the Judgment published on December 10, 2025, it was also determined: (i) that the 10-year period be observed, counted from the date of the effective refund of the undue payment to the distributors or the final approval of the compensation made by them; (ii) that the deduction of taxes levied on the refund, as well as specific fees incurred by the concessionaires, be allowed for the purpose of obtaining the refund of the undue payment; and (iii) that the receipt in good faith of the excess amount by the consumer user shall not be subject to refund.
Still the publication of the Judgment, there are still some issues to be resolved by the Brazilian Supreme Court (“STF”), in particular some contradictions between what was discussed during the trial by the Justices and what was stated in the Judgment regarding the application of the statute of limitations.
In view of this, ABRADEE filed an appeal for clarification, which is why there are still issues that may be addressed by the STF in the context of ADI 7324. Thus, the Company believes that there are insufficient grounds to change the amounts already recorded and presented in these financial statements. It should be noted that the Company continues to actively monitor the legal proceedings and any developments.
12.4. Reconciliation of provision for income tax (IRPJ) and social contribution (CSLL)
12.31.202512.31.202412.31.2023
Income before IRPJ and CSLL3,246,659 2,907,234 2,489,724 
(-) Result of equity investments(239,997)(281,202)(307,809)
3,006,662 2,626,032 2,181,915 
IRPJ and CSLL (34%)(1,022,265)(892,851)(741,851)
Tax effects on:
Interest on equity (JCP)374,000 300,220 325,720 
Dividends126 388 453 
Nondeductible expenses(9,428)(24,957)(22,701)
Tax incentives3,355 4,251 9,905 
Unrecognized tax loss and negative basis of CSLL(24,443)(17,878)(24,345)
Difference between tax bases of deemed profit and taxable profit58,627 (29,949)18,844 
Effect of non-taxable monetary variation (Selic) on undue tax payments 34,055 48,918 87,207 
Others8,355 12,423 (7,289)
INCOME TAX AND SOCIAL CONTRIBUTION(577,618)(599,435)(354,057)
Effective rate - %19.2 %22.8 %16.2 %
With regard to uncertainties about the treatment of income taxes, the Company has made assessments and concluded that it is more likely than not that the treatments will be accepted by the tax authority. The amounts involved ongoing lawsuits relating to income tax and social contribution issues are disclosed in Note 26.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-40
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
12.5. Consumption tax reform
In December 2023, Constitutional Amendment No. 132 was enacted, instituting Tax Reform in the area of consumption taxation in Brazil and promoting significant structural changes in the national tax system. In addition, Supplementary Laws No. 214/2025 and No. 227/2025 were enacted, establishing the main regulatory provisions necessary for the gradual implementation of the new tax model, which still depends on additional regulations and operational definitions by the competent authorities.
Considering the relevance, complexity, and gradual nature of the implementation of the Tax Reform, the Company formed a multidisciplinary group involving the tax, accounting, legal, information technology, regulatory, and business areas, with the objective of assessing the potential impacts on its operations, financial position, results, cash flows, systems, processes, and internal controls.
Based on initial studies, Management defined a structured action plan to comply with the new legal and operational requirements. Throughout fiscal year 2025, the Company initiated and implemented the planned actions, including, among others, process reviews, system updates and adjustments, mapping of tax impacts, and strengthening of internal controls related to tax assessment and compliance with ancillary obligations.
For fiscal year 2026, the Company will continue to execute this action plan, focusing on completing the measures necessary to adapt to the changes that will take effect in 2027, notably the elimination of PIS and Cofins contributions and the introduction of the Goods and Services Contribution tax (CBS). However, given that the Tax Reform implementation process is still evolving, with possible legislative changes, complementary regulations, and interpretations by tax authorities.
The Company continuously monitors legislative updates, infra-legal regulations, and discussions within the sector, periodically reviewing its estimates, assumptions, and judgments in light of new information available. Any effects resulting from future changes in legislation or its interpretation will be reflected prospectively in the financial statements for the period in which such changes are effectively known or implemented.
13. Judicial deposits
12.31.202512.31.2024
Taxes claims 216,138 229,141 
Labor claims86,187 88,398 
Civil claims47,732 47,919 
Easements16,413 21,564 
Customers2,720 5,865 
Others4,759 1,477 
373,949 394,364 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-41
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
14. Investments
14.1. Changes in investments
Balance as of January 1, 2025Equity in earningsCapital decreaseDividends and JCPOther (a)Balance as of December 31, 2025
Joint Ventures
Voltalia São Miguel do Gostoso I116,225 (7,520)— — — 108,705 
Voltalia São Miguel do Gostoso – authorization rights8,203 — — — (367)7,836 
Caiuá138,698 13,472 — (23,723)— 128,447 
Integração Maranhense214,474 18,591 — (13,449)— 219,616 
Matrinchã1,029,198 91,655 — (83,479)— 1,037,374 
Guaraciaba517,914 31,955 — (5,474)— 544,395 
Paranaíba313,606 30,265 — (16,227)— 327,644 
Mata de Santa Genebra695,051 23,057 — (34,580)(683,528)— 
Cantareira486,919 13,642 — (74,860)— 425,701 
Solar Paraná (Note 37.4)7,335 480 (294)(270)(7,251)— 
3,527,623 215,597 (294)(252,062)(691,146)2,799,718 
Associates
Dona Francisca Energética 34,725 5,694 — (5,811)— 34,608 
Foz do Chopim Energética 15,146 18,706 — (19,618)— 14,234 
49,871 24,400 — (25,429)— 48,842 
Investment property443 — — — (1)442 
3,577,937 239,997 (294)(277,491)(691,147)2,849,002 
(a) Amortization of the authorization right, as well as effects of the business combination that resulted in the reclassification of Mata de Santa Genebra from Joint Venture to Subsidiary (Note 1.2) and reclassification of investment to held for sale (Note 37.4).
JCP – Interest on equity
Balance as of January 1, 2024Equity in earnings Capital decreaseDividends and JCPOther (a)Balance as of December 31, 2024
Joint Ventures
Voltalia São Miguel do Gostoso I117,484 (1,259)— — — 116,225 
Voltalia São Miguel do Gostoso - authorization rights8,570 — — — (367)8,203 
Caiuá133,074 12,641 — (7,017)— 138,698 
Integração Maranhense212,060 18,623 — (16,209)— 214,474 
Matrinchã994,999 79,117 — (44,918)— 1,029,198 
Guaraciaba492,083 31,193 — (5,362)— 517,914 
Paranaíba292,022 29,908 — (8,324)— 313,606 
Mata de Santa Genebra736,685 48,533 (37,129)(53,038)— 695,051 
Cantareira468,311 42,448 — (23,840)— 486,919 
Solar Paraná7,209 215 — (89)— 7,335 
3,462,497 261,419 (37,129)(158,797)(367)3,527,623 
Associates
Dona Francisca Energética30,812 5,354 — (1,441)— 34,725 
Foz do Chopim Energética16,113 14,431 — (15,398)— 15,146 
Other1,931 (2)— — (1,929)— 
48,856 19,783 — (16,839)(1,929)49,871 
Investment property444 — — — (1)443 
3,511,797 281,202 (37,129)(175,636)(2,297)3,577,937 
(a) Amortization of authorization rights and sale of Carbocampel.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-42
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
14.2. Subsidiaries with non-controlling interests
14.2.1. Summary financial information
Elejor
12.31.202512.31.2024
ASSETS717,867 748,720 
Current assets115,667 124,996 
Noncurrent assets602,200 623,724 
LIABILITIES717,867 748,720 
Current liabilities114,524 114,110 
Noncurrent liabilities730,149 760,550 
Equity(126,806)(125,940)
Elejor
12.31.202512.31.202412.31.2023
STATEMENT OF INCOME
Net operating revenue153,989 91,418 140,757 
Operating costs and expenses(94,480)(102,299)(92,793)
Financial results(62,923)(124,476)(43,569)
Income tax and social contribution1,165 46,029 (1,487)
Net income (loss)(2,249)(89,328)2,908 
Other comprehensive income1,385 (475)(4,206)
Total comprehensive income (864)(89,803)(1,298)
STATEMENTS OF CASH FLOWS
Cash flows from operating activities(6,433)(58,715)(14,772)
Cash flows from investing activities(10,867)(10,747)(4,600)
TOTAL EFFECTS ON CASH AND CASH EQUIVALENTS (17,300)(69,462)(19,372)
Cash and cash equivalents at the beginning of the year97,082 166,544 185,916 
Cash and cash equivalents at the end of the year79,782 97,082 166,544 
CHANGE IN CASH AND CASH EQUIVALENTS (17,300)(69,462)(19,372)
The balances shown in the above consider the company's values before any elimination of intercompany balances. Elejor's negative result is mainly due to monetary restatement by the IGPM on the balance of accounts payable related to the concession. On October 8, 2025, Law No. 15,235/2025 was enacted, originating from Provisional Executive Order (‘MP”) No. 1,300/2025, which authorizes the renegotiation of UBP installments due. Elejor's management is awaiting the final terms of the process to decide whether to adhere to the addendum.
14.2.2. Changes in equity attributable to non-controlling shareholders
Compagas
49%		Elejor
30%		UEG Araucária 18.8%Total
Balance as of January 1, 2024255,677 (10,841)60,678 305,514 
Net income (loss)23,823 (26,800)(7,284)(10,261)
Other comprehensive income— (142)— (142)
Dividends(33,695)— — (33,695)
Investment disposal(245,805)— (53,394)(299,199)
Balance as of December 31, 2024— (37,783)— (37,783)
Net income (loss)— (675)— (675)
Other comprehensive income— 417 — 417 
Balance as of December 31, 2025— (38,041)— (38,041)
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-43
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
14.3. Summarized information on the main joint ventures
Balance as of December 31, 2025VoltaliaCaiuá Integração MaranhenseMatrinchãGuaraciabaParanaíbaCantareira
ASSETS221,874 357,733 610,819 3,004,036 1,650,622 2,126,903 1,779,488 
Current assets7,083 68,270 82,980 376,271 221,929 255,911 185,093 
Cash and cash equivalents6,870 37,067 19,209 38,985 40,564 40,099 20,775 
Other current assets213 31,203 63,771 337,286 181,365 215,812 164,318 
Noncurrent assets214,791 289,463 527,839 2,627,765 1,428,693 1,870,992 1,594,395 
LIABILITIES221,874 357,733 610,819 3,004,036 1,650,622 2,126,903 1,779,488 
Current liabilities26 54,746 21,403 146,226 126,415 131,909 203,753 
Financial liabilities— 5,866 8,264 97,033 57,172 77,602 50,426 
Other current liabilities26 48,880 13,139 49,193 69,243 54,307 153,327 
Noncurrent liabilities— 28,377 141,223 740,718 413,196 657,677 706,955 
Financial liabilities— 12,574 17,703 374,934 269,982 289,440 338,769 
Other noncurrent liabilities— 15,803 123,520 365,784 143,214 368,237 368,186 
Equity221,848 274,610 448,193 2,117,092 1,111,011 1,337,317 868,780 
STATEMENT OF INCOME
Net operating revenue— 36,329 57,751 314,494 157,931 232,406 91,979 
Operating costs and expenses(114)(6,870)(10,057)(39,620)(23,742)(25,497)(11,395)
Interest expenses(2)(2,249)(3,329)(60,582)(39,476)(43,407)(44,149)
Financial income and other financial expenses1,042 4,078 2,250 19,166 9,603 9,482 4,969 
Equity in earnings of investees(16,621)— — — — — — 
Income tax and social contribution(280)12,567 (8,673)(46,406)(39,102)(49,454)(13,562)
Net income (loss)(15,975)43,855 37,942 187,052 65,214 123,530 27,842 
Other comprehensive income— — — — — — — 
Total comprehensive income (15,975)43,855 37,942 187,052 65,214 123,530 27,842 
Investment interest – %49.0 49.0 49.0 49.0 49.0 24.5 49.0 
Investment book value108,705 134,559 219,616 1,037,374 544,395 327,644 425,701 
Balance as of December 31, 2024VoltariaCaiuáIntegração MaranhenseMatrinchãGuaraciabaParanaíbaMata de Santa GenebraCantareira
ASSETS237,464 344,626 598,513 3,017,103 1,622,959 2,097,314 3,747,356 1,831,108 
Current assets9,567 47,085 71,991 414,369 218,490 258,995 559,575 184,550 
Cash and cash equivalents9,142 17,119 11,248 94,290 48,521 51,417 20,964 18,432 
Other current assets425 29,966 60,743 320,079 169,969 207,578 538,611 166,118 
Noncurrent assets227,897 297,541 526,522 2,602,734 1,404,469 1,838,319 3,187,781 1,646,558 
LIABILITIES237,464 344,626 598,513 3,017,103 1,622,959 2,097,314 3,747,356 1,831,108 
Current liabilities273 20,660 18,337 135,403 139,960 128,717 121,565 85,003 
Financial liabilities— 5,735 8,080 97,571 61,058 73,612 87,054 45,666 
Other current liabilities273 14,925 10,257 37,832 78,902 55,105 34,511 39,337 
Noncurrent liabilities— 40,911 142,477 781,295 426,030 688,575 2,238,465 752,391 
Financial liabilities— 17,921 25,231 446,594 307,648 354,756 1,696,683 375,612 
Other noncurrent liabilities— 22,990 117,246 334,701 118,382 333,819 541,782 376,779 
Equity237,191 283,055 437,699 2,100,405 1,056,969 1,280,022 1,387,326 993,714 
STATEMENT OF INCOME
Net operating revenue— 37,505 61,094 333,128 167,286 238,796 391,009 178,483 
Operating costs and expenses(94)(7,875)(12,148)(80,106)(36,486)(28,129)(69,978)(10,429)
Interest expenses— (2,398)(3,489)(62,453)(39,522)(46,671)(114,310)(42,033)
Financial income and other financial expenses964 2,542 2,177 18,123 8,226 7,765 (59,962)4,578 
Equity in earnings of investees(3,273)— — — — — — — 
Income tax and social contribution(266)(3,977)(9,629)(47,228)(35,843)(49,686)(49,887)(43,969)
Net income (loss)(2,669)25,797 38,005 161,464 63,661 122,075 96,872 86,630 
Other comprehensive income— — — — — — — — 
Total comprehensive income (2,669)25,797 38,005 161,464 63,661 122,075 96,872 86,630 
Investment interest - %49.0 %49.0 %49.0 %49.0 %49.0 %24.5 %50.1 %49.0 %
Investment book value 116,225 138,698 214,474 1,029,198 517,914 313,606 695,051 486,919 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-44
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Balance as of December 31, 2023VoltaliaCaiuá Integração MaranhenseMatrinchãGuaraciabaParanaíbaMata de Santa GenebraCantareira
STATEMENT OF INCOME
Net operating revenue— 36,562 63,370 313,948 165,557 282,153 393,463 177,852 
Operating costs and expenses(83)(7,069)1,051 (42,853)(25,321)(19,808)(64,658)(8,992)
Interest expenses— (2,817)(4,236)(70,612)(43,496)(58,254)(117,202)(39,969)
Financial income and other financial expenses1,236 2,437 3,970 22,390 8,472 9,899 (36,378)8,354 
Equity in earnings of investees2,220 — — — — — — — 
Income tax and social contribution(298)(4,088)(14,735)(64,724)(42,209)(65,954)(58,933)(46,300)
Net income3,075 25,025 49,420 158,149 63,003 148,036 116,292 90,945 
Other comprehensive income— — — — — — — — 
Total comprehensive income 3,075 25,025 49,420 158,149 63,003 148,036 116,292 90,945 
As of December 31, 2025, Copel participation in the commitments assumed by its joint ventures amounted to R$22,602 (R$194,900 on December 31, 2024) while contingent liabilities classified as a possible loss amounted to R$114,902 (R$265,270 on December 31, 2024).
14.4. Summarized information of the main associates
Dona FranciscaFoz do Chopim
12.31.202512.31.202412.31.202512.31.2024
ASSETS166,414 171,926 41,838 44,234 
Current assets16,229 18,939 8,723 8,726 
Noncurrent assets150,185 152,987 33,115 35,508 
LIABILITIES166,414 171,926 41,838 44,234 
Current liabilities15,060 17,967 2,043 1,888 
Noncurrent liabilities1,062 3,158 — — 
Equity150,292 150,801 39,795 42,346 
Investment interest – %23.03 23.03 35.77 35.77 
Investment book value 34,608 34,725 14,234 15,146 
Dona FranciscaFoz do Chopim
12.31.202512.31.202412.31.202312.31.202512.31.202412.31.2023
STATEMENT OF INCOME
Net operating revenue66,174 66,349 66,166 69,988 53,431 60,593 
Depreciation and amortization(8,382)(8,812)(11,026)(2,752)(2,692)(2,634)
Other operating costs and expenses(30,767)(30,460)(25,884)(12,959)(8,967)(9,610)
Financial results445 (1,281)(3,456)354 394 207 
Income tax and social contribution(2,744)(2,549)(2,557)(2,336)(1,820)(2,009)
Net income 24,726 23,247 23,243 52,295 40,346 46,547 
Other comprehensive income— — — — — — 
Total comprehensive income 24,726 23,247 23,243 52,295 40,346 46,547 
On December 31, 2025, Copel share in the contingent liabilities of its associates amounted to R$7,729 (R$7,465 on December 31, 2024).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-45
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
15. Property, Plant and Equipment
15.1. Property, plant and equipment by asset class
CostAccumulated depreciation12.31.2025CostAccumulated depreciation12.31.2024
In service
Reservoirs, dams and aqueducts7,124,262 (5,122,566)2,001,696 6,869,100 (4,885,663)1,983,437 
Machinery and equipment8,855,177 (3,620,272)5,234,905 8,745,054 (3,206,049)5,539,005 
Buildings1,359,954 (963,376)396,578 1,398,552 (933,130)465,422 
Land401,001 (85,782)315,219 388,270 (58,358)329,912 
Vehicles14,127 (10,609)3,518 12,811 (10,673)2,138 
Furniture and fixtures13,312 (7,713)5,599 12,449 (6,880)5,569 
(-) Special Obligations(34,604)2,211 (32,393)(19,223)681 (18,542)
17,733,229 (9,808,107)7,925,122 17,407,013 (9,100,072)8,306,941 
In progress
Cost220,430 — 220,430 209,756 — 209,756 
220,430 — 220,430 209,756 — 209,756 
17,953,659 (9,808,107)8,145,552 17,616,769 (9,100,072)8,516,697 
15.2. Changes in property, plant and equipment
Balance as of January 1, 2025Additions DepreciationWrite-offs or disposalTransfers Business combination effects (a)Reclassification to Assets held for sale (Note 37)Balance as of December 31, 2025
In service
Reservoirs, dams and aqueducts1,983,437 — (103,964)— 3,371 343,731 (224,879)2,001,696 
Machinery and equipment5,539,005 — (360,861)(36,881)117,199 173,682 (197,239)5,234,905 
Buildings465,422 — (20,772)(1,077)18,787 86,294 (152,076)396,578 
Land329,912 — (12,410)(83)13,423 56,680 (72,303)315,219 
Vehicles2,138 — (520)— 2,031 — (131)3,518 
Furniture and fixtures5,569 — (568)(10)465 178 (35)5,599 
(-) Special Obligations(18,542)— 1,530 — (15,381)— — (32,393)
8,306,941 — (497,565)(38,051)139,895 660,565 (646,663)7,925,122 
In progress
Cost209,756 190,821 — (4,732)(131,199)— (44,216)220,430 
209,756 190,821 — (4,732)(131,199)— (44,216)220,430 
8,516,697 190,821 (497,565)(42,783)8,696 660,565 (690,879)8,145,552 
(a) Balances acquired in the business combination described in Note 1.2.
Balance as of January 1, 2024AdditionsDepreciationWrite-offs or disposalTransfersReclassification to Assets held for sale (Note. 37).Balance as of December 31, 2024
In service
Reservoirs, dams and aqueducts3,132,338 — (137,424)(2,852)13,078 (1,021,703)1,983,437 
Machinery and equipment6,702,720 29,258 (388,447)(6,992)196,068 (993,602)5,539,005 
Buildings832,663 — (35,563)(13,341)32,125 (350,462)465,422 
Land429,764 — (12,027)(7,272)16,337 (96,890)329,912 
Vehicles1,936 — (489)(8)701 (2)2,138 
Furniture and fixtures5,726 — (549)(287)948 (269)5,569 
(-) Impairment (Note 15.4)(674,077)(27,755)— — — 701,832 — 
(-) Special Obligations(6,367)— 470 — (12,703)58 (18,542)
10,424,703 1,503 (574,029)(30,752)246,554 (1,761,038)8,306,941 
In progress
Cost400,718 142,584 — (1,482)(244,677)(87,387)209,756 
400,718 142,584 — (1,482)(244,677)(87,387)209,756 
10,825,421 144,087 (574,029)(32,234)1,877 (1,848,425)8,516,697 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-46
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The capitalized costs of loans, financing, and debentures during the construction phase amounted to R$3,745 in 2025, at an average rate of 0.063% p.a. at Copel Get (R$2,820, at an average rate of 0.049% p.a. at Copel Get and R$1,373, at an average rate of 1.97% p.a. at Copel SER, in 2024).
15.3. Joint operations - consortiums
As disclosed in Notes 1.2 and 37.2 the Company completed the process of asset swap with Eletrobras, involving the purchase of 49% of the HPP Mauá, and consequently, the Consórcio Energético Cruzeiro do Sul was dissolved. As disclosed in Note 37.3, the balances of HPP Baixo Iguaçu which is part of the Baixo Iguaçu Consortium were sold.
15.4. Impairment of generation segment assets
The cash-generating units in the electricity generation segment are tested based on the analysis of impairment indicators, assumptions representing the best estimates of the Company's Management, the methodology provided for in IAS 36 and the measurement of value in use or, if applicable, the determination of the higher of fair value less costs to sell and value in use. The Company treats each of its generation projects as an independent cash-generating unit.
The calculation of the value in use is based on discounted operating cash flows discounted over the duration of concessions, while maintaining the Company's current commercial conditions. The rate used to discount the cash flows is defined and updated considering the WACC (Weighted Average Cost of Capital) and CAPM (Capital Asset Pricing Model) methodologies, by font type, for the generation segment, considering usual market parameters.
Internal references such as the budget approved by the Company, historical or past data, and the updating of the timeframe for work and the amount of investments for projects in progress support the design of assumptions by Company Management. In the same framework, external references such as level of consumption of electric power and the availability of water resources support the key information about estimated cash flows.
Several assumptions used by Company Management when determining future cash flows can be affected by uncertain events, which, in turn, may give rise to variation in results. Changes in the political and economic model, for example, may lead to upward trend when projecting country risk-rating, increasing the discount rates used in tests.
In general, the tests considered the following assumptions:
•Growth compatible with historical data and perspective for the Brazilian economy growth;
•Tax discount rates specific for each type of source tested, obtained through the methodology usually applied by the market, taking into consideration the weighted average cost of capital;
•Projected revenue in accordance with the agreements in force and future market expectations, without any expectation for renewal of concession/authorization;
•Expenses broken into cash generating units, projected in view of the budget approved by the Company; and
•Updating of regulatory charges.
The table below shows the changes in the impairment:
Balance as of January 1, 2024Impairment / ReversalReclassification (a)Balance as of December 31, 2024Balance as of December 31, 2025
In service (a)
HPP Colíder(498,906)— 498,906 — — 
Power plants in Paraná (175,171)(27,755)202,926 — — 
(674,077)(27,755)701,832 — — 
In progress
Consórcio Tapajós (b)(14,879)— — (14,879)(14,879)
(14,879)— — (14,879)(14,879)
(688,956)(27,755)701,832 (14,879)(14,879)
(a) HPP Colíder negotiated (Note 1.2) and Power Plants in Paraná sold (Note 37.1)
(b) Project under development
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-47
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The movements presented in 2024 refer to plants that were in the process of divestment and whose sale was completed in 2025, as detailed in Note 37. In 2025, there was no impairment recorded for any of Copel's plants.
The table below shows the plants with a recoverable value greater than the book value of the fixed assets. The table presents the percentage in which the recoverable value (“RV”) exceeds the book value (“BV”) of the assets and demonstrates the sensitivity analysis by increasing the real discount rate after tax by 5% and 10% to assess the risk of impairment of each plant.
Cash-generating unitsDiscount rateRV/BV-1RV/BV-1
(5% Variation)		RV/BV-1
(10% Variation)
Wind power Assets
São Bento Complex (a)
7.25%21.18%19.03%16.94%
Brisa I Complex (b)
7.25%15.12%12.28%9.52%
Brisa II Complex (c)
7.25%34.73%30.31%26.09%
Bento Miguel Complex (d)
7.25%51.25%47.15%43.23%
Cutia Complex (e)
7.25%18.34%15.34%12.45%
Jandaíra Complex (f)
5.84%8.18%4.72%1.44%
Vilas Complex (g)
4.93%49.97%44.65%39.55%
Aventura Complex (h)
5.26%29.58%25.64%21.87%
Santa Rosa e Mundo Novo Complex (i)
5.26%41.92%37.90%34.05%
Hydric Assets
Foz do Areia6.28%64.28%58.77%53.55%
Segredo6.28%32.24%28.07%24.11%
Caxias6.28%33.70%29.67%25.83%
Mauá6.28%32.86%29.88%27.01%
Bela Vista7.48%101.70%94.98%88.61%
Elejor9.00%19.45%16.24%13.17%
(a) GE Boa Vista, GE Farol, GE Olho D’Água e GE São Bento do Norte wind farms.
(b) Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III e Nova Eurus IV wind farms.
(c) Santa Maria, Santa Helena e Ventos de Santo Uriel wind farms.
(d) São Bento do Norte I, São Bento do Norte II, São Bento do Norte III, São Miguel I, São Miguel II and GE São Miguel III wind farms.
(e) Cutia, Guajiru, Jangada, Maria Helena, Potiguar, Esperança e Paraíso dos Ventos wind farms.
(f) Jandaíra I, Jandaíra II, Jandaíra III e Jandaíra IV wind farms.
(g) Potiguar B61, Potiguar B141, Potiguar B142, Potiguar B143 e Ventos de Vila Paraíba IV wind farms.
(h) Aventura II, Aventura III, Aventura IV, Aventura V wind farms.
(i) Santa Rosa e Mundo Novo - SRMN: SRMN I, SRMN II, SRMN III, SRMN IV e SRMN V wind farms.

15.5. Depreciation rates
Depreciation rates (%) 12.31.202512.31.202412.31.2023
Average generation segment rates
General equipment6.04 6.06 6.24 
Machinery and equipment3.34 3.29 3.87 
Generations3.45 3.40 3.42 
Reservoirs, dams and ducts2.26 2.26 2.64 
Hydraulic turbines2.71 2.77 2.88 
Photovoltaic unit— 4.44 — 
Wind power plant unit4.86 4.85 4.94 
Buildings2.74 2.79 3.05 
Average rates for central government assets
Buildings3.34 3.34 3.33 
Machinery and office equipment12.53 12.07 6.25 
Furniture and fixtures6.20 6.26 6.27 
Vehicles14.29 14.29 14.29 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-48
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
For all plants under the Independent Energy Production (“PIE”) exploration regime, all assets linked to hydroelectric and wind power generation plants are depreciated and/or amortized on a straight-line basis. This is done at the higher of the rate determined by the useful life of each asset or the rate calculated based on the concession term of each plant, no residual value at the end of the concession/authorization term. For hydroelectric power plants where the concession contract guarantees the right to compensation, assets are depreciated on a straight-line basis over the useful life of each asset.
16. Intangible assets
Concession contract Concession and authorization rights/goodwillOther intangiblesTotal
DistributionGeneration
Balance as of January 1, 20248,317,327 1,303,158 1,498,544 51,060 11,170,089 
Grant Bonus– 4,073,915 – – 4,073,915 
ANEEL grant - use of public property– 205,201 – – 205,201 
Acquisitions– – 24,371 24,371 
Amortization quotas – granting and authorization (b)(556,862)(230,680)(44,383)(8,720)(840,645)
Transfers from contract assets (Note 10)2,103,522 – – – 2,103,522 
Other transfers15 – – (3,287)(3,272)
Write-offs or disposal(75,644)– – (539)(76,183)
(-) Reclassification to Assets Held for Sale (Note 37).– (30,674)– (2,714)(33,388)
Balance as of December 31, 20249,788,358 5,320,920 1,454,161 60,171 16,623,610 
Effect of business combination (a)– 720,004 – 11,587 731,591 
ANEEL grant - use of public property– (1,728)– – (1,728)
Acquisitions– – – 43,788 43,788 
Amortization quotas – granting and authorization (b)(673,861)(201,685)(44,384)(10,326)(930,256)
Transfers from contract assets (Note 10)2,901,548 – – – 2,901,548 
Write-offs or disposal(147,917)– – (100)(148,017)
(-) Reclassification to Assets Held for Sale (Note 37).– (6,154)– (7,773)(13,927)
Balance as of December 31, 202511,868,128 5,831,357 1,409,777 97,347 19,206,609 
(a) Balances acquired in the business combination described in Note 1.2, which will be amortized over the term of the concession.
(b) Distribution: amortization during the concession period from the transfer to intangible assets in service or the useful life of the assets, whichever is shorter. Generation: amortization during the concession/authorization period from the start of commercial operation of the project. Other intangibles: annual amortization rate of 20%.
Management did not identify indicatives impairment of intangible assets.
The distribution concession balances refer to the portion of the infrastructure that will be used during the concession, net of special obligations, which represent the resources related to the financial participation of consumers, the Federal, State and Municipal Governments, destined to investments in projects related to the concession, and are not onerous liabilities or shareholder credits. The generation concession balances refer to the UBP and GSF amounts detailed in Notes 4.8.1 and 4.8.2. The balance of other intangibles consists of software acquired from third parties or generated internally, measured at total acquisition cost less amortization expenses.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-49
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
17. Payroll, Social Charges and Accruals
12.31.202512.31.2024
Social security liabilities
Taxes and social contribution 39,029 33,281 
Social security charges24,854 9,753 
63,883 43,034 
Labor liabilities
Payroll, net15,606 17,540 
Vacation53,674 54,854 
Provisions for performance and profit sharing164,277 187,080 
Voluntary dismissal program (Note 17.1)17,642 109,028 
Other liabilities455 23 
251,654 368,525 
315,537 411,559 
Current310,773 411,102 
Noncurrent4,764 457 
17.1. Voluntary Dismissal Program - PDV
Remaining balance payable to employees who will leave the Company up to March 2026, due to their participation in the Voluntary Dismissal Programs instituted by the Company in August 2023 and February 2025.
18. Accounts Payable to Suppliers
12.31.202512.31.2024
Energy power2,159,585 1,525,681 
Materials and supplies677,568 564,368 
Charges for use of grid system356,058 376,754 
3,193,211 2,466,803 
Current3,059,667 2,324,423 
Noncurrent133,544 142,380 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-50
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
19. Loans and Financing
CompanyContractsGuarantees 12.31.202512.31.2024
Copel GETItaú Unibanco S.APersonal guarantee— 1,036,260 
Banco do Brasil - BNDES TransferCopel surety guarantee and Revenue from energy sales from the plant.53,967 37,507 
BNDESCopel surety guarantee; revenue from energy sales from the plant or revenue from energy transmission services; and fiduciary assignment of credit rights.473,225 597,912 
527,192 1,671,679 
Copel DISBanco do BrasilPersonal Guarantee751,784 751,522 
Caixa Econômica FederalOwn revenue; issue of promissory notes and commercial duplicates.1,916 3,831 
753,700 755,353 
Jandaíra Wind ComplexBanco do Nordeste do BrasilBank guarantee, with surety consideration from Copel GET.165,041 178,407 
Vilas Wind ComplexBanco do Nordeste do BrasilBank guarantee, with surety consideration from Copel GET.486,428 505,155 
Aventura Wind ComplexBanco do Nordeste do BrasilBank guarantee, with surety consideration from Copel GET.299,015 313,777 
SRMN Wind ComplexBanco do Nordeste do BrasilBank guarantee, with surety consideration from Copel GET.516,797 531,766 
Brisa Wind ComplexBNDESCopel GET surety guarantee; Copel surety bond; pledge of shares owned by Copel GET; fiduciary assignment of credit rights and revenues.49,301 56,551 
São Bento Wind ComplexBNDESCopel GET surety guarantee; pledge of shares owned by Copel GET; fiduciary assignment of energy sales receivables; fiduciary assignment of machinery and equipment.98,240 116,679 
CutiaBNDESCopel GET surety guarantee; pledge of shares owned by Copel GET; fiduciary assignment of credit rights.477,502 497,199 
Costa OesteBNDESCopel GET surety guarantee; pledge of shares owned by Copel GET; fiduciary assignment of credit rights.6,613 8,657 
MarumbiBNDESCopel GET surety guarantee; pledge of shares owned by Copel GET; fiduciary assignment of credit rights.9,551 11,972 
Gross debt3,389,380 4,647,195 
(-) Transaction cost(20,961)(28,401)
Total3,368,419 4,618,794 
Current217,827 1,231,205 
Noncurrent3,150,592 3,387,589 

The average debt cost is disclosed in Note 32.3.
19.1. Maturity of noncurrent installments
Balance as of December 31, 2025Gross debt(-) Transaction costTotal
2027591,918 (2,274)589,644 
2028550,308 (2,035)548,273 
2029174,444 (1,802)172,642 
2030168,989 (1,755)167,234 
2031164,598 (1,660)162,938 
After 20311,519,028 (9,167)1,509,861 
3,169,285 (18,693)3,150,592 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-51
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
19.2. Changes in loans and financing
Total
Balance as of January 1, 20245,343,217 
Funding5,051 
(-) Transaction costs(1,693)
Charges and monetary variation512,924 
Payment – principal(261,753)
Payment – charges(471,276)
Reclassification to Liabilities classified as held for sale (Note 37).(507,676)
Balance as of December 31, 20244,618,794 
Effect of business combination (a)74,137 
Charges and monetary variations403,143 
Payment – principal(1,192,032)
Payment – charges(401,533)
Reclassification to Liabilities classified as held for sale (Note 37).(134,090)
Balance as of December 31, 20253,368,419 
(a) Balances acquired in the business combination described in Note 1.2.
The movement for the year 2025 does not include charges and monetary variation amounts, nor principal and charge payments for loans that were reclassified as held for sale in 2024.
19.3. Covenants
Loans and financing agreements contain clauses that require economic and financial ratios to be maintained within pre-determined parameters, requiring annual fulfillment and other conditions to be complied with, such as not changing the Company's interest in the capital stock of subsidiaries that would represent change of control without prior consent. The non-compliance with the contracted conditions may result in the need to comply with additional obligations, in fines or even in the declaration of the early maturity of debts. On December 31, 2025, all the agreed contractual indicators and conditions were fully met.
The financial covenants contained in the agreements are presented below:
CompanyContractual InstrumentAnnual financial ratiosLimit
Copel GeTBNDES Finem nº 820989.1 – MauáEBITDA / Net financial results ≥ 1,3
Banco do Brasil nº 21/02000-0 – Mauá
Cutia (a)BNDES Finem nº 18204611 Debt service coverage ratio
 Consolidated net debt / Consolidated EBITDA		≥ 1,5
≤ 3,5
Santa MariaBNDES Finem nº 14212711Debt service coverage ratio≥ 1,3
Santa HelenaBNDES Finem nº 14212721
São Bento Energia, Investimento e ParticipaçõesBNDES Assignment AgreementDebt service coverage ratio≥ 1,3
GE Boa Vista S.A.BNDES Finem nº 11211531
GE Farol S.A.BNDES Finem nº 11211521
GE Olho D´Água S.A.BNDES Finem nº 11211551
GE São Bento do Norte S.A.BNDES Finem nº 11211541
Costa OesteBNDES Finem nº 13212221Debt service coverage ratio≥ 1,3
MarumbiBNDES Finem nº 14205851Debt service coverage ratio≥ 1,3
Financing for businesses – Finem
(a) Cutia received authorization from the Brazilian Development Bank (BNDES) for temporary replacement, until fiscal year 2029, of the current ICSD calculation procedure with the calculation of the ICSD and Leverage Index based on Copel's consolidated financial statements.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-52
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
20. Debentures
CompanyIssueGuarantee 12.31.202512.31.2024
Copel GeT5ªCopel surety guarantee– 82,619 
6ª– 276,193 
7ª1,041,335 1,598,771 
8ª1,417,381 1,386,822 
9ª1,652,545 1,637,685 
10ª2,113,824 – 
6,225,085 4,982,090 
Copel DIS5ªCopel surety guarantee472,350 678,738 
6ª641,867 1,620,153 
7ª1,264,553 1,397,531 
8ª402,824 1,206,459 
9ª2,377,775 2,306,826 
10ª3,178,399 – 
8,337,768 7,209,707 
Complexo Brisa2ªReal (pledge of shares owned by Copel GET and assignment of credit rights) and Copel surety guarantee.65,631 183,225 
Copel Serviços1ªCopel surety guarantee71,610 71,247 
Cutia1ªReal (pledge of shares owned by Copel GET and assignment of credit rights) and Copel surety guarantee.316,081 327,685 
Mata de Santa Genebra
2nd
Real (pledge of shares owned by Copel GET and assignment of credit rights).185,535 – 
3rd
1,647,525 – 
Gross debt16,849,235 12,773,954 
(-) Transaction cost(218,289)(146,589)
(-) Fair value adjustment (a)15,978 – 
Total16,646,924 12,627,365 
Current1,850,538 2,025,110 
Noncurrent14,796,386 10,602,255 
(a) Fair value adjustment of the 3rd series of the 10th issue of debentures of Copel GeT and Copel DIS.
The average debt cost is disclosed in Note 32.3.
On March 11, 2025, Copel GeT settled the 10th issuance of simple debentures, not convertible into shares, with additional personal guarantee, in three series, in the amounts of R$500,000, R$500,000 and R$1,000,000, to refinance financial commitments maturing in 2025 and for investments, as detailed in the Deed of Issue. The remuneration corresponds to the accumulated variation of DI + 0.59% per year for the first series, DI + 0.79% per year for the second series and IPCA + 7.4820% per year for the third series, with maturities of 4, 7 and 12 years, respectively. On September 15, 2025, Copel GeT entered into three interest rate swap agreements for the 3rd series of this 10th debenture issue, so that the balance of liabilities related to this series now has remuneration linked to the DI variation.
On July 15, 2025, Copel DIS carried out its 10th issue of incentive debentures, not convertible into shares, with additional personal guarantee, in three series, in the amounts of R$1,300,000, R$500,000, and R$1,200,000, for future payments related to investments or reimbursement of investments in the improvement, renovation, reinforcement or expansion of electricity distribution assets in one or more of the projects, as detailed in the Deed of Issue. The remuneration corresponds to the accumulated variation of the DI + 0.43% per year for the first series, DI + 0.58% per year for the second series and IPCA + 6.9543% per year for the third series, with maturities of 3, 2, and 7 years, respectively. On July 15, 2025, Copel DIS entered into three interest rate swap agreements for the 3rd series of this 10th debenture issue, so that the balance of liabilities related to this series now has remuneration linked to the DI variation.
The following table shows the balance of debentures that were hedge (3rd serie of the 10th issue of both Copel GeT and Copel DIS).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-53
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
12.31.2025
Copel GeTCopel DISConsolidated
Debentures1,046,170 1,235,093 2,281,263 
(-) Adjustment to fair value9,559 6,419 15,978 
Debentures at fair value1,055,729 1,241,512 2,297,241 
Effects of fair value hedge (swap)
Passive Position (a)2,716 20,818 23,535 
Debentures net of hedge effects1,058,445 1,262,330 2,320,776 
(a) Balance recorded under Other accounts payable (Note 25).
20.1. Maturity of noncurrent installments
Balance as of December 31, 2025Gross debt(-) Transaction costDebt balanceHedge effects (swap)Debt balance + hedge
20271,109,276 (31,714)1,077,562 4,377 1,081,939 
20281,522,239 (29,126)1,493,113 3,574 1,496,687 
20292,303,668 (27,581)2,276,087 2,993 2,279,080 
20302,329,039 (24,675)2,304,364 2,662 2,307,026 
20312,138,730 (18,655)2,120,075 5,197 2,125,272 
After 20315,575,810 (50,625)5,525,185 1,075 5,526,260 
14,978,762 (182,376)14,796,386 19,878 14,816,264 
20.2. Changes in debentures
Total
Balance as of January 1, 20249,619,106 
Funding3,920,000 
(-) Transaction costs(60,623)
Charges and monetary variations1,339,067 
Payment – principal(1,135,225)
Payment – charges(1,114,064)
Reclassification to Liabilities classified as held for sale (Note 37).59,104 
Balance as of December 31, 202412,627,365 
Effect of business combination (a)1,794,272 
Funding5,000,000 
(-) Transaction costs(66,366)
Charges and monetary variations2,142,626 
Payment – principal(3,317,499)
Payment – charges(1,549,452)
Fair value adjustment15,978 
Balance as of December 31, 202516,646,924 
(a) Balances acquired in the business combination described in Note 1.2.
20.3. Covenants
The issued debentures contain clauses that require the maintenance of certain economic and financial ratios within pre-determined parameters, requiring annual fulfillment and other conditions to be complied with, such as not changing the Company's interest in the capital stock that would represent change of control without prior consent from the debenture holders; not paying out dividends or interest on capital if it is in arrears in relation to honoring any of its financial obligations or not maintaining the financial ratios as determined without prior written consent of the debenture holders. The non-compliance with the contracted conditions may imply the need to request consent from the debenture holders or to declaration of early maturity of the debts.
On December 31, 2025, all financial indicators measured annually were fully complied with, with the exception of the subsidiary Ventos de Santo Uriel, which were exempt from complying with the ICSD in 2025, in accordance with BNDES letter AEC/DEENE2 No. 53/2025. On December 31, 2025, all other agreed indicators and conditions were fully met.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-54
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The financial covenants contained in the debenture agreements are presented as follows:
CompanyContractual InstrumentAnnual financial ratioLimit
Copel GeT
7th issue of Debentures
Consolidated net debt / Consolidated EBITDA
Debt service coverage ratio (a)		≤ 3,5
≥ 1,5
8th issue of Debentures
9th issue of Debentures
10th issue of Debentures
Copel DIS
5th issue of Debentures
6th issue of Debentures
7th issue of Debentures
8th issue of Debentures
9th issue of Debentures
10th issue of Debentures
Copel Serviços
1st issue of Debentures
Cutia
1st issue of Debentures
Debt service coverage ratio (a)≥ 1,2
Nova Asa Branca I
2nd issue of Debentures
Debt service coverage ratio≥ 1,3
Nova Asa Branca II
Nova Asa Branca III
Nova Eurus IV
Ventos de Santo Uriel
Mata de Santa Genebra Transmissão S.A
2nd issue of Debentures
Debt service coverage ratio≥ 1,2
3rd issue of Debentures
(a) Indicator calculated with the values from Copel’s consolidated financial statement.
For the consolidated net debt/consolidated EBITDA indicator, in the last quarter of 2025 the Company negotiated temporary consents for the leverage ratio of all its outstanding debenture issues, from 3.5 to 4.5, if necessary.
21. Post-employment Benefits
The company sponsors pension plans for supplementary retirement and pension benefits and a health and dental care plan for its active employees and their legal dependents. “Fundação Copel de Previdência e Assistência” is the entity that administers these plans.
21.1. Pension plan and healthcare plan
The Unified Plan is a Defined Benefit plan - BD in which the income is predetermined, according to each individual's salary. This plan is closed for new participants since 1998.
The Plan III is a Defined Contribution plan - CD in the contributory phase and, after retirement, it becomes a Defined Benefit plan - BD.
Plan IV, the only plan available to new participants, is a Defined Contribution plan - DC in which the entity's legal or constructive obligation is limited to the amount it agrees to contribute to the fund. Therefore, the amount of the post-employment benefit received by the employee must be determined by the amount of contributions paid by the sponsoring entity and also by the employee, together with the return on investments resulting from the contributions. Consequently, the actuarial risk (the risk that the benefits will be lower than expected) and the investment risk (the risk that the assets invested will be insufficient to cover the expected benefits) are the responsibility of the employee.
The Company allocate resources for the coverage of healthcare expenses incurred by their employees and their dependents, within rules, limits and conditions set in ProSaúde II, ProSaúde III and ProSaúde IV Assistance plans regulations. Coverage includes periodic medical exams in all plans.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-55
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.2. Statement of financial position and statement of income
Amounts recognized in liabilities, under post-employment benefits, are summarized below:
12.31.202512.31.2024
Pension plans6,192 340 
Healthcare plans1,471,965 1,158,369 
1,478,157 1,158,709 
Current118,854 95,383 
Noncurrent1,359,303 1,063,326 
Amounts recognized in the statement of income (Note 29) are shown below:
12.31.202512.31.202412.31.2023
Employees
Pension plans38,336 48,087 55,320 
Healthcare plan – post employment 134,384 134,044 128,652 
Healthcare plan – active employees 59,853 75,412 74,546 
232,573 257,543 258,518 
Management
Pension plans1,841 1,595 1,441 
Healthcare plan133 214 200 
1,974 1,809 1,641 
234,547 259,352 260,159 
21.3. Changes in post-employment benefits
Balance as of January 1, 20241,484,243 
Appropriation of actuarial calculation 134,044 
Appropriation of pension and healthcare contributions 123,667 
Adjustment related to actuarial gains(363,465)
Amortizations(219,780)
Balance as of December 31, 20241,158,709 
Appropriation of actuarial calculation 134,384 
Appropriation of pension and healthcare contributions 100,451 
Adjustment related to actuarial losses284,729 
Amortizations(200,116)
Balance as of December 31, 20251,478,157 

TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-56
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.4. Actuarial valuation
21.4.1. Actuarial assumptions
The actuarial assumptions used to determine the amounts of liabilities and costs are shown below:
Consolidated20252024
Real Nominal Real Nominal
Economic
Inflation p.a.— 3.10 %— 3.50 %
Expected rate of discount/return p.a.
Unified Plan - Defined Benefit7.57 %10.90 %7.66 %11.42 %
Unified Plan - Balance7.37 %10.70 %7.40 %11.15 %
Plan III7.31 %10.64 %7.36 %11.12 %
Assistance Plan7.20 %10.52 %7.44 %11.20 %
Salary growth/medical costs
Unified Plan p.a.1.00 %4.13 %1.00 %4.54 %
Plan III p.a.1.00 %4.13 %1.00 %4.54 %
Assistance Plan - Aging Factor 3.10 %— 3.30 %— 
Demographic
Mortality TableAT - 2000AT - 2000
Mortality table of individuals with permanent disabilityWINKLEVOSSWINKLEVOSS
Table of new disability benefit vestedTASA 1927TASA 1927
21.4.2. Number of participants and beneficiaries
ConsolidatedSocial Security PlansAssistance Plan
Unified PlanPlan III
12.31.202512.31.202412.31.202512.31.202412.31.202512.31.2024
Number of active participants1 4 3,975 4,501 3,960 4,302 
Number of inactive participants3,892 4,013 6,555 6,357 10,039 9,686 
Number of dependents (a)— — — — 10,749 10,526 
Total3,893 4,017 10,530 10,858 24,748 24,514 
(a) The total only considers dependents of inactive participants, given that dependents of active participants are considered in the actuarial calculation based on the family composition assumption.
21.4.3. Life expectancy after the average age of participants - Annuity Table AT-2000 (in years)
ConsolidatedUnified PlanPlan III
As of December 31, 2025
Retired participants12.1321.35
Pensioner participants13.3523.00
As of December 31, 2024
Retired participants12.1322.17
Pensioner participants13.9924.67
The average age of inactive participants of the pension and healthcare plans is 68.6 and 68.17 years, respectively.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-57
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
21.4.4. Actuarial evaluation
As of December 31, 2025, the Unified Plan and Plan III demonstrated a surplus. However, according to current legislation, the company is not permitted to record assets on its statement of financial position.
Unified PlanPlan IIIAssistance Plan12.31.202512.31.2024
Total liabilities or partially covered5,566,398 4,203,217 1,671,922 11,441,537 10,764,057 
Fair value of the plan assets(6,631,978)(4,812,973)(199,958)(11,644,909)(10,866,333)
Plan coverage status(1,065,580)(609,756)1,471,964 (203,372)(102,276)
Unrecognized asset1,065,580 609,756 — 1,675,336 1,260,644 
— — 1,471,964 1,471,964 1,158,368 
The adjustments to assistance plan liabilities, as outlined in the actuarial report, are presented in the Statement of Comprehensive Income.
21.4.5. Changes in actuarial liabilities
ConsolidatedUnified PlanPlan IIIAssistance Plan
Present value of net actuarial obligations as of January 1, 20246,416,085 3,820,011 1,657,687 
Cost of services(3,150)1,548 8,100 
Cost of interest522,986 314,125 140,973 
Benefits paid(559,530)(336,775)(96,036)
Actuarial (gain) losses(908,391)148,852 (362,428)
Present value of net actuarial obligations as of December 31, 20245,468,000 3,947,761 1,348,296 
Cost of services(2,412)1,121 7,636 
Cost of interest587,128 420,407 148,020 
Benefits paid(578,402)(361,982)(105,518)
Actuarial losses92,085 195,912 273,487 
Present value of net actuarial obligations as of December 31, 20255,566,399 4,203,219 1,671,921 
21.4.6. Changes in actuarial assets
ConsolidatedUnified PlanPlan IIIAssistance Plan
Fair value of the Plan's assets as of January 1, 20247,212,015 3,903,624 173,870 
Return estimated for assets591,774 321,633 15,030 
Contributions and distributions30,541 6,018 96,036 
Benefits paid(559,530)(336,775)(96,036)
Actuarial gain (losses)(949,846)456,951 1,028 
Fair value of the Plan's assets as of December 31, 20246,324,954 4,351,451 189,928 
Return estimated for assets685,596 465,653 21,273 
Contributions and distributions31,105 5,302 105,518 
Benefits paid(578,402)(361,982)(105,518)
Actuarial gain (losses)168,725 352,549 (11,243)
Fair value of the Plan's assets as of December 31, 20256,631,978 4,812,973 199,958 
21.4.7. Estimated costs
The estimated net periodic plan costs (income) for 2026 for each plan are shown below:
ConsolidatedUnified PlanPlan IIIAssistance Plan
Cost of current service(28,555)(1,651)6,967 
Estimated cost of interest686,247 493,017 171,851 
Expected return on plan assets(688,079)(493,320)(21,042)
Costs (income or loss)(30,387)(1,954)157,776 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-58
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
In view of the current surplus of pension plans, the Company will not record the estimated revenues and costs presented in the table above for the Unified Plan and Plan III, in accordance with legislation that does not allow for reductions in contributions or reimbursements to the Company.
21.4.8. Sensitivity analysis
The table below presents the balance of the obligations and service cost of the pension and assistance plans, along with the impact of changes in significant actuarial assumptions.
ConsolidatedProjected scenarios
Increase by 0.5%Decrease in 0.5%
Sensitivity of long-term interest rate
Impacts on the obligations of the pension9,401,213 10,166,369 
Impacts on the obligations of healthcare program1,570,903 1,784,104 
Sensitivity of growth rate of the medical costs
Impacts on the obligations of healthcare program 1,785,811 1,568,813 
Impact on cost of service for the following financial year of healthcare program 7,306 5,451 
Sensitivity of the service cost
Impacts on the obligations of the pension 831 1,143 
Impacts on the obligations of healthcare program 5,482 7,273 
21.4.9. Benefits payable
The estimated benefits to be paid in subsequent fiscal years are shown below:
ConsolidatedUnified PlanPlan IIIAssistance PlanTotal
2026578,460 365,021 79,704 1,023,185 
2027586,484 374,053 84,765 1,045,302 
2028593,688 383,126 92,245 1,069,059 
2029599,316 392,128 101,031 1,092,475 
2030603,963 400,895 110,648 1,115,506 
2031 to 205511,610,883 10,982,148 6,079,283 28,672,314 
21.4.10. Asset allocation and investment strategy
The table below illustrates the asset allocation for the pension and assistance plans as of the end of this year and the target for next year.
ConsolidatedGoal for 2026 (a)2025
Fixed income83.4 %83.4 %
Variable income2.9 %3.3 %
Loans1.3 %1.3 %
Real estate3.6 %3.2 %
Investment structuring7.3 %7.3 %
Investments abroad1.5 %1.5 %
100.0 %100.0 %
(a) Target based on the total investment of each plan.
In addition, information on the allocation of assets of pension plans sponsored by the Company:
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-59
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
ConsolidatedUnified PlanPlan III
target for 2026 (%)minimum (%)target for 2026 (%)minimum (%)
Fixed income85.667.079.062.0
Variable income1.30.54.02.0
Loans0.50.02.00.0
Real estate5.62.03.01.0
Investment structuring7.03.010.05.0
Investments abroad— — 2.01.0
Management of "Fundação Copel" decided to keep a more conservative approach investing in variable income in relation to the allowed legal limit, which is 70%.

21.4.11. Additional information
Contributions to Plan III (variable contribution plan) for all active employees totaled R$50,115 in 2025 (R$64,825 in 2024).
22. Research and Development and Energy Efficiency
Disbursed and not completedBalance to be collectedBalance to disburseBalance as of December 31, 2025Balance as of December 31, 2024
Research and Development – R&D
FNDCT— 8,571 — 8,571 7,217 
MME— 4,285 — 4,285 3,608 
R&D57,935 1,695 45,061 104,691 109,233 
57,935 14,551 45,061 117,547 120,058 
Energy efficiency program – EEP
Procel— 19,560 — 19,560 4,322 
EEP149,125 5,124 119,744 273,993 296,063 
149,125 24,684 119,744 293,553 300,385 
207,060 39,235 164,805 411,100 420,443 
Current99,244 179,149 
Noncurrent311,856 241,294 
National Fund for Scientific and Technological Development – FNDCT
National Program of Electricity Conservation – Procel
In accordance with Law No. 9,991/2000 and supplementary regulations, concession operators and licensees of electric power generation and transmission are required to allocate annually the percentage of 1% of their net operating regulatory revenue to research and development of the electricity sector activities, and the electric power distribution concession operators must segregate this same percentage into the research and development and energy efficiency programs of the electricity sector.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-60
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
22.1. Changes in R&D and EEP balances
FNDCTMMER&D ProcelEEP Total
Balance as of January 1, 20245,781 2,891 201,871 23,613 319,518 553,674 
Additions41,949 20,973 41,960 13,947 55,787 174,616 
Performance agreement— — — — 7,059 7,059 
Interest rate (Note 30)— — 4,452 1,495 16,103 22,050 
Transfers to assets— — — (4,066)4,066 — 
Payments(40,513)(20,256)(11,252)(30,667)(49,116)(151,804)
Concluded projects— — (127,798)— (57,354)(185,152)
Balance as of December 31, 20247,217 3,608 109,233 4,322 296,063 420,443 
Effect of business combination (a)216 108 4,609 — — 4,933 
Additions46,759 23,379 46,356 15,371 61,488 193,353 
Performance agreement— — — — 10,948 10,948 
Interest rate (Note 30)— — 5,343 (133)18,860 24,070 
Transfers to assets— — (10,036)— — (10,036)
Payments(45,621)(22,810)(12,483)— (36,104)(117,018)
Concluded projects— — (38,331)— (77,262)(115,593)
Balance as of December 31, 20258,571 4,285 104,691 19,560 273,993 411,100 
(a) Balances acquired in the business combination described in Note 1.2.


23. Accounts Payable Related to Concessions
CompanyGrantSignatureClosingDiscount rateAnnual Adjustment12.31.202512.31.2024
HPP Mauá (a)Copel GeT06.29.200707.03.200706.2049
5.65% p.a.
IPCA47,547 23,733 
HPP Baixo Iguaçu (Note 37.3)Copel GeT07.19.201208.20.201201.2047
7.74% p.a.
IPCA— 9,686 
HPP Fundão and HPP Santa Clara Elejor10.23.200110.25.200105.2037
11.00% p.a.
IGPM829,934 861,982 
HPP Salto CaxiasCopel GeT11.19.202411.19.202410.2030
8.23% p.a.
 IPCA 78,808 69,404 
HPP SegredoCopel GeT11.19.202411.19.202410.2030
8.23% p.a.
 IPCA 78,475 69,341 
HPP Foz do AreiaFDA11.19.202411.19.202410.2030
8.23% p.a.
 IPCA 71,563 71,198 
1,106,327 1,105,344 
Current147,205 113,092 
Noncurrent959,122 992,252 
(a) In May 2025, Copel GeT acquired 100% ownership of the Mauá Hydroelectric Plant, as detailed in Note 1.2.
Discount rate applied to calculate present value: Real and net discount rate, compatible with the estimated long-term rate, not being linked to the expectation of return from the project.
Payment to the federal government: Monthly installments equivalent to 1/12 of the annual payment restated, as defined in the concession agreement.
23.1. Changes in accounts payable related to concession
Balance as of January 1, 2024893,855 
Additions (Note 16)205,201 
Adjust to present value54,474 
Monetary variations94,984 
Payments(110,385)
Reclassification to Liabilities classified as held for sale (Note 37).(32,785)
Balance as of December 31, 20241,105,344 
Effect of business combination (a)24,805 
Additions (Note 16)(1,728)
Adjustment to present value(18,567)
Monetary variations124,618 
Payments(117,607)
Reclassification to Liabilities classified as held for sale (Note 37).(10,538)
Balance as of December 31, 20251,106,327 
(a) Balances acquired in the business combination described in Note 1.2.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-61
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
23.2. Nominal value and present value of accounts payable related to concessions
Nominal value Present value
2026168,491 142,975 
2027172,261 139,400 
2028172,261 133,650 
2029172,114 129,130 
After 20291,300,642 561,172 
1,985,769 1,106,327 
24. Right-of-use Asset and Lease Liability
24.1. Right-of-use asset
Balance as of January 1, 2025AdditionsAmortizationWrite-offsTransfersEffect of business combination (a)Reclassification (b)Balance as of December 31, 2025
Real estate206,609 16,153 (12,331)— (38,715)788 (3,751)168,753 
Vehicles66,803 16,757 (53,560)(869)38,498 — — 67,629 
Equipment35,571 4,965 (10,835)— 217 — — 29,918 
308,983 37,875 (76,726)(869)— 788 (3,751)266,300 
(a) Balances acquired in the business combination described in Note 1.2.
(b) Reclassification to Assets classified as held for sale (Note 37)

Balance as of January 1, 2024AdditionsAmortizationWrite-offs Reclassification (a)Balance as of December 31, 2024
Real estate162,614 64,248 (10,909)(736)(8,608)206,609 
Vehicles85,475 81,259 (54,508)(42,852)(2,571)66,803 
Equipment4,511 43,608 (12,548)— — 35,571 
252,600 189,115 (77,965)(43,588)(11,179)308,983 
(a) Reclassification to Assets classified as held for sale (Note 37)
24.2. Lease liability
24.2.1. Changes in lease liability
Balance as of January 1, 2024270,442 
Additions189,115 
Charges 34,089 
Payment – principal(73,287)
Payment – charges(34,662)
Write-offs(48,362)
Reclassification to Liabilities classified as held for sale (Note 37).(8,829)
Balance as of December, 31, 2024328,506 
Effect of business combination (a)877 
Additions37,875 
Charges 32,013 
Payment – principal(69,583)
Payment – charges(32,013)
Write-offs(644)
Reclassification to Liabilities classified as held for sale (Note 37).(4,069)
Balance as of December 31, 2025292,962 
Current58,741 
Noncurrent234,221 
(a) Balances acquired in the business combination described in Note 1.2.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-62
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The Company defines the discount rate based on the nominal interest rate applied to the last fundraising, disregarding subsidized or incentivized funding. The interest rates applied range from 3.58% to 15.55% p.a.
24.2.2. Maturity of noncurrent installments
202761,057 
202839,721 
202921,378 
203020,948 
203120,668 
After 2031248,146 
Undiscounted amounts411,918 
Imputed interest(177,697)
Lease liabilities balance234,221 
24.2.3. Potential PIS/Cofins recoverable rights
The following is an indicative table of the potential PIS/Cofins right to recover embedded in the lease consideration according to the periods scheduled for payment.
Cash FlowsNominal value Present value
Lease consideration497,190 292,962 
Potential Pis/Cofins35,287 22,454 
24.3. Impact of forecast inflation on discounted cash flows
Balance in accordance with IFRS 16Inflation projected balance%
Lease liabilities292,962 341,436 16.55 %
Right to use assets266,300 255,061 (4.22)%
Financial expense32,013 36,553 14.18 %
Amortization expense76,726 68,182 (11.14)%
In the measurement and remeasurement of lease liabilities and the right-of-use assets, the discounted cash flow technique is used without considering projected future inflation. In view of the unpredictability of long-term interest rates in the Brazilian economic scenario, the Company presents in the table above the comparative balances between the amount recorded in accordance with the standard and the amount that would be recorded if projected inflation were considered.
24.4. Commitments from leases and rentals
Less than 1 year1 to 5 yearsOver 5 years12.31.2025
Commitments from leases and rentals10,858 45,027 238,192 294,077 
For leases of low-value assets, such as computers, printers and furniture, short-term leases, as well as land lease contracts for the development of wind power generation projects, for which payment is made on the basis of variable remuneration, the amounts are recognized in the income statement as operating costs and/or expenses (Note 29.6).
24.5. Receivables from leases
Less than 1 year1 to 5 yearsOver 5 years12.31.2025
Facilities sharing2,269 9,077 24,580 35,926 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-63
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
25. Other Accounts Payable
12.31.202512.31.2024
Generation deviation – wind projects (Note 32.2.9)612,111 498,666 
Public lighting rate collected76,373 75,288 
Payments/returns to consumers69,895 149,432 
Aneel Order No. 084/2017 provision51,500 46,690 
Financial offset for the use of water resources32,664 32,103 
Pledges in guarantee31,811 35,145 
Fair value hedge (swap) (Note 20)23,535 — 
Disposal of investments - advance payment (a)22,500 45,000 
Judicial settlement (b)— 444,409 
Other liabilities92,258 119,483 
1,012,647 1,446,216 
Current788,232 1,199,195 
Noncurrent224,415 247,021 
(a) Advance received from the sale of Small Generation Assets, of which 50% were written off in March 2025 upon partial closing of the transaction (Note 37).
(b) Settlement of the Parent Company arbitration proceedings in March 2025 and Copel GeT court settlement in April 2025.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-64
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
26. Provision for legal claims and Other provisions
The Company and its subsidiaries are responsible for several legal and administrative proceedings before different courts. Based on assessments made by the Company's legal counsel, Management makes provisions for legal claims in which the losses are rated probable when the criteria for recognition of provisioning described in Note 4.10 are met.
The Company's management believes it is impracticable to provide information regarding the timing of any cash outflows related to the lawsuits for which the Company and its subsidiaries are responsible on the date of preparation of the financial statements, in view of the unpredictability and dynamics of the Brazilian judicial, tax and regulatory systems, and that the final resolution depends on the conclusions of the lawsuits. For this reason, this information is not provided.
26.1. Change in provisions for legal claims and other provisions
Balance as of January 1, 2025IncomeAdditions (Reversals) to assets SettlementsTransfers/Others (a)Effect of business combination (b)Balance as of December 31, 2025
 Provision for litigationsConstruction costMonetary restatement
AdditionsReversalsAdditions
Provision for legal claims
Tax
Cofins143,831 290 (1,324)— 3,121 — (31,204)— — 114,714 
Others73,401 10,071 (3,117)— 4,386 — (39,178)(14,193)— 31,370 
217,232 10,361 (4,441)— 7,507 — (70,382)(14,193)— 146,084 
Labors307,085 141,515 (52,590)— 42,193 — (151,043)— 84 287,244 
Employee benefits40,469 4,773 (5,805)— — — (8,215)— — 31,222 
Civil
Civil and administrative 168,225 190,842 (126,769)— 22,598 — (98,487)170 3,149 159,728 
Easements97,971 206 (45)(5,554)(375)29,996 (8,145)(1,733)20,229 132,550 
Expropriations and property112,035 3,979 (1,363)2,169 3,279 (2,152)(6,298)(9,487)1,224 103,386 
Customers906 206 (9)— 216 — (516)— — 803 
Environmental3,822 3,520 (6,046)— 31 — (6)5,000 5,256 11,577 
382,959 198,753 (134,232)(3,385)25,749 27,844 (113,452)(6,050)29,858 408,044 
Regulatory8,951 7,962 (4,433)— 2,914 — (1,455)— — 13,939 
Contingent Liabilities from Business Combinations— 1,453 (1,532)— 6,277 — — 20,816 658,008 685,022 
Total provisions for legal claims (Note 26.2)956,696 364,817 (203,033)(3,385)84,640 27,844 (344,547)573 687,950 1,571,555 
Other provisions
Contingent consideration (Note 26.3)— 686 — — (21,336)— — — 383,115 362,465 
956,696 365,503 (203,033)(3,385)63,304 27,844 (344,547)573 1,071,065 1,934,020 
(a) Amounts refer mainly to the reclassification to Liabilities classified as held for sale (Note 37).
(b) Balances recorded as a result of the business combination described in Note 1.2, initially recorded in the total amount of R$1,071,065 (R$383,115 in contingent consideration (HPP Colíder), R$658,008 in contingent liabilities of HPP Mauá and MSG, and R$29,942 related to the consolidation of the balances of provisions for litigation of the HPP Mauá (49%) and MSG) and updated until December 31, 2025.

TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-65
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Balance as of January 1, 2024IncomeAdditions (Reversals) to assets SettlementsTransfers/Others (a)Balance as of December 31, 2024
 Provision for litigationsConstruction costMonetary restatement
AdditionsReversalsAdditions
Tax
Cofins133,371 — — — 10,460 — — — 143,831 
Others75,059 13,588 (9,436)— 13,263 — (19,073)— 73,401 
208,430 13,588 (9,436)— 23,723 — (19,073)— 217,232 
Labors386,639 157,965 (84,258)— 6,358 — (159,619)— 307,085 
Employee benefits37,516 7,951 (1,311)— — — (3,687)— 40,469 
Civil
Civil and administrative954,667 188,730 (47,880)— 67,389 (269)(150,812)(843,600)168,225 
Easements114,125 286 (1,977)(15,308)— 2,065 (1,220)— 97,971 
Expropriations and property112,764 528 (2,074)3,091 200 8,675 (10,198)(951)112,035 
Customers2,444 160 (198)— (1,365)— (135)— 906 
Environmental4,593 102 (807)— (66)— — — 3,822 
1,188,593 189,806 (52,936)(12,217)66,158 10,471 (162,365)(844,551)382,959 
Regulatory7,738 5,916 (5,034)— 725 — (394)— 8,951 
1,828,916 375,226 (152,975)(12,217)96,964 10,471 (345,138)(844,551)956,696 
Current336,000 – 
Noncurrent1,492,916 956,696 
(a) Reclassification mainly to Other accounts payable resulting from the closure of arbitration proceedings.
26.1.1. Contingent liabilities and contingent consideration recorded in the business combination
As a result of the assets swap with Axia, detailed in Note 1.2, the contingent consideration and contingent liabilities of the acquired interests (HPP Mauá and MSG) were recorded in the Company's liabilities on the date of the business combination. The contingent consideration refers to the lawsuits of HPP Colíder (Note 26.3). With regard to contingent liabilities, of the total of R$358,787 from MSG, R$322,800 refers to regulatory proceedings with Aneel that mainly discuss events that exclude liability due to delays in the start of transmission line operations. Of the HPP Mauá total of R$299,221, R$292,210 refers to civil lawsuits, mainly of an environmental nature arising from the construction of the plant. For the liabilities of MSG and HPP Mauá, the indemnifiable assets were recorded in proportion to Axia's share before the business combination. These amounts were updated until December 31, 2025.

TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-66
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
26.2. Details of provisions for legal claims and contingent liabilities
The table below provides a detailed breakdown of the provisions for legal claims recorded, along with the amounts of contingent liabilities, which are present obligations arising from past events, but without provisions recognized because it is not probable an outflow of resources that incorporate economic benefits to settle the obligation.
DescriptionProvisions for legal claimsContingent liabilities
12.31.202512.31.202412.31.202512.31.2024
Tax
CofinsRequirement of the Federal Revenue Service for the period from August 1995 to December 1996, due to the termination of a judicial decision that has recognized the Company's exemption from Cofins.114,714 143,831 — 10,013 
INSSTax requirements related to the social security contribution.— 21,951 34,496 31,854 
Federal taxesAdministrative requirements and questions from Receita Federal do Brasil (Federal Revenue Service).21,156 25,521 12,379 19,385 
ICMS (VAT)Administrative requirements and questions from the State regarding the payment of ICMS (VAT) on the Company's invoices.1,874 488 7,349 28,431 
IPTUTax Requirement on Urban Territorial Property (IPTU) on properties affected by the public electricity service.4,805 6,108 198,874 199,173 
ISSCity halls tax requirement as ISS on construction services provided by third parties.445 307 73,131 66,010 
OtherTaxes, fees and other federal, state and municipal taxes in which the Company discusses the levy or not, as well as its bases and amounts for payment3,090 19,026 80,757 89,332 
146,084 217,232 406,986 444,198 
LaborCharging of overtime, hazardous work, transfer surcharge, equalization / salary adjustment, among others, by employees and former employees of Copel; collection of indemnity installments and others, by ex-employees of contractors and outsourced companies (subsidiary responsibility).287,244 307,085 275,670 293,076 
Employee benefitsLabor claims filed by former retired employees against Fundação Copel, which will consequently cause repercussions for the Company and its wholly-owned subsidiaries, to the extent that additional contributions are required.31,222 40,469 12,602 10,316 
Regulatory
ESBRESBR filed Ordinary Lawsuit No. 10426-71.2013.4.01.4100 against ANEEL in the Federal Court of Rondônia, whose ruling: (i) acknowledged the exclusion of liability for the 535-day schedule overrun in the construction of the Jirau Hydropower Station; (ii) declares any obligations, penalties and costs imposed on ESBR as a result of the schedule overrun to be unenforceable, and (iii) annuls ANEEL Resolution 1,732/2013, which had recognized a schedule overrun of only 52 days. An appeal has been brought by ANEEL, pending judgment by the Federal Court of the 1st Region. The practical consequence of the ruling was, at the time it exempted ESBR, to expose the distributors with whom it entered into power trading contracts (CCEARs) to the Short-Term Market and to the high value of the Settlement Price of the Differences (Preço de Liquidação das Diferenças - PLD, in Portuguese) in the period, including Copel DIS. This occurred because the rules for the sale of electricity require that all energy consumed should have a corresponding contractual coverage. If the lawsuits are judged unfavorably against Copel, the amount will be classified as Sectorial Financial Asset to be recovered through tariff rates.— — 1,216,122 1,194,489 
HPP Colíder exclusion of liabilityDiscussion related to the process of exclusion of liability for the delay in the construction of the HPP Colíder (Note 26.3).— — — 351,542 
OtherAneel's notifications about possible breaches of regulatory standards13,939 8,951 262,756 59,532 
13,939 8,951 1,478,878 1,605,563 
(continued)
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-67
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
DescriptionProvisions for legal claimsContingent liabilities
12.31.202512.31.202412.31.202512.31.2024
Civil
Tobacco growersActions whose main cause is the lack of electricity causing loss of production.66,664 68,123 9,361 16,647 
Civil and administrative lawOther actions involving billing, supposed irregular procedures, administrative contracts and contractual fines, indemnity for accidents with the electric power network and accident with vehicles.93,067 100,100 169,926 254,174 
EasementsDiscussion between the amount determined by Copel for payment and the amount claimed by the property owner and/or when the owner's documentation supporting title to the property may not be registered (when probate proceedings are still in progress, properties have no registry number with the land registry, etc.), intervention in third-party adverse possession, either as a confronter, or in case of a property where there are areas of easement of passage, in order to preserve the limits and boundaries of expropriated areas.132,552 97,971 26,671 12,876 
Expropriations and propertyDiscussion between the amount assessed by Copel for payment and the amount claimed by the owner, and / or when the owner's documentation does not present conditions for registration (inventories in progress, properties without registration, among others); actions for repossession of real estate owned by the concessionaire; intervention in the adverse possession of third parties, as a confronting part, in order to preserve the limits and confrontations of the expropriated areas.103,383 112,039 4,925 15,138 
ConsumersLawsuits seeking compensation for damages caused to household appliances, industrial and commercial machinery, compensation for moral damages resulting from the provision of services (suspension of supply) and lawsuits filed by industrial consumers, questioning the legality of the increase in electricity rates, which occurred during the Cruzado Plan, and seeking reimbursement of the amounts involved.801 904 835 1,197 
EnvironmentalPublic civil and class actions whose purpose is to obstruct the progress of environmental licensing for new projects or to recover permanent preservation areas located around the hydroelectric power plant dams unlawfully used by private individuals. If the outcome of the lawsuits is unfavorable to the Company, Management estimates only the cost to prepare new environmental studies and to recover the areas owned by Copel GeT. They also include the Commitment Agreements (Termos de Ajuste de Conduta - TAC, in Portuguese), which refer to the commitments agreed-upon and approved between the Company and the relevant bodies, for noncompliance with any condition provided for by the Installation and Operating Licenses.11,577 3,822 4,368 148,694 
408,044 382,959 216,086 454,765 
Business CombinationContingent liabilities of Mauá and MSG recorded as a result of business combinations as detailed in Note 26.1.1.685,022 — — — 
1,571,555 956,696 2,390,222 2,807,918 
26.3. Other provisions - contingent consideration
As detailed in Note 1.2, the amounts related to litigation involving the HPP Colíder that already existed prior to the asset swap transaction between Copel and Eletrobras were recorded as contingent consideration totaling R$383,115, of which R$354,403 referred to the liability exclusion action involving the dispute over the transmission system usage tariff (TUST) and monetary adjustment on energy values for the liability exclusion period. As a result of the preliminary injunction that excluded the period of delay in the HPP Colíder project from liability for the delivery of energy contracted in the Regulated Contracting Environment (“ACR”), the CCEE proceeded with the credit, valued at the PLD, of the energy previously backed to comply with the ACR contracts. However, if the lawsuit is unsuccessful, the Company must return the credited amounts, adjusted by the IGPM. These amounts had been disclosed as contingent liabilities until the date of the business combination.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-68
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
27. Equity
27.1. Capital
The capital of R$12,821,758 (R$12,821,758 as of December 31, 2024) includes the paid-in share capital of R$12,831,619 less transaction costs in issuing shares registered in 2024, totaling R$9,861.
As detailed in Note 1, the preferred shares (PNA and PNB) were converted into common shares as part of the migration process to the Novo Mercado. Thus, as of December 2025, the Company's share capital is represented by common shares and one special class preferred share held by the State of Paraná. At General Meetings, each ordinary share has the right to one vote, respecting the limitations established in Article 6 of the Bylaws, so that any shareholder or group of shareholders, Brazilian or foreign, public or private, is prohibited from exercising voting rights in excess of the equivalent of 10% of the total number of shares into which Copel's voting capital is divided, regardless of their stake in the share capital.
The special class preferred share was created under the terms of State Law No. 21272/2022. As long as the State of Paraná holds shares representing at least 10% of the total shares issued by the Company, this share will grant veto power in General Meeting resolutions that authorize management to approve and execute the Annual Investments by Copel DIS, aimed at changing the Company's name and headquarters, and amending the clauses of the Bylaws related to the limitation so that no shareholder or group of shareholders will exercise votes corresponding to more than 10% of the total and the execution of shareholder agreements for the exercise of voting rights.
The table below presents the composition of the share capital by shares (without nominal value):
12.31.2025Number of shares in units
Common sharesPreferred sharesTotal
number of shares%Special class
number of shares%number of shares%
State of Paraná474,643,911 15.91 1 100.00 474,643,912 15.91 
BNDESPAR655,807,810 21.99 – — 655,807,810 21.99 
Other shareholders1,839,618,603 61.67 – — 1,839,618,603 61.67 
Treasury12,740,266 0.43 – — 12,740,266 0.43 
2,982,810,590 100.00 1 100.00 2,982,810,591 100.00 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-69
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
27.2. Equity valuation adjustments
Balance as of January 1, 2024307,050 
Actuarial liabilities
Post employment benefits363,466 
Taxes on adjustments(123,578)
Realization of equity evaluation adjustment
Deemed cost of fixed assets(50,552)
Taxes on adjustments17,188 
Actuarial liability - investment realization4,018 
Other adjustments
Adjustments on financial assets - subsidiaries(569)
Taxes on other adjustments243 
Attributed to non-controlling interest142 
Balance as of December 31, 2024517,408 
Actuarial liabilities
Post employment benefits(284,731)
Taxes on adjustments 96,809 
Realization of equity evaluation adjustment
Deemed cost of fixed assets(64,602)
Taxes on adjustments21,965 
Other adjustments
Gains on financial assets - subsidiaries2,271 
Taxes on other adjustments(711)
Attributed to non-controlling interest(417)
Balance as of December 31, 2025287,992 
Fair values of fixed assets - deemed costs - were recognized on the first-time adoption of IFRS. The line item “Equity value adjustments” was the balancing item of this adjustment, net of deferred income tax and social contribution. The realization of such adjustments is recorded in the retained earnings line item, to the extent of the depreciation or possible disposal of the measured fixed assets. Adjustments arising from the changes in fair value involving financial assets, as well as actuarial gains and losses, are also recorded in this line item.
27.3. Earnings per share - basic and diluted
Continuing operationsDiscontinued
operations		12.31.2025Continuing operationsDiscontinued operations12.31.2024Continuing operationsDiscontinued operations12.31.2023
Numerator
Earnings allocated by classes of shares, allocated to controlling shareholders:
Common shares2,669,716 18,898 2,688,614 968,042 191,351 1,159,393 863,846 38,574 902,420 
Class “A” preferred shares— — — 2,564 506 3,070 2,729 116 2,845 
Class “B” preferred shares— — — 1,375,335 271,833 1,647,168 1,291,502 62,043 1,353,545 
2,669,716 18,898 2,688,614 2,345,941 463,690 2,809,631 2,158,077 100,733 2,258,810 
Denominator
Weighted average shares (in units):
Common shares2,970,070,324 2,970,070,324 2,970,070,324 1,300,316,644 1,300,316,644 1,300,316,644 1,148,504,091 1,148,504,091 1,148,504,091 
Class “A” preferred shares— — — 3,128,000 3,128,000 3,128,000 3,128,000 3,128,000 3,128,000 
Class “B” preferred shares— — — 1,679,299,366 1,679,299,366 1,679,299,366 1,679,335,291 1,679,335,291 1,679,335,291 
2,970,070,324 2,970,070,324 2,970,070,324 2,982,744,010 2,982,744,010 2,982,744,010 2,830,967,382 2,830,967,382 2,830,967,382 
Basic earnings per share attributable to controlling shareholders
Common shares0.89888 0.00636 0.90524 0.74447 0.14716 0.89163 0.75215 0.03359 0.78574 
Class “A” preferred shares— — — 0.81978 0.16187 0.98165 0.87237 0.03694 0.90931 
Class “B” preferred shares— — — 0.81899 0.16187 0.98086 0.76906 0.03694 0.80600 
Diluting effect ILP program
Common shares4,790,229 — 4,790,229 1,945,897 — 1,945,897 — — — 
Diluted earnings per share attributable to controlling shareholders
Common shares0.89743 0.00636 0.90379 0.74335 0.14716 0.89051 0.75215 0.03359 0.78574 
Class “A” preferred shares— — — 0.81978 0.16187 0.98165 0.87237 0.03694 0.90931 
Class “B” preferred shares— — — 0.81899 0.16187 0.98087 0.76906 0.03694 0.80600 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-70
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Following the extinction of preferred shares as part of the migration process to the Novo Mercado, as detailed in Note 1, earnings per share are now calculated only for common shares, on a prospective basis.
27.4. Capital reserve
The capital reserve balance includes the amounts from the Long-Term Incentive Plan (ILP).
On April 22, 2024, the Special General Meeting approved the “Plan for the Granting of Restricted Shares and Performance Shares” whose objectives are: (i) aligning the compensation of the management and key positions with Copel's long-term objectives; (ii) linking part of the compensation to the Company's value generation; (iii) fostering a culture of meritocracy and high performance in the Company; and (iv) retaining and attracting talent that adds value to the Company.
The Plan is managed by the Board of Directors (“CAD”), with support from the People Committee. The members of the CAD are eligible only to be granted restricted shares and the Directors and Employees are eligible to be granted both restricted shares and restricted shares for performance.
Granting of restricted shares
Under the 1st and 3rd programs of Copel grant plan, restricted shares may be granted in an amount corresponding to up to 0.2% of the Company's share capital. The rights are vested after 2 years from the grant date, subject to the terms and conditions set forth in the plan, programs and specific agreements, unless otherwise defined by the CAD.
The shares received by participants are subject to a restriction period, starting from their delivery, for a period defined by the CAD, with a minimum of 2 years for participants who are Board Members. During the restriction period, the participant will be entitled to the proceeds corresponding to the shares, and may also exercise the political rights over the share without any restriction. As restricted shares have characteristics very similar to the Company's shares traded on the market, fair value is calculated considering the market value of the shares on the grant date.
Granting of restricted shares based on performance (Performance Shares)
Under the 2nd and 4th programs of Copel grant plan, performance-restricted shares may be granted in an amount corresponding to up to 0.8% of the Company's share capital. The rights are vested after 3 years from the grant date, subject to the terms and conditions set forth in the plan, programs and specific agreements, with the CAD being able, on an exceptional basis, to establish a longer term. All or part of the shares received by participants may be subject to a restriction period, as defined by the CAD.
The Program has a performance condition linked to TSR (Total Shareholder Return), a market condition that must be incorporated into the calculation of the fair value of the granted assets. Therefore, the calculation of fair value uses the Monte Carlo model in order to incorporate market performance conditions into the fair value of the asset.
The expense of the two programs is recognized on a pro rata basis with vesting beginning on the date the contracts are signed, at which time both parties reach a mutual understanding regarding the terms and conditions of the agreement. The table below presents details of the grants signed up to the date of these financial statements. The expense recognized in the income statement against Equity is shown in Note 29.2.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-71
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Shares grantedStart of vestingVesting dateRestriction untilFair value calculation methodInterest rateVolatility Fair value
R$		Status
1st Program 2024 (Restricted Shares)
397,742Aug.202401.05.202505.01.2027Quotation on the date of grantn/an/a8.62Settled
516,047Oct.202410.25.2025n/an/an/a8.19Settled
516,050Oct.202410.25.2026n/an/an/a8.19In progress
516,058Oct.202410.25.2027n/an/an/a8.19In progress
39,564June.202504.30.2025n/an/an/a11.75Settled
51,605June.202510.25.2025n/an/an/a11.75Settled
39,564June.202504.30.2026n/an/an/a11.75In progress
3nd Program 2025 (Restricted Shares)
886,265Oct. 202504.25.202704.25.2029Quotation on the date of grantn/an/a12.10In progress
2nd Program 2024 (Performance Shares)
1,910,717June.202505.01.202710.28.2027Monte Carlo
10.00% (*)
21.73% (**)
15.41In progress
4th Program 2025 (Performance Shares)
2,738,579Oct.202505.02.202811.02.2028Monte Carlo
10.00% (*)
22.46% (**)
15.91In progress
(*) Long-term interest rate - Focus Bulletin, Central Bank of Brazil.
(**) Calculated by the standard deviation of daily returns, considering the historical value of the share (CPLE3), in a period proportional to the expected acquisition of rights.
During 2025, part of the granted shares were settled through the delivery of treasury shares (Note 27.5), in accordance with the plan approved by the Company.
27.5. Treasury shares
On November 25, 2024, in accordance with Material Fact 09/24, the Board of Directors approved the creation of the Share Buyback Program for Common and Preferred Class B Shares, issued by the Company itself, with the aim of maximizing the generation of value for shareholders through efficient capital management. The purpose of the program is to acquire shares to be held in treasury, cancelled or sold, without reducing the Company's share capital, as well as complying with the plan for the granting of restricted and performance shares plan. Share acquisitions under the program may be carried out for up to 18 months from the date of its establishment.
The table below shows the movement in the balance of the treasury shares account:
January 1, 2024— 
Share buyback50,044 
December 31, 202450,044 
Share buyback70,046 
Delivery of ILP shares (Note 27.4)(6,701)
December 31, 2025113,389 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-72
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
27.6. Dividend distribution proposal
12.31.202512.31.202412.31.2023
Calculation basis for dividends
Net income for the year2,688,614 2,809,631 2,258,810 
Legal Reserve (5%)(134,431)(140,482)(112,941)
Realization of equity evaluation adjustment42,637 33,364 32,553 
2,596,820 2,702,513 2,178,422 
Proposed dividends
Interest on own capital – gross value 1,100,000 883,000 958,000 
Dividends1,350,000 202,110 — 
Additional proposed dividends— 1,250,025 131,211 
2,450,000 2,335,135 1,089,211 
Gross value of dividends per class of shares:
Ordinary shares2,450,000 963,583 454,539 
Class “A” preferred shares— 2,552 1,502 
Class “B” preferred shares— 1,369,000 633,170 
Gross value of dividends per share (a)
Ordinary shares0.82490 0.74182 0.34557 
Class “A” preferred shares— 0.81600 0.48035 
Class “B” preferred shares— 0.81600 0.38012 
Gross value of dividends per share – Units (b)
— — 1.64173 
(a) Values calculated based on the composition of the share capital on 12.31.2025
(b) The Units program was discontinued in December/2023.
Pursuant to the legal and statutory provisions in force and management’s resolution, the basis for calculating dividends is obtained from the adjusted net income that corresponds to the net income for the year less the portion allocated to the legal reserve, plus the realization amount of equity adjustments for the year. The minimum mandatory dividend defined in the Bylaws is 25% of net income, and the Company's dividend policy has established a minimum dividend of 75% of net income.
On April 24, 2025, the 70th Annual General Meeting approved the payment of the Additional proposed dividend recorded on December 31, 2024, in the amount of R$1,250,025. The Company's shareholders on the date of the Meeting were entitled to the amounts, paid in a single installment on May 15, 2025, respecting the negotiations carried out up to that date.
On November 18, 2025 Copel's Board of Directors approved the distribution of earnings based on the results for the first half of 2025, amounting to R$1,000,000, in the form of interest on equity (“JCP”). The amounts were provisioned on that date and paid on January 19, 2026.
On December 10, 2025, Copel's Board of Directors approved the distribution of earnings in the amount of R$1,350,000 in the form of dividends from profit retention reserve, with the payment date until June 30, 2026.
27.7. Legal reserve and profit retention reserve
The legal reserve is constituted based on 5% of the net income for the year, before any allocation, limited to 20% of the share capital.
The profit retention reserve aims to cover the Company's investment program, pursuant to article 196 of Law 6,404/1976, and is constituted on the basis of the Capital Budget proposed by the Board of Directors for resolution by the General Meeting. In December 2025, a premium payment of R$1,298,041 was made to shareholders as a result of the Company's migration to the Novo Mercado, as detailed in Note 1, and dividends payable in the amount of R$1,350,000 were appropriated, both with a counterpart in the profit retention reserve.

TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-73
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
28. Net Operating Revenue
Gross revenuesPIS/Pasep and CofinsICMS (VAT)Sectorial chargesService tax (ISSQN)Net revenue
12.31.202512.31.202412.31.2023
Electricity sales for final customers10,964,004 (898,083)(1,284,086)(848,982)— 7,932,853 8,454,990 7,946,168 
Electricity sales to distributors5,449,795 (618,859)(17,107)(29,160)— 4,784,669 3,120,628 3,602,788 
Use of the main distribution and transmission grid13,628,888 (1,106,495)(2,291,682)(3,256,045)— 6,974,666 7,048,036 6,002,192 
Construction income3,303,150 — — — — 3,303,150 2,550,809 2,333,787 
Fair value of assets from the indemnity for the concession161,244 — — — — 161,244 82,424 62,167 
Result of sectorial financial assets and liabilities2,587,485 (239,342)— — — 2,348,143 838,280 971,203 
Other operating revenue681,485 (65,805)(47)— (3,502)612,131 555,869 561,163 
36,776,051 (2,928,584)(3,592,922)(4,134,187)(3,502)26,116,856 22,651,036 21,479,468 
28.1. Revenue details
12.31.202512.31.202412.31.2023
Electricity sales for final customers10,964,004 11,383,852 10,384,872 
Consumers - Power distribution7,568,762 7,981,076 6,779,582 
Free consumers1,847,523 2,246,579 2,723,661 
Donations and grants1,547,719 1,156,197 881,629 
Electricity sales to distributors5,449,795 3,674,579 4,235,612 
Bilateral contracts3,072,638 1,960,568 2,112,486 
Regulated contracts1,425,368 1,193,511 1,582,836 
Electric Energy Trade Chamber – CCEE832,232 399,700 425,920 
Effective interest – grant bonus (Note 9.2)119,557 120,800 114,370 
Use of the main distribution and transmission grid13,628,888 12,737,940 10,930,593 
Consumers12,625,475 11,831,389 10,058,379 
Concessionaires and generators129,267 128,756 106,564 
Operating and maintenance income – O&M and interest income (a)874,146 777,795 765,650 
Construction income3,303,150 2,550,809 2,333,787 
Power distribution service concession3,027,526 2,427,296 2,234,542 
Power transmission concession (b)
275,624 123,513 99,245 
Fair value of assets from the indemnity for the concession161,244 82,424 62,167 
Result of sectorial financial assets and liabilities2,587,485 923,724 1,070,196 
Other operating revenue 681,485 620,778 629,792 
Leasing and rent581,944 546,507 464,184 
Fair value in the purchase and sale of power 18,563 — 5,045 
Income from rendering of services31,697 38,238 41,891 
Other income49,281 36,033 118,672 
GROSS OPERATING REVENUE36,776,051 31,974,106 29,647,019 
(-) Pis/Pasep and Cofins(2,928,584)(2,577,655)(2,477,418)
(-) ICMS (VAT)(3,592,922)(3,491,400)(2,733,900)
(-) Service tax (ISSQN)(3,502)(3,644)(4,087)
(-) Sectorial charges (Note 28.2)(4,134,187)(3,250,371)(2,952,146)
NET OPERATING REVENUE26,116,856 22,651,036 21,479,468 
(a) The balances include the impacts of RBSE adjustments and tariff revision adjustments described in Note 10.
(b) The balance contains the amount of construction revenue, construction margin and the efficiency gain or loss.
The impact of the unbilled revenue from the Electricity sales to final customers and use of the main distribution grid of Copel DIS, accounted for according to the practice presented in Note 4.11, was R$667 until December 31, 2025 (R$80,296 until December 31, 2024).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-74
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
28.2. Regulatory charges
12.31.202512.31.202412.31.2023
Energy Development Account – "CDE" – Power distribution service concession (Note 28.2.1)3,380,242 2,683,329 2,659,092 
Other charges – rate flags (Note 28.2.2)456,982 247,021 1,216 
Research and development and energy efficiency – R&D and EEP193,753 174,616 161,039 
Global Reversion Reserve – RGR quota9,693 50,475 46,750 
Energy Development Account – "CDE" – Power transmission concession75,534 78,500 68,901 
Inspection fee17,983 16,430 15,148 
4,134,187 3,250,371 2,952,146 
28.2.1. Energy Development Account - CDE - power distribution concession
The Energy Development Account - CDE, created by Law No. 10438/2002, amended by Law No. 12783/2013, aims to promote energy development in the national territory, in accordance with guidelines established by the Ministry of Mines and Energy (MME), including subsidies for social tariffs, incentivized sources, agricultural irrigation, among others. The charge is passed on to the end consumer in tariff processes and collected periodically by distributors. The annual quotas for each distributor are defined by Aneel through Approval Resolutions, with the management of resources carried out by the Electric Energy Trade Chamber (CCEE).
Regarding extraordinary charges, on October 9, 2024, Aneel published Order No. 3,056 which considers the repayment of loans from the Covid Account and the Water Shortage Account to be complete, with the consequent interruption of the collection of the respective monthly quotas as of October 10, 2024.
In 2025, the CDE Use and CDE Distributed Generation (CDE GD) remained in force, the latter being intended to redistribute the system costs that are no longer collected as a result of energy compensation carried out by consumer units participating in the Electric Energy Compensation System, under the terms of Law No. 14,300/2022.
28.2.2. Tariff flag
The tariff flag system, created by Aneel Regulatory Resolution No. 547/2013, effective from 2015, indicate whether an increase in the electric energy value to be passed on to end consumers would apply depending on the conditions for electricity generation. In 2025, the green flag was applied from January to April and from May onwards, surcharges on the tariff returned, varying from yellow to red - level 2, the latter in August and September. In 2024, the green flag prevailed from January to June and from July onwards, it varied from yellow to red - level 2.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-75
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
29. Operating Costs and Expenses
Operational costsSelling expensesGeneral and administrative expensesOther operational income (expenses), net12.31.202512.31.202412.31.2023
Electricity costs and expenses
Electricity purchased for resale (Note 29.1)11,110,778 — — — 11,110,778 8,924,895 7,716,190 
Charge of the main distribution and transmission grid2,755,534 — — — 2,755,534 2,865,490 2,896,710 
Materials and supplies for power electricity— — — — — 936 17,654 
13,866,312 — — — 13,866,312 11,791,321 10,630,554 
Manageable costs and expenses
Personnel and management (Note 29.2)595,668 — 365,120 — 960,788 1,081,797 1,878,332 
Pension and healthcare plans 159,210 — 75,337 — 234,547 259,352 260,159 
Materials83,621 — 24,440 — 108,061 86,882 102,667 
Third-party services (Note 29.3)941,908 3,860 246,514 — 1,192,282 1,074,308 996,312 
Credit losses, provisions and reversals (Note 29.4)(2,276)102,457 — 170,606 270,787 345,102 92,235 
Other operational income (costs and expenses) (Note 29.6)161,823 27,284 104,655 (369,346)(75,584)240,842 430,544 
1,939,954 133,601 816,066 (198,740)2,690,881 3,088,283 3,760,249 
Other
Depreciation and amortization1,376,328 — 60,807 44,751 1,481,886 1,465,478 1,382,040 
Construction cost (Note 29.5)3,272,763 — — — 3,272,763 2,522,908 2,319,720 
4,649,091 — 60,807 44,751 4,754,649 3,988,386 3,701,760 
20,455,357 133,601 876,873 (153,989)21,311,842 18,867,990 18,092,563 
29.1. Electricity purchased for resale
12.31.202512.31.202412.31.2023
Purchase of Energy in the Regulated Environment – CCEAR4,043,221 4,009,747 3,658,852 
Bilateral contracts2,901,057 1,849,268 1,998,640 
Micro and mini generators2,446,037 1,726,602 1,125,857 
Electric Energy Trade Chamber – CCEE1,273,628 832,656 431,303 
Itaipu Binacional963,340 950,389 980,302 
Program for incentive to alternative energy sources – Proinfa424,896 337,978 370,495 
Fair value in the purchase and sale of power— 36,604 — 
(-) PIS/Pasep/Cofins taxes on electricity purchased for resale(941,401)(818,349)(849,259)
11,110,778 8,924,895 7,716,190 
29.2. Personnel and management
12.31.202512.31.202412.31.2023
Personnel
Employee compensation461,555 557,666 742,449 
Social charges on payroll155,873 186,502 220,148 
Long-Term Incentive Plan - ILP (Note 27.4)5,501 1,531 — 
Meal and education allowance82,540 97,709 109,307 
Voluntary Dismissal Program (Note 17.1)
21,489 18,306 610,057 
726,958 861,714 1,681,961 
Management
Management fees34,370 27,362 17,889 
Long-Term Incentive Plan - ILP (Note 27.4)19,471 4,064 — 
Social charges on payroll11,868 8,766 4,559 
Other expenses2,143 608 261 
67,852 40,800 22,709 
Provisions for performance and profit sharing of employees and administrators165,978 179,283 173,662 
960,788 1,081,797 1,878,332 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-76
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
29.3. Third party services
12.31.2025 12.31.202412.31.2023
Maintenance of electrical system638,294 472,011 430,954 
Consumer service / call center130,930 104,700 100,574 
Maintenance of facilities120,519 139,924 117,981 
Communication, processing and transmission of data104,672 119,281 107,818 
Consulting and audit99,650 77,333 81,904 
Meter reading and bill delivery 60,317 60,308 58,734 
Other services37,900 100,751 98,347 
1,192,282 1,074,308 996,312 
29.4. Credit losses, provisions and reversals
12.31.202512.31.202412.31.2023
Provision for legal claims165,772 222,251 157,668 
Expected credit losses (Trade accounts and Other receivables)102,457 100,730 109,435 
Tax credits estimated losses (reversal of losses)4,834 (2,044)2,825 
Property, plant and equipment impairment (Note 15.4)— 27,755 (174,500)
Fair value adjustment of power generation concessions agreements(2,276)(3,590)(3,193)
270,787 345,102 92,235 
29.5. Construction costs
12.31.202512.31.202412.31.2023
Materials 1,930,887 1,519,486 1,409,633 
Third party services1,132,289 785,333 689,886 
Personnel170,184 170,749 184,246 
Other39,403 47,340 35,955 
3,272,763 2,522,908 2,319,720 
29.6. Other operating costs and expenses, net
12.31.202512.31.202412.31.2023
Financial offset for the use of water resources165,783 173,318 152,604 
Net losses (gains) in the decommissioning and disposal of assets (a)106,064 (225,683)45,596 
Leasing and rent56,077 28,045 30,528 
Corporate communication36,635 34,546 31,254 
Aneel inspection fee32,766 19,458 18,248 
Insurance29,575 41,111 48,914 
Taxes28,979 23,358 23,463 
Collection charge27,284 33,831 43,022 
Compensation23,127 30,435 21,699 
Compensation for Curtailment (Note 32.2.9)(95,599)— — 
Result of business combination (Note 1.2)(141,661)— — 
Result of asset disposal (b)(335,595)— — 
Other net costs and expenses (income)(9,019)82,423 15,216 
(75,584)240,842 430,544 
(a) The balance for 2025 mainly refers to losses from the decommissioning of Copel DIS assets. In 2024, the balance includes the gain from the sale of unusable assets from Copel GeT and FDA.
(b) The balance includes the result of asset disposals described in Notes 37.1, 37.3, and 37.4.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-77
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
30. Financial Results
12.31.202512.31.202412.31.2023
Financial income
Return on financial investments690,466 738,229 540,672 
Interest and arrears charges on bills320,959 249,539 200,341 
Interest on taxes to be offset150,593 92,794 89,938 
Remuneration of net sectorial assets and liabilities (Note 8)55,312 44,033 62,795 
Monetary variation and adjustment to present value of accounts payable related to the concession 50,232 17,838 69,059 
Income and monetary restatement of judicial deposits48,537 32,859 55,092 
Other financial income84,453 58,675 92,733 
(-) Pis/Pasep and Cofins taxes on financial income(56,894)(49,188)(41,514)
1,343,658 1,184,779 1,069,116 
( - ) Financial expenses
Monetary variation and debt charges2,490,902 1,745,166 1,763,555 
Monetary variation and present value adjustment on accounts payable related to the concession157,858 167,296 140,214 
PIS/Pasep and Cofins taxes on interest on capital129,067 86,609 101,251 
Remuneration of net sectorial assets and liabilities (Note 8)77,774 35,186 4,542 
Restatement of provision for allocation of PIS and Cofins credits (Note 12.3)64,510 43,327 58,518 
Monetary restatement on the provision for legal claims (Note 26.1)63,304 96,964 77,715 
Interest on lease liabilities (Note 24.2)32,013 28,560 24,292 
Interest on tax installments27,011 25,791 39,569 
Interest on R&D and EEP (Note 22)24,070 22,050 26,009 
Swap effect on debentures (Note 20)23,535 — — 
Fair value adjustment of debentures (Note 20)15,978 — — 
Other financial expenses35,988 90,844 38,441 
3,142,010 2,341,793 2,274,106 
Net(1,798,352)(1,157,014)(1,204,990)
31. Operating Segments
Operating segments are business activities that generate revenues and incur expenses, whose operating results are regularly reviewed by the executive boards of the Company and by key strategic decision-makers responsible for allocating funds and assessing performance. The Company operates in reportable segments identified by Management, through the chief officers of each business area, taking into consideration the regulatory environments, the strategic business units and the different products and services. These segments are managed separately, since each business and each company require different technologies and strategies.
For the year ended December 31, 2025, all sales have been to customers within the Brazilian territory, in addition, all noncurrent assets are also located in the national territory. The Company and its subsidiaries did not identify any customer who individually accounts for more than 10% of their total net revenue for the years ended December 31, 2025, 2024 and 2023.
The Company evaluates the performance of each segment, based on information derived from the accounting records. The accounting policies of the operating segments are the same as those described in Note 4.
31.1. Company’s reportable segments
Power generation and transmission (GET) - its attribution is to produce electricity from hydraulic and wind projects (GER) and to provide services of transmission and transformation of electric power, being responsible for the construction, operation and maintenance of substations, as well for the energy transmission lines (TRA). For managers, the assets and liabilities of the generation and transmission segments are shown on an aggregate basis while their result is presented separately;
Power distribution (DIS) - its attribution is to provide public electricity distribution services, being responsible for the operation and maintenance of the distribution infrastructure, as well as providing related services;
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-78
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Power sale (COM) - its attribution is to trade energy and related services;
Services (SER) – its attribution is providing services and participating in open innovation investments;
Holding – its attribution is participation in other companies.
The gas segment, with attribution of operating the public service of piped natural gas distribution, was discontinued after the completion of the Compagas divestment process in 2024.
31.2. Assets by reportable segment
ASSETS 12.31.2025Electric EnergySERHoldingIntersegment operations / Others (a)Total
GETDISCOM
TOTAL ASSETS32,096,778 24,647,570 1,559,759 131,497 2,793,682 (814,830)60,414,456 
CURRENT ASSETS4,113,374 5,470,404 908,823 109,130 2,147,764 (1,867,841)10,881,654 
NONCURRENT ASSETS 27,983,404 19,177,166 650,936 22,367 645,918 1,053,011 49,532,802 
Long term assets11,116,344 7,176,946 639,830 19,825 469,160 (356,766)19,065,339 
Investments2,697,409 441 — — 151,152 — 2,849,002 
Property, plant and equipment8,136,392 — 1,025 774 7,361 — 8,145,552 
Intangible assets5,910,606 11,868,128 5,816 1,768 10,514 1,409,777 19,206,609 
Right-of-use asset122,653 131,651 4,265 — 7,731 — 266,300 
(a) Includes inter-segment elimination amounts and consolidation adjustments.
ASSETS 12.31.2024Electric EnergySERHolding Intersegment operations / Others (a)Total
GETDISCOM
TOTAL ASSETS29,552,246 23,567,303 1,447,083 149,155 4,571,127 (1,902,758)57,384,156 
CURRENT ASSETS4,796,497 6,769,769 916,049 48,889 3,486,544 (2,975,940)13,041,808 
NONCURRENT ASSETS 24,755,749 16,797,534 531,034 100,266 1,084,583 1,073,182 44,342,348 
Long term assets7,418,447 6,847,655 520,427 15,084 894,484 (380,976)15,315,121 
Investments3,411,005 442 — — 166,490 — 3,577,937 
Property, plant and equipment8,428,157 — 702 80,590 7,248 — 8,516,697 
Intangible assets5,365,916 9,788,358 5,731 901 8,546 1,454,158 16,623,610 
Right-of-use asset132,224 161,079 4,174 3,691 7,815 — 308,983 
(a) Includes inter-segment elimination amounts and consolidation adjustments.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-79
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
31.3. Statement of income by reportable segment
STATEMENT OF INCOMEElectric EnergySERHoldingInter-
segment operations		Total
GETDISCOM
12.31.2025GERTRA
CONTINUING OPERATIONS
NET OPERATING REVENUE3,913,035 1,388,544 19,202,210 4,402,327 12,128 — (2,801,388)26,116,856 
Net operating revenue - third-parties1,906,130 936,026 19,170,722 4,091,850 12,128 — — 26,116,856 
Net operating revenue - between segments2,006,905 452,518 31,488 310,477 — — (2,801,388)— 
OPERATING COSTS AND EXPENSES(1,797,803)(651,309)(17,124,300)(4,349,494)(12,080)(178,244)2,801,388 (21,311,842)
Energy purchased for resale(518,911)— (8,595,124)(4,310,141)— — 2,313,398 (11,110,778)
Charges for use of the main transmission grid(547,265)— (2,689,991)— — — 481,722 (2,755,534)
Personnel and management(171,993)(131,096)(538,360)(20,839)(408)(98,092)— (960,788)
Pension and healthcare plans(38,415)(31,113)(153,082)(1,741)(76)(10,120)— (234,547)
Materials and supplies(32,395)(6,675)(65,226)(303)(47)(3,415)— (108,061)
Third party services(221,785)(64,577)(865,301)(4,064)(5,215)(32,959)1,619 (1,192,282)
Depreciation and amortization(741,111)(19,428)(712,266)(1,889)(3,032)(4,160)— (1,481,886)
Provision (reversal) for litigations(13,223)(4,691)(144,331)(246)— (3,281)— (165,772)
Impairment of assets2,276 — — — — — 2,276 
Other estimated losses, provisions and reversals(204)(5,855)(99,365)(1,566)(299)(2)— (107,291)
Construction cost— (245,239)(3,027,524)— — — — (3,272,763)
Other operating costs and expenses, net485,223 (142,635)(233,730)(8,705)(3,003)(26,215)4,649 75,584 
EQUITY IN EARNINGS OF INVESTEES18,706 222,637 — — — (1,346)— 239,997 
PROFIT (LOSS) BEFORE FINANCIAL INCOME AND TAX 2,133,938 959,872 2,077,910 52,833 48 (179,590)— 5,045,011 
Financial income355,234 135,581 643,829 37,670 5,687 165,662 (5)1,343,658 
Financial expenses(866,443)(583,794)(1,429,691)(551)(11,535)(250,001)5 (3,142,010)
OPERATING PROFIT (LOSS)1,622,729 511,659 1,292,048 89,952 (5,800)(263,929)— 3,246,659 
Income tax and social contribution (258,833)(37,950)(219,541)(22,310)(168)(38,816)— (577,618)
NET INCOME (LOSS) FROM CONTINUING OPERATIONS1,363,896 473,709 1,072,507 67,642 (5,968)(302,745)— 2,669,041 
Result of discontinued operations18,898 — — — — — 18,898 
NET INCOME (LOSS)1,382,794 473,709 1,072,507 67,642 (5,968)(302,745)— 2,687,939 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-80
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
STATEMENT OF INCOME 12.31.2024Electric EnergyGASSERHoldingReclassifications (a)Inter-
segment operations		Total
GETDISCOM
GERTRA
CONTINUING OPERATIONS
NET OPERATING REVENUES3,477,696 1,144,481 17,030,454 3,568,463 562,129 6,333 — (561,141)(2,577,379)22,651,036 
Net operating revenue - third-parties1,473,628 708,119 16,992,784 3,470,172 13,618 6,333 — (13,618)— 22,651,036 
Net operating revenue - between segments2,004,068 436,362 37,670 98,291 548,511 — — (547,523)(2,577,379)— 
OPERATING COSTS AND EXPENSES(2,348,476)(294,559)(15,048,163)(3,553,557)(503,516)(7,129)(192,548)502,579 2,577,379 (18,867,990)
Energy purchased for resale(195,695)— (7,308,796)(3,524,688)— — — — 2,104,284 (8,924,895)
Charges for use of the main transmission grid(625,586)— (2,729,154)— — — — 17,586 471,664 (2,865,490)
Personnel and management(218,436)(141,042)(636,853)(14,462)(33,621)(264)(73,864)36,745 — (1,081,797)
Pension and healthcare plans(46,764)(32,041)(168,977)(1,737)(4,083)(45)(10,152)4,447 — (259,352)
Materials and supplies(15,620)(5,711)(63,493)(114)(416)(16)(1,946)434 — (86,882)
Raw materials and supplies for generation (1,880)— — — — — — 172 772 (936)
Natural gas and supplies for gas business— — — — (397,554)— — 397,554 — — 
Third party services(249,558)(55,001)(719,122)(4,603)(10,650)(3,951)(48,483)14,134 2,926 (1,074,308)
Depreciation and amortization(821,258)(17,069)(592,226)(1,746)(27,146)(2,788)(3,245)— — (1,465,478)
Provision (reversal) for litigations(24,462)(9,340)(168,067)178 (32)— (20,735)207 — (222,251)
Impairment of assets(24,165)— — — — — — — (24,165)
Other estimated losses, provisions and reversals(13,172)(9,007)(75,402)(958)(7,509)(147)— 7,509 — (98,686)
Construction cost— (95,610)(2,427,298)— (13,618)— — 13,618 — (2,522,908)
Other operating costs and expenses, net(111,880)70,262 (158,775)(5,427)(8,887)82 (34,123)10,173 (2,267)(240,842)
EQUITY IN EARNINGS OF INVESTEES14,431 262,463 — — — — 4,308 — — 281,202 
PROFIT (LOSS) BEFORE FINANCIAL INCOME AND TAX 1,143,651 1,112,385 1,982,291 14,906 58,613 (796)(188,240)(58,562)— 4,064,248 
Financial income294,113 90,377 516,031 40,813 29,114 3,285 248,195 (30,182)(6,967)1,184,779 
Financial expenses(778,328)(301,485)(1,041,951)(325)(39,721)(4,906)(223,032)40,988 6,967 (2,341,793)
OPERATING PROFIT (LOSS)659,436 901,277 1,456,371 55,394 48,006 (2,417)(163,077)(47,756)— 2,907,234 
Income tax and social contribution (197,338)(97,961)(322,349)(11,310)(17,301)(1,935)18,192 26,531 4,036 (599,435)
NET INCOME (LOSS) FROM CONTINUING OPERATIONS462,098 803,316 1,134,022 44,084 30,705 (4,352)(144,885)(21,225)4,036 2,307,799 
Result of discontinued operations12,004 — — — — — 458,342 21,225 — 491,571 
NET INCOME (LOSS)474,102 803,316 1,134,022 44,084 30,705 (4,352)313,457 — 4,036 2,799,370 
(a) Reclassification of discontinued operation values, resulting from divestments completed in 2024 (Note 37.6)
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-81
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
STATEMENT OF INCOME 12.31.2023Electric EnergyGASHolding
and
Services		Reclassifications Inter-
segment operations		Total
GETDISCOM
GERTRA
CONTINUING OPERATIONS
NET OPERATING REVENUES4,179,457 1,096,351 15,085,707 4,056,904 978,581 — (977,148)(2,940,384)21,479,468 
Net operating revenue - third-parties1,764,212 687,829 15,048,581 3,978,846 17,014 — (17,014)— 21,479,468 
Net operating revenue - between segments2,415,245 408,522 37,126 78,058 961,567 — (960,134)(2,940,384)— 
OPERATING COSTS AND EXPENSES(2,372,792)(474,506)(13,983,117)(3,948,286)(814,455)(218,272)778,481 2,940,384 (18,092,563)
Energy purchased for resale(214,198)(14,741)(6,074,752)(3,908,484)— — 3,282 2,492,703 (7,716,190)
Charges for use of the main transmission grid(658,229)— (2,715,273)— — — 33,873 442,919 (2,896,710)
Personnel and management(368,744)(247,393)(1,174,906)(21,133)(43,201)(72,537)49,582 — (1,878,332)
Pension and healthcare plans(49,626)(33,003)(167,533)(1,877)(6,222)(8,853)6,955 — (260,159)
Materials and supplies(20,937)(5,583)(74,501)(77)(1,574)(1,609)1,614 — (102,667)
Raw materials and supplies for generation (19,113)— — — — — 158 1,301 (17,654)
Natural gas and supplies for gas business— — — — (678,885)— 678,885 — — 
Third party services(242,712)(50,019)(643,999)(3,389)(13,861)(68,186)22,517 3,337 (996,312)
Depreciation and amortization(843,480)(16,207)(521,301)(2,003)(41,148)(4,700)46,799 — (1,382,040)
Provision (reversal) for litigations(8,204)(12,777)(101,960)(233)(263)(44,815)10,584 — (157,668)
Impairment of assets285,825 — — — — — (108,132)— 177,693 
Other estimated losses, provisions and reversals(7,109)(2,334)(99,123)(3,694)(285)— 285 — (112,260)
Construction cost— (85,181)(2,234,539)— (17,010)— 17,010 — (2,319,720)
Provision for allocation of PIS and Cofins credits— — — — — — — — — 
Other operating costs and expenses, net(226,265)(7,268)(175,230)(7,396)(12,006)(17,572)15,069 124 (430,544)
EQUITY IN EARNINGS OF INVESTEES16,651 283,939 — — — 7,219 — — 307,809 
PROFIT (LOSS) BEFORE FINANCIAL INCOME AND TAX1,823,316 905,784 1,102,590 108,618 164,126 (211,053)(198,667)— 3,694,714 
Financial income333,990 66,922 479,944 38,577 36,559 182,829 (46,362)(6,777)1,085,682 
Financial expenses(791,547)(344,524)(955,046)(717)(48,316)(203,206)45,907 6,777 (2,290,672)
OPERATING PROFIT (LOSS)1,365,759 628,182 627,488 146,478 152,369 (231,430)(199,122)— 2,489,724 
Income tax and social contribution (228,373)1,779 (58,368)(40,928)(40,750)4,962 7,621 — (354,057)
NET INCOME (LOSS) FROM CONTINUING OPERATIONS1,137,386 629,961 569,120 105,550 111,619 (226,468)(191,501)— 2,135,667 
Result of discontinued operations— — — — — — 191,501 — 191,501 
NET INCOME (LOSS)1,137,386 629,961 569,120 105,550 111,619 (226,468)— — 2,327,168 
31.4. Additions to noncurrent assets by reportable segment
12.31.2025Electric EnergySERHoldingTotal
GETDISCOM
Contract assets982,886 2,959,050 — — — 3,941,936 
Property, plant and equipment188,966 — 489 — 1,366 190,821 
Intangible assets36,382 — 1,608 1,118 2,952 42,060 
Right-of-use asset8,181 28,170 427 205 892 37,875 
12.31.2024Electric EnergySER HoldingTotal
GETDISCOM
Contract assets833,630 2,196,348 — — — 3,029,978 
Property, plant and equipment105,087 — 18 39,075 17 144,197 
Intangible assets4,299,529 — 1,319 261 2,378 4,303,487 
Right-of-use asset47,266 127,968 564 150 1,988 177,936 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-82
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
32. Financial Instruments
32.1. Categories and determination of fair value of financial instruments
NoteLevel12.31.202512.31.2024
Book valueFair valueBook valueFair value
Financial assets
Fair value through profit or loss
Cash and cash equivalents (a)523,130,363 3,130,363 4,161,939 4,161,939 
Bonds and securities (b)62691,781 691,781 529,708 529,708 
Accounts receivable - distribution concession (c)933,679,554 3,679,554 2,610,731 2,610,731 
Accounts receivable - generation concession (c)9378,673 78,673 75,425 75,425 
Fair value in the purchase and sale of power (d)32.2.103861,501 861,501 697,288 697,288 
Other temporary investments (e)12,553 2,553 10,036 10,036 
Other temporary investments (e)28,321 8,321 5,858 5,858 
8,452,746 8,452,746 8,090,985 8,090,985 
Amortized cost
Collaterals and escrow accounts (a)9 9 9 9 
Trade accounts receivable (a)74,463,146 4,463,146 4,078,882 4,078,882 
Sectorial financial assets (a)8800,926 800,926 — — 
Accounts receivable - concessions - bonus from the grant (f)9.22845,219 946,109 821,804 923,084 
6,109,300 6,210,190 4,900,695 5,001,975 
Fair value through other comprehensive income
Certified Emission Reductions - CERs (g)25,303 5,303 3,207 3,207 
Other temporary investments (h)319,753 19,753 14,709 14,709 
25,056 25,056 17,916 17,916 
Total financial assets14,587,102 14,687,992 13,009,596 13,110,876 
Financial liabilities
Fair value through profit or loss
Fair value in the purchase and sale of power (d)32.2.103531,442 531,442 385,792 385,792 
Debentures (i)2022,324,808 2,324,808 — — 
Derivative financial instruments (j)25223,535 23,535 — — 
2,879,785 2,879,785 385,792 385,792 
Amortized cost
Sectorial financial liabilities (a)8883,990 883,990 1,077,810 1,077,810 
ICMS installment payment (k)12.212,970 12,562 11,963 11,105 
Special Tax Regularization Program - Pert (k)12.22296,042 260,987 339,831 297,583 
Accounts payable to suppliers 183,193,211 3,193,211 2,466,803 2,466,803 
Loans and financing (k)1923,389,380 3,991,003 5,154,871 5,128,374 
Debentures (l)20214,540,405 14,293,849 12,773,954 12,528,379 
Accounts payable related to concession (m)2331,106,327 1,141,822 1,138,129 1,258,564 
23,422,325 23,777,424 22,963,361 22,768,618 
Total financial liabilities26,302,110 26,657,209 23,349,153 23,154,410 
Different levels are defined as follows:
Level 1: obtained from quoted prices (not adjusted) in active markets for identical assets and liabilities;
Level 2: obtained through other variables in addition to quoted prices included in Level 1, which are observable for the assets or liabilities;
Level 3: obtained through assessment techniques which include variables for the assets or liabilities, which however are not based on observable market data.
Determining fair values
a)Equivalent to their respective book values due to their nature and terms of realization.
b)Fair value is calculated based on information made available by the financial agents and the market values of the bonds issued by the Brazilian government.
c)Financial assets with fair values similar to book values (Note 4.4).
d)The fair values of assets and liabilities are equivalent to their book values (Note 4.2.7).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-83
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
e)Investments in other companies stated at fair value, which is calculated according to the price quotations published in an active market, for assets classified as level 1, and determined in view of the comparative assessment model for assets classified as level 2.
f)Receivables related to the concession agreement for providing electricity generation services under quota arrangements, having their fair value calculated by expected cash inflows, discounted at the rate established by Aneel auction notice 12/2015 (9.04%).
g)Financial assets with fair values similar to book values (Note 4.2).
h)Calculated according to FIP Copel Ventures I fair value pricing metrics, using unobservable data due to the early stage of the startups invested in.
i)The methodology for determining fair value considers the assessment of future contractual cash flows, discounted using market curves applicable to each instrument, reflecting the specific contractual conditions and other market factors in effect on the measurement date.
j)The fair value of swap contracts is calculated by the difference between the present value of the projected future cash flows from the asset and liability sides of the transaction, discounted based on the applicable market curves, considering the contractual conditions and other market factors in effect on the calculation date.
k)The cost of the last funding carried out by the Company, CDI + spread of 1.17%, is used as a basic assumption for the discount of the expected payment flows, except for contracts with Banco do Nordeste do Brasil - BNB that have the fair value similar to the book value, in view of the contractual characteristics for the construction of specific infrastructure.
l)Calculated according to the quotation of the last trade in the secondary market through the average price of the Unit Price - PU on December 31, 2025, obtained from the Brazilian Association of Financial and Capital Market Entities - Anbima.
m)The actual pre-tax discount rate of 9.52% p.a. was used, compatible with the rate estimated by the Company for long-term projects.
32.2. Financial risk management
The Company's business activities are exposed to the following risks arising from financial instruments:
32.2.1. Credit risk
Credit risk is the risk of the Company incurring losses due to a customer or counterparty in a financial instrument, resulting from failure in complying with their contractual obligations.
Exposure to credit risk12.31.202512.31.2024
Cash and cash equivalents (a)3,130,363 4,161,939 
Bonds and securities(a)691,781 529,708 
Pledges and restricted deposits linked (a)9 9 
Trade accounts receivable (b)4,463,146 4,078,882 
Sectorial financial assets (c)800,926 — 
Accounts receivable – distribution concession (c)3,679,554 2,610,731 
Accounts receivable – concessions – bonus from the grant (d)845,219 821,804 
Accounts receivable – generation concessions (e)78,673 75,425 
Other temporary investments (f)30,627 30,603 
13,720,298 12,309,101 
a)The Company manages credit risk on these assets, considering its policy of investing its resources in financial institutions with high national ratings, based on the largest rating agencies operating in the country.
b)Risk of losses resulting from difficulties to receive amounts billed to customers related to internal and external factors. To mitigate this type of risk, the Company manages its accounts receivable, detecting customers most likely to default, implementing specific collection policies and suspending the supply and/or recording of energy and the provision of service, as established in contract and regulatory standards. Copel DIS, which accounts for most of the Company's customer balance, has an extremely diversified portfolio, and large customers are monitored periodically.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-84
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
c)Management considers the risk of this credit to be low, since the contracts signed ensure the unconditional right to receive cash at the end of the concession to be paid by the Granting Authority, corresponding to the costs linked to the sector's financial assets and liabilities and investments in infrastructure, not recovered through the distribution electricity tariff.
d)Management considers the risk of such credit to be low, as the contract for the sale of energy by quotas guarantees the receipt of an Annual Generation Revenue - RAG, which includes the annual amortization of this amount during the concession term.
e)For the generation concession assets, Aneel published Normative Resolution No. 596/2013, which deals with the definition of criteria for calculating the New replacement value (VNR), for the purposes of indemnification. In July 2021, Normative Resolution No. 942/2021 was published, later covered by Normative Resolution No. 1027/2022, which regulated the calculation of these values through the presentation of appraisal reports to be prepared by accredited companies. In 2022, Copel submitted to Aneel the appraisal reports detailing the residual values for the GPS and Mourão HPPs as outlined in Note 9.3. The MME, through Ordinance No. 845/2025, opened MME Public Consultation No. 190/2025, with the objective of receiving contributions to the draft Ordinance containing the guidelines to be observed in conducting the process for recognizing investments, complementary to those of the basic project (Article 2 of Decree No. 7850/2012), with a direct impact on the form of payment of compensation due to concessionaires at the end of the term of the concession contracts. The Public Consultation was open for contributions until August 18, 2025, and has not been concluded to date. Management's expectation regarding the compensation for these assets indicates the recoverability of the recorded balances.
f)Risk arising from the possibility of the Company incurring losses as a result of the volatility of the stock market, which is being managed through periodic monitoring of variations in the market, and the risks inherent in investing in startups, monitored through assessment of technological and market risks, and management of growth expectations.
32.2.2. Liquidity risk
The liquidity risk of the Company consists of the possibility of having insufficient funds, cash or other financial assets, to settle obligations on their scheduled maturity dates. The Company manages this risk with a set of methodologies, procedures and instruments applied to secure ongoing control over financial processes to ensure proper management of risks.
Investments are financed by incurring medium and long-term debt with financial institutions and capital markets. Short, medium and long-term business projections are made and submitted to Management bodies for evaluation. The short-term projection considers daily periods covering the next 90 days, while the medium and long-term ones cover monthly periods covering the next five years. The budget for the next fiscal year is annually approved.
The Company permanently monitors the volume of funds to be settled by controlling cash flows to reduce funding costs, the risk involved in the renewal of loan agreements and compliance with the financial investment policy, while concurrently keeping minimum cash levels.
The following table shows the expected undiscounted settlement amounts in each time range. Projections were based on financial indicators linked to the related financial instruments and forecast according to average market expectations as disclosed in the Central Bank of Brazil Focus Report, which provides the average expectations of market analysts for these indicators for the current year and for the next 4 years. From 2030 on, the 2029 indicators are repeated throughout the forecast period.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-85
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
12.31.2025Interest (a)Less than 1 month 1 to 3 months3 months to 1 year1 to 5 yearsOver 5 yearsTotal
Loans and financingNote 1929,938 93,284 352,377 3,194,727 2,503,324 6,173,650 
DebenturesNote 20295,537 126,206 3,225,832 10,240,541 12,277,243 26,165,359 
Accounts payable related to concessionRate of return +IGP-M and IPCA14,139 28,277 128,447 736,929 1,542,744 2,450,536 
Accounts payable to suppliers—2,757,752 286,965 14,950 133,544 — 3,193,211 
Special Tax Regularization Program - Pert Selic6,085 12,295 57,254 262,235 — 337,869 
ICMS installment paymentSelic6,358 714 3,323 3,093 — 13,488 
Sectorial financial liabilitiesSelic74,529 151,687 726,138 — — 952,354 
Lease liabilityNote 248,578 16,969 75,852 135,724 405,075 642,198 
3,192,916 716,397 4,584,173 14,706,793 16,728,386 39,928,665 
(a) Effective interest rate - weighted average.
As disclosed in Notes 19.3 and 20.3, the Company and its subsidiaries have loans and financing agreements and debentures with covenants that if breached may have their payment accelerated.
To improve the Company's short-term financial capacity, in January 2026, new funds were raised in Copel GeT and Copel DIS, as disclosed in Note 38.
32.2.3. Market risk
Market risk is the risk that the fair value or the future cash flows of a financial instrument shall oscillate due to changes in market prices, such as currency rates, interest rates and stock price. The purpose of managing this risk is to control exposures within acceptable limits, while optimizing return.
a) Foreign currency risk (US Dollar)
This risk comprises the possibility of losses due to fluctuations in foreign exchange rates, which may reduce assets or increase liabilities denominated in foreign currencies. The impact of exchange rate fluctuations resulting from the Itaipu power purchase agreement will be reflected in the subsequent Copel DIS tariff adjustment.
Sensitivity analysis of foreign currency risk - Dollar
The Company has developed a sensitivity analysis to measure the impact of the variation of the US dollar on its financial liabilities subject to currency risk.
The valuation of the financial instruments considers the possible effects on profit and loss and equity of the risks evaluated by the Company's Management on the reporting date for the financial instruments, as recommended by IFRS 7 - Financial Instruments: Disclosure. Based on the equity position and the notional value of the financial instruments outstanding at the date of these financial statements, it is estimated that these effects will approximate the amounts stated in the above table in the column for the forecast probable scenario, since the assumptions used by the Company are similar to those previously described.
For the baseline scenario, the accounting balances recorded on the date of these financial statements were considered and for the probable scenario, the Company considers the balance updated with the exchange rate variation - prevailing at the end of the period (R$/US$5.50) based on the median market expectation for 2026 according to the Central Bank of Brazil Focus Report. Additionally, the Company continues to monitor scenarios “1” and “2”, which consider a deterioration of 25% and 50%, respectively, in the main risk factor of the financial instrument in relation to the level used in the probable scenario, because of extraordinary events that may affect the economic scenario.
Foreign exchange riskRiskBaseline 12.31.2025Projected scenarios
Probable Scenario 1Scenario 2
Financial liabilities
Suppliers
ItaipuUSD appreciation(147,233)64 (36,728)(73,520)
(147,233)64 (36,728)(73,520)
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-86
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
b) Interest rate and monetary variation risk
This risk comprises the possibility of losses due to fluctuations in interest rates or other indicators, which may reduce financial income or increase financial expenses related to the assets and liabilities raised in the market. In 2025, the Company entered into certain derivative contracts to hedge the risk of incurring losses due to fluctuations in interest rates and continues to monitor interest rates and market indices on an ongoing basis in order to assess the need for further contracts.
Sensitivity analysis of interest rate and monetary variation risk
The Company has developed a sensitivity analysis to measure the impact of variable interest rates and monetary variations on its financial assets and liabilities subject to these risks.
The valuation of the financial instruments considers the possible effects on profit and loss and equity of the risks evaluated by the Company's Management on the reporting date for the financial instruments, as recommended by IFRS 7 - Financial Instruments: Disclosure. Based on the equity position and the notional value of the financial instruments outstanding at the date of these financial statements, it is estimated that these effects will approximate the amounts stated in the above table in the column for the forecast probable scenario, since the assumptions used by the Company are similar to those previously described.
For the baseline scenario, the accounting balances recorded on the date of these financial statements were considered and for the probable scenario, the Company considers the balances updated with the variation of the indicators (CDI/Selic - 12.25%, IPCA - 4.00%, IGP-M - 3.87%), estimated as market average projections for 2026 according to the Central Bank of Brazil Focus Report, and TJLP of 8.64% calculated by the Company's internal projection. Additionally, the Company continues to monitor scenarios “1” and “2”, which consider a deterioration of 25% and 50%, respectively, in the main risk factor of the financial instrument in relation to the level used in the probable scenario, because of extraordinary events that may affect the economic scenario.
Interest rate risk and monetary variationRiskBaseline 12.31.2025Projected scenarios
ProbableScenario 1Scenario 2
Financial assets
Bonds and securitiesLow CDI/Selic691,781 84,744 63,576 42,406 
Collaterals and escrow accountsLow CDI/Selic9 1 1 1 
Sectorial financial assetsLow Selic800,926 98,114 73,585 49,057 
Accounts receivable – concessionsLow IPCA4,603,446 184,138 138,103 92,069 
6,096,162 366,997 275,265 183,533 
Financial liabilities
Loans and financing
  Banco do BrasilHigh CDI(751,784)(92,093)(115,117)(138,140)
  BNDES High TJLP(718,767)(62,083)(77,603)(93,124)
  BNDESHigh IPCA(395,665)(15,827)(19,783)(23,740)
  Banco do NordesteHigh IPCA(1,467,281)(58,691)(73,364)(88,037)
  Banco do Brasil – BNDES TransferHigh TJLP(53,967)(4,661)(5,827)(6,992)
  OtherNo risk(1,916)— — — 
Debentures (a)High CDI/Selic(10,907,182)(1,336,130)(1,670,162)(2,004,195)
DebenturesHigh IPCA(5,915,935)(236,637)(295,797)(354,956)
DebenturesHigh TJLP(65,631)(5,669)(7,086)(8,503)
Sectorial financial liabilitiesHigh Selic(883,990)(108,289)(135,361)(162,433)
ICMS installment paymentHigh Selic(12,970)(1,589)(1,986)(2,383)
Special Tax Regularization Program – Pert High Selic(296,042)(36,265)(45,331)(54,398)
Accounts payable related to concessionHigh IGP-M(829,934)(32,118)(40,148)(48,178)
Accounts payable related to concessionHigh IPCA(276,393)(11,056)(13,820)(16,584)
(22,577,457)(2,001,108)(2,501,385)(3,001,663)
(a) Balance includes hedge amounts recorded under Other accounts payable (Note 25).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-87
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
32.2.4. Electricity shortage risk
Most of the installed capacity in Brazil currently comes from hydroelectric generation, which makes Brazil and the geographic region in which we operate subject to unpredictable hydrological conditions, due to non-cyclical deviations of mean precipitation. Unsatisfactory hydrological conditions may cause, among other things, the implementation of comprehensive programs of electricity savings, such as rationalization or even a mandatory reduction of consumption, which is the case of rationing.
Considering the strong wind generation in the Northeast, biomass generation in the Southeast, and the rainy season with natural energy inflows that raised reservoir levels to comfortable values during 2024 and 2025, it is estimated that the risk of power shortages in 2026 will be low, even given that reservoir levels will be within the normal range for this time of year.
The energy supply guarantee criteria are currently established by the National Energy Policy Council – “CNPE”. With reason, the responsible bodies keep the energy deficit risk indicators within the safety margin in all subsystems.
32.2.5. Risk of Generation Scaling Factor - GSF impacts
The Energy Reallocation Mechanism (“MRE”) is a system of redistribution of electric power generated, characteristic of the Brazilian electric sector, which has its existence by the understanding, at the time, that there is a need for a centralized operation associated with a centrally calculated optimal price known as PLD. Since generators have no control over their production, each plant receives a certain amount of virtual energy which can be compromised through contracts. This value, which enables the registration of bilateral contracts, is known as assured energy (“GF”) and is calculated centrally. Unlike the Settlement price for differences (PLD), which is calculated on a weekly basis, GF, as required by Law, is recalculated every five years, with a limit of increase or decrease, restricted to 5% by revision or 10% in the concession period.
The contracts need to have guarantee. This is done, especially, through the allocation of power generated received from the MRE or purchase. The GSF is the ratio of the entire hydroelectric generation of the MRE participants to the GF sum of all the MRE plants. Basically, the GSF is used to calculate how much each plant will receive from generation to back up its GF. Thus, knowing the GSF of a given month the company will be able to know if it will need to back up its contracts through purchases. Whenever GSF multiplied by GF is less than the sum of contracts, the company will need to buy the difference in the spot market. However, whenever GSF multiplied by GF is greater than the total contracts, the company will receive the difference to the PLD.
For plants with contracts in the Free Contracting Environment (“ACL”), the main way to manage the low GSF risk is not to compromise the entire GF with contracts, as well as the timely repurchase of intra-annual energy approaches currently adopted by the Company. For the contracts in the Regulated Contracting Environment (“ACR”), Law 13,203/2015 allowed the generators to contract insurance, by means of payment of a risk premium. Copel adopted this approach to protect contracts related to energy generated by the HPP Mauá.
For the distribution segment, the effects of the GSF are perceived in the costs associated with quotas of Itaipu, of Angra, of the plants whose concessions were renewed in accordance with Law 12,783/2013 and the plants that renegotiated the hydrological risk in the ACR, in accordance with Law 13,203/2015. This is a financial risk since there is guarantee of neutrality of expenses with energy purchases through a tariff transfer.
32.2.6. Risk of non-renewal of concessions - generation and transmission
The extension of energy generation and transmission concessions, achieved by Law No. 9074/1995, is regulated by Law No. 12783/2013, amended by Law No. 14052/2020 and Law No. 15269/2025. Concessions for hydroelectric power generation and electric power transmission may be extended, at the discretion of the Granting Authority, only once, for a period of up to 30 years.
According to the afromentioned law, the concession operator should request extension of concession at least 36 months before the end date of the contract or act of granting for hydroelectric power plants and electric power transmission enterprises. The Granting Authority may advance effects of extension by up to 60 months counted as of contract or grant date and may also define initial tariff or revenue, which includes the definition of the tariff or initial revenues for the generation ventures and transmission ventures (RAP - Permitted Annual Revenue).
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-88
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
In 2018, Decree No. 9271/2018 was published, amended by Decrees No. 10135/2019, No. 10893/2021 and No. 11307/2022, which regulated the granting of a new concession contracts in the electricity sector associated with the privatization of a concessionaire under the direct or indirect control of the Federal Government, State, Federal District or Municipality. On November 19, 2024, the Granting Authority signed new Concession Contracts 01/2024 and 02/2024 for the Governador Bento Munhoz da Rocha Netto - GBM (“Foz do Areia”), Governador Ney Braga - GNB (“Segredo”) and Governador José Richa - GJR (“Salto Caxias”) Hydroelectric Plants for a period of 30 years, as a result of the process of transforming Copel into a “Corporation”.
On November 24, 2025, a new legal framework resulting from the signing into law of Provisional Executive Order (“MP”) No. 1304/2025 brought new rules applicable to the concessions of certain generation projects. Law No. 15269/2025 established new conditions for the extension of hydroelectric projects with a capacity greater than 50 MW, granted before December 11, 2003. Based on the new provision, the Granting Authority may extend or tender the generation concession, at its discretion, for a term of up to 30 years, establishing the estimated value of the concession, 50% of which will be allocated to the CDE. In addition, part of the electricity may be allocated to the regulated contracting environment, while the concessionaire must assume the hydrological risk.
Aneel Order No. 912/2025 determined compensation by converting the financial effects into an extension of the concession term for owners of hydroelectric plants participating in the Energy Reallocation Mechanism (“MRE”). The following Copel GeT plants were included in Ratification Resolution No. 3439, dated April 1, 2025: Bela Vista SHP, Governador Bento Munhoz da Rocha Netto (GBM), Salto Caxias (GJR), Segredo (GNB), and Capivari-Cachoeira (GPS). The weighted average term for the assured energy (“GF”) for each eligible plant was approximately three days. In addition, the following plants, which are part of Copel's equity interests, will also have their concession terms extended: HPP Dona Francisca, HPP Fundão and HPP Santa Clara.
As for the extension of transmission concession contracts, Decree No. 11314 was published on December 29, 2022, determining that the extension of transmission concessions may be carried out only when the bidding process is unfeasible or results in damage to the public interest and will be carried out without the advance indemnity of the assets linked to the provision of the service, conditioned to the acceptance by the concessionaire in relation to the revenue and other conditions of the amendment to be prepared by Aneel. Currently, the regulation of the Decree is under discussion, through a Public Consultation made available to the public by Aneel.
The terms of the generation and transmission concessions of the Company and its equity interests are presented in Note 2.
32.2.7. Risk of not maintaining the electricity distribution concession
The fifth amendment to Copel DIS concession contract No. 46/1999 imposes economic and financial efficiency covenants and quality indicators that, if not complied with, may result in the termination of the concession, in accordance with the provisions of the contract, particularly the right to full defense and adversary system. The Aneel approved Normative Resolution No. 896/2020, consolidated by Normative Resolution No. 948/2021, which establishes the indicators and procedures for monitoring efficiency in relation to the continuity of supply and the economic-financial management of public electricity distribution service concessions from the year 2021.
Indicators and penalties
YearIndicatorCriteriaPenalties
From 2021Economic - financial efficiencyin the base year
Capital Increase (a)
Limitation on distribution of dividends and interest on capital
Restrictive regime for contracts with related parties
2 consecutive yearsConcession termination
Quality Indicatorsin the base yearResults plan
2 consecutive years or 3 of
the previous 5 calendar years
Limitation on distribution of dividends and interest on capital
3 consecutive yearsConcession termination
(a) Within 180 days from the end of each fiscal year, in the totality of the insufficiency that occurs to reach the Minimum Economic and Financial Sustainability Parameter.

TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-89
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Targets set for Copel Distribuição
YearEconomic and Financial ManagementRealizedQuality - limitsQuality - performed
DECiFECi DECi FECi
2024{Net Debt / [EBITDA (-) QRR ≥ 0]} ≤ 1 / (1,11 * Selic)Achieved8.36 5.94 7.92 5.35 
2025—8.14 5.80 7.17 4.65 
Net Debt: Gross Debt deducted from Financial Assets, with the exception of Financial Assets and Financial Liabilities in administrative or judicial discussion. The accounts that make up the Gross Debt and Financial Assets are defined in the attachment VIII to Aneel Resolution No 948/2021.
QRR: Regulatory Reinstatement Share or Regulatory Depreciation Expense. This value will be the one defined in the last Periodic Tariff Review, updated by the variation of the Regulatory Portion B and calculated on a pro rata basis.
Recurring EBITDA: Earnings Before Interest (Financial Result), Taxes (Income Taxes), Depreciation and Amortization.
Quality indicators: For the years 2022 to 2026, the annual limits are set out in Authorizing Resolution No. 10,231/2021.

The calculation of results occurs at the end of each calendar year, when the annual disclosure of results in the Regulatory Financial Statements (“DCR”).
32.2.8. Risk of overcontracting and undercontracting of electricity
The verification of the coverage of the entire market takes into account the period of the calendar year, with the difference between the costs remunerated by the tariff and those actually incurred in the purchase of energy being passed on in full to the captive consumers, provided that the distributor has a contracting level between 100% and 105% of its market, plus the amounts of involuntary over-contracting recognized by the regulator.
In the purchasing energy process, Copel DIS ended the year with a contracting level of 113.6%. However, it considers that it has sufficient amounts of “involuntary over-contracting” to accommodate the estimated contracting for the year. Therefore, there is no risk of penalties for overcontracting.
32.2.9. Risk of non-performance of wind farms
Contracts for the purchase and sale of energy from wind sources, sold through regulated auctions, provide for generation performance clauses, which establish a minimum amount of energy delivery, on an annual and/or four-year basis. The developments are subject to climatic factors associated with uncertainties in wind speed, which may result in energy production lower than the minimum amount of contracted energy. Such breach of contract may compromise the Company's future revenues.
The balance recorded in liabilities referring to the non-performance is shown in Note 25. The increase in liabilities is due to the fact that the amounts payable have been suspended until December 31, 2025 due to discussions in the sector regarding the restriction of generation of wind farms (constrained-off event). Furthermore, after a disturbance that occurred in the National Interconnected System - “SIN” on August 15, 2023, the ONS, in a preventive manner, increased the frequency of restrictions, which increased the restriction on generation of wind farms located in the Northeast region. These events of reduced or curtailed generation, particularly from wind and solar power plants, occur when production exceeds the consumption or transmission capacity of the electricity system (curtailment).
In December 2023, the Brazilian Wind Energy Association (ABEEólica) and the Brazilian Photovoltaic Solar Energy Association (ABSOLAR) filed a lawsuit requesting compensation for generators for events due to operating restrictions. Between 2023 and 2025, there were decisions in favor of the Associations, which, however, were revoked, so that there was no compensation during that period.
On November 25, 2025, Law No. 15269/2025 was published, modernizing the regulatory framework for the Brazilian electricity sector and providing, among other provisions, that owners of wind or solar photovoltaic power plants connected to the SIN (Integrated National System) now have the prerogative to enter into a commitment agreement with the granting authority with a view to offsetting the costs arising from generation curtailment related to external unavailability and compliance with electrical reliability requirements for the operation, in the period between September 1, 2023, and the date of publication of the new law, November 25, 2025. In return for signing the agreement, the signatory agents must formally waive any ongoing legal proceedings dealing with compensation related to the same issue, also guaranteeing the parties exemption from paying the legal fees of such proceedings. Finally, the new law stipulates that the payment of compensation by the granting authority will be used primarily to settle any past or future reimbursements owed by the agent and not yet settled within the scope of the CCEE.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-90
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
Copel GeT is monitoring the regulation of the new legal provision, in particular MME Public Consultation No. 210/2025, opened on December 31, 2025, with a deadline for contributions ending on January 16, 2026. In December 2025, at a Copel GeT Board of Directors meeting, the Company decided to adhere to the Term of Commitment by the Special Purpose Entities (SPEs) under Copel GeT control, renouncing legal action, subject to the basic conditions of the agreement provided for in Law No. 15269/2025. Thus, based on the available assumptions, the Company calculated the amounts of the right to financial compensation for generation restrictions suffered due to external unavailability and compliance with electrical reliability requirements for the operation that occurred in the period between September 1, 2023, and November 25, 2025, and recorded the gain of R$273,382 in the 2025 results, of which R$170,125 was recorded in the 2025 results. November 25, 2025, and recorded a gain of R$273,382 in the 2025 results, of which R$170,125 was recorded in net operating revenue, R$95,599 in Other operating revenue (expenses), net, and R$7,658 in financial results.
32.2.10. Risk related to price of power purchase and sale transactions
The table below shows the notional values of the electricity commercialization contracts on the date of these financial statements:
Purchase Sale
2026860,896 822,580 
2027662,213 581,672 
2028445,585 453,058 
2029439,238 436,850 
2030385,161 390,057 
2031 to 20402,365,322 2,601,585 
5,158,415 5,285,802 
The weighted average (duration) of the contracts is 114 months for energy purchases and 115 months for energy sales.
The activity of selling electricity exposes the Company to the risk of future price volatility, so that part of the future purchase and sale transactions are designated and classified as derivative financial instruments and recognized in the financial statements at fair value through profit or loss based on the difference between the contracted price and the market price of the transactions. The following table shows the fair value balances of the Company's contracts recorded on the date of these financial statements:
Assets LiabilitiesNet
Current263,645 (262,821)824 
Noncurrent597,856 (268,621)329,235 
861,501 (531,442)330,059 
The fair value was estimated using the prices defined internally by the Company, which represented the best estimate of the future market price. The discount rate used is based on the NTN-B rate of return disclosed by Anbima on December 31, 2025, without inflation and adjusted for credit risk.
The table below presents a sensitivity analysis which, for the base and probable scenarios, considered the accounting balances recorded on the date of these financial statements. Additionally, the Company continues to monitor scenarios “1” and “2”, which consider 25% and 50% increase or decrease.
Price variationBaseline 12.31.2025Projected scenarios
Probable Scenario 1Scenario 2
Unrealized gains (losses) on energy purchase and sale operationsIncrease330,059 330,059 414,505 498,952 
 Decrease330,059 330,059 245,612 161,165 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-91
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
32.2.11. Counterparty risk in the energy market
The free energy market does not yet have a counterparty to guarantee all contracts (clearing house), so the risk of default is bilateral. As a result, the Company is exposed to the risk of the seller not registering the energy contracted with the CCEE and/or the risk of not receiving payment for the energy sold. In the event of non-registration or non-receipt, the Company is obliged to acquire/sell energy at the spot market price and may also incur regulatory penalties and even the loss of the amount paid.
The Company has a policy that sets limits on possible transactions with each counterparty after analyzing their financial capacity, maturity and history.
Although our policies are more restrictive and our counterparties are in good financial condition, the Company is exposed to systemic events in which the failure of one counterparty to meet its financial obligations triggers events at other trading firms, which may affect the Company's counterparties.
32.3. Capital management
The Company seeks to keep a strong capital base to maintain the trust of investors, creditors and market and ensure the future development of the business. Management also strives to maintain a balance between the highest possible returns with more adequate levels of borrowings and the advantages and the assurance afforded by a healthy capital position. Thus, it maximizes the return for all stakeholders in its operations, optimizing the balance of debts and equity.
The Company monitors capital by using an index represented by adjusted consolidated net debt divided by adjusted consolidated EBITDA (Earnings before interest, taxes, depreciation and amortization) for the last twelve months. The corporate limit established in the debt deeds provides for the annual maintenance of the index below 3.5, and the eventual expectation of non-compliance of that indicator gives rise to actions by the Management to correct the course of the calculations until the end of each year. The Company negotiated temporary consents for the leverage ratio of its debenture issues from 3.5 to 4.5 (Note 20.3). On December 31, 2025, the index was achieved in accordance with the assumptions defined in the contracts.
In addition, the company monitors debt in relation to equity, as shown below.
Indebtedness12.31.202512.31.2024
Loans and financing3,368,419 5,126,470 
Debentures (a)16,670,459 12,627,365 
(-) Cash and cash equivalents(3,130,363)(4,161,939)
(-) Bonds and securities - debt contract guarantees(608,463)(434,474)
Net debt16,300,052 13,157,422 
Equity23,091,978 25,636,935 
Debt to equity ratio0.710.51
(a) Includes the value of debentures and swaps recorded under Other accounts payable.
The average debt cost at the nominal rate in December 31, 2025 is 13.07% p.a (11.96% p.a in December 31, 2024), which is equivalent to 87.74% of the CDI (98.46% of the CDI in 2024).
33. Related Party
The following table shows the balances resulting from the relevant transactions with related parties carried out by the Company, except for transactions involving operations in a regulated environment, recorded in accordance with the criteria and definitions established by the regulatory agents.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-92
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
 Related parties / Nature of operation Assets Liabilities Revenue Cost / Expense
12.31.202512.31.202412.31.202512.31.202412.31.202512.31.202412.31.202312.31.202512.31.202412.31.2023
Entities with significant influence
State of Paraná
Dividends— — 215,742 193,265 — — — — — — 
Solidarity Energy Program (a)— 22,928 — — — — — — — — 
Employees transferred (b)309 342 — — — — — — — — 
BNDES and BNDESPAR
Dividends (c)298,087 281,508 — — — — — — 
Financing (Note 19)— — 1,114,432 1,796,646 — — — (187,541)(164,478)(180,030)
Debentures – wind power (Note 20)— — 65,631 183,225 — — — (13,079)(23,509)(25,036)
Joint ventures
Caiuá Transmissora de Energia (d)864 402 — — 5,098 4,726 3,860 — — — 
Dividends19,673 2,836 — — — — — — — — 
Integração Maranhense Transmissora - dividends4,002 3,149 — — — — — — — — 
Matrinchã Transmissora de Energia - dividends16,787 14,045 — — — — — — — — 
Guaraciaba Transmissora de Energia - dividends28,107 34,017 — — — — — — — — 
Paranaíba Transmissora de Energia - dividends6,938 6,635 — — — — — — — — 
Cantareira Transmissora de Energia - dividends62,901 9,600 — — — — — — — — 
Associates
Dona Francisca Energética S.A. (e)— — — 1,312 — — — (14,244)(14,527)(15,345)
Dividends2,127 54 — — — — — — — — 
Foz do Chopim Energética Ltda. (f)— — — — — 1,456 3,570 — — — 
Key management staff
Fees and social security charges (Note 29.2)— — — — — — — (67,852)(40,800)(22,709)
Pension and healthcare plans (Note 21.2)— — — — — — — (1,974)(1,809)(1,641)
Other related parties
Fundação Copel
Administrative property rental— — 135,085 130,483 — — — (12,932)(12,211)(10,091)
Pension and healthcare plans (Note 21.2)— — 1,478,157 1,158,709 — — — — — — 
Lactec (g)4 7 306 468 575 525 462 (2,670)(1,697)(5,706)
Sanepar (h)18 445 — — 39,288 12,164 68 — — — 
Sistema Meteorológico do Paraná – Simepar (i)— — 247 649 — — — (7,377)(7,879)(8,748)
Tecpar (j)— — — — 2,595 2,281 2,030 — — — 
Celepar (j)— — — — 1,164 1,148 1,113 (3)(6)(26)
Assembleia Legislativa do Paraná (j)— — — — 330 326 319 — — — 
Portos do Paraná (j)— — — — 4,443 4,114 5,070 — — — 
a)Energia Solidária Program, created by state law No. 20.943/2021, replacing the Luz Fraterna Program, establishes the payment of electricity consumption to benefit low-income families, residing in the State of Paraná, whose properties - consumer units - are used exclusively for residential purposes, whether in urban or rural areas, and fulfill the requirements established in articles 2 and 3 of this law. The Company is disputing in court the application of interest, fines, and monetary adjustments on electricity bills already paid by the State of Paraná. Management is making every effort necessary to preserve the Company's interests
b)Reimbursement of wages and social charges for employees transferred to the State of Paraná Government. Balances presented are net of expected credit loss.
c)BNDES is the controller of BNDES Participações S.A. - BNDESPAR, which holds shares in Copel (Note 27.1). BNDES and BNDESPAR acquired all the debentures issued by the subsidiaries Nova Asa Branca I, Nova Asa Branca II, Nova Asa Branca III, Nova Eurus IV and Ventos de Santo Uriel.
d)Contract for operation and maintenance services provided by Copel GeT, expiring on May 10, 2026.
e)Energy purchase and sale agreement entered into by Copel GeT, expired on March 31, 2025, and new agreement entered into by Copel COM in 2025, expiring on August 31, 2033.
f)Operation and maintenance contracts signed by Copel GeT, expired on May 31, 2024.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-93
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
g)The Institute of Technology for Development (Lactec) is a Public Interest Civil Society Organization (Oscip) of which Copel is an associate. Lactec has service and research and development contracts with Copel GeT, FDA and Copel DIS, subject to prior or subsequent control, with the approval of Aneel. Copel COM provides services and sells energy to the Institute.
h)Basic sanitation provided by Sanepar and energy sales contract signed by Copel COM.
i)The Sistema Meteorológico do Paraná - Simepar is a supplementary unit of the Independent Social Service Paraná Technology, linked to the State Department of Science, Technology and Higher Education. Simepar has contracts with Copel for services of weather forecast, meteorological reports, ampacity analysis, mapping and analyses of winds and atmospheric discharges.
j)Energy sales contract signed between Copel COM and the Instituto de Tecnologia do Paraná - Tecpar (a public company of the State Government that supports innovation and economic and social development in Paraná and Brazil), Information Technology Company of Paraná - Celepar (mixed capital company that is part of the indirect administration of the Paraná State Government), Portos do Paraná (port complex that operates as a public company of the State Government, subordinated to the Infrastructure and Logistics Secretary of State) and Assembleia Legislativa do Paraná (legislative assembly of the State).
Copel's direct and indirect subsidiaries have short and long-term energy purchase and sale agreements entered with each other, carried out in accordance with the criteria and definitions of the regulated environment. Both the balances of existing transactions and the balances of commitments are eliminated from each other when preparing the Company's consolidated financial statements.
Copel COM has energy purchase commitments with Dona Francisca totaling R$106,601 on December 31, 2025 (R$15,964 of Copel GeT commitments with Dona Francisca on December 31, 2024) and Copel COM has energy sales commitments with agencies and/or entities linked to the State of Paraná Government, including Sanepar, totaling R$164,540 (R$201,272 on December 31, 2024).
With regard to key management personnel, there are no benefits other than those shown in the table above.
33.1. Guarantees awarded to related parties
Guarantees granted by Copel to its subsidiaries for financing and debentures are informed in Notes 19 and 20 of these financial statements.
The total amount of financial guarantees provided by Copel as of 31 December 2025, in the form of corporate guarantee letter, for power purchase and transport agreements made by Copel GeT and its subsidiaries, is R$716 (R$4,261 as of 31 December 2024) and by Copel COM (Copel Mercado Livre) is R$486,019 (R$495,653 as of 31 December 2024).
Guarantees granted by Copel and Copel GeT for financing and debentures of joint ventures are reported below:
CompanyOperationBalance (a)Interest %
Caiuá Transmissora Financing BNDES16,455 49.00
Cantareira TransmissoraDebentures71,767 49.00
Financing 299,058 
Guaraciaba Transmissora Financing BNDES210,093 49.00
Debentures91,024 
Matrinchã Transmissora (b)Financing BNDES172,732 49.00
Debentures (2nd)
263,226 
Debentures (3rd)
IMTE TransmissoraFinancing 23,146 49.00
Paranaíba TransmissoraFinancing 289,101 24.50
Debentures36,067 
(a) Gross debt balance, discounted from restricted cash that is already guaranteed by the companies themselves.
(b) The guarantees to be provided in the 3rd issue will only be presented after the maturity of the Debentures of the 2nd issue and the Financing with BNDES.
Operation guarantee: pledge of shares owned by Copel GeT in all Companies.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-94
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
34. Commitments
The main commitments related to long-term contracts not yet incurred, and therefore not recognized in these financial statements, are as follows:
12.31.202512.31.2024
Energy purchase and transportation contracts101,301,412 102,761,072 
Acquisition of assets for electricity distribution1,049,915 2,435,097 
Improvements in transmission facilities259,213 310,665 
Modernization of GPS HPP209,734 215,573 
Acquisition of fixed assets and improvements in wind farms1,830 25,673 
35. Insurance
The specification by risk modality and effective date of the main insurance policies can be seen below:
PolicyEnd of termInsured amount
Operational risks08.24.20267,748,650 
Operational risks - Cutia and Bento Miguel05.28.20272,582,541 
Operational risks - HPP Governador Jayme Canet Junior08.24.20262,334,953 
Operational risks - Aventura and SRMN05.28.20271,757,854 
Operational risks - Brisa Potiguar05.28.20271,518,217 
Operational risks - Ventos de Serra do Mel II and IV05.28.20271,292,937 
Operational risks - São Bento05.28.2027919,240 
Operational risks - Elejor03.06.2027901,950 
Judicial Guarantee08.10.2026683,415 
Operational risks - Jandaíra05.28.2027664,953 
In addition to the insurance policies listed above, the company and its subsidiaries take out other insurance policies with smaller amounts, such as: D&O insurance, general civil liability, judicial and payment guarantee and miscellaneous risks. The company also has an indemnity contract in addition to the D&O insurance.
The guarantee insurances taken out by the subsidiaries, joint ventures and associates have Copel and/or Copel GeT as a guarantor, within the limits of their share of interest in each project.
36. Additional information to the Statement of Cash Flows
36.1. Transactions not involving cash
12.31.202512.31.2024
Additions of contract assets (a)221,777 173,709 
Acquisitions of fixed assets (a)2,071 1,738 
Additions to the Right-of-use asset (b)37,875 189,115 
261,723 364,562 
(a) Correspond to the amount of purchases made in installments and not yet paid off by the end of the period.
(b) Recognition was offset by the lease liability item (Note 24).
The mentioned transactions did not involve cash and, for this reason, are not being presented in the statement of cash flows.
37. Assets held for sale and Discontinued operations
In compliance with the guidelines of Copel Strategic Business Planning - Vision 2030 regarding the decarbonization of its asset portfolio, the prioritization of investments, actions directly related to its core business (electricity), the concentration on larger assets and the improvement of operational efficiency, Copel has been divesting and recycling assets and participations.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-95
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
37.1. Small Generation Assets
In 2024, the divestment of 13 small generation assets from the wholly-owned subsidiary Copel GeT began. On November 25, 2024, a Share Purchase Agreement and Other Covenants (“CCVA”) was signed with Electra Hydra/Intrepid, in the total amount of R$450,492, corresponding to the equity value of the 13 assets, to be adjusted in accordance with the contractual provisions. In compliance with the provisions of the CCVA, 13 SPEs were created, subsidiaries of Copel GeT, to allocate the associated assets and liabilities and later transfer the shares of the SPEs to the buyer.
On March 31, 2025, April 30, 2025, and July 10, 2025, the divestments of 12 SPEs were completed, at a contractual value of R$425,315, fully received in 2025. As a result of these three closings, Copel GeT recorded a gain of R$205,238, under Other operational income (expenses), net.
These divestments occurred after all conditions precedent related to the assets involved in each closing were met, and on the closing dates, Copel GeT transferred ownership of the shares of the 12 SPEs to the acquirer. The completion of the divestment of the last asset (UTE Figueira) is subject to the satisfaction of conditions precedent, including the termination of the concession which is currently under review by the MME.
37.2. Asset Swap
In December 2024, Copel GeT entered into an asset swap agreement with Eletrobras, whereby the balances of the HPP Colíder were reclassified as assets and liabilities held for sale, as disclosed in the Financial Statements for December 31, 2024. On May 30, 2025, the transaction was completed, as detailed in the business combination presented in Note 1.2.
37.3. HPP Baixo Iguaçu
On February 21, 2025, according to Material Fact 01/25, Copel GeT has exercised its right of first refusal to acquire all shares of Geração Céu Azul S.A. (“Céu Azul”), currently owned by Neoenergia S.A., which holds a 70% stake in the Consórcio Empreendedor Baixo Iguaçu (“CEBI”), responsible for operating the HPP Baixo Iguaçu, for an equity value of R$984,000. The acquisition commitment was formalized through adherence to the Share Purchase and Sale Agreement and Other Covenants (“CCVA 1”), which had already been negotiated between Neoenergia and the original potential buyer of this stake.
After exercising the right of first refusal, Copel GeT entered into a Share Purchase and Sale Agreement and Other Covenants with DK Holding Investments, S.R.O. (“CCVA 2”), through which Copel GeT committed to selling to the buyer: (i) the entire shareholding in Céu Azul, which Copel GeT became the owner of at the closing of the transaction provided for in CCVA 1, and (ii) its 30% minority stake in CEBI, for an equity value of R$570,000.
On June 30, 2025, according to Material Fact 05/25, after all the conditions precedent had been met, Copel GeT and Neoenergia concluded the transaction agreed upon in CCVA 1, whereby Copel GeT came to hold all of the shares in Céu Azul capital stock for the amount of R$1,060,804. Thus, Copel GeT may proceed with the closing of CCVA 2 with ENERGO-PRO PARTICIPAÇÕES S.A., successor to DK Holding Investments, S.R.O.
On October 22, 2025, pursuant to Material Fact 10/25, after fulfilling all the conditions precedent and obtaining approvals from the competent authorities, Copel GeT completed the divestment of the Baixo Iguaçu HPP. The equity value of the transaction totaled R$1,683,334, of which R$155,400 was paid in February 2025 (Note 25), R$1,517,934 was credited on the closing date and the remaining R$10,000 was paid on December 30, 2025. The gain from this divestment was R$143,409, recorded in the fourth quarter under Other operational income (expenses), net. On the date of completion of the transaction, Copel GeT transferred to the acquirer the ownership of Céu Azul shares as well as its 30% share in CEBI.
37.4. Photovoltaic enterprises
On August 14, 2025, the Board of Directors of Copel Serviços approved the start of the binding phase for the potential divestment of the solar photovoltaic plants (UFVs) registered with the Company. The project involved the sale of Copel Serviços UFVs together with Copel's equity interest in the joint venture Solar Paraná GD Participações S.A. (Solar Paraná).
On October 31, 2025, the Share Purchase Agreement and Other Covenants (CCVA) was signed by the sellers Copel, Copel Serviços, and Sistechne Participações Societárias Ltda. (a company that owns 51% of Solar Paraná) and the buyer Usina Solar Thopen 89 SPE Ltda. for a total amount of R$78,008 as at December 31, 2024.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-96
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
On December 12, 2025, after fulfilling the conditions precedent for this transaction, the divestment was completed with the transfer of Copel SER UFVs and Copel ownership of shares in Solar Paraná to the buyer. On the same date, Copel and Copel SER received the amounts of R$5,354 and R$74,488, respectively. The result of the transaction was negative in the amount of R$13,052, recorded under Other operational income (expenses), net.
37.5. Balances classified as held for sale
The composition of assets and liabilities classified as held for sale, adjusted for the cessation of depreciation and amortization, is presented below:
Small generation assets12.31.2025HPP ColíderSmall generation assets12.31.2024
Assets classified as held for sale
Cash and cash equivalents— — — 13 13 
Property, plant and equipment25,177 25,177 1,602,581 245,844 1,848,425 
Intangible assets— — 16,762 16,626 33,388 
25,177 25,177 1,619,343 262,483 1,881,826 
Liabilities associated with assets classified as held for sale
Loans and financing— — 484,981 22,695 507,676 
Accounts payable related to concession— — 32,505 280 32,785 
Provisions for legal claims— — — 951 951 
— — 517,486 23,926 541,412 
37.6. Discontinued Operations
The small generation assets, HPP Colíder and the portion of the HPP Baixo Iguaçu belonging to Copel GeT, do not represent a separate line of business or geographical area of operations, nor do they constitute a subsidiary acquired exclusively for resale and, therefore, their results are not disclosed as discontinued operations. The Company continues its activities in the power generation segment. Céu Azul results as of July 1, 2025, totaling R$18,898, are disclosed as a discontinued operation, as it is a subsidiary acquired for resale.
The revenues, costs, and expenses arising from the divestments of UEGA and Compagas in 2024 and 2023, disclosed as discontinued operations, are detailed in the tables below:
Statements of Income from discontinued operations12.31.202412.31.2023
Net operating revenue561,141 977,149 
Operating costs(446,073)(692,718)
Gross profit115,068 284,431 
Selling expenses(16,261)(11,451)
General and administrative expenses(37,874)(59,410)
Other operational income (expenses)(2,374)(14,903)
(56,509)(85,764)
Profit (loss) before financial results and taxes 58,559 198,667 
Financial results(10,806)455 
Operating profit (loss)47,753 199,122 
Income tax and social contribution(26,527)(7,621)
Net income (loss)21,226 191,501 
Gain on the share sales operation725,778 — 
Income tax on sales gains(255,433)— 
Net income (loss) from discontinued operations491,571 191,501 
Other comprehensive income from discontinued operations— 1,650 
Comprehensive income from discontinued operations491,571 193,151 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-97
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
The table below presents a reconciliation of the results from discontinued operations. The amounts of intercompany cost and expense eliminations in 2024 and 2023 refer mainly to UEGA operation and maintenance services provided by Copel GET, and to the monetary restatement of dividends from Compagas and UEGA.
12.31.202412.31.2023
Result of discontinued operations attributed to shareholders of the parent company 463,690 100,733 
Result of discontinued operations attributed to non-controlling shareholders16,539 67,485 
480,229 168,218 
( + ) Elimination of intercompany costs/expenses11,342 23,283 
Consolidated results of discontinued operations491,571 191,501 

The following tables present Compagas and UEGA cash flow and value added statements in 2024 and 2023.
Statements of Cash Flows from discontinued operations12.31.202412.31.2023
Net income 21,226 191,501 
Adjustments to reconcile net income39,476 (12,547)
Dividends and interest on equity received36,868 — 
Changes in assets and liabilities(57,434)14,108 
Debentures - interest due and paid(25,051)(10,423)
Loan charges granted to related parties2,763 — 
Taxes and charges paid(14,228)(57,165)
Cash flows from operational activities3,620 125,474 
Financial investments (111)(144)
Receipt of loans granted49,500 — 
Additions to contract assets, property, plant and equipment and intangible assets(25,659)(35,380)
Receipt for alienation584,983 — 
Cash flows from investment activities608,713 (35,524)
Issue of Debentures— 294,045 
Issue of loans and financing59,935 — 
Payments of principal - debentures(55,313)(18,437)
Amortization of lease liabilities(2,338)(3,041)
Dividends and interest on own capital paid (11,940)(195,890)
Cash flows from financing activities(9,656)76,677 
Changes in cash and cash equivalents602,677 166,627 
38. Subsequent events
38.1. Issuance of debentures and commercial paper
On January 27, 2026, Copel GeT carried out its 11th issue of simple debentures, not convertible into shares, with additional surety guarantee, in a single series in the amount of R$1,200,000, for investments or reimbursement of investments, as detailed in the Deed of Issue. The remuneration corresponds to the variation of the IPCA + 7.1841% p.a., with a maturity of 12 years. Copel GeT entered into interest rate swap agreements for this debenture issue so that the balance of the liability related to this serie now has remuneration linked to the variation of the DI.
On January 19, 2026, Copel DIS made its first issuance of book-entry commercial notes, in a single series in the amount of R$550,000, to reinforce cash flow, as detailed in the Issuance Term. The remuneration corresponds to the variation of the DI + 0.30% p.a., with a maturity of 45 days. On January 29, 2026, Copel DIS made an early settlement of this issue.
On January 27, 2026, Copel DIS made its 11th issue of simple debentures, not convertible into shares, with additional surety guarantee, in a single series in the amount of R$2,000,000, for investments or reimbursement of investments in the improvement, renovation, reinforcement, or expansion of electricity distribution assets, as detailed in the Deed of Issue. The remuneration corresponds to the variation of the IPCA + 7.1841% p.a., with a maturity of 12 years. Copel DIS entered into interest rate swap agreements for this debenture issue so that the balance of the liability related to this serie now has remuneration linked to the variation of the DI.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-98
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
38.2. Renegotiation of the Use of Public Property - Elejor
On February 24, 2026, the Aneel Board unanimously approved the closure of Public Consultation No. 45/2025, the draft amendment to the concession agreement, and the Use of Public Property (UBP) values to be renegotiated so that for Elejor, a subsidiary of Copel, the amount to be paid for the renegotiation totals R$420,631. The calculation considered only the original term of the concession, with a net discount rate of 7.31%. After formal acceptance of the renegotiation, the concessionaire will be responsible for signing the addendum to the concession agreement within a maximum period of 20 days from the date of its notification, and the CCEE will be responsible for collecting the amounts, discounted from any monthly UBP payments already made by the agents after the reference date, which must be paid within a maximum period of 30 days from the signing of the addendum, by direct payment to the CDE.
38.3. Capacity Reserve Auction
On March 18, 2026, according to Material Fact 01/26, the Company was declared the winner for the sale of the Power product, contributing a total of 1,862.8 MW of installed capacity to be contracted for a 15-year term, with fixed gross revenue set at R$ 963.2 million/MW/year for the Foz do Areia HPP (“FDA”) and R$ 1,635.4 million/MW/year for the Segredo HPP. The estimated investment is R$ 4.9 billion and the start of operations is scheduled for August 2030 for both FDA and Segredo.
39. Condensed individual financial information of Companhia Paranaense de Energia - Copel
In order to attend Rule 12-04 of Regulation S-X of the Securities and Exchange Commission (the “SEC”), Management has incorporated the condensed individual financial information of Companhia Paranaense de Energia - Copel in these financial statements, as part of the Form 20-F.
This information were prepared considering the same accounting policies as described in Note 3 and 4 to Company’s consolidated financial statements. Investments in subsidiaries are recognized in the individual financial statements based on the equity method. Initially recorded at cost, their carrying amount is increased or decreased by the recognition of the investor's interest in profit, loss and other comprehensive income generated by subsidiaries after acquisition. When required, for the calculation of equity in earnings of investees, the subsidiaries financial statements are adjusted to align their policies with the Parent Company's accounting policies.
39.1. Condensed statements of financial position
ASSETS12.31.202512.31.2024
Current assets
Cash and cash equivalents38,537 280,340 
Bonds and securities93 95 
Dividends receivables (39.5.3)1,407,012 2,644,431 
Other current receivables345,002 301,929 
Income tax and social contribution80,125 32,349 
Other current recoverable taxes68 — 
Prepaid expenses485 944 
Receivable from related parties (39.5.1)21,462 4,754 
1,892,784 3,264,842 
Noncurrent assets
Other temporary investments10,874 15,894 
Judicial deposits117,742 136,677 
Other noncurrent receivables32 298,120 
Income tax and social contribution313 79,504 
Deferred tax assets114,618 136,536 
Other noncurrent recoverable taxes43,458 42,126 
287,037 708,857 
Investments (39.5.2)23,589,425 22,431,868 
Property, Plant and Equipment, net7,361 7,248 
Intangible Assets10,514 8,546 
Right-of-use asset7,731 7,815 
23,902,068 23,164,334 
Total assets25,794,852 26,429,176 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-99
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
LIABILITIES12.31.202512.31.2024
Current liabilities
Payroll, social charges and accruals24,721 20,805 
Related parties (39.5.1)2,442 1,690 
Suppliers (39.5.6)6,447 3,362 
Income tax and social contribution1,204 — 
Other taxes payable17,650 614 
Dividends payable2,325,889 3,881 
Post employment benefits4,944 4,348 
Lease liability736 604 
Other accounts payable173 369,395 
2,384,206 404,699 
Noncurrent liabilities
Payroll, social charges and accruals3,172 427 
Related parties (39.5.1)5,851 5,851 
Post employment benefits36,083 37,631 
Lease liability7,806 7,761 
Other accounts payable89,106 90,966 
Provisions for legal claims (39.5.4)138,609 207,123 
280,627 349,759 
Equity
Share capital12,821,758 12,821,758 
Capital reserve 18,638 5,595 
Equity valuation adjustments287,992 517,408 
Treasury shares(113,389)(50,044)
Legal reserves1,900,541 1,766,110 
Retained earnings8,214,479 9,363,866 
Additional dividends proposed— 1,250,025 
23,130,019 25,674,718 
Total liabilities and equity25,794,852 26,429,176 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-100
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
39.2. Condensed statements of income
12.31.202512.31.202412.31.2023
Operating revenues (expenses)
General and administrative expenses(177,901)(165,896)(177,097)
Other revenues (expenses), net(217)(87,455)(38,990)
Result of equity in investees2,916,352 2,512,087 2,332,609 
2,738,234 2,258,736 2,116,522 
Operating income before financial results2,738,234 2,258,736 2,116,522 
Financial income (expenses)
Financial revenues111,888 211,411 145,881 
Financial expenses(149,817)(147,583)(115,669)
(37,929)63,828 30,212 
Operating income2,700,305 2,322,564 2,146,734 
Income tax and social contribution
Income tax and social contribution(9,069)6,732 (5,737)
Deferred income tax and social contribution(21,520)16,645 17,080 
(30,589)23,377 11,343 
Net income from continuing operations2,669,716 2,345,941 2,158,077 
Discontinued operations
Net income (loss) from discontinued operations18,898 463,690 100,733 
Net income2,688,614 2,809,631 2,258,810 
BASIC EARNING PER SHARE ATTRIBUTED TO CONTROLLING SHAREHOLDERS – Expressed in Brazilian Reais
Common shares0.90524 0.89163 0.78574 
Class A preferred shares— 0.98165 0.90931 
Class B preferred shares— 0.98086 0.80600 
DILUTED EARNING PER SHARE ATTRIBUTED TO CONTROLLING SHAREHOLDERS – Expressed in Brazilian Reais
Common shares0.90379 0.89051 0.78574 
Class A preferred shares— 0.98165 0.90931 
Class B preferred shares— 0.98087 0.80600 
39.3. Condensed statement of comprehensive income
12.31.202512.31.202412.31.2023
NET INCOME2,688,614 2,809,631 2,258,810 
Other comprehensive income
   Items that will never be reclassified to profit or loss
Adjustments related to actuarial liabilities
  Post employment benefits1,171 9,483 (25,082)
  Post employment benefits - equity(188,695)233,629 (234,283)
   Taxes on other comprehensive income(398)(3,224)8,528 
Items that may be reclassified to profit or loss
   Adjustments related to financial assets - equity1,143 (184)(2,942)
Total comprehensive income, net of taxes(186,779)239,704 (253,779)
TOTAL COMPREHENSIVE INCOME 2,501,835 3,049,335 2,005,031 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-101
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
39.4. Condensed statements of cash flows
12.31.202512.31.202412.31.2023
Net cash generated from operating activities2,568,490 (183,674)811,605 
Cash flow from investing activities
Financial investments 5,022 15,832 (6,109)
Loans and financing granted to related parties — (22,200)(236,024)
Receipt of loans and financing granted to related parties — 22,200 282,087 
Investment disposal332,239 2,066 14,533 
Additions in investments (550,000)(613,150)(61,950)
Capital reduction of investees294 — — 
Additions to property, plant and equipment (1,363)(17)(1,659)
Additions to intangible assets(2,952)(2,378)(1,742)
Net cash used in investing activities from continuing operations(216,760)(597,647)(10,864)
Net cash generated by investment activities from discontinued operations— 467,566 (35,000)
Net cash used from investing activities(216,760)(130,081)(45,864)
Cash flow from financing activities
Payments of principal of lease liabilities(715)(709)(512)
Capital increase— — 2,031,619 
Transaction costs in capital increase— — (14,941)
Share buyback(70,046)(50,044)— 
Premium paid to shareholders(1,273,727)— — 
Dividends and interest on own capital paid(1,249,045)(1,586,565)(750,371)
Net cash used in financing activities(2,593,533)(1,637,318)1,265,795 
Total effects on cash and cash equivalents(241,803)(1,951,073)2,031,536 
Cash and cash equivalents at the beginning of the period280,340 2,231,413 199,877 
Cash and cash equivalents at the end of the period38,537 280,340 2,231,413 
Change in cash and cash equivalents(241,803)(1,951,073)2,031,536 
39.5. Additional individual information related to Companhia Paranaense de Energia - Copel
39.5.1. Related Parties
12.31.202512.31.2024
Assets
Structure sharing (a)21,462 4,754 
21,462 4,754 
Liabilities
Structure sharing (a)2,442 1,690 
Elejor advance5,851 5,851 
8,293 7,541 
(a) These balances primarily relate to agreements for the sharing of personnel and administrative expenses, as well as service costs, entered into between Copel and its direct and indirect subsidiaries.
39.5.2. Investments
12.31.202512.31.2024
Copel Geração e Transmissão15,104,664 14,239,420 
Copel Distribuição7,955,689 7,665,584 
Copel Serviços57,477 63,270 
Copel Comercialização312,720 288,626 
Elejor7,726 8,480 
Other investments (a)
151,149 166,488 
23,589,425 22,431,868 
(a) The information regarding joint ventures, associates and other investments are presented in Note 14.
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-102
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COMPANHIA PARANAENSE DE ENERGIA – COPEL and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended December 31, 2025
All amounts expressed in thousands of Brazilian reais, unless otherwise stated
39.5.3. Dividends receivable
Subsidiaries12.31.202512.31.2024
Copel Geração e Transmissão798,299 1,699,433 
Copel Distribuição467,500 663,654 
Copel Comercialização138,323 280,873 
Joint ventures and Associates
Dona Francisca2,127 54 
Other investments763 417 
1,407,012 2,644,431 
39.5.4. Provisions for legal claims
12.31.202512.31.2024
Tax Claim133,290 190,571 
Labor4,827 5,099 
Employee benefits 492 375 
Civil— 11,078 
138,609 207,123 
39.5.5. Restriction of transfer of funds from subsidiaries
The subsidiaries described below qualify as either concessionaires of public services or independent power producers. As such, any transfer of funds to the respective Parent Company, in the form of loans or advances, requires approval by the regulator. This regulatory restriction does not apply to cash dividends determined in accordance with the Brazilian Corporate Law. Total restricted subsidiaries net assets are composed as follows:
12.31.202512.31.2024
Copel Geração e Transmissão15,104,664 14,239,420 
Copel Distribuição7,955,689 7,665,584 
23,060,353 21,905,004 
39.5.6. Liquidity
The following table shows the expected undiscounted settlement values of the Copel liabilities, in each time range:
Interest Less than
1 month		1 to 3 months3 months to 1 year1 to 5 yearsOver
5 years		Total
12.31.2025
Suppliers— 6,361 — 86 — — 6,447 
Lease liability
10.00% to 15.55% p.a.
90 172 717 2,770 6,903 10,652 
6,451 172 803 2,770 6,903 17,099 
TABLE OF CONTENTS | | Form 20-F 2026_FY25 | COPEL and Subsidiaries | F-103

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