Annual Management Report Contents 6 ABOUT PROMIGAS 10 Our Portfolio 11 Board of Directors 12 Management 16 MESSAGE FROM THE CEO 26 OUR PERFORMANCE AT GLANCE 30 PERFORMANCE HIGHLIGHTS 38 OUR SUSTAINABILITY APPROACH 118 OUTLOOK 44 OUR CORNERSTONES 46 Ethics and Corporate Governance 122 ACKNOWLEDGEMENTS 48 Risk Management 50 Human Rights 52 OUR PERFORMANCE 52 To grow in a profitable and sustainable manner in line with the expectations of our shareholders 70 To strengthen the value proposal for our customers 74 To optimize productivity and guide the organization toward levels of operational excellence 78 To guarantee a safe operation 80 To ensure that our operation is environmentally responsible 90 To strengthen supplier and contractor management 96 To strengthen relations with the community 108 To strengthen the overall development of our staff and the corporate culture Page 4 About Promigas About Promigas Annual Management Report 2019 About Promigas Page 6 PROMIGAS ¹ GRI 102-1 More than 45 years and build long-term, mutually-beneficial relations connecting markets to with everyone with whom we interact. Throughout sources of energy. This is how this period, we have played a leading role in delivering we generate value, bring the mass use of gas in Colombia and Peru, and we continue to search for new business opportunities in progress and wellbeing these countries and in new markets. With passion and in an the former consisting of organizations which engage in the efficient, responsible manner, transportation of natural gas and liquefied natural gas (LNG), we develop energy markets integrated solutions for industry and electricity directly and through our generation, and the latter of natural gas distribution strategic transportation and companies, electricity distribution and marketing entities, distribution business groups, and non-banking financing. About Promigas We transport 50% of the and we provide services for hydrocarbon natural gas in Colombia producers and major industries which include via more than 3,200 km natural gas compression and dehydration, the of gas pipelines belonging construction of gas pipelines and interconnection lines, to ourselves and to our and energy solutions such as generation, cogeneration transportation companies, and self-generation, Our affiliate Sociedad and processes more than 400 MMSCFD. SPEC marks Portuaria El Cayao Colombia’s entry into the international LNG market and (SPEC) operates a floating supports the needs of the country’s thermal generators by meeting their natural gas requirements during periods of regasification terminal that peak demand and providing them with the necessary gas is permanently anchored in for generating 2,000 GW, which represents 40% of the a port on Cartagena Bay energy demand on Colombia’s Caribbean coast. Promigas S.A. E.S.P. is a private company supervised by the Superintendency of Domestic Public Services and by the Financial Superintendency of Colombia. Its headquarters are located in Barranquilla, Colombia. GRI 102-3 GRI 102-5 Annual Management Report 2019 In Colombia, we distribute while in Peru we serve around 1,100,000 users natural gas to over 3.7 million through our share in Cálidda and Quavii, which users - around 15 million represent 93% of the natural gas market in people - with a 38% share of that country. the domestic market, We operate and maintain in 38 towns and cities in the southern almost 26,000 km of part of the country, and we are entering electricity distribution the photovoltaic solar energy networks which deliver market in order to offer customers more electricity to more than environment-friendly energies. 380,000 users We hold a AAA rating for investment-grade rating (Baa3) from Moody’s, issues in Colombia and a while our affiliates GdO and Surtigas hold a AAA BBB- international rating, rating in Colombia. We also hold ISO 9001 quality and we obtained a second system, OHSAS 18001 occupational health and safety, international and ISO 14001 environmental certifications. We have been involved in the We continue to search for new growth vehicular natural gas (VNG) opportunities and to foster initiatives in our efforts market, which we pioneered, to ensure better air quality, especially through the use for more than 24 years, and of VNG in the mass transit systems of cities where we this has had positive economic have a presence and by supporting the conversion of and environmental impacts heavy-duty freight vehicles to LNG. due to the very characteristics of this fuel Promigas has led the natural gas revolution in Colombia, and this has had a positive economic, social and environmental impact. Page 8 OUR BUSINESSES STRATEGIC TRANSPORTATION BUSINESS GROUP Gases de La Guajira Natural gas transportation SPEC Gases del Caribe Surtigas Promigas Promioriente Gas Pipelines: Capacity: Transmetano 3,204 km 1,168 MMSCFD Promioriente Transoccidente Transmetano About Promigas Egas 20 CEO Transoccidente LNG companies GdO Regasification Storage Sociedad Portuaria capacity: capacity: El Cayao (SPEC) 400 MMSCFD 170,000 m3 3,300 employees Gases Integrated solutions for industry Norte and electricity generation Colombia del Perú and Perú Quavii 35 MMSCFD 10,000 hp 44 MW of natural gas compression of energy Revenue: treated capacity generated 3.9 billion Colombian pesos Promisol Cálidda Zonagen Profit: 99.64% 2,670 km 811,000 million Colombian pesos availability of gas pipelines maintained. GRI 102-2 GRI 102-4 GRI 102-6 GRI 102-7 Annual Management Report 2019 GRI 102-2 STRATEGIC TRANSPORTATION BUSINESS GROUP STRATEGIC DISTRIBUTION BUSINESS GROUP Gases de La Guajira SPEC Natural gas distribution Gases del Caribe Surtigas Gas sales: Accumulated Surtigas / GdO / Quavii / 9,709 Mm3 users: Gases del Caribe / Efigas / 4.8 million Gases de La Guajira / Cálidda Promioriente Transmetano Egas Electricity distribution CEO Transoccidente GdO Customers: Energy demand: Electricity Compañía distribution 395,851 990 GWh Energética de 26,676 Occidente (CEO) Non-banking financing Gases Portfolio: Number of Users: Placement: Norte $ 1,000 3,4 million COP 763,150 Brilla del Perú million million Quavii Shared services Cálidda Companies served: Processes: Enlace / Versa 6 7 Page 10 CORPORATE GOVERNANCE STRUCTURE GRI 102-18 GRI 102-22 General Meeting Board of Directors Board of Directors’ Committees of Shareholders Our supreme management body. · Audit, Risks and Good Corporate Acts on behalf of the shareholders Governance Committee and to ensure sustained growth in · Compensation and Development Committee the organization. · Investments, Strategy and Sustainability Committee GENERAL MEETING OF SHAREHOLDERS An ordinary meeting of shareholders was held on wide circulation in Colombia and via email addresses March 22nd 2019, and telecommunication technologies such registered in the corresponding database; participation as videoconferences and teleconferences, which transmitted was also encouraged through publications on the Financial the meetings and presentations of results, were used in Superintendency and Promigas websites. order to encourage participation. Shareholders were invited Promigas maintains its commitment to continue as to participate through press releases in a newspaper with a a Colombian Stock Exchange IR issuer. About Promigas Annual Management Report 2019 BOARD OF DIRECTORS The Board of Directors was elected for the period from March 2019 to March 2021. We have four independent members. GRI 102-22 María Lorena Carlos Caballero Luis Ernesto Mejía Moisés León Claudia Betancourt GRI 102-23 Gutiérrez Botero Argáez Castro Rubinstein Lerner Azcárate Principal - President Principal – Principal – Principal - Principal - Equity Member Independent Member Independent Member Equity Member Equity Member Member since: Member since: Member since: Member since: Member since: September 2018 February 2011 April 2013 March 2019 April 2009 Attendance: 14 / 14 Attendance: 14 / 14 Attendance: 11 / 14 Attendance: 10 / 11 Attendance: 13 / 14 Committees: Committees: Committees: Committees: Committees: Investments, Strategy Investments, Strategy Investments, Strategy Audit, Risks and Good Audit, Risks and Good and Sustainability and Sustainability and Sustainability Corporate Governance Corporate Governance Compensation and Investments, Strategy Development and Sustainability Compensation and Development Carlos Arcesio Paz Gustavo Ramírez Bernardo Noreña Leonardo Garnica Camilo De Francisco Bautista Galindo Ocampo Eljaiek Valenzuela Alternate - Alternate - Alternate - Alternate - Alternate - Equity Member Independent Member Independent Member Equity Member Equity Member Member since: Member since: Member since: Member since: Member since: April 2009 February 2011 April 2013 April 2012 May 2016 Attendance: 6 / 14 Attendance: 13 / 14 Attendance: 13 / 14 Attendance: 12 / 14 Attendance: 13 / 14 Committees: Committees: Committees: Audit, Risks and Good Audit, Risks and Good Audit, Risks and Good Corporate Governance Corporate Governance Corporate Governance Investments, Strategy and Investments, Strategy and Sustainability Sustainability Compensation and Development Note: For more information about seniority, other significant commitments and experience, go to www.promigas.com/inversores Average Attendance: 87% Promigas holds the résumés Composition of Board of Directors by gender, 2019* of members of the Board of Male Female Directors, and these accredit the professional skills, 8 - 80% 2 - 20% suitability and personal qualities which served as criteria for them to be elected. * Not