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Ecopetrol S.A. – ‘20-F’ for 12/31/23 – ‘EX-7.1’

On:  Thursday, 4/18/24, at 5:10pm ET   ·   For:  12/31/23   ·   Accession #:  1410578-24-515   ·   File #:  1-34175

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/18/24  Ecopetrol S.A.                    20-F       12/31/23  226:64M                                    Toppan Merrill/FA2

Annual or Annual-Transition Report by a Foreign Non-Canadian Issuer   —   Form 20-F   —   SEA’34

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 20-F        Annual or Annual-Transition Report by a Foreign     HTML  15.88M 
                Non-Canadian Issuer                                              
 2: EX-1.1      Underwriting Agreement or Conflict Minerals Report  HTML    294K 
 3: EX-4.23     Instrument Defining the Rights of Security Holders  HTML    772K 
 4: EX-4.24     Instrument Defining the Rights of Security Holders  HTML    843K 
 6: EX-8.1      Opinion of Counsel re: Tax Matters                  HTML     99K 
 9: EX-13.1     Annual or Quarterly Report to Security Holders      HTML     60K 
10: EX-23.1     Consent of Expert or Counsel                        HTML     58K 
11: EX-23.2     Consent of Expert or Counsel                        HTML     59K 
12: EX-23.3     Consent of Expert or Counsel                        HTML     60K 
13: EX-23.4     Consent of Expert or Counsel                        HTML     60K 
14: EX-99.1     Miscellaneous Exhibit                               HTML    144K 
15: EX-99.2     Miscellaneous Exhibit                               HTML    109K 
16: EX-99.3     Miscellaneous Exhibit                               HTML    402K 
 5: EX-7.1      Correspondence from an Accountant re: Non-Reliance  HTML     72K 
                on a Previously Issued Audit Report or Completed                 
                Interim Review                                                   
 7: EX-12.1     Statement re: the Computation of Ratios             HTML     64K 
 8: EX-12.2     Statement re: the Computation of Ratios             HTML     64K 
22: R1          Document and Entity Information                     HTML    135K 
23: R2          Consolidated statement of financial position        HTML    171K 
24: R3          Consolidated statement of profit or loss            HTML    116K 
25: R4          Consolidated statement of comprehensive income      HTML    105K 
26: R5          Consolidated statement of changes in equity         HTML    153K 
27: R6          Consolidated statement of cash flows                HTML    175K 
28: R7          Reporting entity                                    HTML     60K 
29: R8          Basis for preparation                               HTML     83K 
30: R9          Material estimates and accounting judgments         HTML     84K 
31: R10         Accounting policies                                 HTML    197K 
32: R11         New standards and regulatory changes                HTML     79K 
33: R12         Cash and cash equivalents                           HTML    110K 
34: R13         Trade and other receivables                         HTML    108K 
35: R14         Inventories                                         HTML     83K 
36: R15         Other financial assets                              HTML    125K 
37: R16         Taxes                                               HTML    317K 
38: R17         Other assets                                        HTML     80K 
39: R18         Investments in associates and joint ventures        HTML    291K 
40: R19         Property, plant, and equipment                      HTML    254K 
41: R20         Natural and environmental resources                 HTML    191K 
42: R21         Right-of-use assets                                 HTML    152K 
43: R22         Intangible assets                                   HTML    188K 
44: R23         Impairment of non-current assets                    HTML    241K 
45: R24         Goodwill                                            HTML     73K 
46: R25         Loans and borrowings                                HTML    206K 
47: R26         Trade and other payables                            HTML     84K 
48: R27         Provisions for employees' benefits                  HTML    305K 
49: R28         Accrued liabilities and provisions                  HTML    260K 
50: R29         Equity                                              HTML    129K 
51: R30         Revenue from contracts with customers               HTML    175K 
52: R31         Cost of sales                                       HTML    109K 
53: R32         Administrative, operative, and project expenses     HTML     91K 
54: R33         Other operating (expenses) income                   HTML     72K 
55: R34         Financial results                                   HTML     94K 
56: R35         Risk management                                     HTML    229K 
57: R36         Related parties                                     HTML    241K 
58: R37         Joint operations                                    HTML    252K 
59: R38         Information by segments                             HTML    838K 
60: R39         Supplemental information on oil and gas producing   HTML    247K 
                activities (Unaudited)                                           
61: R40         Subsequent and relevant events                      HTML     78K 
62: R41         Exhibit 1 - Consolidated subsidiaries, associates,  HTML    684K 
                and joint ventures                                               
63: R42         Exhibit 2 - Conditions of the most significant      HTML    680K 
                debt                                                             
64: R43         Exhibit 3 - Quantitative information of concession  HTML    361K 
                services contracts                                               
65: R44         Accounting policies (Policies)                      HTML    267K 
66: R45         Accounting policies (Tables)                        HTML     61K 
67: R46         Cash and cash equivalents (Tables)                  HTML    112K 
68: R47         Trade and other receivables (Tables)                HTML    109K 
69: R48         Inventories (Tables)                                HTML     83K 
70: R49         Other financial assets (Tables)                     HTML    128K 
71: R50         Taxes (Tables)                                      HTML    280K 
72: R51         Other assets (Tables)                               HTML     80K 
73: R52         Investments in associates and joint ventures        HTML    296K 
                (Tables)                                                         
74: R53         Property, plant, and equipment (Tables)             HTML    253K 
75: R54         Natural and environmental resources (Tables)        HTML    192K 
76: R55         Right-of-use assets (Tables)                        HTML    151K 
77: R56         Intangible assets (Tables)                          HTML    187K 
78: R57         Impairment of non-current assets (Tables)           HTML    218K 
79: R58         Goodwill (Tables)                                   HTML     73K 
80: R59         Loans and borrowings (Tables)                       HTML    202K 
81: R60         Trade and other payables (Tables)                   HTML     83K 
82: R61         Provisions for employees' benefits (Tables)         HTML    315K 
83: R62         Accrued liabilities and provisions (Tables)         HTML    233K 
84: R63         Equity (Tables)                                     HTML    130K 
85: R64         Revenue from contracts with customers (Tables)      HTML    154K 
86: R65         Cost of sales (Tables)                              HTML    108K 
87: R66         Administrative, operative, and project expenses     HTML     90K 
                (Tables)                                                         
88: R67         Other operating (Expenses) Income (Tables)          HTML     71K 
89: R68         Financial results (Tables)                          HTML     93K 
90: R69         Risk management (Tables)                            HTML    209K 
91: R70         Related parties (Tables)                            HTML    235K 
92: R71         Joint operations (Tables)                           HTML    252K 
93: R72         Information by segments (Tables)                    HTML    839K 
94: R73         Supplemental information on oil and gas producing   HTML    248K 
                activities (Unaudited) (Tables)                                  
95: R74         Subsequent and relevant events (Tables)             HTML     65K 
96: R75         Exhibit 1 - Consolidated subsidiaries, associates,  HTML    689K 
                and joint ventures (Tables)                                      
97: R76         Exhibit 2 - Conditions of the most significant      HTML    680K 
                debt (Tables)                                                    
98: R77         Exhibit 3 - Quantitative information of concession  HTML    360K 
                services contracts (Tables)                                      
99: R78         Reporting entity (Details)                          HTML     60K 
100: R79         Basis for preparation (Details)                     HTML     70K  
101: R80         Accounting policies (Details)                       HTML     73K  
102: R81         Accounting policies - Additional Information        HTML     66K  
                (Details)                                                        
103: R82         New standards and regulatory changes (Details)      HTML     76K  
104: R83         Cash and cash equivalents (Details)                 HTML     66K  
105: R84         Cash and cash equivalents - Additional Information  HTML     68K  
                (Details)                                                        
106: R85         Cash and cash equivalents - Credit quality of       HTML    135K  
                banks in Ecopetrol Business Group has deposits and               
                check accounts, and issuers of investments                       
                (Details)                                                        
107: R86         Trade and other receivables (Details)               HTML     91K  
108: R87         Trade and other receivables - Additional            HTML     74K  
                Information (Details)                                            
109: R88         Trade and other receivables - Allowance for         HTML     73K  
                doubtful accounts (Details)                                      
110: R89         Inventories (Details)                               HTML     66K  
111: R90         Inventories - Changes of the allowances for losses  HTML     70K  
                (Details)                                                        
112: R91         Other financial assets (Details)                    HTML     81K  
113: R92         Other financial assets - Additional Information     HTML     62K  
                (Details)                                                        
114: R93         Other financial assets - Restrictions (Details)     HTML     66K  
115: R94         Other financial assets - Maturity (Details)         HTML     68K  
116: R95         Other financial assets - Fair value (Details)       HTML     63K  
117: R96         Other financial assets - Credit rating (Details)    HTML     99K  
118: R97         Taxes - Current and Non-current tax assets and      HTML    107K  
                liabilities (Details)                                            
119: R98         Taxes - Income tax - Additional Information         HTML    112K  
                (Details)                                                        
120: R99         Taxes - Income tax expense (Details)                HTML     78K  
121: R100        Taxes - Reconciliation of the income tax expenses   HTML     96K  
                (Details)                                                        
122: R101        Taxes - Deferred income tax (Details)               HTML     65K  
123: R102        Taxes - Deferred tax assets and liabilities         HTML    118K  
                (Details)                                                        
124: R103        Taxes - Deferred income tax (Details)               HTML     71K  
125: R104        Taxes - Income tax recorded in other comprehensive  HTML     77K  
                income (Details)                                                 
126: R105        Taxes - Deferred tax assets and liabilities not     HTML     83K  
                recognized in subsidiaries (Details)                             
127: R106        Taxes - Minimum Tax Rate (Colombia Tax Law)         HTML     95K  
                (Details)                                                        
128: R107        Taxes - Other taxes (Details)                       HTML    105K  
129: R108        Taxes - Additional Information (Details)            HTML    236K  
130: R109        Other assets (Details)                              HTML     85K  
131: R110        Investments in associates and joint ventures -      HTML    126K  
                Composition and movements (Details)                              
132: R111        Investments in associates and joint ventures -      HTML     91K  
                Movement of investments in associates and joint                  
                ventures (Details)                                               
133: R112        Investments in associates and joint ventures -      HTML    145K  
                Additional information about associates and joint                
                ventures (Details)                                               
134: R113        Investments in associates and joint ventures -      HTML     81K  
                Reconciliation of equity (Details)                               
135: R114        Property, plant, and equipment (Details)            HTML    153K  
136: R115        Natural and environmental resources (Details)       HTML    133K  
137: R116        Natural and environmental resources - Accounting    HTML     68K  
                for suspended exploratory wells (Details)                        
138: R117        Right-of-use assets (Details)                       HTML    118K  
139: R118        Intangible assets (Details)                         HTML    157K  
140: R119        Impairment of non-current assets (Details)          HTML     81K  
141: R120        Impairment of non-current assets - Exploration and  HTML     64K  
                production (Details)                                             
142: R121        Impairment of non-current assets - Breakdown of     HTML     76K  
                oilfields impairment losses (Details)                            
143: R122        Impairment of non-current assets - Investments in   HTML     61K  
                joint ventures (Details)                                         
144: R123        Impairment of non-current assets - Cash Generating  HTML     77K  
                Units (Details)                                                  
145: R124        Impairment of non-current assets - Energy           HTML     69K  
                transmission and roads (Details)                                 
146: R125        Impairment of non-current assets - Additional       HTML    130K  
                information (Details)                                            
147: R126        Goodwill (Details)                                  HTML     77K  
148: R127        Loans and borrowings (Details)                      HTML     83K  
149: R128        Loans and borrowings - Maturity of loans and        HTML    127K  
                borrowings (Details)                                             
150: R129        Loans and borrowings - Breakdown by type of         HTML     70K  
                interest rate and currency (Details)                             
151: R130        Loans and borrowings - Additional Information       HTML    140K  
                (Details)                                                        
152: R131        Trade and other payables (Details)                  HTML     87K  
153: R132        Trade and other payables - Additional information   HTML     68K  
                (Details)                                                        
154: R133        Provisions for employees' benefits (Details)        HTML     82K  
155: R134        Provisions for employees' benefits - Net of         HTML    103K  
                post-employment benefits (Details)                               
156: R135        Provisions for employees' benefits - Movement in    HTML     83K  
                profit and loss and in other comprehensive income                
                (Details)                                                        
157: R136        Provisions for employees' benefits - Plan assets    HTML     79K  
                of pension and pension bonds (Details)                           
158: R137        Provisions for employees' benefits - Additional     HTML     63K  
                Information (Details)                                            
159: R138        Provisions for employees' benefits - Credit         HTML     92K  
                ratings of the issuers and counterparties in                     
                assets (Details)                                                 
160: R139        Provisions for employees' benefits - Actuarial      HTML     92K  
                assumptions (Details)                                            
161: R140        Provisions for employees' benefits - Maturity of    HTML     85K  
                benefit obligation (Details)                                     
162: R141        Provisions for employees' benefits - Sensitivity    HTML     86K  
                analysis (Details)                                               
163: R142        Accrued liabilities and provisions (Details)        HTML     98K  
164: R143        Accrued liabilities and provisions - Additional     HTML    156K  
                information (Details)                                            
165: R144        Accrued liabilities and provisions - Litigation     HTML     73K  
                (Details)                                                        
166: R145        Accrued liabilities and provisions - Details of     HTML     76K  
                contingent liabilities (Details)                                 
167: R146        Accrued liabilities and provisions - Details of     HTML     76K  
                contingent assets (Details)                                      
168: R147        Equity - Ecopetrol Business Groups reserves         HTML     65K  
                (Details)                                                        
169: R148        Equity - Movement of equity reserves (Details)      HTML     70K  
170: R149        Equity - Dividends paid (Details)                   HTML     75K  
171: R150        Equity - Other comprehensive income (Details)       HTML     73K  
172: R151        Equity - Earnings per share (Details)               HTML     64K  
173: R152        Equity - Additional information (Details)           HTML    111K  
174: R153        Revenue from contracts with customers - National    HTML    120K  
                and foreign sales (Details)                                      
175: R154        Revenue from contracts with customers - Additional  HTML     77K  
                information (Details)                                            
176: R155        Revenue from contracts with customers - Sales by    HTML    120K  
                geographic area (Details)                                        
177: R156        Cost of sales (Details)                             HTML    106K  
178: R157        Administrative, operative, and project expenses     HTML     89K  
                (Details)                                                        
179: R158        Other operating (Expenses) Income (Details)         HTML     68K  
180: R159        Financial results (Details)                         HTML     90K  
181: R160        Risk management - Financial assets and liabilities  HTML     74K  
                (Details)                                                        
182: R161        Risk management - Financial assets and liabilities  HTML     72K  
                denominated in foreign currency (Details)                        
183: R162        Risk management - Non derivative hedging            HTML     66K  
                instrument (Details)                                             
184: R163        Risk management - Cash flow hedge for future        HTML     70K  
                exports (Movement in other comprehensive income)                 
                (Details)                                                        
185: R164        Risk management - Expected reclassification of the  HTML     91K  
                cumulative exchange difference from other                        
                comprehensive income to profit or loss (Details)                 
186: R165        Risk management - Hedge of a net investment in a    HTML     73K  
                foreign operation (Details)                                      
187: R166        Risk management - Schedule of Detailed Information  HTML     68K  
                About Hedging Instruments Explanatory (Details)                  
188: R167        Risk management - Significant concentration of      HTML     70K  
                credit risk (Details)                                            
189: R168        Risk management - Risk management (Sensitivity in   HTML     70K  
                income and other comprehensive income to                         
                variations in interest rate) (Details)                           
190: R169        Risk management - Maturity of financial             HTML     76K  
                liabilities (Details)                                            
191: R170        Risk management - Leverage ratio (Details)          HTML     72K  
192: R171        Risk management - Additional Information (Details)  HTML    119K  
193: R172        Related parties (Details)                           HTML    152K  
194: R173        Related parties - Transactions with related         HTML     80K  
                parties (Details)                                                
195: R174        Related parties - Additional Information (Details)  HTML     62K  
196: R175        Joint operations - Contracts in which Ecopetrol is  HTML    251K  
                not the operator (Details)                                       
197: R176        Joint operations - Contracts in which Ecopetrol is  HTML    127K  
                the operator (Details)                                           
198: R177        Joint operations - Additional Information           HTML     59K  
                (Details)                                                        
199: R178        Information by segments (Details)                   HTML    207K  
200: R179        Information by segments - Sales by product          HTML    245K  
                (Details)                                                        
201: R180        Information by segments - Capital expenditures by   HTML     88K  
                segments (Details)                                               
202: R181        Supplemental information on oil and gas producing   HTML     67K  
                activities (unaudited) - Capitalized costs                       
                relating to oil and gas exploration and production               
                activities (Details)                                             
203: R182        Supplemental information on oil and gas producing   HTML     68K  
                activities (unaudited) - Costs incurred in oil and               
                gas exploration and developed activities (Details)               
204: R183        Supplemental information on oil and gas producing   HTML     83K  
                activities (unaudited) - Results of operations for               
                oil and gas exploration and production activities                
                (Details)                                                        
205: R184        Supplemental information on oil and gas producing   HTML     92K  
                activities (unaudited) - Reserve information                     
                (Details)                                                        
206: R185        Supplemental information on oil and gas producing   HTML     74K  
                activities (unaudited) - Future net cash flows                   
                (Details)                                                        
207: R186        Supplemental information on oil and gas producing   HTML     80K  
                activities (unaudited) - Discounted net cash flows               
                (Details)                                                        
208: R187        Supplemental information on oil and gas producing   HTML     87K  
                activities (unaudited) - Additional Information                  
                (Details) (Imported)                                             
209: R188        Subsequent and relevant events (Details)            HTML     78K  
210: R189        Subsequent and relevant events - Issuance of bonds  HTML     59K  
                (Details)                                                        
211: R190        Subsequent and relevant events - Additional         HTML     95K  
                Information (Details)                                            
212: R191        Subsequent and relevant events - Debt management    HTML     75K  
                transaction (Details)                                            
213: R192        Subsequent and relevant events - Non-deductibility  HTML     61K  
                of royalties (Details)                                           
214: R193        Subsequent and relevant events - Distribution of    HTML     69K  
                Profits (Details)                                                
215: R194        Subsequent and relevant events - Fuel Price         HTML     73K  
                stabilization fund (Details)                                     
216: R195        Exhibit 1 - Consolidated subsidiaries, associates,  HTML    271K  
                and joint ventures - Consolidated subsidiary                     
                companies (Details)                                              
217: R196        Exhibit 1 - Consolidated subsidiaries, associates,  HTML    116K  
                and joint ventures - Associates and Joint ventures               
                (Details)                                                        
218: R197        Exhibit 1 - Consolidated subsidiaries, associates,  HTML    387K  
                and joint ventures - Interconexion Electrica S.A.                
                ESP (Details)                                                    
219: R198        Exhibit 1. Consolidated companies, associates, and  HTML    437K  
                joint ventures - Subsidiaries & Joint ventures                   
                Interconexion Electrica S.A. ESP (Details)                       
220: R199        Exhibit 2 - Conditions of the most significant      HTML    644K  
                debt (Details)                                                   
221: R200        Exhibit 3 - Quantitative information of concession  HTML    175K  
                services contracts (Details)                                     
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‘EX-7.1’   —   Correspondence from an Accountant re: Non-Reliance on a Previously Issued Audit Report or Completed Interim Review


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



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Exhibit 7.1

ECOPETROL S.A.

CLAWBACK POLICY

Ecopetrol S.A. (the Company), with the approval of the Board of Directors (the Board), has adopted this clawback policy (the Policy), in accordance with the applicable provisions of the New York Stock Exchange Company Manual (the Clawback Rules), enacted pursuant to the final rules adopted by the Securities and Exchange Commission in relation to compensation standards under Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act.

The Compensation, Nomination and Culture Committee of the Board of Directors (the Committee) is the body charged with evaluating, informing and giving recommendations to the Board for matters related to the Policy. In accordance with the Companys internal decision matrix, the Corporate Vice-Presidency of Finance and Sustainable Value is the body charged with approving accounting adjustments leading to the reopening of the accounts of previous months and years. As a consequence of this authority, this Policy has been drafted by the Corporate Vice-President of Finance and Sustainable Value in such a way as to ensure its implementation and compliance by management, the Committee and the Board. Capitalized terms not otherwise defined in the Policy shall have the meanings ascribed to them in the Clawback Rules.

i.Recovery of Erroneously Awarded Incentive Compensation.  The Company shall comply with the Clawback Rules and reasonably promptly recover Erroneously Awarded Compensation Received by current or former Executive Officers of the Company (Covered Individuals) in the event the Company is required to prepare an accounting restatement due to the Companys material noncompliance with any financial reporting requirement under the securities laws, including any accounting restatement required to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period.

The Board, by decision, including the affirmative vote of a majority of the independent directors, and upon the recommendation of the Committee, may determine not to recover Erroneously Awarded Compensation pursuant to this Policy in circumstances where non-enforcement is expressly permitted by the Clawback Rules, including where recovery would violate applicable home country laws in effect before November 28, 20221.

ii.Covered Individuals.  Exhibit A of this Policy includes an initial list of the Companys Covered Individuals, which includes executives, officers and employees of the Company whose positions are considered first level (reporting directly to the Chief Executive Officer as part of their duties) and who are eligible to be beneficiaries of the Companys Long-Term Incentive and Variable Compensation Plan, or any other plan that is considered Incentive-based Compensation. The Compensation Committee, based on its analysis of any Erroneously Awarded Compensation, may recommend to the Board that it expands the list of Covered Individuals for the purposes of recovering Erroneously Awarded Compensation to include additional executives beyond those listed in Exhibit A.

iii.Covered Compensation.  This Policy applies to the Incentive-based Compensation Received by a Covered Individual:  (1) after such Covered Individual began service as an Executive Officer; (2) who served as an Executive Officer at any time during the performance period for that Incentive-based Compensation; (3) while the Company has a class of securities listed on a national securities exchange or a national securities association; and (4) during the three completed fiscal years immediately preceding the date that the Company is required to prepare an accounting restatement as described above (or during any transition period, that results from a change in the Companys fiscal year, within or immediately following those three completed fiscal years, as determined in accordance with the Clawback Rules).


1

Date set out in the New York Stock Exchange Company Manual.


The amount of Incentive-based Compensation subject to this Policy is the Erroneously Awarded Compensation, which is the amount of Incentive-based Compensation Received by a Covered Individual that exceeds the amount of Incentive-based Compensation that otherwise would have been Received by the Covered Individual had it been determined based on the restated amount (or otherwise determined in accordance with the Clawback Rules), and will be computed without regard to any taxes paid by the Covered Individual (or withheld from the Incentive-based Compensation). The Committee shall report to the Board of Directors determinations with respect to the amount of Erroneously Awarded Compensation and shall seek its approval if the intention is to extend the list of Covered Individuals contained in Exhibit A of the Policy.

iv.Method of Recovery.  The Management should inform the Committee of the manner in which any Erroneously Awarded Compensation shall be recovered. Methods of recovery may include, but are not limited to: (1) seeking direct repayment from the Covered Individual; (2) reducing (subject to applicable law and the terms and conditions of the applicable plan, program or arrangement pursuant to which the Incentive-based Compensation was paid) the amount that would otherwise be payable to the Covered Individual under any compensation, bonus, incentive, equity and other benefit plan, agreement, policy or arrangement maintained by the Company or any of its affiliates; (3) cancelling any award (whether cash or equity-based) or portion thereof previously granted to the Covered Individual; (4) apply the Guidelines for Portfolio Management and Transfer or equivalent document; or (5) any combination of the above.

v.No-Fault Basis.  This Policy applies on a no-fault basis, and Covered Individuals will be subject to recovery under this Policy without regard to their personal liability or involvement.

vi.Other Company Arrangements.  This Policy shall be in addition to, and not in lieu of, any other clawback, recovery or recoupment policy maintained by the Company from time to time, as well as any clawback, recovery or recoupment provision in any of the Companys plans, awards or individual agreements, and any other rights or remedies available to the Company, including termination of employment. Moreover, no other company arrangement shall serve to restrict the scope or the recoverability of Erroneously Awarded Compensation under this Policy or in any way limit recovery in compliance with the Clawback Rules.

vii.No Indemnification.  Notwithstanding anything to the contrary set forth in any policy, arrangement, bylaws, charter, certificate of incorporation or plan of the Company or any individual agreement between a Covered Individual and the Company or any of its affiliates, no Covered Individual shall be entitled to indemnification from the Company or any of its affiliates for the amount that is or may be recovered by the Company pursuant to this Policy.

viii.Interpretation.  The Committee shall interpret and construe this Policy consistent with the Clawback Rules and applicable laws and regulation and shall make all determinations necessary, appropriate or advisable for the administration of this Policy. Any determinations made by the Committee shall be final, binding and conclusive for all affected individuals. As required by the Clawback Rules, the Company shall provide public disclosures related to this Policy and any applicable recoveries of Erroneously Awarded Compensation. To the extent this Policy conflicts or is inconsistent with the Clawback Rules, the Clawback Rules shall govern.

ix.Amendment or Termination of this Policy.  The Board reserves the right to amend this Policy at any time for any reason, subject to applicable law and the Clawback Rules. To the extent that the Clawback Rules cease to be in force or cease to apply to the Company, this Policy shall also cease to be effective.

Approved and Adopted: November 30, 2023


Exhibit A

Covered Individuals

The Individuals Covered by the Policy shall be the first level, principal executive officers2 of the Company who report directly to the Chief Executive Officer.  The officers listed below are beneficiaries of the Companys Long-Term Incentive and Variable Compensation Plan and meet the definition of Executive Officers under the the Clawback Rules:

1.

Chief Executive Officer (CEO)

2.

Chief Financial Officer (CFO) and Vice President of Finance and Sustainable Value

3.

Chief Operating Officer (COO)

4.

Compliance Vice President and Compliance Officer

5.

Low Emissions Solutions Vice President

6.

Commercial and Marketing Vice President

7.

Vice President of Legal Affairs and General Counsel

8.

Legal Manager for M&A and Corporate Affairs

9.

Vice President of Strategy and Business Development

10.

Vice President of Science, Technology and Innovation

11.

Vice-President of Human Resources

12.

Vice-President of Supply and Services

13.

Vice-President of Sustainable Development

14.

Internal Audit Manager


2

Note that this is an initial list. In the event of changes to the current Company structure, the list in this exhibit will be updated accordingly.



Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘20-F’ Filing    Date    Other Filings
Filed on:4/18/246-K
For Period end:12/31/236-K
11/30/236-K
11/28/22
 List all Filings 


2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/19/24  Ecopetrol S.A.                    6-K         6/30/24    2:32K                                    MZ Technologies/FA
 4/19/24  Ecopetrol S.A.                    F-3ASR      4/19/24    9:609K                                   Toppan Merrill/FA


18 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 1/11/24  Ecopetrol S.A.                    424B2                  1:963K                                   Toppan Merrill/FA
 3/29/23  Ecopetrol S.A.                    20-F       12/31/22  215:61M                                    Toppan Merrill/FA2
 1/12/23  Ecopetrol S.A.                    424B2                  2:1M                                     Toppan Merrill/FA
 4/26/22  Ecopetrol S.A.                    20-F       12/31/21  219:61M                                    Toppan Merrill/FA2
12/17/21  JPMorgan Chase Bank N… Depositary F-6                    4:616K Ecopetrol S.A.                    Quality EDGAR So… LLC/FA
10/28/21  Ecopetrol S.A.                    424B2                  1:1.1M                                   Toppan Merrill/FA
 4/27/20  Ecopetrol S.A.                    424B2                  1:927K                                   Toppan Merrill/FA
 1/02/18  JPMorgan Chase Bank N… Depositary F-6        12/29/17    3:380K Ecopetrol S.A.                    Quality EDGAR So… LLC/FA
 5/31/17  Ecopetrol S.A.                    20-F       12/31/16    9:5.4M                                   Toppan Merrill/FA
 4/29/16  Ecopetrol S.A.                    20-F       12/31/15   13:6.3M                                   Toppan Merrill/FA
 6/25/15  Ecopetrol S.A.                    424B2                  1:842K                                   Toppan Merrill/FA
 6/25/15  Ecopetrol S.A.                    6-K         6/24/15    2:146K                                   Toppan Merrill/FA
 5/21/14  Ecopetrol S.A.                    424B2                  1:932K                                   Toppan Merrill/FA
 4/25/14  Ecopetrol S.A.                    20-F       12/31/13   14:6.7M                                   Toppan Merrill/FA
 9/13/13  Ecopetrol S.A.                    424B2                  1:811K                                   Toppan Merrill/FA
 4/29/13  Ecopetrol S.A.                    20-F       12/31/12   15:8.2M                                   Toppan Merrill/FA
 7/31/09  Ecopetrol S.A.                    F-4                   13:9.9M                                   Toppan Merrill/FA
 9/12/08  Ecopetrol S.A.                    20FR12B                8:9.6M                                   Command Financial
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