Enel — AGM Information 2015

Dec 11, 2015

Informazione Regolamentata n. 0116-85-2015		Data/Ora Ricezione 11 Dicembre 2015 13:05:18	MTA
Societa'	:	ENEL
Identificativo Informazione Regolamentata	:	66820
Nome utilizzatore	:	ENELN03 - Pollio
Tipologia	:	AVVI 16; IROS 02
Data/Ora Ricezione	:	11 Dicembre 2015 13:05:18
Data/Ora Inizio Diffusione presunta	:	11 Dicembre 2015 13:20:19
Oggetto	:	ENEL: PUBLISHED THE DOCUMENTS CONCERNING THE EXTRAORDINARY SHAREHOLDERS' MEETING CALLED ON JANUARY 11th, 2016
Testo del comunicato

Vedi allegato.

ENEL: PUBLISHED THE DOCUMENTS CONCERNING THE EXTRAORDINARY SHAREHOLDERS' MEETING CALLED ON JANUARY 11th, 2016

Rome, December 11th, 2015 – The project of the partial non proportional demerger of Enel Green Power S.p.A. ("Enel Green Power") in favour of Enel S.p.A. ("Enel") – approved by the Board of Directors of both companies on November 17th, 2015 – has been registered at the Companies Register of Rome on December 7th, 2015, together with the relevant attachments.

The above mentioned demerger project and its attachments are available to the public at Enel's registered office, on the company's website (www.enel.com, within the section Governance/AGM/Documentation and Reports), as well as at the officially appointed mechanism for the central storage of regulated information denominated "NIS-Storage" (), together with the following documents concerning the only item on the agenda of the Extraordinary Shareholders' Meeting of Enel called on January 11th, 2016:

• (i) The report of the Board of Directors of Enel (as well as the report of the Board of Directors of Enel Green Power) explaining the demerger project, drawn-up pursuant to Articles 2501-quinquies and 2506-ter of the Italian Civil Code and to Article 70, paragraph 2, of Consob Issuers Regulation;
• (ii) The report concerning the fairness of the exchange ratio prepared by PKF Italia S.p.A., acting as joint expert appointed by the Court of Rome pursuant to Articles 2501-sexies and 2506-ter, paragraph 3, of the Italian Civil Code;
• (iii) The report concerning the assessment of the value of the set of assets demerged prepared by KPMG S.p.A., acting as independent expert appointed pursuant to Article 2343-ter, paragraph 2, lett. b), of the Italian Civil Code;
• (iv) The financial statements of Enel and Enel Green Power as of September 30th, 2015, prepared pursuant to Articles 2501-quater and 2506-ter, paragraph 1, of the Italian Civil Code and attached to the demerger project;
• (v) The financial statements and the consolidated financial statements of Enel and Enel Green Power concerning the fiscal years 2012, 2013 and 2014, together with the respective reports of the Board of Directors and of the External Auditors.

The information document on the demerger, jointly prepared by Enel and Enel Green Power pursuant to Article 70, paragraph 6, of Consob Issuers Regulation, will be made available to the public within the terms and conditions provided for by applicable laws.

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