Enel — AGM Information 2019

Apr 3, 2019

REPORT OF THE BOARD OF DIRECTORS ON THE FIRST ITEM ON THE AGENDA

Financial statements as of December 31, 2018. Reports of the Board of Directors, of the Board of Statutory Auditors and of the External Auditor. Related resolutions. Presentation of the consolidated financial statements for the year ended on December 31, 2018 and of the consolidated non-financial statement related to the financial year 2018

Dear Shareholders,

the financial statements of Enel S.p.A. for the year ended on December 31, 2018 (which shows a net income for the year amounting to approximately Euro 3,456 million) and the consolidated financial statements of the Enel Group for the year ended on December 31, 2018 (which shows Group's net income for the year amounting to Euro 4,789 million) will be made available to the public within specific files at the registered office of the Company, in the section of the Company's website reserved to this Meeting (www.enel.com) as well as at the officially authorized mechanism for the storage of regulated information denominated "eMarket Storage" () within April 24, 2019, which reference is made to.

Within the same term and with the same methods will be also made available the consolidated non-financial statement related to the financial year 2018, drafted pursuant to Legislative Decree no. 254 of December 30, 2016 and to the relevant implementing Regulation adopted by Consob through the Resolution no. 20267 of January 18, 2018 (the "Consolidated Non-financial Statement"), approved by the Board of Directors on March 21, 2019. Such statement, containing information relating to environmental, social, employee, respect for human rights, anti-corruption and bribery matters is submitted to the Shareholders' Meeting only for informational purposes, not being it subject to the Shareholders' Meeting approval since it falls within the competence of the Board of Directors. Pursuant to the above-mentioned legal provisions, the Consolidated Non-financial Statement has been sent to the Board of Statutory Auditors as well as to the External Auditor, which will take it into account for the relevant reports, that will also be made available to the Shareholders along with the above mentioned financial statements documentation.

We thus submit for your approval the following

Agenda

The Shareholders' Meeting of Enel S.p.A.:

• having examined the data of the financial statements for the year ended on December 31, 2018, with the related reports of the Board of Directors, of the Board of Statutory Auditors, and of the External Auditor;
• having acknowledged the data of the consolidated financial statements for the year ended on December 31, 2018, with the related reports of the Board of Directors and of the External Auditor;
• having acknowledged the consolidated non-financial statement related to the financial year 2018 and the related report of the External Auditor;

resolves

to approve the financial statements for the year ended on December 31, 2018.