Enel — Proxy Solicitation & Information Statement 2023

Mar 30, 2023

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

Election of the Chair of the Board of Directors.

Dear Shareholders,

pursuant to Article 15.1 of the Corporate Bylaws, the ordinary Shareholders' Meeting is primarily entitled to elect the Chair of the Board of Directors. The Board of Directors shall indeed elect the Chair among its members only if the Chair has not already been elected by the Shareholders' Meeting.

In relation to the foregoing, the Shareholders' Meeting is thus requested to elect the Chair of the Board of Directors among the Directors elected under the previous item of the agenda and on the basis of the proposals made by Shareholders.

In this regard, please note that the "Guidelines of the Board of Directors of Enel S.p.A. to Shareholders on the size and the composition of the new Board of Directors" – approved by the expiring Board of Directors on March 2, 2023 in implementation of the provisions of Recommendation no. 23 of the Italian Corporate Governance Code (January 2020 edition) and made available to the public in the section of the Company's website (www.enel.com) dedicated to this Meeting, as well as at the authorized storage mechanism called "eMarket Storage" () – provide for precise recommendations on the personal, managerial and professional traits, as well as on the skills that the Chair of the Board of Directors of the Company should have.

In line with the abovementioned Recommendation no. 23 of the Italian Corporate Governance Code, those who intend to submit a slate containing a number of candidates exceeding half of the members to be elected are invited to indicate, within the documentation submitted for the slate's filing, their candidate for the office of Chair of the Board of Directors.