TREVISAN & ASSOCIATI

STUDIO LEGALE

Viale Majno 45 - 20122 Milano Tel. +39.02.80.51.133 - Fax +39.02.86.90.111 [email protected]

www.trevisanlaw.it

Hera S.p.A. Viale C. Berti Pichat 2/4 40127 - Bologna

Milano, 2 April 2020

Subject: Filing of the list for the Board of Statutory Auditors of Hera S.p.A. pursuant to Article 26 of the Articles of Association

To Hera S.p.A.,

We hereby inform you that, on behalf of the shareholders, Amundi Luxembourg SA - Amundi European Equity Small Cap; Amundi Asset Management SGR S.p.A. fund manager for: Amundi Dividendo Italia, Amundi Risparmio Italia, Amundi Sviluppo Italia; APG Asset Management N.V., fund manager for Stichting Depositary APG Developed Markets Equity Pool, Stichting Depositary APG Developed Markets Equity Minimum Volatility Pool; ARCA Fondi SGR S.p.A. fund manager for Arca Azioni Italia; Etica SGR S.p.A. fund manager for Etica Rendita Bilanciato, Etica Obbligazionario Misto, Etica Bilanciato, Etica Azionario; Eurizon Capital SGR S.p.A. fund manager for: Eurizon Progetto Italia 70, Eurizon Azioni Italia, Eurizon PIR Italia Azioni, Eurizon Progetto Italia 40; Eurizon Capital S.A. fund manager for Eurizon Fund, Italian Equity Opportunities subfund; Fideuram Asset Management Ireland fund manager for Fonditalia Equity Italy; Fideuram Investimenti SGR S.p.A. fund manager for: Fideuram Italia, Piano Azioni Italia, Piano Bilanciato Italia 50; Interfund Sicav - Interfund Equity Italy; Kairos Partners SGR S.p.A. management company of Kairos International Sicav subfunds: Italia, Target Italy Alpha; Legal & General Assurance (Pensions Management) Limited; Mediolanum Gestione Fondi SGR S.p.A. fund manager for: Mediolanum Flessibile Futuro Italia, Mediolanum Flessibile Sviluppo Italia; Mediolanum International Funds Limited - Challenge Funds - Challenge Italian Equity; Pramerica SGR S.p.A. - Pramerica Sicav subfunds Italian Equity and Clean Water, we are arranging the filing of the joint list for the appointment of the members of the Board of Statutory Auditors of your Company proposed by the above, which will take place during your Extraordinary and Ordinary Shareholders' Meeting to be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call, with the specification that the above named shareholders hold a total percentage of 1.80784% (26,928,425 shares) of the share capital.

Yours sincerely,

Mr. Dario Trevisan (lawyer) Mr. Andrea Ferrero (lawyer)

(illegible signature) (illegible signature)

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
Amundi Luxembourg SA - Amundi European	2,136,669	0.143445%
Equity Small Cap
Amundi Asset Management SGR SpA -	409,492	0.027491%
Amundi Dividendo Italia
Amundi Asset Management SGR SpA -	1,705,441	0.114495%
Amundi Risparmio Italia
Amundi Asset Management SGR SpA -	2,340,000	0.157096%
Amundi Sviluppo Italia
Total	6,591,602	0.442526%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

▪ the provisions of current legislation and regulations, the Company's Articles of Association and the Corporate Governance Code for listed companies ("Corporate Governance Code") on the submission of lists of candidates for the purpose of the aforesaid appointment, including therein the rules on relationships of association between major shareholders and minority shareholders,

taking into account

▪ the guidelines contained in the Report provided by the Company's Board of Directors ("Report") on the items on the Agenda pursuant to Article 125-ter of Italian Legislative Decree no. 58/98 ("TUF" - Consolidated Law on Finance) as published on the Issuer's website,

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

Amundi Società di Gestione del Risparmio S.p.A.

Registered Office: Via Cernaia, 8/10 – 20121 Milan – MI – Italy

Tel. (+39) 02 00 651 – Fax (+39) 02 00 655 751 – amundi.it

Management and coordination Amundi Asset Management (SAS)

Sole Shareholder – Share Cap. €67,500,000 fully paid-in – Tax Code, VAT No. and Registration in Milan Companies Register 05816060965 Member of the National Guarantee Fund and registered in the Register of Asset Management Companies (no. 40 UCITS Managers Section and no. 105 AIF Managers Section)

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Section II – Alternate Auditors

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by Articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

Messrs Dario Trevisan (tax code TRVDRA64E04F205I) and Andrea Ferrero (tax code FRRNDR87E05L219F), lawyers with address for service c/o Studio Legale Trevisan & Associati, at Viale Majno 45, Milan, to file, in their name and on their behalf, jointly and/or severally, this list of candidates for the appointment of the Company's Board of Statutory Auditors, accompanied by the relevant documentation, at the same time authorising them to notify the competent authorities and the Market management companies that the list has been filed, if and so far as necessary.

*****

The list is submitted with the following documentation:

Amundi Società di Gestione del Risparmio S.p.A. Registered Office: Via Cernaia, 8/10 – 20121 Milan – MI – Italy

Tel. (+39) 02 00 651 – Fax (+39) 02 00 655 751 – amundi.it

Management and coordination Amundi Asset Management (SAS)

Amundi

Asset Management

1) declaration from each candidate stating their acceptance of the candidacy, also confirming, under his/her responsibility, that there are no grounds for ineligibility or incompatibility (also pursuant to the provisions of the Issuers' Regulation regarding restrictions to the number of positions held concurrently), as well as the fulfilment of the requirements of independence envisaged by Article 148(3), TUF and by the Corporate Governance Code, and of the requirements of honourability and professionalism prescribed by Italian Ministerial Decree no. 162 of 30.3.2000, as referred to in the Report and, in any event, by legislative and regulatory provisions in force, by the Articles of Association and by the Corporate Governance Code, to hold the position of statutory auditor of the company, as well as, more generally, any further applicable provision;
2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

The communication/certification – concerning ownership of the number of shares registered to those entitled on the date the list is submitted – will be sent to the Company in accordance with current regulations.

*****

If your Company should need to contact those who submitted the list, please address your queries to Studio Legale Trevisan & Associati, Viale Majno no. 45, 20123 Milan, tel. 02/877307, fax 02/8690111, e-mail [email protected] or [email protected].

Amundi SGRpA The Official Representative Head of Fund Admin Andrea Valenti [Illegible signature]

Amundi Società di Gestione del Risparmio S.p.A. Registered Office: Via Cernaia, 8/10 – 20121 Milan – MI – Italy Tel. (+39) 02 00 651 – Fax (+39) 02 00 655 751 – amundi.it Management and coordination Amundi Asset Management (SAS) Sole Shareholder – Share Cap. €67,500,000 fully paid-in – Tax Code, VAT No. and Registration in Milan Companies Register 05816060965 Member of the National Guarantee Fund and registered in the Register of Asset Management Companies (no. 40 UCITS Managers Section and no. 105 AIF Managers Section)

APG Asset Management

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
APG Asset Management N V. fund manager for Stichting Depositary APG Developed Markets Equity Pool	2,000,000	0.13%
APG Asset Management N V. fund manager for Stichting Depositary APG Developed Markets Equity Minimum Volatility Pool	7,000,000	0.47%
Total	9,000,000	0.60%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS

Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Section II – Alternate Auditors

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

apg

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by Articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Assoc iation and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

1) declaration from each candidate stating their acceptance of the candidacy, also confirming, under his/her responsibility, that there are no grounds for ineligibility or incompatibility (also pursuant to the provisions of the Issuers' Regulation regarding restrictions to the number of positions held concurrently), as well as the fulfilment of the requirements of independence envisaged by Article 148(3), TUF and by the Corporate Governance Code, and of the requirements of honourability and professionalism prescribed by Italian Ministerial Decree no. 162 of 30.3.2000, as referred to in the Report and, in any event, by legislative and regulatory provisions in force, by the Articles of Association and by the Corporate Governance Code, to hold the position of statutory auditor of the company, as well as, more generally, any further applicable provision;
2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

Signature of the shareholders [Illegible signatures]

Date 30 March 2020 2/2

Milan, 30 March 2020 Ref. AD/499 UL/dp

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no of shares	% of share capital
ARCA Fondi SGR - Arca Azioni Italia	1,680,300	0.11%
Total	1,680,300	0.11%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Section II – Alternate Auditors

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

1) declaration from each candidate stating their acceptance of the candidacy, also confirming, under his/her responsibility, that there are no grounds for ineligibility or incompatibility (also pursuant to the provisions of the Issuers' Regulation regarding restrictions to the number of positions held concurrently), as well as the fulfilment of the requirements of independence envisaged by Article 148(3), TUF and by the Corporate Governance Code, and of the requirements of honourability and professionalism prescribed by Italian Ministerial Decree no. 162 of 30.3.2000, as referred to in the Report and, in any event, by legislative and regulatory provisions in force, by the Articles of Association and by the Corporate Governance Code, to hold the position of statutory auditor of the company, as well as, more generally, any further applicable provision;

2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

ARCA FONDI SGR S.p.A. The Managing Director (Mr. Ugo Loser) [Illegible signature]

Investimenti responsabili

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share
		capital
Etica SGR S.p.A. - F.do Etica Bilanciato	626,521	0.04%
Etica SGR S.p.A. - F.do Etica Obbligazionario Misto	136,509	0.01%
Etica SGR S.p.A. - F.do Etica Azionario	236,900	0.02%
Etica SGR S.p.A. - F.do Etica Rendita Bilanciata	201,266	0.01%
Total	1,201,196	0.08%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS
Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Via NapoTorriani 29 • 20124 Milan	www.eticasgr.com	VAT No. and tax code 13285580158	REA 1634082
tel. 02.67071422 • fax 02.67382896	[email protected]	Milan Comp. Reg. 13285580158	Shar e Cap. € 4-500.000

Section II – Alternate Auditors
------------------------------------

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

Page 2 of 3

2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

[Illegible signature] Signature of the General Manager

Date 26 March 2020

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
Eurizon Capital SGR S.p.A.-Eurizon progetto italia 70	262,800	0.018%
Eurizon Capital SGR S.p.A.-Eurizon azioni italia	433,339	0.029%
Eurizon Capital SGR S.p.A.-Eurizon pir italia azioni	38,970	0.003%
Eurizon Capital SGR S.p.A.-Eurizon progetto italia 40	255,960	0.017%
Total	991,069	0.067%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

Sede Legale Piazzetta Giordano Dell'Amore, 3 20121 Milan – Italy Tel. +39 02 8810.1 Fax +39 8810.6500

Share Capital €99,000,000.00 fully paid-in • Tax Code and registration Milan Companies Register 04550250015. Company belonging to the " Intesa Sanpaolo" VAT Group. VAT No. 11991500015 (IT 1199150001) • Registered in the Register of Asset Management Companies at no. 3 in the UCITS Managers Section and no. 2 in the AIF Managers Section • Company subject to management and coordination of Intesa Sanpaolo S.p.A. and member of the Intesa Sanpaolo Banking Group, registered in the Register of Banking Groups • Sole Shareholder: Intesa Sanpaolo S.p.A. • Member of the National Guarantee Fund

EURIZON ASSET MANAGEMENT

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Section II – Alternate Auditors

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

EURIZON ASSET MANAGEMENT

no. 162 of 30.3.2000, as referred to in the Report and, in any event, by legislative and regulatory provisions in force, by the Articles of Association and by the Corporate Governance Code, to hold the position of statutory auditor of the company, as well as, more generally, any further applicable provision;

2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

[Illegible signature] Signature of the shareholders

Date 26 March 2020

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
Eurizon Fund - Italian Equity Opportunities	143,144	0.0096
Total	143,144	0.0096

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

	Eurizon Capital S.A.
[Illeggibile company details]

	[Illeggibile company details]

		Company of the INTESA SANPAOLO Group

EURIZON ASSET MANAGEMENT

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

EURIZON ASSET MANAGEMENT

2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

Wednesday 25 March 2020

[Illegible signature] [Illegible signature] Jérome Debertolis Marco Bus Conducting Officer General Manager

	Eurizon Capital S.A.
[Illeggibile company details]
	[Illeggibile company details]
	Company of the INTESA SANPAOLO Group

FIDEURAM ASSET MANAGEMENT IRELAND

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
FIDEURAM ASSET MANAGEMENT (Ireland) -	986,000=	0.066%
(FONDITALIA EQUITY ITALY)
Total	986,000=	0.066%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS

Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Fideuram Asset Management (Ireland) dac Regulated by the Central Bank of Ireland A subsidiary of Fideuram – Intesa Sanpaolo Private Banking S.p.A. (Intesa Sanpaolo Group) Directors: P. O'Connor Chairman R. Mei (Italian) Managing Director V. Parry (British) Director W. Man ahan Director G. La Calce (Italian) Director G. Russo (Italian) Director

Address: International House, 3 Harbourmaster Place, IFSC, Dublin D01 K8F1 – Ireland

Share Capital € 1,000,000 – Registered in Dublin, Ireland, Company's Registration no. 349135 – VAT no. IE 6369135L

Fideuram Asset management (Ireland) dac London Branch Regulated by the Central Bank of Ireland and Financial Conduct Authority

Address: 90 Queen Street, London EC4N 1SA.

Registered in UK under No. FC034080, Branch No. BR019168 – VAT n. 654 0421 63

FIDEURAM ASSET MANAGEMENT IRELAND

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

FIDEURAM ASSET MANAGEMENT IRELAND

2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

Fideuram Asset Management (Ireland)

[Illegible signature] Roberto Mei

30 March 2020

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
FIDEURAM INVESTIMENTI SGR S.p.A.	733.000=	0.049%
(FIDEURAM ITALIA- PIANO AZIONI
ITALIA-PIANO BILANCIATO ITALIA 50)
Total	733.000=	0.049%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS
Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Fideuram Investimenti Società di Gestione del Risparmio S.p.A. Registered Office: Via Montebello, 18 20121 Milan Share Capital EUR 25,850,000.00 Milan Monza Brianza Lodi Companies Register and Tax Code 07648370588 Company belonging to the Intesa Sanpaolo VAT Group – VAT No. 11991500015 (IT11991500015) Registered in the Register of Asset Management Companies held by the Bank of Italy pursuant to Article 35 of Italian Legislative Decree 58/1998 at no. 12 in the UCITS Managers Section and at no. 144 in the AIF Managers Section Member of the National Guarantee Fund Member of the "Intesa Sanpaolo" Banking Group registered in the Register of Banking Groups Management and Coordination Intesa Sanpaolo S.p.A.

Section II –		Alternate Auditors
--------------	--	--------------------	--

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

FIDEURAM INVESTIMENTI

2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

Fideuram Investimenti SGR S.p.A.

[Illegible signature] Gianluca La Calce

30 March 2020

INTERFUND SICAV SOCIÉTÉ D'INVESTISSEMENT

SIÈGE SOCIAL – 9-11 rue Goethe B.P. 1642 – L-1016 Luxembourg

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
INTERFUND SICAV (INTERFUND EQUITY	39,000=	0.003%
ITALY)
Total	39,000=	0.003%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato
Section II – Alternate Auditors

No.	Name	Surname
1.	Stefano	Gnocchi

INTERFUND SICAV SOCIÉTÉ D'INVESTISSEMENT

SIÈGE SOCIAL – 9-11 rue Goethe B.P. 1642 – L-1016 Luxembourg

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

1) declaration from each candidate stating their acceptance of the candidacy, also confirming, under his/her responsibility, that there are no grounds for ineligibility or incompatibility (also pursuant to the provisions of the Issuers' Regulation regarding restrictions to the number of positions held concurrently), as well as the fulfilment of the requirements of independence envisaged by Article 148(3), TUF and by the Corporate Governance Code, and of the requirements of honourability and professionalism prescribed by Italian Ministerial Decree no. 162 of 30.3.2000, as referred to in the Report and, in any event, by legislative and regulatory provisions in force, by the Articles of Association and by the Corporate Governance Code, to hold the position of statutory auditor of the company, as well as, more generally, any further applicable provision;
2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

INTERFUND SICAV SOCIÉTÉ D'INVESTISSEMENT

SIÈGE SOCIAL – 9-11 rue Goethe B.P. 1642 – L-1016 Luxembourg

*****

Interfund SICAV

[Illegible signature]

Massimo Brocca

30 March 2020

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
KAIROS PARTNERS SGR S.p.A. (as	150,000	0.01007%
Management Company of Kairos International
Sicav – subfund ITALIA)
KAIROS PARTNERS SGR S.p.A. (as	14,000	0.00094%
Management Company of Kairos International
Sicav – subfund TARGET ITALY ALPHA)
Total	164,000	0.01101%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS

Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Section II – Alternate Auditors

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

[Illegible signature]

Signature of the shareholders

Date 30 March 2020

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital

Legal & General Assurance (Pensions	2,599,114	0.17
Management) Limited
Total	2,599,114	0.17

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS

No.	Name	Surname
1.	Myriam	Amato

Section I – Standing Auditors

Authorised and regulated by the Financial Conduct Authority

Legal & General INVESTMENT MANAGEMENT

Section II – Alternate Auditors

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

Legal & General INVESTMENT MANAGEMENT

regulatory provisions in force, by the Articles of Association and by the Corporate Governance Code, to hold the position of statutory auditor of the company, as well as, more generally, any further applicable provision;

2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

DocuSigned by:

38B09982AFCB4D2…

Signature of the shareholders

Date 4 January 2020

mediolanum INTERNATIONAL FUNDS

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
Mediolanum International Funds Limited -	300,000	0.0133%
Challenge Funds - Challenge Italian Equity
Total	300,000	0.0133%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

mediolanum INTERNATIONAL FUNDS

LIST FOR THE BOARD OF STATUTORY AUDITORS

Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Section II – Alternate Auditors

No.	Name	Surname
1.	Stefano	Gnocchi

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

Registered in Dublin No: 264023 Directors: A. Bates, C. Bocca (Italian), M. Nolan, F. Pietribiasi (Managing) (Italian), P. O'Faherty, G Gessi (Italian), C Jaubert (French), J Corrigan.

mediolanum INTERNATIONAL FUNDS

*****

The list is submitted with the following documentation:

1) declaration from each candidate stating their acceptance of the candidacy, also confirming, under his/her responsibility, that there are no grounds for ineligibility or incompatibility (also pursuant to the provisions of the Issuers' Regulation regarding restrictions to the number of positions held concurrently), as well as the fulfilment of the requirements of independence envisaged by Article 148(3), TUF and by the Corporate Governance Code, and of the requirements of honourability and professionalism prescribed by Italian Ministerial Decree no. 162 of 30.3.2000, as referred to in the Report and, in any event, by legislative and regulatory provisions in force, by the Articles of Association and by the Corporate Governance Code, to hold the position of statutory auditor of the company, as well as, more generally, any further applicable provision;
2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

DocuSigned by:

[Illegible]

Signature of the shareholders

Date 25/3/2020 17:57 GMT

Mediolanum International Funds Ltd 4 th Floor, The Exchange Georges Dock IFSC Dublin 1 Ireland Tel: +353 1 2310800 Fax: +353 1 2310805

Registered in Dublin No: 264023 Directors: A. Bates, C. Bocca (Italian), M. Nolan, F. Pietribiasi (Managing) (Italian), P. O'Faherty, G Gessi (Italian), C Jaubert (French), J Corrigan.

Mediolanum International Funds Limited is regulated by the Central Bank of Ireland

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
Mediolanum Gestione Fondi fund manager for	1,700,000	0.12%
Mediolanum Flessibile Futuro Italia
Mediolanum Gestione Fondi fund manager for	200,000	0.01%
Mediolanum Flessibile Sviluppo Italia
Total	1,900,000	0.13%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato

Registered Office	Mediolanum Gestione Fondi SGR p.A.
Palazzo Meucci - Via F. Sforza	Share capital EUR 5,164,600.00 fully paid-in – Tax Code – VAT No. – Milan Companies Register no.
20080 Basiglio (MI) - T +39 02 9049.1	06611990158 – Company belonging to the Mediolanum Group – Company registered in the Register of
[email protected]	Asset Management Companies pursuant to Article 35 of Italian Legislative Decree 58/1998 at number 6 in
	the "UCITS Managers" Section and at number 4 in the "AIF Managers" Section – Member of the National
www.mediolanumgestionefondi.it	Guarantee Fund – Company subject to the management and coordination of Banca Mediolanum S.p.A.
	Sole Shareholder Company

No.	Name	Surname
1.	Stefano	Gnocchi

Section II – Alternate Auditors

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).
3) a copy of the identity document of the candidates.

*****

Authorised signature [Illegible]

Milano Tre, 26 March 2020

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

The holders of ordinary shares of Hera S.p.A. ("Company" and/or "Issuer") indicated below, representing the following percentages of share capital:

Shareholder	no. of shares	% of share capital
PRAMERICA SICAV (subfund Italian Equity, Clean Water)	600,000	0.04%

Total	600,000	0.04%

considering that

▪ the Company's extraordinary and ordinary shareholders' meeting has been convened, and will be held at the registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m. on single call ("Shareholders' Meeting"), during which, inter alia, the members of the Board of Statutory Auditors will be appointed through a list voting system,

in light of

taking into account

hereby submit

▪ the following list of candidates, namely the persons in the order indicated for the election of the Board of Statutory Auditors of the Company:

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

No.	Name	Surname
1.	Myriam	Amato
Section II – Alternate Auditors

No.	Name	Surname
1.	Stefano	Gnocchi

Pramerica SGR S.pA.

Register of Asset Management Companies –UCITS Managers Section no. 25, AIF Managers Section no. 179 –Administrative Headquarters Via Monte di Pietà 5,20121 Milan - Tel. +39 02 43024.1, Fax +39 02 57760688, E-mail [email protected]. Member of the UBI Banca VAT Group with VAT no. 04334690163 - UBI Banca Group – Register of Groups no. 3111.2 – Subject to the management and coordination of UBI Banca. Registered Office Pzza Vittorio Veneto 8,24122 Bergamo – Share Capital €19,955,465 fully paid-in – Tax Code / Bergamo Companies Register no. 02805400161

The first candidate indicated in the Section of the list relating to Standing Auditors, is proposed as Chairperson of the Supervisory Body pursuant to the law.

The undersigned Shareholders

also declare

the absence of relationships of association and/or of significant relations, also pursuant to Communication no. DEM/9017893 of 26.2.2009, with shareholders who – on the basis of the disclosures of significant shareholdings referred to in Article 120 of the TUF or the publication of shareholders' agreements pursuant to Article 122 of the same TUF, as can be seen as of this date on the website of the Italian Companies and Exchange Commission (CONSOB) and on the Issuer's website respectively – individually or jointly hold a controlling or relative majority shareholding as provided for by articles 148(2), of the TUF and 144-quinquies of the Issuers' Regulation approved with Resolution 11971/99 ("Issuers' Regulation") and, more generally, by the Articles of Association and by current legislation;
that, following a reasoned request from the Company, they will undertake to produce suitable documentation to confirm the truthfulness of their declarations,

hereby delegate

*****

The list is submitted with the following documentation:

1) declaration from each candidate stating their acceptance of the candidacy, also confirming, under his/her responsibility, that there are no grounds for ineligibility or incompatibility (also pursuant to the provisions of the Issuers' Regulation regarding restrictions to the number of positions held concurrently), as well as the fulfilment of the requirements of independence envisaged by Article 148(3), TUF and by the Corporate Governance Code, and of the requirements of honourability and professionalism prescribed by Italian Ministerial Decree no. 162 of 30.3.2000, as referred to in the Report and, in any event, by legislative and regulatory provisions in force, by the Articles of Association and by the Corporate Governance Code, to hold the position of statutory auditor of the company, as well as, more generally, any further applicable provision;
2) curriculum vitae stating the personal and professional characteristics of each candidate, accompanied by a list of the management and control positions held in other companies and legally relevant (see also Article 2400 of the Italian Civil Code).

Pramerica

3) a copy of the identity document of the candidates.

*****

Document signed by: ANDREA GHIDONI 27.03.2020 9:39:28 UTC

[Illegible signature] Signature of the shareholders

Date

DECLARATION OF ACCEPTANCE OF THE OFFICE OF STANDING AUDITOR AND CONFIRMATION OF THE EXISTENCE OF THE LEGAL REQUIREMENTS

The undersigned MYRIAM AMATO, born in PAVIA, on 19 OCTOBER 1974,

considering that

A) she was designated by a number of shareholders as a candidate for the purpose of the election as a member of the Board of Statutory Auditors at the extraordinary and ordinary shareholders' meeting of Hera S.p.A. (the "Company") which will be held at the Company's registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m., in a single call ("Shareholders' Meeting"),
B) she is aware of the requirements provided by the current legislation and regulations and the Articles of Association for acceptance of the position of Statutory Auditor of the Company, including those indicated in the Director's Report with regard to the items on the Agenda pursuant to Article 125-terof Italian Legislative Decree no. 58 of 24 February 1998 (TUF - "Consolidated Law on Finance") as published on the Company's website ("Report"),

now therefore,

the undersigned, under her own sole responsibility, in accordance with the law and the Articles of Association, and for the purposes set forth in Article 76 of Italian Presidential Decree no. 445 of 28 December 2000 in the event of document forgery or false statements,

declares

the non-existence of grounds for ineligibility, forfeiture and incompatibility (also, pursuant to the provisions of the Consob Regulation adopted with resolution no. 11971 of 14 May 1999 ("Issuers' Regulation") regarding the limits on the accumulation of offices), as well as the possession of all the independence requirements pursuant to Article 148(3), TUF, and the Corporate Governance Code promoted by the Corporate Governance Committee ("Corporate Governance Code"), and the requirements of honourability and professionalism including those provided by Italian Ministerial Decree no. 162 of the Ministry of Justice of 30 March 2000, and those indicated in the Report and, in general, by the laws and regulations in force, the Articles of Association, the Corporate Governance Code and, more generally, by any further provision to the extent applicable, to hold the position of Statutory Auditor of the Company;
that she does not exercise and/or hold similar offices in management, supervisory and control bodies in companies or groups of companies competing with the Company;
that she does not hold administration and control offices to an extent equal to or greater than the limits established by the laws and regulations in force (in particular, see the provisions of articles 148-bis of the TUF e 144-terdecies of the Issuers' Regulation;
that she is registered in the register of statutory auditors and has carried out statutory audit activities for no less than three years,
that she has filed her curriculum vitae, suitable for providing exhaustive information on her personal and professional characteristics, accompanied by a list of director and control offices held in other companies and relevant under the current laws and regulations, the Articles of Association and the Corporate Governance Code;
that she undertakes to promptly notify the Company and, on its behalf, the Board of Directors and the Board of Statutory Auditors of any changes to the statement;
that she undertakes to produce, at the Company's request, the necessary documentation suitable to confirm the truthfulness of the information stated;
that she is aware, pursuant to and for the purposes of the General Data Protection Regulation (EU) 2016/679 and in accordance with current prevailing law, that the personal data collected will be processed by the Company, including by computer, within the scope of the procedure for which this statement is made, authorising the Company to carry out the legally required publications for this purpose.

also confirms

that she irrevocably accepts the candidacy and any appointment to the position of Standing Auditor of the Company.
that she is not a candidate on any other list filed in connection to the election of the body and/or the corporate bodies of the Company to be held at the Shareholders' Meeting.

Yours faithfully,

Signature: [Illegible signature]

Dated:

30 MARCH 2020

I hereby authorise the processing of personal information pursuant to EU Regulation 679/2016 for any purpose related to activities concerning its acceptance.

Myriam Amato

PROFILE

45 years old, degree in Business Administration from Bocconi University, I gained my professional experience in the auditing of national and multinational companies. In addition to my auditing work, I also have experience working as a self-employed Chartered Accountant, collaborating with leading professional firms in Milan. The most recent work experience as a CFO of a listed company has allowed me to combine the experience I gained as a professional with the direct management of a company, further enabling me to improve my all-round skills.

Thanks to the positions I have held on the boards of listed companies, I have steadily increased my knowledge of corporate governance.

I have good organizational and planning skills, the ability to work to deadlines and I am goal-focused, I have a sense of responsibility, and my dedication, flexibility and dynamism have allowed me to play roles with increasing levels of responsibility.

I am used to managing work groups and I find managing interpersonal relationships easy.

PROFESSIONAL EXPERIENCE

Chartered Accountant and Legal Auditor

Since 1 January 2019, I have been a Partner of Revinet SPA, an auditing firm, registered in the MEF. I carry out the statutory auditing work and all related services with a particular focus on Italian SMEs.

Furthermore, I currently hold the following positions:

Company	Position	Listed, financial, banking, insurance or large company	Term of office	% accumulation of offices
HERA S.P.A.	Company	Listed	Approval of 2019 Financial Statements	1
AMGAS BLU SRL	Chairperson of the board of statutory auditors	no, subsidiary of Hera	Approval of 2021 Financial Statements	0.1
HERA COMM S.P.A	Chairperson of the board of statutory auditors	yes, subsidiary di Hera	Approval of 2019 Financial Statements	0.24
HERA TRADING S.R.L.	Chairperson of the board of statutory auditors	yes, subsidiary of Hera	Approval of 2019 Financial Statements	0.24
HERA LUCE S.R.L.	Chairperson of the board of statutory auditors	yes, subsidiary of Hera	Approval of 2019 Financial Statements	0.24
ACEGASAPSAMGA SERVIZI ENERGETICI S.P.A.	Chairperson of the board of statutory auditors	yes, subsidiary of Hera	Approval of 2021 Financial Statements	0.24
TAMBURI INVESTMENT PARTNERS S.P.A. IN SHORT T.I.P. S.P A OR TIP S.P.A.	Chairperson of the board of statutory auditors	Listed	Approval of 2020 Financial Statements	1
HERAMBIENTE S.P.A.	Standing auditor	yes, subsidiary of Hera	Approval of 2019Financial Statements	0.24
ACEGASAPSAMGA S.P A.	Standing auditor	yes, subsidiary of Hera	Approval of 2021 Financial Statements	0.24
ACANTHO S.P.A.	Standing auditor	yes, subsidiary of Hera	Approval of 2019Financial Statements	0.24
NEPTUNE VICOLUNGO 1 S.R.L.	Standing auditor	no	no	0.2
CASTELGUELFO 1 S.R.L.	Standing auditor	no	Approval of 2021 Financial Statements purposes of the	accumulation of
KIPOINT S.P.A.	Standing auditor	no	Approval of 2021 Financial Statements purposes of the	accumulation of
CREDIMI S.P.A.	Standing auditor	no	Approval of 2021 Financial Statements purposes of the	accumulation of
ASCOTRADE S.P.A.	Standing auditor	yes, subsidiary of Hera	Approval of 2021 Financial Statements	0.24
BLUE META S.P.A.	Standing auditor	yes, subsidiary of Hera	Approval of 2021 Financial Statements	0.24
DOORWAY SRL	Sole auditor	no	Approval of 2021 Financial Statements purposes of the	accumulation of
FRENI BREMBO SP.A. OR IN SHORT BREMBO S.P.A.	Alternate auditor			n/a
TOD'S S.P.A.	Alternate auditor			n/a
BRUNELLO CUCINELLI S.P.A.	Alternate auditor			n/a
YOOX NET-A-PORTER GROUP S.P.A OR IN SHORT YNAP				n/a
S.P.A.	Alternate auditor
POSTE ASSICURA S.P.A	Alternate auditor			n/a
HERAMBIENTE SERVIZI INDUSTRIALI S.R.L.	Alternate auditor			n/a
HERAMBIENTE S.R.L.	Alternate auditor			n/a
ASCOPIAVE ENERGIE S.p.A.	Alternate auditor			n/a
ETRA ENERGIA S.r.l.	Alternate auditor			n/a
		TOTAL		4.46

Group CFO @ Giglio Group Spa (from 2015 - 31/12/2018)

Within the scope of my professional duties, I was appointed as CFO of Giglio Group S.p.A., from February 2015 to 31 December 2018, to support Alessandro Giglio, CEO, in the reorganization of the group (with a focus on governance and process reorganisation) in view of an IPO operation, which then occurred on 7 August 2015 on the AIM market.

The group has offices in Italy, England, USA, China and Switzerland. I also supported the CEO in certain extraordinary acquisition and merger transactions, dealing with integrating the new companies acquired into the group on an all-round basis. In 2015, the group invoiced 11.5 million, and ended 2017 with Euro 78 million in revenue (pro forma 98 million).

I was Head of the "transling" process on the star segment of the Borsa Italiana electronic share market, which occurred on 20 March 2018, becoming a point of reference for the relations with the Borsa Italiana and Consob regulatory entities and with the investors. In 2017 I acted as the Reporting Officer and Investor Relator.

Focus on the main transactions:

1) May 2015: merger by incorporation between a company governed by English law and an Italian company.
2) August 2015: IPO on AIM. Euro 6 million collected on the market
3) September 2015: Acquisition of Mthree Satcom S.r.l,, appointed to the Board of Directors with full authorisation for financial matters
4) March 2016: Acquisition of MF fashion S.p.A., appointed to the Board of Directors with full authorisation for financial matters
5) December 2016: Merger by incorporation of the two companies acquired in the parent company
6) April 2017: Acquisition through capital increase of the Evolve SA Group
7) November 2017: appointed CFO, award for the AIM Company category. The award was the first recognition in Italy aimed at Administrative and/or Financial Managers who stood out for quality, understanding, professional capacity and team spirit.
8) March 2018: IPO STAR
9) In 2018, I was also responsible for the implementation of the transfer pricing model, implementation of the 231 and 262 models and the new Navision computer system in accordance with the regulation provisions governing listed companies on regulated markets.

Ernst & Young S.p.A (from 1998 to 2000 and from 2006 to 31\12\2013)

Position: Senior Manager

Head in charge of operations for the management and coordination of the auditing of the financial statements for the following types of companies:

listed Italian companies who draw up separate and consolidated financial statements in application of the main IAS/IFRS international accounting standards;
unlisted Italian companies who draw up separate financial statements applying Italian accounting standards;
Italian companies controlled by listed American Parent companies, who draw up the reporting packages applying the American US Gaap and SOA compliance accounting standards;
Italian companies controlled by foreign Parent companies, who draw up their reporting packages applying the IFRS accounting standards.

In the last 2 years, I became the Business Development Leader with the aim of supporting partners in all the business lines in the go to market actions, a function that enabled me to exponentially expand my relational skills.

Main customers for whom I carried out audit activities:

ENI S.p.A. Group

Company listed on the Italian and American Stock Exchanges. Auditing of certain group companies and various extraordinary transactions (acquisitions and subsequent Company mergers, Sales of company branches, company restructuring evaluations, sustainability of the value of fixed assets, impairment). SOA compliance analyses.

Standards applied IAS/IFRS

Alfa LavalGroup

Audit of reporting package. Work referred to Swedish colleagues.

Standards applied: IFRS and ITA GAAP for the statutory financial statements

Publicis Group

Audit of reporting package. Work referred to French colleagues.

Standards applied: IAS/IFRS and ITA GAAP for the statutory financial statements

Deborah Group.

Audit of the separate and consolidated financial statements, analysis of the problematic debt-related issues and going concern issues.

Standards applied:ITA GAAP.

Gilead Science S.r.L and Kci Medical S.r.l.

Audit of reporting package, Italian statutory financial statements and SOX. Work referred to American colleagues.

Standards applied: US Gaap, ITA GAAP for the statutory financial statements

Audit of reporting package and financial statements for smaller companies such as: Ballantyne Cashmere S.p.A., Herald Henderson Group, Irus Fund Group, Pradera Fund Group.

Studio Necchi Sorci & associati and Studio Pastori (from 2003 to 2006)

Position: Chartered Accountant

Head in charge of the management and coordination of the tax consultation and accounting activities for the

accountancy firm. The business had a large Italian and international customer base, and covered all areas of national and international taxmatters, in addition to contracts and corporate law, providing an integrated legal and tax service in complex corporate transactions. I also accumulated specific knowledge of the tax issues related to private equity transactions.

Deloitte & Touche S.P.A.(from 2000 to 2003)

Senior auditor in the Transaction Support Service area where I obtained experience in due diligence and company valuations, supporting acquisitions by private equity funds.

EDUCATION

Master's degree in Tax Law awarded by Bocconi University, in 2001-2002;
Degree in Business Administration awarded in 2000 by the Bocconi University, Milan;
Secondary school diploma in technical and administrative economics from the Pietro Verri Institute, Milan;
Registered as a Chartered Accountant in April 2002
Registered with the Register of Statutory Auditors pursuant to Italian Legislative Decree no. 39 of 27 January 2010, at no. 130237 Official Gazette no. 81 of 17 October 2003.

TRAINING COURSES AND OFFICES HELD

Active member of ANDAF (national association of financial managers) with managerial duties
Induction Session for Independent Directors and Statutory Auditors in accordance with the new Corporate Governance Code organised by Assogestioni in June -October 2013
Training course for directors and statutory auditors of listed companies organised by the Milan ODC [Order of Chartered Accountants]. May -September 2012.
Training course for independent directors -May -November 2012 organised by the Milan ODC
Member of the Governance of Listed Companies and Accounting Standards commissions of the Milan ODC
PWA (professional women association) associate, Bocconi Alumni and NedCommunity
Works as a teacher\partner with:
- Bocconi University-Prof. Valter Conca; Research title "The role of governance in venture backed companies"
- University of Castellanza -Prof. A. Cortesi; Research title "Finance and credit in companies operating in the Varese area"
- AIDC Italian Association of Chartered Accountants
- ODCMI [Milan Order of Chartered Accountants]
- Member of the study group established by the Milan ODC to draw up documents relating to the updating of accounting standards on behalf of the OIC (Italian Accounting Body).
Publications: "Business crises and debt restructuring" published by EGEA, 2014.

LANGUAGES

Excellent knowledge of English and French

COMPUTER KNOWLEDGE

Excellent knowledge of personal computers, especially Windows and its applications Word, Excel, Power Point. Good knowledge of SAP.

[Illegible signature]

Milan, 10 FEBRUARY 2020

I give my consent to the processing of my personal data in accordance with Italian Legislative Decree 196/2003

Company	Position	Listed, financial, banking, insurance or large company	Term of office	% accumulation of offices
HERA S.P.A.	Company	Listed	Approval of 2019 Financial Statements	1
AMGAS BLU SRL	Chairperson of the board of statutory auditors	no, subsidiary of Hera	Approval of 2021 Financial Statements	0.1
HERA COMM S.P.A	Chairperson of the board of statutory auditors	yes, subsidiary di Hera	Approval of 2019 Financial Statements	0.24
HERA TRADING S.R.L.	Chairperson of the board of statutory auditors	yes, subsidiary of Hera	Approval of 2019 Financial Statements	0.24
HERA LUCE S.R.L.	Chairperson of the board of statutory auditors	yes, subsidiary of Hera	Approval of 2019 Financial Statements	0.24
ACEGASAPSAMGA SERVIZI ENERGETICI S.P.A.	Chairperson of the board of statutory auditors	yes, subsidiary of Hera	Approval of 2021 Financial Statements	0.24
TAMBURI INVESTMENT PARTNERS S.P.A. IN SHORT T.I.P. S.P A OR TIP S.P.A.	Chairperson of the board of statutory auditors	Listed	Approval of 2020 Financial Statements	1
HERAMBIENTE S.P.A.	Standing auditor	yes, subsidiary of Hera	Approval of 2019 Financial Statements	0.24
ACEGASAPSAMGA S.P A.	Standing auditor	yes, subsidiary of Hera	Approval of 2021 Financial Statements	0.24
ACANTHO S.P.A.	Standing auditor	yes, subsidiary of Hera	Approval of 2019 Financial Statements	0.24
NEPTUNE VICOLUNGO 1 S.R.L.	Standing auditor	no	no	0.2
CASTELGUELFO 1 S.R.L.	Standing auditor	no	Approval of 2021 Financial Statements purposes of the	accumulation of
KIPOINT S.P.A.	Standing auditor	no	Approval of 2021 Financial Statements purposes of the	accumulation of
CREDIMI S.P.A.	Standing auditor	no	Approval of 2021 Financial Statements purposes of the	accumulation of
ASCOTRADE S.P.A.	Standing auditor	yes, subsidiary of Hera	Approval of 2021 Financial Statements	0.24
BLUE META S.P.A.	Standing auditor	yes, subsidiary of Hera	Approval of 2021 Financial Statements	0.24
DOORWAY SRL	Sole auditor	no	Approval of 2021 Financial Statements purposes of the	accumulation of
FRENI BREMBO SP.A. OR IN SHORT BREMBO S.P.A.	Alternate auditor			n/a
TOD'S S.P.A.	Alternate auditor			n/a
BRUNELLO CUCINELLI S.P.A.	Alternate auditor			n/a
YOOX NET-A-PORTER GROUP S.P.A OR IN SHORT YNAP S.P.A.	Alternate auditor			n/a
POSTE ASSICURA S.P.A	Alternate auditor			n/a
HERAMBIENTE SERVIZI INDUSTRIALI S.R.L.	Alternate auditor			n/a
HERAMBIENTE S.R.L.	Alternate auditor			n/a
ASCOPIAVE ENERGIE S.p.A.	Alternate auditor			n/a
ETRA ENERGIA S.r.l.	Alternate auditor			n/a

TOTAL 4.46

[Illegible signature]

Milan, 22 March 2020

DECLARATION OF ACCEPTANCE OF THE OFFICE OF ALTERNATE AUDITOR AND CONFIRMATION OF THE EXISTENCE OF THE LEGAL REQUIREMENTS

The undersigned STEFANO GNOCCHI, born in CODOGNO (LO) on 18/05/1974,

considering that

A) he was designated by a number of shareholders as a candidate for the purpose of the election as a member of the Board of Statutory Auditors at the extraordinary and ordinary shareholders' meeting of Hera S.p.A. (the "Company") which will be held at the Company's registered office - Viale C. Berti Pichat 2/4, Bologna - at "Spazio Hera", on 29 April 2020, at 10.00 a.m., in a single call ("Shareholders' Meeting"),
B) he is aware of the requirements provided by the current legislation and regulations and the Articles of Association for acceptance of the position of Statutory Auditor of the Company, including those indicated in the Director's Report with regard to the items on the Agenda pursuant to Article 125-terof Italian Legislative Decree no. 58 of 24 February 1998 (TUF - "Consolidated Law on Finance") as published on the Company's website ("Report"),

now therefore,

the undersigned, under his own sole responsibility, in accordance with the law and the Articles of Association, and for the purposes set forth in Article 76 of Italian Presidential Decree no. 445 of 28 December 2000 in the event of document forgery or false statements,

declares

the non-existence of grounds for ineligibility, forfeiture and incompatibility (also, pursuant to the provisions of the Consob Regulation adopted with resolution no. 11971 of 14 May 1999 ("Issuers' Regulation") regarding the limits on the accumulation of offices), as well as the possession of all the independence requirements pursuant to Article 148(3), TUF, and the Corporate Governance Code promoted by the Corporate Governance Committee ("Corporate Governance Code"), and the requirements of honourability and professionalism including those provided by Italian Ministerial Decree no. 162 of the Ministry of Justice of 30 March 2000, and those indicated in the Report and, in general, by the laws and regulations in force, the Articles of Association, the Corporate Governance Code and, more generally, by any further provision to the extent applicable, to hold the position of Statutory Auditor of the Company;
that he does not exercise and/or hold similar offices in management, supervisory and control bodies in companies or groups of companies competing with the Company;
that he does not hold administration and control offices to an extent equal to or greater than the limits established by the laws and regulations in force (in particular, see the provisions of articles 148-bis of the TUF e 144-terdecies of the Issuers' Regulation);
that he is registered in the register of statutory auditors and has carried out statutory audit activities for no less than three years,
■that he has filed her curriculum vitae, suitable for providing exhaustive information on her personal and professional characteristics, accompanied by a list of director and control offices held in other companies and relevant under the current laws and regulations, the Articles of Association and the Corporate Governance Code;
■that he undertakes to promptly notify the Company and, on its behalf, the Board of Directors and the Board of Statutory Auditors of any changes to the statement;
■that he undertakes to produce, at the Company's request, the necessary documentation suitable to confirm the truthfulness of the information stated;
■that he is aware, pursuant to and for the purposes of the General Data Protection Regulation (EU) 2016/679 and in accordance with current prevailing law, that the personal data collected will be processed by the Company, including by computer, within the scope of the procedure for which this statement is made, authorising the Company to carry out the legally required publications for this purpose;

also confirms

that he irrevocably accepts the candidacy and any appointment to the position of Standing Auditor of the Company.
that he is not a candidate on any other list filed in connection to the election of the body and/or the corporate bodies of the Company to be held at the Shareholders' Meeting.

Yours faithfully,

Signature: ______________ [Illegible signature]

Dated: 27 March 2020

I hereby authorise the processing of personal information pursuant to EU Regulation 679/2016 for any purpose related to activities concerning its acceptance.

Stefano Gnocchi

Twenty years professional experience in PwC (Italy and the United States) and Mazars (Italy) developed in governance, complia nce, internal control systems, internal audit, risk management, planning and control, organisational models pursuant to Italian Legislative Decree 231/2001, Supervisory Bodies, investigation and fraud auditing and financial auditing, industrial plan certificates, control management systems and prospectus disclosures.

Industries: energy, insurance, banking, asset management, real estate, fashion, retail, e-commerce, automobile, bilateral corporate funds.

Education:

Chartered Accountant, Statutory Auditor;
Certified Risk Management Assurance (CRMA), Certified Information System Auditor (CISA), Internal Audit Qualified External Assessor/Validator (QAR);
Degree in Economics, specialized in finance and a Master's degree in Business and Knowledge Audit from the Università Cattolica del Sacro Cuore of Piacenza and Milan (Italy).

Positions held:

Partner at Mazars Italy and Head of the Governance, Risk and Internal Control department;
Chairman of the boards of statutory auditors of listed industrial and financial groups (SNAM, MutuiOnline);
Standing auditor of Italian real estate and multinational companies working in the automobile sec tor;
Member of the Giglio Group supervisory board;
Member of commissions of the Chartered Accountant Association (Milan), Assirevi research committees and member of AIIA, AIAF, ANDAF, IGS and the NedCommunity.

Lecturing and publications:

Non-tenured lecturer at the Department of Economics and Business, University of Pavia (2010 2017);
Visiting Professor at the Department of Economics and Business, University of Milan Bicocca (2015 2017);
Monograph «Coso Framework- Reading Guide», ASSIREVI, January 2019;
Monograph «Accounting and technical advisory for the Public Prosecutor during preliminary investigations», ASSIREVI, April 2019.

I consent to the processing of my personal data pursuant to Italian Legislative Decree no. 196/2003 and the GDPR (Regulation (Eu) 2016/679)

Personal data
Name and Surname	Stefano Gnocchi
Place and date of birth	Codogno (LO), 18.05.1974

List of positions as at 25 March 2020
Company	Tax Code	Position	Starting date
SNAM S.P.A.	13271390158	Chairman of the Board of	02/04/2019
		Statutory Auditors
GRUPPO MOL S.P.A.	05072190969	Chairman of the Board of	24/04/2018
		Statutory Auditors
MTA S.P.A.	00828540153	Standing auditor	24/05/2018
VERCELLI DC1 S.P.A.	09599490969	Standing auditor	29/03/2019
CASTEL SAN GIOVANNI 3 S.P.A.	06282800967	Standing auditor	29/03/2019
IN LIQUIDAZIONE
SAN SALVO S.P.A.	04054730967	Standing auditor	29/03/2019
LOGISTICA BENTIVOGLIO S.P.A.	04023390968	Standing auditor	29/03/2019
CASTEL SAN GIOVANNI 1 S.P.A.	04023380969	Standing auditor	29/03/2019
IN LIQUIDAZIONE
MAZARS ITALIA S.P.A.	11176691001	Proxy	27/09/2016
HERA S.P.A.	04245520376	Alternate auditor	27/04/2017
PAREDES ITALIA S.P.A.	02974560100	Alternate auditor	07/05/2018
PANADAYLE MAPEDO S.P.A.	01506900461	Alternate auditor	07/05/2018
GRUPPO GAZECHIM ITALIA S.R.L.	07819410965	Alternate auditor	27/04/2018
GRUPPO PLASTICS ITALIA S.R.L.	07819410965	Alternate auditor	27/04/2018

Stefano Gnocchi [Illegible signature]

25 March 2020

CHAMBER OF COMMERCE OF ITALY

Companies Register – Official Archive of the Chamber of Commerce, Industry, Craftwork and Agriculture

COMPLETE PERSONAL TABLE

GNOCCHI STEFANO	PERSONAL DATA
[QR code]	Born	in CODOGNO (LO) on 18/05/1974
32VHJQ
The QR Code allows the user to check whether this document corresponds to the

document filed at the time the excerpt was taken. In order to check it, use the RI QR Code App or visit the official site of the Companies Register.

PARTY IN NUMBERS

No. of companies in which he holds at least one position No. of companies for which he is Representative 14 0

Historical information

No. of companies in which he held at least one position 1

Database information resulting from the most recent declaration submitted to the Companies Register relating to the company SNAM S.P.A.

Econ. and Admin. No.: MI - 1633443

Service provided by InfoCamere on behalf of the Italian Chambers of Commerce

Document no. T 334494600 excerpt from the Companies Register on 12/11/2019

Contents
	1 Companies in which the person holds positions and titles2
	2 Historical information: positions registered in the Companies Register and no longer held7

1 Companies in which the person holds positions and titles

Company name	Position
HERA S.P.A.	Alternate auditor
TAX CODE 04245520376
PAREDES ITALIA S.P.A.	Alternate auditor
TAX CODE 02974560100
MTA S.P.A.	Standing auditor
TAX CODE 00828540153
PANADAYLE MAPEDO S.P.A.	Alternate auditor
TAX CODE 01506900461
SNAM S.P.A.	Chairman of the Board of
TAX CODE 13271390158	Statutory Auditors
CASTEL SAN GIOVANNI 1 S.P.A. IN LIQUIDAZIONE	Standing auditor
TAX CODE 04023380969
LOGISTICA BENTIVOGLIO S.P.A.	Standing auditor
TAX CODE 04023390968
SAN SALVO S.P.A.	Standing auditor
TAX CODE 04054730967
"GRUPPO MUTUIONLINE S.P.A." IN SHORT "GRUPPO MOL S.P.A."	Chairman of the Board of
OR MOL HOLDING S.P.A."	Statutory Auditors
TAX CODE 05072190969
CASTEL SAN GIOVANNI 3 S.P.A. IN LIQUIDAZIONE	Standing auditor
TAX CODE 06282800967
GRUPPO GAZECHIM ITALIA S.R.L.	Alternate auditor
TAX CODE 07215860961
GAZECHIM PLASTICS ITALIA S.R.L.	Alternate auditor
TAX CODE 07819410965
MAZARS ITALIA S.P.A.	proxy
TAX CODE 11176691001
VERCELLI DC1 S.P.A.	Standing auditor
TAX CODE 09599490969

Complete personal table – 2 of 7

HERAS.P.A.	PUBLIC LIMITED COMPANY
	Registered office: BOLOGNA (BO) VIALE BERTI PICHAT 2/4 AREA CODE
	40127
	Certified email: [email protected] Tax Code: 04245520376
	Econ. and Admin. reg. no.: BO- 363550
Business	Business start date: 01/01/1997
	Classification ATECORI 2007:
	Business: 36 –WATER COLLECTION, TREATMENT AND SUPPLY
Positions	Alternate auditor
	Appointed on 27/04/2017
	Length of time in office: until approval of the financial statements for the
PAREDES ITALIA S.P.A.	year ending 31/12/2019 PUBLIC LIMITED COMPANY
	Registered office: GENOA (GE) VIA GIUSEPPE SPATARO 124 R. AREA CODE
	16151
	Certified email: [email protected]
	Tax Code: 02974560100
	Econ. and Admin. reg. no.: GE- 309958
Business	Business start date: 06/06/1990
	Classification ATECORI 2007:
	Business: 46.46.3 –Wholesale supply of medical and orthopaedic
Positions	equipment Alternate auditor
	Appointed on 07/05/2018
	Length of time in office: until approval of the financial statements for the
	year ending 31/12/2020
MTAS.P.A.	PUBLIC LIMITED COMPANY
	Registered office: CODOGNO (LO) VIALE DELL'INDUSTRIA 12 AREA CODE
	26845
	Certified email: [email protected]
	Tax Code: 00828540153
	Econ. and Admin. reg. no.: LO- 869922
Business	Business start date: 02/01/1974 Classification ATECORI 2007:
	Business: 29.31 –Manufacture of electric and electronic equipment for cars
	and their engines
Positions	Standing auditor
	Appointed on 24/05/2018
	Length of time in office: until approval of the financial statements for the
	year ending 31/12/2020
PANADAYLE MAPEDO S.P.A.	PUBLIC LIMITED COMPANY
	Registered office: VILLA BASILICA (LU) VIA DELLE CARTIERE 93 AREA CODE
	55019 DISTRICT: BOTTICINO Certified email: [email protected]
	Tax Code: 01506900461
	Econ. and Admin. reg. no.: LU- 146571
Business	Business start date: 13/10/1993
	Classification ATECORI 2007:
	Business: 17.2 –Manufacture of paper and cardboard articles

Positions	Alternate auditor
	Appointed on 07/05/2018
	Length of time in office: until approval of the financial statements for the
	year ending 31/12/2020
SNAM S.P.A.	PUBLIC LIMITED COMPANY
	Registered office: SAN DONATO MILANESE (MI) PIAZZA SANTA BARBARA 7
	AREA CODE 20097
	Certified email: [email protected]
	Tax Code: 13271390158 Econ. and Admin. reg. no.: MI- 1633443
Business	Business start date: 01/07/2001
	Classification ATECORI 2007:
	Business: 64.99.6 –Other financial brokerage not classified elsewhere
Positions	Chairman of the Board of Statutory Auditors
	Appointed on 02/04/2019
	Length of time in office: until approval of the financial statements for the
	year ending 31/12/2021
CASTEL SAN GIOVANNI 1	PUBLIC LIMITED COMPANY
S.P.A. IN LIQUIDAZIONE	Registered office: MILANO (MI) VIA MAURIZIO GONZAGA 7 AREA CODE
	20123
	Certified email: [email protected]
	Tax Code: 04023380969
	Econ. and Admin. reg. no.: MI- 1719365
Business	Business start date: 18/07/2003
	Classification ATECORI 2007:
	Business: 68.1 –Purchase and sale of own real estate
Positions	Standing auditor
	Appointed on 29/03/2019
	Length of time in office: until approval of the financial statements for the
	year ending 31/12/2019
Discontinued positions	DISCONTINUATION OF POSITION OR TITLE OF: ALTERNATE AUDITOR APPOINTED ON 20/01/2017, LENGTH OF TERM OF
	OFFICE: UNTIL APPROVAL OF THE FINANCIAL STATEMENTS FOR THE YEAR
	ENDING 31/12/2019
	Date of registration with Companies Register: 19/04/2019
	Registration no. 150741/2019
	Registration date: 18/04/2019
LOGISTICA BENTIVOGLIO	PUBLIC LIMITED COMPANY
S.P.A.	Registered office: MILANO (MI) CORSO DI PORTA ROMANA 68 AREA CODE
	20122
	Certified email: [email protected]
	Tax Code: 04023390968
	Econ. and Admin. reg. no.: MI- 1719381
Business	Business start date: 18/07/2003
	Classification ATECORI 2007:
	Business: 68.1 - Purchase and sale of own real estate
Positions	Standing auditor
	Appointed on 29/03/2019
	Length of time in office: until approval of the financial statements for the year ending 31/12/2019
Complete personal table – 4 di 7

GNOCCHI STEFANO Tax Code GNCSFN74E18C816I

Discontinued positions	DISCONTINUATION OF POSITION OR TITLE OF: ALTERNATE AUDITOR APPOINTED ON 20/01/2017, TERM OF OFFICE: UNTIL APPROVAL OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDING
	31/12/2019
	Date of Registration with Companies Register: 15/04/2019
	Registration number: 136469/2019
	Registration date: 10/04/2019
SAN SALVO S.P.A.	PUBLIC LIMITED COMPANY
	Registered office: MILANO (MI) VIA MAURIZIO GONZAGA 7 AREA CODE
	20123
	Certified email: [email protected]
	Tax Code: 04054730967
	Econ. and Admin. reg. no.: MI- 1721998
Business	Business start date: 11/09/2003
	Classification ATECORI 2007:
	Business: 68.1 - Purchase and sale of own real estate
Positions	Standing auditor
	Appointed on 29/03/2019
	Length of time in office: until approval of the financial statements for the
	year ending 31/12/2019
Discontinued positions	DISCONTINUATION OF POSITION OR TITLE OF:
	ALTERNATE AUDITOR APPOINTED ON 20/01/2017, TERM OF OFFICE: UNTIL
	APPROVAL OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDING
	31/12/2019
	Registration date with the Companies Register: 11/04/2019
	Registration number: 136482/2019
	Registration date: 10/04/2019
"GRUPPO MUTUIONLINE	PUBLIC LIMITED COMPANY
S.P.A." IN SHORT "GRUPPO	Registered office: MILANO (MI) VIA CASATI FELICE 1/A AREA CODE 20124
MOL S.P.A." OR MOL	Certified email: [email protected]
HOLDING S.P.A."	Tax Code: 05072190969
	Econ. and Admin. reg. no.: MI- 1794425
Business	Business start date: 13/01/2006
	Classification ATECORI 2007:
	Business: 70.1 –Holding company in the management business
	(operational holding)
Positions	Chairman of the Board of Statutory Auditors
	Appointed on 24/04/2018
	Length of time in office: 3 financial years
CASTEL SAN GIOVANNI 3	PUBLIC LIMITED COMPANY
S.P.A. IN LIQUIDAZIONE	Registered office: MILANO (MI) VIA MAURIZIO GONZAGA 7 AREA CODE 20123
	Certified email: [email protected]
	Tax Code: 06282800967
	Econ. and Admin. reg. no.: MI- 1881682
Business	Business start date: 24/07/2008
	Classification ATECORI 2007:
	Business: 68.1 - Purchase and sale of own real estate
Positions	Standing auditor
	Appointed on 29/03/2019
	Length of time in office: until approval of the financial statements for the
	year ending 31/12/2019
Complete personal table – 5 of 7

Discontinued positions	DISCONTINUATION OF POSITION OR TITLE OF: ALTERNATE AUDITOR APPOINTED ON 20/01/2017, TERM FO OFFICE: UNTIL APPROVAL OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDING 31/12/2019 Registration date in the Companies Register: 19/04/2019 Registration number: 150791/2019
GRUPPO GAZECHIM ITALIA	Registration date: 18/04/2019 LIMITED COMPANY WITH SOLE SHAREHOLDER
S.R.L.	Registered office: ROZZANO (MI) VIA UMBERTO TERRACINI 15-17-19 AREA CODE 20089
	Certified email: [email protected] Tax Code: 07215860961
	Econ. and Admin. reg. no.: MI- 1943844
Business	Company INACTIVE
Positions	Alternate auditor
	Appointed on 27/04/2018
	Length of time in office: until approval of the financial statements for the year ending 31/12/2020
GAZECHIM PLASTICS ITALIA	LIMITED COMPANY WITH SOLE SHAREHOLDER
S.R.L.	Registered office: ROZZANO (MI) VIA UMBERTO TERRACINI 15/17/19 AREA
	CODE 20089
	Certified email: [email protected] Tax Code: 07819410965
	Econ. and Admin. reg. no.: MI- 1983846
Business	Business start date: 05/07/2012
	Classification ATECORI 2007:
	Business: 46.76.2 –Wholesale business for raw rubber, primary or semi
	finished plastic materials
Positions	Alternate auditor
	Appointed on 27/04/2018
	Length of time in office: until approval of the financial statements for the
	year ending 31/12/2020
MAZARS ITALIA S.P.A.	PUBLIC LIMITED COMPANY
	Registered office: MILANO (MI) LARGO AUGUSTO 8 AREA CODE 20122 Certified email: [email protected]
	Tax Code: 11176691001
	Econ. and Admin. reg. no.: MI- 2076227
Business	Business start date: 01/10/2015
	Classification ATECORI 2007:
	Business: 69.20.2 –Auditing and financial statements certification firm
Positions	proxy
	Appointed on 27/09/2016
	Length of time in office: until revoked

Complete personal table – 6 of 7

VERCELLI DC1 S.P.A.	PUBLIC LIMITED COMPANY Registered office: MILANO (MI) VIA MAURIZIO GONZAGA 7 AREA CODE 20123 Certified email: [email protected] Tax Code: 09599490969 Econ. and Admin. reg. no.: MI- 2101295
Business	Business start date: 29/07/2016 Classification ATECORI 2007:	Business: 41.1 –Development of real estate projects without construction
Positions	Standing auditor Appointed on 29/03/2019 Length of time in office: until approval of the financial statements for the year ending 31/12/2019
Discontinued positions	DISCONTINUATION OF POSITION OR TITLE OF: STANDING AUDITOR APPOINTED ON 09/12/2016, TERM OF OFFICE: UNTIL APPROVAL OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDING 31/12/2018 Date registered with the Companies Register: 22/03/2017 Registration number: 75234/2017 Registration date: 21/03/2017 DISCONTINUATION OF POSITION OR TITLE OF: ALTERNATE AUDITOR DATA APPOINTED ON 03/03/2017, TERM OF OFFICE: UNTIL APPROVAL OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDING 31/12/2019 Date registered with the Companies Register: 11/04/2019 Registration number: 136839/2019 Registration date: 11/04/2019
2 Historical information: Positions registered in the Companies Register and no longer held
Company name GL events Italia s.p.a. TAX CODE 01956421208	Company status	position
GL events Italia s.p.a.	PUBLIC LIMITED COMPANY Registered office: TORINO (TO) VIA NIZZA 294 AREA CODE 10126 Certified email: [email protected] Tax Code: 01956421208

Business Business start date: 24/06/1999

Discontinued positions DISCONTINUATION OF POSITION OR TITLE OF: ALTERNATE AUDITOR APPOINTED ON 13/06/2017 TERM FO OFFICE: UNTIL APPROVAL OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDING 31/12/2018 Date registered on the Companies Register: 03/09/2019 Registration number: 127450/2019 Registration date: 08/08/2019

Business: 82.3 –Organisation of conventions and fairs

Econ. and Admin. reg. no.: TO- 997990

Classification ATECORI 2007:

AI assistant

Hera — Governance Information 2020

4260_rns_2020-04-08_ff6d6a83-8e97-4587-a547-0fe4f7e3a6ce.pdf

TREVISAN & ASSOCIATI

Subject: Filing of the list for the Board of Statutory Auditors of Hera S.p.A. pursuant to Article 26 of the Articles of Association

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

considering that

in light of

taking into account

hereby submit

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

Section II – Alternate Auditors

also declare

hereby delegate

Amundi

APG Asset Management

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

considering that

in light of

taking into account

hereby submit

LIST FOR THE BOARD OF STATUTORY AUDITORS

Section I – Standing Auditors

Section II – Alternate Auditors

apg

also declare

hereby delegate

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

considering that

in light of

taking into account

hereby submit

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

Section II – Alternate Auditors

The undersigned Shareholders

also declare

hereby delegate

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

considering that

in light of

taking into account

hereby submit

hereby delegate

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

considering that

in light of

taking into account

hereby submit

EURIZON ASSET MANAGEMENT

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

Section II – Alternate Auditors

also declare

hereby delegate

EURIZON ASSET MANAGEMENT

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

considering that

in light of

taking into account

hereby submit

LIST FOR THE BOARD OF STATUTORY AUDITORS Section I – Standing Auditors

EURIZON ASSET MANAGEMENT

also declare

hereby delegate

EURIZON ASSET MANAGEMENT

FIDEURAM ASSET MANAGEMENT IRELAND

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

considering that

in light of

taking into account

hereby submit

LIST FOR THE BOARD OF STATUTORY AUDITORS

FIDEURAM ASSET MANAGEMENT IRELAND

also declare

hereby delegate

FIDEURAM ASSET MANAGEMENT IRELAND

LIST FOR THE APPOINTMENT OF THE MEMBERS OF THE BOARD OF STATUTORY AUDITORS OF HERA S.P.A.

considering that

in light of

taking into account

hereby submit

Hera Governance Information 2020