Cross-company agreements

CROSS-COMPANY AGREEMENTS

The Company is aware of the following Shareholders’ Agreements, as defined in Article 122 of the Uniform Financial Code:

(i) Framework Agreement executed on May 12, 2005 by AEM, Delmi, EDF and WGRM for the purpose of acquiring joint control of Edison through a 50-50 joint venture of Delmi and WGRM, subsequently identified as TdE.
(ii) Shareholders’ Agreements executed by the same parties concurrently with the abovementioned Agreement, which concerned the corporate governance of Edison and TdE.
(iii) Investment and Shareholders’ Agreement executed on July 7, 2005 by AEM, Dolomiti Energia, SEL, Mediobanca, Banca Popolare di Milano and Fondazione Cassa di Risparmio di Torino, and a subsequent agreement amending and supplementing the earlier stipulations, which was executed on July 18, 2005 by the abovementioned parties and Enìa.<
(iv) Shareholders’ Agreement executed on July 7, 2005 by Mediobanca, Banca Popolare di Milano and Fondazione Cassa di Risparmio di Torino (Delmi’s financial shareholders) covering the mutual obligation to provide information and communication of voting decisions made by the parties to the Agreement ahead of meetings of Delmi’s Management Committee and of meetings of the Boards of Directors and Shareholders’ Meetings of Delmi, TdE and Edison. The Agreement also governs how votes will be cast at the abovementioned meeting and the inclusion of new shareholders in Delmi’s shareholder base.