The Mayor
Roma Capitale
Via del Campidoglio 1 - 00186 Rome
segreteria.sindaco@comune.roma.it
RA/44481
From the Campidoglio, 14 July 2026
to ACEA S.p.A.
c/o Chairperson of the Board of Directors
Alessandro Rivera
P. le Ostiense, 2 00154 - Rome
PEC: adempimentisocietari.corporate@pec.aceaspa.it
and, for information, to the Chairman of the Board of Statutory Auditors of ACEA S.p.A.
Giampiero Tasco
Annexes: 3
- annex 1: explanatory report (including the candidate’s declaration, CV and ID)
- annex 2: share certification
- annex 3: Mayor’s document
Subject: Request to convene an extraordinary and ordinary Shareholders’ Meeting of Acea S.p.A. pursuant to Article 2367 of the Italian Civil Code and Article 11, paragraph 3 of the Articles of Association.
Dear Sirs,
The undersigned, Roma Capitale, in its capacity as a shareholder of ACEA holding 108,611,150 ordinary shares in the Company, representing a 51% stake in the share capital, in the exercise of the rights conferred by Article 2367 of the Civil Code and Articl e 11, paragraph 3 of ACEA’s Articles of Association, hereby formally requests the Board of Directors to convene an extraordinary and ordinary Shareholders’ Meeting of the shareholders of ACEA S.p.A., with the following agenda:
Extraordinary Session
1. Amendment to Article 15.1 of the Articles of Association; related and consequential resolutions.
Ordinary Session
2. Increase in the number of members of the Board of Directors from 13 (thirteen) to 14 (fourteen); related and consequential resolutions.
3. Appointment of a member of the Board of Directors; related and consequential resolutions.
The grounds for the proposed resolutions referred to in items 1, 2 and 3 of the agenda are set out in a specific explanatory report attached to this document as Annex “ 1”, as required by Article 125- ter, paragraph 3, of Legislative Decree No. 58 of 1998.
In light of the above, Roma Capitale hereby requests that the Board of Directors:
The Mayor
Roma Capitale
Via del Campidoglio 1 - 00186 Rome
segreteria.sindaco@comune.roma.it
(i) arranges for the convening of the Company’s Shareholders’ Meeting, setting the date of the meeting by publishing the notice of meeting in accordance with the standard notice period of at least 30 (thirty) days prior to the date of the meeting, pursuant to Article 125- bis, paragraph 1, of Legislative Decree No. 58 of 1998;
(ii) make available to the public the explanatory report attached to this document as Annex “1”, together with any assessments it may have made pursuant to Article 125- ter, paragraph 3, of Legislative Decree No. 58 of 1998, at the same time as the notice convening the Shareholders’ Meeting is published, in accordance with the procedures laid down in Article 125- ter, paragraph 1, of Legislative Decree No. 58 of 1998.
The undersigned’s status as a shareholder and the number of shares in the Company held by the undersigned are evidenced by a specific certificate issued by authorised intermediaries in accordance with the legislation in force pursuant to Article 83- sexies of Legislative Decree No. 58 of 1998, attached hereto as Annex “ 2”.
A copy of the identity document of the legal representative of Roma Capitale is attached to this document as Annex “3”.