Terna Energy S A : Brief description of the items in the Agenda - Draft resolutions

Brief description of the items in the Agenda

Draft resolutions

ITEM 1: Distribution of profits and provisional reserves of the Company of the financial years up to 31.12.2020, in accordance with article 162 par. 3 of law 4548/2018, of a total net amount of EUR 19,695,365.30, i.e. an amount of EUR 0.17 per share. Granting of authorization to the Board of Directors to determine the details for the implementation of the said decision and within its limits, and more specifically to determine the beneficiaries of this cash distribution, the "ex-dividend" date, the payment date as well as any other relevant matter.

The Board of Directors will propose the approval of the distribution of profits and provisional reserves of the Company of the financial years up to 31.12.2020, in accordance with article 162 par. 3 of law 4548/2018, of a total net amount of EUR 19,695,365.30, i.e. an amount of EUR 0.17 per share. Granting of authorization to the Board of Directors to determine the details for the implementation of the said decision and within its limits, and more specifically to determine the beneficiaries of this cash distribution, the "ex-dividend" date, the payment date as well as any other relevant matter.

The General Assembly with votes …………………………… approves the proposal for the distribution of

profits and provisional reserves of the Company of the financial years up to 31.12.2020, in accordance with article 162 par. 3 of law 4548/2018, of a total net amount of EUR 19,695,365.30, i.e. an amount of EUR 0.17 per share and authorizes the the Board of Directors to determine the details for the implementation of the said decision and within its limits, and more specifically to determine the beneficiaries of this cash distribution, the "ex-dividend" date, the payment date as well as any other relevant matter.

ITEM 2:

Amendment of article 9 par. 3 of the Company's Articles of Association due to the reduction of the term of the Board of Directors from five (5) to four (4) years. Codification of the Articles of Association.

The Articles of Association, marked with its proposed amendments, are posted on the Company's

websitehttps://www.terna-energy.com/enimerosi-ependyton/enimerosi-metoxon/genikes-sineleuseis/.

Required quorum for resolutions on item 1:

20% of the share capital and

Required majority: 50% +1 votes of those present

Required quorum for resolutions on item 2:

50% of the share capital and

Required majority: 50% +1 votes of those present

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