Be Charge S.r.l., Zweigniederlassung München

München

Befreiender Jahresabschluss zum Geschäftsjahr vom 01.01.2023 bis zum 31.12.2023

Be Charge S.r.l.

Mailand/Italien

General information on the company

Company details

Name:	BE CHARGE S.R.L.
Headquarters:	VIA CARLO BO 11, 20143 MILAN (MI)
Share Capital:	500,000
Fully paid-up share capital:	yes
Chamber of Commerce Code:
VAT No.:	09957510960
Tax Identification No.:	09957510960
REA No.:	MI 2124183
Legal form:	LIMITED LIABILITY COMPANY WITH SOLE SHAREHOLDER
Main economic activity (ATECO code):	35.14.00
Company in liquidation:	no
Sole shareholder company:	yes
Company subject to management and coordination by others:	yes
Name of the company or entity exercising management and coordination activities:	ENI S.P.A.
Belonging to a group:	yes
Name of the parent company:	ENI S.P.A.
Country of the parent company:	ITALY
Registration No. in the Register of Cooperatives:

Balance Sheet

	31-12-2023	31-12-2022
Assets
B) Fixed Assets
I - Intangible assets
1) Formation expenses	83,336	109,944
Total intangible assets	83,336	109,944
II - Property, plant and equipment
2) plant and equipment	47,141,516	30,058,420
3) industrial and commercial equipment	5,149	5,936
5) fixed assets in the course of construction and payments on account	149,228,351	54,845,567
Total property, plant and equipment	196,375,016	84,909,923
III - Non-current financial assets
1) equity investments in
(a) subsidiaries	1,510,000	910,000
Total equity investments	1,510,000	910.000
2) Loans and receivables
(a) from subsidiaries
collectible within the next financial year	744,000	744,000
Total loans and receivables from subsidiaries	744,000	744,000
Total loans and receivables	744,000	744,000
Total non-current financial assets	2,254,000	1,654,000
Total fixed assets (B)	198,712,352	86,673,867
C) Current assets
I - Inventories
3) contract work in progress	126,699	67,564
4) finished products and goods	4,284,083	-
Total inventories	4,410,782	67,564
II - Loans and receivables
1) from customers ("trade receivables")
collectible within the next financial year	3,547,903	2,316,857
Total trade receivables	3,547,903	2,316,857
2) from subsidiaries
collectible within the next financial year	57.809	311,273
Total loans and receivables from subsidiaries	57.809	311,273
3) from associates
collectible within the next financial year	143,222	33.098
Total loans and receivables from associates	143,222	33.098
4) from parent companies
collectible within the next financial year	8,729,979	6,666,088
Total loans and receivables from parent companies	8,729,979	6,666,088
5-bis) tax receivables
collectible within the next financial year	24,244,192	17,769,306
Total tax receivables	24,244,192	17,769,306
5-quater) from others
collectible within the next financial year	7,724,964	242,946
collectible beyond the next financial year	96.458	96.458
Total loans and receivables from others	7,821,422	339,404
Total loans and receivables	44,544,527	27,436,026
IV - Cash and cash equivalents
1) bank and postal deposits	7,342,939	7,374,201
3) cash and equivalents on hand	30	36
Total cash and cash equivalents	7,342,969	7,374,237
Total current assets (C)	56,298,278	34,877,827
D) Accruals, prepayments and deferrals	611,784	320,815
Total assets	255,622,414	121,872,509

Liabilities
A) Shareholders' equity
I - Capital	500.000	500,000
VI - Other reserves, separately disclosed
Capital contribution payments	137,314,289	71,166,198
Reserve for unrealised foreign currency gains	374,275	57.706
Total other reserves	137,688,564	71,223,904
IX - Profit (loss) for the financial year	(24,594,070)	(13,651,909)
Total shareholders' equity	113,594,494	58,071,995
B) Allowances for risks and charges
4) others	731,947	386,092
Total allowances for risks and charges	731,947	386,092
D) Payables
3) payables to shareholders for loans
collectible within the next financial year	70,242,788	-
collectible beyond the next financial year	-	33,565,000
Total payables to shareholders for loans	70,242,788	33,565,000
4) amounts due to banks
collectible within the next financial year	-	53
Total amounts due to banks	-	53
7) trade payables
collectible within the next financial year	24,345,700	18,879,169
Total trade payables	24,345,700	18,879,169
9) payables to subsidiaries
collectible within the next financial year	261,861	106,246
Total payables to subsidiaries	261,861	106,246
10) payables to associates
collectible within the next financial year	267.775	-
Total payables to associates	267,775	-
11) payables to parent companies
collectible within the next financial year	18,079,991	10,121,352
Total payables to parent companies	18,079,991	10,121,352
12) tax payables
collectible within the next financial year	12.119	6,655
Total tax payables	12.119	6,655
13) payables to social security agencies
collectible within the next financial year	32.486	-
Total payables to social security agencies	32.486	-
14) other payables
collectible within the next financial year	705,995	22.741
Total other payables	705,995	22.741
Total payables	113,948,715	62,701,216
E) Accruals, prepayments and deferrals	27,347,258	713.206
Total liabilities	255,622,414	121,872,509

Income Statement

	31-12-2023	31-12-2022
A) Production value
1) revenue from sales and services	24,472,969	10,390,275
2) changes in inventories of work in progress, unfinished and finished goods	4,284,083	-
3) Changes in contract work in progress	126,699	(321,897)
5) other revenues and income
other	597.811	306,074
Total other revenues and income	597,811	306,074
Total production value	29,481,562	10,374,452
B) Production costs
6) raw, ancillary materials, consumables and goods	8,816,287	5,939,364
7) services	42,143,786	16,543,645
8) leases	109,356	110.756
9) staff
a) salaries and wages	353.406	-
(b) social security contributions	113,505	-
(e) other costs	3,396	-
Total staff costs	470,307	-
10) amortisation/depreciation and impairment
(a) amortisation of intangible assets	27.548	27.742
b) depreciation of property, plant and equipment	7,561,208	4,343,563
c) other impairment of fixed assets	33,552	109,998
(d) impairment of loans and receivables included in current assets and of cash and cash equivalents	165.963	-
Total amortisation/depreciation and impairment	7,788,271	4,481,303
12) provisions for risks	345,848	196,092
14) other operating expenses	766,208	875.073
Total production costs	60,440,063	28,146,233
Difference between value and cost of production (A - B)	(30,958,501)	(17,771,781)
C) Financial income and expenses
16) other financial income
(d) income other than the above
other	2,308	10.905
Total income other than the above	2,308	10,905

	31-12-2023	31-12-2022
Total other financial income	2,308	10.905
17) interest and other financial expenses
other	1,696,585	(53)
Total interest and other financial expenses	1,696,585	(53)
17-bis) foreign currency gains and losses	71.394	(54,721)
Total financial income and expenses (15 + 16 - 17 + - 17-bis)	(1,622,883)	(43,763)
Earnings before tax (A - B + - C + - D)	(32,581,384)	(17,815,544)
20) Current, deferred and prepaid income taxes
income (expenses) from participation in the tax consolidation/fiscal transparency regime	7,987,314	4,163,635
Total current, deferred and prepaid income taxes	(7,987,314)	(4,163,635)
21) Profit (loss) for the financial year	(24,594,070)	(13,651,909)

Cash flow statement, indirect method

	31-12-2023	31-12-2022
A) Cash flow from operating activities (indirect method)
Profit (loss) for the year	(24,594,070)	(13,651,909)
Income taxes	(7,987,314)	(4,163,635)
Interest expense/(income)	1,694,277	(10,958)
(Dividends)	0	0
(Capital gains)/Losses from disposal of assets	0	0
1) Profit (loss) for the year before income tax, interest, dividends and capital gains/losses from disposal of assets	(30,887,107)	(17,826,502)
Adjustments for non-cash items not recorded in net working capital
Provisions to funds	545,363	196,092
Amortisation/depreciation of fixed assets	7,588,950	4,371,305
Impairment losses	0	109,998
Adjustments to financial assets and liabilities of derivative financial instruments not involving monetary movements	0	0
Other adjustments up/(down) for non-monetary items	316,569	0
Total adjustments for non-monetary items not recorded in net working capital	8,450,882	4,677,395
2) Cash flow before changes in net working capital	(22,436,225)	(13,149,107)
Changes in net working capital
Decrease/(Increase) in inventories	(4,343,218)	574,928
Decrease/(Increase) in trade receivables	(1,233,941)	(1,622,893)
Increase/(Decrease) in trade payables	5,466,531	14,919,521
Decrease/(Increase) in accrued income and prepaid expenses	(290,969)	(152,247)
Increase/(Decrease) in accruals and deferred income	26,634,052	347,842
Other decreases/(Other increases) in net working capital	(3,992,240)	(6,854,112)
Total changes in net working capital	22,240,215	7,213,039
3) Cash flow after changes in net working capital	(196,010)	(5,936,068)
Other adjustments
Interest received/(paid)	(1,694,277)	10,958
(Income taxes paid)	5,930,454	0
Dividends received	0	0
(Use of funds)	0	0
Total other adjustments	4,236,177	10,958
Cash flow from operating activities (A)	4,040,167	(5,925,110)
B) Cash flows from investment activities

	31-12-2023	31-12-2022
Property, plant and equipment
(Investments)	(119,059,853)	(59,202,965)
Disinvestments	33.552	0
Intangible assets
(Investments)	(1,134)	(137,430)
Disinvestments	0	-
Non-current financial assets
(Investments)	(1,344,000)	(600,000)
Disinvestments	0	0
Current financial assets
(Investments)	0	0
Disinvestments	0	0
(Acquisition of business units net of cash and cash equivalents)	0	0
Sale of business units net of cash and cash equivalents	0	0
Cash flow from investment activities (B)	(120,371,435)	(59,940,395)
C) Cash flows from financing activities
Outside funding
Increase/(Decrease) in short-term payables to banks	-	(850)
New financing	45,000,000	3,580,000
(Repayment of loans)	(8,500,000)	-
Own funds
Paid-in capital increase	79,800,000	69,000,000
(Principal repayment)	0	0
Disposal/(Purchase) of treasury shares	0	0
(Dividends and interim dividends paid)	0	0
Cash flow from financing activities (C)	116,300,000	72,579,150
Increase (decrease) in cash and cash equivalents (A ± B ± C)	(31,268)	6,713,645
Foreign currency effect on cash and cash equivalents	0	0
Cash and cash equivalents at the start of the year
Bank and postal deposits	7,374,201	660,485
Cheques	0	0
Cash and equivalents on hand	36	107
Total cash and cash equivalents at start of the year	7,374,237	660,592
Of which not available for use	0	0
Cash and cash equivalents at year-end
Bank and postal deposits	7,342,939	7,374,201

	31-12-2023	31-12-2022
Cash and equivalents on hand	30	36
Total cash and cash equivalents at year-end	7,342,969	7,374,237
Of which not available for use	0	0

Notes to the financial statements, first part

The financial statements for the year ended 31 December 2023, of which these notes to the financial statements form an integral part pursuant to Article 2423, first paragraph, of the Civil Code, correspond to the results of the accounting records duly kept and have been prepared in accordance with Articles 2423, 2423-ter, 2424, 2424-bis, 2425, 2425-bis, 2425-ter and 2427 of the Civil Code, and the preparation principles in accordance with Article 2423-bis and the measurement criteria set forth in Article 2426 of the Civil Code.

The company is exempt from the obligation to prepare consolidated financial statements as this is carried out by the parent company Eni S.p.A..

It should be noted that during the two-year period 2022-2023, the company set up a number of branches (or fixed establishments) to comply with local tax obligations as part of the group's strategic expansion plan, which envisages the installation of electrical vehicle charging points abroad in the countries listed below:

•	Austria;
•	Croatia;
•	France;
•	Germany;
•	Greece;
•	Portugal;
•	Romania;
•	Serbia;
•	Slovenia;
•	Spain;
•	Switzerland.

As at 31 December 2023, the operating branches are located in Austria - Spain - France - Switzerland - Germany - Romania and Slovenia.

Preparation principles

To prepare the financial statements in a clear manner and to provide a true and fair presentation of the financial position and profit or loss in accordance with Article 2423-bis of the Civil Code, we:

•	assessed individual items according to prudence and in view of normal going concern;
•	included only profits actually realised during the financial year;
•	determined income and expenses on an accrual basis, and regardless of their financial impact;
•	included all risks and losses incurred during the year, even if discovered after the end of the financial year;
•	considered separately, for the purpose of their assessment, the disparate elements included in the various items of the financial statements;
•	kept the adopted assessment criteria unchanged from the previous year.

The following financial reporting assumptions under OIC 11, paragraph 15 were also observed:

(a)	prudence;
(b)	going concern basis;
(c)	material representation;
(d)	accrual basis;
(e)	consistency in measurement criteria;
(f)	materiality;
(g)	comparability.

Going concern basis

With regard to this principle, the items in the financial statements were measured on a going concern basis and therefore taking into account the fact that the company is a functioning economic entity, destined, at least in the foreseeable future (12 months from the reporting date of the financial statements), to generate income.

The forward-looking assessment of the going concern assumption showed no significant uncertainties.

The Strategic Plan for the coming years envisages for BE Power and its subsidiaries Be Charge and Be Charge Valle d' Aosta an ambitious development plan that will see the installation of about 30,000 high-power and AC electric vehicle charging points. In addition to the domestic market, Be Charge also plans to enter the European market.

From a balance sheet point of view, the company will be able to rely on the resources that the Group will make available to ensure its obligations are fulfilled and continued with a view to the going concern.

Exceptional cases pursuant to Article 2423, fifth paragraph, of the Civil Code

No exceptional events occurred that made it necessary to apply derogations under Article 2423, fifth paragraph, of the Civil Code.

Changes in accounting standards

The accounting standards remained unchanged during the year.

Correction of material errors

No material errors from previous years came to light during the year.

Comparability and adaptation issues

There are no assets and liabilities that fall under more than one item in the balance sheet.

Measurement criteria applied

The criteria applied when measuring the financial statement items, shown below, comply with the provisions of Article 2426 of the Civil Code.

The measurement criteria referred to in Article 2426 of the Civil Code are consistent with those used in the preparation of the financial statements of the previous year.

Intangible assets

Intangible assets are recorded, to the extent of their recoverable amount, at purchase or internal production cost, including all directly attributable accessory charges, and are systematically amortised on a straight-line basis in relation to the residual useful life of the asset. In particular, formation expenses derive from the capitalisation of charges relating to the start-up or expansion of operating capacity and are amortised over five years.

Industrial patent rights and intellectual property rights are amortised over their presumed useful life, which may not exceed the period set by licensing agreements.

Fixed assets whose value at the end of the financial year is permanently lower than the residual cost to be amortised are recorded at this lower value; this value is not maintained if the reasons for the adjustment cease to exist in subsequent years.

Property, plant and equipment

Property, plant and equipment are recognised at the date on which the risks and rewards of ownership of the acquired assets are transferred and are recognised, to the extent of their recoverable amount, at purchase or production cost net of depreciation funds, including all directly attributable incidental costs and expenses, and indirect costs relating to internal production.

The cost of fixed assets whose use is limited in time is systematically depreciated in each financial year on the basis of economic and technical rates determined in relation to the residual useful life. All assets, including those temporarily unused, have been depreciated.

Depreciation begins when the assets are available and ready for use.

The rates reflecting the result of the technical depreciation schedules have been applied, confirmed by the companies and reduced by 50% for acquisitions during the financial year, as the conditions set out in OIC 16, paragraph 61, exist for these.

The depreciation schedules, in accordance with OIC 16, paragraph 70, are revised in the event of a change in the remaining useful life of the asset.

Obsolete assets and those that will no longer be used or usable in the production cycle, as per OIC 16, paragraph 80, have not been depreciated and are valued at the lower of the net book value and the recoverable amount.

Fixed assets under construction include tangible assets under construction. These costs remain under this item until ownership of rights is acquired or the project is completed. When these conditions are met, the corresponding values are reclassified under the items of property, plant and equipment. Fixed assets under construction are not subject to depreciation.

The rates applied during the year are as follows:

―	Plant and machinery: 15%;
―	Industrial and commercial equipment: 10%.

Equity Investments

Equity investments are classified as either fixed assets or current assets on the basis of their intended use.

Long-term investments

Long-term investments have been valued by attributing to each investment the cost specifically incurred. Pursuant to Article 2426(3) of the Civil Code, in the presence of impairment losses, defined and determined on the basis of OIC 21, paragraphs 31 to 41, the cost has been adjusted.

Inventories

Finished goods inventories are valued in the financial statements at the lower of purchase or production cost and value. The general method for determining the cost of goods is the specific cost, which presupposes the identification and allocation to individual physical units of the costs specifically incurred for those units.

Inventories relating to contract work in progress and that relate to contracts, normally with a duration of more than one year, for the supply of goods and/or services that together form a single project, or are closely related or interdependent in terms of their design, technology and function or their ultimate use, are determined on the basis of OIC 23.

It should be noted that in the case of works with a duration of more than one year, the progress criterion is applied if the conditions set out in paragraphs 43-46 of OIC 23 are met. If these conditions are not met, the values are measured according to the contract completion criterion.

Loans and receivables

Loans and receivables are classified as fixed assets or current assets on the basis of their purpose/origin with respect to ordinary activities and are valued at amortised cost taking into account their estimated realisable value.

Amounts due within and beyond the financial year are broken down with reference to the contractual or legal maturity date, also taking into account facts and events that may lead to a change in the original maturity date, the debtor's realistic ability to fulfil the obligation within the contractual terms and the time horizon in which the loan or receivable is reasonably expected to be collected.

Loans and receivables pursuant to Article 2426(1)(8) of the Civil Code are recognised at amortised cost, except for loans and receivables for which the effects of the application of amortised cost, pursuant to Article 2423(4) of the Civil Code, are immaterial.

Loans and receivables for which the amortised cost criterion has not been applied have been recognised at their estimated realisable value.

Tax receivables and deferred tax assets

The item "Tax receivables" includes certain and definite amounts arising from receivables for which a right to realisation has arisen through reimbursement or offsetting.

The item "Deferred tax assets" includes deferred tax assets determined on the basis of deductible temporary differences or the carryforward of tax losses, applying the estimated rate in effect at the time these differences are expected to reverse.

The "deferred tax assets" associated with a tax loss are recognised where there is reasonable certainty of their future recovery, evidenced by tax planning over a reasonable period of time that provides for sufficient taxable income to utilise the loss carryforwards and/or the presence of sufficient taxable temporary differences to absorb the loss carryforwards.

It should be noted that the company, as from the 2023 tax year, has participated - as a subsidiary - in thenational tax consolidation programme, i.e. group taxation and the consequent determination of a single taxable base for the group of companies to which it belongs, of ENI S.p.A..

Cash and cash equivalents

Cash and cash equivalents are presented at their nominal value.

Accruals, prepayments and deferrals

Accruals, prepayments and deferrals have been recognised on an accrual basis and contain revenues/costs pertaining to the financial year and payable in subsequent years and revenues/costs incurred before the end of the financial year but pertaining to subsequent years.

Therefore, only those portions of costs and revenues common to two or more financial years, whose amount varies with time, have been recognised.

At the end of the financial year, it was verified that the conditions that determined initial recognition had been met, making any necessary valuation adjustments, taking into account not only the time element, but also recoverability, if any.

Accrued income, which is similar to operating receivables, was valued at estimated realisable value, with a write-down for impairment in the income statement if this value was lower than the book value.

Accrued expenses, which are similar to payables, have been measured at nominal value.

For prepayments, an assessment of the future economic benefit related to the deferred costs was made, adjusting the value if this benefit was less than the deferred portion.

Allowances for risks and charges

Allowances for risks represent liabilities associated with situations existing at the reporting date, but whose occurrence is only probable.

Allowances for charges represent certain liabilities, related to negative income components for the financial year, but which will be recognised in the following year.

Payables

Payables pursuant to Article 2426(1)(8) of the Civil Code are recognised at amortised cost, except for payables for which the effects of the application of amortised cost, pursuant to Article 2423(4) of the Civil Code, are immaterial.

Amounts due within and beyond the financial year are broken down with reference to the contractual or legal maturity date, also taking into account facts and events that may lead to a change in the original maturity date.

Payables arising from the acquisition of assets are recognised when the risks, charges and benefits are transferred; those relating to services are recognised when the service is rendered; financial and other payables are recognised when the obligation to the counterparty arises.

Tax payables include liabilities for certain and definite taxes, as well as taxes withheld in the capacity of withholding agent, and not yet paid at the reporting date, and, where offsetting is permitted, are recognised net of payments on account, withholding taxes and tax credits.

Values in foreign currencies

Monetary assets and liabilities denominated in foreign currencies are recognised at the spot exchange rate on the closing date of the financial year, with related foreign currency gains and losses recognised in the income statement.

Costs and revenues

These are reported in accordance with the principles of prudence and on an accrual basis.

Economic and financial transactions with Group companies and related counterparties are carried out at arms' lengths conditions.

The Company is currently assessing the impact on its financial statements of OIC 34 "Revenues", which became effective for financial statements relating to the year beginning 1 January 2024.

Notes to the financial statements, assets

Fixed Assets

Intangible assets

Intangible assets amounted to EUR 83,336 (EUR 109,944 in the previous financial year). The increase is due to the start-up expenses for the new branches, as shown in the table below.

Movements in intangible assets

The breakdown and movements of the items are as follows:

	Formation expenses	Total intangible assets
Value at the beginning of the financial year
Cost	139,818	139,818
Amortisation (Amortisation fund)	29,874	29,874
Impairment	0	0
Carrying amount	109,944	109,944
Changes in the period
Amortisation for the period	27,548	27,548
Other changes	940	940
Total changes	(26,608)	(26,608)
Value at the end of the financial year
Cost	139,818	139,818
Amortisation (Amortisation fund)	56,482	56,482
Impairment	0	0
Carrying amount	83,336	83,336

Property, plant and equipment

Property, plant and equipment amounted to EUR 196,375,016 (EUR 84,909,923 in the previous financial year) and mainly refer to electric vehicle charging (EVC) stations.

Movements of property, plant and equipment

The breakdown and movements of the items are as follows:

Value at the beginning of the financial year	Plant and equipment	Industrial and commercial equipment	Property, plant and equipment in the course of construction and payments on account	Total Property, plant and equipment
Cost	37,054,284	7,862	55,397,311	92,459,457
Depreciation (Depreciation fund)	6,995,864	1,926	-	6,997,790
Impairment	-	-	551,744	551,744
Carrying amount	30,058,420	5,936	54,845,567	84,909,923
Changes in the period
Additions resulting from acquisitions	24,677,069	-	119,059,853	143,736,922
Reclassifications (of carrying amount)	-	-	(24,677,069)	(24,677,069)
Decreases due to disposals and divestments (of carrying amount)	33.552	-	-	33.552
Depreciation for the period	7,560,421	787	-	7,561,208
Total changes	17,083,096	(787)	94,382,784	111,465,093
Value at the end of the financial year
Cost	61,697,801	7,862	149,780,095	211,485,758
Depreciation (Depreciation fund)	14,556,285	2,713	-	14,558,998
Impairment	-	-	551,744	551,744
Carrying amount	47,141,516	5,149	149,228,351	196,375,016

The increase compared to the previous financial year is due to installations and projects in the installation phase.

The impairment mainly relates to electric vehicle charging (EVC) stations that are obsolete because they are not technically interoperable, as required by Italian and EU regulations. Interoperability also allows other market players to access the company's EVC network.

Financial lease transactions

There were no financial lease transactions, pursuant to Article 2427(1)(22) of the Civil Code.

Non-current financial assets

Equity investments included in non-current financial assets amounted to EUR 1,510,000 (EUR 910,000 in the previous financial year).

Changes in equity investments, other securities and derivative financial instruments and fixed assets

The breakdown and movements of the items are as follows:

	Equity investments in subsidiaries	Total equity investments
Value at the beginning of the financial year
Cost	910,000	910,000
Carrying amount	910,000	910,000
Changes in the period
Other changes	600,000	600,000
Total changes	600,000	600,000
Value at the end of the financial year
Cost	1,510,000	1,510,000
Carrying amount	1,510,000	1,510,000

Changes in and maturity of non-current receivables

The breakdown and movements of the items are as follows:

	Value at the beginning of the financial year	Changes in the period	Value at the end of the financial year	Amount falling due within the financial year
Non-current receivables from subsidiaries	744,000	0	744,000	744,000
Total non-current receivables	744,000	0	744,000	744,000

Non-current receivables from subsidiaries relate to non-interest bearing loans granted to Be Charge Valle d'Aosta S.r.l., a wholly owned subsidiary.

Breakdown of long-term investments in subsidiaries

The figures relating to investments in subsidiaries are shown below, pursuant to Article 2427(1)(5) of the Civil Code.

Company Name	City, if in Italy, or Foreign State	Tax Identification Number (for Italian companies)	Capital	Profit (loss) for the last financial year in
			in EUR	EUR
Be Charge Valle d'Aosta S.r.l	Milan	10909620964	10,000	(198,009)
Total

Company Name	Shareholders' equity	Share held	Share held	Carrying amount or corresponding receivable
	in EUR	in EUR	in %
Be Charge Valle d'Aosta S.r.l	882,170	882,170	100.00%	1,510,000
Total				1,510,000

Although the carrying amount of the investment in Be Charge Valle d'Aosta S.r.l. is higher than the corresponding portion of Shareholders' Equity held, this does not constitute a lasting impairment. Therefore, there are no indications that would lead to a write-down of the investment, also taking into account the financial support of Eni Plenitude S.p.A. Società Benefit for the multi-year development plan.

The increase in the value of the investment of EUR 600,000 reflects the increase in capital contribution payments from the shareholder BE Charge S.r.l. in 2023.

Current assets

Inventories

Inventories included in current assets amount to EUR 4,410,782 (EUR 67,564 in the previous year) and relate to finished products and work in progress for electric vehicle charging (EVC) stations commissioned by third parties with a duration of less than 12 months. The criterion for their valuation was the completion of the contract.

The breakdown and movements of the items are as follows:

	Value at the beginning of the financial year	Change in the period	Value at the end of the financial year
Contract work in progress	67,564	59,135	126,699
Finished products and goods	-	4,284,083	4,284,083
Total inventories	67,564	4,343,218	4,410,782

Loans and receivables recognised under current assets

Loans and receivables under current assets amounted to EUR 44,544,527 (EUR 27,436,026 in the previous financial year).

Trade receivables increased from EUR 2,316,857 to EUR 3,547,903 and reflect the increase in business related to the development of the electric vehicle charging network.

The nominal value of the receivables recognised was reduced to their estimated realisable value by means of a special provision for bad debts to cover the risk associated with credit positions considered doubtful and/or difficult to collect. The bad debt provision is as follows:

	Value at the beginning of the financial year	Change in the period	Value at the end of the financial year
Bad debt provision	0	(165,963)	(165,963)

Receivables from subsidiaries, which relate only to the company Be Charge Valle D'Aosta S.r.l ., consist of receivables in connection with the services contract for management of the EVCs installed in the Valle D'Aosta area.

Receivables from associates amounting to EUR 143,222 mainly relate to the electric vehicle charging service.

Receivables from parent companies relate for EUR 7,987,314 to the transfer of the taxable base for IRES purposes, excess non-deductible interest expenses, and excess ACE (aid to economic growth) concessions from participating in the tax consolidation programme as a subsidiary, and for EUR 742,665 to receivables from the parent company Eni Plenitude S.p.A. for services.

Tax credits are mainly VAT credits (EUR 11,147,689), as well as VAT credits for previous tax periods for which reimbursement has been requested (EUR 12,711,526), credits for tax incentives (EUR 340,467) and for withholding taxes (EUR 44,510).

Other receivables amounted to EUR 7,821,422 and consisted mainly of prepayments and advances to suppliers.

Changes and maturity of receivables recognised under current assets

The following table shows the breakdown of receivables by maturity pursuant to Article 2427(1)(6) of the Civil Code.

	Value at the beginning of the financial year	Change in the period	Value at the end of the financial year	Amount falling due within the financial year	Amount falling due after the financial year
Trade receivables recognised under current assets	2,316,857	1,231,046	3,547,903	3,547,903	-
Loans and receivables from subsidiaries recognised under current assets	311,273	(253,464)	57,809	57,809	-
Loans and receivables from associates recognised under current assets	33,098	110,124	143,222	143,222	-
Loans and receivables from parent companies recognised under current assets	6,666,088	2,063,891	8,729,979	8,729,979	-
Tax receivables recognised under current assets	17,769,306	6,474,886	24,244,192	24,244,192	-
Other receivables recognised under current assets	339,404	7,482,018	7,821,422	7,724,964	96,458
Total loans and receivables recognised under current assets	27,436,026	17,108,501	44,544,527	44,448,069	96,458

Breakdown of loans and receivables recognised under current assets by geographical area

The following table shows the breakdown of loans and receivables recognised under current assets by geographical area pursuant to Article 2427(1)(6) of the Civil Code.

Geographical area	Italy	Abroad	Total
Trade receivables recognised under current assets	2,770,175	777,728	3,547,903
Loans and receivables from subsidiaries recognised under current assets	57,809	-	57,809
Loans and receivables from associates recognised under current assets	105,282	37,940	143,222
Loans and receivables from parent companies recognised under current assets	8,729,979	-	8,729,979
Tax receivables recognised under current assets	24,244,192	-	24,244,192
Other receivables recognised under current assets	7,821,422	-	7,821,422
Total loans and receivables recognised under current assets	43,728,859	815,668	44,544,527

Cash and cash equivalents

Cash and cash equivalents under current assets amounted to EUR 7,342,969 (EUR 7,374,237 in the previous year).

The breakdown and movements of the items are as follows:

	Value at the beginning of the financial year	Change in the period	Value at the end of the financial year
Bank and postal deposits	7,374,201	(31,262)	7,342,939
Cash and equivalents on hand	36	(6)	30
Total cash and cash equivalents	7,374,237	(31,268)	7,342,969

Accrued income and prepaid expenses

Accrued income and prepaid expenses amounted to EUR 611,784 (EUR 320,815 in the previous year).

Prepaid expenses mainly relate to maintenance services (EUR 301,521), insurance policies (EUR 172,303) and commissions on guarantees (EUR 109,967).

The breakdown and movements of the items are as follows:

	Value at the beginning of the financial year	Change in the period	Value at the end of the financial year
Prepaid expenses	320,815	290,969	611,784
Total accrued income and prepaid expenses	320,815	290,969	611,784

Capitalised financial expenses

It should be noted that, pursuant to Article 2427(1)(8) of the Civil Code, there were no financial expenses allocated during the year to the values recognised under the assets side of the balance sheet.

Notes to the financial statements, liabilities and shareholders' equity

Shareholders' equity

Shareholders' equity at the close of the financial year amounted to EUR 113,594,494 (EUR 58,071,995 in the previous year).

The following tables show the changes during the year in the individual items that make up Shareholders' Equity.

Changes in shareholders' equity items

	Value at the beginning of the financial year	Allocation of the previous year's profit or loss	Other changes	Profit/(loss) for the financial year	Value at the end of the financial year
		Other allocations	Increases
Capital	500,000	-	-		500,000
Other reserves
Capital contribution payments	71,166,198	(13,651,909)	79,800,000		137,314,289
Reserve for unrealised foreign currency gains	57,706	-	316,569		374,275
Total other reserves	71,223,904	(13,651,909)	80,116,569		137,688,564
Profit (loss) for the financial year	(13,651,909)	-	13,651,909	(24,594,070)	(24,594,070)
Total shareholders' equity	58,071,995	(13,651,909)	93,768,478	(24,594,070)	113,594,494

In accordance with the resolution of the shareholders' meeting of 18 April 2023, the loss for the year 2022 in the amount of EUR 13,651,909 was fully covered by using the available equity reserves for the same amount.

During the year, the sole shareholder BE Power S.p.A. made capital contributions to the company in the amount of EUR 79,800,000 to be allocated to the creation of equity reserves.

Availability and use of shareholders' equity

The table below contains the information required by Article 2427(1)(7-bis) of the Civil Code concerning the specification of shareholders' equity items with reference to their origin, possibility of use and distributability, as well as their use in previous years.

	Amount	Origin/nature	Possible uses	Portion available	Summary of uses in the three previous financial years
					for other reasons
Capital	500,000	Shareholders' contribution		-	-
Other reserves
Capital contribution payments	137,314,289	Shareholders' contribution	A, B	137,314,289	22,750,260
Reserve for unrealised foreign currency gains	374,275			-	-
Total other reserves	137,688,564			137,314,289	22,750,260
Total	138,188,564			137,314,289	22,750,260
Remaining distributable portion				137,314,289

Legend: A: for capital increase B: to cover losses C: for distribution to shareholders D: for other statutory restrictions E: other

Allowances for risks and charges

Allowances for risks and charges are recognised under liabilities for a total of EUR 731,947 (EUR 386,092 in the previous year).

These are provisions related to the costs of decommissioning electric vehicle charging points.

The breakdown and movements of the items are as follows:

	Other provisions	Total allowances for risks and charges
Value at the beginning of the financial year	386,092	386,092
Changes in the period
Provision in the financial year	345,855	345,855
Total changes	345,855	345,855
Value at the end of the financial year	731,947	731,947

Payables

Payables are recognised under liabilities for a total of EUR 113,948,715 (EUR 62,701,216 in the previous financial year).

"Payables to shareholders for loans" to the parent company BE Power S.p.a. amounted to EUR 70,242,788 (EUR 33,565,000 in the previous financial year) and consisted of a non-interest-bearing loan of EUR 25,065,000 and a nominal interest-bearing loan of EUR 45,000,000 including the interest accrued due on 2 March 2024.

"Trade payables" for EUR 24,345,700 are mainly related to the supply of electric vehicle charging stations and related services.

"Payables to subsidiaries" for EUR 261,861 relate to payables in connection with the EVC management contract for the amount corresponding to the value of the charging sessions.

"Payables to associates" for EUR 267,775 relate to charging services and costs incurred for activities abroad related to the expansion plan.

"Payables to the parent company" for EUR 18,079,991 consist mainly of trade payables for service contracts to support the company's development plan and payables for the supply of electricity.

"Tax payables" for EUR 12,119 relate to withholding tax payables.

"Payables to social security agencies" for EUR 32,486 relate to social security contributions for employees hired by the various branches.

"Other payables" for EUR 705,995 mainly concern advances from customers (EUR 469,611) and advance payments to customers for multi-use vouchers (EUR 192,023), and for the residual part payables to branch employees.

Changes in and maturity of payables

The breakdown of payables by maturity, in accordance with Article 2427(1)(6) of the Civil Code, is as follows:

	Value at the beginning of the financial year	Change in the period	Value at the end of the financial year	Amount falling due within the financial year
Payables to shareholders for loans	33,565,000	36,677,788	70,242,788	70,242,788
Amounts due to banks	53	(53)	-	-
Trade payables	18,879,169	5,466,531	24,345,700	24,345,700
Payables to subsidiaries	106,246	155,615	261,861	261,861
Payables to associates	-	267,775	267,775	267,775
Payables to parent companies	10,121,352	7,958,639	18,079,991	18,079,991
Tax payables	6,655	5,464	12,119	12,119
Payables to social security agencies	-	32,486	32,486	32,486
Other payables	22,741	683,254	705,995	705,995
Total payables	62,701,216	51,247,499	113,948,715	113,948,715

Breakdown of payables by geographical area

The breakdown of payables by geographical area, in accordance with Article 2427(1)(6) of the Civil Code, is as follows:

Geographical area	Italy	Abroad	Total
Payables to shareholders for loans	70,242,788	-	70,242,788
Trade payables	13,525,494	10,820,206	24,345,700
Payables to subsidiaries	261,861	-	261,861
Payables to associates	165,653	102,122	267,775
Payables to parent companies	18,079,991	-	18,079,991
Tax payables	12,119	-	12,119
Payables to social security agencies	-	32,486	32,486

Geographical area	Italy	Abroad	Total
Other payables	661,834	44,161	705,995
Payables	102,949,740	10,998,975	113,948,715

Payables secured by collateral on company assets

It should be noted that there were no guarantees on company assets pursuant to Article 2427(1)(6) of the Civil Code.

Payables related to repurchase transactions

There were no payables arising from repurchase transactions, pursuant to Article 2427(1)(6-ter) of the Civil Code.

Accruals and deferred income

Accruals and deferred income amount to EUR 27,347,258 (EUR 713,206 in the previous financial year).

The breakdown and movements of the items are as follows:

	Value at the beginning of the financial year	Change in the period	Value at the end of the financial year
Deferred income	713,206	26,634,052	27,347,258
Total accruals and deferred income	713,206	26,634,052	27,347,258

Deferred income relates to:

―	tax contributions related to investments in operating assets for approximately EUR 147,527;
―	national/EU contributions amounting to EUR 27,199,731, received by the company within the framework of the European calls for tenders for alternative fuels.

Notes to the financial statements, income statement

Production value

In relation to the provisions of Article 2427(1)(10) of the Civil Code, the following tables show the breakdown of revenues by asset category.

Item	2023	2022	Change
Revenues from sales and services	24,472,969	10,390,275	14,082,694
Changes in inventories of work in progress, unfinished and finished goods	4,284,083	-	4,284,083
Changes in contract work in progress	126,699	(321,897)	448,596
Other revenues and income	597,811	306,074	291,737
Total	29,481,562	10,374,452	19,107,110

"Revenues from sales and services" are broken down as follows:

Asset category	2023	2022	Change
Charging services	21,919,705	8,129,585	13,790,120
Revenues from EVC sales/SBO activities	2,193,454	2,161,253	32,201
CoBranding Services	359,810	99,437	260,373
Total	24,472,969	10,390,275	14,082,694

Revenue from electric vehicle charging services relates to the sale of charging services to retail customers and third party operators under interoperability agreements entered into by the Company.

Other revenues and income mainly refer to contributions for tax incentives and refunds.

The increase in revenues reflects the increase in business related to the development of the electric vehicle charging network.

Production costs

The table below summarises the changes in the item "production costs".

Item	2023	2022	Change
Costs for raw and ancillary materials and consumables;	8,816,287	5,939,364	2,876,923
Service costs	42,143,786	16,543,645	25,600,141
Lease costs	109,356	110,756	(1,400)
Staff costs	470,307	-	470,307
Amortisation/depreciation and impairments	7,788,271	4,481,303	3,306,968
Provisions for risks	345,848	196,092	149,756
Other operating expenses	766,208	875,073	(108,865)
Total	60,440,063	28,146,233	32,293,830

The increase in the item "Raw material costs" relates to the procurement of energy for the EVC stations.

The increase in the item "Service costs" is mainly attributable to the services provided by the parent company BE Power S.p.A. for the management of the company's activities and the EVC stations, the increase in costs for interoperability activities, costs related to SBO (Sell - Built - Operate) activities, and the increase in marketing/advertising costs. It should be noted that the expansion of business abroad also led to an increase in technical, professional and tax consulting services and other services (e.g. call centre services).

The item "Provisions for risks" refers to provisions related to the costs of decommissioning electric vehicle charging points.

Financial income and expenses

Breakdown of interest and other financial expenses by type of loan/receivable

According to the provisions of Article 2427(1)(12) of the Civil Code, the following table shows the breakdown of the item "interest and other financial expenses".

	Interest and other financial expenses
Others	1,696,585
Total	1,696,585

The item "Interest and other financial expenses" includes interest due to the parent company for EUR 1,696,352 and other interest expenses for EUR 233.

Amount and nature of individual income/expense items which are of exceptional size or incidence

In relation to the provisions of Article 2427(1)(13) of the Civil Code, it should be noted that there are no income and expenses which are of exceptional size or incidence.

Current, deferred and prepaid income taxes

The individual items are broken down as follows:

	Current taxes	Taxes relating to previous financial years	Deferred taxes	Prepaid taxes	Income (expenses) from participating in the tax consolidation / fiscal transparency regime
Total	-	-	-	-	7,987,3

Starting in 2023, the company began to participate in the national tax consolidation programme of ENI S.p.A. as a subsidiary.

The following additional information is also provided.

Reconciliation between ordinary rate and effective rate

The following table, prepared on the basis of the guidelines provided by OIC 25, allows for the reconciliation of the ordinary IRES rate with the effective rate.

Item	IRES
Earnings before tax as per the balance sheet	-32,581,38
Theoretical tax charge (basic rate)	-7,819,53
Permanent differences that will not be carried forward to subsequent years (+)	167,62
Permanent differences that will not be carried forward to subsequent years (-)
Temporary differences deductible in subsequent years (+)	2,193,92
Temporary differences taxable in subsequent years (-)
Taxable income	-30,219,83
Taxable income (IRES after using past tax losses)	-30,219,83
Effective current taxes (basic rate)	-7,252,76

Item	%
Applicable ordinary rate	24.00%
Effect of increases (decreases) with respect to the ordinary rate
- Permanent differences	-0.12%
- Temporary differences	-1.62%
- Use of past tax losses	0.00%
Effective rate	22.26%

Notes to the financial statements, other information

Employment data

The figures below relate to personnel employed at the branches:

	Average number
Employees	3
Total Employees	3

Remuneration, advances and loans granted to directors and auditors and commitments undertaken on their behalf

Information concerning directors and auditors, pursuant to Article 2427(1)(16) of the Civil Code, is provided below.

	Directors	Auditors
Remuneration	60,000	43,680

Compensation of the statutory auditor or independent auditors

The information concerning the compensation of the statutory auditor, or the independent auditors, pursuant to Article 2427(1)(16-bis) of the Civil Code, is set out below.

	Value
Statutory audit of the financial statements	36,940
Total consideration due to the statutory auditor or independent auditors	36,940

Commitments, guarantees and contingent liabilities not recognised in the balance sheet

In relation to the provisions of Article 2427(1)(9) of the Civil Code, the following table shows the commitments, guarantees and contingent liabilities not recognised in the balance sheet.

	Amount
Guarantees	8,965,557

Guarantees mainly refer to guarantee policies issued to the public administration on concessions for the installation of electric vehicle charging stations (EVC).

Information on assets and loans allocated to a specific business project

There are no assets allocated to a specific business project pursuant to Article 2447-bis of the Civil Code.

Information on transactions with related parties

Information on transactions with related parties is set out below, pursuant to Article 2427(1)(22-bis) of the Civil Code:

Related party	Nature of the relationship	Trade receivables	Financial receivableS	Trade payables
Be Charge Valle d'Aosta S.r.l.	Subsidiary	57,809	744,000	261,861
Be Power S.p.A.	Direct Parent Company	5,504	7,987,314	13,691,419
Eni Gas & Power France S.A.	Related	-	-	-
Eni Plenitude Societa Benefit	Direct Parent Company	729,240	-	4,361,051
Eni S.p.A.	Direct Parent Company	7,922	-	27,471
Eni International Resources	Related	-	-	8,160
Adriaplin	Related	-	-	102,122

Related party	Financial payables	Costs for services	Revenues and supply of services	Costs for financial services
Be Charge Valle d'Aosta S.r.l.	-	261,861	49,271	-
Be Power S.p.A.	70,242,838	13,691,419	13,795	1,696,352
Eni Gas & Power France S.A.	-	-	-	-
Eni Plenitude Societa Benefit	-	8,863,665	-	19,539
Eni S.p.A.	-	23,208	-	-
Eni International Resources	-	8,160	-	-
Adriaplin	-	102,122	-	-

Related party	Nature of the relationship	Trade receivables	Financial receivables	Trade payables
Eni Rewind S.p.A.	Related	600	-	-
Ecofuel S.p.A.	Related	200	-	-
Eniprogetti S.p.A.	Related	200	-	-
Versalis S.p.A.	Related	2,200	-	-
Eni Sustainable Mobility	Related	90,946	-	157,493
Eni Plenitude Iberia SLU	Related	37,940	-	-
Raffineria di Gela S.p.A.	Related	200	-	-
Eni servizi S.p.A.	Related	10,936	-	-

Related party	Financial payables	Costs for services	Revenues and supply of services	Costs for financial services
Eni Rewind S.p.A.	-	-	-	-
Ecofuel S.p.A.	-	-		-
Eniprogetti S.p.A.	-	-	-	-
Versalis S.p.A.	-	-	-	-
Eni Sustainable Mobility	-	142,749	90,546	-
Eni Plenitude Iberia SLU	-	-	11,512	-
Raffineria di Gela S.p.A.	-	-	-	-
Eni servizi S.p.A.	-	-	288	-

Information on agreements not recognised in the balance sheet

There are no agreements not recognised in the balance sheet pursuant to Article 2427(1)(22-ter) of the Civil Code.

Undertakings that prepare the financial statements of the largest/smallest body of undertakings of which it is a subsidiary

The following table provides the information required by Article 2427(1)(22-quinqies) and (22-sexies) of the Civil Code:

	Largest group	Smallest group
Undertaking	ENI S.p.A	Eni Plenitude S.p.A. Societa Benefit
City (if in Italy) or Foreign State	Rome	San Donato Milanese (Ml)
Tax Identification Number (for Italian companies)	00484960588	12300020158
Place of filing of the consolidated financial statements	Rome	San Donato Milanese (Ml)

Summary of the financial statements of the company exercising management and coordination activities

The company is managed and coordinated by ENI S.p.A.. Pursuant to Article 2497-bis(4) of the Civil Code, the key data from the last approved financial statements of the management and coordination company are presented below.

Amounts in millions of euros.

Summary of the balance sheet of the company exercising management and coordination activities

	Last financial year	Previous financial year
Date of last approved financial statements	31/12/2022	31/12/2021
B) Fixed Assets	76,316	70,471
C) Current assets	47,928	45,147
D) Accrued income and prepaid expenses	82	3
Total assets	124,326	115,621
A) Shareholders' Equity

-	Last financial year	Previous financial year
Share capital	4,005	4,005
Reserves	43,112	39,359
Profit (loss) for the financial year	5,403	7,675
Total shareholders' equity	52,520	51,039
B) Allowances for risks and charges	5,661	4,992
C) Provision for staff severance pay	341	393
D) Payables	65,804	59,197
Total liabilities	124,326	115,621

Summary of the income statement of the company exercising management and coordination activities

	Last financial year	Previous financial year
Date of last approved financial statements	31/12/2022	31/12/2021
A) Production value	75,221	38,723
B) Production costs	74,996	38,154
C) Financial income and expenses	3,555	6,711
Income taxes for the year	(1,623)	(395)
Profit (loss) for the financial year	5,403	7,675

The key data of the parent company Eni S.p.A. shown in the summary table required by Article 2497-bis of the Civil Code have been taken from its financial statements as at 31 December 2022.

For an adequate and complete understanding of Eni S.p.a.'s financial position and results of operations at 31 December 2022, as well as the company's financial performance for the year then ended, reference should be made to the financial statements which, together with the independent auditors' report, are available in the forms and manner required by law.

Information pursuant to Article 1(125) of Law No. 124 of 4 August 2017

With reference to Article 1(125) of Law No. 124/2017, the subsidies/grants for the financial year under review are as follows:

―	Grant for expenditure on plants and equipment for investments in operating assets in the amount of EUR 48,047;
―	Subsidy of EUR 12,707;
―	Grants for expenditure on plants and equipment from Grant 2021 in the amount of EUR 13,088;
―	Grants for expenditure on plants and equipment from Grant 2022 in the amount of EUR 64,574;

Proposed net income allocation or loss coverage

Pursuant to Article 2427(1)(22-septies) of the Civil Code, it is proposed that the emerging loss be fully covered by using an equal amount of the available Shareholders' Equity.

The Management Body

Independent Auditors' Report

pursuant to Article 14 of Legislative Decree no. 39 of 27 January 2010

To the sole shareholder of

Be Charge Srl

Opinion

We have audited the annual financial statements of Be Charge Srl (the "Company") comprising the balance sheet as at 31 December 2023, the income statement and cash flow statement for the year then ended and the notes to the financial statements.

In our opinion, the financial statements give a true and fair view of the financial position of the Company as at 31 December 2023, the results of its operations and its cash flows for the year then ended, in accordance with the Italian rules governing their preparation.

Basis for the opinion

We carried out our audit in accordance with the international auditing standards (ISA Italy). Our responsibilities under these principles are further described in the section of this report entitled Responsibilities of the independent auditors with regard to the financial statements audit. We are independent of the Company in accordance with the rules and principles on ethics and independence applicable in the Italian legal system to financial statements audits. We believe that we have acquired sufficient and appropriate evidence on which to base our opinion.

Other aspects

As required by law, the Company has included in the notes to the financial statements the key data from the latest financial statements of the company that manages and coordinates it. The opinion on the financial statements of Be Charge Srl does not extend to such data.

Responsibilities of the directors and the Board of Statutory Auditors for the financial statements

The directors are responsible for preparing financial statements that provide a true and fair view in accordance with the Italian rules governing the criteria for their preparation and, within the terms set by law, for that part of the internal control that they deem necessary to allow for the preparation of financial statements that do not contain material misstatements due to fraud or unintentional conduct or events.

The directors are responsible for assessing the Company's ability to continue to operate as a going concern and, in preparing the financial statements, for the appropriateness of using the going concern assumption, as well as for providing adequate information on the matter. The directors use the going concern assumption in the preparation of the financial statements unless they have concluded that the conditions for the liquidation of the Company or for the interruption of business exist or that they do not have realistic alternatives to such decisions.

The Board of Statutory Auditors is responsible for supervising the process of preparing the Company's financial reports, within the terms set forth by law.

Responsibilities of the independent auditors with regard to the financial statements audit

Our objectives are to obtain reasonable assurance that the financial statements as a whole do not contain material misstatements, due to fraud or unintentional conduct or events, and to issue an audit report that includes our opinion. Reasonable assurance means a high level of assurance but does not give an absolute guarantee that an audit carried out in accordance with international auditing standards (ISA Italy) always detects a material misstatement, if any. Misstatements can result from fraud or unintentional conduct or events and are considered material when it can reasonably be expected that they, individually or collectively, could influence the economic decisions made by users on the basis of the financial statements.

As part of the audit carried out in accordance with the international auditing standards (ISA Italy), we exercised our professional judgement and maintained our professional scepticism throughout the audit. Furthermore:

•	we have identified and assessed the risks of material misstatements in the financial statements, due to fraud or unintentional conduct or events; we have defined and carried out audit procedures in response to these risks; we have acquired sufficient and appropriate evidence on which to base our opinion. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting a material misstatement resulting from unintentional conduct or events, as fraud may involve the existence of collusion, falsification, intentional omission, misleading representations or circumvention of internal control;
•	we have acquired an understanding of internal control that is relevant to the audit in order to define audit procedures that are appropriate in specific circumstances, and not to express an opinion on the effectiveness of the Company's internal control;
•	we have assessed the appropriateness of the accounting standards used and the reasonableness of the accounting estimates made by the directors, including the related disclosures;
•	we have reached a conclusion on the appropriateness of the directors' use of the going concern assumption and, based on the evidence acquired, on the possible existence of significant uncertainty regarding events or circumstances that may give rise to significant doubts as to the Company's ability to continue to operate as a going concern. In the event of significant uncertainty, we are required to draw attention to the related financial statements information in the audit report or, if such information is inadequate, to point out that fact in our opinion. Our conclusions are based on the audit evidence obtained up to the date of this audit report. However, subsequent events or circumstances may result in the Company ceasing to operate as a going concern.
•	We assessed the presentation, structure and content of the financial statements as a whole, including the report, and whether the financial statements represent the underlying transactions and events so as to provide a fair representation.

We have communicated to the persons responsible for governance activities, identified at the appropriate level as required by the International Standards on Auditing (ISA Italy), among other aspects, the planned scope and timing of the audit and the significant results that emerged, including any significant internal control weaknesses identified during the audit.

Report on other laws and regulations

Opinion pursuant to Article 14(2)(e) of Legislative Decree no. 39/10

The directors of Be Charge Srl are responsible for preparing the Be Charge Srl management report as at 31 December 2023, including its consistency with the related financial statements and its compliance with legal requirements.

We have carried out the procedures set out in auditing standard (ISA Italy) no. 720B in order to express an opinion on the consistency of the management report with the financial statements as at 31 December 2023 of Be Charge Srl and on its compliance with legal requirements, as well as to issue a statement of any material misstatements.

In our opinion, the management report is consistent with the financial statements of Be Charge Srl as at 31 December 2023 and has been prepared in compliance with the law.

With reference to the statement referred to in Article 14(2)(e) of Legislative Decree no. 39/2010, issued on the basis of the knowledge and understanding of the company and its context acquired during the audit, we have nothing to report.

Milan, 28 March 2024

PricewaterhouseCoopers SpA

Marco Guaita, Auditor

BE CHARGE S.R.L.

SHAREHOLDERS' MEETING APRIL 16, 2024

On the year two thousand nine hundred and twenty-four, on the 16th day of April, at 3:30 p.m. in Milan, Via Carlo Bo, No. 11, following the notice of convocation sent by electronic mail on April 8, 2024 to those entitled to attend, the Shareholders' Meeting of Be Charge S.r.l met in first call (hereinafter, the "Company" or "Be Charge"), a company with fully paid-up share capital of 500.000,00 euros, VAT No., tax code and registration number with the Milano-Monza-Brianza-Lodi Companies Register 09957510960 and REA number MI - 2124183, to discuss and deliberate on1 following

agenda

1. Financial Statement as of December 31, 2023, management report of the Administrative Body, report of the Supervisory Body, report of the Auditing Company; inherent and consequent resolutions.

[OMISSIS]

Pursuant to Article 15.1 of the Articles of Association (hereinafter, "Articles"), the chairman Simone Zuccotti takes the chair of the Meeting, who preliminary ascertains the presence of Xiao Fen Laura Hu, Secretary of the Board of Directors, who, with the unanimous consent of the Meeting, acts as Secretary of the Meeting.

The Chairman of the Meeting points out that the meeting is also being held by means of video communication media, in accordance with current regulations and in compliance with the provisions of the Articles.

The Chairman of the Meeting, after ascertaining that:

•	the Shareholders' Meeting was duly convened by means of a notice sent on April 8, 2024 in accordance with the law to all entitled persons;
•	for the Board of Directors, in addition to himself, Directors Luigi Nastasi, Giorgia Molajoni, and Anna Lisa Amabile are present, all connected by videoconference, while CEO Paolo Martini is in attendance at the headquarters;
•	for the Supervisory Body: connected by videoconference are Chairman Paolo Fumagalli, as well as the Auditors Sara Baldassari and Luca Bertoli.

The Chairman of the Meeting notes that the sole shareholder Be Power S.p.A. ("Be Power"), with registered office in Milan, Via Carlo Bo No. 11, Tax Code and VAT No. 09950180969 and REA MI - 2123705, a company holding 100% of the share capital ("Be Power" or "Shareholder"), in the person of Chiara Iodice just proxy kept in the Company's records, is present.

The Chairman of the Meeting after ascertaining:

•	the presence of the entire share capital, as represented above;
•	that all the attendees can be identified and have the opportunity to follow the discussion, examine, receive and transmit documents and intervene in real time in the discussion of the topics examined;
•	that the qualification of Be Power as shareholder is validly proven by registration in the Register of Shareholders,

declares

•	the Meeting duly constituted and valid to discuss and deliberate on the Agenda.

The Chairman of the Meeting, with the unanimous consent of those present and the Meeting, invites Raimonda La Vecchia and Edoardo Bottino of KPMG's legal team to participate in the meeting via videoconference.

Attending the meeting, in his capacity as Chief Financial Officer of the Company, is Giovanni Schinaia.

1. Financial Statement as of December 31, 2023, management report of the Administrative Body, report of the Supervisory Body, report of the Auditing Company; inherent and consequent resolutions.

The Chairman of the Shareholders' Meeting acknowledges that the Financial Statements as of December 31, 2023 in their constituent documents and the related reports issued by the Administrative Body, the Supervisory Board and the Auditing Company, have been filed at the registered office in accordance with the law and are attached to these minutes under "A".

The Chairman of the Meeting, with the consent of all those present who declare that they have exact knowledge of them, omits the reading of the Management Report of the Administrative Body for the year 2023 and illustrates, with the support of the CFO, the main items of the Financial Statements as of December 31, 2023.

The Chairman of the Meeting informs that no events have occurred since the close of the 2023 fiscal year that may have a material impact on the Company's Financial Statements.

Upon invitation of the Chairman of the Meeting, Paolo Fumagalli, as Chairman of the Supervisory Body, takes the floor and reads the report of the Supervisory Board prepared pursuant to Article 2429, paragraph 2, of the Civil Code.

Finally, the Chairman of the Meeting reads the Report of the Auditing Company PricewaterhouseCoopers S.p.A. ("PwC") on the Financial Statements for the year ended December 31, 2023, which are closed without remarks (clean opinion).

The Meeting takes note of the report.

The chairman of the Meeting then invited the Meeting to vote on the approval of the Financial Statement.

The Meeting, having taken note of the Chairman's presentation, having noted the reports of the Supervisory Body and the Auditing Company, with the favorable vote of the Shareholders' proxyholder,

resolves

•	to approve the Financial Statements for the year ended December 31, 2023, which closed with a loss of 24.594.070 euros;
•	to fully cover the loss amounting to 24.594.070 euros by using the available Equity Reserves for the same amount.

The Chairman of the Meeting ascertains and certifies the result of the vote.

[OMISSIS]

There being nothing else to be deliberated and no one requesting the floor, the Chairman of the Meeting declared the Meeting closed at 3:50 p.m.

The Chairman, Simone Zuccotti

The Secretary, Xiao Fen Laura Hu

FINANCIAL STATEMENT AS OF December 31, 2023

MANAGEMENT REPORT

The following sources were used in the discussion of macroenomics and target market aspects:

―	Motus-E The charging infrastructure for public use in Italy Fifth Edition December 2023
―	Motus-E Market Analysis December 2023

Dear Shareholder,

the financial statements for the year ended December 31, 2023, which we submit for your approval, show a loss for the year of 24,594,070 euros (13,651,909 euros in the previous year).

In 2023, despite the difficulties related to the economic situation, several challenging goals were achieved, such as the installation of about 19,000 charging points mainly on the national territory (+6,900 compared to 2022) between Be Charge itself and its subsidiary Be Charge Valle d'Aosta and the achievement of strategic agreements for the expansion and promotion of the charging infrastructure network.

Your company has confirmed itself as the second largest and fully integrated operator in Italy in the electric vehicle charging infrastructure sector and, at the same time, a major player in the emerging flexibility and demand/response (DR) services.

Be Charge's goals include building one of the largest high-power infrastructures along major European transport corridors (Ten-T), parking areas and major urban nodes in 8 countries by 2025: Italy, Spain, France, Austria, Germany, Portugal, Slovenia and Greece. The company also has installation projects in Slovenia, Croatia and Romania. Overseas activity, with a view to the development of the business plan, is carried out through branches.

The company estimates reaching more than 15 million customers by 2030. The ambition is also to strengthen the network of electric mobility infrastructure across the country with more than 30,000 charging points.

1. CONTEXT MACROECONOMIC E SECTORAL REFERENCE

The year 2023 will be remembered as the year of two wars and the bloodiest conflict ever between Israel and Hamas, which the media has overshadowed the war in Ukraine, now entering its third year.

The year 2023 will also be remembered as the year when the humanity entered a new climate era, an era of "global boiling", as defined by the United Nations Secretary- General, Antonio Guterres.

Global economic activity weakened further at the end of 2023. International trade showed modest dynamics, impacted by weak demand for goods and global monetary tightening. After heightened volatility in early October, crude oil and natural gas prices declined and remained subdued despite attacks on shipping traffic in the Red Sea.

Stagnation in the euro area continued in 2023. The disinflation process extends to all major basket components. At its October and December meetings, the Governing Council of the European Central Bank left official interest rates unchanged, believing that their current levels, if maintained for a sufficiently long period, will make a substantial contribution to the return of inflation to the 2 percent target over the medium term.

Despite record high prices and the war in Ukraine, the Italian economy continued to grow.

In Italy, output increased marginally in the third quarter; our models indicate that growth remained almost flat in the final months of 2023, held back by monetary tightening, still high energy prices and weak foreign demand.

Despite the weakness of the economic cycle, the number of employees continued to expand in the third quarter, albeit at lower rates than in the first half of the year.

The car market closes 2023 at +19%, with 1,566,448 new cars registered, with a substantial growth of about 250,000 units more than the 1,316,773 in 2022, but with a lower number of cars in circulation than 350,000 cars (-18.3%) compared to 2019.

Pure electric cars (BEVs) in Italy as of December 31, 2023 are just over 220,188, while the registrations of full electric car amount to 66,276 over the year, with an increase of 35.11% over the same period in 2022.

In December, pure electric car registrations amount to 6,798 units compared to 4,530 in the same month of 2022, with an increase of 2,268 units (+50.07%). Market share is also up, at 6.09% in December 2023, compared to 4.30% recorded in December 2022.

In January-December 2023, the 66,276 registrations constituted a market share of 4.22%, compared with a market share of 3.71% in 2022.

	Dicembre	Dicembre	Diff. mese	YTD	YTD	Diff. YTD
Analisi di mercato	2023	2022	%	2023	2022	%
BEV	6.798	4.530	50,07%	66.276	49.053	35,11%
Tutte le alimentazioni	111.545	105.435	5,80%	1.572.144	1.322.525	18,87%
Percentuale su tutte le alimentazioni	6,09%	4,30%	1,79%	4,22%	3,71%	0,51%

While representing an important recovery after the setback of 2022, the step forward in the year just ended was limited to bringing the Italian BEV market back to 2021 levels, compared to the steady growth recorded in the other major European markets. Among the "Old Continent" 's majors country, Italy remains the only country where electric still struggles to take off.

As of December 31, 2023, 50,678 charging points were installed in Italy in 26,997 infrastructures in more than 17,537 locations, of which 3,829 had at least 1 high-power DC charging point.

During 2023, charging points grew by 13,906 units and charging stations by 7,663 units, with an increase of +38% and +40%, respectively.

In terms of charging power, 85% of the installed charging points are in alternating current (AC) and 15% in direct current (DC).

Tipologia	Potenze	Punti	%
Slow AC	P < 7,4 kW	4.304	8,49%
Medium-speed AC	7,4 kW ≤ P ≤ 22 kW	37.912	74,81%
Fast AC	P > 22 kW	918	1,81%
Slow DC	P < 50 kW	430	0,85%
Fast DC	50 kW ≤ P < 150 kW	4.579	9,04%
Ultra-fast DC - Level 1	150 kW < P < 350 kW	2.292	4,52%
Ultra-fast DC - Level 2	P ≥ 350 KW	243	0,48%
		50. 678	100%

It is important to highlight how we are seeing installations with increasingly higher powers. In fact, the number of DC points continues to grow at a greater rate than in 2022 (they were about 12% in 2022, compared to 15% in 2023) and the number of ultra-fast points (i.e., with a power rating above 150 kW) is also growing in absolute numbers. It is noteworthy that in absolute terms, 3,120 DC points were installed in the last year, of which 1,399 were Ultra-Fast, with an increase of 21% compared to the DC installed in 2022 and 59% only for the points above 150 kW.

The envisaged growth in electric registrations necessitates a consequent expansion of public charging offerings in order to enable an increasing number of potential customers to recharge their electric vehicles regardless of the availability of a private garage. Therefore, the growth of the potential market is expected to result in an increase in services provided by infrastructure companies such as Be Charge.

Three types of roles are currently distinguished in the value chain:

1.	CSO - Charging Station Owner: it is the entity that owns the asset which also includes the connection to the distribution network.
2.	CPO - Charging Point Operator: it is the entity responsible for the activities of public charging infrastructure management, which carries out these activities in its own name and on its own behalf (where it is the holder of the electricity supply point) or, alternatively, on the basis of a specific mandate issued by another entity holder of the electricity supply point. The CPO may (or may not) own the charging infrastructure.
3.	MSP - Mobility Service Provider: entity that provides electric vehicle charging services to end users through interoperability contracts signed with the various CPOs in the territory.

To date in Italy, the competitive structure of the sector continues to feature only two Charging Point Operators of national and international scale (Enel X Way and Be Charge) flanked by other companies that focus on smaller charging networks with mainly provincial and regional spectrum.

2. BE CHARGE ACTIVITIES

Be Charge is a subsidiary of Eni Plenitude S.p.A. Societa Benefit, dedicated to the energy transition of the Eni Group.

Be Charge is an integrated electric mobility operator engaged in the deployment of charging infrastructure, from 22 up to 300 kW of power. It allows e-drivers to recharge throughout the country, through the management of its own public charging infrastructure, the management of stations owned by third parties and also through interoperability agreements with other operators in the sector.

Through its public charging infrastructure, Be Charge permits electric vehicle owners to charge their cars in a few simple steps.

Be Charge is leading the radical transformation taking place in the energy sector by converging, through innovative digital flow management, new energy market activities with the electric mobility sector.

In order to promote the spread of electric mobility, Be Charge has signed numerous interoperability agreements with national and international Mobility Service Providers.

In addition, Be Charge is already present on major European aggregators, allowing everyone to easily join its network.

Within the industry chain, Be Charge plays the role of CSO, CPO and MSP, relying on back-end and front-end systems developed and owned by the parent company BE Power S.p.A..

As CSO and CPO, Be Charge develops, finances and manages in total autonomy the creation of its own public charging network (easy to use and accessible to all) with the aim of making it widespread throughout the country. As a CPO, on the other hand, it manages charging networks owned by third parties favoring their accessibility and proper service delivery. As an MSP, Be Charge makes its own charging infrastructure and that of third parties under management available to the end user, making it possible to provide the service and makes interoperability agreements with other CPOs in order to share their infrastructure and offer its customers an even more widespread service.

Be Charge's activities and investments are making a decisive contribution to the growth of electric mobility in Italy. Leading observers and stakeholders in the electric mobility sector recognize the Company's important and independent role in the development of the Italian market.

THE DEVELOPMENT PLAN

Be Charge's development plan includes a network of about 30 thousand charging points to be installed and operated in Italy and Europe over the next few years. This number may change depending on the speed of electric car deployment in the near future.

As of December 31, 2023, Be Charge owns a portfolio of more than 19,000 charging points already installed widely spread mainly throughout the country (of which about 2,300 are DC), of which about 11,800 are already operational and 8,000 under construction, which are placed mainly on public land or in private areas with public access (supermarkets, shopping malls, parking lots, restaurants, gas stations).

BUSINESS MODEL AND MARKET POTENTIAL

Be Charge's business model is aimed at long-term value creation. In the current market scenario, the Company, unlike other operators in the sector focused exclusively on the sale of charging infrastructure or in promotional businesses ancillary to public charging (such as advertising), has from the outset decided to invest in the creation of an efficient and widespread public charging network, while being aware that the return on investment will be achieved over a medium-to long-term time horizon.

Although the electric mobility industry's performance in the year 2023 continues to be less than edifying, the projected sales of electric vehicles reported by leading industry studies bode well for an adequate return on investment in the long run.

In addition, although the primary function of a charging infrastructure is, precisely, the charging of electric vehicles, it is highly likely that other profitable businesses associated with the charging service may be created in the near future, encompassing the infrastructure's participation in the electricity grid balancing markets and the various "V2X" (Vehicle to Everything) paradigms, going on to return value to an electric vehicle's most valuable asset, namely its battery. Such business models, currently in an embryonic state, may become a reality with the further openings of the regulatory framework and with the growth of the fleet. In this regard, as mentioned above, Be Charge is ready to seize these opportunities through collaboration with the other companies in its parent group that are developing the management systems and algorithms to take advantage of flexibility in the electricity market.

Finally, Be Charge's experience will increasingly enable it to develop a leadership position also in the area of managing non-owned charging infrastructure, mainly located at private parking lots and accessible only to a category of users (i.e. hotels, company parking lots,), or at entities that intend to retain ownership of the assets.

COMPETITIVE ADVANTAGE SPREAD

THROUGHOUT THE TERRITORY

Be Charge's development plan includes both the entire country, including both large cities and smaller municipalities and Italy's many tourist areas and European countries such as Spain, France, Austria, Germany, Portugal, Serbia, Croatia, Slovenia and Greece in addition to Switzerland.

The e-driver will then be able to rely completely on the Company's service for their daily and extraordinary travels with the reasonable assurance that a charging station will be present near their destination or along the route. The high spread of the infrastructure, together with its reliability and the reasoned choice of station type and power, guarantee Be Charge a prominent position in each e-driver's commute.

INVESTMENT DIVERSIFICATION

The electric charging industry is a rapidly evolving sector and is being driven by continued advances in the automotive world in both battery size and the charging power accepted as input by vehicles.

In any case, it is clear that although there were important advances in the industry, the activity of recharging remains quite different from refueling, especially compared to the time frame required for a recharge.

Therefore, it is necessary to carefully evaluate the places of installation of its infrastructures, in order to guarantee the customer the availability of useful activities to employ the charging time and/or a proximity of the column to its destination. For this reason, the Company is diversifying in an important way the positioning of the stations, inserting them at the same time in urban contexts, GDO, commercial areas, but also service stations and freeways with appropriate evaluations about the type of infrastructure (quick/fast). The goal is to provide customers with a comfortable user experience and at the same time minimize the risks of limited use of their charging stations.

ECONOMIES OF SCALE

The implementation of such an ambitious development plan will not only ensure widespread expansion throughout the territory but also greatly reduce unit operating and investment costs related to the individual asset by achieving significant economies of scale in various areas of activity (procurement, installation, insurance, maintenance).

OPERATING MODEL

The operational model leading to the implementation of a charging infrastructure consists of the stages of development, design, installation, maintenance and operation.

These activities involve a variety of players and a very large new industry supply chain of more than 500 people.

APP AND DIGITAL INTERFACE

In order to take advantage of the charging service offered by Be Charge, the certainly fastest method is the mobile application developed in-house by BE Power, which can be downloaded for free on Android and iOS platforms. The user can obtain information about the nearest charging stations, know their status, availability, the power and distance, as well as obtain detailed information on the route to reach them and the facilities hosting the charging service.

In addition, Be Charge gives the user the ability to start, stop and pay for recharges directly in-APP, as well as storing billing history for all recharges made by the individual user.

The App development roadmap continued in 2023, which saw the implementation of other impactful features, as follows: the choice of the country of prevalent use, the choice of language (between Italian, English, French, German and Spanish), the selection of the promotion or coupon to be used by the user as well as a loyalty section with the rewards catalog available to the user. Moreover, the development of additional in-app mobility services, Car Play and Android auto services, as well as a trip planner dedicated to e-drivers has been put in the pipeline.

STRATEGIC PROJECTS

The know-how acquired by means of the high number of installations already carried out, allows Be Charge, to be faster and faster in expanding its network, consolidating its leading role in Italy. Also for this reason, there are several Stakeholders who have recognized in the Company a reliable and concrete partner.

MULTI-SITE HOST FACILITIES

There are several macro-infrastructure projects already signed with multi-site host facilities such as Esselunga, Ikea, Carrefour, Coop Centro Italia, Bennet, Eataly, Mc Donald, Burger King, Bricoman, Esselunga that withdraw in Be Charge both a strategic partner for their primary activity and a service provider. This type of collaboration goes, in fact, not only to increase the services available to the users of the host facility, but also to create a real synergy in the use of the time required for recharging by creating opportunities for co-marketing and customer base growth.

This kind of partnership aims to promote more sustainable lifestyles and make it easier for customers to use electric cars by allowing them greater ease for recharging, so as to encourage the spread of e-mobility solutions throughout Italy.

These projects fit perfectly into Be Charge's development plan, which sees sustainability at the heart of the strategy by creating an ecosystem capable of harnessing the potential offered by the electrification of mobility and digitalization to create economic, social and environmental value for our country.

AUTOMOTIVE and CAR SHARING FLOTS.

Other Stakeholders certainly relevant to business development include automotive companies and car rental and car sharing companies with a strong presence of electric cars in their fleets. The company has agreements with counterparts such as Hyundai, Porsche, BMW, Polestar and Ford as well as agreements with Car2Go, Leasys, Zity and EVai.

INTEROPERABILITY

The Company continues to enter into agreements with major industry players both domestically and internationally.

At present, more than 100 interoperability agreements are active.

In fact, the interoperability of charging networks is a key factor in concretely supporting the spread of e-mobility, so the system provides greater flexibility and coverage over the territory, making our columns usable to a greater number of users.

As of the date, more than 230,000 charging points are interoperable from Be Charge's APP, compared to about 120,000 in the same period last year (including both charging points operated by Be Charge and those operated by other operators).

3. ECONOMIC - FINANCIAL PERFORMANCE

I. Summary of the Profit and Loss account

The economic results achieved in FY 2023 can be reclassified and summarized as follows:

	01/01/2023 31/12/2023 (% Val. Prod.)	01/01/2022 31/12/2022 (% Val. Prod.)
	24.472.969	10.390.275
Revenues from sales and services	(84,73%)	(103,20%)
Change in inventories of work-in-progress, semi-finished and finished products	4.284.083	0
+ Change in inventories of work-in-progress, semi-finished and finished products	(14,83%)
	126.699	-321.897
+ Change in contract work in progress	(0,44%)	(3,20%)
+ Increases in fixed assets for internal work	0	0
	28.883.751	10.068.378
Value of production	(100,00%)	(100,00% )
	8.816.287	5.939.364
- Purchases of raw materials, supplies, consumables and goods	(30,52%)	(58,99%)
+ Change in inventories of raw materials, supplies, consumables and goods	0	0
	42.253.142	16.654.401
- Costs for services and use of third-party assets	(146,29%)	(165,41%)
	-22.185.678	-12.525.387
	(76,81% )	(124,40% )
	470.307	0
- Personnel cost	(1,63%)	0
Gross operating margin (GOP)	-22.655.985	-12.525.387
Gross operating margin (GOP)	(78,44% )	(124,40% )
	7.788.271	4.481.303
- Depreciation and amortization	(26,96%)	(44,51%)
Provisions for risks and other provisions	345.848	196.092
Provisions for risks and other provisions	(1,20%)	(1,95%)
Operating income	-30.790.104	-17.202.782
	(106,60% )	(170,86% )
	597.811	306.074
+ Other revenue and income	(2,07%)	(3,04%)
	766.208	875.073
- Miscellaneous operating expenses	(2,65%)	(8,69%)
	2.308	10.905
+ Financial income	(0,01%)	(0,11%)
+ Balance between financial expenses and foreign exchange gain/loss	-1.625.191	-54.668
+ Balance between financial expenses and foreign exchange gain/loss	(5,63%)	(0,54%)
	-32.581.384	-17.815.544
	(112,80% )	(176,95%)
+ Extraordinary income and revaluations	0	0
- Extraordinary charges and write-downs	0	0
	-32.581.384	-17.815.544
Pre-tax income	(112,80% )	(176,95% )
	-7.987.314	-4.163.635
- Income taxes	(27,65%)	(41,35%)
	-24.594.070	-13.651.909
Net income	(85,15% )	(135,59% )

The EBITDA is a profitability indicator that shows a company's income based only on its core operations, without consider other operations functions, such as financial management (interest) and tax area (taxes), as well as asset depreciation and amortization.

Operating income, on the other hand, represents a measure of earnings before deduction of finance charges and taxes.

In the abovementioned table, both indicators show negative results in view of the still embryonic target market.

Overall 2023 margin results still reflect the situation in the auto market, which has not yet emerged from the crisis situation. The increase in operating costs is due to the growth in costs incurred for overseas expansion and service contracts with the parent company. The latter reflect the growth of the charging infrastructure network and the increase in services. Insurance, marketing, maintenance and technical and professional consulting costs are also growing compared to the previous year.

The growing focus on sustainable mobility, the introduction of incentives for the purchase of electric vehicles, as well as the projected sales of electric vehicles found in major industry studies, bode well for the long-term return on investment as projected.

II. Summary of capital and financial structure

The balance sheet and financial structure of the Company can be reclassified and summarized as follows:

Summary of Capital/Financial Structure

	01/01/2023 31/12/2023	Var. % .	01/01/2022 31/12/2022
Capital invested
1) Current Assets
1.1) Immediate liquidity	7.342.969	-0,42% ↓	7.374.237
1.2) Deferred liquidity	45.900.311	61,05% ↑	28.500.841
1.3) Inventories	4.410.782	6.428,30% ↑	67.564
Total current assets	57.654.062	60,41% 1	35.942.642
2) Fixed assets
2.1) Intangible fixed assets	83.336	-24,20% !	109.944
2.2) Tangible fixed assets	196.375.016	131,27% ↑	84.909.923
2.3) Financial fixed assets	1.510.000	65,93% ↑	910.000
Total fixed assets	197.968.352	130,38% ↑	85.929.867
Total invested capital	255.622.414	109,75% ↑	121.872.509
Acquired capital
1) Current liabilities	141.295.973	373,36% ↑	29.849.422
2) Consolidated liabilities	731.947	-97,84% ↓	33.951.092
3) Shareholders' equity	113.594.494	95,61% ↑	58.071.995
Total acquired capital	255.622.414	109,75% ↑	121.872.509

The sources-uses statement ("Fonti impieghi") shows the increase in invested assets due to the growth of electric vehicle charging (EVC) infrastructure.

The purchase of asset is financed with its own means and with the use of shareholder loans from the parent company BE Power.

III. Key summary budget indicators

For a comprehensive analysis of the capital, financial and income structure of the company, the index considered most significant are given below.

Economic indicators

ROE (Return On Equity)

DESCRIPTION

It is the ratio of net income to shareholders' equity (including net income for the year).

It expresses the return on equity as a summary measure.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
ROE (Return On Equity)	-21,65 %	-23,51 %

ROI (Return On Investment)

DESCRIPTION

It is the ratio of the operating income and the total assets.

It expresses the characteristic profitability of invested capital, where characteristic profitability means that before financial management and tax burden.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
ROI (Return On Investment)	-12,05 %	-14,12 %

ROS (Return On Sale)

DESCRIPTION

It is the ratio of the difference between value and cost of production and sales revenue.

It expresses the enterprise's ability to produce profit from sales (marginality of sales).

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
ROS (Return On Sale)	-126,50 %	-171,04 %

Capital indicators

Primary Structure Margin (also called Fixed Asset Coverage Margin)

DESCRIPTION

An absolute measure of the ability to finance fixed assets with equity, i.e. sources contributed to or not taken from shareholders.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Primary Structure Margin	-84.373.858 €	-27.857.872 €

Primary Structure Index (also called Fixed Asset Coverage)

DESCRIPTION

Measures in percentage terms the ability to finance fixed assets with equity, i.e. sources contributed to or not taken from shareholders.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Primary Structure Index	57,38 %	67,58 %

Secondary Structure Margin

DESCRIPTION

Measures in absolute value the ability to finance fixed assets with equity and medium-and long-term debt.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Secondary Structure Margin	-83.641.911 €	6.093.220 €

Secondary Structure Index

DESCRIPTION

Measures in percentage value the ability to finance fixed assets with equity and medium- and long-term debt.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Secondary Structure Index	57,75 %	107,09 %

Equity / Invested Capital (also called Independence Index)

DESCRIPTION

Measures the ratio of equity capital to total assets.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Equity / Invested Capital	44,44 %	47,65 %

Debt Ratio

DESCRIPTION

Measures the ratio of debt capital (debt) to total assets.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Debt Ratio	55,56 %	52,35%

Liquidity indicators

Primary Liquidity Margin (also called the Dry Treasury Margin or Acid Test)

DESCRIPTION

An absolute measure of the ability to pay off short-term debts (within 12 months) using immediate cash.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Primary Liquidity Margin	-133.953.004 €	-22.475.185 €

Primary Liquidity Index (also called the Dry Treasury Index or Acid Test)

DESCRIPTION

Measures in percentage terms the ability to pay off short-term debts (within 12 months) using immediate cash.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Primary Liquidity Index	5,20 %	24,70 %

Secondary Liquidity Margin (also called Treasury Margin)

DESCRIPTION

An absolute measure of the ability to pay off short-term debts (within 12 months) using immediate and deferred cash, i.e., all working capital excluding inventories.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Secondary Liquidity Margin	-88.052.693 €	6.025.656 €

DESCRIPTION

Measures in percentage terms the ability to pay off short-term debts (within 12 months) using immediate and deferred cash, i.e., all working capital excluding inventories.

	01/01/2023 31/12/2023	01/01/2022 31/12/2022
Secondary Liquidity Index	37,68 %	119,86 %

Please note that there are no situations of financial imbalance.

The Company shares financial needs with Eni Plenitude based on budget and multiyear plans.

The presence of negative indicators reflects a target market that is still in its embryonic stage. Nevertheless, the growing focus on sustainable mobility and the projected sales of electric vehicles found in major industry studies bode well for the long-term return on investment as projected.

4. MAIN RISKS AND UNCERTAINTIES TO WHICH COMPANY IS EXPOSED

The Company adopts specific procedures for managing risk factors that can affect the company's performance.

Since 2022, the Company has been included in the Annual Risk Assessment of Eni Plenitude.

The company participated in the 2023 to the Risk Assessment cycle, identifying the main risks that could affect the achievement of corporate objectives and assessing their likelihood of occurrence and potential impact.

Some risks of a cross-cutting nature are analyzed centrally by the parent company Eni Plenitude, also in view of the control, analysis and monitoring systems implemented with unitary logic.

Risks have been identified and assessed in terms of probability and impact based on of the four-year strategic plan 2024-2027, with reference to both quantitative (economic/financial) and qualitative aspects (impacts on health & safety, environment, image and reputation, security and social drivers).

11 risks were specifically identified by the Company. In particular:

i) External risks: "Normative/regulatory risk," "Market risk - Fluctuation of the commodity price";

ii) Strategic risks: "Evolving competitive environment", "Demand contraction risk", "Technological innovation";

iii) Operational risks: "IT/ Cyber Security risk", "IT continuity risk", "Suppliers not compliant with Eni's requirements", "Injury to employees and/or contractors", "Contractor misperformance" and "Plant unavailability risk".

For each identified risk, appropriate operational, organizational, and regulatory treatment actions have been identified by management. to which the company has activated.

The Society also oversees:

1. Credit risk

Credit risk represents the company's exposure to potential losses arising from the non-performance of its obligations undertaken by debtor counterparties, from which the company's collections (revenues) are derived. In view of the main type of payment for recharge services this risk appears to be limited. In addition, the Company constantly monitors its possible credit exposure.

2. Liquidity risk

Liquidity risk represents the difficulty in raising funds to meet payment commitments to counterparties.

The company shares financial needs with Eni Plenitude based on budget and multiyear plans.

3. Interest rate change risk

Changes in interest rates represent a limited risk, considering only intercompany financial debts at present.

4. Exchange rate change risk

Changes in exchange rates are not a major risk at present, as most existing transactions in both buying and selling are settled in the same currency (Euro) and to a lesser extent in Swiss Francs.

5. RESEARCH AND DEVELOPMENT ACTIVITIES

The company did not incur any research and development expenses.

6. RELATIONS WITH PARENT COMPANIES

All transactions with related parties, which are better described in the notes to the financial statements, were carried out at normal market conditions.

7. SIGNIFICANT EVENTS THAT OCCURRED AFTER THE CLOSING OF THE EXERCISE.

The European Commission's winter forecast is "surrounded by uncertainty" due to continuing geopolitical tensions and the risk of further escalation of conflict in the Middle East.

Global policy uncertainty remains high. The news in China's economic growth, largely driven by politics, could spill over to the EU and higher and longer interest rates in the United States could worsen global financial conditions.

The European Commission predicts that in Italy "economic output will continue to grow slowly in 2024, with household purchasing power expected to benefit from disinflation and rising wages, in a resilient labor market environment".

With reference to the electric mobility area, 2024 will see the charging network improve further in terms of both ubiquity and power. In addition, at the Automotive Table on Feb. 1, 2024, the Ministry of Business and the Made in Italy (MIMIT) made official the long-awaited revision of the Ecobonus, which can certainly contribute to the development of electric mobility in Italy also favored by new and more affordable electric car models.

The Company analyzed the current and potential impacts of the Russia-Ukraine conflict, including those resulting from international economic sanctions, on the Company's revenue-generating activities, financial position and operating results based on currently available elements and scenarios that can be developed at the time and that it has considered the result of this analysis in assessing the applicability of the going concern assumption.

Finally, it is confirmed that no events occurred after the end of the fiscal year that had a significant impact on the Company's financial, patrimonial position and earnings.

8. FORESEEABLE DEVELOPMENT OF OPERATIONS

2024 can and should be the year of step change for the Italian car market. The long-awaited revision of the ecobonus will bring with it important elements of improvement on the electric mobility front and on the strengthening of the corporate fleet channel, which has enormous untapped potential and can feed the nascent zero-emission used car market by supporting its demand, which is decisive for being able to bring more and more people closer to this technology.

In Italy, as is the case in Spain, there are lower pro capite incomes than in major European countries. On the decisions to purchase electric cars at the moment weighs heavily the high price of this type of car. A situation that could be overcome through an incentive system and the debut of new, more affordable electric car models.

The year 2024 will be an important year for Be Charge to further expand its presence abroad. The company plans to continue its heavy investment in the development of its charging infrastructure network. Be Charge wants to make a decisive contribution to the development of a sustainable mobility system through innovative digital flow management thanks to one of the most extensive networks of quality public charging stations for electric vehicles in Italy and Europe.

9. ENVIRONMENT, SAFETY, HEALTH

Pursuant to Article 2428 No. 1 of the Civil Code, the following information is provided. pertaining to the environment.

The Company has not been charged with damage caused to the environment, nor has it suffered final sanctions or penalties in this regard.

The company is structured for the HSE function which is responsible for ensuring compliance with health and safety and environmental regulations.

The company during 2023 equipped itself with an HSE Management System in accordance with what is set out in the company policies and declined in the Group HSE Management System Guideline (MSG).

BE Power and Be Charge are ISO 9001/2015 and ISO/IEC 27001/2013 certified with the following scope: "implementation of infrastructure, products, services in the field of electric mobility".

ISO 9001 provides the basis for preparing an effective organizational system for market positioning, enabling early identification of opportunities while reducing potential risks.

ISO/IEC 27001 reinforces the understanding that information is an asset to be protected and enables the identification and minimization of information security risks, secures legal and contractual bases, and fosters trust in contact with customers, public organizations, and e-commerce.

Be Charge adopts an organizational model in accordance with Legislative Decree 231/2001 and its updates, within which there is a whistleblowing system aimed at the circumstantiated reporting of illegal conduct relevant under the decree itself.

In order to preserve information security and integrity, BE Power has equipped itself with control mechanisms ranging from remote management of enterprise devices, to enterprise network protection including cloud-based resource management. BE Power also plans ongoing investments aimed at improving information security management, centralization of access, audit and backup systems to ensure effective control even as the company's infrastructure grows.

10. ALLOCATION OF THE OPERATING RESULT

Pursuant to Article 2427, Paragraph 1, Number 22-septies of the Civil Code, it is proposed that the loss for the year be fully covered by using an equal amount of available equity reserves.

Milan, March 7, 2024

Simone Zuccotti