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June 2021


The Growth of GEB for Consideration by the General Meeting of Shareholders

22 June 2021

 Bogotá D.C., June 22, 2021. The next Extraordinary Shareholders’ Meeting of Grupo Energía Bogotá, convened for Monday, June 28, will decide upon the future of a new agreement with ENEL Américas, which would ensure its participation in a more robust company with greater growth potential, with governance tools that protect the equity of shareholders and the residents of Bogota. It will promote the company’s immediate and definitive foray into the non-conventional renewable energy business (NCRE). 

This agreement would imply a process of redefining the investment GEB has in Emgesa S.A. E.S.P. (“Emgesa”) and Codensa S.A. E.S.P. (“Codensa”), which will be submitted to the approval of the General Shareholders’ Meeting of GEB and the corporate governance bodies of the companies involved. It would lead to the creation of a company of international stature, through Emgesa’s takeover of Codensa, ENEL Green Power Colombia and ESSA 2 SpA, including Enel assets in Colombia, Costa Rica, Panama and Guatemala. This company would become a strategic pillar for strengthening its capacities in terms of smart cities, sustainable mobility and energy transformation. 

This is one more step in the evolution of the relationship between GEB and ENEL that would lead the Group to having a 42.515 % share, similar to the share held today in EMGESA and CODENSA in terms of shares with voting rights, in a larger, more valuable, greener and more stable company, with an additional equity value of approximately COP 5.5 trillion in renewable energy assets. 

The possibility of advancing in this new agreement comes about as an evolution of the public-private partnership structured and developed by previous administrations, a business model that has allowed GEB to become the “jewel in the crown” of the District and a Latin American benchmark for the union between public and private entities around a shared and competitive purpose. It is also a possibility that results from the solid position assumed by previous administrations in the face of the disputes that arose with ENEL in the past. 

The evolution of these processes and the negotiation carried out by the new administration of GEB and its Board of Directors has prioritized maximizing positive impact for all its shareholders, including the District and all citizens, and ensuring the company’s competitiveness and sustainability, with positive results in the short, medium and long-term.

This step is the result of a rigorous and in-depth process of evaluating options and is framed within the purpose of generating greater value for the company and its shareholders, strengthening public capital and decisively advancing in consolidating GEB as a national and international player, in compliance with the Paris Agreement and the SDGs through renewable and non-conventional renewable energies. 

Among the attributes linked to the new company that would emerge thanks to the agreement, there is also a greater installed capacity - with operation in four countries through wind, solar and hydroelectric projects -, a higher equity value, higher annual dividends and a more profitable company with higher profits. Moreover, the new company would provide GEB the capacity to develop smart city projects, while also making it possible to transfer knowledge and cooperation mechanisms between the companies. 

This new agreement would help solve disputes of the past and project businesses into the future, in order to consolidate a relationship with a long-term vocation in which GEB, its partners and shareholders, Bogotá, its citizens and the country are winners through the concrete materialization of the superior purpose of Grupo Energía Bogotá: Improving lives through sustainable and competitive energy. 

Information related to this operation is available for shareholders and interested parties on the GEB website at the link 

https://www.grupoenergiabogota.com/informacion-corporativa/gobierno- 

corporativo/asamblea-general-de-accionistas/historial-asamblea-general-de- 

accionistas/28-de-iunio-de-2021-asamblea-general-extraordinaria-de-accionistas, 

in compliance with Company bylaws and other rules that govern the corporate governance of the company. 

Note: It is important to note that this transaction does not in any way affect, nor is it related to, the current share of the district as the majority shareholder of GEB, which continues to be 65.7 %. 

About Grupo Energía Bogotá 

With 125 years of history, Grupo Energía Bogotá (GEB) is a leading company in electric energy transmission and distribution and natural gas transport and distribution in Colombia, Peru, Brazil and Guatemala. In Colombia, its transmission business develops electric energy projects. Through TGI, it is the top natural gas transportation company with over 4,000 km of gas pipelines. GEB also holds equity interests in Codensa, Emgesa, Vanti and Emsa. In Peru, it is the top natural gas distribution company through its companies Cálidda and Contugas. Through ISA REP and ISA Transmantaro, in which it holds a 40 % equity interest, it is the leader in electric energy transmission. It is present in Brazil with Gebbras and Argo, and it is the top electric power transmission company in Guatemala through Trecsa and Eebis.

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