Rome, 15 December 2016 - The Board of Directors of TERNA S.p.A. (TERNA) at its meeting today chaired by Catia Bastioli, passed a resolution for the merger by incorporation into TERNA of the wholly-controlled companies Terna Rete Italia S.r.l. (TRI S.r.l.) and Terna Storage S.r.l. (Terna Storage) through approval of the Merger Project drafted by the Board of Directors of TERNA on 12 October 2016, following the proposal of CEO Matteo Del Fante, already disclosed to the public pursuant to applicable law.

The resolution was passed by the Board of Directors under the terms of article 2505, paragraph 2 of the Italian Civil Code and article 21.2 of the Bylaws, following verification that all disclosure requirements pursuant to applicable regulations are met and that shareholders representing at least 5% of the share capital of TERNA do not request the approval of the Merger Project by an extraordinary Shareholders' Meeting, under the terms of article 2505, paragraph 3 of the Italian Civil Code.

It is planned that the merger documentation will be signed by the next financial period, pursuant to the relative legal term. The Bylaws of TERNA will remain unchanged by the merger.

The minutes containing the resolution passed by the Board of Directors meeting of TERNA held today are publicly disclosed, and will be filed at the company headquarters and at the Rome Companies Register within the applicable term and together with the documentation required by current legal and regulatory requirements. A copy of the aforementioned minutes, as well as the minutes of the meeting of the boards of directors of the other companies involved in the merger, TRI S.r.l. and Terna Storage, will also be made available to the public on TERNA's website (www.terna.it), on the website of the authorised storage system '1Info' (www.1info.it), and filed at the stock exchange management company Borsa Italiana S.p.A. (www.borsaitaliana.it).
The prescribed disclosure regarding the filing will be issued.

Terna Rete Elettrica Nazionale S.p.A. published this content on 15 December 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 15 December 2016 15:01:16 UTC.

Original documenthttp://www.terna.it/Document-Details/Terna_Resolution_for_merger_by_incorporation_of_the_subsidiaries_Terna_Rete_Italia_S_r_l_and_Terna_Storage_S_r_l_into_Terna_S_p_A_.aspx

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