Annex A - Acceptance Letter (English)

[TRANSLATION FOR INFORMATION PURPOSES ONLY]

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[Custodian Letterhead]

CUSTODIAN ACCEPTANCE LETTER TO PARTICIPATE IN THE PUBLIC CASH TENDER OFFER BY SEMPRA ENERGY (herein “Sempra Energy” or the “Offeror”)

Casa de Bolsa BBVA Bancomer, S.A. de C.V., Grupo Financiero BBVA Bancomer Address: Paseo de la Reforma 510, Piso 18, Col Juarez, 06600, Ciudad de Mexico, Mexico.

To the attention of: Mary Carmen Espinosa Osorio and Francisco Marquez Granillo Email: [email protected], [email protected] and

[email protected] Phone numbers: (55) 5621 9662 and/or (55) 5621 0870

Dear Sirs:

We make reference to the public cash tender offer (the “Offer”) of (i) up to 52,227,526 (fifty two million two hundred twenty seven thousand five hundred twenty six) ordinary, nominative shares, of a single-series, with no par value of INFRAESTRUCTURA ENERGÉTICA NOVA, S.A.B. DE C.V. (“IEnova” or the “Issuer”) with ticker symbol IENOVA which represent 3.6% (three point six percent) of the total outstanding shares of the Issuer (the “Issuer’s Public Shares” or the “IEnova Public Shares”), for (ii) Ps. 78.97 (seventy eight 97/100 Pesos) for each Issuer’s Public Share (“Price per Share”), made by the Offeror, which has been authorized by the National Banking and Securities Commission by official letter number 153/10026784/2021.

We hereby and on behalf and for the account of the shareholders of the Issuer that maintain a brokerage account with the undersigned or who otherwise delivered their physical stock certificates to the undersigned in order to participate in the Offer, by depositing such stock certificates to a brokerage account with the undersigned (the “IEnova Shareholders”), accept each and every one of the terms and conditions of the Offer, as contemplated in the Offering Memorandum dated August 12, 2021 (the “Offering Memorandum”):

The capitalized terms used herein but not expressly defined in this letter shall have the meaning given to such terms in the Offering Memorandum.

Number of IEnova Public Shares that accept to participate in the Offer:

[Include IENOVA Public Shares in number]

[Include IENOVA Public Shares in words]

Pursuant with the requirements of the Offering Memorandum, we hereby represent on behalf of our clients that are IEnova Shareholders that (i) we have received instructions from them by which our clients accept each and every one of the terms and conditions of the Offer set forth in the Offering Memorandum; and (ii) the Offering Memorandum has been available on the internet on the website of the BMV as of June 17, 2021 (as updated from time to time).

Likewise, we certify that (i) all of the IEnova Shareholders on behalf of which this acceptance letter is rendered: (y) are rightful owners of the IEnova Public Shares referred herein, as registered, as of the date hereof, in our internal records and registers and (z) have the legal capacity in the case of natural persons or the authority in the case of entities, in each case to dispose of them pursuant to the terms of the Offer; and (ii) the IEnova Public Shares of which said IEnova Shareholders are holders and that they have delivered, in accordance with the Offer and the provisions of the Offering

EXECUTION VERSION


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Memorandum, are free of any and all liens or any other limitations of ownership or encumbrances, including preemptive rights.

Furthermore, it is hereby confirmed that, in order for the Offeror to acquire the IEnova Public Shares referred to herein in the Offer, the undersigned shall take all necessary measures to transfer said IEnova Public Shares, free of payment, to the account of Casa de Bolsa BBVA Bancomer, S.A. de C.V., Grupo Financiero BBVA Bancomer (the “Broker-Dealer”) number 01-024-2907 (the “Concentrator Account”) that the Broker-Dealer maintains at S.D. Indeval Institución para el Depósito de Valores, S.A. de C.V. (“Indeval”), pursuant to the terms set forth in the Offering Memorandum, no later than 2:00 p.m. (Mexico City time) on September 10, 2021, which is the Expiration Date of the Offer. The Broker-Dealer will only receive transfers of IEnova Public Shares through Indeval and will not receive nor accept any physical share certificates of the Issuer delivered to the Broker-Dealer by the undersigned in order to participate in the Offer.

Likewise, by delivering the acceptance letter and on behalf of the IEnova Shareholders, we accept that:

I. The Issuer’s Public Shares that are transferred to the Concentrator Account after 2:00 p.m. (Mexico City time) on September 10, 2021, which is the Expiration Date of the Offer, will not be accepted and shall not participate in the Offer, and they shall be returned to the corresponding IEnova Shareholders, unless otherwise waived by the Offeror as described below and in the Offering Memorandum.

II. The Issuer’s Public Shares that participate in the allocation process of the Offer shall be settled in accordance with the provisions of section “(7.20) Offer Closing Procedure” of section “7. Terms of the Offer” of the Offering Memorandum.

III. As provided in the Offering Memorandum, the Custodian represented by the undersigned will receive on September 17, 2021, the Settlement Date, an amount in Pesos resulting from multiplying the total number of Issuer’s Public Shares that are the subject of this Acceptance Letter that have been validly tendered into (and not withdrawn from) the Offer, by the Price per Share, at the bank account of the Custodian represented by the undersigned that is included in the Sole Appendix of this Acceptance Letter, provided that, we shall be responsible for the proper and timely delivery to the IEnova Shareholders of the cash amounts which correspond to them, without any responsibility therefor by Sempra Energy or the Broker-Dealer.

IV. As provided for in the Offering Memorandum, the Offeror has the right to reject any Acceptance Letter, instruction or delivery which has not been made in due form or which for any reason is invalid, or to refuse to accept, through the Broker-Dealer, any Acceptance Letter or any tendered Issuer’s Public Shares which, in its opinion or that of its counsel, is unlawful or in breach of the requirements set forth by the Offeror, and to waive any breach or conditions.

For the record, we have herewith affixed our signatures to this letter on [●] [●], of 2021.

Name of the Custodian:

Name of the Attorney in Fact:


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Signature of the Attorney in Fact:

The undersigned certifies, on behalf of the Custodian that it represents, that the information regarding its clients or their position is true, that it knows and accepts the terms of the Offer, and that it has the legal authority granted by the Custodian to represent it, accept the Offer and execute and accept the terms of this Acceptance Letter.

We hereby undertake to indemnify and hold harmless Casa de Bolsa BBVA Bancomer, S.A. de C.V., Grupo Financiero BBVA Bancomer and Sempra Energy from any obligation or liability against Casa de Bolsa BBVA Bancomer, S.A. de C.V., Grupo Financiero BBVA Bancomer or Sempra Energy, respectively, by virtue of any of the actions taken by the Custodian represented by the undersigned in connection with the Offer and this Acceptance Letter, and we hereby undertake to reimburse within five (5) days after requested by the corresponding indemnitee for any expenses (including reasonable attorneys’ fees) in which it has incurred in connection with any proceeding initiated against it in connection with the Offer and this Acceptance Letter.


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Sole Appendix of the Acceptance Letter

Custodian Information

Complete name of the Custodian: [●]

Origin account (account in Indeval from which the IEnova Public Shares that accept to participate in the Offer will be sent to the Broker-Dealer):

[●]

Information of the bank account of the Custodian (for payment in pesos):

Bank:

[●]

[●]

Account Number:

[●]

CLABE:

[●]

Final Beneficiary Name:

[●]

Name and title of the person to be contacted:

[●]

Address: [●]

Telephone: [●]

Email: [●]

Information about the person responsible for the information included in this Acceptance Letter:

Name of the Attorney in Fact: [●]

Title of the Attorney in Fact: [●]


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Signature:

Date: [●]


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[Custodian Letterhead]

CUSTODIAN LETTER OF WITHDRAWAL FROM THE PUBLIC CASH TENDER OFFER BY SEMPRA ENERGY (herein “Sempra Energy” or the “Offeror”)

Casa de Bolsa BBVA Bancomer, S.A. de C.V., Grupo Financiero BBVA Bancomer Address: Paseo de la Reforma 510, Piso 18, Col Juarez, 06600, Ciudad de Mexico, Mexico.

To the attention of: Mary Carmen Espinosa Osorio and Francisco Marquez Granillo Email: [email protected], [email protected] and

[email protected] Phone numbers: (55) 5621 9662 and/or (55) 5621 0870

Dear Sirs:

We make reference to the public cash tender offer (the “Offer”) of (i) up to 52,227,526 (fifty two million two hundred twenty seven thousand five hundred twenty six) ordinary, nominative shares, of a single-series, with no par value of INFRAESTRUCTURA ENERGÉTICA NOVA, S.A.B. DE C.V. (“IEnova” or the “Issuer”) with ticker symbol IENOVA which represent 3.6% (three point six percent) of the total outstanding shares of the Issuer (the “Issuer’s Public Shares” or the “IEnova Public Shares”), for (ii) Ps. 78.97 (seventy eight 97/100 Pesos) for each Issuer’s Public Share (“Price per Share”), made by the Offeror, which has been authorized by the National Banking and Securities Commission by official letter number 153/10026784/2021.

We hereby and on behalf and for the account of the shareholders of the Issuer that maintain a brokerage account with the undersigned or who otherwise delivered their physical stock certificates to the undersigned in order to participate in the Offer, by depositing such stock certificates to a brokerage account with the undersigned (the “IEnova Shareholders”), withdraw acceptance of each and every one of the terms and conditions of the Offer, as contemplated in the Offering Memorandum dated August 12, 2021 (the “Offering Memorandum”):

The capitalized terms used herein but not expressly defined in this letter shall have the meaning given to such terms in the Offering Memorandum.

Number of IEnova Public Shares that withdraw from participating in the Offer:

[Include IENOVA Public Shares in number]

[Include IENOVA Public Shares in words]

For the record, we have herewith signed this letter on [●] [●], of 2021.

Complete Name of the Custodian:

Name of the Attorney in Fact:

Title of the Attorney in Fact:

EXECUTION VERSION


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Signature of the Attorney in Fact:

Date: [●]

Destination account (account in Indeval to which the IEnova Public Shares that are withdrawing participation in the Offer will be sent by the Broker-Dealer):

[●]

Name, title, address, telephone number and email address of person to be contacted:

[●]

The undersigned certifies, on behalf of the Custodian that it represents, that the information regarding its clients or their position is true, that it knows and withdraws its acceptance of the terms of the Offer, and that it has the legal authority granted by the Custodian to represent it, withdraw its acceptance of the Offer and execute and accept the terms of this Withdrawal Letter.

We hereby undertake to indemnify and hold harmless Casa de Bolsa BBVA Bancomer, S.A. de C.V., Grupo Financiero BBVA Bancomer and Sempra Energy from any obligation or liability against Casa de Bolsa BBVA Bancomer, S.A. de C.V., Grupo Financiero BBVA Bancomer or Sempra Energy, respectively, by virtue of any of the actions taken by the Custodian represented by the undersigned in connection with the Offer and this Withdrawal Letter, and we hereby undertake to reimburse within 5 (five) days after requested by the corresponding indemnitee for any expenses (including reasonable attorneys’ fees) in which it has incurred in connection with any proceeding initiated against it in connection with the Offer and this Withdrawal Letter.

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[Translation for reference purposes only]

INFRAESTRUCTURA ENERGÉTICA NOVA, S.A.B. DE C.V. GENERAL EXTRAORDINARY SHAREHOLDERS’ MEETING

JUNE 28, 2021

In the City of Tijuana, Baja California, corporate domicile of INFRAESTRUCTURA ENERGÉTICA NOVA, S.A.B. DE C.V. (the “Company”), at 10:00 a.m. (Pacific Time) on June 28, 2021, the shareholders of the Company, whose names appear in the attendance list signed by each of them or by their attorneys-in-fact and by the Recount Clerks, which is attached to the file of these minute, and that is deemed as fully reproduced herein, met in Blvd. Gral. Rodolfo Sánchez Taboada No. 10488, Office 932, Zona Urbana Río Tijuana, Zip Code 22010, Tijuana, Baja California (offices shared with IZA), for the purpose of holding a General Extraordinary Shareholders’ Meeting (the “Shareholders’ Meeting”) to which they were previously called by the Secretary non-member of the Board of Directors, through a publication in the electronic system of the Ministry of Economy and in the Electronic System of Communication with Securities Issuers (EMISNET) of the Mexican Stock Exchange (Bolsa Mexicana de Valores, S.A.B. de C.V.) on June 11, 2021.

By the majority vote of the attending shareholders, the Shareholders’ Meeting was presided by Mr. Mario Christian

López Hernández and Ms. Vanesa Madero Mabama, who is also the Secretary non-member of the Board of Directors of the Company, acted as Secretary of the Shareholders’ Meeting.

Pursuant to the Company’s bylaws and Article 49, section I of the Securities Market Law of Mexico (“LMV”), the

Secretary stated that, during the period of time required by such Article, the information and documents related with the matters of the agenda to be discussed at this Shareholders’ Meeting, were available to the shareholders at the Company’s offices.

The Chairman appointed Ms. María de los Ángeles Morales Cano and Ms. Adriana Sosa Villicaña as recount clerks,

who after accepting their position and assuming their loyal performance thereof, they proceeded to recount the certificates of deposit of the shares filed by the shareholders or by their attorneys-in-fact, drafted the attendance list, which once signed, certified that 1,409,172,187 (one billion four hundred nine one hundred seventy two one hundred eighty-seven) common shares, Single Series, Class I and II were represented in the Shareholders’ Meeting, out of the 1,452,281,032 (One billion four hundred fifty two million two hundred eighty one thousand thirty two) subscribed and paid-in, common shares, Single Series, Class I and II, that is, the 97.03% (ninety seven point zero three per cent) of the outstanding ordinary shares representing the Company’s capital stock.

After the recount clerks performed the foregoing certification, and considering that this Shareholders’ Meeting had

been called in the manner and on the terms provided for in the Company’s bylaws, the LMV and the General Business Companies Law (“LGSM”), the Chairman declared the Shareholders’ Meeting legally convened, since a sufficient quorum had been constituted, according to the Company’s bylaws, and requested the Secretary to read the following:

AGENDA

I. Presentation and, if applicable, approval, of the proposal to apply for the cancellation of the registration of the shares

representing the capital stock of the Company with the National Securities Registry administered by the National Banking and Securities Commission, and the resulting cancellation of their listing on the Mexican Stock Exchange (Bolsa Mexicana de Valores, S.A.B. de C.V.).

II. Presentation and, if applicable, approval, for the Company, and/or any affiliate of its control group, to undertake a cash public tender offer of the shares representing the capital stock of the Company, pursuant to Article 108 Section II of the Securities Market Law.

III. Appointment of Special Delegates of the Meeting for the execution and formalization of its resolutions.

After reading the Agenda, the Shareholders’ Meeting unanimously approved the acceptance of the attending

shareholders regarding the legal installation of the Shareholders’ Meeting, as well as the matters of the agenda, proceeding as follows:

MATTER I. presentation and, if applicable, approval, of the proposal to apply for the cancellation of the registration of the shares representing the capital stock of the Company with the National Securities Registry administered by the National Banking and Securities Commission, and the resulting cancellation of their listing on the Mexican Stock Exchange (Bolsa Mexicana de Valores, S.A.B. de C.V.).

In connection with the first matter of the agenda, at the request of the Chairman, the Secretary reminded the attending shareholders that (i) as a result of the public tender and exchange offer launched by Sempra Energy (“Sempra”) on April 26, 2021 that expired on May 24, 2021, to acquire all the shares representing the capital stock of the Company that were not owned directly or indirectly by Sempra, in exchange of shares of Sempra’s common stock (the “Exchange Offer”), as of the settlement date of the Exchange Offer, Sempra owned, directly and indirectly, 96.4% (nighty six point four percent) of the Company’s outstanding shares, and (ii) as published by Sempra, after the expiration of the Exchange Offer, and subject to the compliance of the applicable requirements, Sempra would seek to apply before the National Banking and Securities Commission (the “CNBV”) for the cancellation of the registration of the Company´s shares with the National Securities Registry (“RNV”) and the cancellation of the listing of such shares in the Mexican Stock Exchange (Bolsa Mexicana de Valores, S.A.B. de C.V.) (“BMV”).

By virtue of the foregoing, the Chairman expressed to the Shareholders’ Meeting the intention to request (i) to the

CNBV, the cancellation of the registration of the 1,452,281,032 (One billion four hundred fifty two million two hundred eighty

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one thousand thirty two) outstanding, ordinary, Single Series, Class I and II shares representing 100% of the capital stock of the Company (the “Shares”), pursuant to Article 108 section II of the LMV, and (ii) to the BMV, the cancellation of the listing of the Shares in Section I of the securities subsection authorized to trade in such securities market.

The Chairman explained to the Shareholders’ Meeting the requirements that, according to the LMV and other

applicable regulations, shall be met by the Company to obtain the cancellation of the registry of the Shares with the RNV and in the list of securities authorized to trade in the BMV, among others (i) to file an application to the CNBV and the BMV for such purposes; (ii) to carry out an public tender offer pursuant to section I of Article 108 of the LMV (a “Cancellation Tender Offer”) at least at the price that is the greater of the trading price and the book value of the Shares, as set forth in paragraph (b) of such section I of Article 108 of the LMV, and (iii) the formation of a trust by the offeror under the Cancellation Tender Offer to which the Offeror shall contribute, for a period of no less than 6 (six) months starting on the date of cancellation of the registration of the Shares with the RNV, any necessary funds to acquire, at the same price used in the Cancellation Tender Offer, any Shares of the shareholders that did not tendered their Shares therein (the “Delisting Trust”).

After the shareholders analyzed all the documents and reports, the Shareholders’ Meeting, by the affirmative vote of

the Shares representing 96.94% (ninety six point ninety four percent) of the total capital stock of the Company, adopted the following:

RESOLUTIONS

I.1 “It is hereby resolved to request the National Banking and Securities Commission (“CNBV”) the cancellation of the registry with the National Securities Registry (“RNV”) administered by the CNBV, of all the 1,452,281,032 (One billion four hundred fifty two million two hundred eighty one thousand thirty two) outstanding, ordinary, Single Series, Class I and II shares representing 100% of the subscribed, paid-in and outstanding capital stock of the Company (the “Shares”), according to Article 108 section II of the LMV.”

I.2 “It is hereby resolved to request the Mexican Stock Exchange (Bolsa Mexicana de Valores, S.A.B. de C.V.)

(“BMV”), the cancellation of the listing of all the Shares in Section I of the securities subsection authorized to trade in such securities market.”

I.3 “It is hereby resolved for the Company, through its duly authorized attorneys-in-fact, (i) to carry out all

procedures, applications and provide all the necessary or convenient information before all agencies (including the CNBV), organisms, bodies and necessary or convenient third parties (including the BMV and the S.D. Indeval Institución para el Depósito de Valores, S.A. de C.V. (“Indeval”)), (ii) to enter into or subscribe, or appear to the execution or subscription of all the contracts, agreements, documents and instruments, of any nature and governed by the rules of any jurisdiction, and (iii) in general, to perform any necessary or convenient acts, in order to obtain the cancellation of the registration of the Shares with the RNV administered by the CNBV and the cancellation of the listing of the Shares in Section I securities subsection authorized to trade in the BMV.”

I.4 “It is hereby resolved, for purposes of the foregoing resolutions, to grant a general power-of-attorney in favor of Tania Ortiz Mena López Negrete, Carlos Mauer Díaz Barriga, René Buentello Carbonell and Vanesa Madero Mabama, to be exercised jointly or severally and indistinctly, with the broadest powers provided in the first three paragraphs of Article 2,554 of the Civil Code for the Federal District (currently Mexico City) and the correlative articles of the Federal Civil Code and other Civil Codes of the federal entities of the Mexican Republic, as well as, if applicable, the powers contained in Article 9 of the General Law of Negotiable Instruments and Credit Transactions.

MATTER II. Presentation and, if applicable, approval, for the Company, and/or any affiliate of its control group, to

undertake a cash public tender offer of the shares representing the capital stock of the Company, pursuant to Article 108 section II of the Securities Market Law of Mexico.

In connection with the second matter of the agenda, the Chairman reminded the Shareholders’ Meeting the requirements that, according to the LMV and other applicable regulations, shall be met by the Company to obtain the cancellation of the registry of the Shares with the RNV and in the list of securities authorized to trade in the BMV approved by the Shareholders’ Meeting in terms of the foregoing resolutions, among others (i) to file an application with the CNBV and the BMV for such purposes; (ii) the launching of a Cancellation Tender Offer pursuant to Article 108 section I of the LMV; and (iii) the formation by the offeror under the Cancellation Tender Offer of a Delisting Trust.

In this regard, the Chairman informed the shareholders that, on June 17, 2021, Sempra, as offeror, and the Company,

as issuer, submitted to the CNBV an application to launch a Cancellation Tender Offer. The above, in terms of the approvals of the Board of Directors of the Company by means of the unanimous resolutions adopted in lieu of meeting dated as of June 9, 2021.

After listening and considering the corresponding report, the Shareholders’ Meeting, by the affirmative vote of the

Shares representing 96.94% (ninety six point ninety four percent) of the total capital stock of the Company, adopted the following:

RESOLUTIONS

II.1 “It is hereby resolved to take note and acknowledge for Sempra to carry out a Cancellation Tender Offer

pursuant to Article 108 section I of the LMV, subject to obtaining the corresponding authorization of the CNBV.” II.2 “It is hereby resolved to take note and acknowledge for Sempra to form the Delisting Trust.”

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II.3 “It is hereby resolved for the Company, through its duly authorized attorneys-in-fact, (i) to carry out all necessary or convenient acts, procedures or formalities before the CNBV, the BMV and Indeval regarding the cancellation of the registration of all the Shares with the RNV and their listing on the BMV, (ii) to participate and collaborate with Sempra in the procedure related to the Cancellation Tender Offer expected to be carried out in terms of section I of Article 108 and other applicable provisions of the Securities Market Law of Mexico, including, without limitation, complying and collaborating with Sempra in meeting any requirements made by the CNBV in the authorization process for the Cancellation Tender Offer, as well as in the performance of any necessary or convenient acts in order for Sempra to obtain the authorization from the CNVB to launch the Cancellation Tender Offer, and (iii) to enter into, subscribe and/or appear to the execution of any kind of documents, agreements, contracts, certifications, instructions, notifications, notices or any other similar or related document that is necessary or convenient, including any application or supplemental filing, related to the Cancellation Tender Offer, the Delisting Trust and any other documents as reasonably requested by Sempra in connection with the foregoing.”

II.4 “It is hereby resolved, for purposes of the foregoing resolutions, to grant a general power-of-attorney in favor

of Tania Ortiz Mena López Negrete, Carlos Mauer Díaz Barriga, René Buentello Carbonell and Vanesa Madero Mabama, to be exercised jointly or severally and indistinctly, with the broadest powers provided in the first three paragraphs of Article 2,554 of the Civil Code for the Federal District (currently Mexico City) and the correlative articles of the Federal Civil Code and other Civil Codes of the federal entities of the Mexican Republic, as well as, if applicable, the powers contained in Article 9 of the General Law of Negotiable Instruments and Credit Transactions.

MATTER III. Appointment of Special Delegates of the Shareholder’s Meeting for the execution and formalization

of its resolutions.

In connection with the last matter of the agenda, the Chairman of this Shareholders’ Meeting proposed to appoint as special delegates of the Shareholders’ Meeting Messrs. René Buentello Carbonell, Vanesa Madero Mabama and María de los Ángeles Morales Cano, authorizing each of them indistinctly to attend before the public notary of their choice to formalize all or part of these Shareholders’ Meeting minutes.

After analyzing the proposal of the Chairman, the Shareholders’ Meeting, by the affirmative vote of the Shares representing 97.00% (ninety seven percent) of the total capital stock of the Company, adopted the following:

RESOLUTION

III.1 “It is hereby resolved to appoint as special delegates of this Shareholder’s Meeting Messrs. René Buentello

Carbonell, Vanesa Madero Mabama and María de los Ángeles Morales Cano, so that, in the name and on behalf of the Company, for any of them indistinctly, to attend before the public notary of their choice to formalize all or part of, the minutes of this Shareholders’ Meeting and process the registration of the public deed in the Public Registry of Commerce of the Company’s corporate domicile, to carry out all the necessary procedures before the corresponding authorities to comply with the resolutions adopted in this Shareholders’ Meeting and to issue and certify copies of these minutes, as they consider necessary or convenient.”

As soon as the minutes were drafted, read, approved and ratified by all the attending shareholders, they were signed

by the Chairman and the Secretary, whom hereby attest that, up until the last matter of the Shareholders’ Meeting was fully discussed, all the attending shareholders were present.

The following documents are attached hereto as part of the records of the minutes of this General Extraordinary

Shareholders’ Meeting:

a) Copy of the publications of the call to the Shareholders’ Meeting; b) Attendance list; c) Forms and proxies for the representation of the shareholders; d) Admission passes; e) Certificates of deposit of the shares before the S.D. Indeval, Institución para el Depósito de Valores, S.A. de

C.V.; and f) Certificates of deposit of the shares issued to custodians by S.D. Indeval, Institución para el Depósito de

Valores, S.A. de C.V. accompanied by the list of shareholders. The Shareholders’ Meeting was released at 10:30 am (Pacific Time) on June 28, 2021.

Mario Christian López Hernández

Chairman Vanesa Madero Mabama

Secretary

Paseo de la Reforma No. 342, Piso 24 Col. Juárez, Delegación Cuauhtémoc 06600 Ciudad de México Tel. (55) 9138‐0100 www.ienova.com.mx

INFRAESTRUCTURA ENERGÉTICA NOVA, S.A.B. DE C.V. Ordinary General Shareholders’ Meeting

June 28, 2021 / 10:00 hours PT List of Attendance

Number Shareholder Shares Signature

01 Semco Holdco, S. de R.L. de C.V. Represented by: Mario Christian Lopez Hernandez 1,019,038,312

02

Casa de Bolsa BBVA Bancomer, S.A. de C.V., Grupo Financiero BBV A Bancomer Represented by: Vanesa Madero Mabama 381,015,194

03 Banco S3 Mexico, S.A. Institucion de Banca Multiple Represented by: Adriana Sosa Villicaña 6,500

04 Grupo Bursatil Mexicano, S.A. de C.V. Represented by: Adriana Sosa Villicaña 387,255

05

HSBC Mexico, S.A., Institucion de Banca Multiple, Grupo Financiero HSBC Represented by: Adriana Sosa Villicaña 33,880

06

Banco Nacional de Mexico, S.A., lntegrante del Grupo Financiero Banamex Represented by: Adriana Sosa Villicaña 8,691,046

Total shares represented 1,409,172,187

The undersigned signatories certify and state that in the Ordinary General Shareholders’ Meeting of Infraestructura Energética Nova, S.A.B. de C.V. (the “Company”), dated June 28, 2021, there were represented 1,409,172,187 (One billion four hundred nine million one hundred seventy two thousand one hundred eighty seven) ordinary, nominative shares, of a single series, no par value, representative of the fixed and variable capital stock of the Company, subscribed, paid and with the right to vote equivalent to 97.03% (ninety-six point forty-three percent) of the total capital stock of the Company. Name: Maria de los Angeles Morales Cano Name: Adriana Sosa Villicaña Title: Signatory Title: Signatory

Annex A - Acceptance Letter (English)

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