STATE OF
DELAWARE
CERTIFICATE OF CONVERSION
FROM A LIMITED LIABILITY COMPANY TO A
LIMITED PARTNERSHIP PURSUANT TO
SECTION 17-217 OF THE LIMITED PARTNERSHIP ACT
1.)
The jurisdiction where
Energea Portfolio 3 Africa LLC (the "Limited Liability Company") was
first formed is Delaware.
2.)
The jurisdiction of
the Limited Liability Company immediately prior to filing this Certificate of
Conversion is Delaware.
3.)
The date the Limited
Liability Company was first formed is March 11, 2021.
4.)
The name of the
Limited Liability Company immediately prior to filing this Certificate of
Conversion is Energea Portfolio 3 Africa LLC.
5.)
The name of the
Limited Partnership as set forth in the Certificate of Limited Partnership is
Energea Portfolio 3 Africa LP.
IN WITNESS WHEREOF, the
undersigned have executed this Certificate on the 5th day of June,
A.D. 2025.
Energea Global LLC, its General Partner
By:
Name:
Michael Silvestrini
Title: Managing Partner
STATE OF
DELAWARE
CERTIFICATE OF LIMITED PARTNERSHIP
· The Undersigned, desiring to form a limited partnership
pursuant to the Delaware Revised Uniform Limited Partnership Act, 6 Delaware
Code, Chapter 17, does hereby certify as follows:
· First: The name of the limited partnership is Energea Portfolio 3
Africa LP.
· Second: The address of its registered office in the State of Delaware
is
1013 Centre Road Suite 403-A in the city of Wilmington, County of
New Castle,
Zip Code 19805.
·The name of the
Registered Agent at such address is American Incorporators Ltd.
·
Third: The name and mailing address of each
general partner is as follows:
Energea Global LLC
52 Main Street Chester, CT 06412
· In Witness Whereof, the undersigned has executed this
Certificate of Limited Partnership as of 5th day of June, A.D. 2025.
Energea Global LLC
By:
Name: Michael Silvestrini
Title: Managing Partner