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 4 USA 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 4 USA LLC.
5.) The
name of the Limited Partnership as set forth in the Certificate of Limited
Partnership is Energea Portfolio 4 USA LP.
IN WITNESS WHEREOF, the
undersigned have executed this Certificate on the 10th 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 4 USA 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 10th day of June, A.D.
2025.
Energea Global LLC
By:
Name: Michael Silvestrini
Title: Managing Partner