Professional report, Dimension D1, Site and constraints

Deal: Collemurgia 14 MW solar cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D1, site location, eligible areas and landscape-environmental constraints Professional: Nestore Calandra, Land Surveyor (Agent A7, Technical unit) Mode: offensive, buyer side Evidence base: 14 sheets across 14 P1 documents extracted from the VDR (ED_07 landscape reports, landscape determinations, EG_02/03/04 constraints analyses), consolidated archivio/D1_consolidato.json, integrated with the outcome of the geo engine (golden Collemurgia, docs/specs/2026-06-03-golden-geo-collemurgia-report.md)

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1. Engagement and scope

I am entrusted with the first question that arises on any energy dossier: where is the plant really located, on which parcels, and inside or outside the constraints? I am the first to engage with the site on the territorial plane, and my task on D1 is to establish whether the Collemurgia Cluster is located within a genuine eligibility regime and whether the constraints that burden the areas are prohibitive, managed or still open.

The question that governs my analysis, from a buyer perspective, is this: is a plant set squarely in the Murgia dei trulli, a context with an extremely high density of protected assets, located on an eligible area with constraints resolved, or is the project sold as compatible without the compatibility having been assessed where it counts?

I stay within the boundaries of D1. I do not calculate the verdict, I do not aggregate the other dimensions, I do not issue regulated landscape advice: I produce decision support for the investor. I query the geo engine only via motore_api. Where the constraint moves from the cartographic plane to the environmental opinion, A12 (Remo Bacchetti) takes over; where the site depends on the substation and the connection route, A5 (Dario Pestarino) takes over. The merit of those dimensions is not mine.

2. What I examined

I read the ED_07 landscape reports (43-50 pages, read in the first 20: framing and constraints summary), the three landscape determinations, the EG_02/EG_03/EG_04 constraints analyses and the eligible-areas picture. Fourteen P1 documents out of fourteen extracted, one via local OCR. EG.02 PPTR “compressed” is an image-only PDF and its sheet remains thin: I treated it as such and did not promote to fact what I could not read, because the constraints outcome is in any case covered by the three determinations.

Onto this document review I overlaid the outcome of the geo engine already run on the case (national level P3/P4). The site falls within Serremonti locality, sheets 51 and 66 of the Municipality of Collemurgia, Murgia dei trulli context. The three SPV sit on land burdened by Further Landscape Contexts of the PPTR Puglia (dry-stone walls, trulli, olive groves) and in proximity to Rete Natura 2000 areas and to PAI hazard.

3. The two-level method, and why it is the heart of D1

This is the point on which the whole dimension turns, and it is the rationale that I ask the Panel to allow me to defend at length, because it is here that a superficial analysis produces a false GO or a false veto.

I never close an eligibility judgement on the national level alone. The geo engine's GeoDB is national: it knows the art.142 constraints, the woodland, the ISPRA PAI, the Rete Natura 2000, but it is blind to the regional landscape plans. An absence in the national database is not an absence of constraint (Collemurgia lesson, ADR-002). For this reason I work on two levels:

1. National level (geo engine, P3/P4). I queried the intersection of the national constraints against the site geometry. The national layer agrees with the project declarations: PAI, woodland, art.142 and Natura 2000 are consistent with what is declared in the documents.
2. Regional per-case level (document review). The constraint that truly weighs here, the UCP PPTR “Rural landscapes”, is not present in the national GeoDB. I do not assert it from memory and I do not assume it absent: I verify it per-case against the VDR. And the document review found the constraint, and found it already resolved.

The two-level method is validated on the real case: the national layer did not see the UCP, the per-case coverage closed the gap and confirmed compatibility. Without this second level I would have given a blind GO; with a poorly set up second level I would have reproposed the false veto of the synthetic golden case.

4. Why V002 does NOT trigger on this case

Here I apply my threshold, and it is the part of the judgement I am keen to justify, because it is exactly the opposite of the synthetic Collemurgia golden case (which was a NO-GO from V002).

V002 is the intersection veto: it triggers when the site overlaps in an established manner with a non-eligible area or a prohibitive constraint. On the real case, it does not trigger, for documented reasons:

• The landscape constraint exists, but has been assessed compatible. The UCP PPTR (dry-stone walls, trulli, olive groves) is really there. But the three SPV have already obtained the favourable landscape authorisation with conditions: DET 1487 (R.C.G. 3201/2023) of 04/12/2023 for Blu, DET 1622 (R.C.G. 3540/2023) of 21/12/2023 for Verde, DET 1330 of 16/11/2023 for Giallo. All three favourable. The constraint is not prohibitive: it is managed, with the permit in hand.
• The area is eligible under art.20 Legislative Decree 199/2021. The site falls within an eligible-area regime (Db land of no special value): the location is in the correct regime, eligibility is established and not merely declared.
• The national and the regional converge. P3 did not flag a prohibitive intersection, and the per-case regional verification confirmed compatibility, not conflict. I do not have a single national “no intersection” on which to close in a vacuum: I have a consistent national layer plus a regional one resolved by a measure.

For this reason, on D1, I do not propose V002. I keep firm, however, the caution of the offensive mode: compatibility holds as long as the determinations remain intact, valid and not expired at closing, and as long as the landscape conditions are actually complied with. Compatibility is not free: it is a real compliance burden.

5. Specific risks that concern me

1. Cable route and Natura 2000, the point still open. This is the real residual of D1. The VIA application declares interference of the cable route (PoC 10.881 km) with the SAC Murgia di Sud-Est, while the field reports declare no interference: the two documents do not agree, and no incidence assessment (VINCA) appears on file. The field's landscape constraints are resolved; the compatibility of the connection route with Natura 2000 is not. Cross-flag mandatory with A5 (connection) and A12 (environmental opinion).
2. Real compliance burden (intersects D6/D7). The landscape conditions are not formalities: restoration of dry-stone walls by hand using traditional techniques (no machinery or binders, PPTR Guidelines 4.4.4), panel spacing to preserve the trulli, hedges and native species that are not Xylella hosts. They are multi-year construction and maintenance charges with an impact on CAPEX/OPEX and on the usable layout. To be quantified on the A6/A8 side.
3. Olive groves and Regional Law 14/2007 (intersects D6). On Giallo the trees are declared non-monumental with uprooting authorisation obtained. But the Verde agronomic report (ED_10, A12 finding) flags olive trees with characteristics of monumental status, in tension with the landscape declaration. Monumental status must be confirmed plot by plot, not presumed.
4. PAI on Verde. The constraints analysis flags flood and landslide hazard on Verde; the river basin authority opinions (D3) require the plant to be sited outside the areas floodable with a 200-year return period, splitting the array if necessary. Constraint managed, but with operational conditions on the layout.
5. More fragile Giallo file. The landscape Commission had requested integrations from Giallo (opinion 41-A/2023 of 17/08/2023) with a risk of dismissal within 60 days; the process closed favourably with DET 1330. No residual issue on D1, but it confirms a more fragile Giallo file, consistent with the corrupted ED_03 flagged in D3.

6. Formal findings (for R1a scoring)

The findings below already comply with tools/rilievo.schema.json and have flowed into rilievi aggregati. I report them for traceability; the rationale for each is in sections 3-5.

Finding	Subject	Severity	Score	Confidence	Veto
A7-D1-20260604-001	PPTR/PAI constraints assessed compatible (DET 1487/2451/2132)	green	72	0.80	no V002
A7-D1-20260604-002	Cable route vs SAC Murgia SE, VINCA missing	amber	58	0.60	open question

The lower confidence on the cable route (0.60) honestly reflects that I have a declaration of interference in the VIA application contradicted by the field reports and no VINCA on file: it is a point to verify, not a closed fact. On the cluster finding (0.80) the confidence is high because it rests on three documented favourable landscape measures, not on a cartographic reading of mine.

7. Q-list and conditions at closing

To ask the counterparty (Q-list): 1. Final cable route and interference with the SAC Murgia SE: is there an approved incidence assessment (VINCA), or a reasoned exclusion? With what mitigations? 2. Confirmation of the non-monumental status of the uprooted olive trees (agronomic report) and uprooting authorisations for all three SPV, not only for Giallo. 3. Estimate of the cost of complying with the landscape conditions (manual dry-stone walls, hedges, trulli spacing) and impact on layout and on yield (towards D6/D7). 4. Time validity of the landscape authorisations (DET 1487/2451/2132) relative to the construction schedule.

Conditions precedent to closing (CP) that I ask to be put into the contract: 1. Landscape authorisations (DET 2287/2451/2132) intact, valid and not expired at the closing date. 2. Incidence assessment of the cable route on Natura 2000 concluded positively, or excluded with traceable reasons. 3. Olive uprooting authorisations on file for the parcels concerned, with confirmation of the non-monumental status.

8. Conclusion

The location of the Collemurgia Cluster is strong in terms of eligibility and field landscape constraints, with a single open node on the connection route. The area is eligible under art.20, the UCP PPTR and PAI constraints exist but have been assessed compatible through three favourable landscape determinations: on this real case V002 does not trigger, and this is the strong point of D1, exactly the opposite of the synthetic golden case.

My judgement: D1 is not a veto, but it is not closed either. It remains to verify the compatibility of the cable route with the SAC Murgia SE, which is the only declared Natura 2000 interference and today without a VINCA on file, and it remains to quantify the landscape compliance burden that weighs on CAPEX, OPEX and layout. The landscape compatibility is there and documented; in offensive mode I do not endorse full eligibility until the connection route is cleared of the Natura 2000 risk and until the determinations are confirmed intact at closing. On this I will not compromise.

Nestore Calandra, Land Surveyor Ultimate Big 5 Energy Squad, Technical unit, Agent A7

Professional report, Dimension D2, Grid connection

Deal: Collemurgia 14 MW solar cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D2, electrical connection and technical network solution Professional: Dario Pestarino, Electrical Engineer (Agent A5, Technical unit) Mode: offensive, buyer side Evidence base: 9 sheets across 9 VDR P1 documents (STMG, connection quotations, acceptance letters and validations, folder 08 CONNESSIONI), consolidated archivio/D2_consolidato.json, supplemented by the client notes on TICA

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1. Engagement and scope

I was entrusted with the assessment of the grid connection of the three cluster SPV: to establish whether the plant, at closing, holds a realistic, perfected connection title consistent with the declared capacity, or a bundle of accepted quotations that remain paper until the works are in the ground. The question that governs my analysis is just one, and it is the one I put before every dossier: this project is sold as ready to build; is the connection up to that qualification, or is it still a drawing?

I count the kilometres of cable and the megawatts. For me a plant without a realistic connection is a drawing, not an investment. I stay within the boundaries of D2. I do not calculate the verdict, I do not aggregate other dimensions, I do not issue regulated technical advice: I produce decision support for the investor. Where the technical fact of the connection touches the permitting (aggregation, V001), the land availability (cable easement) or the business plan (network cost), I flag the intersection and engage the competent colleagues without intruding on their merit: A1/R1 for qualifying the veto, A3 for the easements, A8 for the economic impact.

2. What I examined

I read, application by application, the three STMG minimum general technical solutions and the related E-Distribuzione connection quotes, the acceptance letters and the validations: STMG and quotes native PDF (E-Distribuzione documents, no OCR needed), 44-47 pages each, of which I read in depth the first 30, where the delivery point, the application codes, the injection capacity and, above all, the shared-works clause reside. The construction detail of the appendices remains in the P2. Single operator E-Distribuzione, connection voltage 20 kV (MV) for all three SPV, three distinct applications:

SPV	STMG application	POD	Connection point	Inj. capacity	Connection cost	Status
Blu	347144045	IT001E110616902	CP Noci DW00-1-383589 (antenna)	5.10 MW	~EUR 286,000	accepted/validated, works pending
Verde	345008933	IT001E110496800	CP Noci DW00-1-383589	5.05 MW	~EUR 1,741,000	accepted/validated, works pending
Giallo	389125280	IT001E114215431	new antenna substation, existing MV line (different point)	2.25 MW	~EUR 186,000	validated, works pending

Total injection capacity ~12.4 MW, below the declared peak capacity (~14.05 MWp) due to inverter/ILR limit: consistent, it is a project figure, not an anomaly. All connections are classified as COMPLEX type works (art. 10.1 TICA): a longer and more costly construction process, subject to cost increases.

3. The decisive point: shared Blu+Verde connection point

This is the heart of my report, and it is a technical fact that I record for the minutes with the utmost clarity because I do not deduce it, I read it in the quotations.

The E-Distribuzione quotations for Blu and Verde explicitly declare “shared works” with each other's application, reciprocally:

• STMG/quotation Blu (347144045): “Works shared with connection application 345008933” (Verde), with shared construction of the Al 185 sqmm buried cable line.
• Quotation Verde (345008933): “Works shared with the other connection application 347144045” (Blu).
• Both indicate the exact same point: Noci Primary Substation, CP DW00-1-383589 TR VE, 20 kV.

Giallo (389125280) instead connects to a different point (new antenna substation on an existing MV line) and the sheet records sharing = no.

The technical fact, recorded as an engineer: the Blu+Verde pair shares the grid connection point and physically shares the network works (the shared Al 185 sqmm cable route towards CP Noci), for about 10.15 MW in total. It is not a generic adjacency: it is the same antenna on the same primary substation, with a single cable line built only once to serve two applications.

And here I stop, and I mark the boundary precisely. The Puglia Region (opinion 30/05/2024, see D3) had indicated as the aggregation criterion, for the purposes of Single Authorisation plus ministerial VIA, plants “if referring to the same grid connection point… the combined total capacity would exceed 10 MW”. The shared connection point that I establish is exactly that criterion. But I stop at the fact: shared point, shared works, 10.15 MW. Qualifying the V001 veto, that is whether that fact triggers aggregation and with what confidence, is NOT mine: it is the responsibility of A1, R1 and the offensive hearing. I provide them the technical brick, I do not build the permitting wall.

4. Findings and red flags from an offensive perspective

Beyond the decisive point, I set out the findings that weigh on the connection regardless of V001, because a prudent buyer must see them all.

1. Connections not yet built. The STMG and the quotations are validated and accepted, but the works are pending construction. The actual availability of the connection is a commitment, not an accomplished fact. As these are COMPLEX works (art. 10.1 TICA), the risk is twofold: timing (a long E-Distribuzione schedule) and cost increases (complex works are by definition subject to balancing adjustments). A buyer of RTB buys an available connection, not a promise of availability.

2. Cable easements not established. The Blu quotation flags the need to establish a dedicated easement for the buried line over public road and private access. It is an additional land dependency, not perfected, that intersects D5/D8 (A3 and A2): without the easement, the shared cable route cannot be laid. I pass it to A3 as a connection fact that generates a land charge.

3. Connection cost heavily skewed onto Verde. About EUR 1.74M on Verde against ~286k on Blu and ~186k on Giallo. Verde bears, in fact, the new substation and the shared works: it is the technical reading consistent with the fact that Blu and Verde share the work but the quotation attributes it to Verde. Total cluster connection cost ~EUR 2.2M. The client notes envisage a reduction by self-executing the works (Enel cost ~1.8M reducible to ~1.2M with TICA refund ~300k): it is a credible lever, but it remains to be proven and must be incorporated into the business plan, today absent (cross D7, A8).

4. Time validity of the technical solutions. The Giallo STMG has limited validity (210 days). The non-expiry and the currency of the deeds at closing must be verified: an expired quotation is a connection to be renegotiated from scratch.

5. POD-site-capacity consistency. The three POD are distinct and consistent with the three delivery points; the injection capacities (5.10 + 5.05 + 2.25 MW) are consistent with the peak capacity and with the inverter limit. On this I have no finding: the connection design is sound. The problem is not how the connection is designed, it is that it is not yet in the ground and that its geometry feeds a permitting node.

5. Rationale on the threshold and on the scope of my finding

I want to explain at length why my technical finding, on this dossier, stops where it stops, because it is the part of the judgement that I ask the Panel to allow me to defend.

I establish a high-confidence fact: the connection point is shared, the works are in common, the fact is written in the E-Distribuzione quotations, not inferred. On this my confidence is full. What I do NOT do, and must not do, is decide whether that fact is enough to trigger V001. Our framework's rule is clear: A5 PROPOSES, it does not trigger the veto (only R1a does). And qualifying the aggregation depends on elements that are not within my technical competence but legal-permitting: the soundness of the PAS regime art. 22-bis, the regional reversal that brought the projects back under that regime, the publication of the permits in the BUR Puglia (April 2025) and the lapse of the 120 days for objections.

On this last point I loyally record the mitigating element that consolidation has incorporated: the permits were published and the 120 days for objections have lapsed, so the evasion is no longer establishable against the project by an authority. This, in consolidation (Reading A), lowered the confidence of the evasive substrate below the triggering threshold (0.45 against 0.55). I do not agree with erasing the risk, and I do not erase it: I downgrade it from veto to a heavy condition. In offensive mode my duty is not to underestimate: the technical fact remains documented and coincides verbatim with the Region's criterion. For this reason my second finding carries the V001 veto as a candidate, with the final qualification explicitly remitted to A1/R1/the hearing and subject to an independent legal opinion on the soundness of the PAS regime. If that opinion confirms the soundness, it drops to a condition; if it casts it into doubt, the veto comes back into play. On this I will not compromise: the technical fact must be brought to the hearing whole, not tamed.

6. Formal findings (for R1a scoring)

The findings below are already compliant with tools/rilievo.schema.json and have fed into rilievi aggregati. I report them for traceability; the rationale for each is in sections 3-5.

Finding	Subject	Severity	Score	Confidence	Veto
A5-D2-20260604-001	Technical connection (3 SPV): MV 20 kV accepted, works not built, easements not established, cost ~2.2M skewed onto Verde	amber	63	0.80	none
A5-D2-20260604-002	Shared Blu+Verde connection point (CP Noci, shared works): documented aggregation substrate	amber	40	0.45	V001 candidate

The lower confidence on the second finding (0.45) does not reflect uncertainty about the technical fact (shared point, which is certain), but the aggregate confidence of the evasive substrate after the BUR + 120-day mitigation, which is a matter for A1/R1. The technical fact, on its own, is high-confidence.

7. Q-list and conditions at closing

To ask the counterparty (Q-list): 1. Independent legal opinion on the soundness of the PAS art. 22-bis regime in light of the shared Blu+Verde connection point (CP Noci) and the shared works: does it meet the Region's aggregation criterion? 2. State of construction of the connection works (the three applications are pending): E-Distribuzione schedule and cost-increase risk on the COMPLEX works. 3. Easements for the buried lines: identification of the parcels crossed, state of establishment, costs (cross D5). 4. Current validity of the STMG and the technical solutions (Giallo 210 days) at the closing date. 5. Consistency between the shared cable route and the interference with SAC Murgia SE (cross D1/D6): does the shared cable route cross the Natura 2000 area? 6. Real feasibility of the cost reduction by self-executing the works (from ~1.8M to ~1.2M + ~300k TICA refund): E-Distribuzione confirmation and impact on the schedule.

Conditions precedent to closing (CP) that I ask to be put into the contract: 1. Legal opinion confirming the non-reopenability of the PAS regime with respect to the shared connection (a cardinal condition, intersected with V001). 2. STMG and acceptances valid and current at closing; cable easements established or binding commitments from the properties crossed. 3. Consolidated connection cost picture (~EUR 2.2M, or ~1.2M + 300k in the self-execution scenario) incorporated into the business plan (cross D7).

8. Conclusion

The cluster connection is well designed but not perfected: MV 20 kV on E-Distribuzione, three applications accepted and validated, consistent capacities, but works not yet built, cable easements not established, a heavy network cost (~EUR 2.2M) skewed onto Verde, works classified COMPLEX with the consequent cost-increase risk. It is not an “available” connection in the sense that the RTB qualification would demand, and in offensive mode I do not endorse that qualification.

The fact I record most forcefully remains, as an engineer: Blu and Verde share the same connection point at the Noci Primary Substation and the same network works, and this is exactly the literal criterion that the Region had indicated for aggregation. I have fixed the technical fact, documented and high-confidence. Its qualification as a V001 veto I remit to A1, R1 and the hearing, where it must be brought whole. My judgement: D2 is not a veto within my competence, but it carries the technical brick of the most delicate node of the entire operation, and is at the same time one of the most costly conditions at closing. The connection is not paid at RTB value until the works are in the ground, the easements in hand and the PAS regime confirmed. On this I will not compromise.

Dario Pestarino, Electrical Engineer Ultimate Big 5 Energy Squad, Technical unit, Agent A5

Professional report, Dimension D3, Permitting process

Deal: Collemurgia 14 MW solar cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D3, permitting process and authorisation regime Professional: Corrado Falqui, Administrative Lawyer (Agent A1, Legal unit) Mode: offensive, buyer side Date: 4 June 2026 Evidence base: 19 sheets across 20 P1 documents extracted from the VDR (folders 10 DOC PROGETTO, 12 TITOLO AUTORIZZATIVO, 13 PARERI E NULLA OSTA, extracted p7m), consolidated archivio/D3_consolidato.json

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1. Engagement and scope

I was entrusted with the assessment of the cluster's permitting process: to establish whether the buyer, at closing, acquires three solid, unchallengeable permits, or three formally perfected but precautionarily fragile permits, exposed to annulment or reopening of the procedure under a more burdensome regime. I read this file as I read a case before the TAR: I look for the defect in the procedure before the merit in the project. The question that governs my analysis is just one: do these three permits hold if someone attacks them, and in particular does the PAS classification of a plant that, summed, is worth 14.05 MWp hold?

I stay within the boundaries of D3. I do not calculate the verdict, I do not aggregate other dimensions, I do not issue a regulated legal opinion: I produce decision support for the investor. Where the regime depends on the environmental outcome or on the permit-land nexus, I flag the intersection and engage the colleagues (A12 environmental, A3 real estate, A5 connections) without intruding on their merit. The final qualification of the V001 veto is not mine exclusively: I remit it to the deterministic R1a engine and to the hearing, but the technical-administrative rationale I record myself for the minutes, and it is the heart of this report.

2. What I examined

I read, act by act, the three PAS permits (Giallo no. 1/2023, Blu no. 2/2023, Verde no. 3/2023, all in the name of Solaria Sviluppo S.r.l.), the PAS clearance letters, the VIA screening measure (DD 341/2025 of the Bari Metropolitan City, exclusion with 17 conditions), the landscape compatibility assessment under art. 91 NTA PPTR (favourable with conditions), the in-procedure opinions of the Southern Apennine Basin Authority, and above all the full correspondence on the aggregation, reconstructed from Giallo's “clearance letter” (Municipality of Collemurgia, prot. 0070645 of 07/10/2024), which summarises the entire procedure.

One document would not let itself be read: the technical sworn statement ED_03 for Giallo is a corrupted file in the VDR (non-PDF magic bytes, feb5 0358), not a pipeline limitation but a data room defect. The Giallo permit was in any case recovered from the p7m 12 TITOLO AUTORIZZATIVO/Collemurgia- Lettera libera.PDF.P7M. I treat everything the VDR does not prove as a documentary gap, not a presumed fact: in offensive mode I do not grant a presumption of legitimacy to an act I do not see.

3. The structure of the regime, and why it matters

This is the point where the commercial presentation and the administrative substance diverge, and it is where I practise my craft.

The cluster obtained the permits under the simplified regime (PAS under art. 22-bis Legislative Decree 199/2021), on areas classified eligible, despite a combined capacity of 14.05 MWp, well beyond the 10 MW threshold which, according to the Puglia Region's own initial position, would have required Single Authorisation under art. 12 Legislative Decree 387/2003 and VIA within ministerial competence. This is not my inference: the issue was raised by the authorities themselves. I reconstruct the chronology because it is there that the fragility shows.

On 05/02/2024 the Municipality asks the Region whether the three projects, individually below 10 MW but cumulatively ~14.05 MW, held by the same company on adjoining fields, must follow the more burdensome procedure. On 30/05/2024 the Region (Energy Transition Section, prot. 38325) responds with an opinion unfavourable to the simplified regime: the projects must be subjected to AU “if referring to the same connection point on the grid or located on the same cadastral parcel or on contiguous parcels and attributable to the same legal representative”; summing the capacities exceeds 10 MW, hence ministerial VIA. Solaria Sviluppo objects (13/06/2024, citing the MASE ruling prot. 131744/2023), files a TAR Puglia appeal (28/08/2024, prot. 58848), and on 23/08/2024 the Region makes a reversal (prot. 57821): the projects “may be regarded as attributable to the simplified procedure under art. 22-bis”, but with a reservation that I have underlined and that weighs: it will be necessary to consider “all the elements relevant to the specific case, currently not known and not falling within the sphere of competence of this Administration”. The Municipality declares Giallo perfected (07/10/2024), followed by the excluded VIA screening (DD 341/2025, on a blu-verde 10.20 MW perimeter) and the PAS clearance letters (20/02/2025).

The fact I record for the minutes: the PAS classification rests on a reversal that, by the Region's verbatim admission, did not assess precisely the decisive elements that the Region itself had indicated in the unfavourable opinion, that is the connection point and the cadastral contiguity. The Region changed its view on the party's counter-arguments, but explicitly reserved what it did not know. On the administrative plane this means the permit is not armoured: it is a classification substantively open to challenge by anyone with an interest, and the central argument of any potential challenge is already written in the regional opinion of 30/05/2024.

4. Qualification of the V001 veto (splitting): why I do NOT close it as a veto

Here I apply my threshold, and it is the part of the judgement I want to justify at length, because it is the rationale I ask the Panel to be allowed to defend.

V001 is artificial splitting: the breaking up of a unitary plant into multiple permits to stay below the AU and VIA thresholds. The case law I apply (Council of State 5465/2022, substantive orientation 2024-2026) looks not at the single indicator, but at the convergence of several indicators: single entity, same connection point, contiguity, same cable route, close chronology. It is the same grid the Puglia Region used. Let us see how it applies here:

• Single entity: confirmed. The three PAS belong to a single vehicle, Solaria Sviluppo S.r.l. (cross D8/A2, finding A2-D8-20260604-002). Indicator present.
• Cadastral contiguity: confirmed. Adjoining land in Serremonti locality. Indicator present.
• Close chronology: the three procedure initiations are from 2023 (07/06, 29/09, 03/11). Indicator present.
• Shared connection point: indicator present and heavy. The D2 verification (A5-D2-20260604-002) documents that Blu and Verde share the connection point (CP Noci, identical PoC 10.881 km) with shared works. It is exactly the “same connection point” criterion that the Region had set as decisive.

The convergence of indicators, on the level of fact, is there and is robust. The splitting pattern is substantive and, I repeat, was raised by the authorities themselves, not by the DD. If I stopped at the fact, I would propose V001 as a veto in offensive mode.

I do not do so, and I explain why, because it is here that my anti-false-positive rule meets a supervening documentary de-risking. Two elements shift my confidence below the offensive threshold of 0.55 required to close the veto:

1. The competent authority ultimately brought the case back to PAS art. 22-bis. However argumentatively fragile the reversal may be (section 3), it is an act of the administration holding the power, not a party opinion. The evasion was not established by any measure: on the contrary, it was formally sterilised by a regional act.
2. The permits have stabilised over time. The client notes, verified, document the publication of the permits in the BUR Puglia (Apr. 2025) and the lapse of the 120 days for objections. Once that term has lapsed, the evasion, even if one wanted to argue it, is no longer readily establishable against the project through the ordinary remedies: the window for ordinary administrative challenge has largely closed. This is the fact that, honestly, lowers the real risk relative to the theoretical fragility of the permit.

For this reason I downgrade V001 from veto to a strong condition precedent to closing, and I qualify it as Reading A (below threshold). I keep firm, however, the caution of the offensive mode: the risk does not vanish, it changes nature. In particular, the TAR Puglia appeal filed by Solaria Sviluppo (prot. 58848/2024) against the municipal note remains live: the VDR contains no judgment, withdrawal or decree of extinction. It is not documented whether the appeal was abandoned after the reversal or is still pending. Live litigation, even if brought by Solaria Sviluppo itself and not against Solaria Sviluppo, is an open variable on the stability of the framework (a potential nascent V007 finding, which I do not close in the absence of a measure prohibitive to the project). I record it as a condition, not a veto.

I note for transparency to the Panel: variant B of this qualification (V001 as veto, NO-GO) exists and is traceable. My recommendation is Reading A, but the rationale for both must remain readable, because the difference is not in the facts, which are the same, but in the weight given to the supervening de-risking.

5. Specific risks that concern me

1. Soundness of the PAS regime against the aggregation. It is the mother risk. If the Region's initial cumulative reading were to prevail, the permits would have to be brought back under AU + ministerial VIA, with reopening of the procedure. The de-risking (BUR + 120 days) mitigates but does not zero out the exposure, because the self-redress powers and the initiatives of interested third parties remain.
2. VIA perimeter and level mismatch. The screening was carried out at the provincial level (Metropolitan City) on a blu-verde 10.20 MW perimeter, excluding Giallo. The initial thesis was ministerial VIA on 14.05 MW. If the cumulative reading prevails, the screening would have been done at the wrong level and on the wrong perimeter. It is the most direct technical-administrative argument for any potential challenge.
3. Giallo outside the screening and sworn statement not verifiable. Giallo (2.21 MW) remained outside the VIA screening and its ED_03 sworn statement is a corrupted file in the VDR: the technical sworn statement for the project is not verifiable. A documentary gap that weighs on the completeness of a single SPV's file.
4. TAR appeal of unknown outcome. Already covered in section 4: an unknown on the stability of the litigation framework.
5. Compliance burden (referred to D6). DD 341/2025 (17 conditions) and the art. 91 PPTR assessment impose real construction and maintenance charges (dry-stone walls, trulli, Xylella, T200, foundations without concrete). It is not a defect of the permit, but a compliance charge whose breach can undermine the legitimacy of the downstream acts: I flag it as an intersection with D6/A12 and D7.

6. Formal findings (for R1a scoring)

The findings below already comply with tools/rilievo.schema.json and have flowed into rilievi aggregati. I report them faithfully, without altering scores or confidence; the rationale for each is in sections 3-5.

Finding	Scope	Severity	Score	Confidence	Veto
A1-D3-20260604-001	cluster (3 SPV)	amber	62	0.75	V001 considered, below threshold (Reading A)
A1-D3-20260604-002	Giallo	amber	52	0.60	open question on VIA perimeter

Traceability notes: - A1-D3-20260604-001: PAS permits perfected for the 3 projects, VIA screening excluded (DD 341/2025), landscape favourable; publication in the BUR Puglia Apr. 2025 and the 120 days for objections passed, permits stabilised. V001 profile documented but below threshold (see A5-D2-20260604-002). Mitigation: 120 days for objections lapsed, permits published in the BUR. Condition: favourable outcome or withdrawal of the Solaria Sviluppo TAR appeal. - A1-D3-20260604-002: Giallo, permit perfected (p7m clearance letter) but ED_03 sworn statement corrupted VDR file and SPV excluded from the blu-verde VIA screening. Open question: Giallo's VIA perimeter. Condition: provide an intact Giallo ED_03.

The lower confidence on Giallo (0.60) honestly reflects the documentary gap (sworn statement not readable, SPV outside the screening), not a stricter judgement on the merit of the permit.

7. Q-list and conditions at closing

To ask the counterparty (Q-list): 1. Connection point: do the three SPV share a connection point or a shared cable route? (decisive for the soundness of the PAS regime; coordinate with D2/A5, already documented for Blu-Verde). 2. TAR Puglia appeal (prot. 58848/2024): status and outcome (judgment, withdrawal, extinction). Any other litigation on the measures. 3. ED_03 Giallo: intact copy of the technical sworn statement (corrupted VDR file). 4. VIA perimeter: reasons for Giallo's exclusion from the screening and soundness of the provincial screening against the Region's initial thesis of ministerial VIA on 14.05 MW. 5. Conditions: compliance plan for the 17 DD 341/2025 conditions and the landscape ones, with cost estimate (towards D6/D7).

Conditions precedent to closing (CP) that I ask to be put into the contract: 1. Independent legal opinion on the soundness of the PAS art. 22-bis regime against the 14.05 MWp aggregation and the elements (connection point, contiguity) not assessed by the Region in the reversal. 2. Final and favourable outcome, or withdrawal with acquiescence of the bodies, of the TAR appeal. 3. Intact Giallo ED_03 sworn statement on file. 4. Written confirmation of the VIA classification (exclusion not reopenable on the cumulative perimeter).

8. Conclusion

The cluster's permitting process is formally concluded but substantively open to challenge: three perfected PAS permits, VIA screening excluded, landscape favourable, and yet a classification under the simplified regime that rests on an avowedly partial regional reversal, on a plant that cumulatively is worth 14.05 MWp and that presents a full convergence of splitting indicators (single entity, contiguity, chronology, shared Blu-Verde connection point).

My judgement on the dimension: D3 is not a veto, and the V001 profile remains in Reading A, below threshold, because the competent authority brought it back to PAS and the permits have stabilised with publication in the BUR and the lapse of the 120 days for objections. But it is one of the most qualifying conditions of the operation: the buyer does not acquire an armoured permit, it acquires a permit that has held and that must be guarded with an independent legal opinion on the soundness of the regime and with the documented closure of the TAR litigation front. On this I will not compromise: the price of the authorised project is not paid until the PAS regime is confirmed as not reopenable.

Corrado Falqui, Administrative Lawyer Ultimate Big 5 Energy Squad, Legal unit, Agent A1

Professional report, Dimension D4, Technical and plant engineering

Deal: Collemurgia 14 MW photovoltaic cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D4, technical and plant engineering (sizing, energy yield, configuration) Professional: Gloria Rivetti, Plant Engineer (Agent A6, Technical unit) Mode: offensive, buyer side Evidence base: 15 sheets out of 15 P1 documents in the VDR (technical-descriptive reports ED_01, summaries ED_04, specialist/yield reports ED_06, PVSYST reports “Project.VCx” base and “R”), local pipeline pdftotext -> modello linguistico, consolidated archivio/D4_consolidato.json

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1. Incarico e perimetro

I was entrusted with the assessment of the plant's technical soundness: to establish whether the cluster being acquired is a defined, frozen project, productive to the extent declared, or a bundle of alternative design solutions still to be consolidated, on which the revenue basis cannot yet rest. The question that governs my analysis is the one I always put, because it is the craft: has this yield been measured and reconstructed from site data, or is it a brochure figure? I do not believe in a yield that is not anchored to a single authorised configuration and a probabilistic estimate.

I stay within the boundaries of D4. I do not calculate the verdict, I do not aggregate other dimensions, I do not issue regulated technical advice: I produce decision support for the investor. Where the technical aspect touches the connection (size, voltage, injection) I flag the intersection and engage A5; where it touches the layout over the olive uprootings I refer to D6 (A12) without intruding on the merit.

2. What I examined

I read, SPV by SPV, the technical-descriptive reports (ED_01), the project summaries (ED_04), the specialist yield reports (ED_06) and the PVSYST reports in their two families (“base” and “R”). 15 documents out of 15 extracted, no OCR: they were native PDFs, read in the first 30 pages, where the nameplate data, the layout, the energy balance and the specific yields live. The presence of several revisions of the same document (Giallo ED_01 revLeo and rev01, ED_06 and ED_06 rev01) and of two PVSYST families is not an archival detail: it is itself the finding, and I keep it as such.

The nameplate picture I reconstructed is this:

SPV	Peak capacity	Injection	Structure	Specific yield
Blu	5.96 MWp	5.1 MW	fixed or tracker	1535-1741 kWh/kWp
Verde	5.96 MWp	5.1 MW	fixed or tracker	1535-1741 kWh/kWp
Giallo	2.21 MWp	2.2 MW	fixed or tracker	1548-1747 kWh/kWp
Cluster	~14.13 MWp	~12.4 MW	MV 20 kV	internal gap ~13%

I note the structural fact straight away: no storage system (BESS). All the reports and all the PVSYST record BESS as absent. The cluster is a pure ground-mounted photovoltaic plant, despite the deal label “PV+BESS” and the scoring mode fv_bess. I discuss it in section 5, because it is a consistency node with the investment thesis before it is even a technical fact.

3. The technical node: the unconsolidated dual configuration, and why it matters

This is the heart of my report, and it is the point where the project presentation and the documentary reality diverge.

For each SPV the VDR does not contain one project, but two materially different solutions, both simulated, never reconciled into a single detailed design:

• Fixed version (sheds): Longi 585 / Trina 700 Wp bifacial modules, fixed structure, GCR 52.2%, ILR ~1.1, SMA inverters (MV Power Station 2660 / Sunny Central 760CP), specific yield ~1535-1548 kWh/kWp. On Blu it is worth about 9,155 MWh/year. It is the version described in the technical reports ED_01/04/06.
• Tracker version (PVSYST “R” report): Risen 740 Wp bifacial modules, N-S single-axis tracker, GCR 47.7%, ILR ~1.05, Huawei inverters (SUN2000-330KTL-H1), specific yield ~1741-1747 kWh/kWp. On Blu about 10,381 MWh/year.

Between the two solutions there is a yield gap of about 13% (tracker vs fixed), and with it the module, structure and inverter change. I explain why, as an engineer, this is not a revision detail but an open risk on two fronts, yield and CAPEX.

On the yield front: the revenue basis of a twenty-year investment cannot rest on a 13% range. 1535 and 1741 kWh/kWp are not “roughly the same plant with tolerance”: they are two different plants, with two generation profiles, two degradation curves and two maintenance regimes. The tracker yields more on paper but introduces moving parts, self-consumption (derating for tracker self-consumption), mechanical maintenance and an exposure to failures that the fixed plant does not have. The fixed plant, with GCR 52.2%, is penalised by inter-row shading, which the PVSYST itself flags as high: it is an aggressive shed density that erodes the real PR. The buyer must know which of the two profiles it is acquiring, because the revenue follows from it.

On the CAPEX front: tracker and fixed do not cost the same. A single-axis tracker adds structure, motorisation and maintenance that the fixed plant does not carry. Until the configuration is frozen, the plant cost remains undetermined, and this propagates directly into D7 (business plan, A8), where the plant CAPEX is already absent. An unconsolidated dual config is therefore not just a technical problem: it is a hole upstream of the economic valuation.

I add the inverter mismatch as internal proof that the design is not frozen: the reports say SMA, the PVSYST say Huawei. It is not an isolated typo, it is the consistent symptom of a project that exists in two parallel variants. To this is added a self-flagged capacity inconsistency in Blu's ED_04 (the report itself flags a “technical inconsistency between the total capacity” of the components): it may be a string/inverter mismatch or a revision typo, but in offensive mode I treat it as to be clarified, not as negligible.

In offensive mode, my rule is to recompute at the worst credible scenario. Here the worst credible scenario is that one acquires, and pays, on the tracker yield (the highest) a plant that will be built fixed (the lowest), earning 13% less yield than the price paid. I have no proof that it is so: I have proof that the document does not exclude it. It is precisely this that makes the finding full.

4. The absence of P50/P90, and why it weakens the business case

The second node, intertwined with the first. No document in the VDR reports a P50/P90 probabilistic estimate. The yield is given as a point value, not as a confidence interval. To this is added a discrepancy I could not reconcile: Verde's ED_06 yield report indicates 1,181.68 kWh/kWp, a yield distinctly lower than the 1535-1741 kWh/kWp of the PVSYST. Three numbers for the same thing (1,181 ED_06, 1535 fixed, 1741 tracker), without a documented hierarchy saying which governs.

I explain why the absence of P50/P90 weakens the business case, and it is not engineer's pedantry. A point value of yield is a statement with no declared uncertainty: it does not say how much probability there is of falling below that number in any given year. A lender, and a prudent investor, does not underwrite a twenty-year deal on the optimistic P50: it sizes the debt and the covenants on the P90, that is on the yield exceeded in 90% of years. Without the probabilistic curve, the revenue basis is a point suspended in a vacuum, and any business plan built on top inherits that fragility. In the total absence of the business plan (D7, already a red finding of A8), this figure becomes critical to consolidate before one can even discuss the economic numbers: one cannot value what has no confidence interval.

I keep firm my threshold: without a verifiable yield anchored to a single configuration and a P50/P90 estimate, I do not close D4 as sound. It is not severity: it is the refusal to promote a brochure yield to fact.

5. BESS absent: consistency with the investment thesis

I isolate it because it is of a different nature from the two nodes above. Technically, the absence of storage is not a defect: a pure ground-mounted PV on an eligible Db area is a legitimate and well-typified plant, and does not carry any technical risk in itself. The point is one of consistency, not engineering. If the buyer expected a PV+BESS (as the deal label and the scoring mode suggest), the size and the storage must be renegotiated, because what the VDR describes is something else. The client notes place the storage as a future lever (a sizeable BESS on the retained industrial land, ~23.38 ha eligible Db/Da), not as part of the current plant. I record it thus: no technical risk, but a consistency fact with the thesis that the Panel must bring out explicitly.

6. Formal findings (for R1a scoring)

The findings below are already compliant with tools/rilievo.schema.json and have fed into rilievi aggregati. I report them for traceability; the rationale for each is in sections 3-5.

Finding	Subject	Severity	Score	Confidence	Veto
A6-D4-20260604-001	Plant: unconsolidated dual config + no P50/P90	amber	62	0.72	none
A6-D4-20260604-002	BESS absent (thesis consistency, no technical risk)	green	65	0.90	none

The confidence on the first finding (0.72) honestly reflects that I read the first 30 pages of 15 documents and that the dual PVSYST family leaves me a margin: the fact is established, the final configuration is not. On the second, the high confidence (0.90) reflects that the absence of BESS is unequivocal across all sources. I propose no veto: D4 does not meet the measurable recognition rule of a V001-V007. The technical risk here is not a blocker, it is one of yield and CAPEX not yet reliable, which is different from a veto.

7. Q-list and conditions at closing

To ask the counterparty (Q-list): 1. Which is the configuration final and consistent with the PAS permit: fixed with SMA inverters or tracker with Huawei inverters? Provide the single as-built/detailed design for the 3 SPV. 2. Yield: provide the final PVSYST with P50/P90 and reconcile the gap in Verde's ED_06 (1,181 kWh/kWp) relative to the PVSYST (1535-1741 kWh/kWp). 3. Clarify the capacity inconsistency self-flagged in Blu's ED_04. 4. Confirm the absence of BESS in the current plant and any future provision (space, connection, expected size). 5. Consistency of the layout with the authorised olive uprootings and with the cable route (cross D6/D2).

Conditions precedent to closing (CP) that I ask to be put into the contract: 1. Single, frozen detailed design for each SPV, consistent with the permit. 2. Final PVSYST with P50/P90 yield incorporated into the business plan (D7). 3. Component schedule (modules, inverters, structures) consistent across reports, PVSYST and bill of quantities.

8. Conclusion

The cluster is technically defined but not frozen: 14.13 MWp of peak, ~12.4 MW injected, MV 20 kV, on an eligible area, well typified as ground-mounted PV. But it rests on two alternative design configurations not reconciled (fixed with SMA against tracker with Huawei, ~13% yield gap), on an inverter mismatch that proves it, and on a yield given as a point value without any P50/P90 estimate, with an internal discrepancy (ED_06 1,181 against PVSYST 1535-1741) still open.

My judgement: D4 is not a veto, but it is one of the heaviest conditions on the yield and CAPEX side of the entire operation. The price is not paid on a yield that is not anchored to a single authorised configuration and a measured P50/P90. Until the detailed design is single and frozen, and the probabilistic curve is in the buyer's hands and incorporated into the business plan, the revenue basis remains a statement, not a fact. On this, as an engineer, I will not compromise.

Gloria Rivetti, Plant Engineer Ultimate Big 5 Energy Squad, Technical unit, Agent A6

Professional report, Dimension D5, Land availability

Deal: Collemurgia 14 MW solar cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D5, availability and real rights over the land Professional: Tullio Maffei, Real Estate Lawyer (Agent A3, Legal unit) Mode: offensive, buyer side Date: 4 June 2026 Evidence base: 47 sheets across 50 contractual documents extracted from the VDR (folders 03 CONTRATTI, 05 CDU, 07 TITOLI), consolidated archivio/D5_consolidato.json

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1. Engagement and scope

I was entrusted with the assessment of the real rights over the cluster's land: to establish whether the buyer, at closing, acquires a land holding actually available and consistent with the authorised layout, or a bundle of contractual expectations still to be perfected. The question that governs my analysis is just one, and I put it as I always do: this project is sold as ready to build; are the land rights up to that qualification?

I stay within the boundaries of D5. I do not calculate the verdict, I do not aggregate other dimensions, I do not issue a regulated legal opinion: I produce decision support for the investor. Where the holding of the right touches the corporate chain or the permit-land nexus, I flag the intersection and engage the competent colleagues (A2 corporate, A1 permitting) without intruding on their merit.

2. What I examined

I read, plot by plot, the preliminary contracts, the amending agreements, the planning certificates and the parcel lists: 15 preliminaries, 27 amending deeds (one or two per plot), 3 CDU. Three documents would not let themselves be extracted by the pipeline (the preliminaries Proprietario 02 and Proprietario 13, an amending deed Proprietario 08), but the related plots are covered by the related sheets of the same holding: the gap is documentary, not substantive. Twenty-eight documents were signed scans, read via local OCR: I treated anomalous dates as suspect (e.g. “Proprietario 18 16/04/2014”, likely 2024) and did not promote them to fact.

3. The structure of the right, and why it matters

This is the heart of my report, and it is the point where the commercial presentation and the documentary reality diverge.

The land availability of the three SPV does not rest on final contracts or on established surface rights. It rests on a cascade of three deeds that repeats, with few variants, on almost every plot:

1. Preliminary contract (March-May 2023), signed for the buyer by Demo director (Solaria Sviluppo's AU) or by attorney Francesco. Term for the conditions precedent at 30/05/2024, final contract “within six months, extendable”.
2. First Amending Agreement (April 2024), signed by Proprietario 06: term moved to 31/01/2025, term extended “from six to twenty-four months”.
3. Second Amending Agreement (January-May 2025), signed by the special attorney an attorney: term to 31/12/2025, with option to extend to 31/12/2026.

The fact I record for the minutes: more than two years after the preliminary, and after two successive extensions, the final contracts are not signed. For me a preliminary is not a right. It is a promise to contract, enforceable (art. 2932 of the Civil Code) but not equivalent to the ownership or surface right that a plant with a twenty-year useful life requires. A buyer of an RTB project is not paying for the faculty to ask a judge to transfer the land: it is paying for the land. Here that step has not yet occurred.

This is, in my craft, the typical contradiction: the real maturity of the deal is below the declared one. The pattern has a name in our framework, V005 (ready-to-build on preliminary land), and I considered it as a veto.

4. Why I do NOT propose V005 as a veto (and what I propose instead)

Here I apply my confidence threshold, which is the most delicate part of the judgement and which I want to justify at length, because it is neither more nor less than the rationale I ask the Panel to be allowed to defend.

V005 triggers when land availability is structurally uncertain. This is not the case, for three documented reasons:

• The preliminaries are valid and current, not expired: the terms have been extended by agreement until 31/12/2025 (2026 option). The right to obtain the final contract exists and is live.
• The conditions precedent are largely fulfilled. The conditions of the preliminaries (eligibility of the land and the project, acceptance of the connection quotation within €60,000 per MW, obtaining the permits) are today satisfied: PAS issued, VIA excluded, landscape favourable. With the conditions removed, the final contracts are signable, not blocked.
• There is a documented path to the final contract. My own conduct rule says I do not close V005 as a certainty when a binding path to the final contract is traceable. Here it is.

For this reason I downgrade V005 from veto to a strong condition precedent to closing. I keep firm, however, the caution that offensive mode imposes on me: in offensive mode the preliminary is a full risk, not a formal detail, and the buyer must not pay the price of RTB until the final contracts are in hand. The risk does not vanish: it changes nature, from a veto to a condition precedent on the price and the closing.

I note, and I say it clearly to the Panel: this element is part of the substrate of another node, V001 (fragmentation). The three SPV sit on a contiguous holding and report to a single vehicle. The land data feeds that reasoning, but the qualification of V001 is not mine: I remit it to A1, R1 and the Panel.

5. Specific risks that concern me

1. Ownership fragmentation and hold-up risk. Several holdings are held by inheritances with multiple co-owners: Proprietario 26 (5), Proprietario 15 (3), Proprietario 09 (3), and above all Proprietario 19-Proprietario 10-Proprietario 08 (7 co-owners). A single one who does not sign is enough to block or force a reshaping of the plot. At the final-contract stage this is the point where the land price can be renegotiated with leverage, and the land is today worth more precisely because it is authorised.
2. Chain of signatories and powers of attorney to verify. Preliminaries signed by Demo director or an attorney, first AMs by Proprietario 06, second AMs by an attorney under the special power of attorney of 15/01/2025; on the ownership side representatives appear (Proprietario 01 for Proprietario 16, Proprietario 14 for Proprietario 17). The signing powers of Proprietario 05 and the attorney and the validity of the powers of attorney must be proven with the deed, not presumed. It is a legal risk that intersects D8 (A2).
3. Coverage of the Giallo layout. For the Giallo plot I mapped only two contracts (Proprietario 07, Proprietario 21). I must verify that the optioned parcels fully cover the authorised layout: it remains an open question.
4. Extension of the terms. The term has moved “from six to twenty-four months”: it signals that the final contracts are expected only after the permitting consolidation. Consistent with practice, but it exposes to price renegotiation.

6. Formal findings (for the R1a scoring)

The findings below already comply with tools/rilievo.schema.json and have been merged into the aggregated findings. I report them for traceability; the rationale for each is in sections 3-5.

Finding	SPV	Severity	Score	Confidence	Veto
A3-D5-20260604-001	Verde	amber	46	0.85	V005 considered, below threshold
A3-D5-20260604-002	Blu	amber	45	0.85	V005 considered, below threshold
A3-D5-20260604-003	Giallo	amber	48	0.70	open question on layout coverage

The lower confidence on Giallo (0.70) honestly reflects that I have fewer contracts mapped on that plot, not a harsher judgement.

7. Q-list and conditions at closing

To ask the counterparty (Q-list): 1. Status of signing of the final contracts for each plot of the 3 SPV: how many signed, how many pending. 2. Validity and scope of the special powers of attorney of Proprietario 05 Donato and an attorney. 3. For the co-owned holdings (Proprietario 26, Proprietario 15, Proprietario 09, Proprietario 19-Proprietario 10-Proprietario 08): written adherence of all the co-owners. 4. Full coverage of the Giallo layout (sufficient parcels relative to the project). 5. CDU updated and not expired at the closing date.

Conditions precedent to closing (CP) that I ask to be put into the contract: 1. Signing of the final contracts (sale or surface right) on all the parcels of the 3 SPV. 2. Proof of the signing powers (powers of attorney) of those who sign for the buyer. 3. Written confirmation of the adherence of all the co-owners in the inheritances.

8. Conclusion

The land availability of the cluster is contractually safeguarded but not perfected: valid preliminaries, fulfilled conditions, an open path to the final contract, but final contracts not yet signed more than two years on and after two extensions. It is not a “full” availability in the sense that the RTB qualification would demand, and in offensive mode I do not endorse that qualification.

My judgement: D5 is not a veto, but it is one of the heaviest conditions of the entire operation. The price is not paid at RTB value until the final contracts are in the buyer's hands, with proof of the powers of attorney and the adherence of all the co-owners. On this I will not compromise.

Tullio Maffei, Real Estate Lawyer Ultimate Big 5 Energy Squad, Legal unit, Agent A3

Professional report, Dimension D6, Environmental profile

Deal: Collemurgia 14 MW photovoltaic cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D6, environmental and agronomic, ENVIRONMENTAL profile (VIA/screening, excavated soil and rock, Natura 2000, water) Professional: Remo Bacchetti, Environmental Specialist (Agent A12, Collateral unit, environmental owner) Mode: offensive, buyer side Evidence base: 24 sheets across 25 P1 documents of the VDR (preliminary environmental study SIA ED.01, cumulative impacts INT_03/INT_3, GARDEN system INT_08, excavated soil and rock INT_11, hydrological/PTA reports, ARPA/AdB opinions), consolidated archivio/D6_consolidato.json. Local pipeline pipeline OCR + modello linguistico, the 3 huge documents (SIA 174 pp, GARDEN 203 pp, cumulative impacts 365 pp) read head+tail.

Scope note: this D6 chapter is shared. My colleague the agronomist A11, Selma Ughetti, separately signs the agronomic profile (olive groves L.R. 14/2007, monumental status of olive trees on Verde, soil quality). I cover the environmental profile. Where the two profiles meet, I flag the intersection and defer the agronomic merits to A11.

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1. Mandate and scope

I was assigned to establish the environmental profile of the cluster: to determine whether this plant, on an agricultural holding in Puglia that touches the hydrographic network, hydrogeological protection zones and a cable route over ten kilometres long, has an environmental dossier that genuinely holds up, or a compatibility that is declared and built on requirements yet leaves risks open beyond the closing. The single question governing my analysis, and I put it as I always put it, as a guardian of the constraint, is this: is the environmental compatibility of this plant established on the record, or presumed on the basis of partisan reports?

I stay within the bounds of D6, environmental profile. I do not compute the verdict, I do not aggregate other dimensions, I do not query the geo engine (A7 does that), I do not issue a regulated environmental opinion: I produce decision support for the investor. The cartographic landscape constraint has already been mapped by A7 (D1), and I read his findings; the agronomic merits of the olive groves I leave to A11. Where the environmental theme touches the permitting process I liaise with A1, and where it touches the electrical works and the cable route I liaise with A5.

2. What I examined

I read, theme by theme, the preliminary environmental study (SIA ED.01), the reports on cumulative impacts within 5 km (INT_03/INT_3), the GARDEN mitigation system (INT_08), the excavated soil and rock report (INT_11), the hydrological reports and the compatibility reports with the Water Protection Plan, the opinions of ARPA Puglia and of the River Basin Authority. For the three huge documents (SIA, GARDEN, cumulative impacts) the sheet covers framing and conclusions, not the central body of calculation: the outcome (compatibility, zero cumulative impacts in the buffer, land take) I consider reliable, but the numerical detail remains in the documents and I do not promote it to a fact verified by me.

I record one documentary gap: the ED_02 hydrological report of the Giallo lot is a defective VDR file (pdfinfo cannot read the pages, empty even after OCR). It is the second gap on Giallo after the ED_03 sworn statement (see D3, A1). It is not a gap that undermines the overall outcome, but it is a copy to be demanded intact before the closing.

3. The environmental crux, and why it matters: exclusion from VIA

This is the heart of my report, and it is the point on which, for once in this transaction, the documentation works in favour of the buyer.

The VIA screening was concluded with exclusion, managerial determination 341/2025 (see D3). The cumulation relevant to the threshold, Blu plus Verde, is 10.20 MW, and the competent authority held that the full environmental impact assessment procedure was not required, stopping at the screening with an outcome of exclusion and requirements.

For me this is a genuine strength, not a formality, and I want to set out why. In offensive mode I treat the absence of VIA with suspicion, because a screening handled in a way inconsistent with the national framework is a classic red flag: splitting the project to stay below the threshold is the circumvention my trade looks for first. Here, however, the exclusion is not a procedural shortcut. It is a reasoned outcome, reached following a round of additional submissions requested by ARPA Puglia (opinion of 02/09/2024), which had flagged three precise points: risk of being subject to VIA, lack of an assessment of the cumulative impact on land take, and incompleteness in the management of excavated soil and rock. These findings were overcome with additional submissions and a compliance note. The authority looked at the cumulation, assessed it, and excluded it.

The technical consequence I draw, and which I am keen to state to the Panel, is this: on the environmental side the V002 veto (site in a non-eligible area) does not trigger and I do not propose it. The site does not intersect an established prohibitive environmental constraint; the VIA was not refused nor does it negatively condition the permit, and the 341/2025 exclusion is a fact on the record, not a presumption. A7 himself (D1 owner) finds no V002 on the landscape side: the landscape authorisations are favourable with requirements for all three lots. On this point confidence is high and the judgement is firm: the environmental profile is not prohibitive.

I add, because it is honest to say so, that the compatibility is "built on requirements". The dossier required several passes, ARPA had to ask for additional submissions, and the positive outcome comes with a broad compliance burden (DD 341/2025 with 17 requirements, plus PTA, AdB, landscape). Compatible does not mean painless: it means deliverable at a cost and over a multi-year programme. That cost must be quantified, and I refer it to the economic model (D7, A8).

4. What remains open: excavated soil and rock, hydrographic network, Natura 2000

If the VIA exclusion closes the structural risk, three technical nodes remain open that in offensive mode I do not concede as resolved on a partisan declaration alone.

a) Excavated soil and rock (INT_11). The excavations for the cable ducts and the levelling generate soil to be managed. ARPA had found the management incomplete, later supplemented, but the theme is not mere paperwork: the chemical characterisation of the soil and the excavation balance can produce non-trivial disposal costs for the surplus, and a risk of unforeseen costs if the characterisation returns parameters out of range. This is a direct impact on CAPEX (towards D7). I do not accept the soil and rock plan as compatible until it is quantified.

b) Type B Special Hydrogeological Protection Zones (ZPSI B) and hydrographic network. The lots fall within ZPSI B: this imposes severe restrictions on the water regime, the obligation to maintain soil permeability and aquifer recharge, and point foundations without concrete and without impermeabilisation. The PTA opinions are favourable or compatible with requirements, but these are not just words: they are real technical constraints on the plant's anchoring solution. They must be checked for consistency with the structural design (cross D4, A6) and for costs (cross D7). On the hydraulic front, the areas are bordered by the hydrographic network and by buffer strips; the River Basin Authority requires siting outside the T200 floodable areas. Blu's ED_02 declares the area not at risk but bordered by the network. For Giallo, as noted, the ED_02 hydrological report is unreadable: an intact copy must be demanded.

c) Cable route and ZSC Murgia (Natura 2000). Here I have the finding that troubles me most, and it is a documentary contradiction. The field reports (GARDEN, agronomic) conclude that the fields do not interfere with the protected areas, which are at a considerable distance from the lots. But the VIA application declares an interference of the cable route (PoC 10.881 km) with the ZSC Murgia SE (see the geo finding A7-D1-002). And the record lacks evidence of an incidence assessment (VINCA) on the cable route. Here I apply the rule of my discipline: the absence of the document is not the absence of the impact. A linear work that crosses or borders a Natura 2000 site requires an incidence assessment by law; if the VINCA is not on the record, I do not declare the interference overcome, I keep it as an open question at declared confidence. It is a mandatory deeper investigation before the closing, not a detail.

I note, for the sake of completeness and so as not to encroach on others' remit, that the fourth node of this chapter, the olive trees with monumental characteristics flagged on the Verde lot (ED_10) in tension with the landscape declaration of non-monumental status, is the agronomic profile: A11 signs it. I cite it because it is part of the same dossier and because an established monumental status would activate enhanced protections under L.R. 14/2007 with possible re-perimetering of the layout, but the substantive judgement is hers, not mine.

5. Specific risks that concern me

1. Compatibility "built on requirements". The outcome is positive, but it came following ARPA findings and with a broad compliance programme. The risk is not refusal, it is the cost and the multi-year management burden of unquantified compliance (DD 341/2025, PTA, AdB, landscape, GARDEN). It is a risk that falls onto D7.
2. Missing cable-route VINCA. An interference with the ZSC declared in the VIA application and not closed by an incidence assessment on the record is my most serious residual environmental risk. It suspends, in principle, the buildability of the interfering stretch.
3. Unquantified excavated soil and rock. The chemical characterisation may hold surprises; the excavation balance and the disposal costs are a lever of unforeseen CAPEX.
4. ZPSI B as a construction constraint. Point foundations without concrete are not a formula: they condition the structural solution and the costs. The actual consistency of the design with the requirement is to be verified.
5. Agricultural land take (about 22.7 ha in total). Although on a non-prime Db area and arable land, it is agricultural soil withdrawn: an acceptability and reputational theme, a potential lever for local opposition. Mitigated by the absence of other RES in the 5 km buffer and by the GARDEN system, but not eliminated.

6. Formal findings (for the R1a scoring)

The findings below are already compliant with tools/rilievo.schema.json and feed into rilievi aggregati. I report them for traceability; the rationale of each is in sections 3-4. None proposes a veto: on the environmental side V002 does not trigger.

Finding	Theme	Severity	Score	Confidence	Veto
A12-D6-20260604-001	Environmental dossier, VIA excluded, zero cumulative impacts, PTA/hydraulic	green	66	0.80	none
A12-D6-20260604-002	Monumental olive trees Verde (agronomic profile, merits with A11)	amber	55	0.60	none
A12-D6-20260604-003	Excavated soil and rock + ZPSI B foundations	amber	58	0.65	none

On the environmental side, the cardinal finding is 001 (green, confidence 0.80): complete dossier, VIA excluded, zero cumulative impacts in the 5 km buffer, PTA and hydraulic compatibility with requirements. Finding 003 (amber, 0.65) keeps excavated soil and rock and the ZPSI construction constraints open. The confidence of 0.60 on 002 honestly reflects that the agronomic merits of the monumental status are not within my remit and await the expert appraisal. The cable-route/VINCA node is tracked in the geo finding A7-D1-002 by Nestore Calandra, with whom I liaise: I confirm it as an open environmental question, I do not duplicate it.

7. Q-list and conditions at the closing

To ask the counterparty (Q-list): 1. Cable route and Natura 2000: is there an incidence assessment (VINCA) on the cable route at the ZSC Murgia SE, concluded positively, or a reasoned exclusion? 2. Excavated soil and rock: management plan, chemical characterisation of the soil, excavation balance and an estimate of the disposal costs for the surplus. 3. Compliance with requirements: schedule and cost estimate of the overall programme (DD 341/2025, PTA, AdB, landscape, GARDEN), towards the economic model (D7). 4. ED_02 hydrological Giallo: intact copy of the defective VDR file. 5. ZPSI B and foundations: confirmation of consistency between the project's anchoring solution and the requirement for point foundations without concrete.

Conditions precedent to the closing (CP) that I ask to put into the contract: 1. Incidence assessment of the cable route concluded positively, or a reasoned exclusion on the record. 2. Excavated soil and rock plan approved and quantified. 3. Complete and quantified picture of the environmental requirements, reflected in the business plan (D7). 4. Documented resolution of the monumental olive trees theme on Verde (expert appraisal and any L.R. 14/2007 authorisation), in coordination with A11 who holds the merits of it.

8. Conclusion

The environmental profile of the cluster is solid in its result and prohibitive in nothing: the VIA screening was closed with a reasoned exclusion (DD 341/2025, Blu plus Verde cumulation 10.20 MW), following the remedied ARPA findings; the cumulative impacts in the 5 km buffer are zero; compatibility with the Water Protection Plan and with the hydraulic framework is established with requirements. On the environmental side V002 does not trigger, and I do not propose it. This, in a transaction where other dimensions bring heavy conditions, is a genuine strength for the buyer.

Three technical nodes do, however, remain open that in offensive mode I do not concede on a partisan report alone: the incidence assessment of the cable route on the ZSC Murgia, which I demand on the record; the excavated soil and rock plan to be quantified; the ZPSI B construction constraints to be verified in the design. And a broad compliance burden remains, compatible but not free, which falls onto the costs and must be reflected in the business plan.

My judgement: D6, environmental side, is not a veto and is not a structural brake; it is an established compatibility with a compliance programme to be quantified and three checks to close before the closing. The environmental dossier is the most mature point of this deal, but mature does not mean closed: I want the cable-route VINCA in hand before any digging begins.

Remo Bacchetti, Environmental Specialist Ultimate Big 5 Energy Squad, Collateral unit, Agent A12

Professional report, Dimension D6, Agronomic profile

Deal: Collemurgia 14 MW photovoltaic cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D6, environmental and agronomic, AGRONOMIC profile (land use, olive groves, agricultural vocation) Professional: Selma Ughetti, Agronomist (Agent A11, Collateral unit) Mode: offensive, buyer side Date: 4 June 2026 Evidence base: shared D6 chapter archivio/D6-ambientale-agronomica.md (24/25 P1 documents of the VDR: agronomic reports ED_10, SIA ED.01, GARDEN system INT_08, excavated soil and rock INT_11, PTA/ARPA opinions), consolidated archivio/D6_consolidato.json. The environmental profile of D6 is signed separately by my colleague A12, Remo Bacchetti.

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1. Mandate and scope

I was assigned the agronomic profile of dimension D6: to establish whether the soil the plant withdraws is genuine agricultural soil, what happens to the olive groves on the fields, and whether this project is, in terms of the plant-crop relationship, a pure ground-mounted photovoltaic or an agrivoltaic with residual cropping value. The question governing my reading is the one I always bring to the Panel: under the panels is there or is there not real agricultural activity, and at what cost to the soil and to the olive groves is it withdrawn?

I state it at once, because it changes the weight of my report: this is not an agrivoltaic deal. The project is a pure ground-mounted PV (fixed structure, ground-level modules, no cropping plan under the modules, see D4 and teaser). My unit, Collateral, is fully activated only on agrivoltaic deals; here my contribution is not to measure a cropping yield under the panels, which does not exist, but to read the agronomic profile of the site withdrawn from agriculture: soil vocation, olive groves, reversibility. I stay within the bounds of D6 agronomic profile: I do not compute the verdict, I do not aggregate other dimensions, I do not issue a regulated agronomic opinion. I produce decision support.

A point of attribution that I insist be put on record: the formal findings for the D6 scoring rest with A12 (A12-D6-001, A12-D6-002, A12-D6-003). I do not open findings with new IDs: I discuss the agronomic merits of the chapter's findings, in particular the olive-grove node, and I indicate where my agronomic judgement supports or qualifies A12's finding.

2. What I examined

On the shared D6 chapter and the sheets from which it derives, I read the agronomic material of the VDR: the agronomic reports of the three lots (in particular the ED_10 of Verde), the census of the olive groves, the land-use framing of the SIA ED.01, the GARDEN system as a green-management measure, the excavated soil and rock report INT_11. The three huge documents (SIA 174 pp, GARDEN 203 pp, cumulative impacts 365 pp) were read with a head-tail strategy by the local pipeline: for these the overall agronomic outcome is reliable, the calculation detail remains in the documents. I treat the outcomes as reliable, not the detailed figures that I could not read line by line.

3. Agricultural vocation of the soils, and why it matters

The land take of the cluster is dimensionally significant: 19.58 ha on the blu-verde (Blu 9.18 ha, Verde 10.40 ha) plus 3.12 ha of Giallo, for an overall order of magnitude of about 22.7 ha. The prevailing crops are arable and tree-cropped arable. The soil is classified non-prime agricultural, in planning zone Db (productive settlements), eligible under art. 20 D.Lgs 199/2021.

Here I make the distinction that belongs to my trade and which I ask not be flattened. "Non-prime agricultural" and "Db zone" are two qualifications that reduce the problem, but do not eliminate it on the agronomic side. It remains cultivated agricultural soil withdrawn in a way that is not instantly reversible: the tree-cropped arable, in particular, is not bare land, and the tree cover is precisely where the olive groves live. The Db zone lowers the planning conflict and the eligibility under 199/2021, but does not turn arable land into soil without vocation. I note it as a theme of acceptability and of a lever for local opposition, consistent with what the chapter flags, and I keep it distinct from the judgement of environmental compatibility, which is A12's.

On the agrivoltaic front my conclusion is clear-cut and must be said precisely because we are in offensive mode: there is no agrivoltaic value to bring out. There is no cropping plan under the modules, no expected yield, no agronomic monitoring. Anyone presenting this project as "agricultural" because it sits on agricultural soil would commit the very error my role exists to unmask: the agrivoltaic qualification rests on real cropping activity under the panels, not on the agricultural origin of the land. Here there is none, and it must be said without ambiguity: it is a pure ground-mounted PV, and the agricultural soil is withdrawn, not shared.

4. The olive groves, the central agronomic node

This is the point on which my expertise bears most, and it is where the documentation presents a contradiction that cannot remain open at the closing.

The census of the olive groves on the three lots is: Blu 4 olive trees (none monumental), Giallo 35 olive trees (29 subject to uprooting and transplanting, authorisation obtained), Verde 50 olive trees (6 specimens subject to intervention). On these numbers the management is regulated by L.R. Puglia 14/2007, which protects olive groves and governs uprooting and replanting.

There is a single critical point and I put it on record: the Verde agronomic report (ED_10) flags the presence of trees with MONUMENTAL characteristics, whereas in the landscape process the olive trees of the holding had been declared "all non-monumental". The two statements cannot coexist. On the agronomic side the difference is not formal: a monumental olive tree within the meaning of L.R. 14/2007 activates enhanced protections, relocation is constrained where not prohibited, and where permitted it requires a specific regional authorisation with stringent uprooting and replanting requirements (root ball, season, guaranteed establishment). If even a single specimen on Verde were confirmed monumental, two things happen: the permitting regime of the intervention on the olive grove changes, and the layout of the plant can change, because a monumental olive tree that cannot be moved becomes a physical constraint around which the field must be re-perimetered.

Here I apply my confidence threshold, and I set it out because it is the rationale I ask to be able to defend. I do not declare the monumental status established: I have an agronomic report (ED_10) that flags it as a characteristic and a landscape declaration that denies it. I have a documentary contradiction, not a certainty. My rule of conduct prevents me from promoting to a fact what is flagged but not appraised. So I do not close, but I do not minimise: I keep the theme at medium confidence and bring it as a binding open question, because the stake, if confirmed, is a change of constraints and of layout. This is exactly the agronomic merit that supports the finding A12-D6-20260604-002 (Verde olive trees, amber, score 55, confidence 0.6): I share A12's qualification and reinforce it from the agronomic side.

On the uprooting-replanting of the rest of the census the picture is more settled but not eliminated: for Giallo the 29 plants for uprooting and transplanting have authorisation obtained, and this is a positive fact. Yet the transplanting of an olive tree, even authorised, carries an agronomic establishment risk: a plant uprooted and replanted is not a saved plant by definition. I ask that the authorisation be accompanied by proof of the replanting site and by a maintenance commitment, because the agronomic and landscape value of the olive trees is preserved only if the plants survive the transplant.

5. Reversibility and soil quality over time

Two elements of the chapter touch my profile and I note them because they bear on the agronomic quality of the soil over the life cycle and the end of life of the plant.

First, the hydrogeological requirements from ZPSI type B: point foundations without concrete and without impermeabilisation, an obligation to maintain soil permeability and aquifer recharge. On the agronomic side this is a fact favourable to reversibility: a point anchoring without concrete slabs leaves the soil in a condition to return to cultivation at end of life far better than a continuous foundation. I value it as a positive element for the soil, distinct from the technical-structural constraint, which is A6's, and from the hydrogeology, which is A12's.

Second, the excavated soil and rock (INT_11) for cable ducts and levelling: the theme, which rests with A12 for the environmental profile and with A8 for the costs, has an agronomic reflection in the handling and relocation of the surface layer of the soil. I ask that the management plan preserve and relocate the agronomic topsoil, because it is the fertile layer and its loss compromises the residual cultivability and the final agricultural restoration.

On the GARDEN system (rows, biodiversity, green management) my agronomic reading is that it is a real mitigation measure, not a facade, but it must be said honestly: it is green management accompanying a ground-mounted PV, it is not productive agriculture under the modules. It supports the compatibility and landscape quality of the site, entails multi-year maintenance costs (towards D7), but does not shift the nature of the project from pure PV to agrivoltaic.

6. Formal findings (for the R1a scoring)

I do not open findings under my own ID: the agronomic profile of D6 feeds into A12's findings, which are the formal channel for the scoring. I recall them for traceability, indicating where my agronomic judgement supports them.

Finding (owner A12)	SPV	Severity	Score	Confidence	A11 agronomic contribution
A12-D6-20260604-001	cluster	green	66	0.80	Vocation and agricultural land take (~22.7 ha, arable): non-prime but real withdrawal
A12-D6-20260604-002	Verde	amber	55	0.60	Monumental olive groves node on Verde: I reinforce the finding from the agronomic side
A12-D6-20260604-003	cluster	amber	58	0.65	Excavated soil and rock: preservation of the agronomic topsoil

I state explicitly that there are no findings under ID A11 in rilievi aggregati for this deal, consistent with the fact that the project is not agrivoltaic and my unit operates in a contributing role, not as the owner of a D6 finding.

7. Q-list and conditions at the closing

To ask the counterparty (Q-list), agronomic profile: 1. Verde olive groves: independent agronomic appraisal of the monumental status of the olive trees that ED_10 flags, to resolve the contradiction with the landscape declaration. 2. Uprooting-replanting: for the plants authorised for transplanting (29 on Giallo, specimens on Verde), replanting site, uprooting protocol and a maintenance and establishment commitment. 3. Topsoil: in the excavated soil and rock plan, the methods of removal, set-aside and relocation of the fertile surface layer.

Conditions precedent to the closing (CP) that I ask to support: 1. Documented resolution of the monumental olive groves theme on Verde (expert appraisal and, if the monumental status is confirmed, regional authorisation L.R. 14/2007 with any re-perimetering of the layout). This CP coincides with A12's and I subscribe to it from the agronomic side. 2. Confirmation that the authorised uprootings are accompanied by actual and monitored replanting.

8. Conclusion

On the agronomic side the Collemurgia Cluster is a pure ground-mounted photovoltaic on non-prime agricultural soil, with no agrivoltaic value: no crop under the modules, no yield, no monitoring. The withdrawal of about 22.7 ha of arable and tree-cropped land is real but mitigated by the soil classification, by the Db zone, by the absence of other RES in the 5 km buffer, by the GARDEN system and by a point anchoring that preserves reversibility.

The real agronomic node is a single one, and it is the olive grove: the contradiction on the monumental status of the olive trees on Verde must be resolved before the closing, because if confirmed it changes the protection regime L.R. 14/2007 and potentially the layout. I do not declare it established, but in offensive mode I do not let it pass as a detail: it is a condition precedent, not a formality. On the rest of the census I require that the authorised uprooting be a transplant that survives, not a number on a file.

My judgement: the agronomic profile does not introduce a veto, it confirms and reinforces A12's findings (green severity on the cluster, amber on the olive-grove node), and it puts at the closing the appraisal of the monumental olive trees as the agronomic condition on which I do not compromise.

Selma Ughetti, Agronomist Ultimate Big 5 Energy Squad, Collateral unit, Agent A11

Professional report, Dimension D7, Economic-financial

Deal: Collemurgia 14 MW photovoltaic cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D7, economic-financial (CAPEX, OPEX, revenues, capital structure, IRR/DSCR) Professional: Olga Tarsia, Financial Analyst (Agent A8, Finance unit) Mode: offensive, buy-side Date: 4 June 2026 Evidentiary basis: chapter archivio/D7-economico-finanziaria.md; 3 cost estimates present in the VDR (decommissioning and restoration); cost data reconstructed from D2 (connection) and D5 (land); domain benchmark knowledge/fontiA8economici.md. Sheets in archivio/D7/. No business plan in the VDR.

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1. Mandate and scope

I was tasked with assessing the economic-financial sustainability of the cluster: establishing whether a buyer, at closing, purchases a project whose returns can be modelled and defended, or a bundle of expected revenues that nobody has ever put on a spreadsheet. The question that governs my analysis is just one, and I pose it as I always pose it: an IRR is reconstructed from the VDR assumptions, not quoted from the brochure; here, where are the assumptions?

I stay within the boundaries of D7. I do not compute the verdict, do not aggregate other dimensions, do not issue a regulated investment recommendation (MiFID II/TUF): I produce decision support for the investor, the decision remains theirs. Where the cost of an item arises in another dimension (connection is A5's in D2, land is A3's in D5, yield is A6's in D4), I record its impact on the cost and revenue side without encroaching on my colleague's technical merits.

I must say it straight away, because it is the point around which everything else revolves: my primary evidentiary basis does not exist. The VDR contains no business plan, no financial model, no revenue plan and no financing term sheet. This does not make my report empty: it makes it a report on the gap. The gap is the finding.

2. What I examined (and what I searched for without finding)

I searched, one by one, for the items that make up an investment case and I separated what is documented from what is absent.

What is in the VDR and quantified: - Decommissioning and restoration costs: three bills of quantities (Blu ~€172,627, Verde ~€172,627, Giallo ~€65,550 at €29.69/kWp), total ~€410,804. They cover equipment, structures, prefabricated units, fencing and CCTV, and for Giallo the mechanical ploughing of the land. No related surety or financial guarantee is cited in the estimates. - Connection costs (from D2, A5): Blu ~€286,000, Verde ~€1,741,000, Giallo ~€186,000, cluster total ~€2.2M, compressible to ~€1.2M by self-executing the works with TICA refund ~300K (A5-D2-001). COMPLEX works under art. 10.1 TICA, subject to cost top-ups. - Land costs (from D5, A3): rents and prices of the unconsolidated preliminary contracts, charges from final contracts still to be signed, possible price renegotiations. Order of magnitude ~€2.45-2.88M, not fixed.

What I searched for and did NOT find, and whose absence weighs more than what I found: - Plant CAPEX: no plant bill of quantities, no economic schedule. The largest item of a utility PV plant, that of the modules, structures, inverters, civil works, is unknown. - Operating OPEX: no estimate of O&M, insurance, ongoing rents, charges. - The entire revenue side: no energy price assumption (no PPA, no PUN curve, no zonal capture price, no incentive tariff), and on the technical side no P50/P90 estimate (D4, A6). - Capital structure: no debt/equity ratio, no DSCR, no sensitivity, no IRR.

I treated as suspect any temptation to fill these gaps with a benchmark passed off as a deal figure. I did not do it: domain benchmarks serve to measure uncertainty, not to fabricate a plan that the seller did not produce. The fonte_dossier of my finding, where it concerns the business plan, is deliberately null, because the document is not there. I place it expressly on record.

3. The structural gap, and why it is decisive for a buyer

This is the heart of my report. In an investment the economic-financial dimension is central: it is the synthesis in which every other dimension translates into euros and into return. Here that synthesis does not exist, and the absence is not a formal detail that can be filled at closing with an email: it is the point on which a prudent buyer cannot form a price judgement.

I explain it in the terms I would use at the Panel. Without a business plan four things cannot be determined together, and all four are needed to decide how much to pay:

1. The overall CAPEX, hence the total outlay. Today I know only the connection (~€2.2M, compressible to ~€1.2M) and decommissioning (~€0.41M). Per domain benchmark (fontiA8economici.md) a ground-mounted utility PV plant sits indicatively at ~€0.6-0.9M/MW of all-in CAPEX: for ~14 MWp an order of magnitude of ~€8-12M. I write it as an estimate band to be confirmed with actual documents, not as a plan figure: I do not have the bill of quantities, and I do not invent it.
2. The revenue profile, hence the cash flow. Here the uncertainty is double: the probabilistic yield is absent (P50/P90 missing, D4) and the energy price is never assumed. A merchant PV plant in the South is exposed to capture and cannibalisation of the zonal price, a risk that A4 flags in D10 (price exposure not hedged, D10-001): without a price curve any revenue is built on thin air.
3. The capital structure and debt service (debt/equity, DSCR): entirely absent.
4. And therefore the IRR, which I cannot reconstruct because both the costs and the revenues on which it would rest are missing. I do not have an optimistic IRR to dismantle: I have a void in place of the model.

Why is this decisive for the buyer, and not for the seller? Because the buyer would be purchasing unmodelled revenues. In offensive mode this is the greatest obstacle to a GO: one does not pay the value of an asset whose realisation cost and revenue curve are both unknown. The seller can afford to keep the investment case in their own head; the buyer cannot, because it is they who put the capital at risk on figures they have not seen.

4. Why I do NOT propose V003 (and what I propose instead)

Here I apply my confidence threshold, and I justify it at length because it is the rationale I ask the Panel to allow me to defend.

V003 is the veto on inflated return: it triggers when a declared IRR or yield exceeds the benchmark range for the technology without evidence to justify it. Here I do not propose it, for one clear reason: there is no inflated figure to challenge, because there is no figure at all. V003 presupposes an optimistic BP to be brought back into line; this BP does not exist. I cannot object to a return out of range on a return that was never declared.

I do, however, hold firm to the caution of offensive mode, and translate it into a RED finding at low confidence. It is not a contradiction: the red severity measures how much the gap weighs on the decision (maximum, it is the synthesis dimension that is blind); the confidence 0.45 measures how certain I am of the economic-financial judgement on the documents, and it is deliberately below 0.5. This is not by chance: below 0.5 the deterministic engine gate (R1a) flags D7 as an open critical dimension, and holds the overall verdict at CONDITIONAL while the dimension remains not assessable. This is exactly the behaviour I want: the absence of the model must not be allowed to pass as "absorbed risk", it must remain visible as a gate.

In short: it is not a veto, because there is no hidden contradiction. It is a decisive information gap, and it must be treated as such.

5. Specific risks that concern me

1. The connection cost is heavy and still open. The ~€2.2M total, of which ~€1.74M is concentrated on Verde alone, are COMPLEX works with cost top-up risk (cross D2, A5). Even in the favourable scenario (self-execution at ~€1.2M + ~300K refund) it remains an item that on its own weighs on a CAPEX I do not know: relative to an estimated plant CAPEX of ~€8-12M, the connection is well over a tenth of the outlay, and precisely the part still not final. In offensive mode I count it gross, at the worst credible scenario, until it is final.
2. Decommissioning surety not evidenced. The estimates quantify the cost (~€0.41M) but the related financial guarantee, often required by the permit, is not on file. It is a potential liability that a serious BP would set in reserve: today it is neither modelled nor guaranteed.
3. Unconsolidated land costs. The prices of the preliminary contracts are not final (D5, A3), and with co-owned holdings subject to hold-up the price of the land can be renegotiated with leverage precisely because it is authorised. The land item of the CAPEX is therefore itself a range, not a figure.
4. Price exposure not hedged. Pure PV in an area of high photovoltaic penetration in the South: without a PPA or capture-price assumption, the revenue side is the most fragile of the whole case (cross D10, A4). The client's future BESS thesis could mitigate, but it is outside the perimeter of the asset on sale today and outside any model: I do not count it as revenue.

6. Formal findings (for R1a scoring)

The finding below is already compliant with tools/rilievo.schema.json and merged into rilievi aggregati. I report it for traceability; the rationale is in sections 3-5.

Finding	Severity	Score	Confidence	Veto
A8-D7-20260604-001	red	34	0.45	none (information gap, not contradiction)

Content: dimension not assessable due to the absence of a business plan. Plant CAPEX unknown, revenues without P50/P90 or price. Available only connection (~€2.2M, compressible to ~€1.2M) and decommissioning (~€0.41M) costs; land ~€2.45-2.88M unconsolidated. Confidence < 0.5, triggering the open critical dimension gate. fonte_dossier of the business plan deliberately null: the document does not exist. Open question: plant CAPEX and revenue curve. Condition: complete business plan (non-waivable condition precedent).

The low confidence (0.45) is not hesitation, it is a choice: it honestly reflects that I do not have the documents to express a full economic-financial judgement, and it is precisely the signal that keeps the gate open.

7. Q-list and conditions at closing

To ask the counterparty (Q-list): 1. Complete business plan: CAPEX (plant bill of quantities and economic schedule), OPEX, capital structure, debt/equity ratio, IRR, DSCR, sensitivity on price and yield. 2. Revenue curve: PPA or price assumptions (PUN, zonal capture price), any incentives, with duration and counterparty. 3. Final PVSYST P50/P90 as the revenue basis (cross D4, A6). 4. Decommissioning surety: existence, amount, beneficiary. 5. Connection costs final and quantification of the top-up risk (cross D2, A5).

Condition precedent at closing (CP) that I ask to put into the contract: 1. Complete business plan, consistent with the technical (D4) and cost (D2/D5) evidence, as a non-waivable condition precedent. Without it, the dimension remains not assessable and the verdict cannot exceed CONDITIONAL on a critical gate. On this I do not compromise: it is the point at which the price takes shape, and one does not sign a price on an investment case that was never written.

8. Conclusion

The economic-financial dimension of the cluster is not assessable on the documents, because the documents that would constitute it are not in the VDR. I do not have a plan to challenge: I have the absence of the plan to certify. I know with reasonable approximation only three cost items, connection (~€2.2M), land (~€2.45-2.88M, not fixed) and decommissioning (~€0.41M), and I do not know the largest item, the plant CAPEX (benchmark estimate ~€8-12M, to be confirmed), and the entire revenue side.

My judgement: D7 is not a veto, because there is no hidden contradiction to dismantle. It is the open critical issue of the dossier, a decisive information gap that, in offensive mode, is the greatest obstacle to a GO. I record it as a red finding at confidence 0.45 so that the gate on critical dimensions holds the verdict at CONDITIONAL until a complete business plan, consistent with the technical and cost evidence, is in the buyer's hands. One does not buy a return that nobody has ever modelled. On this I do not compromise.

Olga Tarsia, Financial Analyst Ultimate Big 5 Energy Squad, Finance unit, Agent A8

Professional report, Dimension D8, Corporate structure and legal

Deal: Collemurgia 14 MW photovoltaic cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D8, corporate structure, chain of control, ownership of the vehicle Professional: Renata Vimercati, Corporate Lawyer (Agent A2, Legal unit) Mode: offensive, buy-side Date: 4 June 2026 Evidentiary basis: 4 P1 documents from the VDR (Solaria Sviluppo S.r.l. company registry extract + 3 ATTI_SOLARIA bundles), local pipeline pdftotext -> modello linguistico; sheets in archivio/D8/, consolidated in archivio/D8_consolidato.json

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1. Mandate and scope

I was tasked with assessing the corporate structure of the vehicle and the chain of control above it: establishing who really owns the company being sold, what that vehicle contains, and whether what the buyer pays corresponds to what they receive. My method is always the same: I follow the chain of control until I find who really owns the permits and the land, and I do not stop sooner. In an SPV transaction the risk is not in the accounts, it is in the structure. A permit held by the wrong company, a share encumbered by a pledge that does not emerge from the teaser narrative, a link in the control chain that is not documented: these are the defects that make a transaction collapse, not the figures of a profit and loss account of an otherwise inactive company.

I stay within the boundaries of D8. I do not compute the verdict, do not aggregate other dimensions, do not issue a regulated legal opinion: I produce decision support for the investor. Ownership is proven with registry extracts and deeds from the VDR, it is not presumed from the commercial narrative. Where the corporate structure touches the permitting, the land or the open sources, I flag the intersection and activate the relevant colleagues (A1 permitting, A3 land, A10 OSINT) without encroaching on their merits.

2. What I examined

I read the Solaria Sviluppo S.r.l. company registry extract in its entirety: it is the most reliable source for ownership and current offices, and it is a current snapshot. I then examined the three ATTI_SOLARIA bundles, collections of notarial deeds (132 and 115 pages the two largest), read head and tail by the local pipeline. 4 documents out of 4 extracted, no OCR needed.

I declare the limitation straight away, because it is a limitation that weighs on my judgement and I do not hide it: head and tail reading of the bundles is sufficient to confirm name, office and director, but does not guarantee that the extraordinary resolutions placed in the central body of the collections have been intercepted: share transfers, share pledges, guarantees in favour of lenders, capital increases. A complete inventory requires targeted full reading, which remains to be done before closing. Below documentary proof, I do not declare a structure clean.

3. The structural correction, and why it requalifies the entire dossier

This is the heart of my report, and it is a fact that corrects the representation under which the deal was presented.

The “three SPV” Blu, Verde and Giallo are not three distinct companies. They are three projects, three PAS, of a single company: Solaria Sviluppo S.r.l. All the documents report the same name, the same tax code and VAT number (00000000000), the same registered office ((office anonymised)) and the same director. The Blu, Verde, Giallo segmentation is by project, not corporate. Whoever read the dossier as “three vehicles” read it wrong: there is a single vehicle.

The registry details I place on record from the company registry extract:

• Form S.r.l.; share capital €10,000; incorporated on 6 October 2022.
• Registered office in (office anonymised).
• Sole shareholder Meridian Capital S.r.l., at 100 per cent.
• Director and legal representative Demo director.
• Company status: inactive, no operating activity started.

The chain of control I was able to reconstruct stops at Meridian Capital S.r.l. Above Meridian Capital, the ultimate beneficial owner is not documented in the VDR. This is where my professional distrust is triggered: the chain is not resolved until I find the final UBO, and I have not found it. I flag it as an open question, not as a link of good faith.

4. The three implications I ask the Panel to consider

First implication, on the qualification of the deal. The share capital is €10,000 and the company is inactive. This is normal for a pre-construction development SPV, and I do not flag it as a pathology. But I draw from it a consequence that changes the nature of the transaction: one buys a vehicle with no asset substance of its own beyond the projects and permits it contains. It is in effect a deal on assets and permits, dressed up as a share deal. The share deal here is not a tax whim of the counterparty: it is the mechanism by which the permits held by the SPV pass to the buyer without transfer, remaining with the same legal entity. This is the merit of the single structure. But it brings the reverse: by buying the shares of Solaria Sviluppo one inherits all the vehicle's liabilities, known and unknown, including contingencies and undisclosed encumbrances. In an asset deal that risk is left behind; in a share deal it is purchased. The choice between the two structures is not neutral and must be decided knowingly, not endured.

Second implication, on the singularity of the entity and on V001. This is the point where my dimension feeds a node of others. The regional opinion of 30 May 2024 (see D3) required AU and ministerial VIA if the plants were traceable to the same legal representative, in addition to the same connection point and on contiguous parcels. Today all three preconditions of cumulation are documented: same company and same legal representative (Solaria Sviluppo, Demo director, and this I ascertain here myself), same connection point (Blu and Verde on CP Noci with shared works, D2), contiguous parcels (adjoining land at Serremonti, D3 and D5). The corporate fact closes the first of the three cumulation criteria, and it closes it with documentary proof, not by inference. I want to be precise about what is mine and what is not: I ascertain a high-confidence fact, the singularity of the entity. The qualification of V001 as a veto or as a strong condition is not mine: it is a matter for the Panel and the squad leader. I bring the Panel the documentary brick, not the verdict.

Third implication, on the non-separability of the risk. A single company for three PAS cuts both ways. If the acquisition targets the three projects together, the singularity of the vehicle helps: a single transfer of shares, no fragmentation. But if the PAS regime of Blu and Verde were challenged (V001), the risk is not isolable by project, because it is attributable to the same entity. Giallo cannot be saved by amputating Blu and Verde: they are in the same vehicle. The buyer must know that they are buying a risk that cannot be compartmentalised.

5. Specific risks that concern me

1. Upstream UBO not documented. Above Meridian Capital S.r.l. the chain breaks off in the VDR. In offensive mode I do not assume good faith: the ownership of Meridian Capital and the final UBO must be ascertained via OSINT (cross D9, A10), including for anti-money-laundering profiles, and any links with the signatories of the preliminary contracts (Demo director, attorney, Proprietario 05), already flagged by A3 in D5, must be verified. An apparent control that differs from effective control is precisely what I look for.
2. Extraordinary resolutions not fully inventoried. The ATTI_SOLARIA bundles were read head and tail. In the central body there may lurk share transfers, share pledges, guarantees to lenders, capital increases, shareholder loans. Until I inventory them in full, I cannot rule out a pledge on the shares which is exactly the type of encumbrance that, in a share deal, follows the vehicle into the buyer's hands.
3. Consistency with the signatories of the preliminary contracts. A3 passed me in D5 a chain of signatories and powers of attorney (Demo director, attorney, Proprietario 05, with a special power of attorney of 15 January 2025) whose powers must be proven with the deed. The validity of those powers of attorney and their traceability to Solaria Sviluppo's control structure touch my dimension: a deed signed by someone who lacked the powers is a defect that carries through to closing.
4. Litigation on the vehicle. Beyond the TAR appeal already known in D3, I have no elements to rule out other pending disputes involving Solaria Sviluppo or Meridian Capital. Without a company registry extract updated to closing and without an inventory of the deeds, it is a grey area that remains open.

6. Formal findings (for R1a scoring)

The findings below are already compliant with tools/rilievo.schema.json and merged into rilievi aggregati. I report them for traceability; the rationale of each is in sections 3-5.

Finding	Subject	Severity	Score	Confidence	Veto
A2-D8-20260604-001	Corporate structure (single vehicle, UBO and deeds open)	amber	62	0.70	none proposed
A2-D8-20260604-002	Corporate singularity, feeds V001 (cross D2/D3)	amber/note	50	0.85	V001 substrate, qualification at the Panel

The higher confidence (0.85) rests on the most solid fact, the singularity of the entity: it is ascertained from the company registry extract, read in full. The lower confidence (0.70) on the structure honestly reflects that UBO and extraordinary resolutions are not yet closed, not a harsher assessment.

I note, and I say it clearly: I do not propose V006. My rule is ironclad, and I respect it even when offensive mode would push me to lower the threshold. V006 triggers on an ascertained mismatch between the holder of the permits and the SPV being sold. Here the permits are held by the same Solaria Sviluppo that is being sold: there is no mismatch, there is rather coincidence. Without documentary proof of a misalignment of ownership, I do not close V006. The structure, on this specific profile, holds.

7. Q-list and conditions at closing

To ask the counterparty (Q-list): 1. Ultimate beneficial owner: ownership of Meridian Capital S.r.l. and final UBO, with the links to Demo director, attorney, Proprietario 05 (signatories of the preliminary contracts, D5). 2. Complete inventory of the extraordinary resolutions in ATTI_SOLARIA (share transfers, pledges, guarantees, capital increases, financings), with full reading. 3. Pledges or encumbrances on shares in favour of banks or lenders: do they exist? 4. Litigation: beyond the TAR appeal (D3), any pending disputes involving Solaria Sviluppo or Meridian Capital. 5. Structure of the transaction: share deal (purchase of Solaria Sviluppo shares) or asset deal (purchase of projects)?

Conditions precedent at closing (CP) that I ask to put into the contract: 1. Chain of control and UBO documented and verified, also for anti-money-laundering purposes. 2. Company registry extract updated to the closing date, with absence of unagreed pledges or encumbrances on the shares. 3. Complete inventory and clearance of the extraordinary corporate deeds before closing.

8. Conclusion

The corporate structure of the cluster is simple and linear in form, but not yet transparent in substance: a single vehicle, Solaria Sviluppo S.r.l., sole shareholder Meridian Capital, one director, minimal capital and inactive company. On this formal framework I have no pathological findings, and I propose no vetoes. But the chain of control is not resolved above Meridian Capital, the extraordinary resolutions are not inventoried, and the transaction is in effect a purchase of assets and permits dressed up as a share deal, with all the vehicle's liabilities following whoever buys the shares.

My judgement: D8 is not a veto, but it brings the Panel the fact that closes the first cumulation criterion (singularity of the entity), and that is part of the substrate of V001. The qualification of that node is not mine. What is mine, and on which I do not compromise, is that the structure is not declared clean until UBO and extraordinary resolutions are documented and until the company registry extract at closing is free of pledges on the shares. Below that proof, the cleanness of the structure is appearance, not certainty.

Renata Vimercati, Corporate Lawyer Ultimate Big 5 Energy Squad, Legal unit, Agent A2

Professional report, Dimension D9, Counterparty and intelligence

Deal: Collemurgia 14 MW photovoltaic cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D9, counterparty and intelligence (profiling, reputation, narrative vs reality) Professional: Ivano Trezza, OSINT Investigator (Agent A10, Intelligence unit) Mode: offensive, buy-side Date: 4 June 2026 Evidentiary basis: chapter archivio/D9-controparte-intelligence.md; corporate registry data taken from D8 (A2); entities and roles identified in D5 (A3) and D3 (A1). No external OSINT source consulted at this stage.

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1. Mandate and scope

I was tasked with assessing the counterparty: establishing who really sells this cluster, what track record it brings, and whether the seller's narrative holds up against the open sources. The question that governs my trade is always the same, and I pose it here too: does whoever buys a vehicle that contains three permits know who they are dealing with, down to the last link in the chain of control, and does that entity have a history that confirms what the deal promises?

I stay within the boundaries of D9. I do not compute the verdict, do not aggregate the other dimensions, do not issue a regulated reputational judgement: I produce decision support for the investor. Where the chain of control or the ownership touch the corporate or the permitting, I flag the intersection and activate the relevant colleagues (A2 on D8, A1 on D3) without encroaching on their merits. And I handle the data on natural persons with the minimum necessary for the DD, by discipline and for GDPR.

2. What I examined, and what I could NOT examine

This is the point from which I must start with honesty, because it is the fact that conditions all the rest of the report. The VDR contains no document dedicated to the counterparty: no intelligence note, no profile of the proposer, no reputational evidence. Dimension D9 is not covered by the seller's documents, by its nature: it is covered by external OSINT, that is by querying the open sources (company register, press, public deeds, public databases, public litigation).

That external OSINT was not performed at this stage. The DD's choice of method favoured local extraction of the VDR documents; the external verification of the counterparty was deferred to a dedicated step. So what I have before me are not investigation results: it is an investigation perimeter still open. I worked by derivation, gathering from my colleagues' reports the entities and roles that will need to be verified, and ordered them into a query list. But I do not have a single open source consulted and dated to place on record, and my rule of conduct is clear: without a verifiable and dated source I do not assert a fact about the counterparty. For this reason the gap is not an omission I hide: the gap IS my finding.

3. The entities to verify, and why they matter

From the other dimensions a network of entities emerges that in a share deal must be profiled, not presumed. I list them with the role that makes them relevant:

1. Solaria Sviluppo S.r.l. (tax code 00000000000, (office omitted)). It is the single vehicle being sold: sole shareholder, holder of the three PAS, inactive, capital €10,000 (D8). In a share deal I do not buy a plot of land, I buy this box with everything it contains and everything it carries with it, including any latent liabilities. I must know whether Solaria Sviluppo has antecedents, litigation, exposures.
2. Meridian Capital S.r.l., sole shareholder at 100% of Solaria Sviluppo (D8). It is the screen between the vehicle and the ultimate beneficial owner. UBO and ownership are not documented. Until I know who ultimately controls Meridian Capital, I do not know who the real counterparty is, and this is a matter of anti-money-laundering due diligence even before reputational.
3. Demo director, sole director of Solaria Sviluppo and signatory of the preliminary contracts (D5, D8). It is the operational signature of the deal: their track record as a PV developer (projects built versus projects only announced) is the most direct signal on the reliability of the seller.
4. an attorney and Proprietario 06, signatories and attorneys of the preliminary contracts and amending deeds (D5). They appear and reappear in the contractual cascade. Their signing powers and their links with Demo director and the land counterparties must be mapped, to rule out related parties and signatures without authority.
5. The land counterparties with fragmentation and hold-up (Proprietario 26, Proprietario 15, Proprietario 19-Proprietario 10-Proprietario 08, up to 7 co-owners on one holding, from D5). Here OSINT serves to understand whether behind the oppositions or the price renegotiations there are linked entities or conflicts.
6. The outcome of the TAR appeal of Solaria Sviluppo against the Municipality (D3). It is the only known dispute, but its status is unknown: OSINT must recover it from the Bari TAR docket.

4. Why counterparty verification is due precisely here (rationale)

This is the heart of my reasoning, and I want to justify it at length, because it is the rationale I ask the Panel to allow me to defend.

In an asset deal the counterparty matters less: one buys a thing, and the thing is verified for what it is. In a share deal, and here we are exactly in a share deal on Solaria Sviluppo (A2 confirms it in D8), one buys the entity: one takes on its history, its potential liabilities, its litigation, its reputation. The commercial narrative presents the cluster as ready to build with permits in hand; but A3 in D5 has already documented that the real maturity is lower than declared (final contracts not signed after two years and two extensions). When the narrative is already disproven on a verifiable dimension, in offensive mode my duty is to ask whether it holds on the others, and the counterparty is the first to deserve that question.

There is then an upstream node that disquiets me in a specific way: the chain of control is opaque. Meridian Capital is a screen and the UBO is not documented. In offensive mode this is not a formal detail: it is a gap in knowing who I am paying, with anti-money-laundering implications. I do not turn it into a suspicion of wrongdoing, that would be improper and contrary to my confidence threshold; but I flag it as an open prudential risk until verification closes it.

The open sources that will need to be queried are, in order of priority: the company register (full registry extracts of Solaria Sviluppo and Meridian Capital, shareholder chain up to the UBO, extraordinary resolutions, any pledges on the shares in coordination with A2); the Bari TAR docket for the status of the appeal; the sector and local press for Demo director's track record and for committee opposition to the project; the public databases on litigation and insolvency proceedings against the entities; the public GSE lists/challenges where relevant. They are queryable with search tools with citations (such as /pplx or /exa), which return the dated source that my discipline requires.

5. Why the confidence is low, and why it is not a harsh judgement

Here I apply my confidence threshold, and it is the most delicate part of the judgement. I set the confidence at 0.4, and I want it to be understood what it means: it is not a negative assessment of the counterparty. It is the honest measure of my ignorance. I have not consulted a single open source, so everything I could say about Solaria Sviluppo, Meridian Capital, Demo director, attorney, Proprietario 05 would be uncorroborated, and my anti-hallucination rule forbids me from promoting to fact what I have not verified. The confidence is low by construction, because the dimension has not been investigated, not because I found something rotten.

From this follows the most important thing: I do not invent OSINT results. I do not write that Demo director is a serial developer of projects never built, nor that they are a solid operator: I do not know, and I will not know until I have the sources. What I place on record is that the verification is due and has not been done. I keep the severity in the red/amber band precisely for this reason: in offensive mode an uninvestigated counterparty dimension, on a share deal with an opaque UBO, is an open risk, not a green light.

6. Formal findings (for R1a scoring)

The finding below is already compliant with tools/rilievo.schema.json and merged into rilievi aggregati. I report it for traceability; the rationale is in sections 2-5.

Finding	Subject	Severity	Score	Confidence	Veto
A10-D9-20260604-001	Counterparty not investigated (OSINT not performed)	amber (red/amber band)	40	0.40	none

The confidence 0.40 honestly reflects that the dimension is covered only by the corporate registry data of D8 and that no OSINT has been performed: UBO of Meridian Capital, track record of Solaria Sviluppo/Demo director, outcome of the TAR appeal and related parties among the signatories (attorney, Proprietario 05) remain unverified. It must be raised after the OSINT. I am not the owner of a structural veto; if the OSINT brought to light an inconsistency on ownership, I would feed A2's D8 finding (potential V006), citing only vetoes existing in tools/veti.yaml.

7. Q-list and conditions at closing

To ask the counterparty and to verify via OSINT (Q-list): 1. Complete ownership of Meridian Capital S.r.l. up to the UBO (ultimate beneficial owner), with anti-money-laundering declaration. 2. Track record of Solaria Sviluppo/Meridian Capital/Demo director in PV development: plants built and in operation versus a pipeline only announced. 3. Status of the TAR appeal of Solaria Sviluppo against the Municipality (Bari TAR docket): pending, decided, withdrawn. 4. Litigation, payment orders, insolvency proceedings against Solaria Sviluppo, Meridian Capital and the signatories. 5. Links and related parties between Demo director, attorney, Proprietario 05 and between them and the land counterparties. 6. Local reputation of the project: committee opposition, local press, third-party appeals.

Condition precedent at closing (CP) that I ask to put into the contract: 1. Counterparty OSINT completed pre-closing on Solaria Sviluppo, Meridian Capital, Demo director, attorney, Proprietario 05 and on the TAR outcome, with the UBO of Meridian Capital ascertained. The dimension cannot remain uninvestigated in a share deal: either the verification is closed, or the risk remains open and must be priced.

8. Conclusion

The counterparty dimension is today not investigated: the VDR contains no dedicated material and the external OSINT was not performed. This, and nothing else, is my finding. In a share deal on a vehicle with an opaque upstream chain of control (Meridian Capital, UBO unknown) and with a narrative already disproven elsewhere on the maturity of the deal, the reputational and counterparty verification is not an extra: it is due, and until it is done it remains an open risk.

My judgement: D9 is not a veto, but it is a gap that asks to be closed before closing, not after. I keep the confidence at 0.40 to say with precision that I do not yet know who the counterparty really is, and I refuse to fill that void with results I have not verified. The OSINT must be launched as a dedicated step before the final verdict: it is the only thing that can turn this low confidence into a fact, one way or the other. On this I do not compromise.

Ivano Trezza, OSINT Investigator Ultimate Big 5 Energy Squad, Intelligence unit, Agent A10

Professional report, Dimension D10, Market and regulatory framework

Deal: Collemurgia 14 MW photovoltaic cluster, SPV Giallo, Verde, Blu (single vehicle Solaria Sviluppo S.r.l.) Dimension: D10, market and revenue exposure, FER regulatory framework Professional: Bianca Orsenigo, Regulatory Lawyer (Agent A4, Legal unit) Mode: offensive, buy-side Date: 4 June 2026 Evidentiary basis: chapter D10 (archivio/D10-mercato-regolatorio.md); technical-descriptive report (PAS regime, eligible areas), teaser and client notes; up-to-date domain knowledge (fontiA4*, fontiA1autorizzativo.md). The VDR contains no documents dedicated to market and regulation, nor a business plan: medium confidence declared.

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1. Mandate and scope

I was tasked with assessing the market and regulatory-framework risk of the cluster: establishing whether the return on this investment rests on a stable context and on documented revenues, or on an uncovered price exposure and on a simplified regime that might not hold. The question that governs my analysis is the one I always pose: how fragile is the framework that supports the return, and how much of this revenue is really contracted rather than assumed?

I stay within the boundaries of D10. I do not compute the verdict, do not aggregate other dimensions, do not recompute the IRR (A8 does that), do not issue a legal or regulated investment opinion: I produce decision support for the investor. Where regulatory risk transfers onto revenue, I feed A8's financial merit without encroaching on it; where it touches the permitting climate, I coordinate with A1.

2. What I examined, and what I could not examine

I read the regulatory framework reconstructable from the dossier: the permitting regime (PAS under art. 22-bis D.Lgs. 199/2021 on an area classified eligible under art. 20, zone Db), the national TU-FER context (D.Lgs. 190/2024 and corrective 178/2025), the eligible-areas rules (D.Lgs. 199/2021 and implementing DM) with their Puglia regional articulation. I read the design data from the teaser (cluster of about 14.13 MWp, about 12.4 MW injection, MV 20 kV, fixed structure) and the client notes.

I must say it clearly, because it is the limitation that weighs most on my judgement: on the revenue side I had nothing to read. In the VDR there is no business plan (A8 certifies it in D7), there is no PPA, there is no price curve, there is no zonal-price assumption. My trade is to place the revenue in the correct mechanism and measure its stability; here the revenue is not placed in any mechanism, because the mechanism is not documented. For this reason my assessment is a domain assessment, not from dedicated documents, and I mark it at medium confidence (0.5).

3. The revenue node, and why it matters

This is the heart of my report, and it is the point on which the presentation of the deal and the documentary reality diverge most.

The deal is tagged fv_bess, but the plant on sale today is pure photovoltaic: no storage in the authorised project (A6 ascertains it in D4). The BESS is not part of this asset: it is a client thesis, a future upside on the retained industrial land. For market risk this distinction is decisive, and I place it on record: a pure PV plant cannot shift the energy to the hours when it is worth most, and is therefore structurally exposed to the price of the moment in which it produces.

On that price, the picture before me is the worst possible for the buyer:

1. Price exposure is total and unhedged. Without a PPA and without any assumption in the VDR, revenue falls entirely on the market (PUN, today zonal prices). It is not a mitigated risk: it is an undocumented risk. Without a price curve it is not technically possible to estimate revenues, and that is why my finding links to A8's red on D7.

2. Capture, not yield alone, decides the revenue. We are in the South, in an area of very high photovoltaic penetration. High penetration compresses the capture price in the central hours, precisely when a PV plant produces. The value of a photovoltaic kWh in the South zone during solar-peak hours is not the average price: it is a cannibalised price. A pure PV plant, without storage to shift the energy to evening hours at full price, takes this discount in full. It is a matter of market positioning, not just a technical choice.

3. Curtailment is a growing and concrete risk. In areas of high renewable concentration injection limitation is increasing. It must be discounted in the net yield assumptions, not the gross. Added to the low capture, it erodes expected revenues more than nameplate yield alone would suggest.

In my trade this is the typical contradiction: an asset sold as ready, whose return rests on a revenue that nobody has yet put on paper. The future BESS thesis, if realised, would mitigate capture and curtailment, but it is precisely a conditional upside, not a fact of the current deal, and in offensive mode I do not endorse it as acquired.

4. The regulatory risk, and why it is also a market risk

Here I apply my lens, which is that of the stability of the framework. Two levels.

The regulatory value of the cluster rests on the maintenance of the PAS. The simplified regime is the key to the fast track, but it is also the attackable point: cumulation above 10 MW and the V001 node (cross D2, D3, D8). I say it for what is within my remit: the robustness of the cluster's regulatory framework depends on the qualification of that node. The qualification of V001 is not mine, I refer it to A1, R1 and the Panel; but I note that the cumulation risk is not only permitting, it is also regulatory, because it strikes the permit on which the entire economy of the deal rests. I take note, and it partly reassures me, of the de-risking already documented (BUR Puglia publication April 2025, the 120 days for oppositions elapsed, the Region having brought it back to art. 22-bis): it makes the fact no longer ascertainable against the project, but it does not zero out the residual litigation risk.

The risk of regulatory change, here, is contained but not nil. The FER context is evolving (TU-FER, corrective 178/2025, eligible-areas rules being settled in Puglia). My rule is clear: a change to the eligibility criteria or thresholds affects similar future projects, less so a permit already perfected like this one, save for the case of litigation. I do not see, at present, a dependence of revenue on an incentive announced and not yet in force, nor on an unawarded auction: it is a positive fact, and I record it as such. But precisely because of my confidence threshold, where I have no proof I do not assume stability: the Puglia climate on renewables is one of high landscape and hydraulic attention, and the regional eligible-areas rules are still being settled. This is a context risk to be kept open, not filed away.

5. Specific risks that concern me

1. Revenue not contracted in an asset sold as mature. It is the principal risk. The price paid today implicitly discounts a revenue that is neither contracted (no PPA) nor estimated (no price curve, no business plan). In offensive mode, an undocumented revenue is a full risk, not a detail to be defined at closing.

2. Technology-market misalignment (pure PV in a saturated zone). The choice of pure PV in a high-penetration South zone maximises exposure to low capture and curtailment. Without storage, the revenue profile is the worst possible for the zone. The future BESS thesis is not within the perimeter of this asset.

3. Dependence on the robustness of the PAS regime. The economic framework of the cluster hangs on the simplified regime, and therefore on the V001 node. An unfavourable outcome on the permit (cross D3, Solaria Sviluppo TAR appeal cited by A1) is not just a permitting problem: it is a revenue problem, because without the permit there is no plant and no market.

4. Absence of a specific capture and zonal-basis analysis. No document estimates the capture price and the basis for the connection point and the market zone of the plant. It is a missing assumption that, on its own, can shift the revenue estimate considerably.

6. Formal findings (for R1a scoring)

The finding below is already compliant with tools/rilievo.schema.json and merged into rilievi aggregati. I report it for traceability; the rationale is in sections 3-5.

Finding	Scope	Severity	Score	Confidence	Veto
A4-D10-20260604-001	Market and regulatory	amber	50	0.50	none (feeds A8's V003 if relevant)

The confidence of 0.50 is a deliberate and honest choice: it reflects that this is a domain assessment in the absence of dedicated documents and of a business plan, not an attenuated judgement on the merits. Consistent with my threshold, I do not quantify as certain a revenue that no documented mechanism supports, and I do not endorse the BESS upside as acquired. I am not the owner of a structural veto on D10: where market risk makes the return implausible, I feed A8's finding (V003, inflated return), I do not propose a veto of my own.

7. Q-list and conditions at closing

To ask the counterparty (Q-list): 1. Energy sale strategy: PPA (counterparty, duration, price, structure) or merchant? Are there price hedges, even partial? 2. Capture and curtailment analysis specific to the market zone and to the connection point, with a stated zonal basis. 3. Robustness of the PAS regime against regulatory developments on eligible areas: independent regulatory opinion (cross D3, V001). 4. If the BESS thesis is part of the valuation: permitting status, sizing and timing of the future storage, today outside the asset.

Conditions precedent at closing (CP) that I ask to put into the contract: 1. Market and/or PPA strategy defined and reflected in the business plan (cross D7, a condition that links to A8's red). 2. Independent opinion on the stability of the permit's regulatory framework (cross D3, V001), in particular on the robustness of the PAS against cumulation.

8. Conclusion

The regulatory framework of the cluster is consistent but not self-sufficient: PAS on an eligible area, an evolving FER context that has little effect on a permit already perfected, but the whole thing hanging on the robustness of the simplified regime and therefore on the V001 node. On the market side, by contrast, the judgement is clear: the revenue is not hedged and is not documented. No PPA, no price curve, a pure PV plant in the zone most exposed in Italy to low capture and curtailment, and a BESS that exists only as a future thesis outside the perimeter being sold.

My judgement: D10 is not a veto, but it is one of the heaviest areas of uncertainty in the transaction, because it touches directly the number on which an investment is decided, the revenue. In offensive mode I do not endorse a return hanging on a revenue that nobody has yet put on paper. The price is not paid on the assumption of a favourable market until the energy sale strategy is defined and the permit's regulatory framework is confirmed stable by an independent opinion. On this I do not compromise.

Bianca Orsenigo, Regulatory Lawyer Ultimate Big 5 Energy Squad, Legal unit, Agent A4