EUROPEAN COMMISSION DG Competition

Only the English text is available and authentic.

REGULATION (EC) No 139/2004 MERGER PROCEDURE

Article 6(1)(b) NON-OPPOSITION Date: 14/12/2021

In electronic form on the EUR-Lex website under document number 32021M10536

EUROPEAN COMMISSION

Brussels, 14.12.2021 C(2021) 9636 final

PUBLIC VERSION

TotalEnergies SE 2 place Jean Millier, 92400 Courbevoie, France

Three Gorges Electric Energy Co. Ltd. Xiba Jianshe Road, Xiling District Yichang City, Hubei Province China

Three Gorges Capital 15/F Poly Metropolitan Office Building Tl, Courtyard 4, Guanyin’an North Street, Tongzhou, Beijing China

Dear Sir or Madam,

1.1. On 19 November 2021, the European Commission received notification of a proposed concentration pursuant to Article 4 of the Merger Regulation by which TotalEnergies, through Total (China) Investment Co., Ltd (“Total Energies”, France) and Three Gorges Corporation (“3G”, China), through Three Gorges Capital Holdings Co. Ltd. and Three Gorges Electric Energy Co. Ltd. acquire within the meaning of Article 3(1)(b) and 3(4) of the Merger Regulation joint control of a newly created joint

1OJ L 24, 29.1.2004, p. 1 (the ‘Merger Regulation’). With effect from 1 December 2009, the Treaty on the Functioning of the European Union (‘TFEU’) has introduced certain changes, such as the replacement of ‘Community’ by ‘Union’ and ‘common market’ by ‘internal market’. The terminology of the TFEU will be used throughout this decision.

2OJ L 1, 3.1.1994, p. 3 (the ‘EEA Agreement’).

Commission européenne, DG COMP MERGER REGISTRY, 1049 Bruxelles, BELGIQUE Europese Commissie, DG COMP MERGER REGISTRY, 1049 Brussel, BELGIË

Tel: +32 229-91111. Fax: +32 229-64301. E-mail: COMP-MERGER-REGISTRY@ec.europa.eu.

venture company (“JV”). The concentration is accomplished by way of purchase of shares.

2. The business activities of the undertakings concerned are:

−− for TotalEnergies: a publicly traded broad energy company headquartered in Paris. Total China, a wholly owned subsidiary of TotalEnergies, operates business in various sectors in China, including the petroleum and natural gas exploration and production, renewable energies (e.g. solar energy), refining and chemicals etc.,

−− for 3G: a Chinese solely state-owned enterprise (“SOE”), headquartered in Wuhan, China. It is primarily active in the development, construction and operation of hydropower projects and other renewable energy projects, such as wind power, solar energy and utilization of water resources. 3G is ultimately held and supervised by The State-owned Assets Supervision and Administration Commission of the State Council of China,

−− for JV: based in Wuhan, Hubei Province, China, it will invest in, build and operate a small charging network for electric vehicles and engage in third party charging platform services. It will be active in Wuhan and Yichang and potentially other provinces in China in the future.

3.3. After examination of the notification, the European Commission has concluded that the notified operation falls within the scope of the Merger Regulation and of paragraph 5(a) of the Commission Notice on a simplified procedure for treatment of certain concentrations under Council Regulation (EC) No 139/2004.

4.4. For the reasons set out in the Notice on a simplified procedure, the European Commission has decided not to oppose the notified operation and to declare it compatible with the internal market and with the EEA Agreement. This decision is adopted in application of Article 6(1)(b) of the Merger Regulation and Article 57 of the EEA Agreement.

For the Commission

(Signed) Olivier GUERSENT Director-General

3Publication in the Official Journal of the European Union No C 480/9, 29.11.2021, p.9.

4OJ C 366, 14.12.2013, p. 5.

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