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Information on ownership structure

Share capital and key shareholders

The share capital of Snam is composed of registered ordinary shares, which are indivisible and each confer the right to one vote. At 11 March 2015, the share capital of Snam totalled €3,696,851,994.00, represented by 3,500,638,294 ordinary shares without indication of nominal value.

Snam’s shares are listed on the FTSE MIB index of Borsa Italiana and the main international indices (STOXX Europe 600, STOXX Europe Utilities), as well as the main sustainability indices (Dow Jones Sustainability, FTSE4Good, STOXX Global ESG Leaders, ECPI, MSCI, United Nations Global Compact 100 and Vigeo Ethibel).

At 11 March 2015, the total number of treasury shares held by the Company was 1,127,250, equal to 0.03% of the share capital. The proportion of floating capital was 59.34%.

The Company’s market capitalisation rose from €13,655 million at 31 December 2013 to €14,383 million at 31 December 2014. According to the information available and the communications received pursuant to Article 120 of the Consolidated Finance Act and Consob Resolution No. 11971/1999 (Consob Issuer Regulations), the shareholders holding more than 2% of Snam’s share capital at 11 March 2015 are:

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Declarant

Direct shareholder

% share of ordinary capital

(1)

A company 59.1% owned by CDP, 35% by State Grid Europe Limited and 5.9% by Fondazioni bancarie italiane and Cassa Forense.

(2)

eni is not entitled to vote at Shareholders’ Meetings.

Cassa Depositi e Prestiti S.p.A. (“CDP”)

CDP Reti S.p.A. (1)

28.98

Ministry of Economy and Finance

eni (2)

8.25

Further information, as required pursuant to Article 123-bis, paragraph 1 of the TUF, can be found in the 2014 governance report71.

71 The information required pursuant to Article 123-bis, paragraph 1, letter i) of the TUF (“agreements between the Company and the directors …that provide for compensation in the event of dismissal without just cause or if the employment contract is terminated following a takeover bid”) is provided in the Remuneration Report published pursuant to Article 123-ter of the TUF

(http://www.snam.it/en/Governance/remuneration_report/.

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