Statements from management

Certification of the consolidated financial statements pursuant to Article 154-bis, paragraph 5 of Legislative Decree No. 58/98 (Testo Unico della Finanza)

1. The undersigned Carlo Malacarne and Antonio Paccioretti, as Chief Executive Officer and Chief Financial Officer of Snam S.p.A. respectively, certify, taking into account Article 154-bis, paragraphs 3 and 4 of Legislative Decree No. 58 of 24 February 1998:

• the adequacy, considering the group’s characteristics, and
• the effective implementation of the administrative and accounting procedures for the preparation of the consolidated financial statements during the course of 2011.

2. The administrative and accounting procedures for the preparation of the consolidated financial statements at 31 December 2011 were defined and their adequacy was assessed using the rules and methods in line with the Internal Control – Integrated Framework model issued by the Committee of Sponsoring Organisations of the Treadway Commission, which represents a benchmark framework for the internal control system generally accepted at international level.

In this regard it is noted that, following the acquisition by Snam on 1 November 2011 of the business units “Unbundled Companies Administrative Services” from Eni Adfin S.p.A. and “Unbundled IT Services” from Eni S.p.A., Snam’s accounting and administrative procedures have been updated.

3. It is also certified that:

3.1 The consolidated financial statements at 31 December 2011:

a) were prepared in accordance with the applicable international accounting standards recognised in the European Community pursuant to Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002;

b) are consistent with the accounting records and ledgers;

c) are able to provide a true and fair view of the financial position, results of operations and cash flows of the issuer and of the companies included in the scope of consolidation.

3.2 The Directors’ report includes a reliable analysis of the operating performance and results, as well as the position of the issuer and of all the companies included in the scope of consolidation, together with a description of the principal risks and uncertainties to which they are exposed.

12 March 2012