3. Committees established by the Board of Directors

The Board has established the following internal Committees with consultative and advisory duties, pursuant to the Code of Corporate Governance and to Article 16 of the Bylaws:

• Remuneration Committee;
• Appointments Committee
• Control and Risk Committee.

The composition, duties and functioning of the Committees are governed by the Board in special regulations, which can be consulted under the “Governance” section of the Company’s website (http://www.snam.it/en/Governance/Social_bodies/Committees/), in accordance with the criteria set out by the Code.

On 23 April 2013 and on 12 December 2013, the Board of Directors appointed the members of the Committees. All the Committees are all made up of three members, with the exception of the Control and Risk Committee, which has four members.

In the performance of their functions, the Committees may access information and company departments. They have sufficient financial resources and may use external consultants within the terms set by the Board of Directors.

Individuals who are not members may participate in Committee meetings if asked to do so in relation to individual agenda items. The respective secretaries take minutes for the Committee meetings.

Furthermore, pursuant to Article 16 of the Bylaws, the Board of Directors has created the Combined Independent Management Committee.