6.3 Executive Responsible for preparing corporate accounting documents
In accordance with Article 16 of the Bylaws19, the Board of Directors appoints the Executive Responsible for preparing corporate accounting documents pursuant to Article 154-bis of the TUF on proposal of the Chief Executive Officer, in agreement with the Chairman and upon a favourable opinion of the Board of Statutory Auditors.
The Executive Responsible for preparing corporate accounting documents may not be a member of the administrative or control bodies, or hold senior management positions, in Eni and its subsidiaries, nor may he/she have any direct or indirect professional or financial relationship with said companies20. As specified by Article 16 of the Bylaws, the Executive Responsible for preparing corporate accounting documents must have spent at least three years performing one of the following activities:
- direction, control or management activities at a company listed on regulated markets in Italy, other states of the European Union or other countries belonging to the OECD, which have a share capital of no less than € 2 million; or
- audit activities at the companies mentioned under letter a); or;
- professional or university teaching in finance or accounting; or
- managerial functions at public or private entities with financial, accounting or control responsibilities.
The Board of Directors shall ensure that the Executive Responsible for preparing corporate accounting documents has the adequate powers and means to perform his/her duties and shall ascertain the application of the administrative and accounting procedures.
The Board of Directors verifies, on an annual basis adequacy of the powers and means available to the Executive Responsible for preparing corporate accounting documents for the fulfilment of his/her duties, as well as a half-yearly basis, the compliance with existing administrative and accounting procedures.
In accordance with statutory procedures and requirements, on 26 March 2013 the Board of Directors reappointed Antonio Paccioretti as Executive Responsible for preparing corporate accounting documents, Mr Antonio Paccioretti, who was first appointed to that position on 29 October 2007 and is also Snam’s Director of Planning, Administration, Finance and Control.
19 Article 154-bis of the TUF stipulates that the bylaws of listed issuers whose member state of origin is Italy must set forth the professional requirements and methods of appointment of a chief financial officer (CFO), following a compulsory opinion from the supervisory body. More information on the duties of the CFO established by current legislation can be found in Article 154-bis of the TUF.
20 In accordance with the Prime Ministerial Decree of 25 May 2012.