7.3 Antitrust Code of Conduct

On 3 August 2012, Snam adopted the “Antitrust Code of Conduct” Procedure (the “Antitrust Code”) to replace the existing “Antitrust Code of Conduct MSGs”, in order to ensure that Snam and its Controlled Companies comply with the principles set forth in the applicable antitrust legislation. The Antitrust Code applies to Snam and its Controlled Companies as part of Snam’s management and coordination activities and is one of Snam’s initiatives aimed both at protecting competition as part of the business culture and at implementing suitable procedures and systems for minimising the risk of violations of antitrust laws, under the broader umbrella of compliance initiatives (Model 231, anti-corruption, business ethics, etc.).

Specifically, given that the main risks a company may run by breaching antitrust rules include (i) fines, (ii) liability for compensation for damage caused to third parties by antitrust offences, (iii) damage to the company’s image, and (iv) a possible negative impact on the company’s share price on regulated markets, following an analysis of international antitrust best practice, an antitrust compliance programme was drawn up and is implemented through:

1. the adoption of the Antitrust Code;
2. dedicated communication and training initiatives for all employees which aim to ensure familiarity with the Antitrust Code, as well as its effectiveness and correct implementation;
3. the creation of an Antitrust Unit within Snam’s Legal & Corporate Affairs and Compliance department to provide the necessary support and assistance in applying the Antitrust Code;
4. a monitoring programme aimed at verifying the effectiveness of the rules set out in the Antitrust Code and the suitability of amending and updating it in order to ensure more effective implementation of its rules in the light of regulatory and business developments.

The Antitrust Code is implemented at Snam and its Controlled Companies and is aimed in particular at all:

• members of corporate bodies;
• executives;
• employees;
• representatives of Snam and/or its Controlled Companies.