6.3 Executive Responsible for preparing corporate accounting documents

In accordance with Article 16 of the Bylaws⁴⁸, the Board of Directors appoints the Executive Responsible for preparing corporate accounting documents pursuant to Article 154-bis of the TUF on the recommendation of the CEO, in agreement with the Chairman and with the prior approval 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, at Eni and its Subsidiaries, nor may they have any direct or indirect professional or financial relationship with said companies⁴⁹. 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:

1. director, control or management activity at a company listed on regulated markets in Italy, other States of the European Union or other countries belonging to the OECD with share capital of no less than € 2 million; or
2. external audit activities at the companies mentioned under a);
3. professional or university teaching in finance or accounting;
4. managerial functions at public or private entities with financial, accounting or control responsibilities.

The Board of Directors must ensure that the Executive Responsible for preparing corporate accounting documents has the necessary powers and means to perform their duties and assures the compliance with administrative and accounting procedures.

The Board of Directors performs an annual check on the adequacy of the powers and means available to the Executive Responsible for preparing corporate accounting documents for the fulfilment of their duties, as well as a half-yearly check on compliance with existing administrative and accounting procedures.

In accordance with the procedures and requirements of the Bylaws, on 26 March 2013 the Board of Directors reappointed Antonio Paccioretti as Executive Responsible for preparing corporate accounting documents. Mr Paccioretti, who was first appointed to the post on 29 October 2007, is also Snam’s CFO. The Board of Directors checks annually that, based on the declaration made by the Executive Responsible for preparing corporate accounting documents, there are no grounds for the latter’s incompatibility pursuant to the Bylaws and that the Executive Responsible for preparing corporate accounting documents meets the integrity requirements provided for by the applicable regulations (see Paragraph 2.6 (i) and (ii) of Section III).