Board of Statutory Auditors

The Board of Statutory Auditors monitors:

• compliance with the law and the company's By-Laws 
• observance of the principles of correct administration;
• the adequacy of the company's organisational structure for matters within the scope of the board's authority, the adequacy of the internal control system and the administrative and accounting system and the reliability of the latter in correctly representing the company's transactions;
• the arrangements for implementing the corporate governance rules provided for in Borsa Italiana Code to which the Company adheres
• the adequacy of the instructions imparted by the Company to its subsidiaries in order to guarantee full compliance with legal reporting requirement.

Moreover, pursuant to article 19 of Italian Legislative Decree no. 39/2010, the Board of
Statutory Auditors in its role of "internal control and financial auditing committee" supervises the following:

• the financial reporting process;
• the efficacy of the internal control, Internal Audit (where applicable) and risk management systems;
• the auditing of the annual financial statements and consolidated financial statements;
• the independence of the auditor or Audit Firm, in particular with renard to the provision of non-auditing services to the entity subject to financial auditing.

The functions assigned by the Decree to the "internal control and financial auditing committee" are coherent with and essentially comply with the responsibilities already assigned to the Board of Statutory Auditors of Eni, above all in consideration of its role-of Audit Committee pursuant to the US regulation "Sarbanes – Oxley Act" (which shall be outlined in greater detail further on).
As already set forth in the Consolidated Law on Finance and currently regulated by article 13 of Decree no. 39/2010, the Board of Statutory Auditors formulates a justified proposal to the Shareholders' Meeting relative to the assignment of the role of financial auditor and the determination of the remuneration payable to the auditor. Furthermore, pursuant to article 19, paragraph 1, letters c) and d), of the aforementioned Decree no. 39/2010, the Board of Statutory Auditors supervises the auditing activities and – in accordance with the provisions of article 10.C.5 of the Eni Code – the independence of the Audit Firm, by verifying compliance with the applicable regulations as well as the nature and entity of any services other than financial auditing services provided to Eni Group directly or through companies belonging to its network. Results of the supervisory activity are recorded in the Report drawn up in accordance with article 153 of the Consolidated Law on Finance, and enclosed with the financial statements documentation.

On March 22, 2005, the Board of Directors, by virtue of the rights granted by the Stock Exchange Commission (SEC) to foreign issuers listed on regulated US stock markets, has identified the Board of Statutory Auditors as the body that, since June 1, 2005, has been carrying out – within the limits set forth in the Italian regulations – the functions assigned to the Audit Committee of said foreign issuers by the Sarbanes-Oxley Act and by the SEC regulations. On June 15, 2005, the Board of Statutory Auditors approved the regulations concerning the fulfilment of the functions assigned to it pursuant to the above-mentioned US regulation.