Nomination Process

• The Directors and the Chairman of the Board of Directors are appointed by the Shareholders Meeting.
• Members of the Board of Directors cannot be nominated for a period exceeding three fiscal years, and their mandate expires on the date of the Shareholders Meeting called to approve the financial statements for the last year of their mandate. Directors can be re-elected to the Board of Directors.
• Members of the Board of Directors can be removed from office by the Shareholders Meeting at any time, although they retain the right to the payment of compensation if they are removed from office without just cause.
• The nomination of directors is based on lists presented by the shareholders (voting list). Shareholders are entitled to present lists of candidates when they either by themselves or together with other shareholders represent at least 1% of the total number of shares that are entitled to vote at ordinary Shareholders' Meetings. Each shareholder may present (or join together with other shareholders to present) and vote on only one list.
• Lists must indicate candidates with independence requirements.
• Lists are to be filed at Eni's headquarters at least ten days before the date set for the Shareholders Meeting on first call.
• The company sends a copy of the lists to Borsa Italiana and  publishes them on its own Internet site.
• During the Shareholders Meeting, once the voting formalities have been carried out the Meeting will proceed to nominate seven tenths of the members of the Board of Directors from the list that obtained the majority of votes, following the numerical order the candidates appear on the list, and the remaining three tenths from the lists that are in no way linked, even indirectly, with the shareholders who either presented or voted for the list that obtained the majority of votes.
• The By-laws include a supplementary procedure in addition to the one described above which also ensures the presence of a minimum number of independent members on the Board of Directors.
• The list voting procedure is only applied when the entire Board of Directors has to be replaced. When nominating members of the Board of Directors who have not been elected, for whatsoever reason, in accordance with the procedure described above, the Shareholders Meeting selects them on the basis of a legal majority and in such a way as to ensure that the composition of the Board of Directors conforms to current legislation and to the company Statute.
• As per article 6, paragraph 2, d) of the By-Laws, the Ministry of economy and finance , in agreement with the Ministry of Economic Development, may, in addition, nominate a non-voting director. The Ministries in question have not taken up this option.