eni

CORPORATE GOVERNANCE

 

Remuneration

GENERAL CRITERIA

The Eni Remuneration System is designed to strengthen values, skills and behaviour consistent with the culture and strategy of the company, through recognition of the responsibilities assigned, the results achieved, the quality of professional contributions and the development potential of individual resources in the context of the relevant international remuneration markets.

An important element of Eni's remuneration policy is the variable incentive systems associated with the achievement of economic/financial, business development and operating targets established to ensure the sustainability of results and the creation of value for shareholders over the medium to long-term, in accordance with Eni's Strategic Plan.
The remuneration system is complemented by benefits, which consist of goods and services primarily associated with supplementary social security and healthcare.


  • Governance RulesGovernance Rules
  • Remuneration structureRemuneration structure

The remuneration of Board Members is determined by the Shareholders.

Remuneration of Board Members invested with particular powers (the chairman and chief executive) is determined by the Board of Directors, based on proposals by the Compensation Committee after consultation with the Board of Statutory Auditors.

The general criteria for the remuneration of executives with strategic responsibilities are approved by the Board of Directors, based on proposals by the Compensation Committee, after having examined indications made by the chief executive.

On 10 June 2008, the Shareholders' Meeting confirmed the structure and amounts established in 2005, fixing the annual remuneration due to the chairman (€265,000) and Board Members (€115,000), as well as variable remuneration calculated on the basis of Eni's performance in the year of reference in terms of share price, also considering the dividend paid out, in comparison to the seven other major international oil companies by market capitalisation.

A variable component of remuneration is due to the chairman, of €80,000 or €40,000, and to Board Members, of €20,000 or €10,000, depending on whether the performance of Eni shares is rated first or second, or third or fourth in the reference year. In other cases, the variable part is not due.

On 11 June 2008, the Board of Directors confirmed the structure and amounts established in 2006, for the remuneration of Board Members attending the committees established by the Board, excluding the chairman and the chief executive. For the chairman of a Committee, the annual fee is €30,000, for other members, the annual fee is €20,000. Where a director holds a position on more than one committee, the amounts are reduced to €27,000 and €18,000.

At the AGM on 10 June 2008, the Shareholders resolved that the company continue to provide insurance coverage, as authorised on 25 May 2006, for Board Members and Statutory Auditors regarding risks associated with the execution of the respective tasks.

The chairman’s remuneration package, in relation to the powers delegated to him, is made up of a fixed part and a variable component related to the attainment of the specific company objectives established for the previous financial year.

The remuneration package of the chief executive has  a fixed part, based on the powers delegated to him, and an annual variable component related to the attainment of the specific company objectives (economic/financial, operating and strategic) established for the previous financial year, as well as a variable long-term component comprising two separate plans with different company performance targets, established over a three-year period and measured both in absolute terms and in relative terms compared to an oil industry peer group.

The remuneration package for executives with strategic responsibilities and other managerial resources consists of a fixed salary, determined according to the specific role and responsibilities and with reference to the levels applied to equivalent positions in large national and international companies  in the oil, industrial and services sectors, and with annual adjustments according to merit (continuity of individual performance) or promotion (progression in terms of role/responsibility), and a variable annual component based on the attainment of specific economic, financial and operating targets, and a variable long-term element related to company performance, measured over a three-year period.




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Last updated on 10/08/10