Shareholders' Meeting

The Shareholders' Meeting resolves in the ways and on the issues set for by applicable law and Eni's By-laws in ordinary and extraordinary form. In particular, an Ordinary Meeting appoints and revokes directors and statutory auditors, approves financial statements, while an Extraordinary Meeting approves changes in By-laws and extraordinary transactions, such as capital increases, mergers and demergers.

Ordinary shareholders' meetings must be called at least once a year to approve the financial statements, within 120 days of the end of the business year, that is within the 30^th of April. The exact date is communicated to the market in the financial calendar, which is usually published by the month of December each year.

The Ordinary Shareholders' Meeting held on second call on April 30, 2009 resolved to:

• approve the Financial Statements of Eni S.p.A. at December 31, 2008, which disclose a net income of euro 6,744,606,179.37;
• allocate euro 4,385,965,842.07 of Eni 2008 net income of euro 6,744,606,179.37 remaining after the payment of an interim dividend of euro 0.65 per share as follows:
  • payment of the final dividend of euro 0.65 for each share outstanding on the ex-dividend date. The overall 2008 dividend per shares therefore amounts at 1.30 euro;
  • the amount remaining after the allotment of the dividend as described above paid to the Distributable Reserve;
• pay said dividend as from May 21, 2009, being the ex-dividend date May 18, 2009.

Eni S.p.A. Shareholders' Meeting resolved to pay final dividends as from May 21, 2009, coupon No. 12, being the ex-dividend date May 18, 2009. Therefore, as of this last date, Eni shares will be traded without the right to the payment of 2008 final dividend.