Shareholders

Eni's share capital amounts €4,005,358,876, is fully paid up, and is composed of 4,005,358,876 ordinary registered shares with a nominal value of €1 each.

The shares are indivisible and each share gives one voting right.

Shareholders may vote at ordinary and extraordinary Shareholders’ Meetings of the Company and may, in any case, exercise the corporate and financial rights attributed to them by currently legislation, in compliance with the limits imposed by the same.

In accordance with Art. 6 of the By-laws and in application of the special norms pursuant to Article 3 of Legislative Decree no. 332/1994, converted into Law no. 474 of 1994 (Law no. 474 of 1994), no party may own shares of the Company which involve a direct or indirect shareholding that exceeds 3% of the share capital; exceeding this limit will result in a prohibition to exercise voting rights as well as those rights – other than financial ones – relative to the shareholding exceeding the limit itself.

In compliance with the above mentioned norm, stakes owned by the government or by public bodies,  or parties controlled by them, are excluded from this provision. This special norm also foresees that the clause will cease to be effective when the limit is exceeded as a result of a public offer to buy Eni shares, on condition that, after the offer, the buyer will hold a stake corresponding to 75% of the share capital with voting rights in resolutions concerning the appointment or dismissal of directors.

For more information on the role of the government, not as shareholder of Eni: Special powers of the government.

Each shareholder may present or compete in the presentation of a single list: shareholders who – on their own or jointly with other shareholders – represent at least 1% of shares with voting rights at the ordinary Shareholders’ Meeting retain the right to present lists for the appointment of directors other than those appointed in accordance with Article 6.2 letter d of the by-laws (see Articles 17 and 28).

In 1995, Eni issued an ADR (American Depositary Receipt) programme for the US market.

ADRs are stock certificates for the shares of foreign companies traded on stock exchanges in the United States. Each Eni ADR represents two ordinary shares and is listed on the New York Stock Exchange.

Eni has prepared a Shareholders’ Guide  to clarify shareholder rights and encourage the exercise of these rights at Shareholders’ Meetings as well as to provide the broadest range of information.