Activities and fees

Acting upon the reasoned proposal of the Board of Statutory Auditors, Eni’s Shareholders' Meeting of 10 May 2018 approved the engagement of PricewaterhouseCoopers SpA (PwC) for the 2019-2027 period to perform the following: 

• auditing of the Company’s individual financial statements;
• auditing of the consolidated financial statements;
• verification, during the course of the financial period, that the Company's accounts are duly maintained and that operations are correctly entered in the accounting records;
• verification of the internal control system for the purposes of US legislation (SOX);
• verification of Form 20-F;
• a limited audit of the semi-annual financial report;
• review of separate annual accounts for the Electricity, Gas and Water System authority (AEEGSI).

Andrea Toselli is the audit partner responsible for providing these services to Eni starting from the Consolidated Financial Statement 2019 of Eni.

The reports of the Audit Firm containing the opinion on the financial statements of the Company are available in the Documentation area.

For the statutory auditing activities of Eni SpA, PwC presented in 2018 the request for fees for a total of 28,371,153 euro for the nine-years period 2019-2027.

Activities and fees of Eni SpA approved by the Shareholders’ Meeting for the period 2019 – 2027

Activities and fees of Eni Group for the period 2019 – 2027

The Audit Firm has also been engaged to provide the same auditing services to the subsidiaries of Eni SpA and also provides additional services, in the manner described in International Standard on Auditing no. 600 (ISA 600). This involves, for the purposes of preparing an opinion on the consolidated financial statements, the assumption of full liability for auditing activities performed by any other Audit Firms regarding the financial statements of subsidiaries that, taken together, account for an immaterial share of consolidated assets and revenues. By assuming this liability, PwC SpA, in its report on the consolidated financial statements, has the role and responsibility of sole auditor for the Eni Group. 

Thus, the Audit Firm’s overall proposal for Eni’s Group as formulated in 2018 is structured as follows:

1) Including also the quotations for jointly controlled and significant non-listed companies, the values for the Total Group are restated to € 94,067,295 with an effort of 1,527,037 hours.

Considering the significant time span covered by the assignment, the aforementioned fees may be changed due to the change in the scope of intervention by the Audit Firm and following exceptional and / or completely unforeseeable events at the time the contract was stipulated, without prejudice to the verification and monitoring of the independence and activity of the auditing company by the Board of Statutory Auditors as Internal Control and Financial Auditing Committee.
In carrying out its work, the Audit Firm shall have access to the information, data (both documentation and digital information), archives and property of the Company and its subsidiaries. 
The "Rules on the auditing of financial statements", approved by the Board of Statutory Auditors and the Board of Directors - following the issuance of a favorable opinion by the Control and Risk Committee - set out the general principles pertaining to: the granting and revocation of the engagement; relations between the primary auditor of the Group and secondary auditors; the independence of the Audit Firm and causes for incompatibility; reporting responsibilities and obligations of the Audit Firm; and the regulation of information flows towards the Company and the SEC. This regulatory instrument is under review as a result of the profound revision of sector legislation and will be examined with the new Audit Firm PwC.

In the regulatory framework of the statutory auditing, the Board of Statutory Auditors has been entrusted with the responsibility for the approval of additional assignments and extra work, subject to the opportunity for adequate disclosure to the Board of Directors.
The Board of Statutory Auditors of Eni SpA:

• approves the assignment of additional recurring assignments closely related to statutory auditing activity (e.g. costs certification under petroleum contracts);
• approves the proposals for additional assignments, non-forbidden and unforeseen in the contest of the definition of the assignment, which are submitted by the subsidiary to the Board of Statutory Auditors (e.g. agreed procedures on areas related to the internal control system);
• approves the audit firm requests on fees variations in case of non-preventable extra efforts when preparing the original offer.

The additional assignments provided by civil law or other regulations concerning subsidiaries (e.g. services requested to the auditor responsible for auditing the financial statements by the Authorities and / Control Entities) are conferred by the companies, that request the service.

Fees paid by Eni Group in 2017 and 2018

The following table shows total fees paid by Eni, its consolidated and non-consolidated subsidiaries and Eni’s share of fees incurred by joint operations for services provided by Eni to its public auditors EY SpA and its respective member firms, for the years ended in December 31, 2017 and 2018, respectively: 

2) Classification of services for the purpose of disclosure of the Annual Report on Form 20-F.

Audit fees:
include professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements, including the audit on the Company’s internal control over financial reporting. The fees disclosed in this category include also services provided for by law and regulations such as services required by authorities and/or control bodies, or by national or supranational administrations. 

Audit-related fees:
include assurance and related services by the principal accountant that are reasonably related to the performance of the audit or review of the registrant’s financial statements and are not provided for by law and regulations. The fees disclosed in this category mainly include issue of comfort letters, and consultations concerning financial accounting and reporting standards, review of the sustainability report and the contractual verification of tariffs and billing costs. 

Tax fees:
include professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. The fees disclosed in this category mainly include fees billed for the assistance with compliance and reporting of income and value added taxes, assistance with assessment of new or changing tax regimes, tax consultancy in connection with merger and acquisition deals, services rendered in connection with tax refunds, assistance rendered on occasion of tax inspections and in connection with tax claims and recourses and assistance with assessing relevant rules, regulations and facts going into Eni correspondence with tax authorities.

All other fees: 
include products and services provided by the principal accountant, different from services previously reported.