Corporate Governance

Corporate Governance

The Corporate Governance is the system of rules and regulations applicable to the management and the control of the Company.

Designed in the spirit of the “Governance manual for the banking sector” issued on December 2015 by the NBB (National Bank of Belgium), Banque Eni SA describes, in the Memorandum of Corporate Governance, its suitable, solid organizational structure and appropriate independent control functions, the shareholder structure, the effective management and the policy as regards to the composition and functioning of the governing bodies, interaction between Banque Eni and Eni Headquarter, remuneration policy, integrity policy and business continuity.

The Memorandum on Corporate Governance is reviewed at least once a year and whenever significant changes occur that affect the governance or independent control structure and organization. The new approved version is automatically communicated on the NBB’s platform e-corporate.

Banque Eni activities comply with its By-laws, its own Compliance Model regarding corporate responsibilities, its own Code of Ethics, Eni guidelines, internal procedures, international and European legislation as well as best practices.

By the adoption of the Compliance Model, Banque Eni assures the effective implementation of organizational, management and control measures, in order to prevent illegal behaviors (domestic and foreign corruption, extortion, money laundering, frauds, etc.) and, in general, any offence that may be committed or attempted to be committed in the interests or to the advantage of Banque Eni.

At this purpose, Banque Eni has established a Local Compliance Committee that, in respect of Eni’s guidelines and methodologies, responds to specific compliance needs to the local regulations.

The Code of Ethics characterizes the conduct of the entire Organization.

In this regard Banque Eni has the constant commitment and duty:

  • to carry out its business activities in a transparent, honest and fair way, in good faith, and in full compliance with competition protection rules;
  • to maintain and to strengthen a governance system in line with international best practice standards, able to deal with the complex situations in which it itself and Eni operate, and with the challenges to face for sustainable development;
  • to adopt systematic methods for involving stakeholders, fostering dialogue on corporate liability, and sustainable development.

In conducting all its activities Banque Eni stands up for the protection and promotion of human rights.

The By-laws define the essential characteristics of the Company and the main organizational and operating rules. In particular the By-laws describe the administrative and control models adopted, set out the criteria used for the composition and division of powers attributed to the corporate bodies and the relationship between those bodies.