Report
Expert Corporate Governance Service (ECGS)
EUR 1000.00 Purchase single report

Eni - AGM 14 May 2019

In item 3, the Board asks the authorization to repurchase up to 67 million own shares (1.8%). The proposal is made in accordance with Eni's 2019-2022 shareholder remuneration policy, providing for a share buyback program capped at an aggregate value of € 400 million, if oil prices are in the range from USD 60 to USD 65 per barrel, or € 800 million in a scenario of oil prices above USD 65 per barrel. At the 2020 AGM, the Board will ask for the authorization to cancel the shares repurchased under the current authorization. The terms of the authorization are in line with our guidelines (maximum 10% of the share capital and repurchase price not exceeding 110% of the market value), and we have not identified any major concerns on the potential use of buybacks. Therefore, we recommend approval.

In item 4, shareholders are called to an advisory vote on the remuneration policy for executive Directors and other executives with strategic responsibilities. In our opinion, the variable remuneration schemes are effectively structured to align the interests of executives with the creation of sustainable value in the long term, and long-term targets are challenging (less than 30% of target incentives vested in the last 4 years). However, we strongly regret that the CEO's fixed remuneration of € 1.6 million significantly exceeds the median at European peers, with an inflationary effect on his total remuneration, which may amount up to € 7.3 million on an annual average basis (164% of the median at European peers). Therefore, we recommend opposition.

Underlying
Eni
Eni

Eni is engaged in the oil and gas exploration and production, gas marketing operations, management of gas infrastructures, power generation, petrochemicals, oil field services and engineering industries. Co.'s operations are divided into three segments; Exploration and Production (oil and natural gas exploration and field development and production, as well as LNG operations), Gas and Power (supply, trading and marketing of gas and electricity, managing gas infrastructures for transport, distribution, storage, re-gasification, and LNG supply and marketing), and Refining and Marketing (supply of crude oil, refining and marketing of refined products). Co. maintains operations in 73 countries.

Provider
Proxinvest
Proxinvest

Founded in 1995, Proxinvest is an independent proxy firm supporting the engagement and proxy analysis processes of investors. Proxinvest mission is to analyse corporate governance practices and resolutions proposed at general meetings of listed firms.

Proxinvest main services are :

  • ​Proxy reports
  • Definition and monitoring of client customized voting guidelines
  • Corporate Governance Data and Rating
  • Thematic research
  • Engagement support

Proxinvest has been a pioneer and champion of good corporate governance and has grown into a recognised expert in the field.

Proxinvest is independently-owned and only works for investors : Proxinvest does not provide consulting services to the companies it covers, mitigating related risks to its clients and ensuring the independence of our analysis. As a result Proxinvest is able to take a robust, independent, engaged and unconflicted view of the companies in which our clients invest.

As Managing Partner of Expert Corprate Governance Service Ltd (ECGS), Proxinvest has built a large network of corporate governance experts to support clients in corporate governance analysis worldwide. 

Analysts
Expert Corporate Governance Service (ECGS)

Other Reports on these Companies
Francesco Sala
Other Reports from Proxinvest
Other Reports from these Analysts

ResearchPool Subscriptions

Get the most out of your insights

Get in touch