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 October 11, 2022 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.
However, according to the MSG “Compliance model regarding corporate responsibilities for foreign subsidiaries of Eni” and following the recent clustering process of the Bank carried out by Eni in 2022, Banque Eni has been classified as a Low Risk Compliance Company, for which the Eni model does not provide for the suport of the Local Compliance Committee.
The Code of Ethics and the Integrity Policy establish the core principles guiding the conduct of all employees at Banque Eni.
These documents reflect the Bank’s ongoing commitment to operate in a transparent, honest, and compliant manner, while fostering a culture of integrity and responsibility.
Accordingly, Banque Eni is committed to:
The Integrity Policy, approved by the Board of Directors in line with the Eni Group policy, specifically aims to:
In carrying out its activities, Banque Eni also prioritizes 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.
Banque Eni's HSEQ & Security Policy is based on the belief that the success of its business depends on the creation of an HSEQ and Security Management System that considers all aspects related to the well-being of its workers, environmental protection and Security.
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