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Saipem has set up procedures for the processing and dissemination of corporate information and for the purchasing and selling of securities by the Relevant Parties.

Market Abuse

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The MSG Market Abuse is a necessary instrument to continually improve the definition of the process and resulting methods of implementation, in order to apply the recent legislative and regulatory provisions on market abuse, and, particularly, the obligations under EU Regulation no. 596/2014 (Market Abuse Regulation - MAR) and related implementation measures. Specifically the MSG Market Abuse regulates the measures and procedures relating to both the internal management and external disclosure of Inside Information and Significant Information regarding the Company and its subsidiaries.

The MSG Market Abuse provides detailed operational instructions that will help Saipem to ensure, within its organisation and in its relations with third parties, that its conduct complies with European regulations, with due regard to specific features of the national institutional and operational framework.

The MSG Market Abuse, approved by the Board of Directors of Saipem S.p.A. on July 17, 2018, establishes the principles and rules that Saipem S.p.A. and the companies that it controls, directly and indirectly, in Italy and abroad, must adhere to for the management within Saipem and external communication of company documents and information regarding Saipem, with particular reference to Inside Information. To this end, the MSG Market Abuse also regulates the establishment, keeping and updating of Lists of persons with access to Inside Information and Significant Information; the identification of relevant persons and the means of notifying transactions executed, including through third parties, on shares issued by Saipem S.p.A. or on other financial instruments linked to these shares (“Internal Dealing”).

The MSG Market Abuse, first issued on May 9, 2013, has been updated to incorporate the amendments made to the rules on Market Abuse by (EU) Regulation No. 596/2014 and its related implementation measures issued at the time of this update.

Internal Dealing

For the purposes of the requirements related to Internal Dealing regulations, the Persons who perform administrative, control or management functions are:

  • members of the Board of Directors and of the Board of Statutory Auditors;
  • persons with management responsibilities and managers with regular access to Inside Information and who have the power to make management decisions that can affect the development and future prospects of the Saipem Group, as identified from time to time by the Board of Directors and therefore, until otherwise agreed by the Board of Directors, managers required to take part in the Advisory Committee and, in any case, the Officer responsible for Financial Reporting, Division Managers and Direct Reports of the CEO or the Chairman or the Board of Directors and therefore currently:

    (the Officer Responsible for Financial Reporting/Chief Financial Officer)
    (Director of Human Resources, Organisation and Services)
    (Director of Strategies and M&A)
    (Director of Internal Audit)
    (Director General Counsel, Contract Management, Company Affairs and Governance)
    (Director of Sustainability, Identity and Corporate Communication)
    (Director Health, Safety and Environment)
    (Director of Risk Management, Supply Chain and Business Integrity)
    (Chief Operating Officer Onshore E&C Division)
    (Chief Operating Officer Onshore Drilling Division)
    (Chief Operating Officer Offshore Drilling Division)
    (Chief Operating Officer Xsight Division/Director of Digital and Innovation)
    (Chief Operating Officer Offshore E&C Division)
  • anyone who, directly or indirectly, has a holding, calculated pursuant to Art. 118 of the Issuer Regulation, of at least ten per cent (10%) of the Company's share capital, represented by shares with voting rights, and any other person that controls the Company (the “Significant Shareholders”).

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