UBI Banca - ANNUAL 01.03 - 2010documentazionestoricacentrobanca.ubibanca.it/contenuti/... · 2010-05-24 · ANNUAL 04.09 - 2010 19-05-2010 14:58 Pagina 1 Colori compositi C M Y CM

ANNUAL 01.03 - 2010 19-05-2010 14:56 Pagina 2

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C M Y CM MY CY CMY K

This is a summary version of the 2009 Financial Statements (Bilancio di Esercizio 2009) whosecomplete version is avaible at www.centrobanca.it.

1Annual Report 2009

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2 Annual Report 2009

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CONTENTS

3

Centrobanca: profile and description of operationsGruppo UBI corporate structure and Centrobanca company structureNational networkDevelopment strategy of CentrobancaOperational support and organisational developmentOrganisational structure

Operational overviewLoansCorporate LendingCorporate FinanceInvestment BankingCorporate and Retail OTC derivativesFinance and MarketsPrivate equity

Capital structureLoans to customersLeveraged FinanceCredit qualityLoans to banksFinancial assetsShareholdingsLoan provisionsFinancial liabilitiesHedging derivatives

Economic trendInterest marginsOperating incomeOperating expensesPersonnel expensesOther administravive expensesAdjustments to net values for impairment in loans and financial assets/liabilitiesTaxes for the yearIncome Statement adjusted for non-recurring items

Shareholders' fundsSharesAllocation of profit for the yearRegulatory capital and capital requirements

Fiancial StatementsBalance SheetIncome StatementStatement of comprehensive incomeStatement of changes in net equityCash Flow Statement - Indirect MethodReconciliationKey figures and indicators

Company Officers 2010

Annual Report 2009

4445679

101011121313141819202122222324252526272829293031323234343435363637373840414142

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4

CENTROBANCA:PROFILEAND DESCRIPTIONOF OPERATIONS

Gruppo UBI corporatestructureand Centrobancacompany structure

Gruppo UBI Banca is characterised by a federal, multifunctional and integrated organisationalmodel, which guarantees brand identity and local autonomy.

The federated Network Banks operate according to this model, focussed on geographical marketsin which they possess a deeply rooted territorial presence and strong client relationships, and areassisted and supported by specialised Product Factories and a Parent Company with responsibilitiesfor guidance and governance.

Within Gruppo UBI Centrobanca performs the role of the “corporate bank" engaged in the issuingof medium and long term loans, investment banking, private equity and in Assisted Finance, on behalfof corporate clients, both captive and external to the Group.

There were no changes in the shareholding structure of Centrobanca during 2009: Ubi Bancaholds 97.82% of Centrobanca (5.47% of which is held through its subsidiary Banca Popolare diAncona); the remainder of the share capital is subdivided among 30 banks, primarily “Popolari”(cooperative banks).

Centrobanca holds shareholdings in other companies of the Group with the sole aim of carryingout its own business activities:

Centrobanca Sviluppo Impresa SGR -100% owned. This subsidiary is engaged in privateequity: it promotes, sets up, administers and manages closed-end property investment funds.

Mediterranea Investimenti SpA - 100% owned. On 22 December 2009, Centrobanca acquiredthe Equity Capital Markets business division of TWICE SIM and the Advisory activities carried out byMEDINVEST SPA (100% owned by TWICE SIM)

IW Bank SpA - shareholding 23.37%. This shareholding was acquired as part of the private equitybusiness.

The company is specialised in on-line trading, banking and savings, it is leader in on-line tradingand is amongst the leading companies in e-banking and on-line financial services.

During 2009, Centrobanca sold a 10.5% shareholding in IW Bank to Webstar S.A. (GruppoMedinvest International S.A.) as part of the broader acquisition operation by IW Bank, of GruppoTwice Sim (of which Medinvest International S.A. was the controlling shareholder). The shareholdingis classified as a controlling shareholding because the Parent Company controls more than 80% ofit directly and through the stake owned by Centrobanca.

Group SRL - shareholding 22%. A shareholding that is instrumental to the investment bankingoperations of the Bank. The company was established in 2005 and is owned with equal shares byBanca Aletti, Banca Akros and BIMER. Its aim is to gain more senior roles in public issues of securities.

UBI Sistemi e Servizi - shareholding 1.48%. The common technical and administrative serviceoperations of the Banks and Companies of Gruppo UBI are centralised in this company.

PrivateEquity

AssistedFinance

M&AAdvisory

Non performingLoans

StructuredFinance

IndustrialLending

Equity Salesand Trading

EquityResearch

CapitalMarkets

Derivatives

360 degree range of servicesfor medium sized companies

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Centrobanca has seven branch offices and three commercial offices located throughout Italy.These work to develop the client base in close cooperation with the Corporate Banking Offices ofthe Gruppo UBI banks, thus enabling extensive and effective national coverage.

Aggiornato al 31 dicembre 2009

316 249 160 59 Lombardia(899 )

Veneto(46)

Liguria(59)

1 Toscana(8)

Emilia Romagna(54)

Marche(111)

Umbria(22)

21 1

Abruzzo(18)

16 2

Molise 6

Puglia(118)

115 2 1

Basilicata 36

Lazio(122)

64 29 6 1 Campania(100) 115Calabria

Milan

Bologna

Bari

Rome

Naples

108 2 1 Ancona

54 26 20 115 6

6 1

178 31 13 Piemonte(225)

Turin

1 1 1

6 2 2 1 1

103 Trentino Alto Adige

12Friuli Venezia Giulia

24 152

1 Sardegna

18 15 11 6

2 1 1

41 3 2

2

Branches in Italy 1.946

UBI Banca Scpa 2

Banca Popolare di Bergamo Spa 375

Banco di Brescia Spa 362

Banca Popolare Commercio e Industria Spa 214

Banca Regionale Europea Spa 293

Banca Popolare di Ancona Spa 256

Banca Carime Spa 295

Banca di Valle Camonica Spa 59

Banco di San Giorgio Spa 53

UBI Banca Private Investment Spa 36

Centrobanca Spa 7

B@nca 24-7 Spa 1

IW Bank Spa 2

Branches abroad 11Banco di Brescia SpaLussemburgoBanca Regionale Europea Spa (France)Nizza e MentoneBanque de Dépõts et de Gestion Sa (Svizzera)Losanna, Lugano, Neuchatel, Mendrisio,Yverdon, GinevraUBI Banca International Sa (Lussemburgo)Monaco (Germania) - Madrid (Spagna)International officesUBI Factor SpaCracovia (Polonia)Gestioni Lombarda (Suisse) SaLuganoUBI Management Co.SaLussemburgoLombarda China Fund Management Co. SaShenzhen (Cina)UBI Trustee LtdJerseyUBI Trust Co. LtdLussemburgoBDG Singapore Pte LtdSingaporeRappresentative officesHong Kong, San Paolo (Brasile), Mumbay, Shanghai, Mosca

Valle d’Aosta1

Iesi

National network

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Centrobanca is specialised in the Corporate and Investment Banking services of Gruppo UBI insupport of corporate clients with the objective of offering an integrated and specialised range ofstrategic finance products and services designed to support innovation, growth and the financialrestructuring of businesses

In particular, the distinctive characteristics of Centrobanca's business model are:

� Complete distribution platform. Centrobanca has access to a broad distribution platformwhich gives it a consolidated presence on the market, both in terms of its captive market, thanksto the distribution capacity of the Network Banks of Gruppo UBI, and as regards the non-captivemarket, taking advantage of its independent origination capability through its own Corporate Centernetwork, the relationship with partnership banks with which it has agreements and its own networkof relationships� Exhaustive range of products. Centrobanca offers a wide range of products which allow it

to take full advantage of cross-selling and up-selling opportunities, a result which has been achieveddue to the strengthening of the offer and the acquisition in the market of highly qualified skills. Productsynergies arise both within the credit area, where industrial credit acts as an “entry product” whichallows cross-selling and high value added financial transactions to be carried out (e.g. structuredfinance), both in terms of financial relationships with clients and in carrying out extraordinary financialtransactions� Specialisation. The concentration of highly specialised professional product responsibilities

in Centrobanca allows it to achieve:- innovation of the offer, taking advantage of the skills deriving from a supervised integrated

product range to propose financing dedicated to renewable energy, the development of loansincorporating step-up/step-down mechanisms, the offer of participating loans for innovation and,in the area of investment banking, the first intermediary in the Italian market to offer remedy shares;

- effective supervision of credit risk. IThe supervised integration of all strategic financetransactions allows Centrobanca effective control of medium-long term risks, as the quality ofits portfolio demonstrates. This result derives from: (i) the specialised skills of business intelligenceand understanding of the competitive positioning of sectors/companies within Centrobanca;(ii) the possibility to concentrate in one unit a complete vision focussing on the medium termrequirements of its client base and to accompany it in all its extraordinary financial operations;iii) the efficiency of having unified, centralised internal control mechanisms, recently strengthenedby significant investments aimed at enhancing the efficiency of internal controls, processes andthe organisational structure.

- critical mass necessary to generate economies of scale and skills above all on productsof high value added and low frequency.

6

Development strategyof Centrobanca

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Operational support and organisational

development

7

The principal organisational projects carried out by Centrobanca during 2009 were developedwithin the framework of the annual Master Plan.

This Master Plan involved the completion of 19 projects subdivided into two categories:� Administration and support projects;� Business projects.

As part of the Master Plan a structured project monitoring procedure was defined which, amongstother things, provides for regular plenary meetings to monitor the progress of work with all projectmanagers, Central Management and the Organisation and Process Service functioning as a ProjectManagement Office (PMO).

In addition, specific Key Performance Indicators (KPI) were monitored for each project during 2009in order to:� Ensure consistency and coherence with Centrobanca's 2007 - 2010 Industrial Plan macro-

objectives and the specific objectives of each project;� To integrate monitoring the progress in achieving the objectives;� To define measurable criteria for the Project Managers correlated with the success of the project

managed by them.

The most important projects developed as part of the aforementioned Master Plan and the resultsachieved are listed below:

Basle II - AIRB Investment Grade segmentThe objective of this project is to extend the perimeter of the Group's “Basilea II - AIRB” Project,

in anticipation of the request for Banca d'Italia authorisation to utilise the internal AIRB rating systemto determine capital requirements with regard to credit risk (Segment Credit Risk Grandi Affidati).Achievement of the objectives set has allowed the Group to:� Implement an internal rating model (basic methodology for Investment Grade clients);� Upgrade corporate information systems and processes;� Complete the integration of the Group's General Register with Centrobanca's Client Register;� Upgrade supervisory indications

Mapping and process innovationThis project has the following objectives:� To consolidate process assessment methodology and process mapping;� To implement and activate operating instruments and process improvement procedures and

apply them to selected pilot processes following the process assessment stage (2008); define the process mapping operating methodology and commence population of the companyrepository;

� To develop the “Focussed Improvement” Governance instrument.Completion of which allowed:

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� Provision of a detailed and updated Company Process Map, broken down into about 60processes and about 400 sub-processes and integarted with quantitative data (number ofpieces processed, FTE and income per process/sub-process);

� Link the Company regulatory framework to the related company sub-processes;� Produce an ARIS map of the breakdown of all company processes and to provide the relative

detail for about 60% of sub-processes (CPE);

Investment Services RegulationsThe objective of this project was to update company regulations in order to bring the model for

the provision of investment services up to date with the related regulations.In order to achieve the aforementioned objectives, the Bank's Policies, Regulations and processes

were all updated.

Innovation of Centrobanca's offerThe project led to the enhancement of the product range offered through the activation and

implementation of new products (Gamma Performance Flexi Spread, Up Front and Bullet flexiblefinancing; Financing programme for renewable energy - mini projects and energy loans) andimplementation of the Product Portal on the internet.

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The Board of Directors' meeting of 7 October 2009 approved the bank's new organisationalstructure which allows for the creation of a Commercial Office, which will co-ordinate managementof the following functions:� Corporate Lending� Corporate Finance� Capital Markets� Advisory and M&A� Commercial Network Management� Marketing and Commercial Co-ordinationThe aims and responsibilities of the new department are:� Ensure the integration and development of commercial activities relating to the product/service

portfolio of core business lines;� Contribute to the definition of economic objectives for core business lines in terms of pricing

and commercial offer;� Support the commercial integration between Business Department management and Group

management.

Planning and ControlRisk ManagementHuman ResourcesAccounting and Financial ReportingOrganisation and ProcessesSafety and General ServicesMiddle - Back office fin.tiPurchasing and Cost Management

Lending PoliciesValuations And Issuance

Monitoring and CheckingLegal Departement

PredisputeInvestigation

Business analysisEquity research

Macro economics and credit research

CDACE

Managing DirectorD’Urbano Valeriano

Internal auditingCo-ordination of investments

Lending autorityRamelli Mario

Business intelligenceDe Gregorio Pio

Gov. e macch. operativaSiccoli Leonardo

Finance & MarketsBallabio Corrado

OTC DerivativesGasparini Alfonso

Non-perform. LoansAsietti Giorgio

Advisory e M&AChirivi Giorgio

Capital MarketsFumagalli Marco M.

Corp. FinanceBeretta Alberto

Corp. LendingFranco Vittorio

Cons Legal, Affairs, Comp.Trabattoni Marcol

Captive MarketDirect Market

ManagementComm.l NetworkDel Negro Andrea

Marketing Coor. & Commercial

Ciotti Elena

MarketingPlanning

CommercialMandelli Marco

Organisational structure

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The reduction in investment and production that occurred following the crisis that affected theItalian economy in the closing months of 2008 and in 2009, resulted in a slowdown of medium/longterm lending activity in terms of financing issued (-38.8% compared with the 2008 financial year) andfinancing approved (-9.7% compared with the figure for 2008).

In spite of this, requests for financing totalling € 2.8 billion were being processed at the end ofthe year, an increase compared to the figure for 2008. Total outstanding loans for finance issued fellby 6.9% from € 7.7 billion at December 2008 to € 7.2 billion at December 2009.

Most of the financing issued was granted to non-financial counterparties (€ 1,675 million issuedrepresenting 78% of the total) and particularly to clients in the commercial and services sectors (47.3%of the total) and the manufacturing sector (26.8% of the total). Financing issued to banks and financialinstitutions declined (21.4% of the total compared with 26.7% at December 2008).

The North West (where the commercial network of Centrobanca and Gruppo UBI is largelyconcentrated) was again the region which attracted most lending activity (44.2% of the total comapredwith 34.7% at December 2008). Lending to Central regions also increased while lending to non-resident counterparties declined in line with the decrease in corporate finance activity.

10

OPERATIONAL OVERVIEW

Loans

Banks and financial entities

Families and other

Non-financial entities:

- agricolture

- manufacturing

- building and construction

- services and commerce

TOTAL

-50.9%

-28.3%

-34.4%

-38.8%

21.4%

0.6%

78.0%

0.1%

34.4%

4.8%

60.7%

Economic sector

Value %

Change %

460.2

13.0

1,674.8

1.9

575.6

80.9

1,016.5

2,148.0

Net loans issued

Dec. 2009 Dec. 2008

26.7%

0.5%

72.8%

0.3%

41.2%

2.3%

38.9%

Value %

936.6

18.1

2,553.9

11.7

1,446.1

81.6

1,014.5

3,508.6

(€ million)

Funding flows:

- Transactions approved

- Financing issued

Outstanding at period end:

- operations accepted and to be contract

- operations accepted and yet to be issued

TOTAL LOANS

- value of loans currently in issue (*)

- 9.7%

- 38.8%

+ 38.6%

+ 11.5%

+ 31.0%

- 6.9%

3,281.3

2,148.0

2,148.7

670.9

2,819.6

7,202.7

3,635.0

3,508.6

1,550.1

601.9

2,152.0

7,736.1

Dec. 2009 Change %

(€ million)

(*)residual net loans for existing financing to customers and banks

Dec. 2008

North West

North East

Centre

South

Islands

Non-Resident

TOTAL

- 22.1%

- 49.5%

- 10.1%

- 20.9%

- 18.1%

- 75.2%

-38.8%

44.2%

8.0%

24.9%

9.5%

0.9%

12.4%

100.0%

Geographical area

Value %

Change %

950.0

172.8

535.4

203.7

20.3

265.8

2,148.0

Net loans issued

Dec. 2009 Dec. 2008

34.7%

9.8%

17.0%

7.3%

0.7%

30.5%

100.0%

Value %

1,218.8

342.1

595.5

257.6

24.8

1,069.8

3.508.6

(€ million)

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Most Lending activity was represented by traditional Loans which accounted for 68.3% of totalloans issued during the year. Structured Finance transactions fell as a proportion of total financingwhile Project Finance increased its share of structured finance activity. There was a sharp decline inLoans issued in connection with Corporate Finance activity, falling from 25.1% of the total at December2008 to 8.2% at December 2009.

Corporate Lending management activities in 2009 mainly pursued two directions:

� development of synergies with the Commercial Banks of Gruppo UBI and at the same time toreinforce the Group's direct presence on the market for medium term funding

� management of credit risk and loan positions shoing the first indications of financial vulnerability.

With regard to the former objective, despite the unfavourable economic environment the validityof the model of integration with the Corporate Network of Gruppo UBI allowed the Group to achieveand exceed the objectives set for 2009, and re-inforced Centrobanca's market positin as a centreof excellence for medium term financing for business investment.

In addition, new financing products were launched aimed at supporting renewable energyinvestments of less than € 10 million and a co-operation agreement was signed with the EuropeanInvestment Bank which led to the issue of € 150 million of financing to client companies at subsidisedrates.

Risk management and monitoring of the entire Corporate Lending loan portfolio was stepped upin order to put in place the necessary precautions to safeguard the loans issued by Centrobanca.

Within this scenario Corporate Lending issued medium/long term loans totalling ¤1,467.9 millionparticularly to the industrial lending sector, an amount which represents 68.3% of the total transactionsoriginating in 2009.

Assisted Finance activity during the year primarily involved the management of the existing directportfolio and that of its associates; preliminary assessments primarily related to some interventionson Competitiveness Development projects (Economic Development Ministry) and Industrial Research(Universities and Research Ministry)

The so-called “thousand extensions” initiative prolonged till 31 December 2009 the currentagreement with the Universities and Research Ministry; it is likely that a new competitive biddinground will be announced to select new assisted finance managers. In addition, during December anew branch was opened in those regions with convergence objectives (Campania, Puglia, Calabriaand Sicily) for the presentation of requests relating to technological innovation and competitivenessdevelopment projects which attracted more than 50 enquiries.

11

Corporate Lending

Acquisition & Project Finance

- acquisition finance

- project finance

Corporate Finance

Lending

TOTAL

- 48.0%

- 57.8%

+ 31.5%

- 80.0%

- 11.5%

- 100%

23.4%

16.9%

6.5%

8.2%

68.3%

100%

Type of transaction

Value %

Change %Net loans issued

Dec. 2009 Dec. 2008

27.6%

24.6%

3.0%

25.1%

47.2%

100%

Value %

968.5

862.2

106.3

882.3

1,657.8

3,508.6

(€ million)

503.4

363.6

139.8

176.7

1,467.9

2,148.0

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The Corporate Finance division is dedicated to the medium sized corporate sector to which it iscapable of providing a wide range of highly complex and innovative financial services, particularly instructuring ad hoc financial products to satisfy the client's specific requirements of an extraordinarynature and to support the client in realising projects for growth.

Particular attention is dedicated to the core Corporate clients of the banks belonging to the Group,which work in close collaboration with the banks, as they represent a natural source of opportunityand development potential.

During the 2009 financial year, which was characterised by a complex market scenario, projectfinancing operations were a driver of activity, particularly in the field of renewable energy (above allwind and solar energy). The standing and the presence of the Bank and the Group in this sector havebeen consolidated by the achievement of significant results which have resulted in a significant pipelineof operations also for 2010.

Acquisition and LBO transactions in the mid-cap segment, products for which the Group's skillsare now recognised and consolidated, were selectively oriented towards transactions with a moderaterisk profile and characterised by a high level of standing and profitablity for the Bank.

This division's activity, as a whole, continues to be characterised by constant attention to the preservationof high margins, increased process efficiency and the continual monitoring and containment of risk.

The investment banking division, dedicated to medium sized businesses, incorporates a seriesof highly specialised and innovative financial services which are capable of satisfying the requirementsof corporate clients seeking to achieve growth involving extraordinary transactions (capital interventions)or corporate restructurings.

Advisory - Merger & Acquisition activity in 2009 continued the trend which began in the secondhalf of 2008, of a shift from intermediation to advisory products, in particular those relating to turnaroundsituations.

Market figures for the M&A sector in Italy for 2009 reveal that activity has reached its lowest levelsince 2004. The decline, in value terms, was -40% compared with 2008, but the decline in the numberof transactions was even more significant. The number of transactions is the more significant statisticfor Centrobanca given its specialisation in the mid-market range.

The Group's Strategic repositioning towards advisory products, therefore, allowed it to achievea result that was in line with previous years.

In this context the team has supported the Group's clients to restructure their financial debt andto renegotiate corporate recovery agreements, in the following principal operations: Tifast Spa, Cantieridi Sarnico Spa and Teorema Spa.

The team's capacity to support the activities of relatively small entities with growth and developmentpotential is exemplified by the assistance provided to Tincati Milano Spa, with the identification andsourcing of financial resources to allow it to complete an international development project.

12

Investment Banking

Mergers & Acquisition/Advisory

Capital Markets

- advisory

- specialist

TOTAL

- 36.6%

+ 27.3%

- 28.6%

+ 125.0%

- 23.1%

N° mandates/transactions acquired during the year Change %

26

14

5

9

40

Dec. 2009 Dec. 2008

41

11

7

4

52

Corporate Finance

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In addition it was involved in merger activity, particularly in the “mechatronics” industry and in theindustrial automation sector, specifically in the assembly segment. This project, originally commissionedby the Italian Industrial Assembly Association - Associazione Italiana di Assemblaggio (i.e. “AIDA”),is considered to be a model for success that could be replicated in other industries or sectors.

Capital Markets activity in 2009 was adversely impacted by a persitently negative economiccontext, above all with regard to the primary market. There was just one IPO on the main list in thewhole year, the lowest number for the past decade.

Centrobanca continued to increase the number of quoted companies for which it acts as a specialistin the various markets of Borsa Italiana: at year end Centrobanca operated as specialist for 12companies on the main Automated Quotations Market (Mercato Telematico Azionario), 1 on AIM Italiaand 3 on the Alternative Capital Market - Mercato Alternativo del Capitale. Of the 16 mandates, 9were acquired during 2009.

The division also participated in some underwriting of capital increases by quoted companies andin some bond issues, most notably the retail bond issued by ENI S.p.A. as a member of the managingsyndicate.

The Otc Derivatives division of Centrobanca, is specialised in providing risk management solutionsto its corpoarte clients, and provides operating management services on derivatives markets for themanagement of exchange rate, interest rate and commodities prices risk.

During 2009 the provision of derivative instruments to hedge the risk of adverse movements ininterest rates, exchange rates, or the cost of raw materials, following the sharp slowdown experiencedthe previous year, revealed a satisfactory improvement (a rise of +14.3% in notional value traded anda +34.6% increase in the number of transactions compared to 2008) due largely to market conditionsthat allowed both corporate and retail clients to put in place hedging arrangements that have becomeeven more attractive as a result of the prices reached as a consequence of the current economiccrisis.

The Equity Sales team is involved in trading equities on secondary markets on behalf of institutionalinvestors (at year end there were 72 active accounts in operation). This activity is supported byresearch on quoted Italian companies produced by the Equity Research service which during theyear covered 54 companies.

Equity Sales activity in 2009 declined slightly compared with the previous year particularly as aresult of institutional clients' preference to buy bonds rather than equities which, in the first half ofthe year were still considered too risky.

The activity of OTC pricing of interest and exchange rate derivatives by the Market Making deskbenefited from higher flows from corporate clients which were higher than expected in the first halfof the year, and from interest rate volatility. The slowdown in corporate flows in the second half ofthe year was absorbed by the recovery in business flow from retail and small business clients.

13

Finance and Markets

Corporateand Retail

Otc Derivatives

Pair trades

Corporate clients

- Interest rates and other

- Exchange rates

Retail clients

TOTAL

+ 11.8%

+ 17.1%

+ 2.3%

+ 43.9%

+ 14.3%

2,795.3

1,888.2

907.1

301.7

3,097

N° ops. Notional

value

Change 08-09 %

11,382

399

983

1399,0

2.781

Dec. 2009 Dec. 2008

+ 10.1%

- 17.4%

+ 27.3%

+ 72.5%

+ 34.6%

1,255

483

772

811

2,066

2,499.6

1,612.9

886.6

209.7

2,709

N° ops. Notional

value

N° ops. Notional

value

(€ million)

(*) Activity in 2008 by the ex BL network alone(**) Figures for 2008 are the aggregate of activity by the ex BPU network and the ex BL network

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The Treasury and ALM (asset and liability management) desk was involved in guaranteeing thebank medium/long term direct funding in line with the budgeted requirements and at costs in linewith the total economic objectives of the bank. During the year a total of € 933 million in newCentrobanca bonds were issued against expiries totalling € 85 million, which therefore brought backinto balance the ratio of medium/long term funding to short term funding.

Private equity/merchant banking activity continued during 2009 with the management of theexisting portfolio and with an increase in invested capital.

IWBank - The shareholding in IWBank was originally acquired as part of the private equity activitiesand was then subsequently classified for IAS purposes in the balance sheet item “Shareholdings”to reflect the fact that it is jointly controlled by Gruppo UBI and Centrobanca.

During 2009, in two separate sales transactions, Centrobanca, which held 33.8% of the sharecapital, sold no. 7.6 million shares in IW Bank (equal to 10.3% of the capital) to Webstar S.A.. As aresult of this disposal, Centrobanca's shareholding was reduced to 23.5%.

The consolidated financial statements for the year ended 31 December 2009, show a net profitof € 3.5 million, down from € 11.5 million in 2008.

2009 was characterised by significant events which affected both the top management structireand the business organisation through the reinforcement of the commercial business model whichwas partly due top the synergies generated by the acquisition of Twice Sim, on 23 December 2009.

The trading margin in the year ended 31 December 2009 increased by 1.9% rising to € 74.4 milionfrom the € 73 million reported in the year ended 31 December 2008.

Adjustments to the value of loans, equal to € 5.6 million rose compared with the figure of € 1.4million in the year to 31 December 2008. Net financial income was € 68.9 million representing adecline of 3.8% compared with the result for 2008.

Operating costs were € 59.8 million compared with € 52.8 million in the year to December 2008with the increase attributable to an increase in personnel costs, higher provisions for risks and chargesand greater adjustments to the net value of tangible and intangible assets as a result of investmentscarried out as part of the Disaster Recovery and Business Contuinuity project.

Loans to clients totalling € 157.4 million, an increase of 50% compared with the situation atDecember 2008. Direct client deposits of € 1,471 million, rose by 40% while indirect client depositsfell by13.9%.

At 31 December 2009, the Bank had over 99,000 active accounts, representing an increase of9% compared with the position at December 2009.

14

Private equity

IW Bank Spa

Humanitas Spa*

Ecas (ex Techosp Clinical Serv.)*

Immobiliare Mirasole ord. (ex ACH IMM.)*

Immobiliare Mirasole priv. (ex ACH IMM.)*

Pellegrini Group Spa*

Pama Spa*

Frittelli Maritime Group

Bouty Healthcare Spa*

Car Testing Sa*

Other shareholdings

TOTAL INVESTMENTS

- 30.6%

+ 6.1%

+ 6.4%

+ 7.2%

+ 48.5%

- 61.8%

+ 6.0%

23.5%

9.1%

8.8%

37.0%

78.0%

7.0%

8.5%

11.3%

32.2%

Private equity investments

/ Mechant Banking Value % holding

Change %

2,169.9

25,691.7

2,292.4

22,237.7

12,560.5

9,904.0

5,525.0

1,600.4

-

-

563.7

82,545.2

2009 2008

33.8%

9.1%

8.8%

36.8%

76.9%

7.0%

11.3%

22.2%

32.2%

Value % holding

3,124.4

24,216.0

2,292.4

20,906.5

11,711.4

6,667.5

-

1,600.4

5,885.5

-

1,475.6

77,879.7

(€ million)

* Investments managed with the assistance of the subsidiary Centrobanca Sviluppo Impresa Sgr

Annual Report 2009

ANNUAL 10.17 - 2010 19-05-2010 14:58 Pagina 6

Colori compositi


Humanitas S.p.A. / E.C.A.S. S.p.A. - The Humanitas Group is one of the leading hospitalcompanies in the Italian private healthcare sector which manages 6 clinics (all accredited with theSSN) located in Lombardy, Piedmont and Sicily. The Humanitas clinic in Milan also incorporates aUniversity department.

The preliminary results for 2009 show, in terms of management accounting i.e. without taking intoconsideration revenues and rebates from the ASL (Local Health Service - Azienda Sanitaria Locale)for special activities, a further increase in aggregate Humanitqas+Ecas revenues to € 420 million.

Ebitda profit margins were slightly lower than last year owing to higher personnel costs (contractualincreases), which in absolute terms resulted in a € 6 million increase in structural costs. NeverthelessEbitda represents 13.1% of company revenues. A significant reduction in net profit is expected asa result of, on the one hand, the aforementioned decline in margins, and, on the other, non-recurringcosts of € 4 million compared with extraordinary income last year of € 3.5 million. These extraordinaryitems are recognised, with a delay relative to the timing of their occurrence, as a result of activitiescarried out on behalf of the ASL. During 2008 Humanitas received about € 5 million more inreimbursements for activities carried out than had been foreseen (i.e. than had been recognised inthe 2007 financial year). During 2009 however, the amount reimbursed to Humanitas for these activitieswas ¤2.5 million less than it had provided for in the 2008 financial statements. Non-recurring itemsin 2009 also include the costs of opening two new locations (Piastra 2 in the Gavazzeni Clinic, newdepartments in Mater Domini di Castellanza and other smaller openings).

The company's Net Debt Position is under control ( Aggregated Humanitas + Ecas net debt of€ 12.9 million) and is lower than forecast in the budget, as a result of the regular payments receivedfrom the relevant ASL where Clinics are located. The robust financial position allows the Group todevote particular attention to the acquisition opportunities presented to it by the market, which theGroup reviews very selectively.

Ecas, which only carries out private activity, reported further growth in both sales and margins.

IMMOBILIARE MIRASOLE S.p.A. (formerly ACH IMMOBILIARE S.p.A.) - This company'smain activity is the management of the real estate relating to the operation of the Humanitas and TCSclinics.

In October the company completed its investments in “Piastra 2” in the Gavazzeni Clinic (Bergamo)and handed over the structure to the clinic to begin operation. The investments in the Humanitasclinics in Rozzano are continuing as outlined in the 2007-2011 industrial plan. The company iscontinuing to put in place its own autonomous technical and administrative structure.

The final capital increase of about € 7 million budgeted in the industrial plan was approved inDecember. A small amount of this total, € 0.6 million, was already paid in during the same monthto keep the financing structure within the parameters regulating Senior debt.

The merger of IMMOBILIARE MIRASOLE S.p.A. and its subsidiary ICT IMMOBILIARE S.p.A. isexpected to take place in 2010. The latter company is the owner of the property occupied by theCellini Clinic and the Fornaca Clinic in Turin.

Bouty Healthcare S.p.A. - Centrobanca sold its entire shareholding (6,195,310 shares representing22.0% of the share capital) on 4 December 2009.

15

2009F2008

RevenuesEbitdaNet Financial Position

420.8

53.2

-12.9

410.9

58.3

6

Aggregated Humanitas S.p.A./Techosp

Main economic and financial data(importi in milioni di euro)

2009F2008


21.3

16.3

-213.7

22.1

17.8

-192

Immobiliare Mirasole S.p.A.


Annual Report 2009

ANNUAL 10.17 - 2010 19-05-2010 14:58 Pagina 7

Colori compositi


16

On 19 November 2009, Bouty's largest shareholder, the Consilium fund, sold its 25.8% stake toIBSA S.A., a Swiss pharmaceuticals company, for a price equalt to € 1 per share. At the same timeIBSA launched a public tender offer (OPA) at the same price for the entire share capital of Bouty.Centrobanca and Centrobanca Sviluppo Impresa SGR sold their shareholding to IBSA S.p.A. for aprice of € 1.2 per share.

On that basis the total sale price of the shareholding was € 7.4 million and the IRR (Internal Rateof Return) on the initial investment was about 6 %.

Pellegrini Group S.p.A. - This is the vehicle that was used to acquire 100% of the capital ofPELLEGRINI S.p.A.. Centrobanca holds 7% of Pellegrini Group for a total investment of € 6,667,500.

Revenues for the year rose slightly compared to 2008, despite the negative economic scenario.New contracts awarded to La Pellegrini SpA helped compensate for a reduction in meals despatchedto its main clients where headcount was affected by recourse to temporary lay off schemes. Ebitdashould also rise slightly above all due to the reduction of production costs which more than offsetan increase in personnel costs following renewal of the labour contract agreed two years ago. Netprofit, however, rose sharply having benefited from the reduction in interest costs.

Net Debt at the end of the year was about € 55 million and was lower than last year, even thoughthere was a delayed payment from an important client towards the end of the year, though thisreceivable was finally paid at the start of 2010. La Pellegrini SpA generated more than ¤9 million ofcash in 2009. Senior debt payments are regular.

Pama SpA - The investment in Pama S.p.A. was completed on 5 August 2009 for a totalconsideration of € 5,525,000, with the acquisition from the company's historical shareholders of no.510 shares representing 8.5% of Pama's capital.

This transaction which was carried out through the closed-end fund “Sviluppo Impresa”, is partof Gruppo UBI's strategy of investment and support for medium sized companies characterised byhigh growth and industry leadership.

Pama S.p.A, based in Rovereto (TN) is amongst the world's leading producers of horizontal spindlereaming/milling machines for processing large scale mechanical components used in the energy,earth moving and mechanical engineering industries.

Gruppo Pama generated consolidated revenues of € 122 million and a net profit of € 6.3 millionin 2008. Preliminary figures for 2009 indicate a significant increase in revenues to about € 159 millionand Ebitda of about € 26 million.

2009 was a particularly difficult year for the entire machine tool and mechanical engineering industry,with dramatic declines in orders and production levels. Despite this difficult context Pama confirmedthat its order portfolio already covers production for 2010 and part of 2011, with the objective ofmaintaining the results achieved in recent years even if repeating its 2009 performance will not beeasy.

Centrobanca's investment, together with other financial investors, was facilitated by an agreementwith the current shareholders for the realisation of Pama's inherent value through listing it on the stockmarket.

Oct. 20092008


319.5

26.7

-51.2

383.6

31.1

-64.6

Pellegrini Group S.p.A.


Sept. 20092008


97.9

14.9

-38.4

122.3

14.5

-12

Pama S.p.A.


Annual Report 2009

ANNUAL 10.17 - 2010 19-05-2010 14:58 Pagina 8

Colori compositi


Car Testing S.A. - This Luxembourg company controls the PROTOTIPO group, which provideshighly specialised engineering services to the automobile industry. In particular it provides reliabilityand testing services to the world's leading automobile producers. The parent company PrototipoS.p.A. operates in the region of Turin (Trofarello), while its 100% subsidiary Nardò Technical Centers.r.l. owns and operates the distinctive Nardò test circuit in the southern province of Lecce.

Following a financial year in 2008, when, due to investments in capital and management, revenuesrose to € 29 million and the company finally approached break-even, preliminary figures for 2009are substantially down on the previous year. They should however be considered in the context ofthe grave economic circumstances that particularly impacted on the automobile sector in the yearjust ended and which leave serious uncertainty about the outlook for 2010.

Despite better indications in the second half of the year, the final result for the period reveals a lossof about € 3 million, of which € 0.6 million relates to a provision for extraordinary tax related items.The Budget for 2010 indicates flat revenues for the year but with the contribution margin achievedin the second half of 2009 being maintained for the full year (margis were higher in the second halfof 2009 as result of more effective cost-cutting action).

In 2010 NTC is expected to complete its investments in the new Handling circuit, relating to theenvironmantal restoration work required by the terms of the agreement with the Puglia RegionalAuthorities (€ 0.6 million).

17

2009F2008


22.3

2.1

-18.8

29.1

4.5

-18.7

Car Testing


Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 1

Colori compositi


The items shown in the reclassified balance sheet correspond to those in the draft balance sheetwith the exception of the extrapolation of the bank debt of the subordinate deposit account.

18

CAPITAL STRUCTURE

(€ million)

7,437.8

5.0

42.8

298.3

0.0

276.2

20.8

80.1

204.2

95.5

426.8

0,8

5,7

-3,113.5

-192.7

-195.7

-95.5

Loans and Assets:

Loans to customer

- financing

- securities

- other credits

Loans to banks

- financing and deposits for pooled operations for customers

- securities

- current accounts, cds and other

Financial assets:

- assets for trading

- debt securities

- equity securities - shareholdings

- derivatives for trading

- embedded derivatives

- avaible for sale assets

- debt securities

- equity securities - shareholding

Shareholdings

- in being

Property and other tangible assets

Other intangibles

Funding with charges:

Securities in ussue

- bonds

- certificates of deposit (cds)

Due to banks

Due to customers

Subordinated liabilities

Financial liabilities for trading

- derivatives for trading

- embedded derivatives

Hedging:

- Hedging derivative assets

- Hedging derivative

- adjustment of asset value with general

cover -

customer financing

8,959.0

7,485.6

574.5

828.3

400.6

427.6

5.7

60.3

4.7

-8,244.3

-3,306.3

-4,434.5

-12.3

-200.0

-291.3

-121.2

39.9

-167.0

6.0

Dec. 09 vs Dec. 08Dec. 2009 Dec. 2008

6,973.7

15.6

57.9

229.0

15.7

222.2

19.9

92.6

265.5

21.8

535.0

2.2

6.3

-3,994.2

-166.9

-247.5

-21.8

- 4.9%

- 5.9%

- 18.7%

+ 13.1%

- 0.2%

+ 25.6%

+ 10.3%

- 1.5%

- 4.3%

+ 25.9%

- 26.8%

- 5.1%

+ 0.0%

- 7.5%

- 98.3%

8,522.9

7,047.2

466.9

937.0

399.9

537.1

6.3

59.4

6.1

-7,886.3

-4,161.1

-3,244.1

-11.7

-200.0

-269.4

-2.1

112.1

-120.9

6.8

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 2

Colori compositi


Customer loans at 31 December 2009 totalled € 7,047.2 million, down -5.9% compared with thefigure for 2008.

The composition of the stock of loans to customers changed in 2009; there was an increase inmedium/long term industrial loans (Lending) (from 54.2% at December 2008 to 60.1% at December2009) and a slight decline (-1.9%) in the proportion of Corporate Finance (the share of pooled financingissued to leading industrial companies) and in the share of Acquisition & Project Finance (-4.0%).

The breakdown by sector and economic activity reveals growth in the production sector (+1.8%compared with the year to 2008) primarily concentrated in the commercial and services sectors.There was a sharp contraction in lending to the banking and financial sector (-35% compared withthe year to 2008) which was related to the reduction in consumer lending.

A geographical breakdown confirms the results of the analysis of flows: growth in the share oflending to clients resident in the North West (+6.7% compared with the year to December 2008) anda reduction in the proportion of lending to non-residents (-27.5% compared with the year to December2008) as a result of the reduction in structured finance lending on the Euromarket.

19

Loans to customers

Acquisition & Project Finance

Corporate Finance

Lending

Other loans

TOTAL

-17.4%

-19.8%

4.4%

-10.9%

-5.9%

28.7%

10.7%

60.1%

0.5%

100.0%

Operation by type

Value %

Change %

Dec. 09 - Dec. 08

2,020.6

752.3

4,237.8

36.5

7,047.2

32.7%

12.5%

54.2%

0.5%

100.0%

Value %

2,446.8

937.9

4,060.0

41.0

7,485.6

Outstanding loans

(€ million)

States and public entities

Banks and financial entities

Families and other

Non financial entities:

- agricolture

- manufacturing

- building and costruction

- services and commerce

TOTAL

-58.4%

-35.0%

-11.8%

1.8%

-5.9%

0.5%

12.3%

3.4%

83.9%

0.6%

44.7%

3.0%

35.6%

100.0%

Economic sector

Value %

Change %

Dec. 09 - Dec. 08

32.4

868.2

237.0

5,909.5

41.4

3,151.2

209.2

2,507.7

7,047.2

Outstanding loans

Dec. 2009 Dec. 2008

1.0%

17.8%

3.6%

77.5%

0.8%

42.3%

4.0%

30.5%

100.0%

Value %

77.8

1,335.5

268.9

5,803.4

56.7

3,168.1

297.6

2,280.9

7,485.6

(€ million)

Dec. 2009 Dec. 2008

North West

North East

Centre

South

Islands

Non-Residents

TOTAL

+ 6.7%

- 6.4%

+ 2.9%

- 13.2%

+ 5.4%

- 27.5%

- 5.9%

41.3%

11.7%

18.0%

8.1%

1.5%

19.4%

100.0%

Geographical area

Value %

Change %

2,911.5

826.5

1,268.2

567.3

107.9

1,365.7

7,047.2

Outstanding loans

Dec. 2009 Dec. 2008

36.5%

11.8%

16.5%

8.7%

1.4%

25.2%

100.0%

Value %

2,729.6

882.7

1,232.2

653.9

102.4

1,884.8

7,485.6

(€ million)

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 3

Colori compositi


The “Acquisition and Project Finance” segment includes “leveraged finance” loans representedby financing for companies or initiatives that involve a level of debt greater than that considered usualby the market and which, therefore, carries greater risk. Such financing is usually utilised for specificacquisition objectives (e.g. acquisition of companies by other companies - directly or throughvehicles/funds - led by internal management (buy in) or external managers (buy out)) and characterisedby “non investment grade” ratings (less than BB) and/or by repayments that are greater than normalmarket levels.

In accordance with the Group's business model, structured finance activities are centralized inCentrobanca. In order to render this organisational model operative, a dedicated unit has been setup in Centrobanca and a specific policy has been adopted which is intended to combine the attainmentof budgeted objectives for volumes and profitability with supervision of related risk.

In summary, the activity is based on a complete platform definition which is reviewed annually,sub-divided on the basis of the class of rating of the transaction in accordance with pre-establishedmaximum percentages.

The system of limits is determined in such way as to seek greater diversification of the highest creditrisk levels and particular attention is given to the concentration of individual nominated risks, bothinternal to Centrobanca and collectively within Gruppo UBI (the so-called “Group of the Group” concept).

Adequate guidelines and suitable supervision are provided both with reference to sectoralconcentration that must be consistent with the Group's credit policy, as well as in relation to theduration/amortisation of the operations themselves.

At end December 2009, the exposure by cash and consent of leveraged finance (shown belowtogether with “Acquisition e Project Finance”), led by Centrobanca totalled ¤1,285.0 million whichwas lower than the € 1,300.2 million reported at December 2008.

The following charts illustrate the distribution of leveraged finance exposure by sector and bygeographical area.

20

Leveraged Finance

Leveraged finance -6.5

impairment

1,194.3 -9.2 90.7

utilised

Gross credit consent exposure

to clients

Gross cash credit exposure

to clients

utilised impairment

(€ million)

Geographical breakdown Sector breakdown

USA and Messico 10% Europe 31%

Italiy 59%

Service and Commerce 29%

71% Manufacturing

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 4

Colori compositi


The impact of the economic crisis on some of the bank's significant loan positions led to asubstantial change not just in the ratio of doubtful debts to performing loans (in bonis), but also thecomposition of net doubtful debts which, at 31 December 2009 totalled Eur 431.9 million comparedwith € 140.4 million at December 2008.

Net loans on the watchlist registered the biggest increase in absolute terms, rising by more than€ 135 million (+237%) compared with December 2008, as a result of the movement from in bonisstatus of loans of individual significant size. There was also a significant increase in the amount ofoverdue loans (€ +104.7M) because of a change in the classification of the segment category which,contrary to the position in 2008, involved the definition of exposure on the basis of the client and notby individual relationship and also the inclusion of the portion 90/180 days overdue and guaranteedagainst property. There was also an increase in the restructured loans category which totalled € 48.2million compared with € 5.8 million at December 2008. Net non-performing loans fell from € 56.6million at December 2008 to € 47.4 million at December 2009 particularly as a result of the removalof a significant position guaranteed by a public body.

As a result of these movements, the percentage of total doubtful debts to total loans rose to 6.1%compared with1.9% at December 2008.

The coverage ratio for doubtful debts, which at 31 December was 20 percentage points lowerthan that for 2008, is not really directly comparable for this category of loans as the figures to whichthey refer are not homogeneous due to the aforementioned changes in classification of expired loans.

The increase in restructured loans is an important factor in considering individual categories ofdoubtful debts, as they represent the bank's capacity to adjust positively to the increased risk of theportfolio and to take targeted action, with limited pre-adjudication, thanks to the quality of the bank'sclients. However, it should be noted that the process of restructuring of overdue positions and watch-list loans continued in the opening months of 2010.

The coverage ratio of non-performing loans and watch-list loans rose by 3.8 and 4.3 percentagepoints respectively compared with the same ratios for 2008.

Overdue positions are primarily represented by positions 90/180 days overdue for which, exceptin specific cases, a collective impairment policy was maintained. It should be noted that positionsoverdue by more than 180 days were slightly higher than in 2008.

The determination of rates of provisioning with regard to the collective impairment process andthe related adjustments to performing loans, with Centrobanca's entry into Gruppo UBI's evaluationperimeter in accordance with the Basle 2 AIRB methodology, since June 2009 the Collective ImpairmentReserve, is calculated according to parameters such as the Probability of Default (PD) and the LossGiven Default (LGD) associated with various levels of rating assigned to clients rather than byhomogeneous sector categories.

21

Credit quality

(€ million)

Non performing

Watch-list

Restructured

Overdue

DOUBFUL LOANS

Loans in bonis

Countries at risk

LOANS IN BONIS

TOTAL IN LOANS

47.4

218.3

48.2

117.9

431.9

6,613.8

1.5

6,615.3

7,047.2

Gro

ss c

red

it

% o

f ne

t tot

al

Change % Dec. 09 - Dec. 08

299.2

305.2

53.1

118.5

776.0

6,644.9

1.8

6,646.6

7,422.6

2009 2008

% c

over (*

)

0.7%

3.1%

0.7%

1.7%

6.1%

93.9%

0.0%

93.9%

100.0%

Net

cre

dit

Gro

ss c

red

it

% o

f ne

t tot

al

% c

over (*

)

Net

cre

dit

% o

f ne

t tot

al

% c

over (*

)

Net

cre

dit

84.1%

28.5%

9.3%

0.5%

44.3%

0.5%

15.5%

0.5%

5.1%

287.9

85.5

6.3

13.6

393.2

7,369.1

1.9

7,371.0

7,764.2

56.6

64.8

5.8

13.2

140.4

7,343.6

1.6

7,345.2

7,485.6

0.8%

0.9%

0.1%

0.2%

1.9%

98.1%

0.0%

98.1%

100.0%

80.3%

24.2%

7.6%

3.0%

64.3%

0.3%

15.1%

0.3%

3.6%

-16.2%

237.0%

734.3%

792.8%

207.7%

-9.9%

-5.6%

-9.9%

-5.9%

Customer loans

(*) the percentage covered is equal to the ratio of adjustments to gross credits

-0.1%

2.2%

0.6%

1.5%

4.3%

-4.3%

0.0%

-4.3%

0.0%

3.8%

4.3%

1.7%

-2.5%

-20.0%

0.1%

0.4%

0.1%

1.5%

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 5

Colori compositi


Loans to banks at 31 December 2009, totalled € 466.9 million, a reduction of -18.7% comparedwith the figure for 2008. Loans to banks are mainly composed of deposits, to a large extent guaranteereserves relating to syndicated lending transactions (IBLOR, equal to about ¤101 million) and to alesser extent due to collateral relationships connected with derivative transactions together withcurrent accounts, deposits and repurchase agreements.

Loans to banks at 31 December 2009, totalled € 466.9 million, a reduction of -18.7% comparedwith the figure for 2008. Loans to banks are mainly composed of deposits, to a large extent guaranteereserves relating to syndicated lending transactions (IBLOR, equal to about ¤101 million) and to alesser extent due to collateral relationships connected with derivative transactions together withcurrent accounts, deposits and repurchase agreements.

The performance of financial assets, represented by securities and receivables and directlyattributable to activity to service corporate clients, is illustrated below and classified by balance sheetcategory according to IAS criteria.

Tradeable financial assets

Equity securities - This category includes both the holdings acquired as private equity investments,and the equity shareholdings attributable to Capital Market activity. The change relative to December2008 is primarily attributable to the sale of the shareholding in Bouty Spa (end-2008 book value of€ 5.8 million), to the acquisition of the shareholding in Pama Spa (valued at € 5.5 million at December2009) and to increased investment by the Merchant Banking and Investment Banking divisions (€+8.7 million).

22

Debt securities

Equity securities

Derivatives for trading

Embedded derivatives

TOTAL

- 4.5%

+ 15.6%

+ 30.0%

- 77.1%

- 0.2%


19.9

92.6

265.5

21.8

399.9

20.8

80.1

204.2

95.5

400.6

Financial assets for trading

(€ million)

2009 2008

Loans to banks

Financial assets

Loans to banks

- Client pooled financing and cds

- Securities

- current accounts deposit

accounts and other

TOTAL

-23.2%

-

-19.5%

-18.7%

49.0%

3.4%

47.6%

100.0%

Value %

Change %

Dec. 09 - Dec. 08

229.0

15.7

222.2

466.9

Outstanding loans

Dec. 2009 Dec. 2008

51.9%

0.0%

48.1%

100.0%

Value %

298.3

0.0

276.2

574.5

(€ million)

Humanitas

Ecas (ex Techosp Clinical Serv.)

Immobiliare Mirasole Ord. (ex Ach Imm.)

Immobiliare Mirasole Priv. (ex Ach Imm.)

Pellegrini Group Spa

Pama Spa

Frittelli Maritime Group

Bouty Healthcare Spa

Cogeme Spa

Meridie Spa

Arkimedica

Other shareholdings

TOTAL

+ 6.1%

+ 6.4%

+ 7.2%

+ 48.5%

- 34.6%

- 0.3%

+ 15.6%

25,691.7

2,292.4

22,237.7

12,560.5

9,904.0

5,525.0

1,600.4

-

4,225.0

2,463.0

1,264.0

4,882.8

92,646.5

Financial assets held for trading Change %2009 2008

24,216.0

2,292.4

20,906.5

11,711.4

6,667.5

-

1,600.4

5,885.5

-

-

1,934.0

4,897.3

80,111.0

(€ ‘000)

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 6

Colori compositi


23

Derivatives for trading - The total market value of these is almost entirely attributable to hedgingderivatives for clients of Gruppo UBI where Centrobanca acts as a specialised skills “product factory”between the market and the Network Banks. Given their nature (substantially back-to-back or aspart of market making activities strictly regulated by policy), the amount and changes thereto arematched with a corresponding entry under tradeable financial liabilities.

Embedded derivatives - These are embedded options in structured financial instruments whichare matched by corresponding amounts included under financial liabilities.

Available for sale financial assets

Debt securities - This item includes corporate bonds from activities related to the strategic roleof the Bank in supporting businesses.

There was a sharp increase in these instruments as a result of the tightening of credit spreads(€ +83 million compared with the value at December 2008, with the increase allcated to a reductionof the pre-existing negative capital reserves). The proportion of investment grade securities was equalto 75%.

Equity securities - This category includes shareholdings which are not controlling shareholdingsand which are not held as part of the Private equity business.

Shareholdings at 31 December 2009

Centrobanca Sviluppo Impresa SGR - During 2009, which closed with a net profit of € 0.14million, the company was active in:

1. managing the portfolio of investments of the Fondo Sviluppo Impresa (6 shareholdings);2. providing consultancy services to the parent Centrobanca S.p.A. for its Private Equity holdings

(at year end it had 5 investments of which 2 were held jointly with the Fund and 3, relating to a singlecorporate group [Humanitas, Ecas and Immobiliare Mirasole], were held separately).

3. carrying out the preliminary and preparatory work necessary to launch a new small InvestmentFund which will focus on alternative energy.

Shareholdings

Debt securities

Equity securities

TOTAL

+ 25.3%

+ 168.6%

+ 25.6%


535.0

2.2

537.1

426.8

0.8

427.6

Available for sale financial assets

(€ million)

Dec. 2009 Dec. 2008

Exclusively controlled shareholdings

CENTROBANCA SVIL. IMPRESA SGR

MEDITERRANEA INVESTIMENTI SPA

Jointly controlled shareholdings

UBI SISTEMI E SERVIZI

TOTAL

Shareholdings subject to significant influence

GROUP SRL

IW BANK SPA (*)

TOTAL

TOTAL SHAREHOLDING

100.0%

100.0%

1.48%

20.0%

23.5%

20.000

675.000

1.000.000

16.000

17.297.576

N. shares Value

2,162.9

1,161.0

776.3

4,100.3

16.1

2,169.9

2,185.9

6,286.2

Shareholding

(€ ‘000)

% holdingYear

acquired

2002

2009

2008

2005

2003

(*) Control exercised by the Parent Company UBI

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 7

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24

Fondo Sviluppo Impresa carried out the following operations during 2009, as part of investmentportfolio management:� acquisition of 8.5% of the share capital of Pama S.p.A.;� disposal of the entire shareholding in Bouty Healthcare S.p.A., which had been part of the

portfolio since 2003, and which was quoted on the Milan Stock Exchange in October 2007� supervision of the investment portfolio held by Fondo Sviluppo Impresa and carrying out

continuous research for opportunities to create value for the companies in which it is invested;� provision of support for the management of Car Testing S.A. in researching suitable solutions

for the industrial and financial restructuring of the group.

Mediterranea Investimenti Spa - Following the acquisition by Centrobanca of the ECM businessdivision of Twice Sim, on 22 December 2009 Centrobanca acquired 100% of Medinvest Spa, whichwas an investment contained within the ECM business division.

The incorporation of the operating structure within Centrobanca allowed the reinforcement ofdevelopment and execution activities as well as the acquisition of new non-captive clients whichpresents potential to develop cross-selling opportunities.

Group Srl - This company was established in 2005 jointly with Banca Aletti, Banca Akros andBIMER to gain access to senior positions in public issues of securities.

In 2009 it generated a Pre-tax profit of € 11,224.

IW Bank SpA - During 2009, in two separate sales transactions, Centrobanca, which held 33.8%of the capital, sold 7.6 million shares in IW Bank (equal to 10.3% of the share capital) to WebstarS.A.. As a result of this disposal, Centrobanca's shareholding was reduced to 23.5%.

Ubi Sistemi e Servizi Scpa - the shareholding rose to 1.5% following the acquisition on16.06.2009,of a further 500,000 shares.

The main forms of Centrobanca funding are securities issues (bonds and certificates of deposit)and recourse to short term interbank lending made available by the Parent Company. Debt to otherbanks is almost entirely composed of certificates of deposit with guarantees closely linked to lendingactivity and derivatives trading on behalf of the clients of Gruppo UBI.

Interest bearing funding at end-December 2009 was down by about € 330 million (-4.2%), whichwas consistent with the decline in lending.

In order to realign short term deposits with medium/long term deposits, the financing requirementduring the year was supported by the issue of bonds - prevalently through third party networks -totalling € 933 million with average duration of 4.6 years. Outstanding bonds therefore rose by 28%to € 3,994.2 million at 31 December compared to € 3,113.5 million at December 2008. As a resultof this growth there was a decline in interbank deposits which fell by 26.8% compared to December2008. Funding with charges includes a Euro 200 mn subordinated loan from the Parent Company,part of Regulatory Tier 2 capital.

Loan provisions

Securities in issue:

- bonds

- certificates of deposit

Due to banks:

- to UBI

- to other banks

Subordinated liabilities (tier 2)

Due to clients

TOTAL

-

+ 28.3%

- 13.4%

+ 25.9%

- 28.0%

+ 134.8%

- 26.8%

- 4.8%

- 4.2%

Value %

Change% Dec. 09 - Dec. 08

Value

Dec. 2009 Dec. 2008

46.9%

50.3%

2.7%

0.1%

100.0%

Value %

3,113.5

192.7

3,306.3

4,401.9

32.6

4,434.5

200.0

12.3

7,953.1

Funding with charges

(€ million)

54.6%

42.6%

2.6%

0.2%

100.0%

3,994.2

166.9

4,161.1

3,167.6

76.6

3,244.1

200.0

11.7

7,616.9

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 8

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25

As for the assets, available for sale financial liabilities are composed of the following:� the market value of derivatives which are the hedging derivatives for clients of Gruppo UBI

where Centrobanca acts a specialist skills centre between the market and banks of the Group. Theamount of and changes in these items is substantially in line with the matching entry under tradeablefinancial assets.� embedded derivatives in structured financial instruments which are matched by corresponding

amounts included under financial assets.

Hedging transactions, part of ALM, are undertaken to minimise financial risk deriving from thevaried composition of assets and liabilities in terms of expiry, indexation and currency. In particular,they cover three areas:

1) Coverage of structured and fixed rate loans to bring the cost into line with non-option levelsand money market levels (essentially 3 or 6 month Euribor rates). Notional value of € 2,508 million(+25% compared to 2008).

2) Coverage of structured or fixed rate corporate bonds to bring yields into line with the marketand without option components. Notional value of € 451 million (+5% compared to 2008).

3) Specific cover of the amount of fixed rate financing that exceeds an amount with similarcharacteristics through interest rate swaps. The remaining contracts have a notional value of € 85.6million (-37% compared to 2008) in aggregate, while specific cover increased to a notional value of€ 132.3 million (+33% compared to 2008).

Financial liabilities

Hedging derivatives

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 9

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(2,250)

2,250

The income statement items included in the reclassified financial statements correspond to thosein the draft income statement with the exception of the amount relating to tax rebates which is netof both administrative expenses and management income.

The operating results of Centrobanca for the year just ended are very satisfactory and show stronggrowth compared to 2008, both in terms of income which has risen in all categories and in termsof lower operating costs (-2.4%).

In common with the broader trends experienced across the banking system, there was a significantincrease in adjustments to the value of loans owing to the adverse impact that the economic crisishad on some of the bank's large loan positions.

26

ECONOMIC TRENDS

(2,314)

2,314

126,192

105,152

6,383

14,658

3,686

40,890

21,950

3,515

(1,201)

24,264

5,856

200,888

(33,449)

(25,548)

(58,997)

(993)

0

(59,990)

140,899

(112,386)

(2,476)

679

17,798

44,513

(16,471)

28,042

Interest margin

- loans

- securities (policies and corporate bonds)

- other (interbank assets, late charges)

Dividends

Net commission

Net result from trading

Net result from hedging

Profit/loss from sale/rep. of loans and fin. assets/liabs.

Result from trading, hedging

and other

Other operating income/expense

Operating income

Personnel costs

Other administrative expences

TOTAL OTHER ADMINISTRATIVE COSTS

Adjustments to value of tangible assets

Adjustments to value of intangible assets

Operating expenses

Operating result

Adjustments to the net value of loans

Adjustments to net values of other financial assets/liabs.

Net provisions for risks and charges

Profit/loss from shareholdings

Profit/loss on disposal of investments

Pre-Tax profit/loss of continuing operations

Income taxes on continuing operations

Profit/loss for the period

Income statement

(€ ‘000)

108,620

95,363

7,541

5,716

4,475

35,490

16,559

1,237

(441)

17,355

7,439

173,380

(36,228)

(24,095)

(60,323)

(994)

(16)

(61,332)

112,048

(19,416)

(3,460)

(2,829)

0

0

86,343

(24,661)

61,681

2009 2008

Change %

reclassified

Accounting Reclassification Reclassified

2009 2008

Impostasostitutiva

2009 2008

126,192

105,152

6,383

14,658

3,686

40,890

21,950

3,515

(1,201)

24,264

3,543

198,575

(33,449)

(23,234)

(56,683)

(993)

0

(57,676)

140,899

(112,386)

(2,476)

679

17,798

44,513

(16,471)

28,042

108,620

95,363

7,541

5,716

4,475

35,490

16,559

1,237

(441)

17,355

5,189

171,130

(36,228)

(21,845)

(58,073)

(994)

(16)

(59,083)

112,048

(19,416)

(3,460)

(2,829)

0

0

86,343

(24,661)

61,681

16.2%

10.3%

-15.4%

156.4%

-17.6%

15.2%

32.6%

184.1%

172.4%

39.8%

-31.7%

16.0%

-7.7%

6.4%

-2.4%

-0.1%

-100.0%

-2.4%

25.7%

478.8%

28.4%

-124.0%

-48.4%

-33.2%

-54.5%

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 10

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Centrobanca's Income Statement for the year ended 31.12.2009 reveals an Operating Result of€ 140.9 million (€ 112.1 million at 31.12.2008) and is made up of operating income of € 198.6 million(up 16.0% compared to € 171.3 million at 31.12.2008) and operating costs of € 57.7 million (comparedto € 59.1million in the year to 31.12.2008).

Pre-tax profit was € 44.5 million compared to € 86.3 million in the year to 31.12.2008; Net profitwas € 28.0 million compared to € 61.7 million last year.

The main features of the Income statement are described below:

During the year the Bank took action to counteract the pressure on interest margins from lowinterest rates by adopting selective growth in lending activity and a careful pricing policy.

The interest margin at 31 December was € 126.2 million, up by 16.2% (compared to December2008) particularly due to the increase in average yields of 3% which together with the 21 bp increasein the total spread - including free capital - which benefited from the growth in the mark up of interestbearing assets (+90bp) more than compensated for the increase in mark-downs of funding (-78bp)due to the higher cost of issuing certificates.

It should be noted that the components of interest margin include the receipt of late interest paymentsof about € 12.7 million (€ 3 million nel 2008) relating to the recovery of value in disputed transactions.

Compared to last year the results for 2009 reveal a significant increase in operating income otherthan interst margin (+15.8% from € 62.5 million to € 72.4 million).

27

Interest margins

Operating income(other than

interest margin)

Euribor 1 mm (benchmark)

Loans to clients in euro

Loans to cients in other currencies

Securities (corporate bond)

Total int. baring assets

Total int. bearing assets

Securities in issue (po & cd)

Interbank funding in foreign currencies

Interbank funding

Total int. bearing liabs.

Free capital

Gross interest margins

Late payment interest and other

Net interest margin

62.1

7.4

3.0

1.2

73.7

-41.1

-4.2

-13.9

-59.1

-13.6

0.9

16.6

17.5

0.93%

2.48%

0.93%

2.11%

0.77%

2.26%

-1.63%

0.09%

-0.47%

-1.04%

0.93%

1.31%

Ave

rag

eva

lue

Change 2009/2008

6,529.4

654.3

513.3

307.2

8,004.2

3,833.9

144.3

3,670.5

7,648.7

355.5

Balance Dec. 2009

161.7

6.1

10.9

2.4

181.0

-62.4

0.1

-17.1

-79.3

3.3

104.9

21.3

126.2

Mar

gin

6,395.0

497.6

649.5

237.5

7,779.6

3,593.6

378.9

3,418.8

7,391.3

388.3

4.35%

1.56%

-0.26%

1.20%

0.49%

1.36%

-0.59%

1.13%

-0.09%

-0.26%

4.35%

1.10%

99.6

-1.3

7.8

1.2

107.3

-21.3

4.3

-3.2

-20.2

16.9

104.0

4.7

108.7

134.4

156.7

-136.2

69.7

224.6

240.2

-234.6

251.8

257.4

-32.7

-3.42%

0.92%

1.19%

0.91%

0.29%

0.90%

-1.04%

-1.04%

-0.38%

-0.78%

-3.42%

0.21%

(€ million)

Interest margins consuntivo 2008

mar

kup

/do

wn

Ave

rag

eva

lue

Mar

gin

mar

kup

/do

wn

Ave

rag

eva

lue

Mar

gin

mar

kup

/do

wn

Dividends (*)

Net commissions

Net result from trading activities

Income from services/corporate asctivity

Net result of hedging activity

Profit/loss on sale/repo of financial assets/liabs. (**)

Other operating income/expenses

Other income

Total operating income (other than interest margin)

-17,6%

15,2%

32,6%

17,7%

184,2%

172,4%

-31,7%

-2,1%

15,8%

Change %

3,686

40,890

21,950

66,526

3,515

(1,201)

3,543

5,857

72,383

2009 2008

4,476

35,490

16,559

56,525

1,237

(441)

5,189

5,985

62,510

(*) from shareholdings acquired as part of private equity and capital market operations

(**) profit net of sales of non-performing loans and securities that are not part of private equity

(€ ‘000)

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 11

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The following should be noted regarding income generated from corporate services/activity:� The decline in dividends (-17.6%) is primarily attributable to lower contributions from

investments forming part of the private equity division (Techosp/Humanitas and IW Bank);

� The growth in net commission due primarily to lending activity that benefited from a policyof efficient pricing of new loans and services provided in association with the redefinition/restructuringof complex structured transactions. Although the economic environment was not positive, InvestmentBanking activities also made a positive contribution thanks mainly to underwriting transactions in thecapital market involving capital increases by quoted companies (ENEL S.p.A) and bond issues (ENIS.p.A. retail bond) as a member of the Managing syndicate.

� The sharp increase in the trading result (+32.6%) is attributable to the increase in incomerelating to the placing of OTC derivatives for corporate and retail clients (+50.3%) and higher incomefrom market making activity - pricing of interest and exchange rate derivatives (+205.2%). There wasalso a notable improvement in the performance of the proprietary portfolio, which benefited from therecovery in equity prices in 2009 and gains in the private equity portfolio (which in 2008 includedincome of € 14.5 million relating to the sale of Radici Film Spa), which included notable contributionsfrom the sale of the shareholding in Bouty Spa and the revaluation of the investments in PellegriniSpa and Humanitas;� The positive result of € 0.9 million from rate transactions is attributable to the capital gains

on ALM operations on interest and exchange rate risk;� The “Other” item at end-2008 included the write-dwon in the value of the Junior Note

Sintonia (€ -2.7 million) arising from the securitisation of mortgages in 2003, due to the combinedeffect of interest rate increases and a revision of the method of calculating fair value.

The following should be noted regarding “other income” generated in the period:� hedging transactions generated a net positive result of € 3.5 million which was higher

than in 2008. Thsi figure is composed of the positive result from changes in the fair value of hedgingcontracts and the related assets and liabilities to which they relate (€ 2.1 million) and to the effectsderiving from the repurchase and cancellation of Centrobanca bonds as well as the advance closureof derivatives attached to them (€ 1.4 million).� The loss arising from the sale/ repurchase of financial assets/ liabilities originated as a

result of the sale of bonds classified amongst “available for sale financial assets” (AFS) for € -1.1million.

28

Hedging of financing and liabilities

Unwinding of liabilities

NET HEDGING RESULT

-773.1%

-8.4%

184.2%

Variazione %

2,097

1,418

3,515

2009 2008

(311)

1,548

1,237

(€ ‘000)

Income from OTC transactions

Result of market making activity

Income from Private equity

Income form the Investment banking portfolio

Result from interest rate transactions

Other

NET TRADING RESULT

50.3%

205.2%

62.7%

n.s.

n.s.

n.s

32.6%

Change %

7,898

5,284

6,137

853

885

894

21,950

2009 2008

5,254

1,731

16,440

(3,290)

(459)

(3,117)

16.559

(€ ‘000)

Commission from lending activity

Commission from investment banking

Commission from other services

NET COMMISSION

21.6%

-10.5%

-38.1%

-15.2%

Change %

28,875

6,091

523

35,490

2009 2008

(€ ‘000)

35,113

5,454

324

40,890

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 12

Colori compositi


� The item other management income and expense, of € 3.5 million, includes residualexpense/income, mainly non-recurring, which are not attributable to management of operations, suchas income relating to the recovery of legal expenses incurred by the Bank. The figure for 2008 includedextraordinary income mainly arising from the write-back of estimated losses relating to the risk ofcertain loan positions with Lehman.

Total Operating expenses in the period to 31 December were down by 2.4% compared with 2008,primarily due to the effect of the reduction in personnel costs which fell 7.7% offsetting an increaseof 6.4% in “Other Administrative expenses”.

Personnel costs in the period to December 2009 were down -7.7% compared to the year endedDecember 2008 despite the fact that the average number of employees was largely unchangedcompared with the previous year.

Costs were contained mainly as a result of a) the reduction of the amount relating to bonuses andincentive schemes, b) the efficient management of turnover and less expensive hirings c) lowerutilisation of internal and external temporary labour contracts.

As a result of these reductions, the average unit cost per employee fell from € 103,000 in 2008to € 95,000 in 2009.

The number of employees at end-2009 was 351 compared to 358 at end-2008. The main trendsaffecting employment levels in 2009 were:

- With regard to staff structure: consolidation of the compliance structure and rationalisation ofthe Lending and Governance Authorities and the operating structure;

- With regard to the business: the reinforcement of Investment Banking (M&A and Capital Markets),partially achieved through the incorporation of the ECM business division of Twice Sim, and CorporateFinance, particularly in the areas of Project Finance and the streamlining of the OTC derivatives andCorporate Lending structures, partly as a result of a review of the operating perimeter of traditionallending activity.

Personnel costs

Wages and salaries

National insurrance and vouchers

Training

Temporary staff and collaborators

Directors remuneration

Redundancy fund

Statutory auditors remuneration (*)

TOTAL

- 8.1%

+ 2.1%

- 20.1%

- 82.4%

+ 29.5%

- 62.2%

+ 25.1%

- 7.7%

Change %

30,477

1,560

154

63

991

27

178

33,449

2009 2008

33,172

1,527

193

358

765

71

142

36,228

(€ ‘000)

29

Personnel costs

Other administrative costs

TOTAL ADMINISTRATIVE COSTS

Net adj. to the value of tangible and intangible assets

TOTAL OPERATING EXPENSES

- 7.7%

+ 6.4%

- 2.4%

- 1.7%

- 2.4%

Change %

33,449

23,234

56,683

993

57,676

2009 2008

(€ ‘000)

36,228

21,845

58,073

1,010

59,083

Operating expenses

Personnel expenses

(*) In 2008 statutory auditors' remuneration was included in Other costs while in 2009 they are included in Personnel costs.

Personnel costs

Total costs

Average number of employees

Average unit cost

- 7.7%

+ 0.0%

- 7.7%

Change %

33,449

351

95

2009 2008

36,228

351

103

(€ ‘000)

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 13

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30

Workforce (employees + incoming - outgoing + temporary staff)

In total, at 31 December 2009, the proportion of employees dedicated to business as a percentageof the total workforce was 57%.

The careful monitoring of the trend in direct costs and constant cost management measures putin place in the first six months of the year, allowed the bank to limit the structural increase in OtherAdministrative expenses to 6.4% over the previous year, an increase which was mainly attributableto exogenous factors.

The operational breakdown of administrative expenses into indirect costs (managed by GroupCompanies) and direct costs (managed by Centrobanca), reveals and increase in indirect costs(+21.9%) which reflects the full impact of the non-deductability of IVA (VAT) in infra-group transactions.This subdivision also reflects the growth in expenses relating to the outsourcing of middle officeservices and auditing and, with regard to Group IT services costs, the increase in capital managementexpenses following the entry into full service of investments made in 2008.

Direct costs were down -3.6% compared to 2008; and reflect: a) the increase in operational ITcosts relating to access to the Stock Market and to trading platforms, b) the sharp reduction inproject costs relating to the completion of projects relating to the channeling of internal resourcesand skills with the strong prioritisation of mandatory interventions (compliance, risk and operations)and c) the increase in legal/consultancy business support costs arising from particularly criticaldisputed positions.

Other administrativeexpenses

Change %2009 2008

6

9

44

91

19

10

29

13

12

20

13

71

14

351

351

5

8

47

94

26

8

25

10

10

18

18

75

14

358

351

+ 1

+ 1

- 3

- 3

- 7

+ 2

+ 4

+ 3

+ 2

+ 2

- 5

- 4

-7

0

General management

Compliance and Istitutional Affairs

Lending Authority

Governance and Operating structure

Commercial co-ordination

Business Intelligence

Corporate Finance

M&A

Capital Markets

Fianance and Markets

Derivatives

Corporate Lending

Non performing loans

TOTAL WORKFORCE

AVERAGE


Expenses for infragrup professional services

Expenses for infragup IT services

TOTAL indirect costs

IT operating expences

General services operating expenses

Business support expenses

Project completion expenses

TOTAL Centrobanca direct costs

TOTAL OTHER ADMINISTRATIVE COSTS

+ 24.3%

+ 21.2%

+ 21.9%

+ 21.2%

+ 3.6%

+ 7.2%

- 62.1%

- 3.6%

+ 6.4%

Change %

2,202

8,182

10,384

1,657

3,787

6,589

818

12,851

23,234

2009 2008

1,772

6,748

8,520

1,367

3,654

6,145

2,159

13,326

21,845

(€ ‘000)

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 14

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Adjustments to netvalues for impairmentin loans and financial

assets/liabilities

Adjustment to the value of loans at 31 December amounted to € -114.9 million, significantly higherthan in the previous year (€ -22.9 million).

The result was adversely affected by the deterioration in the economic environment due to theeconomic crisis and the impact that it had on certain of the Bank's significant loan positions as aresult of the sharp rise in the analytical component which rose from € -25.7 million in 2008 to € -111.4 million at December 2009.

This increase is particularly concentrated on several large positions: the adjustments relating tothe Bank's top five loan positions represent 64% of the total adjustment. Amongst these, the mostnotable is the position with the Mariella Burani Group which was subject to adjustments totalling €47 million.

Recovery in value, totalling € 6.6 million, were down compared with the figure for 2008 (€ 13.6million).

The Collective Cash Loan Reserve at 31 December was € 32.2 million which compares witha value at 31 December 2008 of € 25.5 million, resulted in an impact on the income statement ofEur -6.7 million, in line with that reported in 2008.

Other value adjustments are attributable to impairment processes relating to signed off loans andobligations regarding finance to be issued; In this category, Centrobanca's policy was brought intoline with the methodology used by the Parent Company with regard to calculating the reserve andwith a positive impact on the reserve.

Net Provisions of € 0.7 million to the reserve for risks and charges at end 2009, relate to thepartial write-back of a provision made regarding a legal dispute. The figures for the year to December2008 included € -2.8 million of prudential provisions made with regard to insolvency risks relatingto guarantees issued by the Bank.

The result for the year to 31 December 2009, equal to € 17.8 million, is entirely attributable toprofits from the sale to Webstar S.A. of 7.7 million shares in IW Bank (representing 10.5% of thecapital) which were acquired as part of the private equity portfolio and subsequently classified under“Investments” in accordance with IAS criteria.

31

Analytical write-downs

Analytical write-backs

Net Analytical adjustments

Analytical adjustments to L&R securities

Collective adjustments to cash credits

Adjustments to net value of loans

Other value adjustments

TOTAL value adjustments

+ 332.8%

- 51.3%

+ 760.4%

+ 0.5%

+ 5.7%

+ 478.8%

- 28.4%

+ 402.1%

Change %

-111,391

6,609

-104,782

-866

-6,738

-112,386

-2,476

-114,862

2009 2008

-25,736

13,557

-12,179

-862

-6,376

-19,417

-3,460

-22,876

(€ ‘000)

Profits from investments

Annual Report 2009

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Taxes amounted to 37% of gross pre-tax profits, an increase compared to last year (28.5%) whichbenefited from the positive component of extraordinary items. It was influenced by changes in andbroadening of the taxable base for IRAP which involves, amongst other things, non-deductability ofwrite-downs and losses on loans which were particularly significant in 2009 (more than € 112 million).IRES taxes instead benefited from the realisation of “pex” (participation exemption) capital gains onthe sale of investment assets (IWBank SpA and Bouty Healthcare SpA).

As illustrated in the notes, the analysis of the economic result for the two year period 2008-2009reveals non-recurring components and items that do not relate to normal operating activity. In orderto provide a better understanding of the management performance, the figures for 2008 exclude theeffects arising from the default of Lehman and expenses deriving from the tax rebate on non-accountingdeductions. The 2009 figures have been normalised to exclude the effect of the sale of the shareholdingin IW Bank and those deriving from the10% of IRAP forfeit payments deductible against IRES relatingto previous years.

The 2009-2008 income statements have been reclassified with the elimination of non-recurringitems and those that are not part of the bank's normal operations in order to show comparable figures

32

Taxes for the year

Income Statementadjusted fornon-recurring items



Value adjustments and previsions

Profit/loss from investments

Taxes for the period

TOTAL INCLUDING TAXES

20082009

(4,455)

480

4,695

(4,091)

(222)

(3,593)

Item affected

Write-back of estimated Lehman loss

Integration costs

Adjustment to the Lehman loan

Profit from sale of IW Bank

EC tax rebate

Recovery of deducibility of IRAP forfeit

Tax effect on non-recurring component

Non-recurring

(€ ‘000)

Interest margin

Dividends

Net commission

Net trading result

Net hedging resut

Profit/loss on sale/repo of loans and financial assets and liabil.


Operating income

Personnel costs


TOTAL ADMINISTRATIVE COSTS

Net adjustments to the value of tangible and intangible fixed assets

Operating expenses

Operating result

Adjustments to net values for impairment of loans

Adjustments to net values for impairment of other financial assets/liabilities


Profit/Loss from shareholdings

PRE-TAX PROFIT/LOSS FROM CONTINUING OPERAT.

Tax for the period on continuing operations

PROFIT/LOSS FOR THE PERIOD

16.2%

-17.6%

15.2%

32.6%

184.1%

382.2%

19.1%

-7.7%

8.7%

-1.6%

-1.6%

-1.6%

30.4%

663.4%

-28.4%

-124.0%

-69.3%

-41.3%

-83.3%

Variazione %

126,192

3,686

40,890

21,950

3,515

(1,201)

3,543

198,575

(33,449)

(23,234)

(56,683)

(993)

(57,676)

140,899

(112,386)

(2,476)

679

0

26,715

(17,014)

9,701

2009 2008

108,620

4,475

35,490

16,559

1,237

(441)

735

166,676

(36,228)

(21,365)

(57,593)

(1,009)

(58,602)

108,073

(14,721)

(3,460)

(2,829)

0

87,062

(28,974)

58,089

Reclassified normalised income statement

(€ ‘000)

(17,798)

(813)

270

(18,341)

Annual Report 2009

ANNUAL 18.33 - 2010 19-05-2010 14:59 Pagina 16

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During the year, as part of the integration and development programmes for the Bank's on-linetrading and banking activities which involve the subsidiaries IW Bank and Twice Sim, Centrobancasold to the Parent Company a stake of 10.5% of the share capital of its investment in IW Bank,generating a profit - net of tax - of € 17.5 million.

This income is included amongst non-recurring items and items that are not connected with thenormal operating activities during 2009; normalisation of this item results in a “Normalised” grossprofit of € 26.7 million compared to € 87.1 million for the year to December 2008 and a “Normalised”net profit of € 9.7 million compared to € 58.1 million in 2008.

33Annual Report 2009

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34

SHAREHOLDERS' FUNDS Total Shareholders' Funds at year-end were 7.4% higher than those reported at end-2008.

The change in the valuation reserves is mainly attributable to the net negative difference in thereserve of valuations made in previous years due to the recovery in market value of the corporatebond portfolio which is included in financial assets available for sale

There are 336,000,000 shares in issue.

It has been decided to propose that the net profit for the period of € 28,041,816.94 be allocatedas follows:

Shares

Allocation of profitfor the year

5% to Legal reserve 1,402,090.85Eur 0.079 dividend payable to 336,000,000 shares in issue 26,544,000.00Remainder to the “Retained profits” Reserve Riserva 95,726.09

28,041,816.94

Capital

Reserves

Revalutation reserve

Profit (Loss) for the period

TOTAL

369,600

215,584

-85,779

61,681

561,086

Change %

369,600

234,258

-29,305

28,042

602,595

2009Item

(importi in migliaia di euro)

+ 0.0%

+ 8.7%

- 65.8%

- 54.5%

+ 7.4%

2008

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35

Given the proposed allocation of profit for the year, the regulatory capital is as follows:

Given the revaluation of the portfolio of available for sale financial assets (€ +57.3 million) and theallocation of the profits for 2009 to equity reserves (€ 1.4 million), the regulatory capital rose by 8.8%to € 769.8 million (€ 707.4 million at December 2008).

Excess capital increased (from € 187.8 million at December 2008 to € 258.5 million at December2009) both as a result of lower prudential requirements due to the contraction in assets and becauseof the aforementioned increase in regulatory capital.

The basic capital ratio (Core Tier 1) rose by 0.8 percentage points compared to the position atDecember 2008 to 6.67%: the total ratio calculated on Regulatory Capital (Total Capital Ratio) was9.03%, which is above the obligatory minimum required by a bank belonging to a banking group(6%). It may be assumed that these will improve further compared to the financial requirements ofthe regulatory authorities.

Regulatory capitaland capital requirements

Base Capital (narrow definition)

Intangible fixed assets

Negative reserve for AFS securities

Shareholdings in banks & financial companies to be deducted

Base Capital (a)

Revalutation reserve

Reserves for computable AFS securities

Subordinated liabilities

Other

Shareholdings in banks & financial companies to be deducted

Supplementary Capital (b)

Regualatory Capital (c) = (a+b)

Total risk requirements (**)

- Credit risk

- Market risk

risk on debt securities held

risk on equity securities held

exchange rate risk

other market risk

- Other risk requirements

- Operating risk

- Reduction for banks belonging to groups

Free capital

Risk weighted assets (RWA) (d) (Total requirement/6%)

Base capital / RWA (a/d)

Regulatory capital / RWA (c/d)

+ 0.3%

+ 11.9%

+ 1.0%

+ 8.8%

- 1.6%

- 1.3%

- 19.8%

+ 37.6%

- 1.6%

+ 13.7%

+ 10.6%

Change %

605.4

(6.1)

(30.5)

568.8

1.7

0.3

200.0

0.1

(1.1)

201.0

769.8

511.3

622.8

28.8

16.0

11.0

1.8

30.2

(170.4)

258.5

8,521.9

6.67%

9.03%

2009 2008

(€ million)

(**) main amendments introduced in March 08 by Basel 2 for banks belonging to groups:

- credit risk calculated as 8% (previously 7%); subsequent reduction to 6%

- introduced operating risk (% intermediation margin differentiated by line of business)

603.8

(4.7)

(87.8)

(2.9)

508.4

1.7

0.2

200.0

0.0

(2.9)

199.0

707.4

519.6

631.2

35.9

25.6

9.5

0.8

25.7

(173.2)

187.8

8,659.2

5.87%

8.17%

Annual Report 2009

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At 31.12.2009 compared with that at 31.12.2008

36

FINANCIAL STATEMENTS

BALANCE SHEET

9.7%

(0.2%)

25.6%

(18.7%)

(5.9%)

181.1%

13.3%

10.3%

(1.5%)

30.6%

30.6%

(36.0%)

(48.6%)

(31.9%)

37.7%

(4.3%)

(25.7%)

(5.1%)

25.9%

(7.5%)

(27.6%)

(73.9%)

(65.8%)

(84.0%)

13.8%

(1.9%)

(9.4%)

(43.2%)

(6.8%)

65.8%

8.7%

-

(54.5%)

(4.3%)

10.

20.

40.

60.

70.

80.

90.

100.

110.

120.

130.

150.

10.

20.

30.

40.

60.

80.

100.

110.

120.

130.

160.

180.

200.

36,146

400,634,046

427,623,832

574,457,420

7,485,601,416

39,874,883

5,973,518

5,696,721

60,304,107

4,654,502

4,654,502

136,366,529

33,413,269

102,953,260

55,965,303

9,197,188,423

4,634,455,620

12,331,266

3,306,281,319

291,252,423

167,032,680

60,388,684

33,313,258

27,075,426

134,226,736

5,836,280

24,296,977

1,761,094

22,535,883

(85,779,255)

215,584,201

369,600,000

61,681,492

9,197,188,423

Cash and cash equivalents

Financial assets held for trading

Financial assets available for sale

Loans to banks

Loans to customers

Hedging derivatives

Value adjustments to generically hedged financial

assets (+/-)

Shareholdings

Tangible assets

Intangible assets

of which:

- goodwill

Tax assets

a) current

b) prepaid

Other assets

TOTAL ASSETS

Due to banks

Due to customers

Debt securities in issue

Tradeable financial liabilities

Hedging derivatives

Tax liabilities

a) current

b) deferred

Other liabilities

Employment termination fund (TFR)

Provisions for risks and charges

a) retirement provisions

b) other provisions

Revaluation reserve

Reserves

Share capital

Profit/ Loss for the period (+/-)

TOTAL LIABILITIES AND NET EQUITY

3,503

(772,940)

109,519,411

(107,526,883)

(438,391,792)

72,199,450

795,294

589,514

(908,703)

1,424,960

1,424,960

(49,141,114)

(16,249,160)

(32,891,954)

21,095,256

(391,114,044)

(1,190,322,624)

(624,871)

854,777,888

(21,881,838)

(46,088,653)

(44,645,261)

(21,903,531)

(22,741,730)

18,570,937

(113,402)

(2,294,440)

(759,918)

(1,534,522)

56,474,403

18,673,492

-

(33,639,675)

(391,114,044)

Change 31.12.09 versus 31.12.08

Assets 31.12.2009 31.12.2008Absolute change % change

Change 31.12.09 versus 31.12.08

(euro)

(euro)

39,649

399,861,106

537,143,243

466,930,537

7,047,209,624

112,074,333

6,768,812

6,286,235

59,395,404

6,079,462

6,079,462

87,225,415

17,164,109

70,061,306

77,060,559

8,806,074,379

3,444,132,996

11,706,395

4,161,059,207

269,370,585

120,944,027

15,743,423

11,409,727

4,333,696

152,797,673

5,722,878

22,002,537

1,001,176

21,001,361

(29,304,852)

234,257,693

369,600,000

28,041,817

8,806,074,379

31.12.2009 31.12.2008Absolute change % change

Liabilities and Net Equity

Annual Report 2009

ANNUAL 36.41 - 2010 19-05-2010 14:59 Pagina 2

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37

Income statement for the year to 31.12.2009 compared with that to 31.12.2008 INCOME STATEMENT

STATEMENTOF COMPREHENSIVE

INCOME

10.

20.

30.

40.

50.

60.

70.

80.

90.

100.

120.

130.

140.

150.

160.

170.

180.

190.

200.

210.

240.

250.

260.

270.

290.

(35.8%)

(52.4%)

16.2%

12.9%

(14.1%)

15.2%

(17.6%)

32.6%

184.2%

172.3%

(86.4%)

n.s.

17.5%

402.1%

478.8%

n.s

(38.9%)

(44.0%)

(2.2%)

(7.7%)

6.0%

(124.0%)

0.0%

n.s.

(21.3%)

(5.8%)

n.s

n.s.

(48.4%)

(33.2%)

(54.5%)

(54.5%)

449,249,416

(340,629,543)

108,619,873

38,553,883

(3,064,047)

35,489,836

4,475,461

16,559,500

1,236,860

(441,130)

(434,967)

(6,163)

165,940,400

(22,876,163)

(19,416,038)

-

(3,460,125)

143,064,237

(60,322,514)

(36,227,955)

(24,094,559)

(2,829,271)

(993,762)

(15,599)

7,439,396

(56,721,750)

-

-

86,342,487

(24,660,995)

61,681,492

61,681,492

Voci 31.12.2009 31.12.2008

Interest income and similar income

Interest costs and similar expenses

Interest margin

Commission income

Commission expenses

Net commissions

Dividends and similar income

Net result of trading activities

Net result of hedging activities

Prof/loss from sale or repurchase of:

a) loans

b) available for sale financial assets

Net trading result

Adjustments to net values for deterioration in:

a) loans

b) available for sale financial assets

c) other financial operations

Net result of financial operations

Administrative expenses:

a) personnel expenses

b) other administrative expenses


Adjustments to net values of tangible assets

Adjustments to net values of intangible assets

Other operating expenses/ income

Operating expenses

Profit/loss on shareholdings

Profit/loss on disposal of investments

Profit/loss from continuing operations before taxes

Income taxes for the period on continuing operations

Profit/loss from continuing operations net of taxes

Net profit/loss for the period

288,277,337

(162,085,281)

126,192,056

43,522,711

(2,632,629)

40,890,082

3,686,435

21,949,633

3,515,181

(1,201,140)

(59,000)

(1,142,140)

195,032,247

(114,862,297)

(112,385,974)

(361,807)

(2,114,516)

80,169,950

(58,996,580)

(33,449,077)

(25,547,503)

678,791

(993,296)

-

5,856,224

(53,454,861)

17,797,657

150

44,512,896

(16,471,079)

28,041,817

28,041,817

(160.972.079)

178.544.262

17.572.183

4.968.828

431.418

5.400.246

(789.026)

5.390.133

2.278.321

(760.010)

375.967

(1.135.977)

29.091.847

91.986.134

(92.969.936)

(361.807)

1.345.609

(62.894.287)

1.325.934

2.778.878

(1.452.944)

3.508.062

466

15.599

(1.583.172)

3.266.889

17.797.657

150

(41.829.591)

8.189.916

(33.639.675)

(33.639.675)

Absolute change % change

Change 31.12.09 versus 31.12.08

(euro)

(euro)

Profit (loss) for the period

Other components of income net of taxes

20. Financial assets available for sale

60. Financial flow hedging

90. Actuarial Gains(Losses) on defined benefit plans

Total of other components of income net of taxes

120. Comprehensive Income (Items 10 + 110)

61,681,492

(75,715,253)

(105,155)

-75,820,408

-14,138,916

31.12.2009 31.12.2008

28,041,817

57,327,824

(925,518)

72,097

56,474,403

84,516,220

10.

20.

60.

90.

110.

120.

Annual Report 2009

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38

STATEMENT OF CHANGESIN NET EQUITYAT 31 DECEMBER 2009

Reserves

Share Capital:

a) ordinary shares

b) other shares

Share price premium

Reserves:

a) retained profits

b) other shares

Revaluation reserve:

Equity securities

Treasury shares

Profit for the period

Net Equity

369,600,000

369,600,000

-

-

215,584,201

104,893,815

110,690,386

(85,779,255)

-

-

61,681,492

561,086,438

Allocation

of previous year profits

-

-

-

-

18,673,492

18,673,492

-

(18,673,492)

-

Balance at

all’1.1.2009

Dividends and

other distributions

Changes

in reserves

s

(43,008,000)

(43,008,000)

369,600,000

369,600,000

-

-

215,584,201

104,893,815

110,690,386

(85,779,255)

-

-

61,681,492

561,086,438

Balance at

al 31.12.2008

Change

in opening

balance

Annual Report 2009

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39

New

shares issued

Purchase

of own shares

Derivatives

on own

shares

Distribution of

Extraordinary

Dividends

Changes

in Equity

securities

Stock

options

Net Equity Operations Changes in the period

Comprehensive

income

for the period

Net Equity at

al 31.12.2009

56,474,403

28,041,817

84,516,220

(euro)

369,600,000

369,600,000

-

-

234,257,693

123,567,307

110,690,386

(29,304,852)

-

-

28,041,817

602,594,658

Annual Report 2009

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40

CASH FLOW STATEMENTINDIRECT METHOD

95,260,922

61,681,492

(16,559,500)

(1,236,860)

22,876,163

1,009,361

2,829,271

24,660,995

-

-

(1,152,918,992)

(33,908,868)

352,438,832

17,409,917

26,633,395

(203,547,277)

(1,311,944,991)

-

1,105,913,520

216,781,155

1,630,829,654

1,167,104

(640,516,241)

50,001,180

-

(152,349,332)

48,255,450

4,475,461

-

4,475,461

-

-

-

-

(991,336)

(991,336)

-

-

-

-

3,484,125

-

-

(51,744,000)

(51,744,000)

(4,425)

A. Operating activity 31.12.2008

(euro)

1. Operations

- result for the period (+/-)

- capital gains/losses on financial assets held for trading and on financial assets/ liabilities

valued at fair value (-/+)

- gains/losses on hedging transactions (-/+)

- write-downs/write-backs of net values for impairment (-/+)

- write-downs/write-backs of net values of tangible and intangible fixed assets (+/-)

- net provisions for risks and charges and other expenses/ income (-/+)

- unpaid taxes (+/-)

- write-downs/write-backs of net values, net of any tax effect, of assets in course of divestment (+/-)

- other adjustments

2. Cash generated/absorbed by financial assets

- financial assets held for trading

- financial assets valued at fair value

- available for sale financial assets

- loans to banks: current

- loans to banks: other

- loans to customers

- other assets

3. Cash generated/absorbed by financial liabilities

- due to banks: current

- due to banks: other

- due to customers

- debt securities in issue

- tradeable financial liabilities

- financial liabilities valued at fair value

- other liabilities

NET CASH GENERATED/ ABSORBED BY OPERATIONS

B. INVESTMENT ACTIVITY

1. Cash generated by

- sales of shareholdings

- dividends received from shareholdings

- sales of financial assets held to maturity

- sales of tangible assets

- sales of intangible assets

- sales of business units

2. Cash absorbed by

- purchase of shareholdings

- purchase of financial assets held to maturity

- purchase of tangible assets

- purchase of intangible assets

- purchase of business units

NET CASH GENERATED/ ABSORBED BY INVESTMENTS

C. FUNDING ACTIVITY

- issue/purchase of own shares

- issue/purchase of equity instruments

- dividend distribution and other allocations

Net cash generated/ absorbed by funding activity

NET LIQUIDITY GENERATED/ABSORBED IN THE PERIOD (D = A+/-B+/-C)

LEGEND: (+) generated; (-) absorbed

106,563,814

28,041,817

(46,372,607)

(3,515,181)

111,395,390

993,297

(449,981)

16,471,079

-

-

463,837,705

(1,512,801)

-

(20,784,797)

107,526,883

(10,606)

329,715,464

48,903,562

(538,812,948)

718,232,591

(1,908,555,215)

(624,871)

747,139,354

26,776,511

-

(121,781,318)

31,588,571

22,440,773

18,754,188

3,686,435

-

150

-

-

(11,017,841)

(1,546,045)

-

(84,594)

(1,424,960)

(7,962,242)

11,422,932

-

-

(43,008,000)

(43,008,000)

3,503

31.12.2009

Annual Report 2009

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RECONCILIATION

KEY DATAAND RATIOS

41

Cash and cash equivalents at the start of the period (E)

Total cash generated/absorbed in the period (D)

Cash and cash equivalents : exchange rate effect (F)

Cash and cash equivalents at the end of the period (G = E+/-D+/-F)

40.571

(4.425)

-

36.146

36.146

3.503

-

39.649

Items 31.12.2009 31.12.2008

(euro)

STRUCTURAL INDICES AND DATA

Net customer loans / total assets

Customer deposits / interbank deposits

Bonds and subordinated loans / mortgages and loans

Net equity (excluding profit for the period) / total liabilities

Average number of employees

Number of branches

VALUE CREATION INDICES

ROE (profit/net equity excluding profit for period)

Rorac

PROFITABILITY INDICES AND DATA

Net profit for the period (€ '000)

ROA (profit for the period/total assets)

COST / INCOME (expenses/operating income)

Interest margin / operating income

Personnel expenses / operating income

RISK INDICES

Net non-performing loans / loans to customers

% non-performing loan cover (write-downs / gross non-performing loans)

Net non-performing loans / Regulatory capital

Net non-performing and watch-list loans / loans to customers

% cover of non performing loans + watch-list

CAPITAL RATIOS

Tier 1 (base assets/total weighted assets)

Solvency ratio (Regulatory capital / total weighted capital)

PRODUCTIVITY INDICATORS (€ '000)

Total assets / average number of employees

Operating income / average number of employees

Personnel costs / average number of employees

CAPITAL DATA

Net loans to customers

of which: net non-performing loans

Net Equity (excluding profit for the period)

Regulatory Capital

- 1.36%

+ 49.55%

+ 15.25%

+ 1.09%

-

-

- 7.47%

- 6.37%

- 54.5%

- 52.5%

- 5.20%

+ 0.08%

- 4.33%

- 0.08%

+ 3.80%

- 1.44%

+ 2.19%

- 11.47%

+ 0.80%

+ 0.86%

- 4.3%

+ 16.0%

- 7.7%

- 10.2%

- 16.2%

+ 15.0%

+ 8.8%

80.03%

121.16%

59.52%

6.52%

351

7

4.88%

5.50%

28.042

0.32%

29.05%

63.55%

16.84%

0.67%

84.14%

6.16%

3.77%

56.03%

6.67%

9.03%

25.089

566

95

7.047.210

47.439

574.553

769.812

December 2008 Change %

(€ euro)

81.39%

71.61%

44.27%

5.43%

351

7

12.35%

11.87%

61.681

0.67%

34.24%

63.47%

21.17%

0.76%

80.34%

7.60%

1.58%

67.50%

5.87%

8.17%

26.203

488

103

7.847.401

56.606

499.405

707.369

December 2009

Reclassified

Annual Report 2009

ANNUAL 36.41 - 2010 19-05-2010 14:59 Pagina 7

Colori compositi


42

COMPANY OFFICERS 2010

Annual Report 2009

Board of Directors:

Chairman (*) Mario Boselli

Vice Chairman (*) Giorgio Frigeri

Directors Adolfo Beneduci (*), Argante Del Monte, Aldo Fumagalli Romario,Luciano Goffi, Domenico Guidi, Rossella Leidi (*), Giuseppe Masnaga; Victor Massiah, Giuseppe Miroglio,Andrea Pisani Massamormile (*), Giorgio Ricchebuono,Marco Venier, Costantino Vitali

Secretary Valeriano D’Urbano

Stautory Auditors:

Chairman Luigi Guatri

Acting Auditors Giovanni Frezzotti, Pecuvio Rondini

Supplementary Auditors Alberto Carrara, Marco Confalonieri

Management:

Director General Valeriano D’Urbano

Vice Director General Mario Ramelli

Vice Director General Leonardo Siccoli

Vice Director General Marco Mandelli

Independent Auditors: KPMG S.p.A.

(*) Members of the Executive Committee

Documents

UBI Banca - ANNUAL 01.03 - 2010documentazionestoricacentrobanca.ubibanca.it/contenuti/... · 2010-05-24 · ANNUAL 04.09 - 2010 19-05-2010 14:58 Pagina 1 Colori compositi C M Y CM