UBI Banca Group

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Listed securities Bonds listed on the MOT (electronic bond market) Nominal amount Book value as at ISIN number of issue 31.12.2011 31.12.2010 IT0001197083 Centrobanca zero coupon 1998-2018 L. 800 billion € 157,100,369 € 154,479,568 IT0001257333 Centrobanca 1998/2014 reverse floater L. 300 billion € 106,581,450 € 120,874,797 IT0001267381 Centrobanca 1998/2018 reverse floater capped L. 320 billion € 121,608,918 € 120,200,696 IT0001278941 Centrobanca 1998/2013 equity linked coupon L. 100 billion € 41,153,616 € 42,938,603 IT0001300992 Centrobanca 1999/2019 step dow n indicizzato al tasso sw ap euro 10 anni € 170,000,000 € 117,189,043 € 117,297,396 IT0001312708 Centrobanca 1999/2019 step dow n eurostability bond € 60,000,000 € 54,765,695 € 53,656,336 IT0003834832 Centrobanca 2005/2013 inflazione Italia con leva € 16,280,000 € 9,826,128 € 9,779,702 IT0003210074 Banca Popolare di Bergamo-CV 2001/2012 a tasso variabile subordinato ibrido - upper tier 2 € 250,000,000 € 250,191,408 € 250,161,359 IT0004424435 UBI subordinato low er tier 2 a tasso variabile con ammortamento 28.11.2008-2015 € 599,399,000 € 474,738,713 € 591,835,287 IT0004457187 UBI subordinato low er tier 2 a tasso variabile con ammortamento 13.3.2009-2016 € 211,992,000 € 209,976,428 € 208,919,029 IT0004457070 UBI subordinato low er tier 2 fix to float con rimborso anticipato 13.3.2009-2019 € 370,000,000 € 383,885,598 € 381,946,207 IT0004497050 UBI subordinato low er tier 2 fix to float con rimborso anticipato 30.6.2009-2019 € 365,000,000 € 370,940,321 € 366,190,696 IT0004497068 UBI subordinato low er tier 2 a tasso variabile con ammortamento 30.6.2009-2016 € 156,837,000 € 154,914,482 € 154,171,471 IT0004497043 Unione di Banche Italiane Scpa tasso misto 30.6.2009-2014 € 219,990,000 € 217,147,237 € 216,057,808 IT0004496557 Unione di Banche Italiane Scpa tasso misto 7.7.2009-2014 € 200,000,000 € 198,215,118 € 199,346,886 IT0004517139 Unione di Banche Italiane Scpa tasso misto 4.9.2009-2013 € 84,991,000 € 84,809,448 € 84,972,035 IT0004572860 UBI subordinato low er tier 2 a tasso variabile con ammortamento 23.2.2010-2017 € 152,587,000 € 151,473,168 € 150,468,611 IT0004572878 UBI subordinato low er tier 2 a tasso fisso con ammortamento 23.2.2010-2017 € 300,000,000 € 309,378,048 € 301,729,015 IT0004624547 Unione di Banche Italiane Scpa tasso fisso 2,30% 31.8.2010-2012 Welcome Edition € 278,646,000 € 280,204,675 € 278,908,777 IT0004632680 Unione di Banche Italiane Scpa tasso fisso 2,15% 28.9.2010-2012 € 450,000,000 € 450,650,823 € 448,161,421 IT0004626617 IW Bank Obbligazioni agosto 2015 con opzione di tipo call asiatica (*) € 1,103,000 € 1,081,021 € 1,115,514 IT0004642382 IW Bank Obbligazioni ottobre 2015 con opzione di tipo call asiatica - II tranche (*) € 954,000 € 923,710 € 944,346 IT0004645963 UBI subordinato low er tier 2 a tasso fisso con ammortamento 5.11.2010-2017 € 400,000,000 € 397,739,866 € 380,788,851 IT0004651656 Unione di Banche Italiane Scpa tasso fisso 2,30% 2.12.2010-2013 Welcome Edition € 81,322,000 € 81,041,477 € 80,835,676 IT0004652043 Unione di Banche Italiane Scpa tasso misto 2.12.2010-2014 € 174,973,000 € 173,997,117 € 173,588,891 IT0004710981 Unione di Banche Italiane Scpa tasso fisso 3,65% 20.5.2011-20.11.2013 € 5,787,000 € 5,914,831 5,914,831 IT0004713654 Unione di Banche Italiane Scpa tasso misto 10.6.2011-2015 € 120,000,000 € 121,935,110 - IT0004718489 UBI subordinato low er tier 2 tasso fisso con ammortamento 5,50% 16.6.2011-2018 Welcome Edition € 400,000,000 € 412,216,859 - IT0004723489 UBI subordinato low er tier 2 tasso fisso con ammortamento 5,40% 30.6.2011-2018 € 400,000,000 € 412,473,438 - IT0004767742 UBI subordinato low er tier 2 tasso misto 18.11.2011-2018 Welcome Edition € 222,339,000 € 219,055,454 - IT0004777550 Unione di Banche Italiane Scpa tasso fisso 5% 9.12.2011-9.6.2014 € 203,313,000 € 204,273,814 - IT0004777568 Unione di Banche Italiane Scpa tasso fisso 5% 30.12.2011-30.6.2014 Welcome Edition € 176,553,000 € 176,231,023 - IT0004779713 Unione di Banche Italiane Scpa tasso fisso 4,50% 30.12.2011-30.6.2014 € 287,722,000 € 286,920,098 - IT0004780711 Unione di Banche Italiane Scpa tasso fisso 5% 29.12.2011-29.6.2014 € 95,109,000 € 94,660,143 - IT0004785876 Unione di Banche Italiane Scpa tasso fisso 4,3% 17.2.2012-17.3.2014 € 19,991,000 - - IT0004785892 Unione di Banche Italiane Scpa tasso fisso 3,8% 31.1.2012-28.2.2014 € 25,000,000 - - (*) The figures relate to bonds outstanding, that is net of repurchases by the company itself. Convertible bonds listed on the MOT (electronic bond market) ISIN number Nominal amount of issue 31.12.2011 31.12.2010 IT0004506868 UBI 2009/2013 convertibile con facoltà di rimborso in azioni € 639,145,872 € 653,777,805 € 652,263,445 Covered bonds listed on the London Stock Exchange ISIN number Nominal amount of issue 31.12.2011 31.12.2010 IT0004533896 UBI Covered Bonds due 23 September 2016 3,625% guaranteed by UBI Finance Srl € 1,000,000,000 € 1,068,507,939 € 1,028,582,677 IT0004558794 UBI Covered Bonds due 16 December 2019 4% guaranteed by UBI Finance Srl € 1,000,000,000 € 1,081,847,471 € 1,011,116,295 IT0004599491 UBI Covered Bonds due 30 April 2022 floating rate amortising guaranteed by UBI Finance Srl € 250,000,000 € 239,418,111 € 250,543,687 IT0004619109 UBI Covered Bonds due 15 September 2017 3,375% guaranteed by UBI Finance Srl € 1,000,000,000 € 1,028,594,052 € 971,231,814 IT0004649700 UBI Covered Bonds due 18 October 2015 3,125% guaranteed by UBI Finance Srl € 500,000,000 € 510,433,699 € 491,344,223 IT0004682305 UBI Covered Bonds due 28 January 2021 5,25% guaranteed by UBI Finance Srl € 1,000,000,000 € 1,131,286,542 - IT0004692346 UBI Covered Bonds due 22 February 2016 4,5% guaranteed by UBI Finance Srl € 750,000,000 € 817,037,468 - IT0004777444 UBI Covered Bonds due 18 November 2021 floating rate amortising guaranteed by UBI Finance Srl € 250,000,000 € 251,229,559 - Innovative equity instruments (preference shares) listed on international markets ISIN number Nominal amount of issue 31.12.2011 31.12.2010 Luxembourg XS0123998394 Non-cumulative Fixed/Floating Rate Guaranteed Trust Preferred Securities Banca Popolare di Bergamo Capital Trust € 300,000,000 € 229,648,799 € 244,086,637 XS0131512450 9% Non-cumulative Guaranteed Trust Preferred Securities Banca Popolare Commercio e Industria Capital Trust € 115,000,000 € 101,929,335 € 106,899,082 London XS0108805564 Step-Up Non-voting Non-cumulative Trust Preferred Securities Banca Lombarda Preferred Securities Trust € 155,000,000 € 125,142,835 € 126,904,945 The list does not include the numerous EMTN issues listed in London and in Luxembourg, nor the securities generated by securitisations performed for internal purposes by B@nca 24-7, UBI Leasing, Banco di Brescia and Banca Popolare di Bergamo, all listed on the Dublin stock exchange, nor the issues of French certificates of deposit and of euro commercial paper, listed in Luxembourg. 108
In detail, institutional funding was composed as follows as at 31 st December 2011: • EMTN securities (Euro Medium Term Notes) amounting to €10.3 billion (€212 million subordinated), issued by UBI Banca as part of a programme for a maximum issuance of €15 billion. All the securities are admitted for trading on the London stock exchange with the sole exception of those which had been issued by the former Banca Lombarda e Piemontese listed in Luxembourg; • covered bonds amounting to €6.1 billion, consisting of eight issues by UBI Banca for a total nominal amount of €5.75 billion (including €11 million already ammortised), as part of a multi-originator programme for a maximum issuance of €10 billion euro. The securities are listed in London; • French certificates of deposit amounting to €0.8 billion, issued by the UBI Banca International as part of a programme for a maximum issuance of €5 billion euro, listed in Luxembourg; • euro commercial paper amounting to €1 billion euro, issued by UBI Banca International as part of a programme for a maximum issuance of €6 billion euro, listed in Luxembourg; • preference shares amounting to €0.5 billion composed of the securities still in issue following the public exchange offer of June 2009. These consist of three issuances for a total €0.453 billion nominal, two of which listed in Luxembourg and one in London. At the date of this report, following the voluntary public tender offer to purchase, which took place between 7 th February and 12 th March 2012, the nominal amount had fallen to €0.344 billion. The downgrades of UBI Banca by Moody's and Fitch performed in the last part of 2011 in the wake of the lowering of Italy’s credit rating had the consequence, amongst other things, of making it necessary for UBI Banca and other national banking groups to take a series of actions on its programme for the issue of covered bonds. In order to prevent probable downgrades of the programme, accounts had to be opened with a third party counterparty (Bank of New York Mellon, also the paying agent) in order to collateralise the swap contracts between UBI Banca and UBI Finance, the special purpose entity for the programme. Margins were paid into these accounts, calculated on the basis of the provisions of the swap contract originally entered into (asset swaps and liability swaps). At the same time, the liquidity accounts of the entity UBI Finance were transferred from UBI Banca International Luxembourg to Bank of New York Mellon, in relation to the minimum rating level requested by the two agencies for the bank used for them. At the end of 2011 the ratings for the programme were “Aaa” for Moody’s and “AAA” for Fitch, under review in both cases for possible negative impacts. In the weeks that followed, when further downgrades of the rating were performed on the Republic of Italy and on national banking Groups, the ratings for UBI Banca’s covered bond programme were also downgraded: from “Aaa” to “Aa2” by Moody’s (16 th January 2012) and from “AAA” to “AA+” by Fitch (8 th February 2012). The new ratings were, however, maintained under review for possible negative impacts. As at 31 st December 2011 the segregated portfolio of residential mortgages (cover pool), created at UBI Finance to cover issuances totalled approximately €9.647 billion, of which 24.8% originated by Banca Popolare di Bergamo, 22.3% by Banco di Brescia, 17.4% by Banca Popolare Commercio e Industria, 11% by Banca Regionale Europea, 10.3% by Banca Popolare di Ancona, 6.1% by Banca Carime, 4.9% by Banco di San Giorgio, 2% by Banca di Valle Camonica and the remaining 1.2% by UBI Banca Private Banking Investment. The segregated portfolio again also had a high degree of fragmentation, including over 136 thousand mortgages with average residual debt of €70.9 thousand, distributed with approximately 75% in North Italy. On 1 st February 2012 a new transfer of assets was made by Banca Popolare di Bergamo, Banco di Brescia, Banca Carime and UBI Banca Private Investment who transferred mortgages already held on their books to the special purpose entity for a total of €1.171 billion consisting of the remaining principal 3 . A second UBI Banca covered bond programme is currently being organised. This programme, which will probably be completed by April 2012, is designed for issuances which will be subscribed by UBI Banca itself in order to be able to have assets eligible for refinancing. A pool of mainly commercial mortgages and, in addition, residential mortgages eligible according to national legislation, but not considered in the rating agencies’ methodologies for the first programme (residential), will be transferred to UBI Finance CB 2 Srl, to back the issues of this new series of covered bonds. The programme will in fact have no specific rating, but will benefit exclusively from the senior rating of the Parent, UBI Banca. The issuances made under this second programme will be entirely subscribed by UBI Banca itself and they will add to the available pool of assets eligible for refinancing. On 1 st March 2012, the first transfer of assets was completed by Banca Popolare Commercio e Industria, Banca Popolare di Ancona, Banca Regionale Europea and Banca di Valle Camonica which transferred 3 Another two transfers of assets were performed in 2011 for use in the covered bond programme as follows: - on 1 st May Banca Popolare di Bergamo and Banco di Brescia transferred mortgages already held on their books to UBI Finance for a total of €1.377 billion consisting of the remaining principal owed; - on 31 st October Banca Popolare Commercio and Industria, Banca Regionale Europea, Banca Popolare di Ancona and Banco di San Giorgio transferred mortgages already held on their books to the special purpose entity for a total of €1.587 billion consisting of the remaining principal on the loans. 109
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Joint stock co-operative company Re
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▪ Principal risks and uncertainti
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REPORT ON CORPORATE GOVERNANCE AND
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A low risk profile The Group has no
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UBI Banca: company officers Honorar
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UBI Banca Group: the main investmen
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The rating As the sovereign debt cr
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Notice of call 1 An Ordinary Genera
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The macroeconomic scenario In a gen
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Monetary policy action taken by the
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imports (+24.9%) than in exports (+
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permanently balance public accounts
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In the light of the very serious cr
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total of the variable component of
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The “hour glass” shaped distrib
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dynamic use of credit recovery serv
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The contribution of the outstanding
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4 th -7 th July 2011 (offer period
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Action undertaken on the branch net
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Disposal of UBI Pramerica SGR opera
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Finally, the UBI Banca Group increa
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• the “Italian Banking Associat
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- the global financial crisis, whic
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As a result of new loan disbursemen
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Again with regard to financial educ
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As concerns the Foreign-Commercial
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This dialogue with customers is not
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Page 67 and 68: Human resources The composition of
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Page 83 and 84: total price of €77 million. Conse
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Page 87 and 88: Reclassified consolidated income st
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Page 91 and 92: Notes to the reclassified consolida
Page 93 and 94: marked improvement compared to €8
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Page 99 and 100: (+0.9%). The changes summarise the
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Page 105 and 106: The comments that follow are based
Page 107 and 108: Total funding Total group funding,
Page 109: On the other hand, while significan
Page 113 and 114: The public tender offer to purchase
Page 115 and 116: As concerns mutual investment funds
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Page 119 and 120: The ratio of lending to funding in
Page 121 and 122: The change recorded was caused by a
Page 123 and 124: unsecured non-performing loans (€
Page 125 and 126: Loans to customers: changes in dete
Page 127 and 128: The interbank market and the liquid
Page 129 and 130: Loans to banks: composition Changes
Page 131 and 132: The collateral pool also benefited
Page 133 and 134: Financial assets The year 2011 was
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Page 141 and 142: As concerns, on the other hand, por
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Page 147 and 148: The table below summarises on- and
Page 149 and 150: OTC interest rate derivatives: deta
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Consolidated companies: the princip
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Direct funding from customers Figur
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The performance of the main consoli
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exposures secured by real estate pr
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million) and other services (+€5.
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BANCA POPOLARE COMMERCIO E INDUSTRI
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accounts and deposits and term depo
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- net interest income reached €16
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BANCA POPOLARE DI ANCONA SPA Figure
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under management, which fell overal
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million) and the repurchase of own
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CENTROBANCA SPA Figures in thousand
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principally to new classifications
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- the net result for financial acti
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IW BANK SPA Figures in thousands of
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overdrafts, while the remaining €
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y the “Company restructuring prog
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UBI PRAMERICA SGR SPA Figures in th
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UBI FACTOR SPA Figures in thousands
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impaired loans - attributable mainl
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managers of Banca Popolare Commerci
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Development Decree - Decree Law No.
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‐ the tax treatment of provisions
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a different criterion is used to ca
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Further details of tax inspections
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In 2011, UBI Banca obtained visibil
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meetings with representatives of bo
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Legislation on the protection of pe
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• risks defined as measurable, fo
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uncertainty surrounding the outcome
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Compliance of corporate health and
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STATEMENT OF THE CHIEF EXECUTIVE OF
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Certification of the consolidated f
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Independent auditors’ report 226
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228
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Consolidated Balance Sheet
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Consolidated Income Statement figur
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Statement of changes in consolidate
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Consolidated Statement of Cash Flow
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PART A - Accounting policies A.1 -
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Accounting policies The accounting
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The income statement of the investo
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39. UBI Finance Srl Milan euro 10,0
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▪ ▪ ▪ 14 th March 2012: the U
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consequent absence of taxable incom
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List of the main IFRS standards end
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Reg. 1126/2008, SIC 7 Introduction
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1.2. Definition of financial assets
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performance by stock markets rather
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3.4 Derecognition criteria Held-to-
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original loan contract, or in the p
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The methods used for measurement of
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6.3 Measurement criteria Investment
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individual renewals, or if the asse
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An intangible asset is recognised i
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(a) within asset item 120 of the ba
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10.1. Current tax assets and liabil
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might affect the amount required to
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14.3.2 Post-employment benefits and
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Interest is recognised on an accrua
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Level 2 Where no prices are availab
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A.3.2.1 Accounting portfolios: dist
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2.2 Financial assets held for tradi
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3.3. Financial assets at fair value
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4.4 Available-for-sale financial as
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6.2 Loans to banks: assets subject
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- 5 % auto sector; - 3 % aeronautic
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SECTION 10 Equity investments - Ite
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10.3 Annual changes in equity inves
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SECTION 11 Technical reserves of re
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These valuation methods were perfor
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Details of the item “Goodwill”
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13.2 Annual changes in intangible a
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comparable transactions for corpora
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Second level impairment test Becaus
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Cash Generating Unit Increase in th
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No deferred tax assets were recogni
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14.7 Other information The tables a
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15.2 Other information Nothing to r
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SECTION 2 Due to customers - Item 2
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Details of item A.1 “Subordinated
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SECTION 4 Financial liabilities hel
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6.2 Hedging derivatives: compositio
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11.2 Other information The demograp
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demographic tables; the characteri
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Changes in liabilities in 2011 for
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The economic and financial assumpti
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• degree of “innovation” in t
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year, for 2004 the tax authorities
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Banca Carime (2003 and 2004) increa
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15.2 Share capital - Number of shar
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Also, with regard to the conversion
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UBI Leasing SpA + €353 thousand R
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5. Management and intermediation on
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1.4 Interest expense and similar: c
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2.2 Commission expense: composition
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SECTION 6 Income (loss) from dispos
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8.2 Net impairment losses on availa
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SECTION 9 Net premiums - Item 150 9
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SECTION 12 Net provisions for risks
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SECTION 16 Profits (losses) of equi
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SECTION 19 Profits (losses) on disp
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SECTION 21 Post-tax profit after ta
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(v) (vi) (vii) (viii) (ix) (x) on 5
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368
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- AMA) - in combined use with the t
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1.2 Policies for the management of
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- it works with the Rating Desk and
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Credit processes within the network
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Credit risk management policy A pro
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Policy for the distribution of mort
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- pledge. In the case of mortgage c
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Quantitative information A. Credit
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A.1.3 Banking Group - On- and off-b
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A.1.7 Banking Group - On-balance sh
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A.3.1 Banking Group - Guaranteed/se
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B. Distribution and concentration o
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B.3 Banking group - Geographical di
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of a loan portfolio was signed, whi
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• performing loans resulting from
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Orio Finance 3 Originator UBI Banca
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Tabella 7: 190090O|1 - NOTA C.1.6 I
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C.2 Transfers C.2.1 Financial asset
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C.3 Banking Group - Covered bond op
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transferred. Each of these swaps ha
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3. management of the operations. Th
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Subsequently, in November 2011, aft
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D. Banking group - Models for the m
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one day VaR limit for the UBI Group
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Backtesting analysis Backtesting an
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The analysis shows a very heightene
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different hypotheses for the elasti
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2.3 Currency risk Qualitative infor
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2.4 Derivative financial instrument
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A.3 Financial derivatives: gross po
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A.7 OTC financial derivatives: bank
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B. Credit derivatives B.1 Credit de
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The system for the management of li
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Quantitative information 1.1 Distri
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1.3 Distribution over time by resid
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1.5 Distribution over time by resid
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4 BANKING GROUP - OPERATIONAL RISKS
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- Local Operational Risk Support Of
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16031). It must also be underlined
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Quantitative information The graphs
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Operational losses detected in 2011
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B. Quantitative information Informa
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Section 2 - Capital and banking sup
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deductions and negative filters, to
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PART G - Business combination trans
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the consolidated income tax act) co
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Transactions with related parties -
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Principal income statement items wi
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it is calculated on the basis of th
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Distribution by business segment: b
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Assistance activities (risk assessm
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UBI Banca Group

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