Prospectus - Notowania

1
Director in possession of the requirements of independence established in article 148 of the TUF (Consolidated
Finance Act).
2
Director in possession of the requirements of independence established in article 148 of the TUF (Consolidated
Finance Act) and article 3 of the Code of Conduct.
All members of the Board of Directors reside, for the purposes of office, at the office
of the Issuer’s General Management (Board Secretary - Via San Protaso, 3 - 20121
Milan).
The Board of Directors is vested with all the powers of administration of the Issuer,
except for those reserved by law to the shareholders’ meeting, to be exercised within
the framework of forecasts, duties and competences set out in the normative and
regulatory provisions in force, the Articles of Association and the principles and
application criteria outlined by the Code of Conduct. In addition, in compliance with
the relative statutory provision, the Board of Directors has adopted the "Regulation of
the UniCredit Board of Directors” which disciplines its operating methods. For further
details on the practice of the Board of Directors, refer to the First Section, Chapter 16
of the Prospectus and to Chapter 21, Paragraph 21.2.2 of the Prospectus for
information regarding the members of the Board of Directors.
The only director to receive management powers from the Board of Directors was
CEO Alessandro Profumo, within pre-established limits and with the power to subdelegate,
if necessary, in all Issuer business segments such as, by way of an example:
credit activities, management of investees and equity investment operations; trading,
structural banking book and strategic activities; expense, contribution and donation
authorisations; definition and modification of organisational structures and internal
regulations; dispute management; property-related activities.
A short CV of each director is shown below:
Dieter Rampl. Studies in Economics. He began his career in Munich in 1968 at
Bayerische Vereinsbank in Trade and Commodity Finance Business, then the
following year moved to Société de Banque Suisse in Geneva. He returned to
Bayerische Vereinsbank in Munich in 1971, to deal with Foreign Trade Financing. He
transferred to New York in 1974, taking charge of Corporate Lending and Credit and
stayed there until 1980. From 1980 to 1982 he occupied the same role in the
Düsseldorf office. He joined BHF-Bank, Frankfurt, in 1983 and from 1984 to 1987 he
held the role of General Manager of BHF North America in New York. He returned to
Frankfurt in 1988 as General Manager for Corporate Business and, in 1993, carried
out the acquisition of the Investment Bank Charterhouse of London, where he held the
role of Managing Director until 1994. In 1995, he returned to Bayerische Vereinsbank,
Munich, as member of the Management Board, responsible for Corporate Business
and Corporate Finance and was appointed CEO of Hypovereinsbank in January 2003.
He has been the Chairman of UniCredit since January 2006. He holds roles in various
Italian and German companies and institutions.
Luigi Castelletti. He obtained the master honoris causa in Integrated Logistics,
bestowed by the Università degli Studi di Verona (University of Verona). He has been
enrolled in the Register of Lawyers since 1983. From 1997 to 2003 he was Chairman
of the Consorzio Zona industriale di Verona (Industrial Zone Consortium of Verona):
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