Prospectus - Notowania

- 72 -
RISK FACTORS
The settlement attempt was unproductive due to the difference in the positions
of the parties. The judge adjourned the case until the hearing on January 12,
2010 for the purpose of attempting a new settlement. The proceedings were
pending as of the Date of the Prospectus.
On October 2, 2009, the Fin.Part bankruptcy receivership summoned UniCredit
Corporate Banking (as rightful claimant of the former Credito Italiano) before
the Milan Court so that the following should take place (i) acknowledgement of
the invalidity of the “payment” of €46 million made, in September 2001, by
Fin.Part in favour of the then Credito Italiano and, consequently, (ii) the
defendant be ordered to return said amount which refers to the repayment of a
credit facility granted by the bank within the sphere of the complex financial
transaction already disputed in the previous legal proceedings.
The plaintiff’s petitions appear to be included in that brought by the Fin.Part
receivership in the proceedings already underway.
In UniCredit’s opinion, partly on the basis of the information provided by its
legal advisors, the plaintiff’s petition in any event appears groundless and/or
lacking a supporting strategy; consequently, also taking into account that the
proceedings are at the initial state, no provisions have been made at present.
(g) GBS S.p.A.
At the beginning of February 2008, General Broker Service S.p.A. (GBS S.p.A.)
had started an arbitrational procedure against UniCredit aimed at declaring the
unlawfulness of the conduct by Capitalia and subsequently by UniCredit with
reference to the insurance brokerage relationship in effect and verified as
deriving from the exclusive agreement executed in 1991, to consequently obtain
the reimbursement for the damages sustained and originally quantified in €121.7
million and then increased to €197.1 million.
The 1991 agreement, that contained a commitment of exclusivity, was executed
between GBS S.p.A. and the (then) Banca Popolare di Pescopagano e Brindisi.
the aforementioned bank, subsequent to the merger – dating back to 1992 – with
the Bank of Lucania, became Banca Mediterranea, which was then incorporated
(2000) into the Banca di Roma S.p.A., which in turn became Capitalia (now
UniCredit).
The brokerage relations with GBS S.p.A., originating from the agreement
executed in 1991, were subsequently regulated by (i) an agreement for the
supply of insurance brokerage services executed in 2003 between GBS S.p.A.,
AON S.p.A. and Capitalia, extended for decisive facts until May 2007, and (ii) a
similar further agreement in May 2007 between the aforementioned brokers and
Capitalia Solutions S.p.A, on its own and as mandate with power of attorney for
the operative banks and in the interests of the Companies of the ex Capitalia
group, including the holding company.