Prospectus UBI Banca Covered Bond Programme

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Prospectus S.p.A. of the asset management activities of Capitalgest Sgr S.p.A. (the asset management company of the former Banca Lombarda) became effective. UBI Pramerica offers a wide range of products, from mutual funds to discretionary asset management. Total assets under management of UBI Pramerica, totalled Euro23.9 billion and the company's net profit for the year amounted to Euro13.7 million. Bancassurance The UBI Banca Group has both life and non-life insurance companies which distribute through the banking channels of the Group. As concerns the non-life Bancassurance sector, UBI Assicurazioni S.p.A. is the P&C product company of the Group 100 per cent. owned by UBI Banca. For the year ended 31 December 2008 UBI Assicurazioni S.p.A. reported premium inflows for the year of Euro 237.9 million and a net profit of Euro 34.3 million. Moreover, the Group distributes products of three companies active in the sector of life bancassurance: Aviva Assicurazioni Vita S.p.A. (49.99 per cent. held by UBI Banca and the remaining part by Aviva S.p.A.), Aviva Vita S.p.A. (currently owned 50 per cent. by Aviva S.p.A. and the remaining part by UBI Banca) and Lombarda Vita S.p.A. (currently owned by 50.1 per cent by Cattolica Assicurazioni and 49.9 per cent by UBI Banca). Leasing The Group presently offers leasing products through UBI Leasing S.p.A.. UBI Leasing is 98.99 per cent. controlled by UBI Banca. As at 31 December 2008 UBI Leasing had total outstanding loans amounting to Euro9.2 billion and reported net profit of Euro43.8 million. Factoring UBI Factor S.p.A. is wholly owned by UBI Banca. As at 31 December 2008 the company had outstanding loans amounting to Euro2.1 billion and a net profit of Euro21.2 million. UBI Banca's Management And Supervisory Bodies UBI Banca has adopted a "dual" governance system. The dual governance system consists of a Supervisory Board and a Management Board; the Shareholders' Meeting appoints the Supervisory Board, which then appoints the Management Board. The Supervisory Board is in charge of setting the strategic guidelines and of controlling the management of the company. It approves the financial statements of UBI Banca and the consolidated financial statements of the Group prepared by the Management Board. The Management Board has exclusive responsibility for the management of the company and for performing all those operations necessary for implementing the business purpose of the company in compliance with the general strategies and plans drawn up by the Supervisory Board. Supervisory Board According to Article 44 of UBI Banca's Articles of Association, the Supervisory Board is composed of 23 members with a three-year term of office and is elected on a list basis from amongst registered shareholders with voting rights. All its members must possess the qualities of integrity, professionalism and independence required by the legislation currently in force and at least three of them must be chosen from among persons enrolled in the Registro dei Revisori Contabili (register of auditors) who have practised as legal certifiers of accounts for a period of not less than three-years. - 100 -
Prospectus The actual Supervisory Board of UBI Banca is composed as follows: Name Position Principal activities performed outside the UBI Banca Group Corrado Faissola Chairman Chairman of Associazione Bancaria Italiana Member of the Board of Fondo Interbancario Tutela dei Depositi Giuseppe Calvi Senior Deputy Chairman Member of the Board of Mazzoleni Industriale Commerciale S.p.A., Porta Sud S.p.A Alberto Folonari Deputy Chairman Chairman of the Board of Mercury S.p.A. and Fingiama S.p.A. Member of the Board of Editoriale Bresciana S.p.A. of Numerica Pubblicità S.r.l. and Centro Stampa Quotidiani S.p.A. Mario Mazzoleni Deputy Chairman Chairman of the Board of Mazzoleni S.p.A., BAS Omniservizi S.r.l. Member of the Board of Mazzoleni Commerciale S.p.A. Battista Albertani Board Member Chairman of the Board of IN. BRE Iniziative Bresciane S.p.A., ARCH Legno S.p.A., Tecsol S.p.A., Inder S.p.A., Iniziative Urbane S.r.l., Nuovi Assetti Urbani S.p.A., Calisio S.p.A., Finanziaria di Valle Camonica Member of the Board of Azienda Elettrica Valle Camonica S.r.l., Iris 2002 S.r.l. and Elettra 2000 S.p.A. Giovanni Bazoli Board Member Chairman of the Supervisory Board of Intesa Sanpaolo S.p.A. Chairman of Mittel S.p.A. Deputy Chairman of Editrice La Scuola S.p.A. Member of the Board of Alleanza S.p.A. Luigi Bellini Board Member Chairman of the Board of Nationale Suisse Compagnia Italiana di Assicurazioni S.p.A., Nationale Suisse Vita S.p.A. and of Agricola GualdoTadino S.r.l. Member of the Board of Bonetti S.p.A. and sole administrator of Innocenzo S.r.l. Mario Cattaneo Board Member Chairman of the Board of Euromobiliare Asset Management Sgr S.p.A. Member of the Board of Sella Holding Banca S.p.A., Bracco S.p.A., Luxottica group S.p.A. Chairman of the Board of Statutory Auditors of: Sara Assicurazioni S.p.A., Sara Immobili S.p.A., SIA SSB S.p.A., Italiana Assicurazioni S.p.A., Intesa Mediafactoring S.p.A. - 101 -
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Prospectus UNIONE DI BANCHE ITALIAN
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Prospectus Figures included in this
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Prospectus INFORMATION INCORPORATED
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Prospectus SUPPLEMENTS, FINAL TERMS
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Prospectus Structure Overview • P
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Prospectus on any Interest Payment
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Prospectus the Conditions and the D
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Prospectus deferral will occur auto
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Prospectus AAA Aaa AAA Governing La
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Prospectus Guarantee in respect of
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Prospectus of each individual Cover
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Prospectus Securitisation and Cover
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Prospectus securities. Generally, t
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Prospectus Catastrophic events, ter
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Prospectus Reliance on Swap Provide
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Prospectus There is no guarantee th
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Prospectus • the right to request
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Prospectus (e) Monte Titoli Mandate
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Prospectus "Calculation Agent" mean
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Prospectus "D 1 " is the first cale
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Prospectus (ii) (iii) (iv) (v) an a
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Prospectus "Optional Redemption Dat
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Prospectus "Relevant Dealer(s) " me
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Prospectus 4. Status and Guarantee
Page 49 and 50: Prospectus (d) ISDA Determination I
Page 51 and 52: Prospectus (b) Extension of maturit
Page 53 and 54: Prospectus Bondholder. Once deposit
Page 55 and 56: Prospectus withheld or assessed by
Page 57 and 58: Prospectus (v) Invalidity of the Co
Page 59 and 60: Prospectus all respects except for
Page 61 and 62: Prospectus 1. GENERAL RULES OF THE
Page 63 and 64: Prospectus "Voter" means, in relati
Page 65 and 66: Prospectus 5. VALIDITY OF BLOCK VOT
Page 67 and 68: Prospectus where applicable, modifi
Page 69 and 70: Prospectus 15.2 The Chairman and a
Page 71 and 72: Prospectus Removal and Remuneration
Page 73 and 74: Prospectus TITLE III THE REPRESENTA
Page 75 and 76: Prospectus 28.6 Discretions Save as
Page 77 and 78: Prospectus 29.2.16 shall not, if in
Page 79 and 80: Prospectus 30.7 Certificates of Par
Page 81 and 82: Prospectus 32.5 Notice of waiver If
Page 83 and 84: Prospectus FORM OF FINAL TERMS Set
Page 85 and 86: Prospectus [Instalment] [The Covere
Page 87 and 88: Prospectus (xv) Fall back provision
Page 89 and 90: Prospectus (i) Optional Redemption
Page 91 and 92: Prospectus These Final Terms compri
Page 93 and 94: Prospectus 5. [Fixed Rate Covered B
Page 95 and 96: Prospectus USE OF PROCEEDS The net
Page 97 and 98: Prospectus Calabria, Vibo Valentia,
Page 99: Prospectus (ix) a banking network o
Page 103 and 104: Prospectus Name Position Principal
Page 105 and 106: Prospectus The Supervisory Board al
Page 107 and 108: Prospectus General Management Name
Page 109 and 110: Prospectus approvals from CONSOB an
Page 111 and 112: Prospectus (thousands of Euro) UNIO
Page 113 and 114: Prospectus (thousands of Euro) UNIO
Page 115 and 116: Prospectus Defaulted and problem lo
Page 117 and 118: Prospectus Introduction THE GUARANT
Page 119 and 120: Prospectus Banca Popolare di Bergam
Page 121 and 122: Prospectus ( * ) Member of Executiv
Page 123 and 124: Prospectus Figures in thousands of
Page 125 and 126: Prospectus Name Franco Bossoni( * )
Page 127 and 128: Prospectus (In thousands of Euro) 3
Page 129 and 130: Prospectus of the bank. In accordan
Page 133 and 134: Prospectus Management Banca Regiona
Page 135 and 136: Prospectus INCOME STATEMENT (In tho
Page 137 and 138: Prospectus Detail of amounts due to
Page 141 and 142: Prospectus Funding Banca Carime's p
Page 145 and 146: Prospectus Funding Banca di Valle C
Page 149 and 150: Prospectus Direct funding from cust
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Prospectus (In thousands of Euro) 3
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Prospectus Direct funding from cust
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Prospectus (In thousands of Euro) 3
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Prospectus Loans to customers as at
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Prospectus Covered Bond Guarantee S
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Prospectus Master Loans Purchase Ag
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Prospectus Master Servicer shall al
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Prospectus receive instructions fro
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Prospectus notice substantially in
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Prospectus price reasonably availab
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Prospectus Rating Downgrade Event U
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Prospectus in the name and on behal
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Prospectus CREDIT STRUCTURE The Cov
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Prospectus "Z" stands for the weigh
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Prospectus "Z" stands for the weigh
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Prospectus Pre-Issuer Event of Defa
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Prospectus (f) (g) (h) (i) Sixth, t
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Prospectus • the payment of which
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Prospectus DESCRIPTION OF CERTAIN R
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Prospectus The issuing bank The Ban
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Prospectus and the Covered Bond Gua
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Prospectus Finally the Prepayment P
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Prospectus authorised intermediary,
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Prospectus Where an Italian residen
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Prospectus terminate at the end of
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Prospectus and (3) an annual net tu
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Prospectus Listing and Admission to
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Prospectus GLOSSARY "Accounts" mean
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Prospectus "Commercial Mortgage Loa
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Prospectus guarantee) by an entity
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Prospectus "Initial Portfolio" mean
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Prospectus "Luxembourg BdB Interest
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Prospectus "Post-Enforcement Priori
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Prospectus "Representative of the C
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Prospectus "Transfer Date" means: (
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Prospectus PRINCIPAL PAYING AGENT T
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Prospectus UBI Banca Covered Bond Programme

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