Prospectus UBI Banca Covered Bond Programme

Prospectus
in the applicable Final Terms.
Dual Currency Interest
Covered Bonds
Zero Coupon Covered Bonds
Partly-Paid Covered Bonds
Taxation
Payments of interest, whether at maturity or otherwise, in respect of Dual
Currency Interest Covered Bonds will be made in such currencies, and
based on such rates of exchange, as the Issuer and the relevant Dealer(s)
may agree as set out in the applicable Final Terms.
Zero Coupon Covered Bonds, bearing no interest, may be offered and sold
at a discount to their nominal amount, as specified in the applicable Final
Terms.
Covered Bonds may be issued on a partly-paid basis in which case interest
will accrue on the paid-up amount of such Covered Bonds or on such other
basis as may be agreed between the Issuer and the relevant Dealer(s) and
set out in the applicable Final Terms.
All payments in relation to Covered Bonds will be made without tax
deduction except where required by law. If any tax deduction is made, the
Issuer shall be required to pay additional amounts in respect of the amounts
so deducted or withheld, subject to a number of exceptions including
deductions on account of Italian substitute tax pursuant to Decree 239.
Under the Covered Bond Guarantee, the Guarantor will not be liable to pay
any such additional amounts.
For further detail, see Condition 11 (Taxation).
Issuer cross default
Each Series of Covered Bonds will cross-accelerate as against each other
but will not otherwise contain a cross default provision. Accordingly,
neither an event of default in respect of any other indebtedness of the Issuer
(including other debt securities of the Issuer) nor acceleration of such
indebtedness will of itself give rise to an Issuer Event of Default. In
addition, an Issuer Event of Default will not automatically give rise to a
Guarantor Event of Default, provided however that, where a Guarantor
Event of Default occurs and the Representative of the Covered
Bondholders serves a Guarantor Default Notice upon the Guarantor, such
Guarantor Default Notice will accelerate each Series of outstanding
Covered Bonds issued under the Programme.
For further detail, see Condition 12 (a) (Issuer Events of Default).
Rating Agency confirmation
Listing and admission to
trading
Rating
The issue of any Series of Covered Bond (including, for the avoidance of
doubt, Index-Linked Interest Covered Bonds, Credit-Linked Interest
Covered Bonds, Equity-Linked Interest Covered Bonds, Dual Currency
Interest Covered Bonds, Partly-Paid Covered Bonds and Zero Coupon
Covered Bonds) in each case as specified in the applicable Final Terms
shall be subject to confirmation by the Rating Agencies that the then
current ratings for any outstanding Covered Bonds will not be adversely
affected by the issuance of such Covered Bonds.
Application has been made for Covered Bonds issued under the Programme
during the period of 12 months from the date of this Prospectus to be
admitted to the official list and to trading on the Regulated Market of the
London Stock Exchange.
Each Series of Covered Bonds is expected to be assigned the following
ratings on the relevant Issue Date unless otherwise stated in the applicable
Final Terms:
Fitch Moody's S&P
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