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>> Consolidated Financial Statements
Part E – Information on risks and related risk management policies
On September 21, 2009, Divania S.r.l. served an additional and separate petition to UniCredit Corporate
Banking S.p.A. at the Court of Bari, requesting compensation for damages allegedly incurred, amounting
to �68.9 million, contesting the violations of the law and regulations (relevant, amongst other things, to
financial products) as a result of the bank’s behaviour in relation to the derivative transactions in question,
and, more generally, the behaviour in regards to the customer. The suit is closely linked to the one
already pending.
The petition is considered to be without grounds and therefore no provisions have presently been made.
Acquisition of Cerruti Holding Company S.p.A. by Fin.Part S.p.A.
At the beginning of August 2008, the receivership of Fin.Part S.p.A. (“Fin.Part”) brought a civil action
against UniCredit S.p.A., UniCredit Banca S.p.A., UniCredit Corporate Banking S.p.A. and one other bank
not belonging to UniCredit Group for contractual and tort liability.
Fin.Part makes claim against each of the defendant banks, jointly and severally or alternatively, each to
the extent applicable, for compensation for damages allegedly suffered by Fin.Part and its creditors as a
result of the acquisition of Cerruti Holding Company S.p.A. (“Cerruti”).
The action contests the legality of the conduct displayed during the years 2000 and 2001 by the
defendant banks, in concert among them, for the acquisition of the fashion sector of the Cerruti 1881
Group, by means of a complex financial transaction focused specifically on the issue of a bond for �200
million by a special purpose vehicle in Luxembourg (C Finance S.A.).
It is maintained that Fin.Part was not able to absorb the acquisition of Cerruti with its own funds, and that
the financial obligations connected with the bond payment brought about the bankruptcy of the company.
Therefore, the receivership is requesting compensation for damages in the amount of �211 million, which
represents the difference between the liabilities (�341 million) and the assets (�130 million) of the
bankruptcy estate, or such other amount as determined by the court. Furthermore, it is requested the
defendants return all of the amounts earned in fees, commissions and interest in relation to the fraudulent
activities.
Papers were filed on December 23, 2008 that included the bankruptcy of C Finance S.A.
The receivership maintains that the insolvency of C Finance S.A., which existed at the time of its
establishment, due to the issue of the bond and the transfer of proceeds to Fin.Part in exchange for
assets with no value, should be attributed to the banks involved in causing the financial difficulties, as
their executives contributed to devising and executing the transaction.
The defendant banks are asked to compensate the damages as follows: a) the total of bankruptcy
liabilities (�308.1 million); or, alternatively, b) the amounts disbursed by C Finance S.A. to Fin.Part and
Fin.Part International (�193 million); or, alternatively, c) the amount collected by UniCredit S.p.A. (�123.4
million).
In another area, the banks are requested to compensate damages for the amounts collected (equivalent
to �123.4 million as well as �1.1 million in fees and commissions) for the alleged invalidity and illegality of
the case or for illegal reasons involving all parties to the complex deal that the transaction in question
allegedly turned into, according to the petitioner, the payment of Fin.Part debts to UniCredit S.p.A. using
the proceeds from the C Finance S.A. bond issue. In addition, the transaction was allegedly a means for
evading Italian laws regarding limits and procedures for bond issues.
UniCredit Group’s legal counsel is assessing the procedural aspects and the relationships between the
accompanying petitions of the two bankruptcies, also in regard to the appeal pursuant to Article 101 of
Regional Decree no. 267 of March 16, 1942, filed by the C Finance S.A. bankruptcy against the
bankruptcy of Fin.Part.
In January 2009, the judge rejected the writ of attachment for the defendant not belonging to UniCredit
Group.
On June 9, 2009 the deed of appearance and reply was submitted for UniCredit S.p.A..
On October 05, 2009 and on January 12, 2010 the parties personal appeared for settlement proceedings.
The settlement proceedings were unproductive due to the distance of the parties' positions.
The next hearing is scheduled on april 27, 2010.