GENERAL MEETING DRAFT - Bankier.pl

Several subsidiaries of UniCredit S.p.A. have received orders and requests to produce information and
documents from the SEC, the U.S. Department of Justice and the SIPA Trustee in the United States, the
Austrian Supervisory Authority for financial markets, the Irish Supervisory Authority for financial markets
and BaFin in Germany related to their respective investigations into Bernard L. Madoff’s fraud.
In addition to proceedings stemming from the Madoff case against UniCredit S.p.A., its subsidiaries and
some of their respective employees and former employees, additional actions have been threatened and
may be filed in the future in said countries or in other countries by private investors or local authorities.
The pending or future actions may have negative consequences for the Group.
All pending actions are in the initial phases. UniCredit S.p.A. and its subsidiaries involved intend to defend
themselves against the charges regarding the Madoff case by any method available to them.
At the time being it is not possible to reliably estimate the timing and results of the various actions, nor
determine the level of responsibility, if any responsibility exists. Presently, in compliance with international
accounting standards, no provisions were made for specific risks associated with Madoff disputes.
Medienfonds
Various investors in VIP Medienfonds 4 Gmbh & Co. KG (“Medienfonds”) brought legal proceedings
against the subsidiary HVB. The investors in the Medienfonds fund initially enjoyed certain tax benefits
which were later prohibited by the tax authorities. HVB did not sell shares in the Medienfonds fund, but
granted loans for the investment in said fund, to all investors (for a part of the amount invested), by
assuming specific repayment obligations in respect of said fund of which some film distributors are
holders. The actors argue that HVB was aware that the structure of the fund increased the tax risk
associated with the investment, particularly in relation to the possible loss of tax benefits and that it would
be responsible, together other parties, for presumed errors in the prospectus used to market the fund.
The courts of first instance passed various sentences, also unfavourable, on HVB, but none of these
decisions have yet become final. The District High Court of Munich is dealing with the issue relating to
prospectus liability through a specific procedure pursuant to the Capital Markets Test Case Act
(Kapitalanleger-Musterverfahrensgesetz) including that of HVB. HVB and another German bank involved
in said proceedings have proposed a settlement. HVB has moved to make provisions which are, at
present, deemed to be congruous.
CODACONS Class action
With a petition served on January 5, 2010, CODACONS (Co-oordination of the associations for the
defence of the environment and the protection of consumer rights), in the interest of one of its applicants,
submitted a class action to the Court of Rome against UniCredit Banca di Roma S.p.A. pursuant to article
140-bis of the Consumer Code (Legislative Decree no. 206 dated September 6, 2005). This action, which
was brought for an amount of �1,250 (plus unquantified non-material damages), is based on the
allegations of AGCM, according to which Italian banks would have paid for the abolition of maximum
overdraft commission introducing new and more costly commissions for users. The applicant asked the
Court of Rome to allow the action specifying the criteria based on which the parties which intend to
adhere are included in the class action and setting fixed terms of not more than 120 days within which the
adhesion contracts must be deposited in the court registry. If the Court considers the collective action
admissible, the sum requested could increase in an exponential way in relation to the number of
adhesions of current account holders of UniCredit Banca di Roma S.p.A. who considered themselves
injured by the bank’s behaviour. UniCredit believes to have operated in compliance with the law.
2009 CONSOLIDATED REPORTS AND ACCOUNTS
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