GENERAL MEETING DRAFT - Bankier.pl

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1. The undersigned Alessandro Profumo (as Chief Executive Officer) and Marina Natale (as the
Manager Charged with preparing the financial reports), of UniCredit SpA, taking into consideration Art.
154-bis (subparagraph 3 and 4) of Italian Legislative Decree February 24th 1998 n.58, do hereby
certify:
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� the adequacy in relation to the Legal Entity features and
� the actual application
of the administrative and accounting procedures employed to draw up 2009 Consolidated Financial
Statements.
2. The adequacy of administrative and accounting procedures employed to draw up 2009 Consolidated
Financial Statements has been evaluated applying a Model defined by UniCredt SpA coherent with
“Internal Controls – Integrated Framework” (CoSO) and “Control Objective for IT and Related
Technologies” (Cobit), which represent international commonly accepted standards for internal control
system.
3. The undersigned also certify that:
3.1 The 2009 Consolidated Financial Statements:
a) were prepared in compliance with applicable international accounting standards recognized by
the European Community pursuant to European Parliament and Council Regulation
no.1606/2002 of 19 July 2002;
b) correspond to results of the books and accounts records;
c) were prepared according to Art. 9 of the Legislative Decree N.38/05 and are suitable to provide
a fair and correct representation of the situation of the assets and liabilities, the economic and
financial situation of the issuer and the group of companies included in the scope of
consolidation.
3.2 The report on operations shall contain a reliable analysis of the trend and operating results, as well
as whole situation of the issuer and of the Legal Entities included in the scope of consolidation,
together with a description of the main risks and uncertainties they are exposed.
Milan, March 16, 2010
Alessandro Profumo Marina Natale
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