Financial assets

Transcription

Financial assets
 UBI
Banca:
principal
performance indicators1
figures
31.12.2011
31.12.2010
and
31.12.2009
31.12.2008
STRUCTURAL INDICATORS
Net loans to customers / total assets
22.1%
20.5%
19.8%
16.9%
Direct funding from customers/total liabilities
49.7%
49.1%
33.5%
32.2%
Net loans to customers/direct funding from customers
44.6%
41.8%
59.0%
52.4%
Equity (including profit for the year) / total liabilities
10.7%
14.6%
16.8%
16.7%
4.2%
2.7%
3.8%
0.2%
PROFIT INDICATORS
ROE (Profit for the year / equity excluding profit for the year)
ROTE (profit for the year/equity for the year including profit (loss) for the year net of
intangible assets)
ROA (Profit for the year/total assets)
4.2%
2.9%
4.0%
0.2%
0.45%
0.40%
0.64%
0.04%
Cost:income ratio (operating expenses/operating income)
96.9%
59.5%
39.4%
58.9%
Personnel expense/operating income
43.7%
28.1%
18.0%
24.8%
135.2%
64.6%
78.0%
141.3%
-2.1%
27.8%
17.9%
-30.1%
Dividends/operating income
Net result on financial activities/operating income
CAPITAL RATIOS Basel 2 standard
Tier 1 ratio (tier 1 capital / total risk weighted assets)
59.23%
67.64%
67.04%
45.89%
Total capital ratio [(supervisory capital+tier 3/total risk weighted assets]
85.62%
90.42%
95.15%
64.25%
12,972,683
13,713,202
14,285,982
13,655,979
Supervisory capital
(in tho usands o f euro )
of which: Tier one capital after the application of prudential filters and specific
deductions
Risk weighted assets
8,973,902
10,258,059
10,064,763
9,753,795
15,151,704
15,165,464
15,013,954
21,253,805
(2,713,054)
283,720
406,317
23,886
70,124
195,474
388,152
441,574
INCOME STATEMENT, BALANCE SHEET FIGURES (in thousands of euro),
STRUCTURAL DATA (numbers)
Profit (loss) for the year
Profit (loss) for the year normalised
Operating income
Operating expenses
Net loans to customers
of which: net non-performing loans
net impaired loans
Direct funding from customers
Equity (including profit (loss) for the year)
Intangible assets
Total assets
Branches in Italy
262,202
465,070
708,460
640,100
(254,048)
(276,650)
(278,852)
(376,816)
15,692,663
14,536,121
12,560,060
10,446,768
280
277
272
849
-
-
-
-
35,223,005
34,790,516
21,277,596
19,942,079
7,609,829
10,328,266
10,662,230
10,358,682
448
542,792
545,893
596,756
70,895,253
70,897,601
63,450,192
61,983,318
2
2
2
2
1,250
1,380
1,405
1,566
1,212
1,349
1,451
1,509
Total personnel at the end of year
(actual emplo yees in service + wo rkers o n agency leasing co ntracts)
Average total personnel
(actual emplo yees in service + wo rkers o n agency leasing co ntracts) (*)
The profit indicators for 2011 were calculated on profit for the year before impairment losses on Group equity investments, goodwill and
intangible assets, which amounted to €316,723 thousand.
1 The indicators have been calculated using the reclassified figures contained in the section “Reclassified financial statements,
reclassified income statement net of the most significant non-recurring items and reconciliation schedules”.
Information on the share is given in the relative section of this Management Report.
(*) Part time employees have been calculated within total average personnel numbers according to convention on a 50% basis.
2*
The organisational structure of UBI Banca
Unione di Banche Italiane Scpa is a co-operative bank listed on the Milan stock exchange. It is
the parent of the banking group of the same name, which has a federal, multi-functional
organisational model and a product range diversified by market.
Within this organisation, the federated network banks – each focused on their own
geographical areas where they benefit from strong roots in local communities and are
responsible for business with their customers – operate with the assistance and support of
product companies and of a Parent with the duties of management, co-ordination and control.
As the Parent of the Group, UBI Banca performs the functions of strategic policy-making
(formulating the Group business strategy), of supervising business functions (by supporting
and co-ordinating the commercial activities of the network banks and product companies),
monitoring risks and providing centralised services (either directly or through subsidiaries).
With regard to governance, UBI Banca has adopted a two tier system, with full respect for the
prerogatives and specific characteristics of the two corporate bodies which hold separate
responsibilities for supervision and management.
On 21st December 2011 the Management Board took note of the decision taken by the General
Manager, dott. Graziano Caldiani, to end his relationship as an employee after the annual
shareholders’ meeting to be held in April 2012 and designated dott. Francesco Iorio, former
General Manager of Banca Popolare Commercio e Industria, as General Manager from 1st May
2012.
On that same occasion, the Management Board approved a new organisation chart for the
Parent, effective from 1st February 2012, based on a simplification of reports through the
creation of specific organisational roles which in some cases replaced the previous “Macro
Areas” which were eliminated.
In the new chart strategic and control functions report directly to the CHIEF EXECUTIVE OFFICER
through the following officers:
- Chief Financial Officer (Elisabetta Stegher who has also maintained her duties as Senior
Officer Responsible for the preparation of corporate accounting documents pursuant to
Article 154-bis of the Consolidated Finance Act);
- Chief Risk Officer (Mauro Senati);
- Investor & Media Relations (Laura Ferraris);
- Chief of General Affairs and Subsidiaries (Ettore Medda).
The following units, responsible for revenues, credit and expenditure, report to the GENERAL
MANAGEMENT through the following officers:
- Chief of Business, responsible for commercial and financial activities (Francesco Iorio until
30th April 2012 – Rossella Leidi since 1st May 2012);
- Chief of Credit and Credit Recovery (Giovanni Lupinacci);
- Chief Operating Officer (Elvio Sonnino), responsible for human resources and organisation,
co-ordinating the operations of UBI Sistemi e Servizi and the planned consortium company
UBI Academy1.
1 See the consolidated management report for further information.
3*
Organisation Chart of UBI Banca Scpa
4*
The macroeconomic scenario
Information on the context in which UBI Banca operated during the year is provided in the
section “The macroeconomic scenario” of the report on consolidated operations.
Human resources
Employees on the payroll of UBI Banca as at 31st December 2011 numbered 2,170 –
practically unchanged compared to 2,171 at the end of 2010 – the result of 39 appointments
(32 permanent and seven on temporary contracts) and 40 staff leaving, of which eight due to
intragroup transfers, ten to “solidarity fund” redundancies and 13 due to voluntary
resignations.
Personnel leaving under the incentive schemes of the agreement of 14th August 2007
numbered two (all opting for the “solidarity fund” scheme).
In terms of personnel actually working for the Parent – the “work force”, numbering 1,250 –
staff numbers fell by 130 consisting mainly of normal employees (-117) and to a lesser extent
workers on personnel leasing contracts, which were not used at the end of the year (-13).
Composition of personnel by "work force"
Number
Employees of UBI Banca
Staff on secondment at other Group member companies
Personnel on secondment from other Group member companies
Total employees actually in service at UBI Banca
Workers on personnel leasing contracts
Total "work force"
31.12.2011
31.12.2010
2,170
-1,216
2,171
-1,173
Change
-1
43
296
369
-73
1,250
-
1,367
13
-117
-13
1,250
1,380
-130
As shown in the table, which gives the composition of the work force, at the end of the year
1,216 personnel were on secondment to other Group member companies, approximately 77%
of whom consisting of the 934 employees working at UBI Sistemi e Servizi, an increase of 35
compared to 899 in December 2010.
On the other hand personnel on secondment from other Group member companies fell by 73,
attributable mainly to the transfer to UBI Sistemi e Servizi – effective from 1st January 2011 –
of activities carried out by the Contact Centre.
In consideration of the particular operational nature of the Parent, the composition of
personnel continues to contain a greater percentage of higher ranking personnel compared to
the consolidated figure.
The average age of employees at UBI Banca was 43 years and 10 months (compared to 42
years and 11 months in 2010), while the average length of service was 15 years and 11
months (15 years and 1 month the year before). The proportion of female personnel remained
unchanged at 34.56% (34.64% at the end of 2010).
5*
Composition of personnel by management level
31.12.2011
Number
%
31.12.2010
%
Senior managers
117
9.4%
121
8.9%
Middle managers 3rd and 4th level
Middle managers 1st and 2nd level
372
292
29.8%
23.3%
368
292
26.9%
21.4%
3rd Professional Area (office staff)
467
37.3%
573
41.9%
2
0.2%
13
0.9%
1,250
100.0%
1,367
100.0%
1st and 2nd Professional Area (other personnel)
Total employees in service at UBI Banca
Details of remuneration and incentive policies are given in the remuneration report which is
given in another part of this document. They were formulated pursuant to the “Provisions on
remuneration and incentive policies and practices in banks and banking groups” issued by the
Bank of Italy on 30th March 2011 and to articles 123-ter of the Consolidated Finance Act and
84-quater of the Issuers’ Regulations.
Further information is given on the matter in the UBI Banca report on corporate governance,
again in an attachment to this document.
Finally, activities relating to personnel management policies and instruments, trade union
relations, training, internal communication, the work place and welfare initiatives are coordinated at Group level and details are given in the relative sections of the consolidated
management report.
6*
Reclassified financial statements,
reclassified income statement net of the
most significant non-recurring items and
reconciliation schedules
Reclassified balance sheet
31.12.2011
31.12.2010
Changes
% changes
Figures in thousands of euro
ASSETS
10.
Cash and cash equivalents
20.
Financial assets held for trading
30.
Financial assets at fair value
40.
Available-for-sale financial assets
60.
70.
184,014
195,060
-11,046
-5.7%
3,515,897
3,143,191
372,706
11.9%
126,174
147,286
-21,112
-14.3%
6,705,814
8,698,209
-1,992,395
-22.9%
Loans to banks
30,224,290
28,424,384
1,799,906
6.3%
Loans to customers
15,692,663
14,536,121
1,156,542
8.0%
80.
Hedging derivatives
616,454
164,595
451,859
274.5%
100.
Equity investments
10,889,971
13,336,899
-2,446,928
-18.3%
110.
Property, equipment and investment property
606,656
624,907
-18,251
-2.9%
120.
Intangible assets
448
542,792
-542,344
-99.9%
130.
Tax assets
140.
150.
of which: goodwill
-
521,245
-521,245
-100.0%
1,776,186
725,032
1,051,154
145.0%
Non-current assets and disposal groups held for sale
115,302
6,023
109,279
n.s.
Other assets
441,384
353,102
88,282
25.0%
Total assets
70,895,253
70,897,601
-2,348
0.0%
LIABILITIES AND EQUITY
10.
Due to banks
24,228,130
22,589,437
1,638,693
7.3%
20.
Due to customers
8,022,864
11,422,728
-3,399,864
-29.8%
30.
Securities issued
27,200,141
23,367,788
3,832,353
16.4%
40.
Financial liabilities held for trading
1,847,534
1,542,534
305,000
19.8%
60.
Hedging derivatives
898,024
599,874
298,150
49.7%
80.
Tax liabilities
284,940
381,642
-96,702
-25.3%
100.
Other liabilities
744,612
613,923
130,689
21.3%
110.
Post-employment benefits
38,827
38,130
697
1.8%
120.
Provisions for risks and charges:
20,352
13,279
7,073
53.3%
20,352
13,279
7,073
53.3%
Share capital, share premiums, reserves, fair value reserves and
treasury shares
10,322,883
10,044,546
278,337
2.8%
Profit (loss) for the year
-2,713,054
283,720
-2,996,774
n.s.
Total liabilities and equity
70,895,253
70,897,601
-2,348
0.0%
b) other provisions
130.+160.
+170.+180.+190.
200.
7*
Reclassified quarterly balance sheets
31.12.2011
30.9.2011
30.6.2011
31.3.2011
31.12.2010
30.9.2010
30.6.2010
31.3.2010
Figures in thousands of euro
ASSETS
10.
Cash and cash equivalents
20.
Financial assets held for trading
30.
Financial assets at fair value
40.
Available-for-sale financial assets
60.
Loans to banks
30,224,290
32,277,154
30,222,165
29,250,552
28,424,384
28,996,844
28,341,383
26,485,858
70.
Loans to customers
15,692,663
13,607,259
13,492,679
13,910,741
14,536,121
14,119,866
13,111,296
12,565,486
80.
Hedging derivatives
100.
Equity investments
110.
Property, equipment and investment property
120.
Intangible assets
of which: goodwill
184,014
137,822
160,950
157,526
195,060
168,598
192,549
208,671
3,515,897
2,819,624
1,280,423
1,780,204
3,143,191
3,670,539
3,296,100
2,536,278
126,174
130,494
468,038
474,114
147,286
153,951
155,143
159,658
6,705,814
6,974,553
8,811,089
8,629,407
8,698,209
9,287,642
10,987,288
5,520,758
616,454
538,702
166,975
105,090
164,595
292,738
266,435
195,141
10,889,971
13,371,350
13,304,720
13,343,834
13,336,899
13,341,941
12,190,108
12,183,761
606,656
607,103
612,521
619,096
624,907
623,876
638,765
646,132
448
458,316
458,337
542,021
542,792
543,563
544,335
545,107
521,245
-
457,848
457,848
521,245
521,245
521,245
521,245
1,776,186
1,643,985
1,393,361
702,470
725,032
512,037
504,929
634,185
Non-current assets and disposal groups held for sale
115,302
5,978
6,023
6,023
6,023
21,212
12,909
816,037
Other assets
441,384
648,875
414,092
798,544
353,102
645,780
523,096
1,035,380
Total assets
70,895,253
73,221,215
70,791,373
70,319,622
70,897,601
72,378,587
70,764,336
63,532,452
23,717,330
130.
Tax assets
140.
150.
LIABILITIES AND EQUITY
10.
Due to banks
24,228,130
22,305,950
19,314,805
21,773,213
22,589,437
25,225,553
25,687,388
20.
Due to customers
8,022,864
10,609,633
10,372,290
10,256,804
11,422,728
11,333,615
11,863,070
5,924,704
30.
Securities issued
27,200,141
26,234,471
26,464,859
24,642,908
23,367,788
21,436,681
19,235,050
18,376,333
40.
Financial liabilities held for trading
1,847,534
1,310,635
1,203,666
1,405,215
1,542,534
1,949,848
1,753,370
1,692,114
60.
Hedging derivatives
898,024
827,298
456,852
507,931
599,874
851,469
739,716
489,261
80.
Tax liabilities
284,940
829,180
761,643
439,356
381,642
340,044
241,148
538,736
90.
Liabilities associated with activities under disposal
-
-
-
-
-
-
-
803,894
100.
Other liabilities
744,612
426,284
767,875
878,284
613,923
689,435
760,170
1,281,584
110.
Post-employment benefits
38,827
38,078
37,264
37,257
38,130
38,955
39,224
40,769
120.
Provisions for risks and charges:
20,352
14,882
17,766
14,857
13,279
12,306
8,609
8,051
20,352
14,882
17,766
14,857
13,279
12,306
8,609
8,051
Share capital, share premiums, reserves, fair value reserves and treasury shares
10,322,883
10,590,478
11,183,436
10,423,919
10,044,546
10,110,361
10,111,153
10,572,078
Profit for the period
-2,713,054
34,326
210,917
-60,122
283,720
390,320
325,438
87,598
Total liabilities and equity
70,895,253
73,221,215
70,791,373
70,319,622
70,897,601
72,378,587
70,764,336
63,532,452
b) other provisions
130.+160.
+170.+180.+190.
200.
8*
Reclassified income statement
Figures in thousands of euro
10.-20.
70.
40.-50.
80.+90.
+100.+110.
190.
Net interest expense
2011
2010
A
B
Changes
A-B
% changes
A/B
4th Quarter 2011 4th Quarter 2010
C
D
Changes
C-D
% changes
C/D
(195,221)
(87,435)
107,786
123.3%
(53,223)
(25,164)
28,059
111.5%
354,420
300,580
53,840
17.9%
160,056
355
159,701
n.s.
Net commission income
13,083
13,925
(842)
(6.0%)
1,736
2,491
(755)
(30.3%)
Net income (loss) from trading, hedging and disposal/repurchase activities and
from assets/liabilities at fair value
(5,437)
129,333
(134,770)
n.s.
17,956
(35,808)
53,764
n.s.
Other net operating income
95,357
108,667
(13,310)
(12.2%)
22,291
26,822
(4,531)
(16.9%)
Dividends and similar income
262,202
465,070
(202,868)
(43.6%)
148,816
(31,304)
180,120
n.s.
150.a
Operating income (loss)
Personnel expense
(114,549)
(130,591)
(16,042)
(12.3%)
(36,915)
(28,830)
8,085
28.0%
150.b
Other administrative expenses
Net impairment losses on property, equipment and investment property and
intangible assets
(112,949)
(116,442)
(3,493)
(3.0%)
(35,402)
(33,359)
2,043
6.1%
(26,550)
(29,617)
(3,067)
(10.4%)
(6,289)
(7,039)
(750)
(10.7%)
Operating expenses
(254,048)
(276,650)
(22,602)
(8.2%)
(78,606)
(69,228)
9,378
170.+180.
Net operating income (loss)
130.a
Net impairment losses on loans
8,154
188,420
(180,266)
(95.7%)
70,210
(100,532)
170,742
n.s.
(1,057)
(51)
1,006
n.s.
(773)
(11)
762
n.s.
(126,895)
(49,314)
77,581
157.3%
5,231
(30,695)
35,926
n.s.
Net provisions for risks and charges
(595)
(2,046)
(1,451)
(70.9%)
(204)
(748)
(544)
(72.7%)
210.+240.
Profits (loss) from disposal of equity investments
2,237
86,096
(83,859)
(97.4%)
(45)
5,240
(5,285)
n.s.
250.
Pre-tax profit (loss) from continuing operations
(118,156)
223,105
(341,261)
n.s.
74,419
(126,746)
201,165
n.s.
260.
Taxes on income for the period/year from continuing operations
434,857
(4,317)
439,174
n.s.
25,035
33,858
(8,823)
(26.1%)
280.
Post-tax profit (loss) from discontinued operations
22
83,368
(83,346)
(100.0%)
-
(1)
1
n.s.
99,454
(92,889)
192,343
n.s.
130.b+c+d
160.
Net impairment losses on other assets and liabilities
13.5%
Profit (loss) for the period/year before impairment losses on Group equity
investments, goodwill and intangible assets
180.+
210.+230.
290.
316,723
302,156
14,567
Net impairment losses on Group equity investments, goodwill and intangible
assets net of taxes
(3,029,777)
(18,436)
3,011,341
n.s.
(2,846,834)
(13,711)
2,833,123
n.s.
Profit (loss) for the period/year
(2,713,054)
283,720
(2,996,774)
n.s.
(2,747,380)
(106,600)
2,640,780
n.s.
9*
4.8%
Quarterly reclassified income statements
2011
4th Quarter
3rd Quarter
2010
2nd Quarter
1st Quarter
4th Quarter
3rd Quarter
2nd Quarter
1st Quarter
Figures in thousands of euro
10.-20.
70.
40.-50.
Net interest expense
(53,223)
(53,649)
(52,458)
(35,891)
(25,164)
(15,731)
(21,586)
(24,954)
Dividends and similar income
160,056
1,242
191,034
2,088
355
2,253
203,899
94,073
1,736
3,578
3,607
4,162
2,491
2,219
4,141
5,074
17,956
(12,842)
117
(10,668)
(35,808)
71,984
33,968
59,189
22,291
24,426
24,855
23,785
26,822
26,974
26,257
28,614
Operating income (loss)
148,816
(37,245)
167,155
(16,524)
(31,304)
87,699
246,679
161,996
Personnel expense
(36,915)
(13,600)
(32,551)
(31,483)
(28,830)
(34,141)
(33,319)
(34,301)
(35,402)
(25,844)
(28,172)
(23,531)
(33,359)
(28,210)
(29,504)
(25,369)
Net commission income
80.+90. Net income (loss) from trading, hedging and disposal/repurchase activities and from
+100.+110. assets/liabilities at fair value
190.
150.a
Other net operating income
Other administrative expenses
Net impairment losses on property, equipment and investment property and intangible
170.+180. assets
150.b
Operating expenses
Net operating income (loss)
130.a
Net impairment losses on loans
130.b+c+d Net impairment losses on other assets and liabilities
160.
Net provisions for risks and charges
210.+240. Profits (loss) from disposal of equity investments
(6,289)
(6,134)
(7,145)
(6,982)
(7,039)
(7,340)
(7,514)
(7,724)
(78,606)
(45,578)
(67,868)
(61,996)
(69,228)
(69,691)
(70,337)
(67,394)
70,210
(82,823)
99,287
(78,520)
(100,532)
18,008
176,342
94,602
(773)
(93)
(122)
(69)
(11)
52
(61)
(31)
5,231
(113,251)
(17,675)
(1,200)
(30,695)
603
(19,148)
(74)
(204)
165
(940)
384
(748)
(536)
(758)
(4)
(45)
20
2,434
(172)
5,240
80,797
6
53
250.
Pre-tax profit (loss) from continuing operations
74,419
(195,982)
82,984
(79,577)
(126,746)
98,924
156,381
94,546
260.
Taxes on income for the period from continuing operations
25,035
19,369
370,998
19,455
33,858
(29,329)
(1,898)
(6,948)
280.
Post-tax profit (loss) from discontinued operations
-
22
-
-
(1)
12
83,357
-
99,454
(176,591)
453,982
(60,122)
(92,889)
69,607
237,840
87,598
(2,846,834)
-
(182,943)
-
(13,711)
(4,725)
-
-
(2,747,380)
(176,591)
271,039
(60,122)
(106,600)
64,882
237,840
87,598
Profit (loss) for the period before impairment losses on Group equity investments,
goodwill and intangible assets
Net impairment losses on Group equity investments, goodwill and intangible assets net
180.+
210.+230. of taxes
290.
Profit (loss) for the period
10*
Reclassified income statement net of the most significant non-recurring items
Non-recurring items
Impairment
losses on
Group equity
investments,
goodwill and
intangible
assets (net of
taxes)
2011
Non-recurring items
Tax realignment
Impairment
in accordance
Impairment
losses on
with Law No.
Service fee for
losses on
Units in
Profit on the
111/2011 and Release of
B@nca 24-7
investments
O.I.C.R.
partial
write off of
excess
Spa target
in Intesa
(collective
disposal of
deferred income provisions
system
Sanpaolo,
investment
BY YOU Spa
tax
migration
A2A and
instruments)
assets/deferred
Siteba
.
IRAP tax
2011
net of nonrecurring
items
2010
A
Impairment
losses on
Impairment
investments in
Leaving
losses on
Intesa
incentives
TLcom fund
Sanpaolo and
A2A
Impairment
losses on
Contribution
Partial
Disposal of
equity
of the
disposal of
property in
investments
depository
Lombarda
via Solferino,
Barberini, Silf,
banking
Vita
Milan
PerMicro and
operations
UBI Leasing
2010
net of nonrecurring
items
%
changes
A/B
Changes
A-B
B
Figures in thousands of euro
Net interest expense
(195,221)
(195,221)
(87,435)
(87,435)
107,786
354,420
354,420
300,580
300,580
53,840
17.9%
Net commission income
13,083
13,083
13,925
13,925
(842)
(6.0%)
Net income (loss) from trading, hedging and disposal/repurchase
activities and from assets/liabilities at fair value
(5,437)
(5,437)
129,333
129,333
(134,770)
n.s.
Other net operating income
95,357
95,357
108,667
108,667
(13,310)
(12.2%)
(43.6%)
Dividends and similar income
Operating income
262,202
-
-
-
-
-
-
262,202
465,070
(130,672)
(130,591)
(109,868)
(116,442)
-
-
-
-
-
-
-
465,070
(202,868)
2,228
1.7%
(116,442)
(6,574)
(5.6%)
(29,617)
(3,067)
(10.4%)
(274,503)
(7,413)
(2.7%)
(114,549)
Other administrative expenses
Net impairment losses on property, equipment and investment
property and intangible assets
(112,949)
(26,550)
(29,617)
Operating expenses
(254,048)
-
-
-
3,081
-
(16,123)
-
(267,090)
(276,650)
-
-
2,147
-
-
-
-
8,154
-
-
-
3,081
-
(16,123)
-
(4,888)
188,420
-
-
2,147
-
-
-
-
190,567
(195,455)
n.s.
(1,057)
(51)
(51)
1,006
n.s.
(6,836)
(49,314)
(9,427)
(2,591)
(27.5%)
(595)
(2,046)
(2,046)
(1,451)
(70.9%)
(2,296)
(59)
86,096
(5,442)
(100)
(41)
(41.0%)
(2,296)
(13,435)
223,105
38,237
1,650
2,147
(5,442)
178,943
(192,378)
n.s.
83,537
(4,317)
(79)
(454)
(591)
1,759
16,519
67,018
n.s.
22
83,368
12
10
83.3%
195,474
(125,350)
(64.1%)
-
-
-
195,474
(125,350)
(64.1%)
Net impairment losses on loans
Net impairment losses on other assets and liabilities
(26,550)
(1,057)
(126,895)
Net provisions for risks and charges
(595)
Profits (loss) from disposal of equity investments
2,237
Pre-tax profit (loss) from continuing operations
(118,156)
Taxes on income for the year from continuing operations
Post-tax profit (loss) from discontinued operations
Profit for the year before impairment losses on Group equity
investments, goodwill and intangible assets
3,081
112,548
-
112,548
434,857
7,511
7,511
3,081
-
(16,123)
(2,066)
(847)
(352,841)
4,434
22
316,723
-
Net impairment losses on Group equity investments, goodwill and
intangible assets net of taxes
(3,029,777)
3,029,777
Profit (loss) for the year
(2,713,054)
3,029,777
112,548
112,548
5,445
5,445
2,234
2,234
(352,841)
(352,841)
(11,689)
(11,689)
(2,296)
(2,296)
11*
70,124
302,156
-
(18,436)
70,124
283,720
2,147
(128,444)
Personnel expense
Net operating income (loss)
(16,123)
123.3%
38,237
1,650
(80,754)
-
(80,754)
-
20,201
(83,356)
38,158
1,196
1,556
(83,356)
(60,553)
-
(3,683)
18,436
38,158
1,196
1,556
(83,356)
(60,553)
18,436
(3,683)
Reconciliation schedule to 31st December 2011
RECLASSIFIED INCOME STATEMENT
Ite ms
Figures in thousands of euro
10.-20.
70.
Net interest expense
Separate
m andatory
financial
statem ent
2011
Impairment losses on
Depreciation for
Group equity
investments,
leasehold
goodw ill and
improvements
intangible assets
Tax
recoveries
Reclassified
financial
statem ent
(195,221)
(195,221)
354,420
354,420
13,083
13,083
Dividends and similar income
Net commission income
Net loss from trading, hedging and disposal/repurchase activities
80.+90.
+100.+110. and from assets/liabilities at fair value
40.-50.
190.
reclassifications
2011
(5,437)
Other net operating income
Operating income
(5,437)
95,277
(12)
92
262,122
(12)
92
95,357
-
262,202
150.a
Personnel expense
(114,549)
150.b
Other administrative expenses
Net impairment losses on property, equipment and investment
property and intangible assets
(112,961)
(92)
19,517
(26,550)
Operating expenses
(273,485)
12
(92)
19,517
(254,048)
(11,363)
-
-
19,517
170.+180.
(45,975)
Net operating income (loss)
130.a
130.b+c+d
160.
Net impairment losses on loans
Net impairment losses on other assets and liabilities
(126,895)
(126,895)
Net provisions for risks and charges
(595)
250.
Pre-tax loss from continuing operations
(3,168,527)
260.
Taxes on income for the year from continuing operations
280.
Post-tax profit from discontinued operations
(595)
-
-
455,451
3,030,854
2,237
3,050,371
(118,156)
(20,594)
434,857
22
Profit (loss) for the year before impairment losses on equity
investments, goodwill and intangible assets
290.
8,154
(1,057)
(3,028,617)
180.+
210.+230.
(112,949)
(1,057)
Profits (loss) from disposal of equity investments
210.+240.
(114,549)
12
(2,713,054)
Net impairment losses on Group equity investments, goodwill and
intangible assets net of taxes
Loss for the year
22
(2,713,054)
-
-
3,029,777
316,723
(3,029,777)
(3,029,777)
-
(2,713,054)
Reconciliation schedule to 31st December 2010
RECLASSIFIED INCOME STATEMENT
Ite ms
Figures in thousands of euro
10.-20.
70.
Reclassified
financial
statem ent
(87,435)
(87,435)
300,580
300,580
13,925
13,925
129,333
129,333
Other net operating income/expense
108,723
(221)
165
Operating income
465,126
(221)
165
Personnel expense
Other administrative expenses
Net impairment losses on property, equipment and investment
170.+180. property and intangible assets
150.b
Operating expenses
108,667
-
(130,591)
(116,663)
465,070
(130,591)
221
(29,452)
(116,442)
(165)
(29,617)
(276,706)
221
(165)
-
(276,650)
188,420
-
-
-
188,420
Net operating income
130.a
Depreciation for Impairment losses on
Group equity
leasehold
investments
improvements
Dividends and similar income
Net commission income
Net income from trading, hedging and disposal/repurchase activities
80.+90.
+100.+110. and from assets/liabilities at fair value
150.a
Tax
recoveries
2010
Net interest expense
40.-50.
190.
reclassifications
2010
Separate
m andatory
financial
statem ent
Net impairment losses on loans
130.b+c+d Net impairment losses on other assets and liabilities
(51)
(51)
(49,314)
(49,314)
Net provisions for risks and charges
(2,046)
210.+240.
Profits from disposal of equity investments
67,660
250.
Pre-tax profit from continuing operations
204,669
260.
Taxes on income for the year from continuing operations
(4,317)
(4,317)
280.
Post-tax profit from discontinued operations
83,368
83,368
160.
Profit for the year before impairment losses on Group equity
investments
180.
Impairment losses on Group equity investments net of taxes
290.
Profit for the year
-
-
86,096
18,436
223,105
283,720
18,436
302,156
-
(18,436)
(18,436)
-
283,720
283,720
12*
(2,046)
18,436
-
-
Notes to the financial statements
The mandatory financial statements have been prepared on the basis of Bank of Italy Circular No. 262 of 22nd
December 2005 and subsequent updates.
The following rules have been applied to the reclassified financial statements to allow a vision that is more consistent
with a management accounting style:
-
the tax recoveries recognised within item 190 of the mandatory income statement (other net operating income) were reclassified as
a reduction in indirect taxes included within other administrative expenses;
-
the item net impairment losses on property, equipment and investment property and intangible assets includes items 170 and 180
in the mandatory financial statements and the instalments relating to the depreciation of costs incurred for improvements to third
party assets classified within item 190;
-
net impairment losses on Group equity investments, goodwill and intangible assets net of taxes partially include items 180 and
210 and entirely include item 230 in the mandatory financial statements;
The reconciliation of the items in the reclassified financial statements with the figures in the mandatory financial
statements has been facilitated, on the one hand, with the insertion in the margin against each item of the
corresponding number of the item in the mandatory financial statements with which it is reconciled and, on the other
hand, with the preparation of specific reconciliation schedules.
In order to facilitate analysis of the UBI Banca’s performance and in compliance with Consob Communication No.
DEM/6064293 of 28th July 2006, a special schedule has been included in the reclassified financial statements to
show the impact on earnings only of the principal non-recurring events and items – since the relative effects on
capital and cash flow, being closely linked, are not significant – which are summarised as follows:
full year 2011
-
-
net impairment losses on Group equity investments in banks and companies, goodwill and intangible assets (net
of taxes);
impairment losses on available-for-sale investments in Intesa Sanpaolo, A2A and Siteba;
impairment losses on available-for-sale OICR (collective investment instruments) units;
service fee for migration onto the B@nca 24-7 target system;
tax realignment in accordance with Decree Law No. 98/2011 converted with amendments into Law No. 111 of 15th
July 2011 and write-off of deferred income tax assets/deferred IRAP tax assets;
release of excess provisions;
profit on the partial disposal of the interest held in BY YOU Spa;
full year 2010
- impairment losses on available-for-sale investments in Intesa Sanpaolo and A2A;
- impairment losses on AFS Tlcom fund;
- leaving incentives (trade union agreement of 20th May 2010);
- the contribution of depository banking operations;
- partial disposal (9.9%) of the investment held in the Lombarda Vita Spa joint venture;
- impairment losses on equity investments in Barberini, Silf PerMicro and UBI Leasing;
- disposal of a property located in via Solferino, Milan.
13*
The income statement
The income statement figures commented on are based on the reclassified financial statements (the income
statement, the quarterly income statements and the income statement net of the principal non-recurring
items) contained in another section of this report and the tables furnishing details presented below are also
based on those statements. The notes that follow those reclassified financial statements may be consulted
as may the reconciliation schedules for a description of the reclassification. Furthermore, the commentary
examines both changes that occurred over twelve months (2011 compared to the year before) and those
occurring in the last quarter of the year (this, which is highlighted with a slightly different background
colour, is compared with the previous quarter in order to bring to light trends underlying progressive
changes in interim results during the year).
The year 2011 was yet again a difficult one, in which Italy found itself an unwilling protagonist
of pressures on financial markets, which further postponed expectations of a recovery in the
production scenario. In consideration of these developments and probable future scenarios,
the UBI Banca has adopted standard extremely prudential criteria and has recognised
impairment losses on goodwill (recognised following the merger between the former BPU Banca
Group and the former Banca Lombarda e Piemontese Group) and on equity investments held
in Group banks and companies, with significant write-downs (€3,010 million) of the carrying
amounts which had been recognised for those assets.
In order to allow a consistent analysis of Group profits and operations, the impairment losses relating to
this treatment have been stated separately (a detailed analysis is given in the notes to the financial
statements) in a single separate item net of tax, shown in the reclassified financial statements on the last
line item before loss for the year.
UBI Banca ended 2011 with a profit before impairment losses of €316.7 million, compared
to €302.2 million in 2010.
The result for the year was boosted by growth in the fourth quarter of 2011, the result of
positive performance by financial activities, reversals of impairment losses on other financial
assets and liabilities and the distribution of equity reserves by two network banks. Profit
before impairment of €99.5 million was recognised after losses incurred in both the same
quarter of 2010 (-€92.9 million) and the preceding third quarter of 2011 (-€176.6 million).
Total operating income earned over twelve months – a summary of the ordinary operations of
the Bank – amounted to €262.2 million (-€202.9 million compared to the previous year),
affected by greater costs resulting from interest paid on securities issued, a reduction in the
net result for financial activities and lower other net operating income, which were only
partially offset by the extraordinary distribution from reserves received from those network
banks with higher levels of capitalisation.
On a quarterly basis operating income (€148.8 million) improved appreciably compared to both
the fourth quarter of 2010 (-€31.3 million) and the third quarter of 2011 (-€37.2 million). The
reversal of the trend compared to the previous quarter was the result of the aforementioned
extraordinary dividend received and a positive result for financial activities, achieved as the
systemic crisis worsened again, which was effectively countered by strong action to balance
public finances taken by national governments.
On the basis of the organisational configuration of the Group and the role assigned to UBI
Banca as the holding company, UBI Banca holds equity investments in all the main
consolidated companies and consequently the profits that these distribute constitute its
primary source of income.
As shown in detail in the table, the item dividends and similar income totalled €354.4 million
(€300.6 million over the comparative twelve months), the aggregate result of the following:
-
an extraordinary distribution of income-related reserves to the sole shareholder, UBI
Banca, by Banca Popolare di Bergamo (€100 million) and Banco di Brescia (€60 million),
approved by the respective shareholders meetings held in December and recognised in the
14*
-
-
fourth quarter. That decision was justified by the significant increase in equity achieved by
the two banks on the basis of the Group policy in force concerning payouts, which meant
that dividends paid over the last three years were not greater than 25% of distributable
Dividends and similar income
profit;
a generalised fall in dividends
2011
2010
received
from
Group
member Figures in thousands of euro
Banca Popolare di Bergamo Spa
127,010
44,724
companies, as a consequence of
Banco di Brescia Spa
78,107
32,282
2010 results (-€101.3 million, mainly
Banca Carime Spa
31,453
59,760
UBI Pramerica SGR Spa
24,982
26,202
attributable
to
lower
profits
Banca Popolare di Ancona Spa
15,323
2,818
distributed by federated banks, with
Banca Popolare Commercio e Industria Spa
14,808
1,638
the exception of BPCI and BPA, and
Banca Regionale Europea Spa
14,371
30,897
also lower returns from the product
Centrobanca Spa
14,280
24,514
UBI Factor Spa
4,862
4,862
companies, -€20.2 million, and the
UBI Leasing Spa
8,648
failure of the life insurance joint
UBI Assicurazioni Spa
120
ventures to pay a dividend, -€17.5
Other equity investments (item 100)
11,579
41,590
Dividends received from item 100 equity investments
336,775
278,055
million);
Dividends received from item 40 AFS
17,528
19,892
a reduction in the dividends received
of which Intesa SanPaolo
11,213
11,213
117
2,633
both from available-for-sale equity Dividends received from item 20 for trading
354,420
300,580
investments (-€2.4 million), even Total
with the €11.2 million received on the ordinary shares of Intesa Sanpaolo (remunerated in
the same amount in 2010) and on equities in the trading portfolio (-€2.5 million).
The performance during the year of assets classified under the fair value option affected the
net result for financial activities, which recorded a loss of €5.4 million, compared to a profit of
€129.3 million in 20101. In detail:
-
-
-
-
trading activities showed a loss of €8.1 million (+€87.3 million in 2010), including losses of
€16.1 million (+€1.2 million in 2010) on equity instruments and the relative derivatives,
partly in relation to the impairment loss (-€12.2 million) on Medinvest International2, while
profits of €11.8 million were earned on debt instruments, on the related derivative
instruments and on interest rates derivatives (mostly IRS) associated with items relating to
Group companies (a profit of €85.6 million in 2010, which in reality included the profit of
€112.7 million on intragroup derivatives not balanced on the market, which was eliminated
in the consolidation and therefore had no impact on the consolidated income statement.
The result for intragroup derivatives in 2011 fell to €979 million);
the result for financial assets and liabilities at fair value – a loss of €38.8 million, compared
to a profit of €6.7 million in 2010 – incorporated disposals of UBI Pramerica funds in the
third quarter with a loss of €22 million, when a stop-loss mechanism3 was triggered (in
compliance with the limits set by the Financial Risks Policy), losses on Tages hedge funds,
formerly Capitalgest (-€11.4 million) and the measurement of residual positions in other
hedge funds;
net hedging income – consisting of the change in the fair value of hedging derivatives and
the relative items hedged – rose to +€18.8 million, of which €16 million relating to bonds
and €2.8 million to AFS securities (in 2010 this income amounted to +€17.7 million,
attributable primarily to hedges on bond issuances). The positive results in both years are
related to market conditions and in particular to interest rate trends which have increased
progressively since the last quarter of 2010;
net income from the sell and repurchase of available-for-sale financial assets totalled €22.7
million (€17.7 million in 2010 4 ) and consisted of the following: €14.1 million from the
repurchase of securities issued (€13.7 million relating to the repurchase of two EMTN notes
1 The figure for 2010 included the effects on trading (profits, gains and accruals of approximately €97.3 million) in intragroup financial
derivatives, used to hedge interest rate risk on the assets and liabilities of Group companies, consisting mainly of interest rate
swaps.
2 Medinvest International Sca (Luxembourg), classified within private equity investments and in which a 19.57% interest is held, is a
merchant bank which invests in companies and also provides financial advisory services to SMEs. The impairment loss, already
partly recognised in the second quarter, was due to the poor performance of the main investment held in its portfolio.
3 The losses incurred on the mutual fund portfolio caused UBI Pramerica SGR to firstly change the composition of the mix of products
used for the Parent’s investments, with preference given to strictly monetary funds and then, in consideration of the continuing
adverse conditions on markets, to sell all units held in funds at the end of September (€329.3 million as at 30th June 2011).
4 Consisting of €8.7 million from the disposal of debt instruments (BTPs, CTZs and bonds issued by banks already close to maturity)
and €9.3 million from equity instruments (€9.1 million relating to the disposal of the interest held in CartaSì Spa, which was sold in
its entirety on 17th December 2010 to the Istituto Centrale delle Banche Popolari Italiane).
15*
in the last few weeks of the year), €6.8 million from the total disposal – performed partly in
February and completed on 20th May – of the investment in London Stock Exchange
(formerly Borsa Italiana), approximately € 1 million from the disposal of a small number of
shares of Banca Valsabbina, €0.4 million from the disposal of PerMicro and €0.3 million
from the disposal of units in OICRs (collective investment instruments).
Net trading income (loss)
Incom e from
trading
(B)
Gains
(A)
Figures in thousands of euro
1. Financial assets held for trading
1.1 Debt ins trum ents
1.2 Equity ins trum ents
1.3 Units in O.I.C.R. (collective inves tm ent ins trum ents )
1.4 Financing
1.5 Other
2. Financial liabilities held for trading
2.1 Debt ins trum ents
2.2 Payables
2.3 Other
3. Other financial liabilities: exchange rate differences
4. Derivative instruments
4.1 Financial derivatives
- on deb t instruments and interest rates
- on equity instruments and share indices
Net income
(loss) 2011
Los s es from
trading
(D)
Los s es
(C)
2010
[(A+B)-(C+D)]
11,374
11,356
58,839
48,611
(23,035)
(10,077)
(21,357)
(20,395)
25,821
29,495
(20,058)
(22,101)
-
2,924
(12,805)
(884)
(10,765)
(382)
18
-
26
-
(153)
-
-
(109)
-
357
-
1,662
1,662
7,278
-
(4,027)
(4,027)
(78)
-
7,200
(2,365)
(2,365)
2,068
10,410
10,410
X
321,035
321,035
X
1,734,643
1,734,643
X
(372,485)
(372,119)
X
(1,708,332)
(1,704,239)
(6,502)
(25,015)
(20,556)
(275)
97,191
98,346
320,836
1,728,302
(371,992)
(1,692,455)
(15,309)
97,286
199
6,341
(127)
(11,784)
(5,371)
1,554
(494)
- on currencies and gold
X
X
X
X
124
- other
-
-
-
-
-
-
334,071
1,793,482
(366)
(399,547)
(4,093)
(1,729,689)
(4,459)
(8,061)
(1,155)
87,268
4.2 Credit derivatives
Total
Net hedging income
2011
Figures in thousands of euro
Net hedging income
2010
18,823
17,666
Profit from disp osal or rep urchase
Profits
Figures in thousands of euro
Financial assets
1. Loans to banks
2. Loans to cus tom ers
3. Available-for-s ale financial as s ets
-
-
-
(56)
8,563
(6)
17,962
7
(2)
5
8,657
8,340
(54)
8,286
9,305
272
-
272
-
-
-
-
-
8,619
(56)
8,563
17,956
-
-
-
-
14,271
14,271
22,890
(184)
(184)
(240)
14,087
14,087
22,650
(226)
(226)
17,730
3.3 Units in O.I.C.R (collective investment instruments).
3.4 Financing
4. Held-to-m aturity inves tm ents
Financial liabilities
1. Due to banks
2. Due to cus tom ers
Total liabilities
Total
2010
8,619
3.2 Equity instruments
3. Securities is s ued
Net income 2011
-
3.1 Deb t instruments
Total assets
Los s es
Net p rofit (loss) on financial assets and liabilities at fair value
2011
Figures in thousands of euro
Net profit (loss) on financial assets and liabilities at fair value
Net income (loss) from trading, hedging and disposal/repurchase activities and from
assets/liabilities at fair value
2010
(38,849)
6,669
(5,437)
129,333
The result for financial activities in the fourth quarter was a profit of €18 million (a loss of
€35.8 million in the same quarter of 2010 and of €12.8 million in the previous quarter).
In detail, trading contributed a profit of €3.8 million (consisting of €9.4 million from debt
instruments and from derivatives on bonds and interest rates5) and hedging a profit of €3.2
million (attributable mainly to AFS securities), while fair value options incurred a loss of €4.4
5 It must nevertheless be considered that the impact on trading activities of financial derivatives on debt instruments and on interest
rates changed progressively: -€55.7 million in the fourth quarter of 2010, -€31 million in the first quarter of 2011, +€10.8 million in
second quarter, +15.8 in the third quarter of 2011 and -€10.9 million in the last quarter of 2011.
16*
million (as a result of losses on residual hedge funds) and the repurchase of outstanding
EMTN notes (given the substantial reductions in price towards the end of the year) produced a
profit of €13.9 million together with the disposal of two equity investments (Banca Valsabbina
and PerMicro), on which a total gain of €1.4 million was realised.
Other net operating income fell to €95.4 million, down by €13.3 million, due to the decrease
(from €77.4 million to €63.6 million) in income for services provided to Group member
companies,
following
the Other operating income and expense
centralisation of further support
2011
2010
activities at UBI.S, which occurred in Figures in thousands of euro
the current year, and to greater Other operating income
98,285
111,966
efficiencies in service delivery units.
Recovery of expenses and other income on current accounts
1
1
39
97
The quarterly performance for this Recovery of other expenses
Recoveries of taxes
12
221
item was a downwards trend, falling Rents and other income for property management
33,270
32,246
to €22.3 million in the fourth quarter Income for services to Group member companies
63,582
77,432
1,393
2,190
of 2011 (€24.4 million in the summer, Other income and prior year income
Reclassification of "tax recoveries"
(12)
(221)
€24.9 million in the second quarter
(2,928)
(3,299)
Other operating expenses
and €23.8 million in the first quarter Depreciation of leasehold improvements
(92)
(165)
of the year), compared to €26.8 Costs relating to finance lease contracts
(1)
(2,927)
(3,299)
million in the fourth quarter of 2010 Other expenses and prior year expense
Reclassification of depreciation of leasehold improvements
92
165
and an average of €27.2 million over
95,357
108,667
Other net operating income
the whole of the previous year.
Interest and similar income: composition
Debt
instrum ents
Figures in thousands of euro
1. Financial assets held for trading
Other
transactions
Financing
2011
2010
39,138
-
-
39,138
28,589
2. Available-for-sale financial assets
3. Held-to-maturity investments
327,705
-
-
-
327,705
-
286,966
-
4. Loans to banks
5. Loans to customers
223,467
14,851
307,938
222,410
-
531,405
237,261
6. Financial assets at fair value
7. Hedging derivatives
-
X
-
-
337,679
151,397
-
X
X
402
402
940
605,161
530,348
402
1,135,911
805,571
-
8. Other assets
Total
X
Interest and similar expense: composition
Borrowings
Securities
Other liabilities
2011
2010
(14,115)
(271,281)
Figures in thousands of euro
1. Due to central banks
2. Due to banks
(21,520)
(317,623)
(166,158)
3. Due to custom ers
4. Securities issued
5. Financial liabilities held for trading
X
(12,574)
-
6. Financial liabilities at fair value
7. Other liabilities and provisions
X
X
8. Hedging derivatives
Total
Net interest income
(517,875)
-
-
(21,520)
(317,623)
-
(166,158)
(85,779)
(811,902)
-
-
(811,902)
(12,574)
(485,872)
(9,109)
-
(645)
(645)
(569)
X
(811,902)
(710)
(1,355)
(710)
(1,331,132)
(26,281)
(893,006)
(195,221)
(87,435)
X
X
X
The rise in interest rates6 had a significant impact on the contribution from each operating
area to net interest expense, with particularly marked effects on the cost of funding. The item
amounted to expense of €195.2 million7 year-on-year compared to €87.4 million in 2010. The
analysis given below reports the contribution by areas of activity, although it must be
6 The average progressive one month Euribor rate practically doubled from 0.573% in 2010 to 1.190% del 2011.
7 Net interest income is structurally negative in relation to the role of the Parent, UBI Banca, because it includes the financial expense
that it incurs for its investments in Group subsidiaries, while the relative financial revenues are recognised within the item
dividends.
17*
considered that the Parent’s operations involve movements across different business areas
(e.g. funding from the network banks used for loans to the product companies). In detail8:
-
the owned securities portfolio generated interest income of €234.6 million, +€77 million
compared to 2010, while investments in debt instruments decreased over twelve months by
€1.7 billion. The contribution to net interest income from debt instruments was again
substantial with €327.7 million of interest income received from available-for-sale securities
(€287 million in 2010). In compliance with the policy to contain interest rate risk, this item
was affected (although less than in 2010) by the expense of hedges on fixed rate bonds
(differentials paid on derivatives);
-
business on the interbank market, which focused mainly on intragroup activities, generated
a positive balance of €196.2 million, more than double that of €71.5 million in 2010, due
partly to a reduction in average volumes of funding and an increase in average lending and
partly to the reduced marginal cost of funding from the ECB;
-
business with customers recorded interest expense of €625.9 million compared to expense
of €317 million before. This performance was due primarily to the increase in interest
expense on securities issued (+€326 million), consistent with the growth in the aggregate of
€3.8 billion over twelve months (just €1.5 billion of this related to institutional funding) and
also to the increase in interest expense on amounts due to customers (+€80.4 million of
which €44.4 million relating to transactions with the Cassa di Compensazione e Garanzia –
CCG – a central counterparty clearing house used to fund investments in government
securities), while net of repurchase agreements with the CCG the relative balance sheet
aggregates increased by €1.2 billion. The balance also includes positive differentials of €115
million received (almost entirely) on hedges of own issue bonds.
On a quarterly basis, net interest expense amounted to €53.2 million (€25.2 million in the
fourth quarter of 2010 and €53.6 million in the previous third quarter of 2011).
The size of the net negative balance is attributable primarily to business with customers,
which increased progressively from -€103.7 million in the fourth quarter of 2010 to -€172.9
million in the third quarter of 2011, to reach -€184.5 million in the last three months of the
year. It was attributable in particular to interest paid on securities issued.
This is to be set against positive performance both in net income from interbank business
(€61.8 million compared to €59.2 million in the third quarter and €26 million in the fourth
quarter of 2010) and in the net balance on financial activities. The latter improved to €69.3
million from €60.3 million in the previous quarter, as a result of greater interest income on
securities, while the investments remained stable, and the cost of differentials paid on hedging
derivatives fell (€51.9 million in the fourth quarter of 2010).
Changes in net commission income over twelve months were not significant compared to the
previous year (€13.1 million and €13.9 million respectively).
They were the aggregate result on the one hand of an increase in commissions on guarantees
granted, mostly to Group banks and companies (+€5.8 million), and on the other of a decrease
in fees for management, trading and advisory services (-€6.1 million net of the respective
expense items and excluding currency trading). The latter figure was in reality affected by the
absence of income from depository banking operations (€7.6 million), subject to a capital
contribution in May 2010, net of which, the item recorded growth (€1.5 million), attributable
primarily to lower costs for outsourced custody and administration services.
8 The calculation of net balances is performed by allocating interest income and expense on hedging derivatives and financial liabilities
held for trading within the different areas of business (financial, with banks, with customers).
18*
Commission income: composition
Commission expense: composition
2011
Figures in thousands of euro
a) guarantees granted
c) management, trading and advisory services:
1. trading in financial instruments
2. foreign exchange trading
3. portfolio management
3.1 individual
2010
13,338
12,420
7,399
683
-
7,606
19,598
8,555
616
-
4. custody and administration of securities
5. depository banking
1,163
-
66
7,583
6. placement of securities
7. receipt and transmission of orders
8. advisory activities
8.1 on investments
50
474
1,920
1,920
368
376
1,205
1,205
731
1
730
1,439
37
829
829
1,558
44
7
688
6
1,243
27,929
30,055
8.2 on financial structure
9. distribution of third party services
9.1. portfolio management
9.2. insurance products
9.3. other products
d) collection and payment services
e) servicer activities for securitisation transactions
i) current account administration
j) other services
Total
2011
Figures in thousands of euro
a) guarantees received
c) management and trading services:
1. trading in financial instruments
2. foreign exchange trading
3. portfolio management
3.1 own portfolio
2010
(65)
(6,715)
(4,457)
(29)
(1,387)
(1,387)
(90)
(8,104)
(3,425)
(255)
(808)
(808)
4. custody and administration of securities
5. placement of financial instruments
6. financial instruments, products and services distributed
through indirect networks
d) collection and payment services
e) other services
(753)
(89)
(3,410)
(206)
(1,290)
(6,776)
(1,354)
(6,582)
Total
(14,846)
(16,130)
13,083
13,925
Net commission income
In 2011 the operating costs of the Parent, recognised within the item operating expenses,
amounted to €254 million (-8.2%; -€22.6 million). Net of non-recurring items, they totalled
€267.1 million (-2.7%; -€7.4 million).
Personnel expense: composition
Personnel expense amounted to
2011
2010
€114.6 million compared to Figures in thousands of euro
€130.6 million before, a significant 1) Employees
(187,398)
(179,620)
decrease, due to the recognition in a) Wages and salaries
(127,946)
(120,781)
(33,371)
(32,094)
the third quarter of an item of b) Social security charges
c) Post-employment benefits
(8,111)
(8,204)
non-recurring income of €16.1
d) Pension expense
million relating to a release of e) Provision for post-employment benefits
(919)
(1,275)
excess provisions 9 , stated within f) Pensions and similar obligations
g) Payments to external supplementary pension plans:
(7,657)
(7,921)
the item “expenses for retired
- defined contribution
(7,657)
(7,921)
personnel” (in 2010 non-recurring i) Other employee benefits
(9,394)
(9,345)
(495)
(2,205)
items included €2.1 million of 2) Other personnel in service
- Expenses for agency personnel on staff leasing contracts
(149)
(1,514)
leaving
incentives
recognised
- Other expenses
(346)
(691)
within the item “other employee 3) Directors
(7,478)
(7,425)
16,123
64
benefits” in relation to a trade 4) Expenses for retired personnel
89,413
83,501
union agreement signed in May 5) Recoveries of expenses for personnel on secondment to other companies
6) Reimbursements of expenses for personnel on secondment at the Bank
(24,714)
(24,906)
2010).
Total
(114,549)
(130,591)
Net of non-recurring items, the
personnel expense increased over twelve months by €2.2 million. The changes that occurred
during the year mainly reflect changes in the variable components of remuneration (company
bonus), in addition to natural growth in wages (length of service increases, rises resulting from
national labour contract agreements). The total expense nevertheless benefited from savings
(over €10 million) related to the decrease in average personnel numbers (-137), due principally
to the transfer of contact centre operations to UBI Sistemi e Servizi in January 2011 and also to
the decentralisation of operations to manage impaired loans, transferred to the network banks
(June-July 2011).
Compared to the year before, other administrative expenses fell to approximately €113 million,
down by 3%, even if the figure for 2011 included a non-recurring item amounting to €3.1
million, recognised in the fourth quarter, consisting of the service fee paid to UBI.S for
9 This was the release of amounts recognised in previous years due to actuarial recalculations of post retirement benefits, now no
longer considered due. In the third quarter of 2011, the defined benefit obligation and the existing mathematical reserve were
derecognised as a consequence, with a positive impact on the item “administrative expenses: personnel expense” of approximately
€16.1 million and the relative portion of the “fair value reserve actuarial gains/losses on defined benefit plans” amounting to
approximately €2.2 million was reclassified within “retained earnings”. In consideration of the non-recurring nature of the event, the
effects were subject to normalisation in the income statement.
19*
operational
co-ordination
and Other administrative expenses: composition
technical services in view of the
2011
2010
migration of B@nca 24-7 onto the Figures in thousands of euro
target IT system in preparation for its A. Other administrative expenses
(109,642)
(113,167)
Rent payable
(9,194)
(8,714)
merger into the Parent. Net of that
Professional and advisory services
(20,647)
(25,791)
last item the decrease in other
Rentals on hardware, software and other assets
(3,043)
(3,220)
administrative expenses compared to
Maintenance of hardware, software and other assets
(527)
(720)
Tenancy of premises
(7,269)
(7,566)
2010 was even more significant (Property and equipment maintenance
(2,259)
(2,075)
5.6%).
Counting, transport and management of valuables
(6)
(4)
Membership fees
(1,561)
(1,601)
As shown in the table, action
Information services and land registry searches
(844)
(377)
continued during the year to contain
Books and periodicals
(551)
(517)
expenses
on
professional
and
Postal
(387)
(464)
Insurance premiums
(1,004)
(962)
advisory services (-€5.1 million),
Advertising
(2,142)
(3,790)
advertising and promotional expenses
Entertainment expenses
(695)
(677)
(-€1.6 million), telephone and data
Telephone and data transmission expenses
(9,001)
(9,493)
Services in outsourcing
(3,584)
(4,109)
transmission expenses (-€0.5 million),
Travel expenses
(3,788)
(4,041)
outsourced services (-€0.5 million),
Fees for services provided by Group companies (UBI.S)
(39,637)
(35,744)
travel expenses (-€0.3 million) and on
Credit recovery expenses
(63)
(23)
Forms, stationery and consumables
(640)
(656)
license and maintenance fees for
Transport and removals
(269)
(247)
hardware
and
software
(-€0.4
Security
(1,826)
(1,811)
million). The opposite trend was
Other expenses
(705)
(565)
(3,307)
(3,275)
recorded, however, for commercial B. Indirect taxes
Indirect taxes and duties
(704)
(487)
information
and
land
registry
Stamp duty
(80)
(164)
searches (+€0.5 million) and fees for
Municipal property tax
(2,226)
(2,103)
Other taxes
(309)
(742)
services
provided
by
Group
Reclassification of "tax recoveries"
12
221
companies (+€3.9 million, although Total
(112,949)
(116,442)
these were partly offset by lower
payments following the contribution of depository banking operations in May 2010),
attributable mainly to the merger of B@nca 24-7, already mentioned, planned for the current
year.
Net impairment losses on property, equipment and investment property and intangible assets
totalled €26.6 million, a reduction compared to the year before (-10.4%), due mainly to the full
depreciation and amortisation of investments made by the Parent in prior years.
On a quarterly basis operating expenses net of the non-recurring items described above
amounted to €75.5 million, compared to €69.2 million in the last quarter of 2010 and €61.7
million in the third quarter of 2011.
Quarterly analysis of the single normalised items confirms the conclusions of the annual
comparison: growth in personnel expense to €36.9 million (+€7.2 million, compared to €29.7
million in the third quarter), as a result of the trend for variable components of remuneration
(company bonus), organic growth in other administrative expenses to €32.3 million (+€6.5
million compared to €25.8 million before), partly in relation to the different timing of the
invoices for services received and no change in impairment losses on property, equipment and
investment property and intangible assets (€6.3 million compared to €6.1 million in the third
quarter of 2011).
Again in normalised terms, the positive trend to reduce average quarterly operating expenses
nevertheless continued: €66.8 million in 2011, compared to €68.6 million in 2010 and €69.7
million in 2009.
As a result of the performance reported above, net operating income fell to €8.2 million from
€188.4 million in 2010.
That result rose, however, in the fourth quarter to €70.2 million, compared to a loss of €100.5
million in the same period of 2010 and a loss of €82.8 million in the previous three months.
Item 130a, net impairment losses on loans, amounted to -€1.1 million (€51 thousand in 2010)
and relates to an increase – concentrated in the fourth quarter – in lending to counterparties
outside the Group and to the consequent process of recognising impairment losses on it.
20*
Net impairment losses on other financial assets and liabilities amounted to €126.9 million for
the year, of which €6.8 million relating to guarantees granted and €120.1 million to
impairment losses on available-for-sale financial assets classified as non-recurring.
In detail these consisted of €7.5 million of impairment losses on units in OICR funds(collective
investment instruments) (of which €4.3 million relating to the Polis property fund) and €112.6
million of impairment losses on investments in A2A (€3.3 million), Siteba Spa10 (€0.5 million,
after the transfer to the positive reserve in equity) and Intesa Sanpaolo. The latter incurred a
total impairment loss of €108.8 million during the year on the basis of the official share price
quoted on 30th December 2011 (€1.2891 )11. The amount actually includes the impairment
loss recognised in the first half of the year (€15.4 million, recognised on the basis of the share
price quoted at the end of June of €1.8075), together with the recognition of a further
impairment loss that became necessary in the third quarter (€109.2 million), which was then
offset by a recovery in the share price in the fourth quarter (+€15.8 million).
Net impairment losses recognised in 2010 amounted to €49.3 million, of which €39.9 million were nonrecurring, composed as follows: €35.6 million for impairment of the available-for-sale Intesa Sanpaolo
share (on the basis of the official price of €2.0423 on 30th December 2010); €2.6 million relating to A2A;
and €1.7 million to the impairment loss on the British TLcom fund.
Net provisions for risks and charges recognised during the year amounted to €0.6 million,
down compared to €2 million in 2010, relating to legal action and other contractual disputes of
a commercial nature.
Items 210 (profits/losses of equity investments) and 240 (profits/losses on the disposal of
investments) recorded a profit of €2.2 million, inclusive of €2.3 million (non-recurring) from the
partial disposal of the interest held in BY YOU, in April 2011.
An amount of €86.1 million was recognised in 2010, almost entirely non-recurring, consisting of €80.7
million from the disposal of Lombarda Vita shares and €5.4 million from the gain on the disposal of a
property.
As a result of the performance described above, a pre-tax loss from continuing operations of
€118.2 million was incurred (compared to a profit of €223.1 million in 2010). On the other
hand, the fourth quarter of 2011 ended with a pre-tax profit of €74.4 million after a loss of
€126.8 million in the fourth quarter of 2010 and a loss of €196 million in the third quarter of
2011.
In 2011 tax income accruing to UBI Banca on income from continuing operations amounted to
€434.9 million, while tax expense in the comparative period was €4.3 million12.
The item included a non-recurring component recognised in the second quarter of €352.8
million, consisting of:
• +€377.8 million from the realignment of taxation on goodwill and other intangible assets in
accordance with Decree Law No. 98 of 6th July 2011, converted with amendments into Law
No. 111 of 15th July 2011. This legislation allowed, in accordance with the principles of Law
No. 2 of 28th January 200913, the recognition for tax purposes of higher values attributed to
controlling interests acquired through extraordinary transactions. The realignment was
performed by the payment of a substitute tax of 16% (€525.6 million paid in November
2011), which will allow tax to be deducted on the amortisation of the amount subject to tax
relief (€3,285.3 million) at constant rates over ten years with effect from 2013.
Consequently, from the first half of 2011, deferred tax assets of €903.4 million were
10 Sistemi Telematici Bancari is an interbank company specialising in outsourced technical support services to banks and acquirers
of payment cards. UBI Banca holds close to 7% of the share capital. The impairment loss was recognised as a result of a loss in
value of greater than 35%.
11 The impairment loss was recognised on the basis of the new number of ordinary shares of Intesa Sanpaolo (180,215,498) held by
UBI Banca, following the increase in the share capital (when 40,047,888 new ordinary shares were subscribed at a price per share
of €1.369 ).
12 The tax levied arose mainly from the disposal (non-recurring) of a portion of Lombarda Vita as part of the renewal of partnership
agreements with the Cattolica Group. This by itself gave rise to taxation of more than €20 million (not benefiting, or only
marginally, from the participation exemption regime).
13 UBI Banca took advantage of the law mentioned in its tax income returns for 2008 to obtain tax relief on goodwill (€569 million),
not acknowledged for tax purposes, which had been recognised when the purchase price allocation was performed arising from the
merger of the former Banca Lombarda e Piemontese Group into the Bank. The operation involved the recognition of higher current
taxation (substitute tax of 16%) amounting to €91 million and lower taxation for deferred tax assets of €184 million, with a net
positive impact of €93 million (the difference between the rate of the substitute tax and the ordinary tax rate).
21*
recognised within item 260 of the income statement, corresponding to the future benefit
arising from the deduction of amortisation on the intangible assets subject to tax relief;
• -€25 million from the derecognition of deferred tax assets for IRAP (local production tax)
purposes, already recognised in the financial statements as at and for the year ended 31st
December 2010. As a result of the tax deductibility of the amortisation of the amount
subject to tax relief mentioned above, the Bank does not have sufficient taxable income for
IRAP purposes to recover the deferred tax assets which had been recognised, since IRAP is
not included in the tax consolidation. Consequently the conditions for its recognition were
no longer met.
In normalised terms, tax on income was again positive – due to the application of the tax
consolidation law, which allows negative taxable income to be offset – and amounted to +€83.5
million, compared to +€16.5 million in 2010, reflecting both changes in the tax base and in the
structure of income for the two years, especially with regard to financial activities (which
changed from a positive result in 2010 to a loss in 2011) and to net interest expense (which
more than doubled from one year to the next).
Account was taken, in calculating the item, of the benefit of €3.8 million resulting from the
“Aid to Economic Growth” concession, introduced by Art. 1 of Decree Law No. 201 of 6th
December 2011, converted into law with amendments by Law No. 214 of 22nd December 2011),
which allowed a reduction in taxable income (IRES – corporate income tax) in relation to the
new capital injected into the business in the form of cash contributions from shareholders or
the allocation of profits to reserves.
Finally, in the comparative year post-tax profit from discontinued operations of €83.4 million (nonrecurring) was recognised in relation to the contribution of depository banking operations to RBC Dexia
Investor Services performed in May 2010.
In compliance with IAS 36 (Impairment of Assets), the recoverability of the carrying amounts
for goodwill and equity investments must be tested annually and on the basis of the
impairment test carried out at the end of December 2011, that recoverability was no longer
guaranteed (details are given in the notes to the financial statements, which may be
consulted).
The income statement contains a single item, stated net of taxes, for net impairment losses on
goodwill (item 230), impairment losses on equity investments (part of item 210) and net
impairment losses on intangible assets (part of item 180) recognised for the year, which totalled
€3,029.8 million (€18.4 million in 201014).
In detail:





€521.2 million for the entire impairment of the goodwill recognised by UBI Banca arising
from the business combination involving the former BPU Group and the former BLP Group,
which took effect from 1st April 2007;
€1,469.5 million for impairment losses on equity investments held in the network banks of
the Group (no impairment losses were recognised on BPB, BPCI and BPA);
€640.3 million for impairment losses on equity investments in other banks in the Group
(Centrobanca, IW Bank, UBI Banca International, UBI Banca Lombarda Private Investment
and B@nca 24-7, the latter having been impaired already by €14 million in June 201115);
€379.3 million for impairment losses on equity investments in product companies (UBI
Fiduciaria, UBI Factor, UBI Pramerica SGR, SOLIMM and UBI Leasing, the latter already
written-down by €86 million15);
€19.5 million (recognised in the second quarter of the year) in relation to the entire write-off
of intangible assets attaching to the investment in BY YOU (partially disposed of in April
2011), following the renegotiation of distribution agreements.
As a result of the above, the income statement of UBI Banca recorded a loss of €2,713.1
million, compared to a profit of €283.7 million recognised in 201016.
14 The preceding comparative periods have also been restated on a consistent basis, with the recognition of these impairment losses
on the same line. The amount of €18.4 million for 2010 included impairment losses on equity investments only, of which €13.7
million related to UBI Leasing and €4.7 million to Barberini, Silf and PerMicro.
15 As at 30th June 2011, impairment losses had already been recognised on the investments in B@nca 24-7 and UBI Leasing
amounting to €14.2 million (before tax) and €87.9 million (again before tax) respectively.
22*
Consequently the net loss for the fourth quarter was €2,747.4 million, compared to a loss of
€106.6 million in the same quarter of 2010 and a loss of €176.6 million in the third quarter
2011.
16 Non-recurring items consisted of expense of €2,783.2 million (as a result of impairment losses on goodwill, equity investments held
in banks and Group banks and companies and on intangible assets, although this was slightly offset by the tax realignment and
the reversal of deferred income tax and IRAP assets) and of income of €88.2 million in 2010 (mainly in relation to the contribution
of depository banking operations and the disposal of shares in the Lombarda Vita joint venture, although partially offset by the
impairment losses on Intesa Sanpaolo and A2A and by the impairment loss recognised on the investment in UBI Leasing). Net of
those items 2011 profit amounted to €70.1 million, compared to €195.5 million the year before.
23*
General banking business
Funding
Direct funding from customers of UBI Banca exceeded €35 billion as at 31st December 2011, a
modest increase over twelve months (+1.2%), the aggregate result of opposing trends for the
two main components, consisting of growth in “securities issued”, which all but compensated
for the fall in “due to customers”.
Direct funding from customers
31.12.2011
%
31.12.2010
%
Figures in tho usands o f euro
Changes
amount
%
Current accounts and deposits
Term deposits
2,324,880
572,996
6.6%
1.6%
1,331,971
719,256
3.8%
2.0%
992,909
-146,260
74.5%
-20.3%
Financing
5,089,534
14.5%
9,353,133
26.9%
-4,263,599
-45.6%
4,615,754
13.1%
9,190,455
26.4%
-4,574,701
-49.8%
4,615,754
13.1%
9,190,455
26.4%
-4,574,701
-49.8%
191.2%
- repurchase agreements
of which: repurchase agreements with the C.C.G.
- other
473,780
1.4%
162,678
0.5%
311,102
Other payables
35,454
0.1%
18,368
0.1%
17,086
93.0%
8,022,864
22.8%
11,422,728
32.8%
-3,399,864
-29.8%
27,200,141
77.2%
23,367,788
67.2%
3,832,353
16.4%
16,420,529
10,292,174
6,128,355
6,856,713
3,922,899
46.6%
29.2%
17.4%
19.5%
11.1%
14,911,570
11,158,751
3,752,819
5,035,176
3,421,042
42.9%
32.1%
10.8%
14.5%
9.8%
1,508,959
-866,577
2,375,536
1,821,537
501,857
10.1%
-7.8%
63.3%
36.2%
14.7%
Total amounts due to customers
Bonds
- bonds subscribed by institutional customers
of which: EMTN (*)
Covered bonds
- bonds subscribed by ordinary customers
- bonds subscribed by Group banks (intragroup)
Other certificates
-
-
-
-
-
-
Total securities issued
27,200,141
77.2%
23,367,788
67.2%
3,832,353
16.4%
Total funding from customers
35,223,005
100.0%
34,790,516
100.0%
432,489
1.2%
4,527,129
12.9%
3,883,908
11.2%
643,221
16.6%
572,996
1.6%
599,140
1.7%
-26,144
-4.4%
3,954,133
11.2%
3,284,768
9.5%
669,365
20.4%
211,988
0.6%
502,312
1.4%
-290,324
-57.8%
of which:
subordinated liabilities
of which: subordinated deposits (**)
subordinated securities
of which: EMTN (*)
(*)
The corresponding nominal amounts were €10,186 million (€212 million subordinated) as at 31st December 2011 and €11,128 million (€502 million
subordinated) as at 31st December 2010. The amount as at 31st December 2011 reported in the table does not include two private placements and a
partial repurchase of senior notes classified as infragroup for a total of €93 million.
(**) The figure refers to deposits made by BPB Funding Llc for a nominal amount of €300 million, by BPCI Funding Llc for a nominal amount of €115.001
million and by Banca Lombarda Preferred Capital Co. Llc for a nominal amount of €155 million.
In detail, DUE TO CUSTOMERS, amounting to €8 billion, fell by €3.4 billion (€11.4 billion in
December 2010), a reflection primarily of changes in the item “financing”.
Repurchase agreement transactions with the Cassa di Compensazione e Garanzia (CCG – a
central counterparty clearing house) actually halved over twelve months (€4.6 billion
compared to €9.2 billion at the end of 2010), following the reduction in Italian government
securities held in the first months of the year due to disposals and maturities. These were
followed towards the end of the year by the termination of the outstanding transactions
amounting to €2.8 billion, without disposing of the underlying securities, but using the threeyear liquidity obtained from the ECB in the auction on 21st December 2011 (an operation
which gave greater stability to balance sheet liability structure).
The decrease in repurchase agreements was only partially offset by an increase in current
account funding (+€1 billion), mainly in relation to UBI Pramerica deposits. Following an
agreement signed in April 2011, UBI Banca became the holder of deposits used to meet the
investment requirements of some of the funds managed by this asset management company:
Euro Breve Termine, Euro Cash (both since May) and Portafoglio Prudente (since August).
24*
As concerns term deposits, a deposit with the CCG existing at the end of 2010 (€120.1 million)
as part of operations in the “New MIC” (collateralised interbank market) segment was
withdrawn during the first quarter.
SECURITIES ISSUED,
consisting entirely of bonds, rose to €27.2 billion (+16.4%) as a result of
positive growth – although different for individual items – of all types of funding. In detail:
 institutional funding reached €16.4 billion, an increase of over 10% (+€1.5 billion). Even
though the heightened perception of “Italy risk” in the second half of the year due to the
sovereign debt crisis made international funding markets inaccessible for Italian banks,
UBI Banca benefited from its decision to move forward and concentrate important
issuances to cover its requirement for the whole year in the first few months of 2011. The
total nominal amount of securities placed actually accounted for approximately 140% of the
items that matured.
Preference was given to covered bonds with longer maturities, in relation to the lower cost
with respect to senior EMTN issues for the same maturities, while the EMTN programme
was reserved for three year maturities.
There were three covered bonds issuances for 2 billion euro nominal: two public issuances
in the first quarter - a 1 billion euro issuance in January with a ten year maturity (28th
January 2021) and a coupon of 5.25% and a second issuance in February for €750 million,
with a five year maturity (22nd February 2016) and a coupon of 4.5% - followed in November
by a private placement for €250 million reserved for the European Investment Bank, as the
second tranche of an agreement signed in April 2010 to fund Italian SMEs.
UBI Banca therefore has eight issuances of covered bonds1 in issue for a total nominal
amount of €5.75 billion (including €11 million already amortised)2.
Although the amounts issued under the EMTN programme were large (€1.86 billion
nominal), they did not fully offset the maturities, redemptions and repurchases that
occurred during the year (€2.8 billion).
A public placement for a nominal amount of €700 million was made in February with a two
year maturity (28th February 2013) at a fixed rate of 3.875%, followed in April by another
public placement for 1 billion euro with a two and a half year maturity (21st October 2013)
at a fixed rate of 4.125%. The remaining issuances consisted of private placements (€50
million in June, €105 million in December).
Both the covered bonds and the EMTNs are admitted for trading on the London stock exchange (with the
sole exception, for the latter, of those which had been issued by the former Banca Lombarda e
Piemontese, listed in Luxembourg).
Information on the covered bond programme concerning the composition of the residential mortgage
cover pool in the segregated accounts of UBI Finance, to back the issues, and action taken as a
consequence of the downgrade of UBI Banca by Moody’s and Fitch, is given in the consolidated
management report, which may be consulted;
 funding from bonds issued to ordinary customers – consisting mainly of listed bonds sold to
network bank customers1 – increased significantly over twelve months (+€1.8 billion;
+36.2%) to reach a total of almost €7 billion. This was the result of nine bonds for a total
nominal amount of €1.9 billion placed in the second quarter and towards the end of the
year, including three totalling over 1 billion euro, with a lower tier two subordination
clause;
 intragroup funding from bonds – consisting of bonds subscribed by some Group banks to
invest their liquidity – reached almost €4 billion (+€0.5 billion; +14.7%). As already
reported, a significant portion of those funds (€1.7 billion) came from funding which had
been performed by the subsidiary Centrobanca through non-captive channels and
transferred to the Parent, because in excess of its requirements.
1 A list is given in the consolidated management report, as part of the information on listed issues of the Group.
2 In consideration of the large pool of segregated assets available at UBI Finance, three new issuances for a total of €750 million were
made on 22nd February 2012. These were not placed on the market but used to strengthen the pool of assets eligible for refinancing
with the central bank.
25*
Outstanding bond maturities as at 31st December 2011 (excluding intragroup securities)
Nominal amounts in millions of euro
1st Quarter
2012
2nd Quarter
2012
3rd Quarter
2012
4th Quarter
2012
2013
2014
Subsequent
years
1,542
1,566
799
1,131
4,673
4,413
8,625
22,749
1,500
1,495
70
1,000
3,447
2,234
440
10,186
-
11
-
11
51
51
5,615
5,739
Total (*)
of which: EMTN
Covered bonds (**)
Total
(*) The EMTN subordinated notes were placed on the date of maturity or the exercise of a call option.
(**) The first half year amortisation, amounting to €11 million, took place in the fourth quarter of 2011.
Lending
Composition of loans to customers
31.12.2011
%
31.12.2010
%
Changes
amount
Figures in tho usands o f euro
%
Current account overdrafts
1,202,889
7.7%
685,022
4.7%
517,867
Reverse repurchase agreements
3,408,520
21.7%
3,187,464
21.9%
221,056
6.9%
760,251
-
4.8%
-
3,621,178
-
24.9%
-
-2,860,927
-
-79.0%
-
Mortgage loans and other medium to long-term financing
Credit cards, personal loans and salary backed loans
Finance leases
-
-
-
-
-
Factoring
-
-
-
-
-
Other transactions
Debt instruments
9,894,794
426,209
63.1%
2.7%
6,773,525
268,932
46.6%
1.9%
of which: structured securities
227,026
1.4%
238,789
other debt instruments
199,183
1.3%
30,143
15,692,663
100.0%
14,536,121
Total loans to customers
75.6%
-
3,121,269
157,277
46.1%
58.5%
1.7%
-11,763
-4.9%
0.2%
169,040
n.s.
1,156,542
8.0%
100.0%
Lending by the Parent reached almost €15.7 billion as at 31st December 2011, up by €1.2
billion (+8%) compared to €14.5 billion twelve months before.
The lending activity of UBI Banca is performed mainly with Group member companies
operating in the leasing and factoring sectors, which at the end of the year had received loans
amounting to €9.7 billion and to €2.7 billion respectively (accounting together for 79% of total
lending). Exposure to UBI Leasing at the end of 2010 amounted to €10.6 billion while that to
UBI Factor totalled €2.5 billion (accounting together for over 90% of total lending).
Given the fall-off in business in the leasing sector, which was only marginally offset by the
positive trend for factoring and by the increase in exposure to the CCG, the increase recorded
in the size of UBI Banca’s loan portfolio was basically of a technical nature, because it reflects
specific operations performed in the last quarter involving the items “current account
overdrafts”, “other transactions” and “debt instruments”.
The exposure to the CCG increased (+€0.4 billion to €1.4 billion), the aggregate result of
increased volumes of reverse repurchase agreements (+€0.6 billion) – to be interpreted in
relation to changes in financial liabilities held for trading (uncovered short positions on
securities) and also to intermediation performed in the last quarter in consideration of the
favourable market conditions – compared to a smaller exposure for “other transactions” (-€0.2
billion), consisting of the margin requested on business in repurchase agreements on
government securities (while in December 2010 the exposure was attributable to a deposit
required to guarantee transactions on the “New MIC” (collateralised interbank market).
While the total exposure for “current account overdrafts” of €1.2 billion was up by €0.5 billion
in the comparison between the two years, the contraction of €0.5 billion in advances to the
non-banking financial sector (-€0.3 billion for UBI Factor and -€0.2 billion per UBI Leasing)
was offset by new business of more than one billion euro consisting of margins on derivatives
trading activity (basically swaps to back the covered bond programme and internal
securitisations).
26*
“Other transactions”, which include all short term lending other than current account
overdrafts, rose to €9.9 billion, an increase of €3.1 billion. In addition to the deposit requested
by the CCG, the item also incorporated the following: the effects of the partial change in the
composition of borrowing by UBI Leasing out of mortgages (-€2.9 billion) and into the types of
lending included in this class (+€2.5 billion); greater lending to UBI Factor (+€0.5 billion); and
an exposure to UBI Pramerica of €0.3 billion, consisting of the liquidity generated by disposals
performed in the third quarter, in relation to the management mandate conferred on this asset
management company. This liquidity was left with the company for possible future
investments.
“Debt instruments” (€0.4 billion) increased by €0.2 billion as a result of a new banking
investment made towards the end of 2011, which as a result of its eligibility qualifications, was
added to the pool of assets eligible for refinancing with the central bank.
“Reverse repurchase agreements”, amounting to €3.4 billion, included €2.5 billion relating to
UBI Leasing concluded on eligible securities issued with a securitisation performed in
November 2008 and the remaining €0.9 billion regarded the ordinary business, already
mentioned, with the CCG.
The ratio of lending to funding, affected by the different rates of growth in the two aggregates,
rose to 44.6% in December from 41.8% at the end of 2010. This ratio also reflects the
particular nature of the banking business performed by UBI Banca as the Parent Bank.
Given the prevalent intragroup nature of its lending, net non-performing loans were stable at
€0.3 million (including €49 thousand relating to Lehman Brothers) and again represented a
wholly negligible percentage of the total.
According to the new rules introduced in December 2010 by the Bank of Italy, large exposures
are now measured on the basis of the nominal value, instead of the amount weighted for
counterparty risk.
Consequently, at the end of 2011 UBI Banca had four positions which exceeded 10% of the
supervisory capital (three at the end of 2010) for a total of €97.7 billion, down compared to
€114.7 billion twelve months before:
 €83.4 billion relating to consolidated companies (€96.2 billion at the end of 2010 to
companies belonging to the banking Group);
 €6.8 billion relating to the Ministry of the Treasury, in relation to investments in
government securities (€8.3 billion twelve months before);
 €6 billion relating to the CCG, concerning all transactions (€10.2 billion at the end of 2010);
 €1.5 billion attributable to various types of transaction outstanding with a major banking
group.
It must be added, however, that since the weightings on government loans are nil, the actual
risk positions of the Parent after weighting were three in number for a total of €1.4 billion
(€75.9 million in 2010, but relating to just one position) and representing a percentage of
supervisory capital well below the maximum limits set by the current regulations (single banks
belonging to banking groups are subject to an individual limit of 40% of their supervisory
capital). The change compared to the previous year, both in the number of risk positions and
the amount reported consists of one billion euro due to the application of high levels of
weighting (full in some cases) on the different types of transaction with the major banking
group and of approximately €311 million due to the application of a weighting greater than
zero on some special purpose entities involved in the margin deposits already mentioned on
derivative transactions which do not belong to the banking group3.
Finally guarantees granted to customers amounted to €1.88 billion, an increase of over 50%
compared to €1.25 billion at the end of 2010. They were composed as follows:
3 At the end of 2010, the nominal exposure of €96.2 million related entirely to companies belonging to the banking group and
therefore they did not give rise to the recognition of a risk position since the weighting factor attributed to intragroup transactions is
zero.
27*
-
-
unsecured financial guarantees amounting to €1.78 billion, compared to €1.06 billion in
December 2010. This change was the result of lower unsecured guarantees granted on
behalf of Group member companies and an increase in guarantees granted for ordinary
customers. More specifically, guarantees on behalf of Group member companies totalled
€218.3 million (€492.3 million at the end of 2010) composed as follows: €123.3 million on
the behalf of BPCI Funding Llc, €60.8 million on the behalf of UBI Leasing, €25 million on
the behalf of Lombarda Vita and €9.2 million on the behalf of UBI Factor;
Commercial guarantees amounted to €100.6 million (€186.3 million in December 2010) and
were granted almost entirely to Group member companies. They included €75.5 million in
favour of UBI Leasing, €13.2 million for Coralis Rent and €5.8 million for UBI Factor.
Operations on the interbank market
The net interbank position of UBI Banca as at 31st December 2011 showed funds of €6 billion,
virtually unchanged compared to December 2010.
Quarterly performance, however, fluctuated as a result of the intensification of the sovereign
debt crisis and the consequent difficulties on liquidity markets.
While in the first half of the year the reduction in net debt to counterparties outside the
Group, favoured by the positive growth in institutional funding, had helped strengthen the net
interbank position – which rose to almost €11 billion – the trend reversed in the summer,
wiping out the improvement recorded in the first half as a result of growing recourse to ECB
financing, which became the main source of liquidity as interbank business gradually thinned,
with foreign counterparties increasingly less active, and as access to short-term institutional
markets reduced.
Interbank market: quarterly trends
Figures in thousands of euro
Loans to banks
31.12.2011
A
30,224,290
30.9.2011
B
30.6.2011
C
31.3.2011
D
32,277,154
30,222,165
29,250,552
31.12.2010
E
28,424,384
Changes A/E
amount
%
1,799,906
6.3%
of which:
- loans to central banks
- intragroup
of which: intragroup securities
Due to banks
595,884
1,315,904
155,501
177,952
595,521
363
0.1%
26,297,926
28,348,976
27,302,314
26,268,424
26,656,378
-358,452
-1.3%
10,089,221
10,072,924
10,086,529
6,011,405
6,186,334
3,902,887
63.1%
24,228,130
22,305,950
19,314,805
21,773,213
22,589,437
1,638,693
7.3%
of which:
- due to central banks
- intragroup
of which: subordinated deposits
Net interbank position
of which: intragroup
non Group banks
6,001,500
4,000,333
-
1,255,064
2,219,152
3,782,348
170.4%
15,291,525
14,405,136
15,085,974
15,181,546
17,746,392
-2,454,867
-13.8%
-1.1%
366,486
371,391
367,887
372,211
370,571
-4,085
5,996,160
9,971,204
10,907,360
7,477,339
5,834,947
161,213
2.8%
11,006,401
13,943,840
12,216,340
11,086,878
8,909,986
2,096,415
23.5%
-5,010,241
-3,972,636
-1,308,980
-3,609,539
-3,075,039
-1,935,202
62.9%
As shown in the table, the net interbank position at the end of the year (+€6 billion) was the
result of intragroup funds of €11 billion (€8.9 billion at the end of 2010) and net debt to
counterparties outside the Group of €5 billion (€3.1 billion the year before), attributable almost
entirely to net balances with the central bank (-€5.4 billion compared to -€1.6 billion twelve
months before), since the net position with other banks was one of funds (+€0.4 billion
compared to -€1.5 billion in December 2010).
Intragroup transactions continued to be of significant importance with regard to the total, due to UBI
Banca’s role as the centralised manager of Group liquidity.
With the exception of IW Bank and the foreign subsidiaries, internal policies require the composition of
assets and liabilities of the network banks and of the product companies with banking counterparties to
result exclusively from transactions with the Parent of the Group. The policies also define the rates and
charges for lending and funding transactions between UBI Banca and Group banks and companies.
28*
Details of assets eligible for refinancing and of action taken to increase the liquidity reserve which those
assets are able to guarantee are given in the consolidated management report, which may be consulted.
Further information on liquidity risk management is given in Part E, section 3 of the Notes to the
Consolidated Financial Statements.
Loans to banks: composition
31.12.2011
%
31.12.2010
%
Loans to central banks
Term deposits
Compulsory reserve requirements
Repurchase agreements
- reverse repurchase agreements
595,521
595,521
-
2.1%
2.1%
-
%
363
363
-
0.1%
0.1%
-
-
-
-
-
-
-
29,628,406
2,265,287
10,258,008
5,876,975
98.0%
7.5%
33.9%
19.4%
27,828,863
6,780,853
8,805,936
6,055,740
97.9%
23.8%
31.0%
21.3%
1,799,543
-4,515,566
1,452,072
-178,765
6.5%
-66.6%
16.5%
-3.0%
5,291,595
17.5%
5,826,168
20.5%
-534,573
-9.2%
-
-
-
155.0%
- finance leases
-
- other
Debt instruments
2.0%
2.0%
-
595,884
595,884
-
Other
Loans to banks
Current accounts and deposits
Term deposits
Other financing
Changes
amount
Figures in thousands of euro
-
585,380
1.9%
229,572
0.8%
355,808
11,228,136
37.2%
6,186,334
21.8%
5,041,802
81.5%
- structured securities (*)
4,705,516
15.6%
5,508,643
19.4%
-803,127
-14.6%
- other debt instruments
6,522,620
21.6%
677,691
2.4%
5,844,929
862.5%
30,224,290
100.0%
28,424,384
100.0%
1,799,906
6.3%
Total loans to banks
(*) Most of these securities have a call option for early redemption.
As at 31st December 2011 loans to banks other than the central bank amounted to €29.6
billion – of which approximately 90% consisted of loans to banks in the Group – an increase
over twelve months of €1.8 billion, which mainly reflected growth in volumes of business on
the external market (+€2.2 billion), in relation both to new investments in securities and to
margins on derivatives business.
A partial change occurred between the two year-end positions in the composition in terms of
type of lending.
Significant growth was seen in debt instruments – the total increased to €11.2 billion (+€5
billion) – while an equally large reduction occurred for current account overdrafts and term
deposits taken together (-€3.1 billion). This phenomenon is attributable primarily to the
pursuit of more stringent policies to achieve structural balance at the level of single banks,
which led UBI Banca to give priority to the subscription of securities rather than deposits for
intragroup funding from the second quarter of 2011.
The €11.2 billion investments in debt instruments existing in December 2011, included total
intragroup securities of €10.1 billion (+€3.9 billion compared to €6.2 billion at the end of
2010), while the remaining part (€ 1.1 billion), consisting of new investments in non
intragroup banking securities made in the fourth quarter was used, in view of their eligibility
qualifications, to increase the pool of assets eligible for refinancing with the central bank.
The main component of the item “other financing” – amounting to €5.9 billion – continued to
consist of reverse repurchase agreements (€5.3 billion), through which securities eligible for
refinancing with the ECB are sold to the Parent. The most significant amounts concerned
transactions with Group banks as follows: €1.9 billion with B@nca 24-7, €1.3 billion with
Banca Popolare di Bergamo, €0.4 billion with Banco di Brescia (all with the underlying
securities issued as part of securitisations performed between 2008 and 2010) and one billion
euro with IW Bank.
29*
Due to banks: composition
31.12.2011
%
31.12.2010
%
Due to central banks
Due to banks
Current accounts and deposits
Term deposits
Financing:
- repurchase agreements
- other
Amounts due for commitments to repurchase own
equity instruments
Other payables
Total due to banks
Changes
amount
Figures in thousands of euro
%
6,001,500
24.8%
2,219,152
9.8%
3,782,348
170.4%
18,226,630
4,444,252
11,174,524
75.2%
18.4%
46.1%
20,370,285
2,499,182
15,015,355
90.2%
11.1%
66.5%
-2,143,655
1,945,070
-3,840,831
-10.5%
77.8%
-25.6%
2,599,990
10.7%
2,845,517
12.6%
-245,527
-8.6%
2,012,127
8.3%
2,173,129
9.6%
-161,002
-7.4%
587,863
2.4%
672,388
3.0%
-84,525
-12.6%
-
-
-
-
-
-
7,864
0.0%
10,231
0.0%
-2,367
-23.1%
24,228,130
100.0%
22,589,437
100.0%
1,638,693
7.3%
As concerns funding on the other hand, amounts due to banks other than the central bank fell
to €18.2 billion (-€2.1 billion compared to the end of 2010), in relation to a decrease in
intragroup funding since the first quarter (-€2.4 billion over twelve months).
Reduced funding on the interbank market was more than compensated for by recourse to the
central bank which, after reducing to zero at the end of June, amounted to €6 billion at the
end of the year (+€3.8 billion over twelve months), consisting entirely of liquidity with a three
year maturity acquired on 21st December 2011, as a result of which greater stability was given
to the structure of liabilities in a market context still far from “normality”4.
In terms of type of funding, a comparison between the two year-end positions shows a partial
change in the composition with a significant reduction in term deposits (-€3.8 billion over
twelve months), and an increase in current accounts and on demand deposits (+€1.9 billion),
attributable to changes in some intragroup relationships.
The item “financing” includes the medium to long-term finance provided by the European
Investment Bank (down to €588 million due to redemptions) and repurchase agreements, used
mainly to support investments made by network bank customers. Lower demand from
customers during the year was largely offset by business with market counterparties, due to
the financing of securities which did not meet eligibility requirements.
***
The table “Principal capital items with subsidiaries subject to control, joint control and
significant influence”, contained in part H of the notes to the financial statements, shows the
role of UBI Banca as a net lender or net borrower of funds with regard to the banks in the
Group, with account taken of the possible subscription of intragroup securities.
As at 31st December 2011, the net interbank balance of the Parent was positive with regard to
B@nca 24-7 Spa (€12.4 billion), Centrobanca (€3.1 billion), Banco di San Giorgio (€1 billion),
Banca Popolare di Ancona (€0.8 billion), Banco di Brescia (€0.6 billion), Banca di Valle
Camonica (€0.5 billion), Banca Regionale Europea (€0.4 billion) and Banca Popolare Commercio
e Industria (€0.2 billion).
However it was negative with regard to: UBI Banca International (-€5.5 billion), Banca Carime (€3.6 billion), Banca Popolare di Bergamo (-€1.7 billion), IW Bank (-€0.9 billion) and UBI Banca
Lombarda Private Investment (-€0.1 billion).
4 Those same considerations led UBI Banca to also participate in the second three year auction held on 29th February 2012, with a
further six billion euro of refinancing allotted.
30*
Financial assets
The year 2011 was an extremely critical one for Italy. The weak signals of recovery that
manifested at the beginning of the year were not repeated in the second half and the
difficulties caused by the development of the sovereign debt crisis worsened, resulting in a
significant widening of the yield spreads between BTPs and German bunds. This had severe
repercussions on the banking system, which in the meantime saw the institutional funding
market close and the need to strengthen capital grow.
In this context, UBI Banca gradually reduced the government securities it held in portfolio
financed through the Cassa di Compensazione e Garanzia (a central counterparty clearing
house), only partly renewing maturing investments and changing the internal composition in
terms of available-for-sale (AFS) financial assets and financial assets held for trading (HFT). In
the last quarter of the year, management policy returned to focus on new purchases of Italian
government securities, mainly BOTs and BTPs with maturities of up to three years, classified
as held for trading, partly with a view to supporting interest income and net trading income.
As at 31st December 2011, UBI Banca held financial assets totalling €10.3 billion, an increase
of €1.6 billion compared to twelve months before. If financial liabilities are excluded, which
consisted mostly of financial derivatives, net assets amounted to €8.5 billion, down from €10.4
billion the year before.
As shown in the table, changes in the total were attributable primarily to the trend for AFS
securities, which decreased by almost €2 billion in the third quarter, following maturities of
government securities concentrated in September 2011. This reduced this portfolio as a
percentage of the total to 64.8% from 72.6% in December 2010, while assets held for trading
increased (up by €0.4 billion year-on-year), which was in reality the aggregate result of large
fluctuations during the year. Financial assets held for trading increased as a percentage of the
total portfolio from 26.2% to 34%.
Financial assets/liabilities
31.12.2011
Figures in thousands of euro
Financial assets held for trading
of which: financial derivatives contracts
Financial assets at fair value
Available-for-sale financial assets
Financial assets (a)
Amount
31.12.2010
%
Amount
Changes
%
amount
%
3,515,897
34.0%
3,143,191
26.2%
372,706
11.9%
1,432,457
13.8%
1,223,255
10.2%
209,202
17.1%
126,174
1.2%
147,286
1.2%
-21,112
-14.3%
6,705,814
64.8%
8,698,209
72.6%
-1,992,395
-22.9%
10,347,885
100.0%
11,988,686
100.0%
-1,640,801
-13.7%
of which:
- deb t instruments
8,334,635
80.5%
10,007,545
83.5%
-1,672,910
-16.7%
6,998,926
67.6%
8,669,463
72.3%
-1,670,537
-19.3%
- equity instruments
350,370
3.4%
499,885
4.2%
-149,515
-29.9%
- Units in O.I.C.R. (collective investment instruments).
227,770
2.2%
254,246
2.1%
-26,476
-10.4%
1,847,534
100.0%
1,542,534
100.0%
305,000
19.8%
1,409,633
76.3%
1,133,271
73.5%
276,362
24.4%
-1,945,801
-18.6%
of which: Italian government securities
Financial liabilities held for trading (b)
of which: financial derivatives contracts
Net financial assets (a-b)
8,500,351
31*
10,446,152
Available-for-sale financial assets
“Available for sale financial assets” (AFS), asset item 40, are measured at fair value with the recognition of
changes in a separate fair value reserve in equity, except for losses due to reductions in value that are
considered significant or prolonged. In this case the reduction in value that occurred in the period is
recognised through profit or loss, the amount being transferred from the negative or positive reserve that
may have been recognised in equity previously. Following the recognition of impairment losses, recoveries
in value continue to be recognised in the separate fair value reserve in equity. Any decreases below the
level of the previous impairment losses are recognised through profit and loss.
Information on the fair value hierarchy (levels one, two and three) is given in Section A.3 of Part A –
Accounting Policies in the Notes to the Financial Statements.
Available-for-sale financial assets: composition
31.12.2011
Figures in thousands of euro
Debt instruments
of which: Italian government securities
Equity instruments
Units in O.I.C.R.
(collec tive investment instruments)
Financing
Total
Level 1
Level 2
31.12.2010
Level 3
Total
Level 1
Level 2
Changes
Total
Level 3
amount
%
5,347,783
4,828,585
908,770
338,292
6,495
-
6,263,048
5,166,877
7,070,459
6,447,107
1,074,787
409,872
6,474
-
8,151,720 -1,888,672
6,856,979 -1,690,102
-23.2%
-24.6%
240,568
45,131
56,918
342,617
334,305
68,461
38,364
441,130
-98,513
-22.3%
39,004
61,145
-
100,149
18,313
87,046
-
105,359
-5,210
-4.9%
-
-
-
-
-
-
-
-
-
5,627,355
1,015,046
63,413
6,705,814
7,423,077
1,230,294
44,838
8,698,209
-1,992,395
-22.9%
As at 31st December 2011, available-for-sale financial assets had fallen to €6.7 billion from
€8.7
billion
the
year
before,
reflecting
a
reduction
in
debt
instruments
(-€1.9 billion) and in Italian government securities in particular (-€1.7 billion). These changes
relate in reality to maturities occurring mainly in September 2011, in a difficult market
context, and it is the aggregate result also of repurchases of short-term Italian government
securities. These changes, to which decreases in fair value must be added, occurred above all
in the last quarter and were attributable to the falls in prices following the widening of the
country risk spread for Italy.
At the end of the year debt instruments held amounted to €6.3 billion and were composed as
follows: €5.3 billion classified in fair value level one, of which 90% consisting of fixed rate
Italian government securities with maturities mainly longer than five years and the remaining
10%, approximately, of corporate securities issued mostly by Italian banks. The item also
contained a residual €3.9 million of securities resulting from own securitisations1.
The €909 million classified within fair value level two includes €338.3 million of Italian
treasury securities, while the remaining corporate securities consist primarily of unlisted
bonds issued mainly by Italian banks.
Fair value level three, on the other hand, contains two securities: €4.9 million of Equitalia
perpetual financial instruments and €1.6 million issued by the Banca Lombarda Preferred
Capital Company.
The financial crisis caused a fall in the market value of debt instruments with a relative
negative impact on the fair value reserve of €801 million (before tax).
1 Debt instruments (both available-for-sale and held for trading) also included “Asset Backed Securities” (ABS) issued as part of
securitisations and eligible for refinancing with the ECB. The total amount still outstanding at the end of 2011, amounting to €8.9
million (€11.1 million twelve months before), consisted of own securitisations (eliminated in the consolidation), relating to:
- Lombarda Lease Finance 4 (ABS instruments classified as available-for-sale) amounting to €3.9 million (€5.8 million);
- Orio Finance (RMBS securities classified as held for trading), amounting to €5 million (€5.3 million);
In December 2010 these assets included an INPS (national insurance institute) securitisation amounting to €89.1 million, which was
fully redeemed in the third quarter of the year.
The section “financial activities” in the consolidated management report may be consulted for further information on exposures in ABS
instruments and special purpose entities (SPEs). 32*
Equity instruments 2 fell from €441 million to €343 million, as a result of both sales and
disposals of investments and reductions in fair value, which affected instruments recognised
within fair value level one in particular.
This category determined the trend for the aggregate (a total decrease of €98.5 million), falling
by €93.7 million, attributable principally to the following: on the one hand, the disposal of the
interest held in London Stock Exchange (a book value of €15.5 million in December 2010) and
the reclassification of the equity investment in ETF Track on the EuroStoxx 50 (€20 million
nominal) within units in O.I.C.R.s (collective investment instruments); and on the other,
decreases in the fair value of the share A2A Spa, down from €11.6 million to €8.3 million, and
in the share Intesa Sanpaolo in particular, for which the market value fell to €232.3 million,
after recognition of total impairment losses of €108.8 million.
In June 2011, UBI Banca participated in the increase in the share capital by subscribing 40,047,888
ordinary shares at a price of €1.369 per share, for an amount of €54.8 million. As a result of that
subscription it now holds 180,215,498 shares (140,167,610 in December 2010), accounting for 1.16% of
the share capital with voting rights.
Consequently, only Intesa Sanpaolo and A2A are now classified within fair value level one
equity instruments.
A decrease of €4.8 million was recorded in unlisted fair value level two and three equity
interests as a result of the disposal of some investments (PerMicro and Banca Valsabbina,
with book values of €0.4 million and €1.7 million respectively in December 2010) and
decreases in the value of S.A.C.B.O. (-€4.4 million), Siteba (-€0.8 million) and Unione
Fiduciaria (-€0.2 million). This was partially offset by increases in the fair value of SIA
(formerly S.I.A.-S.S.B., +€1.5 million), Autostrade Lombarde (+€0.4 million) and Società per i
mercati di Varese (+€0.6 million).
Units in O.I.C.R. (collective investment instruments) amounted to a little over €100 million, down
by €5.2 million on December 2010, the aggregate result of opposing trends for fair value levels
one and two.
Level two in particular fell by €25.9 million, as a result of the combined effect of net falls in the
fair value of investments and redemptions. This category included an investment in the closedend fund Centrobanca Sviluppo Impresa with a fair value of €26.6 million, partially redeemed
during the year for €12.8 million (of which €3.8 million represented profit).
Fair value level one investments on the other hand increased by €20.7 million, primarily due
to a more accurate reclassification of the instrument ETF Track on the EuroStoxx 50, with a
book value of €17.1 million (previously classified within equity instruments) and of the Azimut
Dividend Premium Class A fund (with a book value of €9.5 million, previously recognised
within fair value level two), but also to an impairment loss recognised on the Polis property
fund (€12.4 million as at 31st December 2011 and €18.3 million twelve months before).
Units in O.I.C.R.s include a total of €20 million (€26.6 million the year before) invested in
property funds.
2 Shareholdings that are not classified as companies subject to control, joint control or significant influence and that are not held for
merchant banking and private equity activities, are recognised here.
33*
Financial instruments held for trading
Financial assets held for trading
The asset item “Financial assets held for trading”, comprises financial trading instruments “used to
generate a profit from short-term fluctuations in price”. They are recognised at fair value through profit or
loss – FVPL.
Information on the fair value hierarchy (levels one, two and three) is given in Section A.3 of Part A –
Accounting Policies in the Notes to the Financial Statements.
Financial assets held for trading: composition
31.12.2011
Figures in thousands of euro
A. On-balance sheet assets
Debt instruments
of which: Italian government securities
Equity instruments
Units in O.I.C.R.
(collective investment instruments)
Financing
Total (a)
B. Derivative instruments
Financial derivatives
Credit derivatives
Total (b)
Total (a+b)
Level 1
Level 2
31.12.2010
Level 3
Total
Level 1
Level 2
Changes
Level 3
Total
amount
%
2,066,558
1,832,049
946
-
5,029
6,807
2,071,587
1,832,049
7,753
1,847,710
1,812,484
39,220
8,115
-
19,535
1,855,825
1,812,484
58,755
215,762
19,565
-51,002
11.6%
1.1%
-86.8%
-
-
1,447
-
1,447
-
-
-
1,601
-
1,601
-
-154
-
-9.6%
-
2,067,504
-
13,283
2,080,787
1,886,930
8,115
21,136
1,916,181
164,606
8.6%
220
-
1,432,237
-
2,653
1,432,457
2,653
886
-
1,222,369
-
3,755
1,223,255
3,755
209,202
-1,102
17.1%
-29.3%
220
1,432,237
2,653
1,435,110
886
1,222,369
3,755
1,227,010
208,100
17.0%
2,067,724
1,432,237
15,936
3,515,897
1,887,816
1,230,484
24,891
3,143,191
372,706
11.9%
At the end of year, financial assets held for trading had risen to €3.5 billion, with growth of
€0.4 billion, mainly a reflection of changes in debt instruments.
While in the first half of 2011 disposals or the natural maturity of Italian government
securities had prevailed (falling progressively by a total of €0.4 billion by the end of June
2011), the total had already started to increase progressively in the third quarter to reach €1.8
billion at the end of the year. Purchases – encouraged by a significant reduction in prices –
were concentrated mainly on the short term part of the yield curve with a preference for BOTs
and BTPs with maturities of less than three years.
The total also includes over €234.4 million of government securities issued by France and
Germany.
Equity instruments fell to €7.8 million from €58.8 million twelve months before.
The reduction, which occurred in fair value level one (-€38.3 million), was a result of the
disposal of an equity portfolio managed under a mandate by UBI Pramerica SGR (European
equities classified here amounted to €39 million as at 31st December 2010). The new
management strategy employed in the first quarter of 2011 was oriented towards investments
in UBI Pramerica mutual funds, classified under the fair value option, initially amounting to
€330 million, which were completely disposed of in the following September due to turbulence
on financial markets (see the following sub-section in this respect).
The decrease that occurred in fair value level three (-€12.7 million) relates to impairment
losses on equity investments held for private equity business, amounting to €12.2 million on
Medinvest International 3 (€3.3 million held in portfolio at the end of the year) and to €0.5
million on Manisa Srl (€3.5 million at the end of the year).
Units in O.I.C.R.s4 (collective investment instruments) – consisting of residual investments in
hedge funds purchased before 30th June 2007 and still held – did not change substantially,
standing at €1.5 million (€1.6 million in December 2010).
3 See the previous section “The income statement” for further details.
4 The following sub-section, “Financial assets at fair value”, may be consulted for a full picture of investments in hedge funds.
34*
Finally, financial assets classified as held for trading included derivative instruments,
amounting to €1.4 billion (€1.2 billion the year before) almost entirely of a financial nature and
classified within fair value level two, consisting mainly of contracts on interest rates for which
the changes must be interpreted in relation to the corresponding item recognised within
financial liabilities held for trading.
Financial liabilities held for trading
Financial liabilities held for trading: composition
31.12.2011
Figures in thousands of euro
A. On-balance sheet liabilities
Due to banks
Due to customers
Debt instruments
Total (a)
B. Derivative instruments
Financial derivatives
Credit derivatives
Total (b)
Total (a+b)
Level 1
Level 2
335,123
102,778
31.12.2010
Level 3
-
Level 1
Total
-
335,123
102,778
Level 2
110,657
298,606
Changes
Level 3
-
-
Total
amount
%
110,657
298,606
224,466
-195,828
202.8%
-65.6%
-
-
-
-
-
-
-
-
437,901
-
-
437,901
409,263
-
-
409,263
28,638
7.0%
187
1,409,446
-
1,409,633
1,190
1,132,081
-
1,133,271
276,362
24.4%
-
-
-
-
-
-
-
-
187
1,409,446
-
1,409,633
1,190
1,132,081
-
1,133,271
276,362
24.4%
438,088
1,409,446
-
1,847,534
410,453
1,132,081
-
1,542,534
305,000
19.8%
At the end of the year financial liabilities held for trading amounted to €1.8 billion, up by €0.3
billion on the previous year, the result of an increase in fair value level two financial
derivatives (+€0.3 billion), due mainly to increased volumes of business.
As shown in the table, the item on-balance sheet liabilities was unchanged at €0.4 billion – of
which €0.2 billion relating to uncovered short positions on Italian government securities (€0.4
billion at the end of 2010) – but its composition changed, with a fall in amounts due to
customers (-€196 million), which was fully offset by an increase in amounts due to banks
(+€224 million).
35*
Financial assets at fair value
The item “financial assets at fair value” includes financial instruments classified as such in application of
the fair value option (FVO). They are composed exclusively of units in O.I.C.R.s (collective investment
instruments) and include the remaining units in hedge funds subscribed after 1st July 2007.
These financial assets are recognised at fair value through profit or loss.
Information on the fair value hierarchy (levels one, two and three) is given in Section A.3 of Part A –
Accounting Policies in the Notes to the Financial Statements.
As at 31st December 2011, financial assets designated at fair value consisting of units in
O.I.C.R.s classified within fair value levels one and three amounted to €126.2 million (down by
€21.1 million on December 2010).
Investments of €104.9 million were recognised within fair value level one relating to three
Tages funds (formerly Capitalgest Alternative), which incurred losses of €11.4 million over
twelve months, which account for the reduction compared to December 2010.
With regard to the management mandate conferred on the Group’s asset management company, units in
UBI Pramerica mutual funds were subscribed in March 2011 for a total of €0.3 billion (fair value level one),
which were fully disposed of in the third quarter when a stop-loss mechanism 5 was triggered (in
compliance with limits set by the financial risk policy).
The remaining investments in hedge funds amounting to €21.3 million are classified within
fair value level three. If the remaining amount of €1.5 million recognised within financial
assets held for trading, (fair value level three OICR units, purchased before 30th June 2007)
are also included, then investments in hedge funds held by the Parent as at 31st December
2011 totalled €22.8 million (€32.7 million at the end of 2010).
Redemptions of approximately €5 million6 were received during the year, net of redemption
fees7.
As concerns redemption applications, management accounting figures show that at the end of 2011
seven funds, amounting to €14 million, are expected to pay and/or have declared that they were
implementing a deferred redemption plan (known as a "gate") – as allowed for in their respective
regulations; another 17 funds have created “side pockets” for an amount of €8.8 million.
Financial assets at fair value: composition
31.12.2011
Figures in thousands of euro
Debt instruments
Equity instruments
Level 1
Level 2
31.12.2010
Level 3
Level 1
Total
Level 2
Changes
Level 3
amount
Total
%
-
-
-
-
-
-
-
-
-
-
Financing
104,846
-
-
21,328
-
126,174
-
116,208
-
-
31,078
-
147,286
-
-21,112
-
-14.3%
-
Total
104,846
-
21,328
126,174
116,208
-
31,078
147,286
-21,112
-14.3%
Units in O.I.C.R.
(c ollec t ive invest ment inst rument s)
5 The losses incurred on the mutual fund portfolio caused UBI Pramerica SGR to firstly change the composition of the mix of products
used for the Parent’s investments, with preference given to strictly monetary funds and then, in consideration of the continuing
adverse conditions on markets, to sell all units held in funds at the end of September (€329.3 million as at 30th June 2011).
6 A further one million euro has been received since the beginning of 2012.
7 The technical term used to indicate expenses for repayment.
36*
Exposure to sovereign debt risk
On 28th July 2011, the European Securities and Markets Authority (ESMA) published
document No. 2011/266 relating to information on sovereign debt to be disclosed in annual
and half year financial reports prepared by listed companies that adopt IFRS.
Details of UBI Banca exposures are given below. It should be considered that according to the
instructions issued by this European supervisory authority “sovereign debt” is defined as
bonds issued by central and local governments and by government entities and also as loans
granted to them.
31.12.2011
Country / portfolio of classification
30.6.2011
Nominal amount Carrying amount
Fair Value
Nominal amount Carrying amount
Fair Value
figures in thousands of euro
7,380,955
6,815,414
6,815,414
6,902,554
6,981,963
financial assets and liabilities held for trading (net exposure)
1,632,254
1,622,392
1,622,392
3,853
5,241
5,241
available-for-sale financial assets
5,725,005
5,166,877
5,166,877
6,875,005
6,951,141
6,951,141
23,696
26,145
26,145
23,696
25,581
25,581
-
-
-
2,500
2,540
2,540
financial assets and liabilities held for trading (net exposure)
-
-
-
2,500
2,540
2,540
loans
-
-
-
-
-
-
15,005
9,044
9,044
6
6
6
6
- Italy
loans
- Spain
- Germany
6,981,963
15,005
9,044
9,044
6
6
loans
-
-
-
-
-
-
- France
-1,999
-2,909
-2,909
-4,999
-5,180
-5,180
-1,999
-2,909
-2,909
-4,999
-5,180
-5,180
-
-
-
-
-
-
loans
-
-
-
-
-
-
- Holland
10
10
10
10
10
10
financial assets and liabilities held for trading (net exposure)
financial assets and liabilities held for trading (net exposure)
- Luxembourg
loans
- Argentina
financial assets and liabilities held for trading (net exposure)
- Greece
financial assets and liabilities held for trading (net exposure)
- Finland
financial assets and liabilities held for trading (net exposure)
Total on-balance sheet exposures
10
10
10
10
10
10
134
24
24
155
49
49
134
24
24
155
49
49
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,000
5,132
5,132
-
-
-
5,000
5,132
5,132
7,394,105
6,821,583
6,821,583
6,905,226
6,984,520
6,984,520
The book value of UBI Banca’s sovereign debt risk exposures as at 31st December 2011
amounted to €6.8 billion, concentrated almost fully in Italy.
In addition to a modest credit exposure to Italian public administrations amounting to €26
million, the Parent also held Italian government securities amounting to €6.8 billion, of which
almost €5.2 billion classified within available-for-sale assets and €1.6 billion within financial
assets held for trading (calculated net of uncovered short positions).
Sovereign debt risk exposures to countries other than Italy therefore remain low and regard
primarily core countries of the European Union: Germany (€9 million) and France (-€2.9
million).
Positions existing as at 30th June 2011, relating to Finland (€5 million) and Spain (€2.5
million), both consisting of securities with ten-year maturities, were disposed of in July.
The table below shows the distribution by maturity of Italian government securities held in
portfolio.
The average maturity of the AFS portfolio is 10.14 years, while the average residual maturity of
Italian government securities in the HFT portfolio is 1.13 years.
Due to the significant amounts for securities maturing in the third quarter (over €2 billion), a
comparison with the comparative figures as at 30th June 2011 shows a reduction in exposure
on the shorter term segment of the yield curve (down from 30.3% to 6% at the end of year),
with a repositioning at the same time towards maturities from “six months to one year” and
from “one year to three years” (which account for a percentage of the total portfolio which rose
37*
from 4.8% to 35%), consistent with the policy to purchase securities with maturities of up to
three years pursued in the last part of the year.
As concerns the longer term segment of the curve – over five years – a slight reduction in the
exposure occurred (down from 58.9% in June to 52% at the end of 2011), although no change
was made to UBI Banca’s policy to invest in longer term BTPs, over 50% of which are hedged
by asset swaps.
Maturities of Italian government securities
31.12.2011
Financial assets
held for trading
Available-for-sale
financial assets
30.6.2011
Total
%
Financial assets
held for trading
Available-for-sale
financial assets
Total
%
figures in thousands of euro
Up to 6 months
354,245
50,537
404,782
6.0%
-213,549
2,318,683
2,105,134
30.3%
Six months to one year
739,559
-
739,559
10.9%
164,537
50,762
215,299
3.1%
One year to three years
451,206
1,183,365
1,634,571
24.1%
68,325
49,872
118,197
1.7%
Three years to five years
77,171
397,919
475,090
7.0%
-
419,095
419,095
6.0%
208
1,590,598
1,590,806
23.4%
9,524
1,818,117
1,827,641
26.3%
3
1,944,458
1,944,461
28.6%
-23,596
2,294,612
2,271,016
32.6%
1,622,392
5,166,877
6,789,269
100.0%
5,241
6,951,141
6,956,382
100.0%
Five years to ten years
Over ten years
Total
(*) net of the relative uncovered short positions.
38*
Equity and capital adequacy
As at 31st December 2011, the equity of UBI Banca inclusive of loss for the year, amounted to
€7,609.8 million, down compared to €10,328.3 million at the end of 2010.
As shown in the statement of changes in equity as at 31st December 2011 and in the
statement of comprehensive income contained among the separate financial statements, the
decrease of €2,718.5 million that occurred during the year is attributable to:
 the allocation of 2010 profit of €97.4 million1 to dividends and other uses (including the use
of retained earnings of €15.5 thousand when the allocation was decided);
 the positive impact, totalling €986 million2, attributable primarily to the conclusion of the
share capital increase, which led to the issue of 262,580,944 new shares following the
exercise of option rights, the sale on the stock exchange and the subsequent exercise of
rights not taken up and the final subscription by the underwriting syndicate, was as
follows:
-




+€656.5 million the impact on share capital;
+€329.5 million the increase in the share premium reserve, inclusive of the deduction from that item
of the expenses incurred for the increase in the share capital net of tax (€16.2 million) and the
proceeds from the sales of rights not exercised (€2.1 million).
an increase in other reserves of €173 thousand, of which €125 thousand in relation to a
revision of remuneration policies for senior management of the Group, whereby part of
performance bonuses are paid in UBI Banca shares, with the amount shown in an equity
reserve against recognition of the cost for the year through profit or loss3 at the same time.
The remaining increase of €48 thousand relates to the deficit arising from the merger of
FinanzAttiva Servizi in July;
a decrease of €4.4 million attributable to the purchase of treasury shares in July, to be
assigned to the Senior Management of the Group in relation to incentive schemes;
a total negative change Fair value reserves: composition
in the fair value reserve
31.12.2011
31.12.2010
of
€889.8
million, Figures in thousands of euro
consisting of -€888.9 Available-for-sale financial assets
-1,145,740
-256,806
-243
-243
million
relating
to Foreign currency differences
Actuarial gains/losses
-1,980
1,177
available-for-sale
29,297
29,297
financial assets and - Special revaluation laws
Total
-1,118,666
-226,575
€0.9 million relating to
actuarial losses on defined benefit plans4;
recognition of the loss for the year of €2,713.1 million entirely attributable to impairment
losses on subsidiaries and on goodwill.
1 When profit for 2010, was apportioned, €182.2 million was allocated to reserves of profits (€28.4 million to the legal reserve, €153.8
million to the extraordinary reserve, part of which to fully replenish it after drawings made in 2008), and €4.1 million to the
unavailable reserve pursuant to Art. 6 of Legislative Decree No. 38/2005, due to the increase in the gains on financial instruments
not held for trading, while €20.2 thousand was allocated to retained profit. Further details on the share capital and changes in it are
given in the notes to the financial statements (Part B, Section 14 of Liabilities).
2 This amount also includes the residual effect of the conversion of the convertible bond “UBI 2009/2013 convertibile con facoltà di
rimborso in azioni” and the exercise of the warrants “Warrant azioni ordinarie UBI Banca 2009/2011”, which led to the issue of a
further 19,913 new shares with an increase in the share capital and the share premium reserve amounting to €49,782.5 and
€188,063 respectively.
3 The total increase of €125 thousand in other reserves consisted of €10 thousand relating to the Parent, UBI Banca, and the
remaining €115 thousand to the relative amounts for the network banks.
4 An amount of €2.2 million relating to the release of sums recognised in prior years due to actuarial recalculations of post retirement
benefits, now no longer considered due, was reclassified out of the “value reserve for actuarial gains/losses on defined benefit plans”
and into “retained earnings/losses”.
39*
Fair value reserves of available-for-sale financial assets: annual changes
Debt
instruments
Figures in thousands of euro
1. Opening balances as at 1st January 2011
4. Closing balances as at 31st December 2011
OICR units
(c ollec tive investment
instruments)
Financing
Total
-307,558
53,413
-2,661
-
-256,806
6,651
333
6,142
6,142
176
5,142
2,344
2,798
5,737
3,661
1,113
1,113
963
-
17,530
6,338
7,255
1,113
6,142
3,937
-886,069
-863,810
-179
-22,080
-12,600
-4,620
-314
-6,914
-752
-7,795
-4,871
-2,213
-275
-436
-
-906,464
-873,301
-2,527
-7,368
-23,268
-1,186,976
45,955
-4,719
-
-1,145,740
2. Positive changes
2.1 Increases in fair value
2.2 Transfer to income statement of negative reserves
- following impairment losses
- from disposal
2.3 Other changes
3. Negative changes
3.1 Decrease in fair value
3.2 Impairment losses
3.3 Transfer to the income statement of positive reserves
3.4 Other changes
Equity
instruments
As shown in the table, the decrease of €888.9 million fully recognised in the “fair value reserve
for available-for-sale financial assets” almost entirely reflects the significant decreases in fair
value that occurred in debt instruments held in portfolio (net of tax). More specifically, the
reserve for these assets ended the year with a negative balance that was €879.4 million greater
than twelve months before, with decreases in fair value of €863.8 million, relating mainly to
government securities (approximately 90%). In fact the reserve for government securities fell
from -€275 million at the end of 2010 to -€1,054 million in December 2011.
On the other hand, the item “transfer to income statement of negative reserves” relates to a
reduction in the reserve recognised through profit or loss, resulting from the disposal of
securities, almost entirely government, which generated a loss.
With regard to equity instruments, the reductions in fair value consisted of €4.4 million for the
interest held in S.A.C.B.O., while the transfer to the income statement of positive reserves of
€6.9 million consisted of €5.8 million for the disposal of the interest held in London Stock
Exchange (again net of tax) completed in May, while the remaining part related to the disposal
of shares in Banca Valsabbina.
Over half of the decreases in the fair value of OICR units related to ETF securities previously
reported within equity instruments and reclassified more appropriately during the year.
Fair value reserves for available-for-sale financial assets: composition
31.12.2011
Figures in thousands of euro
1. Debt instruments
2. Equity instruments
3. Units in O.I.C.R.
(collective investment instruments)
4. Financing
Total
Positive reserve
31.12.2010
Negative reserve
Total
Positive reserve
Negative reserve
Total
948
-1,187,924
-1,186,976
2,332
-309,890
-307,558
47,850
-1,895
45,955
55,115
-1,702
53,413
1,133
-5,852
-4,719
3,457
-6,118
-2,661
-
-
-
-
-
-
49,931
-1,195,671
-1,145,740
60,904
-317,710
-256,806
As reported in Section 2, Part F of the notes to the financial statements, at the end of 2011 the
supervisory capital of UBI Banca totalled €12,973 billion, including €8,974 billion of tier one
capital. On the other hand the figure for 31st December 2010 was €13,713 million, including
€10,258 million of tier one capital.
The absorption of capital for credit and counterparty risk, market risk and operational risk
(also detailed in part F of the notes to the financial statements) totalled €1,212 million, to give
a tier one ratio of 59.23% and a total capital ratio of 85.62%.
40*
Relations with companies in the Group
Details of relations with companies in the Group are given in part H of the notes to the
financial statements as part of the information on related parties, distinguishing between
subsidiaries (consolidated line-by-line), companies subject to joint control (proportionately
consolidated) and associates (consolidated using the equity method
Research & Development
Information on research and development is contained in the relative section of the
consolidated management report presented in the first part of this publication.
Projects were carried forward on a centralised basis by the Group service company, which
examines current progress in technology and studies potential applications to support
corporate processes and customer relationships.
The system of internal control
The document “Report on the corporate governance and ownership structure of UBI Banca
Scpa” attached to these reports may be consulted for a description of the architecture, rules
and organisational units of the system of internal controls. It also gives specific information
required under Art. 123 bis of the Consolidated Finance Act (Legislative Decree No. 58/1998)
concerning the risk management and internal control systems that govern the financial
reporting process.
A description of financial risk management objectives and policies is contained in Part E of the
notes to the consolidated financial statements, where details are also given on risk exposures
required by Art. 2428 paragraph 3, point 6-bis) of the Italian Civil Code.
41*
Transactions with related parties
With Resolution No. 17221 of 12th March 2010 – amended by the subsequent Resolution No.
17389 of 23rd June 2010 – the Consob (Italian securities market authority) approved a
Regulation concerning related-party transactions. The new regulations concern the procedures
to be followed for the approval of transactions performed by listed companies and the issuers
of shares with a broad shareholder base with parties with a potential conflict of interest,
including major or controlling shareholders, members of the management and supervisory
bodies and senior managers including their close family members.
UBI Banca is subject to the Regulation because it is a company with listed shares.
In this respect the Management Board approved a set of regulations concerning related party
transactions within the set time limits (November 2010), available on corporate website – in
the corporate governance section – and it has defined appropriate internal processes to ensure
compliance with the new provisions.
In compliance with those regulations, the Supervisory Board subsequently appointed a
Related Parties Committee from among its members – composed of the board members:
Federico Manzoni, Chairman, Silvia Fidanza and Sergio Orlandi – to which transactions falling
within the scope of the regulations must be submitted in advance.
The UBI Banca regulations have excluded the following transactions from their scope of
application and these are consequently not subject to the disclosure obligations required
under the Consob Regulation, but without prejudice to the provisions of Art. 5, paragraph 8,
where applicable, of the said Consob Regulation:
(a) shareholders’ resolutions concerning the remuneration of the Members of the Supervisory Board passed in
accordance with Art. 2364-bis of the Italian Civil Code, including those concerning the determination of a total
sum for the remuneration of the Members of the Supervisory Board assigned particular offices, powers and
functions;
(b) remuneration schemes based on financial instruments approved by shareholders in accordance with Art. 22, letter
b) of the Corporate By-Laws and in compliance with Art. 114-bis of the Consolidated Finance Act and the relative
operations to implement them;
(c) resolutions, other than those referred to under the preceding letter a) of this article, concerning the fees of
Members of the Management Board appointed to special positions and other key management personnel and also
the resolutions with which the Supervisory Board determines the fees of the Members of the Management Board
on condition that:
(i)
UBI Banca has adopted a remuneration policy;
(ii)
the Remuneration Committee formed by the Supervisory Board in accordance with Art. 49 of the Corporate
By-Laws has been involved in the definition of that remuneration policy;
(iii)
a report setting out the remuneration policy has been submitted for approval or a consultative vote to a
Shareholders' Meeting;
(iv)
the remuneration awarded is consistent with that policy;
(d) “transactions of negligible amount” are those related-party transactions for which the amount is less than €250
thousand. If a related-party transaction is concluded with a member of the key management personnel, a close
family member of that person or with companies controlled by or subject to significant influence of those persons,
it will be considered a transaction of negligible amount if the amount of the transaction is not greater than €100
thousand;
(e) transactions which fall within the ordinary performance of operating activities and the related financial activities
concluded under equivalent market or standard conditions;
(f) transactions to be performed on the basis of instructions for the purposes of stability issued by the supervisory
authority, or on the basis of instructions issued by the Parent of the Group to carry out instructions issued by the
supervisory authority in the interests of the stability of the Group;
(g) transactions with or between subsidiaries and also venturers in joint ventures, as well as transactions with
associates, if no significant interests of other related parties exist in the subsidiaries or associates that are
counterparties to the transaction.
Also, in compliance with Consob recommendations, transactions with related-parties of UBI
Banca performed by subsidiaries are subject to the regulations in question if, under the
provisions of the Corporate By-Laws or internal regulations adopted by the Bank, the
Supervisory Board, in response to a proposal of the Management Board, or even an officer of
the Bank on the basis of powers conferred on that officer, must preliminarily examine or
approve a transaction to be performed by subsidiaries.
42*
In accordance with Art. 5, paragraph 8 of Consob Resolution No. 17221/2010, already
mentioned, the following related-party transactions concluded in 2011, were excluded from the
scope of the regulations for related-party transactions with UBI Banca, because they were
concluded with subsidiaries:




UBI Leasing - in relation to funding requirements, UBI Banca provided short term funding
totalling €6,587 million. This funding is subject to specific regulations which govern
intragroup transfer pricing;
UBI Factor - in relation to funding requirements, UBI Banca provided short term funding
totalling €3,012 million. This funding is subject to specific regulations which govern
intragroup transfer pricing;
UBI Pramerica - in relation to operational requirements to cover foreign currency
transactions, credit lines granted for maximum forward currency transactions of €500
million at the beginning of year, were subsequently increased by a further €250 million to
bring them up to a total of €750 million;
Centrobanca
- in relation to operational requirements, at the beginning of 2011 UBI Banca increased
the maximum limit for the issue of unsecured bank guarantees for subscribers of bonds
amounting to €1.1 billion, to bring it up to a total of €5.5 billion;
‐ in accordance with Decree Law No. 201 of 6th December 2011, the “Save Italy” decree,
UBI Banca decided to take advantage of the Italian government guarantee for the issue
of debt and liability instruments. The magnitude of the guarantees issued by UBI Banca
in favour of Centrobanca totalled €3 billion, corresponding to maturities to be refinanced
in relation to bond issues placed on the retail and institutional market in the first
quarter of 2012. The terms and conditions of those instruments, issued on 2nd January
2012 and for which a guarantee was requested, are as follows:
‐ first issue - nominal amount: €2,000,000,000; original duration: 36 months;
amortisation profile: redeemed in one payment on maturity; interest rate: fixed at
6.5%;
‐ second issue - nominal amount: €1,000,000,000; original duration: 60 months;
amortisation profile: redeemed in one payment on maturity; interest rate: fixed at
7.0%.
On 14th November 2011, the Supervisory Board of UBI Banca passed a resolution to approve
the commencement of a project to merge Banco di San Giorgio into Banca Regionale Europea.
***
In compliance with IAS 24, part H of the notes to the financial statements provides
information on balance sheet and income state transactions between UBI Banca and its
related parties and those items as a percentage of the total for each item in the financial
statements.
Further information is given in the “Report on corporate governance and the ownership
structure of UBI Banca Scpa” attached to these reports.
43*
Share performance and shareholder
structure
Share performance
The UBI Banca share is traded on the Mercato Telematico Azionario (electronic stock exchange)
of Borsa Italiana in the blue chip segment and forms part of the 40 shares in the FTSE/Mib
Index.
Performance comparisons for the Unione di Banche Italiane share
30.12.2011
A
30.9.2011
B
- official price
3.122
2.813
3.848
6.062
6.591
-52.6%
21.486
-85.5%
- reference price
3.166
2.802
3.882
6.030
6.550
-51.7%
21.427
-85.2%
-
-
-
0.0009
0.0032
-
-
-
Convertible bonds 2009/2013 (2)
97.450
98.100
102.360
106.760
104.850
-7.1%
-
-
FTSE Italia All-Share index
15,850
15,570
20,913
22,454
20,936
-24.3%
42,731
-62.9%
9,431
10,356
15,575
18,116
17,190
-45.1%
54,495
-82.7%
Amounts in euro
30.6.2011
C
31.3.2011
D
30.12.2010
% change A/E
E
2.4.2007
F
% change A/F
Unione di Banche Italiane shares
Warrant 2009/2011 (1)
FTSE Italia Banks index
Source Datastream
(1)
(2)
traded on the MTA (electronic stock exchange) since 25th June 2009; €0.0293 ); last price quoted: €0.0001 on 24th June 2011.
traded on the MTA (electronic stock exchange) since 20th July 2009 (quotation on 20th July 2009: 107.190).
Conditions on the international financial scenario were already persistently weak, but in the
second half of the year it experienced moments of extreme difficulty.
The partial recoveries at the beginning of the year were rapidly wiped out by widespread
tensions in the Middle East and North Africa and then later by concerns over the effects of the
earthquake in Japan and the uncertain prospects for the US economy.
This already particularly fragile context worsened over the summer with the growing sovereign
debt difficulties of Greece, Ireland, Portugal, Spain and Italy – underlined by the deterioration
of the ratings assigned by the main rating agencies – which actually put a question mark over
the future of the single currency itself.
Since the end of July the links between the sovereign debt crisis and the banking sector, given
the difficulties in restoring healthy fiscal balances and the weak prospects for economic
growth, have generated great caution among traders, which translated into a significant fall in
stock exchange prices.
Despite the announcement of large and significant austerity measures by the government, the
perception of an “Italy risk” led the Milan stock market to reach new lows between September
and November.
On 30th December 2011 the FTSE Italia All-Share index had fallen year-on-year by 24.3% and
this was even greater for the FTSE Italy Banks index (-45.1%), the sector hit hardest by the
sovereign debt crisis. In this context the UBI Banca share fell by 52.6%.
After a start in line with the banking sector benchmark, although it showed no signs of
substantial difficulty in terms of holding government securities of countries in difficulty or of
unbalanced positions in other sectors and despite the success of the capital increase, UBI
Banca saw its share fall in price even below par value for a few days in September. It was not
until the end of the year when a modest recovery occurred on the market that the share’s
performance began to return into line with that of the sector.
The recovery gradually gained strength in the first few weeks of 2012, as confidence in Italy
returned following the action taken by the government. The narrowing of the spread signalled
44*
improved confidence in Italy and eased tensions on equity and bond markets, with positive
impacts on prices. In this context, the banking sector, which was also subject to speculation,
still experienced difficulty in achieving a stable recovery.
Performance of the UBI Banca share since 1st July 2003(*) and volumes traded
Graph No. 1
120,000,000
115,000,000
110,000,000
105,000,000
100,000,000
95,000,000
90,000,000
85,000,000
80,000,000
75,000,000
70,000,000
65,000,000
60,000,000
55,000,000
50,000,000
45,000,000
40,000,000
35,000,000
30,000,000
25,000,000
20,000,000
15,000,000
10,000,000
5,000,000
0
Volumes
23
22
21
20
19
18
17
16
15
14
13
12
11
10
9
8
7
6
5
4
3
2
1
0
l
2003
o
g
a
2004
l
o
g
a
2005
l
o
g
a
2006
l
o
g
a
2007
l
o
g
a
2008
l
o
g
a
2009
l
o
g
a
2010
l
o
g
a
2011
l
o
g
(*) reference prices in euro
Performance of the FTSE Italia All‐Share index, the FTSE Italia Banks index and the UBI
Banca share(*) since 2nd April 2007
110
105
100
95
90
85
80
75
70
65
60
55
50
45
40
35
30
25
20
15
10
Graph No. 2
FTSE Italia All-Share
UBI Banca
FTSE Italia banks
2007
2008
2009
2010
2011
am g l a s o n d g f m am g l a s o n d g f m am g l a s o n d g f m am g l a s o n d g f m am g l a s o n d g f m
(*) reference prices in euro
Volumes of trading in UBI Banca shares on the electronic stock exchange in 2011 amounted
to 1.8 billion shares (of which over one billion in the middle part of the year) for a total of €7.5
billion. A total of 746 million shares were traded in 2010 for at total amount of €6.1 billion.
As a result of the trends just reported, the stock market capitalisation (calculated on the
official price) at the end of the year had fallen to €2.8 billion from €4.2 billion twelve months
before, although UBI Banca nevertheless improved its market positioning among Italian
banking groups (4th place) and it maintained its first place among “popular” banks.
At European level, the UBI Group lies among the top forty in the classification drawn up by
the Italian Banking Association in its European Banking Report, which considers the
countries of the European Monetary Union plus Switzerland.
45*
The main information concerning the UBI Banca share is summarised below along with the principal stock
market indicators which have been calculated using consolidated figures.
The UBI Banca share and the main stock market indicators
2011
Number of outstanding shares at the end of year
2010
901,746,759
639,145,902
Average price of the UBI share (average of the official prices quoted daily b y Borsa Italiana Spa) - in euro
4.554
8.224
Minimum price (recorded during trading) - in euro
2.192
6.275
Maximum price (recorded during trading) - in euro
7.970
10.530
Dividend per share - in euro
0.05
0.15
1.10%
1.82%
45,027,337.95
95,871,925.50
9.91
16.91
Book value calculated by deducting goodw ill attributable to the shareholders of the Parent from consolidated equity - in euro
7.20
10.14
Book value calculated by deducting intangible assets attributable to the shareholders of the Parent from consolidated equity - in euro
6.74
8.67
2,815
4,213
Dividend yield (dividend per share/average price)
Total dividends - in euro (*)
Book Value (Consolidated equity, excluding profit for the year/numb er of shares) - in euro
Stock market capitalisation at the end of the year (official prices) - in millions of euro
Price / book value [stock market capitalisation at the end of the year / (consolidated equity attributable to shareholders of the
Parent net of profit)]
0.31
0.39
Price/book value calculated by deducting goodw ill attributable to the shareholders of the Parent from consolidated equity
0.43
0.65
Price / book value calculated by deducting intangible assets attributable to the shareholders of the Parent from consolidated equity
0.46
0.76
-2.3633
0.2633
EPS - Earning per share (consolidated profit per share pursuant to IAS 33) - in euro
The indicators for 2011 have been calculated using consolidated equity net of the loss for the period to give a more appropriate indication of the capital value of
the share and of the price/book value.
(*) The total dividend payout for 2010 was calculated on the 639,146,170 shares with dividend entitlement from 1st January 2010 existing at the date of the
approval of the proposal to declare a dividend by the Management Board.
The total dividend payout for 2011 was calculated on the 900,546,759 shares outstanding net of the repurchased treasury shares.
Report on corporate governance and the ownership structure
The share capital of UBI Banca as at 31st December 2011 amounted to €2,254,366,897.501
consisting of 901,746,759 ordinary shares with a nominal value of €2.50. All the outstanding
shares have normal dividend entitlement from 1st January 2011.
The legislation in force relating to ‘popular’ co-operative banks (Art. 30 of the Consolidated
Banking Act), which is also cited in article 18 of the Corporate By-Laws, limits the percentage
interest of the share capital that may be owned by registered and unregistered shareholders to
0.50% of the share capital.
The limit on the size of shareholdings does not apply to collective investment companies,
which are subject to the limits laid down in the rules of each of them.
Each registered shareholder may cast only one vote, irrespective of the number of shares held.
Under Article 120 of the Consolidated Finance Act, persons holding more than 2% of the share
capital in a share issuer which has Italy as its member state of origin must notify this to the
company and to the Consob (Italian securities market authority).
On the basis of information relating to the payment of the dividend and to communications
received, at the date of this report the following holdings of greater than 2% existed:
- Silchester International Investors LLP, which on 1st November 2011 reported that it held an
interest of 5.001% in the share capital of UBI Banca for asset management purposes (4.09%
reported previously on 26th July and 2.292% declared in November 2010);
-
BlackRock Inc., with 2.854% of the share capital held through its own asset management
company (reported on 17th June 2010);
-
Cassa di Risparmio di Cuneo Foundation with 2.230%;
-
Banca del Monte di Lombardia Foundation with 2.224%;
1 Details of changes in the share capital that occurred in 2011 are given in the section “Significant events that occurred during the
year ” in the consolidated management report.
46*
Norges Bank (the central bank of Norway), which on 11th November 2011 declared that it
held and owned 2.214% of the share capital of UBI Banca (with many changes above and below the
2% threshold declared during the year).
The Bank proceeded to inform all those concerned of the prohibition on holding more than
0.50% of the share capital2.
-
The number of shareholders increased during the year partly as a result of the increase in the
share capital. On the basis of the an updating of the shareholders register, registered
shareholders numbered 81,891, as at 31st December 2011 (78,340 at the end of 2010)3. If
account is also taken of the shareholders who are not listed in the shareholders’ register, then
the total of registered and unregistered shareholders numbered over 152 thousand (144
thousand a year before).
According to the results of the last survey conducted in February 2012 on the composition of
shareholders, institutional investors hold approximately 40% of the share capital. On the basis
solely of the portion of the share capital held by institutional investors identified by name
(approximately 28% of the share capital), institutional investors are distributed geographically
as follows: approximately 30% in the United Kingdom and Ireland, 21% in Italy, 23% in the
rest of Continental Europe, 21% in North America and approximately 5% in the rest of the
world.
The report on corporate governance attached to this publication and also published on the
corporate website at www.ubibanca.it, in the corporate governance section, under corporate
documents may be consulted for other information pursuant to article 123-bis of Legislative
Decree No. 58 of 24th February 1998 (Consolidated Finance Act), which includes compliance
with the corporate governance code for listed companies established by Borsa Italiana and
public access to the relative information.
Treasury shares
As at 31st December 2011, UBI Banca held 1,200,000 treasury shares accounting for 0.13% of
the share capital.
In implementation of a shareholders’ resolution of 30th April 2011, which involved the
purchase of treasury shares to be granted to the senior management of the Group as part of
the Group incentive schemes, on 12th and 13th July 2011 UBI Banca proceeded to repurchase
1,200,000 treasury shares on the market (corresponding to the maximum number
purchasable) at an average price of €3.6419 per share for a total amount of €4.37 million, less
than the total maximum amount set in the shareholders’ authorisation (€5.5 million).
The purchase transactions were performed on the regulated market in compliance with the
limits set in the shareholders’ resolution, by the provisions of the law and EC Directive
2273/2003 and by admissible market practices.
Report on the admission of new registered shareholders
(pursuant to Art. 2528, paragraph five of the Italian Civil Code)
The applications for registration in the shareholders’ register submitted for the approval of the
Management Board in 2011 numbered a total of 3,731 (1,206 in 2010), all fully accepted.
Admissions of new registered shareholders was decided subject to prior assessment of the
applications in compliance with articles six and nine of the Corporate By-Laws. In compliance
2 In accordance with Law No. 10 of 26th February 2011, for all those who as at 31st December 2009 held an investment in the share
capital greater than that set in paragraph 2 Art. 30 of the consolidated banking act, if exceeding that limit is the result of
concentration transactions between banks or between investors and while it is understood that the investment may not be
increased, the time limit for selling the shares which exceed 0.50% of the share capital has been put back until 31st December 2014.
3 At the date of this report the number of registered shareholders had risen to 83,489.
47*
with article 8, paragraph 2 of those Corporate By-Laws, it was also verified that all applicants
could demonstrate that they possessed at least 250 shares of UBI Banca.
In detail, 3,688 applications were received by banks in the Group and the remaining 43 were
received through other intermediaries.
Report on mutual objectives
(in accordance with Art. 2545 of the Italian Civil Code)
UBI Banca pursues the mutual objectives inherent in its institutional model of organisation in
a manner consistent with its strategic objectives and with the values and principles of its Code
of Ethics (see also the Social Report), through initiatives to provide concessions to its
registered shareholders and also through active participation in the economic and social
development of the local communities in which it operates.
The UBI Club is important with respect to the former. It was commenced in and replaces and
adds to the previous scheme (Value Project).
It consists of a set of banking concessions in addition to the previously existing insurance
cover. The banking concessions (a current account at particularly attractive conditions and
discounts on other products and services such as custody accounts, Qui UBI internet
banking, safe deposit boxes and payment systems) are reserved to registered shareholders who
hold a current account. The insurance cover is free of charge for registered shareholders and
their families (a family civil liability policy with a maximum liability limit of €100 thousand, an
accident life or permanent invalidity policy for invalidity equal to or greater than 66%, a policy
that pays a daily indemnity in case of hospitalisation caused by an accident, a safe withdrawal
policy and a sentinel service4) and it is provided to all registered shareholders.
As concerns the social and economic development of local communities on which the bank
operates, operational decisions that are taken reflect the Bank’s “historical” mission as a
‘Popular Bank’ strongly rooted in the social and economic life of the community, committed to
the promotion of harmonious and lasting development, by interpreting and implementing the
original co-operative objects of ‘popular’ banks in a new and broader manner.
This is reflected above all in the organisational model adopted that integrates different
corporate histories and cultures which each have a common vocation: strongly rooted in local
areas, attention to the needs of local economic and social communities and a strong
orientation to serve families and small to medium size enterprises.
By bringing banks which remain operationally and legally autonomous together in a federated
organisational model, the Group has expanded to cover almost all Italian regions with banks
which originated in them and which have grown to achieve a particularly large share of
branches in their provinces of origin.
The role of the branch networks is emphasised in the Group’s banks: their primary objective is
to focus on longstanding links with local economies and communities, to conserve traditional
relationships between bank and customer and to create value in society. Branches are
distributed throughout the country in over 1,200 municipalities and 83 provinces, with a
strong market presence in small towns with strong local economies. A large programme to
streamline and optimise the geographical distribution of branches was commenced in 2010,
designed to consolidate the presence of individual banks with a view to achieving both savings
on costs and higher standards and efficiency in customer service.
In the commercial sphere, the pursuit of our mission to serve families and small-to-medium
sized enterprises included a series of initiatives designed to contribute to sustainable
development through co-operation with business and social protagonists in local communities
(described in detail in the Social Report which may be consulted).
These included the following:
4 An insurance package to protect keys, record expiry dates, documents and important assets and to handle formalities for the loss or
theft of payment cards.
48*






co-operation with trade associations and guarantee bodies present in local communities, in
order to better direct the Bank’s operations to assist local business communities by means
of convention agreements for the grant of ordinary loans and also specific loans to develop
the competitiveness of small to medium sized enterprises. The product companies play a
key role here by providing excellent services in fields that include business advisory
services, innovative finance, easy-term credit, leasing and electronic commerce (see the
section “Commercial activity” in the consolidated management report);
involvement in national and local initiatives to support families and businesses in difficulty
hit by the economic crisis and a commitment to microcredit, currently subject to new study
following the conclusion of the partnership with PerMicro towards the end of the year;
the launch of UBI Community, a dedicated service model for the third sector, designed to
support the growth and the development of nonprofit organisations using a subsidiarity
approach, thereby preserving and further developing the Group’s consolidated ability to
operate in this sector, as demonstrated by its historical and constant higher than national
average funding from and lending to it;
initiatives to assist persons who experience difficulty in gaining access to banking services
because of disabilities (e.g. in co-operation with ASPHI Onlus for the partially sighted) or
language problems (e.g. multi-lingual services on the commercial website and multilingual
support on a dedicate toll free number);
a commitment to develop alternative energy sources to improve the quality of the
environment in the communities in which the Group operates through a range of “green”
financial products supplied by the network banks (“Sun Strength” to finance domestic
photovoltaic systems and “New Energy” to support corporate programmes for energy
conversion projects) and through financial services provided by UBI Leasing and project
finance services provided by Centrobanca (a “Green Project” to support the diffusion of
medium and small sized projects locally);
initiatives to educate customers on environmental issues which include a series of
advertising campaigns, accompanied by competitions, to encourage customers to sign up to
the electronic accounting services linked to the Qui UBI home banking service which
replaces hardcopy documents for current accounts and custody accounts. The last
campaign entitled “Activate my accounts and win!” was launched in November 2011.
Attention to local needs also involves support for social, cultural, scientific, welfare and
environmental initiatives: the action performed directly by the Group’s network banks is
flanked by initiatives by the UBI Banca and by the Foundations created by the Group, the
Fondazione Banca Popolare di Bergamo Onlus, Fondazione Unione di Banche Italiane per
Varese Onlus, Fondazione CAB and Fondazione Banca San Paolo di Brescia (see also the
special section in the consolidated management report on social and environmental
responsibility). In accordance with their Corporate By-Laws, the principal Banks in the Group
grant a part of their profits to these activities, which are allocated to a special fund
administered by their respective management bodies.
Similarly, the Bank gives priority, where possible, in its sponsorship activities to promote the
Bank’s image, to initiatives which link its brand name with associations and personalities in
the world of voluntary work, culture and sport that provide positive examples to the
community.
Action was taken in the social sphere in 2011 involving funds totalling €14.8 million, a third of
which as part of long-term partnerships, with which the Group contributed to the life of
hundreds of organisations and associations, both church associated and others, spread
throughout the community to fuel intense activity that is important to individual local areas.
This is in addition to €7.15 million of donations made by various network banks to local
authorities in the context of treasury and collection services, destined to their welfare
programmes. Obsolete IT equipment that is still functioning well is also given to authorities
and associations that request it (more than 200 Personal computers in 2011 to 33
organisations).
49*
De jure and delegated powers of the corporate bodies
(Consob
Recommendation No. 97001574 of 20th February 1997)
Information concerning the powers of the governing bodies of Unione di Banche Italiane Scpa,
as required under Consob (Italian securities market authority) Recommendation No. 97001574
of 20th February 1997 is contained in the “Report on corporate governance and the ownership
structure of UBI Banca” attached to this publication.
50*
Other information
Litigation
Information on corporate litigation currently pending concerning UBI Banca is given in the
consolidated management report, which may be consulted.
Legislation on the protection of personal data
With a view to simplifying personal data requirements (Art. 45), Decree Law No. 5 of 9th
February 2012 “urgent measures on simplification and development (published in the Official
Journal No. 33 on 9th February 2012), abolished the obligation to prepare an annual update of
the “Security Programme Document” pursuant to Legislative Decree No. 196 of 30th June 2003
(“Privacy Code”).
Since the change introduced had no effect on the general security obligations under Art. 31
and following of that code, UBI Banca went ahead with all the updates required with regard to
the treatment of data, risk analysis and security measures.
51*
Principal risks and uncertainties to which
UBI Banca is exposed
UBI Banca, as the Parent Bank, is responsible for the process of assessing capital adequacy at
consolidated level (ICAAP – Internal Capital Adequacy Assessment Process). The Parent is also
responsible for the performance of centralised risk measurement, monitoring and management
functions detailed in the consolidated report on operations, which may be consulted for a
precise description and for details of the principal uncertainties.
Subsequent events and the business outlook
The main significant events occurring after the end of the year are reported in the notes to the
financial statements (Part A – Accounting Policies), in compliance with Bank of Italy Circular
No. 262 of December 2005 and subsequent amendments.
The corresponding section of the consolidated management report may be consulted for
information on the business outlook.
52*
Proposal to replenish the loss for the year
and the declaration of a dividend
Dear Registered Shareholders,
Consideration has been given to equity reserves for the purposes of replenishing the loss for
the year of €2,713,053,965.45, as reported in the notes to the financial statements (Part B,
Section 14.4 of Liabilities1), and in particular to the criteria for the use of them.
These reserves amount to a total of €9,211,472,874.47 and include a share premium reserve
of €7,429,912,823.95. The latter amount includes €5,790,132,233.70 resulting from the
increase in the share capital at the service of the merger of Banca Lombarda e Piemontese,
which was recognised in compliance with IFRS 3. The proportion of that increase which was
attributable to the write-up of the carrying amount of the merged bank and to the recognition
of goodwill following the allocation of the purchase price amounted to €4,096,625,123.
Since the loss for the year arose from the recognition through profit and loss of impairment
losses on equity investments, goodwill and intangible assets attributable to that merger, in
compliance with Art. 2364 bis of the Italian Civil Code and Art. 52 of the Corporate By-Laws,
the Management Board proposes replenishing the loss for the year by charging it in the
amount of €2,713,053,965.45, to the share premium reserve (and more specifically to the
portion amounting to €4,096,625,123 described above).
As a sign of appreciation for the support that our shareholders continue to show the Group,
the Management Board has also resolved to submit a proposal to the Shareholders’ Meeting to
declare a dividend of €0.05 on each of the 900,546,759 ordinary shares outstanding, net of
treasury shares repurchased. The total dividend amounting to a maximum payout of
€45,027,337.95, shall be drawn from the extraordinary reserve.
If approved by the shareholders in the amount proposed, the payment of the dividend will
commence on 21st May 2012 with value date 24th May 2012, against coupon No. 13.
As a result of the tax reform which came into force on 1st January 2004, there is no tax credit
on the dividend and, depending on who receives it, it is either subject to a withholding tax or
part of it constitutes taxable income2.
In accordance with article 10 of the regulations for the convertible bond “UBI 2009/2013
convertibile con facoltà di rimborso in azioni” the distribution of the dividend will involve a
change in the conversion ratio to 1.01497 UBI Banca shares for each convertible bond with a
nominal value of €12.75 presented for conversion3, rounded down to 1.01 UBI Banca shares
for each convertible bond in accordance with article 9 of the said regulations.
Bergamo, 27th March 2012
The Management Board
1 A summary table giving the origin, availability for use and distribution of equity items in compliance with Art. 2427, paragraph 1,
No. 7 bis of the Italian Civil Code.
2 From a tax viewpoint:
- pursuant to Ministerial Decree of DM 2/4/2008, the entire amount of the dividend per share is considered as drawn from profits
earned up until the financial year in progress as at 31st December 2007 and therefore forms part of taxable income (IRPEF) on
income tax for resident private individuals, who are holders of qualifying investments, for resident sole proprietors and
partnerships for 40% of the amount;
- in the case of recipients not resident for tax purposes in Italy, for the purposes of the application of the withholding tax at source
of 1.375% for non resident companies and entities indicated in Art. 27, paragraph 3-ter of Presidential Decree No. 600/73, it is
considered that the entire amount of the dividend per share is drawn from profits earned during the financial year following that
in progress as at 31st December 2007.
3 Calculated on the basis of the arithmetic average of the official prices of the shares of UBI Banca in the three stock market trading
days prior to 27th March 2012, the date of the approval by the Management Board of the proposal to distribute a dividend.
53*
54*
STATEMENT OF THE CHIEF
EXECUTIVE OFFICER AND OF THE
SENIOR OFFICER RESPONSIBLE
FOR PREPARING THE COMPANY
ACCOUNTING DOCUMENTS
55*
Certification of the separate financial statements pursuant to Art. 81-ter of the
Consob Regulation 14th May 1999, No.11971 and subsequent modifications and
integrations
1. The undersigned Victor Massiah, Chief Executive Officer, and Elisabetta Stegher, Senior Officer
Responsible for preparing the company accounting documents of UBI Banca Scpa, having taken account
of the provisions of paragraphs 3 and 4 of article 154 bis of Legislative Decree No. 58 of 24th February
1998, hereby certify:
 the adequacy in relation to the characteristics of the company and
 the effective application
of the administrative and accounting procedures for the preparation of the separate financial statements
during the course of 2011.
2. The model employed
The assessment of the adequacy of the administrative and accounting procedures for the preparation of
the separate financial statements as at and for the year ended 31st December 2011 was based on an
internal model defined by UBI Banca Scpa and developed in accordance with the framework drawn up
by the Committee of Sponsoring Organisations of the Treadway Commission (COSO) and with the
framework Control Objectives for IT and related technology (COBIT) which represent the generally
accepted international standards for internal control systems.
3.Furthermore, it is certified that:
3.1 the separate financial statements:
a) were prepared in compliance with the applicable international financial reporting standards
recognised by the European Community in accordance with the Regulation No. 1606/2002
(EC) issued by the European Parliament on 19th July 2002;
b) correspond to the records contained in the accounting books;
c) give a true and fair view of the capital, operating and financial position of the issuer.
3.2 the management report comprises a reliable analysis of the performance, operating results and
position of the issuer, together with a description, insofar as they are known, of the main risks and
uncertainties to which they are exposed.
Bergamo, 27th March 2012
Victor Massiah
Elisabetta Stegher
Chief Executive Officer
Senior Officer Responsible for
preparing the company accounting
(signed on the original)
(signed on the original)
56*
57*
Independent auditors’ report
58*
59*
60*
61*
Separate Financial Statements
Balance Sheet
(Amounts in euro)
ASSETS
31.12.2011
10. Cash and cash equivalents
20. Financial assets held for trading
30. Financial assets at fair value
40. Available-fo r-sale financial assets
60. Loans to banks
70. Loans to customers
80. Hedging derivatives
100. Equity investments
110. Property, equipment and investment property
120. Intangible assets
of which:
goodwill
130. Tax assets:
a) current
b) deferred
140. Non-current assets and disposal groups held for sale
150. Other assets
Total assets
LIABILITIES AND EQUITY
31.12.2010
184,014,418
3,515,897,383
126,173,961
6,705,814,209
30,224,289,943
15,692,663,417
616,454,152
10,889,970,627
195,060,106
3,143,191,440
147,285,903
8,698,209,093
28,424,383,576
14,536,120,881
164,595,239
13,336,899,439
606,655,753
448,207
624,906,782
542,792,402
1,776,186,585
268,689,352
1,507,497,233
115,301,571
441,382,856
70,895,253,082
521,244,521
725,032,355
380,220,092
344,812,263
6,022,891
353,101,328
70,897,601,435
31.12.2011
31.12.2010
10. Due to banks
20. Due to customers
30. Securities issued
40. Financial liabilities held for trading
24,228,129,978
8,022,863,658
27,200,141,347
1,847,533,863
22,589,437,090
11,422,728,258
23,367,787,687
1,542,533,534
60. Hedging derivatives
80. Tax liabilities:
a) current
b) deferred
100. Other liabilities
110. Post employment benefits
120. Provisions for risks and charges:
a) pension and similar obligations
b) other provisions
130. Fair value reserves
160. Reserves
170. Share premiums
898,023,640
284,940,430
211,622,090
73,318,340
744,612,245
38,826,670
20,352,491
20,352,491
(1,118,666,087)
1,761,644,380
7,429,912,824
599,874,209
381,641,985
277,626,159
104,015,826
613,923,930
38,129,542
13,278,734
13,278,734
(226,574,548)
1,572,877,892
7,100,378,060
2,254,366,898
(4,375,290)
(2,713,053,965)
70,895,253,082
1,597,864,755
283,720,307
70,897,601,435
180. Share capital
190. Treasury shares
200. Profit for the year
Total liabilities and equity
63*
Notes to the Separate Financial Statements
Income Statement
(Amounts in euro)
2011
10. Interest and similar income
2010
1,135,911,071
805,570,868
20. Interest expense and similar
(1,331,131,806)
(893,005,683)
30. Net interest expense
(195,220,735)
(87,434,815)
40. Commission income
27,929,367
30,055,158
50. Commission expense
(14,845,971)
(16,130,071)
60. Net commission income
13,083,396
13,925,087
70. Dividends and similar income
354,419,622
300,579,803
80. Net trading income (loss)
(8,060,690)
87,267,863
90. Net hedging income
18,823,139
17,665,773
100. Income from disposal or repurchase of:
22,650,082
17,730,226
a) loans
b) available-for-sale financial assets
c) held-to-maturity investments
d) other financial transactions
110. Net income (loss) on financial assets and liabilities at fair value
(38)
(6,350)
8,562,778
17,962,917
-
-
14,087,342
(226,341)
(38,848,617)
6,669,410
120. Gross income
166,846,197
356,403,347
130. Net impairment losses on:
(127,952,865)
(49,364,706)
a) loans
b) available-for-sale financial assets
c) held-to-maturity investments
d) other financial transactions
140. Net financial income
(1,056,945)
(50,631)
(120,059,444)
(39,971,013)
-
-
(6,836,476)
(9,343,062)
38,893,332
307,038,641
(227,510,242)
(247,254,078)
a) personnel expense
(114,549,273)
(130,591,255)
b) other administrative expenses
(112,960,969)
(116,662,823)
150. Administrative expenses
160. Net provisions for risks and charges
(594,979)
(2,046,037)
170. Net impairment losses on property, equipment and investment property
(24,874,928)
(26,352,055)
180. Net impairment losses on intangible assets
(21,099,674)
(3,100,434)
95,275,930
108,722,960
200. Operating expenses
(178,803,893)
(170,029,644)
210. Profits (losses) of equity investments
(2,507,432,209)
62,127,392
190. Other operating income
230. Net impairment losses on goodwill
(521,244,521)
-
240. Profits on disposal of investments
60,367
5,533,138
(3,168,526,924)
204,669,527
250. Pre tax profit (loss) from continuing operations
260. Taxes on profit for the year from continuing operations
270. Post tax profit (loss) from continuing operations
280. Post-tax profit from discontinued operations
290. Profit (loss) for the year
64*
455,451,177
(4,316,911)
(2,713,075,747)
200,352,616
21,782
83,367,691
(2,713,053,965)
283,720,307
Notes to the Separate Financial Statements
Statement of comprehensive income
(Amounts in euro)
2011
10. Profit (loss) for the year
2010
-2,713,053,965
283,720,307
Other comprehensive income net of taxes
20. Available-for-sale financial assets
-888,934,413
-424,201,369
30. Property, equipment and investment property
40. Intangible assets
50. Hedging foreign investments
60. Cash flow hedges
70. Foreign currency differences
80. Non current assets held for sale.
90. Actuarial gains (losses) on defined benefit plans
-890,260
-384,535
100. Share of fair value reserves valued at equity
110. Total other comprehensive loss net of taxes
120. Comprehensive loss (item 10 + 110)
-889,824,673
-424,585,904
-3,602,878,638
-140,865,597
The loss incurred for comprehensive income is largely attributable to the negative fair value
reserves for Italian government securities, classified within item 40 – available-for-sale
financial assets. Details of the various items are given in the notes to the detailed statement
of comprehensive income in Part D – Breakdown of comprehensive income.
65*
Notes to the Separate Financial Statements
Statement of changes in equity
Changes to 31st December 2011
Changes during the year
Allocation of prior year profit
Balances as at
31.12.2010
Restatement of
opening balances
Equity transactions
Balances as at
01.01.2011
Amounts in euro
Share capital:
1,597,864,755
a) ordinary shares
1,597,864,755
Changes in
reserves
Dividends and other
uses
Reserves
1,597,864,755
-
1,597,864,755
Equity as at 31.12.2011
Extraordinary
distribution of
dividends
Repurchase of
treasury shares
New share issues
Change in equity
instruments
Comprehensive income
Derivatives on
treasury shares
Stock options
656,502,142
-
-
-
656,502,142
2,254,366,897
-
-
-
-
-
-
2,254,366,897
b) other shares
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Share premiums
7,100,378,060
-
7,100,378,060
-
-
-
329,534,764
-
-
-
-
-
-
7,429,912,824
Reserves:
1,572,877,892
1,572,877,892
186,325,907
-
2,430,152
1,340,246,318
186,325,907
-
2,266,865
-
-
-
-
-
-
232,631,574
-
-
163,287
-
-
-
-
-
10,429
a) profit-related
b) other
Fair value reserves:
1,340,246,318
-
232,631,574
-
-226,574,549
-226,574,549
10,429
-2,266,865
1,761,644,380
-
1,528,839,090
-
232,805,290
-889,824,673
-1,118,666,087
-1,145,740,285
-256,805,872
-
-256,805,872
-
-
-
-
-
-
-
-
-
-888,934,413
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-242,544
-
-242,544
-
-
-
-
-
-
-
-
-
-
-242,544
29,297,305
-
29,297,305
-
-
-
-
-
-
-
-
-
-
29,297,305
1,176,562
-
1,176,562
-
-
-2,266,865
-
-
-
-
-
-
-890,260
-1,980,563
Equity instruments
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Treasury shares
-
-
-
-
-
-
-
-4,375,290
-
-
-
-
-
-4,375,290
283,720,307
-
283,720,307
-186,325,907
-97,394,400
-
-
-
-
-
-
-
-2,713,053,965
-2,713,053,965
10,328,266,465
-
10,328,266,465
-
-97,394,400
163,287
986,036,906
-4,375,290
-
-
-
10,429
-3,602,878,638
7,609,828,759
a) available for sale
b) cash flow hedge
c) foreign currency differences
d) special revaluation laws
e) other
Profit (loss) for the year
Equity
The statement of changes in equity used for the preparation of these financial statements incorporates the changes resulting from the
introduction of the EU Regulation No. 1274/2008, with the insertion of the column “comprehensive income”. Greater details on the item
“Fair value reserves point a) available for sale” are given in “Part D - Breakdown of comprehensive income”.
66*
Notes to the Separate Financial Statements
Statement of changes in equity
Changes to 31st December 2010
Changes during the year
Allocation of prior year profit
Balances as at
31.12.2009
Restatement of opening
balances
Equity transactions
Balances as at
01.01.2010
Dividends and other
uses
Reserves
Amounts in euro
Share capital:
a) ordinary shares
1,597,864,755
1,597,864,755
Changes in
reserves
Extraordinary
distribution of
dividends
Repurchase of
treasury shares
New share issues
Change in equity
instruments
Derivatives on
treasury shares
Equity as at 31.12.2010
Comprehensive
income
Stock options
1,597,864,755
-
1,597,864,755
1,597,864,755
-
-
-
-
-
-
-
-
-
-
1,597,864,755
b) other shares
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Share premiums
7,100,378,060
-
7,100,378,060
-
-
-
-
-
-
-
-
-
-
7,100,378,060
Reserves:
1,359,658,807
1,359,658,807
213,219,085
-
-
a) profit-related
b) other
Fair value reserves:
1,572,877,892
1,127,027,233
-
1,127,027,233
213,219,085
-
-
-
-
-
-
-
-
-
232,631,574
-
232,631,574
-
-
-
-
-
-
-
-
-
-
232,631,574
-424,585,904
-226,574,549
198,011,355
198,011,355
1,340,246,318
a) available for sale
167,395,497
-
167,395,497
-
-
-
-
-
-
-
-
-
-424,201,369
-256,805,872
b) cash flow hedge
-
-
-
-
-
-
-
-
-
-
-
-
-
-
c) foreign currency differences
d) special revaluation laws
e) other
Equity instruments
Treasury shares
Profit for the year
Equity
-242,544
-
-242,544
-
-
-
-
-
-
-
-
-
-
-242,544
29,297,305
-
29,297,305
-
-
-
-
-
-
-
-
-
-
29,297,305
1,561,097
-
1,561,097
-
-
-
-
-
-
-
-
-
-384,535
1,176,562
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
406,317,137
-
406,317,137
-213,219,085
-193,098,052
-
-
-
-
-
-
-
283,720,307
283,720,307
10,662,230,114
-
10,662,230,114
-
-193,098,052
-
-
-
-
-
-
-
-140,865,597
10,328,266,465
The statement of changes in equity used for the preparation of these financial statements incorporates the changes resulting from the
introduction of the EU Regulation No. 1274/2008. More specifically, the column “comprehensive income” has been inserted in place of the
result for the period.
67*
Notes to the Separate Financial Statements
Statement of cash flows (indirect method)
2011
2010
amounts in euro
A. OPERATING ACTIVITIES
1. Ordinary activities
- profit (loss) for the year (+/-)
- gains/losses on financial assets held for trading and financial assets/liabilities designated at fair value (-/+)
272,608,440
-644,614,206
-2,713,053,965
283,720,307
89,092,912
-50,863,898
- gains/losses on hedging activities (-/+)
-18,823,139
-17,665,773
- net impairment losses on loans (+/-)
127,952,865
49,364,706
45,974,602
29,452,489
- net impairment losses on property, equipment and investment property and intangible assets (+/-)
- net provisions for risks and charges and other expense/income (+/-)
- outstanding taxes and duties (+)
- net impairment losses on groups of assets held for disposal net of tax (+/-)
594,979
2,046,037
-455,442,915
10,020,664
-
- other adjustments (+/-)
2. Cash flows generated/absorbed by financial assets
- financial assets held for trading
- financial assets at fair value
- available-for-sale financial assets
- loans to banks: repayable on demand
-
3,196,313,101
-950,688,738
-3,635,415,268
-6,224,932,620
-392,958,704
-830,359,430
-19,681,836
36,073,339
-168,595,372
-4,308,228,465
-
-
- loans to banks: other loans
-1,726,103,186
412,203,751
- loans to customers
-1,182,404,635
-1,896,252,455
- other assets
3. Cash flows generated/absorbed by financial liabilities
- amounts due to banks repayable on demand
-145,671,535
361,630,640
2,235,878,066
7,825,309,205
-
- amounts due to banks: other payables
-
1,635,610,008
-5,117,450,664
- due to customers
-3,380,337,590
6,258,813,182
- securities issued
3,260,197,698
6,556,946,636
301,965,563
156,024,608
- financial liabilities held for trading
- financial liabilities designated at fair value
-
- other liabilities
Cash flows generated/absorbed by operating activities
-
418,442,387
-29,024,557
-1,126,928,762
955,762,379
342,748,697
411,977,702
B. INVESTING ACTIVITIES
1. Cash flows generated by
- disposals of equity investments
- dividends received on equity investments
- purchases of held-to-maturity investments
5,038,230
118,388,053
336,774,930
278,055,389
-
- disposals of plant, equipment and investment property
935,537
15,534,260
- disposals of intangible assets
-
-
- disposals of lines of businesses
-
-
2. Cash flows absorbed by
-111,132,840
-1,195,416,732
- purchases of equity investments
-108,504,547
-1,192,833,759
- purchases of held-to-maturity investments
-
- purchases of plant, equipment and investment property
-2,628,293
-2,582,973
- purchases of intangible assets
-
-
- purchases of lines of business
-
-
Cash flows generated/absorbed by investing activities
231,615,857
-783,439,030
C. FUNDING ACTIVITIES
- issues/purchases of treasury shares
981,661,617.00
- issues/purchases of equity instruments
-
-
- distribution of dividends and other uses
-97,394,400
-193,098,052
Cash flows generated/absorbed by funding activities
884,267,217
-193,098,052
CASH FLOWS GENERATED/ABSORBED DURING THE YEAR
-11,045,688
-20,774,703
Key: (+) generated (-) absorbed
The item “other adjustments” under operating activities for 2011 contains, amongst other things, impairment
losses before tax on equity investments amounting to €2,510 million and on goodwill amounting to €521 million.
Also that same item includes the following: movements against dividends on equity investments of -€336.8 million
(because reported in a separate item as part of the cash flow generated by investing activities); the balancing entry
for the reduction in fair value reserves of €1,214.2 million and the net balancing entry for movements in tax assets
and liabilities amounting to -€686.2 million.
68*
Notes to the Separate Financial Statements
Reconciliation of the statement of cash flows
Balance sheet items
2011
2010
Cash and cash equivalents at the beginning of the year
195,060,106
215,834,809
Total net cash flows generated/absorbed during the year
-11,045,688
-20,774,703
Cash and cash equivalents: effect of changes in exchange rates
-
Cash and cash equivalents at end of year
184,014,418
69*
195,060,106
Notes to the Separate Financial Statements
Part A – Accounting policies
A.1 – General part
A.2 – Main balance sheet items
A.3 – Information on fair value
Part B – Notes to the balance sheet
Assets
Liabilities
Other information
Part C – Notes to the income statement
Part D – Breakdown of comprehensive income
Notes to the
Part E – Information on risks and the relative hedging policies
Separate
Part F – Information on equity
Financial Statements
Part G – Business combination transactions concerning
companies or lines of business
Part H – Transactions with related parties
Part I – Share based payments
Part L - Segment Reporting
The figures contained in the tables in the Notes to the Separate Financial Statements are stated in
thousands of euro, unless specified otherwise.
70*
Notes to the Separate Financial Statements
Part A - Accounting policies
A.1 – GENERAL PART
Section 1 Statement of compliance with IFRS
This annual report of the UBI Banca Group has been prepared in compliance with the
international financial reporting standards issued by the International Accounting
Standards Board (IASB) and endorsed at the date of publication and also in compliance with
the related interpretations of the International Financial Reporting Interpretation Committee
(IFRIC)1.
The separate financial statements, consisting of the balance sheet, income statement,
statement of comprehensive income, statement of cash flows, statement of changes in
equity, the notes to the financial statements, accompanied by the management report,
subjected to audit by the independent auditors, constitute the separate company report of
UBI Banca Scpa, the Parent of the Unione di Banche Italiane Banking Group.
The separate financial statements as at and for the year ended 31st December 2011 have
been clearly stated and give a true and fair view of the equity and financial position, the
result for the period, the changes in equity and the cash flows.
Section 2 Basis of preparation
These separate financial statements have been prepared according to the general accounting
principles contained in IAS 1 “Presentation of financial statements” and they therefore
report information on a going concern basis, recognising income and expenses on an
accruals basis, without offsetting assets against liabilities and income against expenses.
The balance sheet lists assets and liabilities in order of decreasing liquidity and the income
statement recognises expenses according to their nature.
Unless otherwise indicated, the information reported is expressed in euro as the accounting
currency and the financial information, the balance sheet, the income statement and the
explanatory tables are presented in thousands of euro. The relative rounding of the figures
has been performed on the basis of Bank of Italy instructions. Items for which there are no
values for the current and the previous period have been omitted.
The mandatory financial statements used in this annual report comply with those defined in
Bank of Italy Circular No. 262/2005, as amended by the first update of 18th November
20092, and in addition to the accounts as at 31st December 2011, they also provide the
same comparative information as at 31st December 2010.
On 10th February 2012, the Bank of Italy issued “addendum” letter No. 0125853/12
(complied with for the preparation of these financial statements) concerning “financial
statements and supervisory reporting” with which it provided banks and financial
intermediaries with replies to requests for clarification that it had received concerning the
correct treatment for the recognition of certain transactions.
The recommendations contained in it were found to be in line with the practices of the
Bank.
1
See the “List of IAS/IFRS standards endorsed by the European Commission”. The standards listed there and the relative interpretations are
applied on the basis of events occurring that are disciplined by them in the year from which application becomes compulsory, unless
indicated otherwise.
2
And also subsequent communications from the supervisory authority.
71*
Notes to the Separate Financial Statements
Accounting policies
The accounting policies contained in Part A.2 concerning the classification, measurement
and derecognition phases are essentially the same as those adopted for the preparation of
the 2010 annual financial statements.
The accounting policies employed tend to apply the cost criterion with the exception of the
following financial assets and liabilities, which are measured using the fair value criterion:
financial instruments held for trading (including derivative products), financial instruments
designated at fair value (in application of the fair value option) and available-for-sale
financial instruments.
To complete the information, non-current assets available for sale (and the liabilities
associated with them) have been recognised at the lower of the carrying amount and the fair
value (net of sales costs).
With regard to changes in IFRS, during the reporting year the European Commission
published EC Regulation 149/2011, which makes various slight changes to financial
reporting accounting standards as part of the annual improvement process designed to
simplify and clarify them.
These amendments, which became compulsory for the financial year 2011, concern
standards as can be seen from the “List of IAS/IFRS standards endorsed by the European
Commission” found in this report in Part A.1 of the consolidated financial statements.
Application of the following EU regulations, published by the European Commission in
2010, became compulsory in 2011:
 Regulation No. 574/2010 – “Amendments to IFRS 1 and IFRS 7”;
 Regulation No. 632/2010 – IAS 24 “Related-party transactions”;
 Regulation No. 633/2010 – IFRIC 14 “The limit on a defined benefit asset”;
 Regulation No. 662/2010 – IFRIC 19 “Extinguishing financial liabilities with equity
instruments”.
The effect of these new standards is of a purely informative nature in this annual report.
Section 3 Subsequent events
With regard to the provisions of IAS 10, subsequent to 31st December 2011, the reporting
date, and until 27th March 2012, the date on which the Annual Report was approved by the
Management Board for submission to the Supervisory Board, no events occurred to make
adjustments to the figures presented in the report necessary.
For information purposes, the following events are mentioned:
▪
20th January 2012: in compliance with requests made by the European Banking
Authority (EBA), UBI Banca presented a programme for achieving a core tier one ratio of
9% by 30th June 2012. In consideration of the temporary nature of the requested
increase, the plan does not include any possibility of new resort to the market. It relies
substantially on the adoption, by the end of the first half of 2012, of advanced internal
models for the calculation of capital requirements on corporate credit risk, on further
action to optimise risk weighted assets and on self funding. Any requirement remaining
as at 30th June 2012, will be met, if substantial, by the partial conversion of outstanding
convertible debt instruments;
▪
in January and February 2012, as part of action taken to strengthen the liquidity reserve
consisting of assets eligible for refinancing, UBI Banca took advantage of the opportunity
to issue government backed bonds: on 2nd January it made two issuances for a total €3
72*
Notes to the Separate Financial Statements
billion nominal (€2 billion with a three year maturity and €1 billion with a five year
maturity), followed on 27th February by two additional issuances of €3 billion nominal (€2
billion with a three year maturity and €1 billion with a five year maturity);
▪
14th March 2012: the UBI Banca Group disclosed that it had informed Arca SGR of its
desire to withdraw from the share capital of that company, with respect to all the shares
held. The right of withdrawal arose, in accordance with Art 2347 of the Italian Civil Code,
because the Group did not vote in favour of the resolution passed by an Extraordinary
Shareholders’ Meeting which, on 20th February 2012 (filed with the Company Registrar of
Milan on 5th March 2012), had made amendments to the Corporate By-Laws of Arca SGR.
The withdrawal involves 13.354.000 shares held by the UBI Banca Group (11.562.000 by
UBI Banca and 1.792.000 by Banca Popolare di Ancona), accounting for 26.708% of the
share capital of Arca SGR, valued at consolidated level at an average of €2.09 per share.
Following the exercise of that right to withdrawal, the UBI Banca Group will have the
right to cash payment for the shares held, in the amount of €2.70 per share, as
determined according to the law by the Board of Directors of Arca SGR. The payment will
take place within the time limits set by the Italian Civil Code;
▪
27th March 2012: with regard to the plan to merge Banco di San Giorgio into Banca
Regionale Europea - approved by the boards of directors of the two banks on 21st
December 2011 – the Management Board of UBI Banca approved modifications to the
parameters for the merger to take account of the results of impairment tests conducted
at the end of the year. The new share price for the purchase by BRE of the ordinary
shares held by the Parent was €4.344. Shareholders of Banco di San Giorgio other than
BRE have the right to sell their shares at a price that will be set by the Board of Directors
of BRE, having received the opinion of the Board of Statutory Auditors and of the external
statutory auditors (see in this respect the information given in the section “Significant
events that occurred during the year” contained in the Consolidated Management
Report);
▪
in the first quarter of 2012, UBI Banca made further investments of €5 billion in Italian
government securities, including €3 billion classified within held-to-maturity investments
and €2 billion within available-for-sale financial assets. This action, designed to support
net interest income, mainly regarded securities with a maturity of three years, and
therefore with the same duration as the funding acquired through the Eurosystem.
Section 4 Other aspects
In order to avoid reporting duplications, Section 5 “Other aspects” in the consolidated
financial report may be consulted for aspects not specifically reported in the remaining part
of this section.
Impairment losses on available-for-sale equity instruments
In June 2011, UBI Banca participated in the increase in the share capital performed by
Intesa Sanpaolo, which involved the assignment of two new shares for every seven old
shares already held at a subscription price of €1.369 for each new share. The operation
involved a total payout of €54.8 million and resulted in the purchase of 40,047,888 new
shares, so that the Intesa Sanpaolo Spa shares currently held, which are recognised within
“available-for-sale financial assets”, now number 180,215,498 (140,167,610 shares as at
31st December 2010).
With specific reference to the valuation of the share in question and in compliance with the
impairment policy pursued by the UBI Group and with IAS 39, further impairment losses of
€108.8 million were recognised through profit or loss in 2011 of which €15.4 million had
already been recognised as at 30th June 2011.
73*
Notes to the Separate Financial Statements
Impairment losses of approximately €11.3 million before tax were also recognised during the
year, attributable to other shareholdings and also to units held in OICRs (collective
investment instruments).
Realignment of values for tax purposes relating to goodwill and other intangible assets
Paragraphs 12 to 15 of article 23 of Decree Law No. 98 of 6th July 2011, converted into Law
No. 111 of 15th July 2011, containing measures for financial stabilisation, allows values for
statutory accounting and for tax purposes relating to goodwill and other intangible assets to
be realigned. More specifically the legislation in question allows, in accordance with the
principles of Law No. 2 of 28th January 2009, the recognition for tax purposes of higher
values attributed to controlling interests acquired through extraordinary transactions,
consisting of the value of goodwill, business brands and other intangible assets recognised
autonomously in the consolidated financial statements.
That realignment is performed by the payment of a substitute tax of 16% and it allows the
amount in question to be deducted (but not in the statutory accounts) for corporate income
tax (IRES) and local production tax (IRAP) purposes at constant rates over ten years.
With specific regard to the tax relief on the amounts relating to prior year extraordinary
transactions, and that is those performed before the law in question entered into force, a
one-off substitute tax could be paid by 30th November 2011, while the deduction of the
amortisation (for tax purposes only) runs from 2013.
As already reported in the interim report as at 30th June 2011, in view of the above, UBI
Banca decided to take advantage of the option in question with regard to the following:
 goodwill recognised in the consolidated financial statements as at 31st December
2010, arising from:
- the purchase price allocation performed following the merger between the former
BPU Banca Group and the former Banca Lombarda e Piemontese Group, net of the
€569 million already subject to tax relief in 2009 – consisting of goodwill recognised
in the separate balance sheet of UBI Banca – for a total amount subject to tax relief
of €2,361.7 million;
- the acquisition of IW Bank, with an amount subject to tax relief of €54.6 million;
 other intangible assets, recognised in the consolidated balance sheet as at 31st
December 2010, arising from the purchase price allocation following the merger
between the former BPU Group and the former Banca Lombarda e Piemontese
Group. In detail, these intangible assets consist of the following:
- core deposits, with an amount subject to tax relief of €312 million;
- assets under management, with an amount subject to tax relief of €165 million;
- assets under custody, with an amount subject to tax relief of €54 million;
- brands, with an amount subject to tax relief of €338 million.
Reference was made with regard to the accounting treatment, as occurred in 2008, to the
Italian Accountants Association (Organismo Italiano di Contabilità) document, “Application
No. 1 - Hypothesis for the accounting treatment for the substitute tax for tax relief on
goodwill pursuant to paragraph 10, Art. 15 of Decree Law No. 185 of 29th November 2008”.
This document allows the simultaneous recognition of the substitute tax and the relative
deferred tax assets in the income statement.
Following the resolution, passed by the Management Board on 25th August 2011 and
confirmed by the Supervisory Board on 29th August 2011, to take advantage of the options
provided by the legislation in question, as at 30th June 2011 the amount relating to the
substitute tax (16%) was charged to the income statement and deferred tax assets based on
the nominal corporate income tax rate (27.5%) were recognised3.
With regard to deferred local production tax (IRAP) assets, the decision to take advantage of
the tax relief will result from 2013 in a decrease in the tax base of UBI Banca of €328,526
thousand, with a consequent absence of taxable income for IRAP purposes in the future.
3
In this regard, in compliance with IAS 12 tax assets are recognised on the assumption that it is probable that sufficient taxable profit will be
available against which the deductible temporary difference can be utilised.
74*
Notes to the Separate Financial Statements
Consequently deferred tax assets for IRAP purposes were not recognised and those that had
been recognised previously were released.
Higher current taxation of €525,642 thousand was recognised in the 2011 income
statement, due to the substitute tax, the recognition of the IRAP deferred tax assets already
mentioned of €24,964 thousand was reversed and lower taxation was recognised with a new
deferred tax liability for IRES of €903,447 thousand. The net positive impact amounted to
€352,841 thousand.
Use of estimates and assumptions in the preparation of the separate financial
statements
Balance sheet items are measured according to the policies set out in subsequent Part A.2
“The main balance sheet items” of these accounting policies.
Where it is impossible to measure items in the financial statements with precision, the
application of those policies involves the use of estimates and assumptions which may even
have a significant effect on the amounts recognised in the balance sheet and in the income
statement.
The use of reasonable estimates forms an essential part of the preparation of financial
statements and we have listed here those items in the financial statements in which the use
of estimates and assumptions is most significant:
 measurement of loans;
 measurement of financial assets not listed in active markets;
 measurement of intangible assets and equity investments;
 quantification of provisions for risks and charges;
 quantification of deferred taxes;
 definition of the depreciation and amortisation charges for property, equipment and
investment property and intangible assets with finite useful lives.
Furthermore, in this respect an adjustment may be made to an estimate following a change
in the circumstances on which it was based or if new information is acquired or yet again on
the basis of greater experience. A change in an estimate is applied prospectively and it
therefore generates an impact on the income statement in the year in which it is made and,
if it is the case, also in future years.
No significant changes were made this financial year to the criteria previously employed for
estimates in the financial statements as at 31st December 2010.
75*
Notes to the Separate Financial Statements
A.2 – THE MAIN ITEMS IN THE FINANCIAL STATEMENTS
1.Financial assets and liabilities held for trading and financial assets
and liabilities at fair value
This category includes:
1.1. Definition of financial assets and liabilities held for trading
A financial asset or liability is classified as held for trading (at fair value through profit or
loss – FVPL) and is stated within either item 20 “Financial assets held for trading” or item 40
“Financial liabilities held for trading”, if it is:
 acquired or incurred for sale or repurchase in the short term;
 part of a portfolio of identified financial instruments which are managed together and for
which there is evidence of a recent and effective strategy of short term profit taking;
 a derivative (except for derivatives designated and effective as a hedging instrument – see
the relative section below).
1.1.1. Derivative financial instruments
A “derivative” is defined as a financial instrument or other contract with the following
characteristics:
its value changes in response to the change in an interest rate, in the price of a financial
instrument, in a commodity price, in a foreign currency exchange rate, in a price, interest
rate or credit rating index, or credit worthiness index or other specific variable;
 it requires no initial investment, or a net initial investment that is smaller than would be
required for other types of contract from which a similar response to changes in market
factors would be expected;
 it is settled at a future date.

The Bank holds derivative financial instruments for both trading and for hedging purposes
(see the relative section below for information on the latter).
1.1.2. Embedded derivative financial instruments
An "embedded derivative financial instrument" is defined as a component of a hybrid
(combined) instrument which also includes a “host” non derivative contract such that some
of the cash flows of the combined instrument behave in a way similarly to the derivative as a
stand-alone instrument. The embedded derivative is separated from the host contract and
treated in the accounts as a stand-alone derivative if and only if:
 the economic risks and characteristics of the embedded derivative are not closely related
to the economic risks and characteristics of the host contract;
 a separate instrument with the same conditions as the embedded derivative would
satisfy the definition of a derivative;
 the hybrid (combined) instrument is not recognised within financial assets or liabilities
held for trading.
1.2. Definition of financial assets and liabilities at fair value
Financial assets and liabilities may be designated on initial recognition within “financial
assets and liabilities at fair value” and recorded within items 30 “Financial assets held at
fair value” and 50 “Financial liabilities at fair value”.
A financial asset/liability is designated at fair value through profit or loss on initial
recognition only when:
76*
Notes to the Separate Financial Statements
a) it is a hybrid contract containing one or more embedded derivatives and the embedded
derivative significantly alters the cash flows that would otherwise be generated by the
contract;
b) the designation at fair value through profit or loss allows better information to be
provided because:
 it eliminates or considerably reduces an asymmetry in the valuation or in the
recognition, which would otherwise result from the valuation of assets or liabilities or
from recognition of the relative profits and losses on a different basis;

a group of financial assets, financial liabilities or of both is managed and its
performance is valued on the basis of its fair value according to a documented risk
management procedure or investment strategy and the information on the group is
provided internally on that basis to senior managers with strategic responsibilities.
1.3. Recognition criteria
The financial instruments “Financial assets and liabilities held for trading and financial
assets at fair value” are recognised either:
at the time of settlement if they are debt or equity instruments; or,
on the trade date, if they are derivative contracts.
Measurement on initial recognition is at cost considered to be the fair value of the
instrument without considering any transaction costs or income directly attributable to the
instruments themselves.
1.4. Measurement criteria
Subsequent to initial recognition, the financial instruments in question are measured at fair
value with changes recognised in the income statement within item 80 “Net trading income
(loss)”, for assets/liabilities held for trading and within item 110 “Net income/expense on
financial assets and liabilities at fair value” for financial assets/liabilities at fair value”. The
measurement of the fair value of the assets and liabilities held in a trading portfolio is based
on prices quoted on active markets or on internal valuation models which are generally used
in financial practice as described in greater detail in Part A.3.2 of the Notes to the financial
statements “Fair Value Hierarchy”.
1.5. Derecognition criteria
“Financial assets and liabilities held for trading and financial assets and liabilities at fair
value” are derecognised in the accounts when the rights to the cash flows from the financial
assets or liabilities expire or when the financial assets or liabilities are transferred with the
substantial transfer of all the risks and rewards deriving from ownership of them. The result
of the transfer of financial assets or liabilities held for trading is recognised in the income
statement within item 80 “Trading income (loss)”, while the result of the transfer of financial
assets or liabilities at fair value is recognised within item 110 “Net income/expense on
financial assets and liabilities at fair value
2. Available-for-sale financial assets
2.1. Definition
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Notes to the Separate Financial Statements
Available-for-sale financial assets (AFS) are defined as non-derivative financial assets
designated on initial recognition as such or that are not classified as:



loans and receivables (see section below);
financial investments held until maturity (see section below);
financial assets held for trading and measured at fair value recognised through profit or
loss (see section below).
These financial assets are recognised within item 40 “Available-for-sale financial assets”.
2.2. Recognition criteria
Available-for-sale financial assets are recognised initially when, and only when, the
company becomes a party in the contract clauses of the instrument and that is on the date
of settlement, at fair value which generally coincides with the cost of them. This value
includes costs or income directly connected with the instruments themselves.
The recognition of available-for-sale financial assets may result also from the reclassification
out of “held-to-maturity financial assets” or, but only in rare circumstances and in any case
only if the asset is no longer held for sale or repurchase in the short term, out of “financial
assets held for trading”; in these cases the recognition value is the same as the fair value at
the moment of reclassification.
2.3. Measurement criteria
Subsequent to initial recognition, available-for-sale financial assets continue to be
recognised at fair value with interest (resulting from application of the amortised cost)
recognised through profit or loss and changes in fair value recognised in equity within item
140 “Fair value reserves”, except for losses due to impairment, until the financial asset is
derecognised, at which time the profit or loss previously recognised in equity must be
recognised through profit or loss. Equity instruments for which the fair value cannot be
reliably measured according to the methods described are recognised at cost.
The measurement of the fair value of available-for-sale financial assets is based on the
prices quoted on active markets or on internal measurement models which are generally
used in financial practice as described in greater detail in Part A.3.2 of the Notes to the
financial statements “Fair Value Hierarchy”.
At the end of each financial year or interim reporting period, objective evidence of
impairment value is assessed, which in the case of equity instruments is also held to be
significant or prolonged.
As concerns the significance of the impairment, significant indications of impairment exist
where the market value of an equity instrument is less than 35% of its historical cost of
acquisition. In this case impairment is recognised through profit or loss without further
analysis. If the impairment is less then it is recognised only if the measurement of the
instrument performed on the basis of its fundamentals does not confirm the soundness of
the company and that is its earning prospects.
As concerns the permanence of the impairment, it is defined as prolonged when the fair
value remains below its historical cost of purchase for a period of longer than 18 months. In
this case the impairment is recognised through profit or loss without further analysis. If the
fair value continues to remain below its historical purchase cost for periods shorter than 18
months, then the impairment to be recognised through profit or loss is determined by
considering, amongst other things, whether the impairment is attributable to general
negative performance by stock markets rather than to the specific performance of the
individual counterparty.
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Notes to the Separate Financial Statements
If there is permanent impairment, the cumulative change, including that previously
recognised in equity under the aforementioned item, is recognised directly in the income
statement within item 130 “net impairment losses on b) available-for-sale financial assets”.
Permanent impairment loss is recognised when the acquisition cost (net of any repayments
of principal and amortisation) of an available-for-sale financial asset exceeds its recoverable
amount. Any recoveries of value, which are only possible when the causes of the original
permanent impairment no longer exist are treated as follows:
if they relate to investments in equity instruments, then with a balancing entry directly
in the equity reserve;
 if they relate to investments in debt instruments, they are recognised in the income
statement within item 130 “Net impairment losses on b) available-for-sale financial
assets”.

The amount of the reversal of the impairment loss may not in any case exceed the amortised
cost which, in the absence of previous value adjustments, the instrument would have had at
that time.
Because UBI Banca applies IAS 34 “Interim financial reporting” to its half year interim
reports with consequent identification of a half year “interim period”, any impairment losses
are recognised historically at the end of the half year.
2.4. Derecognition criteria
Available-for-sale financial assets are derecognised in the accounts when the contractual
rights to the cash flows from the financial assets expire or when the financial assets are sold
with the substantial transfer of all the risks and benefits deriving from ownership of them.
The result of the disposal of available-for-sale financial assets is recognised in the income
statement within item 100 “Income/expense from the disposal or repurchase of b) available
for sale financial assets”. Upon derecognition, any corresponding amount of what was
previously recognised in equity under 140 “Fair value reserves” is written off against the
income statement”.
3. Held-to-maturity investments
3.1. Definition
Held-to-maturity investments (HTM) are defined as non-derivative financial assets with fixed
or determinable payments and fixed maturity that an entity intends and is able to hold to
maturity. Exception is made for those:
(a) held for trading and those designated upon initial recognition at fair value through
profit or loss (see previous section);
(b) designated as available for sale (see previous section);
(c) which satisfy the definition of loans (see section below).
When annual and interim reports are prepared the intention and ability to hold financial
assets until maturity is assessed.
The assets in question are recognised under item 50 “Held-to-maturity investments”.
79*
Notes to the Separate Financial Statements
3.2. Recognition criteria
Held-to-maturity investments are recognised initially when, and only when, the company
becomes a party in the contract clauses of the instrument and that is on the date of
settlement, measured at cost inclusive of any costs and income directly attributable to it. If
the recognition of assets in this category is the result of the reclassification out of “availablefor-sale financial assets” or, but only and only in rare circumstances if the asset is no longer
held for sale or repurchase in the short term, out of the “financial assets held for trading”,
the fair value of the assets as measured at the time of the reclassification is taken as the
new measure of the amortised cost of the assets.
3.3. Measurement criteria
Held-to-maturity investments are valued at amortised cost using the criteria of the effective
interest rate (see the section below “loans and receivables” for a definition). The result of the
application of this method is recognised in the income statement in the item 10 “Interest
and similar income”.
When annual financial statements or interim reports are prepared objective evidence of the
existence of an impairment of the value of the assets is assessed. If there is permanent
impairment, the difference between the recognised value and the present value of expected
future cash flows discounted at the original effective interest rate is included in the income
statement under the item 130 “Net impairment losses on c) held-to-maturity investments”.
Any recoveries of value recorded, should the cause that gave rise to the previous recognition
of impairment loss no longer exist, are recognised under the same item in the income
statement.
The fair value of held-to-maturity investments is measured for disclosure purposes or where
effective currency and credit risk hedges exist (in relation to the risk hedged) and it is
estimated as described in greater detail in Part A.3.2 of the notes to the financial
statements, “Fair Value Hierarchy”.
3.4. Derecognition criteria
Held-to-maturity investments are derecognised when the rights to the cash flows from the
financial assets expire or when the financial assets are sold with the substantial transfer of
all the risks and rewards deriving from ownership of them. The result of the disposal of
held-to-maturity financial assets is recognised in the income statement under the item 100
“Income/expense from disposal or repurchase of c) held-to-maturity investments”.
4. Loans and receivables
4.1. Definition
Loans and receivables (L&R) are defined as non-derivative financial assets with fixed or
determinable payments that are not quoted in an active market. The following are
exceptions:
(a)
those which it is intended to sell immediately or in the short term, that are classified as
held for trading and those that may have been designated on initial recognition as at fair
value through profit or loss;
(b) those designated upon initial recognition as available for sale;
80*
Notes to the Separate Financial Statements
(c)
those for which the holder may not recover substantially all of its initial investment,
other than because of credit deterioration; in this case they are classified as availablefor-sale.
Loans are recognised under the items 60 “Loans to banks” and 70 “Loans to customers”.
4.2. Recognition criteria
Loans are initially recognised in the accounts when the company becomes part of a loan
contract, which is to say when the creditor acquires the right to the payment of the sums
agreed in the contract. That moment corresponds to the date on which the loan is granted.
Recognition in this category may result also from the reclassification out of “available-forsale financial assets” or, but only and only in rare circumstances if the asset is no longer
held for sale or repurchase in the short term, out of “financial assets held for trading”.
The amount initially recognised is that of the fair value of the financial instrument which is
the same as the amount granted inclusive of costs or income directly attributable to it and
determinable from the outset, independently of when they are paid. The amount of the
initial recognition does not include all those expenses that are reimbursed by the debtor
counterparty or that are attributable to internal expenses of an administrative character.
If the recognition is the result of reclassification, the fair value of the asset recognised at the
time of the reclassification is taken as the new measure of the amortised cost of the assets.
For loans not granted under market conditions, the initial fair value is calculated by using
special measurement techniques described below; in these circumstances the difference
between the fair value that is calculated and the amount granted is included directly in the
income statement within the item interest.
Contango and repo agreements with the obligation or right to repurchase or resell at term
are recognised in the accounts as funding or lending transactions. For transactions with a
spot sale and forward repurchase, the spot cash received is recognised in the accounts as
borrowings while the spot purchase transactions with forward resale are recognised as
lending for the spot amount paid.
4.3. Measurement criteria
Loans are measured at amortised cost using the criteria of effective interest.
The amortised cost of a financial asset or financial liability is the amount at which the
financial asset or financial liability was measured upon initial recognition net of principal
repayments, plus or minus the cumulative amortisation using the effective interest criterion
on any difference between that initial amount and the maturity amount, and minus any
reduction (arising from an impairment or uncollectability).
The effective interest criterion is a method of calculating amortised cost of an asset or
liability (or group of assets and liabilities) and of distributing the interest income or expense
over its relative life. The effective interest rate is the rate that exactly discounts the
estimated flow of future cash payments or receipts until the expected maturity of the
financial instrument. To determine the effective interest rate, the cash flows must be
estimated taking into consideration all the contractual conditions of the financial
instrument (e.g. payment in advance, a purchase option or similar), but future impairments
of the loan are not considered. The computation includes all fees and basis points paid or
received between parties to the contract which are integral parts of the effective interest, the
transaction costs and all other premiums or discounts.
At each reporting date or when interim reports are prepared, any objective evidence that a
financial asset or group of financial assets has suffered impairment loss is assessed. This
circumstance occurs when it is probable that a company may not be able to collect amounts
due on the basis of the original contracted conditions or, for example, in the presence of:
(a)
significant financial difficulties of the issuer or debtor;
81*
Notes to the Separate Financial Statements
(b)
an infringement of the contract such as default or failure to pay interest or repay
principal;
(c) the lender, because of the economic or legal factors relating to the financial difficulties
of the debtor, granting a concession to the latter which the lender would not otherwise
have considered;
(d) the probability of the beneficiary declaring procedures for loan restructuring;
(e) the disappearance of an active market for that financial asset due to financial
difficulties;
(f) available data which indicate a substantial decrease in expected future cash flows for a
similar group of financial assets since the time of the initial recognition of those assets,
although the decrease cannot yet be identified with the single financial assets of the
group.
The measurement of non-performing loans (loans which, according to Bank of Italy
definitions, are non-performing, impaired, restructured and past due, including exposures
in arrears for between 90 and 180 days secured by property mortgages) is performed on a
case-by-case basis. The remaining loans are measured using, collective, statistical methods
which group uniform classes of risk together.
The method for calculating the impairment losses recognised on non-performing loans is
based on discounting expected future cash flows for principal and interest, taking account
of any guarantees attached to positions and of any advances received. The basic elements
for determining the present value of cash flows are the identification of the estimated
receipts, the relative maturity dates and the discount rate to apply. The amount of the loss
is equal to the difference between the recognised value of the asset and the present value of
expected future cash flows, discounted at the original effective interest rate.
The measurement of performing loans relates to asset portfolios for which no objective
evidence of impairment exists and which are therefore valued collectively. Percentage rates
of loss, calculated from historical data series estimated according to the measurement
method based on Basel 2 regulations, to which appropriate corrective factors are applied to
give a measurement consistent with that required by the relative accounting standard, are
applied to the estimated cash flows from the assets, grouped into uniform classes with
similar characteristics in terms of credit risk.
If a loan is subject to individual measurement and shows no objective impairment loss, it is
placed in a class of financial assets with similar credit risk characteristics and subjected to
collective measurement.
Permanent impairment that is found is immediately recognised in the income statement
under the item 130 “Net impairment losses on a) loans” as are reversals of part or all of the
impairment losses previously recognised. Reversals of impairment losses are recognised
where there is an improvement in credit quality sufficient to provide reasonable certainty of
prompt collection of the principal and the interest according to the original conditions of the
original loan contract, or in the presence of a progressive reversal of the present value
calculated at the time of recognising the impairment loss. Where loans are measured on a
collective basis, any upward value adjustments or reversals of impairment losses are
recalculated as differences in relation to each performing loan at the measurement date.
The fair value of medium and long-term loans is measured by considering future cash flows
discounted at the replacement rate or the market rate existing at the measurement date and
relating to a position with the same characteristics as the loan measured.
The fair value is measured for all loans for information purposes only. For loans subject to
effective hedging, the fair value is calculated in relation to the risk that is hedged for
measurement purposes.
82*
Notes to the Separate Financial Statements
4.4. Derecognition criteria
Loans are derecognised from the balance sheet when the rights to the cash flows from the
financial assets expire or when the financial assets are sold with the substantial transfer of
all the risks and rewards deriving from ownership of them. Otherwise loans continue to be
recognised on balance sheet for an amount equal to the remaining involvement, even if legal
title has been transferred to a third party.
The assets in question are derecognised in the balance sheet even when the Bank maintains
the contractual right to receive cash flows from them, but when at the same time it has a
contractual obligation to pay those cash flows to a third party.
The profit or loss on the disposal of loans is recognised in the income statement within the
item 100 “Income from the disposal or repurchase of a) loans”.
5. Hedging derivatives
5.1. Definition
Hedging transactions are designed to neutralise potential losses on a specific item (or group
of items) attributable to a determined risk, by means of the gains realised on another
instrument or group of instruments if that particular risk should actually result in losses.
The Bank uses the following type of hedging transactions, appropriately represented in the
accounts and described below:
a fair value hedge: the objective is to offset adverse changes in the fair value of the asset
or liability hedged;
 a cash flow hedge: the objective is to hedge against the exposure to variability in
expected cash flows with respect to the initial expectations.

Derivative contracts stipulated with external counterparties are designated as hedging
instruments.
5.2. Recognition criteria
As with all derivatives, derivative financial instruments used for hedging are initially
recognised and subsequently measured at fair value and are classified in the balance sheet
under assets within item 80 “Hedging derivatives” and under liabilities within item 60
“Hedging derivatives”.
A relationship qualifies as a hedge and is appropriately represented in the accounts if, and
only if, all the following conditions are satisfied:





at the start of the hedging transaction the relationship is formally designated and
documented, including the company’s risk management objective and strategy for
undertaking the hedge. This documentation includes identification of the hedging
instrument, the item or transaction hedged, the nature of the risk being hedged, and how
the entity will assess the hedging instrument's effectiveness in offsetting the exposures to
changes in the fair value of the item hedged or in the cash flows attributable to the risk
hedged;
the hedging is expected to be highly effective;
the planned transaction hedged, for hedging cash flows, is highly probable and presents
an exposure to changes in cash flows that could have effects on the income statement;
the effectiveness of the hedging can be reliably measured;
the hedging is measured on an ongoing basis and is considered highly effective for all the
financial years in which it was designated.
83*
Notes to the Separate Financial Statements
5.2.1. Methods for testing effectiveness
A hedge relationship is judged effective, and as such is appropriately represented in the
accounts, if at its inception and during its life the changes in the fair value or cash flows of
the hedged item attributable to the hedged risk are almost always completely offset by the
changes in the fair value or cash flows of the hedging instrument. This conclusion is
reached when the actual result falls within a range of between 80% and 125%.
The effectiveness of hedging is tested at inception by means of a prospective test and when
annual reports are prepared by means of a retrospective test; the outcome of the test
justifies the application of hedging accounting because it demonstrates its expected
effectiveness.
Retrospective tests are conducted monthly on a cumulative basis where the objective is to
measure the degree of effectiveness of the hedging in the reporting period and therefore to
verify whether the hedging has actually been effective in the period.
Derivative financial instruments that are considered hedges from a profit and loss viewpoint
but which do not satisfy the requirements to be considered effective instruments for hedging
are recognised under item 20 “Financial assets held for trading” or under item 40 “Financial
liabilities held for trading” and the profits and losses under the corresponding item 80
“Trading income (loss)”.
If the above tests do not confirm the effectiveness of the hedge, then if it is not derecognised,
the derivative contract is reclassified within derivatives held for trading and the instrument
hedged is again measured according to the criterion applied for its balance sheet
classification.
5.3. Measurement criteria
5.3.1. Fair value hedging
Fair value hedging is treated as follows:
 the profit or loss resulting from measuring a hedging instrument at fair value is included
in the income statement under item 90 “Net hedging income (loss)”;
 the profit or loss on the item hedged attributable to the hedged risk adjusts the value in
the accounts of the hedged item and is recognised immediately, regardless of the type of
asset or liability hedged, in the income statement within the aforementioned item.
Hedge accounting is discontinued prospectively in the following cases:
1. the hedging instrument expires or is sold, terminated, or exercised;
2. the hedge no longer meets the hedge accounting criteria described above;
3. the entity revokes the designation.
In case 2, if the assets or liabilities hedged are valued at amortised cost, the higher or lower
value resulting from valuing them at fair value as a result of the hedge becoming ineffective
is recognised through profit or loss, according to the effective interest rate method prevailing
at the time of revocation of hedge.
The methods used for measurement of the fair value of the risk hedged in the assets or
liabilities hedged are described in the notes that comment on available-for-sale financial
assets, loans and held-to-maturity investments.
5.3.2. Cash flow hedging
When a derivative is designated as a hedge of exposure to changes in expected cash flows
from an asset or liability in the balance sheet or a future transaction considered highly
probable, the accounting treatment of the hedge is as follows:
84*
Notes to the Separate Financial Statements
the profits or losses (from the measurement of the hedging derivative) attributable to the
effective portion of the hedge are recognised in a special reserve in equity named 130
“Fair value reserves”;
 the profits or losses (from measurement of the hedging derivative) attributable to the
ineffective portion of the hedge are recognised directly in the income statement under
item 90 “Net hedging income (loss)”;
 the asset or liability hedged is measured according to the class of asset or liability to
which it belongs.

If a future transaction occurs which involves recognising non-financial assets and liabilities,
the corresponding profits or losses initially recognised under item 130 “Fair value reserves”
are then transferred from that reserve and included as an initial cost of the asset or liability
that is recognised. If the future hedged transaction subsequently involves recognition of a
financial asset or liability, the associated profits or losses that were originally recognised
under the item 130 “Fair value reserves” are reclassified to the income statement in the
same reporting period or periods during which the assets acquired or liabilities incurred
have an effect on the income statement. If a portion of the profits or losses recognised in the
fair value reserve are not considered recoverable, it is reclassified into the income statement
within item 80 “Net trading income (loss)”.
In all cases other than those already described, the profits or losses initially recognised
under the item 130 “Fair value reserves” are transferred to the income statement to reflect
the time and manner in which the future transaction is recognised in the income statement.
An entity must discontinue hedge accounting prospectively in each of the following
circumstances:
(a)
the hedging instrument expires or is sold, terminated, or exercised (for this purpose the
replacement or exchange of one hedging instrument with another hedging instrument is
not a conclusion or termination if that replacement or exchange forms part of an entity’s
documented hedging strategy). In this case the total profit (or loss) on the hedging
instrument continues to be recognised directly in equity until the reporting period in
which the hedge became effective and it continues to be recognised separately until the
programmed hedging transaction occurs;
(b)
the hedge no longer satisfies the criteria for hedge accounting. In this case the total
profit or loss on the hedging instrument continues to be recognised directly in equity
starting from the reporting period in which the hedge became effective and it continues
to be recognised separately in equity until the programmed hedging transaction occurs;
(c)
it is no longer considered that the future transaction should occur, in which case any
related total profit or loss on the hedging instrument recognised directly in equity
starting from the reporting period in which the hedge became effective must be
recognised through profit or loss;
(d)
the entity revokes the designation. For hedges of a programmed transaction, total
profits or losses on the hedging instrument recognised directly in equity starting from
the reporting period in which the hedge became effective continues to be recognised
separately in equity until the programmed transaction occurs or it is expected that it
will no longer occur.
If it is expected that the transaction will no longer occur the total profit (or loss) that had
been recognised directly in equity is transferred to the income statement.
5.3.3. Hedging portfolios of assets and liabilities
Hedging of portfolios of assets and liabilities (“macrohedging”) and appropriate accounting
treatment is possible after first:
- identifying the portfolio to be hedged and dividing it by maturity dates;
- designating the risk to be hedged;
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Notes to the Separate Financial Statements
- identifying the interest rate risk to be hedged;
- designating the hedging instruments;
- determining the effectiveness.
The portfolio for which the interest rate risk is hedged may contain both assets and
liabilities. This portfolio is divided on the basis of expected maturity or repricing dates of
interest rates after first analysing the structure of the cash flows.
Changes in the fair value of the hedged instrument are recognised in the income statement
under item 90 “Net hedging income (loss)” and in the balance sheet under item 90 “Fair
value change in hedged financial assets” or under item 70 “Fair value change in hedged
financial liabilities”.
Changes occurring in the fair value of the hedging instrument are recognised in the income
statement within item 90 “Net hedging income (loss)” and under assets in the balance sheet
within item 80 “Hedging derivatives” or under liabilities side within item 60 “Hedging
derivatives”.
86*
Notes to the Separate Financial Statements
6. Equity investments
6.1. Definition
6.1.1. Subsidiaries
A “subsidiary” is defined as a company over which the Parent exercises control. Such a
condition occurs when the latter has the power to govern, directly or indirectly the
management and operational decisions of an enterprise so as to obtain benefits from its
activities. The existence of potential immediately exercisable voting rights is assessed to
determine the presence of control.
6.1.2. Associates
An “associate” is defined as a company in which at least 20% of the voting rights are held or
over which the investing company exercises significant influence and which is neither a
subsidiary nor a company subject to joint control by the investing company. Significant
influence is the power to participate in the financial and operating policy decisions of the
company invested in but not to control or have joint control of it.
6.1.3. Companies subject to joint control
A “company subject to joint control” is defined as a company governed by a contractual
arrangement whereby two or more parties undertake an economic activity that is subject to
joint control.
6.2. Recognition criteria
Equity investments are recognised at the cost of purchase inclusive of any accessory costs,
with exception made for controlling equity investments acquired in business combinations.
6.3. Measurement criteria
Equity investments are measured at cost. Any objective evidence that an equity investment
has been subject to impairment is assessed as at each annual or interim reporting date. The
recoverable amount is then calculated, considering the present value of the future cash
flows which may be generated by the investment, including the final disposal value. If the
recoverable amount calculated in this way is less than carrying value, the difference is
recognised in the income statement under item 210 “profit (loss) of equity investments”. Any
future reversals of impairment are also included in the item where the reasons for the
original impairment no longer apply.
6.4. Derecognition criteria
Equity investments are derecognised in the balance sheet when the contractual rights to the
cash flows from the financial assets expire or when the financial assets are sold with the
substantial transfer of all the risks and rewards deriving from ownership of them. The result
of the disposal of equity-accounted investees is recognised in the income statement within
item 210 “Profits (losses) of equity investments”.
87*
Notes to the Separate Financial Statements
7. Property, equipment and investment property
7.1. Definition of assets for functional use
“Assets for functional use” are defined as tangible assets possessed to be used for the
purpose of carrying on a company’s business and where the use is planned to last longer
than one year.
Assets for functional use also include properties rented to employees, ex employees and
their heirs, as well as works of art.
7.2. Definition of investment property
“Investment property” is defined as properties held in order to earn rentals or for capital
appreciation. As a consequence, investment property is to be distinguished from assets held
for the use of the owner because they generate cash flows that are very different from the
other assets held by the Bank.
Finance lease contracts are also included within tangible assets (for functional use and held
for investment) even if the legal title to the assets remains with the leasing company.
7.3. Recognition criteria
Tangible assets for functional use and other tangible assets are initially recognised at cost
(item “110 Property, equipment and investment property”), inclusive of all costs directly
connected with bringing it to working condition for the use of the assets and purchase taxes
and duties that are not recoverable. This amount is subsequently increased to include
expenses incurred from which it is expected future benefits will be obtained. The costs of
ordinary maintenance are recognised in the income statement at the time at which they are
incurred while extraordinary maintenance costs (improvements) from which future benefits
are expected are capitalised by increasing the value of the relative asset.
Improvements and expenses incurred to increase the value of leased assets from which
future benefits are expected are recognised:
–
within the most appropriate category of item 110 “Property, equipment and investment
property” if they are independent and can be separately identified, whether they are
third party assets held on the basis of an ordinary leasing contract or whether they
are held under a finance lease contract;
within item 110 “Property, equipment and investment property”, if they are not
independent and cannot be separately identified, as an increase to the type of
assets concerned if held by means of a finance lease contract or within item 150
“Other assets” if they are held under an ordinary lease contract.
–
The cost of property, equipment and investment property is recognised as an asset if, and
only if:
it is probable that the future economic benefits associated with the asset will flow to the
enterprise;
 the cost of the asset can be reliably determined.

7.4. Measurement criteria
Subsequent to initial recognition, items of property, equipment and investment property for
use in operations are recognised at cost, as defined above, net of accumulated depreciation
88*
Notes to the Separate Financial Statements
and any permanent cumulative impairment. The depreciable amount, equal to cost less the
residual value (i.e. the amount that would be normally obtained from disposal, less disposal
costs, if the asset was normally in the conditions, including age, expected at the end of its
useful life), should be allocated on a systematic basis over the asset's useful life by adopting
the straight line method of depreciation. The useful life of an asset, which is reviewed
periodically to detect any significant change in estimates compared to previous figures, is
defined as:


the period of time over which it is expected that the asset can be used by a company or,
the quantity of products or similar units that an entity expects to obtain from the use of
the asset.
Since property, equipment and investment property may consist of items with different
useful lives, land, whether by itself or as part of the value of a building is not depreciated
since it constitutes a fixed asset with an indefinite life. The value attributable to the land is
deducted from the total value of a property for all buildings in proportion to the percentage
of ownership. Buildings, on the other hand, are depreciated according to the criteria
described above.
Works of art are not depreciated because they generally increase in value over time.
Depreciation of an asset starts when it is available for use and ceases when the asset is
derecognised, which is the most recent of when it is classified as for sale and the date of
derecognition. As a consequence depreciation does not stop when an asset is left idle or is
no longer in use, unless the asset has already been fully depreciated.
Improvements and expenses which increase the value are depreciated as follows:
– if they are independent and can be separately identified, according to the presumed
useful life as described above;
– if they are not independent and cannot be separately identified, then if they are held
under an ordinary leasing contract, over the shorter of the period in which the
improvements and expenses can be used and that of the remaining life of the
contract taking account of any individual renewals, or if the assets are held under a
finance lease contract, over the expected useful life of the assets concerned.
The depreciation of improvements and expenses to increase the value of leased assets
recognised under item 150 “Other assets” is recognised within the item 190 “Other
operating income (expense)”.
At the end of each annual or interim reporting period the existence of indications that
demonstrate the impairment of the value of an asset are assessed. The loss is determined by
comparing the carrying amount of the tangible asset with the lower recoverable amount. The
latter is the greater of the fair value, net of any sales costs, and the relative use value
intended as the present value of future cash flows generated by the asset. The loss is
immediately recognised in the income statement within item 170 “Net impairment losses on
property, equipment and investment property”; the item also includes any future reversal of
impairment losses if the causes of the original impairment no longer exist.
7.4.1. Definition and measurement of fair value
7.4.1.1.
Properties
The fair value is measured on the basis of the market value intended as meaning the best
price at which the sale of a property might reasonably be expected to have been completed
unconditionally for cash consideration on the date of valuation, assuming:

that the seller and the purchaser are independent counterparties;

the intention of the seller to sell the assets is real;

that there is a reasonable period (having regard to the nature of the property and the
state of the market) for the proper marketing of the property and for the agreement of
price and terms necessary to complete the sale;
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Notes to the Separate Financial Statements

that the market trend, level of values and other circumstances were, at the date of
signing the preliminary contract of purchase and sale, identical to those existing at the
date of valuation;

that no account is taken of bids by purchasers for whom the property has
characteristics which make it “outside the market range”.
The procedures adopted for determining the market value are based on the following
methods:
the direct comparative or market method, based on a comparison between the asset in
question and other similar asset subject to sale or currently on sale on the same market
or competing markets;
 the income method based on the present value of potential market incomes for a similar
property, obtained by capitalising the income at a market rate.

The above methods are performed individually and the values obtained are appropriately
averaged.
7.4.1.2.
Determination of the value of land
The method used for identifying the percentage of the market value attributable to land is
based on an analysis of the location of the property, taking account of the type of
construction, the state of conservation and the cost of rebuilding the entire building.
7.5. Property, equipment and investment property acquired through finance leases
A finance lease is a contract that substantially transfers all the risks and rewards incident
to ownership of an asset. Legal title may or may not be transferred at the end of the lease
term.
The beginning of the lease term is the date on which the lessee is authorised to exercise his
right to use the asset leased and therefore corresponds to the date on which the lease is
initially recognised.
When the contract commences, the lessee recognises the financial lease transactions as
assets and liabilities in its balance sheet at the fair value of the asset leased or, if lower, at
the present value of the minimum payments due. To determine the present value of the
minimum payments due, the discount rate used is the contractual interest rate implicit in
the lease, if practicable, or else the lessee’s incremental borrowing rate is used. Any initial
direct costs incurred by the lessee are added to the amount recognised for the asset.
The minimum payments due are apportioned between the finance charges and the
reduction of the residual liability. The former are allocated over the lease term so as to
produce a constant rate of interest on the residual liability.
The finance lease contract involves recognition of the depreciation charge for the asset
leased and of the finance charges for each financial year. The depreciation policy used for
assets acquired under finance leases is consistent with that adopted for owned assets. See
the relative paragraph for a more detailed description.
7.6. Derecognition criteria
Property, equipment and investment property are derecognised in the balance sheet when
they are disposed of or when they are permanently retired from use and no future economic
benefits are expected from their disposal. Any gains or losses resulting from the retirement
or disposal of the tangible asset, calculated as the difference between the net consideration
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Notes to the Separate Financial Statements
on the sale and the carrying amount of the asset are recognised in the income statement
under item 240 “Profit (loss) on the disposal of investments”.
8. Intangible assets
8.1. Definition
An intangible asset is defined as an identifiable non-monetary asset without physical
substance that is used in carrying on a company’s business.
The asset is identifiable when:
it is separable, which is to say capable of being separated and sold, transferred, licensed,
rented, or exchanged;
 it arises from contractual or other legal rights, regardless of whether those rights are
transferable or separable from other rights and obligations.

An asset possesses the characteristic of being controlled by the enterprise as a result of past
events and the assumption that its use will cause economic benefits to flow to the
enterprise. An entity has control over an asset if it has the power to obtain future economic
benefits arising from the resource in question and may also limit access by others to those
benefits.
Future economic benefits arising from an intangible asset might include receipts from the
sale of products or services, savings on costs or other benefits resulting from the use of the
asset by an enterprise.
An intangible asset is recognised if, and only if:
(a) it is probable that the expected future economic benefits attributable to the asset will
flow to the entity;
(b) the cost of the asset can be measured reliably.
The probability of future economic benefits occurring is assessed on the basis of reasonable
and supportable assumptions that represent the best estimate of the economic conditions
that will exist over the useful life of the asset.
The degree of probability attaching to the flow of economic benefits attributable to the use of
the asset is assessed on the basis of the sources of information available at the time of
initial recognition, giving greater weight to external sources of information.
The main items considered to be intangible assets are goodwill and third party, or internally
generated software, used over several years as well as customer relationships resulting from
granting property loans to private individuals.
8.1.1. Intangible assets with a finite useful life
A finite useful life is defined for an asset where it is possible to estimate a limit to the period
over which the related economic benefits are expected to be produced.
Intangible assets considered as having a finite useful life include software, customer
relationships resulting from granting property loans to private individuals.
8.1.2. Intangible assets with an indefinite useful life
An indefinite useful life is defined for an asset where it is not possible to estimate a
predictable limit to the period over which the asset is expected to generate economic benefits
for the Bank. The attribution of an indefinite useful life to an asset does not arise from
having already programmed future expenses which restore the standard level of
performance of the asset over time and prolong its useful life.
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Notes to the Separate Financial Statements
8.2. Recognition criteria
Assets recognised under the balance sheet item 120 “Intangible assets” are stated at cost
and any expenses subsequent to the initial recognition are only capitalised if they are able
to generate future economic benefits and only if those expenses can be reliably determined
and attributed to the assets.
The cost of an intangible asset includes:
the purchase price including any non-recoverable taxes and duties on purchases after
commercial discounts and bonuses have been deducted;
 any direct costs incurred in bringing the asset into use.

8.3. Measurement criteria
Subsequent to initial recognition intangible assets with a finite useful life are recognised at
cost net of total amortisation and any losses in value that may have occurred. Amortisation
is calculated on a systematic basis over the estimated useful life of the asset (see definition
included in the sub-section “Property, equipment and investment property”) using the
straight line method for all intangible assets with the exception of customer relationships
resulting from granting property loans to private individuals which are amortised on the
basis of the average life of the relationships or in other words of the portfolio of loans
granted.
Amortisation begins when the asset is available for use and ceases on the date on which the
asset is derecognised.
Intangible assets with an indefinite useful life (see, goodwill, as defined in the section below
if positive) are recognised at cost net of any impairment loss resulting from periodic reviews
when tests are performed to verify the appropriateness of the carrying amount of the assets
(see section below). As a consequence amortisation of these assets is not calculated.
No intangible assets arising from research (or from the research phase of an internal project)
are recognised. Research expenses (or the research phase of an internal project) are
recognised as expenses at the time at which they are incurred.
An intangible asset arising from development (or from the development phase of an internal
project) is recognised if, and only if, the following can be demonstrated:
(a) the technical feasibility of completing the intangible asset so that it becomes available
for sale or use;
(b) the intention of the company to complete the intangible asset to use it or sell it;
(c) the capacity of the company to use or sell the intangible asset.
At the end of each annual or interim reporting period the existence of potential impairment
of the value of intangible assets is assessed. The impairment loss is given by the difference
between the carrying amount of the assets and the recoverable amount and is recognised,
as are any reversals of impairment losses, in the item 180 “Net impairment losses on
intangible assets”, with the exception of impairment losses on goodwill which are recognised
within item 230 “Net impairment losses on goodwill”.
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Notes to the Separate Financial Statements
8.4. Goodwill
Goodwill is defined as the difference between the purchase cost and the fair value of assets
and liabilities acquired as part of a business combination which consists of the union of
separate enterprises or businesses in a single entity required to prepare financial
statements. The result of almost all business combinations consists in the fact that a sole
entity, an acquirer, obtains control over one or more separate businesses of the acquiree.
When an entity acquires a group of activities or net assets that do not constitute a business
it allocates the cost of the group to individual assets and liabilities identified on the basis of
their relative fair value at the date of acquisition.
A business combination may give rise to a holding relationship between a parent company
and a subsidiary in which the acquirer is the parent company and the acquiree is the
subsidiary.
All business combinations are accounted for using the purchase method of accounting.
The purchase method involves the following steps:
(a) identification of the acquirer (the acquirer is the combining enterprise that obtains
control of the other combining enterprises or businesses);
(b) determination of the acquisition date;
(c) determination of the cost of the business combination, intended as the “consideration”
transferred by the purchaser to the shareholders of the acquiree;
(d) the allocation, as at the acquisition date, of the cost of the business combination by
means of the recognition, classification and measurement of the identifiable assets
acquired and the identifiable liabilities assumed;
(e) recognition of any existing goodwill.
Business combinations performed with subsidiaries or with companies belonging to the
same group are recognised on the basis of the significant economic substance of the
transactions.
In application of that principle, the goodwill arising from those transactions is recognised:
(a) within asset item 120 of the balance sheet if significant economic substance is found;
(b) as a deduction from equity if it is not found.
8.4.1.
Allocation of the cost of a business combination to assets and liabilities and
contingent liabilities
The acquirer:
(a) recognises the goodwill acquired in a business combination as assets;
(b) measures that goodwill at its cost to the extent that it is the excess of the cost of the
business combination over the acquirer's share of interest in the net fair values of the
acquiree's identifiable assets, liabilities and contingent liabilities.
Goodwill acquired in a business combination represents a payment made by the acquirer in
the expectation of receiving economic future benefits from the asset which cannot be
identified individually and recognised separately.
After initial recognition, the acquirer values the goodwill acquired in a business combination
at the relative cost net of cumulative impairment.
The goodwill acquired in a business combination must not be amortised. The acquirer tests
the asset for impairment annually or more frequently if specific events or changed
circumstances indicate that it may have suffered a reduction in value, according to the
relative accounting standard.
The standard states that an asset (including goodwill) has suffered value impairment when
the value recognised in the accounts exceeds the recoverable amount understood as the
greater of the fair value, net of any sales expenses and its value in use, defined by
paragraph 6 of IAS 36.
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Notes to the Separate Financial Statements
In order to test for impairment, goodwill must be allocated to cash generating units or to
groups of cash generating units, in observance of the maximum aggregation limit which
cannot exceed the operating segment identified in accordance with IFRS 8.
8.4.2. Negative goodwill
If the acquirer’s share of the net fair value of the identifiable assets, liabilities and
contingent liabilities exceeds the cost of the business combination the acquirer:
(a) reviews the identification and measurement of the identifiable assets, liabilities and
contingent liabilities of the acquiree and the determination of the cost of the business
combination;
(b) immediately recognises any excess existing after the new measurement in the income
statement.
8.5. Derecognition criteria
Intangible assets are derecognised in the balance sheet following disposal or when no
economic future benefit is expected from its use or disposal.
9. Liabilities, securities issued (and subordinated liabilities)
The various forms of interbank and customer funding are recognised within the balance
sheet items 10 “Due to banks”, 20 “Due to customers” and 30 “Securities issued”. These
items also include liabilities recognised by a lessee in financial leasing operations.
9.1. Recognition criteria
The liabilities in question are recognised in the balance sheet at the time when the funding
is received or when the debt securities are issued. The amount recognised is the fair value,
which is normally the same as either the consideration received or the issue price, inclusive
of any additional expenses or income that are directly attributable to the transaction and
determinable from the outset, regardless of when they are paid. The amount of the initial
recognition does not include all those costs that are reimbursed by the creditor counterparty
or that are attributable to internal costs of an administrative character.
9.2. Measurement criteria
After initial recognition non current financial liabilities are measured at amortised cost
using the effective interest method as defined in previous paragraphs.
Current liabilities, for which the time factor is insignificant, are measured at cost.
9.3. Derecognition criteria
Financial liabilities are derecognised when they mature or are extinguished.
The repurchase of own securities issued results in derecognition of the securities with the
consequent redefinition of the liability for debt instruments issued.
94*
Notes to the Separate Financial Statements
Any difference between the repurchase value of the own securities and the corresponding
carrying value of the liabilities is recognised in the income statement under the item 100
“Income from the disposal or repurchase of d) financial liabilities”. Any subsequent re-issue
of the securities previously subject to derecognition in the accounts constitutes a new issue
for accounting purposes with the consequent recognition at the new issue price without any
effect in the income statement.
10. Tax assets and liabilities
Tax assets and liabilities are stated in the balance sheet within the items 130 “Tax assets”
and 80 “Tax liabilities”.
10.1. Current tax assets and liabilities
Current tax for the current and prior periods is recognised as a liability to the extent that it
has not yet been settled; any excess compared to the amount due is recognised as an asset.
Current tax liabilities (assets) for the current and prior years, are measured at the amount
expected to be paid to/recovered from taxation authorities, using the tax rates and tax laws
in force.
Current tax assets and liabilities are derecognised in the year in which the assets are
realised or the liabilities are extinguished.
10.2. Deferred tax assets and liabilities
Deferred tax liabilities are recognised for all taxable temporary differences unless the
deferred tax liability arises from:


goodwill for which amortisation is not deductible for tax purposes or
the initial recognition of an asset or a liability in a transaction which:


is not a business combination and
at the time of the transaction, affects neither the accounting nor the taxable profit.
Deferred tax assets are not calculated for higher values of assets for which the tax regime
has been suspended relating to equity investments and to reserves for which the tax regime
has been suspended because it is considered there are no reasonable grounds to assume
they will be taxed in future.
Deferred tax liabilities are recognised within the balance sheet item 80 “Tax liabilities b)
deferred”.
A deferred tax asset is recognised for all deductible temporary differences if it is probable
that a taxable income will be used against which it will be possible to use the deductible
temporary difference, unless the deferred tax asset arises from:


negative goodwill which is treated as deferred income;
the initial recognition of an asset or liability in a transaction which:


is not a business combination and
affects neither the accounting profit nor the taxable profit at the time of the
transaction.
Deferred tax assets are recognised within the balance sheet item 130 “Tax assets b)
deferred”.
95*
Notes to the Separate Financial Statements
Deferred tax assets and deferred tax liabilities are subject to constant monitoring and are
measured using the tax rates that it is expected will apply in the period in which the tax
asset will be realised or the tax liability will be extinguished on the basis of the tax
regulations established by laws currently in force.
Deferred tax assets and deferred tax liabilities are derecognised in the accounts in the year
in which:
 the temporary difference which gave rise to them becomes payable with regard to
deferred tax liabilities or deductible with regard to deferred tax assets;
 the temporary difference which gave rise to them is no longer valid for tax purposes.
Deferred tax assets and deferred tax liabilities must not normally be discounted to present
values nor offset one against the other,
11. Non-current assets and disposal groups held for sale – Liabilities
associated with disposal groups held for sale
Non-current assets and liabilities and groups of non-current assets and liabilities for which
it is presumed that the carrying value will recovered by selling them rather than by
continued use are classified respectively under items 140 “Non current assets and disposal
groups held for sale” and 90 “Liabilities associated with assets held for sale”.
In order to be classified within these items the assets or liabilities (or disposal groups) must
be immediately available for sale and there must be active, concrete programmes to sell the
assets or liabilities in the short term.
These assets or liabilities are measured at the lower of the carrying amount and their fair
value net of disposal costs.
Profits and losses attributable to groups of assets or liabilities held for sale are recognised in
the income statement under item 280 “Post-tax profit (loss) from discontinued operations”.
Profits and losses attributable to individual assets held for disposal are recognised in the
income statement under the most appropriate item.
12. Provisions for risks and charges
12.1. Definition
A provision is defined as a liability of uncertain timing or amount.
A contingent liability, however, is defined as:
 a possible obligation, the result of past events, the existence of which will only be
confirmed by the occurrence or (non-occurrence) of future events that are not totally
under the control of the enterprise;
 a present obligation that is the result of past events, but which is not recognised in the
accounts because:


it is improbable that financial resources will be needed to settle the obligation;
the amount of the obligation cannot be measured with sufficient reliability.
Contingent liabilities are not recognised in the accounts, but are only reported, unless they
are considered a remote possibility.
12.2. Recognition and measurement criteria
A provision is recognised if and only if:
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Notes to the Separate Financial Statements
there is a present obligation (legal or implicit) that is the result of a past event and
it is probable that the use of resources suitable for producing economic benefits will be
required to fulfil the obligation and
 a reliable estimate can be made of the amount arising from fulfilment of the obligation.


The amount recognised as a provision represents the best estimate of the expenditure
required to settle the present obligation at the reporting date and reflects the risks and
uncertainties that inevitably characterise a number of facts and circumstances. The amount
of a provision is measured by the present value of the expenditure that it is assumed will be
necessary to settle the obligation where the effect of the present value is a substantial
aspect. Future events that might affect the amount required to settle the obligation are only
taken into consideration if there is sufficient objective evidence that they will occur.
Provisions made for risks and charges include those for the risk attaching to any existing
tax litigation.
12.3. Derecognition criteria
The provision is reversed when it becomes improbable that the use of resources suitable for
producing economic benefits will be required to settle the obligation.
13. Foreign currency transactions
13.1. Definition
A foreign currency is a currency other than the functional currency of the entity, which is
the currency of the primary economic environment in which an entity operates.
13.2. Recognition criteria
A foreign currency transaction is recorded at the time of initial recognition in the functional
currency applying the spot exchange rate between the functional currency and the foreign
currency ruling on the date of the transaction.
13.3. Measurement criteria
At each reporting date:
(a) foreign currency monetary4 amounts are translated using the closing rate;
(b) non-monetary items5 measured at historical cost in foreign currency are translated
using the exchange rate at the date of the transaction;
(c) non-monetary items carried at fair value in a foreign currency are translated using the
exchange rates that existed on the dates when the fair values were determined.
4
“Monetary” items are defined as relating to determined sums in foreign currency, which is to say to assets and liabilities which must be
received or paid for a determined amount in foreign currency. The defining characteristic of a monetary item is the right to receive or an
obligation to pay a set or calculable number of foreign currency units.
5
See the note on “monetary” items for the contrary.
97*
Notes to the Separate Financial Statements
Exchange differences arising from the settlement of monetary items or from the translation
of monetary items at rates different from those at which they were translated when initially
recognised during the year or in previous financial statements are recognised in the income
statement for the year in which they originated.
Exchange rate differences arising from a monetary item that forms part of a net investment
in a foreign operation of an entity that prepares financial statements are recognised in the
income statement of the separate financial statements of the entity that prepares the
financial statements or the separate financial statements of the foreign operation.
When a profit or loss on a non-monetary item is recognised directly in equity, each change
in that profit or loss is also recognised directly in equity. However, when a profit or loss on a
non-monetary item is recognised in the income statement, each change in that profit or loss
is recognised in the income statement.
14. Other information
- Treasury shares
Treasury shares if present in portfolio are deducted from shareholders’ equity. No profit or
loss arising from the purchase, sale, issue or cancellation of treasury shares is recognised in
the income statement. The differences between the purchase and sale price arising from
these transactions are recorded in equity reserves.
- Provisions for guarantees granted and commitments
Provisions made on a case-by-case and collective basis to estimate possible payments to be
made connected with the assumption of credit risks attaching to guarantees granted and
commitments assumed are calculated by applying the same criteria as that reported for
loans.
These provisions are recognised within the item 100 “Other liabilities” against the item in
the income statement 130d “Net impairment losses on: other financial transactions”.
- Employee benefits
Definition
Employee benefits are defined as all forms of consideration given by an enterprise in
exchange for services rendered by employees. Employee benefits can be classified as follows:
 short-term employee benefits (not including benefits due to employees for severance
payments and benefits paid in the form of equity instruments) due entirely within twelve
months after the service is rendered by employees;
 post-employment benefits due after the contract of employment has terminated;
 post-employment benefit plans subsequent to the termination of the employment
contract and that is agreements whereby the enterprise provides benefits subsequent to
the termination of the employment contract;
 long-term benefits, other than the previous, due entirely within the twelve months
subsequent to the end of the financial year in which employee rendered the relative
service.
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Notes to the Separate Financial Statements
Post-employment benefits and defined service provisions
Recognition criteria
Following the reform of supplementary pensions pursuant to Legislative Decree No.
252/2005, portions of post-employment benefit funds maturing from 1st January 2007
constitute a “defined benefit plan”.
The liability relating to those portions is measured on the basis of the contributions due
without the application of any actuarial methods.
However, post-employment benefits maturing up until 31st December 2006 continue to
constitute a “post employment benefit” belonging to the “defined benefit plan” series and as
such require the amount of the obligation to be determined on an actuarial basis and to be
discounted to present values because the debt may be extinguished a long time after the
employees have rendered the relative service.
The amount is accounted for as a liability amounting to:
(a) the present value of the defined benefit obligation as at the reporting date;
(b) plus any actuarial gains (less any actuarial losses) recognised in a separate reserve in
equity;
(c) less any pension costs relating to past service rendered not yet recognised;
(d) less the fair value at the reporting date of any assets at the service of the plan.
Measurement criteria
As concerns the accounting treatment for actuarial gains/losses, the Bank has opted for
direct recognition of these items within fair value reserves in equity.
“Actuarial gains/losses” comprise adjustments arising from the reformulation of previous
actuarial assumptions as a result of actual experience or from changes in the actuarial
assumptions themselves.
The “Projected Unit Credit Method” is used to calculate the present value. This considers
each single period of service as giving rise to an additional unit of severance payment and
therefore measures each unit separately to arrive at the final obligation. This additional unit
is obtained by dividing the total expected service by the number of years that have passed
from the time service commenced until the expected payment date. Application of the
method involves making projections of future payments based on historical analysis of
statistics and of the demographic curve and discounting these flows on the basis of market
interest rates. The rate used for discounting to present value is calculated as the average of
the swap, bid and ask rates at the measurement date appropriately interpolated for
intermediate maturity dates.
Stock Options/Stock Grants
Stock option and stock granting plans are defined as personnel remuneration schemes
where the service rendered by an employee or a third party is remunerated by using equity
instruments (including options on shares).
The cost of these transactions is measured at the fair value of equity instruments granted
and is recognised in the income statement under item 150 “Administrative expenses a)
personnel expense” on a straight line basis over the original life of the plan. The fair value
determined relates to the equity instruments granted at the time of grant and takes account
of market prices, if available, and the terms and conditions upon which the instruments
were granted.
- Segment reporting
Segment reporting is defined as the manner in which financial information on an enterprise
is reported by operating segment.
99*
Notes to the Separate Financial Statements
No segment reporting is given in this document because the separate company Annual
Report for UBI Banca is published together with the consolidated annual report of the UBI
Banca Group which gives that information for the Group as a whole
- Revenues
Definition
Revenues are the gross inflow of economic benefits resulting from business arising from the
ordinary operating activities of an enterprise when these inflows create an increase in equity
other than an increase resulting from payments made by shareholders.
Recognition criteria
Revenues are measured at the fair value of the consideration received or due and are
recognised in the accounts when they can be reliably estimated.
The result of the rendering of services can be reliably estimated when the following
conditions are met:
 the amount of revenue can be measured reliably;
 it is probable that the economic benefits arising from the transaction will flow to the
company;
 the stage of completion of the operation as at the reporting date can be measured
reliably;
 the costs incurred, or to be incurred, to complete the transaction can be measured
reliably.
Revenue recognised in return for services rendered is recognised by reference to the stage of
completion of the transaction.
Revenue is only recognised when it is probable that the economic benefits arising from the
transaction will be enjoyed by the company. Nevertheless when the recoverability of an
amount already included within revenues is uncertain, the amount not recoverable or the
amount for which recovery is no longer probable is recognised as a cost instead of adjusting
the revenue originally recognised.
Revenue arising from the use by third parties of the company’s assets which generate
interest or dividends are recognised when:
 it is probable that the economic benefits arising from the transaction will be received by
the enterprise;
 the amount of the revenue can be reliably measured.
Interest is recognised on an accruals basis that takes into account the effective yield of the
asset. In detail:
 interest income includes the amortisation of any discounts, premiums or other
differences between the initial carrying amount of a security and its value at maturity;
 arrears of interest that are considered recoverable are recognised in the item 10 “Interest
and similar income”, but only the part considered recoverable.
Dividends are recognised when shareholders acquire the right to receive payment.
Expenses or revenues resulting from the sale or purchase of financial instruments,
determined by the difference between the amount paid or received for the transaction and
the fair value of the instrument are recognised in the income statement on initial recognition
of the financial instrument when the fair value is determined:
 by making reference to current and observable market transactions in the same
instrument;
100*
Notes to the Separate Financial Statements

by using valuation techniques which use, as variables, only data from observable
markets.
- Expenses
Expenses are recognised in the accounts at the time at which they are incurred while
following the criteria of matching expenses to revenues that result directly and jointly from
the same transactions or events. Expenses that cannot be associated with revenues are
recognised immediately in the income statement.
Expenses directly attributable to financial instruments measured at amortised cost and
determinable from the outset, regardless of the time at which they are settled, flow to the
income statement by applying the effective interest rate, a definition of which is given in the
section “Loans and receivables”.
Impairment losses are recognised through profit and loss in the year in which they are
measured.
101*
Notes to the Separate Financial Statements
A.3 – INFORMATION ON FAIR VALUE
A.3.1 Transfers between portfolios
UBI Banca performed no reclassifications of financial asset portfolios as a result of changes
in the purpose or use of those assets, during both the current and the previous financial
year.
A.3.2 Fair value hierarchy
The fair value used for measuring financial instruments is determined on the basis of
criteria, listed below, which involve the use of what are termed observable or unobservable
inputs.
Observable inputs are parameters developed on the basis of available market data and they
reflect the assumptions that market participants should use when they price financial
instruments. On the other hand, unobservable inputs are parameters for which market data
are not available and which are therefore developed on the basis of the best available
information on the assumptions that market participants should use when they price
financial instruments.
Fair value determined on the basis of level 1 inputs:
The measurement is based on observable inputs, i.e. prices listed on active markets for
identical financial instruments to which the entity can gain access on the valuation date of
the instrument. A market is defined as active when the prices quoted reflect normal market
transactions, are regularly and readily available and if those prices represent actual and
regular market trading.
Fair value determined on the basis of level 2 inputs:
The measurement is performed using methods that are used if the instrument is not listed
on an active market and is therefore based on inputs that are different from those of level
one. The measurement of the financial instrument is based on prices inferred from market
quotations for similar assets or by using measurement techniques for which all the
significant factors – credit spreads and liquidity spreads – are inferred from observable
market variables. Although this is the application of a measurement technique, there is
basically no element of discretion in the resulting price, because the most important
parameters used are drawn from markets and the calculation methods used replicate
quotations existing on active markets.
Fair value determined on the basis of level 3 inputs:
The measurement is performed using methods which consist of measuring unlisted
instruments by employing significant inputs not inferable from markets and which therefore
involve the use of estimates and assumptions made by management.
The choice of the method of measuring fair value is not optional, because the methods must
be applied in hierarchical order.
A description of the models used is given in Part A.3 of the notes to the consolidated
financial statements “Information on the measurement models used for securities and
derivatives”, which may be consulted.
102*
Notes to the Separate Financial Statements
A.3.2.1 Accounting portfolios: distribution by fair value level
F in a n c ia l a s s e t s / lia b ilit ie s m e a s u re d a t
f a ir v a lu e
3 1.12 .2 0 11
Le v e l 1
1. F ina nc ia l a s s e ts he ld fo r tra ding
2. F ina nc ia l a s s e ts a t fa ir va lue
3. Ava ila ble -fo r-s a le fina nc ia l a s s e ts
Le v e l 2
Le v e l 1
Le v e l 2
Le v e l 3
1,432,237
15,936
1,887,816
1,230,484
104,846
-
21,328
116,208
-
31,078
5,627,355
1,015,046
63,413
7,423,077
1,230,294
44,838
-
1. F ina nc ia l lia bilitie s he ld fo r tra ding
Le v e l 3
2,067,724
4. He dging de riva tive s
To ta l
3 1.12 .2 0 10
7 ,7 9 9 ,9 2 5
616,454
-
3 ,0 6 3 ,7 3 7
-
10 0 ,6 7 7
9 ,4 2 7 ,10 1
24,891
164,595
2 ,6 2 5 ,3 7 3
10 0 ,8 0 7
438,088
1,409,446
-
410,453
1,132,081
2. F ina nc ia l lia bilitie s a t fa ir va lue
-
-
-
-
-
-
3. He dging de riva tive s
-
898,024
-
-
599,874
-
To ta l
4 3 8 ,0 8 8
2 ,3 0 7 ,4 7 0
-
4 10 ,4 5 3
-
1,7 3 1,9 5 5
-
A.3.2.2 Annual changes in financial assets recognised at fair value (Level 3)
F IN A N C IA L A S S E T S
m e a s u re d a t f a ir
v a lu e
h e ld f o r t ra d in g
1. O p e n in g b a la n c e s
2 . In c re a s e s
a v a ila b le - f o r- s a le
2 4 ,8 9 1
3 1,0 7 8
4 4 ,8 3 8
5 ,4 5 3
1,7 7 7
3 2 ,6 3 7
2.1. P urc ha s e s
he dg e s
-
1
-
1
-
2.2. P ro fits re c o gnis e d in:
43
1,290
833
-
2.2.1. Inc o m e s ta te m e nt
43
1,290
-
-
18
752
-
-
- o f whic h ga ins
2.2.2. Equity
2.3. Tra ns fe rs fro m o the r le ve ls
2.4. Othe r inc re a s e s
3 . D e c re a s e s
3.1.S a le s
X
833
-
5,332
X
-
30,944
-
77
487
859
( 14 ,4 0 8 )
( 11,5 2 7 )
( 14 ,0 6 2 )
-
(92)
-
(2,259)
-
-
(4,790)
(124)
-
3.3. Lo s s e s re c o gnis e d in:
(13,580)
(6,737)
(335)
-
3.3.1. Inc o m e s ta te m e nt
(13,580)
(6,737)
-
-
- o f whic h lo s s e s
(13,580)
(6,628)
-
-
3.3.2. Equity
X
X
(335)
-
3.4. Tra ns fe rs to o the r le ve ls
-
-
(11,289)
-
(736)
-
(55)
3.2. R e de m ptio ns
3.5. Othe r de c re a s e s
4 . C lo s in g b a la n c e s
15 ,9 3 6
2 1,3 2 8
6 3 ,4 13
-
Within the increases, item 2.3 “transfers from other levels” contains the instrument ORIO
Finance TV Class C securities (financial assets held for trading) and the investment in ICBPI
Istituto Centrale Banche Popolari (available-for-sale financial assets), transferred to level
three in compliance with the methodology described in point A.3.2. The relative interest
accruing is included in item 2.4 “other increases”.
Within the decreases, item 3.4 “transfers to other levels” relates to the equity investments in
Siteba SpA amounting to €1.5 million and in SSB amounting to €9.8 million (measured on
the basis of market parameters). The most significant losses charged to the income
statement regarded the following: impairment losses on equity investments in the
companies Manisa Srl amounting to €551 thousand and Medinvest International Sca
amounting to €12.2 million and impairment losses on hedge funds of €486 thousand for
activities held for trading; and impairment losses on hedge funds of €6.7 million for assets
designated at fair value.
103*
Notes to the Separate Financial Statements
A.3.2.2 Annual changes in financial liabilities recognised at fair value (level 3)
No financial liabilities recognised at fair value to report for UBI Banca.
A.3.3 Information on “day one profit/loss”
The information relates to paragraph 28 of the IFRS which concerns differences between
transaction prices and the value obtained by using valuation techniques that emerge on
initial recognition and that are not immediately recognised through profit and loss on the
basis of paragraphs AG76 and AG76A of IAS 39.
Where this type of event occurs, indication must be given of the accounting policies adopted
by the bank for recognition through profit or loss of the differences that arise in this manner
subsequent to initial recognition of the instrument.
UBI Banca has not performed any transactions for which a difference between the
transaction price and the value of the instrument obtained using internal measurement
techniques has arisen on initial recognition.
104*
Notes to the Separate Financial Statements
Part B – Notes to the balance sheet
ASSETS
Section 1 Cash and cash equivalents - Item 10 1.1 Cash and cash equivalents: composition
31.12.2011
31.12.2010
a) C ash in hand
184, 014
195, 060
b) Deposits wi th centr al banks
184,014
195,060
Tot al
The amount for cash and cash equivalents relates to the centralisation at the Parent of the
central treasury service for all the banks of the Group.
105*
Notes to the Separate Financial Statements
Section 2 Financial assets held for trading - Item 20 2.1 Financial assets held for trading: composition by type
Items/Amounts
31.12.2011
Level 1
31.12.2010
Level 2
Level 3
Level 1
Level 2
Level 3
A. On-balance sheet assets
1. Debt instruments
2,066,558
-
5,029
1,847,710
8,115
-
1.1 Structur ed instruments
6
-
5,029
8
8,087
-
1.2 Other debt instruments
2,066,552
-
-
1,847,702
28
-
946
-
6,807
39,220
-
19,535
1,601
2. Equity instruments
3. Units in O.I.C.R.
(collective investment instruments)
-
-
1,447
-
-
4. Financing
-
-
-
-
-
-
-
-
-
-
-
-
4.1. Repur chase agreements
4.2 Other
Total A
-
-
-
-
-
-
2,067,504
-
13,283
1,886,930
8,115
21,136
B. Derivati ve instruments
1. Financial Derivatives:
1.1 for trading
220
1,432,237
-
886
1,222,369
-
220
1,432,237
-
886
1,219,025
-
1.2. connected with the fair value options
-
-
-
-
-
-
1.3 other
-
-
-
-
3,344
-
2. Credit derivatives:
2.1 for trading
-
-
2,653
-
-
3,755
-
-
2,653
-
-
3,755
2.2 connected wi th fair value options
-
-
-
-
-
-
2.3 other
-
-
-
-
-
-
Total B
Total (A+B)
220
1,432,237
2,653
886
1,222,369
3,755
2,067,724
1,432,237
15,936
1,887,816
1,230,484
24,891
Structured debt instruments classified within level 3 relate to ORIO Finance TV Class C
securities for a remaining amount of €5.1 million, while equity instruments in this level
include investments in Manisa Srl amounting to €3.5 million and Medinvest International
Sca amounting to €3.3 million.
Units in O.I.C.R.s (collective investment instruments) consist of the remaining investments
in hedge funds amounting to €1.4 million.
Derivatives held for trading consist of the fair value of credit default swaps connected with
preference share issues and amounted to €2.6 million.
Debt instruments with subordination clauses amounted to €5.1 million.
As at 31st December 2010, the item “debt instruments - level 2 (deteriorated assets) included
the remaining value of a Lehman Brothers bond amounting to €345 thousand (€4 million
nominal). That bond was sold on 10th March 2011 for €1.04 million with a profit of €695
thousand.
106*
Notes to the Separate Financial Statements
2.2 Financial assets held for trading: composition by debtors/issuers
Items/Amount s
31.12.2011
31.12.2010
A. ASSETS
1. Debt instrument s
a) Gover nments and central banks
2,071,587
1,855,825
2,066,452
1, 847, 628
7
-
99
2, 492
b) Other public authorities
c) Banks
d) Other issuers
2. Equity instrument s
a) Banks
b) Other issuers:
- insurance companies
5,029
5, 705
7,753
58,755
-
2, 800
7,753
55, 955
-
3, 605
6,807
21, 181
946
31, 169
-
-
1,447
1,601
-
-
a) Gover nments and central banks
-
-
b) Other public authorities
-
-
c) Banks
-
-
- financial companies
- non financial companies
- other
3. Units in O.I.C.R.
(collective invest ment inst ruments)
4. Financing
d) Other
Tot al A
-
-
2,080,787
1,916,181
1,256,890
1, 106, 638
B. DERIVATIVE INSTRUMENTS
a) Banks
- fair value
b) Customers
- fair value
Tot al B
Tot al ( A+B)
178,220
120, 372
1,435,110
1,227,010
3,515,897
3,143,191
107*
Notes to the Separate Financial Statements
2.3 Financial assets held for trading: annual changes
Debt instruments
Opening balances
B. Increases
B.1 Purchases
Equity instruments
Units in O.I.C.R.
Financing
(collective investmen t
i nstruments)
Total
1,855,825
58,755
1,601
-
1,916,181
18,131,539
17,605,646
57,716
54,755
91
-
-
18,189,346
1 7,660,401
B.2 Positive changes in fair value
12,852
-
18
-
12,870
513,041
2,961
73
-
516,075
(17,915,777)
(108,718)
(245)
-
(18,024,740)
(16,832,283 )
(95,029)
(92)
-
(16,927,404)
(637,906 )
-
-
-
(637,906)
(13,938 )
(12,805)
(153)
-
(26,896)
-
-
-
-
-
C.5 Other changes
(431,650 )
(884)
-
-
(432,534)
D. Final balances
2,071,587
7,753
1,447
-
2,080,787
B.3 Other changes
C. Decreases
C.1 Sales
C.2 Redemptions
C.3 Negative changes in fair value
C.4 Transfers to other portfolios
Within debt instruments, item B.3 “other changes” (increases), an amount of €437.9 million
relates to uncovered short positions existing at the end of the year, while item C.5, “other
changes” (decreases), includes an amount of €409.3 million relating to the total uncovered
short positions existing at the end of the previous year.
Section 3 Financial assets at fair value - Item 30 3.1 Financial assets at fair value: composition by type
31.12.2011
Items/Amounts
Level 1
1. Debt instruments
31.12.2010
Level 2
Level 3
Level 1
Level 2
Level 3
-
-
-
-
-
-
1.1 Structur ed instruments
-
-
-
-
-
-
1.2 Other debt instruments
-
-
-
-
-
-
-
-
-
-
-
-
104,846
-
21,328
116,208
-
31,078
-
-
-
-
-
-
-
-
-
-
-
-
2. Equity instruments
3. Units in O.I.C.R.
(colle ctive investment instruments)
4. Financing
4.1 Structur ed
4.2 Other
-
-
-
-
-
-
Total
104,846
-
21,328
116,208
-
31,078
Cost
104,846
-
21,328
116,208
-
31,078
Level one investments consisted of a hedge fund of Tages Capital SGR. The amount shown
for level three relates to the residual value of non-Group hedge funds. Further information
on this item is given at the foot of Table 7.1 in income statement Section 7 – “Net value
change in financial assets/liabilities at fair value”, which may be consulted.
108*
Notes to the Separate Financial Statements
3.2 Financial assets at fair value: composition by debtors/issuers
It ems/Amounts
31.12.2011
1. Debt instrument s
31.12.2010
-
-
a) Gover nments and central banks
-
-
b) Other public authorities
-
-
c) Banks
-
-
d) Other issuers
-
-
-
-
a) Banks
-
-
b) Other issuers:
-
-
- insurance companies
-
-
- financial comp anies
-
-
- non financial comp anies
-
-
2. Equity instrument s
- other
3. Units in O.I.C.R. (collective investment instruments)
4. Financing
-
-
126,174
147,286
-
-
a) Gover nments and central banks
-
-
b) Other public authorities
-
-
c) Banks
-
-
d) Other
Total
-
-
126,174
147,286
3.3 Financial assets at fair value: annual changes
Deb t instr uments
U nits in O.I.C.R.
Equity inst ruments
(collective invest ment
inst ruments)
Financing
Tot al
Opening balances
-
-
147,286
-
147,286
B. Inc reases
-
-
656,146
-
656,146
B.1 Purchases
-
-
654, 370
-
654,370
B.2 Positive changes in fair value
-
-
752
-
752
B.3 Other changes
-
-
1, 024
-
1,024
C. Decreases
-
-
(677,258)
-
(677,258)
C.1 Sales
-
-
(630, 477)
-
(630,477)
C.2 Redemptions
-
-
(4, 790)
-
(4,790)
C.3 Negative changes in fair value
-
-
(17, 990)
-
(17,990)
C.4 Other changes
-
-
(24, 001)
-
(24,001)
D. Final balances
-
-
126,174
-
126,174
The majority of the amounts for purchases and sales relate to transactions performed
during the year for investments and disposals of units in the funds of UBI Pramerica SGR
Spa.
109*
Notes to the Separate Financial Statements
Section 4 Available-for-sale financial assets - Item 40 4.1 Available-for-sale financial assets: composition by type
3 1.12 .2 0 11
It e m s / A m o u n t s
Le v e l 1
1. De bt ins trum e nts
3 1.12 .2 0 10
Le v e l 2
Le v e l 3
Le v e l 1
Le v e l 2
Le v e l 3
5.347.783
908.770
6.495
7.070.459
1.074.787
1.1 S truc ture d ins trum e nts
74.873
-
-
177.191
3.040
-
1.2 Othe r de bt ins trum e nts
5.272.910
908.770
6.495
6.893.268
1.071.747
6.474
2. Equity ins trum e nts
240.568
45.131
56.918
334.305
68.461
38.364
2.1 At fa ir va lue
240.568
45.131
42.640
334.305
68.461
33.668
-
-
14.278
-
-
4.696
39.004
61.145
-
18.313
87.046
-
-
-
-
-
-
2.2 At c o s t
3. Units in O.I.C .R .
(c o lle c tive inve s tm e nt ins trum e nts )
4. F ina nc ing
To ta l
5 .6 2 7 .3 5 5
1.0 15 .0 4 6
6 3 .4 13
7 .4 2 3 .0 7 7
1.2 3 0 .2 9 4
6.474
4 4 .8 3 8
Other debt instruments within fair value level three consist of two securities: €1.55 million
issued by the former Banca Lombarda Preferred Capital Company and €4.9 million of
Equitalia perpetual financial instruments.
Item 2, “Equity instruments” – “Level 3”, includes non significant investments held for
institutional purposes and for the development of commercial agreements. Instruments
measured at cost are recognised at the purchase price because it is not possible to measure
the fair value reliably.
The main securities recognised at cost are Autostrada Pedemontana Lombarda Spa
amounting to €10 million, Netinsurance Spa amounting to €2.8 million and other smaller
companies amounting to €1.5 million.
The main securities recognised at fair value were Istituto Centrale Banche Popolari
amounting to €31 million and Unione Fiduciaria Spa amounting to €3.2 million.
The securities recognised within fair value level 2 were as follows:
SACBO Spa: €33.1 million;
SSB Spa: €11.3 million;
Siteba Spa: €700 thousand.
The units in O.I.C.R.s – Level 1 relate to investments in the Polis Portafoglio Immobiliare
fund amounting to €12.4 million, to the Trackers EURSTOXX50 ETF amounting to €17.1
million and to the Azimut Dividend Premium Class A fund amounting to €9.5 million.
The units classified within level two relate to investments in private equity funds.
110*
Notes to the Separate Financial Statements
4.2 Available-for-sale financial assets: composition by debtors/issuers
3 1.12 .2 0 11
3 1.12 .2 0 10
It e m s / A m o u n t s
1. D e b t in s t ru m e n t s
6 .2 6 3 .0 4 8
a ) Go ve rnm e nts a nd c e ntra l ba nks
8 .15 1.7 2 0
5.166.877
6.856.979
-
-
b) Othe r public a utho ritie s
c ) B a nks
893.689
865.233
d) Othe r is s ue rs
202.482
429.508
2 . E q u it y in s t ru m e n t s
3 4 2 .6 17
a ) B a nks
b) Othe r is s ue rs :
4 4 1.13 0
264.840
320.247
77.777
120.883
- ins ura nc e c o m pa nie s
2.825
2.825
- fina nc ia l c o m pa nie s
5.859
43.188
69.093
74.870
- no n-fina nc ia l c o m pa nie s
- o the r
-
3 . Un it s in O .I.C .R . (c o lle c tive inve s tm e nt ins trum e nts )
-
10 0 .14 9
4 . F in a n c in g
10 5 .3 5 9
-
-
a ) Go ve rnm e nts a nd c e ntra l ba nks
-
b) Othe r public a utho ritie s
-
-
c ) B a nks
-
-
d) Othe r
-
To ta l
-
6 .7 0 5 .8 14
8 .6 9 8 .2 0 9
4.3 Available-for-sale financial assets: subject to specific hedging
Items/Amounts
31.12.2011
31.12.2010
1. Financial assets subject to fair value specific hedge
3,467,694
5,191,588
b) price risk
a) interest rate r isk
-
-
c) currency r isk
-
-
d) credit risk
-
-
e) multiple r isks
-
-
a) interest rate r isk
-
-
b) currency risk
-
-
3,467,694
5,191,588
2. Financial assets subject to cash f low specif ic hedge
c) other
Tot al
The assets subject to specific fair value hedges on interest rate risk consisted of debt
instruments issued by the Italian government and by major Italian banks. The valuation of
the assets in question and the relative hedging contracts resulted in the recognition of
income of €2.8 million in item 90 of the income statement, “Net hedging income”.
111*
Notes to the Separate Financial Statements
4.4 Available-for-sale financial assets: annual changes
Debt instruments
Units in O.I.C.R.
Equity
i nstruments
(co llective inves t ment
ins t ruments )
Financing
Total
Opening bal ances
8,151,720
441,130
105,359
-
8,698,209
B. Increases
B.1 P urchases
1,438,229
1,426,121
59,080
54,826
33,485
5,641
-
1,530,794
1,486,588
B.2 P ositive changes in fair value
114
2,344
5,049
-
7,507
B.3 Reversal of impairment losses
-
-
1,535
-
1,535
- recognised in the income statement
-
-
-
-
-
- recognised in equity
-
-
1,535
-
1,535
B.4 T ransfers from other portfolios
-
-
-
-
-
11,994
1,910
21,260
-
35,164
(3,326,901)
(16,088)
(157,593)
(18,813)
(38,695)
(4,788)
-
(3,523,189)
(39,689)
(2,493,632)
(124)
(16,326)
-
(2,510,082)
(801,086)
(4,752)
(6,718)
-
(812,556)
-
(112,862)
(10,563)
-
(123,425)
- recognised in the income statement
-
(112,862)
(7,511)
-
(120,373)
- recognised in equity
-
-
(3,052)
-
(3,052)
-
-
-
-
-
C.6 Other changes
(16,095)
(21,042)
(300)
-
(37,437)
D. Fi nal bal ances
6,263,048
342,617
100,149
-
6,705,814
B.5 Other changes
C. Decreases
C.1 Sales
C.2 Redemptions
C.3 Negative changes in fair value
C.4 Impairment losses
C.5 T ransfers to other portfolios
Purchases of debt instruments consisted of €1,281.7 million of investments in Italian
government securities and €144.4 million of purchases of bonds issued by major banks.
The effects of the economic crisis caused a decrease in the market value of debt instruments
with a relative negative impact on the fair value reserve of €801 million.
Debt instruments with subordination clauses amounted to €130.9 million.
The only significant purchases of equity instruments related to the subscription of the
Intesa Sanpaolo S.p.A. share capital increase for €54.8 million, while sales mainly regarded
the following:
-
London Stock Exchange Group amounting to €16.6 million;
Banca Cooperativa Valsabbina Scrl amounting to €1.5 million;
Permicro Spa amounting to €0.7 million.
Impairment losses charged to the income statement were as follows:
-
A2A Spa: €3.3 million
Siteba Spa: €770 thousand
Intesa Sanpaolo Spa: €108.8 million
Details are given below of the changes that occurred in the value of the Intesa Sanpaolo Spa
share. They take account of the increase in the share capital performed in 2011 for which
40,047,888 shares were subscribed at a price per share of €1.369.
Number of shares
180.215.498
Price per share
1,2891
Carrying amount before Carrying amount after
impairment loss
impairment loss
341.089.868
Impairment loss charged to the
income statement
232.315.798
(108.774.070)
Purchases of units of O.I.C.R.s consisted of investments in private equity funds made during
the year. Impairment losses charged to the income statement regarded the Polis Portafoglio
Immobiliare fund amounting to €4.3 million and other private equity funds amounting to
€3.2 million.
112*
Notes to the Separate Financial Statements
Section 5 Held-to-maturity investments – Item 50 –
No held-to-maturity investments were recognised.
Section 6 Loans to banks - Item 60 6.1 Loans to banks: composition by type
Type of t ransact ion/Amounts
31.12.2011
31.12.2010
A. Loans to c ent ral banks
1. Term deposi ts
-
-
5 95, 884
595,521
3. Reverse r epurcha se agreements
-
-
4. Other
-
-
2,2 65, 287
6,780,853
10,2 58, 008
8,805,936
2. Compulsory reserve req uirement
B. Loans to b anks
1. Current accounts and deposits
2. Term deposi ts
3. Other fina ncing:
3.1 Rever se repurchase agr eements
3.2 Finance leases
3.3 other
4. Debt instruments
4.1 Structur ed instruments
4.2 Other debt instruments
5,8 76, 975
6,055,740
5,2 91, 595
5,826,168
-
-
5 85, 380
229,572
11,2 28, 136
6,186,334
4,7 05, 516
5,508,643
6,5 22, 620
677,691
Total (ca rrying amount)
30,224,290
28,424,384
Tota l ( fair value)
28,902,254
28,089,528
UBI Banca performs its lending activities mainly to the banks in the Group. The main items
included the following:
-
current accounts and deposits with Group banks amounting to €879 million and
€1.4 billion with other banks (mainly margin deposits on derivatives);
term deposits – with Group banks amounting to €10 billion (€200 million with
subordination clauses) and €258 million with other banks;
reverse repurchase agreements – entered into with Group banks amounting to €4.8
billion and with other institutions amounting to €500 million.
debt instruments – with Group banks amounting to €10.1 billion of which €330.5
million with subordination clauses and with other banks amounting to €1.1 billion.
113*
Notes to the Separate Financial Statements
6.2 Loans to banks subject to specific hedging
The Bank has no specific hedging contracts for loans to banks.
6.3 Finance leases
The Bank has no existing loans for finance leases
114*
Notes to the Separate Financial Statements
Section 7 Loans to customers - Item 70 7.1 Loans to customers: composition by type
3 1.12 .2 0 11
3 1.12 .2 0 10
T yp e o f t ra n s a c t io n / A m o u n t s
P e rf o rm in g
D e t e rio ra t e d
P e rf o rm in g
D e t e rio ra t e d
1. C urre nt a c c o unt
1,202,658
231
684,791
2. R e ve rs e re purc ha s e a gre e m e nts
3,408,520
-
3,187,464
-
760,251
-
3,621,178
-
4. C re dit c a rds , pe rs o na l lo a ns a nd s a la ry ba c ke d lo a ns
-
-
-
-
5. F ina nc e le a s e s
-
-
-
-
6. F a c to ring
-
-
-
-
9,894,745
49
6,773,479
46
3. Lo ng te rm lo a ns
7. Othe r tra ns a c tio ns
8. De bt ins trum e nts
8.1 S truc ture d ins trum e nts
8.2 Othe r de bt ins trum e nts
231
426,209
-
268,932
-
227,026
-
238,789
-
199,183
-
30,143
-
T o t a l ( c a rryin g a m o u n t )
15 ,6 9 2 ,3 8 3
280
14 ,5 3 5 ,8 4 4
277
T o t a l ( f a ir v a lu e )
15 ,6 2 2 ,9 0 5
280
14 ,6 5 2 ,4 6 3
277
UBI Banca’s lending to customers consists mainly of loans to Group member companies.
The most significant amounts are listed below:
-
-
-
current accounts, which accounted for intragroup transactions amounting to 1
billion euro (of which €892 million for margin deposits on securitisation
transactions). The approximately €200 million which remained related to positions
with major financial institutions;
reverse repurchase agreements entered into with UBI Leasing SpA amounted to €2.5
billion and those with the Cassa di Compensazione e Garanzia (central counterparty
clearing) amounted to €916 billion;
other transactions, which mainly regarded funding for Group member companies
amounting to €9.1 billion, security deposits with Cassa di Compensazione e
Garanzia Spa (a central counterparty clearing house) amounting to €458 million and
interest bearing postal bonds amounting to €26 million;
debt instruments, consisting of intragroup transactions amounting to €227 million
(all subject to subordination clauses) and certificates of deposit amounting to €199
million.
115*
Notes to the Separate Financial Statements
7.2 Loans to customers: composition by debtors/issuers
31.12.2011
Type of transaction/Amounts
Perfor ming
1. Debt instrument s
31.12.2010
Deteriorat ed
Performing
Det eriorated
426, 209
-
268,932
-
a) Governments
-
-
-
-
b) Other public author ities
-
-
-
-
426, 209
-
268,932
-
c) Other issuers
- non fina ncial compa nies
-
-
-
-
426, 209
-
268,932
-
- insurance companies
-
-
-
-
- other
-
-
-
-
15,266, 174
280
14,266,912
277
-
- f inanci al companies
2. Financing to:
a) Governments
-
-
-
10
-
-
-
15,266, 164
280
14,266,912
277
b) Other public author ities
c) Other
- non fina ncial compa nies
75, 651
231
59,987
231
15,070, 340
49
14,084,533
46
- insurance companies
98, 127
-
98,759
-
- other
22, 046
-
23,633
-
15,692,383
280
14,535,844
277
- f inanci al companies
Total
7.3 Loans to customers: assets subject to specific hedging
Type of t ransact ion/Amo unts
31.12.2011
31.12.2010
1. Loans subject to fair va lue specif ic hedge:
82,389
110,60 5
b) currency risk
a) interest rate r isk
-
-
c) credit risk
-
-
d) multiple risks
-
-
a) interest rate r isk
-
-
b) currency risk
-
-
c) other
-
-
82,389
110,605
2. Loans subject to cash flow specific hedge:
Tot al
The assets subject to specific fair value hedges on interest rate risk consisted of loans to
Group member companies (UBI Leasing Spa). The valuation of the assets in question and
the relative hedging contracts resulted in the recognition of income of €5 thousand within
item 90 of the income statement, “Net hedging income”.
7.4 Finance leases
No finance leases with customers were recognised.
116*
Notes to the Separate Financial Statements
Section 8 Hedging derivatives - Item 80
8.1 Hedging derivatives: composition by type of hedge and hierarchical level
N OMINAL
AMOUNT
31.12.2011
FA IR VALUE 31.12.2011
L1
L2
A. Financial deriv ativ es
NOMINAL
AMOUN T
31.12.2010
FAIR VALUE 31.12.2010
L3
L1
L2
L3
-
616,454
-
11,871,024
-
164,595
-
5,493,360
1) Fai r value
-
616,454
-
11, 871,024
-
164, 595
-
5,493,360
2) Cash flow
-
-
-
-
-
-
-
-
3) Foreign investments
-
-
-
-
-
-
-
-
B. Credit de riv ativ es
-
-
-
-
-
-
-
-
1) Fai r value
-
-
-
-
-
-
-
-
2) Cash flow
-
-
-
-
-
-
-
-
-
616,454
-
11,871,024
-
164,595
-
5,493,360
Total
8.2 Hedging Derivatives: composition by portfolios hedged and type of hedge
Fai r V alue
Transactions /Type of hedge
Specific
1. A vailable-for-sale financial
as sets
Interest rate ri sk
Currency risk
Macro-hedge
Credit risk
Foreign
in vestments
Cash f low
Price risk
Specific
Macro-hedge
Multiple ris ks
409
-
-
-
-
X
-
X
X
2. Loans
-
-
-
X
-
X
-
X
X
3. Held-t o-mat urit y inv estments
X
-
-
X
-
X
-
X
X
4. Po rtfo lio
5, Ot her transact ions
Total assets
1. Financial liabilities
-
-
-
-
-
-
X
X
X
X
X
X
409
-
-
-
-
616,045
-
-
X
-
2. Po rtfo lio
Total liabilities
616,045
-
-
-
-
X
X
X
-
-
-
-
-
X
-
X
X
-
-
-
X
-
-
-
-
-
-
-
-
1. E xpected transactio ns
X
X
X
X
X
X
-
X
X
2. Po rtfo lio of financial assets
and liabilities
X
X
X
X
X
-
X
-
-
With regard to the details of the composition of the portfolios hedged, the item financial
liabilities, includes a positive amount of €611 million for hedging derivatives on bonds and a
positive amount of €5 million for hedging derivatives on intragroup deposits payable.
Section 9 Fair value change in hedged financial assets - Item 90 The Bank has no contracts for macro-hedging of financial assets.
117*
Notes to the Separate Financial Statements
Section 10 Equity investments - Item 100 10.1 Equity investments in subsidiaries, companies subject to joint control and to
significant influence: information on investments
Name
Registered address
Percentage owned
A. Companies subject to exclusive control
B@nca 24-7 Spa
Bergamo
100.00%
Banca Carime Spa
Cosenza
92.83%
Banca di Valle Camonica Spa
Breno (Bs)
74.24%
Banca Lombarda Preferred Capital Company Llc
Delaware (Usa)
100.00%
Banca Lombarda Preferred Securities Trust
Delaware (Usa)
100.00%
Banca Popolare Commercio e Industria Spa
Milano
75.08%
Banca Popolare di Ancona Spa
Jesi (An)
92.93%
Banca Popolare di Bergamo Spa
Bergamo
100.00%
Banca Regionale Europea Spa
Banco di Brescia San Paolo CAB Spa
Banque de Dépôts et de Gestion Sa
Barberini Sa
BPB Funding Llc
Cuneo
80.11%
Brescia
100.00%
Losanna (Svizzera)
100.00%
Bruxelles (Belgio)
100.00%
Delaware (Usa)
100.00%
Bergamo
100.00%
BPCI Funding Llc
Delaware (Usa)
100.00%
Centrobanca Spa
Milano
94.27%
Coralis Rent Srl
Milano
100.00%
BPB Immobiliare Srl
IW Bank Spa
Lombarda Lease Finance 4 Srl
Silf Società Italiana Leasing e Finanziamenti Spa
Società Bresciana Immobiliare Mobiliare - S.B.I.M. Spa
Società Lombarda Immobiliare Srl - SOLIMM
UBI Banca International Sa
UBI Banca Private Investment Spa
UBI Factor Spa
Milano
65.04%
Brescia
10.00%
Cuneo
100.00%
Brescia
100.00%
Brescia
100.00%
Lussemburgo
90.60%
Brescia
100.00%
Milano
100.00%
Brescia
100.00%
UBI Finance CB 2 Srl
Milano
10.00%
UBI Finance Srl
Milano
60.00%
UBI Finance 2 Srl
Brescia
10.00%
UBI Finance 3 Srl
Brescia
10.00%
Bergamo
100.00%
UBI Fiduciaria Spa
UBI Insurance Broker Srl
UBI Lease Finance 5 Srl
UBI Leasing Spa
UBI Pramerica SGR Spa
Milano
10.00%
Brescia
80.00%
Bergamo
65.00%
UBI Sistemi e Servizi SCpA
Brescia
70.85%
24-7 Finance Srl
Brescia
10.00%
Arca Sgr Spa
Milano
23.12%
Aviva Vita Spa
Milano
50.00%
Aviva Assicurazioni Vita Spa
Milano
50.00%
B. Companies subject to joint control
C. Companies subject to significant influence
By you Spa
Milano
10.00%
Capital Money Spa
Milano
20.67%
Lombarda China Fund Mangement Company
Shanghai (Cina)
49.00%
Lombarda Vita Spa
Brescia
40.00%
Polis Fondi SGRpA
Milano
19.60%
Prisma Srl
Milano
20.00%
Bergamo
35.00%
Milano
50.00%
SF Consulting Srl
UBI Assicurazioni Spa
The percentages of the voting rights held by UBI Banca Scpa are the same as the percentage interests
held in each company.
The percentage ownership reported for Banca Regionale Europea Spa relates to the ordinary shares
held. If the privileged and savings shares are also included, then the percentage interest held is
74.94%.
118*
Notes to the Separate Financial Statements
10.2 Equity investments in subsidiaries, companies subject to joint control and to
significant influence: accounting information
Name
Total assets
Total revenues
Profit (Loss)
Carrying
amount
Equity
A. Companies subject to exclusive control
B@nca 24-7 Spa
10,510,806
13,294,909
615,166
18,341
360,965
189,642
Banca Carime Spa
9,684,175
497,132
45,981
1,594,375
1,476,513
Banca di Valle Camonica Spa
128,955
2,077,174
97,979
728
111,820
Banca Lombarda Preferred Capital Company Llc
156,887
10,585
(31)
(323)
1
Banca Lombarda Preferred Securities Trust
155,639
10,585
(80)
(400)
1
Banca Popolare Commercio e Industria Spa
9,819,351
491,536
50,010
1,209,675
923,609
Banca Popolare di Ancona Spa
8,744,167
460,753
2,276
876,724
1,024,431
25,074,514
1,154,228
171,768
2,289,530
1,688,211
8,033,252
367,223
30,186
1,470,159
1,264,889
15,752,411
773,303
94,952
1,468,944
2,347,315
465,643
24,225
(6,894)
78,095
59,045
12,035
679
560
11,967
11,507
BPB Funding Llc
307,524
23,031
352
(108)
1,000
BPB Immobiliare Srl
238,387
8,405
700
236,248
163,898
Banca Popolare di Bergamo Spa
Banca Regionale Europea Spa
Banco di Brescia San Paolo CAB Spa
Banque de Dépôts et de Gestion Sa
Barberini Sa
BPCI Funding Llc
116,183
9,642
37
(450)
1,000
Centrobanca Spa
10,672,079
370,760
1,225
543,791
341,418
Coralis Rent Srl
IW Bank Spa
Lombarda Lease Finance 4 Srl
Silf Società Italiana Leasing e Finanziamenti Spa
Società Bresciana Immobiliare Mobiliare - S.B.I.M. Spa
Società Lombarda Immobiliare Srl - SOLIMM
UBI Banca International Sa
UBI Banca Private Investment Spa
9,322
13,215
(359)
1,815
400
3,195,580
129,735
2,814
46,030
74,953
191,661
3,761
(226)
(71)
1
9,344
8,265
(377)
2,141
5,835
69,128
6,520
1,373
45,014
60,993
3,119
39
12
2,783
2,587
7,003,293
149,514
10,307
115,323
97,697
621,792
85,897
(1,609)
74,985
62,795
2,898,354
96,117
8,564
129,733
150,286
3,995
2,484
(186)
2,955
3,057
10
-
-
10
1
656,127
568
-
10
6
UBI Finance 2 Srl
330
87
-
78
1
UBI Finance 3 Srl
207
79
-
74
1
24,868
8,859
3,594
12,111
4,123
UBI Factor Spa
UBI Fiduciaria Spa
UBI Finance CB 2 Srl
UBI Finance Srl
UBI Insurance Broker Srl
UBI Lease Finance 5 Srl
5,233,425
174,156
-
10
1
10,382,757
351,325
(30,151)
298,895
125,670
UBI Pramerica SGR Spa
188,732
269,903
37,576
115,417
256,861
UBI Sistemi e Servizi SCpA
216,555
329,190
-
51,352
44,102
1,534,588
23,774
-
10
1
162,675
159,539
(3,748)
104,704
9,422
Aviva Vita Spa
4,132,700
656,600
13,100
204,683
77,772
Aviva Assicurazioni Vita Spa
2,096,641
261,200
(4,500)
96,988
59,000
12,734
40,674
1,976
3,068
902
7,981
11,264
35
3,650
1,415
UBI Leasing Spa
24-7 Finance Srl
B. Companies subject to joint control
C. Companies subject to significant influence
Arca Sgr Spa
By you Spa
Capital Money Spa
Lombarda China Fund Mangement Company
379,165
14,544
8,755
(1,471)
12,524
4,772
Lombarda Vita Spa
5,293,856
1,086,305
11,268
230,810
174,850
Polis Fondi SGRpA
12,883
6,102
817
8,892
2,115
Prisma Srl
1,264
1,025
41
198
23
SF Consulting Srl
7,916
8,554
151
707
63
644,733
196,974
6,490
63,331
48,831
UBI Assicurazioni Spa
Total
10,889,971
There is no column for fair value in the table because the companies subject to significant influence
consist entirely of companies that are not listed on active markets.
119*
Notes to the Separate Financial Statements
10.3 Annual changes in equity investments
31.12.2011
A. Opening b alances
31.12.2010
13,336,899
12,183,514
B. Inc reases
187,095
1,290,602
B.1 Purchases
108 ,505
1, 192, 834
-
-
B.2 Reversals of impairment losses
B.3 Reva luations
B.4 Other changes
C. Decreases
C.1 Sales
C.2 Impai rment losses
-
-
78 ,590
97, 768
(2,634,023)
(137,217)
(5,03 8)
( 118, 388)
(2,509,60 9)
(18, 435)
C.3 Other changes
(119,37 6)
(394)
D. Final balances
10,889,971
13,336,899
E. Tota l r evaluations
F. Total impair ment losses
-
-
(2,617,236)
(107,627)
The main purchases made include the following transactions:
- Banco di San Giorgio Spa: €12.7 million;
- Centrobanca Spa: €11 million
- IW Bank Spa: €14.7 million
- UBI Leasing Spa: €48 million
- Polis Fondi SGRpa: €1.6 million
- Aviva Vita Spa: €20 million
Sales included:
- By you Spa: €5 million
- UBI Sistemi e Servizi Scpa: €38 thousand
As already reported in the notes to the consolidated financial statements, the carrying
amounts for equity investments are subject to systematic testing for impairment losses. In
2011, they were tested for impairment both as at 30th June 2011, for the approval of the
2011-2015 Business Plan, and as at 31st December 2011.
The Management Board considered it prudent not to use the figures for the 2011-2015
Business Plan, approved in May 2011 and used for the impairment test performed as at 30th
June 2011, because the assumptions underlying that plan had been formulated in an
environment prior to the rapid deterioration of financial and conditions that occurred in the
second half of 2011, which led to the following: a general rise in spreads, the closure of
some conventional financial markets and a compression of interest rates together with
competitive pressures on normal funding. This was then added to with intervention by the
EBA, which issued a recommendation on 8th December 2011 concerning the capital of
banks, designed to strengthen their capital position through the constitution of an
exceptional and temporary capital buffer. That capital buffer, which must lead to a core tier
one ratio of 9% for banks by the end of June 2012, is having repercussions on the growth of
lending by banks.
While the basic strategy behind the 2011 – 2015 Business Plan remains firmly in place, in
the current context it no longer seemed to be a logical predictor of expected average cash
flows. Therefore the 2012 budget approved by the competent bodies in February 2012 was
used for measurement purposes, together with 2013 – 2016 projections based on the best
estimates made by management and on the current market context. Details of the factors
underlying the projections and the assumptions made are given in asset sub-section 13.3,
“Impairment tests on goodwill”, in the notes to the consolidated financial statements, which
may be consulted. The results of the impairment test led to the impairment losses on equity
investments held in portfolio as detailed below:
120*
Notes to the Separate Financial Statements
Investment
Banco di Brescia Spa
Banca Regionale Europea Spa
Banca Carime Spa
Banca di Valle Camonica Spa
Banco di san Giorgio Spa
Centrobanca Spa
IW Bank Spa
UBI Leasing Spa
UBI Factor Spa
Ubi Banca International Sa
Ubi Fiduciaria Spa
Società Lombarda Immobiliare Srl - SOLIMM
B@nca 24-7 Spa
UBI Banca Private Investment Spa
UBI Pramerica Spa
TOTAL
Gross impairment loss
-1,003,516,000
-322,627,000
-37,751,000
-98,319,000
-22,699,000
-228,723,000
-92,326,000
-298,851,000
-9,277,000
-19,969,000
-5,456,000
-428,000
-279,041,000
-21,187,000
-69,439,000
-2,509,609,000
tax
13,798,345
1,351,886
312,111
2,906,984
127,559
274,574
75,020
117,700
675,290
954,786
20,594,255
Net impairment loss
-989,717,655
-322,627,000
-37,751,000
-96,967,114
-22,386,889
-228,723,000
-92,326,000
-295,944,016
-9,149,441
-19,694,426
-5,380,980
-310,300
-278,365,710
-21,187,000
-68,484,214
-2,489,014,745
As a consequence of the decision taken by the Management Board of UBI Banca to sell its
investment in Banco di San Giorgio Spa to Banca Regionale Europea Spa, which will merge
that bank into itself in 2012, the remaining €113 million of the equity investment in Banco
di San Giorgio Spa was reclassified within item 140 in the balance sheet – Non-current
assets and disposal groups held for sale.
10.4 Commitments relating to equity investments in subsidiaries
Commitments relating to the possible exercise of options
Banca Popolare Commercio e Industria/Banca Carime/Banca Popolare di Ancona –
banc assurance agreement with the Aviva Group: this agreement between UBI Banca and
Aviva involves three call options granted to UBI on equity investments in banks (Banca
Popolare Commercio e Industria, Banca Carime and Banca Popolare di Ancona) for which
the trigger events are connected with the performance of the joint-venture or the
termination of the distribution agreement or the exclusive distribution condition. If UBI fails
to exercise the call options, Aviva will have the right from 30th September 2016 (from 1st
January 2020 in the case of the investment in Banca Popolare di Ancona), to exercise a put
option on the same investments at a price equal to the fair value at the time of exercise.
10.5 Commitments relating to equity investments in companies subject to joint
control
Commitments connected with the possible payment of further tranches of the price
No commitments connected with the possible payment of further tranches of the price exist.
10.6 Commitments relating to equity investments in companies subject to significant
influence
Commitments relating to the possible exercise of options
Lombarda Vita Spa: as part of the renewal of life banc assurance agreements with the
Cattolica Assicurazioni Group concluded on 30th September 2010, the options on the
respective investments in the Lombarda Vita joint venture were reformulated with purchase
options only, exercisable on the basis of the occurrence of predetermined conditions.
Lombarda China Fund Management Company: the partnership agreement signed between
UBI Banca and Goudu Securities Banca Ltd. in the asset management sector, focused on
121*
Notes to the Separate Financial Statements
the Chinese market, involves a series of intersecting put/call options which can be exercised
if determined trigger events occur concerning the respective investments held in Lombarda
China Fund Management.
Recapitalisation commitments
Aviva Vita Spa: on 13th February 2012, a shareholders’ meeting of Aviva Vita passed a
resolution to increase the share capital by a total of €15 million (€7.5 million attributable to
UBI Banca), in order to provide a more adequate solvency margin, which could be eroded by
possible fluctuations in the prices of government securities held in portfolio. It granted the
Board of Directors a mandate to request the payment if the solvency margin should fall
below the stability threshold of 120%.
Section 11 Property, equipment and investment property - Item 110 11.1 Property, equipment and investment property: composition of assets valued at
cost
Assets/amounts
31.12.2011
31.12.2010
A. Asset s used in operat ions
1.1 owned
85,167
91,032
a) land
30, 011
30,011
b) buildings
39, 820
41,452
c) f urnishings
4, 964
6,553
d) electr onic eq uipment
1, 282
1,818
e) other
9, 090
11,198
1.2 ac quired through financia l leasing
-
-
a) land
-
-
b) buildings
-
-
c) f urnishings
-
-
d) electr onic eq uipment
-
-
e) other
-
-
85,167
91,032
2.1 owned
490,934
500,780
a) land
241, 709
238,424
b) buildings
249, 225
262,356
2.2 ac quired through finance leases
30,555
33,095
a) land
15, 735
16,691
b) buildings
14, 820
16,404
Tot al B
521,489
533,875
Tot al (A+B)
606,656
624,907
Tot al A
B. Asset s held for inv estment
11.2 Property, equipment and investment property: composition of assets at fair
value or revalued
The Bank has not exercised the option to designate property, equipment and investment
property at fair value.
122*
Notes to the Separate Financial Statements
11.3 Property, equipment and investment property for functional use: annual changes
Land
Buildings
Electr onic
equipment
Fur nishings
Ot her
Tota l
A. Gr oss opening balances
31,129
80,749
64,526
203,693
145,562
525,659
A.1 Total net reductions in value
(1,118)
(39,297)
( 57,973)
(201, 875)
(134,364)
( 434,627)
A.2 Net opening balances
30,011
41,452
6,553
1,818
11,198
91,032
B. Inc reases
-
9
41
602
1,980
2,632
B.1 Purchases
-
1
41
601
1,980
2,623
B.2 Capitalised improvement expenses
-
-
-
-
-
-
B.3 Reversal of impa irment losses
-
-
-
-
-
-
B.4 Positive changes in fair value recognised in:
-
-
-
-
-
-
a) equity
-
-
-
-
-
-
b) income statement
-
-
-
-
-
-
B.5 Positive exchange rate diff erences
-
-
-
-
-
-
B.6 Tr ansfers from properties held for i nvestment
-
-
-
-
-
-
B.7 Other changes
-
8
-
1
-
9
C. Decreases
-
(1,641)
(1,630)
(1,138)
(4,088)
(8,497)
C.1 Sales
-
(10)
-
(3)
(11)
(24)
C.2 Depreciation
-
(1,630)
(1,630)
(1, 126)
(4,077)
(8,463)
C.3 Impai rment losses recognised in:
-
-
-
-
-
-
-
-
b) income statement
-
-
-
-
-
-
-
-
-
-
-
-
a) equity
-
-
-
-
-
-
b) income statement
-
-
-
-
-
-
C.5 Negative excha nge rate differences
-
-
-
-
-
-
C.6 Tr ansfers to:
-
-
-
-
-
-
-
-
-
-
-
C.4 Negative changes in fair value recognised in:
-
-
-
a) equity
a) tangible assets held for investment
b) assets hel d for sale
-
-
-
-
-
-
(1)
-
(9)
-
(10)
30,011
39,820
4,964
1,282
9,090
85,167
D.1 Total net reductions in value
(1,340)
(41,116)
( 59,603)
(188, 126)
(137,423)
( 427,608)
D.2 Final gross balances
31,351
80,936
64,567
189,408
146,513
512,775
-
-
-
-
-
-
C.7 Other changes
D. Final net b alances
E. Va lue at cost
123*
Notes to the Separate Financial Statements
11.4 Property, equipment and investment property held for investment: annual
changes
31.12.2011
Land
A. Opening b alances
A.1 Total net reductions in value
A.3 Net opening balances
B. Inc reases
Buildings
262,508
526,865
(7,393)
( 248, 105)
255,115
278,760
4,084
3,251
B.1 Purchases
5
-
B.2 Capitalised improvement expenses
-
1, 200
B.3 Positive changes in fair value
-
-
B.4 Reversals of impairment losses
-
-
B.5 Positive exchange rate diff erences
-
-
B.6 Tr ansfers from properties used in operations
B.7 Other changes
C. Decreases
C.1 Sales
C.2 Depreciation
-
-
4,079
2, 051
(1,755)
(17,966)
(600)
(313)
-
(16, 412)
C.3 Negative changes in fair value
-
-
C.4 Impai rment losses
-
-
C.5 Negative excha nge rate differences
-
-
C.6 Tr ansfers to other asset portfolios:
-
-
a) properties for use in oper ations
-
-
-
-
C.7 Other changes
b) non cur rent assets held for disposal
(1,155)
(1, 241)
D. Final balances
257,444
264,045
D.1 Total net reductions in value
(14,345)
( 275, 247)
D.2 Final gross balances
271,789
539,292
E. Fair value
261,918
406, 534
External appraisers were appointed for impairment testing purposes to appraise the entire
real estate portfolio; it found the value consistent with the carrying amounts. In this context
the fair value of properties was determined on the basis of generally accepted valuation
principles, by applying the following valuation criteria:
- the direct comparative or market method, based on a comparison between the asset in
question and other similar assets subject to sale or currently on sale on the same market
or competing markets;
- the income method, based on the present value of potential market incomes for a
property, obtained by capitalising the income at a market rate.
124*
Notes to the Separate Financial Statements
Depreciation was calculated on the basis of the estimated useful life of the assets from the
date on which use of the assets began.
The estimated useful life for the main asset classes is given in months in the table below.
Description
Depreciation
Useful life
Land relating to properties
No
Not depreciated
Properties - Leased properties
Yes
On basis of appraisal
Light constructions and scaffolding
Yes
160 months
Furnishings sundry fixtures
Ordinary office furnishings and equipment
Yes
Yes
120 months
100 months
ATM installations
Yes
96 months
Safes and strong rooms
Yes
80 months
Machinery and sundry equipment
Yes
80 months
Fire fighting equipment
Yes
40 months
Sundry machinery, furnishings and fixtures
Bullet proof counters or with bullet proof glass
Yes
Yes
80 months
60 months
Personal Computers
Yes
60 months
Canteen equipment
Yes
48 months
Special internal communication equipment
Yes
48 months
Alarm systems
Yes
40 months
Electrical and electroni office machinery
Motor vehicles
Yes
Yes
30 months
30 months
Automobiles
Yes
24 months
Leased automobiles
Yes
Based on duration of contract
125*
Notes to the Separate Financial Statements
11.5 Commitments for the purchase of property, equipment and investment property
(IAS 16/74.c)
Asset s / Amounts
31.12.2011
31.12.2010
A. Asset s used in operat ions
1. 1 Owned:
1,131
- land
- buildings
1, 203
-
-
1,131
115
- f urnishings
-
-
- electronic equipment
-
12
- other
-
1, 076
-
-
- land
-
-
- buildings
-
-
- f urnishings
-
-
- electronic equipment
-
-
- other
-
-
1,131
1,203
2. 1 Owned:
-
-
- land
-
-
- buildings
-
-
-
-
- land
-
-
- buildings
-
-
1. 2 In f inance leases:
Tot al A
B. Asset s held for inv estment
2. 2 In f inance leases:
Tot al B
Tot al A+B
126*
-
-
1,131
1,203
Notes to the Separate Financial Statements
Section 12 Intangible assets - Item 120 12.1 Intangible assets: composition by type of asset
A s s e ts / a m o unts
3 1.12 .2 0 11
F in it e u s e f u l lif e
A.1 Go o dwill
3 1.12 .2 0 10
In d e f in it e u s e f u l lif e
F in it e u s e f u l lif e
In d e f in it e u s e f u l lif e
X
-
A.2 Othe r inta ngible a s s e ts
411
37
21,510
37
A.2.1 As s e ts m e a s ure d a t c o s t:
411
37
21,510
37
-
-
-
-
411
37
21,510
37
-
a ) Inte rna lly ge ne ra te d inta ngible a s s e ts
b) Othe r a s s e ts
A.2.2 As s e ts a t fa ir va lue
X
521,245
-
-
-
a ) Inte rna lly ge ne ra te d inta ngible a s s e ts
-
-
-
-
b) Othe r a s s e ts
-
-
-
-
To ta l
4 11
37
127*
2 1,5 10
5 2 1,2 8 2
Notes to the Separate Financial Statements
12.2 Intangible assets: annual changes
O t h e r in t a n g ib le a s s e t s : in t e rn a lly
g e n e ra t e d
G o o d will
F in it e u s e f u l lif e
A . O p e n in g b a la n c e s
A.1 To ta l ne t re duc tio ns in va lue
A .2 N e t o p e n in g b a la n c e s
B . In c re a s e s
5 6 9 ,6 9 4
In d e f in it e u s e f u l
lif e
F in it e u s e f u l lif e
-
9 0 ,7 5 5
-
(48,449)
O t h e r in t a n g ib le a s s e t s : o t h e r
-
-
3 1.12 .2 0 11
In d e f in it e u s e f u l
lif e
6 6 0 ,4 8 6
37
(69,245)
-
5 2 1,2 4 5
-
-
2 1,5 10
37
-
-
-
1
-
( 117 ,6 9 4 )
5 4 2 ,7 9 2
1
B .1 P urc ha s e s
-
-
-
-
-
-
B .2 Inc re a s e s in inta ngible inte rna l a s s e ts
X
-
-
-
-
-
B .3 R e ve rs a l o f im pa irm e nt lo s s e s
X
-
-
-
-
-
-
-
-
-
-
B .4 P o s itive c ha nge s in fa ir va lue
- in e quity
X
-
-
-
-
-
- in the inc o m e s ta te m e nt
X
-
-
-
-
-
B .5 P o s itive e xc ha nge ra te diffe re nc e s
-
-
-
-
-
-
B .6 Othe r c ha nge s
-
-
-
1
-
C . D e c re a s e s
( 5 2 1,2 4 5 )
C .1 S a le s
C .2 Im pa irm e nt lo s s e s
- Am o rtis a tio n
- Im pa irm e nt lo s s e s
+ e quity
-
-
( 2 1,10 0 )
-
1
( 5 4 2 ,3 4 5 )
-
-
-
-
-
-
(521,245)
-
-
(21,100)
-
( 5 4 2 ,3 4 5 )
X
-
-
(1,583)
-
( 1,5 8 3 )
(521,245)
-
-
(19,517)
-
( 5 4 0 ,7 6 2 )
X
-
-
-
-
-
(521,245)
-
-
(19,517)
-
( 5 4 0 ,7 6 2 )
-
-
-
-
-
- in e quity
X
-
-
-
-
-
- in the inc o m e s ta te m e nt
X
-
-
-
-
-
C .4 Tra ns fe rs to no n c urre nt a s s e ts he ld fo r s a le .
-
-
-
-
-
-
C .5 Ne ga tive e xc ha nge ra te diffe re nc e s
-
-
-
-
-
-
C .6 Othe r c ha nge s
-
-
-
-
-
+ inc o m e s ta te m e nt
C .3 Ne ga tive c ha nge s in fa ir va lue
D . F in a l n e t b a la n c e s
D.1 To ta l ne t im pa irm e nt lo s s e s
E . F in a l g ro s s b a la n c e s
F . Va lue a t c o s t
-
-
(569,694)
5 6 9 ,6 9 4
-
-
-
-
4 11
-
128*
(90,345)
9 0 ,7 5 6
-
37
411
448
37
37
( 6 6 0 ,0 3 9 )
6 6 0 ,4 8 7
448
Notes to the Separate Financial Statements
12.3 Other information
Details of the underlying reasons for the recognition of impairment losses on goodwill are
given in the notes on the impairment of equity investments at the foot of table 10.3 “Annual changes in equity investments” and in the notes to the Consolidated Financial
Statements under asset sub-section 13.3 – “Impairment tests on goodwill”. As a
consequence, in the light of the considerations made when equity investments were tested,
the goodwill recognised as at 31st December 2010 was fully impaired as follows.
Company
Impairment
Centrobanca Spa
18,535
Banca 24/7
55,032
UBI Pramerica SGR Spa
6,851
UBI Assicurazioni Spa
30,001
Banca Popolare di Bergamo Spa
191,104
Banca Popolare Commercio Industria Spa
128,635
Banca Popolare di Ancona Spa
91,087
Total
521,245
The useful life used for calculating the amortisation of the other finite useful life intangible
assets is reported below for each type of asset.
3 1.12 .2 0 11
Us e f ul lif e
N e t v a lue
List o f intangible assets
- So ftware
36 mo nths
397
- Lo ng term co sts
80 mo nths
14
There were no contractual commitments to purchase intangible assets.
129*
Notes to the Separate Financial Statements
Section 13 Tax assets and tax liabilities – Asset item 130 and Liability
item 80
13.1 Deferred tax assets: composition
31.12.2011
Goodwill from merger realigned
Impairment losses on AFS securities
Property, equipment and investment property ‐ greater IFRS depreciation 1,026,901
449,397
7,913
Impairment losses on loans to banks and customers and unsecured guarantees not deducted
Provisions for personnel expense
Provisions for risks and charges not deducted
Goodwill on depository bank operations from group member companies
Share capital increases deductible over five years
Mathematical reserve for Separately Managed Pension Fund former 21.03.89 account
Purchase price allocation ‐ Bonds
Loan impairment losses to be deducted on a straight line basis
Non‐recurring expenses not deducted
Post‐employment benefits valuation
9,979
3,110
2,132
1,708
5,007
549
10
411
330
50
1,507,497
Total
13.2 Deferred tax liabilities: composition
31.12.2011
Purchase price allocation ‐ equity investments
Revaluation of AFS securities
Provisions for non‐performing loans ‐ non accounting impairment losses deducted Property, equipment and investment property ‐ non accounting excess depreciation deducted Purchase price allocation ‐ merger expenses
Intangibles assets ‐ leased properties recognised at fair value
Purchase price allocation ‐ Bonds
Post‐employment benefits fund valuation
39,079
2,328
19,844
Financial assets held for trading ‐ Revaluation of equity investments under PEX regime
42
73,318
Total
130*
5,122
5,274
1,370
186
73
Notes to the Separate Financial Statements
13.3 Changes in deferred tax assets (balancing entry in income statement)
31.12.2011
31.12.2010
1. Ope ning balance
190,279
205,886
2. Increases
913,576
17,871
2. 1 Def erred tax a ssets arising during the year
908, 396
6,382
33
-
b) due to changes in accounting poli cies
-
-
c) reversals of impairment losses
-
-
908, 363
6,382
a) relating to previous year s
d) other
2.2 New taxes or incr eases in tax rates
2.3 Other incr eases
2.4 Business combinations
3. Decreases
3.1 Deferred tax assets derecognised during the yea r
-
-
5, 180
11,489
-
-
(52,383)
( 33,478)
(47, 552)
(21,989)
a) reversals of temporary differences
(21, 895)
(21,989)
b) impairment losses on non-recover able items
(25, 657)
-
c) due to changes in accounting policies
-
-
d) other
-
-
3.2 Reductions in tax r ates
3.3 Other decrea ses
4. Final ba lance
-
-
(4, 831)
(11,489)
1,051,472
190,279
Deferred tax assets are recorded in the accounts on the basis of the probability of there
being sufficient future taxable income and also taking into account the consolidated tax
regime adopted in accordance with articles 117 et seq of Presidential Decree No. 917/86.
Deferred tax assets were not recognised for impairment losses on equity investments
which satisfied the requirements for “participation exemption”.
For reasons that are given later in the notes, the deferred tax assets were recognised for
IRES (corporate income tax) purposes only at a rate of 27.5% and not for IRAP (local
production tax) purposes.
The opening balance is the amount for deferred tax assets arising up until 2010 with
the balancing entry in the income statement.
The appreciable increase in deferred tax assets from €190,279 thousand in 2010 to
€1,051,471 thousand in 2011 is due primarily to advantage having been taken of an option
to realign tax accounts with statutory accounts relating to goodwill and other intangible
assets recognised independently in the consolidated financial statements, in accordance
with paragraphs 12 to 15 of article 23 of Decree Law No. 98 of 6th July 2011.
More specifically, in return for the payment of a substitute tax of 16% (€525.6 million
paid in November 2011) the deductibility of the tax amortisation on the amount subject to
this tax relief (€3.285.3 million) was obtained at constant rates over ten years from 2013.
Consequently, in 2011 deferred tax assets of €903,447 thousand were recognised,
corresponding to the future benefit arising from the deduction of amortisation on the
intangible assets subject to tax relief.
However, no tax asses were recognised with respect to IRAP because as a result of the
tax amortisation of goodwill and other intangible assets realigned during the year, UBI
Banca will not have sufficient taxable income for IRAP purposes to allow recovery, especially
when it is considered that IRAP is not included in the tax consolidation.
The remaining portion of deferred IRES tax asses recognised during the year,
amounting to €4,949 thousand, consisted of €33 thousand for adjustments to prior year
131*
Notes to the Separate Financial Statements
deferred tax assets, €1,944 thousand for provisions for risks and charges and or non
deductible personnel provisions, €1,911 thousand for impairment losses on unsecured
guarantees, €981 thousand for non deductible depreciation and amortisation and €81
thousand for long-term costs recognised in the current year but deductible over five years.
Other increases amounting to €5,179 thousand consisted of deferred IRES tax assets
on a liability for a health policy which arose against an entry recognised in equity in past
years and which were recognised in the income statement in 2011, as a result of the new
trade union agreement signed in September 2011, which removes the obligation to
contribute to the cost of the policy for retired personnel.
Deferred tax assets derecognised during the year amounted to €47,552 thousand and
consisted of: €15,649 thousand from the tax amortisation of goodwill released from taxation
pursuant to Art. 15, of Decree Law No. 185/2008; €5,369 thousand of deferred IRES
relating to health policy payables derecognised as a result of the trade union agreement of
18.9.2011 already mentioned; €271 thousand from the use of provisions taxed in prior
years; €208 thousand from the depreciation of property, equipment and investment property
which became deductible during the year; €155 thousand from the valuation of bonds to
which the purchase price for the 2007 merger was allocated; €102 thousand from recoveries
following pension fund disbursements; €49 thousand from entertainment expenses; €46
thousand from fair value changes in hedging derivatives and the relative assets hedged and
€46 thousand from the straight-line recovery of impairment losses on loans.
The remaining part, amounting to €25,657 thousand, derecognised during the year
because not recoverable, consisted of deferred tax assets already recognisded for IRAP
purposes in the balance sheet as at 31st December 2010, for which the reasons for the
initial recognition were no longer valid due to expectations of tax losses for IRAP purposes in
subsequent years.
Other decreases, amounting to €4,830 thousand, consisted of the adjustment of
deferred tax assets recognised on the depreciation of property, equipment and investment
property in prior years.
13.4 Changes in deferred tax liabilities (balancing entry in income statement)
31.12.2011
1. Ope ning balance
31.12.2010
95,606
94,352
2. Increases
1,997
1,732
2. 1 Def erred tax l iabilities arising during the year
1, 060
1,732
a) rela ting to previous years
4
-
b) due to changes in a ccounting principles
-
-
1, 056
1,732
c) other
2. 2 New taxes or increases in tax rates
-
-
937
-
3. Decreases
(26,563)
(478)
3. 1 Def erred tax l iabilities derecognised dur ing the year
(21, 859)
(478)
(21, 859)
(478)
2. 3 Other increases
a) reversa ls of temporary di fferences
b) due to changes in a ccounting principles
-
-
c) other
-
-
-
-
3. 2 Reductions in tax rates
3. 3 Other decr eases
(4, 704)
-
4. Final ba lance
71,040
95,606
Deferred tax liabilities are recognised on the basis of temporary differences between the
financial accounting value of an asset or liability and its value for tax purposes.
As concerns revaluations of equity investments which satisfied the requirements for
132*
Notes to the Separate Financial Statements
equity exemption, deferred taxes were recognised on the 5% taxable portion.
No deferred tax liabilities were recorded on untaxed reserves, because no events
occurred to remove the tax exemption regime.
For reasons that are given in the commentary to Table 13.3, deferred tax liabilities were
recognised for IRES purposes only at a rate of 27.5% and not for IRAP purposes.
The opening balance is the amount for deferred tax liabilities arising up until 2010 with
the balancing entry in the income statement.
Deferred tax liabilities recognised during the year amounted to €1,060 thousand. They
included €4 thousand for an adjustment to depreciation and amortisation on property,
equipment and investment property and tangible assets relating to prior years and €1,056
thousand due to recognition of merger expenses as part of the purchase price allocation in
2007.
Other increases, amounting to approximately €936 thousand, relate to deferred IRES
tax liabilities, regarding the debt for the health policy which arose against an entry
recognised in equity in past years and which was charged to the income statement during
the current year, as a result of the new trade union agreement already mentioned, signed on
18th September 2011.
Deferred tax liabilities derecognised during the year amounted to €21,859 thousand
and consisted of: €20,595 thousand from impairment losses on equity investments to which
the purchase price of the 2007 merger was allocated; €936 thousand from deferred tax
liabilities relating to health policy liabilities; €138 thousand from the valuation of bonds and
from depreciation charges on property, equipment and investment property to which the
2007 merger purchase price was allocated; €170 thousand from differences between
statutory and tax accounting depreciation on property, equipment and investment property
depreciations; and €20 thousand from impairment losses on shares held as non current
assets, reclassified within the trading portfolio which had been revalued.
Other decreases, amounting to €4,704 thousand, consisted of €1,933 thousand of
deferred tax liabilities for IRAP purposes already recognised in the balance sheet as at 31st
December 2010 for which the reasons for the original recognition are no longer valid and
€2,770 thousand for adjustments to deferred tax liabilities recognised on depreciation of
property, equipment and investment property in prior years.
133*
Notes to the Separate Financial Statements
13.5 Changes in deferred tax assets (balancing entry in equity)
31.12.2011
31.12.2010
1. Ope ning balance
154,533
20,002
2. Increases
334,566
135,608
2. 1 Def erred tax a ssets arising during the year
334, 566
135,6 08
-
-
a) rela ting to previous years
b) due to changes in a ccounting principles
c) other
2. 2 New taxes or increases in tax rates
2. 3 Other increases
3. Decreases
3. 1 Def erred tax a ssets derecognised during the year
a) reversa ls of temporary di fferences
-
-
334, 566
135,6 08
-
-
-
-
(33,074)
(1,077)
(5, 293)
(1,077)
(5, 293)
(1,077)
b) impairment losses on non-recoverable items
-
-
c) due to changes in accounting principles
-
-
d) other
-
-
-
-
3. 2 Reductions in tax rates
3. 3 Other decr eases
(27, 781)
-
4. Final ba lance
456,025
154,533
The opening balance is the amount for deferred tax assets arising up until 2010 with
the balancing entry in equity. Deferred tax assets of €334,566 thousand recognised during
the year consisting of €328,408 thousand for changes in the value of securities and equity
investments classified as available-for-sale and €6,158 thousand for expenses incurred for
the share capital increase recognised as a reduction in equity and deductible over five years.
Taxes derecognised, amounting to €5,293 thousand, consisted of €3,930 thousand for
the change in the value of available-for-sale securities, €1,232 thousand for expenses
incurred for the share capital increase deductible in 2011 and €131 thousand for the
amortisation charge on goodwill.
Other decreases amounting to €27,781 thousand consisted of €22,602 thousand, for
the derecognition of deferred IRAP tax assets existing as at 31st December 2010, but no
longer recoverable and of €5,179 thousand of deferred IRES tax assets, relating to the
health policy liability that arose with the balancing entry in equity in prior years and which
was charged to the income statement in 2011.
134*
Notes to the Separate Financial Statements
13.6 Changes in deferred tax liabilities (with balancing entry in equity)
31.12.2011
1. Ope ning balance
31.12.2010
8,410
28,911
2. Increases
271
2,266
2. 1 Def erred tax l iabilities arising during the year
271
2, 266
a) rela ting to previous years
-
-
b) due to changes in a ccounting policies
-
-
271
2, 266
c) other
2. 2 New taxes or increases in tax rates
-
-
2. 3 Other increases
-
-
3. Decreases
(6,403)
(22,767)
3. 1 Def erred tax l iabilities derecognised dur ing the year
(2,19 9)
(22, 767)
(2,19 9)
(22, 767)
a) reversa ls of temporary di fferences
b) due to changes in a ccounting policies
-
-
c) other
-
-
-
-
3. 2 Reduction in tax rates
3. 3 Other decr eases
4. Final ba lance
(4,20 4)
-
2,278
8,410
The opening balance is the amount for deferred tax liabilities arising up until 2010 with
the balancing entry in equity.
Deferred tax liabilities of €271 thousand recognised during the year, arose from fair
value changes in securities classified as available-for-sale.
Deferred tax liabilities derecognised during the year amounted to €2,199 thousand and
related to changes in the value of available-for-sale equity investments.
Other decreases, amounting to €4,204 thousand, consisted of €936 thousand for
deferred tax liabilities on a health policy that arose with the balancing entry in equity in
prior years and which was charged to the income statement in 2011 and of €3,268
thousand for deferred tax liabilities for IRAP purposes recognised in the balance sheet as at
31st December 2010 for which the reasons for the original recognition are no longer valid.
13.7 Other information
Current tax assets
The table below reports amounts for current tax assets.
31.12.2011
Taxes paid on account
Withheld at source
Tax credits for IRAP purposes
Other tax credits
Balance as at 31.12.2011
211,531
7,916
17,368
31,874
268,689
135*
Notes to the Separate Financial Statements
Current tax liabilities
The table below reports amounts for current tax liabilities.
31.12.2011
Balance as at 31.12.2010
Tax provision
Uses for payment of tax
Other changes
Balance as at 31.12.2011
277,626
733,096
(799,058)
(42)
211,622
136*
Notes to the Separate Financial Statements
Section 14 Non current assets and liabilities and groups of assets and
the associated liabilities held for disposal – Asset item 140
and Liability item 90
14.1 Non current assets and disposal groups held for sale: composition by type of
asset
31.12.2011
31.12.2010
A. Single assets
A.1 Financial assets
A.2 Equity investments
A.3 Property, equip ment and investment p roper ty
-
-
112, 955
-
2, 347
6,023
A.4 Intangible assets
-
-
A.5 Other non current assets
-
-
115,302
6,023
B.1 Financial assets held for trading
-
-
B.2 Financial assets at fa ir value
-
-
B.3 Ava ilable-f or-sale financial assets
-
-
B.4 Held-to-maturity investments
-
-
B.5 Loans to banks
-
-
B.6 Loans to customers
-
-
B.7 Equity investments
-
-
B.8 Pr operty, equipment and investment property
-
-
B.9 Intangible assets
-
-
Total A
B. Gr oups of assets (discontinued ope rating units)
B.10 Other assets
-
-
-
-
C.1 Borrowings
-
-
C.2 Securities
-
-
C.3 Other liabilities
-
-
-
-
D.1 Due to banks
-
-
D.2 Due to customers
-
-
D.3 Securities issued
-
-
D.4 Fina ncial liabilities held for trading
-
-
D.5 Fina ncial liabilities at fair val ue
-
-
D.6 Provisions
-
-
-
-
Total B
C. Liabilities associated with single asset s held for sale
Total C
D. Liab ilities assoc iated wit h activities under disposal
D.7 Other liab ilities
Total D
The amount for equity investments relates to the investment held by UBI Banca in Banco di
San Giorgio Spa which, as part of the reorganisation of subsidiaries is about to be sold to
Banca Regionale Europea Spa for the subsequent merger into that bank.
Property, equipment and investment property consist of assets held for sale following
agreements entered into which will be defined during the course of 2012.
137*
Notes to the Separate Financial Statements
14.2 Other information
There is no other significant information to report.
14.3 Information on equity investments in companies subject to significant influence
not accounted for using the equity method
There are no equity investments in companies subject to significant influence classified
within non-current assets and groups of assets held for disposal.
Section 15 Other assets - Item 150 15.1 Other assets: composition
Descript ion/Amounts
31.12.2011
Balance of illiquid portf olio items
31.12.2010
-
3, 911
317,394
287, 956
Items in transit
34,725
8, 920
Debtor items in transit not yet posted to destination accounts
11,283
2, 862
Bills, securities, coupons and f ees to be debited to customers and correspondents
21,523
38, 859
Other assets - tax consoli dation
Cheques drawn on the bank
3,676
23
Tax credits on withholding tax
1,822
1, 200
Stocks
3,606
3, 613
Improvements to leased assets
Accrued income
Prepai d expenses
Sundry debtor items
Tot al
138*
-
92
826
827
632
730
45,897
4, 109
441,384
353,102
Notes to the Separate Financial Statements
LIABILITIES
Section 1 Due to banks - Item 10 1.1 Amounts due to banks: composition by type
Type of tr ansaction/Amounts
31.12.2011
1. Due to central banks
2. Due to banks
6,001,500
2,219,152
18,226,630
20,370,285
2.1 1. C urrent accounts and deposits
2.2 Ter m deposits
31.12.2010
4, 444, 252
2,499,182
11, 174, 524
15,015,355
2.3 Financing
2.3.1 Repurchase agreements
2.3.2 Other
2, 599, 990
2,845,517
2, 012, 127
2,173,129
587, 863
672,388
2.4 Amounts due f or commitments to repurchase own equity instruments
-
-
Tot al
7, 864
24,228,130
10,231
22,589,437
Fair Value
24,228,130
22,589,437
2.5 Other payables
Item 1, “Due to central banks”, includes an amount of €6 billion relating to financing
received from the ECB.
Item 2 “Due to banks – Current accounts and deposits” includes intragroup amounts of
€3.75 billion and financing from other banks of €693 million.
Term deposits include financing from Group banks of €10.5 billion, deposits made by the
EIB of €570 million and financing from other banks of €82 million.
Repurchase agreements include 1 billion euro with Group counterparties and a further 1
billion euro relating to positions with other banks.
The item “Financing – other” relates to outstanding transactions with the EIB.
1.2 Details of the item 10 “Due to banks”: subordinated liabilities
Description/Amount
31.12.2011
31.12.2010
A. Due t o b anks
A1 Subordinated
366,4 86
370,57 1
Subordinated liabilities due to banks related to term deposits of Banca Carime Spa.
1.3 Details of the item 10 “Due to banks”: structured debts
The Bank has issued no structured debt to other banks.
139*
Notes to the Separate Financial Statements
1.4 Due to banks: liabilities subject to specific hedging
31.12.2011
1. Liab ilities subject to f air value specific hedge:
31.12.2010
165,866
170, 058
165,866
170, 058
b) currency r isk
-
-
c) multiple risks
-
-
-
-
a) interest rate risk
-
-
b) currency r isk
-
-
c) other
-
-
a) interest rate risk
2. Liab ilities subject to specif ic cash flow hedge:
Amounts due to banks subject to specific fair value hedge against interest rate risk relate to
a deposit made by Banca Carime Spa. The valuation of the underlying deposit and the
relative hedging contract resulted in the recognition of income of €39 thousand within item
90 of the income statement, “net hedging income”.
1.5 Amounts due for finance leases
No amounts due to banks for finance leases have been recognised.
140*
Notes to the Separate Financial Statements
Section 2 Due to customers - Item 20 2.1 Amounts due to customers: composition by type
Type of transa ction/ Amounts
31.12.2011
1. Current accounts and deposits
31.12.2010
2,32 4,8 80
2. Term deposi ts
3. Financing
3 .1 Repurchase agreements
3 .2 Other
1 ,331,971
57 2,9 96
719,256
5,08 9,5 34
9 ,353,133
4,61 5,7 54
9 ,190,455
47 3,7 80
162,678
4. Amounts due for commitments to r epurcha se own equi ty instruments
-
-
3 5,4 54
18,368
Total
8,022,864
11,422,728
Fair Value
8,022,864
11,422,728
5. Other payables
The most significant positions with external counterparties included: financing by means of
reverse repurchase agreements consisting entirely of outstanding transactions with the
Cassa di Compensazione e Garanzia (a central counterparty clearing house) and the item
“Financing – other” amounting to €446 million with the Cassa Deposito e Prestiti (CDP –
state controlled fund and deposit institution).
2.2 Details of item 20 “Due to customers”: subordinated liabilities
Descr iption/A mount
31.12.2011
31.12.2010
A. Due t o customers
Subordinated liabilities
572 ,99 6
599 ,140
Subordinated liabilities in respect of customers consist of deposits relating to preference
share issues with: Banca Popolare di Bergamo Funding LLC for €302.3 million, Banca
Lombarda Preferred Capital Company LLC for €155.6 million and Banca Popolare
Commercio e Industria Funding LLC for €115.1 million.
2.3 Details of item 20 “Due to customers”: structured debts
The Bank has issued no structured debt to customers.
141*
Notes to the Separate Financial Statements
2.4 Due to customers: liabilities subject to specific hedge
31.12.2011
1. Liabilities subject to f air value specific hedge:
31.12.2010
-
121,474
a) interest rate risk
-
121,474
b) currency r isk
-
-
c) multip le risk s
-
-
2. Liabilities subject to specif ic cash flow hedge:
-
-
a) interest rate risk
-
-
b) currency r isk
-
-
c) other
-
-
2.5 Amounts due for finance leases
31.12.2011
31.12.2010
Residual debt to leasing companies
- within 1 year
1,3 08
- b etween 1 and 5 years
4,2 98
4,51 5
22,1 46
23,00 9
- more than 5 years
142*
1,47 1
Notes to the Separate Financial Statements
Section 3 Securities issued - Item 30 3.1 Securities issued: composition by type
31.12.2011
Type of security/Amounts
Car rying
Amount
31.12.2010
Carrying
Amount
Fair Value
Level 1
Level 2
Fair Value
Level 3
Level 1
Level 2
Lev el 3
A. Securities
1. bonds
1.1 structured
1.2 other
27,200,141
18, 319,920
6,562,895
-
23, 367,788
15, 191,687
7,790,660
2,023,673
1, 319,435
514,327
-
2, 443,063
1, 428,438
976, 346
-
25,176,468
17, 000,485
6,048,568
-
20, 924,725
13, 763,249
6,814,314
-
-
-
-
-
-
-
-
-
2.1 structured
-
-
-
-
-
-
-
-
2.2 other
-
-
-
-
-
-
-
-
27,200,141
18,319,920
6,562,895
-
23,367,788
15,191,687
7,790,660
-
2. other securities
Tot al
Level one structured bonds include a convertible bond issued on 10th July 2009 with a
carrying amount of €653.8 million.
The item other bonds includes issuances of covered bonds amounting to €5.8 billion (the
carrying amount inclusive of the fair value of the delta hedge amounting to €318.4 million
was €6.1 billion).
Bonds issued and fully subscribed by Group banks amounted to €4.4 billion.
3.2 Details of item 30 “Securities issued”: subordinated securities
Description/Amo unts
31.12.2011
31.12.2010
A. Secur ities issued
A1 Securities issued - subordinated
3,954,13 3
3, 284,768
A list of the individual positions is given in section 2 - Part F of this report which provides
information on capital.
3.3 Securities issued subject to specific hedge
31.12.2011
1. Securi ties subject to specif ic fair value hedge:
31.12.2010
12 ,920,5 04
7, 538,373
12,920,504
7, 538,373
b) currency r isk
-
-
c) multiple risk s
-
-
-
-
a) interest rate risk
-
-
b) currency r isk
-
-
c) other
-
-
a) interest rate risk
2. Securi ties subject to specif ic cash flow hedge:
Greater use of bond issues and the performance of interest rates led to a corresponding
increase in positions subject to fair value hedging on interest rates. The net fair value
change on hedge contracts and the underlying securities issued generated a gain of €16
million recognised within item 90 in the income statement “Net hedging income”.
143*
Notes to the Separate Financial Statements
Section 4 Financial liabilities held for trading - item 40 4.1 Financial liabilities held for trading: composition by type
3 1.12 .2 0 11
T yp e o f t ra n s a c t io n / A m o u n t s
3 1.12 .2 0 10
F A IR VA LUE
N OM IN A L
A M OU N T
L1
F A IR VA LUE
L2
F A IR
V A LU E*
L3
N OM IN A L
A M OU N T
L1
L2
F A IR
V A LU E*
L3
A . O n - b a la n c e s h e e t lia b ilit ie s
1. Due to ba nks
325,000
335,123
-
-
335,123
111,500
110,657
-
-
110,657
2. Due to c us to m e rs
105,000
102,778
-
-
102,778
299,500
298,606
-
-
298,606
3. De bt ins trum e nts
3.1 B o nds
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3.1.1 S truc ture d
-
-
-
-
X
-
-
-
-
X
3.1.2 Othe r bo nds
-
-
-
-
X
-
-
-
-
X
3.2 Othe r s e c uritie s
3.2.1 S truc ture d
3.2.2 Othe r
-
-
-
-
-
-
-
-
-
-
-
-
-
-
X
-
-
-
-
X
To ta l A
4 3 0 ,0 0 0
4 3 7 ,9 0 1
-
-
X
4 3 7 ,9 0 1
4 11,0 0 0
-
-
4 0 9 ,2 6 3
-
-
X
4 0 9 ,2 6 3
B . D e riv a t iv e in s t ru m e n t s
1. F ina nc ia l de riva tive s
X
187
1,409,446
-
X
1,190
1,132,081
-
1.1 F o r tra ding
X
187
1,409,229
-
X
X
1,190
1,131,259
-
1.2 C o nne c te d with fa ir va lue o ptio ns
X
-
-
-
X
X
-
-
-
X
1.3 Othe r
X
-
217
-
X
X
-
822
-
X
X
2. C re dit de riva tive s
X
-
-
-
X
-
-
-
2.1 F o r tra ding
X
-
-
-
X
X
-
-
-
2.2 C o nne c te d with fa ir va lue o ptio ns
X
-
-
-
X
X
-
-
-
X
2.3 o the r
X
-
-
-
X
X
-
-
-
X
To ta l B
T o t a l ( A +B )
X
4 3 0 ,0 0 0
18 7
1,4 0 9 ,4 4 6
-
X
4 3 8 ,0 8 8
1,4 0 9 ,4 4 6
-
4 3 7 ,9 0 1
X
4 11,0 0 0
1,19 0
1,13 2 ,0 8 1
-
4 10 ,4 5 3
1,13 2 ,0 8 1
-
X
X
4 0 9 ,2 6 3
Items 1, “Due to banks”, and 2, “Due to customers”, relate to outstanding uncovered short
positions of which €210 million with Italian government securities as the underlying and
€228 million with government securities of other European countries as the underlying.
4.2 Details of item 40 “Financial liabilities held for trading”: subordinated liabilities
The Bank has issued no subordinated financial liabilities held for trading.
4.3 Details of item 40 “Financial liabilities held for trading”: structured debt
The Bank has issued no structured financial liabilities held for trading.
4.4 Financial liabilities held for trading (excluding “uncovered short positions”):
annual changes
The financial liabilities held for trading by the Bank consist solely of uncovered short
positions and consequently no movements in these liabilities have been presented.
144*
Notes to the Separate Financial Statements
Section 5 Financial liabilities at fair value - Item 50 The Bank does not have financial liabilities at fair value.
Section 6 Hedging derivatives - Item 60 6.1 Hedging derivatives: composition by type of hedge and hierarchical level
Fair Value 31.12.2011
L1
A. Financial deriv ativ es
L2
Fair Value 31.12.2010
N OMIN AL
AMOUNT
31.12.2011
L3
L1
L2
NOMINAL
AMOUNT
31.12.2010
L3
-
898,024
-
4,334,863
-
599,874
-
7,343,587
1) Fai r value
-
898,024
-
4,33 4,8 63
-
599,874
-
7,343,587
2) Cash flow
-
-
-
-
-
-
-
-
3) Foreign investments
-
-
-
-
-
-
-
-
B. Credit de riv ativ es
-
-
-
-
-
-
-
-
1) Fai r value
-
-
-
-
-
-
-
-
2) Cash flow
-
-
-
-
-
-
-
-
-
898,024
-
4,334,863
-
599,874
-
7,343,587
Total
6.2 Hedging Derivatives: composition by portfolios hedged and type of hedge
Tra ns a c t i o ns / Ty p e o f
he d g e
F a i r V a l ue
S p e c i f ic
Int e re s t ra t e
ri s k
1. Availab le-fo r-s ale financial
as set s
2 . Lo ans
C urre nc y ris k
M a c ro - he d g e
C re d i t ri s k
F o re i g n
i nv e s t me nt s
C as h f lo w
S p e c if i c
M a c ro - he d g e
M ult i p l e
ri s ks
P ri c e ri s k
8 8 3 ,6 10
-
-
-
-
X
-
X
X
9 ,2 9 3
-
-
X
-
X
-
X
X
3 . Held -t o -maturit y inves t ment s
X
-
-
X
-
X
-
X
X
4 . Po rtfo lio
x
x
x
x
X
-
X
-
X
5. Ot her t ransact io ns
To t a l a s s e t s
1. Financial liab ilit ies
2 . Po rtfo lio
To t a l li a b il i t i e s
8 9 2 ,9 0 3
-
-
-
-
X
-
-
X
-
-
5,12 1
-
-
X
-
X
-
X
X
-
-
-
-
-
-
-
-
X
-
-
-
-
-
1. Exp ect ed t rans act io ns
5 , 12 1
X
X
X
X
X
X
-
X
X
2 . Po rtfo lio o f financial ass et s
and liab ilit ies
X
X
X
X
X
-
X
-
-
The amount for hedging derivatives on available-for-sale financial assets relates mainly to
positions on debt instruments issued by the Italian government. Hedges on loans relate to
intragroup positions with UBI Leasing Spa, while for the financial liabilities the amount for
the derivatives relates to hedges on bonds.
145*
Notes to the Separate Financial Statements
Section 7 Fair value change in financial liabilities subject to macrohedge - Item 70 The Bank has no contracts for macro-hedging of financial liabilities.
Section 8 Tax liabilities - Item 80 See Asset Section 13.
Section 9 Liabilities associated with disposal groups held for sale -Item
90 See Asset Section 14.
146*
Notes to the Separate Financial Statements
Section 10 Other liabilities - Item 100 10.1 Other liabilities: composition
De script ion / Amounts
31.12.2011
Subsi diaries Group VAT
31.12.2010
-
Ba lance of illiquid portfolio items
5,412
1,424
-
Other liabi lities - ta x consolida tion
243,307
352,076
Cr edit i tems in transit in departments or branches pending posting to accounts
168,785
38,378
Items in transit
30,829
2,732
Tax withheld on income paid to thir d pa rties
12,366
7,083
Dividends and sums due to shareholders
283
360
Accrued expenses
714
2,008
21,922
21,694
Def err ed income
Paya bles f or educational, cultural, cha ritable and social purposes
Paya bles f or guara ntees and commitments
Due to personnel
Residual creditor items
Tot al
147*
8,879
9,253
31,734
24,898
16,339
40,602
208,030
109,427
744,612
613,923
Notes to the Separate Financial Statements
Section 11 Post-employment benefit provision - Item 110 11.1 Annual changes in post-employment benefits
31.12.2011
A. Opening b alances
B. Inc reases
B. 1 Allocation for the year
B. 2 Other changes
C. Decreases
C. 1 Payments made
C. 2 Other changes
D. Final balances
31.12.2010
38,130
40,120
2,150
3,691
1, 960
2,721
190
970
(1,453)
(5,681)
(1, 395)
(5,215)
(58)
(466)
38,827
38,130
11.2 Other information
The demographic and actuarial hypotheses adopted to value the post-employment
benefit provision and leaving entitlements
Method used as at 31.12.2011
Mortality rate
Post-employment benefit
advances
Inflation rates
Discount rates
The “RGS48” tables (prepared by the State General Accounting Office) were used
appropriately modified on the basis of historical data for the Group.
The probability of advance payments, calculated on the basis of historical data for the
Group, is 2% while the average amount requested is between 45% and 100% of the
available provision.
Long term forecasts of the scenario for inflation led to the use of a rate of 2%.
A discount rate of 3.9573%, was used, calculated as the weighted average of the EUR
Composite A curve as at 31.12.2011, using, as weights, the ratios between the amount paid
and advanced for each maturity date and the total amount to be paid and advanced until
the extinction of the population considered. This was performed because IAS 19 states that
reference should be made to the market yields of “high quality corporate bonds”, or to
yields on securities with a low credit risk. By making reference to the definition of
“investment grade” securities, where a security qualifies for that classification if its rating is
equal to or higher than BBB for S&P or Baa2 for Moodys, it was decided to consider only
securities issued by corporate issuers with a class “A” rating with the assumption that this
class identifies an average level for “investment grade” securities and thereby excludes
higher risk securities. Since IAS 19 makes no explicit reference to a specific market sector
for the bonds, it was decided to opt for a “composite” market curve which therefore
summarises the prevailing market conditions on the valuation date for securities issued by
companies belonging to different sectors, including utilities, telephone, financial, banking
and industrial sectors. The area was used for the geographical area.
148*
Notes to the Separate Financial Statements
Method used as at 31.12.2010
Mortality rate
Post-employment benefit
advances
Inflation rates
Discount rates
The “RGS48” tables (prepared by the State General Accounting Office) were used
appropriately modified on the basis of historical data for the Group.
The probability of advance payments, calculated on the basis of historical data for the
Group, is 2% while the average amount requested is between 45% and 100% of the
available provision.
Long term forecasts of the scenario for inflation led to the use of a rate of 2%.
A discount rate of 4.071%, was used, calculated as the weighted average of the EUR
Composite A curve as at 31.12.2010, using, as weights, the ratios between the amount paid
and advanced for each maturity date and the total amount to be paid and advanced until
the extinction of the population considered. This was performed because IAS 19 states that
reference should be made to the market yields of “high quality corporate bonds”, or to
yields on securities with a low credit risk. By making reference to the definition of
“investment grade” securities, where a security qualifies for that classification if its rating is
equal to or higher than BBB for S&P or Baa2 for Moodys, it was decided to consider only
securities issued by corporate issuers with a class “A” rating with the assumption that this
class identifies an average level for “investment grade” securities and thereby excludes
higher risk securities. Since IAS 19 makes no explicit reference to a specific market sector
for the bonds, it was decided to opt for a “composite” market curve which therefore
summarises the prevailing market conditions on the valuation date for securities issued by
companies belonging to different sectors, including utilities, telephone, financial, banking
and industrial sectors. The euro area was used for the geographical area.
149*
Notes to the Separate Financial Statements
Section 12 Provisions for risks and charges - Item 120 12.1 Provisions for risks and charges: composition
Items/Amount s
31.12.2011
31.12.2010
-
-
20,352
13,279
3, 437
3,709
11, 310
4,673
1. Company pension f unds
2. Other provisions for risks and char ges
2.1 litigation
2.2 per sonnel expense
2.3 other
Tot al
5, 605
4,897
20,352
13,279
12.2 Provisions for risks and charges: annual changes
Pension funds
Ot her provisions
Total
A. Opening b alances
-
13,279
13,279
B. Inc reases
-
8,056
8,056
B.1 Allocation for the year
-
8,035
8,03 5
B.2 Changes due to passage of time
-
21
21
B.3 Changes due to changes in discount rate
-
-
-
B.4 Other changes
-
-
-
B.5 Business comb inations
-
-
-
C. Decreases
-
(983)
(983)
C.1 Use for the year
-
(1 60)
(160)
C.2 Changes due to changes in discount rate
-
(8)
(8)
C.3 Other changes
-
(8 15)
(815)
C.5 Business comb inations
-
-
-
D. Final balances
-
20,352
20,352
The most significant changes regarded provisions of €6.6 million for future personnel
expense and provisions of €1.4 million for litigation and disputes in progress.
12.3 Defined benefit company pension funds
There are no defined benefit company pension funds.
12.4 Provisions for risks and charges - other provisions
Items/Components
31.12.2011
31.12.2010
Other provisions for risks and charges
1. Provision for revocation ri sks
-
2. Provision for adjustments on interest, commissions and expenses
-
-
3. Provision for bonds in default
-
-
4. Other provisions for ri sks and charges
Tot al
150*
-
5,605
4,897
5,605
4,897
Notes to the Separate Financial Statements
Contingent liabilities
31.12.2011
For personnel litigation
For tax litigation
For other litigation
Tot al
245
88,470
2,484
91,179
The liabilities regulated by IAS 37, characterised by the absence of certainty over the timing
or the amount of future expense required to settle presumed liabilities, can be classified as
being of two types:


probable liabilities;
contingent liabilities (possible or remote).
The correct identification of the nature of liabilities is of fundamental importance because it
determines whether or not the risk deriving from an obligation must be recognised in the
financial statements.
The recognition of a provision for risks and charges in the financial statements represents a
probable liability of uncertain timing or amount6 and the amount recognised in the
accounts represents the best estimate of the expenditure required to settle the obligation
existing as at the reporting date and reflects the risks and uncertainties that inevitably
characterise a number of different facts and circumstances.
The amount of a provision is measured by the present value of the expenditure that it is
assumed will be necessary to settle the obligation where the effect of the present value is
significant.
Future events that might affect the amount required to settle the obligation are only taken
into consideration if there is sufficient objective evidence that they will occur.
The measurement of provisions is periodically reviewed to verify that they are reasonable.
The general and theoretical legal parameters which govern the process of determining the
present value of provisions, which is performed for each single case of litigation and for the
relative residual life, are given below:
• type/nature of the litigation, to be assessed in the light of the legal claims formulated by
the counterparty. Various “macro-families” are identifiable in this respect such as corporate
litigation, labour law cases, financial intermediation litigation, litigation generically definable
as compensation for damages (resulting from non performance of contract obligations,
illegal actions, violation of regulations) etc.;
• degree of “innovation” in the litigation, to be assessed by considering whether the
issues turn on matters already known and “weighed” by the Bank or on completely new
matters which therefore require study (e.g. resulting from a change in the legislation or in
legal orientations);
• degree of “strategic importance” of the litigation to the bank: for commercial reasons
the Bank might for example decide to end a case very rapidly even if it had grounds of
defence that would allow it to resist in court for a long time;
6
Details of the criteria for recognising provisions are given in Part A.2 of the notes to the financial statements “The main items in the
financial statements”, section 12 “Provisions for risks and charges”, which may be consulted.
151*
Notes to the Separate Financial Statements
• average length of litigation, to be weighted taking account of geographical factors, which
is to say the location of the jurisdiction in which the case is tried and the state of progress of
the trial. In this respect a decision must be taken on the source of the statistics from which
data is obtained and assistance can be obtained from the lawyers who represent the Bank
in litigation and who have direct knowledge of the jurisdictions concerned for each case;
• the “nature” of the counterparty (e.g. a private individual or a legal entity, a professional
operator or not, a consumer or not, etc.).
A contingent liability is defined as:
 a possible obligation, the result of past events, the existence of which will only be
confirmed by the occurrence or non-occurrence of future events that are not totally
under the control of the enterprise;
 a present obligation that is the result of past events, but which is not recognised in the
accounts because:


it is improbable that financial resources will be needed to settle the obligation;
the amount of the obligation cannot be measured with sufficient reliability.
Contingent liabilities are not recognised in the financial statements but are only reported,
unless they are considered a remote possibility. In the latter case, in compliance with IAS
37, no information is given on them in the notes to the financial statements.
Amounts for contingent liabilities are also subject to periodic verification because it is
possible that events may occur which make them remote or probable with the possible need,
in the latter case, to make a provision for them in the financial statements.
As already reported, UBI Banca is classed as a “large taxpayer” on the basis of the
parameters set by tax authority directive No. 54291 of 6th April 2009. These companies are
subject to more stringent inspection by the authorities and “tutelage” was also commenced,
which on the basis of the policy as known, will provide taxpayers of large dimensions with
constant assistance and supervision of their operations.
In this context, as already reported, UBI Banca was subject in 2009 to inspection for the tax
years 2004-2005-2006 by the regional tax authorities for Lombardy – Large Taxpayers
Office. As a result an allegation was made of a failure to apply withholding taxes on interest
paid to foreign subsidiaries on deposits of those subsidiaries, which had been reclassified by
the inspectors as financing, in a context of “preferred share” transactions. These were
complex transactions designed to strengthen capital performed in 2001 with the specific
authorisation of the Bank of Italy. Since the question involves more than one year, notices of
tax assessment for 2004, 2005 and 2006 have been received so far (the last was served on
18th July 2011). Appeals have been lodged for all years with Tax Commission of the Province
of Milan after an order granting temporary suspension of collection was granted on 2nd
December 2010 and a hearing was held for the year 2004 on 30th June 2011.
On 22nd December 2011 section 35 of the Tax Commission of Milan rejected the appeal
presented by UBI Banca relating to 2004, based on the statements made by the Bank of
Italy for supervisory capital purposes, rather than on the more appropriate provisions of the
Italian Civil Code or tax legislation. Moreover, that same commission held that fines were
not due because of the objective uncertainty surrounding the regulations.
With regard to that litigation in question, in the light, amongst other things, of detailed
expert opinions received, the risk of losing is considered unlikely and more specifically it is
held that the objective legal basis of the appeal will be recognised in the courts.
As concerns on the other hand, the litigation arising from the notice of tax assessment
received in 2008 and concerning the contribution of company operations performed in 2003
by BPU Banca (now UBI) to Immobiliare Serico, a ruling was issued in October 2009 by the
152*
Notes to the Separate Financial Statements
Tax Commission of the Province of Bergamo fully in favour of the Bank. The tax authorities
appealed against this ruling before the Regional Tax Commission of Lombardy. On 9th June
2011 the latter rejected the appeal of the authorities confirming the ruling appealed against.
In May the Swiss tax authorities rejected the appeal made by UBI Banca and Banque de
Dépôts et de Gestion against a demand concerning the failure by BDG to apply a
withholding tax of 15% on dividends paid in the years 2006-2008 to its parent, UBI Banca,
because in the opinion of the Swiss authorities, as a co-operative UBI Banca is not entitled
to the exemption allowed, in accordance with the “Parent-subsidiaries” Directive, for joint
stock companies. Since it is held, on the contrary, that grounds exist in the case in question
for the application of the parent-subsidiary directive in question, a further appeal was
lodged against the decision in the competent Federal Administrative Court. That court
rejected the appeal in January 2012. The litigation regards a sum of €1.59 million in
addition to tax credits recognised by the Swiss tax authorities worth approximately €2
million. UBI Banca will assess the action to be taken for the subsequent years in the light of
studies currently in progress in order to see its right to refunds or tax relief upheld, partly in
the light of the bilateral Italian-Swiss Convention.
On 23rd June 2011 a general tax inspection commenced regarding income tax for the tax
year 2008 conducted by the Bergamo tax unit of the Guardia di Finanza. At present the
inspection has been suspended indefinitely to allow the inspectors to co-ordinate their work
with the Regional Department of the tax authorities.
On 28th November 2011, UBI Banca was served with a notice of assessment and notified of
fines imposed for corporate income taxes relating to 2003 for a total of €47,138 thousand (of
which €17,986 thousand for increased corporate income tax, €3,970 thousand for interest
and €25,181 thousand of fines). This notice resulted from a tax assessment report received
by the bank on 8th July 2010, which contained one irregularity only that was fully
reproduced in the notice of assessment. Very briefly, with regard to the contributions of
banking operations made by BPB-CV Scrl in June 2003 to the newly formed BPB Spa and
BPCI Spa (as part of the operation which gave rise to the BPU Banca Group), the full
deduction of the provisions for risks and charges taxed separately by the contributor (BPBCV Scrl) was contested, because the tax authorities considered that, on the contrary, those
provisions should have been deducted in subsequent years by the contributing companies
(BPB and BPCI).
The above tax assessment report gave rise to criminal proceedings (fiscal offence of
inaccurate income tax returns) against the legally authorised representative of BPU Banca,
when the tax returns for 2003 were filed. The case was closed on 21st July 2010 with an
order for no further action by the Criminal Court of Bergamo, both because of the absence
of specific intent and because the statute of limitations applied to the alleged offence. The
assessment was performed as a result of Ruling No. 247 of 25th July 2011 of the
Constitutional Court, which doubled the length of the assessment period for fiscal offences,
even if the ascertainment of the criminal offence occurs when the ordinary assessment
period has expired. This issue is subject to broad debate, which is still in progress. In the
case in question, the inspection relating to 2003 took place well after the time limit
pursuant to article 43 of Presidential Decree No. 600/1973 had expired. On 6th December
2011, UBI Banca filed an application for tax assessment by consent in relation to the notice
of assessment, the procedures for which are still in progress.
On 12th December 2011, UBI Banca as the consolidating company and the Large Taxpayers
Office of the Lombard Regional Department of the tax authorities, signed a legal
reconciliation agreement in order to reduce the litigation concerning a series of appeals
relating to 2004, presented by UBI Banca and some of the consolidated companies (Banco di
Brescia, UBI Leasing, Grifogest SGR and Banca Lombarda Private Investment). An increased
payment resulted from that agreement totalling approximately €744 thousand compared to
an original demand of approximately €4 million, for which appropriate provisions had been
made. The payment documentation is expected from the competent authorities.
153*
Notes to the Separate Financial Statements
Further tax litigation also exists, relating mainly to the years running from 1976 to 1985.
These consist of cases pending before the Central Tax Commission, for most of which
favourable decisions were already given in 2010 and 2011, some of which are final
judgements and some of which, in the absence of an appeal to the Supreme Court of
Cassation by the authorities who have lost, it is considered will become final judgements.
They are based on the deductibility criteria for IRPEG (former corporate income tax) and
ILOR (former local income tax) purposes of various expense items, because they relate
specifically to assets from which income and proceeds subject to taxation is derived. They
are also based on the non taxability for IRPEG and ILOR purposes of interest due to the tax
authorities on tax credits, in the light of legislation in force at the time (prior to the
Consolidated Income Tax Act, pursuant to Presidential Decree No. 917/1986) as well as on
the non applicability of the withholding tax pursuant to Art. 26, paragraph 3 of Presidential
Decree No. 600/1973 on interest paid by foreign banks to Italian banks relating to deposits
and current accounts held by the latter on their own account with the former.
Section 13 – Redeemable shares
No shares have been issued with redemption rights.
Section 14 – Equity
- Items 130, 150, 160, 170, 180, 190 and 200 14.1 “Share capital” and “Treasury shares”: composition
31.12.2011
Number of ordinary shar es
with nominal value in eur o per share
Number of treasury shares
with nominal value in eur o per share
154*
31.12.2010
901,746,759
639, 145,902
2. 50
2.50
1,200,000
-
2. 50
-
Notes to the Separate Financial Statements
14.2 Share capital - Number of shares: annual changes
It ems/Ty pe
Ordinary
A. Shar es existing at the beginning of t he year
Other
639,145,902
-
639 ,145,9 02
-
- not fully paid up
-
-
A.1 Treasury shares (-)
-
-
B.2 Outst anding shares: init ial number
639,145,902
-
B. Inc reases
262,600,857
-
262 ,600,8 57
-
262 ,600,8 57
-
- f ully paid up
B.1 New issues
- b y payment:
- busi ness comb inations
- conversion of bonds
- exercise of warrants
- other
- f ree of charge:
-
-
6 04
-
19,3 09
-
262 ,580,9 44
-
-
-
- in favour of employees
-
-
- in favour of di rectors
-
-
- other
-
-
B.2 Sale of treasury shares
-
-
B.3 Other changes
-
-
(1,200,000)
-
-
-
C. Decreases
C.1 Cancellation
C.2 Purchase of treasury shares
C.3 Company disposal oper ations
C. 4 Other changes
D. Out st anding shares: c losing balances
D.1 Trea sury shares (+)
D.2 Shares outstand ing at the end of the year
- f ully paid up
- not fully paid up
155*
(1,20 0,000)
-
-
-
-
-
900,546,759
-
1 ,200,0 00
-
901 ,746,7 59
-
901 ,746,7 59
-
-
-
Notes to the Separate Financial Statements
14.3 Share capital: other information
UBI Banca ordinary share 2009/2011 warrants
On 9th May 2009, an ordinary shareholders’ meeting of UBI Banca approved an increase in
the share capital in tranches for a maximum nominal amount of €79,893,237.50 by the
issue of up to 31,957,295 ordinary shares with a nominal value of €2.50 each and regular
dividend entitlement corresponding to that of the UBI Banca shares outstanding at the time
of the issue, in order to service the issue of 639,145,900 warrants “Warrant azioni ordinarie
UBI Banca 2009/2011”.
The warrants were allotted free of charge to the shareholders of the Bank on 18th May 2009
on a basis of one warrant for each UBI share held.
The warrants granted shareholders or their assignees the right to subscribe one share for
every 20 warrants held at a price of €12.30 (which then became €11.919 in application of
Art. 7 of the regulations).
The holders of the warrants could exercise their rights to subscribe for a period of 30
calendar days from 1st June 2011 until 30th June 2011.
Information on warrant conversions performed during the year is given in the table on the
following page where a summary is given of all the movements in shares.
Convertible bond issue “UBI 2009/2013 convertibile con facoltà di rimborso in
azioni”
On 18th June 2009, the Management Board of UBI Banca, following the decisions taken on
27th May 2009 and in implementation of the authorisation granted by an extraordinary
shareholders’ meeting of 9th May 2009, approved the final conditions for the convertible
bond “UBI 2009/2013 convertibile con facoltà di rimborso in azioni”, offered as a rights issue
to the shareholders of UBI Banca.
The issuance of the convertible bonds was performed for a total nominal amount of
€639,145,872, through the issue of 50,129,088 convertible bonds for a nominal amount of
€12.75 each, offered as a rights issue to the shareholders of UBI Banca at a ratio of four
convertible bonds for every 51 ordinary shares of UBI Banca possessed. The issue price of
each convertible bond was €12.75.
The convertible bonds confer the right on the holders to the payment of a fixed coupon equal
to 5.75% gross per annum of the nominal amount of the convertible bonds to be paid
annually and which will have a term running from 10th July 2009 until 10th July 2013.
The Management Board also decided to increase the share capital at the service of the
convertible bonds by a maximum amount of €639,145,872 through the issue of a maximum
of 255,658,348 ordinary shares of UBI Banca, with a nominal value of €2.50 each, normal
dividend entitlement and having the same characteristics of the ordinary shares of UBI
Banca outstanding on the date of issue.
As concerns the conversion and redemption rights attaching to the convertible bonds, when
18 months have elapsed since the issue date of the convertible bonds:
• bondholders have the right to convert the convertible bonds into UBI Banca shares at a
ratio of one ordinary share for every one convertible bond held. If the conversion right is
exercised, UBI Banca shall have the right to pay a sum of money in place of the shares, not
less than the nominal amount of the bonds, calculated on the basis of the stock market
share price of the UBI Banca shares;
• UBI Banca has the right to call the convertible bonds by payment in cash and/or in UBI
Banca shares, with the addition of a premium equal to 10% of the nominal amount of the
convertible bonds.
156*
Notes to the Separate Financial Statements
Further details of UBI Banca’s redemption rights are given in “Part A. Accounting policies –
Section 4 – Other aspects”, which may be consulted.
The convertible bonds shall be redeemed at par on the maturity date. UBI Banca shall have
the right to perform the redemption by payment in cash and/or ordinary shares of UBI
Banca, in an amount not less than the nominal value of the convertible bonds.
Also, with regard to the conversion right, UBI Banca has set a cap on the value of its share
at €12.80, above which, redemption of the liability will be performed by repayment in
shares.
With regard to conversions performed during the year, details of all the movements in
shares is given in the table below,
Share capital increase and repurchase of treasury shares
An operation to increase the share capital was performed in 2011. The management report
may be consulted for a description of the details and stages by which the operation was
implemented.
Details of changes in the number of shares, in the share capital and in the share premiums
that occurred in 2011 are given below.
(Amounts in euro )
Date
Reason
31.12.2010
3.3.2011
Bond conversion February 2011
3.6.2011
Bond conversion May 2011
Number of
shares
Share capital
Share premium
reserve
639,145,902
1,597,864,755
7,100,378,060
268
670
2,747
96
240
984
242,331,448
605,828,620
316,969,534
24.6.2011
Exercise of rights for share capital increase
24.6.2011
Allocation of expenses incurred for share capital
increase
-22,393,614
Tax effects of expenses for share capital increase
6,158,244
5.7.2011
Bond conversion June 2011
5.7.2011
Sale of unexercised option rights
7.7.2011
Conversion of warrants June 2011
11.7.2011
18.7.2011
240
600
2,460
2,126,197
19,309
48,273
181,872
Exercise of unexercised rights
5,706,984
14,267,460
7,464,735
Subscription by the syndicate
14,542,512
36,356,280
19,021,606
901,746,759
2,254,366,898
7,429,912,824
31.12.2011
Repurchases of treasury shares were made in 2011 in relation to personnel incentive
schemes.
(Amounts in euro)
Date
Reason
Number of shares
Share capital
Share premium
reserve
Equity
15.7.2011
Incentive scheme treasury share repurchase
-500,000
-1,250,000
-552,200
-1,802,200
18.7.2011
Incentive scheme treasury share repurchase
-700,000
-1,750,000
-818,090
-2,568,090
31.7.2011
Expenses for repurchase of treasury shares
-5,000
-5,000
-1,375,290
-4,375,290
-1,200,000
157*
-3,000,000
Notes to the Separate Financial Statements
14.4 Reserves of profits: other information
31.12.2011
Legal reserve
31.12.2010
544,428
Reserve under Art. 22 Legislative Decree No. 153/1999
Extraordinary reserve
Reserve for the purchase of own shares
Taxed profit reserve
Reserve under Art. 13 c.6 Legislative Decree No. 124/199
Reserve under Art. 6 Legislative Decree No. 38/2005
Reserves of profits for ACT - health policy
Retained earnings
Reserves of profits
516,056
36,494
36,494
864,222
715,872
69,703
64,203
4
4
762
762
10,939
6,840
2,267
-
20
15
1,528,839
1,340,246
31.12.2011
31.12.2010
Reserve for valuation of equity accounted investees
12,153
12,153
Reserve for reversal of prior year depreciation and amortisation
61,649
61,649
Reserve under art. 7 c. 2 Law No. 218/1990
75,213
75,213
Reserve pursuant to Art. 7 c. 3 Law No. 218/1990
71,885
71,885
Reserves for transactions under common control
-4,707
-4,754
Reserves for supplementary pension reforms
-3,618
-3,618
Other reserves
20,230
20,104
232,805
232,632
Other reserves
158*
Notes to the Separate Financial Statements
The summary table below gives the origin, the availability for use and distribution of the
items of equity (figures given to one hundredth of a euro) in compliance with Art. 2427,
paragraph 1, No. 7 bis of the Italian Civil Code.
Amount as at 31.12.2011 Amount available Possibility of use Tax constraint (1) A) SHARE CAPITAL
Share capital
2,254,366,897.50
512,559,822.43
B) CAPITAL RESERVES
Share premium reserve
7,429,912,823.95
7,429,912,823.95
AB (2)
142,676,307.98
B) RESERVES OF PROFITS
Legal reserve
544,428,251.06
544,428,251.06
B (3)
Extraordinary reserve
864,221,584.35
864,221,584.35
ABC 36,494,083.45
36,494,083.45
ABC
69,703,000.00
65,327,710.00
ABC
762,160.51
ABC
Reserve under Art. 22 Legislative Decree No. 153/1999
Reserve for the repurchase of treasury shares
Reserve under Art. 13 C. 6 Legislative Decree No. 124/93
762,160.51
Reserves unavailable pursuant to Art. 6 Legislative Decree
10,938,946.51
No. 38/2005
762,160.51
Reserves of profits for ACT ‐ health policy
2,266,865.22
Other reserves of profits and retained earnings
24,199.25
24,199.25
ABC
12,152,680.05
Reserve for reversal of prior year depreciation and
61,649,339.66
amortisation (5)
12,152,680.05
AB
12,152,680.05
61,649,339.66
ABC
61,649,339.66
C) OTHER RESERVES
Reserve for valuation of equity‐accounted investees
Reserve pursuant to Art. 7 c. 2 Law No. 218/1990 (5)
Reserve pursuant to Art. 7 c. 3 Law No. 218/1990
75,213,372.10
75,213,372.10
AB (4)
65,769,618.41
71,884,949.60
71,884,949.60
AB (4)
71,884,949.60
20,229,852.80
20,104,415.38
ABC
1,844,167.38
1,844,167.38
AB (4)
1,844,167.38
27,453,137.73
AB
27,453,137.73
Reserves for transactions under common control
‐4,706,537.71 Reserves for supplementary pension reforms
‐3,618,366.73 Other reserves
D) FAIR VALUE RESERVES
Revaluation reserve Law No. 350/2003
Fair value reserve ‐ available‐for‐sale financial assets
Fair value reserve – adoption of fair value in place of cost (5)
Reserve for actuarial gains/losses on post‐employment
benefit provision Other fair value reserves
E) Treasury shares
TOTAL
Profit
Total equity as at 31st December 2011
‐1,145,740,284.96 27,453,137.73
‐1,980,563.37 ‐242,544.13 ‐4,375,290.00 10,322,882,724.22
9,211,472,874.47
896,752,183.75
‐2,713,053,965.45 7,609,828,758.77
A = for increase in the share capital B = to cover losses C = for distribution to shareholders (1) Amounts on which tax is deferred (2) Following the merger with Banca Lombarda Piemontese, the share premium reserve increased by €5,790,132,233.70 (of which €4,096,625,123 recognised following the merger of Banca Lombarda e Piemontese, relating to revaluations of the carrying amounts of the merged bank and to the recognition of goodwill following the allocation of the purchase price). In consideration of the lack of clarity in the legislation over whether the reserve that arose following the merger transaction recognised in the accounts in accordance with IFRS 3 is available for distribution to shareholders, the following is considered distributable: a) only the pre‐existing portion amounting to €1,310,245,825.91; b) the portion set aside following the increase in the share capital that occurred in 2011, amounting to €329,534,764.34. It therefore follows that the amount distributable is €1,639,780,590.25. 159*
Notes to the Separate Financial Statements
(3) Only that part of the reserve which exceeds one fifth of the share capital is available, even for increasing the share capital and for distribution (Art. 2430, paragraph 1, Italian Civil Code). (4) Distribution to shareholders is dependent on compliance with the provisions of paragraphs 2 and 3 of Art. 2445 of the Italian Civil Code. If it is used to cover losses, no distribution can be made until the reserve has been replenished. (5) The “Value realignment reserve” under Law No. 266/2005 with taxation deferred amounting to a total of €90,607,559.00 consisted of €27,453,137.73 recognised in the “Fair value reserve – adoption of fair value to replace cost”, €61,649,339.66 in the “Reserve for reversal of prior year amortisation and depreciation” and €1,505,081.61 in the "Reserve under Art. 7, Par. 2, Law No. 218/90". When a dividend was distributed for the financial year 2008 an amount of €273,579,193.83 was drawn from the extraordinary reserve. Other information
1. Guarantees granted and commitments
Tra nsactions
31.12.2011
1) Guarantees granted of a f inancial nature
a) Banks
b) Customers
2) Guarantees granted of a commercia l nature
a) Banks
b) Customers
3) Irrevocable commitments to pay funds
a) Banks
i) of certain use
ii) of uncertain use
b) Customers
i) of certain use
ii) of uncertain use
31.12.2010
12 ,083,7 62
14, 777,46 2
10 ,300,1 08
13, 713,14 5
1 ,783,6 54
1, 064,31 7
3 ,911,8 98
4, 791,91 5
3 ,811,3 12
4, 605,63 8
100,5 86
186,27 7
296,5 40
164,00 0
256,7 66
111,24 5
256,7 66
111,24 5
-
-
39,7 74
52,75 5
39,7 74
52,75 5
-
-
4) Commitments underlying credit derivatives: protection sales
-
-
5) Assets pledged to guarantee obligations to third parties
-
198,90 0
6) Other commitments
Tot al
8 ,617,4 86
12, 239,57 3
24,909,686
32,171,850
Guarantees granted of both a financial and a commercial nature and commitments to
disburse funds are attributable almost totally to the increase in this type of operation by
UBI Banca to support the operations of the network banks and Group companies.
160*
Notes to the Separate Financial Statements
2. Assets pledged to secure own liabilities and commitments
Port folios
31.12.2011
31.12.2010
1, 137, 977
1. Financial assets held for tradi ng
2. Financial assets at fair value
3. Availa ble-f or-sale financial assets
-
-
4, 585, 666
7,889,566
-
-
2, 249, 972
1,876,184
199, 183
-
-
-
4. Held-to-maturi ty investments
5. Loans to banks
1,821,624
6. Loans to customers
7. Property, equi pment and investment property
The financial assets contained in the table relate to own securities pledged to guarantee
liabilities and commitments of the Bank as follows:
Portfolios
To guarantee
Own securities
Liabilities or commitments
issued by third
parties
Financial assets held for trading:
Repurchase agreements
Financial assets for-sale:
Bank of Italy advances
1,058,287
Repurchase agreements
3,490,868
Issue of bankers' drafts
8,425
issued by banks in the
group
1,137,977
Collateralised interbank market
5,616
Other transactions
22,470
4,585,666
Loans to banks:
1,111,058
Repurchase agreements
1,138,914
Bank of Italy advances
Loans to customers
199,183
Repurchase agreements
In addition to the assets reported above, securities acquired through reverse repurchase
agreements were also pledged as guarantees as follows:
To guarantee
Liabilities or commitments
Nominal amount of securities
issued by third parties
Bank of Italy advances
161*
issued by group banks and
companies
431,800
9,142,850
431,800
9,142,850
Notes to the Separate Financial Statements
3. Information on operating leases
No operating lease contracts were entered into.
4. Management and intermediation on behalf of third parties
Type of services
31.12.2011
1. Execut ion of or ders on behalf of c ustomer s
a) purchases
1,175, 128
1. settled
1,173, 534
2. not settled
1, 594
b) sales
871, 003
1. settled
869, 244
2. not settled
1, 759
2. Por tfolio managements
-
a) individual
-
b) collective
-
3. Custody and administrat ion of secur ities
management)
-
1. securities issued by the reporting bank
-
2. other securities
-
b) secur ities of third par ties held on deposit (not including portfolio mana gement): other
1. securities issued by the reporting bank
84,210, 827
8,855, 746
2. other securities
75,355, 081
c) securiti es belonging to third parties, deposited with third parties
71,942, 435
d) own secur ities deposi ted with thir d parties
23,295, 689
4) Other transac tions
18,341,147
162*
Notes to the Separate Financial Statements
Part C – Notes to the Income Statement
Section 1 Interest - Items 10 and 20 1.1 Interest income and similar: composition
Items / Type
De bt instr uments
Financing
Other t ransact ions
2011
2010
1. Financial assets held for tradi ng
3 9,138
-
-
39,138
28,589
2. Availa ble-f or-sale financial assets
32 7,705
-
-
327,705
286,966
3. Held-to-maturi ty investments
4. Loans to banks
-
-
-
-
-
22 3,467
307,938
-
531,405
337,679
151,397
1 4,851
222,410
-
237,261
6. Financial assets at fair value
-
-
-
-
-
7. Hedging deriva tives
X
X
-
-
-
5. Loans to customers
X
8. Other assets
Total
605,161
X
530,348
402
402
940
402
1,135,911
805,571
1.2 Interest income and similar: hedging differentials
There was no interest income from differentials on hedging transactions to report.
1.3 Interest and similar income: other information
1.3.1 Interest income on financial assets held in foreign currency
Ite ms
2011
Interest i ncome on financial assets held in f oreign currency
2010
6,0 49
8 ,018
1.3.2 Interest income on finance lease transactions
No interest income on finance lease transactions was recognised.
163*
Notes to the Separate Financial Statements
1.4 Interest expense and similar: composition
It e m s / T yp e
B o rro win g s
1. Due to c e ntra l ba nks
Othe r
t ra n s a c t io n s
S e c u rit ie s
2 0 11
2 0 10
(21,520)
X
-
( 2 1,5 2 0 )
( 14 ,115 )
2. Due to ba nks
(317,623)
X
-
( 3 17 ,6 2 3 )
( 2 7 1,2 8 1)
3. Due to c us to m e rs
(166,158)
X
-
( 16 6 ,15 8 )
( 8 5 ,7 7 9 )
X
(811,902)
-
( 8 11,9 0 2 )
( 4 8 5 ,8 7 2 )
( 9 ,10 9 )
4. S e c uritie s is s ue d
5. F ina nc ia l lia bilitie s he ld fo r tra ding
(12,574)
-
-
( 12 ,5 7 4 )
6. F ina nc ia l lia bilitie s a t fa ir va lue
-
-
-
-
-
7. Othe r lia bilitie s a nd pro vis io ns
X
X
(645)
(6 4 5 )
(5 6 9 )
8. He dging de riva tive s
X
To ta l
( 5 17 ,8 7 5 )
X
( 8 11,9 0 2 )
(710)
( 1,3 5 5 )
( 7 10 )
( 2 6 ,2 8 1)
( 1,3 3 1,13 2 )
( 8 9 3 ,0 0 6 )
1.5 Interest expense and similar: hedging differentials
Items
2011
A. Positive differentials on hedging transactions
B. Negative differentials on hedging transa ctions
2010
482,430
302, 722
(48 3,140)
(329,0 03)
(710)
( 26,281)
C. Balance (A-B)
1.6 Interest expense and similar: other information
1.6.1 Interest expense on liabilities held in foreign currency
It ems
2011
Interest expense on liabilities held in foreign currency
2010
(7,882)
(10 ,495)
1.6.2 Interest expense on liabilities for finance lease transactions
It ems
2011
Interest expense on liabilities f or finance lease transactions
2010
(645)
164*
(569)
Notes to the Separate Financial Statements
Section 2 Commissions - Items 40 and 50 2.1 Commission income: composition
Type of se rvic e/Amount s
2011
a) guarantees granted
2010
13, 338
7,60 6
-
-
12, 420
19,59 8
7, 399
8,55 5
683
61 6
-
-
3.1. individual
-
-
3.2. col lective
-
-
b) credit derivatives
c) management, trad ing and advisory ser vices:
1. trading in financial instruments
2. foreign exchange trading
3. portfolio management
4. custody and administration of securi ties
5. depository b anking
6. placement of securi ties
7. receipt and transmission of or der s
8. advisory activities
8.1 on investments
8.2 on f inancial structure
1, 163
66
-
7,58 3
50
36 8
474
37 6
1, 920
1,20 5
1, 920
1,20 5
-
-
731
82 9
9.1. portfolio management
-
-
9. 1.1. individual
-
-
9. 1.2. collective
-
-
9. distribution of third party services
9.2. insurance pr od ucts
9.3. other pr od ucts
d) collection and payment services
e) servicer activities for securitisation tra nsactions
1
-
730
82 9
1, 439
1,55 8
37
44
f) services for f actoring transa ctions
-
-
g) tax collection and payment services
-
-
h) management of multilateral trading systems
-
-
i) current account administration
7
6
j) other services
Total
688
1,24 3
27,929
30,055
The decrease in commission income is attributable primarily to the absence of commissions
on the depository banking service no longer provided by UBI Banca since the second half of
2010.
165*
Notes to the Separate Financial Statements
2.2 Commission income: distribution channels for products and services
Channe ls/Values
2011
2010
a) Through own branches:
781
1. P ortf ol io management
1,197
-
-
50
36 8
731
82 9
-
-
1. P ortf ol io management
-
-
2. P lacement of securities
-
-
3. T hird par ty ser vices and products
-
-
-
-
1. P ortf ol io management
-
-
2. P lacement of securities
-
-
3. T hird par ty ser vices and products
-
-
2. P lacement of securities
3. T hird par ty ser vices and products
b) through indir ect networks:
c) Ot her distribut ion channels:
2.3 Commission expense: composition
Serv ices/Amounts
2011
a) guarantees received
2010
(65)
b) credit derivatives
c) management and trading ser vices:
1. trading in financial instr uments
2. f oreign excha nge tra ding
3. portf ol io management:
3.1. own
3.2. on beha lf of third parties
4. custody and administration of securities
5. placement of financial instruments
6. f inancial instruments, products and services distributed through
indirect networks
d) collection and payment services
e) other services
Total
166*
(90)
-
-
(6,715)
(8,104)
(4,457)
(3,425)
(29)
(255)
(1,387)
(808)
(1,387)
(808)
-
-
(753)
(3,410)
(89)
(206)
-
-
(1,290)
(1,354)
(6,776)
(6,582)
(14,846)
( 16,130)
Notes to the Separate Financial Statements
Section 3 Dividends and similar income - Item 70 3.1 Dividends and similar income: composition
ERRORE!
ERRORE!
It e m s / In c o m e
2 0 11
2 0 10
In c o m e f ro m
O .I.C .R . u n it s
D iv id e n d s
In c o m e f ro m
O .I.C .R . u n it s
D iv id e n d s
(co llect ive inves t ment
ins truments ).
(co llect ive inves tment
ins t rument s ).
A. F ina nc ia l a s s e ts he ld fo r tra ding
B . Ava ila ble -fo r-s a le fina nc ia l a s s e ts
117
-
2,632
-
14,846
2,682
16,786
3,107
C . F ina nc ia l a s s e ts a t fa ir va lue
D. Equity inve s tm e nts
To ta l
-
-
-
-
336,775
X
278,055
X
3 5 1,7 3 8
2 ,6 8 2
2 9 7 ,4 7 3
3 ,10 7
Dividends received on available-for-sale financial assets included those from Intesa
Sanpaolo Spa amounting to €11.2 million. A dividend of the same amount was also paid in
2010.
Details are given below of dividends received from equity investments in subsidiaries and
companies subject to significant influence.
2011
On equity investments in subsidiaries
2010
335,451
Banca di Valle Camonica Spa
258,831
876
5,307
Banca Carime Spa
31,453
59,760
Banca Popolare Commercio e Industria Spa
14,808
1,638
Banca Popolare di Ancona Spa
15,323
2,818
127,010
44,724
Banca Popolare di Bergamo Spa
Banca Regionale Europea Spa
14,371
30,897
Banco di Brescia San Paolo CAB Spa
78,107
32,282
Banco di San Giorgio Spa
Centrobanca Spa
IW Bank Spa
Società Bresciana Immobiliare Mobiliare - S.B.I.M. Spa
Silf Società Italiana Leasing e Finanziamenti Spa
-
617
14,280
24,514
-
1,865
1,120
910
-
37
UBI Banca International Sa
4,940
6,611
UBI Factor Spa
4,862
4,862
UBI Fiduciaria Spa
UBI Insurance Broker Srl
UBI Leasing Spa
119
153
3,200
2,745
-
8,648
24,982
26,202
On equity investments in companies subject to significant influence
1,324
19,224
Arca SGR Spa
1,156
1,619
Aviva Vita Spa
-
2,501
By You Spa
-
4,160
Lombarda Vita Spa
-
14,979
Polis Fondi SGRpA
168
81
UBI Pramerica SGR Spa
Secur Broker Srl
-
5
UBI Assicurazioni Spa
-
120
336,775
278,055
Total
167*
Notes to the Separate Financial Statements
Total dividends included an extraordinary distribution of retained earnings to the sole
shareholder, UBI Banca, by Banca Popolare di Bergamo (€100 million) and Banco di Brescia
San Paolo CAB (€60 million), approved by the respective shareholders meetings held in
December and recognised in the fourth quarter. That decision was justified by the
significant increase in equity achieved by the two banks on the basis of the Group policy in
force concerning payouts, which meant that dividends paid over the last three years were
not greater than 25% of distributable profit.
Section 4 Net trading income - Item 80 4.1 Net trading income: composition
Transactions/Components of income
Income from
trading
(B)
Gains
(A)
1. Financial assets held for trading
1.1 Debt instrume nts
1.2 Equity ins truments
1.3 Units in O.I.C.R.
(collec tive investment instruments)
Losses fro m
trad ing
(D)
Los ses
(C)
Net income (loss )
[(A+B)-(C+D)]
11,374
11,356
58,839
48,6 11
(23,035)
(10,077)
(21,357)
(20,39 5)
25,821
29,495
-
2,9 24
(12,805)
(88 4)
(10,765)
(109)
18
26
(153)
-
1.4 Financ ing
-
-
-
-
-
1.5 Othe r
-
7,2 78
-
(7 8)
7,200
1,662
-
(4,027)
-
(2,365)
1,662
-
(4,027)
-
(2,365)
-
-
-
-
2. Financial liabilities held for trading
2.1 Debt instrume nts
2.2 Othe r
-
3. Financial assets and liabilities: exchange rate
differences
X
4. Derivative instruments
4.1 Financ ial derivative s:
321,035
321,035
1,734,643
1,734,6 43
(372,485)
(372,119)
(1,708,332)
(1,704,23 9)
(25,015)
(20,556)
320,836
1,728,3 02
(371,992)
(1,692,45 5)
(15,309)
199
6,3 41
(127)
(11,78 4)
(5,371)
- on debt instrume nts and interest rates
- on equity ins truments and share indices
- on currencies and gold
- othe r
4.2 Credit de rivatives
Total
X
X
X
X
X
X
(6,502)
X
124
-
-
-
-
-
-
-
(366)
(4,09 3)
(4,459)
334,071
1,793,482
(399,547)
(1,729,689)
(8,061)
Trading activity recorded a profit of €29.4 million on debt instruments against a loss linked
to them in management terms of €15.3 million, incurred on debt instrument and interest
rate derivatives. Equity instruments included a gain on Medinvest International Sca of
€12.2 million and on Manisa Srl of €0.5 million. Uncovered short positions recorded a loss
on fair value changes of €2.4 million. Trading losses on credit derivatives related to
differentials on cash flows exchanged. Intragroup transactions not balanced with external
counterparties generated income of €979 thousand.
168*
Notes to the Separate Financial Statements
Section 5 Net hedging income - Item 90 5.1 Net hedging income: composition
Income components/Amount s
2011
2010
A. Inc ome re lating to:
A.1 Fair value hedge derivatives
486, 401
132,350
A.2 Hedged financial a ssets (fair va lue)
398, 870
235,238
A.3 Hedged financial l iabilities (f air value)
15, 237
95,343
A.4 Cash f low hedge financial derivatives
-
-
A.5 Assets and liabilities in f oreign currency
-
-
900,508
462,931
(409, 336)
(321,824)
Tot al income from hedging activity (A)
B. Expense r elat ing to:
B.1 Fair value hedge der ivatives
B.2 Hedged f inancial assets (f air value)
(28, 771)
(7,672)
(443, 578)
(115,769)
B.4 Cash flow hedge financial derivatives
-
-
B.5 Assets and liabilities in foreign currency
-
-
(881,685)
(445,265)
18,823
17,666
B.3 Hedged f inancial liabil ities (fair value)
Tot al expense from hedging activ ity (B)
C. Net hedging income (loss) (A-B)
Details of the income and expense for hedging transactions in relation to the items hedged
are as follows:
Description
net result
Assets:
Debt instruments available‐for‐sale
Due to banks
Loans to customers
2,775
39
‐5
Liabilities:
bonds in issue
16,014
Net income on hedging
18,823
169*
Notes to the Separate Financial Statements
Section 6 Income/expense from disposal or repurchase - Item 100 6.1 Income (loss) from disposals/repurchases: composition
Items/Income components
2011
Profits
2010
Losses
Net result
Profits
Losses
Net result
Financial assets
1. Loans to banks
-
-
-
-
-
-
2. Loans to customers
-
-
-
-
(6)
(6)
8,619
(56)
8,563
17,972
(10)
17,962
7
(2)
5
8,664
(7)
8,657
8,340
(54)
8,286
9,308
(3)
9,305
272
-
272
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
8,619
(56)
8,563
17,972
(16)
17,956
1. Due to banks
-
-
-
-
-
-
2. Due to customers
-
-
-
-
-
-
3. Securities issued
14,271
(184)
14,087
389
(615)
(226)
Total liabilities
14,271
(184)
14,087
389
(615)
(226)
3. Available-for-sale financial assets
3.1 Debt instruments
3.2 Equity instruments
3.3 Units in O.I.C.R (collec tive inv estment instruments)
3.4 Financing
4. Held-to-maturity investments
Total assets
Financial liabilities
With regard to financial assets, the main transactions on equity instruments which
generated income in the income statement were as follows:
- London Stock Exchange: €6.8 million
- Banca Cooperativa Valsabbina Scrl: €1.1 million
- Permicro Spa: €374 thousand
The repurchase of securities outstanding subscribed by institutional counterparties
generated a profit of €14.3 million.
170*
Notes to the Separate Financial Statements
Section 7 Net income/expense on assets and liabilities at fair value Item 110 7.1 Net change in financial assets/liabilities at fair value: composition
In c o m e f ro m
t ra d in g
(B )
G a in s
(A )
T ra n s a c t io n s / C o m p o n e n t s o f in c o m e
1. F in a n c ia l a s s e t s
752
Lo s s e s f ro m
t ra d in g
(D )
Lo s s e s
(C )
2 ,3 9 0
( 17 ,9 9 0 )
N e t in c o m e
( lo s s )
[ ( A +B ) - ( C +D ) ]
( 2 4 ,0 0 1)
( 3 8 ,8 4 9 )
1.1 De bt ins trum e nts
-
-
-
-
1.2 Equity ins trum e nts
-
-
-
-
-
752
2,390
(17,990)
(24,001)
(38,849)
1.3 Units in O.I.C .R . (c o lle c tive inve s tm e nt ins trum e nts )
1.4 F ina nc ing
-
2 . F in a n c ia l lia b ilit ie s
-
-
-
-
-
-
-
-
-
-
2.1 S e c uritie s is s ue d
-
-
-
-
-
2.2 Due to ba nks
-
-
-
-
-
2.3 Due to c us to m e rs
-
-
-
-
-
x
x
x
x
3 . O t h e r f in a n c ia l a s s e t s a n d lia b ilit ie s in
f o re ig n c u rre n c y: f o re ig n c u rre n c y d if f e re n c e s
4 . C re d it a n d f in a n c ia l d e riv a t iv e s
To ta l
-
-
-
-
-
-
752
2 ,3 9 0
( 17 ,9 9 0 )
( 2 4 ,0 0 1)
( 3 8 ,8 4 9 )
The table below gives the changes that occurred in the OICR (collective investment
instruments) portfolio in 2011.
description
opening balances
Pramerica Funds
Tages Funds
Other hedge funds
Total
increases
654,370
decreases/
redemptions
profits/losses
exchange
rate effects
-22,041
-4,790
430
-5,877
486
21,327
-637,119
-21,611
-17,238
486
126,174
-11,361
31,078
654,370
closing
balance
-632,329
116,208
147,286
gains/losses
171*
104,847
Notes to the Separate Financial Statements
Section 8 Net impairment losses - Item 130 8.1 Net impairment losses on loans: composition
Transac tions/
Compo nents of income
Impairment losses
Specific
Write-offs
A. Loans to banks
Rev ersals
Portfolio
Specific
Ot her
Of intere st
2011
2010
Port fo lio
Othe r rev ersals
Of inte rest
Other reversals
-
-
-
-
-
-
-
-
-
- Financing
-
-
-
-
-
-
-
-
-
- Deb t instruments
-
-
-
-
-
-
-
-
-
-
(369)
(689)
-
-
-
1
(1, 057 )
(51)
- Financing
-
(369)
(689)
-
-
-
1
(1, 057 )
(51)
- Deb t instruments
-
-
-
-
-
-
-
-
-
-
(369)
( 689)
-
-
-
1
( 1,057)
(51)
B. Loans to customers
C. Tot al
8.2 Net impairment losses on available-for-sale financial assets: composition
T ra n s a c t io n s / C o m p o n e n t s o f
in c o m e
Im p a irm e n t lo s s e s
R e v e rs a ls
S p e c if ic
S p e c if ic
Writ e - o f f s
Othe r
o f in t e re s t
2 0 11
2 0 10
O t h e r re v e rs a ls
A. De bt ins trum e nts
-
-
-
-
-
-
B . Equity ins trum e nts
C . Units in O.I.C .R .
-
(112,548)
X
X
( 112 ,5 4 8 )
( 3 8 ,3 2 1)
-
(7,511)
X
-
( 7 ,5 11)
( 1,6 5 0 )
D. Lo a ns to ba nks
-
-
-
-
-
-
E. Lo a ns to c us to m e rs
-
-
-
-
-
-
( 12 0 ,0 5 9 )
( 3 9 ,9 7 1)
(co llect ive inves tment ins truments )
To ta l
-
( 12 0 ,0 5 9 )
-
-
As already reported, impairment losses on equity instruments were as follows: Intesa
Sanpaolo Spa: €108.8 million; A2A Spa: €3.3 million and Siteba Spa: €455 thousand.
Impairment losses on OICRs consisted of €4.3 million on the Polis Portafoglio Immobiliare
fund and €3.2 million of impairment losses were recognised on other private equity funds.
8.3 Net impairment losses on held-to-maturity investments: composition
There were no held-to-maturity investments.
172*
Notes to the Separate Financial Statements
8.4 Net impairment losses on other financial transactions: composition
Transac tions/Component
s of income
Impairment losses
Portfolio
Spe cific
Write-offs
2011
Reversals
Specific
Other
Por tfolio
Other
reve rsals
Of intere st
2010
Ot her
reve rsals
Of inter est
A. Gua rantees granted
-
(3,109)
(5,210)
-
-
-
1,483
(6,836)
(9,343)
B. Credit derivatives
-
-
-
-
-
-
-
-
-
C. Commitments to pay fund
-
-
-
-
-
-
-
-
-
D. Other tr ansactions
-
-
-
-
-
-
-
-
-
E. Tota l
-
( 3,109)
( 5,210)
-
-
-
1,483
(6,836)
(9,343)
The item, “Impairment losses – other”, relates to losses recognised on specific guarantees
granted, while portfolio impairment is determined by using the calculation methodology
employed for recognition of collective impairment losses in all the banks in the Group.
The specific impairment loss reported relates to an intragroup guarantee requested by
Prestitalia Spa and granted by UBI Banca relating to losses on loans that the company
sold to Banca 24-7 Spa.
The guarantee was designed to protect Banca 24-7 Spa against a loss of 1% of the
exposure at risk and was calculated on the basis of the risk of losses on the loans
guaranteed. The impairment loss recognised during the year on that position amounted to
€3.1 million which, together with the impairment loss of €8.4 million recognised the year
before, resulted in a total loss of €11.5 million.
173*
Notes to the Separate Financial Statements
Section 9 Administrative expenses - Item 150 9.1 Personnel expenses: composition
Type of expense/Amounts
2011
1) Employees
a) Wages and salaries
b) Social security charges
c) Post-employment benefits
d) Pension expense
e) Provision for post-employment benefits
f) Provision for pension and similar:
2010
(187,398)
(179,620)
(127,946)
(120,781)
(33,371)
(32,094)
(8,111)
(8,204)
-
-
(919)
(1,275)
-
-
- defined contribution
-
-
- defined benefits
-
-
(7,657)
(7,921)
(7,657)
(7,921)
-
-
g) Payments to external supplementary pension plans:
- defined contribution
- defined benefits
h) Expenses resulting from share based payments
i) Other employee benefits
2) Other personnel in service
-
-
(9,394)
(9,345)
(495)
(2,205)
3) Directors and statutory auditors
(7,478)
(7,425)
4) Expenses for retired personnel
16,123
64
5) Recoveries of expenses for personnel on secondment to other companies
89,413
83,501
6) Reimbursements of expenses for personnel on secondment at the Bank
Total
174*
(24,714)
(24,906)
(114,549)
(130,591)
Notes to the Separate Financial Statements
9.2 Average number of employees by category
2011
1) EMPLOYEES
2010
1,209
1,316
a. number of senior manager s
119
131
b. number of middle mana gers: 4th level
226
238
c. number of middle managers 3r d level
131
135
d. number of middle mana gers 2nd level
130
137
e. number of middle managers 1st level
149
139
f. r emaining employees
454
536
35
64
a. number of non employee directors
32
32
b. number of temporary agency staff
3
2) OTHER PERSON NEL
c. number of workers on project contracts
32
-
q. number of other workers on other types of contract
TOTAL
-
-
-
1,244
1,380
9.3 Defined benefit company pension funds: total costs
No defined benefit company pension funds exist.
9.4 Other benefits for employees
Details are given below of other benefits for employees.
2011
2010
Leaving incentives
(1,811)
(4,286)
Expenses for luncheon vouchers
(1,772)
(2,027)
Insurance expenses
(2,551)
(1,561)
(25)
(15)
(1,630)
(186)
Expenses for medical visits
Expenses for attendance on personnel training courses
Expenses for internal communications and conventions
(436)
(176)
Other expenses
(1,169)
(1,094)
Total
(9,394)
(9,345)
175*
Notes to the Separate Financial Statements
9.5 Other administrative expenses: composition
Type of service/Amo unts
2011
A. Other administr ative expenses
2010
(109,642)
Rent payable
Professional a nd advisory servi ces
Rentals on har dware, softwar e a nd other assets
Maintenance of hardware, software and other assets
(113,167)
(9, 194)
(8,714)
(20, 647)
(25,791)
(3, 043)
(3,220)
(527)
(720)
Tenancy of premises
(7, 269)
(7,566)
Property and equipment ma intenance
(2, 259)
(2,075)
Counting, transport and management of valuables
Membership fees
(6)
(4)
(1, 561)
(1,601)
Inf or mation services and land registry searches
(844)
(377)
Books and per iod ica ls
(551)
(517)
(387)
(464)
Postal
Insurance premiums
(1, 004)
(962)
Advertising
(2, 142)
(3,790)
(695)
(677)
Telephone and d ata transmissi on expenses
(9, 001)
(9,493)
Outsourced services
(3, 584)
(4,109)
Travel expenses
(3, 788)
(4,041)
(39, 637)
(35,744)
Entertainment expenses
Instalments on services provided by Group companies
Cr edit r ecovery expenses
Printing, stationery and consumables
Transport and r emovals
Security
Other expenses
B. Indirect taxes
- Indirect taxes and duties
- Stamp duty
- Municipal property tax
- Other tax
Total
176*
(63)
(23)
(640)
(656)
(269)
(247)
(1, 826)
(1,811)
(705)
(565)
( 3,319)
(3,496)
(704)
(487)
(80)
(164)
(2, 226)
(2,103)
(309)
(742)
(112,961)
(116,663)
Notes to the Separate Financial Statements
Section 10 Net provisions for risks and charges
- Item 160 10.1 Net provisions for risks and charges: composition
Provisions
Net pr ovisions as
at:
Uses
Provisions
Net prov isions as
at:
Uses
31.12.2011
31.12.2010
Provision f or revocati on risks
-
-
-
-
-
-
Personnel expense
-
-
-
-
-
-
Provision f or bonds in default
Net provisions for litigation
-
-
-
-
-
-
(407)
519
112
(1, 275)
193
(1,082)
Provisions for r isks a nd charges
(1,003)
296
(707)
(1, 000)
36
(964)
Tot al
(1,410)
815
(595)
(2,275)
229
( 2,046)
Section 11 Net impairment losses on property, equipment and
investment property
- Item 170 11.1 Net impairment losses on property, equipment and investment property:
composition
Assets/Income components
A. Property, equipment and investment property
A.1 Owned
- For operational use
- For investment
A.2 Acquired thro ugh finance lease
- For operational use
- For investment
Total
Depreciation
(a)
Reversals of
impairment
losses
(c )
Impairment
losses
(b)
Net result
(a+b-c)
(24,333)
(8,463)
(15,870)
(542)
-
-
(542)
(24,875)
-
-
177*
(24,333)
(8,463)
(15,870)
(542)
(542)
(24,875)
Notes to the Separate Financial Statements
Section 12 Net impairment losses on intangible assets
- Item 180 12.1 Net impairment losses on intangible assets: composition
Assets/Income components
Amortisation
(a)
A. Intangible asset s
A.1 Owned
- Internally generated by the Bank
- other
A.2 Acquired thro ugh finance lease
Total
(1,583)
(1,583)
(1,583)
Impairment
losses
(b)
Reversals of
impairment
losses (c)
(19,517)
(19,517)
(19,517)
Net result
(a+b-c)
-
(21,100)
(21,100)
(21,100)
The distribution agreements with By You Spa were renegotiated during the year. That
renegotiation resulted in changes in the cash flows that will be generated by that
distribution channel and on that basis an impairment loss on intangible assets attaching to
the distribution channel of €19.5 million was recognised.
Section 13 Other operating income and expense - Item 190 13.1 Other operating expense: composition
2011
Other operat ing ex pense s
2010
(3,020)
( 3,464)
Depr eciation of improvements to third party leased assets
( 92)
(165)
Fi nes and charges f or late tax payments
( 47)
-
(2,881)
(3 ,299)
Other exp enses and prior year expense
178*
Notes to the Separate Financial Statements
13.2 Other operating income: composition
2011
Other operat ing income
2010
98,297
Recover ies of taxes
Income for services to Group member comp anies
Charges to third parties for expenses on deposit and current accounts
Other income f or property management
Rent income
Other income, expense recover ies and prior year income
179*
112,187
12
22 1
63,5 82
77,43 2
1
1
2,6 38
1,61 9
30,6 32
30,62 7
1,4 32
2,28 7
Notes to the Separate Financial Statements
Section 14 Profits (losses) of equity investments - Item 210 14.1 Profits (losses) of equity investments: composition
Component of income/ Amounts
31.12.2011
A. Inc ome
31.12.2010
2, 296
1. Revaluations
80,902
-
-
2, 296
80,902
3. Reversals of impairment losses
-
-
4. Other income
-
-
(2,509, 728)
( 18,775)
2. Prof its on sale
B. Expense
1. Write-downs
2. Impairment losses
-
-
(2,509, 609)
( 18,435)
3. Losses on sale
(8)
(132)
4. Other expense
(111)
(208)
(2,507,432)
62,127
Net result
Details of impairment losses on equity investments are given in the assets section in Table
10.3, “Annual changes in equity investments”, which may be consulted. Profits on disposals
of €2.3 million were realised on the disposal of the investment in By You Spa.
Section 15 Net result of fair valuation of property, equipment and
investment property and intangible assets – Item 220 –
No items of this type exist for the Bank.
Section 16 Net impairment losses on goodwill - Item 230 The impairment loss recognised was €521.2 million. Details are given in the assets section
in Table 12.3, “Other information”, which may be consulted.
180*
Notes to the Separate Financial Statements
Section 17 Profits (losses) on disposal of investments - Item 240 17.1 Profits (losses) on disposal of investments: composition
C ompo nent of income/Amount s
2011
A. Proper ties
2010
64
5,56 7
- P rofits on sale
1 86
5,61 5
- L osses on sale
(122)
(48)
(4)
(34)
B. Other a ssets
- P rofits on sale
15
28
- L osses on sale
( 19)
(62)
60
5,533
Net result
181*
Notes to the Separate Financial Statements
Section 18 Taxes on profit for the year for continuing operations - item
260 18.1 Taxes on profit for the year from continuing operations: composition
Income components/ Amounts
2011
1. Current taxes (-)
2010
(426,083)
2. Change in current taxes of prior years (+/-)
3. Reduction i n current taxes for the year (+ )
4. Change in deferred tax assets (+/ -)
5. Change in deferred tax liabilities (+/-)
6. Taxes for the year (-) (-1+/ -2+3+/ -4+/-5)
1,055
835
-
-
-
855,197
(4,118)
25,502
(1,254)
455,451
(4,317)
Current taxes, amounting to €426,900 thousand, consisted of €525,642 thousand for
the substitute tax provision made for the realignment of tax and carying amount of goodwill
and other intangible assets, pursuant to article 23, paragraphs 12 to 15 of Decree Law No.
98 of 6/7/2011, net of positive adjustments resulting from participation in the tax
consolidation scheme totalling €98,785 thousand and of valuations of available-for-sale
securities amounting to €29 thousand. The amount also includes taxes of €72 thousand
resulting from the application of regulations on CFCs.
The change in prior year current taxes, positive by €835 thousand, consists of €793
thousand from the payment of 2010 taxes and €42 thousand from the adjustment of the
provision for litigation risks.
The change in deferred tax assets amounting to €856,014 thousand consists of the
difference between the balance on increases and decreases reported in table 13.3 net of the
amount reported within item 2.3 of €5,179 thousand relating to deferred tax assets on a
health policy that arose in prior years with the balancing entry in equity.
The change in deferred tax liabilities of €25,502 thousand, consists of the difference
between the balance of increases and decreases reported in table 13.5 gross of the amount
reported within item 2.3 of €936 thousand relating to deferred tax liabilities on a health
policy that arose in prior years with the balancing entry in equity.
182*
Notes to the Separate Financial Statements
18.2 Reconciliation between theoretical taxation and actual taxation recorded in the
accounts
IRES (CORPORATE INCOME TAX)
Taxable income
Theoretical IRES payable
(3,168,527)
IRES
%
871,345
27.50%
Permanent increases
- Non deductible interest expense
- Buildings non business
- MUNICIPAL PROPERTY TAX
- Non deductible donations
- Non deductible auto expenses
- Non deductible losses and impairment
- Non deductible Pex losses
- Non deductible depreciation and amortisation
39,980
(10,994)
203
(56)
-0.35%
0.00%
2,227
(612)
-0.02%
82
(23)
0.00%
616
(169)
-0.01%
3,084,427
(848,218)
-26.77%
8
(2)
0.00%
21,018
(5,780)
-0.18%
- Entertainment expenses
229
(63)
0.00%
- Non deductible provisions
992
(273)
-0.01%
- Representative office expenses
420
(116)
0.00%
- Recognition of gains on the disposal of equity investments
1,007
(277)
-0.01%
- other non deductible expenses
5,801
(1,595)
-0.05%
- CFC taxes
- Purchase Price Allocation realignment
(72)
0.00%
352,841
11.14%
Permanent decreases
- PEX gains
- Exempt dividends
- Other changes
(957)
263
0.01%
(333,180)
91,624
2.89%
(422)
116
0.00%
- Sterilisation of gain on disposal of AFS equity investments with tax deduction
(6,824)
1,877
0.06%
- Sterilisation of gain on disposal of equity investments with tax deduction
(3,758)
1,033
0.03%
(13,978)
3,844
0.12%
- 2011 ACE (economic growth) concessions
- Litigation provision
- Deferred tax, other changes
Effective IRES payable
(370,636)
42
0.00%
708
0.02%
455,443
14.37%
No reconciliation is given for tax liabilities relating to IRAP (local production tax), because
UBI Banca recorded a loss in 2011 for the purposes of this regional tax and, as opposed to
corporate income tax, that loss cannot be offset against possible future year taxable income
for IRAP purposes.
183*
Notes to the Separate Financial Statements
Section 19 Post-tax profit from discontinued operations - Item 280 19.1 Post-tax profit from discontinued operations: composition
In c o m e c o m p o n e n t s / A m o u n t s
2 0 11
2 0 10
1. Inc o m e
-
-
2. Expe ns e
-
-
3. R e s ults o f c ha nge in fa ir va lue o f a s s e ts a nd a s s o c ia te d lia bilitie s
-
-
4. P ro fit o n s a le
30
89,072
5. Ta xe s a nd dutie s
(8)
(5,704)
P ro f it ( lo s s )
22
8 3 ,3 6 8
Taxes recognised on the item profit from discontinued operations amounting to €8
thousand consisted of corporate income tax on profit realised on the sale of a property.
19.2 Details of taxes on income in relation to discontinued operations
2011
2010
1. Current taxation (-)
8
5,704
2. Change in deferred tax assets (+/ -)
-
-
3. Change in deferred tax liabilities (-/ +)
-
-
4. Ta xes on income for the year ( -1+/-2+/ -3)
8
5,704
Section 20 Other information
There is no further significant information.
184*
Notes to the Separate Financial Statements
Section 21 Earnings per share
21.1 The average number of ordinary shares with diluted share capital
IAS 33 specify a precise method for calculating earnings per share (EPS) with two formulas:
basic earnings and diluted earnings per share.
Basic EPS has been calculated by dividing the profit attributable to ordinary equity holders
of the Parent by the weighted average number of ordinary outstanding shares during the
year.
21.2 Other information
The relative figures for basic and diluted EPS for the separate UBI Banca accounts are given
below, while greater details of the methods of calculation and figures for the Group are given
in the relative section of the consolidated financial statements.
Positions as at 31.12.2011
Position as at 31.12.2010
Profit "attributable"
(thousands of euro)
Weighted average
ordinary shares
Earnings per share
Profit "attributable"
(thousands of euro)
Weighted average ordinary
shares
Basic EPS
-2,702,899
774,891,234
-3.4881
278,099
639,145,902
0.4351
Diluted EPS
-2,702,899
774,891,234
-3.4881
278,099
639,145,902
0.4351
185*
Earnings per share
Notes to the Separate Financial Statements
Part D – Comprehensive income
Detailed statement of comprehensive income
2011
Gross
amount
Items
Tax on
income
10. Loss for the year
Net amount
(2,713,054)
Other comprehensive income
20. Available-for-sale financial assets:
a) changes in fair value
(1,195,079)
308,973
(886,106)
(1,831)
509
(1,322)
b) transfer to the income statement
- impairment losses
- profits (losses) on sale
934
(2,441)
(1,507)
c) other changes
30. Property, equipment and investment property
40. Intangible assets
50. Foreign investment hedges:
a) changes in fair value
b) transfer to the income statement
c) other changes
60. Cash flow hedges
a) changes in fair value
b) transfer to the income statement
c) other changes
70. Foreign currency differences:
a) changes in value
b) transfer to the income statement
c) other changes
80. Non current assets held for sale.:
a) changes in fair value
b) transfer to the income statement
c) other changes
90. Actuarial gains (losses) on defined benefit plans
(1,228)
338
(890)
(1,197,204)
307,379
(889,825)
100. Share of fair value reserves of equity-accounted
investees:
a) changes in fair value
b) transfer to the income statement
- impairment losses
- profits and losses from sale
c) other changes
110. Total other comprehensive income (loss)
120. Comprehensive loss (item 10 + 110)
(3,602,879)
186*
Notes to the Separate Financial Statements
The main details of the changes in fair value and transfers to the income statement are
given below in thousands of euro.
a) Changes in fair value
gross change in
reserve
Government securities
Other debt instruments
tax net change in reserve
(1,056,036)
271,202
(784,834)
(134,967)
34,815
(100,152)
(4,076)
2,956
(1,120)
(1,195,079)
308,973
(886,106)
Other certificates
The decrease in the reserve for government securities and debt instruments was caused by
the credit risk inherent in the market prices of the securities. This component became more
significant in the last quarter of the year in relation to the increase in country risk for Italy
which resulted in sharp reductions in market prices for debt instruments issued by the
Italian government and by banks.
b) transfer to the income statement
gross change in reserve description ‐ Polis closed‐end property fund ‐ Siteba Spa
‐ other
net change in reserve tax (1,624) (314) 107
525
19
(35) (1,099) (295) 72
(1,831) 509
(1,322) 187*
Notes to the Separate Financial Statements
Part E - Information on risks and the relative hedging
policies
In compliance with current regulations, the UBI Group has adopted a risk control system
which disciplines and integrates the organisational, regulatory and methodological
guidelines of the system of internal controls with which all Group member companies must
comply in order to allow the Parent to perform its activities of strategic, management and
operational control in an effective and economical manner.
The Bank works pro-actively to identify the risks to which it is subject and to define the
relative criteria for measuring, managing and monitoring them.
The key principles on which Group risk analysis and management are based for the pursuit
of an increasingly more knowledgeable and efficient allocation of economic and supervisory
capital are as follows:
- rigorous containment of financial and credit risks and strong management of all
types of risk;
- the use of a sustainable value creation approach to the definition of risk appetite and
the allocation of capital;
- definition of the Group’s risk appetite with reference to specific types of risk and/or
specific activities in a set of policy regulations for the Group and for the single
entities within it.
This part furnishes information on the risk profiles listed below, on the relative management
and hedging policies pursued by the Bank and its activities relating to financial derivative
instruments:
a) credit risk;
b) market risks:
- interest rates,
- price,
- currency;
c) liquidity risk;
d) operational risks.
A report on the general framework of the risks and uncertainties to which the Bank is
exposed is given in a special section of the report on operations, prepared in compliance
with Legislative Decree No. 32 of 2nd February 2007, which implements EC Directive No.
2003/51/EC.
Section 1 Credit risk
Qualitative information
1. General aspects
The strategies, policies and instruments for the assumption and management of credit risk
are defined by the Risk Management Area of the Parent in co-operation with the Credit and
Credit Recovery Macro Area and with support and co-ordination of the relative specialist
units.
188*
Notes to the Separate Financial Statements
There is a particular focus in the formulation of policies to manage credit risk on
maintaining an appropriate risk-yield profile and on assuming risks that are consistent with
the risk appetite defined by senior management and, more generally, with the mission of the
UBI Group.
The priorities in the orientation of the Group's credit management policies are to support
local economies, families, businessmen, professionals and small-to-medium sized
enterprises.
The particular attention paid to maintaining relationships established with customers and
to developing them over the years is one of the strong points of the Group and it helps to
eliminate information asymmetries and offers continuity in customer relationships with a
view to long term support.
Even in the continuing and difficult current economic situation, the Bank is ensuring that
the economy has adequate access to credit by participating, amongst other things, in
“Agreements” stipulated between the Italian Banking Association, the Ministry of Finance
and trade associations, while preserving the quality of its assets and by employing an
extremely selective approach to “non core” exposures.
With regard to “business” customers in particular, lending rules have been formulated and
are being followed for the disbursement and management of loans, which in operational
terms translate into action which ranges from the development to the containment of
exposures. These rules are based on a number of drivers as follows:
 internal counterparty rating (average weighted rating for Groups of companies),
linked to the degree of protection provided by any accessory guarantees there may
be;
 degree of engagement of the UBI Group with the counterparty or Group of
companies;
 the economic sector to which the counterparty or Group of companies belongs with a
view to:
 the level of sector risk;
 the overall level of concentration of the UBI Group in the individual economic
sector (with verification also of the concentration at individual bank or company
level).
Finally particular attention is paid to the definition of guidelines for the treatment of new
products, with adequate reporting to senior management concerning observance of riskyield objectives, the calculation of minimum interest rates for granting loans, the quality of
borrowers, guarantees received and expected rates of recovery in cases of insolvency.
2. Policies for the management of credit risk
2.1 Organisational aspects
In the performance of its traditional banking business, the Bank is exposed to the risk that
the loans it grants will not be repaid by borrowers when they are due and a partial of full
impairment loss must be recognised on them. More specifically the risk profile for lending is
sensitive to the performance of the economy as a whole, to the deterioration in the financial
position of counterparties (shortage of liquidity, insolvency, etc.), or to changes in their
competitiveness, to structural or technological changes in corporate debtors and to other
external factors (e.g. changes in legislation, deterioration in the value of financial guarantees
and mortgages connected with market performance).
189*
Notes to the Separate Financial Statements
The organisational model on which the units which manage lending activity is based is as
follows:
 Parent units for centralised monitoring and co-ordination;
 the General Managements of banks and Group companies, to which the following
report:
- credit departments;
- local credit centres,
- branches;
- corporate banking units (CBUs);
- private banking units (PBUs).
The characteristics of that organisational model ensure strong standardisation between the
units of the Parent and the corresponding units in the network banks, with consequent
linearity in the processes and the optimisation of information flows. Loan granting activity is
also differentiated, at local level, by customer segment (retail/private banking/corporate and
institutional) and specialised by the status of the loan: “performing” (managed by retail,
private banking and corporate lending units) and “default” (managed by problem loan units).
The Parent oversees policy management, overall portfolio monitoring, the refinement of
assessment systems, problem loan management and compliance with regulations through
the Credit and Credit Recovery, Risks Control and the Strategic Development and Planning
Macro Areas and the Audit Function of the Parent and the Group.
Credit positions at UBI are principally connected with treasury activity performed for
institutional counterparties and Group entities.
Further details of credit risk management policies are given in the same section of the notes
to the consolidated financial statements, which may be consulted.
2.2 Management, measurement and control systems
The Credit Risk Service is responsible for Group reporting on credit risk in order to monitor
changes in the risk attached to lending for individual banks and commercial portfolios. The
reports are submitted quarterly to the Boards of Directors of the individual network banks.
For the network banks and Centrobanca the reports describe distributions by internal
rating classes, LGD and expected loss and for the network banks they also give changes in
average risk for the corporate market, the small business portfolio in the retail market and
for the affluent and mass market portfolios again in the retail market. Reporting for the
product companies is based on the specific risk for the various types of lending and
products marketed. Special reports on specific matters are also prepared on the main
components of credit risk. In 2011 the quarterly report to the network banks was broadened
to include a special section on the monitoring of policies (monitoring the level of expected
loss and the distribution of loans by class of risk) for each network bank.
The set of models which constitute the internal rating system of the Group is managed by
the Risk Management Area and by the Credit Area of the Parent.
The system at present involves the use of automatic models for private individuals and
small-sized businesses, automatic models supplemented by qualitative questionnaires and a
geo-sectoral module for medium to large-size businesses. However, a mainly judgemental
190*
Notes to the Separate Financial Statements
model for major borrowers (i.e. groups of companies with authorised credit of greater than
€20 million) was discontinued from July 2011.
As part of the Basel 2 project activities, which involve an initial validation on the network
banks and Centrobanca limited to the “businesses” supervisory portfolio, estimates were
performed on a new generation of rating and LGD estimation models for that portfolio,
following, amongst other things, discussions with the Supervisory Authority.
The main features of this new generation of rating models are as follows:
 the revision of the credit risk segmentation, which defines which model is applied to
each counterparty;
 the development of a new quantitative component, which uses internal models for
the analysis of the financial component, abandoning the use of a model furnished by
an external provider;
 the development of new software engines to integrate the different components of
quantitative analysis;
 the development of new qualitative questionnaires;
 a different procedure for incorporating information on the group of companies to
which a counterparty belongs within automatic rating models;
 a different procedure for updating ratings designed to ensure an optimum mix
between the need to incorporate up-to-date information and maintain a low level of
volatility.
Estimates were performed with regard to LGD on the new models for the network banks,
based, amongst other things, on econometric estimate factors and used both from a
management and regulatory viewpoint. Centrobanca Spa’s estimate models were also
subjected to detailed revision, which involved not only an update of the historical data series
employed, but also a revision of the clusters and underlying assumptions, with a
conservative orientation.
In view of the proposals to modify banking regulations (Basel 3) and the European Banking
Authority (EBA) recommendation on capital, the overall planning for the Basel Two Project
was moved forward by six months with respect to the original objective. Consequently, the
first calculation of the minimum capital requirement using the Advanced Internal Rating
Based (AIRB) approach for credit risk is planned for the June 2012 supervisory reports.
In October and November, the Parent, UBI Banca, was subject to a pre-validation inspection
by the Bank of Italy and, subsequently, in meetings held on 15th December, the
Management Board and the Supervisory Board approved the filing of an official application
to the Supervisory Authority for authorisation to use the AIRB approach for the calculation
of the capital requirement for credit risk. In the meeting just mentioned the Supervisory
Board therefore certified compliance by the Group, both at consolidated and individual
company level, with the minimum regulatory requirements set for the AIRB approach. It was
decided as part of the roll-out plan that the Parent, UBI Banca, would form part of the
validation perimeter at a second stage and would not form part of the first validation group
(network banks and Centrobanca Spa), in 2013.
As recommended by the Bank of Italy circular No. 263/2006, New Supervisory Instructions
for Banks, the Group currently adopts the standardised approach for the determination of
supervisory capital. It was decided to make use, for the “businesses and other” supervisory
class of exposures in particular, of external credit ratings, where available, furnished by the
agencies Moody’s and Cerved Group (formerly Lince), which are ECAIs (External Credit
Assessment Institutions) recognised by the Bank of Italy.
191*
Notes to the Separate Financial Statements
Activity also continued in 2011 to revise, update and adopt policies and regulations for
credit risk management.
Existing policies are listed below together with the principal contents:
–
Credit Risk Management Policy, which unifies regulations for the management of
different types of credit risk in a single document, which were previously contained
in separate policies. This policy sets regulations for the following:
- ordinary customers, for which, regulations, principles and limits to manage
-
-
credit risk are set on the basis of the availability of internal ratings. The
definition of the limits is based on a series of indicators expressed in terms of:
capital allocation, values for maximum risk (i.e. target and maximum expected
loss), limits on the assumption of risks in terms of the distribution of exposures
by credit rating class and the management of credit quality;
institutional and ordinary counterparties resident in countries at risk for which
the risk management policy, the relative regulations to implement it and the
documents document setting limits lay down rules and principles for managing
credit granted to resident and non resident institutional customers and also to
ordinary customers in countries at risk. As with ordinary customers, the
definition of the limits is based on a series of indicators expressed in terms of:
capital allocation, limits on the assumption of risks in terms of the distribution of
exposures by credit rating class and countries and the management of credit
quality;
single name concentration risk, which sets maximum exposure limits on single
counterparties in order to limit risks of instability that would arise from high
rates of concentration for loans to major borrowers if one of these should default;
–
Policy for the distribution of mortgage loans through brokers, which regulates the
procedures for the use of external distribution networks for granting mortgages to
non captive customers in order to contain potential credit, operational and
reputational risks;
–
Policy on the portability, renegotiation, substitution and early repayment of the
mortgages of direct customers of the network banks, which provides UBI Group
guidelines for the portability (in both directions), the renegotiation, the substitution
and early repayment (partial or total) of mortgages. It is designed with a view to
minimising the times required, the conditions and the related costs (by setting
minimum service standards, amongst other things) and also to equipping the Group
with appropriate processes and instruments to manage the relative risks (credit,
operational and reputation);
–
Policy on the portability, renegotiation, substitution and early repayment of mortgages
granted through brokers, which relates to mortgages granted on the basis of standing
arrangements between the companies and banks in the Group and specific
distribution networks;
–
Risk-adjusted pricing policy, which defines a process to formulate and implement
risk-adjusted pricing approaches for various products which involve the assumption
of credit risk;
–
Policy on risks resulting from securitisations, which sets guidelines for the Group to
manage risks resulting from securitisations;
192*
Notes to the Separate Financial Statements
–
Policy on residual risk, which defines strategic orientations relating to the
management of “residual risk”, defining the process of control over the acquisition
and use of techniques to reduce credit risk in order to mitigate the risk in question.
2.3 Techniques for mitigating credit risk
The Bank applies policies to reduce counterparty risk through netting and collateralisation
arrangements, both for credit and financial derivative instruments and also for repurchase
agreements, with reference to institutional counterparties.
This is performed through special contracts which regulate repurchase agreement
transactions (termed Global Master Repurchase Agreements – GMRAs), and OTC derivatives
contracts (termed International Swaps and Derivatives Association agreements – ISDAs,
together with Credit Support Annexes – CSAs). The GMRAs contain special margin lending
clauses designed to cover exposure as each individual transaction is presented. Similarly
the CSAs, which in fact are attachments to ISDAs, serve the purpose of regulating the
exchange of collateral to support derivatives transactions, in order to contain counterparty
risk.
Further details of credit risk mitigation methods are given in Part E of the notes to the
consolidated financial statements.
2.4 Deteriorated financial assets
Limited positions are monitored at UBI of impaired financial assets.
193*
Notes to the Separate Financial Statements
Quantitative information
A. CREDIT QUALITY
A.1 Deteriorated and performing credit exposures: amounts, impairment losses, changes, economic and
geographical distribution
A.1.1 Distribution of credit exposures by portfolio and by credit quality (carrying amounts)
Non-performing
loans
Portfolios/quality
Restructured
exposures
Impaired loans
Past due exposures
Other assets
Tota l
1. Financial assets held for tradi ng
-
-
-
-
3, 506,697
3,506,697
2. Availa ble-f or-sale financial assets
-
-
-
-
6, 263,048
6,263,048
3. Held-to-maturi ty investments
-
-
-
-
-
-
4. Loans to banks
-
-
-
-
30, 224,290
30,224,290
280
-
-
-
15, 692,383
15,692,663
6. Financial assets at fair value
-
-
-
-
-
-
7. Financial assets held for disposal
-
-
-
-
-
-
8. Hedging deriva tives
-
-
-
-
616,454
616,454
Tot al 31.12.2011
280
-
-
-
56,302,872
56,303,152
Tot al 31.12.2010
622
-
-
-
54,359,033
54,359,655
5. Loans to customers
194*
Notes to the Separate Financial Statements
A.1.2 Distribution of credit exposures by portfolio and by credit quality (gross and net amounts)
Det eriorated assets
Portfolios/Quality
Spec ific
impairment losse s
Gr oss expo sure
Per forming
N et ex posure
Gr oss e xposure
Portfolio
impairment losses
X
Tot al
(net
exposure)
Ne t exposur e
1. Financial assets held for tradi ng
-
-
-
X
3,506, 697
3,506,697
2. Availa ble-f or-sale financial assets
-
-
-
6 ,26 3,04 8
-
6,263, 048
6,263,048
3. Held-to-maturi ty investments
-
-
-
-
-
-
-
4. Loans to b anks
-
-
-
30 ,22 4,29 0
-
30,224, 290
30,224,290
15 ,69 3,41 3
(1,0 30)
15,692, 383
15,692,663
-
-
5. Loans to customers
5,530
(5, 250)
280
6. Financial assets at fair value
-
-
-
7. Financial assets held for d isp osal
-
-
-
8. Hedging deriva tives
-
-
-
Total 31.12.2011
5,530
(5,250)
280
52,180,751
Total 31.12.2010
5,689
(5,067)
622
51,111,954
X
X
-
X
-
-
616, 454
616,454
(1,030)
56,302,872
56,303,152
(6)
54,359,033
54,359,655
X
Deteriorated positions within loans to customers included the following amounts: €49 thousand accounting for 8.625% of the
€572 thousand due from the company Lehman Brothers International Europe, while the amount of €4.7 million due from the
company Lehman Brothers Special Financing was fully written-off (the portion of the loss recognised in 2011, amounted to €150
thousand, equal to the exchange rate adjustment, while the remaining loss had already been recognised in prior years).
Details on individual items of deteriorated loans to customers are as follows:
Description
gross exposure
specific
impairment losses
net exposure
Lehman Brothers Special Financing
Lehman Brothers International Europe
Other non-performing loans to customers
4,721
572
237
-4,721
-523
-6
0
49
231
Total
5,530
-5,250
280
Portfolio impairment losses on performing loans consisted of €335 thousand for the total write-down of the coupons maturing on
the Orio Finance PLC TV instrument, while the remaining part regarded impairment losses on loans to non-banking financial
institutions recognised using the same parameters and methods as those used by the network banks for collective measurement
of impairment on loans.
195*
Notes to the Separate Financial Statements
A.1.3 On- and off-balance sheet exposures to banks: gross and net amounts
Type o f exposure/amounts
Specific impairment
losses
Gross exposure
Portfolio
impairment losses
Net expo sure
A. On-balance sheet expo sure
a) Non per forming loans
-
-
X
b) Impaired loans
-
-
X
-
c) Restructured exposures
-
-
X
-
-
X
d) Past due exposures
-
e) Other assets
31,118, 078
Total A
X
31,118,078
-
-
-
31, 118 ,078
-
31,118,078
(1)
24, 421 ,486
B. Off-b alance sheet ex posures
a) Deteriorated
-
b) Other
24,421, 487
-
X
X
-
Total B
24,421,487
-
(1)
24,421,486
Tot al A+B
55,539,565
-
(1)
55,539,564
A.1.4 On-balance sheet credit exposures to banks: changes in gross impaired
exposures
No deteriorated exposures to banks were recognised.
A.1.5 On-balance sheet credit exposures to banks: changes in total impairment losses
No impairment losses on deteriorated exposures to banks were recognised.
196*
Notes to the Separate Financial Statements
A.1.6 On- and off-balance sheet credit exposures to customers: gross and net amounts
T yp e o f e xp o s u re / a m o u n t s
S p e c if ic im p a irm e n t
lo s s e s
G ro s s e xp o s u re
P o rt f o lio
im p a irm e n t lo s s e s
N e t e xp o s u re
A . O n - b a la n c e s h e e t e xp o s u re
a ) No n-pe rfo rm ing lo a ns
5,530
(5,250)
X
b) Im pa ire d lo a ns
-
-
X
-
c ) R e s truc ture d e xpo s ure s
-
-
X
-
-
X
d) P a s t due e xpo s ure s
-
e ) Othe r a s s e ts
23,134,260
To ta l A
X
2 3 ,13 9 ,7 9 0
280
(1,030)
( 5 ,2 5 0 )
( 1,0 3 0 )
23,133,230
2 3 ,13 3 ,5 10
B . O f f - b a la n c e s h e e t e xp o s u re s
a ) De te rio ra te d
25,237
b) Othe r
2,546,259
(4,896)
X
X
20,341
(26,837)
2,519,422
To ta l B
2 ,5 7 1,4 9 6
( 4 ,8 9 6 )
( 2 6 ,8 3 7 )
2 ,5 3 9 ,7 6 3
T o t a l A +B
2 5 ,7 11,2 8 6
( 10 ,14 6 )
( 2 7 ,8 6 7 )
2 5 ,6 7 3 ,2 7 3
Comments on on-balance sheet exposures have been given at the foot of table A.1.2. As
concerns impairment losses on off-balance sheet transactions, the impairment loss of €4.9
million relates to total impairment losses recognised on unsecured guarantees. Details of
the item “Portfolio impairment losses on off-balance sheet – b) Other” are given in Income
Statement Section Table 8.4 – “Net impairment losses on other financial transactions”.
197*
Notes to the Separate Financial Statements
A.1.7 On-balance sheet credit exposures to customers: changes in deteriorated exposures
Descr ipt ion/c ategor ies
Non-perfor ming loans
A. Initial gross exposure
- of which: exposures transferred not der ecognised
B. Inc reases
Restructured
e xposures
Impair ed loans
Past due exposures
5,689
-
-
-
-
-
-
186
-
-
-
B. 1 transf ers fr om perf or ming cr edit exposures
-
-
-
-
B. 2 transf ers fr om other categories of impaired exposures
-
-
-
-
B. 3 Other increases
186
-
-
-
(345)
-
-
-
C. 1 transf ers to performing credit exposures
-
-
-
-
C. 2 write-offs
-
-
-
-
C. Decreases
C. 3 payments received
(345)
-
-
-
C. 4 f rom disposals
-
-
-
-
C. 2 transf ers to other categor ies of deteriorated exposures
-
-
-
-
C. 6 other decreases
-
-
-
-
5,530
-
-
-
-
-
-
-
D. Final gross ex posure
- of which: exposures transferred not der ecognised
198*
Notes to the Separate Financial Statements
A.1.8 On-balance sheet credit exposures to customers: changes in total impairment losses
D e s c rip t io n / c a t e g o rie s
A . T o t a l in it ia l n e t im p a irm e n t
N o n - p e rf o rm in g
lo a n s
( 5 ,0 6 7 )
- o f whic h: e xpo s ure s tra ns fe rre d no t de re c o gnis e d
-
B . In c re a s e s
( 18 3 )
B .1 im pa irm e nt lo s s e s
B .2 tra ns fe rs fro m o the r c a te go rie s o f de te rio ra te d e xpo s ure s
B .3 o the r inc re a s e s
-
P a s t due
e xp o s u re s
-
-
-
-
-
(33)
-
-
-
-
-
-
-
(150)
C . D e c re a s e s
R e s t ru c t u re d
e xp o s u re s
Im p a ire d lo a n s
-
-
-
-
C .1 unre a lis e d re ve rs a ls o f im pa irm e nt lo s s e s
-
-
-
-
C .2 re ve rs a ls o f im pa irm e nt lo s s e s
-
-
-
-
C .3 write -o ffs
-
-
-
-
C .4 tra ns fe rs to o the r c a te go rie s o f im pa ire d e xpo s ure s
-
-
-
-
C .5 o the r de c re a s e s
D . T o t a l c lo s in g n e t im p a irm e n t
( 5 ,2 5 0 )
- o f whic h: e xpo s ure s tra ns fe rre d no t de re c o gnis e d
-
199*
-
-
-
-
Notes to the Separate Financial Statements
-
Loans to customers: gross and net amounts
31.12.2011
Non-performing
Impaired l oans
l oans
Gross exposure
- Financing
- Securities
Specific impairment l osses
- Financing
Restructured
exposures
Past due
exposures
Country risk
5,530
5,530
-
-
-
-
15,693,413
15,267,204
-
-
-
-
-
426,209
(5,250)
(5,250)
-
-
-
-
- Securities
-
-
-
-
-
Portfol io impairment l osses
- Financing
-
-
-
-
-
- Securities
Total
Performing
l oans
X
X
X
(1,030)
(1,030)
-
-
-
-
-
-
280
-
-
-
-
15,692,383
200*
Notes to the Separate Financial Statements
A.2 Classification of exposures on the basis of external and internal ratings
A.2.1 Distribution of on- and off-balance sheet credit exposures by external rating class
External rating classes
Exposures
Class 1
A. On-balance sheet credit exposures
B. Derivatives
Class 2
Class 3
353,569
6,959,209
Class 4
179,009
Class 5
-
Unrated
Class 6
-
Intragroup
Total
-
6,226,077
40,761,493
54,479,357
-
70,879
-
-
-
-
932,304
1,048,381
2,051,564
B.1 Financial derivatives
-
70,879
-
-
-
-
932,304
1,045,728
2,048,911
B.2 Credit derivatives
-
-
-
-
-
-
-
2,653
2,653
C. Guarantees granted
-
210,224
-
-
-
-
1,361,423
14,424,013
15,995,660
D. Commitments to grant funds
-
1
15
-
-
-
714,887
8,199,123
8,914,026
353,569
7,240,313
179,024
-
-
-
9,234,691
64,433,010
81,440,607
Total
The following table gives the relationship between external rating classes reported in the table and the Moody’s classes.
Class
Moody's Ratings
1
Aaa,Aa,Aa1,Aa2,Aa3
2
A,A1,A2,A3
3
Baa,Baa1,Baa2,Baa3
4
Ba,Ba1,Ba2,Ba3
5
B,B1,B2,B3
Caa,Caa1,Caa2,Caa3,C
a,C,DDD,DD,D
6
201*
Notes to the Separate Financial Statements
A.2.2. Distribution of on- and off-balance sheet credit exposures by internal rating class
Internal rating classes
Exposures
A. On-balance sheet exposure
B. Derivatives
Unrated
1
2
3
4
5
6
7
8
9
10
11
-
-
-
-
-
3,424
15,012
2,737
-
157,167
-
54,073,247
Total
54,251,587
-
-
-
-
-
-
2,274
-
-
27,270
-
2,022,020
2,051,564
B.1 Financial derivatives
-
-
-
-
-
-
2,274
-
-
27,270
-
2,019,367
2,048,911
B.2 Credit derivatives
-
-
-
-
-
-
-
-
-
-
-
2,653
2,653
-
75,419
-
224,809
606,900
-
46,328
24,832
34,657
6,076
20,028
14,956,611
15,995,660
-
-
-
-
-
-
-
-
-
-
-
8,914,026
8,914,026
-
75,419
-
224,809
606,900
3,424
63,614
27,569
34,657
190,513
20,028
79,965,904
81,212,837
C. Guarantees granted
D. Commitments to grant funds
Total
On-balance sheet exposures include equity instruments and units in O.I.C.R.s (collective investment instruments) in accordance with the
information already given in the preceding tables A.1.3 and A.1.6.
Only 0.33% of on-balance sheet exposures have been assigned an internal rating. This is due to the extremely small volume of the Bank’s
traditional lending business to customers and to the prevalence of positions in financial instruments.
202*
Notes to the Separate Financial Statements
A.3 Distribution of guaranteed/secured exposures by type of guarantee
A.3.1 Guaranteed/secured credit exposures to banks
The secured credit exposures to banks consist of reverse repurchase agreements. The amount for the net exposure relates to the carrying
amount, while the market value of the underlying securities is given for the collateral.
The counterparties in question consist of banks in the Group for €4.8 billion and of other banks for approximately €534 million of the amount.
P e rs o n a l g u a ra n t e e s ( 2 )
S e c u re d ( 1)
C re d it d e riv a t iv e s
A m o unt o f
n e t e xp o s u re
P ro p e rt ie s
S e c u rit ie s
Othe r
c o lla t e ra l
C LN
s
Un s e c u re d g u a ra n t e e s
T o t a l ( 1) +( 2 )
O t h e r d e riv a t iv e s
G o v e rn m e n t
Othe r
s a nd
p u b lic
c e n t ra l
a u t h o rit ie s
ba nks
B a nks
G o v e rn m e n t
Othe r
s a n d c e n t ra l
p u b lic
ba nks
a u t h o rit ie s
Othe r
B a nks
Othe r
1. o n - b a la n c e s h e e t
g u a ra n t e e d / s e c u re d c re d it
e xp o s u re s
1.1. fully gua ra nte e d/s e c ure d
4,704,189
-
5,146,855
-
-
-
-
-
-
-
-
-
-
5 ,14 6 ,8 5 5
- o f whic h de te rio ra te d
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1.2. pa rtia lly gua ra nte e d/s e c ure d
587,406
-
559,980
-
-
-
-
-
-
-
-
-
-
5 5 9 ,9 8 0
- o f whic h de te rio ra te d
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2 . O f f - b a la n c e s h e e t
g u a ra n t e e d / s e c u re d c re d it
e xp o s u re s
2.1. fully gua ra nte e d/s e c ure d
- o f whic h de te rio ra te d
2.2. pa rtia lly gua ra nte e d/s e c ure d
- o f whic h de te rio ra te d
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
203*
Notes to the Separate Financial Statements
A.3.2 Guaranteed/secured credit exposures to customers
Personal guar ant ees (2)
Secured (1)
C redit derivatives
Amount o f net
exposur e
Sec urities
Other
co llateral
Tot al ( 1) +(2)
Other derivatives
CLNs
Properties
Unsecured guarantees
Go vernment s
a nd central
b anks
Other
pub lic
a uthor ities
Banks
Gove rnments
and central
banks
Other
Other public
authorities
Banks
Other
1. On-ba lance she et
guaranteed/se cure d cr edit
exposur es
1. 1. ful ly guaranteed/secured
3 ,050,5 26
-
3, 507, 020
-
-
-
-
-
-
-
-
-
-
- of which deteriorated
1. 2. partially
gua ranteed/ secured
-
-
-
-
-
-
-
-
-
-
-
-
-
-
357,9 94
-
349, 418
-
-
-
-
-
-
-
-
-
-
349,418
- of which deteriorated
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2. Off-balance sheet
guaranteed/se cure d cr edit
exposur es
2. 1. ful ly guaranteed/secured
-
3,507,020
-
-
-
-
-
-
-
-
-
-
-
-
-
- of which deteriorated
2. 2. partially
gua ranteed/ secured
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- of which deteriorated
-
-
-
-
-
-
-
-
-
-
-
-
-
-
The secured credit exposures to customers consist of reverse repurchase agreements. The amount for the net exposure relates to the carrying
amount, while the market value of the underlying securities is given for the collateral. Reverse repurchase agreements, which amounted to
€3.1 billion, were entered into with the Group member company UBI Leasing Spa for €2.5 billion and with Cassa di Compensazione e Garanzia
(central counterparty clearing) for €916 million.
204*
Notes to the Separate Financial Statements
B. DISTRIBUTION AND CONCENTRATION OF CREDIT EXPOSURES
B.1 Distribution by sector of on- and off-balance sheet credit exposures to customers (carrying amount)
G o v e rn m e n t s
O t h e r p u b lic a u t h o rit ie s
F in a n c ia l c o m p a n ie s
In s u ra n c e c o m p a n ie s
N o n f in a n c ia l c o m p a n ie s
Othe r
E xp o s u re s /
C o u n t e rp a rt ie s
A . O n - b a la n c e s h e e t
e xp o s u re
A.1 No n-pe rfo rm ing lo a ns
-
-
X
-
-
X
49
(5,244)
X
-
-
X
231
(6)
X
-
-
A.2 Im pa ire d lo a ns
-
-
X
-
-
X
-
-
X
-
-
X
-
-
X
-
-
X
A.3 R e s truc ture d e xpo s ure s
-
-
X
-
-
X
-
-
X
-
-
X
-
-
X
-
-
X
-
X
-
X
-
X
-
X
-
X
A.4 P a s t due e xpo s ure s
A.5 Othe r e xpo s ure s
To ta l A
7,233,305
X
7 ,2 3 3 ,3 0 5
-
-
-
10
X
10
-
-
-
15,695,645
15 ,6 9 5 ,6 9 4
X
X
(1,001)
( 5 ,2 4 4 )
( 1,0 0 1)
98,127
-
X
9 8 ,12 7
-
-
84,097
8 4 ,3 2 8
X
(29)
(6 )
(2 9 )
22,046
X
X
2 2 ,0 4 6
-
-
B . O f f - b a la n c e s h e e t
e xp o s u re s
B .1 No n-pe rfo rm ing lo a ns
-
-
X
-
-
X
-
-
X
-
-
X
14,253
(4,884)
X
-
-
X
B .2 Im pa ire d lo a ns
-
-
X
-
-
X
-
-
X
-
-
X
-
-
X
-
-
X
-
X
-
X
B .3 Othe r de te rio ra te d a s s e ts
-
B .4 Othe r e xpo s ure s
1
X
-
159,212
X
X
(788)
636,860
X
(269)
438,861
X
X
(45)
6,088
1,250,748
(12)
X
X
(5,323)
33,740
X
X
(20,412)
1
-
-
15 9 ,2 12
-
(7 8 8 )
6 3 6 ,8 6 0
-
(2 6 9 )
4 3 8 ,8 6 1
-
(4 5 )
1,2 7 1,0 8 9
( 4 ,8 9 6 )
( 5 ,3 2 3 )
3 3 ,7 4 0
-
( 2 0 ,4 12 )
T o t a l ( A +B ) 3 1.12 .2 0 11
7 ,2 3 3 ,3 0 6
-
-
15 9 ,2 2 2
-
(7 8 8 )
16 ,3 3 2 ,5 5 4
( 5 ,2 4 4 )
( 1,2 7 0 )
5 3 6 ,9 8 8
-
(4 5 )
1,3 5 5 ,4 17
( 4 ,9 0 2 )
( 5 ,3 5 2 )
5 5 ,7 8 6
-
( 2 0 ,4 12 )
T o t a l ( A +B ) 3 1.12 .2 0 10
8 ,7 0 4 ,6 0 7
-
-
3 0 5 ,2 6 0
-
(4 )
15 ,4 9 8 ,110
( 5 ,0 6 1)
( 6 ,6 2 7 )
12 3 ,7 5 3
-
(8 )
8 9 4 ,9 5 9
( 4 ,9 0 2 )
( 4 ,9 2 5 )
6 5 ,3 6 3
-
( 8 ,4 4 0 )
To ta l B
205*
Notes to the Separate Financial Statements
B.2 Geographical distribution of on- and off-balance sheet credit exposures to customers (carrying amount)
E xp o s u re s / G e o g ra p h ic a l
a re a s
O T H E R E UR O P E A N
C O UN T R IE S
IT A LY
Ne t
e xp o s u re
T o t a l im p a irm e n t
lo s s e s
Ne t
e xp o s u re
A M E R IC A
T o t a l im p a irm e n t
lo s s e s
Ne t
e xp o s u re
A S IA
T o t a l im p a irm e n t
lo s s e s
Ne t
e xp o s u re
R E S T O F T H E WO R LD
T o t a l im p a irm e n t
lo s s e s
Ne t
e xp o s u re
T o t a l im p a irm e n t
lo s s e s
A . O n - b a la n c e s h e e t
e xp o s u re
A.1 No n-pe rfo rm ing lo a ns
231
(6)
-
-
49
(5,244)
-
-
-
A.2 Im pa ire d lo a ns
-
-
-
-
-
-
-
-
-
-
A.3 R e s truc ture d e xpo s ure s
-
-
-
-
-
-
-
-
-
-
A.4 P a s t due e xpo s ure s
A.5 Othe r e xpo s ure s
TOTA L A
-
-
-
-
-
-
-
-
-
-
-
22,232,704
(445)
517,600
(471)
382,926
(114)
-
-
-
-
2 2 ,2 3 2 ,9 3 5
( 4 5 1)
5 17 ,6 0 0
( 4 7 1)
3 8 2 ,9 7 5
( 5 ,3 5 8 )
-
-
-
-
B . O f f - b a la n c e s h e e t
e xp o s u re s
B .1 No n-pe rfo rm ing lo a ns
14,253
(4,884)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
6,088
(12)
-
-
-
-
-
-
-
-
2,342,678
(26,837)
26,366
-
142,530
-
7,848
-
-
-
B .2 Im pa ire d lo a ns
B .3 Othe r de te rio ra te d a s s e ts
B .4 o the r e xpo s ure s
TOTA L B
2 ,3 6 3 ,0 19
( 3 1,7 3 3 )
2 6 ,3 6 6
-
14 2 ,5 3 0
-
7 ,8 4 8
-
-
-
T o t a l ( A +B ) 3 1.12 .2 0 11
2 4 ,5 9 5 ,9 5 4
( 3 2 ,18 4 )
5 4 3 ,9 6 6
( 4 7 1)
5 2 5 ,5 0 5
( 5 ,3 5 8 )
7 ,8 4 8
-
-
-
T o t a l ( A +B ) 3 1.12 .2 0 10
2 4 ,6 4 9 ,4 7 4
( 2 4 ,5 4 7 )
3 7 6 ,5 0 4
(3 5 8 )
5 5 1,4 6 5
( 5 ,0 6 1)
14 ,6 0 9
-
-
-
206*
Notes to the Separate Financial Statements
B.3 Geographical distribution of on- and off-balance sheet credit exposures to banks (carrying amount)
E xp o s u re s / G e o g ra p h ic a l a re a s
O T H E R E UR O P E A N
C O UN T R IE S
IT A LY
A M E R IC A
R ES T OF THE
WO R LD
A S IA
A . O n - b a la n c e s h e e t e xp o s u re
A.1 No n-pe rfo rm ing lo a ns
-
-
-
-
-
-
-
-
-
A.2 Im pa ire d lo a ns
-
-
-
-
-
-
-
-
-
-
A.3 R e s truc ture d e xpo s ure s
-
-
-
-
-
-
-
-
-
-
A.4 P a s t due e xpo s ure s
A.5 Othe r e xpo s ure s
TOTA L A
-
-
-
-
-
-
-
-
-
-
-
28,264,048
-
2,843,448
-
4,602
-
4,250
-
1,730
-
2 8 ,2 6 4 ,0 4 8
-
2 ,8 4 3 ,4 4 8
-
4 ,6 0 2
-
4 ,2 5 0
-
1,7 3 0
-
B . O f f - b a la n c e s h e e t e xp o s u re s
B .1 No n-pe rfo rm ing lo a ns
-
-
-
-
-
-
-
-
-
-
B .2 Im pa ire d lo a ns
-
-
-
-
-
-
-
-
-
-
B .3 Othe r de te rio ra te d a s s e ts
-
-
-
-
-
-
-
-
-
-
9,468,079
-
14,881,906
(1)
71,501
-
-
-
-
-
B .4 o the r e xpo s ure s
TOTA L B
9 ,4 6 8 ,0 7 9
-
14 ,8 8 1,9 0 6
( 1)
7 1,5 0 1
-
-
-
-
-
T o t a l ( A +B ) 3 1.12 .2 0 11
3 7 ,7 3 2 ,12 7
-
17 ,7 2 5 ,3 5 4
( 1)
7 6 ,10 3
-
4 ,2 5 0
-
1,7 3 0
-
T o t a l ( A +B ) 3 1.12 .2 0 10
3 6 ,3 2 3 ,2 9 1
-
2 4 ,4 2 2 ,3 8 2
(5 )
18 8 ,18 4
-
3 ,8 3 8
-
1,7 5 8
-
207*
Notes to the Separate Financial Statements
B.4 Large exposures
Number of positions
Exposure
Risk position
31.12.2011
4
97,659,672
1,404,864
“Large exposures” have been defined as exposures for nominal amounts equal to or greater
than 10% of the supervisory capital, since the supervisory report for 31st December 2010.
Individual banks belonging to banking groups are subject to an individual limit of 40% of
their supervisory capital. The latter limit relates to the “risk position”, which is the weighted
exposure according to the rules of the current regulations.
C. Securitisations and the transfer of assets
C.1 Securitisation transactions
Qualitative information
Albenza, Albenza 2 and Albenza 3 transactions
Three securitisations were performed in 1999, 2000 and 2001 by the former Banca Popolare
di Bergamo – Credito Varesino, now UBI Banca, pursuant to Law No. 130/99, on performing
mortgage loans to private individuals resident in Italy. These securitisations were performed
to support the considerable expansion in the home mortgage lending sector.
All the securitisation transactions described above were carried out with the assistance of
special purpose entities (SPEs) established for that purpose, as provided for by Law No.
130/1999. The Bank holds no interests in those companies, in order: Albenza Srl, Albenza 2
Società per la Cartolarizzazione Srl and Albenza 3 Società per la Cartolarizzazione Srl.
The special purpose entities which transferred the securitised loans engaged UBI for the
servicing activity which in turn signed a sub-servicing contract with its subsidiary Banca
Popolare di Bergamo Spa, delegating to it principally the task of managing relations with
customers, the receipt of instalments on mortgage repayments and in-court and out-ofcourt debt collection.
The Albenza and Albenza 2 transactions were wound up in advance in 2008 and 2009
respectively, in accordance with the provisions of the contract. In 2011 servicing activity
was therefore only performed in relation to the Albenza 3. securitisation. The consideration
paid to UBI Banca during the year for that activity amounted to €45 thousand.
The Bank constantly monitors the performance of transactions and periodically informs
senior management and the supervisory body of credit recovery activities and the quality of
the existing portfolio when quarterly reports are prepared. While they were inevitably
affected by the general deterioration of the economic crisis, these factors again continued to
be satisfactory in 2011 in consideration of the good quality of the portfolio initially
transferred.
208*
Notes to the Separate Financial Statements
UBI Finance 2 transaction
A securitisation transaction was performed in the first half of 2009 by transferring loans to
small to medium-sized enterprises classified as performing and held by the subsidiary,
Banco di Brescia Spa, to a special purpose entity named UBI Finance 2 Srl.
The main characteristics of the UBI Finance 2 securities issued on 27th February 2009 are
as follows:

class A notes (senior tranches): nominal amount €1,559,500,000.00 at floating rate,
assigned the highest rating by Fitch. These securities have been made available to
UBI Banca by means of repurchase agreements to be used as collateral in repo
transactions with the ECB or to guarantee intraday transactions with the Bank of
Italy;

class B notes (junior tranches): nominal amount €519,850,000.00 with no rating
and with a yield equal to the additional return on the transaction, which allows the
originator, Banco di Brescia, to benefit from the excess spread on the underlying
portfolios.
In order to comply with new requirements for the eligibility of securitised instruments as
collateral in refinancing operations with the ECB, in the first quarter of 2011 Moody’s, the
rating agency, was asked to assign a second rating to the class A securities. The rating
initially assigned was Aaa.
On 20th July 2011, the first amortisation payment of the class A notes took place amounting
to approximately €970.5 million. Therefore as at 31st December 2011, the senior tranches
amounted to €589,072,430.92, nominal while the amount of the class B notes, which
because of their subordination received no amortisation payment, remained unchanged. On
20th January 2012, the subsequent amortisation payment date, €129.9 million of the class
A notes was redeemed, while no redemption of the class B notes took place because of the
subordination clause.
With regard to that securitisation, UBI Banca, as the Parent of the Group, fills the roles of
the Italian account bank, calculation agent and servicer, while it delegated responsibility to
the originator Banco di Brescia, as the sub-servicer, for collecting payments and managing
relations with customers for the securitised assets (except for those positions classified as
non-performing which were handled by the Credit Area of the Parent). In return for those
activities UBI Banca received payment which totalled €250 thousand in 2011.
209*
Notes to the Separate Financial Statements
UBI Finance 3 transaction
In the second half of 2010 a new securitisation transaction was initiated by transferring
loans to small to medium-sized enterprises, classified as performing and held by Banca
Popolare di Bergamo Spa, to the special purpose entity UBI Finance 3 Srl.
The transaction was completed in two stages:
-
the transfer of the loans by the originator Banca Popolare di Bergamo to the special
purpose entity UBI Finance 3 on 6th December 2010, for an amount of approximately
€2.8 billion;
-
the issue of securities by UBI Finance 3, which took place on 25th July 2011. The
characteristics of the notes issues are as follows:

class A notes (senior tranches): nominal amount €1,863,600,000.00 at floating rate,
maturity in 2050, assigned an AAA rating by Fitch and an Aaa rating by Moody’s.
The current rating levels are A- (Fitch) and Aa3 (Moody’s);

class B notes (junior tranches): nominal amount €897,300,000.00, maturity 2050,
unrated and with a yield equal to the additional return on the transaction, which
allows the originator, Banca Popolare di Bergamo, to benefit from the excess spread
on the underlying portfolios.
When the mortgages were transferred, servicing and sub-servicing contracts were signed by
which UBI Banca as the Parent performs the role of servicer, while the collection of
payments and managing relations with customers for the securitised assets were delegated
to the originator, Banca Popolare di Bergamo, as the sub-servicer (here too, except for those
positions reclassified as non-performing, which will be handled by the Credit Area of the
Parent). The remuneration due to UBI Banca in 2011 for that activity amounted to €155
thousand.
The UBI Finance 3 securitisation is a “revolving” operation. It is therefore possible for
further transfers of mortgages to be made by the originator by April 2013, to be financed by
the special purpose entity UBI Finance 3 with the receipts of the securitised portfolio.
As already reported, in the last few months of 2011 and again in February 2012, the ratings
assigned to UBI Banca by the three rating agencies Moody’s, Fitch and Standard and Poor’s
were reduced following the downgrade of the rating for Italy.
The reduction in the Parent’s rating, which, as indicated above, plays key roles in the
organisation of the securitisations, had the effect in some cases of triggering additional
guarantee mechanisms and can lead to further action on the part of the agencies
themselves, even with regard to the ratings assigned to securitised notes. With regard to the
first point, at the end of October 2011 Banca Popolare di Bergamo, the originator of the UBI
Finance 3 securitisation, made a subordinated payment of €50 million to that entity,
designed to cover potential payouts connected with specific risks (“set-off risk”), while UBI
Banca, as the “liquidity facility provider” made a sum of €28 million available on the
accounts of the special purpose entity to meet the risk of possible liquidity shortages.
Similar action was taken by UBI Banca as the “liquidity facility provider” for the UBI
210*
Notes to the Separate Financial Statements
Finance 2 securitisation, where in this case a payment of €16.3 million was made in
November. For both these securitisations, margin deposits had to be made for the swap
contracts in which either UBI Banca or the originator banks are counterparties and in the
first quarter of 2012 UBI Banca International had to be replaced by Bank of New York
Mellon as the account bank for the securitisation.
With regard to the ratings on the other hand, the rating agencies undertook initial action to
reduce the ratings on the class A notes downgrading them to A- for Fitch and Aa2 for
Moody’s, the levels at which they stood at the end of 2011. To complete the information, at
the end of 2011 Fitch again placed the operation “on watch” and then confirmed the rating
for the notes at the beginning of 2012 maintaining it at A-, while Moody’s cut its rating
further bringing the class A notes down to Aa3. The new ratings assigned to the above
securities nevertheless remain compatible with the eligibility requirements for refinancing
operations with the Central Bank.
211*
Notes to the Separate Financial Statements
Quantitative information
C.1.1 Exposures resulting from securitisation transactions by quality of the underlying assets
Q u a lit y o f u n d e rlyin g
a s s e t s / E xp o s u re s
O n - b a la n c e s h e e t e xp o s u re s
S e n io r
A . Wit h o wn u n d e rlyin g
a s s e ts :
-
M e z z a n in e
-
-
G u a ra n t e e s g ra n t e d
J u n io r
-
-
S e n io r
-
-
M e z z a n in e
-
-
-
C re d it lin e s
J u n io r
-
S e n io r
-
-
M e z z a n in e
-
-
J u n io r
-
-
-
a ) De te rio ra te d
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
b) Othe r
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
B . Wit h u n d e rlyin g a s s e t s
o f o t h e rs :
a ) De te rio ra te d
b) Othe r
1,4 4 7
1,4 4 7
2 ,4 0 2
2 ,4 0 2
5 ,3 6 2
5 ,0 2 9
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,447
1,447
2,402
2,402
5,362
5,029
-
-
-
-
-
-
-
-
-
-
-
-
C.1.2 Exposures resulting from the principal “own” securitisation transactions by type of securitised assets and by type of exposure
No exposures resulting from “own” securitisation transactions to report.
212*
Notes to the Separate Financial Statements
C.1.3 Exposures resulting from the principal “third party” securitisation transactions by type of securitised assets and by type of
exposure
Credit lines
Impairment
losses/rever sals
Impairment
losses/rever sals
Junior
Carrying amount
Mezzanine
Impairment
losses/rever sals
C arrying amount
Impairment
losses/rever sals
Senior
C arrying amount
Junior
C arrying amount
Impair ment
losses/ reversals
Impairment
losses/rev ersa ls
Mezzanine
Impairment
losses/ rever sals
Senior
Car rying amount
Junior
Car rying amount
Impair ment
losses/r eversals
Car rying amount
Mezzanine
Impair me nt
losses/r eversals
Type of underlying
assets/Exposures
Car rying amount
Se nior
Guar ant ees granted
Ca rrying amount
On-b alance sheet exposures
A. Subject t o full der ecognit ion
A.1
LOMB L EASE F4 22 TV C
A.2
OR IO FINAN CE 3 PLC
A.3
LOMB L EASE F4 22 TV A
ABS instr uments
Mortgages on properties
ABS instr uments
1,447
(45)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,029
( 333)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,402 (338)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
The Orio Finance 3 PLC security was classified within asset item 20, “Financial assets held for trading” and the relative impairment loss was
recognised within income statement item 80 “Net trading income”. The remaining securities were classified within asset item 40, “Available-forsale financial assets”, with a consequent balancing entry in the fair value reserve in equity.
213*
Notes to the Separate Financial Statements
C.1.4 Exposures resulting from securitisation transactions by portfolio and type
Exposure/portfolio
Financial asset s held
for t rading
Financial assets fair
value options
Av ailable-for-sale
financial assets
Held-to-maturit y
investments
Loans
31.12.2011
31.12.2010
5,029
-
3,849
-
-
8,878
100,234
- " Senior"
-
-
1,447
-
-
1,447
92,091
- " Mezzanine"
-
-
2,402
-
-
2,402
2,784
5, 029
-
-
-
-
5,029
5,359
2. Of f-balance sheet exposur es
-
-
-
-
-
-
-
- " Senior"
-
-
-
-
-
-
-
1. On-balance sheet exposur es
- " Junior"
- " Mezzanine"
-
-
-
-
-
-
-
- " Junior"
-
-
-
-
-
-
-
214*
Notes to the Separate Financial Statements
C.1.5 Total amount of the securitised assets underlying the junior securities or other forms of lending support
Assets/amounts
A. Ow n underl ying assets:
A.1 Subject to full derecognition
Traditional
securitisations
Synthetic
securitisations
-
X
1. Non-performing loans
-
X
2. Impaired loans
-
X
3. Restructured exposures
-
X
4. P ast due exposures
-
X
5. Other assets
-
X
-
X
-
X
A.2 Subject to partial derecognition
1. Non-performing loans
2. Impaired loans
-
X
3. Restructured exposures
-
X
4. P ast due exposures
-
X
5. Other assets
-
X
A.3 Not derecognised
1. Non-performing loans
-
-
-
-
2. Impaired loans
-
-
3. Restructured exposures
-
-
4. P ast due exposures
-
-
5. Other assets
-
-
23,119
848
-
B. Underl ying assets of others:
B.1 Non-performing loans
B.2 Impaired loans
B.3 Restructured exposures
B.4 P ast due exposures
B.5 Other assets
120
-
-
-
22,151
-
215*
Notes to the Separate Financial Statements
C.1.6 Interests in special purpose entities
Name
Lombarda Lease Finance 4
UBI Lease Finance 5
24‐7 Finance UBI Finance
UBI Finance 2
UBI Finance 3
Registered address
Via XX Settembre, 8 ‐ Brescia
Via Foro Bonaparte, 70 ‐ Milano
Via XX Settembre, 8 ‐ Brescia
Via Foro Bonaparte, 70 ‐ Milano
Via XX Settembre, 8 ‐ Brescia
Via XX Settembre, 8 ‐ Brescia
% interest
10%
10%
10%
60%
10%
10%
Information on special purpose entities is given in Part E of the notes to the consolidated financial statements, where a description is given of
all the securitisations performed by Group member companies and the relative interests of UBI Banca as the Parent.
C.1.7 Servicer activity – payments received on securitised loans and redemptions of securities issued by the special purpose entity
Special purpose entity
Percentage of securities redeemed (end of period figure)
Securitised assets (end of
period figure)
Payments received on loans
during year
Deteriorated
Performing
Deteriorated
Albe nza Srl
-
-
-
-
-
-
-
-
-
-
Albe nza 2 Società pe r la
cartolarizzazione Srl
-
-
-
-
-
-
-
-
-
-
Albe nza 3 Società pe r la
cartolarizzazione Srl
968
22,15 1
281
14,007
0.15
93.92
-
-
-
-
Performing
Senior
Impaired assets
(%)
Mezzanine
Performing
ass ets (%)
216*
I mpaired ass ets
(%)
Junior
Performing
assets (%)
I mpaired
ass ets (%)
Performing
assets (%)
Notes to the Separate Financial Statements
C.2 Transfers
C.2.1. Financial assets transferred not derecognised
Loans t o
customer s
Tot al
partially recognised
(full va lue )
pa rtially rec ognised
(BV)
fully recognised ( BV)
part ially recog nised
(BV)
partially rec ognised
(full value)
Loans t o b anks
fully recognised (BV)
pa rtially recognised
(full value)
part ially recognised
(BV)
fully r ecognised (BV)
Held-t o-mat ur ity
investment s
part ially recognised
(full v alue)
partially re cognised
( BV)
Available-for -sale
financial asset s
fully recognised (BV)
partially recognised
(full value )
par tia lly recognised
(BV)
fully recog nised ( BV)
part ially recognised
(BV)
pa rtially recognised
(full value)
Financial assets held for Financial a ssets at
tra ding
fair value
fully r ecognised (BV)
Type/ Port folio
31.12.2011 31.12.2010
A. On-balance sheet assets
1. Debt instruments
1, 137,977
-
-
-
-
-
3,258,552
-
-
5,507,587
10,192,335
2. Equity instruments
-
-
-
-
-
-
232,316
-
-
X
X
X
X
X
X
X
X
X
232,316
-
3. O. I.C .R.
-
-
-
-
-
-
-
-
-
X
X
X
X
X
X
X
X
X
-
-
4. Financing
-
-
-
-
-
-
-
-
-
-
-
B. Der iva tive instrument
-
-
-
-
-
Total 31.12.2011 1,137,977
-
-
X
X
-
X
-
X
-
X
3,490,868
X
-
-
X
-
-
-
X
-
X
-
1,1 11, 058
X
-
-
X
1,111,058
-
X
-
-
X
-
-
X
-
-
X
-
-
5,739,903
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Total 31.12.2010 1,771,525
-
-
-
-
-
6,544,626
-
-
-
-
-
1,876,184
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
of which deteriorated
of which deteriorated
10,192,335
-
The assets transferred and not derecognised relate to own securities pledged in repurchase agreement transactions.
217*
Notes to the Separate Financial Statements
-
C.2.2 Financial liabilities resulting from financial assets transferred not derecognised
Liability/ Asset por tfolio
1. Due to customers
a) against fully recognised assets
Financ ial assets held Financial assets at fair
for tr ading
v alue
Ava ila ble-fo r-sale
financial assets
Held-t o-mat urity
invest ment s
Loans to banks
Loans to custo me rs
Total
891,818
-
3,056,261
-
-
-
3,948,079
891 ,818
-
3,0 56,2 61
-
-
-
3,948,079
-
-
-
-
-
-
-
234,234
-
468,088
-
980,420
-
1,682,742
234 ,234
-
4 68,0 88
-
980, 420
-
1,682,742
-
-
-
-
-
-
-
Total 31.12.2011
1,126,052
-
3,524,349
-
980,420
-
5,630,821
Total 31.12.2010
1,775,506
-
6,715,566
-
1,781,107
-
10,272,179
b) against partially recognised assets
2. Due to banks
a) against fully recognised assets
b) against partially recognised assets
218*
Notes to the Separate Financial Statements
C.3 Covered bond operations
The objectives
In 2008 the Management Board of UBI Banca passed a resolution to proceed to implement a
structured programme for the issue of covered bonds designed to produce benefits in terms
of funding while containing the cost at the same time.
In detail, the Management Board performed the following:






it identified the objectives of the programme;
it identified the basic structure of an operation to issue covered bonds in the
light of the legislation and encapsulated and examined the main elements,
including the portfolio of loans, the criteria for selecting them, the structure of
the financial transaction and the relative tests;
it assessed and approved the impacts and the organisational, IT and accounting
changes that would be required. These changes were performed to ensure proper
risk management by the Parent and also by the single banks participating.
Account was also taken, in drawing up the procedures, of the requirements set
by regulations issued by the Bank of Italy;
it assessed the risks connected with the operation to issue covered bonds;
it assessed the organisational and operating structure of the special purpose
entity concerned in order to ensure that the contracts involved in the operation
contained clauses that would guarantee the proper and efficient performance of
the functions of the special purpose entity itself;
it assessed the legal aspects through an in-depth examination of the parties and
contract documents used, with particular attention paid to the nature of the
guarantees given by the special purpose entity and the relations between the
issuing bank, the originator banks and the special purpose entity.
The structure
The basic structure of the operation to issue covered bonds involved the performance of the
following activities:



one bank (the originator) transfers a set of assets with determined characteristics to
a special purpose entity to form a separate set of assets termed a “cover pool”;
the originator bank (acting here as a financing bank) grants a subordinated loan to
the special purpose entity designed to fund the purchase of the assets by the entity;
the bank (the issuing bank) issues covered bonds backed by a primary,
unconditional and irrevocable guarantee given by the special purpose entity to the
sole benefit of the holders of the covered bonds and the hedging counterparties
involved in the transaction. The guarantee is backed by all the assets transferred to
the special purpose entity and which form part of the cover pool.
As part of the structure described above, the UBI Banca Group has launched a programme
for issues of ten billion euro of covered bonds. The structure that was adopted also allows
the transfer of the portfolios which constitute the segregated assets of the special purpose
entity from more than one originator bank, which are not issuer banks.
To achieve this, a special purpose entity, UBI Finance Srl was formed, which as the
guarantor of the issue performed by UBI Banca acquired a portfolio of residential mortgages
transferred to it from network banks of the Group, which participated in the programme
both as originator banks and as financing banks.
219*
Notes to the Separate Financial Statements
The roles of master servicer, calculation agent and cash manager of the transaction were
performed by the Parent, while that of paying agent was performed by Bank of New York
(Luxembourg) Sa. The representative of the bondholders is BNY Corporate Trustee Services
Limited.
UBI Banca then delegated responsibility for servicing activity, consisting of collecting
payments and managing relations with customers for the portfolio transferred by each
originator, to the originator banks as sub-servicers. The originator banks also perform the
role of swap counterparties in the “balance guarantee swaps” stipulated with the special
purpose entity in order to normalise the cash flows generated by the mortgage portfolio.
A summary of the main features of the structure of UBI Banca’s covered bond programme is
given below.
Annual Coupon
(fixed)
Asset
Monitor
Covered Bond
Covered bond investors
Loan granted
Interest on loan
(monthly)
Funding from
covered
bond issue
Guarantee
Interest on subordinated loan
Euribor + spread
floating (monthly)
Euribor + spread
Sellers
Sellers
UBI Finance SRL
Asset
SWAP
Interest on Cover Pool
SPE
LIABILITY SWAPS
Coupon (fixed)
Subordinated Loan Granted
Mortgage
cover pool
A) Covered Bonds. UBI Banca Scpa issues covered bonds under the programme.
B) Bond Loan. In order to allow the funding acquired on institutional markets from the issue
of covered bonds to flow back to the originator banks, these banks may issue bonds and the
right to require subscription of them by UBI Banca, within the limits of their quota of
participation in the programme. These bonds shall have the same maturity as the covered
bonds and a yield equal to (or slightly higher than) that of the covered bonds.
C) Subordinated Loans. In order to fund the purchase of mortgages by the special purpose
entity, the originator banks grant subordinated loans to it. The yield on these loans is
calculated as a “premium” or “extra spread” equal to the amount of the interest received,
which remains in the accounts of the special purpose entities once priority amounts in the
chain of payments have been deducted, relating to items such as the expenses incurred by
the entity, payments to swap counterparties and allocations to “reserve accounts”.
D) Swaps to hedge interest rate risk. If the covered bonds are issued at a fixed rate, UBI
Banca hedges the interest rate risk by entering into swap contracts with market
counterparties, thereby transforming the exposure to a variable rate. These swaps lie
outside the perimeter of the covered bond programme and are entered into with a view to
interest rate risk management as part of the Parent’s ALM.
E) Asset swaps. Asset swap contracts are entered into between the originator banks and the
special purpose entity to normalise the cash flows consisting of the interest instalments on
the portfolios transferred. Each of these swaps has an initial notional value equal to the
220*
Notes to the Separate Financial Statements
value of the portfolios transferred to UBI Finance by each originator. These notional amount
are then adjusted monthly on the basis of the contraction of the portfolio and increases due
to the addition of new mortgages. The duration of the swaps are related to the maturities of
the mortgages in each portfolio transferred. Since the individual originator banks are not
assigned ratings themselves and as a consequence would not comply as swap
counterparties with the criteria set by the rating agencies to rate the programme, UBI Banca
backs the payments between the originator banks and UBI Finance by signing a guarantee.
The swap contracts involve the monthly flow back to the originator banks of the interest
received on the loans present in each portfolio (net of the expenses of the special purpose
entity and of provisions in its accounts as indicated in the chain of payments) against the
payment of a sum equal to the notional return indicated at the Euribor rate plus a spread.
F) Liability swaps. A liability swap contract is entered into between UBI Banca and UBI
Finance for each fixed rate issue. These are designed to protect against interest rate risk,
which might affect the cash flows received from the special purpose entity (including those
from the asset swaps) and the amounts due from the special purpose entity to investors
(fixed rate coupons on the covered bonds) in the event of default by UBI Banca.
The structure of the liability swaps only requires the exchange of cash flows between UBI
Banca and the special purpose entity in the event of default by UBI Banca or alternatively
when UBI Banca assigns a swap contract to another eligible counterparty both the asset
swap and the liability swap are structured to comply with all the conditions set by the rating
agencies and they incorporate all the standard provisions set by the market for a
downgrade.
G) Current accounts. The operation involves a complex system of current accounts to pay
and receive the cash flows involved in the operation. A series of accounts were opened in the
name of the special purpose entity for each originator bank as follows:

collection account at UBI Banca Scpa linked to each originator bank into which sums
received are paid consisting of interest and principal on the portfolios of each
originator, and, where applicable, other assets transferred to the special purpose
entity under the programme (e.g. eligible assets and top-up assets);

interest account with Bank of New York Mellon, London Branch (until November
2011 with UBI Banca International Luxembourg) linked to each originator bank into
which all interest paid into the collections accounts will be paid on a daily basis and
also all amounts paid to the special purpose entity by the counterparties of the swap
contracts.

principal account with Bank of New York Mellon, London Branch (until November
2011 with UBI Banca International Luxembourg) linked to each originator bank into
which all the principal repayment amounts paid into the collection account will be
paid on a daily basis;

a reserve fund account, with Bank of New York Mellon, London Branch (until
November 2011 with UBI Banca International Luxembourg) into which interest
accruing on the covered bonds is paid monthly in order to guarantee the payment of
current coupons;

an expense account, into which the amounts required to meet the expenses of the
special purposes entity will be paid, drawn from interest accounts, in proportion to
the quota of participation in the programme of each originator bank.
221*
Notes to the Separate Financial Statements
Effectiveness tests.
Effectiveness tests are performed monthly on the whole cover pool and separately on the
portfolios transferred by each originator, in order to determine the financial integrity of each
bank’s portfolio. As required by the regulations, because it is a multioriginator programme,
with cross-collateralisation of the originator banks’ portfolios, the only valid test for
investors is that performed on the whole cover pool, while the tests performed on the
individual portfolios are used to determine the integrity of each originator’s portfolio for the
purposes of cross-collateralisation between the different originator banks.
In detail:





the nominal value test verifies whether the nominal value of the loans in the
transferred portfolio is greater than the nominal value of the covered bonds issued.
In order to ensure an adequate degree of overcollateralisation in the portfolio, while
the covered bonds are considered at their nominal value, the loans in the portfolio
are weighted on the basis of the relative collateral backing them and the total
amount is further reduced by an asset percentage;
the net present value test verifies whether the present value of the loans remaining in
the portfolio is greater than the present value of the covered bonds issued;
the interest cover test verifies whether the interest received and held in accounts and
the cash flows from interest to be received net of the entity’s expense is greater than
the interest to be paid to the holders of the covered bonds;
amortisation test (similar to the nominal value test, but only performed if UBI Banca
is downgraded by rating agencies);
the top-up assets test verifies whether, UBI Banca defaults, the total amount of
additional assets and liquidity is not 15% greater than the nominal value of the
loans remaining in the portfolio transferred, in compliance with the Ministry of the
Economy and Finance and Bank of Italy instructions.
If all the tests are passed simultaneously then the special purpose entity may proceed to
pay all the parties involved in the programme, including the originator banks as the lenders
of the subordinated loan, in the order indicated in the “payment chain”.
However, if the results of the tests are negative, then the contract states that the UBI Banca
Group must increase the collateral of the portfolio by transferring new mortgages to it and
that is “top up” with extra assets. Failure to pass the tests, once the time limit allowed for
the Group to add assets has passed, results in an “issuer event of default” with a
consequent enforcement of the guarantee issued by UBI Finance. In this event the originator
banks would only receive the repayments of the subordinated loans granted after the
redemption of the covered bonds by the special purpose entity and within the limits of the
remaining funds.
Organisational action and control procedures
As part of an organisational analysis process, four general processes were identified to
which the main activities of the programme were assigned. In detail:
1. identification of the liquidity requirements and approval of the operation by the
competent bodies. This general process involves assessment of proposals for the
issue of covered bonds by the Finance Committee of UBI Banca and approval of
the basic outline by the Management Board. Subsequently the network banks
involved are informed, which assess the proposals and their involvement in the
issues on the basis of the information received. In this context an “arranger” is
identified who will supervise the operation and the internal organisational units
involved are also brought in;
222*
Notes to the Separate Financial Statements
2. planning and arrangement of the transaction: this general process involves
verifying the criteria for extracting and validating the assets which form part of
the portfolio which is to cover the issue. It interfaces with the rating agencies and
external auditors and preparatory work is done for proper segregation of the
asset portfolio and for transfer to the special purpose entity and all the relative
contracts are prepared by internal units of the bank and external advisors;
3. management of the operations: this general process involves opening current
accounts for the operations of the special purpose entity, granting the
subordinated loan, entering into derivatives contracts between the network
banks and the special purpose entity, once the “chain of payments” has been
determined, performing tests on the effectiveness of the portfolio and identifying
the mortgage loans to top-up the cover pool which backs the covered bonds
issued. These activities are performed on a continuous basis;
4. regulatory controls: this general process involves putting internal and external
controls required by regulations in place to: analyse and monitor obligations to
ensure the quality and integrity of the assets transferred to back the portfolio; to
define effectiveness tests and to produce summary reports; to verify compliance
with limits set on the transfer of eligible assets; to verify cover for financial risks;
to verify compliance by the special purpose entities with the obligations resulting
from the guarantee given; to verify the contract documents employed; and to
verify the completeness of the controls to be performed by the Parent. External
controls are also put in place to ensure compliance of the measurement criteria
applied by the bank with those required for the preparation of annual financial
statements and also to guarantee the proper performance of the transaction and
the validity of the guarantee given to back redemption of the covered bonds.
History of the UBI Banca covered bond programme
In the context of the procedures described above, the UBI Banca Group launched a 10
billion euro programme for the issue of covered bonds in July 2008, with the first transfers
of mortgages performed by two banks in the Group, Banco di Brescia and Banca Regionale
Europea, for a total amount, as at that time, of approximately 2 billion euro.
The Bank performed its first public issue of covered bonds for 1 billion euro in September
2009 with the assistance of Barclays Capital as the arranger.
Banca Popolare di Bergamo also joined the programme at the end of 2009, by transferring a
part of its mortgage portfolio, amounting to approximately €1.3 billion, at the service of the
second public issuance performed in December 2009.
Details of the two issues are given below.
Issue date
Maturity date
UBI BANCA 3.625% CB due 23.09.2016
Name
23.09.2009
23.09.2016
1,000,000,000.00
36,250,000.00
UBI BANCA 4.000% CB due 16.12.2019
16.12.2009
16.12.2019
1,000,000,000.00
40,000,000.00
223*
Nominal amount
Coupon
Notes to the Separate Financial Statements
After a framework agreement between the EIB (European Investment Bank) and the UBI
Group for the grant of medium-to-long term loans to corporate clients was signed on 30th
April 2010, the Bank issued privately placed bonds fully subscribed by the EIB.
Details of the issue are given below.
Name
UBI BANCA TV CB due 30.04.2022
Issue date
30.04.2010
Maturity date
30.04.2022
Nominal value
238,636,369.00
Coupon (1)
2,796,526.52
(*) The semi‐annual coupon is floating rate and the amount indicated relates to the coupon payable at the end of April 2012. In May 2010, Banco di San Giorgio and Banca Popolare di Ancona also joined the covered
bond programme, with the transfer of assets in the third transfer operation in which those
originator banks already participating in the programme were also involved. Total assets of
€2.7 billion were transferred with that operation performed on 1st May 2010.
A fourth public issuance took place on 15th September 2010 for a further 1 billion euro,
details of which are given below.
Name
UBI BANCA 3.375% CB due 15.09.2017
Issue date
15.09.2010
Maturity date
Nominal amount
15.09.2017
1,000,000,000.00
Coupon (1)
33,750,000.00
Full participation in the programme by the network banks was completed in the last quarter
of 2010 when the following banks joined the programme with the transfer of mortgages for a
total amount of €2.4 billion on 1st October 2010: Banca Popolare Commercio ed Industria,
Banca Carime, Banca di Valle Camonica and UBI Banca Lombarda Private Investment.
A further public issue took place in October for €500 million, with a five year maturity,
details of which are given below.
Name
UBI BANCA 3.125% CB due 18.10.2015
Issue date
18.10.2010
Maturity date
18.10.2015
Nominal amount
500,000,000
Coupon (1)
15,625,000
In the first quarter of 2011, in January and February 2011 two more public issuances of
covered bonds took place for a total of €1.75 billion, details of which are given below.
Name
Issue date
Maturity date
UBI BANCA 5.250% CB due 28.01.2021
28.01.2011
28.01.2021
UBI BANCA 4.500% CB due 22.02.2016
22.02.2011
22.02.2016
224*
Nominal amount
Coupon
1,000,000,000.00 52,500,000.00
750,000,000.00
33,750,000.00
Notes to the Separate Financial Statements
A further transfer of assets was performed for the covered bond programme in which Banca
Popolare di Bergamo and Banco di Brescia participated. They transferred mortgages to the
special purpose entity UBI Finance which they already held in their portfolios for a total of
€1.4 billion of residual capital debt.
A second transfer was performed on 31st October 2011 of total assets of €1.6 billion. The
participating banks on this occasion were Banca Regionale Europea, Banca Popolare di
Ancona and Banco di San Giorgio.
Subsequently, in November 2011, after a further framework agreement between the EIB
(European Investment Bank) and the UBI Group for the grant of medium to long-term loans
to corporate clients was signed, a second issuance was performed of privately placed bonds
fully subscribed by the EIB. Details of the issuance are as follows:
Name
Issue date
UBI BANCA TV CB due 18.11.2022
18.11.2011
Maturity date
Nominal amount
18.11.2022
250,000,000.00
Coupon (*)
5,669,805.56
(*) The semi‐annual coupon is floating rate and the amount indicated relates to the coupon payable at the end of May 2012. When issued all the bonds indicated above received the highest rating from Fitch (AAA) and
Moody’s (Aaa).
The following banks therefore formed part of the programme as at 31st December 2011:
Banco di Brescia, Banca Regionale Europea, Banca Popolare di Bergamo, Banca Popolare di
Ancona, Banco di San Giorgio, Banca Popolare Commercio e Industria, Banca Carime,
Banca di Valle Camonica and UBI Banca Private Investment.
The portfolio used to cover the issues, which for accounting purposes is recognised within
the assets of each originator bank, consisted of over €9.6 billion of residual capital debt as
at 31.12.2011.
The table below gives the distribution of the portfolio (remaining principal debt) for each
originator bank and the total by class of credit quality as at 31.12.2011:
TYPE OF LOAN
TOTAL
PORTFOLIO
ORIGINATED BY
BRE
ORIGINATED BY
BANCO DI
BRESCIA
ORIGINATED BY
BANCA
POP.
BERGAMO
ORIGINATED BY
BANCA
POP.
ANCONA
ORIGINATED BY
BANCO SAN
GIORGIO
ORIGINATED
BY BANCA
POP. COMM. E
INDUSTRIA
ORIGINATED BY
BANCA
CARIME
ORIGINATED BY
BANCA DI
VALLE
CAMONICA
ORIGINATED BY
UBI
BANCA
PRIVATE
(Remaining principal debt – figures in thousands of euro)
Performing loans
8,500,842
936,507
1,803,927
2,168,484
887,745
385,239
1,530,265
530,329
158,653
99,695
Delinquent loans
1,014,546
107,642
318,101
187,487
97,306
80,262
127,099
49,480
27,920
19,249
Collateral
Portfolio(1+2)
9,515,388
1,044,150
2,122,027
2,355,970
985,051
465,501
1,657,363
579,809
186,573
118,944
131,543
15,918
34,091
34,713
8,786
8,887
18,727
6,235
4,033
154
9,646,930
1,060,068
2,156,118
2,390,683
993,837
474,387
1,676,090
586,044
190,605
119,098
Defaulted loans
Total UBI
Finance portfolio
225*
Notes to the Separate Financial Statements
In 2010 this portfolio generated total payments received of approximately €1.2 billion,
distributed as follows among the portfolios of the different originators:
ORIGINATED
BY BRE
ORIGINATED BY
BANCO DI
BRESCIA
126,553
307,500
TYPE OF
TOTAL
LOAN
PORTFOLIO
(figures in thousands of
euro) )
Payments
received in
2011 (*)
1,341,009
ORIGINATED BY
BANCA
POP.
BERGAMO
ORIGINATED BY
BANCA
POP.
ANCONA
ORIGINATED BY
BANCO
SAN
GIORGIO
ORIGINATED BY
BANCA POP.
COMM. E
INDUSTRIA
ORIGINATED
BY
BANCA
CARIME
107,484
50,321
219,309
112,129
364,886
ORIGINATED BY
BANCA DI
VALLE
CAMONICA
ORIGINATED BY
UBI BANCA
PRIVATE
32,311
20,515
For the covered bond programme too, the rating downgrade of the Parent triggered
guarantee mechanisms, such as for example an increase in the level of
“overcollateralisation” of the portfolio, placing security deposits in margin accounts on swap
contracts in which the Parent or the originator banks are the counterparty and the
replacement of UBI Banca International with Bank of New York Mellon as the account bank
for the operation. The Management Report, which may be consulted, provides further
information on these aspects.
Furthermore, even if the rating for a covered bond programme – due to the specific structure
of the transactions – is not immediately and directly related to the rating of the issuer,
following further action taken by Fitch and Moodys in the first few months of 2012, the
rating for the covered bond issues was downgraded to the current level of AA+ negative
watch for Fitch and Aa2 for Moodys.
To complete the information, on 1st February 2012 a further transfer of assets was
performed to back the covered bond programme, amounting to approximately €1.2 billion.
The originator banks were Banco di Brescia, Banca Popolare di Bergamo, UBI Banca Private
Investment and Banca Carime.
Subsequently, on 22nd February 2012, three further issuances of covered bonds were
performed at a floating rate, for €250 million each, details of which are given below. These
bonds have been repurchased by the Parent in order to use them as eligible collateral in
operations with the central bank.
Name
Issue date
Maturity date
Nominal value
Coupon
UBI BANCA Floating CB due 17.02.2014
22.02.2012
17.02.2014
250,000,000.00
2,084,270.83
UBI BANCA Floating CB due 18.02.2014
22.02.2012
18.02.2014
250,000,000,00
2,108,791.67
UBI BANCA Floating CB due 19.02.2014
22.02.2012
19.02.2014
250,000,000,00
2,182,354.17
(*) The coupons are quarterly floating rate and the amount indicated relates to the coupon payable in May 2012 Both the issues were assigned an AA+ rating by Fitch and Aa2 by Moody’s.
226*
Notes to the Separate Financial Statements
D. Models for the measurement of credit risk
With regard to the measurement of credit risk, the UBI Group has developed a portfolio
credit risk model by using an Algorithmics PCRE – portfolio credit risk engine – which
considers the total risk of a credit portfolio by modelling and capturing the component that
results from the correlation of counterparty defaults, calculating credit losses and capital at
credit risk at portfolio level. The model includes PD and LGD used for supervisory purposes
among its input variables.
Section 2 Market risk
2.1 Interest rate risk and price risk – supervisory trading portfolio
Qualitative information
Information on general and organisational aspects is given in the corresponding section
“interest rate risk - trading portfolio” in the consolidated report.
The main operational limits for 2011 (including reallocations and any new limits set in the
second half of the year) are as follows:




maximum acceptable loss for the UBI trading book
early warning threshold on maximum acceptable loss (MAL)
one day VaR limit for the UBI trading book
early warning threshold on VaR
227*
€87.0 million
70% MAL
€14.6 million
80% VaR
Notes to the Separate Financial Statements
Quantitative information
1.1 Supervisory trading portfolio: distribution by residual maturity (repricing date) of on-balance sheet financial assets and liabilities
and financial derivatives – Denominated in euro
Type/Re sidual matur ity
On demand
3 mont hs to 6
mont hs
Up to 3 months
6 months to 1 year
1 year to 5 year s
5 years to 10 years
Indeter minate
maturity
Over ten yea rs
1. On-ba lance she et assets
-
267,157
264,255
918,185
599,128
210
5,006
-
1. 1 Debt instr uments
-
267,1 57
264,255
918, 185
599,128
210
5, 006
-
- with early redemption option
-
-
-
-
-
-
-
-
- other
-
267,1 57
264,255
918, 185
599,128
210
5, 006
-
1. 2 Other assets
-
-
-
-
-
-
-
-
2. On-ba lance she et liabilities
-
29,906
-
404,583
-
-
-
-
2. 1 Repurchase agr eements
-
-
-
-
-
-
-
-
2. 2 Other liabili ties
-
29,9 06
-
404, 583
-
-
-
-
3. Financial derivatives
716,828
646,663
159,247
207,618
(441,020)
78,566
(395,468)
-
3. 1 With underlyi ng security
-
44
(4 3)
646
(553)
-
-
-
- Options
-
-
-
-
(35)
-
-
-
- Long p ositions
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
35
-
-
-
-
44
(4 3)
646
(518)
-
-
-
- Long p ositions
-
276,5 25
252,447
712
206
702
1
-
- Short positions
-
276,4 81
252,490
66
724
702
1
-
7 16, 828
646,6 19
159,290
206, 972
(440,467)
78 ,566
(3 95, 468)
-
- Other derivatives
3. 2 Without underlying security
- Options
- Long p ositions
- Short positions
-
228,4 63
32,74 8
200, 100
(48,621)
(3,146)
(4 09, 544)
-
-
2,66 8,0 53
113,910
254, 740
18,866
7 ,918
2, 124, 174
-
-
2,43 9,5 90
81,16 2
54, 640
67,487
11 ,064
2, 533, 718
-
7 16, 828
418,1 56
126,542
6, 872
(391,846)
81 ,712
14, 076
-
- Long p ositions
1,2 31, 521
2 7,47 1,5 29
22,927,383
4,218, 979
20,434,124
8,085 ,705
3, 182, 396
-
- Short positions
5 14, 693
2 7,05 3,3 73
22,800,841
4,212, 107
20,825,970
8,003 ,993
3, 168, 320
-
- Other derivatives
Item 3.3 derivatives without underlying securities relates mainly to IRS contracts. The long positions represent the notional amounts of the contracts with the
interest rate acquired (receivable), while the short positions represent the notional amount of the contracts with the interest rate transferred (payable). As can
be seen from the table which presents the amounts by repricing date, the large majority of the short positions, consisting mainly of floating rate positions,
have short term maturities.
228*
Notes to the Separate Financial Statements
1.2 Supervisory trading portfolio: distribution by residual maturity (repricing date) of on-balance sheet financial assets and liabilities
and financial derivatives – Denominated in other currencies
Type/Residual matur ity
On demand
3 months to 6
months
Up to 3 months
6 months to 1 year
1 year to 5 years
5 ye ars to 10 years
Indeterminate
maturit y
Over ten yea rs
1. On-ba lance she et assets
-
-
-
-
(62)
-
-
-
1. 1 Debt instr uments
-
-
-
-
62
-
-
-
- with early redemption option
-
-
-
-
-
-
-
-
- other
-
-
-
-
62
-
-
-
1. 2 Other assets
-
-
-
-
-
-
-
-
2. On-ba lance she et liabilities
-
-
-
-
-
-
-
-
2. 1 Repurchase agr eements
-
-
-
-
-
-
-
-
2. 2 Other liabili ties
-
-
-
-
-
-
-
-
433
(1,009,108)
30,605
(3,951)
2,415
-
(386)
-
3. 1 With underlyi ng security
-
-
-
-
-
-
-
-
- Options
-
-
-
-
-
-
-
-
- Long positions
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3. Financial derivatives
- Other derivatives
- Long positions
- Short positions
3. 2 Without underlying security
- Options
- Long positions
- Short positions
-
-
-
-
-
-
-
-
433
(1,009, 108)
30, 605
(3,951)
2,415
-
(386)
-
-
-
-
-
-
-
-
-
-
36
1, 161
1,197
-
-
-
-
-
36
1, 161
1,197
-
-
-
-
433
(1,009, 108)
30, 605
(3,951)
2,415
-
(386)
-
- Long positions
433
1,372, 972
308, 686
130,682
39,126
51, 009
-
-
- Short positions
-
2,382, 080
278, 081
134,633
36,711
51, 009
386
-
- Other derivatives
229*
Notes to the Separate Financial Statements
2. Supervisory trading portfolio: distribution of exposures in equities and share
indices by the principal markets in which they are listed
Type of ope ration/Where
liste d
FEDERAL REPUBLIC OF
GERMA NY
ITALY
A. Equity instr uments
- long positions
- short positions
B. Trades in equity
instruments not yet settled
- long positions
- short positions
C. Other deri vatives on
equity instruments
- long positions
- short positions
indices
Unlist ed
Listed
946
-
6,808
946
-
6,808
-
-
-
-
-
-
-
-
-
-
-
-
35
-
-
35
-
-
-
-
-
-
(128)
7,383
- long positions
-
518
7,383
- short positions
-
646
-
The item “A – Equity instruments – long positions” relates to owned equity instruments in
currencies other than euro. The derivatives contracts relate to futures contracts on share
indices and on equity instruments.
230*
Notes to the Separate Financial Statements
3. Supervisory trading portfolio: internal models and other methods of sensitivity
analysis
The graph below shows the changes in VaR that occurred in 2011, for the UBI Banca
trading portfolios.
Change in market risk: daily market VaR for UBI Banca in 2011
9,000,000 8,000,000 7,000,000 6,000,000 5,000,000 4,000,000 3,000,000 2,000,000 1,000,000 ‐
VaR by risk factor calculated on the entire UBI Banca trading book as at 31st December
2011 is given below.
UBI Banca trading book
31.12.2011
Currency risk
Interest rate risk
Equity risk
Credit risk
Volatility risk
Diversification effect(1)
Total
249,573
678,718
53,957
8,248,863
48,403
(1,140,354)
8,139,160
(1) The diversification effect is due to the imperfect correlation between the different risk
factors present in the Group’s portfolio.
231*
Notes to the Separate Financial Statements
Backtesting analysis
Backtesting analysis is designed to test the predictive power of the VaR model adopted. It
uses an actual profit and loss calculated on the basis of returns on positions in the portfolio
on the previous day.
The backtesting analysis for the UBI Banca trading book is given below for 2011.
UBI Banca Trading Book: Backtesting 2011
15,000,000
12,000,000
9,000,000
6,000,000
3,000,000
0
‐3,000,000
‐6,000,000
‐9,000,000
‐12,000,000
‐15,000,000
Profit & Loss
VaR
Actual backtesting analysis of the UBI Banca supervisory portfolios identified twelve
overshoots, i.e. twelve days when the P&L was worse than the VaR calculated by the risk
management system. These overshoots occurred in the second half of the year when the
Italian sovereign debt crisis worsened.
Stress test analyses
The Group has a stress testing programme designed to analyse the reaction of portfolios to
risk factor shocks with the objective of verifying the ability of the supervisory capital to
absorb very large potential losses and to identify possible measures needed to reduce risks
and conserve the capital itself.
Stress tests based on theoretical shocks consist of specially created extreme shifts in
interest rate (short, medium and long term), credit spread, exchange rate, equity price and
volatility curves.
The table below gives the results of the theoretical stress tests performed on the UBI Banca
portfolios.
232*
Notes to the Separate Financial Statements
The effect of theoretical shocks on the UBI Banca trading and banking books
Data as at 31.12/11
UBI TRADING BOOK
31.12.11
UBI BANKING BOOK
31.12.11
TOTAL UBI 31.12.11
Change in NAV
Change in NAV
Change in NAV
Risk Factors IR
-56,317
0.00%
996,569
0.01%
940,252
0.01%
56,302
0.00%
-999,948
-0.01%
-943,647
-0.01%
-4,791,334
-0.30%
83,203,019
1.19%
78,411,685
0.91%
9,631,837
0.60%
-112,181,264
-1.61%
-102,549,427
-1.20%
-3,302,911
-0.21%
161,839,807
2.32%
158,536,897
1.85%
6,087,160
0.38%
-17,474,447
-0.25%
-11,387,287
-0.13%
-5,924,635
-0.37%
15,239,478
0.22%
9,314,843
0.11%
3,321,608
0.21%
-211,791,591
-3.04%
-208,469,983
-2.43%
90,006
0.01%
10,156,013
0.15%
10,246,019
0.12%
-90,006
-0.01%
-10,156,013
-0.15%
-10,246,019
-0.12%
-50,966
0.00%
2,439,264
0.04%
2,388,298
0.03%
110,901
0.01%
-3,280,762
-0.05%
-3,169,861
-0.04%
-2,178,517
-0.14%
27,758
0.00%
-2,150,760
-0.03%
2,178,517
0.14%
-27,758
0.00%
2,150,760
0.03%
Shock
-18,356,354
-1.14%
-380,401,732
-5.46%
-398,758,086
-4.65%
Flight to quality scenario
-18,650,174
-1.16%
-391,973,976
-5.63%
-410,624,150
-4.79%
Shock
Shock +1bp
Risk Factors IR
Shock
Shock -1bp
Risk Factors IR
Shock
Shock +100bp
Risk Factors IR
Shock
Shock -100bp
Risk Factors IR
Shock
Bear Steepening
Risk Factors IR
Shock
Bull steepening
Risk Factors IR
Shock
Bear Flattening
Risk Factors IR
Shock
Bull Flattening
Risk Factors Equity
Shock
+10%
Risk Factors Equity
Shock
-10%
Risk Factors Volatility
Shock
+20%
Risk Factors Volatility
Shock
-20%
Risk Factors Forex
Shock
+15%
Risk Factors Forex
Shock
-15%
Risk Factors Credit Spread
The analysis shows the heightened sensitivity of the UBI Banca portfolios to credit spread
shocks (consistent with the presence of Italian government securities and corporate
securities) and to interest rate shocks (consistent with the presence of bonds and interest
rate derivatives within UBI Banca’s portfolios).
233*
Notes to the Separate Financial Statements
The system of controls for the trading book portfolios are also used for some of the portfolios
in the banking book.
The graph below shows the changes in daily VaR that occurred in 2011 for the UBI Banca
banking portfolios.
Changes in market risk: daily market VaR for the UBI Banca banking portfolios in 2011
160,000,000 140,000,000 120,000,000 100,000,000 80,000,000 60,000,000 40,000,000 20,000,000 Market VaR does not include VaR on hedge funds, instruments for which a specific investment
policy is employed.
VaR by risk factor calculated on the entire UBI Banca banking book as at 31st December
2011 is given below.
UBI Banca banking book
31.12.2011
Currency risk
Interest rate risk
Equity risk
Credit risk
Volatility risk
Diversification effect(1)
Total
2,988
17,898,752
3,461,859
116,429,395
718,622
(7,464,608)
131,047,009
(1) The diversification effect is due to the imperfect correlation between the different
risk factors present in the Group’s portfolio.
2.2 Interest rate and price risk – Banking portfolio
The banking portfolio consists of all those financial instruments, assets and liabilities, not
included in the trading portfolio, dealt with in section 2.1.
234*
Notes to the Separate Financial Statements
Qualitative information
A. General aspects, management processes and methods of measurement of interest
rate risk and price risk
Interest rate risk is defined as the current or future risk of a change in net interest income
and in the economic value of the Bank following unexpected changes in interest rates which
have an impact on the banking book.
Measurement, monitoring and reporting of interest rate risk exposure is performed by the
Risk Management Area of the Parent, which performs the following on a monthly basis:
•
a sensitivity analysis of economic value (fair value risk) designed to measure changes
in the value of assets in scenarios of parallel shocks on reference interest rate
curves;
•
a sensitivity analysis of net interest income (cash flow risk), by means of a static gap
analysis (i.e. assuming constant positions over the period), which focuses on
changes in profits over a time horizon of twelve months calculated in scenarios of
parallel shocks on the reference interest rate curve.
Sensitivity analysis of economic value includes an estimate of the impacts resulting from the
early repayment of mortgages and long term loans, regardless of whether early repayment
options are contained in the contracts.
The estimate of the change in net interest income includes an estimate of the impact of
reinvesting/refinancing maturing interest flows and the effect connected with the elasticity
and viscosity of on demand items. The elasticities and delays in adjusting contracted
interest rates are differentiated by commercial segment and customer class.
Further information is given in the corresponding sub-section of the Notes to the
Consolidated Financial Statements which may be consulted.
B. Fair value hedging
Specific hedges were entered into in 2011 using derivative financial instruments designed to
reduce exposure to adverse changes in fair value (fair value hedges) due to interest rate risk.
More specifically, the following were subject to hedging:

fixed rate available-for-sale financial assets totalling approximately €150 million
nominal;
 fixed rate bond issues (specific hedges) for a total of approximately €5 billion
nominal.
The derivative contracts used were of the interest rate swap type.
Activity to test the effectiveness of hedges is performed by the Risk Management Area of the
Parent. Tests for effectiveness are performed, in compliance with international accounting
standards, prospectively when a hedge is first implemented followed by monthly
retrospective tests.
C. Cash flow hedging
UBI Banca does not perform cash flow hedging activities.
235*
Notes to the Separate Financial Statements
Quantitative information
1.1 Banking portfolio: distribution by residual maturity (repricing date) of financial assets and liabilities – Denominated in euro
T yp e / R e s id u a l m a t u rit y
1. O n - b a la n c e s h e e t a s s e t s
1.1 De bt ins trum e nts
- with e a rly re de m ptio n o ptio n
- o the r
1.2 F ina nc ing to ba nks
1.3 F ina nc ing to c us to m e rs
- c urre nt a c c o unts
- o the r fina nc ing
- with e a rly re de m ptio n o ptio n
- o the r
2 . O n - b a la n c e s h e e t lia b ilit ie s
On de m a nd
3 m o nths to 6
m o nths
Up t o 3 m o n t h s
13 ,13 5 ,8 9 8
17 ,8 9 4 ,4 6 8
6 m o nths to 1
ye a r
1 ye a r t o 5 ye a rs
5 ye a rs t o 10 ye a rs
In d e t e rm in a t e
m a t u rit y
O v e r t e n ye a rs
3 ,0 7 4 ,2 8 6
6 18 ,0 14
10 ,5 19 ,7 6 9
3 ,4 3 0 ,4 2 1
1,2 2 0 ,5 8 8
5 2 ,4 2 6
235,644
698,121
458,634
546,408
10,483,234
3,398,040
1,185,003
52,426
-
-
-
-
-
-
-
-
235,644
698,121
458,634
546,408
10,483,234
3,398,040
1,185,003
52,426
2,774,921
12,996,282
2,133,282
65,682
8,535
9,601
-
-
10,125,333
4,200,065
482,370
5,924
28,000
22,780
35,585
-
1,186,806
-
-
-
-
231
-
-
8,938,527
4,200,065
482,370
5,924
28,000
22,549
35,585
-
1,309
236,930
392,371
5,924
28,000
22,500
10,000
-
8,937,218
3,963,135
89,999
-
-
49
25,585
-
9 ,7 4 9 ,5 7 6
2 1,6 6 9 ,15 2
5 ,7 3 6 ,0 4 9
3 ,8 2 9 ,2 0 3
13 ,0 8 9 ,17 0
4 ,3 9 0 ,5 0 2
2 7 ,13 6
-
2.1 Due to c us to m e rs
3,376,018
3,919,460
580,644
108,492
4,299
6,240
15,689
-
- c urre nt a c c o unts
2,318,192
-
-
-
-
-
-
-
- o the r pa ya ble s
1,057,826
3,919,460
580,644
108,492
4,299
6,240
15,689
-
- with e a rly re de m ptio n o ptio n
- o the r
2.2 Due to ba nks
-
-
-
-
-
-
-
-
1,057,826
3,919,460
580,644
108,492
4,299
6,240
15,689
-
6,106,423
14,355,319
2,648,688
669,277
2,300
-
-
- c urre nt a c c o unts
4,184,625
-
-
-
-
-
-
-
- o the r pa ya ble s
1,921,798
14,355,319
2,648,688
669,277
2,300
-
-
-
267,135
3,394,373
2,506,717
3,051,434
13,082,571
4,384,262
11,447
-
6,340
211,000
602,733
-
-
363,233
-
-
260,795
3,183,373
1,903,984
3,051,434
13,082,571
4,021,029
11,447
-
2.3 De bt ins trum e nts
- with e a rly re de m ptio n o ptio n
- o the r
2.4 Othe r lia bilitie s
-
-
-
-
-
-
-
-
- with e a rly re de m ptio n o ptio n
-
-
-
-
-
-
-
-
- o the r
-
-
-
-
-
-
-
-
3 . F in a n c ia l d e riv a t iv e s
5 6 ,8 6 5
( 6 ,5 17 ,16 8 )
( 1,8 13 ,9 2 4 )
6 4 5 ,4 3 8
7 ,10 1,18 5
2 ,7 4 2 ,8 5 1
( 2 ,3 4 8 ,3 7 1)
-
3.1 With unde rlying s e c urity
-
85
-
1,353
411,960
(358,150)
(188,371)
- Optio ns
-
85
-
1,353
411,960
(358,150)
(188,371)
-
- Lo ng po s itio ns
-
85
-
1,353
639,574
-
13
-
- S ho rt po s itio ns
-
-
-
-
227,614
358,150
188,384
-
-
-
-
-
-
-
-
-
- Lo ng po s itio ns
-
-
-
-
-
-
-
-
- S ho rt po s itio ns
-
-
-
-
-
-
-
-
56,865
(6,517,253)
(1,813,924)
644,085
6,689,225
3,101,001
(2,160,000)
-
-
(6,970)
- Othe r de riva tive s
3.2 Witho ut unde rlying s e c urity
- Optio ns
- Lo ng po s itio ns
- S ho rt po s itio ns
-
11,351
-
-
11,351
(4,381)
-
-
-
-
11,351
-
-
-
-
-
-
4,381
-
-
56,865
(6,510,283)
(1,813,924)
644,085
6,677,874
3,105,382
(2,160,000)
-
- Lo ng po s itio ns
56,865
2,258,000
1,900,863
796,585
7,547,557
3,577,882
-
-
- S ho rt po s itio ns
-
8,768,283
3,714,787
152,500
869,683
472,500
2,160,000
-
- Othe r de riva tive s
-
4,381
-
236*
Notes to the Separate Financial Statements
1.2 Banking portfolio: distribution by residual maturity (repricing date) of financial assets and liabilities – Denominated in other
currencies
T yp e / R e s id u a l m a t u rit y
1. O n - b a la n c e s h e e t a s s e t s
On de m a nd
Up t o 3
m o nths
3 m o nths to 6
m o nths
6 m o nths to 1
ye a r
5 ye a rs t o 10
ye a rs
1 ye a r t o 5 ye a rs
10 6 , 6 0 4
1,2 0 1, 4 10
6 3 ,8 9 1
2 ,9 3 5
9,978
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
9,978
-
-
-
-
-
-
-
1.2 F ina nc ing to ba nks
80,363
860,664
2,935
-
-
-
-
1.3 F ina nc ing to c us to m e rs
16,263
340,746
-
-
-
-
-
-
1.1 De bt ins trum e nts
- with e a rly re de m ptio n o ptio n
- o the r
- c urre nt a c c o unts
- o the r fina nc ing
- with e a rly re de m ptio n o ptio n
- o the r
2 . O n - b a la n c e s h e e t lia b ilit ie s
63,891
-
In d e t e rm in a t e
m a t u rit y
O v e r t e n ye a rs
-
-
-
15,853
-
-
-
-
-
-
-
410
340,746
-
-
-
-
-
-
-
-
-
-
-
-
-
-
410
340,746
-
-
-
-
-
-
2 6 7 , 15 5
10 9 , 3 9 5
7 6 ,2 4 2
18 9
2.1 Due to c us to m e rs
8,669
-
-
-
-
-
-
-
- c urre nt a c c o unts
6,689
-
-
-
-
-
-
-
- o the r pa ya ble s
1,980
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,980
-
-
-
-
-
-
-
258,486
109,395
76,242
189
-
-
-
-
258,202
-
-
-
-
-
-
-
284
109,395
76,242
189
-
-
-
-
-
-
-
-
-
-
-
-
- with e a rly re de m ptio n o ptio n
-
-
-
-
-
-
-
-
- o the r
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- with e a rly re de m ptio n o ptio n
-
-
-
-
-
-
-
-
- o the r
-
-
-
-
-
-
-
-
- with e a rly re de m ptio n o ptio n
- o the r
2.2 Due to ba nks
- c urre nt a c c o unts
- o the r pa ya ble s
2.3 De bt ins trum e nts
2.4 Othe r lia bilitie s
3 . F in a n c ia l d e riv a t iv e s
3 ,7 3 8
( 3 ,7 3 8 )
-
-
-
-
( 2 ,0 3 0 )
-
-
-
-
-
3.1 With unde rlying s e c urity
-
-
-
-
(2,030)
-
-
-
- Optio ns
-
-
-
-
(2,030)
-
-
-
- Lo ng po s itio ns
-
-
-
-
-
-
-
-
- S ho rt po s itio ns
-
-
-
-
2,030
-
-
-
-
-
-
-
-
-
-
-
- Lo ng po s itio ns
-
-
-
-
-
-
-
-
- S ho rt po s itio ns
-
-
-
-
-
-
-
-
3,738
(3,738)
-
-
-
-
-
-
- Othe r de riva tive s
3.2 Witho ut unde rlying s e c urity
- Optio ns
-
-
-
-
-
-
-
-
- Lo ng po s itio ns
-
-
-
-
-
-
-
-
- S ho rt po s itio ns
-
-
-
-
-
-
-
-
3,738
(3,738)
-
-
-
-
-
-
- Othe r de riva tive s
- Lo ng po s itio ns
3,738
-
-
-
-
-
-
-
- S ho rt po s itio ns
-
3,738
-
-
-
-
-
-
237*
Notes to the Separate Financial Statements
2. Banking portfolio: internal models and other methods of sensitivity analysis
Interest rate risk for UBI Banca, measured by means of sensitivity analysis in a scenario of
a parallel shift in the yield curve of +100 bp, amounted to -€170.94 million at the end of the
year (-€215.68 million as at 31st December 2010), including -€22.60 million attributable to
ALM transactions concluded with Group member companies, in accordance with the
financial risks policy of the Group on the centralised management of interest rate risk. Net
of that component the sensitivity of the UBI Banca position itself amounted to
approximately -€148.23 million, attributable principally to the available-for-sale financial
assets portfolio and to loans and receivables.
The table below gives the risk measured for the periods cited in a scenario of a parallel shift
in interest rates of +200 bp, in compliance with the requirements of supervisory regulations,
measured on the supervisory capital at the end of the period.
Risk indicators - end of period values
31.12.2011
31.12.2010
2.09%
3.00%
parallel shift of +200 bp
sensitivity/supervisory capital
The impact as at 31st December 2011, on net interest income assuming a shift of +100 basis
points on the yield curve was -€126.84 million, while if a decrease in interest rates is
hypothesised (-100 bp), the impact on net interest income is estimated at €117.26 million.
Details are given below of the capital profile by repricing date used as input to the internal
model for calculating exposure to interest rate risk.
Gap data for the period - Banking Book
Repricing gap
Hedging derivatives
Early repayments
Total gap
Milioni
6000
4000
2000
0
-2000
-4000
-6000
-8000
-10000
-12000
Repricing gap
Hedging derivatives
Early repayments
Total gap
ON-DEMAND
1M
3M
6M
1Y
3Y
5Y
7Y
10Y
15Y
20Y
Over 20Y
-1,844.52
3,573.74
-3,456.64
595.61
-1,552.33
-3,110.94
-1,021.65
-1,164.25
-757.50
603.00
725.00
851.55
-
-1,450.00
-7,018.90
-3,365.61
784.17
4,503.05
2,984.39
1,565.40
2,007.50
-10.00
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-1,844.52
2,123.74
-10,475.55
-2,770.00
-768.16
1,392.11
1,962.73
401.15
1,250.00
593.00
725.00
851.55
238*
Notes to the Separate Financial Statements
2.3 Currency risk
Qualitative information
A. General aspects, management processes and methods of measuring currency risk
Currency risk is calculated on the basis of the methods recommended by the Bank of Italy
and amounts to 8% of the net foreign exchange position. The latter is calculated as the
higher (in absolute terms) of the sum of the net long positions and the sum of the net short
positions (position for each currency) to which the currency risk implicit in investments in
OICRs (collective investment instruments) is added.
B. Currency risk hedging
Information on the analysis of hedging for currency risk is contained in the section on the
analysis of interest rate risk which may be consulted.
239*
Notes to the Separate Financial Statements
Quantitative information
The absorption of capital for currency risk at the end of the year was nil.
1. Distribution of assets, liabilities and derivatives by foreign currency in which they
are denominated
Currenci es
Items
US DOLLAR
UK STERLING
YEN
CANADIAN
DOLLAR
SW ISS FRANC
OTHER
CURRENCIES
TOTAL
A. Financial assets
A.1 Debt instruments
A.2 Equity instruments
A.3 Financing to banks
A.4 Financing to customers
A.5 Other financial assets
521,749
10,042
256,362
235,938
19,407
71,786
65,485
6,301
-
40,278
40,278
-
1,952
1,952
-
607,281
607,281
-
151,262
36,493
114,769
-
1,394,308
10,042
1,007,851
357,008
19,407
B. Other assets
C. Financial l i abi l i ti es
C.1 Due to banks
C.2 Due to customers
C.3 Debt instruments
C.4 Other financial liabilities
547
353,774
345,134
8,640
-
72
23,691
23,684
7
-
1,493
1,487
6
-
36
5,173
5,173
-
51,176
51,172
4
-
17,675
17,663
12
-
655
452,982
444,313
8,669
-
D. Other l iabil ities
E. Financial Derivati ves
- Options
+ Long positions
+ Short positions
- Other derivatives
+ Long positions
+ Short positions
(181,126)
(181,126)
915,993
1,097,119
(54,077)
(54,077)
79,156
133,233
(40,869)
(40,869)
210,176
251,045
2,701
2,701
35,089
32,388
(572,614)
(572,614)
12,003
584,617
(134,007)
(134,007)
124,880
258,887
(979,992)
-
1,377,297
2,357,289
Total assets
Total l i abi l i ti es
Bal ance (+/-)
1,438,289
1,450,893
(12,604)
151,014
156,924
(5,910)
250,454
252,538
(2,084)
37,077
37,561
(484)
619,284
635,793
(16,509)
276,142
276,562
(420)
2,772,260
2,810,271
(38,011)
(979,992)
2. Internal models and other methods of sensitivity analysis.
Information is reported in the corresponding part on “interest rate and price risk” (section
2.1 - 2.2).
240*
Notes to the Separate Financial Statements
2.4 Derivative instruments
A. FINANCIAL DERIVATIVES
A.1 Supervisory trading portfolio: end of period and average notional amounts
Under lying asset s/t ype of deriv ativ e
31.12.2011
Over the counter
1. Debt instruments and interest r ates
31.12.2010
Central counterparties
Ov er t he count er
Ce ntr al counter part ies
90, 391,384
623, 007
96,997,056
2,462,899
5, 065,987
-
10,140,223
4,366
85, 325,397
-
86,856,833
-
c) Forwards
-
-
-
-
d) Futur es
-
623, 007
-
2,458,533
a) Options
b) Swaps
e) Other
2. Equity instruments and share indices
a) Options
-
-
-
-
7,383
1, 440
211,349
48,549
7,383
100
211,349
12,000
b) Swaps
-
-
-
-
c) Forwards
-
-
-
-
d) Futur es
-
1, 340
-
36,549
e) Other
3. Currencies and gold
-
-
-
-
3, 312,504
-
2,891,073
-
a) Options
-
-
27,690
b) Swaps
-
-
-
-
3, 312,504
-
2,863,383
-
d) Futur es
-
-
-
-
e) Other
-
-
-
-
4. Commodities
-
-
-
-
5. Other underlying
-
-
-
-
c) Forwards
Total
93,711,271
624,447
100,099,478
2,511,448
Average amount s
90,226,185
1,567,948
103,432,351
2,124,774
The table gives the notional amounts for derivative contracts by type of contract. The swap
contracts consist of swaps on interest rates performed mainly to hedge network bank
positions. The forward contracts consist mainly of forwards on own positions in currencies
and as the counterparty to network bank contracts.
The futures contracts relate primarily to index and interest rate derivatives.
241*
Notes to the Separate Financial Statements
A.2 Banking portfolio: notional, end of period and average amounts
A.2.1 For hedging
Under lying asset s/t ype of deriv ativ e
31.12.2011
Over the counter
1. Debt instruments and interest r ates
a) Options
b) Swaps
31.12.2010
Central counterparties
Ov er t he count er
Ce ntr al counter part ies
16, 205,887
-
12,836,947
-
125,000
-
125,000
-
16, 080,887
-
12,711,947
c) Forwards
-
-
-
-
d) Futur es
-
-
-
-
e) Other
2. Equity instruments and share indices
-
-
-
-
-
-
-
-
a) Options
-
-
-
-
b) Swaps
-
-
-
-
c) Forwards
-
-
-
-
d) Futur es
-
-
-
-
e) Other
3. Currencies and gold
-
-
-
-
-
-
-
-
a) Options
-
-
-
-
b) Swaps
-
-
-
-
c) Forwards
-
-
-
-
d) Futur es
-
-
-
-
e) Other
-
-
-
-
4. Commodities
-
-
-
-
5. Other underlying
-
-
-
-
Total
16,205,887
-
12,836,947
-
Average amount s
16,001,732
-
13,142,433
-
The table gives the notional amounts for derivative contracts by type of contract. The swap
contracts consist of swaps on interest rates performed mainly to hedge available-for-sale
financial assets and own issue bonds.
242*
Notes to the Separate Financial Statements
A.2.2 Other derivatives
Under lying asset s/t ype of deriv ativ e
31.12.2011
Over the co unter
1. Debt instruments and interest r ates
31.12.2010
Central counterparties
Ov er t he count er
Ce ntr al counter part ies
-
-
36,6 52
-
a) Options
-
-
36,6 52
-
b ) Swaps
-
-
-
-
c) Forward s
-
-
-
-
d ) Futur es
-
-
-
-
e) Other
2. Equity instruments and share ind ices
a) Options
-
-
-
-
2, 072,97 1
-
7 ,417,9 33
-
2, 072,97 1
-
7 ,417,9 33
-
b ) Swaps
-
-
-
-
c) Forward s
-
-
-
-
d ) Futur es
-
-
-
-
e) Other
-
-
-
-
-
-
-
-
a) Options
-
-
-
-
b ) Swaps
-
-
-
-
c) Forward s
-
-
-
-
d ) Futur es
-
-
-
-
e) Other
-
3. Currencies and gold
-
-
-
4. Commodities
-
-
-
-
5. Other underlying
-
-
-
-
Total
2,072,971
-
7,454,585
-
Average amount s
2,016,034
-
6,600,434
-
243*
Notes to the Separate Financial Statements
A.3 Financial derivatives: gross positive fair value - by type of product
Port folio/type of der ivat ive
Positive fair va lue
Posit ive fa ir value
31.12.2011
31.12.2010
Over the counter
A. Super visory tr ading portfolio
Central counterparties
Ov er t he count er
Ce ntr al counter part ies
1, 432,238
220
1,219,025
886
1,752
35
13,022
19
1, 386,460
-
1,184,543
-
c) Cr oss currency swaps
-
-
-
-
d) Equity swaps
-
-
-
-
44,026
-
21,460
-
-
185
-
867
-
-
-
-
616,454
-
164,595
-
a) Options
b) Interest ra te swaps
e) Forwards
f ) Futures
g) Other
B. Banking portf ol io - for hedging
a) Options
b) Interest ra te swaps
-
-
-
-
616,454
-
164,595
-
c) Cr oss currency swaps
-
-
-
-
d) Equity swaps
-
-
-
-
e) Forwards
-
-
-
-
f ) Futures
-
-
-
-
g) Other
-
-
-
-
-
-
3,344
-
-
-
3,344
-
C. Banking portf ol io - other derivatives
a) Options
b) Interest ra te swaps
-
-
-
-
c) Cr oss currency swaps
-
-
-
-
d) Equity swaps
-
-
-
-
e) Forwards
-
-
-
-
f ) Futures
-
-
-
-
g) Other
-
-
-
-
2,048,692
220
1,386,964
886
Total
The table gives derivatives by the type of underlying assets measured at fair value (positive).
The amount is the same as the amounts stated in the balance sheet within asset item 20 for
financial derivative instruments held for trading amounting to €1,432,458 thousand and
within item 80 for hedging derivatives amounting to € 616,454 thousand.
244*
Notes to the Separate Financial Statements
A.4 Financial derivatives: gross negative fair value - by type of product
Port folio/type of der ivat ive
Negative fair v alue
Nega tiv e fair value
31.12.2011
31.12.2010
Over the counter
A. Super visory tr ading portfolio
Central counterparties
Ov er t he count er
Ce ntr al counter part ies
1, 409,230
187
1,131,259
1,190
2,492
-
8,925
-
1, 355,831
-
1,100,495
-
c) Cr oss currency swaps
-
-
-
-
d) Equity swaps
-
-
-
-
50,907
-
21,839
-
-
187
-
1,190
-
-
-
-
898,024
-
599,874
-
a) Options
b) Interest ra te swaps
e) Forwards
f ) Futures
g) Other
B. Banking portf ol io - for hedging
a) Options
b) Interest ra te swaps
-
-
-
-
898,024
-
599,874
-
c) Cr oss currency swaps
-
-
-
-
d) Equity swaps
-
-
-
-
e) Forwards
-
-
-
-
f ) Futures
-
-
-
-
g) Other
-
-
-
-
217
-
822
-
217
-
822
-
C. Banking portf ol io - other derivatives
a) Options
b) Interest ra te swaps
-
-
-
-
c) Cr oss currency swaps
-
-
-
-
d) Equity swaps
-
-
-
-
e) Forwards
-
-
-
-
f ) Futures
-
-
-
-
g) Other
-
-
-
-
2,307,471
187
1,731,955
1,190
Total
The table gives derivatives by the type of underlying assets measured at fair value (negative).
The amount is the same as the amounts stated in the balance sheet within liability item 40.
“Financial liabilities held for trading“ (€1,409,634 thousand) and within liability item 60.
“Hedging derivatives” (€898,024 thousand).
245*
Notes to the Separate Financial Statements
A.5 OTC financial derivatives: supervisory trading portfolio: notional amounts, gross positive and negative fair values by
counterparty – contracts not covered by clearing agreements
Contract s not covered by clea ring
agr eements
Gover nments and
Central Banks
Other public
authorities
Banks
Financial companies
Insurance companies
Non financial
companies
Other
1) Debt inst rume nts a nd int erest rat es
- notional amount
-
-
69,489,377
20,902,007
-
-
- positive f air value
-
-
1,239,242
148,529
-
-
-
- negative fair value
-
-
1,266,568
91,754
-
-
-
- f uture exposur e
-
-
383,757
87,080
-
-
-
- notional amount
-
-
7,383
-
-
-
-
- positive f air value
-
-
440
-
-
-
-
- negative fair value
-
-
-
-
-
-
-
- f uture exposur e
-
-
443
-
-
-
-
- notional amount
-
-
2,352,655
959,572
277
-
-
- positive f air value
-
-
17,023
26,996
7
-
-
- negative fair value
-
-
50,322
585
-
-
-
- f uture exposur e
-
-
23,237
9,596
3
-
-
- notional amount
-
-
-
-
-
-
-
- positive f air value
-
-
-
-
-
-
-
- negative fair value
-
-
-
-
-
-
-
- f uture exposur e
-
-
-
-
-
-
-
2) Equity instrument s and sha re indice s
3) C urr encies and gold
4) Other securities
The table shows the derivatives already reported in the previous tables grouped by type of counterparty. The derivatives shown in item 3)
“Currencies and gold” relate to “outright” contracts (forward sale and purchase of currencies).
246*
Notes to the Separate Financial Statements
A.6 OTC financial derivatives - supervisory trading portfolio: notional amounts, gross positive and negative fair values by
counterparty – contracts covered by clearing agreements
No OTC financial derivatives with contracts covered by clearing agreements were recognised in the supervisory portfolio.
A.7 OTC financial derivatives: banking portfolio – notional amounts, gross positive and negative fair values by counterparty –
contracts not covered by clearing agreements
Contract s not covered by clearing
ag reements
Gover nments and
Central Banks
Other public
authorities
Banks
Financial companie s
Insur ance companies
Non financial
companies
Other
1) Debt inst rume nts a nd int erest rat es
- notional amount
-
-
15,113,517
1,092,370
-
-
- positive f air value
-
-
600,725
15,729
-
-
-
- negative fair value
-
-
766,075
131,948
-
-
-
- f uture exposur e
-
-
127,813
7,804
-
-
-
- notional amount
-
-
687,777
337,925
773, 818
170,670
102, 782
- positive f air value
-
-
-
-
-
-
-
- negative fair value
-
-
-
-
-
-
217
- f uture exposur e
-
-
52,763
29,396
33, 854
17,059
2, 132
- notional amount
-
-
-
-
-
-
-
- positive f air value
-
-
-
-
-
-
-
- negative fair value
-
-
-
-
-
-
-
- f uture exposur e
-
-
-
-
-
-
-
- notional amount
-
-
-
-
-
-
-
- positive f air value
-
-
-
-
-
-
-
- negative fair value
-
-
-
-
-
-
-
- f uture exposur e
-
-
-
-
-
-
-
2) Equity instrument s and sha re indice s
3) C urr encies and gold
4) Other securities
247*
Notes to the Separate Financial Statements
A.8 OTC financial derivatives: banking portfolio: notional amounts, gross positive and negative fair values by counterparty –
contracts covered by clearing agreements
No OTC financial derivatives with contracts covered by clearing agreements were recognised in the banking portfolio.
A.9 Residual maturity of OTC financial derivatives: notional amounts
Un d e rlyin g a s s e t / R e s id u a l m a t u rit y
Up t o 1 ye a r
1 ye a r t o 5 ye a rs
M o re t h a n 5 ye a rs
To ta l
A ) S u p e rv is o ry t ra d in g p o rt f o lio
A.1 F ina nc ia l de riva tive s o n de bt ins trum e nts a nd inte re s t ra te s
34,182,686
35,266,100
20,942,598
7,383
-
-
7 ,3 8 3
3,310,089
2,415
-
3 ,3 12 ,5 0 4
-
-
-
-
1,453,265
8,517,240
6,235,382
16 ,2 0 5 ,8 8 7
191,793
1,157,030
724,149
2 ,0 7 2 ,9 7 2
B .3 F ina nc ia l de riva tive s o n e xc ha nge ra te s a nd go ld
-
-
-
-
B .4 F ina nc ia l de riva tive s o n o the r s e c uritie s
-
-
-
A.2 F ina nc ia l de riva tive s o n e quity ins trum e nts a nd s ha re indic e s
A.3 F ina nc ia l de riva tive s o n e xc ha nge ra te s a nd go ld
A.4 F ina nc ia l de riva tive s o n o the r s e c uritie s
9 0 ,3 9 1,3 8 4
B ) B a n k in g p o rt f o lio
B .1 F ina nc ia l de riva tive s o n de bt ins trum e nts a nd inte re s t ra te s
B .2 F ina nc ia l de riva tive s o n e quitie s a nd s ha re indic e s
-
T o t a l 3 1.12 .2 0 11
3 9 ,14 5 ,2 16
4 4 ,9 4 2 ,7 8 5
2 7 ,9 0 2 ,12 9
111,9 9 0 ,13 0
T o t a l 3 1.12 .2 0 10
4 4 ,8 5 4 ,9 6 5
4 2 ,7 10 ,19 5
3 2 ,8 2 5 ,8 4 9
12 0 ,3 9 1,0 0 9
248*
Notes to the Separate Financial Statements
A.10 OTC financial derivatives: counterparty risk/financial risk – Internal models
UBI Banca does not use internal models to measure counterparty risk and financial risk for
OTC financial derivatives.
B. CREDIT DERIVATIVES
B.1 Credit derivatives: end of period and average notional amounts
Categor ies of transactions
Supervisory t rading portfolio
on a single ob ject
Ba nking port folio
on a basket of items
on a single obje ct
on a basket of items
1. Protection purchases
a) Credit default products
415,000
-
-
-
b) Credit spread products
-
-
-
-
c) Total r ate of return swaps
-
-
-
-
d) Other
-
-
-
-
Total 31.12.2011
415,000
-
-
-
Average amount s
415,000
-
-
-
Total 31.12.2010
415,000
-
-
-
a) Credit default products
-
-
-
-
b) Credit spread products
-
-
-
-
c) Total r ate of return swaps
-
-
-
-
d) Other
-
-
-
-
Total 31.12.2011
-
-
-
-
Average amount s
-
-
-
-
Total 31.12.2010
-
-
-
-
2. Protection sales
Credit default products relate to credit derivative contracts entered into in relation to issues
of preference shares by Banca Popolare di Bergamo Funding LLC for €300 million and
Banca Popolare Commercio e Industria Funding LLC for €115 million.
B.2 OTC credit derivatives: gross positive fair value - by type of product
Port fo lio/ty pe of der ivat ive
Positive fair value
Positive fair value
31.12.2011
31.12.2010
A) Supe rvisor y t rading portfolio
a) Credit default products
2 ,653
3,755
b) Credit spread p roducts
-
-
c) T otal r ate of return swaps
-
-
d) Other
-
-
B. Banking po rtfolio
a) Credit default products
-
-
b) Credit spread p roducts
-
-
c) T otal r ate of return swaps
-
-
d) Other
-
-
2,653
3,755
Total
The positive fair value result relates to the residual amount of the premium paid in relation
to the contracts reported in the preceding table. This amount is classified within item 20 of
the balance sheet, “Financial assets held for trading.
249*
Notes to the Separate Financial Statements
B.3 OTC credit derivatives: gross negative fair value - by type of product
No OTC credit derivatives with a gross negative fair value were recognised.
B.4 OTC credit derivatives: gross fair value (positive and negative) by counterparty –
contracts not covered by clearing agreements
Cont racts not cov ered by
clearing agre ement s
Governments and
Central Banks
Other pub lic
aut horit ies
B anks
Financial companies
Insurance
companies
Non financial
c ompanies
Ot her
Supervisory trading
1) Protection purchases
- notional amount
-
-
-
415,000
-
-
- positive f air value
-
-
-
2,653
-
-
-
- negative fair value
-
-
-
-
-
-
-
- f uture exposur e
-
-
-
20,750
-
-
-
- notional amount
-
-
-
-
-
-
-
- positive f air value
-
-
-
-
-
-
-
- negative fair value
-
-
-
-
-
-
-
- f uture exposur e
-
-
-
-
-
-
-
- notional amount
-
-
-
-
-
-
-
- positive f air value
-
-
-
-
-
-
-
- negative fair value
-
-
-
-
-
-
-
- notional amount
-
-
-
-
-
-
-
- positive f air value
-
-
-
-
-
-
-
- negative fair value
-
-
-
-
-
-
-
2) Protection sales
Banking portfolio
1) Protection purchases
2) Protection sales
B.5 OTC credit derivatives: gross fair value (positive and negative) by counterparty –
contracts covered by clearing agreements
No OTC credit derivatives with contracts covered by clearing agreements were recognised.
250*
Notes to the Separate Financial Statements
B.6 Residual maturity of credit derivatives: notional amounts
Underlying asset/ Residual maturity
U p t o 1 year
1 year to 5 year s
More than 5 year s
To tal
A) Supe rvisor y t rading po rtfolio
A.1 Credit derivatives with "qualifi ed" "reference ob ligation"
-
-
4 15, 000
415,000
A.2 Credit derivatives with "unqualif ied " "reference ob ligation"
-
-
-
-
B) Banking portfolio
B. 1 C red it d er ivatives with "qualified" "r eference obligation"
-
-
-
B. 2 C red it d er ivatives with "unqualified" "ref erence obligation"
-
-
-
-
-
-
415,000
415,000
415,000
415,000
Tot al 31.12.2011
Tot al 31.12.2010
B.7 Credit derivatives: counterparty risk and financial risk – Internal models
UBI Banca does not use internal models to measure counterparty and financial risk for
credit derivatives.
251*
Notes to the Separate Financial Statements
C. FINANCIAL AND CREDIT DERIVATIVES
C.1 OTC financial and credit derivatives: net fair value and future exposure by
counterparty
No OTC financial and credit derivatives with contracts covered by clearing agreements were
recognised.
252*
Notes to the Separate Financial Statements
Section 3 Liquidity risk
Qualitative information
A. General aspects, processes for the management and methods for the measurement
of liquidity risk
Internal policies require centralised liquidity management to be performed on behalf of
Group member companies by the ALM and Funding Area of the Parent, with the exception
of IW Bank and foreign subsidiaries.
Monitoring and control of liquidity risk are performed by the Risk Management Area of the
Parent, primarily by verifying the structural balance between assets and liabilities and the
degree of cover for the Bank’s liquidity requirement. This is calculated from the maturity
gaps between risk-sensitive assets and liabilities (excluding items that can be readily
liquidated, which constitute available liquidity).
A detailed description of the processes employed to manage liquidity risk and the methods
used to measure it is given in the relative section of the consolidated financial statements
which may be consulted.
253*
Notes to the Separate Financial Statements
Quantitative information
1.1 Distribution over time by residual contractual maturity of financial assets and liabilities – Denominated in euro
It ems/mat urities
On-balance sheet asset s
A.1 Government securities
A.2 Other debt instruments
A.3 Units in OICR
A.4 Financing
- B anks
- C ustomer s
On-balance sheet liabilities
On de ma nd
1 t o 7 days
15 days to 1
month
7 t o 15 days
1 month to 3
months
3 mont hs t o 6
mont hs
6 months to 1
year
1 year to 5
years
More t han 5
years
Indeterminate
maturity
12,834,397
2,985,267
1,692,765
5,755,649
6,750,990
2,863,833
1,523,675
12,050,480
4,989,665
93, 285
2
-
-
317, 040
264,225
918,182
2,142, 874
2,667,457
779,747
24
140, 938
-
-
299,526
348, 708
458,630
438,827
8,939, 490
1,915,986
183,839
208, 363
-
-
-
-
-
-
-
-
-
12,391, 811
2,985, 265
1,692, 765
5,456,123
6,085, 242
2,140,978
166,666
968, 116
406,222
595,884
595,884
2,265, 800
1,870, 089
1,692, 765
2,725,255
5,972, 609
2,094,407
123,323
614, 556
33,640
10,126, 011
1,115, 176
-
2,730,868
112, 633
46,571
43,343
353, 560
372,582
-
7,755,170
1,148,189
1,833,990
6,554,871
4,812,898
5,024,734
4,447,349
21,408,815
5,991,579
-
B.1 Deposits
7,457, 724
182, 127
523, 174
4,042,522
1,785, 488
2,463,099
669,277
2, 300
-
-
- B anks
5,139, 532
182, 127
523, 174
4,042,522
1,785, 488
2,463,099
669,277
2, 300
-
-
- C ustomer s
2,318, 192
-
-
-
-
-
-
-
-
-
240, 792
-
-
998,040
1,041, 713
1,570,684
3,173,514
14,530, 592
5,219,192
-
B.3 Other liabilities
56, 654
966, 062
1,310, 816
1,514,309
1,985, 697
990,951
604,558
6,875, 923
772,387
-
Off-b alance sheet transac tions
59,079
28,316
267,632
50,929
395,837
(40,883)
4,838
(229,527)
(546,521)
772,296
B.2 Debt instruments
C.1 Financial derivatives with exchange of
pri ncipal
(422)
317, 553
268, 064
115,282
311, 664
(40,883)
4,838
(229, 527)
(546,521)
772,296
- L ong positions
-
646, 866
271, 928
974,622
452, 697
322,177
13,945
639, 795
716
774,184
- Short positions
422
329, 313
3, 864
859,340
141, 033
363,060
9,107
869, 322
547,237
1,888
C.2 Financial derivatives without exchange of
pri ncipal
30, 130
149
(432)
(7,488)
84, 173
-
-
-
-
-
- L ong positions
1,367, 226
149
-
15,037
86, 748
-
-
-
-
-
- Short positions
1,337, 096
-
432
22,525
2, 575
-
-
-
-
-
56, 865
-
-
(56,865)
-
-
-
-
-
-
56, 865
-
-
-
-
-
-
-
-
-
C.3 Deposits a nd financing to be r eceived
- L ong positions
- Short positions
-
-
-
56,865
-
-
-
-
-
-
(7, 153)
(289,386)
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
7, 153
289, 386
-
-
-
-
-
-
-
-
20, 341
-
-
-
-
-
-
-
-
-
C.4 Ir revoca ble commitments to disburse funds
C.5 Financial guarantees issued
254*
Notes to the Separate Financial Statements
1.2 Distribution over time by residual contractual maturity of financial assets and liabilities - Denominated in USD
Ite ms/mat urities
On-balance sheet asset s
A.1 Government securities
A.2 Other debt instruments
On
demand
1 to 7 days
15 days to 1
mont h
7 to 15 days
1 mont h to 3
months
3 mont hs t o 6
mont hs
6 mont hs to 1
year
1 year t o 5
years
More than
5 years
Indeter minate
maturity
9,768
58,647
15,457
18,549
318,394
98,167
-
2,705
62
-
-
-
-
-
-
-
-
-
-
-
211
-
-
-
-
-
-
62
-
9,768
A.3 Units in OICR (collective investment instrum
19,407
-
-
-
-
-
-
-
-
-
A.4 Financing
39,029
15,457
18, 549
318,394
98,167
-
2, 705
-
-
-
- B anks
38,812
15,457
18, 549
82,673
98,167
-
2, 705
-
-
-
217
-
-
235,721
-
-
-
-
-
-
233,765
7,729
3,864
32,174
-
76,242
-
-
-
-
- C ustomer s
On-balance sheet liabilities
B.1 Deposits
231,785
7,729
3, 864
32,174
-
76,242
-
-
-
-
- B anks
225,125
7,729
3, 864
32,174
-
76,242
-
-
-
-
6,660
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
B.3 Other liabilities
1,980
-
-
-
-
-
-
-
-
-
Off-b alance sheet transac tions
( 192)
(316,889)
(3,305)
24,747
( 723)
116,582
(3,952)
2,415
-
-
- C ustomer s
B.2 Debt instruments
C.1 Financial derivatives with exchange of
pri ncipal
-
( 316, 889)
(3, 305)
24,747
(723)
116,582
(3, 952)
2,415
-
-
- L ong positions
-
97,862
3, 663
572,274
106,579
123,857
9, 343
2,415
-
-
- Short positions
-
414,751
6, 968
547,527
107,302
7,275
13, 295
-
-
-
C.2 Financial derivatives without exchange of
pri ncipal
(192)
-
-
-
-
-
-
-
-
-
- L ong positions
21,056
-
-
-
-
-
-
-
-
-
- Short positions
21,248
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
C.3 Deposits a nd financing to be r eceived
- L ong positions
- Short positions
C.4 Ir revoca ble commitments to disburse funds
- L ong positions
- Short positions
C.5 Financial guarantees issued
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
255*
Notes to the Separate Financial Statements
1.3 Distribution over time by residual contractual maturity of financial assets and liabilities - Denominated in CHF
It ems/ma tur ities
On-balance sheet asset s
On demand
1 to 7 days
15 days t o 1
mont h
7 to 15 days
1 month to 3
months
3 months to 6
months
6 months to 1
ye ar
More
t han 5
years
1 year t o 5
years
Indeterminate
maturit y
4,534
205,660
823
9,707
384,501
2,057
-
-
-
A.1 Government securities
-
-
-
-
-
-
-
-
-
-
A.2 Other debt instruments
-
-
-
-
-
-
-
-
-
-
A.3 Units in OICR (collective investment instrum
-
-
-
-
-
-
-
-
-
-
-
A.4 Financing
4,534
205,660
823
9, 707
384,501
2,057
-
-
-
-
- B anks
4,534
205,660
823
9, 707
384,501
2,057
-
-
-
-
-
-
-
-
-
-
-
-
-
-
13,968
1,645
2,468
24,679
8,226
-
189
-
-
-
- C ustomer s
On-balance sheet liabilities
B.1 Deposits
13,968
1,645
2,468
24, 679
8,226
-
189
-
-
-
- B anks
13,964
1,645
2,468
24, 679
8,226
-
189
-
-
-
4
-
-
-
-
-
-
-
-
-
B.2 Debt instruments
- C ustomer s
-
-
-
-
-
-
-
-
-
-
B.3 Other liabilities
-
-
-
-
-
-
-
-
-
-
2,057
(387)
(256,108)
(8,920)
( 309,312)
55
-
-
-
-
Off-b alance sheet transac tions
C.1 Financial derivatives with exchange of
pri ncipal
-
(387)
(256,108)
(8, 920)
(307,255)
55
-
-
-
-
- L ong positions
-
628
-
2, 188
9,131
55
-
-
-
-
- Short positions
-
1,015
256,108
11, 108
316,386
-
-
-
-
-
C.2 Financial derivatives without exchange of
pri ncipal
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
2,057
-
-
-
(2,057)
-
-
-
-
-
- L ong positions
2,057
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
2,057
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
C.3 Deposits a nd financing to be r eceived
C.4 Ir revoca ble commitments to disburse funds
C.5 Financial guarantees issued
256*
Notes to the Separate Financial Statements
1.4 Distribution over time by residual contractual maturity of financial assets and liabilities - Denominated in: GBP
Items/maturitie s
On-balance sheet asset s
On demand
1 to 7 days
15 days to 1
month
7 to 15 days
1 mont h to 3
months
3 months to 6
months
6 months to 1
year
1 year to 5
years
More t han 5
years
Indeterminat e
matur ity
-
5,343
-
-
5,387
-
61,056
-
-
-
A.1 Government securities
-
-
-
-
-
-
-
-
-
-
A.2 Other debt instruments
-
-
-
-
-
-
-
-
-
-
A.3 Units in OICR (collective investment instrum
-
-
-
-
-
-
-
-
-
-
A.4 Financing
5, 343
-
-
5,387
-
61, 056
-
-
-
-
- B anks
4, 429
-
-
-
-
61, 056
-
-
-
-
914
-
-
5,387
-
-
-
-
-
-
On-balance sheet liabilities
10,522
13,169
-
-
-
-
-
-
-
-
B.1 Deposits
10, 522
13,169
-
-
-
-
-
-
-
-
- B anks
10, 515
13,169
-
-
-
-
-
-
-
-
7
-
-
-
-
-
-
-
-
-
B.2 Debt instruments
-
-
-
-
-
-
-
-
-
-
B.3 Other liabilities
-
-
-
-
-
-
-
-
-
-
Off-b alance sheet transac tions
433
(230)
-
4,402
4,136
(62,820)
-
-
-
-
C.1 Financial derivatives with exchange of
pri ncipal
- C ustomer s
- C ustomer s
433
(230)
-
4,402
4,136
(62, 820)
-
-
-
-
- L ong positions
433
2,118
-
71,690
4,495
419
-
-
-
-
- Short positions
-
2,348
-
67,288
359
63, 239
-
-
-
-
C.2 Financial derivatives without exchange of
pri ncipal
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
C.3 Deposits a nd financing to be r eceived
C.4 Ir revoca ble commitments to disburse funds
C.5 Financial guarantees issued
257*
Notes to the Separate Financial Statements
1.5 Distribution over time by residual contractual maturity of financial assets and liabilities - Denominated in JPY
Items/maturities
On-balance sheet asset s
On demand
1 to 7 days
15 days to 1
month
7 t o 15 days
1 month to 3
months
3 mont hs t o 6
mont hs
6 mont hs to 1
year
1 year to 5 year s
More than 5
years
Indet erminate
mat urity
3,212
1,377
15,619
7,445
11,617
778
230
-
-
A.1 Government securities
-
-
-
-
-
-
-
-
-
-
A.2 Other debt instruments
-
-
-
-
-
-
-
-
-
-
A.3 Units in OICR (collective investment instrume
-
-
-
-
-
-
-
-
-
-
-
A.4 Financing
3, 212
1,377
15, 619
7,445
11, 617
778
230
-
-
-
- B anks
3, 212
1,377
15, 619
7,445
11, 617
778
230
-
-
-
-
-
-
-
-
-
-
-
-
-
1,493
-
-
-
-
-
-
-
-
-
- C ustomer s
On-balance sheet liabilities
B.1 Deposits
1, 493
-
-
-
-
-
-
-
-
-
- B anks
1, 487
-
-
-
-
-
-
-
-
-
6
-
-
-
-
-
-
-
-
-
B.2 Debt instruments
- C ustomer s
-
-
-
-
-
-
-
-
-
-
B.3 Other liabilities
-
-
-
-
-
-
-
-
-
-
Off-b alance sheet transac tions
-
3,151
-
( 34,281)
(9,705)
(34)
-
-
-
-
C.1 Financial derivatives with exchange of
pri ncipal
-
3,151
-
(34,281)
(9,705)
(34)
-
-
-
-
- L ong positions
-
32,037
-
160,777
839
16,523
-
-
-
-
- Short positions
-
28,886
-
195,058
10, 544
16,557
-
-
-
-
C.2 Financial derivatives without exchange of
pri ncipal
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
C.3 Deposits a nd financing to be r eceived
C.4 Ir revoca ble commitments to disburse funds
- L ong positions
- Short positions
C.5 Financial guarantees issued
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
258*
Notes to the Separate Financial Statements
1.6 Distribution over time by residual contractual maturity of financial assets and liabilities - Denominated in CAD
It ems/ ma tur ities
On-balance sheet asset s
On demand
1 t o 7 days
7 t o 15 days
15 days to 1
month
1 mont h to 3
months
3 months t o 6
months
6 months to 1
More than
1 year t o 5 years
year
5 year s
Indeter minate
maturity
1,952
-
-
-
-
-
-
-
-
-
A.1 Government securities
-
-
-
-
-
-
-
-
-
-
A.2 Other debt instruments
-
-
-
-
-
-
-
-
-
-
A.3 Units in OICR (collective investment instrume
-
-
-
-
-
-
-
-
-
-
A.4 Financing
1, 952
-
-
-
-
-
-
-
-
-
- B anks
1, 952
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,281
-
-
-
1,892
-
-
-
-
-
- C ustomer s
On-balance sheet liabilities
B.1 Deposits
3, 281
-
-
-
1, 892
-
-
-
-
-
- B anks
3, 281
-
-
-
1, 892
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
B.2 Debt instruments
- C ustomer s
-
-
-
-
-
-
-
-
-
-
B.3 Other liabilities
-
-
-
-
-
-
-
-
-
-
Off-b alance sheet transac tions
-
(49)
-
2,848
(98)
-
-
-
-
-
C.1 Financial derivatives with exchange of
pri ncipal
-
(49)
-
2, 848
(98)
-
-
-
-
-
- L ong positions
-
865
-
34, 224
-
-
-
-
-
-
- Short positions
-
914
-
31, 376
98
-
-
-
-
-
-
C.2 Financial derivatives without exchange of
pri ncipal
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
C.3 Deposits a nd financing to b e r eceived
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
C.4 Ir revoca ble commitments to disburse funds
C.5 Financial guarantees issued
259*
Notes to the Separate Financial Statements
1.7 Distribution over time by residual contractual maturity of financial assets and liabilities – Other currencies
It ems/ matur ities
On dema nd
On-balance sheet asset s
1 to 7 days
15 days to 1
month
7 t o 15 days
1 month t o 3
months
3 months to 6
months
6 months to 1
year
1 year t o 5
years
More than 5
years
Indeter minate
maturity
42,555
785
-
99,761
8,160
-
-
-
-
-
A.1 Government securities
-
-
-
-
-
-
-
-
-
-
A.2 Other debt instruments
-
-
-
-
-
-
-
-
-
-
A.3 Units in OICR (collective investment instrum
-
-
-
-
-
-
-
-
-
-
A.4 Financing
42,555
785
-
99,761
8,160
-
-
-
-
-
- B anks
27,423
785
-
124
8,160
-
-
-
-
-
- C ustomer s
15,132
-
-
99,637
-
-
-
-
-
-
4,126
5,158
-
-
8,390
-
-
-
-
-
On-balance sheet liabilities
B.1 Deposits
4,126
5, 158
-
-
8,390
-
-
-
-
-
- B anks
4,114
5, 158
-
-
8,390
-
-
-
-
-
12
-
-
-
-
-
-
-
-
-
B.2 Debt instruments
- C ustomer s
-
-
-
-
-
-
-
-
-
-
B.3 Other liabilities
-
-
-
-
-
-
-
-
-
-
1,681
(14,012)
( 12,129)
( 108,315)
(1,231)
-
-
(2,030)
-
-
Off-b alance sheet transac tions
C.1 Financial derivatives with exchange of
pri ncipal
-
(12, 331)
(12,129)
(108,315)
( 1,231)
-
-
(2,030)
-
-
- L ong positions
-
2, 923
1,332
103,736
769
16,121
-
-
-
-
- Short positions
-
15, 254
13,461
212,051
2,000
16,121
-
2,030
-
-
C.2 Financial derivatives without exchange of
pri ncipal
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
1,681
(1, 681)
-
-
-
-
-
-
-
-
1,681
-
-
-
-
-
-
-
-
-
C.3 Deposits a nd financing to be r eceived
- L ong positions
- Short positions
-
1, 681
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
- L ong positions
-
-
-
-
-
-
-
-
-
-
- Short positions
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
C.4 Ir revoca ble commitments to disburse funds
C.5 Financial guarantees issued
260*
Notes to the Separate Financial Statements
Section 4 Operational risk
Qualitative information
A. General aspects, procedures for
measurement of operational risk
the
management
and
methods
for
the
Operational risk is defined as the risk of loss resulting from inadequate or failed procedures,
human resources and internal systems or from exogenous events. This type of risk includes
loss resulting from fraud, human error, business disruption, system failure, non
performance of contracts and natural disasters. The definition includes legal risk, which is
defined as the risk of losses resulting from violations of laws and regulations and from
contractual or non-contractual responsibilities or from other litigation.
It also includes compliance risk, defined as the risk of incurring legal or administrative
penalties, or substantial financial losses as a consequence of violations of compulsory rules
(laws of regulations) or internal regulations (e.g. by-laws, codes of conduct and voluntary
codes).
Reputational risk is excluded. It is defined as the present or future risk of incurring loss of
profits or capital resulting from a negative perception of the image of the Bank by
customers, counterparties, shareholders, investors or supervisory authorities. Strategic risk
is also excluded. It is defined as the risk attaching to errors in decision-making concerning
business strategies or bad timing in decisions relating to markets.
Operational risk is characterised by cause and effect relations for which one or more trigger
events generate a prejudicial event or effect which is directly linked to an economic loss.
An operational loss is therefore defined as a set of negative economic impacts resulting from
events of an operational nature, recognised in the accounts of a business and sufficient to
impact on the income statement.
When formulating its policy to manage operational risk, the UBI Banca Group placed a
particular focus on maintaining an appropriate risk profile that is consistent with the
propensity to risk defined by senior management. It is Group policy to identify, measure and
monitor operational risks within an overall process of operational risk management with the
following objectives:
–
–
–
–
–
–
to identify the causes of prejudicial events at the origin of operational losses
and consequently to increase corporate profitability and improve operational
efficiency, by identifying critical areas and monitoring and optimising the
system of controls;
to optimise policies to mitigate and transfer risk, such as for example, the use
of insurance, on the basis of the magnitude and effective exposure to risk;
to optimise the allocation and absorption of capital for operational risk and
provision policies in a perspective of creating value for shareholders;
to support decision-making processes concerning the start up of new business,
activities, products and systems;
to develop an operational risk culture at business unit level, increasing
awareness throughout units;
to respond to the regulatory requirements of the New Basel Accord on Capital
for banks and banking groups.
261*
Notes to the Separate Financial Statements
In the light of the regulatory context as set out by the Bank of Italy in the publication of
Circular No. 263 of 27/12/2006, the Bank has adopted the “traditional standardised
approach” (TSA) for the calculation of capital requirements for operational risks and it has
commenced the procedures for the authorisation by the supervisory authority for the use of
an “advanced measurement approach” (AMA) internal model which should be completed by
17th June 2012.
The organisational model
The organisational model for the management of operational risks is based on a
combination of components based on the responsibilities assigned and the specific position
occupied in the organisation chart, both centralised and decentralised, consistent with the
federal, multi-functional and integrated structure of the Group. In this context the Parent
performs the functions of management, co-ordination and control, and the supervision of
business functions, which includes supporting the activities of network banks and product
companies in their core businesses, and it supplies common support services either directly
or through subsidiaries.
The design of the organisational structure is differentiated and based on the size and
operational complexity of each entity in the Group: Parent, service company, commercial
banks, product companies. Centralised responsibilities, each within the scope of their
functions, are assigned to the following:
–
the Operational Risks Committee is the policy making and governance body
which oversees the general process of operational risk management. Its
composition, functional rules, duties and powers are governed by the General
Corporate Regulations;
–
Operational Risks Service: as the unit responsible for the general system of
operational risk management, it plans, develops and maintains methods for the
detection, measurement and monitoring of operational risk and it verifies the
effectiveness of measures to mitigate operational risk and of the relative
reporting systems. It is also responsible for policy setting, co-ordination and
control of the overall system at Group level;
–
the Methods and Models Service is the unit responsible for calculating
capital requirements for the legal entities of the Group which intend to adopt
advanced approaches on the basis of validation instructions received from the
Models and Processes Validation Service and other internal and external bodies
according to the case. This service forms part of the Operational Risk Service;
–
the Models and Processes Validation Service: as a function that is
independent of persons or units involved in the development of risk
management and measurement systems, it is responsible for the continuous
assessment of the quality of the operational risk management system and its
compliance over time with legislation and regulations, operational
requirements and market demands. Its activities include verification of the
reliability of capital requirement calculations and tests of the use of the
measurement system in decision making processes and in the management of
operational risks (use tests);
–
the Risk Policies Service is the unit responsible for formulating and revising
the “Operational Risk Policy of the UBI Banca Group”. It is also involved in
assessing and taking out insurance policies to mitigate operational risk
262*
Notes to the Separate Financial Statements
following procedures
Regulations.
contained
in
the
Insurance
Risk
Management
The organisational model is structured with four levels of responsibility for the decentralised
units in the Bank:
–
–
–
–
Operational Risk Officer (ORO): these are responsible within their legal
entities (Parent – network banks – product companies) for implementing the
overall framework for the management of operational risks as defined by Group
policies and the respective regulations to implement it;
Local Operational Risk Support Officer (LORSO): the main role acting in
support of the Operational Risk Officer in the general management of
operational risks in the entities to which they belong. In the legal entities to
which they belong these officers also support and co-ordinate the Risk
Champions and Risk Owners who liaise with those involved in the operational
risk management system;
Risk Champion (RC): operationally responsible for supervising operational risk
management (loss data collection – LDC – and self risk assessment) for the
purposes of overall validation in their business areas, co-ordinating and
supporting the relative risk owners. They support the risk monitoring process
and participate in the definition and implementation of mitigation strategies;
Risk Owners (RO): their task is to recognise and report loss events (LDC), both
actual and/or potential, which occur in the course of everyday operations.
They participate in the implementation of corrective or improvement action
decided at higher levels designed to reduce exposure to risk.
Management, measurement and control systems
The Operational Risk Management System of the Group is composed of the following:
–
a decentralised process for collecting data on operational losses (loss data
collection) designed for integrated and systematic detection of damaging events
that occur which result in an actual loss, almost a loss (a “near miss”) or a
profitable event. Operational losses detected are periodically reconciled in the
accounts and updated in real time by Risk Owners and/or Risk Champions by
means of a software application available on the Group intranet, which shows
any recoveries that are obtained separately, including those resulting from
specific insurance policies;
–
a structured process for mapping and assessing risk, operational context
factors and significant internal control system scenarios (risk assessment)
intrinsic to the business areas of the Group, supported by a software
application for integrated management, where the intention is to furnish
critical operational self diagnosis of potential exposure to the risk of future
losses, of the adequacy of controls and of the mitigation measures in place;
–
a database of operational losses incurred by the sector nationally since 2003.
The Group has participated in the DIPO (Italian database of operational losses)
project launched by the Italian Banking Association to exchange loss data in
the sector since it commenced;
–
a system for measuring economic and supervisory capital to calculate the
absorption of supervisory capital by operational risk for each business unit
using an AMA and a standardised approach. The measurement of operational
263*
Notes to the Separate Financial Statements
risk using the AMA system is performed using an extreme value theory (EVT)
approach, based on all of the three sources of information described above
(internally detected operational losses [LDC], assessment of potential exposure
to risk [self risk assessment] and operational losses incurred in the national
banking sector [DIPO]).
Reporting
A reporting system has been implemented to support the monitoring of operational risks
which furnishes the information needed for proper management, measurement and
mitigation of the levels of risk assumed by the Bank.
That system is structured with the same levels of responsibility employed by the
organisational model to support the multiple information requirements intrinsic to the
federal model of Group organisation. The objective is to guarantee standardised information
and allow periodic verification of the operational risks assumed as input for the definition of
management strategies and objectives that are consistent with standard levels of acceptable
risk.
Reporting to corporate bodies, the senior management of the Parent and of the main legal
entities in the Group and to the Operational Risks Committee is periodically performed
centrally by the Operational Risks Service. It includes an analysis at differing degrees of
detail and with differing frequencies according to requirements of the following: an analysis
of data on internal losses and the relative recoveries together with a comparison with
external data for the sector nationally; the results of the assessment of risk exposure with
the identification of areas of vulnerability; and a description of the action needed to prevent
and mitigate risk and of the relative effectiveness.
Risk transfer mechanisms
The Bank has taken out adequate insurance policies to cover the principal transferable
operational risks with due account taken of supervisory regulations (Bank of Italy Circular
No. 263/2006). The policies were taken out by UBI Banca Scpa in its own name and on
behalf of the network banks and product companies of the Group concerned.
Legal risk
The Bank is party to a number of court proceedings and legal actions of varying nature
arising from the ordinary performance of its business. While it is not possible to predict final
outcomes with certainty, it is considered that an unfavourable conclusion of these
proceedings, both taken singly or as a whole, would not have a significant effect on the
Bank’s financial position and results.
In order to meet the claims received, the Bank made appropriate provisions on the basis of a
reconstruction of the amounts potentially at risk and taking account of established legal
opinion on the matters in question.
264*
Notes to the Separate Financial Statements
The specific sections of this report may be consulted for information on corporate litigation
not directly related to ordinary business operations and on tax litigation.
Quantitative information
The graphs below show that the main sources of operational risk for the Bank in the period
from January 2008 to December 2011 were “external causes” (28% of frequencies and 81%
of the total impacts detected) and “processes” (65% of frequencies and 18% of the total
impacts detected).
The “external causes” risk driver included, amongst other things, human actions performed
by third parties and not directly under the control of the Bank. The “process” risk driver
included unintentional errors and incorrect application of regulations.
Percentage of operational losses by risk driver (detection from 1st January 2008 to 31st December 2011)
Number of events
Impact on profit
Operational losses during the year were concentrated on the following risk factors:
“processes” (49% of frequencies and 55% of the total impacts detected) and “persons” (4% of
frequencies and 27% of the total impacts detected).
265*
Notes to the Separate Financial Statements
Percentage of operational losses by risk driver (detection from 1st January 2011 to 31st December 2011)
Number of events
Impact on profit
266*
Notes to the Separate Financial Statements
The types of event which recorded the greatest concentration of operational losses during
the period examined were “external fraud” (5% of frequencies and 80% of the total impacts
detected) and “execution, delivery and process management” (46% of frequencies and 12% of
the total impacts detected).
Percentage of operational losses by type of event (detection from 1st January 2008 to 31st December 2011)
Number of events
Impact on profit
Operational losses incurred during the year were concentrated mainly in the following types
of event: “employment and safety at work” (36% of frequencies and 38% of the total impacts
detected) and “execution, delivery and process management” (43% of frequencies and 35% of
the total impacts detected).
Percentage of operational losses by type of event (detection from 1st January 2011 to 31st December 2011)
Number of events
Impact on profit
Customers, products and professional practices
Execution, delivery and process management
External fraud
Business interruption and system malfunctions
Employment and safety at work
Operational losses detected during the year were concentrated above all in the following
lines of business: “commercial banking” (36%), “trading and sales” (29%) and “retail
banking” (26%).
267*
Notes to the Separate Financial Statements
Capital requirements
The Bank has employed the traditional standardised approach (TSA) since 2008 for the
calculation of capital requirements on operational risk (see Bank of Italy Circular No. 263 of
27/12/2006 relating to the new prudential supervisory regulations for banks).
The capital requirement calculated according to the standardised approach (TSA) is the
product of the multiplication of gross income (the “significant indicator” consisting of item
120 in the mandatory income statement in the consolidated financial statements pursuant
to Bank of Italy circular No. 262 of 22nd December 2005), divided into supervisory lines of
business, by the “beta” coefficients defined in the supervisory regulations (see Bank of Italy
circulars No. 263 of 27th December 2006 and No. 155 of 18th December 1991). The
significant indicator for the supervisory lines of business was extrapolated from
management accounting data, by applying classification criteria defined by internal
regulations in compliance with supervisory instructions.
The capital requirement as at 31st December 2011, calculated as the average of the
requirements for the last three years, amounted to €54 million. It was absorbed mainly by
the commercial banking line of business. The average absorption of capital with respect to
the significant indicator was 15%.
The capital requirement fell by €13 million (-19%) compared to the previous year, caused
mainly by a drop in gross income.
268*
Notes to the Separate Financial Statements
Part F – Information on equity
Section 1 Equity
A – Qualitative information
Equity is defined by international financial reporting standards in a residual manner as
“what remains of an entity’s assets after all the liabilities have been deducted”. From a
financial viewpoint equity is the means measured in monetary form contributed by the
owners or generated by the entity.
Operational levers are developed on a broader aggregate, consistent with the supervisory
aggregate, which are characterised not just by equity in the strict sense but also by
intermediate aggregates such as innovative instruments, hybrid instruments and
subordinated liabilities.
As the Parent of the Group, UBI Banca performs supervision and co-ordination activities for
the companies in the Group and therefore (without prejudice to the independence of each of
them in terms of business and company by-laws), sets appropriate policies for them.
The Parent Bank analyses and co-ordinates capital requirements on the basis of the Group
development plan, the related risk profiles and, very importantly, in compliance with
supervisory constraints and acts as a privileged counterparty in gaining access to capital
markets applying an integrated approach to optimising capital strength.
269*
Notes to the Separate Financial Statements
B – Quantitative information
B.1 Equity: composition
Items/Amounts
31.12.2011
31.12.2010
1. Share capital
2,254,367
1,597,865
2. Share premiums
7,429,913
7,100,378
3. Reserves
1,761,644
1,572,878
1,528,839
1,340,246
544,428
516,056
-
-
- of profits
a) legal reserve
b) by-law
c) treasury shares
69,703
64,203
d) other
914,708
759,987
- other
232,805
232,632
-
-
4. Equity instruments
5. (Treasury shares)
6. Fair value reserves
- Available-for-sale financial assets
(4,375)
-
(1,118,666)
(226,575)
(1,145,740)
(256,806)
- Property, equipment and investment property
-
-
- Intangible assets
-
-
- Foreign investment hedges
-
-
- Cash flow hedges
-
-
(243)
(243)
- Exchange rate differences
- Non current assets held for disposal
- Actuarial gains (losses) relating to defined benefit pension plans
- Share of fair value reserves of equity-accounted investees
- Special revaluation laws
-
-
(1,980)
1,177
-
-
29,297
29,297
7. Profit (loss) for the year
(2,713,054)
283,720
Total
7,609,829
10,328,266
As already reported, the 2011 incentive scheme for the Senior Management of the UBI
Group requires the Parent, UBI Banca, to deliver treasury shares to its employees and to
grant shares to the employees of its subsidiaries.
According to IFRS 2 “share-based payments”, that scheme constitutes an “equity settled”
operation where payment is based on shares and made using equity instruments. On this
basis, because the objective of IFRS 2 is to recognise the impact on profit and loss of the
remuneration paid by means of equity instruments in the income statement in the form of
personnel expense, UBI Banca and the subsidiaries involved in the scheme recognised the
cost for the year within the item 150a “Administrative expense: personnel expense” against
an increase in equity made by posting the amount to a separate reserve in equity because
the obligation of the company will be extinguished by the delivery of equity instruments and
that obligation will be settled in any event by UBI Banca. In this context, the item “reserves – other” also includes stock grant reserves relating to the
share component of the incentive scheme for UBI Banca personnel amounting to €10
thousand and for the personnel of Group member companies amounting to €115 thousand.
270*
Notes to the Separate Financial Statements
B.2 Fair value reserves of available-for-sale financial assets: composition
31.12.2011
Asse ts/ amounts
Positive r eser ve
1. Debt instruments
2. Equity instruments
31.12.2010
N egative re serv e
Posit ive reserve
Negative reserve
9 48
(1, 187,92 4)
2, 332
(309,8 90)
47,8 50
(1,89 5)
55, 115
(1,7 02)
1,1 33
(5,85 2)
3, 457
(6,1 18)
-
-
-
-
49,931
(1,195,671)
60,904
(317,710)
3. Units in O.I. C.R.
(co llec tiv e inv est men t ins tru ment s)
4. Financing
Total
Details are given below of the main components of the fair value reserve net of tax.
Description
Government securities and other debt instruments
Units in O.I.C.R. (collective investment instruments)
Autostrada Pedemontana Spa
Istituto Centrale Banche Popolari SpA
Sacbo Spa
Società per I servizi bancari SSB
Other equity instruments
Total
Positive reserve
948
1,133
‐
24,910
14,442
5,588
2,910
49,931
Negative reserve
(1,187,924)
(5,852)
(1,402)
‐
‐
‐
(493) (1,195,671) Total
(1,186,976) (4,719) (1,402) 24,910
14,442
5,588
2,417
(1,145,740) B.3 Fair value reserves of available-for-sale financial assets: annual changes
Debt instruments
1. Opening balances
2. Pos itive changes
Equity instrum ents
Units in O.I.C.R.
(collective inve stme nt
instruments)
(307,558)
53,413
(2,661)
-
6,651
5,142
5,737
-
333
2,344
3,66 1
-
6,142
6,142
-
1,11 3
1,11 3
-
-
176
(886,069)
(863,810)
2,798
(12,600)
(4,620)
96 3
(7,795)
(4,871)
-
(179)
(22,080)
(1,186,976)
(314)
(6,914)
(752)
45,955
(2,213)
(275)
(436)
(4,719)
-
2.1 Inc rease s in fair value
2.2 Transfe r to income stateme nt of ne gative reserves
for impairment
from s ale
2.3 Other c hange s
3. Negative changes
3.1 Red uctions in fair value
3.2 Impairment losse s
2.2 Transfe r to income stateme nt of positive re serves: from dis posal
3.4 Other c hange s
4. Closing balances
Financing
The changes in fair value are shown net of tax. Detailed information gross of tax is given in
the notes at the foot of the detailed statement of comprehensive income.
271*
Notes to the Separate Financial Statements
Section 2 Capital and supervisory ratios
2.1 SUPERVISORY CAPITAL
A – Qualitative information
The tables below summarise the main contractual characteristics of the debt instruments
that constitute the tier one capital, the supplementary capital and the tier three capital. The
column “nominal amount” reports the nominal amounts for those instruments net of the
repurchases that have occurred.
1. Tier one capital
Type of issue
Coupon
Maturity date
Early redemption
clause
Nominal
amount
IAS AMOUNT
31.12.2011
Deposit BPB Funding Llc
2001/perpetual mixed rate Currency
euro
Until 2011 fixed rate of 8.364% and
subsequently floating rate Euribor 3
months + 4.60%
perpetual
From 15.02.2011
300,000
302,324
Deposit BPCI Funding Llc
2001/perpetual mixed rate Currency
euro
Until 2011 fixed rate of 8.9% and
subsequently variable rate Euribor 3
months + 5.4%
perpetual
From 27.06.2011
115,001
115,066
155,000
155,606
Subordinated
deposits
Deposit Banca Lombarda Preferred Until 2010 fixed rate of 8.17% swapped
Capital Company Llc 2000/perpetual with Euribor 6 months + 2.42% and
mixed rate Currency euro
subsequently floating rate Euribor 3
months + 5.94%
272*
perpetual
Notes to the Separate Financial Statements
2. Tier two capital
Type of issue
Coupon
Maturity date
Early redemption clause
Nominal amount
IAS AMOUNT
31.12.2011
2004/2014 - floating rate ISIN
IT0003723357 Currency euro
Half year
Euribor 6M +0.125% for years 1-5
Euribor 6M +0.725% for years 6-10
22.10.2014
From 22.10.2009
137,059
136,248
2004/2014 - floating rate ISIN
IT0003754949
Currency euro
Half year
Euribor 6M +0.125% for years 1-5
Euribor 6M +0.725% for years 6-10
23.12.2014
From 23.12.2009
110,068
109,105
2008/2015 - floating rate
ISIN IT0004424435
Currency euro
Quarterly
Euribor 3M +0.85%
28.11.2015
479,519
474,739
2010/2017 - floating rate ISIN
IT0004572860 Currency euro
Half year
floating rate
Euribor 6 months +0.40%
23.02.2017
152,587
151,473
2010/2017 - fixed rate ISIN
IT0004572878 Currency euro
Half year
fixed rate of 3.10%
23.02.2017
300,000
309,378
2010/2017 - fixed rate ISIN
IT0004645963 Currency euro
Half year
fixed rate of 4.30%
05.11.2017
400,000
397,740
2011/2018 - fixed rate ISIN
IT0004723489 Currency euro
Half year
fixed rate of 5.40%
30.06.2018
Redemption by fixed rate
annual amortisation schedule
from 30.06.2014
400,000
412,473
30.10.2018
From 30.10.2013
211,650
211,988
2006/2018 - floating rate EMTN
Quarterly
Ordinary subordinated ISIN XS0272418590 Currency euro Euribor 3M +0.50% for years 1-7
bond issues (Lower Tier
Euribor 3M +1.10% for years 8-12
II)
2009/2019 - mixed rate ISIN
IT0004457070 Currency euro
Half year
fixed rate of 4.15% until 2014 and
subsequently variable Euribor 6M
+1.85%
13.03.2019
From 13.03.2014
370,000
383,886
2009/2016 - floating rate ISIN
IT0004457187 Currency euro
Quarterly
Euribor 3M + 1.25%
13.03.2016
Redemption by fixed rate
annual amortisation schedule
from 13.03.2012
211,992
209,976
2009/2016 - floating rate ISIN
IT0004497068 Currency euro
Quarterly
Euribor 3M + 1.25%
30.06.2016
Redemption by fixed rate
annual amortisation schedule
from 30.06.2012
156,837
154,915
2009/2019 - mixed rate ISIN
IT0004497050 Currency euro
Half year
fixed rate of 4% until 2014 and
subsequently variable Euribor 6M
+1.85%
30.06.2019
From 30.06.2014
365,000
370,940
2011/2018 - fixed rate ISIN
IT0004718489 Currency euro
Half year
fixed rate of 5.50%
16.06.2018
Redemption by fixed rate
annual amortisation schedule
from 16.06.2014
400,000
412,217
2011/2018 - mixed rate ISIN
IT0004767742 Currency euro
18.11.2018
Quarterly
fixed rate of 6.25% until 2014 and
subsequently variable Euribor 3M +1%
221,598
219,055
Deposit Banca Carime Spa
2002/2012 Currency euro
Fixed rate of 6.15%
25.06.2012
164,000
165,866
Euribor 6M +1.10%
20.11.2013
200,000
200,620
Subordinated deposits
Deposit Banca Carime Spa
(Tier II)
2003/2013 Currency euro
3. Tier three capital
No debt instruments exist which constitute tier three capital.
273*
Notes to the Separate Financial Statements
B – Quantitative information
A.
Tier 1 capital before the application of prudential filters
31.12.2011 31.12.2010
9,252,959 10,484,654
B.
B.1
B.2
Tier 1 capital prudential filters:
‐IFRS prudential filters positive (+)
‐IFRS prudential filters negative (‐)
(87,535)
(47,550)
579 337
(88,114)
(47,887)
C.
Tier 1 capital before items to be deducted (A + B)
D.
Items to be deducted from tier 1 capital
E.
F.
G.
G.1
G.2
H.
I.
L.
M.
N.
O.
P.
9,165,424
Total tier 1 capital (C - D)
Supplementary capital before the application of prudential filters
Supplementary capital prudential filters:
‐IFRS prudential filters positive (+)
‐IFRS prudential filters negative (‐)
10,437,104
191,522
179,045
8,973,902
4,224,054
10,258,059
3,670,036
(7,425)
(9,543)
‐ ‐
(7,425)
(9,543)
Supplementary capital before items to be deducted (F + G)
Items to be deducted from supplementary capital
Total supplementary capital (tier 2) (H - I)
Items to be deducted from total tier 1 and supplementary capital
Supervisory capital (E + L - M)
Tier three capital (*)
Supervisory capital inclusive of tier 3 (N + O)
4,216,629
3,660,493
191,522
179,046
4,025,107
3,481,447
26,326
26,304
12,972,683
12,972,683
13,713,202
13,713,202
2.2 CAPITAL ADEQUACY REQUIREMENT
A. Qualitative information
The capital adequacy parameters are consistent with the type of business performed by the
Bank as a Parent, which is almost entirely with members of the Group it leads.
The table below shows the absorption of supervisory capital as a function of the overall
capital adequacy requirement.
Compliance with that requirement at the end of the year involved a capital requirement of
€1,214 million.
The total capital ratios fell from 90.42% to 85.62%.
Finally, the tier one capital ratio as at 31st December 2011 stood at 59.23% compared to
67.64% the year before.
274*
Notes to the Separate Financial Statements
B. Quantitative information
Amounts not weighted
31.12.2011
31.12.2010
A. RISK ASSETS
A.1 Credit and counterparty risk
1. Standardised approach
3. Securitisations
Amounts weighted
31.12.2011
31.12.2010
84,332,876 88,078,627 19,233,556 18,619,836
3,849 94,875 2,691 21,202
B. SUPERVISORY CAPITAL REQUIREMENTS
Requirements
B.1 Credit and counterparty risk
B.2 Market risk
B.3 Operational risk
B.4 Other prudent requirements
B.5 Other items calculated
B.6 Total prudent requirements
C. RISK ASSETS AND SUPERVISORY RATIOS
C.1 Risk weighted assets
C.2 Tier 1 capital/risk weighted assets (Tier 1 capital ratio)
C.3 Supervisory capital inclusive of tier 3/risk weighted assets (Total capital ratio)
1,538,900
23,161
54,121
‐
(404,046)
1,212,136
1,491,283
59,281
67,085
‐
(404,412)
1,213,237
15,151,704 15,165,464
59.23%
67.64%
85.62%
90.42%
For those banks which adopt the standardised method, the non weighted amount is that
which takes account of prudential filters, risk mitigation techniques and credit conversion
factors.
Since 30th September 2010, the risk weighted assets consist of the reciprocal of the
minimum requirement (8%), inclusive of the 25% discount for banks belonging to banking
groups which meet the compulsory minimum requirement at consolidated level. Net of that
discount and for a comparison with the data reported previously, the ratios shown in line
items C.2 and C.3 for December 2011 would have been 44.42% and 64.21%, while in
December 2010 they would have been 50.76% and 67.84%.
275*
Notes to the Separate Financial Statements
Part G – Business combinations concerning companies or
lines of business
UBI Banca has not performed any business combinations.
276*
Notes to the Separate Financial Statements
Part H - Transactions with related parties
1. 1. Information on the remuneration of board members and senior managers
Remuneration for Board Members and senior managers
Short‐term benefits (*)
13,128
‐ of which key management personnel
5,676
Post‐employment benefits
727
‐ of which key management personnel
727
Other long term benefits
3
‐ of which key management personnel
3
Indemnity for termination of employment
1,100
‐ of which key management personnel
1,100
Share based payments
‐
‐ of which key management personnel
‐
(*) In addition to the sum destined to the Supervisory Board and to the Management Board, the amount also
included fixed and variable remuneration paid to Directors because it is equivalent to personnel expenses and
social security charges payable by the Bank to employees.
With regard to remuneration paid in 2011 to key management personnel including the
General Manager, in addition to the fixed component of remuneration decided through
individual agreements, there is also a variable component linked to the achievement of
strategic Group objectives.
The fixed part of the remuneration not only contains normal payments in cash but also
benefits which complete the remuneration such as supplementary pension funds, health
policies, accident policies and, where it is the case, the provision of a company car for bank
and private use.
The following types of remuneration were paid (the relevant accounting standard may be
consulted for definitions):
a) Short-term benefits
Short-term benefits include salaries, social security contributions, indemnities to
replace vacations not taken, absences for illness, paid leave and benefits such as
medical care and housing;
b) Post-employment benefits
Post-employment benefits include providence, pension and insurance plans as well
as severance payments.
The senior managers in question benefit from life and supplementary pension forms
of insurance, which also extend beyond the termination of their employment
contracts.
277*
Notes to the Separate Financial Statements
2. Information on transactions with related parties
In compliance with the provisions of the regulations in force, we report that all transactions
carried out by the Parent with related parties were conducted in observance of correct
principles both in substance and form, under conditions analogous to those applied for
transactions with independent parties.
For the purposes of the preparation of financial reports pursuant to Art. 154-ter of
Legislative Decree No. 58/98 (Consolidated Finance Act), in accordance with IAS 24, a party
is considered to be related to an issuer if:
a) it directly or indirectly controls, is controlled by or is under common control with the
issuer; or it holds an interest that allows it to exercise significant influence over the issuer
or joint control over the issuer;
b) it is an associate of the issuer (as defined in IAS 28 - investments in associates);
c) it is a joint venture in which the issuer is a venturer;
d) he/she is a member of the key management personnel of the issuer or of its parent,
where a member of the key management personnel refers to those who have power and
responsibility for the planning, management and control of the activities of the issuer
including its directors;
e) he/she is a close member of the family of one of the individuals referred to in (a) or (d)
(close family members are intended as meaning those who are potentially able to influence
an individual related to the issuer or be influenced by him/her in their relations with the
issuer);
f) the party is an entity that is controlled, jointly controlled or significantly influenced by, or
for which significant voting power in such entity resides with, directly or indirectly, any
individual referred to in (d) or (e);
g) it is a pension fund for the employees of the issuer or of any entity related to it.
With regard to the effects of the management and co-ordination activities performed by the
Parent, as required by article 2497 bis of the Italian Civil Code, we report that the Parent
and its subsidiary, UBI Sistemi e Servizi Scpa provided Group member companies with a
series of services, governed by intragroup contracts drawn up in accordance with the
principles of consistency, transparency and uniformity in line with the organisational model
of the Group, according to which, strategic, and management activities are centralised in
UBI Banca and technical and operational activities in the subsidiary just mentioned. The
prices agreed for the services provided under the contracts were determined on the basis of
market prices or, where appropriate reference parameters could not be found in the
marketplace, in accordance with the particular nature of the services provided, on the basis
of the cost incurred.
The main intragroup contracts existing at the end of the year included those to implement
the policy to centralise activities in the governance and business areas of the Parent, which
involved the Parent and the main banks in the Group, and also contracts to implement the
“national fiscal consolidation” (in accordance with articles 117 to 129 of Presidential Decree
No. 917/1986, the consolidated law on income tax) concluded by the Parent. There were
also all the intragroup contracts which implement the centralisation in UBI Sistemi e Servizi
of support activities for the principal companies in the UBI Group.
Further information on transactions with related parties is reported in the tables that follow.
278*
Notes to the Separate Financial Statements
Summary of principal balance sheet transactions with related parties
Related party
Financial assets
held for trading
Direct subsidiaries
Associates
Senior managers
Other related parties
1,050,751
7
-
Available-forsale financial
assets
47,898
12,428
-
Loans to
banks
26,297,926
-
Loans to
customers
Other assets Due to banks
13,474,836
18,185
-
336,903
-
15,291,526
-
Due to
customers
1,220,981
1,864
4
-
Securities
issued
3,922,898
-
Financial
liabilities held
for trading
Other
liabilities
399,353
-
250,604
-
14,399,060
24,955
-
Other
liabilities
Guarantees
granted
Guarantees
granted
Percentage of balance sheet transactions with related parties in respect of the financial statements of UBI Banca
Related party
Financial assets
held for trading
With related parties (a)
Total (b)
Percentage (a/b*100)
1,050,758
3,515,897
29.89%
Available-forsale financial
assets
60,326
6,705,814
0.90%
Loans to banks
26,297,926
30,224,290
87.01%
Other
assets
Loans to
customers
13,493,021
15,692,663
85.98%
279*
336,903
441,383
76.33%
Due to banks
15,291,526
24,228,130
63.11%
Due to
customers
1,222,849
8,022,864
15.24%
Securities
issued
3,922,898
27,200,141
14.42%
Financial
liabilities held
for trading
399,353
1,647,634
24.24%
Notes to the Separate Financial Statements
250,604
744,591
33.66%
14,424,015
15,995,629
90.17%
Summary of principal income statement transactions with related parties
Related party
Net interest
Direct subsidiaries
Associates
Senior managers
Other related parties
Net
commission
income
312,900
(15)
-
18,560
-
Dividends and
similar income
Other operating
revenues and
expenses
Net income from
trading activity
335,451
1,324
-
-
Personnel
expense
94,913
12
-
Other
administrative
expenses
64,464
178
(14,958)
(111)
(49,669)
(5)
(44)
Percentage of income statement transactions with related parties in respect of the
financial statements of UBI Banca
Related party
Net interest
With related parties (a)
Total (b)
Percentage (a/b*100)
312,885
(195,221)
-160.27%
Net commission
income
18,560
13,083
141.86%
Dividends and
similar income
336,775
354,420
95.02%
280*
Net income
from trading
activity
(8,061)
0.00%
Other
operating
revenues and
expenses
94,925
95,276
99.63%
Personnel
expense
49,573
(114,549)
-43.28%
Other
administrative
expenses
(49,718)
(112,961)
44.01%
Notes to the Separate Financial Statements
Principal balance sheet items relating to subsidiaries subject to control, joint control and
significant influence
Companies consolidated with the line-by-line method
Financial assets
held for trading
Available-for-sale
financial assets
Loans to other
banks
Loans to
customers
Other assets
Financial
Securities issued liabilities held for Other liabilities
trading
Due to
customers
Due to banks
Guarantees
granted
1,050,751
47,898
26,297,926
13,474,836
336,903
15,291,525
1,220,981
3,922,898
399,353
250,604
Albenza 3 Srl
-
-
-
9
-
-
-
-
-
-
-
Barberini Sa
-
-
-
-
-
-
-
-
-
-
-
BDG Singapore Pte Ltd
14,399,060
-
-
-
-
-
-
-
-
-
-
-
232,442
-
12,384,927
-
29,004
83
-
-
50,252
25,398
369,416
49,290
-
25,938
-
17,974
3,027,565
-
606,296
5,862
12,367
21,471
8,058
-
548,793
-
4,743
81,056
-
-
6,386
3,477
8,000
Banca Lombarda Preferred Capital Company LLC
-
1,550
-
-
-
-
155,606
-
-
-
-
Banca Lombarda Preferred Security Trust
-
-
-
30,443
-
-
-
-
-
-
1,058
B@nca 24-7 Spa
Banca Carime Spa
Banca di Valle Camonica Spa
8,120
-
759
-
989
57,580
-
50,274
-
805
BPCI Capital Trust
UBI Banca Private Investment Spa
-
-
-
13,361
-
-
-
-
-
-
-
BPCI Funding LLC
-
-
-
-
-
-
115,066
-
-
-
123,350
103,692
-
716,172
-
30,824
553,082
-
-
47,656
23,146
180,780
94,742
-
962,044
-
17,097
187,999
-
-
34,075
12,792
13,309
113,805
-
2,049,904
-
94,145
2,774,792
-
1,003,129
100,242
67,640
1,726,637
Banca Popolare Commercio e Industria Spa
Banca Popolare di Ancona Spa
Banca Popolare di Bergamo Spa
Banca Regionale Europea Spa
Banco di Brescia Spa
Banco di San Giorgio Spa
41,123
-
664,188
-
12,610
251,285
-
-
15,277
12,232
17,299
118,319
-
1,696,253
-
57,574
1,083,497
-
-
51,037
42,120
140,202
42,899
-
1,141,739
-
4,170
130,908
-
-
8,766
2,990
24,348
Banque de Dépôts et de Gestion Sa
-
-
137
-
-
32,807
-
8,273
-
-
5,628
BPB Capital Trust
-
-
-
73,095
-
-
-
-
-
-
-
BPB Funding LLC
-
-
-
-
-
-
302,324
-
-
-
-
BPB Immobiliare Srl
-
-
-
46
1,314
-
-
-
-
819
-
UBI Banca International Sa
UBI Leasing Spa
UBI Factor Spa
Centrobanca Spa
5,634
-
219,540
-
-
5,620,784
-
85,453
9
-
7,961,280
61,910
2,793
-
9,675,530
22,947
-
27,752
-
33,489
19,030
136,303
-
-
-
2,673,190
6,173
-
14,474
-
-
4,905
14,973
74,585
-
4,855,345
-
14,836
74,275
-
1,668,044
45,700
11,635
3,641,183
Centrobanca Sviluppo Impresa SGR Spa
-
39,706
-
7
16
-
-
-
-
-
-
Coralis Rent Srl
-
-
-
19
115
-
-
-
-
793
13,200
IW Bank Spa
-
-
1,032,187
-
-
1,415,812
-
501,429
-
-
623
InvestNet International SpA
-
-
-
2
-
-
16
-
-
-
-
9,228
-
-
-
-
-
-
-
-
-
-
-
3,849
-
-
-
-
-
-
-
-
-
33,429
-
-
153,292
-
-
-
-
-
-
-
24-7 Finance Srl
Lombarda Lease Finance 4 Srl
Ubi Lease Finance 5 Srl
UBI Management Company Sa
Ubi Finance 2 Srl
Orio Finance Nr. 3 Plc
Prestitalia Spa
-
-
-
-
-
-
-
-
-
-
-
10,085
-
-
40,537
-
-
-
-
17
-
-
5,029
-
-
8
-
-
-
-
-
-
-
-
-
-
989
84
-
-
-
-
-
-
UBI Fiduciaria Spa
-
-
-
11
61
-
-
-
-
19
-
Società Bresciana Immobiliare - Mobiliare SBIM Spa
-
-
-
19,595
675
-
-
-
-
548
-
UBI Gestioni Fiduciarie Sim Spa
-
-
-
20
10
-
-
-
-
134
-
Silf - Società Italiana Leasing e Finanziamenti Spa
-
-
-
78
42
-
-
-
-
807
-
UBI Finance CB2
-
-
-
-
-
-
-
-
-
-
-
Società Lombarda Immobiliare Spa - Solimm
-
-
-
1
1
-
-
-
-
2
-
UBI Trustee SA
-
-
-
-
-
-
-
-
-
-
-
UBI Finance Srl
-
-
-
655,943
-
-
-
-
-
-
-
12,455
-
-
86,552
-
-
-
-
-
-
-
UBI Insurance Broker Srl
-
-
-
9
142
-
-
-
-
6
-
UBI Pramerica SGR Spa
25,906
-
-
551
387
-
605,743
-
585
975
-
-
-
-
51,548
20,970
-
-
-
-
7,964
-
UBI Finance 3 Srl
UBI Sistemi e Servizi SCpA
281*
Notes to the Separate Financial Statements
(contd.)
Financial assets Available-for-sale
held for trading
financial assets
Loans to other
banks
Loans to
customers
Other assets
Due to
banks
Due to
customers
Securities issued
Financial
liabilities held
for trading
Other
liabilities
Guarantees
granted
Companies consolidated using the equity
method
7
12,428
-
18,185
-
-
1,864
-
-
-
Aviva Vita SpA
-
-
-
10
-
-
583
-
-
-
-
Capital Money Spa
-
-
-
-
-
-
-
-
-
-
-
Lombarda China Fund Management Co.
-
-
-
-
-
-
-
-
-
-
-
Prisma Srl
-
-
-
-
-
-
-
-
-
-
-
24,955
SF Consulting Srl
-
-
-
-
-
-
-
-
-
-
Sider Factor Spa
-
-
-
-
-
-
-
-
-
-
-
Sofipo Fiduciarie Sa
-
-
-
-
-
-
-
-
-
-
-
SPF Studio Progetti Finanziari Srl
-
-
-
-
-
-
-
-
-
-
-
Arca SPA
-
-
-
-
-
-
-
-
-
-
-
Polis Fondi SGR Spa
-
12,428
-
-
-
-
-
-
-
-
-
Lombarda Vita SPA
-
-
-
29
-
-
1,281
-
-
-
24,955
UFI Servizi Srl
-
-
-
-
-
-
-
-
-
-
-
Ubi Assicurazioni Spa
-
-
-
3,037
-
-
-
-
-
-
-
Aviva Assicurazioni Vita Spa
7
-
-
15,108
-
-
-
-
-
-
-
282*
Notes to the Separate Financial Statements
Principal income statement items with subsidiaries subject to control, joint control and
significant influence
Net commission
income
Net interest
Companies consolidated with the line-by-line method
Other income
/operating
expense
Net trading
income (loss)
Dividends
Other
administrative
expenses
Personnel
expense
312,900
18,560
335,451
-
94,913
64,464
Albenza 3 Srl
-
37
-
-
-
-
Barberini Sa
-
-
-
-
-
-
-
BDG Singapore Pte Ltd
-
-
-
-
-
89
10
B@nca 24-7 Spa
Banca Carime Spa
Banca di Valle Camonica Spa
Banca Lombarda Preferred Capital Company LLC
Banca Lombarda Preferred Security Trust
UBI Banca Private Investment Spa
269,529
(109,412)
8,630
(10,591)
2,334
(1,307)
1,999
(49,669)
-
54
-
-
635
419
31,453
-
6,510
108
876
-
1,735
130
-
-
-
-
-
-
-
-
-
-
-
610
-
-
1,859
178
2
(2,233)
13
(322)
(6)
-
BPCI Capital Trust
1,664
-
-
-
-
-
-
BPCI Funding LLC
(9,257)
-
-
-
-
-
-
(567)
1,265
14,808
-
12,490
(879)
(1,717)
389
15,323
-
6,808
(2,209)
(321)
2,046
127,010
-
35,257
(2,895)
(255)
4,921
838
14,371
-
6,388
(1,031)
(1,297)
Banco di Brescia Spa
35,609
1,120
78,107
-
10,866
(1,735)
(104)
Banco di San Giorgio Spa
24,776
291
-
-
2,389
74
5
Banque de Dépôts et de Gestion Sa
(1,418)
-
-
-
81
272
10
-
Banca Popolare Commercio e Industria Spa
Banca Popolare di Ancona Spa
Banca Popolare di Bergamo Spa
Banca Regionale Europea Spa
BPB Capital Trust
BPB Funding LLC
BPB Immobiliare Srl
9,733
(25,940)
6,675
(18,689)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
228
534
(578)
UBI Banca International Sa
(97,101)
3,705
4,940
-
93
355
33
UBI Leasing Spa
181,418
69
-
-
396
1,073
-
UBI Factor Spa
29,236
2,049
4,862
-
199
46
Centrobanca Spa
35,055
5,384
14,280
-
802
1,711
Centrobanca Sviluppo Impresa SGR Spa
-
-
-
-
41
64
Coralis Rent Srl
-
8
-
-
40
400
1
-
-
364
808
-
-
-
-
-
IW Bank Spa
InvestNet International SpA
24-7 Finance Srl
(23,010)
-
(502)
(710)
2
(50)
-
-
-
-
-
-
-
Lombarda Lease Finance 4 Srl
234
-
-
-
-
-
-
Ubi Lease Finance 5 Srl
151
-
-
-
-
-
-
-
-
-
-
-
-
-
32
56
-
-
208
-
-
230
-
-
-
-
-
-
-
960
-
-
144
243
6
UBI Management Company Sa
Ubi Finance 2 Srl
Orio Finance Nr. 3 Plc
Prestitalia Spa
UBI Fiduciaria Spa
-
-
119
-
18
222
388
-
1,120
-
92
62
UBI Gestioni Fiduciarie Sim Spa
-
-
-
-
44
48
-
Silf - Società Italiana Leasing e Finanziamenti Spa
-
-
-
-
90
90
1
UBI Finance CB2
-
-
-
-
-
-
-
Società Lombarda Immobiliare Spa - Solimm
-
-
-
-
5
-
-
UBI Trustee SA
-
-
-
-
-
-
-
UBI Finance Srl
520
-
-
-
507
-
-
91
49
-
-
128
-
-
-
3,200
-
34
184
24,982
-
225
1,837
(473)
-
-
6,237
65,027
(38,116)
Società Bresciana Immobiliare - Mobiliare SBIM Spa
UBI Finance 3 Srl
UBI Insurance Broker Srl
UBI Pramerica SGR Spa
UBI Sistemi e Servizi SCpA
(1,366)
332
(898)
-
283*
(5,050)
(250)
Notes to the Separate Financial Statements
(contd.)
Net commission
income
Net interest
Companies consolidated using the equity
method
Other income
/operating
expense
Net trading
income (loss)
Dividends
Other
administrative
expenses
Personnel
expense
(15)
-
1,324
-
12
178
(9)
-
-
-
-
-
-
Capital Money Spa
-
-
-
-
-
-
-
Lombarda China Fund Management Co.
-
-
-
-
-
-
-
Prisma Srl
-
-
-
-
-
-
-
SF Consulting Srl
-
-
-
-
-
-
-
Sider Factor Spa
-
-
-
-
-
-
-
Sofipo Fiduciarie Sa
-
-
-
-
-
-
-
SPF Studio Progetti Finanziari Srl
-
-
-
-
-
-
-
Arca SPA
-
-
1,156
-
-
-
-
Polis Fondi SGR Spa
-
-
168
-
-
-
-
(6)
-
-
-
-
-
(2)
UFI Servizi Srl
-
-
-
-
-
-
Ubi Assicurazioni Spa
-
-
-
-
12
178
Aviva Assicurazioni Vita Spa
-
-
-
-
-
-
Aviva Vita SpA
Lombarda Vita SPA
284*
(5)
(3)
Notes to the Separate Financial Statements
-
PART I – Share based payments
A. Qualitative information
In implementation of the “UBI Banca Group remuneration and incentive policies” (the
“Policy”), which were approved on 25th February 2011 by the Supervisory Board, after prior
consultation with the Remuneration Committee, in compliance with “Supervisory provisions
on the remuneration and incentive policies and practices of banks and banking groups”
issued by the Bank of Italy, on 30th April 2011 an ordinary shareholders’ meeting of UBI
Banca approved the payment of the variable component of bonuses to be made by the use of
shares for top management and the highest management level of the control functions.
Incentive schemes for 2011 are described in detail in the “2011 Annual report to the
shareholders’ meeting on remuneration and incentives policies” which may be consulted.
They are subject to specific trigger conditions which guarantee the capital stability (core tier
one) and liquidity (net stable funding ratio) of the UBI Banca Group, as well as the ability to
generate value by the Group and the single companies belonging to it (economic value
added). The calculation of bonuses is related to the degree to which set objectives are
achieved, each being weighted on the basis of their importance.
The following was performed with regard to top management and the highest management
level of the control functions:
‐
‐
deferment of payment of a portion (according to the role performed) of between 40% and
60% of annual bonuses if they are due;
the grant of financial instruments, by the assignment of ordinary shares of the Parent, UBI
Banca, for a portion equal to at least 50% of variable remuneration, setting an adequate
period of personnel retention for this, in order to align the incentives to the Bank' s medium
to long-term interests.
As a consequence of the above, the first portion of share-based bonuses should be assigned
in the third year following the reporting year (2014), while the second portion should be
assigned in the fifth year following the reporting year (2016). In order to ensure the Group's
value generation capability over time, the second deferred portion is also subject to the
achievement of set conditions relating to the creation of value corrected for risk, and that is
to profit.
B. Quantitative information
According to IFRS 2 “share-based payments”, the scheme in question constitutes an “equity
settled” operation where payment is based on shares and made using equity instruments.
On this basis, because the objective of IFRS 2 is to recognise the impact on profit and loss of
the remuneration paid by means of equity instruments in the income statement in the form
of personnel expense, UBI Banca and the subsidiaries involved in the scheme recognised the
cost for the year within the item 150a “Administrative expenses: personnel expense” against
an increase in equity made by posting the amount to a separate reserve in equity because
the obligation of the company will be extinguished by the delivery of equity instruments and
that obligation will be settled in any event by the Parent. As concerns the quantification of the cost of the scheme, since it is impossible to measure
the value of the services provided by employees with precision, in compliance with IFRS 2 it
is calculated on the basis of the fair value of the UBI share on the grant date7 multiplied by
the number of shares that it is estimated will be vested.
7 In this case this is the date on which the treasury shares are repurchased, because it is only on that
date that the number of financial instruments needed to meet the obligation assumed by the company can
be estimated.
285*
Notes to the Separate Financial Statements
More specifically, the fair value of the equity instruments granted is calculated with account
taken of the circumstance that they will be delivered, as planned, in 2014 and 2016. That
estimate, based on the market price of the shares, does not include the effect of any
dividends that may be distributed in the period and in general it adequately weights the
terms and conditions governing the grant of the instruments.
The total cost total of the scheme estimated on that basis is €52 thousand, divided as
follows:
‐
‐
an up-front portion consisting of 9,213 shares to be delivered in 2014, equivalent to €31
thousand;
a deferred portion consisting of 6,142 shares to be delivered in 2016 (if the conditions to
which the deferment is subject are met) equivalent to €21 thousand.
In accordance with the vesting conditions hypothesised (profit and/or service) the cost of the
scheme reported above is spread over the whole vesting period of the scheme, with the
portion for the year inclusive of social security contributions recognised in the income
statement, which for the reporting year amounted to €13 thousand. Furthermore, any
change in the cost will only occur if the vesting requirements are not met because the
conditions mentioned of the result for vesting set by the plan on the basis of which the
number of shares that will actually be delivered is decided are not satisfied, while changes
will not be based on changes in the fair value of the UBI shares.
286*
Notes to the Separate Financial Statements
PART L – Segment Reporting
Information on segment reporting is given in the relative section of the Consolidated
Financial Statements.
287*
Notes to the Separate Financial Statements
Attachments to the Annual Report
List of real estate properties
Convertible bonds
List of significant equity investments held in unlisted companies
Disclosures concerning the fees of the independent auditors (Art. 149 duodecies of the Consob Issuers’
Regulations)
288*
Notes to the Separate Financial Statements
List of real estate properties
(amounts accurate to a euro cent)
Location
Owned/
Leased
Investments Revaluations by law
Revaluations by
mergers
Revaluations on
F.T.A.
Gross amounts
Other changes
Accum. Depr.
Carrying amounts
1 ABBIATEGRASSO-MI-P.ZZA CAVOUR, 11
O
1,348,370.66
-
-
149,323.41
1,497,694.07
- -
671,873.18
825,820.89
2 ALBANO SANT ALESSANDRO-BG-VIA CAVOUR, 2
O
517,017.94
540,939.12
-
125,049.29
1,183,006.35
- -
407,965.27
775,041.08
3 ALBINO-BG-VIA MAZZINI, 181
O
912,764.12
671,708.52
-
188,602.42
1,773,075.06
- -
463,996.90
1,309,078.16
4 ALME-BG-VIA TEOBALDO CALISSANO, 9
O
549,587.59
955,591.35
-
147,706.44
1,652,885.38
- -
444,037.69
1,208,847.69
536,101.16
5 ALMENNO SAN BARTOLOMEO-BG-VIA FALCONE, 2
L
549,177.01
-
-
142,545.15
691,722.16
- -
155,621.00
6 ALMENNO SAN SALVATORE-BG-VIA MARCONI, 3
O
459,148.82
524,901.58
-
89,960.32
1,074,010.72
- -
602,863.19
471,147.53
7 ALZANO LOMBARDO-BG-P.ZZA GARIBALDI, 3
O
1,080,468.91
780,530.73
-
264,470.20
2,125,469.84
- -
725,187.14
1,400,282.70
8 ALZANO LOMBARDO-BG-VIA EUROPA, 67
O
20,382.05
-
-
281,932.63
302,314.68
- -
76,793.11
225,521.57
9 ANGERA-VA-VIA M. GREPPI, 33
O
166,386.85
444,930.52
-
175,948.70
787,266.07
- -
329,076.45
458,189.62
10 ARCENE-BG-CORSO EUROPA, 7
O
544,716.17
507,105.34
-
86,447.03
1,138,268.54
- -
686,898.64
451,369.90
11 ARCORE-MI-VIA CASATI, 45
O
977,807.23
242,785.55
-
176,942.62
1,397,535.40
- -
738,892.18
658,643.22
12 ARDESIO-BG-VIA LOCATELLI, 8
O
145,284.01
633,300.47
-
126,889.62
905,474.10
- -
604,185.23
301,288.87
13 ARLUNO-MI-VIA PIAVE, 5
O
1,260,946.93
-
- -
479,342.67
781,604.26
- -
154,841.89
626,762.37
14 ASSAGO-MI-VIALE MILANOFIORI
O
9,917,653.29
370,406.90
- -
2,169,504.33
8,118,555.86
- -
3,065,626.48
5,052,929.38
15 AZZANO SAN PAOLO-BG-PIAZZA IV NOVEMBRE, 4
O
383,348.91
720,230.46
-
137,908.63
1,241,488.00
- -
732,322.59
509,165.41
16 AZZATE-VA-VIA V.VENETO, 23
O
950,916.00
181,771.24
495,054.37
201,911.04
1,829,652.65
- -
739,410.92
1,090,241.73
245,169.81
17 BAGNOLO SAN VITO-VIA DI VITTORIO, 35
O
131,968.60
372,581.85
121,159.50
82,796.84
708,506.79
- -
463,336.98
18 BERBENNO-VIA ANTONIO STOPPANI, 102
O
756,979.09
-
-
-
756,979.09
- -
45,218.77
711,760.32
19 BERGAMO-BORGO PALAZZO, 51
O
1,121,597.00
1,191,955.96
-
181,657.06
2,495,210.02
- -
950,389.62
1,544,820.40
20 BERGAMO-P.LE RISORGIMENTO, 15
O
1,053,420.36
574,958.09
-
16,438.02
1,644,816.47
- -
725,421.31
919,395.16
21 BERGAMO-P.ZZA PONTIDA, 36/42
O
2,259,854.24
789,282.49
-
75,595.51
3,124,732.24
- -
1,289,618.70
1,835,113.54
22 BERGAMO-PIAZZA VITTORIO -VENETO, 8
O
33,903,388.29
85,664,910.69
294,388.88
2,511,566.91
122,374,254.77
- -
46,276,067.49
76,098,187.28
23 BERGAMO-VIA BORGO PALAZZO, 135
O
3,350,015.99
1,643,531.56
-
175,577.89
5,169,125.44
- -
2,748,244.13
2,420,881.31
24 BERGAMO-VIA BORGO S.CATERINA, 6
O
921,346.04
693,858.54
-
86,848.23
1,702,052.81
- -
511,442.45
1,190,610.36
25 BERGAMO-VIA D.L.PALAZZOLO 71
O
21,978,305.16
24,996,012.57
701,397.15
1,707,839.02
49,383,553.90
- -
24,405,286.97
24,978,266.93
26 BERGAMO-VIA F.LLI CALVI, 9
O
16,163,671.59
4,232,571.42
1,061,498.67
19,357,819.67
- -
5,717,393.06
13,640,426.61
27 BERGAMO-VIA GOMBITO, 2/C
O
137,366.80
1,059,591.45
-
89,643.09
1,286,601.34
- -
536,161.05
750,440.29
28 BERGAMO-VIA LEONE XIII, 2
O
28,537.26
448,491.84
-
43,188.08
520,217.18
- -
372,431.53
147,785.65
29 BERGAMO-VIA LOCATELLI, 37
O
5,640.00
-
-
-
5,640.00
- -
256.62
5,383.38
30 BERGAMO-VIA MATTIOLI, 69
O
608,963.45
628,076.80
-
57,693.81
1,294,734.06
- -
410,374.72
884,359.34
31 BERGAMO-VIA SAN BERNARDINO,96
O
1,955,066.74
1,221,161.76
-
30,955.49
3,207,183.99
- -
1,666,206.17
1,540,977.82
32 BERGAMO-VIA TIRABOSCHI, 57
O
4,560.00
-
-
-
4,560.00
- -
191.52
4,368.48
33 BESOZZO-VIA XXV APRILE, 24
O
137,252.44
694,784.05
-
364,080.01
1,196,116.50
- -
483,225.12
712,891.38
34 BESOZZO-VIA XXV APRILE, 77
O
197,120.72
349,551.60
324,324.01
111,233.86
982,230.19
- -
619,025.00
363,205.19
35 BIELLA-VIA SAURO, 2
O
652,786.99
662,729.30
189,245.32
1,188,387.85
- -
450,288.80
738,099.05
36 BISUSCHIO-VIA MAZZINI, 28
O
171,346.39
258,221.79
78,995.63
508,563.81
- -
184,198.75
324,365.06
37 BOLOGNA-VIA REPUBBLICA, 29
O
840,896.42
21,118.32
175,892.65
686,122.09
- -
140,087.71
546,034.38
38 BOLTIERE-PIAZZA IV NOVEMBRE, 14
O
287,605.68
158,268.69
-
82,590.04
528,464.41
- -
116,565.06
411,899.35
39 BREMBILLA-VIA LIBERTA', 25
O
648,972.22
361,575.07
-
58,264.25
1,068,811.54
- -
973,823.75
94,987.79
40 BRESCIA-VIA BREDINA, 2
O
2,685.58
463,764.42
-
-
466,450.00
85,924.78 -
65,368.90
487,005.88
41 BRESCIA-VIA CEFALONIA, 62
O
13,460,655.46
32,789,671.20
-
-
46,250,326.66
10,951,720.75 -
16,602,604.79
40,599,442.62
42 BRESCIA-VIA CIPRO, 54
O
6,337,858.65
-
-
-
6,337,858.65
- -
2,805,921.86
3,531,936.79
43 BRESCIA-VIA CODIGNOLE
O
3,916,229.23
-
-
-
3,916,229.23
- -
1,620,855.35
2,295,373.88
44 BRESCIA-VIA CROCIFISSA ROSA, 1
O
7,117.05
-
-
1,572,178.80
1,579,295.85
- -
392,737.80
1,186,558.05
45 BRESCIA-VIA FARFENGO, 65
O
2,369.50
-
-
710,185.73
712,555.23
- -
223,805.99
488,749.24
46 BRESCIA-VIA GABRIELE ROSA, 71
O
154.94
468,576.65
-
-
468,731.59
212,333.37 -
147,934.16
533,130.80
47 BRESCIA-VIA GRAMSCI, 39
O
3,063,806.23
11,030,406.06
570,801.35
92,247.11
14,757,260.75
- -
8,363,907.62
6,393,353.13
23,075.33 -
62,116.88 - -
48 BRESCIA-VIA SOLDINI, 25
O
41,987.95
1,401,996.05
-
-
1,443,984.00
855,912.55 -
707,851.82
1,592,044.73
49 BRESCIA-VIA TRENTO, 5/7
O
797,240.86
6,950,467.87
-
-
7,747,708.73
91,474.06 -
3,034,196.14
4,804,986.65
50 BRESCIA-VIA VITTORIO EMANUELE, 60
O
1,370,137.16
91,200.25
-
35,262.39
1,496,599.80
- -
392,297.11
1,104,302.69
51 BRIGNANO GERA D ADDA-PIAZZA MONSIGNOR DONINI, 1
O
621,767.52
604,977.47
-
220,865.61
1,447,610.60
- -
667,384.24
780,226.36
52 BULCIAGO-VIA DON DAVIDE CANALI, 33/35
O
63,891.84
456,650.05
-
70,450.65
590,992.54
- -
221,525.71
369,466.83
53 BUSTO ARSIZIO-P.ZZA S.GIOVANNI, 3/A
O
3,364,165.32
5,333,880.25
1,364,348.30
808,210.12
10,870,603.99
- -
4,397,471.96
6,473,132.03
54 BUSTO ARSIZIO-VIA FOSCOLO, 10
O
2,116,377.81
703,886.44
1,586,788.18
55 BUSTO ARSIZIO-VIA MAGENTA, 64
O
640,220.64
321,366.12
56 BUSTO ARSIZIO-VIALE CADORNA, 4
O
2,228,244.91
775,192.51
-
225,707.16
3,045,971.41 -
273,859.89 -
1,185,323.34
143,461.10
856,854.40
- -
377,336.52
479,517.88
-
196,879.35
3,200,316.77
- -
1,542,194.70
1,658,122.07
38,728.74 -
57 CAIRATE-VA-VIA MAZZINI, 13
O
142,562.37
244,680.85
316,367.18
102,490.01
806,100.41
- -
501,310.96
304,789.45
58 CALCIO-BG-VIA P. GIOVANNI XXIII, 153
O
529,561.96
187,376.66
-
80,100.81
797,039.43
- -
346,863.69
450,175.74
289*
Notes to the Separate Financial Statements
(contd.)
Location
Owned/
Leased
Investments Revaluations by law
Revaluations by
mergers
59 CALOLZIOCORTE-LC-P.ZZA V.VENETO, 18/A
O
1,127,737.41
353,193.48
- -
60 CALUSCO D ADDA-BG-VIA V. EMANUELE, 35
O
584,456.68
452,869.26
61 CANNOBIO-VB-VIA UMBERTO I, 2
O
112,620.89
62 CANTELLO-VA-VIA TURCONI, 1
O
63 CARAVAGGIO-BG-PIAZZA GARIBALDI, 1
O
Revaluations on
F.T.A.
Gross amounts
Other changes
Accum. Depr.
Carrying amounts
309,382.40
1,171,548.49
- -
372,117.50
799,430.99
-
94.71
1,037,420.65
- -
367,977.92
669,442.73
241,425.16
-
391,415.07
745,461.12
- -
338,893.36
406,567.76
789,611.84
272,664.26
-
95,806.50
1,158,082.60 -
275,425.14 -
438,766.86
443,890.60
672,002.20
1,093,316.87
-
178,274.08
1,943,593.15
- -
1,407,483.52
536,109.63
64 CARDANO AL CAMPO-VA-VIA G. DA CARDANO, 19
O
498,905.46
118,232.07
684,246.62
177,995.50
1,479,379.65
- -
588,761.36
890,618.29
65 CARONNO PERTUSELLA-VA-VIA ROMA, 190
O
1,094,866.17
248,746.12
495,118.52
273,819.79
2,112,550.60
- -
756,175.19
1,356,375.41
66 CARVICO-BG-VIA EUROPA UNITA , 3
O
1,108,279.50
521,112.70
-
115,687.56
1,745,079.76
- -
837,387.03
907,692.73
67 CASAZZA-BG-STR.NAZ.DEL TONALE,92
O
235,154.76
666,007.04
-
112,689.37
1,013,851.17
- -
914,851.60
98,999.57
68 CASORATE SEMPIONE-VA-VIA MILANO, 17
O
619,750.32
150,867.79
66,688.21
123,011.05
960,317.37
- -
432,819.89
527,497.48
968,542.83
69 CASSANO D ADDA-MI-VIA MILANO, 14
O
1,259,734.57
1,083,226.98
-
398,243.13
2,741,204.68
- -
1,772,661.85
70 CASSINA DE PECCHI-MI-VIA CARDUCCI, 74
O
3,873.43
6,774.52
-
3,397.03
14,044.98
- -
10,797.31
3,247.67
71 CASSINA DE PECCHI-MI-VIA MATTEOTTI, 2/4
O
799,800.49
587,516.32
-
5,038.89
1,392,355.70
- -
499,840.84
892,514.86
72 CASTEL MELLA-BS-VIA QUINZANO, 80/A
O
660,764.26
-
-
172,730.44
833,494.70
- -
232,081.92
601,412.78
73 CASTIONE DELLA PRESOLANA-BG-VIA MANZONI, 20
O
79,418.46
365,664.10
-
67,983.08
513,065.64
- -
457,757.00
55,308.64
74 CASTRONNO-VA-VIA ROMA, 51
O
454,577.31
801,314.36
-
334,085.29
1,589,976.96
- -
923,257.77
666,719.19
75 CENE-BG-VIA V.VENETO, 9
O
231,970.33
737,520.91
-
159,197.12
1,128,688.36
- -
688,508.30
440,180.06
76 CERMENATE-CO-VIA MATTEOTTI, 28
O
1,482,116.60
1,138,872.31
-
312,228.24
2,933,217.15
- -
1,547,298.57
1,385,918.58
77 CESANO MADERNO-MI-VIA CONCILIAZIONE, 28
O
813,616.21
91,949.55
- -
294,942.43
610,623.33
- -
126,704.47
483,918.86
78 CHIARI-BS-VIA BETTOLINI, 6
O
1,266,771.26
1,885,202.58
-
490,849.50
3,642,823.34
- -
1,321,797.41
2,321,025.93
79 CHIUDUNO-BG-VIA C.BATTISTI, 1
O
360,882.78
519,549.12
-
175,302.89
1,055,734.79 -
137,242.00 -
292,911.00
625,581.79
80 CINISELLO BALSAMO-MI-VIA LIBERTA', 68
O
445,533.64
35,806.58
-
33,290.05
514,630.27
- -
109,444.39
405,185.88
81 CISANO BERGAMASCO-BG-VIA PASCOLI, 1
O
200,764.42
1,124,656.71
-
192,632.03
1,518,053.16
- -
1,146,025.61
372,027.55
82 CISERANO-BG-CORSO EUROPA, 17
O
423,540.94
861,183.93
83 CISLAGO-VA-VIA IV NOVEMBRE, 250
O
794,801.88
28,545.63
84 CITTIGLIO-VA-VIA VALCUVIA, 19
O
175,448.37
501,776.79
85 CLUSONE-BG-VIA VERDI, 3
O
812,026.26
86 CODOGNO-LO-VIA VITTORIO EMANUELE, 35
O
87 COLERE-BG-VIA GIOVANNI XXIII, 33
O
88 COMERIO-VA-VIA AL LAGO, 2
O
-
185,339.67
1,470,064.54
- -
666,664.57
803,399.97
187,600.37
1,136,569.84
- -
369,859.06
766,710.78
-
119,189.29
796,414.45
- -
412,919.36
383,495.09
1,271,882.54
-
256,029.95
2,339,938.75
- -
1,831,058.96
508,879.79
603,971.83
1,514,031.18
-
479,316.49
2,597,319.50
- -
1,670,199.02
927,120.48
23,218.93
210,357.59
-
40,918.81
274,495.33
- -
219,065.66
55,429.67
1,243,671.64
675,712.57
-
229,671.70
2,149,055.91
- -
1,123,096.68
1,025,959.23
-
320,220.71
1,078,444.35
- -
310,203.15
768,241.20
- -
247,088.45
2,659,840.04
- -
1,644,212.12
1,015,627.92
4,557,310.33
500,822.70 -
89 COMO-CO-VIA ALDO MORO, 46/48
O
758,223.64
-
90 COMO-CO-VIA CATTANEO, 3
O
465,143.48
2,441,785.01
91 COMO-CO-VIA GIOVIO, 4
O
2,125,457.49
5,116,802.76
775,298.65
863,028.37
8,880,587.27
- -
4,323,276.94
92 COMUN NUOVO-BG-VIA C.BATTISTI, 3
O
182,746.11
47,517.62
-
36,807.08
267,070.81
- -
88,198.23
178,872.58
93 CONCESIO-BS-VIALE EUROPA, 183
O
1,995,092.87
582,587.76
-
289,026.46
2,866,707.09
- -
1,797,955.93
1,068,751.16
94 CORNAREDO-MI-PIAZZA LIBERTA', 62
O
856,302.43
17,667.41
- -
375,797.67
498,172.17
- -
110,732.12
387,440.05
95 CORNATE D ADDA-MI-VIA CIRCONVALLAZIONE, 12
O
362,726.51
109,589.60
- -
9,234.77
463,081.34
- -
199,567.32
263,514.02
96 CORSICO-MI-VIA LIBERAZIONE, 26/28
O
959,229.16
73,217.47
-
97,630.25
1,130,076.88
- -
356,978.58
773,098.30
97 COSSATO-BI-VIA PAJETTA
O
58,454.65
179,362.97
-
53,640.83
291,458.45
- -
73,692.82
217,765.63
98 COSTA VOLPINO-BG-VIA NAZIONALE, 150
O
266,835.41
997,084.61
-
191,717.85
1,455,637.87
- -
877,122.11
578,515.76
99 CREMONA-CR-VIA GIORDANO, 9/21
O
715,645.83
33,603.51
-
234,382.24
983,631.58
- -
301,780.27
681,851.31
100 CUNARDO-VA-VIA LUINESE, 1
O
1,019,742.55
376,413.10
-
299,283.76
1,695,439.41
- -
979,781.52
715,657.89
101 CURNO-BG-LARGO VITTORIA, 31
O
797,649.45
85,343.51
-
63,323.21
946,316.17
- -
250,299.15
696,017.02
102 CUVEGLIO-VA-VIA BATTAGLIA SAN MARTINO, 50
O
810,197.92
618,677.66
191,881.54
1,236,994.04
- -
778,417.33
458,576.71
103 CUVIO-VA-VIA MAGGI, 20
O
342,956.37
18,785.28
249,427.23
43,584.53
654,753.41
- -
252,045.96
402,707.45
104 DALMINE-BG-VIA BUTTARO N.2
O
2,398,327.05
1,211,238.38
-
252,983.38
3,862,548.81
- -
1,554,233.35
2,308,315.46
- -
105 DARFO BOARIO TERME-BS-PIAZZA LORENZINI, 6
O
626,383.13
1,038,400.90
-
169,024.72
1,833,808.75
- -
1,630,941.10
202,867.65
106 DESIO-MI-VIA MATTEOTTI, 10
O
3,950,832.89
408,994.01
-
409,845.70
4,769,672.60
- -
2,073,344.06
2,696,328.54
107 ERBA-CO-VIA LEOPARDI, 7/E
O
1,483,898.86
186,267.51
-
219,792.83
1,889,959.20
- -
852,626.28
1,037,332.92
108 FAGNANO OLONA-VA-PIAZZA CAVOUR, 11
O
129,505.30
222,872.16
757,263.46
121,805.53
1,231,446.45
- -
982,805.03
248,641.42
109 FERNO-VA-PIAZZA DANTE, 7
O
1,756,904.10
230,927.71
92,520.46
67,171.24
2,147,523.51 -
760,879.63 -
725,290.72
661,353.16
110 FONTANELLA-BG-VIA CAVOUR, 156
O
2,101.90
-
-
502,170.54
504,272.44
- -
174,672.69
329,599.75
111 FORMIGINE-MO-VIA GIARDINI SUD, 22
O
1,874,321.37
-
-
-
1,874,321.37
- -
43,312.24
1,831,009.13
112 GALLARATE-VA-VIA MANZONI N. 12
O
2,619,953.52
1,645,212.28
1,342,766.34
528,620.53
6,136,552.67
- -
2,372,481.29
3,764,071.38
113 GALLARATE-VA-VIA MARSALA, 34
O
422,744.00
59,140.47
19,507.33
86,736.48
588,128.28
- -
286,766.96
301,361.32
114 GALLARATE-VA-VIA VARESE, 7A
O
342,012.52
97,202.49
298,506.02
115,441.18
853,162.21
- -
287,849.12
565,313.09
115 GANDINO-BG-VIA BATTISTI, 5
O
821,455.12
885,805.14
-
242,201.51
1,949,461.77
- -
1,203,232.85
746,228.92
116 GARBAGNATE MILANESE-MI-VIA J. F. KENNEDY, 3
O
1,369,074.76
-
-
-
1,369,074.76
- -
110,299.66
1,258,775.10
117 GAVIRATE-VA-P.ZZA LIBERTA'
O
300,612.42
1,411,845.75
989,682.45
293,983.71
2,996,124.33
- -
1,402,873.80
1,593,250.53
290*
Notes to the Separate Financial Statements
(contd.)
Location
Owned/
Leased
Investments Revaluations by law
Revaluations by
mergers
Revaluations on
F.T.A.
Gross amounts
Other changes
Accum. Depr.
Carrying amounts
118 GAZZADA SCHIANNO-VA-VIA ROMA, 47/B
O
832,764.66
719,147.70
178,009.15
309,902.21
2,039,823.72
- -
1,097,907.37
119 GAZZANIGA-BG-VIA MARCONI, 14
O
820,947.13
451,394.50
435,364.90
156,404.94
1,864,111.47
- -
1,733,795.10
130,316.37
120 GENOVA-GE-VIA FIESCHI, 11
O
1,994,025.48
4,261,950.88
423,268.23
5,832,708.13
- -
2,911,394.43
2,921,313.70
121 GENOVA-GE-VIA MERANO, 1/A NERO
O
204,552.92
341,265.06
-
97,097.39
642,915.37
- -
111,367.05
531,548.32
122 GORGONZOLA-MI-PIAZZA CAGNOLA -VICOLO CORRIDONI
O
1,453,314.91
-
-
-
1,453,314.91
- -
127,405.10
1,325,909.81
123 GORLA MAGGIORE-VA-VIA G.VERDI, 2
O
1,537,138.82
-
- -
309,773.26
1,227,365.56
- -
348,807.17
878,558.39
124 GORLAGO-BG-PIAZZA GREGIS, 12
O
295,042.75
456,798.52
-
114,232.45
866,073.72
- -
317,072.05
549,001.67
125 GRASSOBBIO-BG-VIALE EUROPA, 8/B
O
40,681.09
281,919.10
-
69,128.64
391,728.83
- -
106,858.32
284,870.51
126 GRUMELLO DEL MONTE-BG-VIA MARTIRI D. LIB.14
O
261,723.81
923,153.28
-
195,143.44
1,380,020.53
- -
557,938.66
822,081.87
127 INDUNO OLONA-VA-VIA PORRO, 46
O
13,093.80
672,530.58
99,900.50
103,501.46
889,026.34
- -
467,284.13
421,742.21
128 ISPRA-VA-VIA MAZZINI, 5
O
595,811.07
185,352.30
394,460.51
89,054.07
1,264,677.95
- -
629,610.65
635,067.30
129 JERAGO CON ORAGO-VA-VIA MATTEOTTI, 15
O
1,806,065.06
-
-
-
186,206.36 -
90,993.89
1,528,864.81
130 LAINATE-MI-VIA GARZOLI, 17/19
O
213,013.71
729,733.26
-
93,378.46
1,036,125.43
- -
459,494.31
576,631.12
131 LAVENA PONTE TRESA-VA-PIAZZA GRAMSCI, 8
O
479,992.49
686,229.36
-
243,450.02
1,409,671.87
- -
1,225,630.63
184,041.24
132 LAVENO-MOMBELLO-VA-VIA LABIENA, 51/53
O
214,094.93
359,912.42
335,418.52
133 LECCO-LC-CORSO MATTEOTTI, 3
O
6,206,082.91
4,274,614.11
- -
- -
1,806,065.06 -
941,916.35
116,849.91
1,026,275.78
- -
600,861.50
425,414.28
2,777,915.51
7,702,781.51
- -
3,338,028.68
4,364,752.83
134 LEFFE-BG-VIA G. MOSCONI, 1
O
842,808.10
1,218,140.03
-
229,772.41
2,290,720.54
- -
995,574.80
1,295,145.74
135 LEGGIUNO-VA-VIA BERNARDONI, 9
O
113,091.98
382,146.88
-
144,671.95
639,910.81
- -
492,192.51
147,718.30
136 LEGNANO-MI-VIA TOSELLI, 68
O
49,184.24
6,097.36
-
9,805.63
65,087.23
- -
19,325.91
45,761.32
137 LEGNANO-MI-VIA TOSELLI, 74
O
1,547,863.61
-
92,504.76
173,656.45
1,814,024.82
- -
727,745.98
1,086,278.84
138 LODI-LO-VIA DALMAZIA
O
14,107.33
11,551.50
2,658.05
23,000.78
- -
6,554.33
16,446.45
139 LODI-LO-VIA INCORONATA, 12
O
657,248.12
2,503,863.52
-
704,483.27
3,865,594.91
- -
1,191,641.51
2,673,953.40
- -
140 LONATE POZZOLO-VA-PIAZZA MAZZINI, 2
O
580,176.48
102,307.16
331,453.68
122,877.00
1,136,814.32
- -
418,480.91
718,333.41
141 LOVERE-BG-VIA TADINI, 30
O
703,360.10
873,401.42
-
269,282.57
1,846,044.09
- -
1,017,893.91
828,150.18
142 LUINO-VA-VIA PIERO CHIARA, 7/9
O
694,194.68
1,561,186.53
209,525.88
132,928.82
2,597,835.91
- -
1,145,988.79
1,451,847.12
143 LUINO-VA-VIA V.VENETO, 6/A-B
O
667,026.97
6,827,496.32
-
699,267.74
8,193,791.03
- -
5,490,576.26
2,703,214.77
144 LURATE CACCIVIO-CO-VIA VARESINA, 88
O
354,367.67
427,340.22
-
169,535.24
951,243.13
- -
380,553.75
570,689.38
145 MADONE-BG-VIA PAPA GIOVANNI XXIII, 44
O
517,290.07
782,374.32
-
133,981.12
1,433,645.51
- -
780,960.22
652,685.29
146 MALNATE-VA-P.ZZA REPUBBLICA / ANG. VIA GARIBALDI
L
2,091,900.94
-
-
-
187,665.92 -
199,420.68
1,704,814.34
147 MANERBIO-BS-VIA D.ALIGHIERI, 5
O
922,839.19
1,258,583.13
-
276,298.29
2,457,720.61
- -
1,517,565.03
940,155.58
148 MARCHIROLO-VA-PIAZZA BORASIO, 12
O
189,792.52
155,883.17
-
52,498.93
398,174.62
- -
185,542.32
212,632.30
149 MARIANO COMENSE-CO-CORSO BRIANZA, 20
O
343,167.69
168,668.17
94,789.87
109,942.77
716,568.50
- -
281,010.07
435,558.43
150 MARNATE-VA-VIA DIAZ ANGOLO VIA GENOVA
O
541,275.04
481,053.04
476,251.61
231,863.71
1,730,443.40
- -
656,548.98
1,073,894.42
151 MARTINENGO-BG-VIA PINETTI, 20
O
757,998.73
409,405.14
-
221,210.88
1,388,614.75
- -
417,953.95
970,660.80
152 MILANO - P.ZZA TOMMASEO
O
70,128.45
-
-
-
70,128.45
- -
26,710.29
43,418.16
153 MILANO-MI-CORSO ITALIA, 20-22
O
4,359,275.73
9,549,009.54
2,756,830.82
11,175,727.92
- -
2,975,056.08
8,200,671.84
154 MILANO-MI-P.LE ZAVATTARI, 12
L
29,956,377.91
-
155 MILANO-MI-P.ZZA 5 GIORNATE, 1
O
1,831,351.82
2,752,151.53
156 MILANO-MI-P.ZZA TOMMASEO
O
-
-
-
157 MILANO-MI-PIAZZA PIOLA, 8
O
822,473.03
-
- 1,446,378.73 -
158 MILANO-MI-VIA BIONDI, 1
O
513,505.96
306,102.04
159 MILANO-MI-VIA BOCCACCIO, 2
O
3,477,617.89
10,309,603.00
160 MILANO-MI-VIA BOCCHETTO, 13/15
O
619,700.52
161 MILANO-MI-VIA BORGOGNA, 2/4
O
1,207,723.22
24,273.47 - -
2,091,900.94 -
-
29,956,377.91
- -
1,510,553.10
28,445,824.81
1,054,390.58
3,529,112.77
- -
958,156.55
2,570,956.22
57,699.20
57,699.20
- -
6,883.62
50,815.58
219,305.77
603,167.26
- -
96,858.58
506,308.68
117,038.27
2,148,948.46
82,710.40 -
571,148.87
1,660,509.99
-
6,443,734.30
20,230,955.19
- -
2,922,354.49
17,308,600.70
5,932,491.44
- -
2,206,788.22
4,345,403.74
- -
706,636.74
3,638,767.00
5,160,001.56
-
1,139,105.37
7,506,830.15
- -
1,624,049.08
5,882,781.07
162 MILANO-MI-VIA BUONARROTI, 22
O
2,732,186.32
7,621,838.92
23,105.47
10,377,130.71
- -
3,770,462.78
6,606,667.93
163 MILANO-MI-VIA CIRO MENOTTI, 21
O
345,373.51
1,260,180.31
1,248,828.77 -
-
649,000.47
2,205,382.12
- -
584,120.09
1,621,262.03
164 MILANO-MI-VIA DELLA MOSCOVA, 38
O
814.79
773,378.70
- -
164,604.51
609,588.98
- -
109,861.01
499,727.97
165 MILANO-MI-VIA DELLA MOSCOVA, 40/1
O
744,949.97
-
-
446,501.39
1,191,451.36
- -
137,255.27
1,054,196.09
166 MILANO-MI-VIA F. LONDONIO, 29
O
9,165.68
23,927.53
-
-
33,093.21
23,346.33 -
5,131.91
51,307.63
167 MILANO-MI-VIA G.B. GRASSI, 89
O
1,335,715.77
1,003,435.40
-
357,837.60
2,696,988.77
- -
1,222,576.49
1,474,412.28
168 MILANO-MI-VIA LOVANIO, 5/A
O
1,041,947.88
1,104,882.62
-
25,364.28
2,172,194.78
- -
248,293.64
1,923,901.14
169 MILANO-MI-VIA MANZONI, 7
O
18,244,046.86
7,663,576.59
16,408,125.98
2,768,353.06
45,084,102.49
- -
5,404,678.71
39,679,423.78
1,937,670.31
170 MILANO-MI-VIA MONTE SANTO, 2
O
433,495.98
1,348,271.97
-
155,902.36
171 MILANO-MI-VIA PADOVA, 97
O
1,475,906.60
-
-
737.27
- -
175,905.04
1,761,765.27
139,144.03 -
255,287.09
172 MILANO-MI-VIA ROSELLINI, 2
O
899,366.97
1,457,082.17
-
577,230.31
1,082,212.75
2,933,679.45
- -
927,861.00
173 MILANO-MI-VIA SAFFI, 6/5 ANG. VIA MONTI
O
5,245,633.96
94,749.53
2,005,818.45
44,947.36
5,295,436.13
- -
837,631.74
4,457,804.39
174 MILANO-MI-VIA SECCHI, 2
O
2,255,375.98
166,836.60
175 MILANO-MI-VIA STARO, 1
O
130,223.14
325,338.70
-
750,318.11
3,172,530.69
- -
666,797.68
2,505,733.01
-
-
455,561.84
78,550.03 -
180,450.53
353,661.34
- -
291*
1,476,643.87 -
Notes to the Separate Financial Statements
(contd.)
Location
Owned/
Leased
Investments Revaluations by law
176 MILANO-MI-ZURETTI, 1
O
5,637.45
100,385.65
177 MONCALIERI-TO-STRADA VILLASTELLONE, 2
O
727,294.60
55,323.18
178 MONZA-MI-PIAZZA GIUSEPPE CAMBIAGHI, 1
O
3,001,925.00
-
179 MONZA-MI-VIA BORGAZZI, 83
O
4,821,985.97
3,588,165.85
Revaluations by
mergers
-
Revaluations on
F.T.A.
Gross amounts
Other changes
Accum. Depr.
Carrying amounts
-
106,023.10
42,316.65 -
34,718.22
113,621.53
226,056.58 -
151,256.26
857,418.10
- -
359,940.31
497,477.79
- -
924,667.17
2,077,257.83
- -
411,812.36
1,665,445.47
-
220,444.43
8,630,596.25
- -
4,081,940.92
4,548,655.33
180 MORNAGO-VA-VIA CELLINI - ANGOLO VIA CARUGO
O
126,637.16
192,786.22
434,080.23
99,704.06
853,207.67
- -
603,250.62
249,957.05
181 NAPOLI-NA-VIA SANTA BRIGIDA, 62/63
L
1,860,332.93
-
-
69,102.26
1,929,435.19
- -
250,157.05
1,679,278.14
182 NEMBRO-BG-PIAZZA DELLA LIBERTA'
O
2,134,739.10
4,450.27
-
331,939.46
2,471,128.83
- -
1,089,293.31
1,381,835.52
183 NOVA MILANESE-MI-VIA BRODOLINI, 1
O
966,654.63
500,577.80
730,980.88
527,419.10
2,725,632.41
- -
797,178.51
1,928,453.90
184 NOVARA-NO-CORSO DELLA VITTORIA, 1
O
2,216,624.18
688,842.81
- -
295,255.54
2,610,211.45
- -
1,027,018.53
1,583,192.92
185 NOVARA-NO-LARGO DON MINZONI, 1
O
3,194,684.75
93,250.95
152,046.45 -
203,461.37
3,236,520.78
- -
1,041,587.99
2,194,932.79
186 NOVARA-NO-VIA SOLFERINO
O
173,529.51
23,971.12
- -
66,836.42
130,664.21
- -
40,217.26
90,446.95
187 OLGIATE OLONA-VA-VIA MAZZINI, 54/56
O
325,724.31
236,897.41
206,371.83 -
69,769.81
699,223.74
- -
272,948.30
426,275.44
327,687.19
188 ORIGGIO-VA-VIA REPUBBLICA 10
O
447,740.98
47,520.35
-
71,405.65
566,666.98
- -
238,979.79
189 ORZINUOVI-BS-P.ZA V.EMANUELE, 31/33
O
681,328.53
307,827.14
-
111,612.08
1,100,767.75
- -
347,209.28
753,558.47
190 OSIO SOTTO-BG-VIA CAVOUR, 2
O
788,885.09
755,038.69
-
266,698.76
1,810,622.54
- -
724,554.98
1,086,067.56
191 OSPITALETTO-BS-VIA M.D.LIBERTA', 27
O
2,085,732.69
768,771.35
-
326,047.27
3,180,551.31
- -
1,792,475.08
1,388,076.23
192 PALADINA-BG-VIA IV NOVEMBRE, 13
O
331,135.18
408,403.74
-
73,903.02
813,441.94
- -
565,176.20
248,265.74
193 PALAZZOLO SULL OGLIO-BS-PIAZZA ROMA, 1
O
350,073.67
1,388,091.49
-
180,356.07
1,918,521.23
- -
911,599.46
1,006,921.77
194 PAVIA-PV-PIAZZA DUOMO, 1
O
446,217.06
588,387.60
-
553,293.40
1,587,898.06
- -
551,390.75
1,036,507.31
195 PAVIA-PV-VIA MONTEBELLO DELLA BATTAGLIA, 2
O
444,869.33
955,931.86
-
1,038,088.80
2,438,889.99
- -
1,427,193.02
1,011,696.97
196 PERUGIA-PG-VIA DEI FILOSOFI, 36
O
151,589.80
148,860.67
-
6,965.21
307,415.68
- -
55,133.85
252,281.83
197 PIACENZA-PC-VIA VERDI, 48
O
3,550,621.14
1,730,724.78
-
649,858.93
5,931,204.85
- -
2,924,997.39
3,006,207.46
198 PIAZZA BREMBANA-BG-VIA BELOTTI, 10
O
333,259.42
241,400.70
-
75,771.40
650,431.52
- -
396,383.00
254,048.52
199 POGGIO RUSCO-MN-VIA TRENTO E TRIESTE, 9
O
1,772,102.39
1,314,622.43
1,070,389.61
384,094.82
4,541,209.25
- -
2,045,614.06
2,495,595.19
200 PONTE NOSSA-BG-VIA G. FRUA, 24
O
680,063.69
393,984.57
-
132,516.89
1,206,565.15
- -
773,269.77
433,295.38
201 PONTE SAN PIETRO-BG-P.ZZA SS.PIETRO E PAOLO, 19
O
1,405,541.59
1,561,117.33
-
345,879.38
3,312,538.30
- -
1,752,808.61
1,559,729.69
202 PONTERANICA-BG-VIA PONTESECCO, 32
O
340,825.91
319,110.88
-
100,488.64
760,425.43
- -
255,039.08
505,386.35
203 PONTIDA-BG-VIA LEGA LOMBARDA, 161
O
701,416.00
-
-
-
701,416.00
- -
66,254.51
635,161.49
204 PORTO CERESIO-VA-VIA ROMA, 2
O
1,014,941.17
161,518.28
-
180,677.11
1,357,136.56 -
606,844.35 -
158,483.78
591,808.43
205 RANICA-BG-PIAZZA EUROPA, 2
O
79,928.46
726,162.49
-
126,700.02
932,790.97
- -
666,705.60
266,085.37
206 RAPALLO-GE-VIA DIAZ, 6
O
45,351.56
522,555.39
-
135,054.40
702,961.35
- -
138,336.39
564,624.96
207 REZZATO-BS-VIA EUROPA, 5
O
58,757.17
572,633.99
-
139,925.69
771,316.85
- -
211,803.02
559,513.83
208 ROMANO DI LOMBARDIA-BG-VIA TADINI, 2
O
666,927.28
573,922.63
-
192,184.07
1,433,033.98
- -
494,917.69
938,116.29
209 ROMA-RM-CORSO VITTORIO EMANUELE, 25/27
O
1,542,739.99
1,914,853.11
- -
378,063.56
3,079,529.54
- -
618,978.09
2,460,551.45
210 ROMA-RM-VIA DEI CROCIFERI, 44
O
11,998,663.69
18,111,353.67
31,351,555.17
211 ROMA-RM-VIALE DELLE PROVINCIE, 34/36
O
1,391,883.25
-
212 ROSASCO-PV-VIA ROMA, 4
O
42,352.68
293,806.91
-
3,862,345.24
33,972,362.60
- -
2,620,807.43
- -
356,529.88
1,035,353.37
- -
90,051.73
945,301.64
-
467,297.63
803,457.22
- -
556,937.34
246,519.88
213 ROVELLASCA-CO-VIA VOLTA, 1
O
2,207.70
-
-
638,358.20
640,565.90
- -
229,143.97
411,421.93
214 ROVETTA-BG-VIA TOSI, 13
O
828,169.69
443,574.39
-
76,516.13
1,348,260.21
- -
1,055,957.94
292,302.27
909,527.61
215 ROZZANO-MI-P.ZZA BERLINGUER, 6
O
874,314.34
-
-
281,840.27
1,156,154.61
- -
246,627.00
216 ROZZANO-MI-VIALE LOMBARDIA, 17
L
838,689.82
-
- -
334,236.66
504,453.16
- -
99,931.22
404,521.94
217 SAN GIOVANNI BIANCO-BG-V MARTIRI DI CANTIGLIO, 19
O
159,471.15
541,085.49
-
125,156.92
825,713.56
- -
322,199.94
503,513.62
218 SAN GIULIANO MILANESE-MI-VIA F.LLI CERVI, 31
O
687,797.88
-
- -
286,795.29
401,002.59
- -
85,262.16
315,740.43
219 SAN LAZZARO DI SAVENA-BO-VIA EMILIA, 208
O
1,078,461.33
-
- -
218,375.97
860,085.36
- -
176,003.11
684,082.25
220 SAN PAOLO-BS-VIA MAZZINI, 60
O
731,503.50
208,477.41
-
40,835.71
295,448.06 -
398,838.78
286,529.78
221 SAN PELLEGRINO TERME-BG-VIA SAN CARLO, 3
O
306,129.17
310,504.84
-
107,525.92
724,159.93
- -
243,766.92
480,393.01
222 SAN ZENO NAVIGLIO-BS-VIA TITO SPERI, 1
O
579,652.34
1,020,574.43
-
260,257.44
1,860,484.21
- -
1,140,625.45
719,858.76
404,090.61
980,816.62 -
223 SANT OMOBONO TERME-BG-VIA ALLE FONTI, 8
O
281,498.71
405,402.75
-
83,480.52
770,381.98
- -
366,291.37
224 SANTENA-TO-VIA CAVOUR, 43
O
605,388.24
194,215.54
110,053.06
27,222.83
936,879.67
- -
347,020.54
589,859.13
225 SARNICO-BG-PIAZZA UMBERTO I, 1
O
1,734,688.03
1,600,442.38
265,926.35
3,069,204.06
- -
927,806.14
2,141,397.92
226 SARONNO-VA-VIA PIETRO MICCA, 10
O
3,080,462.42
1,991,266.58
1,614,741.58
628,253.71
7,314,724.29
- -
3,115,922.75
4,198,801.54
227 SARONNO-VA-VICOLO DEL CALDO, 30
O
85,747.78
28,842.22
-
19,484.48
134,074.48
- -
41,778.17
92,296.31
228 SCANZOROSCIATE-BG-VIA ROMA, 27
O
797,137.29
448,290.73
-
254,181.55
1,499,609.57
- -
387,137.05
1,112,472.52
229 SCHILPARIO-BG-VIA TORRI, 8
O
138,116.82
208,828.19
-
46,931.33
393,876.34
- -
239,551.16
154,325.18
230 SERIATE-BG-VIALE ITALIA, 24
O
1,177,828.79
821,983.40
-
267,309.26
2,267,121.45
- -
804,738.00
1,462,383.45
- -
292*
Notes to the Separate Financial Statements
(contd.)
Location
Owned/
Leased
Investments Revaluations by law
Revaluations by
mergers
Revaluations on
F.T.A.
Gross amounts
Other changes
Accum. Depr.
Carrying amounts
231 SESTO CALENDE-VA-V. XX SETTEMBRE,35/37
O
753,346.20
270,516.58
420,566.91
108,172.50
1,552,602.19
- -
671,683.02
880,919.17
232 SOLARO-MI-VIA MAZZINI, 66
O
54,878.25
-
-
712,670.75
767,549.00
- -
165,772.62
601,776.38
233 SOLBIATE ARNO-VA-VIA A.AGNELLI, 7
O
683,021.85
528,794.06
227,093.53
190,498.99
1,629,408.43
- -
747,317.47
882,090.96
234 SONCINO-CR-VIA IV NOVEMBRE, 25
O
736,252.57
588,843.73
33,053.24
246,146.92
1,604,296.46
- -
718,329.21
885,967.25
235 SOVERE-BG-VIA BARONI, 5
O
71,367.17
249,196.76
-
49,531.64
370,095.57
- -
137,057.33
233,038.24
236 SPIRANO-BG-VIA DANTE ALIGHIERI
O
755,239.07
716,704.44
-
212,846.87
1,684,790.38
- -
874,281.95
810,508.43
237 STEZZANO-BG-VIA BERGAMO, 1
O
24,087.68
1,008,464.25
-
159,854.99
1,192,406.92
- -
463,659.16
728,747.76
238 SUISIO-BG-VIA CARABELLO POMA, 31
O
406,362.37
-
- -
102,674.03
303,688.34
- -
87,384.10
216,304.24
239 TALEGGIO-BG-VIA ROMA, 63
O
112,461.72
64,696.88
-
33,085.92
210,244.52
- -
108,964.67
101,279.85
240 TAVERNOLA BERGAMASCA-BG-VIA ROMA, 12
O
157,047.45
253,070.33
-
70,647.08
480,764.86
- -
198,356.49
282,408.37
241 TELGATE-BG-VIA MORENGHI, 17/ANG. VIA ARICI
O
4,364.00
-
-
637,617.50
641,981.50
- -
214,758.48
427,223.02
242 TORINO-TO-P.ZZA GRAN MADRE DI DIO, 12/A
O
1,178,105.85
-
33,252.54
1,312,068.23
- -
288,788.60
1,023,279.63
243 TORINO-TO-PIAZZA ADRIANO, 5
O
754,099.91
357,556.91
497,391.39 -
8,031.06
1,601,017.15
- -
737,732.98
863,284.17
244 TORINO-TO-VIA VITTORIO ALFIERI, 17
O
3,633,729.18
2,588,920.46
1,131,012.86 -
954,050.68
6,399,611.82
- -
1,415,105.43
4,984,506.39
167,214.92 -
245 TORREVECCHIA PIA-PV-VIA MOLINO, 9
O
100,297.94
89,849.31
-
61,796.04
251,943.29
- -
92,806.74
159,136.55
246 TRADATE-VA-VIA XXV APRILE, 1
O
2,192,198.25
762,038.01
797,883.38
283,164.96
4,035,284.60
- -
1,484,885.16
2,550,399.44
247 TRAVEDONA-MONATE-VA-VIA ROMA, 1
O
507,774.94
356,284.64
-
117,739.77
130,584.00 -
302,478.00
548,737.35
248 TRESCORE BALNEARIO-BG-VIA LOCATELLI, 45
O
1,407,196.75
467,598.45
-
95,299.34
1,970,094.54
981,799.35 -
- -
856,456.93
1,113,637.61
249 TREVIGLIO-BG-VIALE FILAGNO, 11
O
1,469,373.83
2,522,977.97
-
466,849.13
4,459,200.93
- -
1,638,625.65
2,820,575.28
250 TREZZANO ROSA-MI-VIA RAFFAELLO SANZIO, 13/S
O
256,033.85
-
-
76,426.67
332,460.52
- -
115,046.36
217,414.16
251 TREZZO SULL' ADDA-MI-VIA A.SALA, 11
O
934,031.88
874,765.54
-
261,005.50
2,069,802.92
- -
797,815.53
1,271,987.39
252 UBOLDO-VA-VIA R.SANZIO, 46
O
700,119.32
536,698.70
66,779.14
19,028.67
1,322,625.83
- -
646,091.28
676,534.55
253 URGNANO-BG-VIA MATTEOTTI, 157
O
22,637.86
372,725.77
-
85,864.76
481,228.39
- -
102,047.84
379,180.55
254 VARANO BORGHI-VA-VIA V.VENETO, 6
O
853,088.44
91,169.61
372,728.08
97,095.41
1,414,081.54 -
169,070.71 -
430,404.45
814,606.38
255 VARESE-VA-P.ZZA IV NOVEMBRE, 1
O
672,607.28
178,911.63
512,895.22
86,340.01
1,450,754.14
- -
608,456.30
842,297.84
256 VARESE-VA-PIAZZA BATTISTERO, 2
O
3,240,677.41
6,202,412.32
-
2,683,802.46
12,126,892.19
- -
4,942,473.66
7,184,418.53
257 VARESE-VA-VIA SAN MICHELE, 6A
O
170,613.65
29,531.55
31,849.23
6,314.07
238,308.50
- -
99,424.04
138,884.46
258 VARESE-VA-VIA V.VENETO, 2
O
10,548,887.36
9,982,212.99
7,526,419.21
657,192.43
28,714,711.99
26,972.25 -
10,446,937.24
18,294,747.00
259 VARESE-VA-VIA VIRGILIO, 27
O
243,494.88
27,727.21
288,933.92
44,529.15
604,685.16
- -
211,656.18
393,028.98
260 VARESE-VA-VIALE BORRI, 155
O
534,724.13
13,123.48
513,063.75
57,651.89
1,118,563.25
- -
403,944.64
714,618.61
261 VENEGONO INFERIORE-VA-VIA MAUCERI, 16
O
197,216.47
109,441.44
370,764.64
87,417.85
764,840.40
- -
553,963.29
210,877.11
262 VENEZIA-VE-VIA CAPPUCCINA, 181
O
17,306.75
350,693.25
-
-
368,000.00
30,840.02 -
87,131.65
311,708.37
263 VERDELLO-BG-VIA CASTELLO, 31
O
918,201.39
238,867.12
-
37,285.63
1,194,354.14
- -
381,311.91
813,042.23
264 VERONA-VR-VIA CITTA' DI NIMES, 4/8
O
1,506,834.28
-
-
205,281.93
1,712,116.21
- -
345,046.59
1,367,069.62
265 VERTOVA-BG-VIA S.ROCCO, 37
O
309,206.19
592,575.77
-
106,370.89
1,008,152.85
- -
653,442.21
354,710.64
266 VESTONE-BS-VIA TEOBALDO CALISSANO, 9
O
0.02
-
-
-
0.02
267 VIGEVANO-PV-VIA DANTE, 39
O
546,572.16
3,767,489.65
-
1,301,707.94
5,615,769.75
268 VIGEVANO-PV-VIA DE AMICIS, 5
O
85,401.89
547,550.89
-
156,823.93
269 VIGEVANO-PV-VIA MADONNA DEGLI ANGELI, 2
O
17,991.11
417,889.31
-
27,743.58
270 VIGEVANO-PV-VICOLO BARBAVARA, 5/7
O
1,127.43
108,977.93
-
271 VIGGIU-VA-VIA CASTAGNA, 1
O
218,661.61
102,838.76
272 VILLA D ADDA-BG-VIA FOSSA, 8
O
347,286.88
113,881.51
273 VILLA POMA-MN-PIAZZA MAZZALI, 7
O
590,531.45
-
274 VILLONGO-BG-VIA BELLINI, 20
O
733,939.16
443,868.55
275 VILMINORE DI SCALVE-BG-VIA PAPA GIOVANNI XXIII, 2
O
13,236.10
276 VIMERCATE-MI-VIA B. CREMAGNANI, 20/A
O
277 VIMERCATE-MI-VIA GARIBALDI, 12
278 VIMERCATE-MI-VIA TORRI BIANCHE, 3
279 VITERBO-VT-P.ZZA MARTIRI D'UNGHERIA
209,999.98
-
210,000.00
- -
2,662,335.67
2,953,434.08
789,776.71
- -
443,787.03
345,989.68
463,624.00
- -
209,448.64
254,175.36
47,002.63
157,107.99
- -
130,879.74
26,228.25
317,479.20
64,093.53
703,073.10
- -
600,140.82
102,932.28
-
70,314.67
531,483.06
- -
216,789.28
314,693.78
- -
62,406.01
528,125.44
- -
109,415.43
418,710.01
-
173,443.41
1,351,251.12
- -
457,820.69
893,430.43
237,793.28
-
43,752.95
294,782.33
- -
233,633.00
61,149.33
1,593,586.57
746,313.12
-
233,728.54
2,573,628.23
- -
1,192,220.07
1,381,408.16
O
383,936.62
-
-
2,102.49
386,039.11
- -
113,551.46
272,487.65
O
518,431.86
-
-
37,604.00
556,035.86
- -
137,100.01
418,935.85
O
12,116,947.46
-
-
-
12,116,947.46
207,894.43 -
6,338,523.29
5,986,318.60
280 VITERBO-VT-VIA BUSSI, 19-21
O
22,915.22
181,605.46
-
-
204,520.68
29,783.35 -
125,047.77
109,256.26
281 ZOGNO-BG-VIA M.D.LIBERTA', 1
O
531,695.30
1,288,500.95
-
219,247.85
2,039,444.10
- -
871,478.21
1,167,965.89
419,655,618.80
404,342,027.92
50,178,744.85
43,397,188.62
917,573,580.19
9,767,408.86 -
333,674,189.03
593,666,800.02
293*
Notes to the Separate Financial Statements
Convertible bonds
(Amounts in euro )
31.12.2010
NOMINAL AMOUNTS
CHANGES
CARRYING AMOUNTS
NOMINAL AMOUNTS
CARRYING AMOUNTS
NOMINAL AMOUNTS
1
0
‐1
10
0
6
0
‐6
8
0
0
‐7
18
0
CODE
DESCRIPTION
CURRENCY
IT0003331888
ALITALIA 2,9% 02/07
EUR
10
IT0003873467
SNIA SPA 3% 05/10 CV
EUR
8
18
7
TOTAL
294*
31.12.2011
CARRYING AMOUNTS
Notes to the Separate Financial Statements
List of significant equity investments held in unlisted companies
as at 31st December 2011
(Art. 126 Consob Resolution No. 11971 of 14th May 1999)
Data on equity investment
Investor
Data on investment
Ownership title
Share capital
Equity investment (Registered Offices)
Total number of
shares/quotas
Number of shares
owned
%
% voting rights in
ordinary shareholders
meetings
Direct equity investments
UNIONE DI BANCHE ITALIANE
SCPA
quota held by Banca Popolare di
Ancona Spa
quota held by Banco di Brescia
Spa
Investment
Arca Sgr Spa (Milan)
Investment
Arca Sgr Spa (Milan)
50,000,000.00
50,000,000
11,562,000
23.12
1,792,000
3.58
13,354,000
26.71
26.71
Investment
Aviva Assicurazioni Vita Spa (Milan)
Euro
49,721,776.00
95,618,800
47,809,399
49.99
49.99
Investment
Aviva Vita Spa (Milan)
Euro
155,000,000.00
155,000,000
77,500,000
50.00
50.00
Investment
B@nca 24-7 Spa (Bergamo)
Euro
316,800,000.00
316,800,000
316,800,000
100.00
100.00
Investment
Banca Carime Spa (Cosenza)
Euro
1,468,208,505.92
1,411,738,948
1,310,562,775
92.83
92.83
Investment
Banca di Valle Camonica Spa (Breno - BS)
Euro
2,738,693.00
2,738,693
2,033,313
74.24
Investment
Banca di Valle Camonica Spa (Breno - BS)
238,693
8.72
2,272,006
82.96
82.96
Investment
Banca Lombarda Preferred Capital Co. LLC (Delaware - USA)
Euro
1,000.00
1
1
100.00
100.00
Investment
Banca Lombarda Preferred Security Trust (Delaware - USA)
Euro
1,000.00
1
1
100.00
100.00
Investment
Banca Popolare Commercio e Industria Spa (Milan)
Euro
934,150,467.60
889,667,112
667,934,237
75.08
75.08
100.00
Investment
Banca Popolare Commercio e Industria Funding Llc (Delaware - USA)
Euro
1,000,000.00
1,000
1,000
100.00
Investment
Banca Popolare di Ancona Spa (Jesi - AN)
Euro
122,343,580.00
24,468,716
22,739,767
92.93
92.93
Investment
Banca Popolare di Bergamo Spa (Bergamo)
Euro
1,350,514,252.00
1,350,514,252
1,350,514,252
100.00
100.00
Investment
Banca Popolare di Bergamo Funding Llc (Delaware - USA)
Euro
1,000,000.00
1,000
1,000
100.00
100.00
80.11
Banca Regionale Europea Spa (ordinary shares) (Cuneo)
Euro
409,131,311.68
786,790,984
630,261,947
80.11
Banca Regionale Europea Spa (preference shares)
Euro
35,667,550.36
68,591,443
18,118,254
26.41
Banca Regionale Europea Spa (ordinary and preference shares)
Euro
444,798,862.04
855,382,427
648,380,201
75.80
Banca Regionale Europea Spa (savings shares)
Euro
24,081,486.00
46,310,550
27,382,032
59.13
Investment
Banco di Brescia San Paolo CAB Spa (Brescia)
Euro
615,632,230.88
905,341,516
905,341,516
100.00
Investment
Banco di San Giorgio Spa (Genoa)
Euro
102,119,430.00
68,079,620
26,001,474
38.19
Investment
Banco di San Giorgio Spa (Genoa)
39,145,824
57.50
65,147,298
95.69
Investment
quota held by Banca Regionale
Europea Spa
Euro
100.00
95.69
Investment
Banque de Depots et de Gestion Sa (Lausanne - Switzerland)
Chf
10,000,000.00
40,000
40,000
100.00
100.00
Investment
Barberini S.A. (Brussels - Belgium)
Euro
3,000,000.00
3,000,000
3,000,000
100.00
100.00
Investment
BPB Immobiliare Srl (Bergamo)
Euro
185,680,000.00
185,680,000
185,680,000
100.00
100.00
Investment
By You Spa (Milan)
Euro
650,000.00
650,000
65,000
10.00
Pledge
By You Spa (Milan)
65,000
10.00
130,000
20.00
422,302
20.67
Investment
Capital Money Spa (Milan)
Euro
295*
2,042,955.00
2,042,955
20.00
20.67
Notes to the Separate Financial Statements
(contd.)
Data on equity investment
Investor
Data on investment
Ownership title
Share capital
Equity investment (Registered Offices)
quota held by Banca Popolare di
Ancona Spa
Investment
Centrobanca Spa (Milan)
Investment
Centrobanca Spa (Milan)
Euro
369,600,000.00
Total number of
shares/quotas
Number of shares
owned
336,000,000
%
316,752,150
94.27
18,383,132
5.47
335,135,282
99.74
% voting rights in
ordinary shareholders
meetings
99.74
Investment
Coralis Rent Srl (Milan)
Euro
400,000.00
1
1
100.00
100.00
Investment
Futura Srl (Brescia)
Euro
2,500,000.00
2,500,000
475,000
19.00
19.00
Investment
Iw Bank Spa (Milan)
Euro
18,404,795.00
73,619,180
47,881,292
65.04
Investment
Iw Bank Spa (Milan)
17,297,576
23.50
65,178,868
88.54
88.54
quota held by Centrobanca Spa
quota held by Banca Popolare di
Bergamo
quota held by Banco di Brescia
Spa
quota held by Banco di San Giorgio
Spa
Investment
Lombarda China Fund Management Company (Shanghai - China)
CNY
120,000,000.00
12,000
5,880
49.00
49.00
Investment
Lombarda Vita Spa (Brescia)
Euro
185,300,000.00
37,060,000
14,824,000
40.00
40.00
Investment
Manisa Srl (Milan)
Euro
100,000.00
100,000
28,658
28.66
28.66
Investment
Medinvest International Sca (Luxembourg)
Euro
76,636,000.00
7,663,600
1,500,000
19.57
19.57
19.60
Investment
Polis Fondi SGR Spa (Milan)
Euro
5,200,000.00
520,000
101,920
19.60
Investment
Prisma Srl (Milan)
Euro
120,000.00
120,000
24,000
20.00
20.00
Investment
1,607,141.00
1,607,141
241,071
15.00
15.00
Investment
Q-Channel Spa in liquidation (Rome)
Euro
S.A.C.B.O. - Società per l'Aeroporto Civile di Bergamo - Orio al Serio Spa (Orio al
Serio - BG)
Euro
17,010,000.00
3,543,750
634,162
17.90
17.90
Investment
S.F. Consulting Srl (Bergamo)
Euro
93,600.00
180,000
63,000
35.00
35.00
Investment
SILF - Società Italiana Leasing e Finanziamenti Spa (Cuneo)
Euro
2,000,000.00
2,000,000
2,000,000
100.00
100.00
Investment
Società Bresciana Immobiliare Mobiliare - SBIM Spa (Brescia)
Euro
35,000,000.00
35,000,000
35,000,000
100.00
100.00
Investment
Società per i Mercati di Varese Spa (Malnate - VA)
Euro
3,796,248.00
2,711,606
399,240
14.72
14.72
Investment
Società Lombarda Immobiliare - SOLIMM Srl (Brescia)
Euro
100,000.00
100,000
100,000
100.00
100.00
Investment
UBI Assicurazioni Spa (Milan)
Euro
32,812,000.00
63,100,000
31,549,999
49.99
49.99
Investment
UBI Banca International Sa (Luxembourg)
Euro
59,070,750.00
115,825
104,941
90.60
Investment
UBI Banca International Sa (Luxembourg)
3,906
3.37
Investment
UBI Banca International Sa (Luxembourg)
6,778
5.85
Investment
UBI Banca International Sa (Luxembourg)
100.00
200
0.17
115,825
100.00
Investment
UBI Banca Private Investment Spa (Brescia)
Euro
67,950,000.00
22,650,000
22,650,000
100.00
100.00
Investment
UBI Factor Spa (Milan)
Euro
36,115,820.00
69,453,500
69,453,500
100.00
100.00
Investment
UBI Fiduciaria Spa (Brescia)
Euro
1,898,000.00
3,650,000
3,650,000
100.00
100.00
Investment
UBI Finance Srl (Milan)
Euro
10,000.00
10,000
6,000
60.00
60.00
Investment
UBI Insurance Broker Srl (Bergamo)
Euro
3,760,000.00
1
1
100.00
100.00
296*
Notes to the Separate Financial Statements
(contd.)
Data on equity investment
Investor
Data on investment
Ownership title
Share capital
Equity investment (Registered Offices)
quota held by Banca Popolare di
Ancona Spa
quota held by Banca Popolare di
Bergamo Spa
quota held by Banca Popolare di
Ancona Spa
Investment
UBI Leasing Spa (Brescia)
Investment
UBI Leasing Spa (Brescia)
Euro
241,557,810.00
Total number of
shares/quotas
40,259,635
Number of shares
owned
%
32,206,164
80.00
7,647,921
19.00
39,854,085
98.99
% voting rights in
ordinary shareholders
meetings
98.99
Investment
UBI Pramerica Sgr Spa (Bergamo)
Euro
19,955,465.00
3,991,093
2,594,210
65.00
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
Euro
35,136,400.00
67,570,000
47,870,000
70.85
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
2,000,000
2.96
65.00
98.52
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
2,000,000
2.96
quota held by Banca Carime Spa
quota held by Banca Popolare
Commercio e Industria Spa
quota held by Banco di Brescia
Spa
quota held by Banca Regionale
Europea Spa
quota held by Banco di San Giorgio
Spa
quota held by UBI Banca Private
Investment Spa
quota held by Banca di Valle
Camonica Spa
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
2,000,000
2.96
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
2,000,000
2.96
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
2,000,000
2.96
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
2,000,000
2.96
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
1,000,000
1.48
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
1,000,000
1.48
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
1,000,000
1.48
quota held by Centrobanca Spa
quota held by UBI Pramerica
SGRpa
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
1,000,000
1.48
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
1,000,000
1.48
quota held by B@nca 24-7 Spa
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
1,000,000
1.48
quota held by UBI Factor Spa
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
500,000
0.74
quota held by SILF Spa
quota held by UBI Insurance
Broker Srl
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
50,000
0.07
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
50,000
0.07
quota held by IW Bank Spa
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
50,000
0.07
quota held by Prestitalia Spa
Investment
UBI Sistemi e Servizi Società Consortile per Azioni (Brescia)
50,000
0.07
66,570,000
98.52
Investment
Unione Fiduciaria Spa (Milan)
Euro
5,940,000.00
1,080,000
113,411
10.50
10.50
Investment
Ver Capital SGRpa (Milan)
Euro
1,500,000.00
1,500,000
240,000
16.00
16.00
Investment
Alto Tirreno Cosentino Società Consortile p.A. (San Nicola Arcella - CS)
PROMEM Sud-Est - Società per la promozione dei mercati mobiliari Sud-Est Spa
(Bari)
Euro
247,000.00
247,000
49,365
19.99
19.99
Investment
Euro
302,431.32
1,620
260
16.05
16.05
Investment
Protekos Spa (Cosenza)
Euro
516,000.00
100,000
15,000
15.00
15.00
Investment
Società Aeroportuale Calabrese (S.A.CAL.) Spa (Lamezia Terme - CZ)
Euro
7,755,000.00
15,000
1,569
10.46
10.46
Banca di Valle Camonica Spa
Investment
GAL Valle Camonica Val di Scalve Società Consortile a r.l. (Paspardo - BS)
Euro
87,000.00
87,000
10,000
11.49
11.49
Banca Popolare Commercio e
Industria Spa
Pledge
Diffusioni Grafiche Spa (in fallimento) (Villanova Monferrato - AL)
Euro
2,000,000.00
400,000
400,000
100.00
100.00
Pledge
Gnutti Cirillo Spa (Lumezzane - BS)
Euro
7,000,000.00
7,000,000
5,200,000
74.29
74.29
Pledge
Nord Milan Spa (in fallimento) (Nerviano - MI)
Euro
120,000.00
120,000
90,000
75.00
75.00
Pledge
Partecipazioni Immobiliari Srl (Stradella - PV)
Euro
10,000.00
10,000
10,000
100.00
100.00
100.00
Indirect equity investments
Banca Carime Spa
Pledge
Porto di Lavagna Spa (Milan)
Euro
5,100,000.00
5,100,000
5,100,000
100.00
Pledge
Serim Spa (Milan)
Euro
22,000,000.00
22,000,000
3,750,000
17.05
17.05
Pledge
Sviluppi Immobiliari Srl in liquidation (Reggio Emilia)
Euro
70,000.00
70,000
70,000
100.00
100.00
297*
Notes to the Separate Financial Statements
(contd.)
Data on equity investment
Investor
Data on investment
Ownership title
Share capital
Equity investment (Registered Offices)
Banca Popolare di Ancona Spa
Banca Popolare di Bergamo Spa
Banca Regionale Europea Spa
Banco di Brescia Spa
Banque de Depots et de Gestion
Sa
Total number of
shares/quotas
Number of shares
owned
%
% voting rights in
ordinary shareholders
meetings
Investment
Centro Polifunzionale del Piano - Ancona Società Cooperativa Consortile
(Ancona)
Euro
64,077.12
456
400
87.72
2.86
Investment
Consorzio Nido Industria Vallesina (Ancona)
Euro
55,555.00
55,555
13,536
24.37
8.33
17.55
Investment
Escomarche Srl (Ancona)
Euro
50,000.00
50,000
8,773
17.55
Investment
Farmafin Centro Italia Scarl (Perugia)
Euro
1,407,450.00
56,298
8,000
14.21
2.47
Investment
Immobiliare Camino Srl in liquidation (Fabriano - AN)
Euro
192,308.00
192,308
30,769
16.00
16.00
Pledge
Immobiltec Srl (Vasto - CH)
Euro
10,329.14
20,000
20,000
100.00
100.00
Pledge
Interleasing Spa (Sant'Elpidio a Mare - AP)
Euro
1,015,000.00
1,015
1,015
100.00
100.00
Investment
Società Regionale di Garanzia Marche Scpa (Ancona)
Euro
3,416,957.22
132,337
20,001
15.11
0.06
Investment
SPF Studio Progetti Finanziari Srl (Rome)
Euro
92,960.00
92,960
23,240
25.00
25.00
Investment
Synbiotec Srl (Camerino - MC)
Euro
50,000.00
50,000
9,000
18.00
18.00
GAL Valle Seriana Società Consortile a r.l. (Clusone - BG)
Euro
10,600.00
10,600
1,200
11.32
11.32
Pledge
Immobiliare Vis Spa (Bergamo)
Euro
990,000.00
330,000
82,777
25.08
25.08
Pledge
Stamperia Pozzi Spa (Gallarate - VA)
Euro
460,000.00
1,000,000
490,000
49.00
49.00
Investment
Acta Spa (in fallimento) (Milan)
Euro
5,000,000.00
5,000,000
4,000,000
80.00
80.00
Investment
Giarolo Leader Srl (San Sebastiano Curone - AL)
Euro
115,500.00
115,500
44,999
38.96
38.96
Investment
Biodiversity Spa (Brescia)
Euro
930,000.00
930,000
215,000
23.12
23.12
Pledge
Investment
BDG Singapore PTE Ltd (Singapore)
Sgd
5,600,000.00
5,600,000
5,600,000
100.00
100.00
Investment
Sofipo Sa (Lugano - Switzerland)
Chf
2,000,000.00
2,000
600
30.00
30.00
B@nca 24-7 Spa
Investment
Prestitalia Spa (Rome)
Euro
46,385,482.00
53,378
53,378
100.00
100.00
Banca Popolare di Bergamo
Funding Llc
Investment
Banca Popolare di Bergamo Capital Trust (Delaware - USA)
Euro
1,000.00
1
1
100.00
100.00
Banca Popolare Commercio e
Industria Funding Llc
Investment
Banca Popolare Commercio e Industria Capital Trust (Delaware - USA)
Euro
1,000.00
1
1
100.00
100.00
Centrobanca Spa
A.V.I.P. Spa in liquidation (in prior arrangements with creditors) (Borgaro
Torinese - TO)
Euro
8,700,000.00
8,700,000
1,891,293
21.74
21.74
Investment
Car Testing Sa (Luxembourg)
Euro
6,950,000.00
695,000
347,500
50.00
50.00
Pledge
Cefel Publieco Srl (Bologna)
Euro
110,400.00
110,400
24,000
21.74
21.74
Centrobanca Sviluppo Impresa Sgr Spa (Milan)
Euro
2,000,000.00
20,000
20,000
100.00
100.00
Copres Srl (Borgomanero - NO)
Fluitek Orsenigo Srl in liquidation (in prior arrangements with creditors) (Costa
di Mezzate - BG)
Euro
608,000.00
608,000
132,173
21.74
21.74
Euro
3,470,000.00
3,470,000
3,470,000
100.00
100.00
Pledge
Investment
Pledge
Pledge
Investment
Frittelli Maritime Group Spa (Ancona)
Euro
2,550,000.00
2,550,000
287,324
11.27
11.27
Investment
Gatto Astucci Spa (Domegge di Cadore - BL)
Euro
12,279,780.00
1,227,978
125,000
10.18
10.18
Investment
GROUP - Gruppo Operazioni Underwriting Banche Popolari Srl (Milan)
Euro
91,429.00
91,429
11,429
12.50
12.50
HP Group Spa (Rubiera - RE)
Euro
1,352,995.02
578,203
578,203
100.00
100.00
Pledge
Pledge
HP S.e.m.e.a. Spa (Porto Empedocle - AG)
Euro
1,303,199.28
252,558
248,358
98.34
98.34
Pledge
Immobiliare King Srl (Rome)
Euro
90,000.00
90,000
90,000
100.00
100.00
36.72
Investment
Investment
Pledge
Investment
Trade
Immobiliare Mirasole Spa (ordinary shares) (Milan)
Euro
46,776,036.00
935,520,720
343,531,286
36.72
Property Mirasole Spa (preference shares)
Euro
12,432,011.85
248,640,237
194,040,957
78.04
Property Mirasole Spa (ordinary and preference shares)
Euro
59,208,047.85
1,184,160,957
537,572,243
45.40
PFC - Project Financing Consulting Spa in liquidation (Trento)
Euro
777,894.00
777,894
137,298
17.65
17.65
Porto Reno Srl (Ravenna)
Euro
3,000,000.00
3,000,000
2,142,858
71.43
71.43
Straight to Video Srl (Naples)
Euro
119,500.00
119,500
33,460
28.00
28.00
Tessitura Pontelambro Spa (Erba - CO)
Euro
1,870,000.00
3,740,000
520,000
13.90
13.90
298*
Notes to the Separate Financial Statements
(contd.)
Data on equity investment
Investor
Data on investment
Ownership title
Share capital
Equity investment (Registered Offices)
Total number of
shares/quotas
Number of shares
owned
%
% voting rights in
ordinary shareholders
meetings
Prestitalia Spa
Investment
UFI Servizi Srl (Rome)
Euro
150,000.00
150,000
34,750
23.17
23.17
UBI>< Banca International Sa
Investment
UBI Trustee Sa (Luxembourg)
Euro
250,000.00
125,000
125,000
100.000
100.000
UBI Factor Spa
Investment
Siderfactor Spa (Milan)
Euro
1,200,000.00
12,000
3,240
27.00
27.00
UBI Fiduciaria Spa
Investment
UBI Gestioni Fiduciarie Sim Spa (Brescia)
Euro
1,040,000.00
2,000,000
2,000,000
100.00
100.00
UBI Leasing Spa
Investment
HRS - Help Rental Service Srl in liquidation (Rome)
Euro
200,000.00
200,000
48,000
24.00
24.00
UBI Pramerica Sgr Spa
Investment
UBI Management Company Sa (Luxembourg)
Euro
125,000.00
12,500
12,500
100.00
100.00
Iw Bank Spa
Invesclub Srl (in liquidation)
Investment
Invesclub Srl in liquidation (Milan)
Euro
10,000.00
10,000
10,000
100.00
100.00
Investment
InvestNet International Spa (Milan)
Euro
12,478,465.00
2,495,693
2,495,693
100.00
100.00
Investment
Italforex Srl in liquidation (Milan)
90,000.00
90,000
18,000
20.00
20.00
Investment
Royal Intertrade Srl (Genoa)
47,500.00
47,500
9,000
18.95
18.95
Euro
299*
Notes to the Separate Financial Statements
Disclosures concerning the fees of the independent auditors and services
other than auditing in compliance with Art. 149 duodecies of Consob
Issuers’ Regulations
In accordance with Art. 149 duodieces of Consob Issuers’ Regulations, information
concerning payments made to the independent auditors KPMG Spa and companies
belonging to the same network for the following services is given in the table below.
1) Auditing services which include:


audit of the annual accounts for the purposes of expressing a professional opinion;
review of the interim accounts.
2) Certification services which include appointments where the auditor assesses a
specific element, the determination of which is performed by another who is
responsible for it, by employing appropriate criteria in order to furnish a conclusion
which gives the recipient a measure of the reliability of that specific element.
3) Tax consultancy services.
4) Other services which include appointments of a minor nature.
The fees presented in the table relating to the financial year 2011, are those contractually
agreed, inclusive of any indexing (but not of out-of-pocket expenses, nor of supervisory
authority contributions and VAT).
Type of service
Firm
providing
the service
Audit of the accounts
KPMG Spa
Certification services
KPMG Spa
Tax consultancy services
-
Recipient of
the service
UBI Banca
ScpA
UBI Banca
ScpA
-
Other services:
Assistance activities (risk assessment,
gap analysis and office project)
concerning the Basel 2 project
Assistance activities (risk assessment,
gap analysis, office project and
benchmarking) concerning the various
stages of the interest rate and liquidity
risk project
Assistance activities (risk assessment,
gap analysis, office project and risk
management) for the project to
complete and update reporting on
operating performance
Other services
Fee (thousands of
euro)
2.481
1.712
1.782
KPMG
Advisory Spa
UBI Banca
ScpA
846
KPMG
Advisory Spa
UBI Banca
ScpA
530
KPMG
Advisory Spa
UBI Banca
ScpA
332
KPMG
Advisory Spa
UBI Banca
ScpA
74
Total
5.975
300*
Notes to the Separate Financial Statements