UBI Banca Scpa : h. 00:49: UBI Banca: ordinary annual Shareholders'meeting: Members of the Supervisory Board appointed for the 2013-2015 three year period

PRESS RELEASE

Ordinary annual general meeting of the shareholders of UBI Banca Members of the Supervisory Board appointed for the 2013-2015 three year period: Andrea Moltrasio appointed to the position of Chairman and Mario Cera to the position of Senior Deputy Chairman Approved distribution of a dividend of €0.05 per share on the 900,047,021 UBI Banca shares outstanding1 for a total of €45 million

Bergamo, 20th April 2013 - The General Meeting of the Shareholders of UBI Banca met today in second call under the Chairmanship of the Senior Deputy Chairman of the Supervisory Board, Avv. Giuseppe Calvi, to resolve on the items on the agenda.
* * *
As concerns item 1 on the agenda, relating to the appointment of the members of the Supervisory Board for the years 2013-2014-2015, the list "Lista del Consiglio di Sorveglianza" obtained the majority of votes from the shareholders, equal to 53.5% of the votes, the list "UBI, banca popolare!" obtained the second greatest number of votes, equal to 34.3% of the votes, and the list "UBI Banca - ci siamo" obtained 11.3% of the votes.
Therefore, according to art. 45 of the Articles of Association, n. 18 members of the Supervisory Board have been appointed from the list "Lista del Consiglio di Sorveglianza" and n. 5 members from the list "UBI, banca
popolare!". .
Again according to the articles of association, Ing. Andrea Moltrasio and Prof. Mario Cera, the members which are indicated in first and second place in the list which has obtained the majority of votes, have been appointed
Chairman and Senior Deputy Chairman of the Supervisory Board respectively.
The Supervisory Board of UBI Banca is therefore composed, for the three year period 2013-2014-2015, as follows:

	SURNAME	NAME	POSITION
1	MOLTRASIO	ANDREA	Chairman
2	CERA	MARIO	Senior Deputy Chairman
3	SANTUS	ARMANDO	Member
4	GOLA	GIAN LUIGI	Member
5	GUERINI	LORENZO RENATO	Member
6	FOLONARI	ALBERTO	Member
7	GUSMINI	ALFREDO	Member
8	PIVATO	SERGIO	Member

1 Total shares outstanding excluding the 1,700,000 treasury shares held in portfolio.

9	MAZZOLENI	MARIO	Member
10	MANZONI	FEDERICO	Member
11	BROGI	MARINA	Member
12	MINELLI	ENRICO	Member
13	BARDONI	ANTONELLA	Member
14	CAMADINI	PIERPAOLO	Member
15	FAIA	ESTER	Member
16	DEL BOCA	ALESSANDRA	Member
17	GARAVAGLIA	CARLO	Member
18	BELLINI CAVALLETTI	LETIZIA	Member
19	RESTI	ANDREA CESARE	Member
20	GALLARATI	MARCO GIACINTO	Member
21	ZUCCHI	MAURIZIO	Member
22	AGLIARDI	DORINO MARIO	Member
23	CIVIDINI	LUCA VITTORIO	Member

The Supervisory Board appointed will proceed to verify that the requirements of integrity, professionalism and independence are satisfied for each of the members of the Supervisory Board in compliance with the time limits set by the regulations in force.
The Shareholders' Meeting also set the remuneration of the members of the Supervisory Board, as well as an additional total amount for the remuneration for those assigned particular offices, powers or functions, to be allocated in accordance with article 44 of the Articles of Association. The Shareholders' Meeting consequently set the fixed remuneration of the Members of the Supervisory Board at €80,000 each (for a total of €1,840,000) and the total amount for the remuneration of members assigned particular offices, powers or functions at
€1,440,000. The amounts are inclusive of "attendance tokens".
This remuneration, which totals €3.28 million, incorporates a reduction of 14% in the total remuneration paid to the Supervisory Board. This reduction is in addition to the reduction of approximately 7% already made to the remuneration of the Supervisory Board for the period 2010-2011-2012, compared to previous period.
* * *
The Chairman of the Management Board, Cav. Lav. Dott. Emilio Zanetti, proceeded to report on the performance for the 2012 financial year and results achieved, as approved by the Supervisory Board on 27th March 2013.
The Shareholders' Meeting then approved the allocation of the profit of the Parent for the year, as proposed by
the Management Board and approved by the Supervisory Board, and therefore the distribution of a dividend of
€0.05 per share on the 900,047,021 ordinary shares of UBI Banca outstanding, for a total amount of
€45,002,351.05, drawn from the profit of the Parent.
The dividend will be paid from 23rd May 2013 against coupon No. 14 with ex dividend date of 20th May and record date of 22nd May 2013.
* * *
The Shareholders' Meeting therefore approved the first section of the Remuneration Report, prepared for public disclosure purposes, in compliance with regulations in force and made available to the public according to law dispositions in force. This first section contains the main information on the following: the decision-making
processes for remuneration schemes, the main features, the means by which remuneration is linked to results, the main performance indicators employed, the reasons behind the choice of variable remuneration schemes and the other non-monetary schemes.
* * *
With regard to the fourth item on the agenda, the Shareholders' Meeting has approved the adoption of remuneration policies in favour of the Members of the Management Board as proposed.
* * *
Finally the Shareholders' Meeting has approved the incentive scheme 2013 based on financial instruments, which provides for a part of the variable component of remuneration for "top management" and the "highest management level of the control functions" to be granted in ordinary shares of the Parent, UBI Banca. In view of the estimate of the total number of shares which may be granted, the procedure that has been selected is that of making grants against treasury shares already held by the Parent.
* * *
For further information:

Investor Relations

Tel. [phone]

Media Relations

Tel.[phone] - cell [phone]

email: [e-mail]; [e-mail]

Copy of this press release is available on the website www.ubibanca.it