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Social andEnvironmentalReport 2005

This is an English translation of the Italian original “Bilancio Sociale e Ambientale 2005“ and has been prepared solely for theconvenience of the reader. The version in Italian takes precedence and will be made available to interested readers upon request to Banca Intesa S.p.A.Corporate image and marketing communications Via Monte di Pietà, 8 - 20121 Milano, Italy Fax +39 02 879.62898/63638.

Social and Environmental Report 2005 - Banca Intesa

Banca Intesa S.p.A.Registered Office Piazza Paolo Ferrari 10 10121 Milano Telephone 02 879 11 Fax 02 879 37892 www.bancaintesa.itRegistration number on the Milano Company Register and Fiscal Code 00799960158 Share capital 3,613,001,195.96 eurofully paid-in Member of the National Interbank Deposit Guarantee Fund and of the National Guarantee Fund, included in theNational Register of Banks No. 5361 and Parent Company of “Gruppo Intesa”, included in the National Register of BankingGroups.

Contents

Letter from the Chairman and the CEO 7

Methodology 9

Table of indicators 10

CORPORATE IDENTITY 13

Board of Directors, General Management, Board

of Statutory Auditors and Independent Auditors 15

Mission and reference values 16

History 18

Brand 20

Strategic guidelines 21

Group profile and organisational structure 22

Corporate governance 24

Our social responsibility 27

ECONOMIC PERFORMANCE 29

Financial highlights 30

Financial ratios 31

Reclassified consolidated balance sheet 32

Reclassified consolidated statement of income 33

The calculation of value added and its distribution 34

Determination of Total Value Added 35

Distribution of Gross Total Value Added 36

THE SOCIAL ACCOUNT 39

Group stakeholders 41

Customers 42

Relationship quality 45

Simplification and transparency 49

Excellent offering and service 50

Support to the development of the country 54

Sensitive areas 63

Commitments for the future 65

Employees 69

Turnover 71

Quality of resources 72

Development of human resources 74

Labour relations 77

Internal communication 78

Improvement of quality of life in the company 80

Sensitive areas 83


Shareholders 88

Relations with shareholders and the financial

community 90

Relations with the media 93

Studies and relations with the financial world 93

Suppliers 95


Relations with the environment 97


Relations with the community 102


Italian banks 111

Cassa di Risparmio di Parma e Piacenza 111

Cassa di Risparmio di Biella e Vercelli 113

Banca di Trento e Bolzano 115

Banca Popolare Friuladria 117

Intesa Casse del Centro 119

International banks 122

Privredna Banka Zagreb 122

Vseobecna Uverova Banka 124

Central-European International Bank 126

Banca Intesa Beograd 127

KMB 128

BANCA INTESA CODE OF ETHICS 131

Contacts 147

Banca Intesa’s first Social and Environmental Report marks a particularlysignificant moment: the conclusion of the first 2003-2005 Business Plan andthe launch of the 2005-2007 Business Plan.

2005 was the cut-off year in which we concluded the work aimed at solvingthe pre-existing critical issues and we decidedly aimed for growth objectives.

The challenge we had set ourselves was particularly difficult since it occurred ina context characterised by a drop in confidence in the system in general.

The objectives pursued in the turnaround phase – which enabled us to controlcosts, reduce risks and grow via a marked improvement in customer service –were not disjoint from our commitment to the valorisation and motivation ofour collaborators and the support for the growth of the country. But now wewant social responsibility to characterise even more significantly the secondBusiness Plan.

The objective of value creation must be developed in a long-term time horizon.The measure of the responsibility which we have taken will be given by thequality of our services, by the virtuous circle of trust which we will be able toestablish, by the capacity which we will show in sustaining companies andpromoting innovation projects.

Therefore, the Social and Environmental Report in its first edition represents astarting point and entails a quantum leap: we must measure ourselves not onlyin the field of profit generation but also on the diffusion of wealth in favour ofall stakeholders. We have opened new dialogue channels with ourstakeholders to ensure maximum transparency and prove the consistency ofour behaviour with our commitments.

Corrado Passera Giovanni Bazoli

7

Letter from the Chairman and the CEO

9

Methodology

We publish Banca Intesa’s first Social and Environmental Report preparedconsidering the guidelines for the banking industry issued by ABI (the ItalianBanking Association), the guidelines issued by Gruppo Bilancio Sociale (GBS –Study group for social reporting) and the Global Reporting Initiative (GRI vers.2) guidelines including the integration document for the financial sector. Inparticular, as concerns the GRI standard, we have decided to start a gradualadoption path to make our social reporting increasingly transparent andcomparable.

For each stakeholder, in the chapter dedicated to the social account::

– we present an analytical section which sets out the objectives contained inthe 2003-2005 Business Plan and the actions implemented. This is a sort of“map” which enables the reader to assess a consistent framework ofcommitments and activities;

– we then detail the initiatives which illustrate our actions to respond to thecommitments made, in terms of both strategies – in the Business Plan – andvalues – formulated in the mission and in the values of the Code of ethics.Topics have been selected to present a balanced picture of the mostsignificant events for stakeholders;

– we present the “sensitive areas”. These are issues which have been posed bythe various stakeholders; they are expectations that we recognise aslegitimate, and that we have adopted as improvement objectives of actionsalready implemented;

– each chapter is concluded by our “future commitments” in terms of projectswe have already started to implement in 2006 or lines of interventions thatwe intend to develop.

When the initiatives targeted to a specific stakeholder have considerableeffects also on other stakeholders, we have highlighted such interaction with asymbol to facilitate the multidimensional reading of the social account.

The report refers to the Group, where figures refer to other aggregates this isexplicitly highlighted. Figures refer to 2005.

This Social and Environmental Report includes a questionnaire with which thereader may send us any suggestions on both the fruibility of the documentand any possible improvement areas.

10

Table of indicators

Indicator GRI ABI type page

PROFILEName of reporting organisation 2.1 X QL 1History X QL 18Methodology X QL 8Operating structures 2.3 X QL 22Description of major divisions, operating companies, subsidiaries 2.4 QL 22Countries in which the organisation’s operations are located 2.5 QL 22Nature of ownership; legal form 2.6 QL 1Scale of the reporting organisation (n. of employees, services offered) 2.8 QL 22List of stakeholders, key attributes of each and relationship to the reporting organisation 2.9 QLReporting period for information provided (fiscal/calendar year) 2.11 QL 8Boundaries of report and any specific limitations on the scope 2.13 QL 8Policies and internal practices to enhance and provide assurance about the accuracy, completeness, and reliability that can be placed on the social and environmental report 2.19 QL 8Means by which report users can obtain additional information 2.22 QL

VISION AND STRATEGYStatement of the organisation’s vision and strategy regarding its contribution to sustainable development 1.1 QL 29Statement from the CEO describing key elements of the report 1.2 X QL 7Strategy X QL 21

GOVERNANCE STRUCTUREGovernance structure of the organisation, including major committees under the Board of Directors 3.1 X QL 24Mission and values statements, internally developed codes of conduct and/or principles 3.7 X QLExternally developed voluntary codes of conduct 3.14 QLMechanisms for shareholders to provide recommendations or directions to the Board of Directors 3.8 QLUse of information resulting from stakeholder engagements 3.12 QLReporting organisation’s approach to managing indirect economic, environmental and social impacts resulting from its activities 3.17 QL 29

ECONOMIC PERFORMANCE Table (generation and allocation of value added) SOC2 X QN 5

CUSTOMERSCustomer characteristics and analysis X QNBreakdown of loans to customers RB2 QNBreakdown of customer deposits QNCustomer satisfaction X QNLitigations X QNPresence of ethical and environmental finance instruments X QN/QL 53

Indicator GRI ABI type page

Policies for preserving security PR1 QLPolicies for preserving consumer privacy PR3 QLTransparent information on products and services PR2 QLPolicies for the development of products/services with positive social impact RB1 X QL

EMPLOYEESBreakdown by age, sex, education level, employee grade, length of service with the company and contract type LA1-INT7 X QNDescription of social responsibility guidelines INT1 X QLAverage hours of training per year by category of employee LA9 X QNHiring policies X QLTurnover LA2-INT2 X QNDescription of incentive systems X QLManagement compensation INT4 QNFemale-male salary ratio INT6 QNLabour Relations LA4 X QLPercentage of employees represented by independent trade union organisations LA3 QNLitigations X QNInternal communication X QLEmployee satisfaction index INT3 QNHealth and safety at work X QLInjuries and absences LA7 X QN

SHAREHOLDERSInvestor relations X QLQualification of media used X QLReturn on capital invested X QNFinancial communication: type and number QNServices and advantages reserved to shareholders X QL

SUPPLIERSSupplier qualification and analysis EC11 X QNCost of all goods, raw materials and services purchased EC3 QN

ENVIRONMENTEnergy use EN3 QNTotal water use EN5 QNGreenhouse gas emissions EN8 QNEnergy-saving interventions X QL

COMMUNITYCharitable contributions and sponsorships SOC1 X QNBreakdown of Value Added SOC2 X QNRelationship with Non-bank Associations and Foundations X QLDescription of direct contributions to social endsin the various areas of intervention X QL

11

Table of indicators

13

CORPORATE IDENTITY

15

Board of DirectorsChairman Giovanni Bazoli (*)

Deputy Chairmen Giampio Bracchi (*) (**)René Carron

Managing Director and Chief Executive Officer Corrado Passera (*)

Directors Giovanni Ancarani (**)Francesco Arcucci (**)Benito Benedini (**)Antoine BernheimJean Frédéric De LeusseGilles De MargerieAriberto Fassati (*)Giancarlo Forestieri (*)Paolo Fumagalli (**)Giangiacomo Nardozzi (**)Georges Pauget Eugenio Pavarani (**)Giovanni PerissinottoUgo RuffoloGino Trombi

General ManagementGeneral Manager Corrado Passera

Board of Statutory AuditorsChairman Gianluca Ponzellini

Statutory Auditors Rosalba Casiraghi (***)Paolo Andrea ColomboFranco Dalla SegaLivio Torio

Alternate Auditors Paolo GiollaFrancesca Monti

(*) Members of the Executive Committee(**) Independent Directors(***) Candidate of minority shareholdersUpdated as at 01/06/06

Board of Directors, General Management, Board of Statutory Auditorsand Independent Auditors

16

Mission and reference values

We supply our customers with excellent bank and financial services at thesame time activating the levers for the development of the country’s economic system.

We want to be a European bank, deeply rooted and attentive to the needs ofits local territories, that guarantees utmost efficiency and long-term return oncapital employed.

The professionalism of our people and the quality of our services characteriseour way of conducting the banking business. We are taking on theresponsibility of prudent management of the savings of families, of solutionsfor entrepreneurial activities, especially when our decisions have effects on thecommunity and on the natural environment.

Our focus is on the creation of a virtuous circle based on the trust and thesatisfaction of customers and shareholders, on the sense of belonging of ourcollaborators and on our closeness to the real needs of the community.

17

Mission and reference values

TrustTrust is the key value in Banca Intesa’sactivity. We want to look for trust andincrease trust, in I) relations with customers,to whom we offer the certainty ofcontinuously finding an adequate responseto their needs, II) relations with collaborators,to whom we offer a work environmentwhich valorises their professionalism, and III)relations with society at large, for which weintend to be a reliable partner for responsibleand sustainable growth.

Value of the personThe value of the person is a fundamentalvalue which guides the way Banca Intesaacts: we are committed to making attentivelistening and dialogue the key levers for thecontinuous improvement of the solutions weoffer customers, and the professionalismand competence of the people who workwith us.

IntegrityWe pursue our objectives with honesty,fairness and responsibility, maintaining aconduct based on the respect of rules andprofessional ethics, ensuring independentjudgement in our system of relations.

SustainabilityIn our growth strategy we intend to pursuesolid and sustainable value in economic andfinancial, social and environmental terms builtover the long term on the trust of ourcustomers, the motivation of ourcollaborators and a responsible andconstructive relation with the country system.

ExcellenceWe aim at constantly improving the quality ofour products, services and contact channels,we constantly promote personal andprofessional development of our collaboratorsand we are committed to improving theefficiency of our organisation in a view to alsooptimise costs and timing.

Equitable treatmentWe are committed in eliminating everydiscrimination in our conduct and inrespecting the differences in gender, age,race, religion, political opinion, trade unionparticipation, language or any other ability.

TransparencyWe believe that transparency in ourcommunication, in our contracts and in thecriteria on which we base our behaviour isfundamental to permit to all our interlocutorsto make autonomous and informeddecisions.

18

Banca Intesa was established in 1998 withthe integration of Cariplo and BancoAmbrosiano Veneto. In 1999 BancaCommerciale Italiana joined Gruppo Intesa.As a result of that merger (May 2001) theGroup was named IntesaBci. In December2002 at the Shareholders’ Meeting it wasresolved to change the corporate name toBanca Intesa and the change becameeffective as of 1st January 2003.

Banco Ambrosiano VenetoBanco Ambrosiano Veneto (BAV), which wasformed in 1989 through the merger ofNuovo Banco Ambrosiano with BancaCattolica del Veneto, two banks well-rootedin the territory with more than one hundredyears of history and activity behind them,soon distinguished itself in Italy for itsdynamism, competence and capability ofaggregating other local entities.In the period 1991-1995 BAV acquiredcontrol of certain banks, such as BancaVallone di Galatina, Citibank Italia (laternamed Banco Ambroveneto Sud), Società diBanche Siciliane, Banca Massicana di SessaAurunca and Banca di Trento e Bolzano,which in a short time enabled it to projectthe experience originally gained in theNorthern regions, mostly Lombardia andTriveneto, on the whole of the Ital ianterr itory. At the same time the Bankstrengthened its position on world financialmarkets with the purchase of Caboto,destined to become one of the majorEuropean investment banks.The need to augment its size, which wasincreasingly perceived by the Italian andinternational banking system, later forcedBAV to seek a qualified partner to reach thecritical mass which would enable it to play aforefront role in all markets. Pursuing that objective, in 1997 BAV realisedan alliance with Cariplo, the largest savingbank in the world, with which it formedBanca Intesa in 1998.

CariploCassa di Risparmio delle Provincie Lombardewas established in 1823, by initiative of thecount Giovanni Pietro Porro, in one of themost flourishing regions of the AustrianEmpire: its mission was to favour theformation of household savings in theLombard area.During the second half of the XIX centurythe Reign of Italy was moving its first stepsand the Saving Bank expanded itsoperations to the financing of agricultural,industrial and commercial activities.At the beginning of 1900, Cassa diRisparmio delle Provincie Lombarde hadalready achieved a considerable soundnessso as to later become a fundamentalreference point for enterprises facing theserious crisis of the Great War. That situationconsolidated the strong social sensitivenesswhich is still an ideal and operating asset ofBanca Intesa. In the post World War II period, the SavingBank is among the protagonists in thereconstruction of Milano. In the Fifties,during the Ital ian economic boom, itincreased its activities in medium-term loans,especial ly in favour of lower-sizedenterprises, through the foundation ofMediocredito Lombardo.Starting from the Sixties, Cassa di Risparmiodelle Provincie Lombarde was practically acommercial bank and in the following twodecades it achieved a considerable territorialpresence in Italy and abroad. In 1991, animportant restructuring led to the merger ofthe subsidiary IBI and to the contribution byEnte Cassa di Risparmio delle ProvincieLombarde of its banking activities to a newcompany named Cariplo SpA. Ente Cassa diRisparmio delle Provincie Lombarde, afterthat contribution, took the name ofFondazione Cariplo and pursues objectivesof public interest and social benefit andsol idarity. In 1997 the Chairman ofFondazione Cariplo, Giuseppe Guzzetti, andthe Chairman of Banco Ambrosiano Veneto(BAV), Giovanni Bazoli signed an agreement

History

19

History

for the integration between Cariplo and BAVwhich gave birth to Banca Intesa.

Banca Commerciale ItalianaFounded in 1894 in Milano with thecontribution of German, Austrian and Swisscapital, Banca Commerciale Italiana (BCI) forover a century was an important componentof the Italian banking system and the Bankwith the greatest presence abroad. Afterhaving established, in joint venture with twoFrench banks, a company for South America,in 1911 BCI inaugurated in London the firstbranch abroad of an Italian bank, followed bythe branch in New York and as time passed bymore and more numerous branches andequity investments in various Countriesworldwide.Until the beginning of the Thirties, BCI alsooperated as an investment bank, acquiringequity investments in industrial companies. In 1933 IRI (the Institute for IndustrialReconstruction) acquired control of the Bankwhich, three years later, with the issue of theBanking Law, became a short-term bank. Thefollowing year, in 1937, together with Bancodi Roma and Credito Italiano, BCI wasdesignated “Banca d'Interesse Nazionale”(Bank of National Interest), as it already hadbranches in at least thirty provinces. With thetwo banks, in the years following World WarII, BCI founded Mediobanca, of which it heldan 8.9% stake.In the Sixties the Bank based in Piazza dellaScala further expanded its foreign networkand, in Italy, acquired control of Banco diChiavari e della Riviera Ligure and of Banca diLegnano.At the beginning of the Eighties BCI foundedBanca Commerciale Italiana of Canada andBanca Commerciale Italiana (Suisse). In the centenary from its foundation, BancaCommerciale Italiana was privatised.Following a tender offer, made by BancaIntesa and completed in December 1999,Banca Commerciale Italiana was incorporatedin the new Group. In May 2001 BCI wasmerged with Banca Intesa and took the nameof IntesaBci.

The union of these three banks formed oneof the largest banking groups in Europe. Thethree banks combined their distinctivecompetences, professionalism andcommercial networks to offer customers anundoubtedly valuable service, suited to alltypes of needs.

The Historical ArchiveFollowing the mergers, Banca Intesainherited a historical documentary archivewhich is one of the essential components forthe history of the Italian banking system inthe 19th and 20th Century. Consideredtogether, the documents enable to researchinto the facts of thousands of companies,but also to compare the relations betweenthe economic and political world, and toreconstruct the progressive insertion of theItal ian economy in the internationaleconomy; they also enable to find importantfigures for the history of society andemployment and for the history ofurbanistics, architecture and art, press andother. For these reasons there is a strongdemand for access from researchers ofvarious disciplines, from Italy and abroad.Banca Intesa’s Historical Archive safeguardsthe selection and the preservation over thelong term of documents of high historicalinterest and guarantees their public fruition.The size of the combined archive exceeds 40million sheets; the part open for consultation(normally until the year 1945) is inventoriedin 60 archive funds. Among special fundsnoteworthy are the historical library and aconsiderable section dedicated to photos andaudiovisual aids.All inventories may be accessed on line onthe website www.bancaintesa.it, in the“Culture” section, where it is possible to finddetailed historical guidance.Two precious sources have been entirelydigitised and may be freely read on line: theMiscellanous papers of Raffaele Mattioli,relative to the salvage of Banca CommercialeItaliana in the early Thirties, and the minutesof the meetings of the decision-makingbodies (the Board of Directors for BancaCommerciale Italiana, Banco AmbrosianoVeneto and Banca Cattolica del Veneto andthe Central Charity Commission in the caseof Cariplo) until1934.The archives of BCI and Cariplo areconsidered also at European level among themost interesting for their contents and theirrelative completeness of the documentationwhich has remained. Furthermore, the Papersof Raffaele Mattioli (1895-1973) represent inthemselves an extraordinary asset,considered a l iving heritage, at theintersection between banking and civilculture.

20

Banca Intesa’s brand is represented by asquare pictogram (perfect, harmonious andbalanced form) in which there is a stylisedRoman acqueduct, symbol of socially-usefulworks and distinctive sign of the financialinstitution from 1998.It is a structure historically built in stone withthe function of transporting water topopulations: the symbol therefore representssoundness and technologic development, aswell as life, prosperity and, lastly, union ofcultures and peoples (synonym of service).As socially-useful work, the aqueduct is in linewith the commitment and responsibility thatthe Group has towards society. The threearches represent the three historic Italianbanks which together form one of the largestbanking groups.The pictogram is followed by the logotypeBanca Intesa, name which already declares

the essence of the Institute and expresses theconcept of accord: with investors, customers,partners and with the country at large.The logo combines the long-lasting traditionof the three large banks which make up theGroup: the three respective institutionalcolours blend into one another, to depictunion and integration, the red of BancoAmbrosiano Veneto, the green of BancaCommerciale Italiana and the blue of Cariplo.Starting from these primary colours 11chromatic graduations have been developedone for each of the letters which make upthe name Banca Intesa, delicately mergingthe historical visual identity. The brand proposes itself as the first value ofthe bank, it is strongly-innovative element,expression of key concepts such astransparency, simplicity and clarity.

Brand

21

The path which Banca Intesa has undertakento become one of the best European bankswas marked by two main milestones:

The first Business Plan (2003-2005)focused attention not only on the criticalissues to be solved and on the necessaryrestructuring, but also on laying thefoundations and forming the platforms forthe growth of the bank in the differentcontexts in which it operates (in Italy andEurope).The strategy is based on the identification ofa series of instruments to address the criticalissues:

– improvement of the risk profile;– exit from Latin America;– improvement of capital ratios; – value creation for shareholders and all

stakeholders.

The Plan was especially a relaunch strategywith the objective of growing to producewealth and contribute to the improvement ofthe country System.The solution of the crit ical issues wascombined with the valorisation of theGroup’s key strengths – the high professionalcompetencies and the strong relation withthe territory – and the marked improvementof customer service at all levels. To this endthe plan set out a massive investment plan to

modernise the structures and the progressiveintegration – even cultural – of the bankswhich formed the Group.

The second Business Plan (2005-2007) isthe second milestone in the path andpresents financial and balance sheet targetswhich place Banca Intesa among the bestEuropean banks in terms of value creation,service quality, asset quality, profitability andcapital strength. The Plan sets the objectiveof strong value creation through all threemain management drivers:

– sustainable growth;– strict cost discipline;– great attention to risk management and

capital allocation

continuing to invest in innovation in amedium-long term perspective. The growthpillars set by the Business Plan are customersatisfaction (thanks to Banca Intesa’sspecialised structures dedicated to thespecific needs of each customer type),valorisation of human resources which workin the Group (with training, motivation ofindividual and team work, maximumextension of share ownership) and a massiveinvestment plan in innovation amounting toalmost two billion euro in the three years,focused on customer service quality.

Strategic guidelines

22

Gruppo Intesa operates with a divisional,customer-oriented structure, which up to theend of 2005, was made up of four businessareas: the Retail Division, the CorporateDivision, the Italian Subsidiary Banks Division,the International Subsidiary Banks Division,as well as Central Structures, whichguarantee the governance and control of theoperating units, and, as of 1st January 2006Banca Intesa Infrastrutture e Sviluppo, thenew Group bank which absorbed thefinancial activities related to the public sectorand infrastructures.

The Retail Division operates withapproximately 2,100 branches and over26,000 employees serving approximately 5.9million customers, consisting of Households,SMEs (with turnover up to 50 million euro)and Non-profit entities. The Retail Division isin charge of the Parent Company‘s traditionallending and deposit collecting activities andalso of the offer of i) private banking services,ii) bancassurance and pension products, iii)mutual funds, iv) industrial and consumercredit, v) financial leasing, as well as vi)management of electronic paymentinstruments.

The Italian Subsidiary Banks Division isconstituted by the Italian subsidiary banksperforming retail banking activities. They aremedium-sized or small banks, with amarkedly local vocation, that operate withover 900 branches and over 8,000employees in close coordination with theRetail Division, pursuing the optimisation ofcommercial synergies by sharing the mostimportant initiatives. It serves approximately1.7 million customers.

The International Subsidiary BanksDivision provides directives, coordinationand support to the subsidiaries abroad that

mainly perform retail and commercialbanking activities mostly in Central-EasternEurope, in Croatia, Slovakia, Serbia, Hungary,the Russian Federation and Bosnia andHerzegovina. This involves approximately 5.1million customers, which are served by over800 branches and over 17,000 employees ofthe Group.

The Corporate Division manages acustomer portfolio of approximately 16,500large companies and financial institutionswith a turnover exceeding 50 million euro,and operates through over 50 branches andwith over 5,000 employees, with specificskills in mergers and acquisitions, structuredfinance, merchant banking, capital markets,global custody, and through the specializednetwork abroad made up of the ParentCompany’s branches and representativeoffices and of other Group companiesperforming corporate banking activities. TheDivision guarantees reference customers aglobal and integrated offer of products andservices through both traditional territorialstructures and IT channels.

Central Structures , are in charge ofgovernance and control activities and also oftreasury and strategic finance activities aswell as of the management of the ParentCompany’s securities portfolio.

With regard to geographic breakdown,Gruppo Intesa’s activit ies are mostlyconcentrated in Italy (88% and 82% of thetotal respectively for loans to customers andcustomer deposits). The Group has also asignificant presence in Central-EasternEuropean Countries (Croatia, Hungary,Slovakian Republic), and in the RussianFederation that together represent 7% ofloans to customers and customer deposits.

Group profile andorganisational structure

CorporateDivision

Retail Division

ItalianSubsidiary

Banks Division

InternationalSubsidiary

Banks Division

23

Group profile and organisational structure

(1) Established in January 2006(2) Jointly-controlled or associated company, carried at equity

Chief Executive OfficerCorrado Passera

Head OfficeDepartments

Banca IntesaInfrastrutture e Sviluppo (1)

Banca Caboto

Zao Banca Intesa(Russian Federation)

Societé Européenne de Banque(Luxembourg)

Intesa Bank Ireland

IntesaMediofactoring

E.TR. (Servizi Esattoriali)

Intesa PrivateBanking

Intesa Previdenza

Setefi

Sirefid

IntesaMediocredito

Banca CIS

Intesa Leasing

CAAM Sgr (2)

Intesavita (2)

Agos (2)

Cariparma e Piacenza

Banca PopolareFriulAdria

Banca di Trento e Bolzano

Biverbanca

Intesa Casse del Centro

CR Ascoli Piceno

CR Città di Castello

CR Fano

CR Foligno

CR Rieti

CR Spoleto

CR Terni e Narni

CR Viterbo

Banca IntesaBeograd (Serbia)

Central-EuropeanInternational Bank(Hungary)

KMB (Russian Federation)

Privredna BankaZagreb (Croatia)

UPI Banka (Bosniaand Herzegovina) (2)

Vseobecna UverovaBanka (Slovakia)

ChairmanGiovanni Bazoli

24

From 2001 Banca Intesa complies with theaims and indications of the Corporategovernance code of l isted companiesrecognising the validity of the suggestedGovernance model.The corporate governance system – intendedas the set of rules and processes that orientthe conduct of company bodies to ensurecorrectness and transparency in themanagement of the company and in itsrelations with stakeholders – is in line withthe principles and recommendationscontained in the Corporate governance codeand with regulations in force as well as, ingeneral, with national and international bestpractices.Banca Intesa each year provides the marketwith detailed information on its corporategovernance system (available on its websitewww.bancaintesa.it) to which reference mustbe made for further details.

Structure of the Company’sgovernance Board of Directors

The Board of Directors is responsible forstrategic and organisational guidelines andplays a central role in the governance of thecompany and in the controls system for themanagement of credit, f inancial andoperational risks.In addition to the matters statutorily reservedto its exclusive competence, the Board ofDirectors resolves upon the most significanttransactions in terms of financial, economicor balance sheet impact for the company aswell as the most significant transactions withrelated parties.The Articles of Association set forth that theBoard of Directors must meet at least onceevery two months, but normally, the Boardmeets once a month.The Board of Directors is currently made upof 19 directors most of which are non-

executive since they are not attributed anyoperating powers and/or managementfunctions within the Company.Only the Managing Director and CEO,Corrado Passera, is charged with operatingpowers, and is therefore an ExecutiveDirector.In the Board there are 7 independentdirectors according to the definition set outin the Corporate governance code.The Board of Directors currently in service willexpire at the date of approval of the financialstatements as at 31st December 2006.All directors must have the honourability andprofessional requisites provided for bycurrent legislation and supervisory regulation.

A specific Remuneration committee hasbeen set up within the Board of Directorsand is made up of three Non-executivedirectors and the Chairman of the Board ofStatutory Auditors. Such commission isresponsible for determining theremuneration of the Chairman and DeputyChairmen of the Board of Directors as well asthat of the Managing Director and proposingsuch remuneration to the Board of Directors,which is responsible for the relevantresolution pursuant to Art. 2389 of theItalian Civil Code.

Chairman of the Board of Directors The Chairman of the Board of Directors is notattributed any operating powers andtherefore is considered a non-executivedirector. The Chairman of the Board ofDirectors is responsible for the direction andcoordination of Company business, of theBoard of Directors, of the Managing Directorand of the Executive Committee. The Chairman represents the Companybefore any third party, also in any judicialproceeding, and may sign in the name andon behalf of the Company. In case of urgency, the Chairman of the Boardof Directors may take decisions normallyattributed to the Board of Directors and theExecutive Committee, whenever the latter

Corporate governance

25


cannot meet, provided that such decisions arenot exclusively attributed to the Board. Thecompetent bodies must be informed of anysuch decision in their first following meeting. Furthermore, the Chairman is in charge ofmaintaining the relationships withshareholders, of informing them, and – inagreement with the Managing Director – ofexternal communication, relations withAuthorities, as well as the programming ofthe Company’s and the Group’s initiativesrelated to culture, the safeguard andvalorisation of the historic, archaeological andartistic heritage and the management of theAllowance for charitable, social and culturalcontribution.

Executive Committee Set up by the Board of Directors, it exercisesall the powers which are not exclusivelyreserved to the Board of Directors, inparticular the Executive Committee has beenattributed all the powers with regard tolending and risk taking with customers, withthe obligation of reporting its decisions atleast quarterly.In case of urgency, the Committee mayresolve in the Bank’s interest. Committeedecisions must be communicated to theBoard in the first following meeting.

Managing Director and Chief Executive Officer

The Articles of Association set forth that theManaging Director, who is also GeneralManager, supervises management, withinthe powers he has been attributed andaccording to the general guidelines resolvedupon by the Board of Directors; he isresponsible for personnel management anddetermines the operating directives whichare executed by General Management. He has wide ordinary and extraordinaryadministration powers with the soleexception of powers which may not bedelegated according to the law and thosewhich are reserved to the Board of Directorsby the Articles of Association and withquantitative l imits for certain types oftransactions. In addition to wide operating powers, theChief Executive Officer has been delegatedpowers over: the definit ion of humanresources development and managementpolicies; the formulation of proposals on theCompany’s and the Group’s organisationalstructure and strategic guidelines; theoperating plans and budgets to be submittedto the approval of the Board of Directors; the

acquisit ion and disposal of equityinvestments, with the prior authorisation ofthe Board, if such operations lead tovariations in the Banking group.

The Board of Statutory Auditors The Board of Statutory Auditors superviseson compliance with the law and the Articlesof Association; on the respect of theprinciples of fair management; on theadequacy of the Company’s organisationalstructure as concerns competencies, theinternal control system and the accounting –bookkeeping system as well as on thereliabil ity of the latter in the correctrepresentation of operations. It also carriesout the other functions with which it ischarged by the law and by regulations andsupervisory provisions in force.The members of the Board of StatutoryAuditors participate to Board of Directorsand Executive Committee meetings. The Articles of Association set forth that theappointment as Statutory Auditor for BancaIntesa is incompatible with similarappointments in more than five other listedcompanies, with the exclusion of companieswhich are part of the Gruppo Intesa.The Board of Statutory Auditors was electedby the Shareholders’ Meeting held on 14thApril 2005 for a three-year period and willexpire at the date of the Shareholders’Meeting summoned for the approval of thefinancial statements as at 31st December2007. The Board of Statutory Auditors is made upof five Auditors and two Alternate Auditorsappointed, as set forth by Art. 23 of theArticles of Association, with the list votingmechanism, that requires presentation of thelist of nominees ten days before the date ofthe Shareholders’ Meeting and sets out, withthe aim of more effectively safeguardingrepresentation of minority shareholders onthe Board of Statutory Auditors, that thequorum necessary for the presentation ofsuch list is equal to 1% of share capital. The independent auditing of the Separateand Consolidated financial statements hasbeen charged to the auditing firm RecontaErnst Young.

Internal controls systemSince it is a bank, Banca Intesa has theinternal controls system and the structure incharge of control that are compliant with

26


Bank of Italy regulations. The internal controlsystem is capable of adequately monitoringthe Company’s typical business risks and theeconomic and financial situation of theCompany and the Group. Internal control functions are entrusted toInternal Auditing Department which isresponsible for ensuring a constant andindependent surveillance action on theregular progress of Banca Intesa’s operationsand processes, as well as preventing oridentifying anomalous or risky behaviour orsituations, assessing the functionality of theoverall internal control system.Furthermore, Internal Auditing Department isresponsible for ensuring surveillance over theinternal controls systems of subsidiaries, evenvia the direction and guidance of theirrespective internal auditing structures.The Manager in charge of Internal auditingreports to the Managing Director and refersperiodically to the Board, the ManagingDirector and Statutory Auditors.

The Board of Directors, which is responsiblefor the company’s internal controls system, inthe meeting held on 8th February 2005resolved to form an Internal controlcommittee for the purpose of furtherincreasing effectiveness and incisiveness ofcontrol processes. The Committee is madeup of three Non-executive directors, of whichat least two must be independent andsupports (via analysis, proposal and advisoryduties) the Board of Directors and reports tothe latter, at least half-yearly at the time ofapproval of the Annual report and the Half-year report with regard to its activities andthe adequacy of the internal controls system.The Chairman of the Statutory Auditors oranother Auditor appointed by the formerand the Head of Internal AuditingDepartment take part in Committeemeetings. Moreover, the Managing Directorand other Managers can be asked to join theCommittee meetings depending on theissues on the agenda.The Internal control committee has thefollowing functions:

– assisting the Board of Directors in settingthe guidelines and periodically checkingthe adequacy and functioning of theinternal auditing system, also ensuring thatthe main company risks (credit, financialand operational) are identif ied andadequately managed, in coordination withthe company functions involved;

– assessing the work programme drawn upby the persons in charge of internal controland receiving their periodical reports;

– assessing, together with the Head ofAdministration and the IndependentAuditors, the adequacy of the accountingprinciples adopted and their uniformitywith a view to the preparation of theconsolidated financial statements;

– assessing the proposals formulated by theIndependent Auditors to obtain theirappointment as well as the work plandrawn up to perform the audit and theresults presented in the report and in theletter of suggestion;

– any further duties which may be attributedto it by the Board of Directors, particularlyin relation to the relationship with theIndependent Auditors.

Furthermore, the Committee can beconsulted not only on evaluation oftransactions with related parties but also onoperations involving, directly or indirectly,conflicts of interest. The Committee has also been attributedtasks and functions of Supervisory Bodypursuant to Legislative Decree 231/2001concerning the administrative responsibilityof companies.Banca Intesa also adopted other corporategovernance instruments among whichInternal regulations on transactions withrelated parties, the Internal dealing code(code of conduct for transactions carried outby “Relevant parties” on financialinstruments issued by the bank), the Group’sCode of Conduct and the Code of Ethicsapproved on 13th June 2006.

27

Our social responsibility

Our concept of Social responsibility wasprogressively defined in the activities of thislast three-year period starting from anassumption which guided us in the definitionof the first Business Plan: a large bank musttake on a large responsibility since thedecisions of the bank may have significantimpact on the social and economic contextsurrounding it.

From this simple realisation and from ourcommitment to play an active part in thedevelopment not only of our business butalso of the intricate map of all those whohave relationships with us, stems a fil rougewhich links, and will increasingly link in thefuture, our business activities with therespect of our customers, shareholders,employees, suppliers, the community and thenatural environment in which we operate.

This means that for us social responsibility isnot limited to humanitarian charitable works,though these are of a great importance forthe solidarity principle which we believe in,but is the expression of a duty which stemsfrom the desire to continuously-improve theway of we operate recovering the deeperraison d’etre of a banking institution.

We cannot be the ones to define the degreeof how responsible our action may havebeen. However, this f irst Social andEnvironmental Report wants to offer aninstrument to the various stakeholders toassess the consistency of our values and theactivities which we have commenced in 2005and which we make a commitment todevelop.

The dialogue with stakeholders will orientthe priorities of our social responsibility

agenda helping us to identify a path torespond to the best to their expectations andcontinuously creating economic and socialvalue both for our company and ourstakeholders.

The attention we want to pay to socialresponsibility issues is also testified by theformation at Group level of a dedicatedstructure, which directly reports to theManaging Director and CEO. The CSR is incharge of definition of CSR strategies,coordination activities, consulting to othercompany functions and “facilitating” thedialogue with stakeholders. We are thereforecommitted to structuring a governancemodel capable of systemising the activitiesthat the Group already conducts or that itwill conduct in the near future in the field ofCSR:

– a CSR management model has beendevised at Group level to guarantee theeffective application of defined orientations(planning, control, dialogue withstakeholders, reporting);

– a Code of Ethics has been developed tostrengthen corporate identity andconsolidate shared values;

– the social responsibility culture has beenwidely communicated to diffuse mission,values and expected behaviour, developinternal dialogue, illustrate the marketcontext and Banca Intesa’s operating modelto manage CSR;

– training programmes for the application ofthe principles of the Code of Ethics and ofsocial responsibil ity in the respectivecorporate tasks have been planned.

29

ECONOMICPERFORMANCE

30

Financial highlights (1)

Gruppo Intesa

2005

STATEMENT OF INCOME (in millions of euro) Net interest income 5,285Net fee and commission income 3,904Profits (Losses) on trading 675Operating income 10,029Operating costs -5,516Operating margin 4,513Net adjustments to loans -715Net income 3,025

BALANCE SHEET (in millions of euro) Loans to customers 169,478Financial assets / liabilities held for trading 29,818Financial assets available for sale 4,379Investments 9,181Total assets 273,535Direct customer deposits 187,590Indirect customer deposits 287,800of which assets under management 59,045Net interbank position -4,660Shareholders' equity 16,705

OPERATING STRUCTURENumber of employees 60,778- Italy 42,062- Abroad 18,716Number of branches 3,970- Italy 3,106- Abroad 864

(1) Figures from the reclassified statement of income and reclassified balance sheet

31

Financial ratios (1)

Gruppo Intesa

2005

BALANCE SHEET RATIOS (%) Loans to customers / Total assets 62.0 Investments (A) / Total assets 3.4Direct customer deposits / Total assets 68.6 Assets under management / Indirect customer deposits 20.5 STATEMENT OF INCOME RATIOS (%) Net interest income / Operating income 52.7 Net fee and commission income / Operating income 38.9 Operating costs / Operating income 55.0 Net income / Average total assets (ROA) 1.1Net income / Average shareholders' equity (ROE) (B) 22.3Adjusted net income / Adjusted average shareholders' equity (adjusted ROE) (C) 24.8Income (Loss) before tax from continuing operations / Risk-weighted assets (D) 2.2Economic Value Added (E.V.A.) (E) (in millions of euro) 1,752RISK RATIOS (%)Net doubtful loans / Loans to customers 0.7Cumulated adjustments on doubtful loans / Gross doubtful loans to customers 69.3Capital at Risk (C.a.R.) (F) – average for the year (in millions of euro) 25.6Capital at Risk (C.a.R.) (F) – year-end (in millions of euro) 36.6CAPITAL RATIOS (%) Tier 1 capital (G) net of preference shares / Risk-weighted assets (Core Tier 1) 7.10 Tier 1 capital (G) / Risk-weighted assets 7.94 Total capital (H) / Risk-weighted assets 10.34 Risk-weighted assets (in millions of euro) 190,038BASIC EARNINGS PER SHARE (BASIC EPS) (I) – EURO 0.470DILUTED EARNINGS PER SHARE (DILUTED EPS) (L) – EURO 0.469

(1) Figures from the reclassified statement of income and reclassified balance sheet.(A) Investments include investments held to maturity, investments in associates and companies subject to joint control,property, equipment and intangible assets. (B) Ratio between net income and weighted average of share capital, share premium reserve, reserves and valuation reserves. (C) Ratio between net income inclusive of the change in the period in valuation reserves on assets available for sale andweighted average of share capital, share premium reserve, reserves and valuation reserves (excluding the aforementionedchange in valuation reserves on assets available for sale). (D) Total risk-weighted assets based on the relevant credit or market risk. (E) The indicator represents the economic value generated in the year in favour of shareholders, since it is the portion of netincome which remains after having remunerated shareholders' equity via the cost of capital. The latter represents theopportunity cost and is determined using the Capital Asset Pricing Model. (F) The indicator probabilistically measures, in terms of average or period-end figures, market risks of the trading portfoliodefined as the sum of Value at Risk (VaR) in time-series simulation, delta-gamma-vega VaR (DGV) and correlated and non-correlated simulations on illiquid parameters, using a 99% confidence level and 1 working-day holding period. (G) Paid-in share capital, share premium reserve and reserves and retained earnings minus treasury shares, goodwill, intangibleassets and after the application of so-called “prudential filters“ set out by supervisory regulations. (H) Tier 1 capital plus eligible subordinated liabilities, valuation reserves, with the application of so-called “prudential filters“,net of equity investments as set out by supervisory regulations. (I) Net income attributable to holders of ordinary shares compared to the weighted average number of ordinary sharesoutstanding. (L) The dilutive effect is connected to the issue of ordinary shares following the potential exercise of all the stock options setout in the relevant assignment plan.

32

Reclassified consolidated balance sheet Gruppo Intesa

Figures in millions of euro

ASSETS 2005

Financial assets held for trading 51,067

Financial assets available for sale 4,379

Investments held to maturity 2,810

Due from banks 27,111

Loans to customers 169,478

Investments in associates and companies subject to joint control 2,091

Property, equipment and intangible assets 4,280

Tax assets 3,096

Non-current assets held for sale and discontinued operations 2,869

Other assets 6,354

TOTAL ASSETS 273,535

LIABILITIES AND SHAREHOLDERS' EQUITY 2005

Due to banks 31,771

Due to customers 187,590

Financial liabilities held for trading 21,249

Tax liabilities 1,091

Liabilities associated with non-current assets held for sale and discontinued operations 2,963

Other liabilities 8,531

Allowances for specific purpose 2,834

Share capital 3,596

Reserves 9,255

Valuation reserves 829

Minority interests 801

Net income 3,025

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 273,535

33

Reclassified consolidatedstatement of income Gruppo Intesa

Figures in millions of euro

NET INTEREST INCOME 5,285

Dividends 12

Profits (Losses) on investments carried at equity 151

Net fee and commission income 3,904

Profits (Losses) on trading 675

Other operating income (expenses) 2

OPERATING INCOME 10,029

Personnel expenses - 3,207

Other administrative expenses - 1,795

Adjustments to property, equipment and intangible assets - 514

Operating costs - 5,516

OPERATING MARGIN 4,513

Goodwill impairment - 6

Net provisions for risks and charges - 416

Net adjustments to loans - 715

Net impairment losses on other assets - 28

Profits (Losses) on investments held to maturity and on other investments 834

INCOME (LOSS) BEFORE TAX FROM CONTINUING OPERATIONS 4,182

Taxes on income from continuing operations - 1,082

Income (Loss) after tax from discontinued operations 32

Minority interests - 107

NET INCOME 3,025

34

MethodologyValue added – defined as the differencebetween total revenues (so-called Netproduction) and total costs for good andservices (so-called Consumption) – measuresthe wealth generated by the Group, andwhich is then distributed between thecounterparties (stakeholders) with which theGroup relates for various reasons in its dailyoperations.

Among such counterparties there are, first ofall, Human resources – through which theGroup interacts with other stakeholders –which receive part of the corporate valueadded as direct or indirect remuneration,including that l inked to the cost ofprofessional training. There are also Shareholders, who havinginvested their financial resources in thecompany, expect a legitimate economicreturn under the form of dividends.Not less important, as concerns distributedresources, is also the Government System –intended as the combination of central andlocal administrations – to which a significantpart of wealth produced is transferred asdirect and indirect taxes. Particular attention is also reserved to theneeds of the Community/Environment notonly through charitable initiatives but alsothrough the commitment in social andcultural works.

Lastly, there is the Corporate System, fedthrough the retention of resources necessaryfor productive investments and dailyoperations, indispensable for the company’seconomic and balance sheet growth which,alone, may guarantee the creation of newwealth to the advantage of all stakeholders.

From a methodological viewpoint, thedetermination of value added stems from afurther restatement of the captions of thereclassified statement of income, as drawn upfor the purposes of the Consolidated annualand interim reports. Such restatement has thespecific purpose of highlighting the process offormation of value added, in its variousformulations, as well as its distribution. The tables which illustrate the determinationand distribution of value added presented inthe Social and Environmental Report havetherefore been prepared on the basis of thefigures contained in the Annual Report 2005– which was audited and approved by theOrdinary Shareholders’ Meeting held on 20thApril 2006 – and considering as a referencebasis, the indications of the “ABI Model forthe preparation of the Social Report for thecredit sector”, opportunely adapted to thenew accounting situation introduced by theadoption of IAS/IFRS.

The calculation of ValueAdded and its distribution

35

Determination of Total Value AddedGruppo Intesa

Figures in millions of euro 2005

NET PRODUCTION

Net interest income 5,285

Dividends and Profits (Losses) on investments carried at equity 163

Net fee and commission income 3,904

Profits (Losses) on trading 675

Other operating income (expenses) 2

TOTAL NET PRODUCTION 10,029

CONSUMPTION

Other administrative expenses - 1,396

Net impairment losses and provisions - 1,165

Total consumption - 2,561

GROSS VALUE ADDED FROM CORE BUSINESS 7,468



GROSS TOTAL VALUE ADDED 8,334

Adjustments to property, equipment and intangible assets - 514

NET TOTAL VALUE ADDED 7,820

LABOUR COSTS:

direct - 2,193

indirect - 1,040

Indirect taxes and duties and taxes on real estate - 373

GROSS NET INCOME 4,214

Taxes on income from continuing operations - 1,082

Minority interests - 107

NET INCOME 3,025

36

Distribution of Gross Total Value AddedGruppo Intesa

(1) The economic commitment in favour of the community is actually far higher considering the captions already includedin other expense items (Management of the artistic heritage, Management of the architectural heritage, sponsorshipsetc.). Considering such amounts the overall sum for the sole Parent Company would exceed 30 million euro.

Figures in millions of euro 2005

NET PRODUCTION 10,029

CONSUMPTION - 2,561




allocated to:

A. SHAREHOLDERS 1,639

Dividends distributed to Shareholders 1,532

of which Foundations 179

Minority interests 107

B. HUMAN RESOURCES 3,233

Labour costs:

direct 2,193

indirect (including training expenses) 1,040

C. GOVERNMENT SYSTEM (CENTRAL AND LOCAL ADMINISTRATIONS) 1,455

Taxes on income from continuing operations 1,082

Indirect taxes and duties and taxes on real estate (including taxes on consumption) 373

D. COMMUNITY / ENVIRONMENT (1) 16

Assignment of net income to the Allowance for charitable, social and cultural contributions 16

E. CORPORATE SYSTEM 1,991

Retained earnings 1,477

Adjustments to property, equipment and intangible assets 514


37

Distribution of Gross Total Value Added

(1) See the note on the previous page

The distribution of value addedGruppo Intesa generated in 2005 a Grosstotal value added exceeding 8 billion euro asa result of a considerable net production(10,029 mill ion euro) and an attentivecontrol of consumption (2,561 million euro).Though to a different extent, al l f ivestakeholder categories benefited from thedistribution of value added created, inparticular:

– Human resources received 38.8% of grosstotal value added for a total of 3,233million euro, two thirds of which as directpersonnel costs (gross of the relevant taxes)and the remaining portion as indirect costs(social security charges and other costs,including training costs);

– Shareholders benefited in total from 19.7%of value added, with the allocation ofdividends to the shareholders of the ParentCompany for 1,532 million euro, while theGroup’s minority interests were attributed a

net income of 107 million euro;– the Government system received global

resources of 1,455 million euro (17.4% ofvalue added) of which 1,082 million euro asincome taxes. The Government system alsoreceives taxes on the compensation paid topersonnel, which are paid by Groupcompanies which act as tax substitutes;

– the Community/Environment has beendestined 16 million euro(1), made up of theassignment, at the time of allocation of netincome, to the “Allowance for charitable,social and cultural contributions”, set up atvarious Group companies;

– lastly, 23.9% of value added was withheldby the Corporate system as retainedearnings and adjustments.

The figure below details the breakdown ofValue Added between the variousstakeholders.

Human Resources38.8%

Corporate 23.9%

Community 0.2%

Government System17.4%

Shareholders 19.7%

Distribution of Value Added

39

THE SOCIAL ACCOUNT

41

Customers – approximately 7.6 million, individualsand enterprises, in Italy and approximately 5.1million abroad - are the fundamental catalyst for ourgrowth. Banca Intesa offers services and productsrealised to satisfy their expectations in theconviction that only the construction of a long-lasting relation, based on dialogue, transparencyand service excellence may create reciprocal value.

Over 60,000 people operate within the Group.Collaborators are a crucial resource for us since theyare the first testimonials of our values. The relationwith them is essential to guarantee excellentservices and products to our customers, to developand maintain with them relationships based onreciprocal trust.

Approximately 194,000 shareholders participate inBanca Intesa’s capital. The support they provide isfundamental for our operations. We ensure themthe utmost transparency and timeliness ininformation and do our best to guarantee theirinformed and aware participation in the decisionsconcerning the life of our bank.

The suppliers of Banca Intesa alone areapproximately 5,000. In the relationship with themwe adopt a policy which privileges quality, servicereliability and proposed innovation. We choose oursuppliers on the basis of clear and documentedcriteria, via objective and transparent procedures.

We refuse waste and pay attention to theconsequences of our decisions with the aim ofsafeguarding the environment, to deliver it tofuture generations still capable of generatingbenefits.

We are close to the projects and expectations ofpeople, enterprises and entities which work for thedevelopment of the territories in which we operatein an open manner to the increasingly-integrateddimension of life at national and global level.

Group stakeholders

42

Banca Intesa, with approximately 7.6 millionof customers, individuals and enterprises, inItaly and approximately 5.1 mil l ion ofcustomers abroad, is among the mainbanking groups in Europe.The Group has a grass-root presence in Italy,mainly in the North-Western and North-Eastern areas of the country. Its presenceabroad is significant in the Central-EasternEuropean Countries and in the RussianFederation.Customers are served by over 2,100 BancaIntesa branches, more than 900 branches ofthe Group’s Italian banks, and by over 800branches of the Group’s International banks.Each customer category is catered for bydedicated territorial structures, in particularfor the Parent Company:

– individuals and SOHO with a turnover up to2.5 million euro, by almost 2,000 branches;

– SMEs with a turnover between 2.5 and 50million euro by 119 SME branches;

– “private” customers by 58 privatebranches;

– corporates with a turnover exceeding 50million euro by 42 specialised corporatebranches. The large industrial groups arecatered for by Global RelationshipManagers of the Corporate Division,specialised by industry for Italian largecorporates and by geographic area forinternational large corporates and financialinstitutions.

Customers

Customers in Italy (1) Dec-05 Customers abroad Dec-05

Individuals 6,690,000 Privredna 1,910,000

SMEs (2) 880,000 VUB 1,840,000

Public Entities 2,500 CIB 460,000

Corporates (3) 16,500 KMB 40,000

Banca Intesa Beograd (4) 800,000

Total Customers 7,589,000 Total Customers 5,050,000

(1) Banca Intesa SpA and Italian subsidiary banks.(2) SMEs include enterprises with a turnover up to 50 million euro.(3) Corporates include enterprises with a turnover exceeding 50 million euro and financial institutions.(4) Figure as at March 2006.

Customer profile

43

Customers

With the 2003-2005 Business Plan BancaIntesa enacted a massive restructuring of itsorganisational structure, of commercialoffering and of its systems to obtain asignificant improvement in the quality of theservice offered to customers.

The objectives, which reflect four keyconcepts confirmed in the 2005-2007Business Plan, and the actions which weundertook are listed below:

Individuals 58.0%

Corporates 18.9%

Public Entities 5.8%

SMEs 17.3%

Banca Intesa SpACustomers deposits (December 2005)

Corporates30.7%

SMEs32.3%

Individuals 29.7%

Banca Intesa SpALoans to customers (December 2005)

Public Entities7.3%

Relationship quality

Attentive listening and dialogue– we have formed a structure dedicated to Customer satisfaction that

supports territorial structures and collaborates with central structureswhich has the function of measuring systematically our customersatisfaction levels and helping us to anticipate their needs;

– already from 2003 we established a structure dedicated to thedefinition of stable relationships with all Consumer associationsrecognised at national level. This channel for listening and collaborating

44

Customers

Simplificationand transparency

Excellentoffering

and service

Support to thedevelopment

of the country

permits exchange of information and useful indications for thedefinition and launch of new products which satisfy the real needs ofcustomers. At the same time, this channel represents a further meanthrough which it is possible to satisfy the demand for transparent andprecise information which is increasingly expressed by single customersand the associations which represent them;

– in the management of complaints we ensure timely resolution of problemissues at the same time guaranteeing an effective post-sale service.

Closeness to the customer– we have developed a new operating model which enables to focus and

specialise the company in each of the customer segments and infunction of the needs to satisfy. The Bank’s new operating model wasrevised starting from the branches on the territory. We have attentivelyprogrammed their territorial distribution and lay-out to enable a strongimprovement in the service and make the Bank more accessible to theclient not only in physical terms, but also in terms of use of the latter. Atthe same time we have made a strong investment to provide innovativeelectronic channels which offer access to all transactions and whichoperate alongside the branches;

– we guarantee the protection of information and the availability ofservices also in critical situations, security of branches and IT channels.

– we have commenced projects aimed at simplifying: our offering, whichnow includes price models that are clearer and comparable to marketstandards; contracts and communication, to facilitate comprehensionand maximize transparency; internal processes and technologies, tofacilitate interaction with clients.

Know customer needs – we have made considerable information technology investments and

activated instruments that enable us to improve the knowledge of ourcustomers and anticipate their needs.

Extend the product offering to sustain social development– in the development of new products we have considered the demand for

inclusion which comes from the most vulnerable social groups:immigrants, young people, atypical workers, young couples which havejust started employment;

– we propose specifically-developed solutions for the world of religiousentities, non-profit and social enterprises, for the purpose of supportingthe commitments of our community in these organisations;

– in offering investment services we propose the opportunity of choosing aspecialised range of products dedicated to Socially ResponsibleInvestment.

– we develop projects for the support of innovation, internationalisationand growth of SMEs;

– we follow the evolution of local territories and promote theirdevelopment via innovative financial agreements and solutions;

– we develop innovative financial solutions to promote theinternationalisation of Mid and large corporates, to develop an adequatecompetitiveness and a greater internationalisation of their business;

– we sustain public administrations and local authorities, with a vision ofsupporting the growth of the “Country System” which concurs to theimprovement of citizens’ quality of life.

45


Attentive listening anddialogueCustomer satisfaction

The measurement of customer satisfactionenables us to identify any critical issues andthe improvement areas to trigger qualityprocesses in function of customerexpectations.

In 2005 we formed a structurededicated to customer satisfactionwhich is responsible for the integrated

management of the entire process ofcollection and analysis for the verification ofaccurate satisfaction levels and theidentification of any improvement initiatives.In addition to using the support ofspecialised external partners, we decided todevelop internal competencies for an allround vision of the quality of our offering.The customer satisfaction structure alsoprovides assistance to branches in logisticactivities to favour the rapid adaptation ofthe new branch lay-out model and themanagement of critical issues taking care ofthe activation of the necessary correctiveactions.

In 2005 we have implemented a globalcustomer satisfaction index, based on over16,000 telephone interviews and divided bycustomer segment.

Global customer satisfaction indexIn 2005 customer satisfaction was measuredand monitored through 16,289 telephoneinterviews, of which 9,487 for Individualsand 6,802 for SMEs.The Global customer satisfaction andfidelisation index which was derived may becompared with analogous measures relativeto the main Ital ian and Europeancompetitors. The results of such index are inline with those of direct competitors on theItalian market; compared to the Europeanmarket, instead, areas of possibleimprovement emerge relatively to dialogueand simplicity. In these areas we have setspecific objectives with the 2005-2007Business Plan. The evidence which emergedfrom the analysis of the first year enabled usto draw a path to pursue the improvementof customer service indexes already startingfrom 2006.


Banca Intesa:Customer satisfaction index – 2005

1 2 3 4 5

1 Extremely 2 Very 3 Quite 4 Not very 5 Not at all

9%18%

57%

13%3%

Individuals

1 2 3 4 5

8%25%

54%

10% 3%

SMEs

46

Customers

Attentive listening and dialogue as a work model: the relationship with Consumer associations

Also as concerns dialogue with Consumerassociations already starting from 2003 we hadformed a dedicated structure which managesin a structured and continuous manner thecommunication and the collaboration of thecompany with Associations, consolidates anddeepens the relations at national and locallevel and intensifies the involvement of therepresentatives of consumers in the mostimportant projects of the Business Plan.

One of the objectives of the structure isalso to diffuse the consumer cultureamong colleagues using all the internal

communication instruments available, toinform them on the evolution of the relationsbetween the bank and consumer associationsand to favour attentive listening of the needsand opinions of our customers through thecontract and knowledge of the organisationswhich represent them.Our open attitude to Consumer associationsenables us not only to find equitable andshared solutions to any critical situations, butalso to verify the consistency between thecharacteristics of our offering and theexpectations of our customers before thelaunch on the market and to devise and plantogether the launch of new products andservices. These are some of the areas ofintervention developed from 2003:– review of contracts of certain products for

the purpose of valorising equitabletreatment and safeguard of the customer;

– transparency regarding terms and riskassessment of investments;

– listing of Banca Intesa bonds on MOTElectronic Bond and Government SecuritiesMarket for higher transparency as concernsthe offer and price;

– exclusion from sale of unrated bonds;– for defaulted bonds, cooperation with

Consumer Associations for the

establishment of joint concil iationcommissions and the definition of sharedassessment criteria regardingreimbursements.

Management of complaints, improve quality

Contact with customers, even when itreports disservices, misunderstandings oroperating mistakes, is an importantcommunication moment since it enables usto identify any critical points and to enactimprovement actions. The Customer careand complaints office has a Telephone Desk,that in 2005 received over 120,000assistance requests, and a Complaints Officemade up of six Specialised areas.With the constant adaptation to marketmovements and customer needs, the Officeguarantees i) very fast response times (underthe average calculated by the Italian BankingAssociation), on the same levels as the mainEuropean banks, ii) a continuously-improvingresponse quality (confirmed by the correlatedreduction in further complaints), and iii) thecapacity to face new emergencies with thenecessary competence and timeliness. Tofurther compress response times manyoperations related to the “preparation” ofthe file have been automated.In the last few months branches are moreheavily involved in the verification of thephenomena which lead to problems andhave access to the programme for themanagement of complaints where it ispossible to identify who is following – andhow – each position, so to effectivelyintegrate post-sale policy. There is also anintegration between Branches, theComplaints Office and the CustomerSatisfaction Department to solve in an evenmore customised manner the more complexpositions.

Type 2005

Number of complaints managed through the customer office (Telephone +informal

written complaints) 24,965

Complaints dealt with within 48 hours (Telephone +informal written complaints, mails etc.) 69.0%

Written complaints dealt with within 90 days (Formal written complaints) 96.1%

47


Closeness to the customerWe aimed to serve in a specialised andintegrated manner customers on theterritory. The new organisational structure,strongly focused on the customer is todaycapable of directing all efforts in acoordinated fashion. Relationship structures,product companies and specialists operatetogether integrating diverse competencies tooffer the bank’s best solutions to customers.For this purpose we have implemented aproject which wants to make the branch theplace in which, in addition to traditionaltransactions, our customers may have at theirdisposal the most knowledgeable personneland the most comfortable premises for thedevelopment of commercial relations.

New branch lay-out project 199 branches have already been completelyrenovated and 349 restructured to permit astrong service improvement. Operating areashave been distributed in a clear and easily-identifiable way. The new lay-out makesbranches more welcoming for all and thereare no barriers which inhibit access to peoplewith disabilities.

– Areas inside the branch: the areas innew branches comply with regulations in

force as concerns the el imination ofarchitectural barriers. Every newly-openedbranch conforms to accessibility criteria setforth by Law 13/89. Architectural solutionschosen are those which enable to bridgedifferences in level by ramps or elevatingplatforms, guaranteeing disabled personsaccess to the branch from the entrance andnot from a segregated/lateral position. Ineach branch there is at least one toilet bigenough to be equipped to be used bydisabled persons.

– Fruibility of ATMS: we have adapted thenew cash dispenser machines to the needsof diversely able persons, thus respondingto the needs of accessibility of non-walkingusers, as well as fruibility needs of low-sight users.

– Access to services: the most commontransactions such as deposits, withdrawals,money orders and interrogations, may becarried out with the automatic fast cashierdesks 24 hours a day, 7 days a week. Theintroduction of multifunction ATMs hasfavoured the increase in operatingefficiency and the reduction in time toaccess services. One of the new servicesoffered by the new ATMs is deposit, whichis therefore no longer limited by branchhours.

Current accounts 27.3%

Other 16.3%

Wages / Pensions 14.0%

Securities 13.2%

Ordinary money orders 1.1%

General aspects 3.0%

Bank cheques 4.4%

IT channels 7.8%

Mortgaged loans 12.9%

Type of complaints – Banca Intesa

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Customers

– Welcome officer: it is one of the keystrengths of the new service model. Mostof the activities related to the assistance tocustomers who decide to autonomouslyperform operations at the ATM revolvearound this person. He/she is a valid help tothose who are not acquainted with the useof IT channels in addition to being areference point providing a first orientationwithin the branch.

Safeguard securityWe have adopted an integrated approach tosecurity, which cuts across all operatingdomains and capable of favouring, through amore effective safeguard of tangible andintangible resources, an improved responseto the need for security of cl ients andcollaborators.In 2005 specific initiatives commenced, inline with the main international standards, tocontinue to ensure, and where possible toimprove, protection of personal data andinformation treated within the Bank, toguarantee continuity in customers service,even in critical situations and to improvesecurity in company premises, of theresources they contain and the peoplepresent.Furthermore, particular attention has beenpaid to the safeguard of direct channels usedby customers and to the Bank’s possiblecontribution to the security of thecommunity:

Protection of personal data, ofinformation and guarantee of serviceavailability: for the purpose of ensuringadequate protection, confidentiality andreliabil ity of treated personal data ofcustomers and employees interventionsinvolved i) the organisation, ii) updating themanagement of the processes which treatpersonal data, and iii) training people whocarry out such duties.We have issued internal regulations for themanagement and exchange of informationby commencing activit ies aimed atmonitoring risk levels. Furthermore,

consistently with the social importanceattributed by the community to the servicesoffered by the bank, projects have beenactivated to guarantee customers and thenational and international financial systemfrom the main crisis or disaster scenarios.Security of branches: we have enhancedour statistical model to identify the brancheswhich are most exposed to the risk ofrobberies and, for the purpose of reducingsuch risk, we have made interventions on i) technological variables, strengtheningsecurity measures in branches (wesubstituted security equipment inapproximately 150 traditional branches,adopted new security approaches for thebranches with the new model, etc.),ii) organisational variables, reviewing theprocesses and the internal regulations on this

matter (we issued the new PhysicalSecurity Manual, reviewed the alarmmanagement processes etc.), and

iii) the behavioural variables, with specifictraining interventions to diffuse theprevention culture (we diffused the ABIantirobbery guide to all the Bank’s personnel,producing and distributing to all branches adidactical video on robbery prevention andon correct behaviour if such event occurs,commenced meetings in the single Areas onsecurity in branches etc.). Furthermore, theprogramming of the new technology tocentralise alarms was completed and roll-outon branches has commenced. Security in IT channels: we have constantlyconducted the activit ies necessary forprevention, identification and managementof attacks to the Bank’s information systems,in particular those used by our clients, andfor safeguarding customers from so-calledon-line frauds.Collaboration with the Police force: wehave ensured continuous collaboration withthe Police force, in daily activit ies forprevention and repression of offences, andthrough specific projects, aimed at pursuingall the possible synergies for theimprovement of collective security levels.

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Simplification and transparency

Simplicity of use and clearness on terms ofbank services have not always been the firstobjective of banks, thus complicating the lifeof citizens and excluding a part of thepopulation from fruition of bank services.One of the objectives of the 2003-2005Business Plan was focused on this pointwhich considered all possible fields ofinterventions and led to the implementationof various initiatives:

– review of certain product contracts,– listing of Banca Intesa bonds on Electronic

Bond and Government Securities Market(MOT) to offer greater transparency onoffer and price,

– development of internal procedures tosupply our colleagues in branches customerrisk alerts and measurement instruments,

– decision not to sel l or place unratedcorporate bonds,

– diffusion of the “Guide to rating”pamphlet which illustrates the meaning ofratings given by specialised agencies in asimple and clear way,

– in 2004 and 2005 various campaigns wereperformed aimed at verifying the suitabilityof the portfolio of a first customer segmentwith its risk profile. We also decided todiscourage the purchase of securities with“speculative” grade rating and rapidlyinform customers if the rating of thesecurities they have in their portfolio fallsto the last notch of “investment grade”.

Block of the feeA further transparency measure concerningterms applied to customers was theextension of the block of the fee of currentaccounts until 2010 for all the accounts ofthe new Intesa range which had a feeblocked until 2007: Conto Intesa, ContoIntesa Personal, Conto Intesa Business, ContoIntesa Condominio and Conto Intesa PMIand PMI Plus. As regards instead Contogiovani 18-26, specifically devised for youngpeople the fee is blocked until the 26th yearof age of the customer. We also operated an

improvement in contractual terms andsimultaneously sent the relevant informativeletter to customers.

The Patti chiari projectIt is an init iative, formed under thecoordination of ABI, the Italian BankingAssociation, aimed at redesigning the most-widely used bank services to make themmore comprehensible and comparable.We gave our support to “Patti Chiari“because we believe that simplicity andtransparency of bank services arefundamental objectives which may bereached with the daily effort aimed atcontinuously improving quality and isachieved by providing information on thebank’s proposals which is increasingly clear,comprehensible and, especially, comparablewith that provided by competitors.

We took part in 7 initiatives launched byPatt i Chiar i . In al l 7 cases the qual i tyverification was conducted by an externalindependent company, CisqCert, whichissued a positive opinion. Therefore, BancaIntesa products and services may apply theQuality brands which testify the respect ofthe parameters indicated by Patti Chiari.

– “Faro”, service to inform customers viafixed or mobile phone or through theInternet the nearest operational cashdispenser;

– “Low-risk, low-return bonds”, the initiativethat helps customers to understand thedegree of risk of the investment. Itidentif ies, among the securit iesoutstanding in Italy, a list of Governmentand low-risk bonds which are particularlysimple and reliable;

– “Structured and subordinated bankbonds”, presents the Guide Lines and clearand simple information instruments on therisk of such structured securities;

– “Valuation criteria of the creditworthinessof SMEs”, it is a manifesto with the clearand simple indication of the criteria used

Simplification and transparency

Extend the range ofoffering to sustain socialdevelopment

We have developed a range of products andservices aimed at the inclusion of those whofind it difficult to have a response frombanks, since we believe that the role of abank must also be of promoting theeconomic and civil development of all thecomponents of the Countries in which weoperate.

ImmigrantsAccording to the most recent estimates,foreigners resident in Italy are 2 million and800 thousand. Of the 23 million immigrantspresent in the European Union, more than atenth is in Italy; they now represent 5% ofthe population(1). For this growing portion ofthe population we want to offer a series ofservices to enable it to find an adequateresponse to its needs, expanding ourcustomer base.

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Customers

by banks to assess creditworthiness ofSMEs and certain first elements to startstructuring a business plan;

– “Current accounts compared”, enables toknow and compare the various offers madeby banks on current accounts and toidentify the most suitable;

– “Average response time on loan applicationsof small enterprises”, small enterprises may

compare the average decision-making timesof every bank, according to a consistentapproach classified by region and size of therequested loan;

– “Certain timing of the sums paid viacheques”, reduces and enables to easilyknow the time of availability of sumsdeposited via cheques.

Excellent offering and service

(1) Source: Immigration. Statistics 2005, Caritas/Migrantes

Know customer needsCustomer Relationship Management

Our CRM is essentially made up of twoelements: – a marketing data base which enables us to

have a better knowledge of the customerand thus anticipate his/her needs offeringthe most suitable products/services;

– a commercial platform for the manager –Arcobaleno (Rainbow) – which permitscustomers to have a better service level andmanagers to work in a more efficient andeffective manner.

More specifically, the commercial platformenables the manager to have in a singleplace al l the information and all theinstruments necessary for a correctmanagement of the customer and to thelatter to have more timely and completeanswers to his/her questions.From September 2004 we have prepared anew Business Banking Data Base specific forSMEs and the relative instruments for theanalysis and diffusion of the information.

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Dec. 2005

Number of “People“ current accounts 40,700

Number of “People“ cards 19,300

Number of “People Family“ cards 990

People offeringWe have developed a current account forforeigners living and working in Italy.People account: represents the first key foraccess to the banking industry. It does notinclude any fixed fee, it has a low cost pertransaction, offers for free an internationaldebit card and cost-effective money transfersto the country of origin:

– money orders outside Europe at a reducedfee;

– a free card for the transfer of funds – CartaPeople Family – enables the holder of theaccount to put at the disposal of his/herfamily members abroad sums of moneywhich may be withdrawn from bank ATMs,within a limit set each time by the holderwithout having to pay any additional costson the foreign exchange.

Other services:– access to the account via phone operators

who speak English, French, Spanish, Arabicand Italian;

– bank statement in English, French andItalian.

university students to complete their studies,thus stimulating the sense of responsibility ofyoung people and substituting families in acommitment which is often not sustainable.In addition to financing university studies, inconsideration of the growing imbalancebetween demand and supply of housing forstudents, we have realised a solution, incollaboration with the four Ital ianPolytechnics and ARDSU of Ferrara, thatadvances the payment of rent by universitystudents from other cities.

IntesaBridgeThe project in collaboration with FondazioneCariplo and the Polytechnics of Milano,Torino and Bari, was subsequently extendedto 22 Universities and entails the grant of aloan to students which have completed allthe exams for their year.The formula of the student loan, typicalabroad but innovative for our country, enablesstudents, on the basis of academic record toobtain a financing at low interest rates for anamount which is proportional to the cost ofthe University, disbursed on a specific currentaccount.The student is not requested any guaranteesand disbursement occurs in 24 hours fromthe authorisation of the University, whichsets up an ad hoc guarantee fund. Annualloan size ranges from 5,000 to 10,000 euro,up to 30,000 euro for those taking a master,for a maximum of 3 years provided that thestudent continues to satisfy the meritconditions set by Universities.The student may commence reimbursementa year after obtaining the degree, over aperiod of 8 years, with fixed rate monthlyinstalments, predetermined at the time ofsubscription. There are no extra costs in caseof total or partly advanced extinguishment.The social objective is to permit a greatereconomic autonomy which may turn out tobe decisive in choosing further studies,completing them in the time with thenecessary tranquillity, and even implementingthem with further scientific and culturalcourses. In December 2005 2,065 loans hadbeen disbursed for a total amount granted ofapproximately 12 million euro.

UniversithouseThe project for university housing stems froma market analysis of housing and theproblems connected to it.The Bank directly pays the rent to the

Multilanguage phone service, activated in2005 at the toll free number 800.02.02.02and is completely free from any fixed linephone. It supplies detailed information onthe characteristics of our products andconsulting on how to satisfy financialrequirements.

University studentsThe future for us is the fundamentaldimension of growth, for this reason we paygreat attention to new ideas and youngpeople both inside and outside the bank.University students in Italy are approximately1,800,000 (1), equal to approximately 17% ofthe entire student population, but only 60%of students actually obtains a degree. For thepurpose of contributing to reduce theabandon rate, we have developed the firststudent loan in Italy, a bridge loan betweenUniversity and work to support able

(1) MIUR figures, 2005

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Customers

landlord, once the University has verified thestudent’s merit requirements and theregularity of the rental contract. As in thecase of IntesaBridge, the student must onlymaintain a good performance in his/herstudies to continue to benefit from the loan,which must be reimbursed in 96 fixed ratemonthly instalments starting from a yearafter the end of the course.The project was launched in the last quarterof 2005.

Workers in Cassa Integrazione

Of approximately five million enterprisesactive in Italy, 5,000 are in a pre-bankruptcysituation. When a company goes bankrupt,the payment of the unemploymentindemnity of Cassa Integrazione GuadagniStraordinaria (CIGS) may occur up to 5/6months from the request made to theWelfare Ministry, period in which thelabourer greatly reduces or totally finisheshis/her economic resources and, in case offinancial need, may easily fall in the net ofusury.In Italy there are approximately 250,000workers who receive benefits from CIGS, andin the sole Lombardia region there areapproximately 4,000 workers of theindustrial sector who receive benefits fromCIGS.For this reason, Fondazione LombardaAntiusura, Banca Intesa and AgenziaRegionale per il Lavoro of Regione Lombardialaunched the “Anticipazione Sociale”project.

Anticipazione socialeThe “Anticipazione sociale” project, literallySocial advance, launched in November 2005and limited to the Lombardia region, entailsan overdraft which becomes graduallyavailable in monthly instalments which reflectthe indemnity due from CIGS (80% ofwage), up to a maximum of 3,500 euro perworker. The reimbursement occurs at thetime of receipt of overdue sums from INPS(the National Social Security Institute), and inany case no later than the fifth month fromthe disbursement of the first tranche.Fondazione Lombarda Antiusura reimbursesworkers the cost of the financingcorresponding to the interest due calculatedat a 4% rate, without the application of anyadditional expenses.

Sustain families and young couplesItalian families often face low economicpossibilities that make access to a homemortgage particularly difficult. For thisreason at the beginning of 2005 welaunched “Mutuo 95” which enablespeople who have just started employment topurchase a home with just a 5% advancepayment. The mortgage offers the possibilityof choosing from various types of interestrate which may be fixed, floating or in theformula “Sonni tranquilli” (sweet dreams) afloating rate, with constant instalments andvariable maturity. Moreover, it is possible tostipulate a multirisk insurance coverage –Intesa Proteggi Mutuo – to protectmortgage reimbursement from l ife’sunexpected events. Mutuo 95 has beengreatly appreciated by our customers.

For the purpose of supporting access toconsumer credit for the purchase of goodsand services, we took part to the initiativepromoted by the Ministry of Industry whichformed, via Istituto per la PromozioneIndustriale – IPI, a Fund for the guarantee tocover exposures to households with annualincome which does not exceed 15,000 euro.The financing is disbursed via a Personal loanand there are no opening costs orcommissions for advance reimbursement.The initiative was activated in the last quarterof 2005.

Our offering for religious and non-profit entitiesThe projects and resources of an

extremely high number of organisations arean important asset, and are often the answerto the expectations of entire communities.The commitment of many religious entities,social enterprises and non-profitorganisations arrives where access to socialservices is difficult and where innovation isnecessary to respond to increasingly-widerneeds. For this we also developed acustomised commercial offering; a simplesystem which unites in a single logicproducts, solutions and services forinnovation.

Mosaico systemMosaico, literally Mosaic, is a set of productsand services developed starting from theidentification of needs also unexpressed, ofreligious and non-profit entitites. ContoIntesa Mosaico is the essential element,common to all customers, to enter theMosaic System, and enables the Bank to

53


build, together with the customer, acomplete commercial proposal, choosingfrom every additional service. The offer calledMosaico is articulated in:

– Conto Intesa Mosaico: made up of acurrent account and the additional bankservices, is conceived as the key givingaccess to the entire offering;

– Intesa Valore, responds to the need fortreasury and liquidity management;

– Intesa Nextra Socially Responsible, range ofinvestment products which use ethical-social selection criteria. These are thereforeparticularly suited to religious and non-profit entities but are also offered to the

rest of our customers;

– Intesa Sviluppo, responds in a flexible wayto financing needs;

– Intesa Soluzioni Tech, offers softwaresolutions and technologically advancedprogrammes specifical ly designed tomanage customer needs;

– Intesa Consulting, offers consulting andknow how, not only in the financial field,also using the competencies of partnercompanies.

The initiative was launched in November2005 and 251 accounts had been openedbefore January 2006.

Breakdown of opened current accounts by "type of customer"

Associations: Cultural, Free Time, Music, Theatre 48

O.N.L.U.S. 37

Sport associations 32

Other Associations 26

Associations: Voluntary, Assistance, Aid, ... 25

Committees, Federations, Various consortiums 25

Religious Entities: Congregations, Provinces, Convents, Schools, ... 22

Religious Entities: Parishes and Churches 18

Various Cooperatives 12

Foundations 6

Total as at 31st January 2006 251

Socially Responsible Investments The market of ethical investment funds maybe considered both in Europe and in Italy stillin the initial development phase, even thoughinitiatives are rapidly intensifying. However,the forms of socially responsible investmentrepresent an interesting area since they are atthe crossroads between finance and ethics. Inthe SRI environmental, social or ethicconsiderations are included in the process forthe selection and continued holding of aninvestment, as well as in the exercise of therights connected to ownership of thesecurities. The SRI combines investor financialtargets with the commitment on social issues

such as justice, economic development, peaceor environmental balance. It leads to the

selection of stocks which satisfy certainsocial responsibility criteria and thereforerepresent a way of investing whichrespects social, environmental or ethicalcriteria.

Nextra Socially Responsible System and Nextra B1 Ethical Index Euro

Sharing Banca Intesa’s commitment on “socialresponsibility” principles, CAAM SGR, asubsidiary of the Crédit Agricole group,partner of Banca Intesa in asset managementactivities, manages “Nextra Socially

Small and medium-sizedenterprises: projects forinnovation, growth andinternationalisation

We feel strongly committed in the support toproductive development of small andmedium-sized enterprises and we haveoriented our action to a proposal of highvalue added services which want to expressour support to innovation and to thedevelopment of competitiveness.Supporting small and medium-sizedenterprises means concentrating our effortson projects which associate research andinnovation, conceiving new means ofimproving the internal creditworthinessassessment procedure and sustaining

companies in the critical phases of growthand internationalisation for the relaunch ofcompetitiveness.

IntesaNovaFor any company technological innovation isan important instrument to compete andseize new growth opportunities, especially ina rapidly-changing market.In the fourth quarter of 2004, in partnershipwith some of the most prestigiousuniversities and research centres in Italy(Fondazione Politecnico di Milano,Polytechnic of Torino, Polytechnic of Milanoand Trento University) and in collaborationwith some of the most qualified Italianuniversity departments, we launched theIntesaNova project, to grant loans to allcompanies which have ideas and innovativeprojects to realise. Thanks to thecollaboration with the great Italian universitycentres it is possible to define the innovative

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Customers

Support to the development of the country

Responsible System”, a range of productsdedicated to Socially Responsible investment.There are three mutual funds, characterised bydifferent management policies, capable ofadapting to the investment requirements ofinvestors sensitive to the respect of ethical-social criteria in portfolio decisions and with amoderate risk propensity.The fact that the investment is ethical isensured by the fact that the monitoring oninvestment decisions is also attributed to anEthical Committee made up of a minimum ofthree and a maximum of five members fromthe religious and/or financial and/or universityfield.In 2005 Nextra Socially Responsible Systemcollected 18 million euro from Banca Intesa’sRetail Division.Nextra B1 Ethical Index Euro is the firstExchange Traded Fund (ETF) in Italy to track aSocially Responsible index.

It is indexed to the Ethical Index Euro,elaborated by the management companyEthical Capital Partners, financial consultantspecialised in the construction of ethicalbenchmarks.Ethical Index Euro, created in May 2000,represents the first structured experience ofEuropean socially responsible index. The indexidentifies 150 European best in class amongthe large cap companies, excluding thosewhich do not pass the ethical selectionprocess.The severe ethical-social screening process isinspired by the ethical definitions prepared byOsservatorio Finetica formed by thecollaboration of Università del Laterano andBocconi University.Nextra B1 Ethical Index Euro in 2005 collected6.9 million euro and at the end of December2005 it had assets under managementexceeding 21 million euro.

55


content of a company or a project using it asa criterion capable of predictingcompetitiveness and therefore as anadditional element for assessing thecreditworthiness. IntesaNova is dedicated toSMEs operating in any industry and financesthose who want to have new ICT solutionsand packages and/or to develop innovativeprojects in the field of technologies, productand processes. The credit line is grantedwithout real guarantees and at favourableinterest rate and maturity terms.As at 31st December 2005 our Groupgranted over 500 financings for a total of123,219,000 euro.Furthermore, starting from December, we areexperimenting the IntesaNova model tosupport equity investments (NewCorTec –development of the first Italian artificialheart).

Business growthIn the development of credit products wehave also realised a medium-long termfinancing programme to support companieslocated in the Lombardia, Liguria, Marcheand Umbria regions which want to launch agrowth programme with new investmentsand/or financial requalification in view ofBasel II. We have proposed a chirographicfinancing without guarantees of minimumamount 100,000 euro lasting up to fiveyears. Commercial actions – conductedjointly by the Banca Intesa network andEurofidi – started from November 2004 andwere concluded in the first half of 2005, withdisbursements exceeding 300 million euro.

Support to internationalisation of SMEsBeing near to the needs of companies in thedelicate internationalisation phase led us tooffer an innovative product for customerswith a high propensity for exports developedin partnership with SACE – Intesa Export –but also to offer a specialised consultingservice.In 2004 we formed a structure dedicated tothe support of the internationalisation ofSMEs – the Strategic Relations Office (UfficioSviluppo Relazioni Strategiche– whichaccompanies customers along all the phasesof the opening process of a commercialand/or industrial business in a “non mature”market, with particular emphasis forCountries in which the Bank has localstructures. We supply consulting, promote

conferences at industrial and categoryassociations as well as meetings withentrepreneurs who have specific

requests.To offer high quality service levels our Smallbusiness managers are trained with specificcourses on internationalisation products andon the risks connected to operations abroad.We also organise courses for operators ofcompanies which are members ofConfindustria.

Basel IIA diagnosis and consultancy service tosupport companies in understanding the newBasel I I regulations was launched. Theservice, called IntesaBasilea, is free and isavailable for our customers to:

– increase awareness of the impacts of thenew Basel II regulations on bank – firmlending dynamics;

– identify the most suitable financialinstruments to manage in an optimal fashionthe change induced by regulations andsimulating their impact on the company’sfuture financial statements.

In order to supply highly-qualified consultingwhich may offer the customer an allround service, we have devised aspecific training plan for the managers

and directors of our SME branches.

Improve competitivenessTo relaunch competitiveness of SMEs wehave structured a range of support serviceswhich provide specialised competencies andsaving opportunities. By listening daily to ourcustomers we identified their most criticalneeds which stem from their lack of know-how and insufficient bargaining power toobtain the best terms. We selected partnerscapable of helping our customers ensuringthe best supply and service levels.

Soluzioni IntesaIt is a programme of services whichaggregates competencies offered tocompanies under the form of free consultingand facil itated access. The programmeincludes IntesaSicura, an insurance brokerageservice developed with GPA Assiparos tooptimise risk coverage of business activitieswith an optimal insurance programme andthe administrative management of policies.Already approximately 500 clients havejoined to the initiative. Also in the field ofconsulting for management software wehave activated a collaboration with SAP thatanalyses the state of the information systemused, identifies the weak points and defines

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Customers

an operating proposal. Soluzioni Intesa alsooperates in the energy-saving sector (partnerEdison), in the management of tradereceivables (partner Advancing Trade), intelephone services and access to the Internet(partner BT Albacom), in rentals with IntesaRenting and in services for business travel(partner Carlson Wagonlit Travel).

Our relations with local territories

We are particularly attentive to the problemissues of local communities as a result of thegrass-root distribution of our branches andthe activities of the Banks which belong tothe Group whose very mission deeply linksthem to the development of their localeconomy. We have developed, on the one hand, ouranalysis of local territories, providinginstruments to read the territory, and on theother hand, a programming capability whichstems from dialogue with public decision-makers and the most important personalitiesof the local business community and enableus to realise agreements and innovativefinancial solutions to support entrepreneurialinitiatives.

Analysis of the territory and of industrial districts

Our Research Department elaboratesanalyses of the local territories and, inparticular, of industrial districts. It preparesmonographic reports on structural andprojected situation of the 103 Ital ianprovinces. The main Italian districts areinstead monitored with monographic studieson their cyclical development. The analysis ofindustrial districts intends to support ouractivities in these particular socio-economicareas via the involvement of operators, thediffusion of research reports and the supplyof consulting services. Our analysis ondistricts has enabled us to become one of thereference points on this issue, both in thescientif ic community, and in localrepresentative organisations.

Solutions for socio-economicdevelopment

The programming and development ofsolutions consistent with the needs of localterritories is charged to the TerritorialRelationship Office of the Retail Division. The

office integrates and orients competenciesand operating and specialised capabilities ofthe different structures of the Bank, toenhance internal synergies and operateconsistently with the territory. The projectpartnership logic is applied to provide localplayers support in the definition of theirinfrastructural needs and instruments forbusiness development. We supply theterritory with a complete and synergicoffering and special ised capabil it ies,accompany the system in relations withterritorial entities and operate as advisor inthe search of alliances. For this purpose ourpeople work in close contact with industrialassociations, sector associations, guaranteeconsortiums, development agencies and localentities, permitting to realise innovativesolutions, studied by joint collaborativeplanning groups open even to the local creditsystem, provided that it shares the approach.

This way of working stimulates the growth oflocal business communities, with which weinteract from the phase of definition andprogramming of interventions by proposingad hoc financial instruments. Conversely,significant players on the territory promoteprojects which are sustainable from both theeconomic and social standpoint.

Protocols of agreementFor this purpose, in 2005 we signed aframework agreement with AIDA, providinga total of 570 million euro to finance projectsin the territorial areas in which developmentagencies operate. The projects, which fall inthe protocols of agreement, include actionsin various areas of intervention, from thevalorisation of resources and sites to promotetourism, to the creation of services for theestablishment and development of SMEs andinnovative start-ups (production districts,innovation labs, technological parks, businessinnovation centres, research labs); toterritorial marketing to attract investments,to the activation of newly-conceived financialinstruments to finance innovative companiesor the creation of new structures to supportentrepreneurship (establishment of Closed-end real estate, rotating, guarantee funds),passing through the promotion ofintegrated area plans.In addition to Development Agencies,agreements have been signed with CategoryAssociations and Provinces for a total amount,comprising the framework agreement andprotocols, of almost 1,500 million euro in just2005.

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COMUNIMPRESEArese 70 million euro

MILANO METROPOLIMilano 100 million euro

TORINO INTERNAZIONALETorino 20 million euro

ASSOTOrbassano 20 million euro

LA. MO. RO.Alba 20 million euro

SOPRIPParma / Piacenza 30 million euro

CONFARTIGIANATO Arezzo 40 million euro

ASSINDUSTRIAGrosseto 40 million euro

BIC SardegnaCagliari 30 million euro

CONFINDUSTRIALazio * 200 million euro

BIC LazioRoma 20 million euro

ASSEAvellino 20 million euro

GAL ALTO BELLUNESE20 million euro Belluno

PROVINCIA20 million euro Belluno

AGINTEC30 million euro Vimercate

M.G.P.25 million euro Padova

SVILUPPO BRIANZA30 million euro Monza

ASSINDUSTRIA40 million euro Rovigo

REINDUSTRIA20 million euro Cremona

ASSINDUSTRIA40 million euro Pesaro

CONFCOMERCIO MARCHE80 million euro Ancona

ASSINDUSTRIA40 million euro Ascoli

INVESTIACATANIA20 million euro Catania

Protocols of agreement signed as at 31.12.2005

*Framework agreement

Funds are mostly assigned on the basis of thevalidity of the entrepreneurial project, throughprivate tenders given public evidence. In thiscontext, the role of our partner is that ofunderstanding the dynamics and determiningthe strategic development lines. The residual,but significant, portion of funds available –based on the initiatives – is reserved tostructured projects that are particularlyrelevant for the territory. In both cases,breakdown of intervention sectors, as part ofthe joint collaborative planning group, is thepreliminary step to the intervention phase. Todate 95 million euro has been disbursed.

Consulting and financialsolutions for medium andlarge companies

From 2002 to the whole of the first half of2005, the Corporate Division which caters forthe needs of medium/large companies and

financial institutions, performed an intenserestructuring of activities aimed at improvingthe service rendered and respond to thechanged requirements of client companies:growth to face in an optimal fashioninternationalisation and delocalisation,support to the management of companyturnarounds, the rise in financial requirementsfor development and innovation.The mission which the Corporate Division hasset itself is that of accompanying itscustomers proposing a long-lastingpartnership based on its capacity ofperceiving and anticipating their needs, ahigh service levels and high financialinnovation capacity.We have implemented an innovativeorganisational model since the Divisionincludes relationship structures, territorialstructures and “products”, that is businessstructures which are at the disposal of thecustomer. In this way it is possible to servecompanies with global solutions whichintegrate various competencies. We want tooffer customers, in addition to typical

commercial banking products, that are part oftraditional banking activities, the structureand the products of wholesale banking, in alogic of integrated product and service.Customers may therefore take advantagethrough an all round commercial action, ofthe various products of all Group banks andproduct companies.For each of the customer segments served weare organising ourselves with ad hocrelationship structures according to anaccount management logic to assist clients inall their needs.For this purpose we have structured twoservice models: a territorial network and acentral structure. The territorial structure,divided in North–West, North-East, Centreand South, is dedicated to mid corporatecustomers. For Italian large corporatecustomers an industry approach is used whilea logic by geographic area is applied tointernational corporates and financialinstitutions.We also follow all the activities withinternational customers, in particularmultinationals with a considerable presencein Italy or in the Eastern-European Countries,and in general customers which decide toexpand their activities in Emerging Countrieswhich we could define as “complex” such asChina and India. Also our activities withfinancial institutions, in addition to providingthem services as customers, facil itaterelationships between Italian companies andother institutions operating abroad.One of the objectives which we have setourselves is that of being constantly presentin all initiatives aimed at the development andsupport of the Country System anticipatingthe financial solutions for possible cases ofcorporate distress. For this purposestructuring activities present in the FinancialStructuring & Advisory Office, together withthe relationship structures, see the companyfrom various viewpoints, such as marketpositioning and product offered, to preventcritical situations before it is too late. It is anew way of relating to companies in distress,involving top management in restructuringsituations, ensuring timely interventions,proposing innovative turnaround solutions,stimulating entrepreneurship and valorisingrestructuring opportunities also indisadvantaged areas or locations withdevelopment potential.

Investments in equityThe support to the growth of the industrialand service sector in the country has for us alsomeant the development – via our MerchantBanking structure – of investments in equity, tofavour growth and value creation of customercompanies. As at 31st December 2005 theoverall portfolio amounted to approximately 2billion euro and comprised 48 direct equityinvestments and investments in private equityfunds.In particular, with reference to social andenvironmental sectors, we invested in thefollowing initiatives:

Euromed FundThe Euromed Fund is a Closed-end mutualfund, which is characterised by the fact thatit invests mostly in joint ventures betweenEuropean companies, mainly Italian, andcompanies belonging to the Mediterraneanarea (including: Tunisia, Algeria, Morocco,Egypt). Euromed is therefore positioned asthe reference partner to accompanyentrepreneurs and small and medium-sizedenterprises which want to start or expandtheir operations in North-African marketssharing corporate risk and contributing withi) financial resources and know-how, ii)logistic services in loco for the phases ofstart-up, and iii) a network of contacts whichenable to increase the visibi l ity of theinitiative. Euromed is a financial partnerstrongly-motivated to contribute to theinternational development ( in theMediterranean area) of the initiatives itinvests in. For this reason EuroMed takes partin the management of the participatedcompany with its representatives in the Boardof Directors. Furthermore, participatedcompanies may count on the network ofcontacts and experiences of the componentsof the Investment Committee and theAdvisory Board, as well as the Tunisianadvisor IMBank. In 2005 we have invested 10million euro – 28.57% of capital.

Next FundThe Next Fund is a fund of funds dedicated toinvestments in Venture Capital funds. Inaddition to investments in funds the Next Fundinvests in technologically-advanced start-ups(e.g. recently it has made an investment inBioXell - an Italian biopharmaceutical companyspecialised in research and development ofinnovative medicines to cure urologic andinflammatory diseases). The fund is active in theLombardia Region. In 2005 we have invested2.5 million euro – 6.81% of capital.

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Genextra SpAGenextra is a holding company investing instart-ups in the pharmacogenomics,biotecnology and nanotechnology fields. Thescientific committee which orients thecompany’s investments is chaired by Prof.Umberto Veronesi. Genextra currently takespart in 3 companies active in research of pharmaceutical solutions for variousdiseases related to ageing (arteriosclerosis,emphysema, heart ischemia), in the search ofnew anti-cancer medicines and in the sectorof nanotechnology research and the relativeindustrial applications. In 2004 we invested 2million euro corresponding to 4.37% ofcapital.

Consulting for access to EU financingWe have made a commitment to relaunchcompetitiveness of Italian companies not onlyby financing investments in innovation butalso by intensifying the relationship betweenthe best universities, Italian research centres,industry and the Bank, and by providingconsulting for access to the grants of theEuropean Research policy, so that thesecomplement those which we provide. For thisreason we have formed IntesaEurodesk –

“The European desk for companies” whichinvests in research. The structure provides itsservices also to innovative small and medium-sized enterprises.IntesaEurodeskThe growth opportunities offered by theProgrammes of the European Commissionare an increasingly-important resource forthe entrepreneurial world, but thefunctioning of Institutions remains complexand often difficult to understand. Companiesneed to be informed and assisted byprofessionals in their relations with EuropeanInstitutions. We have formed a new service,IntesaEurodesk, for companies that want togrow with Europe aimed at informing themon the content and functioning ofCommunity Programmes and assisting themin the preparation and presentation of theprojects necessary to take part in suchProgrammes.

In particular, IntesaEurodesk providesconsulting to customer companies, toUniversities and research centres for theparticipation to European Unionfinancing programmes in the

Technologic Research and Development,Innovation, Environment Protection,

Other17%

Energy15%

Mechanical13%

Chemical andpharmaceutical 11%

Agro-food 11%

Sectors of activity of the companies which turned to IntesaEuroDesk

Aeronautic 2%

Bio diagnosticBiotechnology 5%

Categoryassociations 5%

Automotive 5%

ICT 7%

Electronic 9%

Inside the macrosectors the specific sectors of activity of the various customers are diversified:applications in the energy and thermonuclear fusion sectors; bioplastic and biodegradable materials;agromedicines; chemical and technologies for gas purification and for vacuum creation; televisionsignal transmission;…

International Cooperation, Culture,Instruction and Social Sectors. IntesaEurodeskpromotes the development of synergies andcooperation between the industrial sector,universities and research centres in Italy andin the Countries where we are present withsubsidiary companies (Slovakia, Hungary,Croatia, Russian Federation, Serbia andUkraine). The European desk for companies wasformed in October 2005 after an intensepreparatory activity commenced in 2004. In2005: – it provided consulting to 45 clients, small,

Mid and large corporates;– it organised training courses for the

Group’s employees, and for customers andcategory associations, on Communitypolicies for research, technologicdevelopment, innovation, environmentalprotection and renewable energy sources.

InternationalisationWe have developed a product to supportinternationalisation for a potential of over6,000 small and medium-sized enterprisesdistributed all over Italy, with a turnover upto 150 mil l ion euro, with a markedpropensity for export and goodcreditworthiness.

IntesaExportIn the first months of 2005 we launchedIntesaExport, product which stemmed froman agreement signed by Banca Intesa andSACE, with the objective of sustaining theinternationalisation of the champions ofMade in Italy, by offering medium-termchirographic financing at very competitive

terms without asking the company any realguarantees (a 70% guarantee is given bySACE). The financing, for a maximum periodof 5 years, has an adequate time horizon toenable the reimbursement of investmentsand has absolutely novel characteristics sinceit is the first Financial Credit Insurancetransaction completed by SACE and anItalian bank. The loans will subsequently besecuritised on the financial market and theamount raised will generate new financingprogrammes.At the end of December approximately 400requests had been filed for over 560 millioneuro, while approximately 160 guaranteesfor over 190 million euro were given bySACE and more than 140 mortgagesdisbursed for approximately 180 million euro.

Public administrationThe 2003-2005 Business Plan had laid thefoundations for the strengthening of BancaIntesa’s social role in terms of “Bank for thecountry”. The State, with the specificassistance need of all its main articulations,represents a fundamental interlocutor for ourGroup. Our intervention in numerousoperations, important for the developmentof the country, testifies our commitment.

Starting from 2003 we set up adedicated structure to respond to theincreasing need for infrastructures,

public services and finance for PublicAdministrations with the aim of realising aresponsible and effective Public-Privatepartnership.

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Credit for infrastructures,financing public works in

favour of public entities andpublic sector companies

Financial support of healthand public utility services

Liberation of financialresources for

the public sector

Financial support to universities

and public research

Participation in urbanistic and territorial

development projects

– funding of ANAS for the construction ofthe third lane of the Rome Ring Road andof the second portion of the Salerno-Reggio Calabria motorway

– organisation of the funding of the projectrelated to the improvement of the watersupply system in Sicily

– securitisation of health receivables thatprovided liquidity to the health system ofthe Lazio and Abruzzo Regions

– finalisation of financial operations relatedto the project for the new Mestre Hospitaland for the expansion of the incinerator atParona (Pavia)

– structuring and issue of bonds for theProvince of Rome

– we favoured access of small cities to thefinancial instruments for the managementof their debt: the multi-issue of BOC(short-term municipal bonds) for thecounci ls of the provinces of Brescia,Lecce, Potenza and Castelli Romani

– financing granted to the Polytechnic ofMilano for the purchase of real estate

– financing of State University of Milano,Bocconi University, Pavia University, IstitutoMario Negri and the Italian Cancer Institute

– funding of plants and works in Piemontefor the 20th Winter Olympic Games

– funding of the interventions aimed atexpanding and modernising the ports ofPiombino, Olbia, Golfo degli Aranci andSalerno

The areas of intervention to which we are committed are:

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Customers

As regards the breakdown of loans tocustomers of Banca Intesa Infrastrutture eSviluppo, the most important segment ismade up of Public Entit ies andAdministration (60%) and large companiesinvolved in infrastructural works (15%) .Banca Intesa Infrastrutture e Svi luppooperates directly via eleven territorial officesand indirectly, from the approximately 3,000branches of Banca Intesa and the otherItalian Banks of the Group.

Taxes and dutiesIn 2005 Gruppo Intesa paid to entities ofcentral and local Public Administration 1,455million euro of direct and indirect taxes,including local taxes on real estate and taxeson consumption.

Tax collection servicesTAXTEL was established thanks to anagreement with the Ministry of Finance. It isthe first telephone service for the payment oftaxes with credit cards, capable of managingvarious thousands of calls per day and also ofreceiving payments via the Internet andthrough Gruppo Intesa’s ATMs. With a simplephone call to the number 199.191.191 it ispossible to pay taxes also to local councilsand certain social security entities, while withthe number 800.191.191 it is possible tosettle the payment of the TV tax. As at 31stDecember 2005 approximately 2,200,000payment receipts have been issued, of whichover 500,000 were issued via the websitewww.taxtel.it

Public-sector or Private-sectorCompanies 50.2%

Local PublicAdministrations

39.6%

Central PublicAdministrations

10.2%

Customers (December 2005)

(1) Figures as at March 2006.

In 2005 the project for the creation of a bankcapable of serving in an integrated way all

public and private entities that participate inpublic spending was concluded.

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Sensitive areas

Default of corporate bondsThe facts relative to the default of corporatebonds determined a situation of mistrust inthe banking system in general. Banca Intesahas placed at the centre of its developmentstrategies the strengthening of the trust of itscustomers and for this reason, for preventivepurposes, as of July 2003 it no longer sellsunrated corporate bonds and decidedlydiscourages the purchase of “speculative”grade securities. We have also set up a workgroup with all the Consumer associationsrecognised at national level to define aconciliation procedure with our customersholding corporate bonds (issued by Italiangroups and diffused in a significant fashion)which defaulted and who believe that theyhave bourn from the company a behaviourwhich does not comply with its duties.The conciliation procedure, which has so farbeen activated in the case of Cirio, Parmalat,Giacomelli, Finmek and Finmatica, entails anassessment by Conciliation commissionsequally made up by representatives of thebank and consumer associations. The assessments are based on shared criteria(the customer’s competence and investmenthabits, consistency between risk profile andthe amount of the investment, the role ofthe bank, presence or not of an independentrating, information given). Every criterion hasits weight and concurs to the definition ofthe eventual indemnity.In case all criteria occur there is a maximum60% indemnity which must be added to theresidual value of the security, which remainsin the hands of the investor, and the couponsalready collected; in the cases in which thedefault of the security has determinedsignificant and proven economic difficulties,the indemnity may reach 100% (however, inthis case ownership of the security goes tothe bank). Furthermore, the bank hasprovided free administrative assistance tocustomers who wish to be included in thebankruptcy procedures under way.

The agreement reached also stems from along-lasting and consolidated relationshipbetween the bank and ConsumerAssociations which together have alreadyformed a permanent work group which isaddressing numerous issues such astransparency of communication tocustomers, adequacy of investmentprocesses, contract types of new productsand customer assistance.

Figures on the conciliation proceduresCirio, Parmalat, Giacomelli: definitivefigures at the end of 2005 for the group.18,588 reimbursement requests have beenmade: 18,359 (98.8%) have been acceptedand conciliated; turned down for lack ofrequisites for the presentation of the request229 (1.2%).The joint analysis (Bank-Associations) of theaccepted requests produced proposedreimbursements to customers for 8,562requests, equal to 47% (of which 7,464 partialreimbursements and 1,098 totalreimbursements with the collection ofsecurities).Finmek – Finmatica – figures as at 30thApril 2006 for the Group (the procedurestarted on 17/1/06).4,145 reimbursement requests have beenmade: 4,108 (99.1%) have been acceptedand conciliated; turned down for lack ofrequisites for the presentation of the request37 (0.9%). The joint analysis (Bank-Associations) of theaccepted requests produced proposedreimbursements to customers for 2,178requests, equal to 53% (of which 2,059partial reimbursements, 119 totalreimbursements).

Argentina bondsThe default declared by the ArgentineanGovernment in December 2003 determineda global problem with heavy implications for

Sensitive areas

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Customers

various categories of international investors,including 450,000 Ital ian investors,customers of approximately 500 banks,involved for a nominal value exceeding 10bil l ion euro. Banca Intesa customersrepresented approximately 10% of thenational phenomena.In the interest of Italian investors a “collectiveinitiative” seemed to be adequate. Followinga specific resolution of ABI’s ExecutiveCommittee, in Autumn 2002, Banca Intesaand seven other banks set up an Associationfor the Safeguard of Investors in ArgentinaBonds, now called Task Force Argentina andknown as TFA. Over 450 banks subsequentlyjoined TFA and collected “mandates” fromover 90% of their customers, for the purposeof negotiating the restructuring of the debtwith Argentinean issuers as representativesof investors, for the purpose of obtaining thebest possible recovery and with costs totallybourn by member banks, also in case of legalprocedures.The negotiations led to good results, withlimited or non-existent sacrifices on capitalinvested and/or coupon flows, in therestructuring of the debt of:

– City of Buenos Aires– Province of Buenos Aires– Telecom Argentina– Banco Hypotecario– Other minor issuers

(Prov. Mendoza. Acindar, Metrogas, etc.)

They did not produce the desired results withthe main debtor, Rep. of Argentina. The latterproposed to the market (January/February2005) an exchange offer that, thoughobtaining 76% of acceptances atinternational level, was not deemed to beacceptable by over 50% of Italian investors(approximately 28% accepted the offer, whileapproximately 20% preferred to sell thesecurities at approximately 30% of nominalvalue).Negatively valuing this offer and in absence ofpracticable alternatives, the TFA thereforeacted (with the support of legal advisors inItaly and in the USA) to prepare a legal actionagainst the Republic of Argentina. After along analysis it was decided to enact a formof arbitration by the ICSID (InternationalCentre for the settlement of investmentdisputes), an international organism set up inWashington in 1966, at World Bank, for themanagement of controversies relative toinvestments made by citizens of a countrymember of the “ICSID convention” in

another country member of ICSID.The collection of the mandates and therelative documentation occurred in the periodfrom 27th March 2006 to 12th May 2006.Our customers with residual positions in oldbonds issued by the Republic of Argentina asat 31st December 2005 were approximately0.4%. In addition to sustaining the initiativesof the Task Force Argentina we examine withattention the single cases of complaint and/orcontestation sent by customers.Any controversies are dealt with individuallyby a dedicated office of the CustomerSatisfaction Department which supports theRetail Division and meets Customers with theobjective of clarifying, and where possibleovercome, reasons for conflict so toreconstruct the basis for mutual satisfaction.

Mid and large corporatesIn 2004 a series of organisations of the civilsociety promote a pressure campaign againstbanks and therefore also Banca Intesa. TheCampaign requested the exit from the armssector and suggested greater attention forthe indirect impact of lending on theenvironment and on weaker companies. Inparticular, it was suggested to extinguish theparticipation to the financing of three oilducts or gas ducts (Camisea in Peru, OCP inEcuador and BTC between Azerbaijan andTurkey) contested for the violation of humanand environmental rights.

Arms sectorIn March 2004, consistently with thevalues and principles of ethics which

inspire us, we decided to suspend theparticipation to financial operationsconcerning export, import and transit ofarms and arms systems, though they arepermitted by Law 185/90.Despite these operations are provided for bysuch Law, according to the principles setforth by the Republican Constitution whichrejects war as a means of resolvinginternational controversies, our decision not

Amount authorised

2003 97.4

2004 23.2

2005 0.2

figures in millions of euro

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Commitments for the future

Project FinanceAs regards Camisea in Peru and OCP inEcuador, the financing were resolvedupon some years ago, when BancaIntesa’s presence in South America was

significant, through subsidiaries in manyCountries. As set out in the 2003-2005

to take part also wants to respond to a needexpressed by wide and diversified sectors ofpublic opinion, which refer to ethical issuesboth lay and religious.We have in any case retained the possibilityof autonomously assessing operations that –though included in the provisions of Law185/90 – may have the characteristics to be consistent with “un-armed bank” spirit. In such cases, these operations wil l be highlighted on our websitewww.bancaintesa.it, in homage to theprinciples of transparency.

Business Plan we disposed of our equitystakes in Latin America. At the time of thefinancing the general sensitivity – even oflarge international institutions – was stronglyoriented to favouring economic growth, toaccelerate exit from poverty of entireCountries and populations.In the case of the participation to thefinancing of the BTC oil duct, the decisionstemmed from the fact that the project hadobtained the approval of the InternationalFinance Corporation (World Bank) and of theEuropean Bank for Reconstruction andDevelopment, which had considered itcompliant with international rules regardingboth the respect of the environment and thesafeguard of human rights. During 2005 thewhole position was sold.

Quality of the relationAttentive listening and dialogue

Customer satisfactionWe want to extend measurement ofCustomer Satisfaction and consolidate its usein the company. The objective is to stabiliseand develop the organisational andmethodological approach that commenced in2005, as well as aim at differentiating andspecialising customer satisfactionmeasurement indexes by market and meansof fruition of the service.The Indexes programmed for 2006 andreferred to single Markets are:

1. Branch Service Satisfaction Index “Indice diSoddisfazione del Servizio in Filiale -I.S.S.F.” the index is focused on themeasurement of Satisfaction of the Retailcustomer for the service delivered inhis/her visits in the Branch;

2. SME Satisfaction Index “Indice diSoddisfazione dei Clienti Imprese - I.S.I.”the index is aimed at measuring theSatisfaction of Customer Enterprises forthe service delivered in the structures

dedicated to that market (SME branches);

3. Benchmarking Surveythe production of a benchmark index withthe market is programmed, to measurequality of service to customers withrespect to direct competitors;

4. Specific Surveyswill be activated, as required, to verifyperceived quality and satisfaction derivingfrom the use of certain products or fromthe experience of new organisational oroperating means of delivering services.

Relationship with Consumer AssociationsDialogue with Consumer Associations hasbecome systematic and continuous in thedevelopment of our services, we thereforeintend to intensify the relationships not onlyat national level, but also with regional andprovincial representatives of the Associationsso to be even closer to local instances.We intend to activate mechanisms whichenable us to increase satisfaction levels andparticipation of the Bank’s customers in thedefinition of service quality.After the particularly appreciated conciliationinstrument devised for access to


reimbursement of bonds in default, we alsointend to widen the use of the instrument nolonger limiting it to the sole management ofcritical cases.Lastly, we want to develop projects whichenable us to favour informed purchases byour customers to develop a transparent andequal dialogue.

Complaint Management A new initiative aimed at sustainingbranches to solve dissatisfaction before

it leads to complaint is being implemented inthree test areas from May 2006. The newnucleus is called ‘Assistenza Filiali’ andinteracts with Branch managers that willhave clear reference points for every problemor general interpretation issue.

Closeness to customersIn 2006 we will continue with the activitieswe commenced for the new branch lay-outproject strengthening the initiatives underway.

Simplicity and transparencyIn this area we have already commenced aseries of projects which will be completed in2006. Such projects range from the revision ofthe asset management statement of account(which will be characterised by greater clarityon performance) to the simplification ofquestionnaires for the univocal profiling ofcustomers and the correct determination oftheir risk profile. Also for SMEs in 2006 we willroll out on all the network a new process forthe sale of derivatives developed together witha prestigious University, which will guide ourmanagers in the valuation of the productsuited to the characteristics of the customer.

Excellence in the offeringand in the serviceKnow the needs of the customer

Our Customer RelationshipManagementFrom January 2006 further

developments are under way as part of the“Nuovo Arcobaleno" project which entailsthe continuous involvement of a panel ofcolleagues of the Retail Division made up of36 managers (2 for each retail segment and

for each Retail Department) for the purposeof collecting suggestions on how to makeour commercial platform excellent directlyfrom the users.

Extend the offering range ImmigrantsWe want to make our services with immigrantcustomers even more consistent with theneeds of those who want to put roots in ourcountry. For this purpose we intend to expandthe People offer activating qualitative surveysto enable us to extend services providedmaking them increasingly-suited to the needsof foreigners in Italy.We also want to develop solutions capable ofvalorising the abilities of these people to favourtheir integration and inclusion in the socialcontext and supporting their entrepreneurship.

Unversity StudentsIntesaBridge and UniversitHouse: we want toextend the partnership to universities whichdo not take part to the projects, in Italy andin the Countries in which we are presentwith our subsidiaries abroad and favour, withsuch initiatives, access of foreign students inItaly.

“A c@ppuccino for a PC”: we took part tothis initiative promoted by Presidency of theCouncil of the Ministers – Department forinnovation and technologies in the firstquarter of 2006. It sets out the disbursementof personal loans at particularly attractiverates to university students for the purchaseof a personal computer. Loans are assisted bya guarantee fund to partly cover the riskstaken with customers.

Workers in Cassa integrazione“Anticipazione Sociale”: the product wasactivated in 2006 also by Biverbanca for thecompanies of Vercelli with the support ofFondazione Cassa di Risparmio di Vercelli andof the Province of Vercelli. We want to extend the project to the wholeof Italy with the partnership of Local publicadministrations.

Atypical workers A typical work contracts are a significantphenomenon which represents approximately9% of the employed population. Mosttemporary workers find it difficult to accesscredit due to their difficulty of provingreimbursement capacity. We have studied aninnovative formula – launched in January2006 – that enables these workers to access

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a mortgage to buy their first home. In case ofunemployment Intesa Mutuo Atipico offerscustomers the possibility of skipping thepayment of instalments for three times in thefirst seven years of the mortgage.In March 2006 Banca Intesa Mutuo Atipicowas identified, as part of a contest launchedby the City of Milano, as the financialproduct best suited to meet the requirementsof couples with one or two temporaryworkers. The City of Milano has provided afund amounting to 1 million euro to coverthe cost of the insurance policy whichintervenes in the payment of the instalmentsin the second and third period of suspension.

Elderly and disabledTuttinsieme: in December 2005 we launcheda project with Biverbanca, the City of Vercelliand the Fondazione Cassa di Risparmio diVercelli, dedicated to families with non self-sufficient elderly which entails loans forhome care and mortgages for homerestructuring and the purchase of sanitationequipment. We intend to consolidate theproject and extend it to the whole of Italy.Furthermore, we are studying projects tosustain families and operators who assistdisabled persons, for the purpose offacilitating their access to credit.

Commercial offering for the third sectorConsolidation of the Mosaico projectdedicated to the sector, in particular by:

– further simplifying product terms; – diffusing the use of the electronic channel;– developing the financing area.

Support to the development of the country Offering for small enterprises

Innovation IntesaNova: we intend to extend thevalidation of the innovative content of

projects to new scientific partners and to theGroup’s banks abroad. Furthermore, we areexperimenting the IntesaNova model for newproducts to sustain the environment andsustainable development.

Medium-term credit to support innovation:in March 2006 we launched a new campaign

for SMEs which intend to make investmentsin particular in technologic and processinnovation via the IntesaNova programme.We have destined a total amount of 500million euro and Intesa Leasing will provide afurther 250 million euro. Beneficiaries of theagreement signed by Banca Intesa, Eurofidiand Intesa Leasing are companies withturnover between 1 and 50 million euro inthe Lombardia, Liguria, Marche, Umbriaregions and, for this occasion, the area hasbeen extended to the Piemonte, Valled’Aosta, Toscana, Emilia Romagna andAbruzzo regions.

IntesaBrand: Initiative dedicated to branddevelopment and marketing policies ofSMEs. It is a complete system of financialand professional services which are offeredto SMEs interested in valorising their brandor brand portfolio with specific developmentinitiatives or as part of operations aimed atoptimising financial/capital structure.

Relations with the territoryProducts for agricultural companies Our commitment is in the valorisation ofItalian agriculture chains working alongsidecompanies that even though they may notcount on size in any case represent anenormous heritage of typical productions.For this purpose in March 2006, we launched a complete package of products tailored tomeet the needs of agricultural companiesand agriculturers, proposing specificsolutions for eight production chains: beefcattle raisers, dairy cattle raisers, cereals,vegetable and fruit producers, wine, olive oil,agritourisms and gardening nurseries. Inaddition to commercial actions we use thesupport of a team of specialists present allover Italy who are willing to dialogue withagricultural entrepreneurs on issues specificto their activities, to better work alongsidethem in business management.

Development of solutions for the territoryThe objective we have set ourselves is tofavour economic and social developmentadopting a governance model which leads tothe establishment of Territorial holdingcompanies.The Territorial holding company, devised incollaboration with the Italian Association ofLocal Development and Territorial MarketingAgencies (Associazione Italiana delle Agenziedi Sviluppo Locale e Marketing Territoriale),entails the coordinated intervention of Local

administrations, Companies active in themanagement of real estate, environmentaland cultural resources, the local businesssector and national and local bankinginstitutions. The aim is to liberate resourcesto reintroduce in the system to increase itscompetitive capacity with respect to othercompetitor territories, even and especially,abroad.The role of the Territorial holding company isto coordinate financial activit ies andentrepreneurial development, coordinatingthe action of Development agencies,Financial players, Merchant Banks and Realestate funds in the territory for the purposeof sharing all the assets of the territory.

Consultancy and financial solutions for mid and large corporates

Also for the Corporate market the 2005-2007 Business Plan highlights the socialresponsibility issues which emerge from thebusiness activities of the Corporate Division.The aspects which we want to strengthen in2006 are the following:

– support companies involved in sustainableinternationalisation processes. In 2006 weintend to define guidelines to internationalexpansion to assess the socio-environmental risk of companies and ofdelocalisation projects.

– continue the activities of IntesaEurodeskstrengthening them in the field of EUStrategic Consulting for Research andDevelopment (R&D) in relation to theparticipation of customer companies toCommunity programmes.EU Strategic Consulting for R&D covers thefollowing sectors:

– Institutional Consultancy Strategic consultancy in contacts withEuropean Institutions, on partnershipstructuring practices and means of findingresearch partners. Customer companies areaccompanied in the presentation of theprojects to the European Commission andmonitoring on the 7th EU FrameworkProgramme for R&D.

– Technical ConsultancyMonitoring and information on thebusiness opportunities of the EUFramework programme for R&D and theother financing programmes. Personalisedresearch of financing sources on the basisof customer requirements (European andItalian non-reimbursable grants, EIB loans,

ordinary or subsidised loans). Assistance inthe preparation of the projects.Consultancy on the organisation ofsponsorship/presentation events atEuropean level of projects financed by theEuropean programmes. Training

programmes for companies onEuropean financings

– As part of the promotion of sustainabledevelopment and innovation of the countrywe intend: – take part in the Italian Carbon Fund,

established on the basis of an agreementbetween the Italian Ministry for theEnvironment and World Bank withinflexible mechanisms of the Kyotoprotocol;

– sign the Equator Principles for ProjectFinance;

– develop for the mid corporate segment acredit line for the purchase of modulesfor the production of photovoltaicenergy.

– One of the objectives of the Business Plan isalso to support our customers in thedefinition and implementation of businesspolicies which permit a sustainabledevelopment in economic, social andenvironmental terms. In order to do this wepropose to diffuse the CSR culture bysending newsletters via web-mail to ourinterlocutors at customer companiespromoting initiatives implemented by theBank or suggesting external informationsources.

Public AdministrationIn the public and public utility sector the2005-2007 Business Plan sets out animportant contribution in the sectors of

primary social relevance in which we alreadyoperate. We intend to continue the activities we havealready commenced achieving our objectivesthrough qualified financial offering andstructured finance assistance to clients,mainly via a wide use of credit. The Plan setsout the disbursement of over 15 billion euroof funds in favour of the State, Localauthorities, public-sector companies andprivate-sector operators involved ininfrastructural projects in public and in publicutility services.

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Gruppo Intesa as at 31st December 2005employed 60,778 collaborators of which42,062 in Italy and 18,716 abroad.

Breakdown of Parent Company employees isset out below.

Employees

Banca Intesa SpA

Employees

Number of employees 30,294of which male 18,720of which female 11,574Term contracts 48

Average ageAverage age 43average age male 45average age female 41Average length of service 19

Part-time employeesPart-time employees 3,834of which male 251of which female 3,583

Position Managers Officers Clerks Other

Position 1.66% 41.60% 55.18% 1.58%of which male 1.54% 29.29% 29.55% 1.42%of which female 0.12% 12.31% 25.63% 0.16%

EducationDegree 20.7%High school diploma 65.6%Other 13.7%

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Employees

Professionalism and motivation of peoplewho work in Banca Intesa represent thedecisive factor to reach the value creationobjectives for our Group and for all of ourstakeholders. In a context characterised bystrong competition, the 2003-2005 BusinessPlan was primarily concentrated on theidentification of adequate strategies aimedat:– on the one hand, structurally reducing

labour costs within levels more compatiblewith the trend of revenues minimisingsocial costs. For this purpose we signedagreements with all Trade unions for ablock in turnover, the reduction ofovertime, the activation of processes for

efficiency improvement and forprofessional reconversion, as well as theactivation of procedures for access to theSolidarity Allowance;

– on the other hand, improving efficiencyand productivity by activating projects andinitiatives for the valorisation and growthof human resources.Personnel quality and the relativemanagement and valorisation processeshave progressively reached the value of astrategic asset. The competencies,professionalism, motivation, organisationalbehaviour and the sense of belonging of allcollaborators represented a fundamentalelement for the success of the Plan.

Quality of human

resources

Development of humanresources

Labour relations

Internalcommunication

Quality of life inthe company

– we developed an important training programme to favour culturalchange, the acquisition of the managerial competencies necessaryto support the improvement process and develop specificprofessional expertise

we:– perfected the systems to assess attitudes, potential and

performances, for the purpose of valorising the behaviour orientedto collaboration, initiative, results and team work;

– identified and valorised “talents” present; – planned careers identifying and managing specific programmes in

particular with reference to officers and managers;– introduced incentive systems diversified by professional communities;

– we pursued the development of labour relations also via momentsdedicated to information and consultation, favouring the utmostparticipation in corporate programmes of all Trade Unions

– we activated a series of internal communication initiatives,developing and consolidating an integrated system of instrumentsto diffuse in a clear and transparent way knowledge on strategies,to ensure that values and objectives are shared, to facilitateinvolvement in the company’s change processes, so that peopleknow the reality, the different jobs, the business areas, the productsand services offered

– we undertook initiatives to favour the sense of belonging, a balancebetween the requirements of work and family life, prevention ofrisks for our people’s health and security

These are the objectives we had set ourselves and theimplemented lines of action:

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Turnover

Consistently with the indications of the firstBusiness Plan which set out a structuralreduction in labour cost, one of the

instruments activated as part of theprocedure for access to the SolidarityAllowance, was the block of turnover.

Turnover

Hiring PolicyHiring policy in the 2003 – 2005 period wassignificantly affected by the Group’s complexreorganisation. With the closing of theprocedure for access to the SolidarityAllowance, towards the end of 2005, a new phase commenced aimed atintroducing new resources in the Companyvia the development of the Professionalapprenticeship project (Progetto“Apprendistato professionalizzante”).The project commenced in September 2005

and set out the introduction in the firstmonths of 2006, of 112 resources inLombardia, 40 in Piemonte, 43 in Veneto and30 in Sardegna for the role of OperatingApprentice, Telephone Banking Apprentice,Private Operating Assistant Apprentice and inthe Administration Department for the roleof Apprentice Officer for the activities tosupport company administration. Applicationforms were collected solely using aspecifically-created section of the websitewww.bancaintesa.it.

Banca Intesa SpA Dec-03 Dec-04 Dec-05

Number of employees 33,022 30,672 30,294

Number of cessations in the year 4,080 2,603 1,042

N. cessations towards other companies 332 333 308

N. incentive-driven cessations 434 4 1

N. cessations via Solidarity Allowance (MD 158/2000) 3,110 2,074 577

N. retirements (no incentives) 18 3 4

Expired term contracts 74 75 42

Other 112 114 110

Turnover 1.4% 1.6% 1.5%

Job Creation -3,000 -2,350 -378

N. Hires (Term contracts, Indefinite, Reintegrations) 654 270 306

Balance intergroup transfers 377 -18 350

Other 49 1 8

TrainingWith over 255,000 training days delivered in2003, 335,000 days in 2004 and 322,000 in2005 – using in an articulated and synergicway the various ‘channels’ which the Banknow uses - the objective set out by the firstBusiness Plan to deliver over the three-yearperiod – at Group level – over 800,000training days, was reached and exceededwith over 900,000 training days delivered.The first Three-year training plan referred tofour large training areas each with specificobjectives:

1. corporate cultureto favour shared values consistent withthe new competitive situation and verticaland horizontal integration of the structureand its effective functioning;

2. development of operating and managerialcompetenciesthe management training programme –Maxval – was defined and was targetedmostly to heads of structures in theMarketing, Sales and Credit areas for thepurpose of creating synergies byintegrating structures, systems, culturesand values; Specific training interventions have beendeveloped and destined to ‘chiefs’ andSpecialists of the Human ResourcesDepartment on the topic of resourcemanagement;

3. technological developmentto optimise the contribution oftechnologies to company operations andto create operating conditions to supply aquality service, with particular reference tothe process for the completion of theunification of Banca Intesa’s informationtechnology systems;

4. development of product and servicesto diffuse a commercial culture oriented tovalue creation for the company andcustomers, develop the competenciesnecessary to improve competitiveness inreference markets and the capacity of

establishing long-lasting and satisfactoryrelations with customers and support thelaunch of new products and services.With the completion of the “Arcobaleno”project destined to increase quality of therelations with our customers, we deliveredtraining programmes for approximately20,000 collaborators. The new commercialmodel was accompanied by an organic setof interventions destined mainly to thefigure of Manager, especially with regard tocredit-related issues, among which inparticular: the ‘Arcobaleno Imprese’project, reserved to resources operating insupport of the Small and Medium-sizedEnterprises segment, training interventionsfor ‘SME Branch Assistants’ and theprojects ‘Credito Affari’ and ‘CreditoPrivati’. Also the project for the redefinitionof the branch lay-out was accompanied bytraining for the collaborators of all therenovated branches.

Training channelsThe Plan set forth targeted interventions forthe single professional families, deliveredthrough diverse and integrated means:classrooms, distance training, Web Tv, FocusGroups, etc.In the three years 40% of training wasdelivered through the so-called ‘traditionalchannels’ (e-learning and classroom). Trainingthrough Banca Intesa’s web-tv had a greatexpansion. It was used to broadcastprogrammes on the new ‘Basel II agreement’,on the new assessment system ‘Valore’, on‘Security” issues and, last but non least,proposing reflections on ‘Corporate culture’,financial investments (‘Investire Oggi’), E.V.A.and Anti-money laundering regulations.Distance training represents a fundamentalelement in Banca Intesa’s integrated trainingmodel. Training courses were provided via thee-learning channel on: regulations on thedistribution of financial and insuranceproducts, the introduction of newinformation technology procedures for creditmanagement, regulatory updates on Anti-

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Employees

Quality of resources

73

money laundering, privacy and security.The e-learning programme relative to the2003-2004 period generated the activation,

by employees of approximately 10,000fruition requests.

Quality of resources

Banca Intesa SpA 2005

Training (classroom + distance training)

Training days delivered in the year 295,630

Training days per employee/year 12

Training by content (classroom + distance training)

Managerial 23.7%

Commercial 9.1%

Operating 25.0%

Credit 6.4%

Finance 24.0%

Abroad 0.7%

Information technology 2.2%

Specialised 0.7%

Linguistic 8.3%

Training by means of delivery

Classroom 45.2%

Distance 23.9%

Web 30.9%

Managers Officers Professional areas Total

Training Male Female Male Female Male Female Male Female

N° participants 450 33 8,816 3,720 9,350 7,791 18,616 11,544

Total number of training hours 40,938 3,169 388,429 147,416 267,911 209,864 697,278 360,449

Figures on training

Banca Intesa SpATraining of employees in 2005 by professional category

The common theme which l inks theinitiatives for the advancement of humanresources was the development of acorporate culture founded on values – suchas: customer-orientation, responsibility-taking, authoritiveness, rigour, integrity andteam work – that can be consistentlytranslated into behaviour inspired to result-orientation, cost-effective management andoperating excellence.

Performance assessment The wealth of competencies and experiencesof collaborators are a key success factor:professionalism, motivation and sense ofbelonging of our people are unsubstitutableelements to be leveraged on via valorisationprocesses to improve competencies andprofessionalism. For this purpose specificassessment systems and personnelmanagement initiatives have been designed.With the adoption of the performanceassessment system called “Valore” – whichstarted implementation already in 2002 – weperfected a system capable of:

– measuring individual performance viahomogenous and consistent criteria aimedat a merit-driven management ofpersonnel;

– favouring the improvement of competenciesand professionalism;

– enabling an effective communicationbetween chief and collaborator with regardto results achieved and to the identificationof professional development initiatives;

– promoting a shared organisational culture inline with the guidelines of the Business Plan.

To support a correct diffusion of the methodand to strengthen the valuation culture – inaddition to the preparation of a manual forchiefs, distributed in approximately 3,000copies – in 2004 and 2005 a specific traininginitiative was delivered and involved all the

valuators of the Gruppo Intesa’s entireorganisational structure.The “Valore” performance assessmentsystem involved the whole population ofBanca Intesa – and also of numerous Groupcompanies – for a total of over 34,000people assessed in 2004 and 2005.

The assessment of the performance ofExecutives and the Managers is based on aspecific system which entails theidentification by the Manager of his/herobjectives and the relevant action plans andthe assessment of results achieved made bythe Head of Function.The system called Direction by Objectives –“Direzione per Obiettivi - DPO”- whichcommenced in 2004 with reference to theexecutive positions of Banca Intesa, of IntesaSistemi e Servizi and of Intesa GestioneCrediti – was extended in 2005 to theOfficers in responsibility positions involving atGroup level a total of 673 people, of which477 Executives and 196 Officers of BancaIntesa, Cassa di Risparmio di Parma ePiacenza, Biverbanca, Intesa Gestione Crediti,Intesa Private Banking and IntesaMediocredito.

Assessment of potentialWe have activated two projects forassessment of potential. Assessment of themanagerial potential destined to heads andPotential value reserved to Officers and toresources of the third Professional Areadeemed to possess high developmentpotential:

– “Assessment of the managerial potential”has the objective of measuring theconsistency of managerial competencies tothe values of the Business Plan. The projectin the three years involved a total ofapproximately 1,000 heads. Leadership inchange, authoritative communication and

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Employees

Development of human resources

75

Development of human resources

team work are the key competencies inwhich there may be room forimprovement;

– “Potential value” is aimed at a moreeffective management of human resourcesin terms of mobility and professionaldevelopment. During the projectapproximately 11,200 assessments wereconducted. This assessment was carriedout at Banca di Trento e Bolzano, BancaPopolare FriulAdria and Banca CIS, with themethodology and criteria of the PotentialValue system, devised by the ParentCompany.

Valorisation policies As part of the initiatives aimed at valorisationand recruitment of “Young Talents”, the “LEONARDO” programme, whichcommenced in 2003, was included in theimplementation lines of the Business Plan asconcerns the development of humanresources of the Corporate Division and hasthe objective of:

– identifying young graduates (maximum age34 years), capable of excellentperformances and considered to be withhigh potential, for whom to proceed withthe verification of personal qualities viaadequate tools (Developmental AssessmentCentre – D.A.C.) and define individualdevelopment programmes and specificproposals;

– in parallel, activate recruitment channelssuited to building a pool sufficient to hire10/15 young external talents in aprogramme lasting 18 months;

– involve and attribute responsibility to thosein charge of the phases of the process inorder to aid the young talents in thedevelopment of their growth potential asan investment in “intangible assets” usefulfor the Company and the individual.

For the selection of talented resources to beinserted in local structures of the Group’sEuropean Banks: VUB, PBZ, CIB, Banca IntesaBeograd, KMB, in 2005 we fine-tuned the“Tomorrows’s Talents” programme and setup a “Multinational Recruitment Board”,made up by our recruitment specialists.In 12 assessment sessions approximately onehundred resources were assessed and twopresentations were organised at Universities.

IncentivesConsistently with the resources availableconsidering the targets for labour costreduction in the 2003-2005 period, wedevised specific performance measurementsystems that are diversified and consistentwith the specific characteristics of thecommunities and professional famil iespresent in the Company.As of 2004, the systems – designedconsidering the specific characteristics of thevarious business areas and inspired byequitable treatment criteria and therecognition of individual merit – are based asfollows for personnel of:– the Retail Division: on team results, though

they include certain elements concerningindividual performance

– the Corporate Division, Banca Caboto andthe Treasury and Finance Department:primarily on individual merit throughincisive selection rules, which recogniseexcellent contributions with bonuses similarto those of the targets of the respectivereference markets, and include teamsolidarity mechanisms

– Head Office Departments and staff of theItal ian Subsidiary Banks Division andInternational Subsidiary Banks Division: inaddition to being subordinated to theresults achieved by Banca Intesa and theGroup, in terms of Net interest and otherbanking income-EVA and Cost-Income,consistently with standard practice –identified through a specific benchmark –of the Italian banking industry.

Plan bonus – company bonusAn important and innovative agreement wassigned in May 2005 with Trade Unions. Itassigns shares to employees for free as partof the Plan’s extraordinary bonus.It is a significant initiative, which alsoinvolved, though to different extents, thecolleagues of the Italian subsidiaries andwhich is part of a more general commitmentaimed at involving people in the life of theCompany, rewarding them in relation to thecontribution made for the realisation of the2003-2005 Business Plan with theassignment for free – in June 2006 – ofBanca Intesa ordinary shares equal to acountervalue of 2,000.00 euro.

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Employees


Gross average wage by sex/category

Managers (male) 125.48

Managers (female) 120.37

Officers (male) 50.54

Officers (female) 44.53

Clerks (male) 33.06

Clerks (female) 29.52

Other (male) 29.74

Other (female) 24.66


Number of employees in professional programmes ex integrative agreements 11,424

Male 6,192

Female 5,232

figures in thousands of euro

Banca Intesa SpA: promotions 2005

Number of promotions in the year pursuant to National Labour Contract/

Company Contracts 1,737

Number of promotions in the year pursuant to National Labour Contract/

Company Contracts (%) 5.7%

Number of promotions in the year for merit 648

Number of promotions in the year for merit / Total employees (%) 2.1%

– job analysis, aimed at identifying thecorrect dimensions of each job ineconomic, organisational and managementterms;

– job evaluation, that is the identification ofthe respective weight or degree ofrelevance that the job has in theorganisation.

This articulated approach enables theadoption of management policies that areequitable and competitive with the referencemarket, to guarantee an adequatemanagement of compensation systems.

Compensation and careeradvancement policies

We adopt systems of valorisation of behaviourand competencies according to increasinglytransparent and meritocratic criteria.The merit culture is a primary and essentialobjective for us since we believe that only anorganisation founded on merit and onprofessional development, can attract the bestresources. We have activated projects for job analysisand job evaluation of management roles forthe purpose of harmonising treatment andensuring competitiveness in the market inrelation to the specific characteristics of theprofessional families and the various businessareas. These projects entail:

77

Labour Relations

Relations with Trade Unions – which are a wayof developing adequate moments toexchange views, participating and sharingcompany plans and programmes – areinspired by principles of mutual respect andloyalty. The policies and consequent guidelinesof the Company in the management ofrelations with Trade Unions are thereforeoriented to utmost transparency as concernsboth strategic and managerial decisions, andgovernance of the processes to increaseefficiency and promote growth necessary toachieve company objectives also to createuniform and consistent rules for all BancaIntesa personnel.With these convictions and in these areas,relations with Trade Unions in the three-yearperiod went through three fundamentalmoments and have laid the foundations forthe development of a relation capable ofconjugating the traditional area of labourrelations with corporate social responsibilityand this, consistently with the level ofmaturity of reflections on these two areas,reached at national level, with the stipulationof the Protocol on sustainable and compatibledevelopment of the banking system of 16thJune 2004.

– The phase aimed at increasing efficiency:agreements were signed with all Tradeunions aimed at reconducting personnelcosts within levels more compatible withthe trend of revenues, also via theprocedure to manage the exit of personneleligible to access the Solidarity Allowanceand via the identif ication of otherinstruments to reduce labour costs.

– The phase of integration of the Banksmerged in Banca Intesa: during the three-year period important moments of dialoguewith Trade Unions led to the realisation ofsingle regulatory framework for personnel,eliminating differences in treatment. Inagreement with all Trade unions certainfundamental topics were completely revised:roles within the organisation, “hours bank”,

training, territorial mobility, lunch tickets,loyalty rewards, company bonuses, shiftregulations – availability with therationalisation of the related indemnities.

In particular, the Agreement of 31st October2003 as concerns roles within the organisation– after particularly long and complexnegotiations – provides for an overall reorderof the company’s regulations, defining a newand unitary discipline of roles for thecompany’s main professional figures. Based onthis agreement, already in 2004, promotionsreferred to over 3,900 collaborators of BancaIntesa (12.9% of employees of the ParentCompany).

– The phase of consolidation andinnovation. The Protocol on LabourRelations of 29th December 2004introduced the possibility for Trade unions ofappointing Territorial coordinators, for thepurpose of developing to the best tradeunion relations at local level. For this reasonBanca Intesa set up specific territorial “TradeUnion Relations Offices” which manage, inaddition to other issues, directly at local levelthe “half-year meetings” set out by theNational Labour Contract and the variousTrade Union instances with the objective ofsolving the conflicts locally. In this context, in2005, relations with Trade Unions werecharacterised – at central and territorial level– by an intense training and consultationactivity on important issues such as therationalisation of branches, antirobberysecurity, new work and branch hours as wellas the Arcobaleno project and professionaltraining for Directors, the incentive system,the opening of Back Office poles andadvances on TFR (employee terminationindemnities), hiring of young collaboratorswith professional apprenticeship contracts,the review of the organisational model ofBranches and SME branches.

As concerns the increase in efficiency ofGroup companies, which continued in linewith the guidelines set out in the firstBusiness Plan as well as with the strategies of

Labour Relations

78

Employees


employees members of Trade Unions 80.2%

Strike 21,293

Assemblies 17,258

Trade union leaves 64,226

Absences for trade union reasons 102,777

Number of meetings company / Trade Unions per year 560

Number of trade union agreements signed in the year 28

Litigations under way 346

Requests set to the Direzione Provinciale del Lavoro 196

We developed and consolidated anintegrated set of instruments to diffusestrategies clearly and transparently, to ensurethat values and objectives are shared, tofacilitate involvement in the company’schange management processes, so thatpeople know the company, the differentjobs, the business areas, the products andservices offered.As regards in particular the most widely-usedinstruments, certain traditional and otherinnovative: Intranet guarantees timelyinformation; the house organ is charged within-depth analysis and knowledge

development; meetings and conventions arededicated to the area of involvement andrelations.

Satellite television, WebIntesaTv is receivedby over 42 thousand personal computers in2005. It proposes a daily palimpsest made upof the News, with news from Italy and theworld and internal information on the Groupand two programmes aimed at in-depthanalysis of issues connected to Intesa and itswide reference market. The figures extracteddirectly by the IT system, prove an average ofover 8,500 daily accesses in 2005.

Internal communication

the 2005-2007 Business Plan, in many casesTrade Union agreements have been definedthat regulate the terms for transfer to thenew companies of the workers involved,

setting, in certain cases, specific employmentprotection clauses.

79

Improvement of quality of life in the company

Internal press, with various publications anda Group’s house organ: “Idee e persone”(Ideas and People), sent to all colleagues.Idee e Persone is dedicated mostly to eventsand strategic projects for the Bank and theGroup, important initiatives for the bankingindustry, economic and corporate cultureissues and flash news from the wholeGruppo presented in a streamlined andimmediate fashion for a better fruition.The Intranet portal, active from 2001,diffuses with timeliness and regularity newscoming from inside but also from outside theGroup. With over 50 sections the portal is theinformation point most utilised by personnel:over 28,000 average daily accesses place it inthe top 15 Italian websites - Audiweb figures– in terms of number of visits. All colleaguesmay take part in the interviews tomanagement made by WebTv by sendingtheir questions via the Internet.Meetings and conventions, are effectiveinstruments to transfer knowledge andvalues, they are also a moment forexchanging views with colleagues from otherorganisational units. In the three-year periodthousands of colleagues took part inmeetings and conventions.Particular attention was paid to the culturalvalues and objectives which make up ouridentity. Thus, thousands of colleagues of theDivisions and Group companies met theManaging Director and CEO in 2004 in hisTour of Italy dedicated to “Our results. Ourvalues”. Approximately 5,200 colleagues tookpart in these meetings, which were momentsdedicated to direct dialogue and also theoccasion for answering the questions posedthrough the Company’s intranet.The management was dedicated two

meetings in which the Managing Directorand CEO illustrated financial statementfigures and the results of the implementationprocess of the 2003-2005 Business Plan, aswell as the objectives and development linesof the new Business Plan.Climate surveys. To improve the level ofcommunication and monitor internal criticalissues various corporate climate surveys havebeen conducted with particular attention toethical, social and environmental issuesthrough a specific questionnaire destined toa sample of 12–13 thousand colleagues.The results testify both the difficultiesintrinsic in the integration process and thefirst signs of improvement.From the survey conducted in December2004, employees who said they were very orrather satisfied with their job were under50%. In the subsequent survey, in September2005 – after the launch of the secondBusiness Plan and with an accent on theissue of development and growth - thispercentage increased to 69.2%.The company journal, the Intranet portal andWebtv supported practically all the maincompany projects realised in the year,diffused information on initiatives of nationalinterest to involve colleagues and strengthentheir sense of belonging. The ultimate aim isvalue sharing as in the case of the initiativeconducted with Fondo per l’AmbienteItaliano “I luoghi del cuore” (Places of theheart), of the initiative with MediafriendsOnlus in favour of Onlus Associations whichtake care of children “La Fabbrica delSorriso” and the initiative in favour of thepoor and the needy “La CollettaAlimentare”.


Communication channels

Daily average accesses to the company’s intranet 28,384

Daily average accesses to webIntesa TV 8,534

House Organ diffusion 44,000

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Employees


SUPPLEMENTARY ASSISTANCE, SECURITY AND CORPORATE CLIMATE

Contributions in favour of employees 8,586,462

Insurance policies 417,043

Health policies 3,846,778

Loyalty rewards 1,006,851

Disbursements to support studies of children of employees 1,183,301

Diversely able children of employees 621,550

Contributions paid by the company for health policies 24,506,961

Health assistance: number of assisted employees 32,455

Contributions paid by the company for pension funds 63,765,758

Pension funds: number of assisted employees 28,528

Credit incentives in favour of employees: number of MORTGAGES 2,109

Credit incentives in favour of employees: MORTGAGES (total disbursed) 288,683,000

Credit incentives in favour of employees: number of LOANS 4,473

Credit incentives in favour of employees: LOANS (total disbursed) 46,801,000


Numerous interventions and initiatives aimedat offering a more serene workplace havebeen taken, these protect the health andsafety of employees, and conjugate therequirements of personal and professionallife.

IncentivesThe measures in favour of personnel are listed below:

– polices for professional and extra-professional injuries which cover both thecase of death and permanent disability;

– financial incentives regarding both interestrates, and the type of product requested;

– provisions for collaborators who havedisabled children or economically-

dependent relatives.

Furthermore, we improved the pension plansystem which operates alongside the plansoriginally set up by the banks which make upthe Group.Moreover, all colleagues have the possibilityof taking part in forms of health assistancewhich integrate public assistance. For thispurpose specific agreements have beensigned with Trade unions which set out theinclusion of all existing structures in a singleCassa and ensuring that all collaboratorsalready starting from 2003 receive the samebenefits. The decision to join is voluntary,may be continued upon retirement and mayalso refer to the personnel of Groupcompanies.

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PART-TIME

Part-time employees on total employees 12.7%

BREAKDOWN OF PART-TIME CONTRACTS BY GENDER

Male 6.5%

Female 93.5%

BREAKDOWN OF PART-TIME BY TYPE

Horizontal part-time 71.2%

Vertical part-time 8.2%

Mixed part-time 20.7%

Corporate nursery schoolIn addition to promoting the PAN (ProgettoAsili-Nido) project all over Italy, we have set upthe first corporate nursery school. Like allnursery schools with the PAN brand, the onein Milano for employees presents a set ofrequirements contained in a quality manualwhich guarantees not only educational butalso organisational aspects. Tariffs are setusing criteria of equity, accessibility andsustainability for families. The pedagogicalproject is shared with parents; diet is studiedaccording to nutrition tables in the respect ofthe specific requirements of infancy; operatorsare qualified and, where necessary, havefurther qualifications suited to specificrequirements (e.g. psychomotricist). Thenursery is capable of accepting 40 childrenbetween 1 and 3 years.

Balancing of family needsThere are various forms of part-timecontracts, both permanent and with fixedterm (for a minimum period of 3 years,

renewable for a further 3 years, and only forsevere personal or family needs, for 6-monthperiods, renewable for up to 1 year).We also programmed various types of part-time contracts:– horizontal

(from 20 to 32.30 hours per week); – vertical on a weekly basis

(from 15 to 32 hours per week);– mixed on a weekly basis

(from 27.30 to 32.30 hours per week);– or cyclic on an annual basis: which entails

presence on all or certain working days ofthe week in certain periods of the year.

Furthermore, we have adopted policieswhich favour the best management of workhours through greater flexibility such as theelasticity of the lunch hour for personnelwhich does not operate directly with thepublic.For part-time workers with at least 25 weeklyhours we recognise the rewards set out inthe respective career advancement plansaccording to the same timing as thecolleagues with full-time contracts.

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Employees

Low-sight or blindpersonnel

We have programmed and realised variousprojects and initiatives for these colleagues(approximately 130). IT workstations for low-sight or blind personnel have a “screenreader“, basically a cutting-edge software,called “Jaws“, which translates what is onthe monitor into Braille or audio language.For the purpose of giving access to all workinstruments, these colleagues receive on theire-mail a digital version of the Group’s HouseOrgan “Ideas and People“ which is madereadable via the “screen reader“ function. Also as concerns the issues of health andsafety in the work environment, we prepareda version in Braille of the “Security manualfor Gruppo Intesa companies”, improvedergonomics of the work environment,equipment and the relationship areas.Furthermore, we prepared specific exit aidsappointing specific emergency staffdedicated to disabled personnel.

Health and safetyIn 2005 we commenced a permanent trainingplan on the issue of safety: the plan involves allthe internal resources for the purpose ofcreating a “safety culture” and, thus, facilitateattentive behaviour and vigilant attitude forrisks which may be run daily.We improved the assessment and identificationof intervention measures for the health andsafety of employees with a managementsystem awarded the ISO9001 certification, wehired consultants with high scientific profile(Clinica del Lavoro of Milano University) andused dedicated IT systems also diffused via thecompany’s Intranet. Management systemspersonnel also takes part to the activities of themost important technical associations on thismatter (UNI, AIAS, AIIDI, SIMLII).

Radon gas emission managementWe proceeded to the identification of risksituations with measurements of radon gasconcentration in approximately 1,400

company premises. Radon is a natural gaswhich issues radioactive particles.In only 34 premises our qualified expertsfound values higher than the thresholdwhich may lead to a health hazard andidentif ied intervention and mitigationtechniques. We also sponsored researchprojects which were presented incollaboration with Milano University ininternational and national conferences andpublished in scientific journals.

Risk assessment in Call Centres andSwitchboard

In collaboration with the competent doctorsand with the consulting of Milano University,we prepared a research with innovativemethodologies for risk assessment aimed atsupporting initiatives for the improvement ofwork conditions of disabled personnel workingat the switchboard and personnel working incall centres. Via the assessment of the types of disabilities –conducted in relation to the types of tasks,work environments and role – we identifiedorganisational and ergonomic interventionmeasures, as well as the need for equipmentand aids to support activities, facilitating theuse of instruments and relationship areas.Furthermore, specific health surveillanceprotocols were established and prepared by anad hoc emergency structure which was alsoillustrated in national conferences. Lastly,specific training was delivered in collaborationwith the “Istituto dei Ciechi di Milano”printing a specific manual in Braille.

Intesa SaluteHealth surveillance, performed already from1994 by competent doctors distributed onthe territory, involved over 4,000 employeeswith the establishment of a paper healtharchive which permitted us to elaboratescientific data on the health of office workers– with particular reference to videoterminalworkers – with epidemiologic surveys (withanonymous and aggregate data and with fullguarantee of confidentiality and protectionof personal data) on the vast companypopulation for targeted actions to improvehealth conditions.

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Sensitive areas


BREAKDOWN OF ABSENCES BY MOTIVATION

Disease and injuries 44.6%

Maternity 19.5%

Personal and family reasons 9.6%

Trade union reasons 14.9%

Leave for public appointments 1.5%

Leave for blood donations 0.5%

Handicap (L.104/92) 8.9%

Other 0.7%

INJURIES

Total injuries in the year 382

Number of injuries in the year (inside the company) 159

Number of injuries in the year (outside the company) 223

Training on safety in the work environment

Number of training days 1,537

Increasing efficiency and reorganisation process

For the purpose of solving the Group’s criticalissues – crit ical issues which had alsoemerged in an economic contextcharacterised by a considerable slowdown ingrowth and increasing competition – inaddition to the maximum commitment toenact the processes aimed at increasingefficiency, simplifying the structures andmodernising the company, we searched forsolutions to structurally decrease labour costsvia a continuous, transparent dialogue withTrade Union representatives inspired by theprinciples of mutual respect and fairness.

The first important issue debated with TradeUnions related to increasing efficiencystemmed in the Agreements of 5thDecember 2002 and 15th January 2003which implemented the management of the5,700 Banca Intesa collaborators declared tobe in excess, activating the procedure toaccess the Solidarity Allowance.Furthermore, other instruments to beactivated, even together, to reduce labourcosts were identified: block of turnover,interventions on company bonuses, use ofpart-time work, reduction of overtime anddeposit in the “hours bank” of the first 100hours ( instead of only the first 50) of

Sensitive Areas

84

Employees

additional work rendered in the year,processes aimed at increasing efficiency andprofessional reconversion, use of flexibility inwork hours, territorial mobility, innovativesolutions in terms of labour flexibility.In 2005 a further agreement was reachedwhich set a new access window – on amerely voluntary basis – to the SolidarityAllowance.

Cohesion and involvementThe integration of diverse organisationalstructures and cultures following the mergerof the three Banks and the need toturnaround and relaunch the Group entaileda great effort by everyone to take part in thechange process, for the development of anorganisational culture based on shared views,for the vertical and horizontal integration inthe structure and the improvement ofcompetencies for the development of thecompany. To overcome the difficulties andthe discomfort intrinsic in this complexchange process we established a massivetraining programme and activated all theinternal communication channels –traditional and innovative – to sustain thereorganisation, favour the integration ofGroup resources and support the creation ofa single and shared corporate identity.

Distribution model and commercial action

Collaborators – as emerged in series of focusgroups on the perception of the Bank’svalues which took place in the second half of2005 – recognised themselves in the tensionto professionalism, in the construction ofrelations based on trust and long-termrelations, however, they highlighted thedifficulty in fully adopting this dimension in apractice that privileges operating efficiencyand performance measurement. Tradeunions, in turn, suggested in more than oneoccasion, a reflection on the importance oflaying values as the foundations in theconduction of the company’s commercialaction.In such context, in April 2006 – as part of theconstructive dialogue with Trade Unions – animportant agreement was signed whichcommenced a path for the continuousimprovement in the quality of relations insidethe Company.

The agreement, with which we made thecommitment to identify, in the definition ofcommercial programmes, achievableobjectives and to also introduce objectivelymeasurable qualitative objectives, wants tofavour correct implementation of commercialpolicies, development of competencies, valuecreation, quality of services offered andcorrect interaction with customers, in fullconsistency with Business Plan objectives. For this purpose, the agreement sets outspecific moments dedicated to: information;attentive listening, for example through theactivation of focus groups; consultation, withthe formation of a Company/Trade UnionsObservatory (Osservatorio Azienda/Sindacato)to monitor and prevent critical situations andpromote support and improvementinterventions; training/orientation to supplyindications on the correct behaviour tofollow.

Antirobbery security Considering the evolution and the increase incriminal offences, Trade Unions andemployees strongly requested animprovement in the general level ofantirobbery protection.The Company – in addition to establishingthe Security Department which is chargedwith the governance and direction of securityactivities in the field of physical, logic, IT andoperating continuity – in May of the currentyear defined with Trade unions a specificProtocol with the aim of further improvingwork conditions and sustaining themotivation of collaborators and the quality ofrelations within the Company.The agreement represents a concretecontribution to the search of solutionsregarding antirobbery security for thepurpose of providing branches withincreasingly-adequate protection and securityconditions. It is a precise reference point forinit iatives for the rationalisation andstrengthening of security measures and fortraining/information interventions, it sets outmoments for information and consultationswith Trade Unions in local markets andattributes to the newly-establishedCompany/Trade Unions Observatory alsomonitoring and proposing functions on theeventual critical issues regarding antirobberysecurity.

85


The 2005-2007 Business Plan assigns topeople a fundamental role for thedevelopment and implementation ofcompany strategy, in the conviction that theachievement of challenging economicobjectives – pursued consistently with thedecision to ensure a sound long-term relationwith customers – is directly correlated to thecontribution of excellence that the Companymay receive from each collaborator throughan action capable of developing involvement,motivation and sense of belonging, aimed atthe continuous improvement of the qualityof relations within the Company.In this perspective, we made a commitmentto develop a series of projects which provideconcrete evidence of our values in ourorganisation. The most significant examplesare listed below.

Consideration of people,valorisation of thedifferences and uniquenessWeb TV on demand

We are developing a new instrument forinternal communication and distance trainingwhich gives each employee the possibility ofrequesting, based on the time he/she candedicate, information programmes on his/herPC. The objective is to increase the qualityand quantity of information to enhancecompetencies and simplify operations.

Archimede projectThe project to be implemented within theCorporate Division, sets out the formation ofa Knowledge Management platform whichwill enable the sharing of innovative ideasproposed by colleagues and their realisation.The areas of intervention range from productinnovation, to processes, to relations withcustomers etc.

Mobility managementIn collaboration with the competentProvince, we developed a Project forsustainable mobility in Milano and Province,aimed at researching solutions for the mostefficient home-work transfers for colleaguesand with the lowest socio-environmental

impact for the community. We therefore took part to the“Coordinamento intercomunale

d’area sulla mobilità sostenibile” promotedby the Milano Province and appointed aMobility Manager charged with coordinationof these activities and, in particular, of thepreparation of the Annual Plan of Home-Work Transfers, a document that analysesissues and proposes solutions, drawn upthanks to the data collected via aQuestionnaire prepared by the MilanoProvince. Communication and awareness campaignsare planned on all available means (Intranet,WebTV and House Organ) and incentivecampaigns are also programmed.

Project to facilitate the diffusion of company regulations

We are programming and implementing newprocesses and instruments to realise anddiffuse company regulations, rationalisingthem and facilitating search and consultationfor colleagues.

Intesa sicura con te – post robbery support

The Project sets out – consistently with thecommitments made with Trade Unions aspart of the Agreement on antirobberysecurity issues – the realisation of initiativesto manage/support to the health ofpersonnel who have suffered this type oftraumatic events which may cause significantstress. Medical and psychological support isactivated on request of the person involved.

Intesa formazione sicuraTraining activities on security will continue –again consistently with the commitments


86

Employees

made with Trade Unions as part of theAgreement on antirobbery security issues –and in particular, we will produce interactivecourses with distance training e-learningmodules for colleagues working in branchesand permanent training initiatives for allpersonnel via Web-TV which are aimed atimproving the security culture and the checkof risks in branches by Managers.

Intesa saluteFrom January 2006 we commenced a projectfor IT management of the paper archive onhealth surveil lance performed by thecompetent doctors distributed on theterritory, with the objective of developinginitiatives for the promotion of health suitedto the needs which emerge from ourevidence and improving the efficiency ofhealth surveillance.

Intesa no smokingIt is a project to support the disaddictionfrom smoking to safeguard the health ofcolleagues and their family-members via:– information activities in collaboration with

no-smoking centres of ASL (Local HealthAuthorities);

– preparation of questionnaires (usingIntranet and web tv) to identify thesmokers willing to join a disaddictionprogramme;

– participation to counselling programmesorganised by ASLs or non-profitorganisations;

– init ial and final monitoring for themeasurement of effectivenes.

Valorisation, motivationand career advancement2005-2007 training programme

To support the new Business Plan a Three-year training programme has been defined tosystematically develop the professionalism ofcolleagues with reference to thecompetencies necessary to cover specificposts and to face increasing responsibilitylevels, integrating career advancements withtraining programmes, as well as conjugatingto the best company requirements andindividual expectations in view to diffusinglearning as a lever for personal and not onlycorporate growth.

Role training programmes Specific training programmes have beendeveloped for certain professional figuresinvolved in the management of thecommercial relation with customers. In orderto better orient training interventions, the“ideal profile” of knowledge has beendifferentiated identifying 3 diverse levels of“coverage” in the roles due to various levelsof experience matured: Junior (introductionin the role) – with experience – Senior.Fruition of training programmes may occurin modular sequences, alternating classroomperiods to periods of activity, for the purposeof permitting branches a better sustainabilityof training programmes and to participantsthe application of acquired knowledge intheir operating activities.

Coverage of Roles of ResponsibilityThe project has the objective of identifyingthe qualifying competencies for the role ofBranch Manager in the Retail Division. Based on the organisational classification ofBranches (Basic, Retail, Average and Large)ideal profiles for the coverage of the rolehave been identif ied and the traininginterventions necessary for the achievementof the optimal level of coverage determined.

Training on the Code of Ethics Training initiatives on the recently-approvedCode of Ethics – which will be diffused to allemployees – wil l be delivered via thecombined use of the various didacticalchannels (web tv, classrooms, workshopsetc.) chosen on the basis of targetprofessional families.

Valorisation of potential and attaction of young talents

In this area, the projects for the valorisationof high potential resources of various Groupstructures and for the identification ofyoung talents in the Retail and CorporateDivis ions wil l be extended with thedevelopment of a modular programmewhich alternates the diagnostic and trainingmoments set out by the individualdevelopment plans.

Valorisation of seniority – “E.V.E.R.”The project wants to stimulate seniorresources to remain in service via thedefinition of instruments which, based on anorientation to continued employment, favourflexibi l ity, knowledge management,involvement and renewal of competecies.

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Performance assesment: Value andDirection by Objectives (DPO)

Progressive extension of the performanceassessment system and the DPO project toGroup companies.

Attentive listening anddialogue with our people

In this area initiatives are aimed at developinginstruments for attentive listening accordingto structured and continuous means.

Observatory on commercial actions andatirobbery security

Following the Agreements signed with theTrade Unions the Company/Trade UnionObservatory (already described in Sensitiveareas) will be fully operational and will becharged in particular, with the task ofanalysing any possible critical issues oncommercial actions and antirobbery securityand formulating proposals.

Structured listening initiativesWe will conduct internal climate surveys,focus groups and a general Group surveyevery six months. Furthermore, surveys onsingle areas will be carried out.

Listening groupsThe project entails the activation of anetwork of correspondents who receive theproposals, the criticisms, the suggestions andthe observations of the colleagues on theterritory and act as spokespersons ofmanagement strategies.

Cohesion to augment and consolidate the sense of belongingaround a strong and sharedcorporate identityIntranet portal for services to collaborators

Activation on the company’s intranet of asection dedicated to services forcollaborators: help on line, wages, 730 online, business travel and missions, usefulinformation for free time, blogs, forums.

In Intesa – Workshop on belonging andintegration

The initiative, to be activated periodically,entails a structured training course, lastingthree days, which cuts across the variousorganisational areas and aimed at sharingour corporate identity, culture and values forthe purpose of strengthening sense ofbelonging and identity. The initiative istargeted to the people hired by Banca Intesa,Banca Intesa Private Banking and BancaCaboto starting from 2003 (QD1, QD2 andThird professional areas).

Value of intangibles – Workshop Initiative aimed at reinforcing theeffectiveness of managerial actions withparticular reference to the field ofintangibles: leadership, authoritativecommunication, motivation checks andcorporate culture, merit management. Theinitiative is targeted to approximately 2,000managers.

Institution of a solidarity allowanceThe project sets out the institution of aSolidarity allowance in favour of employees,ex-employees as well as pensioners of Groupcompanies and economically-dependent orcoinhabiting relatives, which due to andfollowing particularly severe diseases andextraordinary events find themselves inconditions of need or in situations of physical,psychic, social or family disadvantage.

Equal Opportunities ObservatoryAs provided for by the Protocol on LabourRelations of 29th December 2004, the EqualOpportunity Commission will be formed withthe task of conducting studies and analyseson the work conditions of men and womeninside the Company, with a propositive andconsultation function.

88

Shareholder base and voting syndicate

The share capital of the Bank as at 31stDecember 2005 amounted to 3,596 millioneuro, divided into 5,983,374,287 ordinaryshares and 932,490,561 unconvertible saving shares, with a nominal value of 0.52euro each.

Banca Intesa’s shareholder base as at thesame date – detailed in the following table –includes reference shareholders which arepart of a Voting syndicate and hold 43.64%of the Bank’s ordinary shares (43.27% isvested in the Syndicate) and approximately194,000 shareholders holding 56.36%.

Shareholders

Crédit Agricole S.A. 1,064,827,301 2,596,258 1,067,423,559 17.80 17.84

Fondazione Cariplo 554,578,319 – 554,578,319 9.27 9.27

Generali group 435,229,478 – 435,229,478 7.27 7.27

of which

Assicurazioni Generali 1,782,764 – 1,782,764

Alleanza Assicurazioni 248,236,838 – 248,236,838

Other subsidiary companies 185,209,876(a) – 185,209,876

Fondazione Cariparma 254,375,410 6,139,792 260,515,202 4.25 4.35

“Gruppo Lombardo” 279,926,547 13,693,759 293,620,306 4.68 4.91

of which

- Banca Lombarda

e Piemontese 139,963,274 5,059,638(b) 145,022,912

- I. O. R. 29,578,536(c) 1,675,058 31,253,594

- Mittel Partecipazioni

Stabili 15,000,000 6,959,063(d) 21,959,063

- Carlo Tassara 95,384,737 – 95,384,737

Total Shareholders

in the Syndicate 2,588,937,055 22,429,809 2,611,366,864 43.27 43.64

Total other Shareholders – 3,372,007,423 3,372,007,423 56.36

Total 2,588,937,055 3,394,437,232 5,983,374,287 100.00

Name Sharesincluded in the

Voting syndicate

Shares notincluded in the

Voting syndicate

Totalshares

% of sharesincluded in the Votingsyndicate on total

% of sharesheld

on total

(a) Aachener und Münchener Lebensversicherung AG, Assitalia S.p.A., Central Krankenversicherung AG, CosmosLebensversicherungs AG, FATA - Fondo Assicurativo Tra Agricoltori S.p.A., Generali Assurances Iard S.A., Generali VersicherungAG (A), Generali Versicherung AG (D), Generali Vita S.p.A., GPA-VIE S.A., Ina Vita S.p.A., La Venezia Assicurazioni S.p.A., UMS -Generali Marine S.p.A., Volksfürsorge Deutsche Lebensversicherung AG, Volksfürsorge Deutsche Sachversicherung AG .(b) Including 4,855,302 shares via the subsidiary Banco di Brescia.(c) Shares with beneficial interest in favour of Mittel.(d) Via the subsidiary Mittel Generale Investimenti.

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Shareholders

On 3rd May 2005 the main shareholders ofBanca Intesa signed an updated text withsome amendments and integrations of theVoting syndicate previously in force.None of the parties to the Agreement mayindividually control the Company. TheSyndicate operates through: a) the GeneralMeeting, comprising representatives of theparties to the Syndicate and which meets toconsider any matter of common interestrelating to the management of Banca Intesaand its subsidiaries; b) the ManagementCommittee, which is composed by a numberof members equal to the number of partiesforming the Syndicate, plus a Chairman, ifnot elected among the Committee members.The Management Committee establishesGroup budget, policies and strategies,financial reporting and dividend policies,capital increases, mergers, changes to theCompany’s Articles of Association,acquisitions and divestments of controllinginterests and of financially or strategicallysignificant businesses and, generallyspeaking, it expresses its view – in advance –on all relevant decisions for Banca Intesa andits subsidiaries. Furthermore, it designates theChairman, the Managing Director and/or theGeneral Manager of Banca Intesa and theChairmen, the General Managers and theManaging Directors of the principalsubsidiaries; c) the Chairman, elected by the

Management Committee, by an absolutemajority of syndicated holdings. The transfer of the syndicated shares issubject to pre-emption, with the exception ofthe transfer in favour of parent, subsidiary orsister companies as well as for the transfer ofshares syndicated within “GruppoLombardo”. On 20th December 2005 CarloTassara S.p.A. entered “Gruppo Lombardo”vesting in the syndicate a 1.59% stake ofordinary share capital. The Agreement in force expires on 15th April2008 and it may be tacitly renovated everythree years, save for cancellation six monthsbefore the expiry date.

Transparency with the market

Starting from the presentation of the BusinessPlan and the objectives of the Bank for the2003-2005 period communication tofinancial markets and media became evenmore timely and frequent to facilitate accessto updated information on the Group andcomprehension of company results andstrategies.

Voting syndicate

Other sharesheld bysyndicateshareholders 0.37%

Othershareholders 56.36%

“Gruppo Lombardo” 4.68%

Fondazione Cariparma 4.25%

Generali group 7.27%

Fondazione Cariplo 9.27%

Crédit Agricole 17.80

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Shareholders

Banca Intesa adopts a corporate governancesystem based on maintaining managerialautonomy and independence that – throughcontinuity and stability of guidelines andpolicies – is oriented to long-term valuecreation for all stakeholders. In relations withshareholders, this means that we do our bestto make sure that for all shareholders:

– value of capital invested in Banca Intesa issafeguarded and augmented in asustainable way over time;

– equal access to information and utmostand constant attention are ensured,without any discrimination and privilegedtreatments;

– informed and aware participation to thedecisions which involve the life of the

Bank is favoured.

To guarantee equal access to information toall shareholders and stakeholders,information is made available and may beaccessed in a timely, easy and non-expensivemanner through a plurality of channels: forexample, Internet, PDA, conference calls withfree toll number, brochures, letters toshareholders, free postage of annual reportsupon request through the Bank website.In particular, the following documents areavailable on the Banca Intesa website(www.bancaintesa.it):

– the Annual, half-year and quarterly reports;– the Annual corporate governance report; – information to shareholders on the terms

Relations with shareholers and the financial community

Establish an evenmore transparentrelationship with the market, the

financial communityand public opinion

– We intensified communication with financial marketsand media and developed new channels to makeinformation available with timeliness;

– Group transparency with the market and allstakeholders has become a central element in theBank’s communication;

– Investor Relations had an even more frequent presencein the timely reporting of company trends.

This is the objective we had set ourselves with the2003-2005 Business Plan and the actions taken andresults reached:

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Relations with shareholers and the financial community

Communications 2005

Institutional presentations 46

Financial communications released 101

Road shows (number) 21

Europe 19

United States 2

Meetings with investors and analysts (number) 202

Requests received and satisfied 12,000

and means of exercise of their rights, suchas the participation to the Shareholders'Meetings, collection of coupons,transactions on capital etc.;

– press releases and presentations ofcorporate results and strategies to themarket;

– main company documents; – stock price performance of the Banca

Intesa share, information on shareholderbase and the voting syndicate;

– the rat ings ass igned by specia l i sedagencies.

In 2005 in the Hallvarsson&HalvarssonWebranking tables, Banca Intesa was in 5thposition out of 80 in Italy and 47th out of150 in Europe, with a significant

improvement with respect to the 9th positionout of 40 and 306th position out of 500,respectively, registered in 2002.

In compliance with international bestpractices, we periodically have meetings andconferences (both conference calls andwebcasts) with the financial community,Italian and foreign, for the purpose ofstrengthening long-lasting and continuousrelations which contribute to creation ofsustainable value over time. To this aim, also“perception” analyses are periodicallyconducted with financial analysts andinstitutional investors, which enable toperceive their opinions-needs-expectations.

Communication with the financialcommunity – which focused on the strategicobjectives of the 2003-2005 Business Plan(presented in September 2002) and those ofthe 2005-2007 Business Plan (presented inJuly 2005), as well as on the timely reportingof company trends and of the extent towhich objectives have been achieved –

facilitated the acknowledgement of ourresults by financial analysts, rating agenciesand investors.The recommendations of the approximately30 financial analysts that cover Banca Intesarecorded a significant improvement startingfrom the presentation of the 2003-2005Business Plan:

Recommendation April 2006 December 2002

Buy 58% 38%

Hold 42% 28%

Sell – 34%

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Shareholders

On approval of 2005 financial statements,which closed with a consolidated net incomeof 3 billion euro, the Shareholders’ Meetingheld on 20th April 2006 resolved upon – inline with the objective indicated for 2005 inthe 2005-2007 Business Plan – thedistribution of over 1.5 bil l ion euro ofdividends, more than double the 0.7 billioneuro distributed in 2005 on 2004 results,which had registered a consolidated netincome of 1.8 billion euro. With the implementation of the 2005-2007Business Plan, we strengthen our role ofpartner in growth for all stakeholders, via theincrease in the return on the capital investedby shareholders, the development of long-

term relations with customers based onmutual satisfaction, the offer of professionalgrowth opportunities in a motivatingenvironment for the whole personnel andthe support to the development of theCountries in which we operate, first andforemost, Italy.Also for strengthening of long-term relationswith shareholders and customers, in 2005we introduced special terms for shareholderswho possess at least 1,000 Banca Intesashares in a deposit under administration withthe Bank, with costs of the Conto Intesacurrent account that are halved with respectto standard conditions.

Also the rating assigned by specialisedagencies recorded a significant improvement:– in June 2004 Moody’s improved outlook

from stable to positive on the A1 rating forlong-term debt;

– in July 2004 Standard & Poor’s improved itsrating to A (from A-) for long-term debtand to A-1 (from A-2) for short-term debtand in October 2005 it again upgraded therating of long-term debt to A+ (from A);

– in December 2005 Fitch improved outlookfrom stable to positive on the A+ rating forlong-term debt and upgraded theindividual rating to B (from B/C).

As regards investors, the quotation of theBanca Intesa ordinary share almost tripledfrom 12th November 2002 (date of thepresentation of the first quarterly results

subsequent to the launch of the 2003-2005Business Plan) to 31st March 2006 and thecapitalisation (including saving shares)increased by approximately 23 billion euro(from approximately 11 to approximately 34billion euro).Considering also the amount of dividendspaid – both in cash and with free sharedistribution – in the 2003-2005 period valuecreation for shareholders equalled 25.5billion euro.Priority strategic objectives indicated in the2003-2005 Business Plan – value creation forshareholders, risk profile, asset quality,capitalisation and the formation of platformsfor sustainable growth – were achieved and,in certain cases, exceeded as for example:

2005 objectives in the 2003-2005 Plan Actual 2005 results

Earnings per share € 0.32-0.35 € 0.44

€ 0.37 (1)

Increase in the “weight”

of retail on total assets 68% 70%

(1) Excluding capital gains related to Nextra Investment Management and the sale of the loan servicing business of IntesaGestione Crediti, non-recurring charges connected to the assignment, for free, of shares to employees and non-recurring provisions for risks and charges.

93

Relations with the media

The definition and management of theGroup’s communication actions with themedia and Italian and foreign opinion makersis conducted by the Media Relations Office.The central objective of the activity is that ofcommunicating initiatives of strategic andoperating importance for the Group to allstakeholders and developing a relation ofutmost transparency with the financialcommunity and Italian and foreign publicopinion.

The communication actions of the MediaRelations Office are aimed at providinginformation in a timely, detailed andtransparent fashion on:

– the new values of corporate identity andthe role we have in the support to thedevelopment of the country;

– the Business Plans;– the presentation of the quarterly/half-

year/annual results;– the launch of new products/services of

particular relevance for all stakeholders;– the development of cultural or social

initiatives of particular importance.

To ensure utmost transparency with allstakeholders, all of the Group’s strategicinformation is made available with timelinessvia the dedicated section of the Group’swebsite that is updated daily.

Relations with the media

Communications 2005

Press releases (Group total) 462

Press conferences 109

Presentation of products and initiatives 82

Research and relations with the finance world

The knowledge of economic and financialphenomena, of the corporate, industrial andterritorial situations in which we operate isfundamental for understanding the maintrends of the reference markets, identifying

their growth potential and contributing toorient our activities.However, Banca Intesa’s research is alsoaimed at promoting public initiatives with theobjective of stimulating the debate on

94

Shareholders

economic and financial issues and, wherepossible, to offer suggestions to competentauthorit ies. We make an effort in thisdirection by leveraging on the wideknowledge base that derives from ouractivity and from the professionalism of ourcollaborators, participating to the economicand financial debate, both national andinternational, via studies and researchprepared in house which we diffuse to thepublic and the financial community. In particular, in the last few years initiativesaimed at increasing the awareness of publicopinion and economic operators on the roleof factors such as research, innovation,marketing, ICT, human capital in thedevelopment of competitiveness not only oflarge companies, but also of SMEs.The relations with category associations,other associations and research centresrepresent an opportunity to exchange viewsfundamental for Group development. Forthis reason we back and promote externalanalysis and research initiatives by bothproviding direct collaboration and supplyingeconomic support.

The conferences organisedby Banca Intesa in 2005

62° Rapporto Analisi dei settori industriali(62nd Report on Italian industrial sectors)Milano, 7th April 2005

I distretti industriali italiani: strategie pervincere sul mercato globale (Italianindustrial districts: strategies to win in theglobal market)Milano, 14th June 2005

64° Rapporto Analisi dei settori industriali(64th Report on Italian industrial sectors)Milano, 20th October 2005

Rinnovare il modello di successo del Madein Italy (Renovating the model of successof Made in Italy) Conference organised incollaboration with Pambianco-Strategied’Impresa, Milano, 8th November 2005

Processi di decentramento e rilanciodello sviluppo: Investimenti pubblici,infrastrutture, competitività (Processesof decentralisation and relaunch ofdevelopment: public investments,infrastructures, competitiveness) Roma, 19th October 2005

The independence and reputation of researchare values which are increasingly requestedby financial markets and, in particular, byinvestors. We are committed to ensure thatour economists and financial analysts expressindependent judgement and, for research wediffuse to the outside, we have preparedcertain templates to protect investors, ongovernance and conflicts of interest. Thesolution adopted in the organisation sets outthe formation of a single research structure,the Research Department, independent andautonomous from the business units.

Stock market indexesEvery day we diffuse a series of stock marketindexes which have a long tradition – theindex called Comit Global, the most renownwas launched in 1972 – and represent areference point for investors and the financialcommunity. Currently 25 Italian mutual fundsuse them as benchmarks. In June 2006 anew series of indexes was launched, destinedespecially to be used as benchmarks byMutual Funds, devised in the respect of theconcentration limits (so-called 10/40) of theUCITS III Directive. Currently 31 stock marketindexes are calculated and diffused.

95

In the relationship with our suppliers weadopt a policy which privileges quality,service reliability and proposed innovation.

The lines of development which we havefollowed in the Group’s procurement policiesare listed below:

Suppliers

Rationalisation of supplycontracts to achieve savings

and increase efficiency of organisational process

and models

We redefined the procurement managementsystem aiming at an effective expensecontainment, optimising processes,introducing innovative technologicalsolutions that enabled us to increasetransparency and pursuing a consumptionmodel oriented at waste reduction.

Banca Intesa SpA 2005 Goods mil/€ Services in mil/€

Orders 300 1,500

In 2005 we maintained commercial relationswith approximately 5,000 suppliers for an

overall total of orders equal to approximately1.8 billion euro.

Banca Intesa SpA n. suppliers Amount Ordered in mil./€Breakdown suppliers/country 2005

Italy 4542 1,730

Europe 313 54

North America 82 13

South America 12 2

Asia 10 1

total 4959 1,800

(1) Figures referred to the sole Parent Company.

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Suppliers

A new procurement modelfor stationery material: e-procurement

As part of the optimisation process, alreadyin 2003 an e-procurement processcommenced which, via the elimination ofwarehouses and the relative stocks ofmaterials, proposes a new consumptionmodel. In this way each requesting person isdirectly responsible for his/her consumptions. E-procurement is used to manage orders andprocurement of the entire bank for fourmacroclasses of materials: printed material,stationery, EDP accessories and cheques andsaving deposits booklets.The project was made possible by thecollaboration of suppliers. The path that wewanted to take was also “cultural”, aimingto diffuse a greater awareness onconsumption and make the entireorganisation accountable for an efficientreduction in waste.

Transparency in theprocurement processes andin supplier selection

Our attention in introducing innovation inprocurement processes enabled us to makethe valuation criteria we use for offers evenclearer. Starting from 2003 we experimentedwith good results an eSourcing portal whichoffers traceabil ity and full functionalcoverage of the negotiation process in all itsphases: from management of supplierselection to the organisation of thenegotiation process; from publication of theprocurement l ist to the invitation ofparticipants; from collection and analysis ofoffers to the automatic preparation ofreports and end-of-tender reports.On the Home page of our website(www.bancaintesa.it) in the “contacts” and“suppliers” area we are testing the possibilityof signing up to the portal and proposingone’s candidacy to the suppliers register.Following acceptance it is possible to takepart in negotiation processes. From 2003 todate, 66 on-l ine tenders have beencompleted, for an overall transacted value of146 million euro and 1,216 suppliers invitedto take part.


In 2006 we intend to further develop thesupplier qualification process on our Internetportal introducing, in addition to theacceptance of Banca Intesa’s general supplyconditions, the request to share theprinciples set out in our Code of Ethics.

We will progressively introduce a rating forthe selection of suppliers based on thepossession of quality and environmentalcertifications.We intend to strengthen a relation with oursuppliers based on dialogue to favourrelations of mutual quality through suppliersatisfaction surveys.

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Attention to the environment is one of thedimensions of the responsibility which weintend to take on in the valuation of theconsequences of our decisions.We are at the beginning of a path that willtake us to the full identif ication andmanagement of the impacts that ouractivities have on natural resources. We willconsider both indirect and direct impacts.The former are related to our role in socialand economic development and translateinto the possibility of supporting initiativeswhich are or are not environmentally

compatible. These aspects are illustrated inthe various chapters in the stakeholderaccount.Instead, the direct environmental impacts areconnected to our daily operations: theconsumption of resources such as paper,energy or atmospheric emissions derivingfrom heating or air conditioning in buildings.In this f ield we pursue a consumptionrationalisation policy, through educationactions and internal training, to make allemployees aware of responsible behaviour.

The relationship with the environment

Environmental Performance Indicators (1)

3,000,0002,800,0002,600,0002,400,0002,200,0002,000,000

2004 2005

2,467,928

Gas (litres)

2,412,996

12,000,000

6,000,000

2004 2005

9,914,129

Methane (mc)

9,934,515

(1) Figures refer to the Parent Company, Italian Subsidiary Banks and International Subsidiary Banks. Intesa Casse delCentro and the related Saving banks, Banca Intesa Beograd and KMB are not included.

The 2003-2005 Business Plan did not set specificobjectives as concerns the environment but our

attention to the growth of the country in terms ofvalue creation, for us and our stakeholders,

underlies the capacities of economic, social andenvironmental development of the communities

with which we have relations, limiting the negativeimpacts of our activities.

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2,800,0002,500,0002,200,0001,900,0001,600,0001,300,0001,000,000

2004 2005

2,165,234

Water (m3)

2,174,937

100806040200

2004 2005

46.5

Water m3 per employee

46.4

200,000

160,000

120,000

2004 2005

173,358

CO2 emissions (t)

183,523

Banca Intesa SpA - SPECIAL WASTES: Total quantity disposed 2005

Obsolete appliances Kg 263,366

Obsolete electronic equipment Kg 89,994

Accumulators Kg 2,070

Dangerous toners Kg 1,463

Solvents Kg 300

PCB accumulators Kg 2,410

Infirmary waste Kg 84

Packaging in plastic Kg 14,059

350,000,000

300,000,000

250,000,000

200,000,000

2004 2005

290,000,361

Energy (KW/h)

310,182,72710,000

0

2004 2005

6,222

KW/h per employee

6,620

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Energy use: electric energy,cogeneration and energy saving

To rationalise supply contracts and achieveexpense savings and optimise consumption,a model for the management of electricenergy problems was realised within theGroup.For the purpose of concretely benefitingfrom the liberalisation of electricity (seeBersani Decree, Legislative Decree 79/99 andLaw 57/01), that among other things,establishes the penalties in case ofprogrammed use thresholds are exceeded,we are experimenting a control system formonitoring the energy consumption of singleoperating units, highlighting anyconsumption or operational anomalies. Thisalso enables us to have fundamental figuresto estimate energy required.We have activated a plan which sets out thesubstitution of gas oil thermal power plantswith methane gas power plants or heatpumps, which enable to achieve – in additionto the economic advantages deriving fromthe reduction of operating costs – theemission in the atmosphere of less pollutingsubstances, contributing to the safeguard ofthe environment.One of the main interventions was therealisation in Parma of a new cogenerationplant run with methane, capable ofproducing electric energy (for 1,800 kW)recovering thermal energy (for 2,070 kW).This source of energy is used for heating inwinter and air conditioning the buildings insummer. The plant has a system whichenables to optimise its functioning for energysaving and reducing the emissions of harmfulgas thanks to the recourse to thermal energy.

ABI ENERGIA consortiumAlready from 2004 we took part to ABIEnergia, the Consortium formed for thepurpose of defining targeted actions for anoptimised use and procurement of energy.The Consortium aggregates banks andtechnological partners operating in the

energy sector which have the followingobjectives:

– reduction of energy procurement costs;– reduction of energy consumption;– reduction of environmental impact of

energy consumption;– reduction of operational risk associated

with the use of energy.

In addition to agreements signed with energysuppliers on the market, ABI Energiadialogues with Institutions, Universities andResearch Centres for knowledge sharing andidentifying best practices in the field ofenergy management.

Waste treatmentFrom 2002 we commenced the differentiatedcollection of paper, plastic and specialwastes, introducing differentiated containersfor type of waste in work environments. ITmaterial (PCs, obsolete electric and electronicappliances, printers and toner cartridges) isdisposed of by credited companies for theirreuse/recovery.

Use of eco-compatibleproducts

We are committed to a progressive reductionin paper consumption, giving impulse to thedevelopment of IT supports in internalcommunications and to increase the use ofecologic paper, both recycled and made withlow environmental impact.At the end of 2004 we commenced the“eco-compatible consumption products”project which sets out the progressivesubstitution of the convertible forms in usewith products certified by “Ecolabel” – theEU logo which characterises the productswhich respect environmental quality criteriadefined by the European Commission.

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Integrated logisticsAlready from 2003 we started implementingan integrated logistic project for the purposeof rationalising the delivery processes ofstationery materials, internal correspondenceand files to be archived, consolidating orders,

optimising travel scheduling and movementof auto vehicles. The project enabled us toobtain, in addition to waste reduction andcost optimisation, also a reduction inenvironmental impact.

PAPER CONSUMPTION 2004 2005

BANCA INTESA SPA

Kg of paper consumed 4,200,000 4,029,456

Paper: consumption per employee (kg) 137 133

Recycled paper / Total (%) 2,96%

ITALIAN SUBSIDIARY BANKS

Kg of paper consumed 697,364 706,682


INTERNATIONAL SUBSIDIARY BANKS

Kg of paper consumed 856,436 896,414


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We intend to develop Internal guidelinesdedicated to the management of the directand indirect environmental impact of ouractivity. The specific projects we have alreadystarted working on are:

Direct ImpactEnergy use

Energy consumptionProgressive extension of the transformationof gas oil thermal power plants.Realisation of a system of remotemanagement of freezethermic plants on agroup of test branches, aimed at energyconsumption containment.

ABI Energia: education to saving As part of the Consortium, we intendto implement the training initiative for

the sustainable use of electronic energy inthe work environment diffusing the Guidedrawn up by ABI Energia “save theenvironment with a click”.

Use of eco-compatible productsCompletion of the introduction of Ecolabelpaper on a wider range of products.

Mobility management The project which is under development for

our colleagues has the objective ofimproving quality of life and at thesame time it is an instrument to reduce

the levels of urban traffic congestion and ofatmospheric pollution.

Indirect impact Adoption of the instruments provided forby the Kyoto Protocol

As part of the Kyoto protocol, which hasnow entered its operational phase, variousindustrial sectors must respect carbon dioxide

quotas, reducing them or purchasing them, ifreduction is not possible. For the purpose ofsustaining Italian companies in reducing thepurchase cost of such quotas, we intend tojoin the Italian Carbon Fund, fiduciary fundmanaged by World Bank within CarbonFinance.

Italian Carbon Fund Formed in November 2003 from theagreement with World Bank and theEnvironment Minister, who paid a start-upcontribution of 15 mill ion dollars, it isoperational from March 2004.The Fund sets out, for public-sector andprivate-sector companies, the possibility ofpurchasing credits (at competitive prices) forthe reduction of emissions produced, byinvesting in project which determineadvantages for the environment and employsustainable technologies in Emerging orTransition Countries; projects which mustcomply with requirements of the KyotoProtocol.

Adoption of international protocolsWe intend to adopt international protocolsthat define conduct criteria in financingprojects which may have significantenvironmental impact:– Equator Principles, which set out a

common reference framework forinternational project finance, based on anexternal benchmark contained in theguidelines of World Bank and IFC (whichset out prevention and reduction ofpollution and safeguard of environment,health and security);

– The environment programme of UN - UNEPFI which sets out the development andpromotion of relations between theenvironment, sustainability and financialperformance;

– Global Compact of United Nations which,among other principles, sets out thepromotion of environmental sustainability.


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Synergies with the third sector

We feel the duty to make a commitment tofacilitate access to credit and safeguard therights of citizens. For this we formed

“Laboratorio Banca e Società” (Bank andSociety Laboratory), a structure in staff to theManaging Director and CEO, dedicated to thestudy and realisation of a series of projects forpeople who risk exclusion from credit andsocial marginality.In certain projects, the Laboratory commenced

The relationship with the community

We want to be close to the projects andexpectations of people, companies, entitieswhich work for the development of the localmarkets in which we operate, open to theincreasingly-integrated dimension of civil lifeat national and global level.

A concrete approach to achieve this objectiveis the constant attention to social issues,culture, knowledge development to improvequality of life and relations. The 2003-2005Business Plan gave particular evidence to thevalorisation of the social role of our bank:

Development of partnershipswith organisations of the third

sector for the purpose offavouring civil society initiativeswhich promote social cohesion

Focalisation of our support toinitiatives which are particularly

significant from a social andhumanitarian viewpoint

Support to the development ofcultural policies for the

production of value and utility for the community

– We developed synergies with social enterprises,non-profit entities and the third sector realisingprojects in favour of the community together.

– In 2005 we destined over 60% of donations tosocial and humanitarian interventions. In this fieldwe defined the three-year commitment – inpartnership with Fondazione Cariplo – for thehumanitarian initiative “Project Malawi”;

– We provided continuous support to worthyinitiatives such as for example research on cancerand the fight to indigence, improving theknowledge of the way that supported initiativesoperate, consolidating the collaborations anddeveloping new initiatives together.

– We developed initiatives in the field of promotionof Italian culture via the safeguard of the Italianhistorical and artistic heritage, to protect andvalorise our artistic and historical-documentaryheritage, the promotion of the activities of entitiesand institutions with significant cultural andeducational profile. We were inspired by theprinciple of realising a common and useful goodmaking it accessible to a greater number ofpeople.

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new “public-private” collaboration meanswith entities (non-profit, PublicAdministrations, Institutions, Trade Unions andindustrial associations) which offer services tothe person.The wealth of knowledge we have formed inthe continuous search of synergies with theworld of the third sector enabled us to launchbanking instruments with a strong innovativecontent and high social impact, realised incollaboration with the Bank structures whichdeal with relations with customers.Certain projects have already been realisedand others are under development in the fieldof support to social enterprises:

Construction of nursery schoolsConsorzio PAN (Progetto Asili Nido)PAN is non-profit consortium, established inMarch 2004 by the collaboration of BancaIntesa with the major social enterprisenetworks (Consorzio CGM (Gino Mattarelli),Federazione dell' Impresa Sociale diCompagnia delle Opere and Legacoop)aimed at forming new nursery schools andstructures for infants over the whole nationalterritory.PAN has the double objective of supportingenterprises which offer services to infantsand the families that use them by:

– supporting the “start-up” phase of thestructures with loans up to 100,000 euro forrestructuring and adapting premises to thenew nursery schools. It finances furnitureand requalification of existing structures upto a maximum of 50,000 euro;

– providing assistance in the preparation ofthe business plan and in the training ofpersonnel;

– enabling families which send their childrento a PAN structure to obtain special financialservices, such as “diluzione della retta”(dilution of the fee): a loan which enables topay the nursery school in small monthlyinstalments for 6 years instead of facing astrong expense concentrated in the 2/3years in which the child attends nurseryschool.

The new structures will use the PAN qualitybrand, which guarantees the quality of thepremises, of the educational project, ofrefection and medical assistance as well asthe congruity between prices and services.The maintenance of the brand issubordinated to a periodic accurateverification by Consortium inspectors.As at 31st December 2005 PAN formed 178

nursery schools with approximately 5,000children and over 1,000 employees, almostexclusively young people with high schoolpreparation.Approximately 1,000 new requests comingfrom all over Italy are being screened.

In 2005 we inaugurated the firstcorporate nursery school with the PANbrand for Banca Intesa employees.

Project Malawi We devised an international cooperationproject in favour of one of the 15 poorestCountries in the world, the African State ofMalawi.

Project Malawi, developed with FondazioneCariplo, sees the direct involvement of localGovernment structures and certain importantItalian and international non-GovernmentOrganisations and is articulated in fourmacro-areas of intervention, each assignedto a single implementing partner:

– Community of Sant’Egidio is responsiblefor AIDS treatment and care;

– Save the Children Italy has been assignedassistance of orphans;

– two Malawi scout associations (MAGGA-SAM Scout) have been assigned educationand prevention;

– CISP (Comitato Internazionale per loSviluppo dei Popoli) is in charge of localdevelopment and microfinance.

Banca Intesa and Fondazione Cariplo havethe role of cofinancer and coordinator of theproject.The main action is focused on thedevelopment of interventions for the purposeof contrasting the vertical mother-child Aidstransmission, and will be coordinated by theCommunity of Sant’Egidio through theprotocol D.R.E.A.M. (Drug ResourcesEnhancement Against Aids andMalnutrition). Dream is based on a qualitydiagnostic-therapeutic approach identical tothat used with success in the West, and thatalready led to important results in theneighbouring Mozambique. Project Malawi will start a pilot project in theBlantyre area (in South Malawi), where,within June 2006, it will establish a molecularbiology laboratory and a health centre forthe screening of pregnant women, thedistribution of anti-retroviral medicine andthe monitoring of the ill. Simultaneously acentre providing assistance to orphans and aconsulting centre for microfinance to support

society”. This thought, simple but notsimplistic even for adults, is presented tochildren through games and simulationswhich are centred on the bank and its role,including its social role.The daily activities of the pupils – guided byteachers and registered in a class diary – leadto a mark. The mark realised wil l beconverted in concrete aids to the children inMalawi: toys, school materials and furniture.The website www.ascuoladirisparmio.it is thewindow, open in real t ime, on projectobjectives, activities and results.

Liberal donations throughthe allowance forcharitable contributions

The Articles of Associations set out aspecific allowance for charitable, socialand cultural contributions. It is aninstrument which involves al l

shareholders since every year theShareholders’ Meeting decides to allocate aportion of net income to this allowance.The amount of resources available is variableand connected to our economic results.Management of the allowance for charitablecontributions is organised through anarticulated operating model which attributesthe decision-making role to specific bodies inthe company’s top management with specificlevels of autonomy. In 2005 we invested,solely for Banca Intesa, donations of 4.6million euro.With the 2003-2005 Business Plan, themanagement of the Allowance for charitablecontributions recorded a profound changeaimed at i) focusing on social andhumanitarian initiatives, ii) developing closerelations with territorial relation structures tobuild intelligent antennae on innovative andsocially appreciable experiences and projectsand i i i ) consolidating relations withinstitutions that are socially and culturallyactive in the areas where the Bank is presentto guarantee continuity over time of themain projects.In 2005, Banca Intesa supported variousprojects grouped according to two differentbranches of responses to the emerging needsof society. These are the main areas andsome of the most significant interventions forthe social and cultural value sustained:

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families hit by AIDS will be formed and aprevention campaign will be launched andmanaged by the scout associations.In the two subsequent years the project willbe extended to most Malawi districts in closecollaboration with the Malawian democraticGovernment.Banca Intesa and Fondazione Cariplo haveallocated three million euro in favour ofProject Malawi. Based on results achieved,the financing may be raised to 9 million euroin 3 years. Other resources will be added viainternational cofinancing and other fundraising initiatives in Italy. The Project ismonitored in its every component by anexternal auditor, the Cooperation andDevelopment School of Università degli Studiof Pavia.Colleagues have been constantly informedabout the development of the project that, inorder to enable everyone to express theirsolidarity, was accompanied by a fundraisinginitiative via the donation of the equivalentof one or more lunch tickets. Approximately

7,200 colleagues took part to theinitiative and permitted raiseapproximately 140,000 euro.

Connected to Project Malawi is anotherinitiative which sets out a new concept ofsaving, intended not only as accumulationbut as the responsible use of resources for amore balanced development of society andfor solidarity with the Countries of the worldin extreme conditions of need.

A scuola di risparmio (Learning to save) In December 2005 Banca Intesa (with13 Group banks) and FondazioneCariplo launched “A scuola di

risparmio” (Learning to save), a new projectfor the children of II, III, IV and V grade ofelementary school. Teachers guide their pupils in the discovery ofthe individual and social advantages of anaware use of resources (energy, food,consumables, and water). And this is the“door” through which we want to introducea new concept of saving, intended not onlyas an egoistic accumulation but as theengine of the economy and society. The objective is that of explaining how savingis created and how it enters the economiccircuit and is translated into economicgrowth or into the solution of socialproblems.“Resources saved may be transformed intoloans and therefore in public and privateinvestments, with benefits for people and

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Projects of great humanitarian impact to favour the rights of all people to a dignified life and to a better future

– on this specific issue noteworthy is thethree-year support to “Project Malawi”,illustrated above.

Training and research, alongsideuniversities, specialised centres in its functions of innovation andtechnology transfer

– support and collaboration with AIRC(Associazione italiana per la ricerca sulcancro); attribution of scholarships toFondazione Alberta Pompei Onlus of Romato support scientific research for thediagnosis of osteoporosis and fracture riskprediction.

Development of services to the person,favouring innovative projects so to helpthe needy, in the respect and safeguardof the dignity of the weak

– support to the Fondazione OperaImmacolata Concezione of Padova active in the sector of assistance to the elderly; support to the Fondazione BancoAlimentare, with reference to theorganisation of the National food collectionday

Protection and development of projectsof religious communities, at their side to support their service on the territoryand their objectives of social andhumanitarian commitment

– contribution to the Bishop of Parma for therestructuring of the presbytery of theCathedral; project for IT control of thevolumes in the Vatican Apostolic Library;restoration of the Mascioni organ in theCathedral of Cagliari.

Cultural and civil promotion of theterritory, through the development of new collaboration models betweenpublic and private entities to valoriselocal traditions and contexts

– collaboration with the AssociazioneInteressi Metropolitani for the promotion ofthe Milano area; support to the FedericoFaruffini School of Art of the City of SestoSan Giovanni.

Concrete help to those who make aneffort, to those who are able and needyto reach the highest schooling andprofessional training even if without thenecessary economic means

– Scholarships to the Fondazione “ComunitàDomenico Tardini” active in the support ofable and needy young university students.

Favour access, by a large public, to thelanguage of music that represents afundamental aspect of our culture and a fascinating testimony of our heritage

– contribution to the annual edition of theInternational Piano Festival “ArturoBenedetti Michelangeli” of Brescia andBergamo; support to the activities of theAssociation Amici della Scala di Milano.

Attention to the European dimension of our heritage, to favour economic, cultural, and social integration and cooperation

– contribution to the organisation of the XIIIinternational convention of orthodoxspirituality of the Monastic Community ofBose.

SponsorshipsAs concerns sponsorships we rationalisedinvestments unifying their coordination andmost of the management. Our interventionmainly concentrated on activities in the socialand cultural field, to support the new imageof the Bank and the new identity of theGroup.In 2005 we sponsored various activities toensure our active participation to the life ofthe country and to contribute to itseconomic, social and cultural development.Sponsorships disbursed by the sole Parent Company in 2005 amounted toapproximately 8.5 million euro.

Economic growthInterventions in this area confirm our will tofavour the development of companiessustaining initiatives promoted by entities,institutions and primary organisations to feedthe virtuous circle of trust.

Among the most significant initiativesnoteworthy are our partnership withConfindustria, to consolidate the relation withthe main Association of Italian companies;the collaboration with Compagnia delleOpere, to support the initiatives and meetingsof the organisation – among which theMeeting in Rimini; Premio Impresa e Cultura(Business and culture prize), to promote thecultural investments of companies. Also the

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activities alongside Universities to sustainresearch are part of this plan.

Social developmentFor the purpose of a renewed culture wedevelop our participation to activities of highethical and social value, in line with socialresponsibility values. These initiatives testifythe Bank’s commitment and capacity toinvest in new growth opportunities for thecountry, setting up strong links with Italiansociety as the Bank's main asset.Among the initiatives in this area particularlysignificant are: Fabbrica del Sorriso (The smilefactory, in favour of needy children), thesupport to AIRC for the realisation of theGiornata dell’Azalea (Day of the Azalea), oursupport to Fondazione Banco Alimentare forthe realisation of the Giornata della CollettaAlimentare (National food collection day).

Cultural developmentIn collaboration with primary culturalinstitutions in Italy, we conceive thepromotion of the Italian culture as an integralpart of our responsibility through projects tosafeguard the Ital ian historical-artisticheritage and support the activities of entitiesand institutions of significant cultural andeducational profile. Among the initiatives inthis area we highlight: the partnership withTeatro alla Scala for the support of the opera,concert and ballet season; the collaborationwith FAI-Fondo Ambiente Italiano for therealisation of the initiative “I Luoghi delCuore” (Places of the heart); the agreementwith Fondazione Giorgio Cini to support thescientific and cultural activities promoted bythe association; and all the initiatives infavour of theatres as a contribution to thediffusion of culture on the territory.

The main initiatives sustainedItalian Association for Cancer Research(Associazione Italiana per la Ricerca sulCancro - AIRC)

Day of the Azalea of ResearchWe support AIRC in the realisation ofthe traditional Day of the Azalea of

Research in occasion of Mother’s day, from1997. We actively promote the initiative at allour branches and involve all colleagues. TheItalian Association for Cancer Research, non-profit private-sector entity, was founded in1965 thanks to the initiative of certainresearchers of the Cancer Institute of Milano,

among which Professor Umberto Veronesiand with the support of eminent Milaneseentrepreneurs. From the year of itsestablishment AIRC was always committed topromoting cancer research in Italy. Itsprogressive expansion leads it now to counton 17 Regional Committees and over1,800,000 members. In short, the activitiesof AIRC consist in raising and distributingfunds in favour of cancer research and indiffusing correct information on cancer tothe public. Funds raised are distributedannually to research projects and scholarshipsdeemed to be valid in terms of scientificcontent by the AIRC Technical-ScientificCommittee, made up of cancer scientistscoming from all over Italy, helped in theirvaluation and selection activities by 350European and American researchers.

Fondazione Banco Alimentare – Nationalfood collection day

We support the Foundation in theorganisation of the National food collectionday (Giornata Nazionale della CollettaAlimentare), the collection of food is carriedout in collaboration with the mainsupermarket chains in favour of the needy.The purpose of Fondazione BancoAlimentare Onlus is the collection of excessfood and its redistribution to Entities andinitiatives which, in Italy, provide assistanceand aid to the poor and emarginated. TheFondazione is on the one hand, at the serviceof companies that have problems of stocksand excess food and, on the other hand, toAssociations and Assistance Entities whichdistribute meals on a continuous basis. Banco Alimentare is therefore the ideal go-between for any "waste" of the agro-alimentary chain to be turned into value forassistance entities.

Fabbrica del SorrisoThree years ago we started our partnershipwith Mediafriends Onlus for the realisation ofFabbrica del Sorriso, a great solidarityinitiative promoted in the main programmesof the Mediaset television channels aimed atraising funds in favour of disadvantagedinfancy.We are the reference bank of the project andall our channels – branches, cash dispensers,telephone, Internet – may be used for thecollection of donations.Mediafriends Onlus is the associationestablished by R.T.I. SpA, Mondadori SpA andMedusa SpA for the realisation of eventsaimed at raising funds to be destined to

charity and financing projects in the followingsectors: social and health assistance; charity;instruction and training; safeguard,promotion and valorisation of culture, art andgoods of artistic and historical interest;safeguard and valorisation of nature and theenvironment; international cooperation.

FAI – I luoghi del cuoreWe are partners of FAI for therealisation of the project “I Luoghi del

Cuore”, an initiative promoted for thevalorisation of Italy’s artistic, cultural andenvironmental heritage. With this initiativewe intend to identify the places that havehad a particular importance in the life ofpeople which they would l ike to beconserved. For this purpose, via the brancheson the territory, we promote the projectproviding the main collection channel andwe favour signalling of places. All indicatedplaces are communicated to competentauthorities to stimulate their involvement.We participate in the recovery of the mostsignalled places: to date we have supportedthe restoration of Mulino di Baresi(Bergamo), of the Bridge and the Oratory ofSan Martino in Clavi ( Imperia) and theChurch of the Very Saint Trinity in Valfurva(Sondrio).

Teatro alla ScalaWe are the Sole Partner of the opera, concertand ballet season and at the same timesupporters of Fondazione Teatro alla Scala,renovating a collaboration which has lastednow for over ten years, consistently with theparticular attention we reserve to the relationwith the territory and society.

Cultural heritageThe interventions we have devised in the areaof artistic culture mostly move along twodirections: the safeguard and valorisation Italy’scultural heritage and the restoration andhistorical-critical in-depth analysis of our artcollections for the purpose of exposing them tothe public.

Interventions to safeguard and valoriseItaly’s cultural heritage

In this area of intervention, we gavecontinuity to the “Restitutions” project,which has the objective of restoring works ofart destined to be seen by the general public.The project commenced at the end of the

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80s and was promoted and managed incollaboration with the competent safeguardorganisms, that is, the TerritorialSuperintendences. In its various editionsRestitutions enabled to salvage more thanfive hundred works, a sort of ideal museumwith works which range from proto-historictimes to the threshold of the contemporaryera, from archaeology to jewellery, to plasticarts and painting, initially of the Venetoregion, then from Lombardo-Veneto and,lastly, from the whole of Italy.The same project also includes theinterventions to restore monuments, selectedaccurately from the particularly relevantplaces under the historical and artistic profile.Significant examples of realisations in recentyears are the paleochristian floor mosaics ofthe Aquileia Basilica, the frescos of Altichieroe Avanzo in the Chapel of Saint James in theBasilica of the Saint in Padova, the court ofhonour of Villa Bozzolo in Casalzuignobelonging to FAI, the little studio of GianGiacomo Poldi Pezzoli in the homonymousmuseum in Milano, the Frederican atrium ofthe Svevo Castle in Bari and the Civil Towerof Bassano del Grappa.

Banca Intesa’s art collection and publicfruition

Our artistic heritage is the singular result of adiversif ied series of collections, eachconnected to the history and tradition of theInstitutions which merged to form BancaIntesa. Inherit ing such collections, wecommenced reflecting on the delicateproblem of the management of importanttreasures considering a potential publicfruition. Conscious that the conservation ofthe works of art may not be disjoint fromtheir study and historical-critical in-depthanalysis, each collection was put under thescientific safeguard of a specific committeemade up, for each sector, by the mostimportant national and international expertsand researchers, with the objective ofachieving a systematic cataloguing of theworks deemed to be of relevant culturalinterest.We have adopted different directions topermit the diffusion of knowledge of our artcollection:

– on-line publication of the information,relative to the collections alreadyscientifically-catalogued, with an interactivesystem capable of offering museums,researchers and scholars, knowledge andin-depth analysis, as well as the publication

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of printed catalogues with the results ofthe studies and that systematically presentthe single collections;

– realisation of temporary exhibitions usingpart of the collections such as “Poetry ofreality” at the Pushkin Museum in Moscowin winter 2002/2003, the exhibition “GreekMyths” which was held in autumn 2004 atPalazzo Reale in Milano, the itineratingexhibition “The Last Caravaggio. TheMartyrdom of Saint Orsola restored”, thatduring 2004 permitted to a public of150,000 people – in the three locations,Galleria Borghese in Roma, PinacotecaAmbrosiana in Milano and Gallerie diPalazzo Leoni Montanari in Vicenza – toadmire a painting restored to its originalbeauty by the challenging restorationperformed by the Ital ian CentralRestoration Institute;

– the establishment of our museum site. Theproject transformed Palazzo LeoniMontanari in Vicenza, from spring 1999 inthe homonymous Galleries to permit forthe first time stable and continuous accessto the public. The rooms of the baroquepalace host on the noble floor a preciouscollection of 18th century Paintings of theVeneto school, expression of the last,splendid painting season of theSerenissima, among which a significantcorpus of paintings by Pietro Longhi, urbanscenes and architectural “capriccios” byCanaletto, Luca Carlevarijs, FrancescoGuardi. Instead, the top floor of thepalazzo hosts approximately one-hundredand thirty Russian icons from the XIII to theXIX century - a significant selection of thecollection regarded by scholars as one ofthe most important in the West –presented according to the most updatedmuseum and didactical standards.

The works which are not exhibited -approximately three-hundred and fifty - arepreserved in a warehouse studied accordingto the best conservation criteria in specificgrids which are easily consultable by scholarsand art-lovers. This structure is complementedby the restoration lab, which just concludedthe restoration of the entire collection, thecataloguing centre and the specialised library,reference point for those who are interestedin analysing aspects related to the art oficons. The library provides access to the Indexof Christian Art, Princeton University, themost important archive of medieval art inexistence and the most specialised resourcefor the iconographer.

Particularly rich is the didactical programme –for pupils of local elementary and highschools as well as interested adults – and theprogramme of specialised conferences.Temporary exhibitions programmed refer to amultiannual project which has the objective –in each exhibition – of analysing the artisticexpressions which developed over thecenturies, including the present that stemmedfrom the advent of the Christian Faith.For further details, please consult the websitewww.bancaintesa.it – culture section orwww.palazzomontanari.comIn 2005 Banca Intesa invested approximately2.4 million euro for activities in the directsupport of Cultural heritage in addition toindirect costs (for example management costsof the artistic, architectural and real estateheritage, insurance costs etc.), forapproximately 15 million euro.

Editorial initiativesThe banks which merged to form BancaIntesa may boast a long-lasting tradition in

editorial initiatives. From the end of the19th century our Institutes felt the needto pursue alongside financial andlending activities an organic culturalpolicy which was expressed in a varietyof ways and represented an important

part of a corporate life which is stronglyoriented to the outside. The need to establisha contact with stakeholders – customers andshareholders – was reaffirmed identifyingpublications as the most adequate gift topromote studies on history, art, localtraditions in the reference territory and thuscontribute to sharing the sense of belongingand of identity.In this area, various initiatives must bementioned: the multiannual projectpromoted by Banca Commerciale Italiana incollaboration with Electa for a systematiccataloguing of the collections in theMuseums and Galleries of Milano; the seriesof volumes dedicated to Painting inLombardia, to the History of Ambrosiana, toProvinces of Lombardia, promoted byCariplo; the collections Foreigners and Italyand In direct take the masters of Italian art,prepared for Banco Ambrosiano Veneto; andlastly, for Banca Intesa, the editorial-musicalproject which to date has proposedunpublished registrations of Arturo BenedettiMichelangeli, Valery Gergiev, ClaudioAbbado, Gustav Mahler and Luigi Cherubini,

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accompanied by volumes which provide anin-depth musicological and historical-artisticanalysis.With the multimedia project Vox Imago weintend to continue in our intent of diffusingand stimulating the knowledge of culturedmusic. Another important sector refers toeconomic and financial publications that,among others, published a vast series ofstudies dedicated to Italy’s economic historyand the socio-economic, political and culturaltransformation of the various regions withthe studies and monographic research series.To complete the picture, a contribution tothe international economic debate is givenwith the sponsorship and organisation of aseries of “Lessons”, called Lezioni RaffaeleMattioli, which are held by the most eminentworld economists.

Vox ImagoThe Vox Imago collection – born in 2004 aspart of support to Teatro alla Scala – is amultimedia project which proposed via activemovie DVD, a visual diffusion path. Thestarting point is music and around it revolvefurther analyses. The work is proposed in theintegral version in compact disc, while thevolume offers ideas and topics to widen theknowledge of the contents proposed by thevisual programme and listening. The projecthas an overall sense: it is a structuredsolution aimed at valorising our relation withTeatro alla Scala, with executing artists andinternationally-renown authors and whichwants to diffuse music and opera outsideTeatro alla Scala, with divulgation potentialand also didactical prerogatives.

Museums and Galleries of Milano Born in 1973, this project of cataloguing theMuseums and Galleries of Milano is a realsystematic exploration of the city’s artisticheritage and includes over 60 publishedvolumes, dedicated to large museums or tosmaller collections, outlining an extremelyvast panorama, from archaeology tocontemporary art, touching the most diverseartistic expressions and consolidating theextremely high international importance of

Milano’s art collections. We thereforecontributed to the knowledge, study andvalorisation of art collections, which have nocomparisons in terms of vastness, both in“horizontal” terms, with the progressiveinvolvement of al l museums, and in“vertical” terms, for the analysis conductedin-depth for all works of art, from the morefamous masterpieces to the less renownpieces to the objects conserved in deposits.

Lezioni Raffaele MattioliSet up in 1976, in memory of RaffaeleMattioli, and realised in collaboration withBocconi University, the lessons have beengiven by the most eminent worldeconomists, such as Modigliani, Kahn,Kindleberger, Simon, Stiglitz, to mention justa few. This initiative is intended to create amoment of reflection and debate oneconomic and financial issues that areparticularly interesting at international level,which might stimulate ideas to face theincreasing challenges posed by acontinuously transforming economicscenario. The publication and the diffusion ofthe proceedings at international level aremanaged in collaboration with CambridgeUniversity Press.In 2005 we formalised the sale of the rightsfor the Italian versions of the proceedings ofthe Lessons “Towards a New Paradigm inMonetary Economics”, Joseph E. Stiglitz -Bruce Greenwald, CUP, 2003 to Vita ePensiero and “The Economics of InformationTechnology – An Introduction”, Hal R. Varian- Joseph Farrell - Carl Shapiro, CUP, 2004 toEtas (RCS Libri).As part of support reserved to entities whichpromote culture, Banca Intesa renewed thecollaboration with certain among the mostprestigious and ancient musical organisationsrecognising the high quality of theprogrammes presented and of theexecutions: Associazione Alessandro Scarlatti– Naples, Milano Musica – Associazione perla Musica Contemporanea and Società delQuartetto di Milano."In 2005 Banca Intesa invested in editorial andmusical initiatives over 974 thousand euro.

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Project for social enterprisesWe intend to consolidate the initiatives underway, with the establishment of 500 nurseryschools with the PAN brand within 2007, andto activate fundraising mechanisms for“Project Malawi” which guarantee itssustainability over time.Laboratorio Banca e Società also intends todevelop interventions aimed at favouringaccess to credit of social enterprises, tosupport their activities in the field of welfareand international cooperation services.

DonationsWe intend to develop the sectors ofintervention we have already identified. Inparticular, in addition to the importanthumanitarian initiative Project Malawi, weintend to develop the following areas in Italyand Europe:– support to Italian research, in collaboration

and alongside specialised centres intechnological innovation and transformation,especially in the social and health field, forprojects aimed at improving the quality of lifeand competitiveness of our country;

– participation to the fight against socialexclusion, favouring and stimulatingeducation/training and programmes forinclusion in the labour market;

– support to famil ies as an essentialinstrument for protection and growth ofinfancy and young generations;

– development of projects to face situationsat risk for elderly people in frail conditions,supporting families in assistance and cure

SponsorshipsBanca Intesa confirms also for 2006 thecommitment to favour the growth of thesystem in which it operates by developingand sustaining initiatives in the followingfields of communication:– Culture: intended as the area in which to

express the capacity to offer society auseful and necessary intermediation toseize the trends of future growth;

– Research: support to research – universityand non – is another of the fundamentalcommitments of a bank which intends itsrole as that of forerunner of newopportunities for economic and socialdevelopment;

– Social: this is the area in which we directlyexpress our responsibility with weakermembers of society, who also have themerit of participating to the growth of thesystem.

Cultural heritageWe launched two important initiatives in theartistic culture area:– the last painting by Caravaggio, the

Martyrdom of Saint Orsola, within 2006 willreturn to Naples, the city in which it waspainted, and where it will find its definitivelocation at Palazzo Zevallos Stigliano, oncethe restructuring currently under way isconcluded. A space on the noble floor of this historical building – which is also the site of one of our branches – willbecome a specific section with museumcharacteristics, to permit a wider public tosee a masterpiece of the great artist;

– the publication of the reasoned catalogueof the collection of the Attic and Apulianceramics. Banca Intesa’s collection of Atticand Apulian ceramics (5th - 3rd centuryb.C.) includes more than five hundredpieces, among vases and other items. Thesubstantial corpus was formed in the firsthalf of the 19th century following thediscovery in Ruvo di Puglia of importantnecropolis of the 6th and 3rd century,pertaining to an ancient peucetasettlement flourishing from 6th centuryb.C. until the Roman period. The editorialinitiative continues the programme ofscientific and systematic cataloguing of allof Intesa’s art collections.

Editorial initiativesIn 2006 we intend to continue our activitiesfocusing on two significant projects that areparticularly complex, both in terms ofrealisation and divulgation: Vox Imago andMusei e Gallerie di Milano. We intend toconsolidate the presence of published volumesin the public distribution circuit, perfectingcommunication on editorial initiatives, continueto diffuse the books we promote both in Italyand abroad (itinerating exhibitions of bankpublications in Eastern Countries, contributionto the formation of the reborn Library ofAlexandria of Egypt).


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Cassa di Risparmio di Parma e Piacenza(Cariparma e Piacenza) is the result of aseries of successive mergers of 6 differentbanking institutes - Cassa di Risparmio diParma, Cassa di Risparmio di Piacenza, Cassadi Risparmio di Vigevano, Banca Emiliana,Banca Fratell i Ceriana and CreditoCommerciale - operating primarily in the

provinces of Parma, Piacenza, Pavia,Cremona, Torino and Milano, all of whichdeeply-rooted to their territories of origin.In 1999 Cariparma e Piacenza joined GruppoIntesa, and today, is the first of the variousItalian banks which make up the Group, interms of territorial expansion and volumes.

Italian banksCassa di Risparmio di Parma e Piacenza

Employees

Number of Employees 3,413of which Male 1,797of which Female 1,616

Average age 44Male 45Female 43

Customers

Number of customers 640,000Individuals 510,000SMEs/Corporates 130,000

Employees with a degree 72321.2%

Number of Branches 307

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Italian banks

Mission and strong pointsThe mission of Cariparma e Piacenza is tofavour the economy of the local markets inwhich it operates and to favour socialwellbeing, in the respect of efficiency andprofitability parameters. The Bank intends topose itself as “Bank of the Territory”,testifying at local level the vaster commitmentof the Parent Company Banca Intesa as“Bank of the country”.For this purpose Cariparma e Piacenzadeveloped a series of new initiatives:

– support to the development of importantinfrastructures (e.g. Parma Airport, ParmaFairs, Reggio Emilia Fairs) to sustain theinternationalisation and the growth of theprovinces in which it is present;

– definition of interventions to overcomecorporate distress, sustaining employment;

– support to local entrepreneurs also via useof local suppliers;

– search of transparency and clarity inrelations with customers, also byparticipating in the conciliation groups withConsumer associations;

– support and promotion of projects withhigh social and solidarity contents:– Progetto Solidarietà (solidarity project):

160 children adopted in Togo for threeyears (2004-2006);

– Progetto Etico (ethical project): the projectdeveloped in collaboration with CAAMSgr, sets out the destination of 10% ofentry commissions on the Cariparma-Nextra funds to support projects with ahigh solidarity content; for the first two

years (September 2004-August 2005 andSeptember 2005-August 2006) BancaIntesa’s Project Malawi was identified asbeneficiary;

– exclusion from its activities of loans to armscommerce;

– support to local communities via donationsand sporting and cultural sponsorships;

– promotion of cultural initiatives, amongwhich the realisation of publications aimedat valorising the artistic heritage of thelocal areas.

Commitments for the future Cariparma e Piacenza intends play its role inthe support of the economic and socialgrowth of local territories in the future.In particular, Cariparma will continue to:

– support employment by hiring youngpeople (700 in the 2003-2007 period);

– develop synergies with FondazioneCariparma in terms of “financial sociality”and local welfare:– April 2006 – Stipulation of the agreement

Cariparma-Fondazione-Provincia di Parmato support families and workers inconditions of particular economicdifficulty;

– May 2006 – “Credito sulla fiducia” (crediton trust), in agreement with Fondazioneand City of Parma;

– study products and services targeted tosocial ly-weaker categories: atypicalworkers, immigrants, young people;

– confirm its commitment in favour ofculture and society.

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Italian banks

Biverbanca was formed from the merger, in1994, of two saving banks Cassa diRisparmio di Biella and Cassa di Risparmio diVercelli; before then the two banks operatedon the territory as two distinct entities, butwith various complementary aspects: theirinitial common purpose was the collection ofsavings of the working and middle classes todestine to secure and productiveinvestments; the strong vocation for theirterritory and the financial support, on theone hand, to the textile industry and, on theother hand, to the agro-alimentary sectorand especially to the cultivation of rice.

The new bank leverages on the importanttraditions of the two historical local bankswhich, for over a century, contributed to theeconomic and social development of theareas of Biella and Vercelli.In 1997 Banca Commerciale Italiana enteredin the shareholder base of Biverbanca. In1999 55% of the capital of Biverbanca washeld by BCI, 33.22% by Fondazione Cassa diRisparmio di Biel la and 11.78% byFondazione Cassa di Risparmio di Vercelli. In2001, with the merger between BancaCommerciale Italiana and Banca Intesa,Biverbanca joined Gruppo Intesa.

Cassa di Risparmio di Biella e Vercelli

Employees

Number of Employees 691of which Male 331of which Female 360


Customers




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Italian banks

Biverbanca’s relation with the referenceterritory, the closeness to the districts and theneed to interpret its local territory and adaptoffering to external expectations, meant thatthe presence of the bank in various fields –social, cultural and of support to localcommunities – was particularly strong.

Relationship with associations and non-bank foundations

In this area Biverbanca developedcollaborations to supply incentives andservices in favour of associations of retailersand citizens such as for example ASCOM ofBiel la and ASCOM of Vercell i , so thatretailers, their companies and families mayaccess dedicated products and services(current accounts, loans, consumer credit,new technologies, e-commerce, investmentsand supplementary pensions).

Social contributions In 2005 Biverbanca destined to sponsorshipsin favour of the community over 380,000euro in various types of interventions.

Recreation activitiesActivities for the support of speciality fairs,village fairs and local events such as: theCarneval of Biella, Borgosesia and Vercelli,Alpàa – summer event which is held atBorgosesia, Golosarte – event organised bythe City of Varallo, the May Fair organised byConfesercenti (the retailers association) ofVercelli, Batailles des Reines, important eventwhich takes place in Valle d’Aosta, Andar perBorghi, the Ratataplan music festival.

CultureThe most significant interventions in favour ofpublications, museums, theatre performancesand music events are: the preparation of the3rd volume “Figurative arts in Biella andVercelli: 13th century,” the exhibition “On a

thread of wool”, the Exhibition “Urbana, thecity in transformation”, the Concert seasonCircolo Lodovico Lessona, the Christmasconcert of the Filarmonica of Vercelli, Musicat Villa Durio in Varallo.

SportIn 2005 Biverbanca sponsored a series of Associations, sporting companies andevents at amateur and professional levelamong which: the event I l Testimone ai Testimoni organised by the Tennis Club of Ivrea, the tennis tournament RenzoBramanta, in June 2005 in Biel la, theinternational cycling race, organised byUnione Ciclo Alpina Biel lese, Cross ofCossato organised by Società G.S.Splendor.Again in the field of sport, Biverbancasupported in 2005 the following Associationsor Companies: Pallacanestro Biella, BiellaVolley, Junior Libertas Pallacanestro of CasaleMonferrato, Pallacanestro Vercelli, OlympiaVolley Ball Club di Vercelli, Pro Vercelli calcio,Associazione Scherma Pro Vercelli, A.S.Biellese Calcio.

InstructionBiverbanca destined two scholarships infavour of able students of Biella Universitywho require economic support, enablingthem to live in the college of Città StudiBiella. It also took part in the “A scuola dirisparmio” (Learning to save) project incollaboration with Banca Intesa and in theSponsorship of the Noble Fibres Master.

Social solidarityIn this field the bank contributed to therealisation of various projects among which:the Bank of Toys in the Christmas season,Children’s Day, the international day ofinterculture organised by the WelcomeAssociation.

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Italian banks

Banca di Trento e Bolzano originates fromBanca di Trento, established in December1934, at inception operating solely in the cityof Trento but interested in developing itsactions also in the province of Bolzano. The bank took on its current name in 1947but its historical origins may be dated back toover a century ago, with the experiences ofBanca Cattolica and Banca Cooperativa,which in 1927 were merged in Banca delTrentino e dell’Alto Adige, dissolved in 1933

during the great depression and theprecarious economic equilibrium of theperiod.In December 1995 the bank joined GruppoIntesa maintaining its autonomy andfounding principles: acting as an engine toguarantee an autonomous development ofthe economic and social context of Trentino,of Alto Adige and from December 2003 withthe establishment of a branch in Innsbruck,also of Tirolo.

Banca di Trento e Bolzano

Employees

Number of Employees 541of which Male 377of which Female 164


Customers




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Italian banks

Banca di Trento e Bolzano is active in thecultural, sport and social field with particularfocus in the area of research. Every year apart of its net income is destined todonations in favour of religious entities, non-profit organisations and cultural associations(Red Cross, White Cross, Caritas, Villaggiodel Fanciullo, Banco Alimentare, Fibrosicistica, Mutilated and invalids and manyothers).

Some of the initiatives of 2005 are listedbelow:

Young peopleIt takes part to the initiative also sponsoredby the Autonomous province of Trento “Vivala Sfida” (hurray for the challenge),dedicated to high school students for thepurpose of showing them the culture offootball to increase awareness of its socialand educational aspects. Another importantevent, promoted by Banca Intesa andFondazione Cariplo to which the bank tookpart is “a Scuola di Risparmio” (Learning tosave), dedicated to all the elementary schoolsof Trentino and Alto Adige.

CultureFrom 2004, every year, it started to publish inItalian and German, a series of four volumesdedicated to the four elements of nature inTrentino, Alto Adige and Tirolo. Furthermore,five years ago it started publishing “La Bancae il Territorio” which expresses the relationsthat the institute has with its territory. In2005 it participated as primary sponsor toQuotapoesia, one of the most importantpoetry festivals for young talents in Italy.

MusicThe bank supports musical events payingparticular attention to certain local events,such as for example the “Ferruccio Busoni”international piano competition in Bolzano,the ‘900 Music Festival of Trento andRovereto, the “Zandonai” ensemble, theTrento chamber orchestra and the“Christmas concerts” with the Haydnsymphony orchestra of Bolzano and Trento.

Voluntary work associations In 2005 the bank organised in the offices inPalazzo Bassetti in Trento and Palazzo Pock inBolzano certain concerts – such as the Springof classical music with three opera singers,the jazz concerts “The Philosophy of Wine”and “The world around Duke Ellington” –dedicated to voluntary associations whichoperate in the territory. Furthermore, Bancadi Trento e Bolzano took part to “ProjectMalawi” promoted by Banca Intesa andFondazione Cariplo, raising funds from itsemployees and customers.

SportIn 2005, strengthening its image of a bankalways close to its customers, it sponsored aseries of amateur and professional sportevents, such as the “BTB Golf Cup” – golfcircuit organised with the Itas Assicurazionigroup starting 15 years ago. Again in sportBTB participates from inception to “DonnaSprint” international women athletics event.

Creation of the Eurobs ObservatoryWith the formation of the representativeoffice – now branch – in the capital of Tirolo,Banca di Trento e Bolzano aims to become aqualified reference point in the support ofactivities of entrepreneurs and professionalsinterested in operating in the trade ofproducts and services between Italy andAustria and vice versa. To analyse the potential of the cross borderterritory, the bank requested thecollaboration and involvement of the threeUniversities of Trento, Bolzano and Innsbruckto favour the formation of a Permanentobservatory – with the objective of studyingwith a scientific method the relations and theeconomic, f inancial and cultural f lowsexisting inside the territory made up of thethree respective areas which form the so-called “Euregio” region.Eurobs already offers Communities theresults of the studies which are of public use.In March 2005 it presented the firstpublication “Euregio: dinamica dell’export”(Euregio: export dynamics) to Communities.

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Italian banks

Formed in 1911 as Banca Popolare diPordenone, between 1990 and 1995 –following various mergers – it expanded itsarea of influence to a regional dimension andtook on the name of FriulAdria. In 1999 itjoined Gruppo Intesa subsequently becoming

the first local bank with a widespreadshareholder base also due to the effect ofthe aggregation of the branches of formerBanco Ambrosiano Veneto present in theFriuli Venezia Giulia region.

Banca Popolare Friuladria

Employees

Number of Employees 1,312of which Male 825of which Female 487


Customers




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Italian banks

The constant presence alongside operators ofall economic categories is the basiccharacteristic of the Institute that traditionallyactively takes part in the l ife of thecommunity also with numerous social andcultural initiatives consistent with the generalcustomer- and territory-oriented strategy.These are the areas of interventions andsome of the most important initiatives:

CultureWith the publication of the volume Il MuseoStorico del Castello di Miramare, (The historymuseum of the Miramare castle) in the series“Scientific catalogues of the museums ofFriuli Venezia Giulia” that started publicationin 2001, the project for cataloguing theregional museum heritage continued. In 2005 it renovated its support to thearchaeological excavation campaign in thesite of the Great Thermae of Aquileia, with athree-year commitment for a total of 75,000euro aimed at sustaining the excavation’sdidactical activities conducted by the UdineUniversity and the initiatives to introduce thefindings in museums.In 2005 FriulAdria took part in the“Longobardia – Regione Virtuale Europea”project for the purpose of valorising a“network” of sites of Longobard matrixwhich the Ministry nominated for the “WorldHeritage” award from Unesco. FriulAdria also supported the eventsorganised by the City of Pordenone for theinauguration of the new city theatre“Giuseppe Verdi” and sponsored its firsttheatre season.

EnogastronomyThe new problems related to the need tocompete on the global market lead theeconomic system of Friuli Venezia Giulia toinvest increasing resources on qualityproductions and process and productinnovation. For this purpose, FriulAdriapromoted with the Chambers of commerceof the region the preparation of the Guide toWines of the Friuli Venezia Giulia region.This intervention is part of an integrated planfor the promotion of tourism called “Golfwine and more”, in collaboration with theRegion and including the most qualifiedenogastronomic events organised in FriuliVenezia Giulia.

SportIn 2005 Friuladria was the main sponsor ofthe European Young People Olympic Festival,which took place in July 2005 in LignanoSabbiadoro and in other locations of FriuliVenezia Giulia. Friuladria continued itspartnerships with the Regional and ProvincialCommittees of Coni (Italian National OlympicCommittee) and the Winter Sport Federation(of which Friuladria is sponsor), and with allother Sport federations and companies, fromthe most famous professional sportcompanies to local amateur companies.Collaborations were also developed with theworld of golf for the second edition of theFriulAdria Golf Challenge. Great visibility forthe territory also came from the Nations Cuporganised in the Trieste gulf which Friuladriasustained.

InnovationMost important are the collaborations withUniversity of Udine, Trieste and with theUniversity Consortium of Pordenone.FriulAdria renovated its contribution to themultimedia development policies carried outas part of the Consortium, including theproject to form a sole data base of theregional artistic heritage. In 2005 FriulAdriaalso sold to the City of Pordenone its officein Palazzo Badini for the realisation of anadequate location for the needs of theDegree in Multimedia Sciences andTechnologies.

SolidarityAs part of attention paid to the world ofdisabil ity, the Bank supported variousinitiatives, including “Con Coki aiuti lo sport”(With Coki you help sport), that is the sale inall branches of the mascotte of the EuropeanYoung People Olympic Festival, throughwhich the bank raised the sum of 10,000euro for the Paraolympic Committee of theFriuli Venezia Giulia region. Friuladria alsotook part to “Project Malawi” with anawareness campaign for its employees andcustomers. Furthermore, it promoted theconnected initiative “A scuola di risparmio”(Learning to save).

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Italian banks

Intesa Casse del Centro is a company formedby Banca Intesa at the end of 1999, which,for the purpose of rationalising andstrengthening the Group’s presence inCentral Italy, was contributed the equitystakes held in the banks in the Umbria (Cassadi Risparmio di Città di Castello, Cassa diRisparmio di Foligno, Cassa di Risparmio diSpoleto, Cassa di Risparmio di Terni e Narni),Lazio (Cassa di Risparmio di Rieti, Cassa diRisparmio della Provincia di Viterbo) andMarche regions (Cassa di Risparmio di AscoliPiceno and, from July 2005, Cassa diRisparmio di Fano). Such project, agreedupon with all the Fondazioni which have

stakes in the Saving banks, saw from theinception the participation, as minorityshareholders, of the Foundations of CassaRisparmio di Città di Castello, of CassaRisparmio di Foligno and of Cassa Risparmiodi Spoleto.Intesa Casse del Centro follows a federalorganisational model inside Gruppo Intesaand has an “impulse and direction” role withsubsidiary banks for which it also manages“non core” functions(1), while it leaves themthe autonomy to strengthen and developrelations with the territory, for the purpose ofcreating value for the company and thecommunity in which it operates.

Intesa Casse del Centro

(1) Internal Auditing, Human Resources, Payment Systems Back Office, Finance Back Office, Credit Back Office, InformationTechnology Services. Furthermore, the centralisation at ICC of the Administration and Internal Auditing services is under way.

Employees



Customers




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Italian banks

Initiatives developed in 2005 responded tothe objectives of the first Business Plan interms of excellence of service offered tocustomers, value creation for shareholdersand the market and valorisation ofemployees.As regards the objective of activeparticipation to the socio-economicdevelopment of the territory, in addition tothe participation to initiatives of GruppoIntesa (IntesaNova and Intesa Eurodesk in thesectors of research and innovation, ProjectMalawi and “A scuola di r isparmio” –Learning to save – for humanitarianinitiatives), humanitarian initiatives weredeveloped that are autonomous, butcoordinated, involving the Saving banks andIntesa Casse del Centro. These include:

– the active collaboration to the initiatives ofthe “Pact for innovation, development andsocial cohesion” in Umbria, with thepurpose of sustaining and improving thecompetitiveness of the regional economicsystem and protecting its integrity viamechanisms for the prevention andmanagement of corporate distress;

– cofinancing (to integrate EU financing) ofregional industrial policy measures aimed atstrengthening with market mechanisms,the shareholders' equity of companies;

– cofinancing of allowances to guaranteeloans to companies, also to strengthen theguarantee capabil it ies of collectiveguarantee consortiums and cooperatives;

– strengthening of regional industrial policymeasures through dedicated lending, at particularly favourable terms, to sustain investments in innovation of small and medium-sized enterprises,internationalisation processes, aggregationinitiatives of companies belonging toproduction chains, strengthening ofparticular competitiveness conditions,strengthening of the capitalisation ofcompanies;

– active participation to awareness initiatives,information and training destined to smalland medium-sized enterprises to preparethem adequately to the application of Basel2 criteria for the assessment of credit risk;

– formation, by each of the eight Savingbanks, of a reserve from retained earnings,destined to interventions to promote andsustain initiatives for the socio-economicdevelopment of local, regional andinterregional territories;

– contribution with no reimbursement, to thecost for the project of infrastructural works,

in particular roads, deemed to be essentialto improve viability and traffic of peopleand goods in the reference territories toimprove connections with the moredeveloped areas of the country;

– contribution, again with noreimbursement, for the project of logisticplates to favour intermodality and givingthe territory infrastructures capable ofqualifying the opportunity of establishingnew companies, of favouring thedevelopment of existing companies andimproving, overall, the economicenvironment of the reference territories;

– initiatives to contrast the phenomenon ofusury, in collaboration with Associations,Entities and Foundations active in this field;

In the more specifical ly “social” fieldnoteworthy were:

– the project “newspapers in school”, whichin 2005 was in its third edition, promotedand realised by the 8 Saving banks and byIntesa Casse del Centro, so that youngpeople may try reading a newspaper andinforming themselves daily: a project whichinvolves 68 schools in Central Italy andapproximately 14,000 students of 572classes mostly in high schools;

– support to Foundations which conductdidactical and training projects (includingthe “Science Centre” of Fondazione Villadel Balì of Fano, among the mostimportant at national level);

– support to young people who face workfor the first time, in particular graduates,via stages, training initiatives and diffusionof information on final dissertationsworthy of particular attention;

– initiatives to support cultural events, inparticular festivals and concerts of highartistic value (Festival dei Due Mondi inSpoleto, Festival delle Nazioni di Musica daCamera in Città di Castello, Christmasconcert in the Higher Basilica in Assisi,Umbria Jazz and Stagione della Canzoned’Autore in Perugia);

– support in re-evocations of historicalinterest (Giostra della Quintana in Folignoand Ascoli Piceno, Giostra dell’Anello inNarni, Festa del Porto in Fano);

– contributions for the valorisation of thelocal art heritage (Modern Art Museum inFoligno);

– contributions and support to initiatives forthe promotion and valorisation of localproductions, in Italy and abroad, alsothrough the participation, as supporting

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Italian banks

shareholders, to consortiums for export;– sponsorships of sporting activities, mainly

at junior and amateur level;– financial participation to initiatives and

projects for disabled persons and forsupport to terminal patients and theirfamilies;

– definition of bank products for specificcustomer segments (current account andintegrated products for immigrants, currentaccount and mortgage for atypicalworkers, dedicated products for pensionersand elderly people).

Commitments for the futureIn the programmes of Intesa Casse delCentro and of the Saving Banks in which itholds equity stakes social responsibility issueswill proceed along the following lines:

– strengthening of support to localeconomies both in terms of new financeand of products and initiatives to favourthe technological innovation and thecompetit iveness of enterprises andindustrial districts on the internationalmarkets. In collaboration with the ParentCompany, IntesaNova – the loan forcompanies which invest in process orproduct innovation and that also favoursthe development of collaborationagreements between companies andUniversities – will be launched;

– start of new initiatives in the field of privateequity, with the objective of sustaining thegrowth of companies which maypotential ly be the “drivers” of theeconomic-productive development of thelocal territory;

– further strengthening of initiatives for thedevelopment of infrastructures in thereference territories;

– continued collaboration with regionalauthorities for the realisation of localdevelopment policies;

– strengthening of the collaboration with industrial category associations forprojects to strengthen and developentrepreneurship;

– improvement of transparency andcommunication to customers and diffusionof best practices in the management andsolution of complaints ;

– enhancement of the initiative and theoffering of products dedicated to the needsof young people, in particular of universitystudents, via student loans to support thestudent in his/her studies and for housingin the city of the University;

– enhancement of the initiative and theoffering of products dedicated to the needsof specific customer segments (immigrants,weaker categories, assistance to elderlypeople, assistance to families, promotion ofand support to the establishment andmanagement of nursery schools);

– strengthening of actions in favour of the public administration to proposeefficient financial solutions for theinvestment needs of the following sectors: health, environment (water,wastes, urban requalification), road and airinfrastructures;

– further advancements on the issues oftraining and valorisation of professionalresources and safety and security of thework environment.

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It is one of the oldest financial institutions ofthe Croatian Republic, established in 1962and privatised in 1999 when Banca Intesaacquired control from the CroatianGovernment. PBZ has its registered office in Zagreb and isthe second-largest Croatian bank in terms oftotal assets.PBZ operates both directly, via a grass-rootnetwork of branches present all over Croatia,

and via a subsidiary bank, Medimurska Bankain the area close to the frontier with Hungary,for a total of approximately 205 branches.In its shareholder base, in addition to BancaIntesa with a 76.3% stake, there is also EBRDwith a 20.8% interest.Privredna Banka Zagreb is the ParentCompany of local banks and productcompanies active in various customersegments.

International banksPrivredna Banka Zagreb

Employees



Customers

Number of customers 1,910,000Individuals 1,840,000SMEs/Corporates 70,000

Employees with a degree 1,880

45.1%


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International banks

PBZ publishes as part of its Annual report asection dedicated to Corporate SocialResponsibility. These are its values andmission:

VisionBe an example and centre of excellence inthe creation of new values and incontinuously maintaining high standards inall its fields of operations to offer advantagesto customers, the community, shareholdersand employees.

MissionThe mission of PBZ is that of using allavailable resources in an efficient way for asustainable progress in its operations, in allfields from collaborators to technology andbusiness activities.

ValuesCommitment to the customer: orientationto the recognition of customer needs.Teamwork: sharing of the best capacities ofindividuals to reach excellent results.Innovation and knowledge: continuousinvestment in knowledge, promotion ofprogress and innovative creation.Reliability and responsibility: adoption ofresponsibility and reliability criteria in itsactivities, with both customers and thecommunity in which PBZ operates.Ethics and transparency: respect of socialand ethical standards and adoption of criteriaof transparency with customers and thepublic.

The Board of Directors of the Bank decidedto adopt the “Procedure to prevent

financing of barred activities”. With thisdecision, the Bank does not approve director indirect financing of projects, products orcommerce of goods that do not respond toenvironmental protection criteria or whichbreach moral values such as for exampleproducts or activities which imply forms ofexploitation of child labour, production orcommerce of arms or military equipment,alcohol and tobacco, gambling etc.Together with other banks and UNDP,Privredna Banka Zagreb is actively involved ina project for the introduction of socialresponsibi l i ty in the banking industrycarrying out an active role in the preparationof a training programme. The pilot projectwill be concluded within 2006.PBZ was judged among the top 10 Croatiancompanies for transparency andcommunication in social responsibi l ityactivities.The survey was conducted on the 48 mostimportant Croatian companies by ZagrebSchool of Economics and Management(ZSEM) and by East-West ManagementInstitute (EWMI) and refers to 2005.Researchers acted as socially responsibleinvestors and analysed al l accessibleinformation including websites, annualreports and publications on this issue.The important award recognises theactivities of Croatian colleagues, among thefirst in the country to undertake projects andinitiatives in corporate social responsibility,now united under the logo PRIJATELJ(FRIENDS). The research also highlights strong growthof activities and interest in Croatia on theissue of social responsibility.

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Established in 1990, it was acquired by BancaIntesa in 2001, in the privatisation process. Ithas a grass-root presence on all the nationalterritory with 208 retail branches, 26corporate centres and a wide network ofalternative distribution channels, includingover 450 ATMs. It is also present in theCzech Republic with a branch in Prague. Veryactive in the retail segment, where it ismarket leader with numerous products, VUBis one of the first Slovakian bankinginstitutions to have offered customers, from2000, call centre services, Internet bankingand GSM banking. VUB offers specialisedproducts for individual customers in areas

such as asset management, credit cards andbancassurance. It also developed in-depthcompetencies in the corporate area, whichmake it a privileged partner for both SMEsand large national and internationalcompanies active in the Czech and Slovakianmarket. Leveraging on its belonging to ourGroup, VUB is also the privileged interlocutorof Ital ian companies (also through adedicated desk) and internationalcorporations, to which it offers qualifiedassistance to investments and commercialand financial transactions with Slovakia andthe Czech Republic.

Vseobecna Uverova Banka

Employees



Customers

Number of customers 1,840,000Individuals 1,750,000SMEs/Corporates 90,000

Employees with a degree 1,59640.4%


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In 2005 VUB focused its social responsibilityactivities in various sectors:

CommunitySupport to social enterprises whichemploy disabled persons– VUB diffused an informative bulletin which

informs Slovakian companies on thepossibility of providing support to thesecompanies as a possible alternative to hiringdisabled persons.

EnvironmentSafeguard of Tatra mountainsVUB issued the debit cards “Helping High

Tatras” using which customers destinecommissions on transactions to a project forthe safeguard of the Tatra Mountains, oneof the symbols of the country.The VUB Foundation also financed fourprojects for the revitalisation of the area.

SuppliersE-procurement project– The project, that offers the possibility of

conducting online auctions, guaranteestransparency and equitable treatment inaccess conditions to suppliers.

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Central-European International Bank

CIB is the fourth-largest Hungarian bank interms of total assets. Formed as a bankspecialised in short-term lending to corporatecustomers, CIB is now a wide and diversifiedbanking group which offers, through a

network of 77 branches distributed all overthe national territory, a complete range ofproducts for corporate and individualcustomers.

In 2005, social responsibil ity activit iesfocused on three great areas of intervention: – employees; – operations (in favour of environmental

protection, of non-profit organisations etc.);– sponsorships, donations and financial

support to sport, culture and financialeducation.

CIB is particularly active in the field oftraining and research. In summer 2005 theRetail Division launched a series of products

for credit to young people, it also activatedthe “BankStart” programme to attract younggraduates in economics and finance to behired for the key sectors of its organisation.The social responsibility strategy, elaboratedby CIB for the 2006-2008 period andapproved by the Direction Committee inFebruary 2006, set the objective of diffusingsocial responsibility principles to the entireorganisation.

Employees

Number of Employees 2,489of which Male 831of which Female 1,658


Customers


Employees with a degree 1,22149.1%


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Established in 1991, with the name DeltaBanka. Banca Intesa as at June 2006 held83% of its share capital and, in December2005, renamed the bank Banca IntesaBeograd. It is the first subsidiary with BancaIntesa’s name and logo operating in Central-

Eastern Europe. Banca Intesa Beograd is thesecond-largest bank of the country in termsof total assets. Its territorial network is madeup of 152 branches uniformly distributed onthe territory.

Banca Intesa Beograd

In 2005 social responsibility initiativessupported projects with particular relevancefor local communities and focused on thefollowing sectors:Environment donations to various associations forenvironmental protection destined to theNational Park of Fruska gora in Vojvodina: anatural complex which has become aprotected area of exceptional importance forthe Serbian Republic from 1990. Funds havebeen donated also to the National Park of Taraon the boundaries of Serbia and Montenegro.

Sport support to both small local associations andclubs of the first Federal League, localbasketball, volleyball and other sport teams.Humanitarian aids in favour of orphans and people in aparticularly disadvantaged situation. Wedeveloped activities in favour of the ONG“Nasa Srbija” to which the Bank offers apercentage of commissions of its MasterCardservices.Education contributions to support young people in theireducation programmes and activities andevents for various University faculties.

Employees

Number of Employees 2,246of which Male 735of which Female 1,511

Average age 37

Customers (1)


Employees with a degree 69631%


(1) Figures as at March 2006

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Founded in 1999, in September 2005 BancaIntesa acquired 75% minus one share of thevoting share capital. In the RussianFederation it carries out a forefront role infinancing and leasing to small and medium-sized enterprises, with a 25% market share.KMB is present with 52 branches in all themain cities.Through its network KMB serves 40,000customers.To date, KMB remains the sole foreign bankin Russia, specifically established to promotemicro businesses and SMEs. Its specific

features are: “Western bank technology forSMEs” that KMB has been able to adaptsuccessfully to the Russian market and thevast distribution network which extends to25 regions, from the Western boundary tothe Far East.Currently KMB has over 1,100 employees,mostly working outside Moscow. Youngcollaborators are on average 30 years oldand women are 76% of resources. Worthmentioning is the fact that women arerepresented at al l management levels,including top management.

KMB

Employees

Number of Employees 1,160of which Male 275of which Female 885


Customers




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In 2005 Banca Intesa participated infundraising for the UNICEF programme“Children’s Fund Tame Your Desire” aimed atpreventing the diffusion of AIDS amongyoung people. The purpose of theprogramme is to increase awareness of risksof diffusion of the disease among youngpeople, develop prevention techniques andincrease the level of responsibility.

KMB boasts a good reputation on the labourmarket, since it always believed inprogrammes dedicated to professionaldevelopment and in staff training as asuccess factor for the entire organisation. Forthis reason, just in the last year, almost 200colleagues participated to specialised trainingcourses and almost 500 took part in basicprofessional training seminars.

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BANCA INTESACODE OF ETHICS

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Contents

Banca Intesa Code of Ethics 135

OUR VALUES 136

Corporate mission 136

The Company’s ethical vision 136

Reference values 137

CONDUCT PRINCIPLES IN RELATIONS

WITH STAKEHOLDERS 138

Conduct principles in relations with customers 138

Conduct principles in relations with shareholders 139

Conduct principles in relations with employees 140

Conduct principles in relations

with commercial partners 141

Conduct principles in relations with suppliers 142

Conduct principles as concerns the environment 142

Conduct principles as concerns the community 143

IMPLEMENTATION 144

Adoption, implementation

and internal control mechanisms 144

Adoption of the Code of Ethics 144

Implementation of the Code of Ethics 144

Internal control 145

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Banca Intesa Code of Ethics

There was never so much interest in the relation between economics andethics as in our times. This is the key issue on the agenda of academic research and public debates, conferences, seminars, university courses.

The practice, which has spread among listed companies, of complying with self-regulatory codes and presenting their “Social Reports” atShareholders' Meetings testifies growing attention.

The reason for this trend is absolutely clear. The market economy, after thecollapse of the collectivistic system experimented in Communist Countries,spread all over the world: thus the era of globalisation began, but at this pointthe need to introduce ethical and social rules in economic models emerged,conjugating profit targets and value creation while respecting therequirements and interests referring to all subjects involved in corporateactivities. This occurred for the purpose of correcting the distortions that themere application of market mechanisms tends to produce (not only ininternational relations, but also within the firm). The change, testified by thisfervour for research and initiatives, is extremely important. However, if weconsider the picture of real behaviour, one wonders to what extent this changeis actually taking place.

In the first place, one can wonder if it all boils down to a grand marketingoperation, merely functional and intrinsic to the logic of the system,programmed for the sole purpose of enhancing the achievement of the profittargets pursued by companies and single operators.

Even more one feels the risk that actual behaviour in no way corresponds toproclaimed principles, also because this inconsistency is hardly verifiableconsidering the generality of values enunciated and commitments made,which are referred to in the same terms by all companies.

The code of ethics we are presenting reflects the awareness of such limits andshortcomings and intends to offer more advanced solutions.

On the one hand, in fact, we indicate specific and concrete objectives; and weare also preparing instruments capable of “measuring” the consistency ofbehaviour with respect to commitments made.

On the other hand, we explicitly state that corporate social responsibility mustbe intended extensively, and must imply consideration for the entire context inwhich the company operates. Apart from the primary objective of generatingefficiency and growth in wealth, companies are increasingly responsible for thediffusion of wealth to the benefit of all subjects (internal and external) and ofthe communities that are for any reason involved in their activities.

Giovanni Bazoli

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Corporate mission Supplying customers with excellent bankingand financial services at the same timeactivating the levers for the development ofthe country’s economic system. We want to be a European bank, deeplyrooted and attentive to the needs of its localterritories whilst guaranteeing utmostefficiency and long-term return on capitalemployed.The professionalism of our people and thequality of our services characterise our wayof conducting banking business. We aretaking on the responsibility of prudentmanagement of the savings of families, ofsolutions for entrepreneurial activities,especially when our decisions have effects onthe community and on the naturalenvironment.Our focus is on the creation of a virtuouscircle based on the trust and the satisfactionof customers and shareholders, the sense ofbelonging of our collaborators and on thecloseness to the real needs of thecommunity.

The Company’s ethical vision

Banca Intesa operates on the market andaims to deal with it, while strongly believingin the capabilities of market mechanisms togenerate efficiency, economic growth andwealth.Accepting the rules and the challenges of themarket does not mean relating just with themarket. The market is, in fact, a fundamentalfactor, but not the only one that a companymust face. Economic systems have reachedextremely complex levels, augmented byunprecedented interdependence between allareas and populations of the world. Theconsequences of economic activity extend

beyond the perimeter of the companiesdetermining them and cross boundaries ofStates, as competition now also includes thecomparison between country Systems.In this context, companies, including BancaIntesa, may not be considered responsiblejust for themselves, but have a concrete“social and environmental responsibility”with all those entities whose rights andinterests are touched by their activities.Therefore, in order to truly accept the valuecreation challenge, the expectations of allentities, internal and external, influenced byBanca Intesa’s operations must be consideredand managed because i) they contribute –each in a different and specific way – to therealisation of the Bank’s mission, and ii) theirwellbeing reflects the effects, positive ornegative, of Banca Intesa’s activities: first ofall customers, shareholders, collaborators butalso suppliers and commercial partners, theenvironment – or, to be more precise, therights of future generations with respect tothe environment – and the entire community.The moment Banca Intesa sets itself theobjective of achieving ambitious targets, italso feels with urgency the need that thesetargets be reached while respecting certainfundamental values, which are expressed inthis Code and therefore become part of therelationship which the bank wants to havewith all stakeholders.Recognising the value of the expectations ofall the entities which directly or indirectlyhave a relation with the bank is an operationwhich is closely related to ethics, a conceptwhich, in its more genuine meaning, makessense only in the relation with someone else,who is recognised to have rights and dignity,and in a context in which reference valuesare clear.However, it is not an easy task, sinceexpectations and interests, though legitimatemay contrast with each other. Thecoexistence, inside and outside the bank, ofpositions, purposes and interests which aresometimes contradictory, which press to beheard, must be considered physiological in a

OUR VALUES

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context of freedom, both economic and, in awider sense, political; working for a solutionwhich strikes the best possible balancebetween the various instances, means layingthe foundations to ensure that this occurs inconditions of mutual respect and equilibrium. With this Code of Ethics Banca Intesa wantsto express the values in which it believes andon which it wants to make a commitment.These are the filters, the “lenses”, throughwhich to observe and interpret all situationsand also represent the criteria for balancinginterests and for assessing behaviour.These values are part of the rich and complexhistory of our Bank. Their increasingly-widespread realisation represents anobjective to tend to. The awareness andexplicit statement of our values increases thelevel of consistency which each of us mustprove to be increasingly worthy of the trustof all our stakeholders.

Reference valuesTrust

Trust is the key value in Banca Intesa’sactivity. We want to look for trust andincrease trust, in i) relations with customers,to whom we offer the certainty ofcontinuously finding an adequate responseto their needs, ii) relations with collaborators,to whom we offer a work environmentwhich valorises their professionalism, and iii)relations with society at large, for which weintend to be a reliable partner for responsibleand sustainable growth.

Value of the personThe value of the person is a fundamentalvalue which guides the way Banca Intesaacts: we are committed to making attentivelistening and dialogue the key levers for thecontinuous improvement of the solutions we

offer customers, and the professionalismand competence of the people who workwith us.

IntegrityWe pursue our objectives with honesty,fairness and responsibility, while respectingrules and professional ethics, ensuringindependent judgement in our system ofrelations.

SustainabilityIn our growth strategy we intend to pursuesolid and sustainable value in economic andfinancial, social and environmental termsbuilt over the long term on the trust of ourcustomers, the motivation of ourcollaborators and a responsible andconstructive relation with the country system.

ExcellenceWe aim at constantly improving the qualityof our products, services and contactchannels, we constantly promote thepersonal and professional development ofour collaborators and we are committed toimproving the efficiency of our organisation,with a view to optimising also costs andtiming.

Equitable treatmentWe are committed in eliminating everydiscrimination in our conduct and inrespecting the differences in gender, age,race, religion, political opinion, trade unionparticipation, language or any other ability.

TransparencyWe believe that transparency in ourcommunication, in our contracts and in the criteria on which we base our behaviouris fundamental to permit all our stakeholdersto make autonomous and informeddecisions.

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Conduct principles inrelations with customersAttentive listening and dialogue

We believe the customer must always be atthe centre of our attention and that only aconstant dialogue may enable us to perceivehis/her real expectations and maintain ourproduct offering at an excellent level:– in the development of new products and

services we make particular efforts toactivate systematic dialogue instruments inorder to take up the suggestions ofcustomers, consumer associations andassociations representing specific customercategories;

– through dialogue with our customers weaccurately determine risk profile, afundamental starting point for every sale offinancial products;

– we react punctually to questions andcomplaints, aiming at an effective and notonly formal solution to controversies.

Transparency We believe that a communication that alwaysenables the customer to understand thecharacteristics of products and services he/shebuys is at the base of a lasting relationship andof trust:– we facilitate the comprehensibility of

contracts, we reduce the possiblemisunderstandings and ambiguities withclear and detailed information. Weimmediately inform the customer of anychange in the contract and its terms;

– we simplify communication on all availablechannels, giving value to the time of thecustomer and avoiding that he/she wastes itor that he/she must make an effort tounderstand.

Equitable treatmentWe believe that our services must beaccessible for everyone:– we do not discriminate in an arbitrary way

between our customers on the basis of theirnationality, religion or gender

– we module our offering so that all socialstrata may find an answer to their needs

– we do our best to apply a price policycongruous with the quality of service offered

– we make our branches accessible todisabled persons and endeavour to eliminateall architectural barriers.

Access to creditWe believe that the expansion of access tocredit to social strata that have traditionallybeen paid insufficient attention by financialinstitutions represents a fundamental lever forsocial inclusion, enabling people to improvetheir conditions and exercising their rights ofcitizenship to the full.Even considering the principles of prudence inthe assessment of creditworthiness whichsafeguard not only our interest but also thoseof customers themselves, we:– expand our offering, integrating it with

dedicated products and services and for thispurpose we constantly monitor social trendsunder evolution to identify possible areas ofintervention;

– support the development of new enterprisesfor the purpose of favouring activities whichhave an unexpressed economic and socialvalue creation potential;

– pay particular attention to social enterprises,non-profit and the third sector recognisingthat their activity represents an extremelyimportant factor in social cohesion andpromotion of the person.


We believe that a large bank has a specificresponsibility, related to its size, in promotingthe country’s economic and socialdevelopment and thus we:– assist companies in developing an adequate

competitiveness and a greaterinternationalisation of the business

– support companies with entrepreneurship

CONDUCT PRINCIPLESIN RELATIONS WITHSTAKEHOLDERS

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and a valid project even at difficult times,helping them to achieve innovativeturnaround and relaunch solutions

– support the public sector and localauthorities, according to criteria of fairness,collaboration and non-interference,promoting financial solutions which ensure along-term equilibrium, in a vision of growthand modernisation which concurs to theimprovement in the quality of life of citizens

– in project finance activities and in particularfor infrastructural projects we apply the beststandards and guidelines internationallyrecognised for the valuation of theenvironmental and social impact

– develop innovative medium-term financingmechanisms to favour innovation and theentrepreneurship of those which, thoughthey do not have the capital, have winningideas and projects

– not only provide credit, but we invest in theequity of entrepreneurial projects withstrong growth potential in innovativesectors.

Promotion of local economies andestablishing roots on the territory

We believe that an effective support to theterritory which combines economic resultswhile respecting fundamental values of localcommunities may activate the unexpressedpotential of the entrepreneurial backbonemade up of small and medium-sizedcompanies and we:– develop innovative financial agreements

and solutions with associations andorganisms for local development, not onlyproposing to provide capital but also as apartner for promotion and development

– constantly monitor the evolution of localeconomic systems to support companies intheir strategic decisions

– rationalise the territorial distribution ofbranches, a traditional meeting pointbetween the bank and its customers, tofacilitate the accessibility of our servicesand also develop multichannel possibilitiesto increase availability

Socially responsible investmentsWe believe that our customers must alsohave the opportunity to choose between aspecialised range of products dedicated toso-called Socially Responsible Investments(SRI). We believe that the expansion of ourproduct range with products with low socio-environmental risk may offer a diversificationopportunity and activate a virtuous circlebetween progressive sensibil isation of

customers and commitment by companies:– we extend our offering with the

distribution of ethical funds and bonds.

Safeguard securityWe believe that the safeguarding of thesecurity of our customers, of their goods andof their information not only represents oneof our main duties but also is at the base ofthe fiduciary relation which we want tomaintain with them and we:– do our best to protect people, valuables

and goods, information and internalorganisational processes so as to supply aservice which satisfies to the best therequirements of reliability, continuity andconfidentiality

– ensure constant compliance to legalprovisions and the timely adoption ofregulatory updates;

– guarantee transparency in informingcustomers on their rights to privacy and onthe means with which we treat theirpersonal information.

Assessment of socio-environmental riskWe believe that our investment and lendingdecisions must also consider socio-environmental risks in the application of theprinciple that an asset that produceseconomic value may only be sustainable if itdoes not simultaneously destroy social orenvironmental value and thus we:– adhere to internal and international

protocols for the respect of the norms onsocio-environmental safeguard

– exclude financial relations to supporteconomic activities which contribute toviolate the fundamental rights of theperson and hinder human development

– support projects with high environmentaland social value

Conduct principles inrelations with shareholders

Banca Intesa adopts a corporate governancesystem that complies with provisions set forthby the law and CONSOB regulations and is inline with the contents of the CorporateGovernance Code of listed companies, towhich it adhered voluntarily.This corporate governance system is orientedto value creation for all shareholders andstakeholders who, for various reasons, havean interest in the Group’s operations, also via

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the achievement of excellence levels in theprovision of services to customers and intransparency with the market. In this perspective the Board of Directors playsa central role since it is in charge of thefunctions and has responsibility for strategicand organisational guidelines and ordinaryand extraordinary operations, in addition tothe adequacy of the controls system for themanagement of credit, financial andoperational risks. The current corporate governance system isinspired by an increasing valorisation ofindependent and non-executive directors, alsovia their participation to advisory committeesset up within the Board of Directors.The Corporate Governance Report containedin the Annual Report details the number andidentity of independent and non-executivedirectors, as well as the criteria adopted toassess their independence.

Equitable treatment– We do our best to make sure that for all

shareholders the value of capital invested inBanca Intesa is safeguarded and increased ina sustainable way over time.

– We ensure equal information and utmostand constant attention to all shareholders,without any discrimination and privilegedtreatment.

– We do our best to favour informed andconscious participation of all shareholders tothe decisions which involve the life of thebank.

– The Chairman of the Board of Directorschairs and directs the activities ofShareholders' Meetings with the function ofsafeguarding the rights of all shareholders.

Transparency with the marketAll of Banca Intesa’s financial communicationas well as all information to Italian and non-Italian Supervisory and Control Authorities, ischaracterised by transparency, exhaustivenessand timeliness, in addition to the full respectof current regulations:– We guarantee shareholders and the

financial community a transparentcommunication aimed at providing correct,clear and timely information to update themon the implementation of the strategies andon the results of Banca Intesa. To guarantee equal access to information toall shareholders and the stakeholders who,for various reasons, have an interest in theGroup’s operations, information is madeavailable through a plurality of channels,including the website where in particular the

following are available:- the Annual report and the compulsory

interim reports;- the Annual report on corporate

governance;- information to shareholders on the terms

and means of exercise of their rights, suchas participation to Shareholders' Meeting,collection of coupons, transactions oncapital etc. ;

- press releases and presentations ofcorporate results and strategies to themarket;

- main company documents; - the trend recorded on the market by the

Banca Intesa share, information onshareholder base and the votingsyndicate.

In compliance with international bestpractices, we periodically have meetings andconferences (both conference calls andwebcasts) with the financial community, Italianand foreign, for the purpose of strengtheninglong-lasting and continuous relations whichcontribute to creation of sustainable valueover time.

Conduct principles inrelations with employees

Banca Intesa bases relations with collaboratorson the respect of rights and people andexpressly declares that it complies withinternational provisions regarding humanrights and rights of workers (ILO, GC,regulations in force)

Consideration of peopleWe believe that respect of the personality anddignity of each collaborator is thefundamental building block for thedevelopment of a work environmentpermeated by reciprocal trust, loyalty andcontribution of everyone, therefore we:– give all collaborators the possibility of

expressing their individuality on the job andvalorising the differences and peculiarities ofeach person, as an essential contribution tothe Group’s growth

– pursue excellence in results under both thequantitative and qualitative profile, throughcommercial actions and budget policiesaimed, planned and monitored consistentlywith the ethical principles of the presentcode and while respecting the

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professionalism and dignity of eachemployee

– pay utmost attention to assignment oftargets and any target variations, for thepurpose of promoting correct andtransparent behaviour in the relation withcustomers

– set up, in compliance with contractprovisions in force, objective and transparentincentive systems setting possible andachievable targets

– simplify the job by simplifying products,procedures and means of communicationand guaranteeing health and security withincreasingly-effective measures

– promote policies which enable the possiblebalance between personal and professionallife, favouring flexibility and carrying outinitiatives for the compatibility betweenwork and private commitments, in theawareness that work represents just onefundamental part of the interests of eachperson and must be harmonised with theothers.

Valorisation and motivationWe want to put equitable treatment and meritat the base of assessment, valorisation,motivation and career advancement of ourpeople and thus we:– select and manage collaborators

maintaining with them equitable andconsistent behaviour, preventingfavouritisms, abuses and without anydiscriminations based on gender, race,religion, political opinion, trade unionparticipation, language, age or other ability

– adopt systems to assess behaviour,competencies, knowledge and potentialaccording to transparency and meritocracycriteria

– guarantee equitable treatment and equalopportunities in role attribution, usingmobility on various job positions as an element to favour professionaladvancement

– develop training designed to considerindividual needs, convinced that attentivelistening of the needs expressed bycollaborators is fundamental in thedefinition of training programmes

– put everyone in the position of interpretingtheir role to the best, favouring the constantimprovement in the level of competenciesand developing the capacity to work inteams to contribute to the achievement ofcorporate targets.

Attentive listening and dialogueWe believe that attentive listening anddialogue are at the base of relations thatgenerate trust and thus we:– design communication to meet criteria

of correctness, completeness andtransparency

– do our best to develop, in those who haveroles of responsibility, a specific sensibility inseizing the occasions for improvement andgrowth which derive from giving everyonethe possibility of expressing opinions,suggestions and needs.

CohesionCohesion is the distinctive element of acommunity of people who work well togetherand are proud of being part of a largecompany.To develop and consolidate the sense ofbelonging of all collaborators, around a strongand shared corporate identity we:– provide each collaborator with information

on corporate and Group strategies andobjectives, with the purpose of sharing theelements which characterise our identity

– increase in those who have roles ofresponsibility the capacity of proposingthemselves as guides in adopting actionswhich are increasingly consistent withcorporate ethical principles

– have in place systems which enable toidentify the contribution of the individualand the group to the achievement ofobjectives

– have in place forms of shared participation,also economic, in the company’s success

– promote solidarity initiatives to supportcolleagues in difficulty and/or socially-relevant aims

Conduct principles in relations with commercialpartners

We know that our responsibility does notsimply end with the activities which wedirectly and autonomously conduct, but alsoinvests all the cases in which we operate viacommercial partnerships.

Trust– we share with our partners the strategic

aims of the projects/activities we conducttogether

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Integrity– we are committed to ensuring that Group

companies operate in compliance andnever in contrast with the values andprinciples of this Code. In particular, whenthe subsidiary is outside Italy, we confirmour commitment to respect and valorisethe territory and local communities

– we feel committed to operate according toprinciples and values in this code and todiffuse them in the companies in which wehave minority stakes

Sustainable growth– we promote initiatives with high social

value, in partnership with players that havespecific competencies in the fields ofintervention

Conduct principles inrelations with suppliersAttentive listening and dialogue

We believe that behaviour characterised byattentive listening and dialogue with oursuppliers favours a continuous improvementin the relation, strengthening it andgenerating reciprocal value:– we adopt behaviour based on attentive

and constant dialogue;– we regularly conduct surveys to assess the

level of satisfaction of suppliers, identifyingthe areas for improvement in order toinvolve them proactively, in particular asconcerns transparency, communication andrespect of payment terms.

TransparencyWe believe that a clear and transparentattitude is the precondition to guaranteerespect of integrity, a peculiar aspect in therelation with suppliers and also contributesto maintaining the relationship with themover time:– we choose our suppliers on the basis of

clear and documented criteria, via anobjective and transparent procedure

– we apply corporate policies which requireutmost fairness, in relations especially inthe management and finalising ofcontracts, avoiding, even potential,conflicts of interest

– in the specific case of professionalconsulting, we base our decisions oncriteria of professionalism and competenceavoiding, even potential, conflicts of

interest– we do our best to communicate our

policies as concerns relations with suppliersto the outside

Selection and management of contractsWe believe that a large bank must becapable of managing in a particularlyresponsible way its position of power andensure its correct use, by offering suppliersand equitable treatment, by:– guaranteeing equal opportunities in the

selection of suppliers and commercialpartners, considering their compatibilityand adequacy to the size and needs of ourcompany

– we do our best so that contracts stipulatedwith our stakeholders are based onequitable treatment, especial ly withreference to terms of payment anddifficulty of administrative requirements

Conduct principles asconcerns the environmentSustainability

One of the dimensions of our socialresponsibility policy is the refusal of wastageand attention to the environmentalconsequences of our decisions.We believe that a large company, such asours, may have a strong impact onenvironmental and social sustainability bothover the short and long term, impact due toboth its activit ies (direct impact), andactivities which it does not control directly(indirect impact):– we positively assess the suppliers which

conduct their activities in consideration ofenvironmental sustainability and thereforeadopt the necessary measures andinstruments to minimise negative impacts;

– we do our best to sensitise our suppliers toadopt a responsible behaviour that favoursawareness of the environmental, social andethical risks and opportunities derivingfrom their activities;

– we guarantee management that isconscious of the impacts which mayworsen environmental issues related toresource consumption, waste productionand issue of dangerous substances, byperforming constant measurement andmonitoring and providing clear andtransparent reporting;

– we promote the constant search for utmost

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efficiency objectives, introducing plantoptimisation systems aimed at limitingenvironmental impact, which comply withthe best technological standards available.

Principles of conduct in relations with the communityDialogue with the associationsrepresenting stakeholders

We believe that dialogue with associations isof strategic importance to developing ouractivity in a sustainable way:– we set up a stable communication channel

with all the associations which representthe interests of their stakeholders, with theobjective of cooperating in the respect ofthe reciprocal interests and preventingpossible conflict situations;

– we attentively listen to and consider theobservations of al l the associationsexpressed by the community in which weoperate;

– we inform and involve, on issues of specificinterest for our stakeholders, the mostimportant and representative categoryassociations.

Support to local communities viacontributions and sponsorships

We are aware of our responsibility to thecommunity, whose needs we attentivelyassess and that we support not only viadirect interventions, but also by contributingto programming initiatives of particular socialinterest:– in the selection of the initiatives in which

we take part we pay particular attention toconsistency with our reference values;

– sponsorship activit ies refer to social

initiatives, the environment, sport and art,and are destined to events which offerguarantee of quality, and favour theinvolvement of a wide number of citizens;

– we are aware of the importance thatrestitution has as a social action and as asign of solidarity, and we destine part ofthe Group’s income to the realisation ofworthy initiatives over the whole territory,with particular reference to social exclusionand malaise;

– we adopt a specific procedure for grantingcontributions and sponsorships, toguarantee their consistency and also toavoid every possible conflict of interestboth of personal and company nature (forexample, blood relations with partiesinvolved or relations with organisms whichmay, due to their duties, favour in someway the activity of Banca Intesa).

Institutional relationsOur institutional relations with the State andits local authorities, International organismsand Italian and non-Italian Supervisory andcontrol authorities, are exclusively forms ofcommunication aimed at assessing theimplications of legislative and administrativeactivities for Banca Intesa, to respond toinformal requests and inspections(interrogations, interpellations, etc.), or inany case to disclose its position on relevantissues, we therefore:– set up dedicated and authorised

communication channels with al linstitutional interlocutors both atinternational, domestic and local level

– represent our interests in a clear andconsistent way

– adopt specific organisational models toprevent crimes against the PublicAdministration and thus safeguard theinterests of the company and all itsstakeholders.

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Adoption, implementationand internal control mechanisms

The adoption, implementation and controlmechanisms set out below pursue thefollowing objectives:– integration of corporate strategies, policies

and procedures with shared ethicalprinciples and values;

– verification and control of compliance ofactions and behaviour to the shared ethicalvalues.

Adoption of the Code of Ethics

The Code of Ethics, and any future update, isapproved by Banca Intesa’s Board ofDirectors. The responsibility for the update ofthe code is attributed to the Social andEnvironmental Responsibility Office.

Implementation of the Code of EthicsMeans of diffusion, participation and involvement

The Code of Ethics is published on both theInternet site(www.bancaintesa.it) accessibleto customers and interested parties, and inthe specific section in the company’s Intranet.A printed copy of the Code is handed to eachdirector, statutory auditor, employee orexternal collaborator, respectively at the timeof appointment, employment or inception ofthe collaboration.All internal communication channels (Web Tv,House organ, etc.) are committed to diffusing

clearly the values of the Code of Ethics withthe objective of achieving widespread andprofound sensitivity.The values and principles which Banca Intesaintends to affirm via the Code of Ethics willbe transfused in training activities andintervention aimed at sharing the contents ofthe Code of Ethics, also supplying tools toincrease awareness and knowledge of themechanisms and procedures to translateethical principles in concrete behaviour indaily activities.In particular, training initiatives will be realisedwith means and contents tailored to the roleof each collaborator in the company anddeveloped according to a programme aimedat completing his/her professional trainingand increase his/her personal development.The assessment of the performance of thosewho have roles of responsibility will alsoconsider the respect of ethical principles onwhich the relation with collaborators is based,in the conviction that Banca Intesa’s success isthe result of the effective relations which,through chiefs, it establishes with all itscollaborators inspired by principles of rigorousethics.

Means of management of the Code of Ethics

The model which inspires Banca Intesa isbased on self-responsibility of structureswhich pursue and defend the reputationalvalue of socially-responsible behaviour.Therefore, every corporate structure is directlycommitted to identifying a concrete plan ofactions and projects aimed at tangiblytranslating the principles of conduct whichinspire the Bank in all its relations, consideringthe interests of all stakeholders.Social and Enviromental Responsibility Officesupports corporate structures in such activitiesand is responsible for the preparation ofeffective monitoring means. The latter areguaranteed by the identification, inagreement with the Planning and ControlDepartment, of specific indicators whichenable to assess progress in the achievement

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in social and environmental objectives for thepurpose of reporting, to guaranteecommitments made. Furthermore, itcollaborates with the Human Resources andOrganisation Department in the developmentand diffusion of the culture and the values ofthe Code.The Human Resources and OrganisationDepartment ensures the preparation ofinternal information for the purpose ofdeveloping and diffusing the culture andvalues of the Code of Ethics, coordinating thecirculation of institutional informationintended for personnel through theprogramming and realisation of adequateinternal communication tools. It defines,together with all other structures, thedirections and guidelines for trainingconsistently with the Code of Ethics, with theobjective of diffusing its principles and valuesand motivating collaborators to adoptcompliant behaviour.Furthermore, Banca Intesa adopted theGroup’s Internal Code of Conduct which, incompliance with the ethical values andprinciples of this Code, defines the essentialnorms of the behaviour of directors, statutoryauditors, employees and externalcollaborators for the realisation and thesafeguard of the values of the Code of Ethics.

Internal control Duties of corporate functions

The internal controls system – the set of rules,procedures and organisational structures – tomanage the Code of Ethics involves thefollowing functions:Organisational structures: in keeping with the“self-responsibility” principle, every BancaIntesa organisational structure manages andguarantees the adherence of its actions andactivities to the principles of the present Codeof Ethics, with particular reference to thosedeemed to be of great ethical impact.Furthermore, each function is responsible forany non-compliance which occurs internallyand reporting it to the competent office asprovided for by the Company.Social and Environmental ResponsibilityOffice: it performs a role of support andconsulting to corporate structures to ensureconsistency of policy, products and processesto the Code of Ethics. It conducts monitoring on progress in theachievement of social and environmentalresponsibility objectives assigned to the

various structures together with the Planningand Control Department. It is, furthermore,responsible for a continuous and systematicverification of strategies and actions taken asconcerns social and environmentalresponsibility.It provides a continuous flow ofcommunication to the Managing Director andCEO and the Steering Commitee and periodicinformation to the Internal ControlCommitee, with reference to both ordinaryoperations and the management ofunexpected events.Internal Auditing Department: the function,responsible for supervising over thefunctioning of the system of corporatecontrols, intervenes following a reported non-compliance and/or via “ethical” auditingactivities: ensures – in close cooperation withits mission – a surveillance action on theregular progress of the Bank’s operations andprocesses, as well as on the respect of therules that discipline the Internal Code ofConduct and the safeguard of the value ofactivities which include those closely relatedto the ethical and social responsibil itycommitments of the Bank.It supports the Internal Control Committee inthe task, it has been assigned by the Board ofDirectors, of surveillance over the respect ofprinciples and values contained in this Codeof Ethics. For this purpose, it receives andanalyses the reported violations of the Codeof Ethics.Internal Control Commitee – set up asrequired by the Corporate Governance Code– receives a periodic report by the Social andEnvironmental Responsibil ity Office asconcerns the results of controls, internaladaptation processes carried out by eachcorporate structure and in management ofcorrective actions; furthermore, it receivesreports of anomalies/non-compliance deemedto be serious by Audit.

Interventions in case of non-compliance In case of non-compliance with the presentcode, Banca Intesa will take the followingactions, adopting – if there is no conductwhich implies fraud or violation of specificlegal, contractual or regulatory provisions – aconstructive approach which, also via thedelivery of training, strengthens sensitivityand attention of individuals as concerns therespect of the principles and values affirmedin the present Code of Ethics.

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Reporting non-complianceAny non-compliance with the present codemust be addressed to the e-mail [email protected], or to theCustomer care and Complaints Office at thefollowing address Banca Intesa, UfficioAssistenza Clienti e Reclami, Via Giambellino135 – 20147 Milano (MI).

Banca Intesa guarantees that those whoreport any non-compliance in bona fide willnot suffer any form of retaliation,discrimination or penalty, ensuring utmostconfidentiality, without prejudice toregulations in force.

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Registered OfficePiazza Paolo Ferrari 1020121 MilanoTelephone +39 02 879 11Fax +39 02 879 37892e-mail: [email protected]

General ManagementVia Monte di Pietà 820121 Milano

CSR OfficeTelephone +39 02 8796 3435e-mail: [email protected]

Investor RelationsTelephone +39 02 879 43180Telephone +39 02 879 42622e-mail: [email protected]

Media RelationsTelephone +39 02 879 63531Telephone +39 02 879 63010e-mail: [email protected]

Contacts

social and environmental report 2005...social and environmental report 2005 - banca intesabanca...

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